TCREUR_Public/170331.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

            Friday, March 31, 2017, Vol. 18, No. 65


                            Headlines


C R O A T I A

AGROKOR DD: Moody's Lowers CFR to Caa1, Outlook Negative


C Y P R U S

BANK OF CYPRUS: Fitch Raises Rating on EUR650MM Bonds from BB+


D E N M A R K

TELLER AS: Fitch Hikes Long-Term IDR to BB, Outlook Positive


F I N L A N D

TAKOMA OYJ: Filed for Bankruptcy in Pirkanmaa Ct.


F R A N C E

SOLOCAL GROUP: Fitch Raises LT Issuer Default Rating to B-


G E R M A N Y

REVOCAR 2017: Fitch Assigns 'BBsf' Rating to Class D Notes


G R E E C E

GREECE: Needs to Sell EUR6BB in Assets to Unlock Bailout Funds


I R E L A N D

BORETS FINANCE: Moody's Rates Proposed 5-Yr. Sr. Unsec. Notes B1


N E T H E R L A N D S

HALCYON LOAN: Moody's Assigns (P)B2(sf) Rating to Cl. F-R Notes


N O R W A Y

TELLUS PETROLEUM: Liquidation Commenced by Sequa Petroleum


P O L A N D

P4 SP: Fitch Raises Long-Term Issuer Default Rating to 'BB-'


S P A I N

TDA 26 MIXTO 1: Fitch Affirms 'CCCsf' Rating on Class D Tranche
* Spain's Microbusinesses Don't Last Very Long, Study Shows


U N I T E D   K I N G D O M

ASCENTIAL PLC: Fitch Affirms Then Withdraws BB- Long Term IDR
BRANTANO: Goes Into Administration With 1000 Jobs in Jeopardy
JOHNSTON PRESS: Top Shareholder Begins Debt-for-Equity Swap Talks
LEYTON ORIENT: Avoids Administration After Paying Debts
MILLIVRES PROWLER: In Administration

MIZZEN MEZZCO: Fitch Affirms B+ Long-Term IDR, Outlook Stable
POSITIVE OUTCOMES: Shuts Down After Failing to Find Buyer
RESIDENTIAL MORTGAGE 22: Fitch Affirms BB Rating on Cl. B2 Debt
SAINSBURY'S: 160 Jobs in Jeopardy With Phone Shops Closure
SALISBURY II-A: Fitch Assigns 'BB+(EXP)sf' Rating to Cl. L Debt

SHS INTEGRATED: In Administration, 150 Jobs at Risk
TREVOR WARDE: Director Given 14-Year Ban


X X X X X X X X

* BOOK REVIEW: AS WE FORGIVE OUR DEBTORS


                            *********



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C R O A T I A
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AGROKOR DD: Moody's Lowers CFR to Caa1, Outlook Negative
--------------------------------------------------------
Moody's Investors Service has downgraded the Croatian retailer
and food manufacturer Agrokor D.D.'s corporate family rating
(CFR) to Caa1 from B3 and its probability of default rating (PDR)
to Caa1-PD from B3-PD. Moody's has also downgraded the senior
unsecured rating assigned to the notes issued by Agrokor and due
in 2019 and 2020 to Caa1 from B3. The outlook on the company's
ratings remains negative.

"Our downgrade of Agrokor's rating reflects Moody's views that
the company is no longer able to sustain its high level of trade
payables, which may constrain its liquidity position," says
Vincent Gusdorf, a Vice President -- Senior Analyst at Moody's.
"This comes at a time when the company has limited means to raise
additional sources of liquidity owing to its restricted access to
credit markets and its reliance on a limited number of banks."

RATINGS RATIONALE

Moody's believes that the support from Agrokor's suppliers has
weakened, while its credit quality hinges notably on its ability
to keep payables above the industry's average. Payables amounted
to HRK16,197 million (EUR2,175 million) as of 30 September 2016,
which translates into 150 of days payables outstanding, compared
to 60 to 90 days for retail peers. A small reduction in payment
terms could therefore lead to a significant cash outflow.

As a result, Moody's now views Agrokor's liquidity as weak. While
the HRK2,286 million (EUR307 million) of cash and cash
equivalents reported at the end of September 2016 exceeded the
HRK959 million (EUR127 million) of short-term debt, Moody's
estimates that the company's liquidity would not suffice to
finance a reduction in payables. Additional sources of liquidity
are limited, since the restricted group only had access to EUR170
million bilateral credit facilities maturing in less than 12
months as of 30 September 2016. Agrokor's access to credit
markets has deteriorated and it relies on a small number of
banks, with Russian financial institutions Sberbank (Ba2/Ba1
stable, ba1) and Bank VTB, JSC (Ba2/Ba1 stable, b1) providing 52%
of the restricted group debt and 87% of its bank debt as of
September 2016.

At the same time, Agrokor needs to address the repayment of the
payment in kind (PIK) toggle loans sitting above the restricted
group at Adria Group Holding BV. Failing to refinance the PIKs
could potentially lead to an acceleration of the restricted
group's debt either on 8 March 2018, because a clause included in
some bank documentation allows lenders to ask for a repayment of
their loans, or on 8 June 2018 when the PIKs become due, as this
could trigger a change of control. These instruments had a
nominal value of EUR536 million at year-end 2016 and accrue
interests at an annual rate of 10.5%.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Negative pressure on the rating could materialize if Agrokor
fails to maintain short-term liquidity or if possible changes in
the capital structure negatively impact its creditors.

Upward rating pressure is currently limited in light of rating
action. Moody's would consider an upgrade if Agrokor: (1)
improves its liquidity; (2) stabilizes its trade payables and its
capital structure on a sustainable basis; (3) demonstrates its
ability to achieve an EBITA-to-interest ratio of at least 1.0x;
and (4) addresses the refinancing of the PIKs in a manner that
would not negatively affect the restricted group.

The principal methodology used in these ratings was Retail
Industry published in October 2015.


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C Y P R U S
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BANK OF CYPRUS: Fitch Raises Rating on EUR650MM Bonds from BB+
--------------------------------------------------------------
Fitch Ratings has upgraded Bank of Cyprus's Public Company Ltd's
(BoC, B-/Stable/B/b-) EUR650 million conditional pass-through
(CPT) covered bonds to 'BBB-' from 'BB+'. The Outlook is Stable.

The upgrade follows the programme's annual review and the
revision of Fitch's residential mortgage assumptions for Cyprus.
It also reflects the upward revision of Cyprus's Country Ceiling
to 'BBB-' following the upgrade of the country's Long-Term Issuer
Default Rating (IDR; 'Fitch Upgrades Cyprus to 'BB-'; Outlook
Positive' dated 21 October 2016 at www.fitchratings.com).

KEY RATING DRIVERS
The 'BBB-' rating for BoC's mortgage covered bonds is based on an
unchanged IDR uplift of two notches, payment continuity uplift
(PCU) of eight notches, a recovery uplift (RU) of three notches
and the 47% committed overcollateralisation (OC) that Fitch takes
into account in its analysis, which gives more protection than
Fitch's 'BBB-' 38% breakeven OC. The Stable Outlook on the
covered bonds reflects the significant six-notch cushion before a
downgrade of BoC's IDR would be expected to impact the covered
bonds rating.

The 47% OC that Fitch gives credit to is sufficient to support
timely payments at the 'BB-' tested rating on a probability of
default (PD) basis, but not at a higher rating, and offsets the
stressed cover pool's credit loss at 'BBB-', corresponding to a
three-notch RU above the tested rating on PD.

Fitch has revised the 'BBB-' breakeven OC to 38% from 35%. This
is rounded from the stressed credit loss at that rating scenario.
The credit loss at the tested rating on a PD basis of 'BB-' is
14.4%, which reflects the new asset assumptions for the
residential mortgage loans and results from the weighted average
(WA) foreclosure frequency of 43.8% and the WA recovery rate of
71.2%.

The cash flow valuation of 13.2% for the 'BB-' rating on a PD
basis reflects the effect of the lower WA interest rate of the
assets compared with that of the liabilities (2.1% versus 3.25%).
There is no hedging in place as the assets and the liabilities
are matched (99% floating assets versus 100% floating
liabilities).

The asset disposal loss component of 9.3% for the 'BB-' rating on
a PD basis represents the OC that allows timely interest payments
on the covered bonds without triggering a forced sale of assets.
The magnitude of the asset disposal loss component is positively
impacted by the additional OC that the issuer puts aside to
account for set-off exposures.

The unchanged IDR uplift of two notches reflects that the bank's
Long-Term IDR is driven by the Viability Rating and that there is
a low risk of under-collateralisation at the point of resolution.
This is based on Fitch's assessment of the strength of the
Cypriot legal framework, which includes the existence of an
independent asset monitor, asset eligibility criteria and a legal
and contractual minimum level of OC. The unchanged PCU reflects
the CPT feature as well as the principal coverage and six-month
interest provision required by law.

More details on Fitch's analysis are available in the full rating
report, 'Bank of Cyprus Public Company Ltd - Mortgage Covered
Bonds', which will shortly be available at www.fitchratings.com.

RATING SENSITIVITIES
Negative rating action on the covered bonds issued by Bank of
Cyprus Public Company Ltd (BoC) would be triggered by a downward
revision of the 'BBB-' Country Ceiling; or a decrease in the
programme overcollateralisation (OC) below Fitch's 38% breakeven
OC.

