TCREUR_Public/160707.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

            Thursday, July 7, 2016, Vol. 17, No. 133


                            Headlines


G E R M A N Y

DEUTSCHE FORFAIT: Court Formally Ends Insolvency Proceedings


I R E L A N D

BACCHUS PLC 2007-1: Moody's Affirms Ba3 Rating on Class D Notes
* IRELAND: Insolvencies Drop 12% in First Six Months of 2016


L U X E M B O U R G

EUROPROP SA: Fitch Cuts Ratings on Three Note Classes to 'Dsf'


N E T H E R L A N D S

ACCUNIA BV: Moody's Assigns (P)Ba2 Rating to Cl. E Notes
ACCUNIA BV: S&P Assigns Prelim. BB Rating to Cl. E Notes
HIGHLANDER EURO III: Moody's Affirms Ba2 Rating on Cl. E Notes


R U S S I A

ACRON PJSC: Fitch Rates RUB50-Bil. Bond Programme 'BB-(EXP)'
BRUNSWICK RAIL: S&P Lowers CCR to 'CC', Outlook Remains Negative
MILLENNIUM BANK: Liabilities Exceed Assets, Assessment Shows
RBR PJSC: Liabilities Exceed Assets, Assessment Shows
* RUSSIA: Central Bank Wants Complete Control Over Bailouts


S P A I N

ABENGOA SA: Strikes Preliminary Restructuring Deal with Lenders
TDA NOSTRA EMPRESAS 1: Fitch Affirms BB Rating on E Notes


U K R A I N E

* UKRAINE: Insolvent Bank Clients' Losses Total UAH111 Billion


U N I T E D   K I N G D O M

BHS GROUP: Goldman Regrets Lack of Paper Trail in Sale Role
GULF KEYSTONE: In Talks with Lenders Following Debt Default
LEHMAN BROTHERS UK: July 25 Proofs of Debt Deadline Set
PREMIER FOODS: Moody's Affirms B2 CFR & Changes Outlook to Stable
STANTON MBS I: Fitch Affirms CCCsf Rating on Class D Notes

VARDEN NUTTALL: Creditors Face GBP1.4 Million Shortfall
YORKSHIRE COUNTY: Sale of Museum Mulled Following Debt Woes


X X X X X X X X

* Fitch Says EU SME CLO Performance Remained Stable in June 2016


                            *********



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G E R M A N Y
=============


DEUTSCHE FORFAIT: Court Formally Ends Insolvency Proceedings
------------------------------------------------------------
Reuters reports that Cologne local court decided to formally
terminate insolvency proceedings against df deutsche forfait
effective July 1, 2016.

The court's decision has cleared way for near-term execution of
capital increase against contribution in kind and cash capital
increase with a combined volume of EUR11.2 million ($12.49
million)as set out in insolvency plan, according to Reuters.

DF Deutsche Forfait AG is German-based company engaged in the
non-recourse purchase and sale of receivables -- the forfeiting
business -- as well as the acceptance of risks through purchasing
commitments.



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


BACCHUS PLC 2007-1: Moody's Affirms Ba3 Rating on Class D Notes
---------------------------------------------------------------
Moody's Investors Service has upgraded the rating on the Class C
notes issued by Bacchus 2007-1 PLC:

  EUR25.5 mil. Class C Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to Aaa (sf); previously on Oct. 15,
   2015, Upgraded to Aa3 (sf)

Moody's affirmed the ratings on these notes issued by Bacchus
2007-1 PLC:

  EUR35.4 mil. (Current rated balance of EUR5.2 mil.) Class B
   Senior Secured Floating Rate Notes due 2023, Affirmed
   Aaa (sf); previously on Oct. 15, 2015, Affirmed Aaa (sf)

  EUR25 mil. Class D Senior Secured Deferrable Floating Rate
   Notes due 2023, Affirmed Ba3 (sf); previously on Oct. 15,
   2015, Upgraded to Ba3 (sf)

  EUR12.2 mil. Class E Senior Secured Deferrable Floating Rate
   Notes due 2023, Affirmed Ca (sf); previously on Oct. 15, 2015,
   Affirmed Ca (sf)

Bacchus 2007-1 PLC, issued in April 2007, is a Collateralised
Loan Obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans.  The portfolio is managed by IKB
Deutsche Industriebank AG.  The transaction's reinvestment period
ended in April 2013.

                          RATINGS RATIONALE

The rating action on the Class C notes is primarily a result of
the significant deleveraging of the Class B notes on April 2016
payment date following amortization of the underlying portfolio
since the payment date in October 2015.

The Class B notes have paid down by EUR20.2 million, or 57% of
the original balance, on April 2016 payment date and EUR30.2
million, or 85% of the original balance, since the last rating
action in October 2015.  As a result of the deleveraging, over-
collateralization (OC) has increased.  According to the trustee
report dated May 2016 the Class A/B, Class C, Class D and Class E
OC ratios are reported at 1,262.27%, 214.25%, 118.11% and 96.89%
compared to April 2016 levels of 336.71%, 168.07%, 112.72% and
97.11%, respectively.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par of EUR56.26 million and GBP6.96 million, principal
proceeds balance of EUR0.12 million, defaulted par of EUR3.09
million, a weighted average default probability of 24.28%
(consistent with a WARF of 3,625 over 3.79 years), a weighted
average recovery rate upon default of 46.16% for a Aaa liability
target rating, a diversity score of 11 and a weighted average
spread of 4.12%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool.  The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool.  In each case, historical and market
performance and a collateral manager's latitude to trade
collateral are also relevant factors.  Moody's incorporates these
default and recovery characteristics of the collateral pool into
its cash flow model analysis, subjecting them to stresses as a
function of the target rating of each CLO liability it is
analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in December 2015.

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

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

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

Additional uncertainty about performance is due to:

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

  2) Around 44.8% of the collateral pool consists of debt
     obligations whose credit quality Moody's has assessed by
     using credit estimates. As part of its base case, Moody's
     has stressed large concentrations of single obligors bearing
     a credit estimate as described in "Updated Approach to the
     Usage of Credit Estimates in Rated Transactions," published
     in October 2009 and available at:

    http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_120461

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

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

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


* IRELAND: Insolvencies Drop 12% in First Six Months of 2016
-------------------------------------------------------------
Business World, citing latest data from Vision-Net, reports that
insolvencies across Ireland have fallen by 12% when compared with
the same period last year with 486 insolvencies compared with 555
during the first and second quarter 2015.

These insolvency figures comprise 318 liquidations (65% of the
total), 159 receiverships (33%) and 9 examinerships (2%),
Business World says.

Business World relates that the figures showed 15 of the 26 Irish
counties saw a drop in the number of corporate insolvencies
recorded with counties such as Meath, Louth, Galway, Westmeath
and Donegal experiencing significant decreases in company
failures.

The industry most affected by insolvencies this year has been
professional services, accounting for 19% of all insolvencies
recorded, which increased by 6%. Hospitality and the real estate
sectors have both enjoyed large decreases in insolvencies at 41%
and 32% respectively, Business World relays.

"Today's data, covering the first six months of 2016, shows a
continuing strengthening of our economic recovery, with
particularly positive indications that the recovery has begun to
spread beyond large urban growth centres to more rural counties,"
Business World quotes Christine Cullen, Managing Director of
Vision-net.ie, as saying.  "The fall in insolvencies in 60% of
Irish counties evidences this welcome trend, equally does the
increase in company start-ups outside of Dublin."



