/raid1/www/Hosts/bankrupt/TCR_Public/191204.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, December 4, 2019, Vol. 23, No. 337

                            Headlines

9227-1584 QUEBEC: Gets Initial Order Under CCAA Restructuring
AMERICAN SECURITY DOORS: Hires Santiago & Gonzalez as Counsel
APPROACH RESOURCES: Dec. 13 Final Hearing on $16.5MM DIP Financing
ARCH GROUP: Has Until Feb. 21 to File Plan & Disclosure Statement
ARDEN HOLDINGS: Case Summary & Unsecured Creditor

ARIZONA CALL-A-TEEN: Seeks Authority to Use Cash Collateral
ASHBY TOWNHOMES: Voluntary Chapter 11 Case Summary
BAYTEX ENERGY: Fitch Assigns BB- LT IDR, Outlook Stable
BHAKTEL LLC: Case Summary & 12 Unsecured Creditors
BLANCO RIVERWALK: Voluntary Chapter 11 Case Summary

BUMBLE BEE: Dec. 19 Hearing on Sale Guidelines, DIP Loans Okayed
CAMBER ENERGY: Incurs $276,964 Net Loss in Second Quarter
CARDINAL HOMES: Case Summary & 20 Largest Unsecured Creditors
CFO MGMT: Trustee's $4.3M Sale of Frisco Raw Land Approved
CFO MGMT: Trustee's $9.4M Sale of Frisco Property Approved

CHHATRALA GRAND: Seeks to Hire Parkikh Mehta as Accountant
CONFLUENCE ENERGY: Has Until Dec. 9 to File Final Plan & Disclosure
COUNTRYSIDE PROPERTY: Seeks More Time to File Bankruptcy Plan
COWBOY PUMPING: Allowed to Use Cash Collateral on Final Basis
CP #1109: US Trustee's Dismissal Motion to be Heard on Jan. 23

DA VINCI PURCHASER: Moody's Assigns B3 Corp. Family Rating
DA VINCI PURCHASER: S&P Assigns 'B' ICR; Outlook Stable
DIGNITY GROUP: Case Summary & 7 Unsecured Creditors
DOMINION ENERGY: Moody's Assigns Ba1(hyb) Rating on B Pref. Stock
DURA AUTOMOTIVE: Court Approves $84MM DIP Financing from Bardin

EAST HUDSON LEVEL: Taps Fine Ciliberti as Accountant
ELANAR CONSTRUCTION: Cash Collateral Use Continued Until Dec. 10
EP ENERGY: Seeks to Hire PwC to Offer Tax Compliance Services
EP ENERGY: Taps Dawson & Sodd as Legal Counsel
FIZZ & BUBBLE: Allowed to Use Cash Collateral Through Dec. 7

FIZZ & BUBBLE: Wants to Use Cash Collateral Through March 31
FORESIGHT AUTONOMOUS: Needs More Funds to Remain as Going Concern
GEORGIA DIRECT: Committee Seeks to Hire Mercho Caughey as Counsel
GYPSUM RESOURCES: Seeks More Time to File Bankruptcy Plan
HENDRIX SCHENCK: Files Third Amended Reorganization Plan

IMAGINE GROUP: S&P Lowers ICR to 'CCC-' on Liquidity Risks
IMPERIAL TOY: Seeks to Hire Arch & Beam as Financial Advisor
IMPERIAL TOY: Seeks to Hire Sheppard Mullin as Legal Counsel
K & M SPRAYING: Seeks to Hire Natural State Law as Legal Counsel
KAOPU GROUP: Posts $53,971 Net Income for Quarter Ended Sept. 30

LITHIA MOTORS: Moody's Rates $400MM Sr. Unsec. Notes Ba2
LITHIA MOTORS: S&P Rates New $400MM Senior Unsecured Notes 'BB'
M.E. SMITH: U.S. Trustee Objects to 2nd Amended Plan Outline
MBLA LLC: Case Summary & 5 Unsecured Creditors
MCCLATCHY CO: Reports $304.7 Million Net Loss in Third Quarter

MURRAY ENERGY: Davis Polk Represents Superpriority Lenders
N.Y. DIMPLE: Seeks Approval of Disclosure Statement
NATURAL PRODUCT: Seeks to Extend Exclusivity Period to March 16
NCL CORP: S&P Rates New $565MM Sr. Unsecured Notes Due 2024 'BB+'
NETWORK GROUP: Case Summary & 20 Largest Unsecured Creditors

NUVECTRA CORP: Seeks Authorization to Use Cash Collateral
OMEROS CORPORATION: Incurs $16.5 Million Net Loss in 3rd Quarter
P.P.S. TRUCKING: Has Permission to Use Interbank Cash Collateral
PAINTER SANTA: Case Summary & 2 Unsecured Creditors
PALM FROND: Seeks to Extend Exclusivity Period to Jan. 24

PIMA COUNTY: Moody's Lowers Rating on Education Bonds to Ba2
PIONEER NURSERY: Committee Hires McCormick Barstow as New Counsel
PORTAGE BIOTECH: Wins More Time to Remedy Default Under CSE Rules
PRINCE ORGANIZATION: First Choice to be Paid $1.8MM Over 25 Years
RADIO DESIGN: Case Summary & 20 Largest Unsecured Creditors

ROYAL TRANSPORT: Case Summary & 20 Largest Unsecured Creditors
RRNB 1290: Voluntary Chapter 11 Case Summary
RRNB 8400: Voluntary Chapter 11 Case Summary
SEMILEDS CORP: B F Borgers CPA PC Raises Going Concern Doubt
SOUTHERN UTAH PIZZA: Case Summary & 6 Unsecured Creditors

SPECTRUM BRANDS: S&P Alters Outlook to Negative, Affirms 'B+' ICR
STARION ENERGY: Seeks More Time to File Bankruptcy Plan
SUMMIT VIEW: Gets Approval to Hire Johnson Pope as Legal Counsel
SUNSET VIEW: Seeks to Hire Advantage Law Group as Counsel
SVB FINANCIAL: S&P Rates Preferred Issuance 'BB'

TALLAPOOSA RENEWABLE: Seeks to Hire Busch Slipakoff as Counsel
TARRANT COUNTY SENIOR: Seeks to Hire DLA Piper as Legal Counsel
TAYLOR VILLAS: Voluntary Chapter 11 Case Summary
TEMPLE 2358: Disclosure Statement Motion to be Heard on Dec. 18
TERRIER MEDIA: Moody's Assigns B2 CFR, Outlook Stable

TERRIER MEDIA: S&P Assigns 'B' Issuer Credit Rating; Outlook Stable
THE ROSEGARDEN HEALTH: Cash Collateral Hearing Continued to Dec. 18
TOPAZ VILLAS: Case Summary & 6 Unsecured Creditors
TRIBECA AESTHETIC: Plan Sponsor to Contribute $120,000
TWITTER INC: Moody's Assigns Ba2 CFR, Outlook Stable

TWITTER INC: S&P Assigns BB+ Issuer Credit Rating; Outlook Stable
VICI PROPERTIES: Fitch Rates Sr. Unsec. Notes 'BB'
VITA CRAFT: Gets Permission to Use BMO Harris Cash Collateral
WD-I ASSOCIATES: Disclosure Statement Motion to be Heard on Jan. 8

                            *********

9227-1584 QUEBEC: Gets Initial Order Under CCAA Restructuring
-------------------------------------------------------------
The Hon. Peter Kalichman of the Commercial Division of the Quebec
Superior Court of the District of Montreal has issued an order
("Initial Order") pursuant the Companies' Creditors Arrangement
Act.  The order provides a stay of proceedings against 9227-1584
Quebec Inc. and 9336-9262 Quebec Inc. until Dec. 2, 2019.  KPMG
Inc. was named monitor for the Companies.

KMPG Inc. can be reached at:

   KPMG Inc.
   Attn: Charles Grenier
   500, Grande-Allee Est, Suite 600
   Quebec, Canada
   Tel: 1-844-800-0825 (Toll-Free)
        514-840-2489 (Local Number)
   Email: squarecandiac@kpmg.ca

Attorneys for KMPG Inc:

   Blake, Cassels & Graydon LLP
   1 Place Ville Marie, Suite 3000
   Montreal, QC H3B 4N8

   Sebastien Guy
   Tel: 514-982-4020
   Email: sebastien.guy@blakes.com

   Adam T. Spiro
   Tel: 514-982-5074
   Email: adam.spiro@blakes.com

Attorneys for the Companies:

   Langloi Avocats LLP
   Attn: Guilaume Michaud
   1250 Rene-Levesque Blvd. West, 20th Floor
   Montreal, QC H3B 4W8
   Tel: +1-438-844-7826
   Email: guillaume.michaud@langlois.ca

For copies of the Initial Order, Monitor's Reports and relevant
materials, is available at
https://home.kpmg/ca/en/home/services/advisory/deal-advisory/creditorlinks/quebec-inc-9227-1584-and-9336-9262.html


AMERICAN SECURITY DOORS: Hires Santiago & Gonzalez as Counsel
-------------------------------------------------------------
American Security Doors Inc. seeks authority from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire the Law
Offices of Santiago & Gonzalez Law, LLC as legal counsel to
represent the company in its Chapter 11 case.

Nydia Gonzalez Ortiz, Esq., the firm's attorney who will be
handling the case, will charge an hourly fee of $250 and will
receive reimbursement for work-related expenses.  Other associates
of the firm will charge $125 per hour.

Santiago & Gonzalez Law received $4,000 as retainer fee.

Ms. Ortiz assures the court that her firm and its attorneys are
disinterested persons as defined in Section 101 (14) of the
Bankruptcy  Code.

The firm can be reached at:
    
     Nydia Gonzalez Ortiz, Esq.
     Law Offices of Santiago & Gonzalez Law, LLC
     11 Betances Street
     Yauco, PR 00698
     Tels: (787) 267-2205/267-2252
     Email: bufetesg@gmail.com

                        About American Security Doors Inc.

American Security Doors Inc. specializes in the protection and
security of shops, industries and residences.

American Security Doors filed a voluntary Chapter 11 petition
(Bankr. D.P.R. Case No. 19-05840) on Oct. 8, 2019, listing under $1
million in both assets and liabilities. Nydia Gonzalez Ortiz, Esq.,
at the Law Offices of Santiago & Gonzalez Law, LLC, is the Debtor's
legal counsel.


APPROACH RESOURCES: Dec. 13 Final Hearing on $16.5MM DIP Financing
------------------------------------------------------------------
The Hon. Judge Marvin P. Isgur in Houston, Texas, will hold a
hearing Dec. 13, 2019 at 1:30 p.m. (prevailing Central Time) to
consider entry of a final order approving Approach Resources, Inc.
and its debtor-affiliates' "Emergency Motion for Interim and Final
Orders (I) Authorizing the Debtors to use Cash Collateral on an
Interim Basis; (II) Obtaining Postpetition Credit Secured by Senior
Liens Upon Entry of a Final Order; (III) Granting Adequate
Protection; and (IV) Granting Related Relief".

Written objections are due no later than Dec. 10, 2019 at 4:00 p.m.
(prevailing Central time).

Approach Resources Inc. on Nov. 18 disclosed that it, along with
all of its subsidiaries, has commenced a voluntary Chapter 11 case
in the United States Bankruptcy Court for the Southern District of
Texas (Houston Division) to explore strategic alternatives,
including, without limitation, the restructuring of its balance
sheet or the sale of its business as a going concern, in a
court-supervised process.

The Company also disclosed that it has received a commitment from
its pre-petition lenders for $16.5 million in new money
"debtor-in-possession" financing, subject to court approval and
customary closing conditions.  The Company expects to use its
available cash along with proceeds of the DIP financing to pay the
expenses of Chapter 11 and to provide additional liquidity.  The
Company will continue to operate without interruption and
anticipates having sufficient liquidity to timely pay all
employees, vendors and suppliers for services and products provided
during the Chapter 11 process.

Upon court approval, the Company's DIP financing will be provided
by its current syndicate of RBL lenders, with JPMorgan Chase Bank,
N.A. as administrative agent.  The Company also is seeking court
approval of a variety of other "first day" motions to ensure that
it can continue to operate in the ordinary course of business
during its Chapter 11 case as intended.

On Nov. 20, Judge Isgur entered an interim order authorizing the
Debtors to use cash collateral.

The Debtors sought authority to use Cash Collateral of JPMorgan
Chase Bank, N.A., in its capacity as administrative agent, for
itself and for and on behalf of prepetition lenders.

Approach Resources also sought authority to obtain -- and its
subsidiary Debtors to guaranty -- post-petition DIP credit
financing in an aggregate principal amount of up to $41,250,000
from (i) JPMorgan Chase Bank, N.A. in its capacity as the
post-petition agent under a Senior Secured Super Priority
Debtor-in-Possession Credit Agreement; and (ii) the Prepetition
Lenders that are party to the DIP Credit Agreement, consisting of
(A) new
money revolving credit in an amount not to exceed $16,500,000 as
provided in the DIP Credit Agreement, and (B) roll-up loans to
refinance the Prepetition Claim in the amount up to $24,750,000 on
a final basis.

As of the Petition Date, the Prepetition Secured Parties hold
valid, enforceable, secured, and allowable claims against the
Borrower and each Guarantor, in an aggregate amount equal to: (a)
unpaid principal in the amount of not less than $322,000,000, plus
(b) undrawn letters of credit in the amount of not less than
$275,000, plus (c) all obligations under any swap agreement with a
secured swap provider, plus (d) obligations under any bank
products.

                 About Approach Resources Inc.

Forth Worth, Texas-based Approach Resources Inc. --
https://www.approachresources.com -- is a publicly owned Delaware
corporation.  The Company and its subsidiaries comprise an
independent energy company focused on the exploration, development,
production and acquisition of unconventional oil and gas reserves.
Their principal operations are conducted in the Midland Basin of
the greater Permian Basin in West Texas.

Approach Resources Inc. and its affiliates filed for Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 19-36444) on
Nov. 18, 2019, listing $100 million to $500 million in assets and
liabilities.  The petitions were signed by Sergei Krylov, chief
executive officer.  The Hon. Marvin Isgur presides over the case.

David M. Bennett, Esq., Demetra L. Liggins, Esq., and Anthony F.
Pirraglia, Esq., at Thompson & Knight LLP, serve as counsel to the
Debtors.  The Company has selected Perella Weinberg Partners LP to
act as its investment banker in connection with the Chapter 11
case, including to advise the Company in its exploration of these
strategic alternatives.  The Company is also being assisted by
Alvarez & Marsal North America, LLC as financial advisor.  The
Debtors' tax advisor is KPMG US LLP.  Epiq Corporate Restructuring
LLC is the Debtors' Claims, Noticing, and Solicitation Agent.



ARCH GROUP: Has Until Feb. 21 to File Plan & Disclosure Statement
-----------------------------------------------------------------
Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Middle
District of Florida has ordered Arch Group, Inc. to file a Plan and
Disclosure Statement on or before February 21, 2020.

The Disclosure Statement shall, at the minimum, contain adequate
information pertaining to the Debtor in the following areas:

(a) Pre− and post−petition financial performance;
(b) Reasons for filing Chapter 11;
(c) Steps taken by the Debtor since filing of the
     petition to facilitate its reorganization;
(d) Projections reflecting how the Plan will be
     feasibly consummated;
(e) A liquidation analysis; and
(f) A discussion of the Federal tax consequences as
     described in section 1125(a)(1) of the Bankruptcy Code.

A full-text copy of the Order is available at
https://tinyurl.com/t3p8786 from PacerMonitor.com at no charge.

Arch Group Inc. filed for bankruptcy protection on Oct. 25, 2019
(Bankr. M.D. Fla. Case No. 19-10127).  The Debtor is represented by
Michael R. Dal Lago, Esq. of Dal Lago Law.



ARDEN HOLDINGS: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: Arden Holdings, LLC
        3160 Arden Road
        Atlanta, GA 30305

Case No.: 19-69373

Business Description: Arden Holdings, LLC is engaged in activities
                      related to real estate.

Chapter 11 Petition Date: December 2, 2019

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Will B. Geer, Esq.
                  WIGGAM & GEER, LLC
                  Suite 1150
                  50 Hurt Plaza SE
                  Atlanta, GA 30303
                  Tel: (678) 587-8740
                  Fax: (404) 287-2767
                  Email: wgeer@wiggamgeer.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Sean Boyd, managing member.

The Debtor lists Moises Rodriguez as its sole unsecured creditor
holding a claim of $10,048.

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

          http://bankrupt.com/misc/ganb19-69373.pdf


ARIZONA CALL-A-TEEN: Seeks Authority to Use Cash Collateral
-----------------------------------------------------------
Arizona Call-A-Teen Youth Resources, Inc., seeks authority from the
U.S. Bankruptcy Court for the District of Arizona to use cash
collateral to pay operating expenses in accordance with its Budget
based upon actual operations.

JP Morgan Chase Bank, N.A. may claim liens on ACYR's Property. The
Debtor has not had sufficient time to determine the validity,
priority, enforceability, and/or the extent of the claimed liens.

The Debtor offers post-petition replacement liens to JP Morgan on
its inventory, accounts, and contract rights to the extent of cash
collateral actually expended, and on the same assets and in the
same order of priority as currently exists between the Debtor and
JP Morgan.

Furthermore, the Debtor's proposed use of the income to maintain
the business -- by paying for maintenance, repairs, insurance,
taxes and the like -- protects JP Morgan interests and reduces the
possibility that the business will decrease in value.

              About Arizona Call-A-Teen Youth Resources

Arizona Call-A-Teen Youth Resources, Inc. (ACYR) --
https://acyraz.org/ -- is a tax-exempt, nonprofit organization that
offers services primarily for young people who have either dropped
out or are at risk of leaving high school prior to graduation.  It
provides academic, vocational and employment programs to help
individuals discover their potential.

Arizona Call-A-Teen Youth Resources sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 19-14311) on
Nov. 11, 2019.  At the time of the filing, the Debtor was estimated
to have assets of between $1 million and $10 million and
liabilities of between $500,000 and $1 million.  The case has been
assigned to Judge Madeleine C. Wanslee.



ASHBY TOWNHOMES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Ashby Townhomes, LLC
        15051 E. Beltwood Pkwy
        Addison, TX 75001

Case No.: 19-43267

Business Description: Ashby Townhomes, LLC is a Single Asset Real
                      Estate debtor (as defined in 11 U.S.C.
                      Section 101(51B)).

Chapter 11 Petition Date: December 2, 2019

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Judge: Hon. Brenda T. Rhoades

Debtor's Counsel: John Paul Stanford, Esq.
                  QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER,
                  P.C.
                  2001 Bryan Street, Suite 1800
                  Dallas, TX 75201
                  Tel: (214) 880-1851
                  Fax: (214) 871-2111
                  Email: jstanford@qslwm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Eric Rioja, managing member.

The Debtor filed an empty list of its 20 largest unsecured
creditors.

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

         http://bankrupt.com/misc/txeb19-43267.pdf


BAYTEX ENERGY: Fitch Assigns BB- LT IDR, Outlook Stable
-------------------------------------------------------
Fitch Ratings assigned a first-time Long-Term Issuer Default Rating
of 'B+' and senior unsecured rating of 'BB-'/'RR3' to Baytex Energy
Corporation. The Rating Outlook is Stable.

Baytex' rating reflects its diversified North American asset base;
high % of liquids; moderate capex and operational flexibility;
conservative financial policy; favorable impacts of hedging on its
cash flows; and lack of a borrowing base in its revolver, which
eliminates the risk of unfavorable borrowing base redeterminations.
These positives are offset by the company's above-average
refinancing risk; which includes maturities of USD400 million notes
due in 2021 and CAD300 million notes in 2022; the non-operated
status of its Eagle Ford holdings; exposure to heavy oil
differentials; and modest M&A risk. The company's secured credit
facilities and term loan are due June 2021, but have a springing
maturity which pushes the maturity to April 2021 unless the company
refinances the 2021 note or maintains enough capacity on its
revolver to refinance it while keeping a $100 million cushion.
Fitch expects the company to be able to refinance or repay
maturities within the next six months.

KEY RATING DRIVERS

Diversified Asset Base: Baytex has an asset base that is well
diversified by geography and hydrocarbon mix. Geographically, the
company is in four key plays (Eagle Ford, Viking, Peace River,
Lloydminster), as well as earlier stage liquids exploration
development (the Duvernay). Production is split approximately 40%
US/60% Canada, with the Canadian production split between Alberta
and Saskatchewan. By hydrocarbon, the company' exposure to
oil/bitumen is 71%, NGLs 11% with natural gas the remaining 18%.
While heavy oil and bitumen are significantly discounted due to
quality and transportation differentials, the impact on BTE's
overall margins is softened by its Eagle Ford production (which has
LLS-linked price premium given its waterborne status) and Viking
production (which is priced off of MSW and has a moderate discount
to WTI). Similarly, while AECO gas benchmarks have been volatile
and depressed over the last few years, more than half of all gas
produced by BTE is from the Eagle Ford, which has historically sold
at a premium to Henry Hub.

Moderate Capex Flexibility: BTE is operator on most of its
properties, with the exception of the Eagle Ford, which is
non-operated. BTE exercises capital flexibility by setting its
budget around the Eagle Ford first, and then flexing up and down
elsewhere across the portfolio as needed. The Eagle Ford consumes a
modest portion of total spending, and leasehold drilling
commitments across its portfolio elsewhere are minimal. In the
event of a prolonged downturn, Fitch anticipates BTE would first
cut capital spending to live within cash flow, including
exploration spending on the early-stage Duvernay asset.

Asset sales are also a potential lever the company could pull.
Fitch believes the sale of a stake in the non-operated Eagle Ford
position could be attractive to buyers for several reasons,
including BTE's location in the core of the play (Karnes County),
the relative blockiness of the company's contiguous acreage
position and the lack of takeaway constraints.

Elevated But Manageable Refinancing Risk: BTE has elevated but
manageable refinancing risk. This includes USD400 million of 5.125%
senior unsecured bonds due June 1, 2021, and CAD300 million in
6.625% senior unsecured bonds due July 19, 2022. The company's
USD575 million credit facilities and CAD300 million term loan have
a springing lien that accelerates the maturity date to April 2,
2021 (prior to the 2021 bond) unless the company has enough
capacity on its revolver to repay those notes and maintain a
cushion of at least USD100 million.

Under its base case conditions, Fitch anticipates the company will
meet the repayment test with a reasonable amount of headroom. At
Sept. 30, 2019, there was approximately CAD271million outstanding
on the revolver. Fitch would note that unlike a number of peers,
Baytex' revolver is secured by a first priority interest in the
company's assets and properties, and not by a borrowing base, which
eliminates the risk of an unfavorable borrowing base
redetermination. Separately, the company funded an early redemption
of its USD150 million of 6.75% 2021 senior unsecured bonds this
past September out of cash on hand.

Exposure to Heavy Oil Differentials: BTE has moderate exposure to
heavy oil differentials through its Peace River and Lloydminster
assets. Collectively these produced 25,712 boepd of heavy oil in
third-quarter 2019 (3Q19), or approximately 32% of total liquids
production and 27% of BTE's overall production. While WCS has been
highly volatile over the last several years, the imposition of a
production quota in Alberta in 2019 dramatically tightened
discounts versus pre-quota levels, resulting in a net benefit for
most producers, including BTE. Spreads have widened by several
dollars per barrel recently due to rail issues and pending IMO 2020
changes, but remain at reasonable levels. The Alberta quotas have
affected BTE's volumes by a modest 1,000 boepd-1,500 boepd. BTE has
contracts in place for 11,000 bpd rail transport for its heavy oil
for the remainder of the year (7,500 bpd for 2020).

Moderate M&A Risk: Acquisitions have historically been an important
part of Baytex' growth plan, and provided growth opportunities and
the chance to high-grade assets. Recent transactions include the
August 2018 CAD1.6 billion acquisition of Raging River Exploration
Inc., which helped balance BTE's heavy oil exposure with higher
netback light-oil assets in the Viking and Duvernay. The company's
last two acquisitions (Raging River and Peace River assets)
included significant equity components. Fitch anticipates future
acquisitions will be similarly funded in a conservative way.

Track Record of Financial Conservatism: BTE has historically had a
conservative financial policy, allowing it to adapt to lower
commodity price environments. In the last downturn, BTE lowered
capex sharply, cut its dividend to zero, and raised CAD630 million
of equity to reduce debt. BTE has also been able to minimize cash
flow outspend over the past four years, and Fitch expects
management will apply free cash flow to achieve its leverage
target. In 3Q19, BTE redeemed its USD150 million 2021 6.75% note
using cash on hand.

Hedging: Baytex maintains a target hedging level of approximately
40%-50% of its production for the forward year. For second-half
2019 (2H19), the company has hedges for approximately 48% of its
net crude oil exposure, including 43% of WTI exposure with 18%
fixed at USD62.82/bbl and 25% hedged utilizing a three-way option.
BTE also has NYMEX natural gas swaps on approximately 22% of its
natural gas exposure at USD3.10/mmbtu. For 2020, hedges include 40%
of its crude oil exposure, largely utilizing a three-way option.

DERIVATION SUMMARY

Baytex' positioning against high-yield peers in the independent E&P
space is mixed but reasonable. In terms of size, at approximately
95,000 boepd (3Q19), Baytex is larger than single 'B' peers
including Lonestar Resources (B-/Stable) and Extraction Oil & Gas
(B+/Stable), but smaller than 'BB' names such as Murphy Oil
Corporation (BB+/Stable) or WPX Energy (BB/Stable). BTE's
diversification is also above average given its presence in the US
and Canada in four primary regions (Eagle Ford, Viking, Peace
River, Lloydminster), as well as earlier stage Duvernay. The
company's overall exposure to liquids is relatively high (82%) but
about one third of all production is heavy oil/bitumen, which
pressures netbacks due to substantial quality and transportation
related discounts. As calculated by Fitch, BTE's cash netback at
Sept. 30, 2019 was reasonable at CAD21.64/boe (USD16.35/boe), and
approximately in line with netbacks from SM Energy (USD16.22) and
LONE (USD15.59) but well below peers without heavy oil exposure
such as Murphy Oil (USD26.06). BTE's current financial flexibility
is limited versus peers and reflects elevated refinancing risk
given the company's near term maturities. No country-ceiling,
parent/subsidiary or operating environment aspects has an impact on
the rating.

Good Recovery: Fitch's recovery analysis used both a liquidation
approach and a going-concern approach. The going concern approach
produced the higher of the two valuations, resulting in its
assumption that BTE would be reorganized as a going-concern in
bankruptcy rather than liquidated.

The going concern approach assumed EBITDA of USD553 million which
takes into account a prolonged commodity price downturn and is
consistent with the later years of its stress price deck. An EV
multiple of 4.0x was applied to the GC EBITDA to calculate a
post-reorganization enterprise value. The choice of this multiple
considered the following factors: Fitch's historical bankruptcy
case study median exit EV multiple for E&Ps was 5.7x, with a range
of 4.5x-5.5x for recovery multiples. Selection of a lower multiple
was consistent with the non-operated nature of the Eagle Ford
assets, as well as exposure to lower-netback heavy oil in Canada.

