/raid1/www/Hosts/bankrupt/TCR_Public/210628.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, June 28, 2021, Vol. 25, No. 178

                            Headlines

18 FREMONT STREET: S&P Affirms 'B-' ICR, Outlook Stable
7 GENERAL CONTRACTING: Court OKs Disclosures of Third Amended Plan
AEROCENTURY CORP: Unsecured Creditors Unimpaired in Dual Plan
AHERN RENTALS: S&P Alters Outlook to Dev., Affirms 'CCC+' ICR
AIKIDO PHARMA: Files Patent Application for Alzheimer's Treatment

AIRPORT VAN RENTAL: $1.8MM DIP Loan from 1st Source Bank OK'd
AIS HOLDCO: S&P Affirms 'B' ICR, Alters Outlook to Stable
ALBERTSONS COMPANIES: Moody's Hikes CFR to Ba2 on Good Liquidity
ALGITS INCORPORATED: Taps Kline Law Group as Bankruptcy Counsel
ALLEGHENY SHORES: Seeks August 25 Plan Exclusivity Extension

ALLEN SUPPLY: Asks Court to Extend Plan Exclusivity Until Oct. 13
ALUDYNE INC: Moody's Alters Outlook on 'B2' CFR to Stable
AMBICA M & J: Niral Patel Agrees to Purchase Hotel for $8.3 Mil.
AMERICAN LIQUOR: August 24 Plan Confirmation Hearing Set
APCO HOLDINGS: Moody's Hikes CFR to B3 on Solid Performance

APP REALTY: All Classes to Get 100% w/ Interest After Plan Sale
APX GROUP: S&P Alters Outlook to Stable, Affirms 'B-' ICR
ASHWOOD DEVELOPMENT: Taps Baker & Associates as Bankruptcy Counsel
ASPIRA WOMEN'S: Stockholders Elect Five Directors
ASSUREDPARTNERS INC: Moody's Rates $447MM Repriced Term Loan 'B1'

AULT GLOBAL: Taps Christopher Wu as EVP of Alternative Investments
AUSJ-MICH LLC: Has Until Oct. 25 to File Plan & Disclosures
AVEANNA HEALTHCARE: Moody's Gives B2 Rating on New Credit Facility
AZTEC EVENTS: Carl Marks Advisors Served as Restructuring Advisor
BLACK CREEK: Voluntary Chapter 11 Case Summary

BLACKROCK INTERNATIONAL: July 27 Disclosure Statement Hearing Set
BLUE STAR: Raises $1.4 Million From Common Stock Offering
BMZ LLC: Has Until August 20 to File Plan & Disclosures
BUENA PARK: Has Until July 22 to File Disclosure Statement
CARDTRONICS INC: Moody's Withdraws Ba3 CFR Following NCR Deal

CARLA'S PASTA: July 28 Plan Confirmation Hearing Set
CARLSON TRAVEL: S&P Lowers ICR to 'D' on Missed Interest Payment
CARROLS RESTAURANT: Moody's Rates New $300MM Unsec. Notes 'Caa1'
CENTENE CORP: Fitch Rates $1.8 Billion Unsecured Notes 'BB+'
CENTENE CORP: Moody's Rates New $1.8BB Unsecured Debt 'Ba1'

CENTURION PIPELINE: Fitch Affirms BB- LongTerm IDR, Outlook Stable
CINEMA SQUARE: Seeks to Hire Damitz Brooks as Accountant
CLASSIC CATERING: Seeks to Hire Harry P. Long as Bankruptcy Counsel
CLEAR THE AIR: MLN Co. Suit Goes to Trial
CLEVELAND-CLIFFS INC: Moody's Hikes CFR to Ba3, Outlook Positive

CMS ENERGY: Fitch Assigns 'BB+' Rating on Preferred Stock
COMMUNITY ECO: Case Summary & 30 Largest Unsecured Creditors
COMMUNITY THERAPIES: Case Summary & 15 Unsecured Creditors
CONNOR FOREST: Case Summary & 17 Unsecured Creditors
CONTINENTAL COUNTRY CLUB: Plan Exclusivity Extended Thru August 9

COOPER TIRE: Moody's Withdraws Ba3 CFR on Goodyear Acquisition
CORP GROUP: Chilean Company Seeks Chapter 11 Bankruptcy
CP TOURS: Seeks Approval to Hire Van Horn Law Group as Counsel
CUBIC CORP: S&P Assigns 'B-' Issuer Credit Rating, Outlook Stable
CURTIS JAMES JACKSON: Court Rules in Malpractice Suit v Reed Smith

CVENT INC: Moody's Hikes CFR to B3 & Alters Outlook to Stable
DATA STORAGE: Registers 375,000 Common Shares Under 2021 Plan
DESTILERIA NACIONAL: Bid for Voluntary Case Dismissal Denied
DESTINATION MATERNITY: Wins August 15 Plan Exclusivity Extension
DIGIPATH INC: CFO Todd Peterson Steps Down

DIOCESE OF ROCKVILLE: Court Denies Access Parish Fiscal Records
DOMAN BUILDING: DBRS Confirms B(high) Issuer Rating
DUPONT STREET: Taps Rosewood Realty as Real Estate Broker
ELEVATE TEXTILES: Moody's Alters Outlook on B3 CFR to Stable
EQUESTRIAN EVENTS: Wins Cash Collateral Access

EVERGREEN DEVELOPMENT: Minnesota Bank Says Disclosures Insufficient
EVERGREEN MORTGAGE: Gets OK to Hire Latham Luna as Legal Counsel
EWC COOK: Plan Contemplates Sale of Assets to Insider
EXPO CONSTRUCTION: Texas Concrete Opposes Amended Disclosures
FIELDWOOD ENERGY: Judge to Approve Bankruptcy-Exit Plan

FIELDWOOD ENERGY: Unsecureds to Get Share of GUC Warrants
FIRST BANCORP: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
FLUOROTEK USA: Case Summary & 20 Largest Unsecured Creditors
FREDERICKSBURG STADIUM: Fitch Lowers 2019B Bonds to 'CCC'
FRIDAY HEALTH: A.M. Best Hikes Financial Strength Rating to C(Weak)

GALLERIA OF ST. MATTHEWS: Taps Duncan Galloway as Special Counsel
GEX MANAGEMENT: Joseph Frontiere Named Executive Director
GIRARDI & KEESE: Erika Accuses Trustee's Lawyer of Harassment
GISELE ALLARD: Accord with 50 East 126th Street Realty OK'd
GLOBAL ATLANTIC: Fitch Rates New Jr. Subordinated Debentures 'BB+'

GLOBAL ATLANTIC: Moody's Gives 'Ba1(hyb)' Rating to Sub. Debt
GLOBAL ATLANTIC: S&P Rates Junior Subordinated Debentures 'BB'
GO WIRELESS: Moody's Affirms B2 CFR & Alters Outlook to Stable
GOLDEN NUGGET: Moody's Affirms Caa1 CFR & Alters Outlook to Pos.
GUDORF PLUMBING: Ongoing Operations to Fund Plan Payments

GVS TEXAS: June 29 Deadline Set for Panel Questionnaires
HERMITAGE OFFSHORE: Court Approves Wind-Down Chapter 11 Plan
HIGHLAND CAPITAL: Gets Court Okay to Borrow $52 Mil. to Exit Ch.11
HOSPITALITY WOODWORKS: Seeks to Hire R H Zimmerman as Accountant
IMAGEWARE SYSTEMS: To Dismiss Mayer Hoffman McCann as Accountant

ISTAR INC: Fitch Raises LT IDR to 'BB' & Alters Outlook to Stable
JAKKS PACIFIC: Extends COO's Employment Until December 2023
JANE STREET: Moody's Hikes CFR to Ba1 on Strong Profitability
JEFFREY J. PROSSER: Amended Suit over Wine Collection Sale Nixed
K & W CAFETERIAS: Court Approves Reorganization Plan

KINGSLEY CLINIC: Seeks to Hire Glast, Phillips & Murray as Counsel
KISSMYASSETS LLC: Seeks to Hire Oliver & Cheek as Legal Counsel
KNOTEL INC: Court Extends Plan Exclusivity Until August 30
KOSSOFF PLLC: Court Orders Attorney to Cooperate With Trustee
LADDER CAPITAL: Fitch Assigns BB+ Rating on $650MM Unsec. Notes

LEEWARD RENEWABLE: Fitch Assigns FirstTime 'BB-' IDR
LEEWARD RENEWABLE: Moody's Assigns First Time 'Ba3' CFR
LEVANT GROUP: Seeks to Hire Frazee Law Group as Legal Counsel
MACK-CALI REALTY: S&P Withdraws 'B+' Long-Term Issuer Credit Rating
MAIN EVENT: Moody's Hikes CFR to Caa1 on Adequate Liquidity

MALLINCKRODT PLC: Rockford Loses Bid to Nix Dischargeability Suit
MANNINGTON MILLS: Moody's Rates Repriced Secured Term Loan 'B1'
MATT'S SMALL: Unsecured Creditors to Be Paid in Full Over 4 Years
MAUNESHA RIVER: Seeks to Hire JMS Dairy as Financial Advisor
MIRION TECHNOLOGIES: S&P Places 'B' LT ICR on CreditWatch Positive

MORRIS MAILING: Seeks to Hire Hiltz Zanzig & Heiligman as Counsel
MORTGAGE INVESTORS: Unsecured Claims Under $50K to Recover 20%
NATIONAL RIFLE ASSOC: Counterclaims Are Way Off Base, Says NY AG
NAVIENT CORP: Moody's Alters Outlook on Ba3 CFR to Stable
NEW GOLD: Moody's Hikes CFR to B2, Outlook Stable

NEW HAMPSHIRE: SSG Advises Business in Sale of Assets to Grimco
NINE POINT: Chapter 11 Lien Supported by Caliber's Drilling Role
NXT ENERGY: Oil Exploration Veteran Gerry Sheehan Joins Board
OCEAN POWER: Added to Russell Microcap Index
PAPER SOURCE: Advised by SSG in Sale to Elliott Affiliate

PARKLAND CORPORATION: DBRS Gives BB Rating, Trend Stable
PBS BRAND: SSG Advises Business in Sale of Assets to CrowdOut
PENN NATIONAL: Moody's Rates New $400MM Sr. Unsecured Notes 'B3'
PENN NATIONAL: S&P Rates New $400MM Senior Unsecured Notes 'B'
PHILADELPHIA SCHOOL: Unsecured Creditors Will Get 60% Under Plan

PLATINUM GROUP: Appoints Enoch Godongwana to Board of Directors
POCONO PRODUCE: SSG Closes Pocono Sale Transaction
PRIME LOGISTICS: Voluntary Chapter 11 Case Summary
QUALITY DISTRIBUTION: S&P Alters Outlook to Stable, Affirms B- ICR
RAIN CARBON: S&P Alters Outlook to Stable, Affirms 'B+' ICR

RIVERBEND ENVIRONMENTAL: Aug. 12 Plan Confirmation Hearing Set
RLG HOLDINGS: Moody's Assigns B3 CFR Following Ares Acquisition
RLG HOLDINGS: S&P Assigns 'B-' ICR, Outlook Stable
ROI INDUSTRIES: Unsecured Creditors to Recover 40% in Plan
RUBY TUESDAY: Goldman Sachs Unit Sued for $54 Mil. Deal

SCOTT SILVERSTEIN: August 10 Plan Confirmation Hearing Set
SEMILEDS CORP: Issues 35,365 Shares to Well Thrive
SHUTTERFLY LLC: Moody's Affirms B3 CFR & Alters Outlook to Stable
SKILLSOFT CORP: S&P Assigns 'B-' ICR, Outlook Positive
SOUTH MOON: SSG Advises Business in Sale of Assets

SOUTHERN ROCK: Plan Exclusivity Period Extended Until October 22
SPIRIT AIRLINES: S&P Affirms 'B' ICR on Improving Demand
SUMMIT MIDSTREAM: Provides Updated 2021 Financial Guidance
SUSGLOBAL ENERGY: Enters Into $450K Securities Purchase Agreement
TASEKO MINES: President Stuart McDonald Assumes CEO Role

TECT AEROSPACE: Court Okays $31M Chapter 11 Asset Sale
TELEXFREE LLC: Opinion from Trustee's Expert Not Admissible
TEXAS STUDENT: June 30 Deadline Set for Panel Questionnaires
TOLL ROAD INVESTORS: S&P Lowers Senior Debt Rating to 'BB'
TOPPS CO: S&P Assigns 'B' Rating on New $200MM Term Loan B

TRIPLE J PARKING: Unsecureds to Get Paid from Net Disposable Income
TUMBLEWEED TINY HOUSE: Seeks Sept. 14 Plan Exclusivity Extension
VERTEX ENERGY: Granted Full Forgiveness of $4.2 Million PPP Loan
WB SUPPLY: Committee Seeks to Hire Jones Murray as Co-Counsel
WEST COAST AGRICULTURAL: Case Summary & 20 Top Unsecured Creditors

WEST DEPTFORD: Moody's Cuts Secured Credit Facilities to B2
WESTERN MIDSTREAM: Fitch Affirms 'BB' LongTerm IDR
WINDSTREAM HOLDINGS: Noteholders' Plan Appeal Dismissed as Moot
WOC PACIFIC: Seeks to Hire Kaufman & Kahn as Litigation Counsel
YOUFIT HEALTH: Lacks Cash for Plan Approval, Case Dismissed

YOUNGEVITY INTERNATIONAL: Posts $52.7 Million Net Loss in 2019
[*] Accordion Acquires Restructuring Firm Mackinac Partners
[*] Claudia Springer Joins Novo Advisors' Mediation Practice
[*] Dr. Wolfram Prusko Joins Willkie Farr's Frankfurt Office
[*] Jennifer Meyerowitz Joins Stretto as Executive Vice President

[*] New York Bankruptcy Court Judge Cornelius Blackshear Dies
[*] Shepherd, Martin Join Ankura as Senior Managing Directors
[*] Three Bankruptcy Lawyers Join Willkie Farr as Partners in N.Y.
[^] BOND PRICING: For the Week from June 21 to 25, 2021

                            *********

18 FREMONT STREET: S&P Affirms 'B-' ICR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings affirmed all ratings on 18 Fremont Street
Acquisition LLC, including its 'B-' issuer credit rating, and
removed the ratings from CreditWatch, where it placed them with
negative implications on March 20, 2020.

The stable rating outlook reflects S&P's expectation that the
ongoing recovery in Las Vegas will allow the company's portfolio of
casinos, including the new Circa Resort & Casino, to ramp up
operations such that they will support the company's capital
structure on a sustained basis.

S&P said, "18 Fremont's newly opened resort casino, Circa, is
ramping up cash flow generation in its initial months of operations
such that we believe it will generate ample cash flow to cover
fixed charges. Despite the pandemic's continuing effects on Las
Vegas in terms of depressed visitation, room rates, and hotel
occupancy, 18 Fremont's monthly operating results have shown steady
improvement from January through April, and we believe this
performance will continue and allow the company to ramp up its
annual EBIDTA generation such that it covers fixed charges by more
than 1.25x. We estimate 18 Fremont's annual fixed charges are about
$60 million-$65 million, including interest, amortization, and
maintenance capital expenditure (capex). Our base-case forecast
assumes 18 Fremont will generate more than $90 million of EBITDA in
2021, which will allow the property to more than cover its fixed
charges and have sufficient cash flow for planned growth capex, as
management completes various elements of the resort (including
event space) that were not part of the original construction
project. Notwithstanding our expectation for leverage to improve to
4.5x-5x in 2021, 18 Fremont compares unfavorably to other
higher-rated issuers, given Circa's limited operating track record
and weaker interest coverage measures because of the high cost of
its term loan."

Attracting the right customer mix remains a risk as Circa ramps up
operations and as the Las Vegas market recovers. Circa's success
will depend on its ability to tap into the appropriate mix of
customers. Circa will need to distinguish itself from existing Las
Vegas properties, as well as new ones such as Resorts World Las
Vegas (which is scheduled to open June 24, 2021) and Virgin Hotels
Las Vegas (which opened in March 2021). Although Circa is the most
lavish property in downtown Las Vegas, its offerings and premiums
may not appeal to traditional downtown patrons, whom S&P's believes
often look for a value alternative when they stay in the market.

Circa will need to convince higher-end customers to spend their
time downtown instead of on the Strip in order to achieve higher
daily per-unit slot and table wins than those at most other
downtown casinos. Beyond more gaming revenue, Circa's prospects for
reducing leverage and improving its credit measures also depend on
achieving higher hotel rates and occupancy than most other downtown
hotel-casinos. S&P said, "We expect Circa will need to spend to
promote and attract enough of the right customers to generate
sufficient returns on its investment, especially while Las Vegas is
recovering and as more entertainment and sports offerings return to
the market. Given the pandemic's effect on Las Vegas and new
competition, we believe well-established casinos with bigger
marketing budgets, stronger balance sheets, and large loyalty
programs could intensify competition to retain and attract
customers."

18 Fremont is vulnerable to operating volatility because of its
geographic concentration in a highly competitive market, which is
still recovering from the effects of the pandemic. Circa is the
first new development in downtown Las Vegas in 30 years; resort
development in that time has concentrated primarily on the Las
Vegas Strip. The city is largely an unlimited license jurisdiction.
Downtown already has more than 20 licensed casinos, and there are
50 licensed casinos on the Strip and others in the broader Las
Vegas locals market. S&P expects Circa will continue to advertise
and promote the new resort to attract higher-value customers.

18 Fremont has three assets in the downtown Las Vegas area to
service its debt, though this concentration makes the company more
susceptible to risks from a softer economy or fewer city visitors,
particularly as Las Vegas recovers from the pandemic. Visitor
volume in the first four months of 2021 is down almost 45% compared
to 2019 though the declines have been moderating. In the most
recent month for which data is available (April), visitor volume
was down 27% compared to 2019. S&P said, "In our view, this is
partly the result of a lack of conventions and group meetings,
which typically account for about 15% of visitation to Las Vegas
and support midweek hotel occupancy and rate, as well as limited
international visitation. Despite depressed visitation relative to
2019, downtown Las Vegas gaming revenue grew in the first four
months of 2021 relative to 2019, and Las Vegas Strip gaming revenue
recovered to 2019 levels in April. We believe downtown Las Vegas is
benefiting from additional gaming capacity that Circa introduced to
the market and that both downtown Las Vegas and the Las Vegas Strip
are benefiting from higher gaming spend per customer. We attribute
this to massive fiscal stimulus, consumer savings, and pent-up
demand, as well as a lack of other entertainment options open in
the market during those months."

In the previous recession, downtown Las Vegas experienced greater
revenue volatility than the Strip, with gaming revenue falling
about 22% from 2008 to 2010, as hotels on the Strip lowered their
room rates to erase the discount advantage that downtown
hotel-casinos had. While downtown has expanded
amenities--particularly entertainment offerings--since the previous
downturn and may not experience the same degree of revenue
volatility, S&P believes Las Vegas overall will experience a high
level of volatility over an economic cycle because it is primarily
a destination market.

Notwithstanding these risks, 18 Fremont has a slight location
advantage because it is the closest resort to the U.S. Route 95
exit. 18 Fremont should also benefit from a high level of transient
visitors downtown as overall visitation to Las Vegas recovers. More
than 42 million people visited Las Vegas in 2019, and just over 40%
reported going downtown. S&P believes investment in new
attractions, including the recent openings of the Las Vegas Stadium
and expansion of the Las Vegas Convention Center should support
continued strong visitation to Las Vegas over time. Las Vegas also
benefits from having a low commercial gaming tax rate, which can
support margin.

The stable rating outlook reflects S&P's expectation that the
recovery underway in Las Vegas will allow 18 Fremont's portfolio of
casinos, including the recently opened Circa Resort & Casino, to
ramp up operations to a level that will support the company's
capital structure. Additionally, the conversion of the company's
unused completion guarantee from its owners to a debt service
guarantee through the end of 2021 provides additional flexibility
as the market recovers.

S&P said, "We would consider lowering the rating if 18 Fremont's
operating results do not continue ramping up in line with our
forecast, such that we no longer expect the portfolio to generate
at least $60 million-$80 million in EBITDA in 2021. This would
threaten the company's liquidity position and result in forecast
interest coverage in the low-1x area and fixed-charge coverage of
about 1x. Weak results this year could be the result of a lack of
consumer demand, weaker visitation to Las Vegas as consumer
stimulus rolls off, a vaccine-resistant virus strain, or aggressive
competitive responses from nearby operations.

"We could raise the rating one notch once 18 Fremont ramps up its
cash flow generation to a level that amply services its capital
structure and facilitates leverage reduction. Prior to raising the
rating, we would need to be confident that 18 Fremont could sustain
leverage below 4.5x and interest coverage above 2x, factoring in
anticipated operating volatility in Las Vegas, capex, and
distributions to owners. We would also expect sustained positive
discretionary cash flow in any upgrade scenario."



7 GENERAL CONTRACTING: Court OKs Disclosures of Third Amended Plan
------------------------------------------------------------------
7 General Contracting, Inc., filed with the Bankruptcy Court a
Third Amended Plan.  The Plan shall be funded initially with the
Cash of the Reorganized Debtor and funds generated as revenue from
current jobs in progress.

Unsecured Claims in Class 8 under the Plan will be paid based on
their pro-rata share of the Unsecured Creditor Fund.  The Debtor
scheduled to pay a total of $285,000 into the Unsecured Creditor
Fund for distribution to Holders of Allowed Unsecured Claims based
on their respective pro rata share on the first, second, third,
fourth, and fifth anniversaries of the Effective Date and the 66th
month after the Effective Date.

The Holders of Allowed Unsecured Claims shall also receive their
pro-rata share of the new value payments made by CPVE, LLC to
purchase the equity interest in the Debtor.  CPVE, LLC shall pay to
the Unsecured Creditor Class the sum of $125,000.  CPVE, LLC shall
distribute these payments to Holders of Allowed Unsecured Claims
based on their respective pro rata share on the first, second,
third, fourth, and fifth anniversaries of the Effective Date.
Class 8 is impaired by the Plan and each Holder of a Class 8 Claim
is entitled to vote to accept or reject the Plan.

The Equity Interests in Class 9 shall be conveyed to CPVE, LLC for
$125,000 which shall be paid into the Unsecured Creditor Fund.  

The Officers, as the current Holders of the Class 9 Equity
Interests, conclusively are presumed to have accepted the Plan and
are not entitled to vote to accept or reject the Plan.

The Secured Classes of Claims under the Plan are:

* Class 1: Hancock Whitney Bank.  Class 1 Claim secured claim for
$1,600,000 shall be paid in full.

* Class 2: Internal Revenue Service

Class 2 secured claim shall be paid in full in equal in equal
installment payments in Cash over a term of 72 months from the date
of the Order of Relief, beginning on the first day of the month
after the expiration of 30 days from the Effective Date, with
interest at the statutory rate.

* Class 3: PNC Equipment Finance

The PNC Equipment Finance debt shall be restructured and
re-amortized over its current remaining term at 5% interest per
annum.  Beginning on the first regular payment date under the
current note following the expiration of 30 days after the
Effective Date, and on a monthly basis for the remaining note term
the Debtor shall pay to PNC Equipment Finance equal payments of
principal and interest.

* Class 4: Santander Consumer USA, Inc. d/b/a Chrysler Capital

Class 4 Claim shall be paid in full.  The Chrysler Capital debt
shall be restructured and re-amortized over its current remaining
term at 5% interest per annum.  Beginning on the first regular
payment date under the current note following the expiration of 30
days after the Effective Date, and on a monthly basis for the
remaining note term, the Debtor shall pay to Chrysler Capital equal
payments of principal and interest.

* Class 5: Americredit Financial Services, Inc. dba GM Financial

The GM Financial allowed secured claim shall be paid in full.  The
GM Financial debt shall be restructured and re-amortized over its
current remaining term at 5% interest per annum.  The Debtor shall
pay to GM Financial equal monthly payments of principal and
interest beginning on the first regular payment date under the
current note 30 days after the Effective Date.

* Class 6: Class 6: Hitachi Capital America Corp

Class 6 consists of the Allowed Secured Claims of Hitachi Capital
America Corp.  Hitachi Capital America Corp shall retain its
respective lien on its Collateral.  The Debtor shall continue to
make monthly payments to Hitachi Capital America Corp pursuant to
the terms of their current contract(s).

* Class 7: Crestmark Vendor Finance

Class 7 consists of the allowed secured claim of Crestmark Vendor
Finance.  The Debtor's executory contract with BACA Systems, LLC
will be rejected pursuant to the terms of this Plan. Upon rejection
of the BACA Systems, LLC executor contract BACA Systems, LLC will
refund the prepetition down payment borrowed by the Debtor from
Crestmark Vendor Finance directly to the designated account of
Crestmark Vendor Finance in full satisfaction of the claim of
Crestmark Vendor Finance.

Charlie Heath Mason, the president of the Debtor immediately prior
to the Effective Date, shall be deemed to be the president of the
Reorganized Debtor.

A copy of the Third Amended Plan is available for free at
https://bit.ly/3gTJJLA from PacerMonitor.com.

                           *     *     *     

The Bankruptcy Court, on June 21, 2021, approved the Disclosure
Statement explaining the Debtor's Third Amended Plan.  The
confirmation hearing is set for August 3 at 8:30 a.m.  

                    About 7 General Contracting

7 General Contracting, Inc., owns a raw land located in Gulfport,
Mississippi, having an appraised value of $2.2 million.  7 General
Contracting, Inc., based in Loxley, AL, filed a Chapter 11 petition
(Bankr. S.D. Ala. Case No. 20-10172) on Jan. 17, 2020.

In the petition signed by Charlie Heath Mason, president, the
Debtor disclosed $2,442,634 in assets and $11,581,296 in
liabilities.  The Hon. Henry A. Callaway presides over the case.

Robert M. Galloway, Esq., at Galloway Wettermark & Rutens, LLP,
serves as bankruptcy counsel.


AEROCENTURY CORP: Unsecured Creditors Unimpaired in Dual Plan
-------------------------------------------------------------
Debtors AeroCentury Corp., JetFleet Holding Corp. and JetFleet
Management Corp. filed with the U.S. Bankruptcy Court for the
District of Delaware a Combined Disclosure Statement and Joint
Chapter 11 Plan dated June 22, 2021.

The Debtors jointly propose the combined Disclosure Statement and
Plan for the disposition of the Debtors' remaining Assets and
distribution of the proceeds of the Assets to the Holders of
Allowed Claims against the Debtors.

The Debtors, with the assistance of B. Riley, determined that
Drake's proposal to acquire the Membership Interests in E-175 was
both the highest and best offer received. Drake agreed to allow the
Debtors to retain $2.1 million of cash from the sale of the E175
membership interests to continue their business operations. The
Debtors determined that a sale of their remaining aircraft and
other assets under section 363 could provide the most-value, and
the Debtors voluntarily commenced these cases to pursue such a
sale.

The Debtors received bids for certain assets that were not subject
to the Stalking Horse Purchase Agreement from Skyward Express
Limited and Stratus Aero Partners.  Skyward Express Limited
submitted the only bid for that certain de Havilland Model DHC-8-
311 aircraft and related parts and engines, and the Debtors
selected them as the winning bidder for those assets. Stratus Aero
Partners also submitted a bid for certain spare parts and
consignment inventory with respect to the 453 Saab 348B Plus and
4020 Bombardier Q400.  The Debtors selected Stratus Aero Partners
as the winning bidder for these assets.  The Bankruptcy Court
entered Orders approving the Asset Sales on May 21, 2021, and May
28, 2021.

Following the Asset Sales, the Combined Disclosure Statement and
Plan contemplates two potential paths to the Debtors' emergence
from bankruptcy.  The first is the Sponsored Plan, whereby the Plan
Sponsor will submit the Plan Sponsor Agreement to operate the
Reorganized Debtors' businesses on a go-forward basis and relaunch
the Debtors' aircraft acquisition, leasing, and disposition
operations.  The second path is the Stand-Alone Plan, which will
occur if an acceptable Plan Sponsor Agreement is not received.
Under the Stand-Alone Plan, the Debtors' remaining Assets will vest
in the Post-Effective Date Debtors, and the Plan Administrator will
sell or otherwise monetize the Post-Effective Date Debtor Assets
for the benefit of Holders of Allowed Claims and Interests and
wind-down the affairs of the Debtors in accordance with Section 303
of the DGCL.

Class 3 consists of Prepetition Loan Claims.  Under both the
Stand-Alone Plan and the Sponsored Plan, the Prepetition Lender's
sole and exclusive recourse on account of the Prepetition Loan
Claims shall be limited to the Assets subject to any Asset Sales to
the Prepetition Lender under the Falko Sale Order and no other
assets of the Debtors, and the Prepetition Lender unconditionally
and irrevocably waives any other rights to assert any Claims or
Encumbrances against the Debtors, their Affiliates or subsidiaries,
or the Estates.

Class 4 consists of PPP Loan Claims.  Under both the Stand-Alone
Plan and the Sponsored Plan, to the extent that a PPP Loan Claim is
not forgiven pursuant to the Paycheck Protection Program under
Division A, Title I of the CARES Act, and except to the extent that
a Holder of an Allowed PPP Loan Claim agrees to a less favorable
treatment, each holder of an Allowed PPP Loan Claim shall receive,
at the option of the Debtors, (A) Reinstatement of such allowed PPP
Loan Claim, or (B) such other treatment so as to render such
Allowed PPP Loan Claim Unimpaired.

Class 5 consists of General Unsecured Claims.  This Class is
unimpaired.  Under both the Stand-Alone Plan and the Sponsored
Plan, each Holder of an Allowed General Unsecured Claim shall
receive in full and final satisfaction and release of and in
exchange for such Allowed Class 5 Claim: (A) Cash equal to the
amount of such Allowed General Unsecured Claim; or (B) such other
treatment which the Plan Administrator or the Reorganized Debtors,
as applicable, and the Holder of such Allowed General Unsecured
Claim have agreed upon in writing. This Class has 100% projected
recovery.

Class 7 consists of Interests Holders. Under the Stand-Alone Plan,
on the Effective Date, Holders of Allowed Interests shall receive,
in full and final satisfaction and release of and in exchange for
such Allowed Class 7 Interest, their pro rata share of
Distributions from the Post-Effective Date Debtor Assets until no
further Post-Effective Date Assets remain, provided, however, that
no Distributions shall be made until all Unclassified Claims and
Claims in Classes 1 through 6 have been Paid in Full or otherwise
satisfied in accordance with this Plan. Under the Sponsored Plan,
all Holders of Allowed Interests shall receive either (A) Cash, (B)
Reinstatement of such Allowed Interests, (C) Reinstatement of such
Allowed Interests subject to dilution, or (D) a combination of (A)
though (C), as set forth in the Plan Sponsor Agreement.

Sponsored Plan. All consideration necessary to make all monetary
payments in accordance with the Sponsored Plan shall be obtained
from the Cash and cash equivalents of the Debtors or the
Reorganized Debtors, as applicable, or its subsidiaries, including
the consideration in the Plan Sponsor Agreement received from the
Plan Sponsor.

Stand-Alone Plan. All consideration necessary to make all monetary
payments in accordance with the Stand-Alone Plan shall be obtained
from the remaining Cash, and cash equivalents of the Debtors or the
Post-Effective Date Debtors, as applicable, or their subsidiaries,
and the proceeds of Post-Effective Date Debtor Assets to be
monetized through the Post-Effective Date Debtors.

A full-text copy of the Combined Disclosure Statement dated June
22, 2021, is available at https://bit.ly/3qsnZJV from Kurtzman
Carson Consultants, the claims agent.

Counsel to the Debtors:

     Joseph M. Barry, Esq.
     Ryan M. Bartley (No. 4985)
     Joseph M. Mulvihill (No. 6061)
     S. Alexander Faris (No. 6278)
     Young Conaway Stargatt & Taylor, LLP
     1000 N. King Street
     Wilmington, DE 19801
     Tel: (302) 571-6600
     Email: jbarry@ycst.com

     -and-

      Lorenzo Marinuzzi, Esq.
      Raff Ferraioli (admitted pro hac vice)
      Morrison & Foerster LLP
      250 West 55th Street
      New York, NY 10019
      Phone: (212) 468-8045
      Email: lmarinuzzi@mofo.com

             About AeroCentury Corp.

AeroCentury Corp. is engaged in the business of investing in used
regional aircraft equipment and leasing the equipment to foreign
and domestic regional air carriers.  Its principal business
objective is to acquire aircraft assets and manage those assets in
order to provide a return on investment through lease revenue and,
eventually, sale proceeds.  It is headquartered in Burlingame,
Calif.

AeroCentury Corp. and affiliates, JetFleet Holdings Corp. and
JetFleet Management Corp., sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Lead Case No. 21-10636) on March 29, 2021.

The Debtors tapped Morrison & Foerster, LLP and Young Conaway
Stargatt & Taylor, LLP as legal counsel; B Riley Securities, Inc.
as financial advisor and investment banker; and BDO USA, LLP as
auditor.  Kurtzman Carson Consultants is the claims agent and
administrative advisor.


AHERN RENTALS: S&P Alters Outlook to Dev., Affirms 'CCC+' ICR
-------------------------------------------------------------
S&P Global Ratings revised the rating outlook to developing from
negative and affirmed all its ratings, including its 'CCC+' issuer
credit rating on Ahern Rentals Inc. and 'CCC' issue-level rating on
its senior secured second-lien notes.

The developing outlook reflects the likelihood of either a positive
or negative rating action within the next 12 months, depending on
Ahern's ability to refinance its notes before its ABL is current
and whether S&P believes the transaction will improve the company's
liquidity position.

Rental equipment demand will likely continue to improve over the
next 12 months. Although S&P's forecast U.S. nonresidential
construction activity will accelerate slowly in 2021, Ahern has
outsize exposure to higher-growth regions including California and
Texas. U.S. COVID-19 vaccination rates are rising and local
restrictions are easing. Convention, concert, and other event
activity should thus pick up strongly during the second half,
particularly in Ahern's important Las Vegas market. Furthermore,
S&P believes equipment manufacturers have limited ability to meet
additional demand over the next few quarters, driving higher
utilization and rental rates for U.S. rental companies.

Ahern faces significant maturity risk, but better demand and
operating performance should allow the company to refinance.
Ahern's entire capital structure matures within the next 24 months.
Its ABL springs in February 2023, 91 days ahead of the notes'
maturity in May 2023. S&P said, "We expect Ahern will refinance the
notes before the ABL borrowings become current in February 2022. We
also believe the company's sales at the 17 net new stores it opened
in 2020 and the first quarter of 2021 will increase toward a more
normalized level and therefore time utilization will improve
significantly during 2021." This should drive S&P Global
Ratings-adjusted debt to EBITDA below 5x in 2021, which should
facilitate a refinancing. If the notes maturity is extended, the
ABL maturity will automatically become October 2024.

Unexpected demand or financial market challenges could cause a
liquidity crunch. S&P said, "We continue to view Ahern's liquidity
as less than adequate. Its sources modestly exceed uses.
Furthermore, we believe the company might be unable to withstand
low-probability events--such as a sudden and widespread resumption
of nationwide lockdowns or significant financial markets
disruption--without refinancing. A successful refinancing before
the ABL is current is key to our view of Ahern's liquidity cushion
because we include current maturities as a use of cash in our
analysis. Depending on the potential transaction parameters, we
anticipate improving cash funds from operations (FFO) could
maintain sources of liquidity at or above 1.2x uses."

The developing outlook reflects the likelihood of a positive or
negative rating action within the next 12 months, depending on
Ahern's ability to refinance its notes before its ABL becomes
current and whether S&P believes the transaction would allow the
company to maintain adequate liquidity.

S&P could raise its ratings on Ahern if:

-- The company refinances its May 2023 notes before the springing
maturity causes the ABL to become current;

-- S&P expects the transaction will allow the company to maintain
sources of liquidity at or above 1.2x uses and covenant headroom of
at least 15%, such that we view its liquidity to be adequate; and

-- S&P expects solid demand will continue to improve operating
performance.

S&P could lower its ratings if it envisions a specific default
scenario within the next 12 months. This could occur if:

-- The ABL becomes current;

-- Refinancing prospects appear less likely; or

-- Liquidity remains pressured, for example by negative free cash
flow.



AIKIDO PHARMA: Files Patent Application for Alzheimer's Treatment
-----------------------------------------------------------------
AIkido Pharma, Inc. has filed a provisional patent application for
the use of ketamine and peptides to treat Alzheimer's disease.  The
Company previously secured and announced the acquisition of patent
rights for use of peptides as a drug delivery system.  This patent
application seeks patent protection for the use of ketamine and
these peptides to treat Alzheimer's disease.

The Company stated, "We believe that one of the biggest
breakthroughs in the study of depression has been the observation
that ketamine can reverse symptoms of depression within hours to
days when given by intravenous infusion.  Additionally, the study
of this psychedelic in other fields of use is growing in
popularity."

"Alzheimer's disease is a progressive neurodegenerative disorder
that is associated with the destruction of higher brain structures,
such as those involved in memory and cognition.  The disease leads
to deficits in cognitive function and declines in memory, learning,
language, and in the ability to perform intentional and purposeful
movements.  Alzheimer's disease is also accompanied by concomitant
behavioral, emotional, interpersonal, and social deterioration.
Clinical management and treatment of Alzheimer's remains largely
inadequate.  There is still an unmet need for effective methods to
prevent and treat the disease.  Targeted delivery of a drug,
prodrug, or therapeutic agent to cells that cause a disease or are
affected by a disease can improve treatment of the disease.  There
is a need for targeted delivery of drugs, prodrugs, or other
therapeutic agents effective in treating Alzheimer's.  This patent
application is the next step in combining homing peptides with a
well-known psychedelic drug to treat this disease."

                        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.

Aikido Pharma reported a net loss of $12.34 million for the year
ended Dec. 31, 2020, compared to a net loss of $4.18 million for
the year ended Dec. 31, 2019.  As of March 31, 2021, the Company
had $104.93 million in total assets, $559,000 in total liabilities,
and $104.37 million in total stockholders' equity.


AIRPORT VAN RENTAL: $1.8MM DIP Loan from 1st Source Bank OK'd
-------------------------------------------------------------
Judge Sheri Bluebond authorized Airport Van Rental, Inc., a
California corporation, to:

     -- borrow up to $1.8 million from 1st Source Bank to acquire
$2 million of new or used vehicles, and

     -- use up to $200,000 of estate funds to pay 10% of the
purchase price of the vehicles financed by 1st Source under the DIP
Loan.

The Court approved the DIP Financing Agreement, Settlement
Agreement, Adequate Protection Stipulation, and Plan Support
Agreement between the Debtor and 1st Source.  The Court authorized
the Debtor to open and maintain DIP checking, savings, money
market, and similar bank accounts at 1st Source into which the
Debtor may deposit the estate's funds.

     I. Excluded Collateral

        The DIP Loan shall be secured by senior liens on all assets
of the Debtor and the estate and 1st Source's liens shall be valid,
binding, enforceable, non-avoidable, first-priority priming liens
senior in priority to all other liens on the Assets, except for:

        a. the Debtor's and estate's claims and causes of action
arising under Sections 544, 545, 547 and 548 of the Bankruptcy
Code, and the proceeds thereof;

        b. car wash equipment subject to the security interest of
LCA Bank Corporation; and

        c. any vehicles other than the vehicles directly financed
by 1st Source under the DIP Loan.

    II. The DIP Lender's liens do not have priority over certain
liens:

        a. The liens granted to 1st Source shall not have priority
over the liens securing ad valorem taxes owed to (x) Dallas County,
Texas, (y) the Irving Independent School District, and (z) Harris
County, Texas.

           The Court authorized and directed the Debtor to pay the
Local Texas Tax Authorities, on or before June 31, 2021, the full
amount owed for 2020 and prior years, plus interest, which totals
$53,068 if paid on or before June 31, 2021.  The Court also
authorized and directed the Debtor to pay the Local Texas Tax
Authorities the full amount owed for 2021 on or before the date by
which the taxes must be paid under applicable state and local law.


        b. The liens granted to 1st Source shall not have priority
over the security interests of North Iowa Equity, LLC, in certain
segregated funds.

        c. The security interests in and liens granted to 1st
Source under the current order, the Agreement, the DIP Loan, the
New Master Agreement, the 1st Source Loan Documents, and the AFC
Loan Documents do not include any security interests in and liens
on (a) vehicles financed by lenders other than 1st Source or AFC or
(b) the liquidation proceeds of such vehicles to the extent
required to satisfy the liens and security interests granted to the
lenders.

   III. Claims Allowance

        The Court further ruled that:

        a. 1st Source's claim relating to the 1st Source Loan
Documents shall be allowed as a secured claim in the aggregate
amount of $5,663,190, consisting of a 1st Source 1-A Claim for
$4,368,650 and a 1st Source 1-B Claim for $1,294,540;

        b. 1st Source's claim relating to the AFC Loan Documents
shall be allowed as a secured claim in the aggregate amount of
$4,364,306, consisting of a 1st Source 2-A Claim for $3,812,475 and
a 1st Source 2-B Claim for $551,831; and

        c. 1st Source's claim relating to the PPP Loan shall be
allowed as a general unsecured claim for $1,327,810, subject to
being withdrawn or amended by 1st Source to reflect the amount that
was due on the Petition Date, but not subject to forgiveness.

    IV. Release

        As of the Effective Date of the Agreement, the Debtor, on
behalf of itself and the estate, shall be deemed to have released,
remised, relieved, waived, relinquished and discharged 1st Source
of all actual or potential claims and causes of action.

A copy of the Court's order is available for free at
https://bit.ly/3d1pkSB from PacerMonitor.com.

                   About Airport Van Rental, Inc.

Airport Van Rental -- https://www.airportvanrental.com/ -- is a van
rental company offering short and long-term rentals for road trips,
weekend journeys, moving, and any other group outings.

Airport Van Rental and its affiliates filed their voluntary
petition for relief under Chapter 11 of the Bankruptcy Code on Dec.
11, 2020.  The Debtors are Airport Van Rental, Inc., a California
corporation; Airport Van Rental, Inc., a Georgia corporation;
Airport Van Rental, Inc., a Nevada corporation; Airport Van Rental,
LLP, a Texas limited liability partnership; and (v) AVR Vanpool,
Inc., a California corporation.  The cases are jointly administered
under Airport Van Rental, Inc., a California corporation (Bankr.
C.D. Cal. Lead Case No. 20-20876).

Yazdan Irani, president and chief executive officer, signed the
petitions. At the time of filing, Airport Van Rental, Inc., a
California corporation disclosed between $10 million and $50
million in both assets and liabilities.  Airport Van Rental, LLP, a
Texas limited liability partnership; AVR Vanpool, Inc., a
California corporation; and Airport Van Rental, Inc., a Nevada
Corporation each disclosed up to $50,000 in assets and between
$1,000,000 and $10,000,000 in liabilities.  Airport Van Rental,
Inc., a Georgia corporation reported up to $50,000 in assets and
$50,000 to $100,000 in liabilities.

Judge Sheri Bluebond oversees the case.  

The Debtors tapped Danning, Gill, Israel & Krasnoff, LLP as their
bankruptcy counsel, CSA Partners LLC as financial consultant, and
Joel Glaser, APC as litigation counsel.  Kevin S. Tierney is the
Debtors' chief reorganization officer.



AIS HOLDCO: S&P Affirms 'B' ICR, Alters Outlook to Stable
---------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on AIS
HoldCo LLC (d/b/a Franklin Madison) and revised the outlook to
stable from negative. At the same time, S&P raised its debt rating
on Franklin Madison's first-lien credit facility ($25 million
revolver due 2023 and $315 million term loan due 2025) to 'B+' with
a recovery rating of '2' indicating its expectation of substantial
recovery (70%-90%; rounded estimate: 70%). S&P also affirmed its
'CCC+' debt rating on the company's $110 million second-lien term
loan due 2026 and maintained the recovery rating of '6' indicating
S&P's expectation of negligible recovery.

The revised outlook to stable captures Franklin Madison's
turnaround performance and ensuing credit metric improvement. In
2020, the company began to benefit from investments in marketing to
expand mail volumes previously capped under the Affinion brand. The
company saw growth in collected premiums in the second half of 2020
and year-over-year for the first time since 2012 due to greater
mail volumes, improved efficiency--as measured by premium per piece
of mail (PPPM), and expansion of digital channels. Overall revenue
grew 5% to $212.7 million for full-year 2020. Despite increased
commission and marketing expenses associated with higher collected
premium and increased mail volume, Franklin Madison's
S&PGR-adjusted EBITDA margin expanded over 100 basis points.
Momentum from increased investments carried Franklin Madison into
2021 first quarter (typically the slowest mail volume quarter)
seeing mail volumes up 25% with new premium volume growth of 36%
over first-quarter 2020. Ultimately for the twelve-month period
ending March 31, 2021 S&PGR-adjusted leverage and coverage improved
to 6.7x and 2.0x, respectively.

S&P said, "The stable outlook reflects our expectation for
mid-single digit organic growth in 2021 supported by continued
marketing investment, improvement in operating efficiency as
measured by the PPPM metrics, and expansion of digital
distribution. We also forecast Agency Services, the recently
rebranded FM Engage, to rebound from pandemic-related softness
towards the second half of 2021 with magnitude dependent on
pipeline execution. With the expectation of EBITDA margins of
27%-29% and continued mandatory first-lien debt paydown, we
forecast Franklin Madison to end 2021 with S&PGR adjusted leverage
of 6.0x-6.5x and EBITDA interest coverage above 2.0x and
demonstrate further improvement thereafter.

"We could lower the rating in the next 12 months if Franklin
Madison does not meet our base-case expectations, resulting in
leverage above 7.0x and coverage below 2.0x. This could occur if
the company cannot transform increased marketing volume into actual
revenue growth, it experiences slower-than-anticipated
implementation of the FM Engage pipeline, or financial policy
becomes more aggressive than we expect.

"Although unlikely in the next 12 months, we could upgrade the
rating if Franklin Madison's financial policies become less
aggressive. For example, if it lowers and maintains leverage to
less than 5.0x and EBITDA coverage above 3.0x through a combination
of earnings growth and debt paydown. We would expect Franklin
Madison to continue to improve its business position through
profitable growth and diversification."



ALBERTSONS COMPANIES: Moody's Hikes CFR to Ba2 on Good Liquidity
----------------------------------------------------------------
Moody's Investors Service upgraded Albertsons Companies, Inc.'s
corporate family rating and probability of default rating to Ba2
and Ba2-PD from Ba3 and Ba3-PD respectively. In addition, Moody's
upgraded Albertsons Companies, Inc.'s and Safeway Inc.'s existing
senior unsecured notes to Ba3 from B1. The company's speculative
grade liquidity rating is unchanged at SGL-1. The outlook remains
stable.

"Albertsons has benefited from the increased demand for food at
home during the pandemic with record sales and EBITDA in fiscal
2020", Moody's Vice President Mickey Chadha stated. "The company
has also reduced its debt burden and we expect metrics to remain
strong even after buying patterns normalize", Chadha further
stated.

Upgrades:

Issuer: Albertsons Companies, Inc.

Corporate Family Rating, Upgraded to Ba2 from Ba3

Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD

Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3 (LGD4)
from B1 (LGD4)

Issuer: Safeway Inc.

Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3 (LGD4)
from B1 (LGD4)

Outlook Actions:

Issuer: Albertsons Companies, Inc.

Outlook, Remains Stable

Issuer: Safeway Inc.

Outlook, Remains Stable

RATINGS RATIONALE

Albertsons' Ba2 corporate family rating reflects the company's very
good liquidity, its sizable scale, good store base, its well
established regional brands and its significant store ownership.
The company has had a robust sales growth for fiscal year ended
February 27, 2021 with identical store sales growing 16.9% for the
year. Consumers increased basket size as they consolidated trips to
store and the demand for food at home significantly increased due
to stay at home mandates and restrictions on restaurant indoor
dining capacity. Digital sales have also grown over 250% in fiscal
2020 as consumers increasingly got comfortable ordering online and
avoided going into the stores. As demand increased across the
grocery business and supplies were limited in many categories
promotions have been lower than usual resulting in lower pricing
pressure. This, combined with the high operating leverage of food
retailers due to the high fixed cost nature of the business has
resulted in significant increase in profitability. As consumer
spending reverts back towards dining out and travel, Moody's
expects more normalized grocery spending patterns in the next 12
months resulting in Albertsons' revenues and EBITDA declining from
the historic peaks experienced in 2020. However, the company has
also reduced debt and therefore Moody's expects Debt/EBITDA to
remain below 3.5x over the next 12-18 months. The ratings are
supported by the company's track record of operational improvements
especially with regard to underperforming assets and synergy
realization and productivity savings. Competitive risks, coupled
with a high debt burden and significant ownership by financial
sponsor, remain risks for the company. The company is majority
owned by a consortium led by Cerberus Capital Management and
although financial policies have been balanced there exists a
potential for them being skewed toward shareholder returns. The
company did an IPO in June 2020 with all proceeds of the IPO going
to the sponsors. In addition, in 2020 Albertsons raised convertible
preferred equity the majority of which is held by affiliates of
Apollo Global Management.

The stable outlook reflects Moody's expectation that the company's
operating performance will not deteriorate materially and that its
financial strategies will remain prudent including continuing to
lower its debt burden.

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

Ratings could be upgraded if debt/EBITDA is sustained below 3.25
times, EBITA/interest sustained above 3.0 times, financial policies
remain benign, the company shifts to a majority independent Board
membership, and liquidity remains very good.

Ratings could be downgraded if recent positive operating trends are
significantly reversed, debt/EBITDA is sustained above 4.0 times or
EBITA/interest is sustained below 2.0 times. Ratings could also be
downgraded if financial policies become aggressive or if liquidity
deteriorates.

With about $70 billion in annual sales Albertsons Companies, Inc.
is one of the largest food and drug retailers in the United States.
As of February 27, 2021, the Company operated 2,277 retail stores
with 1,727 pharmacies, 400 associated fuel centers, 22 dedicated
distribution centers and 20 manufacturing facilities. The Company
operates stores across 34 states and the District of Columbia with
more than 20 well-known banners including Albertsons, Safeway,
Vons, Jewel-Osco, Shaw's, Acme, Tom Thumb, Randalls, United
Supermarkets, Pavilions, Star Market, Haggen, Carrs, Kings Food
Markets and Balducci's Food Lovers Market. The company is majority
owned by a consortium led by Cerberus Capital Management. Apollo
Global Management, Inc. and HPS Investment Partners, LLC own a
significant amount of Convertible Preferred Stock of the company.

The principal methodology used in these ratings was Retail Industry
published in May 2018.


ALGITS INCORPORATED: Taps Kline Law Group as Bankruptcy Counsel
---------------------------------------------------------------
Algits Incorporated seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to hire Kline Law Group, LLC to serve
as legal counsel in its Chapter 11 case.

The firm's services include:

     a) advising the Debtor with respect to its powers and duties
in the continued operation of its business;

     b) attending meetings and negotiating with representatives of
creditors and other parties-in-interest;

     c) taking necessary actions to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, and objecting to claims filed against the Debtor's estate;


     d) assisting the Debtor in preparing legal papers and
appearing in court on behalf of the Debtor;

     e) assisting the Debtor in the preparation of a Chapter 11
plan and disclosure statement;

     f) representing the Debtor in matters which may arise in
connection with its business operations, financial and legal
affairs, dealings with creditors and other parties-in-interest,
sales and other matters, which may arise during its case; and

     g) other necessary legal services.

Kline Law will be paid on an hourly basis and will be reimbursed
for out-of-pocket expenses incurred.

Robert Kline, III, Esq., managing partner at Kline Law, disclosed
in a court filing that his firm is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Robert L Kline, III, Esq.
     KLINE LAW GROUP LLC
     5 Public Square Suite 200
     Hagerstown, MD 21740
     Tel: (240) 347-4944
     Email: klinelawgroupllc@gmail.com

                     About Algits Incorporated

Algits Incorporated, a company that operates an amusement and
recreational facility in Columbia, Md., filed a Chapter 11 petition
(Bankr. D. Md. Case No. 21-13888) on June 11, 2021.  In the
petition signed by Dawn Alexander, president, the Debtor disclosed
total assets of up to $50,000 and total liabilities of up to $10
million.  Kline Law Group LLC is the Debtor's legal counsel.


ALLEGHENY SHORES: Seeks August 25 Plan Exclusivity Extension
------------------------------------------------------------
Debtor Allegheny Shores LLC requests the U.S. Bankruptcy Court for
the Western District of Pennsylvania to extend the exclusive
periods during which the Debtor may file a plan until August 25,
2021, and to obtain acceptances of a plan until October 24, 2021.
This is Debtor's first request for an extension of the Exclusivity
Periods.

As of June 16, 2021, the time the Debtor's motion for exclusivity
extensions was filed, the deadline has been set for July 12, 2021
(the "Bar Date") for alleged creditors of the Debtor (aside from
governmental entities) to file a proof of claim for prepetition
claims against the Debtor.

The Debtor continues to work in good faith and remains focused on
facilitating a successful reorganization.

An extension of Exclusivity Periods will allow the Bar Date to pass
providing the Debtor with the ability to assess all creditors in
this case and generate an inclusive plan addressing all claims.

The Debtor's creditors will not be prejudiced by the requested
extension and will be best served by an extension of the
Exclusivity Periods past the Bar Date. While the Debtor intends to
comply with the process of obtaining confirmation of the Plan
within the extended Exclusivity Periods, this request is without
prejudice to request any additional extensions of time should
circumstances arise that make such an extension necessary and
appropriate.

No trustee, examiner, or committee of creditors has been appointed
in this case.

A copy of the Debtor's Motion to extend is available
https://bit.ly/3h2g7e6 at from PacerMonitor.com.

                            About Allegheny Shores

Allegheny Shores LLC, a Pittsburgh, Pa.-based company engaged in
activities related to real estate, filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Court (Bankr. W.D. Penn.
Case No. 21-20386) on February 25, 2021. Fabian Friedland, a
managing member, signed the petition. In the petition, the Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range.  

Judge Jeffery A. Deller oversees the case.

The Debtor tapped Jonathan G. Babyak, Esq., at Campbell & Levine,
LLC as legal counsel and White Realty Advisors, LLC as an
appraiser.


ALLEN SUPPLY: Asks Court to Extend Plan Exclusivity Until Oct. 13
-----------------------------------------------------------------
Debtor The Allen Supply & Laundry Service, Inc. requests the U.S.
Bankruptcy Court for the District of New Jersey to extend by 90
days the exclusive periods during which the Debtor may file a
Chapter 11 plan to October 13, 2021.

According to the Certification of Herbert Allen, since the filing
of the bankruptcy petition, the Debtor has made good faith progress
in their case.

The Debtor has entered into a contract to sell the Debtor's real
estate, equipment, and related assets, and the buyer’s due
diligence period expired on April 18, 2021. The Debtor's counsel
has prepared a sale motion and it is ready to be filed, however,
the Buyer changed title companies last week which has caused a
short delay. The sale motion is expected to be filed in the next
week or two.

The Debtor has consummated a sale of its customer accounts, certain
equipment, and vehicles, which is generating funds to pay
creditors. Weekly payments from the Buyer have commenced and will
be made until approximately June of 2022. Moreover, the Debtor has
the pending sale of its real estate and equipment. The Debtor has
filed all monthly operating reports and paid all U.S. Trustee
fees.

A copy of the Certification of Herbert Allen in support of the
Debtor's request for exclusivity extensions is available at
https://bit.ly/3h7UQ2D from PacerMonitor.com.
  
                    About The Allen Supply & Laundry Service

Founded in 1920, The Allen Supply & Laundry Service, Inc. provides
dry cleaning and laundry services.

The Allen Supply & Laundry Service sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 19-10132) on
January 3, 2019. At the time of the filing, the Debtor was
estimated to have assets of $1 million to $10 million and
liabilities of less than $1 million.

The Honorable John K. Sherwood oversees the case.

The Debtor tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy
counsel; New & Karfunkel, P.C. as special counsel; and Speed
Financial Services, Inc. as an accountant. Beechwood Capital
Advisors was hired as the Debtor's business broker; and Re/Max
Traditions as its real estate broker.


ALUDYNE INC: Moody's Alters Outlook on 'B2' CFR to Stable
---------------------------------------------------------
Moody's Investors Service affirmed the ratings of Aludyne, Inc.,
including the corporate family rating at B2, the probability of
default rating at B2-PD and the senior secured bank credit facility
rating at B3. The ratings outlook was changed to stable from
negative.

The rating action reflects Moody's expectation that improving
demand for light vehicles and business wins from recent years will
support Aludyne's revenue growth and EBITA margin improvement.
Moody's expects the company's financial leverage to remain
conservative at below 3x debt/EBITDA as EBITA margins improve to
the mid-single-digit range and free cash flow is modestly positive
into 2022.

Outlook Actions:

Issuer: Aludyne, Inc.

Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Aludyne, Inc.

Probability of Default Rating, Affirmed B2-PD

Corporate Family Rating, Affirmed B2

Senior Secured Bank Credit Facility (Local Currency) Nov 15, 2023,
Affirmed B3 (LGD4)

RATINGS RATIONALE

Aludyne's ratings reflect the company's moderate scale, high
customer and geographic concentrations, and cyclical nature of its
end market. Aludyne has secured many new business wins over the
last several years, which should support Moody's expectation for
revenue growth in the high single digit range in 2021 and 2022 (pro
forma for the recently acquired CastLight business). EBITA margins
are expected to increase to the mid-single digits range by 2022
amid volume growth and recent restructuring activities. Moody's
believes Aludyne will be able to recover the increase of raw
material costs (i.e. aluminum) through its contracts with
customers, although there is a time lag throughout the year. In
addition, Moody's expects that the volume impact from the
semiconductor chip shortage with its customers will result in
delayed but not lost revenues. Further earnings margin improvement
will depend on the company's ability to improve operational
efficiencies throughout the lifecycle of the several newly-launched
vehicle platforms it is on.

Aludyne's ratings are supported by its good competitive position
within its product space, specifically as a leading provider of
aluminum steering knuckles. The acquisition of CastLight, an auto
supplier manufacturer specialized in magnesium and aluminum
casting, during the first half of 2021 expands the company's
light-weighting solutions for vehicles and provides new customer
exposure. The acquisition was funded with equity and cash,
supporting Aludyne's conservative capital structure. Pro forma for
the CastLight acquisition, Aludyne's debt/EBITDA was 2.9x for the
twelve months ending March 31, 2021.

Moody's expects Aludyne to maintain adequate liquidity into 2022
supported by cash on hand and availability under its $125 million
asset asset-based lending facility (ABL) due November 2022.
Aludyne's ABL was undrawn at end of March 2021, but availability
per its borrowing base is currently materially below the full
commitment amount. Availability is expected to increase with assets
brought on from the CastLight acquisition and higher production
volumes in the back half of 2021. Moody's expects Aludyne to
generate very modest cash flow in 2021, resulting from an expected
increase in working capital and higher capital spending to meet
increased demand and to integrate CastLight.

Aludyne's role in the automotive industry exposes the company to
material environmental risks arising from regulations on carbon
emissions. As automotive manufacturers continue to introduce
electrified vehicles to meet regulatory emission requirements,
Aludyne's product portfolio stands to benefit as it is a leading
provider of light-weighted aluminum solutions to reduce the overall
weight of the vehicle and improve fuel efficiency.

In terms of corporate governance, Aludyne has largely maintained a
conservative financial policy as it is majority-owned by prior
creditors. The 2021 acquisition of CastLight was financed primarily
with new equity. Moody's expects Aludyne to maintain a modest
leverage profile of below 3x debt/EBITDA over the next 12 months.

The stable outlook reflects Moody's expectation for revenue growth
and EBITA margin improvement supported by recovering demand for
light vehicles and recent business wins.

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

The ratings could be upgraded if the company is able to sustain
EBITA margins near 7% and sustain low leverage below 2.5x
debt/EBITDA. A good liquidity profile supported by free cash flow
to debt sustained above 5% and maintaining a conservative financial
policy could also result in an upgrade.

The ratings could be downgraded if Aludyne is unable to profitably
execute on new business wins such that EBITA margin remains in the
low-single digits range in 2022 or debt/EBITDA increases above 5x.
A weakening in the company's liquidity position could also result
in a downgrade.

Headquartered in Southfield, Michigan, Aludyne is a vertically
integrated manufacturer and supplier of aluminum and iron chassis
subframe components, including steering knuckles, control arms,
sub-frames and assemblies for leading automotive OEMs. Revenue for
the twelve months ended March 31, 2021 was $951 million, proforma
for the acquisition of CastLight in April 2021.

The principal methodology used in these ratings was Automotive
Suppliers published in May 2021.


AMBICA M & J: Niral Patel Agrees to Purchase Hotel for $8.3 Mil.
----------------------------------------------------------------
Robin K. Cooper of Albany Business Review reports that attorneys
are close to an agreement on the sale of the Comfort Inn & Suites
in Wilton that could put one of the current owners back in control
of the bankrupt 87-room hotel by midsummer.

Second-generation co-owner Niral Patel and his New York holding
company, VIA TAVDI LLC, agreed to purchase the 7-acre property on
Old Gick Road for $8,275,000.

The purchase price was confirmed during a federal bankruptcy court
hearing Thursday, June 24, 2021, afternoon as Chapter 7 trustee
Christian Dribusch works out details of a potential sale with the
court, Patel and the creditors.

"The purchasers are very motivated to close as quickly as
possible," Dribusch told the court during Thursday's hearing.

The tentative agreement would give Patel and his holding company
control of the hotel and the closed Golden Corral restaurant next
door. The businesses are located off Route 50, east of Exit 15 of
the Interstate 87 Northway.

Dribusch as trustee has been overseeing the hotel since late
February. Patel and his family had operated the properties for two
decades before running into financial problems and filing for
Chapter 11 bankruptcy protection in January 2021 to stop a receiver
from taking control. A month later, the case was converted into a
Chapter 7 liquidation.

The $8,275,000 offer is $1,875,000 higher than a previous bid made
by Patel in March 2021.

The offer also is substantially higher than all other offers the
trustee has received from creditors, brokers and other interested
parties, Dribusch told the court.

"The goal is to close [the acquisition] as soon after there is an
order approving the sale as possible," said Patel's attorney,
Justin Heller, during Thursday's, June 24, 2021, hearing.

Dribusch told the court he is wrapping up one outstanding issue and
is close to filing a proposed order with the court outlining
details of a proposed sale. He will try to file papers in time to
give other potential bidders until July 14 to submit better offers.
A sale confirmation hearing could be scheduled for July 16, 2021.

Heller, managing partner with Nolan Heller Kauffman LLP in Albany,
said his client has funding in place and will be ready to complete
the purchase once the court signs off.

"It's really just a question of the mechanics of the closing,"
Heller told the court. "There's a strong desire to capture as much
of the summer season as possible."

The sale would allow Patel to use a new corporate entity to reclaim
control of the hotel, real estate, furniture, franchise agreements
and the former restaurant from the bankruptcy estate.

The Patels ran into financial problems after defaulting on a loan
several years ago. They worked out a repayment plan, but ran into
more problems after business declined during the Covid-19 pandemic.
The restaurant shut down a year ago and hotel occupancy was
hovering around 30% in January 2021. That is about half the demand
from winter seasons prior to the pandemic.

Heller told the court that Niral Patel could close on the purchase
between July 16 and August 2, 2021 depending on when the court
signs off. However, Patel could be given up to 60 days to complete
the purchase, based on tentative language to be included in the
bankruptcy sale order.

If there are no competing offers and Niral Patel's agreement falls
through, his largest creditor, Florida lender SDI Matto JV Holdco
LLC would be the backup bidder.

                          About Ambica M&J Two

Ambica M&J Two LLC is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)), which owns property that's occupied
by the Comfort Inn & Suites Hotel and Golden Corral restaurant at
17 Old Gick Road, Saratoga Springs, New York.  Maha Laxmi II Corp.
is the entity that controls the 87-room Comfort Inn.  Jagdamba II
Corp. controls the Golden Corral.  The three entities are owned by
mother-and-son team Nirmala Patel and Niral Patel.

To stop a receiver from taking control of the hotel and restaurant,
Ambica M&J Two LLC, Jagdamba II Corp., and Maha Laxmi II Corp.
sought Chapter 11 protection (Bankr. N.D.N.Y. Case No. 21-10014 to
21-10016) on Jan. 11, 2021.  The petitions were signed by Niral
Patel, secretary.

Ambica M&J Two estimated assets and liabilities of $1 million to
$10 million.  Jagdamba II Corp. estimated assets of $500,000 to $1
million and liabilities of $10 million to $50 million.  Maha Laxmi
II Corp. estimated assets of $1 million to $10 million and
liabilities of $10 million to $50 million.

The Hon. Robert E. Littlefield Jr. is the case judge.

NOLAN HELLER KAUFFMAN LLP, led by Justin A. Heller, is serving as
the Debtors' counsel.




AMERICAN LIQUOR: August 24 Plan Confirmation Hearing Set
--------------------------------------------------------
On May 10, 2021, debtor American Liquor & Foodmart, LLC filed with
the U.S. Bankruptcy Court for the Central District of Illinois an
Amended Disclosure Statement and a First Amended Plan of
Reorganization.

On June 22, 2021, Judge Thomas L. Perkins approved the Amended
Disclosure Statement and ordered that:

     * Aug. 5, 2021, is fixed as the last day for creditors to
return a ballot accepting or rejecting the First Amended Plan.

     * Aug. 13, 2021, is fixed as the last day for the Debtor's
counsel to file a Report of Balloting reporting on the voting by
Class and indicating whether there is an impaired accepting Class
of creditors.

     * Aug. 19, 2021, is fixed as the last day for filing written
objections to the First Amended Plan of Reorganization.

     * Aug. 24, 2021, at 10:00 a.m. is scheduled for the hearing to
consider confirmation of the First Amended Plan.

A copy of the order dated June 22, 2021, is available at from
https://bit.ly/3wVoWgm PacerMonitor.com at no charge.

                 About American Liquor & Foodmart

American Liquor & Foodmart, LLC, a privately held company that owns
and operates convenience store and gas station, filed a voluntary
Chapter 11 petition (Bankr. C.D. Ill. Case No. 20-80044) on Jan 13,
2020.  In the petition signed by Pradeep Kataria, manager, the
Debtor estimated $1 million to $10 million in both assets
liabilities.  Judge Thomas L. Perkins oversees the case.  Sumner A.
Bourne, Esq., at Rafool, Bourne & Shelby, P.C., is the Debtor's
legal counsel.


APCO HOLDINGS: Moody's Hikes CFR to B3 on Solid Performance
-----------------------------------------------------------
Moody's Investors Service has upgraded the corporate family rating
of APCO Holdings, LLC to B3 from Caa1, and the probability of
default rating to B3-PD from Caa1-PD. The rating agency also
upgraded APCO's senior secured credit facilities to B3 from Caa1,
including a $220 million ($170 million outstanding) term loan and
$20 million revolving credit facility. The outlook for APCO's
ratings remains positive reflecting the company's solid operating
performance and healthy cash flow.

RATINGS RATIONALE

Moody's said the upgrade of APCO's ratings reflects the firm's
improved profitability, liquidity and financial leverage. APCO
primarily administers vehicle service contracts and other ancillary
products and generated revenue and earnings growth in 2020. The
company has managed its variable expenses well during the pandemic,
implemented other cost savings, and benefited from higher profit
commissions due to lower automobile claims frequency. With higher
profitability and strong cash flows, APCO has been paying down its
debt, which has improved its debt-to-EBITDA metrics. The positive
outlook reflects Moody's expectation that APCO will continue to
generate steady profitability and use excess cash flow to pay down
debt.

APCO's ratings reflect its leading position as a marketer and
administrator of vehicle service contracts, its fee-oriented
operating model with no material underwriting risk, and its
historically good free-cash-flow metrics. Offsetting these
strengths are the company's limited size and its largely monoline
business profile, which is strongly tied to US auto sales and
economic cycles. The vehicle service contract industry has some
large, well-established competitors, including third-party
administrators, insurers and original equipment manufacturers.
Other risks include the company's significant, but declining,
financial leverage.

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

Factors that could lead to an upgrade of APCO's ratings include:
(i) debt-to-EBITDA ratio below 5.5x on a sustained basis, (ii)
(EBITDA - capex) coverage of interest exceeding 2.5x, and (iii)
free-cash-flow-to-debt ratio exceeding 8%.

Factors that could return the outlook to stable include: (i)
debt-to-EBITDA ratio above 5.5x, (ii) EBITDA - capex coverage of
interest below 2.5x, and (iii) free-cash-flow-to-debt ratio below
8%.

Moody's has upgraded the following ratings of APCO Holdings, LLC:

Corporate family rating to B3 from Caa1;

Probability of default rating to B3-PD from Caa1-PD;

$20 million first-lien senior secured revolving credit facility
maturing in 2023 to B3 (LGD3) from Caa1 (LGD3);

$220 million ($170 million outstanding as of March 31, 2021)
first-lien senior secured term loan maturing in 2025 to B3 (LGD3)
from Caa1 (LGD3).

The rating outlook for APCO Holdings, LLC is positive.

The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in June 2018.

Based in Georgia, APCO is a leading marketer and administrator of
vehicle service contracts and complementary products sold by auto
dealers throughout the US and Canada. The company operates two
distinct brands, EasyCare, which focuses on franchise dealers, and
GWC Warranty, which focuses on independent dealers selling
primarily used cars. APCO designs the VSCs, services customer
claims on behalf of a number of insurers, and shares in profits
when underwriting results are favorable. However, the company does
not bear material underwriting risk on the VSCs. In January 2016,
the Ontario Teachers' Pension Plan acquired a controlling stake in
the company through a leveraged buyout.


APP REALTY: All Classes to Get 100% w/ Interest After Plan Sale
---------------------------------------------------------------
APP Realty, LLC, and APP Car Wash, LLC, filed with the U.S.
Bankruptcy Court for the Northern District of Illinois a Joint
Disclosure Statement for Joint Plan of Liquidation dated June 22,
2021.

The Plan is a joint plan of liquidation. The Debtors shall continue
their businesses after the Confirmation Date only until they sell
their assets as contemplated by the Plan. APP Realty, LLC owns land
and a building housing a car wash located at 4650 W. Fullerton Ave.
in the City of Chicago, Cook County, Illinois. APP Car Wash, LLC
owns and operates the car wash business on the Property. The
Debtors revenue produced by the Car Wash suffered from the effects
of the COVID19 pandemic.

This Plan proposes to sell all Assets of the Debtors for fair
market value and use the proceeds to pay Allowed Claims in the
order of priority authorized under the Bankruptcy Code, to the
extent cash is available. The sale of the Debtors' property will
occur no later than 7 months following the Effective Date.

This Plan pays 100% to All Allowed Claims, with interest;
therefore, under the Plan all Creditors will receive at least as
much or more than they would receive in a Chapter 7 liquidation.

Class APP Realty 4 shall consist of Allowed Unsecured Claims, other
than the Claims of Insiders. These Claims shall be paid in full in
in one lump sum payment out of the sale proceeds no later than 7
months after the Effective Date. Interest shall begin to accrue on
the Effective Date at the rate of 2% per annum. This Class is
Impaired and any holder of a Claim in this class is entitled to
vote to accept or reject the Plan.

Class APP Realty 5 shall consist of the Allowed Claims of Insiders
of the Debtor. These Claims shall be paid in full, but only after
all other claimants in the case have been paid in full.  Class 5
Claimants are Impaired and are entitled to vote on the Plan, but
their Claims will not be counted for or against Confirmation.

All Equity Interests in the Debtor shall be retained. This Class is
not Impaired and is deemed to have accepted the Plan.

Class APP Car Wash 2 shall consist of Allowed Unsecured Claims,
other than the Claims of Insiders. These Claims shall be paid in
full in in one lump sum payment out of the sale proceeds no later
than 7 months after the Effective Date. Interest shall begin to
accrue on the Effective Date at the rate of 2% per annum. This
Class is Impaired and any holder of a Claim in this class is
entitled to vote to accept or reject the Plan.

Class APP Car Wash 3 shall consist of the Allowed Claims of
Insiders of the Debtor. These Claims shall be paid in full, but
only after all other Claimants in the Case have been paid in full.
These Claimants are Impaired and are entitled to vote on the Plan,
but their Claims will not be counted for or against Confirmation.

All Equity Interests in the Debtor shall be retained. This Class is
not Impaired and is deemed to have accepted the Plan.

The Plan is a liquidating plan.  The Debtors shall continue their
businesses after the Confirmation Date. APP Realty, LLC ("APP
Realty") owns land and a building housing a car wash located at
4650 W. Fullerton Ave. in the City of Chicago, Cook County,
Illinois (the "Property"). APP Car Wash, LLC ("APP Car Wash") owns
and operates the car wash business on the Property (the "Car
Wash").