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


EUROPROP SA: Fitch Cuts Ratings on Three Note Classes to 'Dsf'
--------------------------------------------------------------
Fitch Ratings has downgraded EuroProp (EMC-VI) S.A.'s floating-
rate notes due April 2017 as follows:

EUR80.4 million class A (XS0301901657) downgraded to 'CCsf' from
'Bsf'; Recovery Estimate (RE) 100%

EUR30 million class B (XS0301902622) downgraded to 'Csf' from
'CCCsf'; RE100%

EUR35 million class C (XS0301903356) downgraded to 'Csf' from
'CCsf'; RE30%

EUR6.6 million class D (XS0301903513) downgraded to 'Dsf' from
'CCsf'; RE0%

EUR0 million class E (XS0301903943) downgraded to 'Dsf' from
'Csf'; RE0%

EUR0 million class F (XS0301904248) downgraded to 'Dsf' from
'Csf'; RE0%

EMC VI - Europrop is a securitization of 18 commercial mortgage
loans originated by Citibank, N.A., London Branch and Citibank
International PLC. Eight of the original 18 loans have repaid in
full since closing in 2007, with a further six incurring losses
totalling EUR43.8 million (including pending allocations).

KEY RATING DRIVERS

The downgrades of the class A, B and C notes reflect the
likelihood of a bond maturity default in April 2017. Fitch
considers the class D, E and F notes to be in default given
interest is fully or partly non-accruing (corresponding to
principal deficiencies recorded for each). The REs take into
consideration recoveries after bond maturity, including the
expected full repayment of the French Signac loan (subject to a
safeguard proceedings).

Since the last rating action in July 2015, three loans have
repaid (Cluster 1 and 4&5 in full; Cluster 2 with a loss, as
anticipated). The EUR15.5 million Epic Horse loan remains on the
verge of being written off as no collateral remains, while
EUR18.9m Epic Rhino has been resolved with a EUR16.4 million
loss.

The largest loan, EUR144 million Sunrise/Treveria II, is a
syndicated facility with 50% securitized in EMC VI and 50% in
DECO 10 - Pan-Europe 4 p.l.c. The loan is currently secured on 32
mixed use properties located across Germany (16 assets have been
sold since closing, including six over the last 12 months). As
per the latest investor report, 19 assets have had notarized
sales, the purchase price of which is now expected to be paid in
two stages: proceeds from the sale of 9 assets are to be paid on
the July 2016 IPD whereas proceeds from the remaining 10 assets
are to be paid on the IPD in April 2017. However, around 39% of
the proceeds are scheduled to be paid very close to bond
maturity, adding to the risk of maturity default. Fitch expects a
moderate loss.

The courts in France have provided clarity regarding the
preferred exit for the EUR48.4 million Signac loan, by setting
out an amended repayment schedule. Following various minor
installments, only EUR3.1 million is scheduled to be repaid prior
to bond maturity. Full repayment is expected (in 2018) from sale
of the underlying asset, a five storey office building located in
Paris. This improved visibility is a driver for the improvement
in REs, supporting the likelihood of the class A and B notes
being redeemed after legal maturity.

The EUR7.9 million Henderson Bergen/EUR19.9 million Henderson
Staples loans remain in special servicing. A standstill agreement
granting the borrowers more time to sell the remaining three
assets is set to expire this month. A final extension may be
possible, depending on sales progress as two other assets have
been sold since the last rating action. Either way, Fitch expects
a significant loss given negative equity likely applies to these
loans.

RATING SENSITIVITIES

All outstanding class A, B and C notes will be downgraded to
'Dsf' at bond maturity in April 2017. All ratings will then be
withdrawn.

Fitch expects 'Bsf' recoveries of EUR121 million (post bond
maturity).

DUE DILIGENCE USAGE

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

DATA ADEQUACY

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

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

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



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


ACCUNIA BV: Moody's Assigns (P)Ba2 Rating to Cl. E Notes
--------------------------------------------------------
Moody's Investors Service announced that it has assigned these
provisional ratings to notes to be issued by Accunia European
CLO I B.V.

  EUR237,750,000 Class A Senior Secured Floating Rate Notes due
   2029, Assigned (P)Aaa (sf)
  EUR52,250,000 Class B Senior Secured Floating Rate Notes due
   2029, Assigned (P)Aa2 (sf)
  EUR29,750,000 Class C Senior Secured Deferrable Floating Rate
   Notes due 2029, Assigned (P)A2 (sf)
  EUR18,500,000 Class D Senior Secured Deferrable Floating Rate
   Notes due 2029, Assigned (P)Baa2 (sf)
  EUR27,750,000 Class E Senior Secured Deferrable Floating Rate
   Notes due 2029, Assigned (P)Ba2 (sf)

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

                       RATINGS RATIONALE

Moody's provisional rating of the rated notes addresses the
expected loss posed to noteholders by the legal final maturity of
the notes in 2029.  The provisional ratings reflect the risks due
to defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants as well as the
transaction's capital and legal structure.  Furthermore, Moody's
is of the opinion that the collateral manager, Accunia Credit
Management Fondsmaeglerselskab A/S ("Accunia Credit Management"),
has a team with sufficient experience and operational capacity
and is capable of managing this CLO.  Additionally, PGIM Limited
is a designated successor collateral manager and will step in
subject to certain performance or key person events occurring.

The Issuer is a managed cash flow CLO.  At least 90% of the
portfolio must consist of senior secured loans and senior secured
bonds and up to 10% of the portfolio may consist of unsecured
loans, second-lien loans, mezzanine obligations and high yield
bonds.  The portfolio is expected to be 70% ramped up as of the
closing date and to be comprised predominantly of corporate loans
to obligors domiciled in Western Europe.  The remaining of the
portfolio will be acquired during the 90 days expected ramp-up
period.

Accunia Credit Management will manage the CLO.  It will direct
the selection, acquisition and disposition of collateral on
behalf of the Issuer and may engage in trading activity,
including discretionary trading, during the transaction's four-
year reinvestment period.  Thereafter, purchases are permitted
using principal proceeds from unscheduled principal payments and
proceeds from sales of credit risk obligations, and are subject
to certain restrictions.

In addition to the five classes of notes rated by Moody's, the
Issuer will issue EUR55.23 mil. of subordinated notes, which will
not be rated.

The transaction incorporates interest and par coverage tests
which, if triggered, divert interest and principal proceeds to
pay down the notes in order of seniority.

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

The rated notes' performance is subject to uncertainty.  The
notes' performance is sensitive to the performance of the
underlying portfolio, which in turn depends on economic and
credit conditions that may change.  Accunia Credit Management's
investment decisions and management of the transaction will also
affect the notes' performance.

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
December 2015.  The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and
noteholders.  Therefore, the expected loss or EL for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario and (ii) the loss derived from the cash flow
model in each default scenario for each tranche.  As such,
Moody's encompasses the assessment of stressed scenarios.

Moody's used these base-case modeling assumptions:

Par amount: EUR410,000,000
Diversity Score: 38
  Weighted Average Rating Factor (WARF): 2800
  Weighted Average Spread (WAS): 4.20%
  Weighted Average Recovery Rate (WARR): 42.5%
  Weighted Average Life (WAL): 8 years

Moody's has analyzed the potential impact associated with
sovereign related risk of peripheral European countries.  As part
of the base case, Moody's has addressed the potential exposure to
obligors domiciled in countries with local currency country risk
ceiling of A1 or below.  Following the effective date, and given
the portfolio constraints, only up to 10% of the pool can be
domiciled in countries with foreign currency government bond
rating between A1 and A3.  Given this portfolio composition,
there were no adjustments to the target par amount, as further
described in the methodology.

