TCREUR_Public/160804.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, August 4, 2016, Vol. 17, No. 153


                            Headlines


A Z E R B A I J A N

AZERBAIJAN: S&P Affirms 'BB+/B' Short Term Ratings, Outlook Neg.


B E L A R U S

FRUKTEST: Magilev Court Commences Bankruptcy Proceedings


B U L G A R I A

BULGARIAN ENERGY: Moody's Assigns Ba1 CFR, Outlook Stable


F R A N C E

BISOHO SAS: S&P Affirms Preliminary 'B' CCR, Outlook Stable
NOVARTEX SAS: S&P Lowers CCR to 'CCC', Outlook Negative


G E R M A N Y

TALISMAN-7 FINANCE: S&P Lowers Rating on Class F Notes to D


H U N G A R Y

KUN-MEDIATOR: Liquidation Commences, Client Recovery Uncertain


I R E L A N D

EUROPE FUNDING IV: Fitch Affirms 'Csf' Ratings on 4 Note Classes
JAZZ SECURITIES: Moody's Retains Ba3 CFR, Outlook Negative


I T A L Y

MONTE DEI PASCHI: Bank Investor Comments on Rescue Proposal


K A Z A K H S T A N

KAZAKHSTAN UTILITY: Fitch Affirms 'BB-' LT Issuer Default Ratings
QAZAQ BANKI: S&P Affirms 'B-/C' Counterparty Credit Ratings


L U X E M B O U R G

SODRUGESTVO GROUP: Fitch Affirms 'B-' FC Issuer Default Rating


N E T H E R L A N D S

E-MAC NL 2007-NHG II: Moody's Cuts Class B Notes Rating to Caa2
GLOBAL UNIVERSITY: Moody's Lowers CFR to B3, Outlook Stable


P O R T U G A L

CAIXA GERAL: S&P Affirms 'BB-/B' Counterparty Credit Ratings


R U S S I A

VNESHECONOMBANK: S&P Affirms 'BB+/B' ICRs, Outlook Remains Neg.


S E R B I A

JAGODINSKA PIVARA: To Undergo Liquidation, Debt Exceeds RSD2.5BB


S P A I N

ENCE ENERGIA: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR


U N I T E D   K I N G D O M

DEUTSCHE PFANDBRIEFBANK: S&P Cuts Ratings on 5 Note Classes to CC
LONDON & REGIONAL: Moody's Reviews Class C Notes' B1 Rating
MONEY PARTNERS 2: S&P Affirms BB- Rating on Class B1 Notes
OAK FM: In Liquidation, Stops Broadcasting
RESLOC UK 2007-1: S&P Raises Rating on Class E1b Notes to B+

RJ HERBERT: Administrators Unable to Find Buyer for Firm
SANDS HERITAGE: Recovery for Unsecured Creditors Uncertain
SANTANDER ASSET: Moody's Affirms Ba2 Corporate Family Rating
SOUTHERN PACIFIC: Fitch Issues Correction to 2015 Ratings Release
SILVERSTAR FOODS: Closes for Good as Administrators Called in

VM LANGFORDS: In Liquidation, Calls in Quantuma
VOUGEOT BIDCO: S&P Affirms 'B' CCR, Outlook Remains Stable
WOOKY ENTERTAINMENT: Enters Into Administration

* Cosgrave Joins K&L Gates' London Finance Practice


                            *********



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A Z E R B A I J A N
===================


AZERBAIJAN: S&P Affirms 'BB+/B' Short Term Ratings, Outlook Neg.
----------------------------------------------------------------
S&P Global Ratings revised the outlook on the long-term sovereign
credit ratings on the Republic of Azerbaijan to negative from
stable.  At the same time, S&P affirmed the 'BB+/B' long- and
short-term ratings on Azerbaijan.

                              RATIONALE

The outlook revision primarily reflects what S&P sees as risks of
Azerbaijan's weak economic performance becoming more persistent.
S&P now expects the economy will contract by 3% in 2016 (compared
to our prior expectation of a milder 1% recession), before
recovering to about 3% economic growth after 2017.  In S&P's
view, should the anticipated recovery not materialize, this could
have several negative implications.  Specifically, S&P believes
that declining living standards may reduce the sovereign's fiscal
flexibility in the future as the authorities are pressed to hike
spending for social or political reasons.  It could also put
additional strain on the already vulnerable banking system.  Both
scenarios could put pressure on S&P's ratings on Azerbaijan.

Azerbaijan depends heavily on the hydrocarbons sector, which
represents about 40% of GDP and close to 95% of merchandise
exports.  Preliminary estimates suggest that real GDP reduced by
over 3% in year-on-year terms over January-June 2016.  S&P has
revised down its growth forecasts and now anticipate the
Azerbaijani economy to contract by 3% in 2016.  Nevertheless, S&P
continues to expect the recession to be short-lived, with the
economy returning to growth already in 2017, partly supported by
the foreign investments linked to the large Shah Deniz II gas
project, which will bring gas from Azerbaijan to Europe.

"At the same time, we now see more significant downside risks to
growth than we previously expected.  Although the weak
macroeconomic performance in the first half of 2016 is likely
partly due to lower government spending, we believe it
nevertheless highlights the size of the negative impact of last
year's considerable decline in oil prices on domestic investments
and income levels.  This impact is more significant than we
anticipated.  We also continue to see risks to Azerbaijan's
future economic performance if some of the foreign investments in
the oil and gas sector do not materialize as planned or are
delayed.  This could be the case, for example, if oil prices do
not recover in line with our current expectations," S&P said.

"We believe that against the background of oil prices recovering
only moderately in 2017-2018, overturning the more adverse
economic trends would increasingly depend on the government's
reform agenda including through the promotion of fundamental
economic and institutional changes and stepping up efforts to
diversify the economy.  We note that several past government
policies have demonstrated prudence, as shown for example by the
accumulation of a sizable fiscal buffer in the sovereign wealth
fund SOFAZ.  Our current baseline macroeconomic forecast reflects
our view that the government should be able to offer a sufficient
response to break an ongoing negative economic trend.  However,
if this turned out not to be the case, it could put pressure on
the sovereign ratings," S&P noted.

Specifically, S&P believes persistent low growth could have
fiscal implications.

For example, a prolonged and sizable contraction in incomes could
negatively affect the central government's revenue performance.
At present, S&P views Azerbaijan as having a high degree of
fiscal flexibility, primarily due to the large fraction of
capital expenditures within the overall budget that S&P believes
could be cut or delayed if needed. At the same time, a sustained
deterioration in living standards could force the government to
hike social spending, reducing this available fiscal lever.

"Falling incomes have already resulted in rising nonperforming
loans, posing challenges to the country's banks.  In our view, if
the downturn proves more significant then we presently expect,
this could further pressure the already vulnerable financial
system.  Although we continue to view the government's contingent
liabilities as limited, we believe there could be risks if the
authorities were forced to intervene to support ailing systemic
banks.  While we note that the government has recently not
supported several small banks in distress, it has extended
considerable assistance to the large International Bank of
Azerbaijan," S&P said.

S&P also believes that risks surrounding the long-frozen regional
conflict with Armenia over the Nagorno-Karabakh territory have
risen.  A material escalation of the dispute was reported in
spring 2016 with heavy fighting and fatalities, one of the most
significant intensifications of the conflict since the end of war
in the 1990s.  That said, S&P still do not expect a return to a
full armed confrontation over the next few years.

In S&P's view, Azerbaijan continues to benefit from a strong
fiscal position, which supports S&P's ratings.  It is largely
underpinned by the sovereign oil fund, SOFAZ, whose assets are
mostly invested abroad.  Owing to last year's manat devaluation,
assets have increased in local currency terms and S&P expects
they will amount to about 95% of GDP as of end-2016.

Substantial SOFAZ assets also underpin Azerbaijan's strong
external position:

S&P estimates that the country's net external asset position
peaked at about 60% of GDP as of end-2015.  That said, Azerbaijan
does not publish official International Investment Position
statistics and S&P believes its estimates could understate
external risks.

Following a decade of strong external current account surpluses
of more than 20% of GDP on average, Azerbaijan's current account
posted a deficit of 0.4% of GDP in 2015 as nominal exports
contracted sharply in response to lower oil prices while imports
remained elevated.  That said, S&P do not expect a widening of
last year's deficit in 2016 because the sizable contraction in
domestic consumption will likely lead to a reduction in imports.
S&P anticipates that the current account surpluses will re-emerge
from 2017 as oil prices recover and gas exports from the new Shah
Deniz II field begin.  The surpluses will remain much smaller
than previously, even as the gas exports kick in, because of
depletion in existing oilfields and profit repatriation to the
foreign partners in the new gas field.

S&P's ratings on Azerbaijan remain constrained by the limited
effectiveness of its monetary policy.  In S&P's view, the
decision by the Central Bank of Azerbaijan (CBA) to abandon the
manat's peg to a basket of dollars and euros at the end of last
year has helped to staunch the accumulated external pressures and
husband the foreign exchange reserves.  Having declined to
approximately $5 billion in 2015 from close to $14 billion in
2014, the reserves have stabilized at close to $4.3 billion.  S&P
forecasts them to remain around this level through 2017.

At the same time, S&P believes that, apart from setting the
country's foreign exchange regime and undertaking interventions,
the CBA's ability to influence economic developments remains
considerably constrained.  S&P estimates that following last
year's local currency devaluations, the resident deposit
dollarization has reached nearly 80%, which severely limits the
CBA's attempts to influence domestic monetary conditions.  In
addition, Azerbaijan's local currency debt capital market remains
small and underdeveloped, in S&P's view.

                              OUTLOOK

The negative outlook reflects the risk that S&P could lower the
ratings over the next 12 months if it was to assess the
government's policy response as insufficient to support an
acceleration in economic growth in line with S&P's current
projections.  This, in turn, could have negative implications for
the country's fiscal position and its banking system.  Although
it is not S&P's baseline scenario, it could also lower the
ratings if external pressures were to intensify again as
evidenced by, for instance, a material decline in the CBA's
foreign exchange reserves or the sovereign wealth fund SOFAZ.

The ratings could stabilize at current levels if Azerbaijan's
economic growth prospects were to materially improve without
creating additional imbalances.

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 agreed that the economic assessment had
deteriorated and that the monetary assessment had improved.  All
other key rating factors were unchanged.

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
Azerbaijan (Republic of)
Sovereign Credit Rating
  Foreign and Local Currency           BB+/Neg./B    BB+/Stable/B
Transfer & Convertibility Assessment  BB+           BB+


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B E L A R U S
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FRUKTEST: Magilev Court Commences Bankruptcy Proceedings
--------------------------------------------------------
Fresh Plaza reports that the Economic court of the Magilev region
has started proceedings concerning the economic insolvency
(bankruptcy) of Fruktest.

According to Fresh Plaza, a company called the Consulting Bureau
has been appointed to carry out the procedure.

Credit claims can be carried out over the course of two months
and the hearing on the case has been scheduled for Oct. 11, Fresh
Plaza discloses.

Importers previously said the currency crisis and the state
regulation of fruit and vegetable prices has dealt a blow to the
financial situation of a lot of companies, Fresh Plaza relates.

Fruktest is one of the biggest importers of fruit and vegetables
for the domestic market in Belarus and has a network of offices
across the whole country.



===============
B U L G A R I A
===============


BULGARIAN ENERGY: Moody's Assigns Ba1 CFR, Outlook Stable
---------------------------------------------------------
Moody's Investors Service has assigned a definitive Ba1 corporate
family rating and assigned a probability of default rating of
Ba1-PD to Bulgarian Energy Holding EAD.  Concurrently, Moody's
has assigned a definitive Ba2 rating to the EUR550 million 4.875%
senior unsecured bonds due in 2021 (the Bonds), to be issued by
BEH on Aug. 2, 2016, with a loss-given default (LDG) assessment
of LGD5.  The rating outlook is stable.

                        RATINGS RATIONALE

BEH's Ba1 corporate family rating reflects (1) the group's
dominant position within the electricity generation industry in
Bulgaria, which is an exporter of power to the wider Balkan
region; (2) its improving financial profile as a result of tariff
deficit reduction measures put in place in August 2015 and
expectation that these will continue to support the company's
cash flows at least until the market becomes liberalized; and (3)
its ownership of Bulgaria's main gas transit and transmission and
electricity transmission assets.

However, the rating is constrained by (1) the volatile earnings
profile of the group which limits cash flow visibility; (2) the
uncertainty with respect to full liberalization of the wholesale
power market in Bulgaria and its impact on BEH; (3) the
relatively untransparent nature of the regulation of the gas and
electricity transmission assets and the gas transit contracts;
and (4) a weak liquidity management policy.

The rating incorporates three notches of uplift to BEH's
standalone credit quality, expressed as a baseline credit
assessment (BCA) of b1, to reflect the high likelihood that the
Government of Bulgaria (Baa2 stable), BEH's 100% owner, would
step in with timely support to avoid a payment default of BEH if
this became necessary.  BEH's BCA is considered weakly positioned
at the b1 level.

BEH's strategy is to consolidate debt at the holding company
level and with the issuance of the EUR550 million bonds this is
expected to account for over 70% of total group debt.  Holding
company debt service is predominantly reliant on dividends being
upstreamed, ensured through BEH's operating subsidiaries being
required to distribute half of their net profits after certain
allocations to retained earnings and reserves.  Nevertheless,
unsecured holding company creditors would be legally or
structurally subordinated to claims of existing senior secured
lenders and unsecured lenders/trade creditors of the
subsidiaries.

Moody's notes that the issuance of the Bonds improves BEH's
liquidity significantly, as it is sufficient to address its near
term debt maturities, mainly consisting of the EUR535 million
bridge to bond facility due in April 2017.  It will enable the
company to remove near term refinancing risk and create financial
flexibility to more comfortably accommodate potential cash flow
volatility.  However, Moody's cautions that the group's liquidity
management practices are weak and are fully reliant on internal
cash flow generation.

                   RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects the fact that, while BEH's standalone
credit profile may be pressured over the short to medium term,
the strategic role of the company in the Bulgarian energy sector
and the oversight and support given by the Government would be
supportive of BEH's overall financial status.  Moody's notes the
letter of support that the Bulgarian Government has provided to
the holders of the Bonds as outlined in the Bonds prospectus.

The b1 BCA of BEH could be downgraded if BEH were to make
significant payments under a recent arbitration award without
receiving compensating amounts that had the effect of materially
weakening its financial profile.  The International Court of
Arbitration recently judged that Natsionalna Eletricheska
Kompania EAD (a BEH subsidiary) should be required to pay EUR550
million plus accruing interest to Atomstroyexport (ASE) with
respect to nuclear equipment manufactured by the latter for the
cancelled Belene project in Bulgaria.  The stable outlook
reflects Moody's view that a one notch downgrade of the BCA may
not result in a downgrade of the final rating.

                WHAT COULD CHANGE THE RATING UP/DOWN

Currently, there is limited upward rating potential in light of
the uncertainties over the settlement of the Belene arbitration
award and the timing and nature of the full liberalization of the
wholesale electricity market and its impact on BEH.

Downward rating pressure may develop if (1) BEH does not receive
timely support from the Government if such were needed, including
for potential payments to ASE; or (2) Moody's were to reassess
the estimate of high support from the Government of Bulgaria; or
(3) the Government's rating were to be downgraded.

Moody's would expect BEH to maintain FFO/debt of at least in the
high teens in percentage terms to maintain the existing b1 BCA.
Downward pressure could be exerted on the BCA if (1) the positive
regulatory changes implemented in 2015 were to be reversed as a
result of market liberalization or other reasons, and this were
to cause further deficits incurred by BEH; and (2) changes in
BEH's operating environment, including due to market
liberalization, led to a significant deterioration in its
financial profile.

The methodologies used in these ratings were Regulated Electric
and Gas Utilities published in December 2013, and Government
Related Issuers published in October 2014.