An upward movement of the Country Ceiling would only lead to an
upgrade of the rating of the programme if sufficient OC was
available to withstand assumptions to sustain ratings higher than
the current 'BB-' tested rating on a PD basis.

The Fitch breakeven OC for the covered bond rating will be
affected, among others, by the profile of the cover assets
relative to outstanding covered bonds, which can change over
time, even in the absence of new issuance. Therefore the
breakeven OC to maintain the covered bond rating cannot be
assumed to remain stable over time.


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D E N M A R K
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TELLER AS: Fitch Hikes Long-Term IDR to BB, Outlook Positive
------------------------------------------------------------
Fitch Ratings has upgraded Teller A/S's Long-Term Issuer Default
Rating (IDR) to 'BB' from 'BB-'. The Outlook is Positive. Fitch
has affirmed Teller's Short-Term IDR at 'B'.

KEY RATING DRIVERS
The upgrade reflects materially lower group leverage following
the recent IPO of Nets A/S, Teller's ultimate parent. The
Positive Outlook is driven by Fitch's expectation that group
leverage will continue to gradually decline.

Capitalisation is a key rating driver. Fitch believes it is
appropriate to look primarily at group capitalisation, rather
than the capital held at Teller, given the cross-guarantees
between Teller and various group entities mean that excess
capital held in Teller (above regulatory minimum) could be up-
streamed to help service debt repayments in other parts of the
group. Capital is also increasingly managed at the group level.

The ratings also factor in Teller's monoline business model in
Nordic merchant acquiring of international payment cards,
although this is mitigated by its leading Nordic franchise in its
business niche. They also reflect potentially large exposures to
operational risk, strong liquidity management and small
historical credit losses, which are comfortably absorbed by
earnings.

Fitch expects operating profitability to remain healthy in 2017
supported by increased transaction volumes and business expansion
in Sweden. However, high competition in the payment industry
limits Teller's pricing power. The positive trend in costs is
driven by operational improvements. Cost efficiency and more
diversified revenues will be key to profitability.

A key risk for Teller is the potential need to bridge a liquidity
gap that could be caused by a major operational event, such as a
system failure, which would delay payments from credit card
issuers. Fitch believes such a scenario is unlikely and the risk
is mitigated by a strong track record in managing operational
risk and significant holdings of cash.

Credit risk can stem from both fraud and default of a merchant.
Losses have consistently remained at low levels and are
comfortably absorbed by earnings. Fitch expects that Teller will
maintain prudent underwriting standards and strict risk controls,
particularly for its high-risk customers with large pre-payments
of goods and/or services.

RATING SENSITIVITIES
An upgrade could result from continued reduced group leverage,
provided operational and credit risk losses remain low. Downward
rating pressure could result from higher leverage, a significant
increase in the Teller's risk appetite through less prudent
liquidity management or expansion into higher-risk markets.


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F I N L A N D
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TAKOMA OYJ: Filed for Bankruptcy in Pirkanmaa Ct.
-------------------------------------------------
Panostaja Oyj on March 21 disclosed that the District Court of
Pirkanmaa has given its decision on March 21, 2017 at 10:00 a.m.
to file Takoma Oyj for bankruptcy (case K17/8011) and to file
Takoma Gears Oy for bankruptcy (case K17/8014).

The court has appointed attorney Leo Larestam from Borenius
Attorneys Ltd to be the administrator of bankruptcy estates of
Takoma Oyj and Takoma Gears Oy.


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F R A N C E
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SOLOCAL GROUP: Fitch Raises LT Issuer Default Rating to B-
----------------------------------------------------------
Fitch has upgraded Solocal Group's Long-Term Issuer Default
Rating to' B-', and assigned a senior secured bond rating of
'B'/'RR3'. The Outlook is revised to Negative.

The conclusion of the financial restructuring represents a
restricted default under Fitch's methodology. The Long-Term
Issuer Default Rating of 'B-' reflects the new financing
structure and associated improved financial flexibility of the
business that will allow it to invest for growth in digital
markets. The Negative Outlook reflects the execution risk in the
implementation of management's growth strategy Conquer 2018, as
well as the competitive nature of the markets the group operates
in. This rating action relies to a large extent on publicly
available information. Fitch will update the ratings following
the upcoming management meeting.

KEY RATING DRIVERS

Financial Restructuring Plan Complete: The debt restructuring
concluded on 14 March 2017. As a result, financial debt has been
reduced to approximately EUR398 million, representing EUR397.8
million of re-instated bonds and only small finance leases. Pro
forma net debt as at 31 December 2016 was reported at EUR344
million. Considering the five-year tenor of the bonds and an
expectation of a recurring free cash-flow margin of above 5%
(after interest payments), Fitch takes the view that management
has the means at its disposal to manage future refinancing risk.
The agency would expect some voluntary debt repayments over the
life of the bonds.

Implementation of Conquer 2018: Solocal Group now has more
financial flexibility to make investments in the internet
segment. Management intends to substantially refocus and optimise
the sales process, launch new product lines, emphasise mobile
growth and focus on audience monetisation. As the addressable
market continues to grow, Solocal Group will have to execute on
achieving better brand recognition, driving audience growth and
deliver compelling value to customers, if the group wants to be a
leading player in digital media and advertising over the longer
term. .

Viable Business Potential: Many of Solocal's businesses are
challenged by high levels of competition. The group says it ranks
seventh in terms of internet audience reach in France, and there
are many competing web construction businesses targeting SMEs
that also offer competing transactional tools. Typically,
audience monetisation is materially better for the top two or
three players in digital media. As a result, Solocal Group will
need to carefully select opportunities where it can establish a
market-leading position to achieve higher monetisation. Other
avenues for earnings growth include partnerships and cross-
selling of the product range to its large existing customer base.

DERIVATION SUMMARY

Solocal Group offers a broad range of services to enhance
customers' visibility on the web. This starts with creating and
maintaining websites and their content, achieving better rankings
on search engines (increasingly with geographic focus), placing
advertising links with the target audience and offering
transactional tools to complete bookings and payments. The group
generates traffic from its own media platforms, including
PagesJanues and Mappy, as well as through partnerships with
international players, including Google and Apple.

Solocal's operations demonstrate weaker monetisation of audience
reach and structurally higher costs than market-leading online
classified businesses such as rightmove, AutoTrader or Schipsted.
We consider that the current business profile limits Solocal
Group to a 'B' category rating, while the online classified
businesses with number one or two positions in their local
markets can achieve 'BB' category ratings, assuming in both cases
very little debt funding.

KEY ASSUMPTIONS

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

- 2017 EBITDA of around EUR205 million and mid-single digit
   growth in 2018;

- effective tax rate of 45% for purposes of the income
   statement, of which 85% was assumed to translate into cash
   tax;

- restructuring costs that may be qualified as recurring and
   utilisation of provisions of around EUR15 million per annum;

- these items are included in "Other Items Before FFO" in
   Fitch's presentation of the cash-flow statement;

- working-capital outflows of EUR5-10 million per annum;

- EUR75 million of capital expenditure per annum over the
   medium-term;

- EUR37m of non-operating/non-recurring cash-flow expenditure
   related to the financial restructuring in 2017, reflecting the
   group's communication regarding pro forma net debt as at end-
   December 2016 of EUR344m, implying a reduction of cash
   balances of EUR37 million;

- use of free cash flow to i) build-up a cash balance that is
   under all circumstances sufficient to safeguard liquidity, ii)
   pursue additional capital expenditure/growth opportunities
   (mostly of an organic nature); and iii) repay some of the
   EUR397m of re-instated bonds;

- no dividends over the rating horizon.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action / Stabilisation of the Outlook

- High single-digit growth of digital revenues and good cost
   control, leading to EBITDA-margin at or above 30% in the
   digital business over the medium-term, ie two to three years

- Monetisation of ancillary services supporting EBITDA margin

- Broader base of products that have a visible value-added when
   compared to the competition and rely on less labour-intensive
   marketing processes

- Achieving top-three market position in segments with
   meaningful market volume

- Voluntary debt repayments that mitigate future refinancing
   risk

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

- Lack of growth momentum in the digital business over the next
   24 months

- Free cash-flow margin falling below 5% on a sustained basis

- Failure to maintain cost discipline across the organization

- Weakening liquidity either due to operational issues or
   corporate activity

- Failure to make voluntary debt repayments over the five-year
   tenor of the reinstated bonds

LIQUIDITY

Adequate Liquidity: Following completion of the debt
restructuring the group holds around EUR60 million of cash and is
expected to generate positive free cash flow on an ongoing basis.

