/raid1/www/Hosts/bankrupt/TCREUR_Public/171018.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

         Wednesday, October 18, 2017, Vol. 18, No. 207


                            Headlines


C Y P R U S

OCEAN RIG: Court Orders Discharge of Joint Liquidators


F R A N C E

CMA CGM: Moody's Affirms B1 CFR, Changes Outlook to Positive


G R E E C E

GREECE: No Political Appetite for Additional Bailout


I R E L A N D

HARVEST CLO XIV: Fitch Puts 'BB(EXP)sf' Rating to Class E-R Notes
HORIZON PHARMA: S&P Rates $846MM New Sr. Sec. Term Loan B 'BB-'
ONE HORIZON: Issues 3M Shares as Inducement Grants to CEO and COO
WEATHERFORD INTERNATIONAL: Invesco Has 1% Stake as of Sept. 29


I T A L Y

ALITALIA SPA: easyJet Submits Expression of Interest
ITAS MUTUA: Fitch Affirms 'BB' Subordinated Notes Rating
LAZIO: Moody's Affirms Ba2 Debt Rating, Revises Outlook to Stable


L U X E M B O U R G

BREEZE FINANCE: Fitch Lowers Rating on Class A Bonds to 'CCC'
CRC BREEZE: Fitch Cuts Rating on Class A Notes to 'CCC'


N E T H E R L A N D S

JUBILEE CDO 1-R: Moody's Hikes Rating on Class E Notes to B1
* NETHERLANDS: Corporate Bankruptcies Up Slightly in September


R U S S I A

FORTEBANK JSC: Moody's Affirms Caa2 LT Subordinated Debt Rating


S P A I N

VOUSSE CORP: Insolvency Administrator Sells Hedonai Unit


T U R K E Y

ANTALYA MUNICIPALITY: Fitch Affirms 'BB+/B' IDR, Outlook Negative
MANISA MUNICIPALITY: Fitch Assigns BB LT Foreign Currency IDR


U N I T E D   K I N G D O M

INTERSERVE: In Talks with Lenders Following Profit Warning
MILLER HOMES: Fitch Assigns B+ Final Long-Term IDR
MONARCH AIRLINES: Urged to Contribute to Customer Repatriation
RICHMOND UK: Moody's Lowers CFR to B3, Outlook Stable
WARWICK FINANCE: Moody's Assigns (P)Caa1 Rating to Cl. E Notes


                            *********



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C Y P R U S
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OCEAN RIG: Court Orders Discharge of Joint Liquidators
------------------------------------------------------
Ocean Rig UDW Inc., an international contractor of offshore
deepwater drilling services, on Oct. 9, 2017, disclosed that the
Grand Court of the Cayman Islands (the "Cayman Court") has issued
an order discharging Simon Appell of AlixPartners Services UK LLP
and Eleanor Fisher of Kalo (Cayman) Ltd. (formerly AlixPartners
(Cayman) Limited) as joint provisional liquidators of the Company
and its subsidiaries, Drill Rigs Holdings Inc. ("DRH"),
Drillships Financing Holding Inc. ("DFH"), and Drillships Ocean
Ventures Inc. ("DOV," and together with UDW, DRH and DFH, the
"Scheme Companies"), effective as of October 18, 2017 (the "JPL
Discharge Order").

The JPL Discharge Order also appoints Iraklis Sbarounis, Vice
President and Secretary of UDW, as successor to the JPLs for
purposes of acting as the authorized foreign representative of
the Scheme Companies in their Chapter 15 proceedings and in
connection with the enforcement, defense, amendment or
modification of any order issued therein.

As previously announced by the Company, the schemes of
arrangement proposed by the Scheme Companies (the "Schemes")
became fully effective on September 22, 2017.  As a result of the
Schemes, the Ocean Rig Group has been substantially deleveraged
through an exchange of approximately $3.7 billion principal
amount of debt for (i) new equity of the Company, (ii)
approximately $288 million of cash, and (iii) $450 million of new
secured debt.  The Schemes affected only financial indebtedness.
Operations continue unaffected.  Trade creditors and vendors will
continue to be paid in the ordinary course of business and are
not affected by any of the Schemes.

George Economou, Chairman and CEO commented: "On behalf of the
Ocean Rig Group I extend my sincere appreciation to Simon and
Eleanor for their dedication and guidance through this complex
restructuring process."

Further Information
A copy of the Explanatory Statement, which contains the Schemes,
and other relevant documentation is available through the website
of Prime Clerk LLC, the Scheme Companies' Information Agent at
https://cases.primeclerk.com/oceanrig.

                          About Ocean Rig

Nicosia, Cyprus-based Ocean Rig UDW Inc. (NASDAQ: ORIG) --
http://www.ocean-rig.com/-- is an international offshore
drilling contractor providing oilfield services for offshore oil
and gas exploration, development and production drilling, and
specializing in the ultra-deepwater and harsh-environment segment
of the offshore drilling industry.

On March 24, 2017, Ocean Rig UDW Inc., et al., filed winding up
petitions with the Cayman Court and issued summonses for the
appointment of joint provisional liquidators for the purpose of
the Restructuring.  By orders of the Cayman Court dated March 27,
2017, Simon Appell and Eleanor Fisher were appointed as the JPLs
and duly authorized foreign representatives, and the Cayman
Provisional Liquidation Proceedings were commenced.

Simon Appell and Eleanor Fisher of AlixPartners, LLP, in their
capacities, as the joint provisional liquidators and authorized
foreign representatives, filed for Chapter 15 protection for
Ocean Rig and its affiliates (Bankr. S.D.N.Y. Lead Case No. 17-
10736) on March 27, 2017, to seek recognition of the Cayman
proceedings.

The JPLs' U.S. counsel are Evan C. Hollander, Esq., and Raniero
D'Aversa Jr., Esq., at Orrick, Herrington & Sutcliffe LLP, in New
York.

                          *     *     *

On Sept. 15, 2017, the Grand Court of the Cayman Islands
sanctioned the schemes of arrangements of the Company and its
subsidiaries, Drill Rigs Holdings Inc. ("DRH"), Drillships
Financing Holding Inc. ("DFH"), and Drillships Ocean Ventures
Inc., ("DOV," and together with UDW, DRH and DFH, the "Scheme
Companies").  The terms of the restructuring have therefore been
approved by the Cayman Court.


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F R A N C E
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CMA CGM: Moody's Affirms B1 CFR, Changes Outlook to Positive
------------------------------------------------------------
Moody's Investors Service affirmed the corporate family rating of
CMA CGM S.A. (CMA CGM) at B1, the probability of default rating
at B1-PD and the rating of CMA CGM's senior unsecured notes at
B3. Moody's further assigned a B3 instrument rating to the
proposed EUR300 million senior unsecured notes due 2025. The
rating outlook has been revised to positive from stable.

"Our decision to revise the rating outlook to positive follows
CMA CGM's ability to capitalize quickly and successfully on the
recovery in the container market in particular in the second
quarter of 2017 as evidenced by its industry-leading EBIT margin
of 8.9% as compared to the next most profitable player at 6.6%
(Wan Hai Lines, unrated)," says Maria Maslovsky, a Moody's Vice
President -- Senior Analyst and the lead analyst for CMA CGM. "In
addition, CMA CGM has extended its maturity profile with the
EUR650 million bond offering in June 2017 and will further
strengthen its liquidity with the proceeds of the terminal sale
expected in the fourth quarter of 2017."

The assignment of a B3 rating to CMA CGM's proposed senior
unsecured notes due 2025, which is two notches lower than the
company's B1 CFR, reflects not only their pari passu ranking with
all other unsecured indebtedness issued by CMA CGM, but also
their contractual subordination to the secured debt existing
within the group (primarily vessel and container financing). The
proceeds of the offering will be applied to pre-funding secured
debt maturities.

RATINGS RATIONALE

Today's rating action reflects strengthened performance as a
result of improved industry fundamentals and CMA CGM's quick and
effective response to grow profitability as measured by EBIT
margin which rose to 8.9% in the second quarter of 2017 from
negative 2.3% in the same quarter the year earlier. The strong
margin performance was driven by 33.4% increase in volume in the
LTM Q2'17 and 17.5% increase in freight rates over the same
period. These gains were slightly offset by a 5.4% increase in
opex largely owing to a 31.3% rise in the bunker costs.

Container liner industry benefitted in 2017 from limited new
supply following the cyclical trough in 2016; however, the pace
of new supply is rising and the freight rate increases are likely
to be more measured than the 17.5% CMA CGM recorded in the second
quarter of 2017 as compared to the prior year period. The company
further benefitted from the growth in volumes by almost a third
over the same period; however, the variable and semi-variable
costs also increased in line with higher volume, in particular
the bunker cost.