Stress Scenarios:

Together with the set of modeling assumptions above, Moody's
conducted additional sensitivity analysis, which was an important
component in determining the provisional rating assigned to the
rated notes.  This sensitivity analysis includes increased
default probability relative to the base case.  Below is a
summary of the impact of an increase in default probability
(expressed in terms of WARF level) on each of the rated notes
(shown in terms of the number of notch difference versus the
current model output, whereby a negative difference corresponds
to higher expected losses), holding all other factors equal:

Percentage Change in WARF: WARF + 15% (to 3220 from 2800)
Ratings Impact in Rating Notches:
Class A Senior Secured Floating Rate Notes: 0
Class B Senior Secured Floating Rate Notes: -1
Class C Senior Secured Deferrable Floating Rate Notes: -2
Class D Senior Secured Deferrable Floating Rate Notes: -2
Class E Senior Secured Deferrable Floating Rate Notes: -1

Percentage Change in WARF: WARF +30% (to 3640 from 2800)
Class A Senior Secured Floating Rate Notes: -1
Class B Senior Secured Floating Rate Notes: -3
Class C Senior Secured Deferrable Floating Rate Notes: -4
Class D Senior Secured Deferrable Floating Rate Notes: -2
Class E Senior Secured Deferrable Floating Rate Notes: -2


ACCUNIA BV: S&P Assigns Prelim. BB Rating to Cl. E Notes
--------------------------------------------------------
S&P Global Ratings has assigned its preliminary credit ratings to
Accunia European CLO I B.V.'s class A, B, C, D, and E notes.  At
closing, Accunia European CLO I will also issue an unrated
subordinated class of notes.

Accunia European CLO I is a cash flow collateralized loan
obligation (CLO) transaction securitizing a portfolio of
primarily broadly syndicated speculative-grade senior secured
loans and bonds issued mainly by European borrowers.  Accunia
Credit Management Fondsmaeglerselskab A/S (ACM) is the collateral
manager and PGIM Ltd. is the designated successor manager.

Under the transaction documents, the rated notes will pay
quarterly interest unless there is a frequency switch event.
Following such an event, the notes will switch to semiannual
payments.  The transaction has a three-month ramp-up period, a
four-year reinvestment period, and a maximum weighted-average
life of eight years from the closing date.

At the end of the ramp-up period, S&P understands that the
portfolio will represent a well-diversified pool of corporate
credits.  Therefore, S&P has conducted its credit and cash flow
analysis by applying its criteria for corporate cash flow
collateralized debt obligations.

S&P's preliminary ratings reflect its assessment of the
preliminary collateral portfolio's credit quality and the
available credit enhancement for the rated notes through the
subordination of payable cash flows.  In S&P's cash flow
analysis, S&P used the EUR410 million target par amount, the
covenanted weighted-average spread (4.20%), the covenanted
weighted-average coupon (5.50%), and the covenanted weighted-
average recovery rates at each rating level.  S&P applied various
cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category.

The Bank of New York Mellon, London Branch is the bank account
provider and custodian.  The portfolio can comprise a maximum of
10% non-euro-denominated obligations, subject to an asset swap
provided by a hedge counterparty.  The participants' downgrade
remedies are expected to be in line with S&P's current
counterparty criteria.

S&P expects the issuer to be bankruptcy remote, in accordance
with its European legal criteria.

Following S&P's analysis of the credit, cash flow, counterparty,
operational, and legal risks, S&P believes its preliminary
ratings are commensurate with the available credit enhancement
for each class of notes.

RATINGS LIST

Accunia European CLO I B.V.
EUR421.23 Million Senior Secured And Senior Secured Deferrable
Floating-Rate Notes

Class           Prelim.          Prelim.
                rating           amount
                                (mil. EUR)
A               AAA (sf)          237.75
B               AA (sf)            52.25
C               A (sf)             29.75
D               BBB (sf)           18.50
E               BB (sf)            27.75
Sub. notes      NR                 55.23

NR--Not rated.


HIGHLANDER EURO III: Moody's Affirms Ba2 Rating on Cl. E Notes
--------------------------------------------------------------
Moody's Investors Service has taken rating actions on these notes
issued by Highlander Euro CDO III B.V.:

  EUR536 mil. (current outstanding balance of EUR253.9 mil.)
   Class A Senior Secured Floating Rate Notes due 2023, Affirmed
   Aaa (sf); previously on Sept. 3, 2015, Affirmed Aaa (sf)

  EUR76 mil. Class B Senior Secured Floating Rate Notes due 2023,
   Affirmed Aaa (sf); previously on Sept. 3, 2015, Upgraded to
   Aaa (sf)

  EUR48 mil. Class C Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to A1 (sf); previously on Sept. 3,
   2015, Upgraded to A2 (sf)

  EUR34 mil. Class D Senior Secured Deferrable Floating Rate
   Notes due 2023, Affirmed Baa3 (sf); previously on Sept. 3,
   2015, Affirmed Baa3 (sf)

  EUR26 mil. (current outstanding balance of EUR23.2 mil.)
   Class E Senior Secured Deferrable Floating Rate Notes due
   2023, Affirmed Ba2 (sf); previously on Sept. 3, 2015, Affirmed
   Ba2 (sf)

Highlander Euro CDO III B.V. issued in April 2007, is a
Collateralised Loan Obligation backed by a portfolio of mostly
senior secured high yield European loans, managed by CELF
Advisors LLP.  The transaction's reinvestment period ended in May
2014.

                         RATINGS RATIONALE

The rating action on the Class C notes is primarily a result of
deleveraging of the senior notes following amortization of the
underlying portfolio since the last rating action in Sept. 2015.

Class A notes have paid down in total by EUR30.7 million on the
last three quarterly payment dates, as a result of which over-
collateralization (OC) ratios of senior classes of rated notes
have increased. As per the latest trustee report dated May 2016,
the Classes A/B, C, D and E overcollateralization ratios are
reported at 144.36% 126.02%, 115.62% and 109.45% respectively,
compared to 135.00%, 120.90%, 112.60% and 107.50% in the July
2015 report.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR476.3
million, a weighted average default probability of 19.33%
(consistent with a WARF of 2762 and a WAL of 4.34 years), a
weighted average recovery rate upon default of 45.76% for a Aaa
liability target rating, a diversity score of 36 and a weighted
average spread of 3.76%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool.  The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool.  Moody's generally applies recovery rates
for CLO securities as published in "Moody's Approach to Rating SF
CDOs".  In some cases, alternative recovery assumptions may be
considered based on the specifics of the analysis of the CLO
transaction.  In each case, historical and market performance and
a collateral manager's latitude to trade collateral are also
relevant factors.  Moody's incorporates these default and
recovery characteristics of the collateral pool into its cash
flow model analysis, subjecting them to stresses as a function of
the target rating of each CLO liability it is analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in December 2015.

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

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

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

Additional uncertainty about performance is due to:

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

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



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


ACRON PJSC: Fitch Rates RUB50-Bil. Bond Programme 'BB-(EXP)'
------------------------------------------------------------
Fitch Ratings has revised the Outlook on PJSC Acron's Long-Term
Issuer Default Rating (IDR) to Positive from Stable and affirmed
the IDR at 'BB-'. Fitch has also assigned Acron's prospective
RUB50 billion bond programme an expected rating of 'BB-(EXP)'. A
full list of rating actions is available at the end of this
commentary.

