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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, March 3, 2017, Vol. 18, No. 045


                            Headlines


A Z E R B A I J A N

AZERENERJI JSC: S&P Affirms 'BB/B' CCRs, Outlook Negative


C Y P R U S

COOPERATIVE CENTRAL: Moody's Assigns Caa2 LT & FC Deposit Ratings


F R A N C E

AREVA SA: Posts Net Loss of EUR665MM for Full Year 2016
LABEYRIE FINE: Fitch Affirms B+ Rating on EUR355MM Sr. Notes


G E R M A N Y

OPERATOR SCOUT24: S&P Affirms Then Withdraws 'BB-' CCR


I R E L A N D

STRAWINSKY I: S&P Raises Rating on Class D Notes to 'CCC'


I T A L Y

ASTALDI SPA: Fitch Affirms 'B+' Long-Term IDR, Outlook Stable
BLUE PANORAMA: May 15 Deadline Set for Boeing 737-31S Offers
TIRRENIA DI NAVIGAZIONE: Puts Palazzo Sirignano Up for Sale


L U X E M B O U R G

INTELSAT SA: OneWeb Merger Deal Credit Negative, Moody's Says


N E T H E R L A N D S

BRIGHT BIDCO: Moody's Assigns Ba3 Corporate Family Rating
FAB CBO 2005-1: Moody's Affirms Ca(sf) Rating on Class C Notes


N O R W A Y

EMAS CHIYODA: Puts Norwegian Unit Under Liquidation


P O L A N D

WIELKOPOLSKA SKOK: KNF Files Bankruptcy Petition


R U S S I A

RUSSIAN REGIONAL: Moody's Hikes LT & FC Deposit Ratings to Ba2


S P A I N

FTPYME TDA CAM 2: Fitch Raises Rating on Class 3SA Notes to BB+


U N I T E D   K I N G D O M

ABBOT GRANGE: In Administration, Seeks Buyer for 2 Hotels
ADAMS HYDRAULICS: In Administration, Cuts All Remaining Jobs
AGENT PROVOCATEUR: Administration Likely After Failed Sale
EUROHOME UK: Fitch Affirms 'Bsf' Rating on Class B2 Debt
FERROGLOBE PLC: Fitch Assigns B- LT Issuer Default Rating

FOOD RETAILER: 16 Jobs at Budgens Crewkerne May be Cut
HSS FINANCING: S&P Revises Outlook to Neg. & Affirms 'BB-' CCR
INEOS STYROLUTION: S&P Raises CCR to 'BB-' on Strong Performance
MARRACHE & CO: Jyske Bank Disputes Liquidators' Claims
MOULDING CONTRACTS: Creditors Unanimously Approves Distribution

STONEGATE PUB: S&P Affirms 'B' CCR on Refinancing
TRAVELPORT WORLDWIDE: S&P Affirms 'B+' CCR on Healthy Performance


X X X X X X X X

* BOOK REVIEW: AS WE FORGIVE OUR DEBTORS


                            *********



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A Z E R B A I J A N
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AZERENERJI JSC: S&P Affirms 'BB/B' CCRs, Outlook Negative
---------------------------------------------------------
S&P Global Ratings affirmed its 'BB/B' long- and short-term
corporate credit ratings on Azerbaijan-based electricity utility
Azerenerji JSC.  The outlook is negative.

The affirmation largely reflects S&P's view that the likelihood
that Azerenerji will receive government support, if needed,
continues to be almost certain.  S&P understands the government
has so far been able and willing to cover any liquidity shortages
at Azerenerji, including its payments of maturing debt and
interest, and S&P expects this will continue.  The government
guarantees most of the company's debt as of the end of 2016 and,
in line with the Cabinet of Ministers decision, will provide
sufficient equity injections to Azerenerji to support repayments
of foreign currency loans over 2016-2025.  S&P understands that
the government has budgeted adequate financial injections to
cover the company's debt and interest payments due in 2017, if
needed. S&P thinks the Ministry of Finance closely monitors
Azerenerji's debt payments and that, in line with the new
government decree, government-related entities in the country,
including Azerenerji, cannot incur any new borrowings without the
government's approval.

S&P assumes that without ongoing and extraordinary state support,
Azerenerji would face difficulties in servicing its debt because
of high leverage and unsustainable capital structure.  S&P
consequently continues to assess its stand-alone credit profile
(SACP) at 'ccc+'.

There's a wide gap between S&P's sovereign ratings on Azerbaijan
(BB+/Negative/B) and our 'ccc+' SACP on Azerenerji.  S&P sees
potential uncertainty around the government's specific steps to
support to the company in the longer term.  Although the
government provides financial aid to cover the company's ongoing
debt payments, S&P doesn't see a strategy aiming for substantial
improvements at company level.  Such a strategy would include but
not be limited to marked deleveraging, positive changes in the
regulatory framework so that the tariffs become sufficient to
cover all operating and financial expenses as well as capital
expenditures, or long-term government commitments to service all
of Azerenerji's existing and future debt.  S&P consequently
doesn't equalize the ratings on Azerenerji with those on the
sovereign. Instead, S&P continues to apply a one-notch downward
adjustment from its long-term sovereign rating to arrive at S&P's
long-term rating on Azerenerji.

S&P's current assessment of an almost certain likelihood of
government support is based on its view of Azerenerji's:

   -- Critical role for the government, since it is the state's
      largest electricity utility and the government arm for
      implementing strategies in the electricity sector.  In
      S&P's view, the company's default, if one were to occur,
      would imply risks for the sovereign's reputation; and

   -- Integral link with the government, given its 100% ownership
      and S&P's expectation that this will not change in the next
      three years.  S&P understands that the Azerbaijani
      government also closely oversees Azerenerji's operations,
      strategies, and debt payments, and that any new borrowings
      are subject to government approval. Azerenerji's president
      is appointed by the president of Azerbaijan.

In December 2016, Azerenerji increased its tariffs by about 33%
to compensate a 50% jump in prices of gas purchased from the
company's sole supplier, Azerbaijan's state oil company, SOCAR.
S&P do not anticipate fresh tariff revisions in the coming year.
S&P views the final outcome of the recent tariff hike as neutral
for the company's financial results.  S&P expects the company
will report positive results from operating activities but assume
Azerenerji will remain loss-making because of significant finance
expenses and foreign exchange losses (as of end of 2016 about 85%
of the debt portfolio was in foreign currencies).

The negative outlook on Azerenerji reflects that on the
sovereign. It also incorporates S&P's uncertainty about the
future uplift it factors into the ratings on the company for
extraordinary government support, absent any positive
developments that would help the company to achieve a stable
capital structure and a sustainable stand-alone performance.  S&P
understands that Azerbaijan's strategic roadmap for the
development of utilities has been approved and now anticipate the
government's specific steps to improve Azerenerji's stand-alone
performance.  Such steps would include but not be limited to
regulatory framework changes or additional long-term measures by
the government to deleverage the company.  Under S&P's base case,
the company's stand-alone credit quality will remain vulnerable,
with an unsustainable capital structure in 2017.  S&P expects the
Ministry of Finance will continue to monitor the company's
liquidity position and provide financial support to cover
maturing debt payments and other liquidity shortages if needed.
S&P also understands that any new significant investment
projects, which Azerenerji will have to undertake in line with
the government's strategy and the strategic roadmap, will be
financed by the equity injections from the shareholder.  In S&P's
base case, it assumes no additional external debt to be borrowed
during 2017.  S&P also assumes the company's structure and
current asset composition will remain unchanged in the near term.

If S&P was to lower its long-term rating on Azerbaijan by one
notch, S&P would likely take a similar rating action on
Azerenerji, all else remaining equal.

Even in the absence of any sovereign rating changes, S&P could
downgrade Azerenerji if by the end of 2017 S&P doesn't observe
any effective measures that would eventually enable it to make
maturing debt payments from its own sources, or see the
government's commitment to fully cover any payments on the
company's existing and future debt in the long term.  In S&P's
view, the absence of such steps may indicate a further weakening
of likelihood of extraordinary government support in the long
run, and S&P currently factors this into the rating on the
company, which is one notch lower than the sovereign rating on
Azerbaijan.

In addition, indications of negative government intervention or
significant deterioration in Azerenerji's SACP (for instance, due
to any additional weakening of the local currency) could lead S&P
to revise its assessment of the likelihood of support from the
government, and to lower S&P's ratings on the company.

S&P would likely revise the outlook on Azerenerji to stable if
S&P observes a clear government strategy aiming for a more
sustainable capital structure and other qualitative improvements
at the stand-alone level.  In addition, the outlook revision on
Azerenerji would also follow a similar action on Azerbaijan.



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C Y P R U S
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COOPERATIVE CENTRAL: Moody's Assigns Caa2 LT & FC Deposit Ratings
-----------------------------------------------------------------
Moody's Investors Service has assigned first time ratings to
Cooperative Central Bank Ltd (CCB): Caa2 long-term local and
foreign currency deposit ratings, Not-Prime short-term local and
foreign currency deposit ratings and a caa2 baseline credit
assessment (BCA) and adjusted BCA. The outlook on the deposit
ratings is stable. Moody's also assigned long- and short-term
Counterparty Risk Assessments (CR Assessment) of Caa1(cr)/Not-
Prime(cr).

Moody's methodology starts with an assessment of a bank's
standalone credit risk. CCB's caa2 BCA reflects: (1) the
challenging operating environment in Cyprus as indicated by the
country's 'Weak' macro profile; (2) its weak asset quality
metrics and Moody's expectation that they will gradually improve
over time; (3) its strengthened capital buffers, which, however,
remain vulnerable due to the high portion of problematic loans
that are not covered by provisions; (4) the bank's stable funding
structure based on domestic deposits and relatively large
liquidity buffers; and (4) ongoing integration challenges arising
from the fact that CCB is the product of the merger of a large
number of credit institutions.

The bank's Caa2 deposit ratings reflect: (1) the application of
Moody's Loss Given Failure (LGF) methodology, which results in a
caa3 Preliminary Rating Assessment; and (2) Moody's view of a
'moderate' likelihood of government support, in case of need,
which results in a one-notch uplift of the PRA to a caa2 deposit
rating.

The stable outlook on the long-term bank deposit ratings balances
Moody's expectation of still weak, though improving, asset
quality metrics balanced against its capital buffers.

RATINGS RATIONALE

CYPRUS WEAK MACRO PROFILE

Moody's assessment for Cyprus' (LT Issuer Rating B1 positive)
'Weak' macro profile primarily reflects the country's weak credit
conditions, with private-sector debt at approximately 2.3 times
GDP, a large portion of which is distressed. Additionally,
although strengthening, depositor confidence remains fragile
following losses suffered by bank depositors in 2013. Moody's
expects that economic growth will be sustained in 2017 and 2018,
supporting loan workouts and improving borrowers' repayment
capacity as well as banks' access to deposits to fund their
lending activities.

WEAK ASSET QUALITY WHICH MOODY'S EXPECTS WILL IMPROVE OVER TIME

"We expect CCB's asset quality metrics to improve gradually from
their currently very weak levels, as the bank maintains the
momentum in its restructuring efforts," says Melina Skouridou,
Assistant Vice President at Moody's. Loan restructurings are
supported by the economic recovery in Cyprus, which makes revised
repayment terms easier for borrowers to cope with. Moody's
forecasts 2.7% real GDP growth for 2017 and 2.5% for 2018.
Nevertheless, CCB's stock of non-performing loans (NPLs) will
remain large for a significant period of time, representing a key
credit weakness.

The bank's ratio of Non-Performing Exposures (NPEs; the European
Banking Authority's more broad definition of problematic debt) to
gross loans ratio stabilised at 59.8% of gross loans as of
September 2016 while the stock of NPEs declined by 3%. The ratio
of 90 days past due loans to gross loans declined to 47.9% as of
September 2016 from 53% a year earlier. The coverage ratio for
NPEs was 45% as of September 2016.

STRENGHTENED CAPITAL BUFFERS WHICH ARE VULNERABLE, HOWEVER, TO
THE HIGH STOCK OF PROBLEM LOANS

With a reported Common Equity Tier 1 ratio of 16.5%, CCB's
capital buffers are relatively high, particularly compared to
similarly rated peers. Despite the relatively high capital
ratios, however, the bank's capital buffers remain vulnerable
because of its high stock of problem loans that are not covered
by loan loss reserves, with the uncovered portion of problem
loans covered mainly by tangible real estate collateral.

CCB was recapitalised twice by the Government of Cyprus. CCB
received EUR1.5 billion in 2014 and additional EUR175 million in
capital in December 2015, which allowed the bank to increase its
loan loss reserves in line with the Single Supervisory Mechanism
requirement.

