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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, November 5, 2019, Vol. 23, No. 308

                            Headlines

219 SAGG MAIN: Hires Mermel Associates as Special Counsel
2265 ENTERPRISE: Seeks to Hire Koehler Fitzgerald as Co-Counsel
8341 BEECHCRAFT: Hires Richard B. Rosenblatt, PC as Attorney
8425 WILLOW LEAF: Plan Deal With Wells Fargo Approved
ABSOLUT FACILITIES: PCO Hires SilvermanAcampora LLP as Attorney

ACETO CORPORATION: Hires KPMG LLP as Service Provider
ADVANCE SPECIALTY: Court Approves Disclosure Statement
AFS ALL-AMERICAN: Privatebank Auctions Personal Property Assets
ALGON CORPORATION: Wants to Extend Exclusivity Period to Jan. 27
ALPHATEC HOLDINGS: Incurs $14.6 Million Net Loss in Third Quarter

ALTADENA LINCOLN: Trustee Seeks to Hire Hahn Fife as Accountant
AMADUES DEVELOPMENT: Trustee Taps James H. Brandon as Accountant
AMADUES DEVELOPMENT: Trustee Taps Offit Kurman as Special Counsel
AMADUES DEVELOPMENT: Trustee Taps REMAX Realty as Real Estate Agent
AMADUES DEVELOPMENT: Trustee Taps Rose & Associates as Counsel

ANIXTER INTERNATIONAL: S&P Puts 'BB' ICR on CreditWatch Negative
ARETE HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors
ASPEN CLUB: Nov. 6 Hearing on Lift Stay, Plan Disclosures
BABY BUFORD: Seeks to Hire Schafer and Weiner as Counsel
BARLEY FORGE: Seeks to Hire Arent Fox as General Bankruptcy Counsel

BARLEY FORGE: Seeks to Hire Onyx Asset Advisors as Broker
BARNEYS NEW YORK: Seeks to Hire PwC as Service Provider
BENBOW VALLEY: Seeks to Hire Central Accounting as Accountant
BIZ AS USUAL: Seeks to Hire Michael P. Kutzer as Counsel
BLACK EAGLE: To Present Plan for Confirmation on Dec. 12

BREATHE RITE: To Present Plan for Confirmation on Jan. 9
BREATHE RITE: Unsecureds to Get $500 Per Quarter for 5 Years
C.T.W. REALTY: Seeks to Extend Solicitation Period to Feb. 13
CAH ACQUISITION 12: Trustee Disputes Cigna Consent Judgment
CAH ACQUISITION 1: Plan Payments to be Funded by Asset Sales

CAH ACQUISITION 7: Plan to be Funded by Liquidation Proceed
CAMPUS EDGE: Dec. 5 Hearing on Plan & Disclosures Set
CHARLENE CORPORATION: Seeks to Hire Woll & Woll as Counsel
CIRCLE BAR T: Hires R. Patten Watson, III as Accountant
COLLEGE OF NEW ROCHELLE: A&G to Auction Campus on Nov. 18

COMMUNITY HEALTH: Prices Offering of $500 Million Tack-On Notes
COMMUNITY HEALTH: S&P Lowers ICR to 'CC'; Outlook Negative
CRAZY CAT: Seeks to Hire James & Haugland as Legal Counsel
CTE 1 LLC: Nov. 7 Meeting Set to Form Creditors' Panel
DASEKE INC: S&P Lowers ICR to 'B' on Lower Expected Earnings

DISASTERS STRATEGIES: Amended Plan Slated for Nov. 21 Confirmation
DIXON MECHANICAL: Seeks to Hire Ted Dunn as Accountant
DRB INC: Seeks to Hire Graham T. Jennings, Jr. as Counsel
DWS CLOTHING: Nov. 14 Disclosure Statement Hearing Set
ELECTRO RENT: S&P Affirms 'B' Issuer Credit Rating; Outlook Neg.

ELEVATED ANALYTICS: Unsecureds to be Paid in Full Under Plan
EPIC COMPANIES: Hires Lugenbuhl Wheaton as Special Counsel
EVEN STEVENS: Financing Negotiations with Take 2 Ongoing
FANSTEEL INC: Seeks to Hire Hilco as Real Estate Agent
FLORIDA MICROELECTRONICS: Nov. 14 Plan Confirmation Hearing Set

FORESIGHT ENERGY: S&P Lowers ICR to 'SD' on Likely Missed Payment
FOURTEENTH AVENUE: U.S. Trustee Forms 3-Member Committee
FRANK INVESTMENTS: FL Corp. Needs Time to Formulate Exit Plan
FRED'S INC: Seeks to Hire Akin Gump as Special Counsel
FRED'S INC: Seeks to Hire Kasowitz Benson as Attorney

FRED'S INC: Seeks to Hire Morris Nichols as Attorney
FRED'S INC: Seeks to Hire Mr. Renzi of Berkeley Research as CRO
FRONTERA GENERATION: S&P Alters Outlook to Negative
GATEWAY CASINOS: Moody's Affirms B3 CFR & Alters Outlook to Stable
GEA SEASIDE: Hires Miller & Wainer as Special Counsel

GNC HOLDINGS: Fitch Affirms B- LongTerm IDR, Outlook Negative
GORE FREIGHT: Nov. 22 Plan Confirmation Hearing Set
GORE FREIGHT: Plan & Disclosures Hearing on Nov. 22
GRUBHUB HOLDINGS: Moody's Lowers CFR to B1, Outlook Stable
GRUBHUB INC: S&P Lowers ICR to 'B+' on Weak Industry Fundamentals

HOUGHTON MIFFLIN: Fitch Assigns B LongTerm IDR, Outlook Stable
HOUGHTON MIFFLIN: Moody's Hikes CFR to B3, Alters Outlook to Stable
INTERRA INNOVATION: U.S. Trustee Forms 3-Member Committee
JOSEPH’S TRANSPORTATION: Customers Bank Objects to Disclosure
JP SCOPE: Secured Party Schedules Nov. 19 Auction

LAZER CONSTRUCTION: Dec. 18 Hearing on Disclosure Statement
LIBBEY GLASS: Moody's Lowers CFR to B3, Outlook Stable
MAD DOGG ATHLETICS: Hires Ardent Law as Special Counsel
NEW CITY WASTE: Dec. 19 Disclosure Statement Hearing Set
NEW CITY WASTE: Officers to Contribute $1.5M to Fund Plan

ONE CALL: Moody's Reviews Caa2 CFR for Upgrade on Recapitalization
PARK MONROE: Plan to Provide "Less Than Full Payment" to Creditors
PIXIUS COMMUNICATIONS: U.S. Trustee Unable to Appoint Committee
PORTERS NECK COUNTRY: Current Members Seek Committee Appointment
PULMATRIX INC: Incurs $3.55 Million Net Loss in Third Quarter

PURDUE PHARMA: Caplin Represents Governmental Entities Group
RIVERBEND FOODS: U.S. Trustee Forms 5-Member Committee
ROADKING TRUCKING: Case Summary & 20 Largest Unsecured Creditors
SKYTEC INC: Unsecureds to be Paid At Least 20% in 3 Years
SOTHEBY'S: Moody's Lowers Sr. Unsec. Bonds Due 2025 to B3

SOUTHCROSS ENERGY: UST to Raise Releases at Confirmation Hearing
SOUTHCROSS ENERGY: Wants to Move Exclusivity Period to Jan. 27
SOUTHFRESH AQUACULTURE: AFC-Backed Plan to Gives 100% to Unsecureds
SOUTHFRESH AQUACULTURE: Nov. 15 Disclosure Statement Hearing Set
SPORTCO HOLDINGS: Creditors' Committee Defends Release of Prospect

SPORTCO HOLDINGS: CRO Says Plan Fair & Equitable
SPORTCO HOLDINGS: Prospect Parties Dispute Wellspring's Objection
SUNSET BAY LANDSCAPING: Hires Buddy D. Ford as Bankr. Counsel
TACALA LLC: S&P Affirms 'B-' ICR on Dividend Recapitalization
TCMA TRUCKING: Unsecured to Get 12% in 5 Years Under Plan

TIMS 12 MILE: Seeks to Hire Schafer and Weiner as Counsel
TIMS 8 MILE: Seeks to Hire Schafer and Weiner as Counsel
TIMS COMPUWARE: Seeks to Hire Schafer and Weiner as Counsel
TIMS EVERGREEN: Seeks to Hire Schafer and Weiner as Counsel
TIMS FIVE-MILE: Seeks to Hire Schafer and Weiner as Counsel

TIMS GREENFIELD: Seeks to Hire Schafer and Weiner as Counsel
TIMS MILNER: Seeks to Hire Schafer and Weiner as Counsel
TRC COMPANIES: Moody's Affirms B2 CFR, Outlook Stable
TRITON INTERNATIONAL: S&P Rates Series C Preference Shares 'B+'
TRUCKING AND CONTRACTING: Has Until August 2020 to Confirm Plan

VIA AIRLINES: Hires Latham Luna as Bankruptcy Counsel
VIRGINIA TRUE: Seeks to Extend Exclusive Filing Period to Nov. 30
[^] Large Companies with Insolvent Balance Sheet

                            *********

219 SAGG MAIN: Hires Mermel Associates as Special Counsel
---------------------------------------------------------
219 Sagg Main LLC seeks authority from the U.S. Bankruptcy Court
for the Southern District of New York to employ Mermel Associates
PLLC, as special real estate litigation counsel to the Debtor.

219 Sagg Main requires Mermel Associates to represent the Debtor in
connection with the appeals currently pending in the New York State
Supreme Court Appellate Division, Second Department, as follows:

    -- Atalaya Asset Income Fund II LP v. 219 Sagg Main LLC, et
       al., App. Div. Docket No. 2019-02042, filed on February
       10, 2019;

   -- Atalaya Asset Income Fund II LP v. 219 Sagg Main LLC, et
       al., App. Div. Docket No. 2019-02133, filed on February
       15, 2019;

   -- Atalaya Asset Income Fund II LP v. 219 Sagg Main LLC, et
      al., App. Div. Docket No. 2019-05688, filed on April 22,
      2019; and

   -- Atalaya Asset Income Fund II LP v. 219 Sagg Main LLC, et
      al., Index No. 60949/15; no Docekt No. assigned, filed on
      April 22, 2019.

Mermel Associates will be paid at the hourly rate of $750. The Firm
will be paid a retainer in the amount of 35,000.

Mermel Associates has a prepetition claim against the Debtor in the
amount of $55,502.58.

Mermel Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Mark D. Mermel, a partner at Mermel Associates, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Mermel Associates can be reached at:

     Mark D. Mermel, Esq.
     MERMEL ASSOCIATES PLLC
     1 Hollow Lane, Suite 303
     Lake Success, NY 11042
     Tel: (516) 570-4000

                  About 219 Sagg Main LLC

219 Sagg Main LLC owns a real property located at 219 Sagaponack
Main Street, Sagaponack, New York. 219 Sagg Main sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
19-11444) on May 3, 2019.  The case was eventually transferred from
the Manhattan divisional office to the White Plains divisional
office and was assigned a new case number (Case No. 19-20004).  At
the time of the filing, the Debtor was estimated to have assets of
less than $50,000 and liabilities of between $1 million and $10
million.  The case is assigned to Judge Robert D. Drain.
Shafferman & Feldman LLP is the Debtor's legal counsel. Mermel
Associates PLLC, as special real estate litigation counsel.


2265 ENTERPRISE: Seeks to Hire Koehler Fitzgerald as Co-Counsel
---------------------------------------------------------------
2265 Enterprise East LLC seeks authority from the United States
Bankruptcy Court for the Northern District of Ohio (Akron) to hire
Robert D. Barr, Esq. and the law firm of Koehler Fitzgerald LLC as
co-counsel.

The Debtor requires Koehler to:

     a) advise the Debtor as to its rights, powers and duties as
Debtor and Debtor in Possession in this case;

     b) prepare and file all necessary and appropriate petitions,
schedules, statements of financial affairs, applications, motions,
pleadings, orders, notices and related documents as required by the
Bankruptcy Code, including authorization to sell the Property;

     c) review the nature, extent and validity of liens asserted
against the property of the Debtor, and advising the Debtor with
respect to the enforceability of such liens;

     d) advise the Debtor with respect to the contemplated
formation, solicitation of approval, and confirmation of a Chapter
11 plan, and

     e) perform other legal services for the Debtor, including
providing guidance with respect to documents required by the Office
of the U.S. Trustee, dealing with cash collateral issues, and
dealing with any necessary bankruptcy litigation matters.

Koehler's hourly rates:

     James F. Koehler       $450.00
     Timothy J. Fitzgerald  $415.00
     Robert D. Barr         $375.00
     Christine M. Cooper    $365.00
     Dianne V. Foley        $375.00
     Kevin R. Keogh         $375.00
     Shawn M. McGraw        $370.00
     Michele R. Yeh         $350.00
     Paralegal              $140.00

On October 18, 2019, Koehler Fitzgerald LLC has received a single
retainer payment of $5,000.00 for legal services and reimbursement
of expenses prior to the filing of the case.

Mr. Barr assures the court that he and Koehler Fitzgerald LLC are
"disinterested persons" as defined in Sec. 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Robert D. Barr, Esq.
     KOEHLER FITZGERALD LLC
     1111 Superior Avenue East, Suite 2500
     Cleveland, OH 44114
     Phone: (216) 744-2739
     Fax: (216) 916-4369
     Email: rbarr@koehler.law

                      About 2265 Enterprise East LLC

2265 Enterprise East LLC classifies its business as Single Asset
Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Company
owns a real estate commonly known as 2265 East Enterprise Pkwy,
Twinsburg, OH 44087.

2265 Enterprise East LLC filed a voluntary petition for relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case
No. 19-52510) on October 20, 2019. In the petition signed by James
P. Breen, managing member, the Debtor estimated $1,558,834 in total
liabilities.

The case is assigned to Judge Alan M. Koschik.

Thomas W. Coffey, Esq. at Coffee Law LLC represents the Debtor as
counsel.


8341 BEECHCRAFT: Hires Richard B. Rosenblatt, PC as Attorney
------------------------------------------------------------
8341 Beechcraft, L.L.C., seeks authority from the U.S. Bankruptcy
Court for the District of Maryland to employ Richard B. Rosenblatt,
Esq., Linda M. Dorney, Esq., and the Law Offices of Richard B.
Rosenblatt, PC., as attorneys.

The professional services the law firm is to render are:

     a. give the Debtor legal advice with respect to her powers and
duties as Debtor-in-Possession;

     b. prepare, as necessary, applications, answers, orders,
reports and other legal papers filed by the Debtor;

     c. prepare a Disclosure Statement and Plan of Reorganization;
and

     d. perform all other legal services for the Debtor which may
be necessary.

The compensation paid to the firm in contemplation of
representation in the pending Chapter 11 case within one year has
been $9,000.00.  Additionally, the managing member of the Debtor,
David Bacharach, has agreed to pay $16,000.00 within 15 days as an
additional retainer.

The firm's hourly rates are:

     Richard B. Rosenblatt  $350.00
     Linda M. Dorney        $350.00
     Attorneys              $295.00
     Paralegal              $150.00


Mr. Rosenblatt assures the court that the Firm is a "disinterested
person" as that term is defined by 11 U.S.C. Sec.
101(14).

The firm can be reached through:

     Richard B. Rosenblatt, Esq.
     Linda M. Dorney, Esq.
     The Law Offices of Richard B. Rosenblatt, PC.
     30 Courthouse Square, Suite 302
     Rockville, MD 20850
     Phone: (301) 838-0098
     Email: rrosenblatt@rosenblattlaw.com


                   About 8341 Beechcraft

Based in Gaithersburg, Maryland, 8341 Beechcraft, L.L.C., listed
itself as a single asset real estate as defined in 11 U.S.C.
Section 101(51B).  8341 Beechcraft, L.L.C., based in Gaithersburg,
MD, filed a Chapter 11 petition (Bankr. D. Md. Case No. 18-11393)
on Feb. 1, 2018.  In the petition signed by David I. Bacharach,
managing member, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The Hon. Thomas J. Catliota presides
over the case.  Marc E. Shach, Esq., at Coon & Cole, LLC, serves as
bankruptcy counsel to the Debtor.  No official committee of
unsecured creditors has been appointed in the Chapter 11 case.


8425 WILLOW LEAF: Plan Deal With Wells Fargo Approved
-----------------------------------------------------
On October 17, 2019, Judge August B. Landis grants the stipulation
to extend deadlines to file an amended disclosure statement and a
second amended plan of debtor 8425 Willow Leaf LLC, and secured
creditor Wells Fargo Bank, N.A., as Trustee for Structured Asset
Mortgage Investments II Inc., GreenPoint Mortgage Funding Trust
2006-AR2, Mortgage Pass-Through Certificates, Series 2006-AR2 and
Select Portfolio Servicing as the servicer.

The parties agreed that:

   * On or before Oct. 21, 2019, the Debtor will file its proposed
second amended plan and to include the following terms in complete
and full satisfaction of the Trust's allowed secured claim
regarding the real property located at 11757 Via Vera Cruz, Las
Vegas, Nevada 89138 (APN 137-34-612-043) (the "Vera Cruz
Property"):

    (i) the Debtor shall surrender the Vera Cruz Property to the
Trust upon entry of a final non-appealable Confirmation Order;

   (ii) in exchange, upon entry of a final non-appealable
Confirmation Order, the Trust will pay the Debtor $5,000 by a check
made payable to Debtor and delivered to the Debtor's counsel; as a
condition precedent to payment pursuant to the Stipulation, the
Debtor's counsel will provide a fully completed and executed IRS
Form W-9 to the Trust's counsel for every intended payee of the
$5,000 payment referenced above;  

  (iii) the Debtor's automatic stay under Section 362 of the
Bankruptcy Code in the bankruptcy case will terminate as to the
Trust, and the ability of the Trust to pursue its  state law
remedies relating to the Vera Cruz Property will be restored,
effective immediately upon the Trust's payment of $5,000 to the
Debtor.  

   * Barring any unforeseen delay attributable to factors outside
of Debtor's control, the Debtor will seek to confirm the second
amended plan referenced in No. 1 above by or before Nov. 6, 2019.


   * If the Debtor fails to timely perform any of the obligations,
the Trust will notify Debtor and Debtor's counsel of the default in
writing.  The Debtor will have five calendar days from the date of
the written notification to cure the default or seek court
intervention.  If the Debtor fails to cure the default or seek
court intervention within the period to cure, as described, the
Trust may lodge a Declaration of Default and Order Terminating the
Automatic Stay.  Upon entry of the Default Order, the automatic
stay will be terminated and extinguished for purposes of allowing
the Trust to notice, proceed with and hold a trustee's sale of the
subject Vera Cruz Property, pursuant to applicable state law,
without further court order or proceeding being necessary.  Upon
entry of Default Order, the Trust may also commence any action
necessary to obtain complete possession of the Vera Cruz Property,
including unlawful detainer, if required.

   * The Debtor will classify the Trust's secured claim in the Vera
Cruz Property as impaired and entitled to vote on any plans
proposed in this case, as may be modified or amended.

   * To the extent portions of this Stipulation operate as a
settlement agreement, the Confirmation Order will constitute the
Bankruptcy Court's finding and determination that  the  settlements
reflected in the Plan are (i) in the best interests of Debtor, its
estate and all Holders of Claims and Equity Interests, (ii) fair,
equitable and reasonable, (iii) made in good faith and (iv)
approved by the Bankruptcy Court pursuant to section 363 of the
Bankruptcy Code and FRBP 9019.

                      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 was estimated to have
assets of less than $1 million and liabilities of less than
$50,000.  Judge August B. Landis oversees the case.  The Debtor
tapped Andersen Law Firm, Ltd., as its legal counsel.


ABSOLUT FACILITIES: PCO Hires SilvermanAcampora LLP as Attorney
---------------------------------------------------------------
Joseph J. Tomaino, the court appointed Patient Care Ombudsman of
Absolut Facilities Management, LLC, and its debtor-affiliates seeks
authority from United States Bankruptcy Court for the Eastern
District of New York (Brooklyn) to retain SilvermanAcampora LLP as
attorneys for the PCO.

The PCO requires SilvermanAcampora to:

     (a) prepare on behalf of the PCO, all necessary applications,
motions, answers, orders, and other legal documents required by the
Bankruptcy Code and the Bankruptcy Rules; and

     (b) perform all other legal services for the PCO, which may be
necessary in connection with the PCO's duties in these Debtors'
cases.

SilvermanAcampora's compensation ranges from $150.00 to $695.00 per
hour.

Ronald J. Friedman, Esq., a member of SilvermanAcampora, attests
that the firm is a "disinterested person" as that term is defined
in Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Ronald J. Friedman, Esq.
     SilvermanAcampora LLP
     100 Jericho Quadrangle #300
     Jericho, NY 11753
     Phone: +1 516-479-6300

                         About Absolut Facilities

Absolut Facilities Management, LLC, through its subsidiaries, owns
six skilled nursing facilities and one assisted living facility in
the state of New York, have sought Chapter 11 protection.

On Sept. 10, 2019, Absolut Facilities Management, LLC and seven
related entities each filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 19-76260).

Loeb & Loeb LLP is the Debtors' counsel.  Prime Clerk LLC is the
claims and noticing agent.

The Office of the U.S. Trustee on Oct. 3, 2019, appointed five
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases.


ACETO CORPORATION: Hires KPMG LLP as Service Provider
-----------------------------------------------------
Aceto Corporation, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of New Jersey to employ
KPMG LLP, as service provider to the Debtors.

Aceto Corporation requires KPMG LLP to assist counsel to the
Debtors with issues relating to the post-closing purchase price
adjustment in connection with the Amended and Restated Asset
Purchase Agreement dated as of April 14, 2019 by and among Aceto
Corporation, Aceto Realty LLC, Aceto Agricultural Chemicals
Corporation, and NMC Atlas, L.P. and such other related tasks as
may be identified and mutually agreed to during the course of the
engagement.

KPMG LLP will be paid at these hourly rates:

     Partner/Principal          $965
     Managing Director          $895
     Director                   $825
     Manager                    $725
     Senior Associate           $580
     Associate                  $350

KPMG LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Kristy Serviss, a managing director of KPMG LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

KPMG LLP can be reached at:

     Kristy Serviss
     KPMG LLP
     345 Park Avenue
     New York, NY 10154
     Tel: (212) 758-9700
     Fax: (212) 758-9819

                    About Aceto Corporation

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. Lead 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 an 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 Feb. 28, 2019, appointed five members to the
official committee of unsecured creditors. 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.


ADVANCE SPECIALTY: Court Approves Disclosure Statement
------------------------------------------------------
Advance Specialty Care, LLC, won approval of its Disclosure
Statement.

The hearing to consider confirmation of the Debtor's Chapter 11
Plan, and the continued chapter 11 Status Conference is scheduled
for Dec. 11, 2019, at 11:00 a.m., or as soon thereafter as the
matter may be heard, before the Honorable Robert N. Kwan in
courtroom 1675 of the United States Bankruptcy Court for the
Central District of California [Los Angeles Division], located at
255 East Temple Street, Los Angeles, California 90012.

Any objections to confirmation of the Plan must be filed and served
on or before November 22, 2019.

The deadline for the submission of Ballots is November 22, 2019, at
5:00 p.m. Pacific Daylight Time.

General Insolvency Counsel for the Debtor:

     RAYMOND H. AVER
     LAW OFFICES OF RAYMOND H. AVER
     A Professional Corporation
     10801 National Boulevard, Suite 100
     Los Angeles, California 90064
     Telephone: (310) 571-3511
     E-mail: ray@averlaw.com

                About Advance Specialty Care

Based in Los Angeles, California, Advance Specialty Care, LLC, is a
home-health care provider offering nursing, physical therapy,
occupational therapy, speech pathology, medical social, and home
health aide services.  The company previously sought bankruptcy
protection on March 19, 2016, (Bankr. C.D. Cal. Case No. 16-13521)
and Oct. 24, 2017 (Bankr. C.D. Cal. Case No. 17-23070).

Advance Specialty Care, LLC, a/k/a ASC, LLC filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 17-24737) on Nov. 30, 2017.  In
the petition signed by CFO Moises L. Simbulan, the Debtor was
estimated to have $500,000 to $1 million in assets and $10 million
to $50 million in liabilities.  The case is assigned to Judge
Robert N. Kwan.


AFS ALL-AMERICAN: Privatebank Auctions Personal Property Assets
---------------------------------------------------------------
The Privatebank and Trust Company was slated to sell substantially
all of the personal property assets of AFS All-American Millwork
and Fabrication and All-American Architectural Arts LLC located at
735 Florence Road, Savanah, Tennessee 383872 and 445 Amory Lane,
Savanah, Tennessee 38372, at a public auction to be held at Katten
Muchin Rosenman LLP, 525 West Monroe Street, Chicago, Illinois
60661 on Nov. 1, 2019.  

Contact:

   John P. Sieger
   Katten Muchin Rosenman LLP
   525 West Monroe Street
   Chicago, Illinois 60661
   Tel: (312) 902-5200
   Email: john.sieger@katten.com


ALGON CORPORATION: Wants to Extend Exclusivity Period to Jan. 27
----------------------------------------------------------------
Algon Corporation requests the U.S. Bankruptcy Court for the
Southern District of Florida for a ninety day extension of the
exclusivity period to file a Plan of Reorganization and Disclosure
Statement through Jan. 27, 2020, and an additional 60 days
thereafter to solicit and obtain approval of such Plan.

Since the filing of its Chapter 11 petition, the Debtor has
explored new funding and financing sources, including the Excess
Business Agreement, which was previously approved by the Court. The
Debtor also has been involved in multiple discussions with certain
third parties about obtaining financing to provide the funds
necessary for a confirmable Plan of Reorganization, but those
discussions are ongoing and necessarily involve complex issues
related to the form, amount and terms of such financing.

Thus, the Debtor needs additional time to continue these
discussions, negotiate all necessary terms, and structure and
finalize the funding necessary for its Chapter 11 Plan. Ideally
such Plan would be consensual with BBVA Compass Bank -- Debtor's
largest creditor. In the meantime, the Debtor is providing BBVA
with its monthly Court-approved adequate protection payments as
well as weekly reporting requested by BBVA.

                   About Algon Corp

Algon Corp -- https://www.algon.com/ -- is a worldwide distributor
of raw materials and industrial parts for the pharmaceutical,
cosmetic, and food industries. The Company is located in Miami,
Florida.

Algon Corp sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 19-18864) on July 1, 2019.  In the
petition signed by its president, Alfredo Suarez, the Debtor
estimated assets and liabilities of less than $10 million.  The
case is assigned to Judge Robert A. Mark.  The Debtor is
represented by Geoffrey S. Aaronson, Esq., at Aaronson Schantz
Beiley P.A.



ALPHATEC HOLDINGS: Incurs $14.6 Million Net Loss in Third Quarter
-----------------------------------------------------------------
Alphatec Holdings, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $14.56 million on $29.20 million of total revenues for the three
months ended Sept. 30, 2019, compared to a net loss of $9.35
million on $23 million of total revenues for the three months ended
Sept. 30, 2018.

For the nine months ended Sept. 30, 2019, the Company reported a
net loss of $39.97 million on $81.07 million of total revenues
compared to a net loss of $18.34 million on $66.35 million of total
revenues for the nine months ended Sept. 30, 2018.

As of Sept. 30, 2019, Alphatec had $178.28 million in total assets,
$31.58 million in total current liabilities, $51.09 million in
long-term debt (less current portion), $1.26 million in operating
lease liability, $13.08 million in other long-term liabilities,
$23.60 million in redeemable preferred stock, and $57.65 million in
total stockholders' equity.

Alphatec said, "The Company has incurred significant net losses
since inception and has relied on its ability to fund its
operations through revenues from the sale of its products, equity
financings and debt financings.  As the Company has historically
incurred losses, successful transition to profitability is
dependent upon achieving a level of revenues adequate to support
the Company's cost structure.  Operating losses and negative cash
flows are expected to continue for at least the next year as the
Company continues to incur costs related to the execution of its
operating plan and introduction of new products.  In the future,
the Company may need to seek additional funds from public and
private equity or debt financings or other sources to fund its
projected operating requirements.  However, there is no guarantee
that the Company will be able to obtain further financing, or do so
on reasonable terms.  If the Company is unable to raise additional
funds on a timely basis, or at all, it would be materially
adversely affected."

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

                      https://is.gd/OKwlks

                     About Alphatec Holdings

Carlsbad, California-based Alphatec Holdings, Inc., through its
wholly-owned subsidiaries, Alphatec Spine, Inc. and SafeOp
Surgical, Inc., is a provider of innovative spine surgery solutions
dedicated to revolutionizing the approach to spine surgery.  ATEC
designs, develops and markets spinal fusion technology products and
solutions for the treatment of spinal disorders associated with
disease and degeneration, congenital deformities and trauma.  The
Company markets its products in the U.S. via independent sales
agents and a direct sales force.

Alphatec reported a net loss attributable to common shareholders of
$42.46 million for the year ended Dec. 31, 2018, compared to a net
loss attributable to common shareholders of $2.29 million for the
year ended Dec. 31, 2017.


ALTADENA LINCOLN: Trustee Seeks to Hire Hahn Fife as Accountant
---------------------------------------------------------------
Jason M. Rund, Chapter 11 Trustee of Altadena Lincoln Crossing LLC,
seeks authority from the U.S. Bankruptcy Court for the Central
District of California to retain Hahn Fife & Company, LLP, as his
accountants.

Hahn Fife & Company, LLP is to provide accounting services to the
bankruptcy estate that include preference analysis, preparing
Monthly Operating Reports, preparing and filing the necessary state
and federal estate tax returns, review of financial documents and
any other reasonable duties assigned by the Trustee.

The firm's rate ranges from $80.00 for staff to $420 for partner.
The firm will also seek reimbursement of expenses.

Donald T. Fife, Partner in the firm of Hahn Fife & Company, LLP,
attests that the firm does not hold or represent any interest
adverse to Applicant, the Debtor, the creditors, and the estate; is
a disinterested person as that term is defined in 11 U.S.C. Section
101(14); and holds no pre-petition claim against the estate.

The firm can be reached at:

     Donald T. Fife, CPA
     Hahn Fife & Company, LLP
     22342 Avenida Empresa, Suite 260
     Rancho Santa Margarita, CA  92688
     Phone: (949) 888-1010
     Fax: (949) 766-9896
     E-mail: dhahn@hahnfife.com

                      About Altadena Lincoln Crossing

Headquartered in Pasadena, California, Altadena Lincoln Crossing
LLC, a Delaware limited liability company, filed for Chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 17-14276) on April
7, 2017.  In the petition signed by Greg Galletly, manager, the
Debtor estimated both assets and liabilities at between $10 million
and $50 million.

The Debtor is an affiliate of BGM Pasadena, LLC, which sought
bankruptcy protection (Bankr. C.D. Cal. Case No. 15-27833) on Nov.
20, 2015.

Judge Julia W. Brand oversees Altadena's case.

James A Tiemstra, Esq., at Tiemstra Law Group PC, serves as the
Debtor's bankruptcy counsel.  Gregory M. Salvatao Esq., at Salvato
Law Offices, serves as the Debtor's general bankruptcy and
litigation counsel.  Coldwell Banker Commercial North Country
serves as the Debtor's real estate broker.


AMADUES DEVELOPMENT: Trustee Taps James H. Brandon as Accountant
----------------------------------------------------------------
Cheryl E. Rose, Chapter 11 Trustee of Amadues Development LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Maryland to retain James H. Brandon, CPA, as accountant for the
Trustee, to comply with tax requirements and to ensure that all
compliances are met.

Mr. Brandon has agreed to a rate of $310.00 per hour, plus
expenses.

Mr. Brandon assures the court that he represents no adverse
interest to the debtor.

The accountant can be reached at:

     James H. Brandon, CPA
     16905 Germantown Road
     Germantown, MD 20874
     Phone: (301) 452-2111

               About Amadues Development

Amadues Development LLC is a privately held company in the
residential building construction business.  Amadues Development
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Md. Case No. 19-19515) on July 15, 2019.  At the time of the
filing, the Debtor disclosed $2,094,200 in assets and $1,456,864 in
liabilities.  The case is assigned to Judge Thomas J. Catliota.
McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., is the
Debtor's legal counsel.


AMADUES DEVELOPMENT: Trustee Taps Offit Kurman as Special Counsel
-----------------------------------------------------------------
Cheryl E. Rose, Chapter 11 Trustee of Amadues Development LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Maryland to retain James M. Hoffman, Esq. and Offit Kurman, P.A. as
special counsel to the Trustee.

The Trustee requires Offit Kurman to:

     a. provide legal services to the Estate involving the Debtor
Company's principals and recipients of unauthorized post-petition
transfers;

     b. further investigate issues regarding business assets;

     c. appear, prosecute, defend and represent the Trustee's
interest in any lawsuits as assigned by the Trustee.

Mr. Hoffman will charge $470 per hour for his services. The counsel
will seeks reimbursement of expenses.

Mr. Hoffman assures the court that he has no interest adverse to
the Trustee or to the Estate in the matters upon which he is to be
engaged as special counsel.

Offit Kurman can be reached at:

     James M. Hoffman, Esq.
     Offit Kurman
     4800 Montgomery Lane, Suite 900
     Bethesda, MD 20814
     Phone: (301) 961-9200

               About Amadues Development

Amadues Development LLC is a privately held company in the
residential building construction business.  Amadues Development
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Md. Case No. 19-19515) on July 15, 2019.  At the time of the
filing, the Debtor disclosed $2,094,200 in assets and $1,456,864 in
liabilities.  The case is assigned to Judge Thomas J. Catliota.
McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., is the
Debtor's legal counsel.


AMADUES DEVELOPMENT: Trustee Taps REMAX Realty as Real Estate Agent
-------------------------------------------------------------------
Cheryl E. Rose, Chapter 11 Trustee of Amadues Development LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Maryland to retain Andrew A. Werner, Jr. and REMAX Realty Group as
real estate agents.

REMAX Realty Group is to list the real property located at 13211
Query Mill Road, North Potomac, Maryland, 20878, and raw land
located at 13205 Query Mill Road and 13223 Query Mill Road, North
Potomac Maryland, 20878 and comply with all real estate
requirements in selling this real property.

REMAX Realty Group be entitled to receive a sales commission of
5%.

Andrew A. Werner, Jr., a licensed real estate agent with the real
estate firm of REMAX Realty Group, assures the court that he
represents no adverse interest to the Estate.

The firm can be reached at:

     Andrew A. Werner, Jr.
     REMAX Realty Group
     6 Montgomery Village Ave., Suite 200
     Gaithersburg, MD 20879
     Phone: (301) 921-2679

               About Amadues Development

Amadues Development LLC is a privately held company in the
residential building construction business.  Amadues Development
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Md. Case No. 19-19515) on July 15, 2019.  At the time of the
filing, the Debtor disclosed $2,094,200 in assets and $1,456,864 in
liabilities.  The case is assigned to Judge Thomas J. Catliota.
McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., is the
Debtor's legal counsel.


AMADUES DEVELOPMENT: Trustee Taps Rose & Associates as Counsel
--------------------------------------------------------------
Cheryl E. Rose, Chapter 11 Trustee of Amadues Development LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Maryland to retain her firm, Rose & Associates, LLC, as general
counsel for the Trustee.

Services Rose & Associates will render are:

     a. file all pleadings necessary in the bankruptcy court and
state courts;

     b. review claims for legal issues;

     c. investigate and negotiate other assets of the Estate.

Rose & Associates has agreed to represent the Trustee at the rate
of $525.00 per hour for partner; $350.00 per hour for associate
attorney and $100.00 per hour for paralegal.

Cheryl E. Rose, Esq. attests that she and Rose & Associates, LLC
have no interest adverse to the Trustee or to the estate in the
matters upon which she is to be engaged.

The counsel can be reached at:

     Cheryl E. Rose, Esq.
     Rose & Associates, LLC
     9812 Falls Road, #114-334
     Potomac, MD 20854
     Phone: (301) 527-7789
     Email: trusteerose@aol.com

               About Amadues Development

Amadues Development LLC is a privately held company in the
residential building construction business.  Amadues Development
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Md. Case No. 19-19515) on July 15, 2019.  At the time of the
filing, the Debtor disclosed $2,094,200 in assets and $1,456,864 in
liabilities.  The case is assigned to Judge Thomas J. Catliota.
McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., is the
Debtor's legal counsel.


ANIXTER INTERNATIONAL: S&P Puts 'BB' ICR on CreditWatch Negative
----------------------------------------------------------------
S&P Global Ratings placed its ratings on Anixter International
Inc., a U.S.-based global distributor of electronic products,
including the 'BB' long-term issuer credit rating, on CreditWatch
with negative implications.

The CreditWatch placement follows Anixter's announcement that it
has signed a definitive agreement to be acquired by CD&R for
approximately $3.8 billion.

"If the transaction goes through, we believe the private equity
ownership would lead to more aggressive financial policies and
capital structure than we currently expect. This contrasts with our
previous expectation that Anixter's adjusted-debt-to-EBITDA ratio
would remain near 3x," S&P said.

"The CreditWatch placement reflects the high likelihood that we
could lower the ratings at the close of the transaction, or when
more details about the pro forma company and capital structure are
available. We intend to resolve the CreditWatch based upon
Anixter's pro forma capital structure, business strategy, and
financial policies under new ownership once they are available,"
S&P said.


ARETE HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Four affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:

    Debtor                                          Case No.
    ------                                          --------
    Arete Healthcare LLC (Lead Case)                19-52578
    22100 Bulverde Road, Suite 108
    San Antonio, TX 78259

    The Emergency Clinic of Floresville, LLC        19-52579
       aka Emergency Care of Floresville
    22100 Bulverde Road, Suite 108
    San Antonio, TX 78259

    Schertz-Cibolo Emergency Center, LLC            19-52580
       aka Schertz-Cibolo Emergency Clinic
    22100 Bulverde Road, Suite 108
    San Antonio, TX 78259

    Southcross Hospital, LLC                        19-52581
    22100 Bulverde Rd., Ste. 108
    San Antonio, TX 78259

Business Description: The Debtors are affiliated companies that
                      provide health care services.

                      Schertz-Cibolo Emergency Center, LLC owns
                      and operates the Schertz Cibolo Emergency
                      Clinic (schertzhealth.com), a free-standing
                      facility that is a fully equipped ER,
                      staffed with board-certified physicians and
                      registered nurses.  The Clinic has an on-
                      site laboratory and a complete radiology
                      department including CT scanner, ultrasound,
                      and digital X-ray.

                      The Emergency Clinic of Floresville, LLC
                      owns and operates Emergency Care of
                      Floresville, an emergency clinic offering a
                      full-service 24 hour emergency room, an on-
                      site lab, CT, digital x-ray, and ultrasound.

                      Southcross Hospital Llc is a general acute
                      care hospital in San Antonio, Texas.

                      Arete Healthcare manages the other three
                      Debtors.

Chapter 11 Petition Date: November 3, 2019

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Hon. Craig A. Gargotta (19-52578, 19-52579, and 19-52581)
       Hon. Ronald B. King (19-52580)

Debtors' Counsel: Allen M. DeBard, Esq.
                  LANGLEY & BANACK, INC.
                  745 E. Mulberry Suite 700
                  San Antonio, TX 78212
                  Tel: (210) 736-6600
                  Fax: (210) 735-6889
                  E-mail: adebard@langleybanack.com

Arete Healthcare's
Estimated Assets: $1 million to $10 million

Arete Healthcare's
Estimated Liabilities: $1 million to $10 million

The Emergency Clinic's
Estimated Assets: $1 million to $10 million

The Emergency Clinic's
Estimated Liabilities: $1 million to $10 million

Schertz-Cibolo's
Estimated Assets: $1 million to $10 million

Schertz-Cibolo's
Estimated Liabilities: $1 million to $10 million

Southcross Hospital's
Estimated Assets: $500,000 to $1 million

Southcross Hospital's
Estimated Liabilities: $1 million to $10 million

The petitions were signed by Brian Johnson, president.

Full-text copies of the petitions containing, among other items,
lists of the Debtors' 20 largest unsecured creditors are available
for free at:

            http://bankrupt.com/misc/txwb19-52578.pdf
            http://bankrupt.com/misc/txwb19-52579.pdf
            http://bankrupt.com/misc/txwb19-52580.pdf
            http://bankrupt.com/misc/txwb19-52581.pdf


ASPEN CLUB: Nov. 6 Hearing on Lift Stay, Plan Disclosures
---------------------------------------------------------
Judge Joseph G. Rosania Jr. of the U.S. Bankruptcy Court for the
District of Colorado granted the motion of Debtors The Aspen Club &
Spa, LLC and Aspen Redevelopment Company, LLC, for entry of an
order continuing the preliminary hearing on GPIF's Motion for
Relief from the Automatic Stay Pursuant to the SARE Provisions of
11 U.S.C. Sec. 362(d)(3).