CMA CGM's B1 corporate family rating continues to reflect the
company's leading market position with a top five market share
with a diverse, modern and flexible fleet as a result of
significant proportion of chartered vessels and operational
efficiency aided by the synergies from NOL integration and on-
going cost cutting efforts. The corporate family rating further
incorporates the company's expected deleveraging to below 5.0x as
measured by debt/EBITDA by year-end 2017 and at a minimum
remaining at that level going forward. These strengths are
counterbalanced by the highly competitive operating environment
in the largely commoditized container liner industry coupled with
predominantly short-term contracts limiting revenue visibility.

CMA CGM's liquidity is good. It includes positive free cash flow
after capex of approximately $300 million in 2017 and cash of
$1.2 billion at 30 June 2017, as well as a total of $1.36 billion
of revolving credit facilities (RCFs) of which approximately $850
million is currently undrawn. The company's bond maturities
include $190 million in 2019 and $178 million in 2020 and its
expected cash capex (after financings) is approximately $600
million in 2017 and 2018.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward rating pressure could materialise if Moody's has evidence
that CMA CGM can sustain its solid operating performance and
report the following metrics over an extended period of time
through the shipping industry cycle: (1) leverage (debt/EBITDA)
moving towards 4x; and (2) funds from operations interest expense
coverage above 4x (ratios include Moody's adjustments). At the
same time, the company should maintain an adequate liquidity
profile.

Downward rating pressure could develop if challenging market
conditions lead to (1) leverage above 5x for an extended period
of time; (2) funds from operations interest expense coverage
below 3x (ratios include Moody's adjustments); or (3) a material
weakening of the company's liquidity profile.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Shipping Industry published in February 2014.

Headquartered in Marseille, France, CMA CGM is the third-largest
container shipping company in the world measured in TEU. CMA CGM
generated revenues of $16.0 billion in 2016.


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G R E E C E
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GREECE: No Political Appetite for Additional Bailout
----------------------------------------------------
Nikos Chrysoloras, Viktoria Dendrinou and Sotiris Nikas at
Bloomberg News report that with just months left before Greece's
latest lifeline expires, all bets are off on whether it'll need
more support.

According to Bloomberg, officials directly involved in the
country's bailout say they don't have the stomach for another
strings-attached aid program when the current one expires in
August 2018.

Greece needs to show it can go it alone while Euro-area creditors
have to be sure they can recover their money, Bloomberg states.

"There's no political appetite for another program, either in
Athens or among creditors, but the Eurogroup will want to keep
Greece on a leash to ensure its loans are repaid and that the
government keeps reforming, so the question is what's the best
arrangement to achieve that," Bloomberg quotes Mujtaba Rahman,
managing director of Eurasia Group, a consulting firm in London,
as saying.

Greece is banking on the pace of its reforms and the strength of
the nation's nascent economic recovery in the next two quarters
to show creditors it can make good on its commitments, Bloomberg
states.  A compliance review is set to resume on Oct. 23, when
auditors representing the International Monetary Fund, the
European Commission, the European Central Bank and the European
Stability Mechanism are scheduled to return to Athens, Bloomberg
discloses.

Low financing obligations in the coming years and the promised
additional debt relief measures by next summer may also make a
clean exit easier, Bloomberg relates.  The debt profile and a
planned cash buffer buildup should convince investors that Greece
doesn't need a credit line or new bailout loans after 2018,
Bloomberg relays, citing some officials involved in the talks.

Not everyone is convinced, Bloomberg notes.  To build the buffer
that will keep it afloat for at least a year after the end of its
program, while also proving that it's regaining the trust of the
markets, Greece will have to issue more bonds in the next 10
months and boost its privatization proceeds, Bloomberg states.
Past experience shows this won't be easy, according to Bloomberg.


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I R E L A N D
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HARVEST CLO XIV: Fitch Puts 'BB(EXP)sf' Rating to Class E-R Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XIV Designated Activity
Company's (DAC) refinancing notes expected ratings as follows:

EUR239 million class A-1A-R notes: assigned 'AAA(EXP)sf'; Outlook
Stable
EUR5 million class A-2-R notes: assigned 'AAA(EXP)sf'; Outlook
Stable
EUR32 million class B-1-R notes: assigned 'AA+(EXP)sf'; Outlook
Stable
EUR10 million class B-2-R notes: assigned 'AA+(EXP)sf'; Outlook
Stable
EUR23 million class C-R notes: assigned 'A+(EXP)sf'; Outlook
Stable
EUR25 million class D-R notes: assigned 'BBB(EXP)sf'; Outlook
Stable
EUR24.5 million class E-R notes: assigned 'BB(EXP)sf'; Outlook
Stable

The assignment of the final ratings is contingent on the receipt
of documents conforming to information already reviewed.

KEY RATING DRIVERS

Harvest CLO XIV DAC is a cash-flow collateralised loan obligation
(CLO). Net proceeds from the notes are being used to refinance
the current outstanding class A to E notes. The issuer did not
issue any class A-1B notes as refinancing notes on the
refinancing date and instead issued the class A-1A-R notes in a
principal amount outstanding equal to the aggregate of the
principal amount outstanding of the original class A-1A notes and
the original class A-1B notes. The portfolio is managed by
Investcorp Credit Management EU Limited.

'B'/'B-' Portfolio Credit Quality
Fitch expects the average credit quality of obligors to be in the
'B'/'B-'category. The weighted-average rating factor of the
current portfolio is 33.27.

High Recovery Expectations
At least 90% of the portfolio will comprise senior secured
obligations. Recovery prospects for these assets are typically
more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch weighted average recovery rate of the initial
portfolio is 64.8%.

Extended Weighted Average Life (WAL)
On the refinancing date, the issuer will extend the WAL covenant
by 1.25 years to 7.25 years as part of the refinancing of the
notes and update the Fitch matrix. Fitch tested all the points in
the matrix based on the extended WAL covenant.

Limited Interest Rate Risk
Unhedged fixed-rate assets cannot exceed 5% of the portfolio.
Consequently, interest rate risk is naturally hedged for most of
the portfolio through floating-rate liabilities.

Diversified Asset Portfolio
The transaction contains a covenant that limits the top 10
obligors in the portfolio to 20%. This ensures that the asset
portfolio will not be exposed to excessive obligor concentration.

TRANSACTION SUMMARY

Harvest CLO XIV DAC closed in November 2015. The transaction is
still in in its reinvestment period, which is set to expire in
November 2019. The issuer is now issuing new notes to refinance
part of the original liabilities. The notes A-1A, A-2A, B-1, B-2,
C, D and E will be redeemed in full as a consequence of the
refinancing.

The refinancing notes bear interest at a lower margin over
EURIBOR than the notes being refinanced. The remaining terms and
conditions of the refinancing notes (including seniority) are the
same as the refinanced notes.

In its analysis, Fitch has applied a 15bps haircut to the
weighted average spread calculation. In this transaction, the
aggregate funded spread calculation for floating-rate collateral
debt obligation with an Euribor floor is artificially inflated by
the negative portion of Euribor.

RATING SENSITIVITIES

A 25% increase in the obligor default probability or a 25%
reduction in expected recovery rates would each lead to a
downgrade of up to three notches for the rated notes.


HORIZON PHARMA: S&P Rates $846MM New Sr. Sec. Term Loan B 'BB-'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating to
Dublin, Ireland-based specialty pharmaceutical company Horizon
Pharma PLC's proposed $846 million senior secured term loan B.
The debt is issued by subsidiary Horizon Pharma Inc. The
transaction is leverage neutral and proceeds are expected to be
used to refinance the company's existing senior secured term loan
B.

The recovery rating is '1' indicating expectations for very high
(90%-100%; rounded estimate: 95%) recovery to debtholders in the
event of a payment default.

S&P said, "Our ratings on Horizon Pharma PLC reflects its
relatively short track record of successfully growing acquired
products. We expect the company to generate over $100 million in
free cash flow in 2017 and forecast sustained adjusted leverage
of over 5x because we expect the company to remain acquisitive as
it continues to build its orphan business."

RATINGS LIST

  Horizon Pharma PLC
   Corporate Credit Rating             B/Stable/--

  New Rating

  Horizon Pharma Inc.
  Horizon Pharma USA Inc.
   Senior Secured
    $846 Mil. Term Loan B Due 2024     BB-
    Recovery Rating                    1 (95%)


ONE HORIZON: Issues 3M Shares as Inducement Grants to CEO and COO
-----------------------------------------------------------------
One Horizon Group, Inc., disclosed additional information on
stock inducement grants for two recently appointed executives:
Mark White, chief executive officer, president and director; and
Edwin C. Lun, chief operating officer.  Mr. White and Mr. Lun
will be based in Hong Kong at the new regional headquarters to
oversee the Company's business development and operations in
China and Hong Kong, and Mr. White will spend significant time
exploring acquisition opportunities particularly in the Asia
region.