STABLE FUNDING STRUCTURE BASED ON DOMESTIC DEPOSITS AND
RELATIVELY HIGH LIQUIDITY BUFFERS

CCB is funded by stable domestic deposits, which the rating
agency views as a credit strength. Deposits accounted for around
88% of total assets as of September 2016, and are mainly granular
retail deposits. CCB also maintains ample liquidity buffers,
which will allow the bank to counter potential deposit
withdrawals. Liquid assets consisting of cash and balances with
banks (mainly with the European Central Bank and Prime-1 rated
banks) stood at 23.4% of assets as of September 2016; the ratio
increases to 30.7% when the bank's debt investments to the Cyprus
government and predominantly investment-grade banks are added to
liquid assets.

ONGOING INTEGRATION CHALLENGES

CCB's BCA also reflects the challenges the bank faces as the
product of a merger of a large number of credit institutions.
This mainly includes the limited history since the centralisation
of operations in 2015, and the different staff culture and varied
performance leading to a less coherent staff base.

Although mergers between cooperative credit institutions (CCIs)
gradually reduced the number from 111 in 2010 to 93, after March
2013 the mergers accelerated with the number reduced from 93 to
18 over the year. The number of individual CCIs will decline
further as the CCB and the 18 CCIs have taken all legal steps so
as to merge under the Cooperative Societies Laws, namely by the
CCB absorbing the assets and liabilities of the said CCIs.

THE Caa2 DEPOSIT RATINGS

The bank's Caa2 deposit ratings reflect the application of
Moody's LGF analysis and Moody's assumption of a 'moderate'
likelihood of government support in case of need.

The Cooperative Central Bank Ltd, similar to other banks in the
euro zone, is subject to the Bank Resolution and Recovery
Directive (BRRD), under which a framework is now in place,
setting out the explicit inclusion of burden-sharing within
unsecured creditors as a means of reducing the public cost of
bank resolutions. As a result, in accordance with Moody's Banks
methodology, the rating agency has applied its Advanced Loss
Given Failure analysis, considering the risks faced by the
different debt and deposit classes across the liability structure
should the bank enter resolution.

Moody's assumes a 10% junior (more loss absorbing) deposit base
rather than the standard 26% assumption for EU-based banks in
light of the entity's predominantly retail customer base. Because
of the smaller volume of junior deposits which are more loss
absorbing under Moody's methodology, the PRA for CCB's deposits
is caa3 PRA.

GOVERNMENT SUPPORT

Moody's does not incorporate any government support to the
deposit ratings of other systemically important Cypriot banks
reflecting the government's historically low willingness to
support the banks, as evidenced in bank recapitalisations in
March 2013 with the participation of creditors, including
depositors.

However, CCB's deposit ratings incorporate one notch of support
uplift driven by: i) CCB's franchise as a predominantly retail
bank with a 35% market share in domestic deposits; and ii) the
proven track record of continued government support for this bank
as evidenced by the two recapitalisations (EUR1.5 billion agreed
in 2013 and received in 2014 and EUR175 million capital injection
carried out in December 2015).

CR ASSESSMENT

CCB's Caa1(cr) CR Assessment is positioned one notch above the
Adjusted BCA of caa2, based on the cushion against default
provided to the senior obligations represented by the CR
Assessment by junior deposits amounting to around 10% of Tangible
Banking Assets. The main difference with Moody's Advanced LGF
approach used to determine instrument ratings is that the CR
Assessment captures the probability of default on certain senior
obligations, rather than expected loss. Therefore, the analysis
focuses purely on subordination and does not take account of the
volume of the instrument class.

THE STABLE OUTLOOK

The stable outlook on CCB's deposit ratings reflects Moody's
expectation of only gradual improvement over time of the bank's
asset quality balanced against the challenges the bank faces
owing to the high stock of unprovided NPLs, which threatens
solvency.


WHAT WOULD LEAD TO AN UPGRADE/ DOWNGRADE

Upward pressure could develop on the ratings following further
improvements in CCB's financial performance, mainly a reduction
in the volume of NPLs and/or improvement in the coverage ratio.

Downward pressure could develop on the ratings if the bank's
progress with restructurings stagnates or if economic growth
falters leading to a reversal in the recent improvement to the
bank's asset quality metrics.

LIST OF ASSIGNED RATINGS

Issuer: Cooperative Central Bank Ltd

Assignments:

-- LT Bank Deposits (Local & Foreign Currency), Assigned Caa2,
    Outlook Assigned Stable

-- ST Bank Deposits (Local & Foreign Currency), Assigned NP

-- Adjusted Baseline Credit Assessment, Assigned caa2

-- Baseline Credit Assessment, Assigned caa2

-- LT Counterparty Risk Assessment, Assigned Caa1(cr)

-- ST Counterparty Risk Assessment, Assigned NP(cr)

Outlook Actions:

-- Outlook, Assigned Stable

PRINCIPAL METHODOLOGY

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



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F R A N C E
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AREVA SA: Posts Net Loss of EUR665MM for Full Year 2016
-------------------------------------------------------
Michael Stothard at The Financial Times report that struggling
French reactor maker Areva reported a EUR665 million net loss for
the full year on March 1, which was an improvement on the year
before but still highlighted the scale of the problems facing the
group.

The state-controlled company is being completely restructured and
recapitalized in a government backed deal after years of losses
wiped out its equity and brought it to the brink of collapse, the
FT relates.

The company lost EUR2 billion in 2015 and EUR4.8 billion in 2014,
the FT discloses.

Last year, it was agreed that one half of Areva -- the troubled
reactor business, or OldCo -- would be taken over by EDF, the
larger French nuclear group, in a deal that values that part of
the business at about EUR2.5 billion, the FT recounts.  This is
scheduled for the fourth quarter this year Areva will be left as
the NewCo, a uranium mining and nuclear fuel business, which will
undertake a EUR5 billion capital increase scheduled for June, the
FT notes.  Areva is 87% government owned, so most of this money
will come from the French state, although Japan's Mitsubishi
Heavy Industries and JNFL will also play a part, the FT states.

Areva SA is a France-based company that offers technological
solutions for nuclear power generation.


LABEYRIE FINE: Fitch Affirms B+ Rating on EUR355MM Sr. Notes
------------------------------------------------------------
Fitch Ratings has affirmed French packaged food group Labeyrie
Fine Foods SAS's (LFF) Long-Term Issuer Default Rating (IDR) at
'B' with a Stable Outlook. Fitch has also affirmed LFF's EUR355m
senior secured notes due 2021 at 'B+'/'RR3'.

The affirmation of the IDR and the Outlook reflects Fitch's
expectation that LFF will be able to cope well the current
combination of raw materials issues and adverse exchange-rate
movements, without any significant deterioration in its credit
profile. Resilience should be underpinned by the group's high
market shares in France, which allows for strong bargaining power
and effective cost pass-through, and its current diversification
strategy through both organic and external growth. Assuming no
acquisition-related debt increase over the next three years, this
operating resilience should enable the group to regain headroom
under a currently weak financial profile, which has been
stretched by the largely debt-funded acquisitions made in the
financial year ended June 2016 (FY16).

KEY RATING DRIVERS

Avian Flu Impact: Fitch continues to expect the effect of avian
flu to be manageable at the current rating level, despite its
recurrence. Following the first outbreak in 2016, the group was
able to compensate for lower available volumes and higher
production costs with higher prices, helped by the price
inelasticity of consumer demand, and its premium positioning. It
was thus able to limit its impact on EBITDA to EUR3.4m in FY16
and to EUR0.6m in FY17. Fitch assumes a stronger effect from the
2017 outbreak in both FY17 and FY18, but this should be minimised
at group level due to the decreasing importance of foie gras in
total sales and EBITDA following the FY16 acquisitions.

Brexit Challenge: In FY16, LFF generated around 30% of its sales
and 28% of its EBITDA in the UK. In its rating case Fitch
includes some effect from reduced consumer confidence, but mostly
a transactional (on raw material prices) and translational
negative effect from the depreciation of the pound against the
euro, although mitigated by the group's ability to pass on a
large part of cost increases on to its retail customers. In FY17
Fitch assumes a slight decrease in UK sales and EBITDA margin to
a low of 6.5% (FY16: 7.5%), with a progressive recovery
thereafter in raw material prices and a stabilisation in exchange
rates.

Diversification Strategy: LFF's acquisition strategy and its
record of innovation help reduce its business risk profile
through diversification by product range, raw materials and
geography, and lower sales seasonality. The companies acquired in
FY16, including Pere Olive, King Cuisine and Aqualande, clearly
help mitigate the supply and raw materials difficulties of the
French premium and UK businesses. They are also less seasonal and
higher margin. Pere Olive and King Cuisine reinforce growth
prospects and enhance geographic diversification, due to their
location and as they provide export opportunities, notably to
Germany and Scandinavia.

Resilient Profitability: Fitch expects the EBITDA margin to fall
by 30bp to 7.7% in FY17 due to the combination of the second
avian flu outbreak, the depreciation of sterling and record-high
salmon prices. However, Fitch expects a recovery to above 8% in
FY19. This should be driven by the group's ability to compensate,
although with delays, lower production volumes and higher raw
material prices by selling price increases and the positive
impact of the integration of the FY16 acquisitions, which provide
better organic growth prospects and have less volatile margin
profiles.

Fitch also expects greater resilience in profitability to arise
from medium-term cost synergies resulting from management's focus
on better integrating the group's various businesses.

Mildly Positive Free Cash Flow: Fitch expects LFF's free cash
flow (FCF) generation to remain positive, despite some volatility
in operating profit margin over the next three years. Fitch
forecasts FCF to reach its low in FY17 at 0.4% of sales, and that
it will then recover towards 2.2% in FY20, which would be
adequate relative to the assigned IDR, driven by growing EBITDA
and limited increase in working-capital and capex needs as a
percentage of sales.

Stretched Leverage Headroom:  LFF's FY16 debt-funded acquisitions
help reduce its business risk profile but resulted in FFO
adjusted net leverage increasing to 5.5x in FY16, a high level
for its 'B' IDR, though still consistent with the assigned
rating. Assuming no acquisitions in 2H17, it should only
marginally decrease to 5.4x in FY17. LFF retains only limited
financial flexibility for further bolt-on acquisitions,
considering expected low, yet positive FCF in the medium term.
Fitch expects that any further large acquisitions would be at
least partially equity-funded.

Based on these assumptions, Fitch forecasts FFO adjusted net
leverage falling towards 4.7x by FY19, improving LFF's headroom
under its current rating.

Above Average Recoveries for Senior Notes: The 'B+'/'RR3' senior
secured notes' rating reflects above average expected recoveries
in the range of 51%-70%, at 60%. According to the intercreditor
agreement, the senior secured notes are effectively subordinated
to the RCF and to non-guarantors' debt, including Aqualande and
Sales Sucres, and rank pari passu with their guarantors' debt.
Fitch also estimates the factoring line as being of strategic
interest despite being non-recourse, and therefore Fitch includes
it as a super-senior claim within the debt waterfall. However,
the total amount of prior-ranking debt is not significant enough
to materially affect the recovery prospects for bondholders.

For the purpose of Fitch recovery calculations, in a hypothetical
default situation Fitch estimates a post-restructuring going-
concern EBITDA of EUR62 million. The high discount to LTM
December 2016 reported adjusted EBITDA of EUR85.4 million
reflects the group's high business risk profile. The going-
concern distressed EV/EBITDA multiple of 6x reflects LFF's strong
brands, solid pricing power and the high market shares of its
core businesses.

DERIVATION SUMMARY

LFF has narrower margins than most food manufacturing peers due
to the high share of raw materials in its cost structure.
Moreover, it benefits from low raw-material and geographic
diversification, although this is improving. The volatility in
performance is mitigated by the company's high market shares
(allowing strong bargaining power with client retailers), high
brand reputation and the price inelasticity of demand, especially
in its premium segments. In addition, compared to other food
manufacturers sharing the same operating margin profile and size,
Labeyrie benefits from a stronger financial structure and
financial flexibility.

KEY ASSUMPTIONS

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

- annual Sales growth in the mid-single digits;

- in FY17 and FY18 the full contribution of the FY16
   acquisitions should be significantly offset by the second
   avian flu outbreak and the depreciation of the pound;

- thereafter, Fitch assumes stable organic growth around 3% per
   annum;

- EBITDA margin down to 7.9% in FY17 and FY18, with the impact
   of avian flu and the Brexit vote being mitigated by the full-
   year integration of higher-margin Pere Olive, King Cuisine and
   Aqualande;

- working-capital needs development in line with sales and raw
   materials (both prices and volumes);

- stable capex at 2.8% of sales;

- no dividend payments;

- no acquisitions in FY17, internally generated cash-funded
   acquisition spending of EUR15m per annum from FY18.

