/raid1/www/Hosts/bankrupt/TCR_Public/190523.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, May 23, 2019, Vol. 23, No. 142

                            Headlines

15005 NW CORNELL: Case Summary & 3 Unsecured Creditors
167 HART: Case Summary & 2 Unsecured Creditors
416 8TH AVENUE BBQ: Seeks to Hire Rattet as Legal Counsel
53 STANHOPE: Case Summary & Largest Unsecured Creditors
AEGERION PHARMACEUTICALS: Novelion Unit Selling to Amryt in Ch.11

AEGERION PHARMACEUTICALS: Trade Creditors to Get 100% under Plan
AMSTED INDUSTRIES: Moody's Rates New Unsec. Notes Due 2027 'Ba3'
ANKA BEHAVIORAL: Seeks to Hire Trodella & Lapping as Legal Counsel
BAKKEN INCOME: Files Chapter 11 Plan of Liquidation
BEEHIVE TRUCK: Unsecureds to Get $465 Monthly Payments

BRAVEHEART REAL: Taps Smith & Company as Accountant
BUILDERS FIRSTSOURCE: Moody's Hikes CFR to B1, Outlook Stable
CGI GAJU: Case Summary & 5 Unsecured Creditors
CHOICE ONE: Taps Knox McLaughlin as Legal Counsel
CHOICE ONE: Taps McGill Power as Accountant

COLLECTIVE INTERESTS: Case Summary & 20 Top Unsecured Creditors
CONCH HOUSE: Disclosure Statement Hearing Set for August 5
CONEX EQUIPMENT: Discloses Obtaining New Financing from J. Lennard
CONSIS INTERNATIONAL: U.S. Trustee Objects to Disclosure Statement
CONSTANT VELOCITY: Unsecured Creditors to Get $6K in New Plan

COOL HOLDINGS: Secures $3.5 Million Financing for Working Capital
CROSS COUNTRY: Files for Bankruptcy in Canada; PwC is Trustee
CURAE HEALTH: $1.25M Sale of Medical Center to CHS Approved
CYTODYN INC: Hikes Authorized Common Shares to 700 Million
DITECH HOLDING: June 20 Plan Confirmation Hearing

EL CANO DEVELOPMENT: Unsecureds to be Paid 100% of Allowed Claims
FAIRWAY ENERGY: Files Chapter 11 Plan of Liquidation
FHC HEALTH: Moody's Alters Outlook to Negative & Affirms 'B2' CFR
FORTRESS GROUP: Case Summary & 19 Unsecured Creditors
FRANCIS' DRILLING: Files Joint Chapter 11 Plan of Liquidation

FRANKIE V'S KITCHEN: Case Summary & 20 Largest Unsecured Creditors
GOLDEN TOUCH: Court Sustains Government's Objection to Plan Outline
GREENE AVENUE: Asks Court to Approve Proposed Plan Outline
HEART CARE GROUP: Asks Court to Conditionally Approve Plan Outline
HERB PHILIPSON'S: June 19 Plan Outline Approval Hearing

HL BUILDERS: Involuntary Chapter 11 Case Summary
HOYT CONTRACTORS: Powell RV Storage Objects to Disclosure Statement
INPIXON: Completes Acquisition of Locality Systems Inc.
JAMES O BRADY: Case Summary & 20 Largest Unsecured Creditors
JORGE A ALVAREZ: Unsecureds to Get 52% Over 20 Quarterly Payments

KENNETH HOOD: $365K Sale of The Johnson Place to Neblett Approved
MDMT CONSULTING: Unsecured Creditors to Get 55 Monthly Payments
MORRIS AND HADLEY: June 13 Plan and Disclosures Hearing Set
NASHVILLE PHARMACY: McKeeson Objects to Disclosure Statement
NEIMAN MARCUS: Moody's Rates New Secured Term Loan Caa2

NORTHSTAR SOMERSET: Case Summary & 20 Largest Unsecured Creditors
OLB GROUP: Incurs $407,000 Net Loss in First Quarter
OZARK TIMBERLANDS: $400K Sale of Dover Property to Utley Approved
PERNIX SLEEP: Now Winding Down After Business Sold to Highbridge
PLAY 4 FUN: Case Summary & 20 Largest Unsecured Creditors

PROJECT BOOST: Moody's Assigns 'B3' CFR, Outlook Stable
PROMISE HEALTHCARE: Deadline to File Claims Set for May 31
RECREATE MED: June 25 Plan Outline Hearing Set
RMBR LIQUIDATION: Sale of Jackson Township Vacant Property Approved
RUDALEV 2: June 24 Plan and Disclosure Statement Hearing

RYAN HINTON: Case Summary & 20 Largest Unsecured Creditors
SAFFRON BORROWCO: Moody's Assigns 'B3' CFR & 'B3-PD' PDR
SHAPE TECHNOLOGIES: Moody's Alters Outlook to Neg. & Affirms B2 CFR
SPENCER SPIRIT: Moody's Assigns 'B2' CFR & Rates $385MM Loan B 'B2'
SUSAN HENTSCHEL: June 14 Hearing on $1.3M Wainscott Property Sale

TAYLOR MORRISON: Moody's Rates New $475MM Sr. Unsec. Notes 'Ba3'
TELEXFREE LLC: Trustee's $459K Sale of Coconut Creek Property OK'd
TELEXFREE LLC: Trustee's Auction of Deerfield Beach Property Okayed
TEXAS PELLETS: Committee Objects to 1st Amended Disclosures
TOMS SHOES: Moody's Cuts PDR to Caa3-PD & Alters Outlook to Stable

TONY3CARS INC: CRF Wants Court to Junk 2nd Amended Disclosures
TOWN STAR: Court Approves Disclosures, Confirms Chapter 11 Plan
U & J CAFE: $25K Sale of 1981 Chevrolet P30 Step Van Approved
U & J CAFE: $25K Sale of 1981 Chevrolet P30 Step Van Approved
UBER TECHNOLOGIES: Moody's Assigns B2 CFR, Outlook Stable

VETERANS HOUSING: Amends Plan to Modify Treatment of FHLMC Claim
VRIO CORP: S&P Withdraws 'BB' Long-Term Issuer Credit Rating
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

15005 NW CORNELL: Case Summary & 3 Unsecured Creditors
------------------------------------------------------
Debtor: 15005 NW Cornell LLC
        15005 NW Cornell Road
        Beaverton, OR 97006

Business Description: 15005 NW Cornell LLC rents and leases
                      real estate properties.

Chapter 11 Petition Date: May 21, 2019

Court: United States Bankruptcy Court
       District of Oregon (Portland)

Case No.: 19-31883

Judge: Hon. Trish M. Brown

Debtor's Counsel: Douglas R. Pahl, Esq.
                  PERKINS COIE LLP
                  1120 NW Couch St 10th Floor
                  Portland, OR 97209-4128
                  Tel: (503) 727-2087
                  E-mail: dpahl@perkinscoie.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Vahan Megar Dinihanian, Jr., member.

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

          http://bankrupt.com/misc/orb19-31883.pdf

List of Debtor's Three Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
1. Gregory Miner                   Legal Services        $250,000
888 SW 5th Ave,
Suite 1250
Portland, OR 97204

2. Washington County               Property Taxes          $1,314
Assessment & Taxation
155 N. First Ave
Hillsboro, OR 97124

3. Washington County           Noncompliance Claim             $0
Dept. of HHS - Code
Enforcement
155 N. First Ave, MS 5A
Hillsboro, OR 97124


167 HART: Case Summary & 2 Unsecured Creditors
----------------------------------------------
Debtor: 167 Hart LLC
        116 Nostrand Ave
        Brooklyn, NY 11205

Business Description: 167 Hart LLC is engaged in renting and
                      leasing real estate properties.  It is an
                      affiliate of 73 Empire Development LLC,
                      which sought bankruptcy protection on
                      Feb. 21, 2019 (Bankr. S.D.N.Y. Case No. 19-
                      22285).

Chapter 11 Petition Date: May 21, 2019

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

Case No.: 19-23041

Judge: Hon. Robert D. Drain

Debtor's Counsel: Mark A. Frankel, Esq.
                  BACKENROTH FRANKEL & KRINSKY, LLP
                  800 Third Avenue, 11th Floor
                  New York, NY 10022
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  E-mail: mfrankel@bfklaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by David Goldwasser, authorized signatory
of GC Realty Advisors, vice president.

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

          http://bankrupt.com/misc/nysb19-23041.pdf


416 8TH AVENUE BBQ: Seeks to Hire Rattet as Legal Counsel
---------------------------------------------------------
416 8th Avenue BBQ, LLC, seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire Rattet PLLC as
its legal counsel.

The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding post-petition
financing, the potential sale of its assets and refinancing of its
secured debt; negotiation with creditors; and the preparation of a
plan of reorganization.    

The firm's hourly rates are:

     Attorneys              $400 to $650
     Paraprofessionals          $150  

Rattet received a pre-bankruptcy retainer of $11,000 from the
Debtor.

The firm is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code, according to court filings.

Rattet can be reached through:

     Robert Leslie Rattet, Esq.
     James B. Glucksman, Esq.
     Rattet PLLC
     202 Mamaroneck Avenue, Suite 300
     White Plains, NY 10601
     Tel: 914-381-7400
     Fax: 914-381-7406
     E-mail: rrattet@rattetlaw.com
     E-mail: jbglucksman@rattetlaw.com

                     About 416 8th Avenue BBQ

416 8th Avenue BBQ, LLC, operates a restaurant under the franchised
name Brother Jimmys and is located at 416 8th Avenue, N.Y.

416 8th Avenue BBQ sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-35778) on May 10,
2019.  At the time of the filing, the Debtor estimated assets of $1
million to $10 million and liabilities of $1 million to $10
million.  The case is assigned to Judge Cecelia G. Morris.  Rattet
PLLC is the Debtor's counsel.



53 STANHOPE: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------
Seventeen affiliates that have filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:

      Debtor                                    Case No.
      ------                                    --------
      53 Stanhope LLC                           19-23013
      116 Nostrand Ave
      Brooklyn, NY 11205

      55 Stanhope LLC                           19-23014
      119 Rogers LLC                            19-23015
      127 Rogers LLC                            19-23016
      325 Franklin LLC                          19-23017
      618 Lafayette LLC                         19-23018
      C & YSW, LLC                              19-23019
      Natzliach LLC                             19-23021
      92 South 4th St LLC                       19-23023
      834 Metropolitan Avenue LLC               19-23024
      1125-1133 Greene Ave LLC                  19-23025
      APC Holding 1 LLC                         19-23026
      D & W Real Estate Spring LLC              19-23027
      Meserole and Lorimer LLC                  19-23028
      106 Kingston LLC                          19-23029
      Eighteen Homes LLC                        19-23030
      1213 Jefferson LLC                        19-23031

Business Description: The Debtors are primarily engaged in renting
                      and leasing real estate properties.  Each of
                      the Debtors is an affiliate of 73 Empire
                      Developement LLC, which sought bankruptcy
                      protection on Feb. 21, 2019 (Bankr. S.D.N.Y.

                      Case No. 19-22285).

Chapter 11 Petition Date: May 20, 2019

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

Judge: Hon. Robert D. Drain

Debtors' Counsel: Mark A. Frankel, Esq.
                  BACKENROTH FRANKEL & KRINSKY, LLP
                  800 Third Avenue, 11th Floor
                  New York, NY 10022
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  E-mail: mfrankel@bfklaw.com

Assets and Liabilities:

                             Estimated              Estimated
                              Assets               Liabilities
                        ------------------    -------------------
53 Stanhope             $500,000 to $1-mil.   $100,000 to $500,000
55 Stanhope             $1 mil. to $10 mil.   $1 mil. to $10 mil.
119 Rogers              $1 mil. to $10 mil.   $1 mil. to $10 mil.
127 Rogers              $1 mil. to $10 mil.   $1 mil. to $10 mil.
325 Franklin            $1 mil. to $10 mil.   $1 mil. to $10 mil.
618 Lafayette           -                     -
C & YSW                 $1 mil. to $10 mil.   $10 mil. to $50 mil.
Eighteen Homes          $1 mil. to $10 mil.   $100,000 to $500,000
Natzliach               $1 mil. to $10 mil.   $1 mil. to $10 mil.
92 South 4th St         $1 mil. to $10 mil.   $1 mil. to $10 mil.
834 Metropolitan Ave    $1 mil. to $10 mil.   $1 mil. to $10 mil.
1125-1133 Greene Ave    $1 mil. to $10 mil.   $1 mil. to $10 mil.
APC Holding 1           $1 mil. to $10 mil.   $1 mil. to $10 mil.
D & W Real Estate       $10 mil. to $50 mil.  $10 mil. to $50 mil.
Meserole and Lorimer    $1 mil. to $10 mil.   $10 mil. to $50 mil.
106 Kingston            $1 mil. to $10 mil.   $1 mil. to $10 mil.
1213 Jefferson          $500,000 to $1 mil.   $1 mil. to $10 mil.

The petitions were signed by David Goldwasser, authorized signatory
of GC Realty Advisors, vice president.

A full-text copy of 53 Stanhope's petition containing, among other
items, a list of the Debtor's five unsecured creditors is available
for free at:

         http://bankrupt.com/misc/nysb19-23013.pdf

A full-text copy of 55 Stanhope LLC's petition containing, among
other items, a list of the Debtor's 10 unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23014.pdf

A full-text copy of 119 Rogers' petition containing, among other
items, a list of the Debtor's eight unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23015.pdf

A full-text copy of 127 Rogers LLC's petition containing, among
other items, a list of the Debtor's seven unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23016.pdf

A full-text copy of 325 Franklin's petition containing, among other
items, a list of the Debtor's nine unsecured creditors is available
for free at:

         http://bankrupt.com/misc/nysb19-23017.pdf

A full-text copy of C & YSW's petition containing, among other
items, a list of the Debtor's five unsecured creditors is available
for free at:

         http://bankrupt.com/misc/nysb19-23019.pdf

A full-text copy of Natzliach's petition containing, among other
items, a list of the Debtor's 20 largest unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23021.pdf

A full-text copy of 92 South 4th's petition containing, among other
items, a list of the Debtor's 10 unsecured creditors is available
for free at:

         http://bankrupt.com/misc/nysb19-23023.pdf

A full-text copy of 834 Metropolitan's petition containing, among
other items, a list of the Debtor's 19 unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23024.pdf

A full-text copy of 1125-1133 Greene's petition containing, among
other items, a list of the Debtor's 11 unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23025.pdf

A full-text copy of APC Holding 1's petition containing, among
other items, a list of the Debtor's six unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23026.pdf

A full-text copy of Meserole and Lorimer's petition containing,
among other items, a list of the Debtor's four unsecured creditors
is available for free at:

         http://bankrupt.com/misc/nysb19-23028.pdf

A full-text copy of 106 Kingston's petition containing, among other
items, a list of the Debtor's 20 largest unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23029.pdf

A full-text copy of Eighteen Homes's petition containing, among
other items, a list of the Debtor's 14 unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23030.pdf

A full-text copy of 1213 Jefferson's petition containing, among
other items, a list of the Debtor's 12 unsecured creditors is
available for free at:

         http://bankrupt.com/misc/nysb19-23031.pdf

List of D & W Real Estate Spring LLC's four unsecured creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
1. Abrams Fensterman LLP                                 $150,400
1 Metrotech Center, Suite 1701
Brooklyn, NY 11201

2. Brooklyn lender LLC                                $12,897,587
370 Lexington Ave, Suite 1812
New York, NY 10017

3. Joshua Wagschal                                     $2,500,000
94 Herrick Ave
Spring Valley, NY 10977

4. NYC Dept. of Finance                                   $26,553
P.O. Box 680
Newark, NJ
07101-0680


AEGERION PHARMACEUTICALS: Novelion Unit Selling to Amryt in Ch.11
-----------------------------------------------------------------
Aegerion Pharmaceuticals, Inc., a unit of biopharmaceutical company
Novelion Therapeutics Inc. (NASDAQ: NVLN), sought Chapter 11
protection after reaching terms of a plan funding agreement (PFA)
and a restructuring support agreement (RSA) that will result in
Aegerion selling 100% of its reorganized stock to, and becoming a
wholly owned subsidiary of, Dublin-based Amryt Pharma Plc.

The agreements, which will result in a recapitalization of
Aegerion, are the result of the previously announced capital
structure and strategic review undertaken independently by the
Boards of Directors of Novelion and Aegerion, and a broad marketing
process.  The Recapitalization of Aegerion pursuant to the PFA and
a proposed Chapter 11 plan of reorganization (the Plan) has been
approved by Aegerion's board and approved and recommended by the
independent restructuring committee of Aegerion's board.
Novelion's board has approved Novelion's entry into the RSA and
support for Aegerion's proposed Chapter 11 restructuring.

In conjunction with the Recapitalization, Aegerion has entered into
the RSA with many of its key stakeholders, including Novelion, the
holders of in excess of 67% of the 2.00% convertible notes issued
by Aegerion due 2019 (Existing Convertible Notes) and the holders
of 100% of the principal amount under Aegerion's other indebtedness
for borrowed money.

To facilitate the Recapitalization, Aegerion and its U.S.
subsidiary Aegerion Pharmaceuticals Holdings, Inc. have commenced
cases in the United States Bankruptcy Court for the Southern
District of New York (the Court) pursuant to Chapter 11 of the
United States Code.  Aegerion will continue to operate in the
ordinary course of business during the Chapter 11 process. The
non-U.S. subsidiaries of Aegerion are not part of the Chapter 11
proceedings.

                  Key Terms of Recapitalization

The Recapitalization ascribes an enterprise value to Aegerion and
Amryt of $395 million and $146 million, respectively, excluding
cash and cash equivalents and subject to adjustment for accrued
interest and certain payments that are due to the DOJ and the SEC.

The key terms of the Recapitalization, which are subject to
Bankruptcy Court approval and other customary conditions, include:

  * Amryt acquiring 100% of the outstanding new equity interests in
recapitalized Aegerion;

  * Ordinary equity of Amryt representing 61.4% of the outstanding
ordinary equity of Amryt, after giving effect to the Restructuring
Transactions but before giving effect to equity underlying the New
Convertible Notes, the Deal Equity Raise (each as described below),
ordinary shares that may be issuable in satisfaction of the CVR if
the relevant milestones are achieved, and equity that is reserved
for issuance under any management equity compensation plan adopted
by Amryt, will be distributed to certain existing creditors of
Aegerion in complete or partial satisfaction of their claims,
including in partial satisfaction of the claims of the holders of
the Existing Convertible Notes and in complete satisfaction of
Novelion's approximately $36 million claims on account of the
Intercompany Loan;

  * Pre-Recapitalization shareholders of Amryt continuing to own
38.6% of the outstanding ordinary equity of Amryt, after giving
effect to the Restructuring Transactions but before giving effect
to equity underlying the New Convertible Notes, the Deal Equity
Raise, and any equity issued on account of the CVRs and under any
management equity compensation plan adopted by Amryt;

  * The equity interests of Aegerion held by Novelion being
terminated;

  * Aegerion issuing $125 million of new 5% convertible notes (the
New Convertible Notes). The New Convertible Notes will be issued to
certain existing creditors of Aegerion in satisfaction of their
claims (and not for cash), including in satisfaction of a portion
of the Existing Convertible Notes, the approximately $22 million of
"Roll Up Debt" under the Aegerion's existing bridge loan facility,
and any amounts drawn down under Aegerion's DIP Financing (defined
below) that are not otherwise satisfied in cash at the closing of
the Restructuring Transactions;

  * Aegerion's existing Bridge Loan in the original principal
amount of $50 million, held by certain funds managed by Athyrium
Capital Management, LP (Athyrium) and Highbridge Capital
Management, LLC (Highbridge), as well as Amryt's existing
approximately EUR20 million (in principal) of secured debt, will be
converted into new first-lien secured debt of Amryt and Aegerion,
which will have a cash interest rate of 6.5% per annum and an
additional 6.5% PIK (Paid in Kind) interest rate and mature five
years from the closing date of the Restructuring Transactions;

  * Amryt shareholders prior to the consummation of the
Restructuring Transactions will receive a contingent value right
(CVR) entitling them to receipt of proceeds of up to $85 million
upon the occurrence of certain milestones related to the regulatory
approval and commercialization of AP 101, its late-stage
development product candidate, with such payments to be made in
loan notes or ordinary shares, at the election of its board;

  * In connection with the closing of the Restructuring
Transactions, Amryt plans to raise $60 million through the issuance
of new equity of Amryt (the Deal Equity Raise). The proceeds from
the Deal Equity Raise will be used as provided in the Plan to pay
certain expenses and for general corporate purposes.  The new
equity will be priced at a 20 percent discount to Amryt's implied
valuation pro forma to the Restructuring Transaction with $18
million of the new equity offered to certain Amryt investors and
$42 million to certain creditors of Aegerion on a pro rata basis,
including Novelion.  Certain of Aegerion bondholders, including
Athyrium, Highbridge, UBS and Whitebox, have agreed to purchase any
unsubscribed portion of the new equity;

  * Aegerion intends to, and the Plan provides that Aegerion will,
continue to fully honor all obligations to the U.S. Department of
Justice, the U.S. Securities and Exchange Commission and other U.S.
and state government agencies and courts, which obligations will
not be impaired by the Restructuring Transactions;

  * Aegerion intends to continue to pay all trade and other
ordinary operating expenses that arise during the course of the
Chapter 11 cases and, upon consummation of the Restructuring
Transactions, repay 100% of any allowed trade claims outstanding as
of the Chapter 11 filing;

  * Under the terms of the PFA, following the approval by the Court
of certain provisions of the PFA, Aegerion and its advisors will
have a 55-day period to solicit alternative transactions that are
superior, from a financial point of view, to the Restructuring
Transactions.  Subject to the limitations of the PFA¸ Aegerion is
also entitled to respond to unsolicited proposals if Aegerion
determines that such proposals are reasonably likely to result in a
superior transaction.  Aegerion is entitled to terminate the PFA in
order to enter into a superior transaction, provided that it
reimburses Amryt for costs and expenses incurred in connection with
the Restructuring Transactions (with a cap of $4,000,000) at the
time of termination and pays a termination fee of $11,850,000 upon
the consummation of the superior transaction. Approximately 34.3%
of Amryt's existing shareholders have committed to supporting the
Restructuring Transactions through written undertakings.

  * The Debtors expect to enter into a $20 million super-priority
debtor-in-possession multi-draw term loan facility (the DIP
Financing) with Athyrium and Highbridge on terms and conditions set
forth in the DIP credit agreement and proposed DIP order filed with
the Court. Upon approval by the Court and the satisfaction of the
conditions set forth in the DIP credit agreement, the DIP Financing
will provide the Debtors with liquidity that will be used to
support the Restructuring Transactions.  Any portion of the DIP
Financing that is drawn and not repaid in cash upon the closing of
the Restructuring Transactions will be converted into a portion of
the $125 million of New Convertible Notes discussed above. The
Debtors have also negotiated with their existing secured lenders
the terms of consensual use of cash collateral during the pendency
of the Chapter 11 cases.

The Recapitalization and business combination between Aegerion and
Amryt is expected to create a global rare disease company with a
diversified commercial and clinical-stage portfolio with growing
commercial assets and multiple late stage product candidates. The
development pipeline includes Amryt's AP101 product candidate
currently in Phase III development for epidermolysis bullosa (EB),
as well as additional potential indications for Aegerion's
products, including metreleptin as a potential treatment for
partial lipodystrophy (PL) in the U.S., which is already approved
in Europe, and lomitapide as a potential treatment for familial
chylomicronemia syndrome (FCS).

"The combination of Amryt and Aegerion will create a financially
stronger and well-capitalized rare disease company with two
commercial products and a pipeline of late stage rare disease
products.  Amryt's executive management team has the depth of
experience to commercialize Aegerion's marketed products, as
demonstrated by its ability to grow sales of LOJUXTA in the
European market, to develop and, if approved, commercialize Amryt's
late stage product candidate, AP101, and to pursue additional
potential indications for metreleptin and lomitapide," said Ben
Harshbarger, Novelion's Interim Chief Executive Officer.

"With the opportunity to leverage synergies between the two
companies to reduce overlap in expenses and eliminate the
intercompany royalties through the existing LOJUXTA licensing
agreement among the two companies, we believe these transactions
create a compelling growth story and value creation opportunity for
Aegerion and its stakeholders, including Novelion."

"The acquisition of Aegerion accelerates our ambition to become a
global leader in treating rare conditions where there is a high
unmet medical need," commented Joe Wiley, Chief Executive Officer
of Amryt. By delivering two substantial revenue-generating products
and an enhanced pipeline of promising development opportunities,
this will significantly strengthen our growth in highly attractive
markets globally. Amryt has a unique insight into both Aegerion and
its products, through our commercial success with LOJUXTA and given
that many of our senior management team previously worked at
Aegerion."

