TCREUR_Public/150923.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

         Wednesday, September 23, 2015, Vol. 16, No. 188

                            Headlines

B E L G I U M

SARENS BESTUUR: S&P Affirms 'BB' CCR, Outlook Negative


F R A N C E

SOCIETE GENERALE: S&P Assigns 'BB+' Rating to Proposed AT1 Notes


G E R M A N Y

FRESENIUS SE: S&P Assigns 'BB+' Rating to US$300MM Note Offering
SCHAEFFLER AG: Moody's Puts 'Ba3' CFR on Review for Upgrade
SCHAEFFLER AG: S&P Puts 'BB-' CCR on CreditWatch Positive


I R E L A N D

AVOCA CLO IV: Moody's Lowers Rating on Class E Notes to Caa2
CELF LOAN III: Moody's Affirms Ba1 Rating on Class D Notes


K A Z A K H S T A N

KAZAKHSTAN TEMIR: S&P Lowers CCR to 'BB+', Outlook Negative
MANGISTAU ELECTRICITY: Fitch Affirms BB LT Foreign Curr. IDR
* Tenge Depreciation Won't Greatly Affect Exporters, Moody's Says


M A L T A

MMDNA: MUMN Denies Bankruptcy Claims, Government Talks Underway


N E T H E R L A N D S

ALG BV: Moody's Assigns 'B1' Rating to Proposed US$50MM Loan
IES GLOBAL: S&P Lowers Corp. Credit Rating to 'B', Outlook Stable


R U S S I A

RUSSIAN STANDARD: S&P Lowers Counterparty Credit Rating to 'CCC-'
SOTSINVESTBANK PJSC: DIA to Oversee Rehabilitation Measures
TRANSAERO AIRLINES: Narrows Net Loss, Fate Hinges on Debt Plan


S L O V E N I A

PROBANKA: Central Bank Orders Early Repayments to Depositors
SAVA: Ljubljana Court Orders Receivership


S P A I N

ABENGOA SA: Banks Struggle to Sell Loans at 60% Discount


U K R A I N E

SAVINGS BANK: Moody's Assigns Ca Rating to Sr. Unsecured Notes


U N I T E D   K I N G D O M

888 HOLDINGS: S&P Withdraws 'B+' Corporate Credit Rating
INTEROUTE COMMUNICATIONS: Moody's Assigns B1 CFR, Outlook Stable
NORTH WEST ELECTRICITY: S&P Affirms 'BB+' LT Corp. Credit Rating
SOHO HOUSE: Moody's Affirms 'Caa1' CFR, Outlook Stable
THURSO CINEMA: Faces Liquidation, Scala Venue Not Affected

TRAVELEX HOLDING: S&P Affirms 'B' CCR, Outlook Negative
ULTIMATE COMMUNICATIONS: SFP Completes Sale of Assets


                            *********


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B E L G I U M
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SARENS BESTUUR: S&P Affirms 'BB' CCR, Outlook Negative
------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Belgium-based Sarens Bestuur N.V. to negative from
stable. At the same time, S&P affirmed its 'BB' long-term
corporate credit rating on the group.

S&P also affirmed its 'BB' issue rating on the group's EUR125
million senior unsecured notes issued by Sarens Finance Co. N.V.
(Sarfin NV).  The recovery rating on this debt instrument is
unchanged at '3', indicating S&P's expectation of meaningful (50%-
70%) recovery in the event of a payment default.

The outlook revision reflects S&P's view that Sarens' credit
metrics for the fiscal year 2015 are likely to be weaker than S&P
previously forecast.  This is due to challenging trading
conditions and project delays in some of the group's end markets,
specifically the oil and gas and commodity industries.  This
phenomenon has also led to increased pricing pressure in other
industries that Sarens and its direct competitors are active in.

Sarens is exposed to several particularly cyclical and volatile
end markets, which has resulted in revenue contraction and
absolute EBITDA declines in the past, when demand has suddenly
fallen.  The group's recent rapid expansion into countries that
S&P considers carry higher risk could increase volatility of
demand in future.  S&P currently expects the group's credit
metrics, specifically debt to EBITDA and funds from operations
(FFO) to debt, to recover gradually through 2016 to levels that
are commensurate with the existing rating.  However, in S&P's
view, there is a risk that these challenging market conditions
could persist or even weaken further, meaning the group's credit
metrics would be sustained at a level more commensurate with an
"aggressive" financial risk profile.

"We continue to assess the group's business risk profile as
"fair."  Sarens is a leading global provider of large crane
equipment, servicing a diverse range of industries and clients.
The group owns one of the world's largest fleets of large cranes
and a strong track record and reputation.  We consider there are
high barriers to entry for potential competitors in this niche
market.  The group's wide geographic and end-market diversity
reduces the cyclicality that we see in many equipment rental
providers.  However, geographic diversity also increases
logistical and subcontracting costs.  The group's cranes are
always supplied with drivers and, if required, a specialist team
of engineers and support workers to assist the build in and build
out process as well as advise end clients on site.  These factors
lead to lower margins compared with more-traditional equipment
rental companies," S&P said.

Compared with many other issuers that have a "fair" business risk
profile, Sarens' business offering is quite niche.  It
continuously manages the age, size, location, and composition of
its fleet of cranes to successfully maintain a healthy project
pipeline and cash flows.  The group is very capital intensive and
currently exhibits "below average" return on capital.

S&P considers Sarens' operating cash flow to be sufficient to
cover debt service, working capital requirements, and capital
spending for maintenance.  The group has historically invested
heavily in order to expand its global fleet and meet growing
demand, resulting in negative free operating cash flow (FOCF).
S&P expects this trend to continue over the rating horizon of 12-
18 months.  S&P considers management's ability to pare back
capital expenditure (capex) rapidly when demand slows as an
important factor for the rating.

S&P assesses Sarens' risk-management policies as adequate.  The
group generates a large portion of its revenues in foreign
currencies, and hedges its cash flows to protect against foreign
exchange risk.  The group's financial obligations are mainly euro-
denominated.  As a majority family-owned group, S&P considers
Sarens' access to equity markets to be restricted.  The group's
capital structure includes a EUR43 million subordinated loan that
matures in December 2016.  S&P considers it highly unlikely that
this instrument will be repaid before this date.

The Sarens family owns 78% of the business and the remaining 22%
stake is held by Waterland Private Equity.  S&P considers
Waterland to be a long-term strategic investor and as its stake is
below 40%, S&P do not take a negative view of the partial private-
equity ownership in our financial policy assessment.  S&P views
any potential increase of Waterland's stake to above 40% as pure
event risk, and S&P considers it highly unlikely to occur through
its rating horizon.

S&P assesses the group's management and governance as "fair,"
reflecting its experienced management team and clear operational
and financial goals.

S&P's base case assumes:

   -- Revenue contraction of about 4% to about EUR610 million,
      with low-single-digit percentage growth in 2016 to more
      than EUR630 million; and

   -- EBITDA margins of about 24%-25% over the same period.

Based on these assumptions, S&P arrives at these credit measures:

   -- Standard & Poor's-adjusted debt to EBITDA of about 4x at
      year-end fiscal 2015, improving to about 3.5x at fiscal
      year-end 2016; and

   -- FFO to debt of about 18% and 20%-21% respectively over the
      same period.

The group has exhibited negative FOCF during a recent period of
heavy investment and rapid expansion.  S&P expects FOCF to debt to
remain weak over the rating horizon due to the business' need for
high capex.

The negative outlook reflects S&P's view that Sarens' credit
metrics, which are likely to fall slightly short of S&P's
expectations for the fiscal year 2015, may not recover swiftly to
a level commensurate with a 'BB' rating.

S&P could lower the ratings on Sarens if its credit metrics,
specifically debt to EBITDA and FFO to debt, do not swiftly
recover to less than 4x and more than 20%, respectively, over
2016.  This could happen if market conditions, specifically in oil
and gas and commodities, are weaker than S&P expects for the next
12 months.

S&P could revise the outlook to stable if Sarens' credit metrics
recover to a level commensurate with current ratings, with FFO to
debt of more than 20% and debt to EBITDA of less than 4x, and if
S&P believes that macroeconomic and industry conditions support
those improved levels.



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F R A N C E
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SOCIETE GENERALE: S&P Assigns 'BB+' Rating to Proposed AT1 Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' long-term
issue rating to the proposed U.S.-dollar undated additional Tier 1
(AT1) notes to be issued by France-based Societe Generale.  The
rating is consistent with S&P's ratings on the AT1 notes the bank
issued in September and December 2013.  The rating is subject to
S&P's review of the notes' final documentation.

The 'BB+' issue rating reflects S&P's analysis of the proposed
notes and its assessment of Societe Generale group's stand-alone
credit profile (SACP) at 'a-'.

In line with S&P's methodology, it determined the 'BB+' issue
rating on the proposed notes by notching down from the SACP
assessment. The  four-notch difference results from deducting:

   -- One notch for subordination risk;
   -- Two further notches reflecting that the bank may cancel
      coupon payments at its full discretion at any time, and the
      proposed notes' potential regulatory Tier 1 status.  S&P
      further notes that interest cancellation is compulsory if
      required by the regulator, or in case the amount of the
      bank's distributable items, as defined in the notes'
      documentation, would be insufficient to allow the interest
      payment.  Interest cancellation is also mandatory if such
      an interest payment would cause the Societe Generale
      group's maximum distributable amount to be exceeded, as
      described under condition 6.9 in the notes' documentation
      and in reference to Article 141 of the EU's Capital
      Requirements Directive; and

   -- An additional notch to reflect our view that the regulator
      has the legislative tools and willingness to use all forms
      of regulatory capital instruments to cover the losses and
      restore the capital of a distressed bank if it reached the
      point at which there is no private-sector alternative to
      prevent its failure and the regulator would determine the
      bank to be nonviable.

S&P does not apply additional notching because of the contractual
mandatory write-down of the proposed notes if the group's Common
Equity Tier 1 (CET1) ratio falls to 5.125%, which S&P considers to
be a non-viability capital trigger.  Of note, as of June 30, 2015,
the group's CET1 ratio was 11.0%, based on risk-weighted assets
under Basel III and incorporating phase-in arrangements.

Once the notes have been issued and confirmed as part of the
bank's Tier 1 capital base, S&P expects to assign "intermediate"
equity content to them under its criteria and therefore include
them in the group's total adjusted capital (TAC), S&P's measure of
capital.  This reflects S&P's view that they are perpetual, with a
call date expected to be five or more years after issuance; that
there is no coupon step-up; and they can absorb losses on a going-
concern basis through discretionary coupon cancellation at any
time, notwithstanding whether the bank has sufficient
distributable items or the group's maximum distributable amount is
greater than zero.  Furthermore, following the issuance of the
notes, S&P do not expect the increase in TAC to affect S&P's view
that the group has "adequate" capital and earnings, as its
criteria define the term.



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G E R M A N Y
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FRESENIUS SE: S&P Assigns 'BB+' Rating to US$300MM Note Offering
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' issue rating
to Germany-based Fresenius SE & Co. KGaA's (FSE) senior unsecured
note offering of US$300 million.  The rating is one notch below
the existing corporate credit rating on the company of 'BBB-',
reflecting that sizable priority liabilities rank ahead in a
hypothetical default scenario.

"Our corporate credit rating on FSE continues to reflect its
global, market-leading position as a provider of products and
services for patients with chronic kidney failure and no
alternative treatment options.  The group's presence in less-
regulated and emerging markets is increasing and further supported
by its medical nutrition and hospital divisions, Kabi and Helios,
which have reached a substantial size due to a combination of
external and internal growth over recent years.  We expect the
group to generate strong free operating cash flow of about EUR1
billion on average per year and for its leverage to be below 4.0x
on average over the next three years," S&P said.


