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

                           E U R O P E

           Friday, October 28, 2016, Vol. 17, No. 214


                            Headlines


G R E E C E

LARGO INTERMEDIARY: S&P Assigns Prelim. 'B' CCR, Outlook Stable
LARGO INTERMEDIARY: Fitch Assigns 'B-(EXP)' Issuer Default Rating


H U N G A R Y

GRESCO INVESTMENTS: Put Under Mandatory Liquidation, Owes HUF10BB


I T A L Y

MANUTENCOOP FACILITY: Moody's Raises CFR to B2, Outlook Stable
MANUTENCOOP FACILITY: S&P Raises CCR to 'B', Outlook Stable
MARCOLIN SPA: S&P Affirms 'B-' ICR & Revises Outlook to Positive
SALINI IMPREGILO: Fitch Affirms 'BB' LT Issuer Default Rating


L U X E M B O U R G

BANQUE INTERNATIONALE: Moody's Ups Jr. Sub. Debt Rating to Ba1


N E T H E R L A N D S

FORNAX 2006-2: Fitch Cuts Rating on Class E Notes to 'CCsf'
NEPTUNO CLO I: Moody's Affirms Ba3 Rating on Class E-1 Notes


R U S S I A

DME LTD: S&P Affirms 'BB+/B' CCRs, Outlook Remains Negative
MECHEL OAO: Aims to Sign Final Debt Restructuring Deal by 2017


S E R B I A

BELGRADE CITY: Moody's Assigns B1 Issuer Rating, Outlook Pos.


S L O V E N I A

NOVA LJUBLJANSKA: Moody's Raises Bank Deposit Ratings to Ba3


S P A I N

ABENGOA SA: Majority of Creditors Back Debt Restructuring Deal
PYME VALENCIA 1: Fitch Hikes Class C Notes Rating to 'CCCsf'


U K R A I N E

INTERPIPE LIMITED: Fitch Withdraws 'RD' LT Issuer Default Rating


U N I T E D   K I N G D O M

EDU UK: S&P Affirms 'B-' CCR & Revises Outlook to Stable
ENQUEST PLC: November 17 Chapter 15 Recognition Hearing Set
ENTERPRISE INSURANCE: Directors to Face GFSC Probe Over Collapse
HAWKSMOOR MORTGAGES 2016-2: Moody's Rates Class X Notes Ca
JERROLD HOLDINGS: S&P Lowers Counterparty Credit Rating to 'B+'

* UK: Number of Corporate Insolvencies in Scotland Down in 2Q2016


X X X X X X X X

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


                            *********



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G R E E C E
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LARGO INTERMEDIARY: S&P Assigns Prelim. 'B' CCR, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' long-term
corporate credit rating to Largo Intermediary Holdings Ltd., the
parent of Greek telecom operator Wind Hellas Telecommunications
S.A., and Largo's wholly owned financing subsidiary Crystal
Almond S.a r.l., which S&P considers a core group entity
(together, the group or Wind Hellas).  The outlook on both
entities is stable.

At the same time, S&P assigned its preliminary 'B' issue rating
to Wind Hellas' proposed senior secured notes.

The ratings are preliminary and based on draft documentation.
Final ratings will depend on S&P's receipt and satisfactory
review of final documentation within a reasonable time frame.

S&P assigned the preliminary rating following Wind Hellas'
announcement that it plans to issue EUR250 million of senior
secured notes, and intends to use the proceeds to repay the
outstanding amount of a EUR175 million current term loan and
provide additional liquidity for accelerating investment outlays
in coming years.  These include network investment plans in the
fixed-line segment, since Wind Hellas is considering
participating in the bidding process for deployment of a next
generation network (NGN), and the remaining license payments from
the spectrum auction allocated in 2014.

The company's business risk profile is primarily constrained by
S&P's view of very high country risk in Greece, where economic
conditions are challenging, unemployment is very high at about
25%, and capital controls are still in place.  S&P sees a
continued risk that the company's credit metrics and liquidity
could materially weaken if the economic situation in Greece were
to deteriorate again.

Wind Hellas is the third-largest player in the fairly small Greek
telecommunication market, offering mobile, landline, and internet
services.  The company faces severe competition from
significantly bigger and more resourceful players, incumbent
Hellenic Telecommunications Organizations (OTE) and Vodafone,
which S&P views as a key constraint on its competitive position.
Wind Hellas has approximately 3.6 million customers across all
product groups.  This compares with 7.6 million mobile
subscribers and 2.7 million fixed lines for OTE.  Additionally,
S&P views Wind Hellas' scale as very limited compared with
peers', with revenues of about EUR480 million in 2015 of which
the majority (67%) were generated from its mobile segment.  In
recent years, Wind Hellas' estimated market share in mobile
subscribers has declined to 19%, while market leader Cosmote
holds more than 45%, in part due to Wind Hellas' underinvested
network compared with Cosmote and higher penetration of pre-paid
subscribers.  In the fixed-line segment, the company remains a
very small, but growing, player, with a market share in terms of
lines of 11% as of June 2016, and is reliant at the moment on
Cosmote's network as a fixed-line reseller.  The relative limited
scale results in EBITDA margins that are meaningfully below
industry average at only about 17.7% in first nine month 2016,
despite some recent improvement on the back of cost-cutting
measures.

These weaknesses are partly offset by Wind Hellas' improved
mobile network quality following the spectrum auction in 2014,
where the company acquired blocks in the 800MHz and 2.6GHz bands
similar to the competitors.  These investments and the subsequent
roll out of its own long-term evolution (LTE) network support
Wind Hellas in closing the gap in network quality with its
competitors.  Wind Hellas achieved 57% 4G coverage in 2015 and
expects to reach 77% at year-end 2016.  In addition, the network-
sharing agreement with Vodafone, which started in 2014 has
further supported the company's attempts to catch up in its
network.  S&P believes these investments will support Wind Hellas
in sustaining its mobile market shares in the future, and
potentially allow it to capture a higher share of customers from
other networks.  In addition, recent rationale behavior by all
mobile operators, including price increases in the pre-paid
mobile segment in June 2016, indicate a more positive market
trend.  In the fixed-line segment, Wind Hellas is considering
bidding for some exclusive concessions, which the Greek regulator
is planning to grant to operators that rollout NGN networks in
currently underserved areas.  S&P believes these investments will
support the company's fixed-line operations and market share
through higher subscriber additions from 2018, and may improve
margins.

Despite the still very high country risk and several years of
recession, S&P sees signs of improvements in the economic
situation and expects the Greek economy will achieve positive GDP
growth in 2017.  As a result, S&P expects the Greek
telecommunication market will benefit from higher consumer
spending, including increased demand for mobile data, increasing
smartphone penetration, and higher average revenue per user
(ARPUs) from its currently fairly low levels.  S&P believes all
these factors should support Wind Hellas' revenue trends.  S&P
notes that the company has already benefitted from improved
operating performance in the first nine month of 2016, with a
revenue increase of about 2.4% year on year, mainly driven by
ARPU and subscriber growth in fixed-line broadband.

S&P's financial risk profile assessment is primarily constrained
by the company's negative free operating cash flow (FOCF)
generation and the financial sponsor ownership structure.  The
company generated negative FOCF in 2014 and 2015, and S&P
currently do not expect it will generate positive FOCF before
2019.  This is primarily due to its investment plan of large
capital expenditures (capex) to upgrade and expanding its
networks, as well as remaining payments for the 2014 spectrum
license auction.

These constraints are partly mitigated by limited debt, resulting
in relatively low leverage for a financial sponsor-owned company,
and solid interest coverage ratios.  S&P estimates that following
the refinancing (year-end 2016), the company's S&P Global
Ratings-adjusted debt-to-EBITDA ratio will be at about 3.6x and
funds from operations (FFO) to debt will be about 22%.  S&P's
adjusted debt measure includes the remaining spectrum license
payments of about EUR46 million and net present value of
noncancelable operating leases of about EUR128 million.
Furthermore, S&P do not deduct cash from gross debt, primarily
because the company is owned by financial sponsors and due to the
still very high country risk.

S&P expects that the company is unlikely to default in a
hypothetical sovereign stress scenario.  S&P believes that Wind
Hellas' solid cash balance sheet following the refinancing, its
good track record of cost cutting, and the flexibility in capex
investments will protect the company in a stress scenario, as
will its policy of holding most of its cash balances outside of
Greece.

In such a stress scenario, S&P believes that Wind Hellas would be
able to maintain adequate liquidity.  S&P therefore rates Wind
Hellas one notch above the long-term sovereign rating on Greece
(B-/Stable/B).

The preliminary 'B' issue rating on the proposed senior secured
notes issued by Largo's wholly-owned and unconditionally
guaranteed financing vehicle, Crystal Almond S.a r.l., is at the
same level as the long-term issuer credit rating on Largo.  The
proposed senior secured notes will be guaranteed by both the
operating entity Wind Hellas and Largo.

The stable outlook reflects S&P's expectation that Wind Hellas
will continue to stabilize revenues and maintain adequate
liquidity, with modest growth in revenues and EBITDA margins next
year.

S&P sees rating upside as unlikely over the next 12 months, due
to its expectations of high cash burn.  S&P could take a positive
rating action if Wind Hellas' FOCF turns positive and its
adjusted debt to EBITDA reduces to less than 3.5x on a
sustainable basis, thereby improving its profit margins at above
25%.  This would also require country risk in Greece reducing to
moderate from very high currently, including the lifting of
capital controls and improving economic prospects.

S&P could lower the rating if Wind Hellas experiences further
strong revenue decline similar to those 2015 and its margins
deteriorate or if its liquidity weakens to less-than-adequate.
This could occur if economic, competitive, and pricing pressure
increase and the company begins to lose its market share.


LARGO INTERMEDIARY: Fitch Assigns 'B-(EXP)' Issuer Default Rating
-----------------------------------------------------------------
Fitch Ratings has assigned Largo Intermediary Holdings Limited
(Wind Hellas) an 'B-(EXP)' Issuer Default Rating with a Stable
Outlook. In addition, Fitch has assigned a 'B(EXP)/RR3' rating to
Crystal Almond S.a.r.l.'s senior secured notes.

Wind Hellas's rating is supported by its experienced management
team, a stabilising Greek telecommunications market, and its
position in both its mobile and fixed-line offerings. In
addition, Wind Hellas has a joint venture with Vodafone that
allows for both cost sharing and network sharing in the
development of their 2G/3G mobile network. These factors are
offset by the significant challenges the firm and the Greek
telecommunications market have experienced since the Greek debt
crisis, and the strong competition provided by OTE and Vodafone.
In addition, the Greek Country Ceiling caps the potential IDR of
Wind Hellas.

KEY RATING DRIVERS

Greek Country Ceiling Constrains Rating: Wind Hellas is domiciled
in Greece and all of its revenues are generated there. It is
therefore subject to the Greek Country Ceiling of 'B-'. The
Country Ceiling reflects the high degree of transfer and
convertibility stemming from the recent sovereign debt crisis and
the imposition of capital controls. Specifically, in July 2015,
the Greek government imposed capital controls (bank transfer
restrictions) to limit deposit outflows that threatened to
undermine the solvency of the banking system. Beginning in July
2016, the government began to relax these capital controls and
Fitch Ratings expects this process to continue through 2017.

Greek Telecom Market Stabilising: The Greek telecoms market has
gone through a severe contraction, and revenue has declined over
40% from its pre-recession peak. This has been driven primarily
by the Greek sovereign debt crisis and the commensurate decline
in Greek GDP. In a very challenging environment, Wind's ability
to maintain its market position demonstrates the capabilities of
the management team. However, management's ability to execute its
business plan will be affected by continued developments in the
market.