FULL LIST OF RATING ACTIONS

Solocal Group
-- Long-Term IDR upgraded to B- from RD, Outlook Negative;
-- Assigned a senior secured bond rating of B/RR3;

PagesJaunes Finance & Co. S.C.A.
-- The senior secured bond rating is withdrawn; following the
debt restructuring no bonds remain outstanding at PagesJaunes
Finance & Co. S.C.A.;


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REVOCAR 2017: Fitch Assigns 'BBsf' Rating to Class D Notes
----------------------------------------------------------
Fitch Ratings has assigned RevoCar 2017 UG (haftungsbeschraenkt)
notes the following final ratings:

EUR387.1m class A notes (ISIN: XS1578768217): 'AAAsf', Outlook
Stable

EUR32.2m class B notes (ISIN: XS1578768720): 'Asf', Outlook
Stable

EUR8.1m class C notes (ISIN: XS1578769298): 'BBB+sf', Outlook
Stable

EUR9.5m class D notes (ISIN: XS1578769538): 'BBsf', Outlook
Stable

EUR13.1m class E notes (ISIN: XS1578769702): not rated

RevoCar 2017 UG (haftungsbeschraenkt) (RevoCar 2017) is a true
sale securitisation of a pool of German auto loan receivables
originated by Bank11 fuer Privatkunden und Handel GmbH (Bank11).
The transaction is Bank11's third Fitch-rated securitisation.

The pool consists of amortising loans (EvoClassic), balloon loans
(EvoSmart) and balloon loans with special features
(EvoSupersmart). The loans are granted primarily to private
individuals. The notes pay a fixed interest rate and amortise
sequentially after the end of the two-year revolving period.

KEY RATING DRIVERS
New Product Securitised: At closing, 60% of the portfolio
consisted of EvoSupersmart loans. During the initial period, the
customers pay monthly instalments with a fixed interest rate.
Thereafter, the customers may either repay the balloon amount or
continue to pay monthly instalments with a variable interest
rate. In Fitch's view, in a stressed scenario, the loans will be
comparable with traditional balloon loans. The agency analysed
the potential fixed-floating mismatch and considered the exposure
limited.

Revised Default Expectations: Fitch derived a weighted average
default base case of 2.3%, down from the 4.5% we applied in
RevoCar 2015 and RevoCar 2014. The base case was set above
historically observed data. The available data is still limited
due to the bank being relatively young and the new loan product.
In addition, the base case reflects the risks associated with the
two-year revolving period. Should the loan performance
deteriorate, the sufficiently tight cumulative loss trigger will
end the revolving period.

Servicer Continuity Sufficient: Since its establishment in 2011,
Bank11's business strategy and risk-management processes have not
been tested in a stressed environment. However, Fitch views the
servicing interruption risk as addressed by the availability of a
contractual back-up servicer and a liquidity reserve that will
provide liquidity to cover senior fees and class A interest
payments if a servicer termination event occurs.

RATING SENSITIVITIES
The sensitivities below reflect rating changes to the rated notes
following an increase of the base case default rate and a
decrease in the base case recovery rate for the portfolio. For
example, Fitch would expect an increase in the base case default
rate by 25% and a decrease in the base case recovery rate by 25%
to result in a downgrade of the class A notes, from 'AAAsf' to
'AAsf'.

Original rating (2.3% base case default rate and 40% base case
recovery rate):
Class A: 'AAAsf'
Class B: 'Asf'
Class C: 'BBB+sf'
Class D: 'BBsf'

Sensitivity to a 10% increase in the default rate and a 10%
decrease in the recovery rate:
Class A: 'AA+sf'
Class B: 'A-sf'
Class C: 'BBBsf'
Class D: 'BB-sf'

Sensitivity to a 25% increase in the default rate and a 25%
decrease in the recovery rate:
Class A: 'AAsf'
Class B: 'BBBsf'
Class C: 'BB+sf'
Class D: 'B+sf'

Sensitivity to a 50% increase in the default rate and a 50%
decrease in the recovery rate:
Class A: 'Asf'
Class B: 'BB+sf'
Class C: 'BB-sf'
Class D: NR

Further sensitivities are available in Fitch New Issue report,
published at http://www.fitchratings.com/


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GREECE: Needs to Sell EUR6BB in Assets to Unlock Bailout Funds
--------------------------------------------------------------
Jay Taylor Media reports that Greece needs to sell EUR6 billion
of state-controlled assets by 2018 -- to fulfill terms of the
country's previous bailout -- before securing more cash.

The asset sales are a maneuver to privatize parts of Greece's
infrastructure and to satisfy the ongoing EUR86 billion bailout
with the European Union, Jay Taylor Media discloses.

According to Jay Taylor Media, these asset fire sales include:

   -- Lenders demanding a larger stake in Greece's main
electricity utility PPC, the largest producer of coal-fired
electricity in the European Union with fixed assets of EUR17.3
billion.

  -- Three bids for a majority stake (67%) in the country's
second-largest port.

   -- Last year's sale of a 67% stake in the port of Piraeus --
the country's largest port -- to Chinese shipping giant Cosco
Holding Co. for EUR368.5 million.

Despite these recent moves, there remain differences among
Athens, the EU and the IMF over labor and fiscal issues, Jay
Taylor Media notes.  All of which stand in the way of a crucial
bailout review and delay fresh loans for cash-strapped Greece,
Jay Taylor Media states.

But the bills still need to be paid, Jay Taylor Media says.

In fact, the Bank of Greece's governor recently noted that the
country's back was against the wall regarding the second review
of Greece's third bailout program, according to Jay Taylor Media.

To make matters worse, economic data is deteriorating and
sentiment remains negative, Jay Taylor Media relays.


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BORETS FINANCE: Moody's Rates Proposed 5-Yr. Sr. Unsec. Notes B1
----------------------------------------------------------------
Moody's Investors Service has affirmed the B1 corporate family
rating (CFR) and the B1-PD probability of default rating (PDR) of
Borets International Ltd (Borets). Concurrently, Moody's assigned
a B1 rating to Borets proposed 5-year senior unsecured notes to
be issued by Borets Finance DAC, a wholly owned subsidiary of
Borets incorporated under the laws of Ireland, and guaranteed by
the parent company and its principal Russian subsidiary, Borets
Company.

Moody's has also changed the outlook to positive from stable.

"Our decision to change the outlook to positive reflects Borets'
solid operating performance track record despite extreme stresses
in the oil-field services industry over the past 12-18 moths, as
well as financial and liquidity profile improvements," says
Ekaterina Lipatova, an Assistant Vice President -- Analyst at
Moody's.

The company intends to use the net proceeds from the proposed
senior unsecured note offering to repay outstanding borrowings
under its existing senior unsecured notes due in 2018 as well as
bank credit facility.

RATINGS RATIONALE

The rating action reflects a track record of Borets' solid
operating performance despite a period of extreme stress in the
global Oilfield Services (OFS) industry in 2015-2016 as well as
its improved financial and liquidity profile.

Although in 2015-2016 Borets suffered a material contraction on
international markets due to drop in oil prices, the company's
operating results were supported by its resilient Russian
business. Thus, while in 2016 the company's US-dollar revenues
declined by another 7.5% after a 28% drop in 2015 owing to
significant rouble depreciation and a decline of its
international business, which almost halved during the period, in
rouble terms, Borets' revenues increased by around 2% and 16%
respectively.

Moody's expects that in 2017 Borets' revenues will grow on the
back of robust Russian operations and the recent rouble
strengthening as oil prices have improved since late 2016.
Moreover, the company's international business should also show
some signs of recovery on increased optimism in the industry
globally and growing activity in the Middle East and North Africa
region. However, international markets will remain volatile and
Moody's continues to see downside risks as the sustainability of
the recent oil price recovery is still uncertain.

In 2016, despite weaker revenues, the company's adjusted EBITDA
grew by 27% on the back of visibly improved margins. Adjusted
EBITDA margin rose to 28.3% (20.6% in 2015 and 18.5% in 2014)
driven by the positive impact of rouble depreciation on the
profitability of its international operations and growing share
of more profitable products and services. Although the rouble has
strengthened since end-2016, Borets will likely be able to
preserve its adjusted EBITDA margin at above 20% further
supported by high level of vertical integration, economies of
scale, and tight cost controls.

Strong profitability, together with Borets' focus on gradual debt
reduction, led to significant deleveraging with the adjusted
debt/EBITDA reducing to 3.1x from 4.3x in 2015. In 2017, Moody's
expects that Borets' adjusted debt/EBITDA will reduce to below
3.0x supported by increasing revenue from both domestic and
international operations.

Moody's acknowledges the company's exposure to the currency
mismatch between its revenues (76.5% of which are in roubles) and
mostly US-dollar-denominated debt which may result in potential
volatility in financial metrics particularly in view of the still
very high degree of uncertainty over future developments of oil
prices and the rouble exchange rate. However, Borets' proven
adherence to conservative financial policy with focus on positive
free cash flow generation and very comfortable debt maturity
profile following the expected refinancing of the existing notes
should partly mitigate these risks.

Borets' ratings also incorporate its (1) leading position in the
niche electric submersible pumps (ESP) market, with long-standing
customer relationships; (2) exposure to the more stable
production cycle of the oil field development and its large
installed base, with a growing portion of revenues derived from
the replacement and servicing of existing ESPs; (3) active
development of the leasing business and new technologies. Moody's
also positively acknowledges Borets' adherence to sound corporate
governance standards under the existing shareholding structure.

However, the rating remains constrained by Borets' small scale,
focus on a single product line (ESP), and still limited
geographic and customer diversification, despite fairly material
international business.

