/raid1/www/Hosts/bankrupt/TCR_Public/190628.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, June 28, 2019, Vol. 23, No. 178

                            Headlines

1 GLOBAL CAPITAL: Files Chapter 11 Plan of Liquidation
281 NE 78TH ST: Seeks to Hire Robert C. Meyer as Legal Counsel
711 PARK: Sets Bid Procedures for Brooklyn Commercial Condo Unit 1A
8425 WILLOW LEAF: Unsecured Creditors to Get 2% Under Plan
ABC PM 652: Seeks to Hire English Law as Counsel in Roman Suit

ACETO CORP: Files Chapter 11 Plan of Liquidation
AEON GLOBAL: Incurs $271,000 Net Loss for Quarter Ended March 31
ALLIANCE RESOURCE: S&P Hikes Senior Unsecured Note Rating to 'BB+'
AMERICAN AIRLINES: Court Junks Pilots' Lawsuit for Lack of Standing
AMERICAN HOLLOW: July 18 Hearing on Disclosure Statement

AMES SKEFOS: Trent Buying Memphis Property for $750K
ANCHOR PACKAGING: Moody's Assigns B3 CFR, Outlook Stable
ANEW HEALTH: Unsecureds to Get Full Payment Over 77 Months
ANGELS FOR KIDS: U.S. Trustee Unable to Appoint Committee
ANTERO MIDSTREAM: Moody's Rates New $600MM Unsecured Notes 'Ba3'

ANTERO MIDSTREAM: S&P Rates $600MM Senior Unsecured Notes 'BB+'
APPLIED THERAPEUTICS: Accounting Firm Casts Going Concern Doubt
ARCHITECTURE & DESIGN: S&P Cuts School Rev. Bond Rating to 'CCC+'
ARCONIC INC: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB+
AUCTION SUPPLEMENTAL: Unsecured Creditors to Get $5,000 Monthly

BADGER FINANCE: Moody's Affirms B3 CFR & Alters Outlook to Negative
BIG DOG II: To Pay Creditors From Rental Income
BLUE SKY THINKING: U.S. Trustee Unable to Appoint Committee
BLUESTEM BRANDS: Moody's Review Caa1 CFR for Downgrade
BODY AND MIND: Needs More Financing to Continue as Going Concern

BRISTOW GROUP: Egan-Jones Withdrew CCC+ Senior Unsecured Ratings
BUCKEYE TECHNOLOGIES: Egan-Jones Lowers Sr. Unsec. Ratings to BB-
C. LEWIS ENTERPRISES: Unsecured Creditors to Get 90% Over 60 Months
CADENCE BANCORPORATION: S&P Assigns BB Rating on Subordinated Notes
CAESARS ENTERTAINMENT: Moody's Cuts CFR & Sr. Secured Rating to B1

CAESARS RESORT: Moody's Puts B1 CFR on Review for Downgrade
CALIFORNIA RESOURCES: May Issue 2.6M Shares Under Incentive Plan
CAMPBELL SOUP: Egan-Jones Lowers FC Senior Unsecured Rating to BB+
CANCER GENETICS: Receives Default Notice from Lender
CAREVIEW COMMUNICATIONS: HealthCor Group Has 28% Stake as of May 15

CATALENT PHARMA: S&P Rates New $500MM Senior Unsecured Notes 'B+'
CENTURY ALUMINUM: Egan-Jones Lowers Senior Unsecured Ratings to B
CHEYENNE HOTEL: Voluntary Chapter 11 Case Summary
CHIEFTAIN STEEL: UCB Not Compelled to Pay BGD Allowed Fees
CLOUD PEAK: Extends Tender Offer for Holders of 2021 Notes

COLOGIX HOLDINGS: S&P Alters Outlook to Negative, Affirms B- ICR
COMMUNITY MEMORIAL: Trust Bid to Alter Dismissal Order Partly OK'd
CONSOLIDATED CONTAINER: Moody's Affirms B2 CFR, Outlook Stable
COSMOS HOLDINGS: CEO Exchanges $550,000 Debt for Equity
CSM BAKERY: S&P Lowers ICR to 'CCC' On Elevated Refinancing Risk

CVR REFINING: Moody's Affirms Ba3 CFR, Outlook Stable
CYCLONE CATTLE: NFP Buying Manure for $2 Per Ton
DAKOTA PLAINS: Dismissal of W. DeRosa Suit vs C. McKenzie Upheld
DANILO ISAAC REAL: 9th Cir. Upholds Dismissal of Chapter 11 Case
DDS 2019: U.S. Trustee Objects to Disclosure Statement

DENBURY RESOURCES: Moody's Rates 2024 Sec. 2nd Lien Notes 'B3'
DPL INC: S&P Alters Outlook to Neg. on Elevated Regulatory Risk
EASTMAN KODAK: S&P Upgrades ICR to 'CCC+' on Improved Liquidity
ELDORADO RESORTS: Moody's Reviews B1 CFR for Downgrade on Merger
ELITE PHARMACEUTICALS: Buchbinder Raises Going Concern Doubt

EMPIRE GENERATING: Section 341(a) Meeting Set For July 9
ENVESTR CAPITAL: Selling Burr Ridge Property for $895K
ERWIN HYMER: Receivership Auction to Begin on July 16
FAIRSTONE FINANCIAL: S&P Assigns 'B+' ICR; Outlook Stable
FINISAR CORP: Egan-Jones Lowers Senior Unsec. Debt Ratings to B+

FMC TECHNOLOGIES: Egan-Jones Lowers Senior Unsecured Ratings to BB
FOLTS HOME: Aug. 21 Plan Confirmation Hearing
FOOTHILLS EXPLORATION: Secures $113,000 Loan from Power Up
FOUNDATION BUILDING: S&P Affirms 'B+' ICR; Outlook Stable
FRASER'S BOILER: Approval of Agreement with Some Insurers Flipped

FRONTIER COMMUNICATIONS: Moody's Lowers CFR to Caa1, Outlook Neg.
GARDA WORLD: S&P Affirms 'B' Issuer Credit Rating; Outlook Stable
GENEREX BIOTECHNOLOGY: Needs More Funds to Remain as Going Concern
GRAMERCY GROUP: Seeks to Hire Epiq as Administrative Agent
GRAMERCY GROUP: Seeks to Hire Otterbourg as Legal Counsel

GREGORY TE VELDE: Trustee to Auction Surplus Vehicles & Equipment
GRUDEN ACQUISITIONS: Moody's Alters Outlook on B3 CFR to Stable
GT REALTY: July 25 Plan Confirmation Hearing
GULFSTREAM DIAGNOSTICS: Files Chapter 11 Plan of Liquidation
HANNON ARMSTRONG: S&P Rates $300MM Senior Notes 'BB+'

HDR HOLDING: In Chapter 11 to Sell Schramm as Going Concern
HERC HOLDINGS: S&P Rates New $1BB Sr. Unsec. Notes Due 2027 'B+'
HEXION INC: Delaware Court Confirms De-Leveraging Plan
HOUSE OF FLOORS: Plan Confirmation Hearing Set for July 23
HOYT CONTRACTORS: July 17 Plan Confirmation Hearing

ICPW LIQUIDATION: Ct. Narrows Claims in Trustee Suit vs RWHI et al.
INFOGROUP INC: S&P Downgrades ICR to 'B-' on Weak Credit Metrics
INFOR INC: Moody's Raises CFR to B2, Outlook Stable
INSYS THERAPEUTICS: Court Asked to Appoint Committee of Gov't Units
INT'L. RESTAURANT: Grady's Buying Personal Property for $140K

JOERNS HEALTHCARE: Files for Chapter 11 With Prepack Plan
JOERNS HEALTHCARE: King & Spalding Represents 1st Lien Lenders
JOERNS HEALTHCARE: Secured Lenders to Get 100% of Stock in Plan
KATHLEEN CAMPBELL: King Buying Louisville Property for $100K
KESLOW CAMERA: July 11 Liquidation Sale Set for Assets

L B A INVESTMENT: July 24 Hearing on Plan Confirmation Hearing
LAS UVAS VALLEY: Met Life Wins Summary Ruling Bid on Water Rights
LEVI STRAUSS: S&P Affirms 'BB+' ICR on Positive Operating Trends
LIBERTY MUTUAL: Fitch Rates EUR500MM Jr. Subordinated Notes 'BB'
LIVE OUT LOUD: Cuts Scheduled Amount of Unsecureds to $2.2MM

LSC COMMUNICATIONS: S&P Cuts ICR to B; Rating on Watch Developing
M.W.CA ORLANDO: U.S. Trustee Unable to Appoint Committee
MARYMOUNT UNIVERSITY: Moody's Cuts Rating on $128MM Bonds to Ba2
MCDERMOTT INT'L: Egan-Jones Lowers Sr. Unsec. Debt Ratings to B
MCKEESPORT SD: Moody's Affirms Ba2 GOULT & GOLT Ratings

MERRILL CORP: S&P Raises Sr. Sec. Credit Facility Rating to 'BB'
MGM RESORTS: Egan-Jones Cuts Sr. Unsecured Debt Ratings to B+
NEXTERA ENERGY: S&P Rates $700MM Sr. Unsec. Notes Due 2024 'BB'
NOAH OPERATIONS: Taps Prince Yeates as Legal Counsel
NORTHERN BOULEVARD: Trustee Sets Bidding Procedures for All Assets

NORTHWEST HARDWOODS: S&P Downgrades ICR to 'CCC'; Outlook Negative
NOVABAY PHARMACEUTICALS: Raises $2.4 Million in Private Placement
NUSTAR ENERGY: Egan-Jones Withdraws BB FC Senior Unsecured Rating
O'LOUGHLIN LTD: Taps Diller and Rice as Legal Counsel
OBITX INC: Incurs $182,000 Net Loss for Quarter Ended April 30

OCI PARTNERS: S&P Raises ICR to BB-; Outlook Stable
OLB GROUP: John Herzog Has 10% Equity Stake as of June 19
OLB GROUP: Proposes Public Offering of Common Stock
OSCAR SQUARED: Disclosures OK'd; Plan Hearing Set for August 20
OUTPUT SERVICES: Moody's Affirms Caa1 CFR, Outlook Stable

P&L DEVELOPMENT: S&P Assigns B- Issuer Credit Rating; Outlook Neg.
PARAGON OFFSHORE: M. Hammersley Appeal Tossed for Lack of Standing
PARKLAND FUEL: S&P Rates US$500MM Senior Unsecured Notes 'BB'
PAUL SHUGART: Selling Interest in Dillon Condo Unit 18 for $256K
PERATON CORP: Moody's Alters Outlook to B3 CFR to Stable

PG&E CORP: Court Junks FERC Bids to Withdraw Reference
PINEVILLE COMMUNITY: July 15 Deadline Set for Sealed Bids
PITTSFIELD DEVELOPMENT: Chicago Bid to Junk Amended Complaint Nixed
POST HOLDINGS: S&P Rates New Senior Unsecured Notes Due 2029 'B+'
PRINCE ORGANIZATION: Taps Joyce W. Lindauer, Patel Law as Counsel

QUANTUM CORP: Derivative Suit Settlement Gets Preliminary OK
REEL AMUSEMENTS: Waller Lansden Represents Seacoast, NBKC
REGIONAL HEALTH: Has $184,000 Net Income for March 31 Quarter
RIBO RESEARCH: U.S. Trustee Unable to Appoint Committee
SAINT JAMES APARTMENT: Seeks to Hire Robert Ginn as Attorney

SAVE MONEY: Taps Santana Byrd as Accountant
SCIENTIFIC GAMES: Sylebra Discloses 9.6% Ownership Stake
SCOTTY'S HOLDINGS: Plan Outline Hearing Scheduled for July 22
SEARS HOMETOWN: Financing Arrangements Cast Going Concern Doubt
SENIOR NH: Unsecured Creditors to Get 100% in Quarterly Payments

SMWS GROUP: Leasing of Maryland Property to Fund Proposed Plan
SOTHEBY'S: Egan-Jones Lowers Senior Unsecured Ratings to BB
SPRINGFIELD HOSPITAL: Case Summary & 20 Top Unsecured Creditors
STEVEN PARK: Selling Buena Park Commercial Building for $2.5M
SUNDANCE LLC: Seeks to Hire Reynolds Law as Legal Counsel

SUNSTOCK INC: Hall & Company Raises Going Concern Doubt
TALEN ENERGY: S&P Rates $470MM Sr. Sec. Notes, $500MM Term Loan BB
TAWK DEVELOPMENT: Directed to File Status Report Every 90 Days
TECHNICAL COMMUNICATIONS: Completes Restatement of Financials
TECHNICAL COMMUNICATIONS: Incurs $1.47 Million Net Loss in 2018

TECHNICAL COMMUNICATIONS: Posts $172,600 Net Income in Q2
TEVOORTWIS DAIRY: U.S. Trustee Forms 3-Member Committee
TOGA LTD: Incurs $6.8-Mil. Net Loss for Quarter Ended April 30
TRONOX LIMITED: Egan-Jones Assigns CCC FC Senior Unsecured Rating
TWIFORD ENTERPRISES: Twiford Buying Equipment for $115K

TWIFORD ENTERPRISES: Twiford Buying Personal Property for $115K
UNDER ARMOUR: Egan-Jones Lowers Sr. Unsec. Debt Ratings to BB
VELT INTERNATIONAL: Says Substantial Going Concern Doubt Exists
VIDANGEL INC: Court Dismisses Suit vs Disney, et al.
WAYPOINT LEASING: Akin Gump Represents WAC 8 Noteholders

WAYPOINT LEASING: Milbank Represents Barclays, Other DIP Lenders
WAYPOINT LEASING: Stroock Represents BofA, Other Debt Holders
WEATHERFORD INT'L: Egan-Jones Lowers Sr. Unsecured Ratings to CC
WEATHERFORD INTERNATIONAL: Shareholders Elect 10 Directors
WERNER FINCO: S&P Alters Outlook to Negative, Affirms 'B' ICR

WILLIAM LYON: S&P Rates New $300MM Senior Unsecured Notes 'B+'
WILLIAM THOMAS: Court Tosses Emergency Bid for Stay Pending Appeal
WILLIE J. JACKSON: Court Junks Bid for TRO vs Guaranty Bank
WILLOW BEND: July 25 Approval Hearing on 4th Amended Plan Outline
WWEX UNI: S&P Affirms B- Rating on First-Lien Term Loan on Add-on

XENETIC BIOSCIENCES: All 5 Proposals Approved at Special Meeting
XENETIC BIOSCIENCES: Amends Form S-1 Registration Statement
XENETIC BIOSCIENCES: Effects Reverse Common Stock Split
YCO TULSA: Gets Interim Approval to Hire Legal Counsel
[*] Gary Torrell Joins Hooper, Lundy & Bookman as Partner


                            *********

1 GLOBAL CAPITAL: Files Chapter 11 Plan of Liquidation
------------------------------------------------------
1 Global Capital LLC and 1 West Capital LLC, jointly with the
Official Committee of Unsecured Creditors, filed a joint Chapter 11
plan of liquidation and accompanying disclosure statement.

Class 4B: General Unsecured Claims are impaired. Unless such Holder
agrees to other treatment each Holder of an Allowed Class 4B Claim
shall receive a Pro Rata Share of Liquidating Trust Interests on or
as soon as reasonably practicable following the later of: (i) the
Effective Date, (ii) the date upon which such Allowed Class 4B
Claim becomes an Allowed Claim, or (iii) such other date as may be
agreed upon between the Holder of such Allowed Class 4B Claim and
the Debtors or Liquidating Trustee.

Class 4A: Investor Principal Claims are impaired. Each Holder of an
Allowed Class 4A Claim shall receive issuance of its Pro Rata Share
of Liquidating Trust Interests on or as soon as reasonably
practicable following the later of: (i) the Effective Date, (ii)
the date upon which such Allowed Class 4A Claim becomes an Allowed
Claim, or (iii) such other date as may be agreed upon between the
Holder of such Allowed Class 4A Claim and the Debtors or
Liquidating Trustee.

Class 5: Investor Other Claims are impaired. Holders of Class 5
Claims shall not receive a Distribution on account of such claims,
subject to the right to modify the Plan as set forth in Section
14.02 of the Plan.

Class 6: Intercompany Claims are impaired. On the Effective Date,
all Intercompany Claims shall be deemed compromised, and Holders of
Class 6 Claims shall receive no Distribution on account of such
Intercompany Claims.

Class 7: Subordinated Claims are impaired. Holders of Class 7
Claims shall not receive a Distribution under the Plan on account
of such claims.

Class 8: Section 510(b) Claims are impaired. Holders of Class 8
Claims shall not receive a Distribution under the Plan on account
of such claims.

Class 9: Equity Interests in the Debtors are impaired. On the
Effective Date, all Equity Interests in the Debtors will be
cancelled, and holders of such Equity Interests shall receive no
Distribution on account of such Equity Interests.

The Plan shall be funded from the Debtors' Cash on hand and other
Liquidating
Trust Assets.

A full-text copy of the Disclosure Statement dated June 17, 2019,
is available at https://tinyurl.com/y3jco4ed from PacerMonitor.com
at no charge.

Counsel for the Debtors are Paul J. Keenan Jr., Esq., and John R.
Dodd, Esq., at Greenberg Traurig, LLP, in Miami, Florida.

                   About 1 Global Capital

1 Global Capital, LLC -- https://1stglobalcapital.com/ -- is a
direct small business funder offering an array of flexible funding
solutions, specializing in unsecured business funding and merchant
cash advances.

1 Global Capital LLC, based in Hallandale Beach, Fla., and its
debtor-affiliates sought Chapter 11 protection (Bankr. S.D. Fla.
Lead Case No. 18-19121) on July 27, 2018.  In the petition signed
by Steven A. Schwartz and Darice Lang, authorized signatories, 1st
Global Capital estimated $100 million to $500 million in assets and
liabilities as of the bankruptcy filing.  

The Hon. Raymond B. Ray oversees the cases.  

Greenberg Traurig LLP, led by Paul J. Keenan Jr., Esq., serves as
bankruptcy counsel; and Epiq Corporate Restructuring, LLC, as
claims and noticing agent.

The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Sept. 7, 2018. The committee tapped
Stichter, Riedel, Blain & Postler, P.A. as its legal counsel;
Conway MacKenzie, Inc., as financial advisor, along with Dundon
Advisers, LLC, as co-financial advisor.


281 NE 78TH ST: Seeks to Hire Robert C. Meyer as Legal Counsel
--------------------------------------------------------------
281 NE 78th St LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to hire Robert C. Meyer, P.A.
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 and negotiation with its
creditors in the preparation of a bankruptcy plan.

Robert Meyer, Esq., the attorney who will be handling the case,
disclosed in court filings that he and his firm are "disinterested"
as defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Robert C. Meyer, Esq.
     Robert C. Meyer, P.A.                    
     2223 Coral Way
     Miami, FL 33145
     Tel: 305-285-8838
     Fax: 305-285-8919
     Email: meyerrobertc@cs.com

                     About 281 NE 78th St LLC

281 NE 78th St LLC listed its business as single asset real estate
(as defined in 11 U.S.C. Section 101(51B)).

281 NE 78th St sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 19-15323) on April 24, 2019.  At
the time of the filing, the Debtor disclosed $1.8 million in assets
and $750,000 in liabilities.  The case has been assigned to Judge
Laurel M. Isicoff.  Robert C. Meyer, PA is the Debtor's legal
counsel.


711 PARK: Sets Bid Procedures for Brooklyn Commercial Condo Unit 1A
-------------------------------------------------------------------
711 Park Pl Realty, LLC, asks the U.S. Bankruptcy Court for the
Eastern District of New York to authorize the auction sale of the
real property located at, and known as, 1448 Bedford Avenue, Unit
1A, Brooklyn, New York.

The Debtor filed the bankruptcy in order to avoid a sheriff's sale
of its sole asset, a commercial condominium, the subject property.
It has continued in owning its property and has continued to
operate its business as a DIP.  The Debtor became insolvent due its
commercial tenant's failure to pay rent in accordance with its
commercial lease at the subject property.   

As set forth in the Francis Affidavit, in May of 2015, the Debtor
purchased subject property.  Since that time, it has continued
operating as fee owner of the subject condominium property.  

The Debtor is comprised of two principals, Alfred L. Francis and
Alexandra Meskin.  There currently is a mortgage on the property
given to 1448 Bedford Funding, L.P.  The balance of the mortgage
due through March 31, 2019 was $544,001.  The counsel for Debtor
approximates the balance on the loan through the date of the Motion
to be no more than $600,000.  As of the date of the Motion, the
Debtor additionally owes approximately $125,000 in back property
taxes and $80,000 in overdue condominium charges.

Since before the filing date of the case, the Debtor, by and
through one of its two principals, Mr. Francis, had attempted to
re-finance the Bedford mortgage loan.  Unfortunately, Mr. Francis
and Ms. Meskin do not communicate directly, and so the re-finance
never took place, and negotiations between the counsel for the
Debtor and Ms. Meskin's counsel since the filing date of the
Chapter 11 have proven fruitless.

711 intends to sell the property free and clear of all liens,
claims, encumbrances and other interests, at auction.  Any sale
above approximately $805,000 will pay 100% of creditors.  The
property is expected to fetch $1 million at auction.  Any
transaction will be subject to higher and better offers and
expressly conditioned upon the Court's approval.  Any Purchaser
will also be free from taking the property subject to the existing
commercial lease, which is less than arms'-length, negotiated by
Jack Perlamuter and his attorney, whom acted as counsel for both
counterparties at the time of execution.  No insiders, or agents of
insiders will be allowed
to bid.  The lease in place at the premises will be voided by any
sale.  

By the Motion, the Debtor asks entry of an order of the Court
allowing an auction sale to take place pursuant to the terms and
conditions set forth in the procedures.  

The salient terms of the Bidding Procedures are:

     a. Initial Bid: $805,000

     b. Deposit: $80,500

     c. Auction: The auction sale will be conducted on (TBD) at
10:00 a.m. at McLoughlin, O'Hara, Wagner & Kendall, LLP, 250 Park
Ave, 7th Fl., New York, NY 10177.  The Property will be sold "as
is."

     d. Bid Increments: $10,000

The Debtor asks the sale order be effective immediately by
providing that the 14-day stay under Bankruptcy Rule 6004(h) is
waived.  

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

        http://bankrupt.com/misc/711_Park_23_Sales.pdf

                  About 711 Park Pl Realty
        
711 Park Pl Realty, LLC, is privately held company in Brooklyn, New
York engaged activities related to real estate.  It owns a
commercial condominium space currently valued at $1.40 million.

The Debtor sought Chapter 11 protection (Bankr. E.D.N.Y. Case No.
18-47120) on Dec. 12, 2018.  The case is assigned to Carla E.
Craig.  In the petition signed by Alfred Lawrence Francis, member,
the Debtor disclosed total assets at $1,556,807 and debt of
$683,250.  The Debtor tapped Daniel M O'Hara, Jr., Esq., at
McLoughlin, O'Hara, Wagner & Kendall LLP, as counsel.


8425 WILLOW LEAF: Unsecured Creditors to Get 2% Under Plan
----------------------------------------------------------
8425 Willow Leaf LLC filed a Chapter 11 plan and accompanying
disclosure statement proposing that holders of general unsecured
claims, which are impaired, will receive payment of 2% of each
Allowed Claim in cash as soon as reasonably practicable after the
later of (i) the Effective Date of the Plan, (ii) the date such
Class 4 Claim becomes Allowed, or (iii) such other date as may be
ordered by the Bankruptcy Court.

Treatment of Class 1: BNYM Secured Claim are impaired. Class 1
shall receive monthly principal and interest payments in the amount
of $1,378.97, which is an amount based upon the amount stipulated
value of the Golden Property being $230,000.00, amortized over a
term of 30 years, at a fixed rate of 6% per annum; the 30-year
amortization term shall commence on June 1, 2019; Class 1 shall
also receive a post-petition escrow arrears payment in the amount
of $966.76 on July 1, 2019; Class 1 shall further receive a monthly
escrow payment in the amount of $283.29; the first monthly payment
of principal, interest, and monthly escrow amounts shall commence
on July 1, 2019.

Treatment of Class 2: Wells Fargo Secured Claim are impaired. Class
2 shall receive monthly principal and interest payments in the
amount of $1,599, which is an amount based upon the value of the
Property being $266,700, amortized over a term of 30 years, at a
fixed rate of 6% per annum, such payments to commence as soon as
reasonably practicable after the later of (i) the Effective Date of
the Plan, (ii) the date such Class 2 Claim becomes Allowed, or
(iii) such other date as may be ordered by the Bankruptcy Court.

Treatment of Class 3: HSBC Secured Claim are impaired. Class 3
shall receive monthly principal and interest payments in the amount
of $1,718, which is an amount based upon the established value of
the Property being $286,600, amortized over a term of 30 years, at
a fixed rate of 6% per annum, such payments to commence as soon as
reasonably practicable after the later of (i) the Effective Date of
the Plan, (ii) the date such Class 3 Claim becomes Allowed, or
(iii) such other date as may be ordered by the Bankruptcy Court.

The Debtor's managing member, Frank Komorowski, will infuse Debtor
with all necessary funding to ensure the feasibility of Debtor’s
Plan.

The Bankruptcy Court will hold a hearing regarding confirmation of
the Plan at the United States Bankruptcy Court for the District of
Nevada, 300 Las Vegas Blvd. South, Las Vegas, Nevada 89101, on
August 7, 2019, at 1:30 p.m.

A full-text copy of the Disclosure Statement dated June 19, 2019,
is available at https://tinyurl.com/y5qqd568 from PacerMonitor.com
at no charge.

Counsel for Debtor are Ryan A. Andersen, Esq., and Ani Biesiada,
Esq., at Andersen Law Firm, Ltd., in Las Vegas, Nevada.

                About 8425 Willow Leaf

8425 Willow Leaf LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 18-16111) on Oct. 11,
2018.  At the time of the filing, the Debtor estimated assets of
less than $1 million and liabilities of less than $50,000.  Judge
August B. Landis presides over the case.  The Debtor tapped
Andersen Law Firm, Ltd., as its legal counsel.


ABC PM 652: Seeks to Hire English Law as Counsel in Roman Suit
--------------------------------------------------------------
ABC PM 652 S Sunset LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to retain English Law
Corporation as its legal counsel.

The firm will continue to represent the Debtor in a lawsuit
entitled Roman v. Wong (Case No. 19NWCV00179) filed in the Los
Angeles Superior Court.  

Ryan English, Esq., managing officer of ELC and the attorney
handling the case, charges an hourly fee of $300.  His firm
received an upfront retainer of $10,000.  

Mr. English disclosed in court filings that he and his firm do not
represent any creditor with claims or interests against the
Debtor.

ELC can be reached through:

     Ryan N. English, Esq.
     English Law Corporation
     1820 East 17th St.
     Santa Ana, CA 92705

                   About ABC PM 652 S Sunset

ABC PM 652 S Sunset LLC is a privately held company that provides
property management services.  ABC PM 652 S Sunset, based in West
Covina, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
19-16004) on May 22, 2019.  In the petition signed by Juana M.
Roman, managing member, the Debtor estimated $1 million to $10
million in both assets and liabilities.  The Hon. Barry Russell
oversees the case.  John H. Bauer, Esq., at Financial Relief Legal
Advocates, Inc., serves as bankruptcy counsel to the Debtor.


ACETO CORP: Files Chapter 11 Plan of Liquidation
------------------------------------------------
Aceto Corporation, Aceto Agricultural Chemicals Corporation, Aceto
Realty LLC, Rising Pharmaceuticals, Inc., Rising Health, LLC,
Acetris Health, LLC, PACK Pharmaceuticals, LLC, Arsynco, Inc. and
Acci Realty Corp., filed a Chapter 11 joint plan of liquidation and
accompanying disclosure statement.

Class 3A General Unsecured Claims against Aceto Chemical Plus
Debtors (including DPO Claim and Notes Claims) are impaired.
Holder of an Allowed General Unsecured Claim against the Aceto
Chemical Plus Debtors will receive its Pro Rata Share of the Aceto
Net Distributable Assets (a) up to the full principal amount of
such Allowed Claim, and (b) solely if and to the extent sufficient
Aceto Net Distributable Assets are available once the principal
amount of all Allowed General Unsecured Claims against the Aceto
Chemical Plus Debtors is paid in full.

Class 3B General Unsecured Claims against Rising Pharma Debtors
(including DPO Claim)are impaired. Holder of an Allowed General
Unsecured Claim against the Rising Pharma Debtors will receive its
Pro Rata Share of the Rising Net Distributable Assets (a) up to the
full principal amount of such Allowed Claim, and (b) solely if and
to the extent sufficient Rising Net Distributable Assets are
available once the principal amount of all Allowed General
Unsecured Claims against the Rising Pharma Debtors is paid in
full.

Class 3C General Unsecured Claims against Arsynco are impaired.
Holder of an Allowed General Unsecured Claim against Arsynco will
receive its Pro Rata Share of the Arsynco Net Distributable Assets
(a) up to the full principal amount of such Allowed Claim, and (b)
solely if and to the extent sufficient Arsynco Net Distributable
Assets are available once the principal amount of all Allowed
General Unsecured Claims against Arsynco is paid in full.

Class 3D General Unsecured Claims against Acci Realty are impaired.
Allowed General Unsecured Claim against Acci Realty will receive
its Pro Rata Share of the Acci Realty Net Distributable Assets (a)
up to the full principal amount of such Allowed Claim, and (b)
solely if and to the extent sufficient Acci Realty Net
Distributable Assets are available once the principal amount of all
Allowed General Unsecured Claims against Acci Realty is paid in
full.

Class 4A Subordinated Claims Against Aceto Chemical Plus Debtors
are impaired. Holder of an Allowed Subordinated Claim against the
Aceto Chemical Plus Debtors will be entitled to its Pro Rata Share
of the remaining Aceto Net Distributable Assets to be distributed
on a pari passu basis with Holders of Allowed Interests in Aceto.

Class 4B Subordinated Claims Against Rising Pharma Debtors are
impaired. Holder of an Allowed Subordinated Claim against the
Rising Pharma Debtors will receive its Pro Rata Share of any
available remaining Rising Net Distributable Assets up to the full
principal amount of such Allowed Claim.

Class 5 Intercompany Claims are impaired. Intercompany Claims will
be eliminated and extinguished and the Holders of Intercompany
Claims will not receive or retain any property under the Plan on
account of such Claims, and such Claims will be deemed waived and
released except as set forth with respect to the Intercompany Claim
of the Rising Pharma Debtors against the Aceto Chemical Plus
Debtors which will be settled through the Settlement Distribution
Subsidy.

Class 6A Interests in Aceto are impaired. Holder of an Interest in
Aceto will be entitled to its Pro Rata Share of the remaining Aceto
Net Distributable Assets to be distributed on a pari passu basis
with Holders of Allowed Subordinated Claims against the Aceto
Chemical Plus Debtors.

Class 6B Interests in all Debtors Other than Aceto are impaired.
Allowed Interests in Debtors other than Aceto will not receive any
distribution on account of such Interests, provided that such
Interests will be maintained by the Plan Administrator on and after
the Effective Date as may be required pursuant to the Pharma
Purchase Agreement and/or Chemical Plus Purchase Agreement.

Distributions under the Plan and the Plan Administrator’s
operations will be funded from the Debtors’ Cash on hand and
proceeds of the Sales held by the Estates as of the Effective Date,
and proceeds of other asset dispositions and net proceeds of
Litigation and Other Recoveries.

A full-text copy of the Disclosure Statement dated June 17, 2019,
is available at https://tinyurl.com/y39e7n5s from PacerMonitor.com
at no charge.

                      About ACETO Corp.

ACETO Corporation (NASDAQ: ACET), incorporated in 1947, is focused
on the global marketing, sale and distribution of Human Health
products (finished dosage form generics and nutraceutical
products), Pharmaceutical Ingredients (pharmaceutical intermediates
and active pharmaceutical ingredients) and Performance Chemicals
(specialty chemicals and agricultural protection products).

The Company employs approximately 180 people.

With business operations in nine countries, ACETO distributes over
1,100 chemical compounds used principally as finished products or
raw materials in the pharmaceutical, nutraceutical, agricultural,
coatings and industrial chemical industries.  ACETO's global
operations, including a staff of 25 in China and 12 in India, are
distinctive in the industry and enable its worldwide sourcing and
regulatory capabilities.

Aceto Corporation and eight affiliates sought Chapter 11 protection
(Bankr. D.N.J. Case No. 19-13448) on Feb. 19, 2019.  ACETO
disclosed assets of $753,159,000 and liabilities of $702,848,000 as
of Dec. 31, 2018.

The Hon. Vincent F. Papalia is the case judge.

The Debtors tapped Lowenstein Sandler LLP as counsel; Simmons &
Simmons as foreign counsel; PJT Partners LP as investment banker
and financial advisor; AP Services LLC as restructuring advisor;
and Prime Clerk LLC as claims and noticing agent.

The U.S. Trustee, on February 28, appointed five members to the
official committee of unsecured creditors:

   (1) Wilmington Trust, National Association
       50 South 6th St., Suite 1290
       Minneapolis, MN 55402
       Tel: (612) 217-5629
       Fax: (612) 217-5651
       Attn: Peter Finkel

   (2) Aurobindo Pharma USA, Inc.
       279 Princeton Hightstown Rd.
       East Windsor, NJ 08520
       Tel: (732) 917-2417
       Attn: Hunter Murdock

   (3) FDC Limited
       C-3 Sky Vistas
       106-A J.P. Road
       D.N. Nager
       Mumbai - 400 053
       Tel: +91-22-3071 9100
       Attn: Rahul Saikia

   (4) Ingenus Pharmaceuticals NJ, LLC
       4190 Millenia Blvd.
       Orlando, FL 32839
       Tel: (216) 407-4756
       Fax: (407) 264-6632
       Attn: Matthew J. Baumgartner

   (5) Thinq Pharma CRO PVT LTD.
       111 North Bridge Road
       #16-04 Penninsula Plaza
       Singapore 179098
       Tel: +917-940-2896
       Attn: Ameya Nadkarni

Counsel for the Committee is Stroock & Stroock & Lavan LLP and
Porzio, Bromberg & Newman, P.C.  Houlihan Lokey Capital, Inc., is
the Committee's investment banker.  GlassRatner Advisory & Capital
Group, LLC, as its financial advisor.


AEON GLOBAL: Incurs $271,000 Net Loss for Quarter Ended March 31
----------------------------------------------------------------
AEON Global Health Corp. filed its quarterly report on Form 10-Q,
disclosing a net loss of $270,995 on $2,587,497 of total net
revenues for the three months ended March 31, 2019, compared to a
net loss of $1,712,512 on $4,055,579 of total net revenues for the
same period in 2018.

At March 31, 2019, the Company had total assets of $10,597,526,
total liabilities of $9,402,616, and $1,194,910 in total
shareholders' equity.

The Company's operations and product development activities have
required substantial capital investment to date.  Its recurring
operating losses and capital needs, among other factors, raise
substantial doubt about its ability to continue as a going
concern.

A copy of the Form 10-Q is available at:

                       https://is.gd/yrcXKd

Headquartered in Gainesville, Georgia, AEON Global Health Corp.
(OTCQB: AGHC) primarily provides an array of clinical testing
services to health care professionals through its wholly-owned
subsidiary, Peachstate Health Management, LLC d/b/a AEON Clinical
Laboratories ("AEON").


ALLIANCE RESOURCE: S&P Hikes Senior Unsecured Note Rating to 'BB+'
------------------------------------------------------------------
S&P Global Ratings raised its issue-level rating on U.S.–based
coal producer Alliance Resource Partners L.P.'s 7.5% senior
unsecured notes due 2025 ($400 million outstanding) to 'BB+' from
'BB' and revised its recovery rating on the notes to '3' from '5'.
The '3' recovery rating indicates S&P's expectation for meaningful
recovery (50%-70%; rounded estimate: capped at 65%) in the event of
a payment default.

S&P's 'BB+' issuer credit rating and stable outlook on Alliance
remain unchanged.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- Alliance's capital structure comprises a $495 million senior
secured cash flow revolving credit facility, which S&P assumes
would be close to 85% drawn in a default scenario, a $100 million
accounts receivable securitization facility, and $400 million of
senior unsecured notes due 2025.

-- Cavalier Minerals, Alliance's 96%-owned oil and gas mineral
concern, has a $100 million revolving credit facility due 2024.
Although the window for drawing on this facility closes in October,
S&P allocates slightly under 5% of Alliance's total enterprise
value as collateral available to the facility.

-- Given the fixed-charge coverage metrics associated with this
capital structure, in S&P's view it would take a sustained drop in
demand and pricing to trigger a default and push the company into
bankruptcy.

-- In S&P's view, the thermal coal industry is in a slow and
prolonged secular decline. However, S&P believes this business
would remain viable through the contemplated 2024 default year.
Therefore, the rating agency's valuation uses an enterprise value
approach because it assumes the company's creditors would realize
greater recoveries through a reorganization rather than a
liquidation of the business.

-- S&P estimates a gross enterprise value of approximately $960
million, assuming an emergence EBITDA of $192 million and an EBITDA
multiple of 5x, which is in line with the multiples S&P uses for
other companies in the metals and mining upstream sector.

Simulated default assumptions

-- Year of default: 2024
-- EBITDA at emergence: $192 million
-- Implied enterprise value multiple: 5x
-- Gross enterprise value: $960 million

Simplified waterfall

-- Net enterprise value (after 5% administrative costs): $912
million
-- Adjusted enterprise value (net enterprise value: $912 million,
less value assigned to Cavalier Minerals: $28 million): $884
million
-- Priority claims (capitalized leases: $59 million, AR
securitization: $102 million): $161 million
-- Remaining enterprise value: $723 million
-- Estimated secured claims (revolving credit facility): $421
million
-- Remaining enterprise value: $302 million
-- Estimated unsecured claims (senior notes): $415 million
-- Recovery expectations: 50%-70% (rounded estimate: capped at
65%)
Note: All debt amounts include six months of accrued but unpaid
interest at default.

  Ratings List

  Alliance Resource Partners, L.P.
   Issuer Credit Rating BB+/Stable
   Issue-Level Ratings Raised, Recovery Ratings Revised  
                       To From
  Alliance Resource Finance Corporation.

  Alliance Resource Operating Partners L.P.

   Senior Unsecured BB+ BB
   Recovery Rating 3(65%)5(10%)


AMERICAN AIRLINES: Court Junks Pilots' Lawsuit for Lack of Standing
-------------------------------------------------------------------
Bankruptcy Judge Sean H. Lane granted the Defendants' motion to
dismiss the adversary proceeding captioned JOHN KRAKOWSKI, KEVIN
HORNER and M. ALICIA SIKES, Plaintiffs, v. AMERICAN AIRLINES, INC.,
and ALLIED PILOTS ASSOCIATION, Defendants, Adv. Pro. No. 16-01138
(SHL) (Bankr. S.D.N.Y.).

Plaintiffs John Krakowski, Kevin Horner, and M. Alicia Sikes are
former Trans World Airlines ("TWA") pilots that are now employed by
American Airlines. Defendant Allied Pilots Association is the union
that represents American's pilots. The Plaintiffs seeks to vacate
an award in an interest arbitration conducted under the Railway
Labor Act, 45 U.S.C. sections 151 et seq. (the "RLA"), to determine
certain contractual rights under the collective bargaining
agreement between American and APA. The Plaintiffs allege that
their due process rights to a fair arbitration hearing were
violated because of alleged bias on the part of the arbitrators.

The Defendants seek dismissal of the Complaint under Federal Rules
of Civil Procedure 12(b)(1) and 12(b)(6), asserting that the
Plaintiffs lack standing to vacate the arbitration award, the
action is time-barred under the RLA and the Plaintiffs have failed
to state a claim for which relief can be granted.

The Defendants ask that the Complaint be dismissed under Federal
Rule of Civil Procedure 12(b)(1) for lack of subject matter
jurisdiction. They argue that these individual Plaintiffs lack
standing to challenge the LOA 12-05 arbitration award because the
Plaintiffs were not parties to the arbitration. The Plaintiffs
maintain that the RLA provides them with standing to challenge the
award.

The Court holds that the Plaintiffs erroneously rely on McQuestion
v. New Jersey Rail Operations to argue that non-parties to labor
arbitrations conducted under the RLA have standing to dispute the
resulting awards. In McQuestion, two individuals challenged their
termination through the in-house appeals procedures of their
employer, New Jersey Transit. When those challenges failed, the
union filed petitions with the National Railroad Adjustment Board
on behalf of the individuals, seeking to have the discharges set
aside. While the petitions were signed only by a union
representative, each petition indicated that it was submitted on
behalf of the individuals. In addition, the individuals were
present at the hearing held by the adjustment board, which dealt
only with their individual grievances. The Third Circuit ultimately
held that the individuals had standing under Section 3, First (q)
to challenge the order of the adjustment board. The Court noted
that the language of Section 3, First (q) cited to "any employee .
. . aggrieved" by a ruling and authorizes "such employee" to file a
petition for review and that "confining ourselves to the literal
wording of the statute, the appellants did have standing to seek
review. . . ." The Court of Appeals concluded that "[t]he
proceedings before the Board were conducted solely to resolve
appellants' uniquely individual grievances. . . . Indeed, the
district court observed that appellants were the real parties in
interest."

Thus, McQuestion is both legally and factually inapposite for two
reasons. First, McQuestion involved an adjustment board proceeding
that dealt only with the rights of the two individuals seeking to
challenge a decision relating to their termination, while the case
before this Court involves three individuals challenging a decision
that impacts the collective contractual rights of thousands of
employees. As the LOA 12-05 arbitration award does not involve
"uniquely individual grievances," the reasoning of McQuestion is
inapplicable to this case. Second, McQuestion involved grievance
arbitration and was interpreting Section 3, First (q), which this
Court has already ruled does not apply to this interest
arbitration. Indeed, the McQuestion court distinguished its ruling
from another case that involved a group of employees who were found
to lack standing to vacate an arbitration award relating to CBA
terms for an entire employee group.

The Court also concludes that the Complaint should be dismissed as
untimely because it was filed after the expiration of the statute
of limitations.

A copy of the Court's Memorandum of Decision dated March 8, 2019 is
available at https://bit.ly/2Ky0DAJ from Leagle.com.

John Krakowski, M. Alicia Sikes & Kevin Horner, Plaintiffs,
represented by Allen P. Press, Jacobson Press & Fields, P.C. & Lee
Seham, Seham Seham Meltz & Petersen, LLP.

American Airlines, Inc., Defendant, represented by Sloane Ackerman
-- sackerman@omm.com -- O'Melveny & Myers LLP, Mark Robertson --
mrobertson@omm.com -- O'Melveny & Myers LLP & Robert A. Siegel --
rsiegel@omm.com -- O'Melveny & Myers LLP.

Allied Pilots Association, Defendant, represented by Darin M.
Dalmat, JAMES & HOFFMAN, P.C., Steven K. Hoffman --
skhoffman@jamhoff.com -- James & Hoffman, P.C. & Daniel M.
Rosenthal -- dmrosenthal@jamhoff.com -- James & Hoffman, P.C.

                   About American Airlines

AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on
Nov. 29, 2011, after failing to secure cost-cutting labor
agreements.

The Debtors tapped Weil, Gotshal & Manges LLP as bankruptcy
counsel;  Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, as special counsel; Rothschild Inc., as financial
advisor; and Garden City Group Inc. as claims and notice agent.

The Official Committee of Unsecured Creditors retained Jack Butler,
Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman,
Esq., at Skadden, Arps, Slate, Meagher & Flom LLP as
counsel; Togut, Segal & Segal LLP as co-counsel for conflicts and
other matters; Moelis & Company LLC as investment banker; and
Mesirow Financial Consulting, LLC, as financial advisor.

AMR Corp., emerged from Chapter 11 bankruptcy protection on Dec. 9,
2013, upon which it merged with US Airways Group.  The combination
of American Airlines and US Airways will result in the largest U.S.
airline, with the leading share of traffic along the East Coast and
Central U.S. regions.


AMERICAN HOLLOW: July 18 Hearing on Disclosure Statement
--------------------------------------------------------
On July 18, 2019 at 9:30 A.M., the Bankruptcy Court will convene
the hearing to consider the approval of the Disclosure Statement
explaining the Chapter 11 Plan of American Hollow Boring Company.
July 11, 2019 is the last day for filing and serving Objections to
the Disclosure Statement.

         About American Hollow Boring Company

Founded in 1918, American Hollow Boring Company --
http://www.amhollow.com/-- provides deep hole drilling,
trepanning, honing, and machining services.  It operates out of a
60,000-square-foot manufacturing facility in Erie, Pennsylvania.

American Hollow sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-10597) on June
15,2018.  In the petition signed by Aimee Gevirtz, secretary and
treasurer, the Debtor estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million.  Judge Thomas P.
Agresti presides over the case.  The Debtor tapped Knox McLaughlin
Gornall & Sennett, P.C. as its legal counsel.


AMES SKEFOS: Trent Buying Memphis Property for $750K
----------------------------------------------------
James Skefos asks the U.S. Bankruptcy Court for the Western
District of Tennessee to authorize the sale of the real property
located at 6769 Shelby Drive, Memphis, Tennessee to Dedrick Trent
for $750,000.

The Debtor owns numerous real properties in Memphis, Tennessee
including 6769 Shelby Drive.  He has obtained a sales contract on
said property in the amount of $750,000 in "as is" condition.

There is a mortgage on the proposed property with Community Bank
and there are outstanding city and county taxes which will be paid
by the buyer at closing.  Other than the  sum of $22,500 that the
Buyer is required to pay at closing, there will be no significant
proceeds realized from this sale as it is a wraparound mortgage
with Community Bank.    

The Debtor has not obtained a formal appraisal on 6769 Shelby
Drive, but the purchase price is in excess of the Shelby County
Assessor's appraisal on the property at 6769 Shelby Drive,
$218,000.  He believes the sales price obtained is more than
reasonable and is in his interest of Debtor and ultimately his
creditors to sell said property.  

Said sale is in the Debtor's regular course of business but is
seeking authorization for title insurance purposes.

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

    http://bankrupt.com/misc/James_Skefos_341_Sales.pdf

The Purchaser:

          Dedrick Trent
          6769 Shelby Drive
          Memphis, TN           
          Telephone: (901) 282-6323

James Skefos, owner of numerous real properties in Memphis,
Tennessee, sought Chapter 11 protection (Bankr. W.D. Tenn. Case No.
17-28243) on Sept. 18, 2017.  The Debtor tapped Daniel Lofton,
Esq., at Craig & Lofton, P.C., as counsel.


ANCHOR PACKAGING: Moody's Assigns B3 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating and
B3-PD probability of default rating to Anchor Packaging, LLC.
Moody's also assigned a B2 rating to the $450 million senior
secured first lien credit facilities, including a $60 million
five-year revolving facility, a $320 million seven-year term loan
and a $70 million delayed draw first lien term loan. The proceeds
of the term loan and a $95 million second lien term loan (unrated)
will be used to fund the acquisition of a majority stake in Anchor
Packaging, LLC by The Jordan Company. The outlook is stable.

Assignments:

Issuer: Anchor Packaging, LLC

Corporate Family Rating, Assigned B3

Probability of Default Rating, Assigned B3-PD

Gtd Senior Secured 1st Lien Term Loan, Assigned B2 (LGD3)

Gtd Senior Secured 1st Lien Revolving Credit Facility,
Assigned B2 (LGD3)

Gtd Senior Secured 1st Lien Delayed Draw Term Loan,
Assigned B2 (LGD3)

Outlook Actions:

Issuer: Anchor Packaging, LLC

Outlook, Assigned Stable

RATINGS RATIONALE

The B3 corporate family rating reflects the company's small scale
and weak credit metrics (pro forma debt/EBITDA of 7.4x in the
twelve months ended March 31, 2019). Anchor Packaging, LLC is one
of the smallest companies rated under the packaging methodology
with $373 million in sales in the twelve months ended March 31,
2019 and four manufacturing facilities in Arkansas and a majority
stake in a one small facility in Argentina. Anchor Packaging's
credit profile benefits from its market position in niche markets,
such as polypropylene (PP) plastic containers for hot food, but it
competes in a fragmented market with much larger companies that
have more advantaged purchases of resin and broader product
offerings. Anchor Packaging estimates that it is the 8th largest
manufacturer of thermoformed packaging, but does not compete in
thermoformed cups segment. Demand for Anchor Packaging's containers
is driven by traffic at quick service restaurants, growth in food
delivery and in prepared meals at groceries and convenience stores
as well as substitution out of polystyrene food containers. To
generate above GDP volume growth, the company would need to add new
lines and tooling at one of its existing facilities or supplement
organic growth with acquisitions. The rating reflects expectations
of elevated capital expenditures in the next two years to add
capacity for growth, which will constrain free cash flow generation
after the leveraged buyout by The Jordan Company. Pro forma for the
LBO, Anchor Packaging, LLC had debt/EBITDA as adjusted by Moody's
of 7.4 times in the twelve months ended March 31, 2019 and expected
EBITDA/Interest coverage of approximately 2 times. Moody's EBITDA
includes foreign currency transaction losses related to the
company's majority ownership in a meat packaging film manufacturing
facility in Argentina. The company is projected to have low free
cash flow in 2019 and 2020 due to capital investments in new lines.
Only a portion of this new volume has been contracted, therefore
the company may not generate a strong return on investment if
projected demand growth for new products does not materialize.
Other constraining factors for the rating include exposure to
volatile raw material costs and forex. Only about 40% of the
company's sales are under contracts with cost pass throughs for
resin with approximately three-month lags and the company's margins
and working capital could be temporarily impacted by rising raw
material costs. Anchor Packaging's main raw material are PP, PET
and PVC resins. Although the company's products are both reusable
and recyclable, increasing consumer and regulator concerns about
single use plastics and waste could change operating environment
and demand in the future or require investments to develop products
with higher recycled content or biodegradable plastics. The company
has also benefited from bans on polystyrene containers in some
municipalities because it manufactures substitute PP products.

Moody's expects Anchor Packaging LLC to have good liquidity,
reflecting expectations of modest free cash flow generation over
the next 12-18 months and availability under the proposed $60
million revolving facility due in 2024. The revolver is expected to
be undrawn at the close of the LBO transaction. Moody's expects the
company not to pay taxes, but the majority of cash flow will be
absorbed by interest of roughly $30 million a year and capex $19
million in 2019 and 2020, plus working capital to fund inventory
built for new lines. Annual amortization payments are $3.2 million
and the credit agreement includes a free cash flow sweep. The
credit agreement also includes a $70 million delayed draw term loan
to fund acquisitions or capital expenditures. The revolving credit
facility includes a springing first lien net leverage ratio
covenant of 8 times if availability is below 40% and there are no
covenants on the term loan. The facilities are secured by
substantially all assets of the borrower and guarantors. The
company has a majority ownership in a film manufacturing facility
in Argentina, which could be sold, but it only contributes 6% of
sales and Moody's does not view it as a meaningful source of
alternative liquidity.

First lien credit facilities, including a $60 million five-year
revolver, $320 million seven-year term loan and a $70 million
delayed-draw term loan, are rated B2, one notch above the B3
corporate family rating reflecting their priority position in the
capital structure, which also includes a $95 million eight-year
second lien term loan (unrated).

The stable outlook reflects expectations that the company will
continue to execute its organic growth plan under the new ownership
and gradually improve credit metrics through either earnings growth
or debt pay down.

Moody's could upgrade the rating if the company expands its scale,
debt/EBITDA declines below 6 times on a sustained basis,
EBITDA/Interest improves to over 3 times and the company generates
meaningful and consistently positive free cash flow.

Moody's could downgrade the rating if debt/EBITDA remains above 7
times, EBITDA/Interest declines below 1.5 times and free cash flow
is consistently negative.

Headquartered in St. Louis, Missouri, Anchor Packaging, LLC is a
manufacturer of polypropylene and PET containers for hot and cold
food as well as flexible food wrap film. The company has four
manufacturing facilities in Arkansas and owns a 68% stake in a meat
film manufacturing subsidiary, Packall, in Argentina. One of Anchor
Packaging, LLC owners owns another 20% stake in Packall and the
remaining 12% are held by outside interests. The Jordan Company
signed an agreement to acquire a controlling stake in Anchor
Packaging on June 5, 2019. The minority stake is owned by the
seller, privately-held Hermann Companies, Inc. The company
generated sales of $373 million in the twelve months ended March
31, 2019.


ANEW HEALTH: Unsecureds to Get Full Payment Over 77 Months
----------------------------------------------------------
Anew Health Care, Inc., filed a Chapter 11 Plan and accompanying
disclosure statement.

Class V: All Allowed General Unsecured Claims of creditors are
impaired, which are not otherwise classified. These claims total
approximately $358,690.00, excluding the unsecured claim of the IRS
in the amount of $74,968.26 which is conditionally forgiven as set
forth in Section 6.01. This class shall be paid in full over
seventy-seven (77) months through pro rata monthly installments as
set forth in the Plan Payment Schedule.

Class I: The Allowed Priority and Secured Claims of the Internal
Revenue Service are impaired.  Pursuant to an agreement reached by
the Debtor and the Internal Revenue Service, the IRS will agree to
waive the penalty on its Secured Claim totaling $5,639.06 as long
as the debtor is successful in full paying the total amounts due
from the Secured and Unsecured Priority Claims without defaulting.
The remaining amount of the Secured Claim totaling $41,562.39,
which includes tax and interest, and the Priority Claim of
$322,887.20, which includes tax and interest, will be paid in
monthly installments with interest at 6% per annum as set forth in
the Plan Payment Schedule.

The Debtor proposes to fund its Plan through revenues derived from
the continued operation of the Debtor's home health care business.

A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y5d44neq from PacerMonitor.com
at no charge.

                  About Anew Health Care
   
Anew Health Care, Inc., filed a Chapter 11 petition (Bankr. W.D.
Tex. Case No. 18-52711), on Nov. 14, 2018.  In the petition signed
by James P. Holton, II, president, the Debtor estimated both assets
and liabilities at $100,000 to $500,000 each.  The Debtor is
represented by David T. Cain, Esq. of the Law Office of David T.
Cain.


ANGELS FOR KIDS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Angels For Kids On Call 24/7, Inc., according to court dockets.

               About Angels For Kids on Call 24/7

Angels For Kids On Call 24/7, Inc. --
https://www.angelsforkidsoncall.com/ -- is a for-profit behavioral
health company located in Orlando, Florida.  The Company provides
treatment of mood disorder, disorders first diagnosed in childhood,
behavioral disorders, trauma, stress and poor health, substance and
social reality problems. Its target population is high-risk,
diverse and in need of immediate care.

While the Company is uniquely suited to specialize in child and
adult care, it offers a range of treatments for people of all age
ranges.

Angels For Kids On Call 24/7, based in Orlando, FL, filed a Chapter
11 petition (Bankr. M.D. Fla. Case No. 19-03262) on May 16, 2019.
In the petition signed by John Valencia, president, the Debtor
estimated $0 to $50,000 in assets and $1 million to $10 million in
liabilities.  The Hon. Karen S. Jennemann oversees the case.  Aldo
G. Bartolone, Jr., Esq., at Bartolome Law, PLLC, serves as
bankruptcy counsel to the Debtor.


ANTERO MIDSTREAM: Moody's Rates New $600MM Unsecured Notes 'Ba3'
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Antero Midstream
Partners LP's (AM, Ba2 positive) proposed $600 million senior
unsecured notes due 2028. AM's other ratings and positive outlook
were unchanged.

Net proceeds will be used to reduce borrowings on AM's $2 billion
committed revolving credit facility, which had $1.1 billion
outstanding at March 31, 2019.

"This is a leverage neutral and modestly liquidity enhancing
transaction that does not have any meaningful impact on credit
quality," commented Sajjad Alam, Moody's Vice President and Senior
Analyst.

Assignments:

Issuer: Antero Midstream Partners LP

Proposed senior unsecured notes due 2028, Assigned Ba3 (LGD5)

RATINGS RATIONALE

The proposed unsecured notes are rated Ba3, one notch below AM's
Ba2 Corporate Family Rating, under Moody's Loss Given Default
Methodology. The notching reflects the large $2 billion secured
revolver in AM's capital structure that has an all-asset pledge and
a priority-claim to all of AM's assets.

AM's Ba2 CFR reflects its increasing but manageable financial
leverage, excellent organic growth prospects, solid distribution
coverage as well as its strategic and operational importance to
Antero Resources Corporation (Antero, Ba2 positive). AM has long
term fee-based gathering, compression and water handling contracts
with Antero, and substantially all of Antero's current and future
acreage has been dedicated to AM. Antero will continue to grow
volumes at double digit rates over the next several years backed by
a strong hedge book. The rating is constrained by AM's reliance on
a single customer, narrow geographic focus in Appalachia, exposure
to volatile drilling cycles, significant future growth capital
requirements, and Antero's rating.

AM's SGL-3 rating reflects adequate liquidity through 2020. This
note offering will free up revolver capacity and provide more
funding flexibility. Given AM's elevated level of capital spending
through 2020, the company will generate significant negative free
cash flow, which Moody's expects the company to finance with a
balanced mix of debt and retained cash flow. AM will likely
continue to term out revolver borrowings with unsecured debt to
maintain a substantial liquidity cushion.

AM's positive outlook reflects Antero's positive outlook and
Moody's expectation of increasing earnings and declining leverage
through 2020. Greater scale and diversification supportive of a
higher rating level will be a key driver for any potential upgrade.
An upgrade would also depend on Antero's CFR moving to a higher
rating level. If Antero was upgraded, Moody's could consider
upgrading AM if the partnership is able to maintain its debt to
EBITDA ratio below 3x and its distribution coverage ratio (FFO --
Maintenance capex / Distributions) above 1.1x. The CFR could be
downgraded if leverage approaches 4x, the distribution coverage
falls below 1x or Antero's CFR is downgraded.

The principal methodology used in this rating was Midstream Energy
published in December 2018.

Antero Midstream Partners LP is a wholly owned subsidiary of Antero
Midstream Corporation, which is a Denver, Colorado based public
company having gathering, compression, and water handling and
treatment assets in northwest West Virginia and southern Ohio.


ANTERO MIDSTREAM: S&P Rates $600MM Senior Unsecured Notes 'BB+'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '3'
recovery rating to the proposed $600 million senior unsecured notes
due in 2028 issued by Antero Midstream Partners L.P. and Antero
Midstream Finance Corp. The '3' recovery rating indicates S&P's
expectation for meaningful (50%-70%; rounded estimate: 55%)
recovery in a payment default scenario. The partnership intends to
use the net proceeds from the notes to repay indebtedness under its
credit facility.

Denver-based Antero Midstream Partners L.P. is a master limited
partnership formed by Antero Resources Corp. to own, operate, and
develop midstream energy assets to service Antero Resources Corp.'s
increasing production. Antero Midstream Partners' assets consist of
gathering pipelines, compressor stations, and interests in
processing and fractionation plants that collect and process
production from Antero Resources Corp.'s wells in the Marcellus and
Utica Shales in West Virginia and Ohio.


APPLIED THERAPEUTICS: Accounting Firm Casts Going Concern Doubt
---------------------------------------------------------------
Applied Therapeutics, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $8,730,000 on $0 of revenue for the
three months ended March 31, 2019, compared to a net loss of
$2,335,000 on $0 of revenue for the same period in 2018.

At March 31, 2019, the Company had total assets of $16,872,000,
total liabilities of $6,328,000, and $27,917,000 in total
stockholders' deficit.

