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

                           E U R O P E

         Wednesday, April 5, 2017, Vol. 18, No. 68


                            Headlines


C R O A T I A

AGROKOR DD: Inks Agreement with Creditors to Freeze Debt Payments


C Z E C H   R E P U B L I C

OKD: Czech Government Plans to Take Over Business via Prisko


G R E E C E

OCEAN RIG: Moody's Lowers CFR to Ca, Outlook Negative


I R E L A N D

AVOCA CLO XIV: S&P Affirms 'B-' Rating on Class F Notes
CBOM FINANCE: Fitch Assigns BB- Rating to USD600MM Bonds
ERLS 2017-PL1: DBRS Finalizes B(sf) Rating on Class F Debt


L U X E M B O U R G

BOARDRIDERS SA: Moody's Revises Outlook to Pos., Affirms Caa1 CFR


N E T H E R L A N D S

EMF-NL 2008-2 BV: S&P Ups Rating on Class D Notes to B
JACOBS DOUWE: Moody's Raises CFR to Ba2, Outlook Stable


P O R T U G A L

CAIXA GERAL: S&P Raises Issue Rating on Preference Shares to 'CC'


R O M A N I A

HIDROELECTRICA SA: Exits Insolvency, IPO to Cut Budget Deficit


R U S S I A

PERESVET BANK: Fitch Withdraws 'D' LT Issuer Default Rating
SIBUR HOLDING: Fitch Affirms BB+ Long-Term IDR, Outlook Negative
TOMSK OBLAST: S&P Revises Outlook to Stable & Affirms 'BB-' ICR
X5 RETAIL: Moody's Hikes CFR to Ba2, Outlook Positive


S P A I N

BBVA CONSUMO 9: DBRS Finalizes BB Ratings on Series B Debt
IM GBP CONSUMO I: DBRS Assigns CC(sf) Ratings to Series B Debt
IM GBP CONSUMO I: DBRS Finalises CC(sf) Ratings on Series B Notes
TDA CAM 8: S&P Affirms 'D' Ratings on 3 Note Classes
UFINET TELECOM: S&P Assigns 'B' Rating to EUR509MM Sr. Term Loan


S W I T Z E R L A N D

DUFRY AG: S&P Affirms 'BB' CCR, Outlook Remains Stable


U K R A I N E

KHARKOV: Fitch Affirms B- Long-Term IDR, Outlook Stable
KYIV: Fitch Affirms B- Long-Term IDR, Outlook Stable
UKRLANDFARMING PLC: S&P Withdraws 'SD' CCR on Lack of Information


U N I T E D   K I N G D O M

99P STORES: Goes Into Administration, to Close 60 Shops
ANTON GROUP: In Administration, 100 Jobs Made Redundant
BRANTANO: Halts Online Trading After Falling Into Administration
JAEGER: To Enter Into Administration, 700 Jobs at Risk
SEADRILL: Bankruptcy Proceedings May Impact Investors

* Adam Plainder Named Insolvency Lawyers Association President


                            *********


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C R O A T I A
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AGROKOR DD: Inks Agreement with Creditors to Freeze Debt Payments
-----------------------------------------------------------------
Jasmina Kuzmanovic at Bloomberg News reports that Agrokor d.d.
signed an agreement with its Russian-led creditors to freeze debt
payments.

Sberbank PJSC and other creditors said on March 31 that they had
agreed to a deal involving management changes, without naming
founder Ivica Todoric, Bloomberg relates.

According to Bloomberg, Sberbank said in a statement on March 31
the Croatian retailer and foodmaker may get about EUR300 million
(US$320 million) of new financing under the accord.

The deal will ease financial pressure on a company that makes up
about 15% of Croatia's economy and avert a potential crisis for
the government, which drew up special legislation on March 31 to
manage a possible failure, Bloomberg says.

Agrokor is struggling under a debt pile built up through
acquisitions including the purchase in 2014 of its main retail
rival, Mercator Poslovni Sistem d.d. in neighboring Slovenia,
Bloomberg discloses.  It's also contending with increased
competition, particularly since Croatia joined the European Union
in 2013, Bloomberg notes.

The retailer's problems were revealed in January, when Agrokor
announced it couldn't borrow on attractive terms, Bloomberg
recounts.  That triggered a fire sale by bondholders who were
already wary of Mr. Todoric's ability to meet obligations to
investors and suppliers, Bloomberg relates.

Zagreb-based Agrokor is the biggest food producer and retailer in
the Balkans, employing almost 60,000 people across the region
with annual revenue of some HRK50 billion (US$7billion).

                            *   *   *

As reported by the Troubled Company Reporter-Europe on March 31,
2017, Moody's Investors Service 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."



===========================
C Z E C H   R E P U B L I C
===========================


OKD: Czech Government Plans to Take Over Business via Prisko
------------------------------------------------------------
According to Bloomberg News' Ladka Bauerova, Lidove Noviny
newspaper, citing a report that will be discussed at cabinet
meeting today, April 5, the Czech government will discuss a plan
to take over troubled coal miner OKD, a unit of New World
Resources, via state company Prisko for CZK80 million and manage
mining operations until 2023.

                   About New World Resources

New World Resources N.V. is owned and controlled by New World
Resources Plc, an English public limited company domiciled in the
Netherlands that is admitted for trading on the London Stock
Exchange, where it maintains a Premium Listing, along with the
Warsaw Stock Exchange and the Prague Stock Exchange.

The ultimate parent and indirect majority owner of NWR is CERCL
Mining B.V., a privately-held Dutch company, which owns a
controlling majority of the shares of NWR Plc.

NWR's primary role in its corporate group has been to issue debt
(primarily in the form of secured and unsecured notes) and to
loan the corresponding proceeds to its wholly-owned operating
subsidiaries.  These operating subsidiaries conduct coal mining
and exploration operations in the Czech Republic and Poland.  The
operating subsidiary conducting mining operations in the Czech
Republic is critical to the local economy in that country.
Collectively, these operating subsidiaries employee over 11,500
workers (and utilize an additional 3,000 contractors), and many
major steel groups -- including some operating in the U.S. -- are
reliant on their coal.

As of July 15, 2014, NWR had outstanding gross external debt of
approximately EUR825 million (exclusive of amounts it owes under
certain intercompany obligations).  Of this debt, EUR500 million
in principal amount plus accrued interest is owed to the
beneficial holders of the 7.875% Senior Secured Notes due May 1,
2018.  NWR also owes EUR275 million in principal amount plus
accrued interest to the beneficial holders of its 7.875% Senior
Unsecured Notes due January 15, 2021.

NWR applied to the Chancery Division (Companies Court) of the
High Court of Justice of England and Wales, on July 28, 2014, for
an order directing it to convene separate meetings for two
classes of creditors only, namely, the existing senior secured
noteholders on the one hand, and the existing senior unsecured
noteholders.

NWR filed a Chapter 15 bankruptcy petition (Bankr. S.D.N.Y. Case
No. 14-12226) in Manhattan, New York on July 30, 2014, to seek
recognition of the UK proceeding.

Neither the Debtor's parent nor any of its operating subsidiaries
have commenced insolvency proceedings in the UK Court or any
other court within any jurisdiction.

The U.S. case is assigned to Judge Stuart M. Bernstein.



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G R E E C E
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OCEAN RIG: Moody's Lowers CFR to Ca, Outlook Negative
-----------------------------------------------------
Moody's Investors Service downgraded Ocean Rig UDW Inc.'s
Corporate Family Rating (CFR) to Ca from Caa2, and Probability of
Default Rating (PDR) to D-PD from Caa2-PD. Moody's also
downgraded the rating of Ocean Rig's unsecured notes to C from
Ca, as well as the rating on the senior secured term loan B at
Drillships Ocean Ventures Inc. (DOV), a subsidiary of Ocean Rig,
to Ca from Caa2. Concurrently, Moody's downgraded the rating on
the senior secured term loan B1 borrowed by Drillships Financing
Holding Inc. (DFH) to Ca from Caa2 and the rating on the secured
notes issued by Drill Rigs Holdings Inc. (DRH) to C from Caa3,
both are also subsidiaries of Ocean Rig. The outlook on all
ratings remains negative.

RATINGS RATIONALE

On 28th March 2017, Ocean Rig announced that they have entered
into a Restructuring Support Agreement (RSA) with creditors
representing over 72% of the company's outstanding debt of
approximately $3.8 billion at the end of 2016. This action is
aimed at restructuring the capital structure of the company in
light of the low profitability and cash flow expected over the
next years due to the depressed market conditions for deep
offshore oil exploration and drilling. The company also filed for
Chapter 15 in the US to ensure that the decision of the Cayman
Islands Court will be recognized in the US. Moody's views the
filing under Chapter 15 of the US Bankruptcy code as a default.

The RSA is subject to final approval from the creditors under
four scheme of arrangements in the Court of the Cayman Islands
where the company is domiciled. The four schemes mirror the
capital structure and represent each class of debt and issuer
being Ocean Rig UDW Inc. (the parent), DRH, DFH and DOV. The
three schemes of the parent, DOV and DFH are inter-conditional.

If approved as proposed by Ocean Rig, the restructuring would
lead to the cancellation of about $3.4 billion of debt via
exchange of current $3.8 billion nominal into a mix of new equity
estimated in total to approximately $1.7 billion, cash
consideration of approximately $288 million and new secured notes
due 2024 totaling $450 million. The mix between new equity, cash
and new notes will essentially depend on the seniority of the
instrument and level of security attached to it.

The rating action also reflects Moody's view that the proposed
restructuring would result in a significant loss to the lenders
of the term loans and investors of the notes. The unsecured notes
would be fully exchanged into new equity, while the secured notes
and term loans would receive, pro-rata to their shares of the
existing loans and bonds, a mix of cash, new notes and new
equity. Moody's notes that the value of the new equity is based
on the asset value of each silo or DRH, DOV and DFH, and the
asset value of Ocean Rig.

The Ca rating of the two term loan B facilities reflects their
stronger recovery prospects, receiving significant cash payment
and new notes, as well as new equity. The recovery expected for
the unsecured notes should be lowest at approximately 10%,
receiving only new equity. The DRH notes do receive some cash
compensation but for less than 3% of their outstanding debt and
no new notes. Together with the new equity amount, this is not
enough to merit a rating higher than C.

Should the restructuring proceed as proposed, the capital
structure should result in a low leverage of around 1.6x based on
assumed FY 2017 EBITDA of approximately $270 million and for a
debt of $450 million. However due to the expected decline in
EBITDA to approximately $150 million in 2018, as per management
plan, leverage should increase to approximately 3x.

According to the management, the company's operations are
expected to remain low over the next 3 years, with no real
recovery expected before 2020. There is an exceptionally high
level of uncertainties around the amount of capex to be spent by
oil companies in deep water exploration with the risk that new
exploration would not materialize. Equally, there should be scope
for recovery when new contracts are re-signed, even at lower day
rates, once the debt burden would be substantially reduced.

RATING OUTLOOK

The negative outlook includes the risk linked to the transaction
not being implemented as proposed. The negative outlook also
reflects the company's continuing decline in contracted revenues
over the next three years, with existing contracts winding up and
no visibility of return to better market conditions.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's could downgrade the ratings if (1) the proposed
transaction is not implemented as proposed; (2) in the event of
continued deterioration in operating performance and/or (3)
weakening liquidity position that could force the company into
insolvency.

Moody's could consider an upgrade of the CFR at the end of the
restructuring process if the outcome of the court process result
in a low levered capital structure in line with expected
profitability level.

PRINCIPAL METHODOLOGY

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

Ocean Rig is an international offshore drilling contractor
providing oilfield services for offshore oil and gas exploration,
development and production drilling, and specializing in the
ultra-deepwater and harsh-environment segment of the offshore
drilling industry.

Ocean Rig is listed on the NASDAQ and its market capitalisation
as at March 29, 2017 was approximately $20 million. Current
largest shareholders include George Economou, Ocean Rig's
Chairman and Chief Executive Officer and institutional funds.


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I R E L A N D
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AVOCA CLO XIV: S&P Affirms 'B-' Rating on Class F Notes
-------------------------------------------------------
S&P Global Ratings affirmed its credit ratings on Avoca CLO XIV
Ltd.'s class A, B-1, B-2, C, D, E, and F notes.

The affirmations follow S&P's assessment of the transaction's
performance using data from the January 2017 trustee report and
the application of S&P's corporate collateralized debt obligation
(CDO) criteria.

The portfolio remains highly diversified, with 118 distinct
obligors in 41 distinct industries and 17 distinct countries.
The weighted-average spread is 4.35%, which is above the covenant
of 3.90%.  According to S&P's analysis, the weighted-average life
is 5.62 years, down from 6.10 years at S&P's previous review.
The average rating in the portfolio is 'B+', which is unchanged
since S&P's previous review.

S&P incorporated various cash flow stress scenarios, using
various default patterns, levels, and timings for each liability
rating category, in conjunction with different interest rate
stress scenarios.

Taking into account S&P's observations outlined above and in
accordance with paragraph 92 of our corporate CDO criteria, S&P
considers the available credit enhancement for all classes of
notes to be commensurate with the ratings currently assigned.
S&P has therefore affirmed its ratings on the all classes of
notes.

