TCREUR_Public/160621.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Tuesday, June 21, 2016, Vol. 17, No. 121


                            Headlines


B E L A R U S

BELARUS: Moody's Affirms Caa1 Rating & Changes Outlook to Stable


F R A N C E

PHOTONIS TECHNOLOGIES: S&P Lowers CCR to 'B', Outlook Negative


I R E L A N D

KENMARE RESOURCES: Lenders Agree to Debt Restructuring Plan


I T A L Y

WASTE ITALIA: Moody's Assigns 'Ca-PD' PDR, Outlook Negative
WASTE ITALIA: Fitch Cuts LT Issuer Default Rating to 'RD'


K A Z A K H S T A N

EURASIAN RESOURCES: S&P Lowers CCRs to 'CCC+/C', Outlook Stable


L I T H U A N I A

SIAULIU BANKAS: Moody's Upgrades Deposit Ratings to Ba1


L U X E M B O U R G

DH SERVICES: S&P Affirms 'B' Long-Term CCR, Outlook Stable


N E T H E R L A N D S

HALCYON SAM 20070I: Moody's Affirms Ba3 Rating on Class E Notes
KMG INTERNATIONAL: Fitch Maintains 'B+' LT Foreign Currency IDR
METINVEST BV: July 21 Hearing Set on Bankruptcy Motion
NJORD GAS: S&P Puts 'BB-' Rating on CreditWatch Positive


R U S S I A

BRUNSWICK RAIL: Moody's Cuts Corporate Family Rating to Ca
IRKUTSK OBLAST: S&P Revises Outlook to Stable & Affirms 'BB' ICR
LEXGARANT INSURANCE: S&P Affirms 'B' IFS Rating, Outlook Stable


S E R B I A

SERBIA: Fitch Hikes LT Currency Issuer Default Ratings to 'BB-'


T U R K E Y

FINANSBANK AS: Moody's Raises Ratings to Ba1, Outlook Stable


U K R A I N E

MYKHAILIVSKY: Deposit Fund Prolongs Temporary Administration
SMARTBANK: Deposit Fund Extends Temporary Administration


U N I T E D   K I N G D O M

ALU HOLDCO 1: Moody's Hikes Corporate Family Rating to B1
BHS GROUP: Goldman Gave Advice to Green on Pension Measures
CONSOLIDATED MINERALS: Moody's Lowers CFR to Ca, Outlook Negative
ENTERPRISE ENGINEERING: Wood Group Acquires Assets
EXTERION MEDIA: Moody's Assigns B1 CFR, Outlook Stable

EXTERION MEDIA: S&P Assigns Preliminary 'B' CCR, Outlook Stable
INOVYN LTD: S&P Assigns 'B' Long-Term CCR, Outlook Stable
KERLING: S&P Raises CCR to 'B' Then Withdraws Rating
MINT PLC 2015: DBRS Confirms BB(high) Rating on Cl. EUR-E Debt
TATA STEEL UK: Explores Break-Up of British Factories

THRONES PLC 2015-1: Fitch Affirms BB-sf Rating on Class E Debt
UROPA SECURITIES: Fitch Affirms 'BBsf' Rating on Class B1b Notes


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B E L A R U S
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BELARUS: Moody's Affirms Caa1 Rating & Changes Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service has changed the outlook on the
Government of Belarus's government bond rating to stable from
negative and affirmed the Caa1 issuer and senior unsecured
ratings.

The key drivers of the change in rating outlook to stable from
negative are:

  1. Improved external liquidity due to increased external
     support, narrower current account deficits, and a more
     flexible exchange rate regime

  2. Initiation of fiscal and structural reforms that meet
     creditor conditions and should support the medium term
     fiscal and economic outlook.

The affirmation of the Caa1 rating reflects continued economic
challenges, a still weak external payments position, and
contingent liability risk from Belarus's large state-owned
sector.

The following country ceilings for Belarus are unchanged: a B3
local-currency country risk ceiling, a B3 local-currency deposit
ceiling, a Caa1/NP foreign-currency bond ceiling, and a Caa2/NP
foreign-currency deposit ceiling.

                       RATINGS RATIONALE

RATIONALE FOR OUTLOOK CHANGE TO STABLE FROM NEGATIVE
FIRST DRIVER: IMPROVED EXTERNAL LIQUIDITY OUTLOOK DUE TO
INCREASED EXTERNAL SUPPORT, NARROWER CURRENT ACCOUNT DEFICITS,
AND A MORE FLEXIBLE EXCHANGE RATE REGIME

Belarus's external liquidity position, although still weak, has
improved due to increased external support, narrower current
account deficits, and the introduction of a more flexible
exchange rate regime.

In 2015, Belarus received $2.1 billion in financing from the
government of Russia as well as Russian and Chinese banks.  In
March 2016, the Eurasian Fund for Stabilization and Development
(EFSD) approved a $2 billion, 10-year loan for Belarus, with
total disbursements in 2016 of $1.1 billion.  The likelihood of
support from sources other than Russia and the EFSD has increased
with the removal of sanctions by the EU in February, following
peaceful presidential elections in October 2015.  Authorities are
negotiating a new $3 billion program with the IMF, although the
outcome is yet unclear.  The improved outlook for external
funding supports foreign debt repayment capacity.

In addition, Belarus's current account deficit fell to 3.8% of
GDP in 2015, from 6.9% of GDP in 2014, due to an improved trade
deficit, and a fall in government transfers to Russia.  Moody's
forecasts a continued reduction in current account deficits to
3.2% of GDP in 2016 and 3.1% in 2017.  This, together with
Moody's forecast of inward FDI of above 3% of GDP in 2016 and
2017, lowers future external financing requirements.

Lastly, the adoption of an exchange rate regime targeting a
basket of currencies comprising the weighted average of the
Russian ruble, dollar, and euro to replace the previous crawling
peg to the dollar, should allow the current account to adjust
more quickly to changes in external conditions.  It will also
preserve foreign exchange reserves, previously expended to
support the exchange rate.  Attempts to maintain the peg in late
2014 and early 2015 lowered official foreign exchange reserves by
about $1.4 billion (or around 36%) between end October 2014 and
end January 2015.  However, over the last five months, reserves
have remained roughly constant at around $2 billion.

SECOND DRIVER: INITIATION OF FISCAL AND STRUCTURAL REFORMS MEET
CREDITOR CONDITIONS AND SHOULD SUPPORT THE MEDIUM TERM FISCAL AND
ECONOMIC OUTLOOK

The government has initiated several fiscal and structural
reforms which are credit positive because they meet the
conditions set out under its external financing arrangement with
the EFSD and should, if sustained, support an improvement in the
macro-economic outlook.

Lower investment and wage increases have dampened inflationary
pressures, lowering the increase in the CPI to an average of 12%
in 2016, from 18% in 2014, and a recent peak of 59% in 2012.

In addition, pension reforms coupled with a planned reduction in
utility subsidies and an increase in utility tariffs should, over
time, support the fiscal position while also removing distortions
in the labor and energy markets.

Other structural reforms include the removal of production
targets and the elimination of price controls on more products.
There are also plans to reduce directed lending, which distorts
resource allocation and weakens the banking sector, to 28
trillion rubles (about $1.4 billion) in 2016 from 42 trillion
rubles (about $2.3 billion) in 2015.

However, there are still risks to the implementation of the above
reforms, which in the near term could dampen economic activity
and income growth.  The potential negative social and political
consequences of this could lead to a pause or reversal in reform
momentum.

RATIONALE FOR AFFIRMATION OF Caa1 RATING

The Caa1 rating reflects continued credit challenges stemming
from Belarus's weak external liquidity position, a growth model
reliant on financing from and exports to Russia, as well as the
fiscal costs of supporting the large state-owned sector.

Moody's forecasts official foreign exchange reserves will remain
at around $1.8 billion over the next two years, considerably
lower than the government's total estimated foreign exchange debt
service payments of around $3 billion each year for the next
seven years.  In addition, Belarus's External Vulnerability Index
(the ratio of the sum of short-term and currently maturing long-
term external debt and total non-resident deposits to the total
official foreign exchange reserves) is forecast at 841% in 2017,
one of the highest ratios among Moody's rated sovereigns.
Therefore, Belarus will remain dependent on external assistance
to meet debt servicing obligations, and the sovereign credit
profile continues to face an elevated risk of a sudden stop in
external financing.

Moreover, the directed and credit driven nature of economic
activity has resulted in an inflexible growth model that is
vulnerable to external developments.  Recent measures to improve
economic flexibility are positive, but will take time and
continued efforts before they are reflected in economic
fundamentals.

Growth in Belarus is linked to developments in Russia given
economic links.  Exports to Russia amounted to almost 50% of
total merchandise exports in 2014.  Given lower oil prices and
Moody's forecast that Russia's economy will contract by 1.5% in
2016 and grow by just 1.5% in 2017, Moody's forecasts that growth
in Belarus will decline again in 2016 (-2.7%) and remain roughly
flat in 2017 (0.4%).

Government finances are also vulnerable to contingent liability
risks, as roughly 50% of the economy is owned by the state.  High
levels of directed lending in the past through state-owned banks
has contributed to weaker asset quality at banks, which makes
capital infusions from the government more likely in the next 12
to 18 months.

WHAT COULD MOVE THE RATING UP/DOWN

Upward pressure on the rating could develop from greater
strengthening of the external liquidity position such that the
reliance on continued external support is lowered.  Such an
improvement could stem from continued economic and fiscal reforms
that reduce macro-economic imbalances and support more
sustainable growth.

Downward pressure could come from a substantial deterioration in
foreign exchange reserves or waning external support, or if the
government's fiscal position were to weaken significantly.

  GDP per capita (PPP basis, US$): 18,246 (2014 Actual) (also
   known as Per Capita Income)
  Real GDP growth (% change): 1.7% (2014 Actual) (also known as
   GDP Growth)
  Inflation Rate (CPI, % change Dec/Dec): 16.3% (2014 Actual)
  Gen. Gov. Financial Balance/GDP: 1.1% (2014 Actual) (also known
   as Fiscal Balance)
  Current Account Balance/GDP: -6.9% (2014 Actual) (also known as
   External Balance)
  External debt/GDP: 52.6% (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 June 14, 2016, a rating committee was called to discuss the
rating of the Belarus, Government of.  The main points raised
during the discussion were: The issuer has become less
susceptible to event risks.  The issuer's economic fundamentals,
including its economic strength, have materially increased.

The principal methodology used in these ratings was Sovereign
Bond Ratings published in December 2015.

The weighting of all rating factors is described in the
methodology used in this credit rating action, if applicable.



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F R A N C E
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PHOTONIS TECHNOLOGIES: S&P Lowers CCR to 'B', Outlook Negative
--------------------------------------------------------------
S&P Global Ratings said that it has lowered its long-term
corporate credit rating on France-based night vision sensors
company Photonis Technologies SAS to 'B' from 'B+'.  The outlook
is negative.

S&P also lowered its issue rating on Photonis' EUR250 million
senior secured term loan to 'B' from 'B+'.  The recovery rating
remains unchanged at '3', indicating recovery prospects in the
lower half of the 50%-70% range.

The downgrade stems from the weakening of Photonis' FFO cash
interest coverage ratio as a result of EBITDA contraction in 2015
to about EUR41 million (after our adjustments) from EUR48 million
a year ago.  It also factors in S&P's revised view of the
company's business risk profile as fair due to recurring contract
deferral risk, which introduces volatility in revenue generation
and weighs on the company's cash flow generation and
profitability metrics.

Photonis' FFO interest coverage was 1.5x in 2015, below S&P's
forecast of 2.0x.  Although S&P thinks interest coverage may
strengthen during the next year, S&P sees a risk that it will
remain subdued.  Due to the company's highly leveraged capital
structure, it faces sizeable interest charges.  S&P notes,
however, that a EUR218 million convertible bond held by the
company's private equity owner Ardian does not pay cash interest,
but capitalizes interest payments at 8%.  The rest of the EUR500
million in gross debt comprises a EUR250 million term loan
(reported at EUR270 million).  S&P estimates that Photonis paid
EUR26.2 million of cash interest in 2015 after EUR25 million in
2014.  This number differs from the reported EUR30.1 million
(EUR28.1 million in 2014) because we net it against EUR3.2
million (EUR2.2 million in 2014) in interest received on swaps
and exclude EUR0.7 million in non-cash amortization of issuance
costs.

During 2015, Photonis faced some contract postponements regarding
night vision product sales and a major multi-year Asian contract
that will contribute from 2016.  Such delays have occurred in the
past, and the magnitude of their negative impact in 2015 was such
that the EBITDA margin declined to about 27% from a historical
average of close to 30%.  Although S&P thinks that Photonis will
be able to execute the postponed contracts during 2016, S&P
thinks such delays may reoccur.

S&P's view of Photonis' business risk profile is further
constrained by the company's moderate size and limited business
diversification.  The company derives about 75% of sales from
night vision products, and the rest from scientific detectors
(16%) and power tubes (7%).  S&P also notes some customer
concentration, with the 10 largest customers having historically
accounted for about 70% of the company's sales of night vision
products.

Photonis' order backlog increased by 35% in 2015; however, it is
much shorter than that of large defense contractors, representing
less than one year of sales.  At the same time, S&P notes that
about one-third of the company's revenue stems from replacement
and maintenance operations, which provide some visibility and
stability to the revenue stream.

S&P also regards as positive Photonis' recent technological
qualification for the U.S. market, which creates new growth
opportunities.  Photonis has established itself as a global
leader in night vision applications, and could reap the benefits
from its technological expertise in this niche in the very large
U.S. market.  S&P notes, however, that the company will face
significant competition from financially stronger and
technologically capable local players.

The negative outlook reflects a one-in-three likelihood that S&P
may lower the rating on Photonis by one notch over the next 12
months.

S&P could lower the rating by one notch if the company were
unable to restore its FFO cash interest coverage to a level S&P
sees as commensurate with the current rating, that is at least
2.0x. Significant deviation from S&P's base case and material
contract deferrals could also trigger a downgrade, as could a
more aggressive financial policy that included significant debt-
funded dividend distributions or acquisitions.

S&P could revise the outlook to stable if Photonis demonstrated
sustainable improvement in its FFO cash interest coverage ratio
to about 2.0x, continued EBITDA margin resilience, stable or
increasing market shares, and a positive revenue trend.



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KENMARE RESOURCES: Lenders Agree to Debt Restructuring Plan
-----------------------------------------------------------
RTE News reports that Kenmare Resources has said that its lenders
have agreed to a debt restructuring plan.

According to RTE News, Kenmare said it will receive a US$100
million investment from the state general reserve fund of the
Sultanate of Oman.

