TCREUR_Public/170315.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Wednesday, March 15, 2017, Vol. 18, No. 53


                            Headlines


C R O A T I A

CROATIAN BANK: Moody's Affirms Ba2 Foreign Currency Issuer Rating
ZAGREB CITY: Moody's Affirms Ba2 LT Issuer Rating; Outlook Stable
ZAGREBACKI HOLDING: Moody's Affirms Ba3 Sr. Unsec. Debt Rating


F I N L A N D

PAROC GROUP: Moody's Rates Proposed EUR435MM Sr. Sec. Loan (P)B2


G E R M A N Y

DEUTSCHE BANK: Fitch Affirms BB Additional Tier 1 Notes Rating
DEUTSCHE POSTBANK: Fitch Affirms BB+ Hybrid Securities Rating
PROGROUP AG: Moody's Rates EUR150MM Senior Secured Notes Ba2
PROGROUP: S&P Raises CCR to 'BB-' on Improving Risk Profile
WESTLB AG: EAA Buys Asset-Backed Securities to Hasten Liquidation


I R E L A N D

ALME LOAN III: Moody's Assigns (P)B2 Rating to Class F Notes
ALME LOAN III: Fitch Assigns 'B-(EXP)' Rating to Class F-R Notes
CORDATUS LOAN I: S&P Raises Rating on Class E Notes to BB+


L U X E M B O U R G

GAZ CAPITAL: Moody's Assigns Ba1 Rating to Sr. Unsecured USD Loan


N E T H E R L A N D S

CONISTON CLO: S&P Raises Rating on Class F Notes to CCC+
E-MAC DE 2006-I: S&P Lowers Rating on Class D Notes to 'D'

* NETHERLANDS: Number of Business Bankruptcies Down in Feb. 2017


P O L A N D

P4 SP: Fitch Puts 'B+' LT Issuer Default Rating on RWP
PLAY HOLDINGS: S&P Affirms 'B+' CCR on Expected Recapitalization
PLAY TOPCO: Moody's Rates Proposed EUR500MM PIK Toggle Notes Caa1


R U S S I A

TULA REGION: Fitch Affirms BB Long-Term Issuer Default Ratings


S P A I N

FTPYME TDA CAM 4: Fitch Affirms 'C' Rating on Class D Notes


U N I T E D   K I N G D O M

BLUE INC: Officers Club Shop at Oak Mall to Shut Down
CLEEVE LINK: Radis Community Care Offers to Help Users
FIRST4SKILLS: In Administration After Agency Contract Ended
FOOD RETAILER: Two Budgens Store in Essex Due to Close
FOOD RETAILER: Budgens Woodhall Spa Branch Will Remain Open

INFINIS PLC: Fitch Withdraws BB- IDR, Outlook Negative
INN AT THE PARK: Set to Reopen Under New Ownership
MOTO FINANCE: Fitch Rates GBP150MM Sr. Sec. Notes 'B+ (EXP)'
YORKSHIRE GAME: David Salkeld, Adrian Lyons Take Over Business


X X X X X X X X

* EUROPE: Depositors Should Be Last to Suffer From Bank Collapse


                            *********



=============
C R O A T I A
=============


CROATIAN BANK: Moody's Affirms Ba2 Foreign Currency Issuer Rating
-----------------------------------------------------------------
Moody's Investors Service has affirmed Croatian Bank for
Reconstruction and Development's (known as Hrvatska banka za
obnovu i razvitak or HBOR) Ba2 foreign-currency issuer rating and
its provisional (P)Ba2 foreign-currency backed senior unsecured
medium-term note programme rating. The outlook on the issuer
rating has changed to stable from negative. At the same time,
Moody's has affirmed the bank's standalone baseline credit
assessment (BCA) of ba2.

The rating action follows Moody's change of outlook on Croatia's
Ba2 sovereign debt rating to stable from negative.

HBOR is a 100% government owned development bank and benefits
from an unconditional and irrevocable state guarantee across its
obligations.

RATINGS RATIONALE

The rating action follows the affirmation of the issuer ratings
of the government of Croatia at Ba2 and reflects: (1) the high
inter-linkages between HBOR's credit profile and that of the
sovereign stemming from the bank's development mandate and
operations in Croatia; and (2) the ability of the government of
Croatia to provide support to HBOR in case of need. As HBOR's
obligations benefit from an unconditional, explicit and
irrevocable state guarantee, Moody's aligns the bank's issuer and
debt ratings with Croatia's local-currency bond rating.

The affirmation of HBOR's ratings and BCA also captures the
bank's: (1) large capital buffers, with a Tier 1 ratio of 61.9%
as of September 2016; (2) uninterrupted access to bilateral
funding, which largely mitigates the funding risks stemming from
the bank's high reliance on market funding; (3) Moody's
expectations that the improving domestic economy will support the
bank's business generation and modest profitability, as reflected
in its 0.65% return on average assets as of September 2016; as
well as (4) the ongoing improvement in its relatively weak asset
quality, with the ratio of non-performing loans to gross loans at
6.5% as of September 2016.

Given the high inter-linkages between HBOR's credit profile and
that of the sovereign, the stable outlook on HBOR's issuer rating
is aligned with the stable outlook on Croatia's government bond
rating.

WHAT COULD MOVE THE RATINGS UP/DOWN

The issuer rating of HBOR would move in tandem with the rating of
the government of Croatia given HBOR's policy mandate, its full
government ownership and the state guarantee.

LIST OF AFFECTED RATINGS:

Issuer: Croatian Bank for Reconstruction & Develop.

Affirmations:

-- LT Issuer Rating (Foreign Currency), Affirmed Ba2; outlook
    changed to Stable from Negative

-- BACKED Senior Unsecured MTN (Foreign Currency), Affirmed
    (P)Ba2

-- Baseline credit assessment; affirmed at ba2

Outlook Actions:

-- Outlook, Changed To Stable From Negative

PRINCIPAL METHODOLOGY

The methodologies used in these ratings were Banks published in
January 2016, and Government-Related Issuers published in October
2014.

As of the end of September 2016, HBOR had total assets of
HRK26.8billion (US$4.0 billion). HBOR is headquartered in Zagreb,
Croatia.


ZAGREB CITY: Moody's Affirms Ba2 LT Issuer Rating; Outlook Stable
-----------------------------------------------------------------
Moody's Public Sector Europe (MPSE) has changed the outlook of
the City of Zagreb to stable from negative. Moody's has also
affirmed the Ba2 long-term issuer rating of the City of Zagreb.

The change in outlook and the affirmation follow similar action
on Croatia government's Ba2 bond rating on March 10, 2017.

RATINGS RATIONALE

RATIONALE FOR OUTLOOK CHANGE TO STABLE AND RATING AFFIRMATION

The outlook change follows the stabilisation in the Croatian sub-
sovereign operating environment, reflected by the same change in
outlook on the sovereign rating. The outlook change also reflects
Moody's view that the creditworthiness of City of Zagreb is
directly linked to that of the sovereign, as Croatian local
governments depend on revenues that are linked to the sovereign's
macroeconomic and fiscal performance.

Zagreb is highly dependent on intergovernmental revenues in a
form of shared taxes and central government transfers,
representing around 75% of its operating revenue in the past few
years. Moody's believes that the stronger than expected economic
growth outlook, both in the short and medium term, will be a
positive for the city's income stream and will result in growing
central government allocations for Zagreb. In addition, the
institutional linkages illustrate the close ties between the two
levels of government, as the sovereign has the ability to change
the institutional framework under which local governments
operate.

The affirmation of Zagreb's rating reflects its overall good
fiscal discipline and sufficient operating performance, which is
expected to return to double digit levels around 12% of operating
revenue in 2017 after being adversely affected by Croatia's long
recession, as well as changes in its tax law in the past two
years.

In addition, the city's rating continues to be underpinned by its
manageable direct debt burden and its crucial role as the capital
city of Croatia.

Conversely, the rating reflects the challenges associated with
the city's significant indirect debt exposure through its
majority-owned company, Zagrebacki Holding D.O.O., the city's low
liquidity and limited revenue control.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on Zagreb's rating could arise from an upgrade of
the sovereign rating.

Downward pressure on the rating could result from a downgrade of
Croatia's sovereign rating; and/or sustained deterioration in the
city's operating performance and/or material increase in its debt
and debt-servicing needs.

The sovereign action required the publication of this credit
rating action on a date that deviates from the previously
scheduled release date in the sovereign release calendar,
published on www.moodys.com.

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

Sovereign Issuer: Croatia, Government of

GDP per capita (PPP basis, US$): 21,625 (2015 Actual) (also known
as Per Capita Income)

Real GDP growth (% change): 2.9% (2016 Actual) (also known as GDP
Growth)

Inflation Rate (CPI, % change Dec/Dec): -0.3% (2016 Actual)

Gen. Gov. Financial Balance/GDP: -1.8% (2016 Actual) (also known
as Fiscal Balance)

Current Account Balance/GDP: 2.8% (2016 Actual) (also known as
External Balance)

External debt/GDP: [not available]

Level of economic development: Moderate level of economic
resilience

Default history: At least one default event (on bonds and/or
loans) has been recorded since 1983.

On March 10, 2017, a rating committee was called to discuss the
rating of the Zagreb, City of. The main points raised during the
discussion were: The systemic risk in which the issuer operates
has materially decreased.

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

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


ZAGREBACKI HOLDING: Moody's Affirms Ba3 Sr. Unsec. Debt Rating
--------------------------------------------------------------
Moody's Public Sector Europe (MPSE) has changed the outlook of
the Zagrebacki Holding D.O.O., a 100%-owned utility company of
the City of Zagreb, to stable from negative. Moody's has also
affirmed the senior unsecured Ba3 debt rating of the Zagrebacki
Holding D.O.O.

The rating action follows Moody's decision to change the outlook
of the City of Zagreb to stable from negative and affirm its
issuer rating, following a similar rating action on the sovereign
bond rating of Croatia.

For full details please refer to the press releases on the
sovereign and on the city's rating actions:

http://www.moodys.com/viewresearchdoc.aspx?docid=PR_362492

http://www.moodys.com/viewresearchdoc.aspx?docid=PR_363073

RATINGS RATIONALE

RATIONALE FOR OUTLOOK CHANGE TO STABLE AND RATING AFFIRMATION

The rating action on Zagrebacki Holding's debt rating is
predominantly based on its strong institutional and financial
links with the City of Zagreb (Ba2, stable), as the sole founder
and owner of the Holding, either in the form of subsidies or
regulated tariffs in most businesses. Furthermore, the rating
incorporates the strong oversight exercised by the City of Zagreb
as well as the Holding's monopolistic status and strategic role
for the city's utilities sector.

The Holding's rating is underpinned by the company's stabilized
financial performance and boosted liquidity position. Factored
into the rating is also the partial refinancing of the senior
unsecured eurobonds due in July 2017, which strengthened its debt
maturity profile. Conversely, the rating reflects Zagrebacki
Holding's declining, but still sizeable, debt burden exposed to
foreign currency risk.

WHAT COULD CHANGE THE RATINGS UP/DOWN

An upgrade of Zagrebacki Holding's rating would result from a
similar action on the City of Zagreb's rating, given their close
financial and operational linkages. Positive effects on the
rating might arise also from further reduction of its debt,
coupled with stable financial performance in the medium term.

A downgrade of Zagrebacki Holding's rating would result from a
downgrade of the City of Zagreb's rating; and/or, albeit
unlikely, a material deterioration in the Holding's financial
performance and liquidity.

The principal methodology used in this rating was Government-
Related Issuers published in October 2014.


=============
F I N L A N D
=============


PAROC GROUP: Moody's Rates Proposed EUR435MM Sr. Sec. Loan (P)B2
----------------------------------------------------------------
Moody's Investors Service has assigned provisional (P)B2
instrument ratings to the proposed EUR435 million senior secured
term loan B1 and B2 (TLB, maturing 2024) to be raised by Finnish
premium stone wool manufacturer Paroc Group Oy and senior secured
EUR70 million revolving credit facility (RCF, maturing 2023) to
be raised by Paroc's subsidiary Paroc Oy Ab. Paroc will use the
term loan proceeds to repay in full its outstanding senior
secured fixed (EUR196 million outstanding) and floating (EUR230
million) rate notes and to pay expected transaction fees and
expenses. Concurrently, Moody's has affirmed the group's B2
corporate family rating (CFR) and downgraded the probability of
default rating (PDR) to B2-PD from B1-PD. The outlook on all
ratings is stable.

Upon completion of the proposed refinancing Moody's expects to
withdraw the B2 instrument ratings on the existing senior secured
notes.

Moody's issues provisional ratings in advance of the final sale
of securities and these ratings reflect the rating agency's
preliminary assessment of the transaction. Upon a conclusive
review of the final documentation, Moody's will endeavor to
assign definitive ratings to the proposed senior secured term
loan and RCF. Definitive ratings may differ from provisional
ratings.

RATINGS RATIONALE

The rating affirmation reflects Paroc's leverage remaining
largely unchanged at around 5.6x Moody's-adjusted gross
debt/EBITDA following the proposed refinancing. Moody's notes,
however, that Paroc intends to pay a EUR54 million one-off
dividend to its shareholder CVC in the near term (in turn for an
equity commitment by CVC to cover potential tax payments of up to
EUR54 million related to an ongoing tax dispute), which Moody's
expects to be partially funded by drawings under the company's
new EUR70 million RCF. This would result in leverage temporarily
increasing to around 6.0x, positioning Paroc rather weakly in the
B2 rating category. Beyond the equity commitment being offered by
CVC to finance the tax payment to the Finnish tax authorities if
and when due and to maintain sufficient equity capital in the
fund invested in Paroc to make this payment, Moody's gains some
comfort from (i) the strong capitalization of the CVC fund
invested in Paroc with sufficient non invested equity capital
available in the fund, and (ii) the significant equity value CVC
holds in Paroc, which makes it unlikely that the fund would
jeopardise the liquidity and solvency of Paroc.

Subsequently, Moody's forecasts leverage to reduce towards 5x
over the next two to three years resulting from projected top-
line and earnings growth in the mid-single-digit percentage
range. 2016 was a challenging year for Paroc, impacted by weaker
demand in Russia and the Baltics and negative currency effects
(mainly weaker NOK, RUB and GBP against the euro). The forecasted
return to organic growth this year is based on projected moderate
growth in construction activity in Sweden and Finland, Paroc's
key markets, as well as a completed expansion of production
capacity in Poland, whereby the group intends to fuel its exports
to Central Europe, particularly Germany. In contrast, Moody's
expects conditions in Russia and the Baltics to remain more
uncertain, although sales might stabilize at low levels this
year. A key challenge to profitability, which was boosted post
sale of the Panel Systems business in December 2016 (Moody's-
adjusted EBITA margin to exceed 13.5% in 2017), will be
increasing raw material and energy costs, albeit Moody's would
expect Paroc to largely compensate this by price increases with
some time lag.