Avoca CLO XIV is a European cash flow corporate loan
collateralized loan obligation (CLO) securitization of a
revolving pool, comprising primarily euro-denominated senior
secured loans and bonds granted to broadly syndicated corporate
borrowers.

RATINGS LIST

Ratings Affirmed

Avoca CLO XIV Ltd.
EUR516.1 Million Senior Secured Floating- And Fixed-Rate and
Subordinated Notes

Class            Rating

A                AAA (sf)
B-1              AA (sf)
B-2              AA (sf)
C                A (sf)
D                BBB (sf)
E                BB (sf)
F                B- (sf)


CBOM FINANCE: Fitch Assigns BB- Rating to USD600MM Bonds
--------------------------------------------------------
Fitch Ratings has assigned CBOM Finance PLC's USD600 million 7.5%
subordinated bonds a final Long-Term Rating of 'BB-'.

CBOM, an Irish SPV issuing the bonds, will on-lend the proceeds
to Russia's Credit Bank of Moscow (CBM: Long-Term Local- and
Foreign-Currency Issuer Default Ratings (IDRs) 'BB'/Negative;
Short-Term Foreign-Currency IDR 'B'; Viability Rating 'bb';
Support Rating '5'; and Support Rating Floor 'No Floor').

The assignment of the final rating follows the completion of the
issue and receipt of documents, which conform to the information
previously received. The final rating is the same as the expected
rating assigned on 20 March 2017.

KEY RATING DRIVERS

Fitch rates CBM's 'new-style' Tier 2 subordinated debt one-notch
lower than the bank's 'bb' Viability Rating (VR). This includes:
(i) zero notches for additional non-performance risk relative to
the VR, as Fitch believes these instruments should only absorb
losses once a bank reaches, or is very close to, the point of
non-viability (PONV); and (ii) one notch for loss severity,
reflecting below-average recoveries in case of default.

The bonds have a principal and coupon write-down feature,
triggered if: (i) the regulatory core capital ratio falls below
2%; or (ii) bankruptcy prevention measures are introduced in
respect to the bank. Legally, the latter is possible as soon as a
bank breaches any of its mandatory capital ratios, or is in
breach of certain other liquidity and capital requirements.
However, Fitch's base case assumes the regulator will not trigger
loss absorption until a bank has reached (or is very likely to
reach) PONV.

The bonds mature in October 2027and have a call option in October
2022.

RATING SENSITIVITIES

The expected rating is sensitive to changes to CBM's VR.

The Negative Outlook on CBM's ratings reflects the potential for
the VR, and hence the subordinated debt rating, to be downgraded
if a further significant deterioration of asset quality leads to
material capital erosion, without this being promptly cured by
shareholders. Upside potential for CBM's VR is limited, given the
Negative Outlook on the ratings.


ERLS 2017-PL1: DBRS Finalizes B(sf) Rating on Class F Debt
----------------------------------------------------------
DBRS Ratings Limited (DBRS) finalised its provisional ratings on
the notes issued by European Residential Loans Securitisation
2017-PL1 DAC (the Issuer) as follows:

-- EUR300,947,000 Class A Notes rated AAA (sf)
-- EUR85,268,000 Class B Notes rated AA (sf)
-- EUR33,439,000 Class C Notes rated A (sf)
-- EUR51,158,000 Class D Notes rated BBB (sf)
-- EUR51,830,000 Class E Notes rated BB (sf)
-- EUR33,439,000 Class F Notes rated B (sf)

The Class X Notes and the Class Z Notes are not rated by DBRS and
will be retained by the seller.

The Class A Notes are rated for timely payment of interest and
ultimate payment of principal. The Class B Notes, Class C Notes,
Class D Notes, Class E Notes and the Class F Notes are rated for
ultimate payment of interest and ultimate payment of principal.
An increased margin on the Class A and B Notes is payable from
the step-up date falling in March 2019. Additional amounts are
also due to the Class C, Class D, Class E and Class F Notes on
and from the first interest payment date following the step-up
date. Such additional amounts are not rated by DBRS. The Issuer
will enter into an Interest Rate Cap Agreement with BNP Paribas
S.A. (BNP). The cap agreement will terminate on 24 March 2024 or,
if earlier, the date as of which all amounts due under the Class
A, Class B, Class C, Class D, Class E and Class F Notes have been
repaid and/or redeemed in full. The Issuer will pay the interest
rate cap fee of 0.22% per annum on the interest rate cap notional
balance and, in return, will receive payments to the extent that
one-month Euribor is above 2% for the relevant interest period.
The cap notional balance will be in accordance with the notional
amount payment schedule.

The transaction benefits from a non-amortising Reserve Fund,
which is split into a General Reserve and Liquidity Reserve. The
non-amortising General Reserve fund will have a target amount
equal to 3% of the Class A to Class Z Note balance minus the
target amount of the Liquidity Reserve. The General Reserve will
provide liquidity and credit support to the rated notes. The
Liquidity Reserve is amortising with a target amount equal to 3%
of the Class A Notes and will provide liquidity support to the
Class A Notes. Amortised amounts of the Liquidity Reserve will
form part of the General Reserve.

On each interest payment date, the Additional Note Payment
Reserve will be credited using excess spread. Amounts standing to
the credit of the additional note payment reserve will be
available to cover additional note payment shortfalls. On the
relevant redemption date of the notes, amounts standing to the
credit of the additional note payment reserve will be applied as
available revenue funds.

Proceeds from the issuance of the Class A to Z Notes will be used
to purchase first charge performing (25%) and re-performing Irish
residential mortgage loans. The outstanding balance of the
provisional mortgage portfolio is EUR 651,442,277 (28 February
2017). The mortgage loans were originated by Bank of Scotland
(Ireland) Limited (BoSI; 68.0%), Start Mortgages DAC (Start;
28.0%) and NUA Mortgages Limited (NUA; 4.0%). The mortgage loans
are secured by Irish residential properties. Lone Star Funds,
through the respective seller, acquired the mortgage loans
originated by Start and NUA in December 2014. The mortgage loans
originated by BoSI were acquired by the respective seller in
February 2015. Servicing of the mortgage loans is conducted by
Start; Start is also expected to be appointed as Administrator of
the assets for the transaction. Primary servicing activities have
been delegated to Homeloan Management Limited (HML) under a
subservicing agreement. There is no obligation for Start to
continue to delegate to HML, and HML is not a party to the
securitisation documents. Hudson Advisors Ireland DAC will be
appointed as the Issuer Administration Consultant and, as such,
will act in an oversight and monitoring capacity.

The origination vintages of the portfolio are concentrated
between 2006 and 2008 (70.3%). The weighted-average (WA) indexed
current loan-to-value (CLTV) of the portfolio is equal to 82.7%,
with 61.8% having an indexed CLTV greater than 80%. The
proportion of the portfolio in negative equity represents 38.2%.
The pool is primarily concentrated in non-Dublin areas at 59.6%,
with the remaining 40.4% located in Dublin. Irish house prices in
Dublin and non-Dublin have rebounded 64.3% and 44.3%,
respectively, following the peak-to-trough drop of 59.7% and
55.7%, respectively. Restructured loans comprise 75.9% of the
mortgage portfolio, with 47.9% of the pool restructured in the
last 24 months. DBRS has assessed the performance of restructured
loans in its default analysis. The WA pay rate of loans before
restructuring is 76.2%. Post restructuring, the WA pay rate has
been 103.8%. As of 28 February 2017, 81.8% of the mortgage loans
are current with 0.1% of loans greater than or equal to three
months in arrears.

The interest rate payable on the mortgage loans is linked to
lender Variable Rates (VR; 28.2%), Fixed Rate Loans (3.7%) and
ECB tracker loans (68.0%). The coupon payable on the notes is
linked to one-month Euribor. A VR floor of one-month Euribor plus
2.50% will also be implemented, subject to compliance with
applicable law, regulations and mortgage conditions. The WA
coupon generated by the mortgage loans is equal to 1.92%; the WA
margin above one-month Euribor is equal to 2.26%.

From closing until the third interest payment date, the sellers
may sell to the Issuer a further portfolio (up to 2.7% of the
initial balance of the portfolio) subject to the further
portfolio conditions. The Issuer will fund such purchase from
amounts available under the prefunding reserve. The sellers are
not obligated to offer a sale of a further portfolio. If no
additional portfolio is transferred to the Issuer, funds standing
to the credit of the prefunding reserve will be applied as
available principal funds.

The credit enhancement available to the rated notes consists of
subordination and the General Reserve. The Credit Enhancement
available to the Class A Notes will be equal to 56.65%, Credit
Enhancement available to the Class B Notes will be equal to
43.90%, Credit Enhancement available to the Class C Notes will be
equal to 38.90%, Credit Enhancement available to the Class D
Notes will be equal to 31.40%, Credit Enhancement available to
the Class E Notes will be equal to 23.65% and Credit Enhancement
available to the Class F Notes will be equal to 18.65%.

The euro collection accounts are held with the Allied Irish Banks
Plc (AIB). Funds deposited into the AIB collection accounts will
be deposited on the next business day into the Issuer Transaction
Euro Account held with Elavon Financial Services DAC, London
Branch, which is privately rated by DBRS. DBRS has concluded that
Elavon meets DBRS's criteria to act in such capacity. The
transaction documents contain downgrade provisions relating to
the Transaction Account bank where, if downgraded below "A," the
Issuer will replace the account bank. The downgrade provision is
consistent with DBRS's criteria for the initial rating of AAA
(sf) assigned to the Class A Notes. The interest rate received on
cash held in the account bank is not subject to a floor of 0%,
which can create a potential liability for the Issuer.

The ratings are based on DBRS's review of the following
analytical considerations:
-- Transaction capital structure and form and sufficiency of
    available credit enhancement.
-- The credit quality of the mortgage portfolio and the ability
    of the servicer to perform collection and resolution
    activities. DBRS calculated probability of default (PD), loss
    given default (LGD) and expected loss outputs (EL) on the
    mortgage portfolio. The PD, LGD and EL are used as an input
    into the cash flow model. The mortgage portfolio was analysed
    in accordance with DBRS's "Master European Residential
    Mortgage-Backed Securities Rating Methodology and
    Jurisdictional Addenda."
-- The ability of the transaction to withstand stressed cash
    flow assumptions and repay the Class A, Class B, Class C,
    Class D, Class E and Class F Notes according to the terms of
    the transaction documents. The transaction structure was
    modelled using Intex. DBRS considered additional sensitivity
    scenarios of 0% CPR stress. The Class D Notes did not pass 0%
    CPR in the rising interest rate scenarios. DBRS will continue
    to monitor the CPR rates as part of its surveillance
    process.

-- The sovereign rating of the Republic of Ireland rated A
    (high)/R-1(middle)/Stable (as of the date of this report).
-- The legal structure and presence of legal opinions addressing
    the assignment of the assets to the Issuer and the
    consistency with DBRS's "Legal Criteria for European
    Structured Finance Transactions" methodology.


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


BOARDRIDERS SA: Moody's Revises Outlook to Pos., Affirms Caa1 CFR
-----------------------------------------------------------------
Moody's Investors Service revised Boardriders S.A.'s rating
outlook to positive from stable and affirmed the company's
ratings, including its Caa1 Corporate Family Rating, Caa1-PD
Probability of Default Rating, Caa1 rating on its 9.5% Senior
Notes due 2020 and Caa2 rating on its 8.875% notes due 2017.
Moody's also withdrew Boardriders S.A.'s SGL-3 Speculative Grade
Liquidity rating. Boardriders S.A. is a Luxembourg-based indirect
subsidiary of Boardriders, Inc.

"The outlook change to positive reflects Boardriders' meaningful
progress implementing its turnaround strategy since exiting
Chapter 11 bankruptcy on February 11, 2016," stated Moody's
Assistant Vice President, Mike Zuccaro. "Sustained improvement in
performance could lead to improved credit metrics and upward
momentum for the rating."

As part of its exit turnaround plan, Boardriders has implemented
a number of initiatives designed to improve operations and brand
positioning, including sourcing, logistics and distribution
improvements, working capital reductions and closing a large
number of underperforming stores, along with improved marketing
and communications and e-commerce acceleration. These initiatives
are expected to yield significant EBITDA improvement over time.
However, given the very challenging apparel environment, there
still remains some level of execution risk and concern regarding
the sustainability of its turnaround.

The SGL rating was withdrawn due to the non-public nature of the
company's debt and equity. Moody's is therefore unable to fully
disclose the rationale supporting periodic detailed liquidity
rating updates. Boardriders does continue to provide private
financial statements and other supporting information directly to
Moody's. The SGL rating was assigned when the company was still
filing public financials.