SCHAEFFLER AG: Moody's Puts 'Ba3' CFR on Review for Upgrade
-----------------------------------------------------------
Moody's Investor Service placed Schaeffler AG's corporate family
rating of Ba3, probability of default rating (PDR) of Ba3-PD, as
well as Schaeffler's and its guaranteed subsidiaries senior
secured debt ratings of Ba2, senior unsecured debt ratings of B1
and junior (secured PIK notes) debt ratings at B1 on review for
upgrade.

RATINGS RATIONALE

The decision reflects Schaeffler's plans to place up to 166
million new and existing common non-voting shares of Schaeffler AG
with institutional investors.  The rating agency understands that
the proceeds will be used to reduce financial indebtedness on both
the level of Schaeffler AG and Schaeffler Holding.  This would
reduce the group's leverage considerably, and therefore could lead
to an upgrade of Schaeffler's ratings.  An upgrade by more than
one notch upgrade cannot be excluded, if the deleveraging is
material.

The Ba3 CFR is supported by Schaeffler's: (1) leading market
positions in the bearings and automotive component and systems
market, with number one to three positions across the wide ranging
product portfolio in a fairly consolidated industry; (2) leading
mechanical engineering technology platform supporting a
competitive cost structure and the development of innovative
products; (3) well-diversified customer base, especially in the
Industrial division but also to the extent possible in the
consolidated automotive industry, and with a good share of
aftermarket business accounting for around one quarter of
revenues.

The rating also benefits from (4) Schaeffler's proven business
model with a good track record of operating performance and margin
levels well above the automotive supplier industry average; as
well as (5) its innovative power evidenced by a high number of
patents, founded on a notable amount of R&D expenses of above 5%
of revenues per year.

Schaeffler's Ba3 CFR is primarily constrained by the group's high
indebtedness, with reported debt at operating and holding level
totaling around EUR10 billion, resulting in a fairly high leverage
with Moody's-adjusted debt/EBITDA of 4.9x in 2014.  Another
constraint for the CFR is the organizational and legal complexity
and evolving structure of Schaeffler in its current state and
Schaeffler's exposure to cyclical automotive market.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Schaeffler's CFR could be upgraded if Schaeffler is able to (1)
generate sustainably positive free cash flows; and (2) improve
Moody's-adjusted debt/EBITDA to 4.0x, either from internally
generated cash flows or from proceeds received from assets sales
or equity increases.

The Ba3 CFR could come under pressure following a significant
weakening of Schaeffler's operating performance, as indicated by
Moody's-adjusted EBITA margins below 10%, or Moody's-adjusted
debt/EBITDA above 5.0x, assuming no material deterioration in the
economic environment.  Material negative free cash flow and
weakening liquidity, for instance owing to tightening headroom
under its financial covenants, could also lead to a downgrade.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 2013.

List of Affected Ratings

On Review for Possible Upgrade:

Issuer: Schaeffler AG
  Corporate Family Rating, Placed on Review for Possible Upgrade,
   currently Ba3
  Probability of Default Rating, Placed on Review for Possible
   Upgrade, currently Ba3-PD
  BACKED Senior Secured Bank Credit Facility, Placed on Review
   for Possible Upgrade, currently Ba2

Issuer: Schaeffler Finance B.V.
  BACKED Senior Secured Regular Bond/Debenture, Placed on Review
   for Possible Upgrade, currently Ba2
  BACKED Senior Unsecured Regular Bond/Debenture, Placed on
   Review for Possible Upgrade, currently B1

Issuer: Schaeffler Holding Finance B.V.
  BACKED Senior Secured Regular Bond/Debenture, Placed on Review
   for Possible Upgrade, currently B1

Outlook Actions:

Issuer: Schaeffler AG
  Outlook, Changed To Rating Under Review From Stable

Issuer: Schaeffler Finance B.V.
  Outlook, Changed To Rating Under Review From Stable

Issuer: Schaeffler Holding Finance B.V.
  Outlook, Changed To Rating Under Review From Stable

Headquartered in Herzogenaurach, Germany, Schaeffler AG is among
leading manufacturers of rolling bearings and linear products
worldwide, as well as a renowned supplier to the automotive
industry.  The company develops and manufactures precision
products for machines, equipment and vehicles as well as in
aviation and aerospace applications.  It operates under three main
brands -- INA, FAG and LuK.  In 2014, Schaeffler generated
revenues of EUR12.1 billion.  In addition, through Schaeffler
Verwaltungs GmbH and its subsidiaries, the Schaeffler group holds
a 46% stake in German auto supplier Continental AG (Baa1 stable).
Schaeffler is currently ultimately owned by Maria-Elisabeth
Schaeffler-Thumann and Georg F.W. Schaeffler through holding
entities.


SCHAEFFLER AG: S&P Puts 'BB-' CCR on CreditWatch Positive
---------------------------------------------------------
Standard & Poor's Ratings Services said that it has placed its
'BB-' corporate credit ratings on the members of the Germany-based
automotive component and systems and industrial bearings
manufacturing group Schaeffler on CreditWatch with positive
implications.  Members of the group include: Schaeffler AG,
Schaeffler Holding Finance B.V., and Schaeffler Verwaltung Zwei
GmbH.

At the same time, S&P placed all existing 'BB-' issue ratings on
the group's senior secured debt on CreditWatch with positive
implications.  The recovery rating on these facilities remains
unchanged at '3', with recovery prospects in the case of a payment
default expected to be in the lower half of the 50%-70% range.

S&P has also placed its 'B' issue ratings on Schaeffler Finance
B.V.'s senior unsecured debt and Schaeffler Holding Finance B.V.'s
senior secured payment-in-kind (PIK) toggle notes on CreditWatch
positive.  The recovery rating on these debt instruments remains
at '6', and S&P expects to withdraw the issue ratings on
Schaeffler Holding Finance B.V.'s senior secured PIK toggle notes
if the notes are repaid in full.

The CreditWatch placement follows the group's announcement that it
plans an equity transaction to reduce debt.  S&P understands that
the group is planning a private placement of about 25% of the
share capital of the main operating company, Schaeffler AG, to
institutional investors.  If this transaction is completed as
announced, S&P expects the group to use net equity proceeds to
reduce its debt at the level of both the holding companies and
Schaeffler AG.

S&P expects such a transaction to improve the group's financial
flexibility in terms of leverage, reducing the adjusted debt
burden for the group.  Specifically, S&P anticipates that the
group's credit metrics will be at the upper end of its
"aggressive" financial risk profile category, such as Standard &
Poor's-adjusted funds from operations to debt in the 15%-20% range
at year-end 2016 at the combined operating and holding level,
compared with 10.5% at year-end 2014.

S&P will resolve the CreditWatch following the completion of the
expected equity offering and subsequent partial reduction of the
Schaeffler group's debt.  In particular, S&P will review the new
documentation of Schaeffler holding's new financing agreements
(including the key terms and conditions and the covenant package),
along with the size of the equity offering.

S&P will likely raise its ratings on the group entities to 'BB' if
the equity transaction and partial refinancing are completed as
per the group's announcement.  This would be mainly due to a
tangible improvement in projected credit metrics.  Success of the
equity issuance is exposed to market risk with closing expected by
early October 2015.  Simultaneously with the launch of the equity
transaction, Schaeffler Holding Finance released a redemption
notice for all outstanding senior secured PIK toggle notes.  The
overall deleveraging and closing of the transaction is expected to
be completed by the end of October 2015.

If management fails to implement the planned changes to the
group's capital structure, S&P will resolve the CreditWatch
placement by affirming the existing 'BB-' corporate credit ratings
on the group's entities.



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I R E L A N D
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AVOCA CLO IV: Moody's Lowers Rating on Class E Notes to Caa2
------------------------------------------------------------
Moody's Investors Service announced that it has taken rating
actions on these classes of notes issued by Avoca CLO IV plc.

  EUR31 mil. (current balance EUR8.2M) Class B Senior Secured
   Deferrable Floating Rate Notes due 2022, Affirmed Aaa (sf);
   previously on Oct 14, 2014 Upgraded to Aaa (sf)

  EUR27 mil. Class C1 Senior Secured Deferrable Floating Rate
   Notes due 2022, Upgraded to Aaa (sf); previously on Oct. 14,
   2014 Upgraded to Aa3 (sf)

  EUR5 mil. Class C2 Senior Secured Deferrable Fixed Rate Notes
   due 2022, Upgraded to Aaa (sf); previously on Oct. 14, 2014,
   Upgraded to Aa3 (sf)

  EUR20.5 mil. Class D Senior Secured Deferrable Floating Rate
   Notes due 2022, Upgraded to Baa2 (sf); previously on Oct. 14,
   2014 Affirmed Ba1 (sf)

  EUR20.5 mil. Class E Senior Secured Deferrable Floating Rate
   Notes due 2022, Downgraded to Caa2 (sf); previously on
   Oct. 14, 2014 Downgraded to Caa1 (sf)

Avoca CLO IV plc, issued in January 2006, is a collateralized loan
obligation (CLO) backed by a portfolio of high-yield senior
secured European loans managed by Avoca Capital Holdings Limited.
The transaction's reinvestment period ended in August 2012.

RATINGS RATIONALE

The upgrades to the ratings on the Class C and D Notes are
primarily the result of the substantial deleveraging that has
occurred over the last year.

The downgrade to the rating on the Class E Notes is due to its
increased sensitivity to the deterioration of the credit quality
of the underlying assets and the decrease in the granularity of
the collateral pool.

The Class A Notes have fully paid down and the Class B Notes have
amortized approximately by EUR22.8 million (73.6% of original
balance) on the August 2015 payment date, as a result of which
over-collateralization (OC) ratios of the Classes B, C, and D have
increased significantly.  As per the trustee report dated 06
August 2015, Class B, Class C, Class D, and Class E OC ratios are
reported at 219.68%, 140.89%, 114.56% and 96.53% compared to
August 2014 levels of 173.60%, 130.79%, 112.95% and 99.39%
respectively.  The Aug. 6, 2015, reported OC ratios do not take
into account the payments to the notes made on the August 2015
payment date.

The credit quality of the underlying assets and the granularity of
the collateral pool are represented by the weighted average rating
factor and the diversity score, respectively.  Between Aug. 29,
2014, and Aug. 6, 2015, the reported weighted average rating
factor has worsened to 3296 from 2962 and the diversity score
reduced to 11.5 from 21.7.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par of EUR76.77 million, defaulted par of
EUR5.1 million, a weighted average default probability of 28.18%
(consistent with a WARF of 3837 over a weighted average life of
4.57 years), a weighted average recovery rate upon default of 50%
for a Aaa liability target rating, a diversity score of 12 and a
weighted average spread of 3.74%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool.  The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool.  For a Aaa liability target rating,
Moody's assumed that 100% of the portfolio exposed to first-lien
senior secured corporate assets would recover 50% upon default.
In each case, historical and market performance and a collateral
manager's latitude to trade collateral are also relevant factors.
Moody's incorporates these default and recovery characteristics of
the collateral pool into its cash flow model analysis, subjecting
them to stresses as a function of the target rating of each CLO
liability it is analyzing.

Moody's notes that shortly after this analysis was completed, the
Aug. 31, 2015, trustee report has been issued.  Moody's has taken
into account the variations in key portfolio metrics between the
Aug. 6, 2015, data and the Aug. 31, 2015, update.

Methodology Underlying the Rating Action

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in February 2014.