                        Impact on Novelion

Novelion has agreed to enter into the RSA and support Aegerion's
proposed Chapter 11 plan, which Novelion believes will avoid
value-destructive potential litigation with Aegerion, its other
secured lenders and the majority holders of the Existing
Convertible Notes, including as it may relate to challenges to
Novelion's intercompany secured loan and the terms that Aegerion
could impose or "cram down" on Novelion through a Chapter 11 plan
that Novelion did not support.

Under the proposed plan, Novelion's existing approximately $36
million intercompany secured loan to Aegerion will be allowed in
full and will receive a distribution of equity under Aegerion's
plan of reorganization representing approximately 10.1% equity
ownership of Amryt on a pro forma basis, prior to any dilution from
equity to be issued in connection with Deal Equity Raise, upon
conversion of the New Convertible Notes, ordinary shares that may
be issuable in satisfaction of the CVR if the relevant milestones
are achieved, and equity that is reserved for issuance under any
management equity compensation plan adopted by Amryt.  After taking
into account the new Amryt equity anticipated to be issued in
connection with the Deal Equity Raise, Novelion is projected to own
approximately 8.1% of Amryt.

Novelion's treatment under the plan on account of its intercompany
loan represents an approximately 84% recovery and the equity
received will be freely transferable.  Also, Novelion has the right
to subscribe to purchase its pro rata share of the $42 million of
new equity being offered to Aegerion's creditors, which are priced
at a 20% discount to Amryt's implied Recapitalization valuation.
Due to Novelion's liquidity position, however, it is unlikely that
Novelion will exercise that right in full or at all.

In addition, the Debtors entered into shared services agreements
with Novelion and Novelion Services USA, Inc., a subsidiary of
Novelion, dated as of December 1, 2016, but effective as of
November 29, 2016, pursuant to which the Debtors and Novelion
provide to each other certain services, including, but not limited
to administrative support, human resources, information technology
support, accounting, finance, and legal services.  In connection
with the execution of the RSA and to facilitate the restructuring,
the Debtors and Novelion negotiated and executed an amendment to
the Shared Services Agreements, which modified the Shared Services
Agreements to provide, among other things, for Aegerion to make
certain cash payments to Novelion on account of certain services
Novelion provided or will provide to Aegerion.

Pursuant to the Amended Shared Services Agreement, Aegerion has
made a payment to Novelion of approximately $3.1 million and has
committed to make additional cash payments of up to approximately
$2 million.  Amended Shared Services Agreements provide Novelion
with greater and more certain recoveries from Aegerion for the
critical shared services Novelion provides.

Novelion will retain its existing cash balances, public listing and
net operating loss (NOL) carryforwards (subject to applicable tax
laws).  The value, if any, of such listing and NOL carryforwards
are unknown at this time.

As a result of the valuation of Aegerion and its outstanding debts,
Novelion is not receiving any consideration under Aegerion's plan
on account of its equity in Aegerion.  Those existing equity
interests are being cancelled under Aegerion's Chapter 11 plan and
Aegerion is issuing new equity interests to Amryt in exchange for
the consideration to be paid under the PFA.  Because its equity
interests are being cancelled for no consideration under the
Chapter 11 plan, Novelion is deemed to reject the plan in its
capacity as a shareholder. By operation of U.S. bankruptcy law,
however, Aegerion's plan may be confirmed and consummated
notwithstanding the deemed rejection by Novelion as its sole equity
holder.

In furtherance of its duty to maximize value for its shareholders,
the board of directors of Novelion, together with its management
team and legal and financial advisors, is evaluating post-closing
plans with respect to Novelion, including a potential wind-up of
Novelion and a distribution of assets to shareholders, and
recommendations related to same will be communicated to
shareholders in due course.

                    Aegerion Chapter 11 Cases

To facilitate the Recapitalization, concurrent with the PFA and
RSA, the Debtors filed for Chapter 11 protection.  Aegerion will
continue to operate in the ordinary course of business during the
Chapter 11 cases.  Novelion and non-U.S. Aegerion subsidiaries are
not debtors in these Chapter 11 cases.

Importantly, during the pendency of the Chapter 11 cases, Aegerion
intends to:

   * continue to make available to patients its two approved
therapies, JUXTAPID and MYALEPT;

   * continue to pay all trade and other ordinary course operating
expenses during the course of the Chapter 11 cases and, upon
consummation of the Recapitalization, repay 100% of any allowed
trade claims; and

   * continue to pay and provide all ordinary course compensation
and benefits to its existing employees, without any impairment,
delay, adjustment or changes.

                          Amryt Listing,
                        Board of Directors
                          and Management

Amryt will continue to be listed on the AIM market of the London
Stock Exchange. Following the Recapitalization, Amryt's global
headquarters will be in Dublin, Ireland and its U.S. headquarters
will be in the Cambridge, Massachusetts area.

Upon the closing of the Recapitalization, Amryt will designate
three members to its board, including CEO Joe Wiley, and Athyrium
and Highbridge will designate two members each to the board. The
Chairperson of the Board will be appointed by Amryt and will be
unaffiliated with Amryt, Novelion or Aegerion.  Amryt will continue
to be led by its executive team, which will be supplemented by
certain Aegerion executives on both a transitional and permanent
basis. Amryt executives have significant experience in the
development and commercialization of rare disease products,
including specific knowledge of Aegerion's products through its
licensing relationship for LOJUXTA® in the EU. In addition,
certain Amryt executives, including Chief Medical Officer Mark
Sumeray and Chief Commercial Officer David Allmond, are former
members of Aegerion's executive team.

                  Closing Conditions and Timing

The consummation of the Recapitalization is subject to a number of
closing conditions, including approval by Amryt's shareholders,
approval of the independent Amryt shareholders in connection with
the whitewash waiver granted by the UK Panel on Takeovers and
Mergers, re-admission of Amryt's ordinary shares for trading on
AIM, confirmation of the Aegerion plan of reorganization by the
Bankruptcy Court, and other customary closing conditions.

The parties expect the transaction to close in the late third or
early fourth calendar quarter of 2019.

                        About Amryt

Amryt -- http://www.amrytpharma.com/-- is a biopharmaceutical
company focused on developing and delivering innovative new
treatments to help improve the lives of patients with rare or
orphan diseases.

Amryt is the marketing authorization holder and has an exclusive
license to sell LOJUXTA(R) across the European Economic Area,
Middle East and North Africa, Switzerland, Turkey, Israel, Russia,
the Commonwealth of Independent States and the non-EU Balkan
states.  LOJUXTA is an approved treatment for adult patients with
the rare cholesterol disorder -- Homozygous Familial
Hypercholesterolaemia ("HoFH").  This disorder impairs the body's
ability to remove low density lipoprotein ("LDL") cholesterol
("bad" cholesterol) from the blood, typically leading to abnormally
high blood LDL cholesterol levels in the body from before birth --
often 10 times more than people without HoFH -- and subsequent
aggressive and premature narrowing and blocking of blood vessels.
LOJUXTA is indicated as an adjunct to a low-fat diet and other
lipid-lowering medicinal products with or without LDL apheresis in
adult patients with HoFH.

In addition, Amryt's lead development candidate, AP101, is a
potential treatment for Epidermolysis Bullosa ("EB"), a rare and
distressing genetic skin disorder affecting young children and
adults for which there is currently no treatment.  It is currently
in Phase 3 clinical trials and recently reported positive unblinded
interim efficacy analysis results and is anticipated will be fully
enrolled by end of H2 2019. The European and US market opportunity
for EB is estimated to be in excess of $1 billion.

In March 2018, Amryt in-licenced a pre-clinical gene-therapy
platform technology, AP103, which offers a potential treatment for
patients with Recessive Dystrophic Epidermolysis Bullosa, a subset
of EB, and is also potentially relevant to other genetic
disorders.

              About Aegerion Pharmaceuticals

Aegerion Pharmaceuticals is a global biopharmaceutical company
dedicated to developing and commercializing therapies that deliver
new standards of care for people living with rare diseases.  With a
global footprint and an established commercial portfolio, including
MYALEPT (metreleptin) and JUXTAPID (lomitapide), Aegerion's
business is supported by differentiated treatments that treat
severe and rare diseases.

Aegerion Pharmaceuticals, Inc., and U.S. affiliate Aegerion
Pharmaceuticals Holdings, Inc., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 19-11632) on May 20, 2019.

The Lead Debtor estimated $100 million to $500 million in assets
and the same range of liabilities as of the bankruptcy filing.

The Hon. Martin Glenn is the case judge.

Moelis & Company LLC is financial and restructuring advisor, AP
Services, LLC is financial advisor and chief restructuring officer,
and Willkie Farr & Gallagher LLP is legal advisor to Aegerion.
Prime Clerk LLC is the claims and noticing agent.

Evercore is financial advisor and Goodwin Procter LLP and Norton
Rose Fulbright Canada LLP is legal advisors to Novelion.

Ducera Partners LLC is financial advisor and Latham & Watkins LLP
and King & Spalding LLP is legal advisors to the ad hoc group of
convertible noteholders.


AEGERION PHARMACEUTICALS: Trade Creditors to Get 100% under Plan
----------------------------------------------------------------
Following an extensive, month's-long multi-track negotiation
process, Aegerion Pharmaceuticals, Inc., and its U.S. affiliate
entered into a restructuring support agreement with:

   * plan investor Amryt Pharma Plc,
   * Aegerion parent Novelion, and
   * certain lenders representing (i) 100% in principal amount and
number of holders under the Bridge Loan, and (ii) 67% in principal
amount of the Convertible Notes.

As of the Petition Date, the Debtors had $441 million of
consolidated outstanding indebtedness, which includes $414 million
of debt that matures in 2019.  The components of the Debtors'
outstanding indebtedness are:

  * $304.1 million outstanding under 2% senior unsecured
convertible notes in the original aggregate principal amount of
$325 million due Aug. 15, 2019 issued by Aegerion under a certain
Indenture with The Bank of New York Mellon, as indenture trustee.

  * $36.3 million outstanding under a senior secured term loan
provided by Novelion to Aegerion.

  * $73.8 million outstanding under a Bridge Credit Agreement with
certain funds managed by Highbridge Capital Management, LLC and
Athyrium Capital Management, LP as lenders (the "Bridge Loan
Lenders"), Cantor Fitzgerald Securities as agent, Aegerion as
borrower, and Debtor Aegerion Pharmaceuticals Holdings, Inc. as
guarantor.

The RSA, which serves as the roadmap for the Debtors' successful
reorganization, provides that the parties to the RSA will support,
and vote in favor of, a chapter 11 plan proposed by the Debtors.

              Events Leading to Chapter 11 Filing

John R. Castellano, a managing director of AP Services, LLC, who is
serving as CRO of the Debtors, explains that despite the revenues
generated from the Debtors' underlying products and management's
best efforts to stabilize operations, the Debtors' business
performance has significantly declined in recent years. Several
factors contributed to the Debtors' recent struggles:

     (A) The Debtors formerly engaged in practices denounced by the
DOJ and SEC, incurring substantial fines and exposing the Debtors
to ongoing litigation, which led to a corresponding decline in
revenues and profitability.  Due to these past practices, the
Debtors have significant ongoing legal costs in the form of $40.1
million of fines imposed under the DOJ and SEC settlements
(approximately $26.4 million of which remains outstanding as of the
Petition Date) that have placed a significant financial burden on
the Debtors.  Among others, the results of the government
investigations have appropriately limited the marketplace for
JUXTAPID to adult HoFH patients.

     (B) The pharmaceutical industry is highly competitive and is
characterized by rapidly changing markets and technology, emerging
industry standards and frequent introduction of new products.  Most
significantly, the introduction of PCSK9 inhibitors in the United
States in 2015 (which are much less expensive and have fewer side
effects than lomitapide) has, along with attrition of patients who
were likely not HoFH patients, dramatically impacted sales of
JUXTAPID.

     (C) The Debtors have been unable to replace key revenue
generators.  The Debtors' business depends on the success of only
two commercial products. Hampered by the restrictions set forth
above, among others, and the cost and operational structure that
has historically been misaligned with revenues, the Company has
incurred losses each year since inception, having suffered a net
loss of $103.8 million in 2018 alone.

     (D) The Debtors have substantial indebtedness under their
long-term credit facilities.  As of the date hereof, the Debtors'
capital structure has approximately $414 million of consolidated
outstanding indebtedness related to the Debtors' credit facilities,
a significant portion of which is secured by liens on substantially
all assets of the Debtors, and all of which matures in 2019.

                       The Chapter 11 Plan

The overall purpose of the Plan is to provide for the restructuring
of the Debtors' liabilities in a manner designed to maximize
recovery to stakeholders and to enhance the financial viability of
the Reorganized Debtors.  Generally, the Plan provides for:

     (a) Amryt Pharma to acquire 100% of the equity interests of
reorganized Aegerion in exchange for new common stock of Amryt
Pharma in the amounts set forth in the Plan and the Plan Funding
Agreement;

     (b) a balance sheet restructuring regarding the Debtors'
current debt obligations under the Novelion Intercompany Loan
Credit Agreement, the Convertible Notes Indenture, and the Bridge
Loan Credit Agreement;

     (c) the unimpairment of the Debtors' ongoing trade creditors
and all Government Settlement Claims;

     (d) conversion of the Novelion Intercompany Loan and Other
General Unsecured Claims (which include, among other things, the
Convertible Notes Claims, Claims held by former officers,
directors, or employees of the Debtors for indemnification,
contribution or advancement expenses, and contract rejection
damages Claims) into the new equity of the Plan Investor and New
Convertible Notes, pursuant to the terms of the Plan and as
described herein, subject to dilution on account of any management
incentive plan, the Rights Offering, the Plan Investor Equity
Raise, conversion of the New Convertible Notes, and any
contingent value rights issued to existing shareholders of the Plan
Investor;

     (e) refinancing of the Bridge Loan into a new secured term
loan facility of reorganized Aegerion, with an extended maturity
date of five years;

     (f) a new equity raise of $60 million -- $42 million of which
is on account of the Rights Offering conducted under the Plan and
$18 million of which is on account of the supplemental equity raise
conducted by the Plan Investor for shares of New Common Stock in
the Plan Investor -- all of which is being backstopped by the
Backstop Parties.  The Backstop Parties consist of those affiliates
of Highbridge and Athyrium that are party to the Backstop
Commitment Agreement; and

     (g) no recovery to the holders of Existing Securities Law
Claims or Existing Interests on account of their respective Claims
and Interests.

               Hearing Today on First Day Motions

A hearing on the Debtors' First Day Motions will be held on May 23,
2019 at 9:00 a.m. (ET) before the Honorable Martin Glenn, United
States Bankruptcy Court for the Southern District of New York,
located at One Bowling Green, New York, NY, 10004-1408.

                 About Aegerion Pharmaceuticals

Aegerion Pharmaceuticals is a global biopharmaceutical company
dedicated to developing and commercializing therapies that deliver
new standards of care for people living with rare diseases. With a
global footprint and an established commercial portfolio, including
MYALEPT (metreleptin) and JUXTAPID (lomitapide), the Company's
business is supported by differentiated treatments that treat
severe and rare diseases.

On November 29, 2016, Aegerion entered into a merger transaction
with non-debtor Novelion Therapeutics Inc. (formerly QLT Inc.), a
publicly traded company formed under the laws of the Province of
British Columbia.  As a result of that transaction, Aegerion became
an indirect wholly owned subsidiary of Novelion.

Aegerion Pharmaceuticals, Inc. and U.S. affiliate Aegerion
Pharmaceuticals Holdings, Inc., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 19-11632) on May 20, 2019.

The Lead Debtor estimated $100 million to $500 million in assets
and the same range of liabilities as of the bankruptcy filing.

The Hon. Martin Glenn is the case judge.

Moelis & Company LLC is financial and restructuring advisor, AP
Services, LLC is financial advisor and chief restructuring officer,
and Willkie Farr & Gallagher LLP is legal advisor to Aegerion.
Prime Clerk LLC is the claims and noticing agent.

Evercore is financial advisor and Goodwin Procter LLP and Norton
Rose Fulbright Canada LLP is legal advisors to Novelion.

Ducera Partners LLC is financial advisor and Latham & Watkins LLP
and King & Spalding LLP is legal advisors to the ad hoc group of
convertible noteholders.


AMSTED INDUSTRIES: Moody's Rates New Unsec. Notes Due 2027 'Ba3'
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Amsted
Industries Incorporated's (Amsted) new senior unsecured notes due
2027. Proceeds from the notes offering will be used to repay the
company's senior unsecured notes due 2022 and to repay a portion of
its term loan due 2024. The Ba2 Corporate Family Rating (CFR) and
the Ba2-PD Probability of Default Rating are unchanged. The outlook
for Amsted is stable.

RATINGS RATIONALE

The Ba2 Corporate Family Rating reflects Amsted's leading market
position in its core segments of railroad products and vehicular
products, which results in attractive operating margins that are
expected to be in the 13%-14% range and good cash flows throughout
industry cycles. The company maintains moderate debt levels,
resulting in very strong credit metrics relative to assigned rating
levels, with debt to EBITDA expected to stay below 2x. However, the
ratings also consider Amsted's sizeable obligations under its
Employees' Stock Ownership Plan (ESOP), which can vary from year to
year due to the cyclical nature of Amsted's business.

The Ba3 ratings of Amsted's senior unsecured notes are one notch
below the Ba2 CFR, reflecting the substantial amount of higher
priority senior secured debt obligations in Moody's Loss Given
Default (LGD) analysis, specifically the $900 million revolving
credit facility and $350 million of term loan due 2027.

The stable outlook reflects Moody's expectation that the company's
key credit metrics will remain robust relative to the Ba2 CFR,
despite ongoing demand weakness in Amsted's rail and vehicular
products segments into 2019. Furthermore, the outlook takes into
account an improving balance between cash flow generation and ESOP
share purchase obligations.

Ratings could be upgraded if the company can demonstrate free cash
flow generation exceeding ESOP redemptions throughout business
cycles and regardless of share valuation, obviating the need to use
cash reserves to cover redemptions.

Ratings could be downgraded if ESOP obligations rise to a level
that results in a significant increase in debt or draw on the
company's liquidity sources, particularly at a time when business
conditions deteriorate unexpectedly. Debt to EBITDA of more than
3.0x or retained cash flow to debt of less than 30% could also
warrant lower rating consideration.

Assignments:

Issuer: Amsted Industries Incorporated

  -- Senior Unsecured Regular Bond/Debenture, Assigned Ba3
     (LGD5)

Amsted Industries Incorporated, headquartered in Chicago, Illinois,
is a diversified manufacturer of highly engineered components used
in the railroad, vehicular, construction and industrial sectors.
Revenues for the last 12 months ended March 30, 2019 were $3.9
billion. The company is 100% owned by its Employees' Stock
Ownership Plan (ESOP).


ANKA BEHAVIORAL: Seeks to Hire Trodella & Lapping as Legal Counsel
------------------------------------------------------------------
ANKA Behavioral Health, Incorporated, seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
Trodella & Lapping LLP as its legal counsel.

Trodella will serve as co-counsel with Wendel, Rosen, Black & Dean,
LLP, the other firm handling the Debtor's Chapter 11 case.

Trodella will charge an hourly fee of $500.  It received a retainer
of $50,000, of which $18,628 was used to pay the filing fee and the
firm's pre-bankruptcy services.

Richard Lapping, Esq., the firm's attorney who will be providing
the services, disclosed in court filings that he neither represents
nor holds any interest adverse to the Debtor and its estate.

The firm can be reached through:

     Richard A. Lapping, Esq.
     Trodella & Lapping LLP
     540 Pacific Avenue
     San Francisco, CA 94133
     Telephone: (415) 399-1015
     Facsimile: (415) 651-9004
     Email: Rich@TrodellaLapping.com

                About ANKA Behavioral Health

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

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

The case is assigned to Judge William J. Lafferty.  

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


BAKKEN INCOME: Files Chapter 11 Plan of Liquidation
---------------------------------------------------
Bakken Income Fund, LLC filed with the U.S. Bankruptcy Court for
the District of Colorado a disclosure statement relating to its
chapter 11 plan of liquidation dated May 10, 2019.

The primary purpose of the Plan is to effectuate the completion of
the orderly wind down of the Debtor's affairs and provide a
mechanism for reconciling and fixing any outstanding Claims that
have been asserted against the Debtor, and distributing remaining
Assets of the Debtor, which consists primarily of Cash.

Each Holder of an Allowed General Unsecured Claim in Class 1 will
receive payment in full, in Cash, of the unpaid portion of its
Allowed General Unsecured Claim plus interest at the rate of 200
basis points above the 10-year Treasury Note on the Effective Date
or as soon thereafter as reasonably practicable (or, if payment is
not then due, shall be paid in accordance with its terms) or
pursuant to such other terms as may be agreed to by the Holder of
an Allowed General Unsecured Claim and the Debtor or Plan
Administrator, as applicable. As of the Petition Date, the Debtor
scheduled general unsecured, pre-petition claims totaling
$1,165,289.44. A substantial number and amount of these claims were
claims held by affiliates (insiders) of the Debtor.

The Plan will be funded from available Cash, and any other Assets
of the Estate. Presently, the Debtor has approximately $705,000 in
Cash available to implement and fund the Plan.

A copy of the Disclosure Statement dated May 10, 2019 is available
at https://tinyurl.com/y5dds3lm from Pacermonitor.com at no charge.


               About Bakken Income Fund

Bakken Income Fund LLC is an oil and gas investment fund.  It was
formed in Colorado in 2011.  Its corporate offices are located at
521 DTC Parkway, Suite 200, Greenwood Village, Colorado.

Bakken Income Fund sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 16-20212) on Oct. 17,
2016.  In the petition signed by Randall Kenworthy, managing
member, the Debtor estimated its assets and liabilities at $1
million to $10 million.

Judge Elizabeth E. Brown oversees the case.

The Debtor tapped Courtney H. Gilmer, Esq., at Baker, Donelson,
Bearman, Caldwell & Berkowitz, P.C. as lead bankruptcy counsel,
and
Brownstein Hyatt Farber Schreck, LLP as co-counsel.  The Debtor
also hired TenOaks Energy Advisors, LLC, as sales agent.

No trustee, examiner or official creditors' committee has been
appointed.


BEEHIVE TRUCK: Unsecureds to Get $465 Monthly Payments
------------------------------------------------------
Beehive Truck and Auto, LLC filed a small business disclosure
statement in support of its chapter 11 plan dated May 10, 2019.

The Debtor is a limited liability company. Since 2001, the Debtor
has been in the business of ceiling remodeling and particularly
removing and replacing popcorn ceilings and has done business under
the trade name "Beehive Ceilings."

Under the plan, general unsecured creditors are classified in Class
4, and will receive a distribution of 100% of their allowed claims,
each to be paid a pro rata share of monthly payments of $465,
payable each month except December and January, beginning upon
satisfaction of all administrative expense claims and continuing
until the allowed amount of each claim has been paid in full.

Payments and distributions under the Plan will be funded by cash
flow from Debtor's operations.

A copy of the Disclosure Statement dated May 10, 2019 is available
at https://tinyurl.com/yyphqj7a from Pacermonitor.com at no charge.


                About Beehive Truck and Auto

Beehive Truck and Auto, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-11882) on Sept.
27, 2018.  At the time of the filing, the Debtor estimated assets
of less than $50,000 and liabilities of less than $50,000.  The
Debtor tapped Kelly G. Black, PLC, as its legal counsel.


BRAVEHEART REAL: Taps Smith & Company as Accountant
---------------------------------------------------
Braveheart Real Estate, Inc., received approval from the U.S.
Bankruptcy Court for the Southern District of West Virginia to hire
Smith & Company CPA A.C. as its accountant.

The firm will assist the Debtor in the preparation of tax returns.
John Smith, the firm's accountant who will be providing the
services, will charge $150 per hour.

Mr. Smith is a "disinterested party," according to court filings.

Smith & Company can be reached through:

     John R. Smith, CPA
     Smith & Company CPA A.C.
     810 N. Kanawha St.
     Beckley, WV 25801
     Phone: (304) 929-4377

                About Braveheart Real Estate Inc.

Braveheart Real Estate, Inc., a real estate lessor headquartered in
Stanaford, W.Va., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 19-50044) on March 22,
2019.  At the time of the filing, the Debtor estimated assets of
between $1 million and $10 million and liabilities of between $1
million and $10 million.  The case is assigned to Judge Frank W.
Volk.  Caldwell & Riffee is the Debtor's legal counsel.