The refinancing will result in a reduction in interest costs and
improvement in Paroc's interest coverage to above 2x Moody's-
adjusted EBITA/interest expense, which now solidly supports its
rating positioning.

LIQUIDITY

Moody's expects Paroc's liquidity to remain adequate following
the refinancing. Internal cash sources including cash and cash
equivalents of around EUR56 million at closing of the transaction
and funds from operations of around EUR50 million p.a. are
sufficient to cover the group's cash uses over the next 12-18
months. Projected cash needs mainly include capital expenditures
of around EUR30 million this year (including for capacity
expansions in Poland and Lithuania), before reducing below EUR25
million in 2018, working capital consumption of less than EUR5
million p.a., as well as a EUR54 million one-off dividend payment
to Paroc's shareholder CVC. In turn, CVC will make an equity
commitment to cover any potential subsequent tax payments with
respect to Paroc's ongoing tax dispute with its Finnish tax
authorities, which is likely to conclude over the next 18 months.

The liquidity assessment for Paroc further recognizes the new
EUR70 million RCF, which Moody's expects Paroc to temporarily
draw by around EUR25-30 million to fund its seasonal working
capital swing and assuming a minimum cash level for running the
day to day operations of around 3% of revenues, in light of a
very low expected cash balance following the planned EUR54
dividend payment. Furthermore, the assessment considers a
proposed springing covenant (senior secured net leverage ratio,
to be tested when the RCF is drawn by more than 40%) set with
significant initial headroom.

STRUCTURAL CONSIDERATIONS

The proposed new EUR435 million senior secured TLB (maturing
2024) and the EUR70 million RCF (maturing 2023) will rank pari
passu, share the same collateral package (mainly share pledges
and intercompany receivables) and will be guaranteed by operating
subsidiaries of the group accounting for at least 80% of group
EBITDA. Given the weak collateral value in a theoretical default
scenario, the new bank loans are modeled as unsecured in Moody's
loss given default (LGD) analysis and rank equal with other
obligations of the group such as trade payables, pensions and
short-term lease commitments. The proposed instruments are
therefore rated (P)B2 (LGD4) in line with the CFR, whilst
assuming a standard 50% recovery rate due to the covenant-lite
language of the new loan documentation.

OUTLOOK

The stable outlook reflects Moody's expectation of modest volume
growth in Paroc's key end-markets Sweden and Finland over the
next two years, which should more than offset still bleak
prospects for the Russian and Baltic construction markets.
Assuming no major headwinds from a further devaluation of foreign
currencies, Moody's projects Paroc to return to moderate top-line
and earnings growth over the next 18-24 months, supporting a
gradual de-leveraging to below 5.5x debt/EBITDA (Moody's-
adjusted).

WHAT COULD CHANGE THE RATING UP/DOWN

Upwards pressure on Paroc's ratings would build, if (1) leverage
was sustainably reduced to below 5x Moody's-adjusted debt/EBITDA,
(2) interest coverage exceeded 2.5x EBITA/interest expense, and
(3) liquidity remained adequate.

Moody's might lower Paroc's ratings, if (1) leverage materially
exceeded 6x Moody's-adjusted debt/EBITDA, (2) interest coverage
fell below 2x EBITA/interest expense, or (3) liquidity were to
weaken unexpectedly.

PRINCIPAL METHODOLOGY

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

Paroc is a Finland-based stone wool insulation producer, serving
multiple end-markets including construction, HVAC, process
industries (O&G, Power Generation), marine and OEMs. Paroc's
products include building insulation, technical insulation,
marine insulation, and acoustic products. In fiscal year 2016,
the group generated EUR376 million of sales and EUR76.5 million
of EBITDA (management-adjusted). Paroc operates production
facilities in Finland, Sweden, Lithuania, Poland and Russia and
has sales companies across 13 European countries with over 1,800
employees. Paroc has been owned by funds advised by CVC Capital
Partners Limited since February 2015.


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


DEUTSCHE BANK: Fitch Affirms BB Additional Tier 1 Notes Rating
--------------------------------------------------------------
Fitch Ratings has affirmed Deutsche Bank AG's ratings and removed
them from Rating Watch Negative (RWN), including the 'A-' Long-
Term Issuer Default Rating (IDR), 'F1' Short-Term IDR and 'a-'
Viability Rating (VR). The Outlook on the Long-Term IDR is
Negative.

The rating actions follow the EUR8 billion capital raising and
revised strategy, including the retention of Deutsche Postbank
(Postbank), announced on March 5.

KEY RATING DRIVERS

IDRS, VR. DCR DEPOSIT AND SENIOR DEBT

The removal from RWN and affirmation of the ratings reflect Fitch
expectations of significantly improved capitalisation following
completion of the rights issue in early April and strategic
reorientation towards a more balanced universal banking business
model. However, the Negative Outlook reflects that the ratings
will be downgraded if Fitch believes that the franchise weakening
in 2016 has not been reversed. This would be signalled, for
example, by lower revenue or loss of market share. Execution of
the new strategic plan without any notable setbacks will also be
key to maintaining the ratings.

The capital raising will initially bring the fully loaded end-
2016 pro-forma Common Equity Tier 1 (CET1) ratio to 14.1% on a
risk-weighted basis and the leverage ratio to 4.1%, with
management targeting to maintain the CET1 ratio "comfortably
above" 13% and achieve a leverage ratio of 4.5% thereafter. The
bank has also announced the intention to IPO a minority stake in
its asset management division over the next two years, as well as
further asset disposals, which add flexibility to generate a
further EUR2 billion capital.

The targeted business model should be able to draw from the
bank's franchise strengths of a solid German private and
corporate customer base extended to global corporate banking and
debt capital markets solutions. Earnings will remain a weakness
in comparison with most other large global banking groups, but
Fitch believes that downside risk has substantially reduced.
Management has successfully lowered the bank's operating cost
burden and plans further efficiencies, but the revised strategy
will carry substantial restructuring costs, most of which will be
frontloaded over the next two years.

The target of a post-tax return on tangible equity (RoTE) of
around 10% "in a normalised operating environment" will be
challenging. However, Fitch believes it will be achievable in the
medium term if the strategy is executed fully and franchise with
large global corporates, which has been less in focus in recent
years, is regained. In the meantime, lower earnings can be
sufficient at the rating level given management's commitment to
maintaining a higher capital buffer and Fitch expectations that
the reshaped business model will improve earnings stability.

A normalised operating environment means an at least moderately
higher and steepened euro yield curve, which management expects
will materialise in the next year or so, following the US. This
will improve earnings potential from Deutsche Bank's large
deposit base, especially in its corporate transaction banking
business and Postbank. Low RoTE from Postbank had been a key
reason for previous plans to sell the bank, but can be partly
combatted by the regulatory rein-back on leverage requirements,
favouring risk-based capitalisation for European banks.
Postbank's future earnings should also gain from positive
momentum towards digital banking in Germany, where management is
optimistic it can benefit from economies of scale.

Revenue in 2016 suffered from a combination of management focus
on cost reduction and restructuring and from some client
withdrawals relating to market noise in 4Q16 around the RMBS
settlement with the US Department of Justice (DoJ) and Russian
money laundering trades. Management has said that revenue lost
from negative sentiment around these events was "a good EUR1
billion", and that many, but not all, clients that left returned
in 1Q17, both in prime services and asset management.

RoTE should also improve as legacy long-dated fixed income
assets, which now absorb higher capitalisation requirements than
when they were initiated, run off. Fitch expects the capital
released from these to be redeployed primarily in corporate
banking. The bank's renewed focus on business growth in its core
global corporate segment should enable it to better compete with
other European-based global players, which have been able to gain
more momentum than Deutsche Bank in the past one to two years.

Despite notable widening of spreads on unsecured market-based
funding in 2016 and some institutional deposit outflow in 4Q16,
Fitch believes that Deutsche Bank retains strong, well-
diversified funding by geography, product and customer, and
maintains ample liquidity. To reflect this, its Short-Term IDR
and short-term debt rating have been affirmed at 'F1', the higher
of the two Short-Term IDRs that map to a 'A-' Long-Term IDR on
Fitch ratings scale. The retention of Postbank's strong domestic
deposit franchise will support group funding if it can be made
fungible around the group over time.

Deutsche Bank AG's DCR, deposit rating and senior market-linked
notes are rated one notch above the IDR because derivatives and
deposits have preferential status over the bank's large buffer of
qualifying junior debt and statutorily subordinated senior debt.

SUBSIDIARIES' IDRs AND SENIOR DEBT
The IDRs and debt ratings of Deutsche Bank's rated subsidiaries
in the US and Australia are equalised with Deutsche Bank's to
reflect their core roles within the group, especially Deutsche
Bank's capital markets activities, and their high integration
with the parent bank or their role as issuing vehicles. Deutsche
Bank Financial LLC's Short-Term IDR and commercial paper
programme rating have been withdrawn because the entity has
ceased to exist.

SUPPORT RATING AND SUPPORT RATING FLOOR

Deutsche Bank's Support Rating (SR) of '5' and Support Rating
Floor (SRF) of 'No Floor' reflect Fitch views that senior
creditors cannot rely on receiving full extraordinary support
from the sovereign in the event that it becomes non-viable.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

Subordinated debt and other hybrid capital instruments issued by
Deutsche Bank and its subsidiaries are all notched down from
Deutsche Bank's VR in accordance with Fitch assessments of each
instrument's respective non-performance and relative loss
severity risk profiles.

Legacy Tier 1 securities are rated four notches below the VR,
reflecting higher-than-average loss severity (two notches), as
well as high risk of non-performance (an additional two notches)
given partial discretionary coupon omission.

High and low trigger contingent additional capital Tier 1 (AT1)
instruments are rated five notches below the VR. The issues are
notched down twice for loss severity, reflecting poor recoveries
as the instruments can be converted to equity or written down
well ahead of resolution. In addition, they are notched down
three times for high non-performance risk, reflecting fully
discretionary coupon omission.

Available Distributable Items (ADIs) referenced for AT1
securities are calculated annually under German GAAP for the
parent bank and reference primarily cumulative retained earnings.
Management announced on Sunday that the Management Board had
approved payment of AT1 coupons coming due in 2017. Non-payment
of AT1 coupon would also be triggered by any breach of the bank's
maximum distributable amount (MDA) requirement, which stands at
9.51% for 2017, combining CET1 and the Pillar 2 add-on
requirement resulting from the ECB's Supervisory Review and
Evaluation Process (SREP). Even before the capital raising,
Deutsche Bank has a substantial buffer above this threshold.

RATING SENSITIVITIES

IDRs, VR, DCR, DEPOSIT AND SENIOR DEBT RATINGS

Failure to complete the rights issue substantially in April would
be a significant negative rating driver, as in addition to the
capital deficit, it would signal the market's lack of confidence
in management and the bank. Consequently, it would likely result
in a downgrade of more than one notch.

Assuming successful completion of the rights issue, the ratings
will be sensitive to the bank's ability to regain market share in
its targeted sales and trading operations and grow its revenue
line. It will also need to demonstrate successful execution of
the new strategic plan during the next few years, particularly of
the Postbank integration. Any notable setbacks, including for
example unforeseen costs or failure to fully integrate Postbank,
would be negative rating drivers. Failure to retain
capitalisation on target for example due to any large litigation
or conduct costs would also be negative.

Successful transformation of the business model in line with
strategy and achievement of higher, more balanced and stable
earnings over time could bring positive rating momentum. However,
Fitch do not envisage such a scenario within Fitch two-year
Outlook horizon.

Deutsche Bank's DCRs, deposit and debt ratings are primarily
sensitive to changes in the Long-Term IDR. In addition, Deutsche
Bank's DCRs, deposit rating and ratings of the senior structured
notes with embedded market risk are also sensitive to the amount
of subordinated and senior vanilla debt buffers relative to the
recapitalisation amount likely to be needed to restore viability
and prevent default on more senior derivative obligations,
deposits and structured notes with embedded market risk.

SUBSIDIARIES' IDRs AND SENIOR DEBT
Deutsche Bank's subsidiaries' ratings reflect the parent bank's
and the ratings would move in line with Deutsche Bank's. They are
further sensitive to changes in Fitch assumptions around the
propensity of Deutsche Bank to provide timely support.

SR AND SRF
An upgrade of Deutsche Bank's SR and upward revision of the SRF
would be contingent on a positive change in the sovereign's
propensity to support banks' senior creditors in full. While not
impossible, this is highly unlikely, in Fitch views.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES
Subordinated debt and other hybrid securities are primarily
sensitive to a change in Deutsche Bank's VR. The securities'
ratings are also sensitive to a change in their notching, which
could arise if Fitch changes its assessment of the probability of
their non-performance relative to the risk captured in the
respective issuers' VRs. This may reflect a change in capital
management in the group or an unexpected shift in regulatory
buffer requirements, for example.

For AT1 instruments, non-performance risk could increase and the
instruments notched further from the VR if available
distributable items reduce significantly or if the MDA buffer
tightens considerably as a result of a heightened Pillar 2
binding requirement or CET1 erosion from losses.