Factors that would lead to an upgrade or downgrade of the rating:

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed a lower weighted average recovery rate for
the portfolio.  Moody's ran a model in which it reduced the
weighted average recovery rate by 5%; the model generated outputs
that were unchanged for Class B, C and E, and within 2 notches of
the base-case results for Class D.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of uncertainty about credit conditions in the
general economy.  CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties because of embedded ambiguities.

Additional uncertainty about performance is due to:

  1) Portfolio amortization: The main source of uncertainty in
this transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortization would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

  2) Around 16% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates.

  3) Recoveries on defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels.  Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty.  Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices.  Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

  4) Liquidation value of long-dated assets: Approximately 3.3% of
the portfolio is comprised of one loan that matures after the
maturity date of the transaction ("long dated asset").  For this
long dated asset, Moody's assumed a liquidation value of 90.00% in
its analysis.  Any volatility between the assumed liquidation
value and the actual liquidation value may create additional
performance uncertainties.

In addition to the quantitative factors that Moody's explicitly
modeled, qualitative factors are part of the rating committee's
considerations.  These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio.  All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision


CELF LOAN III: Moody's Affirms Ba1 Rating on Class D Notes
----------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by CELF Loan Partners III plc:

  EUR28 mil. Class B-1 Senior Secured Deferrable Floating Rate
   Notes due Nov. 1, 2023, Upgraded to Aa1 (sf); previously on
   Feb 3, 2014, Upgraded to Aa2 (sf)

  EUR8 mil. Class B-2 Senior Secured Deferrable Fixed Rate Notes
   due Nov. 1, 2023, Upgraded to Aa1 (sf); previously on Feb. 3,
   2014 Upgraded to Aa2 (sf)

  EUR31.5 mil. Class C Senior Secured Deferrable Floating Rate
   Notes due Nov. 1 2023, Upgraded to A2 (sf); previously on
   Feb 3, 2014, Upgraded to A3 (sf)

  EUR11 mil. Class R Combination Notes due Nov. 1, 2023, Upgraded
   to Aa1 (sf); previously on Feb. 3, 2014, Upgraded to A2 (sf)

Moody's also affirmed the ratings of these notes issued CELF Loan
Partners III plc:

  EUR293 mil. (Current outstanding balance EUR 120,074,061.47)
   Class A-1 Senior Secured Floating Rate Notes due Nov. 1, 2023,
   Affirmed Aaa (sf); previously on Feb. 3, 2014, Affirmed
   Aaa (sf)

  EUR52 mil. Class A-2 Senior Secured Floating Rate Notes due
   Nov. 1, 2023, Affirmed Aaa (sf); previously on Feb. 3, 2014,
   Upgraded to Aaa (sf)

  EUR29 mil. Class D Senior Secured Deferrable Floating Rate
   Notes due Nov. 1, 2023, Affirmed Ba1 (sf); previously on
   Feb. 3, 2014, Upgraded to Ba1 (sf)

  EUR19.5 mil. Class E Senior Secured Deferrable Floating Rate
   Notes due Nov. 1, 2023, Affirmed B1 (sf); previously on
   Feb. 3, 2014, Upgraded to B1 (sf)

CELF Loan Partners III plc., issued in October 2006, is a single
currency Collateralised Loan Obligation backed by a portfolio of
mostly high yield European loans.  The portfolio is managed by
CELF Advisors LLP.  This transaction passed its reinvestment
period in November 2013.

RATINGS RATIONALE

The upgrades of the notes is primarily a result of deleveraging
since the payment date in November 2014.  During this time, the
class A1 notes have paid down EUR116.16 million (40% of initial
balance) resulting in increases in over-collateralization levels.
As of the August 2015 trustee report, the Class A, B, C, D and E
overcollateralization ratios are reported at 170.05%, 140.63%,
122.14%, 108.95% and 101.57% respectively compared with 145.27%,
129.14%, 108.83% and 103.58% in October 2014.

The ratings of the combination notes address the repayment of the
rated balance on or before the legal final maturity.  For the
Class R Combination notes, the 'rated balance' at any time is
equal to the principal amount of the combination note on the issue
date times a rated coupon of 1.5% per annum accrued on the rated
balance on the preceding payment date, minus the sum of all
payments made from the issue date to such date, either interest or
principal.  The rated balance will not necessarily correspond to
the outstanding notional amount reported by the trustee.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
EUR pool with performing par and principal proceeds balance of
EUR278.8 million, a defaulted par of EUR15.2 million, a weighted
average default probability of 21.0% (consistent with a WARF of
2880 over a weighted average life of 4.63 years), a weighted
average recovery rate upon default of 46.28% for a Aaa liability
target rating, a diversity score of 29 and a weighted average
spread of 3.74%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool.  The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool.  For a Aaa liability target rating,
Moody's assumed a recovery of 50% on 91% of the portfolio exposed
to first-lien senior secured corporate assets upon default, 15% on
the 4% exposed to non-first-lien loan corporate assets and 6% on
the 5% exposed to structured finance assets.  In each case
historical and market performance and a collateral manager's
latitude to trade collateral are also relevant factors.  Moody's
incorporates these default and recovery characteristics of the
collateral pool into its cash flow model analysis, subjecting them
to stresses as a function of the target rating of each CLO
liability it is analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in February 2014.

Factors that would lead to an upgrade or downgrade of the rating:

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed a lower weighted average recovery rate in the
portfolio.  Moody's ran a model in which it reduced the weighted
average recovery rate by 5%; the model generated outputs that were
within one notch of the base-case results for classes B, C and E.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
notes, in light of uncertainty about credit conditions in the
general economy.  CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Additional uncertainty about performance is due to:

  1) Portfolio amortization: The main source of uncertainty in
this transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales the collateral manager or be
delayed by an increase in loan amend-and-extend restructurings.
Fast amortization would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

  2) Recoveries on defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels.  Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty.  Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices.  Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modeled, qualitative factors are part of the rating committee's
considerations.  These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio.  All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.



===================
K A Z A K H S T A N
===================


KAZAKHSTAN TEMIR: S&P Lowers CCR to 'BB+', Outlook Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
ratings on Kazakhstan's national railroad company, Kazakhstan
Temir Zholy (KTZ), and its core subsidiary, freight-wagon owner
JSC Kaztemirtrans (KTT), to 'BB+' from 'BBB-'.  The outlook is
negative.

"We also lowered our Kazakhstan national scale ratings on these
entities to 'kzAA-' from 'kzAA'," said S&P.

At the same time, S&P lowered its rating on KTZ's senior unsecured
bonds, including those issued by its financing subsidiary,
Kazakhstan Temir Zholy Finance B.V., to 'BB+' from 'BBB-'.

The downgrade primarily reflects S&P's expectation that KTZ's
adjusted debt to EBITDA will increase to more than 5x by year-end
2015 and will not improve to a level we consider commensurate with
a higher rating in 2016.

The increase in leverage is largely due to the devaluation of the
Kazakhstani tenge since mid-August 2015 by more than 30%, which
resulted in an increase in KTZ's debt, of which more than one-half
is foreign-currency nominated.  Additionally, KTZ's railway
transportation volumes have been declining throughout 2015 at
about 15% on an annual basis, reflecting a drop in commodity
exports, primarily to China and Russia.  Flat tariffs and low cost
flexibility have further translated into a decline in KTZ's EBITDA
margin, by about 10% in the first half of 2015.  As a result, S&P
expects that Standard & Poor's-adjusted debt to EBITDA will
increase to more than 5.0x and that funds from operations (FFO) to
debt will fall to less than 12% by year-end 2015.  This has led
S&P to revise its assessment of KTZ's financial risk profile to
"highly leveraged" from "significant."

S&P also revised its assessment of KTZ's liquidity to "less than
adequate" from "adequate."  With less cash available due to lower
profitability and higher interest payments, KTZ will need to find
additional funding sources for its considerable investment
program, which cannot be easily postponed.  S&P understands that
higher leverage has led KTZ to breach financial covenants under
some of its loans, which were set at debt to EBITDA of 4.5x.  S&P
understands that the company has obtained a waiver for the first
half of 2015, but will have to agree on resetting the covenant
level, which further weighs on S&P's liquidity assessment.

KTZ is a 100% indirectly government-owned, national railroad owner
and operator.  The rating on KTZ reflects S&P's view of the
company's stand-alone credit profile (SACP) at 'b' and the "very
high" likelihood that its owner, the government of Kazakhstan,
would provide extraordinary support to the company.

Historically, KTZ has benefitted from the state's tangible
financial aid, subsidies, and equity injections, and S&P expects
that will continue, although some projects may be delayed.  S&P
also notes that the country lacks access to the sea or navigable
rivers, making railroads vital for national transportation.  KTZ,
as the national railroad company responsible for about one-half of
all freight traffic in Kazakhstan, plays a key role in Kazakhstan.

S&P equalizes its ratings on KTZ's subsidiary KTT with those on
KTZ, reflecting the overall creditworthiness of the group.  This
is because S&P assess KTT as "core" to KTZ, given the company's
close operational integration in the group; KTZ's 100% ownership
of KTT; the financial guarantees on a major part of the debt
issued by KTT and KTZ; and large intragroup cash flows.
Furthermore, S&P believes that as one of the main subsidiaries of
KTZ, KTT is closely associated with KTZ, and S&P thinks that its
default could impair KTZ's access to capital markets.

Standard & Poor's negative outlook on KTZ and KTT mirrors the
outlook on Kazakhstan.

S&P could lower the ratings on KTZ if S&P downgrades the
sovereign.  S&P could also downgrade KTZ if S&P's assessment of
extraordinary government support weakens, because of the state's
reduced willingness or ability to provide tangible financial aid,
subsidies, and equity injections.  Lessened government support
could also result from KTZ's partial privatization.  S&P could
also lower its ratings if it saw a significant deterioration of
liquidity, such as the inability to secure funding for capital
investment or the inability to reset the covenants to comfortable
levels.

S&P would likely revise its outlook on KTZ to stable if S&P
revises its outlook on the sovereign to stable.


MANGISTAU ELECTRICITY: Fitch Affirms BB LT Foreign Curr. IDR
------------------------------------------------------------
Fitch Ratings has assigned Mangistau Electricity Distribution
Company JSC's (MEDNC) KZT2.5 billion 8% domestic bond due 2025 a
final local currency senior unsecured 'BBB-' rating.

The rating is in line with MEDNC's Long-term local currency Issuer
Default Rating (IDR) of 'BBB-', which has a Negative Outlook, as
the bond will be direct and unsecured obligations of the company.
The proceeds of the bond issue will be used by the company for
financing its investment program.

"The Negative Outlook on MEDNC reflects our assessment of
weakening ties between the company and its ultimate parent,
Kazakhstan (BBB+/Stable). This is due to the planned sale of the
full 75% stake owned by 100% state-owned JSC Samruk-Energy (BBB-
/Stable) in MEDNC over the medium term as well as expected
material deterioration of the company's credit metrics over 2015-
2018 due to debt-funded large capex imposed by the state.
Consistent evidence of weakening links between the company and
ultimate parent would result in Fitch shifting to a bottom-up
rating approach from the currently applied top-down assessment.
MEDNC's ratings (BB+/Negative) are currently notched down three
notches from the sovereign's," Fitch said.

KEY RATING DRIVERS

Ambitious Debt-Funded Capex

"MEDNC plans to embark on a substantial capex program approved by
the government of KZT28.5 billion for 2015-2018. As a result, we
expect the company's free cash flow (FCF) to remain significantly
negative for 2015-2018. The company plans to finance the
investment program mostly with borrowed funds. In addition to
KZT2.5 billion bonds issued in 2015, MEDNC expects to issue
KZT11.6 billion and KZT2.3 billion of domestic bonds in 2016 and
2017, respectively."