The liquidation estimate reflects Fitch's view of transactional and
asset-based valuations, such as recent transactions in Canada and
the Eagle Ford basin on a USD/boepd of production and USD/1P
reserves basis, as well as NI 51-101 PV-10 estimates. This data was
used to determine a reasonable sales price for the company's
assets. In the liquidation approach, Fitch used a 50% advance rate
on A/R, which reflects lower booking of receivables in a depressed
commodity price environment modeled in the stress case. Fitch also
assumed under both cases that the senior secured revolver was drawn
at 100% as it is a secured facility, avoiding redetermination
risk.

Using the going concern approach, after administrative claims of
10%, and after all secured instruments had been repaid, the
remaining unsecured notes were well covered and had a Recovery
Rating of 'RR3'.

KEY ASSUMPTIONS

  - WTI of USD57.50/bbl in 2019 and 2020, USD55.00/bbl thereafter;

  - Henry Hub of USD2.75/mcf;

  - Modest production declines associated with maintenance-level
capital expenditure as management focuses cash flow on debt
reduction;

  - Slight increase in cash costs resulting from operating cost
pressure in the Eagle Ford, tempered by efficiency gains;

  - Refinancing of the 2021 and 2022 notes as well as the secured
term loan maturing in 2021 with 8% unsecured debt, revolver
maturity extended at current rates.

RATING SENSITIVITIES

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

  - Improved financial flexibility, including demonstrated ability
to refinance or repay near-term maturities to alleviate near-term
refinancing and liquidity risk within the next four-to-six months;

  - Commitment to conservative financial policy resulting in
mid-cycle debt with equity credit/EBITDA or FFO-adjusted leverage
below 3.0x (BTE's LTM debt/EBITDA as calculated by Fitch was
2.3x);

  - Sustained production approaching 110,000 boepd, maintaining
adequate reserve life and competitive corporate unit economics.

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

  - Deteriorating liquidity and financial flexibility, including
inability to repay or refinance near term maturities under
reasonable terms within the next four-to-six months;

  - Deviation from financial policy resulting in mid-cycle debt
with equity credit/EBITDA or FFO-adjusted leverage above 3.5x;

  - Loss of operational momentum leading to production below 75,000
boepd.

LIQUIDITY AND DEBT STRUCTURE

Current Liquidity Adequate but Limited: BTE's current liquidity is
adequate but limited. The company generally keeps minimal amounts
of cash on the balance sheet, instead relying on its senior secured
credit facilities to meet liquidity needs. The revolving facilities
are secured by the general assets and property of Baytex and
subsidiaries jointly, with no subordination between the Canadian
dollars and U.S. dollars denominated tranches as Baytex Energy
Corp. and Baytex Energy USA, Inc. are co-borrowers (excluding the
Raging River acquisition assets, which secures the term loan).
Baytex' secured credit facilities are not subject to a semi-annual
borrowing base redetermination. At Sept. 30, 2019, utilization on
the revolver was moderate with total drawn amounts of CAD271
million of an approximately CAD750 million commitment, as well as
CAD15.4 million of outstanding letters of credit. The revolving
facilities mature in June of 2021 but contain a springing maturity
feature to April 2021 if either a refinancing or repayment test for
the June 2021 notes is not met. The repayment test includes having
adequate undrawn capacity on its credit facilities to repay the
June 2021 notes while retaining at least USD100 million of
headroom.

Baytex' other financial covenants are manageable, and include a
senior secured debt/EBITDA (max of 3.5, actual 0.66x, at Sept. 30,
2019), and an EBITDA/interest coverage test (minimum of 2.0x,
actual 8.02x at Sept. 30, 2019).

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch has made no material adjustments that are not disclosed in
the company's public filings.

ESG CONSIDERATIONS

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


BHAKTEL LLC: Case Summary & 12 Unsecured Creditors
--------------------------------------------------
Debtor: Bhaktel, LLC
           dba Country Club Inn & Suites
        1104 Zanderson Avenue
        Jourdanton, TX 78026

Case No.: 19-52862

Business Description: Bhaktel, LLC is a privately held company
                      in the hotel and motel business.  The
                      company is the fee simple owner of a
                      property located at 1101 Country Club Dr.
                      in Kirksville, MO having a current value of
                      $2.5 million.

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Craig A. Gargotta

Debtor's Counsel: Heidi McLeod, Esq.
                  HEIDI MCLEOD LAW OFFICE
                  3355 Cherry Ridge, Suite 214
                  San Antonio, TX 78230
                  Tel: (210) 853-0092
                  Email: heidimcleodlaw@gmail.com

Total Assets: $2,600,200

Total Liabilities: $2,023,616

The petition was signed by Jatin Bhakta, president.

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

          http://bankrupt.com/misc/txwb19-52862.pdf


BLANCO RIVERWALK: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Blanco Riverwalk Business Park, LLC
        9811 S-IH 35
        Building 3, Suite 100

Case No.: 19-11647

Business Description: Blanco Riverwalk Business Park, LLC
                      is engaged in activities related to real
                      estate.

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Tony M. Davis

Debtor's Counsel: Stephen Wayne Lemmon, Esq.
                  STREUSAND, LANDON, OZBURN & LEMMON, LLP
                  1801 S. Mopac Expressway, Suite 320
                  Austin, TX 78746
                  Tel: 512-220-2688
                  Fax: 512-236-9904
                  Email: lemmon@slollp.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert W. McDonald, III, manager of BRPB
Partners, LLC, manager of Blanco Riverwalk Business Park, LLC.

The Debtor stated it has no unsecured creditors.

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

        http://bankrupt.com/misc/txwb19-11647.pdf


BUMBLE BEE: Dec. 19 Hearing on Sale Guidelines, DIP Loans Okayed
----------------------------------------------------------------
Bumble Bee Parent, Inc., and its debtor-affiliates will appear
before the U.S. Bankruptcy Court in Wilmington, Delaware, on Dec.
19, 2019, at 3:00 p.m. to seek approval of its Motion for Entry of
Orders (I) (A) Approving Bidding Procedures for the Sale of All or
Substantially All of the Debtors' Assets, (B) Authorizing and
Approving Entry Into the Stalking Horse APA, (C) Approving the
Designation of the Stalking Horse Bidder, (D) Approving Bid
Protections, (E) Scheduling a Sale Hearing and Objection Deadlines
With Respect to the Sale, (F) Scheduling an Auction, (G) Approving
the Form and Manner of Notice of the Sale Hearing and Auction, (H)
Approving Contract Assumption and Assignment Procedures, and (I)
Granting Related Relief; and (II) (A) Approving the Stalking Horse
Agreement; (B) Approving the Sale to the Stalking Horse Bidder (or
Backup Bidder) of Substantially All of the Purchased Assets of the
Debtors, Pursuant to Section 363 of the Bankruptcy Code Free and
Clear of All Liens, Claims, Interests, and Encumbrances; (C)
Approving the Assumption and Assignment of Certain Executory
Contracts and Unexpired Leases Pursuant to Section 365 of the
Bankruptcy Code, (D) Authorizing the Debtors to Consummate
Transactions Related Thereto, and (E) Granting Related Relief.

Objections to the request are due Dec. 9.

Bumble Bee Foods, one of North America's largest branded
shelf-stable seafood companies, on Nov. 21 disclosed that it has
entered into an asset purchase agreement with affiliates of FCF
Co., Ltd., which has agreed to acquire the company's assets for
$930.6 million.  To facilitate the sale and reduce its debt burden
caused by recent and significant legal challenges, the company
initiated proceedings under chapter 11 of the U.S. Bankruptcy Code
in the District of Delaware.  Bumble Bee has received new financing
commitments from its existing lenders that will provide sufficient
liquidity to fund the business through the closing of the sale.

"It's been a challenging time for our company but the actions allow
us to move forward with minimal disruption to our day-to-day
operations," said Jan Tharp, President and Chief Executive Officer
for Bumble Bee.  "We have an experienced leadership team in place
and plan to transform our business in bold and innovative ways that
will build a legacy worthy of our proud 120-year-old history."

FCF will serve as the "stalking horse" purchaser for the sale
process.  Its bid will be subject to a court-supervised auction
process designed to achieve the highest or otherwise best offer for
the company's business. Tharp said she anticipates that the
transaction will move swiftly and close within 60-90 days.

The Debtors propose to hold the auction, if any, at 10:00 a.m.
(prevailing Eastern Time) on Jan. 10, 2020 at the offices of Paul,
Weiss, Rifkind,
Wharton & Garrison LLP, New York, New York 10019, the Debtors'
counsel, or at a later date and time.

As part of the sale transaction, Bumble Bee's Canadian affiliate,
Connors Bros. Clover Leaf Seafoods Company ("CBCLS"), initiated
proceedings under the Companies' Creditors Arrangement Act (the
"CCAA").  As part of the CCAA, CBCLS tapped Alvarez & Marsal Canada
Inc. as the Monitor to oversee the CCAA proceedings.

Judge Silverstein has issued an interim order:

     (A) authorizing the Debtors to obtain a senior secured
asset-based DIP credit facility consisting of up to $200,000,000 in
revolving credit commitments, which will include (a) the immediate
conversion -- i.e. roll up -- of all outstanding Prepetition ABL
Credit Agreement Indebtedness into obligations under the ABL DIP
Facility upon entry of this Interim Order, (b) funding of certain
expenditures set forth in a budget, and (c) an amount equal to
$10,000,000 of the Revolving DIP Commitments available in the form
of standby letters of credit, inclusive of all outstanding letters
of credit existing under the Prepetition ABL Credit Agreement
converting to letters of credit under the ABL DIP Facility,
provided by Wells Fargo Capital Finance, LLC, as ABL DIP
administrative agent, and the lenders thereunder;

     (B) authorizing the Debtors to enter into the ABL DIP
Facility, and approving the terms and conditions thereof, as set
forth in this Interim Order and the ABL DIP Documents entered into,
by and among Bumble Bee Foods, LLC -- U.S. ABL DIP Borrower --
Connors Bros. Clover Leaf Seafoods Company as Canadian Borrower,
Bumble Bee Foods S.A.R.L. ("Holdings"), certain subsidiaries of
Holdings as guarantors, the ABL DIP Agent, and the ABL DIP
Lenders;

     (C) authorizing Bumble Bee Foods, LLC as Term Loan DIP
Borrower to obtain a senior secured term loan DIP credit facility
consisting of up to $80 million in term loan credit commitments and
borrow an amount not to exceed $40 million on an interim basis,
where a portion of the Interim ABL Commitment Amount shall be
accessed to effectuate the Prepetition ABL Roll Up, and the rest of
the Interim Order Commitment Amount shall be accessed to meet the
Debtors' working capital and other needs pending a final hearing;
and

     (D) authorizing the Debtors' use of Cash Collateral, and
granting the adequate protection and other relief.

Brookfield Principal Credit LLC, serves as the Term Loan
administrative agent.

As of the Petition Date, the outstanding aggregate principal amount
under the Prepetition ABL Credit Agreement was not less than
$192,420,215 consisting of $186,817,599 in revolving loans and
$5,602,616 in letters of credit.

As of the Petition Date, the outstanding aggregate principal amount
of term loans under the Prepetition Term Loan Credit Agreement was
$649,233,814 and the outstanding Prepayment Premium that was due
and payable was $32,461,691.

"It is our clear intent that all U.S. and Canadian operations
continue uninterrupted.  Employees will get paid, our customer
partners can count on us to continue delivering outstanding brands
and services, and vendors will be paid in the ordinary course of
business," added Mr. Tharp.

                      About Bumble Bee Foods

Bumble Bee -- https://www.bumblebee.com -- is a health and wellness
focused company with a full line of seafood and specialty protein
products marketed under certain brands including Bumble Bee(R),
Brunswick, Snow's(R), Wild Selections(R) and Beach Cliff(R).

Canadian affiliate, Connors Bros. Clover Leaf Seafoods Company --
http://www.cloverleaf.ca-- is a supplier of shelf-stable seafood,
producing and marketing its products under several brands,
including Clover Leaf(R), Brunswick(R) and Wild Selections(R).
CBCLS's international business distributes products under the
Brunswick(R) Bumble Bee(R) and Beach Cliff(R) brands to over 40
markets and countries, including Barbados, Jamaica, and Trinidad &
Tobago.

San Diego, California-based Bumble Bee Parent, Inc., and four
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead
Case No. 19-12502) on Nov. 21, 2019, before the Hon. Laurie Selber
Silverstein.  Bumble Bee Parent estimated $50 million to $100
million in assets and $500 million to $1 billion in liabilities.  
The petitions were signed by Kent McNeil, vice president.

Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, led by
Alan W. Kornberg, Esq., Kelley A. Cornish, Esq., Claudia R. Tobler,
Esq., and Aaron J. David, Esq., serves as counsel to the Debtors.  
Young Conaway Stargatt & Taylor LLP, led by Pauline K. Morgan,
Esq., Ryan M. Bartley, Esq., and Ashley E. Jacobs, Esq., serves as
co-counsel.

The Debtors' restructuring advisor is AlixPartners, LLP.  Their
investment banker is Houlihan Lokey, Inc.  Prime Clerk serves as
notice, claims, solicitation and balloting agent.

Counsel to affiliates of FCF Co., Ltd., the proposed Stalking Horse
Bidder is:

     Sanford Rosen, Esq.
     Rosen & Associates, P.C.
     747 Third Avenue
     New York, NY 10017

Counsel to the ABL Agent and ABL DIP Agent are:

     Peter S. Burke, Esq.
     Paul Hastings LLP
     515 S. Flower St., 25th Floor
     Los Angeles, CA 90071

          - and -

     Andrew V. Tenzer, Esq.
     Michael E. Comerford, Esq.
     Paul Hastings LLP
     200 Park Avenue
     New York, NY 10166

          - and -

     Matthew P. Ward, Esq.
     Morgan L. Patterson, Esq.
     Womble Bond Dickinson (US) LLP
     1313 North Market Street, Suite 1200
     Wilmington, DE 19801

Counsel to the Term Loan Agent and Term Loan DIP Agent:

     Matthew S. Barr, Esq.
     David N. Griffiths, Esq.
     Weil, Gotshal & Manges LLP
     767 Fifth Avenue
     New York, NY 10153

           - and -

     Paul N. Heath, Esq.
     Zachary I. Shapiro, Esq.
     Richards, Layton & Finger PA, 920
     N. King Street
     Wilmington, DE 19801

The CCAA Monitor is:

     Josh Nevsky
     Alvarez & Marsal Canada Inc.
     200 Bay Street, Suite 2900
     Royal Bank South Tower
     Toronto ON M5J 2J1



CAMBER ENERGY: Incurs $276,964 Net Loss in Second Quarter
---------------------------------------------------------
Camber Energy, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $276,964 on $6.38 million of total revenues for the three months
ended Sept. 30, 2019, compared to net income of $23.22 million on
$809,466 of total revenues for the three months ended Sept. 30,
2018.

For the six months ended Sept. 30, 2019, the Company reported a net
loss of $1.56 million on $6.50 million of total revenues compared
to net income of $19.72 million on $2.50 million of total revenues
for the same period in 2018.

As of Sept. 30, 2019, the Company had $31.19 million in total
assets, $6.15 million in total liabilities, $20.12 million in total
temporary equity, and $4.92 million in total stockholders' equity.

At Sept. 30, 2019, the Company's total current assets of $10.0
million exceeded its total current liabilities of approximately
$3.8 million, resulting in working capital of $6.2 million, while
at March 31, 2019, the Company's total current assets of $8.2
million exceeded its total current liabilities of approximately
$2.1 million, resulting in working capital of $6.1 million,
resulting in a minimal change in working capital.  Substantially
all of the Company's working capital which is in cash constitutes
cash held in an account designated for acquisitions and the use of
such funds is only available with the consent of a designee of the
Company's outstanding Series E Preferred Stock, who has advised the
Company that he does not plan to authorize the Company's further
use of the designated funds, unless or until the Company and the
Series E and F Preferred Stock holders can agree to certain amended
terms of the Plan of Merger.  It is anticipated that an agreement
will be reached, but the Company cannot provide any assurance that
an agreement will be reached on favorable terms, if at all.

The Company believes it will not have sufficient liquidity to
operate as a going concern for the next twelve months following the
issuance of the financial statements, unless it uses funds which
are currently held in a segregated account for acquisitions.

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

                     https://is.gd/r0TGeV

                     About Camber Energy

Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American:
CEI) -- http://www.camber.energy-- is an independent oil and gas
company engaged in the development of crude oil, natural gas and
natural gas liquids in the Hunton formation in Central Oklahoma in
addition to anticipated project development in the Texas Panhandle.
The Company also provides midstream and downstream pipeline
specialty construction, maintenance and field services via its
recently announced acquisition agreement with Lineal Star Holdings
LLC.

Camber Energy reported net income of $16.64 million for the year
ended March 31, 2019, following a net loss of $24.77 million for
the year ended March 31, 2018.  As of June 30, 2019, the Company
had $7.16 million in total assets, $1.97 million in total
liabilities, and $5.19 million in total stockholders' equity.

Camber Energy received on July 2, 2019, a deficiency letter from
NYSE American LLC stating that the Company is not in compliance
with the continued listing standards as set forth in Section
103(f)(v) of the NYSE American Company Guide.  The Deficiency
Letter indicated that the Company's securities have been selling
for a low price per share for a substantial period of time.


CARDINAL HOMES: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Cardinal Homes, Inc.
        525 Barnesville Hwy
        Wylliesburg, VA 23976

Case No.: 19-36275

Business Description: Cardinal Homes, Inc. --
                      https://www.cardinalhomes.com --
                      manufactures made-to-order, modular building
                      components for a growing client list of
                      building contractors engaged in residential
                      and light commercial construction projects.
                      The Debtor was formed in 1970 and is a
                      wholly-owned subsidiary of Alouette
                      Holdings, Inc., the debtor in Case No.
                      19-36126-KRH, pending in the U.S. Bankruptcy
                      Court for the Eastern District of Virginia.

Chapter 11 Petition Date: December 2, 2019

Court: United States Bankruptcy Court
       Eastern District of Virginia (Richmond)

Judge: Hon. Kevin R. Huennekens

Debtor's Counsel: Michael E. Hastings, Esq.
                  WHITEFORD TAYLOR & PRESTON, LLP
                  Two James Center
                  1021 E Cary Street, Suite 1700
                  Richmond, VA 23219
                  Tel: 804-799-7859
                  Fax: 540-759-3569
                  Email: mhastings@wtplaw.com

Debtor's
Notice,
Claims &
Balloting
Agent:            AMERICAN LEGAL CLAIM SERVICES, LLC
                  https://www.americanlegal.com/cardinalhomes

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Bret A. Berneche, CEO.

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

     http://bankrupt.com/misc/vaeb19-36275_creditors.pdf

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

          http://bankrupt.com/misc/vaeb19-36275.pdf


CFO MGMT: Trustee's $4.3M Sale of Frisco Raw Land Approved
----------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized David Wallace, the Chapter 11
trustee for CFO Management Holdings, LLC, to sell the parcel of raw
land consisting of approximately 9.3989 acres (approx. 409,416
square feet) and more commonly identified as being located at the
southwest quadrant of Main St. & Majestic Gardens Drive, Frisco,
Texas, to SNS Frisco for $4,348,868.

The sale is free and clear of all liens, claims, and encumbrances
(other than Permitted Encumbrances) and in accordance with the
terms of the Contract and the Contract amendment.

In the event that closing does not take place with the Buyer
identified in the Order (or such buyer's designee) under the terms
of that agreement, the Trustee is authorized to proceed with a sale
of the Raw Land to a Back-Up Buyer, including First Infra, under
substantially similar or more favorable terms to those provided in
the Contract.  Such sale would also be free and clear of all liens,
claims, and encumbrances (other than Permitted Encumbrances).

Any secured ad valorem property taxes owed by the Debtor with
respect to the Raw Land, including ad valorem taxes attributable to
the 2019 tax year, will be paid at closing on the sale.  In the
event that the sale closes after Dec. 31, 2019, any liens securing
year 2020 ad valorem property taxes will remain attached to the
real estate.  With respect to any "rollback taxes" that may become
due as a result of the change of use of the Raw Land and to be paid
in accordance with Section 10(b) of the Contract and with the
Amendment, any liens securing payment of such taxes will remain in
place until such taxes are paid in full.

The terms and conditions of the Order will be immediately effective
and enforceable upon its entry regardless of the applicability of
Bankruptcy Rule 6004(h).

A copy of the Contract is available at https://tinyurl.com/smkek3b
from PacerMonitor.com free of charge.

                   About CFO Management Holdings

CFO Management Holdings, LLC, through its subsidiaries, engages in
developing and selling residential and commercial real estate in
Collin County, Texas, and owns and manages a wild game ranch in
Southern Oklahoma.  The subsidiaries are Carter Family Office, LLC,
Christian Custom Homes, LLC, Double Droptine Ranch, LLC, Frisco
Wade Crossing Partners, LLC, Kingswood Development Partners, LLC,
McKinney Executive Suites at Crescent Parc Development Partners,
LLC, North-Forty Development LLC, and West Main Station
Development, LLC.

CFO Management Holdings and its subsidiaries sought Chapter 11
protection (Bankr. E.D. Tex. Case No. Lead Case No. 19-40426) on
Feb. 17, 2019.  In the petition signed by CRO Lawrence Perkins,
CFO
Management estimated $50 million to $100 million in both assets and
liabilities.  Annmarie Chiarello, Esq. and Joseph J. Wielebinski
Jr., Esq., at Winstead PC, serve as the Debtor's bankruptcy
counsel.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on March 4, 2019.  The committee is represented
by Singer & Levick PC as its legal counsel.

David Wallace was appointed as Chapter 11 trustee for the Debtors'
estates on April 10, 2019.



CFO MGMT: Trustee's $9.4M Sale of Frisco Property Approved
----------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized David Wallace, the Chapter 11
trustee for CFO Management Holdings, LLC, to sell the commercial
retail development located at 5855 Preston Rd, Frisco, Collin
County, Texas, which includes the retail suites, to Gaurang Pandya
for $9,376,450.

The sale is free and clear of all liens, claims, and encumbrances
(other than Permitted Encumbrances) and in accordance with the
terms of the Contract.

In the event that closing does not take place with the Buyer
identified in Exhibit A to the Order (or such buyer's designee)
under the terms of that agreement, the Trustee is authorized to
proceed with a sale of the FWC Retail Suites to a Back-Up Buyer
under substantially similar or more favorable terms to those
provided in the Contract; provided that the Trustee will consult
with CPIF Lending prior to selecting an alternative transaction
with a Back-Up Buyer and cooperate with reasonable requests from
CPIF Lending for information regarding the proposed alternative
transaction.   

Any secured ad valorem property taxes owed by the Debtor with
respect to the FWC Retail Suites, including ad valorem taxes
attributable to the 2019 tax year, will be paid at closing on the
sale.  In the event that the sale closes after Dec. 31, 2019, any
liens securing year 2020 ad valorem property taxes will remain
attached to the real estate.

Upon closing on the sale, the Trustee will place all sale proceeds
in an interest bearing escrow account, pending (a) the resolution
of any CPIF Challenge Claims, and (b) the determination of the
validity and priority of any lien held by the M&M Lien Claimants
and PC Legacy Two Trust with respect to the FWC Retail Suites.
Such liens of CPIF Lending, M&M Lien Claimants and PC Legacy Two
Trust will attach to the escrowed funds and the Escrow Account (up
to the amount of such valid liens and in the same priority as
existed prior to the sale) at closing, and such funds will remain
in escrow until and to the extent this Order or a further order of
the Court authorizes disbursement.  The funds held in the Escrow
Account will not be used for any purpose other than paying the
secured creditors pursuant to a final order of the Court, absent
further order of the Court.

The terms and conditions of the Order will be immediately effective
and enforceable upon its entry regardless of the applicability of
Bankruptcy Rule 6004(h).  

A copy of the Contract is available at https://tinyurl.com/stqrv9w
from PacerMonitor.com free of charge.

                   About CFO Management Holdings

CFO Management Holdings, LLC, through its subsidiaries, engages in
developing and selling residential and commercial real estate in
Collin County, Texas, and owns and manages a wild game ranch in
Southern Oklahoma.  The subsidiaries are Carter Family Office, LLC,
Christian Custom Homes, LLC, Double Droptine Ranch, LLC, Frisco
Wade Crossing Partners, LLC, Kingswood Development Partners, LLC,
McKinney Executive Suites at Crescent Parc Development Partners,
LLC, North-Forty Development LLC, and West Main Station
Development, LLC.

CFO Management Holdings and its subsidiaries sought Chapter 11
protection (Bankr. E.D. Tex. Case No. Lead Case No. 19-40426) on
Feb. 17, 2019.  In the petition signed by CRO Lawrence Perkins,
CFO
Management estimated $50 million to $100 million in both assets and
liabilities.  Annmarie Chiarello, Esq. and Joseph J. Wielebinski
Jr., Esq., at Winstead PC, serve as the Debtor's bankruptcy
counsel.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on March 4, 2019.  The committee is represented
by Singer & Levick PC as its legal counsel.

David Wallace was appointed as Chapter 11 trustee for the Debtors'
estates on April 10, 2019.


CHHATRALA GRAND: Seeks to Hire Parkikh Mehta as Accountant
----------------------------------------------------------
Chhatrala Grand Rapids, LLC and Bhogal Enterprises, LLC seek
approval from the U.S. Bankruptcy Court for the Western District of
Michigan to hire Parkikh Mehta & Associates as its accountant.

Parkikh Mehta will provide accounting review of and prepare the
Debtors' tax returns in the ordinary course.

The hourly rate to be charged by the firm is $250.

Parkikh Mehta and its members are disinterested persons as defined
in Section 101(14) of the Bankruptcy Code, according to court
filings.

The firm can be reached at:

     Devang S. Mehta, EA
     Parkikh Mehta & Associates
     22632 Golden Springs Drive, Suite 110
     Diamond Bar, CA 91765
     Tel: (909) 312-2825
     Email: dmehta@pmaadvisors.com

                About Chhatrala Grand Rapids and
                     Bhogal Enterprises

Chhatrala Grand Rapids, LLC, and its affiliate Bhogal Enterprises,
LLC, operate hotels and motels.  

Chhatrala Grand and Bhogal Enterprises sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Lead Case No.
19-03908) on Sept. 16, 2019.

At the time of the filing, Chhatrala Grand had estimated assets of
less than $50,000 and liabilities of between $10 million and $50
million while Bhogal Enterprises had estimated assets of less than
$50,000 and liabilities of between $100,000 and $500,000.  

The case is assigned to Judge John T. Gregg.  The Debtor is
represented by Mark H. Shapiro, Esq., at Steinberg Shapiro & Clark.


CONFLUENCE ENERGY: Has Until Dec. 9 to File Final Plan & Disclosure
-------------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado ordered that Debtor Confluence Energy, LLC
file its final version of the Plan and the accompanying Disclosure
Statement on or before December 9, 2019.