The Positive Outlook reflects Acron's strong progress in
deleveraging in 2015. The weak rouble and ramp up of phosphate
operations underpinned positive free cash flow (FCF) and led to
FFO net adjusted leverage (leverage) of 1.7x which is below the
positive rating guidance of 2x. In 2016-2017, we expect Acron's
divestment of its stake in Uralkali, moderate investment pace and
the weak rouble to mitigate low fertilizer pricing and translate
into low 1.0x-1.5x leverage.

Beyond 2017, the interplay between higher capital expenditure on
potash investments, the gradually strengthening rouble, and
dividend distribution might turn Acron's FCF negative and result
in higher leverage. An upgrade would require Fitch to be
satisfied that the company will maintain a sufficiently robust
financial profile in the medium term despite these pressures.

Fitch said, "The prospective bond issues under the RUB50 billion
bond programme will be issued at the PJSC Acron level and will
only be subordinated to Acron's $US525 million pre-export finance
facility. We do not consider the bonds to be structurally
subordinated to debt at Acron's cash-generating subsidiaries as
PJSC Acron's share of the group's EBITDA and debt is broadly the
same. As the prospective bonds' prior-ranking debt remains well
below Fitch's guidance of 2.0x-2.5x EBITDA, we have not applied a
notch discount to the bonds' senior unsecured expected rating. A
final rating is contingent on the receipt of final documentation
conforming to information already received."

KEY RATING DRIVERS

Nitrogen and Phosphate Capacities Up

Acron's new low-cost 700 thousand tonnes (kt) ammonia plant was
launched in May 2016 and will ramp up to full capacity
utilization in 2H16. Another major capacity addition was the open
pit phosphate mining operations at Oleniy Ruchey which completed
Acron's vertical integration in phosphates, on top of self-
sufficiency in nitrogen.

Fitch said, "The next major investment steps include underground
phosphate mining and potash projects. We expect underground
phosphate mining to be financed mostly from phosphate-based
operational cash flows, but the potash project could
significantly weigh on Acron's FCF generation beyond 2017."

Deleveraging Prior to Potash Project
The weak rouble resulted in record-high EBITDA margins of above
35% in 2015-2016 despite the ongoing fertilizer price pressure.
Combined with moderate capex (2015-2016 capex/sales around 15%),
this has allowed Acron to rebase its leverage at below 1.5x in
2015 and around 1.0x in 2016. However, Acron's potash project
requires more than $US1billion of investments, despite being
stretched over eight years. Coupled with moderate rouble
strengthening, this might pressurize leverage from 2018 before
the projects' operational cash flows start in 2022.

Fertiliser Pricing Pressure Continues

Fitch said, "The fertilizer pricing trend corresponded to
weakness in other commodities in 2015 and 1Q16, but the trends
became divergent in 2Q16. Fertilizer prices remained pressurized
in 2Q16 due to several factors such as weak grain pricing, high
Chinese urea exports and high end-2015 potash stocks. We expect
fertilizers to start a moderate recovery in 2017. With most
capacity additions expected in nitrogen and potash segments, we
anticipate longer recovery in nitrogen and potash segments and
shorter in phosphates.

"Acron is most exposed to nitrogen-based ammonium nitrate (AN)
and urea ammonium nitrate (UAN), as well as complex fertilizers
(48% of Acron's 2015 sales). In Acron's portfolio, AN and UAN
were hit most while complex fertilizers show resilience and
posted record-high price premiums of above 20% in 4Q15 and 1H16.
We conservatively believe these premiums are not sustainable and
will reduce over time.

Financial Investments Reduce

"Acron completed the divesture from Uralkali's minority stake in
1Q16, and is left with around a 20% stake in Polish nitrogen
player Grupa Azoty. We note that the stake might be used as a
liquidity source for Acron. However, we conservatively do not
expect Acron to sell it or treat the stake as a liquidity
source."

KEY ASSUMPTIONS

-- $US/RUB of 72.5 in 2016 gradually strengthening towards 57 in
    2019
-- Dividend payout amounting to 30% of net income
-- Nitrogen fertilizers to show mid-single digit price growth
    since 2017 after a 25%-27% drop in 2016, while the complex
    fertilizer premium declines to 10% in 2019 from 30% in 2016
-- New ammonia plant of 700ktpa to ramp up throughout 2016
-- Capital intensity to stay at 14%-15% in 2016-17 and increase
    to around 20% beyond 2017 driven by investments in the potash
    project
-- No material acquisitions or divestures

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to positive rating action include:

-- An enhanced operational profile as a result of self-
    sufficiency in potash.

-- Ability to keep FFO net adjusted leverage below 2x and
    continued prudency on financial investments.

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

-- Outlook Stabilization: Aggressive capex or dividends
    resulting in leverage back to above 2x;

A downgrade could result from:

-- Aggressive capex or dividends resulting in leverage sustained
    above 3x.
-- Sustained materially negative FCF (excluding funding of the
    potash project).
-- A sharp deterioration of market conditions or Acron's cost
    position with a sustained drop in EBITDA margin below 20%.

LIQUIDITY

Despite a short-term debt increase during 1Q16 to RUB26 billion
from RUB13 billion, Acron's liquidity remains strong at end-1Q16
with RUB38 billion cash on balance, RUB16 billion long-term
unutilized committed credit lines and positive free cash flow
expectations for 2016.

FULL LIST OF RATING ACTIONS

-- Long-term local and foreign currency IDRs affirmed at 'BB-';
    Outlook revised to Positive

-- National Long-term Rating affirmed at 'A+ (rus)'; Outlook
    revised to Positive

-- Short-term foreign currency IDR affirmed at 'B'

-- Local currency senior unsecured rating affirmed at
    'BB-'/'RR4'


BRUNSWICK RAIL: S&P Lowers CCR to 'CC', Outlook Remains Negative
----------------------------------------------------------------
S&P Global Ratings lowered its long-term corporate credit rating
on Russia-based freight car lessor Brunswick Rail Ltd. to 'CC'
from 'CCC-'.  The outlook remains negative.

At the same time, S&P lowered to 'CC' from 'CCC-' its issue
rating on the $600 million 6.5% senior unsecured notes due 2017,
issued by Brunswick's wholly owned subsidiary Brunswick Rail
Finance Ltd.

The downgrade follows Brunswick's announcement that it intends to
launch a tender offer on its US$600 million unsecured notes due
in November 2017.

S&P understands that the company has been negotiating with a
group of bondholders and proposed a number of options for
restructure. Different conditions included an all-cash offer and
combinations of cash and a settlement in kind and cash and new
debt.  Bond holders' representatives have not accepted any of
these offers and their counter-offers were rejected by the
company.

Brunswick's most recent proposal -- which was rejected by the
bondholders involved in the negotiations -- envisaged giving
investors the choice of:

   -- An all-cash offer whereby they will be compensated with 51%
      of the nominal value of the notes in cash; and

   -- A combination of 38% of cash compensation of the nominal
      value of the existing notes and an equivalent of 35% of
      nominal value of the existing notes in new subordinated
      convertible payment-in-kind toggle notes.

S&P views an offer, whereby existing bondholders will receive
less than promised from the original securities, as constituting
a "distressed exchange," which under S&P's criteria is tantamount
to a default.

While the company has not launched an official tender offer yet,
it is highly likely to do so.  S&P also believes that the
existing bondholders are likely to be offered less than the
original par value of the notes.

Brunswick has arranged a Russian ruble 20 billion senior secured
facility with a Russian bank to fund the cash component of the
offer, which S&P understands is conditional, among other things,
upon a new equity injection of about US$15 million from the
existing shareholders.

