TCREUR_Public/151211.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Friday, December 11, 2015, Vol. 16, No. 245

                            Headlines

A U S T R I A

PAX STABIL: Shuts Business Operations Permanently


I R E L A N D

ADAGIO II CLO: Moody's Affirms Ba3(sf) Rating on Class E Debt
ALLIED IRISH: Moody's Assigns B3(hyb) Rating to EUR500MM Notes
AVOCA CLO V PLC: Fitch Affirms CCC Rating on Class F Notes
CREGSTAR BIDCO: S&P Raises CCR to 'B+', Outlook Stable
JUNO ECLIPSE 2007-2: Fitch Withdraws B Rating on Class B Notes


I T A L Y

GAMING INVEST: Profitability Outpaces SNAI, Says Moody's
WASTE ITALIA: Moody's Cuts Corporate Family Rating to Caa2


K Y R G Y Z S T A N

KYRGYZ REPUBLIC: Moody's Assigns B2 Issuer Ratings


N E T H E R L A N D S

RENOIR CDO: Moody's Raises Rating on Class C Notes to Ba3(sf)


N O R W A Y

DOLPHIN GROUP: Risks Insolvency Unless Restructuring Achieved
NORSKE SKOGINDUSTRIER: GSO Seeks to Oust Three Directors


R U S S I A

GLOBEXBANK: S&P Puts BB- Counterparty Credit Rating on Watch Neg.
RMBS SANTANDER 5: Moody's Assigns (P)Ca Rating to Class C Notes
URALKALI OJSC: S&P Lowers CCR to 'BB-', Outlook Stable
VNESHECONOMBANK: Must Sell Assets Before Ministry Gives Aid


S P A I N

ABENGOA SA: Needs EUR450 Million in Liquidity, KPMG Says
IM GBP MBS 3: Moody's Assigns Caa1(sf) Rating to Series B Notes


U N I T E D   K I N G D O M

AMEC FOSTER: S&P Cuts Corp. Credit Rating to 'BB+', Outlook Neg.
POLESTAR UK: Has Urgent Funding Requirement
SANDS HERITAGE: Seeks CVA to Avert Administration
TEN SQUARE: Paddy Kearney Acquires Business for GBP6 Million
VERVE LIMITED: Director Adair Banned For 8 Years


X X X X X X X X

* BOOK REVIEW: The Rise and Fall of the Conglomerate Kings


                            *********


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


PAX STABIL: Shuts Business Operations Permanently
-------------------------------------------------
EUWID reports that the Austrian window and door manufacturer
Pax Stabil GmbH, Gabersdorf (Styria), which has been the subject
of bankruptcy proceedings since October 20, has ceased business
operations.

According to EUWID, the company was finally closed down on
November 26, after the insolvency administrator Dr. Norbert
Scherbaum had filed the associated application at the competent
insolvency court in Graz.

This means that the efforts to find a buyer for the company have
finally failed, the report says. The workforce of roughly 180
declared their justified departure from the company in accordance
with Austrian insolvency regulations with effect from November 30,
according to EUWID.

In a next step, the insolvency administrator will attempt to sell
the fixed assets, which primarily consist of the production line,
whereby part of the machinery is already in third-party ownership.
The company site had been leased by Pax Stabil, EUWID add.



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I R E L A N D
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ADAGIO II CLO: Moody's Affirms Ba3(sf) Rating on Class E Debt
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Adagio II CLO Plc:

-- EUR14.59 million Class C-1 Senior Subordinated Deferrable
    Floating Rate Notes due 2021, Upgraded to A1 (sf); previously
    on Apr 11, 2014 Upgraded to A2 (sf)

-- EUR8.16 million Class C-2 Senior Subordinated Deferrable
    Fixed Rate Notes due 2021, Upgraded to A1 (sf); previously on
    Apr 11, 2014 Upgraded to A2 (sf)

-- EUR3.925 million Class D-1 Senior Subordinated Deferrable
    Floating Rate Notes due 2021, Upgraded to Baa2 (sf);
    previously on Apr 11, 2014 Upgraded to Baa3 (sf)

-- EUR9.2 million Class D-2 Senior Subordinated Deferrable Fixed
    Rate Notes due 2021, Upgraded to Baa2 (sf); previously on Apr
    11, 2014 Upgraded to Baa3 (sf)

Moody's has also affirmed the ratings on the following notes:

-- EUR158.25 million (Current Outstanding Balance: EUR 53.7M)
    Class A-1 Senior Floating Rate Notes due 2021, Affirmed Aaa
    (sf); previously on Apr 11, 2014 Affirmed Aaa (sf)

-- EUR70 million (Current Outstanding Balance: EUR 53.3M) Class
    A-2A Senior Floating Rate Notes due 2021, Affirmed Aaa (sf);
    previously on Apr 11, 2014 Affirmed Aaa (sf)

-- EUR8 million Class A-2B Senior Floating Rate Notes due 2021,
    Affirmed Aaa (sf); previously on Apr 11, 2014 Affirmed Aaa
   (sf)

-- EUR35.875 million Class B Senior Floating Rate Notes due
    2021, Affirmed Aaa (sf); previously on Apr 11, 2014 Upgraded
    to Aaa (sf)

-- EUR10.5 million Class E Senior Subordinated Deferrable
    Floating Rate Notes due 2021, Affirmed Ba3 (sf); previously
    on Apr 11, 2014 Upgraded to Ba3 (sf)

Adagio II CLO Plc, issued in December 2005, is a multi-currency
Collateralised Loan Obligation ("CLO") backed by a portfolio of
mostly high yield senior secured European loans. The portfolio is
managed by AXA Investment Managers. This transaction entered
amortization phase on 15 January 2013.

RATINGS RATIONALE

The rating actions on the notes are primarily a result of the
improvement in the credit quality of the underlying collateral
pool over the last year. The credit quality has improved as
reflected in the improvement in the average credit rating of the
portfolio (measured by the weighted average rating factor, or
WARF). As of the trustee's October 2015 report, the WARF was 2414,
compared with 2701 in the October 2014 report.

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 EUR197.5 million
and GBP11.3 million, a weighted average default probability of
17.4% (consistent with a WARF of 2521), a weighted average
recovery rate upon default of 46.7% for a Aaa liability target
rating, a diversity score of 25 and a weighted average spread of
3.7%. The GBP-denominated assets are fully hedged with a macro
swap, which Moody's also modelled.

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.

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

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

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 the following:

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.

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
modelled, 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.


ALLIED IRISH: Moody's Assigns B3(hyb) Rating to EUR500MM Notes
--------------------------------------------------------------
Moody's Investors Service has assigned a B3(hyb) rating to the
"high trigger" additional tier 1 (AT1) EUR500 million note issued
by Allied Irish Banks, p.l.c. (AIB -- rated Baa3 LT Deposits/Ba1
Senior Unsecured Debt Positive, ba3 BCA) on November 26, 2015.
This rating was initiated by Moody's and was not requested by the
rated entity.

This perpetual non-cumulative AT1 security ranks junior to all
liabilities of AIB and ranks senior to common shares. Coupons may
be cancelled on a non-cumulative basis at the issuer's option and
on a mandatory basis subject to the availability of distributable
items and regulatory discretion. The principal of the security
will be written-down if AIB's transitional Common Equity Tier 1
(CET1) ratio falls below 7% (at bank or Group level). The
principal amount can be written-up at the sole discretion of the
bank.

The rating for these AT1 securities was initiated by Moody's and
was not requested by the rated entity. Whilst AIB is a
participating issuer, subject to Moody's definition of
participation as referring to the relationship that Moody's
maintains with the rated entity, it did not engage in dialogue or
exchange information with Moody's regarding this specific rating
action for these securities.

RATINGS RATIONALE

The B3(hyb) rating assigned to the security is based on multiple
risks, including the likelihood of AIB's capital ratio reaching
the conversion trigger, the likelihood of coupon suspension on a
non-cumulative basis and the probability of a bank-wide failure
and loss severity, if any or all these events occur. Moody's
assesses the probability of a trigger breach using an approach
that is model-based, incorporating the bank's creditworthiness,
its most recent CET1 ratio and qualitative considerations,
particularly with regard to how the bank may manage its CET1 ratio
on a forward-looking basis. Moody's rates these notes to the lower
of the model-based outcome and AIB's non-viability security
rating, which also captures the risk of coupon suspension on a
non-cumulative basis. Moody's approach to rating high-trigger
contingent capital securities is described in its "Banks" rating
methodology, published on March 16, 2015.

AIB has a Baseline Credit Assessment (BCA) of ba3, which
incorporates the bank's overall intrinsic credit strength and the
most recently published group level transitional CET1 ratio, which
was 18.2% at end-3Q2015. AIB's BCA, its group-level transitional
CET1 ratio and some forward-looking assumptions on its regulatory
ratio, in particular following the announcement of the proposed
capital actions approved by the Single Supervisory Mechanism on
November 6, were used as inputs to the model, which corresponds to
an output of B1(hyb).

The model output was then compared to the issuer's non-viability
security rating, B3(hyb), which is positioned based on Moody's
Advanced Loss Given Failure (LGF) analysis and also captures both
the probability of impairment associated with non-cumulative
coupon suspension as well as the probability of a bank failure.
The 'high trigger' security rating is constrained by the rating on
the non-viability security, leading to the assignment of a B3(hyb)
rating to AIB's 'high trigger' AT1 securities.

In addition, Moody's ran a model sensitivity analysis on AIB that
factors in changes to the group and bank's CET1 ratio. The outcome
of this sensitivity analysis confirms that a B3(hyb) rating is
resilient under the main plausible scenarios.

WHAT COULD CHANGE THE RATING UP/DOWN

The rating of AIB's AT1 notes is currently constrained by the
rating on the issuer's non-viability security, which in turn could
be upgraded if AIB's ba3 BCA were to increase.

Conversely, downward pressure on the rating of this instrument
could develop if AIB' BCA was adjusted downward or if its
transitional CET1 ratio were to decline substantially on a
sustained basis. In addition, Moody's would also reconsider the
rating in the event of an increased probability of a coupon
suspension.