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook on the ratings reflects the potential for
the upgrade of Borets' ratings over the next 12-18 months based
on Moody's expectation that the company will (1) deliver on its
operating targets, including maintenance of healthy profitability
and resumption of growth of its international business, while
preserving strong financial metrics and robust cash flow
generation; as well as (2) maintain solid liquidity profile
successfully addressing the refinancing of the existing notes due
in 2018.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's would consider upgrading Borets' ratings if the company
(1) continues to demonstrate robust operational performance in
line with its plans; and (2) maintains its leverage (measured as
adjusted debt/EBITDA) comfortably below 3.5x on a gross basis or
3.0x on a net basis, and (3) preserves a solid liquidity profile
successfully addressing the refinancing of the existing notes due
in 2018. The consideration of net leverage reflects that cash is
expected to accumulate over time in view of the bullet debt
structure and positive free cash-flow.

Negative pressure, though currently unlikely, could be exerted on
Borets' ratings as a result of (1) material debt-financed
acquisitions or capital investments; (2) aggressive shareholder
distribution; or (3) a material deterioration in Borets'
competitive position resulting in an increase in leverage, as
measured by adjusted debt/EBITDA, sustainably above 4x. Any
concerns about the company's liquidity may also pressure the
rating.

STRUCTURAL CONSIDERATIONS

The proposed notes will be issued by Borets Finance DAC, a
financing vehicle established solely for the purposes of notes
issuance, and guaranteed by Borets International and its
principal Russian subsidiary, Borets Company, which following the
completion of the group's restructuring will provide no less than
80% of the group's assets and EBITDA. The notes will be general
unsecured and unsubordinated obligations of Borets, ranking pari
passu with all of its other unsecured and unsubordinated
indebtedness. Moody's rates the notes at the same level as
Borets' CFR, because the company has no debt obligations in its
capital structure more senior to the notes.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Oilfield Services Industry Rating Methodology published in
December 2014.

Borets is a leading vertically integrated manufacturer of
artificial lift products for the oil sector, specialising in the
design and manufacture of electric submersible pumps (ESP) and
related products and provision of related services. In 2016,
Borets generated US$482 million in sales and US$136 million of
adjusted EBITDA and reported US$652 million in assets.


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


HALCYON LOAN: Moody's Assigns (P)B2(sf) Rating to Cl. F-R Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to six classes of notes (the
"Refinancing Notes") to be issued by Halcyon Loan Advisors
European Funding 2014 B.V.:

-- EUR179,800,000 Class A-R Senior Secured Floating Rate Notes
    due 2030, Assigned (P)Aaa (sf)

-- EUR39,700,000 Class B-R Senior Secured Floating Rate Notes
    due 2030, Assigned (P)Aa2 (sf)

-- EUR20,900,000 Class C-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Assigned (P)A2 (sf)

-- EUR15,400,000 Class D-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Assigned (P)Baa2 (sf)

-- EUR17,750,000 Class E-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Assigned (P)Ba2 (sf)

-- EUR9,300,000 Class F-R 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 addresses the expected
loss posed to noteholders. 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.

The Issuer has issued the Refinancing Notes in connection with
the refinancing of the following classes of notes: Class A Notes,
Class B Notes, Class C Notes, Class D Notes, Class E Notes and
Class F Notes due 2027 (the "Original Notes"), previously issued
on December 17, 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 its
respective Original Notes. On the Original Closing Date, the
Issuer also issued one class of Subordinated Notes, which will
remain outstanding.

Halcyon CLO is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans and senior secured
bonds; up to 10% of the portfolio may consist of unsecured senior
obligations, second-lien loans, high yield bonds and mezzanine
obligations. The underlying portfolio is 100% ramped as of the
second refinancing closing date.

Halcyon manages the CLO. It directs 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. After the
reinvestment period, which ends in April 2021, the Manager may
reinvest unscheduled principal payments and sale proceeds from
credit risk and credit improved obligations, subject to certain
restrictions.

In addition to the six classes of notes rated by Moody's, the
Issuer will issue EUR31,000,000 of Subordinated Notes. Moody's
has not assigned rating to this class of notes.

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
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.

Moody's used the following base-case modeling assumptions:

Par Amount: EUR304,500,000

Diversity Score: 36

Weighted Average Rating Factor (WARF): 2800

Weighted Average Spread (WAS): 4.00%

Weighted Average Recovery Rate (WARR): 42%

Weighted Average Life (WAL): 8 years.

As part of the base case, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with local currency country
risk ceiling ratings of A1 or below cannot exceed 10%, with
exposures to countries local currency country risk ceiling
ratings of Baa1 to Baa3 further limited to 5%. Following the
effective date, and given these portfolio constraints and the
current sovereign ratings of eligible countries, the total
exposure to countries with a LCC of A1 or below may not exceed
10% of the total portfolio. As a worst case scenario, a maximum
5% of the pool would be domiciled in countries with LCC of A3 and
5% in countries with LCC of Baa3. The remainder of the pool will
be domiciled in countries which currently have a LCC of Aa3 and
above. 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 exposure size to
peripheral countries and the target ratings of the rated notes
and amount to 0.75% for the Class A Notes, 0.50% for the Class B
Notes, 0.375% for the Class C Notes and 0% for Classes D, E and F
Notes.

Stress Scenarios:

Together with the set of modelling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important 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 each of the rated notes
(shown in terms of the number of notch difference versus the
current model output, whereby a negative difference corresponds
to higher expected losses), holding all other factors equal.

Percentage Change in WARF: WARF + 15% (to 3220 from 2800)

Ratings Impact in Rating Notches:

Class A-R Senior Secured Floating Rate Notes: 0

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

Class C-R Senior Secured Deferrable Floating Rate Notes: -2

Class D-R Senior Secured Deferrable Floating Rate Notes: -2

Class E-R Senior Secured Deferrable Floating Rate Notes: 0

Class F-R Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3640 from 2800)

Ratings Impact in Rating Notches:

Class A-R Senior Secured Floating Rate Notes: -1

Class B-R Senior Secured Floating Rate Notes: -3

Class C-R Senior Secured Deferrable Floating Rate Notes: -4

Class D-R Senior Secured Deferrable Floating Rate Notes: -2

Class E-R Senior Secured Deferrable Floating Rate Notes: -1

Class F-R Senior Secured Deferrable Floating Rate Notes: -1

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. PGIM Limited'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.


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


TELLUS PETROLEUM: Liquidation Commenced by Sequa Petroleum
----------------------------------------------------------
Sequa Petroleum N.V. disclosed that consultation procedures with
Tellus Petroleum AS employee representatives have concluded and
Tellus board and shareholder meetings have resolved to commence
the Tellus liquidation process in accordance with the Norwegian
Companies Act.

As stated in the Company's press release of 9 February 2017, the
cessation of its business in Norway, now followed by the
commencement of liquidation, constitutes under article 10 (g) of
the Terms and Conditions of the Bonds a potential default of the
Bonds.

The Company expects this potential default, together with the
potential default related to the outstanding Q4 2016 Bond coupon
as stated in the Company`s press release of 14 November 2016, to
be resolved with Sapinda`s support as the Company understands
that the required majority of the Bonds is held by Sapinda and
affiliates.

While amounts received to date have not matched the timing or
quantum requested, the Company currently expects to be able to
draw sufficient funds from its convertible loan facilities with
Sapinda Invest Sarl and Sapinda Asia Limited to enable it to
continue to trade and complete the liquidation of Tellus.

The net funds expected from the repatriation of liquidated assets
together with debt restructuring and possibly new equity and/or
debt funds will enable the Company to progress selected high
quality appropriately sized acquisition targets of production and
development assets elsewhere that are value-accretive and provide
cash flow.


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


P4 SP: Fitch Raises Long-Term Issuer Default Rating to 'BB-'
------------------------------------------------------------
Fitch Ratings has upgraded Polish telecom group P4 Sp. z o.o.'s
(P4 or Play) Long-Term Issuer Default Rating (IDR) to 'BB-' from
'B+' and affirmed the company's National Long-Term Rating at
'BBB-(pol)'/Stable. At the same time, the agency has assigned a
final rating of 'B-'/'RR6' to Play Topco S.A.'s PIK Toggle notes.
A full list of rating actions is available at the end of this
commentary.

The upgrade 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 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 'BB-' rating while taking
into account the dividend policy likely to be adopted in order to
service the PIK note. Fitch has assigned Play Topco an IDR of
'B+' 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 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-'.

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 more than 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 reduce dependence on its roaming partners and build
out a nationwide network. This will raise the capex/sales ratio
over the coming years, but avoid potential difficulties when
renewing roaming agreements which however remain in place for the
next four years.

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 'BB-' 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 rating 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 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 3.5x, a level consistent with net debt/EBITDA of around
   2.7x.

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 4.5x, which would result in a downgrade to
   'B+'.

- Fixed charge cover (excluding cash pay interest on the Play
   Topco PIK note), consistently below 3.0x, would result in a
   downgrade.

- Post dividend free cash flow margin consistently below mid-
   single digits

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 upgraded to 'BB-' from 'B+';
    Outlook Stable
-- National Long-Term Rating: affirmed at 'BBB-(pol)'; Outlook
    Stable

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

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

Play Topco S.A.
-- Long-Term Issuer Default Rating of 'B+' assigned with Stable
    Outlook
-- Senior PIK Toggle notes due 2022: 'B-'/'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.


