TCREUR_Public/170817.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Thursday, August 17, 2017, Vol. 18, No. 163


                            Headlines


F R A N C E

VEOLIA ENVIRONNEMENT: Fitch Affirms BB+ Rating on Sub. Notes


G E R M A N Y

AIR BERLIN: Thomas Cook Ready to Pay Active Role in Restructuring
AIR BERLIN: Germany Provides EUR150-Mil. Bridging Loan
AIR BERLIN: Easyjet in Talks to Buy Assets Following Insolvency


I R E L A N D

AVOCA CLO VIII: Fitch Affirms 'B+sf' Rating on Class E Notes
CAVENDISH SQUARE: S&P Raises Rating on Class C Notes to BB+(sf)
HARVEST CLO X: S&P Affirms B(sf) Rating on Class F Notes


L U X E M B O U R G

COMMERZBANK FINANCE: Moody's Hikes BCA From B2, Outlook Stable
SWISSPORT GROUP: S&P Affirms 'B' Long-Term CCR, Outlook Stable


N E T H E R L A N D S

ARES EUROPEAN VII: Moody's Assigns B2 Rating to Cl. E-R Notes
ARES EUROPEAN VII: S&P Assigns B-(sf) Rating to Class E-R Notes
CONTEGO CLO II: Moody's Assigns B2(sf) Rating to Cl. F-R Notes


S E R B I A

HIP PETROHEMIJA: Serbian Court Approves Pre-Pack Bankruptcy Plan


S P A I N

BANCO POPULAR ESPANOL: CDS Holders Await Compensation


                            *********



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F R A N C E
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VEOLIA ENVIRONNEMENT: Fitch Affirms BB+ Rating on Sub. Notes
------------------------------------------------------------
Fitch Ratings has affirmed Veolia Environnement S.A.'s Long-Term
Issuer Default Rating (IDR) and senior unsecured rating at 'BBB'.
The rating of its undated deeply subordinated notes has been
affirmed at 'BB+'. The Outlook on the IDR has been raised to
Positive from Stable.

The Outlook revision reflects an acceleration in revenues across
all businesses, supported by a higher target for 2016-18 cost
reductions, taking estimated FFO adjusted net leverage from 2018
to within Fitch guidelines for positive rating action. This is
despite Fitch's decision to withdraw equity credit for the EUR1.5
billion hybrid issue. Fitch also expects Veolia to turn slightly
free cash flow positive (FCF) from 2018 and for fixed charge
cover to remain within positive guidelines. However, capex is
likely to increase and, although there are no current plans with
a heavy refinancing schedule, any large-scale debt-funded M&A
would limit rating upside.

KEY RATING DRIVERS

Implications of Cyclical Recovery: Recent first-half results
showed an acceleration in revenue growth across all businesses,
especially in waste. However, despite the impact of revenue
growth on a high fixed-cost base, EBITDA margins are under
pressure. Veolia's announcement of further restructuring of the
French water business underlines the need for additional cost
reduction. In addition, with a focus on new contract wins, plans
to raise capex to support longer-term growth have been delayed.

Cost Reduction: Veolia needs to cut costs in order to remain
competitive. In view of its cyclical exposure in waste, cost
reduction gives greater visibility to EBITDA and cash flows. The
company has raised its 2016-18 target from EUR600 million to
EUR800 million and H117 results suggest that it is on track to
hit this target. This is further supported by plans for
additional restructuring of the French water business. If Veolia
succeeds in doubling French water EBIT by 2020, this would
improve the chances of recovering EUR400 million of French tax
loss carry forwards, effectively lowering the tax rate. However,
this is not yet reflected in Fitch's projections.

Underlying FCF Still Negative: Veolia has continued to generate
slightly negative underlying FCF into H117. Although Fitch
expects FCF to turn slightly positive from next year, this hinges
partly on working capital improvements and estimated FCF margins
at around 1% from 2018 are still well below US waste peers, Waste
Management and Republic Services. Veolia acknowledges that it has
underspent on capex and in Fitch views this is likely to change
in future.

Sector M&A: Veolia returned to making small to medium
acquisitions in 2016, particularly in the US. Moreover, following
the sale of Transdev last year, asset sales are virtually
complete. There has been significant large-scale M&A recently,
notably with the closest peer Suez's EUR3.2 billion acquisition
of GE Water in March 2017, though this was funded with a
debt/equity mix close to 50/50. However, Fitch sees greater
potential for M&A in waste. Although no large-scale M&A is
currently planned, Fitch perceives a more aggressive debt-funded
strategy as a potential risk to the rating.

Proactive Treasury Management: Faced with a heavy debt maturity
schedule of EUR7 billion potentially including the EUR1.5 billion
hybrid issue, Veolia has issued around EUR2.5 billion of bonds
over the last 12 months to reduce refinancing risk. Fitch expects
refinancing relatively expensive legacy debt at lower rates to
support an expected continued improvement in fixed charge cover.
Fitch has removed the equity credit from the hybrid bonds
reflecting Fitch reduced conviction on their permanence in
Veolia's capital structure.

DERIVATION SUMMARY

The rating reflects Veolia's scale and diversification both by
business (mostly contracted and quasi-regulated water and
somewhat riskier waste management) and geographic region. EBITDA
from France is 23% of the group total and this will probably fall
further in future. Waste Management Inc (BBB/Stable) and Republic
Services Inc (BBB/Stable) are solely present in the US waste
industry and thus lack Veolia's diversity, but report stronger
credit metrics such as leverage and FCF. Veolia's FFO adjusted
net leverage is comparable to that of Italian multi-utility Acea
SpA (BBB+/Stable) which has a stronger business profile dominated
by regulated network business. FCC Aqualia, S.A. (BB+/Stable) is
focused on contracted water business in Spain and has
significantly higher leverage compared with Veolia.

KEY ASSUMPTIONS

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

- Higher revenues than previously, reflecting 3.1% growth in
   H117 at constant scope and exchange rates, based on stronger
   than expected revenue growth in energy (H1 organic growth of
   +6.5% on stronger volumes in central Europe and China), and
   especially waste (H1 organic growth of +3.8% on stronger
   volumes and above all pricing, including recyclates).