As an inducement to join One Horizon, the Company has issued to
Mr. White 1,600,000 shares of its common stock.  The Company has
issued to Mr. Lun 1,400,000 shares of its common stock as an
inducement grant.

                       About One Horizon

Ireland-based One Horizon Group, Inc. (NASDAQ: OHGI) --
http://www.onehorizongroup.com/-- is a reseller of secure
messaging software for the growing gaming, security and education
markets primarily in China and Hong Kong.

The Company's independent accountants Cherry Bekaert LLP, in
Tampa, Fla., issued a "going concern" opinion in its report on
the Company's consolidated financial statements for the year
ended Dec. 31, 2016, stating that the Company has recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going
concern.

One Horizon reported a net loss of $5.54 million on $1.61 million
of revenue for the year ended Dec. 31, 2016, compared to a net
loss of $6.30 million on $1.53 million of revenue for the year
ended in 2015.  As of June 30, 2017, One Horizon had $8.83
million in total assets, $7.20 million in total liabilities and
$1.63 million in total stockholders' equity

"As Horizon continues to pursue its operations and business plan,
it expects to incur further losses in 2017 which, when combined
with any investment in intellectual property, will generate
negative cash flows," said the Company in its quarterly report
for the period ended June 30, 2017.  "As of June 30, 2017, the
Company did not have any available credit facilities.  As a
result, it is in the process of seeking new financing by way of
sale of either convertible debt or equities.  Subsequent to June
30, 2017, the Company entered into a series of transactions to
improve liquidity and reduce outstanding obligations...  Whilst
it has been successful in the past in obtaining the necessary
capital to support its investment and operations, there is no
assurance that it will be able to obtain additional financing
under acceptable terms and conditions, or at all.  In the event,
Horizon is unable to obtain sufficient additional funding when
needed in order to fund ongoing research and development
activities as well as operations, it would not be able to
continue as a going concern and maybe forced to severely curtail
or cease operations and liquidate the Company."


WEATHERFORD INTERNATIONAL: Invesco Has 1% Stake as of Sept. 29
--------------------------------------------------------------
Invesco Ltd. disclosed in a Schedule 13G/A filed with the
Securities and Exchange Commission that as of Sept. 29, 2017, it
beneficially owns 10,379,709 shares of common stock of
Weatherford International PLC, constituting 1 percent of the
shares outstanding.  A full-text copy of the regulatory filing is
available for free at https://is.gd/4oIAxt

                       About Weatherford

Weatherford International plc, an Irish public limited company
and Swiss tax resident -- http://www.weatherford.com/-- is a
multinational oilfield service company.  Weatherford provides
equipment and services used in the drilling, evaluation,
completion, production and intervention of oil and natural gas
wells.  Many of its businesses, including those of its
predecessor companies, have been operating for more than 50
years.

Weatherford reported a net loss attributable to the Company of
$3.39 billion on $5.74 billion of total revenues in 2016,
compared to a net loss attributable to the Company of $1.98
billion on $9.43 billion of total revenues in 2015.

As of June 30, 2017, Weatherford had $12.05 billion in total
assets, $10.52 billion in total liabilities and $1.52 billion in
total shareholders' equity.

                         *     *     *

In November 2016, Fitch Ratings downgraded the ratings for
Weatherford and its subsidiaries, including the companies' Long-
Term Issuer Default Ratings to 'CCC' from 'B+'.  The downgrade
reflects the potential further tightening of the company's
specified leverage and L/C ratio covenant following the fourth
quarter (4Q) 2016 calculation, and with the expected 0.5x step-
down in 1Q 2017 per the Credit Agreement.


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I T A L Y
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ALITALIA SPA: easyJet Submits Expression of Interest
----------------------------------------------------
Alistair Smout at Reuters reports that British budget airline
easyJet said on Oct. 16 it had submitted an expression of
interest in acquiring parts of Italy's insolvent national carrier
Alitalia.

EasyJet said it was interested in "certain assets of a
restructured Alitalia" but the process was confidential and there
was no certainty that any transaction would proceed, Reuters
relates.

                          About Alitalia

Alitalia - Societa Aerea Italiana S.p.A., is the flag carrier of
Italy.  Alitalia operates 123 aircraft with approximately 4,200
flights weekly to 94 destinations, including 26 destinations in
Italy and 68 destinations outside of Italy.  It has a strong
global presence, flying within Europe as well as to cities across
North America, South America, Africa, Asia and the Middle East.
During 2016, the Debtor provided passenger service to
approximately 22.6 million passengers.  Its air freight business
also is substantial, having carried over 74,000 tons in 2016.
Alitalia is a member of the SkyTeam alliance, participating with
other member airlines in issuing tickets, code-share flights,
mileage programs and other similar services.

Alitalia previously navigated its way through a successful
restructuring.  After filing for bankruptcy protection in 2008,
Alitalia found additional investors, acquired rival airline Air
One, and re-emerged as Italy's leading airline in early 2009.

Alitalia was the subject of a bail-out in 2014 by means of a
significant capital injection from Etihad Airways, with goals of
achieving profitability during 2017.

After labor unions representing Alitalia workers rejected a plan
that called for job reductions and pay cuts in April 2017, and
the refusal of Etihad Airways to invest additional capital,
Alitalia filed for extraordinary administration proceedings on
May 2, 2017.

On June 12, 2017, Alitalia filed a Chapter 15 bankruptcy petition
in Manhattan, New York, in the U.S. (Bankr. S.D.N.Y. Case No.
17-11618) to seek recognition of the Italian insolvency
proceedings and protect its assets from legal action or creditor
collection efforts in the U.S.  The Hon. Sean H. Lane is the case
judge in the U.S. case.  Dr. Luigi Gubitosi, Prof. Enrico Laghi,
and Prof. Stefano Paleari are the foreign representatives
authorized to sign the Chapter 15 petition.  Madlyn Gleich
Primoff, Esq., Freshfields Bruckhaus Deringer US LLP, is the U.S.
counsel to the Foreign Representatives.


ITAS MUTUA: Fitch Affirms 'BB' Subordinated Notes Rating
--------------------------------------------------------
Fitch Ratings has affirmed ITAS Mutua's (ITAS) Insurer Financial
Strength (IFS) Rating at 'BBB' (Good) and Long-Term Issuer
Default Rating (IDR) at 'BBB-' and removed them from Rating Watch
Negative (RWN). The Outlooks are Stable. Fitch has also affirmed
ITAS's subordinated notes at 'BB'.

KEY RATING DRIVERS

Fitch placed ITAS's ratings on RWN in April 2017 following the
announcement that the insurer's former general manager had been
disqualified from holding office by magistrates, as a
precautionary measure pending judicial investigations. This had
increased risks around the effectiveness of ITAS's governance and
the potential for a significant loss of market share.

The rating actions reflect Fitch's view that ITAS is undertaking
effective actions aimed at strengthening corporate governance and
internal controls. These include the strengthening of ITAS's
senior management team and control functions, the implementation
of a new internal control framework and streamlined decisional
processes within the company.

The rating actions also reflect ITAS's resilient financial
performance in 2Q17 and beginning of 3Q17. ITAS's non-life gross
written premium increased by 5.5% to EUR388 million at end-June
2017 (end-June 2016: EUR368 million). Its life net inflows
declined by 21.5%, in line with the market trend, but remained
positive at EUR93 million at end-June 2017.

The affirmation of the IFS rating and IDR reflects ITAS's strong
capitalisation, primarily based on Fitch's risk-adjusted Prism
factor-based capital model (Prism FBM), and good financial
performance. ITAS's ratings are nonetheless influenced by Italy's
sovereign rating of 'BBB'/Stable through its exposure to Italian-
based debt securities. To back domestic liabilities ITAS held
EUR1.7 billion of Italian sovereign bonds at end-June 2017 (4.5x
consolidated shareholders' funds).

ITAS's Prism FBM score was 'Strong' based on end-2016 financials,
in line with 2015. Its consolidated Solvency II ratio, calculated
using the standard formula, was 140% at end-June 2017. Like many
other Italian insurers, ITAS could face a significant increase in
regulatory capital charges if European authorities remove the
zero risk-weighting for European sovereigns. Prism FBM already
includes a capital charge for sovereign assets.

ITAS's Fitch-calculated financial leverage ratio (FLR) was 15% at
end-2016, in line with 2015. This is low and supportive of the
rating.

ITAS is exposed to interest-rate risk through its traditional
with-profits business. The yield on assets is sufficient to cover
the guaranteed returns on these policies. However, the balance
sheet is exposed to interest rate changes as the duration of
assets is much shorter than that of its life liabilities with
annual guarantees. ITAS's duration gap is above the market
average, which is negative for its ratings.