             About Confluence Energy

Confluence Energy, LLC, manufactures wood pellet for residential
and commercial heating use. Founded in 2008, the company provides
multiple types of products using biomass materials for a variety of
purposes. It is headquartered in Kremmling, Colorado.

Confluence Energy sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 18-17090) on Aug. 14,
2018. In the petition signed by Mark Mathis, managing member, the
Debtor disclosed $11,204,345 in assets and $14,949,092 in
liabilities. Judge Elizabeth E. Brown oversees the case. Aaron A.
Garber, Esq., at Buechler & Garber, LLC, serves as the Debtor's
bankruptcy counsel.

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


COUNTRYSIDE PROPERTY: Seeks More Time to File Bankruptcy Plan
-------------------------------------------------------------
Countryside Property Maintenance, LLC asked the U.S. Bankruptcy
Court for the Southern District of Florida to extend the
exclusivity period to file a Chapter 11 plan to Jan. 24, 2020, and
the period to solicit acceptances for the plan to March 24, 2020.

Countryside Property said it needs additional time to resolve its
objections to claims of creditors, Econosweep Maintenance and
Service, Inc. and Nathan D. Spaulding, and to negotiate a sale of
its assets, which will dictate the terms of its bankruptcy plan.

              About Countryside Property Maintenance

Countryside Property Maintenance, LLC is a commercial property
maintenance company in Florida.  It provides parking lot sweeping,
pressure cleaning and porter services.

Countryside Property Maintenance filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 19-15633) on April 29, 2019.  In the
petition signed by Larry Healy, manager, the Debtor estimated $1
million to $10 million in both assets and liabilities.  

The Hon. Robert A. Mark oversees the case. Bradley S. Shraiberg,
Esq., at Shraiberg Landau & Page, P.A., is the Debtor's bankruptcy
counsel.  

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


COWBOY PUMPING: Allowed to Use Cash Collateral on Final Basis
-------------------------------------------------------------
Judge Janice D. Loyd of the U.S. Bankruptcy Court for the Western
District of Oklahoma authorized Cowboy Pumping Unit Sales & Repair,
LLC to use cash collateral on a final basis.

Interbank has agreed to the Debtor's use of cash collateral to pay
the ordinary and necessary operating expenses of the Estate's
business and assets only for the period from Nov. 7 through and
including Jan. 24, 2020, pursuant to and in accordance with the
terms of the Agreed Final Order.

Interbank holds a claim against the Debtor in the approximate
amount of $13,000,000 secured by substantially all of the Estate's
property and assets, including the proceeds therefrom.

Interbank is granted valid, binding, enforceable, and automatically
perfected liens co-extensive with Interbank's pre-petition liens,
in all currently owned or hereafter acquired property and assets of
the Estate, of any kind or nature, whether real or personal,
tangible or intangible, wherever located, now owned or hereafter
acquired or arising and all proceeds and products thereof,
including, without limitation, all cash, goods, accounts
receivable, general intangibles, and deposit accounts, which are
related to the Collateral, excluding only causes of action arising
under chapter 5 of the Bankruptcy Code. Said Replacement Liens will
be given to the extent of any decrease in value of the Collateral
or Cash Collateral and will have the same priority as Interbank's
pre-petition liens.  

A copy of the Agreed Final Order is available for free at
https://is.gd/XQbhTw from Pacermonitor.com

                    About Cowboy Pumping

Cowboy Pumping Unit Sales & Repair, LLC disassembles, repairs,
moves or reassembles any pumping unit equipment.  It was created to
provide service to oil and gas operators that have pumping units in
Central and Northwest Oklahoma.

Cowboy Pumping Unit Sales & Repair filed a voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No.
19-14561) on Nov. 7, 2019.  In the petition signed by Tom Holder,
vice-president, the Debtor was estimated to have $50,000 in assets
and $10 million to $50 million in liabilities.  Stephen J.
Moriarty, Esq.,at Fellers, Snider, Blankenship, Bailey & Tippens,
P.C., is the Debtor's counsel.


CP #1109: US Trustee's Dismissal Motion to be Heard on Jan. 23
--------------------------------------------------------------
The hearing on the U.S. Trustee's Motion to Dismiss or Convert in
the bankruptcy case of CP #1109 LLC will be continued to January
23, 2020, Judge Mindy Mora ordered.

The Debtor was ordered to file and circulate a revised amended
disclosure statement addressing the objections raised by the United
States Trustee and Continental Motors, Inc. no later than Nov. 20.
If disputes over the adequacy of the revised amended disclosure
statement remain, the Debtor, no later than Nov. 22, was to notify
the Court and request a further hearing be set to resolve the
objections. If no disputes remain, then not later than Nov. 22, the
Debtor was to upload the appropriate order approving the disclosure
statement and setting confirmation for Jan. 23, 2020, at 1:30 p.m.


A full-text copy of the Order is available at
https://tinyurl.com/r4u88oh from PacerMonitor.com at no charge.

           About CP#1109 LLC

CP#1109, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 18-25821) on Dec. 20, 2018. At the
time of the filing, the Debtor was estimated to have assets of less
than $1 million and liabilities of less than $500,000. The case is
assigned to Judge Mindy A. Mora. AM Law, LLC, is the Debtor's
counsel.


DA VINCI PURCHASER: Moody's Assigns B3 Corp. Family Rating
----------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
a B3-PD Probability of Default Rating to Da Vinci Purchaser Corp.
Moody's also assigned a B2 rating to the company's proposed senior
secured first lien credit facilities, consisting of a $125 million
revolving credit facility expiring 2024 and a $920 million term
loan due 2026. Proceeds from the new first lien term loan, the
unrated $345 million second lien term loan, and new common equity
from a group of investors led by the private equity firm Leonard
Green & Partners (and including Arsenal Capital Partners and Novo
Holdings) will be used to finance the acquisition of WCG in a
leveraged buyout transaction. The outlook is stable.

"WCG's B3 Corporate Family Rating incorporates the aggressive
financial policies under private equity ownership resulting in very
high pro forma debt-to-EBITDA of 7.7x for the trailing twelve
months ended September 30, 2019, following the proposed leveraged
buy-out," said Vladimir Ronin, Moody's lead analyst for the
company. "However, we forecast that WCG's projected earnings
growth, and solid free cash flow generation support a reduction in
leverage to the mid-6.0x over the next twelve to eighteen months,"
added Ronin.

Moody's took the following rating actions:

Issuer: Da Vinci Purchaser Corp.

Corporate Family Rating, Assigned B3

Probability of Default Rating, Assigned B3-PD

Proposed Gtd Senior Secured First Lien Revolving Credit Facility,
Assigned B2 (LGD3)

Proposed Gtd Senior Secured First Lien term loan, Assigned B2
(LGD3)

Outlook: Stable

Ratings assigned are subject to receipt and review of final
documentation.

RATINGS RATIONALE

WCG's B3 corporate family rating broadly reflects its very high
financial leverage with pro forma Moody's adjusted debt-to-EBITDA
of 7.7x for the twelve months ended September 30, 2019. The rating
also acknowledges the elevated financial risk associated with its
private equity ownership evidenced by aggressively high initial
debt levels following the proposed leveraged buy-out, as well as a
track record of aggressive approach to growth through debt-funded
acquisitions. WCG's rating is also constrained by its relatively
small absolute size, and significant concentration among its top
customers. The rating is supported by WCG's leading position within
the fragmented niche market for institutional review board services
and strong growth in its clinical services business segment.
Moody's expects WCG to benefit from favorable industry and
regulatory fundamentals within the market for IRB services, and
growth supported by uptake in Single Review Service and software
product offerings. Moody's forecasts that debt/EBITDA will fall to
the mid-6.0x over the next twelve to eighteen months, largely
driven by EBITDA growth. While the industry has few legal barriers
to entry, WCG's strong market share and solid reputation provide it
with a defensible position within this niche information services
segment, demonstrated by the company's historically high client
retention rates.

The stable outlook reflects Moody's expectation that WCG will
benefit from high single-digit earnings growth and solid free cash
flow generation, which support the company's ability to reduce
leverage to levels more in line with the rating category and
maintain adequate liquidity. However, even with expected EBITDA
growth, leverage is expected to remain very high due to the
company's aggressive financial policies.

The ratings could be downgraded if the company faces top-line and
earnings pressure, or if operating margins, cash flow, or liquidity
deteriorate. Quantitively, ratings could be downgraded should WCG
fail to consistently reduce debt/EBITDA over the next twelve to
eighteen months such that it falls below 6.5x by the middle of
2021. Additionally, the ratings could be downgraded if the company
engages in material debt-financed acquisitions or shareholder
distributions.

The ratings could be upgraded if the company demonstrates a
commitment to less aggressive financial policies with
debt-to-EBITDA sustained below 5.5x and free cash flow as a
percentage of debt maintained above 5%.

The proposed first lien term loan is expected to have no financial
maintenance covenants while the proposed revolving credit facility
will contain a springing maximum first lien leverage ratio that
will be tested when the revolver is more than 35% drawn. In
addition, the first lien credit facility contains incremental
facility capacity up to the greater of $172.7 million or 100%
consolidated EBITDA, plus an additional amount subject to either a
5.25x pro forma First Lien Secured Net Leverage Ratio (pari passu
secured debt), 7.25x Secured Net Leverage Ratio (pari passu junior
debt), or (i) 7.25x Total Net Leverage Ratio (pari passu unsecured
debt), (ii) the company may also be able to incur unsecured debt
subject to the 2.0x interest coverage ratio. Terms may allow for
the release of guarantees when any subsidiary ceases to be wholly
owned and there are no "blocker" provisions providing additional
restrictions on top of the covenant carve-outs to limit collateral
leakage through transfers of assets to unrestricted subsidiaries.
There are leverage-based step-downs in the asset sale prepayment
requirement to 50% and 0% if the First Lien Leverage Ratio is equal
to or less than 0.5x and 1.0x, inside the closing date First Lien
Leverage Ratio, respectively.

Social and governance considerations are material to WCG's credit
profile. Social risks for WCG include failure to apply applicable
regulations to the conduct of clinical research. WCG satisfies the
regulations by providing the ongoing review of research protocols
and related materials of various clinical trials. The protocol
review assesses the ethics of the research and its methods, and
seeks to ensure the risks of research for human subjects are
reasonable relative to anticipated benefits of the research.
Additionally, a possible data breach event, where intellectual
property and other internal types of sensitive records could be
subject to legal or reputational issues. However, management
monitors its social risks closely, including data protection, and
workforce resource planning. Management also notes that there have
been no such instances since company began its operations. Among
governance considerations, WCG's financial policies under private
equity ownership are aggressive, reflected in high initial debt
levels following the proposed leveraged buy-out, as well as a track
record of strategy to supplement organic growth with material
debt-funded acquisitions.

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

Based in Princeton, NJ, WCG through its operating subsidiaries
including WIRB-Copernicus Group, Inc., is a leading institutional
review board and clinical services organization. IRBs provide
federally mandated reviews of clinical trials and other research
protocols to ensure compliance with regulations that govern the
protection, safety, welfare, and ethical treatment of human trial
subjects. WCG's CSO provides a suite of technology and
technology-enabled services solutions to increase the efficiency of
clinical research. WCG's clinical services and technology offerings
include contract and budget negotiation, clinical trial document
management, study start-up acceleration, regulatory and ethical
review services, oversight of research involving gene therapy, and
lab safety consulting. WCG's customers include pharmaceutical
companies, biotechnology and contract research organizations (CROs)
and institutions (primarily academic medical centers). The company
signed a definitive agreement to be acquired by financial sponsor
Leonard Green & Partners in late 2019. For the twelve months ended
September 30, 2019 WCG generated revenues of approximately $427
million.


DA VINCI PURCHASER: S&P Assigns 'B' ICR; Outlook Stable
-------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to Da
Vinci Purchaser Corp. (doing business as WIRB-Copernicus Group or
WCG), and its 'B' first lien issue-level rating and '3' recovery
rating to the company's proposed $920 million first-lien term loan
and $125 million revolver. The $345 million second-lien loan is
unrated.

WCG is a leading U.S. provider of institutional review board (IRB)
services, a regulatory required service for clinical trials, in
which an independent group reviews trial protocols to ensure
adequate protection of human rights and welfare. The company has a
long history and is the largest commercial player in this niche.
The IRB segment accounts for about 50% of the company's overall
revenue, with the balance consisting of lower-margin clinical
services organizations (CSO), which focus on a variety of niche
services to help accelerate clinical trials. A third segment,
insight services, represents only about 1% of the business under
the company's market insight and intelligence (MII) division. S&P
expects the company will focus on cross-selling its CSO services to
IRB customers to accelerate revenue growth in the CSO segment.

S&P's stable rating outlook on WCG reflects its expectation that
the company will generate good revenue growth, stable margins, and
modest free cash flow even as leverage remains above 7x given
financial sponsor ownership.

"We could lower the rating if we expect the ratio of free cash flow
to debt will drop to 2.5%. We believe this scenario could unfold if
WCG is unable to win and retain customers in the CSO business, if
it experiences operational challenges or mergers and
acquisitions-related integration disruptions, or if it materially
increases leverage due to M&A," S&P said.

Given the limited scale of WCG's business, and the company's
uncertain success in significantly expanding the CSO service
offering, S&P believes that the chances of an upgrade are limited
in the next 12 months. S&P could consider an upgrade if leverage
falls below 5x, providing it were confident leverage would remain
at this level.


DIGNITY GROUP: Case Summary & 7 Unsecured Creditors
---------------------------------------------------
Debtor: The Dignity Group, LLC
        5787 S. Hampton, Suite 230 D
        Dallas, TX 75232

Case No.: 19-34024

Business Description: The Dignity Group, LLC purchases, repairs,
                      and sells houses in the Dallas area.  The
                      Company previously filed for bankruptcy
                      protection on Aug. 5, 2019 (Bankr. N.D. Tex.
                      Case No. 19-32633).

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Stacey G. Jernigan

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS, P.C.
                  12770 Coit Rd., Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  Email: eric@ealpc.com

Total Assets: $2,553,000

Total Liabilities: $1,695,379

The petition was signed by Fred Cartwright, managing member.

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

        http://bankrupt.com/misc/txnb19-34024.pdf


DOMINION ENERGY: Moody's Assigns Ba1(hyb) Rating on B Pref. Stock
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 (hyb) rating to Dominion
Energy, Inc.'s Series B Fixed-Rate Reset Cumulative Redeemable
Perpetual Preferred Stock. The outlook for Dominion is stable.

RATINGS RATIONALE

The Ba1 (hyb) rating assigned to Dominion's Preferred Stock
reflects the security's relative position in the company's capital
structure compared to its senior unsecured debt. The Preferred
Stock is subordinated, and junior in right of payment, to
Dominion's $13 billion of senior unsecured and junior subordinated
debt. The two-notch rating differential between the Preferred Stock
and the Baa2 senior unsecured rating is consistent with its
methodology guidance for notching corporate instrument ratings
based on differences in security and priority of claim.

Dominion intends to use the net proceeds from the Preferred Stock
issuance for general corporate purposes and to repay short-term
debt, including commercial paper.

The Preferred Stock contains equity-like features including no
stated maturity and the option to skip coupon payments. Since
investment-grade issuers have rarely missed coupon payments on
these types of securities, Moody's considers the cash flow stream
associated with them to be similar in nature to the cash outflows
associated with servicing debt. As a result, these securities
receive only partial equity treatment in Moody's calculation of
debt coverage and financial leverage ratios. The Preferred Stock
will receive basket "C" treatment (i.e. 50% equity and 50% debt)
for the purpose of adjusting financial statements.

Dominion's credit profile is supported by its large size and
diversity, with over $100 billion of total assets and material
utility operations in 5 states and a stable business profile, with
70% of projected cash flow coming from regulated utilities and
about 25% from contracted natural gas transportation services.

The company continues to have financial metrics that are weak for
the current rating, such as about 11% cash flow from operations
before changes in working capital (CFO pre-WC) to debt through LTM
3Q19. However, these numbers include a series of one-time 2019 cash
outflows and only 9 months of SCANA Corporation (Ba1 positive) cash
inflow. In 2020, Moody's expects the company to generate roughly
$6.0 billion of cash flow, which is about 13% of the $46 billion in
total adjusted debt that Moody's projects by year-end 2020. Moody's
will continue to monitor the company's efforts toward improving its
financial ratios to at least 14% CFO pre-WC to debt, since
management has evidenced a willingness and ability to take credit
supportive measures in the last 12 months.

Environmental considerations incorporated into its analysis include
Dominion's position as a holding company for vertically integrated
utilities that operates coal-fired power generation facilities. It
is also heavily invested in natural gas infrastructure and has a
moderate carbon transition risk within the utility sector. The
company is transitioning to a less carbon intensive power
generation fleet, including the 2019 announced retirement of 10
coal plants and the pursuit of a 2.6 gigawatt offshore wind
portfolio off the coast of Virginia. At the same time, its
construction of the natural gas Atlantic Coast Pipeline has become
delayed due to social pressures around permitting and the
environmental impact of the pipeline's construction. This is
increasing the pipeline's cost and outstanding debt, about $900
million of which is guaranteed by Dominion. Dominion is also
exposed to hurricane risk, with its primary utility service
territories in Virginia and South Carolina; however, to-date, the
company has been successful in supporting customers through storm
events and recovering related costs.

Dominion will continue to manage these issues with an eye toward
customer rates, since this is a key driver in customer, regulatory
and political relations. Moody's incorporates a view that
Dominion's stakeholder outreach and relationships are strong and
supportive to credit.

The principal methodology used in this rating was Regulated
Electric and Gas Utilities published in June 2017.


DURA AUTOMOTIVE: Court Approves $84MM DIP Financing from Bardin
---------------------------------------------------------------
DURA Automotive Systems, LLC, a global automotive supplier
specializing in the design, engineering, and manufacturing of
automotive mobility products, including parts and systems to
support the industry's shift to electric vehicles, says that the
U.S. Bankruptcy Court for the District of Delaware has granted
funds managed by Bardin Hill Investment Partners LP and its
affiliates approval to provide a $84 million debtor-in-possession
financing facility to the Company.  The financing facility will
replace a previously announced commitment by the lender under the
Company's prior revolving credit facility.

Proceeds from the financing will be used to fund DURA's ongoing
business operations, including capital expenditures for future
platforms, and help the Company meets its commitments to employees,
customers, and vendors as it pursues a going-concern sale ("363
sale").  The financing will allow DURA to continue business as
usual while the expedited 363 sale process takes place. DURA and
its advisors will now conduct an accelerated marketing process over
the coming weeks for a qualified purchaser that would agree to
purchase all of DURA's assets and assume all customer, trade, and
employee obligations.  DURA intends for any sale to close within
approximately 120 days.  To the extent another bidder is not timely
found, Bardin Hill and existing creditors have committed to
restructure DURA's funded indebtedness pursuant to a chapter 11
plan of reorganization that would pay claims of customers,
employees, and go-forward suppliers and trade vendors in full in
cash at closing or in the ordinary course of business.

"Bardin Hill's commitment provides DURA with the capital required
for us to continue business as usual and ensure our customers,
vendors and employees are compensated during our restructuring
process," said Marc Beilinson, member of DURA's Transaction
Committee.  "This critical funding will allow us to continue our
expedited sales process as we work to find a buyer that will not
result in any supply disruptions to customers or impairments to
trade obligations.  We look forward to Bardin Hill's ongoing
support as we seek to best position the Company for future
success."

John Greene, Portfolio Manager at Bardin Hill, added, "We are
pleased that the Court has provided us the opportunity to support
DURA during this critical time.  As a leading global automotive
supplier, we have full confidence in DURA's growth trajectory and
look forward to working with management to capitalize on DURA's
quality manufacturing, talented workforce, and new business
opportunities."

DURA's counsel is Kirkland & Ellis LLP, its restructuring advisor
is Portage Point Partners, LLC, and its financial advisor is
Jefferies LLC.

                   About Dura Automotive Systems

Headquartered in Auburn Hills, Mich., Dura Automotive Systems, LLC
-- https://www.duraauto.com/ -- together with its affiliates, is an
independent designer and manufacturer of automotive systems,
including mechatronic systems, exterior systems, and lightweight
structural systems, among others.  It is nationally certified in
the United States by the Women's Business Enterprise Council, and
operates 25 facilities in 13 countries throughout North America,
South America, Europe and Asia.

Dura Automotive Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Lead Case No. 19-06741) on Oct.
17, 2019.

At the time of the filing, the Debtors had estimated assets of
between $100 million and $500 million and liabilities of between
$100 million and $500 million.  

The cases have been assigned to Judge Randal S. Mashburn.

The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as bankruptcy counsel; Bradley Arant Boult
Cummings LLP as local counsel; Portage Point Partners, LLC as
restructuring advisor; Jefferies LLC as financial advisor and
Investment banker; and Prime Clerk LLC as claims agent.



EAST HUDSON LEVEL: Taps Fine Ciliberti as Accountant
----------------------------------------------------
East Hudson Level Flooring Systems, Inc. received approval from the
U.S. Bankruptcy Court for the Southern District of New York to hire
Fine, Ciliberti & DiPietro, Ltd. as its accountant.
  
The firm will provide these accounting services:

     a. prepare financial statements and other reports required by
the court or under the U.S. Trustee Guidelines.

     b. prepare tax returns;

     c. consult and advise the Debtor concerning its historical and
ongoing business affairs and operations; and

     d. other professional accounting services required by the
Debtor in order to comply with the requirements of the court, the
U.S. trustee and the Bankruptcy Code.

The firm's hourly rates are:

     Partners             $325
     Senior Accountants   $275
     Staff                $225
     Secretarial          $100

Fine Ciliberti estimates that its fees will not exceed $20,000.

Guy DiPietro, a partner at Fine Ciliberti and the firm's accountant
who will be providing the services, disclosed in court filings that
he neither represents nor holds any interest adverse to the
Debtor's estate.

Fine Ciliberti can be reached through:

     Guy DiPietro
     Fine, Ciliberti & DiPietro, Ltd.  
     520 Bedford Road
     Pleasantville, NY 10570
     Phone: 914-747-2733

             About East Hudson Level Flooring Systems

East Hudson Level Flooring Systems, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Case No.
19-22812) on April 16, 2019.  At the time of the filing, the Debtor
disclosed $1,360,150 in assets and $3,295,970 in liabilities.  

The case is assigned to Judge Robert D. Drain.  The Debtor tapped
Robert Leslie Rattet, Esq., at Rattet PLLC, as its legal counsel.


ELANAR CONSTRUCTION: Cash Collateral Use Continued Until Dec. 10
----------------------------------------------------------------
Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois approved the motion filed by Elanar
Construction Co., to use cash collateral to pay post-petition
expenses to third parties during the period from Nov. 25, 2019
through Dec. 10, 2019.

In return for the Debtors' continued interim use of cash
collateral, Internal Revenue Service and John Deere Financial are
granted the following adequate protection for their purported
secured interests in the following: cash collateral equivalents,
including the Debtor's cash and accounts receivable, among other
collateral:

     (1) The Debtor will permit the Secured Parties to inspect,
upon reasonable notice and within reasonable business hours, the
Debtor's books and records;

     (2) The Debtor will maintain and pay premiums for insurance to
cover the Collateral from fire, theft and water damage;

     (3) The Debtor will, upon reasonable request, make available
to the Secured Parties evidence of that which constitutes their
collateral or proceeds;

     (4) The Debtor will properly maintain the Collateral in good
repair and properly manage the Collateral; and

     (5) The Secured Parties are granted replacement liens,
attaching to the Collateral, but only to the extent of their
prepetition liens.

A final hearing on the motion is scheduled on Dec. 10, 2019 at
10:30 a.m.

                 About Elanar Construction Co.
        
Founded in 2001, Elanar Construction is a privately held company in
the commercial & residential construction industry.  The Company
sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 19-01576)
on Jan. 18, 2019.  In the petition signed by Ross Burns, president,
the Debtor was estimated to have assets of $1 million to $10
million and liabilities of the same range.  The case is assigned to
Judge Timothy A. Barnes.  Crane, Simon, Clar & Dan, led by name
partner Arthur G. Simon, is the Debtor's counsel.


EP ENERGY: Seeks to Hire PwC to Offer Tax Compliance Services
-------------------------------------------------------------
Bret Oliver, a partner of PricewaterhouseCoopers LLP (PwC), filed a
declaration with the Bankruptcy Court regarding his firm's
retention in connection with the cases of EP Energy Corporation, et
al.

The Debtors have requested the Firm to provide tax compliance
services, including tax accrual preparation services and tax return
preparation services, on an as-requested basis, assistance with
monthly sales and use tax compliance services; tax consulting
services; and ad-hoc accounting advisory services to the Debtors
and the Firm has consented to provide such services, Mr. Oliver
stated.

The Debtors do not owe the Firm for prepetition services.

The Firm is conducting further inquiries regarding its retention by
any creditors of the Debtors, and upon conclusion of that inquiry,
or at any time during the period of its employment, if the Firm
should discover any facts bearing on the matters described herein,
the Firm will supplement the information contained in the Oliver
Declaration.

A full-text copy of the Oliver declaration is available at
https://tinyurl.com/wd2749j from PacerMonitor.com at no charge.

             About EP Energy

EP Energy Corporation and its direct and indirect subsidiaries (OTC
Pink: EPEG) -- http://www.epenergy.com/-- are a North American oil
and natural gas exploration and production company headquartered in
Houston, Texas. The Debtors operate through a diverse base of
producing assets and are focused on the development of drilling
inventory located in three areas: the Eagle Ford shale in South
Texas, the Permian Basin in West Texas, and Northeastern Utah.

EP Energy Corporation and its subsidiaries sought Chapter 11
protection on Oct. 3, 2019, after reaching a deal with Elliott
Management Corporation, Apollo Global Management, LLC, and certain
other noteholders on a bankruptcy exit plan that would reduce debt
by 3.3 billion.

The lead case is In re EP Energy Corporation (Bankr. S.D. Tex. Lead
Case No. 19-35654).

EP Energy was estimated to have $1 billion to $10 billion in assets
and liabilities as of the bankruptcy filing.

The Hon. Marvin Isgur is the case judge.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Evercore
Group L.L.C. as investment banker; and FTI Consulting, Inc., as
financial advisor. Prime Clerk LLC is the claims agent.


EP ENERGY: Taps Dawson & Sodd as Legal Counsel
----------------------------------------------
Clint Schumacher, a partner of Dawson & Sodd, LLP, filed a
declaration with the Bankruptcy Court regarding his firm's
retention in the bankruptcy cases of EP Energy Corporation, et al.


The Debtors have requested that the firm provide them legal
services to the Debtors.

The Debtors owe the firm $394.47 for prepetition services.

The firm is conducting further inquiries regarding its retention by
any creditors of the Debtors, and upon conclusion of that inquiry,
or at any time during the period of its employment, if the firm
should discover any facts bearing on the matters, the firm will
supplement the information contained in the disclosure.

           About EP Energy

EP Energy Corporation and its direct and indirect subsidiaries (OTC
Pink: EPEG) -- http://www.epenergy.com/-- are a North American oil
and natural gas exploration and production company headquartered in
Houston, Texas. The Debtors operate through a diverse base of
producing assets and are focused on the development of drilling
inventory located in three areas: the Eagle Ford shale in South
Texas, the Permian Basin in West Texas, and Northeastern Utah.