Assignments:

Issuer: Allied Irish Banks, p.l.c.

  Pref. Stock Non-Cumulative, Assigned B3(hyb)


AVOCA CLO V PLC: Fitch Affirms CCC Rating on Class F Notes
----------------------------------------------------------
Fitch Ratings has upgraded Avoca CLO V plc's notes:

  Class B (ISIN XS0256536888): upgraded to 'AAAsf' from 'AAsf';
   Outlook Stable

  Class C1 (ISIN XS0256537423): upgraded to 'AAsf' from 'Asf';
   Outlook Stable

  Class C2 (ISIN XS0256538157): upgraded to 'AAsf' from 'Asf';
   Outlook Stable

  Class D (ISIN XS0256538405): upgraded to 'BBBsf' from 'BBsf';
   Outlook Stable

  Class E (ISIN XS0256539122): affirmed at 'Bsf'; Outlook
   Negative

  Class F (ISIN XS0256539635): affirmed at 'CCCsf'; Recovery
   Estimate 0%

Avoca CLO V plc is a managed cash arbitrage securitization of
secured leveraged loans, primarily domiciled in Europe.

KEY RATING DRIVERS

The upgrade of the class B, C and D notes is driven by a
significant increase in credit enhancement over the past year.
The class A1A, A1B and A2 notes have all paid in full and the
class B notes have amortized to 82.3% of their outstanding
balance.  This has cause credit enhancement to rise to 76.6% for
the class B notes, 49.5% for the class C notes and 31% for the
class D notes, from 25%, 16.5% and 10.7% respectively during the
same period.

The Negative Outlook on the class E notes reflects a concentrated
portfolio.  The 10 largest obligors account for 72.1% of the
transaction and 21 assets remain in the portfolio (down from 36
last year).  This means a single obligor default can significantly
reduce credit enhancement, particularly for the junior notes were
credit enhancement levels are lower.

The class F notes' over-collateralization test is failing with a -
2.2% cushion under its trigger level (102.4%).  This has worsened
from last year when the test was failing with a -1.5% cushion.
The test diverts excess spread to pay down the senior notes until
the test is cured.

There are no defaulted assets in the portfolio and the proportion
of 'CCC' assets has increased to 9.63% from 3% over the last 12
months.  The weighted average life of the transaction has
increased slightly to 4.3 years from 4.2 years but has been kept
fairly flat by the extension of some of the assets' maturities.
Weighted average spread has reduced to 3.4% from 3.6% and has been
decreasing since January 2014.  The weighted average recovery rate
of the portfolio has also decreased to 65% from 68.2% during the
same period.  Cost of funding has increased to 2.1% from 1.2%,
driven by the amortization and the high coupon (4.81%) on the C2
notes.  Nevertheless, the deterioration in the portfolio is
mitigated by the increase in credit enhancement.

RATING SENSITIVITIES

Increasing the default rate by 1.25x to all assets in the
portfolio would result in a downgrade of one notch to the class E
notes.  Reducing the recovery rate by 0.75x to all assets in the
portfolio would result in a downgrade of the class E notes by one
rating category.

DUE DILIGENCE USAGE

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

DATA ADEQUACY

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

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

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


CREGSTAR BIDCO: S&P Raises CCR to 'B+', Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services said that it had raised its
long-term corporate credit rating on Ireland-based medical devices
manufacturer Cregstar Bidco Ltd. (Creganna) to 'B+' from 'B'.  The
outlook is stable.

At the same time, S&P raised its issue ratings on the $25 million
credit facility and $185 million first-lien term loan issued by
Cregstar Finance Ireland Ltd. to 'B+' from 'B'.  The recovery
ratings remain at '3', indicating S&P's expectation of recovery
prospects in the higher half of the 50%-70% range in the event of
a payment default.

S&P also raised its issue rating on the $90 million second-lien
term loan issued by Cregstar Finance to 'B-' from 'CCC+'.  The
recovery rating remains at '6', indicating S&P's expectation of
negligible recovery (0%-10%) in the event of a payment default.

The upgrade stems from S&P's overall assessment that Creganna's
financial risk profile has improved to aggressive from highly
leveraged on the back of stronger EBITDA and cash flow generation
during the first nine months of 2015.  S&P forecasts that adjusted
debt to EBITDA will improve to below 5.0x.  Furthermore, S&P
expects Creganna's funds from operations (FFO) cash interest
coverage to reach 4x.

Creganna is a contract manufacturer for the medical device
industry, focused on surgical systems for minimally invasive
procedures.  The ratings are constrained by Creganna's small size,
relative product concentration, and contract cancellation risk,
which S&P reflects in its assessment of the business risk profile
as weak.  The acquisition of Precision Wire Components (PWC) has
improved Creganna's manufacturing footprint, and S&P notes that it
also contributes a significant proportion of manufacturing
capacity.  However, S&P expects some of this capacity to be
transferred to PWC's lower-cost Costa Rica facility over the
medium term.

These negatives are partly offset by Creganna's strong position in
the provision of outsourced surgical systems for minimally
invasive procedures, for which the company is often the sole
supplier.  S&P also considers the group to have good earnings
visibility through the contracted nature of the majority of group
revenues, benefiting from established relationships with leading
medical device companies.  This is somewhat protected by high
switching costs for customers, due to regulation and manufacturing
expertise.  As of Sept. 30, 2015, the group reported robust
operating performance, with synergies from PWC's integration,
underpinned by reported last-12-months EBITDA of $55 million.

S&P's view of the financial risk profile is still underpinned by
Creganna's ownership by financial sponsor, Permira, and by S&P's
revised forecast that the group's adjusted leverage (debt to
EBITDA) will remain below 5x over the next 12-18 months.  S&P's
calculation includes $275 million of financial debt in the form of
the term loans and about $20 million-$25 million of capitalized
operating leases.  Under S&P's criteria, it excludes the
shareholder loans at Cregstar Lux S.a.r.l. from S&P's leverage and
coverage calculations.

S&P expects the group's deleveraging path to be supported by
improving profitability and strong cash flow generation.  In
addition, the group is planning a mandatory cash flow sweep of
about $20 million in 2016 on both its first- and second-lien
loans, as a result of strong cash flow generation.  S&P views
favorably the trend of increasing FFO cash interest coverage,
which S&P assumes will stay above 4x over the next two years,
highlighting Creganna's ability to offer strong cash flow
protection.

The stable outlook reflects S&P's expectation that Creganna will
sustain profitability in the 22%-25% range, owing to volume growth
and market dynamics, in the absence of any technological shift.
The outlook also reflects S&P's view that the company will
maintain adequate liquidity and adjusted debt to EBITDA
comfortably below 5x over the next 12 months, with Permira
remaining the majority shareholder.

S&P could lower the rating if the group's operating performance
were to deteriorate significantly, such that FFO cash interest
coverage falls below 4x.  This could constrain the group's ability
to generate free cash flow.  Such a scenario could arise if
Creganna loses one or several major contracts.  S&P could also
consider a downgrade if the group's financial policy were to
become more aggressive, translating into an adjusted leverage
ratio above 5.0x.

S&P could raise the rating if the group demonstrated a continuing
track record of profitable growth, accompanied by steadily
increasing free operating cash flow.  This could stem from the
consolidation of its niche position in minimally invasive vascular
medical devices.


JUNO ECLIPSE 2007-2: Fitch Withdraws B Rating on Class B Notes
--------------------------------------------------------------
Fitch Ratings has downgraded Juno (Eclipse 2007-2)'s class A notes
and removed them from Rating Watch Negative (RWN).  The Outlook is
Negative.  The agency has simultaneously withdrawn its ratings on
the transaction.

The transaction is a fully funded synthetic securitization of
initially 17 commercial mortgage loans originated by Barclays Bank
PLC (Barclays; A/Stable/F1), of which five are outstanding.

KEY RATING DRIVERS

The downgrade reflects further reduction in financial resources
available to the issuer since the last rating action in June 2015
to meet mandatory expenses.  There is a growing risk that the
issuer will be unable to make senior interest payments as early as
1H17.  This stems from the delay in resolving the CDS related to
the EUR122 million Neumarkt loan, which has been in default
(subject to German insolvency proceedings) since 2011.

Barclays is only permitted to demand loss protection from the
issuer once the loan has passed a liquidation date.  In this case,
while a EUR119 mil. recovery has been realised and cash released
to Barclays by the administrator, the proceedings have not been
completed.  Therefore the servicer (Capita) has not determined a
final loss amount.  The result of this is that the "alternative"
CDS payments paid by Barclays amount to zero on this balance.  At
the same time the issuer collateral is yielding zero income given
the current negative Euribor rates.

This combination, together with defaults of other loans, prevents
the issuer meeting its own funding costs without drawing on the
liquidity facility.  Delay with settlement of the Neumarkt loan
accounts for 80% of liquidity draws, and Fitch estimates the
coverage of senior mandatory expenses will be exhausted within six
quarters unless loss settlement occurs in time.  This in effect
imposes a rating cap at 'BBBsf' on the notes, as reflected in
today's downgrade.  Meanwhile, as recovery proceeds have not been
passed through to noteholders, the issuer is effectively funding
the loan for free.

According to the documentation, the servicer can determine when it
believes no further recoveries are likely to be received.  Absent
such determination, or prior completion of enforcement, automatic
settlement will only occur 150 days prior to legal final maturity,
much later than when Fitch expects liquidity to be depleted.
Settlement of some of the other outstanding CDS -- Seaford and Le
Croissant reference obligations -- is expected in 1H16.  Fitch
also notes the possible extension of the Obelisco loan, which
should provide some temporary relief (this is assumed in the six
quarters coverage expectation).

Fitch is withdrawing its ratings because it has not received the
information it needs to make further assumptions regarding what is
now the primary driver of the creditworthiness of the notes,
namely the timing of the resolution of the Neumarkt CDS.  This is
a matter that will be determined by Capita in due course.

Fitch estimates 'Bsf' recovery proceeds totaling EUR211 mil.,
which is unchanged since the last rating action.

RATING SENSITIVITIES

Not applicable

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.