The company also said it will raise US$275 million, including the
US$100 million from SGRF, in new equity of which US$200 million
will be used to pay down debt, RTE News relates.

This will reduce its debt burden to a maximum of US$100 million,
RTE News notes.

Kenmare Resources is an exploration company based in Dublin.



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WASTE ITALIA: Moody's Assigns 'Ca-PD' PDR, Outlook Negative
-----------------------------------------------------------
Moody's Investors Service has assigned a limited default (LD)
indicator to Italian waste management company Waste Italia
S.p.A.'s probability of default rating (PDR) of Ca-PD.  The PDR
has therefore been affirmed and changed to Ca-PD/LD (formerly Ca-
PD) following the failure to pay -- at the end of the 30-day
grace period -- the coupon on the senior secured notes issued by
the company.  Concurrently, Moody's has affirmed the corporate
family rating at Ca and the instrument rating on the senior
secured notes at C.  The outlook on all ratings remains negative.

                         RATINGS RATIONALE

The change in Waste Italia's PDR to Ca-PD/LD follows the payment
default on the coupon, due May 15, 2016, on the EUR200 million
notes due November 2019.  This rating action has been taken at
the end of the 30-day grace period and following the company's
announcement that it has not paid the coupon.

Moody's understands that the company is in ongoing discussions
with representatives of some bondholders and has requested a
standstill on the trustees' right to declare the principal amount
of the Notes due and payable and seek to take action to recover
all unpaid amounts under the Notes if instructed by at least 25%
of bondholders.  At this stage the outcome of these developments
and discussions remains highly uncertain, including the risk of
potential adjustments to the interest and principal payment
schedule or impairment to the debt, which could result in a
distressed exchange under Moody's definitions of default.

Rating Outlook

The negative outlook reflects Moody's expectation that liquidity
will remain tight in 2016 and the expectation of a further
default since Waste Italia's debt and cash flow profile do not
appear sustainable at its current level.  The default on the
notes and the ongoing discussions with representatives of some of
the bondholders results in a high level of uncertainty regarding
the company's future operating trajectory and future capital
structure, including the likelihood of a potential distressed
exchange.

What Could Change the Rating

The ratings are already very low but could be lowered further if
recovery expectations fall.  Upward rating pressure is unlikely
unless the capital structure becomes more sustainable, possibly
through a distressed exchange, or a significant improvement in
operating performance including a significantly improved
liquidity profile together with; (i) the demonstration of
sustained and visible free cash flow (after interest payments);
(ii) an expansion of the company's operations and landfill
capacity; and (iii) visible EBITDA growth.  However, this would
also need to take into account the currently highly uncertain
outcome of the company's restructuring efforts with bondholders
and any positive pressure prior to a resolution is unlikely.

The principal methodology used in these ratings was Environmental
Services and Waste Management Companies published in June 2014.

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 December 2015 Waste
Italia had consolidated revenues of EUR120 million.  Waste Italia
is owned by Gruppo Waste Italia S.p.A. which is publicly listed
on the Italian Stock Exchange.


WASTE ITALIA: Fitch Cuts LT Issuer Default Rating to 'RD'
---------------------------------------------------------
Fitch Ratings has downgraded Waste Italia SpA's (WI) Long-Term
Issuer Default Rating (IDR) to 'RD' (Restricted Default) from
'C'. Fitch has affirmed WI's EUR200 million senior secured notes'
rating at 'C'. The Recovery Rating of the notes is 'RR5'.

The downgrade follows the expiry of the 30-day grace period on
June 15, 2016, after the company announced it would not pay the
EUR10.5 million coupon on the EUR200 million senior secured notes
on May 16, 2016.

KEY RATING DRIVERS

Debt Restructuring Due

Having appointed financial advisors, Banca Leonardo in
association with Houlihan Lokey in February 2016, WI is
negotiating with the bondholders' committee a strategic review of
its capital structure. The advisors have completed a review of
the business plan, while the review of the capital structure will
likely be completed during the second half of 2016.

Stressed Liquidity

Fitch estimates that WI had cash, overdraft facilities and unused
factoring lines totalling EUR8 million to EUR9 million as at
April 20, 2016. The company was due to make a mandatory cash
repayment of EUR5 million to holders of the senior secured notes
by May 29, 2016. However, this has been postponed, subject to
legal confirmation, to 30 days after the publication of audited
accounts for 2015 on June 13, 2016. As owner of 44% of GWI,
Sostenya Group plc purchased EUR5 million of the notes in October
2015. WI and its advisors are negotiating with investors a
potential standstill on payment obligations. The repurchased
bonds were not cancelled, the legal conditions for a waiver are
unclear and Fitch does not assume that the repurchase will offset
repayment."

Liquidity is likely to remain stressed through 2016 with an
additional coupon payment of EUR10.5 million and potential,
acquisition of Lafumet Servizi Srl for EUR3.5 million, both due
in November 2016.

Decline in Landfill Capacity

The useful life of WI's remaining landfill capacity at end-2015
of 3.246m cu m has fallen to 3.4 years. Unless new capacity is
authorised, some of the Group's landfills will exhaust available
capacity before the maturity of the EUR200 million bond in
November 2019. The most important extension project,
Chivasso3/Wastend, passed the initial stage of the permitting
process in November 2015, but permitted additional capacity has
been lowered by nearly 30% to 750,000cu m. In view of stressed
liquidity, Fitch believes that funding capex for projects such as
Chivasso3 remains challenging beyond ordinary annual maintenance
(while not 100% binding) capex of EUR11 million.

Weaker Operating Performance

The Italian market for waste treatment is highly fragmented,
putting competitive pressure on small companies amid weak GDP
growth, and this broadly characterized WI's experience of waste
collection in 2015.

Fitch said, "WI's cash EBITDA in 2015 fell 35% yoy to EUR34
million. Based on slower growth in collection volumes and softer
pricing, including for landfill, than previously, we lowered our
2016-18 annual EBITDA estimates by an average of 25% in March
2016. This also reflects our view that, given permitting and
funding constraints, new capacity is delayed by a year at
Chivasso3 to 2018 and at Cavaglia to 2019. This is a more
conservative assumption than management's. Based on more
competitive pricing, WI has produced a more conservative business
plan for 2016-20 than its predecessor in April 2015, with a
recovery in revenues and profitability expected only from 2018."

Management Change, Corporate Governance

CEO Enrico Friz resigned in January 2016, and was replaced by
Flavio Raimondo, the third CEO in a year. It remains to be seen
if further management change will have an impact on this year's
results. GWI's plans to merge with Biancamano, which will not
trigger the change of control covenant in WI's senior secured
notes, have been postponed to end-2016.

Post-merger, GWI has plans for a capital increase of EUR10m-EUR30
million. However, given that net debt at Biancamano is currently
EUR114 million (versus 9M15 EBITDA of EUR5.9 million), Fitch
believes that a more heavily indebted parent company may be in a
weaker positon to provide WI with financial support in the
future. Biancamano's debt is due to be restructured before the
merger.

KEY ASSUMPTIONS

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

-- Additional landfill capacity is delayed at Chivasso 3 to 2018
    from 2017 and at Cavaglia to 2019 from 2018.

-- Collection volumes grow at an annual average of 3% for
    2016-19 versus 4.5% for 2015-18.

-- Average collection prices of EUR108/t in 2016 and EUR112/t in
    2017, slightly below previous estimates, on continued
    competitive pressures.

-- Adjusted EBITDA margins of 30% in 2016, before declining as
    high-margin landfill capacity falls until 2018 when Chivasso3
    comes on-stream, restoring margins to 30%-34%. These compare
    with 28.3% achieved in 2015.

RATING SENSITIVITIES

Positive: The 'RD' rating will be revised to reflect the
appropriate IDR for the issuer's post-restructuring capital
structure, risk profile and prospects in accordance with relevant
criteria.

Negative: Future developments that may, individually or
collectively, lead to negative rating action include:

-- Entering bankruptcy filings, administration, receivership,
    liquidation or other formal winding-up procedure, or
    otherwise ceasing business would result in a downgrade of the
    IDR to 'D'.



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EURASIAN RESOURCES: S&P Lowers CCRs to 'CCC+/C', Outlook Stable
---------------------------------------------------------------
S&P Global Ratings lowered its long- and short-term corporate
credit ratings on Kazakh miner Eurasian Resources Group (ERG)
S.a.r.l. to 'CCC+/C' from 'B-/B'.  The outlook is stable.

At the same time, S&P removed the ratings from CreditWatch, where
it had placed them with negative implications on Feb. 1, 2016.

The downgrade reflects S&P's view of ERG's weak liquidity and its
unsustainable capital structure at current depressed commodity
prices.  Moreover, S&P understands that the company is yet to
receive waivers after breaching its financial covenants earlier
this year, and it is likely to breach an additional set of
financial covenants later this year.  While S&P do not expect
debt level to accelerate given the company's government links and
relationships, it will remain dependent on bank support.  The
current rating continues to factor in ongoing support from the
Kazakh government (its 40% owner).

ERG has recently completed the refinancing of $5.7 billion of its
debt with two of its core lenders, and secured a new
EUR300 million prepayment facility from one of its core banks.
The refinancing concluded long negotiations with its Russian
lenders (it signed indicative agreements with Sberbank and VTB in
October 2015).  The new capital structure is aimed at better
matching current market conditions and the company's cash flow
capacity.  However, S&P do not expect the company to meet the
financial covenants set under the new agreements; this will
result in ongoing waiver discussions with the lenders.

In S&P's view, the company's cash flows will continue to be
highly sensitive to the prices of ferro chrome, iron ore, and
aluminium, as well as the Kazakh tenge exchange rate.  Recently,
ferro chrome prices recovered to the level S&P saw in the last
quarter of 2015, after a weak start in early 2016 (-15% below the
average price in 2015).  Apart from ferro chrome, most ERG
divisions will report negative to break-even operating cash flows
this year (including maintenance capex).

Under S&P's base case, it expects EBITDA in 2016 to be
$1.1 billion-$1.2 billion, interest expenses of about
$500 million, and capex of $550 million-$650 million.  This could
translate into a cash flow deficit of $100 million-$300 million
in 2016, before accounting for scheduled maturities.  While S&P
believes the liquidity situation is manageable over the coming 12
months, without a sustained recovery in ferro chrome prices S&P
cannot rule out a liquidity shortfall.  This could lead to a
potential default in the second half of 2017.

As of March 31, 2016, the company had $224 million of
unrestricted cash on the balance sheet.  Despite the Russian
lenders being very supportive to date, S&P cannot assume that
this support will continue given the company's very high and
increasing debt levels (reported net debt of about $6.6 billion
at Dec. 31, 2015).  Also, Russian banks are currently in a weaker
position compared with previous years, which may lead to them to
adopt a less supportive stance; for example, they could cap their
exposure to ERG.  In addition, S&P believes that tight headroom
under the financial covenants will require the company to
negotiate waivers frequently over the short term, giving the
banks a strong bargaining position.

"Our rating reflects the ongoing support of the Kazakh
government, the largest shareholder in ERG (40%).  We note the
government's involvement in the running of ERG and the company's
public role as the main mining company in Kazakhstan, with a
large workforce in remote regions.  In the first half of the
year, the company received an additional loan of $90 million from
the Development Bank of Kazakhstan (DBK), bringing total loans
from DBK to nearly $840 million.  Other indirect support includes
lowering some taxes and tariffs.  However, we also note that
ERG's liquidity position has remained weak for a long time
without any direct extraordinary support (capital injections, for
example) from its shareholders, and we have some doubts as to the
timeliness of any such potential forthcoming support.  As a
result, we factor in a level of ongoing government support in the
company's stand-alone credit profile, but we do not notch up the
rating for potential extraordinary support as we did previously,"
S&P said.

The stable outlook on the long-term corporate credit rating on
ERG reflects S&P's view that, given some recent recovery in
prices and the company's ability to defer capex, it should be
able to manage a potential cash flow deficit in the coming 12
months, either from internal sources or by getting some further
support from its banks.

In S&P's view, the company's cash flow will likely remain highly
sensitive to changes in ferro chrome prices and to foreign
exchange rates.  Better-than-expected prices and weak currency
could narrow the deficit in the coming quarters, while weaker
prices and stronger currency could result in a wider deficit.

S&P could lower the rating if it believes that a default or a
distress exchange offer appears to be more likely over the short
term.  This could happen if:

   -- ERG's banks become less supportive, making it harder for
      the company to receive a waiver or secure new facilities.

   -- A drop in commodity prices, notably ferro chrome or lower
      volumes than expected, leads to a larger cash flow deficit.

S&P could take a positive rating action if the company turns
sustainable-cash-flow-neutral (after capex and debt service).
This could happen if commodity prices recover sustainably, if the
company receives a meaningful capital injection from
shareholders, or successfully disposes of noncore assets.  S&P
believes that a positive rating action is less likely over the
coming 6-12 months, as S&P doesn't expect a quick recovery in
metals demand from China, the world's largest steel consumer.



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


SIAULIU BANKAS: Moody's Upgrades Deposit Ratings to Ba1
-------------------------------------------------------
Moody's Investors Service has upgraded Siauliu Bankas, AB's
(Lithuania) deposit ratings to Ba1 from Ba2. The rating agency
has also upgraded the bank's baseline credit assessment (BCA) and
adjusted BCA to ba3 from b1; and the bank's Counterparty Risk
Assessment (CR Assessment) to Baa3(cr)/Prime-3(cr) from
Ba1(cr)/Not-Prime(cr). The outlook on the long-term deposit
ratings is stable.

The bank's Not Prime short-term deposit ratings are unaffected by
the rating action.

This rating action reflects the improvement of Siauliu Bankas'
credit fundamentals, notably in terms of capital and
profitability.

RATINGS RATIONALE

--- RATIONALE FOR UPGRADING THE BCA

The upgrade of Siauliu Bankas' BCA to ba3 from b1 reflects the
bank's improved credit fundamentals, notably in terms of capital
and profitability. At end-December 2015, the bank's tangible
common equity to risk-weighted assets ratio increased to 13.7%
compared to 10.4% at end-December 2014, mainly as a result of
retained profits. In terms of regulatory capital ratios, Siauliu
Bankas reported a phased-in Common Equity Tier 1 (CET1) ratio of
12.2% at end-December 2015 compared to 9.3% a year earlier. The
bank has been reinforcing its capital buffers in order to comply
with new regulatory and prudential capital requirements.

In upgrading Siauliu Bankas' ratings, Moody's has also taken into
account the bank's improved profitability, with net profit over
tangible assets at 1.17% at end-December 2015 (0.33% at end-
December 2014).