Network Buildout Pressures Free Cash Flow: Wind's capex plan
expects increased investments between 2016 and 2019 to fund
development of its shared mobile network under the Victus joint
venture with Vodafone, its investments in expanding its 4G
coverage and the development of next-generation fixed-line
products such as fibre-to-the-curb (FTTC) or fibre-to-the-home
(FTTH). However, these payments lead to negative free cash flow
and are funded by a combination of proceeds from the bond
offering, an equity injection and operating cash flow, and there
is a risk that operating performance may not be sufficient to
fully fund this plan.

JV Supports Mobile Network Development: In March 2013 Wind Hellas
and Vodafone agreed to form a joint venture for the development
and sharing of their 2G and 3G networks. In addition, Wind Hellas
and Vodafone signed a memorandum of understanding in July 2016
for the development of next-generation fixed-line infrastructure.
These agreements reduce the risks and costs associated with
maintaining a national mobile and fixed-line network while
allowing Wind to pursue targeted investments in 4G and FTTC/FTTB.

Fixed/Mobile Convergence; Data Drive Growth: Wind continues to
improve its product offerings and upgrade its technology to allow
for the selling of converged fixed/mobile (FMC) packages. This
has resulted in decreased customer churn and higher data usage
from both prepaid and FMC subscribers. Wind Hellas's lower
dependency on its legacy infrastructure will allow it to add more
advanced FMC services as it upgrades its equipment and software.
However, there may be limited customer demand for premium
services such as IPTV.

Improved Customer Experience: Poor customer service, network
performance and network coverage have contributed to Wind
Hellas's sales declines over the past few years. In order to
correct this, Wind has invested in an outsourced call centre,
renovated its store network, improved its website so that
customers can manage their accounts and add new services or order
handsets, and added a 15-year partnership with Public, a leading
convenience store chain. Fitch expects that these actions will
gradually improve Wind Hellas's brand. This is indicated by the
improvement of its net promoter score (NPS) from -11 in 2011 to
+9 in 1H16.

DERIVATION SUMMARY

Wind Hellas is the third-largest mobile phone and fixed-line
operator in Greece behind OTE (Cosmote) and Vodafone. Both OTE
and Vodafone are geographically diversified, either within Europe
or in emerging markets, whereas Wind Hellas only operates in
Greece. In addition, they include a more diverse product
portfolio with OTE being the incumbent fixed-line provider in
Greece and Vodafone providing TV services in many markets. Wind's
IDR is constrained by the Greek Country Ceiling of 'B-' and its
Recovery Rating is limited to +1 notch. Greece is in Group C in
Fitch's Country-Specific Treatment of Recovery Ratings criteria.

KEY ASSUMPTIONS

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

   -- Revenue CAGR of 3.8% between 2016 and 2021

   -- EBITDA margin expansion from 17.7% in 2015 to 25.5% in 2021

   -- Capex plan excludes buildout of the next-generation network
      and pay-TV investments

   -- Spectrum payments in line with management expectations

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action

   -- Due to Greece's country ceiling of 'B-', there is no
      potential for an upgrade beyond this level at present.
      However, if the ceiling were raised, the following factors
      would contribute to a positive action.

   -- Continued maintenance or growth in service revenue market
      share.

   -- A path to sustainable positive free cash flow.

   -- Successful execution of the mobile network buildout.

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action

   -- A recurrence of the Greek sovereign debt crisis and a
      downgrade of the Greek sovereign rating

   -- Fixed charge cover ratio < 1

   -- Persistent negative FCF leading to liquidity below EUR20m

LIQUIDITY

With EUR71m in readily available cash in 2015, net proceeds from
the debt issuance of EUR63m and an equity injection of EUR25m,
Wind has sufficient liquidity to fund both its growth and
maintenance capex plan, despite projected negative FCF from 2016
to 2018. In order to fund the buildout of the fibre and pay-TV
infrastructure, Wind's performance will have to exceed the Fitch
case.


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H U N G A R Y
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GRESCO INVESTMENTS: Put Under Mandatory Liquidation, Owes HUF10BB
-----------------------------------------------------------------
MTI-Econews reports that business daily Vilaggazdasag on Oct. 26
said Gresco Investments Limited, the company that renovated
Budapest's landmark Gresham Palace hotel, has been placed under
mandatory liquidation.

According to MTI-Econews, bailiff Cabor Csapo told the paper
Gresco was earlier under voluntary liquidation, but its HUF10
billion in liabilities well exceeded its own assets, requiring it
to be placed under mandatory liquidation.

Gresco undertook the HUF26 billion renovation largely with bank
credit, against which the hotel was used as collateral,
MTI-Econews discloses.



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I T A L Y
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MANUTENCOOP FACILITY: Moody's Raises CFR to B2, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service upgraded Manutencoop Facility
Management S.p.A's corporate family rating to B2 from B3 and
probability of default rating (PDR) to B2-PD from B3-PD.
Concurrently, the rating agency has upgraded to B2 from B3 the
instrument rating on the senior secured notes issued by
Manutencoop Facility Management S.p.A.  The outlook on all
ratings is stable.

                          RATINGS RATIONALE

"The upgrade has been triggered by the announcement of the
Italian Regional Administrative Tribunal (TAR) to partially
uphold Manutencoop's appeal and significantly reduce the Italian
Competition Authority (ICA) fine, which will allow the company to
maintain its adequate liquidity profile", says Pieter Rommens,
Moody's lead analyst for Manutencoop.  "The TAR's ruling builds
on other credit-positive steps that the company has taken since
January, such as the securing of additional committed factoring
lines, the appointment of new management, and the recent
announcement of tender won from Consip", adds Mr. Rommens.

Manutencoop's B2 Corporate Family Rating (CFR) reflects the
company's (1) leading position in the fragmented Italian public
segment facilities management sector; (2) sizeable order book
with approximately 70% of expected FY2017 revenues already
contracted and no large contracts up for renewal in 2017; (3)
strongly improved liquidity position with the signing of up to
EUR100 million committed factoring facility; (4) partially
successful appeal against the Italian Competition Authority (ICA)
fine and (5) senior management and board reshuffle to focus on
rebuilding customer relations and corporate governance.

However, the rating also reflects the company's (1) sole
geographic exposure to the Italian economy; (2) strong reliance
on the public sector segment and Italian public authorities'
payment discipline; (3) expected Moody's-adjusted gross leverage
of around 4.0x by the end of FY2016 and (4) remaining, albeit
reduced risk of credit negative consequences of ICA ruling.

Manutencoop announced that the TAR had partially upheld the
company's appeal and significantly reduced a EUR48.5 million fine
imposed by the ICA in January for suspected violations of
antitrust rules.  According to the TAR's decision, the ICA should
revise the fine amount based on a reduced applied percentage of
the contract amount of 5% versus 15% previously, implying a 66%
reduction in the fine.  In addition, the Italian public tender
agency Consip has awarded Manutencoop with two new facility
management contracts worth up to EUR209 million over the next
seven years.  The new contract wins confirm management's view
that Manutencoop has not been excluded from Consip tenders and
further supports the company's revenue pipeline.

Rating Outlook

The stable outlook reflects Moody's view that Manutencoop's
improved liquidity profile, recent new contract wins and stable
margins will result in continued deleveraging.

What Could Change the Rating - Up

Positive pressure on the ratings could materialise if Manutencoop
continues to win new contracts, improve its operational cash flow
performance, and maintains it adequate liquidity profile,
following the final outcome of the ICA appeal.  Quantitatively,
positive pressure could materialise if the company (1) maintains
its current operating performance in relation to EBITDA margins;
(2) generates sustained positive free cash flow; and (3)
maintains leverage profile such that its Moody's-adjusted
debt/EBITDA ratio sustainably falls below 4.0x.

What Could Change the Rating - Down

Conversely, negative pressure could be exerted on the ratings if
Manutencoop's liquidity profile and credit metrics deteriorate as
a result of (1) weakening operational performance or loss of
material contracts; (2) additional penalty payments or
significant legal cost; or (3) an aggressive change in its
financial policy. Quantitatively, we would also consider
downgrading Manutencoop's ratings if its adjusted debt / EBITDA
sustainably increases above 5.0x; or if the company reports
negative free cash flow on a sustained basis.

Furthermore, any negative consequences resulting from the
investigations ranging from management distraction to reputation
risk or financial damage would create negative pressure on the
company's rating position.

                       PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

                         COMPANY PROFILE

Founded in 1938 and headquartered in Bologna, Italy, Manutencoop
Facility Management SpA is a leading provider of facilities
management (FM) services and laundry & sterilisation services in
Italy.  The group reported 2015 revenue and adjusted EBITDA of
EUR955 million and EUR95 million, respectively.  The company
serves over 1,600 customers and employs approximately 16,000
people in 58 offices/branches throughout Italy.  All revenues are
generated in Italy, with 74% of 2015 revenues derived from the
public sector and 26% from the private sector.

The company's controlling shareholder is Manutencoop Societa
Cooperativa (MSC), which owns 67% of Manutencoop's ordinary
shares (including additional 7% of shares acquired with retention
of title in July 2013).  The remaining stake is held by a pool of
10 private equity investors (including MP Venture, Private Equity
Partners, IDEA, 21 Investimenti).  MSC is a cooperative of around
600 member shareholders, all of which are employees of the firm.


MANUTENCOOP FACILITY: S&P Raises CCR to 'B', Outlook Stable
-----------------------------------------------------------
S&P Global Ratings raised its long-term corporate credit rating
on Italy-based facility services provider Manutencoop Facility
Management SpA (MFM) to 'B' from 'B-'.  The outlook is stable.

At the same time, S&P raised the issue rating on MFM's
EUR425 million senior secured notes (outstanding nominal value of
EUR300 million) to 'B' from 'B-'.  The recovery rating of '3'
incorporates S&P's expectation of meaningful recovery in the
lower half of the 50%-70% range in the event of a default.

The upgrade reflects S&P's view that MFM's financial flexibility
has improved, helped by: the TAR decision to uphold MFM's appeal
about the fine amount; the group's healthy cash balance of about
EUR167 million as of June 30, 2016; and the extinguishing of the
put option, totaling EUR172 million, at the parent level (which
S&P previously included in its adjusted debt computation).

The reassessed fine (which the ICA will calculate based on the
direction prescribed in the TAR ruling) is likely to be
materially lower than the current EUR48.5 million provision MFM
recognizes in its accounts.  S&P calculates the reassessed fine
will be about EUR15 million-EUR20 million.

Although the TAR has asked the ICA to reassess the fine amount,
it says that MFM has committed some of the violations noted by
the ICA.  MFM is likely to appeal the TAR's verdict in the second
appeal court (the State Council) within the next 90 days.  In
S&P's view, the TAR's verdict has exposed MFM to reputational
risk, which may affect its ability to win new contracts with
private sector corporate clients.  The verdict is also impairing
its market standing; MFM faces potential pressure from
competitors relating to client retention, and may have to lower
prices to maintain its existing customer base.  S&P factors these
additional risks into its business risk profile assessment, along
with the group's geographical concentration in Italy, the weak
macroeconomic environment in Italy, and the competitive nature of
the fragmented facility management industry.

These risks are partly offset by MFM's current leading position
in Italian facility management (with estimated reported EBITDA of
about EUR95 million-EUR100 million for financial 2016); its order
backlog of about EUR2.8 billion; and the multi-year structure of
its contracts, which provides some revenue visibility.

Under the new agreement between MFM's largest shareholder,
Manutencoop Societa Cooperativa (MSC) and its remaining minority
shareholders (comprising numerous private equity companies),
agreed in July 2016, there will no longer be a put option
obligation on MSC.  Therefore, S&P no longer includes the EUR172
million put option obligation in MFM's adjusted debt computation
and S&P forecasts the group's credit metrics for FY2016 will be
commensurate with an aggressive financial risk profile, compared
to highly leveraged, which was S&P's previous expectation.