Full List of Rating Actions:

  EUR114.1 mil. class A (XS0299976323 and XS0302319370):
   downgraded to 'BBBsf' from 'Asf', off RWN; Outlook Negative;
   rating withdrawn

  EUR68.3 mil. class B (XS0299976752 and XS0302320386): affirmed
   at 'Bsf'; off RWN, Outlook Stable; rating withdrawn

  EUR60 mil. class C (XS0299976836) and XS0302320543): affirmed
   'Dsf'; Recovery Estimate: 50%, rating withdrawn

  EUR0 mil. class D and E: affirmed at 'Dsf'; Recovery Estimate:
   0%; rating withdrawn



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I T A L Y
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GAMING INVEST: Profitability Outpaces SNAI, Says Moody's
--------------------------------------------------------
Italian gaming company SNAI S.p.A. (B3 negative) has larger
revenues and a more prominent market position than its more
profitable peer, Gaming Invest S.ar.l (Sisal, B2 negative),
following its acquisition of Cogemat SpA (unrated) on
November 19, 2015, says Moody's Investors Service in a report
published on Dec. 9.

In the report titled "Gaming Invest S.ar.l (Sisal) and SNAI
S.p.A.: Peer Comparison - Sisal More Profitable Than Larger SNAI",
Moody's compared the business and financial profiles of two of
Italy's largest gaming companies -- SNAI and Sisal.

"While SNAI's revenues have surpassed Sisal's following its
acquisition of Cogemat and it has gained leadership positions in
retail sport and horse betting, Sisal will remain more profitable
mainly due to its more favorable product mix," says Donatella
Maso, a Moody's Vice President -- Senior Analyst and author of the
report.

SNAI is Italy's second-largest gaming company (after International
Game Technology, Ba2) following its acquisition of Cogemat, with
EUR934 million of revenues (for the 12 months ended 30 June 2015
pro forma for Cogemat) versus Sisal's EUR769 million (12 months
ended September 30, 2015).

SNAI is also the leader in sports and horse betting and the third-
largest concessionaire of amusement with prize machines and the
second-largest of video lottery terminals by turnover. Sisal is
second in lottery but lacks leadership positions in its other
market segments.

However, Sisal remains more profitable than SNAI and also better
diversified in terms of products and services. SNAI has been
increasing its margins since 2012, but the acquisition of Cogemat
will bring them down.

"Although SNAI's leverage is higher than Sisal's owing to weak
trading in the first nine months of 2015, both companies' ratings
are constrained by their leveraged capital structures," Ms. Maso
adds.

Moody's expects that SNAI's leverage will benefit from the re-
opening of closed betting shops and the acquisition, but will
remain high and consistent with the B3 rating. Conversely, Moody's
forecasts that Sisal's leverage will rise to above 6.0x owing to
the annual impact of tax and a delay in the launch of new features
for SuperEnalotto.


WASTE ITALIA: Moody's Cuts Corporate Family Rating to Caa2
----------------------------------------------------------
Moody's Investors Service has downgraded Waste Italia S.p.A's
corporate family rating (CFR) to Caa2 from B3 and probability of
default rating (PDR) to Caa2-PD from B3-PD. Concurrently, Moody's
also downgraded the instrument rating of the EUR200 million senior
secured notes to Caa2 from B3. The outlook on the ratings remains
negative.

RATINGS RATIONALE

The two-notch downgrade reflects Moody's expectation that
liquidity will remain tight for Waste Italia and reliant on the
company's short-term factoring lines or possibly shareholder
support. Free cash flow after interest as reported by the company
stood at -EUR9.6 million as of September 2015 and Moody's expects
free cash flow to remain negative for the full year given the
EUR11 million interest payment that was paid in November 2015.
While some easing on the working capital could slightly improve
the company's liquidity profile from the level of EUR7.9 million
as of November 25, 2015, taking into account the available short-
term factoring lines, Moody's expects liquidity to remain tight
for 2016 and possibly reliant on shareholder support given the
EUR5 million mandatory debt repayment in Q2 2016 (and EUR7.5
million in Q2 2017).

Waste Italia S.p.A. was originally rated (P)B2/STA despite its
small size (revenues of EUR127 million pro forma to June 2014),
its business concentration on waste management and its
geographical concentration in the Piedmont, Lombardy and Liguria
regions of northern Italy. It had a record of securing capacity
extensions, was not excessively leveraged and was expected to
maintain robust liquidity. The company has subsequently fallen
short of expectations in terms of business profile, metrics,
financial policy and liquidity: remaining capacity at its active
landfill sites is falling, with a key 2015 landfill capacity
extension now delayed and downsized; the CEO departed and the
company reduced its EBITDA expectations for 2015; closure and
post-closure provision charges have increased; leverage has
increased because of the unexpected addition of shareholder loans
to the capital structure, and the drawing of additional lines;
liquidity is lower because issuance proceeds were lower than
expected, a EUR5 million receivable from an associate was
equitized, and another EUR8 million shareholder loan has been
repaid; its committed liquidity facility has been drawn and the
company is now reliant on uncommitted lines and factoring.

In addition in the last week of October 2015 Sostenya Group, owner
of 44% of Waste Italia parent Gruppo Waste Italia (former
Kinexia), bought EUR5 million of senior secured notes on the open
market. Waste Italia indicated that these will likely be
contributed to Waste Italia. Moody's notes that according to the
senior secured notes terms, Waste Italia can use notes acquired on
the open market (at market prices) that are subsequently canceled
against the required notes repayments and hence could use this to
materially reduce the required repayment in Q2 2016. While a
relatively small amount, Moody's notes that continued open market
purchases by the shareholder or Waste Italia in the future could
constitute a distressed exchange in line with Moody's definition
of default.

Moody's adjusted debt/EBITDA stood at 5.8x for the LTM September
2015 period based on a Moody's adjusted EBITDA of EUR44 million
taking into account provision charges. Although slightly up from
the LTM June period it is below initial expectations, also because
of the increased provision charges. The EBITDA increase in Q3 2015
illustrates some improvement in performance after the first half
of the year was negatively affected by, amongst other, delays in
preparation of the Albonese landfill capacity extension. Moody's
expects volume trends to continue to provide some support to
operating performance into 2016, which could result in some EBITDA
improvement if the pricing environment remains stable. In the
absence of one-off outflows that negatively affected 2015, stable
provision payments and focus on working capital, free cash flow
could also improve in 2016. However, in Moody's view there is
still significant execution risk and uncertainty attached to
achieving a neutral or even positive free cash flow and improving
cash balances.

Moody's also notes that the Chivasso 3 landfill capacity extension
originally planned for Q4 2015 is delayed into 2016, while
amendments to the proposal were made to reduce the additional
capacity from 1,050,000 m3 to 750,000 m3, which continues to
illustrate the challenges of securing further landfill capacity.
This remains a key risk for Waste Italia.

The Caa2 rating also continues to reflect the company's focused
geographical footprint, concentrated in 3 Northern Italian regions
and the cyclical nature of the industry and exposure to broader
macro-economic trends in Italy. However, Waste Italia's Caa2
rating also takes into account (i) the high margins achieved in
its main landfill disposal operations, (ii) its market position
and its vertically integrated business model in its core regions
of Piedmont, Lombardy and Liguria, (iii) and the company's
remaining landfill capacity compared to local competitors and its
ability and track record in serving a mix of larger national
customers and local businesses.

Rating Outlook

The negative outlook reflects Moody's expectation that liquidity
will remain tight in 2016 thereby increasing the risk of default,
despite some potential for operating performance improvements.

WHAT COULD CHANGE THE RATING -- UP

While there is no near term upward rating pressure, a
significantly improved liquidity profile together with; (i) the
demonstration of sustained and visible free cash flow (after
interest payments); (ii) a continued expansion of the company's
operations and landfill capacity; and (ii) visible EBITDA growth
could result in positive pressure. Moody's would also expect
Moody's adjusted debt/EBITDA to fall towards 5.0x for positive
pressure.

WHAT COULD CHANGE THE RATING -- DOWN

Waste Italia's rating could come under pressure if (i) the
company's liquidity and cash flow profile worsens; (ii) Moody's
adjusted debt/EBITDA rises further; (iii) the company fails to
extend landfill capacity in line with its current plans; (iv)
EBITDA declines below current levels. Additional open market notes
purchases by the shareholder or Waste Italia could also lead to a
distressed exchange in line with Moody's definition of default.

Headquartered in Milan, Waste Italia is a waste management company
based in Northern Italy. Its vertically integrated business
operates in the collections, processing and recycling, landfill
disposal and biogas, with a focus on non-hazardous special
(commercial) waste. Its main regions of operations are Lombardy,
Piedmont and, following the acquisition of Geotea, Liguria, where
it has 7 service centers and depots operating a fleet of 150
vehicles (of which 65 are owned), 10 sorting and treatment plants
and, following the sale of Alice Ambiente that took place in Q1
2015, 12 landfills sites of which 7 are active. In addition to
this, the group operates through third party partnership
agreements to provide waste management services throughout Italy.
In the last 12 months to September 2015 Waste Italia had
consolidated revenues of EUR126.5 million. Waste Italia is owned
by Gruppo Waste Italia S.p.A. which is publicly listed on the
Italian Stock Exchange.



===================
K Y R G Y Z S T A N
===================


KYRGYZ REPUBLIC: Moody's Assigns B2 Issuer Ratings
--------------------------------------------------
Moody's Investors Service has assigned first-time local- and
foreign-currency issuer ratings of B2 to the Government of the
Kyrgyz Republic. The ratings carry a stable outlook.

The rating assignment reflects the following considerations:

(1) The 'Low' strength of the Kyrgyz Republic's small but rapidly
    growing economy, given in particular its high dependence on
    gold mining and remittances from workers in Russia, and its
    vulnerability to variations in those income sources,

(2) The Republic's 'Very Low' institutional strength, reflecting
    very weak governance and institutional features, though
    Moody's has taken note of its strong data transparency,

(3) The Kyrgyz Government's 'Medium' fiscal strength, which
    balances a relatively high and rising debt burden and volatile
    fiscal balance against the high affordability of its debt load
    given its predominantly concessional nature, and

(4) The sovereign's 'Medium' susceptibility to event risks, given
    in particular the highly dollarized banking sector and, at
    least until recently, volatile political system.