The preliminary hearing on the Stay Motion is continued to Nov. 6,
2019, at 10:00 a.m., to be held at the same time as the previously
scheduled hearing on the adequacy of the Debtors' Disclosure
Statement in the same case.

                     About The Aspen Club & Spa

The Aspen Club & Spa owns and operates a private membership club
that offers high intensity interval training (HI2T), cardio, and
yoga classes.
  
Aspen Club & Spa sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 19-14158) on May 16,
2019. At the time of the filing, the Debtor had estimated assets of
less than $50,000 and liabilities of between $100 million and $500
million.  The case has been assigned to Judge Joseph G. Rosania Jr.
The Debtor is represented by Markus Williams Young & Hunsicker LLC.


BABY BUFORD: Seeks to Hire Schafer and Weiner as Counsel
--------------------------------------------------------
Baby Buford Holdings LLC seeks authority from the United States
Bankruptcy Court for the Eastern District of Michigan (Detroit) to
employ Schafer and Weiner, PLLC, as counsel, to represent and
assist the Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Baby Buford Holdings LLC


Baby Buford Holdings LLC is a privately held company that operate
in the food service industry.

Baby Buford Holdings LLC filed its Voluntary Petition under Chapter
11 of the Title 11 of the United States Code (Bankr. E.D. Mich.
Case No. 19-55182) on October 25, 2019. In the petition signed by
Nicole Wilski, member, the Debtor estimates  $500,000 to $1 million
in assets and $10 million to $50 million in liabilities.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


BARLEY FORGE: Seeks to Hire Arent Fox as General Bankruptcy Counsel
-------------------------------------------------------------------
Barley Forge Brewing Company, LLC, seeks authority from the United
States Bankruptcy Court for the Central District of California
(Santa Ana) to employ Arent Fox LLP as Debtor's general bankruptcy
and restructuring counsel.

Barley Forge requires Arent Fox to:

     1. advise the Debtor on the requirements of the Bankruptcy
Code, the Federal Rules of Bankruptcy Procedure, the Local
Bankruptcy Rules, and the requirements of the United States Trustee
pertaining to the administration of the Estate.

     2. prepare motions, applications, answers, orders, memoranda,
reports, and papers, etc., in connection with the administration of
the Estate and prepare and file a plan and disclosure statement as
appropriate;

     3. guide the Debtor through a sale process in the event that
is the directions the including preparing the appropriate motions,
applications, answers, orders, memoranda, reports, and papers,
etc.,

     4. protect and preserve the Estate by prosecuting and
defending actions commenced by or against the Debtor and analyzing
and preparing necessary objections to proofs of claim filed against
the Estate;

     5. investigate and prosecute preference, fraudulent transfer,
and other actions arising under the Debtor's avoiding powers;

     6. render such other advice and services as the Debtor may
require in connection with this case and any related proceedings.

Arent Fox's hourly rates are:

     M. Douglas Flahaut     $660
     Christopher K.S. Wong  $455
     Yvonne Li              $205

Arent Fox received a total of $50,000 in pre-petition retainers
from Barley Forge.

M. Douglas Flahaut, counsel at the firm Arent Fox LLP, attests that
the firm does not hold or represent any interest adverse to the
Debtor with respect to the matters for which it is being retained,
and is a "disinterested person" as that phrase is defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Aram Ordubegian, Esq.
     M. Douglas Flahaut, Esq.
     ARENT FOX LLP
     555 West Fifth Street, 48th Floor
     Los Angeles, CA 90013-1065
     Tel: 213-629-7400
     Fax: 213-629-7401
     Email: aram.ordubegian@arentfox.com
            douglas.flahaut@arentfox.com

             About Barley Forge Brewing Company

Barley Forge Brewing Company, LLC is a privately held company in
the beverage manufacturing business.  It filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 19-13920) on Oct. 6, 2019 in
Santa Ana, California.  

On the date of filing, the Debtor has assets of between $500,000
and $1 million, and liabilities of between $1 million and $10
million.  The petition was signed by Joshua Teeple, chief
restructuring officer.  Judge Theodor Albert oversees the case.
ARENT FOX, LLP, is the Debtor's counsel.


BARLEY FORGE: Seeks to Hire Onyx Asset Advisors as Broker
---------------------------------------------------------
Barley Forge Brewing Company, LLC, seeks authority from the United
States Bankruptcy Court for the Central District of California
(Santa Ana) to employ Onyx Asset Advisors, LLC, to provide
financial consulting services and particularly to serve as the
Debtor's broker to assist with the marketing and sale of
substantially all of the Debtor's assets.

On October 6, 2019, the Debtor filed its voluntary petition for
relief under chapter 11 and has since identified a proposed
stalking horse bidder and signed a letter of intent to sell
substantially all of its assets to such  stalking horse bidder,
subject of course to an auction and overbid rights.

Presently, the Debtor intends to hold an Auction on December 4,
2019 and requires the services of Onyx to market the assets and
solicit overbids in advance of the proposed auction and sale date.

Onyx will receive an upfront fee of $15,000 designed to cover
Onyx's out pocket expenses expected to be incurred in marketing the
assets of the Debtor for sale.

Onyx will receive nothing further other than the $15,000 upfront
fee in the event there are no overbids and the sale of
substantially all of the Debtor's assets are sold to the Trustee's
stalking horse bidder at the stalking horse price of $650,000.

In the event Onyx is successful and there are one or more qualified
overbids, Onyx will receive from escrow at the close of such sale a
commission which begins at a flat fee of $24,000 if there is at
least one qualified overbidder at a $725,000 initial overbid prices
and then provides Onyx with a further sliding scale commission that
begins at 2% of the sale price if the assets sell for $735,000 and
increases to a maximum of 5% of the sale prices if the assets sell
for more than $1 million.

Kerim (Kevin) Otus, managing partner of Onyx, attests that the firm
does not hold or represent any interest adverse to the Debtor with
respect to the matters for which it is being retained, and is a
"disinterested person" as that phrase is defined in 11 U.S.C. Sec.
101(14).

The broker can be reached through:

     K. Kevin Otus
     Onyx Asset Advisors, LLC
     655 Montgomery, Suite 700
     San Francisco, CA 94105
     Phone: (415) 799-3299
     Email: kotus@thinkonyx.com

             About Barley Forge Brewing Company

Barley Forge Brewing Company, LLC is a privately held company in
the beverage manufacturing business.  It filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 19-13920) on Oct. 6, 2019 in
Santa Ana, California.  

On the date of filing, the Debtor has assets of between $500,000
and $1 million, and liabilities of between $1 million and $10
million.  The petition was signed by Joshua Teeple, chief
restructuring officer.  Judge Theodor Albert oversees the case.
ARENT FOX, LLP, is the Debtor's counsel.


BARNEYS NEW YORK: Seeks to Hire PwC as Service Provider
-------------------------------------------------------
Barneys New York, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Southern District of New
York to employ PricewaterhouseCoopers, LLP as tax compliance and
consulting service provider to the Debtors.

Barneys New York requires PwC to:

   a. provide advice and assistance with respect to matters
      involving the Debtors' 2018 US form 1120, US Corporation
      Income Tax Return;

   b. analyze and preliminary quantify the material U.S. tax
      consequences of the possible restructuring of the Debtors'
      capital and ownership structure, whether such restructuring
      takes place within or outside of bankruptcy, taking into
      account (a) the impact of each option on tax basis, NOLs
      and other tax attributes and (b) Client's projections of
      the Debtors' future taxable income;

   c. assist in the evaluation of a taxable and tax-free
      reorganization structure alternative, tax attributes
      available for carryover following reduction for CODI and
      the application of applicable limitations;

   d. assist with tax related modeling, including prospective
      effective cash taxes;

   e. advise on whether transfer taxes in the U.S. are expected
      to apply, and assist with high level quantification of
      transfer tax liability;

   f. read transaction documentation and provide tax related
      comments;

   g. work closely with Debtors and Debtors' counsel regarding
      the foregoing analysis;

   h. work closely with Debtors and Debtors' counsel in
      connection with tax due diligence activities being
      performed by the Debtors' creditors or other parties; and

   i. provide other related tax advice and assistance, as
      requested by the Debtors and their advisors.

PwC will be paid at these hourly rates:

     Partners                $948 to $1,276
     Directors               $738 to $1,040
     Managers                $612 to $925
     Senior Associates       $486 to $736
     Associates              $378 to $574

PwC will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Umar Latif, partner at PricewaterhouseCoopers, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

PwC can be reached at:

     Umar Latif
     PRICEWATERHOUSECOOPERS, LLP
     400 Campus Dr.
     Florham Park, NJ 07932
     Tel: (973) 236-4000

                   About Barneys New York, Inc.

Barneys New York -- https://www.barneys.com/ -- is a creative
destination for modern luxury retail, entertainment and dining.
Barneys is renowned for being a place of discovery for some of the
world's leading designers, and for creating the most discerning
edit across women's and men's ready-to-wear, accessories, shoes,
jewelry, cosmetics, fragrances, and home. Barneys' signature
creativity and style comes to life through its innovative concepts
and experiences, imaginative holiday campaigns, famed window
displays, and exclusive activations. Barneys also operates its
iconic restaurants, Freds at Barneys New York, serving an
Italian-inspired and contemporary American menu within four of its
flagship stores.

Barneys New York, Inc., and four affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 19-36300) in
Poughkeepsie, N.Y.  The cases are assigned to Judge Cecelia G.
Morris.

Barneys disclosed $457 million in assets and $377 million in
liabilities as of July 6, 2019.

The Debtors tapped Kirkland & Ellis LLP as legal advisor, Houlihan
Lokey as financial advisor, M-III Partners, L.P., as restructuring
advisor, and Katten Muchin Rosenman LLP as conflicts counsel.
Bankruptcy Management Solutions, Inc., which conducts business
under the name Stretto, is the claims agent.


BENBOW VALLEY: Seeks to Hire Central Accounting as Accountant
-------------------------------------------------------------
Benbow Valley Investments dba Benbow Historic Inn seek authority
from the United States Bankruptcy Court for the California Northern
Bankruptcy Court (Santa Rosa) to employ Central Accounting as its
accountant.

Service Central Accounting will render are:

     a. advise the Debtor in preparing monthly operating reports,
tax consequences of any transactions occurring in this bankruptcy
case, and preparation of budgets and cash flow projections; and

      b. prepare labor reports and income and expenses reports.

Central Accounting will be paid $65.00 per hour for its services.
Central Accounting was paid a $13,000 retainer pre-petition and
held $13,000 as of the petition date.

Central Accounting represents no interest adverse to the Debtor as
debtor-in-possession, or to the estate, in the matters upon which
it is to be engaged, according to court filings.

The firm can be reached through:

     Dan Leach
     Central Accounting

                 About Benbow Valley Investments

Benbow Valley Investments d/b/a Benbow Historic Inn --
https://benbowinn.com/ -- owns a historical hotel in Humboldt
County. The Hotel opened to the public in July of 1926 and soon
became a popular destination resort for motoring tourists traveling
up the newly completed Redwood Highway.  Benbow Historic Inn is on
the National Register of Historic Places and a proud member of
Historic Hotels of America.

Benbow Valley Investments sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 19-10720) on Sept. 26,
2019.  The petition was signed by John Porter, managing partner. At
the time of the filing, the Hotel disclosed $17,424,402 total
assets and $11,851,004 total debt.   Judge William J. Lafferty is
assigned to the case.  Chris D. Kuhner, Esq. at KORNFIELD, NYBERG,
BENDES, KUHNER & LITTLE P.C. serves as the Hotel's counsel.


BIZ AS USUAL: Seeks to Hire Michael P. Kutzer as Counsel
--------------------------------------------------------
Biz as Usual, LLC, seeks authority from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania (Philadelphia) to hire
Michael P. Kutzer as counsel.

Professional services Mr. Kutzer will render are:

     (a) give the Debtor legal advice with respect to its powers
and duties as Debtor-in-Possession;

     (b) prepare on behalf of your Applicant as Debtor necessary
applications, answers, orders, reports and other legal papers; and

     (c) perform all other legal services for the Debtor which may
be necessary, including advise the Debtor concerning and preparing
responses to applications, motions, pleadings, notices and other
papers which may be filed in the Debtor's Chapter 11 case.

Prior to the filing of the Petition, Antoine Gardiner paid Michael
P. Kutzer $1,717.00 for the filing fee and $1,000.00 as a
retainer.

Mr. Kutzer's hourly billable rate is $250.00 for legal services out
of court and $300.00 per hour for legal services rendered in
court.

Michael P. Kutzer assures the court that he is a disinterested
person within the meaning of Sec. 101 (14) of the Bankruptcy Code.

The counsel can be reached through:

     Michael P. Kutzer, Esq.
     1420 Walnut Street Ste 1216
     Philadelphia, PA 19102
     Phone: 215-687-6370

                                    About Biz as Usual

Biz as Usual, LLC's primary business and primary source of income
involves leasing its residential properties and commercial spaces.
Biz as Usual filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Pa. Case No. 19-16476) on October 15, 2019, listing under $1
million in both assets and liabilities. The Debtor has previously
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case
No. 15-15040) on July 15, 2015.

Michael P. Kutzer, Esq. serves as the Debtor's bankruptcy counsel.


BLACK EAGLE: To Present Plan for Confirmation on Dec. 12
--------------------------------------------------------
The disclosure statement of Black Eagle TransCorp has been
conditionally approved.

The hearing on confirmation of the Debtor's Chapter 11 plan and
final approval of the Disclosure Statement is scheduled on
Thursday, Dec. 12, 2019 at 11:00 a.m., in Randy D. Doub United
States Courthouse, 2nd Floor Courtroom, 150 Reade Circle,
Greenville, NC 27858.

Dec. 5, 2019 is fixed as the last day for filing and serving
written objections to confirmation of the plan.

Dec. 5, 2019 is fixed as the last day for filing written
acceptances or rejections of the plan.  The enclosed ballot should
be completed and filed with the plan proponent on or before that
date.

As reported in the TCR, Black Eagle Trans. Corp submitted a Plan of
Reorganization and
Disclosure Statement.  The Plan contemplates a continuation of the
Debtor's business
operations.  In accordance with the Plan, the Debtor intends to
satisfy creditor claims from income earned through continued
operations of its business.  All proceeds of liquidation will be
distributed in accordance with the priorities of the Code.

A full-text copy of the Disclosure Statement dated Oct. 21, 2019,
is available at https://tinyurl.com/yxrdvuwx from PacerMonitor.com
at no charge.

                About Black Eagle Trans. Corp

Black Eagle Trans. Corp is a North Carolina corporation with its
principal place of business in Rose Hill, North Carolina.  At all
relevant times, it has been engaged in the business of commercial
trucking where it owns and dispatches a fleet of trucks and
trailers across the United States.

Black Eagle Trans. Corp. sought Chapter 11 protection (Bankr.
E.D.N.C. Case No. 19-02850) on June 21, 2019.

Attorneys for the Debtor:

     GEORGE MASON OLIVER
     CIARA L. ROGERS
     The Law Offices of Oliver & Cheek, PLLC
     P.O. Box 1548
     New Bern, NC 28563
     Telephone: (252) 633-1930
     Facsimile: (252) 633-1950
     E-mail: george@olivercheek.com
     E-mail: ciara@olivercheek.com


BREATHE RITE: To Present Plan for Confirmation on Jan. 9
--------------------------------------------------------
Breathe Rite Respiratory Services, Inc., won conditional approval
of its Chapter 11 plan and disclosure statement.

An evidentiary hearing to consider final approval of the Disclosure
Statement and confirmation of the Plan will be held on Jan. 9,
2020, at 02:45 PM in Courtroom 6D, 6th Floor, George C. Young
Courthouse, 400 West Washington Street, Orlando, FL 32801.

Any party desiring to object to the disclosure statement or to
confirmation must file its objection no later than seven days
before the date of the Confirmation Hearing.

The debtor must file a ballot tabulation no later than four days
before the date of the Confirmation Hearing.

             About Breathe Rite Respiratory Services

Breathe Rite Respiratory Services, Inc., filed a Chapter 11
bankruptcy petition (Bankr. M.D. Fla. Case No. 19-03011) on May 5,
2019, disclosing under $1 million in both assets and liabilities.
Lisa C. Cohen, Esq., at Ruff & Cohen, P.A., is the Debtor's
counsel.


BREATHE RITE: Unsecureds to Get $500 Per Quarter for 5 Years
------------------------------------------------------------
Breathe Rite Respiratory Services, Inc. filed with the U.S.
Bankruptcy Court for the Middle District of Florida, Orlando
Division, a plan of reorganization and a disclosure statement.

The Debtor originally scheduled a total of $104,781.37 in unsecured
claims that were non-contingent, liquidated and not disputed.
After making adjustments based on claims that have been filed as of
the date of the filing of this Plan, unsecured claims total
$112,507.02.  Mr. Aguilar, the sole shareholder, agrees to
subordinate his claims to other unsecured claims and will receive
no distribution under the Plan.

The Plan provides for the Debtor to pay a total of $10,000 to
unsecured creditors on a pro rata basis over five years with no
interest.  For administrative convenience, this amount will be paid
quarterly, with payments of $500 each starting three months after
the effective date of the Plan.  Payments will be distributed on a
pro rata basis to all timely filed, allowed unsecured claims.

The IRS filed prepetition tax liens in excess of $100,000.00. These
tax liens attached to all of the Debtor's assets and the debt
exceeds the value of the property. The IRS filed an amended secured
claim in the amount of $39,516.52. The IRS also holds a priority
unsecured claim of approximately $30,511.66. There would no funds
with which to make any distribution to general unsecured claims. By
contrast, the Debtor's Plan provides to pay unsecured creditors
$10,000.00.

Based on the projections, the Debtor believes that it will be able
to fund the Plan payments and meet all other operating expenses as
detailed in the projections.

A full-text copy of the disclosure statement dated Oct. 17, 2019,
is available at https://tinyurl.com/y34sj6cd from PacerMonitor.com
at no charge.

The Debtor is represented by Lisa C. Cohen of Ruff & Cohen, P.A.

             About Breathe Rite Respiratory Services

Breathe Rite Respiratory Services, Inc., filed a Chapter 11
bankruptcy petition (Bankr. M.D. Fla. Case No. 19-03011) on May 5,
2019, disclosing under $1 million in both assets and liabilities.
Lisa C. Cohen, Esq., at Ruff & Cohen, P.A., is the Debtor's
counsel.


C.T.W. REALTY: Seeks to Extend Solicitation Period to Feb. 13
-------------------------------------------------------------
C.T.W. Realty Corp. requests the U.S. Bankruptcy Court for the
Southern District of New York to extend the initial exclusive
period within which to solicit acceptances its chapter 11 plan
through and including Feb. 13, 2020 -- the date of the plan
confirmation hearing.

The Debtor needs the additional time to implement its plan. In the
short amount of time since the Petition Date, the Debtor filed a
viable plan of reorganization and has taken prompt and affirmative
steps to implement its plan. Specifically, the Debtor obtained
court-approval to retain an experienced real estate advisor who
will market its Property.

It is critical that the Debtor and its advisor have the 120 days to
properly and effectively market the Property and a period of time
the Debtor's senior secured and largest creditor -- Wilmington
Trust, N.A., as Trustee for the Benefit of the Holders of LLCM
2017-LC26 Mortgage Trust Commercial Mortgage Pass-Through
Certificates, Series 2017-LC26 -- did not oppose. With the
court-approved Bid Procedures in place -- which procedures were
jointly negotiated by the Debtor and Wilmington Trust - there was
no way the Debtor could solicit votes from each class of claims or
interests prior to the expiration of the 180-day exclusive
solicitation period.

              About C.T.W. Realty Corp.

C.T.W. Realty Corp. is a single asset real estate company which was
formed for the ownership and management of that certain commercial
property located at 55-59 Chrystie Street, New York, NY 10002.

On May 6, 2019, Wilmington Trust, N.A., as Trustee for the Benefit
of the Holders of LCCM2017-LC26 Mortgage Trust Commercial Mortgage
Pass-Through Certificates, Series 2017-LC26, filed a Motion To
Excuse Compliance By Receiver With 11 U.S.C. Sec. 543.  On June 4,
2019, the Court entered an order granting the Receiver Motion.

C.T.W. Realty Corp., based in New York, NY, filed a Chapter 11
petition (Bankr. S.D.N.Y. Case No. 19-11425) on May 1, 2019.  In
the petition was signed by Gary M. Tse, president, the Debtor
estimated $10 million to $50 million in both assets and
liabilities.  Steven B. Smith, Esq., at Herrick Feinstein LLP,
serves as bankruptcy counsel to the Debtor.



CAH ACQUISITION 12: Trustee Disputes Cigna Consent Judgment
-----------------------------------------------------------
CAH Acquisition Company 12, LLC d/b/a Fairfax Community Hospital
filed with the U.S. Bankruptcy Court for the Eastern District of
North Carolina, Greenville Division, a disclosure statement for
amended chapter 11 plan of orderly liquidation.

Within 180 days prior to the Petition Date, the management company
for the Debtor (EmpowerHMS and/or iHealthcare) caused the Debtor to
cease paying employee wages or premiums for employee benefits.
EmpowerHMS and/or iHealthcare failed to cause the Debtor to pay
various county, state, and federal taxes. The Trustee cannot
estimate the total extent of those liabilities as of the Petition
Date. However, the total Priority Claims asserted against the
Debtor exceed $1,250,000.00.

On or about March 5, 2019, Jorge Perez appeared to have executed a
consent judgment in favor of Cigna Health and Life Insurance
Company on behalf of HMC/CAH, the Debtor and its Debtor Affiliates,
and RCHA, purportedly creating a debt to Cigna valued at over
$1,500,000.00 as of the Petition Date.

Within the six-month period preceding the Debtor’s Chapter 11
case, Jorge Perez caused the Debtor and its Debtor Affiliates to
cross-collateralize millions of dollars in merchant cash advance
factoring agreements. Complete Business Solutions Group, Inc.
asserts a Claim, purportedly arising from December 2018, against
the Debtor valued at $6,113,514.70. App Group International, LLC
asserts a Claim, purportedly arising from October 2018, against the
Debtor valued at $324,257.09.

The Trustee disputes the validity of the Cigna consent judgment as
well as any and all Claims arising from merchant cash advance or
factoring agreements through which Jorge Perez encumbered the
Debtor.

The Trustee has worked to preserve the Estate's Assets by
identifying and pursuing Assets or proceeds thereof that may be
unencumbered by liens of Secured Creditors in the Chapter 11 Case.
It appears that except for the property encumbered by the Gemino
Note, most of the remaining personal property is unencumbered.

A full-text copy of the disclosure statement dated October 17,
2019, is available at https://tinyurl.com/y427ztpx from
PacerMonitor.com at no charge.

                  About CAH Acquisition 12

CAH Acquisition Company 12, LLC, d/b/a Fairfax Community Hospital,
is a healthcare services provider in Fairfax, Oklahoma, offering a
broad range of services including emergency, radiology, laboratory,
inpatient care, rehabilitation services, respiratory therapy, and
swing bed.

CAH Acquisition Company 12 filed a voluntary Chapter 11 petition
(Bankr. N.D. Okla. Case No. 19-10641) on April 1, 2019.  The
petition was signed by Charles E. Cartwright, Trustee for
Receiver for Debtor.  At the time of filing, the Debtor was
estimated to have assets of $50,000 to $100,000 and estimated
liabilities of $1 million to $10 million.

The case is jointly administered along with six other critical
access hospitals under the Chapter 11 case of CAH Acquisition
Company #1, LLC d/b/a Washington County Hospital (Case No.
19-00730).

The case is assigned to Judge JOseph N. Callaway.

The Debtor's counsel is Sam G. Bratton, II, Esq., at Doerner,
Saunders, Daniel & Anderson, L.L.P., in Tulsa, Oklahoma.

                 About Fairfax Community Hospital

CAH Acquisition Company 12, LLC, d/b/a Fairfax Community Hospital,
is a Delaware limited liability company that owns a for-profit,
15-bed hospital at 40 Hospital Road, Fairfax, Oklahoma 74637.  The
Hospital offers  a broad range of services including emergency,
radiology, laboratory, inpatient care, rehabilitation services,
respiratory therapy, and swing bed.

CAH Acquisition Company 12 filed a voluntary Chapter 11 petition
(Bankr. N.D. Okla. Case No. 19-10641) on April 1, 2019.

The case is jointly administered along with six other critical
access hospitals under the Chapter 11 case of CAH Acquisition
Company #1, LLC d/b/a Washington County Hospital (Case No.
19-00730).

The Hon. Joseph N. Callaway is the case judge.  

SPILMAN THOMAS & BATTLE, PLLC, is the Debtors' counsel.

Thomas W. Waldrep, Jr., was appointed as Chapter 11 Trustee for the
Debtors.  The Trustee's own firm, WALDREP LLP, serves as counsel in
the Chapter 11 case.


CAH ACQUISITION 1: Plan Payments to be Funded by Asset Sales
------------------------------------------------------------
CAH Acquisition Company #1, LLC d/b/a Washington County Hospital,
filed with the U.S. Bankruptcy Court for the Eastern District of
North Carolina, Greenville Division, an amended chapter 11 plan of
orderly liquidation and disclosure statement.

Each Holder of an Allowed General Unsecured Claim will receive, in
full and final satisfaction of such Claim, on one or more GUC
Distribution Dates, a Pro Rata share of the net proceeds of the GUC
Litigation Trust Assets. Class 5 is Impaired. Therefore, Holders of
Class 4 Claims are entitled to vote to accept or reject the Plan.

Holders of Equity Interests will retain their interests. Provided
however, the Holders of Equity Interests will not receive any
distribution under this Plan unless and until the Holders of
Allowed General Unsecured Claims have been paid in full. Class 6 is
Impaired. Therefore, Holders of Class 6 Equity Interests are
entitled to vote to accept or reject the Plan.

Based on an initial review of the Debtor’s scheduled Claims and
the Claims filed in the Case, it is estimated that the total
Allowed General Unsecured Claims will be approximately $7,800,000,
not including potential deficiencies arising from the partial
satisfaction of Allowed Secured Claims. The actual amount
distributed to Holders of Class 5 General Unsecured Claims will
vary based on the Assets recovered and the reconciled amount of
General Unsecured Claims that are Allowed.

This Plan provides for the disposition of substantially all the
Assets and the distribution of the net proceeds thereof to Holders
of Allowed Claims, consistent with the priority provisions of the
Bankruptcy Code. This Plan will provide for the Sale of most of the
Assets at an Auction conducted pursuant to Section 363 of the
Bankruptcy Code. This Plan also creates a mechanism for the
Litigation Trustee to pursue Claims and Causes of Action, including
the D&O Claims, Tort Claims, Fraud Claims, to enable recoveries to
Creditors.

A full-text copy of the disclosure statement dated Oct. 17, 2019,
is available at https://tinyurl.com/y2uxjs42 from PacerMonitor.com
at no charge.

The Debtor is represented by:

       WALDREP LLP
       Thomas W. Waldrep, Jr.
       James C. Lanik
       Jennifer B. Lyday
       Francisco T. Morales
       101 S. Stratford Road, Suite 210
       Winston-Salem, North Carolina 27104
       Telephone: 336-717-1440
       Facsimile: 336-717-1340
       E-mail: notice@waldrepllp.com

                About Washington County Hospital

CAH Acquisition Company #1, LLC d/b/a Washington County Hospital,
is a Delaware limited liability company that owns a for-profit
25-bed hospital and Rural Health Clinic on a 20-acre  campus
located at 958 US Hwy 64 East, Plymouth, North Carolina.  It
purchased the Hospital from Washington County, North Carolina on
June 1, 2007.    

On Feb. 19, 2019, three creditors of CAH Acquisition Company #1,
LLC -- Medline Industries,  Inc.; Robert Venable, M.D.; and
Washington County, North Carolina -- filed an involuntary petition
for relief under Chapter 7 of Title 11 of the United States Code in
the United States Bankruptcy Court for the Eastern District of
North Carolina.  On March 15, 2019, the  Bankruptcy Court entered
its order converting the Debtor's case to a case under Chapter 11
of the Bankruptcy Code.

The case is jointly administered along with six other critical
access hospitals under the Debtor's Chapter 11 Case.  On Feb. 22.
2019, during the pendency of the Chapter 7 portion of the Debtor's
case, Thomas W. Waldrep, Jr., was appointed as interim trustee for
the Debtor.  On March 15, 2019, upon conversion of the case, Thomas
W. Waldrep, Jr., was appointed as  Chapter 11 Trustee for the
Debtor pursuant to Section 1104 of the Bankruptcy Code.  No
official committee of unsecured creditors was appointed in this
case.

The Trustee's own firm, WALDREP LLP, serves as counsel in the
Chapter 11 case.


CAH ACQUISITION 7: Plan to be Funded by Liquidation Proceed
-----------------------------------------------------------
CAH Acquisition Company 7, LLC d/b/a Prague Community Hospital
filed with the U.S. Bankruptcy Court for the Eastern DIstrict of
North Carolina, Greenville Division, a disclosure statement for
amended chapter 11 plan of orderly liquidation.

Class 4 consists of all General Unsecured Claims. Each Holder of an
Allowed General Unsecured Claim, including the Gemino Note
Unsecured Claim, will receive, in full and final satisfaction of
such Claim, on one or more GUC Distribution Dates, a Pro Rata share
of the net proceeds of the GUC Litigation Trust Assets. Class 4 is
Impaired. Therefore, Holders of Class 4 Claims are entitled to vote
to accept or reject the Plan.

Class 6 consists of all Equity Interests. Holders of Equity
Interests will retain their interests. Provided however, the
Holders of Equity Interests will not receive any distribution under
this Plan unless and until the Holders of Allowed General Unsecured
Claims have been paid in full. Class 6 is Impaired. Therefore,
Holders of Class 6 Equity Interests are entitled to vote to accept
or reject the Plan.

The Plan provides for the disposition of substantially all the
Assets and the distribution of the net proceeds thereof to Holders
of Allowed Claims, consistent with the priority provisions of the
Bankruptcy Code. The Plan will provide for the Sale of most of the
Assets at an Auction conducted pursuant to Section 363 of the
Bankruptcy Code. This Plan also creates a mechanism for the
Litigation Trustee to pursue Claims and Causes of Action, including
Chapter 5 Actions, the D&O Claims, the Fraud Claims, and the Tort
Claims, to enable recoveries to Creditors.

The funding of the Litigation Trust for the payments to be made to
Holders of Allowed Claims under the Plan and the payment of
Post-Effective Date Expenses will be from (i) the Litigation Trust
Expense Reserve, (ii) the Debtor’s Cash on hand as of the
Effective Date, which will be transferred to the Litigation Trust
as of the Effective Date and proceeds from the investment of such
Cash, and (iii) the proceeds of the liquidation of the Assets,
including, without limitation, any Claims or Causes of Action.

A full-text copy of the disclosure statement dated October 17,
2019, is available at https://tinyurl.com/y4ex5ncr from
PacerMonitor.com at no charge.

                About Prague Community Hospital

CAH Acquisition Company 7, LLC d/b/a Prague Community Hospital is a
Delaware limited liability company that owns a for-profit, 15-bed
hospital at 1322 Klabzuba Avenue, Prague, Oklahoma 74864.  The
Company is currently owned by two members, HMC/CAH Consolidated,
Inc. (20% membership) and Health Acquisition Company, LLC (80%
membership).

The Debtor, along with numerous other affiliated entities, filed a
previous voluntary  Chapter 11 bankruptcy case (Bankr. W.D. Mo.
Case No. 11-44745) on Oct. 10, 2011 and won confirmation of its
Chapter 11 plan in December 2012.

The Company again sought Chapter 11 protection (Bankr. E.D.N.C.
Case No. 19-01298) on March 21, 2019.  The Debtor was estimated to
have assets of $0 to $50,000 and liabilities of $1 million to $10
million.  

The case is jointly administered along with six other critical
access hospitals under the Chapter 11 case of CAH Acquisition
Company #1, LLC d/b/a Washington County Hospital (Case No.
19-00730).

The Hon. Joseph N. Callaway is the case judge.  

SPILMAN THOMAS & BATTLE, PLLC, is the Debtors' counsel.

Thomas W. Waldrep, Jr., was appointed as Chapter 11 Trustee for the
Debtors.  The Trustee's own firm, WALDREP LLP, serves as counsel in
the Chapter 11 case.


CAMPUS EDGE: Dec. 5 Hearing on Plan & Disclosures Set
-----------------------------------------------------
A combined hearing on approval of disclosure statement and
confirmation of the chapter 11 plan of reorganization of Debtor
Campus Edge Condominium Association, Inc., a Florida not-for-profit
corporation, will be held on Dec. 5, 2019, at 10:45 a.m.

The hearing will be held before the Honorable Karen K. Specie,
United States Bankruptcy Judge, on the 3rd Floor, in Courtroom 3 of
the United States Courthouse, at 401 S.E. First Avenue,
Gainesville, Florida 32601.

As reported in the TCR, Campus Edge Condominium Association filed a
Chapter 11 plan and accompanying Disclosure Statement proposing
that General Unsecured Claims in excess of $5,000 will receive a
pro-rata distribution on account of their Allowed Claims in
accordance with the following schedule: (i) $100,000 on the Initial
Distribution Date; and (ii) 6 annual payments of $50,000 on each
successive anniversary of the Initial Distribution Date.  A
full-text copy of the Disclosure Statement dated Aug. 8, 2019, is
available at https://tinyurl.com/y29skl36 from PacerMonitor.com at
no charge.

Attorney for the Debtor:

     Richard R. Thames, Esq.
     THAMES MARKEY & HEEKIN, P.A.
     50 North Laura Street, Suite 1600
     Jacksonville, Florida 32202
     (904) 358-4000
     (904) 358-4001 (Facsimile)
     Email: rrt@tmhlaw.net

           About Campus Edge Condominium Association

Campus Edge Condominium Association, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case
No.19-10011) on Jan. 14, 2019.  At the time of the filing, the
Debtor had estimated assets of less than $1 million and liabilities
of less than $1 million.  The case has been assigned to Judge Karen
K. Specie. Thames Markey & Heekin, P.A. is the Debtor's legal
counsel.  No official committee of unsecured creditors has been
appointed in the Chapter 11 case.



CHARLENE CORPORATION: Seeks to Hire Woll & Woll as Counsel
----------------------------------------------------------
Charlene Corporation seeks authority from the US Bankruptcy Court
for the District of Maryland to employ Michael S. Woll and Woll &
Woll, P.A. as counsel.

Mr. Woll will give legal advice and perform all legal services
required in connection with Debtor's Chapter 11 bankruptcy
petition, including advice as to the sufficiency of claims,
objections to proof of claims, handling adversary proceedings,
filing responsive pleadings, and correspondence and communications
with interested parties to the case.

Mr. Woll has agreed to represent the Debtor on a flat fee basis of
$12,000.

Mr. Woll assures the court that he is a "disinterested person" as
such term is defined in Sc. 101(14) of the Bankruptcy Code.

The counsel can be reached through:

     Michael S. Woll, Esq.
     4405 East West Highway, Suite 201
     Bethesda, MD 20814
     Phone: 301-602-6731
     Email: michaelswoll@wolllaw.com

                    About Charlene Corporation

Based in Hyattsville, Maryland, Charlene Corporation filed a
Chapter 11 Petition (Bankr. D. Md. Case No. 19-22991) on September
30, 2019, listing under $1 million in both assets and liabilities.
Michael S. Woll, Esq. at Woll & Woll, P.A. represents the Debtor as
counsel.    


CIRCLE BAR T: Hires R. Patten Watson, III as Accountant
-------------------------------------------------------
Circle Bar T Demolition and Grading, LLC, seeks authority from the
U.S. Bankruptcy Court for the District of South Carolina to employ
R. Patten Watson, III, as accountant to the Debtor.

Circle Bar T requires R. Patten Watson, III to provide accounting
services in relation to the Chapter 11 bankruptcy proceedings.

R. Patten Watson, III will be paid at the hourly rates of $60 to
$120. R. Patten Watson, III will be paid a retainer in the amount
of $1,000.

R. Patten Watson, III will also be reimbursed for reasonable
out-of-pocket expenses incurred.

R. Patten Watson, III, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.

R. Patten Watson, III can be reached at:

     R. Patten Watson, III
     2026 Assembly St., Suite 209
     Columbia SC 29201
     Tel: (803) 771-0640
     Fax: (803) 771-0652

                About Circle Bar T Demolition

Circle Bar T Demolition and Grading, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 19-04350)
on Aug. 16, 2019. In the petition signed by Tom Coker Lee,
president, the Debtor was estimated to have assets of between
$100,001 and $500,000 and liabilities of between $500,001 and $1
million.  The case is assigned to Judge David R. Duncan.  The
Debtor is represented by Eddye L. Lane, Esq., and J. Carolyn
Stringer, Esq.

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


COLLEGE OF NEW ROCHELLE: A&G to Auction Campus on Nov. 18
---------------------------------------------------------
A&G Realty Partners will hold a bankruptcy auction on Nov. 18,
2019, for the sale of a 15.6 Acre Westchester Campus located at 29
Castle Place, New Rochelle, New York, owned by College of New
Rochelle.  Minimum qualified bid for the Debtor's property is at
$21,565,000.  For more information on the property and sale,
contact:

   B6 Real Estate Advisors
   Jamie Cote
   Tel: 877-822-0377
        646-933-2660

   A&G Realty Partners
   Emilio Amendola
   Tel: 631-465-9507

                About the College of New Rochelle

Founded by the Ursuline Sisters in 1904, The College of New
Rochelle comprises four schools: the school of arts & sciences, the
school of nursing & healthcare professions, the graduate school and
the school of new resources for adult learners.  CNR provided
education to underprivileged and first-generation college students
at its historic home in New Rochelle, Westchester County, New York.
The College expanded to operate satellite campuses at five other
locations in the Bronx, Brooklyn, Harlem and Yonkers.

The College of New Rochelle shut operations in August 2019 and, on
Sept. 20, 2019, sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 19-23694) in White Plains, New York.

In the petition signed by Mark Podgainy, interim chief
restructuring officer, the Debtor was estimated to have $50 million
to $100 million in assets and liabilities as of the bankruptcy
filing.

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

The Debtor tapped Cullen & Dykman, LLP as bankruptcy counsel; Hogan
Marren Babbo & Rose Ltd., as regulatory counsel.  Getzler Henrich &
Associates is the restructuring advisor.  A&G Realty Partners and
B6 Real Estate Advisors are marketing the Debtor's assets.
Kurtzman Carson Consultants LLC is the claims agent.


COMMUNITY HEALTH: Prices Offering of $500 Million Tack-On Notes
---------------------------------------------------------------
CHS/Community Health Systems, Inc., a wholly-owned subsidiary of
Community Health Systems, Inc., priced an offering of an additional
$500 million aggregate principal amount of its outstanding 8.000%
Senior Secured Notes due 2026 (the "Tack-On Notes") at an issue
price of 100%, plus accrued and unpaid interest from Sept. 15, 2019
to the closing date.  The Tack-On Notes will be part of the same
series as, and rank equally with, the Issuer's 8.000% Senior Notes
due 2026 issued in March 2019.  After giving effect to this
offering, the Issuer will have $2,100,809,000 aggregate principal
amount of outstanding 8.000% Senior Secured Notes due 2026.  The
sale of the Tack-On Notes is expected to be consummated on or about
Nov. 19, 2019, subject to customary closing conditions.

The Issuer intends to use the net proceeds of the offering of
Tack-On Notes to (i) redeem all $121 million aggregate principal
amount of its outstanding 7.125% Senior Unsecured Notes due 2020 at
par plus accrued and unpaid interest to, but excluding, the
redemption date, (ii) repay amounts outstanding under the Issuer's
existing cash-flow based revolving credit facility (including
cash-collateralizing approximately $145 million of outstanding
letters of credit), which will be terminated in connection with
this offering and related refinancing transactions, and (iii) repay
borrowings outstanding under the Issuer's asset-based loan
facility.

The Tack-On Notes will be offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended, and outside the United States pursuant to
Regulation S under the Securities Act.  The Tack-On Notes have not
been registered under the Securities Act and may not be offered or
sold in the United States absent registration or an applicable
exemption from the registration requirements.