Bulgarian Energy Holding EAD is the incumbent 100% state owned
electricity and gas utility in Bulgaria.  It owns around 50% of
the electricity generation facilities in the country, including
the 2,000MW nuclear power plant, 2,713 MW of hydro plants, as
well as a lignite plant, the input fuel for which is sourced at
BEH-owned mining facilities.  Through its subsidiary Natsionalna
Elektricheska Kompania EAD, it is the single trader on the
regulated wholesale power market.  It also owns and operates the
high voltage electricity transmission grid and the gas
transmission and transit networks in Bulgaria, and is also the
main regulated wholesale gas supplier.  In 2015, BEH group
generated BGN675 million of EBITDA (around EUR345 million).


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F R A N C E
===========


BISOHO SAS: S&P Affirms Preliminary 'B' CCR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings affirmed its preliminary 'B' long-term
corporate credit rating on BiSoho S.A.S., the parent of France-
based apparel retailer Groupe SMCP (SMCP).  The outlook is
stable.

At the same time, S&P affirmed its preliminary 'B' issue rating
on BiSoho's proposed EUR471 million senior secured notes which
BiSoho looks to issue as a combination of fixed rate and a
floating rate notes.  The recovery rating on these instruments is
'3', reflecting S&P's expectation of meaningful (50%-70%)
recovery in the event of default.

S&P also affirmed its preliminary 'BB-' issue rating on BiSoho's
proposed EUR70 million super senior secured revolving credit
facility (RCF).  The recovery rating on this instrument is '1',
reflecting S&P's expectation of very high (90%-100%) recovery in
the event of default.

The preliminary rating is subject to the successful issuance of
the senior notes and the RCF, S&P's review of the final
documentation.  If S&P Global Ratings does not receive the final
documentation within a reasonable time frame, or if the final
documentation departs from the materials S&P has already
reviewed, it reserves the right to withdraw or revise its
ratings.

The preliminary ratings reflect S&P's view of BiSoho's highly
leveraged financial risk profile and fair business risk profile,
that being the same underlying SMCP business that will be
acquired by BiSoho from financial sponsor, KKR Retail Partners.
BiSoho is the proposed holding company that will be used as the
investment vehicle to acquire a majority stake in SMCP.

"We view the proposed change of ownership as generally neutral
from a credit perspective.  We do not consider the credit profile
of the broader Shandong Ruyi Group to be a constraint and it does
not provide any additional uplift to SMCP's stand-alone credit
profile.  In our view, SMCP is a subsidiary with a moderately
strategic level of importance to its ultimate parent, Shandong
Ruyi Group.  We view the SMCP investment as beneficial to
Shandong Ruyi Group's longer-term strategy, providing the group
with investment diversification into the European market, while
also providing the potential for some synergistic benefits such
as supporting SMCP's continued penetration strategy into Asia,"
S&P said.

As part of the proposed transaction, SMCP has also announced
plans to refinance its current debt structure by issuing EUR471
million of senior secured notesthat BiSoho is looking to issue as
a combination of fixed rate and a floating rate notes (EUR371
million senior secured fixed rate notes and EUR100 million of
senior secured floating rate notes).  A new RCF of EUR70 million
will also be put in place.  Proceeds will be partially used to
fund the acquisition by BiSoho and to repay existing SMCP debt.

"In our view, SMCP's proposed capital structure under new
ownership will result in a highly leveraged financial risk
profile, with S&P Global Ratings-adjusted debt to EBITDA of about
5.5x-6.0x.  The proposed capital structure includes EUR371
million senior secured fixed rate notes, EUR100 million of senior
secured floating rate notes, and a EUR70 million RCF, which will
be initially undrawn and used to support company's liquidity.
Also forming part of the proposed capital structure is a EUR280
million payment-in-kind (PIK) shareholder loan instrument that we
include as debt in our ratio calculations.  Excluding the PIK
instrument, we expect SMCP's reported debt-to-EBITDA to be about
4.5x in fiscal 2016," S&P noted.

S&P continues to assess SMCP's business risk profile as fair,
albeit at the lower end of the category.  The group operates in
the highly fragmented affordable luxury segment, bearing inherent
fashion risk.  The company aims to minimize this risk by focusing
on already-existing trends, however, the company is exposed to
fashion trends, including the risk of missing or adopting a trend
too late.  Partially mitigating this risk is SMCP's underlying
business model, weighted heavily toward directly operated stores,
which represent 94% of sales.  This provides the company with
greater control and responsiveness, allowing it to capitalize on
market trends and meet customer demand.

S&P's base-case assumes:

   -- A slow but gradually improving French economy, with S&P's
      forecast of GDP growth of 1.3% in 2016 and 1.5% in 2017;

   -- Continued execution of the store network expansion
      strategy, with the opening of about 90 new points of sale
      annually;

   -- Positive like-for-like sales, together with store network
      expansion, enabling the company to achieve double-digit
      revenue growth over the next two years;

   -- Capital expenditure (capex) of EUR35 million-EUR45 million
      per year; and

   -- Continued cost control supporting the sustainability of
      EBITDA margins at about 26% on an S&P Global Ratings-
      adjusted basis.

Based on these assumptions, and following the expected completion
of the refinancing transaction, S&P arrives at these credit
measures over 2016 and 2017:

   -- Funds from operations (FFO) to debt of between 8%-12% in
      2016 and 2017;

   -- Adjusted debt to EBITDA of between 5.5x-6.0x in 2016,
      improving to between 5.2x-5.7x in 2017; and

   -- FOCF to debt of between 5%-10% in 2016 and 2017.

The stable outlook reflects S&P's view that the company will
continue to successfully execute its store expansion strategy,
which will be supported by positive like-for-like sales growth.
S&P expectz this to translate into continued earnings growth and
positive FOCF generation, enabling the company to achieve EBITDA
interest coverage of about 2x.  It also reflects S&P's view that
the proposed change of ownership will not represent a major
change or have any detrimental impact on SMCP's strategy,
operations, or financial profile.

The ratings could be lowered should SMCP's store expansion
strategy -- particularly into new regions -- falter, resulting in
materially lower earnings and cash generation.  Any material
deterioration in profitability could also lead S&P to revise its
assessment of SMCP's business risk profile to weak from fair.  A
negative rating action could arise from the inability to sustain
positive FOCF or if adjusted EBITDA interest coverage fell
significantly, leading to a deterioration of the company's
liquidity position.

S&P views the potential for a positive rating action as remote
over the next 12 months.  This is due to S&P's expectation that,
upon exit of the current financial sponsors, KKR Retail Partners,
the rating on SMCP will likely become constrained by S&P's view
of the broader group credit profile of the Shandong Ruyi Group.
Any positive rating action would likely require a successful
operating and financial policy track record under new ownership,
as well as our view of a stronger credit profile for the broader
group.


NOVARTEX SAS: S&P Lowers CCR to 'CCC', Outlook Negative
-------------------------------------------------------
S&P Global Ratings said it has lowered its long-term corporate
credit rating on Novartex S.A.S., the parent company of
France-based mass-market apparel and footwear retailer Vivarte
Group, to 'CCC' from 'CCC+'.  The outlook is negative.

At the same time, S&P lowered its issue rating on the
EUR500 million super senior bonds issued by subsidiary Vivarte to
'CCC' from 'CCC+'.  The recovery rating on these notes is '3',
reflecting S&P's expectation of meaningful (50%-70%) recovery for
creditors in the event of a default.

S&P also lowered its issue rating on the EUR780 million senior
reinstated debt issued by Novarte to 'CC' from 'CCC-'.  The
recovery rating on these notes is '6', reflecting S&P's
expectation of negligible (0%-10%) recovery for creditors in the
event of a default.

The downgrade reflects S&P's view that, without an unforeseen
positive development, Vivarte Group is likely to announce a
distressed exchange or other debt restructuring in the next 12
months.

The company recently announced that it has appointed a special
mediator (mandataire ad hoc), Helene Bourbouloux, to seek an
agreement between the company and its lenders and shareholders in
order to address the long-term sustainability of its capital
structure.  For the moment, the company has not released any
further details about its intentions or actions regarding its
capital structure.

On a S&P Global Ratings-adjusted basis, Vivarte Group's capital
structure includes, alongside the senior debt, EUR800 million of
convertible bonds ("obligations remboursables en actions" or ORA)
and EUR451 million of operating-lease adjustments.  S&P believes
that lease-adjusted ratios tend to significantly understate the
group's leverage, given the short-term nature of the group's
operating leases.  S&P therefore bases its analysis on other
ratios, such as reported debt to EBITDA, which better reflects
the highly leveraged nature of Vivarte Group's financial risk
profile. The reported gross-debt-to-last-12-months' EBITDA ratio
was about 30x at the end of August 2015, including ORA (19x
excluding ORA).

Given the divergent objectives of the EUR500 million super-senior
bond holders and the holders of the EUR780 million reinstated
senior debt -- who are also the company's shareholders -- S&P
believes that a distressed exchange or other debt restructuring
appears likely within 12 months, absent an unforeseen favorable
development.  S&P would consider such debt restructuring as a
default.  At the same time, S&P do not consider such a
development as inevitable due to the absence of short-term debt
maturities and modest cash interest expense.

Vivarte's operating performance is weak and S&P expects it to
remain this way.  Soft trading in footwear and apparel markets in
France and a decline in full-price sales in the product mix have
resulted in profitability and cash generation weakening further.
S&P believes that reported free operating cash flow will continue
to be strongly negative over the near term, as evidenced by the
EUR240 million outflow in the nine months to May 2016, which
compares to the EUR256 million outflow posted for the financial
year to August 2015.

S&P's base-case scenario assumes these for Vivarte Group:

   -- Already weak credit measures (adjusted debt to EBITDA of
      about 10x and funds from operations to debt of about 3.5%
      at Aug. 31, 2015) to deteriorate further through the
      balance of 2016 and into 2017 due to lower EBITDA.

   -- An inability to generate sufficient free cash flow to help
      pay down the company's debt or show signs of growth,
      thereby making it more difficult for Vivarte Group to
      refinance its debt maturing in 2019.

The negative outlook primarily reflects S&P's view of the
increased likelihood that Vivarte Group could undergo debt
restructuring within the next 12 months as evidenced by its
decision to appoint a special mediator in negotiations between
the company, its lenders, and shareholders.

S&P would take a negative rating action if the company announces
a distressed exchange, which S&P would likely view as tantamount
to default.  Likewise, S&P could lower the ratings if Vivarte
Group faces higher short-term risk of a liquidity crisis.

Although S&P views it as unlikely in the next 12 months, an
upgrade could result from a material improvement in operating
performance, alleviating the risk of debt restructuring over a
12-month horizon and improving the propsects of timely
refinancing and full repayment of the company's debt.


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


TALISMAN-7 FINANCE: S&P Lowers Rating on Class F Notes to D
-----------------------------------------------------------
S&P Global Ratings lowered its credit ratings on Talisman-7
Finance Ltd.'s class C, D, E, and F notes.  At the same time, S&P
has affirmed its ratings on the class G, H, I, and J notes.

The rating actions follow interest shortfalls occurring on the
class E, F, G, H, I, and J notes.  They also reflect the
transaction's increased vulnerability to timing risk as it
approaches its legal final maturity in April 2017.

Talisman-7 Finance closed in June 2007, with notes totaling
EUR1.8 billion.  The original 10 loans were secured on commercial
properties in Germany.  Since closing, six loans have repaid.
The notes have a current outstanding balance of EUR281.5 million
and their legal final maturity date is in April 2017.  All of the
four remaining loans are in special servicing.

            THE MOZART LOAN (51.8% OF THE POOL BALANCE)

The whole loan balance is EUR268.2 million, with the securitized
balance in this transaction being EUR133 million.  The loan was
restructured in 2011 and the maturity date was extended until
April 2015.  The loan failed to repay at the extended maturity
date and is currently in standstill.

The loan is currently secured on four primarily office properties
in Germany.  One hundred properties have been sold since 2010.

Based on a December 2014 valuation of EUR21.59 million, the
senior loan-to-value (LTV) ratio is 616%.

S&P has assumed that the loan experiences losses in its 'B'
rating stress scenario.

            THE WAGNER LOAN (22.8% OF THE POOL BALANCE)

The whole loan balance is EUR89.7 million, with the securitized
loan being EUR64.9 million.  The loan has been in special
servicing since August 2010 and matured in January 2012.  The
property is under forced administration.  The special servicer
and borrower are discussing a borrower led sale of the property.

The loan is secured on a 33-building technology park located in
Bergisch-Gladbach, Germany.

Based on a December 2013 valuation of EUR35.4 million, the
securitized loan LTV is 185.0%.

S&P has assumed that the loan experiences losses in its 'B'
rating stress scenario.

             THE HAYDN LOAN (22.5% OF THE POOL BALANCE)

The loan was fully securitized and has a current balance of
EUR64 million.  The loan failed to repay at maturity in January
2012 and the borrower filed for insolvency in May 2012.

The loan is secured by one office property in Germany.  Based on
a December 2013 valuation of EUR22.1 million, the securitized
loan LTV ratio is 290.0%.

S&P has assumed that the loan experiences losses in its 'B'
rating stress scenario.

             SCHUBERT LOAN (2.8% OF THE POOL BALANCE)

The Schubert loan entered special servicing in April 2013 after
breaching the LTV ratio covenant.  The loan is secured by a
single-let office property located in Chemnitz, Germany.  S&P has
assumed that the loan experiences losses in its 'B' rating stress
scenario.

                          RATING RATIONALE

S&P's ratings in this transaction address the timely payment of
interest (payable quarterly in arrears) and the payment of
principal no later than the April 2017 legal final maturity date.

Due to the approaching legal final maturity date, the class C and
D notes are becoming more vulnerable to nonpayment.  The issuer
faces at least a one-in-two likelihood of default.

As a result, S&P has lowered to 'CCC (sf)' from 'B- (sf)' and
'CCC+ (sf)' its ratings on the class C and D notes, respectively.
This is in line with S&P's criteria for assigning 'CCC' category
ratings.

The class E and F notes experienced an interest shortfall for the
first time on the July interest payment date.  S&P has therefore
lowered to 'D (sf)' from 'CCC (sf)' and 'CCC- (sf)' its ratings
on these classes of notes, respectively.  This is in line with
S&P's "Timeliness Of Payments: Grace Periods, Guarantees, And Use
Of 'D' And 'SD' Ratings" criteria.

In line with these criteria, S&P has affirmed its 'D (sf)'
ratings on the class G, H, I, and J notes as these classes
continue to suffer interest shortfalls and principal losses have
already been applied to these classes of notes.

RATINGS LIST

Talisman-7 Finance Ltd.
EUR1.826 Billion Commercial Mortgage-Backed Floating-Rate Notes

Class            Rating
         To                 From

Ratings Lowered

C       CCC (sf)            B- (sf)
D       CCC (sf)            CCC+ (sf)
E       D (sf)              CCC (sf)
F       D (sf)              CCC- (sf)

Ratings Affirmed

G       D (sf)
H       D (sf)
I       D (sf)
J       D (sf)


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


KUN-MEDIATOR: Liquidation Commences, Client Recovery Uncertain
--------------------------------------------------------------
MTI-Econews, citing daily Magyar Nemzet, reports that a
liquidation procedure was initiated against Kun-Mediator, a
travel agency that also provided clients with unlicensed investor
services.

According to MTI-Econews, current assets at Kun-Mediator might
only cover wages owed to employees, and Istvan Dobrossy, the
lawyer for the clients who lost money invested with the company,
said it remains to be seen if the police can uncover any
additional assets.

The police so far have interrogated 800 Kun-Mediator clients
concerning the case, but as many as 1,000 clients could have
suffered damages, MTI-Econews relates.  Mr. Dobrossy earlier
estimated that the client's losses could come to HUF10-HUF20
billion, MTI-Econews notes.

Kun-Mediator came under scrutiny by the police and the Hungarian
National Bank in 2015, after it was exposed that the travel
agency was offering investment services and managing billions of
forints of its clients' funds, without a license, MTI-Econews
relays.