The rating actions are:

Deutsche Bank AG

Long-Term IDR affirmed at 'A-' removed from RWN, Outlook Negative
Short-Term IDR affirmed at 'F1' removed from RWN
Viability Rating affirmed at 'a-' removed from RWN
Support Rating: affirmed at '5'
Support Rating Floor: affirmed at 'No Floor'
Derivative Counterparty Rating: affirmed at 'A(dcr)' removed from
RWN
Deposit ratings: affirmed at 'A'/'F1' removed from RWN
Senior debt, including programme, ratings: affirmed at 'A-'/'F1'
removed from RWN
Senior market-linked securities: affirmed at 'A(emr)'/'F1(emr)'
removed from RWN
Subordinated market-linked securities: affirmed at 'BBB+(emr)'
removed from RWN
Subordinated Lower Tier II debt: affirmed at 'BBB+' removed from
RWN
Additional Tier 1 notes: affirmed at 'BB' removed from RWN

Deutsche Bank Securities
Long-Term IDR affirmed at 'A-' removed from RWN, Outlook Negative
Short-Term IDR affirmed at 'F1' removed from RWN
Support Rating affirmed at '1' removed from RWN
Derivative Counterparty Rating affirmed at 'A-(dcr)' removed from
RWN

Deutsche Bank Trust Company Americas
Long-Term IDR affirmed at 'A-' removed from RWN, Outlook Negative
Short-Term IDR affirmed at 'F1' removed from RWN
Support Rating affirmed at '1' removed from RWN
Senior debt ratings affirmed at 'F1' removed from RWN

Deutsche Bank Trust Corporation
Long-Term IDR affirmed at 'A-' removed from RWN, Outlook Negative
Short-Term IDR affirmed at 'F1' removed from RWN
Support Rating affirmed at '1' removed from RWN
Senior programme ratings affirmed at 'A-'/'F1' removed from RWN

Deutsche Bank Australia Ltd.
Commercial paper short-term rating affirmed at 'F1' removed from
RWN

Deutsche Bank Financial LLC

Short-Term IDR affirmed at 'F1', removed from RWN and withdrawn
Commercial paper short-term rating affirmed at 'F1' removed from
RWN and withdrawn

Deutsche Bank Contingent Capital Trust II preferred securities
rating affirmed at 'BB+' removed from RWN
Deutsche Bank Contingent Capital Trust III preferred securities
rating affirmed at 'BB+' removed from RWN
Deutsche Bank Contingent Capital Trust IV preferred securities
rating affirmed at 'BB+' removed from RWN
Deutsche Bank Contingent Capital Trust V preferred securities
rating affirmed at 'BB+' removed from RWN


DEUTSCHE POSTBANK: Fitch Affirms BB+ Hybrid Securities Rating
-------------------------------------------------------------
Fitch Ratings has upgraded Deutsche Postbank AG's (PB) Long-Term
Issuer Default Rating (IDR) to 'A-' from 'BBB+' and Short-Term
IDR to 'F1' from 'F2'. The Outlook on the Long-Term IDR is
Negative. PB's Support Rating (SR) has been upgraded to '1' from
'2'. The bank's Viability Rating (VR) is unaffected.

The rating actions reflect the announcement on 5 March 2017 by
PB's parent, Deutsche Bank AG (DB, A-/Negative/F1/a-), that it is
abandoning its plans to sell PB. As a result, DB intends to
retain and reintegrate PB into its own German retail banking
business. A separate rating action commentary outlining the
rating actions on DB is available at www.fitchratings.com.

KEY RATING DRIVERS

IDRS, SR AND SENIOR DEBT

The upgrade of PB's SR and the equalisation of its IDRs and
senior debt ratings with those of DB reflect Fitch views that PB
will regain its former status as a core business under DB's
revised strategy. Fitch understand from the announcement that DB
intends to eventually fully integrate PB into its own German
operations within its Private & Commercial Bank segment during
the next few years. In Fitch opinions, this should result in an
extremely high probability of support from DB, if needed.

Fitch believes that PB is likely to play an integral role in
realising DB's revised business objectives including a
repositioning in German retail banking, operational synergies and
cost optimisation. Fitch also understand that existing regulatory
limitations to funding fungibility between DB and PB are likely
to be lifted as a result of PB's reintegration into DB.

The announced strategic revision marks the second reversal of
DB's strategic approach to PB, after it decided in 2015 to
prepare a sale of its subsidiary. Therefore, Fitch believes that
future material deviations from this strategy are highly unlikely
given the potential severe reputational damage to DB that could
result from another strategic shift. This underpins Fitch views
that DB's commitment to PB's strong integration is hardly
reversible.

Fitch views the control and profit and loss transfer agreement
between PB and DB via PB's intermediate parent, DB Finanz-Holding
GmbH, as a strong indication of institutional support. Following
the strategic revision, the previously planned termination of the
agreement, which has been in place for several years, now appears
highly unlikely.

DEPOSIT RATINGS

The upgrade of PB's Deposit Ratings mirrors the IDRs' upgrade.
Fitch has not notched up its Deposit Ratings from its IDRs due to
the uncertain sustainability of PB's qualifying subordinated and
senior vanilla debt buffer given the bank's deposit-focused
funding mix.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

The legacy hybrid capital securities, issued by Deutsche Postbank
Funding Trust I-IV and subject to phasing-out under the EU's
Capital Requirements Regulation, are notched twice for non-
performance risk and twice for loss severity from DB's VR,
reflecting Fitch expectations that DB's support for PB would
extend to PB's hybrid instruments. These have been removed from
Rating Watch Negative (RWN) to reflect Fitch expectations that
DB's propensity of support is highly unlikely to decrease, now
that it has abandoned its plans to sell PB.

RATING SENSITIVITIES

IDRS, SR AND SENIOR DEBT

Institutional support from DB now drives PB's IDRs and senior
debt ratings, which are therefore primarily sensitive to changes
in DB's IDRs. PB's IDRs, senior debt ratings and SR are also
sensitive to any unexpected reversal in DB's integration strategy
for PB or changes in Fitch assumptions around DB's propensity or
ability to provide PB with timely support if needed.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

The hybrid securities issued by Deutsche Postbank Funding Trusts
I-IV are primarily sensitive to DB's VR.

DEPOSIT RATINGS

PB's Deposit Ratings are sensitive to changes in the bank's IDRs.
They are also potentially sensitive to the amount of qualifying
debt buffer relative to the recapitalisation amount likely to be
needed to restore PB's viability and prevent a default on its
deposits.

In addition, Fitch could upgrade PB's Long-Term Deposit Rating
when Fitch has more visibility into PB's inclusion in DB's
resolution plans following the bank's reintegration into DB's
operations. Uplift for PB's Long-Term Deposit Rating from the
bank's Long-Term IDR could be warranted if Fitch believes that
DB's large qualifying debt buffer would offer material
incremental probability of default protection to PB's depositors
or provide comfort that their recoveries in a default scenario
would be above average.

The rating actions are:

Deutsche Postbank AG
Long-Term IDR: upgraded to 'A-' from 'BBB+'; Outlook Negative
Short-Term IDR: upgraded to 'F1' from 'F2'
Viability Rating: 'bbb+' unaffected
Support Rating: upgraded to '1' from '2'; off RWN
Senior debt and debt issuance programme ratings: upgraded to 'A-
'/'F1' from 'BBB+'/'F2'
Senior unsecured guaranteed bonds issued by the former DSL Bank:
'AA' unaffected
Long-Term Deposit Rating: upgraded to 'A-' from 'BBB+'
Short-Term Deposit Rating: upgraded to 'F1' from 'F2'

Deutsche Postbank Funding Trust I-IV's hybrid securities:
affirmed at 'BB+'; off RWN


PROGROUP AG: Moody's Rates EUR150MM Senior Secured Notes Ba2
------------------------------------------------------------
Moody's Investor Services has assigned a Ba2 rating for proposed
EUR150 million senior secured notes issued by Progroup AG due in
2024 and affirmed the Ba3 Corporate Family Rating (CFR) and the
Ba3-PD Probability of Default Rating (PDR) of JH-Holding GmbH,
the ultimate holding company for paper-packaging producer
Progroup AG (together Progroup). Moody's has also affirmed the
Ba2 rating of existing senior secured notes issued by Progroup AG
and B2 rating of the subordinated PIK Toggle Notes issued by JH-
Holding Finance SA. The outlook on all ratings is stable.

"The affirmation of CFR, PDR and existing instrument ratings
reflects Moody's views that the proposed bond issuance will not
substantially weaken gross leverage of Progroup, nor will it
significantly affect Moody's loss given default analysis at this
point", says Martin Fujerik, Moody's lead analyst for Progroup.

RATINGS RATIONALE

RATIONALE FOR CFR AND PDR AFFIRMATION

Progroup has announced the issuance of new secured debt of EUR150
million. The group intends to use half of the proceeds to redeem
existing senior secured debt issued by Progroup AG, with the
remainder to be eventually used to finance an envisaged expansion
of its corrugated board business. Hence, the issuance will lead
only to a modest increase in Progroup's gross leverage. Moody's
calculates that on pro-forma basis Moody's adjusted debt/EBITDA
would increase to 3.8x from 3.3x for the 12 months to September
2016 period. This is still in line with Moody's expectations for
a Ba3 CFR, even without giving Progroup the benefit of any EBITDA
contribution from the growth projects, which could take several
years to be fully realised.

The CFR/PDR affirmation also reflects Progroup's good business
profile enabling it to generate healthy profitability with
Moody's adjusted EBITDA margin in the twenties % with limited
maintenance capex needs, as well as the rating agency's
expectation that resulting positive free cash flow will
eventually be used to reduce debt. As such, Moody's believes that
Progroup's gross debt/EBITDA, as adjusted by Moody's, will not
sustainably deteriorate above 4.0x even if the pricing
environment in the packaging industry becomes tougher due to
expected excess supply in the market.

RATIONALE FOR INSTRUMENTS RATINGS

The affirmation of the Ba2 rating of existing senior secured
notes issued by Progroup AG and B2 rating of PIK Toggle Notes
issued by JH-Holding Finance SA reflects the fact that the
proposed issuance will not substantially change Moody's loss
given default (LGD) waterfall at this point in time. The rating
agency continues to believe that relative size of PIK Toggle
Notes in the waterfall remains sufficient to provide a first loss
cushion in a default scenario and hence justify the uplift of the
rating of senior secured debt one notch above CFR. The assignment
of Ba2 rating for the proposed senior secured notes then reflects
its pari passu ranking with existing senior secured notes issued
by Progroup AG.

However, Moody's notes that there is uncertainty about the future
capital structure of the group going forward, as Progroup has an
option to retire PIK Toggle Notes as well as senior secured debt
at Progroup AG level within the timeframe of the next 12-18
months. Any indication of the relative proportion of PIK Toggle
Notes becoming sustainably less material in Moody's LGD waterfall
may lead to an equalization of the rating of the senior secured
notes issued by Progroup AG with the CFR.

WHAT COULD CHANGE THE RATING UP/ DOWN

Positive rating pressure on Progroup's CFR could build if the
group proves that it can maintain high profitability with Moody's
adjusted EBITDA margin in twenties in % terms even in a difficult
market environment characterised by oversupply. The maintenance
of a conservative financial profile, as evidenced by debt/EBITDA
moving sustainably towards 3x and sustainable RCF/debt towards
20% in combination with a well-managed liquidity profile would
also be a requirement for a higher rating.

Negative pressure Progroup's CFR would arise if the group's
operating performance would come under pressure as a result of
increased competition including prolonged periods of supply --
demand imbalances reflective in EBITDA margins moving towards the
mid-teens and debt/EBITDA above 4x for an extended period of
time. Also, a deterioration in liquidity would be negative for
the rating.

The principal methodology used in these ratings was Global Paper
and Forest Products Industry published in October 2013.

Headquartered in Germany, Progroup is a leading European
manufacturer of containerboard and corrugated board focusing on
producing standardized small batch series for small- and medium-
sized costumers. In 2016 the group generated sales of around
EUR730 million.


PROGROUP: S&P Raises CCR to 'BB-' on Improving Risk Profile
-----------------------------------------------------------
S&P Global Ratings said that it raised its long-term corporate
credit rating on Germany-based containerboard and corrugated
board producer Progroup AG and JH-Holding Finance S.A., a
financing subsidiary of Progroup's holding company JH-Holding
GmbH, to 'BB-' from 'B+'.  The outlook is stable.

At the same time, S&P raised its issue rating on Progroup's
existing EUR345 million senior secured notes to 'BB-' from 'B+'
and assigned S&P's 'BB-' rating to Progroup's proposed EUR150
million floating rate senior secured notes.  The recovery rating
on these instruments is '3' with recovery expectations of 50%.

S&P also raised its issue rating on the EUR125 million payment-
in-kind (PIK) toggle notes issued by JH-Holding Finance to 'B'
from 'B-'.  The recovery rating remains '6', reflecting S&P's
expectation of 0% recovery in the event of a payment default.

The upgrade follows Progroup's stronger-than-expected credit
metrics in 2016 and the company's announcement that it will raise
EUR150 million of floating rate senior secured notes to redeem
its outstanding EUR75 million floating notes and use the
remaining proceeds to invest into growth projects.  S&P thinks
that Progroup will be able to maintain a stronger financial risk
profile going forward despite higher investment levels in 2017
and 2018.

Progroup's consolidated credit metrics (including debt at the JH-
Holding GmbH level) were stronger than S&P expected in 2016 with
funds from operations (FFO) to debt of 18% (compared with S&P's
forecast of around 16%), mainly due to stronger cash flow
generation as a result of lower capital expenditure (capex) and
positive working capital contribution.  Although EBITDA was in
line with S&P's expectation, Progroup had a mixed year with a
very strong first half of 2016 followed by a weaker second half
when it incurred EUR16 million negative effect (EUR13.9 million
unexpected costs and EUR2.1 million lost sales) due to a longer-
than-expected maintenance shutdown at a combined heat and power
(CHP) plant at one of its paper mills.  Although S&P do not think
these costs will appear again in 2017, it thinks that reported
EBITDA will be on a similar level as there could be some negative
price pressure. However, S&P expects the company to maintain an
EBITDA margin of around 20%, which S&P still considers as strong
for the industry.

Although higher capex will leave little room for deleveraging in
2017 and 2018, S&P thinks that the company's announced potential
expansion plans make sense as the new plant in Italy requires
limited capex to be spent while in the U.K. the company plans to
grow with existing customers.  S&P views positively Progroup's
track record of using EUR75 million of excess cash flow to repay
debt following the acquisition of the CHP plant in late 2015--
highlighting the company's prudent financial policy--and think it
will follow a similar route once these expansion investments are
executed.

S&P still thinks that Progroup's business risk profile is
constrained by its position as a relatively small player in the
oversupplied, fragmented, commodity-like, and highly competitive
European paperboard market.  Progroup has a high degree of asset
concentration, with an asset base that consists of two
containerboard plants and nine corrugated board plants (following
the recent investments into a corrugated board plant in Poland)
and sales of EUR733 million in 2016.  This makes the group
vulnerable to unexpected downtime at one of its plants, in
particular with regard to its containerboard plants as
exemplified by the recent extended shutdown of the CHP plant.
These weaknesses are partly mitigated by Progroup's
differentiated business model, with its focus on corrugated
sheets, as well as its modern machines, well-invested asset base,
and strong cost position.  These all lead to relatively strong
EBITDA generation through the business cycle.  The group enjoys
well-established customer relationships with small and midsize
Central European corrugated box makers and has very limited
customer and supplier concentration.  S&P also considers that
Progroup is well placed to capture growth in the expanding
recycled paperboard market.

Although S&P now views Progroup's financial risk profile as
significant (compared with aggressive previously) S&P recognizes
that this assessment is on the weaker end of the category.  This,
in combination with Progroup's small size and scope, results in a
one notch negative assessment to the anchor of 'bb' to arrive at
the final rating of 'BB-'.