RATING SENSITIVITIES

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

- Stronger business profile reflected in meaningfully lower
   product seasonality and higher geographic, products and
   customer base diversification

- EBITDA margin increasing towards 10% together with higher
   cash-flow generation

- Adjusted FFO net leverage consistently below 4.5x

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

- EBITDA margin below 7.5% on a sustained basis

- Neutral to negative FCF margin for two consecutive years

- FFO adjusted net leverage consistently above 5.5x, either due
   to aggressive financial policy or sustained operating
   underperformance

LIQUIDITY

Adequate Liquidity: At end-FY16, LFF's readily available cash on
balance sheet was low at EUR2 million (Fitch-adjusted) but
liquidity was supported by its both undrawn EUR45m RCF maturing
in 2020 and its EUR80 million factoring facility maturing in
2017, which Fitch expects will be renewed. Fitch expects
liquidity to remain adequate after FY16, supported by mildly
positive FCF generation, the RCF and the forecast renewal of its
factoring facility. Furthermore, the group faces only minor
scheduled debt repayments before 2020.



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G E R M A N Y
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OPERATOR SCOUT24: S&P Affirms Then Withdraws 'BB-' CCR
------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term corporate credit
rating on German classified ads Operator Scout24 AG.

Subsequently, S&P withdrew its 'BB-' long-term and issue ratings
on Scout24 at its request, following its completed refinancing of
its senior secured notes in December 2016.

The outlook was stable at the time of withdrawal.

Scout24 announced on Jan. 20, 2017, that it had refinanced its
entire capital structure, consisting of the senior secured
facilities, a EUR46 million revolving credit facility (RCF), and
term loans B and C, with a total outstanding amount of about
EUR680 million. Post refinancing, the company's capital structure
comprises a EUR600 million term loan due in December 2021 and a
EUR200 million RCF due in December 2021, of which about
EUR80 million have been drawn.  S&P understands that after the
refinancing, the company's interest margins improved
significantly.

S&P's view of Scout24's business risk profile at the time of
withdrawal reflected its relatively small scale of business, high
dependence on German operations, and product concentration.
S&P's assessment was also constrained by the company's weaker
value proposition of its car classifieds platform AutoScout24
(AS24) and stiff competition against existing market players and
potential new entrants.  S&P believed that the business risk
profile was supported by the company's leading position in the
online real estate classifieds market through ImmobilienScout24,
favorable market conditions as advertising migrates to online
platforms from print media, and the company's strong
profitability.

S&P's assessment of Scout24's financial risk profile reflected
S&P's expectation that the company will continue to generate
solid positive free operating cash flows and will deleverage in
2017 through its growing profitability.  S&P also incorporated
its view that the company's financial policy had become more
predictable after its private equity owner Hellmann & Friedman
reduced its stake in the company to about 25% in 2016.

The stable outlook at the time of the withdrawal reflected S&P's
expectations that Scout24 would continue to perform solidly, with
sustained revenue and EBITDA growth and robust free operating
cash flow generation.  S&P also anticipated that the company
would continue to deleverage on the back of strong profitability.



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


STRAWINSKY I: S&P Raises Rating on Class D Notes to 'CCC'
---------------------------------------------------------
S&P Global Ratings raised its rating on the class D notes and
affirmed its ratings on the class C and E notes issued by
Strawinsky I PLC.

The rating actions follow S&P's assessment of the transaction's
performance using data from the Jan. 31, 2017, trustee report and
the application of S&P's relevant criteria.

S&P subjected the capital structure to a cash flow analysis to
determine the break-even default rate (BDR) for each rated class
at each rating level.  The BDR represents S&P's estimate of the
maximum level of gross defaults, based on its stress assumptions,
that a tranche can withstand and still fully repay the
noteholders.  In S&P's analysis, it used the portfolio balance
that it considers to be performing (EUR34,509,120); the current
weighted-average spread (3.07%); and the weighted-average
recovery rates, calculated in line with our corporate
collateralized debt obligation (CDO) criteria.  S&P applied
various cash flow stresses, using its standard default patterns,
in conjunction with different interest rate and currency stress
scenarios.

Since S&P's Oct. 2, 2015 review, the aggregate collateral balance
has decreased by EUR16.22 million while the liabilities have
decreased by only EUR10.48 million.  The class B notes have been
repaid in full and the class C notes have begun to amortize, with
6.3% of the initial balance of the class C notes having been
repaid.

The excess reduction in the collateral balance stems from actions
taken on two distressed assets.  One was sold at a deep discount;
the other was restructured and some of the outstanding principal
was written off.  Although these actions caused the collateral
balance to fall, the remaining collateral is of significantly
better credit quality. Assets rated in the 'CCC' category
('CCC+', 'CCC', and 'CCC-') fell to EUR5.9 million from EUR24.0
million in October 2015, or to 16.99% of the performing balance
from 48.21%. The average rating of the portfolio rose to 'B' from
'B-'.

Strawinsky I's portfolio remains concentrated and comprises 11
performing obligors, down from 15 in S&P's previous review.  The
largest obligor's assets represent almost 21.4% of the aggregate
collateral balance and the largest five obligors comprise 68.5%
of the total pool of performing assets.  As a result, the ratings
are constrained by the application of S&P's supplemental tests at
their current rating levels.

Taking into account the results of S&P's credit and cash flow
analysis and the application of its current counterparty
criteria, S&P considers that the available credit enhancement for
the class C notes is commensurate with the rating currently
assigned.  The minimum required rating for the bank account
provider and custodian, to be considered eligible under the
transaction documents, is 'BBB+'.  Since the transaction's
exposure to bank account provider and custodian risk is
considered to be limited, under S&P's current counterparty
criteria, the maximum potential rating on the class B notes is
'A+ (sf)'.  S&P has therefore affirmed at 'BB+ (sf)' its rating
on the class C notes.

S&P's credit and cash flow analysis and the application of its
'CCC' criteria indicates that although the available credit
enhancement for the class D notes has fallen since S&P's last
review, the improvement in the credit quality of the underlying
portfolio indicates that, while the note remains vulnerable to
default, the likelihood of default has reduced and the current
risk is commensurate with a higher rating than the currently
assigned rating.  Consequently, S&P has upgraded to 'CCC (sf)'
from 'CCC- (sf)' its rating on the class D notes.

The class E notes continue to defer interest and are
undercollateralized.  In S&P's view, there is a significant
probability that these notes will not repay the entire principal
amount due at maturity.  S&P has therefore affirmed at 'CC (sf)'
its rating on the class E notes.

Strawinsky I is a cash flow collateralized loan obligation (CLO)
transaction that securitizes loans to primarily speculative-grade
corporate firms.  The transaction closed in August 2007 and its
reinvestment period ended in August 2013.  Dynamic Credit
Partners Europe B.V. is the transaction's manager.

RATINGS LIST

Class             Rating
            To                 From

Strawinsky I PLC
EUR300 Million Secured Floating Rate And Subordinated Notes

Ratings Raised

D           CCC (sf)           CCC- (sf)

Rating Affirmed

C           BB+ (sf)
E           CC (sf)



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


ASTALDI SPA: Fitch Affirms 'B+' Long-Term IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Astaldi S.p.A.'s Long-Term Issuer
Default (IDR) at 'B+' and senior unsecured ratings at 'B+'/'RR4'.
The Outlook is Stable.

The affirmation reflects the expectations of a deleveraging over
the next 18 months. Astaldi is refocusing its operations to
ensure consistent cash flows by increasing activity in countries
with favourable payment terms, and by diminishing its involvement
in concession activity. The disposal programme, finally started,
should speed up the reduction in leverage. However, a protracted
delay in the sale of concessions and larger than expected
investments in concessions would lead to a downgrade.

KEY RATING DRIVERS

Debt Burden Peaked: In the past two years the debt level has
increased massively, mainly because of the financing needs of the
group's concession activity. This paired with the absence of
material cash proceeds from asset disposals and additional
working-capital requirements, has led to a leverage profile high
for the current rating. Fitch expects the company to restore
metrics commensurate with the ratings over the next 18 months,
driven by measured investments and by the sale of the assets,
which Fitch expects to be much higher than equity investments in
2017.

Concessions' Equity Needs Reduced: In the past two years, Astaldi
has made large equity injections to complete the final phases of
its projects in Turkey. As a result, the group's debt load and
its leverage profile have deteriorated above Fitch's guidance. As
a large part of the concessions portfolio is now maturing, Fitch
expects lower capex and equity commitment for the next 24 months.

Asset Disposal Plan Started: In 2016, Astaldi finalised the sale
of the A4 motorway for EUR110m and signed a binding the agreement
for the sale of its 36.7% stake in the M5 Milan underground in
Q416. The cash-in from the sale of the M5 stake is EUR64.5m, and
the additional cash-in from other projects for which the company
is in advance stages of negotiations is expected to materialise
by the end of 2017. Should the sale fail to materialise it would
be negative for the rating.

Astaldi's management has publicly reiterated its commitment to
dispose of the assets in Turkey by the end of 2019. However,
Fitch has not factored in any sale considering the uncertainty
related to the timing and completion of such transactions.

Project Concentration: Project concentration risk remains one of
the highest among its peers, with five of the 10 largest projects
located in Italy and accounting for around 30% of the
construction backlog. However, the total backlog is expected to
be around EUR18bn at end December 2016, providing some visibility
to the company's revenue. The dispute risks in the troubled
project of the Muskrat Fall in Canada have been resolved, with
the value of the contract increased by around CAD700m.

DERIVATION SUMMARY

Astaldi has prominent market positions in some segments and
higher-than-average profitability. Investments in concessions
have allowed the company increase volumes steadily over the past
few years, with the construction business benefiting from captive
orders. However, such investments paired with delays in its asset
disposal programme, have led to an increase in debt and leverage,
which Fitch considers temporary but high for the rating. The
robust business profile and the recent measures adopted by the
new management are key elements to position Astaldi at the
current rating level.

KEY ASSUMPTIONS

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

- revised focus on risks and cash-flow profile of projects
   rather than on profitability;

- measured capex and declining investments activity in
   concessions;

- gradual improvement in working capital;

- dividend payout at around 20%.

RATING SENSITIVITIES

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

- Successful implementation of the strategic plan leading to
   meaningful gross recourse debt reduction

- Material improvement in working-capital dynamics

- Fitch-adjusted net leverage, including factoring, below 3.5x
   on a sustained basis

- Improved geographic mix with an increased exposure towards
   lower-risk markets, construction contracts with advanced
   payments and reduced order backlog concentration

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

- Failure to deliver its asset disposal plan

- Evidence of material losses on construction projects

- Fitch-adjusted net leverage, including factoring, above 4.5x
   on a sustained basis

- Weaker working-capital position

- Further material equity injections into concession activity

LIQUIDITY

Adequate Liquidity: Astaldi should cover upcoming maturities for
the next 12 months through existing available cash and committed
credit lines, assuming the roll-over of the existing overdraft
facility. However, in the absence of material disposals, failure
to manage working-capital requirements and larger than expected
investments, could undermine the liquidity profile.


BLUE PANORAMA: May 15 Deadline Set for Boeing 737-31S Offers
------------------------------------------------------------
Giuseppe Leogrande, The Extraordinary Commissioner of B.P.A.
S.p.A., is putting up for sale one Boeing B737-31S aircraft,
bearing manufacturer's serial number 29060, marks I-BPAI.

Any interested party to purchase the aircraft may require
information and submit any prospective offer within and no later
than May 15, 207, to the following entities:

(i) JP Europe S.r.l., with registered office in Italy, Milan, Via
Corridori no. 35

Contact person:

Giacomo Panaro
Tel No: +39 02 92853777
E-mail: info@JPaero.com

(ii) Brookfield Aviation International Leasing Limited, with
registered office in the United Kingdom, Epsom, 122a High Street

Contact person:

Gennaro Tocci
Tel No: +39 335 1226215
E-mail: Gennaro@brookfieldav.com

(iii) CM Aviation S.r.l., with registered office in Italy Rome,
Via Barnaba Oriani no. 32

Contact person:

Elisabetta Bocci
Tel No: (+39)06-80693746
E-mail: ebocci@rotorjetgroup.com
        Mdileo@rotorjetgroup.com


TIRRENIA DI NAVIGAZIONE: Puts Palazzo Sirignano Up for Sale
-----------------------------------------------------------
The Extraordinary Commissioners, Prof. Avv. Beniamino Caravita di
Toritto, Dott. Gerardo Longobardi e Prof. Avv. Stefano Ambrosini
disclosed that Tirrenia di Navigazione S.p.A. under Extraordinary
Admnistration ("Tirrenia") received from potential purchasers
expressions of interest in purchasing a real estate property
located in Naples -- known as "Palazzo Sirignano" and located in
via del Rione Sirignano n.2 -- with total covered area of 15,000
sq.m. over 4 floors, including the basement, and it is surrounded
with a 2,300 sq.m. not covered area (the "Building").

