TCREUR_Public/151201.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

           Tuesday, December 1, 2015, Vol. 16, No. 237

                            Headlines

A U S T R I A

ZIELPUNKT: Files for Insolvency, 3,000 Jobs at Risk


A Z E R B A I J A N

AZINSURANCE OJSC: Fitch Assigns 'B+' Insurer Fin. Strength Rating


F R A N C E

FCC MINOTAURE 2004-1: Fitch Affirms 'BBsf' Rating on Class C Debt


G E R M A N Y

SC GERMANY 2015-1: S&P Assigns (P)BB+ Rating D-Dfrd Notes
VTB BANK: Moody's Withdraws All Ratings for Business Reasons


G R E E C E

ALPHA BANK: S&P Revises Counterparty Credit Rating to 'SD'
EUROBANK ERGASIAS: S&P Revises Counterparty Ratings to 'SD'
PROVIDE VR 2003-1: Fitch Affirms 'Csf' Rating on Class E Notes


I R E L A N D

ANGLO IRISH: US Court Rejects Ex-Chief's Bankruptcy Appeal
CARLYLE GLOBAL 2014-1: Fitch Affirms B- Rating on Class F Notes
CLERYS: Liquidation Facing High Court Challenge
RMF EURO CDO IV: Moody's Affirms Ba1 Rating on Class V Notes


I T A L Y

* Italian Resolution Plan Costly for Banking Sector, Fitch Says


L U X E M B O U R G

LION/GEM LUXEMBOURG: Moody's Assigns Caa1 CFR, Outlook Stable


L I T H U A N I A

UAB BITE: S&P Revises Outlook to Positive & Affirms 'B' CCR


N E T H E R L A N D S

CONSTELLIUM NV: S&P Revises Outlook to Neg. & Affirms 'B' CCR
LEOPARD CLO I: S&P Lowers Ratings on 2 Note Classes to Dsf
LUMILEDS HOLDING: S&P Withdraws Preliminary 'BB-' CCR
PANTHER CDO III: Moody's Hikes Ratings on 2 Note Classes to Ba1


P O L A N D

SPOLDZIELCZY BANK: Sokal Says Collapse Won't Hit Banking Sector


R U S S I A

ALFA BOND: Fitch Assigns 'BB+' Rating to US$500MM Sr. Notes
BANK URALSIB: Moody's Lowers Long-Term Deposit Ratings to Caa2
DEVELOPMENT CAPITAL: S&P Cuts Counterparty Credit Rating to 'B-'
RASPADSKAYA: Moody's Raises Rating on US$400MM Notes to B1
TRANSAERO AIRLINES: Two Russian Airports Demand Debt Repayment


S P A I N

ABENGOA SA: CEO Steps Down, Bondholders Form Committee
ABENGOA SA: S&P Lowers CCR to 'CCC-', Outlook Negative
FONCAIXA PYMES 7: Moody's Assigns Caa1 Rating to Serie B Notes


S W I T Z E R L A N D

SWISSPORT INVESTMENTS: Moody's Rates CHF470MM Sr. Notes '(P)B1'


U K R A I N E

KREDOBANK PJSC: S&P Raises Counterparty Credit Ratings to 'CCC+'


U N I T E D   K I N G D O M

ABENGOA YIELD: S&P Lowers LT Corporate Credit Rating to 'B+'
MASTERTRONIC: Enters Administration
PERFORM GROUP: S&P Assigns 'B' CCR & Rates GBP175MM Notes 'B'


                            *********


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A U S T R I A
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ZIELPUNKT: Files for Insolvency, 3,000 Jobs at Risk
---------------------------------------------------
The Local Austria reports that Zielpunkt filed for insolvency
with the Vienna court of commerce, putting nearly 3,000 jobs at
risk.

According to The Local Austria, Zielpunkt's owner, Upper Austrian
businessman Georg Pfeiffer, has been accused of deliberately
letting the business fail after gaining control of dozens of
Zielpunkt properties and of timing the insolvency filing for the
end of November so that he could avoid paying Christmas bonuses
to the chain's employees (saving him around EUR18 million).

Zielpunkt has debts of more than EUR200 million, The Local
Austria discloses.  It has 229 stores throughout Austria, the
majority in Vienna and Lower Austria, according to the news
source.

Zielpunkt is an Austrian supermarket chain.



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A Z E R B A I J A N
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AZINSURANCE OJSC: Fitch Assigns 'B+' Insurer Fin. Strength Rating
-----------------------------------------------------------------
Fitch Ratings has assigned AzInsurance OJSC an Insurer Financial
Strength rating of 'B+'.  The Outlook is Stable.

Key Rating Drivers

The rating reflects high investment risk on AzInsurance's balance
sheet, the correspondingly weak capital position on a Fitch risk-
adjusted basis, demanding profit repatriation by its shareholder,
and material exposure to catastrophe risk.  The rating also takes
into account of a strong market position and related strong
profitability, mainly from AzInsurance's core insurance
operations.

AzInsurance has significant concentration risk.  Cash and bank
deposits with related party banks accounted for 56% of
AzInsurance's investments at end-2014, leading to high affiliated
investment leverage of 69%.  The other significant concentration
is the covered bonds of Azerbaijan Mortgage Fund (BBB-/Stable), a
government agency, which represented 31% of the insurer's
investments at end-2014.

AzInsurance is owned by a local businessman and benefits from its
strong ties with Gilan Holding, a large diversified local group
managing projects in construction, banking, tourism and other
industries.  The insurer holds an exclusive position in a few
segments of the local insurance sector and has high bargaining
power.  This exclusive position translates into strong
underwriting profitability.  In 2010 to 2014, its average
combined ratio was 51%, supported by low acquisition costs.  Its
return on average equity (ROAE) for this period was a strong 53%,
driven by underwriting profit, albeit declining to 35% by 2014.

Since 2013, the shareholder has started to take sizeable
dividends. The ratio of dividends paid in 2013-2015 to the net
profit of 2012-2014 was 99%.  Fitch understands from management
that the shareholder takes into account the insurer's robust
regulatory capital position (solvency margin at 537% at end-2014)
when deciding on dividend policy.

Based on Fitch's Prism factor-based capital model, AzInsurance's
risk-adjusted capital score is below 'somewhat weak' based on
2014 results, and unchanged from 2013.  Its risk-adjusted
capitalization benefits from fairly low premium volumes but is
constrained by the large concentration and fairly low quality of
the investment portfolio.

Azerbaijan is exposed to natural catastrophic risks, with the
worst scenario being an earthquake in Baku, the largest city of
the country.  AzInsurance covers domestic homeowners' property
risks (a compulsory line) and is also exposed through its
commercial portfolio in Baku.  According to an independent
assessment made at end-2013, a 1-in-250 year earthquake could
result in AZN39 mil. (USD37 mil.) gross loss for AzInsurance.
Currently available reinsurance protection would cover up to
USD15 mil.

AzInsurance is a major Azerbaijani non-life insurer, underwriting
both the commercial and retail businesses.  It has a particularly
strong presence in the insurance of imported cargo, the 'green
card' segment of the motor third-party liability insurance, and
compulsory homeowners' property insurance.  Positively, even
excluding the most profitable cargo line (30% of gross written
premium in 2014), AzInsurance still generates significant
underwriting profit.

RATING SENSITIVITIES

Improved quality and diversification of the investment portfolio
and reduced pressure of asset risks on the risk-adjusted capital
position could lead to an upgrade.  Conversely, capital depletion
due to investment losses could result in a downgrade.

Strong premium growth accompanied by sound underwriting
profitability and improving diversification across business lines
could lead to an upgrade.  Strengthening of the underwriting
claims settlement, reserving and other risk management processes
as part of growth management would also be positive rating
factors. Conversely, a weakening of the underwriting performance
could result in a downgrade.

A significant weakening of the insurer's market position or its
bargaining power could also result in a downgrade.



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F R A N C E
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FCC MINOTAURE 2004-1: Fitch Affirms 'BBsf' Rating on Class C Debt
-----------------------------------------------------------------
Fitch Ratings has affirmed four Electricite de France (EDF;
A/Stable/F1) & Gaz de France (GDF) originated RMBS transactions,
as:

Electra 1
  Class A4 (FR0000504227): affirmed at 'AAAsf'; Outlook Stable
  Class B (FR0000504235): affirmed at 'Asf'; Outlook revised to
   Positive from Stable

Loggias 2001-1
  Class A (FR0000488462): affirmed at 'AAAsf'; Outlook Stable
  Class B (FR0000488470): affirmed at 'BBBsf'; Outlook Stable

Loggias 2003-1
  Class A (FR0010029231): affirmed at 'AAAsf'; Outlook Stable
  Class B (FR0010029256): affirmed at 'Asf'; Outlook Stable

FCC Minotaure Compartment 2004-1
  Class A (FR0010302687): affirmed at 'AAAsf'; Outlook Stable
  Class B (FR0010302794): affirmed at 'BBBsf'; Outlook Stable
  Class C (FR0010302802): affirmed at 'BBsf'; Outlook Stable

The transactions were set up to refinance portfolios of
residential loans jointly granted by EDF, GDF (rating withdrawn
following the merger with Suez and now Engie) and their
subsidiaries to their employees.  The majority of the loans do
not benefit from any security (e.g. a mortgage or
death/invalidity insurance) but loan installments are deducted
directly from the salaries of employees.  Defaults are recorded
in case of death, temporary or permanent disability of a
borrower, and when over-indebtedness, bereavement or a change in
family status leads to early termination.

Given the non-standard features of the risk in the transaction,
Fitch has not applied its standard approach as defined under the
EMEA RMBS Rating criteria, but assessed the exposure of borrowers
to mortality risk in function of their age and gender.  Fitch
based its analysis on statistical data provided by the INSEE
(French National Institute of Statistics and Economic Studies).

KEY RATING DRIVERS

Sound Asset Performance

Electra 1, the most seasoned deal, has the highest cumulative
default rate at 1.46% of the initial pool balance.  Loggias 2001
reported cumulative defaults of 1.44% compared with 1.37% last
year.  Cumulative defaults follow a similar evolution for Loggias
2003 and FCC Minotaure at 1.05% and 0.84% (vs. 0.98% and 0.73% as
of October 2014), respectively.  As of Oct. 2015, the pool
factor -- deleveraging of the portfolio -- had reached 2.2% for
Electra 1, 9.4% for Loggias 2001, 16.3% for Loggias 2003 and
27.3% for FCC Minotaure, which is explained by the high seasoning
of the transactions.  The affirmation and the revision of the
outlook to positive from stable of Electra's class B notes takes
into account potential concentration resulting from tail risk.

For all transactions, the issuers purchased the underlying pools
at discount, thereby providing overcollateralization (OC), with a
view to diverting excess principal to interest payments during
the transaction's life.  This was to ensure that the yield on the
loans is sufficient to cover the interest due on the notes.
Prepayments reduce the remaining collateral balance of the
portfolio faster than scheduled, and so reduce the impact of the
structural negative excess spread carried by the transactions.
They have remained stable at around 4% in all transactions.

Amortization Accelerating Note Redemption

Under normal amortization (pro-rata amortization of the rated
notes), a fixed portion of principal receipts (resulting from the
discount mentioned above) were diverted as excess spread into the
interest account.  All transactions have now moved to accelerated
amortization, hence all the available funds are now used to pay
in priority senior expenses, interest on the notes and then
principal due on the most senior notes until full redemption.

OC Deemed Sufficient

A specific focus has been given to tail risk for these deals.
Fitch deems the current OC for each transaction sufficient to
cover the corresponding tail risk.

RATING SENSITIVITIES

Although the transaction is not sensitive to real estate and
macro-economic changes, defaults and consequently losses are
directly dependent on death, disability, over-indebtedness and
change in family status within the portfolio.  An increase in any
of these factors could result in faster OC erosion and negative
rating action.

Conversely, higher prepayments could be a driver of positive
rating actions for all transactions.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pools and the transactions.  There were no findings that were
material to this analysis.  Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided
about the underlying asset pools ahead of the transactions'
initial closing.  The subsequent performance of the transactions
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.



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G E R M A N Y
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SC GERMANY 2015-1: S&P Assigns (P)BB+ Rating D-Dfrd Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
credit ratings to SC Germany Consumer 2015-1 UG
(haftungsbeschraenkt)'s class A, B-Dfrd, C-Dfrd, and D-Dfrd
notes.  At closing, SC Germany Consumer 2015-1 will also issue
unrated class E-Dfrd notes.

The securitized portfolio comprises receivables from consumer
loans, which Santander Consumer Bank AG granted to its German
retail client base.  This is Santander Consumer Bank's seventh
true sale consumer loan transaction.

During the transaction's revolving period, the issuer can
purchase additional loan receivables.  The revolving period is
scheduled to last for 12 months, followed by sequential note
amortization.  A combination of subordination and excess spread
provides credit enhancement for the rated classes of notes.  A
principal deficiency trigger is in place.  Once hit, it will
subordinate the class B-Dfrd, C-Dfrd, D-Dfrd, and E-Dfrd notes'
interest payments to the class A notes' principal payments and
accelerate the repayment of the class A notes.

Santander Consumer Bank is an indirect subsidiary of Spanish
Banco Santander S.A.  It is the largest noncaptive provider of
auto loans in Germany and is also a well-known originator in the
European securitization market.

S&P's preliminary ratings on the rated classes of notes reflect
its assessment of the underlying asset pool's credit and cash
flow characteristics, as well as S&P's analysis of the
transaction's exposure to counterparty and operational risks.
S&P's analysis indicates that the available credit enhancement
for the class A , B-Dfrd, C-Dfrd, and D-Dfrd notes would be
sufficient to absorb credit and cash flow losses in 'AA', 'A',
'A-', and 'BB+' rating scenarios, respectively.

A back-up servicer will not be in place at closing.  The
combination of a borrower notification process, a reserve fund, a
commingling reserve, and general availability of substitute
servicers will mitigate servicer disruption risk.

