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

                           E U R O P E

          Thursday, December 3, 2015, Vol. 16, No. 239

                            Headlines

G E R M A N Y

DEUTSCHE PFANDBRIEFBANK: S&P Affirms 'BB' Sr. Sub. Debt Rating
MINIMAX VIKING: Moody's Affirms B1 CFR & Changes Outlook to Pos.
PERISCOPE GMBH: Court OKs Bid For Self-Administration
TITAN EUROPE 2006-2: Fitch Cuts Ratings on 2 Note Classes to 'C'
VTB BANK: S&P Assigns 'BB/B' Counterparty Credit Ratings


G R E E C E

GREECE: Wants Creditors to Start Talks on Debt Relief Measures
NAVIOS MARITIME: S&P Lowers CCR to 'B', Outlook Negative
NAVIOS MARITIME: S&P Revises Outlook to Neg. & Affirms 'BB' CCR


I C E L A N D

LANDSVIRKJUN: S&P Affirms 'BB+' CCR & Revises Outlook to Positive


H U N G A R Y

PAPAI HUS: Go Under Liquidation


I R E L A N D

CORK STREET CLO: Fitch Assigns 'BBsf' Rating to Class D Notes
GSC EUROPEAN CDO I-R: Moody's Raises Rating on Cl. E Notes to Ba1
OCS OPERATION: Joint Liquidators Seek Directions on Payouts
* IRELAND: Fewer Construction Firms in Northern Ireland Go Bust


I T A L Y

VILLA TIBERIA: Receiver Sets Sale Bid Deadline for Early December


L U X E M B O U R G

BREEZE FINANCE: S&P Affirms 'B-' Issue Rating on Class A Notes
CRC BREEZE: S&P Affirms 'B-' Rating on Class A Notes
FLINT GROUP: S&P Affirms 'B+' CCR & Revises Outlook to Negative


N E T H E R L A N D S

DUCHESS VII CLO: Moody's Raises Rating on Class E Notes to Ba1
GREEN PARK: Moody's Raises Rating on Class E Notes to Ba1


R U S S I A

BANK SMOLEVICH: Bank of Russia Ends Provisional Administration
NOTA BANK: Moody's Lowers National Scale Deposit Rating to C.ru
NOTA BANK: Moody's Lowers Deposit & Debt Ratings to 'C'
NOTA BANK: S&P Revises Counterparty Credit Ratings to 'D'
UTAIR: Court Approves Amicable Agreement with BFA Bank

* Russian Regions to Face Fiscal Pressure in 2016, Moody's Says


S P A I N

ABENGOA SA: Creditor Banks Ask KPMG to Assess Liquidity Needs
ABENGOA SA: Minority Shareholders Mull Suit Following Insolvency
ABENGOA SA: Fitch Says Fallout Adds to EU HY Market's Sensitivity
BANCAJA 10: S&P Lowers Rating on Class B Notes to CCCC
ENAITINERE SAU: S&P Affirms Preliminary 'BB-' CCR, Outlook Stable

OBRASCON HUARTE: Fitch Affirms 'BB-' LT Issuer Default Rating
PYMES SANTANDER 12: Moody's Assigns (P)Ca Rating to Serie C Notes


U K R A I N E

DTEK HOLDINGS: Noteholders to Present Restructuring Proposal


U N I T E D   K I N G D O M

BCR GLOBAL: To Enter Administration, Ceases Trading
CAPARO TUBULAR: Gupta Family Acquires Business, 333 Jobs Saved
CAPITAL ACQUISITIONS: Directors Banned For Bogus Investment Sale
DIALOG SEMICONDUCTOR: Moody's Assigns (P)Ba2 Corp. Family Rating
DIALOG SEMICONDUCTOR: S&P Assigns Prelim. 'BB' Corp. Credit Rating

ENTERTAINMENT ONE: Moody's Assigns Ba3 CFR, Outlook Stable
FAIRLINE BOATS: Union Leaders Express Concern Over Pensions
HASTINGS' INSURANCE: Fitch Affirms 'B+' LT Issuer Default Rating
LONDON CARBON: High Court Winds Up 8 Wine Investment Firms
NORTHAMPTON TOWN: Insolvency Proceedings Moved to Dec. 11

RISTORANTE LIMITED: Pontefract Unit Enters Voluntary Liquidation


X X X X X X X X

* S&P Takes Various Rating Actions on EU Synthetic CDO Tranches


                            *********



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G E R M A N Y
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DEUTSCHE PFANDBRIEFBANK: S&P Affirms 'BB' Sr. Sub. Debt Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Deutsche
Pfandbriefbank AG (PBB) to stable from negative and affirmed its
'BBB/A-2' long- and short-term counterparty credit ratings on PBB.

At the same time, S&P affirmed its 'BB' issue ratings on the
bank's non-deferrable senior subordinated debt and S&P's 'B+'
issue rating on PBB's junior subordinated instruments.

The outlook revision reflects S&P's opinion that the bank's credit
prospects are now balanced.  S&P sees Germany as having a negative
economic trend, which could affect PBB's asset quality over time.
However, S&P now expects the bank will be better able to cope with
any worsening economic conditions due to its restructuring.  The
bank continues to establish a good track record of performance and
risk indicators, and S&P sees improvement in its access to capital
markets.  S&P also believes that the bank will be able to build a
substantial buffer of additional loss-absorbing capacity (ALAC)
over the coming years.

S&P considers that PBB will maintain a stand-alone credit profile
(SACP) of 'bbb-' even if German economic conditions deteriorate.
S&P expects the bank will remain concentrated on the commercial
real estate sector and will continue to rely heavily on wholesale
funding.  However, S&P has greater confidence that it will be able
to preserve its funding profile after the exit of its current
minority shareholder, the Federal Republic of Germany.  This would
provide greater stability to the business model, sustain the
bank's profitability, and could lead S&P to revise upward its
assessment of the bank's business position.

S&P views the German resolution regime as "effective" under S&P's
ALAC criteria because, among other factors, S&P believes it
contains a well-defined bail-in process under which authorities
would permit nonviable systemically important banks to continue
critical functions as going concerns following a bail-in of
eligible liabilities.

S&P regards PBB as of moderate systemic importance to the German
banking system, mainly reflecting its large size and volume of
financing to the local economy.  While it is not a complex
institution, S&P considers that the banking authorities would seek
to maintain the bank as a going concern if it was at risk of
failing, and that they will therefore likely require it to build a
substantial buffer of loss-absorbing capacity.  As such, it is
potentially eligible for ALAC uplift under S&P's criteria if, over
the next four years, it builds a sufficient volume (of 5.0% of
Standard & Poor's risk-weighted assets) to justify a one-notch
ALAC uplift.

S&P sees downside risks that PBB fails to accumulate a sufficient
buffer of loss-absorbing capacity have diminished.  However, due
to some remaining uncertainty with regard to the details of the
hybrid issuance, S&P applies transitional uplift of one notch to
the long-term rating on PBB, rather than a notch of ALAC uplift.

The stable outlook on PBB reflects S&P's view that PBB's credit
prospects will remain balanced over the next two years.

S&P could lower the long-term counterparty credit rating on PBB if
the bank fails to accumulate a sufficient volume of ALAC-eligible
instruments to qualify for the ALAC uplift to the rating.  S&P
would remove the transitional one-notch rating uplift that it
currently applies, leading S&P to lower the long-term counterparty
credit rating, if it concluded that forecast buffers of
subordinated instruments to mitigate bail-in risks to senior
unsecured creditors would not rise sufficiently to grant any
future ALAC support.

S&P could also take a negative rating action if the bank
experiences a material setback in its plans to reestablish good
access to capital markets as the German government exits its
minority stake.

The main trigger for a positive rating action would be a
stabilization of economic risks in Germany, as this would diminish
pressure on the bank's domestic business.


MINIMAX VIKING: Moody's Affirms B1 CFR & Changes Outlook to Pos.
----------------------------------------------------------------
Moody's Investors Service has changed to positive from stable the
outlook on its ratings for German active fire detection and
protection solutions provider Minimax Viking GmbH and its rated
subsidiaries Minimax GmbH & Co. KG and MX Holdings US, Inc.
Concurrently, Moody's affirmed the B1 corporate family rating
(CFR) and B1-PD probability of default rating (PDR) as well as the
B1 (LGD3) rating on the group's senior secured credit facilities.

List of Affected Ratings:

Affirmations:

Issuer: Minimax Viking GmbH

  Corporate Family Rating, Affirmed B1
  Probability of Default Rating, Affirmed B1-PD
  Backed Senior Secured Bank Credit Facility,
    Affirmed B1 (LGD3)

Issuer: Minimax GmbH & Co. KG

  Backed Senior Secured Bank Credit Facility,
    Affirmed B1 (LGD3)

Issuer: MX Holdings US, Inc.

  Backed Senior Secured Bank Credit Facility,
    Affirmed B1 (LGD3)

Outlook Actions:

Issuer: Minimax Viking GmbH

  Outlook, Changed To Positive From Stable

Issuer: Minimax GmbH & Co. KG

  Outlook, Changed To Positive From Stable

Issuer: MX Holdings US, Inc.

  Outlook, Changed To Positive From Stable

RATINGS RATIONALE

"The outlook change to positive reflects Minimax's sound operating
performance over the first nine months of 2015 which particularly
benefitted from higher than expected demand in the US product
business and a continued healthy environment across its key
European markets.  With sales and reported EBITDA before unusual
items outstripping prior year's numbers by around 17% and 18%
during this period, respectively, Minimax's credit metrics have
improved strongly and close to levels that we consider appropriate
for an upgrade", says Goetz Grossmann, Moody's lead analyst for
Minimax.  "The positive outlook indicates the likelihood of an
upgrade over the next 12 months, which mainly depends on Minimax's
ability to sustainably reduce its Moody's-adjusted debt/EBITDA
ratio towards 4x", adds Mr. Grossmann.

The rating action considers the strong business growth Minimax has
experienced in fiscal year 2014 and which continued in the first
three quarters of 2015 with group sales climbing to EUR1,043
million, up EUR153 million (+17.2%) from the prior year.  This was
primarily fuelled by further accelerating demand in the group's
product segment in North America, while also its German system
integration and high-margin services segments benefitted from
robust market conditions.  Likewise, EBITDA as adjusted by Minimax
increased to EUR129 million in the first three quarters of 2015
(+18.2% year-over-year) of which about 90% were derived from the
group's core markets North America and Germany.  However, sizeable
positive foreign exchange effects (mainly related to the
strengthening of the US dollar against the euro) also strongly
contributed to sales (EUR63 million) and EBITDA (EUR11 million) in
Q3-15 year-to-date.  Based on its latest financial performance,
the agency expects the group to achieve Moody's-adjusted EBITA
margins of at least 10.5% in 2015 and beyond and to be able to
reduce its adjusted leverage towards 4x debt/EBITDA over the next
12 months (around 4.3x for last 12 months ended Sept. 2015).  This
expectation also takes into account the group's US dollar
denominated debt which has been negatively impacted by more than
EUR26 million from currency movements in Q3-15 year-to-date.  That
said, Moody's acknowledges Minimax's voluntary prepayment of about
EUR43 million (equivalent) worth of term loans as part of a
repricing of its senior secured debt facilities in June this year.
Benefitting from lower margins on its US dollar and euro term
loans as well as the reduced indebtedness, interest costs are
expected to decrease by around EUR4 million per annum and thus
strengthen the group's interest cover and cash flow metrics going
forward.  While free cash flow (FCF) generation has decently
improved in the course of this year, Moody's expects Minimax to
achieve FCF/debt ratios of close to 7% over the next few quarters,
a level which would be supportive of a rating upgrade to Ba3.
However, an upgrade would also remain subject to the continuation
of a financial policy that favors debt reduction over shareholder
distributions and a prudent acquisition strategy, as demonstrated
by the group over the last two years.

LIQUIDITY

Minimax's liquidity profile is good.  As of Sept. 30, 2015, the
group's cash sources comprised a sizeable EUR130 million cash
position on balance sheet as well as annual cash flows from
operations before working capital movements of around EUR110
million.  These liquidity sources, together with EUR40 million of
funds available under the group's committed and fully undrawn
revolving credit facility (maturing 2019) are more than sufficient
to cover all basic cash outflows over the next 12-18 months.
Expected cash uses mainly include annual capital expenditures of
around EUR45 million, minor working capital consumption and
projected debt amortization of at least EUR6 million per annum.
The liquidity assessment also incorporates the assumption that
Minimax will remain well in compliance with financial covenants as
specified in its debt documentation, under which the group
maintained comfortable headroom as of Sept. 30, 2015.

OUTLOOK

The positive outlook reflects the expectation that Minimax will be
able to maintain its currently sound profitability, while
benefitting from a stable supportive business environment in its
key fire protection markets.  Based on projected annual sales
growth in the mid-single-digit percentage range this should
support a sustained steady improvement in the group's credit
metrics, including the reduction of its Moody's-adjusted leverage
towards 4x over the next 12-18 months.  Moody's also assumes
Minimax to further solidify its healthy cash flow generation and
to use expected positive FCF for debt reduction or to finance
potential add-on acquisitions rather than to initiate larger
dividend payments to its shareholders.

WHAT COULD CHANGE THE RATING

Upward pressure on the rating would evolve if Minimax could (1)
sustain its current profitability with Moody's-adjusted EBITA
margins of close to 11%, (2) reduce leverage towards 4x Moody's-
adjusted debt/EBITDA, (3) generate consistent solid positive free
cash flow, translating into sustainable FCF/debt ratios in the mid
to high single digit percentage range, and (4) establish a track
record of a conservative financial policy.

Moody's might consider lowering the rating should Minimax's (1)
profitability weaken, exemplified by adjusted EBITA margins
falling below 9%, (2) leverage meaningfully exceed 5x debt/EBITDA,
and (3) free cash flow turn negative.  In addition, a material
weakening in its liquidity profile would exert downward pressure
on the ratings.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.

Minimax Viking GmbH, headquartered in Bad Oldesloe, Germany, is a
global operator in the active fire protection and detection
markets.  The group serves industrial and commercial clients
through the development, manufacturing and installation of tailor-
made fire protection solutions and offers follow-up and post
system installation services.  The group employs around 7,200
people globally and generated sales of almost EUR1.4 billion in
the twelve months through Sept. 30, 2015.


PERISCOPE GMBH: Court OKs Bid For Self-Administration
-----------------------------------------------------
Evertiq reports that Heinrich Ollendiek, CEO at EMS-provider
Periscope GmbH, intends to restructure the company via insolvency
through self-administration.

Evertiq relates that the regional court Paderborn has accepted the
request of the company for self-administration during the
restructuring process.

According to the report, the wages and salaries for the 330
employees are secure for the next three months. The company
recently lost two major customers, which resulted in the need for
restructuring, Evertiq relates. In the industrial segment, one
customer is now working with a supplier in Asia. An Automotive
customer lost a contract and has consequently terminated
production at Periscope, says Evertiq.

The report notes that the company will see a sales decline of
30% in the Industrial segment this year. "We are forced to adjust
the costs to the lower revenues in order to operate competitively
again. The recent restructuring measures, which have been adopted
with a lot of commitment, have not yet led to the necessary
savings that we need. We will have to put everything to the test
again", the report quotes Mr. Ollendiek as saying.

A major cost driver is the personnel expenses, which are,
according to an external report around 20% higher than those for
the competition, the report notes. An adaptation of the personnel
structure is inevitable. "We will quickly start negotiations with
the works council and staff representatives. I am convinced that
we will constructively develop balanced solutions in dialogue with
the representatives of the employees," Mr. Ollendiek, as cited by
Evertiq, said.


TITAN EUROPE 2006-2: Fitch Cuts Ratings on 2 Note Classes to 'C'
----------------------------------------------------------------
Fitch Ratings has downgraded Titan Europe 2006-2 plc's class F and
G notes due 2016, and affirmed the others, as follows:

  EUR9.4 million Class F (XS0254358699) downgraded to 'Csf' from
  'CCCsf'; Recovery Estimate (RE) 100%

  EUR29.3 million Class G (XS0254648263) downgraded to 'Csf' from
  'CCsf'; RE 20%

  EUR21 million Class H (XS0254647612) affirmed at 'Dsf'

  EUR0 million Class J (XS0254653180) affirmed at 'Dsf'

Titan Europe 2006-2 Plc is a CMBS transaction secured by two loans
backed by multifamily housing assets in Germany.

KEY RATING DRIVERS

The downgrade reflects the very limited time to legal final
maturity (in January 2016) for any further recovery proceeds from
the Margaux or Labrador loans to be received. Hence, the class F
and G notes are expected to default on this date. The Recovery
Estimates recognize the small remaining balance of the class F
notes compared with the expected recovery proceeds from the
Labrador loan, while the class G notes will likely make a
significant loss given the possibility of additional expenses,
including resulting from litigation from the class X noteholder.

In December 2013, an asset purchase agreement on the underlying
Margaux properties was entered into for a reported purchase price
of EUR268 million and completed at the end of 2014. The amount of
recovery proceeds from the EUR264.4 million loan will be subject
to disposal costs, including the cost of winding up Margaux
Portfolio Property Companies. To date, EUR248.5 million of the net
proceeds have been released to the issuer by the special servicer.
However, there is uncertainty about the timing and level of the
remaining proceeds (EUR15.9 million of cash is currently being
held back by the servicer).

The EUR43.8 million Labrador portfolio loan continues to be
administered by a German insolvency official, a process that has
dragged on for almost three years. A real estate advisor has been
appointed to identify measures that will lead to higher recoveries
on the loan. Fitch expects a significant loss on this loan and no
resolution prior to legal final.

A further risk for the class G noteholders comes in the form of
legal proceedings brought by Credit Suisse Asset Management
(CSAM), holder of the class X notes. According to a notice on 9
October 2015, CSAM believes that it has been underpaid class X
payments because of alleged calculation errors (specifically the
exclusion of default interest). Should the courts find in favor of
CSAM, it is expected to be owed also accrued interest, at a rate
that is also subject to deliberation. Fitch expects these
proceedings to extend beyond legal final.

Fitch assumes that around EUR46 million represents gross future
recoveries, of which EUR30 million will be deducted to cover costs
associated with borrower unwind, class X litigation and liquidity
facility repayment, leaving EUR16 million for the class F and G
notes.

RATING SENSITIVITIES

Fitch fully expects the upcoming legal final maturity will result
in a downgrade of the class F and G notes to 'Dsf' and their
subsequent withdrawal. Recoveries for the class G notes may exceed
the Recovery Estimate subject to bids for the Labrador portfolio
reflecting Fitch's understanding of demand for similar assets.

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.


VTB BANK: S&P Assigns 'BB/B' Counterparty Credit Ratings
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB/B' long- and
short-term counterparty credit ratings to Germany-based VTB Bank
(Deutschland) AG.  The outlook is negative.

S&P considers VTB Deutschland to be a highly strategic subsidiary
of its Russian parent, VTB Bank JSC.  S&P rates it one notch below
its supported group credit profile for the parent, which is 'bb+'
for VTB Bank JSC.

VTB Deutschland is part of the VTB Bank group's Western European
subgroup, currently headed by its direct parent, VTB Bank
(Austria) AG.  It provides the Russian banking group with access
to the Western European market and forms an important part of the
group's expansion and funding strategy.  As of end-June 2015, VTB
Deutschland represented about 2% of VTB Bank's total assets.