BUILDERS FIRSTSOURCE: Moody's Hikes CFR to B1, Outlook Stable
-------------------------------------------------------------
Moody's Investors Service upgraded Builders FirstSource, Inc.'s
("BLDR") Corporate Family rating to B1 from B2 and its Probability
of Default Rating to B1-PD from B2-PD. Moody's also upgraded BLDR's
senior secured term loan and senior secured notes to B2 from B3 and
assigned a B2 rating to the company's proposed $300.0 million
senior secured notes due 2027. These notes will rank pari passu to
the company's other senior secured debt. Moody's also affirmed
BLDR's SGL-2 Speculative Grade Liquidity Rating. The outlook is
stable

The upgrade of the Corporate Family Rating reflects Moody's
expectation that BLDR will continue to follow conservative
financial policies and benefit from ongoing sound fundamentals in
new housing construction that will result in strong operating
results and improving credit metrics over the next 18 months.
Further, proceeds from the proposed notes will be used to pay down
the same amount of the company's senior secured term loan maturing
in 2024, extending BLDR's maturity profile and reducing refinancing
risk in 2024. The company now has about $830 million of maturing
debt in 2024, when the balance of its term loan matures and
existing notes come due, down from $1.1 billion from year-end
2018.

The following ratings/assessments are affected by the action:

Upgrades:

Issuer: Builders FirstSource, Inc.

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

  -- Corporate Family Rating, Upgraded to B1 from B2

  -- Senior Secured Term Loan, Upgraded to B2 (LGD5) from B3
     (LGD5)

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

Assignments:

Issuer: Builders FirstSource, Inc.

  -- Senior Secured Regular Bond/Debenture, Assigned B2 (LGD5)

Outlook Actions:

Issuer: Builders FirstSource, Inc.

  -- Outlook, Remains Stable

Affirmations:

Issuer: Builders FirstSource, Inc.

  -- Speculative Grade Liquidity Rating, Affirmed SGL-2

RATINGS RATIONALE

BLDR's Corporate Family Rating of B1 reflects Moody's expectation
that the company will sustain strong credit metrics while
maintaining conservative financial policies. Moody's projects that
over the next 18 months revenues will approach $7.4 billion per
year. Interest coverage, measured as EBITA-to-interest expense will
near 4.3x, and adjusted debt-to-EBITDA will remain below 3.5x over
the same time period.

BLDR derives about 71% of its revenue from single-family home
builders, whose fundamentals remain sound and support growth.
Moody's projects total US new housing starts, could reach 1.27
million in 2019, representing a 2.4% increase from an estimated
1.24 million in 2018. As US homebuilding construction continues
along its current trajectory, BLDR's revenues and overall
profitability will benefit, since operating leverage will increase
with higher volumes. Moody's maintain a stable outlook for the US
homebuilding industry.

However, risks remain. Although fundamentals are sound, residential
construction is a very cyclical industry, which poses a significant
credit risk to BLDR. This market could contract quickly and have a
substantive negative impact on the company's financial profile. The
challenge of increasing operating margin beyond Moody's
expectations of 5.1% - 5.4% range over the next 12 to 18 months is
one of the constraints to BLDR's credit quality. BLDR's margins are
constrained due to intense competition within the industry and a
product mix reliant on commodity-like products. Additionally,
homebuilders exert tremendous pricing pressure on suppliers and
their related distributors.

The stable outlook reflects Moody's expectations that BLDR will
follow conservative financial policies resulting in credit metrics
that will remain supportive of the B1 Corporate Family Rating over
the next 12 to 18 months.

The rating could be upgraded if (all ratios include Moody's
standard adjustments):

-- Debt-to-EBITDA is sustained below 3.0x
-- Operating margin is maintained above 5.0%
-- A good liquidity profile is preserved
-- Ongoing positive trends in end markets fuel sustained organic
growth

The rating could be downgraded if:

-- Operating margin is trending toward 3.0%
-- Debt-to-EBITDA is expected to stay above 4.0x
-- The company's liquidity profile deteriorates

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

Builders FirstSource, Inc., headquartered in Dallas, Texas, is a
national distributor of lumber, trusses, millwork, and other
building products, and provider of construction services. Revenues
for the 12 months ended March 31, 2019 approximated $7.7 billion.


CGI GAJU: Case Summary & 5 Unsecured Creditors
----------------------------------------------
Two affiliates that have filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:

     Debtor                                   Case No.
     ------                                   --------
     CGI Gaju LLC                             19-15879
     450 S. Western Avenue, Suite 102
     Los Angeles, CA 90010

     CGI Paramount LLC                        19-15881
     3550 Wilshire Blvd., Suite 105
     Los Angeles, CA 90010

Business Description: CGI Gaju and CGI Paramount are privately
                      held companies in Los Angeles, California.

Chapter 11 Petition Date: May 20, 2019

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Sandra R. Klein

Debtors' Counsel: David B. Golubchik, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-229-1234
                  Email: dbg@lnbyb.com

                    - and -

                  Juliet Y. Oh, Esq.
                  LEVENE, NEALE, BENDER YOO & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-229-1234
                  Email: jyo@lnbrb.com

                     - and -

                  Lindsey L. Smith, Esq.
                  LEVENE, NEALE, BENDER YOO & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-229-1234
                  Fax: 310-229-1244
                  Email: lls@lnbyb.com

CGI Gaju LLC's
Total Assets: $285,457

CGI Gaju LLC's
Total Liabilities: $1,044,248

CGI Paramount's
Total Assets: $514,153

CGI Paramount's
Total Liabilities: $1,393,507

The petitions were signed by Dong Y. Lee, managing member.

A full-text copy of CGI Gaju LLC's petition containing, among other
items, a list of the Debtor's five unsecured creditors is available
for free at:

           http://bankrupt.com/misc/cacb19-15879.pdf

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

          http://bankrupt.com/misc/cacb19-15881.pdf


CHOICE ONE: Taps Knox McLaughlin as Legal Counsel
-------------------------------------------------
Choice One Staffing Group, Inc., received approval from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to hire
Knox McLaughlin Gornall & Sennett, P.C. as its legal counsel.

The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; prosecution of legal actions;
and the preparation of a plan of reorganization.

The firm received $15,000 as payment for its pre-bankruptcy
services.

Knox McLaughlin and its members and employes neither hold nor
represent any interest adverse to the Debtor and its estate,
according to court filings.

The firm can be reached through:

     Guy C. Fustine, Esq.
     Knox McLaughlin Gornall & Sennett, P.C.
     120 West Tenth Street
     Erie, PA 16501
     Tel: 814-459-2800
     Email: mwernick@kmgslaw.com
            gfustine@kmgslaw.com

                  About Choice One Staffing Group

Township, Pennsylvania-based Choice One Staffing Group, Inc. --
https://choice1staffing.com -- is a full-service staffing firm that
assists businesses in filling their administrative, light
industrial, technical, medical, and hospitality employment needs.
It works on both the local and national level.

Choice One Staffing Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-21455) on April 9,
2019.  At the time of the filing, the Debtor had estimated assets
of less than $1 million and liabilities of between $1 million and
$10 million.  

The case is assigned to Judge Gregory L. Taddonio.  

The Debtor is represented by Knox McLaughlin Gornall & Sennett,
P.C.


CHOICE ONE: Taps McGill Power as Accountant
-------------------------------------------
Choice One Staffing Group, Inc., received approval from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to hire
McGill Power Bell & Associates, LLP as its accountant.

The firm will assist the Debtor in the preparation of its tax
returns, monthly operating reports and plan of reorganization;
provide financial and accounting advice; and assist the Debtor in
connection with the tax claims of the Internal Revenue Service.

Dean Fair, a certified public accountant employed with McGill,
disclosed in court filings that the firm does not hold any interest
adverse to the Debtor and its bankruptcy estate.

The firm can be reached through:

     Dean R. Fair, CPA
     McGill Power Bell & Associates, LLP
     623 State Street
     Meadville, PA 16335
     Phone: 814-724-5890

                About Choice One Staffing Group

Township, Pennsylvania-based Choice One Staffing Group, Inc. --
https://choice1staffing.com -- is a full-service staffing firm that
assists businesses in filling their administrative, light
industrial, technical, medical, and hospitality employment needs.
It works on both the local and national level.

Choice One Staffing Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-21455) on April 9,
2019.  At the time of the filing, the Debtor estimated assets of
less than $1 million and liabilities of between $1 million and $10
million.  The case is assigned to Judge Gregory L. Taddonio.  The
Debtor is represented by Knox McLaughlin Gornall & Sennett, P.C.


COLLECTIVE INTERESTS: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Collective Interests, Inc.
           dba CoachWorks
        3919 Juniper Trace
        Austin, TX 78738

Business Description: Collective Interests is a local, family-
                      owned and operated business that provides
                      automotive repair and maintenance services,
                      including car washing, detailing, oil
                      changes, and state inspections.  

                      http://www.coachworkscarwash.com/

Chapter 11 Petition Date: May 21, 2019

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Case No.: 19-10665

Judge: Hon. Christopher H. Mott

Debtor's Counsel: Raymond W. Battaglia, Esq.
                  LAW OFFICES OF RAY BATTAGLIA, PLLC
                  66 Granburg Circle
                  San Antonio, TX 78218
                  Tel: 210.601.9405
                  E-mail: rbattaglialaw@outlook.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $100,000 to $500,000

The petition was signed by Gary Domel, 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:

          http://bankrupt.com/misc/txwb19-10665.pdf


CONCH HOUSE: Disclosure Statement Hearing Set for August 5
----------------------------------------------------------
Bankruptcy Judge Jerry A. Funk will convene a hearing on August 5,
2019 at 11:00 a.m. to consider approval of Conch House Builders,
LLC's disclosure statement.

Any objection to the proposed disclosure statement must be filed
and served seven days before the date of the hearing.

             About Conch House Builders, LLC

Conch House Builders, LLC and its affiliate Conch House Builders
II, LLC, f/d/b/a Conch House Marina Resort, Inc., filed separate
Chapter 11 bankruptcy petitions (Bankr. M.D. Fla. Case Nos.
17-00767 and 17-00768, respectively), on March 8, 2017. The
petitions were signed by David M. Ponce, Jr., manager.

The Debtors are represented by Jason A Burgess, Esq., at the Law
Offices of Jason A Burgess, LLC.

At the time of filing, both Debtors had less than LLC in estimated
assets. Conch House Builders, LLC, had $10 million to $50 million
in estimated liabilities while Conch House Builders II, LLC,
$100,000 to $500,000 in estimated liabilities.


CONEX EQUIPMENT: Discloses Obtaining New Financing from J. Lennard
------------------------------------------------------------------
Conex Equipment Manufacturing, LLC, C.R.P. Machine & Welding, Inc.,
and Ronald L. and Cathy L. Perdue filed a first amended disclosure
statement in support of their joint chapter 11 plan of
reorganization.

Through the latest plan, the Debtors propose to obtain $80,000 in
new financing from Joyce Ann Lennard, pursuant to the promissory
note, and use of $40,000 from the Debtors' cash reserves to pay
$120,000 to Trench Tech. The term of the note will be five years at
an interest rate of 18% fixed for 60 months. The monthly payment
will be $2,031.47. The Debtors may prepay all or part of the note
at any time. The Debtors will service and repay the note through
the operation of their business. To assist the Debtors in repaying
the note and in funding their operations, Harold "Randy" Lennard
has agreed to reduce his pre-petition unsecured claim for earned
commissions to $100. This does not affect Mr. Lennard's claim for
repayment of pre-petition promissory note in the amount of
$16,250.

A copy of the First Amended Disclosure Statement is available at
https://tinyurl.com/yyoldo9d from Pacermonitor.com at no charge.

               About Conex Equipment Manufacturing

Conex Equipment Manufacturing LLC, C.R.P. Machine and Welding Inc.
and their owners Ronald Lynn and Cathy Lea Perdue sought
protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case
Nos.
18-43727, 18-43729 and 18-43731) on Sept. 24, 2018.

At the time of the filing, Conex estimated assets of less than
$100,000 and liabilities of less than $100,000.  C.R.P. Machine
estimated less than $500,000 in assets and less than $1 million in
liabilities.


CONSIS INTERNATIONAL: U.S. Trustee Objects to Disclosure Statement
------------------------------------------------------------------
Nancy J. Gargula, United States Trustee for Region 21, objects to
the approval of the Disclosure Statement explaining the Chapter 11
Plan of Consis International LLC.

The U.S. Trustee complains that the Plan/DS does not provide
adequate information about the history of the Debtor, particularly
relating to the events that caused the bankruptcy filing.

According to the U.S. Trustee, the Plan/DS does not provide
sufficient information to enable parties to assess feasibility
where:

   -- The Plan/DS does not provide an estimate of the
administrative expenses.

   -- The Plan/DS does not describe the proposed treatment for
priority tax claims.

The U.S. Trustee points out that the Plan/DS does not provide
sufficient information about how the Plan resolves the "absolute
priority rule" issues raised.

The U.S. Trustee further points out there is insufficient
information provided to explain why the Plan/DS proposes to release
Debtor's professionals from liability when professional malpractice
insurance would cover such claims.

The U.S. Trustee asserts that the Plan/DS inaccurately represents
that United States Trustee's fees have been paid to date when there
are United States Trustee fees past due.

                About Consis International

Consis International LLC -- https://www.consisint.com/ -- provides
computer systems design and related services.  It was founded in
August 1987 in Caracas, Venezuela.

Consis International sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-22233) on Oct. 2,
2018.  In the petition signed by Oscar Carrera, manager, the
Debtor
estimated assets of less than $1 million and liabilities of $1
million to $10 million.  Judge John K. Olson presides over the
case.  Weiss Serota Helfman Cole & Bierman, P.L., is the Debtor's
legal counsel.


CONSTANT VELOCITY: Unsecured Creditors to Get $6K in New Plan
-------------------------------------------------------------
Constant Velocity Transmission Lines, Inc., filed a new plan of
reorganization and accompanying disclosure statement following the
Bankruptcy Court's decision to deny, without prejudice, approval of
the disclosure statement explaining the Debtor's previously filed
Plan.

In the new Plan, the Debtor proposes that Class 4 - General
unsecured claims (non-insiders), estimated to total $698,008, are
impaired and will be paid $6,935 to be distributed on a pro rata
basis and will begin after all administrative and priority claims
have been paid in full.  The Debtor estimates payments will begin
in September 2019. Payments will be made in four equal monthly
payments by the 15th of each month.

Holders of Class 5 - General unsecured claims (insiders) are
impaired and will receive no distributions under the Plan.

Payments and distributions under the Plan will be funded by the
following:

   1. On the Effective Date of the Plan, Debtor will make the
following distributions to claim holders under this Plan. These
classes include:

      a. Monthly payments to Secured Claim of First Northern Bank
of Dixon

      b. One lump sum payment within 60 days of the Effective Date
to the General Unsecured Claims

   2. Administrative claims, including attorney fees, and United
States trustee fees, shall be paid upon confirmation of Debtors'
plan

   3. Under this Plan, Debtor retains all property of the estate.

A full-text copy of the Disclosure Statement dated May 9, 2019, is
available at https://tinyurl.com/y3c9erw8 from PacerMonitor.com at
no charge.

The Plan was filed by Gabriel E. Liberman, Esq., on behalf of the
Debtor.

          About Constant Velocity Transmission Lines

Constant Velocity Transmission Lines, Inc. --
https://www.mitcables.com/ -- is a privately held company engaged
in the manufacturing of audio and video equipment. Its patented
Multipole Technology offers better bass, better mid-range, and
smoother highs painted on a "blacker background". Its patented
Filterpole Technology provides power conditioning solutions to
address "powerline noise" improving audio and video experience.

Constant Velocity Transmission Lines, Inc., based in Rocklin, CA,
filed a Chapter 11 petition (Bankr. E.D. Cal. Case No. 18-25576)
on
Sept. 1, 2018. The Hon. Christopher D. Jaime presides over the
case.  In the petition signed by Bruce Brisson, president, the
Debtor disclosed $742,564 in assets and $1,578,452 in liabilities.

Gabriel Liberman, Esq., at the Law Offices of Gabriel Liberman,
APC, serves as bankruptcy counsel; and WSB Accounting, as
accountant.


COOL HOLDINGS: Secures $3.5 Million Financing for Working Capital
-----------------------------------------------------------------
Cool Holdings, Inc., has closed a private placement of 12%
unsecured convertible notes and warrants wherein it raised
aggregate gross proceeds of $3.5 million.  The Notes mature 12
months after issuance, with principal and interest convertible into
shares of the Company's common stock beginning six months after the
date of issuance at $2.78 per share.  Investors in the Notes also
received a warrant to purchase one-half of one share of common
stock for each Conversion Share issuable under the notes at an
exercise price of $2.72 per share.  The Warrants are exercisable
into a maximum of 629,500 Conversion Shares beginning six months
after issuance and expire 36 months from the date of issuance.

The Notes were issued in the United States pursuant to an exemption
from registration under Rule 506(b) of Regulation D under the
United States Securities Act of 1933, as amended.  The Notes were
also issued offshore pursuant to Rule 903 of Regulation S under the
U.S. Securities Act.

Commenting on the fundraising, Mauricio Diaz, chief executive
officer of Cool Holdings stated: "We intend to use the proceeds
from this offering for current working capital needs and to fund
the acquisition of Simply Mac, Inc. that we announced on May 9,
2019.  Simply Mac, based in Salt Lake City, Utah, is the largest
Apple Premier Partner in the United States, and operates 43 stores
in 18 states.  Upon closing, we will have 59 stores with 46 in the
U.S., 6 in Argentina and 7 in the Dominican Republic, and a clear
focus on North America, including potential opportunities in
Canada."

                       About Cool Holdings

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

Cool Holdings reported a net loss of $27.27 million for the year
ended Dec. 31, 2018, compared to a net loss of $7.54 million for
the year ended Dec. 31, 2017.  As of March 31, 2019, Cool Holdings
had $13.89 million in total assets, $19.01 million in total
liabilities, and a total stockholders' deficit of $5.12 million.

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


CROSS COUNTRY: Files for Bankruptcy in Canada; PwC is Trustee
-------------------------------------------------------------
Cross Country Installation & Service filed for bankruptcy in the
City of North York, Ontario, and PricewaterhouseCoopers Inc. LIT
was appointed as trustee of the estate of the Company.

The first meeting of creditors will be held on May 27, 2019, at
3:00 p.m., at the office of PwC, at 18 York Street, Suite 2600,
26th Floor in Toronto, Ontario M5J 0B2.

The Trustee can be reached at:

         Michael McTaggart
         Licensed Insolvency Trustee
         PwC
         18 York Street, Suite 2600
         Toronto, ON M5J 0B2
         Tel: (416) 863-1133
         Fax: (416) 814-3219

Cross Country Installation & Service is an equipment installation
and project management company, which provides its installation
services to communities all across Canada.


CURAE HEALTH: $1.25M Sale of Medical Center to CHS Approved
-----------------------------------------------------------
Judge Charles M. Walker of the U.S. Bankruptcy Court for the Middle
District of Tennessee authorized Curae Health, Inc., and its
debtor-affiliates to sell substantially all the assets of Northwest
Mississippi Regional Medical Center to CHS/Community Health
Systems, Inc. for $1.25 million, cash, net after any required real
and personal taxes are paid.

CHS will not be required to close on the Sale of the Purchased
Assets unless, on May 28, 2019, the order confirming the Joint
Chapter 11 Plan of Liquidation of the Debtors and the Committee in
these Chapter 11 Cases has become a final, unappealable order.

The sale is free and clear of all Liens.  Any and all Liens will
attach to the net proceeds of the sale.

Any assignee of CHS will have the same substantive and procedural
protections of the Clarksdale APA and of the order as CHS.

Time being of the essence, CHS and the Debtors are directed to use
its best efforts to close the sale of the Purchased Assets in
accordance with the terms of the Clarksdale APA and the Order as
soon as reasonably practicable.

The provisions of the Order authorizing the sale of the Purchased
Assets free and clear of any Liens will be and are self-executing,
and the Debtors and CHS will not be required, but are permitted in
their discretion, to execute or file releases, termination
statements, assignments, consents, or other instruments in order to
effectuate, consummate, and implement the provisions of the
Clarksdale APA and the Order.

After the Closing, CHS, and any affiliates, successors or assigns,
will permit, for a period of not less than four years, each of the
Debtors, and any direct or indirect successor to the Debtors, and
their respective professionals, and the Committee and its
professionals, reasonable access to all books and records that are
in connection with or that otherwise relate to the Purchased Assets
and/or the Clarksdale Hospital and that are in the control or the
possession of CHS or any of its respective agents or
representatives.

CHS will not dispose of or destroy any of the Business Records
before the fourth anniversary of the Closing Date and, in the event
the Debtor's bankruptcy case remains open, will provide the
Permitted Parties and the Bankruptcy Court pursuant to a filing
with the Bankruptcy Court with at least 90 days written notice
before doing so and will provide  each Permitted Party that
requests copies of any Business Records within such 90-day period
copies of all requested Business Records at the cost of the
requesting Permitted Party.

There is no just delay for the implementation of the Order and, for
all purposes, this order will be a final order with respect to the
sale of the Purchased Assets and other relief granted in the
Order.

Time is of the essence and, accordingly, the 14-day stays imposed
by Rules 6004(h) and 6006(d) of the Bankruptcy Rules are waived
with respect to the Order, and the Order will take effect
immediately upon its entry.

The Cure Objections are adjourned.  No contract at issue in the
Cure Objections will be assumed and assigned pursuant to the Sale
Order without further agreement and stipulation of the relevant
parties or order of the Court.  A separate Order will be submitted
setting an adjourned hearing for May 29, 2019 at 1:00 p.m.

The County Sale Objection has been fully and finally resolved as
follows: (a) at the closing of the sale, CHS will pay the $500,000
lease payment that was due on Jan. 1, 2019; (b) at closing, CHS
will pay the real and personal property taxes that were due as of
Feb. 1, 2019 in the total amount of $1,002,659; and (c) by such
agreement, CHS and Coahoma County are resolving only Coahoma
County’s objection to the Clarksdale sale motion.

All other claims between CHS and Coahoma County are not waived by
the agreement and are expressly reserved.  This will fully and
finally resolve the County Sale Objection, and the County Sale
Objection will be deemed withdrawn.

The MDOM Sale Objection has been fully and finally resolved in
connection with confirmation of the Joint Chapter 11 Plan of
Liquidation in the Chapter 11 Cases, and the MDOM Sale Objection
will be deemed withdrawn.

The ServisFirst Sale Objection has been fully and finally resolved
as set forth on the record at the Sale Hearing and herein, and that
the ServisFirst Sale Objection will be deemed withdrawn, and that
the sale of the Purchased Assets to CHS on the terms set forth in
the Clarksdale APA and this Order does not constitute a breach or
violation of the Debt Subordination Agreement dated May 1, 2017
between ServisFirst Bank and CHS/Community Health Systems, Inc. or
otherwise give rise to any claims by ServisFirst Bank against CHS.
At the Sale Hearing, ServisFirst Bank expressly agreed that the
sale of the Purchased Assets to CHS does not constitute a breach or
violation of the Subordination Agreement.  ServisFirst also
expressly consented to the full and complete release of any and all
claims against CHS. Accordingly, based on the representations made
by ServisFirst Bank at the Sale Hearing, ServisFirst Bank is hereby
deemed to join in the release of CHS as set forth in the
Confirmation Order.

A copy of their Agreement attached to the Order is available for
free at:

     http://bankrupt.com/misc/Curae_Health_1065_Order.pdf

The Purchaser:

          CHS/COMMUNITY HEALTH SYSTEMS, INC.
          4000 Meridian Blvd.
          Franklin, TN 37067  
          Attn: Vice President - Development

              - and -
          
          CHSPSC, LLC
          4000 Meridian Blvd.
          Franklin, TN  370678
          Attn:  General Counsel

                        About Curae Health

Curae Health is a 501(c)(3) not-for-profit health system formed to
address the needs of rural healthcare.  Focusing on rural community
hospitals in the Southeastern US, Curae collaborates with medical
staff and communities to add new services and upgrade the
facilities, alleviating the need for patients to travel long
distances for their healthcare needs.

On Aug. 24, 2018, Curae Health, Inc., and its affiliates sought
Chapter 11 protection (Bankr. M.D. Tenn. Lead Case No. 18-05665).
Curae Health estimated $10 million to $50 million in total assets
and $50 million to $100 million in total liabilities.

The cases are assigned to Judge Charles M. Walker.

The Debtors tapped Polsinelli PC as counsel; Glassratner Advisory &
Capital Group LLC, as financial advisors; Egerton McAfee Armistead
& Davis, P.C., as special counsel; Morgan Stanley as investment
banker; and BMC Group, Inc., as claims and noticing agent.