While Siauliu Bankas' asset risk has also shown some positive
developments (non-performing loans (NPLs) declined to 9.95% of
gross loans at year-end 2015 down from 12.74% at year-end 2014),
the bank's BCA is restrained by this still high stock of NPLs
that compares unfavourably to the average of similarly rated
banks (i.e. average NPL ratio of 5% at end-December 2015 for
Moody's ba3 BCA banks). When balanced against the bank's asset
risk profile, its risk-absorption capacity remains moderate
despite the mentioned improvement in capital buffers.

--- RATIONALE FOR UPGRADING THE LONG-TERM DEPOSIT RATING

The upgrade of Siauliu Bankas' long-term deposit ratings to Ba1
from Ba2 reflects: (1) The upgrade of the bank's BCA and adjusted
BCA to ba3 from b1; and (2) the result from Moody's Advanced
Loss-Given Failure (LGF) analysis which results in an unchanged
two notches of uplift for the deposit rating. Moody's assigns a
low probability of government support to Siauliu Bankas, which
results in no further uplift for the deposit rating.

--- RATIONALE FOR UPGRADING THE CR ASSESSMENT

As part of the rating action, Moody's has also upgraded the CR
Assessment of Siauliu Bankas to Baa3(cr)/Prime-3 (cr) from
Ba1(cr)/Not Prime(cr), three notches above the ba3 adjusted BCA.
The CR Assessment is driven by the banks' adjusted BCA, the low
likelihood of systemic support and by the cushion against default
provided to the senior obligations represented by the CR
Assessment by junior deposits amounting to 11% of tangible
banking assets.

--- RATIONALE FOR THE STABLE OUTLOOK

The outlook on Siauliu Bankas' long-term deposit rating is
stable, reflecting Moody's expectations that Lithuania's
supportive economic conditions (Moody's expects GDP to grow by
2.9% in 2016 and 3.3% in 2017) will help to preserve current
trends in the bank's credit fundamentals.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Siauliu Bankas' standalone BCA could be adjusted upwards if the
bank is able to (1) reduce the stock of NPLs, with a continued
decline in provisioning costs, (2) achieve a sustainable recovery
in its recurring earnings, and/ or (3) increase further its
capital buffers.

Downward pressure could develop on Siauliu Bankas' standalone BCA
from (1) an acceleration in the trend of NPL formation, both on
an absolute level and in relation to the Lithuanian banking
system average; (2) a weakening of Siauliu Bankas' internal
capital generation and risk-absorption capacity; and/or (3) any
worsening in operating conditions beyond Moody's current
expectations.

As the bank's deposit rating is linked to the standalone BCA, any
change to the BCA would likely also affect this rating. Siauliu
Bankas' deposit rating could also change due to changes in the
loss-given failure faced by these instruments.

LIST OF AFFECTED RATINGS

Issuer: Siauliu Bankas, AB

-- Upgrades:

-- Adjusted Baseline Credit Assessment, upgraded to ba3 from b1

-- Baseline Credit Assessment, upgraded to ba3 from b1

-- Short-term Counterparty Risk Assessment, upgraded to P-3(cr)
    from NP(cr)

-- Long-term Counterparty Risk Assessment, upgraded to Baa3(cr)
    from Ba1(cr)

-- Long-term Deposit Rating, upgraded to Ba1 from Ba2, outlook
    remains Stable

-- Outlook Actions:

-- Outlook remains Stable



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


DH SERVICES: S&P Affirms 'B' Long-Term CCR, Outlook Stable
----------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term corporate credit
rating on DH Services Luxembourg S.a.r.l. (Dematic Group).  The
outlook is stable.

At the same time, S&P affirmed its 'CCC+' issue rating on the
$265 million unsecured million notes due in 2020.  The recovery
rating of '6' remains unchanged, indicating S&P's expectation of
negligible (0%-10%) recovery in the event of payment default.

S&P also assigned a 'B' long-term corporate credit rating to
subsidiary Mirror BidCo Corp., and affirmed S&P's 'B' issue
rating on the upsized $167.5 million revolving credit facility
(RCF) due 2017 and the $572 million term loan due 2019, taken by
Mirror BidCo Corp.  The '3' recovery rating on the RCF and the
term loan remains unchanged, indicating S&P's expectation of
meaningful recovery for debtholders in the event of default, in
the lower half of the 50%-70% range.

"We expect Dematic Group's recently strong growth in revenues and
order intake to continue over the next couple of years, driven by
the increasing importance of e-commerce and delivery speeds.  We
forecast that the group's profitability will remain at levels
that we view as being at the lower end of average for capital
goods companies.  Costs related to transition of a manufacturing
site put pressure on profitability in fiscal 2015 (year ended
Sept. 30, 2015), and are likely to weigh on margins in fiscal
2016.  However, we expect the group's strong revenue to have a
mitigating effect on the absolute profitability and cash flow
generation in fiscal 2016, and EBITDA margins to recover to above
12% in fiscal 2017, when the manufacturing site should be fully
operational," S&P said.

S&P expects that Dematic's weak business risk profile will
continue to be constrained by the group's relatively limited size
and product diversity, significant customer concentration,
project risk, and exposure to raw material price fluctuations.
However, the group has solid market shares in the fragmented
market for intra-logistics products, a considerable share of
stable and recurring service revenues, and fairly stable prime
end-markets such as food, beverages, and supermarkets.
Furthermore, S&P views favorably the group's low capital
intensity and its moderate operating leverage.

S&P continues to view Dematic's financial risk profile as highly
leveraged.  Major constraints are the group's aggressive
financial policy, owing to its private equity ownership and
highly leveraged capital structure.

The group's financial risks are mitigated by the low capital
intensity of the business and well-managed working capital over
recent years.  In S&P's base-case operating forecast, it
therefore assumes that the group will generate positive free
operating cash flow (FOCF) in fiscal 2016, despite a high cash-
paying interest burden.  S&P further views positively the
relatively strong EBITDA cash interest ratio, which S&P forecasts
to be about 3x in fiscal 2016.

The stable outlook on Dematic reflects S&P's expectation that the
group will maintain credit measures commensurate with the rating
over the next year.  The outlook also reflects S&P's base-case
assumption of strong organic sales growth, and an EBITDA to cash
interest coverage ratio above 2.5x, coupled with continued
positive FOCF generation, which should help the group maintain
adequate liquidity.

S&P could lower the rating on Dematic if its operating
performance deteriorated, leading to meaningful negative FOCF, or
if EBITDA to cash interest coverage declined to below 2.5x.  This
could occur if S&P saw a contraction of the group's reported
EBITDA margin to below 10%, without an expected short-term
recovery, coupled with significant outflows of working capital.

Ratings upside is limited, due to Dematic's financial-sponsor
ownership, which results in S&P's assessment of its financial
risk profile as highly leveraged.  S&P could consider revising
its assessment upward only if it believed that Dematic's leverage
was consistent with our aggressive category and S&P perceived
that the risk of releveraging was low, based on the group's
financial policy and S&P's view of the owner's financial risk
appetite.



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


HALCYON SAM 20070I: Moody's Affirms Ba3 Rating on Class E Notes
---------------------------------------------------------------
Moody's Investors Service has taken rating actions on the
following notes issued by Halcyon Structured Asset Management
European CLO 2007-I B.V. (the "Issuer" or Halcyon SAM European
CLO 2007-I B.V.):

-- EUR150 million (current outstanding balance of EUR9.4M)
    VFN-1 Notes, Affirmed Aaa (sf); previously on May 27, 2015
    Affirmed Aaa (sf)

-- EUR150 million (current outstanding balance of EUR9.7M) A1
    Notes, Affirmed Aaa (sf); previously on May 27, 2015 Affirmed
    Aaa (sf)

-- EUR90 million A2 Notes, Affirmed Aaa (sf); previously on
    May 27, 2015 Affirmed Aaa (sf)

-- EUR51 million B Notes, Upgraded to Aaa (sf); previously on
    May 27, 2015 Upgraded to Aa1 (sf)

-- EUR36 million C Notes, Upgraded to Aa3 (sf); previously on
    May 27, 2015 Upgraded to A2 (sf)

-- EUR37.5 million D Notes, Affirmed Ba1 (sf); previously on
    May 27, 2015 Affirmed Ba1 (sf)

-- EUR22.5 million (current outstanding balance of EUR14.9M) E
    Notes, Affirmed Ba3 (sf); previously on May 27, 2015 Affirmed
    Ba3 (sf)

Halcyon SAM European CLO 2007-I B.V., issued in May 2007, is a
Collateralised Loan Obligation ("CLO") backed by a portfolio of
mostly high yield European loans. The portfolio is managed by
Halcyon Structured Asset Management L.P. The transaction's
reinvestment period ended in July 2013.

RATINGS RATIONALE

The rating actions on the notes are primarily a result of
deleveraging of the senior notes. Class A1 notes and the Variable
Funding Notes have paid down by approximately EUR123.2 million
over the two payment dates in July 2015 and January 2016. As a
result, over-collateralization (OC) ratios of the Senior, B, C
and D classes have increased. As per the trustee report dated
April 2016, the Senior, Class B, Class C and Class D ratios are
237.7%, 162.0%, 132.2% and 111.0% compared to 167.4%, 137.3%,
121.8% and 109.0% respectively in March 2015. Due to an increase
in the Caa-rated obligations and the associated haircut being
applied by the trustee, the OC ratio for class E has decreased to
104.3% from 104.6%.

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 EUR262.3
million, defaulted par of EUR3.3 million, a weighted average
default probability of 25.0% (consistent with a WARF of 3543 and
WAL of 4.2), a weighted average recovery rate upon default of
46.1% for a Aaa liability target rating, a diversity score of 23,
a weighted average spread of 4.0%. The GBP and $US-denominated
liabilities are naturally hedged by the GBP and $US assets,
respectively.

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.


KMG INTERNATIONAL: Fitch Maintains 'B+' LT Foreign Currency IDR
----------------------------------------------------------------
Fitch Ratings has maintained KMG International's (KMGI) 'B+'
Long-Term Foreign Currency Issuer Default Rating (IDR) on Rating
Watch Negative.

The maintained RWN follows KMGI's announcement that JSC National
Company KazMunayGas (NC KMG, BBB-/Stable) has agreed to sell
China Energy Company Limited (CEFC) a 51% stake in KMGI. The RWN
also captures the litigation brought forward in May by Romania's
Directorate for Combating Organized Crime and Terrorism (DIICOT),
where KMGI, Oilfield Exploration Business Solutions and Rompetrol
Rafinare were summoned as civil liability parties in a case under
investigation with DIICOT. The investigation may have significant
negative financial consequences for KMGI. Fitch will resolve the
RWN following the ownership change and clarification of potential
consequences resulting from the investigation by DIICOT.

KEY RATING DRIVERS

Deal with CEFC Rating Negative

Fitch said, "NC KMG and CEFC entered into a share purchase
agreement in April 2016. Pursuant to the agreement, CEFC will
become a 51% shareholder in KMGI. The parties are currently
discussing details of the agreement following DIICOT's
announcement in May. Should the deal be closed, we will probably
rate KMGI on a standalone basis, resulting in a downgrade. We
will reassess KMGI's standalone profile from the current 'CCC' to
take into account potential contingent liabilities and leverage.
If the investigation by DIICOT is concluded with no significant
negative consequences for KMGI and the hybrid loan provided by NC
KMG is converted into equity, leading to a significant decrease
in leverage, we may view KMGI's IDR as commensurate with a rating
in the low 'B' category."

Ratings Driven by Parental Support

Until the ownership change, KMGI's rating is based on a bottom-up
approach in line with Fitch's parent and subsidiary rating
linkage methodology. The rating reflects a three-notch uplift
from the company's standalone credit profile, assessed at 'CCC'
due to a weak financial profile (end-2015: funds from operations
(FFO) adjusted net leverage of 12.9x), for parental support from
NC KMG.

Fitch currently assesses the strategic and legal ties between
KMGI and NC KMG as moderate to strong, which supports the three-
notch uplift to KMGI's standalone rating. If the deal to sell the
majority interest to CEFC is not completed, Fitch will consider
whether this notching should be maintained or reduced on the
basis of information available at the time. The present legal
ties between KMGI and NC KMG include a direct guarantee of KMGI's
debt ($US200 million) and a cross-default provision in the
documentation for NC KMG's $US7.5 billion global medium-term note
program, which also relates to KMGI's debt. Historical financial
support has taken the form of a $US1.1 billion cash injection as
capital increase, and shareholder loans ($US0.9 billion)
converted into a 51-year hybrid loan. Fitch expects that KMGI
will no longer qualify as a material subsidiary under NC KMG's
bond documentation once the sale of the majority stake to CEFC is
finalized and hence NC KMG's debt will not be subject to a
cross-default provision with KMGI's borrowings.

DIICOT Investigation

Fitch said, "On May 9, 2016, DIICOT announced that it had
launched an investigation against 14 people in connection with
the privatisation of the Petromidia refinery. KMGI, Oilfield
Exploration Business Solutions (the former Rompetrol SA) and
Rompetrol Rafinare are parties in the investigation. DIICOT also
seized KMGI's assets of RON3 billion ($US770 million) including
KMGI's key asset -- Petromidia refinery. We understand that the
seizure has no immediate impact on KMGI's day-to-day operations.
KMGI is preparing a vigorous legal defense on the case, to
challenge on merit the allegations in Romanian courts and, if
necessary, in international arbitration courts. Importantly, the
seizure of the refinery initiated in 2010 is still ongoing."

Share Buyback Plans

Fitch said, "KMGI's repurchase of 27% of Rompetrol Rafinare
S.A.'s (RRC) shares from the government for $US200 mil. has not
yet taken place as envisaged in the Memorandum of Understanding
(MoU) between KMGI and the government in 2014. The repurchase was
intended to close a dispute with the government regarding
conversion of KMGI's bonds into shares. Fitch expected that
transaction would be financed by KMGI's parent. Due to lack of
progress in implementing the 2014 MoU and the ongoing DIICOT
investigation, we do not expect the dispute between KMGI and the
Romanian government relating to the conversion of bonds to equity
will be cleared based on the MoU."

Stronger Standalone Performance

Strong refining margins in Europe in 2015 allowed KMGI to improve
its standalone performance. The company's Fitch-calculated EBITDA
increased to $US148 mil. ($US113 mil. in 2014). FFO net leverage,
including the 51-year hybrid loan of $US920 mil. from NC KMG,
remained elevated (12.9x). Excluding the loan, net leverage
amounted to 5.2x. The lower cost of crude for own consumption,
more optimistic outlook for European and global fuel demand under
lower oil prices, collapse of WTI-Brent spread limiting the
competitive advantage of US refiners over their European peers to
some extent offset overcapacity in the European downstream
market. KMGI's Petromidia plant benefits from a relatively high
refining complexity (Nelson complexity index of 10.5). In
addition, KMGI's EBITDA has historically been supported by
relatively stable retail and marketing operations.