RATING RATIONALE

Economic Outlook

In S&P's base-case scenario, it forecasts that Germany will
record GDP growth of 1.7% in 2015, 2.0% in 2016, and 1.8% in
2017, compared with 1.6% in 2014.  At the same time, S&P expects
unemployment rates to stabilize at historically low levels.  S&P
forecasts unemployment to be 4.8% in 2015, and 4.6% in 2016 and
2017, compared with 5.0% in 2014.  In S&P's view, changes in GDP
growth and the unemployment rate largely determine portfolio
performance.  S&P sets its credit assumptions to reflect its
economic outlook.  S&P's near- to medium-term view is that the
German economy will remain resilient and record positive growth.

Credit Risk

S&P has analyzed credit risk under its European consumer finance
criteria using historical loss data from the originator's loan
book since January 2004 until August 2015.  S&P expects to see
6.5% of defaults in the securitized pool, which reflects its
economic outlook for Germany, as well as S&P's view on the
originator's good servicing procedures.  Due to S&P's positive
forecast for Germany's economy in 2015 and 2016, it has lowered
by 50 basis points its base-case gross losses for this
transaction in comparison with its predecessor, SC Germany
Consumer 2014-1 UG (haftungsbeschraenkt).  This is also due to
the fact that S&P expects the securitized pool's performance to
be better than the performance of the originator's loan book, as
S&P has seen in the predecessor transaction.

Payment Structure

S&P's preliminary ratings reflect its assessment of the
transaction's payment structure, cash flow mechanics, and the
results of its cash flow analysis to assess whether the notes
would be repaid under stress test scenarios.  Taking into account
subordination and the available excess spread in the transaction,
S&P considers the available credit enhancement for the rated
notes to be commensurate with the preliminary ratings that S&P
has assigned.  Additionally, the class B-Dfrd to D-Dfrd notes are
deferrable-interest notes and S&P has treated them as such in its
analysis.  Under the transaction documents, the issuer can defer
interest payments on these notes.  Consequently, any deferral of
interest on the class B-Dfrd to D-Dfrd notes would not constitute
an event of default.  While S&P's preliminary 'AA (sf)' rating on
the class A notes addresses the timely payment of interest and
the ultimate payment of principal, S&P's preliminary ratings on
the class B-Dfrd to D-Dfrd notes address the ultimate payment of
principal and the ultimate payment of interest.  Furthermore, S&P
notes that there is no compensation mechanism that would accrue
interest on deferred interest in this transaction.

Counterparty Risk

Pending receipt of the final versions of the swap documentation,
S&P expects that the transaction documents will adequately
mitigate counterparty risk in line with S&P's current
counterparty criteria.  The transaction is exposed to The Bank of
New York Mellon, Frankfurt Branch as bank account provider, to
Santander Consumer Bank as commingling and set-off reserve
provider, and to the interest rate swap entity as interest rate
swap provider.  At closing, a yet to be determined interest rate
swap will be in place to mitigate interest rate risk between
fixed-rate assets and floating-rate liabilities.  S&P understands
that the replacement language will be in line with its current
counterparty criteria.

Operational risk

Santander Consumer Bank is an indirect subsidiary of Banco
Santander.  It is one of the largest German consumer banks, and
Germany's largest non-captive car finance bank.  It is also a
well-known originator in the European securitization market.  S&P
believes that the company's origination, underwriting, servicing
and risk management policies and procedures are in line with
market standards and adequate to support the ratings assigned.
S&P's operational risk criteria focuses on key transaction
parties (KTPs) and the potential effect of a disruption in the
KTP's services on the issuer's cash flows, as well as the ease
with which the KTP could be replaced if needed.  In this
transaction the servicer is the only KTP we have assessed under
this framework.  S&P's operational risk criteria do not constrain
its ratings in this transaction based on its view of the
servicer's capabilities.

Legal Risk

The transaction may be exposed to deposit set-off and commingling
risks, in S&P's opinion.  If it becomes ineligible as a
counterparty, Santander Consumer Bank will fund the set-off and
commingling reserves, which will mitigate these risks.  A reserve
will partially mitigate commingling risk and S&P has sized the
unmitigated exposure as an additional credit loss.  S&P has
analyzed legal risk, including the special purpose entity's
bankruptcy remoteness, under S&P's European legal criteria.

Ratings Stability

In line with S&P's scenario analysis approach, it has run two
scenarios to test the stability of the assigned preliminary
rating.  The results show that under the scenario modeling
moderate stress conditions (scenario 1), the rating on the notes
would not suffer more than the maximum projected deterioration
that S&P would associate with each rating level in the one-year
horizon, as contemplated in its credit stability criteria.

RATINGS LIST

Preliminary Ratings Assigned

SC Germany Consumer 2015-1 UG (haftungsbeschraenkt)
Euro-Denominated Asset-Backed Fixed- And Floating-Rate Notes

Class        Prelim.         Prelim.
             rating           amount
                            (mil. EUR)

A            AA (sf)             TBD
B-Dfrd       A (sf)              TBD
C-Dfrd       A- (sf)             TBD
D-Dfrd       BB+ (sf)            TBD
E-Dfrd       NR                  TBD

TBD--To be determined.
NR--Not rated.


VTB BANK: Moody's Withdraws All Ratings for Business Reasons
------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of VTB Bank
(Deutschland) AG.  At the time of withdrawal, these ratings were
outstanding:

   -- Long-term deposit ratings of Ba3 Negative
   -- Short-term deposit ratings of Not Prime
   -- Long-term Counterparty Risk Assessment of Ba1(cr)
   -- Short-term Counterparty Risk Assessment of Not Prime(cr)
   -- Baseline credit assessment (BCA) of b1
   -- Adjusted Baseline Credit Assessment of ba3

RATINGS RATIONALE

Moody's has withdrawn the rating for its own business reasons.



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G R E E C E
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ALPHA BANK: S&P Revises Counterparty Credit Rating to 'SD'
----------------------------------------------------------
Standard & Poor's Ratings Services revised its counterparty
credit rating on Greece-based Alpha Bank A.E. to 'SD' (selective
default) from 'D'.  S&P also raised its issue rating on the
senior unsecured debt to 'CCC+' from 'D' and its issue rating on
the subordinated debt to 'CC' from 'D'.  S&P affirmed the 'D'
issue rating on Alpha's preferred securities.

The rating action reflects Alpha's successful completion of a
EUR2,563 million capital increase. The bank has fully covered
through private funds the capital shortfall that emerged in the
adverse scenario of the Single Supervisory Mechanism's (SSM's)
comprehensive assessment.  S&P understands the bank will not
require financial support from the Hellenic Financial Stability
Fund (HFSF) to meet its regulatory capital requirements.

Consequently S&P understands that senior and subordinated debt
will not be subject to mandatory bail-in.

At the same time, S&P's 'SD' rating on Alpha reflects S&P's view
that the bank is still unable to completely fulfill its deposit
obligations in a timely manner, due to the capital controls being
imposed in Greece.

Alpha announced it has completed its EUR2,563 million capital
raising plan, of which it has raised EUR1.552 billion through a
capital increase and EUR1,011 million by completing the
distressed exchange on its senior, subordinated, and preferred
securities.

Senior and subordinated bondholders that held outstanding debt
equivalent to EUR1,011 million accepted Alpha's offer and
switched their bonds for equity.

Following the exchange settlement, Alpha has outstanding Tier 1
securities of about EUR15 million, Tier 2 debt of about EUR26
million, and senior unsecured debt of about EUR33 million.

S&P raised its issue rating on Alpha's senior unsecured bonds to
'CCC+' from 'D' to reflect S&P's view that Alpha is currently
vulnerable and dependent on favorable business, financial, and
economic conditions to meet its financial commitments.  The
rating reflects the bank's fragile financial profile in the
context of a weak economic and operating environment in Greece.
S&P also believes the EU authorities will continue to provide
liquidity facilities to the Greek banks.

S&P raised its issue rating on the subordinated debt to 'CC' from
'D'.  S&P rates Alpha's subordinated debt three notches below the
senior notes to indicate their degree of subordination and that
these instruments carry higher risks than the senior obligations.


EUROBANK ERGASIAS: S&P Revises Counterparty Ratings to 'SD'
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its long- and short-
term counterparty credit ratings on Greece-based Eurobank
Ergasias S.A. to 'SD' (selective default) from 'D'.  S&P also
raised its issue rating on the senior unsecured debt to 'CCC+'
from 'D' and our issue rating on the subordinated debt to 'CC'
from 'D'.

The rating action reflects Eurobank's successful completion of a
EUR2,039 million capital increase.  The bank has fully covered
through private funds the capital shortfall that emerged in the
adverse scenario of the Single Supervisory Mechanism's (SSM's)
comprehensive assessment.  S&P understands the bank will not
require financial support from the Hellenic Financial Stability
Fund (HFSF) to meet its regulatory capital requirements.

Consequently S&P understands that senior and subordinated debt
will not be subject to mandatory bail-in.

At the same time, S&P's 'SD' rating on Eurobank reflects S&P's
view that the bank is still unable to fully fulfill its deposit
obligations in a timely manner, due to the capital control being
imposed in Greece.

Eurobank announced it has completed its capital raising plan of
EUR2.0 billion, of which it raised EUR1.6 billion through a
capital increase and EUR0.4 billion by completing the distressed
exchange on its senior, subordinated, and preferred securities.

Senior and subordinated bondholders that held outstanding debt
equivalent to EUR0.6 billion accepted Eurobank's offer and
switched their bonds for equity.  Eurobank only accepted about
half of the offers it received for senior debt.

Following the exchange settlement, Eurobank has outstanding Tier
1 securities of about EUR43.7 million, Tier 2 debt of about EUR75
million, and senior unsecured debt of about EUR325.1 million.

S&P raised its issue rating on Eurobank senior unsecured bonds to
'CCC+' from 'D' reflecting S&P's view that Eurobank is currently
vulnerable and dependent upon favorable business, financial, and
economic conditions to meet its financial commitments.  The
rating reflects the bank's fragile financial profile in the
context of a weak economic and operating environment in Greece.
S&P also believes the EU authorities will continue to provide
liquidity facilities to the Greek banks.

S&P raised its issue rating on the subordinated debt to 'CC' from
'D'.  S&P rates Eurobank's subordinated debt three notches below
the senior notes to indicate their degree of subordination and
that these instruments carry higher risks than the senior
obligations.


PROVIDE VR 2003-1: Fitch Affirms 'Csf' Rating on Class E Notes
--------------------------------------------------------------
Fitch Ratings has affirmed Provide VR 2003-1 Plc as:

  Senior credit default swap: paid in full
  Class A+ (ISIN DE000A0AAZ03): paid in full
  Class A (ISIN DE000A0AAZ11): paid in full
  Class B (ISIN DE000A0AAZ29): paid in full
  Class C (ISIN DE000A0AAZ37): paid in full
  Class D (ISIN DE000A0AAZ45): affirmed at 'CCsf'; Recovery
   Estimate (RE) 75%
  Class E (ISIN DE000A0AAZ52): affirmed at 'Csf'; RE 0%
  Class F: not rated

The transaction is a synthetic securitization backed by
residential mortgages originated by several institutions
belonging to the German Cooperative Banking group.

KEY RATING DRIVERS

The portfolio currently consists of mostly non-performing loans.
Cumulative losses since closing in December 2003 currently stand
at 2.3% of the original pool balance.  The class F notes balance
has been completely absorbed by loss allocation (EUR6.1 million).
The class E notes have also incurred EUR4.3 million of losses.
Of their initial balance (EUR4.4 million), currently only EUR0.1
million is outstanding (based on the latest investor report as of
Sept. 2015).

Overall, the deal is performing worse than Fitch's initial
expectations and we expect the class E notes balance to be
reduced to zero through further loss allocation, as outstanding
foreclosures in the portfolio turn into losses.  Given the small
outstanding balance of the class E notes, losses are also likely
to be allocated to the class D notes.  This expectation is
factored into the notes' ratings and REs and consequently their
affirmation at 'CCsf' and 'Csf'.

RATING SENSITIVITIES

The transaction remains exposed to further loss allocation, as
outstanding credit events in the portfolio translate into losses.
Fitch expects additional losses to be allocated to the class E
notes (thus fully eliminating them) and the class D notes.

Fitch assigns REs to all notes rated 'CCCsf' or below.  REs are
forward-looking, taking into account Fitch's expectations for
principal repayments on a distressed structured finance security.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction.  There were no findings that were
material to this analysis.  Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing.  The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.



=============
I R E L A N D
=============


ANGLO IRISH: US Court Rejects Ex-Chief's Bankruptcy Appeal
----------------------------------------------------------
Simon Carswell at The Irish Times reports that a US court has
rejected an appeal by former Anglo Irish Bank chief executive
David Drumm against his failed bankruptcy bid, claiming that a
judge made "no mistake" in denying him a fresh financial start.

US District Court Judge Leo Sorokin agreed with Bankruptcy Judge
Frank Bailey that Mr. Drumm's failure to disclose his transfer of
a EUR250,000 mortgage on a property in Skerries, Co Dublin in
December 2008 to his wife amounted to "misdirection and
dishonesty", The Irish Times relates.

The judge, as cited by The Irish Times, said the reasons given by
the Mr. Drumm for his omission of information about a series of
property and cash transfers to his wife Lorraine from his
bankruptcy filings were "ever-changing".

According to The Irish Times, in a highly critical ruling, the
judge said in a 22-page decision that the bankruptcy court's
determination that Mr. Drumm's failure to list assets was done to
hinder or delay and was intentional and fraudulent was "wholly
logical, plausible and supported by the record".

The ruling is a major setback for Mr. Drumm, leaving him
personally liable for US$11 million in debts and facing financial
ruin as he remains in custody in the US while he fights
extradition to Ireland, The Irish Times notes.

The former bank chief executive is in detention in New England
and awaiting a ruling of another US District Court judge to
decide whether he should be released on bail pending his
extradition case, The Irish Times discloses.

Mr. Drumm is wanted back in Ireland to face 33 criminal charges
relating to transactions carried out while he was chief executive
of Anglo as the bank was facing ruin during the 2008 financial
crisis, The Irish Times says.