Despite its small size, the subsidiary has an important group
function in that it services Russian clients in operations outside
Russia and collects deposits from Western European clients to
support the group's lending business in Europe.  The activities
the Western European subgroup undertakes and the products and
services it sells are closely aligned with the group's mainstream
business and customer base.  VTB Deutschland's operations serve --
to a large extent -- the same clients as those of the group, and
S&P believes that the parent is committed to support VTB
Deutschland under any foreseeable circumstances.  However, S&P
acknowledges that VTB Deutschland is operationally independent in
its daily business.

Based on its view of VTB Deutschland as a highly strategic
subsidiary, S&P regards the ultimate parent VTB Bank as the
relevant source of support and not the direct parent VTB Austria.
S&P factors in the high importance of the German operations for
the Western European subgroup's structure.  S&P reflects the
growing importance of VTB Deutschland in the group structure in
S&P's analysis of VTB Deutschland's group status.  S&P expects the
bank will continue to receive operational, managerial, and
financial support from its ultimate parent.

S&P expects that extraordinary government support from Russia to
VTB Bank, which S&P regards as a government-related entity to
Russia, would extend to VTB Deutschland if needed, and S&P
reflects this in its ratings on VTB Deutschland.

The negative outlook on VTB Deutschland mirrors that on VTB Bank.
In turn, S&P's negative outlook on VTB Bank reflects that on
Russia.

Any rating action on parent VTB Bank JSC will likely result in a
parallel action on VTB Deutschland, reflecting that S&P rates it
one notch below the supported group credit profile of the parent.

In addition, any long period of underperformance or inability to
achieve profitability or financial goals, as well as deterioration
of VTB Deutschland's importance for the wider VTB Bank group,
could lead S&P to revise the highly strategic status and
consequently lower its ratings on the bank.

A revision of the outlook to stable would follow a similar action
on the parent bank, with VTB Deutschland's importance and role for
the group remaining unchanged.



===========
G R E E C E
===========


GREECE: Wants Creditors to Start Talks on Debt Relief Measures
--------------------------------------------------------------
The Associated Press reports that Greece hopes its creditors will
start talks on debt relief measures quickly to dispel financial
uncertainty and help the battered economy.

Speaking at an American-Hellenic Chamber of Commerce conference,
Euclid Tsakalotos, Greece's finance minister, as cited by the AP,
said recent efforts to deal with the country's debt load "did what
the Americans call kicking the can down the street."

He said that without a clear indication as to how Greece will deal
with its oversized debt, uncertainty over Greece's position in
Europe's single currency bloc, the eurozone, will cloud the
economic outlook and stunt consumer spending and foreign
investment, the AP relates.

According to the AP, Greece's European creditors have said they
will consider some form of debt relief for Greece after they
complete a first review of reforms the country must take under its
new three-year bailout, an EUR86 billion package agreed on in July
with the coalition government of Prime Minister Alexis Tsipras.

What form the debt relief will take remains unclear, the AP
states.  Creditors -- notably the country's largest, Germany --
have ruled out the idea of outright debt forgiveness, and any deal
is more likely to include more favorable repayment terms such as
longer repayments or lower interest rates, the AP relays.


NAVIOS MARITIME: S&P Lowers CCR to 'B', Outlook Negative
--------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'B' from 'B+' its
long-term corporate credit rating on Marshall Islands-registered
shipping company Navios Maritime Holdings Inc.  The outlook is
negative.

At the same time, S&P lowered its issue rating on the company's
senior secured debt to 'B+' from 'BB-'.  The recovery rating is
unchanged at '2', reflecting S&P's expectation of substantial
recovery (in the higher half of the 70%-90% range) in the event of
a payment default.  S&P also lowered its issue rating on the
senior unsecured debt to 'CCC+' from 'B-'.  The recovery rating is
unchanged at '6', reflecting S&P's expectation of negligible
recovery (0%-10%) in the event of a payment default.

The downgrade reflects S&P's expectation that Navios Holdings will
post lower-than-expected operating profits for 2015, resulting in
credit metrics that will fall short of S&P's guidelines for the
rating.  The persistently weak charter rates and uncertain outlook
for the dry bulk shipping industry prompted S&P to revise downward
its charter rate assumptions for 2015-2016.  Given this
environment, S&P believes that Navios Holdings will not be able to
turn around its credit measures in 2016 as previously expected.
Dry bulk ship operators face the lowest charter rates seen in the
last 20-30 years, as supply growth continues to outstrip demand
growth.  This has been aggravated recently by significantly
weakened commodity imports from China, which is by far the largest
global importer of iron ore and one of the largest importers of
coal.  Because there is no immediate demand-side stimulus and
supply-side relief (as the impact from the accelerated scrapping
will be likely wiped out by new vessel deliveries), S&P forecasts
that there will be no rebound in charter rates in 2016.

Weak industry prospects, combined with the company's large, partly
debt-funded capital expenditure (capex) in its South American
logistics operations, will lead to credit measures commensurate
with the lower end of the highly leveraged financial risk profile
in 2015-2016.  This, combined with S&P's view of Navios Holdings'
business risk profile being at the lower-end of fair, prompted S&P
to apply a negative comparable rating analysis modifier, resulting
in a downward revision of the anchor by one-notch.

S&P forecasts Navios Holdings adjusted funds from operations (FFO)
to debt and FFO cash interest coverage ratio to be around 2.5% and
1.5x, respectively, in 2015 and for it to remain broadly flat in
2016.  In addition, S&P expects cash flow (after capex and
dividends) to be negative in 2016.  The company's highly leveraged
financial risk profile is further constrained by its high adjusted
debt, which mirrors the underlying industry's high capital
intensity and the company's track record of large expansionary
investments.

S&P continues to assess Navios Holdings' management and governance
as strong, leading to a one-notch uplift to the rating.  S&P
believes that Navios Holdings has a sound management team with
substantial industry experience and expertise, and a demonstrated
track record in operational effectiveness and treasury management
compared with industry peers, particularly during the prolonged
industry downturn.

S&P's assessment of Navios Holdings' business risk profile as fair
continues to be constrained by S&P's overall view of the shipping
industry as high risk.  This stems from the industry's capital
intensity, high fragmentation, frequent imbalances between demand
and supply, lack of meaningful supply discipline, and volatility
in charter rates and vessel values.  Further constraints to S&P's
view include the prolonged sluggish charter rate environment, in
particular in the dry bulk sector, which S&P believes will not
recover in the short term, as the industry's demand and supply
equilibrium remains under strain.

S&P considers these risks to be partly offset by Navios Holdings'
competitive position, which S&P assess as satisfactory.  S&P
believes that Navios Holdings' competitive operating breakeven
rates and limited exposure to fluctuations in operating costs, in
particular for bunker fuel, through time-charter contracts,
somewhat counterbalance the industry's cyclical swings.  S&P also
believes that Navios Holdings' competitive position benefits from
its solid operating track record, particularly in the context of
the very difficult industry conditions; its expanding and more
predictable-than-traditional-shipping logistics business in South
America; its dividend-paying holdings in affiliates; and its solid
reputation as a quality operator of a modern, attractive, and
cost-efficient vessel fleet.

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

   -- Global economic growth of 3.7% in 2016 and 3.9% in 2017,
      after 3.4% this year--though average GDP growth rates hide
      a lot of variation: China (a key engine of shipping growth)
      and many of the emerging market economies are slowing down;
      and Brazil and Russia are in recessions; but the U.S., the
      eurozone, and Japan are all picking up.  S&P's assumptions
      for Navios Holdings incorporate growth forecasts for the
      major contributors to trade volumes -- in Europe, the U.S.,
      and Asia-Pacific -- because of the global nature of
      shipping sector demand.

   -- Moderate slowdown in economic growth in the Asia-Pacific
      region, the largest importer of iron ore and coal, to 5.4%
      in 2015 (compared with 5.6% in 2014).  S&P expects this to
      be followed by stabilization at 5.3%-5.4% in 2016 and 2017,
      with China's growth cooling to 6.8% in 2015, 6.3% in 2016
      and 6.1% in 2017, down from 7.4% in 2014.

   -- Contracted vessels to perform in accordance with the
      contracted daily rate.  Revenue calculations are based on
      360 operating days a year.

   -- Time charter rates for Capesize ships of $11,000 per day in
      2015, $11,000/day in 2016, and $13,000/day in 2017 (as
      compared with the industry average rate of about $22,000
      per day in 2014, according to Clarkson Research).  For
      Panamax and Handymax S&P assumes rates of $8,000/day in
      2015, $8,000/day in 2016, and $10,000/day in 2017 (as
      compared with the industry average rate of $11,000-
      $12,000/day in 2014, ccording to Clarkson Research).

   -- Higher EBITDA from Navios Holdings' majority-owned
      subsidiary Navios South American Logistics Inc. (Navios
      Logistics), reflecting the start of operations of the new
      convoys in the second half of 2015.  Improving operating
      margins in 2015, as Navios Logistics continues to enhance
      its service mix among its operations and benefits from the
      increased size.  From 2016, gains from a major service
      contract with Vale.

   -- Lower dividends received from nonconsolidated affiliates,
      stemming from slower-than-previously-anticipated earnings
      growth at dry bulk and containership operator Navios
      Maritime Partners L.P.

   -- Remaining capex of about $18 million in 2015 and $150
      million in 2016.  Navios Holdings' expansionary investments
      will amount to about $150 million in 2016 and reflect
      mostly the port expansion in Uruguay and acquisition of
      barges and push boats.  Navios Holdings will spend about
      $60 million to buy two new vessels to be paid/delivered in
      the first quarter of 2016.  Capex will be largely funded by
      new bank loans.

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

   -- A weighted average ratio of Standard & Poor's-adjusted FFO
      to debt of 2%-3% in 2015-2016.

   -- A ratio of FFO cash interest coverage of about 1.5x in
      2015, somewhat improving to about 1.6x in 2016.

The negative outlook primarily reflects the persistently high
cyclical pressure on dry bulk charter rates and S&P's forecast
that the rates will not improve from their current historical lows
in the next 12 months.  Because of S&P's view of the dry bulk
shipping sector's uncertain prospects, there is a one-in-three
chance that the dry bulk charter rates will underperform against
S&P's base case.  If this happens it will be difficult for Navios
Holdings to maintain its rating-commensurate credit profile and
adequate liquidity position.

In S&P's view, a downgrade would primarily stem from a prolonged
downturn in the dry bulk shipping industry, without prospects for
a recovery in charter rates from 2017.  S&P considers that
continually low charter rates would prevent Navios Holdings from
achieving favorable employment for vessels up for re-charter, and
those not yet delivered and contracted.  S&P would consider a
downgrade if it believes that the company is continuing to
generate negative free cash flow, leading to a weak liquidity
assessment.

Likewise, the rating may come under pressure if S&P regards
management's operating strategy, risk management, and its stance
toward the company as no longer consistent with S&P's strong
management and governance assessment.

S&P could revise the outlook to stable if it sees that Navios
Holdings' operating performance has rebounded, if the company
starts generating positive free operating cash flow, and if it
achieves a sustained an adequate liquidity profile.


NAVIOS MARITIME: S&P Revises Outlook to Neg. & Affirms 'BB' CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Marshall
Islands-registered drybulk and container shipping company Navios
Maritime Partners L.P. (Navios Partners) to negative from stable.
At the same time, S&P affirmed its 'BB' long-term corporate credit
rating on the company.

In addition, S&P affirmed its 'BB+' issue rating on Navios
Partners' senior secured debt.  The recovery rating of '2' on this
debt is unchanged, reflecting S&P's expectation of substantial
recovery in the higher half of the 70%-90% range in the event of
payment default.

The outlook revision reflects S&P's view that Navios Partners
faces historically low drybulk shipping charter rates and S&P's
forecast that the rates will not improve in the next 12 months.
Furthermore, because of the uncertain outlook in the drybulk
shipping sector, S&P sees a one-in-three possibility that the
drybulk charter rates will underperform against its base case for
Navios Partners.  S&P also understands that charter rates in some
of Navios Partners' agreements are higher than the current market
rates, which make these agreements susceptible to renegotiations
or defaults.  These two factors combined could make it difficult
for Navios Partners to maintain credit metrics consistent with the
current financial risk profile that S&P assess as significant.

Drybulk ship operators currently face the lowest rate environment
in the past 20-30 years, as supply growth continues to outstrip
demand growth.  Demand has been aggravated recently by
significantly weakened commodity imports from China, the by far
largest global importer of iron ore and one of the largest
importers of coal.  S&P forecasts no rebound in charter rates in
2016 because it sees no immediate demand-side stimulus or supply-
side relief (with the impact from accelerated scrapping likely
wiped out by new vessel deliveries).

The rating on Navios Partners remains constrained by S&P's view of
its business risk profile as weak, which in turn reflects its
assessment of the shipping industry's high risk.  S&P believes the
level of risk in the industry stems from its capital intensity,
high fragmentation, frequent imbalances between demand and supply,
lack of meaningful supply discipline, and volatility in charter
rates and vessel values.  Further constraints to S&P's view
include the prolonged sluggish charter rate environment, in
particular in the drybulk sector, which S&P believes will not
recover in the short term, as the industry's demand and supply
equilibrium remains under strain.  Moreover, the company has
relatively narrow, albeit recently improved business scope and
diversity, with a predominant focus on the oversupplied dry bulk
and container industries and a fairly concentrated customer base.

Key credit support to Navios Partners' competitive position, which
S&P assess as fair, comes from its time-charter profile with
average charter duration of three years as of Sept. 30, 2015.
This partly insulates the company from the structurally
oversupplied industry and currently historically low rates, and
supports its fairly solid and stable profitability, as measured by
the absolute level and volatility of EBITDA margins and returns on
capital.  As of Nov. 3, 2015, Navios Partners had chartered out
about 99% of available days for 2015, about 64% for 2016, and
about 46% for 2017.  Furthermore, Navios Partners benefits from
its competitive and predictable cost base, with no exposure to
volatile bunker fuel prices and other voyage expenses, which are
borne by the counterparty, as stipulated in the time-charter
agreements.  Together, these factors will enhance the company's
operating stability, provided charterers deliver on their
commitments.

Navios Partners' significant financial risk profile will likely
remain near the current rating-commensurate level over S&P's 2015-
2016 forecast horizon, including a ratio of adjusted FFO to debt
of 20%-22%.  This is close to S&P's rating threshold of more than
20% and offers limited headroom for operational underperformance.
S&P believes that the stability that the company's medium-term
charter profile provides should help stabilize its revenues and
earnings and provide some cushion against cyclical pressure.
Nevertheless, S&P sees a risk that potentially weaker-than-
currently-expected charter rate conditions would put Navios
Partners' credit measures under strain.

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

   -- Because of the global nature of shipping sector demand, S&P
      takes into account GDP growth of major contributors to
      trade volumes, such as Europe, the U.S., and Asia-Pacific
      countries.  In 2016, S&P's economists expect global
      economic growth at 3.7% in 2016 and 3.9% in 2017, after
      3.4% this year.  However, the world average GDP growth rate
      hides a lot of variation.  China (a key engine of shipping
      growth) and many of the emerging market economies are
      slowing and Brazil and Russia are in recession, while the
      U.S., the eurozone, and Japan are picking up a bit.

   -- S&P projects a moderate slowdown in economic growth in the
      Asia-Pacific region, the largest importer of iron ore and
      coal, to 5.4% in 2015 (compared with 5.6% in 2014),
      followed by stabilization at 5.3%-5.4% in 2016 and 2017.
      China's growth will likely cool to 6.8% in 2015, 6.3% in
      2016, and 6.1% in 2017, down from 7.4% in 2014.

   -- S&P anticipates that contracted vessels will perform in
      accordance with the committed daily rate.  Revenue
      calculations are based on 360 operating days per year.  S&P
      foresees no customer defaults under the charters.

   -- Time charter rates for Capesize ships should stand at
      $11,000 per day in 2015, $11,000/day in 2016, and
      $13,000/day in 2017 (as compared with the industry average
      rate of about $22,000 per day in 2014, according to
      Clarkson Research). for Panamax and Handymax, they should
      stand at $8,000 per day in 2015, $8,000/day in 2016, and
      $10,000 per day in 2017 (as compared with the industry
      average rate of $11,000-$12,000 per day in 2014, according
      to Clarkson Research).

   -- Capital expenditures (capex) of $148 million for the new
      13,000 TEU containership Christina delivered in April 2015
      and the related incremental annual EBITDA from the vessel
      of about $18 million.  Maintenance/drydocking capex will
      likely be less than $10 million per year.

   -- Dividends paid will be based on the publicly stated
      dividend policy of quarterly distribution.

   -- Further potential additions to the fleet will be funded
      using equity, so that the company supports credit measures
      consistent with significant financial risk profile.

Under S&P's base case, it arrives at these credit measures for
Navios Partners:

   -- A weighted average ratio of Standard & Poor's-adjusted FFO
      to debt of 20%-22% in 2015?2016, similar to the 2014 level.

   -- A weighted average ratio of adjusted debt to EBITDA of
     about 3.5x-4.0x in 2015?2016, similar to the 2014 level.

S&P does not factor reported cash into these credit ratios because
of its assessment of Navios Partners' business risk profile as
weak.

S&P assesses Navios Partners' management and governance as strong,
which leads to one-notch uplift from S&P's 'bb-' anchor, under its
criteria.  S&P thinks that Navios Partners has a strong management
team, with substantial industry experience and expertise and a
demonstrated track record in operational effectiveness and
treasury management, particularly during the prolonged drybulk
shipping industry downturn.

"We believe Navios Maritime Holdings Inc. (Navios Holdings; Navios
Partners' largest shareholder) exercises meaningful ongoing
control and influence over Navios Partners through its control of
Navios GP LLC, Navios Partners' general partner.  We currently
consider the strategic and financial interests of Navios Holdings
and the other unitholders in Navios Partners to be aligned.
Unitholders elect four of the seven members of Navios Partners'
board of directors.  We understand that this is the key reason for
Navios Holdings not consolidating Navios Partners in its accounts
under U.S. generally accepted accounting principles.  Also,
following Navios Partners' most recent cut in dividend
distribution, we now believe that Navios Holdings will not
materially depend on upstream distributions from Navios Partners
to service its debt.  Therefore, we no longer take into account
the consolidated financial ratios (Navios Partners and Navios
Holdings combined) in our assessment of Navios Partners' stand-
alone credit profile, based on our criteria for master limited
partnerships," S&P said.

The negative outlook primarily reflects the persistently high
cyclical pressure on drybulk charter rates and S&P's forecast that
the rates will not improve from their current historical lows in
the next 12 months.  Based on S&P's view of the uncertain outlook
for the drybulk shipping sector, it sees a one-in-three
possibility that the drybulk charter rates will underperform
against its base case.  If this happens, Navios Partners may find
it difficult to maintain its rating-commensurate credit profile
given the currently limited headroom within the company's
significant financial risk profile.

A downgrade of Navios Partners could follow further material
deterioration in drybulk charter rates below S&P's base-case
forecast, combined with renegotiations or defaults under the
existing charter agreements.  This is because as S&P understands
the charter rates in some of Navios Partners' agreements are
higher than the current market rates, which make these agreements
susceptible to changes.  Consequently, the company's credit
measures could fall short of S&P's ratio guidelines for a
significant financial risk profile, including weakening in the
adjusted FFO to debt to below 20%.