S&P believes the recent establishment of the new supervisory and
management boards, along with the appointment of a new CEO, shows
the group's intent to strengthen its internal controls and
governance structure.  However, the impact of the TAR's verdict
on MFM's ability to win new contracts tendered by Consip remains
to be seen.  S&P will be monitoring this over the next few
quarters.

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

   -- Italy's GDP to remain flat in 2016.

   -- MFM's forecast revenue to decline by 2%-4% over 2016 due to
      competitive pricing, potential contract cancellations, and
      the company winning fewer new contracts.

   -- Forecast reported EBITDA could decline to about
      EUR90 million-EUR95 million (after deducting EUR5 million
      provision for risks and non-recurring expenses).  S&P
      understands that management's forecast for revenue and
      EBITDA are somewhat higher than S&P's base case.

   -- S&P has included the ICA fine of EUR16 million as a debt
      adjustment for financial 2016 and related cash out flow in
      financial 2017.

   -- S&P continues to include a vendor loan of EUR55 million on
      MSC's balance sheet in S&P's adjusted debt calculation.

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

   -- Funds from operations (FFO) to debt of about 17% for
      financial 2016; and

   -- Reported free operating cash flow (FOCF) of about
      EUR20 million-EUR25 million.

The stable outlook reflects S&P's view that the group's credit
metrics are currently comfortably aligned with an aggressive
financial risk profile, with adjusted FFO to debt of about 15%-
18%.  It also incorporates S&P's view that the group's
strengthened liquidity profile will likely buffer against any
unexpected liquidity needs.

Upward rating pressure could build within next 12 months if S&P
sees sufficient evidence that the TAR ruling has not influenced
MFM's ability to win new contracts tendered by Consip.  S&P could
also consider a positive rating action if the group demonstrated
improving credit metrics commensurate with a significant
financial risk profile, namely FFO to debt above 20%.

S&P could lower the rating if the credit metrics were to
deteriorate for a sustained period to levels that S&P considers
commensurate with highly leveraged, including FFO to debt below
12%.  Additional rating triggers could arise from weakened
liquidity due to acquisitions or bond buybacks that left the
group unable to finance a low-probability, high-impact event.


MARCOLIN SPA: S&P Affirms 'B-' ICR & Revises Outlook to Positive
----------------------------------------------------------------
S&P Global Ratings said that it revised the outlook on Italy-
based eyewear manufacturer Marcolin SpA to positive from stable.
At the same time, S&P affirmed the 'B-' issuer credit rating on
the company.

In addition, S&P affirmed its 'B' issue rating on Marcolin's
EUR30 million revolving credit facility (RCF) and S&P's 'B-'
issue rating on the EUR200 million senior secured notes maturing
in November 2019.

The outlook revision reflects S&P's view that Marcolin will
continue to grow its revenues while slowly improving the
operating margin, and S&P's expectation that it will generate
positive discretionary cash flow from full-year 2016 onward.  In
addition, the company has widened its covenant headroom following
a covenant reset on its RCF.

The company's luxury eyewear division (48% of total sales) is
showing good momentum, especially in Europe.  Margins are
benefiting from the sound performance of the Tom Ford brand
(about 35% of sales), and the completed integration with VIVA
International.  However, S&P continues to see some ongoing
pressure in emerging markets (especially in Asia-Pacific
countries) and a slowdown in United States.  The company cash
conversion is also improving mainly thanks to better
rationalization of working capital.

The company has a clear long-term license maturity schedule, with
the licences for its two key brands, Tom Ford and Guess, ending
in 2029 and 2025 respectively.  Marcolin's brand portfolio also
seems to be well balanced between mass market and luxury
segments.

However, the Tom Ford and Guess brands represent high revenue
concentration as they account for more than 50% of sales, and the
contribution of the property brand is very limited.  The company
has also experienced a certain degree of volatility in its
profitability metrics in past years.

S&P continues to assess Marcolin's financial risk profile as
highly leveraged, reflecting its fully S&P Global Ratings-
adjusted debt to EBITDA above 5x and Marcolin's ownership by
financial sponsor PAI Partners.  S&P anticipates that the company
will achieve moderate and gradual deleveraging, driven by top-
line growth.

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

   -- Mid-single-digit growth in sales for 2016 and 2017, mainly
      thanks to the new license agreements and good performance
      of the luxury segment.  A moderate improvement in the
      adjusted EBITDA margin to about 12%-13% over the next two
      years.

   -- About EUR20 million of annual capital expenditure at year-
      end 2016, down from the peak of EUR25 million in 2015.

   -- No dividend payments or acquisitions.

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

   -- Adjusted debt to EBITDA of 5.1x in 2016 and slightly below
      5.0x in 2017.

   -- Adjusted EBITDA interest coverage slightly above 2.5x over
      2016 and 2017.

The positive outlook signifies that S&P could raise the rating on
Marcolin over the next 12 months if it continues to profitably
grow its revenues, supported by the long-term maturity schedule
of its brand licenses, alongside gradual deleveraging and
positive discretionary cash flow generation starting from year-
end 2016.  An upgrade would be contingent on Marcolin maintaining
good covenant headroom under the RCF.

S&P could decide to revise the outlook to stable if the company
misses S&P's expectation of positive discretionary cash flow
generation over 2016 and 2017, showing a deterioration in its
profitability.  This could occur, for example, if Marcolin faces
continued difficulties in emerging markets due to higher
competition, as well as a sharp slowdown in European markets
where the company generates about 35% of its sales.  S&P could
also take a negative rating action if it saw a deterioration in
Marcolin's liquidity or a material reduction in covenant
headroom.


SALINI IMPREGILO: Fitch Affirms 'BB' LT Issuer Default Rating
-------------------------------------------------------------
Fitch Ratings has revised Italy-based construction group Salini
Impregilo S.p.A.'s (Salini) Outlook to Positive from Stable and
affirmed the Long-term Issuer Default Rating (IDR) and senior
unsecured rating at 'BB'.

The Positive Outlook reflects the improved business profile of
Salini, as well as its increased scale, diversification and
better access to the US, a favourable market with a ramp-up
pipeline of transport infrastructure investments. "Leverage is
still above our positive rating sensitivities guidance as a
result of the acquisition of US construction company The Lane
Construction Corporation (Lane), but we expect steady
deleveraging over the next 24 months," Fitch said.

KEY RATING DRIVERS

Acquisition Improves Geographic Diversification

Salini's geographic diversification improved following the
acquisition of Lane in January 2016. Contribution from the US
market to the group's revenues increased to 23% 1H16 from 3% in
2014. Fitch views Salini's increased presence in the US as
positive, where the transport infrastructure market presents good
opportunities from committed public expenditure. With operations
in over 50 countries, Salini's geographical diversification is
strong for the ratings.

Reduced Portfolio Risk

The acquisition of Lane enables Salini to mitigate its exposure
to emerging markets and to reduce its project concentration. The
quicker rotation of the working capital of Lane offsets Salini's
lower-margin activity -- mainly road surfacing and asphalt sales.
Salini's improving cash-flows visibility is credit-positive.

Robust Backlog

Salini's construction backlog exceeded EUR30bn at end-June 2016,
of which 30% was related to projects in Italy. Around EUR1.4bn in
the backlog relates to Venezuela which Fitch does not factor into
the ratings, given the political challenges facing the country.

The addition of Lane provides further diversification to the
group's portfolio and around EUR2.3bn of activity in the US.
However, some orders concentration still exists as the value of
the top three contracts account for a fourth of the construction
backlog.

Leverage Constrains Ratings

Salini's business profile is strong for the ratings, due to the
group's geographical diversification and solid market
positioning. Salini is the world leader in dam construction and
ranks among the top contractors in tunnelling. The acquisition of
Lane further improved the group's business profile, albeit with
increased debt quantum.

Fitch expects funds from operations (FFO)-adjusted net leverage
to be around 2.4x at end-2016, but to decline over the next 36
months to below 1.5x, in the absence of further large
acquisitions.

KEY ASSUMPTIONS

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

   -- Revenues growth supported by a robust backlog

   -- Improved working capital management

   -- No large acquisitions in the next few years

   -- Dividends distributions around 20% (payout ratio)

RATING SENSITIVITIES

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

   -- FFO adjusted net leverage of 1.5x or below on a sustained
      basis.

   -- Reduced concentration in the top 10 contracts.

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

   -- FFO adjusted net leverage above 2.5x on a sustained basis.

   -- Weak performance on major contracts with a material impact
      on profitability with EBITDA margin falling below 8% on a
      sustained basis.

   -- Problems in collecting receivables.

   -- Increased activity in high-risk countries

LIQUIDITY

Salini issued a EUR600m bond in July, allowing the company to
extend its debt maturity profile and to reduce its average cost
of funding. Part of the proceeds (around EUR300m) were used to
partially redeem the bridge financing for the acquisition of
Lane, and around EUR120m of the new notes were exchanged for its
existing bond maturing in 2018. As a result, Salini's average
cost of debt decreased to 3.4% in July 2016, from 5.3% in
December 2014.


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===================


BANQUE INTERNATIONALE: Moody's Ups Jr. Sub. Debt Rating to Ba1
--------------------------------------------------------------
Moody's Investors Service has upgraded Banque Internationale a
Luxembourg (BIL)'s long-term deposit, issuer and senior unsecured
debt ratings to A2, from A3, with a positive outlook.  The agency
upgraded the bank's baseline credit assessment (BCA) and adjusted
BCA to baa2 from baa3.  These actions reflect the bank's material
progress in restoring its creditworthiness since its acquisition
by Precision Capital and the Grand Duchy of Luxembourg, in 2012.

Moody's also upgraded BIL's subordinated and junior subordinated
debt ratings to Baa3 and Ba1(hyb), from Ba1 and Ba2(hyb),
respectively, as well as its long-term counterparty risk (CR)
assessment to A1(cr), from A2(cr).  Finally, the agency affirmed
the bank's short-term CR assessment at P-1(cr) and upgraded the
short-term deposit ratings to P-1, from P-2.

                         RATINGS RATIONALE

The upgrade of BIL's BCA to baa2 reflects the bank's improved
fundamentals, even though Moody's considers that the bank's
profitability will remain under pressure over the outlook
horizon.

BIL demonstrates low asset risk and strong capitalization.  As a
result of its deleveraging and de-risking strategy implemented
since 2012, BIL has refocused its activities on retail and
commercial banking in Luxembourg, where the macroeconomic
environment has been relatively strong, and wealth management in
the European and Middle East regions.  The overall quality of its
assets has improved, as evidenced by the relatively low non-
performing loan ratio of 2.8% in June 2016.  The bank's capital
has also been strengthened and is proportionate to the risks
taken, with tangible common equity amounting to 17% of risk-
weighted assets, as of June 2016.  For its funding, BIL relies on
a large deposit base stemming from its well-established retail
and private banking franchises.  Its liquidity profile is
supported by a large amount of high-quality liquid resources and
low asset encumbrance.

BIL's BCA is nevertheless constrained by its modest
profitability, especially in wealth management, where the bank
has not yet reached a sufficient size to generate satisfactory
returns on assets.  As a consequence, BIL needs to further expand
its wealth management franchise, which, would be credit positive
if implemented successfully but, in the short run, exposes the
bank to execution and operational risks.

BIL's A2 long-term deposit, issuer and senior unsecured debt
ratings reflect (1) the bank's baa2 BCA, (2) a two-notch uplift
under our Advanced Loss Given Failure (LGF) analysis, resulting
from the large volume of deposits and senior long-term debt; and
(3) government support uplift of one notch, reflecting a moderate
probability of support from the Luxembourg government (Aaa,
Stable), reflecting Moody's view that the bank is systemically
important to Luxembourg.

The upgrade of BIL's subordinated and junior subordinated debt
ratings to Baa3 from Ba1 and Ba1(hyb) from Ba2(hyb),
respectively, reflects the bank's higher BCA.