- Slightly lower EBITDA margins than previously, reflecting
   margin pressures in H117, despite additional cost-cutting and
   the cosmetic impact of IFRIC12, but higher estimates of
   revenue imply higher absolute EBITDA estimates. The mix is
   higher EBITDA estimates in waste by around EUR100 million and
   lower EBITDA estimates in water by around EUR50 million.

- No tax impact as a result of higher French water EBIT by 2020.

- Capex around EUR1.5 billion pa during 2017-2018 and dividend
   growth in line with earnings, both in line with guidance.

- Sale of remaining stake in Transdev for EUR330 million in
   2018.

RATING SENSITIVITIES

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

- Additional cost-cutting beyond the scope of the current EUR800
   million 2016-18 programme aiding to positive FCF and FFO net
   adjusted leverage falling below 4.2x (revised from 4.5x
   reflecting the peer comparison) and improvement in FFO fixed
   charge cover ratio to well above 3.0x

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action
- Operational underperformance and/or a more aggressive debt
   funded acquisition strategy

- FFO net adjusted leverage above 5.0x, a fall in FFO fixed
   charge cover ratio towards 2.0x and negative FCF, on a
   sustained basis.

LIQUIDITY

Sufficient Liquidity: As of June 30, 2017, Veolia had group net
liquidity of EUR4.4 billion and Fitch therefore believes that
Veolia has an adequate position to meet operating requirements
and debt maturities until 2018. FCF at end-1H17 was negative
EUR197 million pre-disposals, acquisitions and movement in
working capital, with the latter expected to reverse by year end.



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


AIR BERLIN: Thomas Cook Ready to Pay Active Role in Restructuring
-----------------------------------------------------------------
Victoria Bryan at Reuters reports that Thomas Cook said on Aug.
16 that tour operator Thomas Cook and its German airline Condor
are prepared to play an active role in a restructuring of
insolvent carrier Air Berlin.

"Thomas Cook and its subsidiary, the strengthened German holiday
airline Condor, are standing ready to play an active role in the
future of Air Berlin," Reuters quotes a spokesman for Thomas Cook
as saying in an e-mailed statement.

Thomas Cook books some of its customers on flights with Air
Berlin and its unit Niki, which means it is in the tour
operator's interest that the German airline's operations
continue, Reuters notes.

                       About Air Berlin

Air Berlin Plc is a Germany-based airline that is registered in
the United Kingdom. On August 15, 2017, Air Berlin's Board of
Directors filed with the competent local district court of
Berlin-Charlottenburg a petition for the opening of debtor-in-
possession insolvency proceedings.  In addition, a petition for
the opening of debtor-in-possession insolvency proceedings was
filed with the local district court of Berlin-Charlottenburg for
Air Berlin PLC & Co. Luftverkehrs KG and airberlin technik GmbH
and will be filed for further subsidiaries of the Air Berlin
group.  The Board has, after close evaluation, determined that
Air Berlin has no longer a positive continuation prognosis.  The
reason for this conclusion is that its main shareholder Etihad
Airways PJSC has notified Air Berlin of the fact that it will not
provide any further financial support to the Air Berlin group.


AIR BERLIN: Germany Provides EUR150-Mil. Bridging Loan
------------------------------------------------------
Madeline Chambers and Joseph Nasr at Reuters report that Germany
has made a bridging loan of EUR150 million (US$176.16 million)
available to Air Berlin to ensure flights continue after the
airline filed for insolvency.

"This bridging loan will be made available via the KfW (state
development bank) and backed by a federal guarantee," Reuters
quotes the economy and transport ministries as saying in a joint
statement.

According to Reuters, the ministries also said they expected a
decision from Lufthansa and another airline concerning the sale
of parts of the business in coming weeks.

                        About Air Berlin

Air Berlin Plc is a Germany-based airline that is registered in
the United Kingdom. On August 15, 2017, Air Berlin's Board of
Directors filed with the competent local district court of
Berlin-Charlottenburg a petition for the opening of debtor-in-
possession insolvency proceedings.  In addition, a petition for
the opening of debtor-in-possession insolvency proceedings was
filed with the local district court of Berlin-Charlottenburg for
Air Berlin PLC & Co. Luftverkehrs KG and airberlin technik GmbH
and will be filed for further subsidiaries of the Air Berlin
group.  The Board has, after close evaluation, determined that
Air Berlin has no longer a positive continuation prognosis.  The
reason for this conclusion is that its main shareholder Etihad
Airways PJSC has notified Air Berlin of the fact that it will not
provide any further financial support to the Air Berlin group.


AIR BERLIN: Easyjet in Talks to Buy Assets Following Insolvency
---------------------------------------------------------------
Tom Koerkemeier and Victoria Bryan at Reuters report that Easyjet
is in talks to buy assets from insolvent Air Berlin, a person
familiar with the matter told Reuters, adding that the talks
centered on the German airline's slots.

"The goal has been to keep out Ryanair," Reuters quotes the
person as saying in reference to negotiations.

                      About Air Berlin

Air Berlin Plc is a Germany-based airline that is registered in
the United Kingdom. On August 15, 2017, Air Berlin's Board of
Directors filed with the competent local district court of
Berlin-Charlottenburg a petition for the opening of debtor-in-
possession insolvency proceedings.  In addition, a petition for
the opening of debtor-in-possession insolvency proceedings was
filed with the local district court of Berlin-Charlottenburg for
Air Berlin PLC & Co. Luftverkehrs KG and airberlin technik GmbH
and will be filed for further subsidiaries of the Air Berlin
group.  The Board has, after close evaluation, determined that
Air Berlin has no longer a positive continuation prognosis.  The
reason for this conclusion is that its main shareholder Etihad
Airways PJSC has notified Air Berlin of the fact that it will not
provide any further financial support to the Air Berlin group.