Likewise, the rating on Navios Partners may come under pressure if
S&P regards management's operating strategy, risk management, and
its stance toward the company as no longer consistent with S&P's
assessment of management and governance as strong.

S&P could revise the outlook to stable if it observed a marked
industry recovery, if Navios Partners delivered solid EBITDA
growth and pursued a balanced investment strategy and dividend
policy, and if S&P considered the company's core credit ratios to
be commensurate with the 'BB' rating.  Specifically, such ratios
would include adjusted FFO to debt of more than 20% on a
sustainable basis.



=============
I C E L A N D
=============


LANDSVIRKJUN: S&P Affirms 'BB+' CCR & Revises Outlook to Positive
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Iceland-
based electricity generation and transmission company Landsvirkjun
to positive from stable.  At the same time, S&P affirmed its 'BB+'
long-term and 'B' short-term corporate credit ratings on the
company.

The outlook revision stems from an improving trend in
Landsvirkjun's credit measures over the past few years.  This is
due to a combination of relatively stable EBITDA generation,
reduced capital spending, and low dividend pay-outs, which have
gradually reduced debt.  Subsequently, the company's funds from
operations (FFO)-to-debt ratio has strengthened, rising to about
10.5% in 2014 from about 9.0% in 2013.  S&P sees potential for
continued improvements in credit measures over the next couple of
years if Landsvirkjun retains modest spending levels.

Still, S&P notes that these improvements are from weak levels,
with Landsvirkjun carrying high debt following past investments in
new power plants.  S&P continues to assess Landsvirkjun's stand-
alone credit profile (SACP) at 'b+', reflecting S&P's view of its
fair business risk profile and highly leveraged financial risk
profile, as well as a one-notch upward adjustment for S&P's
positive comparable ratings analysis.

The long-term rating also includes three notches of uplift, based
on S&P's opinion that there is a very high likelihood that the
Icelandic government would provide timely and sufficient
extraordinary support to Landsvirkjun in the event of financial
distress.  S&P bases this assessment on Landsvirkjun's:

   -- Very important role for the Icelandic government, given its
      dominant position as the incumbent power company and 64.7%
      owner of the national transmission grid, strategic
      importance to the Icelandic economy, and central role in
      the promotion of power-intensive industries; and

   -- Very strong link with the Icelandic government, given the
      state's 100% ownership and our expectation that the company
      will not be privatized in the medium term, and the risk to
      the sovereign's reputation if Landsvirkjun were to default.

In S&P's opinion, Landsvirkjun's fair business risk profile
continues to be constrained by Iceland's moderately high country
risk, and the moderately high industry risk of unregulated power
and gas companies.  In addition, the company continues to be
exposed to high customer and geographic concentration, and
exposure to the aluminum sector for revenue and cash flow
generation, although the company has actively reduced market risks
in recent years.  Landsvirkjun's earnings and cash flow are
exposed to aluminum, as 50% of power supply contracts are linked
to aluminum prices via contracts with aluminum smelters.  However,
aluminum price risk has been reduced over the recent years
following renegotiations of existing contracts and new consumer
price index-based contracts.

Landsvirkjun's position as the dominant power producer in Iceland
and its low-cost renewable-generation asset base partially
mitigate these constraints, providing an above-average EBITDA
margin of 75%-80%.  Moreover, its long-term take-or-pay contracts
with customers provide earnings predictability and EBITDA
stability, further mitigating concentration risk and exposure to
aluminum prices.

S&P's assessment of Landsvirkjun's financial risk profile as
highly leveraged reflects the company's continued high debt.  This
comes from its material debt-funded capital investments in the
past that resulted in weak cash-flow coverage ratios.  Although
S&P forecasts a gradual improvement, it believes that credit
measures will remain at the upper end of our highly leveraged
financial risk profile in the near term, with weighted average FFO
to debt just below 12% and debt to EBITDA above 6x.

S&P applies a one-notch upward adjustment to reflect its positive
comparable ratings analysis for the company.  This is based on
S&P's view that Landsvirkjun's FFO-to-debt ratio is at the upper
end of the range for S&P's highly leveraged financial risk
profile; its interest coverage is strong for this financial risk
category; and the ongoing support from the Icelandic government
(the owner), which has requested very modest dividends from
Landsvirkjun over the past few years.

The positive outlook reflects the possibility of an upgrade within
the next one to two years if Landsvirkjun retains relatively
stable EBITDA and positive free cash flow generation.  The outlook
also incorporates S&P's assumption that credit measures will
strengthen sustainably.

S&P would see FFO to debt sustainably above 12% as commensurate
with an aggressive financial risk profile, which could lead to an
SACP assessment that is one notch higher and, subsequently, an
upgrade of the company.

S&P could revise the outlook to stable if it believes it is
unlikely that Landsvirkjun's credit measures would strengthen on a
sustainable basis, for example due to increased capital
expenditure or significantly higher dividend payouts.



=============
H U N G A R Y
=============


PAPAI HUS: Go Under Liquidation
-------------------------------
Budapest Business Journal reports that liquidation has been
initiated against troubled meat processing company Papai Hus and
asset manager Papai Vagyonhasznosito es Ertekesito by the local
government of Papa, northwestern Hungary, national news agency MTI
reported.

According to the local government, the asset manager, which used
to be called Papai Hus 1913, reached an agreement with its
creditors in the summer of 2014, but a reorganization of the
company never took place due to a shortage of capital, MTI
reported, the report notes.  The local council added that the
reserves of the companies were exhausted by November, the report
relays.

MTI reported that the company has paid its employees' wages due
early in November and is continuing production, the report says.

The managing director of Papai Vagyonhasznosito es Ertekesito did
not comment on the liquidation procedure, MTI added, the report
adds.



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


CORK STREET CLO: Fitch Assigns 'BBsf' Rating to Class D Notes
-------------------------------------------------------------
Fitch Ratings has assigned Cork Street CLO Designated Activity
Company notes final ratings, as follows:

Class A-1A: 'AAAsf'; Outlook Stable
Class A-1B: 'AAAsf'; Outlook Stable
Class A-2A: 'AAsf'; Outlook Stable
Class A-2B: 'AAsf'; Outlook Stable
Class B: 'Asf'; Outlook Stable
Class C: 'BBBsf'; Outlook Stable
Class D: 'BBsf'; Outlook Stable
Subordinated notes: not rated

Cork Street CLO Designated Activity Company is a cash flow
collateralized loan obligation.

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality

Fitch expects the average credit quality of obligors to be in the
'B' category. Fitch has credit opinions or public ratings on 37 of
53 obligors in the identified portfolio. Fitch used public ratings
from other Nationally Recognised Statistical Rating Organisations
for the remaining obligors. The weighted average rating factor of
the identified portfolio is 31.2.

High Recovery Expectations

At least 90% of the portfolio will comprise senior secured
obligations. Recovery prospects for these assets are typically
more favorable than for second-lien, unsecured and mezzanine
assets. Fitch has assigned Recovery Ratings to 47 of the 63 assets
in the identified portfolio. The weighted average recovery rating
of the identified portfolio is 68.6%.

Interest Rate Rise Hedged

Unhedged fixed-rate assets cannot exceed 10% of the portfolio
while fixed-rate liabilities account for 24.3% of the target par
balance. Consequently, the transaction is hedged against rising
interest rates.

A-1B Margin Step-Up

The interest margin due on the floating-rate class A-1B notes is
scheduled to increase two years after the issue date of the notes.
The issuer may avoid the increase in the cost of funding if it
exercises its option to re-price the class A-1B notes before the
step-up date. Re-pricing is defined as a reduction in margin and
cannot be rejected by the class A-1B noteholders. Fitch assumed in
its analysis that the re-pricing option would not be exercised and
the cost of funding would increase after the step-up date.

Limited FX Risk

Any non-euro-denominated assets have to be hedged with perfect
asset swaps as of the settlement date, limiting foreign exchange
(FX) risk. The transaction is permitted to invest up to 30% of the
portfolio in non-euro-denominated assets.

TRANSACTION SUMMARY

Net proceeds from the notes will be used to purchase a EUR400
million portfolio of European leveraged loans and bonds. The
portfolio is managed by Guggenheim Partners Europe Limited. The
reinvestment period is scheduled to end in 2019.

The transaction documents may be amended, subject to rating agency
confirmation or noteholder approval. Where rating agency
confirmation relates to risk factors, Fitch will analyze the
proposed change and may provide a rating action commentary if the
change has a negative impact on the ratings. Such amendments may
delay the repayment of the notes as long as Fitch's analysis
confirms the expected repayment of principal at the legal final
maturity.

If in the agency's opinion the amendment is risk-neutral from a
rating perspective Fitch may decline to comment. Noteholders
should be aware that confirmation is considered to be given if
Fitch declines to comment.

RATING SENSITIVITIES

A 25% increase in the obligor default probability would lead to a
downgrade of up to three notches for the rated notes.

A 25% reduction in expected recovery rates would lead to a
downgrade of up to five notches for the rated notes.

DUE DILIGENCE USAGE

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

DATA ADEQUACY

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 asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.


GSC EUROPEAN CDO I-R: Moody's Raises Rating on Cl. E Notes to Ba1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by GSC European CDO I-R:

  EUR18.4 mil. (current balance: EUR14,495,296.85) Class C1
   Floating Rate Notes due 2022, Upgraded to Aaa (sf); previously
   on Oct. 3, 2014, Upgraded to Aa2 (sf)

  EUR10 mil. (current balance: EUR7,877,878.72) Class C2 Zero
   Coupon Accreting Notes due 2022, Upgraded to Aaa (sf);
   previously on Oct. 3, 2014, Upgraded to Aa2 (sf)

  EUR20.3 mil. Class D Floating Rate Notes due 2022, Upgraded to
   Aa3 (sf); previously on Oct. 3, 2014, Upgraded to Baa3 (sf)

  EUR12.5 mil. (current balance: EUR12,155,955.64) Class E
   Floating Rate Notes due 2022, Upgraded to Ba1 (sf); previously
   on Oct. 3, 2014, Upgraded to B1 (sf)

Moody's also affirmed the rating on these notes issued by GSC
European CDO I-R:

  EUR4 mil. Class Z Combination Notes, Affirmed Ca (sf);
   previously on Oct. 3, 2014, Affirmed Ca (sf)

GSC European CDO I-R, issued in December 2006, is a Collateralised
Loan Obligation backed by a portfolio of mostly high yield
European loans.  The portfolio is managed by GSCP (NJ), L.P.  The
transaction's reinvestment period ended on Dec, 15, 2012.

RATINGS RATIONALE

The rating upgrades of the notes are primarily a result of the
redemption of senior notes and subsequent increases of the
overcollateralization ratios (the "OC ratios") of the remaining
classes of notes.  Moody's notes that the classes A and B notes
have redeemed in full and the class C notes have redeemed by
approximately EUR 6 million (or 21% of their 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 C, D and E OC ratios are 288.87%, 151.45%, and
117.87% respectively compared to levels just prior to the payment
date in Sept. 2015 of 230.54%, 141.56%, and 114.99% 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 70.6
million, a weighted average default probability of 27.69%
(consistent with a WARF of 4334), a weighted average recovery rate
upon default of 48.96% for a Aaa liability target rating, a
diversity score of 14 and a weighted average spread of 3.85%.

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 ratings:

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 C, within two notches for
Class D and within one notch for E.

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 41.62% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates.

  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.  Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices.  Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

  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.


OCS OPERATION: Joint Liquidators Seek Directions on Payouts
-----------------------------------------------------------
Mary Carolan at The Irish Times reports that the joint liquidators
of OCS Operations Ltd., the company that formerly operated Clerys
department store in Dublin, are seeking directions from the High
Court permitting them to pay out some EUR654,000 in funds to about
50 concession holders at the store.

The concession holders claim to be owed some EUR1.4 million and
one, LS Catering, has separately sought permission to bring
proceedings against OCS arising from concerns over whether certain
transactions affected the monies available to it as a concession
holder, The Irish Times discloses.

James Doherty SC, for liquidators Kieran Wallace and
Eamonn Richardson of KPMG, said they want to pay out funds to the
concession holders as soon as possible as there were some 50
businesses without those funds since June, The Irish Times
relates.

Mr. Justice Tony O'Connor, as cited by The Irish Times, said the
liquidators' application for directions to further progress
matters in the liquidation, plus the LS Catering proceedings,
could be mentioned at the High Court on Dec. 4 with a view to
getting a date for hearing before Dec. 21.

OCS went into liquidation and some 440 jobs were lost when Clerys
was bought by the Natrium consortium led by D2 developer Deirdre
Foley last June, The Irish Times recounts.

The liquidators now want directions from the court as to whether
the concession holders have a valid trust claim to funds held in
the bank account of OCS Operations, in cash, or in credit card
receipts at the date of the liquidation, The Irish Times
discloses.  They also want directions concerning the entitlement
of the liquidators to deduct contractual commissions from the
funds, The Irish Times notes.


* IRELAND: Fewer Construction Firms in Northern Ireland Go Bust
---------------------------------------------------------------
Margaret Canning at Belfast Telegraph reports that insolvency body
R3 said the number of building companies at risk of going under
had fallen every month bar one since May this year.

At present, just under 33% of building companies here are at risk
of going out of business, the report says.

But in a reflection of the slow pace of economic recovery in
Northern Ireland -- relative to other UK regions -- companies here
still have the highest percentage risk of the entire UK, Belfast
Telegraph relates.  And the level of risk is going up in other
parts of the UK, a spokesman for R3 added, Belfast Telegraphr
relays.

"The latest results are reason for cautious optimism . . . while
Northern Ireland has marginally the highest insolvency risk for
this sector in the UK, the gradual drop in recent months is
welcome," the report quotes Michael Neill, an insolvency
specialist at law firm A&L Goodbody in Belfast and chairman of R3,
as saying.  "The sector tends to be a reflection of the wider
economic landscape, so this increasing financial stability is a
positive sign."

But he claimed the sector still faced plenty of challenges and
added: "Late payment, in particular, tends to be a big problem in
the construction industry and can put unnecessary stress on the
cash flow of a business, Belfast Telegraph relates.

"The practice also has detrimental knock-on effects down the whole
supply chain."

Delays or problems with projects often multiplied and led to
"serious financial problems," Mr. Neill, as cited by Belfast
Telegraph, warned.

Belfast Telegraph says construction companies in Northern Ireland
have been reporting improved conditions in recent months.

Belfast Telegraph relates that the latest construction bulletin
from the Northern Ireland Statistics and Research Agency indicated
the total volume of construction output carried out here in the
first quarter of 2015 increased by 6.5% compared to the previous
quarter.

It was also 13.8% higher when compared to the same period last
year, the report states.



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


VILLA TIBERIA: Receiver Sets Sale Bid Deadline for Early December
-----------------------------------------------------------------
Prof. Alessandro Musaio, the Official Receiver of Villa Tibera
S.r.l, under Extraordinary Administration, calls all those parties
interested in purchasing the Villa Tiberia Business Unit to submit
by 6:00 p.m. (Italian time) on the fifteenth day from November 25,
2015, the date of the notice, their non-binding Expression of
Interest, drawn up in written form in Italian, in two originals,
each accompanied by copies of the documents specified in the
Regulations, in Italian, in a closed envelope to be delivered by
hand or to be sent by registered mail with return receipt or by
courier, bearing on the outside, in addition to the party's
company name and the reference "CONFIDENTIAL", the wording
"Expression of Interest in the Villa Tiberia Business Unit"
addressed to:

      The Official Receiver of Villa Tiberia S.r.l.
      Attn: E.A. Prof. Alessandro Musaio
      The office of Notary Luca Amato, in Via Po 25/A, 00198, Rome
      (Office hours: Monday to Friday from 9:00 a.m. to 1:00 p.m.
                     and from 3:00 P.M. to 6:30 p.m.).

It should be noted that, for the sake of compliance with the
deadline for the submission of the Expression of Interest, the
date considered valid shall be the receipt date.

On October 8, 2014, by decree of the Court of Rome, Villa Tiberia
S.r.l. was admitted to the Extraordinary Administration procedure
and, by decree dated October 22, 2014, the Ministry of Economic
Development appointed the Official Receiver.

On March 13, 2015, the Ministry of Economic Development authorized
the execution of the program under articles 54 et seq. of the
Prodi bis, and the regulations of the procedure for the disposal
of the business unit owned by Villa Tiberia under E.A.

For any other information, reference should be made to the
provisions of the Regulations, available at
www.casacuravillatiberia.it



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


BREEZE FINANCE: S&P Affirms 'B-' Issue Rating on Class A Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' issue rating
on the class A notes issued by Breeze Finance S.A. (Breeze Three).
The outlook is stable.  The recovery rating remains unchanged at
'3' reflecting recovery prospects in the higher half of the 50%-
70% range.

S&P also affirmed its 'D' issue rating on Breeze Three's class B
notes.  The '6' recovery rating on the notes indicates S&P's
expectation of negligible recovery prospects in the 0%-10% range.

Prior to the affirmation, S&P lowered its issue ratings on Breeze
Three's class A notes, initially guaranteed by MBIA U.K.
Insurance, to 'B-' from 'BB', to correct an administrative error
made on Nov. 24, 2015.

The affirmations follow S&P's review of the recent performance of
Breeze Three.  The project continues to report declining net
energy production, which, in conjunction with higher repair and
maintenance costs, is eroding the project's financial performance
and resulting in a weak annual debt service coverage ratio for
2014 of 1.06x, a new low.

The class B bond debt service continues to be partially deferred.

Prior to the rating actions, S&P lowered the rating on the class A
notes to 'B-' to correct an administrative error made on Nov. 24,
2015.  The notes were initially guaranteed by MBIA.  Since Dec. 3,
2014, MBIA's rights and obligations under the transaction
documents have been terminated, and MBIA no longer provides a
guarantee for the class A notes.  The 'B-' rating on the class A
notes reflects the project's operations phase stand-alone credit
profile (SACP).

Operations Phase

S&P assesses the operations phase SACP at 'b-'.  The key elements
S&P uses to derive this assessment are:

   -- The project is exposed to wind resource risk and higher-
      than-forecast repair and maintenance costs, as only 50% of
      the turbine portfolio benefits from a long-term, fixed-
      price maintenance contract.

   -- Wind supply has been below historical averages over the
      past few years.  In addition, annual wind volatility has
      varied significantly.

   -- Breeze Three is also exposed to market price risk.  In the
      French regulatory system, the off-take period runs for 20
      years.  However, the fixed, guaranteed off-take price runs
      only for 15 years and is related to a reference yield.  The
      project managers must negotiate the off-take price for
      16-20 years with the off-taker, which exposes wind farm
      operators to market price risk during 16-20years.  However,
      this risk is relatively low, as the French wind farms
      represent only 8% of the installed capacity per megawatt.

   -- Because of the lack of visibility on the long-term
      forecast, S&P bases its analysis of the operations phase on
      a liquidity analysis, which reflects the downside scenario
      rather than S&P's base case due to Breeze Three's cash flow
      volatility.  Under the downside scenario, the project would
      default soon after the first year if the these conditions
      prevailed.