Moody's has also assigned a Ba3 ceiling for local-currency bonds
and deposits, a Ba3 ceiling for foreign-currency bonds and a B3
ceiling for foreign-currency deposits.

RATINGS RATIONALE

-- 'LOW' ECONOMIC STRENGTH: A SMALL AND OPEN ECONOMY, YET WITH
    RELATIVELY STRONG TRACK RECORD OF GROWTH

The first driver underlying Moody's assignment of a B2 sovereign
rating for the Kyrgyz Republic is its assessment of 'low' economic
strength. This is reflected in a number of key indicators,
including (1) the economy's small size, with a nominal GDP of $7.4
billion; (2) its low per capita income, at $3,262 on a purchasing
power parity basis; (3) the country's substantial reliance on
trade with and remittances from Russia, the latter representing
30% of GDP, which create high exposure to slowdowns in Russia's
economy; and (4) high reliance on volatile gold production, with
output from one source -- the Kumtor gold mine -- representing
7.4% of GDP and 40% of exports. As a result of these features,
growth has been volatile in recent years and is expected to remain
so for some years to come.

Set against its small size and concentration, the Kyrgyz economy
has experienced relatively high growth in recent years, averaging
4.8% since 2011. Growth is likely to be sustained, averaging 5.6%
in 2015-2016, supported by the Public Investment Program and sound
gold production prospects. It will be somewhat reduced over the
near term as a result of the country's entry into the Eurasian
Economic Union (EAEU) in May 2015, which is likely to slow non-
gold growth this year as the country raises trade tariffs with
other non-EAEU partners. Over the medium term, however, entry into
the EAEU is likely to have a positive effect on growth, reflecting
improved access to the Kazakh and Russian markets.

Over the coming years, growth will be supported by planned
infrastructure investment, based on continued financing from
bilateral and multilateral donors. At 27% of GDP, gross investment
is already high relative to peers. Kyrgyz competitiveness is
hindered by infrastructure bottlenecks, which are being addressed
through the Public Investment Program, and foreign direct
investments remain volatile.

-- 'VERY LOW' INSTITUTIONAL STRENGTH, ALTHOUGH TRANSPARENCY
    STANDS OUT

The second key driver of the Kyrgyz Republic's B2 sovereign rating
is the country's 'very low' institutional strength. The Kyrgyz
Republic scores very low in the World Governance Indicators,
underperforming many B-rated peers, particularly with regard to
corruption and the rule of law. The effectiveness of monetary
policy -- a useful proxy for the capacity of the country's
institutions to articulate and achieve supportive policy
objectives -- is hampered by external vulnerabilities, including
currency and commodity prices fluctuations, as reflected by the
large depreciation in the Kyrgyz som this year.

Nonetheless, Moody's note that there have been recent improvements
in monetary policy, with more effective transmission channels
related to financial deepening. Relations with the IMF and trade
integration are supportive of the Kyrgyz Republic's institutional
strength. A new, 3-year Extended Credit Facility (ECF) program
approved in April 2015, as well as technical assistance help the
country develop fiscal policy predictability. The scope and
timeliness of data are strong relative to peers, as reflected by
the country's participation in the IMF's Special Data
Dissemination Standard (SDDS) since 2004, a sign of growing
institutional maturity.

-- 'MEDIUM-' FISCAL STRENGTH, WITH RISING DEBT BURDEN SOMEWHAT
    ALANCED BY ACCESS TO AFFORDABLE CONCESSIONAL FINANCING

The third driver informing Moody's decision to assign a B2 rating
to the Kyrgyz Republic is its 'medium-' fiscal strength. This
reflects a relatively high and rising debt burden made affordable
by a large concessional financing base. At 54% of GDP, the Kyrgyz
Republic's debt load is high for a small, poor country and is set
to rise in the next two years to finance infrastructure. As a
result of the som's depreciation, we expect government external
debt to breach its legal limit of 60% of GDP this year, while
government domestic debt will remain very low.

Fiscal balances have been volatile, reflecting both fluctuations
in government revenue stemming from the mining sector and large
but uneven capital expenditures. General government fiscal
deficits have averaged just under 4% over the past five years,
slightly lower than the median for B-rated countries, partly
reflecting high capital outlays relative to tax revenue. The
fiscal deficit reached a small surplus in 2014, mainly driven by
one-off revenue and a slowdown in investment. We expect the
deficit to widen again in 2015 and 2016 to about 3% of GDP on the
back of increased infrastructure spending.

Set against those weaker features, the Kyrgyz Republic continues
to benefit from strong donor support, as reflected by large
investments financed by China's Export-Import Bank and the recent
set-up of the $1 billion Russia-Kyrgyz Investment Fund, of which
$250 million has been disbursed. The existing debt stock is 93%
held by non-resident multilateral and bilateral creditors, with a
very long maturity and low interest payments. Debt-servicing costs
are very low relative to peers, with interest payments amounting
to only 2.4% of general government revenue in 2014.

The high affordability of the government's debt stock offsets
somewhat the challenges posed now and in the future by the high
debt load and its exposure to currency fluctuations. Meanwhile,
the government retains flexibility resulting from the gradual
decrease in current expenditures as a percentage of GDP. This may
support the gradual reduction of debt over time, particularly
should concessional debt begin to be replaced by market debt.

-- 'MEDIUM' EXPOSURE TO EVENT RISKS STEMMING FROM POLITICAL AND
    BANKING SECTOR

The fourth driver underpinning the B2 rating for the Kyrgyz
Republic is Moody's assessment of the country's moderate
susceptibility to event risk, which is driven by political and
banking sector risks.

The political arena has been troubled in recent years. Perception
of poor and worsening governance led to the ousting of two
presidents, in 2005 and 2010, polarizing society. While the most
recent transition of power was relatively smooth, internal strife
could reemerge over time. The Kyrgyz Republic's economic
dependence on both Russia and China also increases the impact of
regional tensions, which the entry into the EAEU could exacerbate.

The banking sector has seen high credit growth (albeit from a low
level) and the level of dollarization is high and rising, with 65%
of deposits and 51% of loans in dollars as of September, posing
contingent liability risks for the government. Proposed
improvements in the regulatory framework, including a new Banking
Code, mitigate those risks.

A further source of event risks is the external payments position,
which is weakened by persistently very large current account
deficits, only partly funded by foreign direct investments. The
country's net international investment position has deteriorated
markedly in recent years to -79% of GDP, pointing to increased
reliance on debt financing. This risk is mitigated by very low
external debt service payments.

The indicative rating range resulting from the combination of the
four factor scores is B1-B3.

RATING OUTLOOK

The stable outlook reflects Moody's assessment of Kyrgyz
Republic's prospects for high economic growth and donor-funded
infrastructure investment. The stable outlook is based on our
expectation that government debt increases will be limited and the
authorities will tackle external and banking sector
vulnerabilities.

WHAT COULD CHANGE THE RATING -- UP/DOWN

Upward credit pressure could develop as a result of (1) growth-
enhancing structural reforms combined with banking sector
stability; (2) fiscal consolidation efforts that lead to a
reduction in the government's debt burden; and (3) improvements in
price and exchange rate stability that do not impair the country's
external position.

Downward pressure would be exerted on the rating in the event of
(1) the withdrawal of donor support, which would add to the
government's borrowing costs; (2) large financing needs due to
fiscal deficits combined with a substantial deterioration in debt
structure; or (3) economically destabilizing political and social
tensions.

GDP per capita (PPP basis, US$): 3,262 (2014 Actual) (also known
as Per Capita Income)

Real GDP growth (% change): 3.6% (2014 Actual) (also known as GDP
Growth)

Inflation Rate (CPI, % change Dec/Dec): 10.5% (2014 Actual)

Gen. Gov. Financial Balance/GDP: 0.2% (2014 Actual) (also known as
Fiscal Balance)

Current Account Balance/GDP: -24.2% (2014 Actual) (also known as
External Balance)

External debt/GDP: 108.0% (2014 Actual)

Level of economic development: Low level of economic resilience

Default history: No default events (on bonds or loans) have been
recorded since 1983.

On August 11, 2015, a rating committee was called to discuss the
rating of the Kyrgyz Republic, Government of. The main points
raised during the discussion were: the issuer's economic
fundamentals, including its economic strength; institutional
strength/ framework; fiscal or financial strength, including its
debt profile and susceptibility to event risk. This rating level
was also considered relative to its peers.



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


RENOIR CDO: Moody's Raises Rating on Class C Notes to Ba3(sf)
-------------------------------------------------------------
Moody's Investors Service announced that it has taken rating
actions on the following classes of notes issued by Renoir CDO
B.V.:

-- EUR230 million (outstanding balance EUR51.4M) Class A
    Floating Rate Notes, Upgraded to Aa3 (sf); previously on Feb
    10, 2015 Upgraded to A2 (sf)

-- EUR10.5 million Class B Deferrable Floating rate Notes,
    Upgraded to A2 (sf); previously on Feb 10, 2015 Upgraded to
    Ba1 (sf)

-- EUR14.8 million Class C Deferrable Floating Rate Notes,
    Upgraded to Ba3 (sf); previously on Feb 10, 2015 Upgraded to
    B3 (sf)

-- EUR4.25 million (outstanding balance EUR5.2M) Class D-1
    Deferrable Fixed Rate Notes, Affirmed Ca (sf); previously on
    Feb 10, 2015 Affirmed Ca (sf)

-- EUR5.05 million (outstanding balance EUR5.6M) Class D-2
    Deferrable Floating Rate Notes, Affirmed Ca (sf); previously
    on Feb 10, 2015 Affirmed Ca (sf)

-- EUR8.5 million Combination Notes, Affirmed Ca (sf);
    previously on Feb 10, 2015 Affirmed Ca (sf)

RATINGS RATIONALE

The rating actions on the notes are a result of a material
improvement in the credit quality of the collateral and the
deleveraging of the Class A notes.