EP Energy Corporation and its subsidiaries sought Chapter 11
protection on Oct. 3, 2019, after reaching a deal with Elliott
Management Corporation, Apollo Global Management, LLC, and certain
other noteholders on a bankruptcy exit plan that would reduce debt
by 3.3 billion.

The lead case is In re EP Energy Corporation (Bankr. S.D. Tex. Lead
Case No. 19-35654).

EP Energy was estimated to have $1 billion to $10 billion in assets
and liabilities as of the bankruptcy filing.

The Hon. Marvin Isgur is the case judge.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Evercore
Group L.L.C. as investment banker; and FTI Consulting, Inc., as
financial advisor. Prime Clerk LLC is the claims agent.


FIZZ & BUBBLE: Allowed to Use Cash Collateral Through Dec. 7
------------------------------------------------------------
Judge Trish M Brown of the U.S. Bankruptcy Court for the District
of Oregon authorized Fizz & Bubble, LLC to use cash collateral not
to exceed  $495,615 for the period covering Nov. 17, through and
including Dec. 7, 2019, for the purposes specified in the Budget.

The final hearing on Debtor's Cash Collateral Motion will be held
on Dec. 5, 2019 at 2:00 p.m.

The Lien Creditors are each granted the following adequate
protection:

     (a) A perfected lien and security interest on all property,
whether now owned or hereafter acquired by Debtor of the same
nature and kind as secured by the claim of each of the Lien
Creditors on the Petition Date. Such Replacement Lien will not
attach to avoidance or recovery actions of Debtor's estate under
Chapter 5 of the Code. The Replacement Lien will be subject to all
valid, properly perfected and enforceable liens and interests that
existed as of the Petition Date.

     (b) The interests of the Lien Creditors in the Replacement
Collateral will have the same relative priorities as the liens held
by them as of the Petition Date.

     (c) The Debtor will timely perform and complete all actions
necessary and appropriate to protect the Cash Collateral against
diminution in value.

     (d) The Replacement Lien on the Replacement Collateral will be
perfected and enforceable upon entry of this Order without regard
to whether such Replacement Lien is perfected under applicable
non-bankruptcy law.

     (e) The Replacement Lien will be in addition to all other
liens and security interests securing the secured claims of the
Lien Creditors in existence on the Petition Date.

     (f) The Debtor will keep Lien Creditors' collateral and
Replacement Collateral free and clear of all other liens,
encumbrances and security interests, other than those in existence
on the Petition Date, and will pay when due all taxes, levies and
charges arising or accruing from and after the Petition Date.

     (g) Upon reasonable prior notice, the Debtor will allow Lien
Creditors access during normal business hours to Debtor's premises
to inspect or appraise their collateral.

     (h) If, notwithstanding the adequate protection provided by
the terms of the Interim Order, any of the Lien Creditors has a
claim allowable under 11 U.S.C. section 507(a)(2) arising from the
stay of action against property of Debtor under 11 U.S.C. section
362, from the use, sale or lease of such property, or from the
granting of the replacement lien, then such Lien Creditor's claim
under 11 U.S.C. section 507(a)(2) will have priority over every
other claim under such subsection as provided by 11 U.S.C. section
507(b).

A copy of the Second Interim Order is available for free at
https://is.gd/K0SkcK from Pacermonitor.com

                       About Fizz & Bubble

Fizz & Bubble, LLC -- https://fizzandbubble.com/ -- is a toiletries
wholesaler based in Wilsonville, Oregon offering an array of
luxurious bath and shower treats.  The company's products include
bath fizzies, bubble bath cupcakes, bubble bath elixirs, bath
truffles, bath melts, shower steamers, body scrubs, whipped soaps,
body frosting lotions, face mask frostings, and lip scrubs.

Fizz & Bubble, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Or. Case No. 19-34092) on Nov. 4, 2019.
In the petition signed by its sole member and chief creative
officer, Kimberly Ann Mitchell, the Debtor disclosed assets ranging
between $1 million to $10 million and liabilities of same range.  

Judge Trish M. Brown is assigned to the case.

The Debtor is represented by Douglas R. Ricks, Esq. at VANDEN BOS &
CHAPMAN, LLP.


FIZZ & BUBBLE: Wants to Use Cash Collateral Through March 31
------------------------------------------------------------
Fizz & Bubble, LLC, seeks authorization from the U.S. Bankruptcy
Court for the District of Oregon authorized to use cash collateral
to pay operating expenses to preserve the value of Debtor's
business as a going concern.

In order to maintain operations pending the submission of a plan of
reorganization, the Debtor requires the use of cash collateral for
the payment of operating expenses. The Debtor proposes to use cash
collateral of $3,000,000 as set forth on Debtor's projected
operating expense budget through March 31, 2020.

The Debtor believes following creditors may claim a lien in the
cash collateral: (i) Advance Business Capital LLC, dba Interstate
Capital (fka Interstate Capital Corporation); (ii) Star Funding,
Inc.; (iii) CHTD Company; (iv) Decathlon Alpha III, L.P.; (v) CT
Corporation System, as Representative; and (vi) Capital Funding
ASAP LLC.

The Debtor proposes to grant to each of the Lien Creditors the
following protection:

     (a) A replacement lien on all of the post-petition property of
the same nature and kind in which each of them has a prepetition
line or security interest. The replacement liens will have the same
relative priority vis-a-vis one another as existed on the petition
date with respect to the original liens.

     (b) The Debtor will timely perform and complete all actions
necessary and appropriate to protect Lien Creditors' collateral
against diminution in value.

     (c) Subject to Debtor's sole discretion, or if subsequently
ordered by the Court after notice and hearing, to commence making
monthly payments of interest only, calculated at the then
applicable non-default rates, to each Lien Creditor, beginning not
later than the date that is 90 days after entry of the Order for
Relief, based on the value of each respective Lien Creditor's
interest in their respective collateral.

                       About Fizz & Bubble

Fizz & Bubble, LLC -- https://fizzandbubble.com/ -- is a toiletries
wholesaler based in Wilsonville, Oregon offering an array of
luxurious bath and shower treats.  The company's products include
bath fizzies, bubble bath cupcakes, bubble bath elixirs, bath
truffles, bath melts, shower steamers, body scrubs, whipped soaps,
body frosting lotions, face mask frostings, and lip scrubs.

Fizz & Bubble, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Or. Case No. 19-34092) on Nov. 4, 2019.
In the petition signed by its sole member and chief creative
officer, Kimberly Ann Mitchell, the Debtor disclosed assets ranging
between $1 million to $10 million and liabilities of same range.  

Judge Trish M. Brown is assigned to the case.

The Debtor is represented by Douglas R. Ricks, Esq. at VANDEN BOS &
CHAPMAN, LLP.


FORESIGHT AUTONOMOUS: Needs More Funds to Remain as Going Concern
-----------------------------------------------------------------
Foresight Autonomous Holdings Ltd. filed its Form 6-K, disclosing a
net loss of $3,931,000 on $0 of revenue for the three months ended
Sept. 30, 2019, compared to a net loss of $3,758,000 on $0 of
revenue for the same period in 2018.

At Sept. 30, 2019, the Company had total assets of $23,355,000,
total liabilities of $3,048,000, and $20,307,000 in total
stockholders' equity.

In a press release dated November 18, 2019 attached to the Form
6-K, the Company said, "Based on the projected cash flows and our
cash balances as of September 30, 2019, Foresight's management is
of the opinion that without further fund raising it will not have
enough resources to enable it to continue advancing its activities
for a period of at least 12 months.  As a result, there is
substantial doubt about Foresight's ability to continue as a going
concern."

A copy of the Form 6-K is available at:

                       https://is.gd/0UEznm

Foresight Autonomous Holdings Ltd. is a technology company engaged
in the design, development and commercialization of sensors systems
for the automotive industry.  The Company was founded in 2015 and
is headquartered in Israel.


GEORGIA DIRECT: Committee Seeks to Hire Mercho Caughey as Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors of Georgia Direct
Carpet, Inc. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to retain
Mercho Caughey as its legal counsel.

The firm will provide these services in connection with the
Debtors' Chapter 11 cases:

     (a) advise the committee of its power and duties in the
Debtors' cases;

     (b) participate in meetings and negotiations with the Debtors,
secured lenders and other parties;

     (c) assist the committee in investigating and monitoring the
acts, conduct, assets, liabilities and financial condition of the
Debtors;

     (d) advise the committee concerning any bankruptcy plan or
proposal of the Debtors related to the prosecution of claims
against third parties; and

     (e) advise the committee, if appropriate, regarding the
appointment of a trustee or examiner, or any other legal proceeding
involving interests represented by the committee.

Ben Caughey, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $325.

Mercho Caughey is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code, according to court
filings.

The firm can be reached through:

     Ben T. Caughey, Esq.
     Mercho Caughey
     828 East 64th Street
     Indianapolis, IN 46220
     Tel: (317) 722-0607
     Email: ben.caughey@merchocaughey.com

                About Georgia Direct Carpet

Georgia Direct Carpet, Inc., also known as Georgia Carpet Direct,
owns and operates a carpet and flooring store in Richmond, Ind. It
offers carpets, hardwoods, laminate flooring and ceramic tile floor
products.

Georgia Direct Carpet and its affiliates sought Chapter 11
protection (Bankr. S.D. Ind. Lead Case No. 19-06316) on Aug. 26,
2019.  In the petition signed by Anthony Bledsoe, president,
Georgia Direct Carpet estimated assets and liabilities at $1
million to $10 million.  The Hon. Robyn L. Moberly is the case
judge.  

The Debtors tapped Mattingly Burke Cohen & Biederman LLP as their
legal counsel, and Barron Business Consulting, Inc. as their
financial advisor.

The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Oct. 9, 2019.  The
committee is represented by Mercho Caughey.


GYPSUM RESOURCES: Seeks More Time to File Bankruptcy Plan
---------------------------------------------------------
Gypsum Resources Materials, LLC and Gypsum Resources, LLC are
seeking more time to file a plan for emerging from Chapter 11
protection.

In their motion, the companies asked the U.S. Bankruptcy Court for
the District of Nevada to extend the exclusivity period to propose
a plan through the earlier of Jan. 26, 2021, or 60 days after the
bankruptcy court enters final orders adjudicating the claims raised
in their complaints against Rep-Clark, LLC and the Clark County
Board of Commissioners.

The companies also asked the court to extend the period to solicit
acceptances for the plan through the earlier of March 26, 2021, or
120 days after it enters final orders adjudicating the claims
raised in both complaints.

Resolution of the Rep-Clark complaint will determine how a portion
of the claim asserted by the defendant will be treated, according
to Gypsum Resources' attorney Brett Axelrod, Esq., at Fox
Rothschild, LLP.  Mr. Axelrod said the amounts at stake are
"significant."

As of Nov. 22, Rep-Clark is purportedly owed $17 million by the
companies, plus more than $1.4 million in unpaid royalties.  

Meanwhile, resolution of the complaint against the Clark County
Board of Commissioners will determine Gypsum Resources, LLC's
entitlement to a potentially significant damage award against the
defendant that the company could use to pay its creditors,
according to Mr. Axelrod.

                About Gypsum Resources Materials

Based in Las Vegas, Gypsum Resources Materials, LLC, a privately
held company in the gypsum mining business, and its affiliate
Gypsum Resources, LLC filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Lead Case No.
19-14799) on July 26, 2019.  The petitions were signed by James M.
Rhodes, president of Truckee Springs Holdings, LLC, manager of
Gypsum Resources, LLC.

At the time of the filing, Gypsum Resources Materials was estimated
to have $10 million to $50 million in both assets and liabilities.
Gypsum Resources, LLC was estimated to have $50 million to $100
million in both assets and liabilities.

The Debtors tapped Fox Rothschild LLP as bankruptcy counsel; Hill
Farrer & Burrill LLP as special counsel; and Conway MacKenzie, Inc.
as financial advisor.

The U.S. Trustee for Region 17 appointed creditors to serve on the
official committee of unsecured creditors on Aug. 30, 2019.  The
committee is represented by Goldstein  & McClintoc, LLLP.



HENDRIX SCHENCK: Files Third Amended Reorganization Plan
--------------------------------------------------------
Debtor Hendrix Schenck Inc. filed with the U.S. Bankruptcy Court
for the District of New Jersey a third amended plan of
reorganization.

The Debtor and Wells Fargo came to an agreement regarding the
payment of Claim No. 3, which was subject to a valuation hearing.
The amount will be paid to the creditor or its assign. The payment
will consist of equal monthly installment payments of principal and
interest-based upon Till v. SCS Credit Corp. 541 U.S. 465 (2004)
plus 2% over 30 years. There is no pre-payment penalty and the
unpaid principal balance may be paid at anytime by the Debtor or
sale of the property.

The Debtor and Nation Star came to an agreement regarding payment
of claim #2 for 87-46 126th St, Jamaica, NY 11418 in the amount of
$415,000.00 plus escrow advances of $11,088.85, for a total UPB of
$426,088.85 at an Interest rate -5.25% for a Term -30 years. Escrow
advances of hazard insurance $4164.00 and county taxes of $6924.85.
There is no pre-payment penalty and the unpaid principal balance
may be paid at anytime by the Debtor or sale of the property.

466 Saratoga Ave, Brooklyn, NY 11233 and 87-46 126th St, Jamaica,
NY 11418 properties will be refurbished and rented at market rent
for the areas they are located. The net rent, after payment of
taxes and insurance and management fees will be used to pay said
mortgages on each property. In addition to the net rents, the
Principal and Manager of the Debtor will pay said monthly
installments.

Debtor's Counsel shall act as the disbursing agent for the purpose
of making unsecured distributions provided for under the Plan.
Secured monthly direct payments will be made by the Principal and
Manager of the Debtor to the two creditors under the agreed terms
of payment.

A full-text copy of the Third Amended Plan is available at
https://tinyurl.com/vspgjdz from PacerMonitor.com at no charge.

           About Hendrix Schenck

Hendrix Schenck Inc., a real estate developer, is in the business
of real property renovation and negihborhood preservation. It owns
four properties: two in Brooklyn, New York; one in Jamaica, New
York; and one in Jersey City, NJ. All properties are vacant and
require extensive gut renovation.

Hendrix Schenck sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 18-30765) on Oct. 18, 2018.
At the time of the filing, the Debtor was estimated to have assets
of less than $1 million and liabilities of $1 million to $10
million. The case has been assigned to Judge John K. Sherwood. The
Law Office of Shmuel Klein, PA, is the Debtor's legal counsel.


IMAGINE GROUP: S&P Lowers ICR to 'CCC-' on Liquidity Risks
----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
marketing solutions provider The Imagine Group LLC to 'CCC-' from
'CCC+'.

At the same time, S&P lowered the issue-level rating on the
first-lien credit facility to 'CCC-' from 'CCC+' and revised the
respective recovery rating to '4' (rounded estimate: 35%) from '3'.
S&P also lowered the issue-level rating on the second-lien term
loan to 'C' from 'CCC-'. The recovery rating on the second-lien
debt remains '6'.

The downgrade reflects S&P's view that the company faces an
elevated risk of a payment default over the next six months if it
is unable to procure additional funding from its lenders or its
financial sponsor to fund deficits while it works on an operating
turnaround plan.  Imagine had about $11 million in liquidity
including cash and revolving credit facility availability as of
September 2019 and generated negligible EBITDA in the quarter ended
September 2019 as a result of a one-time loss of a large customer,
which S&P expects will continue to weigh on operating performance
through July 2020. Sales and marketing challenges also caused
revenues to decline, as did costs relating to restructuring
initiatives. S&P expects the company could utilize substantially
all of its available liquidity over the next six months to fund
cash flow deficits, leaving it with negligible liquidity cushion in
the absence of equity investments by its financial sponsor or
relaxation of the springing covenant under its revolving credit
facility, which currently limits draws to about $12 million (i.e.,
30% of its $40 million revolving credit facility lender
commitment).

The negative outlook reflects Imagine's near-term liquidity risks.
S&P believes there is a high likelihood of a distressed
restructuring or payment default within the next six months unless
the company receives additional sources of liquidity in the form of
a revolving credit facility covenant amendment allowing for
incremental borrowings or an equity injection from its sponsor.

"We could lower our rating if the company announces a bankruptcy
filing, a debt exchange, or other restructuring transaction that we
view as tantamount to a default," S&P said.

"We could raise our rating if the company is able to obtain
liquidity likely from external sources--either through an equity
infusion from its financial sponsor or through a covenant amendment
or waiver from its banks. This would allow the company to draw
additional funds from its revolving credit facility to support its
cash flow deficits until it is able to turn around its operating
performance over a 12 to 18 month timeframe," the rating agency
said.


IMPERIAL TOY: Seeks to Hire Arch & Beam as Financial Advisor
------------------------------------------------------------
Imperial Toy LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to hire Arch & Beam Global, LLC
as its financial advisor.

Arch & Beam will provide advisory services related to any potential
sale of the Debtor's assets, which include bidder outreach, sale
process tracking and bid analysis and selection.  The firm will
also assist the Debtor with its strategic planning activities and
with debtor-in-possession budget drafting, management, tracking and
variance reporting.

The hourly rates for Arch & Beam professionals are:

     Matthew English   Senior Managing Director   $550
     Howard Bailey     Senior Managing Director   $550
     Brendan Cronin    Senior Associate           $295
                       Staff/Administrative       $125

Arch & Beam is a disinterested person within the meaning of Section
101(14) of the Bankruptcy Code , according to court filings.

The firm can be reached through:

     Matthew English
     Arch & Beam Global, LLC
     2500 Camino Diablo - Ste 110
     Walnut Creek, CA 94597
     Phone: +1 415-252-2900
     Fax: +1 415-358-4486
     Email: menglish@arch-beam.com

                        About Imperial Toy

Imperial Toy LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Calif. Case No. 19-52335) on Nov. 18,
2019.  The case was filed in order to facilitate a going concern
sale of the Debtor's assets.

At the time of the filing, the Debtor disclosed assets of between
$10,000,001 and $50 million and liabilities of the same range.

The Debtor tapped Sheppard, Mullin, Richter & Hampton LLP as its
legal counsel, and Arch & Beam Global, LLC as its financial
advisor.


IMPERIAL TOY: Seeks to Hire Sheppard Mullin as Legal Counsel
------------------------------------------------------------
Imperial Toy LLC seeks approval for the U.S. Bankruptcy Court for
the Northern District of California to hire Sheppard, Mullin,
Richter & Hampton LLP as its legal counsel.

The firm will provide these services in connection with the
Debtor's Chapter 11 case:  

     (a) help the Debtor comply with the requirements of the U.S.
trustee;

     (b) advise the Debtor of its powers and duties under the
Bankruptcy Code;

     (c) advise the Debtor on the conduct of its case including the
legal and administrative requirements of operating in Chapter 11;

     (d) attend meetings and negotiate with the representatives of
creditors and other parties;

     (e) take all necessary actions to protect and preserve the
Debtor's estates, which include the prosecution or defense of
actions on the Debtor's behalf;

     (f) prepare pleadings;

     (g) appear in court on behalf of the Debtor; and

     (h) assist the Debtor in the formulation, negotiation and
implementation of a bankruptcy plan and in the sale or disposition
of its assets.

Sheppard Mullin's  customary hourly rates are:

     Ori Katz              Partner    $890
     Michael Lauter        Partner    $715
     Jacqueline Luther     Associate  $680
     Shadi Farzan          Associate  $615

Sheppard Mullin is a disinterested person within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.

The firm can be reached through:

     Ori Katz, Esq.
     Michael M. Lauter, Esq.
     Jacqueline G. Luther, Esq.
     Shadi Farzan, Esq.
     Sheppard, Mullin, Richter & Hampton LLP
     Four Embarcadero Center, 17th Floor
     San Francisco, CA 94111-4109
     Tel: 415-434-9100
     Fax: 415-434-3947
     Email: okatz@sheppardmullin.com
            mlauter@sheppardmullin.com
            jluther@sheppardmullin.com
            sfarzan@sheppardmullin.com

                        About Imperial Toy

Imperial Toy LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Calif. Case No. 19-52335) on Nov. 18,
2019.  The case was filed in order to facilitate a going concern
sale of the Debtor's assets.

At the time of the filing, the Debtor disclosed assets of between
$10,000,001 and $50 million and liabilities of the same range.

The Debtor tapped Sheppard, Mullin, Richter & Hampton LLP as its
legal counsel, and Arch & Beam Global, LLC as its financial
advisor.


K & M SPRAYING: Seeks to Hire Natural State Law as Legal Counsel
----------------------------------------------------------------
K & M Spraying, LLC seeks authority from the the U.S. Bankruptcy
Court for the Eastern District of Arkansas to hire Natural State
Law, PLLC as its legal counsel.

Natural State Law will advise the Debtor of its powers and duties
in the continued operation of its business and management of its
property, and will provide other legal services in connection with
its Chapter 11 case.

The firm's hourly rates are:

     William Godbold IV   $200
     William Changose     $200

The firm received $12,000 as retainer.

As disclosed in the court filing, neither William Godbold IV, Esq.,
nor any employee of Natural State Law holds or represents an
interest adverse to the Debtor and its bankruptcy estate.

The firm can be reached through:

     William F Godbold, IV, Esq.
     Natural State Law, PLLC
     900 S Shackleford Road, Ste 705
     Little Rock, AR 72211
     Tel: 501-916-2878
     Fax: 855-415-8951
     Email: william.godbold@natstatelaw.com

                        About K & M Spraying, LLC

K & M Spraying, LLC, a company that provides crop spraying
services, filed a voluntary Chapter 11 petition (Bankr. E.D. Ark.
Case No. 19-16314) on Nov. 26, 2019. In the petition signed by
Thomas M. Perry, president, the Debtor disclosed $1,439,202 in
assets and $1,706,381 in liabilities. William F Godbold, IV, Esq.,
at Natural State Law, PLLC, represents the Debtor as counsel.


KAOPU GROUP: Posts $53,971 Net Income for Quarter Ended Sept. 30
----------------------------------------------------------------
Kaopu Group, Inc. filed its quarterly report on Form 10-Q,
disclosing a net income of $53,971 on $1,990,226 of revenues for
the three months ended Sep. 30, 2019, compared to a net income of
$148,539 on $1,945,781 of revenues for the same period in 2018.

At Sep. 30, 2019, the Company had total assets of $10,659,548,
total liabilities of $10,135,830, and $523,718 in total
stockholders' equity.

Kaopu Group said, "The Company has suffered recurring losses from
operations, has a substantial working capital deficiency and
substantial accumulated deficits and comprehensive loss that raise
substantial doubt about its ability to continue as a going concern.
Management's plans to address these issues are to achieve and
maintain profitability which depends on the growth of our market
share, the acceptance of our services by our customers, the
competitiveness of our death care management consultant services,
and our ability to control our costs and expenses.  Additionally,
our controlling shareholders will continue to contribute capital if
required as they did in 2018 and 2017.  Our plans also include
raising substantial capital from share purchase agreement from
outside entities."

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

                       https://is.gd/L0lv7t

                        About Kaopu Group

Kaopu Group, Inc.'s business operations include sales of life,
property and casualty insurance products underwritten by insurance
companies as well as insurance brokerage services and consulting
for other providers of deferred preneed funeral and cemetery
services, preneed cemetery and funeral activities, sales of burial
vaults, urns and other funeral related and consumer products and
cemetery property.  The Company was formerly known as Longbau
Group, Inc. and changed its name to Kaopu Group, Inc. on December
21, 2018.  The Company is headquartered in Taiwan.


LITHIA MOTORS: Moody's Rates $400MM Sr. Unsec. Notes Ba2
--------------------------------------------------------
Moody's Investors Service, Inc. rated Lithia Motors, Inc's proposed
$400 million senior unsecured notes Ba2. The Ba1 Corporate Family
rating is not affected, and the outlook is stable.

"The proposed new notes will be used to refinance around $70
million in debt, with the balance available for reinvestment in the
business, including future potential acquisitions, and are
initially leverage neutral from an RCF/net debt basis, with
debt/EBITDA minimally impacted," stated Moody's Vice President
Charlie O'Shea.

Assignments:

Issuer: Lithia Motors, Inc.

Senior Unsecured Regular Bond/Debenture (Local Currency), Assigned
Ba2 (LGD5)

Unchanged:

Issuer: Lithia Motors, Inc.

Senior Unsecured Regular Bond/Debenture, unchanged at Ba2 (LGD5
from LGD6)

RATINGS RATIONALE

Lithia's Ba1 rating considers its strong credit metrics, its good
liquidity, meaningful scale, and leading competitive position in
its chosen markets. Moody's expects it to continue to generate
strong free cash flow which will be used for acquisitions, share
repurchases, dividends and some debt reduction. In the event of a
modest macroeconomic slowdown, Moody's expects Lithia to be able to
flex its operations to largely ensure maintenance of its current
quantitative profile. The one-notch differential between the Ba1
Corporate Family rating and the Ba2 note rating reflects the
significant level of floor-plan obligations, which are not
considered debt for leverage and coverage purposes, but are
considered a secured obligation in Moody's LGD model.

The stable outlook reflects Moody's expectation that Lithia will
maintain good liquidity and manage its financial policy and
acquisition strategy to ensure that its credit metrics remain
strong even in the event of an economic downturn.

An upgrade would require the company to flawlessly source, price,
and integrate any future acquisitions, and to maintain a
conservative financial policy, particularly where shareholder
returns are concerned such that debt/EBITDA is maintained below 3
times and EBIT/Interest is sustained above 6 times. Ratings could
be downgraded if either via a deterioration in operating
performance or financial policy decisions liquidity were to weaken
or credit metrics deteriorate such that debt/EBITDA was sustained
above 4.5 times or EBIT/Interest sustained below 4 times.

Lithia's business is subject to a complex variety of federal, state
and local requirements that regulate the environment and public
health and safety. Retailers are highly reliant on external
suppliers, and this implies social risks related to responsible
sourcing. Consumers are increasingly mindful of sustainability
issues, the treatment of work-force, data protection and the source
of the products. While this may not essentially translate into
negative credit pressure, over time these factors can impact brand
image, and retailers will have to work towards sourcing
transparency and investments in sustainable supply chains.

Lithia Motors, Inc., headquartered in Medford, OR, is a leading
auto retailer with 186 stores across 18 states. Annual revenues are
around $12 billion.

The principal methodology used in this rating was Retail Industry
published in May 2018.


LITHIA MOTORS: S&P Rates New $400MM Senior Unsecured Notes 'BB'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '5'
recovery rating to Medford, Ore.-based auto retailer Lithia Motors
Inc.'s proposed $400 million in senior unsecured notes maturing in
2027. The '5' recovery rating indicates that S&P expects lenders
would receive a modest recovery (10%-30%; rounded estimate: 10%)
for debtholders in the event of a default.

The company states it will use the proceeds to reduce borrowings
under its revolving credit facility, pay transaction fees and
expenses, and for general corporate purposes, including funding
acquisitions, capital expenditures, and debt repayment.