                    About Community Health

Community Health -- http://www.chs.net-- is a publicly traded
hospital company and an operator of general acute care hospitals in
communities across the country.  The Company, through its
subsidiaries, owns, leases or operates 105 affiliated hospitals in
18 states with an aggregate of approximately 17,000 licensed beds.
Shares in Community Health Systems, Inc. are traded on the New York
Stock Exchange under the symbol "CYH."

Community Health reported a net loss attributable to the Company's
stockholders of $788 million for the year ended Dec. 31, 2018,
compared to a net loss attributable to the Company's stockholders
of $2.45 billion for the year ended Dec. 31, 2017. As of Sept. 30,
2019, the Company had $15.89 billion in total assets, $17.16
billion in total liabilities, $498 million in redeemable
noncontrolling interests in equity of consolidated subsidiaries,
and a total stockholders' deficit of $1.76 billion.

                            *   *    *

In July 2018, S&P Global Ratings raised its corporate credit rating
on Franklin, Tenn.-based hospital operator Community Health Systems
Inc. to 'CCC+' from 'SD' (selective default).  The outlook is
negative.  "The upgrade of Community to 'CCC+' reflects the
company's longer-dated debt maturity schedule, and our view that
its efforts to rationalize its hospital portfolio as well as
improve financial performance and cash flow should strengthen
credit measures over the next 12 to 18 months."

In June 2019, Fitch Ratings affirmed Community Health System Inc.'s
Long-Term Issuer Default Rating at 'CCC'.  CHS's 'CCC' Issuer
Default Rating reflects the company's weak financial flexibility
with high gross debt leverage and stressed FCF generation (CFO less
capex and dividends).


COMMUNITY HEALTH: S&P Lowers ICR to 'CC'; Outlook Negative
----------------------------------------------------------
S&P Global Ratings lowered the issuer credit rating on U.S.-based
hospital operator Community Health Systems Inc. to 'CC' from
'CCC+', and the issue-level rating on the senior unsecured notes
due 2022 to 'CC' from 'CCC-' to reflect its view that this
transaction, if completed, results in investors receiving less than
the original promise of their securities and would constitute a
selective default. The outlook is negative.

The downgrade follows the announcement that Community is seeking to
exchange $2,632 million of its 6.875% senior unsecured notes due
2022 for a combination of new 8.00% senior secured notes due 2027
and new 6.875% senior unsecured notes due 2028.  While the
proportion of secured and unsecured debt offered in the exchange is
subject to participation, the secured portion will consist of about
27%-32% of the total consideration offered.

The negative outlook reflects S&P's expectation that it will lower
the issuer credit rating to 'SD' (selective default) and the rating
on the 2022 senior unsecured notes to 'D' following the close of
the transaction.

"We will reevaluate the issuer credit rating and issue-level
ratings, including our recovery ratings, following the close of the
tender. In our review, we will focus on the company's ability to
sustain its capital structure over the longer term, emphasizing our
expectations for liquidity and capital markets access in the face
of a still significant maturity schedule through 2019 and beyond,"
S&P said.


CRAZY CAT: Seeks to Hire James & Haugland as Legal Counsel
----------------------------------------------------------
Crazy Cat Cyclery, LLC seeks authority from the U.S. Bankruptcy
Court for the Western District of Texas to employ James & Haugland,
P.C. as its legal counsel.

The Debtor requires James & Haugland to:

     a. analyze the Debtor's financial situation;

     b. prepare and file a plan of reorganization and disclosure
statement;

     c. represent the Debtor at the meeting of creditors and
confirmation hearing;

     d. represent the Debtor in adversary proceedings and other
contested bankruptcy matters;

     e. advise the Debtor of its powers and duties in the continued
operation of its business;

     f. prepare applications, answers, orders, reports and other
court papers; and

     g. help the Debtor prepare documents to obtain post-petition
credits.

James & Haugland will be paid at these hourly rates:

     Corey W. Haugland                  $300
     Jamie T. Wall                      $250
     Paralegals                         $95

The Debtor has paid the sum of $11,717 to James & Haugland as a
retainer.

Corey W. Haugland, Esq., a shareholder of James & Haugland, assured
the court that the firm does not represent any interest adverse to
the Debtor and its estate.

James & Haugland may be reach at:

       Corey W. Haugland, Esq.
       James & Haugland, P.C.
       609 Montana Avenue
       El Paso, TX 79902
       Tel: (915)532-3911
       Fax: (915)541-6440
       E-mail: chaugland@jghpc.com

                       About Crazy Cat Cyclery, LLC

Based in El Paso, Texas, Crazy Cat Cyclery, LLC, filed a Voluntary
Petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex.
Case No. 19-31773) on October 25, 2019. Corey W Haugland at James &
Haugland, P.C. represents the Debtor as counsel.


CTE 1 LLC: Nov. 7 Meeting Set to Form Creditors' Panel
------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on November 7, 2019, at 11:00 a.m. in the
bankruptcy case of CTE 1, LLC d/b/a/ Lexus of Englewood.

The meeting will be held at:

         United States Trustee's Office
         One Newark Center, 1085 Raymond Blvd.
         21st Floor, Room 2106
         Newark, NJ 07102

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

                        About CTE 1

CTE 1 LLC -- https://www.lexusofenglewood.com -- is a car dealer in
Englewood, New Jersey offering a selection of new and pre-owned
Lexus vehicles.  The Company offers a full lineup of vehicles,
including Lexus LS sedan, Lexus RX SUV and ES Hybrid.

CTE 1 LLC sought Chapter 11 protection on October 27, 2019 (Bankr.
D. NJ. Lead Case No. 19-30256) in New Jersey. The petitions were
signed by Carmine DeMaio, operating manager. Hon. Vincent F.
Papalia presides over the case.

The Debtor disclosed $10 million to $50 million in assets and $10
million to $50 million in liabilities.

Robert M. Hirsh, Esq., of ARENT FOX LLP, serve as the Debtors'
counsel.


DASEKE INC: S&P Lowers ICR to 'B' on Lower Expected Earnings
------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Daseke Inc.
to 'B' from 'B+'. The outlook is stable.

At the same time, S&P lowered its issue-level rating on Daseke's
senior secured term loan to 'B' from 'B+'. The recovery rating on
this debt remains '3' indicating S&P's expectation for meaningful
(50%-70%; rounded estimate: 60%) recovery in the event of a payment
default.

Daseke operates in the trucking industry, which S&P views as
cyclical, price competitive and capital-intensive.  Daseke provides
open-deck specialty truck services in the U.S., Canada, and Mexico.
The company has about a 3% market share in the overall North
American trucking market. Daseke has a diverse customer base that
covers a variety of end markets including metals, industrial
products, aerospace, building materials, and machinery. Although
Daseke has diversified its customer base over the past several
years, S&P still views the company's end markets as highly
cyclical, which can result in volatile credit measures.

The stable outlook reflects S&P's expectation that the company will
maintain credit metrics appropriate for the rating over the next 12
months, despite recent headwinds in the overall flatbed market. The
rating agency assumes Daseke's adjusted debt leverage will be in
the mid-4x area in 2019, with FOCF-to-debt to be in the low-single
digit percent area.

"We could lower our ratings on Daseke in the next 12 months if
weaker-than-expected industrial production causes the flatbed and
specialized trucking markets to weaken significantly. Specifically,
we could downgrade the company if we expect these factors to
increase Daseke's adjusted debt to EBITDA above 6x or result in
FOCF to debt approaching 0% over a sustained period," S&P said.

"We could raise our ratings on Daseke if its credit measures
improve, including adjusted debt to EBITDA in the high-3x area and
FOCF to debt of around 10%. This could occur if, for example,
conditions in the company's end markets improve due to
stronger-than-expected end-market growth and higher levels of debt
paydown than we anticipate," the rating agency said.


DISASTERS STRATEGIES: Amended Plan Slated for Nov. 21 Confirmation
------------------------------------------------------------------
The amended disclosure statement of Disasters, Strategies and Ideas
Group, LLC, has been conditionally approved.

A confirmation hearing on the Debtor's Amended Plan will be held at
110 E. Park Avenue, 2nd Floor Courtroom, Tallahassee, FL 32301 on
November 21, 2019 at 11:00 AM, Eastern Time.

Nov. 14, 2019, is fixed as the last day for filing and serving
written objections to the amended disclosure statement, and is
fixed as the last day for filing acceptances or rejections of the
amended plan.

Objections to confirmation must be filed and served seven (7) days
before the date set.

On or before Oct. 22, 2019, the plan of reorganization, the amended
disclosure statement, ballot for accepting or rejecting the amended
plan, and the order conditionally approving the amended disclosure
statement must be transmitted by mail by the attorney for the
proponent of the amended plan sought to be confirmed to creditors,
equity security holders and other parties in interest as provided
in Federal Rules of Bankruptcy Procedure.

           About Disasters, Strategies and Ideas Group

Disasters, Strategies and Ideas Group, LLC --
http://www.dsideas.com/-- is an emergency management and homeland
security services consulting firm.  DSI was established by former
North Carolina and Florida Emergency Management Director Joe Myers
in 2003 to provide emergency management services to state, local
and federal agencies.

Headquartered in Tallahassee, Florida, DSI serves Florida and the
Southeast with a team of professionals that is expert in all
aspects of homeland security and emergency management, with its
primary focus being disaster recovery grant management services.

Disasters, Strategies and Ideas Group filed a Chapter 11 petition
(Bankr. N.D. Fla. Case No. 18-40375) on July 17, 2018.  In the
petition signed by Joseph Myers, vice president, the Debtor
estimated less than $50,000 in assets and $1 million to $10
million in liabilities.  The case is assigned to Judge Karen K.
Specie.

Bruner Wright, P.A., is the Debtor's counsel.

No official committee of unsecured creditors has been appointed in
the Chapter 11 case.


DIXON MECHANICAL: Seeks to Hire Ted Dunn as Accountant
------------------------------------------------------
Dixon Mechanical, LLC, seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Ted Dunn, as
accountant to the Debtor.

Dixon Mechanical requires Ted Dunn to:

   -- prepare and file federal income tax returns; and

   -- review prepetition tax issues.

Ted Dunn will be paid at these hourly rates:

       Accountant      $175
       Staffs           $50

Ted Dunn will be paid a retainer in the amount of $2,500.

Ted Dunn will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Ted Dunn, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Ted Dunn can be reached at:

     Ted Dunn
     1617 S Tutle Ave., Suite 2A
     Sarasota, FL 34239
     Tel: (941) 957-1771

                  About Dixon Mechanical LLC

Dixon Mechanical, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 19-07459) on Aug. 7, 2019, disclosing
under $1 million in both assets and liabilities.  The Debtor is
represented by Melody D. Genson, Esq., at the Law Office of Melody
D. Genson.


DRB INC: Seeks to Hire Graham T. Jennings, Jr. as Counsel
---------------------------------------------------------
DRB, Inc., seeks authority from the U.S. Bankruptcy Court for the
District of Virginia to employ Graham T. Jennings, Jr., P.C., as
counsel to the Debtor.

DRB, Inc. requires Graham T. Jennings, Jr. to:

   a. advise and represent the Debtor with respect to all matters
      and proceedings in the Chapter 11 case and to prepare
      applications, motions, answers, orders, reports, and other
      legal papers;

   b. assist the Debtor in all bankruptcy issues which may arise
      in the administration of the Debtor's affairs, including
      the representation at the first meeting of creditors,
      evaluation of assets, negotiation with creditors, interest
      groups, and any Official Committee of Unsecured Creditors,
      verification of claims, and asset disposition;

   c. assist the Debtor with preparation of and confirmation of a
      plan reorganization;

   d. assist the Debtor in the evaluation and prosecution of
      claims and litigation;

   e. provide legal services with respect to general corporate
      and other general non-bankruptcy matters to the extent not
      duplicative of work to be provided by other professionals;

   f. provide legal advice with respect to the Debtor's powers
      and duties as debtor-in-possession; and

   g. perform all other necessary legal services and provide all
      other necessary legal advice to the Debtor in connection
      with the Chapter 11 case and its business operation.

Graham T. Jennings, Jr. will be paid at the hourly rate of $375.

Graham T. Jennings, Jr. will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Graham T. Jennings, Jr., partner of Graham T. Jennings, Jr., P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Graham T. Jennings, Jr. can be reached at:

     Graham Thornton Jennings, Jr., Esq.
     GRAHAM T. JENNINGS, JR., P.C.
     P.O. Box 426
     Powhatan, VA 23139
     Tel: (804) 598-7912
     E-mail: powlaw@gjenningspc.com

                         About DRB Inc.

D.R.B., Inc.m provides trucking and hauling services.

The Company previously sought bankruptcy protection on Oct. 2, 2013
(Bankr. E.D. Va. Case No. 13-30009).

D.R.B., Inc., based in Chester, VA 23831, filed a Chapter 11
petition (Bankr. E.D. Va. Case No. 19-34742) on Sept. 11, 2019.  In
the petition signed by Donald R. Beverley, president, the Debtor
was estimated to have $100,000 to $500,000 in assets and $1 million
to $10 million in liabilities.  The Hon. Keith L. Phillips oversees
the case.  Graham T. Jennings, Jr., Esq., at Graham T. Jennings,
Jr., P.C., serves as bankruptcy counsel.


DWS CLOTHING: Nov. 14 Disclosure Statement Hearing Set
------------------------------------------------------
On Oct. 10, 2019, DWS Clothing Too, LLC filed a Disclosure
Statement and Plan of Reorganization pursuant to 11 U.S.C. Sec.
1121 and 1125.

The hearing to consider disclosure statement will be held on Nov.
14, 2019, at 10:30 a.m. in the United States Bankruptcy Court, 1515
North Flagler Drive, Courtroom B, 8th Floor, West Palm Beach,
Florida 33401.

Objections to the Disclosure Statement shall be filed with the
Court and served on the Debtor; the Plan Proponent; all committees
that have been appointed; any chapter 11 trustee or examiner that
has been appointed; and the U.S. Trustee by no later than Nov. 7,
2019.

The Debtor is represented by:

         Jordan L. Rappaport, Esq.
         1300 N. Federal Hwy #203
         Boca Raton, FL 33432
         Phone: 561-368-2200
         E-mail: office@rorlawfirm.com

                    About DWS Clothing Too

Operating as Alene Too, DWS Clothing Too, LLC, sells women's
clothes. DWS Clothing Too sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25551) on Dec. 14,
2018.  In the petition signed by Maxine Schwartz, member, the
Debtor was estimated to have assets of less than $50,000 and
liabilities of $1 million to $10 million.  The case is assigned to
Judge Mindy A. Mora.  Rappaport Osborne & Rappaport, PLLC, is the
Debtor's counsel.


ELECTRO RENT: S&P Affirms 'B' Issuer Credit Rating; Outlook Neg.
----------------------------------------------------------------
S&P Global Ratings affirmed its ratings on U.S.-based testing and
measurement equipment (T&M) provider Electro Rent Corporation
(ERC), including the 'B' issuer credit rating.

The negative outlook reflects the risk that the company may not
reduce its debt leverage if it experiences a trade-related economic
slowdown in its industrial and information technology end-markets,
or softer macroeconomic conditions in Europe and Asia. In this
scenario, the company may not be able to generate sufficient free
cash flow to reduce its moderate revolver borrowings. S&P also
acknowledged the risk of revenue volatility given the niche nature
of the T&M rental equipment industry.

The negative outlook on Electro Rent reflects the risk of a
potential slowdown in the company's cyclical industrial-oriented
end markets, specifically in the European and Asian regions, which
could prevent it from reducing leverage to below 6.0x on or
generating positive free cash flow over the next twelve months.

"We could lower our rating on Electro Rent if lower-than-expected
sales or operating margins cause debt leverage to remain above 6.0x
with no immediate prospects for improvement or if the company does
not generate positive free operating cash flow. We could also lower
the rating if we believe the company could lose full access to its
revolving credit facility, specifically if the company triggers the
springing leverage covenant and does not maintain adequate covenant
headroom of above 15%," S&P said, adding that it could lower its
rating if the company pursues debt-funded acquisitions or
shareholder returns that result in leverage of above 6x on a
sustained basis.

"We could revise the outlook to stable if the company expands its
EBITDA margins through higher volumes or synergies from past
acquisitions, resulting in leverage sustained below 6x. We would
also need to anticipate Electro Rent will maintain full access to
its revolving credit facility with adequate covenant EBITDA cushion
of 15% of above," the rating agency said.


ELEVATED ANALYTICS: Unsecureds to be Paid in Full Under Plan
------------------------------------------------------------
Elevated Analytics Holdings, LLC, filed a plan of reorganization
that provides that:

   * All unsecured claims will be repaid in full, either through
operating profits, Estate Cash, or further investment.

   * As to the lone secured creditor, Vulcan, the Debtor has
proposed a Plan with two alternative treatments of the Vulcan
secured claim: if Vulcan does not object, Vulcan’s claim will be
bifurcated into three tranches, and paid out over 36 months or
converted to equity in the reorganized debtor. Alternatively, if
Vulcan objects, the claim will be paid out to Vulcan over 60
months.

The Debtor has successfully limited Vulcan’s claim to the amounts
legitimately lent or expended on the Debtor’s behalf. The Debtor
has scaled back its operations to limit the company's payroll
burden, and has continued to develop contacts with potential
clients who are prepared to move forward once Vulcan’s
involvement is sufficiently limited.  The Debtor has also
contracted with a related entity, Elevated Analytics Consulting,
PLLC, to lease out a portion of its space and assets in order to
lighten the burden of its lease and related expenses.  

The Plan contemplates the Reorganized Debtor will immediately ramp
up operations to begin delivering to market the products it has
been developing, and thereby begin to generate the revenue
necessary to fund future operations and also repay prepetition and
post-petition creditors.

A full-text copy of the Disclosure Statement dated Oct. 25, 2019,
is available at https://tinyurl.com/y639jtkv from PacerMonitor.com
at no charge.

Attorneys for Elevated Analytics Holdings:

     T. Edward Cundick
     CLYDE SNOW & SESSIONS
     One Utah Center, 13th Floor
     201 South Main Street
     Salt Lake City, UT 84111
     Telephone: (801) 322-2516
     Fax: (801) 521-6280
     tec@clydesnow.com

             About Elevated Analytics Holdings

Elevated Analytics Holdings, LLC, provides timely and comprehensive
computational analysis for customers in the CPI/HPI.  Formed in
2018, the Company previously operated as either of two now
wholly-owned subsidiaries: Elevated Analytics LLC and Air Stations
LLC.

Elevated Analytics Holdings, based in Provo, UT, filed a Chapter 11
petition (Bankr. D. Utah Case No. 19-20541) on Jan. 30, 2019.  In
the petition signed by Patrick B. Keegan, president, the Debtor
estimated $1 million to $10 million in both assets and
liabilities.

The Hon. Kevin R. Anderson oversees the case.

T. Edward Cundick, Esq., at Prince Yeates & Geldzahler, serves as
bankruptcy counsel to the Debtor.


EPIC COMPANIES: Hires Lugenbuhl Wheaton as Special Counsel
----------------------------------------------------------
Epic Companies, LLC, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ Lugenbuhl Wheaton Peck Rankin & Hubbard, as special counsel
to the Debtors.

On Aug. 2, 2019, Scurlock Electric, L.L.C., Preferred Sandblasting,
L.L.C., and Top Drive Services, L.L.C., filed an involuntary
chapter 7 petition against Epic in the United States Bankruptcy
Court for the Eastern District of Louisiana, New Orleans Division
(the "Louisiana Bankruptcy Court"), Case No. 19-12086.

Epic Companies requires Lugenbuhl Wheaton to provide guidance and
counsel to the Debtors in connection with responding to the pending
involuntary bankruptcy case filed by certain petitioning creditors
in the Involuntary Case.

Lugenbuhl Wheaton will be paid at these hourly rates:

        Stewart F. Peck, Esq.             $475
        Benjamin W. Kadden, Esq.          $450
        Joseph P. Briggett, Esq.          $375
        James W. Thurman, Esq.            $275
        Paralegals and Clerks             $100

Lugenbuhl Wheaton will be paid a retainer in the amount of
$20,000.

Lugenbuhl Wheaton will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Benjamin W. Kadden, a partner at Lugenbuhl Wheaton, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Lugenbuhl Wheaton can be reached at:

     Benjamin W. Kadden, Esq.
     LUGENBUHL WHEATON PECK RANKIN & HUBBARD
     601 Poydras Street, Suite 2775
     New Orleans, LA 70130
     Tel: (504) 568-1990

                    About Epic Companies

Headquartered in Houston, Epic Companies, LLC, is a full-service
provider to the global decommissioning, installation and
maintenance markets.  Its services include heavy lift, diving and
marine, specialty cutting and well plugging and abandonment
services. It has limited ongoing operations and is owned 50 percent
by Orinoco and 50 percent by Oakridge Natural Resources, LLC, and
Oakridge Energy Partners LLC.

Epic Companies and six affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 19-34752) on Aug. 26, 2019.  At the
time of the filing, Epic Companies had estimated assets of between
$10 million to $50 million and liabilities of between $100 million
and $500 million.

The Debtors tapped Porter Hedges LLP as bankruptcy counsel; S3
Advisors, LLC as restructuring advisor; and Epiq Corporate
Restructuring, LLC as claims agent; Lugenbuhl Wheaton Peck Rankin &
Hubbard, as special counsel.

Henry Hobbs Jr., acting U.S. trustee for Region 7, appointed a
committee of unsecured creditors on Sept. 6, 2019.


EVEN STEVENS: Financing Negotiations with Take 2 Ongoing
--------------------------------------------------------
Debtors Even Stevens Sandwiches, LLC, Even Stevens Utah, LLC and
Even Stevens Idaho, LLC filed with the U.S. Bankruptcy Court for
the District of Arizona a disclosure statement accompanying their
joint chapter 11 plan.

The Debtors propose to pay the Class 3 allowed priority unsecured
claims in full, without interest, after payment of the Class 1,
Class 2, 2A and 2B claims within 14 days of receipt of funds from
Take 2, LLC.  In the event the funds received from Take 2, LLC, are
insufficient to pay all Class 3 claimants in full, the Debtors
shall make a pro-rata payment to the Class 3 claimants from such
funds as and when received and shall continue to make payment on a
quarterly basis until the Class 3 claims are paid in full.

The Plan contemplates a recapitalization of the Debtors through a
new investor, Take 2, LLC. The manager of Take 2, John Quinn,
currently holds both debt and equity in Even Stevens Sandwiches.

The Debtors intend to use the funds paid by Take 2, LLC, in
connection with the recapitalization to pay all administrative,
secured and priority unsecured claims in full. The Debtors intend
to file a motion to approve certain postpetition financing from
Take 2, LLC, in the amount of $500,000 to assist in funding
operations pending the closing of the recapitalization.  Any sums
advanced by Take 2, LLC, will be repaid to Take 2, LLC, at closing
as an administrative claim.  After payment of these sums, the
Debtors anticipate that a significant distribution will be made to
the holders of Allowed Unsecured Claims.

After payment of all Class 1, 2, 2A, 2B and 3 claim holders, Class
4 general unsecured creditors shall be paid a pro rata share of the
proceeds from the Take 2, LLC transaction as follows:

   1. An initial payment upon closing equal to $2,000,000 minus
repayment of all administrative (including any balance owed on
outstanding Debtor-in-Possession financing), Allowed Priority and
Allowed Secured Claims.

   2. Quarterly payments of $125,000 for 24 continuous quarters.

   3. Fifty percent of the actual tax savings realized during the
first six fiscal years directly attributable to the Company's 2019
Net Operating Cary-Forward Loss.  The Carry-forward loss shall be
applied to any GAAP standard taxable income per IRS statutes.  All
tax returns shall be completed by Company's CPA following an annual
audit.

   4. Dividends earned by owners of the Company's new Series A
common stock until all amounts due from Take 2 LLC have been paid.


A full-text copy of the Disclosure Statement dated Oct. 17, 2019,
is available at https://tinyurl.com/y3bpfwcj from PacerMonitor.com
at no charge.

                             ERRATA

The Debtors gave notice of errors into the disclosure statement and
chapter 11 plan of Debtors and submit the following to correct the
errors. In the Disclosure Statement:

   * The number $5,000,000 in Paragraph 2 on page 24 under the
heading "Upon Total Payment of $2,500,000" should be replaced with
$4,000,000.

   * The number $5,000,000 in the heading "Upon Total Payment of
$5,000,000" on page 24 should be replaced with "$4,000,000."

In the Plan:

   * The number $5,000,000 in Paragraph 2 on page 8 under the
heading "Upon Total Payment of $2,500,000" should be replaced with
"$4,000,000."

   * The number $5,000,000 in the heading "Upon Total Payment of
$5,000,000" on page 8 should be replaced with "$4,000,000."

                         About Even Stevens

Even Stevens Sandwiches, LLC, began in June 2014, when Even Stevens
opened its first restaurant in downtown Salt Lake City, Utah.
"Even Stevens is a casual dining concept that promotes community
activism and integration; namely, it has operated since it s
inception with the mantra "eat to give", which results in monthly
food donations to various charities.  Even Stevens' founder is
Steve Down.  Even Stevens has 8 operating locations, 7 in Utah and
1 in Idaho.

The Chapter 11 cases are In re Even Stevens Sandwiches, LLC, et al.
(Bankr. D. Ariz. Lead Case No. 19-03235).

The Debtors are represented by:

          DAVIS MILES, MCGUIRE GARDNER, PLLC
          Pernell W. McGuire
          Aubrey Thomas
          40 E. Rio Salado Pkwy., Suite 425
          Tempe, AZ 85281
          Telephone: (480) 733-6800
          Fax: (480) 733-3748
          E-mail: efile.dockets@davismiles.com


FANSTEEL INC: Seeks to Hire Hilco as Real Estate Agent
------------------------------------------------------
Fansteel, Inc. seeks approval from the U.S. Bankruptcy Court for
the Southern District of Iowa to employ a real estate agent.

In an application filed in court, the Debtor proposes to hire Hilco
Real Estate, LLC to market and sell its real estate located in
Muskogee County, Okla.

Hilco will earn a fee based on the amount of the gross proceeds
from the sale of the property. To the extent the gross sale
proceeds generated are less than or equal to $2.5 million, the firm
will earn a base fee of $100,000. To the extent the sale generates
gross proceeds exceeding $2.5 million, the firm will earn a base
fee, plus an additional 15 percent of the gross proceeds over $2.5
million,  subject to an aggregate cap of $450,000.

Hilco will receive reimbursement of up to $20,000.

In the event the property is not sold during the term of the
agreement, the Debtor will pay the firm a service fee of $50,000 in
addition to the reimbursement of its expenses.

Joel Schneider, senior vice president of Hilco, assures the court
that the firm is a disinterested person within the meaning of
Section 101(14) of the Bankruptcy Code.

The agent can be reached through:

     Joel H. Schneider
     Hilco Real Estate, LLC
     5 Revere Dr., Suite 320
     Northbrook, IL 60062
     Office: (847) 418-2723
     Cell: (847) 436-7321
     Email: jschneider@hilcoglobal.com

              About Fansteel and Affiliates

Headquartered in Creston, Iowa, Fansteel, Inc., manufactures
aluminum and magnesium castings for the aerospace and defense
industries.  Fansteel has four locations in the USA and one in
Mexico and has a workforce of more than 600 employees.  Fansteel
generated $87.4 million in revenue in 2015 on a consolidated
basis.

Wellman Dynamics Corporation contributed 67% of Fansteel's sales.
The rest of the sales are generated from Intercast, a division of
Fansteel, and other non-debtor subsidiaries.

Fansteel, Wellman Dynamics, and Wellman Dynamics Machinery &
Assembly, Inc., filed Chapter 11 petitions (Bankr. S.D. Iowa Case
Nos. 16-01823, 16-01825 and 16-01827) on Sept. 13, 2016.  The
petitions were signed by Jim Mahoney, CEO.  The cases are assigned
to Judge Anita L. Shodeen.  The Debtors disclosed total assets of
$32.9 million and total debt of $41.97 million.

The companies tapped Jeffrey D. Goetz, Esq., and Krystal R.
Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C.,
as counsel; RSM US LLP as tax advisor; Jeffrey Sands and Dorset
Partners, LLC, as business broker; and Mark J. Steger, Esq., at the
Clark Hill Law Firm, as Environmental Counsel.

The companies filed motions to jointly administer the cases
pursuant to Bankruptcy Rule 1015(b), and the court ordered the
joint administration on Oct. 17, 2016.  The court subsequently
entered an order on May 24, 2017, vacating its Oct. 17 order and
discontinuing the joint administration of the cases under the lead
case of Fansteel.

On Sept. 23, 2016, the U.S. Trustee for Region 12 appointed an
official committee of unsecured creditors in Fansteel's bankruptcy
case.  The committee retained Morris Anderson & Associates, Ltd.,
as financial advisor; and Archer & Greiner, P.C. and Nyemaster
Goode, P.C., as counsel.

In March 2017, the U.S. trustee announced that the unsecured
creditors' committee of Fansteel would no longer serve as the
official committee in its case and that it would be reconstituted
as the official committee of unsecured creditors in the Chapter 11
cases of Wellman Dynamics and Wellman Dynamics Machinery.  As of
March 22, 2017, a new creditors' committee has not yet been
appointed in Fansteel's bankruptcy case.

Wellman Dynamics filed a Chapter 11 plan of reorganization and
disclosure statement on Jan. 11, 2017.  On May 8, 2017, the
creditors' committee of Wellman Dynamics filed a rival Chapter 11
plan of liquidation for the company.


FLORIDA MICROELECTRONICS: Nov. 14 Plan Confirmation Hearing Set
---------------------------------------------------------------
Debtor Florida Microelectronics, LLC, filed with the U.S.
Bankruptcy Court for the Southern District of Florida, West Palm
Beach Division, a motion to continue hearing on confirmation of
chapter 11 plan.  

On Oct. 17, 2019, Judge Mindy A. Mora granted the motion and
ordered that the continued hearing on confirmation of the Chapter
11 Plan, Final Approval of the Disclosure Statement and all pending
Applications for Compensation will be held on No. 14, 2019, at 1:30
p.m. at the United States Bankruptcy Court, 1515 N. Flagler Drive,
Courtroom A, West Palm Beach, FL 33401.

               About Florida Microelectronics

Florida Microelectronics, LLC, is a contract manufacturer that
provides manufacturing services, which include electronic and
mechanical design and fabrication for a wide range of industry
applications, from basic components to complex, turnkey systems,
including kiosk assemblies.

On Nov. 5, 2018, Florida Microelectronics filed voluntary petitions
under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.
Fla. Case No. 18-23807) on Nov. 5, 2018, listing less than $1
million in assets and liabilities.  Craig I. Kelley, Esq., at
Kelley & Fulton, PL, represents the Debtor.

No official committee of unsecured creditors has been appointed in
the Chapter 11 case.


FORESIGHT ENERGY: S&P Lowers ICR to 'SD' on Likely Missed Payment
-----------------------------------------------------------------
S&P Global Ratings lowered the issuer credit rating on U.S.-based
coal producer Foresight Energy L.P. (FELP) to 'SD' (selective
default) from 'CCC-' and removing the rating from CreditWatch,
where S&P placed it with negative implications on Oct. 2, 2019.
S&P also lowered the issue-level rating on the company's
second-lien debt to 'D' from 'C'. The 'CCC' rating on the company's
first-lien debt is unchanged.

The downgrade follows the extension of the 30-day interest payment
grace period on the 11.50% second-lien senior secured notes. S&P
does not believe FELP will make an interest payment by Oct. 31,
2019. A payment default has not yet occurred under the indenture
governing the notes. On Oct. 30, Foresight obtained a consent from
the holders of the notes to extend the grace period for interest
payment to 90 from 30 days, among other amendments to the indenture
governing the notes.



FOURTEENTH AVENUE: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------------
The U.S. Trustee for Region 9 on Oct. 31, 2019, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Fourteenth Avenue Cartage Company, Inc.
  
The committee members are:

     (1) Dan Ranks
         RKA Petroleum Companies, Inc.
         28340 Wick Rd.
         Romulus, Michigan 48174
         Phone: 800-875-3835
         Email: ranksd@rkapetroleum.com
  
     (2) Andrew Harris
         Kitch, Drutchas, Wagner, Valitutti & Shebrook  
         One Woodward Ave, Ste. 2400
         Detroit, Michigan 48226
         Phone: 313-965-7991
         Email: andrew.harris@kitch.com

     (3) Tim Griffin
         Trillium Staffing
         5555 Gull Road
         Kalamazoo, Michigan 49048
         Phone:  269-345-0150
         Email: tgriffin@trilliumstaffing.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 Fourteenth Avenue Cartage Co.

Fourteenth Avenue Cartage Company, Inc. --
http://www.fourteenth.com/-- is a trucking company in Dearborn,
Mich.  It provides intermodal, truck load, and cross-border
deliveries across Michigan, Ohio, Ontario, Indiana, Illinois and
Wisconsin.  The Company owns and operates fleet includes over 75
tractors and over 500 trailers, including a variety of intermodal
chassis and containers.

Fourteenth Avenue Cartage Company, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No.
19-54128) on Oct. 3, 2019.  In the petition signed by its chief
operating officer, James V. Ryan, the Debtor was estimated to have
assets and debt of less than $10 million.  The Hon. Marci B. McIvor
is the case judge.  The Debtor is represented by Wernette Heilman
PLLC.


FRANK INVESTMENTS: FL Corp. Needs Time to Formulate Exit Plan
-------------------------------------------------------------
Frank Investments, Inc., a Florida corporation, requests the U.S.
Bankruptcy Court for the Southern District of Florida to extend the
Exclusive Filing Period and Plan Deadline through and including
Dec. 10, 2019, and (b) the Exclusive Solicitation period through
and including Jan. 29, 2020.

As of the petition date, the Debtor was the lessee under a lease of
commercial real property, which property is located at Water Tower
Square, 751 Horsham Road, Lansdale, Pennsylvania 19446.

The Debtor has attempted to liquidate the Lease for the benefit of
its creditors. Towards that end, the Debtor obtained financing to
perform under the Lease postpetition, employed a broker to market
and sell the Lease, and scheduled an auction of the Lease for
August 2019. Ultimately, however, the Debtor did not receive any
qualified bids for the auction and has rejected the Lease.
   
With the Lease rejected, the Debtor requests an extension of time
to review its assets and determine if the best result for creditors
is to pursue a chapter 11 plan, or to convert or dismiss its case.


Extending the periods will also coincide with related deadlines for
co-debtors Frank Investments, Inc., a New Jersey corporation, and
Frank Theatres Management, LLC.

                  About Frank Investments

Frank Investments Inc., Frank Theatres Management LLC and Frank
Entertainment Companies, LLC are affiliates of Rio Mall, LLC, which
sought bankruptcy protection (Bankr. S.D. Fla. Case No. 18-17840)
on June 28, 2018. Rio Mall, LLC, owns and operates commercial real
property that comprises the shopping center known as Rio Mall
located at 3801 Route 9 South, Rio Grande, N.J.

Frank Investments and its debtor-affiliates sought Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 18-20019) on Aug. 17,
2018.  At the time of the filing, Frank Investments and Frank
Entertainment had estimated assets of between $10 million and $50
million and liabilities of the same range.  Frank Theaters had
estimated assets of between $10 million and $50 million and
liabilities of between $50 million and $100 million.  

Bradley S. Shraiberg, Esq., at Shraiberg Landau & Page, P.A., is
the Debtors' bankruptcy counsel.

No official committee of unsecured creditors has been appointed.



FRED'S INC: Seeks to Hire Akin Gump as Special Counsel
------------------------------------------------------
Fred's Inc., and its debtor-affiliates seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Akin Gump
Strauss Hauer & Feld LLP, as special counsel to the Debtors.

Fred's Inc. requires Akin Gump to provide specialized corporate,
financing, and sale-documenting services, securities advice, and
tax analyses to the Debtors in the Chapter 11 bankruptcy
proceedings.

Akin Gump will be paid at these hourly rates:

     Partners                 $925 to $1,755
     Counsel                  $690 to $1,420
     Associates               $510 to $975
     Paraprofessionals        $205 to $435

Prior to the Petition Date, Akin Gump held $1,350,000 in advance
payments. Akin Gump has debited against the Advance Payment on
account of prepetition services performed and expenses incurred. As
such, $344,628.89 of the Advance Payment remains.

Akin Gump will also be reimbursed for reasonable out-of-pocket
expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

     (a) Akin Gump did not agree to any variations from, or
         alternatives to, its standard or customary billing
         arrangements for this engagement;

     (b) No rate for any of the professionals included in this
         engagement varies based on the geographic location of
         the Chapter 11 Cases;

     (c) As disclosed above, pursuant to the terms of the
         Engagement Letter and a separate engagement letter dated
         September 2017, Akin Gump represented the Debtors prior
         to the Petition Date. Except for the annual adjustment
         to Akin Gump's billing rates on January 1 of each year,
         Akin Gump's billing rates did not otherwise change over
         the course of Akin Gump's engagement by the Debtors;
         this annual increase is in accordance with Akin Gump's
         ordinary practice;

     (d) Akin Gump expects to develop a prospective budget and
         staffing plan to comply reasonably with the U.S.
         Trustee's request for information and additional
         disclosures, as to which Akin Gump reserves all rights;
         and

     (e) The Debtors have approved Akin Gump's proposed hourly
         billing rates. The Akin Gump attorneys set forth above
         will be the primary attorneys staffed on the Debtors'
         Chapter 11 Cases, subject to modification based on the
         facts and circumstances of the Chapter 11 Cases and the
         needs of the Debtors.

Sarah Link Schultz, partner of Akin Gump Strauss Hauer & Feld LLP,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Akin Gump can be reached at:

     Sarah Link Schultz, Esq.
     AKIN GUMP STRAUSS HAUER & FELD LLP
     2300 North Field Street, Suite 1800
     Dallas, TX 75204
     Tel: (214) 969-2800

                       About Fred's Inc.

Since 1947, Fred's, Inc. (NASDAQ:FRED) -- http://www.fredsinc.com/
-- has been an integral part of the communities it serves
throughout the southeastern United States. Fred's mission is to
make it easy AND exciting to save money. Its unique discount value
store format offers customers a full range of value-priced everyday
items, along with terrific deals on closeout merchandise throughout
the store.

Fred's, Inc., and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-11984) on Sept. 9, 2019 in
Delaware.  In the petitions signed by Joseph M. Anto, CEO, the
Debtors disclosed $474,774,000 in assets and $380,167,000 in
liabilities as of May 4, 2019.

The Hon. Christopher S. Sontchi oversees the cases.

The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel;
Kasowitz Benson Torres LLP as general bankruptcy counsel; Akin Gump
Strauss Hauer & Feld LLP as special counsel; Epiq Bankruptcy
Solutions LLC as claims and noticing agent; and Berkeley Research
Group, LLC, as financial advisor.


FRED'S INC: Seeks to Hire Kasowitz Benson as Attorney
-----------------------------------------------------
Fred's Inc., and its debtor-affiliates seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Kasowitz
Benson Torres LLP, as attorney to the Debtors.

Fred's Inc. requires Kasowitz Benson to:

   (a) advise the Debtors with respect to their powers and duties
       as debtors in possession;

   (b) advise and consult on the conduct of these Chapter 11
       Cases, including all of the legal and administrative
       requirements of chapter 11;

   (c) attend meetings and negotiating with representatives of
       creditors and other parties in interest;

   (d) take all necessary actions to protect, preserve, and
       maximize the value of the Debtors' estates, including
       prosecuting actions on the Debtors' behalf, defend any
       action commenced against the Debtors, and represent the
       Debtors in negotiations concerning litigation, including
       objections to claims filed against the Debtors' estates;

   (e) prepare pleadings in connection with these Chapter 11
       Cases, including motions, applications, answers, orders,
       reports, and papers necessary or otherwise beneficial to
       the administration of the Debtors' estates;

   (f) advise the Debtors in connection with obtaining financing
       and the sales and dispositions of assets;

   (g) appear before the Court and any appellate courts to
       represent the interests of the Debtors' estates;

   (h) take any necessary action on behalf of the Debtors to
       negotiate, prepare, and obtain approval of a disclosure
       statement and confirmation of a chapter 11 plan and all
       documents related thereto; and

   (i) perform all other necessary legal services for the Debtors
       in connection with the prosecution of these Chapter 11
       Cases, including: (i) analyzing the Debtors' leases and
       contracts and the assumption and assignment or rejection
       thereof; (ii) analyzing the validity of liens against the
       Debtors' property; and (iii) advising the Debtors on other
       legal matters.