Since the last rating action, 51% of the assets in value in the
portfolio have been upgraded and on average the magnitude of the
upgrades was 2.8 notches.

Since the January 2015 payment date, Class A has repaid EUR9.9
million or 4.3% of the tranche original balance, resulting in an
improvement in overcollateralization ("OC") ratios across the
capital structure. As per the October 2015 trustee report, the
Class A/B, Class C and Class D OC ratios are reported at 136.8%,
111.2% and 97.7%, compared to January 2015 levels of 130%, 108.5%
and 96.5% respectively.

The Class D OC test continues to be in breach of the covenant
level, albeit deferred interest amounts on Classes D-1 and D-2
have decreased to EUR0.98 M and EUR0.55 M from the highest levels
they had reached in October 2014 of EUR1.34 M and EUR0.75 M,
respectively.

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:

Amounts of defaulted assets - Moody's considered a model run where
all the Caa assets in the portfolio were assumed to be defaulted.
The model outputs for this run were up to one notch lower than the
base case outputs.

Weighted average spread (WAS) - Moody's considered a model run
where the WAS generated by the collateral was reduced to 1% from
1.46%. The model outputs for this run were up to one notch lower
than the base case outputs.

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

Additional uncertainty about performance is due to the following:

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

Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Recoveries
higher than Moody's expectations would have a positive impact on
the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, 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.



===========
N O R W A Y
===========


DOLPHIN GROUP: Risks Insolvency Unless Restructuring Achieved
-------------------------------------------------------------
Reuters reports that Dolphin Group ASA said the company has
continued to work closely with its advisors on various proposals
for debt and capital restructuring, but is yet to reach an
agreement with group's main stakeholders that will allow for a
successful completion.

The company said board of directors has on such basis resolved to
search for alternative solutions.

Without a firm solution accepted by group's main stakeholders, and
in light of its financial situation, board of directors of company
is of opinion that group's current business cannot be continued as
it is currently carried out, the company said.

Dolphin Group added that unless a sufficiently acceptable solution
has soon been reached with group's relevant stakeholders, company
will have no choice but to file for insolvent liquidation of
company, Reuters reports.


NORSKE SKOGINDUSTRIER: GSO Seeks to Oust Three Directors
--------------------------------------------------------
Luca Casiraghi at Bloomberg News report that GSO Capital Partners
LP, controlled by Blackstone Group LP, is seeking to oust three
Norske Skogindustrier ASA directors, stepping up a fight over debt
restructuring at the company.

Norske Skog, as cited by Bloomberg, said in a statement on Dec. 8
the fund and Cyrus Capital Partners have called for an
extraordinary general meeting to vote on new board members and a
refinancing proposal, Lysaker.  The company said the meeting will
be held by Jan. 7, Bloomberg relates.  GSO and Cyrus haven't yet
unveiled their board nominees or financial plans, Bloomberg notes.

Blackstone's credit arm last week became Norske Skog's largest
shareholder, with an 11% stake, as the fund competes over debt
restructuring with bondholders advised by Rothschild, Bloomberg
relates.  Norske Skog's management has rejected a GSO proposal and
made its own offer as waning demand for newspapers and magazines
hammers the papermaker's sales, Bloomberg discloses.

According to Bloomberg, the statement said GSO and Cyrus are
seeking to replace Karin Bing Orgland, Siri Beate Hatlen and
Ole Enger as directors.

Norske Skogindustrier ASA or Norske Skog, which translates as
Norwegian Forest Industries, is a Norwegian pulp and paper
company based in Oslo, Norway and established in 1962.

                          *     *     *

As reported by the Troubled Company Reporter-Europe on
November 20, 2015, Moody's Investors Service, downgraded Norske
Skogindustrier ASA's (Norske Skog) Corporate Family Rating ("CFR")
to Caa3 from Caa2 and its Probability of Default Rating (PDR) to
Ca-PD from Caa2-PD.  Moody's said the outlook is negative.



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


GLOBEXBANK: S&P Puts BB- Counterparty Credit Rating on Watch Neg.
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it had placed its
'BB-' long-term counterparty credit rating and 'ruAA-' Russia
national scale rating on Russia-based GLOBEXBANK on CreditWatch
with negative implications.

The 'B' short-term counterparty credit rating was affirmed.

The CreditWatch placement reflects S&P's view of uncertainties
regarding future support for GLOBEXBANK from VEB, its owner, due
to its potential sale.  S&P believes there could be further
deterioration of GLOBEXBANK's stand-alone credit profile (SACP) if
the announced capital injection, which is incorporated in S&P's
base case, doesn't materialize.

The uncertainties on ownership of and support for GLOBEXBANK stem
from ongoing discussions between VEB and the government on the
support program for VEB, under which VEB may dispose of some
assets -- including GLOBEXBANK -- that don't fit in with its long-
term strategy.

Still, S&P takes into account that:

   -- The divestment of GLOBEXBANK is only possible with the
      authorities' approval, given VEB's special role as a
      government development bank;

   -- For the time being, in the event of financial distress at
      GLOBEXBANK, S&P thinks VEB will likely continue providing
      liquidity, capital, or risk transfers in most foreseeable
      circumstances; and

   -- If the government approves the sale, GLOBEXBANK will likely
      to be sold to another government-related entity or a
      commercial bank that could provide the bank with support
      similar to VEB's.

S&P's ratings on GLOBEXBANK continue to incorporate S&P's view of
the bank as a strategically important subsidiary of VEB.  However,
S&P might revise its assessment of the bank's group status if, in
S&P's view, VEB's ability to provide support to the bank is
limited, taking into account VEB's own financial constraints and
GLOBEXBANK's potential sale.  S&P might also take the view that
the bank's group status had reduced if S&P concluded that support
from the potential acquirer will be less than what VEB currently
provides.

"Moreover, we believe that without the planned Russian ruble (RUB)
10 billion (about $153 million) in capital support, GLOBEXBANK's
capitalization will deteriorate sharply, given increased credit
costs in 2015 and the bank's low earnings-generation capacity.  As
of Nov. 1, 2015, GLOBEXBANK's regulatory capital adequacy ratio
stood at 11.4%, benefiting from Tier 2 subordinated loans.  Our
preferred measure, total adjusted capital, excludes Tier 2
instruments.  We forecast the bank's risk-adjusted capital (RAC)
ratio (before adjustments for diversification) will be within the
3.5%-4.0% range in the next 12-24 months.  However, due to
deteriorating asset quality and increasing credit costs, which we
currently forecast at 3.0%-5.5%, the bank's capitalization will
largely depend on the announced RUB10 billion capital increase, to
be provided by March 31, 2016.  We note that, for the first 10
months of this year, GLOBEXBANK posted a net loss of RUB5.0
billion (based on Russian accounting principles) and we anticipate
a loss for the full year of 2015," S&P said.

S&P aims to resolve the CreditWatch within the next three months,
once it has greater clarity on the government support program for
VEB, the group's restructuring, as well as a potential new
ownership structure for GLOBEXBANK.

S&P could lower the long-term rating by up to four notches if:

   -- S&P sees that VEB's willingness and capacity to support
      GLOBEXBANK is declining, either due to VEB's own financial
      constraints or its decision to sell GLOBEXBANK to an entity
      that is unable or unwilling to provide the same level of
      support as VEB; and/or

   -- The expected RUB10 billion capital injection is not
      approved by VEB's supervisory board this year.  S&P
      believes a substantial delay to or absence of the capital
      injection expected by March 31, 2016, will weaken the
      bank's SACP and jeopardize its viability over the next
      12-18 months, due to a significant increase in
      nonperforming assets and low earnings generation.  This
      will likely be reflected in a RAC ratio before adjustments
      of 3% or lower.

S&P could affirm the ratings and assign a negative outlook if it
believes that VEB is able and willing to support GLOBEXBANK to the
extent required, or that the bank's potential acquirer would
provide it with a similar level of support.  S&P would consider
assigning a stable outlook only if the operating environment for
Russia's banking sector improves and, at the same time,
GLOBEXBANK's SACP does not deteriorate.


RMBS SANTANDER 5: Moody's Assigns (P)Ca Rating to Class C Notes
---------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
three classes of notes to be issued by RMBS Santander 5:

-- EUR1,013.6 million Serie A Notes, Assigned (P)A2 (sf)

-- EUR261.4 million Serie B Notes, Assigned (P)Caa1 (sf)

-- EUR63.7 million Serie C Notes, Assigned (P)Ca (sf)

The transaction is a securitization of Spanish prime mortgage
loans originated by Banco Santander S.A. (Spain) (A3 / P-2), Banco
Espanol de Credito, S.A. (Banesto) and Banco Banif, S.A.U (Banif)
to obligors located in Spain. The portfolio consists of high Loan
To Value ("LTV") mortgage loans secured by residential properties
including a high percentage of renegotiated loans (29.5%).

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

Moody's issues provisional ratings in advance of the final sale of
securities, but these ratings only represent Moody's preliminary
credit opinion. Upon a conclusive review of the transaction and
associated documentation, Moody's will endeavor to assign
definitive ratings to the Notes. A definitive rating may differ
from a provisional rating. Moody's will disseminate the assignment
of any definitive ratings through its Client Service Desk. Moody's
will monitor this transaction on an ongoing basis.

RATINGS RATIONALE

RMBS Santander 5 is a securitization of loans granted by Banco
Santander S.A. (Spain) (A3 / P-2), Banesto and Banif to Spanish
individuals. Banco Santander S.A. (Spain) is acting as Servicer of
the loans while Santander de Titulizacion S.G.F.T., S.A. is the
Management Company ("Gestora").

The ratings of the notes take into account the credit quality of
the underlying mortgage loan pool, from which Moody's determined
the MILAN Credit Enhancement and the portfolio expected loss.

The key drivers for the portfolio expected loss of 10.5% are (i)
benchmarking with comparable transactions in the Spanish market
via analysis of book data provided by the seller, (ii) the very
high proportion of renegotiated loans in the pool (29.5%), and
(iii) Moody's outlook on Spanish RMBS in combination with historic
recovery data of foreclosures received from the seller.