               WHAT COULD CHANGE THE RATING UP/DOWN

The outlook on BIL's long-term deposit, issuer and debt ratings
is positive, reflecting the potential for a further increase in
the bank's BCA stemming from (1) an improved profitability as the
bank implements a well-controlled expansion plan, which would not
materially increase its level of asset risk or (2) a further
improvement in asset risk stemming from a reduction in risk
concentrations without materially affecting the bank's capital
base.  An upgrade of BIL's BCA and adjusted BCA would likely
result in an upgrade of all bank's ratings.

Given the positive outlook assigned to BIL's deposit, issuer and
senior unsecured ratings, the likelihood of a downgrade is low.
However, some factors could lead to a downgrade in the bank's
BCA, including (1) a deterioration in its profitability that may
result from difficulties in implementing its commercial strategy;
or (2) material losses stemming from the bank's investment
portfolio and loan book, caused by widening sovereign spreads
and/or a severe downturn in the Luxembourg macroeconomic
environment.  BIL's senior unsecured debt rating could also be
downgraded as a result of an increase in loss-given-failure,
should senior unsecured debt account for a significantly smaller
share of the bank's overall liability structure.

LIST OF AFFECTED RATINGS

Issuer: Banque Internationale a Luxembourg

Upgrades:
  Long-term Counterparty Risk Assessment, upgraded to A1(cr) from
   A2(cr)
  Long-term Deposit Ratings, upgraded to A2 Positive from A3
   Positive
  Short-term Deposit Ratings, upgraded to P-1 from P-2
  Long-term Issuer Rating, upgraded to A2 Positive from A3
   Positive
  Senior Unsecured Regular Bond/Debenture, upgraded to A2
   Positive from A3 Positive
  Senior Unsecured Medium-Term Note Program, upgraded to (P)A2
   from (P)A3
  Senior Subordinated Regular Bond/Debenture, upgraded to Baa3
   from Ba1
  Subordinate Regular Bond/Debenture, upgraded to Baa3 from Ba1
  Subordinated Medium-Term Note Program, upgraded to (P)Baa3 from
   (P)Ba1
  Junior Subordinated Regular Bond/Debenture, upgraded to
   Ba1(hyb) from Ba2(hyb)
  Other Short Term, upgraded to (P)P-1 from (P)P-2
  Adjusted Baseline Credit Assessment, upgraded to baa2 from baa3
  Baseline Credit Assessment, upgraded to baa2 from baa3

Affirmations:
  Short-term Counterparty Risk Assessment, affirmed P-1(cr)

Outlook Action:
  Outlook remains Positive

                       PRINCIPAL METHODOLOGY

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


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


FORNAX 2006-2: Fitch Cuts Rating on Class E Notes to 'CCsf'
-----------------------------------------------------------
Fitch Ratings has placed Fornax (Eclipse 2006-2) B.V. class D
notes on Rating Watch Negative (RWN), downgraded class E notes
and affirmed the rest as follows:

   -- EUR6.3m class D (XS0267554920) 'BBBsf'; placed on RWN

   -- EUR24.8m class E (XS0267555570) downgraded to 'CCsf' from
      'CCCsf'; RE (Recovery Estimate) 95%

   -- EUR16.8m class F (XS0267555737) affirmed at 'CCsf'; RE 0%

   -- EUR6.7m class G (XS0267556032) affirmed at 'Dsf'; RE 0%

The transaction is a securitisation of initially 19 CRE loans
originated by Barclays Bank PLC. The three loans remaining are
the EUR39.9m Cassina Plaza loan, the EUR7.6m ATU loan and the
EUR7.1m Kingbu loan. All the loans are defaulted, with note
principal distributed on a sequential pay-down basis.

KEY RATING DRIVERS

The RWN reflects greater risk of a material interest shortfall on
the senior notes. This could arise from 3M Euribor rising prior
to enough principal (EUR6.3m) being repaid from the loan pool.

The class D notes currently have a minor interest shortfall
(EUR303), which Fitch considers as immaterial to the notes'
creditworthiness. This arose at the August interest payment date
(IPD) because when the interest index was reset in May, Euribor
had fallen enough to make senior issuer costs excessive as a
proportion of issuer revenue.

At the next reset date in August Euribor had fallen further, but
enough to floor the class D note coupon at zero for the November
IPD, and so avoiding an imminent worsening of the shortfall. The
longer interest is floored - the next Euribor reset is on 18
November - the more time there is for recoveries from the
underlying collateral to redeem the D notes without creating a
material interest shortfall. Fitch expects full principal
repayment of the class D notes, and a significant recovery for
the class E notes as well.

Fitch understands from the servicer that the EUR7.1m Kingbu loan
is at an advanced stage of a refinancing, which would see the
senior notes repaid in full. However, this would also cause the
class E notes to become senior, with EUR69,464 of deferred
interest (as well as some unpaid senior expenses) becoming due
and payable. The risk of a consequent default is reflected in the
downgrade of the class E notes to 'CCsf'.

RATING SENSITIVITIES

If the class D notes are not redeemed within six months, Fitch
may resolve the RWN by taking negative rating action, depending
on the short term outlook for loan recoveries and 3M Euribor. If,
instead, the class D notes are redeemed, all remaining notes will
be downgraded to 'Dsf', unless the class E note shortfall has
been cleared.

Fitch estimates 'Bsf' recoveries of EUR31m.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch 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 affected
the rating analysis. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

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

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

SOURCES OF INFORMATION

The information below was used in the analysis.

   -- Loan-by-loan data provided by the servicer as at October
      2016

   -- Transaction reporting provided by the cash manager as at
      August 2016


NEPTUNO CLO I: Moody's Affirms Ba3 Rating on Class E-1 Notes
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Neptuno CLO I B.V.:

  EUR25 mil. Class C Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to Aa1 (sf); previously on Feb. 5,
   2016, Upgraded to Aa2 (sf)

  EUR28 mil. Class D Senior Secured Deferrable Floating Rate
   Notes due 2023, Upgraded to A3 (sf); previously on Feb. 5,
   2016, Upgraded to Baa1 (sf)

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

  EUR100 mil. (current outstanding balance of EUR18.6 mil.) Class
   A-R Senior Secured Revolving Floating Rate Notes due 2023,
   Affirmed Aaa (sf); previously on Feb. 5, 2016, Affirmed
   Aaa (sf)

  EUR223 mil. (current outstanding balance of EUR 114.7 mil.)
   Class A-T Senior Secured Floating Rate Notes due 2023,
   Affirmed Aaa (sf); previously on Feb. 5, 2016, Affirmed
   Aaa (sf)

  EUR44 mil. Class B-1 Senior Secured Floating Rate Notes due
   2023, Affirmed Aaa (sf); previously on Feb. 5, 2016, Upgraded
   to Aaa (sf)

  EUR4 mil. Class B-2 Senior Secured Fixed Rate Notes due 2023,
   Affirmed Aaa (sf); previously on Feb. 5, 2016, Upgraded to
   Aaa (sf)

  EUR24 mil. Class E-1 Senior Secured Deferrable Floating Rate
   Notes due 2023, Affirmed Ba3 (sf); previously on Feb. 5, 2016,
   Upgraded to Ba3 (sf)

  EUR2 mil. Class E-2 Senior Secured Deferrable Fixed Rate Notes
   due 2023, Affirmed Ba3 (sf); previously on Feb. 5, 2016,
   Upgraded to Ba3 (sf)

Neptuno CLO I B.V., issued in May 2007, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans.  The portfolio is managed by BNP
Paribas Asset Management. The transaction ended its reinvestment
period in November 2014.  GBP-denominated liabilities are
naturally hedged by the GBP assets.  As per the September 2016
trustee report, GBP assets exceed GBP liabilities by GBP 6.1 mil.

                          RATINGS RATIONALE

The upgrades to the ratings on the Class C and Class D notes are
primarily a result of the significant deleveraging of the Class A
notes following amortisation of the underlying portfolio since
the last rating action in February 2016.

The Class A notes have paid down by approximately EUR40.9million
(13% of closing balance) on the payment date in May 2016.  As a
result of the deleveraging, over-collateralisation (OC) ratios
have increased.  According to the trustee report dated September
2016 the Class A/B, Class C and Class D OC ratios are reported at
153.2%, 134.7% and 118.6% compared to December 2015 levels of
144.9%, 130.3% and 117.1% respectively.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR211.8 million
and GBP16.0 million, defaulted par of EUR3.9 million, a weighted
average default probability of 18.9% (consistent with a WARF of
2642 over a weighted average life of 4.6 years), a weighted
average recovery rate upon default of 46.6% for a Aaa liability
target rating, a diversity score of 29 and a weighted average
spread of 3.78%.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in October 2016.

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

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

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

Additional uncertainty about performance is due to:

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

  Long-dated assets: The presence of assets that mature beyond
   the CLO's legal maturity date exposes the deal to liquidation
   risk on those assets.  Moody's assumes that, at transaction
   maturity, the liquidation value of such an asset will depend
   on the nature of the asset as well as the extent to which the
   asset's maturity lags that of the liabilities.  Liquidation
   values higher than Moody's expectations would have a positive
   impact on the notes' ratings.

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

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


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R U S S I A
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DME LTD: S&P Affirms 'BB+/B' CCRs, Outlook Remains Negative
-----------------------------------------------------------
S&P Global Ratings said it has affirmed its 'BB+/B' long- and
short-term corporate credit ratings on Russia-based DME Ltd., the
operator of Moscow's Domodedovo airport.  The outlook remains
negative.

S&P has also affirmed its 'BB+/B' long- and short-term corporate
credit ratings on DME's fully owned subsidiaries Domodedovo
International Airport LLC and Hacienda Investments Ltd.  The
outlooks are negative.

At the same time, S&P has affirmed its 'BB+' rating on the LPNs
due 2018, issued by special-purpose vehicle (SPV) DME Airport
Ltd., and assigned a 'BB+' rating to the SPV's proposed LPNs due
2021.

The proposed unsecured LPNs to be issued by DME Airport Ltd. will
be onlent to Hacienda, DME's fully owned, core operating
subsidiary.  The group is planning to use the proceeds of the new
issue to repurchase its outstanding LPNs.  DME will use the
remaining proceeds to partly finance its capital expenditure
program, which has increased recently due to expansion of the
existing terminal and construction of a new one.

S&P rates the proposed LPNs at the same level as the rating on
Hacienda, which S&P equalizes with that on DME to reflect S&P's
view of an almost certain likelihood that DME would provide
financial support to Hacienda, if needed.  S&P's view is
supported by the fact that Hacienda is fully owned by DME, holds
the group's major assets, including the airport passenger
terminal that Hacienda rents to other operating subsidiaries, and
is the borrower on all external debt, which is guaranteed by DME
and other group companies.

The ratings on DME reflect S&P's expectation that the company's
financial performance will be slightly weaker in the next few
years, in view of its expansion program, which coincides with the
decline in passenger traffic at the airport in 2015 and 2016.  A
sharp drop in international travel following the depreciation of
the ruble in late 2014, and the liquidation of Transaero, one of
DME's key airlines, which carried about 15% of the traffic in the
airport and had its license revoked due to financial pressures on
Oct. 26, 2015, caused traffic to decline by about 7.7% last year.
International traffic fell by about 21.5% in 2015, to some extent
offset by 8.5% growth in domestic traffic.  DME's adjusted debt-
to-EBITDA ratio therefore increased to 1.30x in 2015 from 0.76x
in 2014, and its funds from operations (FFO) to debt deteriorated
to 63.1% from about 113% but stayed in line with S&P's assessment
of DME's financial risk profile as modest.