The proposed senior notes will rank equally with all existing and
future senior unsecured debt and will be senior to all of the
future subordinated debt issued by the company. The notes will be
guaranteed on a senior basis by substantially all of the direct and
indirect domestic subsidiaries of the company.

"The ratings on Lithia Motors reflect our assessment of the
company's low debt leverage, consistent free cash flow generation,
and adequate liquidity. Moreover, we view the company's business
model as resilient due to its high degree of variable costs and
multiple revenue sources," S&P said.

  Ratings List
  Lithia Motors Inc.

  Issuer Credit Rating       BB+/Stable/--         BB+/Stable/--

  Ratings Affirmed; Recovery Expectations Revised  
  Lithia Motors Inc.

  Senior Unsecured           BB                    BB
   Recovery Rating           5(10%)                5(25%)

  New Rating  
  Lithia Motors Inc.

  Senior Unsecured  
  US$400 mil nts due 2027    BB
   Recovery Rating           5(10%)


M.E. SMITH: U.S. Trustee Objects to 2nd Amended Plan Outline
------------------------------------------------------------
The United States Trustee objects, on a limited basis, to the
second amended disclosure statement submitted by Debtor M.E. Smith
Inc., asserting that the Statement fails to provide adequate
information regarding the Debtors' proposed plan of reorganization.
The United States Trustee has conferred with Michael Van Dam, Esq.,
the Debtor's counsel, regarding the following limited objections.

The U.S. Trustee asserts that the Disclosure Statement should
contain a more fulsome narrative discussion regarding the Debtor's
postpetition operations and, in particular, the Debtor's prospects
of remaining profitable and able to make its payments under the
plan.

The Disclosure Statement should clarify how much money the Debtor
will need to pay administrative claims on the Effective Date, and
whether or not the Debtor will have sufficient funds to pay them,
the U.S. Trustee maintains.

Exhibit D to the Disclosure Statement, which sets forth a Projected
Post Confirmation Analysis, does not include an expense line for
quarterly disbursement fees to the United States trustee.

To the extent that exculpations contemplated by the Disclosure
Statement are overly broad, either by seeking to exculpate
non-fiduciaries or by extending the exculpation to
post-confirmation actions, the exculpation should be amended, the
U.S. Trustee adds.

The Debtor should provide its financial information and prospects
in both budget and narrative format to allow creditors to better
evaluate Plan feasibility, the U.S. Trustee maintains.

           About M.E. Smith

Established in 2004, M.E. Smith, Inc., is a Massachusetts
corporation providing construction and maintenance of municipal
water utilities. Services are provided generally to cities and
towns in Massachusetts and Connecticut. Its sole shareholder is
Mark E. Smith.

M.E. Smith, Inc., filed a Chapter 11 petition (Bankr. D. Mass. Case
No. 19-40235) on Feb. 12, 2019. The Hon. Elizabeth D. Katz is the
case judge. The Debtor is represented by Michael Van Dam, Esq. at
Van Dam Law LLP.


MBLA LLC: Case Summary & 5 Unsecured Creditors
----------------------------------------------
Debtor: MBLA, LLC
        236 St. John Street, 2nd Floor
        New Haven, CT 06511

Case No.: 19-31985

Business Description: MBLA, LLC is a privately held company
                      engaged in activities related to real
                      estate.

Chapter 11 Petition Date: December 2, 2019

Court: United States Bankruptcy Court
       District of Connecticut (New Haven)

Judge: Hon. Ann M. Nevins

Debtor's Counsel: Neil Crane, Esq.
                  LAW OFFICES OF NEIL CRANE, LLC
                  2679 Whitney Avenue
                  Hamden, CT 06518
                  Tel: (203) 230-2233
                  Fax: (203) 230-8484
                  Email: Neilecf@neilcranelaw.com
                         neilcranecourt@neilcranelaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kenneth Hill, member manager.

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

           http://bankrupt.com/misc/ctb19-31985.pdf


MCCLATCHY CO: Reports $304.7 Million Net Loss in Third Quarter
--------------------------------------------------------------
The McClatchy Company filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $304.70 million on $167.44 million of revenues for the quarter
ended Sept. 29, 2019, compared to net income of $7.04 million on
$191.06 million of revenues for the quarter ended Sept. 30, 2018.

For the nine months ended Sept. 29, 2019, the Company reported a
net loss of $364.19 million on $526.42 million of revenues compared
to a net loss of $52.27 million on $594.27 million of revenues for
the nine months ended Sept. 30, 2018.

As of Sept. 29, 2019, the Company had $953.76 million in total
assets, $261.79 million in current liabilities, $1.36 billion in
non-current liabilities, and a shareholders' deficit of $671.54
million.

"Although still facing headwinds, we are pleased to report 4.6%
growth in adjusted EBITDA in the third quarter of 2019 -- the first
increase in eight years," said Craig Forman, McClatchy's president
and CEO.  "The adjusted EBITDA trend also improved sequentially,
swinging to growth from ever-narrowing year-over-year declines in
three prior consecutive quarters.  This result reflects our
discipline in controlling costs while making strategic changes to
accelerate our digital transition."

The trend in adjusted earnings before interest, taxes, depreciation
and amortization (EBITDA) improved sequentially for the fourth
consecutive quarter.  Adjusted EBITDA, excluding the impact of real
estate gains, was up 2.0% for the quarter compared to the third
quarter of 2018.  Adjusted EBITDA does not include the non-cash
charge related to goodwill and masthead asset impairments.

McClatchy's progress in its digital transition is reflected in both
growth in its number of digital subscribers and engagement with its
digital products.  Digital-only subscriptions grew 45.4% from the
third quarter of 2018 to nearly 199,200 subscribers. When coupled
with the company's combination print/digital subscriptions, where
customers have activated their digital products, total paid digital
customer relationships were approximately 509,400 at the end of the
third quarter of 2019, up 23.2% from a year earlier.

"This encouraging growth in digital subscribers came as we also
expanded our digital Saturday rollout to include conversions or
announcements to convert 12 of our markets to digital-only editions
on Saturdays," said Forman.  "We are seeing wide acceptance of
digital Saturdays among our subscribers in the markets where the
change has been implemented and/or announced, and in those markets
where implementation has occurred we are seeing an accelerated
conversion to our digital products.  We expect to expand digital
Saturdays to all of our markets during the course of 2020 as we
advance toward our digital future."

Forman added: "We remain strongly committed to independent local
journalism in the public interest.  And that commitment goes beyond
markets where we own a masthead.  In October, we launched Mahoning
Matters, a digital-only news outlet serving Ohio's Mahoning Valley
as a part of our Compass Experiment.  The Compass Experiment is a
local news laboratory founded by McClatchy and funded by Google
News Initiative's Local Experiments Project where McClatchy is
launching digital-only news outlets in three localities with 60,000
to 300,000 residents and limited sources of local news."

Forman also said, "The importance of local journalism at McClatchy
- and at community news organizations around America - is measured
by the priority assigned to free expression in the Constitution: It
is our nation's very First Amendment.  When local media collapses,
communities suffer: polarization grows, civic connections fray and
even borrowing costs rise for local governments.  At McClatchy we
are resolute in our determination to continue two traditions --
accelerating our digital successes while maintaining our 162-year
track record of journalism in the service of our communities -
credible, urgent, solutions-oriented and fearless."

                 Restructuring Considerations and
                  Other Third Quarter Business

Debt and Liquidity:

As of Sept. 29, 2019, the Company's principal debt outstanding was
$708.5 million.  The Company ended the quarter with $11.4 million
in cash, resulting in net debt of $697.1 million.

As of the end of the third quarter, the Company had $33.0 million
of total borrowing capacity under its Asset Backed Loan (ABL)
Credit Facility, and no amounts were outstanding under the ABL.

Pension Matters and Potential Restructuring:

As previously disclosed, the Company submitted an application for a
waiver of the minimum required contributions to its defined benefit
pension plan (the plan) with the Internal Revenue Service (IRS) for
plan years 2019, 2020 and 2021.  As of March 31, 2019, the latest
measurement date of the plan, it held assets of $1.32 billion, of
which approximately $580 million came from voluntary contributions
made by McClatchy over and above the minimum required
contributions.  Still the plan was underfunded by approximately
$535 million as of March 31, 2019, with approximately $124 million
of contributions due over the course of 2020.  The amount due
greatly exceeds the Company's anticipated cash balances and cash
flow given the size of its operations relative to the obligations
due, and creates a significant liquidity challenge in 2020.

The IRS has declined to grant the Company's three-year waiver
request.  Management continues to explore other means of pension
relief including working productively with many members of Congress
in search of legislative relief that would mitigate the burden of
the minimum required contributions.  The Company and its advisors
are exploring all available options to address these liquidity
pressures.

Forman said, "We are working hard to find solutions for the company
and its more than 24,000 pensioners.  We have voluntarily
contributed nearly 44% of the existing assets in the plan rather
than limiting company contributions to the minimum amounts required
to be contributed by law.  But our current workforce of nearly
2,800 employees represents about one in ten pensioners. Those who
joined the company in the last 10 years do not participate in a
plan they are working to support, one that was frozen to new
participants in 2009.

"We want to thank our employees, and to thank the many leaders in
the House and the Senate who have been working along side us to
craft a legislative solution to this problem that will benefit a
wide group of stakeholders.  We have seen similar legislative
solutions over the past decade, but a solution has yet to pass
Congress.  The situation is one that we must move quickly to try to
resolve."

Since there can be no assurance of a legislative solution to the
company's liquidity challenges, the Company commenced discussions
with the Pension Benefit Guaranty Corporation (PBGC) and its
largest debt holder, for the purpose of exploring other
alternatives that would provide a more permanent, rather than
temporary, solution to its qualified pension obligations,
nonqualified pension obligations and capital structure.
Management is in discussions with the PBGC regarding a distress
termination while continuing its ordinary business operations,
allowing it to reach payment terms with the PBGC that will relieve
the current liquidity pressures of the minimum required
contributions under Employee Retirement Income Security Act
(ERISA).  Should the PBGC and the company reach such a solution,
the assets and obligations of the qualified plan would be assumed
by the PBGC, which would continue to pay the company's pensioners
their benefits.  The Company believes, under current regulations,
such a solution would not have an adverse impact on qualified
pension benefits for substantially all of its retirees.

Considerations with its debt holder include one or more
deleveraging transactions including some or all of the loans under
the Junior Term Loan Credit Agreement and 6.875% senior secured
junior lien notes, which are secured by second and third liens on
substantially all of the company's assets.

There can be no assurance that the ongoing discussions with PBGC,
its debt holder, and other parties will result in any restructuring
transaction, that the company will obtain any required stakeholder
consent to consummate a restructuring transaction, or that the
restructuring transaction will occur on a timely basis or at all.

In connection with all of these efforts to address the Company's
liquidity pressures, the Company has engaged the financial and
legal services of Evercore Group L.L.C., FTI Consulting, Inc.,
Skadden, Arps, Slate, Meagher & Flom LLP and the Groom Law Group,
Chartered, who are all assisting the company in evaluating and
executing available transactions with its stakeholders.

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

                       https://is.gd/wHsbt7

                         About McClatchy

The McClatchy Company -- http://www.mcclatchy.com-- operates 30
media companies in 14 states, providing each of its communities
with news and advertising services in a wide array of digital and
print formats.  McClatchy is a publisher of iconic brands such as
the Miami Herald, The Kansas City Star, The Sacramento Bee, The
Charlotte Observer, The (Raleigh) News & Observer, and the (Fort
Worth) Star-Telegram.  McClatchy is headquartered in Sacramento,
Calif., and listed on the New York Stock Exchange American under
the symbol MNI.

McClatchy reporting a net loss of $79.75 million for the year ended
Dec. 30, 2018, compared to a net loss of $332.35 million for the
year ended Dec. 31, 2017.  As of June 30, 2019, McClatchy had $1.27
billion in total assets, $188.98 million in current liabilities,
$1.45 billion in non-current liabilities, and a shareholders'
deficit of $372.52 million.

                        *   *    *

As reported by the TCR on Nov. 19, 2019, S&P Global Ratings lowered
its issuer credit rating on U.S.-based newspaper publisher The
McClatchy Co. to 'CCC-' from 'CCC+'.  The downgrade reflects the
risk that McClatchy could engage in a distressed debt exchange or
file for Chapter 11 bankruptcy.

Moody's Investors Service downgraded the Corporate Family Rating
for The McClatchy Company to Ca from Caa1, and the Probability of
Default Rating to Ca-PD from Caa1-PD primarily due to concerns
regarding the company's liquidity position in light of the pending
pension plan payments of approximately $120 million in 2020,
according to a TCR report dated Nov. 1, 2019.


MURRAY ENERGY: Davis Polk Represents Superpriority Lenders
----------------------------------------------------------
In the Chapter 11 cases of Murray Energy Holdings Co., et al., the
law firm of Davis Polk & Wardwell LLP submitted a verified
statement under Rule 2019 of the Federal Rules of Bankruptcy
Procedure that it is representing the members of the Ad Hoc Group
of Superpriority Lenders.

In or around August 2019, a group formed by certain lenders under
that certain Superpriority Credit and Guaranty Agreement, dated as
of June 29, 2018 formally engaged Davis Polk to represent it in
connection with a potential restructuring of the Debtors. In or
around October 2019, the Ad Hoc Group of Superpriority Lenders
engaged Frost Brown Todd LLC to represent it as Ohio bankruptcy
counsel.

Davis Polk represents only the Ad Hoc Group of Superpriority
Lenders. Davis Polk does not represent or purport to represent any
entities other than the Ad Hoc Group of Superpriority Lenders in
connection with the Chapter 11 Cases.

The Members of the Ad Hoc Group of Superpriority Lenders,
collectively, beneficially own, or are the investment advisors or
managers for funds that beneficially own:

    a. $1,116,074,127.68 in aggregate principal amount of the
       loans under the Prepetition Superpriority Credit Agreement,
       consisting of (i) $1,006,086,902.98 in aggregate principal
       amount of Prepetition Superpriority Term B-2 Loans3 and
       (ii) $109,987,224.70 in aggregate principal amount of
       Prepetition Superpriority Term B-3 Loans;

    b. $6,084,326.97 in aggregate principal amount of the loans
       under that certain Credit and Guaranty Agreement, dated as
       of April 16, 2015, consisting of (i) $1,653,174.22 in
       aggregate principal amount of Prepetition Non- Extended
       Term B-2 Loans5 and (ii) $4,431,152.75 in aggregate
       principal amount of Prepetition Non-Extended Term B-3
       Loans;

    c. $229,843,477.56 in aggregate outstanding amount of the
       notes issued under that certain indenture for 12.00% senior
       secured notes due 2024, dated as of June 29, 2018;

    d. $138,501,000.00 in aggregate outstanding amount of the
       notes issued under that certain indenture for 11.25% senior
       secured notes due 2021, dated as of April 16, 2015; and

    e. $144,112,079.61 in aggregate principal amount of the loans
       under that certain Superpriority Debtor-In-Possession
       Credit and Guaranty Agreement, dated as of October 31, 2019
       and $108,084,059.45 in commitments for future fundings
       under the DIP Credit Agreement.

As of Nov. 27, 2019, members of the Ad Hoc Group of Superpriority
Lenders and their disclosable economic interests are:

(1) ARISTEIA CAPITAL L.L.C
    One Greenwich Plaza
    Greenwich, CT 06830

    * $19,000,000.00 in aggregate principal amount of Prepetition
      Superpriority Term B-2 Loans under the Prepetition
      Superpriority Credit Agreement

    * $6,476,000.00 in aggregate outstanding amount of the notes
      issued under the Prepetition 1.5L Notes Indenture

    * $13,857,143.00 in aggregate principal amount of the loans
      under the DIP Credit Agreement

    * $10,392,857.00 in commitments for future fundings under the
      DIP Credit Agreement

(2) ARGUS CREEK I LLC and ARGUS CREEK II LLC
    c/o Corporation Service Company
    251 Little Falls Drive
    Wilmington, DE 19808

    * $121,678,758.26 in aggregate principal amount of Prepetition
      Superpriority Term B-2 Loans under the Prepetition
      Superpriority Credit Agreement

    * $3,955,103.00 in aggregate principal amount of Prepetition
      Superpriority Term B-3 Loans under the Prepetition
      Superpriority Credit Agreement

    * $55,235,000.00 in aggregate outstanding amount of the notes
      issued under the Prepetition 2L Notes Indenture

(3) BAIN CAPITAL CREDIT, LP
    200 Clarendon Street
    Boston, MA 02116

    * $259,299,395.53 in aggregate principal amount of Prepetition
      Superpriority Term B-2 Loans under the Prepetition
      Superpriority Credit Agreement

    * $20,134,455.52 in aggregate principal amount of Prepetition
      Superpriority Term B-3 Loans under the Prepetition
      Superpriority Credit Agreement

    * $1,653,174.22 in aggregate principal amount of Non-Extended
      Term B-2 Loans under the Prepetition Term Loan Credit
      Agreement

    * $4,431,152.75 in aggregate principal amount of Non-Extended
      Term B-3 Loans under the Prepetition Term Loan Credit
      Agreement

    * $206,112,477.56 in aggregate outstanding amount of the notes
      issued under the Prepetition 1.5L Notes Indenture

    * $40,136,309.61 in aggregate principal amount of the loans
      under the DIP Credit Agreement

    * $30,102,232.21 in commitments for future fundings under the
      DIP Credit Agreement

(4) EATON VANCE MANAGEMENT/BOSTON MANAGEMENT & RESEARCH
    2 International Place, 9th Floor
    Boston, MA 02110

    * $71,850,842.69 in aggregate principal amount of Prepetition
      Superpriority Term B-2 Loans under the Prepetition
      Superpriority Credit Agreement

    * $11,428,571.43 in aggregate principal amount of the loans
      under the DIP Credit Agreement

    * $8,571,428.57 in commitments for future fundings under the
      DIP Credit Agreement

(5) FIDELITY MANAGEMENT & RESEARCH COMPANY
    200 Seaport Blvd.
    Boston, MA 02210

    * $137,483,697.00 in aggregate principal amount of Prepetition
      Superpriority Term B-2 Loans under the Prepetition
      Superpriority Credit Agreement

    * $17,255,000.00 in aggregate outstanding amount of the notes
      issued under the Prepetition 1.5L Notes Indenture

    * $15,330,000.00 in aggregate outstanding amount of the notes
      issued under the Prepetition 2L Notes Indenture

    * $23,174,055.57 in aggregate principal amount of the loans
      under the DIP Credit Agreement

    * $17,380,541.67 in commitments for future fundings under the
      DIP Credit Agreement

(6) INVESCO ADVISERS, INC.
    1166 Avenue of The Americas
    New York, NY 10036

    * $314,842,307.54 in aggregate principal amount of Prepetition

      Superpriority Term B-2 Loans under the Prepetition
      Superpriority Credit Agreement

    * $82,935,184.32 in aggregate principal amount of Prepetition
      Superpriority Term B-3 Loans under the Prepetition
      Superpriority Credit Agreement

    * $40,000,000.00 in aggregate principal amount of the loans
      under the DIP Credit Agreement

    * $30,000,000.00 in commitments for future fundings under the
      DIP Credit Agreement

(7) SILVER POINT CAPITAL, LP
    Two Greenwich Plaza
    Greenwich, CT 06830

    * $81,931,901.86 in aggregate principal amount of Prepetition
      Superpriority Term B-2 Loans under the Prepetition
      Superpriority Credit Agreement

    * $2,962,481.86 in aggregate principal amount of Prepetition
      Superpriority Term B-3 Loans under the Prepetition
      Superpriority Credit Agreement

    * $67,936,000.00 in aggregate outstanding amount of the notes
      issued under the Prepetition 2L Notes Indenture

    * $15,516,000.00 in aggregate principal amount of the loans
      under the DIP Credit Agreement

    * $11,637,000.00 in commitments for future fundings under the
      DIP Credit Agreement

Davis Polk submitted the Statement out of an abundance of caution,
and nothing herein should be construed as an admission that the
requirements of Bankruptcy Rule 2019 apply to Davis Polk's
representation of the Ad Hoc Group of Superpriority Lenders.

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

           DAVIS POLK & WARDWELL LLP
           Damian S. Schaible, Esq.
           Adam L. Shpeen, Esq.
           450 Lexington Avenue
           New York, NY 10017
           Telephone: (212) 450-4169
           Facsimile: (212) 701-5800
           Email: damian.schaible@davispolk.com
                  adam.shpeen@davispolk.com

A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/k2fCQM

                    About Murray Energy

Headquartered in St. Clairsville, Ohio, Murray Energy --
http://murrayenergycorp.com/-- is the largest privately owned coal

company in the United States, producing approximately 76 million
tons of high quality bituminous coal each year, and employing
nearly 7,000 people in the United States, Colombia and South
America.

Murray Energy now operates 15 active mines in five regions in the
United States, plus two mines in Colombia, South America.  It
operates 12 underground longwall mining systems, 42 continuous
mining units, 10 transloading facilities, and five mining
equipment
factory and fabrication facilities.

Murray Energy and its affiliates sought protection under Chapter
11
of the Bankruptcy Code (Bankr. S.D. Ohio Lead Case No. 19-56885)
on
Oct. 29, 2019.

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

The cases have been assigned to Judge John E. Hoffman Jr.

The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel; Dinsmore & Shohl
LLP as local counsel; Evercore Group L.L.C. as investment banker;
Alvarez and Marsal L.L.C. as financial advisor; and Prime Clerk
LLC
as notice and claims agent.

The U.S. Trustee for Region 9 appointed creditors to serve on the
official committee of unsecured creditors on Nov. 7, 2019.


N.Y. DIMPLE: Seeks Approval of Disclosure Statement
---------------------------------------------------
Debtor N.Y. Dimple Taxi, Inc. asks the U.S. Bankruptcy Court for
the Eastern District of New York to approve the Disclosure
Statement explaining its Chapter 11 Plan. The Debtor avers that
filed disclosure statement comports with the requirements of
adequate information.

A full-text copy of the application is available at
https://tinyurl.com/u7osyyr from PacerMonitor.com at no charge.

The Debtor is represented by Alla Kachan.

            About N.Y. Dimple

N.Y. Dimple Taxi, Inc. is a privately held company in the taxi and
limousine service industry.  The Company owns two taxi medallions
valued at $370,000.  N.Y. Dimple Taxi previously sought bankruptcy
protection on April 10, 2018 (Bankr. E.D.N.Y. Case No. 18-41989).
It filed for bankruptcy anew on January 24, 2019 (Bankr. E.D.N.Y.
Case No. 19-40425).  The petition was signed by Michael Sapoznik,
president. Judge Carla E. Craig presides over the case.

The Debtor posted total assets of $370,425 and total liabilities of
$1,140,000.

The Debtor is represented by the LAW OFFICES OF ALLA KACHAN, P.C.


NATURAL PRODUCT: Seeks to Extend Exclusivity Period to March 16
---------------------------------------------------------------
Natural Product Association asked the U.S. Bankruptcy Court for the
District of Delaware to extend the exclusivity period to file a
Chapter 11 plan to March 16, 2020, and the period to solicit
acceptances for the plan to May 14, 2020.

Natural Product Association believes that the requested extension
will afford key parties to negotiate and prepare a plan of
reorganization, and resolve its objection to the $3.1 million claim
filed by creditor Brent Weickert that will facilitate the proposal
of a plan.

               About Natural Product Association

Founded in 1936, Natural Product Association --
http://www.npanational.org/-- is a nonprofit organization
dedicated to the natural products industry.  It is a trade
association for dietary supplements, natural health & sports
nutrition, medical and functional foods, probiotics, and natural
personal/home care products.

Natural Product Association filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 19-11849) on Aug. 19, 2019. The
Debtor was estimated to have $1 million to $10 million in assets
and liabilities as of the bankruptcy filing.

Hon. John T. Dorsey oversees the case.

The Debtor tapped Squire Patton Boggs (US) LLP as general
bankruptcy counsel; Cicero & Cole, LLP as Delaware bankruptcy
counsel; and GlassRatner Advisory & Capital Group, LLC as financial
advisor.


NCL CORP: S&P Rates New $565MM Sr. Unsecured Notes Due 2024 'BB+'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '3'
recovery rating to NCL Corp. Ltd.'s proposed $565 million senior
unsecured notes due 2024. The '3' recovery rating indicates S&P's
expectation for meaningful (50%-70%; rounded estimate: 65%)
recovery for noteholders in the event of a payment default.

The company intends to use the proceeds from the proposed notes to
redeem its existing $565 million 4.75% senior unsecured notes due
2021. S&P views the transaction as essentially debt for debt, it
does not affect the rating agency's forecast credit measures for
NCL. S&P continues to expect the company's adjusted leverage to
remain in the low- to mid-3x area, on average, through 2020.  S&P's
'BB+' issuer credit rating on NCL is unchanged.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P's 'BBB-' issue-level rating and '1' recovery rating on
NCL's secured debt remain unchanged. S&P caps its rating on NCL's
secured debt at 'BBB-' because the rating agency caps its
issue-level ratings on speculative-grade issuers at 'BBB-'
regardless of its recovery rating to deemphasize the role recovery
plays in notching up issue ratings for issuers near the
investment-grade threshold.

-- While its estimated recovery for the company's unsecured notes
would indicate a '1' recovery rating (90%-100%), S&P caps the
recovery rating at '3' (50%-70%) because it caps its recovery
ratings on the unsecured debt of issuers it rates in the 'BB'
category at this level. The cap addresses that these creditors'
recovery prospects are at greater risk of being impaired by the
issuance of additional priority or pari passu debt prior to
default.

Simulated default assumptions

-- S&P's simulated default scenario contemplates a payment default
occurring in 2024 due to cash flow declines from existing ships and
weaker-than-expected increases in cash flow from new ships
scheduled for delivery over the next several years amid elevated
pricing pressure and competition from larger operators.

-- S&P uses a discrete asset valuation (DAV) approach for NCL
because its debt structure provides certain creditors with priority
claims against specific assets and it expects that lenders would
pursue the specific collateral pledged to them.

-- To calculate its DAV, S&P applies discounts to the appraised
values of NCL's existing ships and to the costs of planned ships.
S&P applies discounts ranging from 40%-50% to appraisals depending
on the customer segment. In addition, where no appraisals are
available, the rating agency applies discounts to the cost of the
ships ranging from 15%-50% depending on when they were placed in
service or are scheduled for delivery and whether they operate in
the contemporary or premium class.

-- S&P include in its analysis all ships to be delivered through
2023, the year prior to the assumed year of default, and their
associated financings.

-- S&P assumes administrative claims total 7% of gross discrete
asset value, reflecting expenses associated with the two classes of
debt at the parent, various subsidiaries' ship financings, and
multi-jurisdictional considerations.

-- S&P assumes the $875 million revolver is 85% drawn at the time
of default.

Simplified waterfall

-- Gross asset value: $10.1 billion
-- Net asset value (after 7% administrative costs): $9.4 billion
-- Obligor/nonobligor valuation split: 21%/79%
-- Net value available to secured credit facilities (including
residual value from unpledged ships after satisfying ship-level
debt): $3.8 billion
-- Secured credit facilities: $2.1 billion
-- Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Net value available to senior unsecured notes: $1.7 billion
-- Senior unsecured notes: $576 million
-- Recovery expectations: Capped at 50%-70% (rounded estimate:
65%)

Note: All debt amounts include six months of prepetition interest.