Outlook Actions:

Issuer: Boardriders SA

-- Outlook, Changed To Positive From Stable

Affirmations:

Issuer: Boardriders SA

-- Probability of Default Rating, Affirmed Caa1-PD

-- Corporate Family Rating, Affirmed Caa1

-- Senior Unsecured Regular Bond/Debenture, Affirmed Caa1(LGD4
    from LGD3)

-- Senior Unsecured Regular Bond/Debenture, Affirmed Caa2(LGD5
    from LGD4)

Withdrawals:

Issuer: Boardriders SA

-- Speculative Grade Liquidity Rating, Withdrawn , previously
    rated SGL-3

RATINGS RATIONALE

Boardriders' Caa1 Corporate Family Rating reflects that while the
company has made material progress implementing its turnaround
strategy, a meaningful amount of uncertainty remains with regards
to the sustainably of the turnaround in light of a very
challenging apparel and footwear industry, particularly in the
US. Despite significant debt reduction achieved as part of the
bankruptcy process, the company still has a significant debt and
interest burden that, when combined with low profit margins,
modest capital spending and near term debt maturities, will
likely limit free cash flow generation over the near term. While
improving, interest coverage, as measured by EBITA/interest,
currently remains slightly below 1 time.

The rating is supported by the company's well recognized brands
in their respective categories, along with geographic and product
diversity. Liquidity is adequate, and should be sufficient for
the company to continue to implement its operational improvement
plan over the near-to-intermediate term. Moody's expects that
operating cash flow, balance sheet cash and excess
revolver/delayed-draw term loan availability will adequately
cover cash flow needs over the next 12-18 months, including
working capital, capital expenditures and the repayment of
approximately $20 million of remaining Existing Notes that mature
in December 2017. However, liquidity could become challenged over
the longer term the company is not able to successfully execute
its strategies and weak earnings and cash flow persist.

The Caa1 rating assigned to Boardriders S.A.'s 2020 Notes
reflects the structural seniority with respect to international
businesses, offset in part by the junior claim to the meaningful
amount of secured debt in the U.S. in the form of a $140 million
Asset-Based Credit Facility ("ABL") and $50 million Delayed-Draw
Term Loan. The Notes are guaranteed on an unsecured basis by
certain of Boardriders' current and future non-U.S. subsidiaries,
and on a junior secured basis by Boardriders, Inc. and certain
current and future U.S. subsidiaries. Given the sizable amount of
sales and assets outside the United States, the structural
seniority of the Notes is meaningful enough to offset the
contractual seniority of the US secured debt. The Caa2 rating
assigned to Boardriders S.A.'s 2017 Notes reflects the meaningful
amount of debt that ranks senior to these notes in the global
capital structure. In conjunction with an exchange offer executed
on March 14, 2016, registered holders consented to the
elimination of substantially all restrictive covenants and
certain events of default. The notes are guaranteed on an
unsecured basis by Boardriders, Inc. and certain current and
future U.S. and non-U.S. subsidiaries.

Ratings could be upgraded if the company demonstrates sustainable
improvement in operating performance, with positive free cash
flow and EBITA/Interest sustained over 1.0x. Ratings could be
downgraded if operating performance or liquidity deteriorate, or
if its probability of default were to increase for any reason.

Boardriders S.A. is a Luxembourg-based indirect subsidiary of
Boardriders, Inc., which designs and distributes branded apparel,
footwear, accessories, and related products under brands
including Quiksilver, Roxy and DC.

The principal methodology used in these ratings was Global
Apparel Companies published in May 2013.


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


EMF-NL 2008-2 BV: S&P Ups Rating on Class D Notes to B
------------------------------------------------------
S&P Global Ratings took various credit rating actions in
Eurosail-NL 2007-2 B.V., EMF-NL 2008-2 B.V., and EMF-NL Prime
2008-A B.V.

Specifically, S&P has:

   -- Raised and removed from CreditWatch negative its ratings on
      EMF-NL 2008-2's class A1, A2, B, C, and D notes, and
      Eurosail-NL 2007-2's class A and M notes;

   -- Affirmed and removed from CreditWatch negative its ratings
      on Eurosail-NL 2007-2's class B, C, and D1 notes, and EMF-
      NL Prime 2008-A's class A2 and A3 notes; and

   -- Affirmed its 'D (sf)' ratings on EMF-NL Prime 2008-A's
      class B, C, and D notes.

On Jan. 10, 2017, S&P was made aware that the issuers of these
three transactions had entered into a settlement agreement with
Lehman Brothers Special Financing Inc. regarding the dispute
relating to the early termination of the ISDA master agreement
that governed the swap contracts in these transactions.  To allow
S&P time to review the transactions, in January 2017 S&P placed
on CreditWatch negative its ratings on all outstanding classes of
notes in Eurosail-NL 2007-2 and EMF-NL 2008-2, and on EMF-NL
Prime 2008-A's class A2 and A3 notes.

The rating actions follow S&P's credit and cash flow analysis of
the transactions and the application of its European residential
loans criteria following the inclusion of the senior swap
termination payments.

The collateral performance in all three transactions has
stabilized since S&P's previous full reviews.  The number of
arrears of more than six months, for which borrowers have not
fully paid their scheduled mortgage payments in their previous
three payments, has decreased to 2.5% and 3.6% from 4.9% and 6.8%
in EMF-NL 2008-2 and EMF-NL Prime 2008-A, respectively.  These
amounts have marginally increased in Eurosail-NL 2007-2, to 3.8%
from 3.5% at S&P's previous review.  That said, S&P has excluded
these loans from its analysis of the collateral pools and assumed
a recovery to be realized after 18 months.  As most of the
borrowers for these loans have not been current or paying full
mortgage payments for an extended period of time, S&P believes
they will not provide immediate cash flow credit to these
transactions until recovery.

After applying S&P's European residential loans criteria to these
transactions, S&P's credit analysis results show a decrease in
both the weighted-average foreclosure frequency (WAFF) and the
weighted-average loss severity (WALS) for each rating level
compared with S&P's previous reviews.

Eurosail-NL 2007-2

Rating      WAFF     WALS
level        (%)      (%)
AAA        41.35    49.23
AA         30.50    45.67
A          24.00    38.67
BBB        17.53    34.72
BB         11.16    31.86
B           9.02    29.21

EMF-NL 2008-2

Rating      WAFF     WALS
level        (%)      (%)
AAA        41.32    51.58
AA         28.56    48.17
A          21.50    41.38
BBB        14.57    37.50
BB          7.72    34.66
B           5.75    31.96

EMF-NL Prime 2008-A

Rating      WAFF     WALS
level        (%)      (%)
AAA        18.68    50.53
AA         12.44    46.99
A           9.41    39.84
BBB         6.21    35.67
BB          3.18    32.65
B           2.38    29.78

The decreases in the WAFF are primarily due to the higher
seasoning credit for performing loans.  The decreases in the WALS
are mainly due to the lower current loan-to-value ratios in all
three transactions.  The overall effect is a decrease in the
required coverage for all rating levels in all three
transactions.

EMF-NL Prime 2008-A no longer benefits from a liquidity facility,
with the reserve fund providing the only source of external
liquidity support to the structure.  Due to the increase in
cumulative losses since S&P's previous review and the effect of
the senior swap termination payment, as of January 2017, the
reserve fund has been depleted and the principal deficiency
ledger for the class D notes has increased to EUR6.0 million from
EUR4.8 million at S&P's previous review.  The deterioration in
available external liquidity support and swap termination
payments has negatively affected the class B, C, and D notes,
leading to interest shortfalls on these classes of notes as of
the latest January 2017 interest payment date (IPD).  S&P
expected these shortfalls to continue for more than 12 months.
Consequently, in line with S&P's temporary interest shortfall
criteria, it has affirmed its 'D (sf)' ratings on EMF-NL Prime
2008-A's class B, C, and D notes.

Given that the swap termination payments rank below the class A
notes' interest payments in EMF-NL Prime 2008-A, the reduced
liquidity has not had a material effect on our ratings on these
notes.  In addition, S&P believes the amount of fees payable by
the transaction will be reduced as the deal will no longer be
subject to ad hoc legal fees related to the swap termination.
Consequently, S&P has affirmed and removed from CreditWatch
negative its 'BB (sf)' ratings on EMF-NL Prime 2008-A's class A2
and A3 notes.

EMF-NL 2008-2 no longer benefits from a liquidity facility.
However, unlike EMF-Prime 2008-A, the reserve fund has not been
depleted by losses.  The senior swap termination amounts were
therefore fully paid on the January 2017 IPD using proceeds from
the reserve fund and excess spread amounts.  Despite this and the
subsequent reduction in credit enhancement for all classes of
notes, the reduced credit coverage at all rating levels has
offset the negative effect of the senior swap termination
payment.  As a result, the transaction is able to achieve higher
rating levels than those currently assigned.  Therefore, S&P has
raised and removed from CreditWatch negative its ratings on EMF-
NL 2008-2's class A1, A2, B, C, and D notes.

The reduced credit coverage in Eurosail-NL 2007-2 is completely
offsetting the negative effect of the swap termination payments,
especially for the senior class A and M notes.  Consequently,
these notes are able to achieve higher rating levels than those
currently assigned.  S&P has therefore raised and removed from
CreditWatch negative its ratings on Eurosail-NL 2007-2's class A
and M notes.

S&P's analysis indicates that the available credit enhancement
for the class B, C, and D1 notes in Eurosail-NL 2007-2 is
commensurate with the currently assigned ratings.  S&P has
therefore affirmed and removed from CreditWatch negative its
ratings on these classes of notes.

These three transactions are Dutch residential mortgage-backed
securities (RMBS) transactions backed by pools of nonconforming
Dutch residential mortgages originated by ELQ Hypotheken N.V.

RATINGS LIST

Class              Rating
          To                  From

EMF-NL 2008-2 B.V.
EUR285.1 Million Mortgage-Backed Floating-Rate Notes

Ratings Raised And Removed From CreditWatch Negative

A1        A+ (sf)             BBB+ (sf)/Watch Neg
A2        A (sf)              BBB (sf)/Watch Neg
B         BBB+ (sf)           BB (sf)/Watch Neg
C         BB (sf)             B- (sf)/Watch Neg
D         B (sf)              CCC (sf)/Watch Neg

EMF-NL Prime 2008-A B.V.
EUR200 Million Mortgage-Backed Floating-Rate Notes

Ratings Affirmed And Removed From CreditWatch Negative

A2        BB (sf)             BB (sf)/Watch Neg
A3        BB (sf)             BB (sf)/Watch Neg

Ratings Affirmed

B         D (sf)
C         D (sf)
D         D (sf)

Eurosail-NL 2007-2 B.V.
EUR353.675 Million Mortgage-Backed Floating-Rate Notes Including
An overissuance Of EUR3.675 Million Excess Spread-Backed Floating
Rate Notes

Ratings Raised And Removed From CreditWatch Negative

A         AA (sf)             AA- (sf)/Watch Neg
M         AA- (sf)            A+ (sf)/Watch Neg

Ratings Affirmed And Removed From CreditWatch Negative

B         BB+ (sf)            BB+ (sf)/Watch Neg
C         B+ (sf)             B+ (sf)/Watch Neg
D1        B- (sf)             B- (sf)/Watch Neg


JACOBS DOUWE: Moody's Raises CFR to Ba2, Outlook Stable
-------------------------------------------------------
Moody's Investors Service has upgraded corporate family rating
(CFR) to Ba2 from Ba3 and probability of default rating (PDR) to
Ba3-PD from B1-PD of JACOBS DOUWE EGBERTS Holdings B.V. ('JDE' or
'the company'), an intermediate parent entity of JDE group,
global coffee manufacturer and retailer based in the Netherlands.
Moody's has also upgraded the rating of the EUR5.8 billion
currently outstanding credit facilities (including EUR500 million
RCF) raised by Jacobs Douwe Egberts International B.V.
(previously Charger Opco B.V.) to Ba2 from Ba3. The outlook on
all ratings is stable.

The rating action primarily reflects the following drivers:

- JDE's strong financial performance and cash flow generation
   since its formation due to higher and faster synergies rollout

- The company's policy to deleverage via regular debt
prepayments


RATINGS RATIONALE

The Ba2 CFR reflects JDE's (i) scale and strong market position
in key countries of operation; (ii) geographical and segmental
diversification within the defensive coffee segment; (iii)
further synergies potential and expectation of debt prepayments
leading to deleveraging expectation; and (iv) good liquidity
profile. The ratings also reflect (i) exposure to low volume
growth in Europe, mitigated by premiumisation trend and growing
presence in emerging markets; (ii) Moody's adjusted gross
leverage remaining high at around 4.8x at year-end 2016; and
(iii) short-term volatility of earnings due to coffee price
fluctuations.

The company reported EUR5,206 million sales and EUR952 million
adjusted EBIT during financial year ended December 2016 (FY16)
leading to 18.2% adjusted EBIT margin. Cash generation was
strong, supported by c. EUR400 million inflow from working
capital initiatives. Moody's gross adjusted leverage at year-end
2016 was 4.8x (based on EBITDA excluding some integration costs),
which is ahead of the rating agency's expectation of 5.4x. JDE is
in the process of acquiring Super Group Ltd, a leading Pan-Asian
branded manufacturer of primarily instant coffee and tea, instant
tea mixes and other instant beverage and food products, for
approximately 1.45 billion SGD (funded primarily out of cash on
balance sheet).

Moody's deleveraging expectation below 4.5x (Moody's adjusted)
within the next 12-18 months reflects not only EBITDA growth but
also voluntary debt repayment out of cashflow generation. Moody's
note that leverage may be volatile, affected by fluctuations in
mark-to-market of derivatives related to hedging of green coffee
purchases, included in Moody's adjusted EBITDA.