"Capex will be spent on the construction of two new electricity
distribution grids Aktau-Karazhanbas and Aktau-Uzen for KZT13
billion and the reconstruction of existing distribution lines and
substations. These two new grids aim to service the expected
higher capacity needs of Aktau's existing oil refining companies,
and a fourth refinery, which is scheduled to be constructed in
Aktau Region over the medium term.

"We consider MEDNC's planned large-scale investments to be
opportunistic as the refinery projects, which are expected to
drive electricity demand, have not yet been implemented and may be
postponed due to lower oil prices and the slowdown of the Kazakh
economy. As a result, we believe MEDNC's new grids construction
project could face high execution risk, which may be exacerbated
by reliance on external funding from domestic markets or domestic
banks, as well as by volume risk, which may or may not be fully
reflected in tariffs," Fitch said.

Deteriorating Standalone Profile

"We expect that the implementation of the aggressive investment
program, which will be funded by significant debt, is likely to
lead to a material deterioration of MEDNC's credit metrics and, as
a result, its standalone profile. We now assess the company's
standalone profile as commensurate with the mid 'B' rating
category. Fitch expects funds flow from operations (FFO) gross
adjusted leverage to increase to around 3x by end-2015 and remain
well above 5x over 2016-2017 under the agency's conservative
assumptions. At end-2014 MEDNC reported FFO gross adjusted
leverage of 2.0x, up from 1.3x at end-2013," Fitch said.

Weakening Ties May Change Rating Approach

The Negative Outlook is driven by weakening links between MEDNC
and its majority shareholder Samruk-Energy and ultimately the
state. This is due to the planned sale of Samruk-Energy's stake in
MEDNC and lack of commitment by the state to provide financial
support to the company, whose credit metrics are likely to
substantially deteriorate due to high capex imposed by the state.

Consistent evidence of weakening links with the ultimate parent
leading to deterioration of MEDNC's credit metrics so that FFO
gross adjusted leverage remains above 5x over 2015-2019 would
result in Fitch adopting a bottom-up rating approach from the
current top-down approach.

MEDNC's ratings are currently notched down from Kazakhstan's by
three notches, reflecting moderately strong links between the
company and its ultimate parent. Samruk-Energy does not view MEDNC
as strategic and is likely to sell its stake in MEDNC in 2016-
2017.

Favorable Tariffs

MEDNC's tariffs are approved by Kazakhstan's Agency on Regulating
Natural Monopolies and Competition Protection in conjunction with
the company's capex program. At present, MEDNC's tariffs are
approved for five years (2015-2019) based on an assumed tariff
growth of 0.3%-15.3% per annum, which Fitch views positively. The
tariff system for transmission and distribution segments, which is
predominantly based on benchmarking efficiency, results in
favorable tariffs for MEDNC.

Near-Monopoly Position

MEDNC's credit profile is supported by the company's near-monopoly
position in electricity transmission and distribution in the
Region of Mangistau, one of Kazakhstan's strategic oil- and gas-
producing regions. It is also underpinned by prospects for
economic development and expansion in the region, in relation to
both oil and gas and transportation, and by favorable long-term
tariffs.

Small Scale, Concentrated Customer Base

The business profile is constrained by MEDNC's small scale of
operations limiting its cash flow generation capacity, its high
exposure to a single industry (oil and gas) and, within that, high
customer concentration (the top four customers represented over
64% of 2014 revenue). The latter is somewhat mitigated by the
state ownership of some customers, and by prepayment terms under
transmission and distribution agreements.

KEY ASSUMPTIONS

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

-- Domestic GDP growth of 1.8% in 2015 and 2.5%-4.0% in 2016-
    2018 and inflation of 6.2% in 2015 and 5.5% over 2016-2018
-- Electricity distribution tariff growth in line with the
    government-approved level
-- Cost inflation in line with expected CPI
-- Capital expenditure in line with the government-approved
    level
-- Dividend payments of 15% of IFRS net income over 2016-2018

RATING SENSITIVITIES

Negative: Future developments that could lead to negative rating
action include:

-- Negative rating action on Kazakhstan's ratings.
-- Weakening links with the ultimate parent -- the state,
    including but not limited to a reduction of Samruk-Energy's
    stake in MEDNC to less than 50% or an elevated dividend
    payout, insufficient tariffs and increased capex contributing
    to weaker credit metrics so that FFO gross adjusted leverage
    remains above 5.0x on a sustained basis.

Positive: Future developments that could lead to positive rating
action include:

-- Stronger links with the ultimate parent.
-- Enhancement of the business profile, such as diversification
    and scale with only a modest increase in leverage, which
    would be positive for the standalone profile.

For the sovereign rating of Kazakhstan, MEDNC's ultimate parent,
Fitch outlined the following sensitivities in its rating action
commentary of 1 May 2015:

The Outlook is Stable, meaning that the downside and upside risks
are evenly balanced. However, the following risk factors
individually, or collectively, could trigger negative rating
action:

-- Policy mismanagement and/or a prolonged fall in oil prices
    leading to a decline in sovereign net foreign assets
    accompanied by reduced economic and financial stability
-- Renewed weakness in the banking sector, which leads to
    contingent liabilities for the sovereign
-- A political risk event

Conversely, the following factors, individually or collectively,
could result in positive rating action:

-- Moves to strengthen monetary and exchange rate policy
-- An effective restructuring of banks' balance sheets
-- Steps to reduce the vulnerability of the public finances to
    future oil price shocks, for example, by reducing the non-oil
    deficit, currently estimated at more than 9% of GDP
-- Substantial improvements in governance and institutional
    strength.

LIQUIDITY

Fitch views MEDNC's liquidity as manageable, comprising solely
cash as the company does not have any available credit lines. At
end-2014, MEDNC's cash balance of KZT1.1 billion was sufficient to
cover short-term maturities of KZT314 million. Cash balances are
mostly held in local currency with domestic banks including Halyk
Bank of Kazakhstan (BB/Stable) and Nurbank.

At end-2014, most of MEDNC's debt was represented by two unsecured
fixed-rate bonds of KZT1.7 billion and KZT2.4 billion maturing in
2023 and in 2024, respectively. The rest of the debt is
represented by interest-free loans with maturity up to 2036 from
MEDNC's customers to co-finance new network connections. MEDNC
benefits from limited foreign-exchange risks and from the absence
of interest-rate risks.

MENDC's ambitious capex program will be funded by additional debt
over the medium term. MEDNC has some track record in accessing the
domestic bond market. During 2014 MEDNC issued KZT2.4bn of bonds
to partly finance its substantial capex needs (KZT3bn) for the
year.

FULL LIST OF RATINGS

Long-term foreign currency IDR: 'BB+', Outlook Negative
Long-term local currency IDR: 'BBB-', Outlook Negative
National Long-term rating: 'AA(kaz)', Outlook Negative
Short-term foreign currency IDR: 'B'
Foreign currency senior unsecured rating: 'BB+'
Local currency senior unsecured rating, including that on
KZT1.7bn, KZT2.4bn and KZT2.5bn bonds: 'BBB-'


* Tenge Depreciation Won't Greatly Affect Exporters, Moody's Says
-----------------------------------------------------------------
The depreciation of the tenge against the US dollar will be only
moderately beneficial to Kazakhstani exporters, as a substantial
portion of their costs consist of foreign currency denominated
expenses, notes Moody's Investors Service.  The Kazakh currency
lost about a third of its value against the dollar since 20
August, after the central bank of Kazakhstan abandoned control of
its exchange rate, effectively allowing the tenge exchange rate to
float freely in an attempt to boost the competitiveness of its
economy.  A large share of Kazakhstani exporters' operating
expenses is pegged to the US dollar, and inflationary pressures on
input costs and increases in wages are likely to temper the
benefits of depreciation.

"Any positive revenue effects for exporters from depreciation will
be offset by the revaluation of debt and higher expenses, owing to
exporters' significant share of expenses pegged to foreign
currency and cost inflation", said Denis Perevezentsev, Moody's
Vice President and Senior Credit Officer.  "Import-oriented
businesses, such as food and non-food wholesalers and retailers,
will suffer the most and we expect that these companies will find
it difficult to quickly pass price increases on to their customers
without incurring a possible reduction in demand", added Denis
Perevezentsev.

Moody's notes that depreciation will have a negative impact on
domestically focused GRIs, such as National Company Kazakhstan
Temir Zholy JSC (KTZ, Baa3 negative), Kaztemirtrans, JSC (Ba1
negative), JSC NC Kazakhstan Engineering (KE, Ba2 stable), and
Kazakhstan Electricity Grid Operating Company (KEGOC, Baa3
stable).  These companies have mismatches between their smaller
share of foreign currency revenues, and the high share of foreign
currency in costs and/or debt structures, which will weaken their
ability to service foreign currency debt to varying degrees.
However, these entities are state-owned so will continue to
benefit from government support.

The weaker tenge will drive inflation higher, eroding the upside
for companies that stand to benefit from a reduction in their cost
bases while lower real incomes and higher prices for imported
goods will result in reduced demand.



=========
M A L T A
=========


MMDNA: MUMN Denies Bankruptcy Claims, Government Talks Underway
---------------------------------------------------------------
Neil Camiller at Malta Independent reports that the Malta Union of
Midwives and Nurses (MUMN) has denied claims that the private
nurse association MMDNA has gone bankrupt and will cease
operations but confirmed that talks are underway with the
government over the way in which the association is paid for its
nursing services.

Sources said on Sept. 19 that MMDNA employees were told during a
meeting that the company would have to close down after 75 years
of service because the government had fallen behind on payments,
Malta Independent relates.  They also claimed that another company
had already been lined up to replace MMDNA, Malta Independent
notes.

The meeting was attended by the MUMN, which represents the nurses
but the General Workers' Union, which represents the care workers,
did not show up, Malta Independent relays.

When contacted on Sept. 19, MUMN Secretary General Colin Galea, as
cited by Malta Independent, said it was not true that MMDNA had
discussed bankruptcy and closing down with its employees.  The
association, he said, has raised concerns about the difficulties
it is facing in an ever-changing scenario, Malta Independent
recounts.  There is also an issue about payments, Malta
Independent notes.

The MUMN Secretary said it was true that the MMDNA claimed that
the government has fallen behind on payments but the government is
claiming otherwise, Malta Independent relates.  Employees who
attended the meeting did in fact ask about the association's
financial situation but bankruptcy claims were denied, according
to Malta Independent.

A member of the MMDNA told Malta Independent that Mr. Galea's
version was the correct one but conceded that the association has
been facing financial difficulties for quite some time.

MMDNA, which employs around 70 people, provides community nursing
and care services on contract from the government.



=====================
N E T H E R L A N D S
=====================


ALG BV: Moody's Assigns 'B1' Rating to Proposed US$50MM Loan
------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to ALG B.V.'s
proposed US$50 million first lien revolving credit facility, a B1
rating to its proposed US$330 million first lien term loan, and a
Caa1 rating to its proposed US$130 million second lien term loan.
At the same time, The B2 Corporate Family Rating and B2-PD
Probability of Default Rating were affirmed.  The rating outlook
remains stable.

Proceeds from the proposed $330 million first lien term loan and
US$130 million second lien term loan will be used to refinance
existing debt and to finance a $250 million dividend to ALG's
owners including Bain Capital, which owns about 85% of ALG's
ultimate parent company.  Ratings are affirmed following the
increase in debt to finance the dividend as Moody's believes ALG's
operating performance will remain strong in 2016 supporting debt
to EBITDA returning to a mid 5x range over the next twelve to
eighteen months.