The land, building and car wash operations are to be sold via an
auction process or by a broker, within 6 months of Confirmation.
The Debtors shall meet with a broker to choose the sale method will
provide the greatest return. If the sale does not occur within 7
months from the Effective Date then First Midwest Bank shall be
free to exercise all its remedies under the pre Petition Date loan
agreements with the Debtors.

The funds necessary to fund the Plan will come from the sale of the
Debtors' assets to occur by 7 months from the Effective Date. Until
the sale, the Debtors' continued operations will pay is operating
and administrative expenses.

A full-text copy of the Joint Disclosure Statement dated June 22,
2021, is available at https://bit.ly/3xPLwHa from PacerMonitor.com
at no charge.

Attorneys for Debtors:

     Joyce W. Lindauer
     Texas Bar No. 21555700
     Kerry S. Alleyne
     Texas Bar No. 24066090
     Guy H. Holman
     Texas Bar No. 24095171
     Joyce W. Lindauer Attorney, PLLC
     1412 Main Street, Suite 500
     Dallas, Texas 75202
     Telephone: (972) 503-4033
     Facsimile: (972) 503-4034

     -and-

     Paul M. Bauch
     ARDC #6196619
     Kenneth A. Michaels, Jr.
     ARDC #6185885
     Carolina Y. Sales
     ARDC #6287227
     Bauch & Michaels, LLC
     53 W. Jackson Blvd., Suite 1115
     Chicago, Illinois 60604
     Telephone: 312-588-5000
     Facsimile: 312-427-5709

            About APP Realty

APP Realty LLC is a Single Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)). The Debtor filed Chapter 11 Petition
(Bankr. N.D. Ill. Case No. 21-03839) on March 24, 2021.

At the time of filing, the Debtor has $1,226,027 total assets and
$1,028,763 total liabilities.

The Chapter 11 cases of APP Realty, LLC (Case No. 21‐03839) and
APP Car Wash, LLC (Case No. 20‐06550) are jointly administered
under Case No. 21‐03839 for procedural purposes pursuant to the
Court's Order Directing Joint Administration of Cases Pursuant to
Fed. R. Bankr. P. 1015(b) entered June 10, 2021.

Hon. Lashonda A. Hunt oversees the case.


APX GROUP: S&P Alters Outlook to Stable, Affirms 'B-' ICR
---------------------------------------------------------
S&P Global Ratings revised its outlook on Provo, Utah-based APX
Group Holdings Inc. (A/K/A Vivint), a smart home company providing
alarm monitoring and support, to stable from negative, and affirmed
all its ratings, including the 'B-' issuer credit rating.

S&P said, "We also assigned a 'B' issue-level and '2' recovery
rating (rounded estimate: 75%) on the first-lien credit facilities
(comprising the $1.6 billion first-lien credit facility and $600
million senior secured notes due 2027).

"The outlook revision to stable reflects our view that improving
business conditions will support steady operating performance and
deleveraging to the 5x area in 2021. Over the last few quarters,
Vivint faced challenging economic conditions, including high levels
of unemployment and weak consumer confidence, resulting in lower
consumer spending. Through this, the company maintained
mid-single-digit-percent subscriber growth and a stable attrition
profile despite a meaningfully high amount of cohorts reaching the
end of their initial term. Simultaneously, Vivint's net subscriber
acquisition costs less initial proceeds collected at point of sale
declined by 93% on a year-over-year basis as of 12 months ended
March 2021, driven by a 76% increase in average proceeds collected
at point of sale during the same period. This reflected increased
attach rates for its product devices by its new customers. In the
first quarter of 2021, Vivint achieved 13% subscriber growth with
average monthly revenue per user (AMRU) increasing by 3%.

"We expect this momentum to continue in fiscal 2021 as the company
goes into the second and third quarters--typically peak periods for
new customer acquisition. This should translate to
high-single-digit-percent revenue growth rates coupled with EBITDA
margins in the 40% area. We anticipate this will result in adjusted
leverage falling to about 5x at the end of 2021 from 5.4x as of
year-end 2020.

"The stable outlook reflects our expectation for adjusted leverage
of about 5x over the next year with adjusted EBITDA margins in the
low-40% area and FOCF/debt in the low- to mid-single-digit-percent
range, driven by mid-single-digit organic growth rates organic
growth and a stable attrition profile in the 12%-13% area.

"We could lower the rating if higher attrition and subscriber
acquisition costs or continued significant investment in new
subscribers cause us to consider the capital structure
unsustainable. We could also lower the rating if we view the
company's liquidity position to be less than adequate.

"We could raise the rating if the company maintains FOCF to debt in
the mid- to high-single-digit-percentage range. In this scenario,
we would expect steady gains in operating performance such as
improving return on investment in its customer acquisition
investments and increases in the average revenue per user."



ASHWOOD DEVELOPMENT: Taps Baker & Associates as Bankruptcy Counsel
------------------------------------------------------------------
Ashwood Development Company seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Baker & Associates
to serve as legal counsel in its Chapter 11 case.

The firm's services include:

     a. analyzing the financial situation of the Debtor;  

     b. advising the Debtor with respect to its duties under the
Bankruptcy Code;

     c. preparing and filing of legal papers;

     d. representing the Debtor at the first meeting of creditors
and such other services as may be required during the course of the
bankruptcy proceedings;

     e. representing the Debtor in all proceedings before the
bankruptcy court and in any other judicial or administrative
proceeding where its rights may be litigated or otherwise
affected;

     f. preparing and filing of disclosure statement and Chapter 11
plan of reorganization; and

     g. assisting the Debtor in any matters relating to or arising
out of its bankruptcy case.

The Debtor has agreed to compensate Baker & Associates in
accordance with its normal billing practices.  It deposited with
the firm the amount of $10,000 on June 8.

As disclosed in court filings, Baker & Associates is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Reese W. Baker, Esq.
     Baker & Associates
     950 Echo Lane Ste. 300
     Houston, TX 77024
     Phone: (713) 869-9200
     Fax: (713) 869-9100
     Email: courtdocs@bakerassociates.net

                 About Ashwood Development Company

Ashwood Development Company sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No.
21-31853) on June 4, 2021, disclosing total assets of up to
$500,000 and total liabilities of up to $1 million.  Reese Baker,
Esq., at Baker & Associates, represents the Debtor as legal
counsel.


ASPIRA WOMEN'S: Stockholders Elect Five Directors
-------------------------------------------------
Aspira Women's Health Inc. held its Annual Meeting at which the
stockholders elected Sandra Brooks, M.D., M.B.A., Veronica G.H.
Jordan, Ph.D., James T. LaFrance, Valerie B. Palmieri, and Nicole
Sandford as directors.

The stockholders approved, on a non-binding, advisory basis, the
compensation of the Company's named executive officers as disclosed
in the Company's definitive proxy statement filed with the
Securities and Exchange Commission on May 7, 2021.  The
stockholders also ratified the selection of BDO USA, LLP as the
Company's independent registered public accounting firm for the
year ending Dec. 31, 2021.

                    About Aspira Women's Health

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

Aspira Women's reported a net loss of $17.90 million for the year
ended Dec. 31, 2020, compared to a net loss of $15.24 million for
the year ended Dec. 31, 2019.  As of March 31, 2021, the Company
had $62.30 million in total assets, $9.97 million in total
liabilities, and $52.33 million in total stockholders' equity.


ASSUREDPARTNERS INC: Moody's Rates $447MM Repriced Term Loan 'B1'
-----------------------------------------------------------------
Moody's Investors Service has assigned a B1 rating to
AssuredPartners, Inc.'s (corporate family rating B3) $447 million
(including $150 million increase) repriced senior secured term loan
due in February 2027. The company will use net proceeds from the
incremental borrowing to fund acquisitions and pay related fees and
expenses. The rating outlook for AssuredPartners is unchanged at
stable.

RATINGS RATIONALE

AssuredPartners' ratings reflect its growing presence in middle
market insurance brokerage, its good mix of business across
property & casualty insurance and employee benefits, and its
healthy EBITDA margins, according to Moody's. The company has made
organizational changes to support organic revenue growth in recent
periods, and has seen an increase in organic growth over the last
few months as the economy has improved. The EBITDA margin expanded
in 2020 due to increased revenue and lower personnel and travel and
entertainment related costs. AssuredPartners is an active acquirer,
and allows acquired brokers to operate fairly autonomously under
local and regional brands, while the group centralizes accounting
and control functions and certain carrier relationships.

Credit challenges for the group include aggressive financial
leverage, execution risk associated with acquisitions, and
significant cash outflows to pay contingent earnout liabilities.
Like its peers, AssuredPartners also faces potential liabilities
from errors and omissions in the delivery of professional
services.

Moody's estimates that AssuredPartners' pro forma debt-to-EBITDA
ratio will remain around 7x after giving effect to the proposed
incremental borrowing. Pro forma (EBITDA - capex) interest coverage
will be around 2x, and the free-cash-flow-to-debt ratio will be in
the low-to-mid-single digits. These pro forma metrics include
Moody's adjustments for operating leases, deferred earnout
obligations, run-rate earnings from completed and pending
acquisitions, certain non-recurring costs, and excess cash held to
boost liquidity.

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

Factors that could lead to an upgrade of AssuredPartners' ratings
include: (i) debt-to-EBITDA ratio below 6x, (ii) (EBITDA - capex)
coverage of interest exceeding 2x, and (iii) free-cash-flow-to-debt
ratio exceeding 5%.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 7.5x, (ii) (EBITDA - capex) coverage of
interest below 1.2x, or (iii) free-cash-flow-to-debt ratio below
2%.

Moody's has assigned the following rating:

$447 million (including $150 million increase) repriced senior
secured term loan maturing in February 2027 at B1 (LGD3).

The rating outlook for AssuredPartners, Inc is unchanged at
stable.

The loss given default (LGD) assessments of the existing senior
secured bank credit facilities were changed to LGD3 from LGD2.

When the transaction closes, Moody's will withdraw the rating on
AssuredPartners' existing $297 million senior secured term loan
maturing in February 2027, which will be terminated.

The principal methodology used in this rating was Insurance Brokers
and Service Companies published in June 2018.

Based in Lake Mary, Florida, AssuredPartners ranks among the 15
largest US insurance brokers. The company generated revenue of $1.5
billion in 2020.


AULT GLOBAL: Taps Christopher Wu as EVP of Alternative Investments
------------------------------------------------------------------
Ault Global Holdings, Inc. entered into an employment agreement
with Christopher K. Wu to serve as executive vice president of
Alternative Investments of the Company and as the president of Ault
Alliance, Inc., the Company's wholly -owned subsidiary.  The
effective date of the Agreement is July 1, 2021.

From April of 2017 through June 30, 2021, Mr. Wu was the president,
restructuring advisory and senior managing director of Teneo
Capital LLC.  Prior to joining Teneo, Mr. Wu was a partner of Carl
Marks Advisors for fourteen years as co-head of its Investment
Banking Group and Member of its Management Committee.  Prior to
Carl Marks, Mr. Wu was an investment banker with JPMorgan for six
years in New York and London focused on M&A, asset backed
securities and debt private placements.  Mr. Wu is a recognized
senior adviser with more than 23 years of investment banking,
financial restructuring and principal investment experience.

Mr. Wu's experience spans many industries with a concentration in
commercial real estate, insurance and financial services,
alternative energy, cryptocurrencies, technology, business
services, consumer products and basic industries.  Mr. Wu has
closed over 125 transactions in his career encompassing a wide
variety of complex transactions, including asset and corporate
stock purchases, leveraged buyouts, mergers, spin-offs, carve outs
as well as all forms of situational financings including
debtor-in-possession, asset-based loans, construction finance,
backstop equity, preferred stock and junior capital financings.

In 2020, Mr. Wu's work on the reorganization of CBCS Washington
Street, a five-star luxury hotel in the TriBeCa district of
Manhattan was cited as Hospitality Deal of the Year by the M&A
Advisor.  Mr. Wu was named Financial Adviser of the Year in 2018
for his role in the Chapter 11 reorganization of Navillus
Contracting, the largest concrete superstructure subcontractor in
New York.  He was also named M&A Banker of the Year in 2016 by the
Turnaround Atlas Awards and Restructuring Banker of the Year in
both 2013 and 2014.  In 2013, the M&A advisor recognized his
leading role in the sale of PJ Finance as Real Estate Deal of the
Year.  In 2011, The Global M&A Network cited his work on FX Luxury
Las Vegas I as 2011 Chapter 11 Real Estate Reorganization of the
Year - Middle Markets.

Mr. Wu earned a B.A. from the University of Chicago and an M.B.A.
in Finance from New York University.  Mr. Wu serves as vice
chairman of the Board of Trustees of the Institute for Career
Development, a New York based non-profit agency focused on
vocational rehabilitation for people with disabilities.

There were no arrangements or understandings between the Company or
any other person and Mr. Wu pursuant to his appointment.

There are no family relationships between Mr. Wu and any other
director or executive officer.

Pursuant to the Agreement, Mr. Wu will be paid a base salary of
$300,000 per annum.  The term of the Agreement shall commence on
the Effective Date and shall continue through Dec. 31, 2023,
subject to renewal with each party's consent for another 12
months.

Upon the Effective Date of the Agreement, Mr. Wu is entitled to a
signing bonus in the amount of $25,000, payable upon the Effective
Date.  In addition, during the initial 18 months of the Term, Mr.
Wu shall be entitled to receive a cash incentive payment equal to
1.25% of third-party debt that he is directly involved in obtaining
for the Company and/or investments in which the Company
participates. After 18 months, the cash incentive payment shall be
reduced to 0.75%.  If the Company makes an investment as a direct
result of Mr. Wu's efforts, then he shall be entitled to receive a
cash incentive payment equal to 6% of the realized gains, if any,
from the investments.  The 6% cash incentive payment shall be based
upon the amount of net realized gains in a calendar year and shall
reset annually on January 1st.  If the Company receives management
fees in connection with an investment as a direct result of Mr.
Wu's efforts or, in the Company's discretion, Mr. Wu contributes
significantly to the transaction and subsequent management, then he
may be eligible to receive a portion of the management fee
commensurate with his contribution.  The payment of any management
fee shall be determined on a case-by-case basis.

Mr. Wu shall be eligible to receive an annual bonus if the Company
meets or exceeds criteria adopted by the Compensation Committee of
the Board of Directors for earning bonuses, which bonus may consist
of cash, the Company's Class A Common Stock, or a combination of
the two.

Further, Mr. Wu is entitled to receive equity participation as
follows: (A) a grant of restricted stock in the aggregate amount of
100,000 shares of Common Stock, issued under the Company's 2021
Stock Incentive Plan, which shares shall vest in 12.5% increments,
semi-annually, on May 15th and November 15th over a period of 48
months, beginning with the first month after the effective date,
and (B) an option to purchase 400,000 shares of common stock at a
per share exercise price equal to the closing market price on the
effective date, which option shall have a term of seven years and
vest ratably over 48 months.  The vesting of the restricted stock
and options are both contingent upon receiving shareholder approval
of the Company's 2021 Stock Incentive Plan.

Mr. Wu's bonuses, if any, and all stock based compensation shall be
subject to "Company Clawback Rights" if during the period that Mr.
Wu is employed by the Company and upon the termination of Mr. Wu's
employment and for a period of two years thereafter, if there is a
restatement of any of the Company's financial results from which
any bonuses and stock based compensation to Mr. Wu shall have been
determined.

Upon termination of Mr. Wu's employment (other than upon the
expiration of the employment), Mr. Wu shall be entitled to receive:
(A) any earned but unpaid base salary through the termination date;
(B) all reasonable expenses paid or incurred; and (C) any accrued
but unused vacation time.

Further, unless Mr. Wu's employment is terminated as a result of
his death or disability, for cause, or he terminates his employment
without good reason, then upon the termination or non-renewal of
Mr. Wu's employment, the Company shall pay Mr. Wu an amount equal
to six months of the Base Salary (as in effect immediately prior to
the termination date), and (b); and a prorated bonus amount equal
to the Annual Bonus generated during the fraction of the year that
the Executive has been employed as of the termination date, payable
in accordance with standard bonus payment practices of the
Company.

                  About Ault Global Holdings, Inc.

Ault Global Holdings, Inc. (fka DPW Holdings, Inc.) is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact.  Through its wholly and majority-owned subsidiaries and
strategic investments, the Company provides mission-critical
products that support a diverse range of industries, including
defense/aerospace, industrial, telecommunications, medical, and
textiles.  In addition, the Company extends credit to select
entrepreneurial businesses through a licensed lending subsidiary.

Ault Global reported a net loss of $32.73 million for the year
ended Dec. 31, 2020, compared to a net loss of $32.94 million for
the year ended Dec. 31, 2019.  As of March 31, 2021, the Company
had $234.03 million in total assets, $57.56 million in total
liabilities, and $176.47 million in total stockholders' equity.


AUSJ-MICH LLC: Has Until Oct. 25 to File Plan & Disclosures
-----------------------------------------------------------
Debtor AUSJ-MICH LLC and the United States Trustee filed with the
U.S. Bankruptcy Court for the Northern District of Mississippi a
motion for approval of an agreed scheduling order. On June 22,
2021, Judge Jason D. Woodard ordered that:

     * The Debtor shall timely file all tax returns and other
required government filings and timely pay all taxes entitled to
administrative expense priority except those being diligently
contested by appropriate proceedings.

     * The Debtor shall file with the Court and submit to the
United States Trustee's monthly operating reports ("MOR") in
accordance with the United States Trustee's Chapter 11 Operating
Guidelines and Reporting Requirements ("OGRR-11") until such time
as the case is closed, or the case is converted or dismissed.

     * The Debtor shall file a disclosure statement containing
adequate information and a confirmable plan of reorganization on
October 25, 2021.

A copy of the order dated June 22, 2021, is available at
https://bit.ly/2StF0qG from PacerMonitor.com at no charge.  

                      About AUSJ-MICH LLC

AUSJ-MICH LLC filed a Chapter 11 bankruptcy petition (Bankr. N.D.
Miss. Case No. 21-10832) on April 28, 2021.  The Debtor is
represented by D. Dewayne Hopson Jr., Esq. of HOPSON LAW GROUP.


AVEANNA HEALTHCARE: Moody's Gives B2 Rating on New Credit Facility
------------------------------------------------------------------
Moody's Investors Service affirmed Aveanna Healthcare LLC's B2
Corporate Family Rating, and B2-PD Probability of Default Rating.
At the same time, Moody's assigned a B2 rating to Aveanna's
proposed first lien senior secured credit facility, consisting of a
$200 million revolver expiring in 2026, $860 million term loan due
2028 and $200 million delayed draw term loan due 2028. There is no
change to the Speculative Grade Liquidity Rating at SGL-2,
signifying good liquidity. The rating outlook is stable.

"While fully refinancing its capital structure will extend
Aveanna's maturity profile and modestly reduce interest expense, it
will not materially impact the company's credit metrics," said
Vladimir Ronin, lead analyst for the company.

The following actions were taken:

Affirmations:

Issuer: Aveanna Healthcare LLC

Corporate Family Rating, Affirmed at B2

Probability of Default Rating, Affirmed at B2-PD

Assignments:

Issuer: Aveanna Healthcare LLC

Senior Secured First Lien Revolving Credit Facility expiring 2026,
Assigned B2 (LGD3)

Senior Secured First Lien Term Loan due 2028, Assigned B2 (LGD3)

Senior Secured First Lien Delayed Draw Term Loan due 2028,
Assigned B2 (LGD3)

Outlook Actions:

Issuer: Aveanna Healthcare LLC

Outlook, Remains Stable

The B2 rating on the existing Senior Secured First Lien Credit
Facility is not affected and will be withdrawn upon transaction
closing.

RATINGS RATIONALE

Aveanna's B2 Corporate Family Rating broadly reflects the company's
moderately high pro forma financial leverage of 4.7 times (with
Moody's standard adjustments) for last twelve months, ended March
31, 2021. This calculation gives the benefit of adding back unusual
COVID-19 related costs. Moody's believes that the company will
continue to pursue an aggressive growth strategy, including
acquisitions that are likely to be at least partially funded with
incremental debt, as evidenced by addition of $200 million delayed
draw term loan to the capital structure. The rating also reflects
Aveanna's highly concentrated payor mix with significant Medicaid
exposure, and meaningful geographic concentration in the states of
Texas, California, and Pennsylvania.

The rating benefits from Aveanna's leading niche position in the
otherwise fragmented market of pediatric home health services,
where it provides critical services to children and families, as
well as its expanding presence in home health and hospice segment.
Moody's believes that the company's strategy to grow its home
health and hospice businesses will benefit the credit profile
through greater scale, increased service line and payor diversity
and faster growth. That said, building up a new service area brings
execution risk and home health and hospice acquisitions typically
have higher purchase multiples than Aveanna's other businesses.
This will likely result in leverage remaining elevated in order to
support acquisitions.

Social and governance considerations are material to Aveanna's
credit profile. Aveanna will remain exposed to the social risks of
providing health care and related services in private duty nursing
and therapy to a highly vulnerable patient base often comprised of
sick and disabled children who need near around-the-clock care.
There is ongoing legislative, political, media and regulatory focus
on ensuring the delivery of medically appropriate care to this
patient base. Private duty nursing, home health and hospice
companies that bill Medicare and Medicaid are subject to a
significant number of complex regulations. Any weakness in
providing healthcare services - real or perceived - can negatively
affect Aveanna's reputation and ability to attract and sustain
clients at profitable rates. Additionally, a possible data breach
event, where intellectual property and other internal types of
sensitive records are released could cause legal or reputational
harm.

With respect to governance, Moody's expects that as a publicly
traded, Aveanna will maintain more moderate financial leverage,
however continued significant ownership interest in the company by
private equity investors will result in meaningful governance
risk.

The stable outlook reflects Moody's expectation that Aveanna will
continue to grow revenue and earnings, but that financial leverage
will remain moderately high, as the company will remain
acquisitive, over the next 12-18 months. The outlook also reflects
Moody's expectations that Aveanna will maintain good liquidity.

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

The ratings could be upgraded if Aveanna successfully builds a
credible home health and hospice business, thereby diversifying its
geographic and payor mix. Quantitatively, debt/EBITDA sustained
below 4.5x and free cash flow to debt of at least 5%, on a
sustained basis, could support an upgrade. The company would also
need to maintain its good liquidity.

The ratings could be downgraded if Aveanna experiences significant
reimbursement reductions and/or wage pressure or pursues more
aggressive financial policies. Quantitatively, debt/EBITDA
sustained above 5.5x could lead to a downgrade. Further, weakening
of liquidity or sustained negative free cash flow could lead to a
downgrade.

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

Headquartered in Atlanta, Georgia, Aveanna Healthcare LLC, is a
leading provider of pediatric skilled nursing and therapy services,
home health and hospice services, as well as medical solutions,
such as enteral nutrition, respiratory therapy, and medical supply
procurement. Aveanna completed initial public offering in April
2021, however private equity investors Bain Capital and J. H.
Whitney, retain a significant ownership interest in the company.
The company generated revenues of approximately $1.6 billion for
the twelve months ended March 31, 2021.


AZTEC EVENTS: Carl Marks Advisors Served as Restructuring Advisor
-----------------------------------------------------------------
Carl Marks Advisors, a leading investment bank providing financial
and operational advisory services to middle market companies, on
June 3 announced the completion of the restructuring and successful
sale of Aztec Events & Tents and Shaffer Sports, collectively known
as Aztec/Shaffer, LLC ("Aztec/Shaffer" or "the Company"). Carl
Marks Advisors served as restructuring advisor to the Company with
partner Brian Williams acting as Chief Restructuring Officer.

Aztec is the largest tent and event rental provider in Houston,
Texas providing tents and equipment for events including the
Houston Livestock Show & Rodeo and the Texas MS150 Houston to
Austin bike ride. For the past year the Company has provided tents
and services for the largest COVID-19 testing and vaccination sites
in the region. Shaffer is the largest provider of hospitality
structures and tents to the PGA Tour and other sporting events in
the country, including Formula 1 and NASCAR at Circuit of the
Americas and the Breeders Cup.

The Company experienced a severe reduction in revenue as a result
of COVID-19, which curtailed events in the Houston area and at PGA
Tour events nationwide. As Chief Restructuring Officer, Carl Marks
Advisors helped Aztec/Shaffer stabilize its operations, manage its
day-to-day processes, and retain critical customer and vendor
relationships. Carl Marks Advisors also prepared the Company for a
process that culminated in the sale of the business pursuant to
Section 363 of the U.S. Bankruptcy Code on April 23, 2021.
Aztec/Shaffer had filed for Chapter 11 bankruptcy on November 18,
2020 and was successfully sold to a consortium of co-bidders led by
Arena Events Group plc ("Arena"), a global provider of turnkey
event solutions, Summit Investment Management LLC ("Summit") and
certain affiliates of American General Life Insurance Company
("AIG").

"We are pleased with the end result this process achieved for
Aztec/Shaffer and its stakeholders, and we believe the talented
team, large and high-quality equipment base and impressive
clientele will add significant value for Arena as demand for
large-scale events continues to return," said Mr. Williams, Partner
at Carl Marks Advisors.

                 About Carl Marks Advisors

Carl Marks Advisory Group LLC (Carl Marks Advisors) is a New
York-based investment bank that provides financial and operational
advisory services. Our integrated client service teams unite
industry, operations, and transaction expertise to create effective
solutions in complex situations. Securities are offered through
Carl Marks Securities LLC, member FINRA and SIPC. Additional
information about Carl Marks Advisory Group LLC and Carl Marks
Securities LLC is available at www.carlmarksadvisors.com and
www.carlmarkssecurities.com.



BLACK CREEK: Voluntary Chapter 11 Case Summary
----------------------------------------------
Four affiliates that have filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code:

    Debtor                                Case No.
    ------                                --------
    Camp Monte LLC                        21-15195
    4-21 Maple Crescent
    Vernon, NJ 07462

    Black Creek Condos LLC                21-15192
    12-22 Pine Crescent
    Vernon, NJ 07462

    Black Creek Condos 57593 LLC          21-15193
    10-11 Maple Crescent
    Vernon, NJ 07462

    Black Creek Condos 57592 LLC          21-15194
    10-22 Maple Crescent
    Vernon, NJ 07462

Chapter 11 Petition Dates: June 25, 2021 & June 24, 2021

Court: United States Bankruptcy Court
       District of New Jersey

Judge: Hon. Stacey L. Meisel

Debtors' Counsel: Ilissa Churgin Hook, Esq.
                  Milica A. Fatovich, Esq.
                  HOOK & FATOVICH, LLC
                  1044 Route 23 North, Suite 100
                  Wayne, NJ 07470-5826
                  Tel: (973) 686-3800
                  Fax: (973) 686-3801
                  Email: ihook@hookandfatovich.com;
                         mfatovich@hookandfatovich.com

Each Debtor's
Estimated Assets: $1 million to $10 million

Each Debtor's
Estimated Liabilities: $1 million to $10 million

The petitions were signed by Moshe Rudich, managing member.

The Debtors failed to include in the petitions lists of their 20
largest unsecured creditors.

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

https://www.pacermonitor.com/view/PQ32OAA/Camp_Monte_LLC__njbke-21-15195__0001.0.pdf?mcid=tGE4TAMA

https://www.pacermonitor.com/view/LECCCHA/Black_Creek_Condos_LLC__njbke-21-15192__0001.0.pdf?mcid=tGE4TAMA

https://www.pacermonitor.com/view/LCGQVCA/Black_Creek_Condos_57593_LLC__njbke-21-15193__0001.0.pdf?mcid=tGE4TAMA

https://www.pacermonitor.com/view/LMSAMVI/Black_Creek_Condos_57592_LLC__njbke-21-15194__0001.0.pdf?mcid=tGE4TAMA


BLACKROCK INTERNATIONAL: July 27 Disclosure Statement Hearing Set
-----------------------------------------------------------------
On June 16, 2021, debtor Blackrock International, Inc., filed with
the U.S. Bankruptcy Court for the Western District of Louisiana an
amended disclosure statement and plan.

On June 22, 2021, Judge John W. Kolwe ordered that:

     * July 27, 2021, at 2:30 p.m. at 800 Lafayette Street, 3rd
Floor, Courtroom Five, Lafayette, Louisiana is the hearing to
consider the approval of the disclosure statement.

     * July 20, 2021, is fixed as the last day for filing and
serving written objections to the disclosure statement.

A copy of the order dated June 22, 2021, is available at
https://bit.ly/3wUsRtT from PacerMonitor.com at no charge.

Attorney for Blackrock International:

     DAVID PATRICK KEATING
     THE KEATING FIRM, APLC
     P.O. Box 3426
     Lafayette, LA 70502
     Tel: (337) 233-0300
     Fax: (337) 233-0694
     E-mail: rick@dmsfirm.com

                   About Blackrock International

Blackrock International, Inc., is a single asset real estate debtor
(as defined in 11 U.S.C. Section 101(51B)).

Blackrock International filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No.
20-50922) on Dec. 15, 2020.  Helen Jean Williams, authorized
representative, signed the petition.  At the time of the filing,
the Debtor had estimated assets of between $1 million and $10
million and liabilities of between $100,000 and $500,000.  Judge
John W. Kolwe oversees the case.  The Keating Firm, APLC serves as
the Debtor's legal counsel.


BLUE STAR: Raises $1.4 Million From Common Stock Offering
---------------------------------------------------------
Blue Star Foods Corp. entered into subscription agreements with
certain purchasers, pursuant to which the company sold an aggregate
of 475,000 shares of its common stock, par value $0.0001 per share
at a purchase price of $2.00 per Share, for gross proceeds to the
company of $950,000.

On June 23, 2021, Blue Star entered into subscription agreements
with certain additional purchasers, pursuant to which the company
sold an aggregate of 212,750 shares of common stock at the purchase
price, for gross proceeds to the company of $425,500.

The company intends to utilize the net proceeds from the sales of
the shares for the acquisition of a land-based salmon farm, to
purchase crabmeat, to repay certain of the company's debt, and for
working capital and general corporate purposes.

In connection with the purchase of the shares, Blue Star issued
each purchaser warrants to buy additional shares of the company's
common stock equal to the number of shares purchased by such
purchaser, at an exercise price of $2.00 per share.  As a result,
Blue Star issued warrants to purchase an aggregate of 687,750
warrant shares to the purchasers.  The warrants are exercisable for
cash only, for a term of three years from the date of issuance.
The number of warrant shares to be deliverable upon exercise of the
warrants is subject to adjustment for subdivision or consolidation
of shares and other standard dilutive events.

Pursuant to the subscription agreements, Blue Star granted the
purchasers piggyback registration rights with respect to shares and
warrant shares, requiring the company to register the registrable
securities in any registration statement filed by the company
within two years from the date of the purchase of the shares,
subject to certain limitations.

                       About Blue Star Foods

Blue Star Foods Corp. is a sustainable seafood company that
processes, packages and sells refrigerated pasteurized Blue Crab
meat, and other premium seafood products. Its products are
currently sold in the United States, Mexico, Canada, the Caribbean,
the United Kingdom, France, the Middle East, Singapore and Hong
Kong.  The company headquarters is in Miami, Florida (United
States), and its corporate website is:
http://www.bluestarfoods.com

Blue Star reported a net loss of $4.44 million for the year ended
Dec. 31, 2020, a net loss of $5.02 million for the year ended Dec.
31, 2019, and a net loss of $2.28 million for the 12 months ended
Dec. 31, 2018.  As of March 31, 2021, the Company had $6.05 million
in total assets, $6.42 million in total liabilities, and a total
stockholders' deficit of $371,261.

Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
April 15, 2021, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raises
substantial doubt about its ability to continue as a going concern.


BMZ LLC: Has Until August 20 to File Plan & Disclosures
-------------------------------------------------------
Judge Michael G. Williamson of the U.S. Bankruptcy Court for the
Middle District of Florida has entered an order within which
debtors BMZ, LLC and Oldsmar JJ, LLC, shall have through and
including Aug, 20, 2021 within which to file Disclosure Statement
and Plan of Reorganization.

A copy of the order dated June 22, 2021, is available at
https://bit.ly/35TVvzl from PacerMonitor.com at no charge.

Attorney for the Debtor:

     Steven M. Fishman, Esq.
     2454 N. McMullen Booth Road, Suite D-607
     Clearwater, FL 33759
     Tel: (727) 724-9044
     Fax: (727) 724-9503
     E-mail: steve@attorneystevenfishman.com

                          About BMZ, LLC

Based in Clearwater, Fla., BMZ, LLC is a privately held company in
the fast food and quick service restaurants business.

BMZ sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 20-07203) on Sept. 26, 2020.  Scott
Zieba, managing member, signed the petition.  

At the time of the filing, the Debtor ad estimated assets of
between $100,000 and $500,000 and liabilities of between $1 million
and $10 million.

Steven M. Fishman, PA is the Debtor's legal counsel.


BUENA PARK: Has Until July 22 to File Disclosure Statement
----------------------------------------------------------
On June 17, 2021, the U.S. Bankruptcy Court for the Central
District of California held a chapter 11 status conference for
Debtor Buena Park Drive LLC. On June 22, 2021, Judge Victoria S.
Kaufman ordered that:

     * Buena Park Drive LLC must confirm a chapter 11 plan no later
than November 5, 2021.

     * Debtor must file a proposed disclosure statement regarding
its filed chapter 11 plan, or any amended chapter 11 plan that
Debtor files on or prior to July 22, 2021.

     * Debtor or any appointed chapter 11 trustee must file a
status report, to be served on the Debtor's 20 largest unsecured
creditors, all secured creditors, and the United States trustee,
addressing Debtor's progress toward confirming a chapter 11 plan,
no later than July 22, 2021.

A copy of the order dated June 22, 2021, is available at
https://bit.ly/35TVvzl from PacerMonitor.com at no charge.

                     About Buena Park Drive

Buena Park Drive LLC, based in Studio City, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 20-12046) on Nov. 14, 2020.  In
the petition signed by Justin Williams, managing member, the Debtor
was estimated to have $1 million to $10 million in both assets and
liabilities.  The Hon. Victoria S. Kaufman oversees the case.
Corcovelos Law Group, serves as the Debtor's bankruptcy counsel.


CARDTRONICS INC: Moody's Withdraws Ba3 CFR Following NCR Deal
-------------------------------------------------------------
Moody's Investors Service withdrew all ratings for Cardtronics,
Inc. and Cardtronics USA, Inc. upon the closing of the sale of the
company to NCR Corporation and the repayment of Cardtronics' rated
debt instruments.

RATINGS RATIONALE

Withdrawals:

Issuer: Cardtronics USA, Inc.

Senior Secured Bank Credit Facility, Withdrawn , previously rated
Ba2 (LGD3)

Issuer: Cardtronics, Inc.

Corporate Family Rating, Withdrawn , previously rated Ba3

Probability of Default Rating, Withdrawn , previously rated
Ba3-PD

Speculative Grade Liquidity Rating, Withdrawn , previously rated
SGL-1

Senior Unsecured Regular Bond/Debenture, Withdrawn , previously
rated B2 (LGD5)

Outlook Actions:

Issuer: Cardtronics USA, Inc.

Outlook, Changed To Rating Withdrawn From Rating Under Review

Issuer: Cardtronics, Inc.

Outlook, Changed To Rating Withdrawn From Rating Under Review

Cardtronics provides consumer financial services through its
network of ATMs and multifunction financial services kiosks.
Cardtronics is located in Houston, Texas.


CARLA'S PASTA: July 28 Plan Confirmation Hearing Set
----------------------------------------------------
Debtors Carla's Pasta, Inc. and Suri Realty, LLC, filed with the
U.S. Bankruptcy Court for the District of Connecticut a motion for
entry of an order approving the Disclosure Statement for Chapter 11
Plan of Liquidation of Debtors along with the Lenders and the
Committee.

On June 22, 2021, Judge James J. Tancredi granted the motion and
ordered that:

     * Any objections to approval of the Disclosure Statement that
were not withdrawn or resolved at or prior to the hearing to
consider approval of the Disclosure Statement are overruled.

     * July 22, 2021 is fixed as the last day to submit ballots to
be counted as votes.

     * July 22, 2021 is fixed as the last day to file any
objections to confirmation of the Plan.

     * July 28, 2021 at 11:00 a.m. and shall continue to July 29,
2021 at 2:00 pm is necessary is the Confirmation Hearing.

     * Consistent with the Debtors' stipulations, the Debtors'
exclusive period to file and seek confirmation of a plan of
liquidation is modified pursuant to 11 U.S.C. § 1121(d)(1) to
authorize the Plan Sponsors to jointly file and seek confirmation
of the Plan.

     * The Plan Sponsors are authorized to make non-substantive or
immaterial changes to the Disclosure Statement, Plan, Ballots,
Confirmation Hearing Notice, and related documents.

A copy of the order is available for free at https://bit.ly/3dkK9Zl
from Stretto, claims agent.

               About Carla's Pasta and Suri Realty

Carla's Pasta Inc. is a family-owned and operated business
headquartered in South Windsor, Conn.  It manufactures food
products including pasta sheets, tortellini, ravioli, and steam bag
meals for branded and private label retail, foodservice
distributors, and restaurant.  Founded in 1978 by Carla Squatrito,
Carla's Pasta's stock is held by members of the Squatrito family.

On Dec. 31, 2016, Carla's Pasta acquired 100% of Suri Realty, LLC's
membership interests.  Suri's business is limited to the ownership
of two adjoining parcels of real property located at 50 Talbot Lane
and 280 Nut, meg Road, South Windsor, Conn.

Carla's Pasta operates its business from an approximately the
150,000-square-foot BRC+ certified production facility.

On Oct. 29, 2020, an involuntary petition for relief under Chapter
7 of the Bankruptcy Code was filed against Suri by Dennis Group, HJ
Norris, LLC, Renaissance Builders, Inc., and Elm Electrical, Inc.
On Dec. 17, the Court approved Suri's request and converted the
involuntary Chapter 7 case to one under Chapter 11.

Carla's Pasta filed a Chapter 11 petition (Bankr. D. Conn. Case No.
21-20111) on Feb. 8, 2021.  It estimated assets of $10 million to
$50 million and liabilities of $50 million to $100 million.

The cases are jointly administered under Case No. 21-20111.  Judge
James J. Tancredi oversees the cases.

The Debtors tapped Locke Lord LLP as their legal counsel, Verdolino
& Lowey, PC as accountant, Cowen & Co. as investment banker, and
Novo Advisors, LLC as financial advisor. Sandeep Gupta of Novo
Advisors is the Debtors' chief restructuring officer.


CARLSON TRAVEL: S&P Lowers ICR to 'D' on Missed Interest Payment
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
travel services company Carlson Travel Inc. to 'D' from 'CCC'. S&P
also lowered its issue-level ratings on its notes to 'D'.

Carlson announced it entered into a forbearance agreement with its
lenders on June 21, 2021. The forbearance agreement allows the
company to defer its debt interest payments that were due on June
15 and preserve balance sheet cash. S&P Global Ratings views the
missed interest payments as tantamount to a default.

S&P said, "We expect the company will utilize the forbearance
period to bolster liquidity and put in place agreements to help
address its debt liabilities as corporate travel slowly returns to
life after significant declines experienced during the COVID
pandemic. We will reevaluate our rating on the company at the end
of the forbearance period or when the company announces updates, if
any, to its capital structure."

Environmental, social, and governance (ESG) credit factors for this
credit rating change:

-- Health and safety



CARROLS RESTAURANT: Moody's Rates New $300MM Unsec. Notes 'Caa1'
----------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Carrols
Restaurant Group, Inc.'s proposed $300 million unsecured note
offering. In addition, Moody's affirmed Carrols B3 corporate family
rating and B3-PD probability of default rating. Moody's also
upgraded Carrol's senior secured bank facility ratings to Ba3 from
B3. Carrols' speculative grade liquidity rating remains at SGL-2
and the outlook is stable.

Proceeds from the new $300 million note issuance along with about
$46 million of borrowings under the revolver will be used to repay
approximately $318 million outstanding debt under the company's
senior secured term loan and general corporate expenses, including
cash to the balance sheet and paying fee and expenses.

"The affirmation reflects the steady improvement in Carrols'
operating performance that has resulted in earnings and cash flow
growth despite continued government restrictions imposed in certain
jurisdictions as a result of the pandemic." stated Bill Fahy,
Moody's Senior Credit Officer. Given the improved performance,
Carrols' debt to EBITDA declined from about 7.8 times at year-end
2019 to around 6.0 times for the LTM period April 4, 2021. "The
ratings and outlook also anticipate that operating performance will
continue to improve due in part to same store sales lapping
historic lows and consumers increasing their spend on food-away
from home as government restrictions continue to lessen." Fahy
added.

The upgrade of the senior secured term loan and revolver ratings to
Ba3 from B3 is dependent on the successful execution of the
proposed transaction that will result in a significant reduction in
the amount of secured debt in the capital structure along with the
significant increase in the amount of unsecured debt that is junior
to the term loan and revolver. The assignment of the Caa1 rating to
the unsecured notes reflects their junior position in the capital
structure behind the material amount of secured debt. The repayment
of the term loan is contingent on the successful execution of the
unsecured notes as proposed.

Upgrades:

Issuer: Carrols Restaurant Group, Inc.

Senior Secured First Lien Term Loan, Upgraded to Ba3 (LGD2) from
B3 (LGD3)

Senior Secured First Lien Revolving Credit Facility, Upgraded to
Ba3 (LGD2) from B3 (LGD3)

Assignments:

Issuer: Carrols Restaurant Group, Inc.

Senior Unsecured Regular Bond/Debenture, Assigned Caa1 (LGD4)

Affirmations:

Issuer: Carrols Restaurant Group, Inc.

Corporate Family Rating, Affirmed B3

Probability of Default Rating, Affirmed B3-PD

Outlook Actions:

Issuer: Carrols Restaurant Group, Inc.

Outlook, Remains Stable

RATINGS RATIONALE

Carrols' B3 CFR reflects its material scale, geographic
diversification across 23 states, well balanced day-part offerings
and steady same store sales performance. Carrols also benefits from
its position as the largest franchisee within the Burger King
system in the US (14% of units) and a 15% equity ownership by
Restaurant Brands International, Inc.'s ("RBI"), owner of 1011778
B.C. Unltd Liability Co.(dba Burger King; Ba3 stable). Carrols is
constrained by the need to digest acquisitions and ramp-up new
builds that have been added to the system at a rapid pace over the
past few years, the competitive and promotional operating
environment, and wage and cost inflation.

Carrols benefits from its significant ownership and board
representation by RBI who has been supportive of a benign financial
policy. Carrols' financial policy is benign evidenced by a no
dividend policy and immaterial returns to shareholders. Restaurants
by their nature and relationship with regards to sourcing food and
packaging, as well as having an extensive labor force and constant
consumer interaction are deeply entwined with sustainability,
social and environmental concerns. While these factors may not
directly impact the credit, over time these factors could impact
their brand image.

The stable outlook reflects Moody's view that same store sales will
continue to improve and help drive higher earnings resulting in
lower leverage. The stable outlook also reflects that Carrols will
maintain adequate interest coverage, good liquidity and a prudent
financial policy towards dividends and share repurchases.

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

Factors that could result in an upgrade include debt to EBITDA
dropping to 5.75x, EBIT to interest rising to 1.5x, and generating
positive free cash flow on a consistent basis.

Factors that could result in a downgrade include a sustained
deterioration in traffic, EBIT to interest sustained below 1.0x,
debt to EBITDA remaining above 6.5x or if liquidity weakens.

Carrols Restaurant Group, Inc. owns and operates approximately
1,010 Burger King and 65 Popeyes restaurants across 23 states in
the Northeast, Midwest, South and Southeast. Revenue for the
year-end December 29, 2020 was $1.55 billion.

The principal methodology used in these ratings was Restaurant
Industry published in January 2018.


CENTENE CORP: Fitch Rates $1.8 Billion Unsecured Notes 'BB+'
------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the $1.8 billion
senior unsecured note issuance of Centene Corporation (CNC).
Proceeds from the issuance are expected to be used to fund the
acquisition of Magellan Health, Inc. (Magellan).

KEY RATING DRIVERS

The new senior debt issuance is rated at the same level as
Centene's existing senior unsecured notes, which is one notch below
the holding company Issuer Default Rating (BBB-/Positive) and
reflects standard notching based on Fitch's rating criteria.

Fitch estimates that the financial leverage ratio will increase to
approximately 43% on a proforma first quarter 2021 basis. Fitch's
estimate of debt-to-total capital is adjusted for the new debt as
well as a reduction to stockholders' equity related to the recently
announced establishment of a reserve to resolve claims against its
pharmacy benefits manager (PBM) subsidiary related to pricing
disputes dating back to 2017 and 2018. At the close of the first
quarter 2021, CNC's financial leverage and debt-to-EBITDA ratios
were 39% and 3.0x, respectively.

CNC is expected to pursue deleveraging efforts throughout the year
moving toward targets of debt-to-EBITDA equal to or below 3.0x and
financial leverage equal to or below 40%. These financial leverage
metrics would be more supportive of a positive rating action as
detailed in the rating sensitivities at the end of this release.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Significant progress toward run-rate debt/EBITDA and financial
    leverage ratios of 3.0x and 40%, respectively;

-- Consistent generation of upper single-digit return on capital
    and EBITDA margins above 3.6%.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Significant deterioration in financial leverage profile or a
    sustained, material earnings disruption;

-- A material increase in charges associated with the PBM
    settlement.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond 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 four 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.

ESG CONSIDERATIONS

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.


CENTENE CORP: Moody's Rates New $1.8BB Unsecured Debt 'Ba1'
-----------------------------------------------------------
Moody's Investors Service has assigned a Ba1 senior unsecured debt
rating to Centene Corporation's (Centene; NYSE: CNC) planned
issuance of approximately $1.8 billion of senior unsecured debt,
due June 2028. Net proceeds from the offering will be used to
finance a portion of the $2.4 billion initial estimated purchase
price for the acquisition of Magellan Health, Inc. (Ba1, rating
under review for downgrade), expected to close in the second half
of 2021. The proposed issuance constitutes a takedown from
Centene's shelf registration filed in May 2020. The outlook on
Centene is unchanged at stable.

RATINGS RATIONALE

The assignment of the Ba1 senior unsecured debt rating to the
proposed $1.8 billion issuance reflects its relatively modest
impact on Centene's leverage. Moody's estimates the transaction
will increase Centene's debt-to-capital ratio (adjusted for
operating leases) from 40.9% as of March 31, 2021 to approximately
43.1% on a pro-forma basis. Furthermore, Moody's estimates that
debt-to-EBITDA (with Moody's adjustments) will be in the range of
3.6x – 4.0x, up from a normalized run rate of approximately 3.3x
in recent quarters.

Moody's estimates that Magellan will add approximately $4.6 billion
in annual revenue and $150 – 175 million in EBITDA, which is
small relative to Centene's $111 billion in revenue and $5.2
billion in EBITDA in 2020. However, Magellan brings leading
capabilities in behavioral health and a niche position in
healthcare cost management to a diverse mix of customers, including
health plans, employers, labor unions, the military and other
government agencies. In addition to third party revenue, Magellan
will help Centene control costs and further diversify its product
offerings.

Moody's Ba1 senior unsecured debt rating for Centene and Baa1
insurance financial strength ratings of its operating subsidiaries
reflect the company's strong geographic diversity, its national
market share leadership in Medicaid, the individual market and a
top five position in Medicare Advantage. It also reflects a track
record of solid organic growth. These strengths are partly offset
by its continued concentration in Medicaid (despite its improved
diversification), its acquisitive nature with associated
integration risk and relatively high leverage as measured by
debt-to-EBITDA.

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

Moody's could upgrade Centene and its insurance subsidiaries if the
company meets the following drivers: 1) Moody's adjusted financial
leverage maintained at 40% or below, Debt-to-EBITDA below 2.5x
along with well-laddered maturities; 2) Risk-based capital (RBC)
ratio maintained above 200% of company action level (CAL), and; 3)
sustained overall organic membership growth of 3% or more annually
and Medicare Advantage membership growth of 5% or more; 4) EBITDA
margin of 5.0% or higher.

Conversely, Moody's could downgrade Centene and its insurance
subsidiaries if the company meets the following drivers: 1) RBC
ratio below 175% of CAL; 2) EBITDA margins fall consistently below
3.5%; 3) membership declines of over 10% over the next two-to-three
years, and; 4) financial leverage sustained above 45% and/or
debt-to-EBITDA above 3.0x.

Rating actions:

Issuer: Centene Corporation:

Senior Unsecured Notes due 2028: Assigned at Ba1

The outlook on Centene Corporation is unchanged at stable.

Centene Corporation is headquartered in St. Louis, Missouri.
Through March 31, 2021 the company reported revenues of $30.1
billion and had 21.0 million medical members (including behavioral
health). At March 31, 2021 shareholders' equity was $26.3 billion.
The company operates health plans in 33 states (in all 50 states
including the PDP business) and 3 international markets.

The principal methodology used in this rating was US Health
Insurance Companies Methodology published in November 2019.


CENTURION PIPELINE: Fitch Affirms BB- LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Centurion Pipeline Company LLC's
Long-Term Issuer Default Rating (IDR) at 'BB-'. Based on Fitch's
revised Corporates Recovery Ratings and Instrument Ratings
Criteria, dated April 9, 2021, the senior secured term loan and
revolver rating has been upgraded to 'BB+'/'RR1' from 'BB'/'RR1'.
Fitch has removed the entity from Under Criteria Observation
(UCO).

The Rating Outlook is Stable.

Centurion's rating reflects its modest size and scale, improved
liquidity, declining leverage and stable cash flows predominantly
underpinned by a long-term contract with its primary counterparty,
Occidental Petroleum Corporation (OXY; BB/Stable). Ratings also
consider cash flow assurance in the form of minimum revenue
commitments (MRC) from OXY and other investment grade
counterparties, which provide some downside protection.

Fitch's key concerns are counterparty concentration with
single-basin focus and lack of business line diversity, which raise
the possibility of an outsized event risk should there be any
operating or financial issue at OXY, or a longer-term disruption of
production in the Permian.

KEY RATING DRIVERS

Recovery Rating Criteria Update: Instrument ratings and recovery
ratings for Centurion's debt instruments are based on Fitch's newly
introduced notching grid for issuers with Long-Term IDRs in the
'BB-' category. This grid reflects outstanding recovery
characteristics for instruments of similar-ranking instruments.
Centurion's senior secured debt is viewed as a Category 1 first
lien, which translates into a two-notch uplift from the IDR of
'BB-' with a recovery rating of 'RR1'. The senior secured term loan
and revolving credit facility rank pari passu.

Counterparty Credit Risk: Centurion derives a significant
proportion of its revenues (57% for 2020) from OXY, which is the
primary counterparty on its system. Revenues from OXY are supported
by long-term contracts with some MRC. Centurion has significant
customer concentration to OXY as it provides OXY with logistical
assets that support operations.

In addition to its own production, OXY also on-ships for others.
Although the assets are critical to OXY's production in the
Permian, Fitch typically views midstream providers with high
counterparty concentration as having exposure to outsized event
risk. Fitch notes while Centurion has started diversifying its
portfolio of revenue streams from various other counterparties as
new growth projects come online, it is expected OXY shall remain
Centurion's largest customer in the near to intermediate term.

Slower Spending/Leverage Trending Lower: 2020 was a significant
year for Centurion in terms of capex spending as it completed a
major buildout of the Augustus pipeline and majority of
Wink-to-Webster pipeline. In the absence of any meaningful growth
projects investment opportunities, capex is expected to moderate
during rating horizon.

Centurion historically maintained low leverage and strong interest
and distribution coverage relative to midstream peers. Leverage
metrics were elevated at YE 2020 at 3.5x due to moderating producer
activity associated with the crude oil price collapse and
associated producer shutdowns. LTM leverage as of March 31,2021 was
3.6x.

While Fitch expects leverage to remain high at YE 2021, in the
range of 3.2x-3.4x, versus historical levels, the company is
expected to continue deleveraging modestly, supported by EBITDA
from new projects including Augustus, Centurion Express and
Wink-to-Webster. Fitch believes leverage is critical to Centurion's
credit profile in the absence of business and geographic
diversity.

Lack of Diversification: Centurion is a crude gathering and
transportation service provider with assets and operations entirely
focused in the Permian basin. The company derives a significant
portion of its cash flows from a single-asset located in the
Permian basin and extending northeast to Cushing, OK. Given its
single-basin focus and lack of business line diversity, Centurion
is exposed to outsized event risk should there be another slowdown
in the basin. Furthermore, Centurion lacks customer diversification
given that OXY accounts for a significant proportion of its
volumes.

Some Cash Flow Assurance: Centurion's operations are underpinned by
long-term agreements in place with OXY, which includes minimum
revenue commitment extending until 2029. Centurion also has a
long-term throughput and deficiency (T&D) agreement in place with
an investment-grade customer until 2024.

These minimum revenue commitments provide some cash flow assurance
with some volumetric downside protection but these minimum revenue
commitments decline over the contract period. The new growth
projects including Augustus pipelines and Wink-to-Webster are also
supported by long-term take-or-pay contracts from counterparties
that are predominantly investment grade. In addition, the Southeast
New Mexico oil gathering system has significant acreage dedication
from OXY.

Sponsor Support: Lotus Midstream owned 100% of Centurion as of
March 2021. Lotus's sponsor, Encap Flatrock Midstream (EnCap)
committed equity for the purchase of OXY's pipeline assets in 2018
and continues to provide the company with assistance in gaining
insights into new areas. EnCap has supported Centurion's growth as
the company reinvests its cash flows into the business. In the
absence of any meaningful high-return reinvestment opportunities in
the near term, Fitch believes Centurion shall have sufficient
liquidity for distributions to the sponsor. Fitch expect EnCap to
remain supportive of Centurion's operating profile in the near
term.

ESG Considerations: Centurion has an Environmental, Social and
Corporate Governance (ESG) Relevance Score (RS) of '4' for Group
Structure and Financial Transparency as private-equity backed
midstream entities typically have less structural and financial
disclosure transparency than public traded issuers. This factor has
a negative impact on its credit profile and is relevant to the
rating in conjunction with other factors.

DERIVATION SUMMARY

Centurion's rating is constrained by its size and lack of
geographic diversification. The company has significant customer
concentration, with OXY contributing nearly 57% of revenue for FY
2020. The rating also reflects a substantial portion of cash flows
are generated from a single pipeline system, although the company
is now expanding with its investment in the Augustus Pipeline,
Centurion Express and joint venture (JV) interest in
Wink-to-Webster.

Centurion is rated two notches below Hess Midstream Operations LP
(HESM OpCo; BB+/Stable). Both HESM OpCo and Centurion are single
basin midstream companies with concentrated counterparty risk. HESM
OpCo's parent is Hess Corporation (HES; BBB-/Stable). HESM OpCo is
located in the Bakken whereas Centurion is located in the prolific
Permian basin, which is witnessing a rebound in activity and has
some of the lowest break-even costs for crude.

Fitch estimated HESM OpCo's leverage to be under 3.0x at YE 2020
and beyond. This is lower than Centurion's estimated YE 2021
leverage of 3.2-3.4x. HESM OpCo also receives protection from
volume downside and other risks from its investment-grade parent,
HES in the form of some minimum volume commitments (MVCs).

Centurion is rated higher than other single-basin issuers such as
Oryx Midstream Holdings LLC (Oryx; B/Positive) and Medallion
Midland Acquisition LLC (B+/Stable). This is due to Centurion's
lower leverage and minimum revenue commitments from OXY and other
investment-grade customers. Both Oryx and Medallion have revenues
dependent on acreage dedication.

KEY ASSUMPTIONS

Fitch's keys assumptions within the rating case for the issuer
include:

-- Fitch price deck for West Texas Intermediate (WTI) of $60/bbl
    in 2021, $52/bbl in 2022 and $50/bbl thereafter;

-- Growth projects including Wink-to-Webster JV proceed as
    planned and contracts commence by YE 2021;

-- Contract counterparties with MRCs, MVCs or take-or-pay
    commitments perform under their obligations;

-- Maintenance capex consistent with management guidance;

-- No asset sales or acquisitions;

-- Refinancing of 2023 revolving credit facilities with similar
    terms.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- A meaningful increase in counterparty diversification;

-- A significant increase in size, scale, and asset or business
    line diversity;

-- Expected Leverage (total debt with equity credit/operating
    EBITDA) at or below 3.0x on a sustained basis.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Credit quality deterioration of its primary counterparty, OXY,
    in the absence of any meaningful counterparty diversification;

-- Leverage (total debt with equity credit/operating EBITDA) at
    or above 4.0x on a sustained basis;

-- Any significant delays in the planned in-service and contract
    start date of Wink-to-Webster JV project and other growth
    projects;

-- An increase in spending beyond Fitch's current expectations,
    or acquisitions funded in a manner that pressures the balance
    sheet;

-- Reduced liquidity and/or inability to refinance the secured
    revolver maturing 2023 proactively.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
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 four 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.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Centurion had approximately $192.5 million
available liquidity as of March 31, 2021, including $45 million in
cash and cash equivalents. Centurion also has a credit facility,
which provides for a $350 million term loan B, $75 million term
loan B-1 and a $147.5million revolver. The revolver has a sublimit
of $25 million for LOC. There was no borrowings under the revolver
as of March 31, 2021.

Obligations under the credit facilities are secured by
substantially all tangible and intangible assets of the company.
The term loan has an annual amortization of one percent. The
existing and incremental senior secured term loan B-1, and secured
revolver rank pari passu.

Under the facility, Centurion is required to maintain two financial
covenants: (1) a debt service coverage ratio of at least 1.10x and
(2) net total leverage ratio not exceeding 4.75x. Centurion was in
compliance with the covenants as of March 31, 2021, and Fitch
expects the company to maintain compliance in the near term.

Debt Maturity Profile: The revolver matures in September 2023. The
senior secured term loans mature in September 2025.

ISSUER PROFILE

Centurion is a private midstream company sponsored by Encap
Flatrock Midstream (EnCap,) which owns and operates a crude oil
logistics business consisting of gathering and trunk pipelines that
extend from Southeast New Mexico across the Permian Basin of West
Texas to Cushing, OK. Centurion also has a combined storage
capacity of approximately seven million barrels including terminals
in Midland, TX and Cushing, OK.

ESG CONSIDERATIONS

Centurion Pipeline Company LLC has an ESG RS of '4' for Group
Structure and Financial Transparency due to a private equity backed
company where disclosures are limited compared to public companies,
which has a negative impact on the credit profile, and is relevant
to the rating[s] in conjunction with other factors.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Ratings for Centurion may be negatively influenced by the rating of
OXY as its largest counterparty.


CINEMA SQUARE: Seeks to Hire Damitz Brooks as Accountant
--------------------------------------------------------
Cinema Square, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire Damitz, Brooks,
Nightingale, Turner & Morrisset as its accountant.

The Debtor requires an accountant to prepare its tax returns and
U.S. trustee reports and provide other accounting services.

The firm will charge its customary hourly fees.

Christopher Harris, a certified public accountant and audit partner
at Damitz, disclosed in a court filing that his firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Christopher D. Harris, CPA
     Damitz, Brooks, Nightingale,
     Turner & Morrisset
     200 E Carrillo St.
     Santa Barbara, CA 93101
     Phone: (805) 963-1837
     Fax: (805) 564-2150
     Email: charris@dbntm.com

                      About Cinema Square LLC

Santa Barbara, Calif.-based Cinema Square, LLC is the owner of a
small shopping center located at 6917 El Camino Real, Atascadero,
Calif.

Cinema Square sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 21-10634) on June 14, 2021. In
the petition signed by Jeffrey C. Nelson, president, the Debtor
disclosed up to $50 million in assets and up to $10 million in
liabilities.  Judge Deborah J. Saltzman oversees the case.

Beall & Burkhardt, APC and Damitz, Brooks, Nightingale, Turner &
Morrisset serve as the Debtor's legal counsel and accountant,
respectively.


CLASSIC CATERING: Seeks to Hire Harry P. Long as Bankruptcy Counsel
-------------------------------------------------------------------
Classic Catering Inc. seeks approval from the from the U.S.
Bankruptcy Court for the Northern District of Alabama to hire the
Law Office of Harry P. Long, LLC to serve as legal counsel in its
Chapter 11 case.

The firm's services include:

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

     b. negotiating and formulating a plan of arrangement under
Chapter 11 which will be acceptable to creditors and equity
security holders;

     c. dealing with secured lien claimants regarding arrangements
for the Debtor's payment of its debts and, if appropriate,
contesting the validity of same;

     d. preparing legal papers; and

     e. other legal services which may be necessary.

The firm received $25,000 as retainer.

Harry Long, Esq., the firm's attorney who will be handling the
case, will charge $400 per hour for his services.

Mr. Long disclosed in a court filing that his firm is a
disinterested person as that term is defined in Section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Harry P. Long, Esq.
     The Law Offices of Harry P. Long, LLC
     P.O. Box 1468
     Anniston, AL 36202
     Phone: 256-237-3266
     Email: hlonglegal8@gmail.com

                      About Classic Catering

Classic Catering Inc., also known as Classic on Noble, filed a
Chapter 11 petition (Bankr. N.D. Ala. Case No. 21-40569) on June 9,
2021.  Cathryn L. Mashburn, secretary, signed the petition.  At the
time of the filing, the Debtor had between $50,001 and $100,000 in
assets and between $100,001 and $500,000 in liabilities.  The
Debtor is represented by The Law Offices of Harry P. Long, LLC.  


CLEAR THE AIR: MLN Co. Suit Goes to Trial
-----------------------------------------
Bankruptcy Judge Eduardo Rodriguez in Houston denied the request of
defendants Clear The Air, LLC, CTA HVAC, LLC, and Dawn Stom seeking
summary judgment against MLN Company in the case, MLN Company,
Plaintiff, v. Clear The Air, LLC and CTA HVAC, LLC and Dawn Stom,
Defendants, (Bankr. S.D. Tex. Adv. Proc. No. 19-3508).

The Defendants sought summary judgment on two grounds: (1) MLN
Company's fraudulent transfer claims belong exclusively to Clear
The Air, LLC's bankruptcy estate and thus only Clear The Air, LLC
can prosecute such derivative claims; and (2) MLN Company's trust
fund violation claim should be dealt with in the claims allowance
process.

The Debtors on May 29, 2019, removed to the Bankruptcy Court the
cause of action: MLN Company vs. Clear the Air, LLC, CTA HVAC, LLC
and Dawn Stom, Cause No. 2019-32227 in the 127th Judicial District
Court of Harris County, Texas.

On September 29, 2019, the Debtor filed a Chapter 11 plan that
includes an agreement whereby CTA proposes to fund the Plan, paying
the Debtor's creditors at least $72,000.

On October 13, 2019, MLN filed its first amended complaint. On
October 19, MLN filed its general unsecured proof of claim in the
amount of $60,775.

On December 2, 2019, the Defendants filed a motion to dismiss the
adversary proceeding based, inter alia, on standing. That motion
was heard and denied on February 11, 2020 but required the
Plaintiff to amend its complaint no later than February 25.  The
Plaintiff filed its second amended complaint on February 25.

A copy of the Court's June 22, 2021 Memorandum Opinion is available
at:

     https://www.leagle.com/decision/inbco20210623671

                     About Clear the Air

Clear The Air LLC was formed on January 4, 2006 by Jason Stom.  Mr.
Stom is a second-generation HVAC professional having learned the
industry from his father.  Clear the Air experienced rapid growth
and profit by focusing heavily on the customer experience in the
residential and light commercial market.  It offered service,
maintenance, retrofit installations of air conditioning and heating
equipment.

Clear The Air sought Chapter 11 protection (Bankr. S.D. Tex. Case
No. 19-32939) on May 29, 2019, in Houston.  The Debtor disclosed
total assets of $54,315 against total liabilities of $2,501,091 as
of the bankruptcy filing.  The Hon. Eduardo V. Rodriguez is the
case judge.  Smith & Cerasuolo, LLP, led by name partner Gary F.
Cerasuolo, served as the Debtor's counsel.



CLEVELAND-CLIFFS INC: Moody's Hikes CFR to Ba3, Outlook Positive
----------------------------------------------------------------
Moody's Investors Service upgraded Cleveland-Cliffs Inc.'s
Corporate Family Rating to Ba3 from B1, its Probability of Default
Rating to Ba3-PD from B1-PD, its guaranteed senior secured note
rating to Ba2 from B1, its guaranteed senior unsecured note rating
to Ba3 from B2 and its senior unsecured note rating to B2 from B3.
The company's Speculative Grade Liquidity Rating was upgraded to
SGL-1 from SGL-2. Its ratings outlook remains positive.

"The upgrade of Cleveland-Cliffs ratings reflects the materially
improved steel sector fundamentals, which will support a robust
near term operating performance and solid free cash flow generation
and lead to a sizeable debt pay down and a strengthening of its
liquidity profile and sustainably stronger credit metrics." said
Michael Corelli, Moody's Senior Vice President and lead analyst for
Cleveland-Cliffs Inc.

Ratings Upgraded:

Issuer: Cleveland-Cliffs Inc.

Corporate Family Rating, Upgraded to Ba3 from B1

Probability of Default Rating, Upgraded to Ba3-PD from B1-PD

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

Gtd. Senior Secured Regular Bond/Debenture, Upgraded to Ba2 (LGD3)
from B1 (LGD3)

Gtd.Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3
(LGD4) from B2 (LGD4)

Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD5)
from B3 (LGD5)

Outlook Actions:

Issuer: Cleveland-Cliffs Inc.

Outlook, Remains Positive

RATINGS RATIONALE

Cliffs' Ba3 corporate family rating incorporates its inconsistent
historical operating performance and free cash flow generation due
to its exposure to cyclical end markets and volatile iron ore and
steel prices, but also considers Moody's expectation for a
significantly improved operating performance and substantial debt
reduction in 2021 that will result in near term metrics that are
strong for the rating. The rating also presumes the company will
maintain moderate financial leverage and ample interest coverage in
a normalized steel price environment when supply and demand come
back into balance.

Cliffs rating also considers the company's large scale and strong
market position as the largest US flat-rolled integrated steel
producer in the US with flat-rolled steel production capacity of
about 16.5 million tons, and the benefits of its position as an
integrated steel producer from necessary raw materials through the
steel making and finishing processes. Cliffs has a strong position
in the North American iron ore markets, and the start-up of its new
HBI facility enables it to provide raw materials to growing
domestic EAF producers given the freight cost savings relative to
imported pig iron and also the option to sell this product to its
own mills. Cliffs rating also reflects the benefits of its contract
position, particularly with the automotive industry, which provides
a good earnings base. Its performance won't benefit as much from a
high steel price environment and the benefits will lag the rise in
pricing due to the nature of the contracts and renegotiation
periods, but this does provide downside mitigants in a falling
steel price environment.

Cliffs evidenced a weak operating performance in 2020 given the
impact of automotive production shutdowns on the acquired AK Steel
business and generally weak economic activity due to the impact of
the coronavirus which resulted in weak steel demand and prices.
However, its operating performance will materially strengthen in
2021 due to a quicker than anticipated recovery in steel demand,
along with the addition of ArcelorMittal's assets and the recent
surge in steel and iron ore prices. Cliffs expects to produce about
$5 billion in adjusted EBITDA assuming hot rolled coil prices (HRC)
average about $1,175 per ton during the remainder of 2021. This
assumption could be conservative considering HRC prices are at a
record high of about $1,700 per ton in June 2021 after declining to
a 4.5-year low around $440 per ton in July 2020 due to the effects
of the pandemic. The price surge has been attributable to industry
consolidation, a temporary dislocation of supply and demand, low
steel inventories and rising iron ore and scrap prices. Cliffs will
also benefit from historically high iron ore prices which have
surged to more than $200 per ton from below $100 per ton a year ago
(62% Fe fines, cfr Iron ore from Qingdao).

Moody's anticipate that steel demand will ebb once inventories are
replenished and supply will ramp up as productivity improves and
new capacity comes online and for the worldwide supply/demand
imbalance to still exist and for hot rolled coil prices to
gradually decline towards their 10-year average price range of
about $600 - $700 per ton. Steel prices have historically overshot
to the upside and the downside for short periods of time before
returning to more normalized price levels. Nevertheless, steel
prices are likely to remain elevated for the remainder of 2021 with
industry consolidation improving competitive dynamics and capacity
reductions and maintenance outages tightening supply. Even if steel
prices return to a more normalized historical level, Cliffs will be
able to materially reduce its outstanding debt and strengthen its
liquidity position this year.

In February 2020, Cliffs issued two tranches of $500 million of
senior guaranteed notes due in 2029 (4.625%) and 2031 (4.875%) and
used the proceeds to redeem $395 million of 4.875% senior notes due
2024 and to retire four smaller sized debt issues with a principal
value of about $140 million. It also plans to redeem $396 million
of 5.75% senior notes due 2025 in June 2021. These transactions
will extend its debt maturities, consolidate its capital structure,
reduce its interest costs and strengthen its liquidity. In
addition, Cliffs redeemed about $320 million of its 9.875% senior
secured notes due 2025 in March 2021 with the proceeds from the
sale of 20 million shares in a secondary stock offering and is
expected to pay down the remainder of its revolver borrowings
($1.63 billion as of March 2021) if it meets its EBITDA guidance
since it will generate substantial free cash flow. It may not
pursue further debt reduction until 2022 when a number of its debt
issues become callable, but its liquidity position will materially
strengthen and provide funds to further pay down debt next year. If
it only pays off its revolver borrowings and no other debt in 2H21
this will reduce its adjusted leverage ratio (debt/EBITDA) to
around 1.0x and raise its interest coverage (EBIT/Interest) to
about 10.0x. These metrics will be strong for the Ba3 corporate
family rating, but are expected to return to a level more
commensurate with its rating when steel prices and metal spreads
decline towards more normalized historical levels.

Cliffs' Speculative Grade Liquidity rating of SGL-1 reflects the
company's very good liquidity profile, which is supported by an
upsized $3.5 billion asset-based lending facility (ABL) and Moody's
expectation for strong free cash flow this year. The company
upsized the ABL to $3.5 billion from $2.0 billion including a
regular ABL tranche ($3.35 billion) and a FILO tranche ($150
million) upon closing of the ArcelorMittal USA acquisition in
December 2020 to reflect the inclusion of additional receivable and
inventory collateral. The company had $110 million of cash and
$1.598 billion of borrowing availability on this facility which had
$1.63 billion of borrowings and $272 million of letters of credit
issued as of March 31, 2021.

The two notch upgrade of the senior secured guaranteed notes (Ba2)
and the senior unsecured guaranteed notes (Ba3) reflects the
expected pay down of the revolver borrowings as well as the
company's sizeable unsecured debt and underfunded pension
liabilities which provide an uplift. The B2 rating on the senior
unsecured notes reflects their junior position in the capital
structure.

The positive ratings outlook incorporates Moody's expectation for a
significantly improved operating performance in 2021 that will
result in credit metrics that are strong for the company's rating.
It also reflects the possibility of further ratings upgrades if the
company continues to use its free cash to pay down debt as it
becomes callable in 2022.

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

Cliffs ratings could be considered for an upgrade if steel prices
and metal spreads remain above historical averages and the company
demonstrates a clearly defined and more conservative financial
policy and pursues further debt reduction. Quantitatively, if
Cliffs sustains a leverage ratio of no more than 3.0x and CFO less
dividends in excess of 30% of its outstanding debt through varying
steel price points, then its ratings could be positively impacted.

Cliffs ratings could be downgraded should leverage be sustained
above 4.0x or CFO less dividends below 20% of its outstanding debt
or it fails to maintain a good liquidity profile.

Headquartered in Cleveland, Ohio, Cleveland-Cliffs Inc. is the
largest iron ore and flat-rolled steel producer in North America
with approximately 21.2 million equity tons of annual iron ore
capacity and about 16.5 million tons of flat rolled steel capacity.
For the twelve months ended March 31, 2021 Cliffs had revenues of
$9.0 billion.

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


CMS ENERGY: Fitch Assigns 'BB+' Rating on Preferred Stock
---------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to CMS Energy
Corporation's issuance of cumulative perpetual preferred stock. Per
Fitch's "Corporate Hybrids Treatment and Notching Criteria", the
preferred stock receives 50% equity credit.

Net proceeds will be used for general corporate purposes, including
working capital and repayment of indebtedness.

CMS Energy's Long-Term Issuer Default Rating (IDR) is 'BBB' with a
Stable Rating Outlook.

KEY RATING DRIVERS

Ownership of Consumers Energy: CMS Energy's ratings benefit from
the company's ownership of Consumers Energy, a regulated utility
that accounts for approximately 95% of consolidated EBITDA.
Consumers Energy's low-risk integrated electric and natural gas
distribution operations bolster credit quality. Fitch expects
Consumers Energy to remain CMS Energy's lone core business and
primary driver of consolidated growth over the long term, further
strengthening CMS Energy's consolidated earnings mix.