The company is on track with its supply chain and procurement
initiatives such as warehouse consolidation and manufacturing
footprint rationalization, with most of the synergies achieved.
The company has already closed two out of three manufacturing
facilities (in Germany, Belgium and China) announced in September
and completed the majority of IT integration during 2016.

JDE's liquidity profile is good, supported by EUR860 million cash
on balance sheet as of 31 December 2016 and an undrawn EUR500
million RCF. Proforma for Super Group acquisition (partially
financed by RCF drawdown) the company is expected to generate
solid positive cash flow and maintain good liquidity
notwithstanding projected dividend payments from 2017 onwards.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation of steady growth
of the company producing solid free cash flow used for
deleveraging. The stable outlook does not include any material
debt-financed acquisitions.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive rating pressure could develop if (1) Moody's adjusted
debt/EBITDA reduces sustainably below 4.0x; and (2) adjusted
retained cash flow (RCF)/net debt increases to high-teen digits.

Negative pressure could materialise if (1) Moody's anticipates
that adjusted debt/EBITDA rises above 5.0x, or if adjusted
RCF/net debt declines to high-single digits.

The principal methodology used in these ratings was Global
Packaged Goods published in January 2017.

Corporate Profile

Headquartered in the Netherlands, JACOBS DOUWE EGBERTS Holdings
B.V. ("JDE") is a JV formed on July 2, 2015 between Mondelez
International, Inc. (Baa1, stable) ("Mondelez") and Acorn
Holdings B.V. ("AHBV"). AHBV is owned by an investor group led by
JAB Holding Company S.a r.l. (Baa1, Stable ) ("JAB") in
partnership with BDT Capital Partners, Quadrant Capital Advisors
and Societe Familiale d'Investissements. JDE manufactures and
sells coffee and tea products in retail and out-of-home markets
in more than 80 countries across Europe, Latin America and
Australia. JDE's key brands include Douwe Egberts, Jacobs,
Tassimo, Moccona, Senseo, L'OR, Kenco, Pilao and Gevalia.



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


CAIXA GERAL: S&P Raises Issue Rating on Preference Shares to 'CC'
-----------------------------------------------------------------
S&P Global Ratings said that it raised to 'CC' from 'D' its issue
ratings on preference shares (ISIN: XS0195376925 and
XS0230957424) guaranteed by Portugal-based Caixa Geral de
Depositos S.A. (CGD; BB-/Watch Pos/B) and issued by vehicle Caixa
Geral Finance Ltd.  At the same time, S&P placed the issue
ratings on CreditWatch with positive implications.

The rating action reflects that on March 28, 2017 and March 30,
2017, CGD resumed the coupon payments on its outstanding
preference shares with ISIN numbers XS0195376925 and
XS0230957424, respectively.  These hybrids have respective
outstanding amounts of EUR66 million and EUR45 million.

CGD had stopped paying the dividends in December 2012 following
the state aid it received in June 2012.  The aid included capital
injections into CGD in the form of ordinary shares (EUR0.75
billion) and contingent convertible bonds (EUR0.9 billion).  The
latter were converted into equity in January 2017 as part of
CGD's current ongoing recapitalization.

The CreditWatch placement of the issue ratings on CGD's
preference shares reflects that S&P could raise its ratings by up
to two notches.  The extent of the upgrade would depend on the
completion of the recapitalization in the terms and amount
announced, and on S&P's assessment of CGD's post-transaction
capital strength.


=============
R O M A N I A
=============


HIDROELECTRICA SA: Exits Insolvency, IPO to Cut Budget Deficit
--------------------------------------------------------------
bne Intellinews reports that the court-appointed manager Euro
Insol on April 3 said the Bucharest court of appeal has ruled
Hidroelectrica has officially exited insolvency, nearly five
years after the start of the procedures.

According to bne Intellinews, the closure of the insolvency
proceedings opens the way for Hidroelectrica's initial public
offering (IPO), which is set to be the largest listing in the
history of the local capital market.  The European Commission and
the International Monetary Fund (IMF) have warned the listing
would bring the state much needed funds to decrease the budget
deficit, which is expected to exceed 3% of GDP this year, bne
Intellinews relates.

Remus Borza, the coordinator of the restructuring process, said
Hidroelectrica's listing could bring the state nearly EUR1
billion and will allow the government to keep the budget deficit
below 3% of GDP this year, bne Intellinews relays.

The company entered insolvency in mid-2012 amid cash-flow
problems and had to re-enter insolvency in 2014, bne Intellinews
recounts.

Hidroelectrica is the main hydropower generation company in
Romania with an installed capacity of 6.3GWh and a 25%-30% share
of the country's total energy production.



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


PERESVET BANK: Fitch Withdraws 'D' LT Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has withdrawn Russia-based CJSC Peresvet Bank's
(Peresvet) 'D' Long-Term Issuer Default Rating (IDR) and 'C'
senior unsecured debt ratings for commercial reasons.

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

RATING SENSITIVITIES

Rating Sensitivities are not applicable as the ratings have been
withdrawn.

FULL LIST OF RATING ACTIONS

Fitch has affirmed and withdrawn the following ratings:

Long-Term Foreign- and Local-Currency IDRs: 'D'
Short-Term Foreign-Currency IDR: 'D'
Viability Rating: 'f'
Support Rating: '5'
Support Rating Floor: 'No Floor'
Senior unsecured debt: 'C'; Recovery Rating 'RR4'


SIBUR HOLDING: Fitch Affirms BB+ Long-Term IDR, Outlook Negative
----------------------------------------------------------------
Fitch Ratings has affirmed the Russia-based petrochemical group
PAO SIBUR Holding's Long-Term Issuer Default Rating (IDR) at
'BB+' and maintained the Negative Outlook. Fitch also affirmed
SIBUR's Short-Term IDR at 'B', and the senior unsecured ratings
for SIBUR Securities Limited's USD616 million outstanding notes
due 2018 and for PAO SIBUR Holding's rouble bonds totalling RUB30
billion at 'BB+'.

The Negative Outlook reflects Fitch expectations of leverage
pressure during 2017-2019 driven by investments in the multi-
billion-dollar ZapSibNefteKhim petrochemical project (ZapSib)
with funds from operations (FFO) adjusted net leverage peaking at
3x in 2018 before reverting close to Fitch 2x rating guideline by
2020. This is despite SIBUR's operational performance, which
benefits from a weak rouble and the remote maturities of its
ZapSib-related debt. Fitch believes that ZapSib, once completed
at end of 2019, will materially enhance SIBUR's operational
profile.

KEY RATING DRIVERS

Leveraging on Transformational Project: SIBUR's USD9 billion
ZapSib project will add 1.5 million tonnes (mt) of polyethylene
capacity and 0.5mt of polypropylene capacity. The project will
materially enhance SIBUR's operational profile as its polyolefin
capacity will triple from its current 1mt and the share of
internally processed liquefied petroleum gas will almost double.
ZapSib will boost SIBUR's exposure to relatively price-resilient
polyolefins to 35% from 19% of sales in 2016 while reducing its
exposure to more volatile, often oil-linked, energy products to
around 30% from 41%.

ZapSib accounts for 80% of 2017-2020 planned capex, with all
long-term debt financing already obtained from export credit
agencies and Russia's state-owned funds, and falling due after
the project is completed at the end of 2019. The propensity to
delay capex diminishes as the project progresses and the risk of
market-driven leverage shocks increases. However, this is
mitigated by declining capex overrun or timing risk and the
improving visibility of SIBUR's post-2018 deleveraging path back
towards 2x FFO adjusted net leverage.

Leverage Peaks in 2018: Fitch expects SIBUR's revenues to grow by
single digits annually over the next four years due to gradual
oil recovery, despite a stronger rouble and broadly flat product
mix and volumes. Fitch projects rising oil prices to be offset by
rouble appreciation and local inflation resulting in medium-term
EBITDAR margins around 36%, the level achieved in 2016. Fitch
expects aggressive ZapSib-driven capex/sales at above 30% to
drive a double-digit negative free cash flow margin and
leveraging in 2017-2018 followed by deleveraging, assuming SIBUR
does not undertake significant projects driving capex intensity
above 20% during 2019-2020.

Oil and FX Exposure Moderate: Fitch estimates that stronger oil
prices coupled with a stronger rouble would have a roughly
neutral effect on SIBUR's leverage. Prices for its products and
its operating costs have varying degrees of correlation with oil
prices and the rouble, but an increase in oil prices and the
rouble exchange rate would cumulatively lead to lower rouble-
based EBITDA, according to Fitch projections. This reduction will
be offset by decreasing capex, dividends and net debt, resulting
in a limited impact on EBITDA-based leverage. A potential rise in
oil prices would tend to drive leverage higher as SIBUR moves
towards polymers by 2020-2021.

No Visible Subordination Risk: SIBUR's USD616 million notes due
2018 and RUB30 billion domestic bonds do not face subordination
issues arising from the ZapSib financing. Debt at PAO SIBUR
Holding and at the ZapSib subsidiary raised from Russia's
National Welfare Fund and Russian Direct Investment Fund is not
contractually senior to the bonds. The structural seniority of
ZapSib debt will only materialise once the subsidiary becomes
cash generative after 2020. However, Fitch do not expects total
debt at ZapSib to exceed RUB250 billion, well within Fitch's 2x-
2.5x prior-ranking debt to group EBITDA guidance in 2017-2021,
resulting in no subordination risk for bondholders.

Corporate Governance Discount: SIBUR's ratings are constrained by
higher-than-average systemic risks associated with the Russian
business and jurisdictional environment. Fitch assesses SIBUR's
credit profile excluding these risks as in the 'BBB' category,
which reflects its leading market and cost positions in the
petrochemical sector, diversified portfolio and proven access to
competitively priced feedstock.

DERIVATION SUMMARY

SIBUR is favourably positioned relative to its American peers
Westlake Chemical Corporation (BBB/Stable), NOVA Chemicals
Corporation (BBB-/Stable) and Methanex Corp. (BBB-/Stable) in
terms of the relative feedstock cost translating into sustainably
higher margins, and larger scale, with broader and more diverse
commodity petrochemical product mix. Fitch expects SIBUR's
leverage, broadly in line with that of its peers, to moderate to
2x-2.5x by 2020 after it passes the peak of its expansionary
project investments.

No Country Ceiling or parent-subsidiary considerations affect the
rating. Fitch apply a two-notch corporate governance discount to
SIBUR's rating, as for most Russian corporates, incorporating the
higher-than-average political, business and regulatory risks in
Russia where the company operates.

KEY ASSUMPTIONS

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

- oil price at USD52.5/bbl in 2017, gradually growing towards
   USD65/bbl by 2020;
- USD/RUB at 61 in 2017, gradually strengthening towards 57 by
   2020;
- energy products (excluding natural gas) continuing to
   generally follow oil price movements;
- polyolefins to grow in low single digits until 2020;
- capex/sales peaking at 35%-40% in 2017-2018, leading to
   double-digit negative free cash flow until 2018;
- dividend pay-out of 25% of net income.

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

- Progress towards the completion of ZapSib combined with
   expectations of FFO-adjusted net leverage trending towards 2x
   could cause an Outlook revision to stable.
- Sustained positive FCF leading to FFO net adjusted leverage at
   or below 1.5x through the cycle could lead to an upgrade.

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

- Material deterioration in the company's cost position or in
   access to low-cost associated petroleum gas
- Aggressive investments leading to inability to keep FFO-
   adjusted net leverage below 3x in 2017-2019 and towards 2x by
   2020

LIQUIDITY

Liquidity Adequate, Tightening in 2018: SIBUR's cash balance of
RUB61 billion at end-2016 covered its short-term debt of RUB22
billion. Fitch expects the company to fund around RUB80 billion
of negative FCF in 2017 by drawing on its committed credit lines,
which mostly consisted of available ZapSib-related facilities and
totalled RUB112 billion at 31 December 2016.

Fitch estimates SIBUR will need to refinance its outstanding
RUB37 billion Eurobonds due in January 2018 as it will need to
cover a negative RUB50 billion FCF in 2018 due to investments in
ZapSib. Fitch do not views refinancing as a significant risk due
to the company's proven long-term relationships with state-owned
banks.


TOMSK OBLAST: S&P Revises Outlook to Stable & Affirms 'BB-' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Russian region Tomsk
Oblast to stable from negative.  At the same time, S&P affirmed
the 'BB-' long-term issuer credit rating and the 'ruAA-' Russia
national scale rating onthe region.

                              OUTLOOK

The stable outlook reflects S&P's expectation that the commitment
of Tomsk Oblast's financial management to cost controls will
allow it to stabilize budgetary performance, despite rising
spending pressure ahead of local elections in 2017 and Russia's
presidential election in 2018.  S&P also believes that it will
keep its liquidity at adequate levels through the timely
arrangement of committed facilities.

Downside Scenario

S&P could lower the ratings on Tomsk Oblast if the region
loosened its cautious approach to liquidity management, resulting
in a decrease of the debt service coverage ratio to below 120%,
or if it materially departs from its cautious spending policy.

Upside Scenario

S&P might consider a positive rating action if the oblast further
strengthens its prudent approach to debt and liquidity management
and keeps the debt service coverage ratio consistently above
120%, supported by reliable cash planning.