Modifiers

The project is exposed to a structural weakness, as replenishment
of the senior debt service reserve account (DSRA) is subordinated
to payment of the class B debt, including repayment of deferred
principal and interest.  S&P forecasts that Breeze Three will
continue to at least partially defer coupon on the class B notes
for the remainder of the term of these notes.  Therefore, any
withdrawals made from the DSRA are unlikely to be replenished.

Liquidity

The project currently has EUR13.0 million in the class A DSRA.

In 2014, EUR1 million was drawn under the class A notes' DSRA to
meet debt service, leaving a current balance on the DSRA of EUR13
million, which is below the target balance.  The class B notes'
DSRA is fully depleted.

The stable outlook on the class A notes reflects that S&P do not
foresee a default under its base-case scenario, although S&P
considers that a further deterioration of the class A notes' DSRA
is likely in the future.

S&P views a positive rating action as unlikely because of the
project's weak transaction structure assessment and S&P's view of
its likely reliance on the senior DSRA to meet its senior debt
service payment.

S&P could lower the rating on the class A notes if the operating
performance of the project or the liquidity deteriorates,
resulting in Breeze Three drawing more on the class A notes' DSRA
than S&P currently anticipates and increasing the likelihood of
nonpayment on the class A debt.


CRC BREEZE: S&P Affirms 'B-' Rating on Class A Notes
----------------------------------------------------
Standard & Poor's affirmed its 'B-' rating on the class A notes
and the 'D' rating on the class B notes issued by CRC Breeze
Finance S.A. (Breeze Two).  At the same time, S&P has revised the
recovery rating on the class A notes to '4' from '3', reflecting
recovery prospects in the higher half of the 30%-50% range.  The
outlook is stable.

The affirmation follows S&P's review of the recent performance of
Breeze Two, which has registered weak debt service coverage ratios
in its most recent debt service payments, especially in Nov. 2014,
(1.00x) and May 2015 (1.03x).  The weak ratios are caused by the
company's low net energy production, which continues to be below
the forecast revenues, and higher repair and maintenance expenses.

In June 2015, Theolia S.A. exercised a put option over 70% of
Breeze Two's class C bonds.  The put returned the bonds and
separate control rights relating to the appointment of the German
and French borrowers' management to funds advised by
Christofferson Robb and Company, LLC.  Breeze Two has appointed
wpd windmanager AG as the new service provider to replace Theolia
in the role of day-to-day top-level management of the Breeze
portfolio.  S&P understands that the strategy of the new
management will be to simplify operation and maintenance layers
and optimize technical and commercial management incentives.

According to the financing agreement, the repayment of the B notes
is deferrable until their maturity, which will take place in May
2016.  S&P understands that, according to the contractual
documents, the deferred amounts on the B notes can continue to
defer for the remaining life of the transaction (2026) without
triggering a contractual default.

The project's stand-alone credit profile (SACP) is at the same
level as the operations phase SACP.

Operations Phase

S&P assesses the SACP of the operations phase as 'b-'.  The key
elements S&P used to derive this assessment are:

   -- The project is exposed to wind resource risk and higher-
      than-forecast repair and maintenance costs, as only 53% of
      the turbine portfolio benefits from a long-term, fixed-
      price maintenance contract.

   -- Wind supply has been below historical averages over the
      past few years.  In addition, annual wind volatility has
      varied significantly.

   -- Breeze Two is also exposed to market price risk.  In the
      French regulatory system, the off-take period runs for 20
      years.  However, the fixed, guaranteed off-take price runs
      only for 15 years and is related to a reference yield.  The
      project managers must negotiate the off-take price for
      16-20 years with the off-taker, which exposes wind farm
      operators to market price risk during 16-20 years.
      However, this risk is relatively low, as the French wind
      farms represent only 8% of the installed capacity per
      megawatt.

   -- Because of the lack of visibility on the long-term
      forecast, S&P bases its analysis of the operations phase on
      a liquidity analysis, which reflects the downside scenario
      rather than S&P's base case due to Breeze Two's cash flow
      volatility.  Under the downside scenario, the project would
      default soon after the first year if the downside
      conditions prevailed.

Modifiers

The project is exposed to a structural weakness, as replenishment
of the senior debt service reserve account (DSRA) is subordinated
to payment of the class B debt, including repayment of deferred
principal and interest.  S&P forecasts that Breeze Two will
continue to at least partially defer coupon on the class B notes
for the remainder of the term of these notes, and therefore any
withdrawals made from the DSRA are unlikely to be replenished.

The project currently has EUR10.9 million in the class A DSRA and
EUR400,000 in the repair reserve accounts.  The project has not
used the class A DSRA since November 2009, when it drew EUR2.2
million (or about 18% of the original DSRA amount) to fully fund
the scheduled class A debt service.  Because the class A DSRA is
replenished only after the normal and deferred debt service of the
class B notes -- according to the transaction
documentation -- S&P estimates that the class A DSRA is unlikely
to be fully funded until debt maturity.  The class B DSRA is fully
depleted.  S&P therefore assess liquidity as less than adequate.

The stable outlook on the class A notes reflects that S&P do not
foresee a default under its base-case scenario, although it
considers that a further deterioration of the class A notes' DSRA
is likely in the future.

S&P views a positive rating action as unlikely because of the
project's weak transaction structure assessment and S&P's view of
its likely reliance on the senior DSRA to meet its senior debt
service payment.

S&P could lower the rating on the class A notes if the operating
performance of the project or the liquidity deteriorates,
resulting in Breeze Finance drawing more on the class A notes'
DSRA than S&P currently anticipates.


FLINT GROUP: S&P Affirms 'B+' CCR & Revises Outlook to Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services revised to negative from stable
its outlook on the long-term corporate credit rating on
Luxembourg-headquartered ink and print consumables provider Flint.
At the same time, S&P affirmed the 'B+' rating.

S&P assigned its 'B+' issue rating and '3' recovery rating to the
first-lien debt, including the proposed additional term loan.  The
'3' recovery rating indicates S&P's expectation of meaningful
recovery in the event of a payment default (at the lower end of
the 50%-70% range).  S&P also affirmed its 'B-' issue rating and
'6' recovery rating on the second-lien debt, indicating its
expectation of negligible recovery (0%-90%).

The outlook revision reflects S&P's opinion that Flint's
relatively high gross debt will not reduce following its
announcement of the Xeikon acquisition.  S&P thinks deleveraging
will take longer than it had initially anticipated, as free
operating cash flow (FOCF) generated in recent years has been (and
is being) spent solely on acquisitions.  At the same time, the
rating affirmation reflects S&P's view that Flint's leverage and
interest coverage ratios will only marginally deteriorate.

S&P views Xeikon as a strategically good fit for Flint's packaging
business and supportive of S&P's "fair" assessment of Flint's
business risk.  This reflects its strong digital product offering,
comprising equipment, consumables, and services, its good
profitability and market positions, and the potential to leverage
its existing customer base and routes-to-market.

S&P forecasts adjusted debt to EBITDA to deteriorate to 5.8x on
the closing of the acquisition, expected for end-2015.  This is
based on EUR2 billion of adjusted debt, up from EUR1.8 billion at
end-2014 and about EUR348 million EBITDA, including a pro forma
EUR36 million EBITDA contribution from Xeikon and from a smaller
(EUR26 million) acquisition in South Africa (which closed end-
September).

Flint reported EUR235 million EBITDA for the first nine months of
2015, which is in line with its budget and closer to 6% below
budget on a constant foreign-exchange basis, given about 30% of
sales are generated in U.S. dollars.  As only about EUR39 million
of FOCF was generated by end-September, S&P believes Flint will
likely fall short of the EUR90 million-EUR100 million FOCF S&P
previously factored into the rating.

S&P's base case assumes:

   -- About EUR2.4 billion of sales and EUR348 million adjusted
      EBITDA pro-forma Xeikon and a recently completed EUR26
      million acquisition in South Africa.

   -- Adjusted funds from operations (FFO) of about EUR200
      million.

   -- EUR47 million capex.

   -- EUR228 million purchase price plus fees for Xeikon on top
      of the EUR26 million acquisition that close in Sept.

Based on these assumptions, S&P arrives at these credit measures
at end-2015:

   -- Adjusted debt of about EUR2 billion.
   -- Adjusted debt to EBITDA of 5.8x.
   -- FFO cash interest cover of 3x.

The negative outlook reflects S&P's view of the risk that Flint's
leverage may not reduce as quickly as S&P had initially factored
into the rating (5.5x) because it spends most of its FOCF on
acquisitions.  Post-acquisition of Xeikon, Flint's adjusted debt
to EBITDA leverage may increase to about 5.8x by end-2015.  In
addition, S&P also sees a risk that FOCF could be below the EUR90
million-EUR100 million per year S&P had factored into its initial
base case.

S&P could lower the rating if free cash flow in 2015-2016 was
materially lower than the annual EUR90 million-EUR100 million S&P
had previously factored in on a recurring basis; or if S&P did not
see a sufficiently clear deleveraging trend to 5.5x and below.

This could occur, for instance, if there is an unexpected abrupt
or higher-than-anticipated decline in print media volumes, without
management taking any offsetting cost-focused actions.  S&P might
also consider a downgrade if gross debt was not reduced over the
coming years, for example, if FOCF was spent solely on
acquisitions.

An outlook revision to stable would require adjusted debt to
EBITDA being in line with 5.5x in 2016, and FFO cash interest
coverage of 2.5x?3.0x -- which S&P views as commensurate with the
rating -- and solid FOCF generation of EUR90 million-EUR100
million per year.



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


DUCHESS VII CLO: Moody's Raises Rating on Class E Notes to Ba1
--------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings on these notes issued by Duchess VII CLO B.V.:

  EUR35 mil. Class B Second Priority Deferrable Secured Floating
   Rate Notes due 2023, Upgraded to Aaa (sf); previously on
   Feb. 25, 2015, Upgraded to Aa1 (sf)

  EUR25 mil. Class C Third Priority Deferrable Secured Floating
   Rate Notes due 2023, Upgraded to Aa1 (sf); previously on
   Feb. 25, 2015, Upgraded to A1 (sf)

  EUR32.5 mil. Class D Fourth Priority Deferrable Secured
   Floating Rate Notes due 2023, Upgraded to Baa1 (sf);
   previously on Feb. 25, 2015, Upgraded to Baa3 (sf)

  EUR15 mil. Class E Fifth Priority Deferrable Secured Floating
   Rate Notes due 2023, Upgraded to Ba1 (sf); previously on
   Feb. 25, 2015, Affirmed B1 (sf)

  EUR10 mil. Class O Combination Notes due 2023, Upgraded to
   Aa1 (sf); previously on Feb. 25, 2015, Upgraded to Aa3 (sf)

Moody's also affirmed the ratings on these notes issued by Duchess
VII CLO B.V.:

  EUR190 mil. (current balance of EUR76.6 mil.) Class A-1 First
   Priority Senior Secured Floating Rate Notes due 2023, Affirmed
   Aaa (sf); previously on Feb. 25, 2015, Affirmed Aaa (sf)

  EUR150 mil. (current balance of EUR94.2 mil.) First Priority
   Senior Secured Floating Rate Variable Funding Notes due 2023,
   Affirmed Aaa (sf); previously on Feb. 25, 2015, Affirmed
   Aaa (sf)

Duchess VII CLO B.V., issued in Dec. 2006, is a collateralized
Loan Obligation backed by a portfolio of mostly high-yield senior
secured European loans.  The portfolio is managed by Babson
Capital Management (UK) Limited (formerly known as Babson Capital
Europe Limited).  This transaction's reinvestment ended in
Nov. 2013.

RATINGS RATIONALE

The rating actions on the notes are primarily a result of the
significant amount of deleveraging of Class A-1 and the Variable
Funding Notes since the last rating action in February 2015.

The Class A-1 and the Variable Funding Notes have paid down by
approximately EUR51.0 million since the last rating action in
Feb. 2015.  As a result of the deleveraging, over-
collateralization has increased.  As of the trustee's Oct. 2015,
report, the Class A, Class B, Class C, Class D and Class E OC
ratios are 178.59%, 148.21%, 132.16%, 115.85% and 109.60%
respectively, versus December 2014 levels of 157.65%, 137.03%,
125.32%, 112.8% and 107.8%.  In addition, EUR41.8 million of cash
is available to be paid on the next payment date in Dec. 2015.

The rating on the combination notes address the repayment of the
rated balance on or before the legal final maturity.  For the
Class O, the rated balance at any time is equal to the principal
amount of the combination note on the issue date minus the sum of
all payments made from the issue date to such date, of either
interest or principal.  The rated balance will not necessarily
correspond to the outstanding notional amount reported by the
trustee.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR240.2 million
and GBP49.2 million, defaulted par of EUR1.3 million, a weighted
average default probability of 21.96% (consistent with a WARF of
3,124), a weighted average recovery rate upon default of 46.78%
for a Aaa liability target rating, a diversity score of 33 and a
weighted average spread of 4.01%.  The GBP-denominated liabilities
are naturally hedged by the GBP assets.

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 Sept. 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 assumed a lower weighted average recovery rate in the
portfolio.  Moody's ran a model in which it reduced the weighted
average recovery rate by 5%; the model generated outputs were
within two notches of the base-case result.

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

Additional uncertainty about performance is due to:

  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.

  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.  Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices.  Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

  Foreign currency exposure: The deal has a significant exposure
to non-EUR denominated assets.  Volatility in foreign exchange
rates will have a direct impact on interest and principal proceeds
available to the transaction, which can affect the expected loss
of rated tranches.

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


GREEN PARK: Moody's Raises Rating on Class E Notes to Ba1
---------------------------------------------------------
Moody's Investors Service announced that it has taken rating
actions on these classes of notes issued by Green Park CDO B.V.:

  EUR321.9 mil. (current outstanding balance of EUR70.1M) Class A
   Senior Secured Floating Rate Notes due 2023, Affirmed
   Aaa (sf); previously on Jan. 9, 2015, Affirmed Aaa (sf)

  EUR24.5 mil. Class B Senior Secured Floating Rate Notes due
   2023, Affirmed Aaa (sf); previously on Jan. 9, 2015, Upgraded
   to Aaa (sf)

  EUR27.8 mil. Class C Senior Secured Floating Rate Notes due
   2023, Upgraded to Aaa (sf); previously on Jan. 9, 2015,
   Upgraded to Aa2 (sf)

  EUR28.7 mil. Class D Senior Secured Floating Rate Notes due
   2023, Upgraded to A2 (sf); previously on Jan. 9, 2015,
   Upgraded to Baa1 (sf)

  EUR14.6 mil. Class E Senior Secured Floating Rate Notes due
   2023, Upgraded to Ba1 (sf); previously on Jan. 9, 2015,
   Upgraded to Ba3 (sf)

  EUR7 mil. Class T Combination Notes due 2023, Upgraded to
   Aa3 (sf); previously on Jan 9, 2015 Upgraded to A2 (sf)

  EUR14 mil. Class V Combination Notes due 2023, Upgraded to
   A3 (sf); previously on Jan. 9, 2015, Affirmed Baa1 (sf)

Green Park CDO B.V., issued in December 2006, is a Collateralised
Loan Obligation backed by a portfolio of mostly high yield
European senior secured loans managed by Blackstone Debt Advisors
L.P.  This transaction's reinvestment period ended in March 2013.

RATINGS RATIONALE

The upgrades of the notes are primarily the result of deleveraging
since the last two payment dates in March 2015 and Sept. 2015.

Class A notes have paid down EUR 76 million (24% of initial
balance) resulting in significant increases in over-
collateralization levels.  As of the November 2015 trustee report,
the Class B, C, D and E overcollateralization ratios are reported
at 196.85%, 152.13%, 123.23% and 112.37% respectively compared
with 150.55%, 129.45%, 113.09% and 106.25% in March 2015.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
EUR pool with performing par and principal proceeds balance of
EUR185.3 million, a defaulted par of EUR4.7 million, a weighted
average default probability of 15.15% (consistent with a WARF of
2197 over a weighted average life of 4.67 years), a weighted
average recovery rate upon default of 45.04% for a Aaa liability
target rating, a diversity score of 20 and a weighted average
spread of 3.3%.

The ratings of the Combination Notes address the repayment of the
Rated Balance on or before the legal final maturity.  For Classes
T and V, the 'Rated Balance' is equal at any time to the principal
amount of the Combination Note on the Issue Date increased by the
Rated Coupon of 0.25% and 1.5% per annum respectively, accrued on
the Rated Balance on the preceding payment date minus the
aggregate of all payments made from the Issue Date to such date,
either through interest or principal payments.  The Rated Balances
may not necessarily correspond to the outstanding notional amounts
reported by the trustee.

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.  Moody's generally applies recovery rates
for CLO securities as published in "Moody's Approach to Rating SF
CDOs".  In some cases, alternative recovery assumptions may be
considered based on the specifics of the analysis of the CLO
transaction.  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 assumed a lower weighted average recovery rate in the
portfolio.  Moody's ran a model in which it reduced the weighted
average recovery rate by 5%; the model generated outputs that were
unchanged for classes A,B,C and E but within one notch of the
base-case results for class D.

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

Additional uncertainty about performance is due to:

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

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

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



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


BANK SMOLEVICH: Bank of Russia Ends Provisional Administration
--------------------------------------------------------------
The Bank of Russia took a decision on Nov. 27, 2015, via Order No.
OD-3374 to terminate as of November 30, 2015, the activity of the
provisional administration of Public Joint-Stock Company
Commercial Bank Smolevich.

The Bank of Russia via Order No. OD-2372 dated September 8, 2015,
ruled on the appointment of the provisional administration to
manage PJSC Commercial Bank Smolevich.

By virtue of a Nov. 18, 2015 ruling, the Court of Arbitration
recognized the insolvency of PJSC Commercial Bank Smolevich and
appointed a receiver for it.


NOTA BANK: Moody's Lowers National Scale Deposit Rating to C.ru
---------------------------------------------------------------
Moody's Interfax Rating Agency (MIRA) has downgraded to C.ru from
Caa3.ru the national scale long-term deposit rating (NSR) of Nota
Bank.  The NSR carries no specific outlook.

Moody's Interfax will withdraw the bank's ratings following the
withdrawal of its banking license by the Central Bank of Russia
(CBR).

This rating action concludes the review for downgrade placed on
Nota Bank's ratings in October 2015 and follows an announcement by
the Central Bank of Russia (CBR) on Nov. 24, 2015 that it had
revoked Nota Bank's banking license.

RATINGS RATIONALE

The rating action and Moody's Interfax subsequent ratings
withdrawal follow the Central Bank of Russia's announcement on
Nov. 24, 2015, that it had revoked Nota Bank's banking license, as
a result of the entity's violation of state laws on banking
activity, its capital shortfall and its inability to meet
creditors' claims.

The downgrade of Nota Bank's ratings reflects Moody's Interfax
expectations of heavy losses that the bank's creditors are likely
to incur as a result of liquidation, given (1) the bank's poor
asset quality; (2) capital shortfall; and (3) historical recovery
data for similar cases in Russia, when banks' licences have been
revoked.

PRINCIPAL METHODOLOGY

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

Headquartered in Moscow, Russia, Nota Bank reported total assets
of RUB85.7 billion and net profit of RUB589.5 million under
unaudited IFRS on June 30, 2015.