Judge Sorokin found that at a meeting with his bankruptcy trustee
in December 2010, Mr. Drumm provided "ambiguous and misleading
answers" regarding the mortgage on the Skerries Rock property,
The Irish Times relates.

According to The Irish Times, the judge said the former banker
could not rely on blaming his financial advisers over his failure
to disclose the Skerries mortgage transfer, as he could point to
no testimony from where his advisers claim to have told him that
he could omit the transaction.

Mr. Drumm filed for bankruptcy in October 2010 after failing to
reach a settlement with his former bank on loans provided mostly
to buy shares in the bank, The Irish Times recounts.

Irish Bank Resolution Corporation, formerly Anglo Irish Bank,
objected to Mr. Drumm's discharge from bankruptcy on 52 counts
and Judge Bailey sustained objections on 30 of those counts, The
Irish Times relays.

The US District Court has set Mr. Drumm's extradition hearing for
March 1, 2016, The Irish Times states.

                  About Irish Bank Resolution

Irish Bank Resolution Corp., the liquidation vehicle for what was
once one of Ireland's largest banks, filed a Chapter 15 petition
(Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect
U.S. assets of the former Anglo Irish Bank Corp. from being
seized by creditors.  Irish Bank Resolution sought assistance
from the U.S. court in liquidating Anglo Irish Bank Corp. and
Irish Nationwide Building Society.  The two banks failed and were
merged into IBRC in July 2011.  IBRC is tasked with winding them
down and liquidating their assets.  In February, when Irish
lawmakers adopted the Irish Bank Resolution Corp., IBRC was
placed into a special liquidation in the Irish High Court to
complete liquidation and distribution of the two banks' assets.

IBRC's principal asset as of June 2012 was a loan portfolio
valued at some EUR25 billion (US$33.5 billion). About 70 percent
of the loans were to Irish borrowers. Some 5 percent of the
portfolio was under U.S. law, according to a court filing.  Total
liabilities in June 2012 were about EUR50 billion, according
to a court filing.

Most assets in the U.S. have been sold already.  IBRC is involved
in lawsuits in the U.S.

IBRC was granted protection under Chapter 15 of the U.S.
Bankruptcy Code in December 2013.

Kieran Wallace and Eamonn Richardson of KPMG have been named the
special liquidators.

                       About Anglo Irish

Anglo Irish Bank was an Irish bank headquartered in Dublin from
1964 to 2011.  It went into wind-down mode after nationalization
in 2009.  In July 2011, Anglo Irish merged with the Irish
Nationwide Building Society, with the new company being named the
Irish Bank Resolution Corporation (IBRC).

Standard & Poor's Ratings Services said that it lowered its long-
and short-term counterparty credit ratings on Irish Bank
Resolution Corp. Ltd. (IBRC) to 'D/D' from 'B-/C'.   S&P also
lowered the senior unsecured ratings to 'D' from 'B-'.  S&P then
withdrew the counterparty credit ratings, the senior unsecured
ratings, and the preferred stock ratings on IBRC.  At the same
time, S&P affirmed its 'BBB+' issue rating on three government-
guaranteed debt issues.

The rating actions follow the Feb. 6, 2013, announcement that the
Irish government has liquidated IBRC.

The former Irish bank sought protection from creditors under
Chapter 15 of the U.S. Bankruptcy Code on Aug. 26, 2013 (Bankr.
D. Del., Case No. 13-12159).  The former bank's Foreign
Representatives are Kieran Wallace and Eamonn Richardson.  Its
U.S. bankruptcy counsel are Mark D. Collins, Esq., and Jason M.
Madron, Esq., at Richards, Layton & Finger, P.A., in Wilmington,
Delaware.


CARLYLE GLOBAL 2014-1: Fitch Affirms B- Rating on Class F Notes
---------------------------------------------------------------
Fitch Ratings has affirmed Carlyle Global Market Strategies Euro
CLO 2014-1 Limited as:

  EUR218.3 mil. class A notes (XS1032519313) affirmed at 'AAAsf',
   Outlook Stable

  EUR40 mil. class B notes (XS1032519586) affirmed at 'AAsf',
   Outlook Stable

  EUR19.35 mil. class C notes (XS1032519743) affirmed at 'A+sf',
   Outlook Stable

  EUR17 mil. class D notes (XS1032519826) affirmed at 'BBB+sf',
   Outlook Stable

  EUR31.6 mil. class E notes (XS1032520592) affirmed at 'BBsf',
   Outlook Stable

  EUR10.9 mil. class F notes (XS1032520758) affirmed at 'B-sf',
   Outlook Stable

Carlyle Global Market Strategies Euro CLO 2014-1 Limited is an
arbitrage cash flow collateralized loan obligation (CLO).  Net
proceeds from the issuance of the notes were used to purchase a
EUR363.8 million portfolio of European leveraged loans and bonds.
The portfolio is managed by CELF Advisors LLP (part of The
Carlyle Group LP).  The reinvestment period is scheduled to end
in 2018.

KEY RATING DRIVERS

The affirmation reflects the transaction's stable performance
since our last rating action in January 2015.  Since then credit
enhancement has decreased marginally as a result of a default
which was sold in March with a loss of just over EUR4 million.
As a result the transaction is now marginally below target par
and credit enhancement for the class A notes has subsequently
dropped to 39.9% from 40.3% and for the class B notes to 28.9%
from 29.4%. Fitch analyzed the par loss and considered it not
material enough to not have an impact on the current ratings.

All portfolio profile, collateral quality and coverage tests are
passing.  The covenants of the collateral quality tests have been
adjusted since Jan. 2015.  An increase in the weighted average
recovery rate was offset by a decrease of the weighted average
rating factor.  The weighted average rating factor is currently
33.01 with a maximum threshold of 34.0, compared with the
threshold of 34.5 in Jan. 2015.  The minimum weighted average
recovery rate threshold has eased to 68.2% from 69.9% with a
current result of 70.4%.  The minimum weighted average spread
threshold remains at 4.3%, with the current result up at 4.55%
from 4.45%.

The transaction is well diversified with 111 assets from 91
obligors.  The majority of the assets are rated in the 'B'
category.  The three largest industries are business services,
packaging and containers and computer and electronics, each
contributing around 9% to the performing portfolio.  The largest
country remains Germany with just over 20%, followed by the US
with 17% and the UK with 15%.  European peripheral exposure is
represented by Spain and Italy and was reduced to 5% currently
from 8% in January 2015 and with a maximum allowed exposure of
10%.  There is currently one 'CCC' asset included in the
portfolio, representing 0.5% of the outstanding balance.

RATING SENSITIVITIES

As the loss rates for the current portfolio are below those
modeled for the stress portfolio, the sensitivities shown in the
new issue report still apply for this transaction.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction.  There were no findings that were
material to this analysis.  Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

The majority of the underlying assets have ratings or credit
opinions from Fitch and/or other Nationally Recognised
Statistical Rating Organisations and/or European Securities and
Markets Authority registered rating agencies.  Fitch has relied
on the practices of the relevant Fitch groups and/or other rating
agencies to assess the asset portfolio information.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.

SOURCES OF INFORMATION

The information below was used in the analysis.

   -- Loan-by-loan data provided by State Street as at 2 October
      2015

   -- Transaction reporting provided by State Street as at 2
      October 2015


CLERYS: Liquidation Facing High Court Challenge
-----------------------------------------------
http://www.irishtimes.com/business/retail-and-services/clerys-
liquidation-facing-high-court-challenge-1.2447845
(rousel/google)

Irish Times reports that a formal challenge to the liquidation of
OCS Operations, the trading company of Clerys department store,
is expected to emerge in the High Court today.

The KPMG joint liquidators to the company are due to give an
update to the court this morning on their progress in the
winding-up, which was initiated after OCS collapsed when Clerys
was bought by the Natrium consortium led by D2 developer Deirdre
Foley in June, according to Irish Times.

It is understood a company linked to businesswoman Lorraine
Sweeney, who owned the cafes at Clerys, is planning to make an
application to the court at the same time as the liquidators, the
report notes.

The exact nature of Ms. Sweeney's application and objections will
remain under wraps until legal documents have first been
presented to the court, and she declined to comment on the court
application, the report discloses.

                        Separation of Assets

Ms. Sweeney has previously criticized the way the Clerys closure
was handled, however.  In September, Ms. Sweeney's LS Catering
confirmed it had written to a number of parties to put them on
notice that it would file legal action to try and reverse the
separation of Clerys' property and trading assets, the report
relays.

The report notes that Ms. Sweeney has previously called for the
pooling of the Clerys property assets, which were put into a
separate company in 2012, with the trading assets of OCS
Operations to defray the debts owed to creditors of the
department store.

Among those to have previously received correspondence from LS
Catering are the KPMG liquidators, Ms. Foley's Natrium consortium
that bought Clerys for EUR29 million, the US private equity
company Gordon Brothers that sold it, and Jim Brydie, a UK-based
insolvency specialist who bought OCS Operations for EUR1 on the
day the entire business was sold and put in liquidation, the
report relays.

                         Heavy Criticism

More than 400 staff members lost their jobs with no notice on the
day of the sale, leading to heavy criticism from unions and the
Government over how the closure was handled, the report
discloses.

The liquidators handed over control of the building to Natrium at
the end of the summer.  Clerys has remained shuttered since the
consortium, comprising Ms. Foley and London financier Cheyne
Capital Management, bought it, the report notes.  In recent weeks
there has been activity on the site behind closed doors, the
report says.

Natrium is putting together a planning application for the site
that is thought to include a retail concourse or mall with the
possibility of a hotel on the upper floors of the building, the
report discloses.

Ms. Foley is also thought to want to combine the Clerys site with
some of the other surrounding buildings to give greater scale to
the redevelopment, the report adds.


RMF EURO CDO IV: Moody's Affirms Ba1 Rating on Class V Notes
------------------------------------------------------------
Moody's Investors Service has upgraded the rating on these notes
issued by RMF Euro CDO IV PLC:

  EUR15.3 mil. Class III Deferrable Mezzanine Floating Rate
   Notes, due 2022, Upgraded to Aaa (sf); previously on Oct. 24,
   2014, Upgraded to Aa1 (sf)

  EUR21.6 mil. Class IV-A Deferrable Mezzanine Floating Rate
   Notes, due 2022, Upgraded to A3 (sf); previously on Oct. 24,
   2014, Affirmed Baa2 (sf)

  EUR3.5 mil. Class IV-B Deferrable Mezzanine Fixed Rate Notes,
   due 2022, Upgraded to A3 (sf); previously on Oct. 24, 2014,
   Affirmed Baa2 (sf)

Moody's also affirmed the ratings on these notes issued by RMF
Euro CDO IV PLC:

  EUR310.2 mil. (Current Balance: EUR2,938,112.22) Class I
   Senior Secured Floating Rate Notes, due 2022, Affirmed
   Aaa (sf); previously on Oct. 24, 2014, Affirmed Aaa (sf)

  EUR39.3 mil. Class II Senior Secured Floating Rate Notes, due
   2022, Affirmed Aaa (sf); previously on Oct. 24, 2014, Affirmed
   Aaa (sf)

  EUR12.6 mil. Class V Deferrable Mezzanine Floating Rate Notes,
   due 2022, Affirmed Ba1 (sf); previously on Oct. 24, 2014,
   Affirmed Ba1 (sf)

RMF Euro CDO IV PLC, issued in May 2006, is a collateralized loan
obligation backed by a portfolio of mostly high yield European
loans.  The portfolio is managed by MAN INVESTMENTS (CH) AG.  The
transaction's reinvestment period ended in May 2012.

RATINGS RATIONALE

The rating upgrades of the notes are primarily a result of the
significant redemption of the senior notes and subsequent
increases of the overcollateralization ratios of the remaining
classes of notes.  Moody's notes that class I has redeemed by
approximately EUR 307.3 million (or 99% of its original balance).
As a result of the deleveraging the OC ratios of the notes have
increased significantly.  According to the October 2015 trustee
report, the classes I/II, III, IV and V OC ratios are 264.05%,
193.83%, 134.96% and 117.10% respectively compared to levels just
prior to the payment date in September 2015 of 192.09%, 159.78%,
125.23% and 112.97% respectively.

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 and principal proceeds balances of EUR 118.8
million, a weighted average default probability of 26.51%
(consistent with a WARF of 3763), a weighted average recovery
rate upon default of 45.23% for a Aaa liability target rating, a
diversity score of 22 and a weighted average spread of 3.78%.

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.  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 September 2015.

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 lowered the weighted average recovery rate by 5
percentage points; the model generated outputs that were in line
with the base-case results for Classes I, II and III and were
within one notch for Classes IV and V.

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.

  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.

  Around 28.67% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates.

  Long-dated assets: The presence of assets that mature beyond
the CLO's legal maturity date exposes the deal to liquidation
risk on those assets.  Moody's assumes that, at transaction
maturity, the liquidation value of such an asset will depend on
the nature of the asset as well as the extent to which the
asset's maturity lags that of the liabilities.  Liquidation
values 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.



=========
I T A L Y
=========


* Italian Resolution Plan Costly for Banking Sector, Fitch Says
---------------------------------------------------------------
The resolution plan approved by the European Commission for four
failed local banks on Nov. 22, 2015, will be costly for Italy's
banking sector, says Fitch Ratings.

All Italian banks have to fund a newly established national
resolution fund (the fund), which will initially be used to
contribute EUR3.6 billion towards safeguarding EUR27.8 billion of
deposits and senior bonds of Banca Marche, Banca Popolare
dell'Etruria e del Lazio, Cassa di Risparmio della Provincia di
Chieti and Cassa Di Risparmio di Ferrara.  The fund will also
guarantee EUR400 million of impaired loans.  In Fitch's view,
this is expensive for the banking sector, especially as the four
banks represent only 1% of sector assets.

Establishing resolution funds are part of the EU's Bank Recovery
and Resolution Directive (BRRD) but Italian banks are being asked
to make extraordinary contributions in 4Q15.  This will add
pressure to the sector's weak efficiency metrics and compress
already modest profitability ratios.