CYTODYN INC: Hikes Authorized Common Shares to 700 Million
----------------------------------------------------------
CytoDyn Inc. held a special meeting of stockholders on May 22,
2019, at which the stockholders:

  (a) approved a proposal to amend the Company's Certificate of
      Incorporation to increase the total number of authorized
      shares of common stock of the Company from 600,000,000 to
      700,000,000;

  (b) approved a proposal to increase the total number of shares
      authorized for issuance under the Company's 2012 Equity
      Incentive Plan from 15,000,000 to 25,000,000; and

  (c) approved a proposal to adjourn the Special Meeting to
      solicit more proxies in the event insufficient proxies were
      present at the Special Meeting.

On May 22, 2019, the Company filed with the Secretary of State of
the State of Delaware a Certificate of Amendment to its Certificate
of Incorporation, increasing the total number of authorized shares
of common stock, par value $0.001 per share, to 700,000,000.

                     About CytoDyn Inc.

Headquartered in Vancouver, Washington, CytoDyn Inc. --
http://www.cytodyn.com-- is a clinical-stage biotechnology company
focused on the clinical development and potential commercialization
of humanized monoclonal antibodies to treat HIV infection.  Its
lead product candidate, PRO 140, belongs to a class of HIV
therapies known as entry inhibitors that block HIV from entering
into and infecting certain cells.  The Company believes that
monoclonal antibodies are a new emerging class of therapeutics for
the treatment of HIV to address unmet medical needs in the area of
HIV and other immunologic indications, such as Graft versus Host
Disease and certain types of cancer.

The audit opinion included in the Company's Annual Report on Form
10-K for the year ended May 31, 2018, contains an explanatory
paragraph regarding the Company's ability to continue as a going
concern.  Warren Averett, LLC, in Birmingham, Alabama, the
Company's auditor since 2007, stated that the Company incurred a
net loss of $50,149,681 for the year ended May 31, 2018 and has an
accumulated deficit of $173,139,396 through May 31, 2018, which
raise substantial doubt about its ability to continue as a going
concern.

As of Feb. 28, 2019, CytoDyn had $20.42 million in total assets,
$26.67 million in total liabilities, and a total stockholders'
deficit of $6.24 million.


DITECH HOLDING: June 20 Plan Confirmation Hearing
-------------------------------------------------
The Bankruptcy Court has approved the amended disclosure statement
explaining the amended Chapter 11 Plan filed by Ditech Holding
Corporation and its affiliated debtors.

The Voting Deadline is June 10, 2019 at 4:00 p.m. (prevailing
Eastern Time) unless extended by the Debtors either (a) for any
holder of a Claim in a Voting Class by written (including by email)
notice to such holder or (b) for an entire Voting Class by notice
filed by the Debtors in these chapter 11 cases.

The Confirmation Hearing will be held on June 20, 2019 at 11:00
a.m. (prevailing Eastern Time); provided, however, that the
Confirmation Hearing may be adjourned or continued from time to
time by the Court or the Debtors without further notice, including
adjournments announced in open Court or as indicated in any notice
of agenda of matters scheduled for hearing filed by the Debtors
with the Court.

The Debtors will fund distributions and satisfy applicable Allowed
Claims and Allowed Interests under the Plan with respect to the
Sale Transaction using Cash on hand, the Sale Transaction Proceeds,
and, if applicable, the Asset Sale Proceeds, in each case, as a
carve out from the Term Lenders' collateral (or the proceeds or
value thereof).  The Debtors shall fund distributions and satisfy
applicable Allowed Claims and Allowed Interests under the Plan with
respect to the Reorganization Transaction with Cash on hand, the
Amended and Restated Credit Facility, Exit Working Capital
Facility, the Exit Warehouse Facilities, New Common Stock, and, if
applicable, the Asset Sale Proceeds.

A full-text copy of the Amended Disclosure Statement dated May 9,
2019, is available at https://tinyurl.com/y2we7nbg from
PacerMonitor.com at no charge.

The Debtors are represented by Ray C. Schrock, P.C., Esq., and
Sunny Singh, Esq., at Weil, Gotshal & Manges LLP, in New York.

            About Ditech Holding Corporation

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

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

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

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

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

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


EL CANO DEVELOPMENT: Unsecureds to be Paid 100% of Allowed Claims
-----------------------------------------------------------------
El Cano Development Inc. filed a small business disclosure
statement describing its proposed chapter 11 plan dated May 9,
2019.

The Debtor is the owner of several real properties located in
Penuelas, Puerto Rico. The Debtor markets these properties for sale
of undeveloped lots, and segregates them as needed.

General unsecured creditors under the plan are classified in Class
3 and will receive a distribution of 100% of its allowed claims to
be paid in a single payment of $413.87.

Payments and distributions under the plan will be funded from the
Debtor's post-petition income from the operation of the business.

A copy of the Disclosure Statement dated May 9, 2019 is available
at https://tinyurl.com/y4ejhgle from Pacermonitor.com at no charge.


                 About El Cano Development

El Cano Development Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 16-08122) on October 11,
2016.  The petition was signed by Adrian J. Hilera Vidal,
president.  At the time of the filing, the Debtor estimated assets
of less than $1 million and liabilities of less than $500,000.

Modesto Bigas Law Office is the Debtor's bankruptcy counsel.


FAIRWAY ENERGY: Files Chapter 11 Plan of Liquidation
----------------------------------------------------
Fairway Energy, LP, Fairway Energy Partners, LLC, and Fairway
Energy GP, LLC, filed a Chapter 11 Plan of Liquidation and
accompanying Disclosure Statement.  A hearing to consider the
adequacy of the Disclosure Statement will be held on May 29, 2019,
at 10:30 a.m.

Class 4 shall consist of Unsecured Claims are impaired.  Each
Holder of an Allowed General Unsecured Claim in Class 4 shall
receive in full satisfaction, settlement, release, and discharge of
and in exchange for such Allowed General Unsecured Claim, their pro
rata share of (a) the Unsecured Claims Cash Pool, and (b) Net
Distributable Assets until all Allowed General Unsecured Claims in
Class 4 are paid in full or all of the Assets of the Liquidating
Estates have been distributed. Distributions to Holders of Allowed
General Unsecured Claims in Class 4 shall be made at such time or
times that the Plan Administrator, in his discretion, determines
that a Distribution to Holders of Allowed General Unsecured Claims
in Class 4 is appropriate, taking into consideration the number and
amount of General Unsecured Claims in Class 4 that remain in
dispute.

Substantially all of the assets of the Debtors have been sold.  The
source of all payments and Distributions under the Plan will be
from the Net Distributable Assets and the Wind Down Amount and
shall be subject to the Wind Down Budget, including amounts
budgeted for May 2019, as needed to fund administrative expenses
through May 2019.

A full-text copy of the Disclosure Statement dated May 9, 2019, is
available at https://tinyurl.com/y6jzwuam from PacerMonitor.com at
no charge.

                  About Fairway Energy

Fairway Energy -- http://www.fairwaymidstream.com/-- provides  
storage, throughput and ancillary services for third-party
companies engaged in the production, distribution and marketing of
crude oil.  Its services are provided at the Pierce Junction Crude
Oil Storage Facility.

Fairway Energy, LP, and its affiliates Fairway Energy Partners,
LLC, and Fairway Energy GP, LLC, sought protection under Chapter
11
of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-12684 to
18-12686) on Nov. 26, 2018.  The Debtors reported total assets of
$382.7 million and total liabilities of $94 million as of Sept.
30,
2018.

The cases are assigned to Judge Laurie Selber Silverstein.

The Debtors tapped Haynes and Boone, LLP, and Young Conaway
Stargatt & Taylor, LLP as their legal counsel; Alvarez & Marsal
North America, LLC as financial and restructuring advisor; and
Prime Clerk LLC as claims and noticing agent.


FHC HEALTH: Moody's Alters Outlook to Negative & Affirms 'B2' CFR
-----------------------------------------------------------------
Moody's Investors Service affirmed FHC Health Systems, Inc.'s
Corporate Family Rating of B2 and B2-PD Probability of Default
Rating. Moody's also affirmed the B2 rating on the company's senior
secured bank credit facility. At the same time, Moody's changed the
outlook to negative from stable.

The negative outlook reflects FHC's weakened financial metrics
following several years of contract losses, which has led to a
multi-year decline in revenue, earnings and cash flow. The
affirmation of the B2 reflects Moody's view that operating
improvement is likely as a new management team implements its
strategy and as the company ramps up new contract wins. These
include a new contract with Walmart, as well as a new contract with
the state of Arkansas. That said, Moody's believes there is
considerable execution risk associated with the ramp-up of
profitability of these contracts. The negative outlook reflects the
likelihood of a downgrade if material operating improvement is not
demonstrated over the next 12 months.

Moody's believes that the company's liquidity profile is adequate,
however, refinancing risk will become an increasing concern if
operating performance does not materially improve.

The following ratings were affirmed:

-- Corporate Family Rating, at B2;

-- Probability of Default Rating, at B2-PD;

-- Senior secured bank credit facilities, at B2
    (LGD3);

-- Outlook is changed to negative from stable.

RATINGS RATIONALE

FHC's B2 Corporate Family Rating reflects the company's high
leverage, significant reliance on a few customer contracts and a
competitive contract bidding environment. The company faced
headwinds in 2017 and 2018 due to contract terminations combined
with limited new business wins. Furthermore, the company faces risk
associated with a high level of its revenue being generated from
risk-based contracts where FHC is exposed to higher than expected
medical costs. The rating is also constrained by volatility in cash
flow due to working capital.

The company's credit profile benefits from its scale, solid market
position in the management of behavioral health services and
positive industry trends.

The ratings could be downgraded if the company is unable to improve
revenue and earnings over the next year or experiences pressure on
profitability as it ramps up new contracts. If adjusted debt to
EBITDA is expected to be sustained over 5.5 times, the ratings
could be downgraded. Any weakening in liquidity or sustained
negative free cash flow would also likely negatively affect the
ratings.

The ratings could be upgraded if the company demonstrates revenue
and earnings growth, improves free cash flow and maintains leverage
below 4.5 times. Improved diversity by customer and contract could
also support an upgrade.

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

FHC manages behavioral health care services in the U.S. through its
wholly owned subsidiaries, Beacon Health Strategies and Beacon
Health Options, Inc. The company provides behavioral managed care
programs to the public sector, employer groups, health plans, and
federal agencies. The company is primarily owned by Diamond Castle
Holdings and Bain Capital. Revenues are around $1.9 billion.


FORTRESS GROUP: Case Summary & 19 Unsecured Creditors
-----------------------------------------------------
Debtor: The Fortress Group, Inc.
        585 Park Mammoth Road
        Park City, KY 42160

Business Description: The Fortress Group, Inc. owns in fee simple
                      a real property in Park City, Kentucky
                      having an appraised value of $6.5 million.
                      The Property consists of 1730.11 acres, 18
                      hole golf course, shooting and arcery range,

                      and vineyard improvements.

Chapter 11 Petition Date: May 21, 2019

Court: United States Bankruptcy Court
       Western District of Kentucky (Bowling Green)

Case No.: 19-10499

Judge: Hon. Joan A. Lloyd

Debtor's Counsel: Mark H. Flener, Esq.
                  MARK H. FLENER
                  P.O. Box 8
                  1143 Fairway Street, Suite 101
                  Bowling Green, KY 42102-0008
                  Tel: (270) 783-8400
                  Fax: (270) 783-8873
                  E-mail: mark@flenerlaw.com
                          mflener@bellsouth.net

Total Assets: $6,652,465

Total Liabilities: $3,481,757

The petition was signed by Nick Noble, president.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 19 unsecured creditors is available for free
at:

            http://bankrupt.com/misc/kywb19-10499.pdf


FRANCIS' DRILLING: Files Joint Chapter 11 Plan of Liquidation
-------------------------------------------------------------
Francis' Drilling Fluids, Ltd. and affiliates filed with the U.S.
Bankruptcy Court for the Southern District of Texas a combined
disclosure statement and joint plan of liquidation.

On Nov. 21, 2018, the Debtors filed a motion to sell substantially
all of their assets. That sale was ultimately approved by the
Bankruptcy Court on Dec. 28, 2018, and the sale closed on Dec. 31,
2018, for total consideration of $59,705,705, which consisted, in
large part, of the purchaser assuming various of the Debtors'
claims and liabilities. As such, those claims and liabilities are
no longer obligations of the Debtors, and all such Assumed Claims
shall be deemed disallowed, expunged, and void as against the
Debtors and their Estates and shall receive no distribution under
the Plan. Further, because all of the Debtors' assets have been
liquidated, the only cash that remains to be distributed to holders
of Allowed Claims is $30,000. All holders of Allowed Claims shall
be required to affirm on their ballots under penalty of perjury
that their claims remain outstanding and are not Assumed Claims.

The Plan constitutes a joint liquidating chapter 11 plan for all
the Debtors on a consolidated basis, and provides for the
appointment of a Plan Agent to object to any claims filed against
the Estates and to disburse available funds to holders of Allowed
Claims on a pro rata basis. As such, the Plan also constitutes a
motion requesting that the Bankruptcy Court substantively
consolidate the Debtors' estates solely for purposes of voting and
making distributions. Thus, the Plan must meet the requirements for
section 1129 of the Bankruptcy Code with respect to the Debtors on
a consolidated basis in order to be confirmed.

Class 3 consists of the Allowed Unassumed Claims of Unsecured
Creditors other than with respect to any deficiency portions of any
of Secured Claims. Allowed Unassumed General Unsecured Claim will
receive a pro rata distribution from the Claims Reserve as soon as
reasonably practical on or after the later of (a) the Effective
Date, (b) the end of the ninety-day claims objection period, and
(c) such Unassumed General Unsecured Claim becomes an Allowed
Claim. Holders asserting a Claim in Class 3 must state on their
ballots, under penalty of perjury, that they hold an Unassumed
General Unsecured Claim. Holders of Class 3 Claims that do not
return their ballots or do not indicate whether their Claims are
Unassumed General Unsecured Claims will not receive a distribution
under the Plan or otherwise.

The Plan is a liquidating plan that will be funded with $30,000
from the Carve Out Escrow to establish the Claims Reserve. The
post-Effective Date fees and expenses incurred by the Plan Agent
and his professionals in connection with prosecuting any objections
to Claims will also be paid out of the Carve Out Escrow solely to
the extent that funds remain after (a) payment of any Allowed
Professional Fee Claims and U.S. Trustee quarterly fees and (b)
funding of the Claims Reserve.

A copy of the Disclosure Statement is available at
https://tinyurl.com/yyxm6rd4 from Pacermonitor.com at no charge.

            About Francis' Drilling Fluids Ltd.

Francis' Drilling Fluids, Ltd. -- http://www.fdfenergy.com/--  
provides transportation, transloading, drilling fluid, cleaning,
equipment rental and technical services to the oil and gas
industry.  Headquartered in Lafayette, Louisiana, the company
conducts its business under the name FDF Energy Services and
employs nearly 500 workers.

Francis' Drilling Fluids and its affiliates, FDF Resources
Holdings
LLC and Francis Logistics LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-35441)
on
Sept. 29, 2018.

In the petitions signed by Barry Charpentier, president, the
Debtors estimated assets of $10 million to $50 million and
liabilities of $50 million to $100 million.  

Judge Marvin Isgur presides over the cases.

The Debtors tapped Norton Rose Fulbright US LLP as their legal
counsel; CR3 Partners LLC as restructuring advisor; SSG Capital
Advisors, LLC, as investment banker; and JND Corporate
Restructuring as claims and noticing agent.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on October 17, 2018.  The committee tapped
Greenberg Traurig, LLP as its legal counsel, and Conway MacKenzie,
Inc. as its financial advisor.


FRANKIE V'S KITCHEN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Frankie V's Kitchen, LLC
        4038 Lemon Ave., Suite 103
        Dallas, TX 75219

Business Description: Frankie V's Kitchen, LLC --
                      http://www.frankievskitchen.com--
                      engages in the production and distribution
                      of hot sauces, salsas, dressings and
                      condiments, gourmet soups, and spreads.

Chapter 11 Petition Date: May 20, 2019

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Case No.: 19-31717

Judge: Hon. Stacey G. Jernigan

Debtor's Counsel: Stephen A. McCartin, Esq.
                  Mark C. Moore, Esq.
                  Melina T. Bales, Esq.
                  FOLEY GARDERE FOLEY & LARDNER LLP
                  2021 McKinney Avenue, Suite 1600
                  Dallas, TX 75201
                  Tel: (214) 999-3000
                  Fax: (214) 999-4667
                  E-mail: smccartin@foley.com
                          mmoore@foley.com
                          mbales@foley.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $10 million

The petition was signed by Steve Solomon, chief restructuring
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:

             http://bankrupt.com/misc/txnb19-31717.pdf


GOLDEN TOUCH: Court Sustains Government's Objection to Plan Outline
-------------------------------------------------------------------
The Bankruptcy Court sustained the United States' objection to
approval of the Disclosure Statement and Confirmation of Plan of
Reorganization of Golden Touch Commercial Cleaning, LLC, and
directed the Debtor to file an amended Disclosure Statement and
Plan of Reorganization.

As previously reported by the Troubled Company Reporter, the U.S.
Government complains that the Debtor provides no information in the
DS or Plan on what funds Debtor will use to pay more than $30,000
in administrative expenses.  The U.S. Government also points out
neither the DS nor the Plan describe feasibility of the Plan with
any particularity regarding the historical and projected operations
of Debtor.

                     About Golden Touch

Headquartered in Mobile, Alabama, Golden Touch Commercial
Cleaning,
L.L.C., filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Ala. Case No. 17-01835) on May 17, 2017, estimating its assets of
up to $50,000 and its liabilities between $100,001 and $500,000.
Robert M. Galloway, Esq., at Galloway Wettermark Everest Rutens &
Gaillard, serves as the Debtor's bankruptcy counsel.


GREENE AVENUE: Asks Court to Approve Proposed Plan Outline
----------------------------------------------------------
Greene Avenue Restoration II Corp. filed an application seeking
entry of an order approving its proposed disclosure statement.

The Debtor believes that the Plan and Disclosure Statement comport
with the requirements of Chapter 11 of the Code and requests that
this Court approve the Disclosure Statement filed by the Debtor;
(ii) Approving Solicitation Procedures; and (iii) Fixing the Date
for a Hearing on the Confirmation of the Plan of Reorganization.

Under the plan, Class 3 general unsecured claims will be paid in
full on the Effective Date with interest the Federal Judgment rate
in effect on the confirmation date.

The Debtor will effectuate the terms of the plan through the use of
cash on hand in the Debtor, together with a new value contribution
by Adler Milord to make all payments to Allowed claims under the
Plan. These payments will be made on the Effective Date through
either contributions by Adler Milord or his obtaining new or
subordinate financing on the Property.

A copy of the Disclosure Statement is available at
https://tinyurl.com/yxbhs6nk from Pacermonitor.com at no charge.

            About Greene Avenue Restoration Corp.

Greene Avenue Restoration Corp. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-45394) on Oct.
19, 2017.  Judge Carla E. Craig presides over the case.  At the
time of the filing, the Debtor estimated assets and liabilities of
less than $1 million.  The Debtor hired Rosen, Kantrow & Dillon,
PLLC as its legal counsel.


HEART CARE GROUP: Asks Court to Conditionally Approve Plan Outline
------------------------------------------------------------------
The Heart Care Group, P.C. filed an application for conditional
approval of its proposed disclosure statement relating to its
chapter 11 plan.

The Debtor also asks that the Court fix the dates for filing
acceptances or rejections to its combined disclosure statement and
plan, and setting a date for hearing on confirmation of the plan.

General unsecured creditors with claims of greater than $1,000 will
receive a distribution of approximately 15% of their allowed claims
paid in monthly installments over five years from the Effective
Date of the plan.

The plan will be funded from the income generated by services
rendered by the Debtor's physician and staff.

A copy of the Disclosure Statement is available at
https://tinyurl.com/yy85o7ry from Pacermonitor.com at no charge.

              About The Heart Care Group

The Heart Care Group, P.C., is a medical group practice located in
Allentown, Pennsylvania specializing in cardiology.

The Heart Care Group, based in Allentown, PA, filed a Chapter 11
petition (Bankr. E.D. Pa. Case No. 18-17048) on Oct. 24, 2018.  In
the petition signed by Shehzad M. Malik, M.D., president, the
Debtor disclosed $765,962 in assets and $2,035,282 in liabilities.

The Hon. Richard E. Fehling presides over the case.  John R. K.
Solt, Esq., at John R. K. Solt, P.C., serves as bankruptcy
counsel.


HERB PHILIPSON'S: June 19 Plan Outline Approval Hearing
-------------------------------------------------------
Bankruptcy Judge Diane Davis is set to hold a hearing on June 19,
2019 at 9:30 a.m. to consider approval of Herb Philipson's Army and
Navy Stores Inc.'s disclosure statement.

Written objections to the disclosure statement must be filed and
served no later than seven days prior to the disclosure hearing
date.

The Troubled Company Reporter previously reported that unsecured
creditors under the plan will get 100% over five years.

A full-text copy of the Disclosure Statement dated April 8, 2019,
is available at https://tinyurl.com/y52sjvvt from PacerMonitor.com
at no charge.

Counsel for the Debtor is Scott A. Griffin, Esq., and Michael D.
Hamersky, Esq., at Griffin Hamersky LLP, in New York.

                  About Herb Philipson's Army

Founded in 1951, Herb Philipson's Army and Navy Stores Inc. --
https://herbphilipsons.com/ -- is a retailer for outdoor and
casual
apparel, workwear, footwear and sporting goods.  Herb Philipson's
is known for brands such as Carhartt, Columbia, Levi, Lee, Under
Armour, Dickies, Timberland and The Northface. It is also the
exclusive retailer for the Utica Comets Hockey Team and the new
Utica City Football Club.  Herb has retail locations in Rome,
Liverpool, New Hartford, Newark, Oneida, Oswego, Herkimer, DeWitt,
and Watertown, New York.

Herb Philipson's Army and Navy Stores Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.
18-61376) on Oct. 8, 2018.  In the petition signed by Guy Viti,
president, the Debtor estimated assets of less than $10 million
and
debts of less than $50 million.

The Debtor tapped Cullen and Dykman LLP and Griffin Hamersky LLP
as
counsel; Scouler Kirchhein, LLC as financial advisor; and Kurtzman
Carson Consultants LLC as its claims and noticing agent.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Oct. 19, 2018.  The committee tapped
Lowenstein Sandler LLP as its legal counsel.


HL BUILDERS: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor:         HL Builders, LLC
                        2402 Elmen Street
                        Houston, TX 77019

Business Description:   HL Builders is a general contractor in
                        Houston, Texas.

Involuntary Chapter 11
Petition Date:          May 20, 2019

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

Case No.:               19-32825

Judge:                  Hon. Eduardo V. Rodriguez

Petitioners' Counsel:   Charles M. Rubio, Esq.
                        DIAMOND MCCARTHY LLP
                        909 Fannin, Suite 3700
                        Houston, TX 77010
                        Tel: 713-333-5100
                        Fax: 713-333-5195
                        E-mail: crubio@diamondmccarthy.com

List of Petitioners:

  Petitioners                Nature of Claim      Claim Amount
  -----------               ------------------    ------------
HouTex Builders, LLC        Breach of Contract      $1,874,232
17 Courtlandt Place
Houston, TX 77006

415 Shadywood, LLC          Breach of Contract         $20,000
17 Courtlandt Place
Houston, TX 77010

2203 Looscan Lane, LLC      Breach of Contract        $406,323
17 Courtlandt Place
Houston, TX 77006

A full-text copy of the Involuntary Petition is available for free
at:
http://bankrupt.com/misc/txsb19-32825.pdf


HOYT CONTRACTORS: Powell RV Storage Objects to Disclosure Statement
-------------------------------------------------------------------
Powell RV Storage objects to the approval of the Disclosure
Statement explaining the Chapter 11 Plan of Hoyt Contractors, LLC.

Powell complains that the Plan attached as Exhibit 1 to the
Disclosure Statement is inconsistent with the settlement reached
between Powell and the Debtor.  Powell further complains that the
form of the Disclosure Statement is misleading and insufficient,
for example, the Plan says that a ballot is attached as Exhibit 2
but no ballot is found.

Attorney for Creditor:

     Danielle Mashburn-Myrick, Esq.
     PHELPS DUNBAR, LLP
     101 Dauphin Street, Suite 1000
     Mobile, Alabama 36602
     Tel: 251-441-8202
     Email: Danielle.Mashburn-Myrick@Phelps.com

                  About Hoyt Contractors

Hoyt Contractors, LLC, constructs pole barns and is 100 percent
owned by Terry and Loreasa Hoyt.  Hoyt Contractors sought
protection under Chapter 11 of the Code (Bankr. E.D. La. Case No.
18-13255) on Dec. 7, 2018.  In the petition signed by Loreasa
Hoyt,
manager, the Debtor estimated assets and liabilities of less than
$1 million.  Judge Elizabeth W. Magner oversees the case.  The
Debtor tapped Phillip K. Wallace, PLC as its legal counsel.