Constructive Regulatory Environment: Consumers Energy operates
within a constructive regulatory environment overseen by the
Michigan Public Service Commission (MPSC). Supportive state
legislation and MPSC policies mitigate regulatory lag through the
use of a forward test year, a 10-month review period for general
rate cases (GRCs) and power supply and gas cost recovery
mechanisms.

Consumers Energy's natural gas utility business also benefits from
partial revenue decoupling, which annually reconciles Consumers
Energy's actual weather-normalized, nonfuel revenues with the
revenues approved by the MPSC.

Large Capex Plan: Consumers Energy has a large capex plan totaling
$13.25 billion over 2021-2025. Roughly 42% of this capex is for
electric utility operations, including existing generation, 18% for
new renewable generation and 40% for natural gas utility
operations. Concerns regarding the large capex plan are mitigated
by the MPSC's constructive ratemaking policies, including use of a
forward test year, which allows for timely recovery of capex.

Cost Reductions and NOLs: Management's focus on cost reductions
supports Consumers Energy's solid financial profile, reducing the
negative near-term financial impact from the utility's large capex
plan. In addition, the cash flow benefit from CMS Energy's net
operating loss carryforwards enables the utility to invest more
internal capital into improving the reliability of its service
while minimizing the need for external sources of capital. Fitch
expects ongoing operating cost reductions to average 2% per year.

Parent-Level Debt: Approximately one-quarter of consolidated
adjusted long-term debt (excluding debt at CMS Energy's bank
subsidiary EnerBank USA and securitization debt at Consumers
Energy) is parent-level debt, which significantly increases
consolidated leverage. FFO leverage was 6.3x in 2020, exceeding the
negative sensitivity of 5.4x, due to $531 million of one-time
pension contributions. Fitch expects FFO leverage to return within
the rating sensitivity threshold in 2021. Fitch forecasts FFO
leverage averaging around 5.0x through 2023.

Sale of EnerBank: CMS Energy announced in May 2021 that it has
reached an agreement to sell EnerBank to Regions Bank for $960
million. Proceeds will be used to fund ongoing investments at
Consumers Energy and are expected to eliminate planned equity
issuances from 2022 to 2024 and reduce planned debt issuances.
Fitch calculates CMS Energy's consolidated financial metrics
excluding EnerBank; therefore, the sale would result in no change
to financial metrics. The sale of EnerBank allows management to
focus on the core utility operations at Consumers Energy. Closing
is expected in 4Q21.

Parent/Subsidiary Linkage: Fitch uses a consolidated approach in
determining the Long-Term IDR on CMS Energy and a bottom-up
approach in determining the rating on Consumers Energy. The linkage
follows a weak parent/strong subsidiary approach. Fitch considers
Consumers Energy to be stronger than CMS Energy due to the
utility's low-risk regulated operations, Michigan's constructive
regulatory environment and CMS Energy's large amount of
parent-level debt.

There is moderate linkage between the Long-Term IDRs of CMS Energy
and Consumers Energy, created by the absence of guarantees and
cross defaults and the utility's good access to debt capital
markets. Fitch caps at two notches the difference between the
Long-Term IDRs of CMS Energy and Consumers Energy.

DERIVATION SUMMARY

The credit profile of CMS Energy is appropriately positioned
relative to its peer utility holding companies, DTE Energy Company
(BBB/Stable), Xcel Energy Inc. (BBB+/Stable) and WEC Energy Group,
Inc. (BBB+/Stable). CMS Energy's lower rating than Xcel and WEC is
partly driven by a greater proportion of parent-level debt that
results in higher consolidated leverage metrics.

CMS Energy's FFO leverage is expected to average around 5.0x
through 2023, compared with 4.8x-5.1x for DTE and 4.9x for Xcel.
CMS Energy, DTE, Xcel and WEC are parent holding companies with
integrated electric and natural gas distribution utility
subsidiaries rated in the 'BBB' to 'A' range.

A constructive regulatory environment in Michigan drives the strong
business risk profile of CMS Energy, which Fitch views as
comparable with the operations of its peers in Michigan, Wisconsin
and Minnesota. Xcel and WEC benefit from their multistate
operations that add geographic and regulatory diversification.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Periodic GRC filings to recover Consumers Energy's investment
    in rate base and associated costs;

-- Operating cost reductions averaging 2% per year;

-- Flat annual electric sales growth;

-- Annual natural gas sales growth averaging 0.0%-0.5%;

-- Total utility capex of $13.25 billion over 2021-2025;

-- Earnings per share growth of 6%-8% per year;

-- EnerBank sale to be completed in 4Q21;

-- Normal weather.

RATING SENSITIVITIES

Factor that could, individually or collectively, lead to a positive
rating action/upgrade:

-- FFO leverage expected to be less than 4.8x on a sustained
    basis.

Factor that could, individually or collectively, lead to a negative
rating action/downgrade:

-- FFO leverage expected to exceed 5.4x on a sustained basis.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
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 four 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.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Fitch considers liquidity for CMS Energy and
Consumers Energy to be adequate. CMS Energy has a $550 million
unsecured revolving credit facility (RCF) that will mature June 5,
2023. As of March 31, 2021, CMS Energy had $18 million of LCs
outstanding and no borrowings outstanding, leaving $532 million of
availability under its RCF.

Consumers Energy primarily meets its short-term liquidity needs
through the issuance of CP under its $500 million CP program, which
is supported by its $850 million RCF. Consumers Energy's RCF will
mature June 5, 2023 and is secured by the utility's first mortgage
bonds (FMBs). Although the amount of outstanding CP does not reduce
the RCF's available capacity, Consumers Energy states it would not
issue CP in an amount exceeding the available RCF capacity.
Consumers Energy had no CP borrowings and $12 million of LCs
outstanding as of March 31, 2021, leaving $838 million of unused
availability under its RCF.

Consumers Energy has a separate $250 million RCF that matures Nov.
19, 2022. This RCF had no borrowings and $1 million of LCs
outstanding at March 31, 2021, leaving $249 million of
availability. Consumers Energy also has a fully used $30 million LC
facility that will mature April 18, 2022. Both facilities are
secured by the utility's FMBs.

CMS Energy's operations require modest cash on hand. The company
had $496 million of unrestricted cash and cash equivalents at March
31, 2021, $9 million of which was at Consumers Energy.

CMS Energy and Consumers Energy have manageable long-term debt
maturity schedules over the next five years. At the parent level,
CMS Energy has $250 million of 3.875% senior unsecured notes due
March 1, 2024.

The utility has $300 million of 0.35% FMBs due June 1, 2023; $325
million of 3.375% FMBs due Aug. 15, 2023; $250 million of 3.125%
FMBs due Aug. 31, 2024 and $51.5 million of 3.19% FMBs due Dec. 15,
2024.

ISSUER PROFILE

CMS Energy is an energy holding company whose principal operating
subsidiary is Consumers Energy Company, a regulated integrated
electric and natural gas distribution utility in Michigan.

SUMMARY OF FINANCIAL ADJUSTMENTS

Financial statement adjustments that depart materially from those
contained in the published financial statements of the relevant
rated entity are disclosed below:

-- EnerBank is excluded from all financial metric calculations;

-- CMS Energy's junior subordinated notes and preferred stock are
    given 50% equity credit;

-- Consumers Energy's securitization debt is removed from all
    financial metric calculations.

ESG CONSIDERATIONS

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.


COMMUNITY ECO: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Three affiliates that concurrently filed voluntary petitions under
Chapter 11 of the Bankruptcy Code:

   Debtor                                        Case No.
   ------                                        --------
   Community Eco Power, LLC                      21-30234
   500 Hubbard Avenu
   Pittsfield, MA 01201

   Community Eco Pittsfield, LLC                 21-30235
   500 Hubbard Avenue
   Pittsfield, MA 01201

   Community Eco Springfield, LLC                21-30236
   500 Hubbard Avenue
   Pittsfield, MA 01201

Business Description: The Debtors are in the business of waste
                      treatment and disposal.

Chapter 11 Petition Date: June 25, 2021

Court: United States Bankruptcy Court
       District of Massachussetts

Debtors' Counsel: Adam Prescott, Esq.
                  BERNSTEIN, SHUR, SAWYER & NELSON, P.A.
                  100 Middle Street
                  P.O. Box 9729
                  Portland, ME 04101
                  Tel: (207) 774-1200
                  Email: apresscott@bernsteinhur.com

                    - and -

                  Sam Anderson, Esq.
                  BERNSTEIN SHUR SAWYER & NELSON, P.A.
                  100 Middle Street
                  P.O. Box 9729
                  Portland, ME 04101
                  Tel: (207) 774-1200
                  Email: sanderson@bernsteinshur.com
                 

Community Eco Power's
Estimated Assets: $0 to $50,000

Community Eco Power's
Estimated Liabilities: $1 million to $10 million

Community Eco Pittsfield's
Estimated Assets: $1 million to $10 million

Community Eco Pittsfield's
Estimated Liabilities: $1 million to $10 million

Community Eco Springfield's
Estimated Assets: $1 million to $10 million

Community Eco Springfield's
Estimated Liabilities: $1 million to $10 million

The petitions were signed by Richrad Fish, president and chief
executive officer.

Full-text copies of the petitions containing, among other items, a
consolidated list of the Debtors' 30 largest unsecured creditors is
available for free at PacerMonitor.com at:

https://www.pacermonitor.com/view/TVMCXLI/Community_Eco_Power_LLC__mabke-21-30234__0001.0.pdf?mcid=tGE4TAMA

https://www.pacermonitor.com/view/YS4XCSY/Community_Eco_Pittsfield_LLC__mabke-21-30235__0001.0.pdf?mcid=tGE4TAMA

https://www.pacermonitor.com/view/YZWACPQ/Community_Eco_Springfield_LLC__mabke-21-30236__0001.0.pdf?mcid=tGE4TAMA


COMMUNITY THERAPIES: Case Summary & 15 Unsecured Creditors
----------------------------------------------------------
Debtor: Community Therapies
        43860 40th St W
        Lancaster, CA 93534-4848

Business Description: Community Therapies works with children and
                      adults with various disabilities in need of
                      therapy services such as speech/ language,
                      early intervention for children birth to
                      three with developmental delays,
                      disabilities, including autism spectrum
                      disorders, occupational therapy, sensory
                      integration, nutrition, behavior, social
                      skills/friendship groups, family support
                      groups, infant massage, specialized programs
                      for language and reading, and relationship
                      building for parent/child.

Chapter 11 Petition Date: June 24, 2021

Court: United States Bankruptcy Court
       Central District of California

Case No.: 21-11111

Judge: Hon. Victoria S. Kaufman

Debtor's Counsel: John D. Faucher, Esq.
                  FAUCHER LAW
                  2945 Townsgate Rd Ste 200
                  Westlake Village, CA 91361-5866
                  Email: jdfaucherlaw@gmail.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roy Jensen, president.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at PacerMonitor.com at:

https://www.pacermonitor.com/view/NUZ4EQI/Community_Therapies__cacbke-21-11111__0001.0.pdf?mcid=tGE4TAMA


CONNOR FOREST: Case Summary & 17 Unsecured Creditors
----------------------------------------------------
Debtor: Connor Forest Management LLC
        5062 US Highway 8
        Laona, WI 54541

Business Description: Connor Forest Management LLC is a privately
                      held company in the timber business.  It
                      also offers other services such as trucking,
                      land clearing, logging services, excavation
                      and firewood delivery.
           
Chapter 11 Petition Date: June 25, 2021

Court: United States Bankruptcy Court
       Eastern District of Wisconsin

Case No.: 21-23637

Judge: Hon. Katherine M. Perhach

Debtor's Counsel: George Goyke, Esq.
                  GOYKE & TILLSCH, LLP
                  2100 Stewart Ave Ste 140
                  Wausau, WI 54401-1709
                  Tel: (715) 849-8100
                  E-mail: goyke@grandlawyers.com

Total Assets: $2,212,324

Total Liabilities: $4,373,227

The petition was signed by Robert Connor, owner.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 17 unsecured creditors is available for free
at PacerMonitor.com at:

https://www.pacermonitor.com/view/THVPDHY/Connor_Forest_Management_LLC__wiebke-21-23637__0001.0.pdf?mcid=tGE4TAMA


CONTINENTAL COUNTRY CLUB: Plan Exclusivity Extended Thru August 9
-----------------------------------------------------------------
Judge Eddward P. Ballinger Jr. of the U.S. Bankruptcy Court for the
District of Arizona extended the periods within which Continental
Country Club, Inc. has the exclusive right to file a Plan of
Reorganization and Disclosure Statement through and including
August 9, 2021, and to solicit acceptances of its Plan through and
including October 8, 2021.

The Debtor is a non-profit homeowners' association responsible for
enforcing the deed restrictions for the Continental Country Club &
Estates development in Flagstaff, Arizona, which includes numerous
residential subdivisions. One of the subdivisions includes a
man-made body of water known as "Lake Elaine."

The record before the Court reflects the prepetition lawsuit
brought by certain homeowners known as the Lakeside Legionnaires or
Plaintiffs, against the Debtor relating to maintenance of Lake
Elaine, the Settlement Agreement executed by the parties, the
subsequent proceedings before the Coconino Superior Court, and all
of which precipitated the Debtor's bankruptcy filing (the "Lake
Elaine Litigation"). Yet the Lake Elaine Litigation has been
removed from the Court and assigned Adversary No.
3:21-ap-00118-EPB.

The Plaintiffs filed an objection to the Motion to Reject, and the
parties agreed to Mediation, the first round of which was held on
May 19, 2021.

Without invading the confidentiality of ADR proceedings under Local
Rule 9027-8(f)(1) of the Local Rules of Bankruptcy Procedure for
the District of Arizona, the Debtor and the Plaintiffs a/k/a
Lakeside Legionnaires have agreed to, among other things:

(i) a two-week standstill of all litigation involving a plan, the
Motion to Reject, and the Lake Elaine Litigation, which shall be
reflected in formal stipulations presented to the Court;

(ii) subsequent exchange of settlement offers; and

(iii) a call with Judge Redfield T. Baum, Jr., which was done on
June 4, 2021, to check on progress.

The Debtor has made good faith progress in its Chapter 11
reorganization case. The Debtor, its Board, and its counsel have in
good faith communicated with all stakeholders regularly about the
status of the reorganization case, answered their questions, and
has been as transparent as possible.

Also, the Debtor is paying its ordinary course administrative
expenses as they come due and has kept Sunwest, its primary secured
lender, current on a post-Petition Date basis by paying principal
and interest. The Debtor is current on its operating reports and
creditors and parties-in-interest can see the progress the Debtor
has been making in keeping all of its creditors current.

The Debtor believes that it has an agreement in principle with
Sunwest, which will permit it to restructure its debt that would
otherwise come due this fall. It has worked with all of its vendors
and suppliers.

The extension will give the Debtor time to work with the Lakeside
Legionnaires since the Debtor has reviewed proposed budget
suggestions made by the Lakeside Legionnaires and has been through
one round of mediation.

The additional time will also give the Debtor time to prepare and
work through additional information that the parties need to see or
exchange regarding Lake Elaine, and other unresolved contingencies
that exist in their case.

A copy of the Debtor's Motion to extend is available at
https://bit.ly/3vMFBBx from PacerMonitor.com.

A copy of the Court's Extension Order is available at
https://bit.ly/3qrp7hf from PacerMonitor.com.

                     About Continental Country Club, Inc.

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

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

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

Judge Eddward P. Ballinger Jr. oversees the case. ENGELMAN BERGER,
P.C. is the Debtor's counsel.

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


COOPER TIRE: Moody's Withdraws Ba3 CFR on Goodyear Acquisition
--------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of Cooper Tire
& Rubber Company following The Goodyear Tire & Rubber Company's
acquisition of Cooper Tire. This action concludes the review for
downgrade initiated on February 23, 2021 following Goodyear's
announcement to acquire Cooper Tire.

The following ratings/assessments are affected by the action:

Ratings Withdrawn:

Issuer: Cooper Tire & Rubber Company

Corporate Family Rating, Withdrawn , previously rated Ba3

Probability of Default Rating, Withdrawn , previously rated
Ba3-PD

Speculative Grade Liquidity Rating, Withdrawn , previously rated
SGL-2

Senior Unsecured Notes (Notes), Withdrawn , previously rated B1
(LGD5)

Outlook Actions:

Issuer: Cooper Tire & Rubber Company

Outlook, Changed To Rating Withdrawn From Rating Under Review

RATINGS RATIONALE

Moody's has decided to withdraw the ratings because it believes it
has insufficient or otherwise inadequate information to support the
maintenance of the ratings. Goodyear will not provide a guarantee
for the Notes and Cooper Tire will not produce standalone audited
financial statements going forward.

Cooper Tire & Rubber Company is a leading tire manufacturer in
North America and is focused on the replacement market for
passenger cars and light and medium-duty trucks. Revenues for the
latest twelve months ended March 31, 2021 were approximately $2.6
billion.


CORP GROUP: Chilean Company Seeks Chapter 11 Bankruptcy
-------------------------------------------------------
Valentina Fuentes and Ezra Fieser of Bloomberg News reports that
Corp Group Banking SA, a Chilean financial holding company
controlled by billionaire Alvaro Saieh, filed for bankruptcy after
the coronavirus pandemic sparked an economic slowdown that worsened
fortunes in the banking sector.

The Santiago-based company sought Friday, June 25, 2021, Chapter 11
protection from creditors in the Bankruptcy Court for the District
of Delaware.

The move was expected after the company skipped an interest payment
last 2020 on $500 million of 6.75% notes due 2023 and didn't cure
it when a grace period expired Oct. 15, 2020.

Corp Group Banking failed to meet its payments after the pandemic
and social unrest in Chile affected operations at its main
operating unit, lender Itau CorpBanca, a bank in which it owns a
26.6% stake. Amid a severe economic downturn, Itau suspended
dividend payments that Corp Group relied on to meet obligations.

The move was expected after the company skipped an interest payment
last year on $500 million of 6.75% notes due 2023 and didn’t cure
it when a grace period expired Oct. 15, 2020.

Corp Group Banking failed to meet its payments after the pandemic
and social unrest in Chile affected operations at its main
operating unit, lender Itau CorpBanca, a bank in which it owns a
26.6% stake. Amid a severe economic downturn, Itau suspended
dividend payments that Corp Group relied on to meet obligations.

                  About Corp Group Banking SA

Corp Group Banking SA is a Chile-based financial holding firm
controlled by billionaire Alvaro Saieh.

Corp Group Banking SA sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 21-10969) on June 25, 2021.  The company estimated at
least $500 million in assets and debt in excess of $1 billion as of
the bankruptcy filing.

Pauline K. Morgan, of Young Conaway Stargatt & Taylor, LLP, is the
Debtor's counsel.


CP TOURS: Seeks Approval to Hire Van Horn Law Group as Counsel
--------------------------------------------------------------
CP Tours, LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of Florida to hire Van Horn Law Group, PA as its
legal counsel.

The firm's services include:

     (a) advising the Debtor regarding its powers and duties and
the continued management of its business operations;

     (b) advising the Debtor regarding its responsibilities in
complying with the U.S. trustee's operating guidelines and
reporting requirements and with the rules of the court;

     (c) preparing legal documents;

     (d) protecting the Debtor's interest in all matters pending
before the bankruptcy court; and

     (e) representing the Debtor in negotiation with its creditors
in the preparation of a Chapter 11 plan.

Prior to the petition date, Van Horn Law Group received a retainer
of $10,000, plus filing fee of $1,738.

The hourly rates of Van Horn Law Group's attorneys and staff are as
follows:

     Chad Van Horn, Esq. $450 per hour
     Associates          $350 per hour
     Jay Molluso         $250 per hour
     Law Clerks          $175 per hour
     Paralegals          $175 per hour

In addition, Van Horn Law Group will seek reimbursement for
expenses incurred.

Chad Van Horn, Esq., founding partner at Van Horn Law Group,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

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

                          About CP Tours

CP Tours, LLC filed for bankruptcy protection under Subchapter V of
Chapter 11 (Bankr. S.D. Fla. Case No. 21-15900) on June 17, 2021.

Affiliates Cycle-Party Fort Lauderdale, LLC, a provider of bicycle
tours for sightseeing and special occasions, and Cycle-Party Miami,
LLC, also filed separate Subchapter V petitions (Bankr. S.D. Fla.
Case Nos. 21-15901 and 15903, respectively) on June 17.  The three
cases are jointly administered under Case No. 21-15900.  J. Michael
Haerting, the Debtors' chief financial officer and vice president,
signed the petitions.  

At the time of the filing, CP Tours had between $100,001 and
$500,000 in both assets and liabilities while Cycle-Party Miami had
between $100,001 and $500,000 in assets and between $50,001 and
$100,000 in liabilities.  Cycle-Party Fort Lauderdale disclosed up
to $50,000 in both assets and liabilities.

Judge Scott M. Grossman has been assigned to the cases while Tarek
Kirk Kiem has been appointed as Subchapter V trustee for the
Debtors.  Van Horn Law Group, P.A. is the Debtors' legal counsel.


CUBIC CORP: S&P Assigns 'B-' Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned a 'B-' issuer credit rating to Cubic
Corp., a 'B+' issue-level and '1' recovery rating to the term loan
C, and a 'B' issue-level and '2' recovery rating to the company's
proposed first-lien credit facility. S&P does not rate the
second-lien facility. These ratings are in line with the
preliminary ratings we assigned on April 16, 2021.

The stable outlook reflects S&P's expectation for mid-single-digit
percent organic revenue growth and expanding adjusted EBITDA
margins resulting in steady deleveraging and improved cash flow
generation over the next 12 months.

Veritas Capital, a private equity firm that invests in companies
that provide technology solutions to government and commercial
customers, and Evergreen Coast Capital Corp., an affiliate of
Elliott Investment Management L.P., completed its acquisition of
Cubic Corp. on May 25, 2021 for about $3.1 billion.

S&P's ratings reflect the following key credit risks and
strengths.

Key risks:

-- High starting S&P Global Ratings-adjusted leverage of about 10x
and minimal consolidated free operating cash flow (FOCF) forecast
for fiscal 2021 (ending Sept. 30th), with financial sponsor
ownership.

-- Significant execution risk around the achievement of identified
cost savings.

-- Strong competition from large, well regarded competitors with
superior scale economies.

-- High service and customer concentration.

Key strengths:

-- Leading market position in transportation services and
incumbent relationships with major global transportation agencies
and the U.S. Department of Defense.

-- Long-term contracts, large revenue backlog, and secular
industry tailwinds support revenue visibility.

S&P said, "High S&P adjusted leverage, minimal consolidated FOCF,
and financial sponsor ownership restrain our ratings. Following the
leveraged buyout (LBO) we expect S&P Global Ratings-adjusted
leverage will increase to about 10x as of the last 12 months ended
Dec. 31, 2020. Our ratings reflect the governance and financial
policy risks associated with financial sponsor ownership as well as
our expectation that adjusted leverage will remain about 10x in the
company's fiscal year ending Sept. 30, 2021 and above 9x in fiscal
2022. We also expect Cubic's consolidated FOCF generation to remain
weak over the next two fiscal years due to the elevated interest
expense from the proposed capital structure, elevated restructuring
charges to achieve targeted cost savings, and working capital
outflows at its Massachusetts Bay Transit Authority (MBTA) variable
interest entity (VIE). Cubic owns only 10% of the VIE, and these
working capital outflows are the result of full consolidation per
GAAP and are funded by draws on debt facilities at the VIE which
are nonrecourse to Cubic. We believe the company's high debt burden
in the proposed capital structure will limit the company's room for
operational error as it executes against its significant
cost-savings program designed to improve profitability and FOCF
generation."

The company's cost-savings initiatives carry operational and
execution risks. Cubic expects to achieve significant annual cost
savings over the next 18 months through its 'NextCUBIC'
transformation initiative. S&P said, "We believe this plan is a
large undertaking for Cubic and successful realization would
materially increase the company's EBITDA base through labor expense
reduction and procurement synergy opportunities provided by recent
mergers and acquisitions (M&A). Furthermore, in our opinion,
limited business and marketing overlap among Cubic's CTS and CMPS
business units will likely increase the complexity and time
required to achieve the full benefits of the proposed business
transformation. Our adjusted EBITDA and leverage forecast include
the benefit of these cost-savings initiatives as we expect them to
be achieved through fiscal 2023. While our forecast leverage is
about 10x in fiscal 2021 and above 9x in fiscal 2022, we expect
leverage to improve below 8x in fiscal 2023 as the company
completes the majority of these initiatives."

A meaningful component of the targeted savings relates to the
offshoring of operations to lower-cost locations. Successfully
completing these opportunities could result in lower costs and a
more efficient product development cycle, however S&P's ratings
reflect the potential risks to service quality. Furthermore, the
company targets significant savings from the consolidation of
supplier relationships and assumes the favorable renegotiation of
certain supplier contracts based on its increased scale following
completion of over $628 million in M&A in 2019 and 2020.

S&P's base-case forecast incorporates the operational risks
associated with a large-scale cost-savings program but assumes
solid execution such that most savings are realized by year-end
2023, resulting in adjusted EBITDA margin expansion to the
mid-to-high teens percent area as the cash costs to achieve savings
decline. The company has successfully executed against recent
restructuring to deliver margin improvement, albeit on a smaller
scale, and we believe integrating prior acquisitions, streamlining
overhead costs, and optimizing its workforce provides an
opportunity to realize additional savings. However, the company has
limited room for operational error, and continued execution is
critical to lowering leverage, improving cash flows, and the
sustainability of the pro forma capital structure.

Strong market position and embedded relationships and long-term
contracts with major customers support S&P's business risk
assessment. The company has 11.0% market share of the $7.6 billion
addressable market for its combined Cubic Transportation Solutions
(CTS) products and services, and it serves the largest public
transportation systems in North America. Additionally, Cubic has a
14.1% share of the $4.5 billion addressable market for its Cubic
Mission & Performance Solutions (CMPS) products and services.

Recent CTS contract wins with major transit authorities including
New York, Boston, San Francisco, in the U.S., and Brisbane,
Australia, feature long-term multiyear contracts which, in S&P's
view, represent a strong competitive moat and support visibility
into revenues. These contracts position the company to leverage
successful execution in major urban hubs to support its competitive
bid in other cities, and they provide an opportunity to grow more
profitable tolling and intelligent intersection services with
existing urban revenue management customers.

That said, Cubic's markets are highly competitive. Competition
comes primarily from niche competitors, however large,
well-resourced providers including Accenture, IBM, Thales S.A, and
Conduent in CTS, and Boeing, Raytheon, L3Harris, and Lockheed
Martin in CMPS may increase competition over time. These larger
providers often have superior capital resources to fund the
research and development needed to maintain competitive offerings,
and their greater scale economies position them favorably to
withstand ongoing pricing pressure.

Secular industry tailwinds and a large revenue backlog support
revenue visibility. S&P said, "We expect population growth and
increasing urbanization will support increased demand from
transportation agencies for solutions that reduce traffic
congestion. Additionally, Cubic's CTS customers rely on fare
revenue for over 30% of funding, while the associated expenses
comprise only 1%-2% of operating expense budget, and therefore
investment in revenue management infrastructure represents a
low-cost-to-value. This should support steady growth of the
company's $3.7 billion backlog resulting in healthy
mid-single-digit segment growth and margin expansion as recent
design and build contract wins transition to more profitable
operation and maintenance work. While federal defense spending may
moderate under the Biden administration, we expect investment will
remain sizable going forward supporting demand from the U.S.
Department of Defense. Despite pandemic-related stress on their
finances, government and transit agencies have maintained access to
capital markets and will benefit from stimulus including the
recently passed American Rescue Plan, which earmarks $350 billion
for state and local governments. We expect an increasing focus on
infrastructure investment under the Biden administration."

Cubic's predominantly fixed-rate contracts support its revenue
visibility and contributed to a more stable operating performance
through 2020 relative to competitors Verra Mobility and Conduent
Inc. Nevertheless, these contract structures reduce visibility into
earnings because cost overruns, project delays, or incorrect cost
estimation may affect project profitability. Additionally, the
company's high customer concentration may increase the lumpiness of
cash flows. In 2020, the company received the majority of revenues
from its top five clients, including the U.S. Department of
Defense. That said, revenues from the U.S. Department of Defense
are well diversified across multiple agencies and projects.

S&P views the $250 million of preferred equity as debt which Cubic
will ultimately look to refinance, and we fully consolidate the
financials of Cubic's VIE associated with its MBTA contract, as
done in the company's consolidated financial statements. S&P said,
"Despite the financial flexibility of the preferred stock's
payment-in-kind (PIK) interest payments, we view the $250 million
preferred equity security (not rated) as debt given its structural
features. This includes interest rate step-ups (11% that steps up
by 1% per year after seven years) and Cubic's ability to call the
security after two years. We believe these features encourage
redemption. We expect Cubic to utilize the PIK feature in our
forecast, causing dividends to accrue and the liability to
increase."

S&P said, "While Cubic only owns 10% of the VIE and its related
debt is nonrecourse, we believe the MBTA contract is of meaningful
significance to Cubic, Cubic is the primary beneficiary of the VIE,
and the MBTA contract is integral to the group's reputation and
future growth strategy. In our view, these factors may encourage
Cubic to provide support to the VIE in a distress scenario despite
the debt being nonrecourse. The impact of full consolidation is
modestly deleveraging; however, we expect working capital
investment to fund the contracts' design and build outlays will
result in minimal FOCF generation in 2021 and 2022. The VIE is
self-funding if it meets required performance levels and milestones
as cash outflows are funded by draws under the VIE's long term debt
facilities. We expect the VIE debt balance will increase through
the design and build contract phase, which will be complete in
2024, and will decrease thereafter as the MBTA begins making
monthly payments.

"The stable outlook reflects our expectation for mid-single-digit
percent organic revenue growth and expanding adjusted EBITDA
margins resulting in steady deleveraging and improved cash flow
generation over the next 12 months.

"We could lower the rating if cash flow deficits continue such that
we forecast the company will increasingly rely on its revolving
credit facility, or if we conclude the capital structure is
unsustainable." This could occur with:

-- Increasing competition and the failure to maintain project
win-rates resulting in revenue declines;

-- Operational missteps executing targeted cost savings resulting
in underperformance or delayed realization;

-- Unexpected cost overruns or project delays on design and build
projects resulting in EBITDA margin contraction;

-- A large divestiture without a commensurate level of debt
repayment; or

-- An aggressive financial policy consisting of leveraging
acquisitions or dividends.

Although unlikely over the next 12 months, S&P could raise the
ratings if Cubic sustains leverage beneath 7x and improves free
operating cash flow to debt to the mid-single-digit percent range.
In this scenario S&P would expect:

-- Demonstrated execution against targeted cost savings and
successful contract renewals drive margins to the high-teens
percent area;

-- Strong backlog growth and conversion resulting in market share
growth and revenue expansion that meaningfully outperforms our
base-case expectation; and

-- Financial policy remains reserved with respect to leveraging
M&A and shareholder returns.



CURTIS JAMES JACKSON: Court Rules in Malpractice Suit v Reed Smith
------------------------------------------------------------------
In the case, Curtis James Jackson III, Plaintiff, v. Reed Smith
LLP, and Peter Raymond, Defendants, Adv. Pro. No. 17-02005
(AMN)(Bankr. D. Conn.), Bankruptcy Judge Ann M. Nevins in New Haven
granted the Defendants' motion for summary judgment, in part, and
denied their motion for summary judgment as to their proof of
claim.  The Court concluded there is no genuine issue of material
fact regarding the legal malpractice claim.

Rapper 50 Cent, real name Curtis James Jackson, III, sued his
former counsel, Reed Smith LLP and Peter Raymond, alleging
pre-petition legal malpractice claims against the defendants.
Jackson, an internationally recognized recording artist, actor, and
entrepreneur, also objected to Reed Smith's proof of claim filed in
the artist's bankruptcy case for unpaid legal fees.

For over a decade Reed Smith represented Jackson and his companies
in several litigation matters. During the period from 2010 through
early 2015, this work included defending tort claims brought by
Lastonia Leviston against Jackson in a New York state court case
captioned Lastonia Leviston v. Curtis James Jackson, III, New York
State Supreme Court, Index No. 102499/2010. Approximately 11 weeks
before the jury trial in the Leviston Case was to begin, Jackson
fired the defendants and hired new attorneys to take the case to
trial. The new attorneys abandoned the defendants' original trial
strategy centered on Jackson's testimony. Jackson did not attend or
testify during the trial, resulting in a missing witness
instruction to the jury.

Ultimately, the jury returned a verdict against Jackson, finding
him liable for $7,000,000 in compensatory and punitive damages.
Within the bankruptcy case, Jackson reached a compromise with
Leviston to resolve her claims and paid her approximately
$4,300,000, consistent with his confirmed Chapter 11 Plan. As part
of the compromise, Jackson abandoned his efforts to appeal the jury
verdict and withdrew a separate lawsuit seeking contribution
against another individual.

Jackson contends the Defendants breached their duty to him because
they failed to investigate, depose, and preserve the ability to
call at trial in the Leviston Case three potential witnesses:
William A. Roberts II, a/k/a "Rick Ross", an internet provider NING
Interactive, Inc., and Maurice Murray.  The plaintiff alleged other
theories of liability, but they were previously dismissed.
According to Jackson's surviving theory, the failure to investigate
and depose the three uncalled witnesses and preserve the ability to
call them at trial was a proximate cause of at least a portion of
the plaintiff's damages in the Leviston Case, in an ascertainable
amount.

Jackson also objected to the majority of the defendants' legal fees
arguing the fees are: (i) unreasonable under 11 U.S.C. Section
502(b)(4);4 and, (ii) unenforceable due to Reed Smith's failure to
provide a written letter of engagement consistent with Part 1215 to
Title 22 of the Official Compilations of Codes, Rules and
Regulations of the State of New York.  Reed Smith asserts $609,235
in legal fees for work performed in the Leviston Case and for work
performed in an unrelated appeal to the United States Court of
Appeals for the Second Circuit.

In the Summary Judgment Motion, the Defendants argue the record
presents no genuine issue of material fact and requires a
conclusion they were not negligent in their representation of
Jackson.  The Defendants rely primarily on the common law principle
called the "attorney judgement rule," arguing they cannot be liable
for malpractice when they chose among reasonable trial strategies
to create a trial defense plan focused on the Plaintiff's testimony
rather than the testimony of the three uncalled witnesses.
Jackson's disagreement with this strategy, they argue, does not
transform their conduct into negligence.

Even if they were negligent, the Defendants argue any breach of the
duty owed Jackson was not a proximate cause of the jury's verdict
against him, or any other damage resulting from the verdict. They
contend multiple factors broke the chain of causation, including:
(i) Jackson's replacement of trial counsel before trial; (ii) the
new counsel's change of trial strategy so that Jackson did not
attend most of the trial and did not testify as to liability; and,
(iii) Jackson's post-trial settlement with Leviston and abandonment
of any appeal.  Further, even if the defendants' negligence caused
Jackson's loss, the Defendants assert the amount of loss from any
negligence is not ascertainable.

With limited discussion, the Defendants assert they are entitled to
summary judgment as to POC 18 because Jackson failed to produce
evidence rebutting the prima facie validity of the fees or
establishing the fees were excessive. According to the Court, the
Defendants' Summary Judgment Motion fails to address Jackson's
argument there was a violation of 22 NYCRR 1215.1 or an alleged
conflict of interest.  The Defendants assert Jackson's failure to
disclose an expert as to their fees' reasonableness or evidence
contesting reasonableness of the fees entitles them to summary
judgment.

Jackson objects, asserting summary judgment is inappropriate on the
malpractice claim because each party has disclosed an expert
regarding the applicable standard of care and, therefore, the court
must hold a trial to assess the experts' credibility and weigh
their opinions. To establish the standard of care required for a
negligence analysis, the parties submitted expert reports and
deposition testimony from former New York State Court of Appeals
Judge Carmen Beauchamp Ciparick and Attorney Jonathan D. Lupkin.
Relying on his expert witness's opinion, Jackson argues the
Defendants' decision not to pursue discovery from the three
uncalled witnesses is not entitled to protection under the attorney
judgment rule because it was uninformed, without reasonable
diligence, and possibly influenced by a conflict of interest.

According to the Court, Jackson failed to address the Defendants'
assertion they are entitled to summary judgment on his claim the
fees sought in POC 18 are excessive. Rather, Jackson argued the
Defendants' alleged violation of the 22 NYCRR 1215.1 and the
alleged conflict of interest -- two arguments unaddressed by the
defendants -- preclude allowance of their attorneys' fee claim.

A copy of the Court's June 21, 2021 Memorandum of Decision and
Order is available at:

        https://www.leagle.com/decision/inbco20210622654

50 Cent is represented in the proceedings by:

     Imran H. Ansari, Esq.
     Joseph P. Baratta, Esq.
     BARATTA, BARATTA & AIDALA, LLP
     546 5th Ave., 6th Floor
     New York, NY 10036
     E-mail: ihansari@barattalaw.com
           jpbaratta@barattalaw.com

          - and -

     John L. Cesaroni, Esq.
     Zeisler & Zeisler PC
     10 Middle Street 15th Floor
     Bridgeport, CT 06604
     E-mail: jcesaroni@zeislaw.com

Counsel for Reed Smith LLP and Peter Raymond, Defendants:

     Thomas G. Rohback, Esq.
     AXINN, VELTROP & HARKRIDER
     90 State House Square
     Hartford, CT 06103
     E-mail: trohback@axinn.com

          - and -

     Craig M. Reiser, Esq.
     AXINN, VELTROP & HARKRIDER LLP
     114 West 47th Street
     New York, NY 10036
     E-mail: creiser@axinn.com

                           About 50 Cent

Born July 6, 1975, Curtis James Jackson III, known professionally
as 50 Cent, is an American rapper, actor, businessman, and
investor.

50 Cent filed for Chapter 11 bankruptcy protection (Bankr. D. Conn.
Case No. 15-21233) on July 13, 2015 with $32.5 million in debt.
The bankruptcy filing came days after a jury ordered him to pay $5
million to rapper Rick Ross's ex-girlfriend Lastonia Leviston for a
sex tape scandal.

In July 2016, U.S. bankruptcy court judge approved a Chapter 11
reorganization plan for 50 Cent.  The Plan required 50 Cent to pay
$18 million to Sleek Audio to settle a judgment, $6 million to
Leviston, and about $4 million to settle a guarantee claim with Sun
Trust Bank, among paying off other creditors over a five-year
period.

In February 2017, U.S. Bankruptcy Judge Ann Nevins discharged Mr.
Jackson's bankruptcy case.



CVENT INC: Moody's Hikes CFR to B3 & Alters Outlook to Stable
-------------------------------------------------------------
Moody's Investors Service upgraded Cvent, Inc.'s corporate family
rating to B3 from Caa1, probability of default rating to B3-PD from
Caa1-PD and the senior secured first lien term loan and revolver
ratings to B3 from Caa1. The outlook was changed to stable from
negative.

Upgrades:

Issuer: Cvent, Inc.

Corporate Family Rating, Upgraded to B3 from Caa1

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

Senior Secured Bank Credit Facility, Upgraded to B3 (LGD3) from
Caa1 (LGD3)

Outlook Actions:

Issuer: Cvent, Inc.

Outlook, Changed To Stable From Negative

RATINGS RATIONALE

The upgrade of Cvent's CFR to B3 reflects Moody's anticipation of a
recovery in bookings as live events resume, as well as the
company's investments in its event marketing and management
platform to power virtual and hybrid events that support long-term
revenue growth. According to Cvent, the company has maintained
year-over-year monthly bookings growth from February to May 2021.
Moody's expects bookings growth to continue throughout 2021,
driving a return to positive revenue growth for FY2021. The upgrade
and outlook change is also supported by Cvent's improved liquidity
profile following the amendment to the company's revolver, which is
now set to expire on August 30, 2024.

Cvent's B3 CFR remains pressured by the company's high debt to
EBITDA of about 11x for the last twelve months ended March 31,
2021. Deferred revenue declined over the LTM period due to business
disruptions caused by the coronavirus pandemic, which also reduced
revenue. Moody's expects the LTM change in deferred revenue to be
positive starting in the third quarter of 2021, powering Moody's
expectation for financial leverage to decline to around 7x by
FYE2021.

All financial metrics cited reflect Moody's standard adjustments.
EBITDA and EBITA are also adjusted to include the change in
deferred revenue over the period.

As the events technology market leader, Cvent is well positioned to
benefit from the exponential increase in virtual events, the
improving in-person events outlook supported by diminished
coronavirus infection rates in the US and the potential for
addressable market expansion to include hybrid events. In response
to the pandemic, Cvent added new capabilities to its event
marketing and management platform to power virtual and hybrid
events as an alternative solution to in-person events.

Moody's expects the company will generate some free cash flow in
2021 and 2022. Growth investments, including in software costs that
the company capitalizes, will pressure free cash flow despite the
anticipated strong revenue and EBITDA recoveries. Moody's views
capitalized software costs as ongoing and required for continued
growth and maintenance of Cvent's market position. Financial
leverage defined as EBITDA plus change in deferred revenue minus
capitalized software costs to debt may remain around 10x as of
FYE2021.

The B3 ratings on the senior secured first lien senior revolving
credit facility expiring August 30, 2024 and term loan due November
2024 reflects both the B3-PD PDR and a loss given default ("LGD")
assessment of LGD3. The first lien facilities are secured on a
first lien basis by substantially all property and assets of
Cvent.

Moody's considers Cvent's liquidity profile to be good. Liquidity
is supported by Moody's anticipation of some free cash flow, as
well as $73 million of cash and short-term investments as of March
31, 2021, which excludes about $20 million in cash related to
customer registration fees. The company had $5 million drawn on its
$40 million revolver as of March 31, 2021, but the remaining
balance was fully repaid in April. The term loan has a minimum
liquidity covenant of $25 million (which includes revolver
availability), and the revolver is subject to a springing
consolidated interest coverage covenant of 1.5x when usage exceeds
35% ($14 million). Moody's does not expect the revolver to be drawn
over the next 12 months unless there is a need to finance an
acquisition. Moody's notes a breach could be cured via an equity
contribution.

The stable outlook considers the recovery in Cvent's business and
the expectation for continued sequential improvement in 2021. The
outlook also reflects expectations for high customer retention and
subscription renewal rates and debt to EBITDA to decline to around
7x by FYE2021.

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

The ratings could be upgraded if Moody's expects Cvent will
sustain: 1) debt to EBITDA below 6.5x; 2) free cash flow to debt in
a mid-single-digits range; 3) EBITA to interest expense around 2x;
4) good liquidity; and 5) balanced financial policies emphasizing
debt repayment.

The ratings could be downgraded if Moody's anticipates: 1)
increased competition or customer losses will drive down revenue
growth; 2) debt to EBITDA remaining above 7.5x; or 3) less than
adequate liquidity.

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

Cvent, based in Tyson's Corner, VA and controlled by affiliates of
private equity sponsor Vista Equity Partners, provides cloud-based
enterprise event management software to marketers, event and
meeting planners and venues, mostly in North America.


DATA STORAGE: Registers 375,000 Common Shares Under 2021 Plan
-------------------------------------------------------------
Data Storage Corporation filed with the Securities and Exchange
Commission a Form S-8 to register 375,000 shares of common stock,
which have been reserved for issuance and are issuable pursuant to
the Company's 2021 Stock Incentive Plan.

On March 8, 2021, the Board of Directors of the Company approved
and adopted the 2021 Stock Incentive Plan, and the stockholders of
the Company holding approximately 78% of the Company's issued and
outstanding voting capital stock subsequently approved the 2021
Stock Incentive Plan, by written consent dated March 8, 2021.  An
aggregate of 375,000 shares may be issued under this 2021 Stock
Incentive Plan.

A full-text copy of the Form S-8 is available for free at:

https://www.sec.gov/Archives/edgar/data/1419951/000173112221001087/e2868_s-8.htm

                         About Data Storage

Data Storage Corporation provides disaster recovery, business
continuity, cloud storage, and compliance solutions primarily in
the United States.  The company's solutions assist organizations in
protecting their data, minimize downtime, and ensure regulatory
compliance.  Its solutions include infrastructure-as-a-service,
data backup, recovery and restore, and data replication services;
email archival and compliance; eDiscovery; continuous data
protection; data de-duplication; and virtualized system recovery,
as well as hybrid cloud services.  The company offers its solutions
and services to businesses in healthcare, banking and finance,
distribution services, manufacturing, construction, education, and
government sectors.  Data Storage Corporation is headquartered in
Melville, New York.

As reflected in the consolidated financial statements, the Company
had a net income (loss) available to shareholders of $55,339 and
$(54,452) for the years ended Dec. 31, 2020 and 2019, respectively.
As of Dec. 31, 2020, DSC had cash of $893,598 and a working
capital deficiency of $2,666,448.  As a result, the Company said,
these conditions raised substantial doubt regarding its ability to
continue as a going concern.


DESTILERIA NACIONAL: Bid for Voluntary Case Dismissal Denied
------------------------------------------------------------
Bankruptcy Judge Enrique D. Lamoutte denied Destileria Nacional,
Inc.'s request for voluntary dismissal of its Chapter 11 case.
"Based upon the analysis herein, the court finds that the Debtor's
position that 'cause' exists to dismiss the instant case because
there is a lack of a bankruptcy purpose is not supported by the
current financial condition of the Debtor in which it currently is
unable to keep current on its monthly operating expenses coupled
with the fact that there has been no substantial reduction in
claims which could potentially have contributed to a greater
economic value of the debtor outside of bankruptcy and which would
have resulted in the best interests of the creditors," Judge
Lamoutte said.

In February 2021, the Court denied confirmation of the Debtor's
Chapter 11 Small Business Plan, holding that the Plan cannot be
confirmed as no class of creditors has accepted the Plan.  The
Court also said the Debtor's disclosure statement is not finally
approved as it fails to disclose the value of the Debtor's business
and fails to address the impact of the Court's prior decision
concluding that the amounts owed to Banco Popular de Puerto Rico
are an administrative claim.

A copy of the Court's June 21, 2021 Opinion and Order is available
at:

          https://www.leagle.com/decision/inbco20210622662

                    About Destileria Nacional

Destileria Nacional, Inc., a beer manufacturer headquartered in
Guaynabo, P.R., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 20-01247) on March 6, 2020.
At the time of filing, the Debtor estimated between $100,001 and
$500,000 in assets and between $500,001 and $1 million in
liabilities.  Judge Enrique S. Lamoutte Inclan oversees the case.
Then Debtor hired Isabel Fullana-Fraticelli & Asoc. PSC as its
legal counsel.


DESTINATION MATERNITY: Wins August 15 Plan Exclusivity Extension
----------------------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended the periods within which Destination
Maternity Corporation and its affiliates have the exclusive right
to file a plan of reorganization through and including August 15,
2021, and to solicit acceptances to a Plan through and including
October 17, 2021.

According to the terms of the Asset Purchase Agreement ("APA"), the
Agent conducted going out of business sales ("GOB Sales") through
March 2020. Due to the pandemic, Hilco Merchant Resources, LLC and
Gordon Brothers Retail Partners, LLC had to abruptly cease the GOB
sales. The Debtors, the Agent, and Marquee Brands, LLC (the
"Purchaser") reconciled certain amounts outstanding among the
parties under the APA, including the reconciliation of an escrow
related to inventory and strategic partnership royalties (the
"Royalty Escrow").

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

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

The Debtors have had no ongoing operations and, therefore, are not
incurring expenses in the ordinary course of business.

The Debtors' diligent efforts to maximize value for all creditors
and stakeholders through the sale of certain assets to the
Purchaser, the GOB Sales, and collection efforts over the course of
these Chapter 11 Cases have enhanced the Debtors' bankruptcy
estates and the potential recovery for their creditors.

The Debtors' filing of a plan is contingent on, among other things,
the analysis of claims filed, the outcome of the sale of the
Remaining Assets, the reconciliation of the Royalty Escrow, and the
TSA wind down. The outcome of these contingencies will have a
significant impact on the terms of a plan and the cash available to
satisfy allowed claims and interests.

Thus, the extension will allow the Debtors to solve the
contingencies in their bankruptcy case. It does not prejudice any
parties-interest and relieves the potential pressure on the Debtors
or any other parties-interest to file an insufficient or
nonconsensual chapter 11 plan.

A copy of the Debtor's Motion to extend is available at
https://bit.ly/3ysMfiU from Primeclerk.com.

A copy of the Court's Extension Order is available at
https://bit.ly/3iVOqpR from Primeclerk.com.
  
                          About Destination Maternity

Destination Maternity is a designer and omnichannel retailer of
maternity apparel in the United States, with the only nationwide
chain of maternity apparel specialty stores, as well as a deep and
expansive assortment available through multiple online distribution
points, including our three brand-specific websites.

As of August 3, 2019, Destination Maternity operated 937 retail
locations, including 446 stores in the United States, Canada, and
Puerto Rico, and 491 leased departments located within department
stores and baby specialty stores throughout the United States and
Canada. It also sells merchandise on the Internet, primarily
through Motherhood.com, APeaInThePod.com, and
DestinationMaternity.com websites. Destination Maternity sells
merchandise through its Canadian website, MotherhoodCanada.ca,
through Amazon.com in the United States, and websites of certain of
our retail partners, including Macys.com.

Destination Maternity's 446 stores operate under three retail
nameplates: Motherhood Maternity(R), A Pea in the Pod(R), and
Destination Maternity(R). It also operates 491 leased departments
within leading retailers such as Macy's(R), buybuy BABY(R), and
Boscov's(R). Generally, the company is the exclusive maternity
apparel provider in its leased department locations.

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

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

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

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


DIGIPATH INC: CFO Todd Peterson Steps Down
------------------------------------------
Todd Peterson resigned from his positions as chief financial
officer, secretary and treasurer of Digipath, Inc., effective June
18, 2021.

                          About DigiPath

Headquartered in Las Vegas, Nevada, Digipath, Inc. --
http://www.digipath.com-- offers full-service testing lab for
cannabis, hemp and ancillary cannabis and hemp infused products
serving growers, dispensaries, caregivers, producers, patients and
eventually all end users of cannabis and botanical products.

DigiPath reported a net loss of $2.31 million for the year ended
Sept. 30, 2020, compared to a net loss of $1.80 million s for the
year ended Sept. 30, 2019.  As of March 31, 2021, the Company had
$1.57 million in total assets, $2.68 million in total liabilities,
and a total stockholders' deficit of $1.11 million.

M&K CPAS, PLLC, in Houston, Texas, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
Jan. 29, 2021, citing that the Company has recurring losses from
operations and insufficient working capital, which raises
substantial doubt about its ability to continue as a going concern.


DIOCESE OF ROCKVILLE: Court Denies Access Parish Fiscal Records
---------------------------------------------------------------
Law360 reports that the Roman Catholic Diocese of Rockville Centre
is asking a New York bankruptcy judge to deny a request by its
unsecured creditors for parish financial information, arguing the
parishes currently have no involvement in the diocese's Chapter 11
case.

In motions filed Thursday, June 24, 2021, the diocese argued it
does not control the parishes' assets and can't be compelled to
turn over their financial reports, while the parishes argued the
information is confidential and currently irrelevant to the
diocese's Chapter 11 case.

       About The Roman Catholic Diocese of Rockville Centre, New
York

The Roman Catholic Diocese of Rockville Centre, New York, is the
seat of the Roman Catholic Church on Long Island.  The Diocese has
been under the leadership of Bishop John O. Barres since February
2017. The State of New York established the Diocese as a religious
corporation in 1958. The Diocese is one of eight Catholic dioceses
in New York, including the Archdiocese of New York. The Diocese's
total Catholic population is approximately 1.4 million, roughly
half of Long Island's total population of 3.0 million. The Diocese
is the eighth largest diocese in the United States when measured by
the number of baptized Catholics.

The Roman Catholic Diocese of Rockville Centre, New York, filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-12345) on Sept.
30, 2020. The Diocese was estimated to have $100 million to $500
million in assets and liabilities as of the filing.

The Hon. Shelley C. Chapman is the case judge.

The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal
North America, LLC, as restructuring advisor, and Sitrick and
Company, Inc., as communications consultant. Epiq Corporate
Restructuring, LLC, is the claims agent.

The U.S. Trustee for Region 2 appointed a committee to represent
unsecured creditors in the Chapter 11 case. The Committee retained
Pachulski Stang Ziehl & Jones LLP as its legal counsel.



DOMAN BUILDING: DBRS Confirms B(high) Issuer Rating
---------------------------------------------------
DBRS Limited confirmed Doman Building Materials Group Ltd.'s
(formerly CanWel Building Materials Group Ltd.) Issuer Rating at B
(high) following the Company's announcement that it has acquired
all of the assets including inventory ("the Acquisition") of the
Hixson Lumber Sales group of companies ("Hixson") for approximately
USD 375 million (about $450 million) in cash. Concurrently, DBRS
Morningstar upgraded Doman's Senior Unsecured Notes rating to B
(high) from B as a result of the improvement in the recovery rating
from RR5 to RR4. All trends remain Stable.

While DBRS Morningstar acknowledges the merits of this Acquisition,
including strengthening of Doman's market position in pressure
treated lumber products, increased scale of operations, and further
penetration in U.S. markets, the rating actions also take into
account the integration risks associated with this relatively large
Acquisition and the projected increase in the near-term leverage.
Doman's ratings continue to be supported by its well established
market position, diversified customer and supplier bases, and the
relatively high barriers to entry. The ratings also factor in the
high volatility in construction material prices, the significant
cyclicality and seasonality associated with the building materials
industry, the intense competition, and the Company's high dividend
payouts.

Hixson is a family-owned lumber and treated wood supplier operating
in the central U.S. with 19 lumber-treating plants, five specialty
sawmills, and a captive trucking fleet. Its operations are highly
complementary to the Company's existing U.S. West Coast operations
without overlap. The Acquisition will also triple Doman's sales in
the U.S., thus providing increased revenue diversification between
the U.S. and Canada. On a pro forma basis, DBRS Morningstar
estimates revenues at approximately $2.7 billion for the combined
entity in F2020 (year ended December 31, 2020). Hixson is being
acquired on a cash-free and debt-free basis, and DBRS Morningstar
believes the purchase price is consistent with the Company's target
guidance for acquisitions of 4.0 to 6.0 times (x) EBITDA. The
Acquisition is being funded from the Company's existing cash on
hand and revolving credit facilities, which have been increased to
$500 million from $360 million to facilitate this Acquisition. DBRS
Morningstar notes that the Acquisition was completed on June 4,
2021, and is not subject to any further regulatory or shareholder
approvals or consents.

On April 26, 2021, DBRS Morningstar upgraded Doman's issuer rating
to B (high) from B, taking into account the strengthening of
Doman's overall credit risk profile because of (1) the continued
momentum in its earnings and operating cash flows and (2) its
improved financial profile with an equity infusion of $86 million.
Doman's key credit metrics have improved meaningfully year over
year (YOY), with debt-to-EBITDA decreasing to approximately 2.8x at
the end of Q1 2021 from approximately 6.0x at the end of Q1 2020,
benefitting from a demand surge for home improvement products and
rising lumber prices in the last 12 months. At that time, DBRS
Morningstar forecast Doman's debt-to-EBITDA ratio in F2021 and
F2022 to remain between 3.0x and 4.0x on a normalized basis as
earnings moderate and the Company uses debt, along with cash flow
from operations, to fund growth investments and shareholder
returns. DBRS Morningstar also noted that the Company has
undertaken a series of acquisitions in the past and may use the
additional liquidity for future acquisitions and/or other growth
investments.

Looking ahead, DBRS Morningstar expects organic operating earnings
over the near to medium term to remain flat or decrease moderately
as the Company faces not only tough YOY growth comparable but also
potential challenges from evolving consumer behavior and material
price stabilization. That said, DBRS Morningstar still expects
earnings to remain considerably higher than pre-pandemic levels in
the near term as a normalization of demand for home improvement
products is offset by a broad resumption in new construction
activities. DBRS Morningstar forecasts revenues to be above $2
billion for F2021 on a reported basis as the earnings benefit from
the Acquisition will be accretive only for roughly half the year
and expects EBITDA margins to remain at high single-digit levels in
F2021. As such, EBITDA is expected to be around $190 million to
$200 million on a conservative basis as the earnings estimate
continues to be subject to high volatility in the construction
material prices.

In terms of financial profile, cash flow from operations should
track operating income and continue to be above $100 million in
F2021. Capital expenditure (capex) is projected to return to around
$8 million from $3 million in F2020, as Doman had deferred or
reduced capex during the pandemic. Cash outlay for dividends is
expected to remain relatively flat vis-à-vis F2019 outlays at
approximately $42 million to $44 million. As such, DBRS Morningstar
expects the Company's free cash flow (after dividends and capex but
before changes in working capital) to remain above $50 million in
2021. Additionally, Doman raised more than $400 million earlier
this year through equity infusion of $86 million and Senior
Unsecured notes of $325 million, which supports the current
Acquisition outlay of approximately $450 million. The increase in
revolving credit facilities provides the Company with additional
liquidity to manage the increased scale of operations and working
capital requirements of the combined entity. Although the leverage
ratio could increase toward the 3.5x to 4.5x range, modestly above
the previously forecast 3.0x to 4.0x range on account of this
acquisition and earnings moderation, it is still considered
comfortable for the current rating category.

DBRS Morningstar believes that Doman's business risk profile has
meaningfully benefited from the Acquisition and, while it expects
organic operating earnings to moderate as the economy reopens and
consumer spending shifts away to other discretionary sectors,
ratings could be upgraded if the earnings profile remain relatively
elevated even post-pandemic, the Company's post-acquisition
operating performance is satisfactory, and if capital allocation is
managed so that Doman remains free cash flow positive, and
financial leverage is sustained structurally in the 3.5x to 5.0x
range on a through-the-cycle basis. Conversely, and though unlikely
in the near term, if Doman were to experience a fundamental
deterioration in earnings and its credit profile deteriorate as a
result of a materially weaker-than-expected operating performance
and/or more aggressive financial management, the ratings could be
pressured.

Notes: All figures are in Canadian dollars unless otherwise noted.


DUPONT STREET: Taps Rosewood Realty as Real Estate Broker
---------------------------------------------------------
Dupont Street Developers, LLC received approval from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Rosewood Realty Group as its real estate broker.

The firm will market and sell the Debtor's property located at
49-55 Dupont St., Brooklyn, N.Y.

The sale of the property will be subject to a buyer's premium of 1
percent of the purchase price in the event  Rosewood is successful
in finding a buyer who closes on the property. The agreement
further provides for a limited list of entities who would be carved
out from the 1 percent buyer's premium and in the event a buyer is
in the carve out list, then Rosewood's compensation would be capped
at 0.75 percent.

As disclosed in court filings, Rosewood is a disinterested person
pursuant to Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Greg Corbin
     Rosewood Realty Group
     38 E 29th St 5th floor
     New York, NY 10016
     Phone: 212-359-9900/212-359-9904
     Email: Greg@rosewoodrg.com

                  About Dupont Street Developers

Brooklyn, N.Y.-based Dupont Street Developers, LLC is engaged in
activities related to real estate.  It owns premises at 49-55
Dupont St., Brooklyn, N.Y., having a current value of $57.12
million.

Dupont Street Developers filed for Chapter 11 protection (Bankr.
E.D.N.Y. Case No. 21-40664) on March 17, 2021.  Bo Jin Zhu,
manager, signed the petition.  In the petition, the Debtor
disclosed $57,125,000 in assets and $58,925,731 in liabilities.
Judge Nancy Hershey Lord oversees the case.  Robinson Brog Leinwand
Greene Genovese & Gluck P.C., led by Mitchell A. Greene, Esq., is
the Debtor's legal counsel.


ELEVATE TEXTILES: Moody's Alters Outlook on B3 CFR to Stable
------------------------------------------------------------
Moody's Investors Service affirmed Elevate Textiles, Inc.'s
ratings, including its B3 corporate family rating, B3-PD
probability of default rating, B3 on its first lien senior secured
term loan, and Caa2 on its second lien senior secured term loan.
The rating outlook was changed to stable from negative.

"The affirmation of Elevate's B3 CFR reflects Elevate's better than
expected operating performance and credit metrics coming into
2021," stated Moody's Vice President, Mike Zuccaro. Declines in
apparel and industrial product sales were partially offset by
increased demand for barrier fabrics and medical and consumer
threads in 2020, while abnormally low raw material prices and a
higher margined product mix supported profitability. Free cash flow
was positive due to effective cost management, reduced working
capital and capital spending. Zuccaro added, "The outlook change to
stable reflects our expectation for a return to sales growth in
2021 as global economic activity recovers, particularly in end
markets such as denim and apparel, Elevate's two largest end
markets. While we expect increased raw material costs will result
in reduced margins and some pull back in credit metrics, these will
be at least partially offset by the increased plant capacity due to
recovering demand, cost savings and continuous improvement
measures, and price increases. Thus, leverage will remain in the
6.2 -6.5 times range. We also expect the company to continue to
maintain adequate liquidity to fund a return to growth related
working capital and capital spending."

Affirmations:

Issuer: Elevate Textiles, Inc.

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Senior Secured First Lien Bank Credit Facility, Affirmed B3
(LGD4)

Senior Secured Second Lien Bank Credit Facility, Affirmed Caa2
(LGD5)

Outlook Actions:

Issuer: Elevate Textiles, Inc.

Outlook, Changed To Stable From Negative

RATINGS RATIONALE

Elevate's B3 CFR reflects governance risks such as private equity
ownership, particularly acquisition strategies and dividend and
capital allocation policies which could negatively impact the
company's de-leveraging capability over the longer term. Elevate's
high debt largely stems from the May 2018 acquisition of American &
Efird Global Holdings, LLC ("A&E"); a transformative transaction
that more than doubled the company's size. When combined with
weaker-than-expected operating performance since the acquisition,
financial leverage is high, with lease-adjusted debt/EBITDAR near
6.2 times as of March 2021. The rating also reflects exposure to
volatile commodity prices such as cotton and oil-based synthetic
fibers that can cause fluctuations in the company's earnings in
periods of rapid increases.

The rating also considers the company's solid market position in
the fragmented global textile and threads producing markets, with
diverse product offerings, end markets and geographical sales
channels. Elevate is a leading producer of denim, worsted wool,
automotive safety and other industrial fabrics, as well as premium
sewing threads. It also benefits from its established long-term key
customer relationships, that should drive longer term revenue
stability.

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

Ratings could be downgraded if the Company's liquidity deteriorates
for any reason, operating performance does not sustainably and
materially improve from 2020 levels, or more aggressive financial
policies, such as material debt funded acquisitions or dividends.
Specific metrics include lease-adjusted debt/EBITDAR sustained
above 6.5 times or EBITA/interest below 1.25 times.

An upgrade would require sustained revenue and earnings growth,
maintaining good liquidity with positive free cash flow, and
demonstrating conservative financial policies, including the use of
free cash flow for material debt reduction. Quantitative metrics
include lease-adjusted debt/EBITDA sustained below 5.25 times or
EBITA/interest expense above 1.75 times.

Elevate Textiles, Inc., headquartered in Charlotte, North Carolina,
is a global textiles company serving diverse end markets,
including, apparel, denim, military, fire, auto and industrials,
through its product offering of denim, wool, performance and
technical textiles. Elevate is a direct subsidiary of Elevate
Textiles Holding Corporation. Through an indirect parent, the
company is owned by private equity firm Platinum Equity LLC
("Platinum" or the "Sponsor").

The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.


EQUESTRIAN EVENTS: Wins Cash Collateral Access
----------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois on
June 22 entered a third interim order authorizing Equestrian
Events, LLC to use the cash collateral of Skyylight Services and
Silver Bottom, LLC on an interim basis in accordance with the
budget, with a 10% variance.

The Debtor requires the use of cash collateral to continue its
business operations.

The Debtor may cash collateral subject to these variances:

     (i) Any expenditures for any single line item may not exceed
the total for that line item by more than 10% percent for a given
budget period, except by written agreement of the Lenders;

    (ii) All expenditures that exceed any budget line item will be
identified and provided to the Lenders in a written summary within
five business days of payment; and

   (iii) The Debtor will provide notice of all estimated revenues
and expenditures of any clinic at least five business days prior to
the clinic. To the extent any revenues or expenditures are
inconsistent with the May Budget, the Debtor may seek the written
consent of the Lenders to proceed with the clinic, which consent
will not be unreasonably withheld.

To the extent there is a diminution in value of the interests of
Skyylight in the Lenders Prepetition Collateral and/or the Lenders
Cash Collateral, Skyylight is granted effective as of the Petition
Date:

    (a) replacement liens on all property of the Debtor including
any proceeds recovered on claims under Sections 544, 547, 548 and
549 of the Bankruptcy Code in the amount of all Diminution in
Skyylight Property Value; and

    (b) an allowed super-priority administrative claim pursuant to
Section 507(b) of the Bankruptcy Code, in the amount of all
Diminution in Skyylight Property Value, with priority over all
other administrative expense claims and priority unsecured claims
against the Debtor or its bankruptcy estate.

To the extent there is a diminution in value of the interests of
Silver Bottom in the Lenders Prepetition Collateral and/or the
Lenders Cash Collateral, Silver Bottom is granted effective as of
the Petition Date:

     (a) replacement liens on all Adequate Protection Collateral in
the amount of all Diminution in Silver Bottom Property Value; and
     
     (b) an allowed super-priority administrative claim as of the
Petition Date pursuant to Section 507(b) of the Bankruptcy Code, in
the amount of all Diminution in Silver Bottom Property Value, with
priority over all other administrative expense claims and priority
unsecured claims against the Debtor or its bankruptcy estate,
whether now existing or hereafter arising, except for the claims of
Skyylight.

The Skyylight Adequate Protection Liens and the Silver Bottom
Adequate Protection Liens are valid, perfected, and enforceable
without any further action by the Debtor, Skyylight or Silver
Bottom, and need not be separately documented.

Beginning on June 1, 2021, the Debtor will make adequate protection
payments to Skyylight in the amount of $7,429 and to Silver Bottom
in the amount of $2,041.  Subsequent payments will be due on the
1st of each successive month. The payments may, but need not, be
applied by each of the Lenders first to outstanding expenses, and
other charges owed pursuant to or in accordance with the Mortgages
or the Lenders' other loan documents, then to accrued and unpaid
interest on the Debtor's obligations to the Lenders, and then to
outstanding principal.

A copy of the order is available for free at https://bit.ly/3gSXBpK
from PacerMonitor.com.

                   About Equestrian Events, LLC

Equestrian Events, LLC operates a horse boarding business at
45W015-45W017 Welter Rd, Maple Park, Illinois.  It has 100%
ownership interest in the property, which has a current value of
$2.10 million.

Equestrian Events filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
20-21793) on Dec. 21, 2020. Brian Anderson, its manager, signed the
petition.

At the time of filing, the Debtor disclosed total assets of
$2,186,326 and total liabilities of $3,162,525.

Judge Timothy A. Barnes oversees the case.

Springer Larsen Greene, LLC serves as the Debtor's legal counsel.

Skyylight Services and Silver Bottom, LLC, as Lenders, are
represented by Mark A. Carter, Esq., Richard Polony, Esq., and
Daniel L. Morriss, Esq., at Hinshaw & Culbertson LLP as counsel.



EVERGREEN DEVELOPMENT: Minnesota Bank Says Disclosures Insufficient
-------------------------------------------------------------------
Minnesota Bank & Trust, a Minnesota banking corporation,
successor-by-merger with Signature Bank ("MB&T"), objects to the
Third Amended Joint Disclosure Statement of the Jointly
Administered Debtors Evergreen Development Group and The Evergreens
of Apple Valley, L.L.P.

MB&T claims that the Disclosure Statement fails to adequately set
forth the circumstances that gave rise to the filing of the
bankruptcy petition.

"The Debtors entirely ignore their lack of viable financial
performance since acquiring the Property in 2005.  The Debtors fail
to acknowledge any of the history in their Disclosure Statement,
attempting to bury Debtors' longstemming financial struggles as
another effect of the pandemic.  This simply is not an accurate
picture of Debtors' business operations or its ability to
successfully reorganize," MB&T said.

MB&T points out that the Debtors briefly detail ownership of the
Property, but entirely fail to provide a description of the
Property and Debtors' operation.  According to MB&T, the Debtors
fail to provide adequate information about their available assets
and their value, sufficient for an investor typical of holders of
claims or interests of the relevant class to rely on. Debtors'
Disclosure Statement is therefore insufficient.

MB&T asserts that the Debtors have failed to amend their Monthly
Operating Reports and have failed to file a Monthly Operating
Report for May 2021, which would provide at least some information
regarding Debtors condition and performance.  Given the entire lack
of information in the Disclosure Statement, the Debtors entirely
fail to provide sufficient detail regarding the condition and
performance of Debtors while in chapter 11.

MB&T further asserts that while Debtors appear to have recognized
the insufficiency of their original liquidation analysis, Debtors'
amended liquidation analysis remains based on nothing more than
conjecture and summary conclusions.  It claims that the Debtors
assert, without any supportable or verifiable facts that unsecured
creditors will receive nothing in liquidation.

MB&T states that the Debtors' Third Amended Disclosure Statement
attempts to provide some explanation of the New Collateral to be
injected into Gateway LLC.  However, Debtors still fail to explain
who owns the assets, how they would be pledged, what right the
owner has to pledge the assets and/or income derived therefrom, or
why these assets/income can be relied on to provide cash to support
Debtors' negative cash flow operations. These disclosures are
utterly insufficient to allow investors to make a determination
about the Plan.

MB&T says that the Debtors improperly and prematurely attempt to
treat MB&T as impaired. Debtors' Schedules identify the value of
Debtors' sole real estate asset as $3,781,400, plus cash collateral
and accounts receivable of $208,565.84, for total assets of
$3,989,965.80. The Disclosure Statement states Debtors' intention
to reduce the MB&T's claim to $3,650,000, with no basis to support
such a value, which is contrary to Debtors' own Schedules.

A full-text copy of Minnesota Bank's objection dated June 22, 2021,
is available at https://bit.ly/3dgag3G from PacerMonitor.com at no
charge.

Counsel for MB&T:

     ANASTASI JELLUM, P.A.
     Garth G. Gavenda, #310918
     Lindsay W. Cremona, #393599
     14985 60th Street North
     Stillwater, MN 55082
     Tel: (651) 439-2951
     E-mail: Garth.Gavenda@AJ-Law.com
             Lindsay.Cremona@AJ-Law.com
      
               About Evergreen Development Group

Evergreen Development Group is a single asset real estate company
which owns and leases commercial real estate in Waite Park,
Minnesota.  Its principal place of business and corporate offices
are located at 95 10th Ave. South, Waite Park, Minnesota, 56387.
The Debtor merged with The Evergreens of Apple Valley, L.L.P. in
2015.

The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. D. Minn. Case No. 21-60066) on February
26, 2021. In the petition signed by Robert A. Hopman, general
partner, the Debtor disclosed up to $10 million in assets and up to
$50,000 in liabilities.

FOLEY & MANSFIELD, P.L.L.P., represents the Debtor.


EVERGREEN MORTGAGE: Gets OK to Hire Latham Luna as Legal Counsel
----------------------------------------------------------------
Evergreen Mortgage Notes, LLC received approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Latham,
Luna, Eden & Beaudine, LLP to serve as legal counsel in its Chapter
11 case.

The firm's services include:

     (a) advising the Debtor as to its rights and duties in its
bankruptcy case;

     (b) preparing pleadings, including a plan of reorganization;
and

     (c) other necessary actions incident to the proper
preservation and administration of the Debtor's estate.

The firm's hourly rates are as follows:

     Daniel Velasquez             $350 per hour
     Justin Luna                  $450 per hour
     Experienced attorneys        $575 per hour
     Junior paraprofessionals     $105 per hour

As disclosed in court filings, Latham does not represent interests
adverse to the Debtor or to the estate in the matters upon which it
is to be engaged.

The firm can be reached through:
   
     Justin M. Luna, Esq.
     Latham, Luna, Eden & Beaudine, LLP
     111 N. Magnolia Avenue, Suite 1400
     P.O. Box 3353 (32802-3353)
     Orlando, FL 32801
     Telephone: (407) 481-5800
     Facsimile: (407) 481-5801  
     Email: jluna@lathlamluna.com

                   About Evergreen Mortgage Notes

Evergreen Mortgage Notes, LLC, a Davenport, Fla.-based company
engaged in activities related to real estate, sought Chapter 11
protection (Bankr. M.D. Fla. Case No. 20-07071) on Dec. 31, 2020.
Marc Younger, chief executive officer, signed the petition.  In the
petition, the Debtor reported total assets of $459,500 and total
liabilities of $1.27 million.  Judge Lori V. Vaughan oversees the
case.  The Debtor tapped de Beaubien, Simmons, Knight, Mantzaris &
Neal, LLP as its legal counsel.