In S&P's base case for Progroup, S&P assumes:

   -- Eurozone GDP growth of 1.4% in 2017 and 1.3% in 2018
      supporting demand growth for containerboard and corrugated
      board in Europe.

   -- Sales to increase by around 4% in 2017 and 2018 due to
      increasing corrugated volumes that will offset slightly
      lower prices.

   -- EBITDA margins of around or slightly below 20% in 2017 and
      2018 (compared with 20.9% in 2016).

   -- Capex to increase to EUR60 million-EUR65 million in 2017
      and around EUR80 million in 2018 as the company proceeds
      with growth investments in Italy and the U.K.

   -- No acquisitions and no dividends to be paid outside of the
      JH-Holding parent company.

Based on these assumptions, S&P arrives at these consolidated
credit measures for the company in 2017 and 2018:

   -- FFO to debt of 19%-20% (compared with 18% for 2016).
   -- Debt to EBITDA of below 3.5x (compared with 3.5x in 2016).
   -- EBITDA interest coverage of above 4.0x (compared with 4.2x
      in 2016).

The stable outlook takes into account S&P's expectation that
Progroup's credit metrics will not deteriorate significantly from
the current levels despite slight margin pressure and the higher
investment levels that S&P expects in the coming year.  S&P
forecasts the company to maintain FFO to debt of around 20% and
that any negative deviations will only be temporary.

S&P could downgrade Progroup if its operational performance
deteriorated significantly.  This could be the result of an
extended period of severe pricing pressure in the containerboard
and corrugated board markets caused by excessive supply.  It
could also result from an unexpected outage of one of its
containerboard mills, or cost overruns relating to its expansion
investments.  S&P would view a ratio of FFO to debt of below 16%
and debt to EBITDA of above 4.0x as commensurate with a lower
rating.

S&P could raise the rating if Progroup's financial risk profile
improved further to such an extent that S&P would expect it could
maintain FFO to debt of above 25% and debt to EBITDA of around
3.0x for a sustained period.  S&P thinks such a scenario is
unlikely in the coming three years due to likely price pressure
and expansionary investments.


WESTLB AG: EAA Buys Asset-Backed Securities to Hasten Liquidation
-----------------------------------------------------------------
Alastair Marsh at Bloomberg News reports that German bad bank
Erste Abwicklungsanstalt bought asset-backed securities with a
face value of EUR812 million (US$864 million) to help wind down
failed lender WestLB.

According to Bloomberg, Stephan Plagemann, London-based head of
portfolio management at EAA Portfolio Advisers, said EAA
purchased the bonds in the liquidation sale for a 2007
collateralized debt obligation.

He said the bad bank holds a majority of the notes in the CDO,
which will be redeemed on March 22, Bloomberg relates.  The ABS
comprise all of the securities in the CDO, Bloomberg discloses.

Marie-Luise Hoffmann, a spokeswoman for EAA, said owning the ABS
will help hasten the liquidation of WestLB's assets, Bloomberg
notes.

WestLB was the lead manager for the CDO, according to data
compiled by Bloomberg.

                       About WestLB AG

Headquartered in Duesseldorf, Germany, WestLB AG (DAX:WESTLB)
-- http://www.westlb.com/-- provides financial advisory,
lending, structured finance, project finance, capital markets and
private equity products, asset management, transaction services
and real estate finance to institutions.  In the United States,
certain securities, trading, brokerage and advisory services are
provided by WestLB AG's wholly owned subsidiary WestLB Securities
Inc., a registered broker-dealer and member of the NASD and SIPC.
WestLB's shareholders are the two savings banks associations in
NRW (25.15% each), two regional associations (0.52% each), the
state of NRW (17.47%) and NRW.BANK (31.18%), which is owned by
NRW (64.7%) and two regional associations (35.3%).



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


ALME LOAN III: Moody's Assigns (P)B2 Rating to Class F Notes
------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
eight classes of notes ("Refinancing Notes") to be issued by ALME
Loan Funding III Designated Activity Company:

-- EUR2,000,000 Class X Senior Secured Floating Rate Notes
    due 2030, Assigned (P)Aaa (sf)

-- EUR243,000,000 Class A Senior Secured Floating Rate Notes
    due 2030, Assigned (P)Aaa (sf)

-- EUR27,000,000 Class B-1 Senior Secured Floating Rate Notes
    due 2030, Assigned (P)Aa2 (sf)

-- EUR20,000,000 Class B-2 Senior Secured Fixed Rate Notes
    due 2030, Assigned (P)Aa2 (sf)

-- EUR21,000,000 Class C Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)A2 (sf)

-- EUR21,000,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)Baa2 (sf)

-- EUR26,000,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)Ba2 (sf)

-- EUR12,000,000 Class F Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)B2 (sf)

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

RATINGS RATIONALE

Moody's provisional ratings of the notes address the expected
loss posed to noteholders by the legal final maturity of the
notes in 2030. The provisional ratings reflect the risks due to
defaults on the underlying portfolio of assets, the transaction's
legal structure, and the characteristics of the underlying
assets. Furthermore, Moody's is of the opinion that the
collateral manager, Apollo Management International LLP
("Apollo"), has sufficient experience and operational capacity
and is capable of managing this CLO.

The Issuer has issued the Refinancing Notes in connection with
the refinancing of the following classes of notes: Class A-1
Notes, Class A-2 Notes, Class B-1 Notes, Class B-2 Notes, Class C
Notes, Class D Notes, Class E Notes and Class F Notes due 2028
(the "Original Notes"), previously issued December 2014 (the
"Original Closing Date"). On the Refinancing Date, the Issuer
will use the proceeds from the issuance of the Refinancing Notes
to redeem in full the Original Notes. On the Original Closing
Date the Issuer also issued Participating Term Certificates,
which will remain outstanding.

ALME Loan Funding III Designated Activity Company is a managed
cash flow CLO with a target portfolio made up of EUR 400,500,000
par value of mainly European corporate leveraged loans. At least
90% of the portfolio must consist of senior secured loans and
senior secured bonds and up to 10% of the portfolio may consist
of unsecured senior loans, second-lien loans, mezzanine
obligations and high yield bonds. The portfolio may also consist
of up to 7% of fixed rate obligations. The portfolio is expected
to be 100% ramped up as of the closing date and to be comprised
predominantly of corporate loans to obligors domiciled in Western
Europe.

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in October 2016.

The cash flow model evaluates all default scenarios that are then
weighted considering the probabilities of the binomial
distribution assumed for the portfolio default rate. In each
default scenario, the corresponding loss for each class of notes
is calculated given the incoming cash flows from the assets and
the outgoing payments to third parties and noteholders.
Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. For modeling
purposes, Moody's used the following base-case assumptions:

Performing par and principal proceeds balance: EUR400,500,000

Defaulted par: EUR 0

Diversity Score: 38

Weighted Average Rating Factor (WARF): 2850

Weighted Average Spread (WAS): 3.90%

Weighted Average Recovery Rate (WARR): 42%

Weighted Average Life (WAL): 8 years

As part of its analysis, Moody's has addressed the potential
exposure to obligors domiciled in countries with a local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with a LCC of A1 or below
cannot exceed 10%, with exposures to countries with LCCs of Baa1
to Baa3 further limited to 5% and none allowed below Baa3. Given
this portfolio composition, the model was run with different
target par amounts depending on the target rating of each class
of notes as further described in the methodology. The portfolio
haircuts are a function of the size of the exposure to countries
with a LCC of A1 or below and the target ratings of the rated
notes, and amount to 0.75% for the Class X and Class A notes,
0.50% for the Class B-1 and Class B-2 notes, 0.375% for the Class
C notes and 0% for Classes D, E and F.

Moody's has also tested the sensitivity of the ratings of the
notes to haircuts to the par amount and the recovery assumption
for current pay obligations within the portfolio (up to 5% in
aggregate). CLOs typically define a current pay security as an
obligation of an entity that is undergoing insolvency
proceedings, that is current on its interest and principal
payments, and that the manager believes will remain current. An
instrument with a facility rating of at least Caa1/Caa2 and a
market value of at least 80%/85% is typically eligible for
current pay status. However, this transaction does not set a
rating requirement for defaulted obligations to qualify as
current pay obligations with full par treatment. Based on the
results of Moody's analysis, Moody's do not expects this feature
to have a material negative impact on the rated notes.

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

Methodology Underlying the Rating Action:

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

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

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

Stress Scenarios:

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was a
component in determining the provisional ratings assigned to the
rated notes. This sensitivity analysis includes increased default
probability relative to the base case.

Below is a summary of the impact of an increase in default
probability (expressed in terms of WARF level) on the notes
(shown in terms of the number of notch difference versus the
current model output, whereby a negative difference corresponds
to higher expected losses), assuming that all other factors are
held equal.

Percentage Change in WARF -- increase of 15% (from 2850 to 3278)

Rating Impact in Rating Notches:

Class X Senior Secured Floating Rate Notes: 0

Class A Senior Secured Floating Rate Notes: 0

Class B-1 Senior Secured Floating Rate Notes : -2

Class B-2 Senior Secured Fixed Rate Notes : -2

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF -- increase of 30% (from 2850 to 3705)

Rating Impact in Rating Notches:

Class X Senior Secured Floating Rate Notes: 0

Class A Senior Secured Floating Rate Notes: -1

Class B-1 Senior Secured Floating Rate Notes : -4

Class B-2 Senior Secured Fixed Rate Notes : -4

Class C Senior Secured Deferrable Floating Rate Notes: -4

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: -2

Further details regarding Moody's analysis of this transaction
may be found in the related new issue report, published after the
Original Closing Date and available on Moodys.com.


ALME LOAN III: Fitch Assigns 'B-(EXP)' Rating to Class F-R Notes
----------------------------------------------------------------
Fitch Ratings has assigned ALME Loan Funding III Designated
Activity Company refinancing notes expected ratings, as follows:

Class X: 'AAA(EXP)sf'; Outlook Stable
Class A-R: 'AAA(EXP)sf; Outlook Stable
Class B-1-R: 'AA(EXP)sf'; Outlook Stable
Class B-2-R: 'AA(EXP)sf'; Outlook Stable
Class C-R: 'A(EXP)sf'; Outlook Stable
Class D-R: 'BBB(EXP)sf'; Outlook Stable
Class E-R: 'BB(EXP)sf'; Outlook Stable
Class F-R: 'B-(EXP)sf'; Outlook Stable
Participating term certificates: not rated

The assignment of final ratings is contingent on the receipt of
final documentation conforming to information already received.

ALME Loan Funding III Designated Activity Company is a cash flow
collateralised loan obligation (CLO). Net proceeds from the
issuance of the notes will be used to refinance the current
outstanding notes of EUR368.3 million. The portfolio of assets is
managed by Apollo Management International LLP.

KEY RATING DRIVERS
'B' Portfolio Credit Quality
Fitch expects the average credit quality of obligors to be in the
'B' category. Fitch has public ratings or credit opinions on all
obligors in the identified portfolio. The weighted average rating
factor (WARF) of the identified portfolio is 32.6, below the
maximum covenanted WARF of 34.

High Recovery Expectations
At least 90% of the portfolio will comprise senior secured
obligations. Recovery prospects for these assets are typically
more favourable than for second-lien, unsecured and mezzanine
assets. The weighted average recovery rate (WARR) of the
identified portfolio is 66.1%, above the minimum covenanted WARR
of 64.5%.

Diversified Asset Portfolio
The issuer will introduce during the refinancing process a
covenant that limits the top 10 obligors in the portfolio to 21%
of the portfolio balance. In addition, the maximum industry
exposure is restricted to 17.5% for the largest industry and 40%
for the top three. This ensures that the asset portfolio will not
be exposed to excessive obligor concentration.

Partial Interest Rate Risk
Unhedged fixed-rate assets cannot exceed 7% of the portfolio
while fixed-rate liabilities account for 5% of target par. This
provides a partial hedge against rising interest rates.

Documentation Amendments
The transaction documents may be amended, subject to rating
agency confirmation or noteholder approval. Where rating agency
confirmation relates to risk factors, Fitch will analyse the
proposed change and may provide a rating action commentary if the
change has a negative impact on the ratings. Such amendments may
delay the repayment of the notes as long as Fitch's analysis
confirms the expected repayment of principal at the legal final
maturity.

If, in the agency's opinion the amendment is risk-neutral from a
rating perspective, Fitch may decline to comment. Noteholders
should be aware that the structure considers a confirmation to be
given if Fitch declines to comment.

RATING SENSITIVITIES
A 25% increase in the obligor default probability could lead to a
downgrade of up to two notches for the rated notes. A 25%
reduction in expected recovery rates could lead to a downgrade of
up to three notches for the rated notes.

TRANSACTION SUMMARY

The issuer has amended the capital structure and extended the
maturity of the notes. The transaction's reinvestment period will
be extended to 2021, four years after the refinancing.

EUR2 million class X notes ranking pari-passu to the class A
notes will be added to the structure. The principal amount of the
class X notes is scheduled to amortise in equal instalments
during the first four payment dates, using both interest and
principal proceeds. Class X notional is excluded from the over-
collateralisation tests calculation. Non-payment of scheduled
principal on the class X notes on the specific dates will
represent an event of default according to the transaction
documents.

DUE DILIGENCE USAGE

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

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 groups within Fitch and/or other
rating agencies to assess the asset portfolio information.

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

SOURCES OF INFORMATION

The information below was used in the analysis.
- Loan-by-loan data provided by the collateral administrator as
   at Feb. 3, 2017.

- Offering circular provided by the arranger as at March 6,
2017.

REPRESENTATIONS AND WARRANTIES

A description of the transaction's representations, warranties
and enforcement mechanisms (RW&Es) that are disclosed in the
offering document and which relate to the underlying asset pool
was not prepared for this transaction. Offering documents for
EMEA CLOs transactions do not typically include RW&Es that are
available to investors and that relate to the asset pool
underlying the security. Therefore, Fitch credit reports for EMEA
CLOs transactions will not typically include descriptions of
RW&Es. For further information, please see Fitch's Special Report
titled "Representations, Warranties and Enforcement Mechanisms in
Global Structured Finance Transactions," dated 31 May 2016.


CORDATUS LOAN I: S&P Raises Rating on Class E Notes to BB+
----------------------------------------------------------
S&P Global Ratings raised its credit ratings on Cordatus Loan
Fund I PLC's class A2, B, C, D, E, and VFN notes.  At the same
time, S&P has withdrawn its rating on the class A1 notes.

Cordatus Loan Fund I is a cash flow collateralized loan
obligation (CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms.  The transaction closed in
January 2007 and its reinvestment period ended in January 2014.
CVC Cordatus Group Ltd. is the transaction manager.

