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

                           E U R O P E

           Friday, August 25, 2017, Vol. 18, No. 169


                            Headlines


A R M E N I A

AMERIABANK CJSC: Fitch Affirms Then Withdraws B+ Long-Term IDR


G E R M A N Y

AIR BERLIN: Lufthansa Submits Letter of Interest for Niki Unit
AIR BERLIN: Ryanair Interested to Participate in Sale Process


G R E E C E

ALPHA BANK: Fitch Issues Correction to Rating Release


I R E L A N D

BAIN CAPITAL 2017-1: Moody's Assigns (P)B2 Rating to Cl. F Notes
CFHL-1 2015: Moody's Affirms Ba3(sf) Rating on Class E Notes


I T A L Y

L'ISOLANTE K-FLEX: Fitch Affirms B+ Long-Term IDR, Outlook Stable


K A Z A K H S T A N

BANK RBK: S&P Cuts Counterparty Credit Ratings to 'CCC+/C'


N E T H E R L A N D S

ARES EURO CLO I: S&P Raises Class F Notes Rating to B-(sf)
GOODYEAR DUNLOP: Fitch Affirms 'BB' IDR, Outlook Stable


P O L A N D

PETROLINVEST SA: Paid Liabilities to Polish Social Insurance Unit


R U S S I A

CENTROCREDIT BANK: S&P Alters Outlook to Neg. & Affirms B/B CCR
RUSNANO: S&P Affirms BB-/B Issuer Credit Ratings, Outlook Stable


S W I T Z E R L A N D

ARCHROMA HOLDINGS: S&P Assigns 'B' Long-Term CCR, Outlook Stable
GLOBAL BLUE: S&P Affirms BB- CCR on Strong Operating Performance
SK SPICE: S&P Affirms Then Withdraws B CCR Amid Archroma Deal


U N I T E D   K I N G D O M

GRAIN D'OR: Finsbury Food Plans to Close Loss-Making Business
PREMIER OIL: Prepares to Sell Oilfield Stake to Cut Debt Pile
REDX PHARMA: Gets Permission for Distribution to Unsec. Creditors


X X X X X X X X

* BOOK REVIEW: Competition, Regulation, and Rationing


                            *********



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A R M E N I A
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AMERIABANK CJSC: Fitch Affirms Then Withdraws B+ Long-Term IDR
--------------------------------------------------------------
Fitch Ratings has affirmed Armenian-based Ameriabank CJSC's
(Ameria) Long-Term Issuer Default Rating (IDR) at 'B+' with a
Stable Outlook. At the same time, Fitch has withdrawn the bank's
ratings for commercial reasons. Fitch will no longer provide
rating and analytical coverage of Ameriabank.

KEY RATING DRIVERS

The affirmation of Ameria's ratings reflects limited changes in
the bank's credit profile since Fitch reviews on April 25, 2017.
The bank's performance, capital and liquidity buffers remain
reasonable, supported by a recovering domestic economy and
currency stability, although high balance-sheet concentrations
and loan dollarisation pose risks.

RATING SENSITIVITIES

Not applicable.

Fitch has affirmed and withdrawn the following ratings:

Long-Term Foreign and Local Currency IDRs: 'B+', Outlooks Stable

Short-Term Foreign and Local Currency IDR: 'B'

Viability Rating: 'b+'

Support Rating: '5'

Support Rating Floor: 'No Floor'

Senior unsecured debt: 'B+'; Recovery Rating 'RR4'



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G E R M A N Y
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AIR BERLIN: Lufthansa Submits Letter of Interest for Niki Unit
--------------------------------------------------------------
Victoria Bryan, Ilona Wissenbach, Alexander Huebner and Klaus
Lauer at Reuters report that Lufthansa has submitted a letter of
interest in Air Berlin's Niki unit and other parts of the
insolvent carrier, a source familiar with the talks said on
Aug. 23.

Air Berlin, which is being kept in the air thanks to a EUR150
million (US$177 million) government loan, has been in talks with
interested parties since last week when it filed for insolvency
after major shareholder, Gulf carrier Etihad, said it would no
longer provide funding, Reuters relates.

Part of Air Berlin's appeal to bidders lies in its access to
take-off and landing slots at airports such as Duesseldorf, in
Germany's most populous region, Reuters notes.

According to Reuters, Lufthansa said in a statement on Aug. 23 it
reaffirmed that it was keen to absorb part of Air Berlin.

"The interest in a takeover of parts of Air Berlin Group was
reinforced with a termsheet presented [Wednes]day," Reuters
quotes Lufthansa as saying.

Any sale will be decided by a creditor committee, which met for
the first time on Aug. 23 and includes representatives from Air
Berlin, the federal labor office which is paying staff wages,
Commerzbank, and Eurowings, Reuters states.

                         About Air Berlin

In operation since 1978, Air Berlin PLC & Co. Luftverkehrs KG is
a global airline carrier that is headquartered in Germany and is
the second largest airline in the country.

In 2016, Air Berlin operated 139 aircraft with flights to
destinations in Germany, Europe, and outside Europe, including
the United States, and provided passenger service to 28.9 million
passengers.  Within the first seven months of 2017, the Debtor
carried approximately 13.8 million passengers.  It employs
approximately 8,481 employees.  Air Berlin is a member of the
Oneworld alliance, participating with other member airlines in
issuing tickets, code-share flights, mileage programs, and other
similar services.

Air Berlin has racked up losses of about EUR2 billion over the
past six years, and has net debt of EUR1.2 billion.

On Aug. 15, 2017, Air Berlin applied to the Local District Court
of Berlin-Charlottenburg, Insolvency Court for commencement of an
insolvency proceeding.  On the same day, the German Court opened
preliminary insolvency proceedings permitting the Debtor to
proceed as a debtor-in-possession, appointed a preliminary
custodian to oversee the Debtor during the preliminary insolvency
proceedings, and prohibited any new, and stayed any pending,
enforcement actions against the Debtor's movable assets.

To seek recognition of the German proceedings, representatives of
Air Berlin filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No.
17-12282) on Aug. 18, 2017.  The Hon. Michael E. Wiles is the
case judge.  Thomas Winkelmann and Frank Kebekus, as foreign
representatives, signed the petition.  Madlyn Gleich Primoff,
Esq., at Freshfields Bruckhaus Deringer US LLP, is serving as
counsel in the U.S. case.


AIR BERLIN: Ryanair Interested to Participate in Sale Process
-------------------------------------------------------------
Christopher Jasper at Bloomberg News reports that Ryanair
Holdings Plc said it's "genuinely interested" in bidding for
insolvent Air Berlin Plc and called on the German company to
involve it in the sale process.

Ryanair could buy all or part of Air Berlin but has so far been
ignored by the ailing carrier, according to Chief Executive
Officer Michael O'Leary, who said Aug. 23 he's concerned the
company will be handed to Deutsche Lufthansa AG in an anti-
competitive, all-German deal, Bloomberg relates.

According to Bloomberg, Mr. O'Leary said that while Ryanair has
generally eschewed takeovers and pursued market share through
organic growth and cut-price fares, an exception could be made
for Air Berlin given its strong position in Europe's largest
economy.

                       About Air Berlin

In operation since 1978, Air Berlin PLC & Co. Luftverkehrs KG is
a global airline carrier that is headquartered in Germany and is
the second largest airline in the country.

In 2016, Air Berlin operated 139 aircraft with flights to
destinations in Germany, Europe, and outside Europe, including
the United States, and provided passenger service to 28.9 million
passengers.  Within the first seven months of 2017, the Debtor
carried approximately 13.8 million passengers.  It employs
approximately 8,481 employees.  Air Berlin is a member of the
Oneworld alliance, participating with other member airlines in
issuing tickets, code-share flights, mileage programs, and other
similar services.

Air Berlin has racked up losses of about EUR2 billion over the
past six years, and has net debt of EUR1.2 billion.

On Aug. 15, 2017, Air Berlin applied to the Local District Court
of Berlin-Charlottenburg, Insolvency Court for commencement of an
insolvency proceeding.  On the same day, the German Court opened
preliminary insolvency proceedings permitting the Debtor to
proceed as a debtor-in-possession, appointed a preliminary
custodian to oversee the Debtor during the preliminary insolvency
proceedings, and prohibited any new, and stayed any pending,
enforcement actions against the Debtor's movable assets.

To seek recognition of the German proceedings, representatives of
Air Berlin filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No.
17-12282) on Aug. 18, 2017.  The Hon. Michael E. Wiles is the
case judge.  Thomas Winkelmann and Frank Kebekus, as foreign
representatives, signed the petition.  Madlyn Gleich Primoff,
Esq., at Freshfields Bruckhaus Deringer US LLP, is serving as
counsel in the U.S. case.



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ALPHA BANK: Fitch Issues Correction to Rating Release
-----------------------------------------------------
Fitch Ratings on Aug. 23 issued a correction to the rating
release on 4 Greek covered bond programs.

The announcement corrects the version published earlier, which
incorrectly stated the Outlook on Piraeus Bank's covered bonds.

The corrected press release is as follows:

Fitch has upgraded four Greek mortgage covered bonds programmes
issued by Alpha Bank AE (Alpha, RD/RD/ccc), National Bank of
Greece S.A. (NBG, RD/RD/ccc) and Piraeus Bank S.A. (Piraeus,
RD/RD/ccc) to 'B' from 'B-', as follows:

- Alpha's covered bonds upgraded to 'B' from 'B-'; Stable
   Outlook

- NBG's covered bonds Programme I (NBG I) upgraded to 'B' from
   'B-'; Outlook Positive

- NBG's covered bonds Programme II (NBG II) upgraded to 'B' from
   'B-'; Outlook Positive

- Piraeus's covered bonds upgraded to 'B' from 'B-'; Outlook
   Positive

KEY RATING DRIVERS

Sovereign Upgrade

The rating actions follow the upgrade of Greece Long-Term Issuer
Default Rating (IDR) to 'B-'/Positive from 'CCC' and the revision
of its Country Ceiling to 'B' from 'B-'.

Country Ceiling as Rating Cap

The ratings of NBG I, NBG II and Piraeus's covered bonds are
capped by the 'B' Country Ceiling. The Positive Outlook on the
NBG I, NBG II and Piraeus programmes reflects the strong
protection offered via the 25% minimum contractual over-
collateralisation (OC), which the agency views as sufficient to
sustain stresses above the 'B' rating. The Stable Outlook on
Alpha's covered bonds is driven by its minimum OC of 5.26%, which
Fitch views as insufficient to compensate stresses higher than
those of the 'B' rating scenario.