These ratings are assigned subject to receipt and review of final
documentation:

  US$50 million first lien revolving credit facility expiring
   2020 at B1 -- LGD 3

  US$330 million first lien term loan due 2022 at B1 -- LGD 3

  US$130 million second lien term loan due 2021 at Caa1 -- LGD5

These ratings are affirmed:

  Corporate Family Rating at B2

  Probability of Default Rating at B2-PD

These ratings will be withdrawn upon successful closing of the
transaction and their repayment in full:

  US$20 million first lien revolving credit facility due 2018 at
    B2 -- LGD 3

  US$60.2 million senior secured first lien term loan B-1 due
    2019 at B2 -- LGD 3

  US$79.8 million senior secured first lien term loan B-2 due
   2019 at B2 -- LGD 3

  US$65 million senior secured second lien term loan due 2020 at
   Caa1 -- LGD 5

RATINGS RATIONALE

ALG's B2 Corporate Family Rating acknowledges that its leverage
will temporarily weaken following a US$250 million debt financed
dividend to its owners including Bain Capital.  Moody's estimates
that debt to EBITDA will peak slightly above 6.0x, a level that is
weak for the B2 rating, before falling to the mid 5.0x in twelve
to eighteen months.  However, ALG's B2 rating is supported by its
good liquidity and good interest coverage.  Moody's estimates that
EBITA to interest expense will remain above 2.25 times following
the transaction.  ALG's rating reflects the company's small scale
in terms of number of resorts and absolute earnings.  EBITDA for
the twelve months ended June 30 2015 was about $68 million or 2.9%
of revenues.  ALG also has high geographic concentration with
substantially all of its earnings derived from travel to Mexico
and the Caribbean.  Other risks include ALG's inherent
vulnerability to economic cycles that can reduce leisure travel
demand, lingering safety concerns regarding travel to parts of
Mexico, and significant competition among travel providers.
Ratings are also supported by Moody's expectation that leisure
travel to Mexico from the US will grow modestly due in part to
modest GDP growth in North America, the company's largest source
of customers.  Additionally, Moody's believes that the company's
low capital requirements and vertically integrated business model
will mitigate, to some degree, the earnings volatility that is
experienced during periods of weak demand.

The stable rating outlook acknowledges ALG's small scale and
geographic concentration.  It also reflects that Moody's expects
leverage to improve to a level in line with the B2 due to solid
EBITDA growth at ALG from new management contracts coming into
effect in the fourth quarter of 2015 and moderate growth in
leisure travel into Mexico and the Caribbean principally from
North America.

Ratings could be downgraded if the outlook for leisure travel
demand to Mexico and the Caribbean were to show signs of
deterioration, should ALG's operating performance weaken, or
financial policies support regular increases to debt such that it
appeared likely that debt to EBITDA would remain above 6.0 times
for a sustained period of time.

Moody's does not anticipate upward rating changes given ALG's
small size and financial sponsor ownership.  However, ratings
could be upgraded if operating performance and financial policy
supported debt/EBITDA sustained below 4.0 times and interest
coverage remaining above 3.0 times.

ALG B.V., ALG USA Holdings, LLC, and ALG Intermediate Holding II
B.V. are the co-borrowers under the rated credit facilities,
although ALG B.V. and ALG USA Holdings, LLC are the only entities
expected to draw under the facilities.  The Restricted Group
includes the co-borrowers and ALG B.V.'s primary operating
subsidiaries who are guarantors, Apple Vacations Holdings LLC,
AMSTAR Holdings, L.P., and AMResorts Holdings, L.P.  In addition,
ALG B.V.'s parent, ALG Intermediate Holdings B.V. also guarantees
the credit facilities.  The B1 rating on the proposed first lien
credit facilities is one notch higher than the B2 Corporate Family
Rating acknowledging its senior position in the capital structure
ahead of the second lien debt.  The Caa1 rating on the proposed
second lien term loan acknowledges its junior position to the
first lien debt as well as its smaller size within the capital
structure.

ALG B.V, a company formed in the Netherlands, is a wholly owned
indirect subsidiary of ALG Intermediate Holdings B.V. which in
turn is a wholly owned subsidiary of ALG Holdings B.V.  Revenues
are about US$2.3 billion.

ALG B.V. has three primary operating subsidiaries, Apple Vacations
Holdings LLC, AMSTAR Holdings, L.P., and AMResorts Holdings, L.P.
Apple Vacations sells wholesale and retail vacation travel
packages to the Caribbean, Mexico, Hawaii, and Europe through
three business units under the brand names "Apple Vacations",
"Travel Impressions" acquired in June 30, 2013, and "Cheap
Caribbean", acquired on Aug. 30, 2013.  AMSTAR provides optional
tours, and ground transportation services in Hawaii, the Caribbean
and Mexico.  AMResorts manages 36 all-inclusive resorts located in
Mexico and the Caribbean.

ALG Holdings B.V. is 85% owned by affiliates of private equity
firm Bain Capital.  It was acquired in December 2012.  ALG
Holdings B.V. has another subsidiary that is not part of the
Restricted Group, ALG UVC Holdings B.V.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014.


IES GLOBAL: S&P Lowers Corp. Credit Rating to 'B', Outlook Stable
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it has lowered its
corporate credit rating on IES Global B.V. to 'B' from 'B+'.  The
outlook is stable.

At the same time, S&P lowered its issue-level rating on the
company's first-lien term loan to 'B+' from 'BB-'.  The '2'
recovery rating on this debt is unchanged, indicating S&P's
expectation of substantial (70%-90%; lower half of the range)
recovery in the event of a payment default.

"The downgrade reflects our expectation that IES' credit measures
will continue to weaken over the next several quarters because of
greater-than-expected deterioration in its agricultural, mining,
and oil and gas end markets," said Standard & Poor's credit
analyst Nadine Totri.  S&P now expects the company's debt-to-
EBITDA metric to increase to over 5x and its funds from operations
(FFO)-to-debt ratio to decline below 12% as of the end of 2015.
As a result, S&P is revising its assessment of IES' financial risk
profile to "highly leveraged" from "aggressive".  The combination
of S&P's "weak" assessment of IES' business risk profile and our
highly leveraged assessment of its financial risk profile results
in a split anchor outcome of 'b'/'b-'.  S&P selected the 'b'
anchor to reflect that IES has stronger cash flow/leverage ratios
for this range of anchor outcomes compared with those of its peers
that S&P rates similarly.

The stable outlook reflects S&P's view that the company's proposed
amendment to its credit agreement will allow it to restore the
cushion under its first-lien leverage covenant to at least 15%,
and that the company will be able to maintain adequate liquidity
over the next 12 months.  S&P's outlook and liquidity assessments
are predicated on the company's ability to secure the amendment to
its credit agreement as proposed.

S&P could lower its rating on IES if it appears that the headroom
under the company's first-lien leverage covenant will decline and
remain well below 15%, or if its leverage increases such that its
total debt-to-EBITDA metric exceeds 6.5x.  This could occur if the
company fails to obtain the amendment to its credit agreement as
proposed, if the demand for its products weakens further, or if
the company is unable to reduce its costs and offset its lower
volumes, leading it to post earnings that are lower than S&P had
expected.

S&P could raise its rating on IES if the negative operating trends
that the company is experiencing reverse, which it do not expect
to occur over the next 12 months given the company's exposure to
the agricultural, mining, and oil and gas markets and Brazil.  To
upgrade IES, S&P would need to believe that the company could
sustain leverage below 5x and an FFO-to-debt ratio above 12%
through a cyclical downturn, and that its financial policies would
support these credit measures.



===========
R U S S I A
===========


RUSSIAN STANDARD: S&P Lowers Counterparty Credit Rating to 'CCC-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
counterparty credit rating on Russian Standard Bank JSC (RSB) to
'CCC-' from 'B-' and S&P's long-term Russia national scale rating
to 'ruCCC-' from 'ruBBB-'.  The outlook on the long-term
counterparty credit rating is negative.  At the same time, S&P
affirmed its short-term counterparty rating on the bank at 'C'.

In addition, S&P lowered its issue ratings on RSB's senior
unsecured debt to 'CCC-' from 'B-' and on its subordinated debt to
'C' from 'CCC'.

S&P removed all ratings from CreditWatch with negative
implications, where it had placed them on July 9, 2015.

"The downgrade reflects RSB's continued weak financial
performance," said Standard & Poor's credit analyst Sergey
Voronenko.  "The bank's asset quality metrics continue to
deteriorate, while its capacity to absorb loan losses continues to
fall on the back of its declining margins.  This adds pressure on
the bank's capitalization, in our view.  Therefore, we believe the
bank remains susceptible to favorable business, financial, and
economic conditions to meet its financial commitments."  S&P
believes the current tough market conditions complicate operations
and further challenge the bank's financial performance.  Absent or
insufficient support could rapidly erode RSB's creditworthiness,
putting it at risk of breaching regulatory requirements.

On Sept. 9, 2015, RSB announced that it has made an exchange offer
to holders of its two subordinated issues: US$350 million
(XS0841677387) due in 2020 and $200 million (XS0953323317) due in
2024.  RSB is offering to exchange these two obligations with a
new senior note to be issued by a special purpose vehicle created
by RSB's holding company.  The maturity of the proposed note is
2022, it will have a coupon rate of 13% and will be secured by a
49% stake in RSB.  Also, the bank has committed to pay a 10%
upfront fee to the holders of its two subordinated notes in
exchange for accepting the offer.

S&P understands that this restructuring plan will be subject to
the approval of the Supreme Court of London as well as the
bondholders.  S&P views a nonpayment of the two subordinated notes
as a certainty and consider that a nonpayment of the notes would
result in a default ('D') on the rated subordinated debt.
However, in S&P's base-case scenario, RSB would continue to honor
its obligations to its depositors.  S&P also projects that the
announced distressed exchange offer, if carried out, would not
automatically lead S&P to downgrade RSB.

S&P lowered its ratings on RSB's senior unsecured and subordinated
debt to reflect S&P's view of RSB's increasing vulnerability to a
liquidity crisis or violation of financial covenants over the next
six months.

S&P lowered the ratings on these rated issues of the bank:

   -- To 'C' from 'CCC' on the $200 million subordinated debt due
      in 2015 (XS0238091507);

   -- To 'C' from 'CCC' on the $200 million subordinated debt due
      in 2016 (XS0275728557);

   -- To 'C' from 'CCC' on the $350 million subordinated debt due
      in 2020 (XS0841677387); and

   -- To 'CCC-' from 'B-' on the $350 million senior unsecured
      due in 2017 (XS0802648955), the remaining part after call
      options.

S&P notes that the bank also has some outstanding debt issues that
have S&P do not rate, including the $200 million subordinated debt
due in 2024 (XS0953323317).

S&P regards the planned restructuring as a distressed exchange
offer and tantamount to a default, as per S&P's criteria.  This is
based on S&P's understanding that the investors would not receive
the full value of the bonds on time as originally agreed, despite
the fact that the proposed new instrument is ranked as more
senior.  If the announced restructuring plan were not to
materialize or is modified from its current plan, S&P believes
that two of RSB's subordinated issues exposed to exchange offer
would be at a write-down risk.  S&P understands that write-down
event under terms and conditions of outstanding subordinated
issues might be triggered by breaching 2% threshold of the bank's
Base Capital Adequacy Ratio under Russian GAAP (N1.1).  Although
this ratio stood at 6.3% (as of Sept. 1, 2015), the bank's
vulnerability to weakening asset quality, as well as its capacity
to absorb mounting loan loss provisions and their effect on
earnings and liquidity profile of the bank, are key constraints.
S&P consequently reassess the bank's liquidity as "moderate" from
"adequate" previously.