EWC COOK: Plan Contemplates Sale of Assets to Insider
-----------------------------------------------------
EWC Cook, Ltd. filed its First Amended Plan of Reorganization.

The Debtor is no longer an operating business.  The Debtor has
assets that are proposed to be purchased pursuant to the Plan and
the Gravatas Asset Purchase Agreement between the Debtor and Lee
Garrett Enterprises, LLC d/b/a Gravatas Renovation Group.  Gravatas
is owned and managed by Colin G. Cook, who served as the Debtor's
president and person in charge.

In exchange for the Debtor's assets, Gravatas will deliver the
Gravatas Note, which will be equal to the amount of all Allowed
Claims in the Debtor's bankruptcy and substantially exceeds the
value of the assets to be purchased.  The Debtor also has a small
amount of uncollected accounts receivable, which serve as
collateral of Frost Bank, and which, after collection, will be
disbursed to Frost Bank on the Effective Date in partial
satisfaction of Frost Bank's Allowed Claim.  Except for the assets
transferred and assigned to Gravatas pursuant to the Gravatas Asset
Purchase Agreement, the Debtor, as reorganized by the Plan, will be
revested with and retain all property of the Estate, including the
Gravatas Note, cash on hand, accounts receivable, and any
Litigation Claims. The retained property and its proceeds and
profits shall be used and employed by the Reorganized Debtor to
perform under the Plan.

The Reorganized Debtor shall fund the monthly Plan payments to
Creditors from the proceeds from the Gravatas Note.  Payments will
be made by the Reorganized Debtor to all Creditors holding allowed
Claims on or before the fifth day of each month following the
Effective Date.  Payments to Creditors holding Allowed Claims are
based on the projected disposable income.  The Debtor and any
particular Creditor provided for in the Plan may enter into any
agreement(s) after confirmation so long as such agreement is
reduced to writing and does not provide for treatment which
provides a Pro Rata recovery under the Plan better than the
Creditors in the same class.

A copy of the Plan is available for free at https://bit.ly/3h4c3dd
from PacerMonitor.com.

                          About EWC Cook

EWC Cook, Ltd. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
21-10174) on MArch 14, 2021.  At the time of the filing, the Debtor
disclosed $100,001 to $500,000 in assets and $500,001 to $1 million
in liabilities.  Kell C. Mercer, P.C. represents the Debtor as
legal counsel.




EXPO CONSTRUCTION: Texas Concrete Opposes Amended Disclosures
-------------------------------------------------------------
Texas Concrete Enterprise Readymix, Inc. objects to the Amended
Disclosure Statement of Debtor Expo Construction Group, LLC.

Texas Concrete adopts and incorporates the objections and
statements made by Flash Funding, LLC, in paragraphs 1-10 of its
Objection to Expo Construction Group, LLC's Amended Disclosure
Statement.

As the Amended Disclosure Statement relates to Texas Concrete,
based on the Amended Disclosure Statement and Expo's objection to
Texas Concrete's Proof of Claim, it has become patently obvious to
Texas Concrete that Expo filed for bankruptcy to avoid the
consequences of a fraudulent scheme it perpetrated against Texas
Concrete, as well.

Expo offered and entered into a Settlement Agreement and Release
with Texas Concrete in which it agreed to pay $65,000.00 to Texas
Concrete. Expo never paid Texas Concrete and filed for bankruptcy.
It is clear that Expo fraudently induced Texas Concrete to enter
into the Settlement Agreement and Release, with the intent that
Texas Concrete waive its Mechanic and Materialman's Lien, so that
Expo could pay its own subcontractors with Texas Concrete's funds,
leaving Texas Concrete with an unsecured claim, to which Expo now
objects, a classic bait and switch.

A full-text copy of Texas Concrete's objection dated June 22, 2021,
is available at https://bit.ly/3dgag3G from PacerMonitor.com at no
charge.

Attorney for Texas Concrete:

     DABNEY PAPPAS
     Gus E. Pappas
     State Bar No. 15454850
     gus@dabneypappas.com
     1776 Yorktown St, Ste 425
     Houston, Texas 77056
     Telephone: (713) 621-2678
     Facsimile: (713) 621-0074

                 About Expo Construction Group

Expo Construction Group, LLC, a Houston-based general contractor,
filed a voluntary petition for relief under Chapter 11 of the
United States Code (Bankr. S.D. Texas Case No. 20-34099) on Aug.
18, 2020.  Melida Taveras, a managing member, signed the petition.
At the time of filing, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities.  The Law
Office of Margaret M. McClure serves as the Debtor's legal counsel.


FIELDWOOD ENERGY: Judge to Approve Bankruptcy-Exit Plan
-------------------------------------------------------
Law360 reports that a Texas bankruptcy judge on Friday, June 25,
2021, said he would sign off on Gulf of Mexico oil and gas driller
Fieldwood Energy's Chapter 11 plan after overriding objections
centered on who will pay to shut down the company's offshore
platforms.

At the close of a five-day virtual hearing, U.S. Bankruptcy Judge
Marvin Isgur rejected arguments made by well decommissioning bond
issuers that their subrogation rights against the companies that
will emerge from Fieldwood's bankruptcy needed to be preserved and
said he would approve the company's Chapter 11 plan, once a revised
version is submitted reflecting changes made to resolve other
objections.

                       About Fieldwood Energy

Fieldwood Energy -- https://www.fieldwoodenergy.com/ -- is a
portfolio company of Riverstone Holdings focused on acquiring and
developing conventional assets, primarily in the Gulf of Mexico
region. It is the largest operator in the Gulf of Mexico owning an
interest in approximately 500 leases covering over two million
gross acres with 1,000 wells and 750 employees.  

Fieldwood Energy and its 13 affiliates previously sought Chapter 11
protection (Bankr. S.D. Texas Lead Case No. 18-30648) on February
5, 2018, with a prepackaged plan that would deleverage $3.286
billion of funded debt by $1.626 billion.

On August 3, 2020, Fieldwood Energy and its 13 affiliates again
filed voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case
No. 20-33948). Mike Dane, senior vice president, and chief
financial officer signed the petitions.

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

Judge David R. Jones oversees the cases.

The Debtors tapped Weil, Gotshal & Manges LLP as their legal
counsel, Houlihan Lokey Capital, Inc. as an investment banker, and
AlixPartners, LLP, as financial advisor. Prime Clerk LLC is the
claims, noticing, and solicitation agent.

The first-lien group employed O'Melveny & Myers LLP as its legal
counsel and Houlihan Lokey Capital, Inc. as its financial advisor.
The RBL lenders employed Willkie Farr & Gallagher LLP as their
legal counsel and RPA Advisors, LLC as their financial advisor.

Meanwhile, the cross-holder group tapped Davis Polk & Wardwell LLP
and PJT Partners LP as its legal counsel and financial advisor,
respectively.

On August 18, 2020, the Office of the U.S. Trustee appointed a
committee of unsecured creditors.  Stroock & Stroock & Lavan,
LLPand Conway MacKenzie, LLC serve as the committee's legal counsel
and financial advisor, respectively.


FIELDWOOD ENERGY: Unsecureds to Get Share of GUC Warrants
---------------------------------------------------------
Fieldwood Energy, et al., submitted a Disclosure Statement for the
Sixth Amended Joint Chapter 11 Plan dated June 22, 2021.

The Plan groups the Debtors together solely for the purpose of
describing treatment under the Plan, confirmation of the Plan, and
making Plan Distributions in respect of Claims against and
Interests in the Debtors under the Plan.  Such groupings shall not
affect any Debtor's status as a separate legal entity, change the
organizational structure of the Debtors' business enterprise,
constitute a change of control of any Debtor for any purpose, cause
a merger of consolidation of any legal entities, or cause the
transfer of any Assets; and, except as otherwise provided by or
permitted under the Plan, all Debtors shall continue to exist as
separate legal entities.

Class 3 consists of FLFO Claims.  Each holder of an Allowed FLFO
Claim shall receive its Pro Rata Share of the FLFO Distribution
Amount and (b) all remaining Allowed FLFO Claims shall be assumed
by the NewCo Entities as modified to the extent set forth in the
First Lien Exit Facility Documents. The Liens securing the FLFO
Claims that attach to the Credit Bid Acquired Interests shall be
retained and deemed assigned to the First Lien Exit Facility Agent
upon the Effective Date to secure the obligations under the First
Lien Exit Facility.

Class 4 consists of FLTL Claims.  Each holder of an Allowed FLTL
Claim shall receive its Pro Rata Share of: (i) 100% of the New
Equity Interests, subject to dilution by (w) the Backstop
Commitment Equity Premium Interests, (x) the New Equity Interests
issued upon exercise of the Subscription Rights, (y) any New Equity
Interests issued upon the exercise of the New Money Warrants, SLTL
Warrants, or the GUC Warrants, and (z) any New Equity Interests
issued pursuant to the Management Incentive Plan; and (ii) the FLTL
Subscription Rights.

Class 5 consists of SLTL Claims. Each holder of an Allowed SLTL
Claim shall receive its Pro Rata Share of (iii) the SLTL Warrants;
and (iv) the SLTL Subscription Rights.

Class 6A consists of Unsecured Trade Claims.  Each holder of an
Allowed Unsecured Trade Claim that has executed a Trade Agreement
shall receive: (i) if 14% of the aggregate amount of all Allowed
Unsecured Trade Claims is less than or equal to $8,000,000, Cash in
an amount equal to 14% of the Allowed amount of such holder's
Allowed Unsecured Trade Claim; or (ii) if 14% of the aggregate
amount of Allowed Unsecured Trade Claims is greater than
$8,000,000, its Pro Rata share of $8,000,000.

Class 6B consists of General Unsecured Claims. Each holder of an
Allowed General Unsecured Claim shall receive, up to the full
amount of such holder's Allowed General Unsecured Claim, its Pro
Rata Share of: (i) the GUC Warrants; and (ii) any Residual
Distributable Value.

On the Effective Date, all Existing Equity Interests shall be
canceled, released, and extinguished, and will be of no further
force or effect.

Plan Distributions of Cash shall be funded from, among other
things, the Debtors' Cash on hand (including the proceeds of the
DIP Facility), the New Money Consideration, and the proceeds of the
Equity Rights Offerings.

Attorneys for the Debtors:

     WEIL, GOTSHAL & MANGES LLP
     Alfredo R. Perez
     Clifford Carlson
     700 Louisiana Street, Suite 1700
     Houston, Texas 77002
     Telephone: (713) 546-5000
     Facsimile: (713) 224-9511

            - and -

     WEIL, GOTSHAL & MANGES LLP
     Matthew S. Barr
     Jessica Liou
     767 Fifth Avenue
     New York, New York 10153
     Telephone: (212) 310-8000
     Facsimile: (212) 310-8007

                    About Fieldwood Energy

Fieldwood Energy -- https://www.fieldwoodenergy.com/ -- is a
portfolio company of Riverstone Holdings focused on acquiring and
developing conventional assets, primarily in the Gulf of Mexico
region. It is the largest operator in the Gulf of Mexico owning an
interest in approximately 500 leases covering over two million
gross acres with 1,000 wells and 750 employees.

Fieldwood Energy and its 13 affiliates previously sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-30648) on Feb. 15,
2018, with a prepackaged plan that would deleverage $3.286 billion
of funded by $1.626 billion.

On Aug. 3, 2020, Fieldwood Energy and its 13 affiliates again file
voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 20
33948). Mike Dane, senior vice president and chief financial
officer, signed the petitions.

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

Judge David R. Jones oversees the cases.

The Debtors tapped Weil, Gotshal & Manges LLP as their legal
counsel, Houlihan Lokey Capital, Inc. as investment banker, and
AlixPartners, LLP as financial advisor. Prime Clerk LLC is the
claims, noticing, and solicitation agent.

The first-lien group employed O'Melveny & Myers LLP as its legal
counsel and Houlihan Lokey Capital, Inc. as its financial advisor.
The RBL lenders employed Willkie Farr & Gallagher LLP as their
legal counsel and RPA Advisors, LLC as their financial advisor.
Meanwhile, the cross-holder group tapped Davis Polk & Wardwell LLP
and PJT Partners LP as its legal counsel and financial advisor,
respectively.

On Aug. 18, 2020, the Office of the U.S. Trustee appointed a
committee of unsecured creditors.  Stroock & Stroock & Lavan, LLP
and Conway MacKenzie, LLC serve as the committee's legal counsel
and financial advisor, respectively.


FIRST BANCORP: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
---------------------------------------------------------------
Fitch Ratings has upgraded First BanCorp's (FBP) Long-Term Issuer
Default Rating to 'BB' from 'B+'. The Rating Watch has been
resolved and the Rating Outlook is Stable. The upgrade primarily
reflects Fitch's review of FBP's blended operating environment
score as well as the resiliency of FBP's financial profile despite
the significant challenges in Puerto Rico's operating environment
over the past several years.

KEY RATING DRIVERS

IDRs, VRs, SENIOR DEBT

The upgrade reflects Fitch's review of FBP's blended operating
environment, which has been upgraded from 'bb' to 'bbb-'. Although
Puerto Rico's long-term economic prospects suffer from unfavorable
demographic trends when compared to peers, the overall income level
on the island coupled with the impact of the unique benefits that
Puerto Rico receives from its status as a U.S. territory combine to
provide a comparable operating environment to similarly-rated
jurisdictions outside of the U.S.

The upgrade also reflects Fitch's view that FBP's financial profile
has proven to be resilient, despite the significant headwinds faced
by Puerto Rico over the last several years. These headwinds include
the default of the Commonwealth of Puerto Rico in 2016 and the
destruction caused by hurricanes Irma and Maria in 2017. Since
2017, the bank's earnings performance, asset quality,
capitalization and funding profile have remained stable or seen
improvement.

Fitch views FBP's company profile to be in-line with the bank's
rating. The bank's solid franchise on the island, as evidenced by
FBP's number two overall market share in Puerto Rico, continues to
support the bank's overall ratings. That said, Fitch considers
FBP's business model to be relatively weaker than higher-rated
peers in Puerto Rico and other jurisdictions, given the bank's
lower level of revenue diversification.

Fitch views FBP's capital ratios as solid, supportive of the bank's
rating. The bank's reported CET1 ratio, including the benefit of
CECL transition provisions, stood at 17.7% at 1Q21 down from 21.6%
at YE 2020, but remains among the highest in Fitch's rated universe
in the U.S. Fitch expects that capital ratios may come down
modestly from current levels over the next few years through
increased shareholder returns, but expects that FBP will continue
to maintain higher capital ratios than similarly sized banks in the
U.S. given the relatively weaker operating environment on the
island.

FBP's funding profile continues to support the bank's overall
ratings. Similar to many other Fitch-rated banks in the U.S., FBP
saw a marked improvement in its loan-to-deposit ratio, from 97% in
2019 to 73% at 1Q21. Excluding public sector deposits that are
collateralized by securities, FBP's loan-to-deposit ratio would be
about 83%, a level which falls slightly below the median of
higher-rated U.S. mainland peers, but compares favorably with peers
in similarly-rated jurisdictions.

Like many banks globally, FBP's credit losses outperformed Fitch's
expectations in 2020 and into 1Q21. Although FBP's asset quality
has improved somewhat in recent years, the bank's asset quality
remains weaker relative to U.S. mainland banks, evidenced by
consistently higher levels of net charge-offs and a higher
proportion of impaired loans. That said, deterioration in asset
quality stemming from past hurricanes and fiscal challenges in
Puerto Rico has been minimal.

FBP's core earnings in 2020 were negatively affected by the impact
of lower interest rates and higher provisioning, although
performance has remained relatively solid compared to its current
rating level. The bank's 1Q21 earnings have seen significant
improvement due largely in part from a reversal of provision
expense, which Fitch views as transient rather than a structural
improvement in earnings performance. Fitch still expects that
earnings, as measured by pre-tax pre-provision net revenues to
average assets will remain below pre-pandemic levels for the
near-to-medium term.

LONG- AND SHORT-TERM DEPOSIT RATINGS

Long-term deposits at FBP's subsidiary bank are rated one notch
higher than FBP's Long-Term IDR because U.S. uninsured deposits
benefit from depositor preference. U.S. depositor preference gives
deposit liabilities superior recovery prospects in the event of
default.

HOLDING COMPANY

FBP has a bank holding company (BHC) structure with the bank as the
main subsidiary. The company's IDRs and VRs are equalized with
those of the operating company and bank, reflecting its role as the
bank holding company, which is mandated in the U.S. to act as a
source of strength for its bank subsidiary.

SUPPORT AND SUPPORT RATING FLOOR

The Support Rating of '5' and Support Ratings Floor of 'NF' reflect
Fitch's view that FBP is not considered systemically important; and
therefore, the probability of support is unlikely. The IDRs and VRs
do not incorporate any support.

RATING SENSITIVITIES

IDRs, VRs, SENIOR DEBT

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- With today's upgrade, Fitch considers FBP's ratings to be at
    the high end of their potential range in the near-to-medium
    term given FBP's weaker asset quality metrics and lack of
    revenue diversification compared to higher-rated peers in the
    U.S. mainland.

-- FBP's ratings could be see positive momentum over the longer
    term if Fitch's assessment of the bank's operating environment
    was revised upwards. Further, positive momentum could develop
    if the bank's franchise and revenue diversification were to
    significantly improve, without materially increasing its risk
    appetite. However, Fitch views these as outside of the current
    rating horizon.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- FBP's ratings would be sensitive to a deterioration in the
    operating environment. Therefore, a downgrade in Fitch's
    assessment of FBP's operating environment could result in a
    downgrade of FBP's ratings.

-- Negative pressure could be placed on FBP's ratings should
    there be evidence of outsized earnings deterioration. A
    failure to maintain an implied earnings rating in the 'bb'
    category, with operating profit to RWA ratio falling below
    1.5%, could result in negative ratings pressure.

-- A significant deterioration in asset quality could also result
    negative rating action. Pressure could emerge if impaired
    loans to gross loans were to meaningfully exceed 10%,
    especially if accompanied by a sharp increase in FBP's net
    charge-off ratio.

-- Furthermore, the bank's ratings would be at risk if its CET1
    were to approach or ultimately dip below 14% and remain there
    for multiple quarters, absent a credible plan to build levels
    back above this threshold.

LONG- AND SHORT-TERM DEPOSIT RATINGS

The long-term deposit ratings and short-term deposit ratings of
FBP's subsidiary banks are sensitive to changes in the company's
Long-Term IDR.

HOLDING COMPANY

While not currently expected, if FBP became undercapitalized or
increased double leverage significantly, Fitch could notch the
holding company IDR and VR down from the ratings of the bank
subsidiary. Additionally, upward momentum at the holding company
could be limited should FBP manage its holding company liquidity
more aggressively over time evidenced by cash coverage of less than
four quarters of required cash outlays.

SUPPORT AND SUPPORT RATING FLOOR

The Support Rating and Support Rating Floor are sensitive to
Fitch's assumption around capacity to procure extraordinary support
in case of need.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond 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 four 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.

ESG CONSIDERATIONS

Fitch has revised FBP's ESG Relevance Score of '4' for
Environmental Impacts down to '3', as the impact of Hurricanes Irma
and Maria, while having complicated the Commonwealth of Puerto
Rico's efforts to reverse outward migration, generate sustainable
economic growth and address its fiscal and debt imbalances, has not
had a sustained negative impact on bank's credit profile.

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.


FLUOROTEK USA: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Fluorotek USA, Inc.
        1301 West 13th Street, Suite A
        Riveria Beach, FL 33404

Business Description: Fluorotek USA is in the business of rubber
                      product manufacturing.

Chapter 11 Petition Date: June 25, 2021

Court: United States Bankruptcy Court
       Southern District of Florida

Case No.: 21-16236

Judge: Hon. Mindy A. Mora

Debtor's Counsel: Jonathan M. Sykes, Esq.
                  NARDELLA & NARDELLA, PLLC
                  135 W. Central Blvd., Ste. 300
                  Orlando, FL 32801
                  Tel: 407-966-2680
                  Email: jsykes@nardellalaw.com

Total Assets: $4,171,101

Total Liabilities: $7,061,033

The petition was signed by David J. Helbi, chief operating
officer.

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

https://www.pacermonitor.com/view/RMC5ZQY/Fluorotek_USA_Inc__flsbke-21-16236__0001.0.pdf?mcid=tGE4TAMA


FREDERICKSBURG STADIUM: Fitch Lowers 2019B Bonds to 'CCC'
---------------------------------------------------------
Fitch Ratings has downgraded its rating on the City of
Fredericksburg, VA Economic Development Authority's Series 2019B
Revenue Bonds (Fredericksburg Stadium Project), issued on behalf of
SAJ Baseball LLC (SAJ or the obligor), from 'B-' to 'CCC', and
placed the rating on Rating Watch Negative.

RATING RATIONALE

The downgrade reflects the stadium project's financial
underperformance as a result of the coronavirus pandemic and the
increased probability of default on the bonds. The obligor drew
upon the debt service reserve fund (DSRF) to fund the March 1, 2021
interest payment, and has entered into a short-term forbearance
agreement with the existing 2019B bondholders and the 2019B bond
trustee for an additional $5.6 million of New Funding. The obligor
expects the New Funding transaction to close by June 30, 2021 or
soon thereafter.

Fitch expects that the New Funding would provide sufficient
liquidity for the obligor through FY 2021, including capitalized
interest on the New Funding, dedicated funds for the September 2021
principal payment on the 2019B bonds, and working capital to pay
stadium operating expenses. The New Funding is repaid over the next
five years and is expected to be senior in priority of payment to
the 2019B bonds, which pressures aggregate debt service coverage
ratios (DSCR) while the New Funding is outstanding by subordinating
the 2019B bonds. Total DSCR including the New Funding and the 2019B
bonds averages 1.1x from 2022-2027 under Fitch's rating case, with
a minimum of 1.0x.

The expected opening year of the stadium in 2020 was disrupted by
the coronavirus pandemic, and ultimately the 2020 Minor League
Baseball (MiLB) season was cancelled. The club's reliance on
gameday revenues during a period of cancelled games led to
materially lower revenues than originally forecast. Restrictions on
attendance in the beginning of the 2021 season due to the
coronavirus pandemic created further disparity relative to the
club's initial cashflow forecasts.

In addition, the club had expected to sign a naming rights partner
for the new stadium, but has yet to announce a partner, likely a
result of tighter corporate marketing budgets amid the coronavirus,
and in Fitch's opinion, a sign of the untested local support for
the club.

KEY RATING DRIVERS

Minor League Reorganization; Revenue Risk: League Business Model --
Weaker: MiLB underwent a reorganization in 2021, resulting in a
reduction of the number of minor league clubs affiliated with Major
League Baseball (MLB) franchises, while many features of the
overall structure of MiLB were preserved. The reorganization is
expected to improve conditions for MiLB players and provide a
sustainable pipeline of talent for MLB clubs, while continuing to
provide baseball in many communities across the U.S.

Under the new structure, MLB is responsible for oversight of minor
league clubs. Fitch views MLB's oversight of MLB franchises
favorably, though oversight of minor league clubs has not yet been
tested under the new organization structure. While minor league
baseball has a long history, the size of the league and game day
attendance is significantly smaller than other professional
leagues, and the single A level is smaller than the AAA and AA MiLB
leagues. Minor league baseball has a significant track record of
local support in established markets. Fitch notes that all player
costs are an obligation of the MLB team, which limits financial
pressure on the MiLB team but also demonstrates the lack of control
by the MiLB affiliate.

Untested Local Support; Revenue Risk: Franchise -- Weaker: The
Fredericksburg Nationals have an established track record of
support at the franchise's previous location in Potomac, and
tracked similarly to peers in terms of historical attendance. The
team relocated to Fredericksburg and built the new stadium for the
2020 season, which was ultimately cancelled due to the coronavirus
pandemic, making 2021 the inaugural year. The club maintained its
affiliation with the Washington Nationals during the minor league
restructuring in February 2021, and is now the Low-A affiliate of
the Nationals (previously the Class A-Advanced affiliate), subject
to future renewals.

While initial support from the Fredericksburg community for the
team has been strong, there are uncertainties related to
medium-to-long fan support for game day ticket sales and corporate
support for suites and sponsorships over the debt term. While a
relatively limited risk, the team is subject to renewals of future
affiliation agreements that could weaken support.

New Facility, Low Complexity; Infrastructure Development and
Renewal -- Midrange: Given the limited complexity of the stadium,
near-to-medium term capital expenditures are expected to be
limited. However, as with all sports facilities, maintaining the
fan experience and value to corporate sponsorships is key to
long-term interest and attendance levels. To the extent that excess
cash flow is limited due to the effects of the coronavirus pandemic
or lower demand, the ability to fund capital needs in the future to
maintain interest may be constrained.

Long Dated, Subordinate to New Funding; Debt Structure -- Weaker
(Revised from Midrange) The 2019B bonds hold a senior ranking in
cashflows, but are expected to be subordinated to the New Funding
during its expected five-year tenor. While the 2019B bonds are
otherwise senior-lien, amortizing and level, the 25-year maturity
is a risk to this transaction and an outlier amongst Fitch rated
sports facilities. Covenants may be revised to prioritize the New
Funding, but are currently adequate, including a cash-funded DSRF
at maximum annual debt service (MADS), a 2.0x distribution lockup
test and limitations on additional borrowing. There are limited
additional bondholder protections in the event financial
performance does not meet expectations.

Financial Analysis: Fitch's financial analysis includes the New
Funding closing in FY 2021, which is expected to be senior in
priority of payment to the 2019B bonds. As such, Fitch assesses the
aggregate DSCR (including both the New Funding and the 2019B bonds)
as the key metric. Under Fitch's rating case, the additional debt
service on the New Funding (net of capitalized interest) will
pressure aggregate DSCRs, with DSCR of 1.1x from 2022-2026, and a
minimum DSCR of 1.1x occurring in 2022. There is modest relief from
the deferral of deposits into the capital reserve in 2022 and 2023,
and thin liquidity in the form of unrestricted cash and the partly
replenished DSRF in the event of continued underperformance.

Fitch's rating case for 2022 assumes ticket revenue of $2.7
million, sponsorships of $2.0 million, net concessions of $1.2
million and total revenues of $6.9 million, with operating expenses
of $3.8 million and EBITDA of $3.1 million. Under the rating case,
Fitch assumes revenues increase to $7.8 million by 2024, and $8.7
million by 2029, with moderate growth in EBITDA from $3.3 million
in 2024 to $3.7 million in 2029. Longer term, DSCR continues to
average 1.5x from 2030 through 2044.

PEER GROUP

There are no comparable peers rated by Fitch. Fitch publicly rates
league-wide borrowing programs in the 'A' category secured by
long-term contractually obligated media contracts with a
long-history of renewals and a proven, widespread media audience.
Fitch publicly and privately rates professional sports league
stadium and arena projects in the 'BBB' and 'BB' categories.
Ratings in the 'BBB' category include facilities and franchises
with midrange and stronger league assessment scores combined with a
long-demonstrated history of fan and corporate support with
conservative debt structures. BB category professional facilities
include more midrange attribute assessment scores with moderate
levels of financial flexibility compared to peers in the 'BBB'
category.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Resolution of the Watch would be contingent upon the
    successful closing of the New Funding in order to provide
    sufficient liquidity through the 2021 season, as well as
    continued operations through the remainder of the 2021 season
    with solid attendance levels;

-- Over the longer term, DSCR for both the New Funding and the
    2019B bonds in excess of 1.3x

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Inability to execute the New Funding as proposed or otherwise
    maintain sufficient liquidity to fully cover all operating
    costs and debt service in 2021;

-- Additional indebtedness which further subordinates the 2019B
    bonds.

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 UPDATE

In March 2021, SAJ drew $500K from the DSRF on the 2019B bonds, due
to insufficient cashflow. SAJ began negotiating with the Trustee
for the 2019B bonds, on behalf of the 2019B bondholders, to obtain
$5.6 million of New Funding. In May 2021, SAJ drew an additional
$800K from the DSRF for interim working capital purposes, as part
of a short-term forbearance agreement pending completion and
implementation of the New Funding. SAJ expects to close on the
additional $5.6 million of New Funding (to be provided by existing
series 2019B bondholders [the New Funding]) by June 30, 2021 or
soon thereafter.

The New Funding is envisaged at the rate of 7%, with a tenor of no
more than 5.5 years, and level annual principal payments of $1.12
million. Bond documents will be amended to render the New Funding
senior in right of payment to the 2019B bonds rated by Fitch. Fitch
does not expect to rate the New Funding transaction. There will be
a suspension of the debt service coverage covenant until FYE 2023.

Assuming the club secures the New Funding, this would support debt
service on the 2019B bonds through March 1, 2022. Fitch views it as
likely that the worst of the financial distress is behind the club,
but given the club's untested management of operations, the level
of distress on the project is likely to remain at 'CCC' category
for the near term, reflecting that continued financial
underperformance could lead to further draws on the debt service
reserve fund, which is already partly depleted. The rating could
potentially migrate to the 'B' category if the club is able to
exceed cashflow forecasts and exhibit stable operations with solid
coverage of both the New Funding and the 2019B bonds absent
capitalized interest support.

The Minor League Baseball season started in May 2021, and the club
reports attendance levels ranging from 2,00 to 4,000 through recent
games.

FINANCIAL ANALYSIS

The original 10-year sponsor case has not been updated since the
2019 financing. The sponsor has provided a one-year budget for
2021, as well as a monthly cashflow estimate for the 2021 season
including the New Funding. The monthly cashflow estimate shows a
June 2021 month-end cash balance of approximately $4 million
including the New Funding proceeds, declining to $2 million by the
end of the fiscal year in October 2021, in order to fully cover
operating expenses and debt service.

The DSRF is expected to be partly replenished upon closing of the
New Funding to around $1.9 million, still below the MADS
requirement of $2.47 million. The monthly cashflow estimate assumes
2,000 turnstile attendance per game, which has been the average
from the opening of the stadium through mid-June. Notably, June has
averaged higher turnstile attendance, in the range of 2,800-3,800.

Fitch's financial analysis assumes the New Funding closing in FY
2021, which is expected to be senior in priority of payment to the
2019B bonds. As such, Fitch assesses the aggregate DSCR (including
both the New Funding and the 2019B bonds) as the key metric. Under
Fitch's base case, revenues are more closely aligned to the
sponsor's pre-COVID projections less a haircut of 15%-20% depending
on the gameday line item, resulting in total revenues increasing to
$8.4 million in FY23, and EBITDA of around $4 million from
2022-2026, resulting in adequate 1.3x DSCR of both the New Funding
and the 2019B bonds.

Under Fitch's rating case, the additional debt service on the New
Funding (net of capitalized interest) will pressure aggregate
DSCRs, with average DSCR of 1.1x from 2022-2026, and a minimum DSCR
of 1.0x occurring in 2022. There is modest relief from the deferral
of deposits into the capital reserve in 2022 and 2023, and thin
liquidity in the form of unrestricted cash and the partly
replenished DSRF in the event of continued underperformance.
Fitch's assumption for 2022 assumes ticket revenue of $2.7 million,
sponsorships of $2.0, net concessions of $1.2 million and total
revenues of $6.9 million, with operating expenses of $3.8 million
and EBITDA of $3.1 million. Under the rating case, Fitch assumes
revenues increase to $7.8 million by 2024, and $8.7 million by
2029, with moderate growth in EBITDA from $3.3 million in 2024 to
$3.7 million in 2029. Longer term, DSCR continues to average 1.5x
from 2030 through 2044.

To reflect a potential downturn in attendance, whether due to a
combination of lingering effects from the coronavirus or weaker
economic conditions, Fitch's sensitivity case includes additional
delays in revenues over the near term, with lower profitability
than the sponsor case (EBITDA of $1.9 million in 2022 and 2023,
increasing to $2.4 million by 2025). Considering the New Funding
and its priority in payment over the 2019B bonds, this scenario now
shows DSCR below 1.0x and an inability to fully repay the New
Funding and the 2019B bonds. Unrestricted cash of $2 million plus
the DSRF are depleted by 2024. If these lower cashflows were to
transpire in 2022, Fitch would lower the rating to 'CC' or 'C'
indicating a high likelihood of default.

SECURITY

The 2019B bonds are secured by the net revenues generated from the
operation of the stadium project. Further structural protections
include a non-relocation agreement, as well as a lien on the
leasehold deed of trust for the stadium.

ESG CONSIDERATIONS

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.


FRIDAY HEALTH: A.M. Best Hikes Financial Strength Rating to C(Weak)
-------------------------------------------------------------------
AM Best has upgraded the Financial Strength Rating (FSR) to C
(Weak) from C- (Weak) and the Long-Term Issuer Credit Rating
(Long-Term ICR) to "ccc" (Weak) from "cc-" (Weak) of Friday Health
Plans of Colorado, Inc. (Friday Health Plans of Colorado) (Alamosa,
CO). The outlook for the FSR has been revised to stable from
positive while the outlook for the Long-Term ICR is positive.

These Credit Ratings (ratings) reflect Friday Health Plans of
Colorado's balance sheet strength, which AM Best assesses as very
weak, as well as its marginal operating performance, limited
business profile and weak enterprise risk management.

The upgrade and the positive outlook of the Long-Term ICR reflect
AM Best's expectation of continued improvement in the company's
balance sheet strength assessment. While risk-adjusted
capitalization was very weak for 2020, as measured by Best Capital
Adequacy Ratio (BCAR), absolute capital and surplus levels
increased to $15.9 million, up from $3.2 million in 2019. The
improvement is primarily driven by capital support provided by
Friday Health Plan of Colorado's parent, Friday Health Plans, Inc.
(Friday Health Plans), which completed a $50 million capital
fundraising in 2020, and deployed $11 million in surplus notes and
$7.5 million in equity to Friday Health Plans of Colorado.
Furthermore, in 2020, Friday Health Plans of Colorado entered into
a 50% quota share reinsurance agreement with AXA, providing capital
relief. In March 2021, Friday Health Plans completed a second round
of capital raising securing approximately $160 million in funding,
which will be deployed to Friday Health Plans of Colorado and to
new services areas in support of regulatory capital requirements
and business growth.

Operating results continue to be depressed as Friday Health Plans
of Colorado continues to expand. In 2020, underwriting results were
negative, reflecting unfavorable experience from New Mexico Health
Connection, a business that Friday Health Plans of Colorado assumed
in 2020. AM Best expects operating results to continue to fluctuate
as the company continues to grow its operations and implement
changes. From a business profile perspective, Friday Health Plans
of Colorado is mainly concentrated in the individual exchange
business in certain areas in Colorado and in New Mexico, which
limits its reach. However, the company is evaluating expansion into
other state markets. Friday Health Plans of Colorado continues to
refine its controls and risk management processes further to ensure
that it has feasible capabilities for its business expansion.



GALLERIA OF ST. MATTHEWS: Taps Duncan Galloway as Special Counsel
-----------------------------------------------------------------
Galleria of St. Matthews, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Kentucky to employ
Duncan Galloway Egan Greenwald, PLLC as its special counsel.

The firm has agreed to represent the Debtor in its real estate
transactions at an hourly rate of $325.

Kyle Galloway, Esq., a partner at Duncan Galloway, disclosed in a
court filing that the firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Kyle P. Galloway, Esq.
     Duncan Galloway Egan Greenwald PLLC
     9625 Ormsby Station Rd
     Louisville, KY 40223
     Email: kgalloway@dgeglaw.com

                  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)).  It is the owner of a
fee simple title to a property located at 4101-4127 Oechsli Ave.,
Louisville, Ky., valued at $1.75 million.

Galleria of St. Matthews sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ky. Case No. 21-30360) on Feb. 19,
2021. Enrique L. Pantoja, manager, signed the petition.  In the
petition, the Debtor disclosed total assets of $1,817,376 and total
liabilities of $4,024,374.

Judge Charles R. Merrill oversees the case.

Kaplan Johnson Abate & Bird, LLP and Duncan Galloway Egan
Greenwald, PLLC serve as the Debtor's bankruptcy counsel and
special counsel, respectively.


GEX MANAGEMENT: Joseph Frontiere Named Executive Director
---------------------------------------------------------
Joseph Frontiere was appointed as GEX Management's executive
director.  Mr. Frontiere currently serves as the executive chairman
of 27 Health, LLC and brings with him several years of experience
as a business development executive in the professional services,
retail and entertainment industry.

                       About GEX Management

GEX Management -- http://www.gexmanagement.com-- is a professional
business services company that was originally formed in 2004 as
Group Excellence Management, LLC d/b/a MyEasyHQ.  The Company
formed GEX Staffing, LLC in March 2017.

GEX Management reported a net loss of $224,947 in 2020, a net loss
of $100,200 in 2019, and a net loss of $5.10 million in 2018.  As
of March 31, 2021, the Company had $3.31 million in total assets,
$4.82 million in total liabilities, and a total shareholders'
deficit of $1.51 million.


GIRARDI & KEESE: Erika Accuses Trustee's Lawyer of Harassment
-------------------------------------------------------------
Law360 reports that Erika Girardi wants to disqualify an attorney
hired to investigate her in bankruptcy proceedings tied to her
disgraced ex-husband, Thomas V. Girardi, saying the attorney has
been conducting an online "jihad of extra-judicial statements"
targeting her since being appointed earlier this June 2021.

In a motion for reconsideration filed Friday, June 25, 2021, Erika
Girardi urged U.S. Bankruptcy Judge Barry Russell to rethink a June
8, 2021 decision that allowed the liquidating trustee overseeing
her ex-husband's law firm Girardi Keese to hire attorney Ronald
Richards to dig into her finances.

                       About Girardi & Keese

Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.

An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.

The petitioners' attorneys:

         Andrew Goodman
         Goodman Law Offices, Apc
         Tel: 818-802-5044
         E-mail: agoodman@andyglaw.com

Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee.

The Chapter 7 trustee can be reached at:

         Elissa D. Miller
         333 South Grand Ave., Suite 3400
         Los Angeles, California 90071-1406
         Telephone: (213) 626-2311
         Facsimile: (213) 629-4520
         E-mail: emiller@sulmeyerlaw.com


GISELE ALLARD: Accord with 50 East 126th Street Realty OK'd
-----------------------------------------------------------
Bankruptcy Judge Martin Glenn approved a settlement agreement
entered into by Alan Nisselson, in his capacity as Chapter 7
trustee of the estate of Gisele Bouillette Allard, and 50 East
126th Street Realty, LLC, over the treatment of 126 Realty's
claim.

The Court authorized the Trustee to expend estate funds to procure
insurance policies.

The Court held that the parties' Stipulation is fair and equitable,
within the range of reasonableness, and in the best interests of
the Debtor's estate.

The Court overruled the Debtor's objection to both the settlement
and 126 Realty's Claim No. 3.  The Court says the Claim Objection
lacks merit.  The Court canceled a July 7 hearing on the Claim
Objection.

The Debtor argued that a scrivener's error in a judgment of
foreclosure and sale order by New York State Supreme Court Justice
Judith N. McMahon, dated September 28, 2018, became the basis for a
claim in excess of $5 million ($5,255,638.91), where -- the Debtor
contends -- the claim amount should have been entered as
$525,538.91. The Debtor argues the amount of "$5,255,38.91" -- the
sum which is in fact expressly included in the JFS Order -- should
be interpreted to mean $525,538.91 rather than $5,255,638.91.

The Court said the Debtor's argument is easily refuted, however,
because the $5,255,638.91 amount (1) appears later in the JFS
Order, (2) equals the correct mathematical result when applying 25%
compound interest to the $94,677.16 principal for 19 years, and (3)
is included in the Debtor's own schedules.

Alas, this is not the first time the Debtor has objected to the
amount awarded to 126 Realty by the State Court, according to Judge
Glenn. The Debtor has made several unsuccessful attempts to
overturn this judgment, seeking to have the state trial court
reconsider its decision, as well as seeking to appeal the trial
court decision.

"The Court recognizes the substantial difference between the
original principal amount of Debtor's debt -- $100,00 -- and the
staggering amount she now owes -- in excess of $7 million," Judge
Glenn noted.  He held, however, that the bankruptcy court may not
review the State Court's decision.  Judge Glenn held that a claim
based on a state court judgment is entitled to full faith and
credit, and a federal court may not look behind it, citing 28
U.S.C. Section 1738; Kremer v. Chem. Const. Corp., 456 U.S. 461,
462-63 (1982) ("As one of its first acts, Congress directed that
all United States courts afford the same full faith and credit to
state court judgments that would apply in the State's own courts.
Act of May 26, 1790, ch. 11, 1 Stat. 122, 28 U.S.C. [Sec.] 1738.").
Judge Glenn also held that the Rooker-Feldman doctrine prevents
litigants from challenging state court orders in federal courts as
a means of re-litigating matters that were considered and decided
by a court of competent jurisdiction.  Even if the Court had
jurisdiction to review the validity of the foreclosure judgment,
Judge Glenn said the Debtor's arguments would be barred by res
judicata. Because the Debtor was a party to the State Court
foreclosure action, and because she could have raised these
defenses in that action, she is barred from asserting them at this
juncture. Additionally, no extrinsic fraud is alleged in the
procurement of the foreclosure judgment.

A copy of the Court's June 21, 2021 Memorandum Opinion and Order is
available at:

         https://www.leagle.com/decision/inbco20210622661

Gisele Bouillette Allard filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 18-14092) on December 19, 2018.  The case
was later converted to Chapter 7.  The Debtor owed several real
estate properties in New York and Florida.

The Debtor is currently on her fourth attorney. She has been
represented in this case by Steven Amshen, Esq., at Petroff Amshen
LLP; Robert J. Gumenick, Esq., and Joel Shafferman, Esq., at
Shafferman & Feldman, LLP; and Anne Rosenbach, Esq., at Anne
Rosenback, Esq., PLLC.

Alan Nisselson has been appointed as Chapter 7 trustee and is
represented by Windels Marx Lane & Mittendorf's Leslie Barr, Esq.

Greg M. Zipes, Esq., represents 50 East 126th Street Realty LLC.



GLOBAL ATLANTIC: Fitch Rates New Jr. Subordinated Debentures 'BB+'
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Global Atlantic
Financial Group's (GAFG) new issuance of junior subordinated
debentures maturing Oct. 15, 2051. The notes are issued out of
Global Atlantic (Fin) Company and are fully and unconditionally
guaranteed by Global Atlantic Financial Limited. Both Global
Atlantic (Fin) Company and Global Atlantic Financial Limited have
Long-Term Issuer Default Ratings (IDRs) of 'BBB+'.

Fitch has assigned the notes a rating three notches below the
Long-term IDR under a ring-fencing assumption for the U.S. based
issuer, reflecting two notches for subordination and one notch for
minimal non-performance. The notes would not receive equity credit
in the financial leverage calculation under Fitch's rating
criteria. All other GAFG related ratings are unaffected by this
rating action.

KEY RATING DRIVERS

GAFG intends to use the proceeds from the junior subordinated
debentures for working capital and general corporate purposes,
which may include repaying its current outstanding junior
subordinated debentures on or after October 2021. Pro forma
financial leverage net of the debt repayment is expected to remain
within rating expectations. GAFG is expected to manage pro forma
financial leverage down over the near to medium term.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Improved and diversified business profile demonstrated by
    consistent earnings and revenue contributions by business
    segments;

-- Achieve very strong capitalization and leverage which includes
    RBC above 450%, a PRISM capital model score of 'Very Strong',
    and financial leverage below 25%;

-- GAAP fixed charge coverage above 10x on a sustained basis
    assuming a longer-term debt profile consistent with peers;

-- Continued low credit related investment losses.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- A decline in capitalization and leverage which includes RBC
    below 375%, a PRISM capital model score at the low end of
    'Strong', and financial leverage above 30%;

-- ROE declining to below 10% on a sustained basis;

-- Decline in GAAP fixed charge coverage ratio below 6x.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond 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 four 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.

ESG CONSIDERATIONS

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.


GLOBAL ATLANTIC: Moody's Gives 'Ba1(hyb)' Rating to Sub. Debt
--------------------------------------------------------------
Moody's Investors Service has assigned a Ba1(hyb) rating to Global
Atlantic (Fin) Company's anticipated issuance of 30-year
subordinated debt. Proceeds from the offering will be used for
working capital and other general corporate purposes, including
potentially repaying approximately $250 million of subordinated
debentures due in 2046. The outlook on Global Atlantic and its
insurance subsidiaries is unchanged at positive.

RATINGS RATIONALE

The Baa3 senior unsecured debt rating on Global Atlantic and the A3
insurance financial strength (IFS) ratings of its insurance company
subsidiaries are based on the company's improving business profile,
reflecting its growing and increasingly diversified footprint in
the life insurance industry. Global Atlantic's success in its
retail insurance platform, which includes annuities, preneed, and
life insurance, is augmented by its strong institutional business,
including block, flow and pension risk transfer reinsurance.
Moody's expects that Global Atlantic will maintain its strict focus
on profitability and continue to generate consistently strong
returns on capital (ROC) while maintaining good capital levels. The
rating agency noted that the company's strengths are tempered by
the rapid expansion of the annuity business, investment risk, as
well as disintermediation risk and related ALM complexities.

The Ba1(hyb) rating on the subordinated debt reflects Moody's
typical notching for instruments issued by insurers relative to
their IFS and senior debt ratings.

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

According to Moody's, the following factors could lead to an
upgrade of Global Atlantic's ratings: 1) successful execution of
KKR transaction and realization of potential revenue synergies; 2)
no material changes to the company's business strategy or risk
profile; 3) NAIC company action level (CAL) risk based capital
(RBC) ratio consistently remains above 400%, after adjusting for
captive reinsurers; and 4) profitable premium growth is maintained
and well balanced between life insurance and annuities.

Given Global Atlantic has a positive outlook, a downgrade is
unlikely. However, the following could result in the outlook
returning to stable from positive: 1) revenue synergies from KKR
transaction do not materialize; 2) increased risk profile or growth
appetite, including another material acquisition; 3) reduced
profitability of Global Atlantic with ROC falling below 10%
(consolidated GAAP); 4) a decline in the NAIC CAL RBC ratio to
below 400%; or 5) adjusted financial leverage consistently above
25% (consolidated GAAP).

AFFECTED RATINGS

The following rating has been assigned:

Global Atlantic (Fin) Company: backed subordinated debt rating at
Ba1(hyb).

The outlook on Global Atlantic and its affiliates is unchanged at
positive.

The principal methodology used in these ratings was Life Insurers
Methodology published in November 2019.

Commonwealth Annuity and Life Insurance Company, the primary life
operating company of Global Atlantic, reported statutory net income
of $73.4 million for the first three months of 2021. As of March
31, 2021, Commonwealth Annuity and Life Insurance Company reported
capital and surplus of $3.3 billion and statutory assets of $46.1
billion.


GLOBAL ATLANTIC: S&P Rates Junior Subordinated Debentures 'BB'
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB' rating to Global Atlantic
Financial Group's fixed-to-fixed reset rate junior subordinated
debentures. The issue rating is two notches below its 'BBB-'
long-term issuer credit rating on Global Atlantic (Fin) Co. based
on the subordination of the issue and the optional interest
deferability. The debentures are fully guaranteed by Global
Atlantic Financial Ltd. (GAFG).

The debentures will rank junior to all of GAFG or Global Atlantic
(Fin) Co.'s existing and future senior and subordinated
indebtedness. The interest on these debentures is cumulative, if
deferred. Barring a regulatory capital event, tax event, or rating
agency event (as defined in the offering prospectus), GAFG has the
option to redeem the debentures three months prior to (and
including) Oct. 15, 2026. S&P will likely view the debentures as
having intermediate equity content for the purpose of capital
adequacy calculations and include them in GAFG's total adjusted
capitalization.

GAFG may use the proceeds from this issuance to retire its existing
junior subordinated debenture that is callable in October 2021 as
well as for general corporate purposes. Following this issuance and
retirement of $250 million in outstanding hybrid debt, we expect
financial leverage on a reported equity basis to remain elevated
between 35%-40% (around 25%-30% excluding accumulated other
comprehensive income). The elevated leverage also reflects the
recent accounting change as GAFG moved to Purchase Generally
Accepted Accounting Principles (P-GAAP) starting February 1, 2021,
affecting its reported shareholder equity. S&P expects fixed-charge
coverage above 5x over the next 12-24 months.



GO WIRELESS: Moody's Affirms B2 CFR & Alters Outlook to Stable
--------------------------------------------------------------
Moody's Investors Service affirmed all ratings of Go Wireless
Holdings, Inc., including the B2 corporate family rating. The
outlook was changed to stable from negative.

"The outlook change to stable recognizes the largely-successful
mitigation measures that Go undertook to preserve liquidity and
profitability during the height of the pandemic, with the result
there was only modest deterioration in credit metrics at the
trough, and the rebound continues with LTM March debt/EBITDA of 4.2
times and EBITA/interest approaching 2 times," stated Moody's Vice
President Charlie O'Shea. "As "normalcy" returns, Go remains
well-positioned as a critical member of the Verizon family, which
remains a key rating factor."

Affirmations:

Issuer: Go Wireless Holdings, Inc.

Corporate Family Rating, Affirmed B2

Probability of Default Rating, Affirmed B2-PD

Gtd Senior Secured First Lien Term Loan, Affirmed B2 (LGD3)

Outlook Actions:

Issuer: Go Wireless Holdings, Inc.

Outlook, Changed To Stable From Negative

RATINGS RATIONALE

Go Wireless' ratings consider its position as a critical
third-party partner of Verizon, its reliance on cellphone
manufacturers for continued product innovation, and the risk of
volatile customer demand related to new product malfunctions or
changing consumer preferences. The rating acknowledges Go Wireless'
moderate credit metrics with debt/EBITDA 4.2x and EBITA/interest of
1.9x. Go Wireless benefits from its solid competitive position as a
leading independent retailer of Verizon wireless products, as well
as a provider of services and accessories for mobile electronic
devices. The rating also recognizes Go Wireless' favorable
qualitative profile that benefits from the nondiscretionary nature
of cell phones as well as its diverse sources of revenue, including
insurance and warranty offerings and accessories. The rating also
considers Go Wireless' mutually beneficial relationships with
Verizon and cellphone manufacturers, which is a competitive
advantage over smaller operators, as well as its good liquidity.

The stable outlook considers the flexibility of Go's business
model, which was demonstrated during the pandemic as costs were
reduced to meet reductions in consumer demand, as well as its good
liquidity.

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

Ratings could be upgraded if Go Wireless maintains a conservative
financial policy towards shareholder returns and future
acquisitions, with improving operating performance such that
debt/EBITDA was maintained below 4.5x and EBITA/interest was
sustained above 2.0x and the company maintains good liquidity.

Ratings could be downgraded if any factors cause debt/EBITDA to
approach 6.0x and EBITA/interest to approach 1.25x or if liquidity
were to weaken.

Go Wireless, headquartered in Las Vegas, NV, is a leading
independent retailer of Verizon wireless products, in addition to
accessories and services for mobile devices. The company operates
over 657 stores in 32 states. Revenue for the last twelve month
period ended March 31, 2021 was approximately $1 billion. Go
Wireless is wholly-owned by company management.

The principal methodology used in these ratings was Retail Industry
published in May 2018.


GOLDEN NUGGET: Moody's Affirms Caa1 CFR & Alters Outlook to Pos.
-----------------------------------------------------------------
Moody's Investors Service affirmed Golden Nugget, LLC's Caa1
corporate family rating, and Caa1-PD probability of default rating.
In addition, Moody's affirmed the company's B2 senior secured bank
credit facility rating, Caa2 senior unsecured notes rating and Caa3
senior subordinated note rating. The outlook was changed to
positive from negative.

"The affirmation of the Caa1 CFR reflects Golden Nugget's high
leverage and weak interest coverage coupled with the uncertainty of
its ability to significantly strengthen credit metrics over the
near term through earnings improvement alone." stated Bill Fahy,
Moody's Senior Credit Officer. For the LTM period ending March 31,
2021, debt to EBITDA was about 11 times while EBIT to interest was
well under 1.0. "However, the change in outlook to positive
reflects Golden Nuggets good liquidity which will provide the
company with the resources needed to drive positive same store
sales and grow earnings back to pre-pandemic levels over time."
stated Fahy.

The positive outlook reflects Moody's view that as government
restrictions are scaled back or eliminated same store sales will
continue to improve and help drive higher earnings that will result
in stronger credit metrics over time while maintaining good
liquidity. The outlook also takes into consideration that the
proposed merger between Fertitta Entertainment Inc. (FEI) and FAST
Acquisition could result in a material reduction in total debt
although the amount of repayment is undetermined at this time.

Affirmations:

Issuer: Golden Nugget, LLC

Probability of Default Rating, Affirmed Caa1-PD

Corporate Family Rating, Affirmed Caa1

Senior Subordinated Regular Bond/Debenture, Affirmed Caa3 (LGD6)

Senior Secured Term Loan, Affirmed B2 (LGD2)

Senior Unsecured Regular Bond/Debenture, Affirmed Caa2 (LGD5)

Outlook Actions:

Issuer: Golden Nugget, LLC

Outlook, Changed To Positive From Negative

RATINGS RATIONALE

Golden Nugget's Caa1 CFR is constrained by its high leverage, weak
coverage, and a history of debt financed transactions. Golden
Nugget benefits from its material scale, the brand value of its
various restaurant and gaming properties, good geographic
diversification and good liquidity.

The restaurant sector has been one of the sectors most
significantly affected by the coronavirus outbreak given its
exposure to widespread location restrictions and closures as well
as its sensitivity to consumer demand and sentiment. Moody's regard
the coronavirus outbreak as a social risk under Moody's ESG
framework, given the substantial implications for public health and
safety.

Golden Nugget's private ownership is a rating constraint given the
potential implications from both a capital structure and operating
perspective. Financial strategies are always a key concern of
privately-owned companies with regards to the potential for higher
leverage, extractions of cash flow via dividends, or more
aggressive growth strategies.

Restaurants by their nature and relationship with sourcing food and
packaging, as well as an extensive labor force and constant
consumer interaction are deeply entwined with sustainability,
social and environmental concerns. While these factors may not
directly impact the credit, they can impact brand image and
consumers view of the brands overall.

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

Factors that could result in a higher rating include a sustained
improvement in operating performance, liquidity and credit metrics.
Specifically an upgrade would require debt to EBITDA sustained
below 6.5 times and EBITA to interest sustained above 1.1 times. A
higher rating would also require good liquidity.

Ratings could be downgraded should Golden Nugget be unable to
strengthen credit metric from current levels or should there be any
deterioration in liquidity.

The principal methodology used in these ratings was Restaurant
Industry published in January 2018.

Golden Nugget owns and operates the Golden Nugget hotel, casino,
and entertainment resorts in downtown Las Vegas and Laughlin,
Nevada, Lake Charles Louisiana, Biloxi Mississippi and Atlantic
City New Jersey. The company also owns and operates mostly upscale
and casual dining restaurants under the trade names Landry's
Seafood House, ChartHouse, Saltgrass Steak House, Rainforest Cafe,
Bubba Gump, McCormick & Schmicks, Dos Caminos, Bill's Bar & Burger,
Joe's Crab Shack, Brick House Tavern + Tap, Morton's Restaurants,
Inc, Del Frisco's Double Eagle, Del Frisco's Grille, and Mastro's
as well as restaurants from RUI. Golden Nugget is wholly owned
indirectly by Fertitta Entertainment, Inc. which is wholly owned by
Tilman J. Fertitta.


GUDORF PLUMBING: Ongoing Operations to Fund Plan Payments
---------------------------------------------------------
Gudorf Supply Company, Inc., d/b/a Gudorf Plumbing, Heating,
Cooling and Electrical, Inc., submitted an Amended Combined Small
Business Chapter 11 Plan of Reorganization and Disclosure Statement
dated June 22, 2021.

The Debtor is a small business Debtor as that term is defined under
11 U.S.C. Sec. 101 (51D) because the aggregate of its debts is less
than $2,725,625, making this case is a small business case under 11
U.S.C Sec. 101 (51C).  As such, under the Bankruptcy Abuse
Prevention and Consumer Protection Act of 2005, this Plan may
combine the information of a separate Disclosure Statement.

The profits available to creditors under the Plan will first be
used to satisfy any and all outstanding administrative fees and
expenses of the Debtor's professionals and the Subchapter V Trustee
and any other administrative expenses of the Debtor. The profits
will then be used to make pro rata distributions to the holders of
Allowed Claims.

Such payments shall under the supervision of the Trustee to the
extent the Trustee determines it is necessary for the execution of
the Plan, provided, however, that upon consent of the Trustee the
Debtor shall have the ability to make direct distributions to
creditors in conformance with this Plan and provide an accounting
of such distributions to the Trustee. If the Plan is confirmed
under Sec. 1191(b), the Trustee shall have full access to the
accounts used by the Debtor and the Debtor shall provide the
Trustee with each monthly statement related to such bank account.

In its motion to use cash collateral the Debtor suggested the Axos
Bank was the primary secured creditor having an interest in cash
collateral. That suggestion was incorrect as Internal Revenue
Service later demonstrated that its tax liens were the first and
best perfected security interest in cash collateral and
uncertificated personal property. As such and given the amount of
its claims, IRS is the primary secured creditor treated under the
Plan with respect to all collateral except hard assets encumbered
by PMSI claims.

The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:

     * Class 3 consists of Allowed General Unsecured Claims which
claims shall receive a pro rata payment after satisfaction of the
superior class claims treated under the Plan up to the full amount
of the allowed claim of such creditor. Such claims shall be
allowed, settled, compromised, satisfied and paid by a quarterly
distribution of 100% of the net profits of the Debtor for the
preceding quarter calculated in accordance with generally accepted
accounting principles for 20 quarters following confirmation of the
Plan. Class 3 is impaired and is entitled to vote on the Plan.

     * Class 4 consists of the Equity Interests, which interests
shall be retained by existing shareholders. Under Subchapter V the
Court may confirm a Plan that allows the owners of the interests in
the Debtor to retain those interest despite any failure of the Plan
to pay creditors in full. Michael Gudorf shall retain his ownership
interests under the Plan.

The Debtor shall continue to operate its business in accordance
with the projection of income, expense and cash flow, and shall pay
its net after tax cash profit to satisfy creditor claims.  

Cash generated by ongoing operations shall first be used to fund
administrative expenses, including professional and case Trustee
fees and expenses. Given their size such payment will consume much
of the cash available to creditors. After satisfaction of these
claims, general unsecured creditors shall be paid pro rata out of
all remaining Plan payments.

The Plan shall last for 59 months following the first payment made
under it, which is due within 30 days of the date the Confirmation
Order becomes a Final Order. Given the liquidation value of the
company, the Plan could be as short as 36 months but the Debtor has
elected to offer creditors a full five-year term.

A full-text copy of the Amended Combined Small Business Plan and
Disclosure Statement dated June 22, 2021, is available at
https://bit.ly/35VjcaK from PacerMonitor.com at no charge.

Attorney for the Debtor:

     KC Cohen
     KC Cohen, Lawyer, PC
     151 N. Delaware St., Ste. 1106
     Indianapolis, IN 46204
     Phone: 317-715-1845
     kc@esoft-legal.com

                  About Gudorf Supply Company

Gudorf Supply Company, Inc., a residential heating and air service
company in Jasper, Ind., filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No.
21-70158) on March 10, 2021. Michael Gudorf, president, signed the
petition.  At the time of the filing, the Debtor disclosed total
assets of up to $50,000 and total liabilities of up to $10
million.

Judge Andrea K. McCord oversees the case.

The Debtor tapped KC Cohen, Lawyer PC as legal counsel; Michael L.
Einterz, Esq., at Einterz and Einterz as special counsel; and
Richey, Mills & Associates, LLP as financial advisor.


GVS TEXAS: June 29 Deadline Set for Panel Questionnaires
--------------------------------------------------------
The United States Trustee is soliciting members for an unsecured
creditors committee in the bankruptcy case of GVS Texas Holdings I,
LLC, et al..

If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a Questionnaire
available at https://bit.ly/35NzF0i and return no later than 4:00
p.m. (Central Daylight Time), on Tuesday, June 29, 2021, by email
to elizabeth.a.young@usdoj.gov , ATTN: Elizabeth A. Young, and by
email to asher.bublick@usdoj.gov , ATTN: Asher Bublick.

If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.

                     About GVS Texas

GVS Texas Holdings I, LLC are primarily engaged in renting and
leasing real estate properties.

The petitions were signed by Robert D. Albergotti, authorized
party.

GVS Texas Holdings  and its affiliates sought Chapter 11 protection
(Bankr. N. D. Texas Lead Case No. 21-31121) on June 17, 2021. In
its petition, the company listed assets and liabilities of $100
million to $500 million each.

The Debtors tapped Thomas R. Califano, Esq. of Sidley Austin LLP
as general bankruptcy counsel.



HERMITAGE OFFSHORE: Court Approves Wind-Down Chapter 11 Plan
------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that Hermitage Offshore
Services Ltd. won court approval of its Chapter 11 plan, bringing
the supply company a step closer to dissolution.

U.S. Bankruptcy Judge Martin Glenn on Wednesday approved the plan,
which identified secured lenders as the only impaired creditor
class.

Existing shares in Hermitage will be canceled and the business
dissolved. The plan drew only one objection, which was withdrawn
before the Wednesday, June 23, 2021, hearing.

Hermitage sold its most valuable assets to its secured lenders, DnB
Bank ASA and Skandinaviska Enskilda Banken AB, for $100 million of
credit forgiveness in October 2020.

                        About Hermitage Offshore

Bermuda-based Hermitage Offshore Services Ltd. (previously Nordic
American Offshore Ltd.) -- http://www.hermitage-offshore.com/-- is
an offshore support vessel company that owns 23 vessels consisting
of 10 platform supply vessels, or PSVs, two anchor handling tug
supply vessels, or AHTS vessels, and 11 crew boats.  The Company's
vessels primarily operate in the North Sea or the West Coast of
Africa.

The Debtors' OSVs are all focused on, and used primarily in, the
oil and gas business, including in the installation, maintenance,
and movement of oil and gas platforms. Demand for the Debtors'
services, as well as its operations, growth, and stability in the
value of the OSVs, depend on activity in offshore oil and natural
gas exploration, development, and production.

Hermitage Offshore Services Ltd. (Lead Debtor) (Bankr. S.D.N.Y.
Case No. 20-11850) and 20 affiliates sought Chapter 11 protection
on August 11, 2020. The cases are assigned to Judge Martin Glenn.
In the petitions signed by Cameron Mackey, director, the
consolidated cases estimated assets and liabilities in the range of
$100 million to $500 million.

The Debtors tapped Brian S. Rosen, Esq., and Joshua A. Esses, Esq.,
at Proskauer Rose LLP as counsel. The Debtors tapped Perella
Weinberg Partners L.P. as their Investment Banker. They tapped
Napdragon Advisory AB as their Professional Shipping Advisory Firm.
Prime Clerk LLC serves as the Debtors' claims, noticing, and
solicitation agent.


HIGHLAND CAPITAL: Gets Court Okay to Borrow $52 Mil. to Exit Ch.11
------------------------------------------------------------------
Steven Church of Bloomberg News reports that bankrupt Highland
Capital Management, part of the hedge fund coalition that is
selling the MGM movie studio to Amazon, won a judge's permission to
borrow $52 million to exit court oversight.

Highland had reorganized earlier this 2021, but missed its
self-imposed March deadline to end the Chapter 11 bankruptcy, in
part because of litigation and financing concerns, company CEO
James Seery said during a virtual court hearing Friday, June 25,
2021.

Among the company's most valuable remaining assets is a small slice
of MGM and a 90% stake in the home-construction company Trussway,
Seery said.

                About Highland Capital Management

Highland Capital Management, LP was founded by James Dondero and
Mark Okada in Dallas in 1993. Highland Capital is the world's
largest non-bank buyer of leveraged loans in 2007. It also manages
collateralized loan obligations. In March 2007, it raised $1
billion to buy distressed loans. Collateralized loan obligations
are created by bundling together loans and repackaging them into
new securities.

Highland Capital Management sought Chapter 11 protection (Bank. D.
Del. Case No. 19-12239) on Oct. 16, 2019. On Dec. 4, 2019, the case
was transferred to the U.S. Bankruptcy Court for the Northern
District of Texas and was assigned a new case number (Bank. N.D.
Texas Case No. 19-34054). Judge Stacey G. Jernigan is the case
judge.

At the time of the filing, Highland had between $100 million and
$500 million in both assets and liabilities.  

The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy
counsel, Foley & Lardner LLP as special Texas counsel, and Teneo
Capital, LLC as litigation advisor.  Kurtzman Carson Consultants,
LLC, is the claims and noticing agent.

The U.S. Trustee for Region 6 appointed a committee of unsecured
creditors on Oct. 29, 2019. The committee tapped Sidley Austin LLP
and Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, and
FTI Consulting, Inc. as financial advisor.


HOSPITALITY WOODWORKS: Seeks to Hire R H Zimmerman as Accountant
----------------------------------------------------------------
Hospitality Woodworks, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to hire R H Zimmerman
Inc. as its accountant.

The firm's services include:

     a. assisting the Debtor in tracking cash flow compared to the
approved budget;

     b. analyzing financial data and preparing financial reports as
necessary to comply with orders of the court and requests from the
U.S. trustee and other parties-in-interest;

     c. auditing all monthly operating reports filed by the Debtor
to date in its Chapter 11 case and assisting the Debtor in the
amendment of the reports, if any, to ensure accuracy of its
financial condition; and
   
     d. other essential accounting duties.

The firm will charge a flat fee of $750 per month.

As disclosed in court filings, R H Zimmerman is a "disinterested
person" as defined by Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Robert H. Zimmerman
     R H Zimmerman Inc.
     7200 Harbour Landing
     Alpharetta, GA 30005
     Phone: +1 770-475-1651

                    About Hospitality Woodworks

Hospitality Woodworks, LLC is a manufacturer and installer of
custom furniture and millwork commercial interiors, including
upscale restaurants, hotels, and convention centers, primarily in
the southeastern United States, working directly with local and
national companies that operate those facilities.

Hospitality Woodworks sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-51852) on March
5, 2021.  In the petition signed by David Robinson, owner, the
Debtor disclosed up to $500,000 in assets and up to $1 million in
liabilities.  Judge Lisa Ritchey Craig oversees the case.

Rountree, Leitman & Klein, LLC and R H Zimmerman Inc. serve as the
Debtor's legal counsel and accountant, respectively.


IMAGEWARE SYSTEMS: To Dismiss Mayer Hoffman McCann as Accountant
----------------------------------------------------------------
The Board of Directors of ImageWare Systems, Inc. notified Mayer
Hoffman McCann P.C., the Company's independent registered public
accounting firm, that it would be dismissing MHM effective
immediately following the Company's filing of its Quarterly Report
on Form 10-Q for the quarter ending June 30, 2021.  

MHM will continue to serve as the Company's independent registered
public accounting firm until that time.  The Board of Directors is
currently interviewing alternative independent registered public
accounting firms to succeed MHM.

The report of independent registered public accounting firm of MHM
regarding the Company's financial statements for the fiscal years
ended Dec. 31, 2020 and 2019 did not contain any adverse opinion or
disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles, except that the
audit reports for the years ended Dec. 31, 2020 and Dec. 31, 2019
contained an explanatory paragraph disclosing the uncertainty
regarding the Company's ability to continue as a going concern.

During the years ended Dec. 31, 2020 and 2019, and during the
interim period from the end of the most recently completed fiscal
year through June 24, 2021, there were no disagreements with MHM on
any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedures, which
disagreements, if not resolved to the satisfaction of MHM would
have caused it to make reference to such disagreement in its
reports.

                      About ImageWare Systems

Headquartered in San Diego, CA, ImageWare Systems, Inc. --
http://www.iwsinc.com-- provides defense-grade biometric
identification and authentication for access to your data,
products, services or facilities.  The Company delivers
next-generation biometrics as an interactive and scalable
cloud-based solution.  ImageWare brings together cloud and mobile
technology to offer two-factor, biometric, and multi-factor
authentication for smartphone users, for the enterprise, and across
industries.

Imageware Systems reported a net loss of $7.25 million for the year
ended Dec. 31, 2020, compared to a net loss of $11.58 million for
the year ended Dec. 31, 2019.  As of March 31, 2021, the Company
had $11.83 million in total assets, $31.37 million in total
liabilities, $3.39 million in series D convertible redeemable
preferred stock, and a total shareholders' deficit of $22.93
million.

San Diego, California- based Mayer Hoffman McCann P.C., the
Company's auditor since 2011, issued a "going concern"
qualification in its report dated April 2, 2021, citing that the
Company does not generate sufficient cash flows from operations to
maintain operations and, therefore, is dependent on additional
financing to fund operations.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


ISTAR INC: Fitch Raises LT IDR to 'BB' & Alters Outlook to Stable
-----------------------------------------------------------------
Fitch Ratings has upgraded iStar Inc.'s Long-Term Issuer Default
Rating (IDR) to 'BB' from 'BB-'. The Rating Outlook has been
revised to Stable from Positive. Fitch has also upgraded iStar's
senior secured debt rating to 'BBB-' from 'BB+', unsecured debt
rating to 'BB+' from 'BB' and preferred stock rating to 'B' from
'B-'.

KEY RATING DRIVERS

The upgrade reflects Fitch's belief that iStar's asset quality and
portfolio risk profile have continued to improve with further
monetization of legacy assets, growth in exposure to lower-risk
ground leases through iStar's ownership stake in Safehold Inc.
(SAFE; BBB+/Stable), and solid credit performance of the core
portfolio throughout the pandemic. Fitch believes proceeds from the
sale of legacy assets will continue to be deployed into core real
estate finance and net lease investments and follow-on SAFE
offerings, which should improve iStar's earnings metrics and risk
profile over time.

iStar's ratings remain supported by its unique platform relative to
other commercial real estate (CRE) finance and investment
companies, improving asset quality, appropriate leverage,
meaningful proportion of unsecured debt funding relative to
similarly-rated finance and leasing companies, demonstrated access
to the debt markets and solid liquidity profile.

Rating constraints include iStar's focus on the CRE market, which
exhibits volatility through the credit cycle, and the still
challenging environment for certain CRE property types such as
retail and office, which Fitch believes could result in weaker
asset quality and earnings over the medium term. Other rating
constraints include multiple shifts in the firm's strategy over
time; continued, albeit declining, exposure to land and other
legacy noncore assets; and key person risk associated with CEO Jay
Sugarman. Additionally, iStar's performance will be highly
dependent upon continued growth at SAFE, which has a relatively
limited track record, given slower growth in the traditional net
lease and real estate finance businesses in recent years.

The revision of the Rating Outlook to Stable from Positive reflects
Fitch's view that iStar's rating strengths and constraints are
appropriately balanced at the revised rating level.

Legacy assets amounted to $680 million at 1Q21, down 18.2% from
1Q20, despite the impact of the pandemic on real estate values. Of
the remaining legacy assets, $482 million (approximately 10.4% of
iStar's total portfolio assets at carrying value) was comprised of
three legacy assets that iStar intends to develop or hold over a
longer period, although capex are expected to be modest going
forward. The firm is seeking to monetize the remaining $199 million
of legacy assets (4.3% of portfolio assets) over the next 12 to 24
months. Fitch views the firm's progress on its portfolio rotation
favorably, as land assets have adversely influenced iStar's overall
asset quality given the illiquidity of these assets and
inconsistent cash flow generation.

iStar had one non-performing loan (NPL) in its portfolio at 1Q21; a
$56.3 million senior mortgage, accounting for 14.9% of total gross
loans. This is up from 5.1% a year ago due largely to 48%
contraction in the portfolio yoy. Credit performance has otherwise
been solid since the crisis, with strong rent and interest
collection trends throughout the pandemic, but Fitch believes asset
quality metrics could continue to face pressure in the medium term,
given iStar's exposure to entertainment/leisure, hotels, and
retail.

Fitch primarily assesses iStar's leverage on the basis of gross
debt-to-tangible equity, affording 50% equity credit to the
preferred securities. On this basis, leverage was 4.6x at March 31,
2021, up from 3.9x at YE 2019. The increase was driven by the
recognition of GAAP losses in 2020, the implementation of the
current expected credit loss (CECL) accounting standard and modest
share repurchase activity. While leverage has trended above Fitch's
expectations, it is somewhat mitigated by the impact of accumulated
depreciation on iStar's equity, as real estate has historically
been monetized above gross book value. Adding depreciation back to
equity would take iStar's leverage to 3.1x at 1Q21. Leverage would
also be lower considering the $1.5 billion unrealized
mark-to-market gain on iStar's 65.4% ownership stake in SAFE.

At March 31, 2021, approximately 65.3% of iStar's outstanding debt
was unsecured, which is above many similarly-rated balance
sheet-intensive finance and leasing companies. Fitch believes that
unsecured debt enhances the company's operational and financial
flexibility and expects unsecured debt to remain at or above the
current level over the Outlook horizon.