KEY ASSUMPTIONS

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

-- Gross refining margins of $US5.5/bbl in 2016 and $US5/bbl
    thereafter.
-- Stable EBITDA generation of the retail and marketing segment.
-- Annual EBITDA averaging $US160m in 2016-2019.
-- Improved leverage metrics on the back of higher cash flow
    generation.
-- Support from NC KMG for repurchase of RRC shares.
-- Average 2016-2019 capex equal to $US87m annually.

RATING SENSITIVITIES

Negative: Future developments that may, individually or
collectively, lead to negative rating action include:

-- Weaker ties with NC KMG leading to a reassessment of the
    three-notch uplift to the standalone IDR for parental
    support.

Positive: Future developments that may, individually or
collectively, lead to positive rating action including an
affirmation are:

-- Unchanged strategic, legal and operational ties between KMGI
    and NC KMG.

LIQUIDITY

At end-2015, KMGI's short-term debt was $US285 mil. against an
unrestricted cash balance of $US92 mil. The company's end-2015
liquidity was supported by $US83 mil. of undrawn credit lines
that mature in more than one year, of which $US25 mil. was
committed. KMGI plans to roll over around $US230 mil. of short-
term credit facilities in 2016. Fitch does not expect the company
to experience problems with liquidity as KMGI has a record of
successful short-term debt extension.

KMGI's debt excluding the hybrid loan from NC KMG was $US680 mil.
as of December 31, 2015, down from $US761 mil. at end-2014. The
decline in debt is largely related to the sale of 51% stake in
Rompetrol France SAS, a company engaged in fuel trading and
marketing in France and Spain, which was deconsolidated in 2015.


METINVEST BV: July 21 Hearing Set on Bankruptcy Motion
------------------------------------------------------
Interfax-Ukraine reports that Dutch Metinvest B.V., the parent
company of Ukraine's Metinvest mining and metal group, has filed
a motion to the U.S. bankruptcy court of Delaware in relation to
the hearing of its case in the High Court of Justice of England
and Wales asking to uphold the British court's decisions.

The group said on the website of the Irish Stock Exchange the
motion was filed to meet Chapter 15 of the Bankruptcy Code
regulating ancillary and other cross-border insolvency cases in
the United States, Interfax-Ukraine relates.

According to Interfax-Ukraine, the case of Metinvest is heard by
the British court, the company asks to admit the decisions of the
British court in the United States.

The hearing date is July 21, 2016, Interfax-Ukraine discloses.
Objections can be submitted before July 15, 2016, Interfax-
Ukraine says.

                      About Metinvest B.V.

Svitlana Romanova, in her capacity as foreign representative of
Metinvest B.V., filed a Chapter 15 bankruptcy petition in the
U.S. Bankruptcy Court for the District of Delaware (Bankr. D.
Del. Case No. 16-10105) on Jan. 13, 2016, in the United States,
seeking recognition of a scheme of arrangement under part 26 of
the English Companies Act 2006 currently pending before the High
Court of Justice of England and Wales.

The Debtor and its subsidiaries claim to be the largest
vertically integrated mining and steel business in Ukraine.

Joseph M Barry, Esq., at Young Conaway Stargatt & Taylor, LLP,
counsel for the petitioner, said the Metinvest Group has
struggled in recent years in light of the ongoing political
turmoil in Ukraine since the end of 2013, which has negatively
impacted Ukraine's economy and the protracted slump in prices for
steel products, coal, and iron ore throughout much of 2014 and
2015.

The petitioner has engaged Young, Conaway, Stargatt & Taylor and
Allen & Overy LLP as her as counsel.

Judge Laurie Selber Silverstein has been assigned the case.


NJORD GAS: S&P Puts 'BB-' Rating on CreditWatch Positive
--------------------------------------------------------
S&P Global Ratings placed on CreditWatch with positive
implications its 'BB-' long-term issue ratings on Norwegian krone
(NOK)-equivalent 3.798 billion senior secured bonds, issued by
Norway-based asset company Njord Gas Infrastructure AS (NGI or
ProjectCo), due in September 2027.  The recovery rating remains
unchanged at '1'.  The CreditWatch placement reflects S&P's
expectation that the credit profile of NGI's bonds will improve
following the implementation of the proposed reprofiling of the
bond amortization scheduled announced on June 16, 2016.  The
proposal is to extend the maturities of all NGI's outstanding
bonds by 12 months, and to amend the respective amortization
schedules by front loading principal repayments to better align
the debt service with the project's expected cash flows.  If the
plan is executed, S&P expects an increase in the minimum DSCR
under our base-case scenario, as well as a more resilient
performance under S&P's downside analysis that could lead to an
upgrade of up to two notches.  The overall debt service will also
reduce, as a result of a more front loaded amortization profile.

The proposed transaction seeks to amend the amortization schedule
for each series of bonds to better reflect the transaction's cash
flow generation profile for the remaining duration of the bonds.
In addition, the final maturity date for each series of bonds
will be extended by one year to Sept. 30, 2028.  As a consequence
of the amendments to the amortization schedules, the issuer will
also make an extraordinary debt service payment on July 7, 2016.
The notional amount and coupon rate of the bonds will remain
unchanged.

Following the reprofiling of the bonds' amortization schedule,
the current hedging arrangements will no longer be aligned with
the amortization schedule of the bonds, and therefore will need
to be amended.  S&P understands that NGI intends to enter into
additional swap agreements with the Royal Bank of Scotland PLC in
relation to the Series 2 bonds, Series 3 bonds, and Series 4
bonds to hedge the additional foreign exchange rates -- if
applicable -- and inflation exposure.  These additional swap
agreements will overlay the existing swap agreements.

Realignment proposals and amendments to the hedging arrangements
will need the approval of the majority of the bondholders.  S&P
do not consider this proposed bond restructuring as a distressed
exchange because the bondholders will still receive 100% of par
value through maturity, and interest and seniority of the bonds
will remain unchanged following the realignment.  In addition, in
S&P's view, there is not a realistic possibility of a
conventional default, given ProjectCo's strong liquidity.

The CreditWatch placement reflects S&P's view that it could raise
its ratings on NGI's bonds by up to two notches if the
transaction is completed as expected.  S&P expects to resolve the
CreditWatch listing once the transaction is completed, which is
expected in July 2016.



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


BRUNSWICK RAIL: Moody's Cuts Corporate Family Rating to Ca
----------------------------------------------------------
Moody's Investors Service has downgraded Russian railcar operator
Brunswick Rail Limited's (BRL) corporate family and probability
of default ratings to Ca from Caa3 and to Ca-PD from Caa3-PD,
respectively. Consequently, Moody's has downgraded to Ca from
Caa3 the senior unsecured rating of the $600 million 2017 notes
issued by Brunswick Rail Finance Limited and guaranteed by BRL.
The outlook on all ratings is negative.

"We downgraded BRL's ratings because its ability to generate cash
in the coming 12 to 18 months will likely deteriorate further as
market weakness persists and railcar lease rates drop. BRI's
confirmation that it is considering debt restructuring, an action
we consider a default, also factors into today's downgrade," said
Julia Pribytkova, a Moody's Vice President -- Senior Analyst.

RATINGS RATIONALE

The rating action reflects Moody's view that BRL's cash
generation will further deteriorate in 2016-17 as the market
remains weak and the company drops its railcar leasing rates as
its US-dollar denominated contracts expire.

The company has confirmed it could potentially restructure its
debt. As a result, a default now seems increasingly certain and
Moody's recovery expectation is lower than before.

The company has also confirmed the challenging market conditions
it faces and its modest expectations for future earnings.

Moody's notes the 53% deterioration in the value of BRL's railcar
fleet to approximately $302 million as of end-2015 from $637
million as of end-2014 (in turn substantially down from 2013).
When combined with lower expectations for future earnings, this
negatively affects potential recovery expectations for all
classes of debt at BRL.

The Ca rating combines a very high likelihood of default with an
expected recovery in the 35%-65% range. There is a modest amount
of secured debt which may achieve a better recovery, but not
enough to justify rating the senior unsecured debt below the CFR.

The market value of BRL's rolling stock may fall further,
aggravating potential creditor losses, given (1) the ongoing
railcar oversupply in the Russian market, (2) prevailing low
freight rates, and (3) government support for operators investing
into new 'innovative' railcar fleets rather than BRL's old-type
railcar fleet.

Moody's positively notes (1) BRL's successful refinancing of the
RUB4.0 billion bank loan, under which it breached a number of
covenants, with an Alfa-Leasing (not rated, subsidiary of Alfa-
Bank (Ba2 negative)) lease-back facility undertaken, and
bondholder consent obtained not to accelerate the rated bond now
that restructuring negotiations have commenced; (2) timely
payment of a $19.5 million bond coupon by BRL in May 2016; and
(3) BRL's cash balance of approximately $60 million as of January
2016, which should supplement its depleting cash flows and
underpin its ability to service debt over the next 12-18 months.
However, the rating agency notes that the current debt/capital
structure of the company now seems even more clearly
unsustainable, and BRL will likely implement capital
restructuring in the next 6-12 months.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook reflects the many operating challenges
currently faced by the business coupled with the pending capital
restructuring.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's would consider revising the ratings upwards (1) in the
event of successful capital restructuring, whereby the risk of
future default diminishes and the future operating and capital
structure becomes more sustainable; or (2) in the (less likely)
event of material improvements in market conditions, such that
leasing rates recover and the risk of default falls.

Conversely, the ratings could be further downgraded in the event
of recovery expectations being lower than the 35%-65% range.

Brunswick Rail Limited (BRL), incorporated in Bermuda,
specializes in operating leasing of freight railcars to
industrial groups and railcar operators in Russia. As of end-
2015, BRL had an in-house fleet of 25,548 railcars and generated
the revenue of $133.5 million (2014: $204 million) and net loss
of $299.2 million. BRL's shareholders are institutional and
individual investors, none of which have a controlling stake.


IRKUTSK OBLAST: S&P Revises Outlook to Stable & Affirms 'BB' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on Irkutsk Oblast, a
Russian region in Eastern Siberia, to stable from negative.  S&P
affirmed its 'BB' long-term issuer credit rating and 'ruAA'
Russia national scale rating on the oblast.

                            RATIONALE

The outlook revision reflects the fact that, in 2015, Irkutsk
Oblast received additional transfers from the central government
and managed to control spending growth, thereby containing its
debt burden.  S&P believes that the likely continuation of
conservative spending policies will keep debt under 30% of
operating revenues.

S&P bases its ratings on Irkutsk Oblast on S&P's view of Russia's
volatile and unbalanced institutional framework for regional
governments, as well as S&P's opinion of the oblast's weak
economy, weak financial management, very weak budgetary
flexibility, and still weak budgetary performance.  S&P's view of
the oblast's adequate liquidity has a neutral impact on the
ratings.  The ratings are supported by the oblast's very low debt
burden, and low contingent liabilities.

The long-term rating is at the same level as S&P's 'bb'
assessment of the oblast's stand-alone credit profile.

S&P views Irkutsk Oblast's economy as weak in an international
comparison.  S&P forecasts that its gross regional product per
capita will hover around US$6,000 over the next two-to-three
years.  However, S&P believes that current investment projects
will help the oblast to grow slightly quicker than the national
economy.  At the same time, S&P thinks the economy will remain
dependent on the mining industry, especially on oil, gas, and
coal extraction, over the long term.

Under Russia's volatile and unbalanced institutional framework,
Irkutsk Oblast is highly exposed to measures imposed by the
federal government, which regulates more than 90% of regional
budget revenues, including major taxes and transfers, and also
outlines spending responsibilities.  This translates into what
S&P views as very weak budgetary flexibility for the oblast.
Moreover, S&P believes that Irkutsk Oblast's spending flexibility
is further restricted by its high share of social spending and
relatively high infrastructure needs.

"We view Irkutsk Oblast's budgetary performance as weak, although
we think it will gradually improve thanks to continuing federal
support and cost-containment measures.  Under our base-case
scenario, we assume that, in 2016-2018, the operating balance
will turn positive compared with an operating deficit of 4% on
average in 2013-2015.  We believe that the amount of transfers
for 2016 will remain the same as in 2015.  Although it won't
include a Russian ruble (RUB)3 billion one-off compensation grant
for the losses from a tax maneuver (by which the revenue base of
the oblast's corporate profit tax payers has been reduced), this
year Irkutsk Oblast will receive more than double the
equalization grants it got last year," S&P said.

On the spending side, S&P assumes that Irkutsk Oblast's operating
performance will be supported by its management's prudent
spending policies, which haven't changed since the election of
the new governor.  The positive operating margins will help
narrow the deficit after capital accounts to about 3% of total
revenues on average in 2016-2018 compared with almost 12% on
average in 2013-2015.

Owing to modest deficits after capital accounts, S&P expects that
the tax-supported debt will remain very low and won't exceed 30%
of consolidated operating revenues until year-end 2017.  As of
June 1, 2016, the oblast's direct debt consisted of medium-term
bank loans (49% of stock) and budget loans (51%).  S&P also
includes modest debt of the oblast-owned government-related
entities (GREs) in our assessment of tax-supported debt.

S&P assess Irkutsk Oblast's outstanding contingent liabilities as
low.  S&P estimates the GREs' debt and payables at about 7% of
the oblast's operating revenues.  At the same time, S&P believes
there is a higher probability than for other Russian peers that
the oblast would have to provide extraordinary financial support
to its GREs or municipalities.  This is due to S&P's view of
Irkutsk Oblast's extensive infrastructure development needs.

"We view the oblast's financial management as weak in an
international context, as we do for most Russian local and
regional governments.  We note that debt and liquidity management
has improved; the oblast now relies on medium-term borrowing
(budget loans and bank loans) and is planning to issue bonds,
whereas it has previously relied on short-term maturities.  We
also view positively the region's efforts to applying cost-
containing measures in 2015.  Still, Irkutsk Oblast lacks a
reliable long-term financial and capital plan, which constrains
our assessment of the financial management.  This lack of
planning is, however, typical of Russia's regional governments,"
S&P said.

                              LIQUIDITY

S&P views Irkutsk Oblast's liquidity as adequate, reflecting a
combination of strong debt service coverage and limited access to
external liquidity.  S&P expects the oblast's debt service
coverage to be strong, with free cash and committed credit
facilities covering almost 2x debt service falling due within the
next 12 months.