NETWORK GROUP: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Network Group, LLC
        330 Railroad Avenue, Floor 2
        Greenwich, CT 06830

Case No.: 19-47229

Business Description: Network Group, LLC, a Delaware limited
                      liability company organized on March 3,
                      2017, operates several flexible shared
                      office spaces throughout the United States.

Chapter 11 Petition Date: December 2, 2019

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Hon. Carla E. Craig

Debtor's Counsel: Lawrence Morrison, Esq.
                  MORRISON TENENBAUM, PLLC
                  87 Walker Street Floor 2
                  New York, NY 10013
                  Tel: 212-620-0938
                  Email: lmorrison@m-t-law.com
                         info@m-t-law.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Frank Bistrian, 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/nyeb19-47229.pdf


NUVECTRA CORP: Seeks Authorization to Use Cash Collateral
---------------------------------------------------------
Nuvectra Corporation seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Texas to use cash collateral as
set forth in the proposed budget.

The Debtor seeks to use the prepetition collateral (including the
cash collateral) for general corporate purposes, and administrative
costs and expenses of the Debtor incurred in its Chapter 11 Case
and in the ordinary course of business.

The Debtor has a credit facility with Oxford Finance LLC (as the
Collateral Agent) and Silicon Valley Bank. The Credit Facility
consists of term loan facilities in an aggregate maximum principal
amount of $45 million. The Term Loans are secured by a first
priority lien on substantially all of the assets of the Debtor.

As adequate protection, the Collateral Agent will receive the
following as adequate protection:

     (a) First priority liens on all pre- and post-petition
unencumbered assets (including intellectual property and proceeds
of avoidance actions), subject to any carve-out and permitted
liens;

     (b) Replacement liens on all assets constituting prepetition
Collateral, subject to any Carve-Out and permitted liens;

     (c) Payment of monthly interest;

     (d) Superpriority administrative expense claim, subject to any
Carve-Out and payable from proceeds of, among other things,
avoidance actions; and

     (e) Payment of Collateral Agent's reasonable and documented
fees and expenses, including any professionals retained by the
Collateral Agent, which will be subject to notice and an
opportunity to object.

                          About Nuvectra

Nuvectra Corporation -- http://www.nuvectramed.com/-- operates as
a neurostimulation medical device company.  The Algovita Spinal
Cord Stimulation (SCS) System is the Company's first commercial
offering and is CE marked and FDA approved for the treatment of
chronic intractable pain of the trunk and/or limbs.  The Company's
innovative technology platform also has capabilities under
development to support other indications such as sacral
neuromodulation (SNM) for the treatment of overactive bladder, and
deep brain stimulation (DBS) for the treatment of Parkinson's
Disease.

Nuvectra filed for Chapter 11 bankruptcy protection (Bankr. E.D.
Tex. Case No. 19-43090) on Nov. 12, 2019.  In the petition signed
by CEO Fred B. Parks, the Debtor was estimated to have $10 million
to $50 million in both assets and liabilities.  The Hon. Brenda T.
Rhoades oversees the case.  The Debtor is represented by Ryan E.
Manns, Esq. and Toby L. Gerber, Esq. at Norton Rose Fulbright US
LLP.

The Office of the U.S. Trustee on Nov. 21, 2019, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case.



OMEROS CORPORATION: Incurs $16.5 Million Net Loss in 3rd Quarter
----------------------------------------------------------------
Omeros Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $16.46 million on $29.86 million of revenue for the three months
ended Sept. 30, 2019, compared to a net loss of $39.47 million on
$4.61 million of revenue for the three months ended Sept. 30,
2018.

For the nine months ended Sept. 30, 2019, the Company reported a
net loss of $55.26 million on $78.39 million of revenue compared to
a net loss of $103.22 million on $7.85 million of revenue for the
nine months ended Sept. 30, 2018.

Third quarter 2019 costs and expenses were $41.0 million compared
to $36.1 million for Q2 2019.  The increase reflected incremental
narsoplimab manufacturing costs associated with the commencement of
full-scale drug substance manufacturing in 3Q 2019 together with
increased manufacturing scale-up costs in the Company's OMS906
program in advance of planned clinical entry next year. Selling,
general and administrative expenses were $16.9 million for both 2Q
and 3Q 2019.

As of Sept. 30, 2019, the Company had $91.26 million in total
assets, $46.75 million in total current liabilities, $28.65 million
in lease liabilities, $155.77 million in unsecured covertible
senior notes, and a total shareholders' deficit of $139.91
million.

As of Sept. 30, 2019, Omeros had $27.3 million of cash, cash
equivalents and short-term investments available for operations, a
decrease of $4.5 million from June 30, 2019.  Accounts receivable
at Sept. 30, 2019 were $29.9 million.

Omeros has a $50-million revolving line of credit facility with
Silicon Valley Bank.  The line of credit provides for borrowing
availability of up to the lesser of $50 million and 85 percent of
eligible accounts receivable, subject to applicable reserves.  As
of Sept. 30, 2019, there were no borrowings outstanding.

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

                   https://is.gd/QVN1FZ

                 About Omeros Corporation

Omeros Corporation -- http://www.omeros.com-- is a
commercial-stage biopharmaceutical company committed to
discovering, developing and commercializing small-molecule and
protein therapeutics for large-market as well as orphan indications
targeting inflammation, complement-mediated diseases and disorders
of the central nervous system.  The Company's drug product OMIDRIA
(phenylephrine and ketorolac intraocular solution) 1% / 0.3% is
marketed for use during cataract surgery or intraocular lens (IOL)
replacement to maintain pupil size by preventing intraoperative
miosis (pupil constriction) and to reduce postoperative ocular
pain.  In the European Union, the European Commission has approved
OMIDRIA for use in cataract surgery and other IOL replacement
procedures to maintain mydriasis (pupil dilation), prevent miosis
(pupil constriction), and to reduce postoperative eye pain.  Omeros
has multiple Phase 3 and Phase 2 clinical-stage development
programs focused on: complement-associated thrombotic
microangiopathies; complement-mediated glomerulonephropathies;
Huntington's disease and cognitive impairment; and addictive and
compulsive disorders. In addition, Omeros has a diverse group of
preclinical programs and a proprietary G protein-coupled receptor
(GPCR) platform through which it controls 54 new GPCR drug targets
and corresponding compounds, a number of which are in pre-clinical
development.  The company also exclusively possesses a novel
antibody-generating platform.  The Company is headquartered in
Seattle, Washington.

Omeros reported a net loss of $126.8 million for the year ended
Dec. 31, 2018, compared to a net loss of $53.48 million for the
year ended Dec. 31, 2017.

Ernst & Young LLP, in Seattle, Washington, issued a "going concern"
opinion in its report dated March 1, 2019, on the consolidated
financial statements for the year ended Dec. 31, 2018 stating that
the Company has suffered losses from operations and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.



P.P.S. TRUCKING: Has Permission to Use Interbank Cash Collateral
----------------------------------------------------------------
Judge Janice D. Loyd of the U.S. Bankruptcy Court for the Western
District of Oklahoma authorized P.P.S. Trucking, LLC's use of cash
collateral to pay the ordinary and necessary operating expenses of
the Estate's business and assets.

The Debtor has submitted a budget reflecting projected revenue and
expenses through Jan. 24, 2020. Interbank consents to the use of
cash collateral. However, the Debtor will not incur expenses for
any line item in the Budget in an amount that exceeds the budgeted
amount for such line item by more than 10% without the prior
written approval of Interbank.

Interbank asserts a claim against the Debtor in the approximate
amount of $13,000,000 secured by first-priority valid and perfected
liens on, inter alia, all of the Estate's right, title, present and
future interest in the collateral.

Interbank is granted, effective as of the Petition Date, valid,
binding, enforceable, and automatically perfected liens
co-extensive with Interbank's prepetition liens, in all currently
owned or hereafter acquired property and assets of the Estate, of
any kind or nature, whether real or personal, tangible or
intangible, wherever located, now owned or hereafter acquired or
arising and all proceeds and products thereof, excluding only
causes of action arising under chapter 5 of the Bankruptcy Code.
This additional adequate protection is being given to the extent of
any decrease in value of the Collateral or Cash Collateral. The
Replacement Liens granted pursuant to this Interim Order shall have
the same priority as Interbank's prepetition liens.

The Debtor will maintain insurance on the Collateral in the amounts
reasonably required by InterBank and will provide InterBank with
evidence of such insurance.

                    About P.P.S. Trucking LLC

P.P.S. Trucking, LLC, a provider of trucking services in Hennessey,
Okla., filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Okla. Case No. 19-14563) on Nov. 7,
2019. In the petition signed by Tom Holder, vice-president, the
Debtor estimated $50,000 in assets and $10 million to $50 million
in liabilities. Stephen J. Moriarty, Esq., at Fellers, Snider,
Blankenship, Bailey & Tippens, P.C., is the Debtor's counsel.



PAINTER SANTA: Case Summary & 2 Unsecured Creditors
---------------------------------------------------
Debtor: Painter Santa LLC
        10329 Painter Ave
        Santa Fe Springs, CA 90670

Case No.: 19-24103

Business Description: Painter Santa LLC is a Single Asset Real
                      Estate debtor (as defined in 11 U.S.C.
                      Section 101(51B)).

Chapter 11 Petition Date: December 3, 2019

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

Judge: Hon. Julia W. Brand

Debtor's Counsel: David B. Zolkin, Esq.
                  ZOLKIN TALERICO LLP
                  12121 Wilshire Blvd Ste 1120
                  Los Angeles, CA 90025
                  Tel: 424-500-8551
                  Fax: 424-500-8951
                  Email: dzolkin@ztlegal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Aaron Badart, managing member.

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

            http://bankrupt.com/misc/cacb19-24103.pdf


PALM FROND: Seeks to Extend Exclusivity Period to Jan. 24
---------------------------------------------------------
Palm Frond Condominium Association, Inc. asked the U.S. Bankruptcy
Court for the Middle District of Florida to extend the exclusivity
period to file a Chapter 11 plan to Jan. 24, 2020, and the period
to solicit acceptances for the plan to March 24, 2020.

David Ray, Esq., PFCA's attorney, said an extension of the
exclusivity period is appropriate since the condominium association
continues to make "good faith" progress towards the conclusion of
its Chapter 11 case.

Since the conversion of its bankruptcy case, PFCA has worked
diligently to achieve consensual settlements with its primary
creditors, Sisters Creation, Inc. and Pavese Law Firm.  A motion to
settle the claims of Sisters Creation has already been filed while
the condominium association expects to file a similar motion in the
immediate future after its negotiations with Pavese Law Firm.  Both
settlements contemplate the voluntary dismissal of the case,
according to court filings.

                  About Palm Frond Condominium
                         Association Inc.
  
Palm Frond Condominium Association, Inc. filed a voluntary Chapter
7 petition (Bankr. M.D. Fla. Case No. 19-04954) on May 25, 2019.
The case was converted to one under Chapter 11 on July 15, 2019.
The case has been assigned to Judge Caryl E. Delano.  The Debtor is
represented by David A. Ray, Esq.  No committee of unsecured
creditors has been appointed in the Debtor's case.


PIMA COUNTY: Moody's Lowers Rating on Education Bonds to Ba2
------------------------------------------------------------
Moody's Investors Service downgraded to Ba2 from Baa3 the rating on
Pima County Industrial Development Authority, AZ's Education
Revenue Bonds (Arizona Charter Schools Refunding Project). This
concludes its review for downgrade initiated on September 19, 2019.
There are approximately $32.7 million in outstanding revenue bonds,
of which Moody's rates $21 million in Series 2013Q and $11.5
million in Series 2016R. The outlook has been changed to stable
from ratings under review.

RATINGS RATIONALE

The downgrade to Ba2 reflects a weakened and low weighted average
credit quality of the pool participants. The participants are small
charter schools with slim debt service coverage, weak liquidity,
and narrow operating margins. The weakest participants, like
Academy with Community Partners, Paramount, and New School for the
Arts, are especially stressed and have experienced enrollment
declines. Financial performance at ACP is particularly weak with 21
days' cash exclusive of government receivables and prepaid
expenses.

The pool benefits from security features that ensure that debt
service is paid from the first available allocations of state aid.
The State Treasurer sends state aid directly to the Trustee for
payment of debt service before funds are released to the schools.

The pool holds close to $4.9 million in liquid reserves that are
cross-collateralized across the three outstanding series and among
all 9 pool participants. With the exception of the Kingman Academy
of Learning with $12.4 million in outstanding debt, these reserves
are sufficient to cover the loss or complete default of any one
participant. They could also cover debt service for all of the
weakest participants for a multi-year period, potentially allowing
the schools to adjust their operations and attract additional
students. The schools also maintain credit reserves equal to their
maximum annual debt service. While the reserves provide some
insulation, the pool's worsening weighted average credit quality
increases the likelihood that they will be called upon in the
future.

RATING OUTLOOK

The stable outlook reflects its expectation that the pool's excess
liquidity will mitigate the low weighted average credit quality of
the pool. Modest additions to the liquid reserve account will
sustain the pool's default tolerance. State school funding will
remain stable with some moderate increases in per pupil amounts.

FACTORS THAT COULD LEAD TO AN UPGRADE

  - Improved weighted average participant credit quality

  - Improved balance sheet and operating metrics among pool
participants

  - Sustained trend of strengthening student demand including
enrollment growth for those participants with growth capacity

FACTORS THAT COULD LEAD TO A DOWNGRADE

  - Further deterioration in weighted average participant credit
quality

  - Weakened default tolerance based upon available reserves and
credit profile of participants

  - Failure of participants to comply with bond covenants

LEGAL SECURITY

The primary source of payment for the bonds are State Per Pupil
Operating Revenues from each school provided by the direct transfer
of these funds to the Trustee to fund debt service payments.
Available cross-collateralized debt service reserves now equal
$4.86 million, enhancing each school's individual credit reserve,
and strengthening default tolerance. Bonds are additionally secured
by a mortgage on participants' facilities. Covenants include a 1.2
times additional bonds test, and a 1.1 times debt service coverage
and 30 days' cash requirement.

PROFILE

The Pima IDA revenues bonds are secured by a pool of ten charter
schools including: (1) Academy with Community Partners (ACP),
located in Mesa, which serves 133 students in grades 9-12; (2)
Benchmark Charter School serving 410 students in grades K-6; (3)
Dobson Ball Academy located in Chandler and serving 468 K-8
students; (4) Dobson Hearn Academy, located in Phoenix, serving 640
students in grades K-8; (5) Kingman Academy, which is located in
west central Arizona, about 35 miles from the Arizona/California
border, and serves just over 1,300 students in grades K-12; (6) New
School for the Arts in Tempe, which serves around 250 students in
grades 6-12; (7) Paramount Academy, located in Peoria, serves 236
students in grades K-8; (8) Reid Valley Academy, located in
northern Phoenix, serving 692 students; and (9) Young Scholars
Academy, which serves 387 students in grades K-8.

METHODOLOGY

The principal methodology used in these ratings was Public Sector
Pool Financings published in July 2012.


PIONEER NURSERY: Committee Hires McCormick Barstow as New Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors of Pioneer Nursery,
LLC seeks approval from the U.S. Bankruptcy Court for the Eastern
District of California to retain McCormick, Barstow, Sheppard,
Wayte & Carruth LLP as its new legal counsel.

The committee initially selected Hagop Bedoyan, Esq., and his
former firm, Klein, DeNatale, Goldner, Cooper, Rosenlieb & Kimball
LLP to handle the Debtor's Chapter 11 case.  Mr. Bedoyan joined
McCormick Barstow on Nov. 1.

The committee requires McCormick Barstow to give legal advice
regarding confirmation of a reorganization plan, and the
prosecution of adversary proceedings, litigation and contested
matters.

McCormick Barstow will be paid at these hourly rates:

     Hagop T. Bedoyan      $420
     Attorneys             $175 - $550
     Legal Assistants      $85 - $175

Mr. Bedoyan assured the court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     Hagop T. Bedoyan, Esq.
     Paul R.Gaus, Esq.
     McCormick, Barstow, Sheppard, Wayte & Carruth LLP
     7647 North Fresno Street
     Fresno, CA 93720
     Tel: (559)433-1300
     Fax: (559) 433-2300
     Email: hagop.bedoyan@mccormickbarstow.com
            paul.gaus@mccormickbarstow.com

             About Pioneer Nursery, LLC

Founded in 1968, Pioneer Nursery Inc. is in the retail nurseries
and garden stores industry. It owns crops -- either planted or
harvested -- of approximately 440,000 pistacio trees worth $7 per
tree having a total retail value of $3.08 million. The Debtor
posted gross revenue of $4.55 million in 2016 and gross revenue of
$7.78 million in 2015.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Calif. Case No. 17-13112) on Aug. 11, 2017. Brian
Blackwell, its member, signed the petition.

At the time of the filing, the Debtor disclosed $5.42 million in
assets and $245,701 in liabilities.

Judge Fredrick E. Clement presides over the case. Fear Waddell,
P.C., represents the Debtor as bankruptcy counsel.

The U.S. Trustee for Region 17 appointed creditors to serve on the
official committee of unsecured creditors in the Debtor's case on
Oct. 17, 2017.  The committee initially hired Klein DeNatale
Goldner Cooper Rosenlieb & Kimball, LLP as its legal counsel.


PORTAGE BIOTECH: Wins More Time to Remedy Default Under CSE Rules
-----------------------------------------------------------------
Portage Biotech Inc. has been granted an extension by the Canadian
Securities Exchange to remedy its default under CSE listing rules.

As a result of the Failure to File Cease Trade Order (the "FFCTO")
issued by the Ontario Securities Commission on August 2, 2019, the
Company was also deemed to be in default under the rules of the CSE
which resulted in the suspension of trading in the Company's
shares.  Ordinarily, CSE would have required Portage to cure the
default within 90 days of such default or else its common shares
would have been disqualified from further trading on CSE even if
the FFCTO was revoked.  To protect the listing of its common shares
on CSE, Portage applied for and was granted a 60 day extension by
CSE.  The default will be cured upon the revocation of the FFCTO by
the OSC.

Portage also commented on recent trading activity in its shares on
the OTC grey market.  Investors and shareholders, the Company said,
should be aware that this market has minimal regulation, does not
provide visible trading information such as a live bid/ask and that
the Company does not maintain any form of market making presence.
Trading is highly speculative on the OTC grey market and,
consequently, the Company's share price is subject to extreme price
fluctuations.  Investors and shareholders should exercise extreme
caution if they intend to trade the Company's shares through this
platform and are reminded that the Company does not and will not
assume any responsibility for trading losses.

Finally, further to its news releases of October 31 and November 1,
2019, the Company said that it believes that it has resolved all
outstanding accounting issues relating to the completion of its
March 31, 2019 financial statements and accompanying MD&A.  The
Company's auditors are currently reviewing same to determine
whether they are presented fairly, in all material respects, and in
conformity with the financial reporting framework applicable to
Portage.

Portage (PBT.U, OTC Markets: PTGEF) is a biotechnology company
focused on developing best-in-class or first-in-class therapeutics.
It nurtures the creation of early- to mid-stage, first- and
best-in-class therapies for a variety of cancers, by providing
funding, strategic business and clinical counsel, and shared
services, to enable efficient, turnkey execution of
commercially-informed development plans.



PRINCE ORGANIZATION: First Choice to be Paid $1.8MM Over 25 Years
-----------------------------------------------------------------
Debtor Prince Organization, Nacogdoches LLC, filed with the U.S.
Bankruptcy Court for the Eastern District of Texas, Lufkin
Division, a third amended disclosure statement.

The Plan provides that Class 6 Unsecured Creditors will be paid
once Allowed over 60 months based on a Pro Rata distribution of
$2,000 a month. The payments shall be made in equal monthly
payments beginning on the first day of the month following the
Effective Date and shall continue on the first day of each month
thereafter until paid pursuant to this Plan. The Class 6 Claims are
Impaired and the holders of the Class 6 Claims are entitled to vote
to accept or reject the Plan.

Class 4 shall consist of the Allowed Secured Claim of First Choice
Bank in the estimated amount of $2,937,568.07. Debtor will pay the
Class 4 Allowed Secured Claim which is in the amount $1.8 million
will be paid over 300 months at an interest rate of 5.5% per annum
as of the Confirmation Date. The estimated monthly payment amount
of principal and interest is $11,597.43. The Class 4 Creditor shall
be secured for an Allowed 1111(b) Claim on the Debtor's real
property described in its loan documents and mortgage, in the
amount of $2,937,568.07 as of Confirmation Date.

The Debtor does not intend to retain its franchise with Magnuson
Hotels, operating the property instead as an OYO-branded hotel
after Confirmation of the Plan of Reorganization under an OYO
Hotels, Inc. franchise. Upon rejection of its executory contract
with Magnuson, OYO will provide a source of operating capital
pursuant to the OYO Marketing, Consulting, and Revenue Management
Agreement. Under paragraph 3 of the Agreement, OYO guarantees
annual gross revenues in the amount of $1,130,000.

In preparation for the transition of the property pursuant to the
Agreement, OYO will make a capital investment of $315,000. These
funds will be made available to the Debtor in three separate
instalments.

Dollars to operate the property will come from the business
operations of the Debtor, contributions of the owners and capital
funded by an agreement with OYO.  The Plan will be funded from the
continuing operations of the Debtor.

A full-text copy of the Amended Disclosure Statement is available
at https://tinyurl.com/t923xya from PacerMonitor.com at no charge.

The Debtor is represented by:
Joyce W. Lindauer
State Bar No. 21555700
Joyce W. Lindauer Attorney, PLLC
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
(972) 503-4033
(972) 503-4034 (Fax)
Email: joyce@joycelindauer.com
Jonathan A. Gitlin
State Bar No. 24064305
The Patel Law Group, PLLC
1125 Executive Circle, Suite 200
Irving, Texas 75038
Main: (972) 650-6848
Fax: (972) 650-6167
Email: jgitlin@patellegal.com

              About Prince Organization Nacogdoches

Prince Organization, Nacogdoches LLC, a privately held company in
the traveler accommodation industry, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No.
19-90145) on June 3, 2019. At the time of the filing, the Debtor
was estimated to have assets of between $1 million and $10 million
and liabilities of the same range. The Debtor is represented by
Joyce W. Lindauer Attorney, PLLC and The Patel Law Group, PLLC.


RADIO DESIGN: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Radio Design Group, Inc.
        8925 Rogue River Hwy
        Grants Pass, OR 97527

Case No.: 19-63617

Business Description: Radio Design Group, Inc. is a design and
                      engineering firm based in Grants Pass,
                      Oregon.  Since its incorporation in 1992,
                      Radio Design has grown from a small RF
                      consulting company specializing in small
                      commercial markets to a vital contributor of
                      unique and innovative products that have
                      advanced the state of technology in both the

                      commercial and defense related markets.
                      Radio Design previously sought bankruptcy
                      protection on July 24, 2014 (Bankr. D.
                      Oregon Case No. 14-62732).

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Thomas M. Renn

Debtor's Counsel: Loren S. Scott, Esq.
                  THE SCOTT LAW GROUP
                  PO Box 70422
                  Springfield, OR 97475
                  Tel: 541-868-8005
                  Fax: 541-868-8004
                  Email: ecf@scott-law-group.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by James Hendershot, president.

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

          http://bankrupt.com/misc/orb19-63617.pdf


ROYAL TRANSPORT: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Royal Transport Express, LLC
        429 Royal Oak
        Murphy, TX 75094

Case No.: 19-43230

Business Description: Royal Transport Express, LLC is a freight
                      shipping and trucking company based in
                      Murphy, Texas.

Chapter 11 Petition Date: December 2, 2019

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Judge: Hon. Brenda T. Rhoades

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS
                  12770 Coit Road, Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  Email: eric@ealpc.com

Total Assets: $820,800

Total Liabilities: $1,250,676

The petition was signed by Bahadur Dhesi, 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/txeb19-43230.pdf


RRNB 1290: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: RRNB 1290 LLC
        8511 River Road
        New Braunfels, TX 78132

Case No.: 19-52854

Business Description: RRNB 1290 LLC is a Single Asset Real Estate
                      debtor (as defined in 11 U.S.C. Section
                      101(51B)).

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Craig A. Gargotta

Debtor's Counsel: Morris E. "Trey" White, III, Esq.
                  VILLA & WHITE LLP
                  1100 NW Loop 410, Suite 802
                  San Antonio, TX 78213
                  Tel: (210) 225-4500
                  Fax: (210) 212-4649
                  Email: treywhite@villawhite.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $0 to $50,000

The petition was signed by Robert Kane, managing member.

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

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

            http://bankrupt.com/misc/txwb19-52854.pdf


RRNB 8400: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: RRNB 8400 LLC
        8511 River Road
        New Braunfels, TX 78132

Case No.: 19-52855

Business Description: RRNB 8400 LLC is a privately held company
                      based in New Braunfels, Texas.

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Craig A. Gargotta

Debtor's Counsel: Morris E. "Trey" White, III, Esq.
                  VILLA & WHITE LLP
                  1100 NW Loop 410, Suite 802
                  San Antonio, TX 78213
                  Tel: (210) 225-4500
                  Fax: (210) 212-4649
                  Email: treywhite@villawhite.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert Kane, managing member.

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

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

           http://bankrupt.com/misc/txwb19-52855.pdf


SEMILEDS CORP: B F Borgers CPA PC Raises Going Concern Doubt
------------------------------------------------------------
SemiLEDs Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$3,565,000 on $5,902,000 of net revenues for the year ended Aug.
31, 2019, compared to a net loss of $2,981,000 on $7,495,000 of net
revenues for the year ended in 2018.

The audit report of B F Borgers CPA PC states, "The Company
incurred recurring losses from operations, has net current
liabilities and an accumulated deficit that raise substantial doubt
about its ability to continue as a going concern."

The Company's balance sheet at Aug. 31, 2019, showed total assets
of $11,662,000, total liabilities of $9,874,000, and a total equity
of $1,788,000.

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

                       https://is.gd/ADp0bk

SemiLEDs Corporation develops, manufactures, and sells light
emitting diode (LED) chips and LED components in the United States,
Taiwan, the Netherlands, France, China, Germany, Hong Kong, and
internationally. The company's products are used for general
lighting applications, including street lights and commercial,
industrial, system and residential lighting.  SemiLEDs Corporation
was incorporated in 2005 and is headquartered in Chunan, Taiwan.


SOUTHERN UTAH PIZZA: Case Summary & 6 Unsecured Creditors
---------------------------------------------------------
Debtor: Southern Utah Pizza Service, Inc.
        115 East 2580 South
        St. George, UT 84770

Case No.: 19-28836

Business Description: Southern Utah Pizza Service owns a pizza
                      restaurant chain.