Fitch views iStar's liquidity as adequate for its rating. At March
31, 2021, iStar had $193.9 million of unrestricted cash and $350
million of undrawn capacity on its revolving credit facility. The
firm's next debt maturity is in September 2022, when $287.5 million
of convertible notes come due. As of March 31, 2021, the maximum
amount of commitments iStar may be obligated to fund, assuming all
performance hurdles and milestones are met, totaled $232.2
million.

iStar's management team has sufficient industry experience, but
Fitch believes key person risk continues to reside with CEO Jay
Sugarman. In May 2021, iStar announced that CFO Jeremy Fox-Geen had
decided to leave the company and that there were no plans to fill
the CFO role as others within the firm have the experience to
absorb those duties. Fitch views the turnover at the CFO level
negatively.

The secured debt rating is two notches above iStar's Long-Term IDR
and reflects the collateral backing these obligations, indicating
superior recovery prospects for secured debtholders under a
stressed scenario.

The unsecured debt rating is one notch above iStar's Long-Term IDR
and reflects the availability of sufficient unencumbered assets,
which provide support to unsecured creditors, and relatively low
levels of secured debt in the firm's funding profile. This profile
indicates good recovery prospects for unsecured debtholders under a
stressed scenario. In addition, iStar adheres to a 1.2x
unencumbered assets-to-unsecured debt covenant, which provides
protection to bondholders during periods of market stress.

HYRBID CAPITAL

The preferred stock rating is three notches below iStar's Long-Term
IDR, reflecting that these securities are deeply subordinated and
have loss absorption elements that would likely result in poor
recovery prospects.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

-- Demonstrated solid credit performance in the challenging
    environment, continued execution on efforts to further reduce
    exposure to legacy assets and the redeployment of proceeds in
    assets viewed as core, thereby resulting in improved operating
    performance and a reduced reliance on gain on sale income
    could lead to positive rating action.

-- An upgrade would also be conditioned upon continued growth and
    solid performance in the SAFE business, the maintenance of
    sufficient liquidity and adequate capitalization for the risk
    profile of the portfolio, and continued proactive management
    of the company's debt maturity profile.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- A material weakening in asset quality, as demonstrated by a
    significant increase in NPLs, weaker rent collections in the
    net lease portfolio, weaker performance at SAFE on a
    fundamental or share price basis, a sustained increase in
    Fitch-calculated leverage above 5.0x and/or a significant
    reduction in long-term unsecured funding could lead to
    negative rating action.

-- The secured debt rating, unsecured debt rating and preferred
    stock rating are sensitive to changes in iStar's Long-Term IDR
    as well as changes in the firm's secured and unsecured funding
    mix and collateral coverage for each class of debt. If secured
    debt were to meaningfully increase as a proportion of the
    firm's debt funding and/or unencumbered asset coverage of
    unsecured debt were to decline, it is possible that the upward
    notching for the secured debt and unsecured debt, relative to
    the IDR, could begin to compress. Additionally, if the IDR
    were to approach investment grade, there would be expected to
    be more compression between the secured and unsecured
    notching.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond 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 four 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.

ESG CONSIDERATIONS

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.


JAKKS PACIFIC: Extends COO's Employment Until December 2023
-----------------------------------------------------------
Jakks Pacific, Inc. amended the employment agreement between the
Company and Mr. John (a/k/a Jack) McGrath, its chief operating
officer, and entered into Amendment No. 7 to Mr. McGrath's
Employment Agreement, dated March 4, 2010 which was effective Jan.
1, 2010.  The terms of Mr. McGrath's Employment Agreement have been
amended as follows:

   (i) to extend the Term of the McGrath Employment Agreement for
an
       additional two years through Dec. 31, 2023;

  (ii) to set the Base Salary, effective Jan. 1, 2022, at the rate
       of $520,000 per annum;

(iii) addition of a performance bonus opportunity for fiscal
years
       2022 and 2023 in a range between 25% and 125% of Base
Salary,
       based upon the level of EBITDA achieved by the Company for
       the fiscal year, as determined by the Compensation
Committee,
       which shall be payable in cash and is subject to additional

       terms and conditions as set forth therein; and

  (iv) addition of a provision for the issuance on the first
       business day of each of calendar years 2022 and 2023 of that

       number of Restricted Stock Units that are equal to the
lesser
       of (A) an amount in value equal to Mr. McGrath's Base
Salary
       then in effect or (B) 1.05% of common shares outstanding of
       the Company, which shall vest in two equal installments on
       each anniversary of grant; provided, that no such award
shall
       be made (and no cash substitute shall be provided) to the
       extent shares are not available for grant under the
Company's
       2002 Stock Award and Incentive Plan as of such date; and
       provided, further, that the Company shall not be obligated
to
       amend the Plan and/or seek shareholder approval of any
       amendment to increase the amount of available shares under
       the Plan.  The number of Shares in each annual grant of
       Restricted Stock Units will be determined by the closing
       price of a share of the Company's common stock on Dec. 31,
       2021 with respect to the 2022 award, and Dec. 31, 2022 with

       respect to the 2023 award.

                        About Jakks Pacific

JAKKS Pacific, Inc. -- www.jakks.com -- is a designer, manufacturer
and marketer of toys and consumer products sold throughout the
world, with its headquarters in Santa Monica, California.  JAKKS
Pacific's popular proprietary brands include; Fly Wheels, Kitten
Catfe, Perfectly Cute, ReDo Skateboard Co, X-Power, Disguise, Moose
Mountain, Maui, Kids Only!; a wide range of entertainment-inspired
products featuring premier licensed properties; and C'est Moi, a
new generation of clean beauty.

Jakks Pacific reported a net loss of $14.14 million for the year
ended Dec. 31, 2020, compared to a net loss of $55.38 million for
the year ended Dec. 31, 2019.  As of March 31, 2021, the Company
had $298.41 million in total assets, $301.99 million in total
liabilities, $2.07 million in preferred stock, and a total
stockholders' deficit of $5.65 million.

Los Angeles, California-based BDO USA, LLP, the Company's auditor
since 2006, included a "going concern" paragraph in its report
dated March 19, 2021, citing that the Company's primary sources of
working capital are cash flows from operations and borrowings under
its credit facility. T he Company's cash flows from operations are
primarily impacted by the Company's sales, which are seasonal, and
any change in timing or amount of sales may impact the Company's
operating cash flows.  The Company owes $124.5 million on its term
loan and has borrowing capacity under its credit facility of $37.3
million as of Dec. 31, 2020. During 2020, the Company reached an
agreement with its holders of its term loan and the holder of its
revolving credit facility, to amend the New Term Loan Agreement and
defer the Company's EBITDA covenant requirement until March 31,
2022 and reduced the trailing 12-month EBITDA requirement to $25.0
million.  Based on the Company's operating plan, management
believes that the current working capital combined with expected
operating and financing cashflows to be sufficient to fund the
Company's operations and satisfy the Company's obligations as they
come due for at least one year from the financial statement
issuance date.


JANE STREET: Moody's Hikes CFR to Ba1 on Strong Profitability
-------------------------------------------------------------
Moody's Investors Service upgraded Jane Street Group, LLC's
Corporate Family Rating to Ba1 from Ba2 and its senior secured
first lien term loan rating to Ba2 from Ba3. Jane Street's outlook
has been changed to stable from positive.

Upgrades:

Issuer: Jane Street Group, LLC

Corporate Family Rating, Upgraded to Ba1 from Ba2

Senior Secured Bank Credit Facility, Upgraded to Ba2 from Ba3

Outlook Actions:

Issuer: Jane Street Group, LLC

Outlook, Changed To Stable From Positive

RATINGS RATIONALE

Moody's said its one notch upgrade of Jane Street's ratings
reflects the significant improvement in the firm's retained capital
on the back of strong profitability and sound liquidity over the
past two years, and with relatively favorable balance sheet
leverage. Moody's said the upgrade also reflects Jane Street's
successful navigation of the challenging operating environment of
2020 and first half of 2021, through a smooth transition to remote
work while handling extreme levels of market volatility and trading
volumes. Jane Street's credit profile has also benefited from its
risk management and controls' framework which have proven to be
scalable along with the firm's expanding operations and overall
growth.

Jane Street's ratings incorporate the inherently high level of
operational and market risks emanating from the firm's
market-making activities, particularly with respect to trading in
less liquid markets, that could result in severe losses and a
deterioration in liquidity and funding in the event of a
significant risk management failure. However, the firm's
partnership-like culture, operational risk management framework and
key executives' high level of involvement in control and management
oversight provide an effective counterbalance to these risks, said
Moody's. Jane Street's rating level also incorporates Moody's
consideration that it partially relies on prime brokers to finance
its activities. Unless structured with long-term lockups and other
protections, such relationships typically allow the prime broker to
increase margin requirements in its favor in certain circumstances,
with possible adverse repercussions for the counterparty's
liquidity.

Moody's said it also upgraded Jane Street's senior secured loan by
one notch to Ba2 from Ba3, in line with the one notch upgrade of
the CFR. The senior secured loan is issued by Jane Street's holding
company, and accordingly this rating is one notch below Jane
Street's Ba1 CFR because obligations at the holding company are
structurally subordinated to Jane Street's operating companies,
where the preponderance of the group's debt and debt-like
obligations reside.

The stable outlook is based on Moody's expectation that Jane
Street's credit profile will continue to benefit from the firm's
strong profitability and high level of retained capital. Moody's
also expects that Jane Street's leaders will continue to place a
suitable emphasis on maintaining an effective risk management and
controls framework.

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

Jane Street's ratings could be upgraded should it significantly
expand its market share while diversifying its revenue through the
development of lower risk and profitable business activities;
substantially reduce its trading capital mix in less-liquid and
higher risk assets; and further bolster its capital and liquidity,
with a reduced reliance or change to more favorable terms in key
prime brokerage relationships resulting in a more durable liquidity
profile.

Jane Street's ratings could be downgraded should it increase its
risk appetite or suffer from a risk management or operational
failure; experience adverse changes in corporate culture or
management quality; sustain reduced profitability from changes in
the market or regulatory environment; increase its capital
distributions in a manner that is not commensurate with its
historic trends; or change its funding mix to a significantly
heavier weighting towards long-term debt and away from equity.

The principal methodology used in these ratings was Securities
Industry Market Makers Methodology published in November 2019.


JEFFREY J. PROSSER: Amended Suit over Wine Collection Sale Nixed
----------------------------------------------------------------
In the case, Oakland Benta, Jeffrey J. Prosser, and Dawn E.
Prosser, Plaintiffs, v. Christie's, Inc., Charles Antin, Fox
Rothschild LLP, Yann Geron, William H. Stassen, David M. Nissman,
and James P. Carroll, Defendants, Civil Action No. 2013-0080
(D.V.I.), District Judge Wilma A. Lewis in St. Croix granted
Defendants' Motions to Strike and dismissed the Amended Complaint.

The Plaintiffs filed a Complaint in July 2013 against Christie's,
Inc. and Charles Antin, a Christie's employee; attorneys William H.
Stassen, Yann Geron, and David M. Nissman; and "Certain Un-Named
Co-Conspirators." The Plaintiffs' claims arose from the efforts of
James P. Carroll, the Chapter 7 Trustee of Jeffrey Prosser's
bankruptcy estate, to recover a collection of wines located at the
Prossers' residence at Estate Shoys on St. Croix in July 2011.

In the Amended Complaint, the Plaintiffs added two new Defendants
to the case: Rothschild LLP -- the law firm at which Defendants
Stassen and Geron are employed -- and Carroll.  The Amended
Complaint alleges a vast conspiracy -- in violation of the
Racketeer Influenced and Corrupt Organizations Act, 18 U.S.C.
Section 1961 et seq., and the Virgin Islands Criminally Influenced
and Corrupt Organization Act, 14 V.I.C. Section 600, et seq.
According to the Amended Complaint, the conspiracy allegedly was
initiated by Prosser's and his businesses' primary creditors and
was carried out, in part, by Carroll and his attorneys and agents.
The alleged conspiracy is claimed to have included the July 2011
incident at the Estate Shoys residence involving the wine
collection.

The Plaintiffs weave their conspiracy claims based on allegations
that the Estates' primary creditors -- namely, the National Rural
Utilities Cooperative Finance Corporation, the Rural Telephone
Finance Cooperative, and three hedge funds identified as
"Greenlight" -- were seeking to dismantle Prosser's business and
personal wealth in retaliation for complaints Prosser made about
the Creditors' operations.  The Plaintiffs also allege the
Creditors helped to select Carroll as the Trustee in Prosser's
individual bankruptcy case, thereby making Carroll financially
dependent on them. The Plaintiffs further allege the Trustee and
his agents furthered this conspiracy by planning -- in advance --
to reject the Estate Shoys wine collection and by making numerous
false statements to the Bankruptcy Court about the incident in
order to obtain a contempt judgment against the Prossers.
Additional allegations assert the Creditors bribed unidentified
Virgin Islands public officials who thereafter interfered with
Benta's criminal investigation of the Estate Shoys incident; that
Carroll and the other Defendants made false statements to the
Bankruptcy Court regarding the investigation by the Virgin Islands
Police Department; and that the Defendants improperly discredited
Benta's affidavit and deposition testimony regarding the
investigation that was presented during the Contempt hearing.
According to the Amended Complaint, this was all done in order to
obtain the Contempt Judgment against the Prossers. The Creditors
further allegedly caused the unnamed public officials to suspend
Benta from his employment with the VIPD.

Prosser and two businesses he owned and controlled -- Innovative
Communications Company, LLC and Emerging Communications, Inc. --
filed for Chapter 11 bankruptcy in July 2006 in the Bankruptcy
Court for the District of the Virgin Islands.  A third business
owned by Prosser, Innovative Communications Corporation filed for
Chapter 11 bankruptcy in 2007.  Prosser's individual Chapter 11
case was converted to a Chapter 7 proceeding, and Carroll was
appointed to handle that Estate.  Stan Springel was appointed as
the Chapter 11 Trustee for the Estates of the bankrupt businesses.

In December 2007, Springel and Carroll filed an adversary
proceeding against Mr. and Mrs. Prosser and other Prosser family
members asserting that they possessed property and monies belonging
to the various bankruptcy estates.  Among the property claimed as
part of the Estates was a wine collection stored at various Prosser
residences and other locations. In February 2011, the Bankruptcy
Court determined, following a contested hearing, that the wines
possessed by the Prossers were part of Prosser's bankruptcy estate.
Pursuant to the Bankruptcy Court's Order, the Prossers were
directed to turn over the wines to Carroll.

Carroll, who had been authorized to employ Christie's earlier in
the proceeding, asked Christie's employees to package and move the
wine collection from the Estate Shoys residence.  In July 2011, the
Trustee and Christie's coordinated the date for the turnover of the
wine collection with Prosser's attorneys.

Benta -- who was the District Police Chief of St. Croix and
Training Director at the Training Bureau of the VIPD -- was present
at the Prossers' residence when Christie's employees arrived to
inspect, collect and transport the wines. After being at the Estate
Shoys residence for approximately one hour, the Christie's
representatives, including Defendant Antin, left the property
without taking possession of the wine. Christie's agents stated
that the wine was ruined due to its storage at too high a
temperature.

After the Christie's employees left the property, Benta inspected
the wine storage area and noticed that the window air conditioner
unit was unplugged. Benta plugged the unit back in and estimated
that it had been unplugged for about 15 minutes. Approximately one
month later, Benta called the VIPD and made a criminal report on
behalf of Prosser regarding the incident. The Reporting Officer,
Melissa Freeman, stated in her report she advised Benta that the
issue was a civil matter and should be addressed in civil court. In
her report, she also requested that the case be closed.

Despite Officer Freeman's report, Officer Cuthbert Cyril, who
worked under Benta's direct supervision, continued to investigate
the incident. Shortly thereafter, a Virgin Islands Assistant
Attorney General on St. Croix issued two "Forthwith Subpoenas"
directed at Defendant Antin and another Christie's agent. Later,
Officer Cyril sent a letter to Mrs. Prosser on the "Office of the
Police Commissioner" stationery updating her on the criminal
investigation. Id. at 4. After the AAG also sent a "Forthwith
Subpoena" to Trustee Carroll, Carroll told the Bankruptcy Court
that he viewed these actions as an effort by the Prossers and Benta
to manipulate local law enforcement to interfere with the
Bankruptcy Court's jurisdiction.

In December 2011, the VIPD Acting Police Commissioner informed
Benta that a recommendation for Benta's termination had been
submitted to the Governor's Office because of his actions relating
to the investigation of the July 2011 incident, including the
alleged misuse of Police Commissioner stationery. Benta was
suspended without pay by the VIPD. Following grievance hearings,
the VIPD and Benta reached a settlement and Benta was reinstated as
a VIPD Officer in approximately June 2013.

All of the Estate Shoys wines were subsequently sold under
Bankruptcy Court supervision by Carroll at a price well below the
value listed on the Trustee's initial wine inventory. Following an
evidentiary hearing, the Prossers were held in contempt by the
Bankruptcy Court for violating its Order to preserve the wine
collection.

The Prossers alleged in the Complaint that the Defendants --
individually and as part of a conspiracy with each other and others
-- intended to harm the Prossers in violation of 42 U.S.C. Section
1985 by intimidating Benta from testifying freely in the Bankruptcy
proceeding. The Prossers also brought a claim against the
Defendants for intentional infliction of emotional distress.

The Defendants filed Motions to Dismiss asserting various defenses,
including lack of subject matter jurisdiction under Barton v.
Barbour, 104 U.S. 126 (1881) and its progeny.  The Court granted
the Motions to Dismiss based on Barton. However, the Court allowed
Plaintiffs leave to amend their Complaint to attempt to allege
facts that would show that Defendants' actions fell outside of
their official roles -- i.e., were ultra vires acts -- and
therefore, not within the scope of the Barton doctrine.

A copy of the Court's June 21, 2021 Memorandum Opinion is available
at:

          https://www.leagle.com/decision/infdco20210623752

The Court also granted Plaintiffs' Motion for Judicial Notice to
the extent that the Court will consider the judicial dockets and
court decisions identified in the Motion, but denied the Motion to
the extent that it seeks judicial notice of disputed facts in those
cases. The Court also denied the Motion to the extent it seeks to
unseal records in the criminal case of United States v. A.
Williams, Case No. 3:2012-cr-033.  The Plaintiffs' Motion
Supplementing the Record is granted and Plaintiffs' Motion to File
under Seal is denied as moot.

             About Prosser & Innovative Communication

Headquartered in St. Thomas, Virgin Islands, Innovative
Communication Company, LLC -- http://www.iccvi.com/-- and Emerging
Communications, Inc., are diversified telecommunications and media
companies operating mainly in the U.S. Virgin Islands. Jeffrey J.
Prosser owns Emerging Communications and Innovative Communications.
Innovative and Emerging filed for Chapter 11 protection on July
31, 2006 (D.V.I. Case Nos. 06-30007 and 06-30008).  When the
Debtors filed for protection from their creditors, they estimated
assets and debts of more than $100 million.

Mr. Prosser also filed for Chapter 11 protection on July 31, 2006
(D.V.I. Case No. 06-10006).  According to The (Virgin Islands)
Source, he was fired in October 2007 for failing to make payments
into the company pension funds.  On Oct. 3, 2007, the Prosser case
was converted to Chapter 7 and James P. Carroll was ultimately
appointed the Chapter 7 Trustee.  The bankruptcy case is In re:
Jeffrey J. Prosser, Chapter 7, Debtor, Bankruptcy No.: 06-30009
(Bankr. D.V.I.).

Greenlight Capital Qualified, L.P., Greenlight Capital, L.P., and
Greenlight Capital Offshore, Ltd. -- which holds an $18,780,614
claim against Mr. Prosser -- had filed an involuntary chapter 11
against Innovative Communication, Emerging Communications, and Mr.
Prosser on Feb. 10, 2006 (Bankr. D. Del. Case Nos. 06-10133,
06-10134, and 06-10135).  Mr. Prosser argued that the Greenlight
entities, the former shareholders of Innovative Communications, and
Rural Telephone Finance Cooperative, Mr. Prosser's lender,
conspired to take down his companies into bankruptcy and collect
millions in claims.

The U.S. District Court of the Virgin Islands, Bankruptcy Division,
approved the U.S. Trustee for Region 21's appointment of Stan
Springel of Alvarez & Marsal as Chapter 11 Trustee of Innovative
and Emerging Communications.  Joseph Steinfeld, Jr., Esq., of Ask
Financial, LLP, act as counsel to the Chapter 11 Trustee.

On Oct. 31, 2012, an Order was entered confirming the joint
liquidating plan of ICC-LLC, Emerging, and New ICC.



K & W CAFETERIAS: Court Approves Reorganization Plan
----------------------------------------------------
JournalNow.com reports that a federal Bankruptcy Court judge has
confirmed K&W Cafeteria Inc.'s Chapter 11 reorganization plan,
which calls for keeping 14 stores open while paying off largest
creditor Truist Financial Corp. by July 1, 2022.

K&W submitted its reorganization plan on March 31.  Judge Benjamin
Kahn for the federal Middle District of N.C. approved the plan
Tuesday, June 22, 2021.

"Confirmation of the plan is in the best interest of the debtor,
its estate, creditors and all other parties in interest," Judge
Kahn wrote.

K&W president Dax Allred said Wednesday, June 23, 2021, the company
"is grateful our Chapter 11 reorganization plan has been
accepted."

"Although our geographic footprint has contracted, we look forward
to operating K&W Cafeterias as a profitable, debt-free company
going forward."

"Our reorganization effort and continued operations would not be
possible without the selfless dedication of each K&W team member
and the continued loyalty our guests have shown during this
difficult chapter in our 84-year history."

After K&W failed to attract what it considered to be an adequate
bid for the company's assets in December 2020, its owners and
management changed course with the approved reorganization plan.

K&W had 18 restaurants open at the time of the bankruptcy filing,
including three in Winston-Salem and 14 in North Carolina.

It now has 14 locations, including those on Healy Drive and on
Hanes Mill Road in Winston-Salem. It has closed the South Park
location off Peters Creek Parkway.

K&W said it had 1,035 employees when it entered bankruptcy, but was
down to 834 employees as of the Dec. 23, 2020 filing.

                           Plan details

The initial bankruptcy filing listed K&W with assets of more than
$30 million.

The company has liabilities of more than $22 million. The
restaurant chain has between 100 and 199 creditors.

Kahn's approval was expected after K&W and Truist reached an
agreement on how the bank would be reimbursed.

The bank could not be reached for comment Wednesday, June 23, 2021,
on the judge's approval. It said on March 31, 2021 that "we don't
comment on client relationships."

The K&W debt owed to Truist includes a $6.73 million Paycheck
Protection Plan (PPP) loan and a $10.95 million lien claim on
accounts, inventory, equipment, parts and general intangibles.

The PPP loan to K&W was one of the largest granted to a North
Carolina business. The U.S. Treasury Department listed the top PPP
loan range at between $5 million and $10 million.

Kahn's order included that K&W and Truist have confirmed
forgiveness of the K&W PPP loan has been approved by the U.S. Small
Business Administration.

The plan lists Truist with $7.77 million in secured claims against
K&W. The sale of non-core K&W-owned properties would be the main
mechanism for how Truist would be repaid.

The debt owed to Truist is required to be reduced to $4.6 million
on the date the reorganization plan goes into effect and paid off
completely, with interest, by June 30, 2022.

The order lists K&W with $9.5 million on deposit in its
restructuring account, some of which came from the selling of six
non-core properties for a combined $6.5 million in actual or
expected net proceeds. Another non-core property has a $650,000 bid
awaiting Kahn’s approval.

K&W said it would receive $2.99 million from an insurance policy
with Guardian Insurance. About $2 million would go into a
debtor-in-possession account for working capital, with the rest
transferred to the plan consummation account.

                        About K&W Cafeterias

K&W Cafeterias, Inc., a company based in Winston Salem, N.C., filed
a Chapter 11 petition (Bankr. M.D.N.C. Case No. 20-50674) on Sept.
2, 2020.  In the petition signed by Dax C. Allred, president, the
Debtor disclosed $30,085,274 in assets and $22,189,229 in
liabilities.

Judge Benjamin A. Kahn presides over the case.

The Debtor tapped Northen Blue, LLP as its bankruptcy counsel, Bell
Davis & Pitt P.A. and Constangy Brooks Smith & Prophete LLP as its
special counsel, and Leonard, Call at Kingston Inc. as its broker.

William Miller, a U.S. bankruptcy administrator, appointed a
committee to represent unsecured creditors in Debtor's Chapter 11
case.  The committee is represented by Waldrep Wall Babcock &
Bailey, PLLC.


KINGSLEY CLINIC: Seeks to Hire Glast, Phillips & Murray as Counsel
------------------------------------------------------------------
The Kingsley Clinic, PLLC and The Lilly Project, Inc. seek approval
from the U.S. Bankruptcy Court for the Northern District of Texas
to employ Glast, Phillips & Murray, P.C. to serve as legal counsel
in their Chapter 11 cases.

The firm's services include:

     (a) advising the Debtors regarding their powers and duties in
the continued operation of their business and the management of
their property;

     (b) taking all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions on behalf of
the Debtors, the defense of any actions commenced against the
Debtors, negotiations concerning litigation in which the Debtors
are involved, and objections to claims filed against the estates;

     (c) preparing legal papers;

     (d) assisting the Debtors in preparing for and filing a plan
of reorganization;

     (e) performing such legal services as the Debtors may request
with respect to any matter, including, but not limited to,
corporate finance and governance, contracts, antitrust, labor and
tax; and

     (f) other necessary legal services.

The firm's hourly rates are as follows:

     Brandon Tittle, Esq.    $495 per hour
     Partners                $450 - $600 per hour
     Paralegals              $220 per hour

Glast, Phillips & Murray received a retainer in the amount of
$8,636.

Brandon Tittle, Esq., an attorney at Glast, Phillips & Murray,
disclosed in a court filing that his firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     Brandon J. Tittle, Esq.
     Matthew E. Furse, Esq.
     Glast, Phillips & Murray, P.C.
     14801 Quorum Drive, Suite 500
     Dallas, TX 75254
     Telephone: 972-419-8300
     Facsimile: 972-419-8329
     Email: btittle@gpm-law.com
     Email: mfurse@gpm-law.com

              About Kingsley Clinic and Lilly Project

The Kingsley Clinic, PLLC is a virtual, urgent care clinic with
three doctors that welcomes pediatric, adult and geriatric
patients. Their board-certified doctors see and treat patients with
both new symptoms and chronic medical conditions. They also refill
medication prescriptions.

The Lilly Project, Inc. is a software platform for urgent care
centers that acts as a clinical assistant.

On June 12, 2021, the Debtors each commenced a case by filing a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Texas Lead Case No. 21-31100).  In the petition signed by
James Kingsley, M.D., founder and chief executive officer, the
Debtors disclosed up to $50,000 in assets and up to $500,000 in
liabilities.

Brandon J. Tittle and Matthew E. Furse at Glast Phillips & Murray,
P.C. represent the Debtors as legal counsel.


KISSMYASSETS LLC: Seeks to Hire Oliver & Cheek as Legal Counsel
---------------------------------------------------------------
Kissmyassets, LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of North Carolina to hire The Law Offices of
Oliver & Cheek, PLLC to serve as legal counsel in its Chapter 11
case.

Oliver & Cheek will be paid on an hourly basis for its services and
will receive reimbursement for work-related expenses.  The firm
received $15,050 from the Debtor as retainer.

As disclosed in court filings, Oliver & Cheek neither holds nor
represents an interest adverse to the Debtor's bankruptcy estate.

The firm can be reached through:

     George M. Oliver, Esq.
     The Law Offices of Oliver & Cheek, PLLC
     P.O. Box 1548
     New Bern, NC 28563
     Phone: 252-633-1930
     Fax: 252-633-1950
     Email: efile@ofc-law.com

                       About Kissmyassets LLC

Kissmyassets, LLC filed a Chapter 11 petition (Bankr. E.D.N.C. Case
No. 21-01316) on June 8, 2021. At the time of filing, the Debtor
disclosed total assets of up to $500,000 and total liabilities of
up to $50,000.  Judge Stephani W. Humrickhouse oversees the case.
The Debtor is represented by George Mason Oliver, Esq., at The Law
Offices of Oliver & Cheek, PLLC.


KNOTEL INC: Court Extends Plan Exclusivity Until August 30
----------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware extended the periods within which Knotel, Inc. and its
affiliates have the exclusive right to file a Chapter 11 Plan
through and including August 30, 2021, and to solicit acceptances
through and including October 28, 2021.

The granted extension will allow the Debtors to confirm the
proposed consensual Combined Plan and Disclosure Statement in the
most cost-efficient manner.

Thus, the Debtors will be able to negotiate and work with parties
in interest to correct any deficiencies in the Combined Plan and
Disclosure Statement.

A copy of the Court's Extension Order is available at
https://bit.ly/3iX7KD3 from Omniagentsolutions.com.

                              About Knotel Inc.

Knotel -- http://www.Knotel.com/-- is a flexible workspace
platform that matches, tailors, and manages space for customers.
New York-based Knotel offers workspace properties such as desks,
open, and private spaces on rent for companies in 20 global
markets. In the U.S., Knotel primarily serves in the New York City
and San Francisco areas.

Knotel Inc., founded in 2015, raised hundreds of millions of
dollars from investors. It expanded rapidly for years and was one
of the more aggressive competitors in the co-working and flexible
office space sector, becoming one of WeWork's fiercest rivals.

As the COVID-19 pandemic upended the co-working industry, Knotel,
Inc., and its U.S. subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Case No. 21-10146) on January 30, 2021, to pursue a
sale of the assets to Newmark Group.

Knotel estimated $1 billion to $10 billion in assets and
liabilities as of the bankruptcy filing.

Morris, Nichols, Arsht & Tunnell LLP is serving as the Company's
counsel. Moelis & Company is an investment banker. Omni Agent
Solutions is the claims agent.


KOSSOFF PLLC: Court Orders Attorney to Cooperate With Trustee
-------------------------------------------------------------
David Thomas of Reuters reports that a bankruptcy judge in
Manhattan on Thursday ordered real estate attorney Mitchell
Kossoff, who is under criminal investigation, to cooperate with the
Chapter 7 trustee overseeing the liquidation of his law firm.

Within a week, Kossoff and his criminal defense attorney, Walter
Mack of Doar Rieck Kaley & Mack, have to meet with Chapter 7
trustee Al Togut, who has been seeking everything from bank and
credit card records to client lists, Chief U.S. Bankruptcy Judge
David Jones ordered.

Mr. Togut has asserted Kossoff's refusal to provide records has
affected his ability to administer the estate of Kossoff PLLC.  The
meeting between Mr. Togut's team of attorneys from his law firm,
Togut, Segal & Segal, and Mack should flesh out what documents are
available and what documents Mack believes are protected by the 5th
Amendment, Judge Jones said.

Any dispute between the parties over what documents can be turned
over should be brought to him, Judge Jones said.  But the judge
warned Mack and Kossoff, who is reportedly under investigation by
both the Manhattan district attorney and the U.S. attorney in
Brooklyn, that he wants specific arguments as to why particular
documents cannot be turned over to the trustee.

"This is an involuntary bankruptcy of an entity that needs order
brought to it and needs to have a trustee doing its very important
work," Judge Jones said, granting Togut's motion to designate
Kossoff as the responsible officer of Kossoff PLLC.

Mr. Mack has repeatedly asserted that complying with Togut's
document requests could be a waiver of Kossoff's 5th Amendment
rights.  Even telling Mr. Togut what documents he had access to
would impugn those rights, Mr. Mack said during Thursday's, June
24, 2021 hearing.

Judge Jones said Mr. Mack and Kossoff's current 5th Amendment
arguments are too broad, and he noted that Mr. Mack during the
hearing offered to produce some documents to the trustee.

"We at least know from today's hearing that Kossoff's attempt to
use a blanket assertion of the 5th Amendment privilege to deny me
documents won't prevent documents from being turned over to me,"
Togut said in an email.

Kossoff appeared to go missing in April amid a string of civil
lawsuits from clients and others, though he has since appeared in
multiple matters through counsel.  The lawsuits include allegations
that Kossoff failed to repay hundreds of thousands of dollars in
loans. Kossoff's mother, New York philanthropist Phyllis Kossoff,
has accused her son of forging her signature "in order to obtain
millions of dollars."

Kossoff's firm was forced into bankruptcy last month by a group of
creditors who have claimed that the real estate law firm
misappropriated more than $8 million in escrow funds.

                         About Kossoff PLLC

Kossoff PLLC is a real estate law firm based in New York City. It
operated as a law firm with offices located at 217 Broadway in New
York City.  The firm held itself out as a law firm that provided
full-service real estate legal services specializing in litigation
and transactional matters, including leasing, sale and acquisition
of real property, commercial landlord tenant matters, real estate
litigation, and city, state and federal agency regulatory matters

Mitchell H. Kossoff, the firm's founder and only known managing
member, is alleged to have failed to and/or refused to return
millions of dollars of client funds when requested by clients.
Since on or about April 1, 2021, Kossoff's whereabouts have been
unknown, and Kossoffhas ceased all communications with the Debtor's
clients and with the attorneys and staff who were employed by the
Debtor.

Kossoff PLLC is subject to an involuntary petition for Chapter 7
bankruptcy (Bankr. S.D.N.Y. Case No. 21-10699) by creditors on
April 13, 2021.  The case is handled by Honorable Judge David S
Jones.  

Gran Sabana Corp NV, Louis & Jeanmarie Giordano, and other former
clients of the Debtor signed the involuntary petition. Carter
Ledyard & Milburn LLP, led by Aaron R. Cahn, represents the
petitioners.

Veteran restructuring lawyer Albert Togut of Togut, Segal & Segal
LLP, was named as Chapter 7 Trustee.  He tapped his own firm as
counsel in the case.


LADDER CAPITAL: Fitch Assigns BB+ Rating on $650MM Unsec. Notes
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Ladder Capital Finance
Holdings LLLP's and Ladder Capital Finance Corporation's
(collectively Ladder) $650 million 4.75% senior unsecured notes
maturing in June 2029. Ladder has a Long-Term Issuer Default Rating
(IDR) of 'BB+' with a Stable Outlook.

The assignment of the final rating follows the receipt of documents
conforming to information already received. The final rating is the
same as the expected rating assigned to the unsecured notes on June
10, 2021.

KEY RATING DRIVERS

The senior unsecured debt rating is equalized with Ladder's IDR of
'BB+', reflecting average recovery prospects under a stressed
scenario, and with the ratings assigned to Ladder's existing senior
unsecured debt as the new notes rank equally in the capital
structure.

Proceeds from Ladder's senior unsecured note issuance are expected
to be used for general corporate purposes, which may include the
reduction of other debt, including the redemption of $465.9 million
unsecured notes maturing in March 2022. As a result, Fitch does not
expect the issuance to have a material impact on the firm's
leverage.

RATING SENSITIVITIES

The unsecured debt ratings are sensitive to changes to Ladder's IDR
and the level of unencumbered balance sheet assets relative to
outstanding debt. An increase in secured debt and/or a sustained
decline in the level of unencumbered assets, which weakens recovery
prospects on the senior unsecured debt, could result in the
unsecured debt ratings being notched down from the IDR.

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- Positive rating momentum could be driven by a sustained
    increase in the proportion of unsecured debt at or above 50%
    of total debt, accompanied by a sustained reduction in shorter
    term, secured repurchase facilities and other debt subject to
    margin calls; improved earnings and dividend coverage metrics,
    a demonstrated ability to maintain leverage within the
    targeted range through market cycles; maintenance of
    sufficient liquidity and unencumbered assets in excess of the
    amount required under the covenant; and continued stable
    credit performance.

Factor that could, individually or collectively, lead to negative
rating action/downgrade:

-- A sustained increase in adjusted leverage above 3.0x and/or an
    inability to manage leverage at a level that provides
    sufficient cushion to covenants; an inability to maintain
    sufficient liquidity relative to near-term debt maturities,
    unfunded commitments to portfolio companies and/or the
    potential for margin calls; an inability to maintain
    unencumbered assets at a level that provides sufficient
    cushion to the covenant; a material increase in credit losses,
    weak core earnings coverage of the dividend on a sustained
    basis, and/or a sustained reduction in the proportion of
    unsecured debt funding below 35%.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond 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 four 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.

ESG CONSIDERATIONS

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.


LEEWARD RENEWABLE: Fitch Assigns FirstTime 'BB-' IDR
----------------------------------------------------
Fitch Ratings has assigned a first-time Issuer Default Rating (IDR)
of 'BB-' to Leeward Renewable Energy Operations, LLC (LREO).
Additionally, Fitch has assigned a 'BB-'/'RR4' rating to the
company's announced issuance of $375 million of 2029 senior
unsecured notes. The Rating Outlook is Stable.

Proceeds from the 2029 notes will be used for repayment of the
currently outstanding term loans, revolver and bridge loan
facility, and for general corporate purposes. The ratings reflect a
revised debt structure that is expected to be in place following
the refinancing transaction.

The rating considers LREO's long-term contracted cash flows from a
reasonably diversified portfolio of wind projects in U.S. and the
projected holdco-only FFO leverage around 4.0x post 2021. The key
credit weaknesses are LREO's concentration in wind assets and its
limited size, which are constraining the rating.

KEY RATING DRIVERS

Long-term Contracted Portfolio: LREO owns and operates a long-term
contracted portfolio of 21 wind projects and one solar project
totaling 2.0 GW capacity focused on the Midwest, West and Texas
markets. Approximately 80% of the cashflows are contracted with
credit worthy offtakers over Fitch's forecast period. Weighted
average remaining contract life is 10 years, modestly below average
among industry peers, which is a longer-term credit concern.

In addition, project distributions are less diversified versus
peers. Top 5 projects contributed approximately 77% of the
distributions in 2020, but are expected to decline to 50% post
2022, a positive trend. Fitch expects that over time older projects
will be repowered and new developed projects contributed to LREO,
which should mitigate any PPA cliff concerns.

Wind Concentration a Key Risk: Wind technologies are simple to
construct and operate with minimal technological complexity and
ongoing capex requirements. However, LREO's asset portfolio of
older wind projects is subject to higher resource variabilities,
impeding stability, a key weakness. Most of the growth beyond
current repowering is expected to come from solar projects in the
development pipeline, which should provide some diversity as wind
cash flow contribution is projected to decline to closer to 80% of
total by 2024.

Solar resource availability is typically stable and predictable,
while wind resources are more volatile. Geographical diversity
within U.S. partially mitigates variability. Operationally, turbine
availability has been more than 95% on average, a positive. LREO
also has minimum availability service guarantees from service and
maintenance providers, which minimizes availability risk.

Supportive Credit Metrics: Fitch calculates LREO's credit metrics
on a deconsolidated basis as its operating assets are largely
financed with tax equity and nonrecourse project debt. In 2021,
Fitch expects LREO's credit metrics to increase temporary above
Fitch's negative sensitivity threshold, but to moderate to around
4.0x post 2021, as two repowering and two new wind projects come
online. Over time, credit metrics are expected to improve to around
3.6x by 2024, which is strong for the rating. Projected improvement
in credit metrics reflects contribution of solar projects to LREO
in a form of equity without any cash outlay and additional holdco
debt issuances.

Financial Policy Flexibility: Management's target leverage ratio
for LREO is corporate Debt to Cash flow available for debt service
(CFADS) between 3.5x to 4.0x. A clear financial target is credit
positive. After LREO satisfies its financial covenants and credit
metrics target, it will contribute all the excess cash to its
parent, Leeward, to reinvest in development activities at Leeward's
development subsidiary, Leeward Development. Once assets are
operational, they are expected, but not required, to be transferred
to LREO. However, lack of cash retention at LREO level and lack of
a target liquidity goal for LREO will impair its financial
flexibility, which is a modest concern.

Growth Visibility Through 2023: Fitch expects LREO's near-term
growth will come from solar projects being developed by Leeward
Development and two repowered and two new wind projects. In the
next three years, Fitch's projections assume close to 800 MW across
seven solar assets in operations are added to LREO. All the
repowered and new solar projects will have long-term PPAs, with
investment-grade counterparties.

OMERS' Ownership Beneficial: OMERS (AAA; Stable), one of the
largest Canadian pension funds, acquired Leeward in 2018. Fitch
views OMERS's indirect ownership of LREO positively given its large
scale and track record as a diversified long-term investor. OMERS
provides predictable access to capital, as well as, support for the
project development pipeline under Leeward's development
subsidiary. The private ownership removes the pressure for
aggressive growth in shareholder distribution that many public
yieldcos face, but will likely impair transparency in financial
reporting and operational activities, a negative.

However, no explicit rating linkages exists and Fitch rates LREO on
a standalone basis. LREO, has its own credit facilities and does
not depend on Leeward and affiliates for liquidity. Leeward
Development is separated from LREO, as LREO holds assets that are
in commercial operation. The separation removes most of the
construction risks from LREO.

Recovery Ratings: Fitch does not undertake a bespoke recovery
analysis for issuers with IDRs in the 'BB' rating category. Fitch's
'RR4' Recovery Rating for the senior unsecured debt denotes average
recovery (31%-50%) in the event of default, providing no uplift
from the IDR.

DERIVATION SUMMARY

Fitch rates LREO on a deconsolidated basis, because its portfolio
comprises assets financed using non-recourse project debt or tax
equity. Fitch applies similar approach to Atlantica Sustainable
Infrastructure plc (Atlantica; BB+/Stable), NextEra Energy Partners
(NEP; BB+/Stable), Innergex Renewable Energy Inc.'s (Innergex;
BBB-/Stable) and Terraform Power Operating LLC (TERPO; BB-/Stable),
all of which own and operate portfolios of nonrecourse projects.

Fitch views LREO's portfolio of assets as less favorably positioned
due to the asset type compared with Atlantica, NEP and TERP, owing
to LREO's 100% wind generation assets which exhibit more resource
variability. In comparison, Atlantica's solar generation accounts
for approximately 68% of power generation capacity and 89% of
renewable generation. TERP's portfolio consists of 41% solar and
59% wind projects. NEP's portfolio consists of a large proportion
of wind projects (approximately 84% of total MWs). Innergex
Renewable Energy Inc.'s (BBB-/Stable) portfolio of assets is
anchored by its low-cost hydroelectric and solar generation
assets.

LREO's operating scale in terms of generation capacity of 2.0 GW
net (by YE 2021) is similar to Atlantica (Atlantica has other
non-generation projects too), but much smaller than NEP, TERPO and
Innergex. LREO's portfolio is less diversified than its peers with
22 projects in the U.S., compared with 88 projects at TERPO, 30
both at NEP and Atlantica. In addition, its distributions are
highly concentrated versus its peers.

One of the subsidiaries represents 37% of the cash available for
distribution, and five largest projects represent around 77% of
project distributions at YE 2020. The concentration is expected to
reduce as more projects are added and repowered. LREO's credit
metrics are weaker than those of Atlantica, Innergex, and NEP, but
stronger than those of TERP. Fitch forecasts LREO's holdco only FFO
leverage around 4.0x in 2022-2023, compared with low 3.0x for
Innergex, mid 3.0x for Atlantica, 3.5x-3.8x for NEP and high 5.0x
for TERP.

Fitch views LREO's, NEP's and Innergex's geographic exposure in the
U.S. and Canada (100% of MW and 88% of MW, respectively) favorably
as compared with TERPO's (68%) and Atlantica's (30%). Both
Atlantica and TERPO have exposure to Spanish regulatory framework
for renewable assets, but the current construct provides clarity of
return for the next six or 12 years. Atlantica's long-term
contracted fleet has a remaining contracted life of 16 years,
higher than Innergex's and NEP's at around 15 years and TERPO's at
12 years. LREO's remaining contract life is lower, at 10 years.

LREO, as with TERPO and NEP, has strong parent support. Fitch
considers NEP best positioned owing to NEP's association with
NextEra, which is the largest renewable developer in the world.
TERPO benefits from having Brookfield Asset Management as an 100%
owner. LREO benefits from having OMERS as an owner.

LREO's private ownership is overall more advantageous than a
publicly held yieldcos. It removes the pressure for aggressive
growth in unitholder distribution. Additionally, strong private
sponsors provide a more predictable funding source and remove
capital market uncertainties witness in the last three years in the
yieldco space. Fitch views OMERS' indirect ownership of LREO
positively given its large scale and track record as a diversified
long-term investor. A private ownership, however, will likely
impair transparency in financial reporting and operational
activities.

KEY ASSUMPTIONS

-- Issuance of $375 million of senior unsecured debt and
    refinancing of the existing term loans, revolver and bridge
    facility in 2021;

-- Repowering and expansion of Aragonne Mesa, repowering of
    Crescent Ridge, and a new greenfield wind project Panorama
    added by the end of 2021;

-- Contribution of 763 MW of solar assets from Leeward
    Development by the end of 2023; all projects back-levered by
    non-recourse project debt and tax equity and contributed with
    no expected cash outlay by LREO;

-- All remaining cash post HoldCo debt service is upstreamed to
    Leeward;

-- No overhead/SG&A at rated entity as they are allocated at the
    project level and project distributions are post those
    allocations;

-- No additional debt is issued at the HoldCo level over the
    forecast period and outstanding revolver averages around $50
    million.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Holding company FFO leverage below 3.5x on a sustained basis;

-- A track record of adhering to the financial policies under
    OMERS' ownership;

-- Increase in solar generation in the overall portfolio such
    that it comprises approximately 40% of the total.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Holding company FFO leverage ratio exceeding 4.5x on a
    sustained  basis;

-- Underperformance in the underlying assets that lends material
    variability or shortfall to expected project distributions on
    a sustained basis;

-- Change or deviation from the stated financial policies.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
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 four 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.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Following refinancing LREO is expected to have
$100 million new secured revolving facility available as well as
$200 million of senior unsecured LC facility backed by Export
Development Canada's (EDC) guarantee, which is not projected to be
used over the forecast period. There are no material debt
maturities until 2029.

Currently only two assets are financed with nonrecourse project
debt, but as more projects are repowered and developed financing
through nonrecourse project debt is expected to become a larger
element of the capital structure. Tax equity will also continue to
remain an important element of the financing structure. Management
is not planning to issue debt at Leeward or any intermediate
holding companies above LREO.

Under the new revolving credit facility, there are two financial
covenants requiring that the borrowers maintain a leverage ratio
(borrower debt to cash flows available for debt service) at or
lower than 6.0x; stepping down to less than 5.50x on June 30, 2022
and an interest coverage ratio higher than 1.75x. Borrower level
recourse debt include LCs issued under the revolver, but excludes
LCs issued under senior secured LC facility backed by EDC. In
addition, it includes pro forma credit (100% of the first-year
distributions post-COD for Aragonne Repower/Expansion and Crescent
Ridge Repower (two existing projects that are currently being
repowered), assuming they are operational by March 31, 2022).

ISSUER PROFILE

Leeward Renewable Energy Operations, LLC operates 21 wind and one
solar energy power project located in the U.S. LREO, through its
parent Leeward Renewable Energy, LLC, a developer of wind, solar
and energy storage projects, is indirectly owned OMERS.

ESG CONSIDERATIONS

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.


LEEWARD RENEWABLE: Moody's Assigns First Time 'Ba3' CFR
-------------------------------------------------------
Moody's Investors Service assigned a first time Ba3 corporate
family rating to Leeward Renewable Energy Operations, LLC (formerly
known as Commodore New US Holdco LLC). Concurrently, Moody's
assigned a Ba3 rating to Leeward Renewable's senior unsecured notes
due in 2029, a Ba3-PD probability of default rating, and an SGL-2
speculative grade liquidity rating. The rating outlook is stable.

Net proceeds of around $365 million from the unsecured notes
issuance will be used largely to repay outstanding debt, including
the balance of around $262 million outstanding under an existing
term loan, as well as to pay the cost of unwinding an existing
interest rate swap. The issuer will also distribute around $83
million to its direct shareholder, Leeward Renewable Energy, LLC
(Leeward), for the repayment of a bridge facility incurred to help
fund the acquisition of certain solar assets from First Solar, Inc.
at the end of March 2021. The issuer will hold the balance of
around $5 million in cash.

The notes will be fully and unconditionally guaranteed on a senior
unsecured basis by all of the issuer's wholly owned subsidiaries,
which will also guarantee the issuer's new $100 million 4-year
secured revolving credit facility. Leeward will also assign a $200
million bank letter of credit facility to the issuer before
year-end 2021.

RATINGS RATIONALE

"The Ba3 CFR assigned to Leeward Renewable considers that the
majority of the company's renewable energy fleet operates under
long-term contracts with creditworthy counterparties and benefits
from geographic diversity", said Nati Martel, VP-Senior Analysts.
Moody's calculate that the generating portfolio's remaining
contracted life will hover at around 9 years at year-end 2021.
Moody's estimate incorporates the new wind assets with a total
installed capacity of around 430 MW currently under construction,
including two repowering projects, that are expected to achieve
commercial operation before the end of year. The rating also
considers the issuer's lack of fuel diversity with a high
concentration in wind energy assets, indirect exposure to
development risk through an affiliated company, and Moody's
expectation that it will execute an aggressive growth strategy
during the 2021-2023 period

The Ba3 CFR and senior unsecured note rating factors in the fleet's
overall satisfactory operational performance and Moody's
expectation that the issuer's run-rate ratio of consolidated debt
to EBITDA (after payments under the tax equity partnerships) will
peak this year at nearly 8.0x. However, the ratings assume an
improvement in the ratio to a range of around 6.0-7.0x during the
2022-2023 period.

The ratings are tempered by Leeward Renewable's current
concentration in wind energy assets that will account for almost
all its fleet at year-end 2021. The credit profile is also
constrained by material exposure of the issuer's cash flow to more
volatile and uncertain merchant energy revenues and non-contracted
renewable energy credits (RECs). That said, we assume that these
merchant energy and REC revenues will continue to represent less
than 20% of the issuer's consolidated revenues during the 2021-2025
period. The merchant energy risk largely arises from four projects
that have no power purchase agreements in place with an installed
capacity (on an ownership adjusted basis) of around 11% of the
issuer's fleet at year-end 2021. In addition, the contracted load
of two additional assets ranges between 42% and 55% and these
account for an additional 14% of the fleet, also on an ownership
adjusted basis.

There is also indirect exposure to development risk through the
issuer's sister company, Leeward Renewable Energy Development, LLC
(Leeward Development), considering the absence of strong
ring-fencing provisions between the group's subsidiaries. Leeward
Development's pipeline of projects under development includes 1.1
GW of solar assets that are expected to achieve commercial
operation before year-end 2023, including projects acquired as part
of the First Solar transaction. The rating anticipates that these
solar assets will be dropped down to the issuer but only after they
achieve or are close to achieving commercial operation.

The drop-down of these assets would increase the issuer's fleet to
around 3.2 GW at year-end 2023 from around 2.1 GW (on an
ownership-adjusted basis) at year-end 2021 that drives Moody's view
that the issuer's growth strategy is relatively aggressive.
However, the ratings also acknowledge that these new solar assets
will add technology diversity to the issuer's fleet and enhance its
business risk profile. The ratings also incorporate Moody's
expectation of a credit supportive funding strategy that combines
common equity contributions from the issuer's ultimate parent
company, OMERS Administration Corporation (OMERS; Aa1 negative) of
over $400 million to Leeward Development, proceeds from tax equity
partnerships and project level debt. Importantly, the ratings also
assume the issuer's parent company, Leeward Renewables LLC, will
remain unencumbered while the issuer will not incur incremental
holding company debt during the 2021-2025 period to help fund these
acquisitions. This expectation considers management's targeted
ratio of holding company debt to cash flow available for debt
service (CFADS) of between 3.5x and 4.0x, compared to Moody's
estimation that the ratio currently hovers at around 5.5x on a pro
forma basis. Moody's analysis also considers the financial
covenants embedded in the notes indenture, including a debt
incurrence test. The issuer may incur incremental unsecured debt as
long as its fixed charge coverage ratio (ratio of cash available
for distribution to interest expenses) is at least 2.0x. As a point
of reference, management anticipates that this ratio will be around
1.8x this year.

With only two encumbered assets (with a total outstanding debt
balance of around $100 million), holding company debt currently
accounts for the vast majority of the consolidated debt. However,
an increased reliance on project debt and/or tax equity investments
going forward will reduce the cash flow available for distribution
(CAFD), which will heighten structural subordination risk at the
holding company.

LIQUIDITY

Leeward Renewable's SGL-2 speculative grade liquidity rating
reflects good liquidity and Moody's expectation that operating cash
flows will be sufficient to meet its debt service obligations. The
SGL-2 also incorporates external sources of liquidity, including
the aforementioned new $100 million] 4-year secured revolving
credit facility and $200 million letter of credit facility.

Borrowings under the revolving credit facility are subject to a
material adverse change clause and there are two financial
covenants requiring the issuer to maintain (i) a leverage ratio
(total ratio of borrower debt to borrow cash flow) that does not
exceed of 6:00:1:00 until March 31, 2022, and 5:50:1:00,
thereafter, as well as (ii) an interest coverage ratio (ratio of
borrower cash flow to borrower interest expense) that is not less
than 1.75:1.00. Moody's expect the issuer will comfortably comply
with these covenants.

Moody's liquidity analysis also considers that the issuer will
upstream the vast majority of its excess cash flow but also benefit
from certain financial flexibility given its private ownership.
Moody's consider OMERS' financial stability that underpins its
ability to contribute capital to Leeward Development to help fund
the group's expansion. Currently, only two assets have outstanding
project debt with an additional nine projects subject to tax equity
partnerships. Moody's assume that any new projects, if encumbered,
will comfortably meet their distribution tests to upstream cash
flows. However, Moody's also consider that a higher reliance on
project debt and tax equity partnerships to fund the group's
development operations going forward will reduce both the amount of
cash that is distributable to the issuer and the net proceeds from
the sale of the assets.

OUTLOOK

The stable outlook anticipates that there will be no material
changes to the issuer's business risk profile, including additional
construction and development risk exposure. It also assumes a
balanced financial policy that allows the issuer to exhibit a
run-rate ratio of consolidated debt to EBITDA at or below 7.0x and
a ratio of cash flow from operations pre changes in working capital
(CFO pre-W/C) to debt of at least 10% during the 2022-2023 period.

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

FACTORS THAT COULD LEAD TO AN UPGRADE

Assuming no material deterioration in the issuer's business risk
profile, an upgrade of the ratings is possible if it were to
consistently generate a ratio of consolidated debt to EBITDA below
6.5x and a ratio CFO pre-W/C to debt above 14%, on a sustained
basis.

FACTORS THAT COULD LEAD TO A DOWNGRADE

The rating or outlook could face downward pressure upon a
deterioration of the issuer's business risk profile or if the ratio
of consolidated debt to EBITDA exceeds 7.5x and the CFO pre-W/C to
debt falls below 10%, on a sustained basis.

Leeward Renewable Energy Operations, LLC (formerly known as
Commodore US Holdco LLC) is a privately owned growth-oriented
renewable energy company that owns a portfolio of renewable assets
in the US. At year-end 2021, its fleet's total installed capacity
will aggregate nearly 2.2 GW while it is expected to grow to around
3.1 GW by year-end 2023, both on an ownership adjusted basis. The
issuer is a subsidiary of Leeward Renewable Energy, LLC, while the
ultimate parent company is OMERS Administration Corporation (OMERS;
Aa1 negative), the defined benefit pension plan for municipal
employees in the Province of Ontario.

Assignments:

Issuer: Leeward Renewable Energy Operations, LLC

Probability of Default Rating, Assigned Ba3-PD

Speculative Grade Liquidity Rating, Assigned SGL-2

Corporate Family Rating, Assigned Ba3

Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD4)

Outlook Actions:

Issuer: Leeward Renewable Energy Operations, LLC

Outlook, Assigned Stable

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.


LEVANT GROUP: Seeks to Hire Frazee Law Group as Legal Counsel
-------------------------------------------------------------
Levant Group seeks approval from the U.S. Bankruptcy Court for the
Central District of California to hire Frazee Law Group to serve as
legal counsel in its Chapter 11 case.

The firm will render these services:

     a. advise the Debtor regarding matters of bankruptcy law and
concerning the requirements of the Bankruptcy Code;

     b. represent the Debtor in proceedings and hearings in the
court involving matters of the bankruptcy law;

     c. assist in compliance with the requirements of the Office of
the United States Trustee;

     d. provide the Debtor with legal advice and assistance with
respect to its powers and duties in the continued operation of its
business;

     e. assist the Debtor in the administration of the estate's
assets and liabilities;

     f. prepare legal documents;

     g. provide advice concerning the claims of secured and
unsecured creditors; and

     h. negotiate, prepare and seek confirmation of a plan of
reorganization.

RoseAnn Frazee, Esq., the attorney designated to represent the
Debtor, will be paid an hourly rate of $400 while the firm's
paralegal will be paid $125 an hour.

Ms. Frazee disclosed in a court filing that she and her firm are
"disinterested persons" as defined in Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     RoseAnn Frazee, Esq.
     Frazee Law Group
     155 North Lake Avenue, 8th Floor
     Pasadena, CA 91101
     Tel: (626) 993-6687
     Fax: (626) 993-6690
     Email: RoseAnn@FrazeeLawGroup.com

                        About Levant Group

Levant Group sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-14537) on May 31,
2021, listing $100,001 to $500,000 in both assets and liabilities.
Judge Deborah J Saltzman presides over the case.  RoseAnn Frazee,
Esq., at Frazee Law Group, represents the Debtor as legal counsel.


MACK-CALI REALTY: S&P Withdraws 'B+' Long-Term Issuer Credit Rating
-------------------------------------------------------------------
S&P Global Ratings withdrew its 'B+' long-term issuer credit
ratings on Mack-Cali Realty Corp. and Mack-Cali Realty L.P. At the
time of the withdrawal, S&P's outlook was negative.

At the same time, we withdrew our 'BB-' issue-level rating and '2'
recovery rating on the company's senior unsecured notes following
their early redemption. On June 6, 2021, Mack-Cali redeemed its
4.5% and 3.15% senior unsecured notes due in April 2022 and May
2023, respectively, totaling $575 million.

The company is shifting its capital structure toward a fully
secured debt base because its growth strategy is focused on the
development of residential units at a high loan-to-value to enhance
its returns.

New Jersey-based Mack-Cali owns a $5.8 billion portfolio of office
and residential properties across the Hudson River waterfront.



MAIN EVENT: Moody's Hikes CFR to Caa1 on Adequate Liquidity
-----------------------------------------------------------
Moody's Investors Service upgraded Main Event Entertainment Inc.'s
corporate family rating to Caa1 from Caa2, probability of default
rating to Caa1-PD from Caa2-PD and senior secured bank credit
facilities ratings to Caa1 from Caa2. The ratings outlook is
stable.

The upgrade reflects Main Event's adequate liquidity given its
sizable cash balances which will support its expected increase in
growth capital spending while it continues to build back customer
visitations as its operations recover from the impact of the
pandemic" stated Bill Fahy Moody's Senior Credit Officer. Main
Event has benefitted materially from walk-in traffic over the past
several months although its scheduled event business, that include
parties and corporate outings could lag for some time. "The upgrade
also reflects our expectation that Main Event's leverage will
improve materially by its fiscal year ended June 2021," Fahy added.
For the LTM period ending March 31, 2021, debt to EBITDA exceeded
15 times while EBIT coverage of interest was negative. However,
Moody's expects leverage to approach 6.0x by June 2021 as Main
Events operations dramatically recover.

Upgrades:

Issuer: Main Event Entertainment Inc.

Corporate Family Rating, Upgraded to Caa1 from Caa2

Probability of Default Rating, Upgraded to Caa1-PD from Caa2-PD

Gtd Senior Secured First Lien Term Loan, Upgraded to Caa1 (LGD3)
from Caa2 (LGD3)

Gtd Senior Secured First Lien Delayed Draw Term Loan, Upgraded to
Caa1 (LGD3) from Caa2 (LGD3)

Gtd Senior Secured First Lien Revolving Credit Facility, Upgraded
to Caa1 (LGD3) from Caa2 (LGD3)

Outlook Actions:

Issuer: Main Event Entertainment Inc.

Outlook, Changed To Stable From Negative

RATINGS RATIONALE

Main Event's credit profile is constrained by its weak interest
coverage which is expected to remain below 1.0x despite the
recovery in operations as well as its small scale and regional
concentration, capital intensive business model and exposure to
discretionary consumer spending. Main Event benefits from above
average gross margins in a typical operating environment and a
reasonable level of brand awareness in its core markets. Although
operating performance is improving as the company laps the prior
year trough from the pandemic and a number of states scale back or
eliminate restrictions the ability to maintain recent trends could
be challenging. The ratings also take into account the uncertainty
with regards to the strength of consumer demand longer term for
discretionary spending particularly once government support falls
away.

The stable outlook reflects Main Events adequate liquidity which
was bolstered by a $35 million capital contribution from
shareholders in fiscal 1Q21 (ending September 2020) and an
amendment to its bank covenants that should provide it with
sufficient resources to build back a sustainable level of demand
throughout its system over time.

The restaurant sector has been one of the sectors most
significantly affected by the coronavirus outbreak given its
exposure to widespread location restrictions and closures as well
as its sensitivity to consumer demand and sentiment. Moody's regard
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.

Main Event is a wholly-owned subsidiary of Ardent Leisure US
Holding, Inc. whose ultimate Parent is Ardent Leisure Group Limited
("Ardent"), a publicly traded leisure and entertainment company
based in Australia. This is a rating factor given the potential
implications from both a capital structure and operating
perspective. Financial policies are always a concern with regards
to the potential for extractions of cash flow via dividends, or
more aggressive growth strategies.

Consumers are also increasingly mindful of sustainability issues,
the treatment of work-force, data protection and the source of the
products. Entertainment venues that serve food as well as offering
various entertainment options by their nature and relationship with
sourcing food and packaging, as well as an extensive labor force
and constant consumer interaction are deeply entwined with
sustainability, social and environmental concerns. While these
factors may not directly impact the credit, they could positively
or negatively impact brand image over time.

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

A higher rating would require a sustained improvement in operating
performance, liquidity and credit metrics, particularly after
restrictions on in-restaurant dining are scaled back or eliminated
through-out the US. Specifically, an upgrade would require at least
adequate liquidity and debt to EBITDA sustained below 6.5x and EBIT
to interest expense sustained around 1.0x.

Ratings could be downgraded should Main Event be unable to
strengthen credit metrics from current levels or should there be
any deterioration in liquidity.

Main Event Entertainment Inc., headquartered in Plano Texas, owns
and operates 44 leisure family entertainment centers in the United
States and is a wholly owned subsidiary of Ardent Leisure US
Holding, Inc. whose ultimate Parent is Ardent Leisure Group Limited
("Ardent"), a publicly traded leisure and entertainment company
based in Australia. For the LTM period ending March 31, 2021,
revenue was about $180 million.

The principal methodology used in these ratings was Restaurant
Industry published in January 2018.


MALLINCKRODT PLC: Rockford Loses Bid to Nix Dischargeability Suit
-----------------------------------------------------------------
Bankruptcy Judge John T. Dorsey denied the request of the City of
Rockford seeking dismissal of the case, Mallinckrodt Plc, et al.,
Plaintiffs, v. City of Rockford, Defendant (Bankr. D. Del. Case No.
Adv. Proc. No. 21-50428(JTD)), calling the City's request
"frivolous."

The Debtors commenced the adversary proceeding pursuant to Rules
4007, 7001(6), and 7001(9) of the Federal Rules of Bankruptcy
Procedure, seeking a declaratory judgment that Rockford's claims
are, as a matter of law, dischargeable pursuant to 11 U.S.C.
Section 1141 and not subject to the exception to discharge set
forth in Section1141(d)(6).

Rockford argued that because the City has not yet filed a complaint
to determine dischargeability, there is no controversy between the
parties that would warrant the issuance of a declaratory judgment.
Rockford further argued that the Debtors have not suffered a
concrete injury -- that "any injury -- if an injury exists at all
-- exists only in the Debtors' imagination."

"At this point in the Debtors' bankruptcy, with confirmation on the
horizon, a determination regarding the treatment of Rockford's
claims is necessary to keep these cases moving forward," Judge
Dorsey said.

A copy of the Court's June 23, 2021 Memorandum Opinion and Order is
available at:

         https://www.leagle.com/decision/inbco20210624589

                    About Mallinckdrodt PLC

Mallinckrodt -- http://www.mallinckrodt.com/-- 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 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 the Company.  Mallinckrodt plc disclosed
$9,584,626,122 in assets and $8,647,811,427 in liabilities as of
Sept. 25, 2020.

Latham & Watkins LLP, Ropes & Gray LLP and Wachtell, Lipton, Rosen
& Katz are serving as counsel to the Company, Guggenheim
Securities, LLC is serving as investment banker and AlixPartners
LLP is serving as restructuring advisor to Mallinckrodt. Hogan
Lovells is serving as counsel with respect to the Acthar Gel
matter.  Prime Clerk LLC is the claims agent.



MANNINGTON MILLS: Moody's Rates Repriced Secured Term Loan 'B1'
---------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the repriced
senior secured term loan B of Mannington Mills, Inc., which was
downsized to approximately $261 million. The company's B1 Corporate
Family Rating, B1-PD Probability of Default Rating and stable
outlook remain unchanged. The transaction is credit positive
because it reduces the company's interest cost by approximately 25
basis points and enhances its ability to generate free cash flow.
The B1 rating on the existing senior secured term loan B will be
withdrawn at the close of the transaction.

Assignments:

Issuer: Mannington Mills, Inc.

Senior Secured Term Loan B, Assigned B1 (LGD4)

RATINGS RATIONALE

Mannington Mills' B1 CFR reflects the company's improving, but
still high, leverage which Moody's expects will decline below 4.0x
by year-end 2021 from 4.7x at March 31, 2021. Moody's expectations
incorporate strong topline growth due to favorable fundamentals
that support investment in home improvement as well as increased
commercial construction, which bolsters demand for flooring
products. Furthermore, Moody's expects expanding margins reflecting
the execution of price increases that will more than offset rising
input costs.

Mannington Mill's liquidity is expected to be good over the next 12
to 18 months and reflects Moody's expectations of positive free
cash flow in both 2021 and 2022. Liquidity is supported by the
expectation of ample availability under the company's $150 million
revolver and a lack of near term debt maturities.

The stable outlook reflects Moody's expectation of stable demand
within the repair and remodel segment, which represents
approximately 70% of Mannington Mills' US sales, as well as
maintenance of good liquidity.

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

The ratings could be upgraded if Mannington Mills operates with
debt-to-EBITDA sustained below 3.5x and free cash flow-to-debt
approaching 7.5%. An upgrade would also reflect ongoing positive
trends in end markets continuing to support growth.

The ratings could be downgraded if the company's debt-to-EBITDA is
sustained above 4.5x or if EBITA-to-interest expense remains below
2.0x. A negative rating action would also reflects a failure to
generate meaningful levels of free cash flow or the execution of a
sizable debt-financed acquisition.

The principal methodology used in this rating was Manufacturing
Methodology published in March 2020.

Mannington Mills, Inc. is a manufacturer of flooring products used
in both commercial and residential construction end markets
throughout North America and Europe. Mannington Mills is privately
owned and does not disclose financial information publicly.


MATT'S SMALL: Unsecured Creditors to Be Paid in Full Over 4 Years
-----------------------------------------------------------------
Matt's Small Engine Repair, LLC, filed with the U.S. Bankruptcy
Court for the Northern District of Florida a Disclosure Statement
dated June 22, 2021.

Immediately prior to and in conjunction with this filing, the
Debtor has reduced its expenses and its business income has largely
returned, which will allow the Debtor to successfully complete its
proposed plan of reorganization without further detriment to its
creditors. The debtor projects income from its streamlined
operation will remain fairly consistent, within the range shown in
the monthly operating reports filed with the court.

The Debtor's plan will provide for payment of debt secured by the
Debtor's inventory in accord with the regular contract terms, the
small amount of priority debt (sales taxes) will be paid over 15
months, and unsecured debt will be paid in full over a period of 4
years. The founder/managing member, Matthew Roberts, will retain
his one-half ownership interest in the company and will continue to
draw the regular salary for his employment with the company,
including such occasional increases as may be justified by
inflation and similar economic conditions.

Class I consists of secured claims of secured creditors with an
interest in the Debtor's inventories. Creditors in Class I will
continue to be paid in accord with their contractual agreements
with the Debtor, including principal reductions as inventory is
sold. Each respective creditor shall retain its lien against the
Debtor's vehicle or equipment until its claim is paid in full. The
Debtor will continue to utilize the credit lines of the respective
creditors to purchase new inventory as sales deplete the Debtor's
stock.

Class II consists of the unsecured priority claim of the Florida
Department of Revenue. Class III consists of unsecured claims.
Because payment of these sums will pay each creditor in full,
confirmation of the Debtor's Plan will act as an injunction against
any collection activity against any cosigner or guarantor. Once the
payments to the Florida Department of Revenue (Class II) is
completed the Debtor will distribute that $1000 across the
unsecured creditors pro rata in order to accelerate the repayment
of those debts. At the sole discretion of the Debtor, it may fully
satisfy any such distribution to any claimholder in this class with
a single payment on or after distributions begin to Class III
claimholders.

Class IV consists of unsecured claims of suppliers still utilized
by the Debtor.  The claims in Class IV will be paid in the stated
amount until those pre-petition, past-due sums are paid
(approximately 24 months). The Debtor will continue to utilize the
credit lines of the respective creditors to purchase new inventory
as sales deplete the Debtor's stock.

Class V consists of remaining unpaid administrative expenses. The
holders of the claims in Class V will be paid at the rate of $1000
per month until paid in full. The Debtor estimates that this sum
will be less than $10,000, after applying the pre-petition
retainer, and the Debtor is unaware of any other administrative
expenses at this time. The Debtor will pay any unpaid quarterly
fees to the Office of the United States Trustee on or before the
effective date of the Plan. Beginning each quarter after the plan
is confirmed, and continuing until the Debtor's case is closed or
dismissed, the Debtor will provide an affidavit to the United
States Trustee verifying all disbursements for that quarter and
will remit immediately the requisite fee based on those
disbursements.

The interests of the stockholder of the debtor company are not
affected by the plan.

The debtor shall retain all property of the estate. The funds for
implementing the plan shall come from the ongoing business of the
debtor, through its continued small engine repair and equipment
rental business. In the event that this attempt to reorganize under
Chapter 11 is unsuccessful, the case will either be converted to a
liquidation bankruptcy under Chapter 7 or be dismissed. The
disbursing agent for the debtor shall be Matthew Roberts, the
managing member of the Debtor company.

A full-text copy of the Disclosure Statement dated June 22, 2021,
is available at https://bit.ly/3zZk9wq from PacerMonitor.com at no
charge.

Counsel for the Debtor:

     Allen P. Turnage
     PO Box 15219
     Tallahassee FL 32317
     Tel: (850) 224-3231
     Fax: (850) 224-2535
     E-mail: service@turnagelaw.com

                   About Matt's Small Engine

Matt's Small Engine Repair LLC is a Florida corporation limited
liability company owned by its managing member and founder, Matthew
Roberts, along with his wife, Casey Roberts. The Debtor filed
Chapter 11 Petition (Bankr. N.D. Fla. Case No. 21-40220) on June
22, 2021.

The Debtor is represented by Allen P. Turnage, Esq. of LAW OFFICE
OF ALLEN TURNAGE, P.A.


MAUNESHA RIVER: Seeks to Hire JMS Dairy as Financial Advisor
------------------------------------------------------------
Maunesha River Dairy, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Wisconsin to employ JMS Dairy
Business Consulting, LLC as its financial advisor.

The firm's services include:

     a. assisting the Debtor in the preparation of financial
information for distribution to creditors and others, including but
not limited to, cash flow projections and budgets, cash receipts
and disbursement analysis, and analysis of proposed transactions
for which court approval is sought;

     b. attending meetings and assisting in discussions with
secured lenders, the U.S. trustee and other parties-in-interest;

     c. assisting in the preparation of information and analysis
necessary for the confirmation of a plan of reorganization;

     d. assisting in the evaluation and analysis of avoidance
actions, if needed;

     e. providing litigation advisory services and expert testimony
on case-related issues; and

     f. providing general business consulting services, which the
Debtor or its legal counsel may deem necessary.

Jeff Sluzewski of JMS Dairy will charge $150 per hour for his
services.

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

The firm can be reached through:

     Jeff Sluzewski
     JMS Dairy Business Consulting
     N9120 Dohm Drive
     Belleville, WI 53508
     Phone: 608-576-5162
     Email: jeff.sluzewski@dairybusinessconsulting.com

                    About Maunesha River Dairy

Sun Prairie, Wis.-based Maunesha River Dairy, LLC sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case. No.
21-11157) on May 27, 2021.  In the petition signed by Dennis E.
Ballweg, member, the Debtor disclosed $1 million to $10 million in
both assets and liabilities.  

Judge Catherine J. Furay oversees the case.  