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


AVOCA CLO VIII: Fitch Affirms 'B+sf' Rating on Class E Notes
------------------------------------------------------------
Fitch Ratings has affirmed all rating on Avoca CLO VIII Limited's
notes:

Class A1 (ISIN XS0312372112): affirmed at 'AAAsf'; Outlook
Stable

Class A2 (ISIN XS0312377772): affirmed at 'AAAsf'; Outlook
Stable

Class B (ISIN XS0312378747): affirmed at 'AAsf'; Outlook
Positive

Class C (ISIN XS0312379984): affirmed at 'Asf'; Outlook Positive

Class D (ISIN XS0312380305): affirmed at 'BBBsf'; Outlook
Positive

Class E (ISIN XS0312380727): affirmed at 'B+sf'; Outlook
Positive

Class U (ISIN XS0312840746): affirmed at 'BBBsf'; Outlook
Positive

KEY RATING DRIVERS

The affirmation reflects increased credit enhancement (CE) across
the capital structure due to the deleveraging of the transaction
since October 2016. The deleveraging was mainly driven by the
amortisation of the class A1 notes to EUR51.7 million. CE for the
class A1 notes has increased to 77.8% from 61% over the past 12
months, while CE for the class E notes has increased to 9.2% from
6.7%.

The Positive Outlook on the mezzanine and junior notes reflects
the possibility of a further upgrade if the deleveraging
continues at the current pace.

As the portfolio deleverages the transaction is becoming more
exposed to obligor concentration. The top 10 obligors currently
represent 39%, compared with 36% a year ago and the largest
obligor now represents 6.3%, compared with 4% previously. For
this review a sensitivity analysis was performed to assess near-
term performance volatility if the top three obligors were to
default.

The transaction currently benefits from significant excess
spread. The weighted average spread of the portfolio is 3.55%
while the weighted average spread on the rated notes is only
0.94%. The portfolio remains diversified across countries and
industrial sectors. There are currently no defaulted assets in
the portfolio and assets rated 'CCC' or below represent 5.4%. The
weighted-average rating of the portfolio remains at 'B'/'B+'. The
Fitch weighted average rating factor, as calculated by the
trustee, has increased to 29.7 from 26.7 over the past year and
the Fitch weighted average recovery rate has decreased to 63.4
from 67.32.

Fitch has adjusted the default timing in the cash flow model, as
the current portfolio has a short tenor of 3.3 years. The default
timing used is 25%, 25% and 50 % for front-loaded, 25%, 50% and
25% for middle-loaded and 50%, 25% and 25% for back-loaded
scenarios.

RATING SENSITIVITIES

In its rating sensitivity analysis, Fitch found that a 25%
increase of the default probability could result in a downgrade
of up to one notch and a 25% reduction of the recovery rate could
result in a downgrade of up to two notches across the junior
notes.


CAVENDISH SQUARE: S&P Raises Rating on Class C Notes to BB+(sf)
---------------------------------------------------------------
S&P Global Ratings raised its credit ratings on Cavendish Square
Funding PLC's class A1-N, A2, B, and C notes.

Today's upgrades follow S&P's analysis of the transaction using
data from the May 31, 2017 trustee report, and the application of
our relevant criteria (see "Related Criteria").

S&P said, "The transaction's post-reinvestment period began in
February 2011. The class A1-N notes have amortized further since
our Aug. 25, 2016 review (see "Various Rating Actions Taken In
Cash Flow CDO Of ABS Transaction Cavendish Square Funding
Following Performance Review"). Of the class A1-N notes, just EUR
18.35 million remains outstanding following the repayment of EUR
35.36 million since our previous review. As a result, available
credit enhancement for all the outstanding classes of notes
increased over the same period.

"From our analysis, we observed that there has been a slight
negative rating migration in the asset portfolio as the
proportion of the collateral rated 'CCC+' or below rose from
15.8% of the performing pool to 21.4%. This resulted in an
increase in the scenario default rates (SDRs) at each rating
level. The SDR is the minimum level of portfolio defaults that we
expect each collateralized debt obligations (CDO) tranche to be
able to support the specific rating level using CDO Evaluator.

"The portion of performing assets not rated by S&P Global Ratings
is 19.9%. In this case, we apply our mapping criteria to map
notched ratings from another ratings agency and to infer our
rating input for the purpose of inclusion in CDO Evaluator (see
"Mapping A Third Party's Internal Credit Scoring System To
Standard & Poor's Global Rating Scale," published on May 8,
2014). In performing this mapping, we generally apply a three-
notch downward adjustment for structured finance assets that are
rated by one rating agency and a two-notch downward adjustment if
the asset is rated by two rating agencies, for up to 15% of the
portfolio. For assets in excess of 15% of the portfolio, which we
consider to be performing, we will assign a 'CCC-' rating in our
analysis. In this transaction, the proportion of assets mapped
from other rating agencies that mapped to a rating above 'CCC-'
was below 15%, and we therefore did not make any additional
adjustments.

"We conducted our cash flow analysis to determine the break-even
default rate (BDR) for each rated class of notes at each rating
level. The BDR represents our estimate of the maximum level of
gross defaults, based on our stress assumptions, that a tranche
can withstand and still pay interest and fully repay principal to
the noteholders. We applied various cash flow stresses using our
standard default patterns and timings for each rating category
assumed for each class of notes. We used the reported weighted-
average spread of 1.35%, and the weighted-average recovery rates
calculated in accordance with our 2012 criteria for CDOs of
pooled structured finance assets (see "Global CDOs Of Pooled
Structured Finance Assets: Methodology And Assumptions,"
published on Feb. 21, 2012). The weighted-average spread (WAS) is
also lower than at our previous review (1.35% now compared with
1.42% in August 2016). The WAS and weighted-average recovery
rates are some of the key components that determine the required
credit enhancement at each rating level in our cash flow
analysis.

"We have applied our supplemental tests to address event and
model risk, in line with our corporate cash flow CDO criteria
(see "Global Methodologies And Assumptions For Corporate Cash
Flow And Synthetic CDOs," published on Aug. 8, 2016). As the
transaction employs excess spread, we have applied this test by
running our cash flows using the forward interest rate curve.

"Our analysis indicates that the available credit enhancement for
the class A1-N, A2, B, and C notes in this transaction is
commensurate with higher ratings than those currently assigned.
We have therefore raised our ratings on these classes of notes."

The application of the largest obligor default or largest
industry test did not constrain our ratings on any of the classes
of notes.