Chapter 11 Petition Date: December 2, 2019

Court: United States Bankruptcy Court
       District of Utah (St. George)

Judge: Hon. William T. Thurman

Debtor's Counsel: Chris L. Schmutz, Esq.
                  SCHMUTZ & MOHLMAN, LLC
                  190 North Main Street, Suite 100
                  Bountiful, UT 84010
                  Tel: (801) 298-4800
                  Fax: (801) 298-4804
                  Email: chrisschmutz.pc@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by R. Alan Knox, president.

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

     http://bankrupt.com/misc/utb19-28836_creditors.pdf

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

         http://bankrupt.com/misc/utb19-28836.pdf


SPECTRUM BRANDS: S&P Alters Outlook to Negative, Affirms 'B+' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based Spectrum
Brands Holdings Inc. to negative from stable and affirmed all of
its ratings on the company, including its 'B+' issuer credit
rating.

The outlook revision reflects the potential for a lower rating if
adjusted leverage does not approach 5x at the end of fiscal 2020
and below 5x in the subsequent year.  The company recently
announced its plan to repurchase $250 million of its shares through
a $125 million accelerated share-repurchase program and additional
$125 million through open-market repurchases. S&P expects this will
result in discretionary cash flow after dividends and share
repurchase to be negative for fiscal 2020. In addition, S&P expects
high restructuring charges related to the company's multiyear
global productivity improvement plan (GPIP) to pressure EBITDA in
fiscal 2020. With the higher-than-expected restructuring charges
and the announced share repurchase, the rating agency expects
leverage in the low-5x area by the end of fiscal 2020."

However, as part of the sale of the global auto care (GAC) business
to Energizer Holdings Inc., Spectrum received 5.3 million shares of
Energizer common stock, valued at around $240 million at closing.
Spectrum will have the ability to sell the Energizer stock 12
months after the close, starting Jan. 28, 2020. S&P believes that
if the company chooses to sell these shares, it will use the
proceeds for either debt repayment or reinvestment within a year.
Although not included in S&P's base case forecast, this presents
potential upside, which could allow the company to delever faster
than the rating agency expected.

The negative outlook reflects the potential for a lower rating if
Spectrum does not improve its credit ratios in line with S&P's
expectation, including leverage approaching 5x at end of fiscal
2020 and below 5x in the subsequent year.

"We could lower our rating if leverage remains above 5x because the
company's financial policy becomes even more aggressive where it
continues to repurchase shares or pursues debt-financed
acquisitions," S&P said, adding that it could also lower its rating
if Spectrum's profits deteriorate because of a decline in housing
market or slowing remodel activity that hurt the performance of its
HHI segment, input cost volatility or poor weather conditions that
hurt profitability of its H&G segment, or if tariffs hurt its
margins more than expected.

"We could revise the outlook to stable if the company improves its
profitability, significantly reduces its restructuring costs,
benefits from its global productivity improvement plan, and dials
back on the level of share repurchase activities such that it
sustains adjusted leverage below 5x," the rating agency said.


STARION ENERGY: Seeks More Time to File Bankruptcy Plan
-------------------------------------------------------
Starion Energy, Inc. is seeking more time to control its bankruptcy
as it works to resolve the claims of the attorney general for
Massachusetts, the company's largest creditor.

In its motion, the company asked the U.S. Bankruptcy Court for the
District of Delaware to extend the exclusivity period for filing a
Chapter 11 plan to March 11, 2020, and for soliciting acceptances
for the plan to May 12, 2020.  

The request followed the bankruptcy court's bench ruling on the
attorney general's motion for abstention, which seeks the state
courts of Massachusetts to adjudicate the claims totaling almost
$30 million or 75 percent of all outstanding claims against Starion
Energy and its affiliates.

"In light of the court's recently suggested ruling on the motion
for abstention in favor of having the Commonwealth of Massachusetts
liquidate the AG's claim, the debtors require additional time to
develop a plan of reorganization to address that development,"
Starion Energy's attorney, Ronald Gellert, Esq., said.

The motion is on Judge Mary Walrath's calendar for Dec. 17.

                    About Starion Energy

Founded in 2009, Starion Energy -- https://www.starionenergy.com/
-- is a competitive electric supplier that markets and sells
electricity to retail customers.  Starion participates in certain
"deregulated" markets -- markets in which the state has allowed
third-party energy providers to market and sell electricity supply
as an alternative to the electric supply procured and provided by
the customers' utility. It has operations in Connecticut, Delaware,
District of Columbia, Illinois, Massachusetts, Maryland, New
Jersey, New York, Ohio, and Pennsylvania. Based in Middlebury,
Connecticut, Starion Energy is a member of the Retail Energy Supply
Association (RESA).

Starion Energy and its affiliates, Starion Energy PA, Inc., and
Starion Energy NY, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 18-12608) on Nov. 14,
2018.  At the time of the filing, Starion Energy disclosed
$26,888,675 in assets and $6,956,141 in liabilities.

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

Gellert Scali Busenkell & Brown, LLC, is the Debtors' legal
counsel.  Donlin Recano is the claims agent.


SUMMIT VIEW: Gets Approval to Hire Johnson Pope as Legal Counsel
----------------------------------------------------------------
Summit View, LLC received approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire Johnson Pope Bokor
Ruppel & Burns, LLP as its legal counsel.

The professional services Johnson Pope will render are:

     a. advise the Debtor of its duties and obligations under the
Bankruptcy Code;

     b. analyze and pursue avoidance actions if in the best
interest of the estate;

     c. prepare motions, pleadings and other legal papers; and

     d. assist the Debtor in taking all legally appropriate steps
to effectuate compliance with the Bankruptcy Code.

The Debtor paid a $16,778.50 retainer within one year of the filing
date. Of the total amount received, $6,778.50 is related to
representation of the Debtor concerning potential work-out
settlement efforts.

Johnson Pope does not represent any interest adverse to the Debtor
and its estate, according to court filings.

The firm can be reached through:

     Alberto F. Gomez, Jr., Esq.
     Johnson Pope Bokor Ruppel & Burns, LLP
     401 E. Jackson St., Suite 3100
     Tampa, FL 33602
     Tel: 813-225-2500
     Fax: 813-223-7118
     Email: al@jpfirm.com

              About Summit View

Summit View, LLC is a single asset real estate debtor (as defined
in 11 U.S.C. Section 101(51B)).  

Summit View sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 19-10111) on Oct. 24, 2019.  It
previously filed Chapter 11 petition (Bankr. M.D. Fla. Case No.
09-06495) on April 2, 2009.

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

The Debtor tapped Alberto F. Gomez, Jr., Esq., at Johnson, Pope,
Bokor, Ruppel & Burns, LLP.


SUNSET VIEW: Seeks to Hire Advantage Law Group as Counsel
---------------------------------------------------------
Sunset View Ranches, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Advantage Law
Group, P.A. as its legal counsel.

The firm will provide these services in connection with the
Debtor's Chapter 11 case:

     a. advise the Debtor of its powers and duties in the continued
management of its business operations;

     b. advise the Debtor of its responsibilities in complying with
the U.S. Trustee's Operating Guidelines and Reporting Requirements
and with the rules of the court;

     c. prepare motions, pleadings and other legal papers;

     d. protect the interest of the Debtor in all matters pending
before the court;

     e. represent the Debtor in negotiation with its creditors in
the preparation of a bankruptcy plan.

Advantage Law Group will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.

Stan Riskin, Esq., a partner at Advantage Law Group, assured the
court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.

Advantage Law Group can be reached at:

     Stan L. Riskin, Esq.
     Advantage Law Group, P.A.
     20801 Biscayne Blvd., Suite 506
     Aventura, FL 33180
     Tel: (305) 936-8844
     Email: stan.riskin@gmail.com

                     About Sunset View Ranches           

Sunset View Ranches, LLC is primarily engaged in renting and
leasing real estate properties.  It owns a property located at 2801
SW 148th Ave., Davie, Fla., which is valued at $3.2 million.

Sunset View Ranches filed a voluntary Chapter 11 petition (Bankr.
S.D. Fla. Case No. 19-25581) on Nov. 19, 2019. The petition was
signed by Judith Villarroel, manager.  The Debtor disclosed
$4,800,017 in assets and $2,110,372 in debt at the time of the
filing.

The case is assigned to Judge Scott M. Grossman.  The Debtor is
represented by Advantage Law Group, P.A.


SVB FINANCIAL: S&P Rates Preferred Issuance 'BB'
------------------------------------------------
S&P Global Ratings assigned its 'BB' rating to SVB Financial
Group's (SVB) issuance of fixed-rate noncumulative perpetual
preferred stock. The rating on the series A preferred stock is
linked to S&P's 'BBB' long-term issuer credit rating (ICR) on SVB.
The preferred stock rating is three notches lower than the holding
company ICR, reflecting the issue's subordination to the company's
existing and future senior debt, and the standard risk of dividend
nonpayment.

SVB intends to use the net proceeds from the preferred stock
offering for general corporate purposes, and to fund the early
redemption of its $350 million 5.375% senior notes due September
2020.

Although S&P considers instruments of this nature to be a weaker
form of equity capital, it expects to classify SVB's preferred
stock as having intermediate equity content, and include them in
the rating agency's calculation of total adjusted capital, which is
the numerator of its risk-adjusted capital (RAC) ratio. As of June
30, 2019, SVB's RAC ratio was strong, in S&P's view, at 13.5%.

  Ratings List

  SVB Financial Group

   Issuer Credit Rating                     BBB/Stable/--

  New Rating
  SVB Financial Group

   series A noncumulative perpetual preferred stock    BB


TALLAPOOSA RENEWABLE: Seeks to Hire Busch Slipakoff as Counsel
--------------------------------------------------------------
Tallapoosa Renewable Green Energy, Inc. seeks authority from the
U.S. Bankruptcy Court for the Northern District of Georgia to hire
Busch Slipakoff Mills & Slomka LLC as its legal counsel.

The firm will provide these services in connection with the
Debtor's Chapter 11 case:

     a. prepare pleadings and other legal papers;

     b. conduct examinations and hearings and file all relevant
responses;

     c. advise the Debtor of its rights and duties under the
Bankruptcy Code;

     d. consult with and represent the Debtor with respect to a
Chapter 11 plan; and

     e. perform other legal services incidental and necessary to
the day-to-day operations of the Debtor's business.

Busch Slipakoff charges $425 per hour for its attorneys and 225 per
hour for its legal assistants.  The firm received $25,000 as
retainer.

Busch Slipakoff does not represent any interest adverse to the
Debtor and its estate, according to court filings.

The counsel can be reached through:

     Howard P. Slomka
     Busch Slipakoff Mills & Slomka
     3350 Riverwood Pkwy, Suite 2100
     Atlanta, GA 30339
     Tel: (404) 800-4017
     Email: HS@BSMS.lawcom

                About Tallapoosa Renewable Green Energy

Based in Tallapoosa, Ga., Tallapoosa Renewable Green Energy, Inc.
sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 19-12150) on
Oct 30, 2019, listing under $1 million in both assets and
liabilities.  The case is assigned to Judge W. Homer Drake.  Howard
P. Slomka, Esq., at Busch Slipakoff Mills & Slomka is the Debtor's
counsel.


TARRANT COUNTY SENIOR: Seeks to Hire DLA Piper as Legal Counsel
---------------------------------------------------------------
Tarrant County Senior Living Center, Inc. seeks approval from the
U.S. Bankruptcy Court for the Northern District of Texas to hire
DLA Piper as its legal counsel.
   
The firm will provide these services in connection with the
Debtor's Chapter 11 case:

     (a) advise the Debtor of its rights, powers and duties in the
management of its business and property under the Bankruptcy Code;


     (b) prepare applications and other legal documents, and review
all financial reports to be filed in the Debtor's case;
   
     (c) prepare responses to applications and other papers that
may be filed by other parties;
  
     (d) advise the Debtor in connection with a bankruptcy plan,
disclosure statement and related transactional documents;  

     (e) assist the Debtor with respect to compliance with
applicable laws and governmental regulations;

     (f) commence and conduct litigation to assert rights held by
the Debtor, protect assets its estate or further the goal of
completing the Debtor's reorganization; and

     (g) provide certain non-bankruptcy services to the extent
requested by the Debtor.

The firm's hourly rates are:

     Thomas Califano, Partner, New York        $1,205  
     Andrew Zollinger, Associate, Dallas         $850
     Rachel Nanes, Associate, Miami              $840
     Gregg Steinman, Associate, Miami            $575
     Tennille Wilson, Paralegal, Miami           $290

Prior to its bankruptcy filing, the Debtor paid $100,000 to DLA
Piper as a retainer.

Thomas Califano, Esq., a partner at DLA Piper, disclosed in court
filings that the firm is "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Califano disclosed that the firm has not agreed to a variation of
its standard or customary billing arrangements for its employment
with the Debtor, and that no professional at the firm has varied
his rate based on the geographic location of the Debtor's
bankruptcy case.

The attorney also disclosed that DLA Piper represented the Debtor
in its restructuring efforts prior to the petition date, and that
the firm charged its standard hourly rates, which are substantially
similar to the billing rates and financial terms that the firm
intends to charge for post-petition work.   

Mr. Califano also disclosed that the Debtor has already provided an
estimated budget and staffing plan in connection with the budget
for its banruptcy case.

DLA Piper can be reached through:

     Thomas R. Califano, Esq.
     DLA Piper LLP (US)
     1251 Avenue of the Americas
     New York, NY 10020-1104
     Telephone: (212) 335-4500
     Facsimile: (212) 335-4501
     Email: thomas.califano@dlapiper.com

        - and –

     Andrew B. Zollinger, Esq.
     DLA Piper LLP (US)
     1900 North Pearl Street, Suite 2200
     Dallas, TX 75201
     Telephone: (214) 743-4500
     Facsimile: (214) 743-4545
     Email: andrew.zollinger@dlapiper.com

        - and –

     Rachel Nanes, Esq.
     DLA Piper LLP (US)
     200 South Biscayne Boulevard, Suite 2500
     Miami, FL 33131
     Telephone: (305) 423-8563
     Facsimile: (305) 675-8206
     Email: rachel.nanes@dlapiper.com


            About Tarrant County Senior Living Center

Incorporated in 2006, Tarrant County Senior Living Center, Inc.,
doing business as The Stayton at Museum Way --
https://www.thestayton.com/ -- is a not-for-profit corporation that
has built a senior living retirement community in Fort Worth,
Texas.  Stayton operates a continuing care retirement community
that offers its senior residents a continuum of care in a
campus-style setting, providing living accommodations and related
health care and support services to a target market of individuals
aged 62 and older.

Stayton sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Tex. Case No. 19-33756) on Nov. 5, 2019.  In the
petition signed by CRO Louis E. Robichaux IV, the Debtor was
estimated to have assets ranging between $100 million and $500
million and liabilities of the same range.

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

The Debtor tapped DLA Piper LLP (US) as bankruptcy counsel; Gilmore
Bell, Esq., as bond counsel; Louis E. Robichaux IV at Ankura
Consulting Group, LLC as chief restructuring officer; and EPIQ
Corporate Restructuring, LLC as claims and solicitation agent.


TAYLOR VILLAS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Taylor Villas, LLC
        1901 South Taylor Road
        McAllen, TX 78503

Case No.: 19-70474

Business Description: Taylor Villas, LLC is a privately held
                      company in the residential building
                      construction business.

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Eduardo V. Rodriguez

Debtor's Counsel: Jana Smith Whitworth, Esq.
                  JS WHITWORTH LAW FIRM, PLLC
                  P.O. Box 2831
                  McAllen, TX 78502
                  Tel: 956-371-1933
                  Fax: 956-265-1753
                  Email: jana@jswhitworthlaw.com

Total Assets: $3,270,711

Total Liabilities: $1,182,424

The petition was signed by Jong Il Shin, president.

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

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

          http://bankrupt.com/misc/txsb19-70474.pdf


TEMPLE 2358: Disclosure Statement Motion to be Heard on Dec. 18
---------------------------------------------------------------
Temple 2358 North 12th Street filed with the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania a motion to approve the
Disclosure Statement describing its Plan, setting deadlines and
hearing dates.

The Disclosure Statement Motion will be heard on Dec. 18, at 11:30
a.m. before Judge Magdeline D. Coleman.

Parties-in-interest will have until Dec. 11 to file objections to
the Motion.

             About Temple 2358
           
Temple 2358 North 12th Street, LLC, is a New Jersey Limited
Liability Corporation organized on January 3, 2014. It owns the
improved real property located at 2360 North 12th Street in
Philadelphia, Pennsylvania. On August 20, 2019, the Company
executed an open-end mortgage for a loan of $67,000.00 in favor of
Dominion Financial Services, LLC to complete renovations on the
Property. The Debtor's sole member, Michael Forbes, personally
guaranteed the loan.

Temple 2358 North 12th Street, LLC, which has been in the business
of real estate rental since 2017, sought Chapter 11 protection
(Bankr. E.D. Pa. Case No. 18-16462) on Sept. 27, 2018. MARCIA Y
PHILLIPS, ESQ. LLM & ASSOCIATES, is the Debtor's counsel.


TERRIER MEDIA: Moody's Assigns B2 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating and
a B2-PD probability of default rating to Terrier Media Buyer, Inc.,
doing business as Cox Media Group. Concurrently, Moody's assigned a
Ba3 rating to the company's senior secured credit facility, which
consists of a $325 million revolver (due 2024) and a $1.875 billion
term loan (due 2026), and a Caa1 rating to the company's $1.165
billion senior unsecured notes (due 2027). The outlook is stable.

CMG was created when Terrier Media Buyer, Inc., an affiliate of
investment funds managed by Apollo Global Management, LLC, in
connection with the agreement to acquire Cox Enterprises, Inc.'s
(Baa2 stable) television and radio broadcasting businesses as well
as Northwest Broadcasting's television business for around $3.9
billion.

Assignments:

Issuer: Terrier Media Buyer, Inc.

Corporate Family Rating, Assigned B2

Probability of Default Rating, Assigned B2-PD

Senior Secured Term Loan, Assigned Ba3 (LGD2)

Senior Secured Revolving Credit Facility, Assigned Ba3 (LGD2)

Senior Unsecured Notes, Assigned Caa1 (LGD5)

Outlook Actions:

Issuer: Terrier Media Buyer, Inc.

Outlook, Assigned Stable

RATINGS RATIONALE

The B2 CFR reflects (1) the company's aggressive financial policy
as evidenced by elevated leverage (Moody's adjusted debt to 2 year
average EBITDA and pro-forma for the transaction) which Moody's
expects will remain around 6x in 2020, absent any voluntary debt
repayment; (2) the company's high exposure to the TV advertising
market which is inherently cyclical and under threat from digital
advertising displacement; and (3) execution risk around CMG's
standalone business following the carveout of the stations from
Cox.

The B2 CFR also reflects (1) CMG's strong market position, with the
company operating the #1 or #2 station in around 65% of its
markets; (2) the expected growth in retransmission fee revenues,
which in 2018 accounted for around 30% of total pro forma revenue;
(3) strong free cash flow generation (expected to be around $250
million in 2020) supported by low capital spending.

Following completion of the transaction, CMG will own or operate 33
television stations in 20 markets with ten of those markets in the
top 65 designated market areas. The company will have some
concentration in American Broadcasting Companies, Inc. (ABC)
network programming with a large proportion of revenue being
generated through ABC affiliated stations. The company reaches
roughly 13% (7% including UHF discount) of all US TV households.

The company also owns and operates 54 radio stations across 10
markets, with around 52% of stations located in the top 25 markets.
Radio revenue represents around a quarter of total revenue. Some
radio and television stations overlap in certain markets, and the
company believes it can drive further advertising revenue through
cross-marketing and promotion across the two media.

Following the acquisition, retransmission revenue will immediately
increase by high double digit percent purely through contractual
step-ups of fees paid on existing retransmission agreements.
Retransmission revenue is expected to contribute around a third of
the company's revenue in the coming 12-18 months. The company's TV
stations are in markets where political advertising spending is
expected to be high and this will benefit CMG in the 2020 US
presidential race, which is expected to generate record political
ad spending.

CMG has a good liquidity profile supported by sizeable positive
free cash flow generation. Moody's forecasts that the company will
generate around $250 million in FCF in 2020. On top of this, the
company will have a $325 million revolving credit facility which is
expected to remain undrawn over the coming year. The terms of the
revolver are expected to contain a springing (at 35% utilization)
first lien net leverage covenant which will be set at a 35%
headroom to the closing leverage level. The company's liquidity
profile is also supported by CMG's long-dated maturity profile with
very little scheduled annual amortization.

The ratings for the debt instruments reflect the overall
probability of default of CMG, reflected in the B2-PD PDR, an
average family loss given default (LGD) rate of 50% and the
composition of the debt instruments in the capital structure.

The senior secured facilities are rated Ba3, two notches above the
CFR given their secured, priority claim on material owned property
and assets. The unsecured notes rated Caa1, two notches below the
CFR reflect their junior priority in the overall waterfall of
claims, behind the senior secured facilities.

Overall social credit risk for CMG is moderate in line with the
wider broadcast sector. The key risk for broadcasters lies in
evolving demographic and societal trends and potential changes in
consumer preferences in particular in the way people choose to
consume media. Governance factors that were taken into
consideration include the company's private equity ownership and
financial policy. At close of the transaction, Moody's expects
leverage (Moody's adjusted debt to 2 year average EBITDA) to be
above 6x. Given the current consolidation trends in the broadcast
market, Moody's believes that as leverage falls to lower levels,
the company is likely to engage in further debt financed M&A.

The stable outlook reflects Moody's expectations that CMG's strong
free cash flow generation will allow the company to reduce the
currently high leverage within the next 12-18 months. The stable
outlook also assumes the separation of CMG from Cox will be
straightforward and that the standalone business' costs will be
proportionate with those of its broadcasting sector peers. The
stable outlooks also reflects the strong fundamentals of the US
local broadcasting industry with increasing high-margin
retransmission fees expected to continue to more than offset
advertising decline.

CMG's ratings could be upgraded should the company operate at a
leverage (Debt/2 year average EBITDA, Moody's Adjusted) well below
5.25x on a sustained basis.

Ratings could be downgraded should the company's leverage (Debt/2
year average EBITDA, Moody's Adjusted) remain above 6.25x.

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

Terrier Media Buyer, Inc., doing business as Cox Media Group, is an
affiliate of investment funds managed by Apollo Global Management,
LLC. Headquartered in Atlanta, Georgia, Cox Media Group is
primarily a television broadcasting business with radio assets that
complement the company's portfolio of high quality television
stations in large, attractive media markets. Cox Media Group owns
or operates 33 television stations across 20 markets and 54 radio
stations across 10 markets. In 2018, the company reported $1.3
billion in revenue on a pro forma basis.


TERRIER MEDIA: S&P Assigns 'B' Issuer Credit Rating; Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings assigned a 'B' issuer credit rating to Terrier
Media Buyer Inc.

The rating action came after Terrier, an affiliate of investment
funds managed by Apollo Global Management Inc., signed definitive
agreements to acquire Northwest Broadcasting Inc. (NBI) and Cox
Enterprises Inc.'s TV and radio assets, and form a newly combined
entity. The newly formed combined entity will do business as Cox
Media Group (CMG).

Terrier is issuing a $2.2 billion senior secured credit facility,
consisting of a $325 million revolver and a $1.875 billion term
loan, and $1.165 billion of senior unsecured notes to partially
fund the transaction.

Meanwhile, S&P assigned a 'BB-' issue-level rating and '1' recovery
rating to the proposed senior secured credit facility, and a 'CCC+'
issue-level rating and '6' recovery rating to the proposed senior
unsecured notes.

Pro forma average trailing-eight-quarters leverage will be roughly
6.2x at transaction close, and the company's financial policy will
be driven by its financial sponsor ownership. S&P expects leverage
will improve to below 6x in 2020, primarily because of
retransmission revenue growth and strong political advertising
revenue in a U.S. presidential election year, and substantial free
operating cash flow (FOCF) to debt around 6%-8% in 2019 and 10%-12%
in 2020. While CMG's healthy FOCF could reduce leverage by about
0.5x annually, S&P believes future releveraging transactions are
likely, either to pursue additional TV assets or return cash to
shareholders. Even if the company repays significant debt over the
next 12-24 months, S&P expects it to eventually releverage to a
similar level as of transaction close, guided by its incurrence
covenants."

The stable outlook reflects S&P's expectation that CMG will execute
its separation from its former parent without unexpected
incremental stand-alone costs and will realize its planned
synergies by the end of 2020, resulting in sustained FOCF to debt
above 5%. It also reflects S&P's expectations that leverage will
improve below 6x in 2020 primarily because of retransmission
revenue growth and strong political advertising revenue in a U.S.
presidential election year.

"Though unlikely over the next 12 months, we could lower the rating
if pro forma leverage increases above 6.5x by year-end 2020 or if
we expect FOCF to debt will decline below 5%, because of
higher-than-expected stand-alone costs, delays in realizing
synergies, incremental debt-funded acquisitions or shareholder
returns, or an economic downturn that causes advertisers to pull
back on television advertising," S&P said.

"We could raise the rating if we expect leverage will decline below
5x on a sustained basis. This would likely require CMG to establish
a track record of significant debt repayment with a commitment from
its sponsor to prioritize debt repayment over debt-financed
distributions or acquisitions," the rating agency said.


THE ROSEGARDEN HEALTH: Cash Collateral Hearing Continued to Dec. 18
-------------------------------------------------------------------
Judge Ann M. Nevins of the U.S. Bankruptcy Court for the District
of Connecticut authorizes Jon Newton, the Chapter 11 Trustee for
the jointly administered estates of The Rosegarden Health and
Rehabilitation Center LLC and Bridgeport Health Care Center Inc. to
use cash collateral through and including Dec. 28, 2019, pursuant
to a budget.

In exchange for the preliminary use of cash collateral by the
Trustee, the Alleged Secured Creditors are granted replacement and
substitute liens in all post-petition assets, having the same
validity, extent, and priority that the Alleged Secured Creditors
possessed as to such liens on the Filing Date.. The  Alleged
Secured Creditors are also granted an allowed administrative
expense claim against each of the Debtors on a joint and several
basis, to the extent that the adequate protection proves to be
inadequate.

The Court rules that nothing will impair the rights of the Medicaid
programs of the State of Connecticut and the Medicare programs of
the U.S. Department of Health and Human Services to make reductions
or withhold any Medicaid or Medicare receivables arising from
services provided by the Debtors through recoupment of any amounts
due to these Medicaid and Medicare programs.

The Court will continue hearing on the Motion on Dec. 18, 2019 at
11:00 a.m.  

                About The Rosegarden Health and
                    Rehabilitation Center LLC

Located in Waterbury, Connecticut, Bridgeport Health Care Center
and The Rosegarden Health and Rehabilitation Center LLC --
http://www.bridgeporthealthcarecenter.com/-- provide long and
short-term nursing care and rehabilitation services.  Bridgeport
offers nursing care, Alzheimer's care, rehab/physical therapy,
wound care, dietary, respite care, and hospice care.  Rosegarden
services include 24-hour nursing care, APRN on Staff,
short-term/long-term rehab, physical therapy, speech therapy,
occupational therapy, IV therapy/medical/incontinence management,
CPAP/BIPAP/tracheotomy care, podiatry; dental, audiology services,
respiratory care, among others.