The Ministry of Economic Development, with the approval of
Tirrenia Supervisory Board, by order dated January 16, 2017,
authorized the sale of the Building by private treaty.

Given the above, Tirrenia Extraordinary Commissioners invite any
person who is interested in purchasing the Building to submit
their offers in accordance with the documentation to participate
to the procedure of sale of the Building available on the website
of Tirrenia www.tirrenia-in-as.it.  Offers are not permitted for
third parties or persons to be appointed.



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


INTELSAT SA: OneWeb Merger Deal Credit Negative, Moody's Says
-------------------------------------------------------------
Moody's Investors Service said Intelsat SA's (Intelsat, Caa2
negative) announced merger agreement with WorldVu Satellites
Limited (OneWeb, not rated) is credit negative because it is
proposed that Intelsat's unsecured debt holders will receive
combinations of cash, equity and new debt instruments that are
significantly less than face value. At closing, Moody's will
likely assess the pending debt transactions as a distressed
exchange and limited default, which will be signified by
appending the /LD limited default indicator to Intelsat's
probability of default rating (for one business day).

Headquartered in Luxembourg, and with administrative offices in
McLean, VA, Intelsat S.A. (Intelsat) is one of the two largest
fixed satellite services operators in the world. Annual revenues
are expected to be approximately $2.2 billion with EBITDA of
approximately $1.7 billion.



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


BRIGHT BIDCO: Moody's Assigns Ba3 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service assigned a Ba3 corporate family rating
(CFR) and a Ba3-PD probability of default rating to Bright Bidco
B.V. (BBBV) with a stable outlook. At the same time, Moody's
assigned provisional (P)Ba3 instrument ratings to the proposed
$1.15 billion senior secured term loan B and the proposed $200
million senior secured revolving credit facility, both with BBBV
as the borrower. This is the first time Moody's assigns ratings
to BBBV. BBBV is the designated parent company of Lumileds
Holding B.V. once Royal Philips N.V. (Baa1 stable) sells Lumileds
to funds of private equity firm Apollo. The transaction is
expected to close in Q2 2017.

Assignments:

Issuer: Bright Bidco B.V.

-- Corporate Family Rating, Assigned Ba3

-- Probability of Default Rating, Assigned Ba3-PD

-- Senior Secured Bank Credit Facility, Assigned (P)Ba3

Outlook Actions:

Issuer: Bright Bidco B.V.

-- Outlook, Assigned Stable

"The Ba3 rating reflects the quality of customer relationships,
its innovation track record and R&D capabilities that Lumileds
has built up over many years. Whilst Lumileds' end markets
automotive and general lighting are undergoing structural changes
away from conventional to LED lighting, the company will have to
manage this transition in a way that is not too detrimental to
profitability and market position given the strong competition,"
explained Mr. Martin Kohlhase, a Moody's Vice President -- Senior
Credit Officer. He added that "after the long and drawn-out sales
process the company now requires to refocus on its profitable and
growing niche businesses and address manufacturing issues that
have held profitability back over the past years. Its solid free
cash flow generation ability will support the growth and
deleveraging prospects."

RATINGS RATIONALE

The financial profile with a starting debt/EBITDA leverage of
4.0x, EBITA margins in the low teens (%) and the solid annual FCF
generation in excess of $50 million position Lumileds in the Ba
rating category. More specifically, the Ba3 CFR reflects the
risks associated with the transition from conventional to LED
lighting, including the shrinking revenue base in conventional
automotive lighting, the expected growth in the LED and
aftermarket automotive, mobility and display product groups as
well as technological changes.

As demand for LED automotive lighting increases, the market size
of conventional automotive lighting will shrink. The LED
automotive market, however, is more competitive, price sensitive
and R&D intensive (and prone to substitution by new technology
such as organic LED or laser technology, which has been
introduced to the market, but is not yet widespread), which makes
it difficult to retain share in the overall automotive lighting
market and maintain profitability. In order to complement
operating profits, Lumileds intends to grow its automotive
lighting business, especially in North America, where it is
underrepresented, and select niche businesses such as mobility
and display as well as lighting for the agriculture or
horticulture industries.

The way in which Lumileds will navigate the transition to LED
lighting will also depend on how successfully it (1) resolves
past manufacturing quality issues and (2) refocuses on its core
automotive business where it had lost ground due to a change in
strategy early in the sales process. Moody's estimates that the
renewed focus on automotive lighting will become incrementally
more evident from 2019 onwards when Lumileds will supply new
generations of car models.

Moody's expects Lumileds to have solid liquidity for the first
six quarters after closing of the transaction. The company will
have access to a $200 million revolving credit facility (RCF).
Moody's expects the company to utilise the RCF to fund intra-year
seasonal working capital swings of up to $100 million. As cash
builds up over time from free cash flow generation in excess of
$50 million annually, the utilisation of the RCF will be reduced
and Lumileds will be able to fund working cash, capital
expenditures, R&D and working capital swings from its own cash
and cash from operations. The borrower will agree to mandatory
prepayments from excess cash.

The proposed $1.15 billion senior secured term facility due 2024
and the proposed $200 million revolving credit facility (RCF) due
2022 rank pari passu and share the same security and guarantor
pool. These debt instruments will be the only material financial
debt instruments in the capital structure of the restricted
group, which is why Moody's has aligned the (P)Ba3 instrument
ratings with the Ba3 CFR. The ratings currently do not assume
incremental borrowings at this stage and Moody's would not
expects the company in the future to leverage the balance sheet
beyond leverage.

Ratings were assigned at the level of Bright Bidco B.V., the
borrower of the first-lien facilities and the future reporting
entity after closing of the transaction.

RATIONALE FOR STABLE OUTLOOK

The outlook is stable and factors in an execution of management
strategy (focus on growth, manage declining business, resolving
manufacturing issues) that allows for deleveraging and annual FCF
generation in excess of $50 million. It further assumes no
recapitalisation (including material dividend payments).

WHAT COULD CHANGE THE RATING UP / DOWN

Moody's could change the rating up if BBBV (1) keeps Debt/EBITDA
below 3.5x; (2) holds EBITA margins sustainably at 12-13%; (3)
RCF/Net debt approaches 20.0%; and (4) FCF is sustainably above
$80 million. Moody's could change the rating down if (1)
Debt/EBITDA moves towards 4.5x; (2) EBITA margins were below 10%;
(3) RCF/Net debt does not reach more than 15.0%; and (4) the
annual FCF generation is below $50m.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.

COMPANY PROFILE

Lumileds Holding B.V. is currently the ultimate holding company
for LED components and automotive lighting activities of Royal
Philips N.V. (Philips, Baa1 stable). Philips has carved out
Lumileds from its group and has agreed to sell 80.1% of Lumileds
to funds of private equity firm Apollo (unrated). The transaction
was announced in December 2016, received EU clearance in February
2017 and is expected to close in Q2 2017. Philips will also
retain participating preferred interests to participate in future
value creation of Lumileds.

Lumileds in fiscal year 2016 recorded nearly EUR2.0 billion in
revenues. The company employs about 8,800 people and maintains
manufacturing plants in Europe, Asia and North America.


FAB CBO 2005-1: Moody's Affirms Ca(sf) Rating on Class C Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has taken rating
actions on the following notes issued by FAB CBO 2005-1 B.V.:

-- EUR38M (current outstanding balance of EUR21.17M) Class A2
    Floating Rate Notes, Upgraded to Aa3 (sf); previously on
    Sept. 1, 2016 Upgraded to A2 (sf)

-- EUR18M Class B Floating Rate Notes, Upgraded to Ba1 (sf);
    previously on Sep 1, 2016 Upgraded to B2 (sf)

-- EUR12.6M (current rated balance of EUR7.79M) Class C
    Subordinated Notes, Affirmed Ca (sf); previously on Sept. 1,
    2016 Affirmed Ca (sf)

This transaction is a structured finance collateralized debt
obligation ("SF CDO") referencing a portfolio of European ABS
assets. At present, the portfolio is composed mainly of prime
RMBS and CDO of RMBS.

RATINGS RATIONALE

The rating actions on the notes are a result of the increase in
the overcollateralization ratios since the last rating action in
September 2016 due to deleveraging of the Class A2 notes over the
last two payment dates in October 2016 and January 2017, when
Class A2 notes were paid EUR 6.8 million and EUR 9.3 million
respectively. Furthermore amortization of EUR 10 million of
assets in the underlying portfolio in February 2017 will further
increase overcollateralization ratios at the next payment date in
April 2017.

As of the latest trustee report dated January 2017, the
collateral coverage test is reported at 116.58% versus 113.88%,
in September 2016.

The rating on Class C addresses the repayment of the rated
balance on or before the legal final maturity. The 'rated
balance' at any time is equal to the principal amount of the
combination note on the issue date minus the sum of all payments
made from the issue date to such date, of either interest or
principal. The rated balance will not necessarily correspond to
the outstanding notional amount reported by the trustee.

Methodology Underlying the Rating Actions:

The principal methodology used in these ratings was "Moody's
Approach to Rating SF CDOs" 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:

Deterioration in credit quality of the underlying assets -
Moody's considered a model run where the two largest assets in
the portfolio have their ratings notched down by 2 notches. The
model outputs for this run are within two notches of the base-
case model result for Class A2 and within one notch for Class B .

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

Additional uncertainty about performance is due to the following:

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

* Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
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. Recoveries
higher than Moody's expectations would have a positive impact on
the notes' ratings.

* Around 4.73% of the collateral pool consists of debt
obligations whose credit quality Moody's has assessed by using
credit estimates. As part of its base case, Moody's has stressed
large concentrations of single obligors bearing a credit estimate
as described in "Updated Approach to the Usage of Credit
Estimates in Rated Transactions," published in October 2009 and
available at
http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_120461.

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



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


EMAS CHIYODA: Puts Norwegian Unit Under Liquidation
---------------------------------------------------
Sebastian Tong at Bloomberg News reports that EMAS Chiyoda Subsea
Ltd., a venture between Ezra Holdings, Chiyoda Corp. and Nippon
Yusen KK, has placed a subsidiary under liquidation in Norway.

EMAS Chiyoda Subsea says the Norway-based unit has not filed for
protection under Chapter 11 of U.S. Bankruptcy Code, Bloomberg
relates.

According to Bloomberg, the company says the subsidiary's
financial position was "significantly impacted by the global oil
and gas downturn", and the decision to put it into liquidation
was reached independently by the unit's directors.



===========
P O L A N D
===========


WIELKOPOLSKA SKOK: KNF Files Bankruptcy Petition
------------------------------------------------
Posadzy Magdalena at Polska Agencja Prasowa reports that KNF
suspended operations of Wielkopolska SKOK and filed for its
bankruptcy in early February.

According to PAP, Wielkopolska SKOK had negative equity of
PLN68.6 million as of December 31, 2016.

Wielkopolska SKOK reported a negative result of PLN71.0 million
in 2016 and had an uncovered loss of PLN16.0 million from
previous years, PAP discloses.

Wielkopolska SKOK is a Polish credit union.



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


RUSSIAN REGIONAL: Moody's Hikes LT & FC Deposit Ratings to Ba2
--------------------------------------------------------------
Moody's Investors Service has upgraded to Ba2 from Ba3 the long-
term local and foreign-currency deposit ratings of Russian
Regional Development Bank (RRDB). The rating agency has also
upgraded the bank's baseline credit assessment (BCA) to b1 from
b2, the adjusted BCA to ba2 from ba3 and the long-term
Counterparty Risk Assessment (CR Assessment) to Ba1(cr) from
Ba2(cr). The short-term local- and foreign-currency deposit
ratings of Not-Prime and the short-term CR Assessment of Not-
Prime(cr) were affirmed. The overall outlook on RRDB was changed
to stable from negative.

The rating action was triggered by: (1) the recent capital
injection that substantially improved RRDB's solvency metrics;
and (2) the recent elimination of rating downside risks,
following the stabilization of the credit profile of the bank's
controlling parent, PJSC Oil Company Rosneft (Rosneft) (LT
Corporate family rating Ba1 Stable).