                            RATIONALE

S&P has revised its assessment of Tomsk Oblast's budgetary
performance on S&P's expectation that the oblast will continue to
report operating surpluses and its deficit after capital
expenditures will remain below 5% of total revenues in the coming
three years.  S&P also thinks the stronger budgetary performance
will allow the oblast to keep its tax supported debt below 60% of
consolidated operating revenues through 2019 and that
management's proactive approach to liquidity management will
result in a debt service coverage ratio above 120% over the next
12 months.  At the same time, the oblast's economy remains
subject to concentration on commodity extraction, with limited
predictability of support from the federal government and
constrained ability to implement further cuts in expenditures.

Challenges include economic concentration, very low budgetary
flexibility, and a volatile, unbalanced institutional framework
Tomsk Oblast benefits from its location bordering economically
important Krasnoyarsk Krai, Tyumen Oblast, and Novosibirsk
Oblast. Tomsk Oblast is rich in oil, natural gas, ferrous and
non-ferrous metals, and underground water.  The oblast is also
home to the oldest universities of Siberia, including the Tomsk
Polytechnic University and the Tomsk State University, which are
among the key tax contributors to the region's budget.  These
institutions rank high in the national academic standings, which
positively affects migration flows to Tomsk.  However, S&P
believes that gross regional product per capita will remain at
less than US$10,000 over the next three years and that the
oblast's economy will remain subject to volatility and
concentration, since mining (mainly oil and gas) continue to
provide over 20 % of the gross regional product.

Like other Russian regions, Tomsk Oblast has very limited control
over its revenues and expenditures within the centralized
institutional framework, which remains unpredictable with
frequent changes to the taxing mechanisms affecting regions.

The federal government regulates the rates and distribution
shares for most taxes and transfers, leaving only about 5% of
operating revenues that the region can manage.  On the
expenditure side, S&P expects the oblast's management to continue
implementing austerity measures aimed at reducing the deficit
after capital accounts. However, S&P believes that the
flexibility buffer will remain very weak, given the relatively
small size of the self-financed capital program in addition to
pressures stemming from the upcoming electoral cycle.

Improved budgetary performance, low debt, and adequate liquidity,
thanks to cautious management.  S&P believes that, in the coming
three years, Tomsk Oblast's tax revenue performance will remain
stable and will likely produce year-on-year growth above the
national inflation level, helped by better macroeconomic
projections for Russia and positive local dynamics.  This will
likely result in modest operating surpluses of about 1% of
operating revenues on average in the near term.  Over the past
two years, Tomsk Oblast has demonstrated consistent, balance-
sheet improvement, supported by continuous application of budget
consolidation measures and double-digit tax revenue growth based
on strong results of domestically oriented oil company Tomskneft,
the largest contributor to corporate profit taxes (CPT).  S&P
assumes that the revenue decrease from the "centralization" of 1%
of CPT from the local and regional governments (LRGs) this year
will be partly compensated by new limits to the amount of losses
interregional holdings are allowed to apply to the tax base, as
well as higher equalization grants from the federal government.
S&P believes, however, that modest deficits after capital
expenditures of about 3% of total revenues will likely persist in
the near term as Tomsk Oblast comes under some pressure from the
upcoming local elections in 2017 and the federal elections in
2018.  Tomsk Oblast will need to maintain a low level of deficit
and debt to keep access to budget loans and additional grants.

Although, similar to other Russian LRGs, S&P assess Tomsk
Oblast's financial management as weak in an international
comparison, due to its historically limited ability to withstand
federal pressure and lack of reliable long-term financial
planning in the context of a volatile system, the oblast remains
more sophisticated in the management of revenues, expenditures,
debt, and liquidity compared with its local peers.  Tomsk
Oblast's bonds remain quite liquid in the domestic market, thanks
to sustained issuance.  Since 2002, the oblast has also been
issuing bond instruments for regional retail investors, which
helps the issuer to diversify its investor base.

In 2017, the oblast plans to register a new Russian ruble (RUB) 7
billion (US$122.8 million) bond program for institutional
investors and place RUB2.2 billion (US$38.5 million) in the local
retail market.  The oblast also has received confirmation of a
RUB1.7 billion (US$30 million) loan from the federal government
that is expected to be distributed in the second quarter of 2017.
Overall, S&P expects that the oblast's tax-supported debt will
remain below 60% of consolidated operating revenues through 2019.

S&P sees very low risks stemming from contingent liabilities.  If
faced with financial stress, S&P estimates that the oblast would
need to provide only the equivalent of less than 2% of its
operating revenues to support the few government-related entities
(GREs) that it owns.

S&P views Tomsk Oblast's liquidity as adequate.  S&P also
considers that the oblast has limited access to external
liquidity, given the weaknesses of the domestic capital market.

S&P anticipates that the oblast will stick to its prudent
practice of organizing committed liquidity facilities and keeping
undrawn amounts exceeding refinancing needs, for which it has a
strong track record over the previous couple of years.  The total
amount of available credit facilities will likely average RUB9.5
billion (US$167 million) over the next year, while the average
cash, including the cash of the oblast's budgetary units, will be
about RUB6.3 billion (US$110.5 million).  S&P considers that the
average amount available on these facilities and the average
amount of free cash will cover debt service of about RUB8.5
billion (US$149 million) by more than 120% over the next 12
months.

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the
methodology applicable.  At the onset of the committee, the chair
confirmed that the information provided to the Rating Committee
by the primary analyst had been distributed in a timely manner
and was sufficient for Committee members to make an informed
decision.

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee agreed that budgetary performance had improved.
All other key rating factors were unchanged.

The chair ensured every voting member was given the opportunity
to articulate his/her opinion.  The chair or designee reviewed
the draft report to ensure consistency with the Committee
decision. The views and the decision of the rating committee are
summarized in the above rationale and outlook.  The weighting of
all rating factors is described in the methodology used in this
rating action.

RATINGS LIST

                                 Rating
                                 To                   From
Tomsk Oblast
Issuer Credit Rating
  Foreign and Local Currency     BB-/Stable/--        BB-/Neg./--
  Russia National Scale          ruAA-/--/--          ruAA-/--/--
Senior Unsecured
  Local Currency                 BB-                  BB-
  Russia National Scale          ruAA-                ruAA-


X5 RETAIL: Moody's Hikes CFR to Ba2, Outlook Positive
-----------------------------------------------------
Moody's Investors Service has upgraded to Ba2 from Ba3 the
corporate family rating (CFR) and to Ba2-PD from Ba3-PD the
probability of default rating (PDR) of X5 Retail Group N.V. (X5),
Russia's largest food retail company. The outlook on all the
ratings is positive.

"Our decision to upgrade X5's ratings reflects its strong sales
growth, solid and sustained profitability and improved leverage,
despite ongoing unfavourable economic and market conditions in
Russia," says Ekaterina Lipatova, an Assistant Vice President --
Analyst with Moody's.

RATINGS RATIONALE

The upgrade of X5's ratings to Ba2 with positive outlook reflects
the company's enhanced market positioning as the largest Russian
food retailer as of end-2016. The company remains resilient to
adverse economic and market developments consistently
demonstrating the industry-leading operating performance and
steady improvement in its financial profile.

Despite the challenging consumer environment in Russia with
consumption shrinking since 2014 and slowing food price inflation
starting in H2 2015, X5 has proved its operational leadership
supported by (1) its viable business model with a focus on the
defensive economy-class grocery segment, operating efficiencies,
and the quality of its offering; and (2) its leading market
position, which benefits from economies of scale and significant
bargaining power.

In 2016, X5 continued to report robust net retail sales growth of
27.5% (27.3% in 2015) as well as healthy like-for-like sales
growth of 7.7% (13.7% in 2015). It has also been able to preserve
solid profitability with adjusted EBITDA margin improving to
12.3% (11.8% in 2015), despite investment in prices and a
substantial management incentive programme.

Taking into account the still attractive market fundamentals for
large players, Moody's expects that going forward X5 will be able
to sustain sound operating results in line with its ambitious
strategic target to achieve 15% market share (8% in 2016) by the
end of 2020 via profitable and sustainable growth.

Despite the material step-up in capex to take advantage of
existing growth opportunities in the market, X5's financial
leverage is also steadily improving towards the guidelines for
the Ba1 rating underpinned by strong EBITDA growth. Thus, X5's
adjusted debt/EBITDA improved ahead of Moody's initial
expectations to 3.2x in 2016 from 3.6x in 2015 and 3.8x in 2014
and Moody's expects that in 2017-18 it will further reduce to
below 3.0x.

X5's interest coverage metrics have also been gradually
improving, although they still remain somewhat weak, as the
company manages to reduce interest rates by negotiating with
banks and placing cheaper domestic bonds. The company's
strengthening financial profile is further supported by its track
record of adherence to a prudent financial and development
strategy.

At the same time, the company's rating continues to reflect its
exposure to Russia and its political, economic and legal risks,
further exacerbated by the currently challenging economic and
geopolitical situation.

RATIONALE FOR THE POSITIVE OUTLOOK

The positive outlook reflects the potential for the upgrade of
X5's rating over the next 12-18 months based on Moody's
expectation that the company will maintain a solid business
profile with healthy operating results while continuing to
gradually improve its financial metrics and grow its market
share.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on the rating could build if X5 improves its
financial profile, such that (1) adjusted total debt/EBITDA
reduces below 3.0x and adjusted RCF/net debt increases above 25%,
all on a sustainable basis; and (2) the company maintains a solid
liquidity profile, while executing on its development programme.

Downward pressure on the rating could result if X5's leverage
measured as adjusted total debt/EBITDA goes above 4.0x and
adjusted RCF/net debt below 15%, all on a sustained basis. Any
deterioration in the company's liquidity, including access to its
bank facilities and covenants compliance, could also put downward
pressure on the rating.

PRINCIPAL METHODOLOGY

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

Domiciled in the Netherlands, X5 Retail Group N.V. is one of the
leading multi-format Russian retailers, operating a chain of food
retail stores under the brand names "Pyaterochka", "Perekrestok"
and "Karusel". In 2016, X5 generated around RUB1,034 billion of
revenues and RUB128 billion of adjusted EBITDA.



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


BBVA CONSUMO 9: DBRS Finalizes BB Ratings on Series B Debt
----------------------------------------------------------
DBRS Ratings Limited finalised the following provisional ratings
of the Series A Notes and Series B Notes (together, the Notes)
issued by BBVA Consumo 9 FT (the Issuer):

-- EUR 1,251,200,000 Series A Notes rated A (sf)
-- EUR 123,800,000 Series B Notes rated BB (sf)

The rating on the Series A Notes addresses the timely payment of
interest and ultimate payment of principal on or before the Final
Maturity Date in September 2033. The rating on the Series B Notes
addresses the ultimate payment of interest and ultimate payment
of principal on or before the Final Maturity Date in September
2033.

The aggregate proceeds from the issuance of the Notes were
applied toward the acquisition of a portfolio of performing
consumer loan receivables granted by Banco Bilbao Vizcaya
Argentaria, S.A. (BBVA or the Originator) to individuals residing
in Spain. The securitisation took place in the form of a fund, in
accordance with the Spanish Securitisation Law. The economic
effect of the transfer of the portfolio to the Issuer took place
on 27 March 2017 (the Issuance Date). The portfolio is to be
serviced by BBVA (also the Servicer).

The transaction includes an 18-month revolving period scheduled
to end on the September 2018 payment date. During this period,
the Issuer may acquire new receivables from BBVA subject to
certain conditions and limitations. The revolving period will end
prematurely upon the occurrence of certain events, including
gross cumulative defaults exceeding certain thresholds, the
Issuer's inability to fully replenish the cash reserve and BBVA's
insolvency. The purchase of new receivables will be funded
through principal collections as well as excess spread to make up
for any defaulted loans.

DBRS was provided with the provisional portfolio as of 6 March
2017 (Provisional Portfolio Date). As at the Provisional
Portfolio Date, the overall portfolio consisted of 169,230 loans
extended to 157,544 borrowers with an aggregate principal balance
of EUR 1,424.8 million, of which EUR 22.7 million was in arrears
for fewer than 31 days. At the Issuance Date, the final portfolio
consisted of 142,001 loans, with an aggregate principal balance
of EUR 1,375.0 million.

The ratings assigned to the Notes are based on the following
analytical considerations:

PORTFOLIO CHARACTERISTICS
-- The portfolio Individual Requirements and the Global
    Requirements, based on which DBRS has built the worst-case
    portfolio. In general, the portfolio is not expected to
    significantly differ from the initial one to be transferred
    at the Issuance Date.

-- The provisional portfolio includes 12.1% of floating-rate
    loans, indexed exclusively to 12-month Euribor. Global
    Requirements limit the amount of floating-rate loans to 15.0%
    of the total portfolio balance.

-- 98.2% of the loans in the provisional portfolio allow for
    some kind of interest rate reductions (benefits), depending
    on the additional products the borrower has arranged with
    BBVA (such as Payment Insurance).

TRANSACTION CHARACTERISTICS
-- After the end of the revolving period, the amortisation of
    the Notes will be fully sequential.