INPIXON: Completes Acquisition of Locality Systems Inc.
-------------------------------------------------------
Inpixon has completed the acquisition of Locality Systems Inc., a
technology company based near Vancouver, Canada, specializing in
wireless device positioning and radio frequency (RF) augmentation
of video surveillance systems.  Inpixon, through its wholly owned
subsidiary, Inpixon Canada, Inc., acquired all of the outstanding
common shares of Locality Systems.

"Inpixon can now offer what we believe is one of the indoor
positioning market's most comprehensive product lines for visitor
analytics and physical cyber security," said Nadir Ali, Inpixon
CEO.  "We think Locality's Wi-Fi-based analytics solution is a
great entry point for customers starting out in indoor positioning.
We expect the offering to increase the number of new Inpixon
customers and to help us capture a significant share of the
fast-growing Wi-Fi analytics market.  Those new customers will have
the option to upgrade to IPA Pod and IPA Sensor 4000 as they
experience the many uses and benefits of Indoor Positioning
Analytics."

Locality Systems' video management system (VMS) integration,
currently available for a number of leading VMS vendors, can assist
security personnel in identifying potential suspects and tracking
their movements cross-camera and from one facility to another.  The
solution is designed to enhance traditional security video feeds by
correlating RF signals with video images.

"From our standpoint, the RF-video correlation offering is a unique
and powerful tool to help businesses identify persons of interest
and to improve security and safety," commented Frank Hallett,
Locality Systems' CTO.  "We believe this solution is breaking new
ground, and we will continue to innovate with the additional sensor
fusion Inpixon has planned."

"I'm thrilled to be joining the Inpixon team," commented Kirk Moir,
Locality Systems CEO.  "The location intelligence technology
developed at Locality is a great fit within the Inpixon product
line.  I look forward to working with the rest of the Inpixon team
to take the expanded product line to Inpixon's customers, prospects
and reseller partners in the Wi-Fi analytics space and also the
broader, and similarly fast-growing, indoor positioning market."

In accordance with the terms of a Securities Purchase Agreement,
dated May 21, 2019, Inpixon, through its wholly owned subsidiary
Inpixon Canada, Inc., as purchaser, acquired 100% of the
outstanding shares of Locality Systems in exchange for
consideration consisting of a combination of cash and shares of
Inpixon's common stock.

                        About Inpixon

Headquartered in Palo Alto, California, Inpixon is a technology
company that helps to secure, digitize and optimize any premises
with Indoor Positioning Analytics (IPA) for businesses and
governments in the connected world.  Inpixon Indoor Positioning
Analytics is based on new sensor technology that finds all
accessible cellular, Wi-Fi, Bluetooth and RFID signals anonymously.
Paired with a high-performance, data analytics platform, this
technology delivers visibility, security and business intelligence
on any commercial or government premises worldwide.  Inpixon's
products, infrastructure solutions and professional services group
help customers take advantage of mobile, big data, analytics and
the Internet of Things (IoT).

Inpixon reported a net loss of $24.56 million for the year ended
Dec. 31, 2018, compared to a net loss of $35.03 million for the
year ended Dec. 31, 2017.  As of March 31, 2019, Inpixon had $20.12
million in total assets, $7.21 million in total liabilities, and
$12.90 million in total stockholders' equity.

Marcum LLP, in New York, the Company's auditor since 2012, issued a
"going concern" qualification in its report dated March 28, 2019,
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, citing that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


JAMES O BRADY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: James O. Brady, Inc.
        1073 Boulder Road
        Greensboro, NC 27409

Business Description: James O. Brady, Inc. is a privately held
                      company that provides mailing and shipping
                      services.

Chapter 11 Petition Date: May 20, 2019

Court: United States Bankruptcy Court
       Middle District of North Carolina (Greensboro)

Case No.: 19-10555

Judge: Hon. Benjamin A. Kahn

Debtor's Counsel: Samantha K. Brumbaugh, Esq.
                  IVEY, MCCLELLAN, GATTON & SIEGMUND, LLP
                  100 S. Elm Street, Suite 500
                  PO Box 3324
                  Greensboro, NC 27402
                  Tel: 336-274-4658
                  Fax: 336-274-4540
                  E-mail: skb@iveymcclellan.com

Total Assets: $861,042

Total Liabilities: $2,594,441

The petition was signed by James O. Brady, Jr., 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:

         http://bankrupt.com/misc/ncmb19-10555.pdf


JORGE A ALVAREZ: Unsecureds to Get 52% Over 20 Quarterly Payments
-----------------------------------------------------------------
Jorge A. Alvarez DDS, P.A., files an Amended Chapter 11 Plan and
accompanying Amended Disclosure Statement.

Class 4 consists of all Allowed Unsecured Claims against the
Debtor. The class has five claims totaling $172,515.  The Plan
proposes to pay the unsecured creditors 52% of their claims over 5
years through 20 quarterly payments of $4,500.00 each. This class
is impaired and entitled to vote.

Class 5 consists of the Special Unsecured Creditors to include
Arcarius, LLC.  Class 5 previously consisted of the eight "hard
money lenders," whose claims were scheduled as disputed, contingent
and unliquidated. Only two members of the class (Arcarius, LLC and
EIN Cap, Inc.) filed a Proof of Claim; both claims were late. The
Debtor filed objections to both claims.

The Debtor believes that it will have enough cash on hand on the
Effective Date of the Plan to pay all claims and expenses that are
entitled to be paid on that date and, further, that the Reorganized
Debtor will generate sufficient cash through operations to fund the
Plan during the Plan distribution period.

A full-text copy of the Amended Disclosure Statement dated May 9,
2019, is available at https://tinyurl.com/y2ua5vrx from
PacerMonitor.com at no charge.

Attorney for the Debtor is Chad Van Horn, Esq., in Fort Lauderdale,
Florida.

               About Jorge A. Alvarez DDS

Jorge A. Alvarez DDS, P.A., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-23777) on Nov.
5,
2018.  In the petition signed by its president/owner, Dr. Jorge A.
Alvarez, AD D.S., the Debtor estimated assets of less than
$100,000
and liabilities of less than $1 million.  Judge Erik P. Kimball
oversees the case.  The Debtor tapped Van Horn Law Group, Inc., as
its legal counsel.  No official committee of unsecured creditors
has been appointed in the Chapter 11 case.


KENNETH HOOD: $365K Sale of The Johnson Place to Neblett Approved
-----------------------------------------------------------------
Judge Selene D. Maddox of the U.S. Bankruptcy Court for the
Northern District of Mississippi authorized Kenneth Brown Hood's
sale of the real property located and described as Tract l, The
Johnson Place, Unit #8 of the J.S. Gortner Farm in the Second
Judicial District of Bolivar County, Mississippi, to Rives Neblett
for $365,000, cash.

Upon the closing of the sale transaction, the net funds (sales
price less ad valorem taxes for 2019, based on possession of the
property), will be transmitted directly from the closing attorney
to Bradley T. Golmon, Esq., in trust for Helena, to be applied to
indebtedness owed to Helena by Debtor and/or his three brothers who
have also filed "related" Chapter 11 cases.

The closing attorney is authorized and directed to pay the Debtor's
pro rata share of 2019 ad valorem property taxes directly to the
county authorities.

The Movant is granted authority of the Court to execute such deed,
transfer of title or other related documents which are reasonably
necessary to consummate and close the sale of The Johnson Place.

The sale of The Johnson Place is approved and the Motion is
granted.

The response of Helena and the objection of the MDOR are resolved
by the Agreed Order and the sale of The Johnson Place will occur
free and clear of liens, claims and interests with the sales
proceeds to be disbursed as set forth in the Order.

The Order is a final judgment as contemplated by the applicable
rules of Bankruptcy Procedure.

Kenneth Brown Hood sought Chapter 11 protection (Bankr. N.D. Miss.
Case No. 16-14511) on Dec. 30, 2016.  The Debtor tapped Craig M.
Geno, Esq., at Law Offices of Craig M. Geno, PLLC as counsel.



MDMT CONSULTING: Unsecured Creditors to Get 55 Monthly Payments
---------------------------------------------------------------
MDMT Consulting, Inc., files a Chapter 11 Plan and accompanying
Disclosure Statement.

Class 2 - General Unsecured Claims. Class 2 claimants, whose claims
total $7,588.66, will be paid the amount of their allowed claim
pursuant to 11 U.S.C. Section 1129(a)(9)[c], employing the rate of
three (3%) percent per annum. The Debtor will timely pay the full
amount of the prepetition Class 2 claims in 55 monthly installments
commencing July 2019, each in the amount of $158.16. Class 2 claims
are impaired under the Plan.

The payments to cover initial cash required on the Effective date
of the Debtor's Plan will come from the Debtor's cash flow. The
Debtor's plan requires a total average monthly payment to its
creditors in the approximate amount of $7,149.00 per month. These
funds shall be derived from the day-to-day operations of the
reorganized Debtor.

A full-text copy of the Disclosure Statement dated May 9, 2019, is
available at https://tinyurl.com/y3yaka4p from PacerMonitor.com at
no charge.

Attorney for Debtor is Richard S. Feinsilver, Esq., in Carle Place,
New York.

                    About MDMT Consulting Inc.

MDMT Consulting, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-70402) on January 16,
2019.  At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of less than $500,000.  

The case has been assigned to Judge Louis A. Scarcella.  The
Debtor
tapped Richard S. Feinsilver, Esq., as its bankruptcy attorney.


MORRIS AND HADLEY: June 13 Plan and Disclosures Hearing Set
-----------------------------------------------------------
Bankruptcy Judge Mark X. Mullin conditionally approved Morris and
Hadley Inc.'s disclosure statement referring to a chapter 11 plan
of reorganization dated May 3, 2019.

June 7, 2019 is fixed as the last day for filing written
acceptances or rejections of the Debtor's proposed Chapter 11 plan
and the last day for filing and serving written objections to:
final approval of the Debtor's Disclosure Statement; or
confirmation of the Debtor's proposed Chapter 11 plan.

The hearing to consider final approval of Debtor's Disclosure
Statement and to consider the confirmation of Debtor's proposed
Chapter 11 Plan is fixed and will be conducted on June 13, 2019 at
1:30 p.m. in front of the Honorable Mark X. Mullin, in the Eldon B.
Mahon Federal Court House, 501 West Tenth Street, Fort Worth, TX
7610.

The Troubled Company Reporter previously reported that the general
unsecured claim of the Internal Revenue Service will be deemed
satisfied upon payment of $10,000 on or before Sept. 1, 2019 and
any remaining amounts owed will be discharged.

A copy of the Disclosure Statement dated April 18, 2019 is
available at https://tinyurl.com/y3u75qv3 from Pacermonitor.com at
no charge.

                About Morris and Hadley Inc.

Morris and Hadley Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 18-44350) on Nov. 5,
2018.  In the petition signed by Steven R. Morris, president, the
Debtor estimated assets of less than $50,000 and liabilities of
less than $100,000.  Judge Mark X. Mullin presides over the case.
The Debtor tapped Acker Warren, P.C., as its legal counsel.


NASHVILLE PHARMACY: McKeeson Objects to Disclosure Statement
------------------------------------------------------------
McKesson Corporation objects to the proposed Disclosure Statement
to Accompany Nashville Pharmacy Services, LLC's Plan of
Reorganization.

McKeeson points out that the plan violates Bankruptcy Code section
1129(a)(1) because it improperly separately classifies McKesson's
claim from other similarly situated claims. McKeeson asserts that
the Debtor's reason for doing so is transparent -- to help insure
that it has at least one consenting impaired class as required by
section 1129(a)(10).

McKeeson further points out that the plan violates the absolute
priority rule because unsecured creditors are paid pennies on the
dollar while Kevin Hartmen, the Debtor's president and sole equity
holder, retains his interests.

According to McKeeson that the abusive and unconfirmable features
described above also render the plan unconfirmable under Bankruptcy
Code section 1129(a)(3) because it is not proposed in good faith,
and is proposed by means forbidden by law.

McKeeson complains that the plan is based on Mr. Hartman's supposed
new value contribution, yet the Disclosure Statement provides no
information about, or evidence of, Mr. Hartman’s ability to fund
the contribution.

Attorney for McKesson Corporation is David W. Houston, IV, Esq., at
Burr & Forman, LLP, in Nashville, Tennessee; and Jeffrey K.
Garfinkle, Esq., and Paul S. Arrow, Esq., at Buchalter, in Irvine,
California.

             About Nashville Pharmacy Services

Nashville Pharmacy Services, LLC, operates NPS Pharmacy, a
pharmacy
specializing in HIV and AIDS-related medicine.

Nashville Pharmacy Services sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 18-08144) on Dec.
8, 2018.  At the time of the filing, the Debtor estimated assets
of
$10 million to $50 million and liabilities of the same range.  The
case is assigned to Judge Marian F. Harrison.  The Debtor tapped
Bass, Berry & Sims PLC as its bankruptcy counsel, and Waller
Lansden Dortch & Davis, LLP as its special counsel.

No official committee of unsecured creditors has been appointed.


NEIMAN MARCUS: Moody's Rates New Secured Term Loan Caa2
-------------------------------------------------------
Moody's Investors Service assigned a Caa2 rating to Neiman Marcus
Group LTD LLC's proposed senior secured term loan and a Ca to its
second lien notes and Ca to its third lien notes, which are to be
issued to complete its distressed exchange. Additionally, Moody's
affirmed the company's Corporate Family Rating at Caa3 based on the
proposed transaction. Its Probability of Default Rating will be
upgraded to Caa3-PD from Ca-PD at the close of the distressed
exchange and a LD designation which will then be removed after
three days. Moody's also affirmed the company's Speculative Grade
Liquidity rating at SGL-3. The outlook remains stable.

"Although the proposed transaction will extend the maturities of
its capital structure to provide Neiman more time to improve its
business, we expect free cash flow to be negative as leverage
remains at unsustainable levels", said Vice President, Christina
Boni. "The risk of a future distressed exchange remains elevated".

Affirmations:

Issuer: Neiman Marcus Group LTD LLC

  -- Corporate Family Rating, Affirmed Caa3
  
  -- Probability of Default Rating, Affirmed Ca-PD

  -- Speculative Grade Liquidity Rating, Affirmed SGL-3

  -- Senior Unsecured Regular Bond/Debenture, Affirmed
     Ca (LGD6 from LGD5)

Issuer: Neiman Marcus Group, Inc.(The) (Old)

  -- Senior Secured Regular Bond/Debenture, Affirmed Caa2
     (LGD3 from LGD2)

Downgrades:

Issuer: Neiman Marcus Group LTD LLC

  -- Senior Secured Term Loan, Downgraded to Ca (LGD6) from Caa2
     (LGD2)

Assignments:

Issuer: Neiman Marcus Group LTD LLC

  -- Senior Secured Term Loan, Assigned Caa2 (LGD3)

  -- Gtd Senior Secured 2nd lien Global Notes, Assigned Ca (LGD4)

  -- Gtd Senior Secured 3rd lien Global Notes, Assigned Ca (LGD5)

Outlook Actions:

Issuer: Neiman Marcus Group LTD LLC

  -- Outlook, Remains Stable

RATINGS RATIONALE

Neiman Marcus Group's Caa3 Corporate Family Rating reflects Moody's
view that the proposed transaction will extend the maturity on the
company's senior secured term loan and provide NMG with additional
time to execute on its transformation plan. It also reflects
Moody's expectation that the material incremental interest expense
resulting from the proposed agreement will limit the company's free
cash flow generation over the next 12-18 months. The company's
credit profile remains constrained by its very high leverage as a
result of the 2013 acquisition by Ares Management LLC and the
Canada Pension Plan Investment Board despite the expected planned
reduction of $250 million of debt as a result of the proposed
distressed exchange. Pro forma for the contemplated transaction, we
estimate Moody's adjusted debt/EBITDA was 10.4 times and interest
coverage (Moody's adjusted EBITA/interest expense) 0.7 times for
the twelve month period ended January 26, 2019. Partly mitigating
NMG's very high leverage is Moody's positive view of Neiman's
well-known reputation, strong execution historically, and leading
position in the luxury apparel market. NMG's core customer
typically has the means to spend but its participation is dependent
on the customer's desire to purchase. Despite a healthy luxury
market in North America, increasing demands from the luxury
customer for newness and exclusivity in product in the face of
increased price transparency continue to require meaningful changes
to its business model.

The stable outlook reflects Moody's view that the need to optimize
its capital structure increases the risk of its financial policy.
It also incorporates Moody's expectation that NMG will continue to
improve its operating performance and maintain adequate liquidity.
Leverage is expected to remain at unsustainable levels.

Ratings could be upgraded if Neiman demonstrates the ability and
willingness to achieve and maintain debt to EBITDA below 7.5 times
and EBITA to interest expense above 1.0 times. Ratings could be
downgraded should liquidity materially deteriorate or if free cash
flow becomes meaningfully negative.

The co issuers for the senior secured second lien notes and the
senior secured third lien notes are The Neiman Marcus Group LLC,
Mariposa Borrower, Inc. and The NMG Subsidiary LLC. The Neiman
Marcus Group LLC and The NMG Subsidiary LLC are co-borrowers on the
proposed senior secured term loan.

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

Neiman Marcus Group LTD LLC, headquartered in Dallas, TX, operates
43 Neiman Marcus stores, 2 Bergdorf Goodman stores, and 24
off-price stores under the "Last Call" brand as well as an online
and catalog presence. Total revenue was $4.8 billion for the LTM
period ended January 26, 2019. The company was acquired by Ares
Management LLC and the Canada Pension Plan Investment Board in
October 2013 in a transaction valued at approximately $6 billion.


NORTHSTAR SOMERSET: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Northstar Somerset Management, LLC
        195 Davidson Avenue
        Somerset, NJ 08873

Business Description: Northstar Somerset Management operates in
                      the hotels and motels industry.
      
Chapter 11 Petition Date: May 21, 2019

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Case No.: 19-20274

Judge: Hon. Christine M. Gravelle

Debtor's Counsel: Donald W. Clarke, Esq.
                  WASSERMAN, JURISTA & STOLZ, P.C.
                  110 Allen Road, Suite 304
                  Basking Ridge, NJ 07920
                  Tel: (973) 467-2700
                  Fax: (973) 467-8126
                  E-mail: dclarke@wjslaw.com

                    - and -

                  Daniel Stolz, Esq.
                  WASSERMAN, JURISTA & STOLZ, P.C.
                  110 Allen Road, Suite 304
                  Basking Ridge, NJ 07920
                  Tel: (973) 467-2700
                  E-mail: dstolz@wjslaw.com
                          attys@wjslaw.com

Total Assets: $149,642

Total Liabilities: $5,817,910

The petition was signed by Anil Patel, member.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:

            http://bankrupt.com/misc/njb19-20274.pdf


OLB GROUP: Incurs $407,000 Net Loss in First Quarter
----------------------------------------------------
The OLB Group, Inc., filed with the U.S. Securities and Exchange
Commission on May 20, 2019, its quarterly report on Form 10-Q
reporting a net loss of $406,945 on $2.59 million of total revenue
for the three months ended March 31, 2019, compared to a net loss
of $126,630 on $77,025 of total revenue for the three months ended
March 31, 2018.

As of March 31, 2019, OLB Group had $11.77 million in total assets,
$13.83 million in total liabilities, and a total stockholders'
deficit of $2.06 million.

At March 31, 2019, the Company had cash of $42,845 and a working
capital deficit of $783,788.  For the three months ended March 31,
2019, the Company's cash used in operating activities was $113,741,
respectively.  The Company expects to fund future liquidity and
capital requirements through cash flow generated from its operating
activities resulting from increases in its merchants and revenues
generated.  Additionally, included in the working capital deficit
as of March 31, 2019 was accrued payroll, a note payable and other
expenses due to the Company's chief executive officer, Mr. Ronny
Yakov, in the amount of $657,229, which he has agreed to defer
receiving payment until the Company has sufficient working capital.


As a result of the recent amendments to its long-term and related
party long-term debt arrangements, coupled with its operations
acquired in the business combination and commitment from a related
party and significant stockholder that he will provide any
additional financial support, if needed, to satisfy the Company's
debt or other obligations through May 2020, the Company has
alleviated its previously reported substantial doubt regarding its
ability to continue as a going concern.  

"The Company's future capital requirements could depend on many
factors, including the need to expand its services, competing
technological and market developments, and the need to enter into
collaborations with other companies or acquire other companies or
technologies to enhance or complement the Company's product and
service offerings.  If the Company is unable to secure additional
capital, it may be required to curtail its future plans and take
additional measures to reduce costs in order to conserve cash," OLB
Group stated in the report.

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

                       https://is.gd/K34PNU

                         About OLB Group

The OLB Group, Inc. -- http://www.olb.com/-- is a FinTech company
and payment facilitator that focuses on a suite of products in the
merchant services and payment facilitator verticals and is focused
on providing integrated business solutions to merchants throughout
the United States.  The Company seeks to accomplish this by
providing merchants with a wide range of products and services
through our various online platforms, including financial and
transaction processing services and support for crowdfunding and
other capital raising initiatives.  The Company supplements its
online platforms with certain hardware solutions that are
integrated with its online platforms.  Its business functions
primarily through three wholly-owned subsidiaries, eVance, Inc., a
Delaware corporation, Omnisoft.io, Inc., a Delaware corporation,
and CrowdPay.Us, Inc., a New York corporation.

Liggett & Webb P.A., in New York, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated April
18, 2019, on the Company's consolidated financial statements for
the year ended Dec. 31, 2018, citing that the Company was in
default of its debt covenants.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.

OLB Group reported a net loss of $1.39 million in 2018, following a
net loss of $662,297 in 2017.


OZARK TIMBERLANDS: $400K Sale of Dover Property to Utley Approved
-----------------------------------------------------------------
Judge Ben Barry of the U.S. Bankruptcy Court for the Eastern
District of Arkansas authorized Ozark Timberlands, LLC's sale of
the three tracts of real property located in Dover, Pope County,
Arkansas, described in Exhibit A to Sandy Utley for $400,000.

The sale is free and clear of liens, claim and encumbrances, and is
on a strictly "as is, where is" basis with no warranties being
extended except as to title.

On the Closing Date, the closing agent will pay all required
closing costs for the sale.

The sale will be subject to the condition that the sale close by no
later than May 20, 2019, and further that the net sale proceeds
payable to the three mortgage lien creditors set forth will be
sufficient to pay said liens in full as of the date of closing.  

The Proceeds from the sale of the Real Property will be paid as
follows:

     a. There will be no real estate commission charges on, nor
attorney fees of the Debtor, paid from the sale proceeds at
closing;

     b. Any delinquent or current real estate taxes will be paid in
full at closing;

     c. Each party will pay closing costs as set forth in the Sale
contract; and

     d. Remaining net proceeds will be paid to:

          (i) Tract One (1) identified in Exhibit A is encumbered
by a mortgage in favor of the Scott and Pam Van Horn Family Limited
Liability Limited Partnership, LLLP in the approximate payoff
amount, calculated to May 15, 2019, of $172,175, which includes
accrued at $74 per day through the date of closing, May 15, 2019.

         (ii) Tract Two (2) identified in Exhibit A is encumbered
by a mortgage in favor of Centennial Bank, as successor in interest
of Liberty Bank of Arkansas in the approximate payoff amount,
calculated to May 15, 2019, of $102,114, which includes accrued
interest at $14 per day through the date of closing, May 15, 2019.


        (iii) Tract Three (3) identified in Exhibit A is encumbered
by a mortgage in favor of Visio Financial, Inc. with a payoff
amount, calculated to May 15, 2019, in the approximate amount of
$111,541, which includes accrued interest at $62 per day through
the date of closing, May 15, 2019.

     e. The balance of proceeds will be paid to Debtor for deposit
into its DIP bank account.  The Debtor will pay the U. S. Trustee
Quarterly Fee on the sale proceeds in the amount of $4,875 within
10 days of closing.   

The Order will be effective immediately upon its entry and the
14-day period set forth in F.R.B.P, Rule 6004(g) will not apply.

A copy of the Exhibit A attached to the Motion is available for
free at:

     http://bankrupt.com/misc/Ozark_Timberlands_59_Sales.pdf

                      About Ozark Timberlands

Ozark Timberlands, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Ark. Case No. 18-15493) on Oct. 10, 2018, estimating
less than $1 million in assets and liabilities.  The petition was
signed by H. Dan Utley, managing member.  The Debtor is represented
by Oswald C. "Rusty" Sparks, Esq., of Caddell Reynolds Law Firm.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.


PERNIX SLEEP: Now Winding Down After Business Sold to Highbridge
----------------------------------------------------------------
Pernix Therapeutics Holdings, Inc., and certain of its subsidiaries
completed on April 30, 2019, the sale of substantially all of their
assets to Currax Holdings LLC (f/k/a Phoenix Top Holdings LLC), an
entity formed by affiliates of Highbridge Capital Management,
pursuant to the Amended and Restated Asset Purchase Agreement,
dated as of April 15, 2019.