RATINGS RATIONALE

The rating action reflects the substantial (more than eight
times) increase of RRDB's capital base, after Rosneft injected
RUB88 billion of new capital in December 2016. This lifted the
bank's capital adequacy ratios to very high levels: as of 1
January 2017, the bank reported a 53% Common Equity Tier 1 and a
63% total Capital Adequacy Ratio, a material increase from 7% and
19%, respectively, reported by the bank a month earlier. The
increase of capital, combined with the currently high share of
relatively low-risk liquid assets, triggered an instant
improvement in the bank's financial metrics, translating into a
BCA upgrade.

The BCA upgrade to b1 from b2 also reflects Moody's expectations
of the bank's reduced business reliance on Rosneft and its
affiliates and diversification of the customer base. RRDB's much
larger capital base should enhance the bank's competitive
position as it will (1) enable access to state-controlled
companies, (2) provide lending opportunities to the blue-chip
Russian corporate borrowers, and (3) improve the bank's standing
to its creditors, which should result in lower premiums for
raised market funding.

Although RRDB's financial metrics substantially improved
following the capital increase, Moody's expects capital adequacy
metrics and liquidity fundamentals to normalize at, although
strong, much lower levels than currently as the bank's management
anticipates substantial business and credit expansion over the
next several years. High uncertainty regarding the business
expansion and still remaining high business and liquidity
reliance on Rosneft constrains RRDB's BCA at b1.

Moody's also notes that the change of the outlook to stable from
negative on Rosneft's credit profile has also lowered downside
risks for RRDB's long-term ratings, resulting in stabilisation of
the outlook on RRDB's ratings.

WHAT COULD MOVE THE RATINGS UP/DOWN

A more diversified business profile and maintenance of financial
metrics above its peers could lead to an upgrade of RRDB's BCA
and long-term ratings, provided there is no significant
deterioration in the asset quality from the current levels.

While Moody's does not expects to downgrade the bank's ratings in
the next 12 to 18 months, the BCA could be lowered if RRDB's
expected rapid business expansion is combined with a risky credit
policy.

PRINCIPAL METHODOLOGY

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



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


FTPYME TDA CAM 2: Fitch Raises Rating on Class 3SA Notes to BB+
---------------------------------------------------------------
Fitch Ratings has upgraded FTPYME TDA CAM 2, FTA's class 2SA and
3SA notes:

EUR9 million Class 2SA: upgraded to 'AA+sf' from 'A+sf'; Outlook
Stable

EUR7.7 million Class 3SA: upgraded to 'BB+sf' from 'Bsf'; Outlook
Positive

FTPYME TDA CAM 2, F.T.A. is a granular cash flow securitisation
of a static portfolio of secured and unsecured loans granted to
Spanish small- and medium-sized enterprises by Caja de Ahorros
del Mediterraneo (now part of Banco de Sabadell).

KEY RATING DRIVERS

Continued Deleveraging

The senior class 2SA notes have been paid down by EUR6.8 million
over the last 12 months, in turn raising credit enhancement to
74.97% from 46.4%. Credit enhancement for the junior class 3SA
notes has increased to 28.87% from 13.7% most of which is
provided by a EUR4.8 million reserve fund.

High Obligor Concentration

The portfolio, as a percentage of its original value, has fallen
to 2.1% from 3% during the review period and with the continued
amortisation of the portfolio the pool has become highly
concentrated. The top 10 obligors represent 25.53% of the
portfolio, up from 22.82% a year ago. In addition, the share of
obligors representing over 50bp of the pool has increased to
62.65% from 48.8% during the same period.

High Recovery Prospects

The weighted average recovery rate has increased to 59.82% from
48.9% over the last 12 months with recoveries outpacing new
defaults. As a result the reserve fund balance continues to
increase with a current balance of EUR4.8 million, up from EUR3.2
million. Fitch views the current reserve fund balance as
adequately mitigating payment interruption risk stemming from a
default of servicer Banco de Sabadell, which was previously a
constraint on the class 2SA rating.

Low, Stable Delinquencies

Delinquencies greater than 90 days are up marginally at 0.54%,
from 0.3% a year ago. However, they remain at a low level with
the three-year 90-365 days delinquency rate falling to 1.61% from
1.73%.

Criteria Variation

The transaction is analysed under the Criteria for Rating
Granular Corporate Balance-Sheet Securitisations (SME CLOs). To
address large obligor concentration risk the criteria state that
Fitch typically applies a factor of 0.75 to the recovery rate
assumption for large obligors. In this case, however, due to the
concentration of obligors representing more than 50bp at 62.65%
of the portfolio, Fitch has deemed it more appropriate to apply a
factor of 0.5 to the recovery rate assumption in the base case as
the performance of large unrated obligors may cause portfolio
performance to deviate significantly from expectations derived
from population averages.

RATING SENSITIVITIES

In its rating sensitivity analysis Fitch tested a 25% increase of
the default probability, a 25% reduction of the recovery rate and
the default of the top obligor in the portfolio. In all cases the
ratings of the notes would be unaffected.

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 were
material to this analysis. Fitch has not reviewed the results of
any third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

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

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



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


ABBOT GRANGE: In Administration, Seeks Buyer for 2 Hotels
---------------------------------------------------------
Hanna Sharpe at Business Sale Report reports joint administrators
are seeking a buyer for two hotels after the parent business
Abbot Grange Ltd entered administration.

The hotels, both located in the Midlands, are being traded as
normal while the administrators look to sell the business,
according to Business Sale Report.  Matthew Ingram and Sarah
Bell, insolvency practitioners at Duff & Phelps, were brought in
on February 16, 2017.

The report notes the Dovecliff Hall Hotel in Stretton is a grade-
ll listed Georgian manor house that traces its roots back to 1790
when it was built for a local well-to-do family, while The Bridge
Hotel in Thrapston, Northamptonshire, is newer with 15 bedrooms.

The report relays that customers who have bookings with the hotel
need not be concerned about the proceedings, with administrator
Mr. Ingram stating: "We are aware that a number of people have
weddings and other celebrations booked in advance at the venues
and have been in touch with those parties to assure them of the
commitment to honour bookings that have been made."

"These are established venues and present an excellent
opportunity for an ambitious and visionary operator. I am
optimistic that we will have positive developments to report in
the near future."

The report discloses the business last reported total fixed
assets of GBP2.67 million.


ADAMS HYDRAULICS: In Administration, Cuts All Remaining Jobs
------------------------------------------------------------
Kate Liptrot at The Press reports that the last remnant of one of
York's most famous manufacturers has gone into administration,
with the loss of all remaining jobs in the city.

Adams Hydraulics was founded in the city over 120 years ago and
made its name with the manufacture of specialist equipment for
the water and sewage industries, according to The Press.

The report notes its name is still seen on many drain covers
around the city.

The company was bought by Ham Baker of Stoke in 2008, becoming
part of Ham Baker Adams, but HBA and its parent company FJ
Holdings have now gone into administration, the report relays.
Some subsidiaries have been bought by a new firm, but 34 jobs
have gone in the process division, including the final seven at
the firm's Clifton Moor site in York, the report notes.

The number of employees in the city had been steadily cut in
recent years, the report adds.

The report relays the Press has been told several York suppliers
have been left out of pocket, with the suggestion some are owed
hundreds of thousands of pounds.

The report notes administrators FRP Advisory would not comment on
the sums, but said: "There are a number of creditors owed money
by the company and we are currently in the process of writing to
all known creditors to establish the extent of their claims. At
this stage, it is unclear as to whether there will be sufficient
funds available to distribute to unsecured creditors."

According to the report, Adams Hydraulics, which was founded in
1885 and incorporated in 1903, was based at King's Pool opposite
Foss Islands Road until the 1990s, when it moved to a purpose-
built manufacturing and assembly facility in Clifton Moor.

The report says the 2008 sale was hailed as good news for York as
it protected skilled manufacturing jobs.


AGENT PROVOCATEUR: Administration Likely After Failed Sale
----------------------------------------------------------
Javier Espinoza and Mark Vandevelde at The Financial Times report
that Agent Provocateur, the struggling lingerie retailer, is set
to enter into administration after its owner, private equity
group 3i, failed to secure a buyer.

According to the FT, two people briefed on the process said
Sports Direct is likely to buy the business once it enters
administration and some job losses are expected.

The company will likely end up paying somewhere in the region of
between GBP25 million to GBP30 million, the FT notes.

KPMG had investigated accountancy irregularities at Agent
Provocateur that surfaced during a board reshuffle last year, the
FT recounts.


EUROHOME UK: Fitch Affirms 'Bsf' Rating on Class B2 Debt
--------------------------------------------------------
Fitch Ratings has upgraded three tranches each of Eurohome UK
Mortgages 2007-1 plc and Eurohome UK Mortgages 2007-2 plc and
affirmed the rest:

Eurohome UK Mortgages 2007-1 plc:

Class A (ISIN XS0290416527): affirmed at 'Asf'; Outlook Stable
Class M1 (ISIN XS0290417418): upgraded to 'A-sf' from 'BBBsf';
Outlook Stable
Class M2 (ISIN XS0290419380): upgraded to 'BBB-sf' from 'BB+sf';
Outlook Stable
Class B1 (ISIN XS0290420396): upgraded to 'B+sf' from 'Bsf';
Outlook Stable
Class B2 (ISIN XS0290420982): affirmed at 'Bsf'; Outlook Stable

Eurohome UK Mortgages 2007-2 plc:

Class A2 (ISIN XS0311691272): affirmed at 'AAAsf'; Outlook Stable
Class A3 (ISIN XS0311693484): upgraded to 'AA+sf from A+sf';
Outlook Stable
Class M1 (ISIN XS0311694029): upgraded to 'A-sf' from 'BBBsf';
Outlook Stable
Class M2 (ISIN XS0311695182): upgraded to 'BBB-sf' from 'BBsf';
Outlook Stable
Class B1 (ISIN XS0311695778): affirmed at 'Bsf'; Outlook Stable
Class B2 (ISIN XS0311697394): affirmed at 'Bsf'; Outlook Stable

The Eurohome UK transactions were securitisations of non-
conforming residential mortgages originated in the UK by DB UK
between 2006 and 2007 under the "db mortgages" (dmb) brand. DB UK
Bank was established in early 2006 and is a wholly owned
subsidiary of Deutsche Bank (DB). DB UK was the UK arm of DB's
global mortgage lending platform and ceased originating in 2007.

KEY RATING DRIVERS

Credit Enhancement Build-Up

Both transactions continue to amortise sequentially following
breaches of pro-rata "loss" triggers along with a similar trigger
breach on the reserve funds, leading to significant increases in
credit enhancement. The increases have ranged from 3.6% on the
class A notes to 0.4% on the class B2 notes in 2007-1, and 7.2%
on the class A2 notes to 0.4% on the class B2 notes in 2007-2.
This CE build-up has more than offset any asset under-
performance, and combined with the improving arrears performance,
has led to the upgrades and affirmation of the notes.

Improving Asset performance
As of end-2016, performance in the Eurohome 2007-1 transaction
has remained solid with late-stage arrears at 470 basis points
(bp), out-performing Fitch's Non-Conforming UK 3m+ Arrears Index
(110bp). 2007-2 has under-performed the Index with 3m+ arrears
currently at 9.9%. The performance on both transactions has
continued to improve from the peaks seen in 2011, and since
Fitch's last rating action in March 2016.

Cumulative repossessions have under-performed on both
transactions (2007-1 - 14% and 2007-2 - 20% respectively) versus
Fitch's cumulative repossession index (just over 10%) while
realised losses on both transactions have also under-performed
(2007-1 - just over 6% and 2007-2 - 8% respectively) Fitch's
Cumulative Realised Loss index (just over 3%).

Interest-only Maturity Concentration

The transaction has a material concentration of interest-only
loans maturing within a three-year period during the lifetime of
the transaction. As per its criteria, Fitch carried out a
sensitivity analysis for these loans. The sensitivity analysis
resulted in no material change to the ratings, as reflected in
the affirmation. Nevertheless, Fitch will keep monitoring this
risk as the transaction continues to amortise.

RATING SENSITIVITIES

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

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

Overall and together with the assumptions referred to above,
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.

FERROGLOBE PLC: Fitch Assigns B- LT Issuer Default Rating
---------------------------------------------------------
Fitch Ratings has assigned Ferroglobe PLC a final Long-Term
Issuer Default Rating (IDR) of 'B- '. Fitch has also assigned a
'B+' senior unsecured rating and an 'RR2' Recovery Rating to the
USD350 million unsecured notes due 2022 co-issued by Ferroglobe
and Globe Specialty Metals, Inc. (GSM), Ferroglobe's US
subsidiary. Both IDR and senior unsecured bond rating remain on
Rating Watch Positive (RWP).