-- The interest rate risk is partially mitigated as the Notes
    have fixed-rate coupons and at least 85.0% of the securitised
    loans must have fixed interest rates. DBRS has modelled the
    worst-case portfolio, assuming 15.0% of the pool to be
    indexed to 12-month Euribor and considering the minimum
    interest rate levels allowed under the Global Requirements.

-- The credit enhancement (CE) is 13.5% for the Series A Notes
    and 4.5% for the Series B Notes, which DBRS considers to be
    sufficient to cover the expected losses assumed in line with
    an A (sf) and BB (sf) rating levels, respectively. The CE for
    the Series A Notes is provided by the subordination of the
    Series B Notes and the Cash Reserve (CR) while CE for the
    Series B Notes is provided by the CR.

-- The amortising CR, funded with EUR 61,875,000 (4.5% of the
    initial balance of the Notes) through the proceeds of a
    Subordinated Loan to be granted by BBVA, will be available to
    cover senior expenses, missed interest payments on the Notes
    and missed principal payments on the Series A Notes. Subject
    to certain conditions, the CR will amortise to its target
    amount, equal to the lower of (1) EUR 61,875,000 and (2) 9.0%
    of the aggregate Notes' balance with a EUR 30,937,500 floor.

-- The sovereign rating of the Kingdom of Spain, currently at A
    (low).

-- The transaction's ability to withstand stressed cash flow
    assumptions and repay investors according to the terms in
    which they have invested.

-- The soundness of the legal structure and the presence of
    legal opinions that address the true sale of the assets to
    the trust and the non-consolidation of the Issuer as well as
    the consistency with DBRS's "Legal Criteria for European
    Structured Finance Transactions" methodology. BBVA will act
    as the transaction account bank; the DBRS Critical
    Obligations Rating of BBVA is A (high) while its DBRS Issuer
    Rating is "A".


IM GBP CONSUMO I: DBRS Assigns CC(sf) Ratings to Series B Debt
--------------------------------------------------------------
DBRS Ratings Limited on March 28 assigned provisional ratings to
the notes to be issued by IM GBP Consumo I F.T. (the Issuer or IM
GBP Consumo I) as follows:

-- Series A Notes: A (sf)
-- Series B Notes: CC (sf)

The above-mentioned ratings are provisional. The ratings can be
finalised upon receipt of an execution version of the governing
transaction documents. To the extent that the documents and the
information provided to DBRS as of this date differ from the
execution version of the governing transaction documents, DBRS
may assign a different final rating to the notes.

The transaction represents the issuance of notes backed by a
portfolio of approximately EUR 510 million of receivables related
to consumer loan contracts granted by Banco Popular Espanol S.A.
and Banco Pastor S.A.U. (Banco Popular Espanol and Banco Pastor,
the originators and the servicers) to private individuals in the
Kingdom of Spain.

The ratings are based on a review by DBRS of the following
analytical considerations:

-- Transaction capital structure and form and sufficiency of
    available credit enhancement.
-- Credit enhancement levels are sufficient to support the
    expected net loss assumptions projected under various stress
    scenarios at the A (sf) and CC (sf) levels for the Series A
    and Series B Notes, respectively.
-- The transaction is unhedged with the notes paying 3-months
    Euribor and the collateral paying either a fixed rate, 12-
    months Euribor or other floating rate indexes closely linked
    to 12-months Euribor.
-- The credit quality of the collateral and the ability of the
    transaction to withstand stressed cash flow assumptions and
    repay investors according to the terms under which they have
    invested.
-- The transaction parties' capabilities with respect to
    originations, underwriting and servicing.
-- The operational risk review conducted on Banco Popular
    Espanol and Banco Pastor by DBRS to conclude that it is an
    acceptable servicer.
-- The transaction parties' financial strength with regard to
    their respective roles.
-- The sovereign rating of the Kingdom of Spain, currently at A
    (low).
-- The legal structure and presence of legal opinions addressing
    the assignment of assets to the Issuer and the consistency
    with DBRS's "Legal Criteria for European Structured Finance
    Transactions."

The transaction was modelled in Intex DealMaker.


IM GBP CONSUMO I: DBRS Finalises CC(sf) Ratings on Series B Notes
-----------------------------------------------------------------
DBRS Ratings Limited on March 30 finalised its provisional
ratings on the notes issued by IM GBP Consumo I F.T. (the Issuer
or IM GBP Consumo I) as follows:

-- Series A Notes: A (sf)
-- Series B Notes: CC (sf)

The transaction represents the issuance of notes backed by a pool
of approximately EUR 510 million of receivables related to
consumer loan contracts (the receivables or collectively the
portfolio) granted by Banco Popular Espa§ol S.A. and Banco Pastor
S.A.U. (Banco Popular Espa§ol and Banco Pastor, the originators
and the servicers) to private individuals in the Kingdom of
Spain.

The ratings are based on a review by DBRS of the following
analytical considerations:

-- Transaction capital structure and form and sufficiency of
    available credit enhancement.
-- Relevant credit enhancement in the form of subordination.
-- Credit enhancement levels are sufficient to support the
    expected net loss assumptions projected under various stress
    scenarios at A (sf) and CC (sf) standards for the Series A
    and Series B Notes, respectively.
-- The transaction is unhedged with the notes paying three-month
    Euribor and the collateral paying either a fixed rate, 12-
    month Euribor or other floating-rate indexes closely linked
    to 12-month Euribor.
-- The ability of the transaction to withstand stressed cash
    flow assumptions and repay investors according to the terms
    under which they have invested.
-- The transaction parties' capabilities with respect to
    originations, underwriting and servicing.
-- The credit quality of the collateral and ability of the
    servicer to perform collection activities on the collateral.
-- The operational risk review conducted on Banco Popular
    Espanol and Banco Pastor by DBRS to conclude that they are
    acceptable servicers.
-- The transaction parties' financial strength with regard to
    their respective roles.
-- The sovereign rating of the Kingdom of Spain, currently at A
    (low).
-- The legal structure and presence of legal opinions addressing
    the assignment of assets to the Issuer and the consistency
    with DBRS's "Legal Criteria for European Structured Finance
    Transactions."

The transaction was modelled in Intex DealMaker.


TDA CAM 8: S&P Affirms 'D' Ratings on 3 Note Classes
----------------------------------------------------
S&P Global Ratings took various credit rating actions in TDA CAM
7, Fondo de Titulizacion de Activos, TDA CAM 8, Fondo de
Titulizacion de Activos, and TDA CAM 9, Fondo de Titulizacion de
Activos.

Specifically, S&P has:

   -- Raised its ratings on TDA CAM 7's class A2 and A3 notes,
      TDA CAM 8's class A notes, and TDA CAM 9's class A1, A2,
      and A3 notes; and

   -- Affirmed its 'D (sf)' ratings on TDA CAM 7's class B notes
      and TDA CAM 8 and TDA CAM 9's class B, C, and D notes.

The rating actions follow S&P's credit and cash flow analysis of
the most recent transaction information that it has received and
reflect each of the transactions' structural features, and the
application of S&P's relevant criteria.

In S&P's opinion, the outlook for the Spanish residential
mortgage and real estate market is not benign and S&P has
therefore increased its expected 'B' foreclosure frequency
assumption to 3.33% from 2.00%, when S&P applies its European
residential loans criteria, to reflect this view.  S&P bases
these assumptions on its expectation that economic growth will
mildly deteriorate, unemployment will remain high, and the
increase in house prices will slow down in 2017 and 2018.

Delinquencies have decreased since S&P's previous full reviews in
Q1 2015.  However, defaults are on average higher for these three
transactions than S&P's Spanish residential mortgage-backed
securities (RMBS) index.  Defaults are defined as mortgage loans
in arrears for more than 12 months in these transactions.
Prepayment levels remain low and the transactions are unlikely to
pay down significantly in the near term, in S&P's opinion.

Current Review
                        Severe         Current
             delinquencies (%)    defaults (%)
TDA CAM 7                 0.62           11.37
TDA CAM 8                 0.53           11.18
TDA CAM 9                 0.49           13.07

February 2015 Review
                        Severe         Current
             delinquencies (%)    defaults (%)
TDA CAM 7                 1.95           11.31
TDA CAM 8                 1.37           10.72
TDA CAM 9                 3.44           13.58

S&P's credit analysis results in the three transactions have
improved due to the higher seasoning of the pools and the
transactions' better performance.

In all three transactions, the senior notes are amortizing
sequentially, the main reason being that the reserve funds are
not at their required level.  For TDA CAM 7, due to recent
recoveries, the reserve fund, which was fully depleted at S&P's
previous review, has been replenished to 26% of its required
level.  For TDA CAM 8 and 9, recent recoveries have reduced the
level of undercollateralization, but have not been sufficient to
replenish their reserve funds, which are both fully depleted.
Based on their historical behavior, S&P expects that recoveries
will continue to reduce undercollateralization in TDA CAM 8 and 9
and replenish the reserve fund in TDA CAM 7.

JP Morgan Securities PLC is the swap counterparty in all three
transactions.  Each transaction's hedge agreement mitigates basis
risk arising from the different indexes between the securitized
assets and the notes pay the coupon of the asset-backed notes.
In addition, it leaves a margin of 67 basis points (bps) in TDA
CAM 7 and 65 bps in both TDA CAM 8 and TDA CAM 9.  The
replacement language in the swap agreements of these transactions
is in line with S&P's current counterparty criteria.

Under S&P's structured finance ratings above the sovereign
criteria (RAS criteria), S&P applied a hypothetical sovereign
default stress test to determine whether a tranche has sufficient
credit and structural support to withstand a sovereign default
and so repay timely interest and principal by legal final
maturity.

Following the application of S&P's relevant criteria, it has
determined that its assigned rating on each class of notes in
each transaction should be the lower of (i) the rating as capped
by S&P's RAS criteria and (ii) the rating that the class of notes
can attain under S&P's European residential loans criteria.

S&P also considers credit stability in its analysis.  To reflect
moderate stress conditions, S&P adjusted its weighted-average
foreclosure frequency assumptions by assuming additional arrears
of 8% for one- and three-year horizons, for 30-90 days arrears,
and 90+ days arrears.  This did not result in S&P's ratings
deteriorating below the maximum projected deterioration that it
would associate with each relevant rating level, as outlined in
S&P's credit stability criteria.

Taking into account the results of our credit and cash flow
analysis, the application of S&P's criteria, and the
transactions' counterparties, S&P considers that the current
available credit enhancement for the senior notes is commensurate
with higher rating levels than those currently assigned.  S&P has
therefore raised its ratings on TDA CAM 7's class A2 and A3
notes, TDA CAM 8's class A notes, and TDA CAM 9's class A1, A2,
and A3 notes.

TDA CAM 7's class B notes, and TDA CAM 8 and TDA CAM 9's class B,
C, and D notes continue to experience ongoing interest shortfalls
because of interest deferral trigger breaches.  S&P has therefore
affirmed its 'D (sf)' ratings on these classes of notes.

TDA CAM 7, 8, and 9 are Spanish RMBS transactions, which closed
between October 2006 and July 2007.  Caja de Ahorros del
Mediterraneo (CAM), now merged with Banco de Sabadell, originated
the pools, which comprise loans granted to borrowers secured over
vacation homes and owner-occupied residential properties in CAM's
home market in the Valencia region.

RATINGS LIST

Class             Rating
            To               From

TDA CAM 7, Fondo de Titulizacion de Activos
EUR1.75 Billion Mortgage-Backed Floating-Rate Notes
Ratings Raised

A2          AA+ (sf)         A (sf)
A3          AA+ (sf)         A (sf)

Rating Affirmed

B           D (sf)

TDA CAM 8, Fondo de Titulizacion de Activos, and
EUR1.713 Billion Residential Mortgage-Backed Floating-Rate Notes

Rating Raised

A           A+ (sf)          BBB (sf)

Ratings Affirmed

B           D (sf)
C           D (sf)
D           D (sf)

TDA CAM 9, Fondo de Titulizacion de Activos
EUR1.515 Billion Residential Mortgage-Backed Floating-Rate Notes

Ratings Raised

A1          A- (sf)          BB+ (sf)
A2          A- (sf)          BB+ (sf)
A3          A- (sf)          BB+ (sf)

Ratings Affirmed

B           D (sf)
C           D (sf)
D           D (sf)


UFINET TELECOM: S&P Assigns 'B' Rating to EUR509MM Sr. Term Loan
----------------------------------------------------------------
S&P Global Ratings said that it has assigned its 'B' issue rating
to the EUR509 million senior secured term loan to be issued by
Ufinet Telecom Holding SLU.  The recovery rating is '3',
indicating S&P's expectation of meaningful recovery (50%-70%;
rounded estimate: 50%) in the event of default.

S&P expects to withdraw the rating on Ufinet's existing senior
secured term loan B upon refinancing with the proposed term loan.

The rating action follows Ufinet's proposed full refinancing of
its senior secured term loan B, which would result in the
applicable margin being revised to 3.5% from 4.375% while the
maturity date would be extended by two years to June 2023.  S&P
understands that other terms and conditions applicable to the
proposed senior secured term loan B will remain in line with the
current documentation.  The recovery rating on the proposed term
loan reflects the instruments' senior and secured position in the
capital structure, and S&P's valuation of the company as a going
concern.  It is constrained, however, by S&P's view of the
company's fair business risk profile, the proposed lower margin
on the new term loan B, and the substantial amount of equally-
ranked secured debt.