Following consummation of the Asset Sale, on May 8, 2019, Dennis H.
Langer, a member of the Board of Directors of the Company, resigned
from the Board, effective May 1.

On May 9, 2019, Douglas J. Swirsky and Kinyip Gabriel Leung,
members of the Board, resigned from the Board, effective May 1.

Kenneth R. Pina resigned from his position as Senior Vice
President, Chief Legal & Compliance Officer and Corporate Secretary
of the Company, effective May 1.

On May 15, 2019, John A. Sedor, chairman of the Board of Directors
of the Company and Chief Executive Officer of the Company, resigned
from the Board and his position as Chief Executive Officer of the
Company, effective May 15.

On May 15, 2019, Glenn Whaley resigned from his position as Vice
President of Finance, Principal Accounting Officer and Corporate
Controller of the Company, effective May 15.

On May 15, 2019, Garineh Dovletian was appointed as Wind Down
Officer of the Company, a position with the authority necessary to
wind down the business and affairs of the Company.

                     About Pernix Sleep

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

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

The cases are assigned to Judge Christopher S. Sontch.

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

The U.S. Trustee for Region 3 on March 1, 2019, appointed five
creditors to serve on an official committee of unsecured creditors.
The committee tapped Akin Gump Strauss Hauer & Feld LLP as counsel
and Potter Anderson & Corroon LLP as co-counsel.


PLAY 4 FUN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Play 4 Fun, Inc.
        13722 Jamboree Rd
        Irvine, CA 92602-1200

Business Description: Play 4 Fun, Inc. is a privately held company
                      that operates in the gaming industry.

Chapter 11 Petition Date: May 21, 2019

Court: United States Bankruptcy Court
       Central District of California (Santa Ana)

Case No.: 19-11965

Judge: Hon. Mark S. Wallace

Debtor's Counsel: Paul J. Kurtzhall, Esq.
                  HALLSTROM KLEIN & WARD LLP
                  15615 Alton Pkwy Ste 175
                  Irvine, CA 92618
                  Tel: 949-450-8500
                  Fax: 949-450-1588
                  E-mail: paul@hkwllp.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Reiner Nusbaum, president.

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

      http://bankrupt.com/misc/cacb19-11965_creditors.pdf

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

           http://bankrupt.com/misc/cacb19-11965.pdf


PROJECT BOOST: Moody's Assigns 'B3' CFR, Outlook Stable
-------------------------------------------------------
Moody's Investors Service has assigned ratings to Project Boost
Purchaser, LLC ("Boost"), consisting of a B3 Corporate Family
Rating (CFR), B3-PD Probability of Default Rating (PDR), and B2
ratings to the company's new $375 million 1st lien term loan B and
new $40 million revolving credit facility. The outlook is stable.
Boost is an acquisition vehicle for Thoma Bravo, LLC, a private
equity firm, to acquire Autodata Inc. ("Autodata", B3 CFR) from
previous owner, KKR. All of Autodata's existing ratings and outlook
will be withdrawn when the buyout transaction closes.

Net proceeds from the $375 million senior secured first lien term
loan and a $175 million senior secured second lien term loan
(unrated), together with equity contributed by Thoma Bravo, will be
used to purchase Autodata and repay Autodata's existing debt. The
$40 million senior secured revolving credit facility is not
expected to be drawn at close.

"The B3 Corporate Family Rating reflects high initial
post-acquisition leverage, which, with strong growth in Autodata's
revenues and EBITDA expected, should decline towards a Moody's
adjusted 7x over the next 18-24 months." stated Moody's analyst
Jonathan Reid.

The following summarizes Moody's ratings and today's rating actions
for Boost:

Ratings Assigned:

Issuer: Project Boost Purchaser, LLC.

  -- Corporate Family Rating, Assigned B3

  -- Probability of Default Rating, Assigned B3-PD

  -- Senior Secured 5-Year Revolving Bank Credit
     Facility, Assigned B2 (LGD3)

  -- Senior Secured 7-Year Term Loan Facility, Assigned
     B2 (LGD3)

  -- Outlook, Assigned Stable

RATINGS RATIONALE

Boost's B3 CFR rating is constrained by high leverage (around 8.5x.
debt/EBITDA expected for 2019, including Moody's standard
adjustments and expensing capitalized software development costs),
significant revenue concentration among its top customers, modest
scale relative to other software peers (revenue below $200
million), and participation in an industry which lacks publicly
available information. Boost's rating benefits from very good
liquidity, Moody's expectation that leverage will decline towards
7x (including Moody's standard adjustments and expensing of
capitalized software costs) in the next two years, a large and
proprietary data library that supports Autodata's suite of
automobile sales and marketing software applications and provides a
competitive barrier-to-entry, and opportunities to grow revenues as
new and used auto sales increasingly move on-net.

Boost has good liquidity over the next year. Sources total $65
million, comprised of expected cash at closing of $10 million,
expected free cash flow of about $15 million, and an unused $40
million revolver (due 2024) compared to about $23 million in debt
amortization requirements. Financial covenant compliance is
expected. The company's 1st lien debt credit facility features a
springing covenant that applies if revolving facility outstanding
exceeds 35% of its limit. Moody's does not expect to become
operable through mid-2020, but if it did, it would expect
compliance.

Outlook

The stable outlook is based on Moody's assessment that Boost has
ample liquidity to support its operations and that leverage will
decline towards 7x (including Moody's standard adjustments and
expensing of capitalized software costs) over the next two years.

What Could Change the Rating - Up

If adjusted debt/EBITDA falls below 6x on a sustained basis,
reflecting good operating performance, together with continuing
good liquidity.

What Could Change the Rating -- Down

If adjusted debt/EBITDA rises above 8x on a sustained basis, likely
due to challenged operations or shareholder payments, coupled with
weaker liquidity.

Project Boost Purchaser LLC ("Boost") owns Autodata Inc., which is
a London, Ontario, Canada-based software applications and
consulting company that uses an extensive data base of automobile
parameters to help manufacturers and dealers to sell new and used
cars.


PROMISE HEALTHCARE: Deadline to File Claims Set for May 31
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set May 31,
2019, at 4:00 p.m. (ET) as last date and time for all persons or
entities to file their proofs of claims against Promise Healthcare
Group LLC and its debtor-affiliates.

The Court also set July 15, 2019, at 4:00 p.m. (ET) as deadline for
governmental units to file their claims against the Debtors.

Should you choose to file a proof of claim form at this time,
completed forms can be sent to:

   Promise Healthcare Group, LLC Claims Processing Center
   c/o Prime Clerk LLC
   850 3rd Avenue, Suite 412
   Brooklyn, NY 11232
   Tel: (844) 822-9230

                     About Promise Healthcare

Established in 2003, Promise Healthcare Group, LLC, is a specialty
post-acute care health company headquartered in Boca Raton,
Florida.

Promise Healthcare and its affiliates sought bankruptcy protection
(Bankr. D. Del. Lead Case No. 18-12491) on Nov. 4, 2018.  In the
petition signed by Andrew Hinkelman, chief restructuring officer,
the Debtors estimated assets of $0 to $50,000 and liabilities of
$50 million to $100 million.

The Debtors tapped DLA Piper LLP and Waller Lansden Dortch & Davis,
LLP, as general counsel; FTI Consulting, as financial and
restructuring advisor; Houlihan Lokey and MTS Health Partners,
L.P., as investment bankers; and Prime Clerk LLC as claims agent.


RECREATE MED: June 25 Plan Outline Hearing Set
----------------------------------------------
Bankruptcy Judge Eddward P. Ballinger Jr. is set to hold a hearing
on June 25, 2019, at 10:00 a.m. to consider approval of Recreate
Med SPA, LLC's disclosure statement.

Written objections to the disclosure statement is fixed at five
business days prior to the hearing date set.

The Troubled Company Reporter previously reported that the
unsecured creditors will get 12 monthly payments. Payments and
distributions under the Plan will be funded by the income generated
from Spa and Laser services.

A full-text copy of the Disclosure Statement dated May 8, 2019, is
available at https://tinyurl.com/y3g4hee5 from PacerMonitor.com at
no charge.

                About Recreate Med Spa

Recreate Med Spa LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 18-12670) on Oct. 17,
2018.  At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $50,000.  The
Debtor tapped Bert L. Roos, P.C., as its legal counsel.


RMBR LIQUIDATION: Sale of Jackson Township Vacant Property Approved
-------------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware authorized RMBR Liquidation, Inc., formerly known as
Things Remembered, Inc., and its Debtor affiliates, to sell an
approximately 70.9 acre vacant industrial landsite located at S.
Bailey Road, Jackson Township, Mahoning County, Ohio, also known as
PP No. 50-005-0-001.01-0, at an auction to be conducted by
Chartwell Real Estate Auctions, Hanna Commercial, LLC and
auctioneer Michael Berland.

Pursuant to 11 U.S.C. Section 363(b), the Debtors are authorized to
perform their obligations under and comply with the terms of the
Auction Agreement relating to the sale of the Vacant Property, and
to consummate such sale, pursuant to and in accordance with the
terms and conditions of the Auction Agreement.

The sale will be free and clear of all liens, claims, encumbrances,
and other interests of any kind or nature whatsoever.  Any such
interests will be transferred and attached to the proceeds of the
sale with the same validity and priority, and subject to the same
defenses, that such liens had against the Vacant Property.

The Debtors will not be required to file a separate motion or seek
Court approval for any sale or other disposition of the Vacant
Property authorized to be sold pursuant to the terms set forth in
the Auction Agreement.

At the conclusion of the process, the Auctioneers will prepare, and
the Debtors will hle a report with the Court that identifies the
buyer, the price paid for the Vacant Property and the Buyer's
Premium earned by the Auctioneers with respect to the transaction .
For the avoidance of doubt, the Final Report need only describe the
information, and the Auctioneers will not be required to keep time
records of hours spent performing the services set forth in the
Auction Agreement.

The Debtors are hereby authorized to retain and employ the
Auctioneers as their agent with respect to the liquidation of the
Vacant Property, pursuant to sections 327(a) and 328(a) of the
Bankruptcy Code, Bankruptcy Rules 2014 ard 6005 and Local Rule
2014-1, on the terms and conditions set forth in the Motion and the
Auction Agreement, as may be modified by the Order.

The Auctioneers will be compensated for their services and the
Buyer's Premium and the Marketing Expenses may be paid pursuant to
the Auction Agreement and any other applicable orders or procedures
of the Court.

The Auctioneers will not be subject to any compensation procedures
established for professionals in these chapter 11 cases.  The
Auctioneers are authorized to receive compensation and expenses in
accordance with the terms of the Auction Agreement when the
compensation and expenses are earned or come due and without the
necessity of filing a monthly, interim or final application for
compensation with the Court and without further order of the
Court.

The indemnification provisions set forth in the Auction Agreement
are approved, subject to the following:

     a. The Auctioneers will not be entitled to indemnification,
contribution or reimbursement pursuant to the Auction Agreement for
services other than those described in the Auction Agreement,
unless such services and indemnification are approved by the
Court.

     b. The Debtors will have no obligation to indemnifu or provide
contribution or reimbursement to the Auctioneers for any claim or
expense that is either: (i) judicially determined (the
determination having become final) to have arisen from the
Auctioneers' fraud, gross negligence or willful misconduct, (ii)
for a contractual dispute in which the Debtors allege the breach of
the Auctioneers' contractual obligations unless the Court
determines that indemnification, contribution or reimbursement
would be permissible pursuant to In re United Artists Theatre Co.,
315 F .3d 217 (3d Cir. 2003) or (iii) settled prior to a judicial
determination as to the exclusions set forth in clauses (i) and
(ii) above, but determined by the Court, after notice and a
hearing, to be a claim or expense for which the Auctioneers should
not receive indemnity, contribution or reimbursement under the
terms of the Auction Agreement.

     c. If, before the earlier of (i) the entry of an order
confirming a chapter 11 plan in these cases (that order having
become a final order no longer subject to appeal), and (ii) the
entry of an order closing these chapter 11 cases, the Auctioneers
believes that it is entitled to the payment of any amounts by the
Debtors on account of the Debtors' indemnification obligations
under the Auction Agreement, including, without limitation, the
advancement of defense costs, the Auctioneers must file an
application in the Court, and the Debtors may not pay any such
amounts to the Auctioneers before the entry of an order by this
Court approving the payment.  The subparagraph (c) is intended only
to speciff the period of time under which the Court will have
jurisdiction over any request for fees and expenses by the
Auctioneers for indemnification, and not as a provision limiting
the duration of the Debtors' obligation to indemni$ the
Auctioneers.

     d. Any limitation of liability or limitation on any amounts to
be contributed by the parties to the Auction Agreement under the
terms of the Auction Agreement will be eliminated.

                  About Things Remembered

Things Remembered, Inc., along with affiliates, are multi-channel
personalized apparel and accessory retailers.  Their retail
approach focuses on customized gifts for milestone occasions such
as weddings, birthdays, holidays, and graduations.  The Company
offers their merchandise through their catalog, e-commerce website,
and approximately 400 stores in shopping malls throughout the
United States and Canada.  They are headquartered in Highland
Heights, Ohio.

Things Remembered, along with two affiliates filed for Chapter 11
bankruptcy (Bankr. D. Del. Case No. 19-10234) on Feb. 6, 2019.  In
the petitions signed by CRO Robert J. Duffy, the Debtors estimated
$50 million to $100 million in assets and $100 million to $500
million in liabilities.

Judge Kevin Gross oversees the Debtors' cases.

Landis Rath & Cobb LLP serves as the Debtors' local bankruptcy
counsel and Kirkland & Ellis LLP serves as general bankruptcy
counsel. Berkeley Research Group, LLC serves as restructuring
advisor to the Debtors; Stifel, Nicolaus & Co., Inc. and Miller
Buckfire & Co., Inc., as financial advisor and investment banker;
and Prime Clerk, LLC as notice and claims agent.  Davies Ward
Phillips & Vineberg LLP serves as acting Canadian counsel.

The Debtors had a stalking horse bid from Enesco LLC, an
international giftware business that is a portfolio company of
Balmoral Funds LLC.  The stalking horse bid is for $17.5 million
in
cash, subject to post-closing adjustments, and includes a $3
million earnest money deposit.

Following the sale of the Debtors' assets, the Debtors changed its
name to Things Remembered, Inc. to RMBR Liquidation, Inc.; TRM
Holdco Corp. to RMBR Liquidation Holdco Corp.; and TRM Holdings
Corporation to RMBR Liquidation Holdings Corporation.


RUDALEV 2: June 24 Plan and Disclosure Statement Hearing
--------------------------------------------------------
Bankruptcy Judge Mark A. Randon issued an order granting
preliminary approval of Rudalev 2 Refinance, LLC's disclosure
statement.

The deadline to return ballots on the plan, as well as to file
objections to final approval of the adequacy of the information in
the disclosure statement and objections to confirmation of the plan
is June 17, 2019.

The hearing on objections to final approval of the adequacy of the
information in the disclosure statement and confirmation of the
plan will be held on June 24, 2019, at 11:00 a.m. before the
Honorable Mark A. Randon, United States Bankruptcy Judge, in
Courtroom 1825, 211 West Fort Street, Detroit, Michigan 48226.

The Troubled Company Reporter previously reported that unsecured
creditors will get nothing under the plan.

A full-text copy of the Disclosure Statement dated May 8, 2019, is
available at https://tinyurl.com/y6zraz2o from PacerMonitor.com at
no charge.

                        About Rudalev 2

Rudalev 2 Refinance, LLC, owner of various parcels of property in
Michigan, and its affiliate Rudalev 2, LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case Nos.
19-43402 and 19-43403) on March 10, 2019.  At the time of the
filing, each debtor estimated assets of $1 million to $10 million
and liabilities of the same range.


RYAN HINTON: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Ryan Hinton Inc.
        PO Box 5985
        Twin Falls, ID 83301

Business Description: Ryan Hinton Inc. --
                      https://ryanhintoninc.com -- is a family-
                      owned company that offers a wide variety of
                      over-the-road (OTR) trucking services based
                      out of Twin Falls, Idaho.  The Company's
                      trailer hauling services include, flatbeds,
                      hoppers, stepdecks, belt trailers, and
                      walking floors to haul a large variety of
                      traditional and organic commodities such as
                      alfalfa, straw, corn, oats, barley, and
                      salt.

Chapter 11 Petition Date: May 20, 2019

Court: United States Bankruptcy Court
       District of Idaho (Twin Falls)

Case No.: 19-40481

Judge: Hon. Joseph M. Meier

Debtor's Counsel: Chad Moody, Esq.
                  ANGSTMAN JOHNSON
                  199 N. Capitol Blvd., Ste. 200
                  Boise, ID 83702
                  Tel: (208) 384-8588
                  E-mail: chad@angstman.com
                          info@angstman.com

Total Assets: $4,417,715

Total Liabilities: $5,821,757

The petition was signed by Robert Ryan Hinton, owner.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:

          http://bankrupt.com/misc/idb19-40481.pdf


SAFFRON BORROWCO: Moody's Assigns 'B3' CFR & 'B3-PD' PDR
--------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD probability of default rating to Saffron Borrowco, LLC
("Smart & Final"). In addition Moody's also assigned a B3 rating to
the company's senior secured term loan. The outlook is stable. The
term loan will partially finance the acquisition of the company by
affiliates of Apollo Global Management, LLC. The company was
previously part of Smart & Final Stores, Inc. and will now be
operated as a stand alone entity owned by Apollo.

"We expect Smart & Final's leverage to remain high with lease
adjusted debt to EBITDA at about 5.8 times at the end of fiscal
2019," Moody's Vice President Mickey Chadha stated. "We expect top
line growth to be modest and continued pricing pressure in the
grocery business will make it difficult to increase margins",
Chadha further stated.

Assignments:

Issuer: Saffron Borrowco, LLC

  -- Probability of Default Rating, Assigned B3-PD

  -- Corporate Family Rating, Assigned B3

  -- Senior Secured Bank Credit Facility, Assigned
     B3 (LGD4)

Outlook Actions:

Issuer: Saffron Borrowco, LLC

  -- Outlook, Assigned Stable

RATINGS RATIONALE

The B3 Corporate Family Rating reflects the company's weak credit
metrics. Debt/EBITDA and EBIT/interest is expected to be about 5.8
times and 1.2 times respectively for the fiscal year 2019. While
the company is expected to curtail its growth and therefore lower
capital expenditures while embarking on a cost saving program under
Apollo's ownership, Moody's does not expect metrics to improve
meaningfully in the next 12 months. The business environment has
become increasing competitive and pricing pressure continues. While
modest food inflation will help topline growth the competitive
pressure will minimize the positive impact on profitability as
margin improvement will be difficult to achieve. The company's
credit profile is also constrained by its regional concentration,
small scale and challenging geographic and demographic markets.
Ownership by an equity sponsor also makes future financial policies
uncertain. Positive factors include the company's good liquidity
and relatively stable operating performance in light of the
challenging business environment that has been characterized by
increased promotional activity.

The stable outlook incorporates Moody's expectation that over the
next 12-18 months credit metrics will improve modestly and remain
in line with the rating category.

The ratings could be upgraded if the company continues to
demonstrate good liquidity, and sustained improvement in
profitability and operating margins. Quantitatively, an upgrade
could be achieved if debt to EBITDA is sustained below 5.5 times
and EBIT to interest is sustained in excess of 1.25 times.

Ratings could be pressured if there is a material deterioration in
liquidity or if operating performance deteriorates as evidenced by
sustained decline in same store sales growth and profitability.
Ratings could also be downgraded if the company's financial
policies become aggressive particularly in terms of debt financed
dividends. Quantitatively ratings could be downgraded if EBIT to
interest is sustained below 1.0 times or if debt to EBITDA is
sustained above 6.5 times.

Saffron Borowco, LLC (Smart & Final) operates 257 non-membership,
smaller box (16 to 27 thousand square feet), warehouse type grocery
stores under the "Smart & Final", and "Smart & Final Extra!"
banners in California, Arizona and Nevada, with an additional 15
stores in northern Mexico operated through a 50/50 joint venture.
Affiliates of Apollo Management will own 100% of the company.


SHAPE TECHNOLOGIES: Moody's Alters Outlook to Neg. & Affirms B2 CFR
-------------------------------------------------------------------
Moody's Investors Service changed Shape Technologies Group, Inc.'s
outlook to negative from stable and affirmed the company's B2
Corporate Family Rating (CFR) and B2-PD Probability of Default
Rating, as well as the B2 ratings on the company's existing $15
million first lien senior secured revolving credit facility and
$300 million first lien senior secured term loan due 2025.
Concurrently, Moody's assigned a B2 rating to the $50 million
additional first lien senior secured term loan.

"While we anticipate that the company will benefit from the booked
orders in the advanced applications area, the increase in debt and
leverage comes at a time when the company has significantly
underperformed and is yet to show improved results from the recent
restructuring," says Inna Bodeck, the lead analyst with Moody's.

Shape announced on 14 May that American Industrial Partners would
sell a partial ownership stake to DCP Capital and take out
debt-financed $50 million dividend. This represents approximately
17% increase in total debt, bringing the senior secured term loan
to $350 million. We estimate that this transaction will increase
debt-to-EBITDA to 6.3x (incorporating Moody's standard adjustments)
from approximately 5.5x for the twelve months ending 3/31/2019. In
addition, Shape reported a 9.7% decline in 1Q 2019 in its topline
and EBITDA has declined to $8.8 million from $16.2mm primarily due
to the softness in the automotive sector.

Moody's took the following rating actions on Shape Technologies
Group, Inc.:

-- Corporate Family Rating, affirmed at B2

-- Probability of Default Rating, affirmed at B2-PD

-- $15 million first lien senior secured revolving credit
    facility due 2023, affirmed at B2 (LGD4)

-- $300 million first lien senior secured term loan due 2025,
    affirmed B2 (LGD4)

-- $50 million first lien senior secured term loan due 2025
    add-on, assigned B2 (LGD4)

-- Outlook, changed to negative from stable.

RATINGS RATIONALE

Shape Technologies Group, Inc.'s ("Shape") B2 Corporate Family
Rating reflects its leading position within the niche waterjet
cutting market and significant aftermarket business which
represents about 58% of its revenues and provides some degree of
revenue stability. These considerations are tempered by Shape's
modest size and its exposure to certain key end markets which
exhibit a high degree of cyclicality. Additionally, Moody's
estimates that the debt-financed dividend substantially increases
debt-to-EBITDA to 6.3x (incorporating Moody's standard adjustments)
from approximately 5.5x for the twelve months ending 3/31/2019.
While Moody's forecasts the company will generate positive free
cash flow in 2019 aided by normalized capital spending and less
restructuring costs, Shape has yet to meet Moody's free cash flow
expectations. Shape has had free cash flow deficits for two
consecutive years -- in 2018 primarily due to the capital
expenditures and expense related to the relocation of the main
manufacturing facility and in 2017 due to the working capital
investment associated with robust top line growth. Moody's expects
the recent restructuring initiatives to benefit EBITDA in 2019
which should support a level of deleveraging.

The negative outlook reflects the risk that Shape may not be able
to reduce debt-to-EBITDA to below 5.0x over the next twelve to
eighteen months. It also reflects that the debt-financed dividend
significantly increases debt and leverage at a time when the
company is yet to show performance improvement partially related to
the recent restructuring. In addition, it incorporates uncertainty
around the timing of orders from the advanced applications projects
in lightweighting and food processing and thus the company's
ability to manage through the softness in the automotive sector
effectively.

Ratings could be upgraded if the company increases its size and
scale as measured by revenue while sustaining debt-to-EBITDA below
4.0x and free cash flow to debt above 10%.

The ratings would likely come under pressure if debt-to-EBITDA were
sustained above 5.0x or if coverage metrics were to weaken
materially. Weakness in cash flow from operations and free cash
flow as a percentage of debt sustained below 5% could also result
in downward rating pressure.

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

Headquartered in Kent, WA, Shape is a manufacturer of ultra high
pressure technology and advanced materials processing systems.
Shape's products include a cutting head, UHP pump, motion system,
and control software that are either sold individually, combined
together to form a system, or integrated with robotic cutting cells
and other automated material handling solutions to create a broad
application-based system. After the transaction closing, Shape will
be majority owned by funds affiliated with American Industrial
Partners (AIP) with 49.9% ownership by DCP Capital. Sales for the
twelve months ended March 30, 2019 were approximately $438 million.


SPENCER SPIRIT: Moody's Assigns 'B2' CFR & Rates $385MM Loan B 'B2'
-------------------------------------------------------------------
Moody's Investors Service assigned Spencer Spirit IH LLC a B2
Corporate Family Rating and B2-PD Probability of Default Rating.
Concurrently, Moody's assigned a B2 rating to the company's
proposed $385 million first lien senior secured term loan B. The
outlook is stable.