All Greek covered bonds programmes benefit from a one-notch
recovery uplift from the 'B-' rating floor represented by the
'ccc' Viability Rating of each bank as adjusted by the IDR uplift
of two notches. In a scenario of covered bonds defaulting, Fitch
would expect at least good recovery prospects as the cover pools
comprise Greek residential loans secured by mortgages.

IDR Uplift

The unchanged IDR uplift of two notches reflects that the
issuers' Long-Term IDRs are not support-driven (institutional or
by the sovereign) as well as a low risk of under-
collateralisation at the point of resolution. This is based on
Fitch's assessment on the Greek legal framework, the presence of
an asset monitor, asset eligibility criteria and minimum legal
and contractual levels of OC, as applicable.

ALPHA
Alpha's covered bonds are rated 'B', three notches above the
bank's VR of 'ccc'. This is based on an unchanged IDR uplift of
two notches, and a recovery uplift of one notch. The legal
minimum OC of 5.26%, which Fitch relies upon in its analysis is
in line with the 'B' breakeven OC. The Stable Outlook reflects
the agency's view that the programme OC would not be sufficient
to fully compensate the credit losses under higher rating
scenarios. Fitch has assigned the programme an unchanged payment
continuity uplift (PCU) of eight notches, although this is
currently not a driver of the rating.

NBG
NBG I and NBG II covered bonds are rated 'B', three notches above
the bank's VR of 'ccc', based on an unchanged IDR uplift of two
notches, and a recovery uplift of one notch. The 25% contractual
OC on both programmes that Fitch relies upon in its analysis
provides more protection than the 'B' breakeven OC. The Positive
Outlook reflects the agency's view that the contractual OC would
be sufficient to compensate the credit losses under higher rating
scenarios. Fitch has assigned the programmes an unchanged PCU of
six and eight notches respectively, although these are currently
not drivers of the ratings.

Piraeus
Piraeus's covered bonds are rated 'B', three notches above the
bank's VR of 'ccc'. This is based on an unchanged IDR uplift of
two notches, and a recovery uplift of one notch. The 25%
contractual OC that Fitch relies upon in its analysis provides
more protection than the 'B' breakeven OC. The Positive Outlook
reflects the agency's view that the contractual OC would be
sufficient to compensate the credit losses under higher rating
scenarios. Fitch has assigned the programme an unchanged PCU of
eight notches, although this is currently not a driver of the
rating.

RATING SENSITIVITIES

Changes to Greece's Country Ceiling could affect the rating of
National Bank of Greece S.A. (NBG) Programme I, NBG Programme II
and Piraeus Bank S.A's covered bonds. All else being equal, an
upward revision of the Country Ceiling would lead to an upgrade
of these three covered bonds programmes as long the relied-upon
over-collateralisation (OC) of each programme is enough to
compensate for the stresses commensurate with the Country Ceiling
level.

Alpha Bank AE's covered bonds rating would be vulnerable to a
downgrade if the bank's Viability Rating was downgraded to 'cc'
or below in light of its 5.26% legal minimum OC, all else being
equal.

Fitch's breakeven OC for a given covered bonds rating will be
affected by, among other factors, the profile of the cover assets
relative to outstanding covered bonds, which can change over
time, even in the absence of new issuance. Therefore, the
breakeven OC for a covered bonds rating cannot be assumed to
remain stable over time.



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BAIN CAPITAL 2017-1: Moody's Assigns (P)B2 Rating to Cl. F Notes
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
seven classes of notes to be issued by Bain Capital Euro CLO
2017-1 Designated Activity Company:

-- EUR206,500,000 Class A Senior Secured Floating Rate Notes due
    2030, Assigned (P)Aaa (sf)

-- EUR31,500,000 Class B-1 Senior Secured Floating Rate Notes
    due 2030, Assigned (P)Aa2 (sf)

-- EUR15,000,000 Class B-2 Senior Secured Fixed Rate Notes due
    2030, Assigned (P)Aa2 (sf)

-- EUR22,000,000 Class C Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)A2 (sf)

-- EUR17,500,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)Baa2 (sf)

-- EUR22,500,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)Ba2 (sf)

-- EUR10,500,000 Class F Senior Secured Deferrable Floating Rate
    Notes due 2030, Assigned (P)B2 (sf)

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

RATINGS RATIONALE

Moody's provisional ratings of the rated notes address the
expected loss posed to noteholders by the legal final maturity of
the notes in 2030. The provisional ratings reflect the risks due
to defaults on the underlying portfolio of assets 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 has sufficient
experience and operational capacity and is capable of managing
this CLO.

Bain Capital Euro CLO is a managed cash flow CLO. The issued
notes are collateralized primarily by broadly syndicated first
lien senior secured corporate loans. At least 90% of the
portfolio must consist of senior secured loans and eligible
investments, and up to 10% of the portfolio may consist of second
lien loans, unsecured obligations, mezzanine obligations and high
yield bonds.

Bain Capital Credit, Limited (the "Manager") manages the CLO. It
directs the selection, acquisition, and disposition of collateral
on behalf of the Issuer during the transaction's four-year
reinvestment period. Thereafter, the Manager may reinvest
unscheduled principal payments and proceeds from sales of credit
risk and credit improved obligations, subject to certain
restrictions.

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR37,000,000 of subordinated notes which will
not be rated.

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

Loss and Cash Flow Analysis:

Moody's modelled 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 modelling assumptions:

Performing par and principal proceeds balance: EUR350,000,000

Diversity Score: 40

Weighted Average Rating Factor (WARF): 2775

Weighted Average Spread (WAS): 3.60%

Weighted Average Coupon (WAC): 4.75%

Weighted Average Recovery Rate (WARR): 42.50%

Weighted Average Life (WAL): 8.5 years

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

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

Stress Scenarios:

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

Percentage Change in WARF -- increase of 15% (from 2775 to 3191)

Rating Impact in Rating Notches:

Class A Notes: 0

Class B-1 Notes: -2

Class B-2 Notes: -2

Class C Notes: -2

Class D Notes: -2

Class E Notes: -1

Class F Notes: 0

Percentage Change in WARF -- increase of 30% (from 2775 to 3608)

Rating Impact in Rating Notches:

Class A Notes: -1

Class B-1 Notes: -3

Class B-2 Notes: -3

Class C Notes: -4

Class D Notes: -3

Class E Notes: -2

Class F Notes: -3

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.


CFHL-1 2015: Moody's Affirms Ba3(sf) Rating on Class E Notes
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of two notes
in CFHL-1 2014 and the ratings of three notes in CFHL-2 2015. The
rating action reflects the better than expected collateral
performance and the increased levels of credit enhancement for
the affected notes.

Moody's also affirmed the ratings of the six notes that had
sufficient credit enhancement to maintain current rating on the
affected notes.

LIST OF AFFECTED RATINGS:

Issuer: CFHL-1 2014

-- EUR376M Class A2-A Notes, Affirmed Aaa (sf); previously on
    Nov 10, 2016 Affirmed Aaa (sf)

-- EUR33M Class B Notes, Affirmed Aaa (sf); previously on
    Nov 10, 2016 Upgraded to Aaa (sf)

-- EUR28M Class C Notes, Affirmed Aaa (sf); previously on
    Nov 10, 2016 Upgraded to Aaa (sf)

-- EUR19M Class D Notes, Upgraded to Aaa (sf); previously on
    Nov 10, 2016 Upgraded to Aa1 (sf)

-- EUR23M Class E Notes, Upgraded to Aa1 (sf); previously on
    Nov 10, 2016 Upgraded to A2 (sf)

Issuer: CFHL-2 2015

-- EUR787M Class A1 Notes, Affirmed Aaa (sf); previously on
    Aug 5, 2015 Definitive Rating Assigned Aaa (sf)

-- EUR415M Class A2-A Notes, Affirmed Aaa (sf); previously on
    Aug 5, 2015 Definitive Rating Assigned Aaa (sf)

-- EUR72M Class B Notes, Upgraded to Aaa (sf); previously on
    Aug 5, 2015 Upgraded to Aa1 (sf)

-- EUR32.5M Class C Notes, Upgraded to Aa1 (sf); previously on
    Jul 27, 2017 Upgraded to A1 (sf)

-- EUR27M Class D Notes, Upgraded to A2 (sf); previously on
    Aug 5, 2015 Definitive Rating Assigned Baa2 (sf)

-- EUR27.5M Class E Notes, Affirmed Ba3 (sf); previously on
    Aug 5, 2015 Definitive Rating Assigned Ba3 (sf)

RATINGS RATIONALE

The rating action is prompted by the decreased key collateral
assumption, namely the portfolio Expected Loss (EL) assumption,
due to better than expected collateral performance and the deal
deleveraging resulting in an increase in credit enhancement for
the affected tranches.

Revision of Key Collateral Assumptions:

As part of the rating action, Moody's reassessed its lifetime
loss expectation for the portfolio reflecting the collateral
performance to date.

CFHL-1 2014:

The performance of the transaction has continued to be stable
since 2014. Total delinquencies have risen modestly in the past
year, with 90 days plus arrears currently standing at 0.13% of
current pool balance. Cumulative defaults currently stand at
0.67% of original pool balance.

Moody's decreased the expected loss assumption to 0.64% from 1%
of original pool balance due to the better than expected
collateral performance.

Moody's has also assessed loan-by-loan information as a part of
its detailed transaction review to determine the credit support
consistent with target rating levels and the volatility of future
losses. As a result, Moody's has maintained the Milan assumption
at 6.7%.

CFHL-2 2015:

The performance of the transaction has continued to be stable
since 2015. Total delinquencies have risen modestly in the past
year, with 90 days plus arrears currently standing at 0.05% of
current pool balance. Cumulative defaults currently stand at
0.07% of original pool balance.

Moody's decreased the expected loss assumption to 0.94% from 2%
of original pool balance due to the better than expected
collateral performance.

Moody's has also assessed loan-by-loan information as a part of
its detailed transaction review to determine the credit support
consistent with target rating levels and the volatility of future
losses. As a result, Moody's has maintained the Milan assumption
at 8.6%.

Increase/Decrease in Available Credit Enhancement

Sequential amortization and a non-amortising reserve fund led to
the increase in the credit enhancement available in this
transaction.