"We have revised down our assessment of RSB's stand-alone credit
profile (SACP) to 'ccc-' from 'ccc+'.  We also negatively
reassessed the bank's risk position as "weak" versus "moderate"
previously.  Given the challenging operating conditions in Russia,
RSB's retail loan book generated very high credit costs (including
the charge-off) of annualized 26% for the first half of 2015 and
17% of gross loans in 2014.  Net interest margin contracted
materially to 3.5% as of June 30, 2015, from 12% in 2014 under our
calculations.  Consequently, the bank reported Russian ruble (RUB)
22 billion (about $340 million) in net losses in the first half of
2015 versus RUB16 billion in losses in 2014, which was materially
worse than we expected," S&P said.

Although the potential issuer credit rating on RSB is 'CCC' after
applying a one-notch uplift for extraordinary government support,
S&P is assigning its 'CCC-' rating given its rising concerns that
the bank currently relies heavily on business, financial, and
economic conditions to meet its financial commitments in the next
six months.

The negative outlook reflects that S&P could lower the ratings if
it sees that the bank's losses are not balanced by capital support
or other remedial actions.  Absent or insufficient support could
rapidly erode RSB's creditworthiness, putting the bank at risk of
breaching regulatory capital requirements.  The negative outlook
also incorporates S&P's view that the nonpayment on two
subordinated issues is now a certainty.

Additionally, more challenging operating conditions could further
complicate management's capacity to sustainably turn RSB around.
S&P could take a negative rating action if it was to see a gradual
decrease of the bank's currently "moderate" systemic importance as
a result of a substantial loss of market share.

S&P could affirm the ratings if it considers that the bank can
reduce losses and the erosion in the capital buffer is
sufficiently offset by remedial actions.


SOTSINVESTBANK PJSC: DIA to Oversee Rehabilitation Measures
-----------------------------------------------------------
The Bank of Russia on Sept. 21 approved amendments to the plan for
participation of the state corporation Deposit Insurance Agency in
bankruptcy prevention of Ufa-based PJSC Sotsinvestbank.

The Agency held a tender to select an investor to take part in
Sotsinvestbank bankruptcy prevention.  Resulting the tender JSCB
Rossiysky Capital (PJSC) has been selected.

The participation plan provides taking over Sotsinvestbank by the
Investor, as well as its reorganization through merger with
Rossiysky Capital.


TRANSAERO AIRLINES: Narrows Net Loss, Fate Hinges on Debt Plan
--------------------------------------------------------------
According to ATWOnline's Polina Montag-Girmes, Russia's Transaero
Airlines reported a 2015 first-half net loss of RUR3.2 billion
(US$57.6 million), narrowed from a RUR10.4 billion net loss in a
year-ago period.

First-half revenue grew 5.1% to RUR50.7 billion, ATWOnline
discloses.

Transaero reported its first-half capital is negative -- RUR52.6
billion -- compared to a positive capital of RUR4.8 billion in the
2014 first half, ATWOnline relates.  According to ATWOnline, loan
sums and financial lease liabilities have grown 59.6% to RUR149.9
billion from RUR93.9 billion in the year-ago half.  Operational
lease liabilities have increased 84.9% from RUR24.5 billion to
RUR45.3 billion, ATWOnline notes.

On Sept. 3, Aeroflot agreed to be involved in the restructuring of
Transaero, due to its debt burden, ATWOnline recounts.

                          Bankruptcy

Meanwhile, RosBusinessConsulting reports that Herman Gref,
chairman of Sberbank's Executive Board, said Transaero could be
driven into bankruptcy if creditors do not agree on the airline's
debt restructuring plan until the end of September.

Mr. Gref, as cited by RBC, said "Transaero is already bankrupt by
all measures".

In addition to being a key creditor of Transaero, Sberbank acts as
a consultant of Aeroflot, which agreed to acquire a 75% stake for
a token price of RUR1 (approx. US$0.015) in Transaero crippled by
enormous debt of RUR250 billion (approx. US$3.8 billion), RBC
notes.  Aeroflot took over control over Transaero's operations on
Sept. 7, RBC relays.

Mr. Gref saidAeroflot and Sberbank are working on an acceptable
way of restructuring the debt, RBC relates.

He said Transaero's shareholders will make a binding offer to
Aeroflot before Sept. 28 and by that time the parties should
prepare debt restructuring options, RBC notes.  He said if
creditors accept the terms, the debt will be restructured, but if
they reject them, a bankruptcy procedure against Transaero will
start, according to RBC.

Transaero owes a total of around RUR80 billion (approx. US$1.21
billion) to banks, while RUR50 billion (approx. US$2.28 billion)
is a debt for aircraft leasing, RBC discloses.  The debt to
Sberbank stood at around RUR5.4 billion (approx. US$81.94 million)
at the beginning of the year, RBC relays, citing a source with
knowledge of the airline's financial data.

OJSC Transaero Airlines is a Russian airline with its head office
in Saint Petersburg.  It operates scheduled and charter flights to
103 domestic and international destinations.



===============
S L O V E N I A
===============


PROBANKA: Central Bank Orders Early Repayments to Depositors
------------------------------------------------------------
Boris Cerni at Bloomberg News reports that Slovenia's central bank
said in an e-mailed statement Probanka and Factor Banka must pay
out to depositors early as part of their liquidation process.

According to Bloomberg, the measure includes guaranteed deposits
of as much as EU100,000 as well as higher amounts in line with
legislation.

Early repayment will contribute to the winding down of the two
banks and repay banks' creditors "as much as possible", Bloomberg
notes.

Probanka is a Slovenia-based bank, which provides commercial and
investment banking services.


SAVA: Ljubljana Court Orders Receivership
-----------------------------------------
Boris Cerni at Bloomberg News reports that the district court in
Slovenian capital Ljubljana has placed Sava under receivership.

According to Bloomberg, Sava said in a regulatory statement the
district Court in Slovenian capital Ljubljana acts on proposal
from creditors, including Gorenjska Banka, Zavarovalnica Triglav
and UniCredit's local unit.

Sava is a Slovenian tourism and financial firm.



=========
S P A I N
=========


ABENGOA SA: Banks Struggle to Sell Loans at 60% Discount
--------------------------------------------------------
Luca Casiraghi at Bloomberg News reports that banks are struggling
to sell Abengoa SA's loans even at a 60% discount to face value.

According to Bloomberg, two people familiar with the matter said
lenders including Bank of America Corp. and Citigroup Inc. have
sought to sell parts of the company's EUR1.4 billion credit
facility since the beginning of August.

Abengoa plans a EUR650 million (US$735 million) capital increase
and to dispose of EUR500 million of assets after reporting that
free cash flow would be lower than previously forecast.  Moody's
Investors Service said the risk of a rating downgrade has
increased because Abengoa hasn't yet achieved its capital
increase, Bloomberg relays citing report on Sept. 16.

Abengoa got the revolving facility in September 2014, Bloomberg
discloses.  Bank of America and Citigroup were among banks that
coordinated the deal, Bloomberg notes.

Abengoa SA is a Spanish renewable-energy company.



=============
U K R A I N E
=============


SAVINGS BANK: Moody's Assigns Ca Rating to Sr. Unsecured Notes
--------------------------------------------------------------
Moody's Investors Service has assigned a Ca long-term foreign
currency debt rating to the senior unsecured notes of Savings Bank
of Ukraine, which mature in 2023-25 and are issued in exchange for
similar notes with initial repayment dates in
2016-18. Concurrently, Moody's has withdrawn the Ca long-term
foreign-currency senior unsecured debt ratings assigned to the
latter notes.

The outlook on Savings Bank of Ukraine's senior unsecured debt
ratings remains negative.

RATINGS RATIONALE

The rating action follows Savings Bank of Ukraine 's announcement
of the results of its September 2015 debt exchange, which are:

   -- Maturity of $700 million senior unsecured notes extended by
seven years from March 2016 to March 2023 with (i) 60% of the
principal amount to be redeemed on 10 March 2019; and (ii) the
remaining principal amount to be redeemed in eight equal semi-
annual installments starting on Sept. 10, 2019, with the final
repayment being due on March 10, 2023.  The coupon rate increased
to 9.375% from 8.25%.

   -- Maturity of $500 million senior unsecured notes extended by
seven years from March 2018 to March 2025 with (i) 50% of the
principal amount to be redeemed on March 20, 2020 ; and (ii) the
remaining principal amount to be redeemed in 10 equal semi-annual
installments starting on Sept. 20, 2020, with the final repayment
being due on March 20, 2025.  The coupon rate increased to 9.625%
from 8.875%.

The Ca foreign-currency senior unsecured rating assigned to the
new senior notes is based on, and at the same level as, Savings
Bank of Ukraine's baseline credit assessment of ca.  This
placement reflects the fact that these instruments are direct,
unconditional, unsecured and unsubordinated obligations of the
bank and will rank pari passu with all its other direct,
unconditional, unsecured and unsubordinated future obligations.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the risk of a potential pressure on
Ukraine's sovereign ratings, which may result in the consequent
lowering of Ukraine's foreign and/or local currency bond country
ceiling.

WHAT COULD MOVE THE RATINGS UP/DOWN

Positive pressure is unlikely given the negative outlook and the
current extremely challenging operating environment in Ukraine.
Moody's could downgrade Savings Bank of Ukraine's ratings in the
event of a default, which would lead to losses for bondholders or
uninsured depositors in excess of 65% and would not be
commensurate with the current Ca rating.



===========================
U N I T E D   K I N G D O M
===========================


888 HOLDINGS: S&P Withdraws 'B+' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Rating Services said that it has withdrawn its
preliminary 'B+' corporate credit rating on Gibralter-based online
gaming company 888 Holdings PLC at the issuer's request.  S&P also
withdrew its preliminary 'B+' issue rating on 888's proposed
US$600 million equivalent senior secured facilities.

The rating withdrawal follows 888's announcement that it is no
longer in talks to acquire bwin.party.  As a result, 888 will not
go ahead with plans to raise US$600 million equivalent of senior
secured facilities.

The preliminary ratings were assigned on July 28, 2015.

At the time of withdrawal, the outlook on 888 was stable.


INTEROUTE COMMUNICATIONS: Moody's Assigns B1 CFR, Outlook Stable
----------------------------------------------------------------
Moody's Investors Service has assigned a B1 Corporate Family
Rating (CFR) and a B1-PD Probability of Default Rating (PDR) to
European information communication technology and cloud computing
company, Interoute Communications Holdings SA (Interoute, or the
company).  Concurrently, Moody's has assigned a provisional (P)B1
rating to the proposed EUR590 million senior secured notes due
2020 to be issued by Interoute Finco plc to partially fund the
acquisition of MDNX Group Holdings Limited (Easynet).  Interoute
is the 100% ultimate owner of Interoute Communications Limited, a
pan-European fibre network and IT managed solutions provider.  The
outlook on the ratings is stable.

"The B1 CFR balances the company's relatively modest size, margins
and cash flow, as well as its moderately high leverage, against
the competitive strength of its efficient, high bandwidth, all-IP
fibre network and the stability and visibility of its recurring
revenue base," says Alejandro Nunez, a Moody's Vice President --
Senior Analyst and lead analyst for the issuer.

Moody's issues provisional ratings in advance of the final sale of
securities and these ratings reflect Moody's preliminary review of
the terms and conditions of the proposed transaction.  Following
the closing of the transaction, Moody's will endeavor to assign a
definitive rating to the facilities.  Moody's notes that a
definitive rating may differ from a provisional rating.