S&P has lowered its issue rating on the US$600 million senior
unsecured notes issued by Brunswick Rail Finance to 'CC', in line
with the corporate credit rating on Brunswick.  S&P's rating on
the notes reflects that the parent of the group provides
unconditional and irrevocable guarantees and that its main
operating subsidiaries guaranteeing the notes account for the
majority of the group's total assets.

The negative outlook reflects that S&P is likely to lower the
corporate rating on Brunswick and the issue rating on the senior
unsecured notes to 'D' (default) if the company completes the
intended transaction.

In the event that the restructuring is not approved or no
agreement is reached with bondholders, S&P might lower the
ratings if the company misses the coupon or principal payment on
its outstanding debt, if it enters a standstill, or files for
bankruptcy.

S&P does not expect a positive rating action until after the
company completes its recapitalization plan, at which point S&P
would assess its revised capital structure and liquidity profile.


MILLENNIUM BANK: Liabilities Exceed Assets, Assessment Shows
------------------------------------------------------------
The provisional administration managing Millennium Bank (CJSC)
estimated that the value of the Bank's assets is not more than
RUB1.4 billion, versus RUB6.9 billion of its liabilities to
creditors, according to a press statement from the Bank of
Russia.

The provisional administration was appointed by Bank of Russia
Order No. OD-377, dated February 5, 2016, following the bank's
license revocation.

The Bank's provisional administration, in the course of its
financial assessment of the bank, revealed the former bank
executives-performed transactions which are indicative of asset
siphoning off through extending loans, to the total of RUB6.9
billion, to organizations carrying signs of shell companies and
also to those with doubtful solvency.

On April 20, 2016, the Arbitration Court of the City of Moscow
recognized Millennium Bank as insolvent (bankrupt) and initiated
bankruptcy proceedings.  The State Corporation Deposit Insurance
Agency was approved to act as its bankruptcy supervisor.

The information on financial transactions indicative of criminal
acts as carried out by the former Millennium Bank executives and
owners was submitted by the Bank of Russia to the Office for
Prosecutor General of the Russian Federation, the Ministry of
Internal Affairs of the Russian Federation and the Investigative
Committee of the Russian Federation, to be reviewed and to enable
the appropriate procedural decisions to be made.


RBR PJSC: Liabilities Exceed Assets, Assessment Shows
-----------------------------------------------------
The provisional administration managing PJSC JSCB RBR estimated
that the value of the Bank assets is not more than RUB2.1
billion, versus RUB5.4 billion of its liabilities to creditors,
according to a press statement from the Bank of Russia.

The Bank's provisional administrated was appointed by Bank of
Russia Order No. OD-3098, dated November 10, 2015.  It had been
faced with severe obstructions of its operations from day one,
the press statement relates.

The bank's executives declined to transfer documents of title as
regards loan agreements to the total of over RUB5.6 billion,
which is indicative of the attempt to conceal documental record
of asset siphoning off.

Concurrently, at the time the Bank was actually insolvent,
transactions were being made to meet liabilities to certain
creditors, as a matter of preference above and to the detriment
of others.

On December 18, 2016, the Arbitration Court of the City of Moscow
recognized PJSC JSCB RBR as insolvent (bankrupt) and initiated
bankruptcy proceedings.  The State Corporation Deposit Insurance
Agency was approved to act as its bankruptcy supervisor.

The information on financial transactions indicative of criminal
acts as carried out by the Bank's former executives and owners
was submitted by the Bank of Russia to the Office for Prosecutor
General of the Russian Federation, the Ministry of Internal
Affairs of the Russian Federation and the Investigative Committee
of the Russian Federation, to be reviewed and to enable the
appropriate procedural decisions to be made.


* RUSSIA: Central Bank Wants Complete Control Over Bailouts
-----------------------------------------------------------
Anna Baraulina at Bloomberg News reports that Russia's central
bank wants complete control over bailouts of failed lenders as it
intensifies its sweep of the financial industry.

According to Bloomberg, Governor Elvira Nabiullina told a
financial congress in St. Petersburg on June 30 that instead of
inviting outside investors to execute state-financed rescues, the
Bank of Russia is working on a draft law to create a fund to bail
out, recapitalize and sell failed banks in the market.
Ms. Nabiullina, as cited by Bloomberg, said under the proposed
rules to be submitted to parliament during its autumn session,
the regulator will oversee the whole process.

Ms. Nabiullina is escalating her battle with banks deemed
mismanaged or under-capitalized as part of her campaign to clamp
down on dubious capital transactions and improve lending
practice, Bloomberg relays.  The governor said after studying
recent bailouts in Russia, the central bank found that the
cleanups were costing more than estimated, Bloomberg relates.

Ms. Nabiullina said banks selected to help revive troubled
lenders weren't always investing in them or developing their
businesses and sometimes dumped bad assets onto their balance
sheets, Bloomberg notes.  She said the new rules will require
that the fund can't let banks' financial health deteriorate under
their watch, according to Bloomberg.

Deputy Governor Mikhail Sukhov said the cleanups currently under
way will continue, Bloomberg discloses.



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


ABENGOA SA: Strikes Preliminary Restructuring Deal with Lenders
---------------------------------------------------------------
Reuters reports that Abengoa SA said on June 30 it had reached a
preliminary deal with banks and bondholders to finalize its
restructuring plan.

According to Reuters, Abengoa's Chairman Antonio Fornieles told a
shareholder meeting in Seville that the deal would unlock funds
as part of its viability plan.  Under the company's latest plan
it said it would have liquidity needs of EUR1.2 billion, Reuters
relates.

In April, a Spanish court gave Abengoa until Oct. 28 to strike a
debt restructuring deal with creditors, Reuters recounts.  The
company, struggling under a debt pile of over EUR9 billion, is
under creditor protection, Reuters notes.

                       About Abengoa S.A.

Spanish energy giant Abengoa S.A. is a leading engineering and
clean technology company with operations in more than 50
countries worldwide that provides innovative solutions for a
diverse range of customers in the energy and environmental
sectors.  Abengoa is one of the world's top builders of power
lines transporting energy across Latin America and a top
engineering and construction business, making massive renewable-
energy power plants worldwide.

As of the end of 2015, Abengoa, S.A. was the parent company of
687 other companies around the world, including 577 subsidiaries,
78 associates, 31 joint ventures, and 211 Spanish partnerships.
Additionally, the Abengoa Group held a number of other interests
of less than 20% in other entities.

On Nov. 25, 2015 in Spain, Abengoa S.A. announced its intention
to seek protection under Article 5bis of Spanish insolvency law,
a pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs.  The Spanish company is facing a March 28,
2016, deadline to agree on a viability plan or restructuring plan
with its banks and bondholders, without which it could be forced
to declare bankruptcy.

On March 16, 2016, Abengoa presented its Business Plan and
Financial Restructuring Plan in Madrid to all of its
stakeholders.

                        U.S. Bankruptcies

Abengoa, S.A., and 24 of its subsidiaries filed Chapter 15
petitions (Bankr. D. Del. Case Nos. 16-10754 to 16-10778) on
March 28, 2016, to seek U.S. recognition of its restructuring
proceedings in Spain.  Christopher Morris signed the petitions as
foreign representative.  DLA Piper LLP (US) represents the
Debtors as counsel.