The Company said, "The report of our independent registered public
accounting firm on our financial statements as of and for the year
ended December 31, 2018 that was issued prior to our initial public
offering included an explanatory paragraph indicating that there
was substantial doubt about our ability to continue as a going
concern.  Given our planned expenditures, including expenditures in
connection with our clinical trials, our independent registered
public accounting firm may conclude, in connection with the audit
of our financial statements for the year ended December 31, 2019 or
any other subsequent period, that there is substantial doubt
regarding our ability to continue as a going concern.  The
inclusion of a going concern explanatory paragraph by our
independent registered public accounting firm may materially
adversely affect our share price and our ability to raise new
capital, enter into critical contractual relations with third
parties and otherwise execute our development strategy, which may
cause us to delay, reduce or eliminate some or all of our research
and development programs.  If we are unable to continue as a going
concern, we may have to liquidate our assets, and the values we
receive for our assets in liquidation or dissolution could be
significantly lower than the values reflected in our financial
statements."

A copy of the Form 10-Q is available at:

                       https://is.gd/OraNCM

Applied Therapeutics, Inc., a biopharmaceutical company, develops
novel products to target cardiovascular disease, galactosemia, and
diabetic complications.  Its lead product candidate is AT-001 that
is in phase II clinical trials for treating diabetic
cardiomyopathy, as well as is in phase I clinical trials to treat
diabetic peripheral neuropathy.  The company's pre-clinical stage
products include AT-001 for acute myocardial infraction; AT-007 for
treating galactosemia; AT-003 to treat diabetic retinopathy; and
AT-104 for the treatment of orphan hematological oncology.  Applied
Therapeutics was founded in 2016 and is headquartered in New York.


ARCHITECTURE & DESIGN: S&P Cuts School Rev. Bond Rating to 'CCC+'
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'CCC+' from 'B-'
on the Philadelphia Authority for Industrial Development, Pa.'s
series 2013 charter school revenue bonds, issued for The Designing
Futures Foundation on behalf of Charter High School for
Architecture & Design (CHAD). The outlook remains negative.

The downgrade is based on CHAD's decision to surrender its charter
and cease current school operations on June 30, 2020.

"In accordance with our criteria, the 'CCC+' rating and negative
outlook reflect our view that there is greater than a one-in-two
likelihood of default given the school's impending closure, though
we do not expect near-term payment crisis," said S&P Global Ratings
credit analyst James Gallardo.

CHAD will continue operating for the next school year, though S&P
expects enrollment may be pressured given the school's closure
plans, and the school's current reserves, as well as its debt
service reserve fund, are sufficient to cover debt service payments
over the next 12 months. S&P expects CHAD to make its June 30,
2019, debt service payment.


ARCONIC INC: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB+
------------------------------------------------------------
Egan-Jones Ratings Company, on June 20, 2019, upgraded the foreign
currency and local currency senior unsecured ratings on debt issued
by Arconic Incorporated to BB+ from BB.

Headquartered in Pittsburgh, Pennsylvania, Arconic Incorporated is
a company specializing in lightweight metals engineering and
manufacturing.



AUCTION SUPPLEMENTAL: Unsecured Creditors to Get $5,000 Monthly
---------------------------------------------------------------
Auction Supplemental Services, LLC, filed a Chapter 11 plan and
accompanying disclosure statement.

Class 6 Claimants (Allowed Unsecured Creditors) are impaired.  All
allowed unsecured creditors shall share pro rata in the unsecured
creditors pool.  The Debtor shall make monthly payments commencing
on the Effective Date of $5,000 into the unsecured creditors' pool.
The Debtor shall make distributions to the Class 6 creditors every
90 days commencing 90 days after the Effective Date.

Class 2 Claimants (Allowed Tax Claims) are impaired. The Allowed
Amount of all Tax Creditor Claims shall be paid out of the
continued operations of the business. The Priority Tax Creditor
Claims to be the Internal Revenue Service Claims for 941 taxes
believed to be approximately $23,302.16. The IRS Claims will be
paid in full over a 60 month period commencing on the Effective
Date, with interest at a rate of 5% per annum.

Class 3 Claimants (Allowed Ad Valorem Tax Claims) are impaired. The
Allowed Ad Valorem Tax Creditor Claims shall be paid out of the
revenue from the continued operations of the business to Dallas
County. Dallas County has filed a Proof of Claim in the amount of
$98.11 for business property taxes for year 2018.

Class 4 Claimants (Texas Comptroller) are impaired. The Texas
Comptroller has filed a Proof of Claim asserting a priority claim
for Franchise Tax in the amount of $18,393.11. The Debtor shall pay
the priority amount of the Proof of Claim in full with interest at
the rate of 6.5% per annum in 60 equal monthly payments commencing
on the Effective Date. The Debtor believes if the claim is allowed
as filled, the monthly payment amount on the Comptroller’s
Priority Tax Claim will be $360.

Class 5 Claimants (Texas Workforce Commission) are impaired. The
Texas Workforce Commission has filed a Priority Proof of Claim
asserting a priority claim for unemployment taxes in the amount of
$103,370.78. To the extent the TWC’s Priority Proof of Claim is
allowed, the Debtor shall pay the priority amounts in the TWC Proof
of Claim in full with interest at the rate of 6.5% per annum in 60
equal monthly payments commencing on the Effective Date.

The Debtor anticipates the continued operations of the business to
fund the Plan.

A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y2qfqpcf from PacerMonitor.com
at no charge.

Auction Supplemental Services, Inc., filed a Chapter 11 Petition
(Bankr. N.D. Tex. Case No. 19-30142) on January 14, 2019, and is
represented by Eric A. Liepins, Esq.


BADGER FINANCE: Moody's Affirms B3 CFR & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Badger Finance,
LLC and revised the outlook to negative from stable. Ratings
affirmed are the B3 Corporate Family Rating, B3-PD Probability of
Default Rating and B3 senior secured debt rating.

The negative outlook reflects the company's weakened financial
flexibility due to heavy use of its liquidity facility. At March
31, 2019, the company had $10 million of availability under its $30
million asset backed revolving credit facility, compared to $13
million and $30 million available at December 31, 2018 and December
31, 2017, respectively. Moody's had expected the facility to be
undrawn during 2019. Reduced availability under the revolving
credit facility could lead to insufficient investment in the
company's core and expansion businesses.

Trilliant has borrowed under its liquidity facility over the past
year to fund early stage losses in new business lines, which have
been higher than anticipated. In addition, core operating profit
has been soft, partly due to higher transportation costs that have
raised operating costs and lowered order fill rates. As a result,
financial leverage is higher than planned, although manageable. At
December 31, 2019 debt/EBITDA was about 6.6x, including startup
costs and approximately 5.3x, excluding them.

Trilliant's overall liquidity is still good, although weakened.
This view is based on the positive free cash flow anticipated from
the company's core private label coffee pod business and the lack
of any near--term debt maturities or restrictive bank covenants.

The following ratings were affirmed:

Badger Finance, LLC:

  Corporate Family Rating at B3;

  Probability of Default Rating at B3-PD;

  $295 million senior secured term loan B due 2024 at B3 (LGD4).

  The outlook was revised to negative from stable.

RATINGS RATIONALE

Trilliant's B3 Corporate Family Rating reflects high financial
leverage, limited cash flow due to heavy growth capital investments
in startup businesses, and relatively small scale compared to its
much larger peers. In addition, Trilliant's profile includes high
manufacturing concentration and a limited operating history. These
credit challenges are balanced against key strengths, including the
company's above-industry-average sales growth, attractive profit
margins, and a favorable growth outlook in its expanding core U.S.
single-serve coffee business. Central to the company's coffee pod
strategy is its fully integrated manufacturing -- from green coffee
procurement and roasting to high-speed coffee pod production and
packaging -- that enables its low-cost producer strategy.

Ratings could be upgraded if Trilliant sustains sales and earnings
growth, successfully executes new platform launches, and sustains
debt/EBITDA below 5.0x. Trilliant would also need to generate
consistently positive free cash flow to warrant an upgrade.

Ratings could be downgraded if operating performance weakens,
liquidity deteriorates, or if debt/EBITDA is sustained above 6.0x.

Based in Little Chute, Wisconsin, Badger Finance, LLC is an
intermediate holding company of Trilliant Food and Nutrition, LLC.
and affiliated companies. The company is primarily a U.S.
manufacturer of private label single serve coffee pods, but has
recently expanded into ready-to-drink (RTD) coffee beverages and
wellness products. The company also sells some branded coffee
products under its Victor Allen's brand. Annuals sales are between
$200 million and $250 million. Trilliant is sponsored by private
equity firm Blackstone Group, which holds a significant equity
interest in the company.


BIG DOG II: To Pay Creditors From Rental Income
-----------------------------------------------
Big Dog II, LLC, files a Plan of Reorganization and accompanying
Disclosure Statement proposing to pay creditors from the rental
income it receives from leasing the property to tenants, and to the
extent necessary, from owner contributions.

Allowed unsecured claims of governmental units, the holder of such
claim will receive on account of such claim, regular installment
payments in cash (i) of a total value, as of the effective date of
the plan equal to the allowed amount of such claim, (ii) over a
period ending not later than 5 years after the date of the order
for relief under Section 301, 302 or 303, and (iii) in a manner not
less favorable than the most favored nonpriority unsecured claim
provided for by the plan (other than cash payments made to a class
of creditors under Section (b).

Administrative Claim or Priority Unsecured Claim has agreed to a
different treatment of its Claim, the Plan provides that
Administrative Claims and Allowed Priority Unsecured Claims shall
be paid in full on the Effective Date or the date such Claim
becomes an Allowed Claim.

Secured claim which would otherwise meet the description of an
unsecured claim of a governmental unit under Section 507(a)(8), but
for the secured status of that claim, the holder of that claim will
receive on account of that claim, cash payments in the same mariner
and over the same period as described in paragraph (h).

If a Class of Claims or Equity Interests is impaired under the
Plan, at least one such Class of Claims or Equity Interests has
accepted the Plan, determined without including any acceptance of
the Plan by any insider holding a Claim or Equity Interest of that
Class.

A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y4yattwg from PacerMonitor.com
at no charge.

                    About Big Dog II LLC

Big Dog II, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Fla. Case No. 19-30284) on March 15,
2019.  At the time of the filing, the Debtor had estimated assets
and liabilities of between $1 million and $10 million.  

The case has been assigned to Judge Jerry C. Oldshue Jr.  Wilson,
Harrell, Farrington, Ford, Wilson, Spain & Parsons P.A. is the
Debtor's bankruptcy counsel.


BLUE SKY THINKING: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Blue Sky Thinking, LLC, according to court dockets.
    
                      About Blue Sky Thinking

Blue Sky Thinking, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-04740) on May 20,
2019.  At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $500,000.  The Law
Offices of Benjamin Martin is the Debtor's counsel.


BLUESTEM BRANDS: Moody's Review Caa1 CFR for Downgrade
------------------------------------------------------
Moody's Investors Service placed Bluestem Brands, Inc.'s ratings on
review for Downgrade, including its Caa1 Corporate Family Rating,
Caa1-PD Probability of Default rating and the Caa1 rating on its
Senior Secured Term Loan due November 7, 2020. The outlook has been
changed to Rating Under Review from Negative.

"While Bluestem continues to execute on its turnaround strategies
and improve EBITDA and credit metrics, the review for downgrade
reflects the increasing refinancing risk related to the July 10,
2020 expiration of its ABL revolver and November 7, 2020 maturity
of its Senior Secured Term Loan," stated Mike Zuccaro, Moody's Vice
President. "While the Company will need to address these maturities
in the very near term, it must do so in light of added complexity
related to the potential April 19, 2022 expiration of its Standard
Receivables Sales Agreement with Santander Consumer USA Inc.
(SCUSA)."

The review for downgrade will focus on the progress that Bluestem
is making with regards to refinancing its debt and extending its
receivables sales agreement, and the ongoing impact of turnaround
efforts on sales, profitability, cash flow, liquidity and credit
metrics.

On Review for Downgrade:

Issuer: Bluestem Brands, Inc.

  Probability of Default Rating, Placed on Review for Downgrade,
  currently Caa1-PD

  Corporate Family Rating, Placed on Review for Downgrade,
  currently Caa1

  Senior Secured Bank Credit Facility, Placed on Review for
  Downgrade, currently Caa1 (LGD4)

Outlook Actions:

Issuer: Bluestem Brands, Inc.

  Outlook, Changed To Rating Under Review From Negative

RATINGS RATIONALE

Bluestem Brands, Inc.'s Caa1 Corporate Family rating reflects the
need to refinance debt obligations well before they become current
obligations in July 2019 (revolver) and November 2019 (Term Loan),
the discretionary nature of its products and high credit risk of
its Northstar portfolio subprime target demographic, and high, but
improving, financial leverage. Balancing these risks are the
Company's credible position in its niche category, differentiated
business model due to integration of proprietary credit offerings
with a broad general merchandise offering, favorable demographics
due to the large and underserved target customer demographic and
continued growth in online spending overall.

Ratings could be downgraded if the Company is unable to refinance
its capital structure over the very near term, if it is unable to
sustain recent earnings or credit metric improvement, or if free
cash flow turns negative or financial covenant violations appear
likely.

Ratings could be upgraded if the Company maintains adequate
liquidity by extending its debt maturity profile and receivables
sales agreement over a longer term while stabilizing sales and
maintaining recent profit and credit metric improvement. Specific
metrics include Moody's debt/EBITDA (including leases and the
off-balance sheet receivables financing adjustment) sustained below
7.0 times and EBITDA-Capex/interest expense above 1.25 times.

Headquartered in Eden Prairie, MN, Bluestem Brands, Inc. operates
multiple direct to consumer retail brands through its Northstar and
Orchard portfolios. The company is owned by Bluestem Group Inc.
Certain affiliates of Centerbridge Partners, L.P., a private
investment firm, own a minority stake in Bluestem Group.


BODY AND MIND: Needs More Financing to Continue as Going Concern
----------------------------------------------------------------
Body and Mind Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $43,871 on $1,238,494 of sales for the
three months ended April 30, 2019, compared to a net loss of
$281,123 on $787,512 of sales for the same period in 2018.

At April 30, 2019, the Company had total assets of $27,824,583,
total liabilities of $9,140,959, and $18,683,624 in total
stockholders' equity.

At April 30, 2019, the Company had cash of $2,588,798 (July 31,
2018 – $324,837) and a working capital deficit of $1,211,081
(July 31, 2018 – $998,878).

Chief Executive Officer Leonard Clough and Chief Financial Officer
Darren Tindale said, "Management cannot provide assurance that the
Company will ultimately achieve profitable operations or become
cash flow positive, or raise additional debt and/or equity capital.
Management believes that the Company’s capital resources will not
be adequate to continue operating and maintaining its business
strategy for the next 12 months. If the Company is unable to raise
additional capital in the near future, management expects that the
Company will need to curtail operations, seek additional capital on
less favorable terms and/or pursue other remedial measures."

Messrs. Clough and Tindale further stated, "At April 30, 2019, the
Company had incurred losses from activities to date. Although
management is currently attempting to implement its business plan,
and is seeking additional sources of equity or debt financing,
there is no assurance these activities will be successful. These
factors raise substantial doubt about the ability of the Company to
continue as a going concern. The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty."

A copy of the Form 10-Q is available at:

                       https://is.gd/AVT6Ek

Body and Mind Inc., a development stage company, produces medical
and recreational marijuana.  The company offers packaged and
grinded flower buds; BHO shatter glass concentrates and BHO
sugar/salt concentrates; disposable pen vaporizers; distillate oil
cartridges; rosin, a heat compressed concentrate; and distillate
infused edible products, including gummies, hard candies, beef
jerky, dried fruits, and pretzel bites.  It produces and sells
flowers, oil extracts, and edibles through licensed dispensaries in
Nevada.  The company was formerly known as Deploy Technologies Inc.
and changed its name to Body and Mind Inc. in November 2017.  Body
and Mind was founded in 1998 and is headquartered in Vancouver,
Canada.


BRISTOW GROUP: Egan-Jones Withdrew CCC+ Senior Unsecured Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company, on June 19, 2019, withdrew its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Bristow Group Incorporated.

Bristow Group Incorporated was founded in 1955 and is headquartered
in Houston, Texas. On May 11, 2019, Bristow Group Inc. along with
its affiliates filed a voluntary petition for reorganization under
Chapter 11 in the U.S. Bankruptcy Court for the Southern District
of Texas.



BUCKEYE TECHNOLOGIES: Egan-Jones Lowers Sr. Unsec. Ratings to BB-
-----------------------------------------------------------------
Egan-Jones Ratings Company, on June 20, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Buckeye Technologies Incorporated to BB- from BB+.

Buckeye Technologies Incorporated markets and sells its products
directly through sales force, as well as through sales agents. The
company was founded in 1992 and is headquartered in Memphis,
Tennessee. As of August 23, 2013, Buckeye Technologies Inc.
operates as a subsidiary of Georgia-Pacific LLC.


C. LEWIS ENTERPRISES: Unsecured Creditors to Get 90% Over 60 Months
-------------------------------------------------------------------
C. Lewis Enterprises, LLC, filed a combined Plan and Disclosure
Statement.

Class 4 - General Unsecured Creditors are impaired and will receive
payment of 90% of their Allowed Claims over 60 months. The payments
shall be made in equal monthly payments on the 10th day of the
month following the Order of Confirmation and shall continue to be
due on the 10th day of each month thereafter until paid as called
for by the Plan.

Class 2 - Secured Claim of Wood & Huston Bank are impaired. The
Debtor proposes to pay the claim at the contractual monthly amount
of $732, and contractual rate of interest from the time of
confirmation until September 30, 2022, after which time the
remaining balance of the claim shall become due and payable in full
in the amount of $83,255.  The term shall commence upon the 10th
day of the month following the Order of Confirmation, and shall
expire on September 30, 2022.

Class 3 - Secured Claim of Rick and Patricia Swearingin are
impaired. The Debtor proposes to pay the claim at the contractual
rate of interest (5.75%) for a 10-year term and period of
amortization resulting in a monthly payment of principal and
interest of $357.58.  The term shall commence upon the 10th day of
the month following the Order of Confirmation, and shall expire on
the 30th day of the 120th month following the Order of
Confirmation.

The Plan Proponent believes that the Debtor will have enough cash
on hand on the effective date of the Plan to pay all the claims and
expenses that are entitled to be paid on that date. The Plan
Proponent's financial projections show that the Debtor will have
sufficient income from future earnings to fund the plan.

A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y2b2r7dr from PacerMonitor.com
at no charge.

C. Lewis Enterprises, LLC, filed a Chapter 11 Petition (Bankr. W.D.
Mo. Case No. 19-60287) on March 20, 2019, and is represented by
James M. Poe, Esq.


CADENCE BANCORPORATION: S&P Assigns BB Rating on Subordinated Notes
-------------------------------------------------------------------
S&P Global Ratings assigned its 'BB' rating to Cadence
Bancorporation's issuance of $85 million of 4.75% fixed to floating
rate subordinated notes. The rating on the subordinated notes is
linked to S&P's issuer credit rating (ICR) on Cadence
Bancorporation. The one-notch difference on the rating relative to
the ICR on the holding company reflects the issue's subordination
to the company's existing and future senior debt. S&P expects the
company to use the proceeds of this offering, together with cash on
hand or other immediately available funds, to redeem its 4.875%
senior notes due June 28, 2019, or for general corporate purposes.

  Ratings List
  Cadence Bancorporation

  Issuer Credit Rating            BB+/Stable
  
  New Rating
  Cadence Bancorporation

  $85 mil 4.75%
  Fixed to Floating Rate Subordinated Nts Due 2029 BB


CAESARS ENTERTAINMENT: Moody's Cuts CFR & Sr. Secured Rating to B1
------------------------------------------------------------------
Moody's Investors Service downgraded Caesars Entertainment
Operating Company LLC's Corporate Family Rating to B1, its
Probability of Default Rating to B1-PD and its senior secured bank
rating to B1 and placed these ratings on review for further
downgrade reflecting the announcement by parent, Caesars
Entertainment Corp, that it entered into a merger agreement with
Eldorado Resorts, Inc. CEOC is expected to be merged with another
CEC subsidiary, Caesars Resorts Collection, LLC., as a part of the
merger financing plan, and so the rating downgrade equalizes it
with that of CRC.

ERI will acquire CEC's common for $12.75 per share consisting of
$8.40 per share in cash and 0.0899 shares of ERI common stock for
total consideration of $17.3 billion comprised of $7.2 billion in
cash, about 77 million ERI common shares and assumption of CEC's
net debt, including its existing convertible security. The
transaction is expected to close in the first half of 2020 subject
to customary closing conditions, including approval by gaming
regulators.

The broad scope of the transaction structure and financing was
announced by ERI. However, detailed terms and conditions are not
yet available, including but not limited to the dollar amount of
financing obligations each entity will take on pursuant to the
transaction with VICI Properties, Inc. as well as the detailed
sources of the $500 million of expected synergies. The magnitude
and complexity of the transaction carries significant integration
risk and the need to achieve material synergies (more than 20% of
CEC's EBITDA) to support the debt load which requires further due
diligence by Moody's.

The review will focus on the company's ability to achieve the
expected synergies, the terms and conditions of the separate
financing structures within the corporate family, and a review of
the strategic transaction with VICI Properties, Inc. related to the
sale and leaseback of assets and amendment to the existing master
lease that was announced concurrently with the merger. The
financing plan also includes the merger of CRC and CEOC and a debt
raise at the merged entity as well as at ERI that could result in
the assignment of two separate CFRs.

Downgrades:

Issuer: Caesars Entertainment Op. Co. LLC

123456789012345678901234567890123456789012345678901234567890123456
  Probability of Default Rating, Downgraded to B1-PD from Ba3-PD;
  Placed Under Review for further Downgrade

  Corporate Family Rating, Downgraded to B1 from Ba3; Placed
  Under Review for further Downgrade

  Senior Secured Bank Credit Facility, Downgraded to B1 (LGD4)
  from Ba3 (LGD4); Placed Under Review for further Downgrade

Outlook Actions:

Issuer: Caesars Entertainment Op. Co. LLC

  Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

CEOC's credit profile benefits from its large scale in terms of
revenues and number of properties operated, a high level of
geographic diversification relative to its regional gaming peers,
improving profitability, and ability to generate free cash flow
after capital spending and mandatory debt amortization. CEOC is
constrained by its high financial leverage and the company's
position within the highly leveraged CEC corporate family. CEOC's
adjusted debt/EBITDAR is approximately 6.3x .

CEOC is wholly owned by Caesars Entertainment Corporation. CEOC
operates 19 domestic casino resorts pursuant to two 15 year triple
net master leases with VICI Properties Inc., a real estate
investment trust. CEOC also owns and operates nine international
properties and manages another seven resorts on behalf of third
party owners. CEOC generated net revenues of approximately $4.6
billion for the latest twelve months ended March 31, 2019. CEOC
benefits from a shared services and license agreements with Caesars
Enterprise Services, LLC, including a license to Total Rewards,
intellectual property & other enterprise assets.


CAESARS RESORT: Moody's Puts B1 CFR on Review for Downgrade
-----------------------------------------------------------
Moody's Investors Service placed the Caesars Resort Collection,
LLC's B1 Corporate Family Rating, B1-PD Probability of Default
Rating, Ba3 senior secured and B3 senior unsecured ratings on
review for downgrade reflecting the announcement by parent, Caesars
Entertainment Corp, that it entered into a merger agreement with
Eldorado Resorts, Inc. ERI will acquire CEC's common for $12.75 per
share consisting of $8.40 per share in cash and 0.0899 shares of
ERI common stock for total consideration of $17.3 billion comprised
of $7.2 billion in cash, about 77 million ERI common shares and
assumption of CEC's net debt, including its existing convertible
security. The transaction is expected to close in the first half of
2020 subject to customary closing conditions, including approval by
gaming regulators. There was no change in CRC's Speculative Grade
Liquidity rating of SGL-1.

The broad scope of the transaction structure and financing was
announced by ERI. However, detailed terms and conditions are not
yet available, including but not limited to the dollar amount of
financing obligations the combined entity will take on pursuant to
the transaction with VICI Properties, Inc. as well as the detailed
sources of the $500 million of expected synergies. The magnitude
and complexity of the transaction carries significant integration
risk and the need to achieve material synergies (more than 20% of
CEC's EBITDA) to support the debt load which requires further due
diligence by Moody's.

The review will focus on the company's ability to achieve the
expected $500 million of synergies, the terms and conditions of the
separate financing structures within the corporate family, and a
review of the strategic transaction with VICI Properties, Inc.
related to the sale and leaseback of assets and amendment to the
existing master lease that was announced concurrently with the
merger. The financing plan also includes the merger of CRC and CEOC
and a debt raise at the merged entity as well as at ERI that could
result in the assignment of two separate CFRs.

On Review for Downgrade:

Issuer: Caesars Resort Collection, LLC

  Probability of Default Rating, Placed on Review for Downgrade,
  currently B1-PD

  Corporate Family Rating, Placed on Review for Downgrade,
  currently B1

  Senior Secured Bank Credit Facility, Placed on Review for
  Downgrade, currently Ba3 (LGD3)

  Senior Unsecured Regular Bond/Debenture, Placed on Review
  for Downgrade, currently B3 (LGD5)

Outlook Actions:

Issuer: Caesars Resort Collection, LLC

  Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

Caesars Resort Collection benefits from large scale in terms of
revenues and number of properties owned, the prime location of its
Las Vegas Strip properties, good interest coverage, and strong free
cash flow. The Las Vegas market (70% of revenues) benefits from
visitor volumes and convention attendance, rising room rates and no
significant supply growth. CRC's Las Vegas properties also benefit
from returns on recent capital spending, cost and marketing
initiatives. CRC has excellent liquidity and cash flow from
operations exceeds its cash interest, taxes and capital spending
needs. CRC is constrained by geographic concentration in Las Vegas
(about 70% of revenues), supply expansion in Atlantic City, high
Moody's adjusted debt/EBITDA and the company's desire to grow via
acquisitions that may consume free cash flow and increase debt.

Caesars Resort Collection is owned by Caesars Growth Partners, LLC
whose parent is Caesars Entertainment Corporation. CRC was formed
by the merger of Caesars Entertainment Resorts Properties, LLC into
Caesars Growth Properties Holdings, LLC. with CRC as the surviving
entity. CRC owns and operates 13 properties that generated $3.9
billion in revenues on an LTM basis as of March 31, 2019. Eight
properties are located on the Las Vegas Strip, one in Laughlin,
Nevada, one in Atlantic City, NJ, and one in New Orleans, LA.

CRC and Caesars Entertainment Op. Co. LLC (CEOC), its sister
subsidiary, are owned and managed by parent company, Caesars
Entertainment Corporation.


CALIFORNIA RESOURCES: May Issue 2.6M Shares Under Incentive Plan
----------------------------------------------------------------
California Resources Corporation filed a Form S-8 registration
statement with the Securities and Exchange Commission for the
purpose of registering the offer and sale of an additional
2,575,000 shares of common stock that may be issued pursuant to the
Company's Long-Term Incentive Plan.  A full-text copy of the
regulatory filing is available for free at: https://is.gd/IarB24

                     About California Resources

California Resources Corporation -- http://www.crc.com/-- is an
oil and natural gas exploration and production company
headquartered in Los Angeles, California.  CRC operates its
resource base exclusively within the State of California, applying
complementary and integrated infrastructure to gather, process and
market its production.  Using advanced technology, California
Resources Corporation focuses on safely and responsibly supplying
affordable energy for California by Californians.

California Resources reported net income attributable to common
stock of $328 million for the year ended Dec. 31, 2018, compared to
a net loss attributable to common stock of $266 million for the
year ended Dec. 31, 2017.  As of March 31, 2019, California
Resources had $7.23 billion in total assets, $689 million in total
current liabilities, $5.16 billion in long-term debt, $203 million
in deferred gain and issuance costs, $692 million in other
long-term liabilities, $766 million in redeemable non-controlling
interests, and a total deficit of $289 million.

                           *    *    *

In March 2019, S&P Global Ratings affirmed its 'CCC+' issuer credit
rating on California Resources Corp.  The affirmation reflects
S&P's expectation that CRC will continue to support its liquidity
by balancing its spending with its cash flow, selling non-core
assets, and potential for joint ventures in 2019 as mentioned in
the company's fourth quarter conference call.

In November 2017, Moody's Investors Service upgraded California
Resources' Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and
Probability of Default Rating (PDR) to 'Caa1-PD' from 'Caa2-PD'.
Moody's said the upgrade of CRC's CFR to 'Caa1' reflects CRC's
improved liquidity and the likelihood that it will have sufficient
liquidity to support its operations for at least the next two years
at current commodity prices.


CAMPBELL SOUP: Egan-Jones Lowers FC Senior Unsecured Rating to BB+
------------------------------------------------------------------
Egan-Jones Ratings Company, on June 21, 2019, downgraded the
foreign currency senior unsecured rating on debt issued by Campbell
Soup Company to BB+ from BBB-.

The Campbell Soup Company, also known as just Campbell's, is an
American producer of canned soups and related products that are
sold in 120 countries around the world. It is headquartered in
Camden, New Jersey.


CANCER GENETICS: Receives Default Notice from Lender
----------------------------------------------------
Cancer Genetics, Inc., received on June 20, 2019, notice of an
event of default from Iliad Research and Trading, L.P. relating to
the $2,625,000 convertible promissory note dated July 17, 2018.  As
previously disclosed, in May 2019, the Company and the Lender
entered into a second Standstill Agreement, which provided, among
other things, that the Lender would not seek to redeem any portion
of the Note in cash until May 31, 2019.

On or about June 11, 2019, following the expiration of the
Agreement, the Lender sent the Company a redemption notice.  On
June 20, 2019, the Lender sent a notice to the Company asserting
that the nonpayment of the redemption amount by the redemption due
date constituted an event of default.  The Lender has asserted
that, pursuant to the terms of the Note, the outstanding balance
has begun to accrue interest at the default interest rate of 22%
per annum, and that the Lender has the right to elect to increase
the outstanding balance by applying the Default Effect (as defined
in the Note) of 15% of the then-outstanding balance. The Lender has
asserted that, as a result, the outstanding balance of the Note as
of June 20, 2019 is now approximately $3.1 million.  The parties
are negotiating a resolution of the matters raised by the Lender's
notice.

                     About Cancer Genetics

Headquartered in Rutherford, New Jersey, Cancer Genetics, Inc. --
http://www.cancergenetics.com/-- develops, commercializes and
provides molecular- and biomarker-based tests and services,
including proprietary preclinical oncology and immuno-oncology
services, that enable biotech and pharmaceutical companies engaged
in oncology and immuno-oncology trials to better select candidate
populations and reduce adverse drug reactions by providing
information regarding genomic and molecular factors influencing
subject responses to therapeutics.  CGI operates across a global
footprint with locations in the US, Australia and China.

Cancer Genetics reported a net loss of $20.37 million in 2018
following a net loss of $20.88 million in 2017.  As of March 31,
2019, the Company had $38.49 million in total assets, $30.81
million in total liabilities, and $7.67 million in total
stockholders' equity.

RSM US LLP, in New York, the Company's auditor since 2010, issued a
"going concern" opinion in its report on the Company's consolidated
statements for the year ended Dec. 31, 2018, citing that the
Company has suffered recurring losses, and has an accumulated
deficit and negative cash flows from operations.  The Company is
also in violation of certain debt covenants.  This raises
substantial doubt about the Company's ability to continue as a
going concern.


CAREVIEW COMMUNICATIONS: HealthCor Group Has 28% Stake as of May 15
-------------------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these individuals and entities reported beneficial
ownership of shares of common stock of CareView Communications,
Inc., as of May 15, 2019:

                                            Shares      Percent
                                         Beneficially     of
   Reporting Person                         Owned        Class
   ----------------                      ------------    -------
HealthCor Management, L.P.                15,598,476      10.1%
HealthCor Associates, LLC                 15,598,476      10.1%
HealthCor Hybrid Offshore Master Fund, LP 15,598,476      10.1%
HealthCor Hybrid Offshore GP, LLC         15,598,476      10.1%
HealthCor Group, LLC                      15,598,476      10.1%
HealthCor Partners Management, L.P.       17,508,725      11.2%
HealthCor Partners Management GP, LLC     17,508,725      11.2%
HealthCor Partners Fund, L.P.             17,508,725      11.2%
HealthCor Partners L.P.                   17,508,725      11.2%
HealthCor Partners GP, LLC                17,508,725      11.2%
Jeffrey C. Lightcap                       33,534,723      19.4%
Arthur Cohen                              36,288,562      20.7%
Joseph Healey                             35,451,707      20.8%

Collectively, the Reporting Persons beneficially own an aggregate
of 54,659,066 shares of Common Stock, representing (i) 1,692,969
shares of Common Stock that may be acquired upon conversion of the
Twelfth Amendment Notes (including interest payable in kind through
June 30, 2019), (ii) 5,630,750 shares of Common Stock that may be
acquired upon conversion of the Tenth Amendment Notes (including
interest paid or payable in kind through June 30, 2019), (iii)
5,904,523 shares of Common Stock that may be acquired upon
conversion of the 2018 Notes (including interest paid or payable in
kind through June 30, 2019), (iv) 10,252,222 shares of Common Stock
that may be acquired upon conversion of the 2015 Notes (including
interest paid or payable in kind through June 30, 2019), (v)
24,199,693 shares of Common Stock that may be acquired upon
conversion of the 2014 Notes (including interest paid or payable in
kind through June 30, 2019), (vi) 4,000,000 shares of Common Stock
that may be acquired upon exercise of the 2014 Warrants, (vii)
1,916,409 shares of Common Stock that may be acquired upon exercise
of the 2015 Warrants, (viii) 1,000,000 shares of Common Stock that
may be acquired upon exercise of the Sixth Amendment Warrants and
(ix) 62,500 shares of Common Stock that may be acquired upon
exercise of the 2018 Warrants.  This aggregate amount represents
approximately 28.2% of the Issuer's outstanding common stock, based
upon 139,380,748 shares outstanding as of March 29, 2019, and gives
effect to the conversion of all 2014 Notes, 2015 Notes, 2018 Notes,
Tenth Amendment Notes and Twelfth Amendment Notes held by the
Reporting Persons into Common Stock and the exercise of all
Warrants held by the Reporting Persons.

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

                     https://is.gd/HRNiF6

                 About CareView Communications

CareView Communications, Inc. -- http://www.care-view.com/-- is a
provider of products and on-demand application services for the
healthcare industry, specializing in bedside video monitoring,
software tools to improve hospital communications and operations,
and patient education and entertainment packages.  Its proprietary,
high-speed data network system is the next generation of patient
care monitoring that allows real-time bedside and point-of-care
video monitoring designed to improve patient safety and overall
hospital costs.  The entertainment packages and patient education
enhance the patient's quality of stay.  CareView is dedicated to
working with all types of hospitals, nursing homes, adult living
centers and selected outpatient care facilities domestically and
internationally.  The Company's corporate offices are located at
405 State Highway 121 Bypass, Suite B-240, Lewisville, TX 75067.

Careview Communications reported a net loss of $16.07 million for
the year ended Dec. 31, 2018, compared to a net loss of $20.07
million for the year ended Dec. 31, 2017.  As of March 31, 2019,
the Company had $8.21 million in total assets, $89.04 million in
total liabilities, and a total stockholders' deficit of $80.83
million.

BDO USA, LLP, in Dallas, Texas, the Company's auditor since 2010,
issued a "going concern" qualification in its report dated March
29, 2019, on the Company's consolidated financial statements for
the year ended Dec. 31, 2018, stating that the Company has suffered
recurring losses from operations and has accumulated losses since
inception that raise substantial doubt about its ability to
continue as a going concern.


CATALENT PHARMA: S&P Rates New $500MM Senior Unsecured Notes 'B+'
------------------------------------------------------------------
S&P Global Ratings assigned its 'B+' rating to Catalent Pharma
Solutions Inc.'s proposed $500 million of senior unsecured notes
due 2027. The recovery rating is '5', which indicates S&P's view of
modest (10%-30%; rounded estimate 15%) recovery in the event of a
payment default. The company intends to use the proceeds to repay a
portion of its senior secured term loans; the transaction is
leverage neutral. S&P believes this transaction slightly improves
the recovery prospects of the senior secured tranche because the
transaction is reducing the proportion of secured debt in the
capital structure, although it believes that Catalent could raise
secured debt in the future to finance acquisitions.

S&P's long-term issuer credit rating on parent Catalent Inc.
remains 'BB-' and the outlook is stable. The ratings reflect S&P's
view that the company has a top-tier reputation and meaningful
scale in the contract development and manufacturing organization
(CDMO) industry and strong revenue visibility from long-term
contracts from a diversified customer base. These positive factors
are somewhat offset by the company's small size relative to its
large pharmaceutical customers and the narrow focus on
pharmaceutical manufacturing.

ISSUE RATINGS—RECOVERY ANALYSIS

Key analytical factors:

-- S&P expects Catalent's pro forma capital structure to consist
of a $550 million revolving credit facility (assumed 85% drawn),
$922 billion of first-lien term loans, $424 million of unsecured
euro-denominated notes, and $944 million of unsecured
dollar-denominated notes (including new $500 million of notes).

-- S&P's simulated default scenario contemplates a default in
2023, precipitated by regulatory suspensions, increased
competition, and lower capacity utilization.

-- S&P believes Catalent would reorganize in the event of default
in view of its strong customer relationships and the importance of
its products to its customers' supply chains. Furthermore, S&P
believed that lenders would achieve greater recovery through
reorganization, rather than liquidation.

-- S&P has valued the company on a going-concern basis using a 6x
multiple of its projected emergence EBITDA. The 6x multiple
reflects Catalent's strong contracts and customer relationships and
is consistent with CDMO peers.

-- S&P's emergence EBITDA of $293 million reflects its assumption
that the company will default as total leverage rises to about 11x
and EBITDA declines by about 40% from 2018 levels.

-- The senior secured credit facilities benefit from a downstream
guarantee from Catalent's holding company parent, an upstream
guarantee from the company's wholly owned U.S. restricted
subsidiaries, and a pledge of 65% of Catalent's equity interests in
its foreign subsidiaries.

Catalent's U.S. operations, which provide a secured guarantee of
the facilities, contribute approximately 50% of revenue. Foreign
operations, which are non-guarantors, contribute the remaining 50%
of revenue. This overseas value provides some recovery to unsecured
creditors in the event of payment default.

Simulated default assumptions:

-- Simulated year of default: 2023
-- EBITDA at emergence: $293 million
-- EBITDA multiple: 6x
  
Simplified waterfall:

-- Net enterprise value (after 5% administrative costs): $1,669
million
-- Valuation split in % (obligors/nonobligors): 50/50
-- Value available to first-lien creditors: $1,439 million
-- Secured first-lien debt claims: $1,766 million
    —Recovery expectations: 70%-90% (rounded estimate: 80%)
-- Total value available to unsecured claims: $292 million
-- Senior unsecured debt claims: $1,402 million
-- Other pari passu unsecured claims: $389 million
    —Recovery expectations: 10%-30% (rounded estimate: 15%)

Note: All debt amounts include six months of prepetition interest.
Collateral value equals the asset pledge from obligors after
priority claims plus the equity pledge from nonobligors after
nonobligor debt.

  Ratings List
  Catalent, Inc.

  Issuer Credit Rating       BB-/Stable/--

  New Rating  
  Catalent Pharma Solutions Inc.

  Senior Unsecured $500mil notes due 2027 B+
  Recovery Rating 5(15%)
                              To From

  Ratings Affirmed; Recovery Rating Revised  
  Catalent Pharma Solutions Inc.

  Senior Secured              BB
  Recovery Rating        2(80%) 2(70%)
  Senior Unsecured       B+
  Recovery Rating        5(15%) 5(20%)



CENTURY ALUMINUM: Egan-Jones Lowers Senior Unsecured Ratings to B
-----------------------------------------------------------------
Egan-Jones Ratings Company, on June 21, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Century Aluminum Company to B from B+. EJR also
downgraded the rating on commercial paper issued by the Company to
B from A3.

Century Aluminum Company is a US-based producer of primary
aluminum, with aluminum plants in Kentucky, South Carolina, and
Iceland. It is the largest producer of primary aluminum in the
United States. The company is a publicly held corporation listed on
the NASDAQ. The headquarters is at One South Wacker in Chicago.


CHEYENNE HOTEL: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Cheyenne Hotel Investments, LLC
        225 East Cheynne Mountain Blvd, Suite 210
        Colorado Springs

Business Description: Cheynney Hotel operates a Homewood Suites by
                      Hilton Hotel located in Colorado Springs,
                      Colorado.

Chapter 11 Petition Date: June 26, 2019

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Case No.: 19-15473

Judge: Hon. Kimberley H. Tyson

Debtor's Counsel: Thomas F. Quinn, Esq.
                  THOMAS F. QUINN, P.C.
                  303 E. 17th Ave., Ste. 920
                  Denver, CO 80203
                  Tel: 303-832-4355
                  Fax: 303-672-8281
                  E-mail: tquinn@tfqlaw.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Samira Khan, manager.

The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.

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

         http://bankrupt.com/misc/cob19-15473.pdf


CHIEFTAIN STEEL: UCB Not Compelled to Pay BGD Allowed Fees
----------------------------------------------------------
Bankruptcy Judge Joan A. Lloyd denied the Joint Motion of Dinsmore
& Shohl LLP, Bingham Greenebaum Doll LLP, Fox Rothschild LLP, and
Phoenix Management Services, LLC ("the Professionals") to Compel
Turnover and Payment of Carve-Out held by United Cumberland Bank.

The issue is whether UCB can be forced to pay the allowed fees of
the Professionals pursuant to the terms of the Carve-Out contained
in the Interim Cash Collateral Orders and the Amended Plan of
Reorganization.

The Debtors, Chieftain Steel, LLC and Floyd Industries, LLC, the
primary obligor of all administrative fees, made payments to the
Professionals under the Cash Collateral Orders, but those payments
were approximately half of what was allotted by the terms of the
Carve-Out. As the Debtors became strapped for cash, the payments
became less frequent. The Cash Collateral Orders provided for an
escrow of funds, but that procedure was ended once the Amended Plan
of Reorganization was confirmed. Pennyrile Company, LLC, the
Reorganized Debtor, made partial payments to the Professionals,
without objection by any Professional. Once it could no longer meet
its obligations, including making payments to the Professionals,
the liquidating Trustee, BGD and Miura Steel Group, Inc., filed an
Involuntary Chapter 7 Petition against Pennyrile. The
Professionals, now seek payment of their unpaid fees directly from
UCB because the Reorganized Debtor failed to do so.

A review of the language used in the Carve-Out and the Confirmation
Order, support UCB's position. That is, nothing in the Cash
Collateral Agreement or the Confirmation Order required payment of
the Professionals' fees directly from UCB. Section 9(a) of the
Second Cash Collateral Agreement provided for contemporaneous
payment of the Carve-Out funds to the Professionals. But more
importantly, section 9(a) clearly placed the responsibility for the
payments squarely on the Debtor.

Next, the Debtors could have withdrawn the Carve-Out on a monthly
basis and placed it in escrow for the Professionals' benefit under
the terms of the Cash Collateral Orders. The Amended Plan
specifically addressed payment of the Professionals' fees at
Section 3.05 of the Amended Plan. Nothing in this provision shifted
the liability for payment of the Professionals' fees to UCB.

Unfortunately, the Debtors did not pay the Professionals's fees in
full, nor were any of the Carve-Out funds placed in escrow prior to
the Order of Confirmation. The Plan entitled Professionals to be
"paid in full" first, from any Carve-Out amounts held in escrow, .
. . and second, if carve-out amounts were exhausted, the fees were
to be paid "as soon as practicable." The Court has not found, nor
has any party directed it to a provision in the Confirmation Order
requiring payment directly from UCB. More importantly, paragraph
4.02 of the Second Amended Joint Plan of Reorganization, confirmed
by the Court, addressed UCB's treatment of its secured claim. It
provides that "UCB's existing liens, mortgages and guaranties shall
be deemed in full force and effect to secure the Reorganized
Debtors' obligations to UCB." Nothing in this provision is subject
to any continued claims of the Professionals or to the
pre-confirmation Carve-Out.

The Molycorp case discusses the effect of a confirmed
reorganization plan on administrative expense payments. The Court
specifically discussed 11 U.S.C. section 1129(a)(9)(A) which
requires that, unless otherwise agreed upon, each holder of an
administrative claim will receive cash equal to the allowed amount
of such claim. The Court stated that, while administrative claims
must be paid, in practice, administrative claimants are free to
create side deals or modify their claims and they often do in order
to ensure success of the Plan.

UCB suggests that this must be the case here because the "cash
collateral" sought by the Professionals is insufficient to satisfy
their claims. Less the amount expended by UCB to collect the
accounts receivables, UCB only recovered $74,848.47 from the
liquidation of the cash collateral. The time for the Professionals
to object to their treatment was at the time the Plan came before
the Court for confirmation. No objections were raised and those
claims are now barred by res judicata.

Using basic rules of contract construction, the Court sees nothing
in the Second Amended Plan or the Carve-Out that requires payment
of the Professionals' fees directly from UCB's collateral
post-confirmation. Accordingly, the Court denies the Professionals'
Motion.

A copy of the Court's Memorandum Opinion dated March 13, 2019 is
available at https://bit.ly/2X0Iz3Z from Leagle.com.

Chieftain Steel, LLC, Debtor, represented by Timothy D. Lavender.

Floyd Industries, LLC, Associated Debtor, represented by Travis
Kent Barber , Barber Law PLLC & Ellen Arvin Kennedy --
ellen.kennedy@dinsmore.com -- Dinsmore & Shohl LLP.

Michael E. Wheatley, Trustee, represented by Neil Charles Bordy --
bordy@derbycitylaw.com -- Seiller Waterman LLC.

Charles R. Merrill, US Trustee, represented by Tyler Yeager.

Committee of Creditors Holding Unsecured Claims, Creditors
Committee, represented by James R. Irving , Michael Menkowitz, &
April A. Wimberg.

                About Chieftain Steel, LLC

Chieftain Steel, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ky. Case No. 16-10407) on May 2, 2016.
It tapped Constance G. Grayson, Esq., at Gullette & Grayson, PSC,
and Dinsmore & Shohl LLP, as bankruptcy attorneys.

The Official Committee of Unsecured Creditors formed in Chieftain's
Chapter 11 case retained Fox Rothschild LLP as its legal counsel,
Bingham Greenebaum Doll LLP as its local counsel, and Phoenix
Management Services, LLC as its financial advisor.

Floyd Industries, LLC, filed a Chapter 11 petition (Bankr. W.D. Ky.
Case No. 16-10837) on Sept. 19, 2016, and is represented by Travis
Kent Barber, Esq., at Barber Law PLLC, in Lexington, Kentucky.  At
the time of filing, Floyd Industries had estimated assets and
liabilities of $1 million to $10 million.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Floyd Industries, an affiliate
of Chieftain Steel, as of Nov. 25, 2016, according to the court
docket.

The Chapter 11 cases of Chieftain Steel and Floyd Industries are
jointly administered under Lead Case No. 16-10407.

The Debtors employed Kerbaugh & Rodes, CPAs as accountant and
advisor.


CLOUD PEAK: Extends Tender Offer for Holders of 2021 Notes
----------------------------------------------------------
Cloud Peak Energy Inc. on June 25, 2019, announced the extension of
its previously announced tender offer providing the opportunity for
the holders of record as of May 17, 2019 of the Second Lien Senior
Secured Notes due 2021 (the "2021 Notes") issued by Cloud Peak
Energy Resources LLC and Cloud Peak Energy Finance Corp. (the
"Tender Offer") to (i) participate as a lender in its $35.0 million
Superpriority Senior Secured Priming Debtor-in-Possession Credit
Agreement (the "DIP Credit Agreement") on a pro rata basis up to
such holder’s percentage ownership of the outstanding 2021 Notes
and (ii) to exchange, or "roll-up," a principal amount of their
2021 Notes equal to 80% of their commitments as a lender under the
DIP Credit Agreement for an equal amount of additional loans under
the DIP Credit Agreement.

As a result of a change in the date for the hearing before the
United States Bankruptcy Court for the District of Delaware (the
"Bankruptcy Court") to consider entry of an order approving the
relief granted and contemplated in Interim Order (I) Authorizing
the Debtors to (A) Obtain Postpetition Financing Secured by Senior
Priming Liens and (B) Use Cash Collateral, (II) Granting Liens and
Providing Superpriority Administrative Expense Status, (III)
Granting Adequate Protection, (IV) Modifying the Automatic Stay and
(V) Granting Related Relief [Docket No. 106] on a final basis (the
"Final DIP Order"), the Company announced an extension of the
expiration date of the Tender Offer.  The following reflects the
updated dates with respect to the Tender Offer, which are subject
to change:

Event
Date of Entry of Final DIP Order
Expiration Time
Initial Closing Date

Updated Date and Time
July 18, 2019
5:00 p.m., New York City Time on July 26, 2019
August 1, 2019

Original Date and Time
July 2, 2019
5:00 p.m., New York City Time on July 11, 2019
July 16, 2019

The Notice and Subscription Form for Non-Backstop Parties, which
contains the terms and conditions of the tender offer for holders
of 2021 Notes (other than holders that are existing lenders under
the DIP Credit Agreement), is available under the DIP Syndication
Material tab at https://cases.primeclerk.com/cloudpeakenergy/.  The
disclosure herein is subject to and qualified in its entirety by
reference to the Notice and Subscription Form for Non-Backstop
Parties and documents referred to therein and, in the event of any
conflict, the terms of such documents shall control.

None of the Company, its Board of Directors, the administrative
agent under the DIP Credit Agreement or the information agent is
making any recommendation as to whether holders should tender their
2021 Notes in response to the Notice and Subscription Form or
otherwise participate in the Tender Offer, and none of them have
authorized any person to make any such recommendation.

                      About Cloud Peak Energy

Cloud Peak Energy Inc. (OTC: CLDPQ) --
http://www.cloudpeakenergy.com/-- is a coal producer headquartered
in Gillette, Wyo.  It mines low sulfur, subbituminous coal and
provides logistics supply services.  Cloud Peak owns and operates
three surface coal mines and owns rights to undeveloped coal and
complementary surface assets in the Powder River Basin.  It is a
sustainable fuel supplier for approximately two percent of the
nation's electricity.

Cloud Peak Energy and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
19-11047) on May 10, 2019.   The Debtors disclosed $928,656,000 in
assets and $634,982,000 in liabilities as of the bankruptcy
filing.

The cases are assigned to Judge Kevin Gross.

The Debtors tapped Vinson & Elkins LLP as lead counsel; Richards,
Layton & Finger, P.A., as local counsel; Centerview Partners LLC as
investment banker; FTI Consulting Inc. as operational advisor; and
Prime Clerk LLC as claims and noticing agent.



COLOGIX HOLDINGS: S&P Alters Outlook to Negative, Affirms B- ICR
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
Cologix Holdings Inc. and revised its outlook to negative from
stable.

The rating actions came after the company raised $270 million in
debt to refinance its existing second-lien term loan, repay
revolver borrowings, and add cash to the balance sheet to fund
future expansionary capital spending.

Meanwhile, S&P lowered its issue-level rating on the company's
existing senior secured first-lien credit facilities to 'B-' from
'B' and revised the recovery rating on this debt to '3' from '2',
reflecting its expectation of meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a payment default.

"The rating actions reflect our expectation for leverage to be
elevated at 9.4x in 2019 as a result of the refinancing
transaction, up from our earlier expectations of about 9.0x. While
our forecast for 2020 of leverage in the mid-7x area is relatively
unchanged, in our view the transaction will modestly increase risk
if revenue from recent capacity builds does not lead to revenue
growth in late 2019 and 2020." Additionally, the outlook revision
reflects the company's aggressive financial policy in terms of
continuing to fund capacity growth through additional debt.

The negative outlook on Cologix reflects execution risks associated
with debt-funded expansion, as leverage is currently very high at
above 9x.

S&P said, "We could lower the rating over the next 12 months if
revenue does not materialize in late 2019 and the first half of
2020 such that the company cannot reduce leverage and the capital
structure becomes unsustainable. Furthermore, we could lower the
rating if EBITDA to cash interest falls below 1.5x or the company's
liquidity becomes constrained.

"We could revise the outlook to stable if the company demonstrates
signs of revenue acceleration and reduces leverage toward the
mid-7x area by the first half of 2020. This would be primarily
driven by earnings growth, as we do not expect the company to
generate positive free operating cash flow (FOCF) until 2021 at the
earliest."



COMMUNITY MEMORIAL: Trust Bid to Alter Dismissal Order Partly OK'd
------------------------------------------------------------------
In the case captioned MH LIQUIDATING TRUST, Plaintiff, v. TED
ANDERSON; WILLIAM BORGERDING; TIMOTHY BURANDT; BRIAN BURNS; HOLLY
CAMPA; BARBARA CLIFF; EUGENE COOLEY; DAVID COURTNEY; MARVIN COY;
LEIF DAHLEEN; NANCY DEXTROM; BRIAN DIETZ; PAUL ELLINGER; SUSAN ENO;
JOHN EVERETT; CARL FRANZON; MICHAEL KONICKI; JAMES LAUGHLIN; GARY
LEWINS; KATHLEEN LIEDER; JAMES MCCLURG; DANIEL NIELAND; DAVID ORAM;
JOHN PARIGI II; KENNETH PLETCHER; CAROLYN RILEY; SHARI SCHULT; FRED
VITELLO; JOHN WARD; DONALD WATSON; MICHAEL WEEKS, and HAL YOST,
Defendants, Adversary Proceeding No. 14-02020 (Bankr. E.D. Mich.),
Bankruptcy Judge Daniel S. Opperman granted in part and denied in
part Plaintiff CMH Liquidating Trust's Motion to Alter or Amend the
Court's "Order Granting in Part, And Denying, In Part, Defendants'
Motion to Dismiss the Amended Complaint" dated August 13, 2018.

Plaintiff argues that the Court's analysis regarding the claims
against Dietz and Riley ignored the fact that the CMH Bylaws
provide that the CEO is an "ex-officio" voting member of the board
and, therefore, Dietz and Riley should be held to the same standard
as the other volunteer directors. Plaintiff also asserts that the
Bylaws give the CEO broad powers and responsibility to act so that
Plaintiff can be found to have "plausibly alleged breaches of
fiduciary duty by the CEOs." These arguments fail for three
reasons.

First, the Court analyzed (and rejected) the claims against Riley
in the context of her position as a volunteer director. The Court
did not analyze the claims against Dietz in the context of the
standard for directors because the complaint did not allege that he
was a director "ex-officio" or otherwise.

Second, Plaintiff's argument in this Motion to Amend relies on
provisions of the Bylaws which Plaintiff acknowledges were not
previously presented to the Court. To qualify as "newly discovered
evidence" upon which a Rule 59(e) motion may be granted, evidence
must have been previously unavailable. "Evidence is `unavailable,'
so as to justify its late submission by way of a motion under Rule
59(e) only if it could not, in the exercise of reasonable
diligence, have been submitted before." There is no indication that
Plaintiff could not have accessed the Bylaws prior to filing the
Amended Complaint or the responses to the Motions to Dismiss and
thus, the Bylaws are not newly discovered evidence for purposes of
this motion.

Third, Plaintiff asserts that the Court failed to properly consider
certain allegations in the Amended Complaint that Plaintiff now
argues are enough to state a claim against Dietz on the other
alleged breaches of duty. The Court rejects Plaintiff's attempt to
re-argue the case in this manner.

Several specific allegations in the Amended Complaint contradict
Plaintiff's assertion in its Motion to Amend that Dietz had the
authority to make "whatever changes necessary" to improve the
Hospital's financial condition.

Based on the foregoing, the Court denies the Motion to Alter or
Amend the Judgment as it applies to Defendants Dietz and Riley. The
Bylaws are not "new evidence" for the purposes of a Rule 59(e)
motion. Further, the Court rejects the argument that the Amended
Complaint sufficiently alleged that Defendant Dietz had the
authority to make any changes necessary to improve the hospital's
financial condition.

The Court notes that Plaintiff's Motion to Amend "also requests any
other relief that this Court deems appropriate consistent with this
motion, including the ability to amend its complaint against
Defendants Dietz and Riley if necessary." Likewise, at oral
argument on the Motion to Alter or Amend the Judgment, Plaintiff
made the alternative argument that it should be permitted to amend
the complaint again to include the allegation that Riley was CEO of
CMH and also to reference the Hospital's by-laws which allegedly
provide that CEOs such as Dietz and Riley were also directors of
CMH with the same responsibilities as the other directors and which
allegedly give the CEOs broad power and responsibility to act on
behalf of the hospital.

In the present case, Plaintiff does not offer any explanation as to
why the CMH Bylaws were not referenced in or included with its
amended complaint or even its responses to the Motions to Dismiss
in this case. There is no indication that the Bylaws were not
available. Accordingly, the Bylaws are not newly discovered
evidence for purposes of Rule 59 and Plaintiff cannot meet the
heavier burden required when amendment is sought after an adverse
judgment. Plaintiff's informal request to amend the complaint is
denied.

The Court, however, grants Plaintiff's Motion to Amend on the issue
of retroactive application of Mich. Comp. Laws. section 450.2209 to
the allegations of gross negligence made in Plaintiff's Amended
Complaints.

It is evident that Plaintiff miscalculated in presuming that the
question of retroactive application of section 450.2209 was a "slam
dunk" in its favor. The detailed analysis employed in the parties'
briefs on the Motion to Amend and in this Opinion indicates that
the issue was worthy of a much more thorough treatment than was
provided by Plaintiff in its response to the Motions to Dismiss.
The Court recognizes that Plaintiff is seeking an extraordinary
remedy through its Motion to Amend. However, the relevant case law
on the issue of retroactive application of statutory amendments
impairing vested rights discussed in this Opinion leads the Court
to the conclusion that the prior decision on the issue should be
revisited to avoid an inequitable result.

A copy of the Court's Opinion dated March 13, 2019 is available at
https://bit.ly/2X1cIEV from Leagle.com.

Community Memorial Hospital, Debtor In Possession, represented by
Paul W. Linehan , Shawn M. Riley & Jayson Ruff.

Gary Lewins, Defendant, represented by Craig S. Neckers .

A. Brooks Darling, Liquidating Trustee, represented by Matthew
Boyd, Kuhn Rogers PLC & Robert D. Mollhagen.

A. Brooks Darling, Liquidating Trustee, pro se.

Daniel M. McDermott, U.S. Trustee, represented by David Foust.

Unsecured Creditor's Committee of Community Memorial Hospital,
Creditor Committee, represented by Bradley S. Defoe, Stephen F.
MacGuidwin, Michael S. McElwee, Robert D. Mollhagen & Mary Kay
Shaver, Bridgewater Building.

               About Community Memorial Hospital

Community Memorial Hospital, operator of the Cheboygan Memorial
Hospital, filed for Chapter 11 bankruptcy (Bankr. E.D. Mich. Case
No. 12-20666) on March 1, 2012.  Judge Daniel S. Opperman oversees
the case.

Paul W. Linehan, Esq., and Shawn M. Riley, Esq., at McDonald
Hopkins LLC, in Cleveland, Ohio; and Jayson Ruff, Esq., at McDonald
Hopkins LLC, in Bloomfield Hills, Michigan, represent the Debtor as
counsel.  The Debtor's financial advisor is Conway Mackenzie Inc.
The Debtor disclosed $23,085,273 in assets and $26,329,103 in
liabilities as of the bankruptcy filing.

Opened in 1942, the Debtor is an independent, not-for-profit
entity, organized exclusively for charitable, scientific and
educational purposes, and holds tax exempt status in accordance
with Section 501(c)(3) of the Internal Revenue Code.  The Cheboygan
Memorial Hospital is a 25-bed critical access hospital located in
Cheboygan, Cheboygan County, a community on the Lake Huron coast.
The Debtor has 395 employees.

McLaren Health Care Corporation proposed to acquire substantially
all of the Debtor's operating assets at its primary hospital
campus, for $5,000,000, plus (2) all amounts required for the
Debtor to cure and assume the assigned Assumed Contracts and
Leases.

Daniel M. McDermott, the U.S. Trustee for Region 9, appointed a
five-member official committee of unsecured creditors in the
Chapter 11 case of Community Memorial Hospital.