RATINGS RATIONALE

Interoute's B1 CFR rating reflects: (1) the fragmented and
competitive nature of the European business telecoms market; (2)
the company's modest size, margins and cash flow relative to
larger competitors and incumbents in an industry with scale
economies; (3) its moderately high leverage and the potential for
higher leverage in future periods as its strategy shifts to higher
than historic growth; and (4) integration risks associated with
its acquisition of Easynet, which would nearly double Interoute's
size.

The B1 CFR also reflects (1) the company's largely owned, high
bandwidth, all-IP fibre network without the inefficiencies and
costs of a copper line, switch-based legacy network; (2) a high
proportion of contracted recurring revenues combined with a solid
revenue backlog and low churn; (3) strong secular demand and
attractive growth prospects for its Enterprise Services segment
(which constituted 60% of FY2014 revenues); (4) moderate capex
(17% of FY2014 revenues) which is primarily success-based in that
it is linked to previously contracted revenues, coupled with
structurally negative working capital, resulting in positive free
cash flow; and (5) stable management and the presence of a
longstanding anchor shareholder, The Sandoz Family Foundation.

   -- EASYNET ACQUISITION

Interoute is in the process of acquiring Easynet, which has a
comparable business model to and operates in similar markets as
Interoute, for an enterprise value of EUR541 million (EUR558
million including acquired cash and debt outstanding).  The
acquisition will enable enterprise, government and service
provider customers of the merged group to access a full suite of
the combined companies products and services.  In addition to
increased products and services, the acquisition will bring an
enhanced and expanded set of skills and capabilities to serve
existing customers and new prospects.  In FY2014, Interoute
generated EUR425 million of revenues and EUR92.5 million of
adjusted EBITDA, whilst Easynet generated revenues of EUR269
million and EUR44 million of EBITDA.  On a pro forma basis for the
twelve months ended June 30, 2015, Interoute would have had total
revenue of over EUR717 million.

The Sandoz Family Foundation has been Interoute's far-sighted
majority shareholder since its inception in 1999 and currently
holds a majority stake of 70% in Interoute.  Private equity firms
Aleph Capital and Crestview jointly hold 30% of Interoute's
capital and the current shareholding proportions are expected to
be maintained following the acquisition of Easynet in late 2015.

Interoute's adjusted leverage (as adjusted by Moody's) post-
acquisition is anticipated to be around 4.1x at end-2015.
However, with operational leverage, cost synergies and organic
growth expected to support an increase in EBITDA, Moody's expects
gradual deleveraging toward 3.9x by end-2016.  Consequently, the
rating agency also anticipates that Interoute will be capable of
generating positive free cash flow in the year following the
completion of the acquisition.

   -- LIQUIDITY

Interoute's liquidity is good, as the company is likely to have
the capacity to meet its debt obligations through internal
resources but may rely on external funding sources for non-routine
expenditures (e.g., opportunistic acquisitions).  Its liquidity is
supported by on-balance sheet cash and favorable working capital
dynamics, as the company receives advance payments on long-term
contracts and pays suppliers in arrears.

Moody's estimates the combined business' ongoing minimum
operational cash needs at EUR30 million.  These requirements
should be well covered through the company's available on-balance
sheet cash of EUR79 million (at closing of the transaction),
sourced from a EUR44 million cash balance (at closing of the
transaction) and EUR35 million of cash overfunding from the
transaction.  Moody's anticipates this balance will grow along
with cash flow generated over the next two years.  Liquidity is
also supported by a committed EUR75 million revolving credit
facility which is expected to be fully undrawn at closing of the
transaction.

   -- ASSIGNMENT OF (P)B1 RATING TO SENIOR SECURED NOTES

The (P)B1 rating on the senior secured notes reflects the security
package the notes will benefit from as well as their first
priority ranking in the company's capital structure ahead of
unsecured liabilities such as lease claims and pension
liabilities.  Moody's notes that the level of assets and EBITDA
coverage by guaranteeing subsidiaries is relatively low - the
notes' guarantors would have accounted for 71.3% of consolidated
total assets, 74.2% of consolidated revenues and 66.4% of
consolidated EBITDA (pro forma for the twelve months ended
June 30, 2015, and after intercompany eliminations) -- principally
reflecting the exclusion of upstream guarantees from Interoute's
Italian and Nordic operations.  However, the (P)B1 rating also
reflects the fact that the incurrence of additional secured debt
at non-guaranteeing entities is limited to a level equivalent to
full utilization of the EUR75 million revolver plus EUR35 million.

In its notching consideration, Moody's gives full equity credit to
the EUR75 million intercompany loan provided by Interoute's
holding company, Interoute Holdings S.a.r.l., in light of its deep
subordination in the capital structure. The maturity of the
intercompany loan is also six months beyond that of the senior
secured notes and the revolving credit facility.

The proceeds from the notes issuance will be used by Interoute,
along with EUR75 million of shareholder loans, to acquire 100% of
the share capital of Easynet, to repay certain existing
indebtedness of Interoute Communications Limited, to cover
associated transaction fees and to provide EUR35 million of cash
overfunding.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectations that Interoute
will successfully integrate and achieve its targeted synergies
from Easynet.  Moreover, the stable outlook does not anticipate
Interoute undertaking additional significant leveraging
transactions over the next two years.

The rating agency also anticipates that, over the same period,
Interoute will apply its increasing free cash flow toward
deleveraging to a level of 3.0x net debt/EBITDA (as defined by the
company and unadjusted by Moody's).

WHAT COULD CHANGE THE RATING UP

Positive pressure on the rating could develop should Interoute's
adjusted gross debt/EBITDA decrease sustainably below 3.25x and
adjusted free cash flow/gross debt consistently above 5%.

WHAT COULD CHANGE THE RATING DOWN

Downward rating pressure could develop if earnings or liquidity
deteriorate or capital intensity and/or debt load increases such
that Interoute is unable to generate sustainable positive free
cash flow or if leverage (gross debt/EBITDA as adjusted by
Moody's) remains consistently above 4.25x.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Telecommunications Industry published in December 2010.

Headquartered in London, Interoute is one of Europe's leading
alternative telecoms providers offering high-bandwidth data, voice
and IT managed solutions through one of the largest pan-European
fibre networks and cloud computing platforms.  Interoute's fibre
network includes 24 metro area networks, 43 data centres and
covers 31 countries.  At the end of its fiscal year 2014,
Interoute reported revenues of EUR425 million and adjusted EBITDA
of EUR92.5 million.


NORTH WEST ELECTRICITY: S&P Affirms 'BB+' LT Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it had affirmed its
'BBB+/A-2' long- and short-term corporate credit ratings on U.K.-
based regulated electricity distribution utility Electricity North
West Ltd. (ENW).

At the same time, S&P affirmed its 'BBB' long-term corporate
credit rating on North West Electricity Networks Ltd. (NWEN) and
S&P's 'BB+' long-term corporate credit rating on North West
Electricity Networks (Holdings) Ltd. (NWEN Holdings).

S&P's outlooks on all three entities are stable.

S&P also affirmed its 'BB+' issue rating on NWEN Holdings' senior
secured debt.  The recovery rating remains at '4', reflecting
S&P's anticipation of recovery at the higher half of the 30%-50%
range.

The affirmation follows S&P's review of ENW's business plan and
Ofgem's final determination, published Nov. 28, 2014.  S&P
believes that despite the generally challenging regulatory
environment, including lower weighted-average cost of capital and
significant expenditure cuts, ENW is well positioned to meet
regulatory targets and further improve the quality of its customer
service, and the safety and reliability of supply.

ENW's "excellent" business risk profile, under S&P's criteria,
reflects the stability and high quality of the company's mainly
regulated revenues from electricity distribution activities.  In
S&P's assessment, it takes into account these activities' relative
operating performance according to Ofgem's publications.  ENW has
consistently met its operating target for reliability and
availability of its network.  In addition, the regulator, Ofgem,
considers the company's business plan to be one of the most
efficient, just behind that of Western Power Distribution.  ENW's
customer satisfaction score is improving and is now within the
minimum regulatory requirement; however, it remains below the
sector average.

ENW's "significant" financial risk profile reflects that of the
consolidated group, including the ultimate parent company, North
West Electricity Networks (Jersey) Ltd.  S&P bases its assessment
on a ratio of funds from operations (FFO) to debt of about 12% on
average during the current regulatory period (2015-2023).  S&P
applies its financial benchmark for a company operating with low
industry volatility, owing to the high predictability of revenues
in a strong regulatory environment.  The group's financial risk
profile is constrained by high leverage, with the ratio of debt to
regulatory asset value (RAV) at about 90% on average.  Another
constraint is recurring negative discretionary cash flow (DCF) as
a result of ENW's large capital expenditure (capex) program and
shareholder distributions.  These factors are partly offset by
strong profitability and some structural financial enhancements.

The long-term rating is one notch below the anchor of 'a-' because
of S&P's negative view of the group's financial policy.  S&P
believes the group will pursue a dividend payment policy that will
keep leverage high over the long term.

"We rate the other entities according to our group rating
methodology.  The lower ratings on the intermediate and ultimate
holding companies reflect the risk of restrictions to their access
to cash at the operating company, ENW.  ENW generates the cash to
repay the group's consolidated debt.  Under our criteria, ENW and
its intermediate holding company, NWEN, form an insulated subgroup
from the top holding company NWEN Holdings.  We assess the
subgroup's group credit profile (GCP) at 'bbb', taking into
account potential regulatory restrictions at ENW, which is partly
mitigated by NWEN's access to liquidity.  We rate NWEN at the
level of the subgroup's GCP, 'bbb'.  We believe the two-notch gap
between the subgroup's 'bbb' GCP and the consolidated group's
'bb+' GCP is warranted because structural financial features at
NWEN reinforce the regulatory protections around ENW.  We rate
NWEN Holdings at 'BB+' in line with the group GCP," S&P said.

The stable outlook reflects S&P's anticipation that the group's
adjusted FFO to debt will exceed its 9% threshold for the rating
over the regulatory period 2015-2023.  S&P also believes the
consolidated group will maintain its focus on low-risk regulated
electricity distribution.

The stable outlooks on the other group entities reflect S&P's
anticipation that NWEN and NWEN Holdings will maintain "adequate"
stand-alone liquidity to cover their interest charges for at least
12 months, assuming a risk of a covenant breach at NWEN.

The ratings on all three entities could come under pressure if the
group's consolidated financial risk profile weakens, in
particular, if FFO to debt declines below 9% and S&P no longer
assess the group's financial risk profile as "significant."  This
could occur as a result of increased leverage, a more aggressive
dividend policy than S&P currently anticipates, or adverse
regulatory developments.  S&P do not consider these scenarios as
likely, however.

S&P could also lower the long-term rating on NWEN Holdings to
increase the rating differential between NWEN and NWEN Holdings,
if S&P sees a higher risk that a regulatory ring fence will be put
in place.  Similarly, a higher risk of NWEN breaching its lock-up
covenant could constrain the rating on NWEN Holdings.

In addition, S&P could lower the ratings on NWEN Holdings by one
notch if NWEN Holdings fails to maintain sufficient liquidity to
cover interest charges for 12 months.

S&P considers an upgrade unlikely, given the group's high
leverage.  However, S&P could raise the rating on ENW if its FFO-
to-debt ratio improved to above 13% on a sustainable basis and the
company adopted a credit-supportive dividend policy.  Furthermore,
if S&P raises the rating on ENW, S&P would likely raise the
ratings on NWEN and NWEN Holdings.


SOHO HOUSE: Moody's Affirms 'Caa1' CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service has affirmed the corporate family rating
and probability of default rating (PDR) of Soho House Bond Limited
(Soho House) at Caa1 and Caa1-PD, respectively and has changed the
outlook to stable from positive.  Concurrently, Moody's has
assigned a provisional (P)Caa1 rating on the new GBP200 million
Senior Secured Notes (the Notes) to be raised by Soho House Bond
Limited.  Upon completion of the transaction, Moody's expects to
withdraw the Caa1 rating on the existing GBP145 million Senior
Secured Notes due 2018.