In the first five months of this year, the oblast repaid RUB5.227
billion of bank loans due in December ahead of schedule.  It was
able to do this using a mix of cheap loans provided by the
central government and a surplus after capital accounts.
Furthermore, the next 12 months' debt service is 2x lower than
was planned, and now amounts to RUB5.4 billion.  To service this,
the region has RUB7.7 billion in undrawn credit facilities on
average over the past 12 months and RUB2.7 billion of cash
reserves on average, net of the projected deficit after capital
accounts.  S&P expects that the oblast will continue to rely on
committed credit facilities and budget loans.  The oblast also
plans to issue a RUB5 billion medium-term amortizing bond this
year.

The next debt service peak is scheduled for 2018, but S&P
believes that the oblast will surmount it smoothly given its
well-established refinancing policies.  Under S&P's base case, it
believes that the oblast's cash and committed facilities will
continue to exceed annual debt service by at least 1.2x.

At the same time, S&P views the oblast's access to external
liquidity as limited, due to the weaknesses of the Russian
capital market and its banking sector.

                             OUTLOOK

The stable outlook reflects S&P's view that, over the next 12
months, the oblast will stick to its prudent spending policy and
post moderate deficits after capital accounts, which will help to
contain debt burden growth.

S&P could lower the rating if the deficit after capital account
was materially higher than S&P currently expects and, as a
consequence, the oblast's tax-supported debt were to exceed 30%
of consolidated revenues by year-end 2018.  This would lead S&P
to revise its assessment of the oblast's debt burden to low from
very low.

S&P could take a positive rating action if management's stricter
cost-containment measures, together with greater financial
support from the federal government, allowed Irkutsk Oblast to
structurally improve its budgetary performance with constantly
positive operative margins and balances after capital accounts
below 5% of total revenues.  This would lead S&P to revise upward
its assessments of its budgetary performance and financial
management.

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the
methodology applicable.  At the onset of the committee, the chair
confirmed that the information provided to the Rating Committee
by the primary analyst had been distributed in a timely manner
and was sufficient for Committee members to make an informed
decision.

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.

The chair ensured every voting member was given the opportunity
to articulate his/her opinion.  The chair or designee reviewed
the draft report to ensure consistency with the Committee
decision. The views and the decision of the rating committee are
summarized in the above rationale and outlook.  The weighting of
all rating factors is described in the methodology used in this
rating action.

RATINGS LIST

                                     Rating
                                     To              From
Irkutsk Oblast
Issuer Credit Rating
  Foreign and Local Currency         BB/Stable/--    BB/Neg./--
  Russia National Scale              ruAA/--/--      ruAA/--/--


LEXGARANT INSURANCE: S&P Affirms 'B' IFS Rating, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term insurer financial
strength and counterparty credit ratings and 'ruA-' Russia
national scale rating on Russia-based Lexgarant Insurance Co.
The outlook is stable.

The rating affirmation balances the company's better-than-
expected financial results against S&P's concerns regarding the
sustainability of these improvements.  Lexgarant is a Russia-
based insurer with gross premiums written (GPW) of about Russian
ruble (RUB)540 million (US$8 million) in 2015, focused mainly on
aviation insurance (67.4% of GPW in 2015) and traveler's
insurance (23.6% of GPW).  In aviation insurance, the company is
focused on international business, with the bulk of GPW in 2015
coming from outside the Commonwealth of Independent States.

In 2015, exchange rate changes led to a significant growth in
premiums in ruble terms that triggered a dramatic fall in the
company's expense ratio.  Therefore, the combined ratio (the sum
of the loss ratio plus the expense ratio) improved to 77.2% in
2015, which is significantly lower than the five-year average of
149%.  The company benefited from the ruble depreciation because
it receives a substantial proportion of its premiums in foreign
currency, whereas the cost base is mostly denominated in rubles.
In S&P's base-case scenario, it anticipates that the company will
be able to manage its expense ratio (a key driver of the elevated
combined ratio in the past), and sustain a combined ratio of
about 90% in 2016-2017.  S&P assumes that Lexgarant will maintain
its current business volumes and does not post a significant
loss, especially from the aviation segment, where the loss level
is difficult to predict.

S&P continues to assess Lexgarant's business risk profile as
vulnerable.  The business risk profile is limited by high
insurance industry and country risk in Russia and the company's
less-than-adequate competitive position.  S&P assess Lexgarant's
financial risk profile as weak, driven by the company's small
absolute capital base (less than $15 million) and moderate risk
position, pressured by the concentrated investment portfolio and
potentially volatile foreign exchange exposure.

The composition of Lexgarant's investment portfolio includes
property (37%), current accounts that are mainly at one bank
(33.7%), and a loan provided to an insurance broker registered in
London (28.7%).  Consequently, the level of concentration is
high. There are some credit risks associated with investments in
the banking sector in Russia, which S&P assess to be in the 'BB'
category (nevertheless, this is the highest achievable quality in
the Russian banking sector, as the sovereign rating is 'BB+').
Credit risks are also related to credit exposure to broker
business.  The credit quality of this loan remains uncertain, in
S&P's view, and this exposure remains one of the key elements
that could drive down S&P's assessment of the risk position in
the future.

S&P also notes that, as the company develops its international
business, it is becoming more exposed to unmatched foreign
exchange risks on the balance sheet.  The open foreign exchange
position in material currencies (U.S. dollars in Lexgarant's
case) stood at about 10% of the company's total liabilities at
the end of 2015.  Should this position increase further, it might
lead S&P to revise its assessment of the company's financial risk
profile to reflect this increased risk.

On a positive note, S&P believes that the company's strategy has
become more consistent and predictable in the past two years.
However, S&P continues to assess management and governance as
weak, reflecting a very small management team, limited strategic
predictability, and unstable operational effectiveness.  An
improvement of this assessment would require a longer track
record of sustained operating performance and gradual strategy
implementation.

The stable outlook reflects S&P's view that Lexgarant will at
least sustain its current level of premiums from aviation and
other insurance segments in the next 12 months.  It also reflects
S&P's view that the company will preserve capital and earnings at
least at the lower adequate level, and will not substantially
increase its credit and market risk exposures.

S&P would consider taking a negative rating action if Lexgarant's
risk position worsened significantly.  This could be driven by
the unhedged open currency position sustainably exceeding 10% of
the company's total liabilities or the performance of its credit
exposures declining.

In addition, a negative rating action could follow a
deterioration of the company's business risk profile, especially
a decline in its market position in aviation insurance and
substantial deterioration of operating results.

A positive rating action would depend on a sustainable
stabilization of operating conditions in Russia, the company's
consistent strategy implementation, improvement in management and
governance, stable combined ratio dynamics, and maintenance of
the risk profile, especially foreign exchange risks, at least at
the current level.



===========
S E R B I A
===========


SERBIA: Fitch Hikes LT Currency Issuer Default Ratings to 'BB-'
----------------------------------------------------------------
Fitch Ratings has upgraded Serbia's Long-Term Foreign and Local
Currency Issuer Default Ratings (IDR) to 'BB-' from 'B+'. The
Outlooks are Stable. The issue ratings on Serbia's senior
unsecured Foreign- and Local-Currency bonds have also been
upgraded to 'BB-' from 'B+'. The Country Ceiling has been revised
up to 'BB-' from 'B+'. The Short-Term Foreign Currency IDR has
been affirmed at 'B'.

KEY RATING DRIVERS

The upgrade of Serbia's IDRs reflects the following key rating
drivers and their relative weights:

MEDIUM

Fiscal consolidation and moderate real GDP growth rates will
continue in the coming years, keeping the fiscal deficit at
around 3% of GDP from 2017 and putting the government debt to GDP
ratio on a downward path. The fiscal deficit narrowed to 3.8% of
GDP in 2015, a significant improvement on the 6.6% posted in
2014. This partly relied on one-off factors. However, the
underlying improvement in the deficit is estimated at around 2.5
percentage points. This came from reductions in pension payments
and salaries on the expenditure side (around 1.5 percentage
points), and higher economic growth on the revenue side (around 1
percentage point).

Fitch said, "Fiscal trends in the first few months of 2016 have
been positive, and we now expect a general government deficit
this year of 3.3% of GDP, compared with 4.0% previously. Fitch
expects the public debt/GDP ratio to peak at around 77% of GDP in
2016, before falling to 74% by 2018.

"The economy returned to growth in 2015, expanding by 0.7%.
Growth was driven by investment and net exports. In 1Q16 the
economy expanded by 3.5% year on year, the fastest rate since
2013. Although a higher base in 2H16 will prevent this rate of
expansion being sustained, we now expect full-year growth of 2.4%
in 2016, up from 1.7% previously. Growth will again be driven by
investment and net exports."

Serbia's external balances are continuing to improve. The current
account deficit narrowed to 4.8% of GDP in 2015, down from 11.6%
in 2012. The increase in export capacity -- driven primarily by
strong inflows of foreign direct investment (FDI) -- has been
particularly significant in this. Net FDI inflows comfortably
covered the current account deficit in 2015. The strength of net
FDI inflows points to improvements in the business environment.
Serbia moved up nine notches in the World Bank's 2016 Doing
Business Survey.

Serbia's 'BB-' IDRs also reflect the following key rating
drivers:

Serbia's 'BB-' Long-term IDRs are supported by income per head
above 'BB' median, superior human development, and the formal
opening of EU accession chapters. The banking sector is stable
and well capitalized. Governance is high and improving relative
to peers. Measures of political stability, government
effectiveness as well as regulatory quality have also improved.

The government's commitment to reform appears to be strong, with
the three-year IMF Stand-By Arrangement (IMF SBA) acting as a
powerful policy anchor. The first three reviews under the IMF SBA
signed in 2015 proceeded smoothly. However, some of the most
challenging IMF-mandated reforms, notably reform of SOEs, the
resolution of strategic public enterprises that have been
protected from creditors, and the "rightsizing" of the public
sector workforce, are still ahead. The political environment is
likely to remain fairly stable. The snap election held in May
2016 was comfortably won by the incumbent Serbian Progressive
Party, led by Prime Minister Aleksandar Vucic. Fitch expects the
next government's composition to be broadly similar to that of
its predecessor.

At 76.8% of GDP in 2015, Serbia's public debt level is well above
the 'BB' median (39.8% of GDP). 71.1% of public debt is
denominated in foreign currency, mostly euro, exposing the level
to currency risk. However, a low government interest-to-revenue
ratio, a large concessional component of debt and a broader and
less volatile revenue base compared with peers mitigates risks
associated with the high debt burden. Moreover, at $US12,150,
Serbia's gross national income per capita (in purchasing power
parity terms) is above the 'BB' median ($US10,892), indicating
greater debt tolerance. The ultra-loose monetary policy by the
European Central Bank provides an important anchor for yields on
Serbian public debt.

Net external debt rose to 28.8% of GDP in 2015, up from 25.2% in
the previous year and above the 'BB' median. However, Fitch
forecasts that net external debt will fall to 24.3% of GPD by
2018 as a result of lower current account deficits and continued
strong net FDI inflows.

SOVEREIGN RATING MODEL (SRM) and QUALITATIVE OVERLAY (QO)
Fitch's proprietary SRM assigns Serbia a score equivalent to a
rating of 'BB' on the Long-term FC IDR scale.

Fitch's sovereign rating committee adjusted the output from the
SRM to arrive at the final LT FC IDR by applying its QO, relative
to rated peers, as follows:
-- Macro: -1 notch, to reflect weak medium- and long-term growth
    potential relative to ratings peers.

Fitch said, "Our SRM is the agency's proprietary multiple
regression rating model that employs 18 variables based on three
year centred averages, including one year of forecasts, to
produce a score equivalent to a LT FC IDR. Fitch's QO is a
forward-looking qualitative framework designed to allow for
adjustment to the SRM output to assign the final rating,
reflecting factors within our criteria that are not fully
quantifiable and/or not fully reflected in the SRM."

RATING SENSITIVITIES

The Stable Outlook reflects Fitch's assessment that upside and
downside risks to the rating are currently balanced. The main
factors that could, individually or collectively, lead to
positive rating action are:

-- A rise in Serbia's medium-term growth prospects as a result
    of structural reforms.

-- A material reduction in the general government debt/GDP
    ratio.

-- A further narrowing of the current account deficit and/or
    higher net FDI inflows, leading to a reduction in net
    external debt.

The main risk factors that could, individually or collectively,
trigger negative rating action are:

-- A reversal of fiscal consolidation, or the materialization of
    large contingent liabilities on the government's balance
    sheet, that puts the debt/GDP ratio on an upward path.

-- A recurrence of exchange rate pressures leading to a fall in
    reserves and a sharp rise in debt levels and the interest
    burden.

KEY ASSUMPTIONS

Fitch assumes that the government will maintain its proposed
reform and fiscal consolidation agenda, in line with the IMF
agreement.



===========
T U R K E Y
===========


FINANSBANK AS: Moody's Raises Ratings to Ba1, Outlook Stable
------------------------------------------------------------
Moody's Investors Service upgraded the long-term bank deposit and
senior unsecured ratings of Finansbank AS to Ba1 from Ba2 and the
baseline credit assessment (BCA) to ba3 from b1.  The bank's
adjusted BCA, incorporating affiliate support, was also upgraded
to ba1 from b1.  The long term ratings were assigned a stable
outlook.  The bank's short-term ratings were confirmed at
non-prime.

At the same time, the bank's counterparty risk assessment (CRA)
was upgraded to Baa3(cr)/P-3(cr) from Ba2(cr)/NP(cr).

The rating action follows the legal completion of the acquisition
of Finansbank's 99.8% stake by Qatar National Bank (QNB)
(deposits Aa3 negative, BCA baa1) from National Bank of Greece
S.A. (NBG) (deposits Caa3 stable; BCA caa3).

This action concludes the rating review initiated on Jan. 25,
2016.

                        RATINGS RATIONALE

The upgrade of the long-term rating was due to a combination of
1) the upgrade in the bank's BCA which is no longer constrained
by the bank's association with the previous parent -- NBG; and 2)
incorporation of affiliate support assumptions from the new
parent QNB leading to a two notch uplift on Finansbank's adjusted
BCA. This leads to an upgrade in the adjusted BCA to ba1 from b1.

The upgrade of the bank's BCA to ba3 from b1 is driven by the
assessment of Finansbank's own financial fundamentals and credit
profile, which is no longer exposed to a contagion risk which was
stemming from its association with the lowly rated NBG, as in
Moody's opinion the creditworthiness of the parent and the
subsidiary cannot be fully delinked.