NOTA BANK: Moody's Lowers Deposit & Debt Ratings to 'C'
------------------------------------------------------
Moody's Investors Service has downgraded Nota Bank's long-term
global, local and foreign-currency deposit and senior unsecured
debt ratings to C from Caa3, the bank's baseline credit assessment
(BCA) and adjusted BCA to c from ca.  The rating agency also
affirmed the bank's Not-Prime short-term local and foreign
currency deposit ratings.

Moody's also downgraded the bank's long-term Counterparty Risk
Assessment (CR Assessment) to C(cr) from Caa2(cr) and affirmed the
bank's short-term CR Assessment of Not-Prime(cr).

Moody's will withdraw all the bank's ratings following the
withdrawal of its banking license by the Central Bank of Russia
(CBR).

This rating action concludes the review for downgrade placed on
Nota Bank's ratings in October 2015 and follows CBR's Nov. 24,
2015 announcement that it had revoked Nota Bank's banking license.

RATINGS RATIONALE

The rating action and Moody's subsequent ratings withdrawal follow
the CBR's announcement on Nov. 24, 2015, that it had revoked Nota
Bank's banking license, as a result of the entity's violation of
state laws on banking activity, its capital shortfall and its
inability to meet creditors' claims.

The downgrade of Nota Bank's ratings reflects Moody's expectations
of heavy losses that the bank's creditors are likely to incur as a
result of liquidation, given (1) the bank's poor asset quality;
(2) capital shortfall; and (3) historical recovery data for
similar cases in Russia, when banks' licenses have been revoked.

PRINCIPAL METHODOLOGY

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

Headquartered in Moscow, Russia, Nota Bank reported total assets
of RUB85.7 billion and net profit of RUB589.5 million under
unaudited IFRS on June 30, 2015.


NOTA BANK: S&P Revises Counterparty Credit Ratings to 'D'
---------------------------------------------------------
Standard & Poor's Ratings Services said that it had revised its
long- and short-term counterparty credit ratings on Russia-based
Nota Bank to 'D' (default) from 'R' (under regulatory
supervision).

The ratings were subsequently withdrawn due to lack of
information.

The rating actions follow the Central Bank of Russia (CBR)'s
revocation of Nota Bank's banking license on Nov. 24, 2015.  S&P
lowered the ratings to 'R' on Oct. 14, 2015, after Nota Bank was
put under regulatory supervision due to the regulator's view that
the bank was unable to continue its operations.  S&P understands
that following the banking license withdrawal, the CBR will start
the process of settling Nota Bank's obligations to creditors in
accordance with bankruptcy law.

In S&P's view, the regulator's latest action means that Nota Bank
is currently unable to fulfill its obligations to its
counterparties according to the terms of the respective
agreements, which constitutes a default according to S&P's rating
definitions.

S&P has therefore withdrawn its ratings on Nota Bank, due to these
factors and because S&P has insufficient reliable information to
analyze the bank's creditworthiness.


UTAIR: Court Approves Amicable Agreement with BFA Bank
------------------------------------------------------
PRIME reports that the Thirteenth Arbitration Court of Appeals has
approved an amicable agreement between Russian airline UTair and
BFA Bank on a RUB603 million debt suit.

The bank demanded redemption of debt under a credit line agreement
signed in 2013, PRIME discloses.  In February, the Arbitration
Court of St. Petersburg and the Leningrad Region satisfied the
bank's claim, but the Thirteenth Arbitration Court of Appeals
voided the lower court's decision and suspended proceedings on the
case due to the amicable deal between the airline and the bank,
PRIME relates.

On Nov. 23, The Arbitration Court of the Khanty?Mansi Autonomous
District cancelled proceedings on a bankruptcy case against UTair
as the last claimant, Tatfondbank, had withdrawn from it, PRIME
recounts.

UTair's total debt amounted to RUR167 billion as of mid-December
2014, PRIME notes.  The airline, PRIME says, is now holding
restructuring talks with all its creditors.

According to PRIME, a representative of the airline said Nov. 10
that the restructuring deal may be reached with Rosbank and other
creditors until Dec. 25.

UTair is an airline with its head office at Khanty-Mansiysk
Airport in Russia.  It operates scheduled domestic and some
international passenger services, scheduled helicopter services
(e.g. from Surgut) plus extensive charter flights with fixed-wing
aircraft and helicopters in support of the oil and gas industry
across Western Siberia.


* Russian Regions to Face Fiscal Pressure in 2016, Moody's Says
---------------------------------------------------------------
Russian regions' debt levels will likely increase by an additional
4-6% of total revenues in 2016, as revenue growth will remain
limited amid a challenging economic environment while regions are
unable to meet revenue shortfall via spending adjustments, says
Moody's Investors Service in its 2016 Russian Regions Outlook,
published.

"The economic contraction in Russia limits federal financing and
will continue to put pressure on regions' revenues.  Lower growth
in tax proceeds means that regions' revenue growth is unlikely to
keep up with expenditure increases in 2016," says Vladlen
Kuznetsov, a VP-Senior Analyst at Moody's.

"We expect that rising expenditure will cause Russian regions'
aggregate financing deficit to grow to 5-7% of total revenues in
2016, an increase of 8-12% compared with 2015.  There is
diminished flexibility to make spending cuts, as operating
expenses generally have limited flexibility while the majority of
investments have been earmarked for required social infrastructure
projects."

Moody's estimates that the regions' aggregate operating
expenditure will increase at a rate of 2-4% in 2016.

These challenges will likely widen the gap between fiscally
stronger and weaker regions.  Stronger regions are expected to see
manageable debt growth, whereas weaker regions will likely
experience more rapid growth in debt and interest costs.

In general, debt affordability remains adequate, but is
deteriorating, says Moody's, noting that interest costs will rise
as regions refinance at higher rates, but will not exceed 3% of
own-source revenues.

In addition, soft loans provided by the central government will
help ease refinancing risks.  The share of soft loans as a
proportion of total net debt is rising.

Moody's expects that federal financing will not increase
materially and will be more focused on weaker regions. State banks
will also continue to provide funding, but this tends to come with
a much higher cost than soft loans.

A significant share of soft loans extended in 2014 and 2015 were
designed to help regions refinance a significant part of their
costly market borrowing.  In addition, some government loans due
to be repaid in 2015 were restructured, deferring repayments until
2025.



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


ABENGOA SA: Creditor Banks Ask KPMG to Assess Liquidity Needs
-------------------------------------------------------------
Macarena Munoz Montijano and Rodrigo Orihuela at Bloomberg News
report that a group of seven banks including Banco Santander SA
and HSBC Holdings Plc have asked KPMG to map out Abengoa SA's
jumbled pile of debt as well as its liquidity needs.

According to Bloomberg, three people familiar with the matter said
officials from the banks met with representatives from their
appointed adviser KPMG and law firm Uria Menendez on Nov. 30 and
discussed the financial situation of the company until well into
the night at KPMG's offices in Madrid.

The people, as cited by Bloomberg, said the other banks that took
part in the meeting on Nov. 30 were Banco de Sabadell SA, Banco
Popular Espanol SA, Bankia SA, CaixaBank SA, and Credit Agricole
CIB.

As reported by the Troubled Company Reporter-Europe on Nov. 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.

Abengoa SA is a Spanish renewable-energy company.


                        *       *       *

As reported by the Troubled Company Reporter-Europe on Dec. 1,
2015, Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Spanish engineering and construction
company Abengoa S.A. to 'CCC-' from 'B+'.  The outlook is
negative.


ABENGOA SA: Minority Shareholders Mull Suit Following Insolvency
----------------------------------------------------------------
Jose Elias Rodriguez at Reuters reports that Abengoa SA faces a
civil lawsuit after shareholders accused the indebted company of
keeping them in the dark when it last week initiated insolvency
proceedings.

Javier Cremades, the lawyer of the Spanish association of minority
shareholders (AEMEC), said AEMEC wants compensation for losses
incurred by small shareholders after Abengoa's share price
plummeted just before and after the insolvency proceedings were
initiated, Reuters relates.

According to Reuters, Mr. Cremades also said minority shareholders
in Abengoa could also pursue criminal charges.

Abengoa has so far declared EUR9 billion of debt, but a source
familiar with the company's finances told Reuters in September
that creditors had a total financial exposure to the company of
EUR20.2 billion.

Abengoa SA is a Spanish renewable-energy company.

                        *       *       *

As reported by the Troubled Company Reporter-Europe on Dec. 1,
2015, Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on Spanish engineering and construction
company Abengoa S.A. to 'CCC-' from 'B+'.  S&P said the outlook is
negative.


ABENGOA SA: Fitch Says Fallout Adds to EU HY Market's Sensitivity
-----------------------------------------------------------------
Fitch Ratings said in a new report that European high yield (EHY)
exhibits characteristics of entering a late stage in the credit
cycle. Despite asset quality and a policy environment that
compares favorably to the US high-yield market -- where sectors
affected by the commodity price declines and rate rise
expectations portend an increase in defaults and marked-to-market
losses -- the EHY market has for some time concealed long-standing
risk factors. Monetary easing and the consequent "search-for-
yield" anchored low default rates, attracted fund in-flows and
contributed to pro-cyclical refinancing activity as coupons
declined and terms eased in favour of issuers.

The shock announcement from Spanish renewables and infrastructure
group Abengoa SA ('CC') highlighted longstanding investor concerns
over structural complexity, weak European corporate governance and
the potential fallout from slowing global growth and emerging
market volatility. Compounding the uncertainty over Abengoa, and
its broader impact on the EHY market, are untested jurisdictional
frameworks and cross-border enforcement mechanisms.

In its latest quarterly European High-Yield Insight report, Fitch
says that premia on eurozone peripheral credits may rise following
losses from Abengoa, while risks are growing for credits in
sectors exposed to currency, commodity price and emerging market
volatility.

Investors will increasingly emphasize credit selection to avoid
losses. However, benign asset credit quality, with more than 60%
of total instrument volumes rated 'BB', and expected enhancements
in policy rate support from the European Central Bank's (ECB)
quantitative easing (QE) program, support a low default rate
outlook for EHY over the medium-term. Even if Abengoa were to
default in the near-term, the trailing 12-month default rate is
likely to remain below 1% in 2016 -- well under the long-term
average.

Relative asset quality and policy support notwithstanding, the
continuation of weak economic growth and lack of pricing power
limits corporate profit generation and may translate into
outstanding credits relying on favorable capital market conditions
well into the future. Ongoing volatility in 2016 will reflect the
tension between investors' heightened sensitivity to potential
market losses and faith in the ECB's QE program to mitigate any
risk of sustained outflows.

Market volatility is likely to be a headwind to issuance in 2016,
with volumes expected to be 10%-20% lower, as the post-crisis
'bank-to-bond' issuance trend diminishes, and as issuers exhibit a
reduced propensity to refinance callable bonds. M&A and issuance
from foreign corporates will provide some support; however, the
primary market will rely mostly on fallen angel 'BB' issuers
refinancing maturing debt.

M&A-related issuance rose in 10M15, and the potential for 2016 is
favorable as low growth prospects and low yields encourage
companies to defend market share and boost returns through
acquisitions.

EHY has demonstrated greater resilience to periods of risk
aversion since 2012, notably during periods of net investor
outflows, due to its increasing diversity by sector, region and
risk profile, and market trust in policy support. However,
divergent policy expectations, particularly between the US and the
eurozone, introduce new concerns over global market volatility and
its medium-term impact on the asset class.


BANCAJA 10: S&P Lowers Rating on Class B Notes to CCCC
------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions in:

   -- Bancaja 5 Fondo de Titulizacion de Activos;

   -- Bancaja 6 Fondo de Titulizacion de Activos;

   -- Bancaja 7 Fondo de Titulizacion de Activos; and

   -- Bancaja 10, Fondo de Titulizacion de Activos.

Specifically, S&P has:

   -- Raised and removed from CreditWatch negative its ratings on
      the class A notes in Bancaja 5, the class A2 and B notes in
      Bancaja 6, the class A2 notes in Bancaja 7, and the class
      A2 and A3 notes in Bancaja 10;

   -- Raised and removed from CreditWatch positive its ratings on
      the class B notes in Bancaja 5 and the class C notes in
      Bancaja 6;

   -- Affirmed and removed from CreditWatch negative its rating
      on the class B notes in Bancaja 7;

   -- Affirmed S&P's rating on the class C notes in Bancaja 5;
      and

   -- Lowered S&P's rating on the class B notes in Bancaja 10.

On June 9, 2015, S&P lowered its ratings on Barclays Bank PLC
(Madrid Branch), the transaction account provider and paying agent
in Bancaja 5, 6, 7, and 10.

On Aug. 18, 2015, S&P placed on CreditWatch negative its ratings
on Bancaja 5's class A notes, Bancaja 6's class A2 and B notes,
Bancaja 7's class A2 and B notes, and Bancaja 10's class A2 and A3
notes, because the counterparty plays a material role in
supporting S&P's ratings in the transactions.  S&P's current
counterparty criteria classify Barclays Bank, as transaction
account provider, as providing "bank account (limited)" support to
the transaction.  Under the documentation, Barclays Bank had to
take remedy action in line with S&P's current counterparty
criteria on the loss of a 'A-1' short-term issuer credit rating
(ICR).

Citibank International Ltd. (Madrid Branch) has replaced Barclays
Bank role as the transaction account provider.  At the same time,
BNP Paribas Securities Services (Madrid Branch) (A+/Negative/A-1)
has replaced Barclays Bank as the paying agent.

Citibank International (Madrid) does not have a Standard & Poor's
rating.  Therefore, in accordance with S&P's bank branch criteria,
it relies on the rating on the parent company, Citibank
International Ltd. (A/Watch Pos/A-1) and the sovereign rating on
the Kingdom of Spain.

On Oct. 2, 2015, S&P raised its foreign currency long-term
sovereign rating on the Kingdom of Spain to 'BBB+' from 'BBB'.  In
accordance with S&P's criteria for rating single-jurisdiction
securitizations above the sovereign foreign currency (RAS
criteria), S&P consequently placed on CreditWatch positive its
ratings on some tranches in Bancaja 5 and 6.

The rating actions follow S&P's analysis of the most recent
transaction information that it has received from the August to
October 2015 payment dates.  S&P's analysis reflects the
application of S&P's Spanish residential mortgage-backed
securities (RMBS) criteria, its current counterparty criteria, and
its RAS criteria.

Under S&P's RAS criteria, it applied a hypothetical sovereign
default stress test to determine whether a tranche has sufficient
credit and structural support to withstand a sovereign default and
so repay timely interest and principal by legal final maturity.

S&P's RAS criteria designate the country risk sensitivity for RMBS
as "moderate".  Under S&P's RAS criteria, these transactions'
notes can therefore be rated four notches above the sovereign
rating, if they have sufficient credit enhancement to pass a
minimum of a "severe" stress.  However, as all six of the
conditions in paragraph 44 of the RAS criteria are met in Bancaja
6 and 7, S&P can assign ratings to the senior-most classes of
notes in these two transactions up to a maximum of six notches
(two additional notches of uplift) above the sovereign rating,
subject to credit enhancement being sufficient to pass an
"extreme" stress.

As S&P's long-term rating on the Kingdom of Spain is 'BBB+', its
RAS criteria cap at 'AA+ (sf)' the maximum potential rating for
the class A2 notes in Bancaja 6 and 7.  The maximum potential
rating for all other classes of notes is 'AA- (sf)'.

Credit enhancement, considering the current collateral balance
plus the available reserve fund, has increased for all classes of
notes, since S&P's January 2015 review.

Class       Available credit enhancement,
            excluding defaulted loans (%)
                  --Transaction--
               5       6       7      10
A          13.02
A2                 22.36   12.28   10.79
A3                                 10.79
B           7.20   10.86    8.08    5.37
C           3.63    6.36    4.33    1.04
D                           1.80   (1.12)
E                                   0.00

Although the available excess spread covers defaulted loans and
maintains the reserve funds at the required levels for the most-
seasoned transactions, it is not sufficient to do so in Bancaja
10.  The table below shows the percentages of the required amount
the reserve funds currently represent.

Transaction          Percentage of
               required amount (%)
5                           100.00
6                           100.00
7                           100.00
10                            0.00

Severe delinquencies of more than 90 days for Bancaja 5, 6, and 7
have always been relatively stable and below S&P's Spanish RMBS
index, with Bancaja 7 performing relatively weaker than the other
two.  The most-seasoned transactions outperformed the less-
seasoned one, with Bancaja 10 having considerably higher
delinquencies, occasionally higher than the Spanish RMBS average.
However, since Q2 2013, Bancaja 10's delinquency levels have been
well below the index.  Defaults are defined as mortgage loans in
arrears for more than 18 months in these transactions.  Cumulative
defaults for Bancaja 5, 6, and 7 are also lower than in other
Spanish RMBS transactions that S&P rates.  Cumulative defaults are
relatively higher for Bancaja 10, where long-term arrears have
rapidly rolled into defaults.  Prepayment levels have always been
in line with the market average.

All of these transactions feature an excess spread trapping or
interest deferral mechanism, which protects the more senior
classes of notes in stressful scenarios.  The trigger for Bancaja
5 and 6 is based on the 90+ days delinquencies level, Bancaja 7 on
the amortization deficit level, and Bancaja 10 on the cumulative
default level.  S&P expects that Bancaja 10's class B trigger will
be breached in the next 12 months. An obligation rated in the
'CCC' category ('CCC+', 'CCC', and 'CCC-') is typically vulnerable
to nonpayment and is expected to default within 12 months.
Therefore, S&P has lowered to 'CCC (sf)' from 'B- (sf)' its rating
on Bancaja 10's class B notes.

Following the application of S&P's RAS criteria and its RMBS
criteria, S&P has determined that its assigned rating on each
class of notes in these transactions should be the lower of (i)
the rating as capped by S&P's RAS criteria and (ii) the rating
that the class of notes can attain under S&P's RMBS criteria.  The
ratings on the class A notes in Bancaja 5, the class A2 notes in
Bancaja 6, 7, and 10, the class A3 notes in Bancaja 10, and the
class B notes in Bancaja 6 are constrained by the rating on the
sovereign.

The senior-most class of notes in Bancaja 6 and 7 (the class A2
notes) pass all of the conditions under S&P's RAS criteria.
Consequently, S&P's ratings on these classes of notes can be a
maximum of six notches above the sovereign rating.  S&P has
therefore raised to 'AA+ (sf)' from 'AA (sf)' and removed from
CreditWatch negative its ratings on the class A2 notes in Bancaja
6 and 7.

The class A notes in Bancaja 5, the class B notes in Bancaja 6,
and the class A2 and A3 notes in Bancaja 10 have sufficient credit
enhancement to withstand S&P's severe stresses.  Consequently, the
maximum uplift for these classes of notes is four notches above
the sovereign rating.  S&P has therefore raised to 'AA- (sf)' from
'A+ (sf)' and removed from CreditWatch negative its ratings on the
class A notes in Bancaja 5, the class B notes in Bancaja 6, and
the class A2 and A3 notes in Bancaja 10.