Gavilon Grain, LLC, et al., on Feb. 1, 2016, filed an involuntary
Chapter 7 petition for Abengoa Bioenergy of Nebraska, LLC
("ABNE") and on Feb. 11, 2016, filed an involuntary Chapter 7
petition for Abengoa Bioenergy Company, LLC ("ABC").  ABC's
involuntary Chapter 7 case is Bankr. D. Kan. Case No. 16-20178.
ABNE's involuntary case is Bankr. D. Neb. Case No. 16-80141.  An
order for relief has not been entered, and no interim Chapter 7
trustee has been appointed in the Involuntary Cases.  The
petitioning creditors are represented by McGrath, North, Mullin &
Kratz, P.C.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and 5 five
other U.S. units of Abengoa S.A., which collectively own,
operate, and/or service four ethanol plants in Ravenna, York,
Colwich, and Portales, each filed a voluntary petition for relief
under Chapter 11 of the United States Bankruptcy Code in the
United States Bankruptcy Court for the Eastern District of
Missouri.  The cases are pending before the Honorable Kathy A.
Surratt-States and are jointly administered under Case No. 16-
41161.

Abeinsa Holding Inc., and 12 other affiliates, which are energy,
engineering and environmental companies and indirect subsidiaries
of Abengoa, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Proposed Lead Case No. 16-10790) on March 29, 2016.


TDA NOSTRA EMPRESAS 1: Fitch Affirms BB Rating on E Notes
---------------------------------------------------------
Fitch Ratings has affirmed TDA Nostra Empresas 1 and 2 FTA 's
notes, as follows:

TDA Empresas 1
EUR9.9 million Series B (ISIN:ES0377969011): affirmed at 'Asf';
Outlook revised to Stable from Negative
EUR6.7 million Series C (ISIN:ES0377969029): affirmed at 'BBsf';
Outlook revised to Positive from Stable
EUR6.6 million Series D (ISIN: ES0377969037): affirmed at 'BBsf';
Outlook Stable
EUR3.0 million Series E (ISIN: ES0377969045): affirmed at 'BBsf';
Outlook Stable

TDA Empresas 2
EUR31.3 million Series B (ISIN: ES0377957016): affirmed at 'Asf';
Outlook Stable
EUR31.9 million Series C (ISIN: ES0377957032): affirmed at
'BBsf'; Outlook Stable
EUR9.7 million Series D (ISIN: ES0377957024): affirmed at 'BBsf';
Outlook Stable

TDA Empresas 1 and 2 are securitizations of two static pools of
secured and unsecured loans originated by Caja de Ahorros y Monte
de Piedad de Las Baleares and granted to small and medium-sized
enterprises. Structure is pass through, sequential, or pro-rata
under certain circumstances.

KEY RATING DRIVERS

Fitch said, "The affirmations of the class B notes reflect the
overall stable performance of the transactions over the past
year. Credit enhancement (CE) has increased as a result of
sequential amortization over the past year and the class A notes
have been paid in full since our last review, making the class B
notes the most senior notes in both transactions. This has led to
the revision of the Outlook on the class B notes in TDA Empresas
1 to Stable as the increased CE outweighs the high
concentration."

The affirmations of TDA Empresas 1's class D and E notes and TDA
Empresas 2's class C and D notes reflect the affirmation of Banco
Mare Nostrum (BMN; BB/Stable/B) in May 2016. BMN is servicer and
reserve fund account bank for both transactions. The notes' CE is
partially or fully provided by the reserve fund held by BMN. This
material exposure has been addressed by capping the notes'
ratings at BMN's rating.

The revision of the Outlook on TDA Empresas 1's class C notes to
Positive reflects the increased CE. While the tranche benefits
from ample CE even if the reserve fund were to be lost following
the default of the originator, the rating is constrained by the
portfolio's high obligor concentration. The top obligor exposure
has increased to 7.9% from 6.9% and the top 10 obligors' exposure
has increased to 51.4% from 49.1%. In its analysis, Fitch
included a sensitivity scenario where the top three obligors
default with no recovery.

Both transactions' performance have been stable, with
delinquencies and defaults remaining at overall low levels.
Current defaults have remained at 0.03% of the outstanding
balance for TDA Empresas 1 and increased to 2.7% from 2.5% for
TDA Empresas 2. Delinquencies over 90 days are 0.53% and 1.27%,
respectively. The recoveries are close to 100% for TDA Empresas 1
and 82.5% for TDA Empresas 2. TDA Empresas 2's portfolio remains
granular with the top one obligor at 3.1% and the top 10
representing 12.9% of the current outstanding balance.

RATING SENSITIVITIES

Fitch tested two sensitivities with decreasing recovery rate base
case by 25% and increasing default base case by 25%, both cases
would not have an impact on the ratings.

The ratings of TDA Empresas 1's class D and E notes and TDA
Empresas 2's class C and D notes would be subject to rating
action should BMN's rating change.

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.

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.



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


* UKRAINE: Insolvent Bank Clients' Losses Total UAH111 Billion
--------------------------------------------------------------
Interfax-Ukraine reports that the total amount of losses of
insolvent bank customers is UAH111 billion, Head of the National
Bank of Ukraine (NBU) Valeriya Gontareva has said.

"The total potential losses from insolvent banks are UAH 111
billion. Of them UAH59 billion are not guaranteed by the
Individual Deposit Guarantee Fund and UAH 53 billion are those of
legal entities," the report quotes Ms. Gontareva as saying at a
press conference in Kyiv after signing a memorandum on
cooperation in the sale of insolvent banks' assets by the NBU,
the Ministry of Economic Development and Trade, the Deposit
Guarantee Fund and Transparency International Ukraine.

Ms. Gontareva noted the NBU expects in 2016 to obtain UAH12
billion from the sale of assets pledged on refinancing loans
issued to insolvent banks, Interfax-Ukraine relates.



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


BHS GROUP: Goldman Regrets Lack of Paper Trail in Sale Role
-----------------------------------------------------------
Sam Chambers at Bloomberg News reports that Michael Sherwood,
co-chief executive of Goldman Sachs International, said he
regrets having not kept a more thorough paper trail over the
bank's role in the sale of failed U.K. retailer BHS Ltd.

Mr. Sherwood was one of three Goldman bankers who appeared to
answer lawmakers' questions on June 29 at a U.K. parliamentary
hearing into BHS's collapse, Bloomberg discloses.  The bank's
role in billionaire Philip Green's sale of the chain to former
race-car driver Dominic Chappell was "extremely limited,"
Mr. Sherwood, as cited by Bloomberg, said, adding that Goldman
doesn't accept any blame for the retailer's subsequent demise.

"If I had a regret, which I do, I wish that we had documented
more clearly our role in writing so that we could not have the
subsequent confusion that we're going through today," Bloomberg
quotes Mr. Sherwood as saying.  "It was crystal clear in our
minds what our role was."

The bankers appeared two weeks after Mr. Green told the same
hearing that he never would have sold BHS to Chappell, who had no
previous retailing experience, had the buyer not been approved by
Goldman Sachs, Bloomberg recounts.  That was challenged by
Mr. Sherwood, who said Mr. Chappell never passed the bank's
"sniff test," as Mr. Green had told lawmakers, Bloomberg relays.

Goldman declined an official advisory role on the sale of BHS
because it was too small and the bank wasn't sure it would be
able to find a buyer, Bloomberg notes.  Little more than a year
into Mr. Chappell's ownership, the retailer collapsed, putting as
many as 11,000 jobs at risk and leaving 20,000 pensioners facing
cuts to their retirement savings, Bloomberg discloses.

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


GULF KEYSTONE: In Talks with Lenders Following Debt Default
-----------------------------------------------------------
Jillian Ambrose at The Telegraph reports that Gulf Keystone had
defaulted on its US$26 million April debt payment, but remains in
crunch talks with its lenders.