Intesa Sanpaolo, UniCredit and UBI Banca announced extraordinary
contributions to the fund, respectively of EUR380 million, EUR210
million and EUR70 million, to cover their share of resolution
costs for the four banks.  These banks had already made ordinary
contributions of EUR95 million, EUR90 million and EUR20 million
earlier in the year, so that total fund contributions are
equivalent to 10% of nine month pre-tax profits to end-September
2015 at Intesa and UniCredit and 25% for UBI Banca.  The sector
reported a 5.2% return on equity for 1H15 and most of the
country's large banks operate with cost-to-income ratios of
around 65%, high compared with EU peers.

It is not clear whether this resolution approach might be rolled
out for other Italian banks.  If this were the case, the banking
sector might face additional extraordinary contributions to the
fund and for larger banks, the approach would likely prove too
costly.  Excluding the four banks in resolution, 10 Italian banks
are in special administration.  Special administration is a pre-
resolution procedure and a well-established part of the Bank of
Italy's crisis-management toolkit.  Seven of these are
cooperatives and the authorities may be inclined to liquidate
these given their small size.

The four banks entered administration between May 2013 and
February 2015 and recent financial information is unavailable.
Disclosure about the resolutions is limited but Fitch assumes the
banks are insolvent and asset quality is poor, judging by the
need to cover EUR1.7 billion of losses and the low 18% recovery
rate from the banks' combined impaired loans.  Following
recapitalization, four 'good' banks emerged and all doubtful
loans were transferred into one 'bad' bank.  Buyers will be
sought for the 'good' banks.

Equity and subordinated debt issued by the four banks were
written off, in line with BRRD and EU state aid rules.  However,
depositors and senior bondholders were spared.  The BRRD allows
resolution authorities, under exceptional circumstances, to
exclude certain liabilities from write-down to avoid spreading
contagion.  But the situation is complicated by the fact that the
new resolution arrangements have not fully come into effect and
Italy chose to delay implementation of the bail-in tool until Jan
2016.  The Bank of Italy has stated that their approach avoids
using public funds; this helps avoid the need for senior
creditors to bear losses equivalent to at least 8% of liabilities
and own funds, as would normally be required under the BRRD
either before public equity can be injected in a bank resolution,
or before resolution financing can be provided to exclude a
liability class from bail-in.

Italy's implementation of BRRD introduces full depositor
preference from January 2019.  Until then, deposits in excess of
EUR100,000 not held by individuals and SMEs and senior unsecured
debt rank equally in liquidation and resolution.  Retail
investors subscribe to considerable amounts of senior unsecured
bank debt in Italy, reflecting previous retail tax advantages for
holding debt as opposed to deposits.  By assuring senior
bondholders that they will, at least until 2019, rank pari passu
with large depositors in resolution or liquidation, we believe
the authorities are seeking to retain retail investor confidence
in senior bank debt. The four banks in resolution issued
subordinated debt to retail holders but these will be bailed-in.



===================
L U X E M B O U R G
===================


LION/GEM LUXEMBOURG: Moody's Assigns Caa1 CFR, Outlook Stable
-------------------------------------------------------------
Moody's Investors Service has assigned a Caa1 corporate family
rating and Caa1-PD probability of default rating (PDR) to
Lion/Gem Luxembourg 3 S.a.r.l., the indirect parent entity of
Findus Pledgeco ("Young's" or "Lion/Gem" or "the company").  The
ratings outlook is stable.  Concurrently, Moody's has withdrawn
Findus Pledgeco's B3 CFR and B3-PD PDR which was under review for
downgrade.

The rating action concludes the review, which was initiated on
Nov. 3, 2015.

RATINGS RATIONALE

Moody's has moved the CFR from Findus Pledgeco to Lion/Gem
Luxembourg 3 S.a.r.l. include the remaining debt within the wider
Young's group, following the repayment of GBP410 million
equivalent senior secured notes (SSN) on November 3 from proceeds
of the disposal of Findus's non-UK operations to Nomad Foods
Limited.  This reflects Moody's view that current restricted
payment test of debt/EBITDA ratio of 2.0x at Findus Pledgeco no
longer prevents cash outflows due to a lower amount of debt at
Findus Pledgeco's group.  Additionally in the absence of the SSN
or other debt rated by Moody's the rating agency expects to rely
on audited financial reporting at Lion/Gem Luxembourg 3 S.a.r.l.

Lion/Gem's Caa1 Corporate Family Rating (CFR) reflects the
company's (1) product and geographical concentration, with a
single focus on fish and seafood; (2) expectation of overall
stagnant volumes, driven by frozen sector; 3) intense competition
and pricing pressure in UK retail which lead to the recent loss
of significant Sainsbury's chilled salmon contract; (4) a highly
leveraged capital structure, with Moody's adjusted leverage
estimated to approach 30x in the financial year ending September
2016 ('FY16') (which includes both the PIK notes and shareholder
loans as debt); and (5) limited near-term cash flow generation
and deleveraging prospects.  The rating also reflects: (1)
established leading market position in the UK in its key products
in both chilled and frozen segments; (2) diversification between
private label and branded products, combined with a track record
of product innovation; (3) historical track record of cost
savings offsetting pressure on margins; and (4) adequate
liquidity, which is supported by the fact that there are no
mandatory cash interest payments on any of the debt instruments
apart from the Revolving Credit Facility (RCF).

Following the disposal of its non-UK operations the company will
continue to operate in the UK under its Young's Seafood trading
name.  Moody's does not expect significant separation issues
given that the UK operations were run as a standalone business
and its share of Findus branded products in the UK is very
limited.

The company expects to grow its EBITDA through gaining market
share in both chilled and frozen sectors, benefitting from growth
in chilled business and strong relationships with key retailers.
However, Young's continues to face a number of operational
challenges, such as a declining frozen food market and pricing
pressure from large retail customers, recently exacerbated by a
loss of chilled salmon contract with Sainsbury's from November
2015 to another one of its suppliers.  Although some of the
impact is expected to be offset by cost saving initiatives the
contract loss will have a significant impact on the company's top
line and EBITDA in FY16 and Young's needs to find new contracts
to fill in the capacity left in one of its plants, being
temporarily immobilized.  Given the competitive nature of the
sector, including competition with vertically integrated
businesses, and highly concentrated retailers base Moody's sees
some downside risks in this strategy.  The company's top four
customers, which constitute around 80% of its total sales, are
under significant price pressure from discounters.  Combined with
a very high leverage, heavily impacted by the inclusion of
shareholder loans, this leads to a downgrade.

The company's debt structure at Lion/Gem Luxembourg 3 S.a.r.l.
consists of (i) EUR200 million 8.25%/9% Senior PIK Notes due
August 2019 issued by Young's PIK S.C.A. (formerly Findus PIK
S.C.A.) and (ii) GBP35 million Super Senior RCF due Jan. 2019,
with Findus LoanCo and subsidiaries as borrowers.  The capital
structure also includes approximately GBP500 million (including
accrued interest) of shareholder loans in the form of Preferred
Equity Certificates ("PECs") which are included in Moody's
financial metrics as debt.  Excluding the PECs Moody's adjusted
leverage is expected to approach 7.0x in FY16.  The deleveraging
is hindered by the interest accruing on its remaining debt.

The company's liquidity consisted of around GBP21 million cash on
balance sheet post the sale transaction closing and approximately
GBP33 million availability under its GBP35 million RCF, out of
which around GBP2 million was assumed to be utilized for
guarantees and letters of credit.  The liquidity remains
adequate, although limited in the near term due to weak cash
generation following the Sainsbury's contract loss as well as
one-off costs for restructuring.  Moody's liquidity analysis
assumes no cash interest on servicing its debt.  Interest
payments on the PIK notes are optional and the restriction of
2.0x net leverage at Findus Pledgeco's restricted group to pay
cash interest on the PIK notes is no longer applicable.  However,
the company has stated its intention not to pay the interest in
cash.  Moody's analysis also excludes the equity consideration
consisting of Nomad Holding shares as part of the sale
transaction.  Most of the share consideration is deposited into
an escrow account and will be available to satisfy warranty and
indemnity claims under the sale and purchase agreement with
Nomad.  The company has a single springing financial covenant of
minimum EBITDA under its RCF agreement with which it is expected
to be in compliance.

The stable outlook reflects adequate liquidity and the absence of
cash paying debt in the structure, (excluding RCF).

Positive pressure on the ratings is unlikely at this stage while
the PECs remain outstanding in their current format.

The ratings could be downgraded if the company's liquidity were
to become insufficient over a 12-18 month period, or due to a
further deterioration in earnings.

The principal methodology used in these ratings was Global
Packaged Goods published in June 2013.

Headquartered in the UK, Young's Seafood is a leading UK fish and
seafood producer in both chilled and frozen segments.  For the
twelve months ended June 27, 2015, on a pro forma basis, after
giving effect to the non-UK operations divestiture, the company
generated net turnover of GBP587.2 million and management EBITDA
of GBP40.4 million.



=================
L I T H U A N I A
=================


UAB BITE: S&P Revises Outlook to Positive & Affirms 'B' CCR
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Lithuania-based mobile telecommunications operator UAB Bite
Lietuva and its 100% owner Bite Finance International B.V. to
positive from stable.  At the same time, S&P affirmed its 'B'
long-term corporate credit ratings on both entities.

S&P also affirmed its 'B' issue rating on the EUR200 million
senior secured notes, due February 2018, issued by Bite Finance.

"The outlook revision reflects our stronger projection for Bite's
revenue and EBITDA in the coming years.  Our revised estimates
are supported by increasing mobile data revenues, with mobile
data up by 53% in the third quarter of 2015 year-on-year.  In
addition, we expect the economic environments in Lithuania and
Latvia to be supportive in the coming years, after a temporary
slowdown in 2015 following the geopolitical developments in
Russia and Ukraine.  In particular, we forecast real GDP growth
in Lithuania at 3.2% and 3.5% in 2016 and 2017, respectively,
versus our estimate of 1.5% in 2015.  In Latvia, we expect 3.3%
and 3.5% real GDP growth in 2016 and 2017, respectively, versus
2.2% in 2015.  As a result, we expect reported EBITDA (after the
management fee) to increase to about EUR49.5 million-EUR50.5
million in 2015-2016 from EUR45.7 million in 2014, and adjusted
EBITDA to increase to EUR57 million-EUR58 million in 2015-2016
from EUR53.2 million in 2014.  (We adjust EBITDA for operating
leases [EUR7.5 million in 2014] by adding back the interest and
depreciation expense, as per our criteria.)  We think top-line
growth and supportive environment will propel Bite toward
stronger credit metrics for 2015-2016, notably Standard & Poor's-
adjusted debt to EBITDA declining below 4.0x from 4.2x at the end
of 2014," S&P said.

S&P's assessment of Bite's business risk profile remains
constrained by intense competition from the local subsidiaries of
two large Nordic operators, TeliaSonera AB and Tele2 AB.  This
weakness is partly offset by Bite's well-established operations
in Lithuania, where the company's market share of revenues has
stabilized at about 30% over the past years, and its increasing
presence in Latvia, which it entered in 2005.  Bite is No. 3 in
Latvia, with a 19% market share that we think could increase to
above 20% in 2016-2017.

S&P's assessment of Bite's financial risk profile reflects the
company's limited free operating cash flow (FOCF) generation,
with an adjusted FOCF-to-debt ratio of 7.0% (reported 5.5%) in
2014. Going forward, S&P assumes that this ratio will improve
gradually. Also, S&P forecasts that the company's adjusted debt
to EBITDA will be below 4.0x over the next two years, compared
with its previous forecast of below 4.5x and the actual 4.2x in
2014.

"Importantly, we assume that the company's reported debt will
decrease gradually to around EUR170.0 million by 2016 from
EUR185.2 million at year-end 2014.  In our view, this will be a
result of steady repayment of the drawn portion under the EUR30
million revolving credit facility (RCF) (EUR10 million as of
Sept. 30, 2015).  Otherwise, Bite's debt is primarily comprises
senior secured bonds, whose reported value at amortized cost at
the end of Sept. 2015 stood at EUR169 million.  In addition, we
adjusted Bite's debt up by about EUR36 million in 2014 primarily
for operating leases.  (Although there are no reported committed
operating leases, we think this absence understates the true
economic obligation, as the underlying assets are an essential
component of Bite's network.  We use 2014 rent expenses as an
estimate and calculate a net present value using the expense over
five years.)," S&P said.

S&P's positive outlook reflects its expectation that Bite will
report stronger credit metrics over the next 12 months, notably
an adjusted debt to EBITDA kept below 4x, adequate liquidity, and
covenant headroom above 15%.

Rating upside will be driven by adjusted debt to EBITDA
sustainably below 4x, combined with Bite's at least adequate
liquidity.  Improving operating performance in line with S&P's
base case, debt reduction, comfortable cash balance, and a
positive outcome of the spectrum auction expected in early 2016
would also support an upgrade.

S&P could revise the outlook to stable if Bite's adjusted debt to
EBITDA exceeds 4.0x, which is not part of S&P's current base
case.



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


CONSTELLIUM NV: S&P Revises Outlook to Neg. & Affirms 'B' CCR
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on The
Netherlands-incorporated aluminum producer Constellium N.V. to
negative from stable.  At the same time, S&P affirmed its 'B'
long-term corporate credit rating on the group.

S&P also affirmed its 'B' issue ratings on Constellium's EUR300
million senior unsecured bonds maturing 2021, US$400 million
senior unsecured bonds maturing 2024, and the US$400 million
tranche and EUR240 million tranche senior unsecured bonds
maturing 2023.  The '4' recovery ratings on these bonds remain
unchanged, indicating S&P's expectation of recovery in the lower
half of the 30%-50% range in the event of a payment default.