The key drivers for the 27% MILAN Credit Enhancement number, which
is higher than other Spanish HLTV RMBS transactions, are (i)
renegotiated loans represent 29.5% of the portfolio and 11.2% of
the pool corresponds to loans in principal grace periods; (ii) the
proportion of HLTV loans in the pool (33% with current LTV > 80%
based on original valuations) with Current Weighted Average LTV of
105.4% (based on revaluations as from 2013); (iii) approximately
12.6% of the portfolio correspond to self-employed debtors; (iv)
53% of the loans have been in arrears at least once since the
loans was granted (v) weighted average seasoning of 6.28 years and
(vi) the geographical concentration in Madrid (24.4%) and
Andalusia (19.0%).

According to Moody's, the deal has the following credit strengths:
(i) sequential amortization of the notes (ii) a reserve fund fully
funded upfront equal to 5% of the Serie A and B notes to cover
potential shortfall in interest and principal. The reserve fund
may amortize if certain conditions are met.

The portfolio mainly contains floating-rate loans linked to 12-
month EURIBOR, and most of them reset annually; whereas the notes
are linked to three-month EURIBOR and reset quarterly. There is no
interest rate swap in place to cover this interest rate risk.
Moody's takes into account the potential interest rate exposure as
part of its cash flow analysis when determining the ratings of the
notes.

Stress Scenarios:

Moody's Parameter Sensitivities provide a quantitative/model-
indicated calculation of the number of rating notches that a
Moody's structured finance security may vary if certain input
parameters used in the initial rating process differed.

The analysis assumes that the deal has not aged and is not
intended to measure how the rating of the security might migrate
over time, but rather how the initial rating of the security might
have differed if key rating input parameters were varied.
Parameter Sensitivities for the typical EMEA RMBS transaction are
calculated by stressing key variable inputs in Moody's primary
rating model.

At the time the rating was assigned, the model output indicated
that the Serie A notes would have achieved an A2 even if the
expected loss was as high as 13.1% and the MILAN CE was 27% and
all other factors were constant.

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

Factors that may lead to an upgrade of the ratings include a
significantly better than expected performance of the pool,
together with an increase in credit enhancement for the notes.

Factors that may cause a downgrade of the ratings include
significantly different loss assumptions compared with our
expectations at close due to either a change in economic
conditions from our central scenario forecast or idiosyncratic
performance factors would lead to rating actions. Finally, a
change in Spain's sovereign risk may also result in subsequent
upgrade or downgrade of the notes.


URALKALI OJSC: S&P Lowers CCR to 'BB-', Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Russian potash fertilizer producer Uralkali OJSC
to 'BB-' from 'BB'.  The outlook is stable.  S&P also lowered the
Russia national scale rating on Uralkali to 'ruAA-' from 'ruAA'.

The downgrade reflects S&P's view that Uralkali's continued
significant share buybacks will lead to leverage above S&P's
previous expectations.  It also takes into account S&P's
assessment of the company's aggressive and difficult-to-predict
financial policy.  A secondary factor is S&P's expectation that
potash prices will decline in 2016 on the back of increasing
supply in the global market.

Uralkali announced on Nov. 23, 2015, that it will buy back shares
of up to 6.5% of the company's share capital.  The price of shares
has not been determined in advance but, assuming the same pricing
as the company's recent tender offer, the total amount could be
about $0.6 billion.  S&P thinks it likely that the company will
ultimately buy out all of the 13.9% remaining free float, which is
worth $1.3 billion assuming the same price as during the last
tender offer.  This buyback comes on top of the buybacks it
executed in May and in September this year of a total
$3.4 billion.

In addition, S&P cannot exclude further shareholder changes that
could lead to a further increase in leverage after the company
becomes private.  However, neither the company nor its largest
shareholders have announced such intentions.  S&P's "negative"
financial policy assessment therefore captures these event risks.

The stable outlook reflects S&P's expectation that Uralkali will
continue to generate strong FOCF that should partly offset high
shareholder distributions and enable the company to maintain an
FFO-to-debt ratio above 20% and refinance its meaningful debt
maturities over 2016-2018.  S&P believes that share buybacks of
about $1 billion (including the announced buyback of 6.5% of
shares) can be accommodated within the current rating level.

S&P may lower the rating if a material weakening of the potash
market or management's financial policy decisions cause FFO to
debt to drop below 20% without near-term expectations of recovery.
This could happen, for example, in the case of a leveraged buyout
or a material acquisition.  Leverage may also increase if the
potash price declined well below $280-$290 CFR China and this is
not countered by further material ruble devaluation.

S&P may ultimately raise the rating if Uralkali's financial policy
becomes more predictable and the company's ratio of FFO to debt is
consistently above 25%.  However, S&P considers this scenario
remote over the next 12 months.


VNESHECONOMBANK: Must Sell Assets Before Ministry Gives Aid
-----------------------------------------------------------
Lidia Kelly at Reuters reports that Russian Finance Minister Anton
Siluanov on Dec. 9 said the ailing state development bank
Vnesheconombank (VEB) should first sell some of its assets before
the ministry gives it financial aid.

Mr. Siluanov previously said that the bank will need around US$20
billion over the next few years, Reuters relates.  The government
has been debating how to save the bank, with one of the proposals
calling for its recapitalization through domestic treasury bonds,
Reuters notes.

According to Reuters, Mr. Siluanov, as cited by Interfax news
agency said "You must first use VEB's resources . . . its
accumulated assets."

"If VEB cannot repay its obligations through a disposal of its
assets, then the federal budget will back it up and come to its
aid.  But by no means there should be a placement (of the bonds)
first in such a volume."

Vnesheconombank is based in Russia.



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


ABENGOA SA: Needs EUR450 Million in Liquidity, KPMG Says
--------------------------------------------------------
Carlos Ruano at Reuters reports that KMPG, Abengoa SA's adviser,
said in a meeting with creditor banks late on Dec. 9, the company
needs EUR450 million (US$496 million) in liquidity.

However, a source present at the talks told Reuters banks said the
company needs less.

Abengoa, trying to avoid becoming Spain's biggest-ever bankruptcy,
is negotiating a multimillion-euro lifeline with creditor banks
which have asked the company to guarantee it with new assets,
Reuters notes.

The source said banks at the meeting demanded the company sell
assets immediately, including a 47% stake in U.S.-listed Abengoa
Yield, Reuters relates.

Having struggled with big debts for more than a year, Abengoa
triggered pre-insolvency proceedings last month after a key
investor backed away from a plan to inject about EUR350 million
(US$378 million) into the company, Reuters recounts.

It needs EUR100 million to pay salaries by around Dec. 30 and to
keep its business running, Reuters discloses.  Further out, it
needs hundreds of millions in extra cash to stay afloat over the
next four months -- the maximum time allowed to renegotiate its
debt under Spanish law, Reuters states.

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.


IM GBP MBS 3: Moody's Assigns Caa1(sf) Rating to Series B Notes
---------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to two
classes of notes issued by IM GRUPO BANCO POPULAR MBS 3, FT (IM
GBP MBS 3):

-- EUR702 million Series A Notes, Definitive Rating Assigned A1
    (sf)

-- EUR198 million Series B Notes, Definitive Rating Assigned
    Caa1 (sf)

The transaction is a securitization of Spanish prime mortgage
loans originated by Banco Popular Espanol, S.A. (Ba1 / NP) and its
100% subsidiary Banco Pastor, S.A.U. (N.R.) secured by properties
located in Spain. The portfolio consists of high Loan To Value
("LTV") mortgage loans secured by residential properties.

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

RATINGS RATIONALE

IM GRUPO BANCO POPULAR MBS 3, FT is a securitization of loans
granted by Banco Popular Espanol, S.A. (Ba1 / NP) and its 100%
subsidiary Banco Pastor, S.A.U. (N.R.) to Spanish individuals.
Banco Popular Espanol, S.A. and Banco Pastor, S.A.U. are acting as
Servicers of their respective loans while InterMoney Titulizacion
S.G.F.T., S.A. is the Management Company ("Gestora").

The ratings of the notes take into account the credit quality of
the underlying mortgage loan pool, from which Moody's determined
the MILAN Credit Enhancement and the portfolio expected loss.

The key drivers for the portfolio expected loss of 8.0% are (i)
benchmarking with comparable transactions in the Spanish market
via analysis of book data provided by the sellers, (ii) the
performance of preceding MBS transactions of Banco Popular
Espanol, S.A., and (iii) Moody's outlook on Spanish RMBS in
combination with historic recovery data received from the seller.

The key drivers for the 31.0% MILAN Credit Enhancement number,
which is higher than other Spanish HLTV RMBS transactions, are (i)
the proportion of HLTV loans in the pool (84.95% with current LTV
> 80%) with Current Weighted Average LTV of 93.84%; (ii) 19.4% of
the pool corresponds to loans granted to new residents; (iii)
17.6% of the pool corresponds to second homes and 8.8% of the pool
corresponds to loans in principal grace periods; (iv)
approximately 29.6% of the portfolio correspond to self-employed
debtors; (v) 36% of the loans have been in arrears at least once
since the loans was granted, and (vi) the geographical
concentration in Andalusia (21.3%) and Madrid (19.8%).

According to Moody's, the deal has the following credit strengths:
(i) sequential amortization of the notes (ii) a reserve fund fully
funded upfront equal to 3% of the total notes to cover potential
shortfalls in interest of Serie A (and subsequently of Serie B,
once Serie A is fully amortized) during the life of the
transaction and to cover potential shortfalls of principal of both
classes at maturity. The reserve fund does not amortize and its
required amount at all times is the initial amount.

The portfolio mainly contains floating-rate loans mostly linked to
12-month EURIBOR, and most of them reset annually; whereas the
notes are linked to three-month EURIBOR and reset quarterly. There
is no interest rate swap in place to cover this interest rate
risk. Moody's takes into account the potential interest rate
exposure as part of its cash flow analysis when determining the
ratings of the notes.

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

Factors that may lead to an upgrade of the ratings include a
significantly better than expected performance of the pool,
together with an increase in credit enhancement for the notes.