Fitch has converted the expected ratings to final ones following
the issuance of USD350 million five-year notes, a change of the
terms of the existing USD200 million secured revolving credit
facility (RCF) due 2018 and repayment of USD312m of pre-
refinancing debt, which was largely raised at subsidiary level.
The bond is guaranteed by opcos representing around 75% of the
group's assets at September 30, 2016 and roughly 88% of the
group's revenues in 9M16 (excluding two JVs with Dow Corning
Inc.), pro-forma for the Spanish hydro power assets sale. Fitch
assumes that the percentage of revenue earned by bond guarantors
broadly corresponds to the percentage of their EBITDA in total
group's EBITDA.

The RWP is pending the disposal of Spanish hydroelectric assets
for around EUR255 million. The potential rating upgrade is
limited to one notch only, for both the IDR and the senior
unsecured rating.

KEY RATING DRIVERS

Performance Set to Improve: Ferroglobe's adjusted EBITDA margin
was 5% in 9M16, down from an average 15% in 2011-2015, due to
sharply lower product prices amid increasing competition. Its
funds from operations (FFO) fell to a negative USD22 million in
9M16 (adjusted by a USD32.5 million shareholder settlement) from
USD151 million generated by Grupo FerroAtlantica in 2014. As a
result, Ferroglobe had high FFO-adjusted gross leverage in 2015
and projected 2016 leverage was well in the distressed rating
category. The company was in breach of certain loan covenants as
of 30 September 2016 (for which it obtained waivers) and is
expected to have been non-compliant at end-2016 (for which it
obtained waivers in advance).

Asset Sale Credit Positive: Ferroglobe is responding with cost-
cutting and disposals - in December 2016 it signed a sales-
purchase agreement (SPA) for Spanish hydroelectric assets for
USD165 million in net proceeds. Although product prices have
started to improve recently (for example, manganese alloys prices
were up by over 50% in 4Q16) and should continue improving in
2017-2020, the sector profitability would likely remain below
2014 levels due to abundant production capacity and low-cost
imports.

Based on Fitch conservatives assumptions on gradual product price
recovery and improving profitability in 2017 and beyond, Fitch
assess Ferroglobe's credit profile as commensurate with the
medium 'B' rating category, assuming that it receives the full
amount for the Spanish hydroelectric assets.

Refinancing Improves Debt Profile: In February 2017, Ferroglobe
refinanced USD312 million of its debt with a USD350 million five-
year unsecured bond co-issued by holdco and GSM and amended the
USD200 million secured RCF co-issued by holdco and GSM. The
refinancing has significantly improved Ferroglobe's liquidity and
debt maturity profile.

Fitch has assigned a two-notch uplift to the senior unsecured
rating for the USD350 million notes from the IDR, based on 'RR2'
recoveries in a liquidation scenario. The two-notch uplift should
remain in place after the RWP is resolved.

Leading Western Silicon Producer: Fitch assesses Ferroglobe's
operational profile as commensurate with the middle-'BB' rating
category. Its 26 plants have a gross capacity of nearly 1.2
million tons of silicon metal, silicon-based and manganese-based
alloys and are located mainly in the US and Europe. For 9M16,
Europe and North America accounted for 85% of the company's
USD1.2 billion total sales, with silicon metal accounting for
half of the total.

Ferroglobe's customer base is reasonably well-diversified across
steel, aluminium and chemical sectors. Self-sufficiency in key
raw materials (the company has the resources to be 45% self-
sufficient, excluding electricity) supports the company's
competitive position.

Expected Dividend Payouts Moderate: NASDAQ-listed Ferroglobe
remains majority-owned by Spain's Grupo Villar Mir (Grupo VM), an
indebted privately held Spanish conglomerate. In 2013-9M16, Grupo
FerroAtlantica and Ferroglobe, excluding dividends paid by GSM
before the merger, paid USD130 million in dividends, including
USD63 million in 2015-9M16, despite a reported net loss
attributable to the parent of nearly USD73 million during this
period (its operating income before impairment was USD203
million).

Ferroglobe and its sister company Obrascon Huarte Lain SA (OHL,
B+/Negative), in which Grupo VM has a 52% stake, are the main
sources of dividends for Grupo VM. Although the bond
documentation contains covenants on dividends, Fitch believes
that the company is allowed to pay out large amounts as long as
it is not in default. Fitch therefore expect Ferroglobe to
continue paying significant dividends in 2017-2020. In the
context of the business' ongoing financial performance Fitch
views the cash distributions to shareholders as a constraint on
the rating.

DERIVATION SUMMARY

Ferroglobe, a leading western producer of specialty alloys, has
been hurt by falling prices for its products in 2015-9M16 that
resulted in a sharp deterioration of its profitability and cash
flows. Poor cash flow generation and high dividend payments led
to high FFO- adjusted gross leverage at end-2015 and distressed
levels at end-2016. The company has reverted to disposals and
debt refinancing both of which it is planning to complete in
2017. With improving prices for its products and following the
successful completion of the agreed disposals and refinancing,
Ferroglobe fares well compared with 'B'-rated EMEA peers.

KEY ASSUMPTIONS

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

- Average 2017-2020 realised Ferroglobe prices for silicon
   metal, silicon-based alloys and manganese-based alloys of
   USD2,350/t, USD1,450/t and USD1,000/t, respectively;

- Low single-digit average annual growth in volumes of metals
   sold;

- Prices of main raw materials in line with management's
   expectations;

- Working capital release to have ended in 2016 as revenue
   starts increasing in 2017;

- Capex and dividends averaging USD128 million in 2017-2020;

- Net proceeds from sale of Spanish hydroelectric assets of
   USD165 million after finance lease repayment.

RATING SENSITIVITIES

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

- Sustained improvement in product prices and EBIT margin at 6%;

- Sustained FFO-adjusted gross leverage of 4x and below through
   the cycle;

- Completion of Spanish hydroelectric assets sale for the
   consideration agreed and use of the proceeds largely for
   debt repayment by 30 June 2017.

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

- Continuing weakness in product prices and EBIT margin at below
   2% on a sustained basis;

- Sustained FFO-adjusted gross leverage of 6x and above through
   the cycle;

- Higher-than-expected dividend payout or sustained negative
   free cash flows (FCF).

LIQUIDITY

Strengthening Liquidity: Following the bond placement and
relaxation of RCF covenants, Ferroglobe has over USD150 million
of cash and small short-term debt. Ferroglobe would need to fund
around USD100 million of negative FCF in 2017, according to
Fitch's projections. The company's liquidity is supported by
available committed RCF amounts of USD95 million. The company
intends to repay the outstanding USD105 million RCF amount due
2018 with proceeds from the sale of Spanish hydro power assets.

In December 2016, Ferroglobe's subsidiary FerroAtlantica, S.A.
borrowed nearly EUR72 million from the Spanish government for its
solar grade silicon development project. The company has until 30
June 2018 to decide on whether to proceed with the project. Fitch
views this cash restricted as the Board of Directors'
authorisation is needed to use the funds.

A successful bond issue and the sale of Spanish hydroelectric
assets should provide Ferroglobe with sufficient funds to repay
all its debt aside from the notes and government loans. This will
significantly improve Ferroglobe's liquidity and extend average
debt tenor to roughly five years, reducing refinancing needs.


FOOD RETAILER: 16 Jobs at Budgens Crewkerne May be Cut
------------------------------------------------------
Josh Fordham at Somersest Live reports that 16 members of staff
at the Budgens store at Crewkere on Falkland Square could lose
their jobs as the store's managing company, Food Retailer
Operations Limited (FROL), went into administration.

               About Food Retailer Operations

The Food Retailer Operations Limited operates 34 convenience
stores across the UK, which trade under the Budgens brand and
employs 872 people. It also holds the leasehold interests in a
further 36 non-trading stores, two non-trading properties and the
head office of the former Somerfield business.

Since FROL's acquisition of the Budgens stores from the Co-
operative Group in July 2016, the Company has experienced
difficult trading conditions.

The Company launched a Company Voluntary Arrangement (CVA)
proposal, but it was voted down by creditors. This has resulted
in the Company being placed into administration on February 10,
2017, and there will be a sale process to find a purchaser for
all or some of the stores.

Michael Denny, Robert Moran and Matthew Hammond of
PricewaterhouseCoopers (PwC) were appointed as Joint
Administrators of Food Retailer Operations Limited on February
10, 2017.

The Troubled Company Reporter-Europe reported on Jan. 23, 2017,
citing TalkingRetail, that the Budgens stores facing closure are
in Gillingham (Kent), Greenwich (south-east London), Blackburn
(Lancashire), Willenhall (West Midlands), Buckley (Flintshire),
Wisbech (Cambridgeshire), Paisley (Renfrewshire), Aberystwyth
(Ceredigion), Helston (Cornwall), Monmouth (South Wales), Totnes
(Devon) and Ludlow (Shropshire).


HSS FINANCING: S&P Revises Outlook to Neg. & Affirms 'BB-' CCR
--------------------------------------------------------------
S&P Global Ratings revised its outlook on U.K.-based equipment
rental services provider HSS Financing PLC (trading as HSS Hire)
to negative from stable.  S&P also affirmed its long-term
corporate credit rating at 'BB-' and assigned its 'BB-' ratings
to HSS Hire Group PLC, the ultimate parent of the HSS Hire Group.

HSS Hire implemented a sizable restructuring of its distribution
network in fiscal 2016, which impacted its trading performance.
This restructuring was undertaken against a backdrop of
challenging market conditions, tight competition, and aggressive
pricing.

At the same time, S&P affirmed its 'BB' issue rating on the
group's outstanding GBP136 million senior secured fixed rate
notes due 2019.  S&P's recovery rating on these notes is
unchanged at '2', indicating its expectation for a substantial
(70%-90%) recovery in the event of a payment default.

The outlook revision reflects S&P's view that, in 2017, the
gradual recovery of HSS Hire's credit metrics that S&P forecasts
could potentially be hampered by Brexit, challenging market
conditions, and/or a potential further escalation in aggressive
pricing from competition.  This could in turn lead to margin
pressure, weaker credit metrics, and tighter liquidity.

As a leading equipment rental provider in the U.K. business-to-
business market, HSS Hire operates in a well-penetrated and
highly competitive environment.  Market players continue to price
aggressively and differentiate themselves on speed and quality of
service.  Against this backdrop S&P expects HSS Hire to exhibit
slightly lower margins and weaker credit metrics at fiscal year-
end 2016 (ending Dec. 31, 2016) than S&P had originally forecast.
In particular, considering the nine-month trading performance
results reported by HSS Hire for fiscal 2016, S&P now expects the
company to report adjusted EBITDA margin of about 23% and debt to
EBITDA at about 4x for fiscal year-end 2016.

Despite the intense competitive pressures, however, HSS Hire
continues to adapt its distribution model/footprint, capture
volumes, and grow revenues.  S&P anticipates that recent efforts
to restructure and optimize its distribution network should be
credit-positive through 2017, helping credit ratios gradually
recover to a level more comfortably commensurate with a 'BB-'
rating.

S&P's base-case operating scenario for fiscal 2017 assumes:

   -- U.K. real GDP growth of about 1.4% in 2017 and 1.3% in
      2018.
   -- Revenues growing to more than GBP360 million driven by
      volume gains, because S&P believes that pricing conditions
      will remain pressured due to intense competition.
   -- S&P Global Ratings-adjusted EBITDA margin of 25%-27%.
   -- Adjusted funds from operations (FFO) of about GBP70
      million.
   -- After a period of high growth and ambitious capital
      expenditure (capex) to grow its fleet, management has, as
      S&P expected, pared back capex to protect cash flows and
      liquidity.  This has resulted in expected capex for 2016
      more in line with maintenance capex levels.  Overall, S&P
      anticipates that the company could invest up to GBP45
      million in fiscal 2017.  S&P notes that HSS Hire has the
      ability to quickly reduce investment capex to preserve
      liquidity if demand starts to drop off, a factor that is
      key to S&P's base case and also the adequate liquidity
      descriptor; and

   -- No major acquisitions or divestitures.

This results in the following credit measures in 2017:

   -- Debt to EBITDA of about 3.5x; and
   -- FFO to debt of about 21%-23%

The negative outlook reflects S&P's belief that although HSS Hire
should benefit from continued demand for its services and that
its credit metrics should recover gradually over S&P's 12-month
rating horizon, this gradual improvement could be vulnerable to
any market headwinds relating to Brexit and/or an escalation of
aggressive competitor pricing.  This could in turn lead to margin
pressure, weaker credit metrics, and tighter liquidity.