In 2016, the airport continued to lose passengers, primarily due
to bans on charter flights to Turkey and all commercial flights
to Egypt, imposed by the government in late 2015, as well as the
effect of Transaero's departure.  The ban on flights to Turkey
was lifted only at the end of August this year, when the vacation
season had almost ended.  As a result, S&P expects that DME will
lose a further 5%-7% of its traffic in 2016.  S&P expects
passenger traffic will start recovering in 2017, supported by the
stabilization of exchange rates, delivering cumulative growth of
3%-6% in 2017 and 8%-12% in 2018, when S&P currently expects
Egypt could return to the market.  S&P therefore expects that
DME's FFO to debt will remain generally above our threshold of
45%, except in 2017, when it could fall below that number due to
higher interest payments and taxes, allowing DME to maintain its
modest financial risk profile.

The negative outlook reflects the risks to DME from the economic
slowdown in Russia, which could lead to weaker profitability and
financial metrics in the coming months.

S&P could lower the rating if DME's adjusted FFO-to-debt ratio
falls below 45% for a long period.  This could happen if DME's
capex, working capital outflows, or dividend payouts meaningfully
exceed S&P's base-case forecasts.  DME's financial metrics could
also weaken as a result of sharp exchange rate movements or
passenger traffic not recovering in 2017 and 2018 at the expected
rates.

S&P could revise the outlook to stable if it sees that DME's
passenger traffic is improving in line with S&P's base case, and
that its capex program, working capital outflows, and dividend
payments are broadly in line with S&P's expectations, allowing
the group to maintain its adjusted FFO to debt above 45%, with
the exception of 2017, when S&P believes it could fall below this
level before recovering comfortably in 2018.


MECHEL OAO: Aims to Sign Final Debt Restructuring Deal by 2017
--------------------------------------------------------------
Anastasia Lyrchikova and Andrey Kuzmin at Reuters report that
Mechel plans to sign a final debt-restructuring deal in early
2017, its chief financial officer told Reuters, concluding more
than two years of negotiations on a burden that has threatened
its survival.

Mechel borrowed heavily before Russia's economic crisis and
struggled to keep up repayments as demand for its products
weakened alongside tumbling coal and steel prices, Reuters
relates.

Before reaching restructuring agreements on the bulk of its debt
earlier this year, the company, controlled by businessman
Igor Zyuzin, was facing a bankruptcy which would have amounted to
Russia's biggest ever corporate collapse, Reuters recounts.

Chief Financial Officer Sergei Rezontov told Reuters Mechel would
soon agree terms with Russian bank VTB to reschedule debt
repayments for 2020-2022, having previously agreed to start
repayments next year.

According to Reuters, Mr. Rezontov said it will also conclude
restructuring talks on US$1.5 billion of credit owed to
international lending syndicates.

"Negotiations (with VTB) are currently ongoing, we expect to be
ready for signing by the end of the year," Mr. Rezontov told
Reuters in an interview at his office in Moscow.

Mr. Rezontov said the biggest part of Mechel's outstanding debt
which hasn't been restructured is owed to two groups of
creditors: US$500 million to export credit agencies and US$1
billion to a syndicate of international banks, Reuters relays.

"We hope that they (the banks) will be able to make credit
decisions by the end of the year.  There is every chance we will
be able to sign at the beginning of next year," Reuters quotes
Mr. Rezontov as saying.

After the agreements, Mechel will have to service US$550-US$700
million in repayments in 2017, Mr. Rezontov, as cited by Reuters,
said; US$400-US$500 million in interest and US$150-US$200 million
in principal debt.

Mechel is a Russian steel and coal producer.


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S E R B I A
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BELGRADE CITY: Moody's Assigns B1 Issuer Rating, Outlook Pos.
-------------------------------------------------------------
Moody's Public Sector Europe (MPSE) has assigned a B1 issuer
rating to the City of Belgrade.  The outlook on the rating is
positive.

The B1 rating reflects the city's:

  (1) prudent budgetary management, characterized by sound
      operating surpluses
  (2) continuing comfortable cash reserves
  (3) relatively high but declining debt burden
  (4) crucial role in the national economy

                       RATINGS RATIONALE

The first driver supporting the rating is the Belgrade's sound
fiscal performances, with double-digit operating surpluses
recorded over the last five years.  In 2015, the city's gross
operating balance-to-operating revenue ratio stood at 12% in line
with the performance in 2014.  In 2016 and 2017, Moody's expects
Belgrade's operating margin to improve to 14% and 16% of
operating revenue respectively, attributable to combined effect
of (1) the positive national economic growth prospects, which
will translate into growing proceeds of shared taxes, coupled
with increased collection of property tax and own-source non-tax
revenues; and (2) slower growth in operating expenditures.

According to Moody's, the improvement in the operating margins,
combined with a drop in capital expenditure, led to a financing
surplus between 3%-7% of total revenues during 2013-15, compared
with a financing deficit of 7% in 2012 and 18% in 2011.  However,
the City of Belgrade's capital investment plan for 2016-17
envisages large capital investments, which if fully implemented
could trigger the city's financing result to revert into negative
territory.

The second driver is Moody's view that the city's cash reserves
will remain above RSD10 billion and represent a cushion well in
excess of Belgrade's debt service requirements in 2017.  Moody's
says that Belgrade's sound financial performance has led to a
comfortable liquidity position.  Its accumulated cash reserves
averaged 17% of operating revenues in the first three quarters of
2016, representing 1.5x of projected debt servicing costs.

The third driver is the City of Belgrade's relatively high debt,
although its net direct and indirect debt levels declined to 85%
of operating revenue from 101% in 2014.  Moody's expects that the
city's debt will further decline to around 58% of operating
revenues by year-end 2017 following the city's commitment to fund
the majority of its investment programme from the operating
margin, asset sale or central government transfers.  A high FX
exposure represents an additional financial risk for the City of
Belgrade as 87% of the city's debt was denominated in euros at
year-end 2015.  However, Moody's notes that the city's debt
burden will remain manageable with annual debt repayments at
around 9% of total revenues during 2016-17.

The fourth driver is the important role Belgrade plays in the
national economy as Serbia's capital and most developed city.
The local economy is dynamic and much more diversified than other
Serbian cities, limiting its exposure to economic cycles.  The
city is of central strategic importance to the Serbian economy
and it is the country's largest economic hub, accounting for
about 39% of national GDP.  With 1.7 million residents,
accounting for approximately 24% of Serbia's population in 2015,
Belgrade is the country's largest labour market.  Belgrade's
relative affluence is evident in its GDP per capita, which is 70%
above the national average.

                  RATIONALE FOR POSITIVE OUTLOOK

The rating outlook mirrors the positive outlook on the B1
sovereign rating, reflecting the macroeconomic and financial
linkages between the state and local governments in Serbia.
Belgrade is dependent on intergovernmental revenues in the form
of shared taxes, which represent around 55% of operating revenue.
In addition, the institutional linkages intensify the close ties
between the two levels of government through the sovereign's
ability to change the institutional framework, under which the
Serbian sub-sovereigns operate.

               WHAT COULD CHANGE THE RATINGS UP/DOWN

Upgrade of the City of Belgrade's rating would require an upgrade
of the sovereign rating, associated with maintenance of sound
operating margin and sustained balanced financial performance.
Significant change in the city's revenue and expenditure
flexibility and ability to raise an additional own-source
revenues would also have positive implications on the rating.

Any downward movement in the sovereign rating could exert
downward pressure on the Belgrade's rating due to the close
macroeconomic and operational linkages with the central
government.  Downward pressure on the rating could also occur if
the city (1) further materially increases its debt burden; and/or
(2) suffers a deterioration in its operating and financial
performance.

The specific economic indicators, as required by EU regulation,
are not available for these entities.  These national economic
indicators are relevant to the sovereign rating, which was used
as an input to this credit rating action.

Sovereign Issuer: Serbia, Government of
  GDP per capita (PPP basis, US$): 13,671 (2015 Actual) (also
   known as Per Capita Income)
  Real GDP growth (% change): 0.7% (2015 Actual) (also known as
   GDP Growth)
  Inflation Rate (CPI, % change Dec/Dec): 1.6% (2015 Actual)
  Gen. Gov. Financial Balance/GDP: -3.8% (2015 Actual) (also
   known as Fiscal Balance)
  Current Account Balance/GDP: -4.8% (2015 Actual) (also known as
   External Balance)
  External debt/GDP: [not available]
  Level of economic development: Moderate level of economic
   resilience
  Default history: At least one default event (on bonds and/or
   loans) has been recorded since 1983*.
  *Events related to the debts of the Former Yugoslavia

On Oct. 21, 2016, a rating committee was called to discuss the
rating of the Belgrade, City of.  The main points raised during
the discussion were: The issuer's economic fundamentals,
including its economic strength.  The issuer's institutional
strength/framework.  The issuer's governance and/or management.
The issuer's fiscal or financial strength, including its debt
profile.  The systemic risk in which the issuer operates.  The
susceptibility to event risks.

The principal methodology used in this rating was Regional and
Local Governments published in January 2013.

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


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S L O V E N I A
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NOVA LJUBLJANSKA: Moody's Raises Bank Deposit Ratings to Ba3
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of three
Slovenian banks.  This concludes the review for upgrade initiated
on Aug. 4, 2016.

For a detailed analysis of Slovenia's Macro Profile please click:

          https://is.gd/ag71k7

These banks are affected by the rating actions:

   -- Nova Ljubljanska banka d.d.'s long-term local and foreign-
      currency deposit ratings were upgraded to Ba3 from B2, the
      long-term Counterparty Risk Assessment (CRA) was upgraded
      to Ba2(cr) from Ba3(cr), the baseline credit assessment
     (BCA) and adjusted BCA were upgraded to b3 from caa1; the
      outlook on the long-term deposit ratings is positive.

   -- Nova Kreditna banka Maribor d.d.'s long-term local and
      foreign-currency deposit ratings were upgraded to B2 from
      B3, the BCA and adjusted BCA were upgraded to b3 from caa1,
      the long-term CRA was affirmed at Ba3(cr); the outlook on
      the long-term deposit ratings is positive.

   -- Abanka d.d.'s long-term local and foreign-currency deposit
      ratings were upgraded to Ba3 from B3, the long-term CRA
      was upgraded to Ba2(cr) from Ba3(cr), the BCA and adjusted
      BCA were upgraded to b2 from caa1; the outlook on the
      long-term deposit ratings is positive.

All short-term deposit ratings and short-term CRA rating inputs
of the banks were unaffected by today's rating actions.

                       RATINGS RATIONALE

(1) CHANGED MACRO PROFILE REFLECTS IMPROVING OPERATING
ENVIRONEMENT IN SLOVENIA AND BENEFITS BANK'S CREDIT PROFILES

Moody's change of Slovenia's Macro Profile to "Moderate-" from
"Weak+" on 04 August 2016 positively affects the rated Slovenian
banks' BCAs and the outcomes of Moody's Advanced Loss Given
Failure (LGF) analysis.  The Macro Profile constitutes an
assessment of the macroeconomic environment in which a bank
operates.

The change of the Macro Profile illustrates Moody's assessment of
the improvement in Slovenian banks' operating environment, in
particular a significant improvement in banks' funding conditions
following a reduction in wholesale borrowings in the past few
years, thereby lowering vulnerability to potential dislocations
in funding markets.  A gradual recovery in credit demand should
also support banks' lending growth and revenues after several
years of loan book contraction.  The improving operating
environment will benefit Slovenian banks' credit profiles by
containing funding risks, helping to reduce the high level of
problem loans and restoring their profitability.

Under Moody's Advanced Loss-Given-Failure (LGF) analysis, the
loss rate Moody's uses for banks with a Macro Profile of
"Moderate-" and higher is 8% of tangible banking assets, as
opposed to 13% for banks with a lower Macro Profile.  This has
resulted in increased rating uplift due to lower severity of loss
faced by the different liability classes in resolution.