The available credit enhancement for the class B notes in Bancaja
5, the class C notes in Bancaja 6, and the class B notes in
Bancaja 7 can withstand S&P's stresses up to three notches above
the sovereign rating.  S&P has therefore removed from CreditWatch
negative and raised to 'A+ (sf)' from 'BBB+ (sf)' and to 'A+ (sf)'
from 'A- (sf)' its ratings on Bancaja 5' class B notes and Bancaja
6's class C notes, respectively.  At the same time, S&P has
affirmed and removed from CreditWatch negative its 'A+ (sf)'
rating on Bancaja 7's class B notes.

S&P has affirmed its 'BB+ (sf)' rating on Bancaja 5's class C
notes, as the available credit enhancement is commensurate with
that rating.

S&P does not consider the replacement language in the swap
agreements of these four Bancaja transactions to be in line with
S&P's current counterparty criteria, although it does feature a
replacement framework that S&P gives some credit to in its
analysis.  Under S&P's current counterparty criteria, its ratings
are capped to S&P's long-term ICR on the corresponding swap
counterparty, plus one notch.  S&P's ratings are therefore capped
at 'A+' in Bancaja 5, 6, and 7, the relevant counterparty being
Credit Suisse International (A/Stable/A-1), and at 'AA-' in
Bancaja 10, the relevant counterparty being JP Morgan Chase Bank
N.A. (A+/Stable/A-1).

S&P has therefore analyzed the transactions without giving benefit
to the swap agreements to see if the ratings on the notes could be
delinked from the long-term ICR on the relevant swap counterparty.
In this scenario, only the class A notes in Bancaja 5, the class
A2 and B notes in Bancaja 6, and the class A2 and B notes in
Bancaja 7 are able to achieve a higher rating than S&P's long-term
ICR on the counterparty plus one notch.  S&P has therefore
delinked its ratings on these classes of notes from the long-term
ICR on the swap provider.

S&P also considers credit stability in its analysis.  To reflect
moderate stress conditions, S&P adjusted its weighted-average
foreclosure frequency (WAFF) assumptions by assuming additional
arrears of 8% for one- and three-year horizons, for 30-90 days
arrears and 90+ days arrears.  This did not result in S&P's
ratings deteriorating below the maximum projected deterioration
that S&P would associate with each relevant rating level, as
outlined in S&P's credit stability criteria.

In S&P's opinion, the outlook for the Spanish residential mortgage
and real estate market is not benign and S&P has therefore
increased its expected 'B' foreclosure frequency assumption to
3.33% from 2.00%, when S&P applies its RMBS criteria, to reflect
this view.  S&P bases these assumptions on its expectation of
continuing high unemployment in 2016.

Spain's economic recovery is gaining momentum, which is currently
only supporting a marginal improvement in the collateral
performance of transactions in S&P's Spanish RMBS index.  Despite
positive macroeconomic indicators and low interest rates,
persistent high unemployment and low household income ratios
continue to constrain the RMBS sector's nascent recovery, in S&P's
view.

S&P expects severe arrears in these portfolios to remain at their
current levels, as there are a number of downside risks.  These
include weak economic growth, high unemployment, and fiscal
tightening.  On the positive side, S&P expects interest rates to
remain low for the foreseeable future.

Bancaja 5, 6, 7, and 10 are Spanish RMBS transactions backed by
pools of first?ranking mortgages secured over owner-occupied
residential properties in Spain, which closed between April 2003
and January 2007.  Caja de Ahorros de Valencia Castellon y
Alicante (Bancaja; now Bankia) originated the underlying
collateral between July 1991 and December 2006.

RATINGS LIST

Class       Rating            Rating
            To                From

Bancaja 5 Fondo de Titulizacion de Activos
EUR1 Billion Mortgage-Backed Floating-Rate Notes

Rating Raised And Removed From CreditWatch Negative

A           AA- (sf)          A+ (sf)/Watch Neg

Rating Raised And Removed From CreditWatch Positive

B           A+ (sf)           BBB+ (sf)/Watch Pos

Rating Affirmed

C           BB+ (sf)

Bancaja 6 Fondo de Titulizacion de Activos
EUR2.08 Billion Mortgage-Backed Floating-Rate Notes

Ratings Raised And Removed From CreditWatch Negative

A2          AA+ (sf)          AA (sf)/Watch Neg
B           AA- (sf)          A+ (sf)/Watch Neg

Rating Raised And Removed From CreditWatch Positive

C           A+ (sf)           A- (sf)/Watch Pos

Bancaja 7 Fondo de Titulizacion de Activos
EUR1.9 Billion Mortgage-Backed Floating-Rate Notes

Rating Raised And Removed From CreditWatch Negative

A2          AA+ (sf)          AA (sf)/Watch Neg

Rating Affirmed And Removed From CreditWatch Negative

B           A+ (sf)           A+ (sf)/Watch Neg

Bancaja 10, Fondo de Titulizacion de Activos
EUR2.631 Billion Mortgage-Backed Floating-Rate Notes

Ratings Raised And Removed From CreditWatch Negative

A2          AA- (sf)          A+ (sf)/Watch Neg
A3          AA- (sf)          A+ (sf)/Watch Neg

Rating Lowered

B           CCC (sf)          B- (sf)


ENAITINERE SAU: S&P Affirms Preliminary 'BB-' CCR, Outlook Stable
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' preliminary
long-term corporate credit rating on Enaitinere S.A.U., an
operator of toll road concessions in northern Spain. The outlook
is stable.

At the same time, S&P affirmed the preliminary issue rating of
'BB-' on the proposed senior secured bond in the amount of EUR300
million-EUR500 million and the senior secured loan that Enaitinere
plans to issue.  The recovery rating on the senior secured debt is
unchanged at '4, with recovery expectations in the higher half of
the 30%-50% range.

The final ratings will depend on S&P's receipt and satisfactory
review of all final transaction documentation.  Accordingly, the
preliminary rating should not be construed as evidence of the
final rating.  If Standard & Poor's does not receive final
documentation within a reasonable timeframe, or if final
documentation departs from materials reviewed, S&P reserves the
right to withdraw or revise its ratings.  Potential changes
include, but are not limited to, size and conditions of the bond,
its maturity, financial and other covenants, security and ranking
and utilization of the bond proceeds.

The preliminary rating continues to reflect S&P's view of the
group's strong business risk and highly leveraged financial risk
profiles.  S&P analyzes the Itinere group on a consolidated basis.
The group consists of two holding companies -- Enaitinere and ENA
-- and five operating companies -- Europistas, Audasa, Aucalsa,
Audenasa, and Autoestradas de Galicia. A third holding company,
Participaciones AP-1, merged with Enaitinere in August.

S&P's assessment of the Itinere group's business risk profile is
supported by:

   -- The mature nature of the group's assets in the northern
      regions of Spain, which are economically stronger;

   -- Relatively high and resilient traffic volumes.  Average
      daily traffic volumes were 82,246 vehicles in 2014;

   -- Lack of competing routes.  The hilly typography of the
      group's catchment areas provides few convenient alternative
      routes;

   -- Dominant share of light-vehicles traffic (approximately 87%
      of total traffic volume).  Such traffic tends to be less
      susceptible to economic cycles.  This was demonstrated
      during the 2007-2013 economic downturn in Spain, during
      which traffic on the roads operated by Itinere dropped by
      approximately 24%, while its peers recorded a decrease of
      about 40%;

   -- Low operating costs, resulting in high and stable
      profitability.

Itinere benefits from an experienced management team that has a
longstanding relationship with the concession grantors, Spain's
Ministry of Public Works and the Galician and Navarra Regional
Governments.  The regulatory framework is transparent and
protective.  It features a tariff mechanism that links the toll
evolution directly to the consumer price index (CPI), and has an
annual review effective on Jan. 1.  The mechanism also includes
compensation when the awarding authorities request structural
adjustments to the concession or to the assets.  The compensation
may be implemented through an adjustment in tariffs, extension of
the concession term, or other forms of subsidies.  The average
remaining concession life of assets under Itinere's operations is
24 years, which is the longest among its peers.

S&P's assessment of Itinere's financial risk profile reflects:

   -- High leverage debt to EBITDA of 14.3x and funds from
      operations (FFO) to debt of about 1.1% in 2014.

   -- S&P's base-case scenario projects moderate deleveraging
      over 2015-2018.  However, S&P forecasts that debt to EBITDA
      will increase again in 2019, following the end of the AP-1
      concession in Nov. 2018.  This concession represents about
      25% of the group's EBITDA.

   -- S&P anticipates negative free operating cash flow (FOCF) in
      2016, due to higher capital expenditure (capex)
      requirements.

S&P's base-case operating scenario assumes that:

   -- Traffic volumes on Itinere's roads will continue to
      gradually recover from the reduced volumes recorded in 2013
      thanks to the improving Spanish economy.  S&P forecasts
      3.2% GDP growth in Spain in 2015, 2.7% in 2016, and 2.4% in
      2017.  S&P expects the traffic volumes to outperform GDP
      growth, as demonstrated in the past, resulting in growth of
      about 5% in 2015, approximately 4%-5% in 2016, declining to
      about 4% in 2017.

   -- Tolls are adjusted in line with the CPI.  S&P projects a
      CPI rate of -0.3% in 2015, 1.0% in 2016, and 1.3% in 2017.
      Maintenance capex and other operating expenses will evolve
      in line with inflation.

   -- Capex will be higher and in line with management
      assumptions for 2015-2017 due to the Audasa enlargement
      project.

   -- No dividends.  Enaitinere's current policy is to pay
      dividends only when it reaches 8.0x net debt to EBITDA.
      Itinere Group as a whole is not allowed to pay dividends to
      its shareholders during the life of refinancing.  The group
      effective tax rate is 0% until 2026.

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

   -- EBITDA margins of between 80%-82% in the next three years.
   -- Weighted-average debt to EBITDA of 12x?13x for 2015-2017.
   -- Weighted-average funds from operations (FFO) to debt of 4%-
      5% for 2015-2017.
   -- Negative FOCF in 2016, turning neutral in 2017.
   -- If Enaitinere were to issue a lower amount than S&P has
      assumed in its base-case scenario, this would not lead to a
      change in S&P's financial risk profile assessment.

The outlook is stable, reflecting S&P's forecast that the group
will maintain a strong business risk profile.  It also reflects
S&P's projection that leverage will remain commensurate with a
highly leveraged financial risk profile, as weighted-average debt
to EBITDA will decline to between 12x-13x and weighted-average FFO
to debt will improve to about 4%-5% between 2015 and 2017.  S&P
anticipates that leverage will increase again in 2019, following
the end of the AP-1 concession in November 2018.

S&P could take a negative rating action if debt reduction is
slower than anticipated.  This could result from lower-than-
expected revenues due to weaker traffic volume growth or higher
capex than S&P currently forecasts.  S&P could also lower the
rating if the group's liquidity tightened due to reduced
availability of funds.  A change in financial policy, such as
extraordinary dividend payments, could also be detrimental to the
rating.  This could result in the application of a negative
financial policy modifier, which would lower the rating by up to
two notches.

S&P currently sees limited upside potential, as leverage is
substantially higher than the threshold required for an aggressive
financial risk profile, and therefore the group is expected to
remain highly leveraged over the rating horizon.

S&P applies a negative comparable rating analysis modifier to
capture the very high level of leverage compared with rated peers.


OBRASCON HUARTE: Fitch Affirms 'BB-' LT Issuer Default Rating
-------------------------------------------------------------
Fitch Ratings has affirmed Spain-based construction company
Obrascon Huarte Lain SA's (OHL) Long-term Issuer Default Rating
(IDR) and senior unsecured ratings at 'BB-'. Fitch has also
affirmed OHL's Short-term IDR at 'B'. All ratings have been
removed from Rating Watch Negative (RWN). The Outlook is Stable.

The rating actions follow the group's announcement of the
successful EUR1.0 billion capital increase completed in October,
with the proceeds to be used to reduce the recourse indebtedness
(about EUR630 million) and to fund the non-recourse business (the
remaining, net of transaction costs). They also reflect the
healthy trading performance in the first nine months ending
September 2015 and the progress made towards a satisfactory
resolution of the dispute regarding corruption allegations at OHL
Mexico level.

Fitch focuses its analysis on the recourse perimeter, adjusting
leverage calculations to reflect the ring-fenced nature of the
concession business by excluding related funds from operations
(FFO) and non-recourse debt but including sustainable dividends
from the non-recourse operations

KEY RATING DRIVERS

Reinforcing The Capital Structure

The EUR1.0 billion rights issue strengthened the group's balance
sheet by reducing the recourse leverage and improving the
financial position of OHL Concesiones SA, the holding company for
OHL's concessions projects. Proceeds from the capital increase
will potentially be used at recourse level to redeem early the
more expensive EUR300 million senior notes due 2020 and to repay
some bank facilities to a combined total amount of roughly EUR630
million. The non-recourse business will benefit from around EUR340
million to finance new greenfield concessions projects and be in a
better position to sustain potential cash calls linked to existing
margin loans without support from OHL SA.

OHL Mexico Allegations

Allegations of corruption and an irregular tariff increase at OHL
Mexico resulted mainly in remarks relating to the accounting
policies made by the Mexican stock market regulator (CNBV).
Although cash sanctions cannot be excluded, Fitch believes they
are unlikely to have a detrimental impact on OHL SA's ratings.

Fitch previously noted the risks around an adverse reputational
impact on the business itself and by the potential support from
OHL SA linked to OHL Concesiones' margin loan, the latter
triggered by the fall of the share price of the Mexican toll
operator. Positively for the ratings, the investigation is now
moving towards conclusion and there is no evidence of additional
cash contribution from OHL SA outside the cash injection linked to
the capital increase and of detrimental consequences on OHL SA's
construction business.

Potential To Mitigate Group Complexity

Some group complexity still exists, with significant debt sitting
at OHL Concesiones and OHL Investments and evidence of intragroup
financing. However, we expect a substantial reduction of amounts
owed by OHL SA to OHL Concesiones, to a range of EUR350 million-
EUR400 million by 2015 year-end from EUR1.08 billion at FYE2014.
The injection of part of the capital increase proceeds into the
concessions business would also limit future support to the non-
recourse by OHL SA, moving towards a more clear separation of the
concessions activities.

Proceeds From Asset Disposal

"We note that the company is completing the disposal of some
assets pertaining to the Engineering & Construction division, the
largest cash contributor to the recourse-perimeter. Management
intends to use the proceeds, which are expected to be around
EUR250 million, to further reduce the gross recourse debt. The
closing of around 75% of the assets being divested is expected by
the year end."

Healthy Recourse Business

Recourse activity is healthy, registering an order intake of
EUR1.9 billion in the first nine months of 2015 and totalling
EUR7.4 billion at period-end. The construction division leads the
growth (+23.8% on revenues year-on-year), driven by major projects
in US, achieving solid recourse EBITDA of EUR322.5 million (334.5
million FYE2014).

KEY ASSUMPTIONS

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

-- Dividend contribution from the non-recourse perimeter aligned
    with the historical level.

-- Stable operating margins at the construction division.

-- Proceeds from the capital increase deployed as disclosed to
    the market.

-- Asset disposal in line with management expectations.

RATING SENSITIVITIES

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

-- Fitch's adjusted recourse net leverage around 2.0x and EBITDA
    interest cover above 3.0x on a sustained basis.

-- A material increase in recurrent and stable up-streamed
    dividends from the concession business without a
    re-leveraging of assets.

-- Full self-funding structures and firm separation between OHL
    Concesiones and OHL SA.

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

-- Fitch's adjusted recourse net leverage above 4.0x and EBITDA
    interest cover below 2.0x on a sustained basis.

-- Material cash support to OHL Concesiones.

-- Negative implication for OHL SA's construction business due
    to a negative impact on the group's reputation.

-- Continued deterioration of the company's working capital
    position on a recourse basis.

LIQUIDITY

Active Debt Management

The company refinanced the 8.75% EUR425 million bond maturing in
2018 in March this year with a cheaper 5.5% EUR325 million bond
maturing 2023. As a result, OHL SA reduced the weighted cost of
capital market issuances and extended the maturity profile, with
the first bond virtually maturing in 2020. Together with the
capital increase announcement, the company launched a tender offer
up to EUR300 million to acquire some of the existing bonds
(totalling around EUR1 billion). At the closing date, only EUR45.7
million was tendered and the company could consider early
redemption of the EUR300 million senior notes due 2020 in March
2016.

Adequate Liquidity

The recourse available liquidity as of September 2015 was EUR880
million, comprising EUR530 million in cash and equivalents and
EUR350 million in undrawn facilities. This compares with EUR260
million of credit lines and EUR50 million commercial paper
maturing in 4Q, and does not take into account the proceeds from
the capital increase.


PYMES SANTANDER 12: Moody's Assigns (P)Ca Rating to Serie C Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned these provisional ratings
to the debts to be issued by Fondo de Titulizacion PYMES SANTANDER
12 (the Fondo):

  EUR2100 mil. Serie A Notes, Assigned (P)Aa2 (sf)
  EUR700 mil. Serie B Notes, Assigned (P)Caa1 (sf)
  EUR140 mil. Serie C Notes, Assigned (P)Ca (sf)

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions.  Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavor to
assign definitive ratings.  A definitive rating (if any) may
differ from a provisional rating.

FT PYMES SANTANDER 12 is a securitization of standard loans and
credit lines granted by Banco Santander S.A. (Spain) (Santander;
A3 Not on Watch /P-2 Not on Watch; Outlook: Positive) to small and
medium-sized enterprises (SMEs) and self-employed individuals.

At closing, the Fondo -- a newly formed limited-liability entity
incorporated under the laws of Spain -- will issue three series of
rated notes. Santander will act as servicer of the loans and
credit lines for the Fondo, while Santander de Titulizacion,
S.G.F.T., S.A. will be the management company (Gestora) of the
Fondo.

RATINGS RATIONALE

As of Nov. 2015, the audited provisional asset pool of underlying
assets was composed of a portfolio of 42,035 contracts granted to
SMEs and self-employed individuals located in Spain.  In terms of
outstanding amounts, around 82.15% corresponds to standard loans
and 17.85% to credit lines.  The assets were originated mainly
between 2010 and 2015 and have a weighted average seasoning of 1.6
years and a weighted average remaining term of 5.1 years.  Around
16.07% of the portfolio is secured by first-lien mortgage
guarantees.  Geographically, the pool is concentrated mostly in
Madrid (19.75%), Catalonia (13.77%) and Andalusia (14.74%). At
closing, any loans in arrears more than 30 days will be excluded
from the final pool.

In Moody's view, the strong credit positive features of this deal
include, among others: (i) a relatively short weighted average
life of around 3.0 years; (ii) a granular pool (the effective
number of obligors over 1,300); and (iii) a geographically well-
diversified portfolio.  However, the transaction has several
challenging features: (i) a strong linkage to Santander related to
its originator, servicer, accounts holder and liquidity line
provider roles; (ii) no interest rate hedge mechanism in place;
and (iii) a complex mechanism that allows the Fondo to compensate
(daily) the increase on the disposed amount of certain credit
lines with the decrease of the disposed amount from other lines,
and/or the amortization of the standard loans.  These
characteristics were reflected in Moody's analysis and provisional
ratings, where several simulations tested the available credit
enhancement and 5% reserve fund to cover potential shortfalls in
interest or principal envisioned in the transaction structure.