Murphy Desmond S.C. and JMS Dairy Business Consulting, LLC serve as
the Debtor's legal counsel and financial advisor, respectively.


MIRION TECHNOLOGIES: S&P Places 'B' LT ICR on CreditWatch Positive
------------------------------------------------------------------
S&P Global Ratings placed its ratings, including its 'B' long-term
issuer credit rating, on Mirion Technologies Inc. on CreditWatch
with positive implications.

The CreditWatch placement reflects S&P's view that Mirion's credit
profile may improve with the anticipated debt reduction associated
with the transaction.

Mirion has announced its intention to combine with GS Acquisition
Holdings Corp. II (GSAH II), a special purpose acquisition company,
in a cash- and equity-funded transaction.

Equity capital Mirion raises could reduce leverage in the capital
structure. The CreditWatch placement follows the company's
announced combination with GSAH II in a transaction funded by a mix
of cash, equity, and new debt. S&P said, "We expect the total
acquisition value to be about $2.6 billion, including debt. We
believe the company will use a portion of the combined proceeds to
reduce Mirion's debt, which will reduce leverage. The transaction,
which we expect will close in fourth-quarter 2021, is subject to
closing conditions, including regulatory approvals and approval by
GSAH II shareholders."

Credit measures will likely improve. S&P said, "We view leverage to
be very high, well above 6.5x, which includes just three months of
Sun Nuclear operations. However, we believe that after the
transaction closes and debt has been repaid, S&P Global
Ratings-adjusted leverage will drop to less than 5x and could trend
toward 4x on a run-rate basis." This scenario assumes run-rate
adjusted EBITDA of $179 million, as demand for radiation detection
and analysis tools remains solid, integration of Sun Nucelar
continues as planned and strengthens the medical platform, the
company progresses on its operational initiatives, and it does not
incur as much in restructuring and other one-time costs as it has
in the past.

Financial sponsor control will be reduced. Upon the close of the
transaction, publicly listed GSAH II will change its name to Mirion
Technologies Inc. Assuming no redemption by GSAH II public
shareholders, they will own 36.8% of the company, and private
investment in public equity (PIPE) investors will own 44.1%.
Mirion's current financial sponsor, Charterhouse Capital, its
co-investors, and Mirion senior management will own 19.1% at the
outset.

Financial policies will be key to the rating outcome. Our rating on
Mirion will largely depend on how likely leverage is to exceed 5x.
We would need to be relatively certain that GSAH II, as a special
acquisition vehicle, will distinguish itself from typical financial
sponsors and abide by more conservative policies regarding future
debt incurrence to fund growth-oriented acquisitions or provide
value to shareholders. The same would hold true (albeit to a
smaller extent) for the PIPE investors. S&P will evaluate any
effect on the ratings as information becomes available.

CreditWatch

S&P said, "The CreditWatch placement reflects our view of the
potential improvement to Mirion's credit profile and our ratings
following the acquisition. We believe there will be significant
debt repayment that strengthens the firm's pro forma credit
measures. A modest upgrade would depend not only on the magnitude
of the debt repayment but also on whether Mirion's equity owners
intend to keep leverage below 5x and whether the company can
generate sufficient levels of free operating cash flow (FOCF),
which we see as appropriate for a higher rating. If there is
sufficient uncertainty regarding leverage and FOCF, we may resolve
the CreditWatch by affirming the ratings and revising the outlook
to stable. We will also reassess our recovery ratings on the debt
issues, given the anticipated amount of debt reduction.

"We expect to resolve the CreditWatch placement after the
transaction closes in fourth-quarter 2021."


MORRIS MAILING: Seeks to Hire Hiltz Zanzig & Heiligman as Counsel
-----------------------------------------------------------------
Morris Mailing, Inc. received approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire Hiltz Zanzig &
Heiligman, LLC to serve as legal counsel in its Chapter 11 case.

The firm's services include:

     a. assisting the Debtor in performing its duties under the
Bankruptcy Code;

     b. meeting with the U.S. trustee and the Subchapter V trustee
and their representatives concerning administration of the Debtor's
estate;

     c. meeting and negotiating with creditors and their
representatives and other interested parties regarding matters
relating to the administration of the estate; and

     d. other legal services as required.

The firm's hourly rates are as follows:

     John F. Hiltz, Partner     $430 per hour
     Alex J. Whitt, Associate   $275 per hour
     Paralegal Time, Paralegal  $175 per hour

As disclosed in court filings, Hiltz Zanzig & Heiligman neither
represents nor holds any interest adverse to the Debtor and its
estate.

The firm can be reached through:

     John F. Hiltz, Esq.
     Alex J. Whitt, Esq.
     Hiltz Zanzig & Heiligman, LLC
     53 West Jackson Blvd., Suite 1301
     Chicago, IL 60604
     Tel: 312-566-9008
     Email: jhiltz@hzhlaw.com

                       About Morris Mailing

Morris Mailing, Inc., a business offering direct-mailing services
for various publishers in the Chicago area, filed a petition under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill.
Case No. 21-06416) on May 17, 2021.  In the petition signed by
Michael Morris, president, the Debtor disclosed $2,409,960 in total
assets and $4,277,484 in total liabilities as of May 12, 2021.
Judge Jacqueline P. Cox oversees the case.  Hiltz Zanzig &
Heiligman, LLC represents the Debtor as legal counsel.


MORTGAGE INVESTORS: Unsecured Claims Under $50K to Recover 20%
--------------------------------------------------------------
Mortgage Investors Corp. filed with the U.S. Bankruptcy Court for
the Middle District of Florida a Disclosure Statement for Chapter
11 Plan of Liquidation dated June 22, 2021.

The Debtor terminated substantially all of its employees in 2013,
but continued to employ a handful of employees until 2018 to
address post-closing mortgage loan issues, to defend ongoing
litigation claims, and to preserve any potential counterclaims.
Once the Debtor's cash was depleted, the Debtor's majority
shareholder issued loans to the Debtor to fund the maintenance of
company records and to cover the costs of litigation.  Litigation
continues for the Debtor and is forecasted to continue, at minimum,
until late-2021.  The Debtor has no ability to continue to pay its
legal fees and is dependent on litigation funding by its majority
shareholder.

After evaluating non-bankruptcy alternatives, the Debtor determined
that a chapter 11 liquidation would maximize the value of its
assets, help the Debtor secure new cash assets through the Edwards
Settlement, and ultimately maximize recoveries to Holders of
Allowed Claims through an efficient liquidation of Estate assets.

The Debtor has proposed the Plan as a means for liquidating its
assets and distributing the proceeds to Creditors.

Class 1 comprises the Convenience Class of those Unsecured
Creditors with claims of $50,000 or less. In full and complete
satisfaction, settlement, release and discharge, each Holder of an
Allowed Convenience Class Claim shall receive upon the later to
occur of the Effective Date or the date such Claim becomes an
Allowed Claim, 20% of their Allowed Claim.

Class 2 comprises all Allowed General Unsecured Claims not
otherwise classified in the Plan.

     * Initial Funding of Liquidating Trust. The Liquidating Trust
shall be initially funded by the Edwards Settlement Payment. The
Liquidating Trustee shall maintain a separate accounting (the
"Distribution Account") for the Debtor's Estate within one bank
account in the Liquidating Trustee's name as Liquidating Trustee,
containing the balance of any cash or account held by the Debtor as
of the Confirmation Date, plus all subsequent Sale Proceeds. The
Liquidating Trustee will deposit any additional funds collected
prior to the Effective Date into the Distribution Account for each
Estate. The funds remaining in the Distribution Account after the
payment of Allowed Administrative Expense Claims, Allowed
Compensation Claims, Allowed Priority Claims, and Allowed Priority
Tax Claims, will provide the initial funding for distributions to
Holders of Allowed General Unsecured Claims in Class 2.

     * Allocable Avoidance Action Recoveries. In addition to the
cash funding, any and all sums received from the net recoveries
realized from the successful prosecution of Causes of Action will
be deposited into the appropriate Distribution Account to fund
distributions to Holders of Allowed General Unsecured Claims in
Class 2.

     * Collection/Sale of Estate Assets. The net proceeds from the
collection or sale of Assets will be deposited into the appropriate
Distribution Account to fund distributions to Holders of Allowed
General Unsecured Claims in Class 2.

     * Claim Treatment. The funds on deposit in the Distribution
Account after the payment of expenses and the Liquidating Trust
Expenses shall constitute the Liquidating Trust to be used to fund
distributions to Holders of Allowed General Unsecured Claims in
Class 2. Each Holder of a Class 2 Allowed General Unsecured Claim
will receive, on the Distribution Date, a distribution in Cash in
the amount of such Holder's Pro Rata Share of the Liquidating
Trust. If, on the Distribution Date, any Disputed Claims in Class 2
remain, then the Liquidating Trustee will withhold from any such
distribution the amount of funds that would be necessary to make
the same proportionate distribution to the Holders of all Class 2
Claims that are Disputed Claims as if each such Disputed Claim were
an Allowed Claim.

Class 3 comprises Edwards's Claim. Provided Edwards receives the
releases and protections contemplated under the settlement
incorporated into this Plan, Edwards has agreed to subordinate his
Claims to all Allowed Claims. Edwards shall not be entitled to a
distribution until all Administrative Expenses, Professionals'
Compensation Claims, Priority Tax Claims, and Allowed Claims have
been paid in full or satisfied. Edwards is a Holder of an Impaired
Claim and shall be entitled to vote to accept or reject the Plan.
However, pursuant to 1129(a)(10) of the Bankruptcy Code, any
acceptance of the Plan by Edwards shall not determine whether the
Plan is deemed accepted.

Class 4 comprises all Equity Interests in the Debtor. As of the
Effective Date, the Equity Interests in the Debtor will be
cancelled and extinguished, and no distributions under the Plan
will be made on account of the Equity Interests. Class 4 is
Impaired, deemed to have rejected the plan, and not entitled to
vote to accept or reject the Plan.

The Plan provides for the payment of Allowed Claims from the
Edwards Settlement Payment in the amount of $500,000.00 and the
orderly liquidation of Property of the Estate by the Liquidating
Trustee. The Edwards Settlement Payment is contingent upon and will
not be made unless Edwards is fully and completely released of and
from any and all Claims and Causes of Action, including any claim,
demand or cause of action based on veil piercing or alter ego,
whether asserted by the Debtor or any Creditor by Final Order. It
is contemplated that Edwards will be fully and completely released
of and from the alter ego and/or veil-piercing claims and all other
claims asserted by the Relators in the Relator Action.

In order to fund the Plan and avoid the expense and delays
associated with the Relator Action and to make prompt distribution
to Creditors, the Debtor has reached a settlement with Edwards
whereby Edwards will make the Edwards Settlement Payment in
exchange for a full and complete release of any and all claims,
including the claims and theories of recovery asserted in the
Relator Action. For the avoidance of doubt, Edwards shall have no
obligation to make the Edwards Settlement Payment until the
Confirmation Order or such other order approving the settlement is
a Final Order.

A full-text copy of the Disclosure Statement dated June 22, 2021,
is available at https://bit.ly/3vZuViO from PacerMonitor.com at no
charge.

Counsel for Debtor:

     HOLLAND & KNIGHT LLP
     W. Keith Fendrick
     Florida Bar No. 0612154
     Holland & Knight LLP
     100 North Tampa Street, Suite 4100
     Tampa, Florida 33602
     Tel: (813) 227-8500
     Fax: (813) 229-0134
     E-mail: keith.fendrick@hklaw.com

         - and -

     Edward M. Fitzgerald
     200 S. Orange Avenue, Suite 2600
     Orlando, Florida 32801
     Tel: (407) 425-8500
     Fax: (407) 244-5288
     E-mail: edward.fitzgerald@hklaw.com

                    About Mortgage Investors Corp.

Mortgage Investors Corp. is a St. Petersburg, Florida-based company
founded in 1938 and owned by entrepreneur and former Tampa Bay
Rowdies owner Bill Edwards.  It offered mortgage refinancing
solutions and serves military veterans in the state of Florida.

Mortgage Investors Corp. sought Chapter 11 protection (Bankr. M.D.
Fla. Case No. 21-02521) on May 14, 2021. At the time of filing, the
Debtor estimated $100,001 to $500,000 in assets and $1,000,001 to
$10 million in liabilities.

W Keith Fendrick, Esq., at Holland & Knight, LLP, serves as the
Debtor's counsel.


NATIONAL RIFLE ASSOC: Counterclaims Are Way Off Base, Says NY AG
----------------------------------------------------------------
Law360 reports that lying, retaliation and squandering charitable
donations are not constitutionally protected free speech, New York
Attorney General Letitia James alleged Thursday, June 24, 2021, as
she asked a state judge to dismiss claims by the National Rifle
Association in response to her suit to dissolve the group.

The broadside came as the attorney general disputed NRA
counterclaims that her suit to dissolve the tax-exempt "social
welfare organization" was a politically motivated abuse of power.
"Illegal conduct is not subject to First Amendment protection,"
James' filing said.

                   About National Rifle Association

Founded in 1871 in New York, 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, the 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 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. Norton Rose Fulbright US, LLP
and AlixPartners, LLP serve as the committee's legal counsel and
financial advisor, respectively.


NAVIENT CORP: Moody's Alters Outlook on Ba3 CFR to Stable
---------------------------------------------------------
Moody's Investors Service has affirmed Navient Corporation's Ba3
senior unsecured debt rating and the Ba3 Corporate Family Rating.

The outlook was changed to stable from negative, reflecting Moody's
assessment that the firm will continue to generate solid
profitability and the deterioration in asset quality, driven by the
still elevated rate of unemployment in the US will be modest, over
the next 12-18 months.

RATINGS RATIONALE

The company's Ba3 long-term ratings, which were affirmed, reflect
its predictable, but declining, earnings and the strong asset
quality of its $78 billion student loan portfolio as of March 31,
2021. The ratings also take into account the likelihood that the
company will continue to slow the decline in net income by
continuing to grow its private student loan origination business,
as well as continuing to modestly grow its business services
businesses.

Navient reported net income of $412 million in 2020 and $8.4
billion in outstanding unsecured debt as of March 31, 2021. As its
income to outstanding unsecured debt is modest, the company will
repay unsecured debt largely from the equity investment in its loan
portfolio. Therefore, Moody's considers Navient's greatest risk to
be a significant decline in portfolio cash flow stemming from
increased loan charge-offs.

Asset quality has remained strong through the pandemic despite high
unemployment. This strong performance against the backdrop of
uncertain operating conditions reflects exceptional fiscal
stimulus, accommodative monetary policy as well as payment and
eviction moratoriums.

Because of still elevated unemployment in the US, Moody's expects
consumer asset quality to deteriorate moderately over coming
quarters. Private loan charge-offs were 0.68% in the first quarter
of 2021 compared to 1.27% in the same period of 2020 and 0.88% for
all of 2020, well below the peak of 6.0% in 2009. The rate of 90+
day delinquencies plus loans in forbearance was 4.7% as of March
31, 2021 versus 5.1% as of March 31, 2019. Private loans comprise
approximately 26% of loans outstanding.

Because Family Federal Education Loan Program (FFELP) loans are
insured approximately 97% by the US government, charge-offs are
just basis points, even though FFELP loan delinquency and
forbearance rates are much higher than for private student loans.
Navient FFELP's charge-offs were 0.06% in the first quarter of
2021, versus 0.15% in the first quarter of 2020. The rate of 90+
day delinquencies plus loans in forbearance was 19.0% as of March
31, 2021 versus 17.1% as of March 31, 2019.

In addition, to its student loan portfolio, Navient is a large
servicer for the US Department of Education's (DOE) direct student
loans. As of March 31, 2020, Navient was servicing over $200
billion of direct student loans. In June 2020, the DOE announced
that Navient was not one of the five companies that signed a new
contract to service DOE's federal direct student loans in the
future. At that time, the company stated that it was awarded a
contract by the DOE, but declined due to unfavorable economics. The
future of the DOE direct student loan renewal is uncertain but
Navient will likely continue to service DOE loans under its current
contract for some years to come. In addition, the risk of Navient
losing the DOE contract has declined.

While Moody's believes that servicing federal direct student loans
is only a modest contributor to current profitability, the contract
provides Navient with scale, insight and relationships in its core
student loan business services offerings, as well as with respect
to its private student loan lending business. However, Moody's
expects that even in the event that the contract were ultimately
not renewed, that the impact on the company's financial profile
would be modest.

Litigation risks stemming from Consumer Financial Protection Board
(CFPB) and state lawsuits continue to weigh on Navient's credit
profile. The CFPB and several state attorneys general filed civil
suits several years ago alleging that Navient violated Federal
consumer financial laws in servicing federal and private student
loans. Moody's expects any cost of the lawsuits to be contained,
but costs that resulted in a material increase in the company's
leverage or franchise impairment could reduce its standalone
assessment and, in turn, to a ratings downgrade.

Moody's assesses that as a student loan provider, Navient faces a
high regulatory risk. As student debt service increasingly weighs
on household finances, there have been many proposed measures to
alleviate the burden. A large-scale program to refinance loans
under the FFELP and private student loans with direct loans funded
by the US government would be credit negative for FFELP and private
student loan lenders and servicers, particularly those concentrated
in the market, such as Navient. While repayment at par would result
in lenders not incurring credit losses on forgiven loans, a
reduction in lenders' loan portfolios would deprive Navient and
other lenders of future net interest income and servicers of future
servicing income.

The stable outlook reflects Moody's expectation that Navient will
maintain solid financial performance as well as consistent
capitalization levels and liquidity profile over the next 12-18
months.

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

The ratings could be upgraded if the company continues to execute
on its strategy to build a private loan origination franchise and
slows the decline in its loan portfolio while maintaining current
financial performance, as well as current liquidity and capital
financial policies. Resolution of the company's CFPB and state
lawsuits could also lead to a ratings upgrade.

The ratings could be downgraded if 1) the financial performance of
the company deteriorates, or 2) the value of the investment
portfolio declines, for example, from rising delinquencies and
defaults on the private student loan portfolio, or a large increase
in prepayment speeds on the Federal Family Education Loan Program
(FFELP) portfolio.

Moody's expects the outcome of the lawsuits to be contained, given
the company's sound capital levels. However, a downgrade is
possible if the costs of the CFPB and state attorney general
lawsuits resulted in an increase in the company's leverage or
franchise impairment, ultimately reducing its profitability
prospects.

The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.


NEW GOLD: Moody's Hikes CFR to B2, Outlook Stable
-------------------------------------------------
Moody's Investors Service upgraded New Gold Inc.'s Corporate Family
Rating to B2 from B3, Probability of Default Rating to B2-PD from
B3-PD and senior unsecured note rating to B3 from Caa1. New Gold's
Speculative Grade Liquidity Rating is unchanged at SGL-2 and the
rating outlook remains stable.

"The upgrade reflects New Gold's strengthened free cash flow
generation and reduction in leverage that has been aided by
improved operating performance and strong commodity prices" said
Jamie Koutsoukis, Vice President, Moody's analyst.

Upgrades:

Issuer: New Gold Inc.

Corporate Family Rating, Upgraded to B2 from B3

Probability of Default Rating, Upgraded to B2-PD from B3-PD

Senior Unsecured Regular Bond/Debenture, Upgraded to B3 (LGD4)
from Caa1 (LGD4)

Outlook Actions:

Issuer: New Gold Inc.

Outlook, Remains Stable

RATINGS RATIONALE

New Gold's credit profile (B2 stable CFR) is constrained by its 1)
small scale (438 thousand Gold equivalent ounces ("GEOs") in 2020),
2) mine concentration with just two mines, 3) execution risks
related to the ramp-up of production from the New Afton C-Zone, and
4) sensitivity to volatile gold and copper prices. The company
benefits from 1) operations being located in a favorable mining
jurisdiction (Canada), 2) long mine lives of over 8 years at both
operating mines, 3) low leverage (adjusted debt to EBITDA 2x at
Q1/21) and 4) good liquidity.

The B3 rating on the company's $500 million senior unsecured notes,
one notch below the B2 CFR, reflects structural subordination to
the unrated secured revolving credit facility, in accordance with
Moody's loss-given-default methodology.

New Gold has good liquidity (SGL-2) with sources of $540 million
against minimal uses of cash over the next 4 quarters. Sources
consist of $131 million of cash at Q1/21, about $300 million of
availability on the $350 million revolving credit facility that
matures October 2023, about CAD$50 million of remaining proceeds
(to be received in August 2021) from last year's sale of the
Blackwater gold development project, and Moody's expectations of
about $70 million of free cash flow over the next 4 quarters. The
company's next debt maturity ($100 million) is not until May 2025.
Moody's expects New Gold will remain comfortably in compliance with
its bank facility covenant.

The stable outlook reflects Moody's expectation that New Gold will
be able to maintain good financial performance and liquidity over
the next 12-18 months as production remains above 430 thousand
GEOs/year.

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

An upgrade would be considered if the company increases its scale
and operational diversity, including the successful ramp-up of
production from the New Afton C-Zone. An upgrade would also require
that New Gold maintain adjusted leverage of below 1.5x (2x at
Q1/21), (CFO - Dividends)/Debt is maintained above 30% (45% at
Q1/21) and maintenance of good liquidity.

Negative rating pressure could develop if free cash flow is
expected to be negative on a sustained basis or if the company
experiences material operational issues at one of its mines which
could result in lowered production and higher costs.

Quantitatively, Moody's would consider a downgrade if the leverage
ratio increases to and is sustained above 3.5x (2x at Q1/21) and
(CFO - Dividends)/Debt declines below 20% (45% at Q1/21).

The principal methodology used in these ratings was Mining
published in September 2018.

New Gold Inc. is a gold producer headquartered in Toronto, Ontario
with two operating mines: New Afton, British Columbia, Canada (64
thousand gold ozs and 72 million lbs copper produced in 2020), and
Rainy River, Ontario, Canada (233 GEOs produced in 2020). Revenue
for the twelve months ended March 31, 2021 was $666 million.


NEW HAMPSHIRE: SSG Advises Business in Sale of Assets to Grimco
---------------------------------------------------------------
SSG Capital Advisors, LLC (SSG) acted as the investment banker to
New Hampshire Plastics, LLC (NHP or the Company) in the sale of
substantially all of its assets to Grimco, Inc. (Grimco). The
transaction closed in March 2021.

New Hampshire Plastics is a leading manufacturer of High-Impact
Polystyrene (HIPS). The Company primarily produces custom roll and
sheet-extruded HIPS for several end markets. NHP's products are key
components for graphics and printing, point-of-purchase displays,
medical and food packaging, the aerospace industry, and
agricultural markets. In addition to in-house lab capabilities that
provide expert color matching and innovative custom blends, the
Company maintains exclusive technology rights that allow for
lightweight HIPS manufacturing, which provides up to 40 percent
weight savings for mission-critical products.

Operating for nearly 50 years with a history of consistent revenue
and profitability, the ownership of New Hampshire Plastics decided
to explore a transaction to facilitate succession planning and
ensure the business was well-positioned for the future. As a leader
in HIPS manufacturing, the Company sought an acquirer that would be
able to leverage their strong intellectual property and plastics
manufacturing capabilities.

SSG was retained to explore strategic alternatives for the Company,
including identifying a new partner to support NHP's next phase of
growth. Leveraging its significant experience in the manufacturing
industry, SSG canvassed a wide range of investors and attracted
interest from multiple parties. The sale to Grimco was the best
solution for NHP and its stakeholders. SSG's industry knowledge and
expertise in running complex sale processes in volatile markets
enabled a smooth transition to a new owner and maximized value.

Grimco, Inc. is one of the largest distributors of wholesale sign
supplies and sign printing equipment with over 50 locations across
North America. Grimco's product offering consists of equipment,
wide format printing and laminating products, general and
electrical sign supplies, and fully fabricated traffic signs.

Other professionals who worked on the transaction include:

    * Rue K. Toland and Patricia J. Ballard of Preti, Flaherty,
Beliveau & Pachios, Chartered, LLP, counsel to New Hampshire
Plastics, LLC;

    * Joseph D. Meddings of Hollis Meddings Group, financial
advisor to New Hampshire Plastics, LLC; and

    * Howard H. Kaplan, Kyle E. Foote, Lisa Pool Byrne, Tessa R.
Trelz, Maria G. Cardenas, and Rachel P. Peterson of Stinson LLP,
counsel to Grimco, Inc.



NINE POINT: Chapter 11 Lien Supported by Caliber's Drilling Role
----------------------------------------------------------------
Law360 reports that midstream drilling service provider Caliber
Midstream told a Delaware bankruptcy judge that it had a
significant presence at oil and gas drilling sites owned by debtor
Nine Point Energy that supports its claim to a $157 million lien
against the debtor's estate.

During a virtual hearing, Caliber CEO Daniel Werth testified that
the company and its affiliates have large amounts of equipment at
dozens of the debtor's drilling locations that help to gather and
treat crude oil and natural gas, along with drilling products like
water, and that those operations are integral to the operation of
the wells.

                     About Nine Point Energy

Nine Point Energy Holdings, Inc. -- https://ninepointenergy.com/ --
is a private exploration and production company focused on value
creation through the safe, efficient development of oil and gas
assets within the Williston Basin.

Nine Point Energy Holdings, Inc. sought Chapter 11 protection
(Bankr. D. Del. Case No. 21-10570) as the Lead Case, on March 15,
2021.  The three affiliates that concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code are
Nine Point Energy, LLC (Bankr. D. Del. Case No. 21-10571), Foxtrot
Resources, LLC (Bankr. D. Del. Case No. 21-10572), and Leaf
Minerals, LLC (Bankr. D. Del. Case No. 21-10573). The cases are
assigned to Judge Mary F. Walrath.

The Debtors estimated assets and liabilities (on a consolidated
basis) in the range $100 million to $500 million.

The Debtors tapped as counsel the following: Michael R. Nestor,
Esq. Kara Hammond Coyle, Esq. Ashley E. Jacobs, Esq., and Jacob D.
Morton, Esq., at Young Conaway Stargatt & Taylor, LLP; Richard A.
Levy, Esq., Caroline A. Reckler, Esq., and Jonathan Gordon, Esq.,
at Latham & Watkins LLP; and George A. Davis, Esq., Nacif Taousse,
Esq., Alistair K. Fatheazam, Esq., and Jonathan J. Weichselbaum,
Esq., at Latham & Watkins LLP.

The Debtors engaged AlixPartners LLP as their financial advisor,
Perella Weinberg Partners L.P. as their investment banker, and
Lyons, Benenson & Co., Inc. as their compensation consultant.


NXT ENERGY: Oil Exploration Veteran Gerry Sheehan Joins Board
-------------------------------------------------------------
Gerry Sheehan is joining NXT Energy Solutions Inc.'s Board of
Directors, effective July 1, 2021.

Mr. Sheehan has worked continuously in international oil and gas
exploration, development, and production for over 38 years.  He has
broad technical and business development experience in Africa,
South Asia and Europe which he will bring to NXT, as the Company
seeks new markets for its proven SFD tool.

Mr. Sheehan began his career in 1982 as a Geophysicist with Britoil
plc. (formerly, the British National Oil Corporation) where he
evaluated acreage in the UK, the Netherlands, Denmark, Ireland and
Norway.  In 1986, Mr. Sheehan transferred to Houston as a technical
auditor, and was later seconded to the Global Basin Evaluation
Team, focusing on Africa and Asia.

In 1987, Mr. Sheehan joined Tullow Oil plc. as part of the founding
technical team.  Tullow was successful in Senegal, a World Bank
sponsored gas to power project.  New acreage was secured in the UK,
Pakistan, Syria and Yemen, with follow-on successful exploration
and field development projects.  From 1992 to 1998, Mr. Sheehan
held the position of Chief Geophysicist at Tullow during which time
the company enjoyed successes in South Asia culminating in the
discovery and development of the 1 TCF-sized Bangora gas field in
Bangladesh, operated by Tullow on behalf of Texaco and Chevron
Corporation.  His project team also deployed on the successful
re-development of the offshore Espoir field in Cote d'Ivoire, West
Africa, with partners Canadian Natural Resources Limited and Addax
Petroleum Corporation.

From 1998 to 2006, he held the post of International Exploration
Manager with Tullow, which encompassed a business development
responsibility.  This was a time of rapid growth and expansion at
Tullow with new assets acquired in West Africa, North Africa,
Central and Eastern Europe and South Asia.  In 2004, Mr. Sheehan
led the technical due-diligence team of Tullow on the corporate
acquisition of Energy Africa plc.  The enlarged company rapidly
expanded its footprint in Africa with notable oil exploration
successes in Ghana and Uganda, both countries now seen as
significant oil provinces.  Mr. Sheehan headed the technical team
and was instrumental in securing the Jubilee offshore lease that
led to the most significant discovery in Tullow's history; Ghana's
world-class Jubilee field discovered in 2007 with recoverable
reserves estimated to be more than 370 million barrels, with an
upside potential of 1.8 billion barrels.

In 2007, Mr. Sheehan founded a private company, Blackstairs Energy
plc.  Blackstairs acquired oil field rehabilitation projects in
Romania, and exploration acreage in Armenia and Senegal.
Blackstairs also undertook technical and commercial asset
evaluations on behalf of third parties.

Currently Mr. Sheehan is the Head of Exploration of New Horizon Oil
& Gas Limited, a private London-based oil and gas company
co-founded by Mr. Sheehan in 2014.  T5 Oil & Gas is a license
partner in a portfolio of assets in Gabon, comprising offshore oil
production and a suite of un-developed oil and gas fields, both
offshore and onshore, now being advanced to development.

Mr. Sheehan holds a Bachelor of Science degree in Geology and a
Master of Science in Applied Geophysics, both obtained from the
National University of Ireland.  He is a Fellow of the Geological
Society (FGS, elected 2009) and is an active member of the American
Association of Petroleum Geologists (AAPG, 1986) and the Society of
Exploration Geophysicists (SEG, 1996).

Mr. Sheehan commented, "I greatly look forward to contributing to
the NXT team.  There has been significant under-investment in
exploration globally over the last decade.  I see great
opportunities for NXT as their SFD technology offers an effective
and highly cost-efficient exploration tool, which can be deployed
rapidly in an environmentally friendly manner."

George Liszicasz, president and CEO of NXT Energy, noted, "Over the
years I got to know Gerry as a highly skilled professional with
great expertise and most importantly unquestionable integrity.  Our
Company will greatly benefit from his knowledge and experience."

                       About NXT Energy

NXT Energy Solutions Inc. is a Calgary-based technology company
whose proprietary SFD survey system utilizes quantum-scale sensors
to detect gravity field perturbations in an airborne survey method
which can be used both onshore and offshore to remotely identify
areas with exploration potential for traps and reservoirs.  The SFD
survey system enables the Company's clients to focus their
hydrocarbon exploration decisions concerning land commitments, data
acquisition expenditures and prospect prioritization on areas with
the greatest potential.  SFD is environmentally friendly and
unaffected by ground security issues or difficult terrain and is
the registered trademark of NXT Energy Solutions Inc.  NXT Energy
Solutions Inc. provides its clients with an effective and reliable
method to reduce time, costs, and risks related to exploration.

NXT Energy reported a net loss and comprehensive loss of C$5.99
million for the year ended Dec. 31, 2020.  As of Dec. 31, 2020, the
Company had C$24.01 million in total assets, C$3.26 million in
total liabilities, and C$20.75 million in shareholders' equity.

Calgary, Canada-based KPMG LLP, the Company's auditor since 2006,
issued a "going concern" qualification in its report dated March
30, 2021, citing that the Company's current and forecasted cash and
cash equivalents and short-term investments position is not
expected to be sufficient to meet its obligations that raises
substantial doubt about its ability to continue as a going concern.


OCEAN POWER: Added to Russell Microcap Index
--------------------------------------------
Ocean Power Technologies, Inc. has been added to the Russell
Microcap Index, effective after the market opens on June 28, 2021.
FTSE Russell disclosed OPT's inclusion in its annual reconstitution
additions.

"OPT's inclusion in the Russell Microcap Index is testament to the
Company's growth potential," stated Philipp Stratmann, president
and CEO of OPT.  "We believe that the awareness of being included
in Russell indexes will not only benefit our existing shareholders
but will lead to greater exposure to potential institutional
investors."

Membership in the Russell Microcap Index means automatic inclusion
in the appropriate growth and value style indexes.  FTSE Russell
annually determines membership for its indexes primarily by
objective, market capitalization rankings, and style attributes.

                  About Ocean Power Technologies

Headquartered in Monroe Township, New Jersey, Ocean Power
Technologies, Inc. -- http://www.oceanpowertechnologies.com-- is a
marine power solutions provider that designs, manufactures, sells,
and services its products while working closely with partners that
provide payloads, integration services, and marine installation
services.  Its PowerBuoy solutions platform provides clean and
reliable electric power and real-time data communications for
remote offshore and subsea applications in markets such as offshore
oil and gas, defense and security, science and research, and
communications.

Ocean Power reported a net loss of $10.35 million for the 12 months
ended April 30, 2020, compared to a net loss of $12.25 million for
the 12 months ended April 30, 2019.  As of Jan. 31, 2021, the
Company had $82.89 million in total assets, $4.69 million in total
liabilities, and $78.20 million in total stockholders' equity.

KPMG LLP, in Philadelphia, Pennsylvania, the Company's auditor
since 2004, issued a "going concern" qualification in its report
dated June 29, 2020, citing that the Company has suffered recurring
losses from operations and has an accumulated deficit that raise
substantial doubt about its ability to continue as a going concern.


PAPER SOURCE: Advised by SSG in Sale to Elliott Affiliate
---------------------------------------------------------
SSG Capital Advisors, LLC (SSG) acted as the investment banker to
Paper Source, Inc. (Paper Source or the Company) in the sale of
substantially all its assets to an affiliate of Elliott Investment
Management L.P. (Elliott). The transaction closed in May 2021.

Paper Source, founded in 1983, is a leading lifestyle brand and
omnichannel retailer headquartered in Chicago. The Company sells
fine paper products, gifts, crafts, custom invitations, greeting
cards, and personalized stationery for life's special moments.
Through its 130+ retail locations, e-commerce website and wholesale
network, Paper Source offers customers a changing selection of
artisanal products and services that drives repeat traffic and
customer loyalty.

Prior to the COVID-19 pandemic, Paper Source was rapidly expanding
and prepared to capitalize on years of investment, including the
acquisition of 30 Papyrus store leases in February 2020. However,
in March 2020, the onset of the pandemic restrictions derailed the
Company's growth initiatives. Following the government mandates to
close all non-essential retail, Paper Source shuttered its stores
and began restructuring operations while negotiating lease
concessions and ramping up e-commerce capabilities.

Despite reopening all locations in early 2021, the economic shock
of COVID-19 negatively impacted the Company's revenue,
profitability, and liquidity. Paper Source filed for bankruptcy
protection in March 2021 to rationalize its real estate portfolio
and capital structure, identify a strategic partner to support the
business long-term, and continue operations without interruption.

SSG's extensive Chapter 11 transaction experience and knowledge of
the retail industry, combined with the support of Paper Source's
dedicated management team led by CEO Winnie Park and CFO Ron
Kruczynski, produced a process where value was maximized in a
highly expedited time frame. SSG was retained in March 2021 to
market Paper Source and solicit competing offers to the secured
lender's stalking horse credit bid. A comprehensive sale process
attracted interest from multiple strategic and financial acquirers.
The Elliott bid, with a value exceeding $100 million, was the
highest and best offer for substantially all the Company's assets.
Elliott also owns book retailer Barnes & Noble and will continue to
support Paper Source's strategic growth initiatives.

Elliott Investment Management L.P. manages more than $42 billion of
assets. Its flagship fund, Elliott Associates, L.P., was founded in
1977, making it one of the oldest funds under continuous
management.

Other professionals who worked on the transaction include:

    * Colin Adams, Christopher Good, Nicholas Weber, Colin Kopsky,
and Colin Hart of M3 Partners, financial advisor to Paper Source,
Inc.;

    * John C. Longmire, James H. Burbage, Weston T. Eguchi, Joseph
Bretschneider, Christine Lee, Matthew A. Feldman, Marta Ferrari,
and Donald P. Casey of Willkie Farr & Gallagher LLP, bankruptcy
counsel to Paper Source, Inc.;

    * Christopher A. Jones and David W. Gaffey of Whiteford Taylor
Preston, LLP, bankruptcy counsel to Paper Source, Inc.;
    * Emilio Amendola and Todd Eyler of A&G Real Estate Partners,
real estate advisor to Paper Source, Inc.;

    * Brian M. Resnick, John (JW) Perry, William H. Aaronson, Jon
Finelli, Welton E. Blount, Joanna McDonald, Michael Gilson, and
Alex Yang of Davis Polk & Wardell LLP, counsel to Elliott
Investment Management L.P.;

    * Aimee Molle, Colm Hannon, Brian Fenley, Jonathan L. Hess,
Mani Muthappan, Alexander J. Wright, and Jacquie Price of Ernst &
Young LLP, diligence advisor to Elliott Investment Management
L.P.;

    * Charles A. Dale, David M. Hillman, Kristian M. Herrmann,
Elliot R. Stevens, Zachary R. Frimet, and Tatyana Marugg of
Proskauer Rose LLP, counsel to the secured lender;

    * Steven F. Agran, Keith Daniels, Jeffrey Pielusko, and Aidan
Black of Carl Marks Advisors, financial advisor to the secured
lender;

    * Janine M. Figueiredo, Mark S. Indelicato, Mark T. Power, and
Aleksandra Abramova of Hahn & Hessen LLP counsel to the Unsecured
Creditors Committee; and

    * Sanjuro Kietinski, Harry Foard, Derrek Drozdyk, and Taylor
Christo of Province, Inc. financial advisor to the Unsecured
Creditors Committee.

                       About Paper Source

Paper Source, Inc., operates as lifestyle brand and retailer of
premium paper products, crafting supplies and related gifts,
including custom invitations, greeting cards and personalized
stationery and stamps.  It sells fine and artisanal papers, wedding
paper goods, books and gift wrap through its 158 domestic stores
and its e-commerce website. The Company's administrative
headquarters is in Chicago.

Paper Source, Inc., and Pine Holdings, Inc., sought Chapter 11
protection (Bankr. E.D. Va. Case No. 21-30660) on March 2, 2021.

Paper Source estimated assets and debt of $100 million to $500
million as of the bankruptcy filing.

The Hon. Keith L. Phillips is the case judge.

The Debtors tapped WILLKIE FARR & GALLAGHER LLP as bankruptcy
counsel; WHITEFORD TAYLOR & PRESTON LLP as bankruptcy co-counsel;
M-III ADVISORY, LP as restructuring advisor; and SSG CAPITAL
ADVISORS, LLC, as investment banker.  A&G REAL ESTATE PARTNERS is
the real estate advisor. EPIQ CORPORATE RESTRUCTURING, LLC, is the
claims agent.


PARKLAND CORPORATION: DBRS Gives BB Rating, Trend Stable
--------------------------------------------------------
DBRS Limited assigned a rating of BB with a Stable trend to
Parkland Corporation's (Parkland or the Company; rated BB with a
Stable trend by DBRS Morningstar) $600 million 3.875% Senior
Unsecured Notes due June 2026. The Recovery Rating is RR4. The
rating being assigned is based upon the rating of an
already-outstanding series of the above-mentioned debt instrument.

The net proceeds from the Notes are intended to be used to repay
drawn amounts under the credit facilities. The Notes are direct
senior unsecured obligations of Parkland and rank pari passu with
all of the Company's existing and future senior unsecured
indebtedness and are senior in right of payment to any future
subordinated indebtedness. The Notes are effectively subordinated
to all secured indebtedness, which includes Parkland's credit
facilities.

Notes: All figures are in Canadian dollars unless otherwise noted.


PBS BRAND: SSG Advises Business in Sale of Assets to CrowdOut
-------------------------------------------------------------
SSG Capital Advisors, LLC (SSG) acted as the investment banker to
PBS Brand Co., LLC, d/b/a Punch Bowl Social, and its affiliated
entities (collectively, PBS or the Company ) in the sale of
substantially all its assets to an affiliate of CrowdOut Capital,
LLC ( CrowdOut ). The transaction closed in March 2021.

Punch Bowl Social is a scratch-kitchen restaurant chain that
combines high-end food and cocktails with social activities such as
arcade games, bowling, karaoke, ping-pong and shuffleboard. The
Company operates multiple locations across the U.S. and serves
lunch, dinner, weekend brunch, late-night snacks, craft beer, and
cocktails in a modern and comfortable environment. Founded in 2012,
Punch Bowl experienced years of considerable growth and financial
success. By early 2020, PBS' footprint consisted of 20 restaurants
and the Company earned significant recognition for its rapid growth
and unique concepts.

Starting in March 2020, COVID-19's impact across the dine-in
restaurant industry led to the shutdown of all PBS locations. In
response, PBS began restructuring its operations to stabilize the
business, including permanently closing several locations and
shifting to a take-out model. As regulatory conditions improved,
PBS was able to reopen several restaurants under guidance from
local governments, however, the reopened locations were unable to
operate at a profitable level due to continued occupancy and other
restrictions. The Company filed for bankruptcy protection in
December 2020 to secure the funding necessary to continue to
operate on a limited basis, retain the value of its assets and
explore available alternatives.

SSG was retained to conduct an expedited marketing process during
the bankruptcy and solicit offers from potential strategic and
financial acquirers. After extensive marketing and discussion with
numerous interested parties, the stalking horse credit bid
submitted by CrowdOut was determined to be the highest and best
offer for substantially all the Company's assets. SSG's extensive
Chapter 11 transaction experience and knowledge of the hospitality
industry resulted in a process where value was maximized in an
expedited time frame.

CrowdOut Capital is a private lending syndication platform focused
on profitable, middle-market companies.

Other professionals who worked on the transaction include:

    * Edward T. Gavin, CTP and Stanley W. Mastil of Gavin/Solmonese
LLC, Chief Restructuring Officer and financial advisor to PBS Brand
Co., LLC;
    * Jeffrey R. Waxman, Eric J. Monzo, Brya M. Keilson and Sarah
Ennis of Morris James LLP, bankruptcy counsel to PBS Brand Co.,
LLC;
    * Mark Shapiro and Paul Warley of B. Riley Advisory Services,
Co-Chief Restructuring Officer and advisor to PBS Brand Co., LLC;
    * Gregory M. Wilkes, Daryl L. Lansdale and Jason L. Boland of
Norton Rose Fulbright US LLP, Morgan L. Patterson and Matthew P.
Ward of Womble Bond Dickinson (US) LLP, counsel to CrowdOut
Capital, LLC;
    * Warren J. Martin, Jr., John S. Mairo, Kelly D. Curtin, Rachel
A. Parisi and Cheryl A. Santaniello of Porzio, Bromberg & Newman,
P.C., counsel to the Unsecured Creditors Committee; and
    * Sanjuro Kietlinksi and Harry Foard of Province, LLC,
financial advisor to the Unsecured Creditors Committee.

                          About PBS Brand Co.

Denver-based PBS Brand Co. LLC and its affiliates own and operate
"Punch Bowl" restaurants and bars across the United States.

PBS Brand Co. and its affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 20-13157) on Dec. 21, 2020. Stacy
Johnson Galligan, authorized representative, signed the petitions.
In its petition, PBS Brand disclosed assets of between $10 million
and $50 million and liabilities of the same range.

Judge John T. Dorsey oversees the cases.

The Debtors tapped Morris James LLP as their legal counsel; SSG
Advisors, LLC as investment banker; Omni Agent Solutions as the
claims, noticing and balloting agent; and Gavin/Solmonese LLC and
B. Riley Advisory Services as restructuring advisors.  Edward Gavin
of Gavin/Solmonese and Mark Shapiro of B. Riley both serve as chief
restructuring officers.

The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors on Jan. 6, 2021.  Porzio, Bromberg & Newman,
P.C., and Province, LLC, serve as the committee's legal counsel and
financial advisor, respectively.



PENN NATIONAL: Moody's Rates New $400MM Sr. Unsecured Notes 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Penn National
Gaming, Inc.'s proposed offering of $400 million senior unsecured
notes due 2029. The company's B1 Corporate Family Rating, B1-PD
Probability of Default Rating, existing Ba3 ratings on the senior
secured revolver, term loan A, and term loan B, and the B3 rating
on the existing senior unsecured notes due 2027 are unchanged. The
company's Speculative Grade Liquidity rating is unchanged at SGL-2
and the outlook is stable.

Proceeds from the proposed $400 million senior unsecured notes
offering, which will be pari passu with the company's existing
senior unsecured notes, will be used for general corporate
purposes. While the offering is credit negative because of a modest
increase in gross leverage with no specifically identified use of
proceeds, the company's liquidity is aided further by the
transaction. The B1 CFR and stable outlook are not affected because
the operating performance since reopening has remained strong, and
the incremental leverage from the offering is considered modest and
does not change the expectation for leverage to continue to decline
from current levels.

The following ratings/assessments are affected by the action:

New Assignments:

Issuer: Penn National Gaming, Inc.

Senior Unsecured Global Notes, Assigned B3 (LGD5)

RATINGS RATIONALE

Penn's B1 CFR reflects the meaningful earnings decline from efforts
to contain the coronavirus and the potential for a slow or uneven
recovery as most properties have reopened. The rating also reflects
Penn's high leverage along with longer-term fundamental challenges
facing Penn and other regional gaming companies related to consumer
entertainment preferences and US population demographics that
Moody's believes will continue to move in a direction that does not
favor traditional casino-style gaming. Positive credit
considerations include Penn's large size in terms of revenue and
high level of geographic diversification and the operating and
financial benefits Moody's believes are available to Penn through
the company's relationship with Gaming & Leisure Properties, Inc.
("GLPI"), a real estate investment trust. Penn benefits from its
relationship with GLPI in that it can transact with them and
present opportunities for Penn to secure management contracts from
new assets at GLPI. Positive consideration is also given to Penn's
minority ownership in and relationship with Barstool Sports, Inc.,
a digital sports media company, which Moody's believes will enable
the company to benefit in the retail and online gaming and sports
betting markets. Penn's performance since casinos reopened,
including margin improvement and expected sequential improvement
through 2021, will help drive debt-to-EBITDA leverage down below 7x
over the next 12 months, which supports the rating.

Penn's speculative-grade liquidity rating of SGL-2 reflects good
liquidity, with high cash levels and solid positive free cash flow
generation now that gaming facilities are reopened. As of the year
ended March 31, 2021, Penn had cash of $2.1 billion (approx. $2.5
billion pro forma for the proposed notes offering), bolstered by
its unsecured convertible note offering and equity offerings in
2020, and no borrowings on the company's $700 million revolving
credit facility ($28 million of letters of credit result in $672
million in revolver availability). Moody's estimates the company
could maintain sufficient internal cash sources after maintenance
capital expenditures to meet required annual term loan amortization
of approximately $64 million and interest requirements over the
next twelve-month period. The company has no near-term debt
maturities, with its revolver and term loan A maturing in 2023.
Penn's maximum total net leverage ratio, senior secured net
leverage ratio, and minimum interest coverage ratio financial
maintenance covenants were amended and are now tested as of Q1
2021, at which time the company will have the ability to annualize
Q1 2021 EBITDA for the calculation. Moody's believes the company
will maintain compliance with its covenants over the next twelve
months.

The coronavirus outbreak and the government measures put in place
to contain it 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. As a result, a degree of uncertainty
around Moody's forecasts remains high. Moody's regards the
coronavirus outbreak as a social risk under Moody's ESG framework,
given the substantial implications for public health and safety.

Governance risk is considered balanced given public ownership,
absence of a dividend, and minimal levels of share repurchases.
From a leverage and financial policy perspective, given the impact
from efforts to contain the coronavirus as well as the company's
sizable debt balance including financing obligations and lease
liabilities, Penn's leverage is expected to improve but remain
elevated. As a result, Moody's continues to characterize Penn's
financial policy as aggressive with respect to leverage and
relative to the company's existing rating category. Partly
mitigating this concern are several qualitative factors, including
the company's large size in terms of revenue and number of assets,
as well as the company's significant geographic diversification.

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

The stable outlook considers the recovery in the company's business
and margin improvement exhibited in the second half of 2020 and Q1
of 2021, and the expectation for sustained improvement over the
next twelve months. The stable outlook also reflects the company's
good liquidity which incorporates approximately $2.5 billion in
cash pro forma for the proposed notes offering and the expectation
for debt-to-EBITDA leverage to decline to below 7x over the next
twelve months as the business continues to recover. Penn remains
vulnerable to travel disruptions and unfavorable sudden shifts in
discretionary consumer spending and the uncertainty regarding the
sustainable EBITDA margin and the pace at which consumer spending
at reopened gaming properties will recover.

Ratings could be downgraded if liquidity deteriorates or if Moody's
anticipates Penn's earnings recovery will take longer or be more
prolonged because of actions to contain the spread of the virus or
reductions in discretionary consumer spending. The ratings could
also be downgraded if debt-to-EBITDA leverage is sustained above
6.75x or the company implements a meaningful dividend or share
repurchase program without reducing leverage.

Ratings could be upgraded if the company's facilities remain open
and earnings recover such that consistent and comfortably positive
free cash flow and sustained reinvestment flexibility is fully
restored, and debt-to-EBITDA is sustained below 5.75x. The
introduction of a dividend or meaningful share repurchases could
also lead to a tightening of the leverage factor necessary for an
upgrade.

The principal methodology used in these ratings was Gaming
published in June 2021.

Penn National Gaming, Inc. owns, operates or has ownership
interests in gaming and racing facilities and video gaming terminal
operations with a focus on slot machine entertainment. The company
operates 41 facilities in 19 states. The company also offers social
online gaming through its Penn Interactive Ventures division, and
has a 36% ownership stake in Barstool Sports, Inc., a digital
sports media company. Most of Penn's gaming facilities are subject
to triple net master leases; the most significant of which are the
Penn Master Lease and the Pinnacle Master Lease with Gaming and
Leisure Properties, Inc., a publicly traded real estate investment
trust as the landlord under the Master Leases. Penn has four
reportable segments: Northeast, South, West and Midwest. Revenue
for the publicly-traded company for the latest 12-month period
ended March 31, 2021 was $3.7 billion.


PENN NATIONAL: S&P Rates New $400MM Senior Unsecured Notes 'B'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '4'
recovery rating to Penn National Gaming Inc.'s proposed $400
million senior unsecured notes due 2029. The '4' recovery rating
indicates its expectation for average (30%-50%; rounded estimate:
40%) recovery for noteholders in the event of a payment default.

S&P said, "The proposed debt issuance does not immediately affect
the company's S&P Global Ratings-adjusted leverage because we
believe it will maintain the funds on its balance sheet for general
corporate purposes. We net Penn's excess cash against its debt when
calculating our adjusted credit measures.

"We continue to expect Penn to materially improve its adjusted
leverage in 2021, after a significant spike in 2020, given its
strong operating performance in the regional gaming sector over the
past few quarters supported largely by its cost cuts. We believe
the company will maintain many of its previously implemented cost
cuts and benefit from the increase in visitation to casino
properties that began late in the first quarter as the pace of U.S.
vaccinations accelerated and capacity restrictions eased. In March
and April, Penn reported that it expanded its revenue by 8% and its
EBITDAR margins by about 650 basis points, relative to the same
two-month period in 2019, as governments began to ease
coronavirus-related restrictions . The company's EBITDAR margin has
been well above its 2019 levels over the past few quarters and we
believe it will be able to maintain many of the cost cuts that
supported this improvement, enabling it to sustain a stronger
EBITDAR margin relative to its performance in 2019. Notwithstanding
this belief, we anticipate that some of the cost cuts it
implemented, particularly in its marketing and labor, may return
closer to 2019 levels as more travel and leisure alternatives
become available and compete for consumers' discretionary income.
An outlook revision to stable or positive may be considered in the
next several weeks as we gain greater confidence that Penn's
operating performance has stabilized across its portfolio and can
continue to improve its S&P Global Ratings adjusted leverage and
maintain it below 6.5x."

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P assigned its 'B' issue-level rating and '4' recovery rating
to Penn's proposed $400 million senior unsecured notes. The '4'
recovery rating indicates its expectation for average (30%-50%;
rounded estimate: 40%) recovery for noteholders in the event of a
payment default.

-- S&P said, "Our 'B' issue-level rating and '4' recovery rating
on Penn's existing unsecured debt remain unchanged because,
notwithstanding the incremental unsecured debt pro forma for the
proposed notes issuance, we now assume a lower secured debt balance
at default, which leads to a greater level of residual value
available to satisfy unsecured claims. This reduction in the level
of secured debt assumed at default relative to our last analysis
reflects that we now assume a default occurring in 2024, rather
than 2023, which will provide an additional year of amortization
under Penn's term loans that amounts to approximately $80
million."

-- The company's term loan balances at default are also lower in
S&P's current analysis given Penn's prepayment of $115 million of
outstanding borrowings under its term loan B-1 in November 2020.

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

Simulated default scenario

-- S&P's simulated default scenario contemplates a default
occurring in 2024 due to prolonged economic weakness, significantly
greater competitive pressures in the company's various markets, and
sharply reduced interest in gaming as a form of entertainment. In
addition, S&P believes the large fixed rent payment to Gaming &
Leisure Properties Inc. (GLPI) reduces its operating flexibility,
potentially leading to greater cash flow volatility.

-- S&P assumes a reorganization at default and value the company
using an emergence multiple of 6.5x, which is in line with the
average multiple it uses for the leisure industry and the multiples
it uses for diversified gaming operating companies that do not own
the majority of their real estate.

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

Simplified waterfall

-- Emergence EBITDA: $418 million
-- EBITDA multiple: 6.5x
-- Gross recovery value: $2.7 billion
-- Net recovery value after administrative expenses (5%): $2.6
billion
-- Obligor/nonobligor valuation split: 100%/0%
-- Estimated secured first-lien debt claims: $2.1 billion
-- Value available for first-lien claims: $2.6 billion
    --Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Estimated unsecured debt claims: $1.2 billion
-- Value available for second-lien claims: $515 million
    --Recovery expectations: 30%-50% (rounded estimate: 40%)

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



PHILADELPHIA SCHOOL: Unsecured Creditors Will Get 60% Under Plan
----------------------------------------------------------------
Philadelphia School of Massage and Bodywork, Inc., submitted a
First Amended Disclosure Statement describing Plan of
Reorganization dated June 22, 2021.

As the United States has re-emerged from the Pandemic and various
governmental orders requiring people to stay at home and businesses
to remain shuttered, PMSB has seen a steady increase in the demand
for its educational and business services. Under the terms of the
Proposed Plan, Debtor expects to earmark surplus income from its
operations to pay down certain amounts pre-bankruptcy debt on a
pro-rata share basis between September 2021 and December 2022.  At
present, the Debtor expects that each holder of an unsecured claim
will receive approximately 60% of its total undisputed claim
amount.

Since the bankruptcy filing, Debtor has experienced increased
cashflow. For example, its operating results for October 2020
(Debtor's first full month of operations as a Debtor in
Possession), it secured cash receipts totaling $3,195.78 while
disbursements totaled $11,986.  The Debtor had cash on hand at the
end of the month totaling $8,790.07.

In its most recent Monthly Operating Report, Debtor secured cash
receipts totaling $18,119 while disbursements totaled $21,390.  The
Debtor had cash on hand at the end of the month totaling $5,860.

The Debtor proposes to pay the City of Philadelphia its allowed
claims ($391.00) within 30 days of Plan Confirmation. With respect
to the unsecured priority tax claim of the IRS, Debtor proposes to
repay the IRS its allowed claim ($8,524.36 subject to finalization
once Debtor files the requested tax documents) in full within 6
months of Plan Confirmation.

Class 2 consists of the claim of the Ellington Condominium
Association. The Ellington is secured as to the amount of the
security deposit of $17,302.00 – leaving $43,641.21 as unsecured
portion of the claim. As currently proposed in the Plan, the
unsecured portion of the Ellington's claim is $43,641.21. Debtor
proposes to pay the unsecured portion of the claim as the pro-rata
share of the overall Allowed Claims over the course of the Plan
based upon monies set aside to satisfy prebankruptcy debt on a
monthly basis. Debtor proposes to eliminate any pre-bankruptcy debt
that is not paid on or before December 31, 2022.

Class 3 consists of the Claim of WZ Group, LLC ($43,725.00, subject
to offset of $18,000 paid in security deposit plus an additional
$9,000.00 paid in first month's rent). WZ Group did not file a
proof of claim. Debtor will treat WZ Group's claim as secured in
the $18,000.00 paid as a security deposit. WZ Group's remaining
claim amount is unsecured. The $9,000.00 in first month's rent paid
to WZ Group was made prematurely under the terms of the Lease as
the Commencement Date triggering the rent liability was not
triggered.

Upon confirmation, the membership interests of the Debtor shall
retain an interest in Debtor's property of a value, as of the
effective date of the plan. At present, Debtor estimates that it
has personal property assets totaling $4,176.00. Equity Interest
Holders will receive no payments under the terms of the Plan.

Based upon current projections, Debtor anticipates that it will
generate $84,110.38 from both Tuition Income and Ancillary Services
Income between September 2021 and December 2022. Debtor will use
this income to pay down pre-bankruptcy debt. Debtor expects that
each unsecured creditor will receive approximately 60% of each
creditors' Allowed Claims.

A full-text copy of the First Amended Disclosure Statement dated
June 22, 2021, is available at https://bit.ly/2U2lja2 from
PacerMonitor.com at no charge.

Debtor's counsel:
    
     Mark S. Danek, Esq.
     Danek Law Firm, LLC
     350 Sentry Parkway East
     Building 630, Suite 110-A
     Blue Bell, PA 19422
     Telephone: (484) 344-5429
     Facsimile: (484) 766-8970
     E-mail: hello@daneklawfirm.info

            About Philadelphia School of Massage and Bodywork

Philadelphia School of Massage and Bodywork, Inc., opened its doors
on May of 2015.  Its mission is to provide experience-based,
quality education and training in massage therapy and bodywork.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case no. 20-13642) on Sept.
10, 2020.  Judge Eric L. Frank oversees the case. Danek Law Firm,
LLC serves as the Debtor's legal counsel.


PLATINUM GROUP: Appoints Enoch Godongwana to Board of Directors
---------------------------------------------------------------
Enoch Godongwana has been appointed as a non-executive independent
director to Platinum Group Metals Ltd.'s Board of Directors,
bringing the number of directors to seven.  

Mr. Godongwana obtained an Msc degree in Financial Economics from
University of London in 1998 and has served in numerous roles in
government, trade unions and industry.  Mr. Godongwana brings
invaluable knowledge of the South African business environment.  He
spent the early part of his career working for the National Union
of Metal Workers of South Africa, holding a number of key roles
until becoming General Secretary.  He went on to hold a number of
South African governmental roles, including Deputy Minister of
Public Enterprises of the Government of South Africa from 2009 to
2010, Deputy Minister of Economic Development from 2010 to 2012 and
member of Parliament from 2009 to 2011.  

Mr. Godongwana is currently serving as the non-executive Chair of
the Development Bank of Southern Africa and is a non-executive
director of Mondi plc.

Platinum Group CEO R. Michael Jones commented "We are very pleased
to welcome Enoch Godongwana to the Board of the Company.  His
extensive South African experience will be a valuable asset to the
Company as we work through the financing and development of the
world class Waterberg Palladium, Platinum and Gold Mine."

                    About Platinum Group Metals

Headquartered in British Columbia, Canada, Platinum Group Metals
Ltd. -- http://www.platinumgroupmetals.net-- is a platinum and
palladium focused exploration, development and operating company
conducting work primarily on mineral properties it has staked or
acquired by way of option agreements or applications in the
Republic of South Africa and in Canada.  The Company's sole
material mineral property is the Waterberg Project.  The Company
continues to evaluate exploration opportunities both on currently
owned properties and on new prospects.

Platinum Group reported a net loss of US$7.13 million for the year
ended Aug. 31, 2020, compared to a net loss of US$16.77 million for
the year ended Aug. 31, 2019. As of Feb. 28, 2021, the Company had
US$50.77 million in total assets, US$31.93 million in total
liabilities, and US$18.85 million in total shareholders' equity.

PricewaterhouseCoopers LLP, in Vancouver, Canada, the Company's
auditor since 2007, issued a "going concern" qualification in its
report dated Nov. 25, 2020, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency,
negative working capital and has significant amounts of debt
payable without any current source of operating income which raise
substantial doubt about its ability to continue as a going concern.


POCONO PRODUCE: SSG Closes Pocono Sale Transaction
--------------------------------------------------
SSG Capital Advisors, LLC (SSG) acted as the investment banker to
Pocono Produce Company, Inc. d/b/a Pocono ProFoods ( Pocono
ProFoods or the Company) in the sale of substantially all of its
assets to Driscoll Foods (Driscoll).

Headquartered in Stroudsburg, PA, Pocono ProFoods is an
independent, broad-line foodservice distributor with customers
throughout the Mid-Atlantic and Northeastern United States. Pocono
ProFoods distributes over 8,000 products used in food preparation
and service. Founded in 1940, the Company was originally a local
produce wholesaler for Pocono Mountains resorts and has grown to
serve restaurant and foodservice customers across 14 states. The
Company's customers include independent fine dining and casual
restaurants, country clubs, hotels and resorts, schools and the
U.S. military.

Pocono ProFoods operated successfully for decades and experienced
steady growth by providing customers with reliable service, quality
products and value-added menu planning services. The Company became
a leading foodservice distributor and developed a diverse and loyal
customer base that led to expansion into several national chain
accounts. Starting in March 2020, the wide-ranging effects of
COVID-19 began to impact Pocono ProFoods' core business. Government
restrictions and shutdowns of restaurants, schools and hotels led
to an immediate and unprecedented decline in customer orders.
Despite implementing cost-cutting measures, the Company experienced
revenue and profitability declines, which severely constrained
liquidity.

SSG was retained to explore alternatives to find a strategic
partner to strengthen the Company's capital base and improve
liquidity. SSG conducted a comprehensive marketing process to
solicit offers from strategic and financial buyers to recapitalize
the Company and provide the business with liquidity to support its
rebound as pandemic restrictions soften. Leveraging its significant
experience in the food and beverage industry, SSG canvassed a wide
range of investors and attracted interest from multiple parties.
Adding to the complexity of the transaction, Pocono ProFoods had
outstanding Paycheck Protection Program loans that were forgivable
but needed to be addressed in the context of a potential sale. The
sale to Driscoll Foods proved to be the best solution for all
stakeholders. SSG's industry knowledge and experience running
complex sale processes in unstable markets enabled a transaction to
be consummated on a going-concern basis.

Driscoll Foods is one of the largest broad-line foodservice
distributors in New Jersey, serving the Mid-Atlantic and
Northeastern United States. Driscoll's modern fleet of
multi-temperature trucks delivers 10,000 stocked products,
including fresh meat, poultry, milk, and dairy products, as well as
frozen, grocery, beverage, equipment, paper, and cleaning supplies
to customers across the tri-state region.

Other professionals who worked on the transaction include:

    * John T. Carroll, III, Anna M. McDonough and C. Gregory Patton
of Cozen O'Connor P.C., counsel to Pocono ProFoods; and
    * Michael J. Brady of Harwood Lloyd, LLC, counsel to Driscoll
Foods.



PRIME LOGISTICS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Prime Logistics, Inc.
        8344 Hall Rd Suite 207
        Utica, MI 48317

Chapter 11 Petition Date: June 24, 2021

Court: United States Bankruptcy Court
       Eastern District of Michigan

Case No.: 21-45397

Debtor's Counsel: Robert N. Bassel, Esq.
                  PO Box T, Clinton MI 49236
                  Tel: 248-677-1234
                  Email: bbassel@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Milad Yousif, principal.

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

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

https://www.pacermonitor.com/view/EUGKRIA/Prime_Logistics_Inc__miebke-21-45397__0001.0.pdf?mcid=tGE4TAMA


QUALITY DISTRIBUTION: S&P Alters Outlook to Stable, Affirms B- ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Quality Distribution Inc.
(QDI) to stable from negative and affirmed its 'B-' issuer credit
rating.

The stable outlook reflects S&P's view that QDI will sustain its
good performance this year.

S&P said, "Our view of the company's business risk incorporates its
market position and improved operating efficiency, which are offset
by its smaller scale following the divestiture. While selling the
Quality Carriers segment will reduce the size of its business, we
expect Boasso to maintain a defensible market position in its niche
ISO tanks market with about 55% market share at U.S. ports and 30%
market share across the U.S. Over the past few years, the company
has expanded its geographic footprint in the U.S. and Europe
through multiple tuck-in acquisitions. As of March 2021, QDI
operated 31 depots globally (16 in the U.S. and 15 in Europe), most
of which are strategically located near its served ports. In
addition, the company has long-tenured relationships with its
customers due, in part, to the range of services it provides
(chemical transportation and a number of depot services). The
company operates an asset-light business model with mostly variable
costs, and benefits from its contracts with owner-operators. This
model also allows the company to expand with minimal capital
investment. Still, in our view the company's end-market exposure is
somewhat concentrated in chemical products delivery and it
participates in a cyclical and fragmented industry where it is
susceptible to pricing pressure.

"We anticipate the company will deliver solid operating performance
over the next 12 months. Despite a smaller revenue base, we
forecast the company's adjusted EBITDA margins will improve as it
benefits from its improved business mix and the higher-margin
contribution from its depot segment pro forma for the transaction.
As such, we anticipate QDI will generate good cash flow aided by
its low capital expenditure requirements.

"The stable outlook on QDI reflects our expectation for solid
operating performance over the next 12 months.

"We could lower our ratings on QDI over the next 12 months if its
liquidity becomes constrained or its earnings unexpectedly decline
and lead us to conclude its capital structure is unsustainable.

"We could raise our ratings on QDI over the next 12 months if its
liquidity remains adequate and it strengthens its operating
performance due to an improvement in its operating efficiency or
market conditions such that its debt to EBITDA declines to about 5x
and its funds from operations (FFO) to debt rises to about 12% for
a sustained period."



RAIN CARBON: S&P Alters Outlook to Stable, Affirms 'B+' ICR
-----------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based Rain Carbon
Inc. (RCI) to stable from negative. At the same time, S&P affirmed
its 'B+' long-term issuer credit rating on the company. S&P also
affirmed the 'BB' long-term issue rating on its EUR390 million
first-lien secured term loan B and US$150 million revolver
facility, and the 'B' issue rating on its 2025 U.S.
dollar-denominated second-lien notes.

The stable outlook reflects S&P's view that RCI's operating
performance will improve such that its FFO-to-debt ratio will
remain about 15% over the next 12-18 months.

RCI's cash flows will benefit from improving operating conditions
over the next 12-18 months. Demand for calcined petroleum coke
(CPC) and coal tar pitch (CTP) should stay healthy thanks to strong
demand from the aluminum industry, which accounts for 55%-60% of
RCI's revenues. At the same time, S&P expects economic activity to
continue to gain momentum in the company's key markets such as the
U.S. This should support good demand from other end-user segments
such as the graphite (for CTP) and titanium dioxide (for CPC)
industries.

The strong uptick in demand is likely to support higher prices for
CPC through 2021. CPC prices have increased faster than the prices
of green petroleum coke (GPC) over the past two quarters. S&P
expects overall margins to remain healthy, though GPC prices are
likely to reset in line with CPC prices in the second half of 2021.
Cost optimization measures, including closure of underutilized
capacities and exit from noncore product segments, will also
support the company's margins at 19%-20% in 2021, compared with
16.7% in 2020.

Limited capital spending over the next 12-24 months should support
deleveraging. S&P said, "We anticipate RCI will generate positive
free operating cash flow of Indian rupee (INR) 5 billion-INR7
billion (about US$70 million – US$90 million) over the next two
years as capital investment tapers off from 2021. The company
completed the expansion of its hydrogenated hydrocarbon resins
plant in Germany in 2020. It will also complete another key
project, a vertical-shaft calcination plant in India this year. We
estimate RCI's annual capital spending will reduce to about INR6
billion from 2021, compared with cumulative spending of INR23
billion over 2019 and 2020."

RCI's operating cash flows will be more than sufficient to meet its
investment requirements and shareholder distributions. As such, we
believe the company will continue to accumulate healthy surplus
cash, which will support deleveraging. RCI's FFO-to-debt ratio is
likely to remain at 15%-16% over the next two years, above our
downgrade trigger of 12%.

RCI's high leverage and lumpy debt maturities will remain key
rating constraints. S&P said, "Despite our expectation of improving
credit metrics, we consider the company's leverage to be high. We
project the company's adjusted debt-to-EBITDA ratio will be
3.5x-4.0x in 2022, compared with about 5.0x in 2020. Moreover, RCI
has sizable bullet debt maturities totaling US$1 billion due in
2025. Absent prudent refinancing, the company's liquidity could
weaken as we get closer to maturity."

S&P said, "The stable outlook reflects our view that said demand
for carbon products will be steady and RCI's profitability will
improve over the next 12 months. This should help the company
maintain its FFO-to-debt ratio at about 15% during this period.

"We could lower our rating on RCI if the company's operating cash
flows weaken due to a deterioration in business conditions or if
its debt unexpectedly increases such that its FFO-to-debt ratio
trends below 12% sustainably."

S&P sees limited rating upside, given RCI's small operating scale.
However, it could ultimately raise the rating if:

-- RCI's FFO-to-debt ratio improves to well above 20% on a
sustainable basis; and

-- The company exhibits prudent management of its lumpy debt
maturities in 2025.

RCI is a U.S.-based wholly owned subsidiary of India-listed Rain
Industries Ltd. Rain Industries operates in three business
segments--carbon, advanced materials, and cement. The carbon and
advanced materials segments are housed under RCI and contribute
about 90% of the total EBITDA. The cement business, Rain Cements
Ltd., operates under the brand name Priya Cement and contributes
over 10% of EBITDA.


RIVERBEND ENVIRONMENTAL: Aug. 12 Plan Confirmation Hearing Set
--------------------------------------------------------------
On April 30, 2021, debtor Riverbend Environmental Services, LLC,
filed with the U.S. Bankruptcy Court for the Southern District of
Mississippi a Disclosure Statement and Plan of Reorganization.

On June 22, 2021, Judge Katharine M. Samson approved the Disclosure
Statement and ordered that:

     * Aug. 5, 2021, is fixed as the last day for filing written
objections to confirmation of the Plan.

     * Aug. 9, 2021, is fixed as the last day for submitting
ballots of acceptance or rejection of the Plan.

     * Aug. 12, 2021, at 9:30 A.M., in the Bankruptcy Courtroom,
7th Floor, Dan M. Russell, Jr. U. S. Courthouse, 2012 15th Street,
Gulfport, Mississippi is the hearing on confirmation of the Plan.

A copy of the order dated June 22, 2021, is available at
https://bit.ly/3hcWpMy from PacerMonitor.com at no charge.

              About Riverbend Environmental Services

Riverbend Environmental Services, LLC, based in Fayette, MS, sought
Chapter 11 protection (Bankr. S.D. Miss. Case No. 19-03828) on Oct.
25, 2019.  In the petition signed by Jackie McInnis, manager, the
Debtor was estimated to have $10 million to $50 million in assets
and $1 million to $10 million in liabilities.  The Hon. Katharine
M. Samson oversees the case.  Craig M. Geno, Esq., of the Law
Offices of Craig M. Geno, PLLC, serves as bankruptcy counsel to the
Debtor.  Watkins & Eager, PLLC is special counsel.


RLG HOLDINGS: Moody's Assigns B3 CFR Following Ares Acquisition
---------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD Probability of Default Rating to new issuer, RLG Holdings,
LLC ("RLG" dba Resource Label Group). Moody's assigned a B2 to RLG
Holdings, LLC's first lien credit facility, consisting of a term
loan, a delayed draw term loan and revolver, and a Caa2 rating to
the second lien term loan and second lien delayed draw term loan.

The proceeds of this new issuance will fund the purchase of RLG
Holdings, LLC (RLG) by Ares Management for $1.045 billion. Pro
forma this transaction, Moody's projects RLG's debt-to-adjusted LTM
EBITDA (inclusive of Moody's adjustments) to be 6.9x at March 31,
2021.

Assignments:

Issuer: RLG Holdings, LLC

Corporate Family Rating, Assigned B3

Probability of Default Rating, Assigned B3-PD

Senior Secured 1st Lien Term Loan, Assigned B2 (LGD3)

Senior Secured 1st Lien Delayed Draw Term Loan, Assigned B2
(LGD3)

Senior Secured 1st Lien Revolving Credit Facility, Assigned B2
(LGD3)

Senior Secured 2nd Lien Term Loan, Assigned Caa2 (LGD5)

Senior Secured 2nd Lien Delayed Draw Term Loan, Assigned Caa2
(LGD5)

Outlook Actions:

Issuer: RLG Holdings, LLC

Outlook, Assigned Stable

RATINGS RATIONALE

RLG's B3 Corporate Family Rating reflects the company's small
scale, highly competitive and fragmented market, high leverage and
aggressive financial policy, which Moody's believes will include
debt funded acquisitions given the available delayed draw term
loans. The rating also reflects RLG's diverse end markets, high
margins, earnings stability from high customer retention rates, and
free cash generation ability.