Kasowitz Benson will be paid at these hourly rates:

     Partners                 $650 to $1,900
     Special Counsels         $600 to $1,500
     Associates               $375 to $750
     Staff Attorneys          $350 to $650
     Paralegals               $250 to $375

Prior to the Petition Date, Kasowitz Benson received retainers from
the Debtors in the aggregate amount of $1,700,000.  Kasowitz Benson
applied the retainer to its fees for professional services
performed and expenses incurred up to the time of the commencement
of the Chapter 11 cases and has reduced the balance of the retainer
in the amount of $240,000.

Kasowitz Benson will also be reimbursed for reasonable
out-of-pocket expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Kasowitz Benson's billing rates and material
              financial terms have not changed postpetition from
              the rates and financial terms that were agreed to
              in the Engagement Letter.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  Kasowitz Benson, in conjunction with the Debtors,
              will develop a budget and staffing plan for these
              Chapter 11 Cases for the period beginning September
              9, 2019, ending November 30, 2019. Kasowitz Benson
              and the Debtors will review such budget following
              the close of the budget period to determine a
              budget for the following period.

Adam L. Shiff, a partner at Kasowitz Benson, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Kasowitz Benson can be reached at:

     Adam L. Shiff, Esq.
     Robert M. Novick, Esq.
     Matthew B. Stein, Esq.
     KASOWITZ BENSON TORRES LLP
     1633 Broadway
     New York, NY 10019
     Tel: (212) 506-1700
     Fax: (212 506-1800
     E-mail: AShiff@kasowitz.com
             RNovick@kasowitz.com
             MStein@kasowitz.com

                       About Fred's Inc.

Since 1947, Fred's, Inc. (NASDAQ:FRED) -- http://www.fredsinc.com/
-- has been an integral part of the communities it serves
throughout the southeastern United States. Fred's mission is to
make it easy AND exciting to save money. Its unique discount value
store format offers customers a full range of value-priced everyday
items, along with terrific deals on closeout merchandise throughout
the store.

Fred's, Inc., and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-11984) on Sept. 9, 2019 in
Delaware.  In the petitions signed by Joseph M. Anto, CEO, the
Debtors disclosed $474,774,000 in assets and $380,167,000 in
liabilities as of May 4, 2019.

The Hon. Christopher S. Sontchi oversees the cases.

The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel;
Kasowitz Benson Torres LLP as general bankruptcy counsel; Akin Gump
Strauss Hauer & Feld LLP as special counsel; Epiq Bankruptcy
Solutions LLC as claims and noticing agent; and Berkeley Research
Group, LLC, as financial advisor.



FRED'S INC: Seeks to Hire Morris Nichols as Attorney
----------------------------------------------------
Fred's Inc., and its debtor-affiliates seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Morris
Nichols Arsht & Tunnell LLP, as Delaware bankruptcy co-counsel to
the Debtors.

Fred's Inc. requires Morris Nichols to:

   a. perform all necessary services as the Debtors' Delaware
      bankruptcy co-counsel, including, without limitation,
      providing the Debtors with advice, representing the
      Debtors, and preparing necessary documents on behalf
      of the Debtors in the areas of restructuring and
      bankruptcy;

   b. take all necessary actions to protect and preserve the
      Debtors' estates during these chapter 11 cases, including
      the prosecution of actions by the Debtors, the defense of
      any actions commenced against the Debtors, negotiations
      concerning litigation in which the Debtors are involved,
      and objecting to claims filed against the estates;

   c. prepare or coordinate preparation on behalf of the
      Debtors, as debtors in possession, any necessary
      motions, applications, answers, orders, reports, and
      papers in connection with the administration of these
      chapter 11 cases;

   d. counsel the Debtors with regard to their rights and
      obligations as debtors in possession;

   e. coordinate with the Debtors' other professionals in
      representing the Debtors in connection with these cases;
      and

   f. perform all other necessary or requested legal services.

Morris Nichols will be paid at these hourly rates:

     Partners                           $675 to 1,100
     Associates and Special Counsel     $425 to 695
     Paraprofessionals                  $285 to 330
     Case Clerks                            $165

Morris Nichols received payments of $100,000 and $140,000 on Aug.
27, 2019 and September 6, 2019 respectively.  Morris Nichols
currently holds a balance of $116,108 as an advance payment for
services to be rendered and expenses to be incurred in connection
with its representation of the Debtors.

Morris Nichols will also be reimbursed for reasonable out-of-pocket
expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  In connection with the Chapter 11 Cases, Morris
              Nichols was retained by the Debtors pursuant to the
              Engagement Agreement dated August 9, 2019. The
              material terms of the prepetition restructuring
              engagement are the same as the terms described in
              the Abbott Declaration.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  The Court has approved a budget on an interim basis
              for Morris Nichols's engagement for the
              postpetition period.

Derek C. Abbott, a partner at Morris Nichols Arsht & Tunnell,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Morris Nichols can be reached at:

     Derek C. Abbott, Esq.
     Andrew R. Remming, Esq.
     Matthew B. Harvey, Esq.
     Joseph C. Barsalona II, Esq.
     MORRIS NICHOLS ARSHT & TUNNELL LLP
     1201 North Market Street, 16th Floor
     Wilmington, DE 19899-1347
     Telephone: (302) 658-9200
     Facsimile: (302) 658-3989
     E-mail: dabbott@mnat.com
             aremming@mnat.com
             mharvey@mnat.com
             jbarsalona@mnat.com

                       About Fred's Inc.

Since 1947, Fred's, Inc. (NASDAQ:FRED) -- http://www.fredsinc.com/
-- has been an integral part of the communities it serves
throughout the southeastern United States. Fred's mission is to
make it easy AND exciting to save money. Its unique discount value
store format offers customers a full range of value-priced everyday
items, along with terrific deals on closeout merchandise throughout
the store.

Fred's, Inc., and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-11984) on Sept. 9, 2019 in
Delaware.  In the petitions signed by Joseph M. Anto, CEO, the
Debtors disclosed $474,774,000 in assets and $380,167,000 in
liabilities as of May 4, 2019.

The Hon. Christopher S. Sontchi oversees the cases.

The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel;
Kasowitz Benson Torres LLP as general bankruptcy counsel; Akin Gump
Strauss Hauer & Feld LLP as special counsel; Epiq Bankruptcy
Solutions LLC as claims and noticing agent; and Berkeley Research
Group, LLC, as financial advisor.


FRED'S INC: Seeks to Hire Mr. Renzi of Berkeley Research as CRO
---------------------------------------------------------------
Fred's Inc., and its debtor-affiliates seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Mr. Mark A.
Renzi of Berkeley Research Group, LLC, as chief restructuring
officer to the Debtors.

Fred's Inc. requires Berkeley Research to:

   a. in consultation with management of the Debtors and subject
      to the approval of the Board of Directors of the Debtors,
      develop and implement a chosen course of action to preserve
      asset value and maximize recoveries to stakeholders;

   b. oversee the activities of the Debtors in consultation with
      other advisors and the management team to effectuate the
      selected course of action;

   c. assist the Debtors and their management in developing cash
      flow projections and related methodologies and assist with
      planning for alternatives as requested by the Debtors;

   d. assist the Debtors in preparing for and operating in a
      Chapter 11 bankruptcy proceeding, including negotiations
      with stakeholders, and the formulation of a reorganization
      strategy and plan of reorganization directed to preserve
      and maximize value;

   e. serve as the Debtors' representative in Chapter 11
      bankruptcy proceedings;

   f. provide such other services as mutually agreed upon by the
      CRO, the Firm and the Debtors.

Berkeley Research will be paid at these hourly rates:

     Managing Director              $775 to $1,050
     Director                       $595 to $815
     Professional Staff             $275 to $720
     Support Staff                  $150 to $275

Berkeley Research will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Mark A. Renzi, a partner of Berkeley Research Group, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Berkeley Research can be reached at:

     Mark A. Renzi
     BERKELEY RESEARCH GROUP, LLC
     70 W. Madison Street, Suite 5000
     Chicago, IL 60602
     Tel: (312) 429-7900

                       About Fred's Inc.

Since 1947, Fred's, Inc. (NASDAQ:FRED) -- http://www.fredsinc.com/
-- has been an integral part of the communities it serves
throughout the southeastern United States. Fred's mission is to
make it easy AND exciting to save money. Its unique discount value
store format offers customers a full range of value-priced everyday
items, along with terrific deals on closeout merchandise throughout
the store.

Fred's, Inc., and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-11984) on Sept. 9, 2019 in
Delaware.  In the petitions signed by Joseph M. Anto, CEO, the
Debtors disclosed $474,774,000 in assets and $380,167,000 in
liabilities as of May 4, 2019.

The Hon. Christopher S. Sontchi oversees the cases.

The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel;
Kasowitz Benson Torres LLP as general bankruptcy counsel; Akin Gump
Strauss Hauer & Feld LLP as special counsel; Epiq Bankruptcy
Solutions LLC as claims and noticing agent; and Berkeley Research
Group, LLC, as financial advisor.


FRONTERA GENERATION: S&P Alters Outlook to Negative
---------------------------------------------------
S&P Global Ratings affirmed the 'BB' issue-level rating on the $775
million senior secured term loan B on Frontera Generation Holdings
LLC and $35 million revolving credit facility. At the same time,
S&P revised the rating outlook to negative from stable. The
recovery rating on the debt is '1'.

While gas prices remain low, power prices in the Mexican market are
below S&P Global Ratings' expectations for 2019, thereby
compressing Frontera's energy margin and realized spark spreads.
Lower than expected 2018 capacity revenues also negatively impacted
performance by about $15 million. S&P has revised its forecast for
cash flow generation from the Mexican energy market downward to
reflect its expectations that soft pricing could continue in the
near term and spark spreads could remain below previous
expectations. Frontera underperformed S&P's expectations with
last-12-months EBITDA $99 million as of June 30, 2019 (compared
with $130 million full year 2018 and the rating agency's forecast
of about $120 million for 2019)and year-to-date spark spreads
slightly below $30 per megawatt hour (/MWh) (compared with $50/MWh
as of June 30, 2018)."

The negative outlook reflects S&P's view that weakness in the
Mexican power market could persist and lead to higher refinancing
risk for the project if principal repayments continue to lag
expectations. The rating agency expects spark spreads in the
low-$30 range and minimum DSCRs of at least 1.6x.

"We could consider a negative rating action if the project failed
to materially sweep cash to deleverage. This would likely stem from
lower-than-expected spark spreads in the Mexican market due to soft
weather or lower-than-expected demand. In addition, we could lower
the rating if the downside resilience fell below its current
assessment or the minimum DSCR falls below 1.5x in any year," S&P
said.

"We would revise the outlook to stable if pricing at the Reynosa
nod improves such that the project sweeps or prepays a meaningful
amount of cash in the next 12 months to reduce principal on the
outstanding term loan B," the rating agency said.


GATEWAY CASINOS: Moody's Affirms B3 CFR & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Investors Service affirmed Gateway Casinos & Entertainment
Limited's B3 corporate family rating, probability of default rating
of B3-PD, and affirmed the Ba3 ratings on its senior secured first
lien credit facilities and the Caa1 rating on its senior secured
second lien notes. The outlook was changed to stable from
negative.

"The change in outlook to stable reflects Gateway's improved
liquidity position following the refinancing of the 364-day Holdco
bridge facility that was to come due in May 2020," said Louis Ko,
Moody's Vice President and Senior Analyst. "The issuance of a term
loan with a maturity date of 2.5 years provides for additional
flexibility in the near term as the company continues to adjust its
capital structure", Ko added.

Ratings Affirmed:

Corporate Family Rating, B3

Probability of Default Rating, B3-PD

C$150 million senior secured first lien revolving credit facility
due 2023, Ba3 (LGD2)

US$440 million senior secured first lien term loan B due 2025, Ba3
(LGD2)

US$255 million senior secured second lien notes due 2024, Caa1
(LGD4)

Outlook Action:

Outlook, Changed to Stable from Negative

RATINGS RATIONALE

Gateway's B3 CFR is constrained by: (1) high consolidated leverage
remaining above 7x through 2020 (pro forma adjusted debt/EBITDA at
7.9x for LTM Q2/2019); (2) re-leveraging risk by its long-tenor
private equity majority owner; (3) expected negative free cash flow
through 2020 as it develops new properties and improves existing
ones; (4) execution risks associated with its capital projects; and
(5) small revenue size (about C$840 million pro forma LTM Q2/2019)
relative to rated gaming peers. Gateway's rating benefits from: (1)
good market position and favorable gaming regulatory environment in
Canada, which creates substantial barriers to entry; (2) good
operational results from existing and acquired properties,
including the ability to further improve performance of individual
casinos by upgrading food and entertainment offerings; (3) adequate
liquidity over the next 12 months; and (4) capital incentive
program in British Columbia, which allows for continued
modernization of its properties there.

The stable outlook reflects its expectation that Gateway will
maintain adequate liquidity over the next 12 months as it continues
to adjust its capital structure with the ultimate aim of
refinancing the Holdco term loan. It also reflects its view that it
will be able to complete the ongoing development of acquired
properties without incremental debt, supporting EBITDA growth
through 2020 and deleveraging towards 7x.

Gateway's CFR could be upgraded if the company sustains adjusted
Debt/EBITDA towards 6x (pro forma 7.9x) and EBIT/Interest above
1.5x (pro forma 0.9x). Gateway's rating could be downgraded if
Moody's believes that Gateway will not be able to refinance the
increasing cost Holdco term loan within the next year. The rating
could also be downgraded if there are significant project delays or
cost overruns to the capital program which would need to be funded
with additional debt; or if Gateway's adjusted Debt/EBITDA remains
above 7x (pro forma 7.9x) and EBIT/Interest below 1x (pro forma
0.9x) on a sustained basis. Weakening of Gateway's liquidity
profile could also lead to a downgrade.

Gateway is exposed to social risks relating to demographic changes
and shifting consumer preferences as younger generations are less
likely to access traditional casino-style gaming. To address these
risks, Gateway's organic strategy is focused on creating
entertainment centers, including modern, strategically-branded food
& beverage and live entertainment venues, to appeal to a broader
customer base and more casual gamers and boosting revenues. The
company also benefits from geographic diversification which
embodies a wide range of demographics. As the second largest
non-government gaming operator in Canada, Gateway has demonstrated
its commitment to social responsibility through its communities
involvement and support for local charities. Gateway is exposed to
corporate governance risk given a financial strategy governed by
private-equity ownership and a more aggressive leverage policy and
capital structure compared to public corporations. In recent years,
the company's shareholders have taken out sizeable dividends
leading to higher leverage through mechanisms that introduce
increased business risk.

Gateway has adequate liquidity following the refinancing of the
Holdco bridge facility. Sources total about C$200 million against
C$135 million of uses in the 18 months through December 2020.
Sources of liquidity include cash of C$150 million at June 30, 2019
and about C$50 million of availability (after letters of credit)
under the company's C$150 million revolving credit facility due in
March 2023. Uses include C$25 million of debt maturities and about
C$110 million of expected free cash flow consumption through the
eighteen months. In addition to minimal debt amortizations of about
C$6 million, close to C$20 million under the Holdco term loan will
come due in December 2020. Negative free cash flow through 2020 is
driven by growth capital spending on the new builds and
expansion/renovation of existing properties. The company's revolver
is subject to a total net leverage covenant and Moody's expects the
maintenance of a comfortable cushion of at least 40%. Gateway has
limited ability to generate liquidity from asset sales.

Liquidity has improved with the replacement of the $135 million
364-day Holdco bridge loan taken out in May 2019 with a $150
million PIK term loan that matures in April 2022, although the
terms of the new facility include a notable increase in financing
costs starting in April 2020, and Moody's expects this loan to be
again refinanced in the near term, if market access permits.

The Ba3 rating for Gateway's first lien credit facilities (C$150
million revolver due March 2023 and $440 million term loan B due in
March 2025) benefits from the loss absorption cushion provided by
the company's more junior debt (second lien notes and Holdco term
loan). The Caa1 rating on the $255 million second lien notes due in
March 2024 reflects their contractual subordination to the first
lien facilities, and loss absorption from the company's remaining
junior debt which includes the $150 million Holdco term loan
(unrated) that comes due April 2022.

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

Gateway Casinos & Entertainment Limited, headquartered in Burnaby,
British Columbia, is a gaming and entertainment company that
currently operates 27 gaming properties located in Ontario, British
Columbia and Alberta. Revenue for the twelve months ended June 30,
2019 was C$816 million. Gateway is majority-owned by The Catalyst
Capital Group Inc., a private equity firm.


GEA SEASIDE: Hires Miller & Wainer as Special Counsel
-----------------------------------------------------
Gea Seaside Investment, Inc., seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Miller & Wainer, P.A., as special counsel to the Debtor.

Gea Seaside requires Miller & Wainer to represent the Debtor
regarding a potential lawsuit against the City of Daytona Beach.

Miller & Wainer will be paid at these hourly rates:

     P. Campbell Ford             $375
     David S. Wainer, III         $350
     Alison Blake                 $335
     Paralegals                   $150

Miller & Wainer will be paid a retainer in the amount of 5,000.

Miller & Wainer will also be reimbursed for reasonable
out-of-pocket expenses incurred.

P. Campbell Ford, a partner at Miller & Wainer, P.A., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their/its
estates.

Miller & Wainer can be reached at:

     P. Campbell Ford, Esq.
     MILLER & WAINER, P.A.
     1835 Third Street North
     Jacksonville Beach, FL 32250-7459
     Tel: (904) 390-1970

                   About Gea Seaside Investment

GEA Seaside Investment Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-00800) on March
12, 2018.  Judge Jerry A. Funk oversees the case.  The Debtor is
represented by Adam Law Group, P.A., as its legal counsel and
Miller & Wainer, P.A., as special counsel.  No official committee
of unsecured creditors has been appointed in the Chapter 11 case.



GNC HOLDINGS: Fitch Affirms B- LongTerm IDR, Outlook Negative
-------------------------------------------------------------
Fitch Ratings affirmed GNC Holdings, Inc.'s ratings, including its
Long-Term Issuer Default Rating at 'B-'. The Rating Outlook remains
Negative.

GNC's ratings and Negative Outlook reflect challenged topline and
EBITDA trends, which have heightened concerns about the company's
ability to refinance a projected, approximately $400 million of
term loans due March 2021. The company had significant difficulty
addressing its 2019 maturities, ultimately undertaking a distressed
debt exchange, $300 million preferred equity investment and a
partial refinancing of its $1.1 billion term loan due March 2019.
Fitch expects GNC can address its remaining 2019/2020 maturities
with internal cash generation but will need to refinance the
remainder of its term loan balance due March 2021, which Fitch
estimates to be around $400 million (approximately $450 million
currently less assumed FCF deployment toward debt reduction). The
company has indicated it is in discussions with relevant parties
regarding a refinancing and expects to complete its process by
year-end. Should the company complete this round of discussions
without a completed refinancing or bona fide refinance proposal, a
downgrade to the 'CCC' category could occur. Any refinancing which
included a DDE would also result in a downgrade.

GNC's ratings continue to reflect the company's leading position in
the growing health and wellness products market. The rating
considers recent market share declines, driven by encroaching
competition and executional missteps, which in concert with recent
financial policy decisions, have weakened the company's leverage
profile, with adjusted debt/EBITDAR (capitalizing leases) expected
to be in the high-6x range in 2019.

KEY RATING DRIVERS

2019/2020 Maturities Addressable; 2021 Refinancing a Concern: The
company has made significant progress in addressing its capital
structure over the past two years, reducing debt through a DDE,
using proceeds received through a preferred equity investment and
asset sales, and internally generated cash flow. Fitch believes
that the company can address its approximately $150 million in
convertible notes due 2020 and around $50 million of its $450
million 2021 term loan maturity with cash on hand and FCF, leaving
a projected $400 million of term loan maturity to refinance by
early 2021. Sluggish operating trends, including persistently weak
same store sales (SSS) and reduced optionality following recent
equity investments and asset sales, could heighten GNC's challenges
in addressing upcoming maturities.

Ongoing Weakness: Despite good historical fundamentals, GNC's
operating trajectory turned in 2014, with sales declining from a
peak of $2.64 billion in 2013 to $2.35 billion in 2018, while
EBITDA has precipitously declined from around $530 million in 2013
to approximately $200 million in 2018. While the category has
continued its growth trajectory, channels such as grocery, drug,
discount and online appear to be taking share from standalone
players such as GNC. The proliferation of vitamin-related
information online coupled with an increased vitamin focus by a
number of competitors in the discount, grocery, drug retail and
online spaces have limited GNC's competitive advantage in recent
years.

Fitch believes GNC also took some operational missteps, which
negatively impacted results beginning 2014. The company's marketing
and merchandising efforts historically appealed to sports-related
products such as muscle-gain proteins, while industry growth has
focused more on natural/organic supplements, particularly for the
aging baby boomer population. In addition, while the company's Gold
Card loyalty program was a historical advantage, the loyalty scheme
began to create price confusion among consumers who increasingly
value price transparency. The pricing structure was also misaligned
in the company's stores relative to its online channel, where
products were heavily discounted.

EBITDA declines beginning 2014 outpaced revenue moderation due to
the deleveraging impact on fixed expenses such as rent and store
payroll as well as the company's decisions to maintain investments
in marketing and product innovation. In 2017/2018, margins declined
due to the company's concerted efforts to reduce prices in an
increasingly competitive environment and to align pricing across
its channels and simplify its pricing model for loyalty card
customers. EBITDA erosion has weakened the company's leverage
profile, with adjusted debt/EBITDAR rising from the mid-4.0x range
in 2013 to around 7.3x in 2018. This increase was exacerbated by
the company's decision to execute debt-financed share buybacks in
2015 and the first half of 2016. Outstanding debt balances
increased by around $250 million from the beginning of 2015 until
the company ceased share buybacks in mid-2016 in order to use FCF
to repay debt.

2017 as Re-set Year; 2018/2019 a Step Backward: GNC launched its
"One New GNC" initiative in 2017, where the company aligned prices
across retail/online channels with significant net price
reductions, introduced a new loyalty program, and invested in
customer service to address price and product confusion. The
initiative stabilized SSS in 2017, which were flat on 12% growth in
transactions mitigated by price reductions and lost loyalty income,
which together caused gross margins to decline around 125bps.
EBITDA declined to $265 million in 2017 from approximately $350
million in 2016 on the gross margin decline and increased SG&A to
support the "One New GNC" activities.

Despite sales momentum exiting 2017, EBITDA in 2018 declined
further to around $200 million on a modest decline in topline due
to store closures. EBITDA is now expected to remain near $200
million in 2019, with negative low-single digit SSS somewhat
mitigated by expense management efforts. Near-term EBITDA is also
somewhat negatively impacted by recent asset sales, including
manufacturing facilities.

New Initiatives: The company announced several new strategies to
drive sales and EBITDA in late 2018. In the U.S. and Canada,
topline initiatives include expanding upon its initial loyalty
program enrollment, using data analytics to drive retention and per
customer spend. The company also plans to increase its pipeline of
product innovation, particularly within its proprietary brand
portfolio. Finally, GNC plans to upgrade its website to optimize
key functionality like search, the mobile shopping experience, and
local store inventory availability. Internationally, the company's
focus regions include China, Europe, Brazil and Colombia, all of
which are primarily franchised markets.

Alongside the investment by Harbin, a leading pharmaceuticals and
vitamin manufacturer in China with over 300 retail pharmacies in
its operating portfolio, GNC and Harbin formed a joint venture to
sell GNC-branded products in China. GNC forecasts $200 million in
2021 revenue in China, compared with a Fitch-estimated $40 million
in 2018 revenue or around 20% of GNC's current international
revenue.

On an enterprise-wide basis, Fitch forecasts GNC's revenue could
remain near the current $2 billion run rate. This forecast is
predicated on continued declines in the U.S. business, primarily
driven by ongoing store closures and near-flat SSS, mitigated by
some international growth. Achievement of GNC's international
targets would yield material upside to Fitch's current
assumptions.

To support its topline initiatives, the company is amidst efforts
plans to reduce annual corporate costs by $50 million by the end of
2020. Savings are to be generated by a variety of functional areas,
including product/packaging costs, lease optimization, reduction to
low-ROI marketing, and lower consulting expenses. Fitch expects a
modest decline in SG&A in 2019 but SG&A could trend near 2019
levels beginning 2020, as savings are likely to be re-spent toward
expansion strategies and absorbed by modest inflation in fixed
costs. The planned closure of 700 to 900 U.S./Canada locations
could be EBITDA-neutral or even modestly support EBITDA despite
revenue loss, if a significant portion of sales transfer to nearby
locations or GNC's websites. The closure should support medium term
gross margin expansion given reduced rent expense. Together, these
assumptions yield projections of EBITDA trending in the $200
million range, similar to the current run rate.

Positive Cash Flow: Despite operational declines, GNC's cash flow
generation has remained positive, and Fitch expects GNC can
generate around $100 million in FCF annually on $200 million of
EBITDA. Beginning mid-2016, the company has directed all FCF, as
well as cash proceeds from its preferred equity investment and
asset sales, toward debt reduction and Fitch expects the company
will continue to use internally generated cash to improve its
capital structure. GNC's good FCF generation, at around 5% of
revenue, remains a credit profile positive, particularly
considering limited cash flow generation by many of GNC's
distressed retail peers.

Good Position in a Growing Category: Even given its challenges, GNC
is a leading wellness retailer/franchisor and manufacturer with
around 4% share in the U.S./Canada selling vitamins, minerals and
supplements (VMS), and sports nutrition and weight management
products. Over 80% of revenue is generated from the U.S./Canada
business. Beyond North America, GNC operates and franchises stores
in approximately 50 countries, contributing approximately 8% of
revenue. The remaining 9% of revenue is derived through product
manufacturing and wholesaling, which allow GNC to leverage its
embedded manufacturing capacity. GNC's brand strength is evident,
as approximately half of revenue is derived from owned-brand
product; its customer loyalty is demonstrated by 80% of sales being
tracked through the company's newly introduced loyalty programs.

The approximately $46 billion North American VMS industry, which
remains relatively fragmented across specialty retailers, food and
drug retailers, general merchants and discounters, and online-only
retailers, has proven its resilience to recessions by growing at a
mid-single-digit rate through economic cycles. The consumable
nature of the products and high frequency of usage as part of
regular dietary regimens drive the stability and defensibility of
the business. Given an aging U.S. population and increased consumer
focus on personal health and wellness, Fitch expects the VMS
industry to continue mid-single-digit growth over the next several
years, making it one of the faster growing segments within retail.
Fitch recognizes the somewhat unique risk in the sector of negative
media around FDA recalls, studies regarding the efficacy of certain
product categories, and legal action against product manufacturers
and retailers. The industry tends to absorb these risks over time,
producing good long-term growth, and GNC's scale and internal
manufacturing capabilities allow it to support product quality and
efficacy, and therefore maintain brand trust with customers.

Until recently, the stand-alone vitamin retail business was
historically resilient to channel disruption from discount and
online players for several reasons. First, inventory breadth in the
category is significant, which is an unappealing characteristic for
discount players that prefer a focused, high-turning inventory mix.
Second, the nature of the industry's product requires an elevated
service component. GNC, whose service model provides product and
regimen guidance to less-knowledgeable customers, benefits from
this information asymmetry. Finally, loyalty programs prove
effective for stand-alone players to maintain share in the space,
with GNC's discount and loyalty programs generating at least 80% of
retail sales. Notably, the estimated 10% online penetration of VMS
products is significantly below the 20% or more seen across many
retail categories.

DERIVATION SUMMARY

GNC's 'B-' rating considers recent market share declines, driven by
encroaching competition and executional missteps, which in concert
with recent financial policy decisions, have weakened the company's
leverage profile. The Negative Outlook reflects increased concerns
about the company's ability to refinance a projected, approximately
$400 million of term loans due March 2021.

GNC's 'B-' peers include Rite Aid Corporation (B-/Stable). Rite
Aid's ratings reflect continued operational challenges, which have
heightened questions regarding the company's longer term market
position and the sustainability of its capital structure.
Persistent EBITDA declines have led to negligible to modestly
negative FCF and elevated adjusted debt/EBITDAR in the mid-7.0x
range, despite some signs of pharmacy sales stabilization over the
past year. Fitch believes that operational challenges include both
a challenged competitive position in retail and, more recently,
sector-wide gross margin contraction resulting from reimbursement
pressure.

GNC is also rated similarly to J.C. Penney (CCC+). J.C. Penney's
'CCC+' rating reflects Fitch's expectations that annual EBITDA
could remain under $500 million over the next 12-36 months, with
low-to-mid $400 million projected in 2019 and 2020. At projected
EBITDA levels, Fitch expects adjusted debt/EBITDAR to trend at 9.0x
in 2019 and 2020, versus 7.4x in 2018 and the mid-5.0x in
2016/2017.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  -- Fitch expects total revenue to decline around 11% in 2019 to
approximately $2.1 billion, primarily due to store closures (the
company is projecting approximately 300 projected closures for
2019), coupled with SSS of approximately negative 2%. Revenue is
also negatively impacted by the transfer of certain manufacturing
and China sales to GNC's new joint ventures. Fitch expects revenue
to remain near $2.0 billion beginning 2020, as continued store
closures are partially offset by modest international growth; SSS
are projected to be near flat assuming some of GNC's topline
initiatives gain traction.

  -- EBITDA is expected to be around $200 million in 2019, similar
to 2018, as sales declines are offset by expense management. Fitch
expects EBITDA could remain near $200 million beginning 2020, as
ongoing cost savings are mitigated by spending on growth
investments and fixed-cost inflation.

  -- FCF is expected to be around $100 million in 2019, higher than
the approximate $80 million in 2018 primarily due to GNC's working
capital initiatives. FCF is expected to trend around the $100
million range annually over the next few years given steady EBITDA,
reduced interest expense from debt paydown and neutral working
capital. Absent a refinancing, Fitch would expect GNC to use FCF
and cash on hand to repay the remaining balance of convertible
notes (approximately $150 million, due 2020) and around $50 million
of B-2 term loan due 2021, leaving approximately $400 million of
term loan balance due in March 2021.

  -- Adjusted debt/EBITDAR (capitalizing leases at 8.0x), which was
7.3x in 2018, is expected to be around 6.8x in 2019 on lower rent
and debt repayment. Adjusted debt/EBITDAR could moderate toward the
mid-6x range thereafter on debt reduction.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Fitch could stabilize GNC's outlook if the company's current
refinancing discussions prove successful before its March 2021
maturity becomes current, assuming operating trends are in line
with Fitch's current forecasts.

  -- An upgrade could subsequently occur with evidence of
stabilizing operations, including revenue and EBITDA in the low $2
billion and low to mid $200 million range, respectively, which
together with debt reduction would yield adjusted debt/EBITDAR
(capitalizing leases at 8.0x) trending toward 6.0x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- A downgrade could occur if current refinancing discussions
fail to produce a bona fide refinancing deal, which would increase
concerns regarding the company's ability to refinance its 2021
maturities without a default (which could include a DDE) or if
business trends are materially weaker than Fitch's current
forecasts yielding minimum FCF and adjusted debt/EBITDAR sustained
above 7x.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity; Refinancing Risk: GNC's total liquidity as of
Sept. 30, 2019 was $190.1 million, which includes $121.9 million in
cash and $68.2 million in availability on the company's ABL, net of
zero borrowings, $5.7 million in letters of credit and $7.1 million
in collateral reduction. The company's ABL facility was reduced
from $100 million to $81 million in March 2019 in association with
the divestiture of the Nutra Manufacturing and Anderson facility
assets as part of the entrance into the joint venture with IVC.

Following three unsuccessful attempts to refinance its $1.1 billion
term loan due March 2019, GNC completed a number of transactions
beginning in late 2017. The company executed a DDE in December
2017, exchanging approximately $100 million of its $288 million in
convertible notes due August 2020 for equity then valued at around
$55 million. The size of the DDE was limited by SEC regulations
around equity issuance size, and while it modestly reduced GNC's
debt burden, the exchange highlighted GNC's difficulty in
addressing its capital structure.

In February 2018, GNC amended and restated its senior credit
facility, formerly consisting of a $1.1 billion term loan due March
2019 and a $300 million revolver maturing in September 2018. As a
result of the refinancing, approximately $980 million of the
original term loan facility was extended to either approximately
$705 million of a new term loan B-2 maturing March 2021 or a $275
million new ABL first in, last out (FILO) term loan due December
2022. The remaining approximately $160 million (term loan B-1)
continued to mature in March of 2019.

The amendment also terminated the existing $300 million revolving
credit facility, entering into a new $100 million ABL revolver -
subsequently reduced to $81 million - maturing in August 2022. The
ABL revolver and ABL FILO term loan are secured by a first lien on
assets comprising domestic inventory and receivables, with a second
lien on other domestic assets. ABL revolver availability is
governed by a borrowing base that includes domestic inventory and
receivables.

The company also announced in February 2018, a $300 million
preferred equity investment by Harbin Pharmaceutical Group Holdings
Co., Ltd. Harbin funded the first $100 million of the investment in
November 2018 following regulatory and shareholder approval, with
the remaining $200 million funded in 1Q19. Proceeds from the
investment, and approximately $100 million received as part of the
IVC joint venture formation, were used to repay debt.

During the nine months ended Sept. 30, 2019, the company repaid
approximately $271 million of term loan debt, retiring the $147
million tranche B-1 loan and directing $124 million towards the
tranche B-2 term loan. The remaining $30 million or so in proceeds
from the $300 million preferred equity investment was used to
repurchase around $30 million in principal amount of convertible
notes and pay down issuance discounts and transaction fees. The
total debt balance as of Sept. 30, 2019 is approximately $1.2
billion. Total debt includes $159 million in principal amount of
convertible notes due August 2020, the remaining $448 million B-2
term loan maturing March 2021 inclusive of unamortized discounts,
the $275 million FILO term loan due December 2022, and the $300
million preferred equity, which Fitch treats as 100% debt.

While there are no required amortization payments under either term
loan due to prepayment in association with the proceeds from the
Harbin investment, GNC faces a springing maturity date under the
tranche B-2 term loan of May 16, 2020 or 91 days prior to the
stated maturity date of any indebtedness used to refinance the
convertible notes in excess of $50 million which would mature prior
to June 2, 2021. Fitch believes the company will have sufficient
liquidity to repay enough of the convertible notes maturing August
2020 to avoid this accelerated maturity schedule. Liquidity is
funded in part by cash on hand, future operating cash flow, and
access to its $81 million revolving credit facility. The company is
required to address its liabilities in order of maturity and will
need to refinance the remaining $448 million under the B-2 term
loan which is set to mature March 2021 before addressing the $275
million FILO term loan.

Recovery Assumptions:

Fitch's recovery analysis is based on a going-concern value of $1
billion, versus approximately $525 million from an orderly
liquidation of assets, composed primarily of inventory,
receivables, and owned property and equipment. Post-default EBITDA
was estimated at $200 million, similar to Fitch's EBITDA forecast.
Given GNC's significant operational declines, including over 50%
reduction to EBITDA, its current state somewhat resembles a
post-bankruptcy scenario, with the company planning to close around
30% of its weaker-performing stores and embarking upon a cost
reduction program while growing its healthier international
business. The analysis uses a 5.0x enterprise value/EBITDA
multiple, consistent with the 5.4x median multiple for retail
going-concern reorganizations. The multiple considers GNC's
historically strong position in a good category, recent competitive
encroachment by alternate channels and operational missteps.

After deducting 10% for administrative claims, the remaining $900
million would lead to full recovery for the ABL revolver and ABL
FILO term loan, which are therefore rated 'B'/'RR1'. The ABL
revolver and ABL FILO term loan are secured by a first lien on
assets comprising domestic inventory and receivables with a second
lien on other domestic assets, though the ABL would receive
priority payment in a default. ABL revolver availability is
governed by a borrowing base, which includes domestic inventory and
receivables; Fitch assumes the revolver is 70% drawn in a default.
The company's term loan B-2 would have outstanding recovery
prospects (91%-100%) and is therefore rated 'B'/'RR1'. GNC's new
convertible preferred equity, which is subordinate to its term
loans and unsecured notes would have poor recovery prospects
(0%-10%) and is therefore rated 'CC'/'RR6'.

SUMMARY OF FINANCIAL ADJUSTMENTS

  -- Historical and projected EBITDA is adjusted to add back
non-cash stock-based compensation. Fitch has adjusted the
historical and projected debt by adding 8x yearly operating lease
expense.


GORE FREIGHT: Nov. 22 Plan Confirmation Hearing Set
---------------------------------------------------
On October 17, 2019, the U.S. Bankruptcy Court for the Southern
District of Texas, McAllen Division, conditionally approved the
disclosure statement of debtor Gore Freight Company, LLC.

The final hearing to approve the Disclosure Statement is scheduled
for Friday, Nov. 22, 2019, at 9:00 a.m., in the United States
Courthouse, 10th Floor Courtroom, 1701 W. Business Highway 83,
McAllen, Texas 78501.

The Debtor's Chapter 11 Small Business Plan of Reorganization dated
Oct. 16, 2019, is scheduled for confirmation hearing on Friday,
Nov. 22, 2019, at 9:00 a.m., in the United States Courthouse, 10th
Floor Courtroom, 1701 W. Business Highway 83, McAllen, Texas
78501.

The Court has set Nov. 15, 2019, at 12:00 noon (Central Standard
Time), is the deadline for: (i) filing and serving written
objections to confirmation of the Plan pursuant to Fed. R. Bankr.
P. 3020(b)(1) or final approval of the Disclosure Statement under
11 U.S.C. §1125 and Fed. R. Bankr. P. 3017, and any objections
must be filed with the Clerk of this Court and must be served by
facsimile or hand delivery on or before such date on counsel for
the Debtor, and;  (ii) written acceptances or rejections of the
Plan.

The Debtor is represented by:

          Jana Smith Whitworth
          JS WHITWORTH LAW FIRM, PLLC
          P.O. Box 2831
          McAllen, Texas 78502
          Tel: (956) 371-1933
          Fax: (956) 265-1753
          E-mail: jana@jswhitworthlaw.com

                   About Gore Freight Company

Gore Freight Company, LLC -- http://www.gorefreight.com/-- is a
general freight trucking company specializing in the delivery and
shipments between Mexico, the United States, and Canada.  The
Company offers door-to-door delivery, cross-border shipping, fleet
service, trans-loading, bonded freight services, and cross-docking.


Gore Freight Company, based in San Juan, TX, filed a Chapter 11
bankruptcy petition (Bankr. S.D. Tex. Case No. 19-70090) on March
20, 2019.  In the petition signed by Eduardo Castano, member, the
Debtor disclosed $2,241,213 in assets and $1,917,084 in
liabilities.  The Hon. Eduardo V. Rodriguez oversees the case.
Jana Smith Whitworth, Esq., at JS Whitworth Law Firm, serves as
bankruptcy counsel to the Debtor.


GORE FREIGHT: Plan & Disclosures Hearing on Nov. 22
---------------------------------------------------
On Oct. 16, 2019, Gore Freight Company, LLC, filed with the U.S.
Bankruptcy Court for the Southern District of Texas, McAllen
Division, a chapter 11 plan of reorganization and disclosure
statement.

On Oct. 17, 2019, Judge Eduardo V. Rodriguez approved the
disclosure statement, authorized the Debtor to disseminate the
solicitation package, and established the following dates and
deadlines:

   * The evidentiary hearing to consider final approval of
disclosure statement and confirmation of the plan will take place
on Nov. 22, 2019, at 9:00 a.m. in the United States Bankruptcy
Court, Courtroom 5, 600 E. Harrison Street, Brownsville, Texas
78520.

   * Any objection to the confirmation of the Plan by a party in
interest must be filed with the Court and served on the Debtor
(through its counsel) and the United States trustee by no later
than Nov. 15, 2019.

                   About Gore Freight Company

Gore Freight Company, LLC -- http://www.gorefreight.com/-- is a
general freight trucking company specializing in the delivery and
shipments between Mexico, the United States, and Canada. The
Company offers door-to-door delivery, cross-border shipping, fleet
service, trans-loading, bonded freight services, and cross-docking.


Gore Freight Company, LLC, based in San Juan, TX, sought Chapter 11
protection (Bankr. S.D. Tex. Case No. 19-70090) on March 20, 2019.
In the petition signed by Eduardo Castano, member, the Debtor
disclosed $2,241,213 in assets and $1,917,084 in liabilities.  The
Hon. Eduardo V. Rodriguez oversees the case.  Jana Smith Whitworth,
Esq., at JS Whitworth Law Firm, serves as bankruptcy counsel.