For CFHL-1 2014, the credit enhancement for the most senior
tranche affected by rating action increased from 13.4% to 40.6%
since issuance.

For CFHL-2 2015, the credit enhancement for the most senior
tranche affected by rating action increased from 13% to 25.6%
since issuance.

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicer, account banks and swap
provider.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
September 2016.

The analysis undertaken by Moody's at the initial assignment of
these ratings for RMBS securities may focus on aspects that
become less relevant or typically remain unchanged during the
surveillance stage.

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) deleveraging of the capital
structure and (3) improvements in the credit quality of the
transaction counterparties and (4) a decrease in sovereign risk.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the notes' available credit enhancement and
(4) deterioration in the credit quality of the transaction
counterparties.



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L'ISOLANTE K-FLEX: Fitch Affirms B+ Long-Term IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed Italy-based elastomeric insulation
producer L'isolante K-Flex Spa's Long-Term Issuer Default Rating
(IDR) at 'B+' with a Stable Outlook. It has also affirmed the
senior unsecured rating at 'BB-'/'RR3'.

The affirmation reflects K-Flex's adequate business profile. The
group benefits from international revenues, diverse end-markets
and dominant market positions, but its ratings are constrained by
limited scale and operational diversification. The group's
better-than-expected trading performance in 2016 resulted in
higher FFO and lower FFO adjusted net leverage than previously
forecast. Fitch expects FFO adjusted net leverage to remain at/or
below 3.0x in line with Fitch guidance for the ratings, despite
growth investments.

KEY RATING DRIVERS

Healthy Operating Performance: Fitch expects L'isolante K-Flex
S.p.A.'s trading to remain healthy, with EBITDA margins of over
18%. The group increased revenues by 10.7% in FY2016 and
delivered a strong EBITDA margin of 19.6% (when adjusting for new
accounting standards). The group has an excellent record in
delivering healthy growth, while maintaining strong EBITDA
margins in the high teens.

Scale Constrains Ratings: The ratings are constrained by K-Flex's
limited scale, with reported adjusted EBITDA of around EUR65
million in 2016. The group is also somewhat dependent on key
members of the founding shareholder family, including the current
CEO who determines the group's strategy. However, this dependency
is diminishing, and Fitch believes K-Flex could continue to be
run successfully by the experienced, externally hired management
that was put in place as part of K-Flex's international expansion
at the beginning of the decade.

International Footprint: The group's business profile is
supported by its geographic diversification. It maintains a
global commercial presence in over 60 countries, with no region
comprising more than 35% of revenues. EMEA and Asia each
represent around 30%, the Americas 22% and Russia and Poland 17%.
The group's international distribution network provides some
barriers to entry in the concentrated elastomeric insulation
market. K-Flex's international reach should help it access rising
global demand.

Diversified End-Markets: K-Flex's end-market diversification is a
further credit strength. The group serves industries, ranging
from industrial and oil and gas, to train and shipbuilding, and
continues to launch new products to extend its offering. Fitch
believes cross-selling opportunities among different products
could sustain further top-line growth.

Dominant Market Position: K-Flex also holds a dominant market
share of around 35% globally in the growing niche market for
elastomeric foam (a fairly small part of the insulation market),
which is estimated by the company at around EUR1 billion. It
shares the concentrated market with only one key global
competitor and is perceived as a technological and innovation
leader. Fitch expects demand for elastomeric foams to grow in the
near- to medium-term as a result of tighter safety and energy
efficiency regulation. In addition, the group continues to
explore new technological applications, focusing on high-margin
technical applications.

Conservative Financial Policy: Fitch expects FFO adjusted net
leverage to remain commensurate with the ratings over Fitch
forecasts horizon. Management's cautious approach towards
acquisitions and its policy of reinvesting earnings without
returning dividends to its shareholders is credit-positive.
Coupled with a reduction in capex to around 9% of sales in 2017-
2020 from around 13% in 2013-2016, Fitch forecasts FFO adjusted
net leverage to remain at or below 3.0x over the forecast
horizon, commensurate with its 'B+' rating.

Average Recovery: Fitch calculates average recoveries for K-
Flex's EUR180 million senior unsecured bond, as a result of EUR50
million in committed facilities, which Fitch assumes will be
fully drawn and structurally senior to the bond in a recovery.
This results in a senior unsecured rating of 'BB-'/'RR3'/57%.
Fitch recovery is based on an estimated post-distress EBITDA of
EUR42 million as a minimum required for the company to continue
operating as a going concern. Fitch also apply a 5.5x distress
enterprise value /EBITDA multiple and deduct a 10% administrative
charge.

DERIVATION SUMMARY

K-Flex's smaller size is more than offset by its broader
end-market diversification, materially higher margins and lower
leverage when compared with Officine Maccaferri S.p.A. (OM, B-
/Stable). The two companies are not direct competitors, but they
are both niche-market producers. K-Flex's end-market exposure and
geographic diversification are comparable with higher-rated
capital-goods producers. This provides some protection against
downturns in the construction sector.

KEY ASSUMPTIONS

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

- around 5% revenue growth supported by capex;

- modest margin improvements from improved capacity utilisation,
   excluding extraordinary charges;

- EUR15 million in extraordinary P&L charges in 2017 (EUR12
   million cash charges in 2017 and EUR3 million in 2018) from
   the downsizing of the Italian site;

- capex of around EUR35 million annually;

- no cash return to shareholders in the next three years.

KEY RECOVERY RATING ASSUMPTIONS

- The recovery analysis assumes that K-Flex would continue as a
   going concern in bankruptcy and that the company would be
   reorganised rather than liquidated. The resulting enterprise
   value (EV) is net of non-recourse factoring which Fitch
   estimates is drawn by EUR20 million.

- K-Flex's post-reorganisation, going-concern EBITDA reflects
   Fitch's view of a sustainable EBITDA and is based on 2016
   EBITDA. This post-reorganisation, going-concern EBITDA is 35%
   below actual EBITDA and simulates a synchronised recession in
   K-Flex's end-markets, quality issues with a large range of its
   products or reputational issues in the competitive elastomeric
   market. Fitch assumed a 10% administrative claim.

- An EV multiple of 5.5x is used to calculate a post-
   reorganisation valuation and reflects a low-cycle multiple. It
   also reflects the group's strong market position, solid growth
   record, healthy profitability, good brand, strong
   diversification and relatively well-invested asset base, given
   the recent heavy investment programme. The multiple also
   reflects K-Flex;s dominant position in a niche market that is
   shared by only two major competitors.

- EUR50 million in committed working-capital facilities are
   assumed to be fully drawn in the recovery analysis, as
   facilities are tapped when companies are in distress. Fitch
   treats EUR15 million of this as super senior to the bonds, as
   they are at a subsidiary level, structurally subordinating the
   bond. However, Fitch does not includes EUR20 million in
   uncommitted facilities, as Fitch assumes that they will not be
   available in distress.

- The waterfall results in a 57% recovery corresponding to 'RR3'
   recovery for K-Flex's senior unsecured debt.

RATING SENSITIVITIES

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

- A continuous improvement in business risk profile.
- FFO adjusted net leverage below 2.0x.
- EBITDA margin increasing towards 20% on a sustained basis.
- Sustainably positive FCF.

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

- EBITDA margins towards the mid-teens
- FFO adjusted net leverage above 4.0x
- Negative free cash flow through the cycle
- Liquidity and covenant issues

LIQUIDITY

Heathy Liquidity: The group's liquidity is ample, with EUR135
million unrestricted cash (adjusted for EUR10 million of cash
required for working-capital swings) at end-2016 and EUR50
million in undrawn committed facilities. This is more than
sufficient to cover EUR38 million in contractual debt maturities
and the EUR12 million voluntary buyout of Simest minority stakes
in 2017.



===================
K A Z A K H S T A N
===================


BANK RBK: S&P Cuts Counterparty Credit Ratings to 'CCC+/C'
----------------------------------------------------------
S&P Global Ratings lowered its long-term and short-term
counterparty credit ratings on Kazakhstan-based Bank RBK (RBK) to
'CCC+/C' from 'B-/B' and our Kazakhstan national scale rating to
'kzB' from 'kzB+'. S&P kept all ratings on CreditWatch with
negative implications.

The rating action reflects a marked deterioration in Bank RBK's
liquidity buffer over the past three months due to sizable
corporate deposit outflows. It also reflects S&P's belief that
possible upcoming government support in the form of a Tier 2
capital injection and the availability of a liquidity line with
the National Bank of Kazakhstan (NBK), as well as a planned
shareholder capital injection in the next few months, are
unlikely to be sufficient to restore and sustain RBK's customer
relationships and its medium-term viability.

S&P said, "Our 'CCC+' long-term rating on the bank signifies
that, in our view, RBK is currently vulnerable and is dependent
upon favorable business, financial, and economic conditions to
meet its planned and unplanned financial commitments amid the
challenging operating environment in Kazakhstan (see our
"Criteria For Assigning 'CCC+', 'CCC', 'CCC-', And 'CC' Ratings,"
published on Oct. 1, 2012, on RatingsDirect).

"Since our last review (see "Kazakhstan-Based Bank RBK Ratings
Put On Watch Negative On Continued Liquidity Pressure," published
on May 26, 2017), Bank RBK's liquidity has continued to
deteriorate, despite a boost of Kazakhstani tenge (KZT) 150
billion ($0.5 billion) in the form of a liquidity loan from the
NBK maturing in September and October. The bank's regulatory
coefficient of current liquidity (a liquidity measure with a
three-month horizon) was only 0.14x at the beginning of August
2017, significantly below the regulatory minimum of 0.30x.
Similarly, its liquid assets (cash, cash equivalents, short-term
interbank placements, and unpledged securities) reduced to 4.2%
of total assets as of Aug. 8, 2017, from around 15.5% as of end
of May 2017, following a KZT150 billion cash injection from the
NBK. This was a result of persistent customer deposit outflows
amounting to about 33% in corporate depositors and about 9% in
retail depositors in the first seven months of 2017. We do not
exclude the possibility that the outflow will continue and the
bank will keep losing the confidence of its creditors.
Positively, we expect that NBK is likely to continue support
RBK's short-term liquidity in case of need.