ITAS's reported non-life combined ratio slightly weakened to 98%
at end-June 2017 (2016: 97%), due to higher natural catastrophe
claims. ITAS's 2012-2016 average combined ratio was strong at
99%. Fitch expects ITAS to maintain good non-life underwriting
profitability through selective new business and better risk
diversification. Its 2012-2016 average return on equity was 4%, a
level commensurate with the rating, given the group's mutual
status. Fitch expects ITAS to improve its net income and
profitability, as the ex-RSA subsidiary is likely to provide a
positive contribution to group earnings.

ITAS has a moderate business profile, but its market position in
Italy has improved following the acquisition of the Italian
subsidiary of Royal & Sun Alliance (RSA, IFS: A/Stable) in 2015.
The acquisition, which took effect on 1 January 2016, increased
ITAS's geographical diversification in central and north-west
Italy; ITAS's existing business was concentrated in the north-
east. The acquisition also strengthened ITAS's franchise through
better diversification by distribution channels.

RATING SENSITIVITIES

ITAS's ratings could be downgraded if its combined ratio
deteriorates to above 103% for a sustained period or the Prism
FBM score falls below 'Strong'. ITAS's ratings would also be
downgraded if Italy's sovereign rating was downgraded.

ITAS's ratings could be upgraded if the combined ratio remains
below 97%, Prism FBM score remains at least 'Strong' and if there
is sustained reduction in the company's interest-rate risk,
provided that Italy's sovereign rating is upgraded.


LAZIO: Moody's Affirms Ba2 Debt Rating, Revises Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed the senior unsecured Ba2 debt
ratings and the (P)Ba2 senior unsecured MTN program of the Region
of Lazio and changed the outlook to stable from negative.

RATINGS RATIONALE

RATIONALE FOR THE OUTLOOK CHANGE

The change of the outlook to stable from negative reflects the
continuous efforts of the region towards the reduction of its
cumulated deficit to EUR3.4 billion in 2016 from EUR12.3 billion
in 2012. In particular, Moody's noted an ongoing reduction in the
operating deficits of the public healthcare sector in recent
years, alongside a commitment from the Region to break even the
healthcare accounts by 2018.

In addition, Lazio recently managed to improve its liquidity
profile, eliminating the recourse to cash advances from its
treasury bank since July 2016. Moody's expects Lazio to continue
to pursue prudent budgetary practices aimed at consolidating its
expenditures, thus further reducing its commercial debt.

RATIONALE FOR THE RATING AFFIRMATION

The Ba2 rating reflects Lazio's high level of indebtedness and
the weak flexibility of the regional budget. In 2016, Lazio's
direct and indirect debt reached its highest level in history,
EUR21 billion, after the fast acceleration experienced in 2013-
2014 when it borrowed from the Italian Government to repay long
dated commercial debt. The region engaged in several
restructurings in the past few years that ensured a debt
stabilization, simpler debt structure and a reduction of the debt
service going forward. However, the budgetary flexibility remains
weak reflected in the level of interest payments at about 8% of
the regional operating revenues, a high percentage when compared
to its international peers.

FACTORS THAT COULD LEAD TO AN UPGRADE

An upgrade of Italy's sovereign rating would likely lead to an
upgrade of Lazio's rating. Continuous improvement in the
liquidity position for the next year, as well as a structural
reduction of debt levels could exert upward pressures.

FACTORS THAT COULD LEAD TO A DOWNGRADE

A downgrade of Italy's sovereign rating would likely lead to a
downgrade of Lazio's rating. Similarly a higher than expected
increase in debt levels and heightened liquidity pressure may
lead to a downgrade.

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

Sovereign Issuer: Italy, Government of

GDP per capita (PPP basis, US$): 36,403 (2016 Actual) (also known
as Per Capita Income)

Real GDP growth (% change): 0.9% (2016 Actual) (also known as GDP
Growth)

Inflation Rate (CPI, % change Dec/Dec): 0.5% (2016 Actual)

Gen. Gov. Financial Balance/GDP: -2.5% (2016 Actual) (also known
as Fiscal Balance)

Current Account Balance/GDP: 2.7% (2016 Actual) (also known as
External Balance)

External debt/GDP: [not available]

Level of economic development: Very High level of economic
resilience

Default history: No default events (on bonds or loans) have been
recorded since 1983.

On Oct. 10, 2017, a rating committee was called to discuss the
rating of the Lazio, Region of. The main points raised during the
discussion were: The issuer's governance and/or management, have
materially increased. The issuer's fiscal or financial strength,
including its debt profile, has materially increased.

The principal methodology used in these ratings was Regional and
Local Governments published in June 2017.

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


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


BREEZE FINANCE: Fitch Lowers Rating on Class A Bonds to 'CCC'
-------------------------------------------------------------
Fitch Ratings has downgraded Breeze Finance's class A bonds to
'CCC' from 'B-' and affirmed the class B bonds at 'CC'. The bonds
are backed by revenue from a portfolio of onshore wind farms
predominately located in Germany and, to a lesser extent, in
France.

The downgrade reflects potentially insufficient cash in the debt
service reserve account (DSRA) to service the bonds until
maturity, indicating that default has become a real possibility.
Additional drawdowns were made on the DSRA over the last 12
months, with further drawdowns likely, as the project experienced
a new historical low wind yield in 2016.

KEY RATING DRIVERS

Revenue under-performance has continued as a result of
consistently below-expected wind yields, despite benefitting from
fixed feed-in tariffs. Fitch expects ongoing cash flow pressure
due to a rise in operating and maintenance costs and decrease in
turbine availability as the assets age.

The equally sized semi-annual principal repayments in any given
year do not take into account wind seasonality, which results in
less cash being available for the autumn debt service. The class
B DSRA has no funds and the class A DSRA is partially depleted.
Fitch forecasts indicate that neither DSRA will be replenished as
flows into them are subordinated to the repayment of class B bond
principal deferrals, currently EUR30.6 million or 36% of the
class B notional. Fitch perceives a default as probable for the
class B notes.

Increased Maintenance on Aging Turbines - Operation Risk: Weaker
Historically turbine availability has met or exceeded Fitch's
expectation of 97%. Breeze Finance SA has demonstrated better
cost control in recent years. However, Fitch expects a rise in
operating and maintenance costs and a decrease in turbine
availability as the assets enter the final seven years of their
20 year expected life. Fitch also views the absence of
performance incentive of the operator as credit-negative.

Continued Wind Yield Underperformance- Volume Risk: Weaker
The initial wind study grossly overestimated Breeze Finance SA's
wind resources. Fitch views historical data as a more reliable
basis for Fitch volume projections, given that actual wind has
led to average revenue being more than 13% below P90 revenue.

Merchant Exposure Excluded from Projections - Price Risk:
Stronger
The wind farms are remunerated through fixed feed-in-tariffs
embedded in the German and French energy regulations. German
tariffs are set for 20 years and French tariffs for 15 years.
During the last years before debt maturity, the project is
exposed to increasing merchant risk, beyond 80% of revenue
towards the end of the debt's life. However, Fitch and management
projections exclude merchant revenue.

Partially Depleted DSRA on Class A - Debt Structure: Midrange
Rising Deferrals on Class B - Debt Structure: Weaker
The class A bonds are senior, fully amortising and fixed-rate.
However, equally sized semi-annual principal repayments in any
given year do not take into account summer and winter wind
seasonality and therefore weaken the structure. Fitch expects
liquidity to remain tight due to the low volumes and increasing
costs. Following several drawdowns the DSRA currently stands at
EUR11.4 million versus the initial balance of EUR14.1 million.

DSRA replenishment is subordinated to the repayment of deferrals
on the class B bond principal and thus unlikely in Fitch view.
Additional drawings on the class A DSRA would further affect the
debt structure and Fitch expects that, under Fitch current
assumptions, it would be depleted at the latest six years before
maturity.

The class B DSRA is depleted and scheduled payments on the class
B bonds were repeatedly deferred over the years. Even though some
deferrals were repaid occasionally, Fitch expects that further
deferrals will accrue over the coming years. Fitch views as
unlikely a repayment of this balance prior to the class A bonds
maturing due to the subordination and poor cash flow generation.

Financial Profile
Fitch's rating case produces average and minimum debt service
coverage ratios (DSCRs) of 0.92x and 0.74x, respectively, for the
class A bonds, underlining a lack of financial cushion. As a
result Fitch expects further drawdowns on the partially depleted
class A DSRA. Fitch concludes that cash in the DSRA may not be
sufficient to service the class A notes until maturity.

Fitch estimates the repayment of the class B deferrals would
require wind yields to significantly exceed the historical
average over the remaining life of the debt.