GRUBHUB HOLDINGS: Moody's Lowers CFR to B1, Outlook Stable
----------------------------------------------------------
Moody's Investors Service downgraded Grubhub Holdings Inc.'s
Corporate Family Rating to B1, from Ba3, Probability of Default
Rating to B1-PD, from Ba3-PD, and the rating for the $500 million
of senior unsecured notes to B1, from Ba3. The ratings outlook is
stable. Grubhub Holding Inc.'s SGL-1 Speculative Grade Liquidity
rating is unchanged. Grubhub Holdings Inc. is a wholly-owned direct
subsidiary of Grubhub Inc.

Downgrades:

Issuer: Grubhub Holdings Inc.

Corporate Family Rating, Downgraded to B1 from Ba3

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

Gtd Senior Unsecured Notes, Downgraded to B1 (LGD4)
from Ba3 (LGD4)

Outlook Actions:

Issuer: Grubhub Holdings Inc.

Outlook, Remains Stable

RATINGS RATIONALE

The rating downgrade reflects Moody's expectation for a significant
deterioration in Grubhub's credit metrics over the next 12 to 18
months from slower-than-expected growth and a substantial increase
in spending to add restaurants to its online marketplace in an
effort to increase diner loyalty amid intense competition. Moody's
expects EBITDA to decline by about 50% in 4Q 2019 and approximately
35% to 45% in 2020 compared to prior year and free cash flow will
weaken from 19% of adjusted debt at 3Q 2019 to around mid-single
digit percentages in 2020. The shift in the company's strategy
follows a ramp up in marketing spending in the second half of 2018
that was targeted at accelerating diner growth. However, the new
diners, and to a lesser extent the mature diners on Grubhub's
marketplace platform, are exhibiting lower order frequency and have
shown a willingness to use multiple platform providers, evidencing
heightened competition. The company believes that it needs to grow
the non-partnered restaurants on its platform to close the gap with
its competitors that have rapidly grown their base of restaurants
primarily on a non-partnered basis. The downgrade additionally
reflects Moody's concerns about the levels at which Grubhub's
profitability will stabilize amid unstable operating conditions.
The abundance of capital available to competing food delivery
providers and their willingness to sustain substantial losses in
pursuit of market shares create high business uncertainty.

The B1 CFR reflects the uncertainty about Grubhub's profitability
amid intense competition and the evolving nature of the online food
ordering and delivery industry. Grubhub's risks are exacerbated by
the low switching costs for restaurants and diners between
competing platforms. The company's EBITDA margins have been
pressured over the last few years as it increased its sales and
marketing investments to drive growth in restaurants and diners,
expanded its delivery footprint, and experienced a volume mix shift
toward food delivery services and enterprise restaurant
relationships that are less profitable, at least initially. The
rating is supported by Grubhub's very good liquidity which will
allow the company the flexibility to execute its strategy. Grubhub
has good scale and it operates a leading online marketplace with 21
million diners and over 140,000 partner restaurants. While growth
is slowing, Moody's expects revenue growth in the high single
digits to low double digit growth over the next 12 to 18 months and
free cash flow of approximately the mid-single digit percentages of
adjusted debt. Grubhub's large network of independent restaurant
partners, which accounted for 80% of the orders and that pay
commissions for demand generation, are a key driver of the
company's profitability and a source of differentiation relative to
its pure-play food delivery services providers. The B1 rating
further incorporates Moody's expectation that while profitability
will weaken substantially over the next 12 to 18 months, the
company will maintain conservative financial policies.

The stable outlook reflects Moody's expectation that Grubhub will
maintain very good liquidity and that adjusted EBITDA and operating
cash flow will increase after 2020 such that free cash flow
increases to at least 10% of adjusted debt.

The SGL-1 rating reflects Grubhub's very good liquidity comprising
$426 million of cash and investments, access to a $225 million
undrawn revolving credit facility and Moody's expectation of
positive free cash flow in 2020.

Given Grubhub's high expected financial leverage and competitive
challenges, a ratings upgrade is not expected in the next 12 to 18
months. The ratings could be upgraded over time if the industry
operating environment stabilizes and Moody's expects Grubhub to
sustain total debt to EBITDA (Moody's adjusted) below 4x and free
cash flow of mid teens percentages or higher. Conversely, the
ratings could be downgraded if liquidity erodes, execution
challenges or escalating competition lead Moody's to believe that
Grubhub's adjusted EBITDA is unlikely to rebound strongly after
2020.

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


GRUBHUB INC: S&P Lowers ICR to 'B+' on Weak Industry Fundamentals
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on
Chicago-based Grubhub Inc. to 'B+' from 'BB'. At the same time, S&P
lowered its issue-level rating on its senior unsecured notes to
'BB-' from 'BB' and are revised its recovery rating on the notes to
'2' from '3'.

The downgrade and negative outlook reflect S&P's expectation that
Grubhub's financial credit measures will be significantly weaker
than it previously expected in 2019 and 2020. It also reflects the
rating agency's uncertainty around the company's ability to improve
its profitability thereafter. S&P now assesses Grubhub's financial
profile as highly leveraged based on the rating agency's view that
the company's gross adjusted debt leverage will spike above 7x in
2020 while its free operating cash flow (FOCF) approaches
break-even. The revision of S&P's recovery rating on the company's
$500 million senior unsecured notes to '2' from '3' primarily stems
from the less onerous unsecured debt ratings cap under its recovery
rating methodology for companies it rates in the 'B' category.

"The negative outlook reflects the risk that Grubhub's profit
margins and cash flow generation will remain compressed beyond the
next 12-18 months if it decides that it must sustain higher
investment spending to maintain the competitive positioning of its
platform. Nevertheless, under its base-case scenario, S&P expects
the company to make steady progress in improving its key
performance metrics (DAG, loyalty, lifetime value) as it executes
management's revised growth plan and steadily deleverages it
balance sheet in 2021 after its leverage peaks in the high-7x area
in 2020.

"We could lower our ratings over the next 12 to 18 months if we
become convinced the company will sustain gross adjusted debt
leverage above 6.0x or its cash balances fall below $250 million.
In this scenario operating performance falls short of our
expectations such that we expect ongoing FOCF deficits, the company
pursues material stock repurchases, or it depletes its cash balance
to fund acquisitions resulting in a sharp decline in its
liquidity," S&P said.

"We could raise our rating on Grubhub or revise our outlook to
stable if the company demonstrates strong operating performance and
good investment returns. Under this scenario, we would expect its
gross adjusted debt leverage to fall below the mid-4x area and its
adjusted EBITDA margins to rise to the low-double digit percent
area," the rating agency said.


HOUGHTON MIFFLIN: Fitch Assigns B LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch assigned Long-Term Issuer Default Ratings of 'B' to Houghton
Mifflin Harcourt Company and its subsidiaries Houghton Mifflin
Harcourt Publishers, Inc., Houghton Mifflin Harcourt Publishers
Company and HMH Publishers LLC. In addition, Fitch has assigned a
'BB-'/'RR2' rating to the new secured term loan. The Rating Outlook
is Stable.

The ratings actions are prompted by HMH's proposed refinancing of
its $766 million in existing debt. The planned refinancing will be
funded by a combination of a new $330 million secured term loan B,
$350 million in new other secured debt as well as $102 million in
balance sheet cash. The transaction will modestly reduce leverage
and Fitch estimates pro forma FFO-adjusted leverage of 6.0x, down
from 8.6x for the LTM period ending June 30, 2019. Fitch positively
views management's commitment to applying excess cash flow toward
debt reduction.

The 'B' rating incorporates HMH's market position in the
development and sale of K-12 core instructional and supplemental
material; Fitch's expectation that financial performance in fiscal
2019 and over the rating case will benefit from a favorable
underlying adoption cycle; and HMHC's investment in math, reading
and science core curriculum material over the last couple years,
which has been allowing the company to take leading share in recent
major state adoptions. Fitch also believes that the secular
tailwinds in digital and supplemental in the K-12 space provide an
opportunity for revenue and share growth for Houghton Mifflin's
Extensions business. This is offset by the company's still high
leverage and the inherent volatility in operating performance owing
to the K-12 core curriculum adoption cycle.

KEY RATING DRIVERS

Cost Realignment Plan: HMH is realigning its cost structure to
support a consistently positive FCF business model. In past years,
HMH would increase investment in marketing and product development
dramatically before an adoption cycle before realizing a return on
this investment in adoption years. HMH is attempting to move to a
model that more evenly spread costs over all years to avoid
excessive volatility in FCF over the adoption cycle. The company
intends to spread product development costs by developing new
materials in an iterative process that leverages past works rather
than creating a new book for each adoption. In connection with the
shift HMH is undertaking a restructuring that will result in a net
headcount reduction of about 8% as the company realigns resources
toward the Extensions business.

Strong Adoption Calendar: 2018 was a cyclical trough for K-12
adoptions in the United States, leading to a material reduction in
earnings for that period. 2019 marks the start of a strong adoption
calendar, with key adoptions in Texas and California. As of
second-quarter (Q2) 2019 HMH is performing well in the current
adoption cycle despite a delay in the adoption of a new math
program in Florida. HMH currently has a 56% market share for the
adoption of a new ELA program in Texas and is the market leader in
year one of California's three-year adoptions for a new science
program. Overall Fitch forecasts an elevated level of adoption
spending through 2023 will support a material increase in revenue
and EBITDA over the forecast period.

Continued Investment in Extensions Segment: Fitch views HMH's
continued investment in its Extensions segment positively given the
better growth prospects in supplemental learning and the reduced
cyclicality in comparison with the company's Core solutions
business. The Extensions segment focuses on providing supplemental
education to students performing above or below standards. Fitch
regards the addressable market for the Extensions segment as large.
With the general raising of K-12 educational standards and the
adoption of Common Core or some variant, there is an increased need
for supplemental and more personalized learning to improve
assessment results and student outcomes.

Moderate Leverage: Fitch is anticipating that FFO-adjusted leverage
will approximate 4.5x by year-end 2019 and decline over the rating
horizon, driven by a strong adoption calendar with key adoptions in
Texas, Florida and California. This strong adoption calendar comes
on the tail of a cyclical trough in 2018, leading to large
reduction in leverage in 2019. Additionally, management is
committed to deleveraging and intends to prioritize the application
of FCF to debt repayment through the upcoming adoption cycle.

Competitive Market: HMH competes with various other publishers in
the K-12 education market. The company, together with Pearson
Education and McGraw-Hill are the largest textbook manufactures and
Fitch believes all three collectively hold more than 80% of the
market. Market share can fluctuate in any given adoption cycle as
publishers trade of territory. Operational missteps such as failure
to gain state approval can leave publishers open to losses in
market share in any given adoption cycle.

Term Loan Refinancing: The proposed refinancing includes the
repayment of the current debt outstanding with the issuance of a
senior secured term loan B, other secured debt and $102 million in
balance sheet cash. Partial prepayment with balance sheet cash
makes this transaction slightly deleveraging, dropping pro forma
FFO-adjusted leverage from 8.6x to roughly 6.0x for the LTM period
ending June 30, 2019. The planned refinancing will also extend the
maturity of their 2021 revolver to 2024. Fitch views the
transaction positively given the reduction in leverage and
improvement in liquidity following the revolver extension.

DERIVATION SUMMARY

HMH is well-positioned in the domestic K-12 core education and
supplemental learning markets and is one of the top three K-12
textbook market publishers. HMH has completed re-investment in its
core textbook educational material following a period of
operational weakness that has resulted in improved market share as
evidenced by recent state adoptions. Notably, peer Pearson plc (not
rated) announced the sale of its K-12 curriculum and instructional
materials business (Pearson Ed) for $250 million in February 2019.
The sale was driven by Pearson's continued weak performance and its
inability to invest sufficient capital in digital which led to
lower adoptions. Fitch expects the K-12 education publishers to
benefit from the larger new adoption market from 2019-2023
including the opportunities in Florida), California and Texas, the
largest adoption states that drive a significant part of the
adoption cycle.

The 'B' ratings reflect HMH's smaller scale and more narrow focus
on the K-12 market as compared with peer, McGraw-Hill Global
Education Holdings, LLC (B+/Stable). McGraw-Hill will be roughly
double the size HMH in terms of revenues and will have a more
diversified base with increased exposure to Higher-Ed following its
proposed merger with Cengage Learning. McGraw-Hill has also
maintained historically higher margins and lower leverage than
HMH.

KEY ASSUMPTIONS

  - Revenue growth in the mid to low single digit range as the
adoption cycle picks up in 2019;

  - Total billings (revenue + change in deferred revenue) growth in
of 22% in 2019. Billings remain elevated over rating horizon due to
favorable adoption calendar;

  - HMHC maintains leading share in California science curriculum
and the postponed Florida math adoption occurs in 2022;

  - EBITDA margins remain in low single digits range in 2019 as
deferred revenue increases, ramping up to low double digits range
as earnings are recognized;

  - FCF margins in the mid-single digits over rating horizon due to
favorabe adoption schedule;

  - Pre-publication costs of $110 million annually;

  - Restructuring costs of about $29 million in 2019 due to
realignment, tapering to about $4 million over the rating horizon;

  - FCF applied to debt prepayments;

  - FFO-adjusted leverage declines to 2.9x in 2022 from 4.2x in
2019 as a result of debt prepayments;

  - The recovery analysis assumes HMH would be considered a going
concern in bankruptcy and it would be reorganized rather than
liquidated. Fitch has assumed a 10% administrative claim in the
recovery analysis;

  - The recovery analysis assumes K-12 market share loss to
McGraw-Hill and Pearson driven by an inability to win enough
upcoming state adoptions, which pressures margins. The
post-reorganization going concern EBITDA of $152 million is based
on Fitch's estimate of HMH's average EBITDA over a normal cycle,
adjusted to include deferred revenues;

  - Fitch assumes HMH will receive a going-concern recovery
multiple of 5.0x EBITDA. The estimate considered several factors.
HMH and Pearson have traded at a median EV/EBITDA of 12.2x and
10.9x, respectively. During the last financial recession, Pearson
traded at about 8.0x EV/EBITDA, while neither McGraw-Hill nor HMH
were public at the time. In 2014, Cengage emerged from bankruptcy
with a $3.6 billion valuation, equating to an emergence multiple of
7.7x. The most recent textbook publishing transaction occurred in
February 2019 with Pearson's announced sale of its K-12 business
for $250 million or 9.5x operating profit (EBITDA was not
disclosed). In March 2013, Apollo Global Management LLC acquired
McGraw-Hill from S&P Global, Inc. for $2.5 billion, or a multiple
of estimated EBITDA of approximately 7x;

  - Fitch assumes a 75% draw HMH's $250 million A/R facility. The
recovery analysis also assumes HMH has a new $330 million secured
first lien term loan and $350 million in other secured debt;

  - The recovery analysis results in a 'BB-'/'RR2' on the new first
lien term loan, or two notches above HMH's 'B' IDR. Fitch does not
rate HMH's A/R facility.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  - Debt reduction is sufficient enough to drive FFO-adjusted total
leverage below 5.0x with the expectation it can be sustained at
that level through cyclical adoption troughs;

  - Sustained positive FCF.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  - FFO-adjusted total leverage exceeds 6.0x on a sustained basis
into cyclical industry improvement, whether driven by operating
weakness or a leveraging transaction;

  - Sustained negative FCF with the expectation of negative cash
flow into cyclical industry improvement.

LIQUIDITY AND DEBT STRUCTURE

Improving Liquidity: HMH had $308.7 million in balance sheet cash
and availability on the company's $250 million revolver as of Sept.
30, 2019. Fitch expects improved FCF generation over the rating
horizon as the adoption cycle is projected to enter a period of
elevated spending through 2023. Fitch views the refinancing
transaction positively given the deleveraging effect of the $102
million in prepayments with balance sheet cash as well as the
extension of maturities. Additionally, management has indicated
that debt prepayments will be a primary use of FCF over the rating
horizon.


HOUGHTON MIFFLIN: Moody's Hikes CFR to B3, Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded Houghton Mifflin Harcourt
Publishers Inc.'s Corporate Family Rating to B3 from Caa1, and
HMH's Probability of Default Rating to B3-PD from Caa1-PD upon
strong performance in its adoption markets during 2019,
expectations of strong performance in 2020 and pending refinancing
of its capital structure, with maturity extensions. The outlook was
also changed to stable from negative. Moody's also assigned B3
rating to newly launched $330 million senior secured term loan,
which together with additional secured debt and cash on the balance
sheet is anticipated to refinance existing term loan maturing in
2021. Moody's anticipates that total gross debt outstanding will be
approximately $680 million, a reduction of $86 million compared to
3Q 2019 balance. The pending reduction of debt also supports the
rating action. The Speculative Grade Liquidity Rating is upgraded
from SGL-3 to SGL-2. There is no change to ratings of the existing
debt, which will be withdrawn upon closing of the transaction.

Upgrades:

Issuer: Houghton Mifflin Harcourt Publishers Inc.

  Corporate Family Rating, Upgraded to B3 from Caa1

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

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

Assignments:

Issuer: Houghton Mifflin Harcourt Publishers Inc.

  Gtd Senior Secured Term Loan B, Assigned B3 (LGD4)

Outlook Actions:

Issuer: Houghton Mifflin Harcourt Publishers Inc.

  Outlook, Changed To Stable From Negative

RATINGS RATIONALE

HMH's B3 CFR reflects material improvement in the company's
performance during 2019 adoption cycle, with outperformance in the
Texas Reading product portfolio, and strong performance in other
locations combined with pending gross debt reduction. Moody's
anticipates a robust adoption calendar over the next several years
and anticipate that HMH will be able to maintain or grow its share
of sales in its primary K-12 education markets. In addition, the
company's learning Intervention products performed well, and HMH
communicated its intention to expand and grow its presence in the
Extension products over the next several years to reduce reliance
on highly cyclical core educational materials adoptions. A more
incremental approach toward product development will also be
adopted, as HMH intends to transform its business towards a
service-like offering. While the company's performance has improved
throughout 2019, Moody's anticipates competition to remain strong,
particularly in the more discretionary Extensions market. Moody's
anticipates positive free cash flow generation as HMH benefits from
robust adoption calendar over the next several years, as more
states refresh their curriculum offerings, and the company uses its
strong position in the K-12 core market to grow and expand its
Extensions offering.

The K-12 education market is vulnerable to shifts in school
budgets, spending that is highly seasonal and dependent on yearly
fluctuations in state adoptions, and growing and intense
competition from a push to utilize technology to cost-effectively
improve student learning outcomes. Moody's expects digital adoption
of courseware in the K-12 market to remain slow, as financial and
technological limitations continue to weigh on the transition to a
service-like model for educational software. Smaller,
technologically focused and nimble curricula providers also have an
ability to compete in the Extensions market, more so than in Core
products.

The speculative-grade liquidity rating is upgraded to SGL-2,
reflecting Moody's expectations positive free cash flow, strong
balance sheet cash position, an undrawn $250 million revolver and
lack of meaningful near term maturities. Moody's expects the
company to modestly utilize revolver borrowings to meet seasonal
liquidity needs. There are no term loan financial maintenance
covenants, and the revolver is subject only to a springing minimum
1.0x fixed charge coverage ratio (FCCR) that is triggered based on
availability.

The Senior Secured ABL revolver is supported by a first lien on
receivables and inventory and a second lien on other assets.
Moody's believes the term loan collateral package (consisting of a
second lien on receivables and inventory and a first lien on other
assets) is less liquid and weaker than that of the revolver.
Accordingly, the term loan (rated B3 with a LGD4 assessment) is
ranked behind the revolver in Moody's loss given default notching
framework.

The stable rating outlook reflects Moody's expectations for
stronger Core performance over the next several years, with greater
uncertainty regarding expansion of participation in Extensions
market and management commitment to moderate financial strategy.
Moody's anticipates that HMH will manage its cost base
appropriately should actual sales and billings fall below
anticipated levels.

Ratings could be downgraded due to a material miss in the key 3Q
performance in any year, continued revenue declines or increased
leverage, or sustained negative free cash flow, diminishing the
company's liquidity. Weak liquidity reduces the company's
flexibility to invest and execute growth initiatives and could lead
to downward rating pressure. Market share erosion and delays in
local or state spending on education materials could also result in
a downgrade.

Ratings could be upgraded if the company demonstrates its ability
to grow revenue in core and extension markets, while remaining
moderately levered. Sustained positive free cash flow and good
liquidity would also be needed for an upgrade.

The principal methodology used in these ratings was Media Industry
published in June 2017.

Houghton Mifflin Harcourt Company, headquartered in Boston, MA, is
one of the three largest U.S. education publishers focusing on the
K-12 market with an estimated $1.4 billion of reported revenue for
the 12 months ended September 30, 2019. Houghton Mifflin Harcourt
Company is the ultimate parent of Houghton Mifflin Harcourt
Publishers Inc., which is a joint and several co-borrower of the
rated debt along with Houghton Mifflin Harcourt Publishing Company
and HMH Publishers LLC. Houghton Mifflin Harcourt Company is the
Guarantor under the proposed term loan. The company is publicly
traded with Anchorage Capital Group, L.L.C. as the largest
shareholder with an approximate 15.9% ownership of the company;
Wellington Management Company owns 10.7% and the Vanguard Group
Inc. owns 7.4%, with the remainder being widely held.


INTERRA INNOVATION: U.S. Trustee Forms 3-Member Committee
---------------------------------------------------------
The U.S. Trustee for Region 1 on Oct. 31, 2019, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of InTerra Innovation Inc.
  
The committee members are:

     (1) Anthony Albano
         Business Manager
         Bay State Sweeping & Construction Corp.
         369 Third Street
         Everett, MA 02149
         Phone: 617-389-5100
         Fax:  617-389-4777
         Email: baystatesweeping@comcast.net

     (2) Alison M. MacLaren
         Accounts Receivable Manager
         Ballard Mack Sales & Service, Inc.
         442 Southwest Cutoff
         Worcester, MA 01604
         Phone: 508-753-1403
         Fax: 508-752-0518
         Email: amaclaren@ballardtrucks.com

     (3) Kevin Brown
         Owner
         Northeast Sand & Gravel, LLC
         17 Old Nashua Road, Suite 14          
         Amherst, NH 03031
         Phone: 603-878-0035
         Fax: 603-878-0025
         Email: Kevin@nesand.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 InTerra Innovation

InTerra Innovation, Inc. -- http://www.interra-innovation.com/--
is a specialty construction materials company focused on providing
innovative solutions for the design, manufacture, delivery and
installation of products for the construction industry throughout
the United States.  It offers mobile mixing, specialty grouting,
thermal grouting, lightweight cellular concrete, and concrete and
specialty pumping.

InTerra sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Mass. Case No. 19-13469) on Oct. 11, 2019.  In the
petition signed by Frederick P. Hooper, president, the Debtor was
estimated to have assets ranging between $1 million to $10 million
and debts of the same range.  The Hon. Frank J. Bailey is the case
judge.  InTerra tapped Ruberto, Israel & Weiner, P.C. to serve as
its counsel.


JOSEPH’S TRANSPORTATION: Customers Bank Objects to Disclosure
---------------------------------------------------------------
Customers Bank, a secured creditor having a first priority security
interest in personal property of Joseph's Transportation, Inc.,
objects to the Disclosure Statement filed on September 18, 2019, in
support of the Debtor's proposed Plan of Reorganization.

According to Customers Bank, the Disclosure Statement lacks
adequate information concerning the arrearage payments to Customers
Bank.  The Disclosure Statement does not state when each monthly
arrearage payment would actually be made.  The Disclosure Statement
also proposes a 15-day grace period to the Debtor for monthly
arrearage payments, which is contrary to the Note terms.

The Disclosure Statement also fails to disclose the rights and
remedies available to Customers Bank upon the Debtor's default
under the Plan.  In the event of a default, the Disclosure
Statement and Plan should make clear that Customers Bank may pursue
all rights and remedies available to it under the Note and Security
Agreement, including but not limited to rights and remedies against
non-debtor guarantors of the Debtor's obligations.

The Disclosure Statement also fails to reaffirm the Debtor's
obligations under the Note and Security Agreement, and Customers
Bank's rights and remedies.  Both the Disclosure Statement and Plan
should specifically provide that Customers Bank's security interest
and lien ride through confirmation and are not altered or impacted,
and only will be released upon payment in full to Customers Bank.

A full-text copy of the objection dated Oct. 17, 2019, is available
at https://tinyurl.com/y6mz53o7 from PacerMonitor.com at no
charge.

Customers Bank is represented by:

      Murtha Cullina LLP
      Taruna Garg
      177 Broad Street
      Stamford, Connecticut 06901
      Telephone: 203-653-5400
      Facsimile: 203-653-5444
      E-mail: tgarg@murthalaw.com

                About Joseph's Transportation

Joseph's Transportation, Inc., is a family-owned and operated full
transportation company that has been serving the New England area
for more than 40 years.  Joseph's Transportation filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Mass. Case No. 18-14282) on Nov. 11, 2018.  In the petition
signed by Joseph Albano III, president, the Debtor was estimated to
have assets of $500,001 to $1 million and liabilities of the same
range.  The Law Office of Gary W. Cruickshank serves as counsel to
the Debtor; and Rucci Bardaro & Falzone as its accountant.


JP SCOPE: Secured Party Schedules Nov. 19 Auction
-------------------------------------------------
Secured Party BFL Tech Investments LLC, as collateral agent, will
sell the assets of JP Scope Inc. at a public auction to the highest
bidder on Nov. 19, 2019, at 10:00 a.m., at the offices of Kirby &
McGuinn A. PC, 707 Broadway, Suite 1750, San Diego, CA 92101.

The Secured Party may bid at the sale by credit against the amount
owed.  The opening credit bid will be $650,000.  Overbids will be
accepted in increments of $10,000.  Prospective bidder are required
to qualify by presenting copies of cashier's checks total $660,000,
payable to BFL Tech no later than 5:00 p.m. (Pacific Standard Time)
on Nov. 15, 2019.

Inquiries can be addressed to BFL Tech's attorney at:

   Dean T. Kirby, Jr. Esq.
   Kirby & McGuinn A P.C.
   707 Broadway, Suite 1750
   San Diego, CA 92101
   Tel: (619) 525-1652
   Email: dkirby@kirbymac.com

JP Scope Inc. -- http://www.jpscope.com/-- develops electronic
variable valve system for internal combustion engines.


LAZER CONSTRUCTION: Dec. 18 Hearing on Disclosure Statement
-----------------------------------------------------------
The hearing to consider the approval of the disclosure statement of
Lazer Construction Company, Inc. will be held at The United States
Courthouse, 515 Rusk St., Courtroom 403, Houston, Texas, on Dec.
18, 2019, at 11:00 a.m.

Dec. 11, 2019, is fixed as the last day for filing and serving
written objections to the disclosure statement.

Under the Plan, the Debtor intends to pay all of its estimated
$3,257,302 unsecured claims 100.0% of the allowed claims as of the
Effective Date.  The Debtor currently anticipates net profits in
the amount of $1,040,000 in 2020, $1,260,000 in 2021, and
$1,400,000 in 2022. The Debtor intends to meet its obligations
through minimum payments of 10% of each Allowed Claim during the
first year following the Effective Date, minimum payments of 20% of
the Allowed Claims during the second year following the Effective
Date, minimum payments of 20% of the Allowed Claims during the
third year following the Effective Date, minimum payments of 25% of
the Allowed Claims during the fourth year following the Effective
Date, and minimum payments of 25% of the Allowed Claims during the
fifth year following the Effective Date.  To the extent the
Debtor's net profits exceed its current projections, the minimum
payments in  any given year may be supplemented by additional
payments until all Allowed Claims are paid in full

A copy of the Disclosure Statement filed Oct. 22, 2019, is
available at https://is.gd/4Hq0bP from PacerMonitor.com free of
charge.

               About Lazer Construction Company

Lazer Construction Company, Inc., is a Texas corporation formed in
1992 and is one of the leading minority owned general contractors
providing dirt work and contracting services to the City of
Houston.

Lazer Construction Company sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-33495) on June
24, 2019.  At the time of the filing, the Debtor disclosed
$8,334,551 in assets and $9,350,803 in liabilities.  

The case is assigned to Judge Jeffrey P. Norman.  Waldron &
Schneider, L.L.P. is the Debtor's bankruptcy counsel.

No official committee of  unsecured creditors has been appointed in
the Chapter 11 case.


LIBBEY GLASS: Moody's Lowers CFR to B3, Outlook Stable
------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
and Probability of Default Rating of Libbey Glass Inc. to B3 from
B2 and to B3-PD from B2-PD, respectively. As a result of this
rating action the company's $440 million principal first lien term
loan due 2021 was downgraded one notch to B3 from B2. Moody's also
downgraded the company's Speculative Grade Liquidity rating to
SGL-3 from SGL-2. The ratings outlook remains stable.

"The downgrade reflects continued weakness in Libbey's credit
metrics and deterioration in the EBITDA margin as a result of
industry headwinds from glassware overcapacity and soft market
conditions in the company's EMEA and Latin America regions ", said
Moody's analyst Mariya Moore. "We also expect the additional
interest cost necessary to refinance the upcoming 2021 debt
maturities will sustain weak free cash flow generation and limit
the company's ability to reduce debt".

The downgrade to SGL-3 from SGL-2 reflects the company's modest
level of projected free cash flow relative to required term loan
amortization, and the approaching 2021 debt maturities.

Downgrades:

Issuer: Libbey Glass Inc.

Corporate Family Rating, Downgraded to B3 from B2

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

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

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

Outlook Actions:

Issuer: Libbey Glass Inc.

Outlook, Remains Stable

RATINGS RATIONALE

Libbey's B3 CFR is supported by its significant presence in the
North American foodservice and retail glassware markets, but also
reflects the challenges being faced by the company's customers in
those markets. Libbey is currently highly leveraged, modestly
sized, has a narrow product focus in a mature industry, and is
subject to elevated operational risk and high fixed costs
associated with manufacturing the vast majority of its glassware
products in-house. In addition, Libbey competes in a cyclical and
highly competitive industry where a number of competitors are in a
weaker financial position, which is pressuring pricing and margins.
However, the company has a good geographic presence and maintains a
healthy customer diversification profile. Libbey has also been
exercising relatively balanced financial policies in response to
the challenging environment in which it operates, as demonstrated
by the dividend suspension in March 2018.

Credit metrics weakened considerably over the last year resulting
from the challenging operating environment, the under absorption of
overhead costs caused by discretionary downtime taken to reduce
inventories and improve free cash flow, increased ERP spending, and
weakness in the EMEA and Latin American regions. The company's
leverage (debt-to-EBITDA) and interest coverage (EBIT-to-interest)
for the twelve months ended September 30, 2019 were approximately
6.2x and 1.1x, respectively (all ratios are Moody's adjusted unless
otherwise stated). This EBITDA calculation includes approximately
$50 million of add-backs for non-recurring charges which is
primarily comprised of a $47 million one-time non-cash goodwill
impairment charge associated with the Latin America segment.

The approaching April 2021 term loan maturity presents refinancing
risk. Moody's anticipates that Libbey will address the maturity but
will incur higher cash interest costs in exchange that will put
further pressure on the company's free cash flow generation.
Moody's expects new products, an enhanced e-commerce platform and
on-going cost saving restructuring activities will stabilize
performance and improve EBIT margin to 5.2% in 2020 from 4.5% in
2019, but that leverage will improve only modestly from the current
levels.

The SGL-3 reflects Moody's expectation that the company will
maintain adequate liquidity profile over the next 12-18 months
supported by $49.4 million of availability under its $100 million
ABL facility, expectations for modest positive free cash flow
generation and the $28 million cash balance, of which a portion is
in China and less accessible. The ABL revolver expiration will
spring to 90 days prior to the April 2021 term loan maturity if the
term loan is not refinanced by that date. Liquidity pressure will
increase if the company does not proactively address the term loan
maturity.

The stable outlook reflects Moody's expectation for limited organic
revenue growth and moderate margin improvement over the next 12-18
months. Moody's also assumes that the company will refinance its
upcoming debt maturities in a manner that would still allow it to
generate free cash flow to pay down debt, and otherwise maintain at
least adequate liquidity.

The ratings could be downgraded if Moody's adjusted
EBIT-to-interest expense is sustained below 1x, the company
continues to generate negative free cash flow, liquidity
deteriorates, or financial policies become more aggressive. The
ratings can also be downgraded if the company does not refinance
its debt in a timely manner or the expected cost of a refinancing
increases.

Alternatively, the ratings could be upgraded if Moody's adjusted
debt-to-EBITDA is sustained below 5.5x and EBIT-to-interest expense
approaches 2.0x. Libbey would also need to refinance the maturities
at a cost that allows the company to consistently generate free
cash flow of at least 5% of debt.

The principal methodology used in these ratings was Consumer
Durables Industry published in April 2017.

Libbey Glass Inc., headquartered in Toledo, Ohio, designs,
manufactures and markets glass tableware products and designs and
markets ceramic dinnerware and flatware products. Libbey Glass Inc.
is the operating subsidiary of Libbey Inc. (NYSE: LBY). The company
serves foodservice, retail, and business-to-business customers in
over 100 countries. Libbey reported total revenues of approximately
$790 million for the twelve-month period ended September 30, 2019.


MAD DOGG ATHLETICS: Hires Ardent Law as Special Counsel
-------------------------------------------------------
Mad Dogg Athletics, Inc., seeks authority from the U.S. Bankruptcy
Court for the Central District of California to employ Ardent Law
Group, P.C., as special litigation counsel to the Debtor.

Pre-petition, the Debtor engaged Ardent Law for the representation
of itself, as well as John Cook ("Cook"), the Debtor's Vice
President of Industrial Design, and John Baudhuin ("Baudhuin"), the
Debtor's Chief Executive Officer, with respect to an action
commenced on June 6, 2019, by Bruce Hymanson ("Mr. Hymanson"), the
sole shareholder of Hymanson, Inc. dba Bodyblade, styled Bruce
Hymanson v. Mad Dogg Athletics, Inc., John Cook, John Baudhuin, and
Does 1 through 10, inclusive, Los Angeles Superior Court Case No.
19STCV19798 (the "Subject Action").

Mad Dogg Athletics requires Ardent Law to represent and provide
legal services to the Debtor in relation to the Subject Action.

Ardent Law will be paid at the hourly rate of $275 to $350.

Ardent Law will be paid a retainer in the amount of $10,000.

Ardent Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.

John R. Baudhuin, partner of Ardent Law Group, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Ardent Law can be reached at:

     John R. Baudhuin, Esq.
     ARDENT LAW GROUP, P.C.
     4340 Von Karman Ave., Suite 290
     Newport Beach, CA 92660
     Tel: (949) 299-0188
     Fax: (949) 299-0127

              About Mad Dogg Athletics, Inc.

Mad Dogg Athletics, Inc. -- https://www.maddogg.com/ -- offers a
comprehensive portfolio of fitness equipment, programming, and
education. The company manufactures home Spinner bikes, Pilates and
functional training equipment, and a complete line of
Spinning-branded apparel and accessories. With its business founded
in 1994 in Los Angeles, California, Mad Dogg operates from its
corporate headquarters in Venice, California.

Mad Dogg Athletics sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 19-18730) on July 26, 2019. In the petition signed by CEO
John R. Baudhuin, the Debtor was estimated to have $1 million to
$10 million in assets and $10 million to $50 million in
liabilities. The case is assigned to Judge Julia W. Brand. David S.
Kupetz, Esq., at SULMEYER KUPETZ, serves as the Debtor's counsel.
Ardent Law Group, P.C., as special litigation counsel.



NEW CITY WASTE: Dec. 19 Disclosure Statement Hearing Set
--------------------------------------------------------
Debtors The New City Waste Services, Inc. and City Waste Services
of New York, Inc. will move the U.S. Bankruptcy Court for the
Southern District of New York, before the Honorable Robert D.
Drain, U.S. Bankruptcy Judge on Dec. 19, 2019, at 10:00 a.m., to
seek approval of the First Amended Disclosure Statement.

Objections, if any, to the Disclosure Statement must be in writing,
filed with the Bankruptcy Court at the court’s website
www.nysb.uscourts.gov, with a copy delivered directly to Chambers,
and served upon the undersigned on or before Dec. 12, 2019, at 5:00
p.m.

                About The New City Waste Services

Headquartered in Yorktown Heights, New York, The New City Waste
Services, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 12-22578) on March 20, 2012, with estimated
assets of less than $50,000 and estimated liabilities of $1 million
to $10 million.

New City's affiliate City Waste Services of New York also filed for
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.
12-22579) on March 19, 2012.

The petitions were signed by James T. Tesi, secretary and
treasurer.

Judge Robert D. Drain oversees the cases.  

The Debtors tapped Rattet Pasternak, LLP, as their legal counsel.


NEW CITY WASTE: Officers to Contribute $1.5M to Fund Plan
---------------------------------------------------------
Debtors The New City Waste Services, Inc. and City Waste Services
of New York, Inc. filed with the U.S. Bankruptcy Court for the
Southern District of New York a First Amended Joint Plan of
Reorganization and a Disclosure Statement.

The Plan will be funded with (a) the Debtors' Cash on hand on the
Confirmation Date, (b) the personal new value contribution from the
officers of the Debtors in the amount of $1.5 million, and (c) Cash
generated from the ongoing operations of the Debtors.  These funds
are expected to be enough to pay all Allowed Administrative and
Priority Claims in full, as well as to fund an approximate 45.8%
distribution to the holders of Allowed Class 2 Unsecured Claims,
and the Debtors shall effectuate all payments due under the Plan.

Class 2 consists of the holders of Allowed Unsecured Claims, which
total approximately $4,100,000.  Each holder of an Allowed Class 2
Claim shall each receive a distribution equal to approximately
45.8%.  On the Effective Date, the holders of the Allowed Class 2
Claims shall receive their pro rata portion of the remaining New
Value Contribution, after the payment in full of the Examiner's
allowed Professional Fee Claim, which equates to 35.82% to the
holders.

Holders of the Class 3 Interests shall receive no distribution on
account of their Interests but shall be permitted to retain their
Interest in NCW in exchange for the New Value Contribution.  The
Allowed Class 3 Interests are not impaired under the Plan and are
deemed to have accepted the Plan.

Following the Effective Date, Jim Tesi, Joseph Tesi and Samuel
Martino will continue to serve as the officers of the Debtors, each
earning a yearly salary of $195,000.  This amount has not been
increased since 2013.

A full-text copy of the Amended Disclosure Statement dated Oct. 17,
2019, is available at https://tinyurl.com/y3rb25zj from
PacerMonitor.com at no charge.

               About The New City Waste Services

Headquartered in Yorktown Heights, New York, The New City Waste
Services, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 12-22578) on March 20, 2012, with estimated
assets of less than $50,000 and estimated liabilities of $1 million
to $10 million.

New City's affiliate City Waste Services of New York also filed for
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.
12-22579) on March 19, 2012.

The petitions were signed by James T. Tesi, secretary and
treasurer.

Judge Robert D. Drain oversees the cases.  

The Debtors tapped Rattet Pasternak, LLP, as their legal counsel.


ONE CALL: Moody's Reviews Caa2 CFR for Upgrade on Recapitalization
------------------------------------------------------------------
Moody's Investors Service placed under review for upgrade One Call
Corporation's Caa2 Corporate Family Rating and the Caa2-PD/LD
Probability of Default Rating. The actions follow the announcement
of a recapitalization of the company. As part of the transaction,
One Call exchanged its 1.5 lien term loan and second lien notes for
newly issued preferred equity from KKR and GSO Capital Partners.
The company also received some new cash equity from KKR and GSO
Capital Partners which was used to repay a portion of the
outstanding first lien debt and repay in full amounts outstanding
under the revolving credit facility. As a result of these
transactions, One Call has reduced outstanding debt by nearly $1
billion and cash interest expense by about $75 million per year.

The review for upgrade of the CFR reflects a material improvement
in One Call's liquidity and reduction in leverage following the
completion of the recapitalization. However, the company has faced
operating challenges including customer losses and a slow
implementation of new IT systems that has delayed the realization
of cost savings. While the recapitalization helps stabilize the
financial profile, free cash flow will remain modest relative to
debt going forward.

The review will focus on the improvement in cash flow and liquidity
as a result of the recapitalization. The review will also focus on
the potential for business stabilization and reversal of customer
losses due to the improved financial profile. The review will also
focus on the ability of the company to improve revenue and earnings
based on the benefit of recent cost saving initiatives and
investments in the business.

At this time, there is no action on the first lien debt instrument
ratings. On completion of its review, Moody's expects that the
rating of the first lien debt will be the same as the CFR rating,
reflecting the loss of nearly all junior debt below it, which
eliminates first loss absorption in a bankruptcy scenario.

Concurrently with the rating actions, Moody's appended One Call's
PDR with an "/LD", signifying a limited default. The /LD
designation reflects Moody's view that this transaction constitutes
a distressed exchange, which is a default under Moody's definition.
Moody's definition of default is intended to capture events whereby
issuers fail to meet debt service obligations outlined in their
original debt agreements. Moody's will remove the /LD designation
from the PDR shortly. These transactions do not constitute an event
of default under any of the company's debt agreements.