Cavendish Square Funding is a cash flow mezzanine structured
finance CDO of a portfolio that comprises predominantly mortgage-
backed securities. The transaction closed in February 2006 and AE
Global Investment Solutions Ltd. manages it.
RATINGS LIST

  Class                Rating
              To                 From

  Cavendish Square Funding PLC
  EUR 297.45 Million Secured Floating-Rate Notes Revolving Credit
  Facility Secured
  Fixed-Rate Notes And Subordinated Notes

  Ratings Raised

  A1-N        AA- (sf)           A- (sf)
  A2          BBB (sf)           BB+ (sf)
  B           BBB (sf)           BB+ (sf)
  C           BB+ (sf)           BB- (sf)


HARVEST CLO X: S&P Affirms B(sf) Rating on Class F Notes
--------------------------------------------------------
S&P Global Ratings assigned its credit ratings to the class A-R,
B-R, C-R, and D-R notes from Harvest CLO X DAC, a collateralized
loan obligation (CLO) managed by Investcorp Credit Management EU
Ltd.

The replacement notes were issued via a supplemental trust deed.
The replacement notes were issued at a lower spread over Euro
Interbank Offered Rate (EURIBOR) than the original notes they
replace. The cash flow analysis demonstrates, in S&P's view, that
the replacement notes have adequate credit enhancement available
at the current rating levels.

The transaction has experienced overall stable performance since
our previous rating affirmations on Feb. 16, 2015 (see "Ratings
Affirmed In Harvest CLO X After The Transaction's Effective
Date"). All coverage ratios are above the minimum triggers, and
the post-refinance structure has improved its cash flow results.

S&P said, "On the Aug. 15, 2017 refinancing date, the proceeds
from the issuance of the replacement notes redeemed the original
notes, upon which we withdrew the ratings on the original notes
and assigned ratings to the replacement notes. We have affirmed
our ratings on the class E and F notes."

  CASH FLOW ANALYSIS RESULTS

  Current date after refinancing

  Class     Amount   Interest
        (mil. EUR)   rate (%)
  A-R        264.4   3ME plus 0.92
  B-R         56.3   3ME plus 1.50
  C-R         30.4   3ME plus 2.00
  D-R         23.6   3ME plus 2.85
  E           29.2   3ME plus 5.00
  F           12.4   3ME plus 6.00

  3ME--Three-month EURIBOR.

  Current date before refinancing

  Class     Amount   Interest
        (mil. EUR)   rate (%)
  A          264.4   3ME plus 1.25
  B           56.3   3ME plus 2.07
  C           30.4   3ME plus 2.30
  D           23.6   3ME plus 3.20
  E           29.2   3ME plus 5.00
  F           12.4   3ME plus 6.00
  3ME--Three-month EURIBOR.


  RATINGS LIST

  Ratings Assigned

  Harvest CLO X DAC
  EUR 466.5 Million Senior Secured Floating-Rate And Subordinated
  Notes

  Replacement    Rating
  class

  A-R            AAA (sf)
  B-R            AA+ (sf)
  C-R            A (sf)
  D-R            BBB (sf)


  Ratings Withdrawn

  Class             Rating
            To                From

  A         NR                AAA (sf)
  B         NR                AA+ (sf)
  C         NR                A (sf)
  D         NR                BBB (sf)

  Ratings Affirmed

  E         BB (sf)
  F         B (sf)



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


COMMERZBANK FINANCE: Moody's Hikes BCA From B2, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service has upgraded Commerzbank Finance &
Covered Bond S.A.'s (CFCB) long-term local-currency issuer rating
to Baa1 from Baa3. The outlook on the rating is stable. In
addition, the rating agency upgraded the bank's Counterparty Risk
(CR) Assessment to A2(cr)/P-1(cr) from Baa2(cr)/P-2(cr). At the
same time, the bank's Baseline Credit Assessment (BCA) has been
upgraded to baa3 from b2 and the Adjusted BCA to baa3 from ba2.

The various upgrades effectively align CFCB's ratings, a wholly
owned Luxembourg-based subsidiary of Commerzbank AG (deposits A2
stable / senior unsecured Baa1 stable, BCA baa3), with those of
its German parent.

RATINGS RATIONALE

Moody's decision to fully align CFCB's ratings with those of its
parent reflects the rating agency's assessment that the Luxemburg
entity's operations are very closely integrated with those of
Commerzbank after CFCB concluded its multi-year restructuring
last summer. The bank now carries the name of its parent, which
injected additional EUR291 million of capital into CFCB in H2
2016 and which holds all of CFCB's senior unsecured funding.
Moreover, CFCB only displays a very limited local franchise in
Luxembourg. The close ties between CFCB and its parent are
further strengthened through a letter of comfort and various
service level agreements to the benefit of CFCB.

The aligned ratings are therefore based on the same rating
architecture as applicable for Commerzbank's ratings.
Accordingly, and based on Moody's approach of rating CFCB as a
highly integrated and harmonized subsidiary of Commerzbank,
Moody's decided to align CFCB's BCA (and Adjusted BCA) with the
baa3 BCA (and baa3 Adjusted BCA) of Commerzbank.

In addition, the rating agency also adopted the parent's Loss
Given Failure (LGF) perimeter for CFCB, thereby including into
CFCB's ratings the same notching uplift resulting from Moody's
Advanced LGF analysis, which it performs at the German group
level. Furthermore, Moody's now also includes one additional
notch of rating uplift from government support, mirroring the
support factored into the senior unsecured debt and deposit
ratings of the German parent bank.

Moody's performs its Advanced LGF analysis on the consolidated
financials of the German parent, based on the assumption that
resolution would be addressed for the German parent bank and its
Luxembourg subsidiary at the same time. Common resolution with
the parent is likely given that CFCB is strongly interconnected
with Commerzbank, as illustrated by its funding reliance for the
majority of its balance sheet. Such interconnectedness implies
limited options for a subsidiary's ring-fencing in resolution.

Moody's decision on whether government support assigned to the
parent bank is also available to CFCB as a cross-border
subsidiary considers the degree of integration of CFCB into the
group's operations as well as the very high level of group
funding available to CFCB.