S&P continues to view the collateral package provided to senior
secured lenders as relatively weak, given that tangible network
assets are not pledged.  However, there are pledges over material
operating subsidiaries, as well as over customer contracts in
Spain, Panama, Colombia, and Costa Rica.  Documentary protection
is, in our view, relatively weak, owing to the covenant-light
nature of the loan, with a springing covenant on the revolving
credit facility (RCF) only.

In S&P's hypothetical default scenario, it assumes a combination
of weaker macroeconomic conditions and increased competition
between providers, resulting in significantly lower
profitability.

S&P values Ufinet as a going concern, given its established
network asset base in Spain and Latin America, as well as its
relatively loyal and long-standing customer relationships.

SIMULATED DEFAULT ASSUMPTIONS

   -- Year of default: 2020
   -- Jurisdiction: Spain
   -- Minimum capex (% of pro forma expected revenues, including
      recent acquisitions): 3.0%
   -- Cyclicality adjustment factor: 0% (standard sector
      assumption for telecom and cable)
   -- Operational adjustment: +40% (reflecting S&P's assumption
      that on a hypothetical path to default, Ufinet is likely to
      finance itself with higher-interest debt and less issuer-
      friendly documentation terms than the proposed repricing)
   -- Emergence EBITDA after recovery adjustments: about
      EUR55 million
   -- Implied enterprise value multiple: 5.5x

SIMPLIFIED WATERFALL

   -- Gross recovery value: EUR305 million
   -- Net recovery value for waterfall after admin. expenses
(5%): about EUR290 million
   -- Estimated first-lien debt claims (1): EUR551 million
   -- Recovery expectation (2): 50%-70% (rounded estimate: 50%)
(1) All debt amounts include six months of prepetition interest.
RCF assumed 85% drawn on the path to default.
(2) Rounded down to the nearest 5%.


=====================
S W I T Z E R L A N D
=====================


DUFRY AG: S&P Affirms 'BB' CCR, Outlook Remains Stable
------------------------------------------------------
S&P Global Ratings said that it affirmed its 'BB' long-term
corporate credit rating on Swiss travel retailer Dufry AG.  The
outlook remains stable.  At the same time, S&P affirmed its 'BB'
long-term issue rating on the senior unsecured debt facilities.

S&P also revised to '3' from '4' its recovery ratings on the
senior unsecured debt -- comprising a Swiss franc (CHF) 900
million revolving credit facility (RCF), EUR500 million notes due
2022, and EUR700 million notes due 2023 -- indicating S&P's
expectation of meaningful (50%-70%; rounded estimate: 55%)
recovery in the event of payment default.

The affirmation reflects Dufry's position as the world's leading
travel retailer.  Following the acquisition of competitors The
Nuance Group in 2014 and World Duty Free (WDF) in 2015, Dufry
expanded its market share in the airport retail industry to about
25% from about 10% previously.  The world's No. 2 travel retailer
is LS Travel Retail (Lagardere group), which only has about 8% of
the market share.

Dufry's large size results in a strong negotiating position with
its suppliers.  It also means the company is better placed to
compete for new and up-for-renewal concession contracts.  The
long duration for most of its concessions provides fairly good
visibility and implies limited risk of shortfalls in revenues and
profits from unexpected concession terminations.

S&P expects Dufry's business risk profile to remain satisfactory
as S&P anticipates modest improvement in its EBITDA margins after
the WDF acquisition.  Synergies expected from the deal are in
line, and Dufry has seen a positive turnaround, especially in the
past two quarters.  S&P is, however, still applying a one-notch
negative adjustment under its comparative rating analysis as S&P
is yet to observe a track record of improved performance,
measured by improved EBITDA and cash flow generation.  S&P
expects the group to improve its EBITDA margins to a historical
level of about 13%-15% and generate strong free cash flow.

S&P expects Dufry to deleverage and therefore continue to
forecast that S&P's core leverage ratios of funds from operations
(FFO) to debt and debt to EBITDA will remain in S&P's significant
category in 2017 and 2018.

S&P revised its recovery rating on Dufry's debt to '3' from '4'
due to the WDF acquisition, as S&P believes that its emergence
EBITDA would be higher than its previous forecast.  Dufry has
also repaid around CHF200 million of debt, which led to less debt
outstanding at the point of default.  S&P continues to value the
company as a going concern, supported by its global leadership
position in the travel retail market and significant geographic
and portfolio diversity.

Other factors in S&P's assessment:

   -- The recovery rating of '3' on Dufry's senior unsecured debt
      (comprising a CHF900 million RCF, EUR500 million notes due
      2022, and EUR700 million notes due 2023) is based on the
      indicative recovery prospects of 55% under S&P's EBITDA
      multiple valuation approach.  S&P affirmed the issue rating
      at 'BB', in line with the corporate credit rating.

   -- The enterprise value to EBITDA multiple of 6.0x (against
      the anchor multiple of 5.0x for the retail and restaurant
      industry) reflects Dufry's global leadership position in
      the travel retail market, significant geographic and
      portfolio diversity, and increased exposure to the high
      growth emerging market after the WDF acquisition.  The
      multiple is also in line with the company's satisfactory
      business risk profile and compared with other retail peers.
      Indicative recovery prospects improved to 55% (compared
      with 45% in February 2017).

   -- S&P assumed the 2022 default year in line with the
      five-year guideline for 'BB' rated companies.  The next
      significant maturity is in 2019 when senior unsecured term
      facilities of CHF1.6 billion mature, which S&P assumes
      would be rolled over on similar terms.

The stable outlook reflects S&P's expectation that in the near
term, Dufry's leverage metrics should improve on the back of
higher cash flow generation and the smooth integration of WDF.
S&P expects underlying revenue growth to be around 2%-4% and
S&P's adjusted EBITDA to improve modestly.  This should result in
discretionary cash flow material enough for the group to reduce
leverage such that it remains between 3.0x and 4.0x on an
adjusted basis.  S&P would expect the company to have adequate
headroom under its covenants at all times.

S&P could raise its ratings if company's operations perform
better than S&P anticipates, leading to a modest improvement in
EBITDA margins after the WDF acquisition, leading to significant
deleveraging of its balance sheet.  Specifically, S&P could raise
its ratings should its adjusted FFO-to-debt ratio rise
sustainably above 20% and free operating cash flow (FOCF) to debt
to above 15%.  S&P also expects a smooth integration of WDF with
no disruptions of the operational business or unexpected
restructuring needs.  S&P believes Dufry's liquidity is adequate
and estimate sufficient headroom under the company's financial
covenants.

S&P could lower its ratings if deleveraging is slower than it
currently anticipates, in particular, if FFO to debt remains
below 20% and FOCF to debt below 10%.  This may be the result of
either a slower underlying business, for example, as a result of
a general slowdown in air traffic, or disruptions for the
integration process of WDF.  The latter could also involve
additional restructuring costs.  Although not in S&P's base case,
the rating may also be lowered if management embarks on new,
significant transformational acquisitions.  S&P could also revise
its outlook should liquidity become less than adequate, primarily
because of tightening covenant headroom.



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


KHARKOV: Fitch Affirms B- Long-Term IDR, Outlook Stable
-------------------------------------------------------
Fitch Ratings has affirmed the Ukrainian City of Kharkov's Long-
Term Foreign- and Local-Currency Issuer Default Ratings (IDRs) at
'B-' with Stable Outlooks and Short-Term Foreign-Currency IDR at
'B'. The agency has also upgraded the city's National Long-Term
rating to 'AA-(ukr)' from 'A+(ukr)' with Stable Outlook.

The affirmation of Long-Term Foreign- and Local-Currency IDRs
reflects Fitch's unchanged expectation for the city's
satisfactory budgetary performance and zero direct debt over the
medium term as well as uncertainty of future growth prospect due
to unpredictable fiscal changes and the overall weakness of
sovereign public finances in Ukraine.

The upgrade of the National Long-Term rating reflects the city's
recent consolidation in operating performance and better metrics
compared with national peers.

KEY RATING DRIVERS

The city's ratings remain constrained by Ukraine's sovereign
ratings (B-/Stable/B) and a weak institutional framework
governing Ukrainian local and regional governments. The framework
is characterised by political tensions and challenging reform
agenda implied by the Ukraine's IMF programme to secure
additional external funding. This has resulted in frequent
changes in both the allocation of revenue sources and the
assignment of expenditure responsibilities, which limits
forecasting ability and hinders strategic planning of local and
regional governments in Ukraine.

Fitch expects Kharkov's financial performance to remain
satisfactory albeit fragile over the medium term due to continued
reform of financial decentralisation resulting in numerous
amendments of budget and tax regulations in Ukraine. Fitch
projects the city's operating margin will remain above 15% (2016:
24%) and the city will post a moderate deficit before debt at 2%
of total revenue in 2017-2019 (2016: surplus at 1.5% ).

In 2015-2016 the city recorded an operating balance at around 25%
of operating revenue compared with an operating margin averaging
13% in 2012-2014. The increase was supported by allocation of new
revenue sources to the city in 2015. In 2016 operating revenue
increased by 29% due to a tax rate hike, which was offset by a
30% growth of operating expenditure fuelled by high inflation
(13.9% in 2016 and 48.5% in 2015) and new spending
responsibilities that translated to the municipal level, mainly
in the education and healthcare sectors.

Fitch expects the city will remain free from direct debt in 2017-
2019 after it repaid its outstanding bank loan in 2015. Fitch
expects the city will finance its expected deficit before debt
from its cash balance. The city's liquidity position moderately
improved to UAH0.9 billion in 2016 from UAH0.8 billion in 2015.

Kharkov is exposed to contingent risk. The city's broader public
sector mainly consists of utilities and transportation companies.
The majority of its public sector entities (PSEs) are loss-makers
due to historically low tariffs, which do not cover prime costs
of the services. To compensate for this, the city regularly
provides financial support to its PSEs, which in 2016 amounted to
UAH1.1 billion, or doubled to around 10% of operating revenue
(2015: 5%) putting pressure on the city's budget, in Fitch's
view.

PSEs' debt remains material at UAH0.6 billion in 2016 and is
partially exposed to forex risk. The city has guaranteed the debt
of one of its PSEs - Kharkov's Water Utility company - for
modernisation of the city's water utility system. The debt, which
is USD-denominated, has an amortising structure, and as of 1
January 2017 the outstanding guaranteed amount was UAH108
million. The company has never claimed the guarantee to date.

The city of Kharkov is the capital of the fourth-largest region
in the country, which contributed 6% in the Ukraine's GDP in
2014. Kharkov is one of the country's key scientific, industrial
and cultural centres. Its economy is diversified across
manufacturing and services, and supported by a large number of
companies. In 2016 Ukraine's economy demonstrated mild
restoration, estimated by Fitch at 1.1% following a 9.9%
contraction in 2015. Fitch expects Ukraine's GDP to grow by 2.5%-
3.0% in 2017-2018, which should positively impact the city's
economic prospects.

RATING SENSITIVITIES

The city's ratings are constrained by the sovereign. Any rating
action on Ukraine's sovereign IDRs would lead to a corresponding
action on the city's ratings.


KYIV: Fitch Affirms B- Long-Term IDR, Outlook Stable
----------------------------------------------------
Fitch Ratings has affirmed the City of Kyiv's Long-Term Foreign-
and Local-Currency Issuer Default Ratings (IDRs) at 'B-'. The
agency has also affirmed the city's National Long-Term Rating at
'BBB(ukr)'. The Outlooks are Stable.

The affirmation reflects Fitch's unchanged base case scenario
regarding the city's adequate budgetary performance, albeit prone
to volatility due to ongoing budgetary and tax reforms and a weak
institutional framework for subnationals in Ukraine (B-/Stable).
The ratings also factor in reduced direct debt following the debt
restructuring, but still high contingent liabilities.

KEY RATING DRIVERS

Fitch expects Kyiv's financial performance to remain fragile over
the medium term due to overall weakness of sovereign public
finances and unpredictable fiscal changes amid continued
uncertainty over macroeconomic stability. In 2015-2016 the city
recorded a surplus at above 10% of total revenue and an operating
balance at about 40% of operating revenue. This materially
exceeds the average deficit of 2% and operating balance of 16% in
2012-2014 due to significant changes in fiscal regulation in
Ukraine. The higher performance in 2015-2016 was supported by new
revenue sources allocated to the city and gradual increases in
major tax rates.

Kyiv completed a state-initiated debt restructuring of USD448.85
million from two eurobonds totalling USD550 million via an
exchange to Ukraine sovereign debt in December 2015. The exchange
covered USD300 million bonds due 2016 and 60% of USD250 million
bonds due 2015. The remaining part of Kyiv's USD250 million
eurobond (USD101.15 million) was not restructured as the
bondholders refused the terms of exchange. Hence this part of the
city's foreign debt was not assumed by the sovereign. Fitch
considers the exchange completed in light of the vast majority of
bondholders participating and subsequently normalised relations
with the international financial community despite outstanding
non-performing securities. This non-restructured amount is
classified by Fitch as short-term direct debt.