Michael S. McElwee, Esq., at Varnum LP, in Grand Rapids, Michigan,
represents the Unsecured Creditors' Committee as counsel.

The Creditors Committee won confirmation of its Corrected First
Amended Plan of Liquidation for the Debtor in August 2013.  A
liquidating trust is established to liquidate the Debtor's
remaining assets and distribute the proceeds to creditors.  A.
Darling Brooks has been designated as liquidating trustee.


CONSOLIDATED CONTAINER: Moody's Affirms B2 CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family Rating
and B2-PD Probability of Default Rating of Consolidated Container
Company LLC (New). Moody's also assigned a rating to the new $250
million term loan. The proceeds will be used to acquire Tri State
Distribution in an all debt financed transaction and to pay down
the ABL Facility. The outlook is stable. Tri State Distribution
designs and manufactures vials, caps, and labels, with digital
printing capabilities for the pharmaceutical packaging industry.

Assignments:

Issuer: Consolidated Container Company LLC (New)

Senior Secured 1st Lien Term Loan, Assigned B2 (LGD4)

Outlook Actions:

Issuer: Consolidated Container Company LLC (New)

Outlook, Remains Stable

Affirmations:

Issuer: Consolidated Container Company LLC (New)

Probability of Default Rating, Affirmed B2-PD

Corporate Family Rating, Affirmed B2

Senior Secured 1st Lien Term Loan, Affirmed B2 (LGD4)

RATINGS RATIONALE

The affirmation of the corporate family rating and stable outlook
reflect pro forma credit metrics that are within the rating
triggers and the strategic value of the Tri State acquisition. Pro
forma for the acquisition, LTM leverage remains under 6.0 times.
The Tri State acquisition increases the company's exposure to the
faster growing healthcare market (pharmaceuticals) and further
diversifies the product portfolio away from dairy and water.

CCC is constrained by its concentration of sales, significant
percentage of commoditized products and percentage of business that
is not under contract. CCC has a high concentration of sales by
both product line and customer. CCC is also constrained by strong
competition in the industry and fragmented structure that will make
it difficult to meaningfully improve earnings. Approximately 20% of
the business by volume is not under contract and subject to market
forces.

The company benefits from on-going cost reduction initiatives,
long-standing relationships with certain well-established
manufacturers and significant percentage of plants co-located on
the customer's premises. Co-location is important to minimize
packaging and shipping costs. Despite a small revenue base, CCC has
scale relative to many competitors. Approximately 80% of business
by volume is under contract with raw material cost pass-through
provisions, but other costs are not passed through on all contracts
and lags in passing through costs can be significant.

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
May 2018.

Based in Atlanta, Georgia, Consolidated Container Company LLC (New)
is one of the leading domestic manufacturers of rigid plastic
containers for mostly branded consumer products and beverage
companies and a supplier of recycled resin. Revenues for the twelve
months ended March 31, 2019 were $867 million which were
predominantly generated domestically. Proforma combined company net
sales are expected to be $995 million for twelve months ended March
31, 2019. The company is owned by Loews Corporation. CCC does not
publicly disclose information.


COSMOS HOLDINGS: CEO Exchanges $550,000 Debt for Equity
-------------------------------------------------------
Cosmos Holdings Inc. entered into a debt exchange agreement with
Grigorios Siokas, the Company's chief executive officer.  The
Agreement provided for the issuance by the Company of 73,334 shares
of common stock, at the rate of $7.50 per share, or an aggregate of
$550,000, in exchange for $550,000 of existing loans by Mr. Siokas
to the Company.

                   About Cosmos Holdings

Cosmos Holdings Inc. is a multinational pharmaceutical wholesaler.
The Company imports, exports and distributes pharmaceutical
products of brand-name and generic pharmaceuticals,
over-the-counter medicines, a variety of dietary and vitamin
supplements.  Currently, the Company distributes products mainly in
the EU countries via its two wholly owned subsidiaries Skypharm SA
and Decahedron Ltd.

Cosmos Holdings reported a net loss of $9.06 million in 2018
following a net loss of $6.21 million in 2017.  As of March 31,
2019, the Company had $21.7 million in total assets, $25.25 million
in total liabilities, and a total stockholders' deficit of $3.54
million.

Armanino LLP, in San Francisco, California, the Company's auditor
since 2019, issued a "going concern" opinion 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 has
suffered recurring losses from operations and has a net capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.


CSM BAKERY: S&P Lowers ICR to 'CCC' On Elevated Refinancing Risk
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.
based-CSM Bakery Solutions LLC to 'CCC' from 'CCC+', saying the
company may not be able to refinance its capital structure given
its still very weak credit metrics and will likely default within
the next 12 months. S&P also lowered its issue-level ratings on the
company's first-lien term loan to 'CCC+' from 'B-' and second-lien
term loan to 'CC' from 'CCC-'. The '2' and '6' recovery ratings,
respectively, are unchanged.

The rating actions reflect heightened refinancing risk and
constrained liquidity as the ABL and first-lien term loan mature in
the next 12 months and leverage remains in the double-digits. S&P
believes a default in the next 12 months is likely given the
company's $105 million asset-backed lending (ABL) facility and
first-lien term loan (currently EUR390 million drawn) mature in
July 2020 while operating performance and credit measures still
remain weak. The company has not turned around the business after
its North American 2016 enterprise resource planning (ERP)
implementation disrupted order booking and fill rates, prompting
customers to seek other suppliers. The company continues to have
lower sales volumes because of significant customer losses and
continued high operating costs despite efforts to restructure its
business by rationalizing stock keeping units (SKUs) and closing
facilities. The company still is not generating positive free
operating cash flow (FOCF) and is relying on its ABL to fund its
quarterly interest payments. CSM successfully extended the ABL's
maturity last year from July 2019 to July 2020. However, because
leverage is still high and the company now faces a maturing term
loan in addition to its ABL, it may not be able to refinance these
pending maturities in full, particularly if the currently choppy
credit markets further weaken and erode market liquidity. Moreover,
the ABL has a springing maturity of 60 days inside the first-lien
term loan, which further shortens the window for a successful
refinancing.

The negative outlook on CSM reflects the risk of a lower rating
driven by a belief that a default is inevitable within a subsequent
six month period.

S&P said, "We could lower the rating over the next 12 months if the
company's liquidity position continues to weaken and is unable to
successfully address its ABL and first-lien term loan July 2020
maturities.

"We could raise the rating if the company refinances its capital
structure and improves its liquidity profile, significantly
reducing the risk of a default. Additionally, we could raise the
rating if the company improves profitability in both its North
America and Europe segments and realizes cost savings from
previously implemented restructuring programs, leading to positive
FOCF in 2019."


CVR REFINING: Moody's Affirms Ba3 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service affirmed CVR Refining, LLC's Ba3
Corporate Family Rating, Ba3-PD probability of default rating and
the B1 rating on its senior unsecured guaranteed notes. The
Speculative Grade Liquidity Rating was upgraded to SGL-1 from
SGL-2. The outlook is stable.

"The affirmation of CVR's Ba3 Corporate Family Rating reflects its
strong management, good operating results and a track record of
varying distributions with cash flow," said Elena Nadtotchi,
Moody's Senior Credit Officer. "The company maintains a strong
balance sheet and good liquidity management that enables it to
weather the volatile nature of the refining business."

Upgrades:

Issuer: CVR Refining, LLC

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

Outlook Actions:

Issuer: CVR Refining, LLC

  Outlook, Remains Stable

Affirmations:

Issuer: CVR Refining, LLC

  Probability of Default Rating, Affirmed Ba3-PD

  Corporate Family Rating, Affirmed Ba3

  Senior Unsecured Notes, Affirmed B1 (LGD5)

RATINGS RATIONALE

CVR's Ba3 CFR is underpinned by modest leverage, good operating
track record and profitability of two well located and well managed
Mid-Continent refineries. This partially mitigates risks associated
with lack of diversification, modest size and high volatility of
earnings, driven by the inherent volatility of crack spreads,
incidences of scheduled and unscheduled downtime, and the potential
for regulatory and environmental capital spending requirements,
typical for wholesale refining companies. The rating also considers
limited organic growth prospects and relatively high level of
dividends.

Moody's expects CVR to maintain solid financial leverage, with
debt/EBITDA below 1x in 2019 and fund dividend payments through
free cash flow.

The stable outlook reflects its expectation that management will
continue to operate the company in a conservative nature and will
fund dividend distributions out of free cash flow.

The rating could be upgraded if the company increases its scale and
diversification of assets and cash flow without significantly
increasing leverage.

The rating could be downgraded if leverage increases materially due
to an acquisition, if CVR pays aggressive cash distributions not
funded by free cash flow, if there is a prolonged deterioration of
refining conditions, or if its liquidity deteriorates.

The upgrade of Speculative Grade Liquidity Rating to SGL-1 reflects
the expectation that CVR will maintain solid free cash flow
generation amid limited growth capex and will maintain very good
liquidity through 2020. At March 31, 2019, CVR had $314 million of
cash and full availability under its $400 million asset-backed
revolving credit facility due November 2022. The revolver contains
a springing financial covenant with which Moody's expects the
company to be in compliance through 2020. CVR has alternate
liquidity in the form of its gathering assets, and has agreed to
sell its 1.5 million-barrel storage terminal and related assets in
north central Oklahoma to Plains All American Pipeline LP for $36
million.

CVR has a significant working capital reliance on a crude supply
agreement with Vitol, which reduces CVR's need to maintain a larger
revolver, and would strain CVR's revolver if terminated. Moody's
expects the company to use its balance sheet cash and cash flow
from operations to fund its cash needs through the end of 2020.

CVR's $500 million senior unsecured notes are rated B1, one notch
below the Ba3 CFR, because of the priority ranking $400 million
asset-backed loan facility.

CVR Refining, LLC (CVR) is a North American independent refining
and marketing company operating in the US mid-continent region.
Assets include a complex full coking, medium-sour crude oil
refinery in Coffeyville, Kansas with a rated capacity of 132,000
barrels per calendar day (bpcd) and a smaller medium complexity
crude oil refinery in Wynnewood, Oklahoma with a rated capacity of
74,500 bpcd. CVR is wholly-owned by CVR Energy, Inc. a publicly
traded corporation. As of December 31, 2019, Icahn Enterprises L.P.
and its affiliates owned approximately 71% of CVR Energy's
outstanding common stock.

The principal methodology used in these ratings was Refining and
Marketing Industry published in November 2016.


CYCLONE CATTLE: NFP Buying Manure for $2 Per Ton
------------------------------------------------
Cyclone Cattle, L.L.C., asks the U.S. Bankruptcy Court for the
Southern District of Iowa to authorize the sale of manure to
Natural Fertilizer Products, Inc. ("NFP") for $2 per ton of manure
meeting minimum nutrient levels in lbs/ton of 14-14-14.

The Debtor previously operated a custom cattle feeding operation
where solid manure was generated on the Cyclone property daily.
Previous arrangements existed between the Debtor, Aaron and Teri
Vorthmann, and Vorthmann Legacy Farms, LLC, regarding the removal
and transportation of the solid manure from Cyclone's property.
However, such contractual arrangements were breached by each of the
parties prior to the Debtor's Petition Date.  

As such, approximately 17,000 tons of solid manure has remained on
Cyclone's property since it ceased its custom cattle feeding
operations and it desires to have the Manure removed from the
Cyclone property.   It has received an offer to purchase the Manure
from NFP, a disinterested third-party buyer for fair market value.
Through its offer, NFP proposes to pay Cyclone $2 per ton of manure
meeting minimum nutrient levels in lbs/ton of 14-14-14.  NFP will
not pay for or remove manure that contains debris.  

If the manure meets the minimum nutrient levels, NFP will clean the
manure from the feedlot pens and sell the manure to local
customers.  It will transport the manure and apply the manure to
its customers' fields.  NFP will then gather all necessary
information from its customers to complete the required nutrient
management plan documents for the land the manure is applied to
from NFP so Cyclone can comply with state regulations and permits.
NFP will collect payment from its customers for NFP’s services
and for payment of the manure.  

The payment of the manure will be paid to Cyclone immediately after
the manure is applied to NFP's customers' fields.  NFP also
requires the Manure be free of any prior agreements and be owned by
Cyclone.  

The sale of the Manure to NFP will be free of all liens and
interests.  Cyclone is only aware of one asserted lien on the
Manure - that of Vorthman Legacy Farms and/or Aaron and Teri
Vorthmann.  It disputes any such lien and therefore the Debtor
asserts any lien claimed by Vorthmann Legacy Farms and/or the
Vorthmanns is in bona fide dispute.

The Debtor is also aware of Vorthmann Legacy Farms' and Vorthmanns'
assertion that they "own" the Manure.  However, Vorthmann Legacy
Farms and the Vorthmanns do not own the manure at issue and were
merely parties to an unperformed contract.  The Manure is owned by
the Debtor and is property of the estate.  It is not owned by any
other entity or party.  

The Debtor believes the Sale Motion for the sale of the Manure is
in the best interest of the bankruptcy estate and in the best
interests of all other interested parties in the Chapter 11 case.
An orderly sale of the Manure is essential for financial and
environmental reasons.

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

    http://bankrupt.com/misc/Cyclone_Cattle_198_Sales.pdf

The Purchaser:

          NATURAL FERTILIZER PRODUCTS, INC.
          %Abe Sandquist
          414 Walker St.
          Woodbine, IA 51579

                      About Cyclone Cattle

Cyclone Cattle, LLC, an Iowa corporation engaged in farming
operations including a cattle feed lot, filed a Chapter 11 petition
(Bankr. S.D. Iowa Case No. 18-00856) on April 17, 2018, estimating
under $1 million in both assets and liabilities.

Jeffrey D. Goetz, Esq., at Bradshaw Fowler Proctor & Fairgrave
P.C., is the Debtor's counsel.  McGrath North Mullin & Kratz, PC
LLO, is the special counsel.  JT Korkow, d/b/a Northwest Financial
Consulting, is its financial advisor.

James L. Snyder, Acting U.S. Trustee for Region 12, appointed an
official committee of unsecured creditors on May 1, 2018.  The
Committee retained Sugar Felsenthal Grais & Helsinger LLP as its
legal counsel.

On Jan. 8, 2019, the Court approved Farms America/Ed Spencer as
auctioneer.


DAKOTA PLAINS: Dismissal of W. DeRosa Suit vs C. McKenzie Upheld
----------------------------------------------------------------
Appellant in the case captioned William DeRosa, Appellant, v. Craig
M. McKenzie, Respondent, No. A18-1171 (Minn. App.) challenges the
dismissal of his defamation claim, arguing that the district court
erred by determining that the complaint failed to state a claim
upon which relief could be granted because it did not allege that
respondent chief executive officer made the statements contained in
a corporate press release. Upon review, the Court of Appeals of
Minnesota affirms.

To establish defamation, a plaintiff must show that (1) the
defendant made a false statement, (2) the defendant communicated
the statement to a third party, and (3) the statement harmed the
plaintiff's reputation in the community. DeRosa argues his amended
complaint sets forth the first element because it alleges that
McKenzie "authorized and approved" the press release. The Court
disagrees.

DeRosa cites no authority for the proposition that a person is
liable for defamation when he authorizes and approves statements
made by another. As a factual matter, DeRosa does not allege that
McKenzie wrote, dictated, or otherwise generated any of the content
of the press release. Nor does he claim that McKenzie authorized
and approved the press release as his own statement. Rather,
McKenzie authorized and approved the press release on behalf of
Dakota Plains--the entity with ultimate responsibility for the
press release and to which the press release was expressly
attributed.

DeRosa nonetheless urges that one may be liable for another's
defamatory speech if he exercised "control" over the speech, citing
Friedell v. Blakely Printing Co. This argument is misplaced. In
Friedell, the supreme court relied on general agency principles in
holding that a newspaper may be liable for its employee's
defamatory speech because of the control it exerts over its
employees. Friedell may support holding Dakota Plains responsible
for the defamatory statement of the unidentified employee who wrote
the press release, but it provides no basis for extending liability
to a corporate officer such as McKenzie. Indeed, liability can
attach to the employee or officer for a corporation's defamatory
speech only if he is its author.

In short, taking DeRosa's allegations as true, McKenzie merely
reviewed statements that another wrote and authorized and approved
their release on behalf of Dakota Plains. Because these facts do
not state a claim for relief against McKenzie, the district court
did not err by dismissing the amended complaint.

A copy of the Court's Opinion dated March 11, 2019 is available at
https://bit.ly/2L7LEgh from Leagle.com.

John B. Williams, pro hac vice, Williams Lopatto PLLC, Washington,
D.C.; and Courtney R. Sebo, Excelsior Law Firm, LLC, Excelsior,
Minnesota, for appellant.

K. Jon Breyer, Kutak Rock LLP, Minneapolis, Minnesota, for
respondent.

                 About Dakota Plains Holdings

Dakota Plains Holdings, Inc. (NYSE MKT: DAKP) --
http://www.dakotaplains.com/-- is an energy company operating the
Pioneer Terminal transloading facility.  The Pioneer Terminal is
centrally located in Mountrail County, North Dakota, for Bakken and
Three Forks related Energy & Production activity.

Dakota Plains Holding and six of its wholly owned subsidiaries
filed voluntary Chapter 11 petitions (Bankr. D. Minn. Lead Case No.
16-43711) on Dec. 20, 2016, initiating a process intended to
preserve value and accommodate an eventual going-concern sale of
Dakota Plains' business operations.  The petitions were signed by
Marty Beskow, CFO.  The cases are assigned to Judge Michael E.
Ridgway.

At the time of the filing, Dakota Plains Holdings disclosed $3.08
million in assets and $75.38 million in liabilities.

Baker & Hostetler LLP serves as legal counsel to the Debtors, while
Ravich Meyer Kirkman McGrath Nauman & Tansey, A Professional
Association, serves as co-counsel.  Canaccord Genuity Inc. acts as
the Debtors' financial advisor and investment banker, Carlson
Advisors as accountant, James Thornton as special purpose counsel.

The U.S. Trustee did not appoint an official unsecured creditors
committee.


DANILO ISAAC REAL: 9th Cir. Upholds Dismissal of Chapter 11 Case
----------------------------------------------------------------
In the appeals case captioned DANILO ISAAC REAL; LAUREL BLYTHE
BRAUER, Appellants, v. JP MORGAN CHASE BANK NA, Appellee, No.
17-60060 (9th Cir.), the United States Court of Appeals, Ninth
Circuit affirmed the Bankruptcy Appellate Panel's order affirming
the Bankruptcy Court's decision to dismiss Debtors Danilo Real and
Laurel Brauer's Chapter 11 bankruptcy case.

The BAP correctly held that Appellee JP Morgan Chase Bank, N.A.,
had adequately demonstrated standing to file the motion to dismiss
and affirmed the Bankruptcy Court's finding that the case was filed
in bad faith. Debtors violated the Chapter 11 rule against
modifying a creditor's claim secured by the debtor's principal
residence. Debtors had admitted to modifying Chase's claim by
renting their principal residence to eliminate some of the
indebtedness on the property, or "lien strip." Debtors had also
provided conflicting testimony as to when they moved out of the
property, and were unsure of whether the move was before or after
the filing of their Chapter 11 petition.

The Debtors never established that they moved out before the
petition was filed. Therefore, the Bankruptcy Court's finding was
not clearly erroneous.

A copy of the Court's Memorandum dated March 22, 2019 is available
at https://bit.ly/2Y8eZe2 from Leagle.com.

Danilo Isaac Real and Laurel Blythe Brauer filed for chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 17-13408) on
August 24, 2017, and are represented by Giovanni Orantes, Esq. of
Orantes Law Firm PC.


DDS 2019: U.S. Trustee Objects to Disclosure Statement
------------------------------------------------------
The United States Trustee, Patrick S. Layng, objects to the Joint
Combined Disclosure Statement and Plan filed by DDS 2019, LLC,
f/k/a Death's Door Spirits, LLC, and DDD 2019,
LLC, f/k/a Death's Door Distillery, LLC.

The U.S. Trustee points out that under the proposed Plan, creditors
would be bound to the Third Party Release even if they do not cast
a ballot, thus, the Third Party Release improperly binds creditors
who did not vote on the Plan.

The U.S. Trustee further points out that the Exculpation here
purports to exculpate all the Released Parties, which includes
Serralles since the Exculpation includes non-estate fiduciaries, it
is impermissible and should not be approved.

The U.S. Trustee complains, in contrast, the Exculpation here
attempt to release parties "from any act or omission in connection
with, relating to, or arising out of the Debtors' in or out of
court restructuring efforts," "Restructuring efforts" is a very
loose and undefined term, no prepetition actions or conduct should
be covered by the Exculpation.

                  About Death's Door Spirits

Death's Door Spirits, LLC and Death's Door Distillery, LLC, produce
and supply vodka, gin, white whiskey, peppermint schnapps, and
dessert liquor.  They market and sell their products through
retailers and online.

Death's Door Spirits and Death's Door Distillery sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case Nos.
18-13912 and 18-13915) on Nov. 21, 2018.

At the time of the filing, Death's Door Distillery estimated assets
of $1 million to $10 million and liabilities of $1 million to $10
million.  Death's Door Spirits estimated less than $1 million in
assets and $1 million to $10 million in liabilities.

The Debtors tapped DeMarb Brophy LLC as their legal counsel.


DENBURY RESOURCES: Moody's Rates 2024 Sec. 2nd Lien Notes 'B3'
--------------------------------------------------------------
Moody's Investors Service changed Denbury Resources Inc.'s
Probability of Default Rating to B3-PD/LD from B3-PD, affirmed its
B3 Corporate Family Rating and assigned a B3 rating to its new
7.75% secured second lien notes due 2024. The B3 ratings on the
existing second lien debt, the Caa2 ratings on the senior
subordinated notes and the SGL-2 Speculative Grade Liquidity Rating
were also affirmed. The rating outlook remains stable.

Denbury issued $528 million of new 7.75% senior secured second lien
notes due 2024 and $245.5 million of 6.375% convertible senior
notes due 2024 (as well as paid $120 million in cash) in exchange
for $152 million of existing senior subordinated notes due 2021,
$220 million of existing senior subordinated notes due 2022, $96
million of existing senior subordinated notes due 2023 and $425
million of existing 7.5% senior secured second lien notes due 2024.
Moody's considers Denbury's notes exchange that extended the
maturity of the company's debt and exchanged debt for convertible
debt (that may be exchanged into equity) as a distressed exchange,
which is an event of default under Moody's definition of default.
Moody's has appended the PDR with an "/LD" designation indicating a
limited default, which will be removed after three business days.

"We view Denbury's debt exchange transaction, which extended the
average debt maturity without increasing interest expense and used
cash to reduce debt, as a modest credit positive," commented James
Wilkins, Moody's Vice President.

The following summarizes the ratings activity.

Assignments:

Issuer: Denbury Resources Inc.

Senior Secured Notes, Assigned B3 (LGD3)

Outlook Actions:

Issuer: Denbury Resources Inc.

Outlook, Remains Stable

Affirmations:

Issuer: Denbury Resources Inc.

Probability of Default Rating, Affirmed B3-PD /LD (/LD appended)

Speculative Grade Liquidity Rating, Affirmed SGL-2

Corporate Family Rating, Affirmed B3

Senior Subordinated Notes, Affirmed Caa2 (LGD6 from LGD5)

Senior Secured Notes, Affirmed B3 (LGD3)

RATINGS RATIONALE

Denbury's B3 CFR reflects high leverage, moderate scale, relatively
high cost enhanced oil recovery operations and improving capital
efficiency. Denbury has restructured its balance sheet, shedding
over $1.1 billion in debt since 2014 (pro forma for the debt
exchange), but still has high financial leverage (retained cash
flow to debt below 20%). The exchange offer completed in June 2019,
improved the company's maturity profile by extending debt maturing
in 2021 and the ability to refinance the next tranche of debt
maturities - $666 million of notes due in 2021 ($615 million of
second lien notes and $51 million of senior subordinated notes).
The exchange transaction offered par in the form of cash and new
securities, and the company used cash of $120 million, modestly
reducing the principal amount of debt outstanding.

The company's two areas of operation (the US Gulf Coast and the
Rocky Mountain region) produce over 90% oil and offer some asset
diversification. The enhanced oil recovery operations, which
account for more than 60% of production, are more capital intense
upfront, require longer lead times and have higher operating costs,
but also provide for a lower risk asset base, with no exploration
risk and long-lived reserves. The company owns extensive CO2 supply
infrastructure as well as CO2 reserves.

The CFR is tempered by Moody's expectation that the company will
generate limited positive free cash flow as it spends to develop
the Cedar Creek Anticline (Rocky Mountain region), which will
ultimately lead to higher production volumes and greater cash flow
from operations. The company's cash flow guidance for 2019 calls
for $50 - $100 million of free cash flow assuming $50 / barrel WTI
prices. Oil price hedges protect the company's downside risk, but
contributed negatively to cash flows in 2018, while adding to cash
flows in 2019.

The new senior secured second lien notes, which rank pari passu
with the company's existing senior secured second lien debt, are
rated B3, the same level as the CFR. The $1.6 billion of secured
second lien debt, which accounts for a majority of Denbury's third
party debt, has a lower priority claim relative to the first lien
secured obligations under the $0.6 billion revolving credit
facility and more senior priority claim relative to the $0.6
billion of unsecured subordinated debt (rated Caa2, two notches
below the CFR) and senior unsecured convertible debt (unrated).

The SGL-2 Speculative Grade Liquidity Rating reflects Moody's
expectation that Denbury will have good liquidity, primarily
supported by ample availability under its revolving credit facility
due 2021 and cash flow from operations. The $615 million revolver,
which is subject to a borrowing base, matures in December 2021
(with springing maturities beginning in February 2021). The
revolver was undrawn as of March 31, 2019. The credit facility's
financial covenants include a maximum total debt to EBITDA ratio of
5.25x through December 31, 2020 (4.5x thereafter), maximum senior
secured debt to EBITDA ratio of 2.5x, a minimum interest coverage
ratio of 1.25x and a minimum current ratio of 1x. Moody's expects
the company to remain in compliance with the financial covenants
and to generate positive free cash flow through 2020. The company
has $51 million of subordinated notes maturing in 2021 and $615
million of senior secured second lien notes maturing in 2021.

The stable outlook reflects Moody's expectation that Denbury will
maintain flat or modestly increase production volumes, while not
outspending cash flow from operations. The ratings could be
upgraded if Denbury maintains retained cash flow to debt above 20%
and a leveraged full-cycle ratio (LFCR) above 1.25x, while growing
production and making progress towards refinancing the debt
maturing in 2021. The ratings may be downgraded if retained cash
flow to debt deteriorates to less than 10% or liquidity weakens.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Denbury Resources Inc., headquartered in Plano, Texas, is an
independent oil and gas company with operations in the Gulf Coast
and Rocky Mountain regions. The company has a significant emphasis
on carbon dioxide enhanced oil recovery (CO2 EOR) operations used
to recover oil from mature fields.


DPL INC: S&P Alters Outlook to Neg. on Elevated Regulatory Risk
---------------------------------------------------------------
S&P Global Ratings revised its outlook on DPL Inc. (DPL) and its
rated subsidiary Dayton Power & Light (DP&L) to negative from
stable and affirmed its ratings on the companies.

The Supreme Court of Ohio (SCO) has remanded portions of the
distribution modernization rider (DMR) for utilities owned by First
Energy Corp. (FE). This included the SCO ordering the Public
Utilities Commission of Ohio (PUCO) to remove the DMR revenue from
the affected utilities owned by FE.

S&P's negative outlook on DPL Inc. and its subsidiary follows the
Supreme Court of Ohio's decision to remand portions of the
distribution modernization rider (DMR) for utilities owned by First
Energy Corp. (FE). Currently, DP&L's DMR is also being challenged
at the SCO regarding the inclusion of DMR revenues as part of
DP&L's annual excessive earnings test and whether the company can
collect its proportionate share of Ohio Valley Electric Co. (OVEC)
costs on a non-bypassable basis. A material key assumption for
S&P's assessment of DPL's credit quality is its reliance on the
DMR. Any weakening of DPL's DMR would significantly weaken DPL and
DP&L's credit quality. Even though the extent of challenges at the
SCO are different for FE and DP&L, the SCO's decision in the FE
case is concerning because it suggests the possibility of
subsequent modifications to DP&L's DMR. DMR revenue represents
about 30% of DP&L's cash flows, which indicates that the company
relies heavily on this mechanism to sustain its credit quality.
S&P's current base-case for DPL's existing ratings assumes that
DP&L will successfully obtain a two-year DMR extension, which it
recently filed for, requesting about $199 million for each
additional year through 2022. Given the recent SCO court ruling, it
is possible that DP&L's use of its DMR could be modified,
reinterpreted, or delayed, all of which heightens regulatory risk
for the company, leading to S&P's outlook revision.

The negative outlook on DPL reflects the heightened regulatory risk
concerning its future use of the DMR, which the company relies on
to sustain its credit quality. Ratings are also pressured by the
company's relative weak financial measures, including FFO to debt
of about 9% through 2020.

"We could lower our ratings on DPL and DP&L over the next 12 months
by one or more notches if its use of the DMR is modified,
indicative of a significant shift to the company's regulatory
construct. We could also lower the rating if an adverse regulatory
outcome weakens the company's financial measures such that its FFO
to debt is consistently below 9%," S&P said, adding that the rating
agency could lower its ratings if it lowers its rating on DPL's
ultimate parent The AES Corp.

"We could revise our outlook on DPL and DP&L to stable from
negative over the next 12 months if DP&L extends and maintains its
use of the DMR, consistent with our base case assumptions, and DPL
gradually deleverages while maintaining consolidated FFO to debt
greater than 9%. We could also revise our outlook to stable if the
company permanently improves its capital structure in a manner that
reduces its reliance on the DMR," S&P said.


EASTMAN KODAK: S&P Upgrades ICR to 'CCC+' on Improved Liquidity
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Eastman Kodak
Co. to 'CCC+', with a stable outlook, from 'CCC', with a negative
outlook, reflecting its view that there is no longer a clear
catalyst for default within the next 12 months.

The rating actions came after Kodak issued and closed its sale of
$100 million 5% senior secured convertible notes to Southeastern
Asset Management.  Concurrent with the closing, Kodak repaid the
approximately $83 million remaining on its outstanding senior
secured first-lien term loan facility.  This repayment eliminates
Kodak's sizable near-term debt maturity and alleviates immediate
liquidity constraints.

Meanwhile, S&P discontinued its rating on the repaid term loan.

S&P said, "The upgrade reflects our assessment of Kodak's improved
liquidity situation and the elimination of an $83 million term loan
maturity that we did not believe Kodak would have been able to meet
without raising additional capital. The issuance and sale of its
$100 million senior secured convertible notes eliminates the
company's near-term debt maturities. It also will give Kodak
approximately three years to address weak cash flow generation in
its remaining businesses. We now expect Kodak to have sufficient
liquidity to meet its financial obligations over the next 12
months. Despite this relief, we continue to expect that Kodak will
keep struggling to improve profitability in its core businesses and
that EBITDA and free cash flow will be negative for calendar year
2019. We believe the uncertainties related to Kodak's core
operations raises questions about the long-term sustainability of
its capital structure. Kodak's cash on hand and cash flow
generation are its primary liquidity sources, and the company has
only $21 million of availability on its asset-based lending (ABL)
credit facility.

"The stable outlook reflects our expectation that Kodak will have
sufficient liquidity, consisting primarily of approximately $260
million of pro forma cash on hand, to meet its financial
obligations over the next 12 months, following the repayment of its
first-lien term loan.

"We would likely downgrade Kodak if continued operating weakness
leads us to believe it will probably fail to make a mandatory
principal or interest payment within 12 months. Although we believe
the company has adequate cash on hand to meet the next year of
obligations, failure to improve operations and profitability over
the next 24 months would likely trigger a downgrade. We could also
consider a downgrade if we believe the company was likely to pursue
a distressed exchange or other relief actions even if it had
sufficient liquidity to meet near-term payments.

"An upgrade is unlikely over the next 12 months due to our
expectation for continued pressure on EBITDA/free cash flow growth.
Over the longer term, we would primarily look to sustainable
positive free cash flow generation and stable revenues as conducive
to a 'B-' rating."


ELDORADO RESORTS: Moody's Reviews B1 CFR for Downgrade on Merger
----------------------------------------------------------------
Moody's Investors Service placed Eldorado Resorts, Inc. ratings on
review for downgrade in response to the company's announcement that
it entered into a merger agreement with Caesars Entertainment
Corporation for total consideration of $17.3 billion. The
transaction is expected to close in the first half of 2020 subject
to customary closing conditions, including approval by gaming
regulators. The outlook has been changed to Rating Under Review
from Stable. There is no change to ERI's SGL-1 Speculative Grade
Liquidity rating at this time.

On Review for Downgrade:

Issuer: Eagle II Acquisition Company LLC

  Senior Secured Bank Credit Facility, Placed on Review
  for Downgrade, currently Ba1 (LGD2)

  Senior Unsecured Regular Bond/Debenture, Placed on Review
  for Downgrade, currently B2 (LGD5)

Issuer: Eldorado Resorts, Inc.

  Probability of Default Rating, Placed on Review for
  Downgrade, currently B1-PD

  Corporate Family Rating, Placed on Review for Downgrade,
  currently B1

  Senior Secured Bank Credit Facility, Placed on Review for
  Downgrade, currently Ba1 (LGD2)

  Senior Unsecured Regular Bond/Debenture, Placed on Review
  for Downgrade, currently B2 (LGD5)

Outlook Actions:

Issuer: Eldorado Resorts, Inc.

  Outlook, Changed To Rating Under Review From Stable

ERI's $17.3 billion acquisition of Caesars will be comprised of
$7.2 billion in cash, approximately 77 million ERI shares and the
assumption of CEC's outstanding net debt. ERI will acquire all of
the outstanding shares of CEC for a total value of $12.75 per
common share, consisting of $8.40 in cash and 0.0899 shares of
Eldorado common stock for each Caesars share of common stock,
subject to the proration mechanism pursuant to the definitive
merger agreement. ERI shareholders will own approximately 51% of
the pro forma shares outstanding.

RATINGS RATIONALE

The review for downgrade considers that a more comprehensive and
detailed understanding of this merger with respect to the legal,
economic, operations, and strategic implications of the transaction
on ERI. Specific areas of focus include the terms and conditions of
the separate financing structures within the corporate family. The
financing plan includes a debt raise at both ERI and the acquired
CEC entity as well, a situation that could result in the assignment
of two separate CFRs. In addition, the review will focus on ERI's
ability to achieve the planned $500 million of expense synergies.

The review for downgrade also considers the expected increase ERI's
leverage from the merger. ERI's debt/EBITDA for the latest 12-month
basis on a Moody's adjusted basis was 7.2 times, although this
calculation includes the full amount of debt the company used to
acquire Tropicana Entertainment, Inc. in October 2018, but not a
full year of its operating results. Pro forma basis for the
acquisition of Tropicana, Moody's adjusted debt/EBITDA is about 5.7
times, slightly below its existing downward rating trigger of 5.75
times. Prior to the announcement of the CEC acquisition, Moody's
expectation for ERI's debt EBITDA was that the company would be
able to lower its debt/EBITDA to between 5.3 times and 5.5 times.
However, ERI's merger with CEC raises concerns that leverage will
rise above the downward trigger on a Moody's pro forma and
projected basis.

In determining a rating outcome, the factors mentioned will be
weighed against the positive attributes of the transaction,
including ERI's strong and stable operating history, and the fact
that on a combined asset basis ERI and CEC will enjoy the inherent
benefits commonly associated with being the largest U.S. regional
gaming company -- economies of scale, cross selling opportunities,
and greater relative access to capital, among other things.

ERI is a publicly-trade entity that owns and operates casinos
throughout the U.S. Net revenue for the latest 12-month period
ended March 31, 2019 was about $2.3 billion.

The principal methodology used in these ratings was Gaming Industry
published in December 2017.


ELITE PHARMACEUTICALS: Buchbinder Raises Going Concern Doubt
------------------------------------------------------------
Elite Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss (attributable to common shareholders) of $9,279,321 on
$7,568,508 of total revenue for the year ended March 31, 2019,
compared to a net loss (attributable to common shareholders) of
$3,673,172 on $7,458,711 of total revenue for the year ended in
2018.

The audit report of Buchbinder Tunick & Company LLP states that the
Company has incurred recurring losses from operations, negative
cash flows from operations and has an accumulated deficit that
raise substantial doubt about its ability to continue as a going
concern.

The Company's balance sheet at March 31, 2019, showed total assets
of $24,401,934, total liabilities of $13,005,838, and a total
shareholders' deficit of $2,507,864.

A copy of the Form 10-K is available at:

                       https://is.gd/X7ZZbk

Elite Pharmaceuticals, Inc., a specialty pharmaceutical company,
engages in the research, development, manufacture, and licensing of
proprietary orally administered controlled-release drug delivery
systems and products.  The Company operates in Abbreviated New Drug
Applications for Generic Products and New Drug Applications for
Branded Products segments.  The Company was founded in 1984 and is
headquartered in Northvale, New Jersey.


EMPIRE GENERATING: Section 341(a) Meeting Set For July 9
--------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of creditors
of Empire Generating Co. LLC and its debtor-affiliates on July 9,
2019, at 2:00 p.m. (ET), at the U.S. Bankruptcy Court for the
Southern District of New York, One Bowling Green, 5th Floor, New
York, New York 1004-1408.

The meeting will be held pursuant to Sec. 341(a) of the Bankruptcy
Code.  A representative of the Debtors is required to attend the
meeting to be questioned under oath.  The meeting may be continued
or adjourned to a later date.  Creditors may attend, but are not
required to do so.

                     About Empire Generating

Empire Generating Co LLC engages in the generation and sale of
natural gas fired electricity in New York.  It owns and operates a
power plant in Rensselaer, New York.  Empire Generating is
ultimately owned by non-debtor TTK Power, LLC, which in turn is
indirectly owned by three sponsors: Tyr TTK Power, LLC ("Tyr"),
KPIC USA, LLC ("Kansai") and TG TTK Power, LLC.

Empire Generating Co, LLC, Empire Gen Holdco, LLC, Empire Gen
Holdings, LLC, and TTK Empire Power, LLC sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 19-23007) on May 19,
2019.

Empire Generating estimated assets and liabilities of $100 million
to $500 million as of the bankruptcy filing.

The Hon. Robert D. Drain is the case judge.

The Debtors tapped Hunton Andrews Kurth LLP and Steinhilber Swanson
LLP as counsel; RPA Advisors as financial advisor and OMNI
Management Group, Inc. as claims agent.


ENVESTR CAPITAL: Selling Burr Ridge Property for $895K
------------------------------------------------------
Envestr Capital, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Illinois to authorize the sale of the real
estate commonly known as 2 Erin Lane, Burr Ridge, Illinois for
$895,000.

The Debtor owns the Property.  It properly scheduled the Property
as an asset in Schedule A.  The value of the Property was scheduled
at $975,000, and the liens on it were scheduled at $14 million.
This includes a second mortgage of BC29, LLC, which is secured by
other assets that are owned by other entities and not property of
the estate.

The Debtor wishes to sell the Property and has entered into a
contract for the sale of the property for $895,000.  It believes
that the $895,000 purchase price under the proposed Contract is a
fair and reasonable price for the subject property.  The Property
was originally listed for sale at $1.399 million in February of
2018, and reduced to $975,000 in January of 2019.  The current
offer was negotiated over an extensive period of time by the Debtor
and the Purchaser.  The Purchaser is not related to the Debtor or
its principal.

The Property is subject to a first mortgage in favor of Lakeside
Bank in the approximate amount of $1,218,000 and a second mortgage
in favor of BC29, LLC, in the amount of $12.9 millon.  The Debtor
proposes to sell the Property free and clear of liens, with liens
to attach to proceeds of sale.  The benefit to creditors of a sale
include the fact that a negotiated sale will maximize recovery to
the first mortgage holder, and by minimizing the resulting
unsecured deficiency claim, the distribution to other creditors
will be increased.  The Debtor is proposing a plan of liquidation
that will provide for a cash infusion by the Debtor's principal to
enable a
distribution on unsecured claims, including the unsecured
deficiency claims of the two lienholders.  

The Debtor expects that, after realtor’s commission and costs of
sale, there will be no net proceeds of sale the lien amounts owing
on the property.  It proposes to pay all costs of sale and make all
ordinary prorations at the closing, and distribute all net proceeds
to the first lienholder, Lakeside Bank, or its principal or agent,
or on its order, at closing.

The Debtor has provided notice of the Motion to all creditors.  The
first lienholder, Lakeside Bank, has been active in the case and
the Debtor has been in contact with Lakeside Bank throughout the
negotiation of the current offer.  The contract contains a closing
date of May 22, 2019, and the Purchaser has agreed to extend this
date for a reasonable time if the Court approves the contract.
Good cause exists to determine that notice actually given of the
Motion is sufficient.

A hearing on the Motion is set for May 22, 2019 at 10:00 a.m.

                     About Envestr Capital

Envestr Capital, LLC, based in Cicero, IL, filed a Chapter 11
petition (Bankr. N.D. Ill. Case No. 19-05517) on March 1, 2019.  In
the petition signed by Gus Dahleh, manager, the Debtor disclosed
$975,000 in assets and $14,147,000 in liabilities.  The Hon.
Benjamin A. Goldgar oversees the case.  David P. Lloyd, Esq., at
David P. Lloyd, Ltd., serves as bankruptcy counsel.


ERWIN HYMER: Receivership Auction to Begin on July 16
-----------------------------------------------------
Infinity Asset Solutions, Toronto, on June 25, 2019, disclosed that
they will proceed with a four (4) - Day Auction of the ERWIN HYMER
GROUP NORTH AMERICA, INC ("EHGNA") assets located in the Kitchener,
Cambridge and Guelph, Ontario, Canada manufacturing plants.

The Court Appointed Receivership Auction will begin on Tuesday,
July 16 and continue until Friday, July 19, 2019.

Over $10-million dollars of Machinery, Recreational Vehicle parts
and finished Trailers will be put up for Auction.  Other inventory
includes Steel Fabrication, Thermoforming Equipment, Air
Compressors, New RV Euro Trailers, Vehicles, Warehousing, Shop
Tools, Parts and Accessories, Electrical and Electronics, Paint
Shops, over 75,000 sq. ft. of Executive Boardrooms and Office
Equipment and much more.

In 2016, the ERWIN HYMER GROUP purchased Roadtrek Motorhomes Inc,
seeing the acquisition as an opportunity to break into the North
American Recreational Vehicle market.  By capitalizing on
Roadtrek's significant share of the Class B Motorhome segment, this
purchase opened the door to the introduction of European styles and
the expansion of the RV Trailer market in Canada and the United
States.

EHGNA became one of North America's largest players in the Class B
Recreational Vehicle Industry and the sole manufacturer of both
'Hymer' and 'Roadtrek' branded RV's and trailers, expanding to four
locations across southern Ontario.  On February 15, 2019, by Order
of the Ontario Superior Court of Justice (Commercial List) (the
"Court"), EHGNA was placed into Receivership.

As previously announced, Rapido Group, owner of the Westfalia
brand, has received Court-approval to acquire substantially all of
the assets related to the Roadtrek brand, an operating division of
EHGNA.  Rapido is in the process of assuming the lease of one of
EHGNA's existing facilities and is hiring a workforce that could
grow to more than 200 employees.

As a result, three of the four Ontario, Canada EHGNA plants will
close forever upon completion of this unprecedented Auction Sale.

For over 25 years, Infinity Asset Solutions has been a full service
asset solution provider for businesses of all sizes in a variety of
industries including the disposition of industrial, retail and
wholesale inventories and real estate.  This includes a
comprehensive valuation service for collateral-based lending, asset
disposition and acquisitions.


FAIRSTONE FINANCIAL: S&P Assigns 'B+' ICR; Outlook Stable
---------------------------------------------------------
S&P Global Ratings said it assigned its 'B+' issuer credit rating
to Fairstone Financial Inc. The outlook is stable. At the same
time, S&P assigned its 'B' issue-level rating on the company's
proposed US$300 million senior unsecured notes due 2024.

S&P's rating on Fairstone reflects the company's high leverage as
measured by debt to adjusted total equity (ATE), lower earnings
growth and profitability relative to peers', smaller scale compared
to some of its U.S. peers, the company's exposure to nonprime
consumer loans, a highly encumbered balance sheet, and a relatively
concentrated funding profile. Partly offsetting these weaknesses is
the company's competitive market position in nonprime and
near-prime consumer lending in Canada and diligent underwriting as
illustrated by lower credit losses compared to peers'.

The stable outlook reflects S&P's expectations that over the next
12 months Fairstone will maintain its competitive market position
in near-prime and nonprime consumer lending market in Canada. S&P
said, "Our base-case scenario assumes the company's pro forma
leverage will be 6.2x as of March 31, 2019; however, we expect the
company will operate with leverage, as measured by debt to ATE,
within 5.5x-6.25x over the next 12 months. We also expect net
charge-offs to remain below peers on a consistent basis."

S&P said, "We could lower the rating over the next 12 months if the
company increases leverage above 6.5x on a sustained basis or if
net credit losses compare unfavorably to peers' and the company's
operating performance deteriorates materially.

"While unlikely over the next 12 months, over the longer term, we
could raise the rating if the company is able to reduce leverage
below 4.5x on a sustained basis, diversify its funding sources
considerably such as through an increased use of unsecured
financings, or if the company is able to generate consistent
profitability while substantially increasing its scale."


FINISAR CORP: Egan-Jones Lowers Senior Unsec. Debt Ratings to B+
----------------------------------------------------------------
Egan-Jones Ratings Company, on June 21, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Finisar Corporation to B+ from BB-.

Headquartered in Sunnyvale, California, Finisar Corporation is a
manufacturer of optical communication components and subsystems. In
2008, Finisar merged with Optium Corporation.


FMC TECHNOLOGIES: Egan-Jones Lowers Senior Unsecured Ratings to BB
------------------------------------------------------------------
Egan-Jones Ratings Company, on June 21, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by FMC Technologies Incorporated to BB from BB+.

FMC Technologies, Inc. was founded in 2000 and is headquartered in
Houston, Texas. FMC Technologies, Inc. operates as a subsidiary of
TechnipFMC plc.



FOLTS HOME: Aug. 21 Plan Confirmation Hearing
---------------------------------------------
The Amended Joint Disclosure Statement explaining the Amended
Chapter 11 Plan filed by Folts Home, et al., is approved.

August 21, 2019, at 9:30 is fixed for the hearing on confirmation
of the Amended Plans.

August 7, 2019, is fixed as the last day for filing and serving
written objections to the Amended Joint Disclosure Statement.

Within three business days after entry of this Order, the Amended
Joint Disclosure Statement and Plans, and a ballot conforming to
Ballot for Accepting or Rejecting Plan of Reorganization  will be
mailed to creditors.

August 14, 2019, is fixed as the last day for filing and serving
written objections to confirmation of the Amended Plans.

                      About Folts Home

Folts Home is a New York not-for-profit corporation and the owner
of a 163-bed long-term residential health care and rehabilitation
facility located at 100-122 North Washington Street, Herkimer, New
York.  In addition to long-term skilled nursing and residential
care, Folts Home provides memory care to residents with dementia,
palliative care and respite care and operates an adult day care
program.  Folts Home also offers rehabilitation services, like
physical, occupational and speech therapy, on both inpatient and
out-patient bases.  Currently, Folts Home has approximately 218
active employees.  Approximately 124 of the employees are
full-time, 60 are part-time and 34 employees are employed on a per
diem basis. None of Folts Home's employees are represented by labor
unions.

Folts Adult Home, Inc. ("FAH"), also known as Folts-Claxton, is a
New York not-for-profit corporation and the owner of an 80-bed
adult residential center that was constructed in 1998 and is
located at 104 North Washington Street, Herkimer, New York.  FAH
residents reside in separate apartments and are provided services
like daily meals, laundry, housekeeping and medication assistance.
FAH has approximately 22 active employees.  Approximately 12 are
full-time employees and 10 are part-time employees. None of FAH's
employees are represented by labor unions.

Folts Home and FAH currently have average daily censuses of 145 and
69, respectively.  Folts Home has 3 major payors: Medicare,
Medicaid and Excellus/Blue Cross.  The majority of FAH residents
are government subsidized, with 58% covered by Social Security
Insurance and 42% private pay.

Folts Home and Folts Adult Home, Inc., filed separate, voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D.N.Y. Lead Case No. 17-60139) on Feb. 16, 2017.  The
Hon. Diane Davis presides over the cases.  Stephen A. Donato, Esq.,
at Bond, Schoeneck & King, PLLC, serves as the Debtors' counsel.

Folts Home and Folts Adult Home, Inc., through duly-appointed
receivers HomeLife at Folts, LLC and HomeLife at Folts-Claxton,
LLC, continue to operate their skilled nursing home and adult
residence businesses, respectively, and manage their properties as
debtors in possession.

William K. Harrington, the U.S. Trustee for Region 2, appointed
Krystal Wheatley as patient care ombudsman for the Debtors.


FOOTHILLS EXPLORATION: Secures $113,000 Loan from Power Up
----------------------------------------------------------
Foothills Exploration, Inc., closed on a convertible loan
transaction with Power Up Lending Group Ltd., an unaffiliated
lending entity, in the principal amount of $113,000, before giving
effect to certain transactional costs including legal fees yielding
a net of $113,000.

The Holder is entitled, at its option, at any time after the 180th
daily anniversary of the Note, to convert all or any amount of the
principal face amount of this Note then outstanding into shares of
the Company's common stock at a price for each share of Common
Stock equal to 61% of the lowest trading price of the Common Stock
as reported on the National Quotations Bureau OTC Marketplace
exchange which the Company's shares are traded or any exchange upon
which the Common Stock may be traded in the future, for the 20
prior trading days including the day upon which a Notice of
Conversion is received by the Company or its transfer agent
(provided such Notice of Conversion is delivered by fax or other
electronic method of communication to the Company or its transfer
agent after 4 p.m. Eastern Standard or Daylight Savings Time if the
Holder wishes to include the same day closing price).

Interest on any unpaid principal balance of this Note will be paid
at the rate of 12% per annum.  Interest will be paid by the Company
in Common Stock.  Holder may, at any time, after the 180th daily
anniversary of the Note, send in a Notice of Conversion to the
Company for Interest Shares based on the formula described above.
The dollar amount converted into Interest Shares will be all or a
portion of the accrued interest calculated on the unpaid principal
balance of this Note to the date of such notice.

The maturity date for this Note is June 17, 2020, and is the date
upon which the principal sum, as well as any accrued and unpaid
interest, will be due and payable.  This Note may be prepaid or
assigned with the following penalties/premiums: (i) during the
initial 90 calendar day period after the issuance of the Note, by
making a payment to the Holder of an amount in cash equal to 125%
multiplied by the principal, plus accrued interest; (ii) during the
91st through 150th calendar day period after the issuance of the
Note, by making a payment to the Holder of an amount in cash equal
to 140% multiplied by principal, plus accrued interest; (iii)
during the 151st through 180th calendar day period after the
issuance of the Note, by making a payment to the Holder of an
amount in cash equal to 145% multiplied by principal, plus accrued
interest.

The Company may not prepay any amount outstanding under this Note
after the 180th calendar day after the issuance of the Note.  Any
amount of principal or interest due pursuant to this Note, which is
not paid by the Maturity Date, will bear interest at the rate of
the lesser of (i) 22% per annum or (ii) the maximum amount
permitted by law from the due date thereof until the same is paid.
Interest will commence accruing on the date the Note is fully paid
and will be computed on the basis of a 365-day year and the actual
number of days elapsed.  Net proceeds obtained in this transaction
will be used for general corporate and working capital purposes.
No broker-dealer or placement agent was retained or involved in
this transaction.

                   About Foothills Exploration

Foothills Exploration, Inc. -- http://www.foothillspetro.com/-- is
a growth stage oil and gas exploration and production company with
a focus in the acquisition and development of undervalued and
underdeveloped properties.  The Company's assets are located across
well-established plays in the U.S. Rocky Mountain region.

Foothills Exploration incurred a net loss of $6.58 million in 2018
following a net loss of $6.49 million in 2017.  As of March 31,
2019, the Company had $14.15 million in total assets, $24.44
million in total liabilities, and a total stockholders' deficit of
$10.28 million.

RBSM LLP, in Henderson, Nevada, the Company's auditor since 2015,
issued a "going concern" opinion 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 has an
accumulated deficit, recurring losses, and expects continuing
future losses, and has stated that substantial doubt exists about
the Company's ability to continue as a going concern.


FOUNDATION BUILDING: S&P Affirms 'B+' ICR; Outlook Stable
---------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
Tustin, Calif.–based wallboard and ceiling system distributor
Foundation Building Materials Holding Co. LLC (FBM). The outlook
remains stable.

S&P revised its recovery rating on FBM's $450 million first-lien
term loan to '2' from '3,' and, as a result, raised the issue-level
rating on the loan to 'BB-' from 'B+'.

The rating affirmation reflects S&P Global Ratings' expectation
that FBM will expand margins and improve credit metrics in 2019.
S&P said, "We believe FBM will achieve modest margin expansion in
the next 12 months, driven by lower operating costs, the company's
continued focus on improving operating efficiencies, and more
favorable product mix following the sale of its lower-margin
mechanical insulation business. As a result, we expect increased
EBITDA generation that, coupled with lower debt levels, will
sustain the leverage below 4x in 2019 and 2020."

The rating outlook is stable. S&P Global Ratings expects Foundation
Building Materials Holding Co LLC to continue to expand the
business via acquisition and expand its distribution platform.
However, S&P forecasts leverage to be maintained at or below 4x
over the next 12 months.

S&P said, "We could lower the rating to 'B' if the company's
leverage trended toward 7x or interest coverage fell below 2x. This
could occur if operational difficulties resulted from integrating
acquisitions or if the company significantly increased debt to fund
dividends or acquisition. While we view this scenario as unlikely
in the next 12 months, such credit metric deterioration could occur
if EBITDA margins were to compress by at least 300 basis points or
sales fell by more than 50% in 2019."

An upgrade in the next 12 months would be predicated on two items.
First, the company would have to lower debt to EBITDA toward 3x and
maintain it there. Secondly, a higher rating would include S&P's
assessment that private equity owner Lone Star Funds was in the
process of exiting from its investment, lowering its stake in the
company to less than 40%, and relinquishing control, making the
prospect of re-leveraging remote.


FRASER'S BOILER: Approval of Agreement with Some Insurers Flipped
-----------------------------------------------------------------
District Judge Ronald B. Leighton reversed the Bankruptcy Court's
order approving the Settlement Agreement between Debtor Fraser
Boiler Service, Inc. with Certain Insurers, the Free and Clear Sale
of the Policies to the Settling Insurers, and Enjoining the
Inter-Insurer Claims.

Appellee FBS used to manufacture industrial boilers but now exists
for the sole purpose of paying out asbestos claims. In 2018, FBS
reached a Settlement Agreement with several of its insurers
("Settling Insurers") to sell back their policies for approximately
$11.66 million. Per the agreement, FBS entered bankruptcy to
effectuate a sale free and clear of claims related to the
Repurchased Policies, as well as to enjoin such claims. FBS's
remaining insurers ("Non-Settling Insurers") objected to this plan.
They argued that the Bankruptcy Court lacked jurisdiction and
authority to release and enjoin their claims against the Settling
Insurers. Those claims ("Inter-Insurer Claims") include equitable
contribution and breach of contract claims based on the Cost
Sharing Agreement ("CSA") between FBS's various insurers. After the
Bankruptcy Court approved the Settlement Agreement and sale and
enjoined the Inter-Insurer Claims, the Non-Settling Insurers filed
the appeal.

On appeal, the Non-Settling Insurers attack the Bankruptcy Court's
Order on several fronts. First, they argue that the Bankruptcy
Court lacked jurisdiction to issue the Order because the
Inter-Insurer Claims are entirely separate from the FBS bankruptcy
estate. Second, the Non-Settling Insurers assert that bankruptcy
courts cannot enjoin third-party claims under 11 U.S.C. section
105(a) when the requirements of section 524(g) are not satisfied.
Third, the Non-Settling Insurers contend that the Bankruptcy Court
erred by approving the sale under 11 U.S.C. section 363(f), which
does not apply because the Inter-Insurer Claims are not an
"interest" in FBS's property. Alternatively, if the claims are an
"interest," section 363(f)(1) was not satisfied because
non-bankruptcy law does not permit the sale. Finally, the
Non-Settling Insurers argue that the Bankruptcy Court improperly
found that the sale was in good faith.

To give effect to the sale free and clear of the Inter-Insurer
Claims, the Bankruptcy Court issued a permanent injunction pursuant
to its equitable power under 11. However, the Non-Settling Insurers
argue that Ninth Circuit precedent prohibits a bankruptcy court
from enjoining claims between third parties. The Non-Settling
Insurers also contend that, even if it is permissible to enjoin
"derivative" third-party claims, their claims for equitable
contribution and breach of contract against the Settling Insurers
were not derivative of the Repurchased Policies. FBS responds that
the Ninth Circuit's rule prohibiting third-party injunctions does
not apply to injunctions that are narrow in scope and apply only to
derivative claims.

The Ninth Circuit's unequivocal rejection of A.H. Robins amounts to
a rejection of all exceptions to section 524(e)'s prohibition of
enjoining third-party claims. This includes the "derivative" claims
exception from MacArthur Co. v. Johns-Manville Corp. that the
Bankruptcy Court relied on here.

While the Bankruptcy Court here relied on MacArthur's "derivative
claims" language as an exception to section 524(e), the Second
Circuit only discussed derivative claims to explain why the
appellant's claims were not "too remote" to allow jurisdiction.
MacArthur never even mentions section 524(e), making that case an
inadequate basis for deviating from the Ninth Circuit's
interpretation of that subsection. In short, whatever the wisdom of
allowing bankruptcy courts to enjoin third-party claims when they
are "completely derivative of [the debtor's] rights," such a rule
is simply incompatible with Ninth Circuit precedent.

If section 524(e) bars all injunctions against third-party claims,
the Bankruptcy Court could have exercised its section 105 power to
enjoin the Non-Settling Insurers only if the requirements of
section 524(g) were satisfied. However, the Bankruptcy Court itself
recognized that "FBS does not satisfy those requirements because it
is not an ongoing entity that can contribute the value of its
equity to the liquidating trust." The Bankruptcy Court therefore
erred by enjoining the Inter-Insurer Claims.

In addition the injunction under 11 U.S.C. § 105(a), the
Non-Settling Insurers argue that the Bankruptcy Court lacked power
under § 363(f) to order the free and clear sale of the Repurchased
Policies.

Ninth Circuit precedent indicates that the Bankruptcy Code's scheme
permits releasing or enjoining third-party contribution claims only
when section 524(g)'s requirements have been satisfied. In light of
this, the Repurchased Polices cannot be sold free and clear of the
Inter-Insurer Claims, regardless of whether the vehicle is section
105(a) or section 363(f). The Bankruptcy Court erred in approving
the sale.

The bankruptcy cases are in re: FRASER'S BOILER SERVICE, INC.
Debtor, Case Nos. 3:18-CV-05638 BHS, 3:18-CV-05637-RBL
(CONSOLIDATED) ((Bankr. W.D. Wash.).

A copy of the Court's Order dated March 8, 2019 is available at
https://bit.ly/31M4MX0 from Leagle.com.

London Market Insurers, Appellant, represented by Barbara J. Brady
, KARR TUTTLE CAMPBELL, Diana Kay Carey , KARR TUTTLE CAMPBELL,
Michael M. Feinberg , KARR TUTTLE CAMPBELL, Aron M. Oliner , DUANE
MORRIS, pro hac vice, Dominica C. Anderson , DUANE MORRIS, pro hac
vice, Philip R. Matthews , DUANE MORRIS, pro hac vice & Russell W.
Roten , DUANE MORRIS, pro hac vice.