With total assets of USD32billion as at Q1 2016, Finansbank is an
established second-tier bank in Turkey with financial
fundamentals comparable to its ba3 rated peers.  With Tier 1
ratio of 12% as at Q1 2016, the bank's capitalization compares
favorably with its peer group.  At the same time the bank's non-
performing loans (6.4% as at Q1 2016) are likely to remain higher
than its peers, due to its exposure to unsecured consumer
lending, with a conservative coverage by provisions.

The bank's profitability has been under pressure in recent years
and with Net Income to Tangible assets ratio at 0.8% as at Q1
2016, which does not compare as favorably to its local peers.
The bank's dependence on wholesale funding markets remains high,
reflected in a loan-to-deposit ratio at 127%, although in line
with the system average.  Moody's notes that a large portion of
its wholesale funding is short-term (c. 60% up to one year),
however the bank maintains a sizeable portion of liquid assets to
mitigate this refinancing risk.

Overall the bank's BCA of ba3 reflects the bank's financial
profile and expected trends in the context of the challenging
Turkish operating environment that has been facing deteriorating
trends in asset quality and profitability.

In addition, the long-term debt and deposit ratings at Ba1, the
same level as the bank's adjusted BCA, incorporate a two-notch
support uplift from QNB, which is driven by Moody's assessment of
high probability of affiliate support.  This is based on Moody's
view that the Turkish subsidiary will remain a strategic priority
for the new parent, which has already been evidenced by the
provision of USD910 million subordinated debt from QNB.

The stable outlook on the long-term ratings is mainly driven by
the fact that the bank's long-term ratings are resilient to a
change in the parent's BCA.

Moody's assigns a moderate probability of governmental support to
the bank, in case of need, which does not result in additional
notching uplift of its BCA.

WHAT COULD MOVE THE RATINGS UP/DOWN

Given the current stable outlook a change in the bank's ratings
are unlikely in the near future.  However, the supported ratings
remain sensitive to a multi-notch movement in the parent's BCA or
to the Turkish country ceilings.

The bank's BCA could come under pressure in case of further
weakening of profitability and erosion of capitalization, as well
as a deterioration in asset quality above historic trends.

The bank's BCA could be upgraded in case its asset quality and
profitability trends improve and converge with higher rated
peers, as well as lengthening of its wholesale funding profile.

LIST OF AFFECTED RATINGS

Issuer: Finansbank AS

Upgrades:

  Adjusted Baseline Credit Assessment, upgraded to ba1 from b1
  Baseline Credit Assessment, upgraded to ba3 from b1
  Short-term Counterparty Risk Assessment, upgraded to P-3(cr)
   from NP(cr)
  Long-term Counterparty Risk Assessment, upgraded to Baa3(cr)
   from Ba2(cr)
  Senior Unsecured Medium-Term Note Program, upgraded to (P)Ba1
   from (P)Ba2
  Senior Unsecured Regular Bond/Debenture, upgraded to Ba1 Stable
   from Ba2 Rating under Review
  Long-term Deposit Ratings , upgraded to Ba1 Stable from Ba2
   Rating under Review

Confirmations:

  Short-term Deposit Ratings, confirmed at NP
  Other Short Term, confirmed at (P)NP

Outlook Actions:

  Outlook changed to Stable from Rating under Review

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
published in January 2016.



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


MYKHAILIVSKY: Deposit Fund Prolongs Temporary Administration
------------------------------------------------------------
Interfax-Ukraine reports that the Individual Deposit Guarantee
Fund has prolonged temporary administration at Mykhailivsky bank.

According to Interfax-Ukraine, the fund said on its Web site that
the term of temporary administration at Mykhailivsky was extended
until July 22.

The National Bank of Ukraine placed Mykhailivsky to the list of
insolvent banks on May 23, 2015 due to risky transactions,
Interfax-Ukraine relates.

The central bank also accused the bank of perpetrating a fraud on
May 20, Interfax-Ukraine discloses.  The burden on the Individual
Deposit Guarantee Fund increased from UAH1.6 billion to UAH2.6
billion, Interfax-Ukraine states.

Mykhailivsky is based in Kyiv.


SMARTBANK: Deposit Fund Extends Temporary Administration
--------------------------------------------------------
Interfax-Ukraine reports that the Individual Deposit Guarantee
Fund has prolonged temporary administration at Smartbank.

According to Interfax-Ukraine, the fund said on its Web site that
the term of temporary administration at Smartbank was extended
until July 24.

The fund introduced temporary administration to insolvent
Smartbank on May 25 in connection to non-transparency of
ownership structure, Interfax-Ukraine recounts.

Kyiv-based Smartbank was registered in 2010.



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


ALU HOLDCO 1: Moody's Hikes Corporate Family Rating to B1
---------------------------------------------------------
Moody's Investors Service upgraded to B1 from B2 the Corporate
Family Rating (CFR) and to B1-PD from B2-PD the Probability of
Default Rating (PDR) of Alu Holdco 1 Limited ('Corialis', or the
'company'). Concurrently, Moody's has upgraded to Ba3 from B1 the
instrument ratings of the company's EUR25 million Revolving
Credit Facility, the EUR35 million Capital Expenditure Facility,
both due 2020, as well as the EUR318 million First-Lien Facility,
due 2021, and to B3 from Caa1 the instrument rating of the EUR105
million Second-Lien Facility, due 2022. All aforementioned
Facilities are issued by Alu Holdco 2 Limited, a wholly owned
subsidiary of Alu Holdco 1 Limited. The outlook on all ratings is
stable.

RATINGS RATIONALE

"The upgrade to B1 has been triggered by the company's strong
current trading and our expectation that the company's completion
of its vertical integration project in the UK will drive further
de-leveraging with Moody's adjusted gross leverage sustainably
below 5.0x by year-end 2016", says Pieter Rommens, Moody's lead
analyst for Corialis.

Corialis' B1 Corporate Family Rating (CFR) reflects the
company's: (1) strong market position as one of the leading
aluminium profile system manufacturers in Europe, with
geographically diversified operations and a well-established
brand; (2) exposure to the more stable affluent end-customer and
renovation, which partly offsets its reliance on new build
markets; (3) proven track-record of stable results throughout the
recent construction cycle; (4) high barriers to entry from
vertically integrated production strategy and loyal customer base
(5) reasonable cash flow generation, interest cover and liquidity
profile.

However, the rating is constrained by (1) the company's exposure
to the inherently cyclical building industry and to specific
markets with weak, albeit improving, short-term growth
expectations such as France; (2) high financial leverage with
Moody's adjusted leverage of around 5.0x as at LTM March 2016,
although near-term deleveraging prospects supported by
operational leverage from the finalization of the company's
vertical integration project in the UK; (3) strong competitive
environment with top 4 players consolidating the European market
and (4) exposure to volatility of aluminium prices and to a -
lesser extent -- fluctuations in foreign exchange rates (GBP).

Moody's views Corialis' near-term liquidity position as good. The
company's cash balance at the end of March 2016 is EUR33 million,
with additional liquidity for working capital and acquisitions
stemming from a EUR25 million RCF and EUR35 million capex
facility, which are both undrawn. The company expects to finance
its EUR16.7 million capex for FY2016 mostly from operational cash
flow. The First- and Second-Lien Facilities benefit from one
leverage maintenance covenant set with 35% headroom and a
springing net leverage financial maintenance covenant test on the
RCF that will be triggered when more than 40% of the RCF is
drawn.

Rating Outlook

Moody's says, "The stable outlook reflects our view that the
company's operating performance will benefit from the continued
volume growth and economies of scale on the back of its vertical
integrated production strategy, and will continue to show strong
operating margins and cash flow performance, with some modest
deleveraging expectations. The stable outlook also reflects no
material debt funded acquisitions or shareholder friendly
actions."

What Could Change the Rating - Up

Upward pressure on the rating could develop if Debt/EBITDA
sustainably falls below 4.0x, FCF/Debt increases to high single
digits and the company maintains a good liquidity profile.

What Could Change the Rating - Down

Downward pressure on the rating could develop if Corialis'
liquidity position deteriorates, Debt/EBITDA exceeds 5.5x, or
free cash flow moves towards zero.


BHS GROUP: Goldman Gave Advice to Green on Pension Measures
-----------------------------------------------------------
Mark Vandevelde at The Financial Times report that eighteen
months before the collapse of BHS scythed through the retirement
incomes of thousands of former shop workers, Goldman Sachs
advised Sir Philip Green against supporting measures intended to
make their pensions safer.

The revelation, contained in correspondence released on June 17
by a parliamentary committee investigating the retailer's
collapse, will raise new questions over the advice Goldman gave
Sir Philip about the sinking BHS chain, the FT relates.

BHS leaves behind a pension deficit of GBP571 million, which is
now being absorbed by an official rescue fund, the FT discloses.
Former workers will see their retirement incomes fall by 10% or
more, the FT says.

Trustees of the BHS pension scheme were told in 2014 that Sir
Philip's Arcadia retail empire would no longer stand behind the
lossmaking store, the FT relays.  Soon afterwards they began
selling risky assets, such as equities and property, in an
attempt to prevent a further deterioration in the scheme's
finances, the FT recounts.

However, when the trustees asked Sir Philip to contribute to the
cost of the hedging strategy, the retail tycoon refused, citing
advice from Goldman Sachs partner Stuart Cash, the FT notes.

The trustees went ahead with the de-risking plan, which meant
surrendering the chance of higher returns that could have helped
close the pension deficit, but reducing the risk of a
catastrophic loss, the FT recounts.

Goldman, as cited by the FT, said it was not engaged to advise on
BHS pensions, and that any comments its bankers provided "on a
particular de-risking strategy were ultimately ignored.  Our role
was therefore entirely irrelevant to the outcome," the FT quotes
Goldman as saying.

The documents released by parliament also record that Sir Philip
abandoned a rescue package for BHS pensioners because he
considered it "too expensive", the FT discloses.

BHS Group is a department store chain.  The company employs
10,000 people and has 164 shops.


CONSOLIDATED MINERALS: Moody's Lowers CFR to Ca, Outlook Negative
-----------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating and the probability of default rating of Consolidated
Minerals Limited (ConsMin) to Ca and Ca-PD/LD from Caa1 and Caa1-
PD, respectively.  At the same time, Moody's has downgraded the
rating on the $400 million senior secured notes issued by ConsMin
due in 2020 to Ca from Caa1.  The outlook on all ratings is
negative.

This downgrade follows a renegotiation of payment terms with
bondholders effective June 14, 2016, which constitutes a
distressed debt exchange and a default event under Moody's
definition.

"We are downgrading ConsMin's ratings on its senior secured notes
as the company's rearrangement of payment terms with its
bondholders is considered a distressed exchange.  There will be a
diminished financial obligation to bondholders when compared to
the original payment promise for the notes which constitutes a
default under our definition," says Douglas Rowlings, a Moody's
Assistant Vice President and Analyst.

"Moreover, the downgrade of ConsMin's corporate family rating to
Ca factors in uncertainty over the evolution of the manganese
price and our linked concern that the company could face
pressures again beyond 2018 in meeting its payment obligations to
noteholders," adds Mr. Rowlings.

This rating action concludes the review for downgrade initiated
by Moody's on May 16, 2016, to consider the company's
announcement on May 16, 2016, that it would not be paying its
coupon payment due on May 15, 2016.  ConsMin had instead elected
to utilize the coupon grace period to further discussions with
its noteholders regarding liquidity challenges arising from
depressed manganese ore prices.

                        RATINGS RATIONALE

The rating action follows ConsMin's announcement on June 15,
2016, that it has reached an agreement on coupon payments due in
2016 and 2017 with an ad-hoc committee made up of 83% of
noteholders. The agreement was reached with noteholders on June
14, 2016, prior to expiration of the 30 day grace period to cure
the coupon payment due May 15, 2016.

The agreement allows ConsMin to settle the original 8% annual
coupon payment paid on May 15, and Nov. 15, with 8% payment in
kind (PIK) and 2% in cash in 2016 and 7% PIK and 3% cash in 2017.
The company will then resume payment of the original 8% annual
coupon payment in 2018.

PIK interest will be added to the original principal amount due
May 15, 2020, upon which interest payments are calculated.
ConsMin also has the option of resuming full payment of the
original 8% annual coupon payment in 2017 thereby reducing its
interest expense by 2%.

The agreement concluded constitutes a distressed debt exchange,
which is a default event under Moody's definition.  This is
expressed by appending the indicator "/LD" to the Ca-PD,
signaling a default on a limited set of debt obligations, in this
case the notes.  The designation indicating limited default will
be removed after three business days.  The exchange has the
effect of allowing ConsMin to avoid a default on coupon payments
over the next 24 months.

Moody's recognizes that the completion of the exchange offer will
substantially reduce ConsMin's liquidity pressures over the next
24 months.  However, debt/EBITDA will still remain materially
high at around 15.4x by the end of 2017 and EBIT/interest at
around 0.3x.  These metrics create uncertainty over the company's
ability to meet principal repayments, pay accrued interest on the
notes due May 15, 2020, and resume regular coupon payments
starting in 2018 and calculated on an increased principal amount.

ConsMin's ability to keep up with these payments relies on a rise
in the price of manganese.  However, an upward move in manganese
prices is not certain and even if prices go up, they are unlikely
to revert to 2014 levels, at which ConMin's current capital
structure can be more comfortably sustained in Moody's view.

At the same time, sufficient cash flow generation to levels that
can meet the ongoing debt obligations of ConsMin is predicated on
a ramp up of production.  This will require production at
ConMin's Nsuta mine in Ghana increasing to 2.4 million dry metric
tonnes per annum by 2020 or a restart of the Woodie Woodie mine
in Australia, which the rating agency calculates will only occur
if there is a sustained improvement in manganese prices back to
2014 average levels.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook incorporates the weakness in the manganese
ore markets and expected continued volatility and pressure to the
downside as well as the poor fundamentals in the Chinese steel
industry, the primary market for ConsMin's manganese ore.

The outlook also reflects the need to revisit the debt capital
structure absent a substantial improvement in operating
performance, which significantly improves debt/EBIDTA levels and
EBIT/interest expense.

WHAT COULD CHANGE THE RATING UP/DOWN

Should the company be able to achieve and sustain leverage, as
measured by the debt/EBITDA ratio, at no more than 7.5x, (CFO-
dividends)/debt of at least 5% and EBIT/interest of at least 1x,
an upgrade could be considered.

The rating could be downgraded if the company's performance does
not show an improving trend or its liquidity contract.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.

The Local Market analyst for this rating is Douglas Rowlings,
971-4-237-9543.