The stable outlook reflects Moody's expectation of organic and
disciplined growth through acquisition. Reducing leverage is
expected to be in focus, as an increase in debt will likely occur
if the delayed draw term loans are utilized.

Moody's expects the company will maintain good liquidity over the
next 12-18 months with ample revolver availability and free cash
generation.

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

The ratings could be upgraded if (all ratios are inclusive of
Moody's standard adjustments):

- Debt-to-EBITDA is sustained below 5.5x

- There is a commitment to a less aggressive financial policy

- The company maintains good liquidity

The ratings could be downgraded if:

- Debt-to-EBITDA is sustained above 6.5x

- Acquisitions occur that raise debt leverage from currently very
high level

- Liquidity weakens

Resource Label Group's first lien credit facility is not finalized
but is expected to consist of a $405 million term loan, $90 million
delayed draw term facility, and $60 million revolver. The delayed
draw term facility expires in 24 months and proceeds can be
borrowed in whole or in part, but not reborrowed. Proceeds from the
delayed draw facility are to only be allocated toward permitted
acquisitions and other permitted investments. All components of the
first lien credit facility are expected to be senior obligations of
the borrower and the guarantors, which include RLG Holdings and
each existing and subsequently acquired wholly owned material U.S.
subsidiary. Only the Canadian subsidiary is a non-guarantor. In
addition, these facilities are to be secured, on a first-priority
basis, by substantially all assets of the borrower and each
guarantor.

Incremental facilities secured on a pari passu basis with the first
lien facilities are not to exceed a first lien net leverage ratio
of 5.50x. Incremental facilities secured on a junior lien basis are
not to exceed the borrowers closing date secured net leverage ratio
(7.0x) by .25x. Unsecured incremental facilities or incremental
facilities secured only by non-collateral are not to exceed the
closing date total net leverage ratio (7.0x) by .50x or the
interest coverage ratio cannot be less than 2.0x.

The second lien facilities include a $110 million second lien term
facility and a $15 million second lien delayed draw term facility.
Proceeds from the second lien delayed-draw facility are expected to
be used solely for permitted acquisitions and other permitted
investments and expires 24 months after closing of this
transaction.

RLG Holdings, LLC is a leader in pressure-sensitive and other
high-value label solutions in the fragmented North American labels
industry. The company focuses on short to medium run sizes
providing flexibility in operational output and has vast technical
capabilities that offer a differentiated value proposition for its
diversified customer base. For the last twelve months ended May
2021, RLG Holdings, LLC generated pro forma sales and adjusted
EBITDA of $385 million and $74 million, respectively.

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers Methodology
published in September 2020.


RLG HOLDINGS: S&P Assigns 'B-' ICR, Outlook Stable
--------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating on
Franklin, Tenn.-based RLG Holdings LLC.

S&P said, "We also assigned our 'B-' issue-level rating to the
company's proposed senior secured first-lien credit facilities,
which include a $60 million revolving credit facility due 2026, a
$405 million term loan due 2028, and a $90 million delayed-draw
term loan due 2028.

"We also assigned our 'CCC' issue-level rating to the company's
proposed senior secured second-lien credit facilities, which
include a $110 million term loan due 2029 and a $15 million
delayed-draw term loan due 2029.

"The stable outlook reflects our view that the company will
continue to experience good demand for its labels and to maintain
satisfactory operating profitability and liquidity such that its
credit measures are appropriate for the ratings, with an adjusted
debt to EBITDA ratio that decreases toward roughly 7.5x by the end
of this year.

"Our 'B-' issuer credit rating on RLG reflects the company's very
small operating scale in the packaged goods label industry and a
highly leveraged capital structure. At less than $400 million of
annual sales, RLG is one of the smaller packaging companies we
rate. Its 20 facilities are strategically located through the
continental U.S., but represent a far more limited geographic reach
than at other rated label competitors, such as LABL Inc. aka
Multi-Color Corp. (B/Negative/--) with roughly 80 facilities or CCL
Industries Inc. (BBB/Stable/--) with its roughly 150 facilities.
Financial risk is also high. With the sale of the company to
financial sponsor Ares Management, the company's adjusted debt
balance will rise by 88% to over $540 million from $289 million the
year before, which is a heavy burden for a small company to carry,
particularly if interest rates rise. Despite RLG showing
satisfactory operating performance, we recognize business risks
remain." The company could experience high customer churn from time
to time with volume from some customers contracting in the
high-double-digit percentages, or it could encounter a competitive
bidding environment for labels which may force it to cede some
price concessions to retain business. RLG's focus on short- to
medium-run customers and on labels with specialized technology
demands has shown some resilience to those risks recently, with net
customer retention at roughly 100% since 2018, but could be tested
in a macroeconomic environment with more prolonged uncertainty.

Some of RLG's business characteristics helped it mitigate damage
from the spread of COVID-19. Despite being a small producer in
labels, RLG benefits from some end markets that are considered
somewhat recession-resistant (pharmaceutical, food, nutraceutical,
consumer products) and saw decent volume growth in 2020. Other
markets, RFID for example, are even more growth-oriented, with
volumes up 35% in 2019 and again in 2020. The high-margin RFID
market accounts for only roughly 3% of sales, though, and demand
for such value-added products could weaken if customers cut back on
discretionary spending. The company also benefited from
better-than-expected product mix, raw material rebate savings, and
cost synergies from plant consolidation in California. RLG
continues to improve productivity and supply chain management
through its facilities.

S&P said, "Operating performance was healthy in 2020, and we expect
it to sustain in 2021 absent unexpected macroeconomic retrenchment.
Thanks to the defensive nature of some of its end markets, organic
and acquisition-derived growth, better product mix, and cost
synergies realization, RLG's performance has held up well in the
quarters following the depths of the pandemic. Adjusted operating
margins increased by roughly 350 basis points to over 16% in 2020,
and we see them rising further this year. Good pricing and volume
growth in the pharmaceutical and nutraceutical, food, and RFID
markets has led the rebound. In particular, the company held its
own in the beverage and personal care categories (each comprising
14% of sales) outpacing the overall industry's performance in these
segments. The company's efforts to reduce labor, overhead, and
administrative costs have yielded good results. Raw material cost
savings from rebates were better than expected. We estimate that
raw material costs are RLG's largest expense at about 40% of sales,
roughly double its labor costs." Better product mix, productivity,
and plant consolidation synergies also supported the
stronger-than-expected performance. With economic conditions
appearing ready to be more sanguine in 2021, RLG's operations may
continue to improve as it integrates its tuck-in acquisitions and
realizes additional synergies.

Lack of contracted sales is a risk. Most of RLG's business is done
on a spot pricing basis with frequent quotations. Very few of its
sales are done on a contracted basis with built-in escalators and
de-escalators pertaining to raw material price movements. This
dynamic allows the company to adjust pricing quickly, but exposes
it to risks if market demand contracts swiftly, as the lack of
contracted sales is not there to provide a buffer in the event of
market dislocations.

It is unclear whether the substitution of packaging substrates
could hurt operating performance. Management asserts that RLG is
not vulnerable to packaging substrate substitution, as it can
provide labels for a variety of substrates. However, if regulations
or market sentiment pushes its customers to continually switch
from, say, plastic packaging to metal, paper, glass, or other
substrates, then label providers' market shares could also undergo
some shifting, which could be a risk to a smaller, niche-focused
label company like RLG. However, this dynamic has not yet
occurred.

S&P said, "RLG's capital structure is highly leveraged. Pro forma
for the transaction, we see RLG's adjusted debt to EBITDA ratio of
8.1x at May 31, 2021. Our adjusted debt of $545 million includes
$30 million pertaining to leases. Our EBITDA calculation includes
reported EBITDA ($48 million), pro forma amounts from acquisitions
and under letters of intent ($9 million), add backs pertaining to
operating leases ($7 million), and stock compensation ($3 million).
We see the leverage ratio declining to roughly 7.5x by year-end as
the company realizes synergies from facility consolidation and
other organic growth."

This level of debt leverage post-LBO is a marked rise from the 5.8x
at Dec. 31, 2020, but the company has operated with high debt
leverage in the past. The ratio was 7.9x in December 2019, caused
by acquisitions made in 2018 funded by incremental term loan
borrowings and general operational underperformance, which reversed
in 2020.

Financial sponsor ownership given the context of RLG's appetite for
debt-funded acquisitions is a significant financial risk factor
over the longer term. Our rating incorporates RLG's ownership by
financial sponsor Ares Management. Prior to the upcoming sale, RLG
was owned by financial sponsors First Atlantic Capital and TPG
Growth (the middle market and growth equity platform of TPG). S&P
believes financial sponsors typically follow an aggressive
financial strategy to maximize shareholder returns and often
extract cash or increase the leverage of owned companies over time,
either through acquisitions or dividends to shareholders. RLG is
acquisitive, having made nine acquisitions since 2018. Many of
these were in the western U.S., with three California-based
companies (Spectrum Label, Best Label, Axiom Label & Packaging). It
purchased Dallas-based McDowell Packaging & Advertising in October
2020 and Seattle-based Labels West in December 2020, then followed
up with buys of Andover, Ma.-based New England Label and Midwestern
company Cypress MultiGraphics in 2021. Since 2011, RLG has made
over 20 acquisitions as it seeks to consolidate the still very
fragmented competitive landscape in the labels space with over
2,500 label providers. RLG continues its active focus on tuck-in,
debt-funded acquisitions to generate growth. If the company
continues its pace of acquisitions and layers additional
debt-funded shareholder rewards on top of that without first
sufficiently deleveraging, the capital structure could be
stressed.

S&P said, "The stable outlook on RLG reflects our base case view
that the North American macroeconomy continues to recover and that
RLG will sustain solid operational execution such that its adjusted
debt to EBITDA ratio trends toward 7.5x by year-end. The company
has performed well during late 2020 and into 2021. Our current base
case factors in S&P Global Ratings' economic assumptions for a
global recovery in 2021, with global GDP expanding almost 4% for
the full year. We expect the company to make tuck-in consolidating
acquisitions from time to time, although our rating does not
reflect transformational events."

S&P could lower its rating on RLG during the next year if:

-- Economic conditions unexpectedly worsen, causing volume
contraction in RLG's more cyclical segments that is not offset by
the company's participation in defensive end markets and
operational execution is not effective enough to ensure
satisfactory performance. This scenario could result in the capital
structure becoming unsustainable or free cash flow becoming
negative.

-- RLG's draws on its revolving facility are large enough to
trigger the springing financial covenant into becoming applicable,
and headroom contracts to single-digit percentages. If the severity
of the headroom contraction is high enough to threaten a breach,
then a multiple-notch downgrade becomes a possibility.

While unlikely to occur during the next year, over a longer period
of time S&P could raise the rating one notch to 'B' if:

-- RLG sustains positive and substantial free cash flow;

-- It improves and maintains its adjusted debt to EBITDA ratio at
below 6.0x for multiple sequential quarters; and

-- It maintains a healthy debt maturity profile and adequate
liquidity.



ROI INDUSTRIES: Unsecured Creditors to Recover 40% in Plan
----------------------------------------------------------
ROI Industries Group, Inc., filed with the U.S. Bankruptcy Court
for the Middle District of North Carolina a Plan of Reorganization
for Small Business Under Chapter 11 dated June 22, 2021.

The Debtor operates a specialty machinery and automation company.
It manufactures, among other things, patented mobile compact
palletizers known as PalletPODs.  This bankruptcy case was
necessitated primarily due to historical obligations and a
temporary slowdown in business during the COVID pandemic.

The Plan reflects the Debtor's attempt to achieve a consensual plan
of reorganization. There is only one voting class of creditors in
this Plan, which is Class 1 of the Plan. In the event that Class 1
does not vote to accept the Plan, then the Debtor shall
nevertheless seek confirmation of this Plan under 11 U.S.C. §
1191(b).

Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 40 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.  

Class 1 consists of non-priority unsecured creditors. Allowed
general unsecured claims shall receive pro rata distributions on a
monthly basis, during the Plan Term, from all Available Funds
remaining after payment of allowed administrative expense claims
and allowed priority tax claims. Class 1 is impaired.

Class 2 consists of equity security holders of the Debtor. Kevin
Saylor is the 100% shareholder of the Debtor. His interests shall
be retained.

The Debtor will fund payments under the Plan from cash flow
generated by its normal business operations. The disbursements to
be made under this Plan will consist of payments towards (i)
administrative expense claims, which are expected to consist of the
fees and expenses of the Debtor's attorney, the Trustee, and the
Debtor's accountant, (ii) priority tax claims, which are not
expected to be substantial, and (iii) general unsecured claims.

The Plan proposes to disburse these funds first to administrative
expense claims and priority tax claims. All remaining Available
Funds shall then be paid to general unsecured creditors, during the
term of the Plan. The term of the Plan (the "Plan Term") shall be
three years from the Effective Date, unless the plan is confirmed
under 11 U.S.C. § 1191(b), in which case the Plan Term shall be
three years, or such longer period not to exceed five years as may
be fixed by the Court.

A full-text copy of the Plan dated June 22, 2021, is available at
https://bit.ly/3qrEkyy from PacerMonitor.com at no charge.

Counsel for the Debtor:

     NORTHEN BLUE, LLP
     John Paul H. Cournoyer
     1414 Raleigh Road, Suite 435
     Chapel Hill, NC 27517
     Telephone No. (919) 968-4441
     E-mail: jpc@nbfirm.com

                     About ROI Industries Group

ROI Industries Group, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 21-80134) on April 7,
2021.  At the time of the filing, the Debtor disclosed total assets
of up to $500,000 and total liabilities of up to $1 million.  Judge
Benjamin A. Kahn oversees the case.

Northern Blue, LLP and Nelson & Company, PA serve as the Debtor's
legal counsel and accountant, respectively.


RUBY TUESDAY: Goldman Sachs Unit Sued for $54 Mil. Deal
-------------------------------------------------------
Law360 reports that a developer's suit claiming $54 million in
damages against a Goldman Sachs investment unit because of a failed
lease deal with Ruby Tuesday Inc. has been removed to Tennessee
federal court as the parties fight over a historic lodge on the
Maryville College campus.

BNA Associates LLC's suit filed in state court May 4, 2021 and
removed Tuesday, June 22, 2021, to federal court by Goldman Sachs
Specialty Lending Group LP claims that the developer made a
legitimate deal with Ruby Tuesday -- which recently emerged from
Chapter 11 bankruptcy proceedings -- to pay the restaurant company
$5.25 million for the 27 years remaining.
                            
                    About RTI Holding Company

RTI Holding Company, LLC and its affiliates develop, operate, and
franchise casual dining restaurants in the United States, Guam, and
five foreign countries under the Ruby Tuesday brand. The
company-owned and operated restaurants (i.e. non-franchise) are
concentrated primarily in the Southeast, Northeast, Mid-Atlantic
and Midwest regions of the United States.

On Oct. 7, 2020, RTI Holding Company and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 20-12456). At the time of the filing, the Debtors
disclosed assets of between $100 million and $500 million and
liabilities of the same range.

Judge John T. Dorsey oversees the cases.

Pachulski Stang Ziehl & Jones LLP and CR3 Partners LLC serve as the
Debtors' legal counsel and financial advisor respectively. Epiq
Corporate Restructuring LLC is the claims, noticing and
solicitation agent and administrative advisor.

On Oct. 26, 2020, the U.S. Trustee for the District of Delaware
appointed an official committee of unsecured creditors in the
chapter 11 cases. The committee tapped Kramer Levin Naftalis &
Frankel LLP and Cole Schotz P.C. as counsel and FTI Consulting,
Inc. as financial advisor.


SCOTT SILVERSTEIN: August 10 Plan Confirmation Hearing Set
----------------------------------------------------------
Scott Silverstein LLC d/b/a Silverstein Company, filed with the
U.S. Bankruptcy Court for the Southern District of New York a
motion seeking approval of the Disclosure Statement in support of
its Chapter 11 Plan of Liquidation.

On June 22, 2021, Judge James L. Garrity, Jr. approved the
Disclosure Statement and ordered that:

     * Aug. 10, 2021, at 10:00 a.m. at One Bowling Green, New York,
New York 10004 is the hearing to consider confirmation of the
Plan.

     * July 30, 2021, is fixed as the last day to file objections
to confirmation of the Plan.

     * July 30, 2021, at 5:00 p.m. is fixed as the last day to
submit Ballots to be counted as votes.

     * August 3, 2021, is fixed as the last day for the Debtor to
file (i) all documents supporting confirmation of the Plan; (ii)
its response to any objections to confirmation; and (iii) a
Certification of the Balloting.  

A copy of the order dated June 22, 2021, is available at
https://bit.ly/3qFLZK1 from PacerMonitor.com at no charge.  

Attorneys for the Debtor:

     Kevin J. Nash, Esq.
     Goldberg Weprin Finkel Goldstein LLP
     1501 Broadway, 22nd Floor
     New York, NY 10036
     Tel: (212)-301-6944/(212)-221-5700
     Fax: (212) 422-6836
     Email: KNash@gwfglaw.com

                  About Scott Silverstein LLC

Scott Silverstein LLC is a manufacturer of ladies' shoes and
handbags under the Adrianna Papell label.  Its customers are
retailers and department stores, including Macy's.

Scott Silverstein LLC filed a voluntary petition under Chapter 11
of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-11370) on April
19, 2019.  In the petition signed by Scott Silverstein, manager and
member, the Debtor estimated $1 million to $10 million in both
assets and liabilities.  Goldberg Weprin Finkel Goldstein LLP is
the Debtor's counsel.


SEMILEDS CORP: Issues 35,365 Shares to Well Thrive
--------------------------------------------------
SemiLEDS Corporation issued 35,365 shares of the Company's common
stock pursuant to an Agreement Regarding Satisfaction of Judgment
dated June 14, 2021, as amended on June 16, 2021 and June 21, 2021,
by and between the Company and Well Thrive Ltd. The Shares are
being issued in consideration of the amount payable under the terms
of the Settlement Agreement a judgment in favor of Well Thrive and,
accordingly, no cash proceeds will be received by the Company from
the issuance of the Shares.

                          About SemiLEDs

Headquartered in Miao-Li County, Taiwan, R.O.C., SemiLEDs --
http://www.semileds.com-- develops and manufactures LED chips and
LED components for general lighting applications, including street
lights and commercial, industrial, system and residential lighting,
along with specialty industrial applications such as ultraviolet
(UV) curing, medical/cosmetic, counterfeit detection, horticulture,
architectural lighting and entertainment lighting.

SemiLEDs reported a net loss of $547,000 for the year ended Aug.
31, 2020, compared to a net loss of $3.56 million for the year
ended Aug. 31, 2019.  As of Feb, 28, 2021, the Company had $15.13
million in total assets, $13.51 million in total liabilities, and
$1.62 million in total equity.

KCCW Accountancy Corp., in Diamond Bar, California, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Nov. 17, 2020, citing that the Company incurred
recurring losses from operations and has an accumulated deficit,
which raises substantial doubt about its ability to continue as a
going concern.


SHUTTERFLY LLC: Moody's Affirms B3 CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service has affirmed Shutterfly, LLC's B3
Corporate Family Rating and B3-PD Probability of Default Rating.
Concurrently, Moody's affirmed the B2 ratings on the senior secured
first-lien bank credit facilities and senior secured notes, and
Caa2 rating on the senior unsecured notes. The outlook was revised
to stable from negative.

Shutterfly recently announced a proposed $1.023 billion senior
secured term loan B to potentially refinance its existing $620.75
million outstanding term loan B and $252.45 million outstanding
term loan B-1. Net proceeds of approximately $150 million from the
upsize plus a $44 million seller note, $20 million seller note held
in escrow and $11 million of rollover equity will be used to
acquire Spoonflower for $225 million. Spoonflower is a small
e-commerce marketplace platform that sells customized fabric-based
products, wallpaper and other home décor by connecting craft
makers and consumers with artists. If the new term loan is to be
rated, the rating will be subject to review of final documentation
and no material change in the size, terms and conditions of the
transaction as advised to Moody's. To the extent the existing term
loans are fully repaid, Moody's will withdraw the ratings. Moody's
will treat the seller notes as debt, consistent with Moody's Hybrid
Equity Credit Methodology. Following is a summary of the rating
actions:

Affirmations:

Issuer: Shutterfly, LLC

Corporate Family Rating, Affirmed at B3

Probability of Default Rating, Affirmed at B3-PD

$300 Million Gtd Senior Secured First-Lien Revolving Credit
Facility due 2024, Affirmed at B2 (LGD3)

$620.75 Million (originally $775 Million) Gtd Senior Secured
First-Lien Term Loan B due 2026, Affirmed at B2 (LGD3)

$252.45 Million (originally $255 Million) Gtd Senior Secured
First-Lien Term Loan B-1 due 2026, Affirmed at B2 (LGD3)

$750 Million (originally $785 Million) 8.5% Gtd Senior Secured
Notes due 2026, Affirmed at B2 (LGD3)

$300 Million 11.0% Gtd Senior Unsecured Notes due 2027, Affirmed at
Caa2 (LGD6)

Outlook Actions:

Issuer: Shutterfly, LLC

Outlook, Changed to Stable from Negative

RATINGS RATIONALE

The revision of the outlook to stable reflects Moody's expectation
that Shutterfly's operating performance and financial leverage will
improve over the next two years as the global economy rebounds from
the pandemic-induced recession. Moody's projects US GDP will expand
6.5% in 2021 (6.1% globally) and 4.5% in 2022 (4.4% globally).
Despite high pro forma financial leverage of approximately 7x (as
calculated by Moody's at LTM March 31, 2021) chiefly due to the
inclusion of non-cancellable purchase obligations associated with
cloud hosting and fulfillment service agreements (Moody's includes
the present value of these obligations in Moody's adjusted debt
calculation and makes the appropriate EBITDA add-back adjustments)
and the incremental debt to finance Spoonflower, the stable outlook
is forward-looking and embeds Moody's expectation that Shutterfly
will continue to effectively navigate the muted, albeit improving,
consumer discretionary spending environment, manage operating
expenses, return to positive organic revenue growth and reduce
leverage to the 6.5x-7x area (Moody's adjusted) by year end 2021.

Notwithstanding the demand recovery in the consumer services sector
expected in 2021-22 boosted by the economic rebound, the rating
considers the lingering economic scarring from the recession that
could affect consumers' purchasing behavior given the income
weakness within some demographic segments and risks associated with
the timing of the abatement of the pandemic. Offsetting these risks
is Moody's view that the reopening of the economy will lead to a
greater number of schools opening in the Fall. This is expected to
result in higher participation rates in the Lifetouch segment and
produce revenue growth and positive operating earnings, following a
rightsizing of the segment's cost structure, however profits will
remain well below 2019 levels. Further, Moody's expects the
consumer segment to experience solid, albeit decelerating growth
relative to 2020 levels driven by higher selling prices (mostly in
personalized goods and home décor), more efficient online customer
acquisition and cost savings. Shutterfly expects to realize $120
million in companywide annual run-rate cost savings by the end of
this year.

The affirmation of the B3 CFR reflects Shutterfly's elevated
financial leverage, exposure to cyclical consumer discretionary
spending, highly seasonal business with idled capacity during
non-peak selling periods and absence of meaningful international
diversification. The rating also reflects the company's large
consumer business, which has produced eight consecutive quarters of
year-over-year growth and benefited from the transition to
personalized photo-based products, home decor and crafting, that
experienced strong demand during the pandemic, from commoditized
print-based and other legacy consumer product categories. The B3
rating considers the intensely competitive marketplace for consumer
photo-based products and Shutterfly's lack of pricing power in
certain categories, evidenced by the historically low single-digit
operating margins. Shutterfly is heavily dependent on fourth
quarter earnings to offset operating losses produced in the first
nine months of the year, which stems from a sizable fixed cost base
and large product discounting to stimulate consumer demand during
the seasonally weak January-to-September period.

The rating is supported by Shutterfly's leadership position and
manufacturing scale as a provider of personalized photo products
and services increasingly via online customer engagement, broad
range of customized products and seamless user experience that
facilitate recurring customer usage. The company benefits from a
vertically-integrated operation with low customer acquisition
costs. Historically, Shutterfly exhibited prudent cash management
and relatively good conversion of EBITDA to free cash flow (FCF),
albeit generated chiefly in the fourth calendar quarter. Business
line diversification is provided by Lifetouch, the US market leader
in school photography, and Snapfish, a global online retailer of
digital photography and personalized photo-based products, which
gives Shutterfly greater exposure to the faster growth value
segment. The pending purchase of Spoonflower will extend
Shutterfly's home décor business into the fast-growing
direct-to-consumer personalization market and creator economy as
well as contribute further to the company's vertically-integrated
production, workflow and fulfillment strategy.

Moody's expects Shutterfly to experience good liquidity over the
coming 12-15 months. Prior to the 2019 LBO, the business model
consistently produced positive free cash flow annually due to a low
interest expense burden and minimal capex requirements. Following
two years of negative FCF generation (i.e., -$86 million in 2020
and -$48 million in 2019, as calculated by Moody's), Moody's
expects FCF to turn positive in 2021 as a result of cost saving
initiatives, sustained demand growth in the consumer segment and
improving business conditions in the Lifetouch segment. Shutterfly
will continue to produce the bulk of its positive free cash flow in
the October-to-December quarter to offset negative free cash flow
produced during the January-to-September period. Over the next
twelve months, Moody's projects positive FCF in the range of $50
million to $100 million and unrestricted cash balances of at least
$60 million. As of March 31, 2021, unrestricted cash totaled $164
million.

Given the cash burn in the first nine months of the year,
Shutterfly may rely on borrowings under the revolving credit
facility (RCF) during this period to offset negative operating cash
flows. The RCF matures in 2024 and currently has $200 million of
outstanding borrowings. While the term loan contains no covenants,
the RCF maintains a springing maximum Net First-Lien Senior Secured
Leverage Ratio covenant of 6.3x (as defined in the bank credit
agreement) tested quarterly if at least 35% of the RCF is drawn. At
March 31, 2021, the leverage ratio was 4.1x. The company is
required to pay annual amortizations equal to 7% ($54.25 million)
and 1% ($2.55 million) of the original principal amounts of term
loan B and term loan B-1, respectively, which are paid in the
fourth calendar quarter when Shutterfly generates positive FCF. In
addition to these amortization payments, Moody's projects the
company will pay down the RCF in Q4 2021.

The B2 rating on the senior secured debt instruments is one notch
higher than the outcome from Moody's Loss Given Default (LGD) model
to reflect Moody's expectation that Shutterfly will reduce this
class of debt over the rating horizon, while keeping the longer
dated unsecured debt constant. However, any further reliance on the
RCF or any additional increases in senior secured debt obligations
could result in a one notch downgrade of the senior secured debt
ratings.

Moody's analysis has considered the effect on the performance of
corporate assets arising from the current weakness in US and
overseas economic activity and gradual recovery over the coming
months. Although an economic recovery is underway, it is tenuous
and its continuation will be closely tied to containment of the
coronavirus. As a result, the degree of uncertainty around Moody's
forecasts is unusually high. Moody's regards the coronavirus
outbreak as a social risk under Moody's ESG framework, given the
substantial implications for public health and safety.

As a portfolio company of private equity sponsor Apollo Global
Management, Moody's expects the company's financial strategy to be
aggressive and governance risk to be elevated given the equity
sponsor's tendency to tolerate high leverage and favor high capital
return strategies.

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

A ratings upgrade is unlikely over the near-term given Shutterfly's
elevated financial leverage, chiefly arising from the 2019 LBO.
Over time, an upgrade could occur if Shutterfly demonstrates
organic revenue growth consistent with US online retail sales
growth and EBITDA margin expansion leads to sustained reduction in
total debt to EBITDA below 5.5x (Moody's adjusted) and FCF to
adjusted debt of at least 2% (Moody's adjusted) on an annual basis.
The company would also need to maintain a good liquidity position
and exhibit prudent financial policies.

A ratings downgrade could occur if financial leverage, as measured
by total debt to EBITDA, was sustained above 7x (Moody's adjusted),
EBITDA interest coverage declines below 1.5x (Moody's adjusted) or
liquidity experiences deterioration such that FCF generation
becomes meaningfully negative on an annual basis. Downward pressure
could also transpire if Shutterfly experienced market share losses,
a material slowdown or decline in customer and/or total order
growth, deterioration in average order value and/or substantial
increase in customer acquisition costs resulting in operating
margin erosion. Debt-financed acquisitions and/or shareholder
distributions that increase leverage could also result in a
downgrade.

Headquartered in Redwood City, CA, Shutterfly, LLC is a leading
online manufacturer and retailer of personalized consumer photo
products and services (68% of 2020 revenue) through premium brands
such as Shutterfly (photo books, personalized holiday cards,
announcements, invitations, stationery and home decor products);
and Tiny Prints Boutique (online cards and stationery boutique
offering stylish announcements, invitations and personal
stationery). The SBS business unit (9%) provides customized direct
marketing and variable print-on-demand solutions to enterprise
customers. The Lifetouch unit (23%) is a leading provider of school
photography in the US serving over 50,000 schools. Apollo Global
Management, LLC purchased Shutterfly in September 2019 and combined
it with Snapfish, LLC, which was acquired in January 2020, for a
total purchase price of $3 billion (including balance sheet cash
and transaction fees and expenses). GAAP revenue totaled
approximately $2.1 billion for the twelve months ended March 31,
2021.

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


SKILLSOFT CORP: S&P Assigns 'B-' ICR, Outlook Positive
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S&P Global Ratings assigned its 'B-' issuer credit rating to
Skillsoft Corp. and a 'B-' issue-level and '3' recovery ratings to
the subsidiary's $480 million first-lien term facility due 2028.

The positive outlook reflects S&P's view that sustained business
stabilization and customer migrations to Skillsoft's newer Percipio
software platform may support bookings growth and deleveraging over
the next year. The outlook also reflects diminishing product
integration and restructuring costs to support profitability
improvement and positive free cash flow generation.

The enterprise learning industry is highly competitive and business
risks remain elevated as the new management team attempts to return
revenues to growth. S&P's note that both Skillsoft and Global
Knowledge have experienced persistent revenue declines and margin
pressures amid intense competitive pressures over the past several
years. Skillsoft saw customers switch to "best of breed" solutions
within specific niches of employee learning, instead of remaining
with Skillsoft, which offered broad learning content. The industry
mode of selling also shifted slightly to selling into specific
departments within companies instead of centralized human resources
departments, and Skillsoft's sales teams were initially slow to
capitalize on this change. Newer competitors such as LinkedIn
Learning challenged Skillsoft in the leadership and business
training space. Other competitors, such as Cornerstone On Demand,
continued to invest in and grow their offerings. Skillsoft's
content business was particularly challenged from investing further
into its sales teams because of its high interest costs during its
period of private equity ownership (2014 to 2020), ultimately
leading to Skillsoft's Chapter 11 bankruptcy filing in May 2020.
Skillsoft's human capital management SumTotal business (20% of
annual bookings) also experienced pressure over the past few years
with companies such as SAP, Workday, and Oracle increasing their
market shares. Global Knowledge's transition to digital learning
from primarily classroom-based learning has also caused revenue to
decline and restructuring costs to rise over the past few years.

The company could be on the verge of pivoting to earnings growth by
2022 as Skillsoft's new Percipio platform gains traction, Global
Knowledge grows its digital training revenues, the share of
revenues from legacy products decline, and as restructuring costs
moderate. S&P said, "We are starting to see early signs of business
stabilization especially as the business moves past a year in which
COVID-19 particularly hurt Global Knowledge's sales, disrupted new
SumTotal sales initiatives, and saw an elevated level of revenue
churn related to Skillsoft's legacy Skillport product. Nonetheless,
we believe execution risks are currently high considering strong
competition from cloud-based vendors and a still meaningful base of
customers remaining on legacy Skillport as of the end of 2020
(about 25% of annual recurring revenues)." Currently many of
Percipio customers deploy both Skillport and Percipio until
Skillsoft completes several feature build-outs that should ensure a
full migration to Percipio.

Skillsoft has seen improvements over the past few years as its
newer platform, Percipio, displays much better retention metrics
than its historical platform, Skillport. Despite being burdened
with an overleveraged balance sheet under prior ownership,
management invested heavily in the new product development of
Percipio — it spent about $100 million on development and
proprietary content creation since 2017. While the purpose of
Percipio is the same as Skillsoft's legacy Skillport (developing
and training corporate employees), S&P believes Percipio has a more
modern user interface and easier navigation to facilitate learning
content quickly during an employee's workday. While Percipio's
proprietary content makes up only 30% of total content available,
this content makes up 90% of recent customer usage. This highlights
one of the reasons why retention metrics are strong with Percipio
customers, which was 100% in 2020 compared with 75% for Skillport.
Percipio has grown to represent 75% of Skillsoft's annual recurring
revenue (excluding the SumTotal business) at year-end 2020 from 45%
in 2019.

Skillsoft has a good base of customers compared with other
enterprise learning companies. Of the companies listed in the
Fortune 1000, 70% are long-time Skillsoft customers. Despite its
historical underperformance and bankruptcy filing, the company has
maintained its number one or two market positions in the critical
employee education markets of leadership/business skills, tech &
dev, and compliance. S&P believes further product functionality
build-out of Percipio, which management expects to complete in
2021, will help ensure smooth transitions to Percipio from
Skillport for customers who opt to continue choosing Skillsoft as
their enterprise learning partner.

Management predicts an inflection point to content bookings growth
in 2022. S&P said, "We note that for the first quarter of 2021,
content order bookings were flat year over year (the first quarter
is typically the seasonal lowest bookings period with about 10% of
annual bookings in the quarter). We believe the enterprise learning
market will continue growing in the low-teens percentage range
annually as companies spend more on solutions that can re-tool
their workforce, supporting the company's expected shift to revenue
growth by 2022."

Improved capital structure and lower leverage will provide
operational flexibility. Skillsoft will have much less cash
interest burden after transaction close compared with more than
$100 million of annual interest prior to its 2020 bankruptcy, and
S&P forecasts annual free cash flow will improve to the $100
million range by 2022. In 2021 Skillsoft's management began
investing in areas in which they were previously restricted because
of high interest expense, such as its sales team. To date, much of
the revenue growth at Percipio has come from migrations from legacy
product, Skillport. Management is pivoting its sales team to now
focus more on new wins in order to capture a larger share in the
very fragmented enterprise learning market. Skillsoft is the
largest pure play enterprise learning company (with more than $600
million of annual revenue) and one of the few that are currently
profitable. These scale and financial metrics may help the company
win more customers.

S&P said, "We expect the pro forma company to be acquisitive.
Management has communicated that it will focus on making multiple
acquisitions annually in order to improve its scale and
cross-selling ability. Depending on the amount of debt Skillsoft
raises for acquisitions and the profitability of acquired entities
(many companies in the space, while they are rapidly growing, are
EBITDA negative), we note leverage may rise from the starting
level. Over the long term the company's financial policy may
tolerate higher net leverage than the initial starting leverage
metric of 2.2x (company defined), but we do not expect a material
increase in leverage over the near term. In our leverage
calculation, we do not net cash, subtract restructuring expenses,
do not give credit for synergies until achieved in outer years, and
include the warrant liability as debt.

"The positive outlook reflects our view that business stabilization
and lower one-time costs will support deleveraging below 5x over
the next 12 months under our base case. The outlook also reflects
the potential for sustained bookings and revenue growth in the near
term. Specifically, order intake (bookings) can grow in the near
term, leading us to believe that a return to revenue growth is
highly likely in 2022. We expect Skillsoft to maintain positive
free operating cash flow (FOCF) to debt in the mid- to
high-single-digit percentage area. We do not expect the SPAC
warrants to result in a cash outflow for the company.

"We could upgrade the company if continued business improvements
support leverage under 5x and FOCF to debt above 10% on a sustained
basis. Signs of business improvement, such as order intake growth
in the content business (as a result of bookings of the company's
Percipio software product) and a return to revenue growth in the
Global Knowledge business, could also improve the rating. Progress
toward full achievement of synergies and signs of stable EBITDA
margins or growth would also be positive considerations.

"We could revise the outlook to stable if business improvement is
slower than expected and bookings and revenue growth are not
achieved over the next 12 months such that we expect leverage to
remain above 5x or if FOCF to debt remains below 5%. This could
occur if efforts to migrate and retain customers stall, or if
one-time costs including restructuring persist to offset revenue
declines."



SOUTH MOON: SSG Advises Business in Sale of Assets
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SSG Capital Advisors, LLC (SSG) acted as the investment banker to
South Moon Sales, Inc., d/b/a South Moon Under (SMU or the Company)
in the sale of substantially all of its assets to an affiliate of
Ames Watson LLC. The transaction was effectuated through Article 9
of the Uniform Commercial Code and closed in April 2021.

Founded more than 50 years ago as a surf shop in Ocean City,
Maryland, South Moon Under has become a differentiated leader
offering an omni-channel shopping experience for casual women's and
men's fashions, swimwear, accessories, and housewares. Through
curated offerings, SMU has developed a dedicated client base
attracted to the latest offerings from name brand and indie
designers, as well as the Company's own in-house private labels.

SMU experienced decades of growth and financial success. In 2016,
the Company developed a strategic plan to invest in its
infrastructure and resources in anticipation of significant growth
through the addition of new stores, expanded private label
offerings, and continued development of its e-commerce platform.
However, the Company's investments outpaced revenue growth and led
to liquidity constraints. Additionally, in late 2020 SMU was the
target of a malware attack that significantly disrupted its
operations. The dramatic impact of COVID-19 on the retail industry
further threatened the Company's ability to operate on a
going-concern basis.

SSG conducted a comprehensive marketing process, contacting a broad
universe of strategic and financial buyers to achieve an optimal
outcome for the Company and its key stakeholders on an expedited
basis. The process attracted several bids from interested parties,
with Ames Watson ultimately submitting the most compelling offer to
SMU and its stakeholders. SSG's ability to solicit offers from a
broad universe of buyers in a fast-tracked process enabled the
Company to maximize value, preserve the brand and maintain the
loyalty of its customers.

Ames Watson is a privately held diversified operating company that
purchases, transforms, and partners with lower middle market
companies to create long-term value.

Other professionals who worked on the transaction include:

    * Marc Weinsweig, Chief Restructuring Officer, Jon Fick,
Raleigh Taylor and Scott Miller of Weinsweig Advisors LLC,
financial advisor to South Moon Sales, Inc.;
    * Gary H. Leibowitz, Michael D. Sirota, Jacob S. Frumkin and
H.C. Jones III of Cole Schotz P.C., counsel to South Moon Sales,
Inc.;
    * Andy Graiser, Joe DiMitrio and Mike Matlat of A&G Real Estate
Partners, LLC, real estate advisor to South Moon Sales, Inc.;
    * Alan M. Noskow of King & Spalding LLP, counsel to Ames Watson
LLC; and
    * Linda V. Donhauser of Miles & Stockbridge PC, counsel to the
mezzanine lender.

                  About South Moon BBQ Inc.

South Moon BBQ Incorporated sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ill. Case No. 19-80759) on April
1, 2019.  At the time of the filing, the Debtor was estimated to
have assets of less than $50,000 and liabilities of less than $1
million.  The case is assigned to Judge Thomas M. Lynch.  Barrick,
Switzer, Long, Balsley, & Van Evera LLP is the Debtor's counsel.



SOUTHERN ROCK: Plan Exclusivity Period Extended Until October 22
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At the behest of the Debtor Southern Rock & Lime, Inc., Judge Karen
K. Specie of the U.S. Bankruptcy Court for the Northern District of
Florida, Panama City Division extended the period in which the
Debtor may file a plan through and including October 22, 2021, and
to solicit acceptances to a plan through and including December 21,
2021.

The Debtor will use the additional time to organize its business
affairs, negotiate with its creditors, and propose a confirmable
plan. It will allow the Debtor to reach adequate protection
agreements with its two major secured creditors and advance their
negotiations with them in the coming weeks to formulate a proper
budget.

A copy of the Court's Extension Order is available at
https://bit.ly/2SgUApF from PacerMonitor.com.

                           About Southern Rock & Lime

Southern Rock & Lime, Inc. filed for Chapter 11 protection (Bankr.
N.D. Fla. Case No. 21-50021) on Feb. 24, 2021. James E. Clemons,
Jr., president, signed the petition. At the time of the filing, the
Debtor disclosed $1 million to $10 million in both assets and
liabilities.

Judge Karen K. Specie oversees the case. Bruner Wright, PA, and
Professional Management Systems, Inc. serve as the Debtor's legal
counsel and accountant, respectively.


SPIRIT AIRLINES: S&P Affirms 'B' ICR on Improving Demand
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S&P Global Ratings revised its ratings outlook to positive from
negative and affirmed its 'B' issuer credit rating on Spirit
Airlines Inc., an ultra-low-cost carrier with a predominantly
domestic network focused on leisure markets.

S&P said, "We also took three rating actions on the issue-level
ratings on Spirit's enhanced equipment trust certificates (EETCs)
following a review prompted by our May 26, 2021, publication of new
criteria for rating such issues. We lowered the issue-level ratings
on Spirit's 2015-1 class A certificates to 'BBB' from 'BBB+' and on
the 2017-1 class AA certificates to 'A-' from 'A+'. We also
affirmed our 'BB' rating on the 2015-1 class B certificates.

"The positive outlook reflects that we could raise our ratings on
Spirit if continued improvement in demand results in funds from
operations (FFO) increasing above 12% on a sustained basis.

"We expect Spirit will benefit from the recent increased demand for
U.S. domestic travel, given its predominantly domestic route
network. Domestic leisure travel in the U.S. has rebounded on
higher COVID-19 vaccinations and the removal of travel restrictions
instituted to limit the pandemic. However, the recovery in business
and international travel, in which Spirit participates to a much
lesser extent, will be slower given our expectation that related
restrictions will remain in place longer. An ultra-low-cost carrier
with a predominantly domestic network (about 90% of revenues in
2019 and 2020) focused on leisure destinations, we expect Spirit to
benefit from these positive demand trends through the remainder of
2021 and into 2022. Spirit's international operations are focused
in the Caribbean and Latin America, markets we expect to recover
ahead of more typical long-haul international destinations.

"We forecast a gradual improvement in Spirit's operating results
through 2022.Despite a relatively weak first quarter of 2021 (when
capacity was about 27% lower than the first quarter of 2019), for
the full year 2021, Spirit expects to operate with capacity in line
with 2019, supported by the quickly improving leisure demand
trends. After giving effect to inflows from the second and third
round of federal Payroll Support Program (PSP), we expect the
company to report a substantial operating profit (operating income
before interest, taxes, and other special items; as reported) in
2021, still well below that of 2019. This compares with an
operating loss of about $507 million in 2020."

Spirit recently completed a series of capital market transactions
intended to reduce its annual interest expense. It issued $500
million of convertible notes due in 2026 and used the proceeds to
retire $146.8 million of its convertible notes due in 2025 and pay
a related premium (and accrued interest) of about $294 million. It
also completed a $370 million equity offering and used the proceeds
to redeem $340 million of its 8% senior secured notes due in 2025
(and pay a redemption premium of about $28 million). Estimated
annual interest savings of $30 million from these transactions is
expected to benefit FFO through 2022.

S&P said, "However, we expect Spirit's debt to remain somewhat
elevated through the forecast period, as the company continues to
expand its fleet. As a result, we forecast credit metrics to remain
somewhat weak in 2021, with FFO to debt in the high-single-digit
percent area (including cash grants received under PSP) before
improving to the mid-teens percent area in 2022, supported by
improving operating and financial performance.

"We continue to assess Spirit's liquidity as adequate. We expect
sources to be about 2.1x its uses over the next 12 months. As of
March 31, 2021, Spirit had about $1.37 billion cash and equivalents
(excluding $400 million of minimum liquidity required under the
covenants on its credit facilities) and $60 million availability
under its recently upsized and extended revolving credit facility.
We also expect it to generate cash FFO of $300 million-$400 million
over the next 12 months. Spirit's uses of liquidity over the next
12 months include contractual capital spending of $500 million-$600
million (which will likely be lower after planned sale/leaseback
transactions), debt repayment of about $200 million, and working
capital requirements. Excess net proceeds of about $45 million from
capital market transactions are included as a source in our
liquidity analysis.

"We believe Spirit will reduce its liquidity cushion somewhat as
the recovery gains traction but maintain significantly more
liquidity than it did pre-pandemic at least through 2021.

"The positive outlook reflects our expectation that Spirit's
operating and financial performance will improve in the second half
of 2021 and into 2022, supported by an ongoing recovery in demand
for domestic air travel. We expect credit metrics to remain
somewhat weak in 2021, with FFO to debt in the high-single-digit
percent area, increasing to the mid-teens percent area in 2022.

"We could raise our rating on Spirit over the next year if we see
continued improvement in demand resulting in FFO to debt increasing
above 12% on a sustained basis.

"We could revise our outlook on Spirit to stable over the next year
if we come to believe demand recovery will be materially more
prolonged or weaker than expected, such that we expect FFO to debt
to remain below 12% through 2022. We could also revise our outlook
if we anticipate liquidity concerns due to prolonged operational
weakness or an inability to raise funds to meet future
obligations."



SUMMIT MIDSTREAM: Provides Updated 2021 Financial Guidance
----------------------------------------------------------
Summit Midstream Partners, LP announced an increase to its full
year 2021 financial guidance, including a new adjusted EBITDA range
of $225 million to $240 million which, at the midpoint, represents
an increase of 5.7% from the original guidance range of $210
million to $230 million.  Management now expects total indebtedness
as of June 30, 2021, net of unrestricted cash on hand, to be
reduced by approximately $82 million, which is nearly 6% lower than
the outstanding net debt balance as of Dec. 31, 2020.

Heath Deneke, president, chief executive officer and chairman,
commented, "Summit's year to date financial and operational results
continue to exceed our original expectations, largely driven by the
outperformance from wells turned in line year to date, accelerated
customer activity, and continued gains from expense management
initiatives that have been implemented across the organization.
While we still expect 2021 to be a trough year for new well connect
activity across our footprint, we are encouraged by the
strengthening commodity price backdrop and increasing customer
activity now expected during the second half of the year.  As a
result of year to date outperformance and accelerated well
activity, we are increasing our full year 2021 adjusted EBITDA
guidance to a new range of $225 million to $240 million.  We are
maintaining our 2021 capital expenditure guidance range of $20
million to $35 million."

"The business continues to produce strong free cash flow, which
will enable us to reduce outstanding net indebtedness by nearly $82
million by the end of the second quarter and will continue to allow
us to reduce our outstanding debt balance for the foreseeable
future."

"We continue to make excellent progress with our efforts to
refinance our 2022 debt maturities.  We have a number of supportive
banks working to facilitate our refinancing plans and a strong
capital markets backdrop that we expect will help further optimize
our comprehensive refinancing solution.  We look forward to
providing additional details on our refinancing plans ahead of our
second quarter earnings call."

                      About Summit Midstream

Summit Midstream Partners is a value-driven limited partnership
focused on developing, owning and operating midstream energy
infrastructure assets that are strategically located in
unconventional resource basins, primarily shale formations, in the
continental United States.  SMLP provides natural gas, crude oil
and produced water gathering services pursuant to primarily
long-term and fee-based gathering and processing agreements with
customers and counterparties in six unconventional resource basins:
(i) the Appalachian Basin, which includes the Utica and Marcellus
shale formations in Ohio and West Virginia; (ii) the Williston
Basin, which includes the Bakken and Three Forks shale formations
in North Dakota; (iii) the Denver-Julesburg Basin, which includes
the Niobrara and Codell shale formations in Colorado and Wyoming;
(iv) the Permian Basin, which includes the Bone Spring and Wolfcamp
formations in New Mexico; (v) the Fort Worth Basin, which includes
the Barnett Shale formation in Texas; and (vi) the Piceance Basin,
which includes the Mesaverde formation as well as the Mancos and
Niobrara shale formations in Colorado.  SMLP has an equity
investment in Double E Pipeline, LLC, which is developing natural
gas transmission infrastructure that will provide transportation
service from multiple receipt points in the Delaware Basin to
various delivery points in and around the Waha Hub in Texas. SMLP
also has an equity investment in Ohio Gathering, which operates
extensive natural gas gathering and condensate stabilization
infrastructure in the Utica Shale in Ohio. SMLP is headquartered in
Houston, Texas.

Summit Midstream reported net income of $189.08 million for the
year ended Dec. 31, 2020, compared to a net loss of $393.73 million
for the year ended Dec. 31, 2019.  As of March 31, 2021, the
Company had $2.47 billion in total assets, $1.45 billion in total
liabilities, $93.59 million in Subsidiary Series A Preferred Units,
and a total partners' capital of $928.64 million.

                            *   *   *

As reported by the TCR on April 19, 2021, S&P Global Ratings
lowered its rating on Summit Midstream Partners L.P. (SMLP) to 'SD'
(selective default) from 'CC'.


SUSGLOBAL ENERGY: Enters Into $450K Securities Purchase Agreement
-----------------------------------------------------------------
SusGlobal Energy Corp. has entered into a securities purchase
agreement with an investor pursuant to which the Investor purchased
a 10% unsecured convertible promissory note in the aggregate
principal amount of $450,000, such Principal Amount and the
interest thereon convertible into shares of the Company's common
stock from time to time following an Event of Default and such
conversion right ending on the date of payment of the Default
Amount.  The Note carries an original issue discount of $45,000,
which is included in the principal balance of the Note.  Thus, the
purchase price of the Note is $405,000 computed as follows: the
Principal Amount minus the OID.

Although the SPA is dated June 16, 2021, it became effective upon
the payment in cash of the purchase price by the Investor.  The
purchase price of $405,000 for the Note was paid in cash by the
Investor on June 18, 2021.  After payment of transaction-related
expenses, net proceeds to the Company from the Note totaled
$382,482.  Pursuant to the SPA, the Company paid to the Investor,
as a commitment fee, $300,000 by issuing to the Investor 1,000,000
shares of Common Stock.

The maturity date of the Note is June 16, 2022.  The Note shall
bear interest at a rate of 10% per annum, which interest shall
accrue on a monthly basis and is payable on the first of each month
following the date on which the Note was issued.  The final payment
of the Principal Amount and interest shall be paid by the Company
to the Investor on the Maturity Date.  The Investor is entitled to,
from time to time following an Event of Default up until the date
of payment of the Default Amount, convert all or any amount of the
Principal Amount and any accrued but unpaid interest of the Note
into Common Stock, at a conversion price equal to the lesser of 90%
(representing a 10% discount) multiplied by the lowest trading
price (i) during the previous 20 Trading Day period ending on the
issuance date of the Note, or (ii) during the previous 20 Trading
Day period ending on date of conversion of the Note.

In the event the Company (i) makes a public announcement that it
intends to consolidate or merge with any other corporation (other
than a merger in which the Investor is the surviving or continuing
corporation and its capital stock is unchanged) or sell or transfer
all or substantially all of the assets of the Company or (ii) any
person, group or entity (including the Company) publicly announces
a tender offer to purchase 50% or more of the Company's Common
Stock (or any other takeover scheme), then the Conversion Price
shall, effective upon the Announcement Date and continuing through
the Adjusted Conversion Price Termination Date, be equal to the
lower of (x) the Conversion Price which would have been applicable
for a Conversion occurring on the Announcement Date and (y) the
Conversion Price that would otherwise be in effect.

The Note may be prepaid at any time in cash equal to the sum of (a)
the then outstanding principal amount of the Note plus (b) accrued
and unpaid interest on the unpaid principal balance of the Note
plus (c) Default Interest (as defined in the Note), if any.

The Company shall at all times reserve a minimum of four times the
number of shares that is actually issuable upon full conversion of
the Note.  The initial Reserve Amount is 7,000,000 shares and such
Reserve Amount shall be increased from time to time in accordance
with the Company's obligations under the Note.  If, at any time,
the Company does not maintain or replenish the Reserve Amount as
required under the Note within three business days of the request
of the Investor, the principal amount of the Note shall increase by
$5,000 per occurrence.

For so long as the Investor owns any shares of Common Stock issued
upon the conversion of the Note, the Company shall promptly secure
the listing of the Conversion Shares upon each national securities
exchange or automated quoting system, if any, upon which shares of
Common Stock are then listed (subject to official notice of
issuance) and, so long as the Investor owns any of the Securities
(as defined in the SPA), shall maintain, so long as any other
shares of Common Stock shall be so listed, such listing of all
Conversion Shares from time to time issuable upon conversion of the
Note.

Pursuant to the Note, the Company shall provide the Investor with
the option to include on each registration statement that the
Company files with the Securities and Exchange Commission all
shares issuable upon conversion of the Note, subject to pro rata
reductions of the shares being registered pursuant to comments of
the Staff of the SEC.  The Company's failure to comply with this
provision shall result in liquidated damages of 25% of the
outstanding principal balance of the Note, but not less than
$15,000, which amount is immediately due and payable to the
Investor at its election in the form of cash balance or addition to
the balance of the Note.

The Company is also subject to certain customary negative covenants
under the Note and the SPA, including but not limited to the
requirement to maintain its corporate existence and assets, subject
to certain exceptions, and not to make any offers or sales of any
security under circumstances that would require registration of or
stockholder approval for the Note or the Conversion Share.

Any shares to be issued pursuant to any conversion of the Note
shall be issued pursuant to an exemption from the registration
requirement of the Securities Act of 1933, as amended provided in
Section 4(a)(2) of the Securities Act.

The Company intends to use the proceeds from the Notes for general
working capital purposes.

The Note is a long-term debt obligation that is material to the
Company.  The Note contains certain representations, warranties,
covenants and events of default including if the Company is
delinquent in its periodic report filings with the SEC and
increases in the amount of the principal and interest rates under
the Note in the event of such defaults.

                           About SusGlobal

Headquartered in Toronto, Ontario, Canada, SusGlobal Energy Corp.
-- www.susglobalenergy.com -- is a renewables company focused on
acquiring, developing and monetizing a global portfolio of
proprietary technologies in the waste to energy and regenerative
products application.

SusGlobal Energy reported a net loss of $2.01 million for the year
ended Dec. 31, 2020, compared to a net loss of $2.89 million for
the year ended Dec. 31, 2019.  As of Dec. 31, 2020, the Company had
$5.76 million in total assets, $10.52 million in total liabilities,
and a total stockholders' deficiency of $4.76 million.

Toronto, Canada-based MNP LLP, the Company's auditor since 2020,
issued a "going concern" qualification in its report dated April
15, 2021, citing that the Company has experienced operating losses
since inception and expects to incur further losses in the
development of its business.  These conditions, along with other
matters, raise substantial doubt about Company's ability to
continue as a going concern.


TASEKO MINES: President Stuart McDonald Assumes CEO Role
--------------------------------------------------------
Taseko Mines Limited announced the voting results from its 2021
Annual General Meeting held on June 17, 2021.  Additionally, the
Company announced the retirement of Russell Hallbauer, chief
executive officer, and John McManus, chief operating officer,
effective June 30, 2021.  Russ will remain a director of the
Company, and Stuart McDonald, currently president, will also assume
the role of chief executive officer.  Richard Tremblay will be
promoted to senior vice president, Operations and Richard Weymark
has been appointed vice president, Engineering.

Ron Thiessen, Chairman of the Board, commented, "On behalf of the
Board and all stakeholders, I would like to thank Russ and John for
their 16 years of achievements at Taseko, and congratulate them on
their retirements after long and distinguished careers in the
mining industry.  Russ' leadership and vision during his tenure as
CEO has resulted in a company that achieved significant production
growth and established an unparalleled pipeline of mining projects.
His experience and dedication helped the Company navigate through
some of the most challenging periods ever experienced in financial
markets, and also generate over $900 million of operating cash
flow. John's operating background was foundational as Gibraltar
went through a multi-year, $800 million expansion and ramp up. John
has also been instrumental in advancing the Florence Copper project
since its acquisition in 2014."

Russell Hallbauer, CEO and director, commented, "We have had a
succession plan in place for our internal technical team for a
number of years.  Richard Tremblay, Senior VP Operations, has over
30 years of experience in mining operations in BC and has been a
key member of the team since joining Taseko in 2014 as General
Manager of our Gibraltar Mine.  In 2019 he was appointed Vice
President, Operations and since then he has been responsible for
oversight of the Gibraltar Mine, and all activities related to
development of Florence Copper and our other projects."

"Richard Weymark, Vice President Engineering, joined Taseko in 2018
as Chief Engineer and previously spent 10 years in progressively
senior roles at Teck's Highland Valley Copper operation including
roles in mine engineering, mine operations and tailings dam
construction.  Richard will continue to focus on the advancement of
the engineering and environmental aspects of Taseko's pipeline of
development projects."

AGM voting results

A total of 141,179,859 common shares were voted at the Annual
General Meeting, representing 49.9% of the votes attached to all
outstanding common shares.  Shareholders voted in favour of all
items of business before the meeting, including the election of all
director nominees as follows:

   * Anu Dhir
   * Robert Dickinson
   * Russell Hallbauer
   * Peter Mitchell
   * Kenneth Pickering
   * Ron Thiessen

                            About Taseko

Taseko Mines Limited -- http://www.tasekomines.com-- is a mining
company focused on the operation and development of mines in North
America.  Headquartered in Vancouver, Taseko operates the
state-of-the-art Gibraltar Mine, the second largest copper mine in
Canada.

                            *   *    *

As reported by the TCR on Aug. 31, 2020, Moody's Investors Service
revised the rating outlook for Taseko Mines Limited to stable from
negative.  "The outlook revision to stable reflects our expectation
the company will generate marginally positive free cash flow as
copper prices have strengthened," said Jamie Koutsoukis, Moody's
vice president, senior analyst.


TECT AEROSPACE: Court Okays $31M Chapter 11 Asset Sale
------------------------------------------------------
Law360 reports that a Delaware bankruptcy judge Thursday, June 24,
2021, approved the $31 million sale of aerospace equipment supplier
TECT Aerospace Group Holdings Inc. to its stalking horse bidder
with no opposition and no competing offers.

At a brief virtual hearing, U.S. Bankruptcy Judge Karen Owens
approved the sale of the company's Everett, Washington,
manufacturing facilities to Wipro Givon USA, which, according to
TECT, was the only qualified bidder for the assets.  TECT filed for
Chapter 11 protection in April 2021, saying problems with the
Boeing 737-MAX aircraft -- made by its largest customer —- and
drastic, sudden changes in the airline industry due to the COVID-19
pandemic.

                     About TECT Aerospace

TECT Aerospace Group Holdings, Inc., and its affiliates manufacture
high precision components and assemblies for the aerospace
industry, specializing in complex structural and mechanical
assemblies, and, machined components for a variety of aerospace
applications. TECT produces assemblies and parts used in flight
controls, fuselage/interior structures, doors, wings, landing gear,
and cockpits.

TECT operates manufacturing facilities in Everett, Washington, and
Park City and Wellington, Kansas and their corporate headquarters
is located in Wichita, Kansas. TECT currently employs approximately
400 individuals nationwide.

TECT and its affiliates are privately held companies owned by Glass
Holdings, LLC and related Glass-owned or Glass controlled
entities.

TECT Aerospace Group Holdings, Inc., and six affiliates sought
Chapter 11 protection (Bankr. D. Del. Case No. 21-10670) on April
6, 2021.

TECT Aerospace estimated assets of $50 million to $100 million and
liabilities of $100 million to $500 million as of the bankruptcy
filing.

The Debtors tapped RICHARDS, LAYTON & FINGER, P.A., as counsel;
WINTER HARBOR, LLC, as  restructuring advisor; and IMPERIAL
CAPITAL, LLC, as investment banker. KURTZMAN CARSON CONSULTANTS LLC
is the claims agent.

The Boeing Company, as DIP Agent, is represented by:

     Alan D. Smith, Esq.
     Perkins Coie LLP
     E-mail: ADSmith@perkinscoie.com

          - and -

     Kenneth J. Enos, Esq.
     Young Conaway Stargatt & Taylor, LLP
     E-mail: kenos@ycst.com

                             *   *   *

Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware authorized the bidding procedures in
connection with the auction sale of their Everett, Washington
assets.  An auction was scheduled for June 14, 2021.


TELEXFREE LLC: Opinion from Trustee's Expert Not Admissible
-----------------------------------------------------------
Bankruptcy Judge Melvin S. Hoffman granted the Class Defendants'
motion to exclude the expert witness testimony of Timothy Martin.
Judge Hoffman held that Martin's opinion is inadmissible.

Stephen B. Darr, the Chapter 11 trustee of the estates of
TelexFree, LLC, TelexFree, Inc., and TelexFree Financial, Inc.,
commenced adversary proceedings to recover funds from the class of
TelexFree participants who profited or were "net winners" in
TelexFree's fraudulent schemes.  To assist him in accomplishing
that task, the trustee retained Huron Consulting Group, LLC, led by
Timothy Martin, to develop a methodology for making net winner
determinations. The professionals' work forms the basis for the
claims asserted by the trustee in these adversary proceedings, and
the trustee wishes to introduce that work as an expert opinion
through the testimony of one of his professionals. The defendants
retained their own expert, and based upon his evaluation, they seek
to exclude the opinion of the trustee's expert as unreliable.

According to Judge Hoffman, the trustee has not shown by a
preponderance of the evidence the reliability of his expert's
opinion as to the selection and application of his method for
aggregating user accounts to determine in these adversary
proceedings the identities and gains of the net winners in the
TelexFree scheme. Thus, the expert's opinion is inadmissible.

The cases are Stephen B. Darr, Plaintiff, v. Benjamin Argueta et
al., Defendants. Stephen B. Darr, Plaintiff, v. Paola Zollo Alecci
et al., Defendants.  Adv. Proc. Nos. 16-04007-MSH., 16-04006-MSH
(Bankr. D. Mass.).

The class defendants are represented by:

     Ilyas J. Rona, Esq.
     Michael J. Duran, Esq.
     Milligan Rona Duran & King, LLC,
     50 Congress St #600
     Boston, MA 02109
     E-mail: ijr@mrdklaw.com
             mjd@mrdklaw.com

A copy of the Court's June 22, 2021 Memorandum of Decision is
available at:

          https://www.leagle.com/decision/inbco20210623668

                     About TelexFree, LLC

TelexFREE -- http://www.TelexFREE.com/-- is a telecommunications
business that uses multi-level marketing to assist in the
distribution of voice over internet protocol telephone services.
TelexFREE's retail VoIP product, 99TelexFREE, allows for unlimited
international calling to seventy countries for a flat monthly rate
of $49.90.  TelexFREE had over 700,000 associates or promoters
worldwide.

TelexFREE though was facing accusations of operating a $1
billion-plus pyramid scheme.

TelexFREE LLC and two affiliates sought bankruptcy protection
(Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014.
TelexFREE estimated $50 million to $100 million in assets and $100
million to $500 million in liabilities.

Alvarez & Marsal North America, LLC, is serving as restructuring
advisor and Greenberg Traurig, LLP and Gordon Silver are serving as
legal advisors to TelexFREE.  Kurtzman Carson Consultants LLC
serves as claims and noticing agent.

In May 2014, the Nevada bankruptcy court approved the motion by the
U.S. Securities & Exchange Commission to transfer the venue of the
Debtors' cases to the U.S. Bankruptcy Court for the District of
Massachusetts (Bankr. D. Mass. Case Nos. 14-40987, 14-40988 and
14-40989).

On June 6, 2014, Stephen Darr was appointed as Chapter 11 trustee.



TEXAS STUDENT: June 30 Deadline Set for Panel Questionnaires
------------------------------------------------------------
The United States Trustee is soliciting members for an unsecured
creditors committee in the bankruptcy case of Texas Student Housing
Authority Student Housing Revenue Bonds, a/k/a The Cambridge at
College Station.

If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a Questionnaire
available at https://bit.ly/3xP3OZb and return no later than 4:00
p.m. (Central Daylight Time), on Wednesday, June 30, 2021, by email
to lisa.l.lambert@usdoj.gov, ATTN: Lisa L. Lambert.

If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.

                     About Texas Student

A voluntary petition under Chapter 9 was filed on June 18, 2021 for
Texas Student Housing Authority Student Housing Revenue Bonds,
a/k/a The Cambridge at College Station.


TOLL ROAD INVESTORS: S&P Lowers Senior Debt Rating to 'BB'
----------------------------------------------------------
S&P Global Ratings lowered its rating on Toll Road Investors
Partnership II L.P.'s (TRIP II's) senior secured debt to 'BB' from
'BB+'. The debt consists of its 535.0 million (outstanding as of
Dec. 31, 2020) series 1999 A&B bonds due in February 2003-2035 and
$555.1 million (outstanding as of Dec. 31, 2020) series 2005 A-C
bonds due in February 2036-2056.

The negative outlook reflects the probability that traffic, which
remains depressed, could lag our current recovery expectation of
2023 and with a larger-than-expected draw on liquidity.

Virginia-based TRIP II owns and operates a 14-mile limited-access
toll road (Dulles Greenway) under a Certificate of Authority issued
by the Virginia State Corp. (SCC) Commission and a Comprehensive
Agreement (CA) with the Virginia Department of Transportation
(VDOT). Dulles Greenway connects Washington Dulles International
Airport (at the terminus of the Dulles Toll Road) with Leesburg,
Va. The road opened for operations in September 1995 and is 100%
volume exposed.

New toll rate legislative framework adds to the uncertainty and
cash flow volatility compared with its rated peers. Following the
expiry of the formulaic framework for toll rate setting (which
allowed minimum toll increases) in 2020, the project's toll
increases thereafter reverted back to periodic applications
regulated by Virginia State Corp. Commission (SCC) through rate
case proceedings. However, a change in legislation has since been
introduced that has further heightened the uncertainty surrounding
long-term toll rate setting.

Most notably, the amended legislation (commencing July 1, 2021,
which will be applicable to all toll rate increases sought after
2022, when the current approvals expire) requires toll increase
approval one year at a time rather than for multiple years. This
could present execution challenges as observed in the recent rate
case proceedings that took more than 16 months (however COVID-19
did play a role in these delays). Further, it had sought approval
for annual increases over a five-year period commencing Jan. 1,
2021, equivalent to about 6%-7% for peak tolls and about 5%-6% for
off-peak tolls. However, only off-peak toll increases for 2021-2022
were accepted, while rest of the application was denied. This would
translate to weighted average annual increase of 3.4% based on the
2019 vehicle mix (30% peak, 70% off-peak).

This does not bode well for the project that has historically
achieved revenue growth mainly through toll rate increases, while
traffic growth remained relatively volatile. Further, the project's
tolling regime is also unprotected when compared with other
investment-grade toll roads that have an unrestricted ability to
raise tolls (like 407 International Inc.) or are permitted a
minimum toll rate increase (like 3.5% for Elizabeth River Crossings
Opco LLC and 2% for ITR Concession Co. LLC).

In the long term, although the project expects above-inflation toll
increases in line with its record from inception through 2020,
historical results provide no assurance in the face of frequent
renewal risk and future economic conditions. Accordingly, S&P
lowered the rating on the project's senior debt to 'BB' from 'BB+'
with a negative comparative analysis adjustment. It may revise its
view if the project establishes a track record of stable and
consistent toll increases commencing 2023.

S&P said, "Traffic remains depressed and well below average traffic
observed on our rated toll roads in the U.S. Traffic and revenue
haven't shown any meaningful recovery from the pandemic, remaining
at about 53.5% and 54.9% of 2019 levels in the first quarter of
2021, respectively. This was lower than our expectation of 46.0%
and 63.8%. Further, the traffic remains well below average traffic
observed on our rated toll roads in the U.S. and more importantly,
below toll roads and manage lanes in Virginia. In addition to the
government-imposed movement restrictions and social preferences in
response to COVID-19, heavy snowfalls in early 2021 also
contributed to poor performance. However, traffic is trending
between 30% and 40% below 2019, which is relatively in line with
our expectation of 35%."

There is no update on prepayment of some debt with large equity
trap accumulated (more than $100 million) at this point. TRIP II's
capital structure creates risk because interest accretes over time
and increases leverage. Mitigating this concern is the project's
MER payments for its 2005A and 2005B notes that significantly
reduce the interest that would otherwise accrue on maturity.
Therefore, S&P views the MER payments as essential to the rating.

The MER payments, coupled with the near-term implications of
COVID-19, keep the project's debt service coverage ratio (DSCR)
profile relatively depressed, with a minimum of 0.82x and average
of 1.19x from 2021-2035 under our base case. After 2035, the DSCR
increases substantially with a minimum of about 1.42x and average
of 1.90x and has more cushion to absorb lower traffic or toll
revenues.

The project repaid $64 million of 1999B bonds around 2012, which
reduced MER payments through 2021. It could similarly benefit from
another deleveraging action before 2022. Unless that happens, it
will have to rely on revenue growth to meet these payments. Failure
to generate sufficient revenue for the MER payments would not
constitute an event of default but would trigger a dividend lock
up.

S&P said, "Our negative outlook reflects the uncertainty around the
recovery in traffic, which is key to maintaining the DSCR against
the accreting debt service schedule, including MER payments.
Post-COVID traffic recovery of TRIPs II has lagged peers, largely
due to the concentration of commuter traffic that is typical for
this road. Under our forecast, the minimum DSCR drops to 0.82x in
June 2022 and 0.98x in December 2022, with all other years being
above 1.00x.

"In the near-term, we could lower the rating if traffic volumes are
below expectations such that we forecast additional periods under
1.00x DSCR and there was a material reduction to the more than $216
million available (as of Dec. 31, 2020). Longer-term, we could
lower the rating if toll revenues do not recover to pre-COVID
levels by 2023.

"We could revise our outlook to stable if forecast DSCR metrics
remain above 1.00x in all years, which would occur if traffic made
a dramatic recovery to above 2019 volumes over the next 12 months,
or if the project reduces leverage. An upgrade would only be
possible when traffic volumes recover to near pre-pandemic levels
and the threat of further traffic disruptions subsides. We may
remove the one-notch comparative analysis modifier when the project
establishes a track record of stable and consistent approvals under
the new regime."



TOPPS CO: S&P Assigns 'B' Rating on New $200MM Term Loan B
----------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to The Topps Co. Inc.'s proposed new $200 million
term loan B due 2028 and $50 million revolving credit facility due
2026. The company, a subsidiary of Tornante-MDP Joe Holding LLC,
will use the proceeds to repay existing debt. In addition, the
refinancing eliminates near-term refinancing risk, and S&P also
believes increased demand for Topps' products will enable the
company to maintain S&P Global Ratings-adjusted leverage of 2x-2.5x
in fiscal 2021, ending January 2022. S&P's current 'B-' issuer
credit rating on Topps remains on CreditWatch with positive
implications, and it expects to raise it to 'B' once the
transaction successfully closes.

S&P said, "The anticipated 'B' rating reflects favorable trends in
the company's core markets, reduced S&P Global Ratings-adjusted
debt to EBITDA, and our expectation that public ownership will lead
to a more conservative financial policy. Demand has spiked for the
company's sports and entertainment products, which consist of
sports and entertainment-based trading cards and collectibles. This
resulted in total revenue growth of 23% and adjusted debt to EBITDA
of approximately 2x in 2020, well under our previous 4x upgrade
threshold at the 'B-' rating level. We believe current good demand
trends in the company's sports and entertainment segment will
continue through the second half of 2021 and that the company's
confections segment, which was hampered by
COVID-19-pandemic-related store closures in 2020, will likely
recover this year.

"We understand that retailer inventory levels for Topps' trading
cards and collectibles are currently low, and demand is outpacing
the company's ability to fulfill orders. We believe the pandemic
caused a surge in demand because consumers have spent more time at
home, where trading cards and collectibles activities are more
attractive entertainment options. In our updated base case, we
expect total revenue to increase approximately 20% in 2021, driven
by mid-20% sales growth in its sports and entertainment segment and
10% growth in its confections segment. We believe demand could slow
in late 2021 and 2022 due to the availability of other
entertainment and leisure activity options as consumers feel more
comfortable traveling and visiting out-of-home entertainment
venues. As a result, we assume 2022 total revenue could increase in
the low-single-digit percentage area. We expect adjusted EBITDA
margin in 2021 of approximately 17%-18% and modest EBITDA margin
compression in 2022 to 15%-16% if Topps' revenue growth declines
and with modest negative operating leverage."

While the company has made considerable progress in shifting its
product mix toward its sports and entertainment segment and driving
sales by using e-commerce, the segment has been volatile in the
past. Furthermore, untested initiatives, such as the proposed use
of non-fungible tokens, may result in margin volatility in the
medium term if they do not produce the desired return.
Incorporating these adjustments and our base case assumptions, S&P
expects Topps' to maintain S&P Global Ratings-adjusted leverage in
the low-2x area through fiscal 2022.