National Union Fire Insurance Company of Pittsburgh, PA, Appellant,
represented by Barbara J. Brady , KARR TUTTLE CAMPBELL, Diana Kay
Carey , KARR TUTTLE CAMPBELL & Michael M. Feinberg , KARR TUTTLE
CAMPBELL.

Fraser's Boiler Service, Inc., Appellee, represented by Danial D.
Pharris , LASHER HOLZAPFEL SPERRY & EBBERSON, Darren R. Krattli ,
EISENHOWER & CARLSON & Katrina F. Self , EISENHOWER & CARLSON.

Resource Transition Consultants LLC, in its capacity as the
Washington state court-appointed general receiver for FBS,
Appellee, represented by Danial D. Pharris , LASHER HOLZAPFEL
SPERRY & EBBERSON, Kevin P. Hanchett , LASHER HOLZAPFEL SPERRY &
EBBERSON & Craig J. Litherland , GILBERT LLP, pro hac vice.

DJO Services LLC, in its capacity as the sole shareholder of FBS,
Appellee, pro se.

Allianz Underwriters Insurance Company, "Certain Underwriters at
Lloyd's, London and Certain London Market Insurance Companies" &
Chicago Insurance Company, "Certain Underwriters at Lloyd's, London
and Certain London Market Insurance Companies", Appellees,
represented by Sarah N. Turner , GORDON REES SCULLY MANSUKHANI LLP
& Jacob Cohn , GORDON REES SCULLY MANSUKHANI LLP, pro hac vice.

Century Indemnity Company, "Certain Underwriters at Lloyd's, London
and Certain London Market Insurance Companies", Appellee,
represented by Michael M. Sperry , SCHWEET LINDE & COULSON PLLC,
Thomas Scott Linde , SCHWEET LINDE & COULSON PLLC & Mark D. Plevin
, CROWELL & MORING LLP, pro hac vice.

Hartford Accident and Indemnity Company, "Certain Underwriters at
Lloyd's, London and Certain London Market Insurance Companies",
Appellee, represented by Daniel L. Syhre , BETTS PATTERSON & MINES,
James P. Ruggeri , SHIPMAN & GOODWIN, pro hac vice & Joshua D.
Weinberg , SHIPMAN & GOODWIN, pro hac vice.

Zurich American Insurance Company, "Certain Underwriters at
Lloyd's, London and Certain London Market Insurance Companies",
Appellee, represented by Steven Soha , SOHA & LANG PS.

The Travelers Indemnity Company, Interested Party, represented by
Lauren Ashley Dorsett , DAVIS WRIGHT TREMAINE, Nancy Anne
Brownstein , DAVIS WRIGHT TREMAINE, Filiberto Agusti , STEPTOE &
JOHNSON, pro hac vice, Frank Winston, Jr. , STEPTOE & JOHNSON, pro
hac vice & Joshua Taylor , STEPTOE & JOHNSON, pro hac vice.

Providence Washington Insurance Company, Interested Party,
represented by Charles R. Ekberg , LANE POWELL PC.

Official Unsecured Creditors Committee, Interested Party,
represented by Mark D. Waldron , LAW OFFICES OF MARK WALDRON PLLC.

U.S. Trustee, Interested Party, represented by Sarah Rose Flynn ,
US TRUSTEE'S OFFICE.

Bankruptcy Appeals, Interested Party, pro se.

                About Fraser's Boiler Service

Headquartered in Olympia, Washington, Fraser's Boiler Service,
Inc., is a boiler, tank, and shipping container manufacturer.

Fraser's Boiler Service sought chapter 11 protection (Bankr. W.D.
Wash. Case No. 18-41245) on April 9, 2018.  In the petition signed
by David J. Gordon, president, the Debtor estimated assets at $10
million to $50 million and liabilities at $50 million to $100
million.

Judge Brian D. Lynch presides over the case.  The Debtor tapped
Darren R. Krattli, Esq., of Eisenhower Carlson PLLC, as its legal
counsel.


FRONTIER COMMUNICATIONS: Moody's Lowers CFR to Caa1, Outlook Neg.
-----------------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
Frontier Communications Corporation to Caa1 from B3, the
probability of default rating to Caa1-PD from B3-PD, and the
unsecured notes to Caa2 from Caa1. Moody's has affirmed the
company' first lien secured term loan and first lien secured notes
at B2 and second lien secured notes at B3. Moody's also downgraded
the speculative grade liquidity rating to SGL-3 from SGL-2. The
outlook is negative.

The downgrade of the CFR reflects the company's difficult and
protracted path to improving weak fundamentals in advance of
sizable debt maturities beginning in 2022. Furthermore, there is a
more pronounced potential for distressed debt exchanges in the next
year or so. With Frontier's recent appointments of three new
members with restructuring and bankruptcy experience to its Board
and the Board's Finance Committee, Moody's anticipates newly
heightened focus on potential capital structure optimization
efforts given limited evidence of sustainable progress from ongoing
operational improvement initiatives.

Affirmations:

Issuer: Frontier Communications Corporation

Gtd Senior Secured 1st lien Term Loan B, Affirmed B2 (LGD2 from
LGD3)

Gtd Senior Secured 1st lien Global Notes, Affirmed B2 (LGD2 from
LGD3)

Gtd Senior Secured 2nd lien Global Notes, Affirmed B3 (LGD3 from
LGD4)

Downgrades:

Issuer: Frontier Communications Corporation

Corporate Family Rating, Downgraded to Caa1 from B3

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

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

Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2 (LGD4)
from Caa1 (LGD4)

Underlying Senior Unsecured Regular Bond/Debenture, Downgraded to
Caa2 (LGD4) from Caa1 (LGD4)

Issuer: New Communications Holdings Inc.

Senior Unsecured Global Notes, Downgraded to Caa2 (LGD4) from Caa1
(LGD4)

Outlook Actions:

Issuer: Frontier Communications Corporation

Outlook, Changed To Negative From Stable

RATINGS RATIONALE

Frontier's Caa1 CFR reflects declining revenue and EBITDA which
result from secular and competitive pressures, the risk that the
company may not have the financial ability to continue to
adequately invest in network modernization and remain competitive,
and limited liquidity flexibility for addressing existing and
sizable debt maturities in 2022 and beyond. In addition, there is
very limited visibility into the progress of Frontier's
comprehensive business transformation initiatives which aim to
benefit EBITDA generation by $200 million and $500 million on a run
rate basis, respectively, by year-end 2019 and year-end 2020. These
negative factors are offset by Frontier's large scale of
operations, its predictable cash flow and extensive network assets.
The rating is also supported by the company's improved ability to
generate cash following the elimination of its common dividend in
early 2018. Though Frontier expects proceeds of $1.35 billion from
the sale of operations in several western states anticipated to
close sometime in 2020, the likely use of such proceeds remains
undisclosed. If such proceeds are used to facilitate debt exchanges
and/or open market debt purchases at distressed levels, such
actions could be considered a default under Moody's definition.

Moody's believes Frontier will maintain adequate liquidity over the
next 12 months with $119 million of cash on hand at the end of
March 31, 2019. In addition, the company had about $400 million
available under its $850 million revolver after factoring in around
$70 million of letters of credit issued under the revolver. Moody's
expects the company will maintain a moderate cushion on its
leverage covenant over the next four quarters, including full
availability on its revolver. In early 2018, Frontier amended the
leverage covenant in its credit facility, which now sets a limit of
1.5x net first lien secured debt to EBITDA (as defined in the
credit agreement); that limit decreases to 1.35x in 2020. A
covenant breach could result in a loss of borrowing ability under
the revolver.

With its March 2019 issuance of $1.65 billion of first lien senior
secured notes and associated refinancing actions, Frontier extended
a manageable near term maturity profile through year-end 2021 and
prior to 2022, when maturities ramp to around $2.7 billion of
unsecured notes. At March 31, 2019, the company had $227 million of
unsecured notes due in 2020 and $309 million of unsecured notes due
in 2021. Moody's expects Frontier to have the capacity to address
maturities in 2020 and 2021 with a combination of cash on hand
coupled with draws upon its revolver.

The negative outlook reflects the risk that Frontier may not be
able to sustainably reverse its unfavorable operating trends and
sufficiently stabilize its EBITDA to facilitate the successful
refinancing of sizable debt maturities beginning in 2022 and
beyond.

Moody's could lower Frontier's ratings further if the company's
operating performance does not improve, its liquidity deteriorates,
if it engages in shareholder friendly activities, if it pursues
distressed debt exchanges or if capital spending is reduced below
the level required to sustain the company's market position. Given
the company's weak fundamentals a ratings upgrade is unlikely at
this point. Moody's could stabilize Frontier's outlook if the
company sustainably reverses its unfavorable operating trends and
stabilizes EBITDA.

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

Frontier is an Incumbent Local Exchange Carrier (ILEC)
headquartered in Norwalk, CT and the fourth largest wireline
telecommunications company in the US. In April of 2016, Frontier
finalized the acquisition of Verizon Communications Inc.'s wireline
assets in California, Texas and Florida. Frontier generated $8.5
billion of revenue in the last 12 months ended March 31, 2019.


GARDA WORLD: S&P Affirms 'B' Issuer Credit Rating; Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating (ICR) on
Montreal-based security and cash services provider, Garda World
Security Corp.

S&P also affirmed its 'B' issue-level rating, with a '3' recovery
rating, on Garda's secured term loan facilities, and affirmed its
'CCC+' issue-level rating, with a '6' recovery rating, on Garda's
senior unsecured notes outstanding.

The affirmation follows several debt-funded acquisitions by Garda,
and fiscal 2019 operating results that were modestly weaker than
S&P's expectations. S&P said, "We expect the integration of recent
investments will contribute to higher earnings and cash flow and
improved profitability, and mitigate the impact of higher debt on
the company's prospective credit measures. However, we estimate
Garda's leverage and coverage ratios to remain close to our
threshold for the current rating, including adjusted FFO cash
interest coverage of about 2x and adjusted debt-to-EBITDA of 7x-8x
through fiscal 2021. In our view, this leaves the company with
limited room to underperform relative to our forecasts before we
would consider a negative rating action."

Garda is one of the largest logistics and security solutions
companies in the world with good customer and geographic diversity
and high contract renewal rates (S&P estimates about 90%). Garda
also benefits from adequate end-market diversity, with no customer
accounting for more than 10% of revenues, a flexible cost
structure, and relatively stable demand for its services through
the credit cycle, particularly in its core protective services.

Within the company's protective services business (about 70% of
fiscal 2020 expected revenue), Garda benefits from its leading
position in Canada, where it has almost twice the market share of
its next competitor. S&P said, "We believe this solid market
position is due in part to its reputation and customer
relationships. The company has also strengthened its competitive
position in the U.S. through various acquisitions in recent years
and is now among the top five service providers with a national
platform. In our view, Garda should see strong growth within its
protective services business spurred by acquisitions and new
business wins that should contribute to organic revenue growth in
the low-to-mid single-digit area. That said, we view the protective
services business as highly fragmented and competitive, with
meaningful reputational risk. We also believe integration risks
could emerge as Garda seeks to increase its scale and consolidate
the market through acquisitions."

The stable outlook reflects S&P Global Ratings' expectation that
Garda will increase its earnings and cash flow from the integration
of recent acquisitions and improving profitability, which should
mitigate the impact of higher debt levels over the past year. S&P
expects the company to generate adjusted debt-to-EBITDA in the
low-to-mid 7x area and adjusted FFO cash interest coverage in the
2x area over the next couple of years.

S&P said, "We could lower our ratings on Garda within the next 12
months if adjusted FFO cash interest coverage approaches 1.5x or
the company sustains adjusted debt-to-EBITDA above 8x. This could
occur from weaker-than-expected earnings and cash flow resulting
from competitive pressures or operating inefficiencies. It could
also occur if debt levels increase materially to potentially
finance acquisitions with poor prospects of improving credit
metrics.

"We could upgrade Garda in the event the company demonstrates a
commitment to sustaining adjusted debt-to-EBITDA close to 5x, which
we believe is unlikely within the next 12 months. We believe
acquisitions funded primarily with debt will remain an important
part of Garda's growth strategy and limit rating upside."


GENEREX BIOTECHNOLOGY: Needs More Funds to Remain as Going Concern
------------------------------------------------------------------
Generex Biotechnology Corporation filed its quarterly report on
Form 10-Q, disclosing a net loss of $11,153,308 on $1,092,926 of
total revenue for the three months ended April 30, 2019, compared
to a net income of $3,432,093 on $0 of total revenue for the same
period in 2018.

At April 30, 2019, the Company had total assets of $54,036,256,
total liabilities of $40,232,921, and $13,803,335 in total
stockholders' equity.

The Company has experienced recurring net losses and negative cash
flows from operations since inception and has an accumulated
deficit of approximately $413 million and a working capital
deficiency of approximately $25 million at April 30, 2019.  The
Company has funded its activities to date almost exclusively from
debt and equity financings.

The Company will continue to require substantial funds to implement
its new investment acquisition plans.  Management's plans in order
to meet its operating cash flow requirements include financing
activities such as private placements of its common stock,
preferred stock offerings, and issuances of debt and convertible
debt instruments.  Management is also actively pursuing financial
and strategic alternatives, including strategic investments and
divestitures, industry collaboration activities and strategic
partners.

These conditions raise substantial doubt about the Company's
ability to continue as a going concern for a period of twelve
months from the balance sheet date.

The Company disclosed that there are no assurances that such
additional funding will be achieved and that the Company will
succeed in its future operations.

A copy of the Form 10-Q is available at:

                       https://is.gd/jykPTj

Generex Biotechnology Corporation, through its subsidiaries,
primarily engages in the administration of formulations of large
molecule drugs to the oral cavity using a hand-held aerosol
applicator in Canada and the United States.  It offers Generex
Oral-lyn, an insulin formulation administered as a fine spray into
the oral cavity.  The company is also developing AE37, a synthetic
peptide vaccine to stimulate a potent and specific immune response
against tumors with low levels of expression of the HER-2/neu
oncogene in patients with breast cancer and prostate cancer.  In
addition, it develops, manufactures, and distributes rapid
point-of-care in-vitro medical diagnostics for infectious diseases,
such as human immunodeficiency virus, tuberculosis, malaria,
hepatitis B, hepatitis C, syphilis, and others; and cassette
devices.  The company has a collaboration agreement with HydRx
Farms Ltd. to co-develop products for the delivery of cannabinoids
via the buccal mucosa.  Generex was founded in 1983 and is based in
Miramar, Florida.


GRAMERCY GROUP: Seeks to Hire Epiq as Administrative Agent
----------------------------------------------------------
Gramercy Group, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Epiq Corporate
Restructuring, LLC as its administrative agent.

The firm will provide bankruptcy administrative services, which
include the solicitation and tabulation of votes in connection with
any Chapter 11 plan filed by the Debtor; assisting the Debtor with
claims reconciliation; and managing any distributions made pursuant
to the plan.

Epiq will charge these hourly fees for claim administration
services:

     Clerical/Administrative Support      $25 – $45
     IT/Programming                       $65 – $85
     Case Managers                       $70 – $165
     Consultants/Directors/VPs          $160 – $190
     Solicitation Consultant                   $190
     Executive VP, Solicitation                $215
     Executives                           No Charge

Brian Hunt, senior consultant at Epiq, disclosed in court filings
that the firm is "disinterested" as defined in Section 101(14) of
the Bankruptcy Code.

Epiq can be reached through:

     Brian Hunt
     Epiq Bankruptcy Solutions, LLC
     777 Third Avenue, Third Floor
     New York, NY 10017
     Phone: (646) 282-2523

                       About Gramercy Group

Gramercy Group, Inc. -- http://gramercyusa.com/-- began operations
in 1989, offering turnkey solutions in environmental remediation
and demolition.  It has expanded to provide more services,
including heavy civil and general contracting services.  The
company is headquartered in Wantagh, N.Y.  

Gramercy Group sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 19-73622) on May 17, 2019.  At the
time of the filing, the Debtor had estimated assets of between $10
million and $50 million and liabilities of between $10 million and
$50 million.  The case is assigned to Judge Louis A. Scarcella.
The Debtor is represented by Cullen & Dykman LLP and Otterbourg
P.C.


GRAMERCY GROUP: Seeks to Hire Otterbourg as Legal Counsel
---------------------------------------------------------
Gramercy Group, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Otterbourg 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 the operation
of its business and the potential sale of its assets; negotiations
with creditors; review and negotiation of any financing
arrangement; and the preparation of a plan of reorganization.

The firm's hourly rates are:

     Member/Of Counsel       $450 - $1,250
     Associate               $295 - $775
     Paralegal                    $295

The Debtor paid the firm a total of $606,027.32 for its
pre-bankruptcy services. Otterbourg holds a pre-bankruptcy retainer
in the amount of $13,972.68.

Melanie Cyganowski, Esq., at Otterbourg, disclosed in court filings
that her firm is "disinterested" as defined in Section 101(14) of
the Bankruptcy Code.

Otterbourg can be reached through:

     Melanie L. Cyganowski, Esq.
     Otterbourg P.C.
     230 Park Avenue
     New York, New York 10169
     Telephone: (212) 661-9100
     Facsimile: (212) 682-6104
     Email: mcyganowski@oshr.com
            mcyganowski@otterbourg.com

                       About Gramercy Group

Gramercy Group, Inc. -- http://gramercyusa.com/-- began operations
in 1989, offering turnkey solutions in environmental remediation
and demolition.  It has expanded to provide more services,
including heavy civil and general contracting services.  The
company is headquartered in Wantagh, N.Y.  

Gramercy Group sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 19-73622) on May 17, 2019.  At the
time of the filing, the Debtor estimated assets of between $10
million and $50 million and liabilities of between $10 million and
$50 million.  The case is assigned to Judge Louis A. Scarcella.
The Debtor is represented by Cullen & Dykman LLP and Otterbourg
P.C.


GREGORY TE VELDE: Trustee to Auction Surplus Vehicles & Equipment
-----------------------------------------------------------------
Randy Sugarman, the Chapter 11 Trustee for Gregory John te Velde,
asks the U.S. Bankruptcy Court for the Eastern District of
California to authorize the sale of surplus vehicles and equipment
currently located at the G.J. te Velde Ranch ("GJT") and Pacific
Rim Dairy ("PRD") by public action.

The Debtor is an individual who owned and operated three large
dairies as of the Petition Date, two of which are  located in
Tulare County, California and are known as GJT and the Pacific Rim
Dairy.  The Trustee has concluded that there are a number of
surplus motor vehicles and other equipment located at the GJT and
the PRD, and that it is the best interests of the Estate to
liquidate these vehicles to raise cash for operations and
distributions to creditors.  These chattels are described in detail
in Exhibit B to the accompanying Declaration of Jason Black and
include trucks, truck tractors, farm tractors and attachments,
water wagons, and other items.  These assets are not necessary for
the operation of either GJT or PRD, and like all used vehicles and
equipment are generally depreciating over time.  For the foregoing
reasons, good cause exists to sell the Surplus Vehicles and
Equipment.  

After consultation with various parties the Trustee has determined
that the best means to sell the Surplus Vehicles and Equipment is
through public auction.  He has selected Ritchie Bros. Auctioneers
for this purpose.  The Trustee asks authority to compensate the
auctioneer and to pay compensation to the auctioneer of a 15%
commission (or a 25% commission for any lot selling at less than
$2,500) and to pay other expenses directly from the auction
proceeds, as is more fully set forth on Exhibit B.

In connection with any such auction, the Trustee will file prepare
and file a report and return of sale as is required by FRBP
6004(f)(1).  

The Surplus Vehicles and Equipment may be subject to certain UCC-1
Financing liens in favor of various parties, which are as follows:

     (i) A UCC-1 Financing Lien in favor of Rabobank, N.A., in the
approximate amount of $44 million as of the Petition Date, as
evidenced by a UCC-1 Financing Statement filed on Sept. 23, 2010,
in the Office of the California Secretary of State as Document No.
10-7245872480 and thereafter amended and continued.  The Trustee is
informed and believes that Rabobank consents to the sale, provided
that it is paid the net proceeds of sale remaining after expenses.


     (ii) A UCC-1 Financing Lien in favor of J.D. Heiskell
Holdings, LLC in the alleged amount of approximately $7.9 million
as of the Petition Date, as evidenced by a UCC-1 Financing
Statement filed on Aug. 26, 2016 in the Office of the California
Secretary of State as Document No. 16-543473131 and thereafter
amended.

     (iii) A UCC-1 Financing Lien in favor of Overland Stock Yards,
Inc., in the alleged amount of approximately $1.7 million, as of
the Petition Date, as evidenced by a UCC-1 Financing Statement
filed on Oct. 11, 2017,  in the Office of the California Secretary
of State as Document No. 17-91346140.

These liens are in bona fide dispute as to certain (but not all) of
the Surplus Vehicles and Equipment as the term is used in Section
363(f)(4), because none of the above noted lienholders is
identified as such on the certificate of title for the subject
chattel as required by Cal.Vehicle Code Sections 6300, 6301, and
6303, and any UCC-1Financing Lien which might otherwise attach to
said chattels is voidable pursuant to Bankruptcy Code Section
544(a)(1) and (2).

The Trustee believes that the Surplus Vehicles and Equipment are of
three types.  First, there are certificated self-propelled motor
vehicles designed primarily for use on public roads; e.g., a 1998
International Flatbed Truck.  The Trustee is informed and believes
and on that basis alleges that none of the lienholders identified
above contends that its lien has attached to these items.  Second,
there are farm implements used for working the soil; e.g., a 1999
Reynolds pull scraper.  The Trustee concedes that all of the UCC-1
Financing Liens set forth have attached to these items in order of
priority under State law.  Third, there are other items of
equipment which meet the definition of "vehicle" under the
California Vehicle Code, but which may be exempt from registration
because they qualify as "implements of husbandry" or "farm
trailers," or one of the other enumerated exceptions set forth in
Vehicle Code Sections 36000 et seq.  The Trustee and Rabobank are
currently engaged in resolving a similar dispute in connection with
the Trustee's efforts to sell a Schuitemaker Haywagon, MB-42.

As adequate protection for the holder of the liens set forth, the
Trustee proposes that all net proceeds of sale will be held in a
blocked account, with the liens identified to attach to the
proceeds, and said funds will not be disbursed absent further
Order(s) of
the Court.

The Trustee asks the entry of an order authorizing him to sell the
Surplus Vehicles and Equipment at public auction free and clear of
liens at public auction, authorizing him to employ Ritchie Bros.
Auctioneers as auctioneer and to pay compensation to the auctioneer
of a 15% commission (or a 25% commission for any lot selling at
less than $2,500), and and for such other and further relief as the
Court deems proper.

A hearing on the Motion is set for May 22, 2019 at 1:30 p.m.

                  About Gregory John te Velde

Tipton, California-based Gregory John te Velde filed for Chapter 11
bankruptcy (Bankr. E.D. Cal. Case No. 18-11651) on April 26, 2018.

In his Chapter 11 petition, the Debtor estimated both assets and
liabilities between $100 million and $500 million.  Mr. te Velde
does business as GJ te Velde Dairy, Pacific Rim Dairy and Lost
Valley Farm.  He formerly did business as Willow Creek Dairy.

Judge Fredrick E. Clement oversees the bankruptcy case.

Mr. te Velde is represented by Riley C. Walter, Esq., who has an
office in Fresno, California.


GRUDEN ACQUISITIONS: Moody's Alters Outlook on B3 CFR to Stable
---------------------------------------------------------------
Moody's Investors Service changed the outlook for Gruden
Acquisition, Inc. (Quality Distribution) to stable from negative.
Moody's also affirmed the company's B3 Corporate Family Rating,
B3-PD Probability of Default Rating, and the Caa2 rating for the
company's second lien term loan due 2023. The company's senior
secured first lien term loan due 2022 was downgraded to B3 from
B2.

According to Moody's lead analyst Andrew MacDonald, "The change in
outlook to stable from negative reflects Quality Distribution's
improved credit metrics and positive free cash flow generation
during the twelve months ended March 31, 2019. While Moody's
believes leverage will remain elevated due to an acquisitive growth
strategy that relies on incremental debt, the company should
generate sufficient earnings and revenue growth to support debt
levels and reduce leverage long term."

The downgrade of the company's first lien term loan was due to
Moody's expectation that ongoing reliance on ABL borrowings
combined with the company's repeated usage of incremental first
lien term debt over the past several years weakens the recovery
prospects of the term loan. The result is the first lien term debt
is now rated equal to the company's CFR.

Outlook Actions:

Issuer: Gruden Acquisition, Inc.

Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Gruden Acquisition, Inc.

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Senior Secured 2nd Lien Term Loan, Affirmed Caa2 (LGD5)

Downgrades:

Issuer: Gruden Acquisition, Inc.

Senior Secured 1st Lien Term Loan, Downgraded to B3 (LGD3) from B2
(LGD3)

RATINGS RATIONALE

Quality Distribution's B3 CFR reflects the company's high leverage,
with debt-to-EBITDA of approximately 6.5 times pro forma for
acquisitions and certain one-time add-backs as of March 31, 2019
(all ratios are Moody's adjusted unless otherwise stated), weak
EBIT-to-interest of 0.7 times, and margin pressure from labor cost
inflation. Financial policy also remains a rating constraint due to
the company's private equity ownership and history of debt-funded
acquisitions. Moody's expects the company to remain acquisitive,
which presents risks including potentially higher leverage, reduced
liquidity, and integration challenges.

However, the ratings are supported by Quality Distribution's strong
market position as the largest North American bulk chemicals
logistics company, as well as positive longer-term fundamentals for
the key end markets it serves within the broader chemicals sector.
The Quality Carriers business (domestic bulk chemicals) has
historically been a relatively stable performer, and the company's
higher margin Boasso/Intermodal segment (export/import bulk
chemicals) continues to deliver solid earnings growth. Barriers to
entry created by the significant cost, regulations, and difficulty
in replicating the company's extensive infrastructure will also
help to protect its market share. Quality Distribution's flexible,
variable cost, affiliate-based operating model would also provide
some downside protection if market conditions were to weaken. The
company's strategy of affiliate conversion and cost reduction
initiatives should help offset margin pressure from labor cost
inflation, while recently completed acquisitions will contribute to
higher EBITDA. The company also maintains adequate liquidity,
supported by good revolver availability over the next 12 months and
positive free cash flow generation.

The stable outlook reflects Moody's expectation of organic revenue
growth in the low-to-mid single digits at stable operating margins
will contribute to deleveraging and positive free cash flow.
Moody's also assumes in the outlook that the company will address
the expiry of its ABL due August 2020 before the end of 2019.

An upgrade of Quality Distribution's ratings is unlikely in the
next two years, given the company's high leverage, weak interest
coverage, and only recently improved free cash flow. However, an
upgrade could occur if the company demonstrates a strong positive
trend in EBITDA growth and free cash flow generation such that
debt-to-EBITDA trends below 5.5 times and EBIT-to-interest expense
rises above 1.5 times.

The ratings could be downgraded if the company's liquidity weakens
for any reason including through negative free cash flow generation
or diminished revolver availability. Increasing debt leverage, from
acquisitions, shareholder distributions or earnings pressure, or a
decline in interest coverage could also result in a downgrade.

The principal methodology used in these ratings was Surface
Transportation and Logistics published in May 2019.

Gruden Acquisition, Inc. was formed to effectuate the acquisition
of Quality Distribution, Inc., the parent company of Quality
Distribution, LLC, by Apax Partners in August 2015. Quality
Distribution, headquartered in Tampa, Florida, is the largest North
American transporter of bulk chemicals and other fluids and is a
global provider of intermodal tank container and depot services.
Revenue for the twelve months ended March 31, 2019 totaled
approximately $1.1 billion.


GT REALTY: July 25 Plan Confirmation Hearing
--------------------------------------------
The Disclosure Statement explaining the Chapter 11 Plan of GT
Realty Holdings LLC is approved.

The hearing to consider confirmation of the Plan, and any
objections thereto, will be held on July 25, 2019 at 11:00 a.m.,
before the Honorable Louis A. Scarcella, United States Bankruptcy
Judge, United States Bankruptcy Court for the Eastern District of
New York, in Courtroom 970 of the Alfonse M. D'Amato Federal
Courthouse, 290 Federal Plaza, Central Islip, New York 11722.

July 16, 2019 at 5:00 p.m. is fixed as the last day for submitting
written acceptances or rejections to the Plan.

Other than objections filed by the United States Trustee, July 16,
2019 is fixed as the last day for filing and serving written
objections to confirmation of the Plan.

                   About GT Realty Holdings

GT Realty Holdings LLC is a privately-held company engaged in
activities related to real estate.

GT Realty Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-75679) on Aug. 21,
2018.  In the petition signed by Christopher Gebbia, managing
member, the Debtor disclosed $2,504,320 in assets and $2,604,914 in
liabilities.  

Judge Louis A. Scarcella presides over the case.


GULFSTREAM DIAGNOSTICS: Files Chapter 11 Plan of Liquidation
------------------------------------------------------------
Gulfstream Diagnostics, LLC, filed a Chapter 11 plan of liquidation
and accompanying disclosure statement.

Class 5 General Unsecured Claims are impaired. In full and final
satisfaction, discharge, and release of each Class 5 Claim, as
Allowed, each Allowed Class 5 Claim shall be paid pro-rata by the
Liquidating Trustee from the Liquidating Trust Assets.

Class 3 Bank of America Secured are impaired. BoA is granted an
Allowed Secured Claim secured by the BoA Collateral. The amount of
the BoA Secured Claim is unliquidated but shall be whatever amount
is realized on the BoA Collateral by the Debtor or the Liquidating
Trust, subject to deductions and reductions as provided for in the
Plan.

Class 6 Equity Interests are impaired. All Equity Interests in the
Debtor are cancelled under the Plan, and the holders thereof shall
receive nothing and shall retain nothing on account thereof.

The Plan, with respect to the payment of all claims other than
secured claims, is funded through two primary sources. First, from
the Debtor, the following will be transferred to the Liquidating
Trust: (i) cash; (ii) any remaining assets such as equipment; (iii)
Avoidance Actions; and (iv) the Litigation Claims to the extent the
same belong to the Debtor. Second, the Subsidiary Assets will be
transferred to the Liquidating Trust. This consists generally of:
(i) cash; (ii) accounts receivable; and (iii) the Litigation Claims
to the extent the same belong to the Subsidiaries.

A full-text copy of the Disclosure Statement dated June 17, 2019,
is available at https://tinyurl.com/y68k2mhe from PacerMonitor.com
at no charge.

The Plan was filed by Davor Rukavina, Esq., and Thomas D. Berghman,
Esq., at Munsch Hardt Kopf & Harr, P.C., in Dallas, Texas.

            About Gulfstream Diagnostics

Gulfstream Diagnostics, LLC, operates a medical laboratory in
Dallas, Texas.  It provides clinical, pharmacogenetics and
toxicology laboratory tests.  Its laboratory features Beckman
Coulter, Agilent Technologies, Douglas Scientific, and Tecan
instrumentation.

Gulfstream Diagnostics filed a voluntary Chapter 11 petition
(Bankr. N.D. Tex. Case No. 19-30159) on Jan. 16, 2019.  In the
petition signed by Maison Vasek, CFO, the Debtor estimates $1
million to $10 million in both assets and liabilities.

Judge Stacey G. Jernigan oversees the case.

Thomas Daniel Berghman, Esq. at Munsch Hardt Kopf & Harr, P.C., is
the Debtor's counsel.  BidMed, LLC, is the broker and auctioneer.


HANNON ARMSTRONG: S&P Rates $300MM Senior Notes 'BB+'
------------------------------------------------------
S&P Global Ratings assigned its 'BB+' senior unsecured debt rating
on the $300 million of senior notes being offered by HAT Holdings I
LLC (HAT I) and HAT Holdings II LLC (HAT II) as co-issuers. The
notes will be fully and unconditionally guaranteed by Hannon
Armstrong Sustainable Infrastructure Capital Inc. (HASI),
(BB+/Stable/--). HAT I and HAT II are HASI's taxable REIT
subsidiaries. HASI intends to utilize net proceeds of this offering
to acquire or refinance, in whole or in part, eligible green
projects. Prior to full investment of the net proceeds, HASI
intends to apply the net proceeds to repay a portion of its
outstanding revolving borrowings.

S&P's ratings on HASI reflect its relatively low leverage,
conservative underwriting standards, and experienced management
team. The company typically operates with leverage below its target
of up to 2.5x debt to equity and has had a strong underwriting
track record on a diverse portfolio of infrastructure investments.
Partially offsetting these strengths are the company's niche
position relative to larger competitors, such as banks and
insurers, and some large single investment exposures.


HDR HOLDING: In Chapter 11 to Sell Schramm as Going Concern
-----------------------------------------------------------
Hydraulic drills provider HDR Holding, Inc., and operating
subsidiary Schramm, Inc., have sought Chapter 11 protection with
plans to sell the company as a going concern.

Schramm II Inc., an acquisition vehicle created by secured creditor
and equity holder GenNx360 Capital Partners, L.P., has agreed to
purchase the assets of the Debtor as a going concern, absent higher
and better offers.  GenNx360 is providing $6 million to finance the
Chapter 11 effort.

The stalking horse purchase agreement with GenNx360 contemplates a
value-maximizing purchase price of not less than $10,300,000 plus
the balance owing under the Debtors' postpetition secured financing
facility estimated to be $6,000,000, consisting of a credit bid and
the assumption of certain liabilities.

Founded in West Chester, Pennsylvania in 1900 by Chris Schramm as a
producer of industrial equipment and headquartered there to this
day, the Company has over the last century built a leading
reputation in the global marketplace by offering a comprehensive
suite of state-of-the-art rigs and highly-engineered parts that
make exploration drilling safer and more efficient. The Company's
products are sold on every continent, and the Company and its
products maintain major market positions in China, Australia,
Russia, Latin America, and Africa.  Its customers include some of
the largest rig operators in the world.

HDR is a holding company and the direct parent of Schramm, owning
100% of the equity in Schramm.  Schramm is the direct parent of,
and owns 100% of non-debtor Schramm Australia Holding Pty Limited.

"Given its strong connections to the oil and gas industry, the
Company has faced significant challenges pervasive in the industry
over the past three to five years. Numerous oil and gas producers
have significantly curtailed, if not entirely ceased, drilling new
wells in response to declines in commodity prices that make such
projects uneconomical. The result of this trend for the Company has
been a reduced demand for both new rigs and for the related
consumable drill parts as existing rig assemblies are idled, which
has led to the Debtors failing to meet revenue projections and
maintain compliance with the covenants under their prepetition
credit facilities," Craig Mayman, president of HDR, explained in
court filings.

                        Going Concern Sale

Over the past eight months, the Debtors have been exploring a
potential sale transaction or refinancing.  The Debtors' proposed
investment banker, FocalPoint Partners LLC, contacted 146 strategic
and financial investors regarding potential transactions.

Of those parties, two parties submitted indicative non-binding term
sheets.  One indicative term sheet sought to structure a
transaction solely involving the acquisition of the Debtors'
secured debt along with some contingent consideration.  While the
other party originally contemplated a cash investment into the
Debtors, along with a restructuring of the Debtors' secured debt,
after further diligence and discussions, this interested party
indicated it would be only willing to provide such investment in
connection with an acquisition of the secured term loan debt which
it would use to bid on the Debtors' assets in a court-supervised
sale process.  Ultimately, even this party chose to pass on the
investment opportunity.

As their funds dwindled and no third-party acquirer emerged with a
concrete proposal to satisfy the Debtors' secured obligations, the
Debtors were faced with the specter of immediately ceasing
operations, laying off their remaining employees, and beginning a
liquidation process.  Obviously, a liquidation of the business
would be devastating to the Debtors' employees, many of whom have
worked for the Company for many years, and would likely only
provide limited recoveries to the Debtors' secured lenders.  In
addition, such a course of action would be highly damaging to
customers who rely on the Debtors to provide them with continued
service and warranties on their products, and to the Debtors'
vendors, many of which are small, specialized suppliers for whom
the Debtors are a key customer.  Presented with this stark reality,
the Debtors determined that a going-concern sale of their business
in conjunction with a chapter 11 filing presented the best --
indeed, the only -- opportunity to preserve their going concern
value, save jobs, and maximize recoveries for stakeholders.

                GenNx360 as Stalking Horse Bidder

After the Debtors carefully considered the indicative term sheets
in consultation with their advisors, they determined instead to
move forward with a proposal from GenNx360, which proposed to
provide debtor-in-possession financing for the Company to run a
sale process and agreed to serve as the stalking horse bidder for
substantially all of the Debtors' assets.

The Debtors believe that they have a viable business, but their
current capital structure is unsustainable.  Based on the
preliminary indications of interest that the Debtors have received,
it is possible that a sale transaction may not generate sufficient
proceeds to cover the full amount of the Debtors' current secured
debt.

To address these issues, the Debtors intend to sell their business
as a going concern under Section 363 of the Bankruptcy Code,
including free and clear of liens, claims, and encumbrances under
subsection (f), to an acquirer that will provide the highest or
otherwise best bid for the Debtors' assets.  In order to advance
this process in a manner that ensures continuity of business
operations and eliminates value-destroying uncertainty in the
marketplace or among the Debtors' employees and vendors, the
Debtors negotiated the stalking horse asset purchase agreement with
GenNx360, which agreement ensures the ongoing operation of the
business as a going concern -- maintaining their business
operations for the benefit of vendors and service providers, and
ensuring that employees will be able to keep their jobs on
substantially the same terms and conditions under which they are
currently employed.

The Debtors firmly believe that selling their businesses as a going
concern, including with the protections afforded under section
363(f) of the Bankruptcy Code, will yield the highest recovery to
their estates.  The alternatives to a going-concern sale that are
available to the Debtors at this time would produce a sub-optimal
outcome.  

                          Sale Timeline

The Debtors will be requesting that the Court establish the
following timeline for their proposed sale process:

   * Deadline for Entry of the Bidding Procedures Order under the
DIP Facility: On or before July 19, 2019

   * Sale Objection Deadline: August 7, 2019

   * Bid Deadline - Due Date for Bids, Designation of Contracts and
Leases (if applicable) and Deposits: August 13, 2019 at 5:00 p.m.
(ET)

   * Auction (if necessary): August 15, 2019 at 10:00 a.m. (ET)

   * Deadline to Object to conduct of the Auction and Sale to a
Successful Bidder Other than the Stalking Horse Bidder: August 16,
2019 at 4:00 p.m. (ET)

   * Sale Hearing: August 19, 2019

   * Outside Date for Closing to Occur: September 3, 2019

                   Prepetition Capital Structure

As of the Petition Date, the Debtors have approximately $20 million
of consolidated secured indebtedness to third parties. These
principal amount of the obligations consist of

   (i) Term Loan A to with an outstanding balance of $5,300,000
owed to Enhanced Credit Supported Loan Fund, LP, now known as Hark
Capital,

  (ii) Term Loan B with an outstanding balance of $6,500,000, owed
to GenNx360 Capital Partners, L.P.

  (iii) Term Loan C with an outstanding balance of $6,000,000, owed
to Citizens Bank N.A., as agent for certain lenders under the 2012
Loan Agreement.

GenNx360 Capital Partners, L.P., is the holder of the majority of
the equity interests in HDR.

                   About HDR Holding and Schramm

HDR Holding, Inc. and Schramm, Inc. -- http://www.schramminc.com/
-- are manufacturers and suppliers of branded land-based hydraulic
drills and equipment to the mining, oil and gas, water and other
end-markets.  The company's products are sold on every continent,
and the Company and its products maintain major market positions in
China, Australia, Russia, Latin America, and Africa.  HDR is a
holding company and the direct parent of Schramm, owning 100% of
the equity in Schramm.  

HDR Holding and Schramm, Inc., sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 19-11396) on June 24, 2019.

HDR Holding estimated assets of $50 million to $100 million and
liabilities of the same range as of the bankruptcy filing.

The Hon. Mary F. Walrath is the case judge.

The Debtors tapped YOUNG CONAWAY STARGATT & TAYLOR, LLP, as
counsel; and FOCALPOINT PARTNERS, LLC as investment banker.  EPIQ
BANKRUPTCY SOLUTIONS, LLC, is the claims agent.


HERC HOLDINGS: S&P Rates New $1BB Sr. Unsec. Notes Due 2027 'B+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '4'
recovery rating to HERC Holdings Inc.'s proposed $1 billion senior
unsecured notes due 2027. The '4' recovery rating indicates S&P's
expectation for average recovery (30%-50%; rounded estimate: 30%)
in the event of a payment default. The rating agency expects that
the company will use the proceeds from these notes to repay
outstanding debt. The company is issuing the notes under rule
144A.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- HERC operates in the equipment rental market, which is highly
competitive and cyclical. S&P believes the most likely path to a
default is an unexpected and drastic downturn in nonresidential
construction that severely reduces the demand for the company's
equipment.

-- S&P uses a discrete asset value (DAV) approach to analyze the
recovery prospects for general equipment rental providers. S&P
believes this provides a conservative estimate of the value
available to creditors. However, realization rates could be lower
if a large quantity of equipment floods the market.

-- S&P's DAV approach starts with the net book values of HERC's
equipment and other assets as of March 31, 2019. S&P assumes a
partial reduction of balance sheet accounts, reflecting the loss of
value through additional depreciation or contraction in working
capital assets leading up to the default. The rating agency then
applies an additional discount to the assets to reflect the lower
prices buyers or restructurers would offer under distressed
circumstances.

-- S&P assumes realization rates of 70% for rental equipment, 40%
for other property and non-rental equipment, 60% for inventory, and
75% for accounts receivable.

-- Because the asset-based lending (ABL) revolver is around 60%
drawn as of March 31, 2019, S&P assumes it is 70% drawn at default.
This is higher than the rating agency's typical 60% assumption.
Herc's borrowing base has sufficient assets to allow the access to
100% of the facility as of March 31, 2019.

-- The notes are being issued at Herc Holdings and benefits from
the guarantee from its subsidiaries.

Simulated default assumptions

-- Simulated year of default: 2023
-- Jurisdiction: U.S.
-- Valuation split (obligors/nonobligors): 86%/14%
-- S&P assumes the ABL facility is 70% drawn at default.

Simplified waterfall

-- Gross enterprise value: $1.662 billion
-- Net enterprise value (After 5% administrative expenses): $1.579
billion
-- Estimated priority claims: $4.6 million
-- Value available to first-lien debt claims: $1.560 billion
-- Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Value available to unsecured debt claims: $318.5 million
-- Unsecured debt claims: $1.035 billion
-- Recovery expectations: 30%-50% (rounded estimate: 30%)

  Ratings List

  New Rating
  
  HERC Holdings Inc.
    Issuer Credit Rating B+/Stable/--

  New Rating

  HERC Holdings Inc.
   Senior Unsecured
   US$1 bil sr nts due 2027 B+
   Recovery Rating       4(30%)


HEXION INC: Delaware Court Confirms De-Leveraging Plan
------------------------------------------------------
Hexion Inc. on June 24, 2019, disclosed that the U.S. Bankruptcy
Court for the District of Delaware has confirmed the Company's
financial de-leveraging plan of reorganization.  Hexion expects to
emerge from Chapter 11 in early July.

The consummation of the Plan is subject to satisfaction of certain
remaining conditions.  All of Hexion's global business segments are
continuing to operate as normal, and Hexion's operations outside
the U.S. are not included in the Chapter 11 proceedings.

Additional Information

Additional information regarding Hexion's restructuring is
available at www.hexionrestructuring.com.  Suppliers with questions
can contact a dedicated hotline, toll-free at +1-614-225-2222
between the hours of 9 AM and 5 PM Eastern Time Monday through
Friday.  Court filings and information about the claims process are
available at https://omnimgt.com/hexionrestructuring, by calling
Hexion's claims agent, Omni Management Group, at +1-888-204-1627
(or +1-818-906-8300 for international calls) or sending an email to
hexion@omnimgt.com.

Advisors

Latham & Watkins LLP is serving as legal counsel, Moelis & Company
LLC is serving as financial advisor, and AlixPartners, LLP is
serving as restructuring advisor to Hexion.

                      About Hexion Holdings

Based in Columbus, Ohio, Hexion Inc. -- https://www.hexion.com/ --
is a producer of thermoset resins or thermosets, and a producer of
adhesive and structural resins and coatings. The company is
incorporated in New Jersey while most of its co-debtors are
Delaware limited liability companies or Delaware corporations.
Hexion Inc. is the direct or indirect parent of the debtors and the
non-debtor affiliates.

Hexion Holdings LLC is the sole member of Hexion LLC, which is the
sole owner of Hexion Inc.

Hexion Inc. employs 4,000 people around the world, including 1,300
in the U.S. across 27 production facilities.

Hexion Holdings LLC and its co-debtors sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
19-10684) on April 1, 2019.  At the time of the filing, the Debtors
estimated assets and liabilities of between $1 billion and $10
billion.

The cases are assigned to Judge Kevin Gross.

The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger, P.A., as bankruptcy counsel; Paul Weiss Rifkind Wharton &
Garrison LLP, as special financing and securities; Moelis & Company
LLC as financial advisor; AlixPartners LLP as restructuring
advisor; and Omni Management Group as claims, noticing,
solicitation and balloting agent.

The Office of the U.S Trustee appointed an official committee of
unsecured creditors on April 10, 2019.  The committee tapped Bayard
P.A. and Kramer Levin Naftalis & Frankel LLP as its legal counsel.


HOUSE OF FLOORS: Plan Confirmation Hearing Set for July 23
----------------------------------------------------------
Bankruptcy Judge Mindy A. Mora issued an order approving House of
Floors of Palm Beach, Inc.'s amended disclosure statement in
connection with its chapter 11 plan.

The court has set a hearing to consider confirmation of the plan on
July 23, 2019 at 1:30 p.m.

July 9, 2019 is the deadline for objections to confirmation and for
filing ballots accepting or rejecting the plan.

The Troubled Company Reporter previously reported that unsecured
creditors will be paid $1,500 under the new plan.

A redlined copy of the Amended Disclosure Statement is available at
https://tinyurl.com/y23mdq25 from Pacermonitor.com at no charge.

            About House of Floors of Palm Beach

House of Floors of Palm Beach Inc. -- http://www.houseoffloors.com/
-- provides floor covering installations & cleaning services to
both the commercial and residential industries.  The company is
based in Boca Raton, Florida.

House of Floors of Palm Beach filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 18-15236) on April 1, 2018.  In the petition
signed by Donald Brodsky, president, the Debtor disclosed $1.09
million total assets and $1.73 million total debt.  Judge Mindy A.
Mora is the case judge.  

Robert C. Furr, Esq., at Furr & Cohen, is the Debtor's counsel.
Thomas Regan and the accounting firm of Moss, Krusick & Associates,
LLC, serve as accountants.


HOYT CONTRACTORS: July 17 Plan Confirmation Hearing
---------------------------------------------------
The Second Amended Disclosure Statement explaining the Chapter 11
Plan filed by Hoyt Contractors, LLC, is approved.

A hearing on Confirmation of the second amended chapter 11 plan of
reorganization will be held before the undersigned Bankruptcy Judge
in COURTROOM B-709, HALE BOGGS FEDERAL BUILDING, 500 POYDRAS STREET
NEW ORLEANS, LOUISIANA ON WEDNESDAY, JULY 17, 2019 AT 10:00 A.M.

July 10, 2019 is fixed as the last day for filing acceptances or
rejections of the second amended chapter 11 plan of
reorganization.

July 10, 2019 is fixed as the last day for filing and serving
written objections to Confirmation of the second amended chapter 11
plan of reorganization.

The Debtor's counsel is to tabulate the acceptances and rejections
of the second amended chapter 11 plan of reorganization and is to
have same verified by the Clerk of Bankruptcy Court at least (3)
days prior to the confirmation hearing date.

                     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.


ICPW LIQUIDATION: Ct. Narrows Claims in Trustee Suit vs RWHI et al.
-------------------------------------------------------------------
Bankruptcy Judge Martin R. Barash granted in part and denied in
part Defendants' motion to dismiss the adversary proceeding
captioned MATTHEW PLISKIN, AS TRUSTEE OF THE TRUST CREATED UNDER
THE JOINT PLAN OF LIQUIDATION DATED FEBRUARY 9, 2018, Plaintiff, v.
RADIANS WAREHAM HOLDING, INC., RADIANS, INC., and SAFETY SUPPLY
CORPORATION, Defendants, Adv. Proc. No. 1:17-ap-01101-MB (Bankr.
C.D. Cal.).

The adversary proceeding arises out of the prepetition acquisition
of a secured loan by defendant Radians Wareham Holding, Inc. and
the prepetition exercise of remedies under that loan agreement
against the chapter 11 Debtors Ironclad Performance Wear
Corporation, a California corporation, and Ironclad Performance
Wear Corporation, a Nevada corporation. The plaintiff, Matthew
Pliskin, is trustee under a trust created pursuant to a joint plan
of liquidation confirmed in the Debtors’ chapter 11 cases.
Plaintiff is successor in interest to the official committee of
equity holders for ICPW NV, which commenced the adversary
proceeding prior to confirmation of the Plan by filing the
complaint.

The Complaint alleges that RWHI acquired the loan and exercised
remedies thereunder in an effort to acquire the Debtors' business
and in a manner that caused injury to the Debtors and the value of
their business. Based on this premise, the Complaint asserts: (i) a
cause of action for economic duress, (ii) a cause of action for
breach of the covenant of good faith and fair dealing, (iii) a
cause of action for unjust enrichment, (iv) a cause of action for
recovery, as an unauthorized transfer, of all funds paid to RWHI on
its claims in the Debtors' cases, and (v) disallowance of the proof
of claim filed by RWHI on account of the acquired loan. The
Complaint also names as defendants RWHI's affiliates, Safety Supply
Corporation and Radians, Inc.

Defendants have filed their motion to dismiss the Complaint.
Defendants argue that Safety Supply and Radians should be dismissed
from this lawsuit because the Complaint does not allege enough
facts to support a claim against these affiliates of RWHI.
Defendants further argue that all claims against them should be
dismissed because: (i) the claims were released pursuant to the
terms of a prepetition release executed by the Debtors, (ii) the
claims were released pursuant to the terms of the agreed order
approving the Debtor's post-petition financing, and (iii) the
Complaint fails to adequately plead causes of action on which
relief can be granted.

Chapter 33 of the Texas Civil Practices and Remedies Code provides
a proportionate responsibility scheme that generally applies to all
common law torts and certain statutory torts. "[T]he statute
requires the trier of fact to determine the percentage of
responsibility of each claimant, defendant, settling person, and
responsible third party who has been designated in accordance with
the statute." The purpose of the statute is to "hold each party
responsible only for the party's own conduct causing injury." Id.
(internal quotations omitted). Although the Complaint alleges that
Radians wired money to Capital One to acquire the loan, and Safety
Supply prepared a share purchase offer, neither of these actions is
itself tortious and therefore does not support apportioning
liability to Safety Supply or Radians.

Based on this, the Court grants the Motion to Dismiss with respect
to Safety Supply and Radians, but grants Plaintiff leave to amend
his complaint to allege facts that, if established, would show
either (i) the existence of a civil conspiracy justifying the
imposition of liability on Safety Supply and/or Radians for
wrongful acts committed by RWHI, or (ii) tortious acts by Safety
Supply and/or Radians that would substantiate an apportionment of
liability to either or both of those entities.

The allegations in the Complaint show that there is a potential bar
to relief but not an obvious one. The Complaint raises substantial
factual questions. The Prepetition Releases suggest that
Plaintiff's claims might be barred, but that will not be the case
if Plaintiff adequately pleads -- and ultimately proves -- that the
Prepetition Releases were obtained by duress. Because the Court is
limited on a motion to dismiss to evaluating the pleadings and any
documents referenced or incorporated therein, and because the
duress issue cannot be determined until there is an adequate
factual record, the Court cannot conclude at this time whether the
Prepetition Releases bar Plaintiff's claims. The Motion to Dismiss
on this basis is denied.

The Complaint also objects to the Claim filed in the Debtors' cases
by RWHI for amounts owed under the Loan Agreement. The Complaint
states that the claim is objectionable under Bankruptcy Code
section 502 "[b]ased on the above-described misconduct and
inequitable actions on the part of the Radians entities. . . ." But
the Complaint fails to address any basis for objection under
Bankruptcy Code section 502(b). This section provides that if an
objection to a claim is made, after notice and a hearing, the court
shall allow such claim, except to the extent any of a list of
circumstances are present. The most common circumstance asserted is
under section 502(b)(1), that "such claim is unenforceable against
the debtor and property of the debtor, under any agreement or
applicable law for a reason other than because such claim is
contingent or unmatured." The Complaint fails to show that this or
any other basis for objection under section 502(b) has been
satisfied. What the Plaintiff effectively argues is that RWHI's
conduct leading up to the bankruptcy somehow invalidates the
Debtors' obligation to repay the prepetition debt outstanding under
the Loan Agreement--not including the Prepayment Fee and the
Break-Up Fee. But the Plaintiff has provided no legal basis on
which to reach such a conclusion.

Accordingly, the Court grants the Motion to Dismiss the Claim
Objection. However, the Court grants leave to the Plaintiff to
replead. Although the Court is skeptical that there is a legal
basis to invalidate the entirety of the prepetition debt, the Court
acknowledges that this issue was not the focus of the briefing or
the argument on the Motion to Dismiss. If the Plaintiff repleads
its claim objection, it should be sure to identify and explain both
the factual and legal basis for disallowing the Claim.

A copy of the Court’s Memorandum of Decision dated March 11, 2019
is available at https://bit.ly/2L97jET from Leagle.com.

ICPW Liquidation Corporation, a California corporation, Debtor,
represented by Ron Bender , Levene, Neale, Bender, Yoo & Brill
L.L.P, Monica Y. Kim & Krikor J. Meshefejian .

United States Trustee, U.S. Trustee, represented by Russell
Clementson & S. Margaux Ross.

Offical Committee of Unsecured Creditors, Creditor Committee,
represented by Cathrine M. Castaldi -- ccastaldi@brownrudnick.com
-- Brown Rudnick LLP.

Official Committee of Equity Holders of ICPW Liquidation
Corporation, a Nevada Corporation, Creditor Committee, represented
by Samuel R. Maizel , Dentons US LLP & Tania M. Moyron , Dentons US
LLP.

            About ICPW Liquidation Corporation

Ironclad Performance Wear Corporation designs and manufactures
branded performance work wear for a variety of construction,
do-it-yourself, industrial, sporting goods and general services
markets.  Since inception, the company has leveraged its
proprietary technologies to design task-specific technical gloves
and performance apparel designed to improve the wearer's ability to
perform specific job functions.

Ironclad's gloves are available through industrial suppliers,
hardware stores, home centers, lumber yards, and sporting goods
retailers nationwide; and through authorized distributors in North
America, Europe, Australia, Middle East, Asia and South America.

Ironclad Performance Wear Corp, a California corporation and
Ironclad Performance Wear Corp, a Nevada corporation sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Case Nos. 17-12408 and 17-12409) on Sept. 8, 2017.  The cases
are jointly administered and are assigned to Judge Martin R.
Barash.

In the petitions signed by CEO Geoffrey L. Greulich, Ironclad
California estimated assets of $10 million to $50 million and
liabilities of $1 million to $10 million.  In its schedules,
Ironclad Nevada disclosed $16.6 million in assets and $8.05 million
in debt.

Levene, Neale, Bender, Yoo & Brill L.L.P serves as counsel to the
Debtors. Skadden Arps Slate Meagher & Flom LLP, is special counsel.
Craig-Hallum Capital Group LLC is the Debtor's financial advisor.

On Sept. 22, 2017, the U.S. Trustee appointed an official committee
of unsecured creditors in the Debtors' cases.  The Committee
retained Brown Rudnick LLP as its legal counsel; and Province Inc.
as financial advisor.

An Official Committee of Equity Security Holders also has been
established in the case.  The equity panel retained Dentons US LLP
as counsel.

On Nov. 14, 2017, the Debtors entered into an Asset Purchase
Agreement with Brighton-Best International, Inc. (BBI) pursuant to
which BBI purchased from the Debtors substantially all of their
assets for (1) an aggregate amount of $25,250,000 and (2) the
assumption of certain of the Debtors' liabilities.

Pursuant to the sale, the Debtors were required to file all
necessary documents to amend their name to not include "Ironclad"
or any derivative thereof or other similar name. The Debtors may
however may identify themselves using the words "formerly known as
Ironclad Performance Wear Corporation" or "FKA Ironclad Performance
Wear Corporation" solely in the body of Bankruptcy Court pleadings
and in a footnote on the caption page of Bankruptcy Court
pleadings. The Debtors complied.  Accordingly, on November 17,
2017, the Financial Industry Regulatory Authority (FINRA) notified
that the name change of Ironclad Performance to ICPW Liquidation
Corporation will be effective in the market as of Nov. 20, 2017.


INFOGROUP INC: S&P Downgrades ICR to 'B-' on Weak Credit Metrics
----------------------------------------------------------------
S&P Global Ratings lowered the issuer credit rating on U.S.-based
business and consumer data and multichannel marketing solutions
company Infogroup Inc. to 'B-' from 'B'. S&P also lowered its
issue-level rating on the company's first-lien debt to 'B-' from
'B+', and revised the recovery rating to '3' from '2' on a lower
expected emergence valuation.

S&P said, "The downgrade reflects our expectation for sustained
weak credit metrics in 2019 and 2020 caused by changing industry
trends, as clients shift to digital from traditional marketing
channels, and increased competition. We believe it could take
longer than 18 months to turn around the business. We forecast flat
to minimal free operating cash flow (FOCF; adjusted FOCF to debt
between 1% to 3%) and adjusted leverage of more than 8x in 2019 and
2020. Our adjusted ratios include capitalized software development
costs in EBITDA. In our view, Infogroup's relatively small size and
limited financial flexibility impedes its ability to innovate and
compete effectively. We could lower the rating if the company is
unable to generate sustainable positive free cash flow in the near
term and reduce its debt load.

"We expect the company will maintain sufficient liquidity over the
next 12 months, supported by availability under the undrawn $30
million and no near-term debt maturities. We expect the company to
maintain at least a 15% cushion against EBITDA declines under its
tightest covenant-first-lien leverage ratio over the next 12
months, including step downs in March 2020.

"The negative outlook reflects our expectation that operating
performance will remain pressured and the company will generate
flat to minimal FOCF. We expect adjusted FOCF to debt below 3% and
adjusted leverage above 8x over the next 12 months.

"We could lower the rating on Infogroup over the next 12 months if
operating performance continues to deteriorate, causing negative
discretionary cash flow and tightening covenants that limit access
to the revolver. This could be a result of client losses and
increased competition, especially in the company's high-margin
licensing segment, or if the company faces additional restructuring
costs. We could lower the rating if we view the company's financial
commitments as unsustainable in the long term, even though it may
not face a credit or payment crisis within the next 12 months.

"We could revise the outlook to stable over the next 12 months if
the company stabilizes and grows revenues and EBITDA margins
through client growth and rollout of new product initiatives that
result in sustained positive FOCF."


INFOR INC: Moody's Raises CFR to B2, Outlook Stable
---------------------------------------------------
Moody's Investors Service upgraded Infor, Inc.'s Corporate Family
Rating to B2 from B3 and Probability of Default Rating to B2-PD
from B3-PD. Moody's also upgraded the company's senior secured debt
to Ba3 from B1 and confirmed the Caa1 rating on both the foreign
and domestic senior unsecured notes. This rating action completes
the review for upgrade initiated January 18, 2019. The upgrade
reflects the paydown of approximately $1.25 billion of debt. The
ratings were placed under review following its January 2019
announcement of a $1.5 billion investment from its owners Koch
Equity Development and private equity firm Golden Gate Capital. The
company has repaid its $500 million senior secured notes due 2020
and replaced its $750 million HoldCo Senior Notes due 2021 with a
$750 million preferred equity instrument. The outlook is stable.