ConsMin, headquartered in Jersey in the Channel Islands, is a
leading producer of manganese ore.  Mining operations are carried
out currently from ConsMin's Ghanian mine (Nsuta mine).

ConsMin was formed through the acquisition of Consolidated
Minerals Pty Limited in 2007-08 for a total consideration of
$1.1 billion and subsequently combined with Ghana International
Manganese Corporation.

ConsMin is ultimately wholly owned by Mr. Gennady Bogolyubov, a
Ukrainian citizen.  For the twelve months ended March 31, 2016,
ConsMin reported sales of $196 million, with a Moody's-adjusted
EBITDA of $15.8 million.


ENTERPRISE ENGINEERING: Wood Group Acquires Assets
--------------------------------------------------
Gareth MacKie at The Scotsman reports that Wood Group has snapped
up the trade and assets of Enterprise Engineering Services, which
fell into administration last month.

According to The Scotsman, Wood said the deal for the fabrication
business of EESL would expand its range of capabilities as it
seeks to drive down costs in the North Sea.

EESL called in administrators from KPMG last month, triggering
about 100 job losses, The Scotsman relates.  The firm had been
trading for 50 years and worked with a large number of oil and
gas and utility clients, but suffered a fall in orders amid the
sustained drop in crude oil prices, The Scotsman discloses.

The remaining ten employees will be kept on at EESL's 4,000
square foot Craigshaw Road fabrication facility in Aberdeen when
they transfer over to Wood Group, The Scotsman notes.

Enterprise Engineering Services is based in Aberdeen.


EXTERION MEDIA: Moody's Assigns B1 CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service has assigned a B1 corporate family
rating and a B2-PD probability of default rating (PDR) to
Doubleplay I Ltd ("Exterion Media").  Concurrently, Moody's has
assigned provisional instrument ratings of (P)B1(LGD3) to the
proposed senior secured GBP180 million Term Loan B (TLB) due June
2022 and GBP40 million revolving credit facility (RCF) due June
2021 -- both of which will be borrowed by Exterion Media Holdings
Limited.  The outlook on the ratings is stable.

The proceeds from the new bank facilities, along with GBP50
million of available cash will be used by the company to
refinance around GBP54 million of outstanding debt, upstream
GBP171 million to repay the existing shareholder loan and a
dividend to shareholders Platinum Equity and pay the associated
transaction costs.

The (P)B1 ratings assigned to the senior secured term loan and
RCF are provisional pending a conclusive review of final
documentation.  Moody's assigned the rating based on the
expectations that the transaction will close as described above
and that the final facilities agreement will not be materially
different to the draft reviewed by Moody's.  Following closing of
the transaction, Moody's will endeavor to assign a definitive
rating to the facilities.  Moody's notes that a definitive rating
may differ from a provisional rating.

                        RATINGS RATIONALE

Exterion's B1 CFR reflects the company's (1) relatively small
size in a market in which large peers compete for the same media
contracts from local authorities, (2) exposure to the cyclical
advertising industry, (3) high concentration in the UK and in
London in particular; (4) a relatively high degree of contract
concentration, and (5) high capex needs over the coming years
stemming for the need to update a number of sites and faces.

The B1 CFR also reflects Exterion's (1) strong market position in
its key markets, specifically in the UK transport advertising
segment but also in the French billboard and Dutch street
furniture markets; (2) the long-standing relationships and long-
term contracts the company maintains with its landlords and
supply partners as evidenced by the high renewal rates Exterion
has been able to achieve; (3) moderate leverage of around 4.0x
and good free cash flow generation with FCF/Debt around 8 % at
closing of the refinancing; and (4) its good liquidity profile.

Exterion Media is an out-of-home (OOH) advertising company with
operations in the UK (59% of 2015 revenue), France (25%), the
Netherlands (9%), Ireland (3%) and Spain (4%).  The company
operates a portfolio of over 425,000 faces consisting of
billboards and displays on buses, the London Underground,
national railways, transit shelters and shopping malls.  The
asset mix consists of approximately 61% transit, 27% billboard,
9% street furniture and 3% retail malls by contribution to 2015
revenue.

Exterion enters into contracts with landlords (site owners)
giving it the right to display ads on the relevant properties.
The company then sells the ad space to media agencies or to
advertisers directly.  The company has a strong market share in
the countries in which it operates with a number 2 or 1 position
in various subsegments of the local OOH market.

Revenue is concentrated in the UK (and in London in particular).
Regulatory changes in the OOH market are usually local and any
change in the regulation on London's outdoor advertising could
have a material effect on Exterion's revenues.  The rating also
recognizes the large proportion of EBITDA generated by the London
Underground contract, which was recently renewed for 8.5 years
starting Oct. 1, 2016, and notes that any material disruption to
the services would have a pronounced effect on Exterion, at least
in the short term.

The OOH industry is at least as volatile as the cyclical
advertising industry.  Over the last decade, OOH has roughly
maintained its overall share of advertising spend in Europe
(although some country specific differences exist) as the decline
in traditional OOH (static) has been mitigated by a strong
increase in digital OOH (digital screens and projectors).  One of
the main drivers of Exterion's growth in the coming years relies
on upgrading some of its display portfolio from traditional to
digital displays.

Following the proposed dividend recap, Exterion's leverage -- as
adjusted by Moody's -- is expected to increase to around 4.0x at
the end of 2016.  The current rating assumes that leverage will
reduce to around 3.8x by 2017 as the company benefits from the
expected growth in digital OOH and also from further cost saving
initiatives.

Moody's calculation of Exterion's leverage includes Moody's
standard adjustment for operating lease based on the lease
expense and the non-cancellable future commitments reported in
the audited annual reports.  The amount reported under operating
leases in Exterion's annual reports does not include the
company's future commitments for minimum guarantees (which are
due on some of Exterion's multi-year contracts) or the fixed
franchise payments to lease the outdoor furniture or billboards.
Were these disclosed, Moody's would capitalize them in the same
way as operating leases which would materially reduce Exterion's
deleveraging profile.  Moody's takes into account this potential
additional debt load on a qualitative basis, into its ratio
guidance for the current rating.

Exterion has a good liquidity profile supported by good free cash
flow generation and the company's GBP40 million RCF.  The terms
of the new TLB contain no scheduled amortization but there is a
cash flow sweep based on 50% of the Excess Cash Flow as defined
in the facilities agreement.  The facilities are expected to
require the company to abide by one net debt to EBITDA
maintenance covenant to be tested quarterly and set at 5.5x (38%
headroom vs. opening net leverage) and ratcheting down after
September 2017.

The (P)B1 rating on the TLB and the RCF reflect their senior
ranking position in the company's capital structure as well as
their security on material assets and shares.  The facilities
will be guaranteed by a group of subsidiaries representing no
less than 80% of the borrowing group's EBITDA and assets.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects the company's good market position in
countries where OOH advertising is expected to remain relevant
and grow in line with GDP.  The outlook also reflects the good
free cash flow generation and Moody's expectations that the
company will maintain a prudent financial policy with regards to
potential future M&A activity.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on the rating would develop should the company's
leverage decrease to below 3.0x on a sustainable basis and
FCF/Debt remains above 10%.

Downward pressure on the rating would develop should the
company's leverage remain materially above 4.0x on a sustainable
basis or should the company's cash flow generation ability reduce
as a result of negative performance such that FCF/Debt decrease
to below 5%.

The principal methodology used in these ratings was Global
Broadcast and Advertising Related Industries published in May
2012.

Based in the UK, Exterion Media is an out-of-home (OOH)
advertising company operating in five countries in Western
Europe. The company operates a portfolio of over 425,000 faces
consisting of billboards and displays on buses, the London
Underground, national railways, transit shelters and shopping
malls.  In the year ending December 2015 the company reported
revenue of GBP364 million and EBITDA (excluding restructuring
costs and exceptional items) of GBP48 million.


EXTERION MEDIA: S&P Assigns Preliminary 'B' CCR, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' long-term
corporate credit rating to Doubleplay I Ltd., holding company for
U.K.-based out-of-home (OOH) advertising group Exterion Media.
The outlook is stable.

At the same time, S&P assigned a preliminary 'B' issue rating to
the group's proposed GBP180 million six-year term loan B and the
GBP40 million multicurrency, five-year revolving credit facility
(RCF) to be raised at Exterion Media Holdings Ltd.  The recovery
rating on the proposed debt is '3', indicating S&P's expectation
of meaningful recovery prospects in the higher half of the 50%-
70% range.

The final rating will depend on the completion of the financing
and on S&P's receipt and satisfactory review of all final
transaction documentation for the proposed bank facilities.
Accordingly, the preliminary rating should not be construed as
evidence of a final rating.  If S&P Global Ratings does not
receive final documentation within a reasonable time frame, or if
the final documentation departs from materials reviewed, it
reserves the right to withdraw or revise the rating.  Potential
changes include, but are not limited to: maturity, size, and
conditions of the facilities; financial and other covenants; and
security and ranking of the bank facilities.

The preliminary 'B' corporate credit rating on Doubleplay I
reflects S&P's view of Exterion Media's weak business risk
profile and highly leveraged financial risk profile.

S&P views the following factors as limiting Exterion Media's
business risk profile: relatively modest scale of operations
compared to other peers in the OOH advertising segment; growing
but limited business and international diversification; and
profitability below that of comparable media peers.  S&P's
assessment also incorporates Exterion Media's inherent exposure
to advertising cycles, which tend to exaggerate GDP swings, and
its concentration in low-margin out-of-home advertising segments
(billboards and transit).

On the positive side, S&P acknowledges the group's strong
positions in the U.K. market, which have been significantly
reinforced by the recent successful renewal of the London
Underground contract.  In addition, Exterion Media benefits from
strong positions in niche segments internationally, in particular
in Ireland and The Netherlands.  Exterion Media also benefits
from a high renewal rate of contracts with public and private
landlords.  S&P also views the company as well placed to benefit
from digitalization, which provides it with a platform for future
growth.

S&P's assessment of Exterion Media's financial risk profile
reflects S&P's view of the group's highly leveraged capital
structure and its ownership by a financial sponsor.

Under S&P's base-case operating scenario, it forecasts that
Doubleplay I Ltd.'s adjusted debt to EBITDA will be above 5x over
the next two years.  This leverage calculation includes the
financing mechanism for the prefunding of capex for the London
Underground contract, which S&P includes as part of its debt
adjustments for an expected amount of GBP83 million at the time
of the transaction.

In addition, S&P forecasts that the group will maintain an
adequate liquidity position at all times.  This reflects Exterion
Media's lack of material debt amortization requirements and S&P's
forecast of limited, but positive free cash flow generation,
thanks to moderate and adjustable capital expenditure (capex).

The stable outlook on Exterion Media reflects S&P's view that the
group will continue to post moderate revenue and EBITDA growth
over the next few years, with modest improvement in credit
metrics.  S&P anticipates that the group's credit metrics will
improve slightly in 2017, but remain highly leveraged, alongside
adequate liquidity.  S&P's base-case scenario assumes that EBITDA
cash interest coverage will comfortably remain above 2x, and that
the company will continue to generate limited, but positive free
cash flow.

S&P could lower the ratings if Exterion Media does not grow its
revenue and profits, or if it increases its capex or working
capital investment, leading to weakening free cash flow or
liquidity.  More direct and persistent competition from larger
players in the OOH advertising market could also cause S&P to
revise down its assessment of the group's business risk profile,
potentially leading to a downgrade.  Likewise, S&P could take a
negative rating action if financial policy were to turn more
aggressive, leading to weaker credit metrics than anticipated in
S&P's base case.

S&P considers an upgrade unlikely in the near term.  Any rating
upside would depend on the group's ability to sustainably
deleverage to adjusted debt to EBITDA of less than 5x and to
commit to a more-conservative financial policy.


INOVYN LTD: S&P Assigns 'B' Long-Term CCR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term corporate credit
rating to U.K.-headquartered INOVYN Ltd., a manufacturer of
polyvinyl chloride (PVC) and other chlorine derivatives.  The
outlook is stable.

At the same time, S&P assigned its 'B' issue rating to INOVYN's
proposed EUR240 million term loan A, EUR535 million term loan B,
and EUR300 million senior secured bond.  The recovery rating on
these facilities is '3', indicating S&P's expectation of recovery
prospects for creditors in the higher half of the 50%-70% range
in the event of payment default.

These ratings are in line with the preliminary ratings S&P
assigned on April 22, 2016.

S&P's rating action reflects its view of INVOYN's successful
issuance of about EUR1 billion of secured debt, which was in line
with the preliminary terms the company presented to S&P.  The
debt was raised to refinance EUR785 million of debt at its
operating subsidiary Kerling, and to settle a EUR335 million
payment to Solvay related to an early exit from the joint
venture.  S&P understands that the European Commission provided
all necessary approvals for the exit, and anticipate that Ineos
will become 100% shareholder of INOVYN imminently.

S&P continues to anticipate INOVYN's EBITDA (after restructuring
costs) will average about EUR430 million-EUR440 million in 2016;
and EUR390 million-EUR410 million in 2017 -- factoring in
favorable costs of feedstock and operational efficiencies.  Based
on this EBTIDA, S&P expects INOVYN will post adjusted debt to
EBITDA of about 4.0x-4.2x in 2016 and 2017 and generate strong
positive free operating cash flow (FOCF).

INOVYN has permanently closed its PVC capacities at Schkopau.
S&P views this as a positive move because it could imply stronger
pricing discipline and an improvement in the supply/demand
balance in the hitherto overcrowded industry.  However, S&P
continues to anticipate volatility in INOVYN's profitability and
cash flows because of the overcapacity in the PVC industry and
the company's exposure to highly cyclical end-markets.  S&P views
this as an important credit risk.

The stable outlook reflects S&P's view that INOVYN's adjusted
gross debt to EBITDA will likely be 4.0x-4.5x over 2016-2017.
S&P anticipates that the timely realization of synergies will
support the resilience of INOVYN's profitability and lead to
sustainable EBITDA margins (after restructuring charges) of at
least 14%.  S&P considers an adjusted gross debt-to-EBITDA ratio
of 3x-5x as commensurate with a 'B' rating, depending on S&P's
view of prevailing industry cycles.

S&P could lower the ratings if INOVYN's leverage increased above
5x.  This could occur, for example, if PVC demand dropped and
prices tightened the company's margins or if its capex or
dividends were higher than S&P anticipates.

The rating is constrained by S&P's view of the volatility of the
PVC industry and INOVYN's relatively high adjusted leverage.
However, an upgrade could become more likely if INOVYN reported
adjusted gross leverage of 2x-4x at the bottom of the cycle and
if it put in place a financial policy that supported a higher
rating.