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


TDA 26 MIXTO 1: Fitch Affirms 'CCCsf' Rating on Class D Tranche
---------------------------------------------------------------
Fitch Ratings has upgraded two tranches and affirmed five
tranches of TDA 26 Mixto Series 1 and 2, two Spanish RMBS
transactions that comprise residential mortgages serviced by
Banco de Sabadell S.A. and Banca March. The rating actions are as
follows:

TDA 26 Mixto Series 1:
Class A2 (ISIN ES0377953015) upgraded to 'A+sf' from 'Asf';
Outlook Stable
Class B (ISIN ES0377953023) affirmed at 'BBB+sf'; Outlook Stable
Class C (ISIN ES0377953031) affirmed at 'BB+sf'; Outlook Stable
Class D (ISIN ES0377953049) affirmed at 'CCCsf'; Recovery
Estimate (RE) revised to 85% from 0%

TDA 26 Mixto Series 2:
Class A (ISIN ES0377953056) upgraded to 'A+sf' from 'Asf';
Outlook Stable
Class B (ISIN ES0377953064) affirmed 'BBsf'; Outlook revised to
Stable from Negative
Class C (ISIN ES0377953072) affirmed at 'CCCsf'; RE revised to
50% from 35%

KEY RATING DRIVERS
Stable Credit Enhancement (CE)
Fitch expects structural CE will remain stable as the
transactions are expected to maintain pro-rata pay down of the
rated notes over the coming years. Existing and projected CE is
sufficient to support higher stresses as reflected in the
upgrades of the senior notes in both series.

Stable Asset Performance
Both series have shown sound asset performance compared with the
average Fitch-rated Spanish RMBS index. Three-months plus arrears
(excluding defaults) as a percentage of the current pool balance
of 0.25% and 0.29% for TDA 26 Mixto Series 1 and 2, respectively,
remain below Fitch's index of 0.9% as of the last payment date.
Cumulative defaults, defined as mortgages in arrears by more than
12 months, are also below the 5.6% of Fitch's index at 3.25% and
1.26% for Series 1 and 2, respectively. Fitch believes that these
levels are likely to remain stable as the stock of late stage
arrears is low. Given the improved performance Fitch has revised
the Outlook on the Series 2 class B notes to Stable and increased
the RE for the junior notes in both series.

Low Excess Spread
Fitch views the gross excess spread available to the transactions
of around 55bp per year as insufficient to cover default
provisioning needs, and therefore we expect reserve fund drawings
in scenarios of mild stress. Any reserve fund drawings would
weaken the transactions' ability to offer payment continuity to
the rated notes under a servicer disruption scenario.

RATING SENSITIVITIES
TDA 26 Mixto Series 1's class A notes could be upgraded to the
'AAsf' category if the transaction's liquidity protection against
a servicer disruption event strengthened, all else being equal.
Fitch will continue to assess the reserve fund balance relative
to the securitisation notes, and its ability to mitigate credit
and liquidity stresses.

A worsening of the Spanish macroeconomic environment especially
employment conditions, or an abrupt shift of interest rates could
jeopardise the underlying borrowers' affordability. This could
have negative rating implications, especially for the junior
tranches that are less protected by structural CE.


* Spain's Microbusinesses Don't Last Very Long, Study Shows
-----------------------------------------------------------
Nick Leiber at Bloomberg News, citing an IESE Business School
study of 1.2 million businesses of various sizes published in
November, report that revenue at small and midsize companies in
Spain dropped 32% from 2007 to 2014, and their head count was
down 27% on average.

Sales were steady at their larger counterparts, which increased
their workforces by 7%, Bloomberg notes.

Almost 96% of Spain's 3.2 million businesses are tiny, with no
more than nine employees and less than EUR2 million in annual
revenue, Bloomberg discloses.  These microbusinesses, as they're
known in Spain, account for 33.5% of private-sector employment,
more than 4 percentage points higher than the European Union
average, Bloomberg states.

A BBVA Foundation analysis from last year noted that Spain's
microbusinesses don't generate much revenue or last very long,
which makes them a drag on productivity, Bloomberg relays.

"In most cases, they don't have the will or the way to transform
themselves into small or midsize businesses," Bloomberg quotes
Rafael Domenech, chief economist for developed economies at BBVA
Research, as saying.  "The question is, how do we get them to
keep climbing the ladder of growth? It's one of the biggest
structural challenges the Spanish economy is facing."

Since the crisis began, the government has passed an assortment
of laws meant to spark confidence, including measures making it
easier for entrepreneurs to hire and fire employees and access
credit, Bloomberg relays.  They've helped, but the approach has
been "very piecemeal," Bloomberg quotes s Gayle Allard, an
economist at IE Business School in Madrid, as saying.

Financing costs in Spain are the highest among major European
countries -- and small companies pay significantly more interest
than their larger counterparts, Bloomberg says, citing a December
report by the Spanish government and business group CEPYME.

According to Bloomberg, a more significant hurdle is getting
clients to pay on time, says Antonio Garamendi, CEPYME's
chairman, who estimates that it takes three months on average to
settle an account.

"This is the problem that chokes small and midsize businesses,"
Mr. Garamendi, as cited by Bloomberg, said.  "Instead of
concentrating on the future of the business, the owner gets
distracted figuring out how to make payroll due tomorrow."


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


ASCENTIAL PLC: Fitch Affirms Then Withdraws BB- Long Term IDR
-------------------------------------------------------------
Fitch Ratings has affirmed Ascential Plc's Long-Term Issuer
Default Rating (IDR) at 'BB-'. The Outlook on the IDR is
Positive. Fitch has simultaneously withdrawn Ascential's ratings.

Fitch has withdrawn Ascential's rating as the issuer has chosen
to stop participating in the rating process for commercial
reasons. Accordingly, Fitch will no longer provide ratings or
analytical coverage of Ascential.

KEY RATING DRIVERS
The affirmation reflects Ascential's strong business profile
encompassing leading market positions in Information Services and
Festivals & Exhibitions, sound organic growth, strong cash flow
and measured financial policy. The company's portfolio management
approach has been effective at combining leading market positions
in "must-have" data analytics and information services, while
proving successful at developing strong organic expansion of
industry leading exhibitions, such as Cannes Lions. Portfolio
management is likely to lead to some M&A and disposals; the
latter evident in the company's Heritage Brands, which management
has identified for disposal. Fitch considers management strategy
to be measured and well executed.

The Positive Outlook reflects Fitch's forecast expectations that
underlying cash flow strength of the business will to lead to a
funds from operations lease-adjusted net leverage within the
company's upgrade guideline of 2.2x within 12-18 months. Fitch
estimates the metric at 2.6x based on reported 2016 numbers.
Fitch's rating case envisages the upgrade guideline being
achieved by end-2017. Financial policies are clear. The company
targets a net debt/EBITDA leverage within a range of 1.5x-2.0x
(YE16: 2.1x) and a pay-out ratio of 30% of net income. A free
cash flow margin (cash flow after capex and dividends) estimated
at 16% for 2016 is strong for the rating with Fitch's forecasts
assuming a metric that remains in the mid-high teens. This level
of cash flow generation is expected to lead to a natural balance-
sheet deleveraging, while leaving scope for dividend growth and
bolt-on acquisitions. An inaugural interim dividend in 2016 of
GBP6 million (1.5p a share) and announced final dividend of 3.2p
implies an annualised payment in the region of GBP18 million.

A portfolio approach to the business leads to business
integration and execution risk. However, management has delivered
good results, for example, acquisitions such as Stylesight in
2013, which has been integrated into WGSN, and Money 20/20 (the
mobile payments industry's trade expo in Las Vegas) in 2014,
which generated 60% organic growth in 2016 and is now being
replicated in Europe and Asia. The acquisition of MediaLink
(completed in February 2017) is an example of an acquisition
strategy in high-growth, high-margin information services in
adjacent business segments. The group's top five brands accounted
for 69% of revenues and 81% of adjusted EBITDA in 2016 providing
diversification within a defined business perimeter.

KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for Ascential
include:-

- underlying revenue growth of 6% in Events (Festivals &
   Exhibitions); 3% growth in Information Services; discontinued
   operations declines at about 10% a year. Medialink to add
   about GBP33 million in revenues in 2017,

- EBITDA margin to expand at between 50bp and 100bp a year,

- capex to remain in a range of 3.5% of sales,

- working capital flows remain neutral to moderately positive,
   reflecting advanced receipts in Events,

- acquisition payments and earn-outs of GBP66 million in 2017
   (including initial acquisition consideration for Medialink);
   falling to about GBP40 million-GBP45 million in the next two
   years (assuming high end of guided range for Medialink and
   broad IPO guidance),

- cash dividend to aggregate about GBP19 million in 2017 and to
   grow in line with management's 30% pay-out target.

RATING SENSITIVITIES
Not applicable


BRANTANO: Goes Into Administration With 1000 Jobs in Jeopardy
-------------------------------------------------------------
Sarah Butler at The Guardian reports more than 1,000 jobs are at
risk after shoe retailer Brantano collapsed into administration.
The company has suffered from a rise in costs since the post-
referendum fall in sterling amid a generally lacklustre UK
footwear market.

For the last few weeks, the company's private equity owner,
Alteri, had been attempting to sell Brantano and another footwear
chain, Jones Bootmaker, which it bought along with its sister
retailer for about GBP12 million in February 2015, according to
The Guardian.  The latter, which has 100 shops and about 800
employees, is also at risk of administration but is talking to
potential buyers thought to include private equity firm Endless
and footwear groups Kurt Geiger and Pavers, the report notes.