Moody's assessment of improvements in the operating environment
coupled with the outcomes of the Advanced LGF analysis under the
applicable loss rates for a Macro Profile of "Moderate-" has
resulted in various rating actions of Moody's rated banks in
Slovenia, in particular upgrades of the banks' BCAs and adjusted
BCAs as well as upgrades and/or affirmations of the banks'
deposit ratings and CRAs.

(2) BANK-SPECIFIC CONSIDERATIONS

Nova Ljubljanska banka d.d. (NLB)
According to Moody's, the two-notch upgrade of NLB's long-term
deposit ratings to Ba3 from B2 was driven by: (1) the upgrade of
the bank's BCA and adjusted BCA to b3 from caa1; (2) two notches
of rating uplift from Moody's Advanced LGF analysis (one notch
uplift previously); and (3) unchanged moderate public support
assumption from Slovenia's government (Baa3 positive) for NLB, as
the country's largest bank, which provides one notch of rating
uplift.

The rating agency added that the upgrade of NLB's BCA to b3 from
caa1 reflects the improved Moderate- Macro Profile combined with
improvements in the bank's asset quality and profitability, as
well as its maintaining good capital adequacy.  The bank's
reported NPL ratio declined significantly to 22.1% as of end-H1
2016, from 30.9% as of year-end 2014, owing mainly to sale and
write-off of some of the problem loans.  In H1 2016 NLB reported
a net income of EUR72.1 million, which translates to a return on
average assets (RoAA) of 1.22%, up from 0.81% in 2015 and 0.53%
in 2014.  Limited lending growth and moderate profitability will
underpin NLB's good capital adequacy with its Tier 1 ratio at
16.6% as of end-H1 2016.  NLB is largely deposit-funded, with a
gross loan-to-deposit ratio of 88% as of end-H1 2016.

The positive outlook assigned on the long-term deposit ratings
reflects Moody's expectation that the improvement in
profitability and asset quality will continue to enhance the
bank's solvency and overall credit profile.

The application of the Moderate- Macro Profile in Moody's
Advanced LGF analysis, including a lower 8% loss at failure
assumption, has resulted in lower loss-given failure and higher
rating uplift for deposit ratings.  This, combined with the
upgrade of the BCA has resulted in two and one notches of
upgrade, respectively, for the bank's long-term deposit ratings
and CRA.

Nova Kreditna banka Maribor d.d. (NKBM)

The one-notch upgrade of NKBM's long-term deposit ratings to B2
from B3 was driven by: (1) the upgrade of the bank's BCA and
adjusted BCA to b3 from caa1; (2) one notch of rating uplift from
Moody's Advanced LGF analysis (no uplift previously); and (3)
removal of the previously applied one notch uplift from
government support following the completion of the bank's
privatisation in April 2016.

The upgrade of NKBM's BCA to b3 from caa1 reflects the improved
Moderate- Macro Profile combined with improvements in asset
quality and capital adequacy.  The bank's NPLs ratio declined
modestly to 37.9% as of end-H1 2016 from 40.3% as of year-end
2014.  While solvency risks from such a high level of problem
loans is considerable, rising NPLs coverage with loan loss
reserves at 68.8% and strong capital adequacy with a Tier 1 ratio
of 25.3% as of end-H1 2016 are important mitigants.  In H1 2016
NKBM Group reported a net income of EUR29.3 million, which
translates to a RoAA of 1.40%, up from 0.4% in 2015 and 0.5% in
2014.  NKBM is predominantly deposit-funded, with a gross loan-
to-deposit ratio of 77% as of end-H1 2016.

The positive outlook assigned on the long-term deposit ratings
reflects Moody's expectation that the improvement in
profitability and asset quality will continue to enhance the
bank's solvency and overall credit profile.

The application of the Moderate- Macro Profile in Moody's
Advanced LGF analysis, including a lower 8% loss at failure
assumption, has resulted in lower loss-given failure and higher
rating uplift, which combined with an upgrade of the BCA but also
removed uplift from government support has resulted in a one
notch of upgrade for the bank's long-term deposit ratings.  These
factors, however, have no impact on the uplift for NKBM's long-
term CRA which was therefore affirmed at Ba3(cr).

Abanka d.d. (Abanka)

The three-notch upgrade of Abanka's long-term deposit ratings to
Ba3 from B3 was driven by: (1) the upgrade of the bank's BCA and
adjusted BCA to b2 from caa1; (2) two notches of rating uplift
from Moody's Advanced LGF analysis (no uplift previously), and
(3) removal of the previously applied one notch uplift from
government support as Abanka has to be privatized over the next
few years as part of the European Commission's conditions for
government aid it received in 2013 and 2014.

The upgrade of Abanka's BCA to b2 from caa1 reflects the improved
Moderate- Macro Profile combined with improvements in asset
quality, profitability and capital adequacy.  The bank's reported
NPL ratio declined to 15.9% as of year-end 2015, from 18.2% as of
year-end 2014, while the NPLs coverage with loan loss reserves
rose to a comfortable level of 89.1%. Abanka's return to
profitability in 2015 after several years of large losses further
strengthened its capital with its Tier 1 ratio increasing to
26.8% as of end-H1 2016 from 19% year-end 2014.

The positive outlook assigned on the long-term deposit ratings
reflects Moody's expectation that the improvement in
profitability and asset quality will continue to enhance the
bank's solvency and overall credit profile.

The application of the Moderate- Macro Profile in Moody's
Advanced LGF analysis, including a lower 8% loss at failure
assumption, has resulted in lower loss-given failure and higher
rating uplift, which combined with the upgrade of the BCA but
also removed uplift from government support has resulted in three
and one notches of upgrade, respectively, for the bank's long-
term deposit ratings and CRA.

   -- WHAT COULD MOVE THE RATINGS UP/DOWN

A further improvement in the operating environment for Slovenian
banks leading to a considerable reduction in problem loans and
maintaining strong capital ratios, could have positive rating
implications.

A deterioration in the country's Macro Profile and/or in
individual banks' standalone financial metrics may have negative
rating implications.

Furthermore, alterations in the bank's liability structure may
change the amount of uplift provided by Moody's Advanced LGF
analysis and lead to a higher or lower notching from the banks'
adjusted BCAs, thereby affecting deposit ratings and CRAs.

LIST OF AFFECTED CREDIT RATINGS

Upgrades:

Issuer: Nova Ljubljanska banka d.d.
  LT Bank Deposits (Local), Upgraded to Ba3 Positive from B2
   Rating Under Review
  LT Bank Deposits (Foreign), Upgraded to Ba3 Positive from B2
   Rating Under Review
  Adjusted Baseline Credit Assessment, Upgraded to b3 from caa1
  Baseline Credit Assessment, Upgraded to b3 from caa1
  Counterparty Risk Assessment, Upgraded to Ba2(cr) from Ba3(cr)

Issuer: Nova Kreditna banka Maribor d.d.
  LT Bank Deposits (Local), Upgraded to B2 Positive from B3
   Rating Under Review
  LT Bank Deposits (Foreign), Upgraded to B2 Positive from B3
   Rating Under Review
  Adjusted Baseline Credit Assessment, Upgraded to b3 from caa1
  Baseline Credit Assessment, Upgraded to b3 from caa1

Issuer: Abanka d.d.
  LT Bank Deposits (Local), Upgraded to Ba3 Positive from B3
   Rating Under Review
  LT Bank Deposits (Foreign), Upgraded to Ba3 Positive from B3
   Rating Under Review
  Adjusted Baseline Credit Assessment, Upgraded to b2 from caa1
  Baseline Credit Assessment, Upgraded to b2 from caa1
  Counterparty Risk Assessment, Upgraded to Ba2(cr) from Ba3(cr)

Affirmations:

Issuer: Nova Kreditna banka Maribor d.d.
  Counterparty Risk Assessment, Affirmed Ba3(cr)

All other ratings and rating assessments of the banks captured by
the rating actions remain unaffected.

                      PRINCIPAL METHODOLOGY

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


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


ABENGOA SA: Majority of Creditors Back Debt Restructuring Deal
--------------------------------------------------------------
Katie Linsell at Bloomberg News reports that Abengoa SA said it
won agreement from a majority of creditors to restructure about
EUR9 billion (US$9.8 billion) of debt and avoid becoming Spain's
largest corporate insolvency.

The renewable-energy producer garnered support from more than 75%
of lenders for the deal, surpassing the threshold needed under
Spanish law, Bloomberg relays, citing a filing from the
Seville-based company late on Oct. 25.  Once the result of the
vote has been approved by auditors, Abengoa, as cited by
Bloomberg, said it will seek court approval to apply the terms of
the restructuring.

It's been almost a year since Abengoa shocked investors by filing
for preliminary court protection following a failed attempt to
raise capital, Bloomberg recounts.  The company, which employs
about 17,000 people worldwide, buckled after months of losses and
negative cash flow left it unable to support a pile of debt built
up through years of overseas expansion, Bloomberg discloses.

Under the final plan, certain investors will provide EUR1.17
billion of new loans in exchange for a 50% stake, Bloomberg says,
citing an August statement detailing the restructuring terms.
According to Bloomberg, existing creditors can swap 70% of debt
into a 40% stake in Abengoa, and the remaining 30% will be
refinanced through new debt instruments.  The statement said
alternatively, they can accept a 97% loss, Bloomberg notes.

                      About Abengoa S.A.

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

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

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

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

                        U.S. Bankruptcies

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

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

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

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


PYME VALENCIA 1: Fitch Hikes Class C Notes Rating to 'CCCsf'
------------------------------------------------------------
Fitch Ratings has upgraded PYME Valencia 1, FTA's class B and C
notes and affirmed the rest as follows:

   -- EUR25.4m Class B: upgraded to 'Asf' from 'BBsf'; Outlook
      Stable

   -- EUR34m Class C: upgraded to 'CCCsf' from 'CCsf'; Recovery
      Estimate 50% revised from 15%

   -- EUR13.6m Class D: affirmed at 'Csf'; Recovery Estimate 0%

   -- EUR15.3m Class E: affirmed at 'Csf'; Recovery Estimate 0%

PYME Valencia 1, F.T.A. is a cash-flow securitisation of loans
granted to Spanish small and medium enterprises (SMEs) by Banco
de Valencia, which merged with Caixabank (BBB/Positive/F2) in
2013.

KEY RATING DRIVERS

Increasing Credit Enhancement and Recoveries

The upgrades reflect large increases in credit enhancement over
the last 12 months. The class B notes have amortised EUR22.2m
since the class A2 notes were paid in full in December 2015. As a
result credit enhancement on the B note has risen to 55.3% from
26.5% during the same period. Credit enhancement for the class C
notes is in deficit of 4.5%, narrower than the 19.9% deficit at
end-2015. In addition an increase in the rate of the recoveries
received over the past year has helped reduce the balance on the
principal deficiency ledger (PDL) to EUR16.1m from EUR30.1m.

Commingling and Payment Interruption Risk

Previously the transaction benefitted from a dynamic commingling
reserve fund sized to mitigate commingling and payment
interruption risk. Since the full repayment of the class A notes
the fund has not been maintained and the transaction is left with
no liquidity line to mitigate any disruption of the collection
process and to maintain timely payments to the noteholders.
Therefore Fitch has capped the ratings of the senior note at
'Asf'.

Obligor Concentration

Obligor concentration is fairly high with the top 10 largest
obligors comprising 28% of the performing portfolio. Fitch ran an
additional sensitivity scenario under which the top 10 largest
obligors had defaulted with no recoveries received and the swap
removed, meaning the negative carry on the underlying defaulted
loans was not mitigated. Under these additional stresses the
class B notes can still achieve a highest possible rating of
'Asf'.

Interest Rate Swap

The swap provides an additional layer of protection, providing a
guaranteed 65bp excess spread based on a notional equal to the
outstanding balance of the class A to D notes even though the
class D notes are under-collateralised and deferring interest.
Fitch ran an additional sensitivity scenario without the swap
because the swap provider, Banco Bilbao Vizcaya Argentaria, S.A.
(A-/Stable/F2), may be difficult to replace, in our view.