The outlook revision to negative reflects the likelihood that S&P
could lower its long-term rating on Constellium to 'B-' if S&P do
not see a marked improvement in its credit metrics.  Acquired
U.S. aluminum can sheet producer Wise Metal Intermediate Holdings
LLC, also known as Muscle Shoals, has not performed in line with
Constellium's or S&P's expectations since its full consolidation
in the first quarter of 2015.  This translates into significant
gaps in ratios of debt to EBITDA between Constellium and Wise
Metals.  Still, S&P continues to factor in Constellium's strong
commitment to use Wise Metals as a key strategic platform to
expand its body-in-white business in North America in the coming
years.  S&P also takes into account Constellium's review of
options to limit the cash impact on the group of integrating and
developing the activities of Wise Metals.

S&P has reassessed Wise Metals' subsidiary status with the
Constellium group, considering that links between it and parent
Constellium have moderately weakened.

S&P now forecast EUR330 million-EUR340 million of group EBITDA in
2015, down from EUR360 million-EUR370 million one year earlier
(excluding our adjustments, but adjusted for metal price lag and
premium losses).  S&P includes about EUR60 million in EBITDA from
Wise Metals, versus the EUR130 million-EUR145 million initially
expected, reflecting falling aluminum premiums year-to-date and
operational headwinds.  S&P expects that Constellium will address
these issues in the short term by renegotiating selling contracts
and sourcing agreements to mitigate exposure to aluminum prices
and premiums, while also improving sourcing of raw materials.  At
the same time, S&P factors in that Constellium's legacy business
lines are holding up fairly well despite a difficult price
environment, helped by long-term contracts, substitution trends,
and favorable product mix.

Although management has cut capital expenditures to limit
negative free cash flow (after interest expenses), S&P still
forecasts the Constellium group's adjusted debt to EBITDA will be
about 8x-10x in the coming quarters, materially exceeding the
6.0x S&P views as commensurate with the 'B' rating.  That said,
S&P understands the company is exploring alternatives to limit
the negative impacts of integrating Wise Metals into the group,
the outcome of which will be key to any revision of the outlook.

In S&P's base case, it assumes:

   -- Unadjusted EBITDA for the group of EUR330 million-EUR340
      million in 2015, rising modestly in 2016 on market growth
      and Wise Metals' improving profitability.

   -- Capital expenditures of EUR350 million in 2015 and EUR400
      million in 2016.

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

   -- Adjusted debt to EBITDA of 8x-10x for the consolidated
      group, or 5.5x-6.0x excluding Wise Metals' debt and its
      EBITDA contribution.

   -- Negative free cash flow of EUR110 million-EUR120 million in
      2015, and then dropping toward negative EUR250 million in
      2016, the group's peak investment year in S&P's base case
      to 2018.

S&P's adjusted debt calculation includes all senior unsecured
notes at Constellium, comprising EUR300 million maturing 2021,
US$400 million maturing 2024, the US$400 million tranche and
EUR240 million tranche both maturing 2023, and debt at Wise
Metals including US$650 million in senior secured notes and $150
million in payment-in-kind notes, and any drawings under
revolving credit and asset-backed loan (ABL) facilities.  S&P's
adjustments to debt total about EUR630 million, including
pension, operating leases (OLA) and asset retirement obligations.
S&P nets cash in excess of EUR100 million kept on the balance
sheet at all times.  S&P's adjusted EBITDA figure benefits from
about EUR30 million related to OLA rent and retreating of pension
expenses.

The negative outlook signals that S&P could lower the rating on
Constellium in the next six months unless operating performance
of the group, and at Wise Metals in particular, improves, and the
group can bring adjusted debt to EBITDA to about 6.0x.

S&P could lower its ratings on Constellium to 'B-' if it do not
observe EBITDA recovery or reduction of debt at Wise Metals, that
would bring Constellium's consolidated leverage to below 6.0x.

S&P would consider revising the outlook to stable if it observes
a track record of Wise Metals delivering higher EBITDA, with
Constellium operating with considerably improved credit metrics.


LEOPARD CLO I: S&P Lowers Ratings on 2 Note Classes to Dsf
----------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' from
'CCC- (sf)' its credit ratings on Leopard CLO I B.V.'s class E-1
and E-2 notes.  At the same time, S&P has withdrawn its 'CCC
(sf)' ratings on the class D-1 and D-2 notes.

The downgrades reflect the issuer's failure to repay the
remaining note principal balance on Nov. 9, 2015, the redemption
date.

S&P's ratings on the class E-1 and E-2 notes address the ultimate
payment of interest and the repayment of principal no later than
the legal final maturity date.  The issuer did not fully repay
the notes on Nov. 9, 2015.

At the same time, S&P has withdrawn its 'CCC (sf)' ratings on the
class D-1 and D-2 notes as the remaining note principal was fully
repaid on the redemption date.

Leopard CLO I is a cash flow collateralized loan obligation (CLO)
transaction that securitizes loans to speculative-grade corporate
firms.  The transaction closed on Jan. 9, 2003 and M&G Investment
Management Ltd. manages it.  Its reinvestment period ended in
February 2008.

RATINGS LIST

Class             Rating
            To             From

Leopard CLO I B.V.
EUR317.05 Million Asset-Backed Fixed- And Floating-Rate Notes

Ratings Lowered

E-1         D (sf)         CCC- (sf)
E-2         D (sf)         CCC- (sf)

Ratings Withdrawn

D-1         NR             CCC (sf)
D-2         NR             CCC (sf)

NR--Not rated.


LUMILEDS HOLDING: S&P Withdraws Preliminary 'BB-' CCR
-----------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its
preliminary 'BB-' long-term corporate credit rating on Dutch
lighting components manufacturer Lumileds Holding B.V.  The
outlook was stable at the time of the withdrawal.

S&P also withdrew the preliminary 'BB-' long-term issue and '4'
recovery ratings on Lumileds' proposed senior secured facilities.

S&P assigned the preliminary 'BB-' long-term corporate credit
rating to Lumileds on May 19, 2015, based on a proposed
US$1.675 billion debt package to fund its sale -- an 80.1% stake
from its parent Koninklijke Philips N.V. -- to a consortium, led
by GO Scale Capital.

However, the transaction is still subject to regulatory approval
and the timing of the close is now unclear.  S&P had originally
expected the transaction to close in July 2015.


PANTHER CDO III: Moody's Hikes Ratings on 2 Note Classes to Ba1
---------------------------------------------------------------
Moody's Investors Service announced that it has taken rating
actions on these classes of notes issued by Panther CDO III B.V.:

  EUR326.5 mil. (currently EUR70.97 mil. rated balance
   outstanding) Class A Senior Secured Floating Rate Notes due
   Dec. 2080, Affirmed Aaa (sf); previously on Jan. 26, 2015,
   Upgraded to Aaa (sf)

  EUR28.5 mil. Class B Senior Secured Deferrable Floating Rate
   Notes due Dec. 2080, Upgraded to Aa2 (sf); previously on
   Jan. 26, 2015, Upgraded to Baa1 (sf)

  EUR4.6 mil. Class C1 Senior Secured Deferrable Floating Rate
   Notes due Dec. 2080, Upgraded to Ba1 (sf); previously on
   Jan. 26, 2015, Upgraded to B3 (sf)

  EUR5.4 mil. Class C2 Senior Secured Deferrable Fixed Rate Notes
   due Dec. 2080, Upgraded to Ba1 (sf); previously on Jan. 26,
   2015, Upgraded to B3 (sf)

Panther CDO III B.V., issued in September 2005, is a Cash SF CDO
backed by a portfolio European structured finance assets,
leveraged loans and corporate bonds.

RATINGS RATIONALE

The rating actions on the notes are a result of an improvement of
the collateral credit quality and the deleveraging of the Class A
driving an improvement in the OC levels across the whole capital
structure.

In the last 10 months, the ratings of around 38% of the assets in
the portfolio were upgraded.  In particular, EUR32.07 million of
structured finance assets, which represent 25% of the current
performing par amount, have been upgraded between 1 and 5
notches. Over the same period, EUR16.8 million of leveraged loans
and corporate bonds had their ratings upgraded by 1.43 notches on
average.  Additionally, the defaulted assets have diminished to
the current EUR3.9 million from EUR6.7 million reported in the
December 2014 trustee report.

On the last two interest payment dates of Dec. 2014 and June
2015, the Class A has been repaid by EUR 70.51 million or 21.6%
of the tranche original balance.  This has improved the
overcollateralization ratios ("OC ratios") across the capital
structure.  As per the October 2015 trustee report, the Class A/B
and Class C overcollateralization ratios are reported at 130.82%
and 118.87% respectively, compared to 116.42% and 109.95% as per
the December 2014 trustee report.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in July 2015.

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:
Amounts of defaulted assets - Moody's considered a model run
where all the Caa assets in the portfolio were assumed to be
defaulted. The model outputs for these runs are consistent with
the ratings.

Weighted average spread (WAS)- Moody's considered a model run
where the WAS generated by the collateral was reduced to 0.87%
from 1.37%.  The model outputs for these runs differs from the
base run by 2 notches.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
notes, in light of 1) uncertainty about credit conditions in the
general economy 2) divergence in the legal interpretation of CDO
documentation by different transactional parties due to or
because of embedded ambiguities.

  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 prepayment
levels or collateral sales by the collateral manager. Fast
amortization would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

  Recovery of 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.  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.



===========
P O L A N D
===========


SPOLDZIELCZY BANK: Sokal Says Collapse Won't Hit Banking Sector
---------------------------------------------------------------
Pawel Sobczak and Marcin Goclowski at Reuters report that the
Polish president's economic advisor Zdzislaw Sokal said the
failure of Spoldzielczy Bank Rzemiosla i Rolnictwa (SK Bank)
which cost other lenders some PLN1.4 billion (US$348.17 million)
would not inflict any damage on the domestic banking sector.

Mr. Sokal also told Reuters President Andrzej Duda was not ready
yet to announce specific plans for legislation mandating a
conversion of Swiss franc mortgages, one of his pre-election
promises.

Asked whether any bankruptcies could follow the failure of SK
bank, Mr. Sokal, as cited by Reuters, said: "The Polish banking
system is safe and stable . . . . The decision about stopping the
bank's activity and filing for bankruptcy was necessary, but it
doesn't pose a threat to the banking sector."

                           Bankruptcy

As reported by the Troubled Company Reporter-Europe on
November 27, 2015, Reuters related that Poland's financial
regulator submitted a bankruptcy filing on Nov. 25 for SK Bank,
which has about PLN3.5 billion of assets.  Under Polish law,
other banks have to cover the liabilities of failed peers,
Reuters noted.  Local brokerage DM BZ WBK, as cited by Reuters,
said Poland's banks could face a bill of PLN2.1 billion stemming
from the failure of SK Bank.

Spoldzielczy Bank Rzemiosla i Rolnictwa is one of Poland's
biggest cooperative lenders.



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


ALFA BOND: Fitch Assigns 'BB+' Rating to US$500MM Sr. Notes
-----------------------------------------------------------
Fitch Ratings has assigned Alfa Bond Issuance plc's (ABI)
USD500 million 5% fixed rate senior limited recourse loan
participation notes issue, due Nov. 27, 2018, a final 'BB+'
rating.

ABI, an Irish SPV issuer of the notes, on-lent the proceeds to
Russian JSC Alfa-Bank (Alfa; Long-term local and foreign currency
Issuer Default Ratings (IDR) 'BB+'/Negative, Short-term IDR 'B',
Viability Rating 'bb+', Support Rating '4', Support Rating Floor
'B' and National Long-term rating 'AA+(rus)'/Stable).

There are no financial covenants in the facility agreement except
compliance with regulatory capital requirements.  The terms of
the issue include an event of default clause in case the parent
company ABH Financial Limited (ABHFL, BB/Negative) or its
successor (in case of potential reorganization) ceases to control
more than 50% of Alfa.  The loan/notes are not guaranteed by
ABHFL.

KEY RATING DRIVERS

The rating of the issue is driven by Alfa's Long-term Issuer
Default Rating (IDR) of 'BB+'.

RATING SENSITIVITIES

The rating of the issue is likely to move in tandem with Alfa's
Long-term IDR.  The Negative Outlook on Alfa's Long-Term IDRs
mirrors that on the Russian sovereign rating and reflects the
potential for the bank's ratings to be downgraded due to pressure
on financial metrics from the now recessionary environment.  At
the same time, Alfa remains the highest-rated Russian privately-
owned bank, reflecting its good management and track record of
navigating through past Russian crises, and its currently strong
balance sheet and solid financial metrics.


BANK URALSIB: Moody's Lowers Long-Term Deposit Ratings to Caa2
--------------------------------------------------------------
Moody's Investors Service has downgraded Bank Uralsib's long-term
local- and foreign-currency deposit ratings to Caa2 from Caa1, as
well as the bank's Counterparty Risk Assessment to Caa1(cr) from
B3(cr).  Concurrently, the rating agency downgraded the bank's
Baseline Credit Assessment (BCA) and adjusted BCA to ca from caa1
and affirmed the short-term local- and foreign-currency deposit
rating of Not-Prime and the Counterparty Risk Assessment of Not-
Prime(cr).  Moody's has now assigned a positive outlook to all
long-term global scale ratings, previously the outlook was
negative.

RATINGS RATIONALE

The downgrade of Bank Uralsib's BCA reflects: (1) the recognition
of substantial losses on its assets, leading to negative capital;
(2) the subsequent default upon its subordinated debt, which has
been fully written down; and (3) its status as a bank under a
support and rehabilitation program led by the Deposit Insurance
Agency (DIA) and the Central Bank of Russia (CBR).  Moody's also
recognizes the support package put in place by the DIA which
serves to gradually recapitalize the bank, underpin its
liquidity, and maintain its market position under new ownership.
As a result, the bank's Caa2 deposit ratings incorporate two
notches of government support uplift from its BCA of ca.