-- RATIONALE FOR STABLE OUTLOOK

The stable outlook on CFCB's long-term issuer rating mirrors the
stable outlook on Commerzbank's long-term ratings.

WHAT COULD MOVE THE RATINGS UP

An upgrade of CFCB's issuer ratings could be prompted by (1) an
upgrade of Commerzbank's BCA; or (2) a reduction of the expected
loss severity following a shift in Commerzbank's funding mix,
which could result in higher rating uplift under Moody's LGF
analysis for Commerzbank's senior unsecured debt ratings and,
thus, CFCB's long-term issuer rating.

Upward pressure on Commerzbank's BCA could result from (1) a
further significant improvement of its asset risk metrics,
including a further meaningful reduction of sector concentrations
and/or significantly improved problem loan coverage; combined
with (2) a sustained and pronounced improvement of its fully
phased-in capital ratios and balance sheet leverage; and (3) a
persistent strengthening of the bank's recurring earnings power.

WHAT COULD MOVE THE RATINGS DOWN

A downgrade of CFCB's issuer rating could result from (1) a
downgrade of Commerzbank's BCA; (2) an increase in the expected
loss severity following a shift in Commerzbank's funding mix,
which could result in fewer notches of rating uplift as a result
of Moody's LGF analysis; (3) signs that CFCB returns to a lower
level of integration within Commerzbank; or (4) a reduction in
Moody's government support assumptions for Commerzbank and, thus,
CFCB.

Downward pressure on Commerzbank's BCA could result from (1) a
weakening of the bank's Strong+ Macro Profile, (2) renewed
pressure on its asset quality and capital adequacy metrics; and
(3) failure to improve its risk-return profile in the medium
term.

LIST OF AFFECTED RATINGS

The following ratings and rating assessments have been upgraded:

-- Long-term local currency issuer rating to Baa1 from Baa3,
    outlook stable

-- Long-term Counterparty Risk Assessment to A2(cr) from
    Baa2(cr)

-- Short-term Counterparty Risk Assessment to P-1(cr) from
    P-2(cr)

-- Baseline Credit Assessment to baa3 from b2

-- Adjusted Baseline Credit Assessment to baa3 from ba2

Outlook Action:

-- Outlook remains Stable

PRINCIPAL METHODOLOGY

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


SWISSPORT GROUP: S&P Affirms 'B' Long-Term CCR, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'B' long-term
corporate credit rating on Luxembourg-based airport services
provider Swissport Group S.a r.l (Swissport) and the group's
related entities. S&P said, "We removed all ratings from
CreditWatch negative. The outlook is stable."

S&P related, "At the same time, we assigned a new 'B' long-term
corporate credit rating, with a stable outlook, to Swissport
Financing S.a r.l, the entity issuing the new debt.

"We assigned a 'B' issue rating to the refinanced EUR 460 million
term loan B and EUR 364 million new senior secured notes issued
by Swissport Financing S.a r.l. The recovery rating on the debt
is '3', reflecting our expectations of recovery in the 50%-70%
range (rounded estimate: 55%) in the event of default. We also
assigned a 'CCC+' issue rating to the new EUR 265 million senior
notes with a recovery rating of '6', indicating our expectation
of negligible recovery (0%-10%) in the event of a default.

"We lowered to 'CCC+' from 'B' our rating on the remaining senior
secured notes that have not consented to the exchange and
affirmed the 'CCC+' rating on the remaining senior unsecured
notes issued by Swissport Investments S.A. We revised downward
the recovery rating on the remaining senior secured notes to '6'
from '3', reflecting our reduced recovery expectations as they
have no recourse to the restricted group assets in an event of
default. The recovery rating on the remaining senior unsecured
notes remains unchanged at '6'.

"We also affirmed our 'B' issue rating on the Swiss franc (CHF)
110 million senior secured revolving credit facility (RCF) issued
by Swissport International Ltd. The recovery rating on this
instrument remains unchanged at '3', reflecting our recovery
expectations in the 50%-70% range (rounded estimate: 55%) in the
event of a payment default."

The affirmation and stable outlook reflect the completion of
Swissport's refinancing and exchange transaction, in line with
S&P's expectations. The company has refinanced its EUR 660
million term loan by raising a new EUR 460 million term loan B
and repaying EUR 200 million of it with existing cash. The
consent solicitation and exchange offer was accepted by 90.93% of
senior secured lenders and 94.49% of senior unsecured lenders.
The exchange was carried out at par and the notes maintain the
same interest rates and tenor. As part of the transaction, the
new capital structure has migrated to a new entity and the
perimeter of the restricted group has changed to ensure no impact
from the share pledges made by Swissport's parent, HNA.

S&P said, "The terms of the exchange offer on the new notes are
broadly unchanged and we understand that the existing lenders
that have not consented to the exchange will no longer be
entitled to the benefits of all of the restrictive covenants. In
addition, any remaining existing lenders -- both secured and
unsecured -- will be structurally subordinated to the new notes.
As a result, we have lowered our issue ratings on the group's
remaining secured notes to 'CCC+' with a recovery rating of '6',
reflecting our substantially reduced expectations of recovery in
the event of default. Our issue rating on the remaining unsecured
notes remains unchanged at 'CCC+', with a recovery rating of '6'.

"While the transaction resulted in a modest improvement in
leverage, we still view Swissport's capital structure as highly
leveraged, as we forecast that S&P Global Ratings-adjusted debt
to EBITDA will remain more than 5.5x over the next 12 months. In
addition, overall interest costs remain broadly in line with our
expectations, since the EUR 200 million debt repayment of the
term loan B with cash was already considered in our previous
forecast. As a result, our funds from operations (FFO) to debt
forecasts remain unchanged at just below 12%, and we expect
EBITDA interest coverage to be at about 3.0x in the next 12
months.

"Swissport's 100% shareholder, the Chinese privately owned HNA
Group, injected EUR 718 million of pure cash equity to the group
in April 2017, which clearly demonstrates its supportiveness.
However, given our view of HNA's acquisition strategy, we expect
that the remaining cash proceeds after the EUR 200 million debt
reduction will likely be used to finance acquisitions, which
would likely add to the group's EBITDA.