PEER GROUP

As with Breeze Finance SA, CRC Breeze Finance SA consists of a
portfolio of onshore wind farms predominately located in Germany
and, to a lesser extent, in France. As a result they share the
same regulatory framework, with fixed feed-in-tariffs. They have
equally suffered from considerable over-estimation of their wind
resources. Additionally, the seasonality of wind yield, combined
with equal semi-annual principal repayments, has led to
shortfalls at the autumn payment dates. This has resulted in
deferrals on the class B notes and drawings on the class A DSRA
for both transactions.

Compared with Breeze Finance SA whose class B bonds mature in
2027 CRC Breeze Finance SA's class B scheduled maturity is 2016
but payments can be deferred until the class A bonds reach their
maturity in 2026. However, Fitch does not see this as a
significant benefit relative to Breeze Finance SA, as the high
amount of deferrals, their subordination to the class A notes and
the fully depleted class B DSRA mean a full repayment of the
class B bonds remains unlikely. Fitch believes that the ratings
of the two transactions should be aligned as a result, at 'CCC'
for the class A notes and 'CC' for the class B notes.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action:
- Class A: weak wind conditions, a material decline in
   availability or a lasting increase in operating costs
   triggering further significant drawdowns on the class A DSRA.
- Class B: default becoming imminent or inevitable.

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action:
- Class A: an upgrade at this point appears unlikely.
- Class B: an upgrade at this point appears unlikely.


CRC BREEZE: Fitch Cuts Rating on Class A Notes to 'CCC'
-------------------------------------------------------
Fitch Ratings has downgraded CRC Breeze Finance SA's class A
notes to 'CCC' from 'B-' and affirmed the class B notes at 'CC'.
The bonds are backed by revenue from a portfolio of onshore wind
farms predominately located in Germany and, to a lesser extent,
in France.

The downgrade reflects potentially insufficient cash in the debt
service reserve account (DSRA) to service the bonds until
maturity, indicating that default has become a real possibility.
Additional drawdowns were made on the DSRA over the last 12
months, with further drawdowns likely, as the project experienced
a new historical low wind yield in 2016.

KEY RATING DRIVERS
Revenue under-performance has continued as a result of
consistently below-expected wind yields, despite benefitting from
fixed feed-in tariffs. Fitch expects continued cash flow pressure
due to a rise in operating and maintenance costs and a decrease
in turbine availability as the assets age.

The equally sized semi-annual principal repayments in any given
year do not take into account wind seasonality, which results in
less cash being available for the autumn debt service. The class
B DSRA has no funds and the class A DSRA is partially depleted.
Fitch forecasts indicate that neither DSRA will be replenished as
flows into them are subordinated to the repayment of the class B
bond principal deferrals, currently EUR23.2 million or 46% of the
class B notional. Fitch perceives a default as probable for the
class B notes.

Increased Maintenance on Aging Turbines - Operation Risk: Weaker
Historically turbine availability has met or exceeded Fitch's
expectation of 96.5%. CRC Breeze Finance SA has demonstrated
better cost control in recent years. However, Fitch expects a
rise in operating and maintenance costs and a decrease in turbine
availability as the assets enter the second half of their 20-year
expected life. Fitch continues to view the change in operational
management at the issuer level, from Theolia to WPD Windmanager
in July 2015, as an additional source of uncertainty. Fitch also
views the absence of performance incentive of the operator as
credit-negative.

Continued Wind Yield Underperformance- Volume Risk: Weaker
The initial wind study grossly overestimated CRC Breeze Finance
SA's wind resources. A 2010 study revised the P90 wind forecast
down by 13%. However, actual wind yields have under-performed the
revised wind estimates. Fitch now views historical data as a more
reliable basis for Fitch volume projections with an historical
average wind yield 15% below the initial P90 figure.

Limited Exposure to Merchant Pricing - Price Risk: Midrange
The wind farms are remunerated through fixed feed-in-tariffs
embedded in the German and French energy regulations. German
tariffs are set for 20 years and French tariffs for 15 years.
During the last three to four years of the debt, it will be
exposed to merchant risk increasing to 23% of the portfolio's
capacity at the last payment date in May 2026 from approximately
10% in 2023.

Partially Depleted DSRA on Class A - Debt Structure: Midrange
Large Deferrals on Class B - Debt Structure: Weaker
The class A bonds are senior, fully amortising and fixed-rate.
However, equally sized semi-annual principal repayments in any
given year do not take into account summer and winter wind
seasonality and therefore weaken the structure. Fitch expects
liquidity to remain tight due to low volumes and increasing
costs. Following several drawdowns the DSRA currently stands at
EUR7.9 million versus the initial balance of EUR13.3 million.
DSRA replenishment is unlikely due to it being subordinated to
the repayment of the entire deferral balance on the class B
bonds. Fitch expects that, under Fitch current assumptions, it
would be depleted at the latest three years before maturity.

The class B DSRA is depleted and scheduled payments on the class
B bonds were repeatedly deferred over the years. The last
scheduled instalment was in May 2016, when a total of EUR23.2
million of principal or 46% of the notional of class B had been
deferred. Fitch views as unlikely a full repayment of this
balance prior to the class A bonds maturing due to the
subordination and poor cash flow generation.

Financial Profile
Fitch's rating case produces average and minimum debt service
coverage ratios (DSCRs) of 0.90x and 0.84x, respectively, for the
class A bonds, underlining the lack of financial cushion. As a
result Fitch expects further drawdowns on the partially depleted
class A DSRA. Fitch concludes that cash in the DSRA may be
insufficient to service the class A bonds until maturity.

Fitch estimates the repayment of the class B deferrals would
require wind yields to significantly exceed the historical
average over the remaining life of the debt.

PEER GROUP

As with CRC Breeze Finance SA, Breeze Finance SA consists of a
portfolio of onshore wind farms predominately located in Germany
and, to a lesser extent, in France. As a result they share the
same regulatory framework, with fixed feed-in-tariffs. They have
equally suffered from considerable over-estimation of their wind
resources. Additionally, the seasonality of wind yield, combined
with equal semi-annual principal repayments, has led to
shortfalls at the autumn payment dates. This has resulted in
deferrals on the class B notes and drawings on the class A DSRA
for both transactions.

Compared with Breeze Finance SA whose class B bonds mature in
2027 CRC Breeze Finance SA class B's scheduled maturity is 2016
but payments can be deferred until the class A bonds reach their
maturity in 2026. However, Fitch does not see this as a
significant benefit relative to Breeze Finance SA as the high
amount of deferrals, their subordination to the class A notes and
the fully depleted class B DSRA mean a full repayment of the
class B bonds remains unlikely. Fitch believes that the ratings
of the two transactions should be aligned as a result, at 'CCC'
for the class A notes and 'CC' for the class B notes.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action:
- Class A: weak wind conditions, a material decline in
   availability or a lasting increase in operating costs
   triggering further significant drawdowns on the class A DSRA.
- Class B: default becoming imminent or inevitable.

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action:
- Class A: an upgrade at this point appears unlikely.
- Class B: an upgrade at this point appears unlikely.


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


JUBILEE CDO 1-R: Moody's Hikes Rating on Class E Notes to B1
------------------------------------------------------------
Moody's Investors Service announced that it has taken rating
actions on the following classes of notes issued by Jubilee CDO
1-R B.V.:

-- EUR74.25M (Current outstanding balance EUR65.9M) Class B
    Senior Secured Floating Rate Notes due 2024, Affirmed Aaa
    (sf); previously on Mar 7, 2017 Affirmed Aaa (sf)

-- EUR72M Class C Senior Secured Deferrable Floating Rate Notes
    due 2024, Upgraded to Aaa (sf); previously on Mar 7, 2017
    Upgraded to Aa3 (sf)

-- EUR43.2M Class D Senior Secured Deferrable Floating Rate
    Notes due 2024, Upgraded to A3 (sf); previously on Mar 7,
    2017 Affirmed Baa3 (sf)

-- EUR33.75M Class E Senior Secured Deferrable Floating Rate
    Notes due 2024, Upgraded to B1 (sf); previously on Mar 7,
    2017 Affirmed B2 (sf)

Jubilee CDO 1-R B.V., issued in May 2007, is a collateralised
loan obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans managed by Alcentra Limited. The
transaction's reinvestment period ended in July 2014.

RATINGS RATIONALE

According to Moody's, the upgrades of the Class C, Class D, and
Class E notes are the result of deleveraging of the transaction
portfolio since the last rating action in March 2017.