S&P could lower the ratings if HSS Hire were to experience
further margin pressure or diminished cash flows, leading to
weaker credit metrics.  More specifically S&P could lower the
ratings if it believes that debt to EBITDA remained at more than
4x or FFO to debt were to stay below 20% in 2017.  A negative
rating action may also stem from debt-funded acquisitions or
increased shareholder returns.  If S&P was to assess HSS Hire's
liquidity as less than adequate, it could downgrade the company.

S&P could revise the outlook to stable if HSS Hire's credit
metrics were to recover to a level more comfortably commensurate
with a 'BB-' rating, specifically debt to EBITDA of under 4x and
FFO to debt of more than 20%, supported by a gradual improvement
in the group's liquidity profile.


INEOS STYROLUTION: S&P Raises CCR to 'BB-' on Strong Performance
----------------------------------------------------------------
S&P Global Ratings said that it raised its long-term corporate
credit rating on styrenics producer INEOS Styrolution Holding
Ltd., a holding company of INEOS Styrolution Group GmbH, with
management based in Germany, to 'BB-' from 'B+'.  The outlook is
stable.

At the same time, S&P raised to 'BB' from 'BB-' its issue rating
on the EUR1 billion first-lien senior secured loan due 2021
issued by INEOS Styrolution Group GmbH and guaranteed by
Styrolution.  The recovery rating on this facility is '2',
indicating S&P's expectation of substantial (80%) recovery
prospects for creditors in the event of payment default.

The upgrade reflects Styrolution's continued strong EBITDA
generation amid top-of-the-cycle conditions in the styrenics
industry, with EBITDA (after exceptional items) of EUR796 million
reported for 2016.  S&P anticipates that Styrolution will deliver
EBITDA of about EUR690 million-EUR710 million in 2017, helped by
strong demand from the automotive, packaging, and consumer
durable end-markets.  This is notwithstanding recent increases in
the price of benzene, which S&P believes will be offset by the
corresponding increase in prices of styrene as tight supply
continues, supporting sustained styrene-benzene margins of at
least $260-270 per metric ton on average during the year.

The rating action factors in S&P's belief that Styrolution will
be able to at least partly sustain recent improvements in the
EBITDA margin, which rose to 17.8% (after exceptional items) in
2016, up from 14.6% in 2015 and single digits in 2013-2014.  The
strengthened margin will be supported by realized synergies of
about EUR300 million since 2011 (coming from comprehensive
efficiency initiatives and more recently from the integration
with INEOS AG [INEOS]), an organizational culture of
entrepreneurial cost awareness, and the company's ongoing focus
on higher-margin, lower-cyclicality specialty products.  As a
result, S&P revised its assessment of Styrolution's business risk
profile upward to fair from weak.

S&P views INEOS' financial policy commitment to a higher rating
as key to the upgrade.  S&P anticipates that the shareholder will
maintain a balance between leverage, growth initiatives, and
shareholder distributions.

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

   -- Reported EBITDA margin of about 16%-17% in 2017 and about
      15% in 2018, reflecting S&P's assumption of ongoing strong
      styrene-benzene spread of about $260-$270 per metric ton on
      average in 2017, dipping slightly in 2018.  The styrene-
      benzene spread has been exceptionally strong so far in 2017
      at $340 per metric ton, reflecting a tight supply-demand
      balance in the market following a temporary capacity outage
      at a competitor in the U.S. and ongoing strong demand for
      styrene.  However, over the same period, prices for benzene
      also increased sharply by more than 40% over the 2016
      average to about $1,050 per metric ton.  If benzene prices
      stay that high, S&P believes Styrolution could face
      potential margin pressure later in the year.  S&P do not
      factor into its base case lower interest costs as a result
      of the repricing of the term loan B currently underway.
      However, S&P notes that if the repricing is executed
      according to plan, it will yield approximately EUR10
      million in interest cost savings, further supporting
      Styrolution's cash flow generation.  Capital expenditure
     (capex) of about EUR140 million in 2017 and EUR130 million
      in 2018.

   -- About EUR120 million outflow in 2017 to finance the bolt-on
      acquisition of South Korea-based styrene-butadiene
      copolymers business K-Resin.  S&P assumes no further bolt-
      ons in 2017 or 2018.  Dividends at about 50% of the net
      income of the previous year.

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

   -- Reported EBITDA of EUR690 million-EUR710 million in 2017
      and EUR620 million-EUR640 million in 2018.  Adjusted
      debt-to-EBITDA ratio of about 1.2x-1.4x in 2017 and 1.1x-
      1.3x in 2018.

   -- Strong free operating cash flow of more than EUR300 million
      in both years.

As a result of the strong ratios under S&P's base-case scenario,
it revised its assessment of Styrolution's financial risk profile
upward to intermediate from significant.

Styrolution benefits from a large-scale, integrated, and cost-
competitive asset base, as 75% of its production assets are
positioned in the first and second quartile of the industry cost
curve.  In addition, S&P factors in the company's successful
track record and focus on costs and efficiencies.  However, S&P's
view on Styrolution's business is constrained by the commodity-
intensive nature of its products and its limited diversification
as a pure-play styrenics producer (even though S acknowledges the
stability provided by the company's specialty business, which
accounts for about 30% of EBITDA).  S&P believes this can lead to
considerable cyclicality of earnings and cash flows during
periods of lower demand in the company's core cyclical end-
markets -- including consumer durables, packaging, automotive,
and construction.  In addition, volatility in raw material prices
(such as benzene) could erode profitability.

S&P continues to view Styrolution as a moderately strategic
subsidiary of INEOS, reflecting S&P's understanding that INEOS'
policy is to fund the group on a stand-alone basis.  Therefore,
the rating currently incorporates no adjustment for group
support, but is constrained by the 'bb-' group credit profile of
INEOS.

The stable outlook reflects S&P's view that Styrolution will
maintain a strong operating performance in the coming years, with
EBITDA of about EUR690 million-EUR710 million in 2017 and
EUR620 million-EUR640 million in 2018.  S&P's stable outlook also
factors in the shareholder commitment to a higher rating and
maintaining an appropriate balance between leverage, growth
initiatives, and shareholder distributions.  S&P considers an
adjusted leverage ratio of about 2.0x in top-of-the-cycle
conditions, and about 4.0x at the bottom of the cycle, as
commensurate with the 'BB-' rating.

Rating pressure could develop due to a deteriorated market
environment combined with releveraging through unexpected
dividends or acquisitions, such that the ratio of adjusted debt
to EBITDA exceeds 4x without near-term recovery prospects.

S&P sees a limited near-term likelihood of an upgrade given the
volatility of the styrenics industry and Styrolution's relatively
material gross debt.  Over the medium term, a higher rating would
depend on Styrolution and its parent making a commitment to keep
leverage sustainably below 2x, in combination with a further
wider improvement in the credit quality of the INEOS AG group.


MARRACHE & CO: Jyske Bank Disputes Liquidators' Claims
------------------------------------------------------
Gabriella Peralta at Gibraltar Chronicle reports that Jyske
Bank's handling of the accounts of Marrache & Co prior to the law
firm's collapse was common practice at the time, the bank's
lawyer said on Feb. 28, as he strongly rejected claims that Jyske
had dishonestly assisted the firm's top partners to commit fraud.

In closing submissions at the end of a 10-day case, Tom Leech,
QC, urged Puisne Judge Adrian Jack to also consider whether Jyske
Bank employees would have risked "public disgrace" to assist
brothers Benjamin, Isaac and Solomon Marrache to defraud their
clients, Gibraltar Chronicle relates.

Edgar Lavarello and Adrian Hyde, the liquidators of Marrache &
Co, are suing Jyske Bank for GBP6.7 million, with millions more
sought in interest following the collapse of firm in 2010 and the
conviction of the three Marrache brothers for fraud, Gibraltar
Chronicle discloses.

The liquidators argue that the bank was "wilfully blind" to the
firm's actions because it was benefitting from its business,
Gibraltar Chronicle relays.

Marrache & Co was a Gibraltar-based law firm.


MOULDING CONTRACTS: Creditors Unanimously Approves Distribution
---------------------------------------------------------------
Richard Frost at Insider Media Limited reports that creditors of
civil engineering company, Moulding Contracts, have unanimously
backed plans that involve them receiving an interim distribution
of 30p in the pound.

Moulding Contracts entered administration on December 16, 2016,
with Mark Getliffe and Diane Hill of CLB Coopers appointed joint
administrators, according to Insider Media Limited.  Formed in
1950 as a family-run plant hire business providing heavy plant
and machinery to the construction sector, the company expanded
into the heavy civil engineering sector in 2015.  Its civil
engineering division traded as MConstruct, the report discloses.

As previously reported by Insider, a statement of administrators'
proposals dated January 31, 2017 showed that the company's cash-
flow was hit by unexpected delays, the report relays.  It also
shed light on the situation facing creditors via an estimated
outcome statement as of January 27, the report notes.

According to the report preferential creditors, namely employees
entitled to accrued and unpaid holiday pay, are likely to claim
about GBP20,000 which is expected to be repaid in full, the
report says.  With regards to unsecured creditors, the statement
puts trade and expense creditor claims as GBP6.2 million,
employee claims in respect of contractual notice and redundancy
pay as GBP614,688, and Her Majesty's Revenue & Customs claims as
GBP490,610, the report relays.

An initial meeting of creditors has been held in Manchester at
which attendees were invited to approve or reject the joint
administrator's proposals, which include making a first interim
distribution of 30p in the pound to unsecured creditors by June
30, the report notes.

Mr. Getliffe told Insider: "Of the creditors attending either in
person or by proxy, representing around GBP2.5 million, there was
100 per cent approval. This was down to the clarity of the
proposals and the fact that they read them, understood them,
acknowledged there was a job to do, and approved plans for 30p in
the pound."

The report notes that the GBP17 million-turnover company operated
from offices at Astley in Greater Manchester, Newton Aycliffe in
County Durham and Banbury in Oxfordshire before slipping into
administration.  The business had 92 employees at the date of
administration, but all staff and directors were made redundant
in December following the appointment of administrators.

Mr. Getliffe added: "We've achieved realisations of almost GBP4
million so far.

"It's almost unheard of in terms of the timeframe. It went into
administration in December, we've got creditor approval in
February, and the initial payment will be in June."


STONEGATE PUB: S&P Affirms 'B' CCR on Refinancing
-------------------------------------------------
S&P Global Ratings said that it affirmed its 'B' corporate credit
rating on U.K.-based Stonegate Pub Co. Ltd.  The outlook is
stable.

At the same time, S&P assigned its 'B' issue rating to the
proposed senior secured notes, comprising GBP395 million fixed
rate notes and GBP190 million floating rate notes.  The recovery
rating is '3', indicating our expectation of 50% recovery
prospects in the event of a payment default.

S&P also affirmed its 'B' issue ratings on the existing senior
secured notes, comprising GBP340 million fixed rate notes and
GBP140 million floating rate notes.  The recovery rating is '3',
indicating S&P's expectation of 55% recovery in the event of a
payment default.  S&P will withdraw the issue and recovery
ratings on the existing senior secured notes once the transaction
is completed.

The ratings on the proposed senior secured notes are subject to
the successful completion of the transaction, and to S&P's review
of the final documentation.  If S&P Global Ratings does not
receive the final documentation within a reasonable timeframe, or
if the final documentation departs from the materials S&P has
already reviewed, S&P reserves the right to withdraw or revise
its ratings.

S&P's affirmation follows Stonegate's announced intention to
refinance its senior secured notes due 2019.  As part of this
transaction, the group intends to raise additional debt to pay
dividends of around GBP84 million to financial sponsor TDR
Capital.  S&P understands that of the GBP84 million dividends,
GBP41 million relates to refinancing of equity instruments that
Stonegate previously used to acquire iNTERTAIN, owner of the
Australian bar brand Walkabout, in December 2016.

In addition to the transaction, Stonegate plans to accelerate its
refurbishment program with a view to achieving further profit
growth.  The group plans to increase capital expenditure (capex)
to GBP70 million-GBP75 million in the financial year (FY) ending
Sept. 30, 2017, relative to GBP55 million spent in FY2016.  S&P
sees a risk that a surge in capital expenditure could weigh on
the group's ability to generate reported free operating cash flow
(FOCF).  Nevertheless, S&P understands that Stonegate's
management targets to maintaining positive free cash flow
generation and would moderate its capex if profits are below
expectations.