"We assess RBK's capital and earnings as weak and insufficient to
provide a buffer in case of asset quality deterioration. We
expect our risk-adjusted capital (RAC) ratio to remain below 5%
over the forecast horizon of 18 months. Bank RBK's borderline
local regulatory capital adequacy ratio of 10.1% as of July 1,
2017, compared with the regulatory minimum of 10%, further limits
its financial flexibility in the event of unexpected adverse
financial changes. We expect the bank to likely receive KZT19
billion-KZT20 billion in August 2017 and KZT20 billion-KZT25
billion in 2018 in Tier 1 capital from its shareholders and about
KZT245 billion in Tier 2 capital from the government, under the
banking sector financial rehabilitation program. However, we
assume that the bank will use the injected capital to address the
creation of significant additional provisions, and not to
materially boost its loss-absorption capacity over the long run.

"We are keeping our ratings on CreditWatch, given our uncertainty
that Bank RBK will be able to restore its liquidity cushion. We
plan to resolve the CreditWatch by end-November 2017.

"We will lower the ratings on Bank RBK if we envision specific
default scenarios over the next 12 months or if a default or
distressed exchange appear to be inevitable." That could result
from:

-- The share of liquid assets declining further as the deposit
    outflow continues;

-- The bank's dependence on the NBK funding continuing to
    increase; or

-- Regulatory intervention.

S&P could affirm the ratings within the next three months if RBK
receives sufficient state and shareholder support, proves able to
maintain long-term customer relationships and thereby relieve
liquidity pressures, and continues to service its obligations in
full and on time.



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


ARES EURO CLO I: S&P Raises Class F Notes Rating to B-(sf)
----------------------------------------------------------
S&P Global Ratings raised its credit ratings on Ares Euro CLO I
B.V.'s class C to F notes. At the same time, we have affirmed our
'AAA (sf)' ratings on the class B-1 and B-2 notes.

S&P said, "The rating actions follow our assessment of the
transaction's performance using data from the June 2017 trustee
report and the application of our relevant criteria (see "Related
Criteria").

"We subjected the capital structure to a cash flow analysis to
determine the break-even default rate (BDR) for each rated class
at each rating level. The BDR represents our estimate of the
maximum level of gross defaults, based on our stress assumptions,
that a tranche can withstand and still fully repay the
noteholders. In our analysis, we used the portfolio balance that
we consider to be performing, the current spreads as reported by
the trustee report, and the recovery rates calculated in line
with our corporate collateralized debt obligation (CDO) criteria
(see "Global Methodologies And Assumptions For Corporate Cash
Flow And Synthetic CDOs," published on Aug. 8, 2016). We applied
various cash flow stresses, using our standard default patterns,
in conjunction with different interest rate stress scenarios. We
used the reported portfolio balance that we considered to be
performing, the principal cash balance, the weighted-average
spread, and the weighted-average recovery rates that we
considered to be appropriate."

Since S&P's Aug. 18, 2016 review, the senior notes have amortized
further resulting in an increase in credit enhancement being
available to the notes at each rating level (see "Ratings Raised
In Cash Flow CLO Transaction Ares Euro CLO I Following Review;
Class A-1 Rating Affirmed"). As a result, the portfolio has
become more concentrated with 26 obligors remaining compared with
61 at S&P's previous review.

Over the same period, the weighted-average spread has decreased
marginally to 3.30% from 3.59%. The portfolio's weighted-average
life has also decreased, from 4.53 years to 4.40 years.

S&P said, "We 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. To help assess the collateral pool's
credit risk, we used CDO Evaluator 7.2 to generate scenario
default rates (SDRs; the modelled level of gross defaults that
CDO Evaluator estimates for every CDO liability rating) at each
rating level. We then compared these SDRs with their respective
BDRs.

"Taking into account our observations outlined above and the
application of the supplemental test, we considered the available
credit enhancement for the class C, D, and E notes to be
commensurate with higher ratings and have therefore raised our
ratings on these classes of notes.

"Following the application of our largest obligor default test,
the increase in the pool concentration and losses in the overall
portfolio constrain the rating on the class F notes. However,
following our credit and cash flow analysis, we have observed an
increase in the available credit enhancement that results in
higher ratings. We have therefore raised our rating on these
notes.

"Our analysis also indicates that the available credit
enhancement for the class B-1 and B-2 notes is commensurate with
the current ratings. We have therefore affirmed our 'AAA (sf)'
rating on these classes of notes.

"Of the portfolio, the equivalent of EUR5.09 million comprises
non-euro-denominated assets that are hedged under a cross-
currency swap agreement. In our opinion, the downgrade remedies
for these cross-currency swaps do not fully comply with our
current counterparty criteria (see "Counterparty Risk Framework
Methodology And Assumptions," published on June 25, 2013).
Therefore, we have also considered scenarios where the derivative
counterparty does not perform, exposing the transaction to
greater exchange rate risk."

Ares Euro CLO I is a cash flow collateralized loan obligation
(CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms. The transaction closed in
April 2007, and its reinvestment period ended in May 2014.

RATINGS LIST

  Class      Rating            Rating

             To                From

  Ares Euro CLO I B.V.
  EUR356 Million Floating-Rate Notes

  Ratings Raised

  C          AAA (sf)          AA+ (sf)
  D          AA- (sf)          BBB+ (sf)
  E          BB+ (sf)          B+ (sf)
  F          B- (sf)           CCC+ (sf)

  Ratings Affirmed

  B-1        AAA (sf)
  B-2        AAA (sf)


GOODYEAR DUNLOP: Fitch Affirms 'BB' IDR, Outlook Stable
-------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings (IDR) of
The Goodyear Tire & Rubber Company (GT) and its Goodyear Dunlop
Tires Europe B.V. (GDTE) subsidiary at 'BB'. In addition, Fitch
has affirmed the 'BB+/RR1' ratings on GT's secured revolving
credit facility and second-lien term loan, as well as GDTE's
secured revolving credit facility. Fitch has affirmed GT's senior
unsecured notes rating at 'BB/RR4' and GDTE's senior unsecured
notes rating at 'BB/RR2'.

GT's ratings apply to a $2 billion asset-based revolving credit
facility, a $400 million second-lien term loan and $3 billion in
senior unsecured notes. GDTE's ratings apply to a 550 million
euros secured revolving credit facility and 250 million euros in
senior unsecured notes.

The Rating Outlooks for GT and GDTE are Stable.

KEY RATING DRIVERS

GT's ratings reflect the tire manufacturer's relatively strong
margin performance, solid annual FCF generation and moderate
financial leverage, set against a backdrop of heavy industry
competition, highly seasonal cash flow variability and
sensitivity to raw material prices. The ratings also reflect GT's
strong brand recognition as the third-largest global tire
manufacturer, its globally diversified manufacturing footprint,
and its strong competitive position in the higher-margin high
value added (HVA) 17-inch and higher tire segment. GT's revenue
has declined over the past five years due to a combination of
product rationalizations, lower commodity prices, the
deconsolidation of its Venezuelan operations, and the dissolution
of its alliance with Sumitomo Rubber Industries, Ltd. (SRI).
However, with rising commodity costs, increasing demand in
emerging markets and the opening of its new plant in Mexico,
Fitch expects GT's revenue to begin to rise over the next several
years, which will provide the company with opportunities for
further credit profile improvement.

Fitch's primary rating concerns relate to the heavy competition
in the global tire industry, rising tire industry production
capacity and the industry's sensitivity to commodity prices,
particularly with respect to petroleum products and natural
rubber. Fitch expects global industry capacity to continue rising
over the intermediate term, but the capacity-intensive nature of
HVA tire production mitigates this concern somewhat. Although GT
is adding capacity in its Americas segment with its new plant in
Mexico, the company has been capacity constrained on some of its
more popular HVA tires in North America, especially for light
truck and SUV tires, and its new plant will help the company
better meet demand for those products.

Relatively low commodity prices have contributed to GT's strong
profitability over the past couple of years, as substantially
lower raw material costs have more-than-offset the effect of
commodity cost adjustments on revenue in some of its customer
contracts. However, commodity costs have risen over the past
year, and they will pose a near-term headwind to profitability,
as there will be a lag before tire prices catch up to the higher
costs. GT currently estimates that its raw material costs will be
up $700 million, or about 18%, in 2017. Historically, GT has been
successful in offsetting higher raw material costs with changes
in price and mix, as well as material substitution. GT has
increased prices on its tires, and the aforementioned escalators
will also adjust, which will likely offset the margin effect of
the increased costs over the intermediate term. However,
competitive dynamics, particularly in the 16-inch-and-lower
segment, resulted in a decline in GT's volumes when it raised
prices earlier in 2017, which could pressure the company's
ability to fully offset higher material costs with increased
pricing over the next few quarters.

As GT's pension funding obligations have declined and it has
begun producing consistently positive annual FCF, the company has
targeted a substantial portion of its pre-dividend FCF toward
dividends and share repurchases. The company's current 2017
through 2020 capital allocation plan includes between $3.5
billion and $4 billion of cumulative spending on a combination of
dividends and share repurchases over that four-year period. Fitch
expects share repurchases to make up the bulk of the shareholder-
friendly spending, which will provide the company with some
flexibility if FCF over the period turns out to be lower than
expected. The capital allocation plan also earmarks between $800
million and $900 million for debt reduction through that period
in order to strengthen the company's balance sheet.

FCF

Fitch expects GT to produce positive FCF over the intermediate
term, with FCF margins generally running in the low-single digit
range.

Fitch expects capital spending as a percentage of revenue to
generally run at about 5.5% to 6.5% over the intermediate term
based on the growth capital spending targets included in the
company's capital allocation plan. Post-dividend FCF in the LTM
ended June 30, 2017 was $119 million, equal to a 0.8% FCF margin.
However, FCF in the LTM period was pressured by working capital,
which, according to Fitch's calculations, used $383 million in
cash, as higher raw material costs led to an increase in cash
used for inventories.

Fitch's FCF calculation is adjusted for the effect of period-to-
period changes in off-balance sheet factored receivables, which
Fitch treats as financing cash flows. GT's FCF still remains
quite seasonal, with most of the company's cash generation
typically occurring in the fourth quarter, but the magnitude of
the intra-year positive and negative seasonal working capital
swings has moderated over the past several years. Nonetheless,
negative working capital at certain points during a typical year
will likely result in temporary increases in leverage as the
company borrows from its various global credit facilities to meet
short-term liquidity needs.