RATINGS RATIONALE

Infor's B2 Corporate Family Rating reflects the company's high
leverage at approximately 7.6x (and 6.6x pro forma for certain one-
time costs). While Moody's expects leverage to remain high, Moody's
projects leverage to decline to mid 6x levels over the next year as
certain one-time charges fall off and cost savings initiatives are
realized. Debt levels are expected to remain high however absent a
public equity offering. The ratings also reflect Infor's leading
mid-market position in the enterprise software industry,
significant scale, the critical nature of its software and
resultant "stickiness" of its revenues and cash flows.

Although organic growth appears modest as the company transitions a
portion of its customers to a subscription model, once implemented
subscription revenues are also expected to be very "sticky" albeit
with somewhat lower margins than maintenance revenues.

Free cash flow is expected to remain positive with free cash flow
to debt in the low to mid-single digit range. Despite the debt
reduction, free cash flow will only benefit modestly from the
reduced debt due to the dividend on the new preferred equity.

The stable outlook reflects its expectations of low single digit
growth and solid free cash flow over the next 12-18 months. The
ratings could be downgraded if performance materially weakens or
leverage is expected to remain above 7.75x on other than a
temporary basis. The ratings could be upgraded if leverage is
expected to remain below 5.5x and free cash flow to debt is
expected to exceed 7.5% and the company is expected to maintain a
more conservative financial strategy.

Liquidity is good based on cash on hand, expectations of positive
free cash flow over the next year and an undrawn $120 million
revolver. The company had approximately $356 million of cash as of
April, 2019.

The following action was taken:

Upgrades:

Issuer: Infor, Inc.

Corporate Family Rating, Upgraded to B2 from B3

Probability of Default Rating, Upgraded to B2-PD from B3-PD

Issuer: Infor (US), Inc

Senior Secured Term Loan, Upgraded to Ba3 (LGD2) from B1 (LGD2)

Senior Secured (Euro) Term Loan, Upgraded to Ba3 (LGD2) from B1
(LGD2)

Senior Secured Revolving Credit Facility, Upgraded to Ba3 (LGD2)
from B1 (LGD2)

Confirmations:

Issuer: Infor (US), Inc

Senior Unsecured Global Notes, Confirmed at Caa1 (LGD5)

Senior Unsecured Global (Euro) Notes, Confirmed at Caa1 (LGD5)

Withdrawals:

Issuer: Infor Software Parent, Inc.

Senior Unsecured PIK Global Notes, Withdrawn, previously rated Caa2
(LGD6)

Outlook Actions:

Issuer: Infor (US), Inc

Outlook, Changed To Stable From Rating Under Review

Issuer: Infor Software Parent, Inc.

Outlook, Changed To Rating Withdrawn From Rating Under Review

Issuer: Infor, Inc.

Outlook, Changed To Stable From Rating Under Review

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

Infor, Inc. is one of the larger providers of enterprise software
to mid-market customers. The company is owned by an investment arm
of Koch Industries and private equity firm Golden Gate Capital.
Infor generated approximately $3.2 billion of revenues in the LTM
period ended April 30, 2019.


INSYS THERAPEUTICS: Court Asked to Appoint Committee of Gov't Units
-------------------------------------------------------------------
A group of municipalities asked the U.S. Bankruptcy Court for the
District of Delaware to appoint a committee to represent
municipalities and other governmental units in the Chapter 11 cases
of Insys Therapeutics, Inc. and its affiliates.

In a motion, Michael Busenkell, Esq., the attorney representing the
City of Prescott, Ariz., City of Surprise, Ariz., Carroll County,
Md., and Henry County, Mo., said the official unsecured creditors'
committee appointed in Insys' case "is not representative of the
creditor body as a whole."

Mr. Busenkell questioned the composition of the unsecured
creditors' committee, saying it is dominated by creditors holding
personal injury claims.

"The UCC, as now constituted, will be driven by the interests of
individual personal injury plaintiffs who make up a majority of the
UCC, which are manifestly different from, and potentially adverse
to, the public entities' claims," Mr. Busenkell said in the court
filing.

"Where, as in these Chapter 11 cases, virtually all claims are
unliquidated litigation claims of different kinds, and the critical
issue in the case is how to handle those claims, it is unfair to
hand the steering wheel to creditors that do not represent the
interests of the creditors that have the most and the largest
claims," Mr. Busenkell said.

Mr. Busenkell maintains an office at:

     Michael G. Busenkell, Esq.
     Sarah M. Ennis, Esq.
     Gellert Scali Busenkell & Brown, LLC
     1201 N. Orange Street, Suite 300         
     Wilmington, DE 19801         
     Telephone: 302-425-5812           
     Facsimile: 302-425-5814         
     Email: mbusenkell@gsbblaw.com           
            sennis@gsbblaw.com

                   About Insys Therapeutics

Headquartered in Chandler, Ariz., Insys Therapeutics, Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life.  Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products.  Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.

As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.

On June 10, 2019, Insys Therapeutics and six affiliated companies
filed petitions seeking relief under Chapter 11 of the Bankruptcy
Code (D. Del. Lead Case No. 19-11292).  Insys intends to conduct
the asset sales in accordance with Section 363 of the U.S.
Bankruptcy Code.

The Debtors' cases are been assigned to Judge Kevin Gross.  

The  Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A. as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc. as financial advisor; and
Epiq Corporate Restructuring, LLC as claims agent.

Andrew Vara, acting U.S. trustee for Region 3, on June 20 appointed
nine creditors to serve on the official committee of unsecured
creditors in the Chapter 11 cases of Insys Therapeutics, Inc. and
its affiliates.  The Committee's proposed counsel is Akin Gump
Strauss Hauer & Feld LLP, and Bayard, P.A.


INT'L. RESTAURANT: Grady's Buying Personal Property for $140K
-------------------------------------------------------------
International Restaurant Group, LLC, and its affiliates ask the
U.S. Bankruptcy Court for the Eastern District of Texas to
authorize the private sale of personal property, including
furniture, fixtures, equipment, tools, and smallwears, to Grandy's,
LLC for $140,000.

Objections, if any, must be filed within 21 days from the date of
service.

Prior to the Petition Date, the Debtors operated as franchisees of
several restaurant concepts in and around the Dallas Fort Worth
Metroplex.  One of their Franchisors, Grandy's, LLC, terminated
their franchise rights at several locations.  In addition, at seven
locations where the franchise rights were terminated, Grandy's was
also acting1 as landlord to the Debtors.  At these locations,
Grandy's locked the Debtors out of the premises prior to the
Petition Date.

The Seven Locations at which Grandy’s served as the landlord are:
(i) Balch Springs, Texas (12011 Elam Road); (ii) Dallas, Texas
(3738 Marvin D. Love Freeway); (iii) Dallas, Texas (8228 East R.L.
Thornton Freeway); (iv) Garland, Texas (2155 Northwest Highway);
(v) Mesquite, Texas (2009 North Towneast Blvd); (vi) Fort Worth,
Texas (7201 Camp Bowie West Blvd.); and (vii) Lewisville, Texas
(401 South Sternmons Freeway).

At each of the Surrendered Locations, the Debtors still own certain
personal property.  They intend to sell, in a private sale to
Grandy's, all of their interest in all of the personal property at
each of the Surrendered Locations free and clear of all mortgages,
encumbrances, and liens for the sum of $140,000.  This amounts to
$20,000 per location.

Upon closing and funding, and with the Court's approval, the
Debtors will deliver a Bill of Sale, along with such other
documents that are reasonably requested by Grandy's, conveying the
personal property described to Grandy's.  

Upon information and belief, FC Marketplace, LLC and Green Bank,
doing business as Veritex Bank, hold or may hold liens on some of
the property to be sold.  Furthermore, given the transient nature
of personal property, it is possible that other lenders have or may
have a security interest in the property.

The Debtors do not have figures for the total amount of liens
claimed by any Creditor or what portion, if any, of said claim(s)
is attributable to the property to be sold.  

The Debtors believed that selling the property to Grandy's is in
the best interest of the Estate.

              About International Restaurant Group

International Restaurant Group LLC and its affiliates, Al Rahum
Enterprises LLC and Al Rahum Holdings LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case Nos.
19-40762 to 19-40764) on March 22, 2019.  The Debtors are privately
held companies in Allen, Texas, that operate in the restaurant
industry.  At the time of the filing, the Debtors each estimated
up
to $50,000 in assets and $1 million to $10 million in liabilities.


JOERNS HEALTHCARE: Files for Chapter 11 With Prepack Plan
---------------------------------------------------------
Joerns WoundCo Holdings, Inc., doing business as Joerns Healthcare,
filed a consensual, prepackaged plan of reorganization under
Chapter 11 in the United States Bankruptcy Court for the District
of Delaware on June 24, 2019.

The Company is seeking court approval of a restructuring plan that
is supported by a majority of Joerns Healthcare's lenders and
noteholders.  The Plan would pay trade obligations in full,
eliminate a substantial amount of debt and provide operating
capital during the restructuring process and beyond.

The Company has requested that the plan be approved and the process
complete within the next 30 to 45 days.

The Company said in a statement that it is important to note that
during this process all day-to-day operations for Joerns Healthcare
will continue as normal.  Associates will continue to receive their
salaries and benefits.  Customers will receive uninterrupted
deliveries, services and technical support.  Product manufacturing
will proceed as scheduled.  Vendors and suppliers will continue to
be paid in full.  There will be no impact for international
operations.

By strengthening its financial footing with this restructuring,
Joerns will be well-positioned to capitalize on the momentum it has
started over the past six months launching new products to serve
patients anywhere on the continuum of care.  The Company is
uniquely positioned to take advantage of emerging opportunities in
the fast-moving healthcare market while growing within its core
business.

                          Terms of Plan

On June 21, 2019, the Debtors executed a restructuring support
agreement with (a) holders of 86 percent of the outstanding
principal amount under the first lien facility, and (b) holders of
100 percent of the outstanding principal amount of the second lien
notes.  Under the terms of the RSA, the Debtors and the consenting
lenders have reached an agreement for a consensual restructuring to
be implemented through a prepackaged chapter 11 plan of
reorganization.

According to the explanatory Disclosure Statement, the Plan
generally provides for these terms:

    * All existing commitments under the first lien Credit
Agreement will be terminated, and each holder of an allowed first
lien claim will receive its pro rata share of 95.0 percent of the
common equity in restructured WoundCo, subject to dilution, in full
satisfaction of the claim.

    * The Tranche A Notes and Tranche B Notes issued pursuant to
the Second Lien Note Purchase Agreement will be cancelled and each
holder of an allowed second lien claim will receive its pro rata
share of 5.0% of the new common stock, subject to dilution, in full
satisfaction of the claim.

    * On the effective date, all Old WoundCo common stock and other
equity interests will be cancelled, and holders of those interests
will not be entitled to any distribution under the Plan.

    * All other secured claims, priority non-tax claims, and
general unsecured claims are unimpaired.

    * The Reorganized Debtors will adopt a new management incentive
plan under which 7.5 percent of the new common stock on a fully
diluted basis will be reserved for issuance as awards to members of
the Reorganized Debtors' management.

Projected recoveries under the Plan are:

   Class  Claim/Equity Interest  Projected Amount    Recovery
   -----  ---------------------  ----------------    --------
    1    Other Secured Claims          $602,601        100%
    2    Priority Non-Tax Claims     $4,976,462        100%
    3    First Lien Claims         $272,012,500   23.8% to 42.7%
    4    Second Lien Claims        $125,979,203    2.4% to 4.3%
    5    General Unsecured Claims   $32,669,962        100%
    6    Intercompany Interests        N/A               0%
    7    Old WouldCo Common Stock      N/A               0%

On June 21, 2019 the Company commenced a solicitation of
acceptances of the Plan from holders of claims that are eligible to
vote -- Class 3 (First Lien Notes Claims) and Class 4 (Second Lien
Note Claims).

A copy of the disclosure statement explaining the terms of the Plan
is available at:

            http://bankrupt.com/misc/JOERNS_18_DS.pdf

                           DIP Facility

To fund the Chapter 11 cases, provide working capital, and fund
interest, fees and certain other payments thereunder, certain first
lien lenders will provide a secured superpriority priming debtor in
possession non-amortizing financing.  The DIP Financing will
automatically convert into an exit facility upon the effective date
of the Prepackaged Plan.

The terms of the DIP Facility are:

    * Certain of the first lien lenders that are parties to the RSA
will back stop on a pro rata basis, a secured super-priority DIP
financing facility comprised of (i) a new money credit facility not
to exceed $40 million, and (ii) a roll-up facility pursuant to
which the first lien term loans held by the DIP Lenders will be
replaced with a claim under the roll-up DIP facility.

    * All holders of first lien term loans will be provided an
opportunity to fund their pro rata share of the New Money DIP
Facility and participate in the Roll-Up DIP Facility.

    * The DIP Facility will have a term of 120 days and the DIP
Loans will bear interest at a rate of LIBOR plus 6.00 percent per
annum.

    * Upon emergence, the DIP facility will automatically convert
into a 5-year $80 million senior secured term loan facility.

    * The backstop lenders will be entitled to, among other things,
an aggregate fee on account of backstop commitments equal to either
(a) 5 percent of the new common stock of reorganized WoundCo,
subject to dilution, or (b) upon consummation of an alternative
transaction, $2.5 million payable in cash upon closing.

                            Timeline

Under the RSA, the Debtors are obligated to meet certain
milestones.  The RSA may be terminated if, among other things, the
Debtors, fail to obtain final approval of the DIP Facility by July
31, 2019, fail to win Plan approval by July 31, 2019, and fail to
exit bankruptcy by Aug. 14, 2019.

                     About Joerns Healthcare

Joerns Healthcare LLC -- http://www.joerns.com/-- manufactures,
distributes, and services healthcare beds, therapeutic surfaces,
patient handling products, and negative pressure wound therapy
devices, with a number of brands, including Ultracare XT bed frame
and Hoyer lifts.  Founded as the Joerns Brothers Furniture Company
in 1889, the Company entered the healthcare industry in 1960.

The Company and its affiliates have 130 distribution locations and
other facilities located throughout the United States.  The Company
is headquartered in Charlotte, North Carolina and has approximately
1,100 employees in the United States.

Joerns Healthcare, LLC and 12 affiliates each filed petitions
seeking voluntary relief under Chapter 11 of the Bankruptcy Code on
June 24, 2019.  The lead case is In re Joerns WoundCo Holdings,
Inc. (D. Del. Lead Case No. 19-11401).

The Debtors estimated assets on a consolidated basis of $100
million to $500 million and liabilities of the same range as of the
bankruptcy filing.

The Debtors tapped WHITE & CASE LLP as restructuring counsel; FOX
ROTHSCHILD LLP as local restructuring counsel; MOELIS & COMPANY as
investment banker and financial advisor; and CONWAY MACKENZIE,
INC., as restructuring advisor.  EPIQ CORPORATE RESTRUCTURING, LLC,
is the claims agent.


JOERNS HEALTHCARE: King & Spalding Represents 1st Lien Lenders
--------------------------------------------------------------
In the Chapter 11 proceedings of Joerns WoundCo Holdings, Inc., et
al., the First Lien Steering Committee submitted a verified
statement pursuant to F.R.B.P. Rule 2019 on June 25, 2019,
disclosing the members of the group and the extent of their claims
against the bankruptcy estate:

                                         First Lien Claim
                                         ----------------
     1. Barings LLC                           $36,799,332
        300 South Tryon Street
        Suite 2500
        Charlotte, NC 28202
        Attn: Bryan High

     2. Benefit Street Partners L.L.C.        $58,777,320
        9 West 57th Street, Suite 4920
        New York, NY 10019
        Attn: Alexander H. McMillan, Esq.

     3. Golub Capital LLC                     $67,464,826
        100 South Wacker Drive, Suite 1800
        Chicago, Illinois 60606
        Attn: Patrick Hayes

     4. Main Street Capital Corporation       $24,505,821
        1300 Post Oak Blvd., 8th Floor
        Houston, TX 77056
        Attn: Scott Grass

     5. Wells Fargo Bank, N.A.                $16,725,231
        375 Park Avenue
        New York, NY 10152
        Attn: Elliot Jenks
        550 S. Tryon St
        Charlotte, NC 28202
        Attn: Philip Waldier

The individual members of the First Lien Steering Committee hold
claims or advise, sub-advise or manage accounts that hold claims
against the Debtors arising from loans provided under the Second
Amended and Restated Credit Agreement, dated as of May 19, 2014
(the "First Lien Credit Agreement"), by and among Joerns
Healthcare, LLC, Joerns LLC, Joerns Healthcare Parent, LLC and
RecoverCare, LLC, as borrowers, the lenders from time to time party
thereto (the "First Lien Lenders"), and Ankura Trust Company, LLC,
as administrative agent (as successor to Capital One, National
Association, successor by merger to Healthcare Financial Solutions,
LLC).

In March 2019, members of the First Lien Steering Committee engaged
King & Spalding LLP to represent them in connection with the
potential restructuring of the Debtors. The First Lien Steering
Committee subsequently retained Chipman Brown Cicero & Cole, LLP,
as local counsel when informed by the Debtors that they would
pursue a reorganization in the U.S. Bankruptcy Court for the
District of Delaware.

K&S had previously represented Capital One in its capacity as First
Lien Agent. In connection with Capital One's resignation as First
Lien Agent (and Ankura's appointment as successor First Lien Agent)
in May 2019, K&S's representation of Capital One in its capacity as
First Lien Agent ceased and, from and after such date, K&S has only
represented the First Lien Steering Committee in connection with
the potential restructuring of the Debtors.

Counsel for the First Lien Steering Committee:

         CHIPMAN BROWN CICERO & COLE, LLP
         William E. Chipman, Jr., Esq.
         Mark D. Olivere, Esq.
         Hercules Plaza
         1313 North Market Street, Suite 5400
         Wilmington, DE 19801
         Telephone: (302) 295-0191
         Facsimile: (302) 295-0199
         E-mail: chipman@chipmanbrown.com
                 olivere@chipmanbrown.com

                 - and -

         W. Austin Jowers, Esq.
         King & Spalding LLP
         1180 Peachtree Street
         Atlanta, GA 30309
         Telephone: (404) 572-4600
         Facsimile: (404) 572-5100
         Email: ajowers@kslaw.com

                 - and -

         Christopher G. Boies, Esq.
         Michael R. Handler, Esq.
         King & Spalding LLP
         1185 Avenue of the Americas
         New York, NY 10036
         Telephone: (212) 556-2100
         Facsimile: (212) 556-2222
         E-mail: cboies@kslaw.com
                 mhandler@kslaw.com

                     About Joerns Healthcare

Joerns Healthcare LLC -- http://www.joerns.com/-- manufactures,
distributes, and services healthcare beds, therapeutic surfaces,
patient handling products, and negative pressure wound therapy
devices, with a number of brands, including Ultracare XT bed frame
and Hoyer lifts.  Founded as the Joerns Brothers Furniture Company
in 1889, the Company entered the healthcare industry in 1960.

The Company and its affiliates have 130 distribution locations and
other facilities located throughout the United States.  The Company
is headquartered in Charlotte, North Carolina and has approximately
1,100 employees in the United States.

Joerns Healthcare, LLC and 12 affiliates each filed petitions
seeking voluntary relief under Chapter 11 of the Bankruptcy Code on
June 24, 2019.  The lead case is In re Joerns WoundCo Holdings,
Inc. (D. Del. Lead Case No. 19-11401).

The Debtors estimated assets on a consolidated basis of $100
million to $500 million and liabilities of the same range as of the
bankruptcy filing.

The Debtors tapped WHITE & CASE LLP as restructuring counsel; FOX
ROTHSCHILD LLP as local restructuring counsel; MOELIS & COMPANY as
investment banker and financial advisor; and CONWAY MACKENZIE,
INC., as restructuring advisor.  EPIQ CORPORATE RESTRUCTURING, LLC,
is the claims agent.




JOERNS HEALTHCARE: Secured Lenders to Get 100% of Stock in Plan
---------------------------------------------------------------
Joerns WoundCo Holdings, Inc., doing business as Joerns Healthcare,
is seeking confirmation of a prepackaged Chapter 11 plan that will
wipe out $320 million in principal amount of prepetition funded
debt.

Under the Plan, holders of first lien term loans owed $272 million
will receive 95T of the newly issued common equity interests in the
Reorganized Debtor (subject to dilution by the backstop fee and a
management equity incentive plan), and holders of Tranche A and
Tranche B second lien notes will receive 5% of the new common
stock.

The first lien lenders formed a steering committee and have signed
on to the restructuring support agreement.  The group is comprised
of:

                                         First Lien Claim
                                         ----------------
     Barings LLC                           $36,799,332
     Benefit Street Partners L.L.C.        $58,777,320
     Golub Capital LLC                     $67,464,826
     Main Street Capital Corporation       $24,505,821
     Wells Fargo Bank, N.A.                $16,725,231

The First Lien Steering Committee engaged King & Spalding LLP as
counsel and FTI Consulting as financial advisor.

PineBridge and Cetus Funds are also parties to the RSA.  PineBridge
and Cetus Funds are holders of 100% of the second lien obligations
on terms for a financial restructuring.

PineBridge tapped Proskauer Rose LLP as counsel, and M-III Partners
LP as financial advisor.  Wachtell Lipton Rosen & Katz, is counsel
to Cetus Capital III, L.P.

Ankura Trust Company is the administrative agent under the first
lien facility.  U.S. Bank National Association is the agent under
the second lien facility.

Shearman & Sterling LLP is counsel to Ankura.

                  Negotiations With Lenders

In December 2018, the Company's investment banker, Moelis &
Company, launched a marketing process but was unable to receive a
bid from buyers or potential investors.

As the prospects for consummating a sale diminished, the Company
commenced discussions with its secured lenders about alternative
financial restructuring transactions on either a fully consensual
basis or through a chapter 11 proceeding.

A group of first lien lenders holding approximately 76% of the
claims in respect of the First Lien Obligations organized into a
steering committee (the "First Lien Steering Committee") to engage
with the Company, and dialogue began in earnest.

The Company also engaged with PineBridge and Cetus Funds on terms
for a financial restructuring.

After weeks of intense, arm's-length negotiations, the Company, the
First Lien Steering Committee and the Second Lien Lenders reached
an agreement on a global, consensual restructuring through a
prepackaged chapter 11 bankruptcy.

              First Lien Lenders to Select New Board

According to documents attached to the RSA and Disclosure
Statement, on the effective date of the Plan, the day-to-day
operations of Reorganized WoundCo will be overseen by the Board of
Directors of Reorganized WoundCo, which will initially be comprised
of five directors as follows:

    (i) one director appointed by Golub Capital, for so long as
Golub holds not less than 10% of the New Common Stock;

   (ii) one director appointed by Barings LLC, for so long as
Barings holds not less than 10% of the New Common Stock;

  (iii) one director appointed by Benefit Street Partners L.L.C,
for so long as BSP holds not less than 10% of the New Common
Stock;

   (iv) one independent director appointed by the holders of a
majority of New Common Stock; and

    (v) the then-serving Chief Executive Officer of Reorganized
WoundCo (the "CEO").

                     About Joerns Healthcare

Joerns Healthcare LLC -- http://www.joerns.com/-- manufactures,
distributes, and services healthcare beds, therapeutic surfaces,
patient handling products, and negative pressure wound therapy
devices, with a number of brands, including Ultracare XT bed frame
and Hoyer lifts.  Founded as the Joerns Brothers Furniture Company
in 1889, the Company entered the healthcare industry in 1960.

The Company and its affiliates have 130 distribution locations and
other facilities located throughout the United States.  The Company
is headquartered in Charlotte, North Carolina and has approximately
1,100 employees in the United States.

Joerns Healthcare, LLC and 12 affiliates each filed petitions
seeking voluntary relief under Chapter 11 of the Bankruptcy Code on
June 24, 2019.  The lead case is In re Joerns WoundCo Holdings,
Inc. (D. Del. Lead Case No. 19-11401).

The Debtors estimated assets on a consolidated basis of $100
million to $500 million and liabilities of the same range as of the
bankruptcy filing.

The Debtors tapped WHITE & CASE LLP as restructuring counsel; FOX
ROTHSCHILD LLP as local restructuring counsel; MOELIS & COMPANY as
investment banker and financial advisor; and CONWAY MACKENZIE,
INC., as restructuring advisor.  EPIQ CORPORATE RESTRUCTURING, LLC,
is the claims agent.




KATHLEEN CAMPBELL: King Buying Louisville Property for $100K
------------------------------------------------------------
Kathleen Fritz Campbell asks the U.S. Bankruptcy Court for the
Western District of Kentucky to authorize the sale of the
residential rental property located at 151 Crator Drive,
Louisville, Bullitt County, Kentucky to Lola King for $100,000.

Mrs. Campbell and her non-debtor spouse, Jeffrey Campbell, jointly
own the Crator Drive Property.  On Oct. 8, 2007, they acquired the
Crator Drive Property from Mrs. King (an employee of Dr. Campbell's
former medical practice) and her husband, Anthony King, for the
sole purpose of saving the Crator Drive Property from foreclosure
so Mrs. King and her family would not lose their home.  Since their
acquisition of the Crator Drive Property, Lola King and her family
have continued to occupy the property as tenants of Mrs. Campbell
and Dr. Campbell.

To purchase the Crator Drive Property, Mrs. Campbell and Dr.
Campbell obtained a mortgage from JPMorgan Chase Bank, and
according to the bank's proof of claim in the case, the amount owed
on the mortgage is $83,402.  Additionally, since the Campbells
acquired the Crator Drive Property in 2007, Dr. Campbell has
advanced approximately $15,000 to Mrs. King or on her behalf for
various expenses associated with the Crator Drive Property.

Mrs. King now proposes to repurchase the Crator Drive Property from
the Campbells for the sale price of $100,000, and she intends to
close the sale transaction within 90 days.  Upon information and
belief, the taxable value of the Crator Drive Property is
approximately $114,000, and in Mrs. Campbell's judgment and
estimation, the sale price to Mrs. King is fair, reasonable, would
pay off the mortgage to JPMorgan Chase Bank and would provide a
modest sum of excess proceeds.

The Debtor believes that the sale of the Crator Drive Property is
in the best interest of her estate and creditors.  She asks the
Court to enter the Sale Order authorizing her to sell the Crator
Drive Property free and clear of all liens, claims, and interests.


The Debtor submits that the Sale will provide fair and reasonable
consideration.  The sale price is in line with the value of the
property, and the secured mortgage lien of JPMorgan Chase Bank will
be paid in full.

The Debtor believes that the entities holding a lien on the Crator
Drive Property are JPMorgan Chase Bank, the Internal Revenue
Service, and RL BB Financial, LLC1.  The Sale would provide for
full payment to the secured lender.  Moreover, to the extent there
are proceeds from the Sale following payment of the first mortgage,
the Debtor submits that one of the subsections of Bankruptcy Code
section 363(f) applies, and that any interest of the Internal
Revenue Service and RL BB Financial will be adequately protected
because such interests already attach to other property in which
Dr. Campbell has an interest.

Kathleen Fritz Campbell sought Chapter 11 protection (Bankr. W.D.
Ky. Case No. 18-33552) on Nov. 20, 2018.  The Debtor tapped
Michael
W. McClain, Esq., at McClain Dewees, PLLC, as counsel.



KESLOW CAMERA: July 11 Liquidation Sale Set for Assets
------------------------------------------------------
Tiger Group and Hilco Industrial are liquidating high-quality,
surplus cinematography rental gear excess to the ongoing operations
of Keslow Camera, North America's largest motion picture camera
equipment rental house.

The offering is designed to reduce inventory redundancies that
followed Keslow's August 2017 acquisition of Clairmont Camera.  The
assets, most of which come with cases, include prime and zoom,
telephoto and specialty lenses; cameras with all accessories;
follow focus kits; matte boxes; and heads.  Also available are
wireless transmitters/receivers, monitors, media, batteries,
filters, machinery and more from manufacturers like Arri, Sony,
Cooke, Zeiss, Angenieux, Canon, Panasonic, Nikkor, RED, Transvideo,
TV Logic, and Tiffen.  The sale also features more than 11,000
Tiffen filters, many never used.

An evening reception to view the assets and to purchase gear will
take place July 11 from 6:00 p.m. to 9:00 p.m. (PT) at a facility
in Glendale, Calif.  Prospective buyers who wish to attend the
event or set up a separate viewing appointment should contact
Jonathan Holiday, Director of Business Development at Tiger's
Commercial & Industrial division, (805) 367-3893 or
jholiday@tigergroup.com.

"The team at Tiger, along with our partner Hilco Industrial, is
once again excited to have been chosen by Keslow Camera to be the
asset disposition provider responsible for selling their
high-quality excess gear," said Mr. Holiday.  "This opportunity
offers rental companies, studios, production companies, and
independent producers a great chance to purchase motion picture
equipment at below-market prices from one of the most reputable
rental companies."

The offering includes numerous Zeiss Super and Standard Speed lens
sets, and individual lenses from Angenieux, Arri and Cooke; Nikkor
200mm to 400mm telephoto lenses; and a variety of specialty lenses.
Also included are 2/3 format and 16mm format zoom and prime lenses
manufactured by Zeiss, Canon, Fujinon and others. Digital cameras
being offered include Arri Alexa XT, Arri Alexa SXT, RED EPIC as
well as film cameras from Aaton and Arri, Transvideo and TV Logic;
5.6" field monitors, and 17p" displays. Additional support
equipment includes heads from Bazooka and Pearson, wireless from
Tilta and batteries from Anton Bauer.

For complete information on the assets up for sale, visit:
soldtiger.com



L B A INVESTMENT: July 24 Hearing on Plan Confirmation Hearing
--------------------------------------------------------------
Bankruptcy Judge Laurel M. Isicoff approved L B A Investment Group
LLC's disclosure statement in support of its chapter 11 plan.

The court has set a hearing to consider confirmation of the plan on
July 24, 2019 at 1:30 p.m.

July 10, 2019 is the deadline for objections to confirmation and
for filing ballots accepting or rejecting the plan.

The Troubled Company Reporter previously reported that payments and
distributions under the Plan will be funded by the rental income
received by the Debtor.

A full-text copy of the Disclosure Statement dated June 3, 2019, is
available at https://tinyurl.com/y3p7n69w from PacerMonitor.com at
no charge.

             About L B A Investment Group LLC

L B A Investment Group LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25399) on
December 11, 2018.  At the time of the filing, the Debtor had
estimated assets of less than $500,000 and liabilities of less than
$50,000.   

The case has been assigned to Judge Laurel M. Isicoff.  Aramis
Hernandez, Esq., at Miami Legal Center, is the Debtor's legal
counsel.


LAS UVAS VALLEY: Met Life Wins Summary Ruling Bid on Water Rights
-----------------------------------------------------------------
In the case captioned METROPOLITAN LIFE INSURANCE COMPANY,
Plaintiff, v. LAS UVAS VALLEY DAIRIES and UNSECURED CREDITORS'
COMMITTEE OF LAS UVAS VALLEY DAIRIES, Defendants, Adv. Pro. No.
18-1007-t (Bankr. D.N.M.), the opposing parties filed cross-motions
for summary judgment on the avoidability of Plaintiff's mortgage
lien on water rights. The sole issue is whether Plaintiff properly
perfected its lien by filing its mortgages in the proper counties,
or whether it had to comply with a statute relating to changes in
water rights ownership.

Upon analysis, Bankruptcy Judge David T. Thuma granted Met Life's
motion for summary judgment on this issue.

New Mexico's recording statute, first enacted in 1886, provides:

[a]ll deeds, mortgages, leases of an initial term plus option terms
in excess of five years . . . and other writings affecting the
title to real estate shall be recorded in the office of the county
clerk of the county or counties in which the real estate affected
thereby is situated.

More than 100 years after the Recording Statute was passed, New
Mexico enacted the Water Right Change of Ownership Statute (WRCOS),
which states that:

In the event of any changes of ownership of a water right, whether
by sale, gift or any other type of conveyance, affecting the title
to a water right that has been permitted or licensed by the state
engineer, has been declared with the state engineer or has been
adjudicated and is evidenced by a subfile order, partial final
decree, final decree or any other court order, the new owner of the
water right shall file a change of ownership form with the state
engineer. The form shall include all information conforming with
water rights of record filed with the state engineer and shall be
accompanied by a copy of a warranty deed or other instrument of
conveyance. The new owner shall record a copy of the change of
ownership form filed with the state engineer with the clerk of the
county in which the water right will be located. The filing shall
be public notice of the existence and contents of the instruments
so recorded from the time of recording with the county clerk.

Here, Met Life complied with the Recording Statute but not the
WRCOS. The first question is whether the WRCOS applies to
mortgages. The other question is whether noncompliance with the
WRCOS would render Met Life's mortgages avoidable under 11 U.S.C.
section 544(a)(3).

If the Committee's interpretation of the WRCOS were correct, i.e.,
that the statute applies to mortgages as well as deeds, it does not
follow that Met Life's lien on water rights would be avoidable.
While under the Committee's interpretation Met Life would be in
noncompliance with the WRCOS, Met Life would still have complied
with the Recording Statute. The Committee still would not be a bona
fide purchaser. For the Committee to prevail, the Court would have
to hold that the WRCOS requires treating the failure to record
change of ownership forms as tantamount to failing to record
anything, whether or not the conveyance deeds were in fact
recorded.

The WRCOS is silent on the effect of noncompliance. The Committee's
proposed penalty is severe. Without a clearer indication from the
legislature, the Court will not to infer such a draconian penalty
for what may almost be described as a technical lapse. It would
turn the serious matter of public notice into a trap for the
unwary, with little or no public benefit.

The last sentence of the WRCOS is very similar to N.M.S.A. section
14-9-2. What is lacking is a counterpart to N.M.S.A. section 14-9-3
(Unrecorded instruments; effect). The Committee cannot be faulted
for reading the statute as it does, given the poor drafting. The
Court concludes, however, that the legislature did not intend to
have recorded water rights deeds be deemed unrecorded as punishment
for not recording the change in ownership forms. First, such a
construction would bring the Recording Statute and the WRCOS in
direct conflict. The duty of the Court is to harmonize the statutes
if possible. Second, such an interpretation would violate the
Presumption Against Implied Repeal canon. The Committee's reading
of the WRCOS would result in a partial repeal of the Recording
Statute. Finally, it seems much more likely that the legislature
intended the OSE to sanction noncompliance, e.g., by refusing to
acknowledge the change in ownership until the proper forms are
filed.

The WRCOS does not apply to mortgages, only actual transfers of
ownership. Further, the statute has no penalty for noncompliance
and treating a recorded mortgage as unrecorded seems unduly harsh.
The Court therefore concludes that Met Life's failure to comply
with the WRCOS does not give the Committee grounds to avoid Met
Life's mortgage lien on water rights under section 544(a)(3). The
Court, therefore, grants Met Life's motion for summary judgment on
this discreet issue.

A copy of the Court's Opinion dated March 8, 2019 is available at
https://bit.ly/2IAu96L from Leagle.com.

Metropolitan Life Insurance Company, Plaintiff, represented by
Susan Mathews, Baker Donelson Bearman Caldwell & Berkow & Rodney L.
Schlagel.

LAS UVAS VALLEY DAIRIES, Defendant, represented by Daniel J. Behles
-- danbehles@askewmazelfirm.com -- Askew & Mazel, LLC.

Unsecured Creditors Committee, Creditor Committee, represented by
Paul M. Fish.

Unsecured Creditors Committee, Counter-Claimant, represented by
Spencer Lewis Edelman, Modrall Sperling Roehl, Harris & Sisk PA &
Paul M. Fish .

Metropolitan Life Insurance Company, Counter-Defendant, represented
by Rodney L. Schlagel.

                About Las Uvas Valley

Founded in 1998, Las Uvas Valley Dairies operates a dairy farm at
1261 Hilburn Road, Hatch, NM 87937, Dona Ana County. The company
filed for chapter 11 bankruptcy protection (Bankr D.N.M. Case No.:
17-12356) on Sept. 15, 2017, with estimated assets of $100 million
to $500 million and estimated debts of $10 million to $50 million.
The petition was signed by Dean Horton, general partner.


LEVI STRAUSS: S&P Affirms 'BB+' ICR on Positive Operating Trends
----------------------------------------------------------------
S&P Global Ratings affirmed all its ratings on Levi Strauss & Co.,
including its 'BB+' issuer credit rating.

S&P said, "The rating affirmation reflects our expectations that
stable operating trends will continue over the next 1-2 years and
that Levi Strauss will operate with leverage at or below 2x. We
believe, however, that the company could pursue acquisitions that
temporarily push leverage over 2x.

"The stable outlook reflects our view that Levi Strauss' operating
performance will remain solid and allow it to operate with leverage
at or below 2x over our forecast horizon. We believe, however, Levi
Strauss' financial policy is influenced by how much free cash flow
it allocates among acquisitions and unexpected shareholder
distributions. We believe the company could pursue acquisitions and
leverage could exceed 2x. The stable outlook reflects our belief it
will operate with leverage below 3x.

"We could raise our rating if Levi Strauss maintains prudent
financial policies with acquisitions and shareholder returns, and
commits to sustaining leverage below 2x. Alternatively, higher
ratings could be considered if Levi continues to strengthen
profitability, broadens its scope and brand diversity, and
maintains solid revenue growth, which could lead us to revise our
business risk profile upward.

"Although unlikely, we could lower our ratings if we project
leverage to increase and be sustained close to or exceeding 3x.
This could occur if the company pursues a material debt-financed
acquisition or undertakes substantial shareholder distribution. In
addition, we could lower our ratings if performance deteriorates
due to an unexpected rise in cotton prices that Levi Strauss cannot
pass on to customers due to intense competition, material
unfavorable foreign exchange movements, or fashion misses such that
margin erosion raises leverage."


LIBERTY MUTUAL: Fitch Rates EUR500MM Jr. Subordinated Notes 'BB'
----------------------------------------------------------------
Fitch Ratings has affirmed Liberty Mutual Group Inc.'s insurance
operating subsidiaries' Insurer Financial Strength ratings at 'A-'
(Strong).

KEY RATING DRIVERS

The rating reflects capitalization that Fitch views as adequate for
the current rating category, although weaker than peer
capitalization has constrained the rating. The rating also reflects
the company's underlying financial performance, which has generally
improved relative to higher rated peers in recent years and a
favorable business profile as one of the largest and most
diversified insurers in the U.S. property/casualty industry.

Fitch views LMG's capital to be supportive of the current rating
category and that it provides an adequate cushion against the
operational and financial risks the company faces. Overall, capital
has a high influence in determining LMG's ratings. Insurance
subsidiary capital adequacy, as measured by Fitch's Prism capital
model, remains 'Adequate' based on 2017 data. Prism results for
2018 will be available in late summer 2019. Prism results for 2018
are expected to benefit from group policyholders' surplus
increasing by 13% during the year to nearly USD19.8 billion,
largely as a result of strong net earnings, in part related to
realized gains and an extraordinary dividend received as part of
the sale of Liberty Life Assurance Company of Boston.

LMG's operating leverage ratio of net premiums written
(NPW)/shareholders' equity remained higher than peers at 1.9x at
Dec. 31, 2018. Financial leverage approached the high end of the
range for a company with LMG's ratings in 1H19 as the company
issued multiple debt securities, increasing pro-forma financial
leverage to approximately 29% at 1Q19. The company also announced
tender offers for existing junior subordinated debt, which is
expected to decrease financial leverage modestly at June 30, 2019.

The junior subordinated debt issued by LMG in May 2019 was the
company's third transaction in the European debt market, allowing
the company to expand its investor footprint and better match euro
exposure in its sizeable European operations. Fitch expects
financial leverage will remain below 30% in the near term. A
sustained improvement in this measure of capital could be a
catalyst for a future upgrade.

Underwriting results in 2018 improved relative to recent periods,
with LMG reporting a 98.2% consolidated GAAP combined ratio down
from 105.6% for full-year 2017 as underlying performance remained
strong. Catastrophe losses in 2018 were materially lower than the
prior year, with catastrophe losses adding 5.0 points, half of the
10.1 points that the company reported in 2017.

Fitch considers LMG's reserves as adequately managed and favorably
views the company's various adverse loss development covers. These
covers limit the company's risk of future material reserve charges
from workers compensation and asbestos and environmental reserves,
as well as from the pre-acquisition Ironshore business. LMG
reported over $165 million of favorable GAAP prior-year reserve
development in 2018, largely related to personal automobile,
homeowners, and workers compensation. Reserve releases were
modestly offset by adverse development in commercial automobile and
general liability business.

Fitch views LMG's business profile as favorable, as a
well-diversified company from a product, target market and
distribution channel perspective. LMG is the third-largest
property/casualty (P/C) insurer in the U.S. based on premiums
written and maintains a strong competitive position in its diverse
target markets. Companies with a favorable business profile can
achieve ratings near the highest end of Fitch's scale; however, LMG
is limited by weaker capitalization.

RATING SENSITIVITIES

Key rating sensitivities that could lead to an upgrade include:

  -- Sustained accident-year combined ratio profitability;

  -- A sustained Prism score of 'Strong' or higher.

  -- Financial leverage ratio sustained below 28%.

  -- Favorable reserve development and stability in reserve
     position.

Key rating sensitivities that could result in a downgrade include:

  -- Sustained accident-year combined ratio above 106%;

  -- Prism score deteriorates and fails to remain comfortably
     within 'Adequate';

  -- Material weakening in the company's current reserve position,
     potentially indicated by a unfavorable reserve development
     greater than 5% of prior year equity;

  -- Failure to maintain a fixed charge coverage ratio of 5.0x;

  -- A large acquisition that unfavorably changes the operating
     profile or is financed in a manner that adds balance sheet
     risk causing sustained financial leverage above 30%.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Liberty Mutual Group, Inc.

  -- Long-Term IDR at 'BBB';

  -- $330 million 5.0% notes due 2021 at 'BBB-';

  -- $473 million 4.95% notes due 2022 at 'BBB-';

  -- $547 million 4.25% notes due 2023 at 'BBB-';

  -- EUR750 million 2.75% notes due 2026 at 'BBB-'

  -- $3 million 7.625% notes due 2028 at 'BBB-';

  -- $1,000 million 4.569% notes due 2029 at 'BBB-';

  -- $231 million 7% notes due 2034 at 'BBB-';

  -- $471 million 6.5% notes due 2035 at 'BBB-';

  -- $19 million 7.5% notes due 2036 at 'BBB-';

  -- $750 million 6.5% notes due 2042 at 'BBB-';

  -- $1,050 million 4.85% notes due 2044 at 'BBB-';

  -- $300 million 7% junior subordinated notes due 2067 at 'BB';

  -- $700 million 7.8% junior subordinated notes due 2087 at 'BB';

  -- $52 million 10.75% junior subordinated notes due 2088 at
'BB';

Liberty Mutual Finance Europe DAC:

  -- EUR500 million 1.75% notes due 2024 at 'BBB-'.

Liberty Mutual Insurance Co.

  -- Long-Term IDR at 'BBB+'

  -- $140 million 8.5% surplus notes due 2025 at 'BBB';

  -- $227 million 7.875% surplus notes due 2026 at 'BBB';

  -- $260 million 7.697% surplus notes due 2097 at 'BBB'.

Fitch has affirmed the IFS ratings of the members of Liberty Mutual
Second Amended and Restated Intercompany Reinsurance Agreement at
'A-' with a Stable Outlook:

  -- America First Insurance Company

  -- America First Lloyd's Insurance Company

  -- American Economy Insurance Company

  -- American Fire and Casualty Company

  -- American States Insurance Company

  -- American States Insurance Company of Texas

  -- American States Lloyds Insurance Company

  -- American States Preferred Insurance Company

  -- Colorado Casualty Ins. Company

  -- Consolidated Insurance Company

  -- Employers Insurance Company of Wausau

  -- Excelsior Insurance Company

  -- First National Insurance Company of America

  -- General Insurance Company of America

  -- Golden Eagle Ins. Corporation

  -- Hawkeye-Security Insurance Company

  -- Indiana Insurance Company

  -- Insurance Company of Illinois

  -- Liberty County Mutual Insurance Company

  -- Liberty Insurance Corporation

  -- Liberty Insurance Underwriters Inc.

  -- Liberty Lloyds of Texas Insurance Company

  -- Liberty Mutual Fire Insurance Company

  -- Liberty Mutual Insurance Company

  -- Liberty Mutual Mid-Atlantic Insurance Company

  -- Liberty Mutual Personal Insurance Company

  -- Liberty Northwest Insurance Corporation

  -- Liberty Personal Insurance Company

  -- Liberty Surplus Insurance Corporation

  -- LM General Insurance Company

  -- LM Insurance Corporation

  -- Mid-American Fire & Casualty Company

  -- Montgomery Mutual Insurance Company

  -- National Insurance Association

  -- North Pacific Insurance Company

  -- Ohio Security Insurance Company

  -- Oregon Automobile Insurance Company

  -- Peerless Indemnity Insurance Company

  -- Peerless Insurance Company

  -- Safeco Insurance Company of America

  -- Safeco Insurance Company of Illinois

  -- Safeco Insurance Company of Indiana

  -- Safeco Insurance Company of Oregon

  -- Safeco Lloyds Insurance Company

  -- Safeco National Insurance Company

  -- Safeco Surplus Lines Insurance Company

  -- The First Liberty Insurance Corporation

  -- The Midwestern Indemnity Company

  -- The Netherlands Insurance Company

  -- The Ohio Casualty Insurance Company

  -- Wausau Business Insurance Company

  -- Wausau General Insurance Company

  -- Wausau Underwriters Insurance Company

  -- West American Insurance Company

Fitch has affirmed the IFS of the following companies that
participate in a 100% quota share at 'A-' with a Stable Outlook:

  -- LM Property and Casualty Insurance Company

Fitch has assigned the following ratings:

Liberty Mutual Group, Inc.

  -- EUR500 million 3.625% junior subordinated notes due 2059 'BB'


LIVE OUT LOUD: Cuts Scheduled Amount of Unsecureds to $2.2MM
------------------------------------------------------------
Live Out Loud, Inc., filed a First Amended Disclosure Statement to,
among other things, include a description of the business, disclose
additional executory contracts and unexpired leases, and reduce the
amount of scheduled general unsecured claims to $2,203,504 (from
$4,039,222 in the original disclosure statement).

Class 4 (Unsecured Claims): Allowed Unsecured Claims shall reserve
a pro rata distribution from the Funding Contribution as described
in Section 7.1, after the payment in full of all Administrative
Claims, Priority Claims (including any taxes associated with the
sale of the business) and fees to the United States Trustee.

Class 1 (Valney Secured Claim): The Class 1 claimant shall retain
its security interest in all of the collateral identified in its
security agreement. The Allowed Secured Claim shall bear interest
at the rate of 13% on the unpaid principal balance, with monthly
interest-only payments due on the 7th day of each month, all due
and payable on September 7, 2024. To the extent unaltered by the
terms and conditions of this Plan, the existing promissory note and
security agreement the Class 1 claimant shall remain in full force
and effect.

Class 2 (Zibeli Secured Claim): The Class 2 claimant shall retain
its security interest in the trailer described in its security
agreement. The Allowed Secured Claim shall bear interest at the
rate of 10% on the unpaid principal balance, with monthly
interest-only payments due on the 7th day of each month, all due
and payable on September 7, 2024. To the extent unaltered by the
terms and conditions of this Plan, the existing promissory note and
security agreement the Class 2 claimant shall remain in full force
and effect.

Class 3 (Ford Motor Credit Secured Claim): The Class 3 claimant
shall retain its existing security interest in the 2011 Ford Edge.
The Allowed Secured Claim shall bear interest at the rate of 15%
per annum, and shall be amortized with equal monthly payments over
a period of five years. Payments shall commence on the 19th day of
the next month following the Confirmation Date. To the extent
unaltered by the terms and conditions of this Plan, the existing
promissory note and security agreement with the Class 3 creditor
shall remain in full force and effect.

Class 5 (Shareholder Interest): The shareholder interest in the
Debtor shall be cancelled as of the Effective Date. The new
shareholder shall be the entity providing the Funding Contribution
as described in Section 8.4.1. 8.4.1 Funding Contribution: The
Debtor's business shall be marketed as set forth in Section 8.4.2.
The successful purchaser shall pay cash for the purchase of the
business (the "Funding Contribution").

The Debtor filed sought and obtained approval of marketing
procedures to implement plan.  The Marketing Procedure Order is
included in the mailing to all creditors along with the Plan.  An
auction shall be conducted at the Confirmation Hearing pursuant to
the Marketing Procedure Order to determine the successful bidder
for the Debtor's business. The successful bidder shall become the
sole shareholder of the Debtor following the Effective Date.

A full-text copy of the First Amended Disclosure Statement dated
June 12, 2019, is available at https://tinyurl.com/y38t5eux from
PacerMonitor.com at no charge.

Counsel for Debtor is Alan R. Smith, Esq., at Law Offices of Alan
R. Smith, in Reno, Nevada.

                   About Live Out Loud

Live Out Loud, Inc. is a Nevada corporation which is in the
business of providing financial seminars, consulting services, and
other forms of financial advice.  It is located at 195 Highway 50,
Zephyr Cove, Nevada.

Live Out Loud filed a chapter 11 petition (Bankr. D. Nev. Case No.
18-51074) on Sept. 26, 2018.  In the petition signed by Loral
Langemeier, president, the Debtor disclosed $70,515 in assets and
$4,068,941 in liabilities.

The case has been assigned to Judge Bruce T. Beesley.  Alan R.
Smith, Esq., at the Law Offices of Alan R. Smith, serves as the
Debtor's counsel.


LSC COMMUNICATIONS: S&P Cuts ICR to B; Rating on Watch Developing
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.
commercial printer LSC Communications Inc. to 'B' from 'B+', and
placed the rating on CreditWatch with developing implications. S&P
also lowered its issue-level ratings on the company's first-out
senior secured revolving credit facility to 'BB-' from 'BB' and on
the senior secured term loan and notes to 'B-' from 'B' and placed
the ratings on CreditWatch with developing implications. The
recovery ratings are unchanged.

The downgrade and CreditWatch listing follow the deterioration in
LSC's credit metrics and liquidity position since S&P placed the
rating on CreditWatch with positive implications following the
announced acquisition of LSC by Quad/Graphics Inc. Further, the
recent lawsuit by the U.S. Department of Justice (DOJ) to prohibit
this transaction creates uncertainty as to the timing and outcome
of this acquisition by Quad.

S&P said, "Ongoing price and cost pressures in LSC's key print
segments have been higher than previously expected, and we believe
this trend may endure. Specifically, we expect price competition
among the company's key rivals to continue leading to revenue
declines in the mid-single-digit percentage area. Further, we
believe costs such as raw material and labor will remain a drag on
profitability and limit any significant EBITDA margin improvement.

"We expect to resolve our CreditWatch shortly after the Oct. 30,
2019, deadline as outlined in the merger agreement. If the
acquisition of LSC by Quad is complete and all of LSC's rated debt
is repaid, we would likely equalize our ratings on LSC ratings with
that of Quad and subsequently withdraw our ratings on the company.

"Alternatively, if the transaction is further delayed or canceled,
we would reassess our 'B' rating on LSC as a stand-alone company,
which could include further negative rating actions if we expect
the company's liquidity, credit metrics, or business prospects to
worsen."


M.W.CA ORLANDO: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
M.W.CA Orlando Commissary LLC, according to court dockets.
    
                  About M.W.CA Orlando Commissary

M.W.CA Orlando Commissary LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03317) on May 20,
2019.  At the time of the filing, the Debtor estimated assets of
between $500,001 and $1 million and liabilities of the same range.
The case is assigned to Judge Cynthia C. Jackson.  BransonLaw PLLC
is the Debtor's counsel.


MARYMOUNT UNIVERSITY: Moody's Cuts Rating on $128MM Bonds to Ba2
----------------------------------------------------------------
Moody's Investors Service has downgraded to Ba2 from Ba1 the
ratings on Marymount University's (VA) approximately $128 million
of Educational Facilities Revenue and Refunding Bonds (Marymount
University Project), Series 2015A and Educational Facilities
Revenue Bonds (Marymount University Project), Series 2015B (Green
Bonds) issued through the Virginia College Building Authority. The
outlook is revised to negative from stable.

RATINGS RATIONALE

The downgrade to Ba2 is driven by expectations for very thin
ongoing operating performance, driven by low net tuition revenue
growth in a competitive environment, combined with rising expenses
and high debt service costs. While new building costs contributed
to fiscal 2018's deficit performance, expectations of ongoing very
thin debt service coverage reflect more fundamental fiscal and
competitive strains. The university is highly leveraged, with $150
million in total debt relative to $90 million in operating revenue
and $57 million in spendable cash and investments. Further, the
university, via a wholly owned subsidiary, entered into a service
concession agreement for new housing in February 2019 which would
materially increase total adjusted leverage. While the project is
strategically important for the university, project performance is
untested, contributing to the negative outlook.

Marymount's Ba2 rating also incorporates its fair strategic
positioning as a small private university with a faith-based
identity in the vibrant Washington D.C. metropolitan area, but
facing high competition with limited donor support. Liquidity of
157 monthly days cash on hand provides some flexibility but is
modest relative to debt obligations. Marymount has invested $96
million over the last five years, largely at its Arlington Ballston
Center location, to enhance its name recognition and add revenue
diversification by drawing additional students in a high traffic
urban area. However, these projects have added substantial
financial leverage with limited additional new revenue growth to
date (1.3% in fiscal 2018, 1.6% in fiscal 2017) to offset
accompanying debt service costs.

RATING OUTLOOK

The negative outlook reflects the possibility of further downgrade
if the university is not able to return to above 1.0x debt service
coverage (Moody's adjusted) by fiscal 2021. The outlook also
reflects the potential for further credit deterioration if the
student housing project financed through the service concession
agreement does not meet projections to be self-supporting with
sound occupancy and debt service coverage on both senior and
subordinated debt.

FACTORS THAT COULD LEAD TO AN UPGRADE

- Substantial growth in financial reserves relative to debt

- Sustained operating revenue growth including increases in net
tuition revenue, reflecting strengthened student demand, more
material philanthropic activity and strongly positive cash flow
performance from its housing concession partnership

FACTORS THAT COULD LEAD TO A DOWNGRADE

- Deterioration of operating performance given moderate liquidity
and increasing debt service

- Material deterioration in unrestricted cash and investments

- Reduction in headroom on debt covenants or covenant violations

- Weak performance of commercial real estate held by university
and housing project concession

LEGAL SECURITY

The Series 2015A and 2015B bonds (Obligations No. 1 and 2,
respectively) are general obligations of the university, secured by
a deed of trust on certain campus properties and separate debt
service reserve funds for each series. During fiscal 2019, the
university issued a taxable term loan (Obligation No. 3) that is on
parity with the Series 2015A and 2015B bonds. While Obligation No.
3 is not additionally secured by a deed of trust or debt service
reserve fund, the loan agreement includes a Material Adverse Effect
clause.

The university has a debt service coverage financial covenant of
1.15x, which is measured at the end of each fiscal year. Should the
coverage be less than 1.15x, unrestricted liquidity must be $25
million or greater to preclude an event of default. The university
met its covenant test (1.94x) for fiscal 2018 and expects to be in
compliance for fiscal 2019.

There is an additional obligations test requires an Officer's
Certificate concluding that the long-term debt service coverage for
the two most recent fiscal years was not less than 1.15x and a
report of a management consultant that the forecasted long-term
debt service coverage, including the new debt, is not less than
1.15x each of the two full fiscal years immediately succeeding the
year in which the new debt is incurred. The management consultant
reported forecasted debt service coverage of 1.97x for fiscal 2020
and 2.26x fiscal 2021.

PROFILE

Marymount University is a private coeducational Catholic
institution located in Arlington, Virginia, and founded in 1950 by
the Religious of the Sacred Heart of Mary, an international
congregation of Catholic sisters. The university currently has
three locations in Arlington. In fiscal 2018, the university
recorded Moody's adjusted operating revenue of $89.7 million and in
fall 2018, enrolled 3,083 full-time equivalent (FTE) students.


MCDERMOTT INT'L: Egan-Jones Lowers Sr. Unsec. Debt Ratings to B
---------------------------------------------------------------
Egan-Jones Ratings Company, on June 17, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by McDermott International, Incorporated to B from B+.
EJR also downgraded the rating on commercial paper issued by the
Company to B from A3.

McDermott International, Inc. is an American multinational
engineering, procurement, construction, and installation company
with operations in the Americas, Middle East, the Caspian Sea and
the Pacific Rim. Incorporated in Panama, it is headquartered in the
Energy Corridor area of Houston, Texas.


MCKEESPORT SD: Moody's Affirms Ba2 GOULT & GOLT Ratings
-------------------------------------------------------
Moody's Investors Service has affirmed McKeesport Area School
District, PA's Ba2 general obligation unlimited tax (GOULT) and
general obligation limited tax (GOLT) ratings, affecting the
district's $66.764 million in rated debt outstanding. The outlook
is negative.

The pledge supporting the Series of 2012, Series of 2013, and
Series B of 2014 of district's rated debt is limited tax based on
the limited ability of Pennsylvania school districts to increase
their property tax levy above a preset index.

RATINGS RATIONALE

The Ba2 GOULT rating reflects the district's outsized debt burden
relative to its tax base, escalating debt service payments, limited
tax base, and reliance on one-time savings from refunding debt to
maintain its financial position. The ratings furthermore reflect
the district's satisfactory available liquidity and willingness to
raise its property tax levy.

The absence of distinction between the GOULT and GOLT ratings
reflect Pennsylvania school districts' ability to apply for
exceptions to the cap on property tax increases in order to cover
debt service, the Commonwealth's history of granting such
exceptions, and the district's full faith and credit pledge
supporting all general obligation debt.

RATING OUTLOOK

The negative outlook on the district's underlying rating reflects
the district's escalating debt service payments, which will
increase at a rapid pace in the near term. The outlook is
indicative of the risk posed by these debt service requirements and
the district's limited budget flexibility.

FACTORS THAT COULD LEAD TO AN UPGRADE

- Achievement of multiyear trend of structurally balanced
operations without the use of one-time savings/revenues

- Material and sustained growth in reserves and liquidity

- Significant tax base expansion

FACTORS THAT COULD LEAD TO A DOWNGRADE

- Variance from year-end financial projections for fiscal 2019

- Declines in reserves and liquidity

- Additional borrowing leading to increased debt burden

- Material declines in the tax base

LEGAL SECURITY

The district's Series of D of 1997, Series of 2001, and Series A of
2014 bonds are secured by the district's general obligation
unlimited tax (GOULT) pledge, as they were issued prior to (or to
refund debt originally incurred prior to) the 2006 implementation
of Pennsylvania's Act 1 "Taxpayer Relief Act."

The district's Series of 2012, Series of 2013, and Series B of 2014
bonds are secured by the district's general obligation limited tax
(GOLT) pledge, as they are subject to the limits of the Act 1
index.

PROFILE

McKeesport Area School District is located in Allegheny County (Aa3
stable), 15 miles southeast of Pittsburgh (A1 stable) and serves
approximately 3,245 students in McKeesport City, South Versailles
Township, and the Boroughs of Dravosburg, Versailles, and White Oak
through two elementary, one middle, and one high school.


MERRILL CORP: S&P Raises Sr. Sec. Credit Facility Rating to 'BB'
----------------------------------------------------------------
S&P Global Ratings raised its issue-level rating on Merrill Corp.'s
senior secured credit facility to 'BB' from 'BB-' and revised its
recovery rating on the facility to '1' from '2'. The '1' recovery
rating indicates S&P's expectation for very high recovery
(90%-100%; rounded estimate: 95%) of principal in a payment
default.

S&P said, "We raised our issue-level rating and revised our
recovery rating on the company's senior secured credit facility to
reflect its voluntary debt prepayments, which it funded with the
proceeds from the dispositions of its Transactions and Compliance
and Marketing Communication Solutions businesses in the second half
of 2018. As such, the outstanding principal on the term loan was
$166 million as of April 30, 2019. We believe the recovery
prospects for the lenders of the senior secured facility have
improved because the prepayments decreased Merrill's total amount
of outstanding debt relative to our estimated net enterprise value
for the company in a hypothetical default scenario.