Class A balance of EUR 119.76 million paid down in full and Class
B notes paid down by EUR 8.31 million (11.2% of closing balance)
on the July 2017 payment date, as a result of which over-
collateralisation (OC) ratios have increased across the capital
structure. As per the trustee report dated August 2017, Class
A/B, Class C, Class D, and Class E OC ratios are reported at
338.50%, 161.25%,123.22%, and 103.87% compared to February 2017
levels of 182.77%, 133.30%,114.68%, and 103.39% respectively. In
addition, there is currently EUR 21.18 million of principal
proceeds including EUR 6.65 million from Cortefiel loans repaid
in September 2017.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analysed the underlying collateral pool as having a
performing par and principal proceeds of EUR 220.25 million,
defaulted par of EUR 7.52 million, a weighted average default
probability of 19.80% (consistent with a WARF of 3070 over a
weighted average life of 3.63 years), a weighted average recovery
rate upon default of 45.54% for a Aaa liability target rating, a
diversity score of 16 and a weighted average spread of 3.94%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on
future defaults is based primarily on the seniority of the assets
in the collateral pool. In each case, historical and market
performance and a collateral manager's latitude to trade
collateral are also relevant factors. Moody's incorporates these
default and recovery characteristics of the collateral pool into
its cash flow model analysis, subjecting them to stresses as a
function of the target rating of each CLO liability it is
analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in August 2017.

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

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed a lower weighted average recovery rate for
the portfolio. Moody's ran a model in which it reduced the
weighted average recovery rate by 5%; the model generated outputs
that were unchanged for Classes B, C, and E, and within two
notches of the base-case results for Class D.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
notes, in light of uncertainty about credit conditions in the
general economy. CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behaviour and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties because of embedded ambiguities.

Additional uncertainty about performance is due to the following:

1) Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager
or be delayed by an increase in loan amend-and-extend
restructurings. Fast amortisation would usually benefit the
ratings of the notes beginning with the notes having the highest
prepayment priority.

2) Recoveries on defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralisation levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's
analysed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices. Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

3) Around 8% of the collateral pool consists of debt obligations
whose credit quality Moody's has assessed by using credit
estimates. As part of its base case, Moody's has stressed large
concentrations of single obligors bearing a credit estimate as
described in "Updated Approach to the Usage of Credit Estimates
in Rated Transactions," published in October 2009 and available
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_120461.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


* NETHERLANDS: Corporate Bankruptcies Up Slightly in September
--------------------------------------------------------------
Statistics Netherlands reports that the number of corporate
bankruptcies has increased slightly.

According to Statistics Netherlands, there were 4 more
bankruptcies in September than in August 2017.  Most bankruptcies
in September were recorded in the trade sector, Statistics
Netherlands relates.

If the number of court session days is not taken into account,
222 businesses and institutions (excluding one-man businesses)
were declared bankrupt in September 2017, Statistics Netherlands
discloses.  With a total of 51, the trade sector suffered most,
Statistics Netherlands states.

Trade is among the sectors with the highest number of businesses,
Statistics Netherlands notes.  In September, the number of
bankruptcies was relatively highest in the sector hotels and
restaurants, Statistics Netherlands relays.



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


FORTEBANK JSC: Moody's Affirms Caa2 LT Subordinated Debt Rating
---------------------------------------------------------------
Moody's Investors Service has changed the outlook on ForteBank
JSC's long-term deposit and senior unsecured debt ratings to
positive from stable and affirmed the following ratings: the
long-term local and foreign-currency deposit ratings at B3, long-
term local and foreign-currency senior unsecured debt ratings at
Caa1 and the long-term local currency subordinated debt rating at
Caa2.

The bank's Baseline Credit Assessment (BCA) and adjusted BCA have
been affirmed at caa1 and the Counterparty Risk Assessment (CRA)
at B2(cr)/NP(cr). Moody's incorporates a moderate probability of
government support to the bank's deposit ratings, which results
in a one-notch uplift from the bank's BCA.

A full list of affected ratings can be found at the end of this
press release.

RATINGS RATIONALE

The change of the outlook to positive from stable reflects the
gradual improvement in the bank's asset quality indicators and
reserves coverage, underpinned by progress in the recovery of
legacy problem loans. Additionally, the bank has maintained a
solid capital buffer and has strengthened deposit base. At the
same time, the bank's current BCA at caa1 is still constrained by
its high level of problem loans and low reserves coverage.

ForteBank's total problem loans (individually impaired corporate
loans plus retail loans and SME loans that are more than 90 days
overdue) decreased to 31.7% of gross loans as of 1 July 2017 from
33.8% as of the end of 2016. Loan loss reserves (LLRs) coverage
is gradually increasing, supported by inflows from legacy
problem-loan recoveries. Starting from 2014, the bank recovered
KZT183.6 billion or 20.5% of the peak of legacy problem loans
(reported at end 2015). Of this amount around 60% was in cash.
Proceeds from recoveries of written off loans reduce the bank's
impairment charges and consequently underpin profitability. LLRs
coverage of problem loans has improved to 26.4% as of H1 2017
from 24.3% in 2016 (19.7% in 2015), which is still insufficient
by Moody's view. The bank's modest problem loan coverage by
reserves is driven by its expectations of a recovery of most
problem loans based on discounted collateral value.

ForteBank maintains a solid capital buffer with reported
regulatory Tier 1 and total capital adequacy ratios (CAR) of
18.7% and 20.9%, respectively, as of 1 September 2017. This
serves as a cushion against the currently high level of problem
loans. Given the bank's high capital level and improving
provisioning coverage, the Texas ratio (problem loans to
shareholder's capital and LLRs) has decreased to 94% as of H1
2017 from 98.5% in 2016 (119% in 2015), which compares favorably
to rated peers with caa1 BCA.

ForteBank reported a sustainable level of profitability for the
past two years. Its annualized return on average assets was 1% as
of H1 2017 and Moody's expects it to report the same financial
results at the end 2017. The bank's bottom-line profitability was
supported by growing fees and commission income (which increased
to 15% of operating revenues in mid-2017), healthy net interest
margin of 3.7% and gains from recovery of legacy problem loans.

ForteBank is enjoying an inflow of customer deposits, including
corporate and retail as a result of a flight to quality following
failures of several Kazakh banks. This benefits the bank's
funding base and liquidity cushion. Loan to deposits ratio
decreased further to 75% as of H1 2017 from 79% in 2016 (94.6% in
2015).

GOVERNMENT SUPPORT

Moody's incorporates one notch of government support uplift into
ForteBank's deposit ratings, given our assessment of a moderate
probability of government support for the bank's deposit holders.
This assessment is based on the Kazakhstan government's
historical track record of bailing out bank depositors. As of 1
September, the bank had a material market share of 5.7% in total
banking system assets, 5.9% in customer deposits.

WHAT COULD MOVE THE RATINGS UP/DOWN

Moody's would consider ForteBank's ratings upgrade in case of a
sustained robust financial performance, including further
progress in loan recoveries, increase in loan loss reserves
coverage and reduction of problem loans, improvement in both
profitability and earnings quality, coupled with the maintenance
of good capitalization.

Moody's might change the outlook back to stable or consider
ratings downgrade if there are signs of a weakening of bank's
standalone credit profile, including a material deterioration of
its asset quality, a decrease in recurring profitability and a
drop in capitalization beyond our current expectations.

LIST OF AFFECTED RATINGS

Issuer: ForteBank JSC

Affirmations:

-- LT Bank Deposits, Affirmed B3, Outlook Changed To Positive
    From Stable

-- ST Bank Deposit, Affirmed NP

-- Senior Unsecured Regular Bond/Debenture, Affirmed Caa1,
    Outlook Changed To Positive From Stable

-- Subordinate, Affirmed Caa2

-- Adjusted Baseline Credit Assessment, Affirmed caa1

-- Baseline Credit Assessment, Affirmed caa1

-- LT Counterparty Risk Assessment, Affirmed B2(cr)

-- ST Counterparty Risk Assessment, Affirmed NP(cr)

Outlook Actions:

-- Outlook, Changed To Positive From Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
published in September 2017.


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


VOUSSE CORP: Insolvency Administrator Sells Hedonai Unit
--------------------------------------------------------
Reuters reports that Vousse Corp SA said the company's insolvency
administrator has sold its Hedonai production unit to Medical
Beauty Care Holding.

Vousse Corp, S.A. provides medical aesthetic and laser hair
removal services under the suavitas brand primarily in Spain. It
operates clinics, and medical facilities and establishments
specializing in laser hair removal, dermo cosmetics, and corporal
aesthetics. The company was formerly known as Suavitas, S.A. and
changed its name to Vousse Corp, S.A. in September 2014. Vousse
Corp, S.A. was founded in 2003 is headquartered in Valencia,
Spain.

In June 2017, Vousse filed for insolvency proceedings.