After Gulf Keystone failed to pay its April debt coupon, its
bondholders granted repeated extensions to its stay of execution,
The Telegraph relates.  The oil producer has technically been in
default since May but it has used a "stand-still" period to
shield itself from insolvency proceedings while it negotiates a
rescue deal with its lenders, The Telegraph relays.

According to The Telegraph, the freeze agreement expired on July
4 and the company said it would not extend the stand-still
period, or make the outstanding debt coupon payment, raising
speculation that a deal with its lenders may be imminent.

Gulf Keystone, as cited by The Telegraph, said its "restructuring
discussions remain ongoing" with the bondholders and a further
announcement would be made in due course, but a company spokesman
declined to comment further.

Gulf Keystone Petroleum Limited is an oil and gas exploration and
production company operating in the Kurdistan region of Iraq.  It
is listed on the main market of the London Stock Exchange.


LEHMAN BROTHERS UK: July 25 Proofs of Debt Deadline Set
-------------------------------------------------------
Pursuant to Rule 2.95 of the Insolvency Rules 1986, D.A. Howell,
A.V. Lomas, S.A. Pearson, G.E. Bruce and J.G. Parr, the Joint
Administrators of Lehman Brothers UK Holdings Limited, intend to
make a distribution (by way of paying an interim dividend) to the
unsecured, non-preferential subordinated creditors of LBUKH.

Proofs of debt may be lodged at any point up to (and including)
July 25, 2016, the last date for proving claims, however,
creditors are requested to lodge their proofs of debt at the
earliest possible opportunity.

Persons so proving are required, if so requested, to provide such
further details or produce such documents or other evidence as
may appear to the Joint Administrators to be necessary.

The Joint Administrators will not be obliged to deal with proofs
lodged after the last date for proving but they may do so if they
think fit.

The Joint Administrators intend to make such distribution within
the period of two months from the last date for proving claims.

For further information, contact details, and proof of debt
forms, please visit https://is.gd/lUOtSA

Please complete and return a proof of debt form, together with
relevant supporting documents to PricewaterhouseCoopers LLP, 7
More London Riverside, London SE1 2RT marked for the attention of
Carly Scholes.  Alternatively, you can email a completed proof
of debt form to lehman.affiliates@uk.pwc.com

Rule 2.95(2)(c) of the Insolvency Rules 1986 requires the Joint
Administrators to state in this notice the value of the
prescribed part of LBUKH's net property which is required to be
made available for the satisfaction of LBUKH's unsecured debts
pursuant to section 176A of the Insolvency Act 1986.  There are
no floating charges over the assets of LBUKH and accordingly,
there shall be no prescribed part.  All of LBUKH's net property
will be available for the satisfaction of LBUKH's unsecured
debts.


PREMIER FOODS: Moody's Affirms B2 CFR & Changes Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family rating
and B2-PD probability of default rating of UK-based food
manufacturer Premier Foods plc.  Moody's also affirmed the B2
ratings on the GBP500 senior secured notes at Premier Foods
Finance plc.  The outlook on all ratings was changed to stable
from negative.

                          RATINGS RATIONALE

The rating action reflects the improvements in operating and
financial performance achieved in the fiscal year 2015/16 as well
as Moody's expectation that the company will be able to sustain
these improvements.

"We expect Premier Foods to be able to achieve sales growth in
the low single percentage digit in 2016/17 but caution that
EBITDA growth will be constrained by its increased consumer
marketing spend while resuming its pension contributions will
affect its cash flow generation", says Eric Kang, a Moody's
Analyst.

Furthermore, Moody's continues to view its credit metrics as
weakly positioned for the current B2 CFR, especially given the
challenging market conditions for food manufacturers in the UK as
the price war between grocers shows no sign of easing.  The
recent outcome of the UK referendum to leave the European Union
may also lead to a period of economic uncertainty.

As of April 2, 2016, Premier Foods' Moody's-adjusted debt to
EBITDA stood at 6.6x, including an adjustment for the company's
gross IAS 19 pension deficit of GBP420 million under the Premier
schemes but excluding the surplus under the RHM schemes as per
Moody's methodology.  Also, the company's leverage as at 2015/16
fiscal year-end does not reflect average drawings under the
revolving credit facility throughout the year because drawings
tend to reach a low point at year-end.  Moody's views this level
of leverage as high for the current B2 CFR but it is materially
lower than the leverage of 8.0x as of April 4, 2015.

More positively, the ratings also reflect the company's (1)
position as a leading manufacturer of well established brands in
the UK ambient savory meal making and sweet foods segment, with a
track record of maintaining solid market share positions; (2)
high margins reflecting its branded-focus; (3) refocusing of the
business over the last 2-3 years underpinned by an active
innovation strategy and increased marketing spend; and (4)
agreement with the pension trustees to fix the annual level of
pension deficit contributions until the end of 2019.

Furthermore, the company's liquidity profile continues to be
adequate.  As of April 2, 2016, the company had cash balance of
GBP8 million and access to a GBP272 million revolving credit
facility due March 2019 (not rated) of which GBP55 million was
drawn.  Moody's also expects the company to maintain sufficient
headroom on the financial maintenance covenants attached to the
revolving credit facility.

                              OUTLOOK

The stable outlook reflects Moody's expectations that Premier
Foods will maintain credit metrics in line with its current B2
CFR over the next 12 to 18 months.  It does not incorporate a
change in financial policy or material debt-funded acquisitions.

               WHAT COULD CHANGE THE RATING UP/DOWN

Over time, there could be positive pressure if debt/EBITDA ratio
falls below 6.5x on a sustained basis and the company maintains
an EBIT margin above 10%, whilst generating positive free cash
flow (after pension contributions) and keeping a solid liquidity
profile.

Conversely, the ratings could be downgraded if the company's debt
protection ratios or liquidity profile deteriorate as the result
of a weakening of its operational performance, recognizing the
significant impact of the pension adjustment.  Quantitatively,
Moody's will consider downgrading the ratings if gross
debt/EBITDA rises towards 8.0x, if EBIT margin falls materially
below 10%, or if the liquidity profile deteriorates including
negative free cash flow (after pension contributions).

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

Headquartered in St Albans, UK and quoted on the London Stock
Exchange, Premier Foods plc is a branded ambient foods producer
to the UK retail market.  For the fiscal year ended April 2,
2016, Premier Foods reported revenues of approximately GBP772
million.


STANTON MBS I: Fitch Affirms CCCsf Rating on Class D Notes
----------------------------------------------------------
Fitch Ratings has upgraded Stanton MBS I Plc's class A-2 notes
and affirmed the remaining notes, as follows:

Class A-2: upgraded to 'BBBsf' from 'BB+sf'; Outlook Stable
Class B: affirmed at 'BBsf'; Outlook Stable
Class C: affirmed at 'Bsf'; Outlook Stable
Class D: affirmed at 'CCCsf'

Stanton MBS I is a securitization of European structured finance
assets, mainly mezzanine RMBS and CMBS assets of sub-investment
grade quality. The portfolio is actively managed by Cambridge
Place Investment Management LLP.

KEY RATING DRIVERS

Prepayments Drive Deleveraging
The upgrade of the class A-2 notes reflects an increase in credit
enhancement over the last 12 months. The transaction has
deleveraged significantly, distributing EUR24.1 million of
principal proceeds to noteholders on the last four payment dates.
The deleveraging was largely driven by prepayments in the UK RMBS
sector.