The upgrades follow S&P's assessment of the transaction's
performance using data from the latest available trustee report,
in addition to S&P's credit and cash flow analysis.

Upon publishing S&P's updated recovery rate criteria for
speculative-grade corporate issuers, it placed those ratings that
could potentially be affected under criteria observation.
Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria change are no
longer under criteria observation.

The January 2017 note valuation trustee report shows that the
transaction has continued to deleverage, which has resulted in an
increase in credit enhancement levels for all classes of notes.
Since S&P's previous review, the class A1 notes and the euro-
denominated portion of the VFN have been fully repaid.  On
aggregate, approximately ú21.92 million of British pound
sterling-denominated liabilities under the VFN and the class A2
notes remain outstanding.  Overall, these effects have resulted
in a significant increase in credit enhancement levels for all
classes of notes.

S&P has subjected the capital structure to a cash flow analysis
to determine the break-even default rate (BDR) for each rated
class, which S&P then compared against its respective scenario
default rate (SDR) to determine the rating level for each class
of notes. In S&P's analysis, it used the reported portfolio
balance that it considers to be performing, the weighted-average
spread, and the weighted-average recovery rates that S&P
considered appropriate. S&P incorporated various cash flow stress
scenarios using its standard default patterns, levels, and
timings for each rating category assumed for all classes of
notes, in conjunction with different interest stress scenarios.

The results from our credit and cash flow indicate that the class
A2, B, C, D, E, and VFN notes are commensurate with higher
ratings than those currently assigned.  S&P has therefore raised
its ratings on these classes of notes.

S&P has withdrawn its rating on the class A1 notes following
their full repayment.

RATINGS LIST

Cordatus Loan Fund I PLC
EUR416.25 Million, GBP22.635 Million Secured Floating-Rate Notes
and Subordinated Notes

Class                       Rating
                   To                  From

VFN                AAA (sf)            AA+ (sf)
A2                 AAA (sf)            AA+ (sf)
B                  AAA (sf)            AA- (sf)
C                  AA+ (sf)            A+ (sf)
D                  A+ (sf)             BBB+ (sf)
E                  BB+ (sf)            BB (sf)

Rating Withdrawn

A1                 NR                  AA+ (sf)



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


GAZ CAPITAL: Moody's Assigns Ba1 Rating to Sr. Unsecured USD Loan
-----------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating with a loss
given default assessment of LGD4 to the proposed senior unsecured
USD loan participation notes (LPNs) to be issued by, but with
limited recourse to, Gaz Capital S.A. (Gaz Capital, Ba1 stable),
a public limited liability company incorporated in Luxembourg.
Gaz Capital will in turn on-lend the proceeds to Gazprom, PJSC
(Gazprom, Ba1 stable) for general corporate purposes. Therefore,
the noteholders will rely solely on Gazprom's credit quality to
service and repay the debt.

"The Ba1 rating assigned to the notes is the same as Gazprom's
corporate family rating because the notes will rank on a par with
the company's other outstanding unsecured debt," says
Denis Perevezentsev, a Moody's Vice President -- Senior Credit
Officer and lead analyst for Gazprom.

LPNs will be issued as Series 41 under the existing $40 billion
multicurrency medium-term note programme (rated (P)Ba1) for
issuing loan participation notes. The notes will be issued for
the sole purpose of financing a loan to Gazprom under the terms
of a supplemental loan agreement between Gaz Capital and Gazprom
supplemental to a facility agreement between the same parties
dated December 7, 2005.

RATINGS RATIONALE

The Ba1 rating assigned to the notes is the same as Gazprom's
corporate family rating (CFR), which reflects Moody's view that
the proposed notes will rank pari passu with other outstanding
unsecured debt of Gazprom. The rating is also on par with the
Russian government's foreign-currency bond rating and the
foreign-currency bond country ceiling.

The noteholders will have the benefit of certain covenants made
by Gazprom, including a negative pledge and restrictions on
mergers and disposals. The cross-default clause embedded in the
bond documentation will cover, inter alia, a failure by Gazprom
or any of its principal subsidiaries to pay any of its financial
indebtedness in the amount exceeding $20 million.

Gazprom's Ba1 CFR reflects its strong business profile as
Russia's largest producer and monopoly exporter of pipeline gas,
owner and operator of the world's largest gas transportation and
storage system, and Europe's largest gas supplier. Gazprom's
credit profile benefits from high levels of government support
resulting from economic, political and reputational importance of
the company to the Russian state. The rating also recognizes
Gazprom's strong financial metrics, robust cash flow generation,
underpinned by contracted foreign-currency-denominated revenues,
and modest leverage.

The rating is constrained by Gazprom's exposure to the credit
profile of Russia and is in line with Russia's sovereign rating
and the foreign-currency bond country ceiling of Ba1. The company
remains exposed to the Russian macroeconomic environment, despite
its high volume of exports, given that most of the company's
production facilities are located within Russia.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's would consider an upgrade of Gazprom's ratings if Moody's
was to upgrade Russia's sovereign rating or raise the foreign-
currency bond country ceiling provided that the company's
operating and financial performance, market position and
liquidity remain commensurate with Moody's current expectations
and there are no adverse changes in the probability of the
Russian government providing extraordinary support to the company
in the event of financial distress.

The ratings are likely to be downgraded if (1) there is a
downgrade of Russia's sovereign rating and/or a lowering of the
foreign-currency bond country ceiling; (2) the company's
operating and financial performance, market position, and/or
liquidity profile deteriorate materially; and/or (3) the risk of
negative government intervention increases/materialises.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Global
Integrated Oil & Gas Industry published in October 2016. Other
methodologies used include the Government-Related Issuers
methodology published in October 2014.

Headquartered in Moscow, Russia, Gazprom is one of the world's
largest integrated oil and gas companies. It is focused on the
exploration, production and refining of gas and oil, as well as
the transportation and distribution of gas to domestic, former
Soviet Union and European markets. Gazprom also owns and operates
the Unified Gas Supply System in Russia, and is the leading
exporter of gas to Western Europe.

As of 31 December 2015, Gazprom had proved total oil and gas
reserves of approximately 122.2 billion barrels of oil
equivalent, with proved gas reserves of approximately 18.8
trillion cubic meters, which are equivalent to more than one
sixth of the world's total. For the last twelve months ended 30
September 2016, Gazprom produced 414.4 billion cubic meters of
natural gas and 53.5 million tonnes of liquid hydrocarbons. For
the same period, Gazprom reported sales of RUB6.2 trillion and
its Moody's-adjusted EBITDA amounted to RUB1.7 trillion.



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


CONISTON CLO: S&P Raises Rating on Class F Notes to CCC+
--------------------------------------------------------
S&P Global Ratings raised its credit ratings on Coniston CLO
B.V.'s class C and F notes.  At the same time, S&P has affirmed
its ratings on the class A-2, B, D, and E notes.

The rating actions follow S&P's credit and cash flow analysis of
the transaction using data from the latest trustee report and
note valuation report available and the application of S&P's
relevant criteria.

S&P conducted its cash flow analysis to determine the break-even
default rate (BDR) for each rated class of notes.  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.  S&P used the portfolio
balance that it considers to be performing, the reported
weighted-average spread, and the weighted-average recovery rates
calculated in line with S&P's corporate collateralized debt
obligation (CDO) criteria.  S&P incorporated various cash flow
stress scenarios using its standard default patterns, levels, and
timings for each rating category assumed for each class of notes,
combined with different interest stress scenarios as outlined in
S&P's criteria.

Since S&P's June 30, 2016 review, the class A-2 notes have
continued to amortize, repaying by more than EUR35 million.
Overall, the deleveraging of the class A-2 notes has resulted in
increased available credit enhancement for all classes of notes,
except for the class F notes.

That said, asset amortization and defaults in the portfolio have
caused the portfolio's aggregate collateral balance to decrease
further.  The portfolio has become more concentrated than it was
at S&P's previous review and losses in the transaction have
increased.

S&P's credit and cash flow analysis indicates that the available
credit enhancement for the class C notes is commensurate with a
higher rating than previously assigned.  Consequently, S&P has
raised to 'AAA (sf)' from 'AA+ (sf)' its rating on this class of
notes.

The scenario default rates (SDRs)--the minimum level of portfolio
defaults that S&P expects each tranche to be able to withstand at
a specific rating level, calculated using CDO Evaluator--have
decreased since S&P's previous review.  S&P's analysis indicates
that the class F notes are now able to achieve a higher rating,
mainly driven by the improvement in the portfolio's overall
default risk.  As a result, S&P has raised to 'CCC+ (sf)' from
'CCC (sf)' its rating on the class F notes.

S&P has affirmed its 'AAA (sf)' ratings on the class A-2 and B
notes as the available credit enhancement is commensurate with
the currently assigned ratings.

For the class D and E notes, S&P's credit and cash flow analysis
indicates that the notes may achieve higher ratings, but applying
our largest obligor default test constrains S&P's ratings on
these notes.  In S&P's view, the increase in the pool
concentration and losses in the overall portfolio have affected
the results of the test.  As a result, S&P has affirmed its
ratings on these classes of notes.

Coniston CLO is a cash flow collateralized loan obligation (CLO)
transaction that closed in August 2007 and securitizes loans to
primarily speculative-grade corporate firms.

RATINGS LIST

Coniston CLO B.V.
EUR409 Million Floating-Rate Notes

Class              Rating
            To                  From

Ratings Raised

C           AAA (sf)            AA+ (sf)
F           CCC+ (sf)           CCC (sf)

Ratings Affirmed

A-2         AAA (sf)
B           AAA (sf)
D           A+ (sf)
E           B+ (sf)


E-MAC DE 2006-I: S&P Lowers Rating on Class D Notes to 'D'
----------------------------------------------------------
S&P Global Ratings lowered to 'D (sf)' from 'CCC- (sf)' its
credit rating on E-MAC DE 2006-I B.V.'s class D notes.

Cumulative net losses over the original portfolio balance for E-
MAC DE 2006-I have increased to 10.31% at the end of February
2017, from 9.87% at the end of May 2016.  As a result, the
interest due on the February 2017 interest payment date was not
paid to the E-MAC DE 2006-I class D noteholders.  Consequently,
S&P has lowered to 'D (sf)' from 'CCC- (sf)' its rating on this
class of notes, in line with S&P's criteria.

The transaction is a true sale German residential mortgage-backed
securities transaction, originated by GMAC RFC.  CMIS Investments
B.V. is the mortgage payment transaction provider and Adaxio AMC
GmbH acts as subservicer.


* NETHERLANDS: Number of Business Bankruptcies Down in Feb. 2017
----------------------------------------------------------------
Statistics Netherlands reports that that the number of companies
declared bankrupt continues to fall.

According to Statistics Netherlands, in February 2017, the number
of bankruptcies was 45 down from the preceding month.  Most
bankruptcies were recorded in the trade sector, Statistics
Netherlands notes.

If the number of court session days is not taken into account,
274 businesses and institutions (excluding one-man businesses)
were declared bankrupt in February 2017, Statistics Netherlands
discloses.  With a total of 60, the trade sector took the hardest
hit.  In the financial sector, 44 bankruptcies were filed,
Statistics Netherlands states.

Trade and financial services are among the sectors with the
highest number of businesses, according to Statistics
Netherlands.  The number of bankruptcies was relatively high in
the sector hotels and restaurants in February, Statistics
Netherlands relays.


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


P4 SP: Fitch Puts 'B+' LT Issuer Default Rating on RWP
------------------------------------------------------
Fitch Ratings has placed Polish telecom group P4 Sp. z o.o.'s (P4
or Play) Long-Term Issuer Default Rating (IDR) of 'B+' on Rating
Watch Positive (RWP) and affirmed the company's National Long-
Term Rating at 'BBB-(pol)'/Stable. At the same time, the agency
has assigned an expected rating of 'B-(EXP)'/'RR6' to Play Topco
S.A.'s PIK Toggle notes.

The RWP takes into account P4's consistently strong market
performance, having steadily transformed itself from market
challenger to the market number-two by subscriber numbers.
Operational strength has been accompanied by solid financial
results, including double-digit revenue growth, solid margin
expansion and strong underlying free cash flow (FCF). Fitch views
the proposed PIK Toggle instrument as sufficiently ring-fenced
from the senior restricted group to be excluded from P4's
consolidated metrics for IDR purposes. The leverage policy
adopted by management at Play is consistent with a higher rating,
with 'BB-' expected to be assigned once the PIK note closes and
the overall group leverage is clear. Fitch assign Play Topco an
expected IDR of 'B+(EXP)' based on Fitch parent subsidiary
linkage, reflecting the subordination of the cash flow streams
used to service its debt to those of the P4 restricted group.

KEY RATING DRIVERS
Play Topco PIK Note Rating: The proposed Play Topco PIK exhibits
sufficient ring-fenced features to be treated outside the senior
debt restricted group. However, Fitch considers management's
intention to cash-pay the coupon and the willingness of the
shareholders to refinance this type of instrument within the
senior group as having some bearing on Play's IDR. Fitch believes
the deleveraging capacity of the business and an assumption that
Play will manage overall net debt/EBITDA leverage (including the
PIK) below 4x are consistent with a 'BB-' rating. Recovery
analysis on the PIK Toggle notes results in an 'RR6' recovery
rating and the notes are assigned 'B-(EXP)'.

Challenger to Market Leader: While the company operates in a
competitive four-player market, it has shown consistent
subscriber growth and a strong track record in taking the leading
share of mobile number ports, and a solid improvement in the
subscriber mix. At end-2016, the company is estimated to have had
a 26% subscriber market share, up from 16% at end-2012, having
transformed itself from market challenger to the market number-
two behind Orange. Contract share of Play's subscriber base had
reached 58% by end-2016, from 47% at end-2014. The changing
subscriber mix has been instrumental in driving financial
performance.

Evolving Network Strategy: Play has developed a strong market
position using a hybrid or asset-light approach to its network.
At end-2016, its network provided voice coverage of 86% and LTE
coverage of 92%, with in-fill coverage made possible by national
roaming agreements with each of the other Polish network
operators. With subscriber market share at 26%, management has
decided to become independent from its roaming partners and build
out a nationwide network.. This will raise the capex/sales ratio
over the coming years. The plan will avoid potential difficulties
when renewing roaming agreements and give Play full control of
its network architecture.