This is the second time Brantano has entered administration in
just over a year, the report relays.  In 2016 Alteri put it into
administration and then bought it back, the report recalls.

Tony Barrell -- tony.barrell@uk.pwc.com -- of
PricewaterhouseCoopers, who was appointed as lead administrator
to Brantano on March 22, said: "Despite significant improvements
in the business and reductions in the cost base, trading has
continued to suffer in a depressed and competitive footwear
market.  Like many other retailers, Brantano has also been hit
hard by the sharp decline in sterling, the ongoing shift in
consumer shopping habits and the evolution of the UK retail
environment."

The report notes that Mr. Barrell said Brantano would continue to
trade as normal while administrators assess its strategy and
interest in parts of the business.  But, Mr. Barrell said:
"Regrettably, it is inevitable that there will be redundancies.
Staff will be paid their arrears of wages and salaries, and will
continue to be paid for their work while the business is in
administration."

The report relays that specialist footwear retailers have been
under pressure for a number of years as clothing chains including
New Look and Primark have increased the number of shoes and boots
they sell.  Some major chains, including H&M, have recently upped
their footwear ranges, piling more pressure on specialists, the
report relays.

The report discloses that Maureen Hinton, retail research
director at research firm GlobalData, said: "Brantano is mainly
based in out-of-town stores and so had to be a destination to
attract people that was always going to count against it."

All retailers are under pressure from rising costs because of
increases in business rates, the introduction of a minimum wage
for over-25s and the fall in the value of the pound against the
dollar, the currency in which many products are bought on the
wholesale market, the report notes.  Mr. Hinton said it was
harder for footwear specialists to cut employee costs because
floor staff were required to fetch stock and explain shoe sizes
to customers, the report relays.

The report says Brantano is not the first British retail group to
collapse under the control of Alteri, a group backed by US
private equity firm Apollo Global Management.  Last year
tailoring specialist Austin Reed went into administration soon
after Alteri bought its debt, the report recalls.

Based in Hinckley, Leicestershire, the chain has 73 stores and 64
concessions across the UK and employs 1,086 staff.  Founded in
Belgium in 1953 it expanded into the UK by buying 47 Shoe City
shops in 1998.


JOHNSTON PRESS: Top Shareholder Begins Debt-for-Equity Swap Talks
-----------------------------------------------------------------
Christopher Williams at The Daily Telegraph reports that the
dominant shareholder in Johnston Press has opened talks with the
struggling newspaper publisher's lenders about a debt-for-equity
swap in a bid to stave off a potential financial crunch.

The listed activist fund Crystal Amber, the owner of more than
21% of Johnston Press, has begun discussions with major holders
of GBP220 million in bonds that are due to mature in two years,
The Daily Telegraph relates.

It is understood that in recent weeks Crystal Amber has
approached GoldenTree, the US hedge fund that is the biggest
creditor to the company, The Daily Telegraph discloses.

According to The Daily Telegraph, direct talks between
shareholders and bondholders could lead to a deal to cut the 250-
year-old company's burdensome debts.

Crystal Amber believes that even though Johnston Press's stock
market value has collapsed to less than GBP21 million,
bondholders may be willing to accept equity in exchange for
cancelling a significant portion of its debts, The Daily
Telegraph states.  The bonds are already trading at a steep
discount, at around 60 pence in the pound, The Daily Telegraph
notes.

Johnston Press is behind more than 200 local newspapers and the
national title the i.


LEYTON ORIENT: Avoids Administration After Paying Debts
-------------------------------------------------------
Alex Smith at Mirror reports that Leyton Orient have avoided
going into administration after paying off their Her Majesty's
Revenue and Custom debts in full -- but a judge insists they are
still in "mortal danger".

Orient reportedly had a GBP250,000 tax bill with the government -
- which the High Court heard had been settled, according to
Mirror.

The report discloses that the League Two side have been given
until June 12 to cough up debt to four other creditors -- with
one backing a winding up order.

Bosses at an event management firm say they are owed about
GBP18,000, the report notes.

The report relays that the judge, Registrar Nicholas Briggs, had
analyzed the case at a Bankruptcy and Companies Court hearing in
London.  Fans said after the hearing that Orient were still in
"mortal danger".

Controversial owner Francesco Becchetti was not present in court
and has not spoken about the petition since it was issued at the
beginning of the month, the report relays.  Chief executive
Alessandro Angelieri did turn up.

The report notes that supporters waited outside London court,
brandishing banners including one that read: "We want our club
back".

The report says fans have raised GBP110,000 in a bid to offer a
rescue package if the club drops into administration or Becchetti
decides to sell.

Orient are hanging on to their Football League place with the
side bottom of the fourth tier -- and are now seven points adrift
of safety, the report relays.

Daniel Webb's side plight was further blighted as they lost 4-1
to table toppers Doncaster on March 18, notes the report.

A lawyer representing Orient said GBP1 million was due to be
injected into the club soon, adds the report.


MILLIVRES PROWLER: In Administration
------------------------------------
David Hudson at Gay Star Business reports Millivres Prowler Ltd
has gone in to administration; but Gay Times is taken over by
new, independent company.

The team at long-running British gay magazine GT (formerly Gay
Times), have announced that its former publishing company has
gone into administration, according to Gay Star.

The report discloses that Millivres Prowler has been running for
over 20 years.  The company was the union of two pre-existing
companies: publishers Millivres and retailer company Prowler.
The company has faced many challenges in recent years, including
the increase in people shopping online, rising rents in London
and falls in the number of people buying magazines and adult
entertainment DVDs, the report relays.

The report recalls that in 2014, Millivres Prowler Ltd became a
subsidiary company to a new holding company, Millivres Prowler
Group Ltd. According to the 2014 press release, majority
shareholders of this company were entrepreneur James Frost and
long-running MPG associate and shareholder Simon Topham.  Since
then, MPG has sold its women's magazine, Diva, and closed its
Expectations store in Shoreditch (the business continues as an
online retailer).

The report relays that a statement posted on the GT website says
that Frost has now taken over GT completely: "Gay Times magazine
and gaytimes.co.uk have been bought by investor and entrepreneur
James Frost.

"The world's longest running magazine for gay and bi men will
continue to publish its print and digital editions uninterrupted
as a new and independent company: Gay Times Limited."

It says the magazine will rebrand itself as Gay Times.

"Gay Times was purchased from Millivres Prowler Ltd, which has
gone into administration."

"In a year during which we celebrate 50 years since the partial
decriminalization of male homosexuality in England and Wales,
it's more important than ever to see the LGBT community standing
on its own two feet and claiming its place in the world," James
Frost said in the statement obtained by the news agency.  "With
the current global political climate, we feel compelled to stand
up and stand out with pride. As such, we've decided to reclaim
our original name: Gay Times."

The report relays that Darren Scott, Gay Times editor added: "We
have been a voice for the global LGBT community for four decades
and it's important that we continue to speak our name loudly and
proudly.

"A confluence of events means we've been able to reclaim our
heritage and our independence, and we couldn't be happier.

"Discussions are also well advanced with a potential purchaser
for the other parts of the business."

Although GT will continue, there is uncertainty over what is
happening to the other parts of the Millivres Prowler Group
business empire, the report relays.

The company operates Prowler stores in Soho and Brighton, and
retail websites.

The report relays that companies House lists several businesses
at the MPG registered address in Stratford, East London:

   -- Millivres Prowler;
   -- Millivres Prowler Group;
   -- HC 1236 Limited; and
   -- Heart of Soho Limited.

Robert Hanwell, company secretary for all four businesses,
resigned last week, the report relays.

The report discloses that Paul Pittman and Guy Harrison of Price
Bailey LLP were appointed Joint Administrators of Millivres
Prowler Limited.  In a statement, Mr. Pittman said, "We are
delighted to have found a buyer for this iconic part of the MPL
business and are working on achieving a sale for the other parts.

"Although the company has entered an administration process, the
sale of Gay Times has secured the jobs for all 11 staff members
of the magazine.

"Discussions are also well advanced with a potential purchaser
for the other parts of the business and we hope to be in a
position to make a further announcement in the next 14 days."

GSN has contacted Price Bailey for further comment.


MIZZEN MEZZCO: Fitch Affirms B+ Long-Term IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Mizzen Mezzco Limited's (MML) Long-
Term Issuer Default Rating (IDR) at 'B+'. The Outlook is Stable.
Fitch has also affirmed the Long-term rating of the GBP189m
senior notes issued by MML's subsidiary, Mizzen Bondco Limited
(MBL) at 'B-'/'RR6'.

KEY RATING DRIVERS
IDR AND SENIOR DEBT
MML is a holding company and the consolidating entity for the
business operations of Premium Credit Limited (PCL) and the debt
issuance from MBL. PCL is the leading provider of insurance
premium instalment finance for personal and business insurance in
the UK and Ireland. MML's credit profile is primarily determined
by its ability to upstream dividends from PCL to service
obligations within both MML and MBL. As these dividend payments
represent the only source of cash flow from operations, the
ratings strongly reflect PCL's financial performance.