"Our 'B+' issuer credit rating and stable outlook on Merrill remain
unchanged because we continue to view the company's financial
policy as aggressive due to its financial-sponsor ownership.
Despite its currently low leverage of less than 3x as of the end of
fiscal year 2019, we believe its financial-sponsor ownership limits
any ratings upside due to the high risk tolerance and potential
monetization strategies (through releveraging) typical of such
investors."

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

Merrill Communications LLC is the borrower under the secured credit
facility, which comprises an undrawn $50 million revolving credit
facility due 2020 and a $510 million term loan due 2022 (of which
roughly $166 million remains outstanding).

The senior secured facility is guaranteed by the immediate parent
(Merrill Corp.) and all of its domestic subsidiaries. The
collateral package includes all domestic assets and 65% of the
issued and outstanding equity interests in foreign subsidiaries.

Simulated default assumptions

-- S&P's simulated default scenario contemplates a default
occurring in 2022 due to increased competition, lower renewal
rates, dramatic declines in merger and acquisition deal flow, and a
prolonged downturn in the U.S. economy that affects the company's
transaction volumes.

-- S&P has valued Merrill on a going-concern basis using an
emergence EBITDA multiple of 6x, which reflects the company's small
size and exposure to the volatile capital markets.

-- Other default assumptions include an 85% draw on the revolving
credit facility, LIBOR is 2.5%, and all debt includes six months of
prepetition interest.

Simplified waterfall

-- EBITDA at emergence: $41 million
-- EBITDA multiple: 6x
-- Net enterprise value (after 5% administrative costs): About
$235 million
-- Senior secured debt claims: About $216 million
-- Recovery expectations: 90%-100% (rounded estimate: 95%)

  Ratings List

  Upgraded; Recovery Rating Revised  
                                        To     From
  Merrill Communications LLC

   Senior Secured  
   US$50 mil revolver bank ln due 2020 BB     BB-
   Recovery Rating                   1(95%) 2(75%)
   US$510 mil term bank ln due 2022  BB      BB-
   Recovery Rating                   1(95%) 2(75%)


MGM RESORTS: Egan-Jones Cuts Sr. Unsecured Debt Ratings to B+
-------------------------------------------------------------
Egan-Jones Ratings Company, on June 17, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by MGM Resorts International to B+ from BB-.

MGM Resorts International is an American global hospitality and
entertainment company operating destination resorts in Las Vegas,
Detroit, Mississippi, Maryland, and New Jersey, including Bellagio,
Mandalay Bay, MGM Grand, and The Mirage.


NEXTERA ENERGY: S&P Rates $700MM Sr. Unsec. Notes Due 2024 'BB'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '3'
recovery rating to NextEra Energy Operating Partners L.P.'s (NEOP)
proposed $700 million senior unsecured notes due 2024. The '3'
recovery rating indicates S&P's expectation for meaningful
(50%-70%; rounded estimate: 65%) recovery in the event of a
default.

The tenor of the issuance will be five years and NEOP intends to
use the net proceeds from the sale of the notes to pay off the
outstanding balance of $450 million under its revolving credit
facility. Any remaining proceeds are expected to be used for
general partnership purposes, which may include the purchase of up
to approximately $240 million of Genesis Solar Funding, LLC's, an
indirect subsidiary of NEP OpCo, outstanding 5.600% senior secured
notes (unrated) pursuant to a cash tender offer which commenced on
June 17, 2019.

NEP is a growth-oriented limited partnership formed by NextEra
Energy Resources Inc. (NEER) to acquire, manage, and own contracted
energy projects with relatively stable, long-term cash flows.

S&P said, "Our 'BB' issuer credit rating on parent NEP is based on
our satisfactory assessment of its business risk profile and our
aggressive assessment of its financial risk profile. Our business
risk assessment primarily reflects the diversity of NEP's
portfolio, the stability of its revenue from long-term contracts
with mostly investment-grade offtakers, its ownership of in-demand
gas pipelines, and its efficient production technology.

"We evaluate NEOP and NEP under our project developer methodology
and consider only the recourse debt at these companies in our
assessment (i.e. we deconsolidate project-level debt). With the
current issuance, we expect NEOP and NEP's debt to increase to
about $3.0 billion. This includes about $660 million of imputed
debt relating to the two joint-venture structures NEP has entered
into (one each with Blackrock and KKR)."

  Ratings List

  NextEra Energy Partners LP
   Issuer Credit Rating                   BB/Stable/--

  New Rating

  NextEra Energy Operating Partners, LP
   Senior Unsecured
    US$700 mil sr nts due 2024            BB
     Recovery Rating                      3(65%)


NOAH OPERATIONS: Taps Prince Yeates as Legal Counsel
----------------------------------------------------
Noah Operations Chandler AZ, LLC received approval from the U.S.
Bankruptcy Court for the District of Utah to hire Prince, Yeates &
Geldzahler as its legal counsel.

The firm will advise the Debtor of the requirements of the
Bankruptcy Code, represent the Debtor in negotiations, and provide
other legal services in connection with its Chapter 11 case.  

The firm's hourly rates are:

     Shareholders          $230 - $395
     Associates            $200 - $225
     Paraprofessionals     $140 - $190

Prince Yeates holds a pre-bankruptcy retainer in the amount of
$1,743.

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

The firm can be reached through:

     T. Edward Cundick, Esq.
     Prince, Yeates & Geldzahler
     A Professional Corporation
     15 W. South Temple, Suite 1700
     Salt Lake City, UT 84101
     Telephone: (801) 524-1000
     Fax: (801) 524-1098
     Email: tec@princeyeates.com

                 About Noah Operations Chandler AZ

Noah Operations Chandler AZ, LLC --
https://www.noahseventvenue.com/ -- is an event venue for weddings,
corporate events, special occasions and other events.

Noah Operations Chandler AZ sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Utah Case No. 19-23810) on May 24,
2019.  At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
The case is assigned to Judge Joel T. Marker.  Prince, Yeates &
Geldzahler is the Debtor's counsel.



NORTHERN BOULEVARD: Trustee Sets Bidding Procedures for All Assets
------------------------------------------------------------------
Richard McCord, the Chapter 11 trustee for Northern Boulevard
Automall, LLC, asks the U.S. Bankruptcy Court for the Eastern
District of New York to authorize the competitive bid process and
procedures in connection with the sale of substantially all assets
at auction.

The Debtor owns and operates a Volkswagen dealership with two
locations (a showroom location and a parts and service center
location) pursuant to a franchise agreement by and between the
Debtor and Volkswagen Group of America, Inc. ("VWGoA"), the
manufacturer.  The Dealership is located at 56-15 Northern
Boulevard, Woodside, New York 11377 "Showroom"), and 54-20
Broadway, Woodside, NY 11377, and operates under the name "Long
Island City Volkswagen."  The Debtor sells and services new and
used vehicles from the Premises.  It also stores new vehicles at
40-22 College Point Blvd, Flushing, NY 11354-5115.

Since it began operations, the Debtor has occupied the Showroom, as
tenant, with 142 North LLC, as lessor.  It also occupies the
Service Center, as a tenant, with 54 Bway LLC, as lessor.   One of
the Debtor's members, Spyro Avdoulos, owns and/or controls the
Landlords of the Premises.  The Landlords and Mr. Avdoulos have
represented to the Debtor and the Court that they will cooperate
with the Trustee's sale efforts in all reasonable respects and that
they will entertain all lease offers from Qualified Bidders
provided the offers are for fair market rent for the Premises.

he Debtor leases the New Vehicle Lot from MP Flushing, LLC.  Upon
information and belief, the Debtor is currently occupying the New
Vehicle Lot on a month-to-month basis under which it is required to
pay $7,500 per month (approximately $100/mo per car).

VCI asserts that as of the Petition Date, the Debtor is obligated
to VCI under the VCI Loan Documents in the sum of approximately $7
million with approximately $900,000 of said obligation alleged to
be "out of trust.'

The Trustee and his retained professionals have analyzed the
Debtor's circumstances and have discussed them with various
interested parties, including, but not limited to, VCI, VWGoA, the
Landlords and the Debtor's management and members, and have decided
that the prompt sale of the Dealership and its assets is in the
best interests of creditors and the estate.  The Trustee believes
that the entire process of obtaining the necessary approval from
Court of the sale procedures delineated, the marketing of the
Dealership franchise to solicit higher or better offers, review of
the Dealer Application and related documents by VWGoA, and a sale
should take approximately two months from the entry of the Order
approving the relief requested.

By the Motion, the Trustee asks approval of (a) the competitive bid
process and procedures outlined in and attached to the proposed bid
procedures order; and (b) the sale of the Assets and Dealership to
the highest or best offer(s).

Specifically, he asks entry of the Bid Procedures Order:

     (a) approving the Bid Procedures and Bid Procedures Order;

     (b) approving the form and manner of notice of the Sale
Hearing;

     (c) subject to modification as necessary, fixing certain dates
and deadlines relating to the Bid Procedures, the auction, the Sale
Hearing, and filing of certain related objections:

          i. Assumption and Assignment Notice Deadline: May 7,
2019, as the deadline by which the Trustee will file with the Court
a notice identifying the proposed cure amounts for all unexpired
leases and executory contracts;

          ii. Bid Deadline: 5:00 p.m. (ET) on June 5, 2019;

          iii. Auction: 11:00 a.m. (ET) on Aug. 7, 2019, as the
date on which an auction for the Assets, if one is necessary, will
commence at Certilman Balin Adler & Hyman, LLP, 90 Merrick Avenue,
9th Floor, East Meadow, New York 11554;

          iv. Sale Objection Deadline: 4:00 p.m. (ET) on Aug. 1,
2019;

          V. Sale Hearing: Aug. 8, 2019 at 11:00 a.m.; and

     (d) granting related relief.

Other salient terms of the Bidding Procedures are:

     a. Initial Bid: No less than $800,000

     b. Deposit: $50,000

     c. Bid Increments: $25,000

Further, the Trustee asks entry of Sale Order, approving (a) the
sale of substantially all of the Assets free and clear of all
liens, claims, encumbrances, and interests, together or in one or
more asset packages, and (b) the assumption and assignment of
certain executory contracts and unexpired leases related to and
utilized in connection with the Assets to the Successful Bidder.
The Sale Order will be negotiated separately at the Auction and
circulated to parties in interest no less than 14 days prior to the
Sale Hearing.

Sound business justification exists for the Sale.  The Debtor's
liquidity is currently limited, and the Trustee faces challenges to
fix that limitation in the near future. Accordingly, at this time,
the proposed orderly sale of the Assets is the only viable
alternative to maximize value of the Assets and the Dealership.
The Trustee submits that the proposed Sale of the Assets is
supported by a number of sound business reasons, and the facts
support an expeditious but regulated and controlled sale of the
Assets to preserve value.

The Trustee asks that any order approving the Motion (or
authorizing a transaction to sell the Assets) be effective
immediately, thereby waiving the 14-day stays imposed by Bankruptcy
Rules 6004 and 6006.

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

     http://bankrupt.com/misc/Northern_Boulevard_82_Sales.pdf

              About Northern Boulevard Automall

Northern Boulevard Automall, LLC, which conducts business under the
name Long Island City Volkswagen, is a dealer of new and used
Volkswagen vehicles in Woodside, New York.  It also offers
Volkswagen service parts, accessories, and provides repair
services.

Northern Boulevard Automall sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-41348) on March 7,
2019.  At the time of the filing, the Debtor disclosed $5,851,178
in assets and $9,008,267 in liabilities.  The case is assigned to
Judge Nancy Hershey Lord.

Spence Law Office, P.C., is the Debtor's legal counsel.

Richard J. McCord was appointed Chapter 11 trustee for the Debtor
on April 11, 2019.  Certilman Balin Adler & Hyman, LLP, is the
trustee's counsel.


NORTHWEST HARDWOODS: S&P Downgrades ICR to 'CCC'; Outlook Negative
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Tacoma,
Wash.–based Northwest Hardwoods Inc. to 'CCC' from 'CCC+'. At the
same time, S&P lowered its issue-level rating on the company's
senior secured notes to 'CCC' from 'CCC+'. The recovery rating of
'4' remains unchanged.

The downgrade reflects Northwest Hardwoods' weak operating
performance through the first quarter of 2019, resulting in weaker
than expected profitability and credit measures. It also reflects
S&P's expectation of no material improvement in sales volumes over
the several quarters, particularly given the added pressures of
increased tariffs on the company's wood product exports to China.
The company relies heavily on its asset-based lending (ABL)
facility to meet its obligations, which has an availability of
about $53 million as of March 31, 2019. However, if earnings and
cash flow fail to improve over the next few quarters, the
availability on the revolver may diminish drastically. Under such a
scenario, S&P believes there is an increased risk that the company
could undergo a debt restructuring or distressed exchange over the
next year.

S&P said, "The negative outlook on Northwest Hardwoods reflects our
belief that its operating results will remain weak over the next
few quarters, increasing the risk of a debt restructuring or
liquidity shortfall within the next 12 months.

"We could lower our rating if we believe the risk of debt
restructuring or a distressed exchange increased and was imminent
within the next six months. Such a scenario could materialize if
the operating performance deteriorated further, resulting in
persistent negative free cash flow and reduced availability under
the ABL facility.

"We could take revise the outlook to stable or even raise the
rating if the company demonstrated significant improvement in
earnings such that we believe it may be able to refinance its
senior notes at par, at or prior to maturity in August 2021."


NOVABAY PHARMACEUTICALS: Raises $2.4 Million in Private Placement
-----------------------------------------------------------------
NovaBay Pharmaceuticals, Inc., has closed a private placement of
common stock and warrants with accredited investors, raising gross
proceeds of $2.4 million.  NovaBay also announced an extension of
the maturity date of a $1 million loan agreement with Pioneer
Pharma (Hong Kong) Company Limited from July 27, 2019 to July 1,
2020.

Investors in the private placement purchased 1,371,427 units at a
price of $1.75 per unit.  Each unit consists of one share of common
stock and a one-year warrant to purchase one share of common stock
at an exercise price of $0.87.  China Kington Asset Management Co.
Ltd. served as the placement agent for the offering.

The Company will use the proceeds from this private placement for
working capital and general corporate purposes, including the
launch of Avenova Direct through Amazon.

"We are fully committed to growing sales of Avenova through all
three distribution channels," said Justin Hall, president and CEO.
"We appreciate the support of investors in helping us achieve our
commercialization goals."

                  About NovaBay Pharmaceuticals

Based in Emeryville, California, NovaBay Pharmaceuticals --
http://www.novabay.com/-- is a medical device company
predominately focused on eye care.  The Company is currently
focused primarily on commercializing Avenova, a prescription
product sold in the United States for cleansing and removing
foreign material including microorganisms and debris from skin
around the eye, including the eyelid.

Novabay reported a net loss and comprehensive loss of $6.54 million
for the year ended Dec. 31, 2018, compared to a net loss and
comprehensive loss of $7.40 million for the year ended Dec. 31,
2017.  As of March 31, 2019, Novabay had $9.72 million in total
assets, $8.59 million in total liabilities, and $1.12 million in
total stockholders' equity.

OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" opinion in its report dated
March 29, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
experienced operating losses for most of its history and expects
expenses to exceed revenues in 2019.  The Company also has
recurring negative cash flows from operations and an accumulated
deficit.  All of these matters raise substantial doubt about its
ability to continue as a going concern.


NUSTAR ENERGY: Egan-Jones Withdraws BB FC Senior Unsecured Rating
-----------------------------------------------------------------
Egan-Jones Ratings Company, on June 17, 2019, withdrew its 'BB'
foreign currency senior unsecured rating on debt issued by NuStar
Energy LP.

Headquartered in San Antonio, Texas, NuStar Energy L.P. is a
publicly traded master limited partnership. The company is one of
the largest independent liquids terminal and pipeline operators in
the nation.


O'LOUGHLIN LTD: Taps Diller and Rice as Legal Counsel
-----------------------------------------------------
O'Loughlin Ltd. received approval from the U.S. Bankruptcy Court
for the Northern District of Ohio to hire Diller and Rice, LLC 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; analysis of creditors'
claims; investigation of the Debtor's business; negotiations with
respect to the sale of its assets; and the preparation of a plan of
reorganization.  

The firm's hourly rates are:

     Steven Diller         $300    
     Raymond Beebe         $300    
     Eric Neuman           $275    
     Adam Motycka          $185
     Paraprofessionals     $100

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

The firm can be reached through:

     Steven L. Diller, Esq.
     Diller & Rice, LLC        
     124 East Main Street        
     Van Wert, OH  45891        
     Phone: (419) 238-5025        
     Fax: (419) 238-4705        
     E-mail: Steven@drlawllc.com

                       About O'Loughlin Ltd.

O'Loughlin Ltd. is a privately held company whose principal assets
are located at 2130 Collinway Ottawa Hills, Ohio.

O'Loughlin sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ohio Case No. 19-31036) on April 8, 2019.  At the
time of the filing, the Debtor estimated assets of less than $1
million and liabilities of $1 million to $10 million.  The case is
assigned to Judge John P. Gustafson.  Diller and Rice, LLC is the
Debtor's legal counsel.


OBITX INC: Incurs $182,000 Net Loss for Quarter Ended April 30
--------------------------------------------------------------
OBITX, Inc., filed its quarterly report on Form 10-Q, disclosing a
net loss from operations of $181,669 on $0 of sales for the three
months ended April 30, 2019, compared to a net loss from operations
of $191,960 on $44,290 of sales for the same period in 2018.

At April 30, 2019, the Company had total assets of $2,737,358,
total liabilities of $906,697, and $1,830,661 in total
stockholders' equity.

The Company has negative cash flow and there are no assurances the
Company will generate a profit or obtain positive cash flow.  The
Company has sustained its solvency through the support of its
single shareholder, MCIG, which raise substantial doubt about its
ability to continue as a going concern.  

Management is taking steps to raise additional funds to address its
operating and financial cash requirements to continue operations in
the next twelve months.  Management has devoted a significant
amount of time to the raising of capital from additional debt and
equity financing.  However, the Company's ability to continue as a
going concern is dependent upon raising additional funds through
debt and equity financing and generating revenue.  There are no
assurances the Company will receive the necessary funding or
generate the revenue necessary to fund operations.

A copy of the Form 10-Q is available at:

                       https://is.gd/gqWEAB

OBITX, Inc., publishes and generates textual, audio, and/or video
content on the Internet, and operate web sites that use a search
engine to generate and maintain extensive databases of internet
addresses and content.  The Company earns revenue through social
media advertising, fees, and services.  The Company was
incorporated in the State of Delaware on March 30, 2017 originally
under the name GigeTech, Inc.  On October 31, 2017 the Company
changed its name to OBITX, Inc., and updated its Articles of
Incorporation through unanimous consent of its shareholder, MCIG.  
The Company is headquartered in Jacksonville, Florida.


OCI PARTNERS: S&P Raises ICR to BB-; Outlook Stable
---------------------------------------------------
S&P Global Ratings raised the issuer credit rating on OCI Partners
LP (OCIP) to 'BB-' from 'B+' following the upgrade of parent OCI
N.V. (OCI) to 'BB'.

S&P said, "At the same time, we raised the issue-level rating on
the company's senior secured debt to 'BB+'. The '1' recovery rating
indicates our expectation for very high recovery (90% to 100%;
rounded estimate: 90%) in a payment default.

"Following strengthening operating performance, we raised our
rating on OCI N.V. and accordingly raised our rating on OCIP. The
rating incorporates the company's relationship with ultimate
parent, OCI N.V. given that it is a wholly-owned subsidiary. When
assessing the relationship between OCIP and OCI, we believe OCIP
will likely receive support from OCI if it encounters financial
difficulty because OCI has infused funds in the past. We don't
believe OCIP will be sold in the near term. OCI has in fact
increased its stake in OCIP in 2018 and now owns 100% of the
company.

"The stable rating outlook on OCIP reflects our expectation that,
on a stand-alone basis, FFO to total debt will average about 25% to
30%, after we continue to consider high volatility in debt-leverage
metrics and revise our initial assessment of the company's
financial risk. Reflected in our assessment is our belief that OCIP
has benefited from improved volumes and commodity pricing,
especially in 2018; however, we believe commodity prices will taper
in 2019. Our rating also incorporates our belief that the credit
quality of the Europe-based parent, OCI N.V., provides some uplift.
In our base-case scenario, the relationship between OCIP and parent
OCI does not change.

"We could lower the rating on OCIP if its operating performance
deteriorates sharply as a result of declining ammonia and methanol
pricing or if we expect its volumes to come under pressure. This
could happen if we no longer believe methanol demand will increase,
especially from China, or if we believe North American demand for
ammonia is less than we currently expect. We could also lower the
ratings if we believe OCIP's leverage will increase such that we
expect FFO to debt to fall below 20% on a sustained basis. This
could occur if EBITDA materially weakens because ammonia or
methanol pricing reverts to 2016 trough levels or if we expect
EBITDA margins to fall, improbably, by about 800 basis points. We
could also lower ratings if liquidity tightens such that we believe
sources will be less than uses or if we believe the company is in
danger of breaching a covenant. A downgrade could also follow a
downgrade of OCI N.V.

"To consider an upgrade, we would have to believe leverage will
improve beyond our base-case expectations. This means FFO to total
debt will remain above 45% and debt to EBITDA below 2x on a
sustained basis. For this to happen, EBITDA margins and revenue
would have to grow significantly beyond our expectations. We would
have to believe the improvement is based on fundamental changes in
credit quality and not merely on the swings in pricing (such that
we would not notch down the financial risk assessment for
volatility). The company's credit metrics would have to be
consistent with expectations for an upgrade, but we would also need
to view the business risk as stable with no deterioration. We would
also have to assess the rating on the parent at least at the
current rating level."


OLB GROUP: John Herzog Has 10% Equity Stake as of June 19
---------------------------------------------------------
John E. Herzog disclosed in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of June 19, 2019, he
beneficially owns 16,265,400 shares of common stock of The OLB
Group, Inc., constituting 10.02 percent based upon 162,350,364
shares of Common Stock issued and outstanding as of May 8, 2019, as
reported by the Issuer in its Quarterly Report on Form 10-Q filed
with the SEC on May 16, 2019.  A full-text copy of the regulatory
filing is available for free at: https://is.gd/q0bnMN

                         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 that 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 its 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.,
Omnisoft, and CrowdPay.

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


OLB GROUP: Proposes Public Offering of Common Stock
---------------------------------------------------
The OLB Group, Inc., filed with the Securities and Exchange
Commission a Form S-1 registration statement relating to a public
offering of the Company's shares of common stock.

The Company is offering a yet to be determined shares of its common
stock in this offering with a proposed maximum aggregate offering
price of $15,000,000.

The Company's common stock is currently quoted on the Pink Open
Market (f/k/a OTC Pink) published by OTC Markets Group, Inc. under
the symbol "OLBG."

OLB Group has applied to have its common stock listed on The NASDAQ
Capital Market under the symbol "OLB."

A full-text copy of the preliminary prospectus is available for
free at https://is.gd/7Jq3sx

                         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 that 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 its 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.,
Omnisoft, and CrowdPay.

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


OSCAR SQUARED: Disclosures OK'd; Plan Hearing Set for August 20
---------------------------------------------------------------
Bankruptcy Judge Melvin S. Hoffman approved Oscar Squared, Inc.'s
amended disclosure statement with respect to its amended chapter 11
plan.

The hearing on confirmation of the Plan and any objections to
confirmation will be held on August 20, 2019 at 11:00 a.m. before
the Honorable Melvin S. Hoffman, J.W. McCormack Post Office and
Court House, 5 Post Office Square, Suite 1000, Boston, MA 02109.

July 30, 2019 is the deadline for casting a ballot accepting or
rejecting the plan and the deadline to file objections to
confirmation of the plan.

The Troubled Company Reporter previously reported that the Debtor
hired Asset Management Consultants to recover unclaimed funds.

A redlined copy of the Amended Disclosure Statement dated June 7,
2019 is available at https://tinyurl.com/yxaufa35 from
Pacermonitor.com at no charge.

                     About Oscar Squared

Oscar Squared, Inc., is a single asset real estate entity that owns
an undeveloped parcel of land on Berkley Street in Taunton,
Massachusetts.

Oscar Squared has two secured creditors: (1) Mechanics Cooperative
Bank, which holds a first mortgage on the Property; and, (2) the
Acheson Family Trust, which holds a second mortgage.  Oscar
Squared's bankruptcy case was precipitated by an impending
foreclosure sale of the Property by Mechanics.  However, the
Property has been listed for sale, and is currently under
agreement.  The Debtor intends to sell the Property in order to
satisfy its current obligations to the Secured Creditors.

Oscar Squared filed a Chapter 11 bankruptcy petition (Bankr. D.
Mass. Case No. 18-10223) on Jan. 24, 2018.  The Debtor hired David
B. Madoff, at Madoff & Khoury LLP, as counsel.


OUTPUT SERVICES: Moody's Affirms Caa1 CFR, Outlook Stable
---------------------------------------------------------
Moody's Investors Service affirmed Output Services Group, Inc.'s
Corporate Family Rating at Caa1, and Probability of Default Rating
at Caa1-PD. Concurrently, Moody's assigned a B3 rating to the
company's proposed $232 million (to be issued in GBP-denominated
equivalent) senior secured first-lien term loan and a Caa3 rating
to the company's proposed $265 million senior secured second-lien
term loan. Moody's also affirmed the B3 rating to the company's
existing senior secured first-lien credit facilities. The existing
rating for the current senior secured second-lien term loan, which
is being refinanced with proceeds from the new debt, will be
withdrawn concurrent with completion of the contemplated
transaction. The remainder of the proceeds will be used to repay
the company's Communisis bridge facility debt issued to fund the
acquisition of Communisis PLC, a portion of the existing senior
secured first-lien term loan debt, and related fees & expenses. The
outlook is stable.

"We view the transaction positively as it addresses the near term
maturity of OSG's bridge loan facility used to finance the
acquisition of Communisis. Nonetheless, the affirmation of the Caa1
corporate family rating reflects ongoing elevated financial risk
associated with the company's highly acquisitive growth strategy
and limited liquidity provisions," said Moody's lead analyst Andrew
MacDonald. Moody's also highlighted weak key credit metrics and
considerable integration risk stemming largely from the recent
acquisitions of NCP and Communisis culminating in a more than
doubling of OSG Billing Services' revenue.

"OSG has limited financial flexibility to cushion against potential
operational missteps and/or other disruptions as it integrates NCP
and Communisis on the heels of several other acquisitions in 2018,"
added MacDonald. The sustainability of the company's long-term
capital structure is predicated on the achievement of a meaningful
amount of cost savings.

Assignments:

Issuer: Output Services Group, Inc.

Gtd Senior Secured 1st lien Term Loan B, Assigned B3 (LGD3)

Gtd Senior Secured 2nd lien Term Loan, Assigned Caa3 (LGD5)

Affirmations:

Issuer: Output Services Group, Inc.

  Corporate Family Rating, Affirmed Caa1

  Probability of Default Rating, Affirmed Caa1-PD

  Gtd Senior Secured 1st lien Term Loan, Affirmed B3 (LGD3)

  Gtd Senior Secured 1st lien Delayed Draw Term Loan,
  Affirmed B3 (LGD3)

  Gtd Senior Secured 1st lien Revolving Credit Facility,
  Affirmed B3 (LGD3)

Outlook Actions:

Issuer: Output Services Group, Inc.

  Outlook, Remains Stable

RATINGS RATIONALE

Output Services Group, Inc.'s Caa1 CFR is broadly constrained by
the company's elevated financial risk, with very high
debt-to-EBITDA estimated in excess of 8.0 times (Moody's-adjusted
and pro forma for recent acquisitions and capitalized software
costs, excluding certain one-time addbacks) for the twelve months
ended March 31, 2019. OSG's elevated financial risk is exacerbated
by the meaningful integration risk associated with an acquisitive
recent past and two large recent transactions -- NCP and
Communisis. The company maintains a fairly narrow operating focus
within the printing and electronic billings and payment business
process outsourcing industry and faces an intense competitive
environment with rising customer concentration following the
addition of Communisis. The company also has a limited operating
history as a combined business after being formed through the
combination of three businesses (legacy OSG Billing Services,
Diamond Marketing Solutions and Microdynamics) in 2017. Moody's
expects that the company will realize some earnings improvement in
2019, but noted that deleveraging over the next 12 to 24 months
will be largely dependent on management's ability to successfully
integrate acquisitions and realize large cost savings. Moody's
expects debt-to-EBITDA will approach the mid 7.0 times during the
next 12 to 18 months, assuming the company achieves a portion of
its planned savings while maintaining stable revenue growth.

Ratings are supported, nonetheless, by the anticipated benefits
associated with the company's greater scale and improved position
as a leading player in the middle market space for outsourced
billing services. Communisis adds global scale and will enable the
company to attract a larger customer base while at the same time a
portion of the new debt will be denominated in GBP to minimize
foreign exchange risk. Moody's views the company's revenue model as
fairly resilient and recurring as its services are deeply embedded
in customer billing processes. The ratings also benefit from OSG
Billing Services' good end market diversity and solid EBITA
margins.

The stable outlook reflects Moody's expectation that planned cost
savings and top line revenue growth in the low single digits will
lead to EBITDA growth over the next 12 to 18 months. The outlook
also incorporates Moody's belief that OSG will maintain adequate
liquidity and that the company will remain acquisitive, albeit at
less significant size and frequency, and with more conservatively
priced targets and valuations, with minimally disruptive
integration of the same.

Ratings could be downgraded should OSG Billing Services be unable
to translate planned cost savings into higher EBITDA, or if revenue
declines or the company continues to generate negative free cash
flow. Additionally, any delay or postponement in the proposed
transaction that raises uncertainty as to the company's ability to
address the Communisis bridge facility debt due December 2019 could
also negatively impact ratings.

Factors that could lead to an upgrade include the demonstration of
successful track record over time as a combined entity, with the
ability to generate sustained positive free cash flow. An upgrade
could also be warranted should management effectively execute on
its integration plan to achieve cost savings and earnings growth
such that debt-to-EBITDA is sustained below 7.0 times.

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

Headquartered in Ridgefield Park, New Jersey, Output Services
Group, Inc. provides printing and mailing of customer invoices and
bills, critical communications and customer engagement solutions
services to multiple end markets including financial services,
healthcare, education, telecom, HOA/property management and other
accounts receivable management organizations in the US. The company
has been majority-owned by Aquiline Capital Partners, LLC since May
2017.


P&L DEVELOPMENT: S&P Assigns B- Issuer Credit Rating; Outlook Neg.
------------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
U.S.-based P&L Development Holdings LLC (PLD) and 'B-' issue-level
rating to the company's proposed $310 million five-year senior
secured term loan. The recovery rating on the term loan is '3',
indicating that lenders could expect meaningful (50%-70%; rounded
estimate: 55%) recovery in the event of a payment default.

PLD has little pricing power in the tough private-label sector.
Its large retail customers, some of which face weak store traffic,
have been focused on inventory destocking and holding down costs,
which can hurt suppliers like PLD. S&P does not expect this trend
to reverse.

PLD has agreed to purchase Teva Pharmaceutical's nicotine
replacement therapy (NRT) business, a basket of existing over-the
counter (OTC) products, and a pipeline of abbreviated new drug
applications (ANDAs). PLD also intends to refinance the majority of
its debt capital structure and make amendments to certain junior
capital.

S&P said, "Our negative outlook reflects the potential for a lower
rating over the next 12 months if PLD cannot meet our base-case
forecast. We could lower the rating if EBITDA cash interest
coverage is maintained below 1.5x, if free cash flow (FCF) remains
negative, and if we view the capital structure as unsustainable,
including adjusted leverage above 9x (reflecting preferred stock as
debt). This could result if retailers demand lower prices, input
costs escalate, competition intensifies, or the acquisition is not
smoothly integrated, including a failure to maintain the existing
OTC business or to profitably commercialize new ANDAs. We could
also lower the rating if we believe PLD would have problems
negotiating a potential financial covenant violation.

"We could revise the outlook to stable if PLD strengthens its weak
leverage and cash flow metrics in line with our base-case forecast,
such that annual FCF approaches $10 million, EBITDA cash interest
coverage reaches the high-1x area, and adjusted leverage approaches
8x (reflecting preferred stock as debt). This could result if PLD
smoothly integrates the acquisition, successfully markets its
expanded pipeline of ANDAs, and better controls costs."


PARAGON OFFSHORE: M. Hammersley Appeal Tossed for Lack of Standing
------------------------------------------------------------------
District Judge Leonard P. Stark granted Paragon Offshore PLC's
motion to dismiss the appeals case captioned MICHAEL R. HAMMERSLEY,
Appellant, v. PARAGON OFFSHORE PLC, Appellee, Civ. No. 18-157-LPS
(D. Del.).

The dispute arises in the Chapter 11 cases of Paragon Offshore
("Paragon Parent") in connection with its plan as confirmed on July
7, 2017 and as modified on July 17, 2017. Appellee Paragon Parent
filed a motion to dismiss the pro se appeal filed by equity holder
Michael R. Hammersley from an Order entered by the Bankruptcy Court
on Jan. 10, 2018, which denied Harnmersley's motion for revocation
of the Plan Modification Order.

On April 10, 2018, Paragon Parent filed its Motion to Dismiss the
appeal on two grounds: (1) Appellant lacks standing to bring the
appeal, and (2) the appeal is equitably moot.

The Court holds that as an equity holder of Paragon Parent,
Appellant had no economic interest in the Prospector Entities
transferred to New Paragon. Even if Appellant were to succeed in
this appeal, the victory would not change the fact that the equity
holders of Paragon Parent, including Appellant, are not entitled to
any recovery or distribution from Prospector Debtors. Revocation of
the Plan Modification Order cannot improve Appellant's economic
position. Based on Appellant's lack of pecuniary interest in the
Order Denying Revocation -- including the prior Plan Confirmation
Order and the Plan Modification Order -- Appellant lacks appellate
standing and his appeal must be dismissed.

Even assuming Appellant had standing to appeal the Order Denying
Revocation, the appeal must be dismissed as equitably moot.

The Third Circuit has explained that the equitable mootness
analysis should proceed in two steps: "(1) [determining] whether a
confirmed plan has been substantially consummated; and (2) if so,
whether granting the relief requested in the appeal will (a)
fatally scramble the plan and/or (b) significantly harm third
parties who have justifiably relied on plan confirmation."

Paragon Parent's Plan was substantially consummated on or shortly
after the Plan went effective on July 18, 2017, when the proposed
transfers were consummated, New Paragon took ownership of the
transferred property, Paragon Parent entered into the Management
Agreement to provide New Paragon with the economic benefits in
relation to the Prospector Entities until conditions allowed for
the Transfer of the Prospector Entities to New Paragon after the
Effective Date, and distributions were made to Paragon Parent's
secured and unsecured creditors, including (i) over $500 million in
cash, (ii) New Equity Interest in New Paragon, (iii) Take Back Debt
in the aggregate principal amount of $85 million, and (iv)
Litigation Trust Interests. Appellant does not appear to dispute
that the Plan has been substantially consummated.

Appellant seeks either revocation of the Plan Modification Order or
disgorgement of sale proceeds from the management and former
shareholders of New Paragon to compensate Paragon Parent for its
interest in the Prospector Entities. While revocation of the Plan
Modification Order would not undo the transactions consummated
pursuant to the original Confirmation Order, including transfer of
the Prospector Entities to New Paragon, such relief would be fatal
to the Plan.

The Court must also consider the extent to which a successful
appeal, by altering the Plan or otherwise, will harm third parties
who have acted reasonably in reliance on the finality of Plan
confirmation. Appellant argues that any reliance by creditors here
is not justifiable because they should have been aware that the
Plan modifications are void. The Court disagrees. Instead,
unwinding of Plan transactions, such as the transfer of the
Prospector Entities to New Paragon, would adversely affect third
parties, including (i) the equity holders of New Paragon, (ii) Borr
Drilling, (iii) the Prospector Entities, and (iv) the holders of
the Take Back Debt. Numerous courts, including the Third Circuit,
have dismissed appeals as equitably moot where they would upset
complex transactions that have already been consummated.

A copy of the Court's Memorandum dated March 12, 2019 is available
at https://bit.ly/2LcwNRF from Legle.com.

Michael Hammersley, Appellant, pro se.

Paragon Offshore plc, Appellee, represented by Joseph Charles
Barsalona, II , Morris, Nichols, Arsht & Tunnell LLP, Amanda Rose
Steele -- steele@rlf.com -- Richards, Layton & Finger, PA & Mark
David Collins -- collins@rlf.com -- Richards, Layton & Finger, PA.

       About Prospector Offshore and Paragon Offshore

Paragon Offshore Plc, and several affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385 to
16-10410) on Feb. 14, 2016.  The Delaware Bankruptcy Court entered
an order on June 7, 2017, confirming the 2016 Debtors' Fifth Joint
Chapter 11 Plan of Reorganization.

Prospector Offshore Drilling S.a r.l. and three affiliates filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 17-11572
to 17-11575) on July 20, 2017.  The affiliates are Prospector Rig 1
Contracting Company S.a r.l.; Prospector Rig 5 Contracting Company
S.a r.l.; and Paragon Offshore plc (in administration).

The Hon. Christopher S. Sontchi presides over the cases.

The Debtors are represented by Gary T. Holtzer, Esq., and Stephen
A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D.
Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II,
Esq., at Richards, Layton & Finger, P.A., as counsel.  The Debtors
hired as their financial advisors, Lazard Freres & Co. LLC; as
their restructuring advisor, AlixPartners, LLP; and as their
claims, noticing and solicitation agent, Kurtzman Carson
Consultants LLC.

In their petition, the Debtors estimated $1 billion to $10 billion
in both assets and liabilities.  The petitions were signed by Lee
M. Ahlstrom as senior vice president and chief financial officer.

The Debtors' bankruptcy filing came two days after the Paragon
Offshore group completed its corporate and financial reorganization
on July 18, 2017.  The plan of reorganization under Chapter 11 of
the U.S. Bankruptcy Code substantially de-levered Paragon
Offshore's ongoing business, eliminating approximately $2.3 billion
of secured and unsecured debt.


PARKLAND FUEL: S&P Rates US$500MM Senior Unsecured Notes 'BB'
-------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB' issue-level and '3'
recovery ratings to Parkland Fuel Corp.'s proposed US$500 million
senior unsecured notes due 2027. The '3' recovery reflects S&P's
expectation of meaningful (50%-70%; rounded estimate: 50%) recovery
in a default scenario.

S&P said, "We expect the company will use the proceeds to repay
C$317 million in borrowings under its revolver and its US$250
million senior secured term loan, which we view to be leverage
neutral. Because of the proposed refinancing, the amount of senior
secured debt has fallen, leading to a higher enterprise value
available for the senior unsecured debt in the recovery waterfall.
As a result, our recovery prospects for the existing senior
unsecured noteholders increase to 50% from 45%, resulting in our
revision of the recovery rating on the notes to '3' from '4'.
However, the recovery rating revision does not affect the 'BB'
issue-level rating on this existing debt. Also, because the
recovery estimate is at the lower end of the '3' recovery rating,
absent acquisitions, any additional debt (either secured or
unsecured) could cause us to revise the recovery rating on the
senior unsecured debt to '4'."

Issue Ratings--Recovery Analysis

Key analytical factors

-- S&P assumes a default in 2024 stemming from a significant
decline in fuel volumes and margins, which could result from a
protracted economic recession that reduces fuel demand.

-- In addition, intensifying competition and lower-than-expected
refinery use could further pressure cash flows to the point that
the company is no longer able to operate absent filing for creditor
protection.

-- To value Parkland's Burnaby refinery asset, S&P applies about a
US$3,000 multiple to the refinery's 55,000 barrels per day crude
slate throughput capacity.

-- S&P's valuation reflects the favorable market dynamics, access
to cost-advantaged sources of crude through the Trans Mountain
Pipeline System, low complexity refinery, and good product slate
because more than 90% of the refinery output is high-value
products.

-- S&P assumes that the borrowings on the intermediation facility
will fully absorb the working-capital assets of the refining
operations.

-- S&P also assumes that Parkland owns 100% of SOL Investments
Inc. (SOL) by then and has financed the acquisition through its
bank borrowings, and therefore, it assumes a 100% draw on the
revolver.

-- S&P values the rest of Parkland's assets, including 100% of
SOL, using an EBITDA multiple approach--the fuel retail assets are
valued at a 5x multiple on default-year EBITDA of C$560 million.

-- Parkland's secured debtholders (credit facilities) would expect
very high (90%-100%; rounded estimate: 95%) recovery in the event
of default.

-- The remaining value of C$1.5 billion after servicing the senior
secured claims will be available to the senior unsecured
noteholders, thereby leading to meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of default and an issue-level
rating of 'BB'.

Simulated default assumptions

-- Valuation of refinery: C$215 million
-- Emergence EBITDA of retail assets: C$560 million
-- Multiple: 5.0x
-- Gross enterprise value (including the valuation for the Burnaby
refinery): C$3.0 billion
-- Net recovery value for waterfall after administrative expenses
(5%): C$2.9 billion

Simplified waterfall

-- Estimated priority claims: C$5.0 million
-- Remaining recovery value: C$2.9 billion
-- Estimated first-lien claim: C$1.3 billion
-- Value available for first-lien claim: C$2.9 billion
    --Recovery range: 90%-100% (rounded estimate: 95%)
-- Estimated senior unsecured notes and claims: C$2.9 billion
-- Value available for unsecured claim: C$1.5 billion
    --Recovery range: 50%-70% (rounded estimate: 50%)

  Ratings List

  Parkland Fuel Corp.
   Issuer Credit Rating  BB/Stable/--

  New Rating
  
  Parkland Fuel Corp.
   Senior Unsecured   
   US$500 mil sr nts due 2027 BB
   Recovery Rating            3(50%)

  Recovery Rating Revised  
                        To          From
  Parkland Fuel Corp.
   Senior Unsecured
   CAD200 mil 6.00% nts due 11/21/2022
   Recovery Rating 3(50%) 4(45%)
   CAD200 mil 5.50% sr unsecd nts due 05/28/2021
   Recovery Rating 3(50%) 4(45%)
   CAD300 mil 5.75% sr nts due 09/16/2024
   Recovery Rating 3(50%) 4(45%)
   CAD300 mil 6.50% nts due 01/21/2027
   Recovery Rating 3(50%) 4(45%)
   CAD500 mil 5.625% nts due 05/09/2025
   Recovery Rating 3(50%) 4(45%)
   US$500 mil 6.00% nts due 04/01/2026
   Recovery Rating 3(50%) 4(45%)


PAUL SHUGART: Selling Interest in Dillon Condo Unit 18 for $256K
----------------------------------------------------------------
Paul Alan Shugart asks the U.S. Bankruptcy Court for the District
of Colorado to authorize the sale of his interest in a parcel of
real property consisting of a 25% interest in the condominium unit
located at 144 Gold Run Circle, #18, Dillon, Colorado to Gerald R.
Curry and Cheryl Curry for $256,000.

The Debtor is in the process of proceeding with a Plan of
Reorganization which was filed with the Court on April 29, 2019 and
a Disclosure Statement which was filed on the same date and is set
for a hearing on adequacy on June 24, 2019.

One of the assets of the Debtor's estate is his 25% interest in the
Condominium.  The Debtor is a co-owner of the Condominium with his
three siblings.  The four siblings inherited the Condominium when
their father passed away a number of years ago.  The Condominium is
owned free and clear of liens by the 4 siblings and the net
proceeds of sale will be split four ways with his share going into
his chapter 11 estate.

The Condominium is subject to a special assessment in the total
amount of $44,500 for the Condominium and an initial payment of
$8,900 due from Condominium owner by June 2019.   The special
assessment is approved by the Condominium Board for exterior
refurbishment.   

The Debtor scheduled the Condominium as having a total value of
$200,000 and pursuant to his Plan of Reorganization the Condominium
would be sold and the proceeds used to fund the Plan.   

Purchasers for the Condominium have been located and a sale
contract has been negotiated.  The parties have entered into their
Contract to Buy and Sell Real Estate and the signed
Counterproposal.  The Contract provides for the Condominium to be
sold for a price of $256,000.  In addition, the sale is to close on
May 24, 2019 and the Purchasers under the Contract will be
responsible for paying the entire special assessment.  The Contract
is subject to the payment of a brokerage commission of 6%.  There
is no financing contingency.   

The Purchasers are third party and are not related to or affiliated
with the Debtor or his wife in any manner.   The Debtor and his
three siblings believe that the sale price under the Contract
represents a fair market value for the Condominium.  The Contract
provides that certain closing costs will be paid by the sellers and
provides for payment of a commission of 6% being paid to the
Purchaser’s agent at closing.   The sale price net of the
commission and minimal closing costs should net the estate
approximately $60,000.

The Debtor asks that the sale of the Property be free and clear of
all liens, claims, and encumbrances.  The Condominium is not
subject to any lien and therefore the free and clear of liens
request is being requested as a protective measure in the event
that an unknown lien surfaces for some unknown reason.  The
Contract price is substantially higher than the aggregate value of
all liens on the Property.  

Finally, the Debtor asks suspension of the operation of the 14-day
stay under Fed.R.Bankr.P. 6004(h).  The Contract provides for
closing by May 24, 2019.  The Debtor is also filing a Motion to
Shorten Notice concurrently with the Motion in insure compliance
with the Contract terms.  

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

    http://bankrupt.com/misc/Paul_Shugart_145_Sales.pdf

                      About Paul Shugart

Paul Alan Shugart, an individual who resides in Denver, Colorado,
filed a voluntary Chapter 11 petition (Bankr. D. Colo. Case No.
19-11122).  The case is assigned to Judge Kimberley H. Tyson.

The Debtor filed a Plan of Reorganization which was filed with the
Court on April 29, 2019.


PERATON CORP: Moody's Alters Outlook to B3 CFR to Stable
--------------------------------------------------------
Moody's Investors Service changed its outlook for Peraton Corp. to
stable from negative and affirmed all existing ratings, including
the company's B3 Corporate Family Rating and B3-PD Probability of
Default Rating. The B1 rating for the company's first lien credit
facility, under which a $45 million upsize is planned, has also
been affirmed. Proceeds from the upsized first lien facility along
with a second lien note issuance of $40 million and an equity
issuance of $55 million will finance the pending acquisition of
Solers Inc. for $130 million.

"The roll-off of one-time expenses and cessation of legacy
underperforming contracts should bring improved financial
performance in future periods, with early evidence already noted in
recent periods," said Bruce Herskovics, Moody's lead analyst for
Peraton.

According to Moody's, the Solers acquisition allows for the
expansion of Peraton's offerings within the space segment,
including satellite ground systems and associated software
engineering. This should help the company continue to attract and
retain talent -- important considerations per Moody's for a
subsegment where competition for specialized labor will tighten.

"Although the economic terms are unknown and the acceptability of
eventual returns remains to be seen, some noteworthy contract wins
of late suggest that Peraton's marketing efforts are getting
traction and the company is turning the proverbial corner on the
operational front," added Herskovics.

Last week the company won a $1.8 billion five-year SENSE contract
award from NASA that should generate about $360 million annually.
While the SENSE award represented a re-compete win, the predecessor
program is Peraton's largest, comprising a little less than 20% of
total revenue. The new award, which a losing bidder can still
protest, represents a significant program/revenue expansion for
Peraton and was aggressively pursued by others, according to
Moody's. In addition, since the first quarter of 2019, Peraton won
three smaller but nonetheless material awards (one was a totally
new program, and two others were expansions under existing
programs), representing incremental revenue of about $60 million
near-term.

The following is a summary of Moody's rating actions and ratings
for Peraton Corp.:

Outlook Actions:

Issuer: Peraton Corp.

Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Peraton Corp.

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Senior Secured Bank Credit Facilities, Affirmed B1 (LGD3 from
LGD2)

RATINGS RATIONALE

The B3 CFR broadly reflects the company's high financial leverage
and short history operating as a stand-alone business, with a
declining organic revenue trend and unsteady free cash flow
generation. Restructuring and acquisition-related costs have been
extensive, rendering the assessment of normalized "run rate"
financial performance and the calculation of credit metrics
somewhat complicated. Moody's estimates leverage of about 7x pro
forma for the Solers acquisition, but believes it will decline to
the mid-6x range in 2020. M&A will likely remain a key part of
Peraton's strategy, and future acquisitions could limit the degree
of de-leveraging possible from free cash flow generation. Even so,
the company should be better able to prepay debt or contribute
capital for acquisitions by late 2019, as Moody's anticipates that
free cash flow will revert to positive territory and reach the
mid-single-digit percentage of debt range in 2020.

Peraton has evidenced some good contract execution on many single
award programs and enjoys strong technical qualifications for
engineering challenges, with a service skill set that well suits
high priority areas such as advanced communications and situational
awareness systems within science, military and classified missions.
At $1 billion in revenues, the company possesses sufficient scale
to effectively compete for complex long-term service projects of
small to medium size. A modernization phase across the US defense,
intelligence and space communities also well suits Peraton's
positioning.

The outlook change to stable reflects recent signs of improved
profitability and cash flow generation which are expected to
continue, and Peraton's new business development success of late.
In particular, the new wins should help Peraton post an impressive
book-to-bill ratio for 2019 and reverse the declining
year-over-year organic revenue trend by the second half of 2019. In
conjunction with the company's operational restructuring activity
now being largely complete, the higher revenue base should permit
free cash flow generation of $20 million in 2019, and potentially
$30 million in 2021 under Moody's base case scenario.

Upward rating momentum would depend on revenue growth, debt/EBITDA
closer to 5x and annual free cash flow approaching $50 million on a
sustained basis.

Downward rating pressure would build with negative contract
developments, free cash flow continuing below $15 million, or
utilization of the revolver increasing above $10 million.

The principal methodology used in these ratings was Aerospace and
Defense Industry published in March 2018.

Peraton Inc., headquartered in Herndon, VA, is a provider of
communications networks and systems structured for federal
agencies. The company is owned by Veritas Capital and was acquired
as a carve-out from Harris Corporation's Critical Networks Segment
in April 2017. Annual revenues pro forma for the acquisition of
Solers, Inc. will be just above $1 billion.


PG&E CORP: Court Junks FERC Bids to Withdraw Reference
------------------------------------------------------
District Judge Haywood S. Gilliam, Jr. denied the Federal Energy
Regulatory Commission's motions to withdraw the reference in the
cases captioned PG & E CORPORATION, et al., Plaintiffs, v. FEDERAL
ENERGY REGULATORY COMMISSION, Defendant. PG&E CORPORATION, et al.,
Plaintiffs, v. FEDERAL ENERGY REGULATORY COMMISSION, Defendant,
Case Nos. 19-cv-00599-HSG, 19-cv-00781-HSG (N.D. Cal.).

The Court finds that mandatory withdrawal is not required. The
withdrawing parties contend that withdrawal is mandated because
"resolution of the Adversary Proceeding will require substantial
and material consideration . . . of non-bankruptcy federal law."
Principally, they argue that the adversary proceeding must
resolve:

   (1) whether the exclusive review process set forth in the FPA
bars the Debtors from collaterally attacking the FERC Order in the
bankruptcy court;

   (2) whether the bankruptcy court can unilaterally order the
rejection of the NextEra PPAs (or other wholesale power contracts
subject to FERC's authority) notwithstanding FERC's exclusive
jurisdiction over the rates, terms, and conditions for the sale of
electricity; and

   (3) whether and to what extent the standard for rejection should
include the consideration of the public interest, as well as which
forum should consider the public interest question.

But as Bankruptcy Judge Montali notes in his recommendation, the
bankruptcy court need not look beyond the Bankruptcy Code to
address these questions: "It is my view all that needs to be done
is consider the plain language of Section 365 of the Bankruptcy
Code. There you will find the answer to the question of whether
FERC can decree that 11 U.S.C. section 365 must be construed to
permit FERC to second guess the bankruptcy court and impose its own
decision on that court." The Court agrees that resolving these
questions will not necessarily involve the substantial and material
consideration of non-title 11 law so as to mandate withdrawal.

The Court further finds that permissive withdrawal is not
warranted. As Judge Montali's recommendation notes, among other
things, "the bankruptcy court has already received Debtors' motion
for a Preliminary Injunction; FERC's opposition to that motion; and
NextEra and the other interveners' joint opposition." In short
order, the bankruptcy court "will have heard extensive argument and
engaged in significant study and preparation for making a ruling,"
and "[b]y permitting [the bankruptcy court] to do so, [the district
court] will avoid the duplication of effort that will be necessary
for [it] to prepare for and decide the same issue." With these
considerations in mind, the Court finds that the most "efficient
use of judicial resources" is to deny the withdrawal of reference
and permit the bankruptcy court to rule in the adversary
proceeding. And given that the bankruptcy court intends to rule on
the adversary proceeding in short order, denying the withdrawal
requests will not result in undue "delay and costs."

A copy of the Court's Order dated March 11, 2019 is available at
https://bit.ly/2x9T62o from Leagle.com.

PG&E Corporation & Pacific Gas and Electric Company, Plaintiffs,
represented by Peter J. Benvenutti, Keller & Benvenutti LLP.

Federal Energy Regulatory Commission, Defendant, represented by
Danielle Ann Pham, U.S. Department of Justice Civil Division &
Shane Huang , U.S. Department of Justice Civil Division.

NextEra Energy, Inc., Intervenor Dft, represented by Kenneth Nathan
Klee, Klee Tuchin Bogdanoff Stern LLP, Samuel Morgan Kidder, Klee
Tuchin Bogdanoff and Stern LLP & David Marc Stern, Klee Tuchin et
al LLP.

Calpine Corporation, Intervenor Dft, represented by Mark Edward
McKane, Kirkland & Ellis LLP & Michael Phillip Esser, Kirkland and
Ellis LLP Commerical Litigation.

Consolidated Edison Development, Inc. & Southern Power Company,
Intervenor Dfts, represented by Gabriel Ozel, Troutman Sanders
LLP.

Exelon Corporation & AV Solar Ranch 1, LLC, Intervenor Dfts,
represented by Richard W. Esterkin, Morgan Lewis and Bockius LLP.

Topaz Solar Farms LLC, Intervenor Dft, represented by Jeffrey
Charles Krause , Stutman Treister & Glatt.

First Solar, Inc., Willow Springs Solar 3, LLC & Mojave Solar LLC,
Intervenor Dfts, represented by Amy S. Park, Skadden, Arps, Slate,
Meagher & Flom, llp.

Crocket Cogeneration, Middle River Power, LLC & MRP San Joaquin
Energy, LLC, Intervenor Dfts, represented by Amy Christine
Quartarolo, Latham and Watkins LLP, Andrew Matthew Parlen,
O'Melveny and Myers LLP & Christopher Richard Harris, Latham and
Watkins.

United States of America, Movant, represented by Danielle Ann Pham,
U.S. Department of Justice Civil Division.

                  About PG&E Corporation

PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco.  It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.

As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.

PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp.  Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.

On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).

PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018.  The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.

Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E.  Prime Clerk LLC is the claims and
noticing agent.

In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer.  In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer.  Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 12, 2019.  The Committee retained
Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor;
Centerview Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.

On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants.  The tort claimants' committee is represented by
Baker & Hostetler LLP.


PINEVILLE COMMUNITY: July 15 Deadline Set for Sealed Bids
---------------------------------------------------------
For years, the Pineville Community Hospital provided essential
medical care to the people of Pineville and surrounding parts of
Eastern Kentucky.  So when the 120-bed hospital's financial
troubles became acute in recent months, the community responded.
Employees stayed on the job even when paychecks were late.  And
ultimately, the City of Pineville came to the rescue with cash
infusions and operations assistance.

Now called the Pineville Community Health Center, the institution
is being sold in a court-ordered sealed bid auction, with Tranzon
Asset Advisors promoting the hospital and conducting the bidding.
Sealed bids are due July 15.

"When someone is looking to invest in a business, few assets matter
more than community support and employee dedication.  In this case,
you have a health care center whose dedicated employees kept
working without pay, and whose city rallied to provide needed care
when it was needed most," said Ed Durnil, of Tranzon Asset
Advisors, which is conducting the sealed-bid auction.

The acute care hospital, located at 850 Riverview Road, Pineville,
Kentucky, has a total of 120 beds, including 30 skilled
nursing-long term beds and 12 geriatric/psychiatric nursing beds,
as well as an emergency room, intensive care unit, radiology,
operating room, physical and occupational suites. It is being
offered as an entirety as well as in eight lots.

"The top priority of the Trustee is to put it in the hands of new
owners who will provide the long-term stability and management the
people of Bell County deserve.  After looking at all our options,
we determined that an auction would provide the best opportunity
for this," said Jon Gay, attorney for the Trustee for the
Bankruptcy Estate.

Those seeking additional information about future auctions or about
selling real estate may visit www.tranzon.com or call
866.243.8243.

Tranzon Asset Advisors, headquartered in Elizabethtown, Kentucky,
is a partner company of Tranzon, LLC, selling valuable real estate
assets throughout the United States and overseas with more than 27
offices nationwide.  Tranzon Asset Advisors personnel hold to
exacting standards of practice and are longstanding members of the
National and numerous state auctioneer and commercial brokerage
associations.

For more information:
Carl Carter, 205-910-1952
Ed Durnil, 270-769-0284

                About Pineville Community Hospital

Pineville Community Hospital Association, Inc., filed for Chapter 7
bankruptcy liquidation on Nov. 29, 2018 (Bankr. E.D. Ky. Case No.
18-61486).

PCHA owned and operated the Pineville Community Hospital, now
called Southeastern Medical Center, until signing a sale agreement
with Fort Lauderdale, Fla.-based Americore Health in 2017.  PCHA
still owns the real estate, but it entered a long-term lease with
the new hospital owner, Americore.

In its bankruptcy petition, PCHA estimated assets as between $10
million and $50 million and listed its liabilities in the same
range.  PCHA said it has at least 200 creditors.

The 11 U.S.C. Sec. 341(a) meeting of creditors is scheduled for
Jan. 17, 2019.

The Debtor's attorneys:

         W Thomas Bunch, II
         271 West Short Street, Suite 805
         Lexington, KY 40507-1217
         Tel: (859) 254-5522
         E-mail: TOM@BUNCHLAW.COM


PITTSFIELD DEVELOPMENT: Chicago Bid to Junk Amended Complaint Nixed
-------------------------------------------------------------------
In the case captioned PITTSFIELD DEVELOPMENT, LLC, an Illinois
limited liability company, PITTSFIELD RESIDENTIAL, II, LLC, an
Illinois limited liability company, and PITTSFIELD HOTEL HOLDING,
LLC, an Illinois limited liability company Plaintiffs, v. CITY OF
CHICAGO, Defendant, No. 17 C 1951 (N.D. Ill.), District Judge
Charles P. Kocoras denied the City of Chicago's motion to dismiss
Plaintiffs' amended complaint and motion for partial
reconsideration.

On Jan. 16, 2018, Pittsfield filed its five-count amended
complaint. In Count I, Pittsfield alleges a regulatory taking claim
under the Fifth Amendment, stemming from the City's regulatory
taking of its property interest in floors 2-9. Count II also raises
the same challenge but alleges a regulatory taking of the building
permit itself. Counts III-V allege substantive due process
violations pertaining to the effective revocation of the Permit,
Development's interest in the Tower, and Residential's interest in
floors 10-12.

In Count II, Pittsfield alleges a confiscatory taking of the Permit
itself. The City argues that the sale of the Pittsfield Building
renders Counts II moot because Pittsfield is no longer able to
request a writ of mandamus. Pittsfield alleges that its claim is
not moot because the writ of mandamus was not a viable option after
the enactment of the Downzoning Ordinance. The Court agrees.

"The doctrine of mootness stems from Article III of the
Constitution, which limits the jurisdiction of federal courts to
live cases or controversies." The mootness doctrine requires that
parties possess "a personal stake in the outcome at all stages of
the litigation." "A case becomes moot, and the federal courts lose
subject matter jurisdiction, when a justiciable controversy ceases
to exist between the parties." Simply put, "[f]ederal courts lack
subject matter jurisdiction when a case becomes moot."