Limited Quad-Play Threat: Quad-play or the convergence of fixed
and mobile services can help drive data traffic, improve per
customer revenues and manage churn. So far, Play's lack of a
fixed-line offer has not affected its growth or financial
performance. Its focus on network quality, customer experience
and value-for-money bundles including access to a range of
content continues to support customer growth. Fitch does not
regard Play's lack of a fixed offer as a major risk given the
limited appetite for quad-play in the market. Evidence from
incumbent telco Orange supports this view; its broadband customer
base has fallen in recent quarters despite its quad-play
capability.

Deleveraging Capacity, Leverage Policy: Play's underlying cash
flow generation is strong, providing an inherent ability to
deleverage. The company's underlying 2016 FCF margin (FCF before
spectrum payments/sales) of 14% underlines this strength. Fitch
ratings case is for this metric to remain in double digits over
the next four years despite a period of higher capex. This cash
flow strength provides Play with an ability to deleverage and
financial flexibility consistent with a higher rating. The
willingness of its shareholders to re-leverage the business when
the balance sheet shows sufficient capacity acts as a constraint
on the rating.

DERIVATION SUMMARY

Play compares favourably with a peer group that includes smaller,
single-country telecom operators such as Telefonica Deutschland,
Sunrise Communications, WIND and eir, as well as the leveraged
cable sector. Compared to its peer group, Play exhibits strongly
improving operating metrics and solid financials - particularly
in terms of revenue growth and underlying cash flow strength. The
business exhibits a deleveraging capacity that is not present in
some of its telecom peers and is more analogous to its cable
sector peers in this regard. A view that the shareholders are
likely to re-capitalise the balance sheet and manage net
debt/EBITDA leverage towards 4x acts as a constraint on the
rating.

KEY ASSUMPTIONS

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

- Revenue growth of 5.6% in FY17, reducing to 2.2% by FY20
- EBITDA margins of 34.6% in FY17, increasing to 36.0% by 2019
- Capex of around 10% of revenue across the rating horizon
- Increased cash taxes across the rating period as tax losses
   are fully utilised

RATING SENSITIVITIES For P4 Sp Z.o.o

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

- A change in the shareholders' intentions with respect to
   long-term financial policy. The business is currently
   performing operationally in line with a higher rating. The
   shareholders have guided an intention to target net
   debt/EBITDA leverage of 4x.

The following metrics would be important for an upgrade to be
considered:

- Continued strong subscriber metrics and an ongoing shift in
   the subscriber mix to post-paid, with subscriber acquisition
   cost and post-paid churn close to management's expectations.
- Sustained EBITDA margin in the low to mid 30s and EBITDA-less
   capex margin in the low to mid 20s.
- A financial policy that is likely to result in FFO-adjusted
   net leverage (excluding the Play Topco PIK) managed at or
   below 4.0x, a level consistent with net debt/EBITDA of around
   3.2x. FFO fixed charge coverage consistently around 3.0x or
   higher.

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

- A more intense competitive environment, pressuring revenue and
   profitability. An expectation that convergent services are
   deemed by the market to be a more important offering could
   also create negative rating pressure.
- A financial policy or weakened financial performance leading
   to FFO-adjusted net leverage (excluding the Play Topco PIK)
   consistently above 5.0x, which would result in a downgrade
   to 'B'.
- Fixed charge cover, including cash pay interest on the Play
   Topco PIK note, consistently below 2.5x, which would result in
   a downgrade.

LIQUIDITY

Play had cash and cash equivalents of PLN341 million as at 31
December 2016 along with an undrawn revolving credit facility of
PLN400 million and other undrawn facilities of PLN200 million.
The company is expected to generate positive FCF across the
rating horizon with no significant debt maturities in the medium
term.

FULL LIST OF RATING ACTIONS

P4 Sp. z o.o.
-- Long-Term Issuer Default Rating of 'B+'; Rating Watch
    Positive Assigned
-- National Long-Term Rating: affirmed at 'BBB-(pol)'; Outlook
    Stable

Play Finance 2 S.A.
-- Senior secured notes: affirmed at 'BB-'/'RR3'/'BBB(pol)'

Play Finance 1 S.A.
-- Senior notes: affirmed at 'B-'/'RR6'

Play Topco S.A.
-- Expected Long-Term Issuer Default Rating of 'B+(EXP)'
assigned
    with Stable Outlook

-- Senior PIK Toggle notes due 2022: expected 'B-(EXP)'/'RR6'
    assigned

Criteria Variance
Fitch notes that Play has chosen the early adoption of IRFS16
"Leases" resulting in the company's capitalisation of leases.
Fitch has not made any adjustments to the value of reported
finance leases relative to Fitch standard criteria approach,
which is to gross up associated operating lease expense by a
factor of eight. Any variance is not considered material to the
rating, while the adoption of the standard will become mandatory
from 2019.


PLAY HOLDINGS: S&P Affirms 'B+' CCR on Expected Recapitalization
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' long-term corporate credit
rating on Poland-based wireless telecommunications company Play
Holdings 2 S.a.r.l. and parent Play Topco S.A.  The outlook is
stable.

At the same time, S&P assigned its 'B-' issue rating on the
proposed EUR500 million payment-in-kind (PIK) toggle notes.

S&P also affirmed its 'B+' issue rating on Play's senior secured
notes and S&P's 'B-' rating on the unsecured notes and PIK toggle
notes.  S&P expects to withdraw the issue ratings on these notes
once the refinancing transaction completes.

The affirmation follows Play's announcement that it is planning
to refinance the group's current debt (including PIK toggle notes
at Play Topco) with new Polish zloty (PLN) denominated senior
secured bank financing amounting to PLN6.6 billion.

Additionally, Play is planning to raise new EUR500 million of PIK
toggle notes at Play Topco, with the proceeds designated to fund
a dividend to Play's shareholders.

While this transaction will increase the group's leverage, it is
in line with S&P's expectations for the current rating and its
assessment of Play's aggressive financial policies as a sponsor-
owned company.  S&P expects the transaction to increase adjusted
leverage to just over 5x pro forma for 2016, up from actual
adjusted leverage of about 3.9x.  S&P forecasts that adjusted
free operating cash flow (FOCF) to debt will remain comfortably
higher than 5% in 2017 at about 8%, despite an anticipated
increase in capital expenditure (capex) as Play has been
investing in new sites in rural areas in order to achieve
national coverage for its 3G and 4G networks.

This transaction significantly decreases Play's foreign exchange
exposure as the majority of the debt will be PLN denominated,
reducing the risk of volatility of its credit metrics.

Play has chosen to adopt early the International Financial
Reporting Standards (IFRS) 15 and IFRS 16 in 2016.  This resulted
in meaningful changes to its reported debt figure following
recognition of lease liabilities of PLN843 million on its balance
sheet.  There was also a heavy impact on reported profit
and loss figures and cash flow figures, the majority of which
related to Play no longer capitalizing subscriber acquisition
costs.

On an S&P Global Ratings-adjusted basis, S&P sees relatively
limited impact of the new accounting standards on S&P's credit
metrics as it already adjusted debt, EBITDA, and cash flows for
the company's subscriber acquisition costs as well as non-
cancellable operating lease liabilities.  S&P has used the new
measure of the lease liability as reflected in the financial
statements in its analysis, and S&P assumes operating lease
liabilities will continue to increase over the next five years as
the company continues to lease new sites.

Play's performance in 2016 was slightly stronger than S&P
expected, notably due to continued strong growth in its
contracted subscriber base.  S&P anticipates continued revenue
growth at Play in 2017 driven by its ability to attract a greater
share of other carriers' customer churn thanks to its value-for-
money brand, along with greater monetization of data.  However,
given that the Polish mobile market is now broadly evenly split,
S&P expects that subscriber and usage revenue growth at Play will
continue to slow down.

Play's market position and brand name in the Polish telecoms
market support its solid growth trajectory, market-leading
monthly churn for its post-paid subscribers of about 0.6%-0.7%,
good spectrum license position in comparison with its
competitors, and comparably high 4G coverage.  These factors all
bolster its business risk profile.

These strengths are partly offset by its mobile-only operations.
While S&P do not consider fixed-mobile convergence to be a key
differentiating factor in rural areas in Poland due to low
coverage of fixed broadband, S&P sees a risk that this could
become more important in main cities, where Play's market share
is higher.  Play's reliance on national roaming agreements in
remote areas is a further constraint, in S&P's view, although
this risk is set to be eliminated over the next few years as Play
is targeting full national coverage by 2020.

S&P forecasts positive FOCF (before operating lease payments but
after payment of interest on the PIK toggle notes at Play Topco)
of about PLN800 million in 2017 despite an expected increase in
capex to more than PLN600 million.

Given Play's solid competitive position and scale and its
supplemental credit ratios S&P views it as stronger than peers in
the 'B' rating category.  In particular, its strong free cash
flow generation compares favorably, with FOCF to debt at a high-
single-digit percentage despite S&P's expectation for an increase
in investments to reach national network coverage.

S&P's base case for Play assumes:

   -- Revenue growth declining to about 5%-7% in 2017 and 2018
      due to declining mobile number portability as market churn
      stabilizes, but still supported by continued growth in
      contract subscribers and mobile broadband subscribers, as
      well as further data monetization.

   -- Growth of about 150 basis points in the EBITDA margin by
      2018 supported by continued operating leverage and
      stabilizing subscriber acquisition and retention costs as
      handset unit subsidies reduce.

   -- Capex to sales (excluding spectrum licence costs)
      increasing to about 9%-10% due to increased investments to
      allow for national network coverage.

   -- Dividend distribution of about PLN2.1 billion.

Based on these assumptions, S&P arrives at these adjusted credit
measures in 2016:

   -- Debt to EBITDA of about 5.1x pro forma for the
      recapitalization transaction, declining to about 4.6x in
      2017;

   -- EBITDA interest coverage of about 4x, including the PIK
      toggle interest;

   -- Funds from operations (FFO) to debt of about 14%; and

   -- FOCF to debt of about 8% in 2017, including the PIK toggle
      interest.

The stable outlook reflects S&P's assessment that Play will
maintain a solid position as the value-for-money Polish mobile
operator, generate recurring FOCF to debt of 5%-10%, and maintain
adjusted leverage below 5.5x.

S&P could consider a negative rating action if Play failed to
sustain its competitive position and experienced higher
subscriber churn and weaker profitability.  S&P could also
consider this action if Play's adjusted leverage increased to
more than 5.5x, with no short-term leverage reduction prospects,
or if FOCF to debt were to fall below 5%.

Prospects for an upgrade seems remote at this point due to Play's
aggressive financial profile.  A higher rating would require a
change in Play's financial policy leading S&P to expect sustained
adjusted leverage of about 4x.


PLAY TOPCO: Moody's Rates Proposed EUR500MM PIK Toggle Notes Caa1
-----------------------------------------------------------------
Moody's Investors Service has assigned a Caa1 rating to the
proposed issuance of EUR500 million (PLN2.15 billion equivalent)
of payment-in-kind (PIK) toggle notes due 2022 by Play Topco S.A.
(Play Topco), the ultimate parent of P4 Sp. z o.o. (Play),
Poland's second-largest mobile network operator by subscribers.
Concurrently, Moody's has affirmed Play Topco's B2 corporate
family rating (CFR) and downgraded the probability of default
rating (PDR) to B2-PD from B1-PD. The outlook for all ratings
remains stable.

The ratings on the existing debt instruments at Play Topco, Play
Finance 1 S.A. and Play Finance 2 S.A. remain unchanged and will
be withdrawn once they are repaid with proceeds from the new PLN7
billion senior facilities agreement that Play has recently
signed.

The rating action follows the announcement that the company plans
to refinance its existing notes at Play Finance 1 S.A. and Play
Finance 2 S.A. as well as the existing EUR415 million of PIK
notes at Play Topco with PLN7.0 billion of term loans in addition
to issuing EUR500 million of new PIK toggle notes at Play Topco
in order to fund a dividend distribution to shareholders.

"The rating affirmation reflects that this transaction continues
a series of leveraging dividend recapitalizations, whilst
acknowledging the company's solid operating and financial
performance with credit metrics still aligned with its current
rating," says Alejandro Nu§ez, a Moody's Vice President -- Senior
Analyst and lead analyst for Play.

RATINGS RATIONALE

AFFIRMATION OF B2 CORPORATE FAMILY RATING AT PLAY TOPCO

The rating affirmation reflects (1) the increase in group
leverage as a result of the new PIK notes issuance, proceeds of
which the company will use to pay a distribution to its
shareholders, which is nevertheless still within the leverage
parameters consistent with its current rating; (2) the financial
strategy implemented by the shareholders; and (3) the reduced
foreign currency exposure given that, as a result of this
transaction, most of Play's debt will be denominated in Polish
zloty and therefore better matched to the group's cash flows.

Following this transaction and including the associated
shareholder distribution of PLN2.15 billion, Moody's estimates
that Play Topco's adjusted gross debt/EBITDA (Moody's adjusted)
for FY2017 will be around 4.7x. This is in the middle of the
4.2x-5.0x gross leverage range that the rating agency considers
appropriate for Play to be rated in the B2 category. This
shareholder distribution, funded by the PLN2.15 billion
equivalent of new PIK notes, is 34% higher than the pre-
transaction debt level of PLN6.2 billion, which demonstrates
Play's shareholders aggressive financial strategy.

The terms of this "pay if you can" PIK note provide for cash
interest payments subject to compliance with the restricted
payments capacity. Given the current restricted payments
capacity, it is likely that the PIK notes coupon will be paid in
cash, resulting in lower free cash flow generation than
previously anticipated, although they afford the company
flexibility as it embarks on an investment program to build out
its own nationwide network.

Moody's also notes that the company's operating performance over
the past few years has been strong, in line with or slightly
exceeding management's budget. As a result, continued performance
in line with the budget should translate into a consistent
deleveraging profile despite the increase in leverage resulting
from this dividend recapitalization. Moody's expects that the
pace of growth in revenues and EBITDA will slow going forward as
Play has reached a significant market share and scale and that
growth from current levels will be more challenging.

The B2 CFR also reflects: (1) Play's second-place position in the
Polish mobile market (by number of subscribers) and its
concentration in Poland; (2) Play's track record of growth in
market share and revenues since commercial launch in 2007; (3)
the better growth prospects for the Polish market when compared
with other European markets; (4) an expected stabilization of the
competitive and regulatory environments in Poland; (5) Play's
balanced spectrum position, compared with T-Mobile and Orange and
particularly in the most efficient sub-1GHz bands, and a
commercial de-risking strategy to reduce its reliance on network
roaming agreements; (6) Play's moderate deleveraging profile as
the company benefits from operating leverage yet rising capex
through 2020; (7) its positive and growing free cash flow
generation; and (8) a good liquidity profile and significantly
reduced foreign exchange risk following a recent refinancing.