Ratings placed under review for upgrade:

Issuer: One Call Corporation

  Corporate Family Rating, Caa2

  Probability of Default Rating, Caa2-PD/LD

Outlook:

  Revised to rating under review from stable

RATINGS RATIONALE

The Caa2 CFR (on review for upgrade) reflects One Call's very high
financial leverage and weak operating performance. Moody's expects
debt/EBITDA to remain close to 7 times for the next 12 months.
While the recent recapitalization has significantly reduced
leverage and improved liquidity, the company needs to demonstrate
that it can grow revenue and earnings going forward. Moody's
believes that the recapitalization, which has meaningfully reduced
cash interest, will give the company more flexibility to improve
revenue, operating earnings and cash generation. In particular, the
implementation of cost savings initiatives and a new IT system
should lead to meaningful improvement in earnings over the next
12-18 months. The rating also reflects the company's considerable
concentration of revenues with its largest customers. However, the
rating is supported by One Call's leading market position in
workers' compensation cost containment services and good geographic
and product diversity.

Moody's expects One Call to maintain adequate liquidity and
generate positive free cash flow over the next 12 months. The
company has a $57 million revolving credit facility that expires in
November 2022. Moody's considers this to be small in size relative
to its revenue and cash needs. Following the recapitalization, the
revolving credit facility was undrawn. Liquidity is further
supported by $35 million of cash and no meaningful debt maturities
until 2022.

One Call has no material exposure to environment and social risks.
However, the company regularly encounters elevated elements of
governance risk, including private equity ownership, and has
historically relied on debt exchanges and recapitalization to
strengthen its financial profile.

One Call Corporation provides cost containment services related to
workers' compensation claims. The company acts as an intermediary
between healthcare providers, payors and patients. Customers
include insurance carriers, third-party administrators,
self-insured employers, and state funds in the workers compensation
industry. Revenues are approximately $1.5 billion. Following the
recapitalization, the company is owned by affiliates of KKR and GSO
Capital Partners. One Call does not publicly disclose its financial
results.

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


PARK MONROE: Plan to Provide "Less Than Full Payment" to Creditors
------------------------------------------------------------------
Debtor Northeast Brooklyn Partnership moves the U.S. Bankruptcy
Court for the Eastern District of New York for an order approving
the amended disclosure statement in support of its Chapter 11
plan.

NBP believes that the terms of its Plan are fair to all holders of
Claims and in full compliance with the relevant sections of the
Bankruptcy Code.

Under the Plan, NBP will sell its buildings, use the proceeds
thereof, the Implementation Funds, to provide a return to
Creditors. NBP plans to pay Administrative and Allowed Secured
Claims in full, to the extent they are not disputed, and seeks to
provide a meaningful return to all unsecured creditors.

The Amended Motion is filed seeking authority to solicit the Plan.
The prior Motion assumed payment in full of all classes.  The
Debtor projects substantial, but less than full payment to all
classes of creditors.

The Debtor submits that the Disclosure Statement contains adequate
information, as defined by the Bankruptcy Code and interpreted in
relevant case law, for the Debtor’s creditors to make an informed
judgment about the Plan. Accordingly, the Debtor respectfully
requests that the Court approve the Disclosure Statement.

NBP has received from the Purchaser an earnest money deposit in the
amount of $300,000.00 that is being held by Abrams, Fensterman,
Fensterman, Eisman, Formato, Ferrara, Wolf & Carone, LLP as the
Debtor’s Special Real Estate Transactional Counsel, as set forth
in section 3.1. NBP requests approval herein of the earnest money
deposit and the liquidated damages provisions.

A full-text copy of the Amended Motion dated October 17, 2019, is
available at https://tinyurl.com/y3aw7dkx from PacerMonitor.com at
no charge.

The Debtors are represented by:

      ARCHER & GREINER, P.C.
      Allen G. Kadish
      Harrison H.D. Breakstone
      630 Third Avenue
      New York, New York 10017
      Tel: (212) 682-4940
      E-mail: akadish@archerlaw.com
              hbreakstone@archerlaw.com

          About Park Monroe Housing Development

Park Monroe Housing Development Fund Corporation is a
not-for-profit and tax-exempt corporation that develops a housing
project for persons of low income, pursuant to Section 573 of
Article XI of the New York Private Housing Finance Law. The
Company's primary tangible assets are located at 477 Saratoga
Avenue a/k/a 1352-1354 East New York Avenue, Brooklyn, N.Y.; 1350
Park Place, Brooklyn, N.Y.; 180 Grafton Street, Brooklyn, N.Y.; 257
Mother Gaston Boulevard, Brooklyn, N.Y.; and 249-251 Mother Gaston
Boulevard, Brooklyn, N.Y.

984-988 Greene Avenue Housing Development Fund is a not-for-profit
corporation whose tangible assets are properties located at 984-988
Greene Avenue, Brooklyn, N.Y. Its assets are used consistent with
its charitable purposes of providing affordable housing units for
families of low income in the central sections of Brooklyn, N.Y.

Northeast Brooklyn Partnership is a for-profit partnership whose
primary tangible assets are properties located at 409 Kosciuszko
Street, Brooklyn, N.Y.; 403 Kosciuszko Street, Brooklyn, N.Y.; 399
Kosciuszko Street, Brooklyn, N.Y.; 397 Kosciuszko Street, Brooklyn,
N.Y.; 675 Halsey Street, Brooklyn, N.Y.; and 671 Halsey Street,
Brooklyn, N.Y.

Park Monroe and its affiliates sought Chapter 11 protection
(Bankr.E.D.N.Y. Case Nos. 19-40820 to 19-40823) on Feb. 11, 2019.
The petitions were signed by Jeffrey E. Dunston, president and
chief executive officer. At the time of filing, the Debtors
estimated assets and liabilities under $10 million. The Debtors are
represented by Allen G. Kadish, Esq., of Archer & Greiner, P.C.


PIXIUS COMMUNICATIONS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------------
The Office of the U.S. Trustee on Oct. 31, 2019 disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Pixius Communications
LLC.

                  About Pixius Communications

Pixius Communications LLC -- https://www.pixius.com/ -- is an
internet service provider in Wichita, Kansas.  It offers
comprehensive solutions to its customers to meet their internet and
technology needs, where traditional services fail or do not reach.


Pixius Communications sought Chapter 11 protection in the U.S.
Bankruptcy Court for the District of Kansas (Bankr. D. Kan. Case
No. 19-11749) on Sept. 13, 2019.  The Debtor was estimated to have
assets between $1 million and $10 million, and liabilities between
$10 million to $50 million.  The petition was signed by Michael
Langer, manager.  Hon. Robert E. Nugent is the case judge.  Klenda
Austerman LLC is the Debtor's counsel.


PORTERS NECK COUNTRY: Current Members Seek Committee Appointment
----------------------------------------------------------------
Members of Porters Neck Country Club Inc. have filed a motion to
appoint a special committee to represent "current and active" club
members who hold general unsecured claims.

In their motion, Harold Burton and four other members of Porters
Neck asked the U.S. Bankruptcy Court for the Eastern District of
North Carolina to appoint a special committee that will consist of
not more than five members who hold pre-bankruptcy general
unsecured claims and assert a current membership in the club.

The group's attorney, David Haidt, Esq., at Ayers & Haidt, P.A.,
said the interests asserted by the club's "current and active
creditor members" are distinct from those asserted by general
unsecured claimants and former creditor members in that they seek
the continuation of their membership interests and the use of
Porters Neck as a golf and country club rather than the simple
repayment of their claims.

"Given the large number of unsecured creditors consisting almost
entirely of active and former creditor members, formation of a
special committee of active creditor members facilitates the
adequate representation of this group by simplifying notice
requirements and improving administrative efficiency of these
proceedings," Mr. Haidt said in court papers.

The request for the appointment of a special committee followed the
U.S. bankruptcy administrator's announcement on Oct. 28 that there
was lack of interest to form an unsecured creditors' committee.

Mr. Haidt maintains an office at:

     David J. Haidt, Esq.
     Ayers & Haidt, P.A.
     P.O. Box 1544
     New bern, NC 28563
     Tel: (252) 638-2955
     Fax: (252) 638-3293
     Email: davidhaidt@embarqmail.com

                  About Porters Neck Country Club

Porters Neck Country Club, Inc. --
https://www.portersneckcountryclub.com/ -- is a full-service
country club, boasting an 18-hole, Tom Fazio-designed golf course,
in Wilmington, North Carolina.  The club, which promotes a family
oriented environment, also has seven state-of-the-art Har-Tru
tennis courts, a swimming complex, a fitness center and dining
facilities.

Porters Neck Country Club sought Chapter 11 protection (Bankr.
E.D.N.C. Case No. 19-04309) on Sept. 19, 2019, in Wilmington, N.C.
The Debtor was estimated to have $1 million to $10 million in
assets and liabilities as of the bankruptcy filing.  The Hon.
Joseph N. Callaway is the case judge.  Hendren Redwine & Malone,
PLLC is the Debtor's counsel.


PULMATRIX INC: Incurs $3.55 Million Net Loss in Third Quarter
-------------------------------------------------------------
Pulmatrix, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q reporting a net loss of $3.55
million on $1.40 million of revenues for the three months ended
Sept. 30, 2019, compared to a net loss of $4.81 million on $0 of
revenues for the three months ended Sept. 30, 2018.  The revenue
for the third quarter of 2019 was the result of the recognition of
income pursuant to the Cipla Agreement.

For the nine months ended Sept. 30, 2019, the Company reported a
net loss of $16.55 million on $6.22 million of revenues compared to
a net loss of $16.22 million on $153,000 of revenues for the nine
months ended Sept. 30, 2018.

As of Sept. 30, 2019, the Company had $32.92 million in total
assets, $18.19 million in total liabilities, and $14.72 million in
total stockholders' equity.

As of Sept. 30, 2019, Pulmatrix had $27.9 million in cash, compared
to $2.6 million as of Dec. 31, 2018.  In April 2019, Pulmatrix
completed a financing that resulted in $16.6 million of total gross
proceeds and executed a Definitive Agreement with Cipla for the
co-development and commercialization of Pulmazole.  In early May
2019, Pulmatrix received a $22 million upfront payment from Cipla.
Following the completion of the initiated Phase 2 clinical trial,
Pulmatrix and Cipla will equally share costs related to the future
development and commercialization of Pulmazole and will equally
share worldwide free cash flow from future sales of Pulmazole.

Research and development expenses for the third quarter of 2019
were $3.3 million, compared to $3.1 million for the same period
last year.  The increase was primarily due to increased clinical
development costs on the Pulmazole project, partially offset by
decreases in clinical development costs on the PUR1800 project and
decreased employment costs.  General and administrative expenses
for the both third quarter of 2019 and for the third quarter of
2018 were $1.8 million.

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

                      https://is.gd/qXghUj

                         About Pulmatrix

Pulmatrix, Inc. -- http://www.pulmatrix.com-- is a clinical stage
biotechnology company focused on the discovery and development of
novel inhaled therapeutic products intended to prevent and treat
respiratory diseases and infections with significant unmet medical
needs.  The Company's proprietary product pipeline is focused on
advancing treatments for serious lung diseases, including
Pulmazole, inhaled anti-fungal itraconazole for patients with ABPA,
and PUR1800, a narrow spectrum kinase inhibitor for patients with
obstructive lung diseases including asthma and chronic obstructive
pulmonary disease. Pulmatrix's product candidates are based on
iSPERSE, its proprietary engineered dry powder delivery platform,
which seeks to improve therapeutic delivery to the lungs by
maximizing local concentrations and reducing systemic side effects
to improve patient outcomes.

Pulmatrix incurred a net loss of $20.56 million in 2018 following a
net loss of $18.05 million in 2017.  As of June 30, 2019, the
Company had $37.04 million in total assets, $18.95 million in total
liabilities, and $18.09 million in total stockholders' equity.

Marcum LLP, in New York, NY, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated
Feb. 19, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company continues
to have negative cash flow from its operations, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


PURDUE PHARMA: Caplin Represents Governmental Entities Group
------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Caplin & Drysdale, Chartered submitted a verified
statement to disclose that it is representing the Multi-State
Governmental Entities Group in the Chapter 11 cases of Purdue
Pharma L.P., et al.

The Governmental Entities Group currently consists of approximately
1,222 entities total: 1,172 cities, counties and other governmental
entities, 7 tribal nations, 6 hospital districts, 34 medical
groups, 2 funds, and 1 veterans' class across 36 states, all with
claims against Purdue Pharma L.P., et al. The members of the
Governmental Entities Group collectively represent approximately 60
million constituents.

The Governmental Entities Group has retained Caplin & Drysdale,
Chartered as bankruptcy counsel in the Debtors' chapter 11
proceedings before this Court. Caplin & Drysdale maintains offices
in the District of Columbia, at One Thomas Circle NW, Suite 1100,
Washington, DC 20005, and in the State of New York, at 600
Lexington Avenue, 21st Floor, New York, NY 10022.

As of Oct. 30, 2019, members of the Governmental Entities Group and
their disclosable economic interests are:

                                        Economic Interest
                                        -----------------

    (1) City of Tarrant
        Alabama                         Unliquidated Claim

    (2) Schumacher Medical
        Corporation of Alabama, Inc.    Unliquidated Claim
        Alabama

    (3) Apache County
        Arizona                         Unliquidated Claim

    (4) City of Bullhead City
        Arizona                         Unliquidated Claim

    (5) City of Glendale
        Arizona                         Unliquidated Claim

    (6) City of Prescott
        Arizona                         Unliquidated Claim

    (7) City of Surprise
        Arizona                         Unliquidated Claim

    (8) La Paz County
        Arizona                         Unliquidated Claim

    (9) Pinal County
        Arizona                         Unliquidated Claim

   (10) Adona
        Arkansas                        Unliquidated Claim

   (11) Alicia
        Arkansas                        Unliquidated Claim

   (12) Almyra
        Arkansas                        Unliquidated Claim

   (13) Alpena
        Arkansas                        Unliquidated Claim

   (14) Altheimer
        Arkansas                        Unliquidated Claim

   (15) Amagon
        Arkansas                        Unliquidated Claim

   (16) Anthonyville
        Arkansas                        Unliquidated Claim

   (17) Arkadelphia
        Arkansas                        Unliquidated Claim

   (18) Arkansas City
        Arkansas                        Unliquidated Claim

   (19) Arkansas County
        Arkansas                        Unliquidated Claim

   (20) Ash Flat
        Arkansas                        Unliquidated Claim

Those entities hold unliquidated claims against the Debtors'
estates, and collectively have asserted billions of dollars of
claims. The Governmental Entities Group makes no representation
herein as to the amount, validity, or priority of any particular
member's claims and reserves all respective rights thereto.

The information set forth in Exhibit A, which is based on
information provided by the applicable members of the Governmental
Entities Group through their counsel to Caplin & Drysdale, is
intended only to comply with Bankruptcy Rule 2019 and is not
intended for any other purpose.

Counsel for the Multi-State Governmental Entities Group can be
reached at:

          Caplin & Drysdale, Chartered
          Kevin C. Maclay, Esq.
          James P. Wehner, Esq.
          Jeffrey A. Liesemer, Esq.
          Todd E. Phillips, Esq.
          One Thomas Circle, NW, Suite 1100
          Washington, DC 20005
          Tel: (202) 862-5000
          Fax: (202) 429-3301
          E-mail: kmaclay@capdale.com
                  jwehner@capdale.com
                  jliesemer@capdale.com
                  tphillips@capdale.com

A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/5V6mSe

                      About Purdue Pharma

Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.

Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.

Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers.  More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.

OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.

On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation facing the Company.

The Company's consolidated balance sheet at Aug. 31, 2019, showed
$1.972 billion in assets and $562 million in liabilities.

U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has
been assigned to oversee Purdue's Chapter 11 case.

Davis Polk & Wardwell LLP and Dechert LLP are serving as legal
counsel to Purdue.  PJT Partners is serving as investment banker,
and AlixPartners is serving as financial advisor.  Prime Clerk LLC
is the claims agent.


RIVERBEND FOODS: U.S. Trustee Forms 5-Member Committee
------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on Oct. 31, 2019,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Riverbend Foods, LLC.

  
The committee members are:

     (1) Commonwealth Warehousing Services, LLC         
         209 Valley Park Drive        
         Pittsburgh, PA 15216        
         Scott Webster, President        
         Tel: (412) 680-2055        
         Fax: (412) 687-6514        
         Email: swebster@commonwealthwarehousingservices.com

     (2) Ball Metalpack, Inc.        
         c/o Janice L. Rodriguez        
         8001 Arista Place, Suite 200        
         Broomfield, CO 80021        
         Tel: (720) 899-4922        
         Email: jlrodrig@ballmetalpack.com   

     (3) Philadelphia Macaroni Co.        
         760 South 11th Street        
         Philadelphia, PA  19147        
         David Breslow, Executive VP        
         Tel. (215) 923-3141        
         Email: adeciccolaw@gmail.com

     (4) Natural Dairy Products Corp.         
         316 Markus Street         
         Newark, DE 19713         
         Stephanie R. McVaugh, President         
         Tel: (302) 455-1261         
         Email: jayt@ndpc.net

     (5) United Food & Commercial Workers Int'l Union,
         Local 1776KS         
         c/o Ed Auer         
         345 Southpointe Blvd., Suite 300         
         Canonsburg, PA  15317         
         Tel: (724) 514-3228, Ext. 231         
         Fax: (724) 514-3228         
         Email: Eauer@ufcw1776.org

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 Riverbend Foods LLC

Riverbend Foods, LLC, is engaged in the business of fruit and
vegetable preserving and specialty food manufacturing.  It offers
baby food, soups, broths, gravies, sauces and cold brew coffee.

Riverbend Foods sought Chapter 11 protection (Bankr. W.D. Pa. Case
No. 19-24114) on Oct. 22, 2019.  In the petition signed by CRO
Dalton Edgecomb, the Debtor was estimated to have assets and
liabilities in the range of $10 million to $50 million.  Judge
Gregory L. Taddonio is assigned to the case.  The Debtor tapped
Frank J. Guadagnino, Esq., at McGuirewoods LLP as counsel, and
Winter Harbor, LLC as restructuring advisor.


ROADKING TRUCKING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Roadking Trucking, LLC
        P.O. Box 28423
        Anaheim, CA 92809

Business Description: Roadking Trucking, LLC is a trucking company
                      based in Anaheim, California.

Chapter 11 Petition Date: November 3, 2019

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

Case No.: 19-14307

Judge: Hon. Theodor Albert

Debtor's Counsel: Christopher J. Langley, Esq.
                  LAW OFFICES OF LANGLEY & CHANG
                  4158 14th St.
                  Riverside, CA 92501
                  Tel: 951-383-3388
                  Fax: 877-483-4434
                  E-mail: chris@langleylegal.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael Noles, managing member.

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

             http://bankrupt.com/misc/cacb19-14307.pdf


SKYTEC INC: Unsecureds to be Paid At Least 20% in 3 Years
---------------------------------------------------------
Skytec, Inc., filed with the U.S. Bankruptcy Court for the District
of Puerto Rico a Second Amended Plan of Reorganization and
Disclosure Statement.

The holders of allowed general unsecured claims will be paid, in
full satisfaction of their claims, a pro rata dividend in the total
amount of $870,966.42 to be paid as follows:
(i) $200,000 on the Effective Date to be paid from the capital
contribution of the shareholders and; (ii) $670,966.42 in 36
monthly payments commencing on the Effective Date.

The $870,966.42 constitutes a 20% dividend of the claims expected
to be allowed.  Said dividend could be increased by the Plan
Administrator depending on the avoidance actions that could be
filed and Debtor's actual cash receipts during the subject period
of time.

The Equity Holders will not receive any distribution under the
Plan, but will retain his shares in Debtor, unaltered.

Debtor's proposed dividend to the general unsecured claims will be
funded from Debtor's normal operations, cash available in Debtor's
DIP accounts, and the capital contributions. Payments to the
holders of allowed administrative expense claims and Priority Tax
Claims, if any, will be paid from the cash accumulated in Debtor's
DIP Accounts.

A full-text copy of the second amended plan dated Oct. 17, 2019, is
available at https://tinyurl.com/y3vbt2zn from PacerMonitor.com at
no charge.

                       About Skytec Inc.

Skytec, Inc., is a privately-held company based in Puerto Rico that
provides wireless telecommunication solutions.  Skytec sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R.
Case No. 18-05288) on Sept. 12, 2018.  In the petition signed by
Henry L. Barreda, president, the Debtor disclosed $2,119,734 in
assets and $5,848,090 in liabilities. Judge Enrique S. Lamoutte
Inclan oversees the case.  The Debtor tapped Fuentes Law Offices,
LLC as its legal counsel.


SOTHEBY'S: Moody's Lowers Sr. Unsec. Bonds Due 2025 to B3
---------------------------------------------------------
Moody's Investors Service downgraded Sotheby's (Old) untendered
senior unsecured bonds due 2025 to B3 from Ba3. On September 10,
2019, Sotheby's made an offer to purchase the $400 million 4.875%
senior unsecured notes due 2025 pursuant to the terms of the
indenture in connection with the going private transaction that was
announce in June 2019. Approximately $58 million of these bonds
were not tendered and remain outstanding. The company reduced the
amount of the Term Loan B by a like amount, so the net impact on
debt is zero. The rating on these notes (two notches below the B1
senior secured ratings) reflects their junior position to
approximately $1.1 billion of senior secured notes and bank term
loans as well as its $400 million senior secured revolver, pursuant
to Moody's Loss Given Default Methodology. Sotheby's CFR,
Probability of Default Rating, and senior secured remain unchanged
at B1, B1-PD, B1, respectively. The outlook was changed to Stable
from Rating Under Review.

This completes Moody's review for downgrade that commenced on June
18, 2019.

Downgrades:

Issuer: Sotheby's (Old)

Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD6)
from Ba3 (LGD5)

Outlook Actions:

Issuer: Sotheby's (Old)

Outlook, Changed To Stable From Rating Under Review

RATINGS RATIONALE

Sotheby's credit profile is supported by the company's strong
qualitative factors which include its position as one of just two
major branded global auction houses, its well-known expertise in a
highly specialized industry characterized by high barriers to
entry, and strategic emphasis on increasing digitalization, and
expanding into new non-art product categories that will draw and
appeal to a larger geographic and demographic audience. The rating
is supported by management's stated intention to reducing high
pro-forma leverage by applying all free cash flow to reduce debt.
Additionally, Sotheby's benefits from good liquidity given its
ability to generate free cash flow of approximately $125 million
and access to a committed revolving credit facility.

The company's credit profile is constrained by the high cyclicality
of the art auction market which can result in dramatic swings in
operating performance and credit metrics, that Sotheby's most
recently experienced beginning in the fourth quarter of 2015
through year end 2016. During this time, Sotheby's total auction
sales and EBITDA dropped by approximately 29% and resulted in a
material deterioration in credit metrics. The art market rebound
began in 2017 and is continuing, however, Moody's expects some
softness in demand to appear over the next 12 -- 18 months given
geopolitical issues, including Brexit, trade wars, and softening
global economic growth. Sotheby's has agreed to provide a $150
million letter of credit to support the guarantee given by the
Parent Guarantor (BidFair Holdco) to SFS's obligations under
securitization vehicles. This reduces availability under the $400
million revolver and is factored into its liquidity assessment.

Proforma Moody's adjusted debt/EBITDA of around 5.0x assuming 100%
of projected synergies are achieved is high particularly in light
of industry cyclicality that is difficult predict. This risk is
offset to some degree by an expected improvement in margin due to
elimination of stock compensation expense, cost efficiencies and
the transfer of corporate overhead to the non-recourse subsidiary
that will operate the financial service business. Furthermore,
Sotheby's free cash flow will approximate $125 million and the
company has indicated it apply free cash flow to debt reduction in
excess of mandatory 1% amortization and required excess cash flow
repayments. The company has indicated it intends to maintain
leverage in the 4.0-4.5x range, which roughly equates to 4.3 --
4.8x on a Moody's adjusted basis.

The sponsor, Patrick Drahi, is a private individual with ownership
in several public cable companies, and so Moody's does not believe
Sotheby's is subject to the same risks associated with typical
private equity ownership. This is a long-term investment made with
excess cash from the sponsor's other holdings, and so governance
risk is low.

The stable outlook reflects Moody's view that the company can
manage some potential softness in demand for art caused by economic
uncertainty. The ratings could be upgraded if the company
establishes a track record of adhering to its financial policy,
maintains very good liquidity and sustains debt/EBITDA below 4.5x
(Moody's adjusted basis). Ratings could be downgraded if
debt/EBITDA is sustained above 5.75x or if Sotheby's liquidity
weakens and is insufficient to support the company through cyclical
downturns in the auction market or should the auction market face a
protracted structural downturn.

Sotheby's, headquartered in New York NY, is one of the two largest
auction houses in the world. Total pro-forma revenues are about
$990 million

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


SOUTHCROSS ENERGY: UST to Raise Releases at Confirmation Hearing
----------------------------------------------------------------
Andrew R. Vara, the Acting United States Trustee for Region 3, in
an objection to SOUTHCROSS ENERGY PARTNERS, L.P., et al.'s
Disclosure Statement, said that it objects to deeming those holders
of claims in Classes 5 through 8 who do not object to the Plan as
consenting to grant third party releases. However, that issue,
along with others related to, inter alia, the release and discharge
provisions, is a confirmation issue that can be addressed at the
confirmation hearing. The U.S. Trustee reserves the right to raise
all confirmation issues, including exculpation, by the confirmation
objection deadline.

               About Southcross Energy Partners

Southcross Energy Partners, L.P. --
http://www.southcrossenergy.com/-- is a publicly traded company
that provides midstream services to natural gas producers and
customers, including natural gas gathering, processing, treatment
and compression, and access to natural gas liquid (NGL)
fractionation and transportation services.  It also purchases and
sells natural gas and NGLs.  Its assets are located in South Texas,
Mississippi and Alabama, and include two cryogenic gas processing
plants, a fractionation facility and approximately 3,100 miles of
pipeline.  The South Texas assets are located in or near the Eagle
Ford shale region.  Southcross Energy is headquartered in Dallas,
Texas.

Southcross Energy Partners and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 19-10702) on April 1, 2019.  The Debtors disclosed total assets
of $610.4 million and total liabilities of $614.3 million as of
April 1, 2019.

The cases are assigned to Judge Mary F. Walrath.

The Debtors tapped Davis Polk & Wardwell LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Alvarez &
Marsal as financial advisor; Evercore Group LLC as investment
banker; and Kurtzman Carson Consultants LLC as notice and claims
agent and administrative advisor.


SOUTHCROSS ENERGY: Wants to Move Exclusivity Period to Jan. 27
--------------------------------------------------------------
Southcross Energy Partners, L.P., and its debtor-affiliates request
the U.S. Bankruptcy Court for the District of Delaware to further
extend the exclusive period within which to file a Chapter 11 Plan
by 91 days through Jan. 27 and the exclusive period within which to
solicit acceptances of a plan by 90 days through March 26, 2020.

The Debtors have already filed an original and amended Plan and
Disclosure Statement. Following the conclusion of the Marketing
Process, the Debtors now endeavor to pursue the original Plan's
toggle to a reorganization of their businesses.

The Debtors need to extend the Exclusive Periods to accommodate the
timeline necessitated by the Marketing Process and the Settlement
with the Southcross Holdings Entities, thereby allowing the Debtors
to maximize distributable value for the benefit of their estates
and stakeholders pursuant to a chapter 11 plan of reorganization.

               About Southcross Energy Partners

Southcross Energy Partners, L.P. --
http://www.southcrossenergy.com/-- is a publicly traded company
that provides midstream services to natural gas producers and
customers, including natural gas gathering, processing, treatment
and compression, and access to natural gas liquid (NGL)
fractionation and transportation services.  It also purchases and
sells natural gas and NGLs.  Its assets are located in South Texas,
Mississippi and Alabama, and include two cryogenic gas processing
plants, a fractionation facility and approximately 3,100 miles of
pipeline.  The South Texas assets are located in or near the Eagle
Ford shale region.  Southcross Energy is headquartered in Dallas,
Texas.

Southcross Energy Partners and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 19-10702) on April 1, 2019.  The Debtors disclosed total assets
of $610.4 million and total liabilities of $614.3 million as of
April 1, 2019.

The cases are assigned to Judge Mary F. Walrath.

The Debtors tapped Davis Polk & Wardwell LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Alvarez &
Marsal as financial advisor; Evercore Group LLC as investment
banker; and Kurtzman Carson Consultants LLC as notice and claims
agent and administrative advisor.



SOUTHFRESH AQUACULTURE: AFC-Backed Plan to Gives 100% to Unsecureds
-------------------------------------------------------------------
Southfresh Aquaculture, LLC, filed with the U.S. Bankruptcy Court
for the Northern District of Alabama, Western Division, a plan of
reorganization that's backed by Alabama Farmers Cooperative, Inc.,
an agricultural cooperative association incorporated under the laws
of the State of Alabama, the sole member and equity interest holder
of the Debtor.

In the Plan, the proposed payments to Claimants are greater than if
the Debtor were to liquidate.  Claimants holding priority claims
will receive payment in full following confirmation of the Plan on
or about the Effective Date.  Claimants holding general unsecured
claims will also be paid in full on the Effective Date.  Redemption
price claimants will be paid in full on the Effective Date.  The
Double Wheel Parties and the Forkland Parties will receive payment
in full of their respective Double Wheel Parties' Rejection Damages
Claims and Forkland Parties' Rejection Damages Claims on the
Effective Date in accordance with the  Settlement Stipulations and
the Plan.  The Plan also provides for 100% ownership of the equity
Interests in the Reorganized Debtor to be distributed to and held
by AFC, the current holder of 100% of the Debtor's equity
Interests.

AFC, the Plan Sponsor, will make a cash contribution to fund
Distributions to holders of Allowed Class 4, 5, and 6 Claims, and
fund the Processing Rights Redemption Price Pool, the proceeds of
which will be used solely for the payment in full in Cash on the
Effective Date of the Allowed Class 4, 5, and 6 Claims based on
each Claimant's Processing Rights Redemption Price.

The Reorganized Debtor and AFC will enter into the Exit Financing
Facility Loan Documents, pursuant to which AFC will agree, subject
to the terms and conditions of such loan documents, to make the
Exit Financing Facility available to the Reorganized Debtor in
accordance with the Exit Financing Facility Loan Documents. The
then-outstanding balance of the DIP Financing will be refinanced by
the Exit Financing Facility.

To facilitate the payment in full in Cash of all Allowed Class 3,
4, 5, and 6 Claims, AFC has agreed to subordinate its Allowed Class
7 Claim to all Allowed Class 3, 4, 5, and 6 Claims. AFC's agreement
to so subordinate its Allowed Class 7 Claim is expressly subject to
Confirmation of the Plan, and AFC has not agreed to subordinate its
Allowed Class 7 Claim to any Claims under any other terms.

AFC will execute and deliver the Feed Mill Sublease to the
Reorganized Debtor, and the ASPA will execute and deliver its
written consent to the Feed Mill Sublease.  AFC's agreement to
execute and deliver the Feed Mill Sublease is expressly subject to
Confirmation of the Plan, and AFC has not agreed to execute and
deliver the Feed Mill Sublease to the Debtor or the Reorganized
Debtor.

In a Chapter 7 liquidation, the maximum recovery to general
Unsecured Claimants would be at most 15% of the full amount of
asserted, General Unsecured Claims, based on a pro rata
distribution.  Additionally, in a chapter 7 liquidation, there
would be no recovery for any Class 8 or Class 9 Interest holders.

A full-text copy of the Disclosure Statement dated Oct. 17, 2019,
is available at https://tinyurl.com/yy9f2emm from PacerMonitor.com
at no charge.

The Debtor is represented by:

         MAYNARD, COOPER & GALE, P.C.
         J. Leland Murphree
         Jayna P. Lamar
         Ryan D. Thompson
         Wes Bulgarella
         1901 Sixth Avenue North
         2400 Regions/Harbert Plaza
         Birmingham, AL 35203
         Tel: (205) 254-1000
         E-mail: lmurphree@maynardcooper.com
                 jlamar@maynardcooper.com
                 rthompson@maynardcooper.com
                 wbulgarella@maynardcooper.com

                - and -

         MAYNARD, COOPER & GALE, P.C.
         Evan N. Parrott
         11 North Water Street
         RSA Battle House Tower
         Suite 24290
         Mobile, AL 36602
         Tel: (251) 432-0001
         E-mail: eparrott@maynardcooper.com

                   About SouthFresh Aquaculture

A subsidiary of Alabama Farmers Cooperative, SouthFresh Aquaculture
LLC -- http://www.southfresh.com/-- is a catfish-centered business
committed to sustainable aquaculture practices. Founded in 1987,
the company's primary business is domestic catfish processing.  It
processes millions of pounds of catfish per year for food service
and retail industries.  

SouthFresh Aquaculture sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ala. Case No. 19-70152) on Jan. 28,
2019.  At the time of the filing, the Debtor was estimated to have
assets of between $10 million and $50 million and liabilities of
between $10 million and $50 million.  The case is assigned to Judge
Jennifer H. Henderson.  The Debtor tapped Maynard, Cooper & Gale,
P.C., as its legal counsel.


SOUTHFRESH AQUACULTURE: Nov. 15 Disclosure Statement Hearing Set
----------------------------------------------------------------
On Oct. 17, 2019, SouthFresh Aquaculture, LLC, filed a chapter 11
plan of reorganization, a supplement to the Plan, and a disclosure
statement for the Plan.  

The hearing to consider approval of the Disclosure Statement, and
any objections or modifications, shall be held on Nov. 15, 2019, at
10:00 a.m. in Room 2600, United States Federal Courthouse, 2005
University Boulevard, Tuscaloosa, Alabama.

Nov. 14, 2019, is fixed as the deadline for filing and serving
written objections to the Disclosure Statement.

                   About SouthFresh Aquaculture

A subsidiary of Alabama Farmers Cooperative, SouthFresh Aquaculture
LLC -- http://www.southfresh.com/-- is a catfish-centered business
committed to sustainable aquaculture practices.  Founded in 1987,
the company's primary business is domestic catfish processing. It
processes millions of pounds of catfish per year for food service
and retail industries.  

SouthFresh Aquaculture sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ala. Case No. 19-70152) on Jan. 28,
2019.  At the time of the filing, the Debtor was estimated to have
assets of between $10 million and $50 million and liabilities of
between $10 million and $50 million.  The case is assigned to Judge
Jennifer H. Henderson.  The Debtor tapped Maynard, Cooper & Gale,
P.C., as its legal counsel.


SPORTCO HOLDINGS: Creditors' Committee Defends Release of Prospect
-------------------------------------------------------------------
John P. Madden, designee of the Official Committee of Unsecured
Creditors of SportCo Holdings, Inc. and each of its affiliates,
filed a declaration in support of the confirmation of the Debtors'
third amended combined disclosure statement and joint chapter 11
plan of liquidation.

Mr. Madden, a managing partner and the founder of Emerald Capital
Advisors Corp., financial advisor to the Committee, recounts that
the Committee has conducted and is still in the  process of
conducting an investigation into potential claims and causes of
action that the Debtors' estates may hold as a result of the
prepetition conduct of (i) the Debtors and  their directors and
officers, (ii) the Prepetition Term Loan Lenders and (iii)
Wellspring.  This investigation began shortly after the Committee
engaged its professionals and included, among other things, an
assessment of possible claims against Prospect Capital Corporation
and against Wellspring.

The Committee discovered that there was a potential claim that
Prospect did not perfect its lien on a warehouse property in
Bellefontaine, Ohio.  The initial bid for the Bellefontaine
facility was $7.4 million.  The Bellefontaine facility ultimately
sold for approximately $8.2 million.

As the Holders of General Unsecured Claims constitute only 15% of
the unsecured claims pool, even assuming that Prospect's lien was
not perfected, at best the Holders of General Unsecured Claims
would be entitled to only 15% of the proceeds of the $8.2 million
sale. Prospect has a perfected lien on the furniture, fixtures, and
equipment, which constitute the vast majority of the value of the
Bellefontaine facility.  Thus, even assuming Prospect's lien was
not perfected, Prospect would still receive the majority of the
funds from a sale, while the Holders of General Unsecured Claims
would receive only a small percentage of the amount.

Any recovery by General Unsecured Creditors would be further
reduced by the material costs incurred to pursue the lien
challenge.  Beyond the actual costs related to the litigation,
Prospect would not have agreed to continue funding these Chapter 11
Cases through its cash collateral if the Committee pursued the lien
challenge or any additional affirmative money damage claims against
Prospect.

The Committee determined the total pool of general unsecured claims
to amount to approximately $40,000,000.  The Prepetition Term Loan
Lenders' deficiency claim amounts to approximately $220,000,000.
Including the deficiency claims, the total pool of unsecured claims
amounts to $260,000,000.  As a result, under a Chapter 7
liquidation, a pro-rata apportionment of any recoveries under the
Type A and Type B Causes of Action would have yielded approximately
85% for the Term Loan Lenders and 15% for Holders of General
unsecured Claims.

Mr. Madden avers that given that Prospect has provided a total of
$1.4 million to the  Committee, plus has agreed to fund an addition
$500,000 to the Liquidation Trust, the  decision by the Committee
to forgo the lien challenge and to consent to release Prospect
under the DIP order was an appropriate exercise of the Committee's
business judgement and provided for the best opportunity to
maximize value for unsecured creditors under the particular
circumstances of these Chapter 11 Cases.

A full-text copy of the declaration dated October 17, 2019, is
available at https://tinyurl.com/yxqng33e from PacerMonitor.com at
no charge.

                        About SportCo Holdings

United Sporting Companies, Inc., was founded in 1933 under the name
Ellett Brothers, Inc. before merging with Jerry's Sports, Inc., in
2009 and formally changing its name to United Sporting Companies,
Inc. on July 16, 2010. Headquartered in Chapin, S.C., the companies
are marketers and distributors of a broad line of products and
accessories for hunting and shooting sports, marine, camping,
archery, and other outdoor activities.

The companies' product line of over 55,000 SKUs includes firearms,
reloading, marine electronics, trolling motors, optics, cutlery,
archery equipment, ammunition, leather goods, camping equipment,
sportsman gifts, and a variety of other outdoor sporting goods
products. The companies carry the major brands in the outdoor
sports industry, including Remington, Ruger, Browning, Winchester,
Smith & Wesson, Glock, Bushnell, Sig Sauer, Springfield Armory,
Hornaday, Henry, Magpul, Armscor, MotorGuide, Minn Kota, Lowrance,
Federal, CCI, Taurus, and Leupold. The companies employ 321 people.
SportCo, a Delaware corporation, is a holding company with no
business operations.

SportCo Holdings, Inc. and its affiliates, including United
Sporting Companies, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11299) on June 10,
2019. At the time of the filing, SportCo listed less than $50,000
and liabilities between $100 million and $500 million.

The cases are assigned to Judge Laurie Selber Silverstein.

The Debtors tapped McDermott Will & Emery LLP as their bankruptcy
counsel; Polsinelli PC as local Delaware counsel; Winter Harbor LLC
as restructuring advisor; BMC Group, Inc. as notice and claims
agent; and Wilson Kibler, Inc., as real estate broker.

Andrew Vara, acting U.S. trustee for Region 3, on June 17, 2019,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. The Committee retained
Lowenstein Sandler LLP, as counsel, and Morris James LLP, as
co-counsel.


SPORTCO HOLDINGS: CRO Says Plan Fair & Equitable
------------------------------------------------
Dalton Edgecomb, the chief restructuring officer of debtors SportCo
Holdings, Inc. and each of its affiliates, filed a declaration in
support of the confirmation of the Third Amended Combined
Disclosure Statement and Joint Chapter 11 Plan of Liquidation of
the Debtors.

The Combined Plan and Disclosure Statement is a liquidating plan
and provides for the creation of a Liquidation Trust, the selection
of a Liquidation Trustee, and appointment of an Oversight Board for
the benefit of the Debtors' creditors, to which certain assets of
the Debtors will be transferred.

All payments made or promised by the Debtors for services rendered
in connection with these Chapter 11 Cases will be subject to review
by the Court and other parties in interest.  The Debtors' estates
will be able to pay all allowed administrative expenses.

The Liquidation Analysis compared potential creditor recoveries
under the Combined Plan and Disclosure Statement with recovers
under a hypothetical liquidation of the Debtors under chapter 7 of
the Bankruptcy Code, based on asset values and liabilities.  The
Liquidation Analysis demonstrates that the Holder of a Claim or
Interest in an impaired class will receive as much if not more
under the Combined Plan and Disclosure Statement than under a
liquidation pursuant to chapter 7 of the Bankruptcy Code.