Low Delinquencies

Delinquencies of 180 plus days in arrears have increased slightly
to 0.9% from 0.4% over the past 10 months; however, there are no
delinquencies that are more than 90 days in arrears but less than
180 days. Loans delinquent by 90 days or more have remained low
since March 2015, having fallen from a peak of 8.7% in August
2013. This is reflected in the declining levels of current
defaults, which have declined to 27.1% from 34.1% in July 2015.

Reserve Fund

Any deferred interest will need to be paid when the class D notes
become senior before any principal can be repaid. Given the high
PDL balance Fitch believes the default of these notes is
inevitable. The class E notes were used to fund the reserve fund,
which is now depleted and unlikely to be replenished in the
lifetime of the transaction. Fitch therefore views the default of
the E notes as also inevitable.

RATING SENSITIVITIES

A 25% increase in the obligor default probability or a 25%
reduction in expected recovery rates would lead to a downgrade by
a notch of the class C notes only.

DUE DILIGENCE

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 affected
the rating analysis. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

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

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

SOURCES OF INFORMATION

The information below was used in the analysis:

   -- Loan-by-loan data provided by EDT as at 30 June 2016

   -- Transaction reporting provided by EDT as at 31 September
      2016


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


INTERPIPE LIMITED: Fitch Withdraws 'RD' LT Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has withdrawn Ukraine-based Interpipe Limited's
(Interpipe) Long-term Issuer Default Rating (IDR) of 'RD'
(Restricted Default) and senior unsecured long-term rating of 'C'
and Recovery Rating of 'RR5'.

Interpipe has chosen to stop participating in the rating process.
Therefore, Fitch will no longer have sufficient information to
maintain the ratings. Accordingly, Fitch will no longer provide
ratings for Interpipe.

RATING SENSITIVITIES

Not applicable


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


EDU UK: S&P Affirms 'B-' CCR & Revises Outlook to Stable
--------------------------------------------------------
S&P Global Ratings said that it has revised its outlook on U.K.-
based provider of university access programs EDU UK BondCo PLC
(Study Group) to stable from negative.

At the same time, S&P affirmed its 'B-' long-term corporate
credit rating on Study Group and S&P's 'B-' issue rating on the
company's GBP205 million senior secured notes due in 2018.  The
recovery rating of '4' reflected S&P's expectation of recovery in
the higher half of the 30%-50% range in the event of a default.

S&P subsequently withdrew all the ratings at the company's
request.

The outlook revision reflects Study Group's plan to refinance its
capital structure and the conversion of its subordinated
preference certificates (SPCs) in August 2016 into common equity.
S&P believes this will strengthen the company's financial risk
profile, reduce the group's refinancing risks, and improve its
liquidity.

The company has delivered a conditional notice of redemption of
its outstanding senior secured notes of GBP205 million due in
2018. The notice calls for redemption of the notes on Nov. 5,
2016, and is conditional on completion of the refinancing of the
group's capital structure.  The redemption price will be 102.219%
of the principal amount, including accrued and unpaid interest.
S&P calculates that after the refinancing of the GBP205 million
senior secured notes and GBP30 million revolving credit facility
(RCF), combined with the completed conversion of the SPCs, the
S&P Global Ratings-adjusted leverage ratio will fall below 6.0x
(weighted average over 2016-2018) and the interest coverage
ratios will strengthen.  Together, these factors indicate an
improvement of Study Group's financial risk profile within the
highly leveraged category.

In S&P's view, Study Group's credit metrics--including S&P Global
Ratings-adjusted funds from operations to debt and EBITDA
interest coverage--will benefit from the conversion of the SPCs
into common equity, despite an increase in the amount of cash-
interest-paying debt after the refinancing.  S&P anticipates that
upon the notes' refinancing, the company's refinancing risk will
decrease, since Study Group would extend its debt maturity date
to 2022 from 2018. S&P has also revised upward its assessment of
Study Group's liquidity to adequate from less than adequate, pro
forma the anticipated refinancing, because S&P estimates that
liquidity sources will exceed liquidity uses by more than 1.2x
over the next 12 months, owing to increased RCF availability and
limited liquidity uses.

S&P viewed Study Group's business risk profile as weak because of
its operations in highly competitive markets; operational
volatility, due to exposure to seasonal language education
business, student enrolments' exposure to changes in immigration
and visa-related regulation for foreign students, and foreign
exchange movements, albeit mitigated by Study Group's geographic
diversification.  In addition, S&P considered Study Group's
exposure to the Australian government's funding of career
business, its established relationships with universities, and
good academic track record.

The stable outlook at the time of the withdrawal reflected S&P's
view that, after the refinancing and the SPCs' conversion, Study
Group's leverage ratio would be at 5.9x (weighted average over
2016-2018) and EBITDA interest coverage comfortably above 2x.
S&P took into account Study Group's anticipated adequate
liquidity and reduced refinancing risk after the refinancing.
The company's financial policy, which S&P considered aggressive,
was the main constraint to the rating.


ENQUEST PLC: November 17 Chapter 15 Recognition Hearing Set
-----------------------------------------------------------
Further to the announcement issued by the Company on October 24,
2016, giving notice that the High Court of England and Wales has
granted the Company permission to convene a meeting of creditors
in respect of the Company's proposed scheme of arrangement (the
"Scheme Meeting"), the United States Bankruptcy Court of the
Southern District of New York (the "Court") has scheduled a
hearing to consider the relief requested in the Petition and
Motion seeking the entry of an order granting, among other
things, recognition of the scheme of arrangement as "foreign main
proceedings" for the purpose of chapter 15 of title 11 of the
United States Code (the "Bankruptcy Code") (the "Recognition
Hearing").

Accordingly, notice is hereby given that the Recognition Hearing
will take place at 11:00 a.m. (New York time) on November 17,
2016, in Room 617 of the Court, One Bowling Green, New York, New
York.

Copies of the Petition and Motion and all accompanying
documentation may be obtained by parties-in-interest on the
Court's Electronic Case Filing System, which can be accessed from
the Court's website at http://www.nysb.uscourts.gov
(a PACER login and password are required to retrieve a document),
on the Scheme Website (details of which are provided below), made
available for inspection to any of the Scheme Creditors upon
request at the offices of Ashurst LLP, Broadwalk House, 5 Appold
Street, London, EC2A 2HA, United or upon written request to the
Company's United States attorneys addressed to:

          Paul, Weiss, Rifkind, Wharton & Garrison LLP
          1285 Avenue of the Americas
          New York, NY 10019
          Attn: Alan W. Kornberg
          Telephone: (212) 373-3000
          Facsimile: (212) 757-3990
          Email: akornberg@paulweiss.com

Please also note that any party-in-interest wishing to submit a
response or objection to the Petition and Motion or the relief
requested therein must do so in accordance with the Bankruptcy
Code, the Federal Rules of Bankruptcy Procedure and the Local
Rules for the Court, and such response must be received by no
later than November 15, 2016, at 4:00 pm New York time.  Please
also note that any party-in-interest opposed to the Petition and
Motion or the relief requested therein must appear at the
Recognition Hearing at the time and place set forth above.

                          About EnQuest

As of Aug. 31, 2016, the Group employed approximately 433 people,
approximately 291 of which work in the U.K.  The Debtor's U.S.
assets are (i) a $50,000 undrawn professional fee retainer held
by Paul, Weiss, Rifkind, Wharton & Garrison LLP, as counsel to
the Foreign Representative and the Debtor, in a non-interest
bearing account located with Citibank, N.A. in New York, New
York, and (ii) intangible contract rights under the High
Yield Notes Indenture, which is governed by New York law.

The Group's average daily production on a working interest basis
for the six-month period ending on June 30, 2016, was 42,520
boepd, and its net 2P reserves were 216 MMboe as of January 1,
2016.  During the first half of 2016, the Debtor's producing
assets generated EBITDA of $242.9 million.

The Debtor listed total consolidated assets of $3.97 billion and
total consolidated liabilities of $3.23 billion as of June 30,
2016.


ENTERPRISE INSURANCE: Directors to Face GFSC Probe Over Collapse
----------------------------------------------------------------
Gibraltar Chronicle reports that the 10 directors of Enterprise
Insurance, including its former chairman, are to be the focus of
a major investigation by the Gibraltar Financial Services
Commission following the Oct. 26 disclosure in the Supreme Court
that the firm, which was placed in provisional liquidation in
July this year, was "hopelessly insolvent" to the tune of more
than GBP96 million -- almost four times as large a sum as was
initially thought.

The Commission has also called for the directors who hold
regulated positions in other companies to voluntarily stand down
from these directorships until its investigations are completed,
Gibraltar Chronicle relates.

According to Gibraltar Chronicle, reviewing the liquidator's
report, Mr. Justice Adrian Jack said that there was still "a
large number of uncertainties", including claims which had not
yet been reported.  Citing the various assets and liabilities
uncovered by the liquidator thus far, Judge Jack pointed out that
the total deficit -- that is, the difference between liabilities
and assets -- was GBP96,453,948, Gibraltar Chronicle discloses.

Enterprise Insurance Company is based in Gibraltar.


HAWKSMOOR MORTGAGES 2016-2: Moody's Rates Class X Notes Ca
----------------------------------------------------------
Moody's Investors Service has assigned definitive long-term
credit ratings to these notes issued by Hawksmoor Mortgages 2016-
2 plc:

  GBP865.70 mil. Class A mortgage backed floating rate notes due
   May 2053, Definitive Rating Assigned Aaa (sf)
  GBP16.40 mil. Class M mortgage backed floating rate notes due
   May 2053, Definitive Rating Assigned Aaa (sf)
  GBP73.04 mil. Class B mortgage backed floating rate notes due
   May 2053, Definitive Rating Assigned Aa1 (sf)
  GBP44.94 mil. Class C mortgage backed floating rate notes due
   May 2053, Definitive Rating Assigned A1 (sf)
  GBP33.71 mil. Class D mortgage backed floating rate notes due
   May 2053, Definitive Rating Assigned Baa1 (sf)
  GBP16.85 mil. Class E mortgage backed floating rate notes due
   May 2053, Definitive Rating Assigned Ba2 (sf)
  GBP13.48 mil. Class X floating rate notes due May 2053,
   Definitive Rating Assigned Ca (sf)

Moody's has not assigned ratings to the GBP73.05 mil. Class F
mortgage backed zero coupon notes due May 2053, the GBP14.60 mil.
Class Z1 floating rate notes due May 2053 and GBP16.86 mil. Class
Z2 zero coupon notes due May 2053 or the Certificate.

The portfolio backing this transaction consists of UK
Non-conforming residential mortgage loans originated, among
others, by GE Money Home Lending Limited, GE Money Mortgages
Limited, Igroup2 Limited and Igroup3 Limited.  The legal title to
the mortgages will be held by Kensington Mortgage Company Limited
(KMC, not rated).

On the closing date both Virage PL 1 Limited and Virage PL 2
Limited (the "Warehousing Sellers", not rated) sold the portfolio
to Junglinster S.a.r.l. (the "Seller", not rated).  In turn the
Seller sold the portfolio to Hawksmoor Mortgages 2016-2 plc.
Moody's assigned provisional ratings to these notes on Oct. 12,
2016.

                        RATINGS RATIONALE

The ratings take into account the credit quality of the
underlying mortgage loan pool, from which Moody's determined the
MILAN Credit Enhancement and the portfolio expected loss, as well
as the transaction structure and legal considerations.  The
expected portfolio loss of 3% and the MILAN required credit
enhancement of 16% serve as input parameters for Moody's cash
flow model and tranching model, which is based on a probabilistic
lognormal distribution.