At the same time, the rating reflects: (1) Play's mobile-only
business model, which could be challenged over time by converged
business models, and its concentration in Poland; (2) a track
record of aggressive financial policies implemented to date by
the shareholders; and (3) Moody's expectations that the
shareholders could make use of the financial flexibility that
Play will develop over time as it progressively deleverages, in
light of the new PIK notes' covenant leverage test of 4.5x net
reported debt/EBITDA.

PROBABILITY OF DEFAULT RATING OF B2-PD

The PDR has been downgraded to B2-PD from B1-PD to principally
reflect a higher family recovery rate of 50% and the presence of
meaningful maintenance covenants in Play's new term loans which
would help to avoid value erosion in a scenario of deteriorating
credit quality. The previous B1-PD PDR reflected a lower (35%)
recovery rate and a largely covenant-lite structure.

Caa1 RATING ON NEW PIK NOTES

The Caa1 rating on the new PIK notes issued by Play Topco is two
notches below the group's B2 CFR. This notching differential
reflects the PIK notes' structural and effective subordinated
position relative to the other debt instruments in the group's
capital structure. Due to the high initial leverage and the
substantial amount of secured term loans that effectively rank
ahead of the new PIK notes in case of enforcement, Moody's
expects that the recoveries for the PIK noteholders in a default
scenario would be limited.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Play's solid operating performance
and credit metrics for the rating category but also factors in
the risk, given the company's record of recapitalizations and a
Play Topco net leverage test of 4.5x, that the company may
releverage itself towards its maximum net leverage target of
4.0x.

The stable outlook also reflects Moody's expectation that over
the next 12-18 months, the company will deleverage toward a Gross
debt/EBITDA ratio (Moody's adjusted) below 4.2x while it
continues to generate positive and increasing free cash flow.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on the rating could develop if the company
delivers on its business plan, such that its (Moody's-adjusted)
Gross debt/EBITDA ratio drops below 4.2x and its (Moody's-
adjusted) Retained Cash Flow / Gross debt exceeds 15% on a
sustained basis. However, upward pressure on the rating may be
limited owing to the flexibility embedded in the debt
documentation, as a result of which the shareholders may
releverage the balance sheet up to 4.5x net reported debt/EBITDA
(through the PIK at Play Topco level).

Downward pressure could be exerted on the rating if Play's
operating performance weakens or if the company increases debt as
a result of acquisitions or shareholder distributions such that
its (Moody's-adjusted) Gross debt/EBITDA rises above 5.0x and its
(Moody's-adjusted) Retained Cash Flow / Gross debt declines below
10% on a sustained basis. A weakening in the company's liquidity
profile could also exert downward pressure on the rating.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: Play Topco S.A.

-- Corporate Family Rating, Affirmed B2

Downgrades:

Issuer: Play Topco S.A.

-- Probability of Default Rating, Downgraded to B2-PD from B1-PD

Assignments:

Issuer: Play Topco S.A.

-- EUR500 million Senior Unsecured PIK Debentures, Assigned Caa1

Outlook Actions:

Issuer: Play Topco S.A.

-- Outlook, Remains Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

Play Topco S.A. is the ultimate parent of P4 Sp. z o.o., Poland's
second mobile network operator in terms of subscribers. The
company operates under the commercial name "PLAY" and offers
voice, non-voice and mobile broadband products and services to
residential and business customers. As of December 2016, Play had
approximately 14.4 million reported subscribers (of which 58%
were contract subscribers) and a mobile market share of 26.3%.
For FY2016, Play reported revenues of PLN6.12 billion (EUR1.42
billion) and adjusted EBITDA of PLN2.03 billion (EUR473 million).
Play's shareholders are Olympia Development (through Tollerton
Investments Limited) with a 50.3% stake, and Novator with a 49.7%
stake.


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


TULA REGION: Fitch Affirms BB Long-Term Issuer Default Ratings
--------------------------------------------------------------
Fitch Ratings affirmed the ratings of the Tula Region of the
Russian Federation: the long-term Issuer Default ratings ("IDRs")
in foreign and local currency "the BB" from "stable" outlook and
short-term IDR at B foreign currency.

National Long-term rating: affirmed at AA- (rus) with "Stable"
outlook and withdrawn.

Long-term senior debt rating of the region confirmed at BB level.
National Long-term senior debt rating was affirmed at
AA- (rus) and withdrawn.

The affirmation reflects Fitch's base case scenario in respect of
stable budgetary performance and moderate direct risk Tula region
(direct debt plus other liabilities classification agencies) in
the medium term.

National scale rating was withdrawn as Fitch withdrew the ratings
on the national scale in Russia due to changes in the regulatory
environment for credit rating agencies in the country (see.
Message Fitch Ratings withdraws ratings on the national scale in
the Russian Federation / 'Fitch Ratings Withdraws National Scale
Ratings in the Russian Federation 'of 23 December 2016).

Key Rating Factors

Ratings BB reflects the acceptable operating balance Tula region,
which comfortably covers interest expenses, reducing the deficit
before debt variation and a moderate level of direct risk. The
ratings also take into account the modest socio-economic
indicators in the region and a weak institutional environment for
the Russian sub-national entities.

Fitch expects that the operating balance to be about 8% of
operating income in the medium term, which is below the 10.9% in
2016, but will still be sufficient to cover the interest payments
in 4-5 times (in 2016 .: 7.7 times). In 2016 the operating
balance was supported by the growth of tax revenues by 9.2%,
which is likely to slow in 2017, according to Fitch, due to
changes in excise duties and the distribution of revenues from
corporate income tax, although this will be partly offset by
higher transfers from the federal budget.

Fitch expects that the Tula region is likely to have a deficit
before debt variation in 2017-2019 gg., which Fitch forecasts at
3% -4% of the total revenues. Tula region had a small surplus in
2016 after four years of deficits. This improvement was due to
higher operating margins, a reduction in interest payments and
repayment of the municipalities budget credits in the amount of 1
bn. Rub. (mainly the city Tuloy ( BB -. / forecast "Stable")
Nevertheless, the fiscal flexibility of the Tula region, in
Fitch's view, remains low The bulk of the operating costs are
socially oriented and rather inflexible, and the investment has
been reduced to. low level (2016 .: 13% of total expenditure).

Fitch expects direct risk Tula region will remain moderate, at
less than 35% of current revenue in 2017-2019 gg. (2016 .: 25.4%
). in 2016, the direct risk stabilized at 15.7 billion. rub.,
after the region refinancing of bank loans by approximately 5
billion. rub. by loans from the federal budget. As a result, the
debt portfolio of Tula region is dominated by low cost loans (59%
), and then followed by bond issues (38%) and bank loans (3%).
Budgetary loans have a low interest rate of 0.1%, which should
help the region to save on interest payments in the medium term.

Despite the moderate debt burden prone region refinancing risk,
since the structure of the maturity of the debt is short in the
international context. In 2017 the Tula region to refinance 5.5
billion. Rub., Or 35% of the direct risk that it will be financed
through bank loans and budget loans. The Federal Government has
approved budget credit to the Tula region in the amount of 1.2
bln. Rub. in 2017. Additional funding for the year comes at the
expense of short-term treasury loans totaling 4 billion. rub.,
which allows you to defer more costly bank loans at the end of
the year.

The region's economy has a moderate amount on a national context,
with GDP per capita slightly below the median in the country. At
the same time, it benefits from a well diversified manufacturing
sector and is growing faster than the national average. It is
estimated the region's GRP Tula region grew by 4.8% YoY in 2015
and 2.5% in 2016, while Russia's GDP declined. The region's
administration expects that growth will continue at a level of
2.5% to 3% a year in 2017-2018., Supported by the manufacturing
industries and the restoration of national economic growth, which
the agency forecasts at 1.3% -2% in 2017-2018 gg.

Credibility region remains constrained by a weak institutional
environment for the Russian sub-national entities, which has a
shorter history of sustainable development than many comparable
countries in the world. Frequent reallocation of revenue and
expenditure responsibilities between the budgets of different
levels reduces the predictability of the fiscal policy of the
Russian local and regional authorities and the effect on the
ability of the Tula region forecasting.

FACTORS THAT MAY AFFECT FUTURE RATINGS

Sound budgetary performance with operating margins consistently
above 10%, combined with a moderate direct risk at less than 40%
of current revenue may lead to higher ratings.

Conversely, the ratings could be lowered in case of deterioration
of budgetary performance with operating margin is stable below
5%, combined with a weak debt coverage ratios in excess of 10
years (2016 g .: 2.7 years).


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


FTPYME TDA CAM 4: Fitch Affirms 'C' Rating on Class D Notes
-----------------------------------------------------------
Fitch Ratings has affirmed FTPYME TDA CAM 4's notes, as follows:

Class A2: affirmed at 'Asf'; Outlook Stable
Class A3(CA): affirmed at 'Asf'; Outlook Stable
Class B: affirmed at 'BB+sf'; Outlook Stable
Class C: affirmed at 'CCsf'; Recovery Estimate (RE) increased to
60% from 0%
Class D: affirmed at 'Csf'; RE 0%

FTPYME TDA CAM 4, FTA, 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 Ahorro del
Mediterraneo (now part of Banco de Sabadell).

KEY RATING DRIVERS

Continued Deleveraging
The pari-passu class A2 and A3(CA) notes have received EUR28.3m
of principal proceeds between them in the last 12 months.
Consequently, credit enhancement has increased for all notes over
the same period. The impact on the class A and B notes is limited
given that they are capped at 'Asf' and 'BB+sf'. For the class C
notes, the impact is limited as they are undercollateralised.

Note Interest Deferral
Payment of the class C notes' interest is currently subordinated
to principal repayment on the notes in the transaction's combined
waterfall due to the breach of the relevant cumulative default
trigger. The class C notes' deferred interest currently totals
EUR1.0.m.

Given limited headroom on the class B interest deferral trigger,
Fitch views it likely that interest on the class B notes will
also be deferred in the near future. The cumulative default
trigger as per initial balance is 8% and the current level is
7.8%. In current portfolio terms, if the default rate increases
by 1.9%, the default trigger will be breached and class B
interest deferred. Fitch believes that the default trigger could
be hit before the class A notes have been repaid in full, which
could take up to two years with the current trend. However, if
the default trigger was not breached and the class A notes paid
in full the class B notes' rating would be 'Asf', the cap level
for payment interruption risk.

Low, Stable Delinquencies
Loans in arrears of more than 90 days account for 0.4% of the
portfolio, down from 0.9% one year ago. Delinquencies have been
declining from a peak in early 2013 and have been at low levels
for the last two years.

Payment Interruption Risk
The highest achievable note rating in this transaction is capped
at 'Asf' due to exposure to payment interruption risk. The
reserve fund remains depleted and so the structure lacks a source
of liquidity if the servicer defaults and has to be replaced. The
class D notes are used to fund the reserve fund and have been
affirmed at 'Csf' as Fitch does not expect the reserve fund to be
replenished back to its target amount before the maturity of the
notes.

RATING SENSITIVITIES

A 25% increase in the obligor default probability or a 25%
reduction in expected recovery rates would not lead to a
downgrade of the notes.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

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

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

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

SOURCES OF INFORMATION

The information below was used in the analysis.
- Loan-by-loan data provided by TdA as at 30 November 2016
- Transaction reporting provided by TdA as at 31 January 2016


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


BLUE INC: Officers Club Shop at Oak Mall to Shut Down
-----------------------------------------------------
Rosemary Lowne at Greenock Telegraph reports that the Oak Mall
has been dealt a blow with news that a long-established store is
set to shut down.

The Officers Club in the shopping centre is closing, it's been
announced, Greenock Telegraph relates.

A struggling retail chain which owns the brand is disposing of
the Greenock branch as part of a UK-wide restructure, Greenock
Telegraph discloses.

The men's clothing shop has become a casualty after owner Blue
Inc. hit financial trouble, Greenock Telegraph states.

It plans to close 33 of its 127 shops, with the Oak Mall outlet
one of them, Greenock Telegraph says.

According to Greenock Telegraph, a "closing down" sale sign has
been put up and a staff member confirmed that the premises will
go.

It is unclear at this stage whether jobs will be lost as a result
or if staff could be redeployed, Greenock Telegraph notes.

Earlier this month, it was reported that the chain's parent
company had instructed Begbies Traynor to undertake a company
voluntary arrangement (CVA) -- a process that would allow it to
close unprofitable stores, see rents reduced and put the business
on a firmer financial footing, Greenock Telegraph recounts.

It's understood that Blue Inc. is struggling with debt repayments
and hefty rent bills, Greenock Telegraph relays.

If voted through by creditors, the move, which is part of a wider
organizational restructuring, is expected to result in heavy job
losses, according to Greenock Telegraph.


CLEEVE LINK: Radis Community Care Offers to Help Users
------------------------------------------------------
Malvern Gazette reports that a care provider has gone into
liquidation, potentially leaving people in Worcestershire without
access to their usual services.

Cleeve Link is based in Cheltenham but offers care to people in
their own homes across Worcestershire, Gloucestershire and
Oxfordshire, notes the report.

Gloucestershire County Council said it was told by the Care
Quality Commission that Cleeve Link had gone into liquidation on
March 2, according to Malvern Gazette.

However, people both using and providing Cleeve Link's care
services in Worcestershire have been offered a possible lifeline
by another provider, the report notes.

The report relays that Mike Padgham, communications director from
Radis Community Care said: "It's all been very sudden.

"We have made the local authority aware that we can help if needs
be.

"We have already helped a handful of people since March 3 and we
might be able to offer cover for care or even help if Cleeve Link
staff are looking for jobs."

Mr. Padgham said he was not sure how many people in
Worcestershire were likely to have been provided with care by
Cleeve Link, the report relays.

Anyone who uses the Cleeve Link services or worked for the
company can call Radis's helpline on 0330 100 8181 to find out
more.


FIRST4SKILLS: In Administration After Agency Contract Ended
-----------------------------------------------------------
Alistair Houghton at Liverpool Echo reports some 200 jobs are at
risk after a Liverpool apprenticeship firm collapsed when a
government contract was terminated.

First4Skills went into administration after the Skills Funding
Agency ended its contract with the firm to provide thousands of
apprentices, according to Liverpool Echo.

The report notes that administrators from RSM Restructuring
Advisory say the company has now ceased to trade.  They are now
in talks with the firm's 200 staff over the future of their jobs,
the report relays.

First4Skills is based in Princes Parade on Liverpool's
waterfront. It supports some 4,500 apprentices across the UK,
particularly in the retail sector.

The report notes that RSM said: "The decision to appoint
Administrators was made by the directors of First4Skills Limited
due to the withdrawal of its key contract with the Skills Funding
Agency.