In early November 2015, the CBR's board approved a rehabilitation
program to prevent the bankruptcy of Bank Uralsib, including: (1)
a change in the bank's ownership, with Mr. Kogan acquiring 82%
stake from its previous shareholder Mr. Tsvetkov; and (2) a
support package to be provided by the DIA.  Under the
rehabilitation plan, Bank Uralsib will recognize losses exceeding
its prior Tier 1 capital, and will receive a RUB81 billion
funding package from the DIA (RUB14 billion at 6.01% with a
maturity of six years and RUB67 billion at 0.51% with a maturity
of ten years).  The favorable terms of this financing enable the
bank to record an immediate non-cash fair value gain under IFRS,
and -- under local GAAP -- generate additional capital over the
term of the loans.  In addition, RUB21 billion of subordinated
debt was written off in order to reduce liabilities and increase
equity capital.  Together, these measures restore the bank's
capital position and underpin its funding needs.

Moody's positive outlook on Bank Uralsib's deposit ratings
reflects the rating agency's expectation that the support package
is likely to be sufficient to cover expected losses and prevent a
default on deposits.  This, together with anticipated regulatory
forbearance during the rehabilitation period -- subject to the
CBR's approval of the detailed rehabilitation plan -- should
enable the bank to gradually improve its fundamentals and lead to
a higher BCA.

WHAT COULD MOVE THE RATINGS UP/DOWN

Bank Uralsib's deposit ratings could be upgraded if the bank's
asset quality stabilizes and its capital and funding positions
are secured, in accordance with the rehabilitation plan, leading
to an upgrade in the BCA.

Bank Uralsib's deposit ratings could be downgraded if: (1) the
received support package is not backed by regulatory forbearance
from the CBR; or (2) the actual level of losses is higher than
anticipated by the initial support package terms and conditions.

PRINCIPAL METHODOLOGY

The principal methodology used in these rating was Banks
published in March 2015.


DEVELOPMENT CAPITAL: S&P Cuts Counterparty Credit Rating to 'B-'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
counterparty credit rating on Russia-based Development Capital
Bank (DCB) to 'B-' from 'B' and its Russia national scale rating
to 'ruBBB-' from 'ruBBB+'.  The outlook is negative.

S&P also affirmed the 'C' short-term rating.

The rating actions reflect S&P's expectation that the negative
trends it sees for Russian banks, relating to both economic and
industry risks, will continue to weigh on DCB's financial
profile. DCB's business position further narrowed as the bank
retrenched from new lending activities over 2014-2015.  As a
result, DCB's concentration in the real estate and construction
sectors has increased to over 67%, while its concentration to the
20 largest borrowers now exceeds 80%, compared to about 76% a
year ago.  DCB's single largest borrower now accounts for over
20% of its total lending portfolio and is also a related-party
project, where its shareholder also has business interests.  The
largest counterparties are real estate developers, investment
holdings, and individuals.  Risk concentrations within the loan
portfolio leave the bank vulnerable to a prolonged downturn in
the volatile and cyclical Russian real estate sector.  S&P
believes that DCB could suffer significant loan losses if real
estate prices deteriorated materially in Russia and, more
precisely, in Moscow and the neighboring region.  S&P believes
that greater concentration and a lack of diversity in its
business profile in ongoing subdued economic and high industry
risk conditions expose the bank to higher potential credit
losses, and consequently balance sheet and earnings volatility.
S&P has therefore revised its assessment of DCB's risk position
to "weak" from "moderate," under S&P's methodology.

To reflect the deteriorating quality of loans -- a trend common
across the Russian banking system -- DCB increased its allowance
for loan impairment to nearly Russian ruble (RUB) 2 billion or
about 15% of gross loans outstanding at year-end 2014, from about
RUB850 million or 7% at year-end 2013.  S&P expects credit losses
to remain at elevated levels over 2015-2017.  In S&P's view,
economic prospects in Russia are likely to remain subdued over
this period. Elevated credit costs will continue to weigh on
banking sector margins and S&P expects weaker profitability than
in previous years.

That said, S&P believes that DCB's underwriting approach based on
a conservative valuation of required collateral, as well as
management's track record of limiting credit losses in times of
economic and industry stress, provide some resilience to S&P's
assessment of the bank's risk position.

S&P considers that DCB's "strong" capital and earnings partially
mitigate the external negative factors and provide some
resilience at the current rating level.  S&P forecasts that the
bank's Standard & Poor's risk-adjusted capital (RAC) ratio,
before concentration adjustments, will deteriorate to less than
15% over the next two years due to elevated credit costs, but
that it will remain strong.  S&P's base-case forecast assumes
that the bank will maintain a net interest rate margin of about
7%-8% in 2015-2017.  DCB benefits from one of the highest RAC
ratios among the Russian banks S&P rates and it considers it a
key strength for the bank, despite the ongoing market turmoil in
Russia.

The concentration to the top-20 depositors -- 62% within its
funding base -- also exposes the bank to a potential sudden spike
in liquidity needs; however, S&P understands most of the
depositors have close relationships with the bank and its owner.

The negative outlook reflects S&P's view that the bank's deposit
base concentrations could constrain liquidity in the short term.
The bank's modest size and high concentrations in the real estate
and construction sectors make it vulnerable to deterioration in
its financial position and risk profile as a result of weak
external market conditions and Russia's subdued economic
prospects over the next 12-18 months.

S&P could lower the ratings if:

   -- Its funding position deteriorates, increasing its reliance
      on short-term interbank funding; or

   -- Its liquidity buffer declines to an insufficient level.

This could occur if the economic slowdown intensifies in the next
12-18 months.  A breach of the regulatory requirements relating
to concentration or related parties' exposures could also prompt
S&P to lower the ratings.

S&P could revise the outlook to stable if economic risks
diminished substantially or if the bank displays a significant
and steady improvement in diversifying its business activity and
loan portfolio, evidenced by an increase in the granularity of
its lending, revenue, and funding profiles, and supported by an
improving market position.


RASPADSKAYA: Moody's Raises Rating on US$400MM Notes to B1
----------------------------------------------------------
Moody's Investors Service has upgraded to B1 (LGD 5) from B2
(LGD 4) the senior unsecured rating assigned to Raspadskaya
Securities Ltd.'s US$400 million loan participation notes due
2017, which the company issued to finance a loan to Raspadskaya,
OAO, reflecting the credit uplift gained from Raspadskaya
becoming a majority-owned indirect subsidiary of Russian
integrated steel making and mining company Evraz Group S.A.
(Evraz; Ba3 stable).

Moody's has also affirmed Evraz's Ba3 corporate family rating
(CFR), Ba3-PD probability of default rating (PDR) and B1 rating
of its senior unsecured notes (LGD 5), as the company's low-cost
profile, stable cash flow generation and solid liquidity will
continue to underpin its current credit profile.  The outlook on
all the ratings is stable.

Concurrently, Moody's has withdrawn Raspadskaya's CFR of B2, and
PDR of B2-PD of both Raspadskaya and Raspadskaya Securities,
which carried a stable outlook at the time of withdrawal.  The
withdrawal follows corporate reorganization, as a result of which
a majority stake in Raspadskaya is now indirectly owned by Evraz.

RATINGS RATIONALE

   -- RATIONALE FOR RASPADSKAYA SECURITIES RATING UPGRADE

The upgrade of Raspadskaya Securities' senior unsecured rating
reflects the credit benefits of Raspadskaya becoming a majority-
owned indirect subsidiary of Evraz, largely reliant on Evraz to
service its debt obligations.  Evraz's support has recently been
demonstrated through the tender offer completed in Nov. 2015.
Under the tender offer, Evraz purchased US$166 million of the
outstanding US$400 million loan participation notes issued by
Raspadskaya Securities.  Following the offer completion, the
amount of the notes in Raspadskaya Securities held by Evraz
increased to US$214 million, or 53.6% of the total outstanding
principal.  Moody's expects that Raspadskaya
Securities/Raspadskaya will not place any other public debt
instruments going forward.

The senior unsecured notes issued by Raspadskaya Securities and
Evraz are now rated at the same level of B1, which reflects (1)
Moody's assumption that the notes are ranked pari passu with each
other; and (2) are structurally subordinated to more senior
obligations of Evraz group, which results in a one-notch
differential between the notes' B1 rating and Evraz's Ba3 CFR.

   -- RATIONALE FOR EVRAZ RATINGS AFFIRMATION

Evraz's rating was affirmed at Ba3 reflecting Moody's expectation
that Evraz's financial metrics will remain commensurate with the
company's rating on a sustainable basis, owing to its low-cost
profile and sustainable cash flow generation.  That said, Moody's
expects that Evraz's financial metrics will deteriorate over the
next 12-18 months because of the weak pricing environment for
steel in the Russian, North American and export markets.

Moody's expects that Evraz's debt/EBITDA will somewhat exceed
3.5x and EBIT interest cover will decline below 2.5x over the
next 12 months, compared with 2.9x and 3.1x at June 30, 2015,
(all metrics are Moody's-adjusted), assuming the continuing
decline in steel prices.  However, Moody's expects that Evraz
will pursue its deleveraging strategy and will be able to restore
its financial metrics in 2017 owing to its sustainable cash flow
generation, assuming steel prices stabilize by that time.

Deterioration in Evraz's financial metrics will be mitigated by
the company's (1) continuing positive free cash flow generation
owing to still significant operating cash flow, reduced capex and
conservative dividend policy; and (2) solid liquidity, with a
solid cash cushion that Moody's estimates at around $1 billion as
of September 2015.

In addition to the expected temporary deterioration of Evraz's
financial metrics, the company's rating factors in (1) weakening
demand for steel in Russia as a result of GDP decline, in
particular shrinking construction, against the background of long
steel capacity additions in 2013-14; (2) structural oversupply of
steel, exacerbated by weakening steel demand in China and growing
export volumes from South-East Asia, which exert negative
pressure on prices in key international markets; and (3) low oil
and gas prices, which will continue exerting pressure on the
operating and financial performance of the company's US and
Canadian assets in 2016.

More positively, the rating takes into account (1) Evraz's
profile as a low-cost integrated steelmaker; (2) increased
barriers to entry in the Russian market for imported steel
products owing to the rouble deprecation; (3) reduced cash costs
of its coking coal and iron ore production; (4) strong market
position in long steel products in Russia; (5) product,
operational and geographical diversification; (6) financial
policy focus on deleveraging; (7) expected continuing free cash
flow generation; and (8) strong liquidity.

   -- RATIONALE FOR RASPADSKAYA'S RATINGS WITHDRAWAL

Moody's has withdrawn Raspadskaya's ratings because of the
corporate reorganization, as a result of which a 82% stake in
Raspadskaya is now indirectly owned by Evraz (an increase from
41% previously).  Raspadskaya is a significant part of Evraz's
mining business.  It sells a substantial part of its coking coal
to Evraz's steelmaking operating subsidiaries.

Moody's expects that Evraz will continue to execute full
strategic, operational and financial control over Raspadskaya,
including direct financial support in servicing Raspadskaya
Securities' notes.

Going forward, Evraz will consolidate Raspadskaya in its
financial statements, although Moody's expects that the impact on
consolidated metrics will be marginal given Raspadskaya's
relatively small share of earnings and debt within the overall
group.

RATIONALE FOR THE STABLE OUTLOOK

The stable rating outlook reflects Moody's expectation that Evraz
will (1) maintain its Moody's-adjusted debt/EBITDA below 3.5x on
a sustainable basis, although this may be exceeded somewhat in
2015-16 due to the weak steel pricing environment; (2) continue
to generate positive free cash flow; and (3) retain solid
liquidity.

WHAT COULD CHANGE RATINGS UP/DOWN

Provided there is stabilization of the macroeconomic situation in
Russia, positive pressure could be exerted on Evraz's rating if
the company (1) achieves gross leverage, as measured by Moody's-
adjusted debt/EBITDA, sustainably below 2.5x; (2) continues to
generate positive free cash flow; and (3) maintains healthy
liquidity.

Negative pressure could be exerted on Evraz's rating if (1) the
company's Moody's-adjusted debt/EBITDA exceeds 3.5x on a
sustained basis; (2) the company embarks on a program of high
dividends or substantial share buybacks; and (3) its liquidity
deteriorates materially.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global Steel
Industry published in October 2012.

Evraz is one of the largest vertically integrated steel, mining
and vanadium companies in Russia.  In the first nine months of
2015, Evraz produced 10.5 million tonnes of steel products.
Evraz's principal assets are steel plants in Russia, North
America, Europe, South Africa and Ukraine, iron ore and coal
mining facilities, as well as logistics and trading assets
located predominantly in Russia.  In 2014, Evraz was 85% self-
sufficient in iron ore and 212% self-sufficient in coking coal.
EVRAZ plc currently holds 100% of the company's share capital.
EVRAZ plc is jointly controlled by Mr. Roman Abramovich, Mr.
Alexander Abramov, Mr. Alexander Frolov and Mr. Eugene Shvidler.
In H1 2015, the company generated revenues of US$4.9 billion and
reported EBITDA of US$922 million.


TRANSAERO AIRLINES: Two Russian Airports Demand Debt Repayment
--------------------------------------------------------------
RAPSI, citing RIA Novosti, reports that the Commercial Court of
St. Petersburg and Leningrad Region and the Novosibirsk Region
Commercial Court registered separate lawsuits by two Russian
airports against indebted Transaero airline demanding in sum
RUR3.5 billion (US$54.4 million).

According to RAPSI, lawsuit by the Gorno-Altaisk airport
demanding over a billion rubles (US$16.5 million) reached the
court in St. Petersburg on Nov. 25.  Similar lawsuit by
Tolmachevo airport demanding RUR2.4 billion (US$37.9 million)
reached the court in Novosibirsk on Nov. 26, RAPSI discloses.
Both lawsuits are yet to be reviewed, RAPSI notes.

Transaero found itself unable to pay its debts estimating RUR250
billion (US$4 billion), RAPSI relates.

Government-approved plan of transferring 75% of company's shares
to Aeroflot failed, RAPSI recounts.  Its problems resulted in a
large number of flight cancels and delays, RAPSI relays.

                        Loan Provisions

Separately, Reuters' Oksana Kobzeva reports that Russia's central
bank on Nov. 13 said it could extend the time period over which
Transaero creditors have to create loan loss provisions to one
year.