Moody's issues provisional ratings in advance of the final sale of
securities and these ratings reflect Moody's preliminary credit
opinion regarding the transaction only.  Upon a conclusive review
of the final documentation, Moody's will endeavor to assign a
definitive rating to the facilities.  A definitive rating may
differ from a provisional rating.

RATINGS RATIONALE

Moody's decision to affirm the rating follows Soho House's
announcement on September 17, 2015 of the refinancing of its
GBP145 million of senior secured notes due in 2018 and issued in
September 2013 from the proceeds of new Senior Secured Notes with
a 5-year tenor.  The company expects to use the GBP200 million of
proceeds to repay the existing notes, the outstanding drawings
under its existing Revolving Credit Facility (RCF) and add about
GBP19 million of cash to its balance sheet.  In addition, Soho
House announced it will enter into a new Super Senior RCF with a
tenor of 4.5 years and a total facility amount of GBP30 million
(compared with GBP25 million for the existing RCF), which Moody's
expects to be undrawn at closing.

Following the transaction, Moody's expects Soho House's liquidity
to improve and consist of approximately GBP24 million of cash and
GBP30 million available under the new RCF, compared with a total
available liquidity of GBP10 million as of June 30, 2015 (GBP5
million of cash and approximately GBP5 million available under the
RCF).  However, the transaction will also result in higher
leverage and Moody's expects that adjusted debt-to-EBITDA (based
on Moody's-adjusted EBITDA of GBP44.5 million as of 30 June 2015)
will increase to around 8.2x compared with 7.3x prior to the
transaction.

Despite the positive effect on the cash balance in the short-term,
Moody's expects that the cash on balance sheet will decrease to
around GBP10-15 million by the end of 2015, primarily as a result
of the expected payment of GBP6.7 million of accrued interest
related to the existing notes to be made at redemption and the
fact that the company is free cash flow negative.  Given the
company's ambitious plan to open approximately 6 new houses and up
to 30 new owned and joint venture restaurants in the next two
years, Moody's expects that Soho House will remain cash flow
negative over the next two years and mostly rely on its revolving
credit facility to fund its expansion capex program.  Furthermore,
EBITA-to-Interest Expense is likely to remain below 1.0x for the
next two years.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that Soho House's
strong positioning in the membership club sector and the ramp-up
of the houses opened in the past 2 years will support
profitability improvement.  However, leverage will remain high,
with Debt-to-EBITDA above 6.5x and interest cover weak with EBITA-
to-Interest Expense below 1.0x in the next 12-18 months.  Moody's
also expects that the liquidity will remain under pressure owing
to high development capex and high interest costs.

WHAT COULD CHANGE THE RATING -- UP/DOWN

Moody's does not expect upward pressure on the rating in the near
term, but this could change if (1) there is continued and
sustainable growth in Soho House's profitability driven by
successful penetration of new geographies, maturing of opened
houses and restaurants and higher membership base; (2) the company
maintains an adequate liquidity profile; and (3) free cash flow
turns positive and the company shows visible de-leveraging
progress.

Downward pressure on the rating could occur if (1) Soho House
fails to execute its development and growth plans successfully,
resulting in lower-than-expected growth in EBITDA and a failure to
deleverage; (2) the company loses members (higher competition,
resistance towards price increases); (3) Cash Flow from Operation
(CFO) remains negative over several quarters, leading to strong
liquidity pressures; and (4) the company fails to improve its
current liquidity profile.

The principal methodology used in these ratings was Global
Restaurant Methodology published in June 2011.

Soho House is a fully integrated hospitality company that operates
exclusive, private members clubs (or Houses) as well as public
restaurants, hotels and spas.  Membership targets professionals in
the creative industries and access to Houses is reserved
exclusively for members and a number of their guests.  Soho House
benefits from a stable membership and has been able to capitalize
on its brand name to expand both in the UK and internationally.
In 2014, Soho House realized total revenues of GBP202.8 million
and EBITDA of GBP43.7 million (21.6% margin) including Moody's
standard adjustments.  EBITDA margin varies substantially between
Houses according to location and improves over time with newly
opened houses presenting lower profitability than more mature
Houses.


THURSO CINEMA: Faces Liquidation, Scala Venue Not Affected
----------------------------------------------------------
Kelly Williams at Daily Post reports that assurances have been
given over the future of a Denbighshire arts centre after the
leaseholder's other cinema operation went into liquidation.

Rob Arthur, who operates Prestatyn's Scala, has had his Thurso
Cinema Ltd served with a winding up order by HM Revenue and
Customs.

Mr. Arthur took over the Thurso complex in 2009 and made attempts
to secure investment to save it, but it faced the final curtain.

But Denbighshire Council said the news does not affect the
Prestatyn venue, which is operated under a different company
-- Aurora Leisure Ltd. -- of which Mr. Arthur is also managing
director.

Thurso Cinema Ltd. is based in Scotland.


TRAVELEX HOLDING: S&P Affirms 'B' CCR, Outlook Negative
-------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on U.K.-
based foreign exchange services provider Travelex Holdings Ltd. to
negative from stable and affirmed its 'B' long-term corporate
credit rating.

At the same time, S&P affirmed its 'B' long-term issue rating on
Travelex's GBP350 million senior secured notes due in 2018.  S&P's
recovery rating on the notes is unchanged at '4', indicating its
expectation of recovery in the higher half of the 30%-50% range in
the event of a payment default.

S&P also affirmed its 'BB-' long-term issue rating on the
GBP90 million super senior revolving credit facility (RCF).  The
recovery rating remains at '1', indicating S&P's expectation of
very high recovery (90%-100%) in a default scenario.

The outlook revision stems from Travelex's underperformance,
resulting primarily from Brazil's deteriorating economy and
currency.  This has severely hampered the group's trading volumes
in Brazil, where it generated about 17% of its core group EBITDA
in 2014; as well as its results, due to translation into British
pounds.  S&P now forecasts that the contraction of Travelex's
earnings over the next 12 months will weaken the group's credit
metrics to the low end of the range S&P regards as commensurate
with the current rating.  S&P also notes that restructuring costs,
investments in digital technology, and one-time movements in
working capital will weigh on the group's free operating cash flow
(FOCF), which will likely be meaningfully negative in 2015 and
2016.

S&P thinks that Travelex's high debt leaves limited headroom under
the current rating for further weakening of the group's operating
performance or additional debt.  Consequently, S&P could downgrade
Travelex if over the next 12 months its operating performance does
not stabilize, leverage continues to increase, or free cash flow
deterioration exceeds S&P's current expectations.

Travelex's financial risk profile is constrained by high debt,
consisting of GBP350 million in senior secured notes, a
GBP90 million super senior RCF, and GBP600 million in payment-in-
kind notes and non-cash-pay preferred shares, all at the
restricted group, as defined in the bond documentation.  There is
also a $715 million cash-pay bridge loan at BRS Ventures &
Holdings Ltd., Travelex's holding company.

S&P's rating on Travelex is primarily based on reported EBITDA
interest coverage of about 2.0x at the restricted group (including
restructuring costs but excluding exceptional items).  This is
because S&P understands from the company's management that the
bridge loan at the holding company will be serviced by other
businesses of the owner Dr. B.R. Shetty, and not by Travelex.
Furthermore, the documentation for the restricted group's
outstanding notes prevents Travelex from incurring additional debt
unless the net leverage ratio falls below 3.5x, which S&P do not
foresee the company achieving over the next 24 months.  The
documentation also limits the restricted group's ability to make
payments to the holding company if the consolidated net leverage
ratio is higher than 2.75x, although S&P notes that this is now
subject to a carve-out of about GBP25 million.  If the company
were to use its cash to service the holding company's debt, S&P
estimates that the reported EBITDA interest coverage ratio would
fall significantly below 2.0x, which would be very weak for the
current rating.

S&P continues to assess Travelex's business risk profile as
"fair," albeit at the low end of the range.  This reflects the
company's exposure to the cyclical travel industry and the
decreasing share of cash used by travelers.  It also reflects
Travelex's moderate profitability in its core business, aggravated
by the current situation in Brazil.  Additionally, S&P factors in
contract renewal risks and exposure to currency swings, although
they are limited by active hedging.  Moreover, Travelex operates
in a complex regulated environment, which could impede the group's
operations.  Nevertheless, S&P thinks this risk is low and partly
mitigated by the company's solid track record in expanding its
operations and by high barriers to entry stemming from
regulations.

These weaknesses are partly offset by the company's position as
the largest nonbank provider of travel money worldwide, its
product and geographic diversification, and strong franchise,
coupled with favorable long-term trends for air travel volumes.

The negative outlook indicates that S&P may lower the rating over
the next 12 months if Travelex's operating performance does not
stabilize, given the group's highly leveraged capital structure.
S&P expects Travelex will report a Standard & Poor's-adjusted
debt-to-EBITDA ratio of 9x-9.5x (including shareholder loans and
the holding company debt), following the anticipated contraction
of the group's EBITDA over that period, due primarily to
challenges in Brazil.  S&P also forecasts the restricted group's
reported EBITDA cash interest coverage will be close to 2x
(excluding cash-pay debt at the holding company) and meaningfully
negative FOCF generation in 2015 and 2016.

S&P could lower the ratings if Travelex's earnings and FOCF
deteriorate beyond S&P's current expectations, leading to an
unadjusted EBITDA-to-cash interest ratio trending toward 1.5x, or
an erosion of liquidity.  Any attempts from the restricted group
to upstream cash to the holding company or the incurrence of
additional cash-pay debt at Travelex, could also result in a
downgrade.  S&P could also lower the ratings if it perceived a
potential long-term deterioration of the group's business risk
profile, for example as a result of structurally lower demand or
profitability.

S&P could revise the outlook to stable if it saw Travelex's
operations and EBITDA stabilizing, FOCF approaching breakeven, and
liquidity remaining adequate.  Reported EBITDA to cash interest
coverage sustainably at about 2.5x at the restricted group would
support a stable outlook, assuming that the restricted group does
not service the holding company's debt.  However, this also hinges
on S&P's anticipation that the shareholders do not intend to use
Travelex's surplus cash to service the holding company's debt, and
that the risk of re-leveraging would be low, based on S&P's
perception of the group's financial policy.


ULTIMATE COMMUNICATIONS: SFP Completes Sale of Assets
-----------------------------------------------------
Nationwide insolvency practitioners SFP has completed a sale of
the business and assets of Middlesbrough-based Ultimate
Communications Systems Limited.

Established in 2002 to provide audio visual (AV) solutions and
network installations, Ultimate was the subject of a management
buyout (MBO) in 2008 by the current directors.

Historically, the Company was a well performing and profitable
business, but several bad debts as a result of a large contractor
ceasing to trade in 2013, and a general downturn in trade saw the
company struggle to perform financially.

Simon Plant and Daniel Plant of SFP -- both licensed by the
Insolvency Practitioners Association -- were appointed as
Administrators of Ultimate Communications Systems on 3rd September
2015, by its secured lenders, Factor 21.

Daniel Plant, Director at SFP says considerable negotiations were
carried out to achieve a sale of the business as a going concern:
"The business has historically performed well and it is a very
pleasing outcome to protect the majority of the jobs and to
achieve a going concern sale," he says.


                            *********

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

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

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.


                            *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter-Europe is a daily newsletter co-
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Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
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Copyright 2015.  All rights reserved.  ISSN 1529-2754.

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