Proceeds from the proposed $385 million term loan B, along with
cash of $48 million, will be used to refinance Spencer Gifts LLC's
existing term loans, as well as pay related fees and expenses. The
existing ratings for Spencer Gifts LLC remain unchanged and will be
withdrawn upon the close of the proposed transaction. The assigned
ratings are subject to receipt and review of final documentation.

"The assigned B2 CFR reflects the company's solid operating
performance, including a strong Halloween season at Spirit with
continued average sales per store growth, as well as positive
comparable sales at Spencer's," stated Moody's Vice
President-Senior Analyst, Adam McLaren. The company has continued
to reduce leverage and funded debt levels through EBITDA growth and
debt reduction. Leverage on a pro-forma basis for the proposed
refinancing transaction is near 4.3x for the period ended February
2, 2019.

Assignments:

Issuer: Spencer Spirit IH LLC

  -- Probability of Default Rating, Assigned B2-PD

  -- Corporate Family Rating, Assigned B2

  -- Senior Secured Bank Credit Facility, Assigned B2
     (LGD4)

Outlook Actions:

Issuer: Spencer Spirit IH LLC

  -- Outlook, Assigned Stable

RATINGS RATIONALE

Spencer Spirit's B2 rating reflects its limited scale, significant
reliance on mall traffic and discretionary spending by 18-24 year
olds in Spencer Gifts ("Spencer"), and its exposure to the secular
transition to e-commerce in both segments. The company's very high
seasonality with the vast majority of earnings and cash flow
generated in the third quarter also constrain its credit profile.
The company also generates positive EBITDA in Q4. However, the
company's credit profile is supported by the good performance of
the Spirit Halloween ("Spirit") segment, including strong
performance during the 2018 Wednesday Halloween season, including
growth in average sales per store. This performance, coupled with
Spencer's improved store comparables in 2018 and additional debt
reduction, result in the company having solid credit metrics. We
expect that flat to modestly positive Spencer comparable sales and
Spirit store productivity will lead to maintaining debt/EBITDA in
the low 4-times range and EBIT/interest expense in the mid-to high
1 times range over the next 12-18 months.

The stable outlook reflects Moody's expectation Spencer Spirit will
continue to maintain adequate liquidity and strong credit metrics
for the rating category supported by modestly positive sales comps
at Spencer and continued good performance at Spirit.

The ratings could be upgraded if the company generates solidly
positive Spencer Gifts same store sales and grows the online
channel, which would signal a continued ability to generate
earnings growth in the Spencer Gifts segment. An upgrade would
require earnings stability and continued growth at the Spencer
Spirit level, with debt/EBITDA sustained below 4.0 times, and
EBIT/interest expense above 2.0 times.

The ratings could be downgraded if liquidity materially erodes,
including negative free cash flow generation, or if profitability
deteriorates. Quantitatively, the ratings could be downgraded if
debt/EBITDA is sustained above 5.0 times or EBIT/interest is below
1.5 times.

Spencer Spirit IH LLC ("Spencer Spirit") is an intermediate holding
company of Spencer Gifts, LLC and Spirit Halloween Superstores LLC.
The company operated 683 Spencer's and 1,329 Spirit stores during
the fiscal year ended February 2, 2019, and generated revenue of
approximately $941 million. Spencer Spirit is predominantly owned
by senior management and employees following the purchase of ACON
Investments' equity stake in June 2015.


SUSAN HENTSCHEL: June 14 Hearing on $1.3M Wainscott Property Sale
-----------------------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts continued the hearing on Susan
Hentschel's proposed private sale of the land with the improvements
thereon located at 19 Broadwood Court, Wainscott, East Hampton, New
York, to Joshua S. Dinstein and Lauren J. Kucerak for $1.265
million, cash, subject to higher and better offers, to June 14,
2019 at 10:00 a.m. in Worcester.

The deadline for objections is extended to June 7, 2019.

On May 17, 2019, the Debtor is Ordered to:

    1. File a supplement containing the information required by
Mass. Local Bankr. R. 6004—l(c)(l)(F);

    2. A proposed order;

    3. Serve the Motion to Sell, Notice of Sale, supplement,
proposed order, and notice of the continued hearing date and the
objection deadline on all parties with an interest in the property
(including all lienholders) and Robert Hentschel pursuant to Fed.
Bankr. P. 7004(b)(l), (b)(3), or (h), as applicable, and file an
affidavit of such service;

    4. Serve the Motion to Sell on any other creditors not having
already been served with the Motion and file a certificate of such
service; and

    5. Serve the supplement, proposed order, and notice of the
continued hearing date and the objection deadline on all creditors
and any other party who has filed a notice of appearance in the
case not previously served and file a certificate of such service.

                       About Susan Hentschel

Susan Hentschel sought Chapter 11 protection (Bankr. D. Mass. Case
No. 19-40426) on March 20, 2019.  The Debtor tapped Michael B.
Feinman, Esq., at Feinman Law Offices as counsel.



TAYLOR MORRISON: Moody's Rates New $475MM Sr. Unsec. Notes 'Ba3'
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the proposed new
$475 million of 8-year senior unsecured notes of Taylor Morrison
Communities, Inc., an indirect, wholly-owned, debt-issuing
subsidiary of Taylor Morrison Home Corporation. Proceeds will be
used, together with $75 million of cash on hand, to refinance the
$550 million of 5.25% senior unsecured notes due April 15, 2021.
All of Taylor Morrison's ratings remain unchanged, and the outlook
is stable.

Pro forma as of year-end 2018 for this offering and the repayment
of the existing notes, adjusted debt to capitalization will be
little changed from Taylor Morrison's year-end 2018 figure of
46.8%.

Assignments:

Issuer: Taylor Morrison Communities, Inc.

  -- Gtd Senior Unsecured Regular Bond/Debenture, Assigned Ba3
(LGD4)

RATINGS RATIONALE

The Ba3 Corporate Family Rating of Taylor Morrison reflects the
company's relatively strong credit metrics, including adjusted pro
forma debt leverage of approximately 46.8% at December 31, 2018,
and greatly increased size and scale since Moody's first rated the
company in 2012. In addition, the company's former PE sponsors have
sold all of their remaining ownership interests, which has removed
a constraint on the ratings.

However, Taylor Morrison does have an active acquisition policy in
an industry that seems to have warmed up to takeover transactions,
which could present integration challenges and put pressure on debt
leverage down the road. Job One for the company will be to fully
and quickly integrate AV Homes, Inc., purchased last year, into its
own operations and corporate culture.

The stable outlook reflects Moody's expectation that the company's
key credit metrics will remain supportive of the Ba3 rating, even
in a slowing housing environment.

Factors that could lead to an upgrade include preservation of good
liquidity, adjusted gross margins over 20%, interest coverage above
5.5X, maintenance of a Moody's-adjusted homebuilding debt to book
capitalization below 45%, and timely and seamless integration of AV
Homes.

Factors that could lead to a downgrade include if adjusted
homebuilding debt to total capitalization above 50%, interest
coverage below 4x, adjusted gross margins below 18%, and
difficulties in integrating AV Homes.

The company's liquidity is good, with $172 million of unrestricted
cash on hand and approximately $504 million of availability on a
$600 million revolver that expires on January 26, 2022. In
addition, a Moody's-projected substantial headroom in covenants
that "spring" and a largely unencumbered asset base add to Taylor
Morrison's liquidity strength. Partially offsetting these strengths
is Moody's expectation of negative cash flow in 2019. On October 2,
2018, the closing date of the AV Homes, Inc.' acquisition, the
company entered into 364-Day Credit Agreement in respect of a term
loan facility in an aggregate principal amount of $200 million that
matures on October 1, 2019.

The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in January 2018.

Taylor Morrison Home Corporation, an indirect parent company of
Taylor Morrison Communities, Inc., is a national homebuilder and
developer based in Scottsdale, Arizona and operated under two
brands, Taylor Morrison and Darling Homes. The company serves a
wide array of consumer groups from coast to coast, including
first-time, move-up, luxury, and 55 plus buyers. In Texas, Darling
Homes builds communities with a focus on individuality and custom
detail. Revenues and net income in 2018 were $4.2 billion and $210
million, respectively.


TELEXFREE LLC: Trustee's $459K Sale of Coconut Creek Property OK'd
------------------------------------------------------------------
Judge Melvin S. Hoffman of the U.S. Bankruptcy Court for the
District of Massachusetts authorized the private sale by Stephen B.
Darr, the Chapter 11 Trustee of TelexFree, LLC, and its
debtor-affiliates, of all of the Estates' right, title and interest
in the real property located at 4506 San Mellina Drive, Coconut
Creek, Florida to Marie Goldfarb and Michael Goldfarb or their
nominee for $459,000.

The hearing on the Motion set for May 29, 2019 at 10:30 a.m. is
cancelled.

The sale is free and clear of liens, claims, interests and
encumbrances.

                      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.


TELEXFREE LLC: Trustee's Auction of Deerfield Beach Property Okayed
-------------------------------------------------------------------
Judge Melvin S. Hoffman of the U.S. Bankruptcy Court for the
District of Massachusetts authorized the public auction sale by
Stephen B. Darr, the Chapter 11 Trustee of TelexFree, LLC, and its
debtor-affiliates, of all of the Estates' right, title and interest
in the real property located at Units 102, 103, 201, 202, 301, 302,
304, and 402 of the Beverly Condominiums located at 900 NW 45th
Street, Deerfield Beach, Florida.

The hearing on the Motion set for May 21, 2019 at 10:30 a.m. is
cancelled.

A copy of the General Terms & Conditions of Sale attached to the
Motion is available for free at:

      http://bankrupt.com/misc/TelexFree_LLC_1343_Sales.pdf

                      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 PELLETS: Committee Objects to 1st Amended Disclosures
-----------------------------------------------------------
The Official Unsecured Creditors Committee filed an objection to
Texas Pellets, Inc. and German Pellets, LLC's first amended
disclosure statement in support of its first amended joint chapter
11 plan.

In Section 7.3 of the Disclosure Statement, the Debtors state that
"unsecured claims" are estimated in the amount of $7,889,346.51 for
GPTX and $22,948,100.71 for TPI. However, those numbers are
qualified by the two sentences which follow those estimates. In
particular, the Debtors state that "These estimates include certain
intercompany claims." and, "These estimates do not include the
Allowed Deficiency Claim of the Bond Trustee."

The Committee complains that these statements, taken together, do
not in any way "provide sufficient information" to allow the
holders of those claims to make an informed decision about how to
vote on the Plan. There is no statement or information as to the
amount and nature of the "intercompany claims" as well as whether
those claims will be, or can be, subordinated to the claims of
noninsider prepetition unsecured creditors.

While there is a statement that the estimates provided do not
include the "Alleged Deficiency Claim of the Bond Trustee," there
is no explanation as to the potential amount of what the Bond
Trustee Deficiency Claim may be and its effect on distribution to
others who may vote in that class.

Further, the Disclosure Statement makes no mention of the fact that
under Section 1.3.a of the Liquidating Trust Agreement which was
not filed until May 6, 2019, provides in part that ". . . all such
trust assets will be transferred to the Trust, subject to all
Liens, Claims, Interests and Encumbrances, including but not
limited to the Liens of the Bond Trustee." Thus, holders of
prepetition unsecured claims are not informed that the Bond Trustee
claims included in Class 3 are not only likely to be significantly
larger in amount than all other Class 3 claims combined but, under
the terms of the Liquidating Trust, do not take pari passu with all
of the Class 3 claimants but instead become superior as to
distribution rights for certain of the assets ostensibly provided
to all of the members of that class.

In neither the Disclosure Statement nor in the Plan Supplement
Documents is the name of the Liquidating Trustee disclosed nor is
the process for selection of the Liquidating Trustee disclosed.

Likewise, in neither the Disclosure Statement nor the Plan
Supplement Documents filed on May 6, 2019, are the identities of
the Oversight Committee for the Liquidating Trustee disclosed nor
is the process for selecting those committee members disclosed.

In sum, neither the Disclosure Statement nor any other documents
filed by the Debtors provide adequate or sufficient information for
Class 3 unsecured creditors to cast an informed vote on the Plan.

A copy of the Committee's Objection is available at
https://tinyurl.com/y37m5ebb from Pacermonitor.com at no charge.

The Troubled Company Reporter previously reported that the first
amended plan modifies the treatment of unsecured claims in Class
3(a) and (3b). Allowed Class 3(a) Claims will receive a pro rata
distribution from the amount allocated for the Estate of TPI and
Allowed Class 3(b) will receive a pro rata distribution from the
amount allocated for the Estate of GPTX.

A copy of the First Amended Disclosure Statement dated Feb. 22,
2019 is available at https://tinyurl.com/y3petttg from
Pacermonitor.com at no charge.

Counsel for the Official Unsecured Creditors Committee:

     Patrick Kelley
     State Bar No. 11202500
     Patrick Kelley, PLLC
     112 E. Line Street, Suite 203
     Tyler, Texas 75702
     Tel: (903) 630-5151
     Fax: (903) 639-5760
     Email: pat@patkelleylaw.com

                   About Texas Pellets

Texas Pellets, Inc., based in Woodville, Texas, filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 16-90126) on April 30, 2016.
The petition was signed by Anna Katherin Leibold, president and
chief executive officer.

German Pellets Texas, LLC, also based in Woodville, Texas, filed a
Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90127) on  April
30, 2016.  The petition was signed by Peter H. Leibold, its chief
executive officer.  

The cases have been jointly administered under Texas Pellets'
case.
Judge Bill Parker presides over the cases.

The Debtors employ William Steven Bryant, Esq., at Locke Lord LLP
as their legal counsel; Searcy & Searcy, P.C. as local/conflicts
co-counsel; and Guggenheim Securities, LLC as investment banker.
Bryan M. Gaston, and the firm Opportune, LLP, serve as the
Debtors'
Chief Restructuring Officer.

No Chapter 11 trustee or examiner has been appointed in these
Bankruptcy Cases.  An official committee of unsecured creditors
was
appointed on May 17, 2016.


TOMS SHOES: Moody's Cuts PDR to Caa3-PD & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Investors Service affirmed TOMS Shoes, LLC's Caa3 Corporate
Family Rating ("CFR") and Caa3 senior secured first lien term loan
rating. Concurrently, Moody's downgraded the company's Probability
of Default Rating ("PDR") to Caa3-PD from Caa2-PD. The outlook was
changed to stable from negative.

"Although TOMS' turnaround has gained traction over the past year
and we expect further positive momentum from the Stand for Tomorrow
campaign, we believe leverage is unlikely to improve to a
sustainable level prior to the company's 2020 debt maturities,"
said Moody's analyst Raya Sokolyanska.

The affirmations of the Caa3 CFR and term loan ratings reflect
Moody's higher recovery rate assessment in the event of potential
default, which was driven by the company's better earnings
performance. However, the PDR downgrade to Caa3-PD from Caa2-PD
reflects Moody's view that the probability of an event of default,
including a potential distressed exchange, has increased as a
result of the approaching 2020 debt maturities and continued high
leverage.

The change in outlook to stable from negative reflects Moody's view
that the probability of a default over the next 12 to 18 months is
already appropriately reflected in the Caa3 rating.

Moody's took the following rating actions for TOMS Shoes, LLC:

-- Corporate Family Rating, affirmed Caa3

-- Probability of Default Rating, downgraded to Caa3-PD
    from Caa2-PD

-- $306.5 million Senior Secured Term Loan due 2020, affirmed
    Caa3 (LGD3), from Caa3 (LGD5)

-- Outlook, changed to stable from negative

RATINGS RATIONALE

The Caa3 CFR reflects Moody's view that TOMS' capital structure is
unsustainable at present and that there is a low likelihood of
TOMS' growing earnings to a level that would support a successful
refinancing of its entire debt capital structure prior to the 2020
debt maturities. The rating also reflects the company's weak
liquidity profile over the next 12-18 months, including Moody's
projections for breakeven free cash flow and constrained revolver
availability during peak periods. The rating also incorporates
TOMS' small scale, high fashion risk and limited revenue
diversification compared to the majority of rated apparel peers,
with about half of revenue derived from the alpargata line.

At the same time, the rating benefits from the company's earnings
recovery in 2018 and Moody's expectations for continued improvement
in 2019 driven by TOMS' new marketing campaign. The rating also
incorporates the cash infusions received from the company's
shareholders, provided in the form of $27 million related party
revolving notes in 2017 and $5 million related party promissory
notes in Q1 2019.

The ratings could be downgraded if the likelihood of default
increases or Moody's recovery estimates decline.

The ratings could be upgraded if TOMS refinances its capital
structure, or materially improves its earnings and reduces its debt
levels, for instance, through a cash equity infusion from its
sponsors, such that the likelihood of refinancing its entire
capital structure at par significantly increases.

TOMS Shoes, LLC ("TOMS") is a designer, retailer and wholesaler
primarily of footwear under the TOMS brand. TOMS' commitment to
philanthropy is a cornerstone of its business strategy. The
company's products are sold globally in the wholesale channel and
directly to consumers primarily through ecommerce. Net sales for
the twelve months ended March 31, 2019 were about $311 million. The
company was founded by Mr. Blake Mycoskie in 2006 and Bain Capital
acquired a 50% ownership stake in October 2014.


TONY3CARS INC: CRF Wants Court to Junk 2nd Amended Disclosures
--------------------------------------------------------------
CRF Small Business Loan Company, LLC objects to the adequacy of the
Second Amended Disclosure Statement filed by Tony3cars, LLC dated
May 9, 2019.

This omnibus objection includes those objections previously filed
on behalf of CRF in response to the inadequacy of the initial
Disclosure Statement and the Amended Disclosure Statement dated
April 1, 2019 filed on behalf of the Debtor in the past.

CRF complains that the Debtor's Second Amended Disclosure Statement
fails to identify all secured creditors of the Debtor, nor does it
provide for any treatment of the non-disclosed secured creditors.

In spite of the prepetition secured interest in all of the Debtor's
assets identified in this UCC1 Financing Statement the Debtor
failed to disclose NS Leasing, LLC, as either a lessor of equipment
on Schedule G, or a secured creditor on Schedule D, or otherwise
address this creditor in the Disclosure Statement. In either event,
the Debtor has wholly failed to address how the it intends to treat
this creditor, including a request directed to the creditor that a
UCC termination statement be filed with the Texas Secretary of
State.

If these creditors are truly non-creditors that have been paid off
in the past, the Second Amended Disclosure Statement must reference
each claimant and explain how the Debtor plans to eliminate or
terminate their respective security interests in the Debtor's
assets and the mortgage on its real property. Had the Debtor simply
ordered a UCC search or a title report, which presumably it did,
these matters should have been addressed between the Nov. 5, 2018
petition date and the disclosure hearing.

The Debtor's Second Amended Disclosure Statement also fails to
provide any background information associated with ongoing
transfers between the Debtor and insiders of the Debtor or third
parties.

The failure to disclose all of these transfers further supports
CRF's argument that the bankruptcy and now the Second Amended
Disclosure Statement have been filed in bad faith and that the
Debtor continues to omit any reference to funds that have been
co-mingled on a regular basis between all of the operating entities
owned and operated by Celia Lopez.

CRF asks that the Court should not approve the Second Amended
Disclosure Statement and should, instead, convert the case to a
liquidating Chapter 7 so that a Trustee can be installed to review
all of the insider transactions taking place between various
insiders and Celia Lopez related entities during the two years
preceding the Petition Date and to determine the nature and extent
of any potential fraudulent conveyances or preferential transfers.

A copy of CRF's Objection is available at
https://tinyurl.com/y38tpbja from Pacermonitor.com at no charge.

Counsel for CRF Small Business Loan Company, LLC:

     T. Chris Stewart (MN State Bar No. 152316)
     Anastasi Jellum,
     P.A. 14985 60th Street North
     Stillwater, MN 55082
     Admitted Pro Hac Vice

          -and-
    
     Allison L. Grossman (TX Bar No. 24054946)
     Anderson Grossman, PLLC
     One Galleria Tower
     13355 Noel Road
     Suite 1900
     Dallas, Texas 75240

                      About Tony3cars LLC

Tony3cars, LLC is a privately-held company in Dallas, Texas in the
real estate agents and managers business.

Tony3cars sought protection under Chapter 11 of the Bankruptcy
Code
(Bankr. N.D. Texas Case No. 18-33663) on Nov. 5, 2018.  In the
petition signed by Celia Lopez, sole member, the Debtor estimated
assets of less than $50,000 and liabilities of $1 million to $10
million.  

The Debtor tapped Eric A. Liepins, P.C., as its legal counsel.


TOWN STAR: Court Approves Disclosures, Confirms Chapter 11 Plan
---------------------------------------------------------------
Bankruptcy Judge Caryl E. Delano approved Town Star Holdings, LLC's
disclosure statement and confirmed its chapter 11 liquidating plan
as modified.

The Court finds that the disclosure statement contains adequate
information within the meaning of 11 U.S.C. section 1125.

The Court also finds that The Plan meets and satisfies the
requirements of 11 U.S.C. section 1129(a) and (b), including,
without limitation, the following:

The Plan has been proposed in good faith and not by any means
forbidden by law.

The Plan does not involve the establishment of rates over which any
regulatory commission has or will have jurisdiction after
confirmation.

Confirmation of the Plan is not likely to be followed by the
liquidation, or the need for further financial reorganization, of
Town Star or any successor to Town Star under the Plan.

The Court holds that Plan provisions Section 6.04 (Releases by
Holders of Claims and Interests) and 6.05 (Discharge of
Environmental Liabilities) are deleted from the Plan in their
entirety and the claims and interests shall be discharged only to
the extent of 11 U.S.C. 1141. Additionally, the Plan Section 1.01
definition of "Released Party" will also be deleted in its
entirety.

Plan provisions, Section 4.06, are modified to memorialize the
waiver by Dor Bocian, the Debtor's manager, of any and all pre- and
post-Petition Date claims he could assert as against the Debtor and
he will receive no distribution from the Estate. Mr. Bocian shall
cooperate with the Liquidating Agent as may be necessary and
appropriate.

Plan Article III is modified to convert Class 6 to an Insider
Rejection Damage Claims Class for the holders of rejection damage
claims who are insiders (including relatives of insiders). All
former non-insider Class 6 rejection damages claims will become
Class 5 General Unsecured Claims and receive proportionate
distributions as a general unsecured creditor.

               About Town Star Holdings

Headquartered in Fort Myers, Florida, Town Star Holdings, LLC,
owns
convenience stores.

Town Star Holdings filed a Chapter 11 petition (Bankr. M.D. Fla.
Case No. 19-00667) on Jan. 25, 2019.  At the time of the filing,
the Debtor estimated under $10 million in both assets and
liabilities.  The Debtor tapped Steven M. Berman, Esq., at
Shumaker, Loop & Kendrick, LLP, as its legal counsel.


U & J CAFE: $25K Sale of 1981 Chevrolet P30 Step Van Approved
-------------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida authorized U & J Cafe, LLC, doing
business as Mortar & Pestle, doing business as Mortar & Pestle
Cafe, to sell the 1981 Chevrolet P30 Step Van, VIN
1GCJP32W6B3316233, to Florida Ave Ent, LLC for $25,000.

A hearing on the Motion was held on April 18, 2019.

Synovus Bank, whose Claim #7 is secured by the Van, will release
its lien on the Van and release the principals from their
guarantees upon the receipt of $35,000, which will be payable as
follows: (i) $25,000 from the Purchaser, and (ii) $10,000 from the
Debtor's principals.

Synovus Bank will have an allowed general unsecured claim in the
amount of $8,761.  

The 14-day stay required under Bankruptcy Rule §6004(h) will be
waived, and any order granting the Motion is effective immediately
upon entry.

                       About U & J Cafe

Based in Tampa, Florida, U & J Cafe, LLC, d/b/a Mortar & Pestle,
d/b/a Mortar & Pestle Cafe, a restaurant operator, filed a
voluntary Chapter 11 Petition (Bankr. M.D. Fla. Case No. 18-04940)
on June 14, 2018.  It is an affiliate of U & J Realty, LLC, which
sought bankruptcy protection on June 1, 2018 (Bankr. M.D. Fla. Case
No. 18-04591).

In the petition signed by Ujwal Patel, manager, the Debtor
disclosed total assets of $119,910 and total liabilities of $2.06
million as of the bankruptcy filing.

The Debtor is represented by Buddy D Ford, Esq., at Buddy D. Ford,
P.A., in Tampa, Florida.


U & J CAFE: $25K Sale of 1981 Chevrolet P30 Step Van Approved
-------------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida authorized U & J Cafe, LLC, doing
business as Mortar & Pestle, doing business as Mortar & Pestle
Cafe, to sell the 1981 Chevrolet P30 Step Van, VIN
1GCJP32W6B3316233, to Florida Ave Ent, LLC for $25,000.