The Court finds that Count II is not moot because as thoroughly
explained, the Permit is an interest that warrants its own
substantive Takings analysis and that Pittsfield has plausibly
alleged both a Lucas and Penn Central claim. The Court is
unpersuaded by the City's argument that Pittsfield's claim is moot
because as previously explained, seeking a writ of mandamus was not
a viable option for Pittsfield after the enactment of the
Downzoning Ordinance. Therefore, Count II is not dismissed as
moot.

Count III alleges a substantive due process claim in the revocation
of the Permit. The City argues that Pittsfield has failed to
sufficiently allege such a claim because no constitutional
violation occurred, and Pittsfield had a sufficient state remedy in
the form of a writ of mandamus. Pittsfield alleges that it has a
constitutionally protected interest in the Permit and state law
fails to provide an adequate remedy.

Pittsfield has successfully alleged a substantive due process claim
in the Permit itself because the Permit is an interest that
warrants its own substantive Takings analysis. Also, Pittsfield
correctly points out that it did not have a viable state remedy
because a writ of mandamus was not a viable option.

Therefore, Pittsfield has sufficiently alleged a substantive due
process claim pertaining to the Permit.

Counts IV and V allege substantial due process violations
pertaining to Development and Residential. With regards to these
Counts, the Court refers to its November Order when discussing the
inherent uncomfortable dilemma facing us because of the factual
nature of the rational basis test. Therefore, as previously
detailed in the November Order, the Court finds that it is
ill-equipped at this juncture to dismiss these substantive due
process claims based on rational bases surmised entirely without
the benefit of fact discovery.

The Downzoning Ordinance affected but a single property, was passed
in direct contravention of the City's previously issued Permit, and
went into effect well after a significant portion of the Building
had been demolished -- all of which allegedly contributed to
substantial pecuniary loss on Pittsfield's behalf. These
allegations raise the reasonable inference that the Downzoning
Ordinance was arbitrary in nature. At the pleadings stage, this is
enough; the City will have ample opportunity in discovery to
unearth facts suggesting otherwise. The motion is denied as to
Pittsfield's substantive due process claims in Counts IV and V.

A copy of the Court's Memorandum Opinion dated March 12, 2019 is
available at https://bit.ly/2N7YBJz from Leagle.com.

Pittsfield Development LLC, an Illinois limited liability company,
Pittsfield Residential II LLC, an Illinois limited liability
company & Pittsfield Hotel Holdings, LLC, an Illinois limited
liability company, Plaintiffs, represented by Adrian M. Vuckovich
-- av@cb-law.com -- Collins Bargione & Vuckovich & Christopher
Robert Bargione --  chris@cb-law.com -- Collins & Bargione.

City Of Chicago, Defendant, represented by Andrew S. Mine , City of
Chicago, Law Department, William Macy Aguiar , City of Chicago,
Department of Law, Jennifer Zlotow , City of Chicago Department of
Law & Jordan Alexander Rosen , City of Chicago Law Department.

                 About Pittsfield Development

Pittsfield Development LLC, owner of approximately one-third of the
Pittsfield Building at 55 East Washington, Chicago, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Ill. Case No. 17-09513) on
March 26, 2017.  In the petition signed by Robert Danial, its
manager, the Debtor disclosed total assets of $2.34 million and
total liabilities of $8.76 million.

The Hon. Jacqueline P. Cox presides over the case.  

The Debtor engaged Factor Law as bankruptcy counsel.  The Debtor
tapped Kenneth W. Pilota P.C. as special real estate tax counsel;
Thompson Coburn LLP, as special real estate tax appeal counsel; and
Imperial Realty Company as real estate broker.


POST HOLDINGS: S&P Rates New Senior Unsecured Notes Due 2029 'B+'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '4'
recovery rating to Post Holdings Inc.'s proposed senior unsecured
notes due December 2029. The '4' recovery rating indicates S&P's
expectation for average (30%-50%; rounded estimate: 40%) recovery
in the event of a payment default. The company intends to use the
proceeds from these notes for general corporate purposes, including
debt repayment.

S&P said, "Our 'B+' issue-level rating and '4' recovery rating
(30%-50%) on Post's existing senior unsecured notes remain
unchanged. These include the company's $1 billion 5.5% notes due
2025, $400 million 8% notes due 2025, $1.75 billion 5% notes due
2026, $1.5 billion 5.75% notes due 2027, and $1 billion 5.625%
notes due 2028. The increase in unsecured claims for this issuance
changes the rounded recovery estimate to 40% from 45%.

"Our 'BB' issue-level rating and '1' recovery rating on the
company's $2.2 billion senior secured term loan B due 2024 also
remain unchanged. The '1' recovery rating indicates our expectation
for very high recovery (90%-100%; rounded estimate: 95%) in the
event of a default.

"All of our other ratings on the company, including the 'B+' issuer
credit rating, are unaffected by this transaction."

  Ratings List

  New Rating  
  Post Holdings Inc.
   Issuer Credit Rating B+/Stable/--

  New Rating
  Post Holdings Inc.
   Senior Unsecured
   US$500 mil sr nts due 12/15/2029 B+
   Recovery Rating 4(40%)

  Ratings Unchanged; Recovery Estimated Revised
                       To From
  Post Holdings Inc.
   Senior Unsecured B+
   Recovery Rating 4(40%)4(45%)


PRINCE ORGANIZATION: Taps Joyce W. Lindauer, Patel Law as Counsel
-----------------------------------------------------------------
Prince Organization, Nacogdoches LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Texas to hire Joyce W.
Lindauer Attorney, PLLC and The Patel Law Group, PLLC as its legal
counsel.

Both firms will provide services in connection with the Debtor's
Chapter 11 case, which include the preparation of a plan of
reorganization.

The primary attorneys and paralegal at Lindauer who will represent
the Debtor and their hourly rates are:

     Joyce Lindauer, Esq.                      $395
     Jeffery Veteto, Esq., Contract Attorney   $225
     Guy Holman, Esq., Contract Attorney       $210
     Dian Gwinnup, Paralegal                   $125

Jonathan Gitlin, Esq., the primary attorney at Patel Law Group who
will provide the services, will charge an hourly fee of $350.
Paralegals will charge $100 per hour.

Lindauer and Patel Law Group received $10,000 and $8,717,
respectively.  Each retainer included the filing fee of $1,717.

Both firms are are "disinterested" as defined in Section 101(14) of
the Bankruptcy Code, according to court filings.

The firms can be reached through:

     Joyce W. Lindauer, Esq.
     Jeffery M. Veteto, Esq.
     Guy H. Holman, Esq.
     Joyce W. Lindauer Attorney, PLLC
     12720 Hillcrest Road, Suite 625
     Dallas, TX 75230
     Telephone: (972) 503-4033
     Facsimile: (972) 503-4034
     Email: joyce@joycelindauer.com  
            jeff@joycelindauer.com  
            guy@joycelindauer.com

        -- and --

     Jonathan A. Gitlin, Esq.
     The Patel Law Group, PLLC
     1125 Executive Circle, Suite 200
     Irving, TX 75038
     Telephone: (972) 650-6848
     Facsimile: (972) 650-6167
     Email: jgitlin@patellegal.com

               About Prince Organization Nacogdoches

Prince Organization, Nacogdoches LLC, a privately held company in
the traveler accommodation industry, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No.
19-90145) on June 3, 2019.  At the time of the filing, the Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range.


QUANTUM CORP: Derivative Suit Settlement Gets Preliminary OK
------------------------------------------------------------
The Superior Court of California for Santa Clara County granted
preliminary approval on May 28, 2019, of the settlement in the
stockholder derivative action captioned In re Quantum Corp.
Derivative Litigation, Lead Case No. 18CV328139.

The Stipulation was entered into by and among these parties and by
and through their respective counsel:

   (i) Lead Plaintiff Dennis Palkon, who commenced the above-
       captioned litigation in the Superior Court of California,
       County of Santa Clara, Case No. 18cv328572, on behalf of
       Quantum Corporation against certain members of its Board
       of Directors and senior officers of the Company;

  (ii) Fuad Ahmad, Jon W. Gacek, Adalio Sanchez, Raghavendra Rau,
       Alex Pinchev, Clifford Press, Marc E. Rothman, and Eric
       Singer (collectively, the "Individual Defendants"); and

(iii) Nominal Defendant Quantum.

The Stipulation is intended by the Settling Parties to fully,
finally, and forever resolve, discharge, and settle the Released
Claims upon Court approval.

The derivative litigation brought on behalf of Quantum against the
Individual Defendants originally involved two cases before the
Santa Clara County Superior Court: Timothy Munn v. Jon W. Gacek, et
al., Case No. 18cv328139, filed on May 11, 2018 (the "Munn
Action"), and Dennis Palkon v. Jon W. Gacek, Case No. 18CV328139,
filed on May 22, 2018 (the "Palkon Action").

On Aug. 30, 2018, the Court entered an Order consolidating the Munn
Action and Palkon Action and setting a briefing schedule for
motions to appoint lead plaintiff and lead counsel.

On Sept. 13, 2018, Plaintiffs Munn and Palkon each moved for
appointment of Lead Plaintiff and approval of their selection of
Lead Counsel.  The briefing for the appointment of Lead
Plaintiff/Lead Counsel was completed on Oct. 4, 2018.

On or about Nov. 1, 2018, the Court issued a tentative order
indicating that it was inclined to appoint Plaintiff Palkon as Lead
Plaintiff and his counsel Johnson Fistel, LLP as Lead Counsel.
Following the Court's tentative order and before hearing on the
matter, Plaintiff Munn agreed to withdraw his competing motion for
appointment as Lead Plaintiff and to approve his selection of
Co-Lead Counsel.  That agreement was subsequently memorialized in a
stipulation filed with the Court on Nov. 8, 2018 and formally
entered by the Court on Nov. 9, 2018.

On Nov. 30, 2018, Plaintiff Munn filed a request for voluntary
dismissal of the Munn Action without prejudice, which the Court
granted on Dec. 3, 2018.  Although he previously alleged that a
litigation demand on the Company's Board of Directors would have
been a futile act, on Dec. 12, 2018, Munn made a written demand on
the Board of Directors.

The Palkon Action alleges, inter alia, that during the period
between at least April 1, 2016 through the present, Quantum's Board
and certain of the Company's senior officers breached their
fiduciary duties by causing Quantum to issue materially false and
misleading statements concerning the Company's financial health,
business operations, and growth prospects, including
misrepresentations concerning the Company's disclosure controls and
procedures, revenue recognition, and internal controls over
financial reporting.  The Palkon Action asserts claims against
the Individual Defendants for breach of fiduciary duty, abuse of
control, gross mismanagement, and unjust enrichment.  As a result
of the alleged wrongdoing, Plaintiff alleges that Quantum's stock
price traded at artificially inflated prices during the Relevant
Period, and that when the truth about the false and misleading
statements was revealed to the public on or about Feb. 8, 2018 in a
press release, Quantum's stock price suffered a market decline,
causing Quantum to sustain significant damages, including losses to
its market capitalization and harm to its reputation and goodwill.

On Dec. 14, 2018, counsel for Plaintiff and Defendants attended a
Case Management Conference, at which time they requested the Court
to adopt their proposed briefing schedule as it relates to the
filing of an amended derivative complaint by Plaintiff and a
response thereto by Defendants.  The Court adopted the parties'
proposed briefing schedule.  No further status conference has been
set.
  
                        Settlement Efforts

On or about early December 2018, in an effort to preserve the
resources of the Settling Parties and the Court, counsel conferred
about a potential settlement of the Action.  On or about Dec. 13,
2018, Plaintiff's Counsel submitted a detailed and confidential
settlement demand letter to Defendants' Counsel outlining a
proposed framework for settlement, which included, inter alia,
detailed proposed corporate governance reforms.

Upon receipt of Plaintiff's settlement demand, the Settling Parties
engaged in good faith, arm's-length negotiations over the next
several months, ultimately culminating in a definitive agreement to
settle the Action in late-February 2019 on the terms and subject to
the conditions set forth in the Settlement.

           Terms of Proposed Derivative Settlement

As a result of the filing, prosecution, and settlement of the
Action, Plaintiff obtained relief for Quantum by causing Quantum's
Board of Directors to agree to, within a period of 125 calendar
days from the Effective Date of the Settlement, adopt and/or
maintain for a period of no less than five years from the Effective
Date of the Settlement certain material Corporate Governance
Reforms.  The Corporate Governance Reforms include, inter alia: (i)
Board independence reforms, including appointment of a Lead
Independent Director, director term limits, meetings in executive
session, stockholder meetings, and Board diversity; (ii) creation
and maintenance of a Disclosure and Controls Committee; (iii) Audit
Committee reforms; (iv) a Compensation Clawback Policy to address
and remedy any future misconduct the Board may determine was
caused, in whole or in part, by the Company's CEO, CFO, or any
other officer or director of the Company; (v) adoption and
maintenance of a Compliance Officer charged with developing and
maintaining compliance procedures; (vi) Director training,
continuing education, evaluation and reporting, and annual
self-assessments; (vii) Confidential Whistleblower Program; and
(viii) Code of Business and Ethics reforms.

Additionally, the Company and the Board acknowledge that: (A) the
adoption, implementation, and maintenance of the Corporate
Governance Reforms confer substantial and material benefits upon
the Company; and (B) the initiation, prosecution, and resolution of
the Action were the sole factors for the implementation of the
Corporate Governance Reforms.

The Settlement also provides for the entry of judgment dismissing
the Action on the merits with prejudice, and the release of the
Released Claims as detailed in the Stipulation.

                       About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a scale-out tiered storage, archive
and data protection company, providing solutions for capturing,
sharing, managing and preserving digital assets over the entire
data lifecycle.  Quantum's end-to-end, tiered storage foundation
enables customers to maximize the value of their data by making it
accessible whenever and wherever needed, retaining it indefinitely
and reducing total cost and complexity.

As of Sept. 30, 2017, Quantum Corp had $211.2 million in total
assets, $335.5 million in total liabilities, and a total
stockholders' deficit of $124.3 million.

Quantum Corp filed a Form 12b-25 with the U.S. Securities and
Exchange Commission notifying the delay in the filing of its annual
report on Form 10-K for the year ended March 31, 2019.  Quantum
Corporation has determined that it is unable to file its Annual
Report for the fiscal year ended March 31, 2019 by June 14, 2019,
the original due date for that filing, without unreasonable effort
or expense due to certain circumstances.


REEL AMUSEMENTS: Waller Lansden Represents Seacoast, NBKC
---------------------------------------------------------
In the Chapter 11 case of Reel Amusements LLC, Waller Lansden
Dortch & Davis, LLP submitted a verified statement pursuant to Rule
2019 of the Federal Rules of Bankruptcy Procedure to disclose that
it represents secured creditors owed not less than $284,059:

    Client                           Claim
    ------                           -----
    Seacoast National Bank           Not less than $142,029
    NBKC Bank                        Not less than $142,029

Each of the Clients has engaged Waller to represent them in
connection with this chapter 11 case.

Attorneys for Seacoast National Bank and NBKC Bank:

        Blake D. Roth, Esq.
        WALLER LANSDEN DORTCH & DAVIS,LLP
        511 Union Street, Suite
        2700 Nashville, TN 37219-8966
        Telephone: 615-850-8749
        E-mail: Blake.Roth@wallerlaw.com

                   About Reel Amusements

Reel Amusements LLC filed a petition seeking relief under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Ten. Case no. 18-05883) on
Aug. 31, 2018.  At the time of filing, the Debtor estimated
$500,001 to $1 million in assets and $1 million to $10 million in
liabilities.  Denis Graham (Gray) Waldron at Niarhos & Waldron,
PLC, is the Debtor's counsel.


REGIONAL HEALTH: Has $184,000 Net Income for March 31 Quarter
-------------------------------------------------------------
Regional Health Properties, Inc., filed its quarterly report on
Form 10-Q, disclosing a net income of $184,000 on $5,424,000 of
total revenues for the three months ended March 31, 2019, compared
to a net loss of $2,528,000 on $5,987,000 of total revenues for the
same period in 2018.

At March 31, 2019, the Company had total assets of $136,834,000,
total liabilities of $130,472,000, and $6,362,000 in total
stockholders' equity.

The continuation of the Company's business is dependent upon its
ability: (i) to comply with the terms and conditions under the
Pinecone Credit Facility and the Second A&R Forbearance Agreement
(as amended by the Pinecone Amendment); and (ii) to refinance or
obtain further debt maturity extensions on the Quail Creek Credit
Facility, neither of which is entirely within the Company's
control.  These factors create substantial doubt about the
Company's ability to continue as a going concern.

The Company is following a strategy to repay the Pinecone Credit
Facility and Quail Creek Credit Facility within the next few
months.  If these efforts are unsuccessful, the Company may be
required to seek relief through a number of other available routes,
which may include a filing under the U.S. Bankruptcy Code.  The
consolidated financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a
going concern.

A copy of the Form 10-Q is available at:

                       https://is.gd/xrpq8Z

Regional Health Properties, Inc., through its subsidiaries,
operates as a self-managed healthcare real estate investment
company that invests primarily in real estate purposed for senior
living and long-term healthcare through facility lease and
sub-lease transaction.  The company's facilities offer a range of
health care and related services to patients and residents,
including skilled nursing and assisted living services, social
services, various therapy services, and other rehabilitative and
healthcare services for long-term and short-stay patients and
residents.  The company was founded in 1988 and is headquartered in
Suwanee, Georgia.


RIBO RESEARCH: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Ribo Research Holdings, LLC, according to court dockets.
    
                   About Ribo Research Holdings

Ribo Research Holdings, LLC  sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-02206) on April
4, 2019.  At the time of the filing, the Debtor had estimated
assets of less than $50,000 and liabilities of less than $1
million.  The case has been assigned to Judge Karen S. Jennemann.
The Debtor is represented by the Law Offices of Scott W. Spradley
PA.


SAINT JAMES APARTMENT: Seeks to Hire Robert Ginn as Attorney
------------------------------------------------------------
Saint James Apartment Partners LLC seeks approval from the U.S.
Bankruptcy Court for the District of Nebraska to hire an attorney
in connection with its Chapter 11 case.

The Debtor proposes to employ Robert V. Ginn, Esq., an attorney
based in Omaha, Neb., to give legal advice regarding its powers and
duties under the Bankruptcy Code and assist in the preparation of a
plan of reorganization.

The attorney will charge an hourly fee of $300 for his services.

Mr. Ginn does not represent interests adverse to the Debtor and its
bankruptcy estate, according to court filings.

Mr. Ginn maintains an office at:

     Robert Vaughan Ginn, Esq.
     1337 South 101st st, Ste 209
     Omaha, NE 68124
     Tel: 402-398-5434
     Email: rvginn@cox.net

               About Saint James Apartment Partners

Saint James Apartment Partners LLC, a company engaged in renting
and leasing real estate properties, sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Neb. Case No. 19-80878) on
June 7, 2019.  At the time of the filing, the Debtor estimated
assets of between $1 million and $10 million and liabilities of the
same range.  The case is assigned to Judge Thomas L. Saladino.
Robert Vaughan Ginn, Esq., is the Debtor's counsel.



SAVE MONEY: Taps Santana Byrd as Accountant
-------------------------------------------
Save Money and Retain Temperature, LLC received approval from the
U.S. Bankruptcy Court for the Middle District of Florida to hire
Santana, Byrd & Jaap, P.A. as its accountant.

The firm will assist the Debtor in the preparation of its federal
and state tax income returns.

Michael Jaap, the firm's accountant who will be providing the
services, disclosed in court filings that he does not hold any
interest adverse to the Debtor.

The firm can be reached through:

     Michael J. Jaap
     Santana, Byrd & Jaap, P.A.
     211 S. Boulevard
     Tampa, FL 33606
     Phone: (813) 254-2443
     Fax: (813) 258-3224
     E-mail: info@santanacpa.com

              About Save Money and Retain Temperature

Save Money and Retain Temperature, LLC, is an insulation contractor
in Tampa, Fla., which specializes in roofing, siding and sheet
metal work.

Save Money and Retain Temperature sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-04090) on
April 30, 2019.  At the time of the filing, the Debtor estimated
assets of between $1 million and $10 million and liabilities of the
same range.  Santana, Byrd & Jaap, P.A., is the Debtor's counsel.



SCIENTIFIC GAMES: Sylebra Discloses 9.6% Ownership Stake
--------------------------------------------------------
Sylebra HK Company Limited, Sylebra Capital Management, Jeffrey
Richard Fieler, and Daniel Patrick Gibson disclosed in a Schedule
13G/A filed with the Securities and Exchange Commission that as of
Dec. 31, 2017, they beneficially own 8,619,044 shares of Class A
common stock of Scientific Games Corporation, representing 9.6
percent of the shares outstanding.

As of Dec. 31, 2016, Sylebra HK, Sylebra Cayman, Mr. Fieler, and
Mr. Gibson beneficially owned 8,619,044 Class A Common Shares,
representing 9.8% of the shares outstanding.

As of Dec. 31, 2015, Sylebra HK, Sylebra Cayman, Mr. Fieler, and
Mr. Gibson beneficially owned 8,250,000 Class A Common Shares,
representing 9.6 percent of the shares outstanding.

Sylebra HK may be deemed to beneficially own the Shares by virtue
of its position as the investment advisor to Sylebra Cayman in
relation to Sylebra Capital Partners Master Fund, Ltd and other
advisory clients.  Sylebra Cayman serves as the investment manager
to Sylebra Capital Partners Master Fund, Ltd and is the parent of
Sylebra HK.  Mr. Fieler and Mr. Gibson equally share ownership of
Sylebra HK and Sylebra Cayman.  In those capacities, Sylebra HK,
Sylebra Cayman, Mr. Fieler and Mr. Gibson may be deemed to share
voting and dispositive power over the Shares held for the Sylebra
Capital Partners Master Fund Ltd and other advisory clients.

Full-text copies of the regulatory filings are available for free
at:

                    https://is.gd/bnWhDD
                    https://is.gd/ZX3yIP
                    https://is.gd/T9JAPJ

                   About Scientific Games

Based in Las Vegas, Nevada, Scientific Games Corporation
(NASDAQ:SGMS) -- http://www.scientificgames.com-- is a developer
of technology-based products and services and associated content
for the worldwide gaming, lottery, social and digital gaming
industries.  Its portfolio of revenue-generating activities
primarily includes supplying gaming machines and game content,
casino-management systems and table game products and services to
licensed gaming entities; providing instant and draw-based  lottery
products, lottery systems and lottery content and services to
lottery operators; providing social casino solutions to retail
consumers and regulated gaming entities, as applicable; and
providing a comprehensive suite of digital RMG and sports wagering
solutions, distribution platforms, content, products and services.


Scientific Games reported a net loss of $352.4 million for the year
ended Dec. 31, 2018, compared to a net loss of $242.3 million on
$3.08 for the year ended Dec. 31, 2017.  As of March 31, 2019,
Scientific Games had $8.83 billion in total assets, $11.26 billion
in total liabilities, and a total stockholders' deficit of $2.42
billion.


SCOTTY'S HOLDINGS: Plan Outline Hearing Scheduled for July 22
-------------------------------------------------------------
Bankruptcy Judge Jeffrey J. Graham is set to hold a hearing on July
22, 2019 at 1:30 p.m. to consider approval of Scotty's Brewhouse
Butler, LLC and affiliates' disclosure statement referring to their
proposed chapter 11 plan.

Any objection to the disclosure statement must be filed and served
at least five days prior to the hearing date.

The Troubled Company Reporter previously reported that the source
of funds used in the Plan to fund payments to creditors will be
those generated from continued operation of the Business and the
Exit Loan. The Net Monthly Income of the Reorganized Debtors
resulting from continued, normal business operations of the
Debtors' Business will be used to pay the Gift Card and personal
property tax claims in the ordinary course.

A copy of the Disclosure Statement is available at
https://tinyurl.com/yyv9znrs from stretto.com at no charge.

                  About Scotty's Holdings

Scotty's Brewhouse is a craft beer sports bar with 16 locations
throughout Indiana, Illinois, Ohio, Florida, and Texas.  The
original Scotty's Brewhouse was opened in Muncie, Indiana in 1996.

Scotty's Holdings, LLC and its affiliates, including Scotty's
Brewhouse, filed voluntary petitions seeking relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 18-09243)
on Dec. 11, 2018.  In the petitions signed by Berekk Blackwell,
executive manager, Scotty's Holdings estimated $1 million to $10
million in both assets and liabilities and Scotty's Brewhouse
estimated $100,000 to $500,000 in both assets and liabilities.

Judge Jeffrey J. Graham presides over the cases.  The Debtors hired
Quarles & Brady LLP and Hester Baker Krebs LLC as their legal
counsel.


SEARS HOMETOWN: Financing Arrangements Cast Going Concern Doubt
---------------------------------------------------------------
Sears Hometown and Outlet Stores, Inc. filed its quarterly report
on Form 10-Q, disclosing a net loss of $12,054,000 on $291,072,000
of net sales for the 13 weeks ended May 4, 2019, compared to a net
loss of $9,369,000 on $381,281,000 of net sales for the 13 weeks
ended May 5, 2018.

At May 4, 2019, the Company had total assets of $435,140,000, total
liabilities of $329,679,000, and $105,461,000 in total
stockholders' equity.

Senior Vice President and Chief Financial Officer E. J. Bird said,
"As a result of our inability to conclude at this time that the
refinancing of the Senior ABL Facility and the Term Loan will occur
before their February 2020 maturity dates, and due to the uncertain
impact on our business and financial performance associated with
ongoing operating losses in our Hometown segment, "substantial
doubt" (as defined by the Accounting Evaluation Requirements) is
deemed to exist about our ability to continue as a going concern
for the purposes of the Accounting Evaluation Requirements.  We
note, however, that we expect we will complete the Merger in
accordance with the Merger Agreement during the Company's fiscal
third quarter of 2019 prior to the maturity of the Senior ABL
Facility and the Term Loan."

Mr. Bird further stated, "The May 3, 2019 report of the Company's
independent registered public accounting firm that accompanied the
Consolidated Financial Statements included in the Annual Report on
Form 10-K incorporated the firm's audit opinion, which expressed
"Going Concern Uncertainty" (hereinafter the "Going Concern
Uncertainty").  The Senior ABL Facility and the Term Loan Agreement
provide that the Company's inability to obtain from the Company's
independent registered public accounting firm a report and opinion
that "shall not be subject to any 'going concern' or like
qualification or exception" constitutes an event of default, which
would give the Senior ABL Facility and the Term Loan Agreement
lenders the right to accelerate the maturity of all outstanding
loans, among other actions.  The Senior ABL Facility and the Term
Loan Agreement lenders have waived through October 31, 2019 any
default resulting from the Going Concern Uncertainty."

A copy of the Form 10-Q is available at:

                       https://is.gd/mulO8i

Sears Hometown and Outlet Stores, Inc. engages in the retail sale
of home appliances, lawn and garden equipment, tools, and hardware
in the United States. It operates in two segments, Sears Hometown
(Hometown) and Sears Outlet (Outlet).  Sears Hometown and Outlet
Stores, Inc. is headquartered in Hoffman Estates, Illinois.



SENIOR NH: Unsecured Creditors to Get 100% in Quarterly Payments
----------------------------------------------------------------
Senior NH, LLC, filed a Chapter 11 Plan and accompanying disclosure
statement providing that Class 3B - General Unsecured Claims,
totaling $602,654, are impaired.  All Allowed Unsecured Claims not
separately classified will be paid 100% of each Allowed Claim with
regular quarterly payments beginning the first Business Day of the
month, 30 days following the Effective Date.  Holders of Allowed
Unsecured Claims not separately classified under the Plan will
receive payments in cash in an amount equal to 100% percent of each
holder's Allowed Unsecured Claim plus interest accruing at the rate
of 5.0% APR payable in quarterly payments beginning the first
Business Day of the month 30 days following the Effective Date
until the earlier of (a) five years after the Effective Date, or
(b) until the Allowed Unsecured Claims are paid in full plus
interest at the rate of 5.0% APR.

Class 1 - Southern Bank $2,733,632.49 are impaired. Paid in full
according to contractual terms by Debtor. All legal, equitable and
contractual rights remain unaltered.

Class 2 - Metro City Bank $4,942,042.30 are impaired. Paid in full
according to contractual terms by Debtor. All legal, equitable and
contractual rights remain unaltered.

All payments under the Plan which are due on the Effective Date
will be funded from the Cash on hand, and operating revenues.
Funding after the Effective Date. The funds necessary to ensure
continuing performance under the Plan after the Effective Date will
be (or may be) obtained from:

   (a) any and all remaining Cash retained by the Reorganized
Debtor after the Effective Date;

   (b) Cash generated from the post-Effective Date operations of
the Reorganized Debtor; and

   (c) any other contributions or financing (if any) which the
Reorganized Debtor may obtain on or after the Effective Date.

A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y5e9ntfq from PacerMonitor.com
at no charge.

Attorney for Senior NH, LLC, is Theodore N. Stapleton, Esq., in
Atlanta, Georgia.

                    About Senior NH LLC

Senior NH, LLC operates a 100-bed skilled nursing facility known as
the Enid Senior Care located at 410 N. 30th Street, Enid, Okla.  

Senior NH sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Ga. Case No. 18-65904) on Sept. 21, 2018.  In the
petition signed by Christopher F. Brogdon, managing member, the
Debtor estimated assets of less than $10 million and liabilities of
less than $50 million.  The Debtor tapped Theodore N. Stapleton,
Esq., at Theodore N. Stapleton, P.C., as its counsel.


SMWS GROUP: Leasing of Maryland Property to Fund Proposed Plan
--------------------------------------------------------------
SMWS Group, LLC, filed with the U.S. Bankruptcy Court for the
District of Maryland a disclosure statement in support of its
chapter 11 plan dated June 11, 2019.

The Debtor currently owns the real property located at 14125 Seneca
Road, Germantown, Maryland. Debtor leases the real property, in its
entirety, to a food service establishment.

The Plan provides for a reorganization of Debtor's secured debt
obligations, as well as payment of administrative expenses, and
priority claims. Furthermore, individual unsecured creditors will
receive pro rata distributions in an amount that is equal to or
higher than they would receive under Chapter 7 liquidation as the
Debtor intends to repay unsecured creditors their claims at a 100%
repayment rate.

Funds for the implementation of the plan will be derived from the
leasing of the Maryland real property.

A copy of the Disclosure Statement dated June 11, 2019 is available
at https://tinyurl.com/y6crevq5 from Pacermonitor.com at no charge.


                    About SMWS Group

SMWS Group LLC SMWS Group LLC is a lessor of real estate based in
Germantown, Maryland. The company filed for chapter 11 bankruptcy
protection (Bankr. D. Md. Case No. 19-12941) on March 6, 2019, with
estimated assets of $1 million to $10 million and estimated
liabilities at $500,000 to $1 million. The petition was signed by
Asia Shah, managing member.

The Company previously sought bankruptcy protection on Dec. 13,
2018 (Bankr. D. Md. Case No. 18-26379).


SOTHEBY'S: Egan-Jones Lowers Senior Unsecured Ratings to BB
-----------------------------------------------------------
Egan-Jones Ratings Company, on June 17, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Sotheby's to BB from BB+.

Sotheby's is a British-founded American multinational corporation
headquartered in New York City. One of the world's largest brokers
of fine and decorative art, jewelry, real estate, and collectibles,
Sotheby's operation is divided into three segments: auction,
finance, and dealer.



SPRINGFIELD HOSPITAL: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Two affiliates that simultaneously filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code:

  Debtor                                                Case No.
  ------                                                --------
  Springfield Hospital, Inc.                            19-10283
    dba Ludlow Health Center (Active Trade Name)
    dba Rockingham Medical Group (Expired 10/27/2012)
    dba Rockingham Area Health Center (Expired 9/16/2011)
    dba The Windham Center for Mental Health Services (Expired    
        7/7/2011)
    dba Springfield Medical Group (Expired 10/27/2012)
    dba Springfield Sleep Medicine (Active Trade Name)
    dba Squeaky Sneakers (Expired 7/10/2011)
    dba Mointain View Physical Therapy (Active Trade Name)
    dba Surgical Associates (Active Trade Name)
    dba Breast Care Center (Active Trade Name)
    dba Family Medicine Associates (Expired 11/12/2015)
    dba Connecticut Valley Orthopaedics & Sports Medicine (Active  

        Trade Name)
    dba Connecticut Valley Ear, Notes & Throat (Active Trade Name)
    dba Pediatrict Network (Expired 8/7/14)
    dba Healthworks (Active Trade Name)
    dba Springfield Hospitalist Service (Active Trade Name)
    dba Springfield Urology Associates (Active Trade Name)
    dba The Women's Health Center of Springfield (Expired
        10/30/2017)
    dba Springfield Specialty Physicians (Active Trade Name)
    dba Bellows Falls Childcare Center (Expired 7/10/2011)
    dba Springfield Internal Medicine (Expired 8/7/2014)
    dba CT Valley FNT (Expired 10/27/2012)
    dba The Skin Cancer Clinic (Expired 10/26/2017)
    dba Connecticut Valley Ear, Nose & Throat (Expired 10/27/2014)
    dba Charlestown Family Medicine (Active Trade Name)
    dba Springfield Area Adult Day Service (Active Trade Name)
    dba The Windham Center for Psychiatric Care (Active Trade     
        Name)
    dba Springfield Urology (Expired 10/26/2017)
    dba Springfield Hospital Foundation (Active Trade Name)

Springfield Medical Care Systems, Inc.                  19-10285
    dba Rivermont Health
    dba Ridgewood Associaes in Internal Medicine
    dba Access Health Networth
    dba Mountain Valley Health Center
    dba Springfield Hospital Foundation
    dba Mountain Valley Medical Clinic
    dba Rockingham Health Center
    dba Chester Family Dental
    dba Access Health
    dba Springfield Urology
    dba Women's Health Center of Springfield
    dba Health Access Network
    dba Springfield Medical Care Systems Foundation
    dba Ludlow Dental Center
    dba Chester Dental Center
    dba Chester Health Center
    dba Health Transit
    dba Health Access
    dba Health Access Network
    dba Squeaky Sneakers - Springfield
    dba Squeaky Sneakers - Bellows Falls
    dba Springfield Health Center
    dba The Skin Cancer Clinic
25 Ridgewood Road
Springfield, VT 05156

Business Description: Springfield Medical Care Systems --
                      https://springfieldmed.org -- is a 501(c)
                      non-profit corporation, founded in 2009, as
                      the parent corporation to its nine-site
                      federally-qualified community health center
                      network and Springfield Hospital.  The
                      Company's healthcare system integrates
                      primary care, behavioral health, dental,
                      vision, and hospital care with a broad
                      network of community-based services.

                      Springfield Hospital --
                      www.springfieldhospital.org -- is a not-for-
                      profit, critical access hospital located in
                      Springfield, Vermont.  As part of
                      Springfield Medical Care Systems' integrated

                      system of care, including a network of ten
                      federally qualified community health center
                      sites, Springfield Hospital serves
                      communities in southeastern Vermont and
                      southwestern New Hampshire.

Chapter 11 Petition Date: June 26, 2019

Court: United States Bankruptcy Court
       District of Vermont (Burlington)

Judge: Hon. Colleen A. Brown

Springfield Hospital's
Counsel:                  Andrew Helman, Esq.
                          MURRAY, PLUMB & MURRAY
                          75 Pearl Street
                          P.O. Box 9785
                          Portland, ME 04104
                          Tel: 207-523-8290
                          Fax: 207-773-8023
                          Email: ahelman@mpmlaw.com

Springfield Medical's
Counsel:                  D. Sam Anderson, Esq.
                          BERNSTEIN, SHUR, SAWYER & NELSON, P.A.
                          100 Middle Street
                          Portland, ME 04101
                          Tel: 207-774-1200
                          Fax: 207-774-1127
                          Email: sanderson@bernsteinshur.com

                            - and -

                          Adam R. Prescott, Esq.
                          BERNSTEIN, SHUR, SAWYER & NELSON, P.A.
                          100 Middle Street
                          Portland, ME 04101
                          Tel: 207-774-1200
                          Email: aprescott@bernsteinshur.com
                      
                            - and -

                          Douglas J. Wolinsky, Esq.
                          PRIMMER PIPER EGGLESTON & CRAMER PC
                          PO Box 1489
                          Burlington, VT 05402-1489
                          Tel: (802) 864-0880
                          Fax: (802) 864-0328
                          Email: dwolinsky@primmer.com

Springfield Hospital's
Estimated Assets: $10 million to $50 million

Springfield Hospital's
Estimated Liabilities: $10 million to $50 million

Springfield Medical's
Estimated Assets: $1 million to $10 million

Springfield Medical's
Estimated Liabilities: $10 million to $50 million

Springfield Hospital's petition was signed by Michael Halstead,
interim chief executive officer.

Springfield Medical's petition was signed by Joshua R. Dufresne,
MBA, acting chief executive officer & HRSA project director.

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

          http://bankrupt.com/misc/vtb19-10283.pdf
          http://bankrupt.com/misc/vtb19-10285.pdf

A. List of Springfield Hospital's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
1. Ampersand                          Trade Debt          $76,973
Brockway Mills Hydro
717 Atlantic Avenue, Suite 1A
Boston, MA 02111
Tel: 617-933-7200

2. Berry Dunn                         Trade Debt         $119,662
PO Box 1100
100 Middle Street
Portland, ME
04104-9862
Tel: 603-669-7337

3. Canon Financial                    Trade Debt          $53,902
Services, Inc.
14904 Collections
Center Drive
Chicago, IL
60693-0149

4. Dartmouth Hitchcock                Trade Debt         $326,924
Attn: Treasury Dept - CBH
One Medical Center DR
Lebanon, NH 03766
Tel: 603-653-1157

5. Infinitt North America Inc.        Trade Debt         $261,616
Hillcrest Professional Plaza
755 Memorial Parkway, Ste 304
Phillipsburg, NJ 08865
Tel: 908-387-6960

6. Insight Health Corp                Trade Debt         $129,509
PO Box 847689
Dallas, TX 75284
Tel: 800-922-6296

7. Internal Revenue Service      Provider Tax (Est.)     $551,510
c/o United States
11 Elmwood Ave., 3rd Fl.
P.O. Box 570
Burlington, VT
05402-0570

8. McKesson                           Trade Debt         $174,217
PO Box 848442
Dallas, TX
75284-8442
Tel: 855-625-7385

9. New England Alliance for Health    Trade Debt         $214,488
Dartmouth Hitchcock
One Medical Center Drive
Lebanon, NH 03756-0001
Tel: 603-653-1149

10. Nuance Communications Inc.        Trade Debt          $61,730
PO Box 7247-6924
Philadelphia, PA
17170-6924
Tel: 866-383-9031

11. OneCareVermont                    Trade Debt         $501,165
Attn: Thomas Borys
356 Mountain View Dr., Suite 301
Colchester, VT 05446

12. Proact Inc.                       Trade Debt         $642,307
PO Box 1179
Buffalo, NY 14240
Tel: 877-776-2285

13. Rutland Regional Med Center       Trade Debt         $101,688
160 Allen Street
Rutland, VT 05701
Tel: 802-772-2856

14. Smith & Nephew Inc.               Trade Debt         $270,355
PO Box 205651
Dallas, TX
75320-5651
Tel: 800-343-8386

15. Sprague Energy Corp.              Trade Debt          $66,770
PO Box 842985
Boston, MA
02284-2985
Tel: 800-225-1560

16. State of Vermont              Medicare/Medicaid    $2,037,933
Lock Box                             Overpayment
State of Vermont
Agency of Human Service
Williston, VT 05495
Tel: 802-879-5900

17. T Systems Technologies Ltd.       Trade Debt          $67,250
PO Box 122537
Dept 2537
Dallas, TX
75312-2537
Tel: 800-667-2482

18. University of VT                  Trade Debt         $214,475
Med Ctr Inc.
PO Box 1902
Burlington, VT
05402-1902
Tel: 802-847-1793

19. Vista Staffing Solutions          Trade Debt          $66,276
File 50834
Los Angeles, CA
90074-0834

20. Weatherby Locums Inc.             Trade Debt          $72,833
PO Box 972633
Dallas, TX
753-2633
Tel: 800-328-3021

B. List of Springfield Medical's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
1. ProAct, Inc.                       Trade Debt         $642,306
6333 Route 298 - Suite 210
East Syracuse, NY 13057
Tel: 315-413-7780

2. Comprehensive Benefits            Self-Funded         $507,084
Administrator, In                   Health Claims
d/b/a CBA Blue
46 Bowdoin Street
South Burlington,
VT 05403-8800
Tel: 888-222-9206
Email: service@cbabluevt.com

3. Internal Revenue Services             Taxes           $279,385
P.O. Box 7346
Philadelphia, PA
19101-7346
Tel: 800-913-9358

4. Dartmouth Hitchcock                 Trade Debt        $188,189
One Medical Center Drive
Lebanon, NH 03756
Tel: 603-653-1157

5. Patterson Dental Supply             Trade Debt        $138,785
28244 Network Place
Chicago, IL 60673-1232
Tel: 866-784-8662

6. Allscripts                          Trade Debt        $135,679
24630 Network Place
Chicago, IL 60673-1246
Tel: 800-334-8534

7. CompHealth Medical Staffing         Trade Debt        $103,644
P.O. Box 972651
Dallas, TX
75397-2651
Tel: 203-642-5622

8. Emergency Services of NE            Trade Debt         $76,756
P.O. Box 12
Chester, VT 05143
Tel: 802-875-4511

9. The Brattleboro                     Trade Debt         $41,479
Savings & Loan
P.O. Box 1010
Brattleboro, VT 05302
Tel: 802-275-3984

10. UVM AHEC Program                   Trade Debt         $27,800
1 So Prospect St
Burlington, VT 05401
Tel: 802-656-2179
Email: ahec@uvm.edu

11. Bi-State Primary                   Trade Debt         $27,224
Care Assoc
525 Clinton St
Bow, NH 03304
Tel: 603-228-2830

12. Theracom LLC                       Trade Debt         $21,416
P.O. Box 640105
Cincinnati, OH
45264-0105
Tel: 775-857-2170

13. Merry Xray Inc.                    Trade Debt         $18,675
8020 Tyler Boulevard
Mentor, OH 44060
Tel: 802-863-2813

14. Mckesson Drug Company              Trade Debt         $17,785
P.O. Box 848442
Dallas, TX
75284-8442
Tel: 972-446-4800

15. GLC Associates Inc.                Trade Debt         $17,550
1290 Weston Rd, Suite 316
Weston, FL 33326
Tel: 954-384-6365
Email: info@glcgroup.com

16. Health Care &                      Trade Debt         $15,950
Rehabilitation Services
390 River Street
Springfield, VT 05156
Tel: 802-886-4500

17. Paragard Direct                    Trade Debt         $14,553
12601 Collection Center Drive
Chicago, IL 60693-0126
Tel: 800-322-4966

18. Town of Charlestown                Trade Debt         $14,362
P.O. Box 834
Charlestown, NH 03603
Tel: 603-826-5821

19. Michaud's Cleaning                 Trade Debt         $12,884
Service LLC
70 Windy Acres
Charlestown, NH 03603
Tel: 603-727-8464

20. Cardinal Health                    Trade Debt         $12,397
340B
5303 Collections
Center Drive
Chicago, IL 60693
Tel: 614-757-5000


STEVEN PARK: Selling Buena Park Commercial Building for $2.5M
-------------------------------------------------------------
Steven Yong Chan Park asks the U.S. Bankruptcy Court for the
Central District of California to authorize the sale of the
commercial building located at 7490 Orangethorpe Avenue, Buena
Park, California to Juhee Park, DDS, for $2.5 million.

The Debtor possesses two commercial buildings in Southern
California.  The buildings are: (i) located at 2225 Sepulveda
Boulevard, Torrance California; and (ii) the Buena Park Property.
The Properties are two of the Debtor's most significant assets and
are the assets around which it intends to reorganize.  The Motion
proposes a straight forward sale of the Buena Park Property.

Specifically, the Debtor wishes to sell the Buena Park Property to
the Buyer, and expects to receive approximately $2.5 million from
the Sale.  The parties have entered in to their Commercial Property
Purchase Agreement.  The Purchase Price is allocated with $2.1
million to the Buena Park Property, and $400,000 for the dental
practice located on the property.  The Sale is designed to pay the
estate's largest creditor, Hope Bancorp, Inc. in full.  The Sale
will be an arm's-length transaction and the Debtor expects to
realize the fair market value for the Buena Park Property.   

Specifically, the Purchase Agreement includes the following
material terms:

     a. The Buyer's placement of a $25,000 initial deposit;

     b. Subsequent additional escrow deposit of $185,000 upon the
effective date of the Purchase Agreement, however, the Buyer agreed
to make the additional escrow deposit within 30 days of the escrow
opening, or the closing of the sale, whichever occurs first;

     c. The Buyer will obtain a first-loan to finance the remainder
of the Purchase Price of the Buena Park Property;

     d. The 90-day closing period, with closing for the Buena Park
Property and the dental practice to be concurrent; and

     e. The $400,000 owed from the Buyer to the Debtor for the
dental practice will be paid in cash.

The Debtor asks that the Court approves the Sale of the Buena Park
Property free and clear of all Encumbrances, with all such
Encumbrances attaching only to the proceeds of the sale.

The Debtor also asks that the sale be made free of transfer, stamp
taxes, or other similar tax or governmental assessment in the
United States to maximize the return to the estate.

The Debtor is convinced that the proposed Sale is likely to
maximize the realizable value of the Buena Park Property for the
benefit of the Debtor's estate, creditors and other interested
parties, and pay the Debtor's largest creditor in full,
immediately.  

A hearing on the Motion is set for June 5, 2019 at 9:00 a.m.

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

  http://bankrupt.com/misc/Steven_Park_25_Sales.pdf

Steven Yong Chan Park sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 19-15009) on April 30, 2019.  The Debtor tapped
Jonathan C. Sandler, Esq., at Brownstein Hyatt Farber Schreck LLP,
as counsel.


SUNDANCE LLC: Seeks to Hire Reynolds Law as Legal Counsel
---------------------------------------------------------
Sundance LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of California to hire Reynolds Law Corporation as
its legal counsel.

The firm will provide services in connection with the Debtor's
Chapter 11 case, which include negotiations with its creditors;
assistance with respect to the sale of its assets; and the
preparation of a plan of reorganization.  

Stephen Reynolds, Esq., the firm's attorney who will be handling
the case, charges an hourly fee of $350.  His firm received a
retainer of $16,171, of which $4,200 was used for pre-bankruptcy
legal fees while $1,717 was used for the filing fee.

Mr. Reynolds neither holds nor represents any interest adverse to
the Debtor's bankruptcy estate, according to court filings.

Reynolds Law can be reached through:

     Stephen M. Reynolds, Esq.
     Reynolds Law Corporation
     424 2nd Street, Suite A
     Davis, CA 95616-4675  
     Phone: 530-771-6049 / 530-297-5030
     Fax: 530-297-5077
     Email: sreynolds@lr-law.net

                         About Sundance LLC

Sundance LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Cal. Case No. 19-23573) on June 3, 2019.  At the
time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.


SUNSTOCK INC: Hall & Company Raises Going Concern Doubt
-------------------------------------------------------
Sunstock, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$9,437,465 on $414,565 of revenues for the year ended Dec. 31,
2018, compared to a net loss of $36,276,542 on $10,497 of revenues
for the year ended in 2017.

The audit report of Hall & Company states that the Company has
suffered recurring losses from operations and has an accumulated
deficit that raise substantial doubt about its ability to continue
as a going concern.

The Company's balance sheet at Dec. 31, 2018, showed total assets
of $1,056,677, total liabilities of $3,962,084, and a total
stockholders' deficit of $2,905,407.

A copy of the Form 10-K is available at:

                       https://is.gd/VPr7f7

Sunstock, Inc., owns and operates a discount retail store under the
Dollar Green Stores name primarily in Sacramento, the United
States.  It also trades in precious metals.  The company was
formerly known as Sandgate Acquisition Corporation changed its name
to Sunstock, Inc., in July 2013.  Sunstock was founded in 2012 and
is based in Sacramento, California.


TALEN ENERGY: S&P Rates $470MM Sr. Sec. Notes, $500MM Term Loan BB
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '1'
recovery rating to Talen Energy Supply LLC's $500 million senior
secured term loan due 2026 and $470 million senior secured notes
due 2028. The '1' recovery rating indicates S&P's expectation for
very high (90%-100%; rounded estimate: 95%) recovery in the event
of a default. The notes and term loan rank pari passu with Talen's
existing senior secured revolving credit facility and term loans
with a first-priority claim on the company's assets. The company
intends to use the net proceeds from the notes to refinance its
existing senior secured term loans due in 2023 and 2024. As such,
S&P views this transaction as leverage neutral.

S&P said, "At the same time, we raised our issue-level ratings on
Talen's senior unsecured notes due 2019, 2021, and 2036 to 'B' from
'B-' and revised our recovery rating to '5' from '6' because Talen
has issued a guarantee on these debt tranches and they now rank
pari passu with its existing senior unsecured debt (which we rate
'B'). The '5' recovery rating indicates our expectation for modest
recovery (10%-30%; rounded estimate: 10%) in the event of a
default. We note that any changes in our valuation assumptions or
an increase in the company's outstanding corporate debt could cause
the expected recovery to fall below 10%, which would lead us to
lower our issue-level ratings on all of Talen's senior unsecured
debt by one notch."

Talen is an independent power producer with approximately 15
gigawatts of owned capacity in the PJM, Electric Reliability
Council of Texas (ERCOT), Independent System Operator-New England
(ISO-NE), New York Independent System Operator (NYISO), and Western
Electricity Coordinating Council (WECC) markets. The company
generates and sells electricity, capacity, and related products
from a fleet of nuclear, natural gas, and coal power plants in the
U.S.


TAWK DEVELOPMENT: Directed to File Status Report Every 90 Days
--------------------------------------------------------------
On Nov. 24, 2015, plaintiff Principal Global Investors, LLC filed a
complaint against defendant Tawk Development, LLC captioned
PRINCIPAL REAL ESTATE INVESTORS, LLC, Plaintiff(s), v. TAWK
DEVELOPMENT, LLC, Defendant(s), Case No. 2:15-CV-2218 JCM (VCF) (D.
Nev.). On Dec. 18, 2015, defendant filed a Chapter 11 petition for
relief with the United States Bankruptcy Court for the District of
Nevada, which automatically stayed this litigation. Since then,
this case has remained inactive.

In light of this, District Judge James C. Mahan orders defendant to
file a status report regarding the bankruptcy proceeding.
Thereafter, defendant must file a status report every ninety days.

A copy of the Court's Order dated March 8, 2019 is available at
https://bit.ly/2FoEZe4 from Leagle.com.

Principal Real Estate Investors, LLC, A Delaware limited liability
company, Plaintiff, represented by Bart K. Larsen , Kolesar &
Leatham, Chtd. & Lisa J. Zastrow, Lipson Neilson, P.C.

Tawk Development, LLC, Defendant, represented by Mark Malloy
Weisenmiller, Garman Turner Gordon LLP.

                   About Tawk Development

Las Vegas, Nevada-based Tawk Development, LLC, owns and operates a
198-unit resort style apartment complex known as Falcon Landing,
which is located at 5067 Madre Mesa Drive in Las Vegas.  It filed
for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No.
11-10584) on Jan. 14, 2011.  Gerald M. Gordon, Esq., and Talitha
Gray Kozlowski, Esq., at Gordon Silver, in Las Vegas, Nevada,
represented the Debtor as counsel.  The Debtor disclosed
$22,747,153 in assets and $21,263,119 in liabilities as of the
Chapter 11 filing.

Attorneys at Quarles & Brady LLP and Pisanelli Bice PLLC represent
Aviva Real Estate Investors (Falcon Landing), LLC, as counsel.
Aviva is the Debtor's principal secured creditor.

No offical committes have been appointed and no request for the
appointment of a trustee has been made.


TECHNICAL COMMUNICATIONS: Completes Restatement of Financials
-------------------------------------------------------------
Technical Communications Corporation announced the filing of its
Annual Report on Form 10-K for the fiscal year ended Sept. 29, 2018
with the Securities and Exchange Commission.  The Form 10-K
contains financial statements for fiscal year 2018 and restated
information for fiscal year 2017.  The Company also filed its
Quarterly Reports on Form 10-Q for the quarters ended Dec. 29, 2018
and March 30, 2019.

TCC had announced financial information and results of operations
for the fiscal year and quarter ended Sept. 29, 2018 in a Current
Report on Form 8-K filed on Dec. 10, 2018.  Subsequent to that
filing, management conducted a review of TCC's revenue recognition
policies, including its interpretations of ASC 605, Revenue
Recognition, among other matters.  Based upon this review, the
Audit Committee of TCC's Board of Directors, on the recommendation
of management after consultation with the Company's independent
registered public accounting firm, concluded that the Company
should modify the application of its revenue recognition policies,
specifically in connection with a services contract.  This
modification resulted in the restatement of the previously
announced financial information for the fiscal year and quarter
ended Sept. 29, 2018 as set forth in the Form 8-K filed on Dec. 10,
2018, as well as a restatement of the financial information
included in the Company's Annual Report on Form 10-K for the fiscal
year ended Sept. 30, 2017 and Quarterly Reports on Form 10-Q for
the fiscal quarters ended Dec. 30, 2017, March 31, 2018 and June
30, 2018.  The Company filed Quarterly Reports on Forms 10-Q/A for
those periods on June 24, 2019, to reflect the restatements.

The Company believes that the restatement will have no impact on
total revenue recognized over the life of the service contract that
is currently in effect.  Furthermore, TCC believes, based on
information available to date, that the restatement will have no
impact on the timing or magnitude of cash flows from operations.

The impact of the modification of revenue recognition was to
recognize $484,000 of revenue originally recorded in TCC's fiscal
year ended Sept. 30, 2017 in the fiscal year ended Sept. 29, 2018,
and to recognize $1,623,000 of revenue originally recorded in the
Company's fiscal year ended Sept. 29, 2018 in the fiscal year
ending Sept. 28, 2019.  As of Sept. 29, 2018, the Company had
$2,107,000 of deferred revenue recorded on its balance sheet as a
result of these modifications.

                 About Technical Communications

Concord, Massachusetts-based Technical Communications Corporation
-- http://www.tccsecure.com/-- specializes in secure
communications systems and customized solutions to protect highly
sensitive voice, data and video transmitted over a wide range of
networks.  

Technical Communications reported a net loss of $1.47 million on
$3.68 million of total net revenue for the year ended Sept. 29,
2018, compared to a net loss of $1.91 million on $3.72 million of
total net revenue for the year ended Sept. 30, 2017.  As of Sept.
29, 2018, Technical Communications had $4.10 million in total
assets, $2.56 million in total current liabilities, and $1.53
million in total stockholders' equity.

CohnReznick LLP, in Boston, Massachusetts, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated June 21, 2019, on the Company's consolidated financial
statements for the year ended Sept. 29, 2018, citing that the
Company has suffered recurring losses from operations and has an
accumulated deficit of $2,786,356 at Sept. 29, 2018.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


TECHNICAL COMMUNICATIONS: Incurs $1.47 Million Net Loss in 2018
---------------------------------------------------------------
Technical Communications Corporation filed with the Securities and
Exchange Commission its Annual Report on Form 10-K reporting a net
loss of $1.47 million on $3.68 million of total net revenue for the
year ended Sept. 29, 2018, compared to a net loss of $1.91 million
on $3.72 million of total net revenue for the year ended Sept. 30,
2017.

As of Sept. 29, 2018, Technical Communications had $4.10 million in
total assets, $2.56 million in total current liabilities, and $1.53
million in total stockholders' equity.

CohnReznick LLP, in Boston, Massachusetts, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated June 21, 2019, on the Company's consolidated financial
statements for the year ended Sept. 29, 2018, citing that the
Company has suffered recurring losses from operations and has an
accumulated deficit of $2,786,356 at Sept. 29, 2018.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

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

                    https://is.gd/P3uZei

                About Technical Communications

Concord, Massachusetts-based Technical Communications Corporation
-- http://www.tccsecure.com/-- specializes in secure
communications systems and customized solutions to protect highly
sensitive voice, data and video transmitted over a wide range of
networks.


TECHNICAL COMMUNICATIONS: Posts $172,600 Net Income in Q2
---------------------------------------------------------
Technical Communications Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting net
income of $172,607 on $1.92 million of total net revenue for the
three months ended March 30, 2019, compared to a net loss of
$438,926 on $803,966 of total net revenue for the three months
ended March 31, 2018.

For the six months ended March 30, 2019, the Company reported a net
loss of $74,984 on $3.04 million of total net revenue compared to a
net loss of $770,956 on $1.64 million of total net revenue for the
six months ended March 31, 2018.

As of March 30, 2019, the Company had $3.26 million in total
assets, $1.78 million in total current liabilities, and $1.47
million in total stockholders' equity.

The Company has suffered recurring losses from operations and had
an accumulated deficit of $2,861,000 at March 30, 2019.  These
factors raise substantial doubt about the Company's ability to
continue as a going concern within one year from the issuance date
of the unaudited consolidated financial statements included in this
Quarterly Report.

The Company anticipates that its principal sources of liquidity
will only be sufficient to fund activities to January 2020.  In
order to have sufficient cash to fund operations beyond that point,
the Company will need to secure new customer contracts, raise
additional equity or debt capital or reduce expenses, including
payroll and payroll-related expenses.

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

                     https://is.gd/XvI6LS

                 About Technical Communications

Concord, Massachusetts-based Technical Communications Corporation
-- http://www.tccsecure.com/-- specializes in secure
communications systems and customized solutions to protect highly
sensitive voice, data and video transmitted over a wide range of
networks.  

Technical Communications reported a net loss of $1.47 million on
$3.68 million of total net revenue for the year ended Sept. 29,
2018, compared to a net loss of $1.91 million on $3.72 million of
total net revenue for the year ended Sept. 30, 2017.  As of Sept.
29, 2018, Technical Communications had $4.10 million in total
assets, $2.56 million in total current liabilities, and $1.53
million in total stockholders' equity.

CohnReznick LLP, in Boston, Massachusetts, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated June 21, 2019, on the Company's consolidated financial
statements for the year ended Sept. 29, 2018, citing that the
Company has suffered recurring losses from operations and has an
accumulated deficit of $2,786,356 at Sept. 29, 2018.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


TEVOORTWIS DAIRY: U.S. Trustee Forms 3-Member Committee
-------------------------------------------------------
The Office of the U.S. Trustee on June 24 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of TeVoortwis Dairy LLC.

The committee members are:

     (1) Clint Cherney Harvey Commodities LLC
         729 W. Main Street
         P.O. Box 189
         Carson City, Michigan 48811
         Phone: 989-584-3641
         Email: ccherney@harveyscommodities.com

     (2) Terry Nobis Nobis Agri Science, Inc.
         P.O. Box 394
         Plainwell, Michigan 49080
         Phone: 616-437-0295
         Email: terry@nobisagri.com

     (3) Jeff Herbers Vita Plus Corporation
         P.O. Box 259126
         Madison, Wisconsin 53725
         Phone: 608-250-4290
         Fax: 608-283-7990
         Email: jherbers@vitaplus.com

Official creditors' committees serve as fiduciaries to the general
population of creditors they represent.  They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.

                      About TeVoortwis Dairy

TeVoortwis Dairy, LLC is a privately held company in Bad Axe,
Mich., that operates in the dairy farming industry.

TeVoortwis Dairy sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-21104) on May 24,
2019.  At the time of the filing, the Debtor disclosed assets of
between $10 million and $50 million and liabilities of the same
range.  The case has been assigned to Judge Daniel S. Opperman.
Keith A. Schofner, Esq., at Lambert Leser, is the Debtor's
bankruptcy counsel.