Portfolio expected loss of 3%: this is based on Moody's
assessment of the lifetime loss expectation taking into account:
(i) the weighted average CLTV of around 71.76% on a non-indexed
basis; (ii) the collateral performance to date along with an
average seasoning of 9.95 years. 8.3% of the pool is in arrears
as of the cut off date, of which 3.6% is more than 60 days in
arrears; (iii) the current macroeconomic environment and our view
of the future macroeconomic environment in the UK, and (iv)
benchmarking with similar transactions in the UK Non-conforming
sector.

MILAN CE of 16%: this is lower than the UK Non-conforming RMBS
sector average and follows Moody's assessment of the loan-by-loan
information taking into account the historical performance
available and the following key drivers: (i) the relatively low
weighted average CLTV of 71.76% on a non-indexed basis; (ii) the
high proportion of self-employed borrowers at 31.0%; (iii) the
presence of 30.22% loans where the borrower self-certified its
income; (iv) around 58.5% of interest only loans; (v) borrowers
with adverse credit history accounting for 12.7% of the pool;
(vi) the level of arrears around 8.3% as of the cut off date, and
(vii) benchmarking with other UK Non-conforming RMBS
transactions.

At closing the mortgage pool balance consisted of GBP 1,123
million of loans.  The total reserve fund was funded to 3.0% of
the initial mortgage pool balance and will amortise to 3.0% of
the outstanding balance of Classes A to F notes subject to a
floor of 1.5% of the outstanding balance of Classes A to F notes.
The total reserve fund is split into the Liquidity Reserve Fund
and the Non Liquidity Reserve Fund.  The Liquidity Reserve Fund
Required Amount will be equal to 2.5% of Class A and M
outstanding amount and will be available only to cover senior
expenses and Class A and M interest.  The Liquidity Reserve Fund
is floored at 1% of the initial principal balance of Classes A
and M and will be released only after Class M is fully repaid.
The Non Liquidity Reserve Fund is equal to the difference between
the total reserve fund and the Liquidity Reserve Fund, and will
be used to cover interest shortfalls and to cure PDL on Classes A
to E.

Operational risk analysis: KMC is acting as servicer of record,
delegating servicing responsibilities to Acenden Limited (not
rated).  The issuer delegates to KMC as the legal title holder
the responsibility over certain servicing policies and setting of
interest rates.  In order to mitigate the operational risk,
Structured Finance Management Limited (not rated) acts as a back-
up servicer facilitator, and Wells Fargo Bank International (not
rated) acts as a back-up cash manager from close.  To ensure
payment continuity over the transaction's lifetime the
transaction documents incorporate estimation language whereby the
cash manager can use the three most recent servicer reports to
determine the cash allocation in case no servicer report is
available.  The transaction also benefits from principal to pay
interest for the Class A and M notes and for Class B to E notes,
subject to certain conditions being met.

Interest rate risk analysis: 95.8% of the portfolio pays a
floating rate linked to Barclays Bank Base Rate, 2.91% are SVR
linked, while the remaining 1.29% pay a fixed rate with a
weighted-average time to reset of almost 10 months.  The interest
rate risk in the transaction will be unhedged.  Moody's has taken
into consideration the absence of an interest rate swap in its
cash flow modeling.

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

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
September 2016.

The analysis undertaken by Moody's at the initial assignment of
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:

Significantly different loss assumptions compared with our
expectations at close due to either a change in economic
conditions from our central scenario forecast or idiosyncratic
performance factors would lead to rating actions.  For instance,
should economic conditions be worse than forecast, the higher
defaults and loss severities resulting from a greater
unemployment, worsening household affordability and a weaker
housing market could result in a downgrade of the ratings.
Deleveraging of the capital structure or conversely a
deterioration in the notes available credit enhancement could
result in an upgrade or a downgrade of the ratings, respectively.

Stress Scenarios:

Moody's Parameter Sensitivities: If the portfolio expected loss
was increased from 3% to 6% of current balance, and the MILAN CE
was increased from 16% to 22.4%, the model output indicates that
the Class A notes would still achieve Aaa(sf) assuming that all
other factors remained equal.  Moody's Parameter Sensitivities
quantify the potential rating impact on a structured finance
security from changing certain input parameters used in the
initial rating.

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

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


JERROLD HOLDINGS: S&P Lowers Counterparty Credit Rating to 'B+'
---------------------------------------------------------------
S&P Global Ratings said that it lowered its long-term
counterparty credit rating on nonoperating holding company (NOHC)
Jerrold Holdings Ltd. (which trades as "Together") to 'B+' from
'BB-' and removed the rating from CreditWatch negative, where it
was placed on Sept. 20, 2016.  The outlook is stable.  In
addition, S&P lowered the long-term issue rating on the GBP375
million senior secured notes issued by Jerrold FinCo PLC and
guaranteed by Jerrold Holdings to 'B+' from 'BB-'.

At the same time, S&P assigned a 'B' long-term counterparty
credit rating to new NOHC Bracken MidCo1 PLC and a 'B' long-term
issue rating to its planned senior PIK toggle notes.  The outlook
on Bracken MidCo1 PLC is stable.  The rating on the proposed
notes is subject to S&P's review of the notes' final
documentation.

S&P understands that Together is undertaking the buyout to
facilitate the exit of its two private equity investors, which
have been shareholders since 2006 and jointly hold 30% of voting
rights. Upon completion, Together's founder and CEO Mr. Henry
Moser and his family will regain near 100% ownership.  S&P
believes the transaction has no material consequences for
Together's business position, risk position, and funding model,
but increases the leverage of the group, formed by Jerrold
Holdings and its various NOHCs.  This is the primary reason for
the downgrade.  S&P continues to consider key man risk as a
ratings factor; however, S&P considers that the previous stable
track record and recent management and governance build-out
somewhat offset these risks.  The company has a track record of
more than 40 years and focuses on niche areas of the U.K. retail
and commercial property markets, including second-charge
mortgages and bridging finance.

Together proposes to issue two tranches of PIK notes from new
NOHCs to be created above Jerrold Holdings in an expanded
organizational structure.  The notes are a combination of a
senior "pay-if-you-can" issue due 2021 by Bracken Midco1 and a
more structurally subordinated issue by Bracken TopCo Ltd.  The
balance of the PIK note proceeds will support transaction fees; a
realization of a staff incentive plan; a partial realization of a
management incentive plan; and the partial repayment of a
subordinated loan from the majority owner, the remainder of which
will be novated.

The transaction will not materially affect the capital position
of Jerrold Holdings and its operating subsidiaries, but will
lower the consolidated capital position of the overall Together
group, including the new NOHCs which issue the proposed debt.
S&P's capital and leverage analysis focuses on the consolidated
group because S&P believes this approach is the best assessment
of the resources available to service the group's various debt
instruments.  The consolidated risk-adjusted capital (RAC) ratio
was 22% at June 2016 and S&P expects it to fall to about 11% upon
completion of the transaction.  This results in a revision of
S&P's capital and earnings assessment to strong from very strong,
leading to a one-notch downward adjustment of the group credit
profile and the long-term rating on Jerrold Holdings.  S&P now
includes the GBP43 million novated subordinated loan in total
adjusted capital, the numerator of the RAC ratio, because it
meets our criteria in terms of residual life and loss absorption.

The 'B' long-term counterparty credit rating assigned to Bracken
MidCo1 is one notch lower than the rating on Jerrold Holdings,
reflecting structural subordination.  Specifically, S&P believes
that the senior secured notes guaranteed by Jerrold Holdings have
preferential rights to cashflows generated by the operating
entities.  S&P additionally takes into account that Together is
not subject to regulatory capital requirements and the majority
owner has never taken a dividend.  Consistent with S&P's
criteria, a PIK feature does not cause an instrument to be rated
lower than the issuer credit rating on the issuer.  S&P therefore
equalizes the issue rating on the senior PIK toggle notes with
the counterparty credit rating on Bracken Midco1, the issuer,
which captures the notching for subordination.

"We continue to apply a negative comparable ratings adjustment at
this rating level to capture risks outside the entity-specific
factors.  While we see no direct related peers to Together we
compare it with U.K. banks, given its profile.  With a loan book
of GBP1.8 billion in June 2016, Together has a relatively narrow
profile in comparison with those peers that potentially reduces
its resiliency to external unexpected events, in our view.
Although nonperforming loans (NPLs) have been reducing, they
remain relatively high, which is indicative of the nature of
Together's chosen business.  The adjustment also reflects an
element of uncertainty with regard to how the future financial
policy of the group evolves under the new ownership structure,"
S&P said.

The stable outlook on Jerrold Holdings and Bracken Midco1
reflects S&P's expectation that Together will maintain its solid
earnings performance, consistent strategic focus, and acceptable
asset quality over S&P's 12-month rating horizon.  Under S&P's
base-case scenario, it do not expect any further pressure on the
group's consolidated capitalization and leverage, and S&P
continues to think that management remains committed to solid
capitalization.  S&P would likely remove the negative comparable
ratings adjustment if S&P's view of weakening economic risk in
the U.K. leads S&P to lower the starting point of the rating on
Together.  S&P also considers that Together has strengthened its
corporate governance and operational infrastructure as it has
grown, and S&P expects that it will continue to develop these
areas.

S&P could raise the ratings if the consolidated group's RAC ratio
returns comfortably and sustainably above 15%.  It could also
occur if S&P observes a further reduction in NPLs, sustainable
growth without an associated deterioration in underwriting
standards or pricing, and improved bottom-line earnings.

S&P could lower the ratings if asset quality deteriorates, future
business prospects become less predictable, or the RAC ratio
falls below 10% as a result of rapid credit growth or pressure on
profitability.


* UK: Number of Corporate Insolvencies in Scotland Down in 2Q2016
-----------------------------------------------------------------
According to AIB, Scotland recorded 218 corporate insolvencies in
the second quarter of the current financial year, down from 258
in the last quarter.  The figure is 21% higher than the
corresponding quarter last year but down 15.5% on the previous
quarter.  The quarterly figure consists of 154 compulsory
liquidations, 61 creditors' voluntary liquidations and three
receiverships.

Eileen Blackburn, chairwoman of R3 in Scotland's technical
committee, said it was still too soon to tell if there will be a
Brexit effect, but added that "it's good to see that the initial
turbulence hasn't translated into businesses being pushed over
the edge".


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


* BOOK REVIEW: The Rise and Fall of the Conglomerate Kings
----------------------------------------------------------
Author: Robert Sobel
Publisher: Beard Books
Softcover: 240 pages
List Price: $34.95
Review by David Henderson

Order your personal copy today at http://is.gd/1GZnJk

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

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

While these men had vastly different personalities and processes,
they had a few things in common: ambition, the ability to seize
opportunities that others were too risk-averse to take, willing
bankers, and the expansive markets of the 1960s. There is
something about an expansive market that attracts and creates
Masters of the Universe. The Greek called it hubris.
The author tells a good joke to illustrate the successes and
failures of the period. It seems the young son of a
Conglomerateur brings home a stray mongrel dog. His father asks,
"How much do you think it's worth?" To which the boy replies, "At
least $30,000." The father gently tries to explain the market for
mongrel dogs, but the boy is undeterred and the next afternoon
proudly announces that he has sold the dog for $50,000. The
father is proudly flabbergasted, "You mean you found some fool
with that much money who paid you for that dog?" "Not exactly,"
the son replies, "I traded it for two $25,000 cats."
While it lasted, the conglomerate struggles were a great slugfest
to watch: the heads of giant corporations battling each other for
control of other corporations, and all of it free from the rubric
of "synergy." Nobody could pretend there was any synergy between
U.S. Steel and Marathon Oil. This was raw capitalist power at
work, not a bunch of fluffy dot.commies pretending to defy market
gravity.

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

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



                            *********

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

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

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


                            *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
Joy A. Agravante, Julie Anne L. Toledo, 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
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

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

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


                 * * * End of Transmission * * *