Our assessment of MML's capitalisation and leverage has
significant influence on its Long-Term IDR. The group's
significant leverage and debt servicing requirements mean that
internal capital generation is limited, reducing protection
against unexpected losses. The group's primary source of funding
is via the wholesale funding markets, through a GBP1.15 billion
securitisation facility, giving rise to high levels of associated
balance-sheet encumbrance. Refinancing risks have been reduced in
4Q16 as the securitisation facility was extended to December
2019. In addition, plans in place for PCL to become a regular
issuer of asset-backed securities should also help lessen the
reliance on the existing securitisation facility and to stagger
the group's debt maturity profile.

PCL is a low-margin, volume-driven business reflecting the low-
risk and short-term nature of its lending products. Earnings lack
diversification but PCL has reported sound recurring
profitability across the economic cycle, driven by its market
leading position albeit within its niche, low-risk appetite and
the stable and well-established nature of its relationships with
many of the sector's principal intermediaries. Underlying
profitability is adequate, but actual profit retention is reduced
by the regular upstreaming of dividends by PCL to its parent.
Nonetheless, underlying profitability has improved over the past
18 months due in part to lower funding costs and non-staff
expenses. We expect profitability to remain sound.

PCL's book of receivables is characterised by strong asset
quality. Loss experience has remained consistently low,
underpinned by the small-ticket, short-term nature of receivables
and generally strong recoveries in the event of non-payment. The
latter is aided by the recourse nature of a large part of PCL's
loan book.

The senior notes are rated two notches below MML's Long-Term IDR,
in line with their 'RR6' Recovery Rating. The low recovery
expectations are mainly driven by the notes' structural
subordination to PCL's securitisation facility, which encumbers
the majority of group receivables.

RATING SENSITIVITIES
IDR AND SENIOR DEBT
MML's Long-Term IDR is mainly sensitive to a change in our view
of PCL's ability to generate profits by which to upstream
dividends. Negative rating pressure could come from increased
risk appetite, for example through a significant increase in
PCL's appetite for non-recourse lending.

Materially lower leverage and/or greater diversification of
funding could lead to positive rating action in the medium term.

The rating of MBL's senior notes is primarily sensitive to any
movement in their anchor rating, MML's Long-term IDR. Lower
levels of encumbrance could have a positive impact by improving
recovery prospects for bondholders.


POSITIVE OUTCOMES: Shuts Down After Failing to Find Buyer
---------------------------------------------------------
DanRobinson at Nottingham Post reports that an apprenticeship and
work-based training provider headquartered in South Normanton has
ceased trading after it collapsed into administration.

Positive Outcomes, which employed more than 200 staff nationwide
and had a turnover exceeding GBP10.5 million, said it had been
forced to shut down immediately after failing to find a buyer for
the business, according to Nottingham Post.

The report discloses that the company appointed an administrator
after it failed to make it on to the new Register of
Apprenticeship Training Providers -- a Government operation that
helps employers to choose the right provider -- according to a
report in FE Week.

The report adds that all staff had been made redundant, although
this is yet to be confirmed by the firm.


RESIDENTIAL MORTGAGE 22: Fitch Affirms BB Rating on Cl. B2 Debt
---------------------------------------------------------------
Fitch Ratings has upgraded four tranches of Residential Mortgage
Securities (RMS) series and affirmed 26. The agency also placed
one tranche on Rating Watch Negative (RWN).

The underlying portfolios comprise highly seasoned UK non-
conforming residential mortgages.

KEY RATING DRIVERS
Improving Asset Performance
The proportion of late stage delinquencies (loans with more than
three monthly payments overdue) has decreased to between 13.8%
(RMS 22) and 18.0% (RMS 20) of the current pool, compared with
between 14.8% (RMS 22) and 18.9% (RMS 20) in January 2016. At the
same time, cumulative repossessions are nearly unchanged and
currently between 17.5% (RMS 22) and 18.3% (RMS 20) of the
initial pool. In RMS 26 late stage arrears are reported at 3.9%
of the current pool, while cumulative repossessions have
increased by 10bp over the last 12 months to 0.9% of the initial
pool.

Fitch expects asset performance to remain stable as a result of
the high portfolio seasoning, between 129 and 139 months, and low
interest rate environment.

Improving asset performance and expectations of future sound
performance have driven the upgrades in RMS 20 and 26.

Portfolio Undercollateralisation in RMS 26
Fitch notes that the outstanding note balance (GBP135.8 million)
of RMS 26 is approximately GBP2.4 million larger than the
outstanding portfolio balance (GBP133.4 million). Part of this
difference (GBP1.9 million) is related to the liquidity reserve,
the amortisation proceeds of which are used to redeem the
outstanding notes. However, the remaining GBP0.5 million
constitutes portfolio undercollateralisation, which will
determine a principal shortfall for the class B2 notes, as no
structural feature could mitigate the imbalance between asset and
liabilities. For this reason, Fitch has placed the notes on RWN.
The agency is discussing with the servicer the source of the
undercollateralisation and will assess potential remedial
actions.

Stressed Portfolio Margins
The majority of the assets are linked to SVR. In line with its
criteria, Fitch has applied a haircut to the mortgage spread. The
analysis shows that even with reduced portfolio margins, the
current credit enhancement is sufficient to withstand the
stresses associated with the current rating scenarios.

Pro-rata Redemption
In RMS 20, 21 and 22 all the notes are currently amortising pro-
rata. Given the expectations of sound asset performance, pro-rata
is likely to continue over time. This is beneficial to the junior
notes because the principal is repaid earlier and to the entire
structure as there is more excess spread available for
provisioning. This driver reflects the upgrade of the junior
notes in RMS 20.

Breached Counterparty Triggers
Fitch notes that in RMS 20, 21 and 22 Barclays (A/Stable/F1), is
in breach of the transactions' eligibility criteria (Short-Term
IDR of F1+) set for the account bank and collection account bank.
Barclays is also in breach of the long-term eligibility criteria
(Long-Term IDR of A+) set for the cross-currency swap
counterparty in RMS 20 and 22. Nevertheless, as per Fitch's
counterparty criteria, Barclays' Short and Long-Term IDRs are
sufficient to support a maximum rating of 'AAAsf' on the notes.
Fitch also understands that the issuer's agents are currently
exploring possible remedial actions.

Error Corrected
Fitch found that in its rating action dated 1 April 2016 there
were certain incorrect data entries in the model, as a prior
adverse credit foreclosure frequency increase was incorrectly
applied. Correcting this inconsistency affected the class B1a and
B1c of RMS 20 and class M1 and M2 of RMS 26, as reflected in the
rating actions.

RATING SENSITIVITIES
Failure to remedy the undercollateralisation may determine a
multi-notch downgrade.

Deterioration in asset performance beyond Fitch's assumptions
could trigger negative rating action.

An abrupt increase in reference interest rates beyond Fitch's
assumed stresses could have negative impact mortgage
affordability and trigger negative rating action.

DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pools and the transactions. There were no findings that 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 pools ahead of the transactions'
initial closing. The subsequent performance of the transactions
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Applicable to RMS 26
Prior to the transaction closing, Fitch reviewed the results of a
third party assessment conducted on the asset portfolio
information and concluded that there were no findings that
affected the rating analysis.

Applicable to RMS 26
Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and
practices and the other information provided to the agency about
the asset portfolio.

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

Residential Mortgage Securities 20 Plc (RMS 20)
Class A2a (ISIN XS0213175788): affirmed at 'AAAsf'; Outlook
Stable
Class A2c (ISIN XS0213176596): affirmed at 'AAAsf'; Outlook
Stable
Class M1a (ISIN XS0213177214): affirmed at 'AAAsf'; Outlook
Stable
Class M1c (ISIN XS0213178022): affirmed at 'AAAsf'; Outlook
Stable
Class M2a (ISIN XS0213178709): affirmed at 'AAsf'; Outlook Stable
Class M2c (ISIN XS0213179343): affirmed at 'AAsf'; Outlook Stable
Class B1a (ISIN XS0213180432): upgraded to 'A-sf' from 'BBBsf';
Outlook Stable
Class B1c (ISIN XS0213180945): upgraded to 'A-sf' from 'BBBsf';
Outlook Stable

Residential Mortgage Securities 21 Plc (RMS 21)
Class A3a (ISIN US76112VBD73): affirmed at 'AAAsf'; Outlook
Stable
Class A3c (ISIN US76112VBF22): affirmed at 'AAAsf'; Outlook
Stable
Class M1a (ISIN US76112VAG14): affirmed at 'AAAsf'; Outlook
Stable
Class M1c (ISIN US76112VAH96): affirmed at 'AAAsf'; Outlook
Stable
Class M2a (ISIN US76112VAJ52): affirmed at 'AAsf'; Outlook Stable
Class M2c (ISIN US76112VAK26): affirmed at 'AAsf'; Outlook Stable
Class B1a (ISIN US76112VAL09): affirmed at 'Asf'; Outlook Stable
Class B1c (ISIN US76112VAM81): affirmed at 'Asf'; Outlook Stable
Class B2a (ISIN US76112VAN64): affirmed at 'BBBsf'; Outlook
Stable

Residential Mortgage Securities 22 Plc (RMS 22)
Class A3a (ISIN XS0259417565): affirmed at 'AAAsf'; Outlook
Stable
Class A3c (ISIN XS0259418290): affirmed at 'AAAsf'; Outlook
Stable
Class M1a (ISIN XS0259418456): affirmed at 'AAAsf'; Outlook
Stable
Class M1c (ISIN XS0259418530): affirmed at 'AAAsf'; Outlook
Stable
Class M2a (ISIN XS0259418704): affirmed at 'AAsf'; Outlook Stable
Class M2c (ISIN XS0259418969): affirmed at 'AAsf'; Outlook Stable
Class B1a (ISIN XS0259419264): affirmed at 'BBBsf'; Outlook
Stable
Class B1c (ISIN XS0259419421): affirmed at 'BBBsf'; Outlook
Stable
Class B2 (ISIN XS0259419777): affirmed at 'BBsf'; Outlook Stable

Residential Mortgage Securities 26 plc (RMS 26)
Class A1 (ISIN XS0825706673): affirmed at 'AAAsf'; Outlook Stable
Class M1 (ISIN XS0825706913): upgraded to 'AAAsf' from 'AAsf';
Outlook Stable
Class M2 (ISIN XS0825707218): upgraded to 'AAsf' from 'Asf';
Outlook Stable
Class B1 (ISIN XS0825707564): affirmed at 'BBBsf'; Outlook
revised to Positive from Stable
Class B2 (ISIN XS0825707648): 'BBsf'; placed on RWN


SAINSBURY'S: 160 Jobs in Jeopardy With Phone Shops Closure
----------------------------------------------------------
Shropshire Star reports that Supermarket giant Sainsbury's is to
close a number of phone shops inside its stores in a move which
union officials said will hit 160 jobs.