===========
T U R K E Y
===========


ANTALYA MUNICIPALITY: Fitch Affirms 'BB+/B' IDR, Outlook Negative
-----------------------------------------------------------------
Fitch Ratings has affirmed the Metropolitan Municipality of
Antalya's (Antalya) Long-Term Foreign and Local Currency Issuer
Default Ratings (IDR) at 'BB+' and Short-Term Foreign and Local
Currency IDRs at 'B'. The National Long-Term Rating has been
affirmed at 'AA+(tur)'. The Outlooks are Negative.

The ratings reflect the continuing stable operating performance
of Antalya despite a sluggish recovery of the local economy, as
well as its high direct risk and an unhedged FX exposure. The
Negative Outlook reflects Antalya's volatile budgetary
performance and a still weak current balance, which is expected
to cover on average less than 50% of the municipality's capex in
2017-2019. This in turn is likely to put pressure on budgetary
performance and the ability of Antalya to fulfil its investment
brief as a metropolitan municipality.

KEY RATING DRIVERS

Weakened Operating Balance
Fitch expects Antalya's operating margin will increase on average
to 20% against Fitch prior estimate of 18% (2016: 24%), backed by
a forecast average 13% annual growth of the national economy in
nominal terms in 2017-2019. The latter should translate into
higher transfers to Antalya, taking operating revenue growth to a
CAGR of 9% in 2017-2019. Fitch expects opex to exceed operating
revenue by CAGR of 1.2% in 2017-2019 against Fitch prior estimate
of 2.7% over the same period.

Nevertheless, the operating balance is unlikely to be strong
enough to support the current balance amid rising interest rates.
As a result, coverage of capex by the current balance is
projected to remain below 50%, in line with Fitch estimate (2016:
41%).This would worsen the deficit before financing and strain
budgetary performance.

In its 2017 budget the city envisaged covering 65% of its capex
by capital revenue, through a large asset sale in the Kepezalti
district. As the real estate tender has yet to be completed, due
to the local economy's unfavourable conditions, Fitch expects
that Antalya would only cover 28% of its capex by capital revenue
in 2017 and 40% in 2018-2019.

Accordingly, Fitch has revised downwards Fitch capex realisation
to 35% of the budgeted amount (from 80%) or 29% of total
expenditure for 2017 and 50% of the budgeted amount (from 65%) or
35% of total expenditure for 2018-2019.

In Fitch's view, strict control over opex and moderate capex
realisation no higher than 50% of the budgeted amount, coupled
with continuing moderate operating revenue growth, would help
shrink the deficit before financing to 5% of total revenue (2016:
23%) over the medium term.

Subdued Local Economic Growth
Fitch expects Antalya's local economy to have a slower recovery
than other Fitch-rated Turkish cities as the national economy
rebounds in 2017-2019. Although Antalya is Turkey's seventh
largest contributor by GDP per capita, the concentration of its
local economy on tourism and agriculture makes the city less
resilient to adverse shocks.

Debt Payback Strong despite Increase
Despite expected increases in debt Fitch forecasts direct debt to
remain below 60% of current revenue over the medium term (2016:
46%). The increase in debt will be solely driven by rising capex
ahead of elections in March 2019. Despite a weaker current
balance, direct debt payback - which is a measure of debt
sustainability - should average about three years in 2017-2019
(2016: 2.1), which is still in line with the 'BB' category peers
of 3.1 years.

Fitch expects currency volatility to increase pressure on the
debt servicing costs of the city's unhedged FX liabilities, as
74% of the city's debt is denominated in foreign currency. This
could lift projected annual external debt servicing costs to an
average 20% of the expected current balance, which should still
be manageable for Antalya.

In addition, the weighted average maturity of Antalya's external
debt of about 12.5 years, an amortising debt structure,
predictable monthly cash flows and a Treasury repayment guarantee
on the city's debt mitigate immediate refinancing risk.

The credit profile of Antalya is constrained by a weak Turkish
institutional framework. This is due to a short track record of
stable relationship between the central government and the local
governments with regard to the allocation of revenue and
responsibilities relative to their international peers.

RATING SENSITIVITIES

A sharp increase in local and external debt with an increase of
debt-to-current balance to above four years as a result of
larger-than-budgeted opex and capex could prompt a downgrade. A
downgrade of the sovereign could also put Antalya's ratings under
pressure.


MANISA MUNICIPALITY: Fitch Assigns BB LT Foreign Currency IDR
-------------------------------------------------------------
Fitch Ratings has assigned Manisa Metropolitan Municipality
(Manisa) a Long-Term Foreign Currency Issuer Default Rating (IDR)
of 'BB', a Long-Term Local Currency IDR of 'BB+' and a National
Long-Term Rating of 'AA(tur)'. The Outlooks are Stable.

The 'BB+' Long -Term Local Currency IDR reflects Manisa's strong
and stable track record of operating margins averaging at 42%,
above the 8.6% median for its international 'BB' category rated
peers, due to a buoyant local economy and cost discipline. The
ratings also factor in sound debt ratios although increasing
capex since Manisa became a metropolitan municipality in 2014 has
fuelled debt rise. Nevertheless, Fitch expects debt ratios to
remain healthy with direct debt-to- current balance remaining
below two years.

The 'BB' Long Term Foreign Currency IDR reflects a lack of track
record of Manisa's foreign debt servicing capacity, as the city
currently does not have foreign debt. However, the city is
planning to borrow in foreign currency after 2018.

The Stable Outlook reflects expected strong operating
performance, which will support the capex-led increase in debt,
in turn keeping the direct debt-to-current balance - a measure of
debt sustainability - at below two years.

KEY RATING DRIVERS

The ratings reflect the following rating drivers and their
relative weights:

HIGH

Strong Operating Margins

In contrast to other Fitch-rated Turkish Metropolitan
Municipalities such as Istanbul (BB+/BBB-/Stable), Izmir
(BB+/BBB-/Stable), Bursa (BB/BB/Stable) and Antalya (BB+/BB+/
Negative), Manisa only became a metropolitan municipality
recently with the introduction of Law 6360 in 2014.

Manisa's shared tax revenue increased in nominal terms by 70.5%
yoy in 2013-2014 and the city has also started to receive
allocations from the national government to metropolitan
municipalities based on their respective population and area,
which Fitch classifies as transfers. Shared tax revenue, together
with the transfers, boosted operating revenue on average about
80% yoy during 2014-2016, compared with 50% before Manisa's
metropolitan status. Operating revenue growth also picked up to
16% yoy during this period, from 10% in 2014.

Manisa's operating margins averaged a strong 42% per year over
2012-2016. Although they are moderate compared with its national
peers such as Istanbul (56%) and Izmir (57%) these two cities
have far stronger financial capacities, together accounting for
36.3% of national GDP. Manisa's operating margins are similar to
those of Bursa at 42.3% and far exceed Antalya's 14%. This is
mainly due to strict cost control, which enabled the city to
adjust its expenses in times of economic slowdown while still
carrying out its investments (40% of total expenditure) in 2012-
2016. Fitch projects that the city would post operating margins
of about 40% in 2017-2019, supported by a diverse tax base, a
buoyant local economy and cost restraint.

Fitch expects Manisa to gradually increase capex to close to 45%
of total expenditure in 2017-2019, which is above Istanbul's and
Izmir's 50% and Bursa's and Antalya's near 45%. Seventy per cent
of capex will be funded by the current balance and the remainder
by borrowing.

Sound Debt Ratios
Fitch expects that Manisa's direct debt will increase to about
TRY613.8 million at end-2019 from TRY277.7 million in 2016. The
increase in debt is solely attributable to the infrastructure
projects that the city needs to realise within its new
metropolitan responsibilities. However, expected strong operating
margins should help keep the debt-to-current balance at below two
years.

At end-2016 Manisa's direct debt amounted to TRY277.7 million,
all domestic bank loans. To date, the city has not taken on any
foreign debt. However, the administration has plans to borrow in
foreign currency for its capex from 2018 onwards, due to
favourable terms and conditions. The city also has already
contracted bank loans for its expected funding requirements
(2017-2018) of TRY510 million. The loans -- which are approved by
the municipal council -- are mainly from Halk Bank, Ziraat Bank,
Ziraat Katilim Bank, Vakif Bank (all state-owned banks) and
commercial bank Deniz Bank.

Manisa's loan portfolio has an amortising structure with no
bullet repayments. Its total debt has a weighted average maturity
(WAM) of 7.5 years. A longer maturity, together with an
amortising debt structure and satisfactory liquidity levels at
about 7.3% of its operating revenue, mitigate immediate
refinancing risk.

Public Sector Newly Formed
Manisa's public sector consists of only one public entity (water
services provider) and three municipally owned companies
operating in public service areas, complementing municipal
services. All municipal companies are fully owned by the
metropolitan municipality directly, but they have their own
budgets and are subject to private law. So far, Manisa has not
issued any guarantee on the liabilities of its public sector.