"The decision has not been formally made yet but we are preparing
it.  We are currently discussing (allowing banks to extend the
period) to one year," Reuters quotes Elvira Nabiullina, the
central bank governor, as saying.

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


ABENGOA SA: CEO Steps Down, Bondholders Form Committee
------------------------------------------------------
Sarah White at Reuters reports that Abengoa SA on Nov. 27 that
its chief executive Santiago Seage was stepping down two days
after the company started insolvency proceedings.

Mr. Seage, who will continue to be a managing director at U.S.
unit Abengoa Yield, will not directly be replaced, but the
company said it was turning chairman Jose Dominguez Abascal's
role into an executive one, Reuters relates.

                       Bondholder Committee

Meanhwile, Bloomberg News' Luca Casiraghi and Katie Linsell
report that BlackRock Inc. and Sothic Capital Management are
leading the group of Abengoa bondholders that hired Houlihan
Lokey Inc. and Clifford Chance to help them negotiate debt talks.

According to Bloomberg, two people familiar with the matter said
the two funds formed a committee and appointed the advisers,
abandoning earlier plans to hear proposals from other firms on
Nov. 30.   The group will hold a call with advisers today,
Dec. 1, at 3:00 p.m. in London, Bloomberg discloses.

As reported by the Troubled Company Reporter-Europe on
November 30, 2015, Bloomberg News related that Abengoa on Nov. 27
said it had formally applied to a court in Seville for
preliminary creditor protection.  Under Spanish bankruptcy law,
the company may now suspend payments and keep negotiating with
lenders for a maximum of four months, Bloomberg disclosed.  If
Abengoa hasn't reached a deal by the end of March, it will have
to file for full-blown creditor protection, Bloomberg noted.

                      Bankruptcy Credit Event

Separately, Bloomberg' Linsell reports that the International
Swaps & Derivatives Association said its determinations Committee
will meet again today, Dec. 1, to discuss whether credit-default
swaps have been triggered.

Abengoa SA is a Spanish renewable-energy company.


ABENGOA SA: S&P Lowers CCR to 'CCC-', Outlook Negative
------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its long-
term corporate credit rating on Spanish engineering and
construction company Abengoa S.A. to 'CCC-' from 'B+'.  The
outlook is negative.

At the same time, S&P lowered the issue rating on the senior
unsecured notes issued by Abengoa, Abengoa Finance S.A.U., and
Abengoa Greenfield S.A. to 'CCC-' from 'B+'.  The recovery rating
on these notes remains unchanged at '4', indicating S&P's
expectation of average (30%-50%) recovery prospects for
noteholders in the event of a payment default.  S&P's recovery
expectations are in the lower half of this range.

The downgrade comes as Abengoa unexpectedly announced that the
framework agreement that it recently reached with Gonvarri
Corporacion Financiera (Gonvarri) has been terminated.  This
means that the planned and underwritten EUR650 million rights
issue has fallen through and that the company intends to apply
for creditor protection under article 5bis of Spanish insolvency
law (Ley Concursal).  Assuming that the Spanish courts agree this
protection, S&P now believes that Abengoa will default, or
undergo a debt restructuring in some format that is tantamount to
default, within the next six months.

The negative outlook reflects S&P's view that Abengoa is most
likely to restructure its debt or exhaust its liquidity sources
within the next six months, leading to a default.

S&P would be likely to lower the ratings if the group executed a
restructuring transaction that was tantamount to a default, if
the group exhausted its liquidity, or if the company were deemed
to be insolvent.

A specific upside scenario is highly unlikely given the level of
prevailing uncertainty, but would require the group to
significantly improve its liquidity without materially impairing
repayments to its existing lenders through a debt restructuring.


FONCAIXA PYMES 7: Moody's Assigns Caa1 Rating to Serie B Notes
--------------------------------------------------------------
Moody's Investors Service has assigned these ratings to the notes
issued by FONCAIXA PYMES 7, FT (the Issuer):

  EUR 2150.5 mil. Serie A Notes due December 2048, Definitive
   Rating Assigned A1 (sf)

  EUR 379.5 mil. Serie B Notes due December 2048, Definitive
   Rating Assigned Caa1 (sf)

FONCAIXA PYMES 7, FT is a securitization of loans and draw-downs
under lines of credit granted by Caixabank (Baa2/P-2, Stable
Outlook) to small and medium-sized enterprises (SMEs) and self-
employed individuals.

Caixabank will act as servicer of the loans and lines of credit,
while GestiCaixa, S.G.F.T., S.A. will be the management company
(Gestora) of the Issuer.

RATINGS RATIONALE

The ratings are primarily based on the credit quality of the
portfolio, its diversity, the structural features of the
transaction and its legal integrity.

The provisional pool analyzed was, as of October 2015, composed
of a portfolio of 60,281 contracts (3% of the total pool amount
being draw-downs from lines of credit) granted to obligors
located in Spain.  Most of the assets were originated between
2000 and 2015, and have a weighted average seasoning of 1.3 years
and a weighted average remaining term of 4.6 years. Around 4.5%
of the portfolio is secured by mortgages over residential and
commercial properties.  Geographically, the pool is located
mostly in the regions of Catalonia (30.6%), Valencia (11.8%) and
Madrid (10.8%). Delinquent assets up to 30 days in arrears
represent around 1.1% of the provisional portfolio, while assets
between 30 and 60 days in arrears represent around 0.2% of the
total pool notional.

In Moody's view, the credit positive features of this deal
include, among others: (i) performance of Caixabank originated
transactions has been better than the average observed in the
Spanish market; (ii) granular and well diversified pool across
industry sectors; (iii) exposure to the construction and building
sector, at around 11.6% of the pool volume (which includes a 2.9%
exposure to real estate developers, in terms of Moody's industry
classification), is below the average observed in the Spanish
market; and (iv) refinanced and restructured loans have been
excluded from the pool.  The transaction also shows a number of
credit weaknesses, including: (i) around 10.6% of the portfolio
is either currently under grace period or can allow future grace
periods or payment holidays; (ii) there is strong linkage to
Caixabank as it holds several roles in the transaction
(originator, servicer and accounts bank); (iii) no interest rate
hedge mechanism in place.

In its quantitative assessment, Moody's assumed an inverse normal
default distribution for this securitized portfolio due to its
granularity.  The rating agency derived the default distribution,
namely the relevant main inputs such as the mean default
probability and its related standard deviation, via the analysis
of: (i) the characteristics of the loan-by-loan portfolio
information, complemented by the available historical vintage
data; (ii) the potential fluctuations in the macroeconomic
environment during the lifetime of this transaction; and (iii)
the portfolio concentrations in terms of industry sectors and
single obligors.  Moody's assumed the cumulative default
probability of the portfolio to be equal to 7.4% with a
coefficient of variation (i.e. the ratio of standard deviation
over mean default rate) of 54.7%.  The rating agency has assumed
stochastic recoveries with a mean recovery rate of 35% and a
standard deviation of 20%.  In addition, Moody's has assumed the
prepayments to be 5% per year.

The principal methodology used in these ratings was Moody's
Global Approach to Rating SME Balance Sheet Securitizations
published in October 2015.

For rating this transaction, Moody's used these models:

(i) ABSROM to model the cash flows and determine the loss for
each tranche and (ii) CDOROM to determine the coefficient of
variation of the default definition applicable to this
transaction.

Moody's ABSROM cash flow model evaluates all default scenarios
that are then weighted considering the probabilities of such
default scenarios as defined by the transaction-specific default
distribution.  On the recovery side Moody's assumes a stochastic
(normal) recovery distribution which is correlated to the default
distribution.  In each default scenario, the corresponding loss
for each class of notes is calculated given the incoming cash
flows from the assets and the outgoing payments to third parties
and noteholders.  Therefore, the expected loss for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario; and (ii) the loss derived from the cash flow
model in each default scenario for each tranche.  As such,
Moody's analysis encompasses the assessment of stressed
scenarios.

Moody's used CDOROM to determine the coefficient of variation of
the default distribution for this transaction.  The Moody's
CDOROM model is a Monte Carlo simulation which takes borrower
specific Moody's default probabilities as input.  Each borrower
reference entity is modelled individually with a standard multi-
factor model incorporating intra- and inter-industry correlation.
The correlation structure is based on a Gaussian copula.  In each
Monte Carlo scenario, defaults are simulated.

The ratings address the expected loss posed to investors by the
legal final maturity of the notes.  In Moody's opinion, the
structure allows for timely payment of interest and ultimate
payment of principal with respect to the Notes by the legal final
maturity.  Moody's ratings address only the credit risk
associated with the transaction, Other non-credit risks have not
been addressed but may have a significant effect on yield to
investors.

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

Factors or circumstances that could lead to a downgrade of the
ratings affected by today's action would be (1) worse-than-
expected performance of the underlying collateral; (2) an
increase in counterparty risk, such as a downgrade of the rating
of Caixabank.

Factors or circumstances that could lead to an upgrade of the
ratings affected by today's action would be the better-than-
expected performance of the underlying assets and a decline in
counterparty risk.

Moody's also tested other set of assumptions under its Parameter
Sensitivities analysis.  If the assumed default probability of
7.4% used in determining the initial rating was changed to 9.4%
and the recovery rate of 35% was changed to 25%, the model-
indicated ratings for Serie A and Serie B of A1(sf) and Caa1(sf)
would be Baa1(sf) and Caa2(sf) respectively.

Parameter Sensitivities provide a quantitative, model-indicated
calculation of the number of notches that a Moody's-rated
structured finance security may vary if certain input parameters
used in the initial rating process differed.  The analysis
assumes that the deal has not aged.  It is not intended to
measure how the rating of the security might migrate over time,
but rather, how the initial rating of the security might differ
as certain key parameters vary.



=====================
S W I T Z E R L A N D
=====================


SWISSPORT INVESTMENTS: Moody's Rates CHF470MM Sr. Notes '(P)B1'
---------------------------------------------------------------
Moody's Investors Service has assigned a provisional rating of
(P)B1 to the proposed CHF470 million equivalent Senior Secured
Notes and (P)Caa1 rating to the proposed CHF315 million
equivalent Senior Unsecured Notes to be issued by Swissport
Investments S.A.

RATINGS RATIONALE

The rating action on the SSN has been prompted by the fact that
the (P)B1 rated Term Loan B ("TLB") has been downsized to an
expected amount of CHF675 million equivalent from CHF1,145
million, with the difference being issued in the form of SSN.
The previously assigned (P)B1 rating on the TLB remains unchanged
after the downsizing.

The (P)B1 rating of the SSN, at the same level as the rating of
the TLB, reflects the pari-passu nature of the two instruments,
which also have the same covenants and security package.  The
combined issuance amount is unchanged, therefore the issuance of
the SSN and downsizing of the TLB do not affect senior debt
leverage.

The B3 Corporate Family Rating (CFR) and probability of default
rating (PDR) of B3-PD assigned to Aguila 3 S.A. (Swissport), and
the (P)B1 rating on the CHF150 million Revolving Credit Facility
to be issued by Swissport International AG remain unchanged.

The TLB, SSN, and RCF benefit from the same security and
guarantees on a pari-passu basis from subsidiaries representing
minimum 80% of assets and EBITDA excluding JVs, while the SUN are
guaranteed on a senior subordinated basis.

The (P)B1 rating on the TLB and SSN is two notches above the CFR
because of the sizeable amount of SUN being issued, which
provides loss absorption in our Loss Given Default model and an
uplift to the rating of the TLB and SSN.  Conversely, the (P)Caa1
rating on the SUN reflects the subordination of the instrument in
the capital structure.

The acquisition of Swissport by HNA is subject to regulatory and
anti-trust approvals and it is expected to close by late 2015 or
early 2016.  Upon closing of the acquisition, the proceeds from
the TLB, SSN, and SUN will be used to repay the existing notes
and effectively refinance all of the outstanding debt.  Moody's
then expects to move the CFR to Swissport Group S.A.R.L. from
Aguila 3 S.A., the top and reporting entity of the new restricted
group.

The outlook on all ratings is stable, including the B3 ratings of
the outstanding USD945 million and CHF350 million senior secured
notes that are expected to be redeemed at closing of the
transaction.

Moody's issues provisional ratings in advance of the final sale
of securities.  Upon closing of the transaction and a conclusive
review of the final documentation, Moody's will endeavor to
assign definitive ratings.  A definitive rating may differ from a
provisional rating.

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



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


KREDOBANK PJSC: S&P Raises Counterparty Credit Ratings to 'CCC+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
counterparty credit ratings on Ukrainian PJSC KREDOBANK to 'CCC+'
from 'CCC-' and its Ukraine national scale rating to 'uaB+' from
'uaCCC-'.  The outlook is negative.  At the same time, S&P
affirmed the 'C' short-term ratings on the bank.

The rating action reflects S&P's view that the ratings on
Kredobank are no longer limited by the sovereign ratings on
Ukraine.  Following the finalization of the sovereign debt
restructuring in October 2015, Standard & Poor's raised the
foreign currency long-term sovereign credit ratings on Ukraine
because of S&P's view that the possibility of another sovereign
default and the introduction of tighter foreign exchange controls
had diminished.

Nevertheless, S&P expects challenging operating conditions for
Ukrainian banks to persist in 2016, as a result of poor
macroeconomic conditions, the severe depreciation of the hryvnia,
and continued funding profile constraints for banks.  Although
Kredobank reports a somewhat more stable deposit base compared to
other banks in Ukraine, S&P do not think it is immune to foreign
currency exchange controls limitations or other developments that
might eventually trigger deposit outflows, similar to what S&P
observed in Ukraine in 2014-2015.  S&P continues to incorporate
into the ratings on Kredobank ongoing and extraordinary support
from Kredobank's 'BBB+' rated parent bank, Poland-based
Powszechna Kasa Oszczednosci Bank Polski (PKO).