Following the acquisition of iNTERTAIN Ltd. in December 2016,
Stonegate became the fourth-largest managed pub operator in the
U.K. with about 690 pubs and bars. Stonegate was established by
financial sponsor TDR Capital in 2010 following the acquisition
of 333 pubs from Mitchells & Butlers PLC.  The group has since
doubled in size through a series of acquisitions, including Town
& City in 2011, Bramwell in 2013, Tattershall Castle Group and
Maclay's in 2015, and iNTERTAIN in 2016.

Stonegate's strategy is to acquire underperforming pubs from
competitors and subsequently integrate them through refurbishment
and conversion to achieve earnings growth.  The approach requires
substantial capital investment after the acquisition, which
weighs on the group's reported FOCF generation.  S&P notes that
Stonegate generated weak reported FOCF of GBP2 million in FY2016,
which was partially supported by a GBP23 million increase in
trade payables in the last quarter of the financial year.  S&P
expects this trend will continue in order to facilitate the
group's accelerated expansion.

Due to the group's debt-funded acquisition strategy, S&P expects
adjusted debt to EBITDA will likely remain above 6x on a
sustainable basis.  S&P's forecast of the group's deleveraging
trend does not take into account any future uncommitted
acquisitions.  Nevertheless, as the announced transaction will
lead to higher debt, S&P sees minimal headroom under the current
ratings.

S&P's base case assumes:

   -- Revenue growth of 8%-9% for FY2017 and 4%-5% in FY2018,
      primarily reflecting the consolidation of the recent
      iNTERTAIN acquisition in December 2016, and the ongoing
      integration of previously acquired Tattershall Castle Group
      and Maclay's in 2015.

   -- S&P expects Stonegate to maintain our adjusted EBITDA
      margin of about 19%-20% in FY2017 and FY2018.  These are
      supported by the group's continuous capital investment
      toward maintaining the quality of its pubs portfolio.

   -- S&P's adjusted EBITDA factors in acquisition-related costs
      and associated restructuring costs, consistent with their
      treatment as operating cash flows.  S&P views acquisitions
      as integral to Stonegate's growth strategy.

   -- Total capex of GBP120 million-GBP130 million allocated
      across FY2017 and FY2018.  This incorporates S&P's
      anticipation that Stonegate would defer some investment
      capex in order to achieve breakeven or positive reported
      FOCF if necessary.  No further acquisitions or shareholder
      distributions in the near term.

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

   -- Given higher debt levels post transaction, S&P forecasts
      that its S&P Global Ratings-adjusted debt-to-EBITDA ratio
      will be 7.2x for FY2017.  This could fall to around 6.9x in
      FY2018.

   -- S&P forecasts its EBITDAR coverage ratio (defined as
      reported EBITDA before deducting rent costs over cash
      interest plus rent costs) will be around 1.75x in FY2018.

   -- Due to increased capital spending, S&P expects Stonegate to
      generate weak reported FOCF of up to GBP5 million in
      FY2017.

The stable outlook reflects S&P's expectation that Stonegate will
maintain positive reported FOCF generation over the next 12
months, in line with its financial policy, even as it plans to
further invest in refurbishment and newly acquired pubs.  S&P
also anticipates that the company will grow its EBITDA, maintain
its adjusted debt to EBITDA of around 7x, EBITDAR coverage of
above 1.5x, and adequate liquidity.

Because the announced transaction will lead to higher debt, S&P
considers that there is minimal headroom under the current
ratings.  S&P would lower the ratings if reported FOCF turned
negative, or if it perceive a more-aggressive financial policy or
any pressure on liquidity.  S&P could also lower the ratings if
the EBITDAR coverage falls below 1.5x.  These could result from
operating performance falling short of expectations despite
higher capex, or further debt-funded opportunistic acquisitions
that S&P views would weaken the group's credit profile.

Base on Stonegate's track record of frequent opportunistic
acquisitions, S&P considers an upgrade unlikely.  Nevertheless,
S&P could consider raising the ratings if the group deleverages
on the back of sound FOCF generation and if S&P perceives that
TDR Capital's financial policy had become conservative, resulting
in our adjusted debt to EBITDA falling below 5x and EBITDAR
coverage rising above 2x on a sustainable basis.


TRAVELPORT WORLDWIDE: S&P Affirms 'B+' CCR on Healthy Performance
-----------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'B+' long-term
corporate credit rating on U.K.-based travel services provider
Travelport Worldwide Ltd.  The outlook remains stable.

At the same time, S&P affirmed its 'B+' issue rating on the
company's first-lien term loan.  The recovery rating is '3' and
S&P's recovery expectations are at around 65%.

The affirmation follows Travelport's healthy operational
performance in 2016, as reflected in a ratio of S&P Global
Ratings-adjusted funds from operations (FFO) to debt of above
10%, which is broadly consistent with S&P's base case.
Furthermore, S&P believes that the company will improve its
credit metrics and likely reach the lower end of the aggressive
financial risk profile category over the next 12-18 months, from
the higher end of the highly leveraged category in 2016.

The company reported stable growth in its Travel Commence
Platform, which comprises the majority of its business in most of
its geographies, whereby the growth in RevPas (Travel Commerce
Platform revenue divided by the number of reported transactions
booked through Travelport's platform) overcompensated for a
slight decline in the number of transactions. Travelport's
adjusted EBITDA for 2016 was slightly -- about 5% -- lower than
S&P anticipated due to some restructuring costs and somewhat
higher technology costs, as the company strives to increase its
platform performance to be able to cater for more technologically
sophisticated service requirements of its customers.  S&P
believes that Travelport will stabilize its adjusted EBITDA
margins at about 19%-20% as the restructuring costs phase out and
the top-line growth is likely to compensate for the increase of
the cost base.  Additionally, S&P believes that the underlying
air travel market will remain resilient despite slowing economic
growth in some regions and the disruption from numerous
geopolitical, security, and labor-related events in Europe and
the Middle East.  S&P anticipates that global air traffic growth
will likely moderate to about 5.0% this year compared with 6.3%
in 2016 (per The International Air Transport Association, a
global airline industry trade group), supported by an increasing
volume of traffic in the higher-growth developing countries.
Although the previously widespread concern among investors that a
slowing Chinese economy would undermine the aviation sector has
eased, air traffic in the region is slowing somewhat and could
represent a downside risk to S&P's forecast.

S&P believes that Travelport will be able to strengthen its
credit metrics to reach adjusted FFO to debt of at least 12% in
2017. Alongside what S&P believes to be stable underlying market
growth prospects, the rebound will be driven by Travelport's
continued disciplined capital spending -- although we are mindful
of higher capital expenditure (capex) guidance for the near
future as the company continues to make strategic investments
into its technology -- and moderate dividend policy.
Travelport's financial risk profile will also benefit from the
lower interest costs after its debt repricing whereby it reduced
the margin on its term loan B to 325 basis points (bps) from the
original 500bps.  S&P notes that Travelport has the ability to
make repayments on its first-lien debt from available cash before
it matures in 2021 (as it did in 2016 when it voluntarily repaid
$50 million of the term loan), and that management has again
confirmed its commitment to debt reduction.

S&P's business risk profile assessment continues to incorporate
its view that the travel industry carries high risk: it is
seasonal, cyclical, and price competitive.  S&P balances this
against Travelport's exposure to limited country risk through its
globally diversified operations.  S&P also notes Travelport's
position as a leading player in the global distribution system
(GDS) market.  In 2016, its GDS business held about 23% of the
global shares of GDS air segments.  Travelport's Travel Commerce
Platform revenue was balanced across the main world travel
regions of the U.S. (27% in 2016), Europe (32%), Asia-Pacific
(23%), the Middle East and Africa (13%), and Latin America and
Canada (5%). Travelport's business risk profile continues to be
furthermore supported by its low volatility of profitability
relative to the transportation industry peer group.

S&P's base case assumes:

   -- S&P's forecast 2017 GDP world growth of about 2.8%--driven
      by 2.4% in the U.S., 1.4% in the EU, 4.4% in Asia-Pacific,
      and 2.2% in Middle East and Africa, compared with 2.4%,
      1.6%, 1.6%, 4.4%, and 2.6% in 2016, respectively.  Steady
      growth in the Air segment revenue of about 2%-3% in 2017,
      based on an increase in passenger volumes driven by world
      GDP growth.

   -- Beyond Air segment revenue growth--which includes the fast-
      growing eNett payment system, hospitality business, and the
      mobile service platform--in the low-teens area (down from
      high-teens in 2016).

   -- Stable adjusted EBITDA margin at 19%-20%.

   -- Positive discretionary cash flow allowing Travelport to
      reduce leverage or invest in growth.

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

   -- Weighted-average adjusted FFO to debt of around 13% in
      2017-2018, an improvement from about 11% in 2016; and

   -- Weighted-average adjusted EBITDA interest cover of about
      4.0x in 2017-2018, a rebound from about 3.0x in 2016.

The stable outlook reflects S&P's expectation that Travelport
will maintain rating-commensurate ratios, supported by passenger
growth, growth opportunities in its payment and mobile platforms
business, and stable margins.  S&P also expects that Travelport's
reasonable capex of about 6%-7% of revenues and cautious approach
to external growth -- alongside a conservative dividend policy --
will allow the company to achieve and maintain adjusted FFO to
debt of at least 12% in the next 12 months.

S&P could consider a negative rating action if the global travel
market weakened to an extent that prevented Travelport from
achieving at least 1.5% sales growth, while the EBITDA margin
simultaneously dropped to below 15%, leading adjusted FFO to debt
to drop below 10%.  S&P could also downgrade Travelport if the
company's financial and acquisition policy became less stringent,
although S&P regards such a scenario as unlikely.

S&P could upgrade Travelport if S&P believed it could reach and
sustain adjusted FFO to debt of around 16%.  This could happen if
Travelport performed better than S&P expects, particularly if it
managed to increase its revenues by more than 6% in 2017 and its
adjusted EBITDA margin to above 20%.



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


* BOOK REVIEW: AS WE FORGIVE OUR DEBTORS
----------------------------------------
Authors: Teresa A. Sullivan, Elizabeth Warren,
& Jay Westbrook
Publisher: Beard Books
Softcover: 370 Pages
List Price: $34.95
Review by: Susan Pannell

Order your personal copy today at
http://www.beardbooks.com/beardbooks/as_we_forgive_our_debtors.ht
ml

So you think you know the profile of the average consumer
debtor: either deadbeat slouched on a sagging sofa with a
threeday growth on his chin or a crafty lower-middle class type
opting for bankruptcy to avoid both poverty and responsible debt
repayment.

Except that it might be a single or divorced female who's the
one most likely to file for personal bankruptcy protection, and
her petition might be the last stage of a continuum of crises
that began with her job loss or divorce. Moreover, the dilemma
might be attributable in part to consumer credit industry that
has increased its profitability by relaxing its standards and
extending credit to almost anyone who can scribble his or her
name on an application.

Such are among the unexpected findings in this painstaking study
of 2,400 bankruptcy filings in Illinois, Pennsylvania, and Texas
during the seven-year period from 1981 to 1987. Rather than
relying on case counts or gross data collected for a court's
administrative records, as has been done elsewhere, the authors
use data contained in the actual petitions. In so doing, they
offer a unique window into debtors' lives.

The authors conclude that people who file for bankruptcy are, as
a rule, neither impoverished families nor wily manipulators of
the system. Instead, debtors are a cross-section of America. If
one demographic segment can be isolated as particularly
debtprone, it would be women householders, whom the authors found
often live on the edge of financial disaster. Very few debtors
(3.7 percent in the study) were repeat filers who might be
viewed as abusing the system, and most (70 percent in the study)
of Chapter 13 cases fail and become Chapter 7s. Accordingly, the
authors conclude that the economic model of behavior -- which
assumes a petitioner is a "calculating maximizer" in his in his
decision to seek bankruptcy protection and his selection of
chapter to file under, a profile routinely used to justify
changes in the law -- is at variance with the actual debtor
profile derived from this study.

A few stereotypes about debtors are, however, borne out. It is
less than surprising to learn, for example, that most debtors
are simply not as well-off as the average American or that while
bankrupt's mortgage debts are about average, their consumer
debts are off the charts. Petitioners seem particularly
susceptible to the siren song of credit card companies. In the
study sample, creditors were found to have made between 27
percent and 36 percent of their loans to debtors with incomes
below $12,500 (although the loans might have been made before
the debtors' income dropped so low). Of course, the vigor with
which consumer credit lenders pursue their goal of maximizing
profits has a corresponding impact on the number of bankruptcy
filings.

The book won the ABA's 1990 Silver Gavel Award. A special 1999
update by the authors is included exclusively in the Beard Book
reprint edition.


                            *********

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 2017.  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 * * *