"The stable outlook reflects our view that Swissport will likely
maintain or improve its profitability, especially when it fully
realizes synergies from its recent acquisitions and successfully
executes its growth strategy in Asia and the Middle East.

"Furthermore, we believe that Swissport's major acquisitions will
have a deleveraging effect, prompting gradually improved credit
measures in the next 12 months, including adjusted EBITDA
interest coverage of about 3.0x and debt to EBITDA around 5.5x.
We also anticipate that the group will maintain adequate
liquidity, and that our assessment of the HNA Group's
creditworthiness will not weaken and therefore will not weigh on
our rating on Swissport.

"We could raise our rating on Swissport if it reduced its debt
using further proceeds from the equity injection or through
improved operating performance, leading to stronger credit
metrics. Specifically, we would look for a decrease in adjusted
debt to EBITDA to less than 5.0x on a sustainable basis. An
upgrade would also depend on our view on whether our assessment
of HNA Group's creditworthiness would support a higher rating on
Swissport.

"We could lower our rating on Swissport if we observed that HNA
Group's creditworthiness had significantly weakened in the next
12 months.

"We could also downgrade Swissport if we view that its subsidiary
status within HNA Group was no longer consistent with a
moderately strategic assessment."

A downgrade could also stem from a significant cash outflow due
to higher-than-expected integration and start-up costs for new
businesses, or excessive debt-funded investments. This could
trigger a fall in the group's EBITDA interest coverage to less
than 1.5x, or prompt marked weakening its liquidity. Such
deterioration might also signal a weakening of the strategic
importance of Swissport to HNA Group, potentially leading us to
reassess Swissport's subsidiary status within the group.



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


ARES EUROPEAN VII: Moody's Assigns B2 Rating to Cl. E-R Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes ("Refinanced Notes") issued
by Ares European CLO VII B.V., (the "Issuer" or "Ares Euro VII"),
following a restructuring of the transaction which closed on
September 2014.

Issuer: Ares European CLO VII B.V.:

-- EUR265,000,000 Class A-1-R Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aaa (sf)

-- EUR52,000,000 Class A-2A-R Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aa2 (sf)

-- EUR10,000,000 Class A-2B-R Senior Secured Fixed Rate Notes
    due 2030, Definitive Rating Assigned Aa2 (sf)

-- EUR29,000,000 Class B-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned A2 (sf)

-- EUR20,000,000 Class C-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned Baa2 (sf)

-- EUR29,000,000 Class D-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned Ba2 (sf)

-- EUR12,500,000 Class E-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Moody's ratings of the rated notes address the expected loss
posed to noteholders by the legal final maturity of the notes in
2030. The ratings reflect the risks due to defaults on the
underlying portfolio of loans given the characteristics and
eligibility criteria of the constituent assets, the relevant
portfolio tests and covenants as well as the transaction's
capital and legal structure. Furthermore, Moody's is of the
opinion that the collateral manager, Ares European Loan
Management LLP (the "Collateral Manager"), has sufficient
experience and operational capacity and is capable of managing
this CLO.

The Issuer has issued the Refinancing Notes in connection with
the refinancing of the following classes of notes: Class A-1
Notes, Class A-2A Notes, Class A-2B Notes, Class C Notes, Class D
Notes and Class E Notes due 2028 (the "Original Notes"),
previously issued on September 3, 2014 (the "Original Closing
Date"). On the Refinancing Date, the Issuer will use the proceeds
from the issuance of the Refinancing Notes to redeem in full its
respective Original Notes. On the Original Closing Date, the
Issuer also issued one class of subordinated notes, which will
remain outstanding.

Ares Euro VII is a managed cash flow CLO. At least 96% of the
portfolio must consist of senior secured loans and senior secured
bonds and up to 4% of the portfolio may consist of unsecured
loans, second-lien loans, mezzanine obligations and high yield
bonds. The portfolio is expected to be fully ramped up as of the
Issue Date and to be comprised predominantly of corporate loans
to obligors domiciled in Western Europe.

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

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
October 2016. The cash flow model evaluates all default scenarios
that are then weighted considering the probabilities of the
binomial distribution assumed for the portfolio default rate. In
each default scenario, the corresponding loss for each class of
notes is calculated given the incoming cash flows from the assets
and the outgoing payments to third parties and noteholders.
Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

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

Par amount: EUR450,000,000

Diversity Score: 38

Weighted Average Rating Factor (WARF): 2750

Weighted Average Spread (WAS): 3.65%

Weighted Average Recovery Rate (WARR): 43%

Weighted Average Life (WAL): 8 years

Weighted Average Coupon (WAC): 4.75%

As part of the base case, Moody's has looked at the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with a LCC of A1 or below
cannot exceed 10%, with exposures to countries with LCCs of Baa1
to Baa3 further limited to 0%. Given these portfolio constraints
and the current sovereign ratings of eligible countries, no
additional stress runs were performed as further described in the
methodology.

Stress Scenarios:

Together with the set of modeling assumptions above, Moody's
conducted additional sensitivity analysis, which was an important
component in determining the ratings assigned to the rated notes.
This sensitivity analysis includes increased default probability
relative to the base case. Below is a summary of the impact of an
increase in default probability (expressed in terms of WARF
level) on each of the rated notes (shown in terms of the number
of notch difference versus the current model output, whereby a
negative difference corresponds to higher expected losses),
holding all other factors equal.

Percentage Change in WARF: + 15% (from 2750 to 3163)

Ratings Impact in Rating Notches:

Class A-1-R Senior Secured Floating Rate Notes: 0

Class A-2A-R Senior Secured Floating Rate Notes: -3

Class A-2B-R Senior Secured Fixed Rate Notes: -3

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

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

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

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

Percentage Change in WARF: +30% (from 2750 to 3575)

Ratings Impact in Rating Notches:

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

Class A-2A-R Senior Secured Floating Rate Notes: -4

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

Class B-R Senior Secured Deferrable Floating Rate Notes: -5

Class C-R Senior Secured Deferrable Floating Rate Notes: -3

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

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

Methodology Underlying the Rating Action:

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


ARES EUROPEAN VII: S&P Assigns B-(sf) Rating to Class E-R Notes
---------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Ares European
CLO VII B.V.'s class A-1-R, A-2A-R, A-2B-R, B-R, C-R, D-R, and E-
R notes. At closing, the issuer also issued unrated subordinated
notes. The transaction is a reset of an existing transaction,
which closed in 2014.