The Combined Plan and Disclosure Statement is fair and equitable.
The treatment of Classes 5 and 6 is appropriate as there are no
similarly situated class of Claims or Interests.  The Holders of
Class 5 (Wellspring Subordinated Claims) are the only claim holders
in this case whose relationship with another claim holder is
governed by a subordination agreement.

Holders of Claims in Class 4 are either general unsecured creditors
or hold general unsecured claims based on general unsecured
deficiency claims under the applicable Prepetition Term Loan
documents.  Holders of Claims in Class 4 will share in
disbursements from the Liquidation Trust.  The Combined Plan and
Disclosure Statement satisfies the absolute priority rule as no
junior Holder of a Claim or Interest will receive any
distribution.

A full-text copy of the declaration dated Oct. 17, 2019, is
available at https://tinyurl.com/y5dbo68z from PacerMonitor.com at
no charge.

                     About SportCo Holdings

United Sporting Companies, Inc., was founded in 1933 under the name
Ellett Brothers, Inc. before merging with Jerry's Sports, Inc., in
2009 and formally changing its name to United Sporting Companies,
Inc. on July 16, 2010. Headquartered in Chapin, S.C., the companies
are marketers and distributors of a broad line of products and
accessories for hunting and shooting sports, marine, camping,
archery, and other outdoor activities.

The companies' product line of over 55,000 SKUs includes firearms,
reloading, marine electronics, trolling motors, optics, cutlery,
archery equipment, ammunition, leather goods, camping equipment,
sportsman gifts, and a variety of other outdoor sporting goods
products. The companies carry the major brands in the outdoor
sports industry, including Remington, Ruger, Browning, Winchester,
Smith & Wesson, Glock, Bushnell, Sig Sauer, Springfield Armory,
Hornaday, Henry, Magpul, Armscor, MotorGuide, Minn Kota, Lowrance,
Federal, CCI, Taurus, and Leupold. The companies employ 321 people.
SportCo, a Delaware corporation, is a holding company with no
business operations.

SportCo Holdings, Inc. and its affiliates, including United
Sporting Companies, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11299) on June 10,
2019. At the time of the filing, SportCo listed less than $50,000
and liabilities between $100 million and $500 million.

The cases are assigned to Judge Laurie Selber Silverstein.

The Debtors tapped McDermott Will & Emery LLP as their bankruptcy
counsel; Polsinelli PC as local Delaware counsel; Winter Harbor LLC
as restructuring advisor; BMC Group, Inc. as notice and claims
agent; and Wilson Kibler, Inc., as real estate broker.

Andrew Vara, acting U.S. trustee for Region 3, on June 17, 2019,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. The Committee retained
Lowenstein Sandler LLP, as counsel, and Morris James LLP, as
co-counsel.


SPORTCO HOLDINGS: Prospect Parties Dispute Wellspring's Objection
-----------------------------------------------------------------
Prospect Capital Corporation, a second-lien lender to debtors
SportCo Holdings, Inc. and each of its affiliates and agent for the
Prepetition Term Loan Lenders, filed a statement in support of
confirmation of the Debtors' third amended combined disclosure
statement and joint chapter 11 plan of liquidation.

In support of confirmation of the Plan and in response to
Wellspring's Plan confirmation objection and the objection filed by
the Office of the United States Trust, Prospect states as follows:

   * Prospect and other parties strongly dispute Wellspring's
assertion that they hold any Class 4 claims.  Prospect refers the
Court to the Prospect Opposition which highlights some of the flaws
in Wellspring's baseless claim-filing campaign.  Prospect submits
that few of Wellspring's filed proofs of claim demonstrate any
basis to be included in Class 4.  Thus, Wellspring has failed to
even establish that they have standing to object to the treatment
of other creditors' claims.

   * Wellspring is simply wrong on the law.  Section 1123(a)(4) of
the Bankruptcy Code states that a plan will provide the same
treatment for each claim or interest of a particular class, unless
the holder of a particular claim or interest agrees to a less
favorable treatment for such particular claim or interest.

   * Wellspring ignores the role the Committee plays in these
chapter 11 cases as the fiduciary for general unsecured creditors,
who are the fulcrum security in these cases. The Committee, with
the assistance of its sophisticated counsel and after a thorough
investigation, determined there were no claims against the
Prepetition Term Loan Lenders. Not only did the Committee not bring
a challenge, the Committee opposed Wellspring’s ill-conceived
attempt to extend the challenge period.

   * Prospect submits that Wellspring's attempt to drive a wedge
between them and other holders of Class 4 claims is a red herring.
Wellspring is the party that likely has the most to lose if the
Plan, as proposed and accepted by creditors, is confirmed.
Recoveries from that litigation will drive value to all holders of
allowed Class 4 claims. For the benefit of all Class 4 claimants,
the Plan as proposed and accepted should be confirmed by this
Court.

A full-text copy of Prospect's filing dated Oct. 17, 2019, is
available at https://tinyurl.com/y3tp2lx5 from PacerMonitor.com at
no charge.

Prospect is represented by:

         BLANK ROME LLP
         Regina Stango Kelbon
         John Lucian
         Victoria Guilfoyle
         1201 N. Market Street, Suite 800
         Wilmington, Delaware 19801
         Tel: 302 425-6400
         Fax: 302 425-6464
         E-mail: kelbon@blankrome.com
                 lucian@blankrome.com
                 guilfoyle@blankrome.com

               - and -

         OLSHAN FROME WOLOSKY LLP
         Adam H. Friedman
         Jonathan T. Koevary
         1325 Avenue of the Americas
         New York, New York 10019
         Tel: 212 451-2300
         Fax: 212 451-2222
         E-mail: afriedman@olshanlaw.com
                 jkoevary@olshanlaw.com

                     About SportCo Holdings

United Sporting Companies, Inc., was founded in 1933 under the name
Ellett Brothers, Inc. before merging with Jerry's Sports, Inc., in
2009 and formally changing its name to United Sporting Companies,
Inc. on July 16, 2010. Headquartered in Chapin, S.C., the companies
are marketers and distributors of a broad line of products and
accessories for hunting and shooting sports, marine, camping,
archery, and other outdoor activities.

The companies' product line of over 55,000 SKUs includes firearms,
reloading, marine electronics, trolling motors, optics, cutlery,
archery equipment, ammunition, leather goods, camping equipment,
sportsman gifts, and a variety of other outdoor sporting goods
products. The companies carry the major brands in the outdoor
sports industry, including Remington, Ruger, Browning, Winchester,
Smith & Wesson, Glock, Bushnell, Sig Sauer, Springfield Armory,
Hornaday, Henry, Magpul, Armscor, MotorGuide, Minn Kota, Lowrance,
Federal, CCI, Taurus, and Leupold. The companies employ 321 people.
SportCo, a Delaware corporation, is a holding company with no
business operations.

SportCo Holdings, Inc. and its affiliates, including United
Sporting Companies, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11299) on June 10,
2019. At the time of the filing, SportCo listed less than $50,000
and liabilities between $100 million and $500 million.

The cases are assigned to Judge Laurie Selber Silverstein.

The Debtors tapped McDermott Will & Emery LLP as their bankruptcy
counsel; Polsinelli PC as local Delaware counsel; Winter Harbor LLC
as restructuring advisor; BMC Group, Inc. as notice and claims
agent; and Wilson Kibler, Inc., as real estate broker.

Andrew Vara, acting U.S. trustee for Region 3, on June 17, 2019,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. The Committee retained
Lowenstein Sandler LLP, as counsel, and Morris James LLP, as
co-counsel.


SUNSET BAY LANDSCAPING: Hires Buddy D. Ford as Bankr. Counsel
-------------------------------------------------------------
Sunset Bay Landscaping asks the U.S. Bankruptcy Court for the
Middle District of Florida for permission to employ the law firm of
Buddy D. Ford, P.A. to represent the Debtor in this bankruptcy
case.

The professional services that Buddy D. Ford, P.A. will render
include:

     a)  analyzing the financial situation, and advising and
assisting the Debtor in determining whether to file a petition
under Title 11, U.S. Code;

     b)  advising the Debtor with regard to the powers and duties
of the debtor and as Debtor-in-Possession in the continued
operation of the business and management of the property of the
estate;

     c)  preparing and filing the petition, schedules of assets and
liabilities, statement of affairs, and other documents required by
the Court;

     d)  representing the Debtor at the Section 341 Creditors'
meeting;

     e)  giving the Debtor legal advice with respect to its powers
and duties as Debtor and as Debtor-in-possession in the continued
operation of its business and management of its property, if
appropriate;

     f)  advising the Debtor with respect to its irregularities in
complying with the United States Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;

     g)  preparing, on behalf of the Debtor, necessary motions,
pleadings, applications, answers, orders, complaints, and other
legal papers and appear at hearings thereon;

     h)  protecting the interest of the Debtor in all matters
pending before the Court;

     i)  representing the Debtor in negotiation with its creditors
in the preparation of the Chapter 11 Plan; and

     j)  performing all other legal services for the Debtor as
Debtor-in-Possession as may be necessary.

Professionals at Buddy D. Ford, P.A. will be paid at these hourly
rates:

     Buddy D. Ford   $425.00
     Senior Associate Attorneys         $375.00
     Junior Associate Attorneys  $300.00
     Senior Paralegal Services         $150.00
     Junior Paralegal Services          $100.00

These are subject to periodic adjustment to reflect economic and
other considerations.  The law firm will also be reimbursed for
actual and necessary expenses.

Prior to the commencement of this case, Sean W. Poole on behalf of
the Debtor paid in advance a $17,000 fee:

      $2,000 as pre-filing fee retainer;
     $13,000 as post-filing fee retainer;
        $283 as post-filing cost retainer; and
      $1,717 as filing fee.

Buddy D. Ford, P.A. will apply the advance fee to its periodic
billings subject to interim and final applications for compensation
and approval by the Court.

Buddy D. Ford, P.A. attests that the firm represents no interest
adverse to the Debtor as Debtor-in-Possession or the estate in the
matters upon which it is to be engaged, and its employment would be
in the best interests of this estate.

The firm may be reached at:

     Buddy D. Ford, Esq.
     Jonathan A. Semach, Esq.
     Heather M. Reel, Esq.
     Buddy D. Ford, P.A.
     9301 West Hillsborough Avenue
     Tampa, FL 33615-3008
     Tel: (813) 877-4669
     Fax: (813) 877-5543
     Email: All@tampaesq.com
            Buddy@tampaesq.com
            Jonathan@tampaesq.com
            Heather@tampaesq.com

Sunset Bay Landscaping, Inc., filed for Chapter 11 bankruptcy
(Bankr. M.D. Fla. Case No. 19-10019) on October 22, 2019, listing
under $1 million in both assets and liabilities.  A copy of the
petition is available at http://bankrupt.com/misc/flmb19-10019.pdf
Buddy D. Ford, P.A. serves as counsel to the Debtor.


TACALA LLC: S&P Affirms 'B-' ICR on Dividend Recapitalization
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on Tacala
LLC, which is planning to issue incremental first- and second-lien
debt to fund a special dividend to shareholders.  The outlook is
stable.

At the same time, S&P affirmed its 'B-' issue-level rating on
Tacala's first-lien credit facility and 'CCC' rating on the
company's second-lien term loan. The '3' and '6' recovery ratings,
respectively, are unchanged.

The rating affirmation reflects Tacala's increased leverage pro
forma for the proposed transaction and S&P's expectation for
continued modest EBITDA improvement.

Tacala intends to issue an incremental $75 million of first-lien
and $20 million of second-lien debt, which will increase adjusted
leverage to the low-7x area, from about 5.7x as of the end of the
third quarter. This is generally consistent with S&P's view of the
company's aggressive financial policy. S&P expects somewhat
weakened cash flow with the higher interest cost due to additional
debt, which includes the rating agency's assumption of a 75 basis
point (bps) margin increase on both term loans. However, S&P
expects modest improvement in credit metrics over the next 12
months as Tacala develops new units, integrates recently acquired
restaurants, and benefits from continued positive operating
momentum at the Taco Bell brand.

The stable outlook reflects S&P's expectation for relatively stable
credit metrics over the next 12 months, with adjusted debt to
EBITDA declining to the high-6x area in 2020. The rating agency
expects modest EBITDA base expansion through low-single-digit
percentage same-store sales growth and net unit growth. It also
expects continued positive FOCF generation.

"We could lower the rating if Tacala's capital structure becomes
unsustainable in our view as a result of significantly deteriorated
operating performance and pressured ability to service debt
obligations. This could occur if same-store sales decline while
adjusted EBITDA margin contracts 250 bps because of elevated
commodity prices or labor costs (compared with our base case of
23.8% in 2020), leading to negative FOCF," S&P said.

"We could raise the rating if Tacala broadens its operating scale
and meaningfully increases profitability through continued
successful new store development while improving adjusted leverage
to below 6x on a sustained basis. Under this scenario, we would
also need to believe the company has adopted a less aggressive
financial policy and that leveraged transactions are unlikely," S&P
said.


TCMA TRUCKING: Unsecured to Get 12% in 5 Years Under Plan
---------------------------------------------------------
TCMA Trucking, Inc., filed a Plan of Reorganization that says
unsecured creditors will recover 12 percent over time.

Prior to Hurricane Harvey, the Debtor’s business was operating
and paying its debts without any problems. The Debtor suffered a
severe financial slowdown from Hurricane Harvey and lost multiple
contracts from its customers it couldn’t fulfill due to Harvey
flooding which set in motion the events leading to the filing of
its Petition. The Debtor attempted to catch up by entering into
short term high interest financing in order to continue
operations.

The Plan proposes to treat claims and interests as follows:

   * CLASS 1 (CHASE BANK).  Estimated amount of claim $779,914.61
are impaired.  The Debtor surrendered the collateral to Chase
Bank.

   * CLASS 2 (CIT BANK & STEARNS BANK).  Estimated amount of claim
$234,948.35 are impaired. Sixty equal monthly payments of
$8,171.35.

   * CLASS 3 (ASCENTIUM CAPITAL).  Estimated amount of claim
$152,596.30 are impaired.  Forty-eight equal monthly cash payments
of $3,097.00.

   * CLASS 4 (PEARL CAPITAL).  Estimated amount of claim
$100,020.00 are impaired.  60 equal monthly cash payments of
$1,667.00.

   * CLASS 5 (HARRIS COUNTY AD VALOREM TAXES).  Estimated amount of
claim $194,596.03 are impaired.  60 months in equal payments of
$3,244.00.

   * CLASS 6 UNSECURED CREDITORS.  The Plan proposes to pay the
unsecured creditors per the proofs of claim timely filed with the
court 12% of $1,811,660.63 or $217,399.27 over 60 months at
$3,623.32 a month.

According to the Monthly Operating Reports, the Debtor has been
making a profit since it reopened in May of this year and profit
has increased every month since Debtor reopened. From the forecasts
above, the Debtor expects this trend to continue.

A full-text copy of the Third Amended Plan of Reorganization and
Disclosure Statement dated October 21, 2019, is available
at https://tinyurl.com/y4ne5awt from PacerMonitor.com at no
charge.

Attorney for Debtor:

     KEITH A. COTHROLL
     2000 S. Dairy Ashford Rd.
     Ste. 298
     Phone: 281-406-0209
     Fax: 832-550-2140
     kcothroll@cothlaw.com

                     About TCMA Trucking Inc.

Katy, Texas-based TCMA Trucking Inc. offers local trucking
services.  

The Debtor previously sought bankruptcy protection (Bankr. S.D.
Tex. Case No. 19-30738) on Feb. 6, 2019.

TCMA Trucking sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Case No. 19-31578) on March 24, 2019.  At
the time of the filing, the Debtor had estimated assets of between
$1 million and $10 million and liabilities of between $1 million
and $10 million.  The case has been assigned to Judge Jeffrey P.
Norman.  The Law Firm of Keith A. Cothroll is the Debtor's
bankruptcy counsel.


TIMS 12 MILE: Seeks to Hire Schafer and Weiner as Counsel
---------------------------------------------------------
Tims 12 Mile LLC seeks authority from the United States Bankruptcy
Court for the Eastern District of Michigan (Detroit) to employ
Schafer and Weiner, PLLC, as counsel, to represent and assist the
Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Tims 12 Mile LLC

Tims 12 Mile LLC is a privately held company that operate in the
food service industry.

Tims 12 Mile LLC filed its Voluntary Petition under Chapter 11 of
the Title 11 of the United States Code (Bankr. E.D. Mich. Case No.
19-55174) on October 25, 2019. The petition was signed by Nicole
Wilski, member.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


TIMS 8 MILE: Seeks to Hire Schafer and Weiner as Counsel
--------------------------------------------------------
Tims 8 Mile LLC seeks authority from the United States Bankruptcy
Court for the Eastern District of Michigan (Detroit) to employ
Schafer and Weiner, PLLC, as counsel, to represent and assist the
Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Tims 8 Mile LLC

Tims 8 Mile LLC is a privately held company that operate in the
food service industry.

Tims 8 Mile LLC filed its Voluntary Petition under Chapter 11 of
the Title 11 of the United States Code (Bankr. E.D. Mich. Case No.
19-55172) on October 25, 2019. In the petition signed by Nicole
Wilski, member, the Debtor estimates  $500,000 to $1 million in
assets and $10 million to $50 million in liabilities.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


TIMS COMPUWARE: Seeks to Hire Schafer and Weiner as Counsel
-----------------------------------------------------------
Tims Compware LLC seeks authority from the United States Bankruptcy
Court for the Eastern District of Michigan (Detroit) to employ
Schafer and Weiner, PLLC, as counsel, to represent and assist the
Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Tims Compware LLC

Tims Compware LLC is a privately held company that operate in the
food service industry.

Tims Compware LLC filed its Voluntary Petition under Chapter 11 of
the Title 11 of the United States Code (Bankr. E.D. Mich. Case No.
19-55173) on October 25, 2019. The petition was signed by Nicole
Wilski, member.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


TIMS EVERGREEN: Seeks to Hire Schafer and Weiner as Counsel
-----------------------------------------------------------
Tims Evergreen LLC seeks authority from the United States
Bankruptcy Court for the Eastern District of Michigan (Detroit) to
employ Schafer and Weiner, PLLC, as counsel, to represent and
assist the Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Tims Evergreen LLC

Tims Evergreen LLC filed its Voluntary Petition under Chapter 11 of
the Title 11 of the United States Code (Bankr. E.D. Mich. Case No.
19-55179) on October 25, 2019. The petition was signed by Nicole
Wilski, member.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


TIMS FIVE-MILE: Seeks to Hire Schafer and Weiner as Counsel
-----------------------------------------------------------
Tims Five-Mile LLC seeks authority from the United States
Bankruptcy Court for the Eastern District of Michigan (Detroit) to
employ Schafer and Weiner, PLLC, as counsel, to represent and
assist the Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Tims Five-Mile LLC

Tims Five-Mile LLC  is a privately held company that operate in the
food service industry.

Tims Five-Mile LLC filed its Voluntary Petition under Chapter 11 of
the Title 11 of the United States Code (Bankr. E.D. Mich. Case No.
19-55177) on October 25, 2019. The petition was signed by Nicole
Wilski, member.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


TIMS GREENFIELD: Seeks to Hire Schafer and Weiner as Counsel
------------------------------------------------------------
Tims Greenfield LLC seeks authority from the United States
Bankruptcy Court for the Eastern District of Michigan (Detroit) to
employ Schafer and Weiner, PLLC, as counsel, to represent and
assist the Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Tims Greenfield LLC

Tims Greenfield LLC is a privately held company that operate in the
food service industry.

filed its Voluntary Petition under Chapter 11 of the Title 11 of
the United States Code (Bankr. E.D. Mich. Case No. 19-55180) on
October 25, 2019. The petition was signed by Nicole Wilski,
member.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


TIMS MILNER: Seeks to Hire Schafer and Weiner as Counsel
--------------------------------------------------------
Tims Milner LLC seeks authority from the United States Bankruptcy
Court for the Eastern District of Michigan (Detroit) to employ
Schafer and Weiner, PLLC, as counsel, to represent and assist the
Debtor and Debtor-in-Possession in all facets of the
reorganization.

The firm's hour rates are:

     Daniel J. Weiner     $485.00
     Michael E. Baum      $485.00
     Howard Borin         $395.00
     Joseph K. Grekin     $380.00
     Leon Mayer           $305.00
     Kim Hillary          $330.00
     John Stockdale       $345.00
     Jeffery J. Sattler   $315.00
     Jason Weiner         $310.00
     Nicholas Marcus      $275.00
     Paralegal            $150.00

The Firm received $40,512 from Debtor's owner, Nicole Wilski, in
the 90 days prior to the Petition Date, which paid for pre-petition
services and the filing fees for these cases.

The Firm received a retainer agreement from the Debtor, and a
retainer of $15,000.00 in connection with this case.

Daniel J. Weiner, Esq., Partner at the firm of Schafer and Weiner,
PLLC, attests that he and his firm are disinterested pursuant to
Sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

      Daniel J. Weiner, Esq.
      SCHAFER AND WEINER, PLLC
      40950 Woodward Ave., Suite 100
      Bloomfield Hills, MI 48304
      Tel: (248) 540-3340
      Email: dweiner@schaferandweiner.com

                        About Tims Milner LLC

Tims Milner LLC is a privately held company that operate in the
food service industry.

Tims Milner LLC filed its Voluntary Petition under Chapter 11 of
the Title 11 of the United States Code (Bankr. E.D. Mich. Case No.
19-55180) on October 25, 2019. The petition was signed by Nicole
Wilski, member.

The case is assigned to Judge Marci B McIvor.

Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represent the
Debtor as counsel.


TRC COMPANIES: Moody's Affirms B2 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service affirmed TRC Companies, Inc.'s B2
Corporate Family Rating and B2-PD Probability of Default Rating
following the announcement that the company has reached a
definitive agreement to acquire Lockheed Martin's Distributed
Energy Services Business. Concurrently, Moody's affirmed the B2
rating on TRC's senior secured credit facilities consisting of a
$582 million first lien term loan (upsized from $367 million) due
June 2024 and a $80 million first lien revolving credit facility
(upsized from $60 million) set to expire in June 2022. The outlook
is stable.

TRC expects to fund the LM-DES transaction with a proposed $215
million add-on to the company's existing senior secured first lien
term loan and $17 million of cash from the balance sheet.
Concurrent with the transaction, the company is upsizing its senior
secured revolving credit facility to $80 million from $60 million.

"The affirmation of the ratings reflects our view that credit
metrics remain in line with our expectations for the rating despite
a moderate weakening of leverage stemming from the transaction,"
said Moody's lead analyst Andrew MacDonald. "Furthermore, we
believe that TRC will benefit from an increase in size and scale
brought by the combination of LM-DES which will add highly
recurring multi-year programs with large state utilities that
completement TRC's existing energy capabilities with minimal
overlap."

Affirmations:

Issuer: TRC Companies, Inc.

Corporate Family Rating, Affirmed B2

Probability of Default Rating, Affirmed B2-PD

Senior Secured First Lien Term Loan, Affirmed B2 (LGD3)

Senior Secured Revolving Credit Facility, Affirmed B2 (LGD3)

Outlook Actions:

Issuer: TRC Companies, Inc.

Outlook, Remains Stable

RATINGS RATIONALE

TRC's B2 CFR reflects the company's small scale in the context of a
highly fragmented industry and an acquisition growth strategy that
relies heavily on debt. The company also has modest exposure to the
cyclically pressured oil & gas industry, which has experienced
backlog declines attributed to reduced maintenance spending and
project delays. Uncertainties inherent to contract cost estimating,
meeting requisite performance standards, and the involvement of
subcontractors impose additional risks related to ultimate
profitability levels. The company's rating is supported, however,
by a diverse set of end markets (environmental, power,
infrastructure and oil & gas) with minimal customer concentration.
The addition of LM-DES will further improve the company's customer
diversity and will offer cross selling opportunities. The rating is
also supported by revenue and earnings visibility provided by the
company's backlog and high customer retention rates. Moody's
believes that the acquisition will not require significant
investment to fully carve out and integrate as the target consists
mainly of personnel and LM-DES leased facilities. Moody's expects
TRC will continue to make strategic acquisitions that could delay
deleveraging. Pro forma for the acquisition, Moody's adjusted
debt-to-EBITDA and EBITA-to-interest for the twelve months ended 30
June 2019 were 5.6x and 2.5x, respectively. Moody's expects
debt-to-EBITDA leverage will improve to below 5x during the next 12
to 18 months as revenues grow in the mid-single digits percent
range and debt is repaid primarily from $5.9 million in annual
mandatory debt amortization. Good liquidity also underpins Moody's
assessment of credit risk and the assigned ratings.

The stable outlook reflects Moody's expectation of at least low
single-digit organic revenue growth and EBITDA margins maintained
at 14% to 15%. Absent material debt-funded acquisitions,
debt-to-EBITDA leverage should very gradually improve to below 5.0
times as earnings grow and debt is reduced using free cash flow and
existing cash balances.

The ratings could be downgraded if revenue declines or
Moody's-adjusted Debt-to-EBITDA rises and is sustained above 6x. A
deterioration in liquidity, debt-funded acquisitions or special
dividends, or free cash flow-to-debt sustained below 2% could also
lead to a downgrade.

Ratings could be upgraded if earnings growth or debt reduction lead
to Moody's-adjusted debt-to EBITDA sustained below 4x and sustained
free cash flow-to-debt above 8%. TRC's financial strategies would
also need to support metrics remaining at these levels.

The existing first lien credit facility contains provisions for
incremental debt capacity of $68 million plus an additional amount
subject to a 4.7x pro forma Consolidated Total Net Leverage Ratio.
Subsidiary guarantors can be automatically released from their
guarantee obligations if they cease to be wholly-owned; partial
dividends of ownership interests jeopardize guarantees. Collateral
leakage is permitted through the transfer of assets to unrestricted
subsidiaries, subject to the limitations and baskets in the
negative covenants. There are no leverage-based step-downs to the
requirement that 100% of net asset sale proceeds be used to prepay
the loans.

Headquartered in Windsor, CT, TRC is a national engineering,
consulting, and construction management firm that services
Environmental (31% of 2019 revenue), Power (32%), Infrastructure
(19%), and Oil & Gas (18%) markets. The company serves a broad
range of industrial, commercial, and government clients by managing
projects from initial concept and design to delivery and
operations. TRC is owned by affiliates of New Mountain Capital,
LLC. Net service revenue pro forma for the acquisition of LM-DES
for the fiscal year ended June 30, 2019 was $772 million.

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


TRITON INTERNATIONAL: S&P Rates Series C Preference Shares 'B+'
---------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating to
Purchase, N.Y.-based Triton International Ltd.'s proposed series C
cumulative redeemable perpetual preference shares (final amount to
be determined upon close). The preferred stock, which S&P will
treat as 50% equity and 50% debt when calculating its financial
ratios, will rank senior to the company's common stock. The
issue-level rating reflects the preferred shares' subordination to
the company's other debt instruments (issued at its subsidiaries)
and the deferability of their dividend payments. Triton will use
the proceeds from this issuance for general corporate purposes.

S&P's 'BB+' issuer credit rating on Triton reflects its position as
the largest marine cargo container lessor globally. The positive
outlook reflects the company's improved credit metrics, which S&P
expects will remain relatively stable absent any material negative
effects from potentially higher trade tariffs. The marine cargo
container leasing industry is cyclical but Triton (like its
predecessors TCIL and TAL) has been able to manage this cyclicality
with a high percentage of fixed-rate, long-term leases, which
provide some protection against volatility in its revenue and
earnings. Marine cargo container lessors also have the ability to
manage utilization somewhat by reducing their capital spending,
which typically has a short lead time of only a few months.


TRUCKING AND CONTRACTING: Has Until August 2020 to Confirm Plan
---------------------------------------------------------------
Judge Robert Jacobvitz of the U.S. Bankruptcy Court for the
District of New Mexico extended Trucking and Contracting Services,
LLC's exclusive period to have a Chapter 11 plan confirmed to Aug.
31, 2020.

            About Trucking and Contracting Services

Trucking and Contracting Services, LLC is a privately held company
that primarily operates in the local trucking business. The Debtor
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D.N.M. Case No. 19-11319) on May 31, 2019.  In the petition signed
by its member/manager, Melissa Acosta, the Debtor estimated assets
of less than $50,000 and debts of less than $10 million. The Debtor
is represented by P. Diane Webb, Esq., at Diane Webb Attorney At
Law, P.C.  Judge Robert H. Jacobvitz is assigned to the case.



VIA AIRLINES: Hires Latham Luna as Bankruptcy Counsel
-----------------------------------------------------
Via Airlines seeks authorization from the U.S. Bankruptcy Court for
the Middle District of Florida to employ Justin M. Luna and the law
firm of Latham, Luna, Eden & Beaudine, LLP, as its counsel in this
bankruptcy case, nunc pro tunc to October 8, 2019.

The Debtor needs the Firm to provide these legal services:

     a)  Advising as to the Debtor's rights and duties in this
case;

     b)  Preparing pleadings related to this case, including a
disclosure statement and plan of reorganization; and

     c)  Taking any and all other necessary action incident to the
proper preservation and administration of this estate.

To the best of the Debtor's knowledge, Latham Luna represents no
interest adverse to the Debtor or to the Estate in mattes which is
to be engaged, and the employment of Latham Luna would be in the
best interest of the estate.

The hourly rates for the attorneys working primarily on this matter
is $400 for Justin Luna, and $300 for Daniel Velasquez.  Latham
Luna will apply its advance fee to its periodic billings subject to
interim and final applications for compensation and approval.

                        About Via Airlines

Via Airlines, Inc. is a United States domestic regional airline
offering scheduled service across the United States.

Via Airlines sought Chapter 11 protection (Bankr. M.D. Fla. Case
No. 19-06589) on Oct. 8, 2019.  The Debtor was estimated to have
$10 million to $50 million in assets and liabilities as of the
bankruptcy filing.  LATHAM, LUNA, EDEN & BEAUDINE, LLP, is the
Debtor's counsel.



VIRGINIA TRUE: Seeks to Extend Exclusive Filing Period to Nov. 30
-----------------------------------------------------------------
Virginia True Corporation asks the U.S. Bankruptcy Court for the
Eastern District of New York to extend the exclusive periods to
file and solicit acceptances of a chapter 11 plan to Nov. 30, 2019
and Jan. 29, 2020, respectively.

Over the course of approximately five months that have passed since
the Petition Date, the Debtor and its professionals made
substantial strides toward the filing of a plan of reorganization,
including having had discussions and negotiations with multiple
potential lenders regarding debtor-in-possession financing as to
complete Phase 2 of the Development Project and continues to make
strides in resolving certain environmental enforcement action filed
against it by the Virginia Department of Environmental Quality and
the Virginia State Water Control Board.

              About Virginia True Corporation

Virginia True Corporation, a New York-based golf resort owner and
developer, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 19-42769) on May 3, 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 is assigned to Judge Nancy Hershey Lord.  Pick & Zabicki LLP
is the Debtor's legal counsel.