A total of 22 shops will close and a further 16 will be sold to
EE with 106 staff transferred, while 15 employees at a central
telecoms base at Ansty Park, near Coventry, will be put at risk
of redundancy, said Usdaw, according to Shropshire Star.

The report discloses that National officer Joanne McGuinness
said: "Since the company closed their Mobile by Sainsbury's
service in January 2016, we and the staff were aware that they
were looking at options and that review has resulted in a new
partnership with EE.

"We will now enter into consultation talks with Sainsbury's where
we will be looking at the business case for this proposal. Our
priorities are to keep as many staff as possible employed within
the business, seek suitable redeployment opportunities where
necessary and avoid redundancies.

"Usdaw is also seeking early discussions with EE to ensure that
the transfer goes ahead smoothly and that our members do not
suffer any detriment in pay, terms and conditions or access to
trade union representation."

The report notes that a Sainsbury's statement said: "Our business
is going through a significant period of change and growth, most
notably with the recent acquisition of HRG.

"While a number of Argos outlets have been relocated within our
stores, we've also carried out a commercial review of the other
in-store services we provide.

"Following this review, we have now agreed a commercial
partnership with EE who will take over a number of Phone Shop by
Sainsbury's.

"Some Phone Shops will be closing. We are now consulting with all
affected colleagues and will look to redeploy them where
possible."


SALISBURY II-A: Fitch Assigns 'BB+(EXP)sf' Rating to Cl. L Debt
---------------------------------------------------------------
Fitch Ratings has assigned Salisbury II-A Securities 2017
Limited's notes expected ratings as follows:

GBP481.9 million Class A (credit enhancement (CE) of GBP219.9m):
'AAA(EXP)sf'; Outlook Stable
GBP14.0 million Class B (CE of GBP205.8 million): 'AAA(EXP)sf';
Outlook Stable
GBP37.0 million Class C (CE of GBP168.8 million): 'AA+(EXP)sf';
Outlook Stable
GBP7.3 million Class D (CE of GBP161.5 million): 'AA(EXP)sf';
Outlook Stable
GBP12.0 million Class E (CE of GBP149.5 million): 'AA-(EXP)sf';
Outlook Stable
GBP20.5 million Class F (CE of GBP129.1 million): 'A+(EXP)sf';
Outlook Stable
GBP5.2 million Class G (CE of GBP123.9 million): 'A(EXP)sf';
Outlook Stable
GBP5.9 million Class H (CE of GBP118.0 million): 'A-(EXP)sf';
Outlook Stable
GBP21.1 million Class I (CE of GBP96.8 million): 'BBB+(EXP)sf';
Outlook Stable
GBP5.1 million Class J (CE of GBP91.7 million): 'BBB(EXP)sf';
Outlook Stable
GBP7.6 million Class K (CE of GBP84.1 million): 'BBB-(EXP)sf';
Outlook Stable
GBP20.9 million Class L (CE of GBP63.2 million): 'BB+(EXP)sf';
Outlook Stable
GBP63.2 million Class M: 'NR(EXP)sf'

The transaction is a granular synthetic securitisation of
GBP701.8 million unfunded credit default swap (CDS), referencing
loans granted to UK small- and medium-sized enterprises (SME)
active in different economic sectors. The loans are mostly
secured with real estate collateral and were originated by Lloyds
Bank plc (A+/Stable/F1).

KEY RATING DRIVERS
Two Sub-pools, Different Risks: The securitised portfolio
comprises two sub-pools: a portfolio of loans to income-producing
real estate companies that the originator assesses through a
qualitative valuation that divides loan exposures into different
slots (IPRE pool); and a portfolio of loans granted to SMEs in
different industries that the originator assesses through a
rating system called BDCS (BDCS pool).

For the real estate pool, Fitch assigned a weighted-average (WA)
one-year probability of default (PD) of 3.5%. For the BDCS pool,
Fitch assigned a WA one-year PD of 3.0%, in line with the overall
bank benchmark that Fitch assigned to the originator's overall
BDCS book.

Replenishment Period: The transaction features a three-year
replenishment period, subject to conditions intended to limit
additional risks. The portfolio limitations are set so that the
replenishment period cannot further worsen the portfolio quality
if the pool quality was already deteriorating. The replenishment
period will be interrupted if certain performance triggers are
breached. Fitch believes these triggers will be effective because
in its base case loss scenario, the triggers are breached before
the end of the revolving period.

The arranger has introduced a minimum limit of 40% on the amount
of loans in the IPRE pool backed by residential collateral. This
covenant has positively benefited the rating recovery rates
(RRRs) of the IPRE pool.

Industry Concentration Risk: The initial portfolio is granular,
with the top obligor representing only 25bp of the total
portfolio. However, the initial pool is mainly concentrated in
three industries: real estate (40.0%); healthcare (20.0%); and
farming & agriculture (18.1%).

Limited Collateral Dilution Risk: About 80% of the pool at
closing will have an LTV below 80%. However, the LTV could be
diluted after closing, given new loans could be issued outside
the transaction. For the IPRE pool the originator's policies fix
a maximum LTV of 70% in the eligibility criteria, but there is no
hard limit to collateral dilution for the BDCS pool.
When analysing the transaction, Fitch applied collateral
adjustments to conservatively account for collateral dilution
beyond 70% for the BDCS pool. However, this is deemed unlikely,
given the current levels of collateral protection.

RATING SENSITIVITIES
Increasing the default probabilities assigned to the underlying
obligors by 25% could result in a downgrade of up to three
notches.

Decreasing the recovery rates assigned to the underlying obligors
by 25% could result in a downgrade of up to three notches.


SHS INTEGRATED: In Administration, 150 Jobs at Risk
---------------------------------------------------
BBC News reports that SHS Integrated Services Ltd. has gone into
administration with 150 jobs thought to be at risk.

The company has been operating for 19 years and is based at
Atlantic Trading Estate, Barry, Vale of Glamorgan, BBC discloses.

SHS Integrated Services Ltd. provides scaffolding, access
platforms and cladding for customers in a number of industries
and also has offices in Port Talbot and Doncaster.


TREVOR WARDE: Director Given 14-Year Ban
----------------------------------------
Ashleigh Wight at Commercial Motor reports that the director of a
haulage firm that went into liquidation owing GBP1.2 million to
unsecured creditors has been disqualified for 14 years.

The Department for the Economy (DfE) accepted the
disqualification undertaking from Newry-based Trevor Warde, in
respect of his conduct as a director of Trevor Warde Groupage
Services, according to Commercial Motor.

The report discloses that the company went into liquidation in
May 2014 with an estimated deficiency of GBP1.18 million in
regards meeting the money owed to creditors.

The DfE said Mr. Warde had knowingly acted as a director of the
company between August 2002 and August 2007, during which time he
had been issued with a disqualification order by the High Court,
the report notes.  This five-year disqualification was given in
respect of his involvement in Newry Town Football Club (1997).

The report discloses that he was said to have caused or permitted
the haulier to carry out fraudulent activities between May 1996
and November 2010, by potentially paying up to GBP1.4 million
into his personal bank account.

His disqualification follows a separate five-year ban that was
given to fellow director Gareth Warde in January, adds the
report.

The report relays that the company failed to pay GBP696,267 in
PAYE, national insurance contributions, interest and penalties
for the 2001/2 to 2010/11 tax years and GBP457,699 in corporation
tax, interest and penalties for the same time period.

The firm had an O-licence authorizing up to 23 vehicles and 23
trailers before it went into liquidation, the report discloses.


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


* BOOK REVIEW: AS WE FORGIVE OUR DEBTORS
----------------------------------------
Authors: Teresa A. Sullivan, Elizabeth Warren,
& Jay Westbrook
Publisher: Beard Books
Softcover: 370 Pages
List Price: $34.95
Review by: Susan Pannell
Order your personal copy today at
http://www.beardbooks.com/beardbooks/as_we_forgive_our_debtors.ht
ml

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

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

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

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

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

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



                            *********

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

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

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


                            *********


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

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

Copyright 2017.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

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

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


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