The proceeds from the issuance of these notes were used to redeem
the existing rated notes. In addition to the redemption of the
existing notes, the issuer used the remaining funds to purchase
additional collateral and to cover fees and expenses incurred in
connection with the reset. The portfolio's reinvestment period
ends approximately 4.2 years after the reset closing, and the
portfolio's maximum average maturity date is eight years after
the reset closing.

The ratings assigned to the notes reflect S&P's assessment of:

-- The diversified collateral pool, which consists primarily of
    broadly syndicated speculative-grade senior secured term
    loans and bonds that are governed by collateral quality
    tests.

-- The credit enhancement provided through the subordination of
    cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect
    the performance of the rated notes through collateral
    selection, ongoing portfolio management, and trading.

-- The transaction's legal structure, which is bankruptcy
    remote.

S&P said, "We consider that the transaction's documented
counterparty replacement and remedy mechanisms adequately
mitigate its exposure to counterparty risk under our current
counterparty criteria.

"Following the application of our structured finance ratings
above the sovereign criteria, we consider the transaction's
exposure to country risk to be limited at the assigned rating
levels, as the exposure to individual sovereigns does not exceed
the diversification thresholds outlined in our criteria (see
"Ratings Above The Sovereign - Structured Finance: Methodology
And Assumptions," published on Aug. 8, 2016).

"We consider that the transaction's legal structure to be
bankruptcy remote, in line with our legal criteria (see
"Structured Finance: Asset Isolation And Special-Purpose Entity
Methodology," published on March 29, 2017).

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our ratings are
commensurate with the available credit enhancement for each class
of notes."

Ares European CLO VII is a European cash flow corporate loan
collateralized loan obligation (CLO) securitization of a
revolving pool, comprising euro-denominated senior secured loans
and bonds issued mainly by sub-investment grade borrowers. Ares
European Loan Management LLP is the collateral manager.

RATINGS LIST

  Ares European CLO VII B.V.
  EUR 472.6 Million Floating- And Fixed-Rate Notes (Including EUR
  55.1 Million Subordinated Notes)

  Class                  Rating            Amount
                                       (mil. EUR )
  A-1-R                  AAA (sf)          265.00
  A-2A-R                 AA (sf)            52.00
  A-2B-R                 AA (sf)            10.00
  B-R                    A (sf)             29.00
  C-R                    BBB (sf)           20.00
  D-R                    BB (sf)            29.00
  E-R                    B- (sf)            12.50
  Subordinated           NR                 55.10

  NR--Not rated.


CONTEGO CLO II: Moody's Assigns B2(sf) Rating to Cl. F-R Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by
Contego CLO II B.V.

-- EUR209,500,000 Class A-R Senior Secured Floating Rate Notes
    due 2026, Definitive Rating Assigned Aaa (sf)

-- EUR37,600,000 Class B-R Senior Secured Floating Rate Notes
    due 2026, Definitive Rating Assigned Aa2 (sf)

-- EUR24,250,000 Class C-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Definitive Rating Assigned A2 (sf)

-- EUR16,250,000 Class D-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Definitive Rating Assigned Baa2 (sf)

-- EUR23,400,000 Class E-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Definitive Rating Assigned Ba2 (sf)

-- EUR10,800,000 Class F-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Moody's definitive ratings of the rated refinancing notes address
the expected loss posed to noteholders by legal final maturity of
the notes in 2026. The definitive ratings reflect the risks due
to defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants as well as the
transaction's capital and legal structure. Furthermore, Moody's
is of the opinion that the collateral manager, Five Arrows
Managers LLP, has sufficient experience and operational capacity
and is capable of managing this CLO.

The Issuer will issue the Refinancing Notes in connection with
the refinancing of the following classes of notes: Original Class
A Notes, Original Class B Notes, Original Class C Notes, Original
Class D Notes, Original Class E Notes and Original Class F Notes
due 2026 (the "Refinanced Notes"), previously issued on
November 5, 2014 (the "Issue Date"). On the refinancing date, the
Issuer will use the proceeds from the issuance of the Refinancing
Notes to redeem in full its respective Refinanced Notes. On the
Issue Date, the Issuer also issued one class of subordinated
notes, which will remain outstanding.

Other than the changes to the spreads of the notes, the Weighted
Average Life test covenant will be extended by 20 months and the
collateral quality matrix of the CLO will be modified in
connection to the refinancing.

Contego CLO II is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior obligations and up to
10% of the portfolio may consist of unsecured senior loans,
second-lien loans, mezzanine loans and high yield bonds. The
portfolio is expected to be 100% ramped up as of the closing date
and to be comprised predominantly of corporate loans to obligors
domiciled in Western Europe.

Five Arrows Managers LLP manages the CLO. It directs the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's reinvestment
period which will end in November 2018. Thereafter, purchases are
permitted using principal proceeds from unscheduled principal
payments and proceeds from sales of credit risk obligations, and
are subject to certain restrictions.

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
October 2016. The cash flow model evaluates all default scenarios
that are then weighted considering the probabilities of the
binomial distribution assumed for the portfolio default rate. In
each default scenario, the corresponding loss for each class of
notes is calculated given the incoming cash flows from the assets
and the outgoing payments to third parties and noteholders.
Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

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

Performing par, recoveries and principal proceeds balance:
EUR349,289,690

Defaulted par: EUR0

Diversity Score: 30

Weighted Average Rating Factor (WARF): 3050

Weighted Average Spread (WAS): 3.80%

Weighted Average Recovery Rate (WARR): 44.50%

Weighted Average Life (WAL): 6.57 years

As part of the base case, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with foreign currency
government bond rating of A3 or below cannot exceed 10%, with
exposures to countries foreign with currency government bond
rating of Baa3 further limited to 5%. Following the effective
date, and given these portfolio constraints and the current
sovereign ratings of eligible countries, the total exposure to
countries with a LCC of A1 or below may not exceed 10% of the
total portfolio. As a worst case scenario, a maximum 5% of the
pool would be domiciled in countries with LCC of A3 and 5% in
countries with LCC of Baa3. The remainder of the pool will be
domiciled in countries which currently have a LCC of Aa3 and
above. Given this portfolio composition, the model was run with
different target par amounts depending on the target rating of
each class of notes as further described in the methodology. The
portfolio haircuts are a function of the exposure size to
peripheral countries and the target ratings of the rated notes
and amount to 0.75% for the Class A Notes, 0.50% for the Class B
Notes, 0.375% for the Class C Notes and 0% for Classes D, E and F
Notes.