The issuer credit rating on Kredobank is two notches above its
stand-alone credit profile of 'ccc-', incorporating one
additional notch for parent support and one adjustment notch to
reflect that the bank's credit standing is in line with the
'CCC+' rating, as defined in S&P's "Criteria For Assigning
'CCC+', 'CCC', 'CCC-', And 'CC' Ratings," published Oct. 1, 2012.
According to the criteria, a 'CCC+' rating suggests that "the
issuer is currently vulnerable and is dependent upon favorable
business, financial, and economic conditions to meet its
financial commitments.  The issuer's financial commitments appear
to be unsustainable in the long term, although the issuer may not
face a near term (within 12 months) credit or payment crisis."

The negative outlook reflects S&P's view that poor macroeconomic
conditions and funding profile constraints for Ukrainian banks
will continue to weigh on Kredobank's creditworthiness in the
next 12-18 months.

S&P could take a negative rating action in the next 12-18 months
if it considered that Kredobank's parent, PKO, was less willing
to support its Ukrainian subsidiary, contrary to S&P's current
expectations.  Furthermore, S&P could also take a negative rating
action if it observed significant deposit outflows that would
result in deterioration of the bank's funding and liquidity
metrics.

S&P could revise the outlook to stable if it observed a
stabilization of macroeconomic conditions in Ukraine, including
diminishing funding constraints for Ukrainian banks, and S&P
believes that Kredobank's credit standing has shown signs of
improvement.



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


ABENGOA YIELD: S&P Lowers LT Corporate Credit Rating to 'B+'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Abengoa Yield PLC to 'B+' from 'BB'
and placed the rating on CreditWatch with negative implications.

S&P also lowered the company's senior secured debt rating to 'BB'
from 'BBB-'.  The recovery rating on this debt remains '1',
indicating S&P's expectation of very high (90%-100%) recovery for
investors in the event of default.  At the same time, S&P lowered
the company's senior unsecured debt rating to 'B+' from 'BB-'.
The recovery rating on this debt remains '3', indicating S&P's
expectation of meaningful (upper half of the 50%-70% range)
recovery for investors in the event of a default.

The downgrade reflects S&P's view that Abengoa S.A.'s pre-
insolvency proceedings present incremental credit risks at the
ABY level.  First, S&P believes that ABY's ability to raise
external capital could be more difficult.  This is particularly
pertinent given the already challenging market conditions that
yieldcos such as ABY are facing and the fact that ABY has
significant debt due in 2017-2018.

There are also cross-default provisions between Abengoa S.A. and
a number of ABY's project finance arrangements (Solana, Mojave,
Kaxu, Palmatir, Cadonal, PS-10/20, Solaben 2/3, and Helios 1/2).
The provisions related to Solaben 2/3, Helios 1/2, and Palmatir
expire by end-2015 and Cadonal in September 2016, but the
remaining requirements will be outstanding over the long term.
Even in the scenario in which ABY does not secure waivers related
to these cross-default provisions and dividends are halted, S&P
still expects ABY to comfortably service its debt obligations.
However, credit measures will be materially weaker than S&P
expected.  To be clear, Abengoa S.A. has not yet formally entered
into bankruptcy proceedings and the cross-default provisions have
not yet been triggered.

Furthermore, as the company disclosed in its latest 10-Q, certain
project defaults could translate into a default at the ABY level.
Specifically, a payment default in one or more of ABY's project
finance subsidiaries representing more than 20% of distributable
cash flow over the last four fiscal quarters could trigger a
default to ABY's credit facility.  In a downside scenario whereby
ABY is unable to cure a technical default under its credit
agreement, the company's liquidity position would materially
weaken.  However, as per S&P's base-case projections, cash flow
contributions from Solana, Mojave, Kaxu, Palmatir, Cadonal, PS-
10/20, Solaben 2/3, and Helios 1/2 will represent less than 20%
of total dividends to ABY through the first quarter of 2016,
which alleviates some risk to near-term liquidity disruption.
Lastly, ABY announced its CEO Javier Garoz, will be replaced by
Abengoa S.A.'s current CEO and former ABY CEO, Santiago Seage.
The continued management changes and uncertain strategic
direction of the firm translates into S&P's weak management and
governance assessment.

From a methodology standpoint, S&P views the ratings on ABY as
distinct from those on Abengoa S.A., its 47% owner, because of
the governance provisions at ABY.  Specifically, Abengoa S.A.-
related decisions must be agreed by a majority of the independent
directors and the company is required to maintain a minority
number of board members regardless of its equity stake.  However,
despite the limits of Abengoa's control, there are credit risks
due to its affiliation -- namely market perception -- which hurts
its ability to raise capital.  Additionally, the cross-default
language in the project finance loans hurt ABY's credit quality,
as outlined above.

"In our base-case projections, we assume ABY receives waivers
related to its project-financed assets that cross default with
Abengoa S.A.  We also forecast P90 renewable resource conditions
across the company's portfolio, including the recently closed
right of first offer 4 (ROFO 4) transaction and about 10%-15%
higher operating expenses than management expected.  In this
case, we forecast parent-only cash flow (POCF) to debt of 30%-35%
and POCF-to-interest coverage of around 7x.  In a scenario in
which dividends from certain projects are halted, however, we
would expect POCF to debt of 15%-20% and POCF to interest
coverage of around 4.5x-5.0x area," S&P said.

"ABY's underlying assets have continued to perform in line with
expectations thus far in 2015. Cash flow diversity is strong
because almost all of ABY's cash flow comes from projects with
long-term contracted revenue streams and we believe its cash flow
streams should be resilient in various downside scenarios.  At
the same time, we note that ABY's projects generally have
material project-level debt and some sensitivity to solar and
wind resources and operating availability.  Due to the structural
senior debt, moderate underperformance at the project level could
quickly translate into lower distributions to ABY," S&P noted.

The negative CreditWatch placement reflects S&P's view that in
the event a default is declared at one or more of ABY's projects,
the company will need to obtain waivers in order to continue to
receive its current dividend stream and avoid any technical
defaults at the ABY level.  S&P will look to resolve the
CreditWatch listing once it us more certain that the company will
be able' to insulate itself against any cross-defaults at its
projects.


MASTERTRONIC: Enters Administration
-----------------------------------
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in the UK games industry since the early '80s, becoming one of
the most prominent names in the UK scene at its peak.
Regrettably, the publisher has just entered administration,
according to pcgamesn.com.

Though the firm has entered administration, a deal is apparently
in place to purchase the assets of the business and retain the
existing team, the report notes.  This follows the company having
to lay off 40% of their staff last year, the report relays.

"We signed an investment deal with a Bahrain/Qatar based
organisation back in February 2015 which would have seen our
majority Dutch shareholder exit and be replaced by these new
shareholding investors and the company financed going forward,"
MD Andy Payne told MCV, the report notes.

"Sadly, this organization did not honor the contract and as a
direct result have put us in the position we find ourselves in
today.  We made strategic investments into game development,
based on this investment deal. When the Middle Eastern investors
reneged on the deal, it left us desperately needing an
alternative investor.  Sadly we failed to find one in time," Mr.
Payne said, the report notes.

"The new company will focus on flight and train simulation only
and I will not be employed by the new company, although I may be
asked to advice, and my future is now in my own hands again," Mr.
Payne added.


PERFORM GROUP: S&P Assigns 'B' CCR & Rates GBP175MM Notes 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B' long-term corporate credit rating to U.K.-based multimedia
sports content provider Perform Group Ltd.  The outlook is
stable.

S&P also assigned its 'B' issue rating to Perform's GBP175
million senior secured notes and S&P's 'BB-' issue rating to the
GBP50 million super senior revolving credit facility (RCF).  S&P
assigned a '4' recovery rating to the senior secured notes and a
'1' recovery rating to the RCF.  These indicate S&P's expectation
of average recovery in the lower half of the 30%-50% range for
the notes and very high recovery (90%-100%) for the RCF in the
event of a payment default.

These ratings are in line with the preliminary ratings S&P
assigned on Nov. 3, 2015.

The rating on Perform reflects S&P's assessment of the company's
"weak" business risk profile, and its "highly leveraged"
financial risk profile, underpinned by S&P's "FS-6" assessment of
Perform's financial policy.  The "FS-6" assessment reflects S&P's
view that the financial policy of Perform's controlling
shareholder, Access Industries, is aggressive.

S&P believes that, at the end of 2015, Perform's debt will mainly
comprise the recently issued GBP175 million senior secured notes.
In the absence of any amortizing debt, Perform will rely on
EBITDA growth to reduce leverage over the next three years.  In
S&P's view, an unusually high level of capital expenditure
(capex) and working capital outflows, combined with ambitious
growth plans, will limit Perform's free operating cash flow
(FOCF) generation in the same period.  On a Standard & Poor's-
adjusted basis, it estimates that Perform's ratio of funds from
operations (FFO) to debt will be 10%-12% in 2015, and its debt to
EBITDA will be close to 5.0x.

Perform provides sports-related content and media to a diverse
range of business customers and end consumers.  S&P's assessment
of Perform's business risk profile as "weak" reflects the group's
small scale, which limits its ability to absorb shocks in the
event of an unfavorable operating environment; its dependence on
the online sports betting market, which S&P considers is exposed
to greater regulatory risk than other industries; and its
reliance on advertising revenues, which S&P considers sensitive
to economic cycles.  Perform's limited geographic
diversification -- about 30% of its earnings are generated in the
U.K. and a further 40% in other European countries -- also
constrains S&P's assessment of its business risk profile.

On the positive side, S&P incorporates into its assessment of
Perform's business risk profile the group's leadership in the
niche sports data market, where Perform generates revenues by
licensing content to business customers.  The group has a broad
portfolio of sports rights and proprietary technology.  In
addition, Perform generates revenues from selling advertisements
across a number of its platforms, including its embeddable video-
on-demand ePlayer sports platform.  The group's niche focus means
that it has limited direct competition globally.  S&P considers
that Perform's global network infrastructure, its longstanding
relationships with a variety of sports rights providers, and the
breadth of its rights and sports data portfolio guard it, to some
extent, from direct competition from new entrants and larger
players in the sports media market.

Perform also benefits from fairly predictable earnings, thanks to
high renewal rates by its online sports betting customers, and a
diverse and growing customer base in its other end markets.  S&P
considers that Perform's proprietary technology and proven
ability to share content across a number of different platforms
give the group a favorable position in the high-growth digital
media industry.

The combination of a "weak" business risk profile and a "highly
leveraged" financial risk profile results in an anchor of either
'b-' or 'b'.  S&P has chosen the higher of the two possible
anchors for Perform to reflect S&P's view that its leverage is at
the strong end of the "highly leveraged" category and its
interest coverage metrics are robust.

S&P's base-case assumptions have not changed materially since it
assigned the preliminary ratings on Nov. 3, 2015.  S&P continues
to assume:

   -- Growth in the U.K. economy of 2.6% in 2015, 2.7% in 2016,
      and 2.5% in 2017.  The eurozone will exhibit slower growth
      of 1.6%, 1.8%, and 1.6% over the same years.

   -- Moderate revenue and EBITDA growth in 2015, accelerating in
      2016 and beyond, on the back of the group expanding in the
      media segment, bundling products, and extending its
      existing platforms across multiple devices.

   -- A decline in the adjusted EBITDA margin in 2015 by about
      100 basis points from the 15.4% posted in 2014.  This
      mainly reflects the impact of a long-term incentive expense
      that will be payable in cash as a result of the group's
      delisting from the London Stock Exchange in Dec. 2014.  S&P
      forecasts that in 2016, Perform will increase its EBITDA
      margin to about 15.5%-16.0% as it continues to benefit from
      operating leverage on growth in sales.  An outflow of
      working capital of up to GBP20 million in each of the next
      two years, owing to Perform's growth in the media segment
      and one-off items.

   -- Annual capex of GBP20 million-GBP25 million in 2016-2017.

   -- No dividend payments in 2015-2016.

   -- Surplus cash not available for netting off debt, as per
      S&P's criteria for financial sponsor-owned companies.  S&P
      nets the cash raised specifically for the repayment of
      GBP27 million of upcoming contingent payment related to
      previous acquisitions from these liabilities, and as such
      do not include the liabilities in S&P's adjusted debt
      calculation.

   -- Deleveraging underpinned by growth in EBITDA.

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

   -- An EBITDA margin of about 14.5%-16.0% in 2015 and 2016.
   -- Adjusted debt to EBITDA of about 5.0x in 2015 and 2016.
   -- Adjusted EBITDA to interest coverage of 2.3x-2.8x per year
      pro forma the refinancing, net of the one-off impact of the
      arranging fees and original issue discount.

The stable outlook on Perform mainly reflects S&P's view that,
over the next 12 months, Perform's EBITDA interest coverage will
remain comfortably above 2x, and that its leverage will not
exceed 6x.  S&P anticipates that the magnitude of Perform's cash
outflow will diminish as the group expands its earnings base and
finances its growth increasingly from generated cash.  The stable
outlook is also underpinned by S&P's expectation that Perform
will maintain "adequate" liquidity over the next 12 months,
supported by a degree of flexibility on capex and comfortable
headroom under the springing covenant.

Over the next 12 months, S&P could lower the rating if Perform
does not expand its revenues at the rate S&P anticipates, and if
it fails to maintain profitability in the event of a revenue
shortfall by reducing costs in a timely fashion.  Specifically,
S&P could lower the rating if EBITDA interest coverage drops to
about 2x.

The rating could also come under pressure if ambitious growth
results in a higher working capital outflow than S&P expects, or
if FOCF generation is undermined for other reasons, leading to
materially negative FOCF or weakened liquidity.  In addition, if
S&P sees evidence of Perform providing financial support to its
start-up OTT business, S&P could revise its assessment of the
group's financial policy downward to "FS-6 (minus)", and lower
the rating.  Finally, increased competition and price pressure in
the global sports rights market and Perform's niche media segment
could cause S&P to revise downward its assessment of the group's
business risk profile, potentially leading to a downgrade.

S&P considers an upgrade as unlikely at present, as it already
incorporate an assumption of material growth in Perform's
earnings into S&P's forecasts, and Perform's negative FOCF and
financial sponsor ownership limit ratings upside potential in the
near term.


                            *********

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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Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
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Editors.

Copyright 2015.  All rights reserved.  ISSN 1529-2754.

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