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


EUROPE FUNDING IV: Fitch Affirms 'Csf' Ratings on 4 Note Classes
----------------------------------------------------------------
Fitch Ratings has affirmed House of Europe Funding IV PLC as
follows:

EUR91.2 million Class A1 notes (ISIN XS0228470588): affirmed at
'BBsf', Outlook Stable
EUR130 million Class A2 notes (ISIN XS0228472873): affirmed at
'CCsf'
EUR62.5 million Class B notes (ISIN XS0228474572): affirmed at
'Csf'
EUR5 million Class C notes (ISIN XS022847572): affirmed at 'Csf'
EUR49 million Class D notes (ISIN XS0228476197): affirmed at
'Csf'
EUR8.5 million Class E notes (ISIN XS0228477161): affirmed at
'Csf'

House of Europe Funding IV plc is a managed cash arbitrage
securitization of structured finance assets, primarily RMBS and
CMBS. The portfolio is managed by Collineo Asset Management GmbH.
The reinvestment period ended in December 2010.

KEY RATING DRIVERS
The affirmation reflects increases in credit enhancement (CE) for
the class A1 notes and broadly stable asset performance, which
offset the loss incurred by the transaction over the last 12
months. The class A1 notes have amortized by EUR58.1 million from
the principal proceeds and EUR514,883 from the excess spread over
the past year. This resulted in CE increasing to 48.8% from
35.1%, for the class A1 notes but declining for the under
collateralized class A2 to E notes.

Overall, the quality of the performing portfolio deteriorated
slightly as investment grade-rated assets decreased to 73.9% from
74.9% and CCC or below-rated assets increased to 13.5% from
10.8%. The transaction received EUR6.7 million recoveries over
the last 12 months, reducing current defaults to EUR60.6 million
from EUR67.3 million. A EUR1.75 million loss was realised from
one asset Prime 2006-1 after it reached legal maturity.

Fitch said, "In line with Fitch's criteria we modelled the
transaction's cash flows based on the pre- enforcement priority
of payments. This requires the payment of interest to the class
A2, B and C before payment of principal to the class A1 notes.
The best pass rating for the class A1 notes is below 'CCC', which
is driven by the higher interest rate scenario which Fitch
assumed a stress Euribor of 5.78% for the 'BB' rating."

The analysis shows that this scenario would trigger a missed
payment for at least the class C notes, which would lead to an
event of default under the transaction definitions and trigger a
switch to the post enforcement payment waterfall. This would lead
to a deferral of the class A2, B and C interest to after the
class A1 principal. Fitch's sensitivity test shows that the best
pass rating with timely payment of interest based on the post
enforcement waterfall would be significantly higher than the
class A1 notes' current rating.

An event of default would also give the senior noteholders the
right to sell the portfolio. Noteholders may decide to sell
despite par losses to the senior tranche, which would trigger a
downgrade of the class A1 notes to 'Dsf'.

Considering the sensitivity test in conjunction with the risk of
the portfolio being liquidated at a loss to the senior notes and
event of default Fitch decided to maintain the rating for the
class A1 notes at 'BB', above the model-implied rating, which is
a variation to the agency's criteria.

RATING SENSITIVITIES
Fitch analyzed the impact of further extensions on the expected
maturity dates on the ratings of the transaction. The stress
considered all underlying assets at their legal maturity date and
did not indicate any potential negative rating action.

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

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

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

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

SOURCES OF INFORMATION
The information below was used in the analysis.
-- Investor report as of 15 July 2016 provided by Deutsche Bank
    Trustee Company Limited
-- Loan-by-loan data as of 15 July 2016 provided by Deutsche
    Bank Trustee Company Limited


JAZZ SECURITIES: Moody's Retains Ba3 CFR, Outlook Negative
----------------------------------------------------------
Moody's Investors Service commented that Jazz Securities
Limited's invalided patents are credit negative.  However, there
are other patents protecting Xyrem.  There is no effect on Jazz's
current Ba3 Corporate Family Rating.  The rating outlook is
negative.

Jazz Securities Limited is an Irish subsidiary of Jazz
Pharmaceuticals plc, a specialty pharmaceutical company with a
portfolio of products that treat unmet needs in narrowly focused
therapeutic areas.  Total revenues for the twelve months ended
March 31, 2016, were approximately $1.4 billion.


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


MONTE DEI PASCHI: Bank Investor Comments on Rescue Proposal
-----------------------------------------------------------
Laura Noonan at The Financial Times reports that serial bank
investor Wilbur Ross said Monte dei Paschi di Siena's complex
rescue plan "doesn't leap off the page as an overwhelming
opportunity".

According to the FT, Mr. Ross, who backed the rescue of Bank of
Ireland and Greece's Eurobank, was also critical of the "very
tight" timeframe that investors have to evaluate the deal to save
the world's oldest bank.

On July 29, MPS announced that it would ask investors for EUR5
billion in capital later this year, and put EUR9 billion of bad
loans into a new vehicle, which will also sell bonds to
investors, the FT relates.

According to the FT, Mr. Ross said that even if the bank's
existing investors were totally wiped out, investors taking part
in the capital raising would still be paying 100% of book value
for MPS.

His team is evaluating the equity fundraising for MPS but
Mr. Ross, as cited by the FT, said: "I must confess it doesn't
leap off the page as on overwhelming opportunity."

He also described the proposals as having "come more or less out
of the blue" and said that it could be difficult for him or any
investors to "come to a sensible conclusion" within the deal's
timeframe, the FT notes.

"You probably need a little cooling-off period for people to
digest it before making big commitments," the FT quotes Mr. Ross
as saying.  "It wasn't too long ago that people thought MPS was
one of the better banks."

MPS hopes to sell equity in November, after the bad loans are
placed into the new vehicle, the FT discloses.

                    About Monte dei Paschi

Banca Monte dei Paschi di Siena SpA -- http://www.mps.it/-- is
an Italy-based company engaged in the banking sector.  It
provides traditional banking services, asset management and
private banking, including life insurance, pension funds and
investment trusts.  In addition, it offers investment banking,
including project finance, merchant banking and financial
advisory services.  The Company comprises more than 3,000
branches, and a structure of channels of distribution.  Banca
Monte dei Paschi di Siena Group has subsidiaries located
throughout Italy, Europe, America, Asia and North Africa.  It has
numerous subsidiaries, including Mps Sim SpA, MPS Capital
Services Banca per le Imprese SpA, MPS Banca Personale SpA, Banca
Toscana SpA, Monte Paschi Ireland Ltd. and Banca MP Belgio SpA.


===================
K A Z A K H S T A N
===================


KAZAKHSTAN UTILITY: Fitch Affirms 'BB-' LT Issuer Default Ratings
-----------------------------------------------------------------
Fitch Ratings has affirmed Limited Liability Partnership
Kazakhstan Utility Systems' (KUS) Long-Term Foreign and Local
Currency Issuer Default Ratings (IDR) at 'BB-' with Stable
Outlooks. The agency has also assigned a local currency senior
unsecured rating of 'BB-' to the domestic bond program of KZT12.3
billion and the KZT100 million bonds issued under it.

The affirmation reflects KUS's solid credit metrics and Fitch's
expectations that the company will maintain a strong financial
profile over 2016-2019, despite dividend payments starting from
2017 and high capex. The company's strong 1H16 financial and
operational results, stable regional market share, vertical
integration, benign regulatory regime in distribution segment at
present and absence of FX exposure are also supportive. KUS's
ratings are constrained by its limited size relative to larger
peers and 'BB' rated CIS companies, unfavorable regulatory
framework in generation segment and limitations in corporate
governance.

KEY RATING DRIVERS
No FX Exposure
Unlike most Fitch-rated CIS peers especially in Kazakhstan, KUS
is not exposed to foreign currency fluctuation risk as all of its
debt at end-1H16 was denominated in local currency, and
management expects all future borrowings to be raised in local
currency. All revenues and nearly all costs are tenge-
denominated. In end-July 2015, KUS successfully refinanced its
only foreign currency-denominated liabilities to Falah Investment
B.V. (private equity fund) of US$86.4 million via a local
currency-denominated loan from SB JSC Sberbank of Russia (BBB-/
Negative) for KZT16.3 billion (US$86.4 million). An interest
payment of KZT6.2 billion (US$36.4 million) under this liability
was also repaid in 2015 by an equity injection from KUS's
ultimate beneficiaries.

Senior Unsecured Aligned with IDR
KUS's KZT12.3 billion local currency bond program and the KZT100
million bonds issued under it are rated 'BB-', in line with its
Long-term Local Currency IDR, as the bonds will benefit from
sureties totalling KZT12.3 billion provided on a several basis by
Karaganda Zharyk LLP, Ontustik Zharyk Transit LLP, OntustikZharyk
LLP, Energopotok LLP, Karagandy Zhylu Sbyt LLP and Raschetniy
servisniy centr LLP, all wholly-owned subsidiaries of the group.
The KZT100 million bonds were purchased by two companies managed
by Ordabasy Group PEF LLP.

The senior unsecured rating is equal to KUS's Long-Term Local
Currency IDR, reflecting that the level of prior-ranking debt is
below Fitch's threshold of 2.0x-2.5x EBITDA. In addition, the
combined EBITDA of subsidiaries providing sureties for the bonds
comprised 50% of the group's 2015 EBITDA. An increase in prior
ranking debt to above 2.0x-2.5x EBITDA, lower level of sureties
from group entities or a material drop in the share of operating
entities providing sureties in the group EBITDA would indicate a
material possibility of subordination and, as a result, the
senior unsecured rating could be notched down from the IDR.

Strong 1H16 Results
Fitch said, "KUS demonstrated strong operational and financial
results in 2015 and 1H16. Electricity production rose by 2.2% yoy
in 2015 compared with a 3.3% decline in Kazakhstan and continued
to increase by 22.2% yoy in 1H16 vs. a 0.4% decline in
Kazakhstan. This resulted in EBITDA increase by 7% yoy in 2015
and 24% yoy increase in 1H16. Fitch expects Kazakhstan GDP to
decline by 1% and inflation to grow by 14% in 2016. We forecast
the company's financial profile to remain strong, with an average
EBITDA margin of about 28% over 2016-2019, which will support its
ratings. This is based on our assumptions of approved tariff
growth for distribution segment, and 0% tariff growth rate for
the generation segment for 2016-2018."

Evolving Corporate Governance
Fitch said, "We view corporate governance at KUS as weaker than
many larger state-owned Kazakh corporations rated in the 'BB'
category. KUS's supervisory board is chaired by Dinmukhamet
Idrissov (who owns Ordabasy Group PEF LLP -- a private equity
fund). The company's audited accounts list Magda Idrissova
(Mr. Idrissov's wife) as 99% owner of KUS's equity. We view the
non-transparent ownership structure and a potential non-
disclosure of related-party transactions as a rating weakness.
However, the company is taking steps to improve transparency by
going public over the medium term."

Sound Business Profile, Vertical Integration
KUS's business profile benefits from the company's near-monopoly
position in electricity generation, distribution and supply in
the central part of Kazakhstan (Karaganda region) and South
Region, which are highly populated (25% of country population).
An energy deficit in South Region, where the company generates
around 21% of FY2015 EBITDA supports demand for KUS's services
there. However, the business profile is constrained by the
company's small operations, for example, its market share of
around 4% of the country's electricity generation volumes, 3% by
installed capacity, and 8.5% by lengths of lines. The company is
smaller than Ekibastuz GRES-1 (BB+/Stable, with 12% market share
in electricity generation), but similar in size to CAEPCo
(B+/Stable).

The company is integrated across the electricity value chain with
the exception of fuel production and transmission, which gives it
access to markets for its energy output and limits customer
concentration. KUS derives its EBITDA equally from electricity
distribution (49.4% of 2015 EBITDA) and electricity and heat
generation (49.5%), with a minor contribution from supply (1.1%).
The heat generation business is loss-making due to regulated end-
user tariffs, which are kept low for social reasons. Fitch
expects the generation and distribution segments to remain the
main cash flow drivers for the group.

Further Expansion Plans
Fitch said, "KUS's strategy envisages further expansion into West
and East regions in Kazakhstan. It plans to participate in
privatization of 51% stake in Mangistau Electricity Distribution
Network Company (BB/Negative) and 100% stake in East-Kazakhstan
Regional Grid Company, although the company intends to remain
focused on profitability, according to management. We view this
as an aggressive target, given a potential acquisition price
totalling around KZT13 billion. However, according to KUS's
management, the final time and terms of privatization remain
unclear and the placement of the remaining portion of the bonds
program is dependent on them."

Credit metrics may weaken towards Fitch's guidelines for negative
rating action if the company increases capex on expansion plans
or potential M&A activity with no respective contribution to the
earnings. However, these will depend on market conditions and the
tariffs set for new assets.

Moderate Capex, Solid Credit Metrics
KUS's ratings are underpinned by the company's solid credit
metrics and stable financial profile, which is likely to remain
strong over 2016-2020. Its funds from operations (FFO) gross
adjusted leverage decreased to 1.6x in 2015 from 2.2x in 2014,
and FFO interest coverage was 7.1x in 2015 (10.0x in 2014). Fitch
expects KUS to remain well placed relative to CIS and
international peers based on these metrics, with FFO gross
adjusted leverage of below 2.0x and FFO interest coverage above
4.0x over 2016-2019.

Fitch said, "KUS's capex program is aimed at modernizing the
company's ageing generation capacity, as well as upgrading its
distribution network. Capacity expansion is expected by the
company to be moderate and will depend on approved tariffs. The
company estimates the investment program of KZT57 billion over
2016-2019, including maintenance capex on average of around
KZT8 billion. In our rating case, we assume capex in line with
management guidance."

Regulatory Environment
Following the postponement of the capacity market launch in
Kazakhstan until 2019, the regulator decided to freeze generation
tariffs and set them at 2015 levels for 2016-2018. However, in
electricity distribution five-year tariffs were approved using
the "cost plus allowable margin" methodology instead of
previously used "benchmarking".

Tariffs at Karaganda Zharyk LLP and Ontustik Zharyk Transit LLP
in 2020 compared with 2015 were approved with 4% and 6%
increases, respectively, in CAGR terms. The heat generation
business continues to be loss-making due to large heat losses and
regulated end-user tariffs, which Fitch assumes are kept low for
social reasons (heat generation is reported within overall
generation).

Potential Dividends
Fitch said, "We expect KUS to continue generating solid cash flow
from operations (CFO) of KZT20 billion on average over 2016-2019,
with likely positive free cash flow (FCF; before dividends) of
average KZT7 billion (KZT2.8 billion in 2015) over same period.
KUS's financial policy does not imply any dividends before the
company reached sustainable positive FCF. However, KUS is
considering undertaking an IPO and taking into account the
forecasted positive FCF (before dividends) in our rating case we
assume dividend payout of 100% from company's net profit for
2017-2019, which will result in FFO adjusted gross leverage
keeping still below 2.0x other things being equal."

KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Electricity generation growth of 3.5% in 2016 and in line
    with Fitch forecasted GDP of 2% over 2017-2019
-- Zero tariff growth in 2016-2018 in electricity generation and
    as approved by the regulator for electricity distribution and
    heat sales
-- Capex in line with management guidance
-- Inflation-driven cost increase
-- 100% dividend pay-out starting from 2017.

RATING SENSITIVITIES
Positive: Rating upside is limited in the foreseeable future,
although future developments that could lead to positive rating
action include:
-- Long-term predictability of the regulatory framework, with
    less political interference and a cost-reflective heat
    segment in a stronger operating environment.
-- Increased transparency of the ownership structure and
    generally stronger corporate governance.
-- Increased scale of business.

Negative: Future developments that could lead to negative rating
action, include:
-- Weaker-than-expected financial performance or financial
    guarantees for parent debt or aggressive M&A, leading to FFO
    gross adjusted leverage persistently higher than 3x (2015:
    1.6x) and FFO interest coverage below 4.5x (2015: 7.1x).
-- Committing to capex without sufficient available funding,
    worsening overall liquidity position.

LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity
Fitch said, "We view KUS's liquidity as adequate, assuming access
to available credit facilities, deposits and estimated positive
FCF for 2016F. At end-1H16 short-term debt amounted to KZT5.8
billion against cash and cash equivalents of KZT1.2 billion,
supplemented by deposits from SB JSC Sberbank of Russia of KZT4.1
billion and unused committed credit facilities of KZT6.7 billion
from Development Bank of Kazakhstan. The company is centrally
managed, including its treasury functions, across operating
subsidiaries by a single management board; we therefore focus on
the consolidated group in our credit analysis."

As of end-1H16, the major part of KUS's debt comprised of secured
loans from local banks raised at opcos' level. The largest
creditors are Development Bank of Kazakhstan (KZT17.8 billion),
Sberbank (KZT13.9 billion) and Tsesnabank (KZT0.6 billion). All
bank loans are nominated in tenge and have fixed interest rates.

FULL LIST OF RATING ACTIONS
Long-Term Foreign and Local Currency IDRs affirmed at 'BB-';
Outlook Stable
National Long-Term Rating affirmed at 'BBB+(kaz)'; Outlook Stable
Local currency senior unsecured rating assigned at 'BB-'
National senior unsecured rating assigned at 'BBB+(kaz)'


QAZAQ BANKI: S&P Affirms 'B-/C' Counterparty Credit Ratings
-----------------------------------------------------------
S&P Global Ratings said that it had revised its outlook on
Kazakhstan-based Qazaq Banki to negative from stable.  S&P
affirmed its 'B-/C' long- and short-term counterparty credit
ratings on the bank.

S&P also lowered its long-term Kazakhstan national scale rating
on Qazaq Banki to 'kzB+' from 'kzBB-'.

S&P has revised the outlook to negative because it sees a risk
that the bank's failure to restore capitalization to an adequate
level will leave it less able to absorb the higher credit losses
that S&P anticipates as its loan book seasons amid the prolonged
negative trends in Kazakhstan's economy and banking sector.

Although S&P has not revised its assessment of Qazaq Banki's
stand-alone credit profile (SACP, S&P's view of the bank's
intrinsic creditworthiness) from b-, S&P has revised its
assessment of Qazaq Banki's capital and earnings to moderate from
adequate.  S&P did this because, contrary to its expectations,
the bank's capitalization did not improve in 2015 and the first
half of 2016, reflecting its history of rapid asset growth, weak
profits, and lower-than-expected equity injections.  Therefore,
the year-end 2015 risk-adjusted capital (RAC) ratio (5.1%) was
lower than the 7% threshold for S&P's adequate capital
assessment. In our base case for 2016-2017, it will only be in
the moderate range of 5%-6%, supported by expected capital
inflows from the owners.

Low oil prices and the ensuing weak economic growth have eroded
the operating environment for all Kazakhstan-based banks.  Since
August 2015, there has been an approximate 50% depreciation of
the tenge against the U.S. dollar, which poses a significant risk
to banks' credit costs, liquidity, and capital, due to high
dollarization in the banking sector.

Against this background, S&P had anticipated that management
would take a more conservative approach to capitalization in
2015. However, that did not happen, mainly due to the bank's
aggressive growth strategy, according to which it has expanded
its assets by 118% in 2015.  This was significantly higher than
S&P's expectations and the Kazakh banking system average; the
majority of other market participants were not competing with
Qazaq Banki and were instead tightening underwriting standards
and reducing active lending to the economy.

Management plans a Kazakhstani tenge (KZT) 3.9 billion (about
US$11.0 million) conversion of subordinated bonds into shares in
November 2016, KZT9 billion shareholder capital injection in
December 2016, and KZT 12.5 billion in 2017.  However, S&P thinks
this will be insufficient to increase the RAC ratio above 7% in
view of the bank's planned growth of 30%-35% in 2016 and 15% in
2017.  Additionally, due to significant investments in
infrastructure and staff, high new loan-loss provisions, and
material net commission expenses, Qazaq Banki is generating
lower-than-peers' profits with an average return on average
assets at about 0.65% during 2011-2015 compared with the system
average of 1.3%.  Because S&P expects the bank to barely break
even in 2016-2017 -- mainly due to higher credit losses -- the
ability and willingness of the bank's majority shareholders to
inject further capital are vital in our view.

"In our base case we assume 2.4% credit losses in 2016-2017,
compared with a reported 1.6% for 2015.  However, the difficult
operating environment and the bank's unseasoned portfolio can
reveal unexpectedly higher credit losses, as time passes.  For
example, we think that nonperforming loans of 2.3% of total loans
as of May 31, 2016, are unsustainable and could increase by
significantly more than our base-case projections of 3.0%-3.5%.
If so, this implies a need for additional capital injections in
2016-2017 to compensate and sustain capitalization.  Unseasoned
loans aside, we see Qazaq Banki as particularly vulnerable to
higher losses given its higher-than-system-average share of
foreign currency lending, which forms 61% of the total loan book
as of June 30, 2016, against the system average of about 35%-40%.
Therefore, in case of further tenge weakening, we see the
potential for a material impact of deteriorating credit quality
of foreign exchange borrowers," S&P said.

The negative outlook on Qazaq Banki indicates that S&P might
lower the ratings in the next 12-18 months if the bank appears
unlikely to manage the consequences of rapid asset growth and
high prevailing downside risks, stemming from its higher-than-
peers' share of foreign exchange loans amid the negative trends
occurring in the economy and banking sector.

"We would expect to lower our long-term rating on the bank if the
economic slowdown and high industry risks in Kazakhstan have a
significantly adverse effect on Kazakhstan's banks' liquidity,
asset quality, and profitability and on Qazaq Banki in
particular. Likewise, a significant reduction of Qazaq Banki's
loss-absorption capacity leading to our projected RAC ratio
reducing to below 5% would lead to a downgrade.  That could
happen if, for example, the bank takes material one-time charges,
exhibits significantly higher-than-expected credit costs, or
grows risk-weighted assets faster than we expect without
compensatory capital injections.  We will also view negatively
significant deterioration in liquidity metrics, for example
indicated by our ratio of net broad liquid assets to short-term
customer deposits falling below 10%,"S&P said.

S&P might revise the outlook to stable over the next 12-18 months
if operating conditions for the Kazakh banking sector as a whole
stabilize, notably with stable industry and economic risk trends.
This assumes that the Qazaq Banki's asset quality appears
unlikely to deteriorate more than we already expect and the bank
sustains its liquidity metrics at current levels.  S&P might also
revise the outlook to stable if the bank exceeds our expectations
by restoring the RAC ratio to above 7%.


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


SODRUGESTVO GROUP: Fitch Affirms 'B-' FC Issuer Default Rating
--------------------------------------------------------------
Fitch Ratings has affirmed Sodrugestvo Group S.A.'s Long-Term
Foreign-Currency Issuer Default Rating (IDR) at 'B-'. The Outlook
is Stable. At the same time, Fitch has withdrawn Sodrugestvo's
ratings because the ratings have been taken private. Accordingly,
Fitch will no longer provide public ratings or analytical
coverage for Sodrugestvo.

Fitch said, "The ratings reflect Fitch's expectations that
Sodrugestvo's raw materials and inventories (RMI)-adjusted funds
from operations (FFO) adjusted gross leverage will remain high,
despite a projected decrease to around 6.0x-6.5x in FY16-FY18
(fiscal year ending June 30) from its peak levels of 7x-8x in
FY14-FY15. The ratings also factor in Sodrugestvo's weak
liquidity and increased refinancing risks, particularly in
conjunction with enlarged RMI-adjusted short-term debt and
substantial amortization payments under long-term loans in FY17.
However, we expect that Sodrugestvo will retain access to bank
financing due to its scale and sustainable business model, which
is reflected in the Stable Outlook."

KEY RATING DRIVERS
Weak Liquidity, Refinancing Risks: As an agricultural commodity
processor and trader, Sodrugestvo maintains high short-term debt
connected with crop procurement and the crushing cycle. However,
at FYE16 short-term maturities of US$724 million also included
amortization payments on long-term debt of around US$135 million,
which the company needs to refinance given its limited FCF
generation ability. Over the past two years the company has been
refinancing maturing tranches of its term loans by drawing on its
revolving credit facilities.

Fitch said, "In our view, this policy is exposing the company to
heightened liquidity and refinancing risks and also reduces
potential government interest-rate subsidies as they are received
primarily on term loans.

Stabilization in Crushing Margins:
"Based on unaudited financials, Sodrugestvo's Fitch-calculated
EBITDA (excluding government interest rates subsidies that Fitch
reclassifies as part of FFO) for 9MFY16 grew to US$135 million
(9MFY15: US$94 million) reflecting some stabilization in soybean
crushing margins. On this basis, we estimate Sodrugestvo's EBITDA
to have increased to around US$140 million in FY16 (FY15: US$102
million). As we assume weak soft commodity prices and no further
efficiency improvements in its operations over the medium term,
we project EBITDA will remain around this level unless the
company extends its crushing capacity.

Excessive Leverage:
"Fitch estimates Sodrugetsvo's RMI- and FFO-adjusted leverage
decreased to 6.0x-6.5x in FY16 (FY15: 7.3x) in line with our
previous projections. However, in contrast to our expectations,
deleveraging was achieved due to growth in EBITDA rather than
debt reduction. Debt was around US$100 million higher
year-on-year at FYE16, primarily as a result of slowdown in
inventory turnover.

"Despite some upward revision in our EBITDA forecasts, we
maintain our view that there is limited scope for further
deleveraging over the medium term and that Sodrugestvo's leverage
will probably remain at levels not commensurate with the 'B'
category rating. Our forecasts assume weak operating cash flows,
constrained by high interest payments and redeployed to fund
expansion projects in FY17-FY19, rather than allocated to
repaying debt. We have also scaled back our assumption for the
company's government interest-rate subsidies to around US$20
million from US$25 million-US$30 million per year following a
reduction in term loans. In isolation, a full cancellation of
subsidies, if not offset by a similar increase in EBITDA, could
lead to an increase in RMI-and FFO-adjusted leverage by up to
2.0x.

"Our leverage calculations exclude a shareholder loan from debt
(FY15: US$86.3 million). However, any material prepayments under
this loan, breaching its status of perpetual equity, would lead
to reclassification of the remaining portion of the loan to debt
and increase leverage by around 0.7x.

Aggressive Financial Policy:
"Our through-the-cycle view reflects an aggressive financial
policy whereby, should profits increase, or if there were new
equity injections (as happened with Mitsui), management would
most likely reinvest such spare cash flows into additional
capex/acquisition projects, carrying various execution risks,
instead of permanently reducing debt.

Sustainable Business Model: Sodrugestvo's asset-heavy business
model with vertical integration in soybean origination, storage,
processing and product delivery enables the company to maintain
its position as the largest soybean crusher and rapeseed oil
exporter in Russia. Its acquisition of a 60% stake in a river
port terminal in Paraguay in 2015 enhanced the company's ability
to procure soybeans from the region. Sodrugestvo's scale, market
position and asset ownership are among the major supportive
factors of a 'B-' rating.

Fitch said, "Moreover, we note the government support to the food
producing sector in Russia, given the food import ban in place
and other measures as the country aims to attain food self-
sufficiency."

Moderate Diversification: Sodrugestvo is primarily a soybean
processor but has some product diversification due to its
rapeseed crushing operations and growing trading of wheat, barley
and corn, which together accounted for 30% of total sales volumes
in FY16. In terms of geographic diversification, Sodrugestvo
remains reliant on profits from its core Russian market, while
Brazilian operations remain insignificant.

Moderate Rouble Depreciation Impact: Sodrugestvo's debt is
primarily in US dollars and most of its profits are generated in
roubles, but there is some natural hedging due to the linkage of
soybean and grain prices to world US dollar-based prices.
However, Sodrugestvo's pricing power may deteriorate if rouble
weakness offsets the benefit of low world soybean meal prices.

KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Double-digit decline in global agricultural commodities
    prices in FY17, before stabilizing
-- Around 10% CAGR of trading volumes over FY17-FY20
-- EBITDA of around US$140 million-US$150 million over the
    medium term
-- Government interest-rate subsidies at around US$20 million
    per year
-- Capex and acquisition spending not exceeding US$40 million-
    US$50 million per year
-- No cash dividends being paid out to the controlling
    shareholder
-- No prepayments under the shareholder loan
-- Adequate access to external liquidity

RATING SENSITIVITIES
Not applicable.

LIQUIDITY
Weak Liquidity: As a soybean processor and agricultural commodity
trader, Sodrugestvo depends on the availability of working-
capital financing, which leads to high short-term debt. At FYE16,
its liquidity was weak as Fitch-adjusted unrestricted cash
balances of US$30 million and readily marketable inventory
(soybeans and grain), which Fitch estimated at US$327 million,
were insufficient to cover US$724 million short-term debt. At
FYE16 the company had US$246 million of undrawn committed credit
facilities. These mature in FY17 and due to their short-term
nature Fitch excludes them from its calculation of liquidity
sources. Nevertheless, such lines may support Sodrugestvo's
intra-year liquidity needs.

FULL LIST OF RATING ACTIONS
Sodrugestvo Group S.A.
-- Long-Term Foreign-Currency IDR: affirmed at 'B-'; Outlook
    Stable; withdrawn
-- Long-Term Local-Currency IDR: affirmed at 'B-'; Outlook
    Stable; withdrawn
-- National Long-Term Rating: affirmed at 'BB-(rus)'; Outlook
    Stable; withdrawn


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


E-MAC NL 2007-NHG II: Moody's Cuts Class B Notes Rating to Caa2
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of four
notes in E-MAC Program B.V./Compartment NL 2007-NHG II and E-MAC
Program B.V./Compartment NL 2007-NHG V.

The rating action concludes the review of the notes placed on
review for downgrade on May 13, 2016.

                         RATINGS RATIONALE

The rating action is prompted by the reduction of excess spread
available in both transactions and worse than expected collateral
performance in E-MAC Program B.V./Compartment NL 2007-NHG V.  In
addition, both transactions have low credit enhancement of 1.2%
and 1.3% for the A tranches in E-MAC Program B.V./Compartment NL
2007-NHG II and E-MAC Program B.V./Compartment NL 2007-NHG V
respectively, as well as significant insurance set-off exposure.
As the principal of class B notes in both transactions is not
covered by mortgage repayments, the creditworthiness of the class
B notes in both transactions is sensitive to the amount of excess
spread available in the structures.  In the last four quarters,
the absolute amount of interest proceeds after payments under
hedging arrangements has approximately halved in both
transactions, compared to the amounts in the preceding four
quarters.

Revision of Key Collateral Assumptions (RMBS):

As part of the rating action, Moody's reassessed its lifetime
loss expectation for the portfolio reflecting the collateral
performance to date.

Moody's maintained the expected loss assumption in E-MAC Program
B.V./Compartment NL 2007-NHG II at 0.20% as a percentage of
original pool balance.  The MILAN CE is maintained at 6.0%.

Moody's increased the expected loss assumption in E-MAC Program
B.V./Compartment NL 2007-NHG V to 0.26% as a percentage of
original pool balance from 0.20% due to the deteriorating
performance.  The MILAN CE is maintained at 8.0%.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
January 2015.

The analysis undertaken by Moody's at the initial assignment of
these ratings for RMBS securities may focus on aspects that
become less relevant or typically remain unchanged during the
surveillance stage.

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) deleveraging of the capital
structure and (3) improvements in the credit quality of the
transaction counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) performance of the underlying collateral that
is worse than Moody's expected, (2) deterioration in the notes'
available credit enhancement and (3) deterioration in the credit
quality of the transaction counterparties.