Factors that may cause a downgrade of the ratings include
significantly different loss assumptions compared with our
expectations at close due to either a change in economic
conditions from our central scenario forecast or idiosyncratic
performance factors would lead to rating actions. Finally, a
change in Spain's sovereign risk may also result in subsequent
upgrade or downgrade of the notes.

Stress Scenarios:

Moody's Parameter Sensitivities provide a quantitative/model-
indicated calculation of the number of rating notches that a
Moody's structured finance security may vary if certain input
parameters used in the initial rating process differed.

The analysis assumes that the deal has not aged and is not
intended to measure how the rating of the security might migrate
over time, but rather how the initial rating of the security might
have differed if key rating input parameters were varied.
Parameter Sensitivities for the typical EMEA RMBS transaction are
calculated by stressing key variable inputs in Moody's primary
rating model.

At the time the rating was assigned, the model output indicated
that the Serie A notes would have achieved an A1 if the expected
loss was as high as 8.0% and the MILAN CE was 31.0% and all other
factors were constant.



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


AMEC FOSTER: S&P Cuts Corp. Credit Rating to 'BB+', Outlook Neg.
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on U.K.-based engineering, project management, and
consultancy company Amec Foster Wheeler PLC (AFW) to 'BB+' from
'BBB-'.  The outlook is negative.

The downgrade incorporates S&P's view that the current market
downturn will have a more severe impact on AFW's profitability and
cash flow generation than S&P anticipated.  Despite a relatively
stable backlog -- at GBP6.5 billion at end-September 2015,
compared with GBP6.6 billion at midyear -- S&P doesn't foresee
revenue growth for AFW because a significant share of its clients
will likely cancel or postpone their capital expenditure (capex)
investments because of lower oil prices.  Approximately 80% of the
backlog is "cost plus," though, which should mitigate potential
cost overruns.  Additionally, S&P anticipates that group margin
will contract as a result of a less favorable product mix and
stiffened competition in AFW's major markets, including oil and
gas and mining (the group generates at least one-half of its
revenues in oil and gas).

S&P has revised its assessment of AFW's financial risk profile to
aggressive from significant, based on S&P's updated forecast,
which takes into account its view of persisting challenging market
conditions in the oil and gas sectors and S&P's more pessimistic
view of AFW's performance.  S&P now projects Standard & Poor's-
adjusted ratios of funds from operations (FFO) to debt at between
15% and 20% in the next couple of years and debt to EBITDA at
about 4x in 2015 with a slight increase in 2016, compared with
S&P's previous forecasts of FFO to debt of about 25% and modest
deleveraging.

S&P forecasts positive discretionary cash flow (DCF) of at least
GBP150 million annually for AFW, based on S&P's assumption of a
minimal capex investment of less than GBP30 million annually.  S&P
also assumes dividends of well below 50% of the prior year's net
income, as per the group's policies.  S&P views positively AFW's
recent announcement to reduce its ordinary dividend by 50%.

In addition, S&P takes into account potential volatility in AFW's
ability to generate cash flow and the perceived uncertainty
surrounding its working capital movements.  S&P thinks that large
fluctuations could occur depending on growth rates, advanced
payments on projects, or delays in collecting accounts receivable.

S&P forecasts that AFW's Standard & Poor's-adjusted debt will be
about GBP2.0 billion at year-end 2015.  S&P understands that AFW
may refinance its $830 million acquisition facility maturing in
February 2017 with a new bond or bank facility in the next few
months.

"Our assessment of AFW's business risk profile as satisfactory
reflects our view of the group's sound position in the industry,
satisfactory track record of operational delivery, global
footprint, diversified customer base, and exposure to multiple
industries.  However, we think that most of these factors run
generally parallel to global energy demand and supply and overall
economic conditions.  We believe the engineering and construction
industry remains fraught with operating risks, including cyclical
end markets and, potentially, wide swings in earnings and cash
flow, thereby increasing competition and pricing pressure for
contracts awarded and possible charges for cost overruns on fixed-
price contracts," S&P said.

S&P believes that the group's acquisition of Foster Wheeler in
late 2014 will yield some modest revenue synergies thanks to the
increased scale of operations and improved diversity of customers,
operations, and geography across the oil and gas value chain
(including downstream and petrochemicals), as well as end markets.
S&P notes that management recently increased its estimate of
related total cost savings to $180 million from $125 million.

The rating incorporates a one-notch positive adjustment for AFW's
relatively strong DCF and large proportion of cost plus contracts
in its backlog compared with peers.  S&P reflects this adjustment
under its comparable ratings analysis modifier.

Under S&P's base case for AFW, S&P assumes:

   -- Brent oil will be $50 per barrel (/bbl) for the rest of
      2015, $55/bbl in 2016, and $65/bbl in 2017;

   -- Relatively stable annual revenues of about GBP5.0 billion-
      GBP5.5 billion in 2015-2017, supported by an order book of
      GBP6.5 billion at the end of September;

   -- Standard & Poor's adjusted EBITDA of approximately
      GBP450 million-GBP500 million annually in 2015-2017;

   -- Adjusted EBITDA margins of 8%-10% on average in 2015-2017,
      underpinned by some cost reductions;

   -- Yearly working capital outflows not surpassing
      GBP50 million, despite potential marked intrayear
      movements;

   -- A modest ratio of free operating cash flow to debt of about
      15% in 2015-2017, due to somewhat limited capex of about
      GBP25 million per year;

   -- Dividend payments of about GBP100 million annually in 2015-
      2017; and

   -- No material acquisitions.

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

   -- FFO to debt between 15% and 20% in 2015-2017;

   -- Debt to EBITDA of about 4x in 2015, and between 4x and 5x
      in 2016-2017; and

   -- DCF of at least GBP150 million per year in 2015-2017.

The negative outlook predominantly reflects the possibility of the
further downside S&P sees to AFW's profits amid the persistent
difficult market conditions in most of its end markets.  S&P
considers that these factors might not be offset by its backlog
and synergies from the integration of Foster Wheeler.  S&P also
takes into account our forecasts for AFW's slightly deteriorating
credit metrics in the next few years.  In addition, S&P factors in
reduced headroom on liquidity.  Still, S&P assumes that AFW will
refinance its debt maturing in February 2017 in the next few
months with a new bond or bank facility while continuing to
refinance its debt at least six months ahead of the maturity
dates.

S&P could downgrade AFW by one notch if there is an unexpected
decline in the size or quality of the backlog, its annual EBITDA
falls below GBP400 million, or if credit metrics weakened such
that FFO to debt deteriorated to below 12% on a sustainable basis.
A more pronounced or longer downturn than S&P currently
anticipates could trigger such weakening.  S&P could also lower
its ratings by at least one notch if AFW fails to demonstrate
proactive liquidity management, including refinancing of the
bridge loan by the end of first-quarter 2016.

S&P could revise the outlook to stable if AFW's EBITDA does not
decline in 2016-2017 or if FFO to debt increases to about 20%
sustainably.  These factors could occur on a faster recovery of
market conditions, notably in the oil and gas sector, or better
cash flow generation visibility, which could stem from a marked
improvement in the backlog of orders with a high proportion of
reimbursable contracts.  An assessment of liquidity as adequate
would also be a condition for a stable outlook.


POLESTAR UK: Has Urgent Funding Requirement
-------------------------------------------
ShareCast News, citing the Sunday Times, reports that Polestar UK
Print Ltd, the largest magazine and supplement printer in Britain,
has at best only got sufficient funds to trade solvently until
Christmas Day.

ShareCast News relates that the group, which is owned by Sun
Capital, commissioned Deloitte to assess its potential options,
which have been summed up in the secret document seen by the
Sunday Times.

It said that Polestar has "an additional immediate and medium-term
funding requirement" and that it has four options going forward,
ShareCast News says.

These are insolvency, a pre-pack administration sale, a debt-for-
equity swap and a cash injection, and a fast-track sale, according
to ShareCast News.

Solvent restructuring is the "preferred option", the report
relates.

According to ShareCast News, the company required GBP18 million to
operate for another year, although this could be reduced by
cutting costs.

Polestar chief Barry Hibbert said administration was seen by the
board as "a highly unlikely outcome," adds ShareCast News.


SANDS HERITAGE: Seeks CVA to Avert Administration
-------------------------------------------------
BBC News reports that Sands Heritage, which runs Margate's
Dreamland amusement park, is seeking a company voluntary
arrangement in a bid to avoid going into administration.

Creditors will decide whether to accept the arrangement on
Dec. 23, BBC notes.

According to BBC, Sands Heritage is facing debts of almost GBP3
million months after it reopened.

Thanet District Council, which owns the entire site, has already
paid an additional ú1m of taxpayers' money to the park, BBC
relates.

However, Roger Gale, the Conservative MP for North Thanet, as
cited by BBC, said he believed the council was largely to blame
for the financial crisis.

Mr. Gale accused the council of failing to deliver the Scenic
Railway on time, and failing to provide four rides, the
implications of which had cost the operators money, BBC discloses.

According to BBC, he also said the council had received Heritage
Lottery funding to restore and refurbish the rides, which had not
happened in time for the season.

He added Dreamland's cashflow problem had been exacerbated because
the council "should have delivered on the things that it was
supposed to have delivered on", BBC relays.


TEN SQUARE: Paddy Kearney Acquires Business for GBP6 Million
------------------------------------------------------------
John Mulgrew at Belfast Telegraph reports that Belfast hotel
Ten Square was sold to property developer Paddy Kearney for
slightly more than GBP6 million.

The award-winning city center venue was once owned by businessman
John Miskelly, Belfast Telegraph discloses.  But his company lost
control of the hotel in January, when administrators EY moved in,
Belfast Telegraph notes.

It is now in the hands of Mr. Kearney, who heads up the Kilmona
Holdings company, Belfast Telegraph states.

The hotel deal was worth GBP6.1 million, with the property itself
going for GBP5.2 million, Belfast Telegraph says, citing the
latest administration documents filed to Companies House under the
firm which formerly ran the business.

According to Belfast Telegraph, the administration report showed
the firm earned GBP2.2 million between January, when
Mr. Miskelly's firm Yorkshire House went into administration, and
Nov. 21.