Stress Scenarios:

Together with the set of modelling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the definitive ratings
assigned to the rated notes. This sensitivity analysis includes
increased default probability relative to the base case. Below is
a summary of the impact of an increase in default probability
(expressed in terms of WARF level) on each of the refinancing
notes (shown in terms of the number of notch difference versus
the current model output, whereby a negative difference
corresponds to higher expected losses), holding all other factors
equal.

Percentage Change in WARF: WARF + 15% (to 3508 from 3050)

Ratings Impact in Rating Notches:

Class A-R Senior Secured Floating Rate Notes: 0

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

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

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

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

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

Percentage Change in WARF: WARF +30% (to 3965 from 3050)

Ratings Impact in Rating Notches:

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

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

Class C-R Senior Secured Deferrable Floating Rate Notes: -3

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

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

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

Further details regarding Moody's analysis of this transaction
may be found in the related New Issue report, published around
the Issue Date in November 2014 and available on Moodys.com.

Methodology Underlying the Rating Action:

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



===========
S E R B I A
===========


HIP PETROHEMIJA: Serbian Court Approves Pre-Pack Bankruptcy Plan
----------------------------------------------------------------
Misha Savic at Bloomberg News reports that HIP Petrohemija said
the Serbian court approved a pre-packaged bankruptcy plan for the
company, allowing conversion into equity of 52.3% of all
creditors' claims that existed before end-January, and writedown
of remaining 47.7%.

According to Bloomberg, under the plan, the government and state-
owned entities are expected to own 76% of HIP Petrohemija, while
Lukoil and Gazprom Neft's NIS is expected to own a combined 24%
stake.

The financial restructuring is expected to be completed by
year-end, Bloomberg notes.

HIP Petrohemija is Serbia's biggest maker of petrochemicals.



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


BANCO POPULAR ESPANOL: CDS Holders Await Compensation
-----------------------------------------------------
Katie Linsell and Tom Beardsworth at Bloomberg News report that
more than two months after junior notes were wiped out in
Europe's first forced sale of a failing lender under its new
resolution regime, holders of credit-default swaps haven't been
compensated.

Banco Popular Espanol SA subordinated bonds were written off in
June, when the struggling Spanish lender was sold to Banco
Santander SA for one euro by the European Union's Single
Resolution Board, Bloomberg recounts.  Within days, the group of
traders that makes decisions for the US$10 trillion credit
derivatives market ruled unanimously that credit-default swaps
should pay out, Bloomberg relates.  The sticking point is whether
bondholders' rights to litigate should affect the amount paid,
Bloomberg notes.

"Calling a credit event was straightforward, but deciding how the
payout should work is proving tricky," Bloomberg quotes Edmund
Parker, global head of derivatives and structured products at law
firm Mayer Brown in London, as saying.  "A gray area has arisen
in the new definitions."

Banco Popular's sale constituted a governmental intervention
credit event triggering payouts under the new rules, the
International Swaps & Derivatives Association said on June 9,
Bloomberg discloses.  According to Bloomberg, Depository Trust &
Clearing Corp. data show outstanding contracts covered a net
US$162 million of Banco Popular's debt as of that date.

Traders had expected insurance payouts on Banco Popular to
vindicate the market overhaul, Bloomberg relays.  But so far, the
first test under Europe's new resolution regime is highlighting
the challenge of protecting bondholders as regulators shift the
burden of bank rescues to creditors from taxpayers, Bloomberg
states.

Lawyers representing a group of Banco Popular's junior
bondholders, including Pacific Investment Management Co. and
Anchorage Capital Group, are already challenging the decision to
impose losses, Bloomberg relays.  The EU's Bank Recovery and
Resolution Directive states that creditors shouldn't be worse off
if a bank is resolved than if it were liquidated, according to
Bloomberg.

Some holders of credit protection are concerned that including
existing legal claims and the right to start future proceedings
in settlement auctions would lower the payout on swaps and hurt
the credibility of the derivatives market, Bloomberg states.
It's unfair to some protection holders because the rights aren't
transferable, Bloomberg relays, citing Jochen Felsenheimer, the
Munich-based managing director of XAIA Investment GmbH, which
holds swaps on Banco Popular.

ISDA's determinations committee has met at least seven times
since June to discuss settlement auction terms and held talks
with market participants to establish whether defunct bonds have
a market value and have changed hands, Bloomberg notes.  They'll
meet again on Friday, Aug. 18, Bloomberg discloses.

According to Bloomberg, the determinations committee said it will
seek additional public comment after agreeing terms of the
settlement auctions.  Mr. Parker said if it can't agree, the
issue could be sent to an external review panel that would
further delay the outcome, Bloomberg notes.

Banco Popular Espanol SA is a Spain-based commercial bank.  The
Bank divides its business into four segments: Commercial Banking,
Corporate and Markets; Insurance Activity, and Asset Management.
The Bank's services and products include saving and current
accounts, fixed-term deposits, investment funds, commercial and
consumer loans, mortgages, cash management, financial assessment
and other banking operations aimed at individuals and small and
medium enterprises (SMEs).  The Bank is a parent company of Grupo
Banco Popular, a group which comprises a number of controlled
entities, such as Targobank SA, GAT FTGENCAT 2005 FTA, Inverlur
Aguilas I SL, Platja Amplaries SL, and Targoinmuebles SA, among
others.  In January 2014, the Company sold its entire 4.6% stake
in Inmobiliaria Colonial SA during a restructuring of the
property firm's capital.



                            *********

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.


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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.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

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

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

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Joseph Cardillo at
856-381-8268.


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