LIST OF AFFECTED RATINGS:

Issuer: E-MAC Program B.V. / Compartment NL 2007-NHG II

  EUR600 mil. A Notes, Downgraded to A3 (sf); previously on
   Aug. 14, 2009, Downgraded to Aa3 (sf)
  EUR7.2 mil. B Notes, Downgraded to Caa2 (sf); previously on
   May 13, 2016, Ba3 (sf) Placed Under Review for Possible
   Downgrade

Issuer: E-MAC Program B.V. / Compartment NL 2007-NHG V

  EUR250 mil. A Notes, Downgraded to A3 (sf); previously on
   Aug. 23, 2013, Downgraded to A1 (sf)
  EUR3 mil. B Notes, Downgraded to Caa3 (sf); previously on
   May 13, 2016, B3 (sf) Placed Under Review for Possible
   Downgrade


GLOBAL UNIVERSITY: Moody's Lowers CFR to B3, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service has downgraded Global University
Systems Holding B.V. corporate family rating to B3 from B2 and
probability of default rating (PDR) to B3-PD from B1-PD.
Concurrently, the rating agency has downgraded to B3 from B2 the
instrument rating on the senior secured notes issued by Lake
Bridge International Plc.  The outlook on the ratings is stable.

                        RATINGS RATIONALE

"The downgrade has been triggered by the expected increase in
leverage towards 5.0x and weakening of free cash flow as a result
of debt funded acquisitions from a new GBP50 million senior
secured bridge loan facility", says Pieter Rommens, Moody's lead
analyst for GUS.

GUS' B3 CFR also reflects the company's (1) requirement to comply
with rigorous regulatory standards to maintain access to degree
awarding powers, government student loans, visa-related licenses
and university entitlements; (2) geographic concentration, with
revenues generated in the UK accounting for over 75% of group
revenue in the year ending November 2015; (3) strong reliance on
sourcing students from outside the EU; (4) limited scale in a
fragmented market dominated by public providers and (5) weak
corporate governance with the position of CEO, shareholder and
board director all combined in one person.

More positively, the CFR reflects GUS's (1) market position as
one of the leading UK private higher education providers of
professional legal education and accounting qualifications; (2)
expected stable drivers of demand for quality private English
language education; (3) strong network of independent recruitment
agents and 500 own staff dedicated to sales, marketing and
business development and (4) diversified product portfolio across
10 institutions spanning a wide variety of courses and degrees.

Moody's considers GUS's near-term liquidity position to be
adequate.  The company had GBP52 million of cash on balance sheet
at the end of February 2016 while the GBP15 million super senior
RCF is fully drawn.  According to management, the RCF is drawn to
prudently comply with the expectation from UK and oversea sector
regulators to hold at least 30% of annualized cost in cash.  In
S&P's analysis, it therefore considers this cash amount not to be
readily available for general liquidity purposes.

The super senior RCF benefits from a net total leverage
maintenance covenant set at 4.75x.  Moody's expects the company
to maintain satisfactory headroom on its covenant going forward.

The capital structure includes GBP234.4 million senior secured
notes (SSN) maturing 2020, a GBP50 million bridge loan facility
maturing June 2018 (including 1 year extension) and a
GBP15 million super senior RCF maturing in 2019.  The bridge loan
facility, available for drawings until December 2016, has to be
refinanced ahead of the maturity of the SSN, ranks pari-passu
with the SSN and benefits from the same guarantor package.  The
RCF ranks super senior in the enforcement waterfall, and the RCF
benefit from a guarantor coverage test of not less than 85% of
the group's gross assets and EBITDA.

The B3 rating on the senior secured notes, in line with the
corporate family rating, reflects the limited amount of
liabilities ranking ahead of the notes in the structure (RCF and
trade payables).  The B3-PD probability of default, aligned with
the CFR reflects Moody's recovery rate of 50% applied for all-
bond senior secured structures including a super senior RCF with
financial maintenance covenants.

                              OUTLOOK

The stable rating outlook reflects Moody's expectation that GUS
will benefit from the acquisitive growth strategy combining ULaw
and the additional small bolt-on acquisitions into its existing
product portfolio and achieve significant cost efficiencies.  The
stable outlook also reflects our expectation that each GUS brand
will maintain its current regulatory approval status, including
degree awarding powers and Tier 4 licenses.

                 WHAT COULD CHANGE THE RATINGS UP

Whilst not envisaged in the near term, the ratings could be
upgraded over time if the company sustains solid levels of
organic growth, achieves the cost synergies from the ULaw merger
and continues to diversify geographically.  Quantitatively, the
rating could be upgraded if debt-to-EBITDA declines sustainably
towards 4.0x, and free cash flow to debt improves sustainably
towards 5%, whilst maintaining an adequate liquidity profile.

                WHAT COULD CHANGE THE RATINGS DOWN

The ratings could be downgraded if earnings were to weaken such
that adjusted debt-to-EBITDA increases above 6x, or if free cash
flow or the liquidity profile weakens.  Any material negative
impact from a change in any of the company brands' regulatory
approval status, degree awarding powers, Tier 4 licenses or
university title could also pressure the ratings.

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

GUS is a private higher education provider offering accredited
academic under- and postgraduate degrees, vocational and
professional qualifications and language courses at its
institutions in the United Kingdom, Germany, Canada and Singapore
and through its online platform.  The company's key institutions
include the London School of Business & Finance, the University
of Law and St Patrick's College.  Founded in 2003 and
headquartered in the Netherlands, the company generated around
GBP205 million revenue in the 12 months ended November 2015, pro
forma for the acquisition of ULaw.


===============
P O R T U G A L
===============


CAIXA GERAL: S&P Affirms 'BB-/B' Counterparty Credit Ratings
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-/B' long- and short-term
counterparty credit ratings on Portugal-based Caixa Geral de
Depositos S.A. (CGD).  The outlook remains positive.

S&P has lowered the issue rating on nondeferrable subordinated
debt issued or guaranteed by CGD to 'CCC' from 'CCC+'.

S&P has affirmed the 'D' issue ratings on the junior subordinated
debt and preference shares, reflecting that CGD continues to miss
coupon payments on these instruments.

At current levels, S&P's ratings on CGD are constrained by the
bank's tight capital base and weak asset quality track record.
In turn, partly counterbalancing these negatives are the bank's
strong franchise and dominant market position in Portugal (where
it holds market shares of 22% of the system's loans and 28% of
deposits), as well as its sound funding profile -- weighted
toward retail deposits -- and ample liquidity.  The long-term
counterparty credit rating on CGD includes a one-notch uplift
from its 'b+' stand-alone credit profile, reflecting S&P's view
of the very high likelihood that the bank would receive
extraordinary government support.

CGD currently operates with a capital base which S&P views as
weak (its risk-adjusted capital [RAC] ratio was 4.3% at end-
2015).  But S&P understands that the government, which wholly
owns the bank, is considering undertaking a capital injection.
Although the government has yet to disclose details regarding the
potential amount and timing, S&P believes it could be enough to
improve the bank's RAC ratio to a level sustainably above 5% over
S&P's outlook horizon.  S&P reflects this in the ongoing positive
outlook on CGD.

The capital increase will be intended to enable the bank to
comply with more stringent regulatory capital requirements, given
that its capacity to generate internal capital is limited.
Starting Jan. 1, 2017, CGD's minimum regulatory capital
requirements will increase by 1%, when the buffer for Portuguese
systemically important institutions will become applicable.  In
S&P's view, CGD will be unlikely to generate the additional
capital needed through earnings.  The bank has remained loss
making since 2011 and, contrary to S&P's previous expectations,
it believes that CGD will remain loss making in 2016 -- as was
the case for first-quarter 2016 -- only approaching breakeven in
2017.

In addition, the EUR0.9 billion cocos subscribed by the
Portuguese government back in 2012 will automatically convert
into equity by end-June 2017 if CGD does not repurchase them
before then.  S&P do not include the cocos in its RAC calculation
because S&P considers them to have minimum equity content.
Therefore, their automatic conversion into equity could also
result in a strengthening of S&P's capital measure.

S&P considers, however, that the EC could view a capital
injection by the government into CGD as state aid.  In this
scenario, S&P considers that the EC may require that the bank
stop coupon payments on (or otherwise bail-in) hybrid capital
instruments.  S&P's lowering of the issue rating on CGD's
nondeferrable subordinated instruments to 'CCC' from 'CCC+'
reflects this possibility.  The remaining hybrids, preference
shares, and junior subordinated debt remain at 'D', reflecting
that the bank has already missed coupon payments on these
instruments at the time of the first state recapitalization in
2012.

"State aid rules would likely also trigger a restructuring plan
for CGD.  We believe that any such plan would likely place a
strong emphasis on reducing the bank's relatively large operating
cost base in order to improve efficiency to levels more aligned
with peers and restore profitability.  In addition, it could
impose a redimensioning of CGD's international operations.  Any
restructuring plan will be led by a new management team that is
yet to be appointed as, contrary to original expectations, a new
Board was not elected in May 2016 at the time of the general
assembly.  The Board presented its resignation in June 2016 and
will soon be leaving the bank," S&P said.

The positive outlook on CGD reflects the possibility that the
bank's RAC ratio could improve to a level sustainably above 5%
over S&P's outlook horizon on the back of different capital
strengthening measures, which S&P understands the government is
considering.  This is because of CGD's limited ability to
generate capital internally and the increase in minimum
regulatory capital requirements by 1% on Jan. 1, 2017, when the
buffer for Portuguese systemically important institutions will
become applicable.

The positive outlook on CGD also reflects the possibility that
the operating environment in Portugal could become less risky
over the next 12-18 months, with banks' funding profiles and
borrowing costs potentially benefitting from the stabilization of
the sovereign's creditworthiness.  However, even if the operating
environment in Portugal improves, an upgrade of CGD would also
depend on the bank improving its underlying profitability and
asset quality metrics.  The latter continue to compare negatively
with the system average and we expect only a modest improvement
going forward.

S&P could revise the outlook back to stable if it anticipates
that CGD will fail to achieve a RAC ratio sustainably above 5%.
Similarly, S&P could also revise the outlook to stable if it do
not see the stabilization of the sovereign's creditworthiness
translating into funding benefits for the Portuguese banking
sector or if, contrary to S&P's base-case expectations, the
sovereign's creditworthiness it to deteriorates, thus
constraining a potential easing of industry risks in Portugal.


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


VNESHECONOMBANK: S&P Affirms 'BB+/B' ICRs, Outlook Remains Neg.
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB+/B' long- and short-term
foreign currency issuer credit ratings and its 'BBB-/A-3' long-
and short-term local currency issuer credit ratings on Russian
government-owned development bank Vnesheconombank (VEB).  The
outlooks remain negative.

S&P bases the ratings on its opinion of VEB as a government-
related entity (GRE) with an almost certain likelihood of
receiving extraordinary support from the Russian government in
the event of financial difficulties.  Accordingly, S&P equalizes
its ratings on VEB with those on Russia.

In accordance with S&P's criteria for GREs, S&P's view that there
is an almost certain likelihood of extraordinary government
support is based on S&P's assessment of VEB's:

   -- Critical role for Russia as the government's prime public
      development institution, a role that cannot be readily
      undertaken by a private entity.  The VEB group's assets
      currently represent about 5.5% of Russia's GDP; and

   -- Integral link with Russia.  This is because of VEB's unique
      status as a state corporation operating under the law "On
      The Bank For Development," with strong oversight from the
      federal government and prime minister, represented on its
      supervisory board.  Also, the government has a proven track
      record of providing timely support to VEB in all
      circumstances, including through a recent $6 billion
      subsidy resulting from a lower interest rate on
      subordinated deposits and direct capital injections to VEB.
      Furthermore, high-ranking government and central bank
      officials have reiterated the government's strong
      commitment to VEB after the imposition of U.S. sanctions.

S&P has changed its assessment of VEB's stand-alone credit
profile (SACP) to 'ccc+' from 'b-' as S&P now assess VEB's
business position as adequate instead of strong.  The 'ccc+' SACP
reflects S&P's view that without continued support from the
government, VEB is vulnerable to nonpayment and depends on
favorable business, financial, and economic conditions to meet
its financial commitments.

"Our assessment of VEB's business position stems from its unique
status as a primary state financial arm and development
institution in Russia.  It provides long-term bank funding for
complex investment projects in infrastructure, machinery, and
other strategic sectors defined by Russia's government.  We
believe that with the sale of its commercial bank subsidiaries,
VEB will lack business diversification and will refocus its role
on a relatively narrow mandate.  We note that with this sale VEB
will compare with peers that have adequate business positions in
Russia," S&P said.

S&P's assessment of capital and earnings as weak reflects that
its projected risk-adjusted capital (RAC) ratio for VEB, before
diversification, will stay between 3% and 4% over the next three
years.

S&P's assessment of VEB's risk position incorporates the bank's
public policy role and its involvement in government-led
projects, especially loss-making ones.  According to
International Financial Reporting Standards, VEB's gross
nonperforming loans represented 20% of the loan book at year-end
2015, significantly higher than that of Russian banking peers and
development institutions globally.

S&P's assessment of funding and liquidity reflects possible
refinancing risks stemming from the negative effect of the U.S.
treasury's sanctions on VEB's future capital market access,
despite our expectation of ongoing support from the authorities
in case of need.  S&P notes that as of Jan. 1, 2016, VEB had
RUB491 billion of liabilities (12.5% of total liabilities) under
which counterparties had the right to demand the early repayment
because of the rating trigger.  S&P notes that none of those
liabilities were called in recent stress events.

Given VEB's high strategic importance to the government, S&P
views the bank's liabilities as resilient to a loss of market
confidence.  As of Dec. 31, 2015, about 24% of the bank's
liabilities stem from the National Welfare Fund, Russian
government and central bank.  S&P estimates VEB's foreign
currency denominated debt due in 2016-2018 as modest with some
increase expected in 2020.  S&P believes that VEB will rely on
government to refinance this debt.

The negative outlook reflects that on Russia, as well as the
possibility that S&P could reconsider its assessment of the
likelihood of government support.

S&P would lower the ratings on VEB in the next 12-18 months if it
lowered the sovereign rating on the Russian Federation.  S&P
might also lower the ratings over the next two years -- even if
the sovereign ratings remain unchanged -- if in S&P's view the
likelihood of government support had reduced.  This could be
seen, for example, in a rising risk of material and rapid
weakening of VEB's capitalization or liquidity, in the absence of
the government's explicit commitment to provide timely and
sufficient financial support.  S&P could take a similar action if
the government reduced VEB's role as a prime development
institution.

S&P might revise the outlook to stable if it revised the outlook
on Russia to stable, and VEB continued to receive financial
support from the Russian Federation to ensure timely redemption
of its debt obligations.


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


JAGODINSKA PIVARA: To Undergo Liquidation, Debt Exceeds RSD2.5BB
----------------------------------------------------------------
SeeNews reports that Serbia's Bankruptcy Supervision Agency on
Aug. 3 said the company's indebted state-controlled beer and
non-alcoholic drinks producer Jagodinska Pivara will be
liquidated and creditors' demands will be settled through the
sale of its property,

According to SeeNews, the company's debt exceeds RSD2.5 billion
(US$22.7 million/EUR20.2 million).

The Bankruptcy Supervision Agency said in a statement the brewery
is operational and employs 79 workers in manufacturing and
logistics, SeeNews relates.

Jagodinska Pivara was founded in 1852.



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


ENCE ENERGIA: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on Spanish pulp and
electricity producer ENCE Energia y Celulosa S.A. to positive
from stable.  At the same time, S&P affirmed its 'BB-' corporate
credit rating on Ence.

S&P also affirmed its 'BB-' issue rating on the group's EUR250
million senior unsecured debt, in line with the corporate credit
rating.  The recovery rating on the senior unsecured debt remains
at '4', reflecting S&P's expectations of average recovery
prospects, in the lower half of the 30%-50% range, in the event
of a payment default.

The outlook revision reflects the potential for an upgrade over
the next 12 months if Ence continues to demonstrate strong
profitability and positive free cash flow that results in low
debt leverage ratios despite S&P's expectation of lower pulp
prices.  In addition, S&P expects there to be more clarity around
the potential risks associated with the Pontevedra concession
extension and the group's investment plans for its stand-alone
biomass plants that could lead S&P to revise upward its
assessment of its financial risk profile.