DEBT AND LEVERAGE

Fitch expects GT's gross EBITDA leverage, including off-balance
sheet factoring, to decline to around 2x over the next several
years as the company focuses on its debt reduction target and as
EBITDA grows on slightly higher business levels and solid
profitability. Fitch expects funds from operations (FFO) adjusted
leverage to decline to the low-3x range. As of June 30, 2017,
GT's actual EBITDA leverage, as calculated by Fitch, was 2.7x and
FFO adjusted leverage was 4.1x. These figures were somewhat
inflated as the company temporarily borrowed from several of its
global credit facilities to cover higher working capital usage.
Fitch expects EBITDA leverage to decline closer to the mid-2x
range and FFO adjusted leverage to fall below 4x by year-end
2017.

Consistent with many U.S. industrial companies with global
operations, the majority of GT's debt has been issued in the
U.S., but about 56% of its revenue was generated outside the U.S.
in 2016. Also, Fitch estimates that about 85% of the company's
consolidated cash was located at non-U.S. subsidiaries at June
30, 2017. Of the cash at non-U.S. subsidiaries, $174 million was
located in countries where capital controls can be imposed at
times, such as China and South Africa. In general, Fitch views
the relatively low level of U.S.-based cash compared with U.S.-
issued debt as a risk that could lead to higher leverage in the
event the company had difficulty repatriating its non-U.S. cash.

PENSIONS

The funded status of GT's pension plans has improved
significantly following discretionary contributions that it made
to its U.S. salaried and hourly plans in 2013 and 2014,
respectively, which fully funded those plans. GT also de-risked
the U.S. plans by shifting the plans' assets to nearly all
duration matched fixed-income investments, with only about 6% of
the U.S. plan's assets comprised of equities. Both U.S. plans are
also frozen. As a result of these actions, Fitch no longer views
the U.S. pension plans as a material rating concern. At year-end
2016, GT's U.S. plans were 94% funded, with an underfunded
status of only $313 million. Including the non-U.S. plans, GT's
global pensions were 92% funded, with an underfunded status of
$669 million. The company estimates that 2017 global pension
contributions will run between $50 million and $75 million.

RATINGS NOTCHING

The IDRs of GT and GDTE are equalized, given the strong operating
and legal ties between the two entities, including cross-default
provisions to GT's debt in certain of GDTE's debt agreements,
downstream guarantees from GT to GDTE, and certain covenants in
GDTE's debt agreements that are based on GT's consolidated
figures. There are also strong operational ties, as GDTE's
operations are fully integrated with those of GT.

The ratings of 'BB+/RR1' on GT's and GDTE's secured credit
facilities, including the second-lien term loan, reflect their
substantial collateral coverage and outstanding recovery
prospects in a distressed scenario. The one-notch uplift from the
IDRs of GT and GDTE reflects Fitch's notching criteria for
issuers with IDRs in the 'BB' range. On the other hand, the
rating of 'BB/RR4' on GT's senior unsecured notes reflects
Fitch's expectation that recoveries would be average in a
distressed scenario, consistent with most senior unsecured
obligations of issuers with an IDR in the 'BB' range.

GDTE's EUR250 million 3.75% senior unsecured notes due 2023 have
a Recovery Rating of 'RR2', reflecting the notes' structural
seniority to GT's senior unsecured debt. GDTE's notes are
guaranteed on a senior unsecured basis by GT and the subsidiaries
that also guarantee GT's secured revolver and second-lien term
loan. Although GT's senior unsecured notes are also guaranteed by
the same subsidiaries, they are not guaranteed by GDTE. The
recovery prospects of GDTE's notes are further strengthened
relative to those at GT by the lower level of secured debt at
GDTE. However, the rating of 'BB' on GDTE's senior unsecured
notes is the same as the rating on GT's senior unsecured
notes, reflecting Fitch's notching criteria for issuers with an
IDR in the 'BB' range. GDTE's credit facility and its senior
unsecured notes are subject to cross-default provisions relating
to GT's material indebtedness.

DERIVATION SUMMARY

GT has a relatively strong competitive position as the third-
largest global tire manufacturer, with a highly recognized brand
name and a focus on the higher-margin HVA tire category. However,
the shift in focus to HVA tires has led to lower tire unit
volumes and revenue, particularly in the mature North American
and Western European markets, while profit margins have risen
substantially. The company's diversification is increasing as
rising incomes in emerging markets lead to higher demand for HVA
tires, particularly in the Asia Pacific region.

GT's margins are roughly consistent with other large Fitch-rated
rated tire manufacturers, Compagnie Generale des Etablissements
Michelin ('A-'/Outlook Stable) and Continental AG ('BBB+'/Outlook
Stable), but GT's leverage is considerably higher, as the other
two both maintain EBITDA leverage below 1x. GT's leverage is more
consistent with auto suppliers in the 'BB' category, such as
Tenneco Inc. ('BB+'/Outlook Stable) and American Axle &
Manufacturing Holdings, Inc. ('BB-'/Outlook Stable). GT's margins
are relatively strong compared to those other 'BB'-category
issuers, but this is tempered somewhat by heavier seasonal
working capital swings that lead to more variability in FCF over
the course of a year. That said, absolute annual FCF levels and
margins have been a bit strong compared with the 'BB'-rated
auto supplier peers. Although GT's leverage is in-line with its
rating category and similarly rated peers, its focus on debt
reduction is likely to result in declining leverage over the
longer term.

KEY ASSUMPTIONS

-- Global tire industry demand grows modestly over the next
    several years on OEM production growth and a higher global
    car parc.

-- GT's sales decline a bit in 2017 on lower volumes and
    competitive dynamics, but beyond 2017 sales rise on global
    unit volume growth, improved mix and pricing above the change
    in commodities.

-- Capital spending runs at roughly 5.5% to 6.5% of revenue over
    the next several years.

-- Dividends rise through the forecast period, reflecting
    company plans to return more cash to shareholders.

-- The company reduces debt by nearly $750 million in the 2017
    through 2020 time frame, in line with its debt-reduction
    initiatives.

-- Cash pension contributions run between $50 million and $75
    million per year over the intermediate term.

-- The company generally maintains between $850 million and $1
    billion in cash (including not readily available cash) on its
    balance sheet, with excess cash used primarily for share
    repurchases and some debt reduction.

RATING SENSITIVITIES

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

-- Demonstrating continued growth in tire unit volumes, market
    share and pricing;

-- Maintaining 12-month FCF margins of 4% or better for an
    extended period;

-- Maintaining leverage near 2.0x for an extended period;

-- Maintaining FFO adjusted leverage near 3.0x for an extended
    period.

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

-- A significant step-down in demand for the company's tires
    without a commensurate decrease in costs;

-- An unexpected increase in costs, particularly related to raw
    materials, that cannot be offset with higher pricing;

-- A decline in the company's consolidated cash below $850
    million for several quarters;

-- A decline in 12-month FCF margins to below 2% for a prolonged
    period;

-- An increase in gross EBITDA leverage to above 3.0x for a
    sustained period;

-- An increase in FFO adjusted leverage to above 4.0x for a
    sustained period.

LIQUIDITY

Fitch expects GT's liquidity to remain adequate over the
intermediate term. At June 30, 2017, GT had $903 million in cash
and cash equivalents, but most of this was located outside the
U.S. Over the longer term, Fitch expects the company will
repatriate cash from outside the U.S. at a level sufficient to
cover most of its U.S. cash requirements that are not met with
cash generated in the U.S. However, it is likely to continue
temporarily borrowing on its credit facilities during weaker
seasonal periods in a typical year. In addition to its cash, GT
had about $2.4 billion in availability on various global credit
facilities at June 30, 2017, including about $1.6 billion in
availability on its primary U.S. and European revolvers. The
company has no significant debt maturities prior to 2019,
although it has various borrowings, primarily non-U.S., totaling
$673 million (excluding off-balance sheet factoring) coming due
in the next 12 months, much of which Fitch expects will be
refinanced.

In April 2016, GT amended its $2 billion asset-based revolving
credit agreement. As part of the amendment, GT revised the
collateral package included in its borrowing base, which has
increased the amount typically available on the facility. This,
combined with the company's improved FCF profile, has led it to
target carrying less cash than it did previously. Fitch expects
the company to maintain a solid consolidated cash position, but
is likely to often carry less than $1 billion in consolidated
cash.

Based on its criteria, Fitch treats non-U.S. cash, as well as and
cash needed to cover seasonal changes in working capital and
other obligations, as "not readily available" for purposes of
calculating net metrics. Based on the substantial portion of GT's
consolidated cash that Fitch believes is outside the U.S., along
with the seasonality in its business, Fitch has treated all of
GT's consolidated cash at June 30, 2017 as not readily available.
However, as previously noted, Fitch believes the company has
sufficient financial flexibility to meet its intermediate-term
cash obligations.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings with a Stable Outlook.

The Goodyear Tire & Rubber Company
-- IDR at 'BB';
-- Secured revolving credit facility at 'BB+/RR1';
-- Secured second-lien term loan at 'BB+/RR1';
-- Senior unsecured notes at 'BB/RR4'.

Goodyear Dunlop Tires Europe B.V.
-- IDR at 'BB';
-- Secured revolving credit facility at 'BB+/RR1';
-- Senior unsecured notes at 'BB/RR2'.



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


PETROLINVEST SA: Paid Liabilities to Polish Social Insurance Unit
-----------------------------------------------------------------
The Management Board of Petrolinvest SA based in Gdynia relates
that the Company's liabilities due to the Social Insurance
Institution in Warsaw or Zaklad Ubezpieczen Spolecznych ("ZUS")
have been settled on Aug. 21, 2017.

On June 19, 2017, the District Court for Gdansk-Polnoc in Gdansk,
VI Commercial Division ("the Court") issued a decision rejecting
Zaklad Ubezpieczen Spolecznych (ZUS) application for bankruptcy
of the Company.  The Company appealed against the decision of the
bankruptcy court within the statutory time limit.

Conclusion of the relevant agreements and actions enabling
repayment of the Company's outstanding liabilities towards ZUS
took place in the process of negotiation and execution of the
terms of the transaction, consisting in particular of the sale by
the Company's subsidiary -- Occidental Resources Inc. (ORI) --
shares in TOO OilTechnoGroup (TOO OTG) for a special purpose
vehicle ("SPV") from a group of companies acting in the interest
of the Investor (the "Transaction").