TOGA LTD: Incurs $6.8-Mil. Net Loss for Quarter Ended April 30
--------------------------------------------------------------
Toga Limited filed its quarterly report on Form 10-Q, disclosing a
net loss of $6,776,628 on $3,104,032 of total revenue for the three
months ended April 30, 2019, compared to a net loss of $438,848 on
$73,988 of total revenue for the same period in 2018.

At April 30, 2019, the Company had total assets of $9,147,532,
total liabilities of $1,860,668, and $7,286,864 in total
stockholders' equity.

The Company, through April 30, 2019, has not yet generated net
income for any fiscal year and has accumulated deficit and has
incurred net losses.  These conditions, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.  The Company's continuation as a going concern is
dependent on its ability to meet its obligations, to obtain
additional financing as may be required and ultimately to attain
profitability.

A copy of the Form 10-Q is available at:

                       https://is.gd/zlXTps

Toga Limited develops social media app for mobile devices.  It
offers Yippi, a messaging app that focuses on entertainment and
security, which allows users to send various messages, photos, and
voice messages, as well as broadcasts to up to 100 contacts at a
time.  The company was formerly known as Blink Couture, Inc., and
changed its name to Toga Limited in December 2016.  Toga Limited
was founded in 2003 and is headquartered in Las Vegas, Nevada.



TRONOX LIMITED: Egan-Jones Assigns CCC FC Senior Unsecured Rating
-----------------------------------------------------------------
Egan-Jones Ratings Company, on June 18, 2019, assigned 'CCC'
foreign currency senior unsecured rating on debt issued by Tronox
Limited. EJR also assigned a 'C' rating on commercial paper issued
by the Company.

Headquartered in Stamford, Connecticut, Tronox Limited is an
American worldwide chemical company involved in the titanium
products industry with approximately 7,000 employees.



TWIFORD ENTERPRISES: Twiford Buying Equipment for $115K
-------------------------------------------------------
Twiford Enterprises, Inc., asks the U.S. Bankruptcy Court for the
District of Wyoming to authorize the private sale of (i) 2015 John
Deere 6150M Tractor, (ii) 2015 John Deere H360 Loader &
Attachments, (iii) 2015 Frontier AP12GAP12G Bale Fork, and (iv)
2010 John Deere 568 Round Baler to John Twiford for $115,000.

The 2015 John Deere 6150M Tractor, 2015 John Deere H360 Loader &
Attachments, 2015 Frontier AP12GAP12G Bale Fork are subject to a
lien held by Farm Credit Service of America, PCA.  The creditor's
proof of claim filed shows the value of its collateral at $86,000
as secured.

The 2010 John Deere 568 Round Baler is subject to a lien held by
Deere & Co., doing business as John Deere Financial.  The
creditor's proof of claim filed shows a balance of $6,650, which
amount has been designated as fully secured.

The parties have entered into their Purchase Agreement.  Said sale
will be free and clear of liens.  The Property is not necessary for
the reorganization of the Debtor's financial affairs.

In satisfaction of the allowed amount of the secured claims against
the subject equipment, the Debtor will pay $86,000 to PCA and
$6,650 to Deere upon its receipt of the proceeds from the sale.

It is in all parties' best interest that the Equipment be sold in
the manner proposed.

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

     http://bankrupt.com/misc/Twiford_Enterprises_517_Sales.pdf

The Purchaser:

          John R. Twiford
          215 Ponderosa Trail
          Cheyenne, WY 82009

                    About Twiford Enterprises

Twiford Enterprises, Inc. is a privately held company in Glendo,
Wyoming in the crop farming industry.  The Company owns in fee
simple 2870 acres of land and buildings located at 642 Horseshoe
Creek Road Glendo, Wyoming having an appraised value of $4.65
million.  Its gross revenue amounted to $2.23 million in 2017 and
$2.38 million in 2016.

Twiford Enterprises, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D. Wyo. Case No. 18-20120) on March 9, 2018.  In its
petition signed by its secretary, Jack Twiford, the Debtor
disclosed total assets of approximately $7.68 million and total
debt of $6.49 million.  The Hon. Cathleen D. Parker is the case
judge.  The Debtor hired Stephen R. Winship, Esq., at Winship &
Winship, P.C., as counsel.


TWIFORD ENTERPRISES: Twiford Buying Personal Property for $115K
---------------------------------------------------------------
Twiford Enterprises, Inc., asks the U.S. Bankruptcy Court for the
District of Wyoming to authorize the private sale of (i) 2015 John
Deere 6150M Tractor, (ii) 2015 John Deere H360 Loader &
Attachments, (iii) 2015 Frontier AP12GAP12G Bale Fork, and (iv)
2010 John Deere 568 Round Baler, Model 567, to John Twiford for
$115,000.

The 2015 John Deere 6150M Tractor, 2015 John Deere H360 Loader &
Attachments, 2015 Frontier AP12GAP12G Bale Fork are subject to a
lien held by Farm Credit Service of America, PCA.  The creditor's
proof of claim filed shows the value of its collateral at $50,724
as secured.

The 2010 John Deere 568 Round Baler is subject to a lien held by
Deere & Co., doing business as John Deere Financial.  The
creditor's proof of claim filed shows a balance of $6,650, which
amount has been designated as fully secured.

The parties have entered into their Purchase Agreement.  Said sale
will be free and clear of liens.  The Property is not necessary for
the reorganization of the Debtor's financial affairs.

In satisfaction of the allowed amount of the secured claims against
the subject equipment, the Debtor will pay $50,724 to PCA and
$6,650 to Deere upon its receipt of the proceeds from the sale.

It is in all parties' best interest that the Equipment be sold in
the manner proposed.

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

     http://bankrupt.com/misc/Twiford_Enterprises_518_Sales.pdf

The Purchaser:

          John R. Twiford
          215 Ponderosa Trail
          Cheyenne, WY 82009

                    About Twiford Enterprises

Twiford Enterprises, Inc. is a privately held company in Glendo,
Wyoming in the crop farming industry.  The Company owns in fee
simple 2870 acres of land and buildings located at 642 Horseshoe
Creek Road Glendo, Wyoming having an appraised value of $4.65
million.  Its gross revenue amounted to $2.23 million in 2017 and
$2.38 million in 2016.

Twiford Enterprises, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D. Wyo. Case No. 18-20120) on March 9, 2018.  In its
petition signed by its secretary, Jack Twiford, the Debtor
disclosed total assets of approximately $7.68 million and total
debt of $6.49 million.  The Hon. Cathleen D. Parker is the case
judge.  The Debtor hired Stephen R. Winship, Esq., at Winship &
Winship, P.C., as counsel.


UNDER ARMOUR: Egan-Jones Lowers Sr. Unsec. Debt Ratings to BB
-------------------------------------------------------------
Egan-Jones Ratings Company, on June 19, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Under Armour Incorporated to BB from BB+.

Under Armour, Inc. is an American company that manufactures
footwear, sports, and casual apparel. Under Armour's global
headquarters are located in Baltimore, Maryland.


VELT INTERNATIONAL: Says Substantial Going Concern Doubt Exists
---------------------------------------------------------------
Velt International Group Inc. filed its quarterly report on Form
10-Q, disclosing a net loss of $717,555 on $0 of revenues for the
three months ended March 31, 2019, compared to a net loss of
$22,788 on $15,048 of revenues for the same period in 2018.

At March 31, 2019, the Company had total assets of $4,681,692,
total liabilities of $106,365, and $4,575,327 in total equity.

Principal Executive Officer Ali Kasa said, "The Company
demonstrates adverse conditions that raise substantial doubt about
the Company's ability to continue as a going concern.  These
adverse conditions are negative financial trends, specifically
negative working capital, recurring operating losses, accumulated
deficit and other adverse key financial ratios."

The Company did not generate revenues to cover its operating
expense during the six months ended March 31, 2019.

Mr. Kasa further stated, "The Company plans to continue obtaining
funding from the majority shareholder and the President of the
Company to support the Company's normal business operating.  There
is no assurance, however, that the Company will be successful in
raising the needed capital and, if funding is available, that it
will be available on terms acceptable to the Company."

A copy of the Form 10-Q is available at:

                       https://is.gd/k3kWek

As of January 24, 2019, Velt International Group Inc. was acquired
by THF International (Hong Kong) Ltd, in a reverse merger
transaction.



VIDANGEL INC: Court Dismisses Suit vs Disney, et al.
----------------------------------------------------
District Judge David Nuffer dismissed the adversary proceeding
captioned VIDANGEL, INC., Plaintiff, v. DISNEY ENTERPRISES, INC.,
LUCASFILM LTD. LLC, TWENTIETH CENTURY FOX FILM CORPORATION, WARNER
BROS. ENTERTAINMENT INC., MVL FILM FINANCE LLC, NEW LINE
PRODUCTIONS, INC., AND TURNER ENTERTAINMENT CO., Defendants, Adv.
Case No. 18-ap-02016-KRA (D. Utah).

The adversary case "arises in" and is "related to" a Chapter 11
bankruptcy. The adversary case does not raise causes of action
created by the Bankruptcy Code, but it would not be in this court,
were it not for the bankruptcy case filed by VidAngel because the
case was filed pursuant to VidAngel's Chapter 11 bankruptcy. The
outcome of the adversary case could alter VidAngel's rights,
liabilities, options, or freedoms of action, which could
conceivably impact the handling and administration of the
bankruptcy estate. Therefore, this court has jurisdiction under
Section 1334(b). However, the inquiry into whether to exercise
jurisdiction does not end there.

"The plain language of section 28 U.S.C. 1334(c)(1) provides for
abstention when it would serve the interest of justice, or . . .
the interest of comity with State courts or respect for State law."
The Tenth Circuit Court of Appeals recently issued guidance on when
to abstain when two federal suits are pending.

As a starting point, courts should apply the first-to-file rule.
Under this rule, courts consider three factors: (1) the chronology
of events, (2) the similarity of the parties involved, and (3) the
similarity of the issues or claims at stake.

Here, all three factors under the first-to-file rule are satisfied.
Four of the defendants in this action (the "California Plaintiffs")
sued VidAngel in the United States District Court for the Central
District of California on June 9, 2016--more than 20 months before
VidAngel filed its Adversary Complaint. As a result, the California
court has priority to consider the issues in the case. The parties
and issues at stake also substantially overlap between this
proceeding and the California proceeding.

VidAngel argues that equitable factors support the exercise of
jurisdiction over this matter -- primarily that (1) Utah is a more
convenient forum; and (2) the Utah community has an interest in the
litigation because the majority of VidAngel's customers are located
in Utah. While equitable factors may bear on the inquiry of whether
to abstain, the equitable considerations raised by VidAngel do not
overcome the first-to-file rule in this case. Interested VidAngel
customers, regardless of their location, are capable of following
the progress of the case. And, convenience of the parties and
witnesses is more appropriate for the California court to consider
in a motion to transfer venue. Overall, abstention from exercising
jurisdiction over the Adversary Complaint is merited. The action,
therefore, is dismissed.

A copy of the Memorandum Decision and Order dated March 8, 2019 is
available at https://bit.ly/2xbdf8e from Leagle.com.

VidAngel, Plaintiff, represented by Brian M. Rothschild --
brothschild@parsonsbehle.com -- PARSONS BEHLE & LATIMER, Grace S.
Pusavat -- gpusavat@parsonsbehle.com -- PARSONS BEHLE & LATIMER &
J. Thomas Beckett -- tbeckett@parsonsbehle.com -- PARSONS BEHLE &
LATIMER.

Disney Enterprises, Lucasfilm, MVL Film Finance, New Line
Productions, Twentieth Century Fox Film Corporation, Warner
Brothers Entertainment & Turner Entertainment, Defendants,
represented by Brent O. Hatch , HATCH JAMES & DODGE --
bhatch@hjdlaw.com -- Michael R. Johnson -- mjohnson@rqn.com -- RAY
QUINNEY & NEBEKER, Rose Leda Ehler -- Rose.Ehler@mto.com -- MUNGER
TOLLES & OLSON LLP, pro hac vice, David H. Leigh -- dleigh@rqn.com
-- RAY QUINNEY & NEBEKER, Kelly M. Klaus , MUNGER TOLLES & OLSON
LLP, pro hac vice, Lev E. Breydo , MUNGER TOLLES & OLSON LLP & Todd
J. Rosen , MUNGER TOLLES & OLSON LLP.

                    About VidAngel Inc.

Based in Provo, Utah, VidAngel, Inc. is an entertainment platform
empowering users to filter language, nudity, violence, and other
content from movies and TV shows on modern streaming devices such
as iOS, Android, and Roku.  The company's newly launched service
empowers users to filter via their Netflix, Amazon Prime, and HBO
on Amazon Prime accounts, as well as enjoy original content
produced by VidAngel Studios.  Its signature original series, Dry
Bar Comedy, now features the world's largest collection of clean
standup comedy, earning rave reviews from fans nationwide.

VidAngel filed a Chapter 11 petition (Bankr. D. Utah Case No.
17-29073) on Oct. 18, 2017.  In the petition signed by CEO Neal
Harmon, the Debtor estimated $1 million to $10 million in both
assets and liabilities.  

Judge Kevin R. Anderson oversees the case.

The Debtor tapped J. Thomas Beckett, Esq., at Parsons Behle &
Latimer, as bankruptcy counsel; Durham Jones & Pinegar, Baker
Marquart LLP, and Stris & Maher LLP as special counsel; and Tanner
LLC as auditor and advisor.  The Debtor also hired economic
consulting expert Analysis Group, Inc.


WAYPOINT LEASING: Akin Gump Represents WAC 8 Noteholders
--------------------------------------------------------
In Waypoint Leasing Holdings Ltd., et al.'s Chapter 11 proceedings,
the WAC 8 Noteholders submitted a verified statement pursuant to
Rule 2019 of the Federal Rules of Bankruptcy Procedure.

The WAC 8 Noteholders engaged Akin Gump Strauss Hauer & Feld LLP on
June 14, 2018, to represent it in connection with the potential
restructuring of the Debtors.  Akin Gump represents only the WAC 8
Noteholders in the Chapter 11 cases.

As of Jan. 11, 2019, the WAC 8 Noteholders and their disclosable
economic interests are:

    1. The Prudential Insurance Company of America
       * 4.41% Series A Notes due Oct. 15, 2022: $7,109,172
       * 4.41% Series A Notes due Oct. 15, 2022: $23,840,281
       * 2.83625% Series B Notes due Oct. 15, 2022: EUR2,444,537
       * 2.83625% Series B Notes due Oct. 15, 2022: EUR4,065,854

    2. Prudential Retirement Insurance and Annuity Company
       * 4.41% Series A Notes due Oct. 15, 2022: $11,168,377
       * 2.83625% Series B Notes due Oct. 15, 2022: EUR20,701,941

    3. PRUCO Life Insurance Company
       * 2.83625% Series B Notes due Oct. 15, 2022: EUR7,994,366

    4. Universal Prudential Arizona Reinsurance Term Company
       * 4.41% Series A Notes due Oct. 15, 2022: $5,562,732

    5. Prudential Retirement Guaranteed Cost Business Trust
       * 2.83625% Series B Notes due Oct. 15, 2022: EUR1,026,722

    6. Prudential Legacy Insurance Company of New Jersey
       * 2.83625% Series B Notes due Oct. 15, 2022: EUR4,858,926

    7. Massachusetts Mutual Life Insurance Company
       * 4.41% Series A Notes due Oct. 15, 2022: $11,920,141
       * 4.51% Series C Notes due Oct. 15, 2022: $19,866,901

    8. The Northwestern Mutual Life Insurance Company
       * 4.41% Series A Notes due Oct. 15, 2022: $39,733,802

The WAC 8 Noteholders engaged Akin Gump Strauss Hauer & Feld LLP on
June 14, 2018, to represent them in connection with the potential
restructuring of the Debtors.  Akin Gump represents only the WAC 8
Noteholders in the Chapter 11 cases.

The WAC 8 Noteholders' attorneys are:

         David H. Botter, Esq.
         AKIN GUMP STRAUSS HAUER & FELD LLP
         One Bryant Park
         New York, New York 10036
         Tel: (212) 872-1000
         Fax: (212) 872-1002

              - and –

         Renee M. Dailey, Esq.
         Katherine L. Lindsay, Esq.
         AKIN GUMP STRAUSS HAUER & FELD LLP
         100 Pearl Street, 14th Floor
         Hartford, CT 06103
         Tel: (860) 263-2930
         Fax: (860) 263-3232
         E-mail: renee.dailey@akingump.com
                 Kate.lindsay@akingump.com

                   About Waypoint Leasing

Waypoint Leasing -- http://waypointleasing.com/-- is a global
helicopter leasing company founded in 2013 focused on acquiring and
leasing rotary wing aircraft to helicopter operators throughout the
world.  Though the Debtors lease aircraft to operators in the
emergency medical, search and rescue, and utility sectors, the
majority of the Debtors' lessees are helicopter service providers
servicing the offshore oil and gas industry.  The company is
headquartered in Limerick, Ireland.

Waypoint Leasing Holdings Ltd. and 142 affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-13648) on Nov. 25,
2018 to facilitate the sale of the assets to a new owner.

The Debtors disclosed $1.62 billion in total assets and $1.23
billion in liabilities as of Oct. 31, 2018.

The Honorable Stuart M. Bernstein is the case judge.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Houlihan
Lokey Capital, Inc. as investment banker; FTI Consulting, Inc., as
financial advisor; Accenture LLP as corporate advisor; and Kurtzman
Carson Consultants LLC as claims and administrative agent.


WAYPOINT LEASING: Milbank Represents Barclays, Other DIP Lenders
----------------------------------------------------------------
In Waypoint Leasing Holdings Ltd., et al.'s Chapter 11 proceedings,
Milbank, Tweed, Hadley & McCloy LLP submitted a verified statement
pursuant to rule 2019 of the Federal Rules of Bankruptcy Procedure
in connection with Milbank's representation of the Steering
Committee of certain prepetition lenders and DIP lenders of the
Debtors.

As of Jan. 14, 2019, members of the Steering Committee and their
disclosable economic interests were:

    1. Barclays Bank plc
       745 Seventh Avenue
       New York, NY 10019
       * WAC1 Credit Facility: $34,098,115
       * WAC7 Credit Facility: $18,181,818
       * DIP Facility:$7,320,016 committed

    2. Deutsche Bank AG
       60 Wall Street, 5th Floor
       New York, NY 10005
       * WAC6 Credit Facility: $23,024,135
       * WAC7 Credit Facility: $18,181,818
       * DIP Facility: $1,796,722 committed

    3. Lombard North Central (RBS)
       250 Bishopsgate, 4th Floor
       London, EC2M 4AA
       * WAC9 Credit Facility: $56,006,505 and EUR32,968,749
       * DIP Facility:$2,000,000 committed

    4. MUFG Union Bank
       445 South Figueroa St., Suite 403
       Los Angeles, CA 90071
       * WAC1 Credit Facility: $17,049,057
       * WAC3 Credit Facility: $21,870,833
       * WAC7 Credit Facility: $22,727,272
       * WAC12 Credit Facility:$9,785,189

    5. Prudential Capital Group
       4655 Broad Street, 16th Floor
       Newark, NJ 07102
       * WAC8 Credit Facility: $47,680,562 and EUR41,092,348

    6. Sumitomo Mitsui Banking Corporation
       599 Queen Victoria Street
       London EC4V 4EH
       * WAC12 Credit Facility: $8,498,336 and EUR19,501,763

    7. SunTrust Banks, Inc.
       6401 E. Jackson St, Suite 2000
       Tampa, FL 33602
       * WAC7 Credit Facility: $27,272,727
       * DIP Facility: $10,980,024 committed

On June 13, 2018, the Steering Committee retained Milbank to
represent it in connection with a potential or actual restructuring
transaction concerning the Company.  Over the course of the last
several months and following the commencement of the Debtors'
chapter 11 cases on November 25, 2018, the composition of the
Steering Committee has changed from time to time.

Subsequent to the date on which Milbank was retained by the
Steering Committee, several members of the Steering Committee
became DIP Lenders.  The Steering Committee therefore now consists
of certain prepetition lenders to the Company and certain DIP
Lenders.  

Milbank represents only the Steering Committee and does not
represent or purport to represent any other entities in connection
with the Debtors’ chapter 11 cases.

Milbank does not represent, and the Steering Committee does not
include, Lombard North Central in its capacity as agent under the
WAC9 Facility, Sumitomo Mitsui Banking Corporation in its capacity
as agent under the WAC12 Facility; and SunTrust Banks, Inc. in its
capacity as agent under the WAC1 Facility or the WAC7 Facility.

Attorneys for the Steering Committee of Certain  Prepetition
Lenders and DIP Lenders:

         Dennis F. Dunne, Esq.
         Tyson M. Lomazow, Esq.
         Michael W. Price, Esq.
         MILBANK, TWEED, HADLEY & McCLOY LLP
         28 Liberty Street
         New York, NY 10005
         Telephone: (212) 530-5000
         Facsimile: (212) 530-5219

                   About Waypoint Leasing

Waypoint Leasing -- http://waypointleasing.com/-- is a global
helicopter leasing company founded in 2013 focused on acquiring and
leasing rotary wing aircraft to helicopter operators throughout the
world.  Though the Debtors lease aircraft to operators in the
emergency medical, search and rescue, and utility sectors, the
majority of the Debtors' lessees are helicopter service providers
servicing the offshore oil and gas industry.  The company is
headquartered in Limerick, Ireland.

Waypoint Leasing Holdings Ltd. and 142 affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-13648) on Nov. 25,
2018 to facilitate the sale of the assets to a new owner.

The Debtors disclosed $1.62 billion in total assets and $1.23
billion in liabilities as of Oct. 31, 2018.

The Honorable Stuart M. Bernstein is the case judge.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Houlihan
Lokey Capital, Inc. as investment banker; FTI Consulting, Inc., as
financial advisor; Accenture LLP as corporate advisor; and Kurtzman
Carson Consultants LLC as claims and administrative agent.


WAYPOINT LEASING: Stroock Represents BofA, Other Debt Holders
-------------------------------------------------------------
In Waypoint Leasing Holdings Ltd., et al.'s Chapter 11 proceedings,
Stroock & Stroock & Lavan LLP submitted a verified statement in
connection with its representation of Banc of America Credit
Products, Inc., et al., as holders of indebtedness issued pursuant
to various debt instruments of the Debtors.

Stroock was retained (a) in July 2018, to represent Banc of America
Credit Products, Inc. and Cross Ocean AGG Company I; and (b) in
December 2018, to represent Deutsche Bank AG Cayman Islands Branch
and Royal Bank of Canada, each in connection with the Debtors and
certain developments related to the Debtors' debts and obligations.


The Holders hold obligations arising under the prepetition credit
documents:

   1. The Amended and Restated Credit Agreement, originally dated
as of Sept. 30, 2013, as amended by Amendment No. 5 to the Credit
Agreement dated May 31, 2017 among Waypoint Asset Funding 1  LLC,
as U.S. Borrower, Waypoint Asset Company Number 1 (Ireland)
Limited, as Irish  Borrower, Waypoint Leasing Holdings Ltd.,
Waypoint Leasing (Lux) S.a.r.l., and Waypoint Leasing (Ireland)
Limited ("WLIL"), as Guarantors, the Lenders party thereto from
time to time, SunTrust Bank, as Administrative Agent, and Wells
Fargo Bank, National Association, as Collateral Agent (the "WAC 1
Credit Facility");

   2. The Credit Agreement, dated as of August 6, 2014, among
Waypoint Asset Funding 3 LLC, as U.S. Borrower, Waypoint Asset Co 3
Limited, as Irish Borrower, Holdings, Luxco, and WLIL, as
Guarantors, the Lenders party thereto from time to time, BNP
Paribas, as Administrative Agent, and Wells Fargo Bank, National
Association, as Collateral Agent (the "WAC 3 Credit Facility");
and

   3. A Credit Agreement, dated as of March  23, 2015, among
Waypoint Asset Funding 6 LLC, as U.S. Borrower, Waypoint Asset Co 6
Limited, as Irish Borrower, Waypoint Leasing Holdings LTD.,
Holdings, Luxco and WLIL, as Guarantors, the Lenders party thereto
from time to time, Bank of Utah, as Administrative Agent and Bank
of Utah, as Collateral Agent (the "WAC 6 Credit Facility").

The Holders are also lenders under the Senior-Secured
Super-Priority Priming Debtor-in-Possession Credit Agreement, dated
as of Dec. 8, 2018 (the "DIP Facility").

As of Dec. 19, 2018, the economic interests of Bank of America, et
al. are:

    1. Banc of America Credit Products, Inc.
       214 N Tryon St  NC1-027-15-01
       Charlotte, NC 28255
       * WAC 1 Credit Facility: $33,416,152
       * WAC 3 Credit Facility: $35,679,549
       * WAC 6 Credit Facility: $11,512,068
       * DIP Term Loans Commitment: $6,248,173

    2. Cross Ocean AGG Company I
       c/o Cross Ocean Partners Management LP
       20 Horseneck Lane  
       Greenwich, CT 06830
       * WAC 1 Credit Facility: $33,416,152
       * WAC 3 Credit Facility: $35,679,549
       * WAC 6 Credit Facility: $11,512,068
       * DIP Term Loans Commitment: $5,700,000

    3. Deutsche Bank AG
       Cayman Islands Branch  
       Attn: Richard Vichaidith
       60 Wall Street, 3rd Floor
       New York, NY 10005
       * WAC 1 Credit Facility: $37,056,984

    4. Royal Bank of Canada
       Attn: Les Vowell
       200 Vesey Street
       New York, NY 10281-8098
       * WAC 1 Credit Facility: $17,049,057
       * DIP Term Loan Commitments: $1,210,469

Counsel for the Holders:

         Daniel A. Fliman, Esq.
         Erez E. Gilad, Esq.
         Matthew G. Garofalo, Esq.
         Emily L. Kuznick, Esq.
         STROOCK & STROOCK & LAVAN LLP
         180 Maiden Lane
         New York, NY 10038   
         Telephone: (212) 806-5400

                   About Waypoint Leasing

Waypoint Leasing -- http://waypointleasing.com/-- is a global
helicopter leasing company founded in 2013 focused on acquiring and
leasing rotary wing aircraft to helicopter operators throughout the
world.  Though the Debtors lease aircraft to operators in the
emergency medical, search and rescue, and utility sectors, the
majority of the Debtors' lessees are helicopter service providers
servicing the offshore oil and gas industry.  The company is
headquartered in Limerick, Ireland.

Waypoint Leasing Holdings Ltd. and 142 affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-13648) on Nov. 25,
2018 to facilitate the sale of the assets to a new owner.

The Debtors disclosed $1.62 billion in total assets and $1.23
billion in liabilities as of Oct. 31, 2018.

The Honorable Stuart M. Bernstein is the case judge.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Houlihan
Lokey Capital, Inc. as investment banker; FTI Consulting, Inc., as
financial advisor; Accenture LLP as corporate advisor; and Kurtzman
Carson Consultants LLC as claims and administrative agent.


WEATHERFORD INT'L: Egan-Jones Lowers Sr. Unsecured Ratings to CC
----------------------------------------------------------------
Egan-Jones Ratings Company, on June 17, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Weatherford International PLC to CC from CCC+.


    About Weatherford

Weatherford (NYSE: WFT), an Irish public limited company and Swiss
tax resident -- http://www.weatherford.com-- is a multinational
oilfield service company providing innovative solutions, technology
and services to the oil and gas industry. The Company operates in
over 80 countries and has a network of approximately 650 locations,
including manufacturing, service, research and development and
training facilities and employs approximately 26,000 people.

Weatherford reported a net loss attributable to the company of
$2.81 billion for the year ended Dec. 31, 2018, compared to a net
loss attributable to the company of $2.81 billion for the year
ended Dec. 31, 2017.  As of Dec. 31, 2018, Weatherford had $6.60
billion in total assets, $10.26 billion in total liabilities, and
a total shareholders' deficiency of $3.66 billion.

Weatherford's credit ratings have been downgraded by multiple
credit rating agencies and these agencies could further downgrade
the Company's credit ratings.  On Dec. 24, 2018, S&P Global Ratings
downgraded the Company's senior unsecured notes to CCC- from CCC+,
with a negative outlook.  Weatherford's issuer credit rating was
lowered to CCC from B-.  On Dec. 20, 2018, Moody's Investors
Services downgraded the Company's credit rating on its senior
unsecured notes to Caa3 from Caa1 and its speculative grade
liquidity rating to SGL-4 from SGL-3, both with a negative outlook.
The Company said its non-investment grade status may limit its
ability to refinance its existing debt, could cause it to refinance
or issue debt with less favorable and more restrictive terms and
conditions, and could increase certain fees and interest rates of
its borrowings.  Suppliers and financial institutions may lower or
eliminate the level of credit provided through payment terms or
intraday funding when dealing with the Company thereby increasing
the need for higher levels of cash on hand, which would decrease
the Company's ability to repay debt balances, negatively affect its
cash flow and impact its access to the inventory and services
needed to operate its business.


WEATHERFORD INTERNATIONAL: Shareholders Elect 10 Directors
----------------------------------------------------------
The 2019 Annual General Meeting of Shareholders of Weatherford
International plc was held on June 25, 2019, at which the
shareholders:

   (a) elected Mohamed A. Awad, Roxanne J. Decyk, John D. Gass,
       Sir Emyr Jones Parry, Francis S. Kalman, David S. King,
       William E. Macaulay, Mark A. McCollum, Angela A. Minas,
       and Dr. Guillermo Ortiz as directors;

   (b) ratified the appointment of KPMG LLP as the Company's
       independent registered public accounting firm and auditor
       for the financial year ending Dec. 31, 2019 and authorized
       the board of directors of the Company, acting through the
       Audit Committee, to determine auditor's remuneration; and

   (c) adopted an advisory resolution approving compensation of
       the named executive officers.

At the Annual Meeting, in light of the Company's announcement on
May 10, 2019 that it has entered into a Restructuring Support
Agreement with holders of a majority in aggregate principal amount
of the Company's outstanding unsecured notes, on the recommendation
of the Board of Directors, the Chairman of the Annual Meeting
introduced a special agenda item requesting that the meeting
consent to the adjournment sine die of agenda items four (reverse
stock split), five (increase in authorized share capital), six
(authority to issue shares), seven (opt-out of statutory
pre-emptive rights), eight (amendment and restatement of the 2010
Omnibus Incentive Plan) and nine (amendment to the Company's
Employee Stock Purchase Plan).  The adjournment, sine die, of
announced agenda items four thru nine was approved.

                      About Weatherford

Weatherford (NYSE: WFT), an Irish public limited company and Swiss
tax resident -- http://www.weatherford.com/-- is a multinational
oilfield service company providing innovative solutions, technology
and services to the oil and gas industry. The Company operates in
over 80 countries and has a network of approximately 650 locations,
including manufacturing, service, research and development and
training facilities and employs approximately 26,000 people.

Weatherford reported a net loss attributable to the company of
$2.81 billion for the year ended Dec. 31, 2018, compared to a net
loss attributable to the company of $2.81 billion for the year
ended Dec. 31, 2017.  As of March 31, 2019, Weatherford had $6.51
billion in total assets, $10.62 billion in total liabilities, and a
total shareholders' deficiency of $4.10 billion.

Weatherford's credit ratings have been downgraded by multiple
credit rating agencies and these agencies could further downgrade
the Company's credit ratings.  On Dec. 24, 2018, S&P Global Ratings
downgraded the Company's senior unsecured notes to CCC- from CCC+,
with a negative outlook.  Weatherford's issuer credit rating was
lowered to CCC from B-.  On Dec. 20, 2018, Moody's Investors
Services downgraded the Company's credit rating on its senior
unsecured notes to Caa3 from Caa1 and its speculative grade
liquidity rating to SGL-4 from SGL-3, both with a negative outlook.
The Company said its non-investment grade status may limit its
ability to refinance its existing debt, could cause it to refinance
or issue debt with less favorable and more restrictive terms and
conditions, and could increase certain fees and interest rates of
its borrowings.  Suppliers and financial institutions may lower or
eliminate the level of credit provided through payment terms or
intraday funding when dealing with the Company thereby increasing
the need for higher levels of cash on hand, which would decrease
the Company's ability to repay debt balances, negatively affect its
cash flow and impact its access to the inventory and services
needed to operate its business.


WERNER FINCO: S&P Alters Outlook to Negative, Affirms 'B' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on Greenville, Pa.-based
Werner FinCo L.P. to negative from stable and affirmed its 'B'
issuer credit rating.

At the same time, S&P affirmed its 'B' ratings on the company's
senior secured debt and its 'CCC+' ratings on the senior unsecured
notes.

S&P revised its outlook on Werner to negative based on its adjusted
leverage of over 9x EBITDA as of the end of the first quarter
(March 31, 2019). While S&P projects credit metrics to improve over
the next few quarters to 7x-8x, current market conditions and
higher tariffs on imported materials from China may result in
credit measures that are weaker-than expected for a prolonged
period and are commensurate with a lower rating.

S&P's negative outlook on Werner reflects its elevated adjusted
leverage at just over 9x and the increased risk that leverage may
remain elevated for a protracted period, indicating a lower rating.
Over the next 12 months, the rating agency expects Werner to
improve earnings, modestly improve EBITDA margins (not publicly
disclosed), reduce adjusted leverage to 7x-8x, and improve EBITDA
interest coverage to above 2x.

S&P said, "We could lower our ratings over the next 12 months if
Werner fails to reduce adjusted leverage to 8x or lower and its
EBITDA interest coverage declines to below 1.5x. Such a scenario
could materialize if it has weaker-than-expected end market demand
and/or unexpected high input cost inflation, deteriorating earnings
and margins. We may also lower our ratings if it adopts a more
aggressive financial policy such as dividend payouts or
debt-financed acquisitions, keeping leverage above 8x.

"We may revise our outlook to stable over the next year if earnings
and free cash flows results in adjusted leverage trending toward
6x-7x."


WILLIAM LYON: S&P Rates New $300MM Senior Unsecured Notes 'B+'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '2'
recovery rating to William Lyon Homes Inc.'s proposed $300 million
senior unsecured notes due 2027.

The '2' recovery rating indicates S&P's expectation for substantial
(70%-90%; rounded estimate: 70%) recovery in the event of a payment
default. S&P expects the company to use proceeds from the issuance
to repay a portion of its $350 million of outstanding 7% senior
unsecured notes due August 2022.

  Ratings List
  William Lyon Homes Inc.

  Issuer Credit Rating              B/Stable/--

  New Rating
  William Lyon Homes Inc.

  Senior Unsecured
  US$300 mil 7.00% sr nts due 2027 B+
  Recovery Rating                2(70%)


WILLIAM THOMAS: Court Tosses Emergency Bid for Stay Pending Appeal
------------------------------------------------------------------
Bankruptcy Judge David S. Kennedy entered an order denying Debtor
William H. Thomas, Jr., aka Bill Thomas' emergency motion to stay
court's order pending appeal.

Thomas filed the motion after filing a notice of appeal arising out
of the Court's Jan. 18, 2019 Memorandum and Order granting the
"Renewed Motion for Appointment of a Chapter 11 Trustee."

Stays pending appeal arising out of bankruptcy court orders are
subject to the provisions of FED. R. BANKR. P. 8007. A Rule
8007(a)(1) motion for a stay pending appeal "may only be granted if
there is a valid appeal pending." In determining whether a stay
pending appeal should be granted pursuant to FED. R. BANKR. P.
8007(a)(1), four factors ordinarily are considered, and they
provide as follows:

   (1) whether the stay applicant has made a strong showing that he
is likely to succeed on the merits;

   (2) whether the applicant will be irreparably injured absent a
stay;

   (3) whether issuance of the stay will substantially injure the
other parties interested in the proceeding; and

   (4) where the public interest lies.

On the first factor, the Court holds that the existence of over 600
docket entries made in the main Chapter 11 case; the almost three
years that Mr. Thomas's Chapter 11 case has been pending; the
failure of Mr. Thomas to have an approved disclosure statement and
file a confirmable Chapter 11 plan; the five adversary proceedings
associated with this case, all involving Mr. Thomas, Clear Channel,
and Tennison Brothers; the many FED. R. BANKR. P. 9014 contested
matters; the two State Court appeals involving Mr. Thomas, Clear
Channel, and Tennison Brothers; the Federal Court case involving
Mr. Thomas and TDOT; and the withdrawal of Mr. Thomas's counsel are
all undisputed adjudicative facts and well within the discretion of
the bankruptcy court to take judicial notice of under FED. R. EVID.
201. As such, Mr. Thomas has not shown a likelihood of success on
the merits of his appeal and thus, the first and most important
factor to consider in deciding whether to grant a stay weighs
heavily against Mr. Thomas.

On the second factor, the Court holds that the irreparable injury
Mr. Thomas asserts would still exist even if this Court did find
its order directing the appointment of a case trustee to be stayed.
The only difference in the harm without the stay and with the stay
would be that he would remain as debtor in possession as opposed to
just a debtor with a Chapter 11 trustee. As such, Mr. Thomas has
failed to articulate a "certain and immediate" harm, and any
far-reaching effect of the order directing the appointment of a
Chapter 11 trustee is merely "speculative and theoretical" and does
not rise to the level of irreparable harm.

As to the third factor, Mr. Thomas asserts that "[t]he amount of
time the District Court will require in order to resolve this
appeal is negligible when compared to the consequences to Debtor
and other creditors if the appointment of a Trustee is granted."
However, Mr. Thomas fails to note one major factor: the possibility
of additional appeals arising out of this matter. A stay of this
Court's order directing the appointment of a Chapter 11 trustee
will leave Mr. Thomas in place as the statutory representative of
the section 541(a) estate armed with the full statutory powers of a
trustee. This type of result could harm other parties in interest
and is the exact situation this Court tried to avoid by entering
its order for the selection and appointment of a Chapter 11
trustee. Mr. Thomas has acted as debtor in possession since the
filing of this Chapter 11 bankruptcy case almost three years ago,
and, as noted earlier, a finalized disclosure statement as well as
a confirmable plan have yet to be filed by him. Additionally, the
extent and severity of the acrimony among Mr. Thomas and certain
other parties in interest here would likely and simply get worse or
progress at a faster rate if this Court were to stay the order for
the appointment of a Chapter 11 trustee at this time, causing
significant harm to the administration of the bankruptcy case.
Allowing the stay of this Court's order would harm the operation of
the section 541(a) bankruptcy estate, possibly circumvent the
administration of this Chapter 11 case, and conceivably obstruct
this Court from furthering and achieving the judicial goal set
forth in Federal Rule of Bankruptcy Procedure 1001, which is "to
secure the just, speedy, and inexpensive administration of every
case and proceeding."

As to the fourth factor, the best interest of the bankruptcy
estate, and thus the overall public interest, is not served by
staying the appointment of a Chapter 11 case trustee in this case.
Instead, the public interest is best served here by allowing a
disinterested Chapter 11 case trustee to carry out the required
statutory duties and assist in the positive and meaningful
progression of this Chapter 11 case, thereby furthering the
judicial goal set forth in FED. R. BANKR. P. 1001.

The bankruptcy case is in re: William H. Thomas, Jr., aka Bill
Thomas, Chapter 11, Debtor, Case No. 16-27850-DSK (Bankr. W.D.
Tenn.).

A copy of the Court's Memorandum and Order dated March 8, 2019 is
available at https://bit.ly/2Xrdmel from Leagle.com.

William H. Thomas, Jr., Debtor, represented by Jessica Lyn
Indingaro, Shelby County Office of the Mayor, Adam M. Langley --
adam.langley@butlersnow -- Butler Snow, LLP & Jonathan T. Skrmetti,
Butler Snow LLP.

William H. Thomas, Jr., Debtor, pro se.

Michael E. Collins, Chapter 11 Trustee, Trustee, represented by
Michael E. Collins, Manier & Herod & Robert Miller, Manier & Herod,
P.C.

U.S. Trustee, U.S. Trustee, represented by Sean M. Haynes, Office
of the United States Trustee & Carrie Ann Rohrscheib, Office of the
United States Trustee.

               About William H. Thomas, Jr.

William H. Thomas, Jr., is a resident of Perdido Key, Florida.  He
is an attorney licensed to practice in the State of Tennessee and
owns various real estate and business interests, including the
ownership and operation of various advertising billboards and raw
land.

William H. Thomas, Jr., sought Chapter 11 protection (Bankr. D.
Tenn. Case No. 16-27850-DSK) on June 2, 2016.

Counsel for the Debtor is Michael P. Coury, Esq., at Glankler Brown
PLC.


WILLIE J. JACKSON: Court Junks Bid for TRO vs Guaranty Bank
-----------------------------------------------------------
District Judge Neal B. Biggers, Jr. issued an order denying
appellant/Debtor Willie J. Jackson's motion for temporary
restraining order in the case captioned WILLIE J. JACKSON,
Appellant, v. GUARANTY BANK & TRUST COMPANY, Appellee, Civil Action
No. 4:19CV00031-NBB (N.D. Miss.).

The bankruptcy court entered an agreed order in the adversary
proceeding on Jan. 15, 2019, representing an agreement, negotiated
on Jackson's behalf by his attorney, between Jackson and the bank,
resolving the underlying matter of Jackson's complaint to enjoin
the bank from foreclosing on his real property and setting forth
amended loan repayment terms. Jackson then filed, pro se, a motion
to reconsider, asserting that his attorney negotiated the agreement
without his consent. The bankruptcy court held a hearing on the
motion to reconsider on Feb. 14, 2019, noting in its corresponding
order dated the following day that Jackson's attorney "presented
evidence in the form of credible witness testimony to show that the
Debtor was fully apprised of and agreed to the terms of the Agreed
Order before its entry." The bankruptcy court nevertheless granted
Jackson's requested relief in part, setting out a more detailed and
extended loan repayment schedule. Apparently aggrieved by the terms
of this order as well, Jackson subsequently filed, also pro se, a
notice of appeal on Feb. 22, 2019.

On March 4, 2019, Jackson filed in this court a letter motion for a
temporary restraining order asking the court to enjoin the bank
from foreclosing on his property until the appeal is resolved.
Jackson has failed, however, to support his motion with a
sufficient legal or factual basis.

A party moving for a temporary restraining order must establish
four elements: (1) a substantial likelihood of success on the
merits; (2) a substantial threat that the movant will suffer
irreparable injury if the temporary restraining order is denied;
(3) that the threatened injury outweighs any damage that the
temporary restraining order might cause the defendant; and (4) that
the temporary restraining order will not disserve the public
interest.

Jackson has established none of the elements required for issuance
of a temporary restraining order or even attempted to do so. Even
under the more lenient standard afforded to pro se litigants,
Jackson's motion is insufficient to serve as a basis for his
requested relief, especially considering the extraordinary nature
of the remedy and the heightened burden requirement.

A copy of the Court's Order dated March 11, 2019 is available at
https://bit.ly/2IAugPt from Leagle.com.

Willie J. Jackson, Appellant, pro se.

Guaranty Bank & Trust Company, Appellee, represented by Boyd P.
Atkinson , BOYD P. ATKINSON, P.A.

Willie J. Jackson filed for chapter 11 bankruptcy protection
(Bankr. N.D. Miss. Case No. 17-12602) on July 14, 2017.


WILLOW BEND: July 25 Approval Hearing on 4th Amended Plan Outline
-----------------------------------------------------------------
Bankruptcy Judge Elizabeth W. Magner will convene a hearing on July
25, 2019 at 10:00 a.m. to consider the approval of Willow Bend
Ventures, LLC's fourth amended disclosure statement relating to its
fourth amended chapter 11 plan.

July 18, 2019 is fixed as the last day for filing written
objections to said disclosure statement.

As previously reported by the Troubled Company Reporter, unsecured
creditors under the plan will get 100% over 12 months.

The Debtor will fund the Plan through the Sale Proceeds in the
amount of $7,200,000 currently held in the Registry of the Court,
of the Assets from Willow Bend Ventures, LLC, to River Parishes
Dirt & Gravel, LLC, Assignee, Edgard Construction Materials
Holdings, LLC, the Interest earned on the Sale Proceeds in the
Registry of the Court and any funds recovered from the Malpractice
Claim.

A full-text copy of the Fourth Amended Disclosure Statement dated
Jan. 29, 2019, is available at https://tinyurl.com/y5csumog from
PacerMonitor.com at no charge.

                 About Willow Bend Ventures

Edgard, Louisiana-based Willow Bend Ventures, LLC, sought Chapter
11 protection (Bankr. E.D. La. Case No. 17-11178) on May 9, 2017.
The Debtor hired Phillip K. Wallace, PLC as its bankruptcy counsel;
Professional Law Corporation of Liskow & Lewis and the Bezou Law
Firm as special counsel; and Fletcher & Associates, LLC as
accountant.


WWEX UNI: S&P Affirms B- Rating on First-Lien Term Loan on Add-on
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issue-level rating on WWEX Uni
Intermediate Holdings LLC's proposed $50 million add-on to the
senior secured first-lien term loan due in 2025, issued by SMB
Shipping Logistics LLC and REP WWEX Blocker LLC. S&P said, "We also
affirmed our 'B-' issue-level rating on the revolving credit
facility and our 'CCC' issue-level rating on the second-lien term
loan due in 2025. This will bring the total first-lien term loan
balance to $540.5 million. Our recovery rating remains '3',
indicating our expectation that lenders would receive meaningful
(50%-70%; rounded estimate: 55%) recovery of their principal in the
event of a payment default. The company plans to use the proceeds
to pay down its outstanding revolver balance, including associated
fees and expenses, and the remainder for continuing its franchise
acquisition strategy. We expect credit measures to remain highly
leveraged, with adjusted debt to EBITDA below 7x."

S&P said, "Our rating on WWEX reflects its strong market position
in the niche small parcel space as the largest authorized nonretail
reseller of United Parcel Service Inc. (UPS) parcels to the small
to midsize business market. The company also provides logistics
services to the truckload and less-than-truckload markets, and the
rating also reflects the highly competitive natures of these
sectors. The company has average profitability, in our view, and
depends on its contract with UPS, which accounts for over 40% of
its revenues. Our rating also incorporates the company's elevated
debt leverage and financial sponsor ownership."

Issue Ratings - Recovery Analysis

Key analytical factors:

-- S&P's simulated default scenario assumes a payment default in
2020, representing a material deterioration from the current state
of the company's business, such as an economic downturn
significantly impairing its ability to source new customers or a
material disruption in its agreement with UPS.

-- S&P has valued the company on a going-concern basis using a
5.5x multiple of its projected emergence EBITDA, in line with
logistics peers.

-- Other key default assumptions include LIBOR of 250 basis
points.

Simplified default assumptions:

-- Simulated year of default: 2020
-- EBITDA at emergence: $66.8 million
-- EBITDA multiple: 5.5x

Simplified waterfall:

-- Net enterprise value (after 5% administrative costs): $349
million
-- Secured first-lien debt claims: $596 million
-- Recovery expectations: 50%-70% (rounded estimate: 55%)
-- Total collateral value available to second-lien debt: $0
-- Secured second-lien claims: $238 million
-- Recovery expectations: 0%-10% (rounded estimate: 0%)

  Ratings List

  WWEX Uni Intermediate Holdings LLC
   Issuer credit rating  B-/Stable

  Ratings Affirmed

  SMB Shipping Logistics LLC
  REP WWEX Blocker LLC
   Senior Secured    B-
   Recovery rating 3(55%)
   Senior Secured  CCC
   Recovery rating 6(0%)


XENETIC BIOSCIENCES: All 5 Proposals Approved at Special Meeting
----------------------------------------------------------------
Xenetic Biosciences, Inc. held a Special Meeting of Stockholders on
June 19, 2019, at which the stockholders:

   (1) voted to approve the transaction pursuant to which the
       Company will acquire the XCART platform technology.  In
       connection with the Transaction, the Company entered into
       the Share Purchase Agreement, providing for the
       acquisition by the Company of all the outstanding shares
       of capital stock of Hesperix;

   (2) approved the issuance of shares of the Company's common
       stock, to be issued in connection with the Hesperix
       Acquisition and in accordance with the OPKO Assignment
       Agreement, as required by and in accordance with the
       applicable rules of The NASDAQ Stock Market LLC;

   (3) elected Dr. Alexey Vinogradov as director effective as of
       the closing date of the Transaction;

   (4) approved an amendment to the Company's Articles of
       Incorporation to increase the authorized shares of common
       stock to 150,000,000 shares; and

   (5) approved a proposal to adjourn the Special Meeting to a
       later date or dates, if necessary, to permit further
       solicitation and vote of proxies if, based upon the
       tabulated vote at the time of the Special Meeting, the
       Company is not authorized to consummate the transactions
       contemplated by the aforementioned proposals.
  
                   About Xenetic Biosciences

Lexington, Massachusetts-based Xenetic Biosciences, Inc., is a
clinical-stage biopharmaceutical company focused on the discovery,
research and development of next-generation biologic drugs and
novel orphan oncology therapeutics.  Xenetic's lead investigational
product candidate is oncology therapeutic XBIO-101 (sodium
cridanimod) for the treatment of progesterone resistant endometrial
cancer.

Xenetic Biosciences reported a net loss of $7.30 million for the
year ended Dec. 31, 2018, compared to a net loss of $3.59 million
for the year ended Dec. 31, 2017.  As of March 31, 2019, Xenetic
Biosciences had $16.45 million in total assets, $4.93 million in
total liabilities, and $11.51 million in total stockholders'
equity.

Marcum LLP, in Boston, Massachusetts, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
March 29, 2019 on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has had
recurring net losses and continues to experience negative cash
flows from operations.  These conditions raise substantial doubt
about its ability to continue as a going concern.


XENETIC BIOSCIENCES: Amends Form S-1 Registration Statement
-----------------------------------------------------------
Xenetic Biosciences, Inc., filed an amendment No. 2 to its Form S-1
registration statement relating to a firm commitment offering of
2,700,000 shares of common stock, par value $0.001 per share and
warrants to purchase up to 2,700,000 shares of its common stock, at
an assumed combined offering price of $6.372 per share of common
stock and accompanying warrant (based on the last reported sale
price of its common stock on The Nasdaq Capital Market on June 21,
2019, and giving effect to completion of the Company's 1-for-12
reverse stock split.  Each share of the Company's common stock is
being sold together with a warrant to purchase one share of its
common stock.  Each Purchase Warrant will have an exercise price
per share of not less than 100% of the offering price, will be
exercisable beginning on the date that is six months after the date
of the date of original issuance, and will expire on the fifth
anniversary of the original issuance date.  The shares of the
Company's common stock and Purchase Warrants are immediately
separable and will be issued separately, but will be purchased
together in this offering.

The Company is also offering to those purchasers, if any, whose
purchase of its common stock in this offering would otherwise
result in such purchaser, together with its affiliates and other
related parties, beneficially owning more than 4.99% of the
Company's outstanding common stock immediately following the
consummation of this offering, the opportunity, in lieu of
purchasing common stock, to purchase pre-funded warrants to
purchase shares of the Company's common stock.  The purchase price
of each Pre-Funded Warrant will equal the price per share at which
shares of the Company's common stock are being sold to the public
in this offering, minus $0.01, and the exercise price of each
Pre-Funded Warrant will equal $0.01 per share of common stock.  For
each Pre-Funded Warrant purchased in this offering in lieu of
common stock, the Company will reduce the number of shares of
common stock being sold in the offering by one.  Each Pre-Funded
Warrant purchased in this offering in lieu of common stock also is
being sold together with a Purchase Warrant. Pursuant to this
prospectus, the Company is also offering the shares of common stock
issuable upon the exercise of the Purchase Warrants and Pre-Funded
Warrants offered.

Each Pre-Funded Warrant is exercisable for one share of the
Company's common stock (subject to adjustment as provided for
therein) at any time at the option of the holder until such
Pre-Funded Warrant is exercised in full, provided that the holder
will be prohibited from exercising Pre-Funded Warrants for shares
of the Company's common stock if, as a result of such exercise, the
holder, together with its affiliates, would own more than 4.99% of
the total number of shares of the Company's common stock then
issued and outstanding.  However, any holder may increase such
percentage to any other percentage not in excess of 9.99%, provided
that any increase in such percentage will not be effective until 61
days after such notice to the Company.

Xenetic's common stock is listed for trading on The NASDAQ Capital
Market under the symbol "XBIO."  On June 21, 2019, the last
reported sale price of the Company's common stock on NASDAQ was
$0.531.  There is no established public trading market for the
Warrants and the Company does not intend to seek a listing for the
Warrants on Nasdaq or any other public market.  Without an active
trading market the liquidity of the Warrants will be limited and no
assurance can be given that a trading market will develop for the
Warrants.

A full-text copy of the amended prospectus is available for free
at: https://is.gd/CZfprG

                   About Xenetic Biosciences

Lexington, Massachusetts-based Xenetic Biosciences, Inc., is a
clinical-stage biopharmaceutical company focused on the discovery,
research and development of next-generation biologic drugs and
novel orphan oncology therapeutics.  Xenetic's lead investigational
product candidate is oncology therapeutic XBIO-101 (sodium
cridanimod) for the treatment of progesterone resistant endometrial
cancer.

Xenetic Biosciences reported a net loss of $7.30 million for the
year ended Dec. 31, 2018, compared to a net loss of $3.59 million
for the year ended Dec. 31, 2017.  As of March 31, 2019, Xenetic
Biosciences had $16.45 million in total assets, $4.93 million in
total liabilities, and $11.51 million in total stockholders'
equity.

Marcum LLP, in Boston, Massachusetts, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
March 29, 2019 on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has had
recurring net losses and continues to experience negative cash
flows from operations.  These conditions raise substantial doubt
about its ability to continue as a going concern.


XENETIC BIOSCIENCES: Effects Reverse Common Stock Split
-------------------------------------------------------
Xenetic Biosciences, Inc., will effect a one-for-twelve reverse
stock split of its issued and outstanding common stock.  Pursuant
to the Certificate of Change filed with the Secretary of State of
the State of Nevada, the reverse stock split will be effective at
12:01 a.m., Eastern Time, on June 25, 2019.  Xenetic expects that
upon the opening of trading on June 25, 2019, its common stock will
trade on the Nasdaq Capital Market on a split-adjusted basis under
the current trading symbol "XBIO" and the new CUSIP number 984015
503.

No fractional shares will be issued as a result of the reverse
stock split.  Any fractional shares that would result from the
reverse stock split will be rounded up to the nearest whole share.

Stockholders of record are not required to send in their current
stock certificates or evidence of book-entry or other electronic
positions for exchange.  Following the effectiveness of the reverse
stock split, each stock certificate and book-entry or other
electronic position representing issued and outstanding shares of
Xenetic's common stock will be automatically adjusted. Those
stockholders holding common stock in "street name" will receive
instructions from their brokers if they need to take any action in
connection with the reverse stock split.  Stockholders should
direct any questions concerning the reverse stock split to their
broker or Xenetic's transfer agent and registrar, Empire Stock
Transfer, Inc., at info@empirestock.com.

                  About Xenetic Biosciences

Lexington, Massachusetts-based Xenetic Biosciences, Inc., is a
clinical-stage biopharmaceutical company focused on the discovery,
research and development of next-generation biologic drugs and
novel orphan oncology therapeutics.  Xenetic's lead investigational
product candidate is oncology therapeutic XBIO-101 (sodium
cridanimod) for the treatment of progesterone resistant endometrial
cancer.

Xenetic Biosciences reported a net loss of $7.30 million for the
year ended Dec. 31, 2018, compared to a net loss of $3.59 million
for the year ended Dec. 31, 2017.  As of March 31, 2019, Xenetic
Biosciences had $16.45 million in total assets, $4.93 million in
total liabilities, and $11.51 million in total stockholders'
equity.

Marcum LLP, in Boston, Massachusetts, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
March 29, 2019 on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has had
recurring net losses and continues to experience negative cash
flows from operations.  These conditions raise substantial doubt
about its ability to continue as a going concern.


YCO TULSA: Gets Interim Approval to Hire Legal Counsel
------------------------------------------------------
YCO Tulsa, Inc., received interim approval from the U.S. Bankruptcy
Court for the Northern District of Oklahoma to hire Brown Law Firm,
P.C., and Riggs, Abney, Neal, Turpen, Orbison & Lewis as its legal
counsel.

The firms will provide services in connection with the Debtor's
Chapter 11 case, which include the formulation of a plan of
reorganization, negotiations concerning the treatment of creditors,
and assistance with respect to the sale of its assets.   

Brown Law's hourly rates are:

        Ron Brown, Esq.     $275
        Associates          $200
        Paralegals           $70

Riggs Abney's hourly rates are:

        Karen Walsh         $300
        Associates          $200
        Paralegals           $70

Brown Law received a retainer in the sum of $5,000.

Both firms are "disinterested" as defined in Section 101(14) of the
Bankruptcy Code, according to court filings.

The firms can be reached through:

     Ron D. Brown, Esq.
     R. Gavin Fouts, Esq.  
     715 S. Elgin Ave.
     Tulsa, OK 74120
     Phone: (918) 585-9500  
     Fax: (866) 552-4874
     E-mail: ron@ronbrownlaw.com
             gavin@ronbrownlaw.com

        -- and --

     Karen Carden Walsh, Esq.
     502 W. 6th Street
     Tulsa, OK 74119
     Phone: (918) 587-3161
     Fax: (918) 587-9708
     E-mail: kwalsh@riggsabney.com

                       About YCO Tulsa Inc.

YCO Tulsa, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Okla. Case No. 19-11235) on June 14,
2019.  At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $50,000.  The case
is assigned to Judge Dana L. Rasure.  Brown Law Firm, P.C., and
Riggs, Abney, Neal, Turpen, Orbison & Lewis is the Debtor's legal
counsel.



[*] Gary Torrell Joins Hooper, Lundy & Bookman as Partner
---------------------------------------------------------
Hooper, Lundy & Bookman on June 25 disclosed that Gary Torrell has
joined the firm's Business Department as a partner in its Los
Angeles office.  A seasoned transactional and litigation lawyer, he
was most recently the Chair of the Business and Finance, Real
Estate, and Creditors' Rights practices at Valensi Rose.  He was
previously in-house counsel at three companies: Chief Legal Officer
at Downey Savings (a $16 billion, publicly-held, 2,500 employee,
200-branch bank); General Counsel to a privately-held $1 billion
national real estate company; and Senior Counsel at City National
Bank.  Prior to this, he spent 12 years at Paul Hastings.

Mr. Torrell has over 30 years of legal and business experience.
His practice is a broad combination of specializations, including
real estate, corporate, bankruptcy, lending, creditors' rights, and
litigation in state and federal courts.

For the past 10+ years Mr. Torrell was primary outside counsel for
a six hospital healthcare system in Northern and Southern
California, handling medical office building leases, major
construction contracts, real estate purchases and sales, and
commercial loans.  He also does similar work for Southern
California owners of multiple skilled nursing facilities.
Recently, he closed on acquisition financing and a joint venture's
purchase of two operating hospitals and medical office buildings in
Los Angeles, done through a bankruptcy sale in Chapter 11 cases
pending in Wilmington, Delaware.

Mr. Torrell said, "I was drawn to Hooper, Lundy & Bookman because
of the firm's deep expertise, particularly on the regulatory side.
This perfectly complements my practices of business transactions,
real estate, lending, bankruptcy and litigation.  The lawyers at
the firm are the real deal -- true health care experts who are a
cut above.  I look forward to partnering with my new colleagues to
offer clients a broader suite of legal services."

Mark Reagan, Managing Shareholder of Hooper, Lundy & Bookman
commented, "Gary is a highly experienced transactional and
litigation lawyer who enjoys a reputation for exceptional client
service.  Our firm is known for our commitment to providing
sophisticated legal and advisory services for any challenges our
clients face.  The addition of Gary demonstrates this commitment by
deepening our existing expertise.  We're thrilled to welcome him to
the firm."



                            *********

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.
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sell any security of any kind.  It is likely that some entity
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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.
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equity securities trade in public market are determined by more
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Monthly Operating Reports are summarized in every Saturday edition
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then-ending.

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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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