Ence benefitted from strong momentum in bleached eucalyptus pulp
(BEK) prices and a weakening euro against the U.S. dollar in
2015. Despite S&P's expectations of lower pulp prices in 2016,
compared with the peak S&P saw last year, continued improvement
in Ence's cash cost position, following the closure of the pulp
plant in Huelva in 2014 and efficiency investments, supports the
group's strong profitability.  Combined with prudent investments
and financial policy, this has resulted in lower leverage, with
funds from operations (FFO) to debt of 37% as of end-March 2016
compared with 20% a year earlier.

S&P still considers Ence's financial risk profile to be
constrained by its volatile cash flow generation, which is highly
dependent on the market price for pulp.  The market price for
bleached hardwood kraft price has dropped by around 15% in the
last 12 months and appears to have bottomed out at about $680 per
ton.  S&P thinks that lower pulp prices will only partly be
offset by increasing pulp volumes in 2016.  As a result, S&P
anticipates that Ence's credit metrics will deteriorate slightly
compared with 2015.  However, S&P still expects FFO to debt to
remain above 30% in our base case.  In 2017 and beyond, S&P
thinks that Ence, despite weak pulp prices, could maintain credit
metrics at this level or stronger, but that it will largely be
dependent on the size of its investment program and its
shareholder remuneration policy.  While Ence's ambitious
investment program is positive for its long-term competitive
position, S&P thinks that the group's investment strategy could
constrain its financial risk profile in the coming years, if the
company goes ahead with several new projects in biomass energy
generation.  S&P thinks that these projects come with timing and
execution risks, as well as potential exposure to regulatory
risks.  S&P consolidates Ence's project finance debt (EUR128
million as of Dec. 31, 2015) in S&P's calculation of adjusted
debt because, although it is non-recourse, S&P assess the energy
operations as core to the group.  S&P also includes Ence's
utilization under its factoring arrangements of about EUR103
million and operating lease liabilities of approximately EUR14
million, but deduct EUR150 million of surplus cash.  This results
in adjusted debt of EUR398 million as of year-end 2015.  S&P
thinks that Ence's relatively high leverage and volatile cash
flow generation is partly balanced by its long-dated debt
maturity profile and its flexible investment program.

"We think that Ence's business risk profile is constrained by its
inherent exposure to volatile pulp prices and limited size and
scope, with only two pulp mills and three stand-alone biomass
energy plants, all of which are located in Spain.  We think that
profitability will continue to be volatile but that EBITDA
margins will stay above 20% and return on capital at least about
10%, which is still very strong for the broader paper and forest
products sector.  We also continue to acknowledge Ence's fairly
efficient logistics with pulp mills located close to port
terminals and just-in-time delivery to clients in Europe, as well
as its exposure to growing end-markets, with tissue companies
accounting for about 50% of pulp sales," S&P said.

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

   -- BEK list price (for delivery in Europe) of about $700 per
      ton for 2016 and on, as demand is somewhat outpaced with
      capacity additions.  Slightly higher average discount of
      about 25% on pulp sales;

   -- A U.S. dollar Euro exchange rate of 1.10 in 2016 and 1.05
      in 2017, as forecasted by S&P Global Ratings economists;

   -- Pulp volumes to increase in 2016 to about 940,000 tons,
      slightly rising thereafter following capacity expansions;

   -- Adjusted EBITDA margin of about 23% for 2016 and improving
      thereafter as a result of lower cash costs;

   -- Capital expenditures (capex) of about EUR60 million-EUR70
      million in 2016, possibly increasing significantly from
      2017 as the company pursues investments at Pontevedara and
      investments into stand-alone biomass plants; and

   -- Free cash flow to be partly utilized for total shareholder
      remuneration of about EUR35 million annually.

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

   -- FFO to debt of 33% in 2016 and improving toward 40% in
      2017.
   -- Debt to EBITDA of about 2.4x in 2016 and about 2.0x in
      2017.
   -- Free operating cash flow to debt of approximately 20% and
      significantly lower in 2017 if Ence carries out all planned
      investments.

The positive outlook indicates at least a one-in-three likelihood
that S&P could raise the rating in the coming 12 months if Ence's
credit metrics were to remain strong while the group maintained
solid profitability (even in a scenario of low sustained low pulp
prices), and a prudent financial policy.  S&P will continue to
monitor the company's ability to sustain these leverage levels in
the event of higher biomass energy investments or for any
potential adverse impact related to cancellation of Pontevedra
pulp mill concession.

S&P could raise the rating over the next 12 months if Ence
continues to maintain solid EBITDA margins and a prudent
financial policy regarding investments, dividends, and share
buybacks.  An upgrade would hinge on Ence maintaining adjusted
FFO to debt of more than 35% and debt to EBITDA of below 2.5x.
An upgrade would also depend on S&P's assessment of potential
risks associated with the Pontevedra concession.

S&P could revise the outlook to stable over the next 12 months if
Ence's profitability deteriorates meaningfully or if the group's
financial policy becomes more aggressive, resulting in FFO to
debt of below 30% and debt to EBITDA of above 3x.  An outlook
revision to stable could also stem from uncertainty regarding the
group's substantial debt-funded biomass energy investment plans
or if S&P believes the company faces aggravated concerns related
to the Pontevedra concession.


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


DEUTSCHE PFANDBRIEFBANK: S&P Cuts Ratings on 5 Note Classes to CC
-----------------------------------------------------------------
S&P Global Ratings lowered its credit rating on Deutsche
Pfandbriefbank AG Estate UK-3's class A1+, A2, B, C, D, and E
notes.

The downgrades follow S&P's review of the underlying loans'
credit quality under its criteria for rating European commercial
mortgage-backed securities (CMBS) transactions.

At the May 2016 interest payment date (IPD), two loans remained
in the reference pool, with a total principal balance รบ161.5
million.

                    LOAN 3 (70.5% OF THE POOL)

This loan has a current outstanding securitized balance of
GBP113.9 million.  S&P understands from the special servicer that
all of the properties securing the loan have now been sold, and
limited, if any, further recoveries are expected on this loan.

Consequently, while the final determination is yet to be
completed, we assume in S&P's analysis that losses on this loan
will be broadly in line with the reported outstanding balance.

                    LOAN 13 (29.5% of the pool)

The securitized loan (GBP47.6 million) represents a 43% pari
passu piece in a syndicated loan.  The other 57% pari passu piece
does not form part of the securitization.  The whole loan has
scheduled amortization and matures in December 2019.

The whole loan is secured by a total of 85 car dealerships and
showrooms across the U.K.  A subsidiary of a 'BBB+/Negative/A-2'
rated car manufacturer occupies the properties.  The leases
expire in October 2028.

In May 2016, the issuer reported a loan-to-value ratio of 35.8%,
based on a September 2010 valuation of GBP310.0 million, and a
securitized debt service coverage ratio of 2.11x.

S&P has assumed a full loan repayment in its 'B' rating stress
scenario.

                          RATING ACTIONS

S&P's ratings on Estate UK-3's notes address timely payment of
interest and repayment of principal not later than the March 2022
legal final maturity date.

"We do not consider the available credit enhancement for the
class A1+ notes to be sufficient to absorb the expected amount of
losses from Loan 3, at the currently assigned rating.  In our
opinion, this class of notes faces at least a one-in-two
likelihood of default.  We have therefore lowered to 'CCC+ (sf)'
from 'BB- (sf)' our rating on the class A1+ notes, in line with
our criteria for assigning 'CCC' category ratings," S&P said.

Given the anticipated amount of losses from Loan 3, the class A2
to E notes are highly vulnerable to nonpayment.  In line with
S&P's criteria for assigning 'CCC' category ratings, due to the
almost certainty of payment default, it has lowered to 'CC (sf)'
its ratings on these classes of notes.

Deutsche Pfandbriefbank's Estate UK-3 is a 2007-vintage U.K.
synthetic CMBS transaction that was initially backed by a pool of
13 loans secured against 110 commercial properties in the UK. 11
loans have repaid since closing.

RATINGS LIST

Deutsche Pfandbriefbank AG Estate UK-3
GBP113.68 mil floating-rate amortizing credit-linked notes
(Estate UK-3)
                                         Rating
Class            Identifier              To           From
A1+              XS0285362082            CCC+ (sf)    BB- (sf)
A2               XS0285364963            CC (sf)      B- (sf)
B                XS0285366588            CC (sf)      CCC+ (sf)
C                XS0285367982            CC (sf)      CCC (sf)
D                XS0285369921            CC (sf)      CCC- (sf)
E                XS0285374509            CC (sf)      CCC- (sf)


LONDON & REGIONAL: Moody's Reviews Class C Notes' B1 Rating
-----------------------------------------------------------
Moody's Investors Service has placed on review for downgrade the
ratings of three classes of Notes issued by London & Regional
Debt Securitisation No. 2 plc:

  GBP190 mil. A Notes, Baa1 (sf) Placed Under Review for Possible
   Downgrade; previously on Nov. 28, 2014, Affirmed Baa1 (sf)
  GBP16 mil. B Notes, Baa3 (sf) Placed Under Review for Possible
   Downgrade; previously on Nov. 28, 2014, Upgraded to Baa3 (sf)
  GBP50 mil. C Notes, B1 (sf) Placed Under Review for Possible
   Downgrade; previously on Nov. 28, 2014, Upgraded to B1 (sf)

                         RATINGS RATIONALE

The review action reflects Moody's concern surrounding the
upcoming repayment of the underlying loan.  At present, there is
limited visibility around the repayment plan of the borrower.
Furthermore, given that the mitigating structural feature of the
liquidity facility was removed post restructuring in 2014 there
is an increased risk that a Note Event of Default could occur if
the borrower defaulted on its payment obligations at loan
maturity in October 2016.

In a default scenario, there is additional operational risk as
there is no appointed servicer or special servicer in the
transaction.  The lack of a servicer could prolong any workout of
the underlying properties and make the collection of rental
cashflows less certain from a timing perspective.

During the review, Moody's will seek clarity on the repayment of
the underlying loan at its maturity date and potential work-out
strategy following a loan default.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was Moody's
Approach to Rating EMEA CMBS Transactions published in July 2015.
Other factors used in these ratings are described in European
CMBS: 2016-18 Central Scenarios published in April 2016.

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

Main factors or circumstances that could lead to a downgrade of
the ratings are generally (i) a failure to repay the loan at loan
maturity (ii) a decline in the property values backing the
underlying loans or (iii) an increase in default risk assessment.

An upgrade of the Notes at this stage is unlikely.

                     MOODY'S PORTFOLIO ANALYSIS

As of the July IPD, the transaction balance has declined by 49%
to GPB107.1 million from GPB210.0 million at last review in
November 2014 due to the sale of ten of the underlying properties
and scheduled amortization.  The notes are currently secured by
11 first-ranking legal mortgages over four leisure properties,
one office property, four retail properties and two hotels,
ranging in size from 0.1% to 28.6% of the current pool balance.
The pool has an above average concentration in terms of
geographic location (93.5% Greater London, based on UW market
value) and property type (49.9% hotels).

The current MDY's LTV ratio on the securitized pool is 59.9% and
118.3% on a whole loan basis.  This contrasts against the UW LTV
of 50.7% on the securitized loan and 100.1% on the whole loan.


MONEY PARTNERS 2: S&P Affirms BB- Rating on Class B1 Notes
----------------------------------------------------------
S&P Global Ratings took various credit rating actions in Money
Partners Securities 2 PLC, Money Partners Securities 3 PLC, and
Money Partners Securities 4 PLC.

The rating actions follow S&P's credit and cash flow analysis of
the most recent information that it has received for these
transactions.  S&P's analysis reflects the application of its
relevant criteria.

For all three transactions, the bank account and liquidity
facility agreements have documented replacement triggers that
were breached following S&P's downgrade of Barclays Bank PLC in
June 2015.  As a result of this, under S&P's current counterparty
criteria, the maximum achievable rating in each of the
transactions is 'A- (sf)', S&P's long-term issuer credit rating
(ICR) on Barclays Bank.  In addition, the currency and basis risk
swap agreements held with The Royal Bank of Scotland PLC (RBS),
are not in line with these criteria.  However, RBS is posting
collateral in line with the swap documentation.  S&P's current
counterparty criteria also therefore caps the maximum achievable
ratings in all three transactions at 'A-'--i.e., one notch above
its 'BBB+' long-term ICR on RBS.

All three transactions are now paying principal pro rata because
reported severe delinquencies (of 90 days or more) have fallen to
below the documented trigger of 22.5%.  Nevertheless, reported
severe delinquencies, in all three transactions, remain high
compared with S&P's U.K. nonconforming residential mortgage-
backed securities (RMBS) index, despite their decline since S&P's
previous review.  Reported severe delinquencies are 14.97%,
15.63%, and 17.77% in Money Partners Securities 2, Money Partners
Securities 3, and Money Partners Securities 4, respectively.

This improved collateral performance, coupled with increased
seasoning benefit has resulted in a decrease in S&P's weighted-
average foreclosure frequency (WAFF) assumptions compared with
its previous review of each transaction.  S&P's weighted-average
loss severity (WALS) assumptions have slightly improved due to
house price appreciation.

Each transaction has deleveraged since July 2013, thereby
increasing the available credit enhancement for all classes of
notes.  The rate of increase has however slowed since the switch
to pro rata amortization.

A nonamortizing reserve fund in each transaction has further
boosted credit enhancement.  However, this has been partially
offset by an increased level of servicing fees being charged in
the transactions.

In Money Partners Securities 2, the increased credit enhancement,
as well as the reduction in the liquidity facility and its
associated commitment fees, was sufficient to mitigate the
increased servicing fees.  As a result, S&P has affirmed all of
its ratings in this transaction.

Similarly, in Money Partners Securities 3 and 4, these factors
were also sufficient to mitigate the increased servicing fees.
As a result, S&P has raised its ratings on the class B1 and B2
notes in Money Partners Securities 3 and the class M2 and B1
notes in Money Partners Securities 4.  S&P has affirmed its
ratings on all other classes of notes in both of these
transactions.

S&P's credit stability analysis indicates that the maximum
projected deterioration for all three transactions that it would
expect at each rating level for time horizons of one year and
three years under moderate stress conditions is in line with
S&P's credit stability criteria.

Money Partners Securities 2, 3, and 4 are securitizations of U.K.
nonconforming residential mortgages.  Money Partners Ltd. and
Money Partners Loans Ltd. originated the collateral.

RATINGS LIST

Class                 Rating
                To               From

Money Partners Securities 2 PLC
EUR191.2 Million, GBP234.7 Million, $78 Million Mortgage-Backed
Floating-Rate Notes

Ratings Affirmed

A2a             A- (sf)
A2c             A- (sf)
M1a             A- (sf)
M1b             A- (sf)
M2a             A- (sf)
M2b             A- (sf)
B1              BB- (sf)

Money Partners Securities 3 PLC
EUR298 Million, GBP382.95 Million, $50 Million Mortgage-Backed
Floating-Rate Notes

Ratings Affirmed

A2a             A- (sf)
A2b             A- (sf)
A2c             A- (sf)
M1a             A- (sf)
M1b             A- (sf)
M2a             A- (sf)
M2b             A- (sf)

Ratings Raised

B1a             BBB (sf)         BBB- (sf)
B1b             BBB (sf)         BBB- (sf)
B2a             BB (sf)          B- (sf)
B2b             BB (sf)          B- (sf)

Money Partners Securities 4 PLC
EUR388.95 Million, GBP351.75 Million Mortgage-Backed Floating-
Rate Notes

Ratings Affirmed

A1a             A- (sf)
A1b             A- (sf)
M1a             A- (sf)
M1b             A- (sf)
B2              B- (sf)

Ratings Raised

M2a             A- (sf)          BBB (sf)
M2b             A- (sf)          BBB (sf)
B1a             BB+ (sf)         B+ (sf)
B1b             BB+ (sf)         B+ (sf)


OAK FM: In Liquidation, Stops Broadcasting
------------------------------------------
business-sale.com reports that a commercial radio station called
Oak FM, operating in Leicestershire, has stopped broadcasting,
going off air suddenly when its evening news bulletin was due on
July 28, 2016, and is now in the hands of liquidators.