The transaction will be able to be carried out in the event of
the last conditionality agreed upon between the Parties, namely:
obtaining the approval of the Ministry of Energy of the Republic
of Kazakhstan for the conclusion of a 100% stake in TOO OTG. The
Company will report in a separate report on the application for
approval by the Ministry of Energy of the Republic of Kazakhstan
for the conclusion of a contract with TPSA for the sale of shares
in TOO OTG.

                      WSE Resolution

On July 7, 2017, the Management Board of the Warsaw Stock
Exchange adopted Resolution No. 735/2017 on the special
designation of financial instruments of Petrolinvest SA quoted on
the WSE Main Market.  The WSE Management Board decided that the
information given in the Warsaw Stock Exchange's Cedula and on
the WSE's website regarding quotations of the Company's financial
instruments will be marked by a special reference by way of an
ordinal number that reads: "The court dismissed the application
for bankruptcy, The issuer is not sufficient or sufficient to
meet the costs of the proceedings. The order of the bankruptcy
court is not final."

The Company pointed out that, in the course of proceedings
brought by the Social Insurance Institution, it requested that
the application be rejected as a result of failure to meet the
condition of bankruptcy in the form of insolvency. The Company's
Management Board fully upholds this position and does not agree
with the grounds of a bankruptcy court order that the company's
assets are insufficient or sufficient to meet the costs of the
proceedings.

Petrolinvest SA is a Poland-based company engaged in the
distribution of liquid gas and crude oil.



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


CENTROCREDIT BANK: S&P Alters Outlook to Neg. & Affirms B/B CCR
---------------------------------------------------------------
S&P Global Ratings said that it has revised its outlook on
Russia-based CentroCredit Bank JSC to negative from stable and
affirmed its 'B/B' long- and short-term counterparty credit
ratings on the bank.

The rating action stems from CentroCredit's weak performance over
the past year, which highlights the bank's sensitivity to
volatile trading income, and the shrinking of its capital buffer.
S&P's risk-adjusted capital (RAC) ratio for the bank deteriorated
at year-end 2016 to 10.2% versus 12.8% a year earlier, signaling
weaker capital adequacy. This was mainly due to net losses of
Russian ruble (RUB) 4.8 billion (about $79 million) in 2016
caused by large marked-to-market losses on its equity portfolio.

Also, during the first six months of 2017, CentroCredit again
reported losses of RUB0.78 billion (about $13 million) that
further reduced its capital base. Moreover, over the past 18
months, the bank has increased its investments in Russian listed
equities by up to 31% of its total assets, which also weakened
its capitalization and increased its dependence on volatile
market-sensitive income.

CentroCredit has always been actively investing in equity and
fixed-income securities. More than half of the bank's securities
portfolio comprised Russian equities as of June 30, 2017, and
most carried high-dividend yields. The bank's investment strategy
remains opportunistic, in our view, while the size and
composition of its equity portfolio largely depend on market
conditions. CentroCredit's investment activity explains the high
volatility of its earnings and capital adequacy over the past
five years.

S&P said, "We expect that CentroCredit's RAC ratio will remain in
the range of 10.4%-10.6% in the next 12-18 months, and in our
base-case scenario we still expect the bank's capitalization will
remain strong over that time frame. However, given the
opportunistic nature of the bank's investment activity and high
volatility of market-sensitive revenues, we cannot exclude that
its business profile, capitalization, and risk metrics may weaken
further if its equity investments continue to increase or
generate losses.

"In our view, CentroCredit's business position is weak,
reflecting the bank's small market share, weak lending and
deposit franchise, and high revenue volatility, due to its focus
on trading and other market-sensitive income. Nevertheless, we
acknowledge the bank's stable customer base and steady management
team, which has a good level of expertise in the Russian
financial market.

"We view the bank's risk position as moderate, reflecting high
borrower concentrations in the loan book and risks related to its
extensive trading activities. The bank's single-name
concentrations remain high, with the 20 largest loans
representing about 80% of its loan book. On a positive note, as
of Dec. 31, 2016, credit loss provisions covered about 54% of the
bank's loan portfolio, which is one of the highest coverage
ratios among banks we rate in Russia and the Commonwealth of
Independent States; nonperforming loans represented 4.9% of total
loans, down from 10.6% a year earlier.

"We think that the bank's funding remains average and its
liquidity adequate. We note that CentroCredit's funding metrics
are stronger than many of its peers' because a high share of
capital is used as a long-term funding source and its assets are
predominantly liquid. The bank's funding structure is gradually
normalizing as the share of interbank deposits (under repurchase
transactions) declines. We think that the bank keeps an adequate
liquidity cushion: As of June 30, 2017, highly liquid assets
covered about 28% of its liabilities.

"The negative outlook reflects our view that the bank's business,
capital, and risk profile may deteriorate over the next year if
losses continue, including from adverse developments regarding
its trading activities. In our view, CentroCredit's large
exposures to highly volatile Russian securities and its focus on
opportunistic trading strategies may weigh on its profitability
and capitalization.

"We could lower the ratings in the next 12-18 months if the
bank's capitalization weakened, as shown by our RAC ratio
declining below 10%. This could result from more aggressive
growth of equity investments, or high losses caused by negative
revaluation of the equity portfolio. This scenario may also put
pressure on our assessment of the bank's business and risk
positions.

"We would consider revising the outlook to stable if we concluded
that the bank is likely to maintain a strong capital buffer,
supported by stable earnings generation, with no increase in the
proportion of equity investments. However, that action would be
possible only if concentrations in the loan portfolio do not
increase and coverage ratios and other asset-quality metrics do
not deteriorate materially."


RUSNANO: S&P Affirms BB-/B Issuer Credit Ratings, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings said that it has affirmed its 'BB-/B' long-
and short-term issuer credit ratings on Russian state-owned
technology investment vehicle RusNano. The outlook is stable.

S&P said, "The ratings reflect our opinion that there is a high
likelihood that the government of the Russian Federation (foreign
currency BB+/Positive/B; local currency BBB-/Positive/A-3) would
provide timely and sufficient extraordinary support to RusNano in
the event of financial distress. We assess RusNano's stand-alone
credit profile (SACP) at 'b'."

S&P bases its view of a high likelihood of extraordinary
government support on its assessment of RusNano's:

-- Important role for the Russian government, which created
    RusNano to implement state policy for the development of the
    nano-technology industry. RusNano's mandate is to co-invest
    in high-tech projects and stimulate private investment in the
    industry. In S&P's view, the government continues to treat
    RusNano as one of its main tools to support the development
    of the high-tech industry and promote industrial
    modernization; and

-- Very strong link with the Russian government, its full owner.
    Although RusNano was initially on Russia's privatization
    list, it was removed after 2012 and we understand its
    privatization is unlikely over the medium term. In 2015, the
    company was on the official list of strategically important
    companies for the government. S&P said, "We believe the
    strong presence of government officials on RusNano's board of
    directors will facilitate continued state support for the
    company. The government has confirmed its commitment to
    continue guaranteeing RusNano's new borrowings in 2017-2018.
    Overall, Russian ruble (RUB) 70 billion (about $1.2 billion)
    of guarantees was included in the state budget law in 2016-
    2018: RUB35.5 billion in 2016, RUB21.1 billion in 2017, and
    RUB13.4 billion in 2018.

JSC RusNano is the core entity of the RusNano Group, which
consolidates the investment subsidiaries. All key operating
activities, including management of the group's investment
portfolio, are carried out by subsidiary RusNano Management
Company LLC (ManCo RusNano). S&P said, "Because we see a high
likelihood of government support for RusNano, the long-term
rating is two notches higher than our 'b' assessment of the
company's SACP, which reflects RusNano's rather weak investment
portfolio performance to date."

RusNano directly invests in equity and debt of projects as well
as in funds that are exposed to the high-tech sector. In
addition, the company acquires stakes in co-managed funds with
the same focus. When making direct investments, RusNano usually
acquires a non-controlling but significant stake in investee
companies and also provides loans and guarantees to support the
projects in which it has an equity interest. RusNano also owns a
controlling stake in a few legacy projects. The company actively
manages all its investee companies through representation on the
boards of directors. Other related areas of responsibility
include developing investment infrastructure and promoting modern
technology, including knowledge transfer to Russia from abroad.

Between 2008 and 2016, RusNano exited 27 investment projects
totaling about RUB38 billion, with associated exit costs totaling
RUB44.04 billion. The rate of exits has been increasing since
2012, reflecting improved performance of the assets and
progressive maturity of Russia's nano-technology industry.
Although the company has demonstrated positive operating results
over the past few years, so far its total investment return from
project exits since inception remains negative. The company
expects to achieve a positive return by 2020 and to exit the
legacy portfolio by 2023.

The group's strategy includes a potential sale of ManCo RusNano
to align RusNano's structure with that of Western equity funds
and promote Russia's nano-tech industry among private investors.
In the future, RusNano plans to focus on co-investing in funds
targeting the nano-tech industry, with its stake not exceeding
25%. This plan is aimed at increasing the share of private
investment in the Russian nano-tech industry. S&P does not
anticipate these changes will affect RusNano's link with or role
for the Russian government.

S&P said, "We believe the company's mandate to invest in
innovative high-tech projects that are at an early stage exposes
it to significant credit and market risk. However, we understand
RusNano is not interested in increasing its debt, which we
believe is a positive. Last year, in an effort to reduce the
leverage ratio, the company reclassified some of its long-term
state financing with government guarantees into equity. As a
result, its debt to adjusted equity decreased to 0.74x as of
year-end 2016 from 1.9x at end-2015. Although RusNano reported a
positive financial result of RUB4.5 billion in 2016, its net
profit that year was almost 40% below that for the previous year.
However, those weaknesses are partly offset by the strong ongoing
support RusNano receives from the Russian government in the form
of conditional, albeit nontimely, guarantees on all debt
currently issued and on all debt to be issued in the medium term.

"The stable outlook reflects our view that RusNano will continue
to benefit from strong ongoing and extraordinary support from the
Russian government, although the weak performance of the
investment portfolio will continue to put pressure on its SACP.

"We could upgrade RusNano if we raised our local currency rating
on Russia, absent deterioration of RusNano's SACP. We could also
take a positive rating action on RusNano if its SACP
strengthened, for example, following a significant improvement of
investment performance, provided its current leverage and
liquidity profile do not deteriorate; or if the likelihood of
extraordinary government support increased.