A hearing on the Motion was held on April 18, 2019.

Synovus Bank, whose Claim #7 is secured by the Van, will release
its lien on the Van and release the principals from their
guarantees upon the receipt of $35,000, which will be payable as
follows: (i) $25,000 from the Purchaser, and (ii) $10,000 from the
Debtor's principals.

Synovus Bank will have an allowed general unsecured claim in the
amount of $8,761.  

The 14-day stay required under Bankruptcy Rule §6004(h) will be
waived, and any order granting the Motion is effective immediately
upon entry.

                       About U & J Cafe

Based in Tampa, Florida, U & J Cafe, LLC, d/b/a Mortar & Pestle,
d/b/a Mortar & Pestle Cafe, a restaurant operator, filed a
voluntary Chapter 11 Petition (Bankr. M.D. Fla. Case No. 18-04940)
on June 14, 2018.  It is an affiliate of U & J Realty, LLC, which
sought bankruptcy protection on June 1, 2018 (Bankr. M.D. Fla. Case
No. 18-04591).

In the petition signed by Ujwal Patel, manager, the Debtor
disclosed total assets of $119,910 and total liabilities of $2.06
million as of the bankruptcy filing.

The Debtor is represented by Buddy D Ford, Esq., at Buddy D. Ford,
P.A., in Tampa, Florida.



UBER TECHNOLOGIES: Moody's Assigns B2 CFR, Outlook Stable
---------------------------------------------------------
Moody's Investors Service assigned to Uber Technologies, Inc. a B2
Corporate Family Rating (CFR), B2-PD Probability of Default Rating,
B1 and B3 ratings to the company's senior secured term loans and
senior unsecured notes, respectively, and an SGL-1 Speculative
Grade Liquidity rating. The outlook is stable.

RATINGS RATIONALE

The B2 CFR reflects uncertainty about Uber's path to profitability
in its key business lines and Moody's expectation that the company
will continue to have substantial operating losses and cash burn
over the next 2 to 3 years. Uber faces intense competition in all
of its service lines and regulatory risks are above-average in its
largest business, ridesharing services. Moody's analyst Raj Joshi
said, "Uber has strong category positions in several ridesharing
markets globally. However, because of the low switching costs for
independent drivers as well as users, Didi and other regional
competitors have proven formidable challengers with adequate access
to capital and willingness to absorb outsized losses for extended
periods in pursuit of market share gains." He added, "As a result,
Uber's prospects for sustained profitability in the ridesharing
business is uncertain." Uber's focus on ridesharing growth,
building out of the Uber Eats and Uber Freight businesses, and
investing in autonomous transportation technologies will continue
to weigh on profitability over the next 2 to 3 years.

These risks are tempered by Uber's substantial liquidity
(approximately $13 billion of unrestricted cash and cash
equivalents at year-end 2018, pro forma for the Initial Public
Offering and other direct investments in the company, the cash
portion of the pending Careem acquisition, and estimated RSU tax
withholding), diversified sources of capital and strong equity
cushion. Uber has large operating scale with $11.3 billion in
revenues in 2018, strong growth prospects and good geographic
diversity. The company has demonstrated the ability to quickly turn
sizeable loss-making ventures into potentially valuable minority
investments as well as scale adjacent food delivery and freight
businesses, which have improved Uber's business diversity. In
nearly all of its regional ridesharing markets Uber faces one
principal competitor, and in Moody's view, at current scale,
regional ridesharing markets cannot sustain a third competitor. As
a result, Moody's believes that operating performance in the
ridesharing business in a region could improve if competitive
intensity moderates. In 2019, Moody's expects Uber's adjusted
EBITDA losses to increase to about $4 billion from eroding
ridesharing profitability and elevated investments in other
transportation businesses.

Key social risks for Uber include reputation risk given its large
base of end-user consumers and independent contractors. An adverse
impact to its reputation could affect the company's ability to
retain or attract users of its platforms.

The stable outlook incorporates Moody's expectation that quarterly
adjusted EBITDA losses will peak around 4Q 2018/1Q 2019, and
generally improve over the next 12 to 18 months, based on Moody's
expectation for less aggressive price competition in the North
America ridesharing market, operating leverage and revenue growth
of at least the low teens percentages.

The SGL-1 rating reflects Uber's very good liquidity primarily from
cash balances and access to a $2.3 billion revolving credit
facility, relative to Moody's expectations for uses of funds over
the next 2 to 3 years. The company's minority interests in
ridesharing businesses in China, Russia and South East Asia, and an
86% equity interest in its autonomous technologies subsidiary,
additionally support its liquidity profile.

Uber's ratings could be downgraded if: (i) Moody's believes that
Uber does not have ample liquidity to fund its operating plan and
investments over the next 2 to 3 years, (ii) Core Platform
Contribution Margins as a percentage of adjusted net revenues are
not expected to recover to the over 9% level attained in 2018, by
2020, and remain on a path toward further improvements in 2021;
(iii) anticipated reductions in operating losses fall short of
expectations; or (iv) regulatory changes are expected to have a
meaningful negative impact on the business.

The ratings could be upgraded if Moody's believes that Uber's core
businesses can turn profitable on a sustainable basis over the next
12 to 24 months leading to a substantial reduction in cash burn
(cash flow from operations less capital expenditures) and the
company maintains a strong liquidity profile.

The following ratings were assigned:

Issuer: Uber Technologies, Inc.

-- Corporate Family Rating, B2

-- Probability of Default Rating, B2-PD

-- $1.1 billion (outstanding) senior secured term loan B due 2023
--B1 (LGD3)

-- $1.5 billion (outstanding) senior secured term loan due 2025 --
B1 (LGD3)

-- $500 million senior unsecured notes due 2023 -- B3 (LGD4)

-- $1.5 billion senior unsecured notes due 2026 -- B3 (LGD4)

-- Speculative Grade Liquidity Rating -- SGL-1

-- Outlook, Stable

Uber Technologies, Inc. operates proprietary technology
applications which mainly facilitate ridesharing, meal delivery and
freight transportation services.


VETERANS HOUSING: Amends Plan to Modify Treatment of FHLMC Claim
----------------------------------------------------------------
Veterans Housing Fund Series 2 LLC filed an Amended First Plan of
Reorganization for the resolution of Debtor's outstanding Claims
against it and its property.

The amended plan modifies the treatment of Federal Home Loan
Mortgage Corporation's secured claim. The principal balance of the
Class 1 claim shall be the Allowed Secured Lender Claim in the
amount that is the principal balance, which is estimated at
$223,992. The Debtor will cure any arrears not later than 60 months
from the entry of the confirmation order. Interest will accrue on
the Class 1 Holders Claim at an interest rate of 5.46% per annum,
which is adjustable.

A redlined copy of the Amended First Plan is available at
https://tinyurl.com/y2g6enmm from Pacermonitor.com.

           About Veterans Housing Fund Series 2

Veterans Housing Fund Series 2 LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 19-11474) on
March 14, 2019.  At the time of the filing, the Debtor estimated
assets of less than $500,000 and liabilities of less than
$500,000.
The case is assigned to Judge August B. Landis.  Hunter Parker,
LLC, is the Debtor's counsel.


VRIO CORP: S&P Withdraws 'BB' Long-Term Issuer Credit Rating
------------------------------------------------------------
S&P Global Ratings withdrew its 'BB' long-term issuer credit rating
on Vrio Corp. at its request. At the time of the withdrawal, the
ratings remained on CreditWatch with positive implications, because
S&P didn't have sufficient information on the company's strategy
and future capital structure following the redemption of its notes
and cancellation of an IPO last year.



[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Samuel Rodriguez
   Bankr. D. Ariz. Case No. 19-05973
      Chapter 11 Petition filed May 15, 2019
         Filed Pro Se

In re Dan Rushin
   Bankr. E.D. Calif. Case No. 19-23103
      Chapter 11 Petition filed May 15, 2019
         Filed Pro Se

In re Bernard Poulin
   Bankr. S.D. Fla. Case No. 19-16421
      Chapter 15 Petition filed May 15, 2019
         See http://bankrupt.com/misc/flsb19-16421.pdf
         represented by: Jordi Guso, Esq.
                         BERGER SINGERMAN LLP
                         E-mail: jguso@bergersingerman.com

In re Howard Johnson
   Bankr. N.D. Ga. Case No. 19-41149
      Chapter 11 Petition filed May 15, 2019
         represented by: Cameron M. McCord, Esq.
                         JONES & WALDEN, LLC
                         E-mail: cmccord@joneswalden.com

In re BES LLC
   Bankr. N.D. Ga. Case No. 19-57615
      Chapter 11 Petition filed May 15, 2019
         See http://bankrupt.com/misc/ganb19-57615.pdf
         represented by: Paul Reece Marr, Esq.
                         PAUL REECE MARR, P.C.
                         E-mail: paul.marr@marrlegal.com

In re Geralyn Ann Orsi
   Bankr. N.D. Ill. Case No. 19-14069
      Chapter 11 Petition filed May 15, 2019
         represented by: Joel A. Schechter, Esq.
                         LAW OFFICES OF JOEL SCHECHTER
                         E-mail: joelschechter1953@gmail.com

In re Erin L. Buckingham
   Bankr. D. Md. Case No. 19-16655
      Chapter 11 Petition filed May 15, 2019
         represented by: Marc L. Jordan, Esq.
                         JORDAN & TELL LLP
                         E-mail: mjordan@jordantell.com

In re Mark Allen Krieger and Jame Sue Secondino Krieger
   Bankr. W.D. Mich. Case No. 19-02148
      Chapter 11 Petition filed May 15, 2019
         represented by: Perry G. Pastula, Esq.
                         DUNN SCHOUTEN & SNOAP PC
                         E-mail: bankruptcy@dunnsslaw.com

In re William Earl Woodard and Shirley Ruth Rogers Woodard
   Bankr. E.D.N.C. Case No. 19-02226
      Chapter 11 Petition filed May 15, 2019
         represented by: George M. Oliver, Esq.
                         THE LAW OFFICES OF OLIVER & CHEEK, PLLC
                         E-mail: efile@ofc-law.com

In re Valley River Brewery, LLC
   Bankr. W.D.N.C. Case No. 19-20033
      Chapter 11 Petition filed May 15, 2019
         See http://bankrupt.com/misc/ncwb19-20033.pdf
         represented by: Benson T. Pitts, Esq.
                         PITTS, HAY & HUGENSCHMIDT, P.A.
                         E-mail: ben@phhlawfirm.com
                                 firm@phhlawfirm.com

In re Sadio Diallo
   Bankr. E.D.N.Y. Case No. 19-42990
      Chapter 11 Petition filed May 15, 2019
         Filed Pro Se

In re Comprehensive Center LLC
   Bankr. S.D.N.Y. Case No. 19-11558
      Chapter 11 Petition filed May 15, 2019
         See http://bankrupt.com/misc/nysb19-11558.pdf
         represented by: Narissa A. Joseph, Esq.
                         LAW OFFICES OF NARISSA A. JOSEPH
                         E-mail: njosephlaw@aol.com

In re G & D Leasing, Inc.
   Bankr. S.D.N.Y. Case No. 19-35795
      Chapter 11 Petition filed May 15, 2019
         Filed Pro Se

In re John T. Kujawa
   Bankr. W.D.N.Y. Case No. 19-20492
      Chapter 11 Petition filed May 15, 2019
         represented by: Raymond C. Stilwell, Esq.
                         E-mail: rcstilwell@roadrunner.com

In re Chalan Marie Lynch
   Bankr. S.D. Tex. Case No. 19-32767
      Chapter 11 Petition filed May 15, 2019
         Filed Pro Se

In re Margaret Sheryl Wehner
   Bankr. W.D. Tex. Case No. 19-51172
      Chapter 11 Petition filed May 15, 2019
         represented by: Dean William Greer, Esq.
                         E-mail: dwgreer@sbcglobal.net

In re Bryan Bradley Shisler
   Bankr. N.D. Calif. Case No. 19-51008
      Chapter 11 Petition filed May 16, 2019
         represented by: Andrew A. Moher, Esq.
                         MOHER LAW GROUP
                         E-mail: amoher@moherlaw.com

In re General Capacitor, LLC
   Bankr. N.D. Fla. Case No. 19-40279
      Chapter 11 Petition filed May 16, 2019
         See http://bankrupt.com/misc/flnb19-40279.pdf
         represented by: Byron Wright, III, Esq.
                         BRUNER WRIGHT, P.A.
                         E-mail: twright@brunerwright.com

In re Muscle Maker Grill Tallahassee, LLC
   Bankr. N.D. Fla. Case No. 19-40280
      Chapter 11 Petition filed May 16, 2019
         See http://bankrupt.com/misc/flnb19-40280.pdf
         represented by: Byron Wright, III, Esq.
                         BRUNER WRIGHT, P.A.
                         E-mail: twright@brunerwright.com

In re Bernard Poulin
   Bankr. S.D. Fla. Case No. 19-16421
      Chapter 15 Petition filed May 15, 2019
          represented by: Jordi Guso, Esq.
                         E-mail: jguso@bergersingerman.com

In re Tony Ray Easter and Melisa Fredonia Easter
   Bankr. N.D. Miss. Case No. 19-12063
      Chapter 11 Petition filed May 16, 2019
         represented by: Craig M. Geno, Esq.
                         LAW OFFICES OF CRAIG M. GENO, PLLC
                         E-mail: cmgeno@cmgenolaw.com

In re Claude C. Leechong
   Bankr. D. N.J. Case No. 19-19972
      Chapter 11 Petition filed May 16, 2019
         represented by: Lee Martin Perlman, Esq.
                         LEE M. PERLMAN
                         E-mail: ecf@newjerseybankruptcy.com

In re Raymond Calvin Wooten and Kathy Riddle Wooten
   Bankr. D. N.M. Case No. 19-11152
      Chapter 11 Petition filed May 16, 2019
         represented by: William F. Davis, Esq.
                         Nephi D. Hardman, Esq.
                         Andrea D. Steiling, Esq.
                         WILLIAM F. DAVIS & ASSOC., P.C.
                         E-mail: daviswf@nmbankruptcy.com
                                 nhardman@nmbankruptcy.com
                                 andrea.ds.woody@gmail.com

In re Angel 1844 Realty Corp.
   Bankr. E.D.N.Y. Case No. 19-43020
      Chapter 11 Petition filed May 16, 2019
         See http://bankrupt.com/misc/nyeb19-43020.pdf
         represented by: David J. Doyaga, Esq.
                         DAVID J. DOYAGA, SR.
                         E-mail: david.doyaga.sr@gmail.com

In re Mary Frances Reifsnider
   Bankr. M.D. Pa. Case No. 19-02136
      Chapter 11 Petition filed May 16, 2019
         Filed Pro Se

In re Joshua Paul Michael King
   Bankr. E.D. Tenn. Case No. 19-31547
      Chapter 11 Petition filed May 16, 2019
         represented by: Edward J. Shultz, Esq.
                         TARPY COX FLEISHMAN & LEVEILLE, PLLC
                         E-mail: eshultz@tcflattorneys.com

In re Margarito Trujillo, Jr.
   Bankr. S.D. Tex. Case No. 19-70181
      Chapter 11 Petition filed May 16, 2019
         represented by: Antonio Martinez, Jr., Esq.
                         ATTORNEY AT LAW
                         E-mail: martinez.tony.jr@gmail.com

In re Eric K. Hedrick and Rachel A. Brooks-Hedrick
   Bankr. N.D. W. Va. Case No. 19-00424
      Chapter 11 Petition filed May 16, 2019
         represented by: Brian Vance, Esq.
                         SHERMAN LAW FIRM
                         E-mail: bvance@leshermanlaw.com

In re 91 South Main Street LLC
   Bankr. D. Conn. Case No. 19-30810
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/ctb19-30810.pdf
         represented by: Mark R. Carbutti, Esq.
                         CARBUTTI LAW FIRM, LLC
                         E-mail: mark.carbutti@gmail.com

In re Brianna Michelle Agogho
   Bankr. D.C. Case No. 19-00329
      Chapter 11 Petition filed May 17, 2019
         Filed Pro Se

In re PavMed Inc.
   Bankr. M.D. Fla. Case No. 19-03300
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/flmb19-03300.pdf
         represented by: Buddy D. Ford, Esq.
                         BUDDY D. FORD, P.A.
                         E-mail: Buddy@TampaEsq.com

In re Proximity Innovations, Inc.
   Bankr. M.D. Fla. Case No. 19-04673
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/flmb19-04673.pdf
         represented by: Buddy D. Ford, Esq.
                         Jonathan A. Semach, Esq.
                         BUDDY D. FORD, P.A.
                         E-mail: Buddy@TampaEsq.com
                                 jonathan@tampaesq.com

In re 3991 Transport Company Inc.
   Bankr. N.D. Ill. Case No. 19-14253
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/ilnb19-14253.pdf
         represented by: Joseph E. Cohen, Esq.
                         COHEN & KROL
                         E-mail: jcohen@cohenandkrol.com

In re McClain Trucking LLC
   Bankr. M.D. La. Case No. 19-10589
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/lamb19-10589.pdf
         represented by: Pamela G. Magee, Esq.
                         ATTORNEY PAMELA MAGEE LLC
                         E-mail: pam@attorneypammagee.com

In re 1130 Orchard Park Road, Inc.
   Bankr. W.D.N.Y. Case No. 19-11006
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/nywb19-11006.pdf
         represented by: Arthur G. Baumeister, Jr., Esq.
                         BAUMEISTER DENZ LLP
                         E-mail: abaumeister@bdlegal.net

In re Cloud Work Consulting, LLC
   Bankr. M.D. Tenn. Case No. 19-03163
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/tnmb19-03163.pdf
         represented by: Steven L. Lefkovitz, Esq.
                         LEFKOVITZ AND LEFKOVITZ, PLLC
                         E-mail: slefkovitz@lefkovitz.com

In re Rim Rock Builders, LLC
   Bankr. W.D. Wisc. Case No. 19-11670
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/wiwb19-11670.pdf
         represented by: Mark N. Mathias, Esq.
                         NICOLET LAW OFFICE, S.C.
                         E-mail: mark@nicoletlaw.com

In re Timberland Builders WI LLC
   Bankr. W.D. Wisc. Case No. 19-11671
      Chapter 11 Petition filed May 17, 2019
         See http://bankrupt.com/misc/wiwb19-11671.pdf
         represented by: Mark N. Mathias, Esq.
                         NICOLET LAW OFFICE
                         E-mail: mark@nicoletlaw.com

In re Jose Cisneros
   Bankr. E.D. Calif. Case No. 19-12093
      Chapter 11 Petition filed May 17, 2019
         Filed Pro Se

In re Inwood 11410 Group Corp.
   Bankr. E.D.N.Y. Case No. 19-73607
      Chapter 11 Petition filed May 17, 2019
         Filed Pro Se

In re Bradley D. Hunt
   Bankr. W.D. Tenn. Case No. 19-11107
      Chapter 11 Petition filed May 19, 2019
         represented by: C. Jerome Teel, Jr., Esq.
                         TEEL & MARONEY, PLC
                         E-mail: bankruptcy@tennesseefirm.com

In re John Kemmerer Ivey
   Bankr. W.D. Tex. Case No. 19-51180
      Chapter 11 Petition filed May 17, 2019
         represented by: John Kemmerer Ivey, Esq.
                         IVEY LAW TEXAS
                         E-mail: jkivey@jkivey.com

In re Francis Robert Fritzky
   Bankr. N.D. Calif. Case No. 19-41167
      Chapter 11 Petition filed May 20, 2019
         represented by: Gregory A. Rougeau, Esq.
                         BRUNETTI ROUGEAU LLP
                         E-mail: grougeau@brlawsf.com

In re M.W.CA Orlando Commissary LLC
   Bankr. M.D. Fla. Case No. 19-03317
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/flmb19-03317.pdf
         represented by: Jeffrey Ainsworth, Esq.
                         BRANSONLAW PLLC
                         E-mail: jeff@bransonlaw.com

In re Blue Sky Thinking, LLC
   Bankr. M.D. Fla. Case No. 19-04740
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/flmb19-04740.pdf
         represented by: Benjamin G. Martin, Esq.
                         LAW OFFICES OF BENJAMIN MARTIN
                         E-mail: skipmartin@verizon.net

In re Otis J. McDuffie, Sr.
   Bankr. S.D. Fla. Case No. 19-16638
      Chapter 11 Petition filed May 20, 2019
         represented by: Chad T. Van Horn, Esq.
                         E-mail: Chad@cvhlawgroup.com

In re Jeffery Scott McDaniel
   Bankr. N.D. Miss. Case No. 19-12102
      Chapter 11 Petition filed May 20, 2019
         represented by: James W. Amos, Esq.
                         E-mail: jwamosattorney@aol.com

In re Brick Oven Pizza, LLC
   Bankr. D. N.J. Case No. 19-20158
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/njb19-20158.pdf
         represented by: Robert C. Nisenson, Esq.
                         ROBERT C. NISENSON, LLC
                         E-mail: rnisenson@aol.com

In re Opt Unimax STC Corporation
   Bankr. D. N.J. Case No. 19-20171
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/njb19-20171.pdf
         represented by: Scott E. Kaplan, Esq.
                         LAW OFFICES OF SCOTT E. KAPLAN, LLC
                         E-mail: scott@sekaplanlaw.com

In re Aims Saddle Brook Investment LLC
   Bankr. D. N.J. Case No. 19-20176
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/njb19-20176.pdf
         represented by: John P. Di Iorio, Esq.
                         SHAPIRO, CROLAND, REISER, APFEL & DI
                         IORIO, LLP
                         E-mail: jdiiorio@shapiro-croland.com

In re Perimeter Lawn & Landscape Services, Inc.
   Bankr. W.D. Okla. Case No. 19-12066
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/okwb19-12066.pdf
         represented by: David B. Sisson, Esq.
                         LAW OFFICES OF B DAVID SISSON
                         E-mail: sisson@sissonlawoffice.com

In re Eureka Windber, LLC
   Bankr. W.D. Pa. Case No. 19-70301
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/pawb19-70301.pdf
         represented by: Aurelius P. Robleto, Esq.
                         ROBLETO LAW, PLLC
                         E-mail: apr@robletolaw.com

In re Jerry Mark Ervin
   Bankr. M.D. Tenn. Case No. 19-03204
      Chapter 11 Petition filed May 20, 2019
         represented by: LEFKOVITZ AND LEFKOVITZ, PLLC
                         E-mail: slefkovitz@lefkovitz.com

In re Belle Investments, LLC
   Bankr. M.D. Tenn. Case No. 19-03205
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/tnmb19-03205.pdf
         represented by: Steven L. Lefkovitz, Esq.
                         LEFKOVITZ & LEFKOVITZ, PLLC
                         E-mail: slefkovitz@lefkovitz.com

In re HHC Portland AL, LP
   Bankr. N.D. Tex. Case No. 19-31719
      Chapter 11 Petition filed May 20, 2019
         See http://bankrupt.com/misc/txnb19-31719.pdf
         represented by: Trey Andrew Monsour, Esq.
                         POLSINELLI PC
                         E-mail: TMonsour@Polsinelli.com

In re Travis J. A. Bowman and Michael B. Osborn
   Bankr. W.D. Ark. Case No. 19-71388
      Chapter 11 Petition filed May 21, 2019
         represented by: Donald A. Brady, Esq.
                         BRADY & CONNER, PLLC
                         E-mail: aadrbk@gmail.com

In re David L. Whitney
   Bankr. N.D. Calif. Case No. 19-51036
      Chapter 11 Petition filed May 21, 2019
          represented by: Jonathan Matthews, Esq.
                         LAW OFFICES OF JONATHAN MATTHEWS
                         E-mail: arbitrator@yahoo.com

In re 1023 Hudson Ave. Desserts, LLC
   Bankr. D. N.J. Case No. 19-20237
      Chapter 11 Petition filed May 21, 2019
         Filed Pro Se

In re Thomas Francis Young and Connie Angelina Young
   Bankr. D. N.M. Case No. 19-11196
      Chapter 11 Petition filed May 21, 2019
         Filed Pro Se

In re Vahan M. Dinihanian, Jr.
   Bankr. D. Oregon Case No. 19-31886
      Chapter 11 Petition filed May 21, 2019
         represented by: Nicholas J. Henderson, Esq.
                         MOTSCHENBACHER & BLATTNER, LLP
                         E-mail: nhenderson@portlaw.com

In re FF Freight Services, LLC
   Bankr. S.D. Tex. Case No. 19-32828
      Chapter 11 Petition filed May 21, 2019
         See http://bankrupt.com/misc/txsb19-32828.pdf
         represented by: Susan Tran, Esq.
                         CORRAL TRAN SINGH LLP
                         E-mail: susan.tran@ctsattorneys.com


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2019.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
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