"The move impacted the financial stability of the business, which
called into question the company's ability to continue to trade."

Joint administrator Lindsey Cooper said: "We are working with the
Skills Funding Agency and Skills Development Scotland and our
professional advisors to assist in the process of transferring
the learners to new training providers, whilst maximising the
returns to creditors.

"We are also working with the affected employees, providing
support to them during this period of uncertainty."

Skills Funding Agency funds further education in England for the
Department for Education (DfE), the report discloses.

The report says that DfE said: "We have exercised our right to
terminate First4Skills Limited's contract.

"We are working to ensure learners' programmes are not disrupted
and that where required alternative training provision is
identified and transfer arrangements made.

"We will work with employers through the National Apprenticeship
Service to ensure they are fully involved in the transfer
process."

The report relays the City of Liverpool College declined to
comment.

First4Skills' most recent accounts, for the year to July 2016,
were filed at Companies House in February, the report notes.
They show the company reported a pre-tax loss of GBP374,000 for
the year, compared to a loss of GBP84,000 the previous year, the
report relays.

The company's strategic report said: "The directors have approved
a three-year plan which expects to see an improvement to the
results of the business going forward. The strategy is reviewed
by the board on a regular basis. Steps are being taken to move
into new sectors to broaden the product offer.

"Contracts are in place with both SFA and SDS for 2016/17."

First4Skills is 60% owned by the City of Liverpool College, which
sold a 60% share of the business to Liverpool's Sysco Business
Skills Academy last July.


FOOD RETAILER: Two Budgens Store in Essex Due to Close
------------------------------------------------------
Huw Wales at Essex Live reports a national budget supermarket is
closing 34 stores across the country with 815 workers losing
their jobs.

Two stores in Essex are due to close as part of the nationwide
move, according to Essex Live.  Administrators are closing the
convenience stores nine months after they were originally bought
from the Co-op, says the report.

Food Retailer Operations Limited, one of the chain's operators,
went into administration on February 10.

The report says that a third of the Budgen stores are expecting
to be affected but only two stores are due to close in Essex and
Hertfordshire, the Budgen's stores in Rochford and South
Benfleet.

According to the report, a spokesman for the company said: "Since
its acquisition of the stores from Co-op in July 2016, the
company had experienced difficult trading conditions.

"This resulted in the company being placed into administration
despite sustained efforts to make the business more commercially
viable.

"Following their appointment, the administrators have been
assessing interest in the business.

"As a result, following the closure of nine stores at the
weekend, the remaining 25 stores will, regrettably, cease trading
over the course of the next two weeks with the loss of the
remaining 611 jobs."

Mike Denny, joint administrator, PricewaterhouseCoopers, said:
"Unfortunately, we have been unable to find a buyer and it is not
commercially viable to continue trading the stores.

"We are working closely with Co-op, USDAW and the relevant
government agencies to ensure that all employees receive the
maximum levels of practical and financial support through the
redundancy process."

Budgens were founded by John Budgen in 1872, and it claims to be
one of the oldest supermarket brands in the UK.

The report relates that until recently, there were more than 100
stores around the country from small supermarkets to petrol
station forecourts.

Full list of Budgens stores in Essex and Hertfordshire:

   -- Hullbridge
   -- Colchester
   -- Rochford
   -- Ingatestone
   -- Elmstead Market
   -- Doddinghurst
   -- Sawbridgeworth
   -- St. Albans
   -- Stevenage
   -- Radlett
   -- Abbots Langley
   -- Bushey Heath

             About Food Retailer Operations

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).


FOOD RETAILER: Budgens Woodhall Spa Branch Will Remain Open
-----------------------------------------------------------
Horncastle News reports it has been confirmed on March 7 that 36
Budgens stores are facing closure, as the company that bought the
stores has gone into administration.

However, despite the announcement, it has been confirmed that the
Woodhall Spa branch will remain open, according to Horncastle
News.

Reports suggest that over 800 jobs are at risk across the country
as a result of the closures, notes Horncastle News.

The Food Retailer Operations Limited (TFR) purchased the 36
stores from the Co-op in July, subsequently trading them under
the Budgens brand, the report relays.

The report notes that TFR has since gone into administration, and
are 'currently in consultation with their 800 colleagues'.

Budgens revealed to the News that the Woodhall Spa branch is not
owned by TFR, and will remain open.

The report notes that a spokesman for Budgens said: "Budgens is a
brand which operates 150 stores as a symbol group. The business
is performing very strongly.

"In July 2016 The Food Retailer Operations Limited (TFR) bought
36 stores from the Co-op and traded them under the Budgens brand.

             About Food Retailer Operations

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).


INFINIS PLC: Fitch Withdraws BB- IDR, Outlook Negative
------------------------------------------------------
Fitch is withdrawing Infinis plc's (Now Infinis Limited)
Long-Term Issuer Default Rating of 'BB-' with a Negative Outlook.

Fitch is withdrawing the ratings because the senior secured bond
has been repaid in full and the Issuer has chosen to stop
participating in the rating process. Therefore, Fitch will no
longer have sufficient information to maintain the ratings.

Accordingly, Fitch will no longer provide ratings or analytical
coverage for Infinis.

RATING SENSITIVITIES

Not applicable.


INN AT THE PARK: Set to Reopen Under New Ownership
--------------------------------------------------
Evening Express reports an Aberdeen hotel and pub is set to
reopen thanks to a final night pint that inspired a change of
ownership.

Inn at the Park in Ferryhill is now on the brink of being taken
over by husband and wife team Ronnie and Stephanie Caird,
according to Evening Express. It closed in October after it went
into administration, the report recalls.

The report notes that Ronnie said: "It was my local for 20 years
and I was really upset when it shut down.

"The idea to buy it started with a chat in the pub with the
locals on the night it was closing."

The report discloses that a new Facebook page for the pub has
been set up which, in a few days, has attracted more than 800
followers.

Ronnie's Continental Airfreight business is based in Dyce.

The day-to-day running of the hotel will headed by Stephanie, who
has previous experience working at the Douglas Hotel during the
1980s, the report relays.

According Evening Express, other than a fresh lick of paint,
there will be little work done to renovate the premises in the
short term.

The report says it is hoped the pub and hotel will be open be
back in business by the end of this month.

The restaurant will be running as soon as a chef is found and
hired, Ronnie said, the report discloses. "We just want everyone
to know that it's a community place and it's there for the
locals.

"We want to keep it going as it used to, with all its traditions.

"We want to make sure it stays as a big, family-friendly pub."

The report says a formal agreement has been made for the takeover
but nothing has been made official.


MOTO FINANCE: Fitch Rates GBP150MM Sr. Sec. Notes 'B+ (EXP)'
------------------------------------------------------------
Fitch Ratings has assigned UK-based Moto Finance Plc's proposed
GBP150 million senior secured fixed rate notes due 2022 a
'B+'(EXP) expected rating. The assignment of the final rating is
subject to receipt of final bank loan and bond documentation
being substantially on the terms as presented to Fitch.

The new notes will be issued by Moto Finance Plc and replace the
currently outstanding senior secured notes of GBP175 million due
2020 at the same entity. The notes will be structurally and
contractually subordinated to the senior secured bank debt
comprising a committed term loan of GBP450 million, capex
facility of GBP100 million and a revolving credit facility (RCF)
of GBP10 million; they will benefit from the same security and
guarantor coverage as the existing note holders.

Concurrently with the planned early redemption of the existing
notes and issuance of new senior secured notes, Moto Ventures
Ltd. (Moto) is refinancing its bank loan facilities at the level
of Moto Investments Ltd. by extending maturity to March 2022,
repricing the facilities and increasing the headroom under the
lock-up tests, financial covenants and certain permitted baskets.

Upon completion of this refinancing, based on the shareholder's
intention to use the existing group structure for this purpose,
Fitch expects to affirm Moto's Long-term IDR at 'B' with Stable
Outlook.

KEY RATING DRIVERS

Resilient Business Model: Despite the exposure to inherently
volatile retail demand, Moto's performance has remained resilient
through the cycle and Fitch see this as a strong supportive
factor for the rating. This is because the less discretionary,
captive nature of motorway travel retail compared to traditional
high street retail, a highly regulated environment limiting
direct competition, and strong franchise portfolio with
favourable terms allows a high degree of operational flexibility.
Fitch also do not anticipates near-term changes to sector
regulation. Moreover, given Moto's recent extension of maturing
franchise contracts, Fitch projects steadily improving
profitability from existing sites.

Asset Productivity to Improve: The medium-term capex plan will
improve Moto's profitability through expansion of existing and
development of new sites, as well as roll-out of selective
branded stores. Based on Moto's past capex efficiency and Fitch
assessments of the investment return of comparable businesses,
Fitch views the incremental earnings projected by the management
as reasonable. Meanwhile, a considerable step-up in capex and
simultaneous implementation of multiple asset development
projects bring moderate execution risks; in Fitch views,
increased profits from the planned expansion will mitigate
refinancing risks related to increased levels of debt to finance
such growth programme.

Negative Free Cash Flows: The rating remains constrained by
sustainably negative free cash flows (FCF) due to regular
shareholder distributions. Before considering any dividend
distributions, Moto remains structurally a cash generative
business, capable of funding a significant part of growth
investments. As long as Moto remains compliant with the lock-up
tests and maintenance covenants, and organic cash generation
remains sound, such a sustainably negative free cash flow profile
will not pressure the rating.

Leverage Headroom Exhausted: Higher projected drawn debt at
refinancing, together with utilisations under the capex facility
between 2017-2019, will lead to some re-leveraging close to 7.0x
on a funds from operations (FFO) basis, leaving only small
leverage headroom under the current rating. In the absence of
scheduled debt amortisations and a slow earnings ramp-up from
growth investments, the level of financial risk is projected to
remain persistently high at the entry level of 7.0x based on FFO
adjusted leverage, which is considered weak for the current 'B'
IDR, albeit mitigated by demonstrated profit resilience.

Above Average Recovery for Note Holders: According to Fitch
bespoke recovery analysis, higher recoveries would be realised
using a going concern approach, despite Moto's strong asset
backing. Better recovery expectations by preserving the business
model, as opposed to liquidating its balance sheet, reflect
Moto's structurally cash generative business and well managed
franchise portfolio.

Given the stable nature of the asset and cross-referencing with
peers with stable demand features, Fitch apply an EBITDA discount
of 15% leading to a hypothetical post-distress EBITDA of around
GBP90 million, and maintain the 7.5x EV/EBITDA multiple in
distress. Considering the priority of payments on enforcement,
the note holders would rank second after senior secured bank debt
lenders and in a potential distress scenario would achieve a
recovery of 52% of nominal value, resulting in an expected
instrument rating of 'B+'(EXP)/RR3/52%, leading to one notch
uplift from the IDR, as with the currently outstanding senior
notes.

DERIVATION SUMMARY

Moto's IDR of 'B'/Stable reflects an infrastructure-like business
profile operating in a regulated market with high barriers to
entry and limited competitive pressures. Despite its exposure to
cyclical and volatile retail demand, Moto's performance has been
resilient through the cycle, implying a less discretionary nature
of motorway customers. The business is comparable with catering
service providers, such as Elior (BB/Stable) or Sodexo
(BBB+/Stable), or energy service company Techem (BB-/Stable), all
of which face low volume risks given the high share of contracted
revenues and low customer churn. The rating constraining factors
are Moto's less diversified product offering, concentrated
geographic footprint with presence only in the UK, as well as
persistently high financial leverage. Fitch also point to its
shareholders' intention of regular dividend distributions,
signalling a financial policy biased towards equity interests.

KEY ASSUMPTIONS

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

- revenue growth at low single-digit rates,
- EBITDA margin gradually improving in excess of 14% (29%
   excluding fuel) driven by top-line growth,
- CAPEX in line with the Business Plan,
- drawdown in CAPEX facility to finance expansionary capex,
- shareholder distributions in line with the Business Plan and
   subject to lock-up test.

RATING SENSITIVITIES

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

- positive and sustained post-dividend FCF generation supported
   by steadily improving profitability and the earnings accretive
   expansion programme,
- decline in FFO adjusted leverage to 6.0x or below on a
   sustained basis,
- FFO fixed charge cover of 2.0x or higher on a sustained basis.

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

- weak implementation of the capital expansion programme leading
   to steady EBITDA weakening to below GBP100 million on a
   sustained basis,
- an increasingly aggressive financial policy translating into
   FFO adjusted gross leverage of above 7.0x on a sustained
   basis,
- FFO fixed charge cover weakening to below 1.5x on a sustained
   basis.

LIQUIDITY

Satisfactory Liquidity: Organic pre-dividend cash generation is
projected to be positive, averaging GBP20 million per year. After
shareholder distributions, Moto's unrestricted cash balance is
estimated at GBP20 million-GBP30 million at year-end. Fitch views
such liquidity levels as sufficient for the company to execute
its business plan. In Fitch liquidity computation Fitch excludes
GBP5 million as restricted cash in transit and tills. Fitch
projects the five-year committed RCF of GBP10 million will remain
undrawn throughout the forecast period.


YORKSHIRE GAME: David Salkeld, Adrian Lyons Take Over Business
--------------------------------------------------------------
Noli Dinkovski at FoodManufacture.co.uk reports that Yorkshire
Game, a gourmet business that fell into insolvency, has been
taken over by David Salkeld, its current managing director, and
Adrian Lyons, who has been running the business since 2014.

According to FoodManufacture.co.uk, Mr. Lyons will continue as
managing director of the company, which entered into a Company
Voluntary Arrangement in February.

Based in Richmond, North Yorkshire, Yorkshire Game lists wild
venison, grouse, pheasant, wild duck, woodpigeon, hare and rabbit
as its most popular products.


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


* EUROPE: Depositors Should Be Last to Suffer From Bank Collapse
----------------------------------------------------------------
Reuters reports that depositors should be the last to suffer
losses if a bank goes down, the European Central Bank said on
March 10, urging EU lawmakers to spell out this principle in
their new directive.

Fears that small savers would end up bearing the brunt of bank
rescues have rattled the euro zone since new European rules,
stating that a bank's creditors must lose money before taxpayers,
came into force last year, Reuters relays.

Commenting on a new draft EU directive, the ECB, as cited by
Reuters, said lawmakers should make sure depositors, including
large companies and banks, should only lose money after other
holders of senior liabilities, such as bonds.

The central bank proposed specific amendments to the directive,
which mainly relates to the creation of 'non-preferred' senior
bonds to help banks build a loss-absorbing buffer for the event
of a default, Reuters discloses.

According to Reuters, investors in this "non-preferred" paper
would lose their money before other senior bondholders.



                            *********

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 * * *