The document said trade and assets were sold on Sept. 4, and that
"there are funds to distribute to unsecured creditors, and the
administrators intend to move from administration to creditors'
voluntary liquidation", Belfast Telegraph notes.

That means creditors, including suppliers and others, will be able
to start receiving some of the cash freed up after the sale,
according to Belfast Telegraph.

The hotel owed Promontoria Eagle Ltd. -- a company set up by
Cerberus to deal with its assets after buying loans from the
National Asset Management Agency -- almost GBP3 million, Belfast
Telegraph discloses.

When administrators EY moved in January, hotel group Dalata was
appointed to run the business, Belfast Telegraph recounts.


VERVE LIMITED: Director Adair Banned For 8 Years
------------------------------------------------
Charles Patrick Adair has been disqualified from acting as a
director for 8 years for allowing two companies to operate with a
lack of commercial probity.

The actions by Verve Limited and The Verve Fleet Management
Limited (collectively referred to as the Verge Group) from
April 2010 resulted in at least GBP6,990,077 being due to
creditors.

Mr Adair's disqualification follows an investigation by the
Insolvency Service and means he is prevented from directly or
indirectly becoming involved in the promotion, formation or
management of a company from 15 December until 2023.

The Verve Limited was incorporated in February 1998 and started
trading shortly after. The Verve Fleet Management Limited was
incorporated in November 2004 and traded from January 2005. Verve
and Fleet were part of a group of companies, which traded in and
around Glasgow in the retail, rental and servicing of passenger
cars and light commercial vehicles. Verve was the parent company
and all companies within the group trade as one business, the
Verve Group.

Mr. Adair was the sole director of both Verve and Fleet throughout
their period of trading. At the date of Administration The Verve
Limited had estimated assets totalling GBP1,160,500 and estimated
liabilities of GBP5,543,171 and The Verve Fleet Management Limited
had no assets and estimated liabilities totalling GBP2,347,788.

From 2008 onwards, the Verve Group had been experiencing trading
difficulties, increased cash flow pressures and reduced
availability to finance. In particular, there was pressure from
the Verve Group's bankers for a significant reduction its
borrowings and the bank's exposure. Around May 2013 a sale of the
Verve Group's van centre was agreed which would have resulted in
all outstanding liabilities to the bank being cleared.

Trading continued with the director, Mr Adair directing the focus
of the business on cash generation, rather than profitability, to
ensure the Verve Group remained within its existing bank
facilities until the sale of the van centre was concluded. The
sale of the van centre was delayed and ultimately did not complete
following which the bank refused to honour further direct debits
resulting in vehicle funders attempting to remove funded vehicles.
The director then placed the two companies into Administration.

The Insolvency Service investigation found substantial failures in
the financial information maintained by the Verve Group which
resulted in incorrect information being provided to the vehicle
funders. The consequence was that vehicle funders advanced moneys
on false information and in circumstances where they would not
have so done had they been given accurate data. The industry
procedures are such that the vehicle funders rely upon the
accuracy and integrity of the dealerships. The vehicle funders
have sustained losses estimated by the Joint Administrators at
between GBP5 million and GBP10 million.

The trail of inaccurate data and false documents is such that it
is not possible to accurately identify the precise loss. In
particular:

  * from at least April 2010 onwards, the Verve Group mis-
    claimed manufacturers bonuses and discounts in respect of
    vehicles which were purchased by the Verve Group for use as
    demonstrator or hire vehicles, and which were sold on the
    same day as they were acquired or shortly thereafter in
    breach of agreements with manufacturers

  * the Verve provided false vehicle details to funders to obtain
    advance funding on vehicles which had not yet been
    manufactured

  * false hire and lease agreements were created to conceal the
    fact that vehicles had been sold in order to mislead funders'
    auditors that a vehicle could remain on funding. The purpose
    was to provide an explanation for vehicles not being
    physically present on site at the date of an audit

  * 183 vehicles were sold between 13 January 2012 and 15
    November 2013 without discharge of the funding. The practice
    of selling vehicles without discharging consignment funding
    stocking loans was highlighted at audits carried out on
    behalf of funders. Mr Adair was aware of issues raised by
    auditors in relation to the sale of funded vehicles from July
    2011 onwards

  * the Verve did not properly allocate receipts for vehicle
    sales against vehicles within its accounts, identifying
    unallocated sales of up to GBP4,320,there is no indication
    that the VAT was correctly accounted for in relation to the
    unallocated sales

  * the Verve Group disguised its true financial position in
    management accounts by posting losses on individual case
    sales to a vehicle depreciation reserve, which totalled
    GBP7,498,695 at the date of administration, and not making
    corresponding debit entries within the Company's management
    accounts (profit and loss). This has the effect of inflating
    the book value of stock.

  * between 13 August 2013 and 29 November 2013, at least 52
    vehicles were found to be subject to ‘dual funding’ having
    been supplied on a consignment funding basis by a car
    manufacturer and then subsequently funded by a finance
    company following adoption as vehicle stock, without payment
    having been made to the car manufacturer to discharge the
    consignment funding

  * from at least September 2013 onwards, part exchange vehicles
    were sold onto third parties without the Verve Group settling
    the existing finance agreement on the vehicle resulting in
    customers and funders being required to pay the unpaid
    amounts due

Commenting on the disqualification, Cheryl Lambert, Chief
Investigator at the Insolvency Service, said:

"Directors have a duty to ensure that the employees and procedures
they oversee comply with the law. Directors who do not comply with
this basic obligation can expect to be investigated by the
Insolvency Service and enforcement action taken to remove them
from the market place.

"In this case, Mr Adair failed to make sure that the necessary
controls and procedures were in place to prevent his employees
from implementing dishonest business practices. He therefore
oversaw an operation that put its (and, by extension, his)
interests before that of creditors, suppliers and other parties
with which it transacted, including obtaining money by providing
false information. Such activity goes to the very core and basis
of the economic system.

"Taking action against Mr Adair is a warning to all directors to
seriously consider their duties and obligations. They cannot hide
behind the excuse that 'others did something'."

The Verve Ltd was incorporated on Feb. 12, 1998. Its registered
office was 107-11 Fleet Street, London, EC41 2AB. It traded from
Spring Hill Parkway, Springcroft Road, Glasgow, G69 6GA.

The Verve Ltd was placed into administration in the High Court of
Justice, Chancery Division on Nov. 29, 2013.

Verve Fleet Management Ltd was incorporated on Nov. 26, 2004. Its
registered office was Care of The Verve Ltd, 19 Dundyvan Road,
Coatbridge, Lanarkshire, ML5 1DB. It traded from Spring Hill
Parkway, Springcroft Road, Glasgow, G69 6GA.

Verve Fleet Management Ltd and was placed into administration in
the High Court of Justice, Chancery Division on Nov. 29, 2013.



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


* BOOK REVIEW: The Rise and Fall of the Conglomerate Kings
----------------------------------------------------------
Author: Robert Sobel
Publisher: Beard Books
Softcover: 240 pages
List Price: $34.95
Review by David Henderson
Order your personal copy today at http://is.gd/1GZnJk

The marvelous thing about capitalism is that you, too, can be a
Master of the Universe. If you are of a certain age, you will
recall that is the name commandeered by Wall Street bond traders
in their Glory Days. Being one is a lot like surfing: you have to
catch the crest of the wave just right or you get slammed into the
drink, and even the ride never lasts forever. There are no
Endless Summers in the market.

This book is the behind-the-scenes story of the financial wizards
and bare-knuckled businessmen who created the conglomerates, the
glamorous multi-form companies that marked the high noon of
postWorld War II American capitalism. Covering the period from the
end of the war to 1983, the author explains why and how the
conglomerate movement originated, how it mushroomed, and what
caused its startling and rapid decline. Business historian Robert
Sobel chronicles the rise and fall of the first Masters of the
Universe in the U.S. and describes how the era gave rise to a
cadre of imaginative, bold, and often ruthless entrepreneurs who
took advantage of a buoyant stock market to create giant
enterprises, often through the exchange of overvalued paper for
real assets. He covers the likes of Royal Little (Textron), Text
Thornton (Litton Industries), James Ling (Ling-Temco-Vought),
Charles Bludhorn (Gulf & Western) and Harold Geneen (ITT). This
is a good read to put the recent boom and bust in a better
perspective.

While these men had vastly different personalities and processes,
they had a few things in common: ambition, the ability to seize
opportunities that others were too risk-averse to take, willing
bankers, and the expansive markets of the 1960s. There is
something about an expansive market that attracts and creates
Masters of the Universe. The Greek called it hubris.

The author tells a good joke to illustrate the successes and
failures of the period. It seems the young son of a
Conglomerateur brings home a stray mongrel dog. His father asks,
"How much do you think it's worth?" To which the boy replies, "At
least $30,000." The father gently tries to explain the market for
mongrel dogs, but the boy is undeterred and the next afternoon
proudly announces that he has sold the dog for $50,000. The
father is proudly flabbergasted, "You mean you found some fool
with that much money who paid you for that dog?" "Not exactly,"
the son replies, "I traded it for two $25,000 cats."

While it lasted, the conglomerate struggles were a great slugfest
to watch: the heads of giant corporations battling each other for
control of other corporations, and all of it free from the rubric
of "synergy." Nobody could pretend there was any synergy between
U.S. Steel and Marathon Oil. This was raw capitalist power at
work, not a bunch of fluffy dot.commies pretending to defy market
gravity.

History repeats itself, endlessly, because so few people study
history. The stagflation of the 1970s devalued the stock of
conglomerates and made it useless a currency to keep the schemes
afloat. The wave crashed and waiting on the horizon for the next
big wave: the LBO Masters of the 1980s.

Robert Sobel was born in 1931 and died in 1999. He was a prolific
chronicler of American business life, writing or editing more than
50 books and hundreds of articles and corporate profiles. He was a
professor of business history at Hofstra University for 43 years
and he a Ph.D. from NYU.


                            *********

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
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Information contained herein is obtained from sources believed to
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of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
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                 * * * End of Transmission * * *