The station shut down after its two directors received insolvency
advice.  Gareth Rusling -- gareth.rusling@begbies-traynor.com --
and Ashleigh Fletcher -- ashleigh.fletcher@begbies-traynor.com --
of Begbies Traynor have been brought in as the joint liquidators
of Oak FM (Hinckley & Nuneaton) Ltd and Oak FM Ltd, and its
associated company ATR Media Ltd, according to business-sale.com.

The report notes that the closure means five job losses, for the
stations DJs, administration staff and one director, liquidator
Mr. Rusling confirmed.  They are now looking into selling the
business' assets, which feature broadcasting equipment and
related licenses, the report relays.

The report adds that Mr. Rusling said: "There are a number of
creditors, including six local businesses that have paid for
GBP7,000 worth of advertising in advance, and we are working to
assess the likelihood of any return to these firms that are owed
money."

The current owners had purchased Oak FM in 2015, which was formed
out of a merger of two local stations -- Fosseway Radio and Oak
107 FM -- in 2008, the report notes.  It encountered difficulty
due to increased competition in the form of a new radio station,
and historic debts, which led to trading becoming unviable, the
report adds.


RESLOC UK 2007-1: S&P Raises Rating on Class E1b Notes to B+
------------------------------------------------------------
S&P Global Ratings raised its credit ratings on all classes of
notes in ResLoC U.K. 2007-1 PLC.

The upgrades follow S&P's full review of the credit and cash flow
analysis based on the transaction information that S&P received
from the servicer (dated March 2016).  S&P applied its U.K.
residential mortgage-backed securities (RMBS) criteria and
current counterparty criteria.

The transaction is currently paying down the notes pro rata,
which has limited the build-up of credit enhancement since S&P's
July 19, 2013, review.

Delinquencies of more than 90 days remain low compared with other
U.K. nonconforming transactions that S&P rates and have decreased
since our previous review to 5.5% from 9.8%.  Total delinquencies
have declined to 13.7% from 16.4% since July 2013.

S&P's weighted-average foreclosure frequency (WAFF) assumptions
have improved since its previous review, mainly because of
falling arrears and increased seasoning.  S&P's weighted-average
loss severity (WALS) assumptions are relatively unchanged at each
rating level since S&P's last review because the lower current
weighted-average loan-to-value ratio is offset by increased
market value decline assumptions.

WAFF AND WALS ASSUMPTIONS

Rating                  WAFF                   WALS
                         (%)                    (%)
AAA                     30.12                 46.69
AA                      23.52                 39.61
A                       18.28                 28.43
BBB                     14.09                 21.86
BB                       9.84                 17.27
B                        8.10                 13.34

The liquidity facility documentation does not comply with S&P's
current counterparty criteria.  Giving benefit to the liquidity
facility, S&P's ratings on the notes are capped at its long-term
issuer credit rating (ICR) on the liquidity facility provider,
Lloyds Bank PLC (A/Negative/A-1).

In addition, the currency and basis swap agreements do not comply
with S&P's current counterparty criteria.  The noncompliance of
the currency swap documents results in S&P's ratings on the notes
being capped at S&P's long-term ICR on each of the swap
providers, Morgan Stanley & Co. International PLC (A/Watch Pos/A-
1) and Barclays Bank PLC (A-/Negative/A-2), plus one notch.  The
noncompliance of the basis swap documents results in S&P's
ratings on the notes also being capped at its long-term ICR on
the swap guarantor, Morgan Stanley (BBB+/Stable/A-2).

The liquidity facility will be unavailable for the transaction if
90-plus-day arrears exceed 19.5% and there are additional stop
usage triggers set up by the transaction documentation.  Under
S&P's U.K. RMBS criteria, it assumes recession timing at
inception and at the end of year three.  S&P's cash flow model
suggests that the liquidity stop usage triggers are breached
shortly after the beginning of defaults application in most
rating categories except for 'B' when the recession is delayed by
three years.  The restrictions on the use of the liquidity
facility constrain S&P's ratings to their current levels.

Based on S&P's credit and cash flow analysis, it has raised its
ratings on all 12 classes of notes in this transaction.
Counterparty risks do not currently constrain S&P's ratings on
the notes in this transaction.

ResLoC U.K. 2007-1 is backed by nonconforming residential
mortgage loans secured over U.K. freehold and leasehold
properties.  The mortgage loans were originated by Morgan Stanley
Advantage Services (the trading name of Morgan Stanley Bank
International Ltd.), GMAC Residential Funding Co. LLC, Amber
Homeloans Ltd., and Victoria Mortgage Funding Ltd.

RATINGS LIST

RATINGS RAISED

ResLoC U.K. 2007-1 PLC
EUR395.5 Million, GBP485.795 Million, And $303.7 Million
Mortgage-Backed Floating-Rate Notes

Class            Rating
            To            From

A3a         BBB+ (sf)     BBB- (sf)
A3b         BBB+ (sf)     BBB- (sf)
A3c         BBB+ (sf)     BBB- (sf)
M1a         BBB (sf)      BB (sf)
M1b         BBB (sf)      BB (sf)
B1a         BBB- (sf)     BB- (sf)
B1b         BBB- (sf)     BB- (sf)
C1a         BB+ (sf)      B (sf)
C1b         BB+ (sf)      B (sf)
D1a         BB (sf)       B- (sf)
D1b         BB (sf)       B- (sf)
E1b         B+ (sf)       B- (sf)


RJ HERBERT: Administrators Unable to Find Buyer for Firm
--------------------------------------------------------
Hanna Sharpe at business-sale.com reports that RJ Herbert
Engineering, in Wisbech, Cambridgeshire, has been placed into
administration, with 84 job losses two weeks after the
administrators were drafted in.

The administrators from Deloitte, Chris Farrington --
cfarrington@deloitte.co.uk -- and Matt Cowlishaw --
mcowlishaw@deloitte.co.uk -- confirmed in a statement that 32 of
the workforce are to be transferred to Herbert Systems Ltd, and
another 14 kept on as RJ Herbert Engineering is put through the
winding down process, according to business-sale.com.

One of the joint administrators Chris Farrington said: "We have
been unable to find a buyer for RJ Herbert Engineering so far,
although the factory, stock, plant equipment and technical
drawings are still available for sale," the report notes.
"We would still prefer to sell the manufacturing facility as one
unit if a buyer cold be found quickly, which could potentially
resurrect the business."

The job losses were "inevitable" due to the costs of trading a
business while it is in administration.  Deloitte have found an
overseas buyer to take on Herbert Systems Ltd and they are
looking to finalize the sale in the coming weeks, he added, the
report relays.

Herbert manufactures and supplies handling systems to the
agricultural, fresh pack, food processing, materials handling and
waste management sectors, and has over 40 years experience, the
report adds.


SANDS HERITAGE: Recovery for Unsecured Creditors Uncertain
----------------------------------------------------------
David Casey at Insider Media reports that unsecured creditors of
Dreamland, the historic Margate theme park which entered
administration two months ago, are collectively owed almost GBP6
million and face an uncertain wait to discover how much they are
likely to recoup.

Insolvency specialists from Duff & Phelps were appointed to
handle the affairs of Sands Heritage Ltd., the operator of the
park, following cash flow difficulties as a result of delays to
renovation works, bad weather and train engineering works during
the Easter holidays, Insider Media relates.

Since then, the administrators have continued to trade the park
after securing the support of secured creditor Arrowgrass Master
Fund, a hedge fund registered in the Cayman Islands, Insider
Media relays.

Now, ahead of a meeting of creditors today, Aug. 4, Insider Media
can reveal the sums owed by Sands Heritage to creditors, as well
as the background which led to its financial difficulties.

At the date the administrators were appointed on May 29, secured
creditors Arrowgrass and Lloyds Bank were owed a combined GBP2.3
million, Insider Media recounts.  Unsecured creditors, meanwhile,
were owed about GBP5.8 million, with GBP3.1 million due to
suppliers and GBP700,000 to HM Revenue & Customs, Insider Media
discloses.

However, the administrators admitted it remains "uncertain"
whether there will be "sufficient realizations" to enable a
distribution to unsecured creditors as much depends on the amount
of operating cash generated and whether a sale of the business
can be achieved, Insider Media notes.

At the moment, an immediate sale is "not being pursued", Insider
Media states.


SANTANDER ASSET: Moody's Affirms Ba2 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service affirmed the corporate family rating of
Santander Asset Management Investment Holdings Limited (SAM
Investment Holdings Limited), and changed the outlook to stable
from positive.  Concurrently, Moody's affirmed the senior secured
facility ratings of SAM Finance Lux S.A.R.L., also changing the
outlook to stable.

These rating actions follow the announcement made on July 27,
2016, by UniCredit SpA (Baa1/Baa1 stable, ba1), and confirmed by
SAM, to terminate the agreements entered into on Nov. 11, 2015,
between Unicredit, Banco Santander S.A. (Spain) (A3 stable/(P)A3,
baa1) and Sherbrooke Acquisition Corp SPC (unrated) to combine
Pioneer Investments and SAM's businesses, thereby canceling the
proposed merger of the two asset managers.

                         RATINGS RATIONALE

The potential benefits from the proposed merger were a key driver
behind SAM's positive outlook.  Moody's considered that the
merger could have brought complementary capabilities and resulted
in an expanded geographical footprint, client base and product
diversification for SAM.  It would have improved the company's
business profile.  Moody's will now reassess SAM's strategic plan
in the absence of the merger and reverted to a stable outlook.

SAM's Ba2 corporate family rating reflects SAM's (1) leading
market position in the Iberian Peninsula (Iberia), Latin America
and the UK, (2) its sizeable base of assets under management
(AUM), which are invested in comparatively stable and safe asset
classes; (3) its stable retail investor base; and (4) its long-
term, exclusive distribution agreements with Banco Santander that
will contribute to earnings stability.  These strengths are
counterbalanced by SAM's limited product diversification
(predominantly comprising savings-like retail products),
moderate-to-high leverage, and a degree of uncertainty associated
with the realization of SAM's business strategies, including its
aspirations to expand its "Select" multi-manager product line and
increase its institutional investor base.  In addition, core
Latin American markets in which SAM operates are more volatile
compared to its core markets in Europe which could translate into
greater revenue volatility.  The outlook for SAM's ratings is
stable.

What Could Change the Rating - Up

   -- Sustained reduction in the total adjusted debt-to-EBITDA
      ratio below 2.5x
   -- Improved profitability, resulting in consistent pre-tax
      income margins above 25%, combined with sustained
      improvement in the stability of revenue growth

What Could Change the Rating - Down

   -- Increase in the total debt-to-EBITDA ratio above 4.5x
   -- Evidence of persistently high market volatility leading to
      a significant decline in AUM
   -- Erosion of competitiveness and market presence
   -- Sustained increase in operational costs that leads to a
      material decline in profitability
   -- Significant outlays for strategic investments over the next
      12 months that substantially reduces available liquidity

                         AFFECTED RATINGS

These ratings were affirmed with a stable outlook:

SAM Investment Holdings Limited
  Long-term Corporate Family Rating: Ba2

SAM Finance Lux S.A.R.L.
  Senior Secured Revolving Credit Facility: Ba2
  Senior Secured Term Loans: Ba2

The principal methodology used in these ratings was Asset
Managers: Traditional and Alternative published in December 2015.


SOUTHERN PACIFIC: Fitch Issues Correction to 2015 Ratings Release
-----------------------------------------------------------------
This announcement replaces the version published on August 6,
2015, which incorrectly stated the rating Outlooks on the class D
notes in Southern Pacific Financing 04-A Plc and the class B
notes in Southern Pacific Securities 04-1 Plc.

Fitch Ratings has upgraded three tranches of the Southern Pacific
Financing (SPF) and Southern Pacific Securities (SPS) series and
affirmed 49 tranches. The series comprises nine UK non-conforming
RMBS transactions originated by Southern Pacific Mortgage
Limited.

KEY RATING DRIVERS
Strong Credit Enhancement
The upgrade of SPF 05-B's class D and E notes and SPS 05-2's
class D1a notes reflects their robust available credit
enhancement. Protection is provided by fully funded and
non-amortizing reserve funds of GBP4.56 million and GBP2.55
million, respectively.

Stable/Improving Asset Performance
Across the series, late stage arrears (loans with more than three
monthly installments overdue) are higher than in the UK Non-
Conforming RMBS Index, which stands at 9.9% of the outstanding
pool balance. In particular, late delinquencies span from 12.2%
(SPF 04-A to) to 28.1% (SPS 05-3). In six of the nine
transactions, performance has improved over the past 12 months.
Reductions in late arrears were between 3.3 pp (SPS 04-1) and 0.4
pp (SPS 5-1). Conversely, SPS 04-2 has worsened, with late
arrears up by 2% since the last review.

Cumulative repossessions have been broadly stable over the past
12 months with a maximum increase of 38 basis points in SPF 06-A.
Repossessed properties are currently reported between 6.9% (SPF
04-A) and 17.7% (SPS 05-3) of the original portfolio balance,
while the Index stands at 10.5%.

The stable performance and replenishment of the reserve fund,
currently at 90.1% of its target level, are the key drivers for
the revision of the Outlook to Stable from Negative on SPF 04-A's
class D and E notes.

Fitch notes that the SPS transactions are performing worse than
the SPF series due to the asset characteristics. SPS portfolios
include a significant portion of second-lien loans, between 5.5%
(SPS 05-3) and 9.2% (SPS 04-1), and borrowers with adverse credit
history: debtors with past country court judgments represent
between 23.7% (SPS 04-1) and 52.5% (SPS 06-1) of the current
portfolios, while borrowers subject to bankruptcy order prior to
the deals' closing are between 0.8% (SPS 04-1) and 4.5% (SPS 05-
3).

Tail Risk
SPF 04-A, SPS 04-1, SPS 04-2 and SPS 05-1 have paid down to the
extent that the outstanding pools are 6.2%, 3.8%, 5.5% and 7.9%
of their original balance. In its analysis, Fitch has taken into
consideration the concentration risk associated with small pools
and considers the current credit enhancement sufficient to
protect against this risk. These views are reflected in the
affirmations. Fitch will continue to monitor the performance of
these deals as the pools become smaller over time.

RATING SENSITIVITIES
An increase in market interest rates could cause additional
stress on borrowers' affordability and potentially cause
performance deterioration and negative rating action on the
notes.

Only small portions of the securitized pools remain outstanding
in these transactions, particularly in the older vintages. This
results in borrower concentration and potential adverse
selection, which may cause greater performance volatility and
negative rating action 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
pools and the transactions. There were no findings that were
material to this analysis.

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

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

SOURCES OF INFORMATION
The information below was used in the analysis.
-- Loan-by-loan data provided by Acenden as at May 2015
-- Transaction reporting provided by Acenden as at June 2015

MODELS

EMEA RMBS Surveillance Model.