"We could take a negative rating action on RusNano if there were
signs that the likelihood of timely and sufficient extraordinary
government support had reduced, including for instance a
diminished role for or weaker link with the government. The
ratings could also be lowered if there were a significant
deterioration in RusNano's stand-alone performance."



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


ARCHROMA HOLDINGS: S&P Assigns 'B' Long-Term CCR, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings said it has assigned its 'B' long-term
corporate credit rating to Archroma Holdings S.a r.l., a holding
company created by funds advised by SK Capital Partners, for the
sole purpose of acquiring all operating entities of SK Spice
Holding S.a r.l. The outlook is stable.

S&P said, "At the same time, we assigned our 'B' issue rating to
Archroma's senior secured term loan B facilities, issued by
Archroma's financing subsidiary Archroma Finance S.a r.l. The
recovery rating is '3', indicating our expectations for
meaningful (50%-70%; rounded estimate: 55%) recovery prospects in
the event of a payment default."

The ratings are in line with the preliminary ratings S&P assigned
on July 5, 2017.

The rating action follows Archroma Holdings' incorporation by
funds advised by private equity firm SK Capital Partners to
acquire SK Spice Holding S.a r.l. and its wholly owned
subsidiaries, operating under the trading name Archroma. SK Spice
is a leading specialty chemicals producer in the textile, paper,
packaging, coatings, and adhesive sectors, with approximately
$1.3 billion in sales in 2016.

Archroma financed the acquisition and repaid all of SK Spice
Holding's legacy debt via the issuance of $1,030 million in
senior secured and second-lien facilities. The new capital
structure includes senior secured debt consisting of a $680
million term loan B due 2024 (denominated inEURos), $75 million
revolving credit facility (RCF) due 2023, and $75 million capital
expenditure (capex) facility due 2023, as well as a subordinated
$200 million second-lien loan due 2025. S&P understands the capex
and RCFs were undrawn at the close of the transaction.

S&P said, "Our ratios exclude approximately $202 million of non-
common equity injections--in the form of shareholder loans and
preference equity shares issued by the financial sponsor and a
management controlled entity--because we consider their
characteristics to be sufficiently equity-like, under our
criteria.

"Our assessment of Archroma's business risk profile reflects its
exposure to highly competitive and oversupplied end-markets with
below-average growth prospects, such as the textile and paper
industries. This is indicated by Archroma's modest capacity
utilization rates and its below-average profitability compared
with the wider specialty chemicals industry. In addition, we view
a high risk of substitution in some of Archroma's products, in
particular in the textile chemicals market, as well as its
moderate size as other constraining factors."

That said, Archroma's 2015 acquisition of BASF's textile product
lines has materially boosted its offering, market share, and
capacity utilization. S&P notes that the improvement in capacity
utilization, in addition to Archroma's ongoing restructuring
project and lower raw material costs, has improved profitability.
S&P said, "We anticipate adjusted EBITDA margins of about 11%-12%
over the next few years but we still assess this as below average
for the specialty chemicals industry. Further, the acquisition
boosted Archroma's comprehensive range of chemicals, especially
in the faster expanding textile and paper segments where Archroma
enjoys some niche-market leadership positions."

S&P said, "We recognize that the company's application know-how
and customer specification should help protect its position in
the value chain. The group has a good reputation despite its
short history; Archroma began operations as a stand-alone entity
after acquiring assets from Clariant in October 2013.
Despite the high risk of substitution in some of its products,
its exposure to the cyclical emulsions market, and the declining
paper market, we acknowledge Archroma's good geographic and end-
customer diversity. We also note its strong footprint in the
higher-growth Asian markets and improving supplier
diversification.

"Our view of Archroma's financial risk profile combines its high
leverage with our forecast of the group's adjusted debt of
approximately $960 million in financial 2017. Our estimate of
gross debt constitutes approximately $880 million in proposed
facilities (excluding undrawn RCFs), approximately $8.0 million
in operating lease liabilities, and approximately $50 million in
pension and other post-retirement obligations."

S&P's base-case assumptions have not changed since it assigned
its preliminary ratings on July 5, 2017. In S&P's base case, it
assumes:

-- One-off 7% revenue growth in the brand and performance
    textile segment following the full consolidation of the M
    Dohman business.

-- Low-single-digit revenue growth, incorporating our view of
    below-average growth prospects for textile and paper
    chemicals as well as the weak Brazilian economy, which is an
    important market for the company's emulsions business.

-- Increasing profitability with adjusted EBITDA margins of up
    to 11%-12%, as the company improves its capacity utilization,
    following the acquisition of the BASF Textile Chemicals
    business and various efficiency programs.

-- Capex of $30 million-$40 million per year, including
    approximately $15 million in maintenance costs.

-- Research and development expenditure of approximately 2% of
    sales.

-- No material acquisitions.

-- $20 million non-operating expense associated with the
    acquisition/refinancing.

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

-- Adjusted debt to EBITDA of about 6.2x in fiscal 2017,
    strengthening to about 5.6x-5.8x in fiscal 2018.

-- Adjusted funds from operations to debt of approximately 10%
    in fiscal 2017 and 2018.

-- Positive free operating cash flow (FOCF) of about $50
    million-$55 million per year from 2017 to 2018, including
    maintenance capex of approximately $15 million.

-- EBITDA interest coverage of about 3.0x in the coming years.

S&P said, "The stable outlook reflects that we expect Archroma to
reduce leverage such that its adjusted debt to EBITDA falls below
6.0x in 2018 and the adjusted EBITDA cash interest coverage ratio
remains at least 2.5x. The outlook further incorporates our
projection that the company will generate FOCF of over $55
million per year, and will continue to benefit from scheduled
debt amortization.

"We could lower the rating if adjusted debt to EBITDA did not
fall to below 6x by December 2018, which could result from
unexpected debt-financed acquisitions, shareholder distributions,
or a worsening of operating performance.

"While we view an upgrade as unlikely at this time, we could
raise the rating if we saw a commitment from the company and the
sponsor to a financial policy that maintains leverage below 5x.
Additionally, we consider that if Archroma maintained EBITDA
generation above $170 million per year, this could be positive
for the rating level."


GLOBAL BLUE: S&P Affirms BB- CCR on Strong Operating Performance
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' corporate credit rating on
Switzerland-headquartered tourist value-added tax (VAT) refund
processor Global Blue Acquisition B.V. The outlook is stable.

S&P said, 'At the same time, we affirmed our 'BB-' issue rating
on the senior credit facilities, comprising EUR630 million term
loan D and a EUR80 million revolving credit facility (RCF). The
recovery rating is '4', indicating our expectation of average
recovery prospects of 45% in the event of a payment default
(changed from 40%)."

Growing tourist shopping demand from China and Russia has
translated into strong operating performance for Global Blue. Its
S&P Global Ratings-adjusted debt-to-EBITDA improved to 3.6x in
FY2017 from 4.3x the year before. However, we remain cautious
about the inherent risk of gradually replacing the convertible
preferred equity certificates (CPECs) shareholder instrument with
financial debt.

In February 2017, Global Blue partially redeemed EUR56 million of
the CPECs held by financial sponsors Silver Lake and Partners
Group. The dividend recapitalization was announced just one week
after the group launched the repricing transaction on its term
loan.

In light of a financial year of robust operating performance,
Global Blue redeemed a further EUR60 million of CPECs in May.
This shareholder return was funded by free cash flows without
increasing financial debt. S&P said, "We expect that there will
be further dividend recapitalizations and leverage will likely
sustainably return to 4.0x-4.5x. We therefore maintain our longer
term maximum leverage threshold of 4.5x under the current
ratings."

Global Blue is the market leader in tourist VAT refund processing
with a market share of over 70% of the third-party serviced
market. The group has a strong franchise network with about
98,600 merchant contracts covering over 40 countries and achieves
a resilient merchant retention rate of around 98%. In S&P's view,
its dominant market position has enabled it to exhibit a very
strong adjusted EBITDA margin above 30% over the past five years.

However, Global Blue's growth prospects are sensitive to changes
in tourists' spending demand. The group is also exposed to
external shocks in both outbound and inbound countries, in
particular adverse exchange rate movements, terrorist attacks,
economic downturn, and changes in taxes and regulations. These
event risks could drive significant changes in traveling trends
and spending behavior, which could weigh on Global Blue's
operating performance and leverage profile.

S&P said, "Furthermore, we see a degree of concentration risk.
Outbound travellers from China and Russia -- who represent the
two largest groups of international shoppers -- generate about
29% and 11% of Global Blue's net commissions, respectively.
Nevertheless, over half of the group's net commissions come from
elsewhere, with no country accounting for more than 3%, except
for 4% from the United States. Inbound destinations are
concentrated in WesternEURope where Germany, Italy, the U.K., and
France combine to make up over 50% of net commissions. We also
consider that Global Blue operates in a niche VAT refund
processing market where profitability could fluctuate based on
swings in tourist shopping demand.

"Our adjusted debt and ratio calculations exclude the CPECs
issued by the ultimate parent company Global Blue Management & Co
S.C.A. In our view, the overall terms and conditions of the CPECs
are aligned with equity interest and are favorable to third-party
creditors. The certificates can only be transferred
proportionally with common equity. They are contractually and
structurally subordinated to the senior secured credit
facilities; no interest can be paid in cash on these securities
while the senior secured credit facilities are outstanding; there
are no provisions for cross-default or cross-acceleration; and
the instrument is due in 2062. These characteristics qualify the
CPECs to be treated as equity, in our view.

"Nevertheless, any further redemption of the CPECs resulting in
adjusted debt to EBITDA (excluding the CPECs) increasing beyond
4.5x could lead us to reassess the redemption risk associated
with these instruments in the group's capital structure and to
treat these as "debt-like". This would materially increase our
adjusted leverage calculation to toward 6.5x and likely lead us
to revise down our assessment of the group's financial policy and
therefore lowering our ratings."

S&P Global Ratings' base case assumes:

-- Chinese tourists will continue to be the largest group of
    international shoppers (about 29% of net commissions)
    followed by Russian travellers (11%).

-- China's economic growth over the next three years remaining
    at or above 5.5% annually, with a strongly growing middle
    class that supports travel spending demand.

-- The Russian ruble's gradual recovery will help rebuild
    Russian tourists' purchasing power.

-- A stable VAT regulatory environment in major inbound markets,
    particularly in the EU.