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

In its quantitative assessment, Moody's assumed a mean default
rate of 13.2%, with a coefficient of variation of 36.6% and a
recovery rate of 38.0%.  Moody's also tested other set of
assumptions under its Parameter Sensitivities analysis.  For
instance, if the assumed default probability of 13.2% used in
determining the initial rating was changed to 17.16% and the
recovery rate of 38% was changed to 33%, the model-indicated
rating for Serie A, Serie B and Serie C of Aa2(sf), Caa1(sf) and
Ca(sf) would be A3(sf), Caa3(sf) and Ca(sf) respectively.

In rating this transaction, Moody's used ABSROM to model the cash
flows and determine the loss for each tranche.  The cash flow
model evaluates all default scenarios that are then weighted
considering the probabilities of the Inverse Normal distribution
assumed for the portfolio default rate.  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 or EL 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.

Therefore, Moody's analysis encompasses the assessment of stress
scenarios.

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
Santander.

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.



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


DTEK HOLDINGS: Noteholders to Present Restructuring Proposal
------------------------------------------------------------
Interfax-Ukraine reports that the DTEK Group currently anticipates
presenting a restructuring proposal to noteholders in the first
quarter of 2016.

To streamline this restructuring process, DTEK Finance PLC urges
its Noteholders to consult together with a view to forming a
committee to represent the interests of the wider Noteholder
group, Interfax-Ukraine relates.

According to Interfax-Ukraine, DTEK Finance PLC also urges this
committee to appoint financial advisors, if necessary, to act as a
point of contact for Rothschild as the DTEK group's financial
adviser.

DTEK, as cited by Interfax-Ukraine, said that the anticipated
restructuring concerns 10.375% senior notes due April 28, 2018,
and 7.875% senior notes due April 4, 2018, each issued by DTEK
Finance Plc.

DTEK Holdings BV is Ukraine's biggest utility.

                         *     *     *

As reported by the Troubled Company Reporter-Europe on Feb. 16,
2015, Moody's Investors Service downgraded to Caa3 from Caa2 the
corporate family rating (CFR) and to Caa3-PD from Caa2-PD the
probability of default rating (PDR) of DTEK ENERGY B.V. (DTEK).
Moody's also downgraded to Caa3 from Caa2 the senior unsecured
bond ratings of DTEK Finance B.V. and DTEK Finance Plc, fully
owned finance subsidiaries of DTEK.  Moody's said the outlook on
all ratings remains negative.



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


BCR GLOBAL: To Enter Administration, Ceases Trading
---------------------------------------------------
letsrecycle.com reports that BCR Global Textiles Ltd, commonly
known as Black Country Rags, has ceased trading on Nov. 30 after
30 years of operations in the West Midlands.

The textile recycling firm, described as a "backbone of the
trade", has informed creditors to await the appointment of an
administrator, according to letsrecycle.com.

The report notes that the chosen administrator is expected to be
Poppleton & Appleby of Birmingham, however the insolvency firm has
yet to be appointed by the company's bank.  It is understood an
estimated 50 to 60 jobs could be affected by a closure, the report
relates.

The report discloses that an automated message left by the company
states: "Due to unforeseen circumstances the company has ceased to
trade.  If you are a creditor you will be contacted in due course
by the appointed administrator."

Based in Sutton Coldfield, BCR Global is headed by Maxine Sault as
well as Maureen Sault and Charlotte Emma King.  The firm is known
to hold textile collection contracts with a number of local
authorities and works with charities to promote awareness at its
textile banks.

                               Charity

The firm had recently partnered with Against Breast Cancer to
promote bra recycling, and sited its first textile bank in West
Bromwich last month to raise donations for the charity, the report
relays.

Speaking to letsrecycle.com, a spokesman for the charity said
that, to avoid overflowing at the bring bank sites, it had
contacted its database to inform them the collections had ceased.

The report relays that the spokesman said: "We understand that
these things happen.  We have communicated and worked with BCR to
ensure that the final funds make their way to us and that the
recent collection of recycled bras make their way to Africa."

"We are currently in the process of looking for other partners.
We have spoken to a few people and also had a couple of companies
approach us.  Recycling bras is only one strand of what we do, we
also recycle clothes, shoes, mobiles, so we have some other ideas
of who would be right for the job.  We will be choosing a new
contractor in the upcoming weeks," the report quoted the spokesman
as saying.

                              'Historic'

The report relays that Martin Wilcox, director of West Midlands-
based textile recycling firm JMP Wilcox, called nearby BCR a
"historic' name in the sector which had been an early pioneer of
the textile bank system.  The report notes that Mr. Wilcox added
that as of [Nov. 30], "the factory is closed and the vehicles are
parked".

The report notes that Mr. Wilcox said: "BCR were effectively the
instigators of the textile bank collection system.  They are the
backbone of the trade. It's the poor trading we are all facing, we
are having difficulty selling material overseas."

"There's going to be a large amount of material on the market and
that will show in the price.  This is the beginning of the end for
outreach collection areas where the distance to go is great and
the yield is low," Mr. Wilcox added.

                              Pressure

Alan Wheeler, director of the Textile Recycling Association, said
he had heard of the situation at BCR Global, the report notes.
Mr. Wheeler added: "What I would say is that clearly in these
difficult times, local authorities and charities should expect
prices to decline further and textile recycling businesses will
continue to remain under pressure," the report relays.


CAPARO TUBULAR: Gupta Family Acquires Business, 333 Jobs Saved
--------------------------------------------------------------
PricewaterhouseCoopers on Nov. 30 announced the sale of the Caparo
Tubular Solutions business to the Gupta family, whose interests
include the SIMEC and Liberty House groups.

Caparo Tubular Solutions includes the businesses of Caparo
Precision Tubes Oldbury, Caparo Tube Components, Caparo Accles and
Pollock, Hub Le Bas and the Caparo Tubes Tredegar asset.

Robert Moran, partner at PwC, leading the Caparo sales process,
said: "The sale of Caparo Tubular Solutions is a major boost for
the Midlands economy, the employees of Caparo and more widely for
the UK steel industry.

"This deal preserves all 333 jobs at Caparo Tubular Solutions,
which manufactures, distributes and supplies advanced tube
components and parts for the automotive and aerospace industries
in the West Midlands and South Wales.

"This is third deal to be completed out of the CIP administration,
following the recent sales of Caparo Wire and Caparo Testing
Technologies.  We would like to thank all of the Caparo people
involved for their dedicated support in working with the
administrators to secure this transaction.

"Sales to date have led to a total of 488 Caparo people being
transferred and remaining in employment. We continue in advanced
discussions with parties relating to interest in other Caparo
Industries Group companies."

Matthew Hammond, Midlands Region Chairman for PwC and lead
administrator said:  "We are delighted to have made further
substantial progress with this deal.  We had targeted selling a
number of the Caparo businesses during November.

"Our Deals team, led by Robert Moran with corporate finance
support from Neil Sumner has successfully concluded transactions
in November which preserve businesses and employment."


CAPITAL ACQUISITIONS: Directors Banned For Bogus Investment Sale
----------------------------------------------------------------
Philip David Claremont Morris and William Edward Strutt, directors
of Capital Acquisitions Ltd (CAL) and City Asset Partnership
Limited (CAP), both based in London, have been banned from acting
as directors.

Mr. Morris gave an undertaking to the Secretary of State for
Business, Innovation & Skills to be disqualified as a director for
a period of 14 years and Mr. Strutt has been disqualified as a
director by the High Court for a period of 13 years. Both received
bans for selling Voluntary Emission Reductions (VERs), a type of
carbon credit, to members of the public as an investment.

This disqualification follows investigations by the Official
Receiver at Public Interest Unit, a specialist team of the
Insolvency Service, whose involvement commenced with the winding
up of the companies, in the public interest following
investigations by Company Investigations into the affairs of the
companies.

The disqualification regime exists to protect the public. Mr.
Morris' disqualification from July 7, 2015 and Mr. Strutt's
disqualification from November 19, 2015 means that they cannot
promote, manage, or be directors of a limited company until 2029
and 2028 respectively.

The Official Receiver's investigation uncovered that Messrs.
Strutt and Morris caused and/or allowed CAL and CAP to sell VERs
to members of the public for investment purposes for GBP1.9
million on the basis that the VER's would increase in value and
could then be sold for a profit. However, CAL and CAP charged a
mark-up of between GBP2.20 and GBP5.50 for VERs it purchased
thereby hindering the VER's as a viable investment from the out-
set.

Furthermore, the Official Receiver, and indeed the market's own
self-regulating authorities, HM Revenue & Customs and the
Financial Conduct Authority have been unable to identify a viable
secondary market for VER's further evidencing that VER's were not
a suitable investment for CAL and CAP's customers. This
information was available to Messrs. Strutt and Morris prior to
the first known sale of VERs to members of the public as an
investment.

The absence of a viable market into which to sell VERs means that
those members of the public who have purchased VERs from CAL and
CAP will be unable to realise their "investment" and will suffer a
financial loss as a result.

Commenting on this case, Paul Titherington, Official Receiver in
the Public Interest Unit, said: "The directors' displayed a lack
of commercial probity whilst selling carbon credits to hardworking
members of the public. Those individuals are now left in a
position where they cannot sell their carbon credits for profit or
at all. The Insolvency Service will investigate those directors
who sell dodgy investments.

"As a result of this investigation, the marketplace has been
protected from Mr. Morris and Mr. Strutt who have been banned from
acting as directors for a substantial period of time."

The petition to wind up the companies was presented by the
Secretary of State for Business, Innovations and Skills in the
public interest following investigations conducted by Company
Investigations (Live), another specialist unit within the
Insolvency Service which uses powers under the Companies Act 1985
(as amended) to conduct confidential enquiries into the activities
of live limited companies in the UK on behalf of the Secretary of
State for Business, Innovations & Skills (BIS). Winding up orders
against Capital Acquisitions Limited and City Asset Partnership
Limited were made on May 1, 2014.


DIALOG SEMICONDUCTOR: Moody's Assigns (P)Ba2 Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service has assigned a provisional (P)Ba2
corporate family rating to Dialog Semiconductor plc.  Moody's
expects to assign a Ba3-PD probability of default rating once the
CFR is definitive.

Concurrently, Moody's has assigned a provisional (P)Ba2 (LGD3)
rating to the proposed $600 million Term Loan A and $1.5 billion
Term Loan B as well as the proposed $200 million Revolving Credit
Facility, which Moody's expects to remain undrawn.  The outlook is
stable.  This is the first time that Moody's has rated Dialog.

RATINGS RATIONALE

Dialog's (P)Ba2 rating is underpinned by Moody's expectations of
continued strong revenue growth on the back of good industry
demand fundamentals and solid EBITDA margins.  These are expected
to drive strong free cash flow (FCF) and support management's
public commitment to delever in a relatively short timeframe
following the sizeable, and partly debt-funded acquisition of
Atmel Corporation ("Atmel", not rated).

Dialog's strong track record of revenue growth is predominantly
driven by the sale of power management integrated circuits (PMIC)
to a leading original equipment manufacturer (OEM) for which it is
the sole source provider.  Moody's expects this strong growth to
continue over the short to medium-term given the highly customized
nature, and technological features of Dialog's PMICs, as well as
the close collaboration with this customer during the product
design stage and thereafter.  These act as barriers to entry for
potential competitors.  Despite the concentration risk, this also
results in good short to medium-term revenue visibility.  In 2014,
the top 5 customers generated approximately 44% of proforma
combined revenues (down from 86% for Dialog standalone), and
Moody's estimate that Dialog's major customer accounted for around
35% of the proforma combined revenue (down from 79% for Dialog
standalone).

The acquisition of Atmel Corporation, will allow Dialog to address
the connected devices market (internet of things "IoT") and to
increase its exposure to the automotive semiconductor market.
Both markets are also expected to benefit from good future growth
rates and we believe the broader product offering of the combined
entity serves to further mitigate Dialog's high customer
concentration.  However, the acquisition of Atmel will somewhat
dilute Dialog's good profitability.

Following the partly debt-funded acquisition of Atmel, Dialog's
adjusted debt/EBITDA will be high at around 4.8x on a 2015
proforma basis, but we expect this to decrease to below 3.0x in
2017 owing to the company's strong FCF generation but also the
company's public commitment to reduce debt rapidly following the
transaction.  Moody's deleveraging expectations assume an adjusted
FCF/debt ratio exceeding 15% in the medium-term and our assumption
that the company will repay debt in excess of the scheduled
repayments and mandatory cash sweeps.  Dialog's fab-lite operating
model results in a flexible cost structure, which should allow the
company to consistently generate adjusted EBITDA margins in excess
of 15% and positive FCF even in times when the company's top line
is under pressure.

Dialog's rating is also supported by a solid liquidity profile,
providing the company with sufficient headroom to sustain times of
revenue contraction and unexpected working capital swings.

However, potential downside risks to our forecast include
execution risks relating to the Atmel integration, not least of
all the ability to achieve sales synergies and cost savings, as
well as the cyclical nature of the end markets in which the
company operates.  A failure to achieve the strong revenue growth
we forecast, the revenue flow with its key customer and/or changes
in its sourcing strategy, could result in slower than anticipated
deleveraging.

The provisional (P)Ba2 CFR is subject to the completion of the
acquisition of Atmel.  Upon closing of the transaction and subject
to a review of the final credit documentation Moody's will assign
a definitive corporate family as well as instrument ratings.  The
definitive rating may differ from the provisional rating.

Structural Considerations

The proposed Term Loan facilities will be issued by two newly-
formed wholly owned financing subsidiaries of Dialog Semiconductor
plc.  The proposed Revolving Credit Facility will be issued by
Dialog Semiconductor plc.  The facilities will be guaranteed by
Dialog Semiconductor plc and each of the company's material
existing and future subsidiaries and have first priority lien on
the collateral.  The (P)Ba2 rating of the proposed loans is in
line with Dialog's CFR.

What Could Change the Rating Up/Down

The successful acquisition and integration of Atmel is considered
a prerequisite for any positive rating action.  A more diversified
revenue base across customers and industries as well as a track-
record in sustainably expanding EBITDA margins to around 20% would
also support positive rating action.  Furthermore, Moody's would
expect adjusted debt/EBITDA to be below 2.5x and adjusted FCF/debt
to exceed 20%.

Negative pressure on the rating could develop if the company fails
to reduce adjusted debt/EBITDA to around 3.5x on a sustainable
basis by 2017 or adjusted FCF/Debt is sustainably below 15%.  A
deterioration in the company's liquidity profile, for example cash
and cash equivalents of less than 10% of turnover could be credit
negative.

The principal methodology used in these ratings was Global
Semiconductor Industry Methodology published in December 2012.


DIALOG SEMICONDUCTOR: S&P Assigns Prelim. 'BB' Corp. Credit Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its
preliminary 'BB' long-term corporate credit rating to U.K.-based
semiconductor provider Dialog Semiconductor PLC.  The outlook is
stable.

At the same time, S&P assigned its preliminary 'BB' issue rating
to the company's proposed $2.3 billion senior secured credit
facilities, including an undrawn RCF.  The recovery rating is '3',
indicating S&P's expectation of "meaningful" recovery (at the
higher end of 50%-70%) in the event of a default.

The preliminary rating assignment follows Dialog's announcement on
Sept. 20, 2015, that it plans to acquire U.S.-based semiconductor
provider Atmel Corp.  The proposed senior secured term loans and
RCF will form part of the transaction.  The preliminary rating
reflects S&P's assessment of Dialog's business risk profile as
fair and its financial risk profile as significant.

S&P's business risk profile assessment is primarily constrained by
the still-high customer concentration.  Post-transaction, Dialog's
exposure to its largest customer will decline to over 35% of the
combined group's revenues, compared with 79% of revenues in 2014,
and the largest five clients will account for about 45% of
revenues.  Furthermore, the combined group has a moderate size, in
S&P's view, and faces competition from larger and more diversified
players, including Texas Instruments and NXP; particularly in its
automotive and Internet-of-Things (IoT) segments.  S&P also
factors in Atmel's recent negative revenue trend and lower
profitability compared to Dialog, as Atmel has been restructuring
and refocusing its product offering during the past few years.
Therefore, S&P thinks the acquisition of Atmel, which is nearly as
large as Dialog in terms of revenues and employs approximately
three times more employees, could create some integration
challenges and affect revenues or costs.

"These weaknesses are partly offset by Dialog's longstanding and
successful relationship with its main customer, demonstrated by a
strong track record of profitable growth and cash generation.
Furthermore, Dialog will improve its scale and diversification
significantly through the consolidation of Atmel.  The mobile
power segment will still represent 50% of combined revenues, but
Dialog will diversify into the IoT and auto segments (36% and 14%,
respectively).  The combined group has leading positions in
certain segments, with Dialog holding an approximately 25% market
share in the mobile power management market, being the single
source of system power management integrated circuits for its main
customer.  Atmel is a market leader in certain segments of auto
semiconductor solutions and ranks No.3 in 8-bit microcontrollers
and No.6 in 32-bit microcontrollers.  We also think Dialog could
continue to grow faster than the semiconductor industry average
after years of solid growth, as well as its focus on high value-
added and customized products, notably in the mobile power and
automotive segments.  Finally, we view the company's profitability
as average, compared with peers.  We consider improvement in
Dialog's profitability likely if planned cost synergies are
achieved and think its outsourced production model gives it some
flexibility in preserving margins in case of a downturn," S&P
said.

S&P's financial risk profile assessment is primarily constrained
by its anticipation of Standard & Poor's-adjusted debt to EBITDA
above 3x and adjusted free operating cash flow (FOCF) to debt
below 15% in fiscal 2016 for the combined group.  Another weakness
is the potential volatility in the group's credit ratios due to
its high dependence on its largest customer.  S&P's debt
adjustments are based on Dialog and Atmel's accounts and include
operating leases, unfunded postretirement obligations, and sold
accounts receivable.  S&P also views cash in excess of about $100
million as surplus cash.  S&P's adjusted EBITDA is after
restructuring costs and capitalized development costs, in line
with S&P's methodology.

These constraints are partly offset by S&P's forecast that
Dialog's key ratios could improve gradually over the next three
years, based on expected solid cash flow generation and the
company's financial policy to prioritize debt repayment over
shareholder remuneration.  This is supported by a public target to
substantially repay the debt three years after closing of the
acquisition.

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

   -- Global semiconductor revenue growth of 3.6% in 2016 and
      3.0% in 2017, according to the International Data Corp.
     (IDC).

   -- Global smartphone shipments growth of 8.8% in 2016 and 8%
      in 2017, according to IDC.

   -- Revenue growth for Dialog of 21% in 2015, reducing to 10%-
      15% in 2016, assuming no loss of customers.

   -- Atmel's revenue to decline by about 16% in 2015 --
      reflecting low demand for its end-of-life legacy
      products -- and to stabilize gradually in 2016 and 2017 on
      the back of automotive and growing IoT demand.

   -- Some annual restructuring costs in both fiscal 2016 and
      2017, which are, however, gradually offset by S&P's
      expectation of reasonable cost synergies from the merger.

   -- Modest capital expenditures (capex) at about 4% of
     revenues.

   -- No acquisitions or dividends.

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

   -- Adjusted EBITDA margin of 19% in fiscal 2016, growing to
      25% in following years, assuming successful integration of
      Atmel.

   -- FOCF of about $250 million in fiscal 2016 and above $300
      million in 2017.

   -- Adjusted debt to EBITDA of 3.3x in fiscal 2016 and
      significantly below 3x in fiscal 2017.