According to the terms of agreement on debt restructuring with
Ukraine's Ministry of Finance (MoF), the city has USD351.1
million obligations to MoF. Kyiv is making semi-annual payments
to the state budget related to this debt servicing and will repay
the principal by two instalments in 2019 and 2020. Fitch treats
this debt as part of intergovernmental relations with the
national government and records it in its statistics as other
Fitch classified debt.

Kyiv's contingent risk remains material, stemming from
liabilities of the city's utility PSEs, which have accumulated
payables to suppliers in 2014-2016. The city has issued several
guarantees to support projects in transport and housing sector.
Most of the loans are euro-denominated, exposing the city to
forex risk.

Kyiv benefits from its capital status, and remains one of the
wealthiest cities in the country, which historically accounts for
more than 20% of the country's GDP. Nevertheless, Ukraine's
wealth metrics remain low by international standards (GDP per
capita was USD2,123 in 2015). This leads us to assess the local
economy as weak, constraining the city's ratings. Ukraine's
economy demonstrated mild restoration in 2016. Fitch estimates
Ukraine's GDP grew 1.1% yoy in 2016 (2015: 9.9% contraction) and
expects 2.5%-3.0% growth in 2017-2018.

The weak institutional framework governing Ukrainian local and
regional governments (LRGs) remains a constraint on the city's
ratings. The framework is characterised by long-lasting political
instability and a challenging reform agenda implied by Ukraine's
IMF programme. This resulted in frequent changes in the
allocation of revenue sources and the assignment of expenditure
responsibilities, which hinder the predictability of LRGs' fiscal
policy and its planning horizon remains short.

CRITERIA VARIATION
Fitch has adjusted the application of its Distressed Debt
Exchange criteria to address the specific situation where a small
minority of bondholders ("hold-outs") do not participate in the
exchange. Fitch believes the existence of these hold-outs should
not prevent it from considering the exchange completed, since the
issuer (and more broadly, the national treasury, which piloted
the exchange) achieved the expected result, with a vast majority
of bondholders participating and normalised relations with the
international financial community despite outstanding non-
performing securities. The strict application of the criteria
would have resulted in rating the IDR as "RD".

RATING SENSITIVITIES

The city's ratings could be positively affected by a sovereign
upgrade, providing it consolidates its fiscal performance over
the medium term.

Negative rating action on Ukraine will be mirrored by the city's
ratings. A material increase of the city's indebtedness, combined
with deterioration of its financial flexibility would lead to
downgrade.


UKRLANDFARMING PLC: S&P Withdraws 'SD' CCR on Lack of Information
-----------------------------------------------------------------
S&P Global Ratings said that it withdrew its ratings on
UkrLandFarming PLC because of the lack of sufficient information.

On April 8, 2016, S&P lowered its corporate credit rating on the
company to 'SD' (selected default) from 'CC' and the issue rating
on its senior unsecured notes to 'D' from 'CC'.  At the same
time, S&P suspended the ratings due to a lack of sufficient
information.

S&P believes that the level of information remains insufficient
to form a well-informed rating decision, and therefore S&P has
withdrawn the ratings.


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


99P STORES: Goes Into Administration, to Close 60 Shops
-------------------------------------------------------
The Business Desk reports that the rival single price store chain
acquired by Black Country retailer Poundland less than two years
ago has reportedly fallen into administration.

Willenhall-based Poundland invested around GBP55 million to
acquire the 99p Stores in 2015 following clearance by the
competitions watchdog, according to The Business Desk.

The report notes that Poundland then began the process of
integrating the 99p Stores estate into its own - although several
stores were earmarked for closure in areas where Poundland was
already operating.

Retail Week reported that the remnants of the 99p Stores group
has now lapsed into administration, the report notes.  The
administration is thought to affect around 60 shops which had
remained on 99p Stores leases following the acquisition but which
have already closed, the report relays.

Poundland had tried to offload the underperforming stores but
failed to do so.

The report notes that the impact on jobs is thought to be minimal
because many of the 99p Stores staff had already transferred to
Poundland.

Ironically, the acquisition and subsequent integration caused
many problems for Poundland and spotting that the business was
vulnerable, South Africa-based Steinhoff mounted an attempt to
acquire the business which after a protracted process, proved
successful, the report relates.

The report discloses the administration is said to have no impact
on the Poundland business.


ANTON GROUP: In Administration, 100 Jobs Made Redundant
-------------------------------------------------------
Darryl Danielli at Print Week reports Anton Group has been placed
in administration with more than 100 of its 300-plus workforce
made redundant.

PrintWeek understands that the company initially got in to
difficulties in the run up to Christmas, after it acquired one of
its customers to avoid being hit by a significant bad debt.

However, the acquisition failed to generate the sales expected
and seriously strained Anton's cashflow.

According to several sources, Anton then approached its key
suppliers to extend payment terms, the report relates.  While
suppliers are understood to have supported the business's
recovery plan, it subsequently suffered a drop in sales as a
number of unsettled customers moved work away from the business,
the report notes.

As a result, Anton began working with Deloitte in what has been
described as "an accelerated sale process" around a month ago, in
an attempt to refinance the business, the report says.

However, no buyers were found and Richard Hawes and Clare Baldwin
of Deloitte were appointed administrators on March 27 with 123
staff immediately made redundant.

In a statement, Deloitte said: "The business has been struggling
financially in recent months as a result of declining sales, a
high cost base in need of restructure and an acquisition of a
business called Merchandise 365 last year in an attempt to expand
operations, which has instead incurred further losses.

"The business had been seeking further investment to support
ongoing trading, however, this was unsuccessful and therefore the
directors had no alternative but to place the company into
administration."

The report notes that Deloitte said that company will now "be
placed into an orderly wind-down" while it looks to sell the
contracts and assets.

Anton chief executive Malcolm Lane-Ley was unavailable for
comment at the time of writing.

According to its most recent accounts, to the December 31, 2015,
the company filed sales of GBP41.1m, with a pre-tax loss of
GBP436,913. Prior year sales were GBP61.8m with a pre-tax loss of
GBP973,206, the report relays.

In Autumn 2014 the business became an Employee Ownership Trust,
when the business's owners effectively retired from the business.
However, John Knight, one of the former owners, was still
involved in the business on a part-time advisory basis, the
report recalls.

The report relays the company is believed to be the UK's largest
single-site sheetfed commercial printer.  Its 15,300sqm site in
Laindon, Essex has the capacity to produce around 2m mail items
and 6m B1 sheets per day.

The report discloses known for its significant 'big show'
technology spends, it was one of the early adopters of hybrid
litho/high-speed inkjet technology, with several of its six long-
perfector Speedmaster XLs with Cutstar running inline Kodak
Prosper inkjet systems.

The report notes that Anton has significant standalone digital
firepower, initially centred on Kodak Nexpress technology, but it
recently signed for a brace of HP Indigo 12000 B2 digital presses
to replace six of the eight Nexpresses. It  also signed a
partnership with Kodak at Drupa to develop a 'digilitho' litho
press, based on the manufacturer's next-generation Ultrastream
continuous inkjet technology, the report adds.


BRANTANO: Halts Online Trading After Falling Into Administration
----------------------------------------------------------------
Jill Geoghegan at Drapers Online reports value footwear retailer
Brantano has stopped trading online less than a week after
falling into administration.

Brantano previously had a transactional website offering styles
from brands including Skechers, Rocket Dog, Lotus and Reebok,
according to Drapers Online.  The website's holding page now
directs shoppers to a list of its stores which are still trading.

The report discloses that Tony Barrell -- tony.barrell@uk.pwc.com
-- and Mike Jervis -- mike.jervis@uk.pwc.com -- of
PricewaterhouseCoopers were appointed as joint administrators of
Brantano on March 22 after a search for a buyer failed. The
retailer has 73 stores and 64 concessions across the UK and
employs 1,086 people.

Brantano UK and its stablemate Jones Bootmaker were acquired by
Alteri Investors for EUR17 million (GBP12.2 million) from now
bankrupt Dutch firm Macintosh in October 2015, the report notes.

The report says Brantano then fell into administration in January
2016, before being bought back by Alteri a month later through a
pre-pack administration.

The report discloses that Both Brantano and Jones fell into
administration again last week.  Jones was bought by private
equity firm Endless on 24 March through a pre-pack deal.


JAEGER: To Enter Into Administration, 700 Jobs at Risk
------------------------------------------------------
Daily Mail reports that high street fashion retailer Jaeger is
poised to be pushed into administration, putting 25 stores and
almost 700 jobs at risk.

Its private equity owner Better Capital has announced it
offloaded the chain to a mystery buyer -- understood to be
Edinburgh Woollen Mill, Daily Mail relates.  The private equity
group bought Jaeger in 2012 for GBP19.5 million, but it has
struggled to turn a profit, Daily Mail relays.  It was hoped that
the shift in control to Edinburgh Woollen Mill, owned by
billionaire Philip Day, would secure the future of the chain,
Daily Mail states.  But on April 2 it emerged Jaeger could be put
into administration, with Day likely to shed most of the stores
and turn it into a brand sold in concessions and online, Daily
Mail notes.

According to Daily Mail, The Sunday Times quoted a source who
said Jaeger was "unfixable" in its current form.

The business began to fall out of favor in the 1980s as European
rivals entered the market, Daily Mail recounts.  It has also
changed ownership several times in recent years,
Daily Mail relays.


SEADRILL: Bankruptcy Proceedings May Impact Investors
-----------------------------------------------------
Ole Petter Skonnord and Terje Solsvik at Reuters report that
drill rig operator Seadrill warned investors that its shares will
lose almost all of their value and its bonds will be hit as the
Norwegian company prepares for potential bankruptcy proceedings
to restructure US$14 billion in debt and liabilities.

Shares in Seadrill, once the crown jewel in shipping tycoon John
Fredriksen's empire, fell as much as 46% on April 4 to a record
low, Reuters relates.  The company has been hit by low oil
prices, which have forced oil companies to cut costs, hammering
rig rates, Reuters discloses.

Seadrill, which first warned in February that Chapter 11
bankruptcy protection was a risk, said in a statement that its
banks and other lenders had agreed to extend restructuring talks
by three months to July 31, Reuters relays.

In February, finance sources, as cited by Reuters, said
Mr. Fredriksen, who owns almost a quarter of Seadrill, might put
in more of his own money if other investors followed suit.
Mr. Fredriksen has put up money in the past when a restructuring
of his other businesses was required, Reuters states.  But
Seadrill's statement on April 4 dampened these prospects and
pushed the company's shares down sharply, Reuters recounts.

The company is negotiating with more than 40 banks, including
Norway's DNB, Sweden's Nordea and Denmark's Danske Bank, as well
as with bondholders and several rig-building yards, Reuters
discloses.

According to Reuters, Seadrill said extending the deadline of the
talks would allow additional time to negotiate with banks as well
as potential new investors, but the outlook was grim for
shareholders.

"We currently believe that a comprehensive restructuring plan
will require a substantial impairment or conversion of our bonds,
as well as impairment, losses or substantial dilution for other
stakeholders," Reuters quotes Seadrill as saying.

"As a result, the company currently expects that shareholders are
likely to receive minimal recovery for their existing shares . .
. We expect the implementation of a comprehensive restructuring
plan will likely involve schemes of arrangement or Chapter 11
proceedings".

Headquartered in London, Seadrill is an offshore drilling
contractor.  It operates from six regional offices around the
world -- Oslo, Dubai, Houston, Singapore, Rio De Janeiro and
Ciudad del Carmen.


* Adam Plainder Named Insolvency Lawyers Association President
--------------------------------------------------------------
The Insolvency Lawyers' Association (ILA) on April 3 disclosed
that Adam Plainer, Head of Weil's London Business Finance &
Restructuring practice, has been appointed its next President,
with effect from April 2, 2017.  Mr. Plainer succeeds Euan
Clarke, a dispute resolution partner at Linklaters.

Mr. Plainer said of his appointment, "I am honored to be
succeeding Euan as President of the Insolvency Lawyers'
Association.  The ILA is the UK's pre-eminent body representing
restructuring and insolvency lawyers across the country and I am
privileged to have the opportunity to serve as its President.

I look forward to working with the ILA Council and members to
ensure that the ILA is firmly at the forefront of developing
insolvency law best practice, both in the UK and further afield."

Weil London Managing Partner Michael Francies commented, "We are
delighted that Adam has accepted the position of President of the
ILA.  As a senior partner and a widely-respected figure in the
restructuring market Adam is ideally placed to advance and
promote restructuring and insolvency practice beyond his
leadership at Weil."

Mr. Plainer also said "The ILA has a superb, and well-deserved,
reputation for sharing know-how and expertise and for working
effectively with Government and other bodies to clearly represent
the industry's views.  My goal is to ensure that this reputation
is extended, and enhanced, confirming the ILA's position as one
of the most effective industry bodies in the UK."

Mr. Plainer has been ranked for over a decade as one of the
world's leading insolvency and restructuring practitioners.  He
has participated in many of the largest and most significant
corporate restructurings in the market, including leading the
team advising KPMG as joint administrators in the ground-breaking
case of MF Global UK's special administration.  He is the
outgoing President of the Turnaround Management Association (TMA)
UK and is regularly sought out as a speaker and industry expert.


                            *********

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,
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                 * * * End of Transmission * * *