S&P said, "Following the close of its merger with special-purpose
acquisition company (SPAC) Mudrick Capital Acquisition Corp. II
(MUDS II), likely in August of this year, we will no longer
consider Topps as financial-sponsor owned because Madison Dearborn
Partners will have sold a significant portion of its ownership to
public shareholders. We expect Topps will likely adopt a more
conservative financial policy. Following the expected transition to
a public company, we believe Topps will adopt a policy of typically
maintaining leverage below 3x to incorporate potential leveraging
acquisitions and volatility over the economic cycle.

"Topps operates in two consumer-based businesses--confectionery
products and sports and entertainment. Our business risk assessment
of Topps incorporates the fact that the company depends on
discretionary spending and competes with numerous consumer and
entertainment-oriented substitutes." In addition, demand in the
company's sports and entertainment segment can be highly volatile
and correlated with the success and popularity of certain sports,
movies, and TV shows and is subject to fad risk. The company also
has a smaller scale of operations than that of other rated leisure
and entertainment companies. Partly mitigating these risks are
barriers to entry arising from existing multiyear licensing
contracts within its cards business, geographic diversity (about
19% of sales were outside North America in 2018), and customer
diversity.

S&P's key base-case assumptions include:

-- S&P Global Ratings believes there remains high, albeit
moderating, uncertainty about the evolution of the coronavirus
pandemic and its economic effects. Vaccine production is ramping up
and rollouts are gathering pace around the world. Widespread
immunization, which will help pave the way for a return to more
normal levels of social and economic activity, looks to be
achievable by most developed economies by the end of the third
quarter. However, some emerging markets may only be able to achieve
widespread immunization by year-end or later. S&P said, "We use
these assumptions about vaccine timing in assessing the economic
and credit implications associated with the pandemic. As the
situation evolves, we will update our assumptions and estimates
accordingly."

-- U.S. real GDP will recover 6.5% in 2021 and expand 3.1% in
2022.

-- Eurozone real GDP increases 4.2% in 2021 and 4.4% in 2022.

-- After a 9.5% drop in 2020, S&P assumes confections revenue
increases about 10% in 2021 as retail stores reopen and Topps
strengthens its e-commerce channels.

-- S&P expects mid-20% revenue growth in the sports and
entertainment segment in 2021, driven by continued popularity of
trading cards.

-- Total revenue increases about 20% in 2021. In 2022, demand in
the confections and sports and entertainment segments will likely
lessen, and S&P preliminarily expects revenue to increase in the
low- to mid-single-digit percentages.

-- S&P expects EBITDA margin to decrease to the mid- to high-teens
percentages in 2021 and 2022, as a possible pullback in trading
card demand creates negative operating leverage.

-- Capital spending is minimal since most of Topps' manufactured
products are outsourced.

Based on these assumptions, S&P arrives at the following credit
measures:

-- Adjusted debt to EBITDA in the 2.0x-2.5x range through 2022.

-- Adjusted EBITDA coverage of interest expense of 7x-8x in 2021
and 2022

LIQUIDITY

S&P said, "We assess Topps' liquidity as adequate based on its
likely sources and uses of cash and incorporating our performance
expectations. Liquidity will exceed uses by at least 1.2x over the
next 12 months, and net sources will be positive even if EBITDA is
15% lower than our base case forecast. We believe the company has
sound relationships with its banks as evidenced by the proposed
refinancing and the term loan add-on executed in October 2020. We
also believe the company will maintain sufficient headroom under
the new first-lien net leverage ratio covenant even if forecast
EBITDA underperformed our expectations by 15%. However, we do not
believe the company can withstand high-impact, low probability
events."

The principal liquidity sources will be:

-- Approximately $50 million of cash pro forma for the
transaction,

-- Full availability on the new $50 million revolver, and

-- Approximately $75 million-$85 million of cash from operations
through 2022.

The principal liquidity uses will be:

-- Regularly scheduled debt amortization of $2.5 million annually,
and

-- Capital expenditures of about $3 million-$5 million in 2021 and
2022.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P's 'B' issue-level rating and '3' recovery rating on the
company's proposed term loan and revolving credit facility
indicates our expectation for meaningful recovery (50%-70%; rounded
estimate: 65%) for lenders in the event of default.

-- S&P's simulated default scenario contemplates a default in 2023
resulting from negative operating performance in the company's
sports and entertainment segment, the loss of key licensing
agreements, and a severe inventory correction in response to
consumer demand pullback that results in the company being unable
to finance its senior secured facilities.

-- S&P assumes the cash flow revolver is drawn 85% at default.

-- S&P assumes a reorganization following the default.

Simulated default assumptions

-- Simulated year of default: 2024
-- EBITDA at emergence: $30.9 million
-- EBITDA multiple: 5.5x
-- Cash flow revolver: 85% drawn at default

Simplified waterfall

-- Net enterprise value (after 5% administrative expenses): $160
million

-- Obligor/nonobligor valuation split: 70%/30%

-- Value available to secured creditors (including secured
creditors' portion of pari passu unsecured and residual claims):
$144 million

-- Estimated secured first-lien claims: $244 million

--Recovery expectations: 50%-70%; rounded estimate: 65%

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



TRIPLE J PARKING: Unsecureds to Get Paid from Net Disposable Income
-------------------------------------------------------------------
Triple J Parking, Inc. filed a Plan of Reorganization.  Pursuant to
the Plan, holders of certain Administrative Expense Claims and
holders of Allowed General Unsecured Claims will be paid from the
Debtor's projected Disposable Income for a period of three years,
and will be distributed to such holders on a pro rata basis as
provided in the Plan.

The Debtor will pay no less than $70,355 per quarter, which is an
average of the Debtor's projected Disposable Income, plus any
amounts that exceed the Cash Reserve Minimum.  Over the three-year
period -- depending on the resolution of the Premier Parking Claim
-- holders of Allowed General Unsecured Claims are projected to
receive 100% of their respective Allowed Claims.  Premier Parking
Company, LLC is a lessor of the Debtor.

Claims under the Plan will be treated as follows:

* Class 1 - SBA Loan.  The SBA shall retain its Lien in the
Collateral securing the Loan.  Class 1 is unimpaired under the
Plan.  

* Class 2 - General Unsecured Claims

The holders of Allowed Class 2 Claims shall be paid pro rata from
Plan Payments. Plan Payments will be paid, first, to the holders of
Allowed Claims having greater priority in distribution.  The
holders of Allowed Class 2 Claims will not receive distributions
until the holders of claims with higher priority have been paid or
reserved in full.  Class 2 is impaired under the Plan.  Each holder
of an Allowed General Unsecured Claim shall be entitled to vote to
accept or reject the Plan.

* Class 3 -  Equity Interests in the Debtor.  Class 3 is
unimpaired under the Plan. Each holder of an Equity Interest in the
Debtor is conclusively presumed to have accepted the Plan and is
not entitled to vote to accept or reject the Plan.

A copy of the Plan is available for free at https://bit.ly/2T55aAf
from PacerMonitor.com.

The Court will consider confirmation of the Plan on August 24, 2021
at 2 p.m. by telephone.  July 19 is the last day for filing
objections to the Plan, as well as for filing votes to accept or
reject the Plan.

                      About Triple J Parking

Triple J Parking, Inc., has served customers of the Salt Lake
International Airport with off-site parking services for more than
30 years.  It is a small, family-owned, customer-oriented business.
In addition, Triple J Parking offers services such as covered
parking spots, monthly parking programs, and car washing and
detailing services.

Triple J Parking sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. D. Utah Case No. 21-20800) on March 5,
2021.  In the petition signed by Elizabeth Woods, president, the
Debtor disclosed up to $10 million in assets and up to $1 million
in liabilities.

Judge Joel T. Marker oversees the case.

The Debtor tapped Cohne Kinghorn, P.C. as its bankruptcy counsel;
Jones, Waldo, Holbrook & McDonough, P.C., as special counsel; and
Hashimoto Forensic Accounting, LLC, as accountant and financial
advisor.



TUMBLEWEED TINY HOUSE: Seeks Sept. 14 Plan Exclusivity Extension
----------------------------------------------------------------
Debtor Tumbleweed Tiny House Company, Inc. requests the U.S.
Bankruptcy Court for the District of Colorado to extend the
exclusive period during which the Debtor may file a Plan through
and including September 14, 2021. This is the Debtor's fifth
request for an extension of the 180-day period.

According to the Debtor, the only alleged creditor that has
persisted with any significant objection to confirmation is
FreedomRoads Holding Company, LLC. The Debtor has objected to the
claim of FreedomRoads, sought to disallow the claim of FreedomRoads
on the basis of fraud in the inducement, and FreedomRoads asserts
that it is the Debtor's largest unsecured creditor.

At the hearing on April 28, 2021, the Court heard significant
evidence regarding the instant case, the Debtor's dispute with
FreedomRoads, and FreedomRoads' objections to confirmation.

The Debtor's motion to employ special counsel to pursue the
Debtor's claims against FreedomRoads remains pending, and the
Debtor is attempting to resolve the objection without the need for
an evidentiary hearing.

The Debtor has made good faith progress toward seeking confirmation
of a plan of reorganization and continues to work well with its
secured creditors. Also, the Debtor continues to make the required
adequate protection payments and has been paying its bills as they
come due, as shown by its most recent Monthly Operating Reports.

The Debtor requires additional time to attempt to pursue its claims
against FreedomRoads and to attempt to resolve the disputed claim
of FreedomRoads. Whether the claim of FreedomRoads will be allowed
or disallowed is an important contingency in this case. It would be
a perverse result if FreedomRoads is allowed to derail the Debtor's
reorganization efforts, only to later find that the Debtor's claims
against FreedomRoads were meritorious and that FreedomRoads is not
even a creditor in this case.

Extending the 180-day Period will not materially prejudice the
interests of creditors and other interested parties. Finally, the
Debtor is not requesting an extension to gain a tactical advantage
over any of its creditors.

A copy of the Debtor's Motion to extend is available at
https://bit.ly/2TSw8ve from PacerMonitor.com.

                       About Tumbleweed Tiny House Company

Tumbleweed Tiny House Company, Inc., a manufacturer of tiny house
RVs, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Colo. Case No. 20-11564) on March 4, 2020. At the time
of filing, the Debtor estimated between $500,000 and $1 million in
assets and between $1 million and $10 million in liabilities.

Judge Kimberley H. Tyson oversees the case.

Wadsworth Garber Warner Conrardy, P.C., and Gerard Fox Law, P.C.,
serve as the Debtor's bankruptcy counsel and special counsel,
respectively. Stockman Kast Ryan + Company is the Debtor's
accountant.


VERTEX ENERGY: Granted Full Forgiveness of $4.2 Million PPP Loan
----------------------------------------------------------------
Vertex Energy, Inc. has received a notification from Texas Citizens
Bank, NA that the U.S. Small Business Administration approved the
Company's PPP Loan forgiveness application for the entire PPP Loan
balance of $4.222 million and accrued interest and that the
remaining PPP Loan balance is zero.  The forgiveness of the PPP
Loan will be recognized during the Company's second quarter ending
June 30, 2021.

The Company previously applied for a loan from the Lender in the
principal amount of $4.222 million, pursuant to the Paycheck
Protection Program, which was enacted on March 27, 2020.  On May 5,
2020, the Company received the PPP Loan funds.  The PPP was
established under the Coronavirus Aid, Relief, and Economic
Security Act and is administered by the SBA.

Under the terms of the CARES Act, PPP loan recipients can apply
for, and the SBA can grant forgiveness of, all or a portion of
loans made under the PPP if the recipients use the PPP loan
proceeds for eligible purposes, including payroll costs, mortgage
interest, rent or utility costs and meet other requirements
regarding, among other things, the maintenance of employment and
compensation levels.  The Company used the PPP Loan proceeds for
qualifying expenses and applied for forgiveness of the PPP Loan in
accordance with the terms of the CARES Act.

                        About Vertex Energy

Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty
refiner of alternative feedstocks and marketer of high-purity
petroleum products. Vertex is one of the largest processors of used
motor oil in the U.S., with operations located in Houston and Port
Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also co-owns a
facility, Myrtle Grove, located on a 41-acre industrial complex
along the Gulf Coast in Belle Chasse, LA, with existing
hydro-processing and plant infrastructure assets, that include nine
million gallons of storage.  The Company has built a reputation as
a key supplier of Group II+ and Group III Base Oils to the
lubricant manufacturing industry throughout North America.

Vertex Energy reported a net loss attributable to the company of
$12.04 million for the year ended Dec. 31, 2020, compared to a net
loss attributable to the company of $5.05 million for the year
ended Dec. 31, 2019.  As of Dec. 31, 2020, the Company had $122.10
million in total assets, $60.81 million in total liabilities,
$55.37 million in total temporary equity, and $5.92 million in
total equity.


WB SUPPLY: Committee Seeks to Hire Jones Murray as Co-Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of WB Supply, LLC
seeks approval from the U.S. Bankruptcy Court for the District of
Delaware to retain Jones Murray & Beatty, LLP to serve as
co-counsel with Chamberlain Hrdlicka White Williams & Aughtry,
P.C.

The firm's services include:

     (a) attending committee meetings;

     (b) reviewing financial and operational information furnished
by the Debtor to the committee;

     (c) analyzing and negotiating the budget and the terms and use
of the debtor-in-possession financing;

     (d) assisting the committee in negotiations with the Debtor
and other parties in interest on the Debtor's proposed Chapter 11
plan or bankruptcy exit strategy;

     (e) conferring with the Debtor's management, legal counsel,
financial advisor and any other retained professional;

     (f) conferring with the principals, legal counsel and advisors
of the Debtor's lenders and equity holders;

     (g) reviewing the Debtor's bankruptcy schedules, statements of
financial affairs and business plan;

     (h) advising the committee as to the ramifications regarding
all of the Debtor's activities and motions before the court;

     (i) reviewing and analyzing the Debtor's financial advisors'
work product and report to the committee;

     (j) investigating and analyzing certain of the Debtor's
pre-bankruptcy conduct, transactions and transfers;

     (k) providing the committee with legal advice in relation to
the Debtor's Chapter 11 case;

     (l) preparing various pleadings to be submitted to the court
for consideration;

     (m) representing the committee in all court proceedings; and

     (n) other legal services for the committee.

Jones Murray & Beatty and the committee agreed on a 10 percent
discount of the firm's customary hourly rates.

The professionals anticipated to be primarily staffed on this
matter are:

                                     Standard     Discounted
                                     Hourly Rate  Hourly Rate
     Christopher R. Murray, Partner     $600         $540
     William J. Hotze, Counsel          $475         $428

Christopher Murray, Esq., a partner at Jones Murray & Beatty,
disclosed in court filings that the firm and its partners are
"disinterested persons" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached through:

     Christopher Murray, Esq.
     Jacqueline Q. Pham, Esq.
     Jones Murray & Beatty LLP
     4119 Montrose Blvd., Suite 230
     Houston, TX 77006
     Telephone: (832) 529-1999
     Facsimile: (832) 529-3393
     Email: chris@jmbllp.com
            jackie@jmbllp.com

                        About WB Supply LLC

WB Supply, LLC is a privately held pipe and supply company based in
Pampa, Texas. Founded in 1971, WB Supply has grown to more than a
dozen locations in multiple states, including Texas, Oklahoma and
New Mexico.

WB Supply sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Case No. 21-10729) on April 20, 2021. At the time
of the filing, the Debtor had between $10 million and $50 million
in both assets and liabilities.

Judge Brendan Linehan Shannon oversees the case.

The Debtor tapped Chipman Brown Cicero & Cole, LLP as its legal
counsel, Great American Global Partners, LLC as liquidation agent,
and EHI, LLC, a division of KBF CPAS LLP, as restructuring advisor.
EHI President Edward Hostmann serves as the Debtor's chief
restructuring officer.  Stretto is the claims and noticing agent
and administrative advisor.

The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtor's case on April 29, 2021. The
committee is represented by Chamberlain Hrdlicka White Williams &
Aughtry, P.C., Sullivan Hazeltine Allinson, LLC and Jones Murray &
Beatty, LLP as legal counsel. Carl Marks Advisory Group, LLC serves
as the committee's financial advisor.


WEST COAST AGRICULTURAL: Case Summary & 20 Top Unsecured Creditors
------------------------------------------------------------------
Debtor: West Coast Agricultural Construction Company
        3530 Brady Court NE
        Salem, OR 97301

Chapter 11 Petition Date: June 24, 2021

Court: United States Bankruptcy Court
       District of Oregon

Case No.: 21-61099

Judge: Hon. David W. Hercher

Debtor's Counsel: Ted A. Troutman, Esq.
                  TROUTMAN LAW FIRM P.C.
                  5075 SW Griffith Dr.
                  Ste 220
                  Beaverton, OR 97005
                  Tel: 503-292-6788
                  Fax: 503-596-2371
                  E-mail: tedtroutman@sbcglobal.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Brandt N. Hayden, president.

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

https://www.pacermonitor.com/view/RAOCNHQ/West_Coast_Agricultural_Construction__orbke-21-61099__0001.0.pdf?mcid=tGE4TAMA


WEST DEPTFORD: Moody's Cuts Secured Credit Facilities to B2
-----------------------------------------------------------
Moody's Investors Service downgraded West Deptford Energy Holdings,
LLC's (WDE or the Borrower) senior secured credit facilities to B2
from B1. The debt facilities consist of a $445 million 7-year
senior secured term loan due 2026 and a $55 million 5-year senior
secured revolving credit facility due 2024. The outlook remains
negative.

The Borrower owns the West Deptford Energy Station (West Deptford
or the Project), a 744 MW gas-fired combined cycle electric
generating facility located in West Deptford Township, New Jersey,
in PJM Interconnection's EMAAC capacity pricing zone.

Downgrades:

Issuer: West Deptford Energy Holdings, LLC

Senior Secured Bank Credit Facility, Downgraded to B2 from B1

Outlook Actions:

Issuer: West Deptford Energy Holdings, LLC

Outlook, Remains Negative

RATINGS RATIONALE

The rating downgrade to B2 reflects Moody's view that financial
metrics will continue to underperform as low PJM capacity auction
prices weigh on future cash flows in combination with continued
weak energy margin contributions due to impact of the Regional
Greenhouse Gas Initiative (RGGI) on New Jersey based plants'
competitive position relative to non-RGGI neighbor states.

The decline in capacity pricing in PJM Interconnection's EMAAC zone
where West Deptford is located is a critical negative credit
factor. Recent auction prices in EMAAC fell to $97 per MW-day for
the June 2022-May 2023 planning year relative to $166 per MW-day
for the 2021-22 planning year. PJM expects to conduct its capacity
auction in December 2021 for the 2023-24 period and at
approximately six month increments thereafter until it
re-establishes pricing on a rolling three year forward basis. The
outcome of these auctions will have a significant impact on the
Project's longer term prospects.

West Deptford's weak energy margin contribution is another critical
negative credit factor. The plant produced a capacity factor of
0.8% in the first quarter of 2021 and 32% for full year 2020, far
short of the 60-70% expected utilization. The lower capacity factor
is a result of management cycling the unit off to optimize run time
during economic periods, in the face of softer spark spreads. The
spark spread compression is due to the Project's location on the
New Jersey side of the NJ/PA border, which puts it at a cost
disadvantage to its PA-based competitors because New Jersey gas
plants are required to pay an emissions charge under RGGI. New
Jersey is a current participant in RGGI, while Pennsylvania is not
expected to join RGGI until 2022 or 2023. West Deptford will remain
at a competitive disadvantage until Pennsylvania joins RGGI.
Management estimates that RGGI emissions charges add roughly $3/MWh
to its operating expenses.

Absent substantial market improvement, the Project may struggle to
generate sufficient cash flow to cover debt service in 2023 and
2024 under Moody's current projections due to declining capacity
prices for the 2022-23 auction year coupled with $10.5 million of
scheduled major maintenance. While the timing of the scheduled
major maintenance may shift, which could improve annual cash flow,
it may also be necessary for the Project's ownership group to take
action to support debt obligations through equity cures during this
period.

Factors supporting WDE's credit quality include its asset quality
and solid operational track record, which are both supportive of
the Project's long term value. The plant is a 2014-vintage combined
cycle gas turbine that is capable of producing a competitive -7,000
BTU/kWh baseload heat rate. It is located in PJM's EMAAC capacity
pricing zone which affords it premium pricing, albeit at lower
levels than in prior years. The project also enjoys pipeline
diversity with access to natural gas from both the Transco Zone 6
Non-New York and TETCO M3 pipelines, with firm transportation
contracted with South Jersey Resources Group and Mercuria Energy
America, Inc. WDE's credit profile also benefits from a financially
strong sponsor group.

Financial performance in 2021 should improve to 'B' level metrics
despite a weak first quarter as rising natural gas prices drive up
power prices and higher capacity prices take effect. Moody's
project 2021 credit metrics of 1.8x debt service coverage ratio
(DSCR), 6% project cash from operations to debt (PCFO/Debt), and
8.5x leverage. These projections incorporate a 2021 forecasted
capacity factor of 25-30% for the plant. Throughout the debt's
remaining life, Moody's project modest forward deleveraging amid
continued energy margin uncertainty and weak capacity pricing.

RATING OUTLOOK

The negative outlook reflects Moody's expectations for the
Project's capacity factors to remain weak in 2021 given increased
merchant risk and ongoing exposure to RGGI. That said, WDE's 2021
financial metrics should improve over 2020 results, with DSCR
comfortably above 1x, PCFO/Debt around 5% and Debt to EBITDA
between 6-9x.

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

Factors that could lead to a rating upgrade

In light of the negative outlook, limited prospects exist for the
rating to be upgraded in the short-term. The rating could be
stabilized if WDE is able to sustain metrics in-line with Moody's
2021 projections, which are in the B rating category. The rating
could also be stabilized if the December 2021 PJM capacity auction
result for EMAAC produces significantly higher pricing. Credit
upside could also occur if Pennsylvania's entrance into RGGI occurs
sooner than Moody's 2023 base case and drives stronger energy
margins for the Project.

Factors that could lead to a rating downgrade

The rating could be downgraded further if financial performance and
covenant cushions do not improve, including if Moody's calculated
DSCR remains below 1x. The rating could also be downgraded if the
December 2021 PJM capacity auction results in equally unattractive
prices as the most recent auction.

PROFILE

West Deptford Energy Holdings, LLC owns the West Deptford Energy
Station, a 744 MW 2014-vintage gas-fired combined cycle electric
generating facility located in West Deptford Township, NJ. It is a
merchant power plant located in PJM Interconnection's EMACC
capacity price zone. West Deptford's sponsor group includes LS
Power, which built the plant, along with subsidiaries of Marubeni
Corporation (Baa2 stable), Kansai Electric Power Company,
Incorporated (A3 negative), Ullico, Arctic Slope,
Prudential/Lincoln, and Sumitomo Corporation (Perennial, Baa1,
stable).

The principal methodology used in these ratings was Power
Generation Projects Methodology published in June 2021.


WESTERN MIDSTREAM: Fitch Affirms 'BB' LongTerm IDR
--------------------------------------------------
Fitch Ratings has affirmed Western Midstream Operating, LP's (WES)
Long-Term Issuer Default Rating (IDR) at 'BB' and senior unsecured
notes at 'BB'/'RR4'. The Rating Outlook is Stable. The affirmation
is primarily driven by the rating affirmation and Stable Outlook of
Occidental Petroleum Corp. (OXY; BB/Stable). OXY is WES's largest
counterparty and is expected to contribute approximately two-thirds
of WES's 2021 revenue.

WES's ratings also reflect Fitch's expectation that leverage will
remain around 4.0x or lower through 2022. WES has modestly
increased distributions in 2021 (by approximately 5% annually).
However, WES management is committed to lowering leverage primarily
using excess cashflow to reach target leverage metrics of below
4.0x in 2021 and 3.5x by YE 2022.

KEY RATING DRIVERS

Counterparty Exposure: WES's counterparty risk improved following
OXY's rating upgrade in June 2020, as OXY is WES's largest
counterparty. However, WES is still predominately exposed to
non-investment-grade counterparties as a gathering and processing
(G&P) company.

WES's significant customer concentration in OXY is expected to
contribute approximately two-thirds of WES's revenues in 2021,
in-line with 2020 numbers. OXY's operational and financial strength
influence WES's credit profile, because WES depends on OXY for
future growth. Fitch believes WES's midstream operations will
remain strategically important to OXY's production, particularly in
the Permian Basin, despite uncertainties in near-term growth.

Throughput Volumes To Remain Flat: WES's leverage (as measured by
total debt with equity credit to operating EBITDA) was 3.9x at YE
2020 and Fitch expects it to trend to 3.8x-4.1x in 2021, declining
below 4.0x in 2022. Lower levels of capex and E&P activities,
particularly from OXY, could prompt a slight EBTIDA decline in
2021. First-quarter 2021 (1Q21) volumes continue to trend down in
the Delaware Basin.

In 2021, WES is expected to generate 40% of EBITDA from the
Delaware Basin, 37% of EBTIDA in the DJ Basin, about 11% from other
noncore regions and 12% from equity investments. However, Fitch
believes WES will use financial levers including further reductions
in capex and distributions (that are increasing but still lower
than historical levels) to deleverage through 2022, with Management
forecast leverage declining below 3.5x by 2022.

Asset and Contract Profile: Fitch believes WES will generate over
90% of its gross margin from fee-based and fixed-price contracts in
2021. WES had limited direct commodity price exposure. It is also
diversified geographically, supported by a blend of contracts with
Minimum Volume Commitment (MVCs) and/or Cost of Service (COS)
components, relative to the more standard requirements contracts
prevalent in the industry.

Approximately 79% of WES's natural gas throughput volume was
protected by either MVCs or COS components in fiscal 2020, and
approximately 85% of its crude-oil and NGLs and 100% of
produced-water throughput were also supported by either MVCs or COS
components. However, Fitch believes that if any of the contracts'
rates, whether in dollars per actual volume or dollars per
contracted volume, are high relative to the market, there is a
strong likelihood for WES's E&P customers to consider renegotiating
the long-term contracts, especially those customers compelled to
seek the shelter of bankruptcy.

Short-Term Contracts: Fitch's rating case assumes the economic
value of the contracts between OXY and WES remains intact, with no
renegotiation of contract terms deemed materially unfavorable to
WES. WES's long-term weighted average contract life was more than
seven years collectively for its gas, crude-oil and water
businesses at YE 2020. WES also has a portfolio of equity
investments, including ownership interests in long-haul pipelines
in the Permian, which should maintain stable cash flow in the near
term. Fitch believes the Permian will remain WES's cornerstone of
growth.

Ownership Uncertainties: Future ownership uncertainties remain an
overhanging issue for WES, as OXY continues to reduce its ownership
stake in WES, now standing at 50.2%—48.0% limited partner
interest and 2.2% general partner interest following WES's recent
deconsolidation from OXY's balance sheet.

The operational alignment between OXY and WES in the Permian
remains intact in the long term, given the good fit between legacy
Anadarko Petroleum Corporation's (WD) and WES's assets in the
basin. However, OXY reeling back legacy Anadarko's historic focus
on the DJ basin may materially impede WES's future growth. WES
targets company growth through third-party volumes, but Fitch
believes such growth will be much slower as upstream customers
become increasingly capital-disciplined regarding production
spending under the volatile commodities price environment.

Parent Subsidiary Linkage: Fitch rates WES on a standalone basis,
as WES and OXY do not have a parent-subsidiary relationship. WES
was deconsolidated from OXY's balance sheet in January 2020. The
limited-partnership agreement was amended and significantly
expanded unitholders' rights, including the right to remove and
replace OXY as the general partner. WES has a separate board of
directors and separate management team from OXY. WES is also
reported under the equity method of accounting in OXY's financial
statements.

DERIVATION SUMMARY

WES primarily operates in the Delaware basin and DJ basin and
derives about 67% of its revenue from OXY (BB/Stable). EQM
Midstream Partners, LP (EQM; BB/Negative), is one of WES's peers
and it operates primarily in the Appalachian basin and has
material, concentrated counterparty exposure to EQT Corporation
(EQT; BB+/Stable). DCP Midstream, LP (DCP; BB+/Stable) and EnLink
Midstream LLC (ENLC; BB+/Stable) operate in multiple basins and are
more diverse than WES.

WES derives over 90% of its margins from fixed-fee contracts
largely with MVC or COS provisions. DCP has higher volume risk with
only about 70% of its gross margins being generated from fee-based
contracts verses 90% of ENLC's gross margins. EQM had approximately
65% of revenues from firm reservation fees for year-ended ended
Dec. 31, 2020.

In terms of EBITDA, WES is expected to generate about 1.8 billion
in 2021, which is larger than EQM, DCP and ENLC. However, each of
the peers is sizable, generating over $1 billion in EBITDA
annually. WES exhibits lower leverage (3.9x at YE 2020, and around
between 3.8x-4.1x for YE21) than all three of its peers where Fitch
expects leverage at approximately 5.1x for ENLC, and around
5.0x-5.2x for DCP and 5.4x-5.6x for EQM, for YE21.

KEY ASSUMPTIONS

-- Base Case WTI oil price of $60/barrel for 2021, $52/barrel for
    2022, and $50/barrel for 2023 and beyond;

-- Henry Hub natural gas prices of $2.90/mcf for 2021, and
    $2.45/mcf for 2022 and beyond;

-- Declining throughput volume and operating performance in
    segments outside of the Permian through 2021;

-- Distribution increase as per Management's forecast: 5% above
    2020 distributions;

-- No adverse changes in existing contract terms between WES and
    its major counterparties that would materially impair WES's
    expected cash flow;

-- No significant change in the financial policy due to potential
    ownership changes.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Favorable rating action at OXY may lead to positive rating
    action for WES, provided the factors driving a rating change
    at OXY have benefits that accrue to the credit profile of WES;

-- Leverage (total debt-to-operating EBITDA) at or below 4.0x and
    a distribution coverage ratio above 1.1x on a sustained basis,
    with gross margin remaining above 90% fee-based or fixed
    priced;

-- Asset and business line expansion leading to a more
    diversified cash flow profile.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Leverage as total debt-to-operating EBITDA at or above 5.0x
    and a distribution coverage ratio below 1.1x on a sustained
    basis;

-- Negative rating action at OXY;

-- Materially unfavorable changes in contract mix;

-- Negative change in law, either new laws, or rulings on old
    laws, that cause volumetric declines and pushes profitability
    lower and leverage higher on a sustained basis;

-- Adoption of a growth funding strategy that does not include a
    significant equity component, inclusive of retained earnings.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
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 four 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.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: WES had approximately $56 million in cash, no
outstanding borrowings on the revolver and $5.1 million in
outstanding LOC at March 31, 2021, resulting in approximately
$1.995 billion available on its $2.0 billion senior unsecured
revolving credit facility (RCF). Fitch expects that liquidity will
remain adequate over the near term. WES paid off its $431 million
in debt due in 1Q21. There is no additional maturity in the
remainder of 2021. The Partnership has upcoming maturity of $581
million due in 2022. Total debt coming due in 2023 is $240 million.
With close-to full availability on the $2.0 billion revolver and
strong cash flows, WES has sufficient liquidity to pay-off its
debt.

In December 2019, WES extended the RCF's maturity date to February
2025 from February 2024. The credit facility requires WES to
maintain a consolidated leverage ratio at or below 5.0x, or a
consolidated leverage ratio of 5.5x regarding quarters ending in
the 270-day period immediately following certain acquisitions. WES
is currently in compliance with this covenant, and Fitch expects it
will remain so for the balance of the forecast.

WES also accessed capital markets in January 2020, issuing $3.2
billion fixed rate senior notes across three tranches, which come
due in 2025, 2030 and 2050, as well as $300 million of floating
rate notes due 2023. The net proceeds from the senior notes and
floating rate notes were used to repay the $3.0 billion outstanding
borrowings under the term loan facility and RCF and to fund general
corporate expenses.

ISSUER PROFILE

Western Midstream Partners, LP (WES) is a master limited
partnership (MLP) owned largely by Occidental Petroleum Corp. WES
owns, operates, acquires and develops midstream energy assets
generating its cash flow primarily from Delaware basin within the
Permian and the DJ basin.

ESG CONSIDERATIONS

Western Midstream Operating, LP has an ESG Relevance Score of '4'
for Group Structure as the company operates under a somewhat
complex group structure of master limited partnership, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

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.


WINDSTREAM HOLDINGS: Noteholders' Plan Appeal Dismissed as Moot
---------------------------------------------------------------
District Judge Vincent L. Briccetti dismissed as equitably moot the
appeal taken by U.S. Bank National Association, as indenture
trustee for certain unsecured notes of Windstream Services, LLC,
and CQS (US), LLC, from:

     (i) a May 12, 2020, Order of the Bankruptcy Court approving a
settlement between Windstream Holdings, Inc., and its debtor
subsidiaries, and Uniti Group, Inc.; and

    (ii) a June 26, 2020, Order of the Bankruptcy Court confirming
the Debtors' First Amended Joint Chapter 11 Plan of
Reorganization.

Judge Briccetti held that the Appellants' failure to diligently
seek a stay of the Confirmation Order or implementation of the Plan
is fatal to their appeals. The Bankruptcy Court issued an oral
ruling confirming the Plan on June 25, 2020, and entered the
Confirmation Order one day later.  The Appellants filed their
notices of appeal on July 3, but waited two months before first
"request[ing]" to stay implementation of the Plan before the
Bankruptcy Court in connection with an unrelated motion.

Judge Briccetti further held that the Appellants' alternative
relief, if granted, would both jeopardize the Debtors' emergence
from bankruptcy and require unravelling numerous complex
transactions agreed to in connection with the Plan.  The Appellants
do not contend vacatur and remand of either the Settlement Order or
Confirmation Order is practical or appropriate.  Instead, they
argue the Court could fashion effective relief without unraveling
the Plan by ordering several remedies: (i) requiring the Debtors to
issue additional shares of stock for unsecured creditors and
diluting the value of shares issued to secured creditors, like
Elliott Investment Management L.P.; (ii) disgorging stock from
secured creditors; or (iii) earmarking cash payments due to the
Debtors under the Uniti Settlement to instead compensate the
Appellants and other unsecured creditors.

Elliott, the largest holder of first and second lien claims against
the Debtors, along with other rights contemplated by the First
Amended Joint Plan confirmed by the Confirmation Order, previously
intervened with the consent of all parties.

The Debtors are a collection of companies that provide
telecommunications services throughout the United States. Beginning
in 2013, the Debtors entered into a complex transaction that split
their businesses into two companies -- Windstream Holdings, Inc.
and Windstream Services, LLC -- and spun off a real estate
investment trust now known as Uniti Group, Inc.

As part of the "Uniti Transaction," Services transferred various
telecommunications operating assets, such as fiber optic cables,
copper wires, and real estate, to Uniti. Holdings, which acted as
the new Windstream parent company, then transferred a majority of
the equity in its new subsidiaries (including Uniti) to existing
shareholders. Finally, Holdings entered into a lease arrangement
with Uniti, known as the "Master Lease," whereby Holdings leased
the transferred assets back from Uniti and continued operating
those assets through its subsidiaries. The Master Lease also
required the Debtors to make certain improvements to the
transferred assets, called "tenant capital improvements," and to
maintain those assets at the Debtors' expense.

The structure of the Master Lease proved problematic for the
Debtors' finances. For instance, the Debtors' rent payments
remained unchanged even if portions of the networks and assets
became unusable or destroyed. And although the assets naturally
depreciated in value, the Debtors were obligated to pay rents that
increased at a contractually set rate. After just two years, the
Debtors' financial performance began to decline, their market
capitalization became drastically reduced, and ratings agencies
issued decreased ratings for the Debtors' bonds.

In 2017, Aurelius Capital Master, Ltd., acquired a controlling
interest in certain of Services's senior unsecured notes, for which
U.S. Bank served as indenture trustee. Aurelius directed U.S. Bank
to sue the Debtors in its capacity as indenture trustee.  In the
suit -- U.S. Bank Nat'l Ass'n v. Windstream Servs., LLC, 2019 WL
948120, at *1 (S.D.N.Y. Feb. 15, 2019) -- U.S. Bank alleged
Services breached a covenant contained in a governing bond
indenture that restricted Services from entering into sale and
leaseback transactions. After a bench trial, Judge Furman found the
Master Lease violated the sale and leaseback restrictions in the
bond indentures, and therefore Services was in default of those
agreements.  The Court awarded Aurelius a $310 million judgment on
February 25, 2019.

The Debtors commenced Chapter 11 proceedings the same day.  After
conducting an independent investigation, the Debtors commenced an
adversary proceeding against Uniti in the Bankruptcy Court seeking
to recharacterize the Master Lease as a financing agreement.  The
Debtors and Uniti engaged in protracted litigation while also
participating in parallel mediation before Bankruptcy Judge Shelley
C. Chapman. Prior to trial in the adversary proceeding, the Debtors
reached a settlement with Uniti, which included a complex series of
transactions that provided the Debtors with more than $1.2 billion
in present value.

The Uniti Settlement Transactions required Uniti to: (i) commit to
fund an aggregate of $1.75 billion of "Growth Capital Improvements"
-- investments in long-term fiber network assets constructed by the
Debtors; (ii) provide up to $125 million in loans for equipment
purchases by the Debtors; (iii) purchase certain of the Debtors'
assets and contracts in exchange for roughly $244 million in
payments to the Debtors, which would be funded through a purchase
of Uniti's stock by Elliott and an ad hoc group of first lien
lenders; and (iv) pay roughly $490 million to the Debtors in
quarterly installments.

The Uniti Settlement also contemplated a plan support agreement
among the Debtors, Uniti, Elliott and its affiliated funds, and an
ad hoc group of first lien lenders. The PSA memorialized the
Debtors' and key creditors' acceptance of the Uniti Settlement and
detailed a series of restructuring transactions embodied in the
Plan.

Between May 7 and 8, 2020, the Bankruptcy Court held a hearing on
the Uniti Settlement. The court found the proposed settlement was
"intertwined" with the Debtors' eventual plan of reorganization and
was "critical to [their] ability to successfully reorganize." And,
after reviewing the litigation risks debtors faced in their
adversary proceeding against Uniti, the Bankruptcy Court approved
the Settlement, finding it was "favorable to Windstream and well
above the lowest range of reasonableness."

The Debtors proposed their First Amended Plan on May 14, 2020. The
Plan partially repaid the Debtors' pre-petition first lien lenders
and partially converted those lenders' claims to equity. The Plan
also canceled the Debtors' junior debt, thereby reducing their debt
burden by roughly $3.6 billion and improving their cash flow by
around $300 million per year. In addition, the Plan provided for
the retention of certain employee pension benefits and permitted
debtors to continue operating.

The Plan also provided for certain transactions to occur on its
effective date: (i) existing equity in the Debtors would be
canceled and reorganized equity would be issued to first lien
claimants; (ii) proceeds from a new senior secured credit facility
would be distributed to first lien claimants and used to pay other
allowed claims and fund various claim reserves; (iii) liens granted
under the new credit facility would be deemed approved; and (iv)
the Debtors would consummate a $750 million rights offering to
first lien claimants for reorganized equity interests.

The Plan contemplated full recovery for holders of secured and
priority claims, and impaired recovery for other classes of
creditors, including holders of first and second lien claims,
holders of certain pre-petition notes claims, and general unsecured
claims.  The Debtors' secured creditors and a majority of unsecured
voting creditors voted to accept the plan. However, some unsecured
creditors -- including appellants - opposed the plan, which
prevented the Debtors from reaching the two-thirds-by-amount
threshold required for acceptance by the class of unsecured
creditors.

Consummation of the Uniti Settlement Transactions was an express
condition precedent to the Plan. The cash value of the settlement
was distributed to various classes of creditors through the Plan.
Absent settlement of the Debtors' claims against Uniti, the
Bankruptcy Court believed "there [was] serious doubt . . . as to
whether third-party financing would be available for" necessary
upgrades to Windstream's telecommunications network.

The Bankruptcy Court confirmed the Plan on June 25, 2020, after a
two-day hearing.  The Court rejected the objection that the Plan
unfairly paid secured creditors more than the aggregate value of
their collateral and adequate protection claims at the expense of
unsecured creditors.  The Court found there was no unencumbered
value to distribute to unsecured creditors given the value of the
secured creditors' pre-petition and adequate-protection liens and
superpriority adequate-protection claims.

In addition, objectors to the Plan, including the Appellants,
argued the proceeds of the Uniti Settlement were unencumbered
assets that should have been distributed to unsecured creditors
like themselves. However, the Bankruptcy Court found more senior
classes of creditors had a lien on the Uniti Settlement itself by
virtue of a general lien on intangibles, because cash derived from
the Uniti Settlement constituted proceeds of a litigation claim.
According to the Bankruptcy Court, the claims asserted by the
secured creditors far exceeded "any reasonable assumption of
unencumbered assets in an order of magnitude of hundreds of
millions of dollars."

On September 4, 2020, U.S. Bank filed, and CQS joined, a motion for
"a determination of post-effective date jurisdiction," or in the
alternative, a stay of the Confirmation Order pending appeal.  The
Bankruptcy Court denied appellants' request to stay consummation of
the Plan. The Bankruptcy Court believed appellants' request for a
stay was a "sham and a procedural gambit," filed in "response" to
an unrelated motion. The Bankruptcy Court also denied the
Appellants' request for a stay on the merits because they failed to
demonstrate irreparable harm, ignored any potential harm to other
parties, and there was "a strong public interest in proceeding to
conclude and permit [the Plan] to go effective."

The Plan became effective and was substantially consummated
September 21, 2020.

The appellate case is, U.S. Bank National Association, and CQS
(US), LLC, Appellants, v. Windstream Holdings, Inc., et al.,
Appellees, No. 20 CV 4276 (VB)(S.D.N.Y.).

A copy of the Court's June 22, 2021 Opinion and Order is available
at:

          https://www.leagle.com/decision/infdco20210624d73

                     About Windstream Holdings

Windstream Holdings, Inc., and its subsidiaries provide advanced
network communications and technology solutions for businesses
across the United States. They also offer broadband, entertainment
and security solutions to consumers and small businesses primarily
in rural areas in 18 states.

Windstream Holding Inc. and its subsidiaries filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 19-22312) on Feb. 25,
2019.

The Debtors had total assets of $13,126,435,000 and total debt of
$11,199,070,000 as of Jan. 31, 2019.

The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as counsel; PJT Partners LP as financial advisor
and investment banker; Alvarez & Marsal North America LLC as
restructuring advisor; and Kurtzman Carson Consultants as notice
and claims agent.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on March 12, 2019. The committee tapped
Morrison & Foerster LLP as its legal counsel, AlixPartners, LLP, as
its financial advisor, and Perella Weinberg Partners LP as
investment banker.


WOC PACIFIC: Seeks to Hire Kaufman & Kahn as Litigation Counsel
---------------------------------------------------------------
WOC Pacific Garage Company LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Eastern District of New York
to employ Kaufman & Kahn, LLP as their special litigation counsel.

The firm's services include:

     a. advising the Debtors with respect to landlord-tenant
litigation issues;

     b. reviewing and objecting to any proofs of claim filed by the
Debtors' landlords;

     c. litigating issues on behalf of the Debtors in New York
State court or before the bankruptcy court related to
landlord-tenant issues; and

     d. preparing legal papers.

Kaufman & Kahn's hourly rates are as follows:

     Robert L. Kahn       $375 per hour
     Paraprofessionals    $100 per hour

The firm received a retainer in the amount of $5,000.

As disclosed in court filings, Kaufman & Kahn is a "disinterested
party" within the meaning of Sections 101(14) and 327 of the
Bankruptcy Code.

The firm can be reached through:

     Robert L. Kahn, Esq.
     Kaufman & Kahn, LLP
     10 Grand Central
     155 East 44th Street, 19th Floor
     New York, NY 10017
     Tel: (212) 293-5556
     Fax: (917) 809-6403
     Email: kahn@kaufmankahn.com

                 About WOC Pacific Garage Company

WOC Pacific Garage Company, LLC, a company operating a parking
garage in Brooklyn, N.Y., filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
21-40778) on March 26, 2021. Perry Finkelman, the managing member,
signed the petition. In the petition, the Debtor disclosed $37,227
in assets and $1,040,856 in liabilities.  

Judge Elizabeth S. Stong oversees the case.

Morrison Tenenbaum, PLLC and Kaufman & Kahn, LLP serve as the
Debtors' bankruptcy counsel and special litigation counsel,
respectively.


YOUFIT HEALTH: Lacks Cash for Plan Approval, Case Dismissed
-----------------------------------------------------------
Alex Wolf of Bloomberg Law reports that YouFit Health Clubs LLC,
lacking the cash to get a creditor repayment plan approved, will
wrap up its affairs outside of bankruptcy after a judge granted the
gym chain's bid to dismiss its Chapter 11 case.

Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware granted YouFit's largely consensual request at a
hearing Wednesday, June 23, 2021.

A lender group that includes Birch Grove Capital LP and Goldman
Sachs Bank USA purchased YouFit's business out of bankruptcy by
forgiving $85 million in debt. But the deal left the estate without
sufficient funds to cover the expenses.

                    About YouFit Health Clubs

YouFit Health Clubs, LLC, and its affiliates --
https://www.youfit.com/ -- own and operate 85 fitness clubs in the
states of Alabama, Arizona, Florida, Georgia, Louisiana, Maryland,
Pennsylvania, Rhode Island, Texas, and Virginia.

On November 9, 2020, YouFit Health Clubs and its affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-12841).
YouFit was estimated to have $50 million to $100 million in assets
and $100 million to $500 million in liabilities as of the filing.

The Honorable Mary F. Walrath is the case judge.

The Debtors tapped Greenberg Traurig LLP as its bankruptcy counsel,
FocalPoint Securities LLC as an investment banker, Red Banyan Group
LLC as a communications consultant, and Hilco Real Estate LLC as a
real estate advisor. Donlin Recano & Company Inc. is the claims
agent.

On November 18, 2020, the U.S. Trustee for Region 3 appointed a
committee to represent unsecured creditors in the Debtors' Chapter
11 cases.  The committee tapped Berger Singerman LLP and Pachulski
Stang Ziehl & Jones LLP as its legal counsel, and Dundon Advisers
LLC as its financial advisor.


YOUNGEVITY INTERNATIONAL: Posts $52.7 Million Net Loss in 2019
--------------------------------------------------------------
Youngevity International, Inc. filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing a net
loss attributable to common stockholders of $52.67 million on
$147.44 million of revenues for the year ended Dec. 31, 2019,
compared to a net loss attributable to common stockholders of
$23.50 million on $162.45 million of revenues for the year ended
Dec. 31, 2018.

As of Dec. 31, 2019, the Company had $89.69 million in total
assets, $59.52 million in total liabilities, and $30.17 million in
total stockholders' equity.

Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
June 24, 2021, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raises
substantial doubt about its ability to continue as a going
concern.

Net cash used in operating activities was approximately $14,337,000
and $12,352,000 for the years ended Dec. 31, 2019 and 2018,
respectively.  The Company anticipates similar continued results
for the year 2020.

Youngevity stated, "Management has assessed the Company's ability
to continue as a going concern and concluded that additional
capital will be required during the twelve-months subsequent to the
filing date of this Annual Report on Form 10-K.  The timing of when
the additional capital will be required is uncertain and highly
dependent on factors discussed below.  There can be no assurance
that the Company will be able to execute license or purchase
agreements or to obtain equity or debt financing, or on terms
acceptable to it.  Factors within and outside the Company's control
could have a significant bearing on its ability to obtain
additional financing.  As a result, management has determined that
there are material uncertainties that cast substantial doubt upon
the Company's ability to continue as a going concern."

The Company has and continues to take the following actions to
alleviate the cash used in operations.

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

https://www.sec.gov/Archives/edgar/data/1569329/000165495421007262/ygyi10k_2019.htm

                         About Youngevity

Chula Vista, California-based Youngevity International, Inc. --
https://ygyi.com -- is a multi-channel lifestyle company offering a
hybrid of the direct selling business model that also offers
e-commerce and the power of social selling.  Assembling a virtual
main street of products and services under one corporate entity,
the Company offers products from the six top selling retail
categories: health/nutrition, home/family, food/beverage (including
coffee), spa/beauty, apparel/jewelry, as well as innovative
services.


[*] Accordion Acquires Restructuring Firm Mackinac Partners
-----------------------------------------------------------
Accordion, a private equity-focused financial consulting and
technology firm, disclosed that it has acquired Mackinac Partners,
a leading financial advisory, restructuring, and operational
turnaround firm. Accordion has experienced tremendous organic
growth, underscored by private equity's focus on the role of value
creation in a successful investment strategy, and accelerated by
the firm's 2018 investment from FFL Partners. As part of its
ambitions to further scale and expand its scope of offerings, the
Mackinac acquisition will enable Accordion to more meaningfully
provide current and potential clients the kind of value
stabilization and turnaround services that are critical to
navigating economic uncertainty and industry disruption. It also
expands Accordion's reach beyond its current portfolio of over 200
fund sponsors and their portfolio companies, into the broader
private capital marketplace.

"We believe the need for experienced turnaround, restructuring, and
interim management expertise is no longer as cyclical as it's been
in the past," said Nick Leopard, Founder and CEO of Accordion.
"Value creation and value stabilization now go hand-in-hand during
economic curves of every size and shape, and companies need to be
well-positioned to respond to industry disruption and
transformation. Our acquisition of Mackinac not only fortifies our
business through volatile economic cycles, but it's also inherently
customer-centric at its core. The ability to provide unparalleled
turnaround and restructuring services will mean support for clients
through all phases -- the highs and the lows
-- of their commercial lifecycle."

Continued Mr. Leopard: "Equally important to what we provide, is
how we provide it. More than a merger of complementary services,
this acquisition represents the marriage of shared perspective.
This deal combines two 'non-consulting' firms – organizations who
put as much emphasis on hands-on, results-oriented execution, as we
do unrivaled expertise. The acquisition of Mackinac not only makes
Accordion bigger, but better -- the better go-to-partner for the
private capital community."

Mackinac's expertise in managing complex financial restructurings,
business turnarounds, and providing interim management services
will enhance Accordion's existing Performance Improvement practice
and its additional service areas: operational and technical
accounting, strategic financial planning and analysis, transaction
execution, and public company readiness, all of which are rooted in
Accordion's legacy expertise within the office of the CFO, and
supported by a team of practitioners well-versed in CFO-specific
technology and finance transformation.

Jim Weissenborn, Mackinac's Founder, will remain its Managing
Partner and serve as President of Accordion's Turnaround and
Restructuring practice. He said of the acquisition: "They say deals
where everyone wins are a rare breed -- this one seems the rarest.
It's a win for our clients and their management teams who now have
expertise at their disposal beyond the red turnaround phase into
the yellow and green of value creation and growth acceleration.
It's a win for Accordion's clients who are experiencing a period of
disruption in their growth trajectory. It's a win for our team who
is joining a company with a unique culture, focused on a better way
to work in finance. And, it's a win for me personally, to work
alongside a team that shares a passion for driving lasting change
across the private capital industry."

The acquisition will add 40 professionals to Accordion's growing
team of experts in finance, operations, and technology.
Headquartered in Bloomfield Hills, Michigan, Mackinac brings
Accordion's total number of offices to nine, including: Boston,
Charlotte, Chicago, Dallas, Detroit, Los Angeles, New York, San
Francisco, and South Florida.

                         About Accordion

Accordion -- http://www.accordion.com-- is a private
equity-focused financial consulting and technology firm that
provides operational prowess and an execution-oriented approach to
maximize value. Rooted in a heritage of serving the office of the
CFO, Accordion works at the intersection of sponsors and management
teams within the private capital market. The firm's core services
include: operational and technical accounting, strategic financial
planning and analysis, transaction execution, public company
readiness, performance improvement, and, following its 2021
acquisition of Mackinac Partners, now also include CRO and
restructuring advisory, and turnaround and interim management.
Across all of Accordion's services, clients are supported by deep
expertise in CFO-specific technology and finance-led
transformations. Accordion is headquartered in New York and has
nine offices including those located in Boston, Charlotte, Chicago,
Dallas, Detroit, Los Angeles, San Francisco, and South Florida.

             About Mackinac, An Accordion Company

Founded in 1999, Mackinac Partners --
http://www.mackinacpartners.com-- is a nationally recognized
turnaround and restructuring firm. With specialties in CRO,
restructuring and M&A advisory, and turnaround and interim
management, Mackinac's team of seasoned professionals have deep
expertise working collaboratively with management and capital
providers to overcome liquidity and operational challenges,
maximize value, improve company performance, drive growth, and
reduce risk. In 2021, Mackinac Partners was acquired by Accordion,
the private equity-focused financial consulting and technology
firm, expanding its combined geographic footprint to nine offices
including Boston, Charlotte, Chicago, Dallas, Detroit, New York,
Los Angeles, San Francisco, and South Florida.



[*] Claudia Springer Joins Novo Advisors' Mediation Practice
------------------------------------------------------------
Novo Advisors, a Chicago-based turnaround consulting firm,
announced that restructuring and bankruptcy attorney and mediator
Claudia Z. Springer has joined the firm. In addition to starting
Novo's mediation practice, Springer will head up the firm's
expansion into Philadelphia, a new market for Novo, which currently
has offices in Chicago, Denver, New York, and Atlanta.

"Claudia is a creative thinker, a great listener, and comes up with
creative solutions to resolve conflicts," said Sandeep Gupta,
co-founder of Novo. "In the financial world, time is money and
someone who can resolve disputes quickly is a benefit to all
parties and will be a strong asset to our firm and to our
clients."

Ms. Springer brings with her over four decades of experience in
financial conflict resolution.

"Novo is a seasoned financial partner and a perfect complement to
my skills," said Ms. Springer. "Much of the challenge in the
financial space is assessing both current and future value and
trying to predict outcomes. The combination of my legal skills and
the financial expertise of my new colleagues will add value in both
mediations and working with financially challenged businesses."

Prior to joining Novo, Ms. Springer was a partner at Reed Smith for
almost twenty years, where she practiced restructuring and
bankruptcy law. She has been acknowledged as one of America's
leading insolvency and corporate restructuring attorneys by
Chambers USA: America's Leading Business Lawyers every year since
its initial publication in 2003. She was one of the youngest
inductees in the American College of Bankruptcy, where she served
on its Board for two terms and currently heads up the Distinguished
Law and Business Students Committee. In addition, Springer has been
recognized as one of the nation's top restructuring and bankruptcy
lawyers by America's Best Lawyers and America's Best Business
Lawyers and is a Pennsylvania Super Lawyer.

Novo Advisors is a business transformation partner­ specializing
in restructuring and performance improvement­offering
middle-market clients big firm experience with boutique agility,
and the opportunity to work with a team of seasoned, senior-level
industry pros dedicated to delivering value every step of the way.
Headquartered in Chicago and founded in 2012 by Gupta and Brandon
Fosbinder, Novo Advisors focuses on businesses generating between
$25 million and $1 billion in revenue.

"After working with Novo Advisors on several assignments while I
was at Reed Smith, I saw how our mutual clients benefitted from
their hands-on approach and constructive recommendations,"
Ms. Springer said. "I am delighted to join the firm and look
forward to helping clients with their challenges."



[*] Dr. Wolfram Prusko Joins Willkie Farr's Frankfurt Office
------------------------------------------------------------
Willkie Farr & Gallagher LLP disclosed that Business Reorganization
& Restructuring lawyer
Dr. Wolfram Prusko will join Willkie Farr & Gallagher LLP's
Frankfurt office as a partner.  He is currently a restructuring
partner at Kirkland & Ellis International LLP.

Mr. Prusko's practice is focused on the representation of
investors, debtors and creditors with respect to cross-border
distressed transactions, restructurings -- particularly financial
and bond restructurings and insolvency proceedings. Mr. Prusko also
has experience in real estate and international bank restructuring.
He speaks German, English, French and Italian.

"Willkie has a leading restructuring practice in all of the markets
in which we operate, including the U.S., UK, France and Italy. It
is therefore natural that we are adding a prominent partner with a
strong track record to our growing restructuring offering in
Germany and across our network," said Matthew Feldman, Chairman of
the firm and Co-Chair of the Business Reorganization &
Restructuring Department.

"Wolfram will allow us to serve our existing clients in
restructuring situations in Germany and to look out for further
opportunities in this growing segment of the German legal market,"
added Corporate & Financial Services Department partner Georg
Linde, who manages Willkie's Frankfurt office. "We look forward to
welcoming him to Willkie."

Mr. Prusko's addition will follow the recent arrivals of several
other market-leading lawyers in Willkie's Frankfurt office,
including partners Dr. Kamyar Abrar (Private Equity), Cornelia
Thaler (Real Estate), Dr. Markus Lauer (M&A), as well as counsel
Matthias Schrader and Svenja Wachtel (Litigation).

"Wolfram is a great addition to the firm's growing pan-European
restructuring practice, and we are delighted to add dedicated
restructuring expertise in Germany's key financial hub," said
London partner and Co-Chair of the European Restructuring Group
Graham Lane.  "With recent additions including Bruno Cova in Milan
and Ed Downer in London, Willkie continues to develop a top-tier
restructuring platform across Europe."

Willkie's Business Reorganization & Restructuring Department is a
global practice with market-leading capabilities in all aspects of
business and financial restructurings and insolvency matters.  The
team represents a broad spectrum of clients (both in and out of
court) in the U.S., UK, France, Germany and other key European
jurisdictions.

Willkie Farr & Gallagher LLP is an international law firm of
approximately 750 attorneys with offices in New York, Washington,
Houston, Palo Alto, San Francisco, Chicago, Paris, London,
Frankfurt, Brussels, Milan and Rome. The Firm is headquartered in
New York City at 787 Seventh Avenue.


[*] Jennifer Meyerowitz Joins Stretto as Executive Vice President
-----------------------------------------------------------------
Stretto disclosed that Jennifer Meyerowitz has joined the company
as Executive Vice President, Business Development. With more than
20 years of experience in the bankruptcy and fiduciary industries,
Jennifer brings a unique skill set and expertise to her role at
Stretto, where she leads the organization's business-development
efforts for its Trustee Suite and Best Case by Stretto business
units.

Leveraging keen bankruptcy-industry acumen and exceptional
leadership skills, Jennifer is focused on the strategic expansion
of Stretto's market share in the consumer-bankruptcy space. Through
her experience as a corporate-restructuring attorney and her tenure
in various leadership roles around the bankruptcy industry over the
last two decades, Jennifer understands the importance of serving as
a trusted partner to clients, and she appreciates the necessity of
delivering tailored solutions to meet fiduciaries' case-management
and operational needs.

Ms. Meyerowitz actively participates in the bankruptcy community
and currently serves as a board member for the American Bankruptcy
Institute and the Association of Insolvency & Restructuring
Advisors.


[*] New York Bankruptcy Court Judge Cornelius Blackshear Dies
-------------------------------------------------------------
The Honorable Cornelius Blackshear, beloved judge of the Southern
District of New York Bankruptcy Court, has died.  He was 81.  Judge
Blackshear has a long and notable career in law since graduating
from high school in 1957.

In 1959 he enlisted in the US Navy and was honorably discharged
after serving his tour of duty.  Upon his discharge he joined the
NYPD and while working there attended John Jay College of Criminal
Justice (Cum Laude 1971) and Fordham Law School (1977).

Judge Blackshear served 16 distinguished years at the NYPD before
being appointed in 1979 as Assistant U.S. Trustee for the Southern
District of New York.  Just 4 years later, he became the first
Black American to be appointed as a U.S. Trustee.  Judge Blackshear
represented the U.S. Trustee program in the 1982 case of
manufacturer Johns Manville, the largest company to ever seek
bankruptcy at that time.  That case, prompted by thousands of
lawsuits alleging asbestos-related illnesses, made history for
resolving the asbestos claims through the creation of a $2.5
billion trust to pay out victims.

On Nov. 25, 1985, he was sworn in as a U.S. bankruptcy judge for
the Southern District of New York. Judge Blackshear presided over
many of the largest federal bankruptcies before the SDNY during the
1980s and 1990's.  These included Pan Am, Alexander's Department
Stores, 47th Street Photo, Inc., The Wiz, Federated Department
Stores, and Iridium Spiegel, among others. He also presided over
high-profile bankruptcy filings by Bernhard Goetz and LaToya
Jackson.

"Judge Blackshear had a big heart," said Chief Judge Cecelia G.
Morris, U.S. Bankruptcy Court, SDNY.  "He was willing to give his
time to so many different people.  He was deeply engaged with all
the people who came before him in court, and he was gracious and
kind to everybody at the courthouse.  He was very popular with all
the court's employees.  He was always encouraging people to be bold
and to strive to attain challenging goals.  He was a delightful
person."

Judge Blackshear retired to Hephzibah, GA in April 2005.



[*] Shepherd, Martin Join Ankura as Senior Managing Directors
-------------------------------------------------------------
Ankura Consulting Group, LLC ("Ankura"), a global provider of a
broad range of consulting services, disclosed that John Shepherd
and Michele Martin have joined Ankura as Senior Managing Directors
in its Turnaround and Restructuring (T&R) group. These new
additions to our team demonstrate Ankura's continued investment in
its energy expertise, consultant talent, and advisory services.

"Ankura is extremely pleased to welcome Michele and John to our
team," said Scott Pinsonnault, Senior Managing Director. "As we
continue to bolster our energy offerings, we look forward to the
valuable expertise and perspective John and Michele bring to our
firm and to our clients. Michele is well-known in the Dallas-Fort
Worth area for her investment and operational experience across the
oil and gas value chain, and John's expertise in the oil & gas
sector is well known in the Houston and south-central U.S. markets.
Their powerful combination of talent and industry experience
deepens our expertise and strengthens our suite of offerings for
our energy clients."

Mr. Shepherd has more than 27 years of experience in energy private
equity, corporate finance, strategy, corporate development and
mergers and acquisitions, and he brings a unique
perspective and invaluable insights to each client engagement,
having historically served in a variety of critical roles on
transactions. Mr. Shepherd spent most of his career at Morgan
Stanley as an energy investment banker and then at GE Energy
Financial Services as a principal investor in energy infrastructure
assets. Prior to joining Ankura, he co-founded Integris Energy
Partners and Strata Energy Investments and spent time in industry
as Senior Vice President of Infrastructure at Select Energy
Services, leading that firm's water infrastructure strategy,
implementation and business development. He has held senior
positions and served on the boards of directors for numerous energy
companies. His vast network and experiences have spanned the full
spectrum of energy including upstream, midstream, oileld services,
and power.

"I am excited to be an integral part of Ankura's continued growth
and success, especially its expansion in serving energy clients,"
said Mr. Shepherd. "Having observed Ankura in the market,
I've always been impressed by Ankura's highly regarded
professionals and reputation for consistently high-quality counsel
and work. I look forward to joining forces with my new colleagues
to continuously enhance our services for our clients and further
differentiate us from our competitors."

Ms. Martin has over 20 years of consulting, investing, portfolio
management and business development experience across the energy
industry. Previously, she was the Business Development Leader for
Auburn Energy, helping to grow that business from a startup to a
$13 million revenue company providing oil and gas contract
operations and performance improvement advisory services. She began
her career with General Electric, where she was responsible for the
underwriting and closing of over $1.4 billion in oil and gas equity
and debt investments and held positions in all phases of the
investment lifecycle.

"I'm delighted to be joining Ankura as it enters its next phase of
growth and excited to help expand the rm's services across the
energy value chain," said Ms. Martin. "I look forward to
working with our team to address our clients' issues by
capitalizing on our broad range of technical and nancial skills as
well as Ankura's collaborative culture."

Ms. Martin will work out of the firm's Dallas location, while Mr.
Shepherd will be based in Ankura's Houston office.

                           About Ankura

Ankura Consulting Group, LLC -- http://www.ankura.com-- is a
global provider of a broad range of consulting services in the
areas of disputes and economics, data and technology, risk,
forensics and compliance, turnaround and restructuring, strategy
and performance and in transactions and operations advisory. It
helps clients protect, create, and recover value. Ankura has over
1,500 employees worldwide.



[*] Three Bankruptcy Lawyers Join Willkie Farr as Partners in N.Y.
------------------------------------------------------------------
Willkie Farr & Gallagher LLP disclosed that three leading
bankruptcy lawyers, Brett Miller, Dennis Jenkins and Todd Goren,
have joined the firm's Business Restructuring & Reorganization
Department in New York as partners. The group joins from Morrison &
Foerster, where Mr. Miller served as Managing Partner of the New
York office and co-chair of the Distressed Real Estate Group, and
Mr. Jenkins and Mr. Goren were partners.

Mr. Miller will serve as Global Head of Creditor Rights at Willkie.
A top-ranked bankruptcy practitioner, he is widely recognized for
his work acting on behalf of official committees of unsecured
creditors and ad hoc groups in chapter 11 cases as well as his work
on bankruptcy-related transactions.  His recent experience crosses
the energy, transportation, real estate, retail and manufacturing
sectors.  Mr. Jenkins and Mr. Goren are both shining lights in
their own right, representing a broad cross-section of creditors
and other key players in restructurings.

"Brett, Dennis and Todd are prominent additions to our leading
restructuring practice, which has been exceptionally busy handling
several high-profile restructuring matters this past year in the
U.S., UK and Europe. Their arrival, along with other recent lateral
additions outside of the U.S., strengthens our integrated platform
across the firm to serve the expanding needs of our clients," said
Rachel Strickland, partner and Co-Chair of the Business
Reorganization & Restructuring Department.

"Willkie's market-leading reputation, strong growth, and integrated
approach across the U.S. and internationally are a major draw for
us," said Mr. Miller.  "The firm is highly regarded for its broad
restructuring capabilities and interdisciplinary collaboration and
we look forward to working with our new colleagues to further
expand and strengthen its offering."

Mr. Jenkins has extensive experience in debt finance, counterparty
risk, distressed corporate transactions, derivatives, securities
transactions, and other domestic and international financial
transactions. His practice is focused on major domestic and
international corporate and debt restructurings, exchanges,
distressed mergers and acquisitions, and bankruptcy cases, where he
represents debtors, creditors' committees, ad hoc bondholder
groups, individual creditors, and other interested parties.

Mr. Goren advises clients on all facets of chapter 11
reorganizations, representing official committees,
debtor-in-possession lenders, and debtors in a number of prominent
insolvency matters. His restructuring experience spans a broad
range of industries, with particular experience in the
representation of creditors' committees in the energy and aviation
sectors. He also has significant experience representing both
borrowers and lenders in complex financing transactions, and
regularly counsels parties concerning bankruptcy matters involving
Section 363 sales and cross-border insolvencies, including
proceedings under chapter 15 of the Bankruptcy Code.

Mr. Miller advises on chapter 11 cases, out-of-court
restructurings, bankruptcy-related acquisitions, cross–border
insolvency matters, bankruptcy-related litigation, and
insolvency-sensitive transactions. His clients include official and
ad hoc creditors' committees, bank groups, individual lenders,
court-appointed fiduciaries, debtors, and investors that focus on
distressed situations, and he has represented parties in
restructurings across various industries including energy, real
estate, transportation, retail, manufacturing, food service, oil
and gas, and media.  Mr. Miller is a fellow of the American College
of Bankruptcy, an invitation-only organization that includes
leading practitioners in the field.

The group's arrival follows other recent additions outside of the
U.S. to the firm's growing Business Reorganization & Restructuring
Department, including Wolfram Prusko in Frankfurt and Edward Downer
in the UK.

Willkie's Business Reorganization & Restructuring Department is a
global practice with market-leading capabilities in all aspects of
business and financial restructurings and insolvency matters.  The
team represents a broad spectrum of clients (both in and out of
court) in the U.S., UK, France, Germany and other key European
jurisdictions.

Willkie Farr & Gallagher LLP is an international law firm of
approximately 850 attorneys with offices in New York, Washington,
Houston, Palo Alto, San Francisco, Chicago, Paris, London,
Frankfurt, Brussels, Milan and Rome. The Firm is headquartered in
New York City at 787 Seventh Avenue.



[^] BOND PRICING: For the Week from June 21 to 25, 2021
-------------------------------------------------------

  Company                    Ticker  Coupon Bid Price   Maturity
  -------                    ------  ------ ---------   --------
BPZ Resources Inc            BPZR     6.500     3.017   3/1/2049
BY Crown Parent LLC /
  BY Bond Finance Inc        BLYNDR   4.250   105.002  1/31/2026
BY Crown Parent LLC /
  BY Bond Finance Inc        BLYNDR   4.250   105.002  1/31/2026
Basic Energy Services Inc    BASX    10.750    19.497 10/15/2023
Basic Energy Services Inc    BASX    10.750    19.497 10/15/2023
Buffalo Thunder
  Development Authority      BUFLO   11.000    50.000  12/9/2022
Comstock Resources Inc       CRK      9.750   108.277  8/15/2026
Dean Foods Co                DF       6.500     1.100  3/15/2023
Energy Conversion Devices    ENER     3.000     7.875  6/15/2013
Energy Future Competitive
  Holdings Co LLC            TXU      0.946     0.072  1/30/2037
Exela Intermediate LLC /
  Exela Finance Inc          EXLINT  10.000    37.185  7/15/2023
Exela Intermediate LLC /
  Exela Finance Inc          EXLINT  10.000    36.497  7/15/2023
Federal Home Loan Banks      FHLB     1.000    99.277  3/30/2026
Federal Home Loan Banks      FHLB     0.500    99.670  5/28/2024
Federal Home Loan Banks      FHLB     0.650    99.217 11/29/2024
Federal Home Loan Banks      FHLB     0.500    99.449  5/28/2024
Federal Home Loan Banks      FHLB     0.540    99.837  8/29/2024
Federal Home Loan Banks      FHLB     1.100    99.663  6/29/2026
Federal Home Loan Banks      FHLB     0.330    99.869 12/29/2023
Federal Home Loan Banks      FHLB     0.720    99.588  3/28/2025
Federal Home Loan Mortgage   FHLMC    0.350    99.868 12/29/2022
Federal Home Loan Mortgage   FHLMC    0.180    99.787  9/30/2022
Fleetwood Enterprises Inc    FLTW    14.000     3.557 12/15/2011
GNC Holdings Inc             GNC      1.500     1.250  8/15/2020
GTT Communications Inc       GTT      7.875    12.655 12/31/2024
GTT Communications Inc       GTT      7.875    12.667 12/31/2024
Goodman Networks Inc         GOODNT   8.000    34.614  5/11/2022
Hornbeck Offshore Services   HOSS     5.875     0.930   4/1/2020
Hornbeck Offshore Services   HOSS     5.000     0.930   3/1/2021
Iconix Brand Group Inc       ICON     5.750    55.316  8/15/2023
Liberty Media Corp           LMCA     2.250    46.270  9/30/2046
MAI Holdings Inc             MAIHLD   9.500    15.899   6/1/2023
MAI Holdings Inc             MAIHLD   9.500    15.899   6/1/2023
MAI Holdings Inc             MAIHLD   9.500    15.899   6/1/2023
MBIA Insurance Corp          MBI     11.444    16.000  1/15/2033
MBIA Insurance Corp          MBI     11.444    29.733  1/15/2033
MF Global Holdings Ltd       MF       9.000    15.625  6/20/2038
MF Global Holdings Ltd       MF       6.750    15.625   8/8/2016
Navajo Transitional Energy   NVJOTE   9.000    65.000 10/24/2024
Nine Energy Service Inc      NINE     8.750    47.016  11/1/2023
Nine Energy Service Inc      NINE     8.750    46.857  11/1/2023
Nine Energy Service Inc      NINE     8.750    46.443  11/1/2023
OMX Timber Finance
  Investments II LLC         OMX      5.540     0.340  1/29/2020
Renco Metals Inc             RENCO   11.500    24.875   7/1/2003
Rolta LLC                    RLTAIN  10.750     1.529  5/16/2018
SM Energy Co                 SM       1.500    99.270   7/1/2021
Sears Holdings Corp          SHLD     8.000     0.500 12/15/2019
Sears Holdings Corp          SHLD     6.625     1.066 10/15/2018
Sears Holdings Corp          SHLD     6.625     1.066 10/15/2018
Sears Roebuck Acceptance     SHLD     7.500     0.577 10/15/2027
Sears Roebuck Acceptance     SHLD     6.500     0.483  12/1/2028
Sears Roebuck Acceptance     SHLD     6.750     0.721  1/15/2028
Sears Roebuck Acceptance     SHLD     7.000     0.453   6/1/2032
Sempra Texas Holdings Corp   TXU      5.550    13.500 11/15/2014
TerraVia Holdings Inc        TVIA     5.000     4.644  10/1/2019
Unum Group                   UNM      4.500   111.458  3/15/2025
Voyager Aviation Holdings
  LLC / Voyager Finance Co   VAHLLC   9.000    90.000  8/15/2021
Voyager Aviation Holdings
  LLC / Voyager Finance Co   VAHLLC   9.000    66.846  8/15/2021
Wells Fargo & Co             WFC      1.000    99.875  6/30/2022



                            *********

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.

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                   *** End of Transmission ***