The stable outlook reflects S&P's anticipation that the group's
adjusted debt to EBITDA will be below 3.5x in 2016 and decline
further in following years thanks to solid cash flow generation.
This assumes that Dialog will be reasonably successful in turning
around and integrating Atmel, and that Dialog's stand-alone
operating performance will remain solid.

S&P could lower the rating on Dialog if adjusted debt to EBITDA
was at or above 4x.  S&P thinks this could happen if Atmel's
performance did not improve as S&P expects, if there were
integration issues resulting in higher costs, or if Dialog
encountered meaningful setbacks with its main customer.

S&P could raise the rating on Dialog if adjusted debt to EBITDA
declined to or below 2x.  S&P considers the potential for a
positive rating action to be limited in the next 12 months, until
the group has established a track record of successful operations
after the acquisition, including a sustainable turnaround in
Atmel's business performance and demonstrated effective
deleveraging.


ENTERTAINMENT ONE: Moody's Assigns Ba3 CFR, Outlook Stable
----------------------------------------------------------
Moody's Investors Service has assigned a Ba3 corporate family
rating and a Ba3-PD Probability of default rating to Entertainment
One Ltd ('eOne' or the 'company'), a leading independent global
film distributor and a TV programming producer.

Moody's has concurrently assigned a B1 rating to the GBP285
million Senior Secured Notes (due 2022) being issued by
Entertainment One Ltd.  The rating of the Notes is one notch lower
than the CFR due to the presence of GBP100 million of
contractually senior revolving credit facility (RCF; due 2020;
unrated) in the company's capital structure.  The outlook on all
ratings is stable.

RATINGS RATIONALE

eOne's Ba3 CFR considers: (1) the company's market leading
position as a multi-territory independent film distributor with an
extensive library of content rights to exploit; (2) strong
relationships with cinemas, retail distributors and media
platforms which leave eOne well placed to monetize content rights
across all media windows; (3) revenue diversity from a large
portfolio based film distribution model that ensures margin
stability and an advantageous funding model for TV production; (4)
solid growth potential for eOne's Television business which
accounts for 42% of overall revenues; and (5) eOne's financial
policy of managing its reported net leverage (as defined by the
company) broadly between 1.0-2.0x while pursuing add-on
acquisitions and investments necessary to execute its well defined
future growth strategy.

These strengths are balanced by: (1) eOne's relatively small scale
of overall revenues and EBITDA; (2) sustained decline in its
revenues from home entertainment releases on DVDs / Blu-Ray (36%
of overall film division revenues for the six months ending 30
September 2015); (3) year-on-year variation that could occur in
eOne's films distribution revenues depending on the quality of its
own film release slate as well as general box office performance;
(4) risk of not being able to fully recoup the acquisition,
production, marketing and distribution costs associated with the
acquired/ produced films and TV programs that do not perform well
enough; and (5) industry-typical challenge to continuously refresh
intellectual property and to retain key creative personnel
particularly for its TV production business.

The Ba3 rating is based on Moody's expectation that eOne will
remain focused at keeping its reported 'adjusted' net debt
leverage ratio between 1.0x-2.0x over the medium term and will
structure any bolt-on acquisitions in a manner such that it can
respect its own financial policy leverage target range.  In Oct.
2015, eOne completed the acquisition of 70% of the issued share
capital of Astley Baker Davies Limited (ABD) that jointly owns
ownership rights to Peppa Pig with eOne for GBP140 million.  In
order to fund the ABD Acquisition, eOne raised approximately
GBP194.7 million (net of expenses relating to the rights issue) by
way of a rights issue.  The remaining proceeds after the ABD
Acquisition were used to pay down existing revolving debt
facilities.

Pro-forma for the proposed re-financing, acquisitions during the
fiscal year ending March 31, 2015, recent acquisition of ABD and
the rights issue, eOne's net leverage (as calculated by the
company) would have been 1.2x at the end of FY2014/15 (compared to
around 2.0x for the same period, based on reported figures).  In
its calculation of 'net debt' the company excludes non-recourse
production net debt (GBP78.7 million as of
September 30, 2015 compared to GBP89.3 million as of March 31,
2015), which comprises of the interim production financing in
relation to the Group's film and television production businesses.
However, eOne includes the interim production EBITDA in the EBITDA
for its leverage calculation.

In its calculation of adjusted leverage, Moody's takes into
account the interim production financing while it qualitatively
recognizes that this debt is non-recourse to the restricted group.
Pro-forma for the re-financing, rights issue and the acquisitions,
Moody's adjusted gross debt/ EBITDA for eOne would have been
around 3.5x at the end of FY2014/15 (compared to 2.4x at the end
of FY2014).  Going forward, Moody's would expect eOne to continue
making add-on acquisitions to further its growth strategy while
operating within its financial policy target range.  For the
rating to be adequately positioned at the Ba3 level, the agency
would expect eOne's gross leverage (as calculated by Moody's) to
remain below 4.0x on a sustained basis.

In November 2014, eOne embarked on a growth strategy aimed at
doubling the size of the business in five years.  eOne aims to
transform its business such that its earnings from its film,
television, family and digital activities become more equally
balanced and the business' portfolio investment risk profile is
also more equally allocated between investment in content
distribution rights and deficit financing for Film, Television and
Family productions.  The company may consider making add-on
acquisitions and investments over the next 3-5 years which could
involve risks associated with over-payment for acquisition targets
and possible integration risks.

Due to high investment in content, the company has not been
generating free cash flow (FCF).  Moody's calculated FCF (after
capex and dividends) was negative at GBP41 million at the end of
FY2015 (after negative GBP33 million in FY2014).  As the company
expects the investment in film content to stabilize over time,
Moody's expects eOne to eventually become FCF positive although
future FCF could well be absorbed via add-on acquisitions.

LIQUIDITY PROFILE

Moody's regards eOne's liquidity position as adequate over the
next 12-18 months.  The proposed re-financing will improve eOne's
capital structure and its debt maturity profile.  At the end of
Sept. 2015, the company had GBP40.9 million of cash and cash
equivalents (excluding interim production cash of GBP27.9 million)
on its balance sheet.  After the debt re-financing, eOne will have
cash of GBP84 million (excluding interim production cash) on its
balance sheet and will also have access to a GBP100 million
revolving credit facility (this revolver could be upsized to
GBP125 million), which together with internally generated cash
flows should be sufficient to cover eOne's operational cash
requirements.  The RCF incorporates certain maintenance financial
covenants under which Moody's would expect eOne to maintain
comfortable headroom at all times.  There is no material debt
maturity before the RCF maturity in Dec. 2020.

RATING OUTLOOK

The stable outlook is based on Moody's expectation that the
company will maintain strong operating momentum and the
performance of its film distribution business will improve in the
second half of FY2015/16 after suffering a decline due to the
delayed film release slate in the first half.

WHAT COULD CHANGE THE RATING - DOWN

Negative rating pressure is likely with (1) marked deterioration
in operating performance; (2) increase in Gross Debt/ EBITDA ratio
to sustainably over 4.0x due to bolt-on acquisitions and/ or weak
operating results; and (3) continued materially negative free cash
flow generation.

WHAT COULD CHANGE THE RATING - UP

While Moody's does not anticipate near-term upward pressure on the
rating, positive pressure could develop over time if (1) the
company delivers on its business plan; (2) its Gross debt/EBITDA
ratio (as adjusted by Moody's) falls visibly and sustainably below
3.0x and (3) free cash flow (after capex and dividends) is
positive and growing, also on a sustained basis.

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

eOne is a media content distributor and producer with a global
footprint encompassing all major English-speaking territories.  In
FY2014/15, the company generated GBP785.8 million in revenues and
GBP107.3 million in underlying EBITDA (defined as operating profit
excluding operating one-off items, amortisation of acquired
intangibles, depreciation and share-based payment charges).  In
the first six months of FY2015/16, eOne generated GBP340.9 million
in revenues and GBP52.3 million in EBITDA (both pro-forma for the
acquisitions).


FAIRLINE BOATS: Union Leaders Express Concern Over Pensions
-----------------------------------------------------------
Paul Grinnell at Peterborough Telegraph reports that union leaders
have claimed that pension contributions for more than 400 workers
at Fairline Boats have not been paid for three months.

Now officials of Unite are urging bosses at Fairline to explain
publicly the situation facing the 52-year-old company,
Peterborough Telegraph relates.

According to Peterborough Telegraph, they say some workers have
not been paid for 10 weeks and are facing a grim Christmas.

Unite regional officer Mick Orpin, as cited by Peterborough
Telegraph, said: "The future at Fairline is cloaked in management
silence.

"The workers, who have been laid off, have been abandoned -- many
have not been paid for 10 weeks.

"They have now fallen behind with mortgage and rent payments and
are looking at a grim Christmas.

"The laid-off workers are now being forced to resign to claim
redundancy payments, which the company has no intention of paying.

"This means a claim will now have to be made through the national
insurance fund and it will take months for our members to receive
any payment."

Fairline was bought two months ago by equity firm Wessex Bristol,
which immediately laid off more than 100 workers for a temporary
period and has since warned of "significant" job losses to be
announced soon, Peterborough Telegraph recounts.

Last week, the Peterborough Telegraph reported that staff had
moved out of the firm?s rented head office in Oundle and had
relocated to the nearby factory.

The company, which has premises in Corby, has also appointed
insolvency specialists KSA to help turn around the ailing firm,
Peterborough Telegraph discloses.

Work is underway to get creditors to agree a Company Voluntary
Arrangement of terms to pay back an undisclosed amount of debt,
Peterborough Telegraph relays.

Fairline Boats is a luxury boat manufacturer.


HASTINGS' INSURANCE: Fitch Affirms 'B+' LT Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has affirmed Jersey-based Hastings' Insurance Group
(Finance) plc's (Hastings) Long-term Issuer Default Rating (IDR)
at 'B+' with a Positive Outlook. The agency has simultaneously
withdrawn the rating. Fitch has also affirmed and withdrawn the
'BB-'/'RR3' ratings on Hastings' GBP150m senior secured floating-
rate notes due 2019 and its 8% GBP266.5m senior secured fixed-
rate notes due July 2020.

The ratings have been withdrawn due to the early repayment of the
bonds. Accordingly Fitch will no longer maintain ratings or
analytical coverage of the issuer.

KEY RATING DRIVERS

In Fitch's view, Hastings' financial metrics on a cashflow basis
support the IDR at the 'B+' level. The Positive Outlook reflects
Fitch's view that additional cash flow generation leading to
further deleveraging, supported by a business with greater scale
and diversification, would support a higher rating.

Hastings has maintained favorable underwriting performance in the
face of a competitive motor insurance market, while broker fee
income generation remains strong. Fitch believes that the
insurer's agile business model, low expense base and use of
extensive driver profile data provide it with a competitive
advantage over larger, more established players. However, there is
the risk of a competitor replicating this model within three to
five years, which could put Hastings' current growth trajectory at
risk.


LONDON CARBON: High Court Winds Up 8 Wine Investment Firms
----------------------------------------------------------
Eight interlinked companies involved in a scheme to dupe the
public into investing in carbon benefit units or wine have been
ordered into liquidation in the High Court following an
investigation by the Insolvency Service.

The investigation found that vulnerable individuals were being
targeted and aggressively sold carbon benefit units (pre-verified
carbon credits) in two overseas projects for investment and/or
wine for investment by respective sales teams co-located at
Airport House Business Centre in Croydon, Surrey, which operated
in parallel under the supervision of a Jason Chalk.

The linked companies are London Carbon Neutral Ltd, Blakeney
Bridge Wine Ltd, Blakeney Bridge Ltd, Savi IT Ltd and KMD Energy
Solutions Ltd which were all based in Croydon; Earthsky Limited
which was based in Chelmsford; and two British Virgin Island
companies Consolidated Carbon Projects Limited and WK Investments
Holdings Limited.

The companies were each ordered into liquidation following
petitions presented by the Secretary of State for Business,
Innovation & Skills to wind up the companies in the public
interest.

The court was told how investors were cold called and high
pressure sales techniques employed to persuade people to invest,
without any mention of the investment risks involved.

Potential investors in carbon benefit units were assured that as
London Carbon Neutral would be their green investment broker any
investment would be very safe and that the units were 'the holy
grail for private investors'.

Potential investors in wine were similarly assured by Blakeney
Bridge that any investment would be safe and by investing they
would be picking the pockets of the biggest spenders in Russia and
China as 'the fact of the matter is, there's money chasing this
market and this money doesn't care about expense' and to start by
investing 'in barrels' of wine.

The carbon benefit units sold to investors were in respect of two
projects in Papua New Guinea: the April Salumei project and the
Lake Murray project.

Investors were persuaded to pay GBP7.50 a unit in the April
Salumei project and GBP3.75 a unit in the Lake Murray project, a
mark up of up to 872% and 577% respectively of the price paid for
the units by London Carbon Neutral. At least GBP3 million was
raised from the sale of these units to the public for investment.

The wine sold to investors was marked up by up to 89% of the price
paid by Blakeney Bridge. At least GBP1.5 million was raised from
the sale of wine to the public for investment.

Investors were lied to and bullied into investing such that one
vulnerable couple trusted London Carbon Neutral to look after all
of their financial affairs, that all of their mail was directed to
the company, which systematically deprived them of all their life
savings of GBP1.2 million.

London Carbon Neutral asserted to potential investors that the
company's greatest asset was trust and that its values were
'transparency, honesty and clarity'.

Blakeney Bridge similarly asserted that 'trust can't be wished
for, it has to be earned, and the way to earn it is by giving our
clients the best advice and getting them the best price deals'

Behind this callous boiler room activity was an overseas framework
to supply the pre-verified carbon units from the two projects in
Papua New Guinea that were sold to investors. Far from the "ski
money" promised to the indigenous land owning tribes in PNG and
funding to save the rain forest, investors' money went to those
behind the scheme and those selling it to vulnerable people whose
lives have been ruined as a result. Investors sold wine fared no
better.

Welcoming the court's winding up decisions Chris Mayhew, Company
Investigations Supervisor, said:

"This was a significant boiler room operation involving companies
based both here and abroad with sales companies here being located
at Airport House Business Centre in Croydon and described to my
investigators as the biggest telephone users at this address and
easy to locate as their offices had 'all the Porsches outside'.
Investors not persuaded to buy carbon benefit units were sold wine
instead and vice versa.

"The Insolvency Service will not allow rogue companies to rip-off
vulnerable and honest people and, working closely with other
regulators, we will investigate abuses and close down companies if
they are found to be operating or about to operate against the
public interest."


NORTHAMPTON TOWN: Insolvency Proceedings Moved to Dec. 11
---------------------------------------------------------
The Guardian reports that insolvency proceedings brought against
Northampton Town by the local council have been adjourned for two
weeks for a deal to be sorted out.

The Guardian relates that lawyers for the League Two club and
Northampton Borough Council told Mr. Justice Nugee at London's
high court on Nov. 27 that it was agreed the administration
petition should come back on December 11 if negotiations did not
succeed.

According to the report, the authority, which loaned money for a
stadium development, said the club owes more than GBP10 million.

Its counsel, James Morgan, said that HM Revenue & Customs, which
was owed more than GBP160,000 and was due in court on Nov. 23 to
apply for the club to be wound up, had confirmed that its petition
would be dismissed as payment was made in full on Nov. 26, the
report relates.

The former Oxford United chairman Kelvin Thomas took over the club
from David Cardoza on the same day, the report notes.

The Guardian says Mr. Morgan added that agreement with the
council, which was the only remaining substantial creditor, would
be the next stage in an ongoing process to save the club.

Thomas Talbot-Ponsonby, for the club, said that it fully supported
the adjournment in the hope that the rescue package would go
ahead, The Guardian relays.

The judge approved the adjournment as "very sensible," adds The
Guardian.

Northampton Town Football Club is an English professional football
club based in Northampton, Northamptonshire.  The club
participates in Football League Two, the fourth tier of English
football.


RISTORANTE LIMITED: Pontefract Unit Enters Voluntary Liquidation
----------------------------------------------------------------
The Caterer reports that Ristorante (Pontefract) Limited, an
Italian restaurant in the historic market town of Pontefract, West
Yorkshire, has entered into voluntary liquidation, after 25 years
of business.

The business, which traded under Mamma Mia, was opened by Alfonso
and Louise Pisciotta in 1990, according to The Caterer.

A notice regarding the appointment of liquidators was posted on
the official public record site, the Gazette, on November 9, along
with a resolutions for winding up notice, the report relays.

David Adam Broadbent -- dave.broadbent@begbies-traynor.com -- and
Rob Sadler -- rob.sadler@begbies-traynor.com -- of Begbies Traynor
were appointed as liquidators, the report relays.

The restaurant's website states: "Mamma Mia is now closed.  Sorry
for any inconvenience".  Both Alfonso and Louise Pisciotta have
always worked in the catering industry within restaurants and
hotels in the UK and abroad, the report notes.

The 80-cover restaurant at 61 Northgate offered traditional
Italian dishes including pizza, pasta, meat and seafood, along
with a range of desserts.



===============
X X X X X X X X
===============


* S&P Takes Various Rating Actions on EU Synthetic CDO Tranches
---------------------------------------------------------------
Standard & Poor's Ratings Services placed on CreditWatch positive
its credit ratings on 17 European synthetic collateralized debt
obligation (CDO) tranches.  At the same time, S&P has affirmed its
ratings on three tranches.

The rating actions are part of S&P's review of various European
synthetic CDOs.  The actions reflect, among other things, the
effect of recent rating migration within reference portfolios and
recent credit events on referenced obligations.  S&P has used its
SROC (synthetic rated overcollateralization) tool to surveil S&P's
ratings on these synthetic CDOs.

WHERE S&P HAS AFFIRMED ITS RATINGS

S&P has affirmed its ratings on those tranches for which credit
enhancement is, in S&P's opinion, still at a level commensurate
with their current ratings.

WHERE S&P HAS PLACED ITS RATINGS ON CREDITWATCH POSITIVE

The tranche's current SROC exceeds 100%, which indicates to S&P
that the tranche's credit enhancement is greater than that
required to maintain the current rating.  Additionally, S&P's
analysis indicates that the current SROC would be greater than
100% at a higher rating level than currently assigned.

ANALYSIS

The rating actions follow the application of S&P's relevant
criteria.

S&P has used uts CDO Evaluator model 6.3 to determine the amount
of net losses in each portfolio that S&P expects to occur in each
rating scenario.

S&P has also applied its top obligor and industry tests.

WHAT IS SROC?

One of the main steps in our rating analysis is the review of the
credit quality of the portfolio referenced assets.  SROC is one of
the tools S&P uses when surveilling its ratings on synthetic CDO
tranches with reference portfolios.

SROC is a measure of the degree by which the credit enhancement
(or attachment point) of a tranche exceeds the stressed loss rate
assumed for a given rating scenario.  SROC helps capture what S&P
considers to be the major influences on portfolio performance:
Credit events, asset rating migration, asset amortization, and
time to maturity. It is a comparable measure across different
tranches of the same rating.

A list of the Affected Ratings is available at:

                       http://is.gd/nV3SEX


                            *********

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-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
Joy A. Agravante, Ivy B. Magdadaro, and Peter A. Chapman, Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-362-8552.


                 * * * End of Transmission * * *