[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
                                                Total
                                               Share-      Total
                                    Total    Holders'    Working
                                   Assets      Equity    Capital
  Company         Ticker             ($MM)       ($MM)      ($MM)
  -------         ------           ------    --------    -------
ABBVIE INC        ABBV US        57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        ABBVEUR EU     57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        4AB QT         57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        4AB GR         57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        ABBV SW        57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        ABBV* MM       57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        ABBV AV        57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        ABBVUSD EU     57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        4AB GZ         57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        4AB TE         57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC        4AB TH         57,142.0    (8,566.0)  (1,841.0)
ABBVIE INC-BDR    ABBV34 BZ      57,142.0    (8,566.0)  (1,841.0)
ABSOLUTE SOFTWRE  ALSWF US          103.3       (50.6)     (27.4)
ABSOLUTE SOFTWRE  ABT CN            103.3       (50.6)     (27.4)
ABSOLUTE SOFTWRE  OU1 GR            103.3       (50.6)     (27.4)
ABSOLUTE SOFTWRE  ABT2EUR EU        103.3       (50.6)     (27.4)
AGENUS INC        AGENUSD EU        206.7      (134.7)      17.2
AMER RESTAUR-LP   ICTPU US           33.5        (4.0)      (6.2)
AMYRIS INC        AMRS US           122.8      (175.3)    (143.7)
AMYRIS INC        3A01 GR           122.8      (175.3)    (143.7)
AMYRIS INC        3A01 TH           122.8      (175.3)    (143.7)
AMYRIS INC        AMRSUSD EU        122.8      (175.3)    (143.7)
AMYRIS INC        AMRSEUR EU        122.8      (175.3)    (143.7)
AUTODESK INC      AUD GR          4,872.7      (194.3)  (1,191.8)
AUTODESK INC      ADSK US         4,872.7      (194.3)  (1,191.8)
AUTODESK INC      AUD TH          4,872.7      (194.3)  (1,191.8)
AUTODESK INC      AUD QT          4,872.7      (194.3)  (1,191.8)
AUTODESK INC      ADSKEUR EU      4,872.7      (194.3)  (1,191.8)
AUTODESK INC      ADSKUSD EU      4,872.7      (194.3)  (1,191.8)
AUTODESK INC      ADSK TE         4,872.7      (194.3)  (1,191.8)
AUTODESK INC      AUD GZ          4,872.7      (194.3)  (1,191.8)
AUTODESK INC      ADSK AV         4,872.7      (194.3)  (1,191.8)
AUTODESK INC      ADSK* MM        4,872.7      (194.3)  (1,191.8)
AVID TECHNOLOGY   AVID US           282.1      (175.8)     (20.2)
AVID TECHNOLOGY   AVD GR            282.1      (175.8)     (20.2)
AYR STRATEGIES I  AYR/A CN          473.2       168.4       15.7
BABCOCK & WILCOX  BW US             772.0      (343.0)    (218.5)
BENEFITFOCUS INC  BNFTEUR EU        335.2       (19.1)     113.5
BENEFITFOCUS INC  BNFT US           335.2       (19.1)     113.5
BENEFITFOCUS INC  BTF GR            335.2       (19.1)     113.5
BEYONDSPRING INC  BYSI US             6.0       (18.1)     (17.0)
BIOCRYST PHARM    BCRX* MM          116.3        (9.2)      31.8
BJ'S WHOLESALE C  BJ US           5,152.1      (164.6)    (345.8)
BJ'S WHOLESALE C  8BJ GR          5,152.1      (164.6)    (345.8)
BJ'S WHOLESALE C  8BJ QT          5,152.1      (164.6)    (345.8)
BLOOM ENERGY C-A  BE US           1,222.6       (11.2)     253.2
BLOOM ENERGY C-A  BE1USD EU       1,222.6       (11.2)     253.2
BLUE BIRD CORP    BLBD US           408.4       (61.2)      15.0
BLUELINX HOLDING  FZG1 GR         1,081.2       (12.8)     456.0
BLUELINX HOLDING  BXC US          1,081.2       (12.8)     456.0
BLUELINX HOLDING  BXCEUR EU       1,081.2       (12.8)     456.0
BOEING CO-BDR     BOEI34 BZ     132,598.0    (3,809.0)   9,810.0
BOEING CO-CED     BA AR         132,598.0    (3,809.0)   9,810.0
BOEING CO-CED     BAD AR        132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BCO GR        132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BAEUR EU      132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BA EU         132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BOE LN        132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BA US         132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BCO TH        132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BOEI BB       132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BA SW         132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BA* MM        132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BA TE         132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BCO QT        132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BA CI         132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BAUSD SW      132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BCO GZ        132,598.0    (3,809.0)   9,810.0
BOEING CO/THE     BA AV         132,598.0    (3,809.0)   9,810.0
BOMBARDIER INC-B  BBDBN MM       26,363.0    (4,680.0)    (225.0)
BRINKER INTL      BKJ GR          2,491.0      (585.1)    (342.7)
BRINKER INTL      EAT US          2,491.0      (585.1)    (342.7)
BRINKER INTL      BKJ QT          2,491.0      (585.1)    (342.7)
BRINKER INTL      EAT2EUR EU      2,491.0      (585.1)    (342.7)
BRP INC/CA-SUB V  DOO CN          3,505.3      (614.6)     (46.0)
BRP INC/CA-SUB V  B15A GZ         3,505.3      (614.6)     (46.0)
BRP INC/CA-SUB V  DOOEUR EU       3,505.3      (614.6)     (46.0)
BRP INC/CA-SUB V  B15A GR         3,505.3      (614.6)     (46.0)
BRP INC/CA-SUB V  DOOO US         3,505.3      (614.6)     (46.0)
CADIZ INC         CDZI US            77.5       (79.8)      16.7
CADIZ INC         2ZC GR             77.5       (79.8)      16.7
CALIFORNIA RESOU  1CLB GR         6,913.0      (208.0)    (211.0)
CALIFORNIA RESOU  CRCEUR EU       6,913.0      (208.0)    (211.0)
CALIFORNIA RESOU  CRCUSD EU       6,913.0      (208.0)    (211.0)
CALIFORNIA RESOU  CRC US          6,913.0      (208.0)    (211.0)
CALIFORNIA RESOU  1CLB QT         6,913.0      (208.0)    (211.0)
CALIFORNIA RESOU  1CL TH          6,913.0      (208.0)    (211.0)
CASTLE BIOSCIENC  CSTL US            33.3        (3.6)      16.8
CATASYS INC       CATS US            16.1       (12.2)      (0.5)
CATASYS INC       HY1N GR            16.1       (12.2)      (0.5)
CATASYS INC       CATSEUR EU         16.1       (12.2)      (0.5)
CDK GLOBAL INC    C2G TH          2,999.0      (714.5)     149.2
CDK GLOBAL INC    CDKEUR EU       2,999.0      (714.5)     149.2
CDK GLOBAL INC    C2G GR          2,999.0      (714.5)     149.2
CDK GLOBAL INC    CDK US          2,999.0      (714.5)     149.2
CDK GLOBAL INC    CDK* MM         2,999.0      (714.5)     149.2
CDK GLOBAL INC    C2G QT          2,999.0      (714.5)     149.2
CDK GLOBAL INC    CDKUSD EU       2,999.0      (714.5)     149.2
CEDAR FAIR LP     FUN US          2,532.8      (100.2)     139.8
CEDAR FAIR LP     FUN1EUR EU      2,532.8      (100.2)     139.8
CEDAR FAIR LP     7CF GR          2,532.8      (100.2)     139.8
CHEWY INC- CL A   CHWY US           813.9      (361.7)    (407.9)
CHOICE HOTELS     CZH GR          1,214.3      (122.7)     (44.1)
CHOICE HOTELS     CHH US          1,214.3      (122.7)     (44.1)
CINCINNATI BELL   CBB US          2,655.7      (112.3)    (111.3)
CINCINNATI BELL   CIB1 GR         2,655.7      (112.3)    (111.3)
CINCINNATI BELL   CBBEUR EU       2,655.7      (112.3)    (111.3)
CLOVIS ONCOLOGY   CLVS US           686.0       (30.0)     272.6
CLOVIS ONCOLOGY   CLVSEUR EU        686.0       (30.0)     272.6
CLOVIS ONCOLOGY   CLVSUSD EU        686.0       (30.0)     272.6
CLOVIS ONCOLOGY   C6O SW            686.0       (30.0)     272.6
CLOVIS ONCOLOGY   C6O TH            686.0       (30.0)     272.6
COGENT COMMUNICA  CCOI US           949.1      (176.6)     395.8
COGENT COMMUNICA  OGM1 GR           949.1      (176.6)     395.8
COHERUS BIOSCIEN  CHRS US           240.5        (4.0)     144.4
COHERUS BIOSCIEN  8C5 GR            240.5        (4.0)     144.4
COHERUS BIOSCIEN  CHRSUSD EU        240.5        (4.0)     144.4
COHERUS BIOSCIEN  8C5 QT            240.5        (4.0)     144.4
COHERUS BIOSCIEN  8C5 TH            240.5        (4.0)     144.4
COHERUS BIOSCIEN  CHRSEUR EU        240.5        (4.0)     144.4
COMMUNITY HEALTH  CYH US         15,895.0    (1,267.0)   1,027.0
COMMUNITY HEALTH  CG5 GR         15,895.0    (1,267.0)   1,027.0
COMMUNITY HEALTH  CYH1USD EU     15,895.0    (1,267.0)   1,027.0
COMMUNITY HEALTH  CG5 QT         15,895.0    (1,267.0)   1,027.0
COMMUNITY HEALTH  CYH1EUR EU     15,895.0    (1,267.0)   1,027.0
COMMUNITY HEALTH  CG5 TH         15,895.0    (1,267.0)   1,027.0
CYTOKINETICS INC  CYTK US           187.4       (19.9)     155.0
CYTOKINETICS INC  KK3A GR           187.4       (19.9)     155.0
CYTOKINETICS INC  KK3A TH           187.4       (19.9)     155.0
CYTOKINETICS INC  CYTKUSD EU        187.4       (19.9)     155.0
CYTOKINETICS INC  CYTKEUR EU        187.4       (19.9)     155.0
CYTOKINETICS INC  KK3A QT           187.4       (19.9)     155.0
DELEK LOGISTICS   D6L GR            769.3      (144.3)       2.3
DELEK LOGISTICS   DKL US            769.3      (144.3)       2.3
DENNY'S CORP      DE8 GR            441.4      (118.7)     (48.8)
DENNY'S CORP      DENN US           441.4      (118.7)     (48.8)
DENNY'S CORP      DENNEUR EU        441.4      (118.7)     (48.8)
DIEBOLD NIXDORF   DLD QT          3,889.1      (425.2)     324.3
DIEBOLD NIXDORF   DBD US          3,889.1      (425.2)     324.3
DIEBOLD NIXDORF   DBD GR          3,889.1      (425.2)     324.3
DIEBOLD NIXDORF   DBDEUR EU       3,889.1      (425.2)     324.3
DIEBOLD NIXDORF   DBDUSD EU       3,889.1      (425.2)     324.3
DIEBOLD NIXDORF   DBD SW          3,889.1      (425.2)     324.3
DIEBOLD NIXDORF   DLD TH          3,889.1      (425.2)     324.3
DINE BRANDS GLOB  DIN US          1,997.5      (239.8)     (14.7)
DINE BRANDS GLOB  IHP GR          1,997.5      (239.8)     (14.7)
DOCEBO INC        DCBO CN            20.5       (15.5)      (9.7)
DOLLARAMA INC     DOL CN          3,535.8      (106.0)     125.9
DOLLARAMA INC     DR3 GR          3,535.8      (106.0)     125.9
DOLLARAMA INC     DLMAF US        3,535.8      (106.0)     125.9
DOLLARAMA INC     DR3 GZ          3,535.8      (106.0)     125.9
DOLLARAMA INC     DOLEUR EU       3,535.8      (106.0)     125.9
DOLLARAMA INC     DR3 QT          3,535.8      (106.0)     125.9
DOLLARAMA INC     DR3 TH          3,535.8      (106.0)     125.9
DOLLARAMA INC     DOLCAD EU       3,535.8      (106.0)     125.9
DOMINO'S PIZZA    EZV GR          1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    DPZ US          1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    EZV QT          1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    DPZEUR EU       1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    DPZUSD EU       1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    EZV TH          1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    EZV GZ          1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    DPZ AV          1,160.3    (2,935.6)     184.1
DOMINO'S PIZZA    DPZ* MM         1,160.3    (2,935.6)     184.1
DOMO INC- CL B    DOMO US           234.5        (4.9)      59.5
DOMO INC- CL B    1ON GR            234.5        (4.9)      59.5
DOMO INC- CL B    1ON GZ            234.5        (4.9)      59.5
DOMO INC- CL B    DOMOEUR EU        234.5        (4.9)      59.5
DOMO INC- CL B    DOMOUSD EU        234.5        (4.9)      59.5
DOMO INC- CL B    1ON TH            234.5        (4.9)      59.5
DUNKIN' BRANDS G  DNKN US         3,802.2      (620.9)     306.5
DUNKIN' BRANDS G  2DB GR          3,802.2      (620.9)     306.5
DUNKIN' BRANDS G  2DB TH          3,802.2      (620.9)     306.5
DUNKIN' BRANDS G  2DB QT          3,802.2      (620.9)     306.5
DUNKIN' BRANDS G  DNKNEUR EU      3,802.2      (620.9)     306.5
DUNKIN' BRANDS G  2DB GZ          3,802.2      (620.9)     306.5
EMISPHERE TECH    EMIS US             5.2      (155.3)      (1.4)
ESCUE ENERGY INC  ESCU US             0.0        (7.8)      (3.1)
EVERI HOLDINGS I  EVRI US         1,596.3       (84.4)       6.7
EVERI HOLDINGS I  G2C GR          1,596.3       (84.4)       6.7
EVERI HOLDINGS I  G2C TH          1,596.3       (84.4)       6.7
EVERI HOLDINGS I  EVRIUSD EU      1,596.3       (84.4)       6.7
EVERI HOLDINGS I  EVRIEUR EU      1,596.3       (84.4)       6.7
EXAGEN INC        XGN US             15.3        (7.1)     (10.6)
EXAGEN INC        E08A GR            15.3        (7.1)     (10.6)
EXAGEN INC        XGNEUR EU          15.3        (7.1)     (10.6)
FC GLOBAL REALTY  FCRE IT             4.2        (0.6)      (3.2)
FILO MINING CORP  FIL SS             11.6        (9.2)     (10.5)
FRONTDOOR IN      FTDR US         1,179.0      (278.0)      52.0
FRONTDOOR IN      FTDREUR EU      1,179.0      (278.0)      52.0
FRONTDOOR IN      3I5 GR          1,179.0      (278.0)      52.0
GOGO INC          GOGO US         1,282.1      (363.6)     207.7
GOGO INC          G0G QT          1,282.1      (363.6)     207.7
GOGO INC          GOGOUSD EU      1,282.1      (363.6)     207.7
GOGO INC          GOGOEUR EU      1,282.1      (363.6)     207.7
GOGO INC          G0G TH          1,282.1      (363.6)     207.7
GOGO INC          G0G GR          1,282.1      (363.6)     207.7
GOOSEHEAD INSU-A  GSHD US            38.1       (30.5)       -
GOOSEHEAD INSU-A  2OX GR             38.1       (30.5)       -
GOOSEHEAD INSU-A  GSHDEUR EU         38.1       (30.5)       -
GRAFTECH INTERNA  EAF US          1,726.4      (709.8)     621.2
GRAFTECH INTERNA  G6G TH          1,726.4      (709.8)     621.2
GRAFTECH INTERNA  G6G GR          1,726.4      (709.8)     621.2
GRAFTECH INTERNA  EAFEUR EU       1,726.4      (709.8)     621.2
GRAFTECH INTERNA  G6G QT          1,726.4      (709.8)     621.2
GRAFTECH INTERNA  EAFUSD EU       1,726.4      (709.8)     621.2
GRAFTECH INTERNA  G6G GZ          1,726.4      (709.8)     621.2
GREEN PLAINS PAR  GPP US            123.2       (73.9)      (4.9)
GREEN PLAINS PAR  8GP GR            123.2       (73.9)      (4.9)
GREENLANE HOLD-A  GNLN US           180.9       130.3      105.6
GREENSKY INC-A    GSKY US           840.9       (96.8)     247.4
HANGER INC        HO8 GR            780.8       (21.8)      92.3
HANGER INC        HNGR US           780.8       (21.8)      92.3
HANGER INC        HNGREUR EU        780.8       (21.8)      92.3
HCA HEALTHCARE I  2BH TH         43,912.0    (1,447.0)   3,645.0
HCA HEALTHCARE I  HCA US         43,912.0    (1,447.0)   3,645.0
HCA HEALTHCARE I  2BH GR         43,912.0    (1,447.0)   3,645.0
HCA HEALTHCARE I  HCA* MM        43,912.0    (1,447.0)   3,645.0
HCA HEALTHCARE I  HCAUSD EU      43,912.0    (1,447.0)   3,645.0
HCA HEALTHCARE I  2BH TE         43,912.0    (1,447.0)   3,645.0
HCA HEALTHCARE I  HCAEUR EU      43,912.0    (1,447.0)   3,645.0
HERBALIFE NUTRIT  HOO GR          2,545.6      (467.5)     468.7
HERBALIFE NUTRIT  HLF US          2,545.6      (467.5)     468.7
HERBALIFE NUTRIT  HLFEUR EU       2,545.6      (467.5)     468.7
HERBALIFE NUTRIT  HOO QT          2,545.6      (467.5)     468.7
HERBALIFE NUTRIT  HLFUSD EU       2,545.6      (467.5)     468.7
HERBALIFE NUTRIT  HOO GZ          2,545.6      (467.5)     468.7
HERBALIFE NUTRIT  HOO SW          2,545.6      (467.5)     468.7
HEWLETT-CEDEAR    HPQ AR         32,405.0    (1,131.0)  (4,896.0)
HILTON WORLDWIDE  HLT* MM        15,067.0      (199.0)    (645.0)
HILTON WORLDWIDE  HI91 TH        15,067.0      (199.0)    (645.0)
HILTON WORLDWIDE  HI91 GR        15,067.0      (199.0)    (645.0)
HILTON WORLDWIDE  HLTW AV        15,067.0      (199.0)    (645.0)
HILTON WORLDWIDE  HI91 TE        15,067.0      (199.0)    (645.0)
HILTON WORLDWIDE  HLTEUR EU      15,067.0      (199.0)    (645.0)
HILTON WORLDWIDE  HLT US         15,067.0      (199.0)    (645.0)
HOME DEPOT - BDR  HOME34 BZ      52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HD TE          52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HD US          52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HDI TH         52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HDI GR         52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HD* MM         52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HDEUR EU       52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HDI QT         52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HDUSD EU       52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HD CI          52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HD SW          52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HDUSD SW       52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HDI GZ         52,010.0    (1,160.0)   1,901.0
HOME DEPOT INC    HD AV          52,010.0    (1,160.0)   1,901.0
HOME DEPOT-CED    HDD AR         52,010.0    (1,160.0)   1,901.0
HOME DEPOT-CED    HD AR          52,010.0    (1,160.0)   1,901.0
HOVNANIAN ENT-A   HOV US          1,795.3      (493.1)     775.5
HP COMPANY-BDR    HPQB34 BZ      32,405.0    (1,131.0)  (4,896.0)
HP INC            7HP TH         32,405.0    (1,131.0)  (4,896.0)
HP INC            7HP GR         32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQ US         32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQ TE         32,405.0    (1,131.0)  (4,896.0)
HP INC            HWP QT         32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQUSD EU      32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQ CI         32,405.0    (1,131.0)  (4,896.0)
HP INC            0J2E LI        32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQ* MM        32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQ SW         32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQ AV         32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQUSD SW      32,405.0    (1,131.0)  (4,896.0)
HP INC            HPQEUR EU      32,405.0    (1,131.0)  (4,896.0)
HP INC            7HP GZ         32,405.0    (1,131.0)  (4,896.0)
IAA INC           IAA US          2,010.3      (228.9)     155.5
IAA INC           3NI GR          2,010.3      (228.9)     155.5
IAA INC           IAA-WEUR EU     2,010.3      (228.9)     155.5
IGM BIOSCIENCES   IGMS US            88.4        81.7       77.4
IGM BIOSCIENCES   1K0 GR             88.4        81.7       77.4
IGM BIOSCIENCES   1K0 GZ             88.4        81.7       77.4
IGM BIOSCIENCES   IGMSEUR EU         88.4        81.7       77.4
INSEEGO CORP      INSGUSD EU        164.7       (37.3)    (117.3)
INSEEGO CORP      INO GZ            164.7       (37.3)    (117.3)
INSEEGO CORP      INSG US           164.7       (37.3)    (117.3)
INSEEGO CORP      INO GR            164.7       (37.3)    (117.3)
INSEEGO CORP      INSGEUR EU        164.7       (37.3)    (117.3)
INSEEGO CORP      INO TH            164.7       (37.3)    (117.3)
INSEEGO CORP      INO QT            164.7       (37.3)    (117.3)
INSPIRED ENTERTA  INSE US           187.7       (22.6)      11.3
IRONWOOD PHARMAC  I76 GR            334.3      (153.0)     204.8
IRONWOOD PHARMAC  I76 TH            334.3      (153.0)     204.8
IRONWOOD PHARMAC  IRWD US           334.3      (153.0)     204.8
IRONWOOD PHARMAC  IRWDUSD EU        334.3      (153.0)     204.8
IRONWOOD PHARMAC  IRWDEUR EU        334.3      (153.0)     204.8
IRONWOOD PHARMAC  I76 QT            334.3      (153.0)     204.8
ISRAMCO INC       IRM GR            106.7        (2.0)      (7.3)
ISRAMCO INC       ISRL US           106.7        (2.0)      (7.3)
ISRAMCO INC       ISRLEUR EU        106.7        (2.0)      (7.3)
JACK IN THE BOX   JBX GR            831.3      (580.6)    (112.9)
JACK IN THE BOX   JACK US           831.3      (580.6)    (112.9)
JACK IN THE BOX   JACK1EUR EU       831.3      (580.6)    (112.9)
JACK IN THE BOX   JBX GZ            831.3      (580.6)    (112.9)
JACK IN THE BOX   JBX QT            831.3      (580.6)    (112.9)
JUST ENERGY GROU  JE CN           1,536.8      (381.2)     (58.0)
KINIKSA PHARMA-A  KNSA US           308.1      (324.3)     266.3
L BRANDS INC      LTD TH         10,618.0      (929.0)     437.0
L BRANDS INC      LTD GR         10,618.0      (929.0)     437.0
L BRANDS INC      LB US          10,618.0      (929.0)     437.0
L BRANDS INC      LBEUR EU       10,618.0      (929.0)     437.0
L BRANDS INC      LB* MM         10,618.0      (929.0)     437.0
L BRANDS INC      LTD QT         10,618.0      (929.0)     437.0
L BRANDS INC      LBUSD EU       10,618.0      (929.0)     437.0
L BRANDS INC      LBRA AV        10,618.0      (929.0)     437.0
L BRANDS INC-BDR  LBRN34 BZ      10,618.0      (929.0)     437.0
LA JOLLA PHARM    LJPC US           169.9       (12.6)     110.4
LA JOLLA PHARM    LJPP GR           169.9       (12.6)     110.4
LENNOX INTL INC   LXI GR          2,214.8      (277.3)     207.4
LENNOX INTL INC   LII US          2,214.8      (277.3)     207.4
LENNOX INTL INC   LXI TH          2,214.8      (277.3)     207.4
LENNOX INTL INC   LII1USD EU      2,214.8      (277.3)     207.4
LENNOX INTL INC   LII1EUR EU      2,214.8      (277.3)     207.4
LENNOX INTL INC   LII* MM         2,214.8      (277.3)     207.4
LEXICON PHARMACE  LX31 GR           233.1       (64.9)     100.0
LEXICON PHARMACE  LXRX US           233.1       (64.9)     100.0
LEXICON PHARMACE  LXRXUSD EU        233.1       (64.9)     100.0
LEXICON PHARMACE  LX31 GZ           233.1       (64.9)     100.0
LEXICON PHARMACE  LXRXEUR EU        233.1       (64.9)     100.0
LEXICON PHARMACE  LX31 QT           233.1       (64.9)     100.0
MARTIN MIDSTREAM  MMLP US           691.1       (33.4)     108.7
MARTIN MIDSTREAM  MPB GR            691.1       (33.4)     108.7
MARTIN MIDSTREAM  MMLPUSD EU        691.1       (33.4)     108.7
MARTIN MIDSTREAM  MPB TH            691.1       (33.4)     108.7
MCDONALDS - BDR   MCDC34 BZ      46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCD TE         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MDO TH         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCD US         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCD SW         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MDO GR         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCD* MM        46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MDO QT         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCDUSD EU      46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCD CI         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    0R16 LN        46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCDUSD SW      46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCDEUR EU      46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MDO GZ         46,199.8    (6,808.8)     675.4
MCDONALDS CORP    MCD AV         46,199.8    (6,808.8)     675.4
MCDONALDS-CEDEAR  MCD AR         46,199.8    (6,808.8)     675.4
MCDONALDS-CEDEAR  MCDD AR        46,199.8    (6,808.8)     675.4
MDC PARTNERS-A    MDCA US         1,798.6      (129.3)    (184.6)
MEDICINES COMP    MDCO US           897.3       (26.0)     (96.4)
MEDICINES COMP    MZN GR            897.3       (26.0)     (96.4)
MEDICINES COMP    MZN TH            897.3       (26.0)     (96.4)
MEDICINES COMP    MDCOUSD EU        897.3       (26.0)     (96.4)
MEDICINES COMP    MZN QT            897.3       (26.0)     (96.4)
MEDICINES COMP    MZN GZ            897.3       (26.0)     (96.4)
MERCER PARK BR-A  BRND/A/U CN       407.1       (18.8)       4.1
MICHAELS COS INC  MIK US          3,707.1    (1,587.6)     289.9
MICHAELS COS INC  MIM GR          3,707.1    (1,587.6)     289.9
MICHAELS COS INC  MIKEUR EU       3,707.1    (1,587.6)     289.9
MONEYGRAM INTERN  MGI US          4,238.0      (249.0)    (124.1)
MONEYGRAM INTERN  9M1N GR         4,238.0      (249.0)    (124.1)
MONEYGRAM INTERN  9M1N QT         4,238.0      (249.0)    (124.1)
MONEYGRAM INTERN  MGIUSD EU       4,238.0      (249.0)    (124.1)
MONEYGRAM INTERN  9M1N TH         4,238.0      (249.0)    (124.1)
MONITRONICS INTL  SCTY US         1,705.3      (202.9)     (25.0)
MOTOROLA SOL-CED  MSI AR         10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MTLA TH        10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MOT TE         10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MSI US         10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MTLA QT        10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MSI1USD EU     10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MTLA GR        10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MOSI AV        10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MSI1EUR EU     10,373.0    (1,084.0)     498.0
MOTOROLA SOLUTIO  MTLA GZ        10,373.0    (1,084.0)     498.0
MSCI INC          3HM GR          3,479.7      (147.9)     641.6
MSCI INC          MSCI US         3,479.7      (147.9)     641.6
MSCI INC          MSCIUSD EU      3,479.7      (147.9)     641.6
MSCI INC          MSCI* MM        3,479.7      (147.9)     641.6
MSCI INC          3HM QT          3,479.7      (147.9)     641.6
MSG NETWORKS- A   MSGN US           866.9      (458.8)     216.9
MSG NETWORKS- A   1M4 TH            866.9      (458.8)     216.9
MSG NETWORKS- A   MSGNUSD EU        866.9      (458.8)     216.9
MSG NETWORKS- A   1M4 GR            866.9      (458.8)     216.9
MSG NETWORKS- A   1M4 QT            866.9      (458.8)     216.9
MSG NETWORKS- A   MSGNEUR EU        866.9      (458.8)     216.9
N/A               BJEUR EU        5,152.1      (164.6)    (345.8)
NATHANS FAMOUS    NATH US           105.0       (65.1)      76.5
NATHANS FAMOUS    NFA GR            105.0       (65.1)      76.5
NATHANS FAMOUS    NATHEUR EU        105.0       (65.1)      76.5
NATIONAL CINEMED  NCMI US         1,104.0      (110.5)      99.8
NATIONAL CINEMED  XWM GR          1,104.0      (110.5)      99.8
NATIONAL CINEMED  NCMIEUR EU      1,104.0      (110.5)      99.8
NAVISTAR INTL     IHR GR          7,294.0    (3,660.0)   1,521.0
NAVISTAR INTL     NAV US          7,294.0    (3,660.0)   1,521.0
NAVISTAR INTL     IHR TH          7,294.0    (3,660.0)   1,521.0
NAVISTAR INTL     NAVEUR EU       7,294.0    (3,660.0)   1,521.0
NAVISTAR INTL     NAVUSD EU       7,294.0    (3,660.0)   1,521.0
NAVISTAR INTL     IHR QT          7,294.0    (3,660.0)   1,521.0
NAVISTAR INTL     IHR GZ          7,294.0    (3,660.0)   1,521.0
NEW ENG RLTY-LP   NEN US            244.5       (38.0)       -
NRC GROUP HOLDIN  NRCG US           421.3       (42.4)      23.1
NRG ENERGY        NRA TH          9,171.0    (1,629.0)     751.0
NRG ENERGY        NRG US          9,171.0    (1,629.0)     751.0
NRG ENERGY        NRA GR          9,171.0    (1,629.0)     751.0
NRG ENERGY        NRA QT          9,171.0    (1,629.0)     751.0
NRG ENERGY        NRGEUR EU       9,171.0    (1,629.0)     751.0
OMEROS CORP       3O8 GR             89.8      (130.3)      25.3
OMEROS CORP       OMER US            89.8      (130.3)      25.3
OMEROS CORP       OMERUSD EU         89.8      (130.3)      25.3
OMEROS CORP       3O8 TH             89.8      (130.3)      25.3
OMEROS CORP       OMEREUR EU         89.8      (130.3)      25.3
OPTION CARE HEAL  BIOSUSD EU        600.6       (75.2)      61.5
OPTION CARE HEAL  BIOS US           600.6       (75.2)      61.5
OPTION CARE HEAL  MM6 GR            600.6       (75.2)      61.5
OPTION CARE HEAL  MM6 QT            600.6       (75.2)      61.5
OPTION CARE HEAL  BIOSEUR EU        600.6       (75.2)      61.5
OPTIVA INC        RKNEF US          123.6       (21.4)      26.2
OPTIVA INC        RE6 GR            123.6       (21.4)      26.2
OPTIVA INC        OPT CN            123.6       (21.4)      26.2
OPTIVA INC        3230510Q EU       123.6       (21.4)      26.2
OPTIVA INC        RKNEUR EU         123.6       (21.4)      26.2
PAPA JOHN'S INTL  PP1 GR            726.6       (60.6)     (17.4)
PAPA JOHN'S INTL  PZZA US           726.6       (60.6)     (17.4)
PAPA JOHN'S INTL  PZZAEUR EU        726.6       (60.6)     (17.4)
PAPA JOHN'S INTL  PP1 GZ            726.6       (60.6)     (17.4)
PHILIP MORRI-BDR  PHMO34 BZ      41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PM1EUR EU      41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PMI SW         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  4I1 GR         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PM US          41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PM1 EU         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PM1CHF EU      41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PM1 TE         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  4I1 TH         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  4I1 QT         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  0M8V LN        41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PMOR AV        41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PM* MM         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  4I1 GZ         41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PMIZ IX        41,420.0    (9,155.0)   1,530.0
PHILIP MORRIS IN  PMIZ EB        41,420.0    (9,155.0)   1,530.0
PLANET FITNESS-A  PLNT1USD EU     1,523.5      (314.4)     298.7
PLANET FITNESS-A  3PL QT          1,523.5      (314.4)     298.7
PLANET FITNESS-A  PLNT1EUR EU     1,523.5      (314.4)     298.7
PLANET FITNESS-A  PLNT US         1,523.5      (314.4)     298.7
PLANET FITNESS-A  3PL TH          1,523.5      (314.4)     298.7
PLANET FITNESS-A  3PL GR          1,523.5      (314.4)     298.7
PRIORITY TECHNOL  PRTHU US          460.3      (100.6)       2.5
PRIORITY TECHNOL  PRTH US           460.3      (100.6)       2.5
PURPLE INNOVATIO  PRPL US            99.7        (3.4)      17.7
QUANTUM CORP      QMCO US           172.1      (202.5)     (27.1)
QUANTUM CORP      QNT2 GR           172.1      (202.5)     (27.1)
QUANTUM CORP      QTM1EUR EU        172.1      (202.5)     (27.1)
RADIUS HEALTH IN  RDUS US           244.3        (0.1)     175.1
RADIUS HEALTH IN  RDUSUSD EU        244.3        (0.1)     175.1
RADIUS HEALTH IN  1R8 GR            244.3        (0.1)     175.1
RADIUS HEALTH IN  1R8 TH            244.3        (0.1)     175.1
RADIUS HEALTH IN  1R8 QT            244.3        (0.1)     175.1
RADIUS HEALTH IN  RDUSEUR EU        244.3        (0.1)     175.1
REATA PHARMACE-A  RETAUSD EU        300.5       (33.5)     219.5
REATA PHARMACE-A  2R3 GR            300.5       (33.5)     219.5
REATA PHARMACE-A  RETAEUR EU        300.5       (33.5)     219.5
REATA PHARMACE-A  RETA US           300.5       (33.5)     219.5
RECRO PHARMA INC  RAH GR            161.8       (18.7)      65.0
RECRO PHARMA INC  REPH US           161.8       (18.7)      65.0
REVLON INC-A      REV US          3,066.0    (1,187.2)     (33.9)
REVLON INC-A      RVL1 GR         3,066.0    (1,187.2)     (33.9)
REVLON INC-A      REVUSD EU       3,066.0    (1,187.2)     (33.9)
REVLON INC-A      RVL1 TH         3,066.0    (1,187.2)     (33.9)
REVLON INC-A      REVEUR EU       3,066.0    (1,187.2)     (33.9)
RH                RH US           2,387.8      (177.9)    (267.3)
RH                RS1 GR          2,387.8      (177.9)    (267.3)
RH                RH* MM          2,387.8      (177.9)    (267.3)
RH                RHEUR EU        2,387.8      (177.9)    (267.3)
RIMINI STREET IN  RMNI US           139.7      (130.2)    (104.8)
ROSETTA STONE IN  RST US            181.5        (9.4)     (71.2)
ROSETTA STONE IN  RS8 GR            181.5        (9.4)     (71.2)
ROSETTA STONE IN  RST1EUR EU        181.5        (9.4)     (71.2)
RR DONNELLEY & S  DLLN TH         3,540.5      (276.9)     523.6
RR DONNELLEY & S  RRD US          3,540.5      (276.9)     523.6
RR DONNELLEY & S  DLLN GR         3,540.5      (276.9)     523.6
RR DONNELLEY & S  RRDUSD EU       3,540.5      (276.9)     523.6
RR DONNELLEY & S  RRDEUR EU       3,540.5      (276.9)     523.6
SALLY BEAUTY HOL  S7V GR          2,072.3       (70.5)     719.4
SALLY BEAUTY HOL  SBH US          2,072.3       (70.5)     719.4
SALLY BEAUTY HOL  SBHEUR EU       2,072.3       (70.5)     719.4
SATSUMA PHARMACE  STSA US             -           -          -
SATSUMA PHARMACE  STSAEUR EU          -           -          -
SATSUMA PHARMACE  1LV GR              -           -          -
SBA COMM CORP     SBAC US         9,201.1    (3,546.3)    (180.9)
SBA COMM CORP     4SB GR          9,201.1    (3,546.3)    (180.9)
SBA COMM CORP     SBACEUR EU      9,201.1    (3,546.3)    (180.9)
SBA COMM CORP     SBJ TH          9,201.1    (3,546.3)    (180.9)
SBA COMM CORP     SBAC* MM        9,201.1    (3,546.3)    (180.9)
SBA COMM CORP     4SB GZ          9,201.1    (3,546.3)    (180.9)
SCIENTIFIC GAMES  SGMS US         7,932.0    (2,118.0)     852.0
SCIENTIFIC GAMES  SGMSUSD EU      7,932.0    (2,118.0)     852.0
SCIENTIFIC GAMES  TJW GR          7,932.0    (2,118.0)     852.0
SCIENTIFIC GAMES  TJW TH          7,932.0    (2,118.0)     852.0
SCIENTIFIC GAMES  TJW GZ          7,932.0    (2,118.0)     852.0
SEALED AIR CORP   SEE US          5,216.5      (341.2)     (10.8)
SEALED AIR CORP   SDA GR          5,216.5      (341.2)     (10.8)
SEALED AIR CORP   SDA QT          5,216.5      (341.2)     (10.8)
SEALED AIR CORP   SEE1EUR EU      5,216.5      (341.2)     (10.8)
SEALED AIR CORP   SEE1USD EU      5,216.5      (341.2)     (10.8)
SEALED AIR CORP   SDA TH          5,216.5      (341.2)     (10.8)
SERES THERAPEUTI  MCRB1EUR EU       146.1       (18.0)      65.9
SERES THERAPEUTI  MCRB US           146.1       (18.0)      65.9
SERES THERAPEUTI  1S9 GR            146.1       (18.0)      65.9
SHELL MIDSTREAM   49M GR          2,019.0      (757.0)     294.0
SHELL MIDSTREAM   49M TH          2,019.0      (757.0)     294.0
SHELL MIDSTREAM   SHLXUSD EU      2,019.0      (757.0)     294.0
SHELL MIDSTREAM   SHLX US         2,019.0      (757.0)     294.0
SIRIUS XM HO-BDR  SRXM34 BZ      11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  RDO GR         11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  RDO TH         11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  RDO QT         11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  SIRIUSD EU     11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  SIRI TE        11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  SIRI US        11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  SIRIEUR EU     11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  RDO GZ         11,088.0      (748.0)  (2,315.0)
SIRIUS XM HOLDIN  SIRI AV        11,088.0      (748.0)  (2,315.0)
SIX FLAGS ENTERT  6FE GR          3,020.7       (89.8)      97.7
SIX FLAGS ENTERT  SIX US          3,020.7       (89.8)      97.7
SIX FLAGS ENTERT  SIXEUR EU       3,020.7       (89.8)      97.7
SIX FLAGS ENTERT  SIXUSD EU       3,020.7       (89.8)      97.7
SIX FLAGS ENTERT  6FE TH          3,020.7       (89.8)      97.7
SLEEP NUMBER COR  SNBR US           802.3      (164.5)    (443.5)
SLEEP NUMBER COR  SL2 GR            802.3      (164.5)    (443.5)
SLEEP NUMBER COR  SNBREUR EU        802.3      (164.5)    (443.5)
STARBUCKS CORP    SRB TH         19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUX* MM       19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SRB GR         19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SRB QT         19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUX US        19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUX CI        19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUXEUR EU     19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUX TE        19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUX IM        19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUX SW        19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    0QZH LI        19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUXUSD SW     19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUXUSD EU     19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SRB GZ         19,219.6    (6,231.0)    (514.8)
STARBUCKS CORP    SBUX AV        19,219.6    (6,231.0)    (514.8)
STARBUCKS-BDR     SBUB34 BZ      19,219.6    (6,231.0)    (514.8)
STARBUCKS-CEDEAR  SBUX AR        19,219.6    (6,231.0)    (514.8)
STEALTH BIOTHERA  S1BA GR            15.5      (175.3)     (27.3)
STEALTH BIOTHERA  MITO US            15.5      (175.3)     (27.3)
SUNDIAL GROWERS   SNDL US           369.2        23.5       44.3
SUNDIAL GROWERS   14K TH            369.2        23.5       44.3
SUNDIAL GROWERS   SNDLUSD EU        369.2        23.5       44.3
SUNPOWER CORP     SPWR US         1,889.7      (160.3)     264.2
SUNPOWER CORP     S9P2 TH         1,889.7      (160.3)     264.2
SUNPOWER CORP     S9P2 GR         1,889.7      (160.3)     264.2
SUNPOWER CORP     S9P2 QT         1,889.7      (160.3)     264.2
SUNPOWER CORP     S9P2 SW         1,889.7      (160.3)     264.2
SUNPOWER CORP     SPWREUR EU      1,889.7      (160.3)     264.2
SUNPOWER CORP     SPWRUSD EU      1,889.7      (160.3)     264.2
SUNPOWER CORP     S9P2 GZ         1,889.7      (160.3)     264.2
SWITCHBACK ENE-A  SBE US              0.4        (0.0)      (0.3)
SWITCHBACK ENERG  SBE/U US            0.4        (0.0)      (0.3)
TAUBMAN CENTERS   TU8 GR          4,536.9       (89.0)       -
TAUBMAN CENTERS   TCO US          4,536.9       (89.0)       -
THUNDER BRIDGE A  THBRU US            0.2        (0.0)      (0.2)
THUNDER BRIDGE-A  THBR US             0.2        (0.0)      (0.2)
TRANSDIGM GROUP   TDG US         17,702.6    (1,310.6)   4,030.6
TRANSDIGM GROUP   T7D GR         17,702.6    (1,310.6)   4,030.6
TRANSDIGM GROUP   T7D TH         17,702.6    (1,310.6)   4,030.6
TRANSDIGM GROUP   TDG* MM        17,702.6    (1,310.6)   4,030.6
TRANSDIGM GROUP   TDGEUR EU      17,702.6    (1,310.6)   4,030.6
TRANSDIGM GROUP   T7D QT         17,702.6    (1,310.6)   4,030.6
TRIUMPH GROUP     TG7 GR          2,823.3      (557.9)     208.3
TRIUMPH GROUP     TGI US          2,823.3      (557.9)     208.3
TRIUMPH GROUP     TGIEUR EU       2,823.3      (557.9)     208.3
TRIUMPH GROUP     TGIUSD EU       2,823.3      (557.9)     208.3
TUPPERWARE BRAND  TUP US          1,335.9      (182.3)    (114.7)
TUPPERWARE BRAND  TUP GR          1,335.9      (182.3)    (114.7)
TUPPERWARE BRAND  TUP QT          1,335.9      (182.3)    (114.7)
TUPPERWARE BRAND  TUP TH          1,335.9      (182.3)    (114.7)
TUPPERWARE BRAND  TUP1EUR EU      1,335.9      (182.3)    (114.7)
TUPPERWARE BRAND  TUP1USD EU      1,335.9      (182.3)    (114.7)
TUPPERWARE BRAND  TUP GZ          1,335.9      (182.3)    (114.7)
TUPPERWARE BRAND  TUP SW          1,335.9      (182.3)    (114.7)
UNISYS CORP       UISEUR EU       2,405.8    (1,117.4)     266.1
UNISYS CORP       UIS EU          2,405.8    (1,117.4)     266.1
UNISYS CORP       UISCHF EU       2,405.8    (1,117.4)     266.1
UNISYS CORP       USY1 GR         2,405.8    (1,117.4)     266.1
UNISYS CORP       USY1 TH         2,405.8    (1,117.4)     266.1
UNISYS CORP       UIS US          2,405.8    (1,117.4)     266.1
UNISYS CORP       UIS1 SW         2,405.8    (1,117.4)     266.1
UNISYS CORP       USY1 GZ         2,405.8    (1,117.4)     266.1
UNISYS CORP       USY1 QT         2,405.8    (1,117.4)     266.1
UNITI GROUP INC   UNIT US         4,790.4    (1,401.8)       -
UNITI GROUP INC   CSALUSD EU      4,790.4    (1,401.8)       -
UNITI GROUP INC   8XC TH          4,790.4    (1,401.8)       -
UNITI GROUP INC   8XC GR          4,790.4    (1,401.8)       -
VALVOLINE INC     VVVUSD EU       2,000.0      (252.0)     389.0
VALVOLINE INC     0V4 TH          2,000.0      (252.0)     389.0
VALVOLINE INC     VVVEUR EU       2,000.0      (252.0)     389.0
VALVOLINE INC     0V4 GR          2,000.0      (252.0)     389.0
VALVOLINE INC     0V4 QT          2,000.0      (252.0)     389.0
VALVOLINE INC     VVV US          2,000.0      (252.0)     389.0
VECTOR GROUP LTD  VGR GR          1,455.2      (606.7)      80.4
VECTOR GROUP LTD  VGR US          1,455.2      (606.7)      80.4
VECTOR GROUP LTD  VGR QT          1,455.2      (606.7)      80.4
VECTOR GROUP LTD  VGREUR EU       1,455.2      (606.7)      80.4
VECTOR GROUP LTD  VGRUSD EU       1,455.2      (606.7)      80.4
VECTOR GROUP LTD  VGR TH          1,455.2      (606.7)      80.4
VERISIGN INC      VRS TH          1,886.7    (1,451.9)     337.3
VERISIGN INC      VRSN US         1,886.7    (1,451.9)     337.3
VERISIGN INC      VRS GR          1,886.7    (1,451.9)     337.3
VERISIGN INC      VRS QT          1,886.7    (1,451.9)     337.3
VERISIGN INC      VRSN* MM        1,886.7    (1,451.9)     337.3
VERISIGN INC      VRSNUSD EU      1,886.7    (1,451.9)     337.3
VERISIGN INC      VRSNEUR EU      1,886.7    (1,451.9)     337.3
VERISIGN INC      VRS GZ          1,886.7    (1,451.9)     337.3
VERISIGN INC      VRS SW          1,886.7    (1,451.9)     337.3
VERISIGN INC-BDR  VRSN34 BZ       1,886.7    (1,451.9)     337.3
W&T OFFSHORE INC  UWV GR          1,027.1      (257.8)     (27.3)
W&T OFFSHORE INC  WTI US          1,027.1      (257.8)     (27.3)
W&T OFFSHORE INC  WTI1EUR EU      1,027.1      (257.8)     (27.3)
W&T OFFSHORE INC  WTI1USD EU      1,027.1      (257.8)     (27.3)
W&T OFFSHORE INC  UWV TH          1,027.1      (257.8)     (27.3)
W&T OFFSHORE INC  UWV SW          1,027.1      (257.8)     (27.3)
WAYFAIR INC- A    W US            3,007.6      (682.4)     237.0
WAYFAIR INC- A    1WF GR          3,007.6      (682.4)     237.0
WAYFAIR INC- A    WEUR EU         3,007.6      (682.4)     237.0
WAYFAIR INC- A    1WF QT          3,007.6      (682.4)     237.0
WESTERN UNIO-BDR  WUNI34 BZ       8,803.7       (19.7)    (192.1)
WESTERN UNION     W3U GR          8,803.7       (19.7)    (192.1)
WESTERN UNION     WU US           8,803.7       (19.7)    (192.1)
WESTERN UNION     W3U TH          8,803.7       (19.7)    (192.1)
WESTERN UNION     WU* MM          8,803.7       (19.7)    (192.1)
WESTERN UNION     W3U QT          8,803.7       (19.7)    (192.1)
WESTERN UNION     WUUSD EU        8,803.7       (19.7)    (192.1)
WESTERN UNION     WUEUR EU        8,803.7       (19.7)    (192.1)
WESTERN UNION     W3U GZ          8,803.7       (19.7)    (192.1)
WIDEOPENWEST INC  WOW1EUR EU      2,458.9      (280.8)    (108.7)
WIDEOPENWEST INC  WU5 QT          2,458.9      (280.8)    (108.7)
WIDEOPENWEST INC  WU5 TH          2,458.9      (280.8)    (108.7)
WIDEOPENWEST INC  WU5 GR          2,458.9      (280.8)    (108.7)
WIDEOPENWEST INC  WOW1USD EU      2,458.9      (280.8)    (108.7)
WIDEOPENWEST INC  WOW US          2,458.9      (280.8)    (108.7)
WINMARK CORP      WINA US            48.5        (3.1)      12.6
WINMARK CORP      GBZ GR             48.5        (3.1)      12.6
WORKHORSE GROUP   WKHSUSD EU         35.7       (45.0)     (26.2)
WW INTERNATIONAL  WW US           1,476.3      (766.4)     (66.1)
WW INTERNATIONAL  WW6 GR          1,476.3      (766.4)     (66.1)
WW INTERNATIONAL  WTWEUR EU       1,476.3      (766.4)     (66.1)
WW INTERNATIONAL  WW6 QT          1,476.3      (766.4)     (66.1)
WW INTERNATIONAL  WTWUSD EU       1,476.3      (766.4)     (66.1)
WW INTERNATIONAL  WW6 TH          1,476.3      (766.4)     (66.1)
WW INTERNATIONAL  WTW AV          1,476.3      (766.4)     (66.1)
WW INTERNATIONAL  WW6 GZ          1,476.3      (766.4)     (66.1)
WYNDHAM DESTINAT  WYND US         7,563.0      (570.0)     499.0
WYNDHAM DESTINAT  WD5 GR          7,563.0      (570.0)     499.0
WYNDHAM DESTINAT  WD5 TH          7,563.0      (570.0)     499.0
WYNDHAM DESTINAT  WD5 QT          7,563.0      (570.0)     499.0
WYNDHAM DESTINAT  WYNEUR EU       7,563.0      (570.0)     499.0
YELLOW PAGES LTD  Y CN              334.0       (94.9)      40.9
YELLOW PAGES LTD  YLWDF US          334.0       (94.9)      40.9
YELLOW PAGES LTD  YMI GR            334.0       (94.9)      40.9
YELLOW PAGES LTD  YEUR EU           334.0       (94.9)      40.9
YRC WORLDWIDE IN  YRCWUSD EU      1,917.1      (380.7)     (20.0)
YUM! BRANDS -BDR  YUMR34 BZ       5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   YUM US          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   TGR TH          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   TGR GR          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   YUMEUR EU       5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   TGR QT          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   YUM SW          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   YUM AV          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   TGR TE          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   YUMUSD SW       5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   YUMUSD EU       5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   TGR GZ          5,003.0    (8,097.0)     561.0
YUM! BRANDS INC   YUM* MM         5,003.0    (8,097.0)     561.0



                            *********

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

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

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

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2019.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000.

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