Bridgeport Health Care and Rosegarden sought Chapter 11 protection
(Bankr. D. Conn. Case Nos. 18-50488 and 18-30623, respectively) on
April 18, 2018.  In the petitions signed by their chief financial
officer, Chaim Stern, Bridgeport estimated assets and liabilities
of less than $50 million, and Rosegarden Health estimated assets
and liabilities of less than $10 million.

The Hon. Julie A. Manning is the case judge.  

Richard L. Campbell, Esq., at White and Williams LLP, serves as the
Debtors' counsel.

William K. Harrington, the United States Trustee for Region 2,
appointed Joseph J. Tomaino as patient care ombudsman in the cases.
The PCO hired Barbara H. Katz, as counsel.

Jon Newton was appointed Chapter 11 trustee for the Debtors.  The
Trustee is represented by Reid and Riege, P.C.



TOPAZ VILLAS: Case Summary & 6 Unsecured Creditors
--------------------------------------------------
Debtor: Topaz Villas, L.P.
        3100 Edloe Street Suite 260
        c/o Topaz Villas Development GP, LLC
        Houston, TX 77027

Case No.: 19-36697

Business Description: Topaz Villas, L.P. is a Single Asset Real
                      Estate debtor (as defined in 11 U.S.C.
                      Section 101(51B)).

Chapter 11 Petition Date: December 2, 2019

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

Judge: Hon. Jeffrey P. Norman

Debtor's Counsel: Susan Tran Adams, Esq.
                  CORRAL TRAN SINGH, LLP
                  1010 Lamar, Suite 1160
                  Houston, TX 77002
                  Tel: 832-975-7300
                  Fax: 832-975-7301
                  Email: susan.tran@ctsattorneys.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Ronald Lozoff, manager, Topaz Villas
Development GP, LLC.

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

        http://bankrupt.com/misc/txsb19-36697.pdf


TRIBECA AESTHETIC: Plan Sponsor to Contribute $120,000
------------------------------------------------------
Debtor Tribeca Aesthetic Medical Solutions, LLC filed with the U.S.
Bankruptcy Court for the Southern District of Florida, Miami
Division, a disclosure statement explaining its Chapter 11 plan.

The Plan provides that Class 1 consists of the Allowed Secured
Claim of McKesson Corporation in the approximate amount of $14,000.
The holder of the Class 1 Claim shall receive, in full and final
satisfaction, settlement, release, extinguishment, and discharge of
such Claim, distributions from the Plan Sponsor Contribution.  The
Plan Sponsor Contribution shall total $120,000.00 and be made in
three equal installment payments of $40,000 each.

Class 2 consists of the Allowed General Unsecured Claims. The
approximate aggregate amount of the Allowed General Unsecured
Claims is $310,962.50. Each holder of a Class 2 Claim shall
receive, in full and final satisfaction, settlement, release,
extinguishment, and discharge of such Claim, pro rata distributions
from the Plan Sponsor Contribution. The Plan Sponsor Contribution
shall total $120,000 and be made in three equal installment
payments of $40,000 each.

Class 3 consists of Equity Interests. Equity Interests consist of
any share of preferred stock, common stock or other instrument
evidencing an ownership interest in the Debtor, whether or not
transferable, and any option, warrant or right, contractual or
otherwise, to acquire any such interest. The Plan shall leave
unaltered the legal, equitable and contractual rights to which the
Equity Interests entitle the holders of such interests. Howard
Shapiro will own 50% and Jason Shapiro will own 50%.

All distributions under the Plan shall be made by the Debtor to the
holder of each Allowed Claim, in the manner provided for in the
Plan and Confirmation Order, at the address of such holder as
listed on the Schedules and/or Proof of Claim as of the
Confirmation Date, or other date as ordered by the Court, unless
the Debtor has been notified in writing of a change of address,
including by the filing of a proof of Claim by such holder that
provides an address different from the address reflected on the
Schedules.

The Plan Sponsor intends to contribute $120,000 to the Debtor
through the Plan Sponsor Contribution. The Debtor anticipates that
the Plan Sponsor Contribution will satisfy Allowed Secured Claims
and Allowed Priority Tax Claims in full, and result in a
substantial pro-rata distribution to Allowed General Unsecured
Claims.

The Plan Sponsor Contribution shall total $120,000 and be made in
three equal installment payments of $40,000.00 each. The First
Installment shall be made by the Plan Sponsor to the Debtor on upon
entry of the Confirmation Order. The Second Installment shall be
made by the Plan Sponsor to the Debtor on the first business day of
the second month following entry of the Confirmation Order. The
Third Installment shall be made by the Plan Sponsor to the Debtor
on the first business day of the third month following entry of the
Confirmation Order.

A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/sdydc3g from PacerMonitor.com at no charge.

The Debtor is represented by:

Bradley S. Shraiberg, Esq.
Patrick Dorsey, Esq.
Shraiberg, Landau & Page, P.A.
2385 NW Executive Center Drive, Ste. 300
Boca Raton, FL 33431
Telephone: (561) 443-0800
Facsimile: (561) 998-0047
Email: bshraiberg@slp.law
Email: pdorsey@slp.law

             About Tribeca Aesthetic Medical Solutions
  
Tribeca Aesthetic Medical Solutions, LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
19-20582) on Aug. 7, 2019.  At the time of the filing, the Debtor
had estimated assets of between $100,001 and $500,000 and
liabilities of between $500,001 and $1 million. The case has been
assigned to Judge Laurel M. Isicoff. The Debtor is represented by
Shraiberg Landau & Page PA.

The U.S. Trustee did not appoint an official committee of unsecured
creditors in the Chapter 11 case.


TWITTER INC: Moody's Assigns Ba2 CFR, Outlook Stable
----------------------------------------------------
Moody's Investors Service assigned Twitter, Inc. a Ba2 Corporate
Family Rating, a Ba2-PD Probability of Default Rating, and a Ba2
rating to the proposed senior unsecured notes offering. Net
proceeds will be used for general corporate purposes. The outlook
is stable.

"Twitter's Ba2 rating reflects its growing niche position within
social networking, benefiting advertisers through its reach and
targeting capabilities, which has led to strong revenue growth and
free cash flow generation," commented Neil Begley, Moody's Senior
Vice President. "However, Twitter is small relative to its larger
digital advertising and social networking competitors, and user
engagement on social networks can be fickle."

A summary of the rating actions are as follows:

Issuer: Twitter, Inc.

Corporate Family Rating, Assigned Ba2

Probability of Default, Assigned Ba2-PD

Senior unsecured notes due 2027, Assigned Ba2 (LGD4)

Speculative Grade Liquidity Rating, Assigned SGL-1

Outlook, Assigned Stable

RATINGS RATIONALE

Twitter's Ba2 CFR is supported by its strong niche position and
brand in social networking, supported by its medium-sized and
growing user base of 145 million daily active users worldwide. The
company benefits from its global reach and ability to target
audiences across various demographics and interests, offering a
compelling platform for advertisers as they continue to shift ad
dollars from traditional advertising platforms to digital and
mobile platforms and services. Twitter credit profile is also
supported by its solid and strengthening financial profile,
underpinned by fast growing revenue, healthy margins, strong free
cash flow generation and its net cash position. Moody's expects the
company to maintain Moody's-adjusted EBITDA margins in the low to
mid 30% range and generate about $750 million to $1 billion in
annual free cash flow in any given year.

Twitter's credit profile is constrained by its limited scale and
short track record of profitability relative to that of its larger
and more established social media peers, inherent risks that
internet businesses face due to potential decline in traffic and
subscriber interest, competitive threats and regulatory pressures.
While Moody's believes the company is well-positioned and has the
necessary financial flexibility to mitigate potential near-term
business challenges such as government regulation, limited
profitable history and performance through varied ad market
conditions and the young nature of the business model constrain the
rating for the next few years.

The Ba2 senior unsecured instrument rating reflects the probability
of default of the company, as reflected in the Ba2-PD Probability
of Default Rating, and the expectation for average family recovery
in a default scenario. All of the company's debt, including the
senior unsecured revolving credit facility and senior unsecured
convertible bonds rank pari passu, therefore the Ba2 senior
unsecured notes rating is consistent with the Ba2 CFR.

Twitter's SGL-1 rating is based on Moody's expectation that it will
maintain very good liquidity through at least 2020. As of September
30, 2019, and pro forma for the November notes issuance, the
company had cash and short-term investments near $6.5 billion and
generated about $900 million of free cash flow in the last twelve
months ended September 30. The company has a $500 million unsecured
revolving credit facility, which was undrawn at September 30. The
credit facility does not have any financial maintenance covenants.
Moody's expects the company to generate between $750 million and $1
billion in free cash flow over the next 12 to 18 months, and use
that free cash flow and cash on hand to retire its $954 million in
convertible notes due in September 2020, if they are not
refinanced. Moody's expects the company to maintain large cash
balances to ensure its ability to invest opportunistically and
mitigate the cyclicality of its advertising revenues.

The stable outlook reflects its expectation that Twitter will
continue to grow earnings while generating robust free cash flow.
The outlook also assumes that Moody's adjusted leverage will be
maintained at or below 3x and that the company will maintain very
good liquidity.

Ratings could be upgraded with more seasoning as a profitable and
growing platform, and diversification of the company including
increasing daily active users and scale. Additionally, upward
ratings momentum could occur if management commits to sustaining
debt/EBITDA under 2x (incorporating Moody's standard adjustments),
while maintaining free cash flow to debt above 25%. Ratings could
be downgraded if secular challenges, including changes in the
competitive landscape, lead to a decline in daily active users and
mobile use. The rating would also likely be lowered if adjusted
debt/EBITDA is sustained above 3.5x, cash (including short-term
investments) to debt is sustained below 1x, or FCF/debt is
sustained below 10%.

Twitter is a public company with a single-class ownership structure
and with a conservative financial policy, highlighted by a
significant net cash position, low leverage and lack of shareholder
friendly policies. Twitter's leverage profile is appropriate for
the Ba rating category and the company has taken a conservative
approach to its M&A strategy in the past. Twitter faces elevated
social risks, including the potential for data breach events, where
personal data can be subject to legal or reputational issues. The
company must also manage fake accounts, misinformation and platform
manipulation by bad actors, sometimes to the detriment of its
strong margins.

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

Twitter, Inc., headquartered in San Francisco, California, is a
social networking internet based mobile and desktop platform that
helps users discover and converse about what's happening in the
world right now. As of September 30, 2019, Twitter had 145 million
daily active users and generated about $3.4 billion in LTM revenue.


TWITTER INC: S&P Assigns BB+ Issuer Credit Rating; Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issuer credit rating to
Twitter Inc. S&P also assigned its 'BB+' issue-level and '3'
recovery ratings to the company's proposed $600 million unsecured
notes.

S&P's rating on Twitter reflects the company's unique position in
real-time social networking, meaningful global scale, excellent
brand recognition, engaged user base, and healthy adjusted EBITDA
margins in the mid- to high-30% area. Twitter's $5.8 billion cash
balance and modest debt balances provide ample financial
flexibility.

The stable rating outlook reflects S&P's expectation that Twitter
will maintain solid operating performance over the next two years,
with 10%-12% revenue growth. We also expect the company to
prudently invest in platform improvements such as platform health,
and make talent- and capability-focused acquisitions, maintaining
leverage under 1.5x over the next 12 months.

"A downgrade would most likely come from operating challenges or
competitive losses that reduce platform usage or loss of advertiser
interest. We could also lower our ratings on Twitter because of
significant regulatory hurdles or if it needs to make outsize
investments in platform safety to comply with regulatory
requirements," S&P said, adding that it could lower the rating if
net leverage increases above 1.5x as a result of sizable
acquisitions that significantly deplete the company's cash
balances, or because of a change in financial policy driven by
large share repurchases.

"The probability of an upgrade is unlikely over the next 12 months.
We could raise the rating if Twitter consistently increases its
active user base and simplifies platform usability and content
discovery," S&P said.

An upgrade is also contingent on Twitter broadening its advertiser
base and expanding its product suite, including advertising
formats, targeting, and attribution. This would translate into a
larger revenue base, greater business diversity, according to S&P.
The rating agency expects that the company would maintain leverage
under 1.5x for an upgrade.


VICI PROPERTIES: Fitch Rates Sr. Unsec. Notes 'BB'
--------------------------------------------------
Fitch Ratings assigned 'BB'/'RR4' ratings to VICI Properties LP's
senior unsecured notes. VICI OP is a subsidiary of VICI Properties
Inc. The Long-Term Issuer Default Rating for VICI OP, VICI and VICI
Properties 1 LLC is 'BB'. The Rating Outlook is Stable.

The senior unsecured notes were issued in two tranches, $1.25
billion maturing 2026 and $1 billion maturing 2029. The proceeds
repaid the CMBS loan secured by Caesars Palace Las Vegas and will
fund the acquisition of real assets associated with JACK Cleveland
Casino and JACK Thistledown Racino. The notes are guaranteed by
VICI PropCo and other subsidiaries.

VICI's 'BB' IDR reflects the company's stable triple net lease cash
flows, good geographic asset diversification and conservative
financial policy. Negatively, VICI's assets, except Margaritaville
Bossier City, are fully encumbered by its senior secured credit
facility and second-lien notes. VICI has high tenant concentration;
lower contingent liquidity relative to more traditional asset
classes such as multi-family housing, office and retail; and, per
Fitch's estimates, lower asset level rent coverage relative to
gaming REIT peers.

With respect to lease structuring, Caesars related leases'
asset-level coverage could improve accounting for merger synergies
with Eldorado Resorts, Inc. The company places more emphasis on
corporate-level lease coverage where it compares well with peers.

KEY RATING DRIVERS

Stable NNN REIT Cash Flow: VICI benefits from a NNN structure,
where Caesars Entertainment Corp. (CEC or Caesars), soon to be
acquired by ERI, leases regional gaming assets from VICI under a
long-term master lease (non-CPLV lease) and CEC is responsible for
capex of the properties. Caesars Palace Las Vegas and Harrah's Las
Vegas are leased under a separate combined NNN master lease pro
forma for the acquisition by ERI. The CEC leases will all be
guaranteed by ERI, which will cover VICI leases with EBITDAR by
approximately 3x pro forma for the pending transactions.

VICI diversified its tenant mix with a series of acquisitions since
its spin-off from Caesars introducing Penn National Gaming, Hard
Rock International, JACK Entertainment and Century Casinos into the
tenant mix. These tenants will represent about 17% of VICI's rent
on a pro forma basis. VICI's assets are geographically diverse
throughout U.S. with about 69% of the rent coming from less
cyclical regional markets.

Fitch views VICI's rent stability less favorably relative to peers
given the lower asset/master lease level rent coverage estimated by
Fitch and the lack of asset/master lease level coverage disclosure
given limited disclosure by its tenants.

Conservative Financial Policies: VICI has a conservative target
leverage range of 5.0x-5.5x net debt/EBITDA and has shown
willingness to issue equity to remain within the target range when
making acquisitions. VICI raised $5.7 billion in equity since the
spinoff to delever and to fund M&A. The company also tends to
pre-fund the equity portion of its acquisitions in order to
mitigate equity market risks with the company pricing $2.5 billion
of equity to fund its pending transactions. Pro forma for these
transactions closing, Fitch estimates that VICI will be within its
target leverage range.

Weaker Contingent Liquidity: VICI's capital structure is mostly
encumbered with all assets, except Margaritaville Bossier City,
being pledged to the senior secured credit facility and the
second-lien notes. VICI has expressed interest in migrating toward
a fully unsecured capital structure, which Fitch expects to occur
over the next several years.

More broadly, gaming REIT's contingent liquidity in the form of
mortgage debt or asset sales is not as robust as that of the more
traditional REIT asset classes. Gaming properties are a specialty
property type that appeals to a smaller universe of institutional
real estate investors and lenders than core commercial property
sectors, such as office, industrial, retail and multifamily
properties.

There are examples of gaming companies accessing debt secured by
specific assets in a time of stress. There are also examples of
gaming assets in CMBS transactions, but Fitch views the
through-the-cycle availability of capital from this avenue as
weaker than secured mortgages from balance sheet lenders, including
life insurance companies, and, to a lesser extent, banks.

Lower Asset-Level Rent Coverage: VICI has lower asset-level rent
coverage per Fitch's rough estimates based on limited disclosure
made available by Caesars. Per Fitch's estimates, the Caesars
leases have EBITDAR/rent coverage on a master lease level of well
under 2x with a prospect to getting back up to around 2x once
ERI/Caesars merger synergies are realized. Recent transactions were
done with the initial asset-level rent coverage set at around 1.7x.
VICI's leases are guaranteed by the tenants and the company places
greater emphasis on corporate level rent coverage, which is solid.

The ERI/Caesars related transactions could reduce the rent coverage
of the existing Caesars leases notwithstanding the potential upside
of the synergies from the merger with ERI ($500 million estimated
by ERI). The Centaur asset put/call options would set rent at 1.3x
coverage for the two Indiana assets. The assets would be inserted
into VICI's main master lease (non-CPLV lease) diluting the
coverage in that lease. The Harrah's Las Vegas and Caesars Palace
Las Vegas rents will also be increased. The two assets will be in
one master lease with total rent of approximately $395 million.

Pro forma for all of the pending or likely ERI related
transactions, including the lease modifications and the
acquisitions of the Centaur assets and the Atlantic City, Laughlin
and New Orleans assets, rent coverage of the Caesars' two leases
will be roughly 1.5x per Fitch's rough estimate. The merger
synergies could potentially raise these coverage levels above 2x,
but there is execution risk and uncertainty with respect to how the
synergies will be allocated among Caesars properties.

Caesars does not disclose information necessary to calculate
asset/lease level rent coverage. The lack of disclosure plus the
fact that Caesars-related leases will not have EBITDAR coverage
tests for the annual escalators could make it difficult to detect
coverage improvements or deterioration.

Fitch believes that lower asset-level rent coverage increases the
probability that a lease may potentially be renegotiated in a
downturn. In VICI's case, the leases are guaranteed by the tenants'
respective parent entities; however, the tenants generally have
weaker credit profiles relative to VICI with the exception of
Seminole Hard Rock International (BBB). Therefore, Fitch puts more
emphasis on asset/lease level coverage.

Independent Governance: VICI's governance is independent from
Caesars following VICI's spin-off in 2017 with VICI's largest
shareholders being large institutional investors including
REIT-focused actively managed and index funds. VICI's board is
largely independent, with the only non-independent director being
its CEO, and is comprised of REIT, gaming and investment
professionals. VICI's CEO is a REIT veteran with experience at
leisure and lodging REITs. VICI's management team includes one
former Caesars executive, John Payne.

DERIVATION SUMMARY

VICI's main peers are gaming REITs including Gaming and Leisure
Properties Inc (BBB-) and MGM Growth Properties LLC (MGP; BB+). All
three REITs have comparable credit metrics and share a leverage
target range of 5.0x-5.5x. VICI is conservative with respect to
issuing equity ahead of acquisitions and remaining within its
targeted leverage range whereas GLPI and MGP may go outside their
respective ranges but would look to be within their ranges in less
than 12 months.

GLPI's 'BBB-' IDR reflects GLPI's longer track record as a public
REIT with a fully unsecured capital structure; well laddered
maturity schedule; mostly conservatively constructed leases
featuring solid coverage and master lease structures; and
best-in-class disclosure, made possible by its tenants' coverage
disclosure.

MGP's assets are encumbered with a senior secured credit facility
but the company has made strides introducing unsecured debt into
the capital structure with the majority of the capital structure
being unsecured at this point. MGP's last couple of transactions
(Empire City and Park MGM) have weakened its master lease coverage
with MGM but the master lease coverage remains solid at about 1.9x
on a pro forma basis. MGM's majority stake in MGP is viewed
negatively by Fitch but there is enough separation through MGP's
governance and debt documentation that the potential conflicts of
interest are manageable. Nevertheless, MGP's IDR is unlikely to be
more than two notches above MGM's as long as MGM has voting control
over MGP.

Outside gaming REITs, EPR Properties (BBB-), a
leisure/entertainment oriented REIT, is VICI's closest peer. EPR
also maintains a 5.0x-5.5x leverage target range. EPR has similar
contingent liquidity issues as gaming REITs but, like GLPI, has a
REIT-like balance sheet with an all-unsecured capital structure.

KEY ASSUMPTIONS

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

  -- Fitch's base case incorporates pending transactions and the
associated financing as well as the refinancing of the CMBS and
second-lien debt;

  -- Full-year benefit of the rent in 2020 from Greektown ($55.6
million), JACK Cincinnati ($42.8 million), Century Casinos master
lease assets ($25 million), Caesars/ERI merger related transactions
($253 million) and JACK Cleveland/Thistledown master lease assets
with related $50 million loan ($70.4 million rent and interest).
Rent grows at about 1.7% per year due the escalators and no other
M&A transactions assumed following the pending transactions;

  -- $2.6 billion of equity issued between 2019 and 2020 ($1.5
billion issued year-to-date in 2019);

  -- $1.0 billion of incremental term loan and $3.6 billion of
unsecured notes issued through 2020 to fund the pending
transactions and refinance the Caesars Palace CMBS loan (repaid as
of November 26, 2019) and the second-lien notes;

  -- $24 million general and administrative expenses, $1 million of
capex and $10 million EBITDA attributable to golf operations per
year;

  -- 90% of FCF is paid out as dividends although the company
targets a lower payout ratio of 75% of available funds from
operations.

RATING SENSITIVITIES

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

  -- Track record of acquisitions with asset level rent coverage
being closer to 2x;

  -- Improvement in Caesars' (or surviving entity following ERI
merger) credit profile and its estimate of Caesars' lease coverage
levels due to EBITDAR growth;

  -- Greater disclosure on rent coverage at asset or master lease
level;

  -- Further migration toward increasing the unsecured debt mix;

  -- Diversification in tenant base;

  -- Greater staggering of the maturity schedule;

  -- Net debt/EBITDA remaining within the 5.0x-5.5x range or,
absent VICI making progress with respect to the above
sensitivities, net debt/EBITDA target being set at below 5.0x.

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

  -- Net debt/EBITDA sustaining above 5.5x;

  -- Significant deterioration in Caesars' (or surviving entity
following the ERI merger) credit quality;

  -- Increased aggressiveness with respect to acquisition and lease
underwriting, especially relating to transactions with Caesars or
the surviving company following Caesars' merger with ERI.

LIQUIDITY AND DEBT STRUCTURE

VICI has solid liquidity with a $1 billion undrawn revolver
maturing in 2024. VICI's current high cash balances are temporary
with the company readying for a series of transactions with ERI and
JACK Entertainment. Longer-term VICI will operate with roughly a
quarterly dividend payment's worth of cash on hand. Pro forma for
the refinancing of the Caesars Palace CMBS loan, the nearest
maturity will be its second-lien notes maturing in 2023 and term
loan B maturing in 2024. A negative liquidity consideration is
VICI's concentrated maturity profile with the bulk of the debt
maturing in 2024.

Fitch estimates that more than a third of VICI's capital structure
pro forma for the unsecured notes issuance will be unsecured and
Fitch expects VICI to continue to migrate toward an unsecured debt
structure over the next several years. VICI is likely to refinance
the second-lien notes when they become callable in the
fourth-quarter 2020 and will rely more on unsecured notes for
future acquisitions. The pending and future issuances will also
address VICI's concentrated maturity schedule.

The existing debt sits at VICI PropCo, which sits below the
operating partnership (OP) entity. The OP will be the issuer of the
unsecured notes, which will be guaranteed by VICI PropCo.

The 'BBB-'/'RR1' rating on the senior secured credit facility
reflects the facility's strong overcollateralization and tight
covenants in the credit agreement and the anticipated notes
indenture limiting senior secured debt.

ESG CONSIDERATIONS

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

VICI has an ESG Relevance Score of 4 for Financial Transparency due
to lower transparency around rent coverage relative to industry
peers.


VITA CRAFT: Gets Permission to Use BMO Harris Cash Collateral
-------------------------------------------------------------
Judge Robert D. Berger of the U.S. Bankruptcy Court for the
District of Kansas authorized Vita Craft Corporation to use cash
collateral in accordance with the Budget.

VCC may use cash collateral to pay expenses arising in the ordinary
course of business, for general corporate purposes and
administrative costs and expenses incurred by VCC in this Chapter
11 case. There will be a permitted variance of 10% in the aggregate
for any amounts listed in the Budget for a particular week.

The Budget covers an initial period commencing Nov. 1, 2019 through
Jan. 27, 2020

To the extent BMO Harris holds a properly perfected lien on the
cash collateral, BMO Harris will receive the following as adequate
protection for such interests:

     (a) VCC will make a monthly adequate protection payment of
$10,417 to BMO Harris, which is approximately calculated to be
based on 5% of the outstanding principal balance due to BMO Harris
by VCC;

     (b) VCC will only use the Cash Collateral on the terms set
forth in the Agreed Order;

     (c) VCC will permit BMO Harris to inspect its books and
records;

     (d) VCC will make available to BMO Harris evidence of that
which purportedly constitutes their collateral or proceeds;

     (e) VCC will properly maintain and manage the collateral; and


     (f) VCC will grant a replacement lien to BMO Harris to the
extent of their prepetition liens, and attaching to the same assets
of VCC in which BMO Harris holds pre-petition liens.

                      About Vita Craft Corp

Vita Craft Corporation, a company that manufactures cookwares,
filed a voluntary petition pursuant to Chapter 11 of the Bankruptcy
Code (Bankr. D. Kan. Case No. 19-22358) on Nov. 1, 2019.  In the
petition signed by Gary E. Martin, president, the Debtor disclosed
$7,843,679 in assets and $2,698,042 in liabilities. Judge Robert D.
Berger oversees the case.  Robert J. Haupt, Esq., at Lathrop Gage
LLP, is the Debtor's counsel.


WD-I ASSOCIATES: Disclosure Statement Motion to be Heard on Jan. 8
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of South Carolina will
convene a hearing on Jan. 8, 2020, at 10:30 AM. is the hearing to
consider approval of WD-I Associates, LLC's Disclosure explaining
the Plan.

Interested parties may file an objection to the Disclosure
Statement no later than Jan. 1.

A full-text copy of the Order is available at
https://tinyurl.com/sswnn6a from PacerMonitor.com at no charge.

            About WD-I Associates, LLC

WD-I Associates, LLC is a Single Asset Real Estate Debtor (as
defined in 11 U.S.C. Section 101(51B)). The company is the fee
simple owner of land and improvements known as Sea Turtle
Marketplace, which has an appraised value of $20.5 million.  The
property is located at 430 William Hilton Parkway, Hilton Head
Island, S.C.

WD-I Associates sought protection for relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 19-02517) on May
7, 2019. In the petition signed by Jon Wheeler, manager of WD-I
Management, LLC, the Debtor disclosed $22,809,092 in assets and
$33,582,202 in total liabilities.

Judge John E. Waites presides over the case.

Kevin Campbell, Esq. at Campbell Law Firm, P.A. is the Debtor's
counsel.

The Office of the U.S. Trustee on June 25 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of WD-I Associates, LLC.


                            *********

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