The ratings actions are:
Southern Pacific Financing 04-A Plc
Class A ISIN (XS0190203124): Affirmed at 'AAAsf': Outlook Stable
Class B ISIN (XS0190204445): Affirmed at 'AAAsf': Outlook Stable
Class C ISIN (XS0190205178): Affirmed at 'AAAsf': Outlook Stable
Class D ISIN (XS0190205681): Affirmed at 'AA+sf': Outlook revised
to Stable from Negative
Class E ISIN (XS0190206143): Affirmed at 'AA-sf': Outlook revised
to Stable from Negative

Southern Pacific Financing 05-B Plc
Class A ISIN (XS0221839318): Affirmed at 'AAAsf': Outlook Stable
Class B ISIN (XS0221840324): Affirmed at 'AA+sf': Outlook Stable
Class C ISIN (XS0221840910): Affirmed at 'A+sf': Outlook Stable
Class D ISIN (XS0221841561): Upgraded to 'BBBsf' from 'BB+sf':
Outlook Stable
Class E ISIN (XS0221842023): Upgrade to 'BBsf' from 'B+sf':
Outlook Stable

Southern Pacific Financing 06-A Plc
Class A ISIN (XS0241080075): Affirmed at 'AAAsf': Outlook Stable
Class B ISIN (XS0241082287): Affirmed at 'AA+sf': Outlook Stable
Class C ISIN (XS0241083764): Affirmed at 'A-sf': Outlook Stable
Class D1 ISIN (XS0241084572): Affirmed at 'BBsf': Outlook Stable
Class E ISIN (XS0241085033): Affirmed at 'Bsf': Outlook Stable:
Recovery Estimate (RE) revised to NC from 0%

Southern Pacific Securities 04-1 plc
Class A2 ISIN (XS0186713797): Affirmed at 'AAAsf': Outlook Stable
Class M ISIN (XS0186714506): Affirmed at 'AAAsf': Outlook Stable
Class B ISIN (XS0186715222): Affirmed at 'AA-sf': Outlook revised
to Stable from Negative

Southern Pacific Securities 04-2 Plc
Class C1a ISIN (XS0196615396): Affirmed at 'AAAsf': Outlook
Stable
Class C1c ISIN (XS0196616360): Affirmed at 'AAAsf': Outlook
Stable
Class D1a ISIN (XS0196616527): Affirmed at 'AA-sf': Outlook
Stable
Class D1c ISIN (XS0196618069): Affirmed at 'AA-sf': Outlook
Stable
Class E ISIN (XS0196618499): Affirmed at 'BBB-sf': Outlook Stable

Southern Pacific Securities 05-1 Plc
Class B1c ISIN (XS0212691660): Affirmed at 'AAAsf': Outlook
Stable
Class C1c ISIN (XS0212691744): Affirmed at 'AAAsf': Outlook
Stable
Class D1c ISIN (XS0212692122): Affirmed at 'BB+sf': Outlook
Stable
Class E ISIN (XS0212692478): Affirmed at 'Bsf': Outlook Stable:
RE revised to NC from 80%

Southern Pacific Securities 05-2 Plc
Class B1a ISIN (XS0225861490): Affirmed at 'AAAsf': Outlook
Stable
Class B1c ISIN (XS0225862894): Affirmed at 'AAAsf': Outlook
Stable
Class C1a ISIN (XS0225865483): Affirmed at 'AAAsf': Outlook
Stable
Class C1c ISIN (XS0225876688): Affirmed at 'AAAsf': Outlook
Stable
Class D1a ISIN (XS0225877652): Upgraded to 'BBBsf' from 'BBB-sf':
Outlook Stable
Class E1c ISIN (XS0225879278): Affirmed at 'Bsf': Outlook Stable

Southern Pacific Securities 05-3 Plc
Class A2a ISIN (XS0235514972): Affirmed at 'AAAsf' :Outlook
Stable
Class A2c ISIN (XS0235515607): Affirmed at 'AAAsf': Outlook
Stable
Class B1a ISIN (XS0235516084): Affirmed at 'AAAsf': Outlook
Stable
Class B1c ISIN (XS0235516241): Affirmed at 'AAAsf': Outlook
Stable
Class C1a ISIN (XS0235516324): Affirmed at 'Asf': Outlook Stable
Class C1c ISIN (XS0235516753): Affirmed at 'Asf': Outlook Stable
Class D1a ISIN (XS0235516837): Affirmed at 'BBsf': Outlook Stable
Class D1c ISIN (XS0235517215): Affirmed at 'BBsf': Outlook Stable
Class E1c ISIN (XS0235517728): Affirmed at 'CCCsf': RE 95%
Class FTc ISIN (XS0235518296): Affirmed at 'Bsf' :Outlook Stable

Southern Pacific Securities 06-1 plc
Class A2a ISIN (XS0240948397): Affirmed at 'AAAsf': Outlook
Stable
Class A2c ISIN (XS0240957380): Affirmed at 'AAAsf': Outlook
Stable
Class B1c ISIN (XS0240950880): Affirmed at 'AAAsf': Outlook
Stable
Class C1a ISIN (XS0240951185): Affirmed at 'Asf': Outlook Stable
Class C1c ISIN (XS0240952076): Affirmed at 'Asf': Outlook Stable
Class D1a ISIN (XS0240952316): Affirmed at 'BBsf': Outlook Stable
Class D1c ISIN (XS0240953470): Affirmed at 'BBsf': Outlook Stable
Class E1c ISIN (XS0240954015): Affirmed at 'CCCsf': RE revised to
95% from 80%
Class FTc ISIN (XS0240956572): Affirmed at 'CCCsf': RE revised to
80% from 60%


SILVERSTAR FOODS: Closes for Good as Administrators Called in
-------------------------------------------------------------
Daily Echo reports that a catering firm in Christchurch has gone
into administration, with more than 90 members of staff being
made redundant.

Silverstar Foods Ltd, which traded as Turners Fine Foods after
merging with the former Coastline Produce Ltd early last year,
has ceased trading. Restructuring firm KPMG were appointed as
administrators, according to Daily Echo.

A notice on Turners' website said: "The company has ceased to
trade, no further orders will be taken and no further deliveries
will be made," the report notes.

The news emerges less than a month after the company told staff
that approximately 91 people at its offices in Airfield Way faced
redundancy -- it had initially promised to create 100 new jobs
when it first merged with Coastline Produce, the report relays.

The majority of job losses have been at Turners Fine Foods' site
in Goudhurst, Kent, where 311 members of staff were made
redundant. Elsewhere in the county, 53 jobs were lost in
Tonbridge.

Only in April, the company, which supplied cheese, charcuterie,
deli, and other such produce, had reported upbeat trading figures
showing turnover increased by nearly 30 per cent to GBP41.5
million in 2015, the report notes.

Employee Andy Ebdon, from Springbourne, worked as a lorry driver
for the firm.  He said he and his colleagues were "devastated"
after losing their jobs, the report relays.


VM LANGFORDS: In Liquidation, Calls in Quantuma
------------------------------------------------
ambulancetoday.co.uk reports that restructuring specialists
Quantuma has been called into deal with the aftermath of the
collapse of ambulance operator VM Langfords.

Quantuma partner Chris Newell -- chris.newell@quantuma.com -- has
been appointed liquidator of VM Langfords following growing
problems with the Sussex patient transport service operated by
the firm, the report notes.

The firm, a sub-contractor to hospital transport group
Coperformer, employed more than 120 people.

Mr. Newell, based in Quantuma's Marlow office, was confirmed as
liquidator at a creditors' meeting on Thursday, July 7, in
London, according to ambulancetoday.co.uk.

It is understood that the majority of jobs have transferred to
Docklands Medical Services Ltd, the report relays.

VM Langfords had sites at St. Leonards, Polegate, Bognor Regis,
Worthing and Basingstoke.

Mr. Newell said: "Unfortunately there is no possibility for a
sale of the business, so there was no option other than to place
the company into liquidation," the report relays.

Mr. Newell said VM Langfords' failure had been the result of
financial difficulties which were still being assessed.
Coperforma took over responsibility for Sussex patient transport
services from Secamb (South East Coast Ambulance Service) on
April 1, the report adds.


VOUGEOT BIDCO: S&P Affirms 'B' CCR, Outlook Remains Stable
----------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term corporate credit
rating on U.K.-based cinema operator Vougeot Bidco PLC (Vue).
The outlook remains stable.

"At the same time, we affirmed our issue rating on the upsized
super senior secured GBP60 million revolving credit facility
(RCF) at 'BB' and the recovery rating at '1+', indicating our
expectation of a very high recovery (above 100%) in the event of
a payment default.  We also affirmed the 'B' issue rating on the
GBP300 million fixed rate senior secured notes and on the
EUR290 million floating rate senior secured notes.  The '4'
recovery rating on these notes indicates our expectation of
average (30%-50%) recovery in the event of a default, in the
higher half of the range," S&P said.

S&P also assigned its 'B' issue rating to the proposed
EUR120 million term loan B with the '4' recovery rating on these
notes.  This indicates S&P's expectation of average (30%-50%)
recovery in the event of a default, in the higher half of the
range.

The issue and recovery ratings on the proposed term loan B are
based on preliminary information and are subject to the
successful issuance of this loan and our satisfactory review of
the final documentation.

The affirmation reflects S&P's assessment of the company's fair
business risk profile, and its highly leveraged financial risk
profile, underpinned by S&P's Financial Sponsor-6 assessment of
Vue's financial policy.

The company is in the process of refinancing the one-year term
loan facility it raised a year ago to fund the acquisition of
Dutch cinema operator JT Bioscopen (JTB).  That facility was
raised by Vougeot Midco outside of Vue's restricted group
perimeter, however, S&P has already included this loan in its
adjusted debt calculation.  The new EUR120 million term loan B
will rank pari passu with existing senior secured notes and be
borrowed within the restricted group.  The loan will mature in
seven years.  As a result of refinancing JTB will be consolidated
into the restricted group.  The new term loan is EUR25 million
higher than the existing one-year loan, which does not have a
significant impact on credit metrics, with the reported EBITDA
cash interest cover ratio remaining comfortably above 2x.  The
excess proceeds will be used for general group purposes and will
support the group's liquidity.

S&P estimates that at the end of financial 2016 (ending Nov. 30),
Vue's debt will mainly comprise about GBP600 million senior
secured fixed and floating rate notes, GBP100 million of senior
secured term loan B, and about GBP660 million of the shareholder
instruments provided by the company's shareholders.  S&P's
adjusted debt estimate, in addition to the aforementioned
instruments, includes about GBP1.1 billion of obligations under
operating leases pro forma for JTB.

Due to S&P's assumption of Vue generating a limited amount of
reported free cash flow over the medium term, S&P believes that
S&P Global Ratings-adjusted credit metrics for the company are
likely to remain in its highly leveraged financial risk profile
category in the next two to three years.

S&P continues to assess Vue's business risk profile as fair, at
the stronger end of the category.  In S&P's opinion, the limiting
factors are the company's exposure to customers' assessments of
the film slate and to adverse weather conditions, and competition
from other entertainment providers (such as sport events and
theme parks) -- all of which can have a strong impact on the
group's operating performance.  S&P also thinks that the sector
is highly competitive and exposed to technology advances that are
spawning new entertainment alternatives, such as video-on-demand
and over-the-top television.

These weaknesses are partly offset by the industry's limited
correlation with economic cycles and typically low levels of
maintenance capital expenditure (capex), which are largely
discretionary, in S&P's view.  Vue's modern and technologically
advanced portfolio of theaters compares well with those of its
peers.  In addition, its operating efficiency is the highest
among peers with an adjusted EBITDA margin of above 35%, over the
forecast period through 2018.  S&P sees Vue's geographic
diversification and increasing scale as another supporting
factor.

On an S&P Global Ratings-adjusted basis, S&P estimates that Vue's
debt-to-EBITDA ratio will be 9.5x-10.0x for 2016 while EBITDA to
interest will be about 1.3x.  These ratios would be 7.0x-7.2x and
over 5x, respectively, excluding the shareholder instruments.
S&P also anticipates that, excluding the effect of operating
leases, Vue's EBITDA will cover cash interest by 2.0x-2.5x
underpinned by reported EBITDA forecast of GBP120 million-GBP130
million.

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

   -- Broadly flat admissions in 2016 due to a somewhat weaker
      film slate compared with 2015 and Euro 2016 Football
      Championships in June and July.

   -- Annual revenue growth of about 5% in the period of fiscal
      2016-fiscal 2017, in line with the trend demonstrated over
      the six months ended on May 26, 2016.

   -- Full consolidation of JTB.

   -- EBITDA margin growth by about 100-140 basis points due to
      cost control measures and tight management of rent costs
      and higher film rental costs.

   -- Capex of GBP40 million-GBP50 million in 2016-2017.

   -- No further acquisitions.

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

   -- Adjusted debt to EBITDA of about 10.0x in 2016-2017 (about
      7.2x and 7.1x, respectively, excluding shareholder
      instruments).

   -- Cash pay and overall leverage moderately reducing over the
      next few years due to an increase in consolidated EBITDA.

   -- Reported EBITDA cash interest coverage (excluding the
      effect from the operating lease obligations and shareholder
      instruments) remaining above 2.0x in the wake of EBITDA
      growth.

   -- Reported free operating cash flow (FOCF) of about
      GBP10 million-GBP15 million in 2016, increasing to about
      GBP10 million-GBP20 million thereafter.

The stable outlook for the next 12 months reflects S&P's
expectation that Vue's operating performance will continue to
benefit from the sound film slate in 2016, supported by
contribution from local content in Vue's international markets.
S&P considers its forecast of GBP120 million-GBP130 million
EBITDA in 2016, on a reported basis, and more than GBP120 million
in the next 12 months, to be commensurate with the 'B' rating.
S&P's outlook further assumes that the company will generate
positive FOCF and maintain its adequate liquidity.

S&P could lower the rating if, over the next 12 months, Vue were
unable to generate at least GBP100 million EBITDA excluding the
effect of S&P's adjustments.  This could stem from the company's
aggressive pursuit of growth via debt-funded acquisitions or a
shortfall in earnings caused by an unexpectedly weak film slate,
accompanied by an inability to cut costs or unfavorable foreign
currency effect.  Vue's inability to generate FOCF on a reported
basis or a weakening of its liquidity position could also trigger
a downgrade.  A significant increase in leverage resulting from
the company's aggressive pursuit of growth via debt-funded
acquisitions could also put pressure on the ratings.

S&P sees limited upside potential for the rating because of the
relatively high leverage over the next 12 months and S&P's view
of the aggressive financial policy of its financial sponsor-
owners. However, S&P could raise the rating on Vue if strong
operating performance led to an adjusted debt-to-EBITDA ratio
approaching 5x.  Any upgrade would depend on the tangible
evidence of the company exercising a less aggressive financial
policy, sustainably generating material FOCF, and maintaining a
liquidity position at least adequate.


WOOKY ENTERTAINMENT: Enters Into Administration
------------------------------------------------
ToyNews reports that the company has reiterated that "every
effort is being made to deliver 2016 current orders."

Wooky Entertainment has entered "a state of re-organization"
following notice of its entrance into administration last month,
according to ToyNews.

On July 11 this year, staff at Wooky Entertainment were given
notice that the firm was to enter administration, the report
relays.  The UK office closed on Friday, July 20.

Dave Williams of Wooky Europe, said: "Wooky is entering a period
of re-organization, with the primary aim of saving committed
orders from customers for 2016 and delivering ordered product as
near as normal, the report discloses.

"Currently, Sam, Oliver and myself remain engaged with the
company working from home offices to ensure this happens.  If
customers wish to contact me for updates then please do so," the
report quoted Mr. Williams as saying.

The company has reiterated that 'every effort is being made to
deliver 2016 current orders, the report adds.


* Cosgrave Joins K&L Gates' London Finance Practice
---------------------------------------------------
The London office of global law firm K&L Gates LLP has added
Barry Cosgrave as a partner in the firm's global finance
practice. Cosgrave, who joins K&L Gates from Shearman & Sterling
LLP, is the second new partner addition to the firm's London
finance practice in just a month.

Cosgrave's experience includes distressed debt and restructuring,
debt capital markets, structured finance, and Islamic finance. He
has significant Middle East experience, having also practiced in
Dubai for a number of years.

"With a focus on distressed debt and the Middle East, my
ambitions and experience are very much in line with the strategic
direction of K&L Gates' finance practice," said Cosgrave. "I feel
that I can play an important part in further growing our finance
offering."

Tony Griffiths, administrative partner of K&L Gates' London
office, stated: "Structured finance, restructuring, distressed
debt, and Islamic finance have continued to be a priority focus
of our investment in London in recent years. Barry joins a
thriving practice, and we also expect him to link up closely with
our Middle East team."

Lawyers in K&L Gates' finance practice represent financial
institutions, lenders, servicers, trustees, investors,
alternative capital providers, asset based lenders, and private
equity funds on borrowings, new lendings, restructurings,
workouts, and enforcements of debt and equity positions
encompassing a variety of financing transactions, including
corporate, acquisition, asset-based, project, real estate,
transportation, and Islamic finance matters.

Cosgrave's addition follows the July arrival of fellow London
finance partner Mayank Gupta from Mayer Brown.


                            *********

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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Information contained herein is obtained from sources believed to
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The TCR Europe subscription rate is US$775 per half-year,
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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 * * *