Portfolio Credit Quality Deteriorates
The credit quality of the remaining portfolio has deteriorated
slightly. The reported weighted average rating factor stands at
21.93, up from 16.80 in May 2015. There have been no defaults in
the portfolio over the last 12 months.

Long Expected Life
Fitch based its analysis on a time-to-repayment assumption for
the portfolio. The agency made the following bullet repayment
assumptions for assets that are not CMBS and are not currently
amortizing: 25 years from closing for RMBS assets and ten years
from closing for corporate CDO assets. For non-CMBS assets that
are currently amortizing Fitch used an average repayment date
assuming linear amortization between the analysis date and the
expected final payment date derived earlier. CMBS assets, as well
as those assets where the above calculation yielded an expected
repayment date prior to the analysis date, were assumed to repay
on their legal final maturity date.

Fitch's overall weighted average life assumption for the
portfolio is 13.3 years.

RATING SENSITIVITIES

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

A 25% reduction in expected recovery rates would lead to a
downgrade of up to one notch for the rated 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.

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

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


VARDEN NUTTALL: Creditors Face GBP1.4 Million Shortfall
-------------------------------------------------------
Insider Media reports that creditors of Varden Nuttall, a Greater
Manchester-based insolvency firm that fell into administration in
March, could miss out on almost GBP1.4 million, new documents
have revealed.

Varden Nuttall entered administration on March 24, 2016, with FRP
Advisory partners Benny Woolrych and Phil Pierce as well as
Harrisons Business Recovery and Insolvency's Paul Boyle and Tom
Bowes appointed joint administrators by the company's directors.
Incorporated in 2003, Varden Nuttall sources, converts and
manages a portfolio of personal insolvency cases from its
premises on Moor Street in Bury.

Varden Nuttall's portfolio comprises 2,500 individual voluntary
arrangements for consumers across England and Wales and 300 trust
deeds for consumers in Scotland. It posted a GBP3.7 million
turnover in audited results for the year ending March 29, 2015.

Citing newly published statement of administrator's proposals,
dated May 19, 2016, Insider Media relates that the company
suffered operational issues in early 2016 that resulted in a
working capital shortfall. Administrators were subsequently
appointed following consultation with professional advisers and
secured creditors Barclays Bank and Reward Capital.

On appointment, the administrators have retained all 30 members
of staff and continued to trade the business with a view to
managing the personal insolvency cases to a conclusion, Insider
Media says.

Insider Media relates that a statement of affairs signed by a
company director and dated May 24, 2016, estimates that the
company had GBP272,256 of assets available for distribution at
the point of administration.

According to the report, preferential creditor claims are
estimated at GBP29,780 while GBP57,451 is set aside for the
prescribed part, leaving GBP185,025 for floating charge holders.
But GBP785,220 is owed through a Barclays mortgage, GBP228,174
via a Barclays overdraft and GBP305,900 through a Reward Capital
loan, meaning that floating charge holders face a combined
shortfall of GBP1.13 million.

Meanwhile, the statement set unsecured non-preferential claims at
GBP317,294.

After taking into account the prescribed part, this means that
Varden Nuttall's creditors could face a total shortfall of
GBP1.39 million, the report states.


YORKSHIRE COUNTY: Sale of Museum Mulled Following Debt Woes
-----------------------------------------------------------
Nick Hoult at The Daily Telegraph reports that Yorkshire is in
the process of selling their cricket museum to keep valuable
memorabilia out of the hands of liquidators should The Yorkshire
County Cricket Club ever go into administration.

According to The Daily Telegraph, the county will also benefit to
the tune of GBP750,000 if the Yorkshire Credit Foundation
successfully applies for Lottery money to fund the purchase of
the Headingley museum.  The proceeds of the sale will be used to
help pay interest on club debts of around GBP22 million, The
Telegraph discloses.

The precarious finances have forced the board to look to sell
some of their most important pieces following fears the
collection could be broken up and sold at auction if the club
went into administration, The Daily Telegraph relays.

While that is not a prospect this year, Yorkshire has been
alarmed by the problems at Durham and fear it would take only one
or two unforeseen problems to plunge them into crisis, The Daily
Telegraph notes.

The Daily Telegraph understands the YCF has applied for funding
from the Yorkshire and Humberside Lottery Committee which is
chaired by Sir Gary Verity, who is on the county board.  The club
is currently having their collection independently valued, The
Telegraph states.

Founded in 1863, The Yorkshire County Cricket Club is one of the
most successful cricket clubs in the world and is based in the
historic county of Yorkshire.



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


* Fitch Says EU SME CLO Performance Remained Stable in June 2016
----------------------------------------------------------------
Fitch Ratings said European SME CLO performance remained stable
in June 2016. Average 90-day delinquencies in Spain and Italy
remained almost unchanged in comparison to May 2016, at 1.7% and
2.4%, respectively.

These statistics are in the July edition of Fitch's SME CLO
Compare, which tracks the performance of all SME CLO transactions
monitored by the agency, based on their investor reports. The
report is updated on a monthly basis.

Throughout the month of June, Fitch reviewed five Spanish SME
CLOs. Senior and/or mezzanine notes that are not subject to
rating caps were upgraded, reflecting improved or stabilized
portfolio performance, coupled with increased credit enhancement
as a result of the portfolio's amortization.

FTA, Pymes Banesto 2's class A2 and B notes were upgraded to
'Asf' from 'BBB-sf' and to 'BBsf' from 'Bsf' respectively, on
June 3, 2016, as a result of improving performance and
significant increases in credit enhancement. The senior notes
amortized by EUR33.3 million, resulting in credit enhancement on
the class A2 and B increasing by 17% and 7.8%, respectively. The
PDL balance was reduced for the first time since the reserve fund
was depleted in 2012. The class C notes were affirmed at 'CCsf',
RE 0%.

Foncaixa FTGENCAT 3 FTA saw all but the class E notes upgraded on
June 14, 2016. The class A(G) notes' credit enhancement has
increased substantially, to 36.3% from 30.1% over the past year,
which has been reflected -- together with the stabilized portfolio
performance -- in the note's upgrade, to 'AA+sf' from 'A+sf'. The
transaction, as well as its sibling transaction, Foncaixa
FTGENCAT 4 FTA, both benefit from an unusual swap. The ratings of
FTGENCAT 3 class C and Foncaixa FTGENCAT 4's class A(G) notes are
capped at the swap counterparty's rating of 'BBBsf'. The
stabilized performance of the underlying portfolio however, led
to the upgrade of the mezzanine class B and C notes, to 'BB+sf'
from 'BBsf' and 'BB-sf' from 'Bsf', respectively.

On June 20 Fitch upgraded BBVA 6 FTPYME, FTA's class B notes to
'BBsf' from 'B-sf', Outlook Stable, whilst affirming the class C
notes at 'Csf', RE 0%. The upgrade reflected improving portfolio
performance, as well as increased credit enhancement, resulting
from portfolio amortization; credit enhancement on the class B
notes had increased to 22% from 12.5% at the previous review.

FTPYME BANCAJA 6's class B notes were upgraded to 'BBsf' from
'Bsf' as a result of the improved performance of the underlying
portfolio. Over the past year, delinquencies over 90 days halved
and recoveries increased marginally. However, portfolio
concentrations remain high and the reserve fund remains depleted.
All remaining notes were affirmed, with the class A notes being
capped at its current rating of 'Asf', due to payment
interruption risk.


                            *********

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

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

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


                            *********


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

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

Copyright 2016.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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Information contained herein is obtained from sources believed to
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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                 * * * End of Transmission * * *