-- S&P forecasts revenue growth of 8%-9% for FY2018 and 4%-5% in
    FY2019, primarily supported by growing tourist shopping
    demand from China and Russia, which support further growth in
    transaction numbers despite a smaller basket purchase.

-- S&P expects Global Blue to maintain an adjusted EBITDA margin
    of about 42%-43% in FY2018 and FY2019 thanks to the group's
    significant cost saving on IT insourcing and reducing
    personnel overheads.

-- Capital expenditure (capex) of about EUR20 million-EUR25
    million in FY2018 and FY2019, similar to EUR28 million spent
    in FY2017.

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

-- In the absence of dividend recapitalization, we forecast
    Global Blue could achieve S&P Global Ratings-adjusted debt to
    EBITDA of around 3.4x in FY2018 and 3.3x in FY2019 (3.6x in
    FY2017).

-- That said, S&P expects that there will be further dividend
    recapitalizations and our leverage ratio will likely return
    to 4.0x-4.5x over the medium term.

-- Based on the current debt structure, S&P forecasts a strong
    adjusted EBITDA interest coverage ratio of about 6x in FY2018
    and FY2019 thanks to repricing in February 2017.

S&P said, "The stable outlook reflects that, notwithstanding
strong deleveraging prospects and cash flow generation, we
anticipate Global Blue would likely maintain adjusted debt-to-
EBITDA between 4.0x-4.5x over the next 12 months. We also
forecast that the group will generate strong reported free
operating cash flow (FOCF) of about EUR100 million and maintain a
strong adjusted EBITDA interest coverage ratio of about 6x in
FY2018 and FY2019.

"We could lower the ratings on Global Blue if its operating
performance deteriorated, resulting in adjusted debt to EBITDA
rising toward 5x, or if FOCF deteriorated significantly. This
could occur following an economic downturn, political
instability, threats of terrorism, or changes in taxes and
regulations for outbound countries such as China and Russia and
inbound countries, particularly inEURope.

"In addition, any further redemption of the CPECs resulting in
adjusted debt to EBITDA (excluding the CPECs) increasing beyond
4.5x could lead us to reassess the redemption risk associated
with these instruments in the group's capital structure and to
treat these as debt-like. This would materially increase our
adjusted debt to EBITDA toward 6.5x and would likely result in us
revising down our assessment of the group's financial policy,
leading us to lower the ratings.

"In light of Global Blue's track record of CPECs redemption, we
consider an upgrade unlikely. Nevertheless, we could consider
raising the rating if the group reduces its leverage on the back
of strong operating performance and cash flow generation, such
that adjusted debt to EBITDA would improve to 4x on a sustainable
basis, without the risk of further releveraging. An upgrade would
also be contingent on our view of the financial sponsor
relinquishing control over the medium term, while other
shareholders hold at least a 20% stake in the group."


SK SPICE: S&P Affirms Then Withdraws B CCR Amid Archroma Deal
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term corporate credit
rating on holding company SK Spice Holding S.a r.l (SK Spice
HoldCo).

S&P said, "We subsequently withdrew the rating at the issuer's
request, following confirmation that SK Spice HoldCo has been
successfully purchased by Archroma Holdings S.a r.l. The outlook
was stable at the time of the withdrawal.

"At the same time, we affirmed and then withdrew our issue and
recovery ratings on the group's $320 million term loan A due 2021
and EUR290 million term loan B due 2022, borrowed by the wholly-
owned subsidiary, SK Spice S.a r.l., following the notes
repayment."

The affirmation and withdrawal follow the closing of the
acquisition of SK Spice HoldCo by Archroma Holdings, a holding
company created by funds advised by SK Capital Partners, for the
sole purpose of acquiring all of SK Spice HoldCo's operating
entities.

Following the acquisition, the $320 million term loan A due 2021
and EUR290 million term loan B due 2022, issued by SK Spice, were
repaid, and the entity was merged into Archroma Finance S.a r.l.
SK Spice HoldCo will be liquidated, ceasing all operations.



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


GRAIN D'OR: Finsbury Food Plans to Close Loss-Making Business
-------------------------------------------------------------
Iain Withers at The Telegraph reports that Aim-listed Finsbury
Food has announced plans to close its loss-making London-based
bakery business Grain D'Or, putting around 250 jobs at risk.

Grain D'Or was founded in 1980 and has two bakeries in the
capital producing croissants, pastries, American muffins and
specialty breads to customers include retailers and food
distributors, The Telegraph discloses.

But the GBP28.5 million revenue Grain D'Or business has been
"historically loss-making", the company said, despite measures it
took to try to turn it around, including stricter cost controls
and working practices, The Telegraph relates.

According to The Telegraph, Finsbury -- which is a UK-wide
specialty baker of cake, bread and pastries -- said it was
"performing well" as a whole, as outlined in a trading statement
last month.


PREMIER OIL: Prepares to Sell Oilfield Stake to Cut Debt Pile
-------------------------------------------------------------
Jillian Ambrose at The Telegraph reports that oil and gas
explorer Premier Oil is preparing to sell off its stake in the
largest onshore oilfield in western Europe to kick start its
drive to cut into its US$2.7 billion debt pile.

The FTSE listed group confirmed reports that it will sell its
33.8% stake in the Wytch Farm oilfield for around US$200 million
and release letters of credit amounting to approximately US$75
million, The Telegraph relates.

Premier would not comment on the buyer but according to reports
the stake will go to Verus Petroleum, independent North Sea
explorer with a focus on mature oil and gas fields, The Telegraph
notes.

The announcement comes just weeks after Premier deepened its
interest in the field by snapping up a further 3.75% interest
from Maersk Oil for US$11.7 million, implying a far stronger
valuation in the sale than Premier agreed last month, The
Telegraph relays.

The deal will push Premier back into talks with its vast lender
group after a gruelling one year financial restructuring process
which drew to a close over the summer, The Telegraph states.

According to The Telegraph, under the terms of the deal Premier
has until May 13, 2021, to repay its debt and has agreed to keep
its net debt at 8.5 times its earnings until December 31, 2017,
before reducing gradually to 3 times its earnings in 2019.

Premier Oil, and other heavily indebted oil groups, face an
uphill battle to pay off debt due to the floundering recovery of
the global oil price, The Telegraph discloses.  Experts have
revised down their forecasts for the recovery and warned that
without higher prices companies such as Premier may struggle to
overcome their high debt positions, The Telegraph recounts.

Premier Oil is a London-based oil and gas explorer.


REDX PHARMA: Gets Permission for Distribution to Unsec. Creditors
-----------------------------------------------------------------
Redx Pharma Plc (in administration), the drug discovery and
development company, on Aug. 24 disclosed that Jason Baker --
jason.baker@frpadvisory.com -- and Miles Needham --
miles.needham@frpadvisory.com -- of FRP Advisory LLP, joint
administrators of the Company and of its subsidiary, Redx
Oncology Limited ("Oncology") (together, the "Companies") have
been granted permission by the High Court to make a distribution
to unsecured creditors of the Companies.

The Joint Administrators will shortly be sending unsecured
creditors notices of intended dividend, following which claims
will be adjudicated and distributions made.  All unsecured
creditors will be paid in full (subject to adjudication).

This is a significant step towards the anticipated rescue of the
Companies as going concerns and the termination of the
Administrations.

A copy of the Order is available at https://is.gd/DQwyGL

Redx Pharma is focused on the discovery and development of
proprietary, small molecule therapeutics to address areas of high
unmet medical need, in cancer, immunology and infection.



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* BOOK REVIEW: Competition, Regulation, and Rationing
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Author: Greenberg, Warren
Publisher: Beard Group
Paperback: 188 pages
List Price: $34.95
Review by: Gail Hoelscher

Order a personal copy today at http://is.gd/3sdhDD

This book is fundamental reading for those involved directly in
health care as well as those interested and concerned about the
past, present and future of the health care industry in the
United States. Originally published in 1990, Warren Greenberg
examined the U.S. health care sector over the period 1960-1988
using standard industrial organization economic analysis. He
looked at regulation and competition, antitrust elements,
technology, and rationing, as well as pricing behavior and
advertising. Although some experts claimed the health care
industry to be unique and outside the purview of such analysis,
Dr. Greenberg demonstrated that all industries differ in their
own ways, but nonetheless can be analyzed using these techniques.
Dr. Greenberg's first goal in writing this book was to educate
the layperson about the economics of the health care industry.
Economists have pointed out two major potential differences
between health care and other sectors of the economy: uncertainty
of demand and imperfect and imbalanced information on the part of
providers and consumers. Dr. Greenberg agrees with the first and
less so with the second. Obviously, the timing, extent and length
of future illness and the demand for medical services are
impossible to know. A good deal of the consumer's uncertainty is
smoothed over by health insurance. The uncertainty for insurance
companies in the sector is somewhat different than that for other
industries: while consumers commonly seek more health care than
they would if they were not covered, it is rare for someone to
burn down his own home just to collect the insurance. With regard
to the imbalance in information, physicians do indeed know more
about a particular illness and treatment than the average
potential patient, but Dr. Greenberg asks how that differs from
plumbing, law and accounting!

Dr. Greenberg identified and described the industries that make
up the health care sector: medical services, hospitals,
insurance, and long-term care. He explored market failures and
imperfections in each and detailed some of the measures
government has taken to correct these imperfections. For example,
he described the efforts of the federal government to force
competition in the medical services field and how barriers to
entry imposed by physicians' lobbies to limit the number of
physicians in practice were lifted, physicians were permitted to
advertise, and restrictions on the services of nonphysicians were
eased. He recounted efforts to require hospitals to disclose
information on mortality rates, infections, and medical
complications.

Dr. Greenberg's second goal in writing the book was to consider
policy options. Although he claims skepticism of regulation
(after working for the federal government), he believes that
ongoing efforts to devise a more efficient and equitable health
care system will require more competition, regulation, and
rationing. He examined the Canadian, British and Dutch systems,
so fascinating and different from ours, and found the Dutch
system the least regulatory and most equitable.

This book is a primer on the health care industry. Dr. Greenberg
explains economic terms in a straightforward and clear way
without condescension and takes the reader way beyond Economics
101. Although the sector has changed significantly since this
book was published, Dr. Greenberg's analysis of the past offers
valuable insight into why our system evolved the way it did and
what direction it might take in future.



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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
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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.
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
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