KERLING: S&P Raises CCR to 'B' Then Withdraws Rating
----------------------------------------------------
S&P Global Ratings raised to 'B' from 'B-' its long-term
corporate credit rating on U.K.-headquartered polyvinyl chloride
(PVC) and caustic soda producer Kerling.

S&P then withdrew the corporate credit rating at the issuer's
request.  The outlook at the time of withdrawal was stable.  S&P
also withdrew its issue rating of 'B-' and recovery rating of '4'
on Kerling's EUR785 million 10.625% senior secured notes.

At the time of withdrawal, the upgrade equalized the rating on
Kerling with that on its parent company INOVYN, reflecting S&P's
view that Kerling's assets form an integral part of INOVYN.  As a
result, S&P's assessment of Kerling's stand-alone credit profile,
liquidity, and capital structure were also equalized with those
of INOVYN.

S&P withdrew the ratings on Kerling at the issuer's request
following the repayment of its outstanding senior secured notes
of EUR785 million.


MINT PLC 2015: DBRS Confirms BB(high) Rating on Cl. EUR-E Debt
--------------------------------------------------------------
DBRS Ratings Limited confirmed the ratings of the Commercial Real
Estate Loan Backed Floating Rate Notes (the Notes) due February
2025 issued by Mint 2015 Plc as follows:

-- Class GBP-A rated AAA (sf)
-- Class GBP-B rated AA (low) (sf)
-- Class GBP-C rated A (low) (sf)
-- Class GBP-D rated BBB (low) (sf)
-- Class GBP-E rated BB (low) (sf)
-- Class GBP-F rated B (high) (sf)
-- Class EUR-A rated AAA (sf)
-- Class EUR-B rated AA (high) (sf)
-- Class EUR-C rated A (low) (sf)
-- Class EUR-D rated BBB (low) (sf)
-- Class EUR-E rated BB (high) (sf)

The trends are Stable.

The rating confirmations reflect the stable performance of the
transaction since issuance. The collateral comprises two
interest-only loans denominated in GBP Sterling and in euros with
current balances of GBP251.1 million and EUR131.0 million
respectively. The GBP loan is secured by two hotels in London,
namely DoubleTree by Hilton -- Tower of London and Westminster
and the Euro loan is secured by one hotel in Amsterdam, namely
DoubleTree by Hilton -- Amsterdam Centraal Station.

All three hotels have been performing within DBRS's expectations
since issuance. As of May 2016, the aggregate trailing 12-month
Net Operating Income (NOI) of the London hotels was reported to
be GBP26.5 million, of which more than half is from the Tower of
London hotel. Together, this represents a slight 0.5% increase in
NOI since issuance. The highest growth in NOI has been observed
in the Amsterdam hotel, which increased 16.0% since issuance. The
reported NOI increased from EUR16.8 million at cut-off to
EUR19.4 million as of the tailing 12-month period ending May
2016. Consequently, the reported Interest Covering Ratio (ICR)
has improved to 2.05x.

Pursuant the Senior Facility Agreement, a valuation of the
portfolio has been commissioned in March 2016. According to the
latest surveyor's report, the market values of the three hotels
with management contract have increased by 6.4% to GBP475.1
million for London hotels and by 26.1% to EUR293.7 million for
Amsterdam hotel. As a result, the reported Loan-To-Value (LTV)
ratio for the portfolio has gone down to 48.4%.

The sponsor of the securitization, Blackstone Group L.P., has
laid out its business plan at issuance, which is to drive average
daily rates while maintaining occupancy and to increase food and
beverage revenues at the properties. The exit strategy for the
portfolio is to sell the hotels independently of each other over
the term of the loan. The sale of each of the remaining
properties is subject to a 115% release premium.

DBRS continues to monitor this transaction on a quarterly basis.


TATA STEEL UK: Explores Break-Up of British Factories
-----------------------------------------------------
Michael Pooler, Peter Campbell and Jim Pickard at The Financial
Times report that the fate of Tata's troubled UK steel empire is
clouded in confusion after it emerged that the company is
exploring a break-up of its collection of British factories.

Britain's biggest steelmaker was put up for sale by its Indian
owner in March following years of losses, the FT recounts.
Despite its initial haste to offload a business that at one point
was losing GBP1 million a day, Tata has pushed back a final
decision on the future of the operations to next month and
delayed announcing a shortlist of bidders, the FT relays.

That apparent change of heart came after intervention by the
government to persuade Tata -- which has written down the value
of its UK steel operation to "almost zero" -- to keep the plants
open, the FT notes.

According to the FT, several people involved said with offers
tabled by seven potential buyers last month still under
evaluation, Tata is now open to selling off some assets
separately.

"The process is in disarray," the FT quotes one person close to a
bidder as saying.

While it has publicly not set a timeframe, Tata had wanted to
choose a preferred bidder by June 24, the day after the EU
referendum, the FT states.  According to the FT, several people
briefed on the situation said the company's board is still
debating its options.

Tata Steel publicly insists its priority is a sale and says it is
seeking clarifications and further information from bidders over
their plans to ensure the sustainability of the business, the FT
discloses.

Tata Steel is the UK's biggest steel company.


THRONES PLC 2015-1: Fitch Affirms BB-sf Rating on Class E Debt
--------------------------------------------------------------
Fitch Ratings has affirmed Thrones 2015-1 plc and removed them
from Rating Watch Positive (RWP) as follows:

Class A (ISIN XS1270541342): 'AAAsf', Outlook Stable
Class B (ISIN XS1270543397): 'AAsf', off RWP, Outlook Stable
Class C (ISIN XS1270545764): 'Asf', off RWP, Outlook Stable
Class D (ISIN XS1270549675): 'BBBsf', off RWP, Outlook Stable
Class E (ISIN XS1270551226): 'BB-sf', off RWP, Outlook Stable

The transaction is a securitization of non-performing and re-
performing UK mortgage loans originated by multiple non-
conforming UK lenders and subsequently purchased by Mars Capital.

All tranches except the class A notes were placed on RWP in
December 2015 following the review of the UK RMBS criteria.

KEY RATING DRIVERS

Sufficient Credit Enhancement (CE)

As the transaction only closed in August 2015, performance
history is limited. Fitch has applied conservative stresses
(detailed below) to the transaction and found that they can be
absorbed by the available CE, resulting in today's affirmation.
The available CE ranges from 54.6% (class A) of the outstanding
portfolio to 23.7% (class E).

Non-performing and Re-performing Loans

At transaction's closing in August 2015, the data provided by
Mars Capital showed that only 18.9% of the pool had been
consistently performing over the prior 24 months. The agency
applied a 30% increase to the foreclosure frequency of non-
conforming loans that are currently performing but had been one
month or more in arrears in the past 24 months (or since the
loan's origination). The agency did not receive updated
information and assumed the figures observed at closing to be the
best approximation of the current volume of re-performing loans.
As of end-March 2016, 53.4% of the pool was non-performing, with
late arrears (loans with more than three monthly payments
overdue) at 26.8% of the outstanding collateral.

Sub-prime Asset Characteristics

Prior to the loans' origination, 20.6% of the borrowers in the
portfolio were subject to country court judgment (CCJ) and 3.5%
to bankruptcy orders. In line with its criteria, Fitch increased
the foreclosure frequency of these classes of borrowers.
Additionally, the CCJ history was unknown for 18.9% of the pool.
For this category, the agency assumed the most conservative
default assumptions. Prior arrears information was also not
provided. The agency used the data received at transaction
closing as a proxy, increased its foreclosure frequency estimates
accordingly and found no rating impact.

The transactions are also exposed to the risk associated with
interest-only loans, reported at 76.5%. Fitch performed a
sensitivity analysis assuming a higher probability of default
where more than 20% of the portfolio are interest-only loans
maturing in any three-year period and found no impact on the
ratings.

RATING SENSITIVITIES

With 100% borrowers on variable-rate mortgages, an increase in
interest rates could lead to performance deterioration of the
underlying assets, given the weaker profile of non-conforming
borrowers in these pools. A material increase in the frequency of
defaults and loss severity on defaulted receivables could produce
loss levels greater than Fitch's base case expectations, which in
turn may result in negative rating actions on the notes.

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.

Prior to the transaction's closing, Fitch reviewed the results of
a third party assessment conducted on the asset portfolio
information, which indicated no adverse findings material to the
rating analysis.

Prior to the transaction's closing, Fitch conducted a review of a
small targeted sample of the originators' origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and
practices and the other information provided to the agency about
the asset portfolio.

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.


UROPA SECURITIES: Fitch Affirms 'BBsf' Rating on Class B1b Notes
----------------------------------------------------------------
Fitch Ratings has affirmed Uropa Securities plc Series 2007-01B
(Uropa 2007) and Uropa Securities plc Series 2008-1 (Uropa 2008),
both UK non-conforming RMBS transactions. A full list of rating
actions is at the end of this commentary.

Uropa Securities Plc is a shelf established in May 2007 that was
created to securitise non-conforming mortgages purchased by ABN
AMRO (Uropa 2007) and Topaz Finance Plc (Uropa 2008). Both
transactions have a large proportion of loans originated at the
peak of the market.

KEY RATING DRIVERS

Adequate Credit Enhancement
Both deals are currently paying down sequentially but can switch
to a pro-rata pay down. Uropa 2007 may switch to pro-rata in the
next 12 months as the relevant triggers are close to being met.
In contrast, Fitch does not expect Uropa 2008 to switch to pro-
rata in the near future as the conditions are unlikely to be met.
Fitch believes that the available credit enhancement is
sufficient to withstand the stress scenarios associated with the
ratings, which is reflected in the affirmations.

Stable Asset Performance
As of end-March 2016 three-months plus arrears for both
transactions are below 6%, lower than Fitch's UK non-conforming
index of 9.8%. Nonetheless, the average loss severity incurred to
date has exceeded 30% in both deals, translating into fairly
large losses following the sale of repossessed properties. Fitch
believes that to a certain extent, this is driven by a large
proportion of loans that were originated at the peak of the
market. This is particularly the case for Uropa 2008, where the
share of loans originated in 2007 was 70.5%.

The fairly low levels of arrears have translated into smaller
losses more recently. Uropa 2007 continues to have a fully funded
reserve fund (RF), amounting to 2.9% of its current note balance.
Uropa 2008 does not have an RF.

With minimal volumes of unsold properties in possession, at or
below 40bp, losses are expected to remain limited in the near
future. Consequently, asset performance and sufficient credit
support have led to the affirmations.

Unhedged Basis Risk
Following the amendments to the rating trigger for the swap
provider in Uropa 2008, Fitch now considers the basis rate
mismatch between the Libor-linked notes and the BBR-linked
mortgages as unhedged. BBR-linked mortgages make up 93.1% of the
current pool, and Fitch accounted for this unhedged basis risk by
reducing the excess spread generated by the BBR-linked portions
of the portfolio.

Uropa 2007 has a basis and currency swap in place.

Liquidity Cover
Both transactions benefit from sizeable liquidity support. Uropa
2007 has an undrawn liquidity facility (LF) of 7.75% of the
initial class A2, A3, A4, M1, M2, B1 and B2 note balance
(currently 11.5% of the current balance of the notes listed
above) while Uropa 2008 has a liquidity reserve fund (LRF) of
7.7% of the initial note balance (currently 11.4% of the
outstanding note balance). The LF and LRF can no longer amortize
due to irreversible breaches in the cumulative loss performance
triggers (i.e. both have exceeded 1.25% of the initial note
balance).

This provides sufficient liquidity to cover at least four
interest payment dates on the senior fees and interest on the
senior notes in case of default of the servicer or the collection
account bank.

CRITERIA VARIATION

Fitch applied a variation from its "Counterparty Criteria for
Structured Finance and Covered Bonds", published 14 May 2014
(Counterparty Criteria). Deutsche Bank AG (A-/Stable/F1) is
currently the swap collateral account bank provider and it holds
significant funds posted under the Uropa 2007 swaps. Fitch
considers the collateral posted to be of direct material credit
support to the transaction. The ratings do not reflect minimum
rating thresholds expected in the Counterparty Criteria for
counterparties supporting transactions where the senior note is
rated 'AAAsf'. However, based on the current "Exposure Draft of
the Counterparty Criteria for Structured Finance and Covered
Bonds" dated April 14, 2016
(https://www.fitchratings.com/site/re/878412&cft=0), the Short-
Term rating of 'F1' would be sufficient for it to act as
derivative counterparty. Therefore the agency has not taken any
action on the securitizations resulting from this counterparty
exposure at this time. In the event that this aspect is not
converted into criteria, the transaction will be subject to
further review.

RATING SENSITIVITIES

The transactions are backed by floating-interest-rate loans. In
the current low interest rate environment, borrowers are
benefiting from low borrowing costs. An increase in interest
rates could lead to performance deterioration of the underlying
assets and consequently downgrades of the notes if defaults and
associated losses exceed those of Fitch's stresses.

DUE DILIGENCE USAGE

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

DATA ADEQUACY

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

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

Fitch did not review the results of a third party assessment
conducted on 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.

The rating actions are as follows:

Uropa Securities plc Series 2007-01B

Class A2b notes (ISIN XS0311807167): affirmed at 'AAAsf'; Outlook
Stable
Class A3a notes (ISIN XS0311807753): affirmed at 'AAAsf'; Outlook
Stable
Class A3b notes (ISIN XS0311808561): affirmed at 'AAAsf'; Outlook
Stable
Class A4a notes (ISIN XS0311809452): affirmed at 'AA+sf'; Outlook
Stable
Class A4b notes (ISIN XS0311809882): affirmed at 'AA+sf'; Outlook
Stable
Class M1a notes (ISIN XS0311810385): affirmed at 'A-sf'; Outlook
Stable
Class M1b notes (ISIN XS0311811193): affirmed at 'A-sf'; Outlook
Stable
Class M2a notes (ISIN XS0311813058): affirmed at 'BBBsf'; Outlook
Stable
Class B1a notes (ISIN XS0311815855): affirmed at 'BBsf' ';
Outlook Stable
Class B1b notes (ISIN XS0311816150): affirmed at 'BBsf'; Outlook
Stable
Class B1b cross currency swap: affirmed at 'BBsf'; Outlook Stable
Class B2a notes (ISIN XS0311816408): affirmed at 'Bsf'; Outlook
Stable

Uropa Securities plc Series 2008-1

Class A notes (ISIN XS0406658624): affirmed at 'AAAsf'; Outlook
Stable
Class M1 notes (ISIN XS0406667534): affirmed at 'AAsf'; Outlook
Stable
Class M2 notes (ISIN XS0406668938): affirmed at 'Asf'; Outlook
Stable


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
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                            *********


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

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