Similar to other metropolitan municipalities, the most indebted
municipal entity is the water services provider (MASKI). The
other companies do not represent indirect risk to Manisa as they
have no financial debt. MASKI serves the total metropolitan area
(13,810 km2) of Manisa. At end-2016, the entity's debt - all
amortising - totalled TRY178.5million. As with Manisa, MASKI does
not have foreign debt. MASKI's debt is self-financed and the
company has not required any subsidies or transfers from the
municipality.

MEDIUM

Institutional Framework Constraint
Manisa's credit profile is constrained by a weak Turkish
institutional framework, reflecting a short track record of
stable relationship between the central government and the local
governments with regard to allocation of revenue and
responsibilities in comparison with their international peers.

Diversified Economic Base
Manisa is a province in Western Turkey located in the Aegean
region at the border of Izmir. After Law 6360, the province
acquired the Metropolitan Municipality status in 2014 and its
boundaries (1,231.8km2) were enlarged to the provincial
boundaries (13,228.5 km2).

Out of the 30 metropolitan municipalities, Manisa is the 14th-
largest city by population and the 19th-largest by budget size.
Its GDP per capita (USD 11,112 at end- 2014) was 6% above the
mean of metropolitan municipalities' GDP per capita, but 8% below
the national average. Nevertheless, its diversified economy means
Manisa has a below-national average unemployment rate, at 4.8% at
end-2016 versus Turkey's 10.9%.

Manisa is the second-largest industry and trade hub in the region
after Izmir. Unlike other neighbouring cities, Manisa has a more
diverse economic structure that includes industry, agriculture
and service sectors. The "Manisa Industrial Zone" is also the
seventh-largest in Turkey through employment.

Manisa is also rich in mining resources and plays a large role in
the country's agriculture, contributing 6% to the sector's
output. The city owns one of the richest lignite ores of the
country, which is used to produce electricity at the "Soma Power
Plant", one of the largest and important production units in
Turkey. The mining sector and the Soma Power Plant are
significant contributors to the employment base.

Manisa's ratings also reflect the following key rating drivers:

Coherent Management
The city mayor's priorities are to continue the strong budgetary
performance so that the metropolitan municipality can undertake
large investments. Furthermore the administration is focused on
transport, including construction and extension of roads,
improving road infrastructure for the newly added metropolitan
areas (bridges, underpasses) and creating new parking spaces.

RATING SENSITIVITIES

A positive rating action could result from sustained reduction of
the debt-to-current revenue to below 50% from an expected 70% in
2017-2019, continuing sound fiscal performance with a current
balance which covers at least 60% of capex (2016: 71%) and on-
budget operating expenditure.

A downgrade could result from an inability to both adjust capex
in relation to Manisa's current balance and to apply cost
control, and a weakening of budgetary performance with the debt-
to-current balance ratio rising above four years.


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


INTERSERVE: In Talks with Lenders Following Profit Warning
----------------------------------------------------------
Rhiannon Bury at The Telegraph reports that Interserve, the
troubled construction and support services group, has said it is
in "constructive and ongoing discussions with its lenders" in the
wake of a profit warning which wiped two-thirds of its market
value.

The firm said on Oct. 16 that it is working to provide greater
clarity on both its current trading and any extra costs that
might arise from its struggling "Energy from Waste" contracts,
which are expected to cost the firm at least GBP160 million to
sort out, The Telegraph relates.

Last month, Interserve warned that business had slowed across the
country in July and August, hitting its expectations for the rest
of the year, The Telegraph recounts.

It had originally flagged up problems with a contract to design,
procure and install a gasification plant at a recycling and
renewable energy centre in Glasgow more than a year ago when it
warned that it had experienced problems with its supply chain,
leading to delays, The Telegraph discloses.

According to The Telegraph, reports over the weekend suggested
that a number of Interserve's banks, including HSBC and Royal
Bank of Scotland, had called in consultants at EY to advise them
over the company's next steps.


MILLER HOMES: Fitch Assigns B+ Final Long-Term IDR
--------------------------------------------------
Fitch Ratings has assigned a final Long-Term Issuer Default
Rating of 'B+' to UK Housebuilder, Miller Homes Group Holdings
PLC (Miller Homes). At the same time, Fitch assigned a final
instrument rating of 'BB-'/'RR3'/61% to the group's proposed
GBP425 million senior secured notes. The Outlook on the IDR is
Stable.

The IDR reflects Miller Homes' significantly leveraged financial
profile resulting from its acquisition by Bridgepoint. Fitch
expects funds from operations (FFO)-adjusted leverage of over
4.5x following the issuance of a proposed GBP425 million of
senior secured notes. Conversely, management's prudent approach
to deleveraging and the structural undersupply of housing across
the UK are positive factors which could support an upgrade in the
future.

The rating of the senior secured notes reflects their superior
recovery, supported by the value of available land in a
liquidation scenario.

KEY RATING DRIVERS

Leverage Constrains the Ratings: Following the issuance of GBP425
million senior secured notes, total debt increases by 2.5x
compared to end-2016 (GBP163 million). Fitch expects pro forma
FFO adjusted leverage to increase to around 4.6x in 2017, before
falling to around 3.9x in 2018. Even though operationally solid,
with a conservatively managed business, the new capital structure
is a major rating constraint.

Robust Business Profile: Over the last few years, Miller Homes
has successfully managed land and development spending,
generating meaningful cash flows. Fitch expects that the recent
increase in EBITDA margins, mainly driven by higher volumes with
related scale benefits, will be sustained, supported by Miller
Homes' identification of more attractive sites and house prices
rising faster than production cost inflation. The high level of
standardisation of Miller Homes' houses reduces complexity and
increases cost "certainty", minimising the risk of cost overruns.
Its ability to pass on any cost increases to the landowner via a
lower land purchase price is a further business strength.

Low Risk Approach: Discretionary yet measured land spending,
combined with the use of land options, limits the amount of
capital required to operate. In addition, the company's largely
presale strategy reduces the risk of excess inventory. At end-
2016, forward sales exceeded the value of development work in
progress and Fitch expects this to continue in the coming years.

Benign Market Environment: The UK market is cyclical in terms of
price and volume, with additional uncertainty as a result of the
Brexit referendum. However, the structural undersupply of houses
in the UK makes it a favourable market. Current supportive
government schemes and a low interest-rate environment helped the
company to increase revenues and profitability over the last few
years. In the absence of further selling price increases, Fitch
expects revenue growth to be driven by increased volumes.

Good Recovery: Fitch applies a one-notch uplift to the senior
secured notes compared to the IDR. Fitch's recovery is based on a
liquidation approach, supported by the value of inventory (mainly
land), which Fitch discounted at 30%. Fitch assumes the super
senior facilities to be fully drawn and ranking prior to the
notes' creditors. This results in an senior secured rating of
'BB-'.

DERIVATION SUMMARY

Miller Homes is a mid-size player in the UK housebuilding sector,
regionally focused on the Midlands, the north of England and the
central belt of Scotland. Despite its smaller scale, the company
is able to compete locally with very large players such as Taylor
Wimpey (BBB-/Stable) and Barratt, and large companies such as
Bellway. The rating of Miller Homes is constrained by its
leverage, which is high for the industry, rather than a business
profile and development appetite which display features in common
with higher-rated entities.

KEY ASSUMPTIONS

Fitch's key assumptions within Fitch rating case for the issuer
include:
- low single-digit growth of average selling price (ASP);
- increasing production volumes of around 9% per year over the
   rating horizon;
- no cash return to shareholders over the next four years.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action
- FFO adjusted leverage below 3.5x on a sustained basis
- Maintaining Order book/Development WIP around or above 100% on
   a sustainable basis

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action
- FFO adjusted leverage above 5.0x on a sustained basis
- Order book/Development WIP materially below 100% on a
   sustainable basis, indicative of speculative development
- Extraction of dividends that would lead to a material
reduction
   in free cash flow generation and reduce deleveraging

LIQUIDITY

Sufficient Liquidity: Miller Homes' liquidity is adequate. It
includes a GBP80 million committed revolving credit facility.
Fitch expects Miller Homes to have readily available cash
balances of about GBP20 million at year-end 2017. This is
sufficient to cover maximum working-capital swings of around
GBP30 million. The successful issuance of the secured notes,
means that there will be no maturities in the next 24 months.

FULL LIST OF RATING ACTIONS

Miller Homes Group Holdings plc
- Issuer Default Rating (IDR): 'B+' with Stable Outlook.
- Senior Secured Rating: 'BB-'/'RR3'/61%
- GBP425 million senior secured notes: 'BB-'


MONARCH AIRLINES: Urged to Contribute to Customer Repatriation
--------------------------------------------------------------
Alistair Smout at Reuters reports that British transport minister
Chris Grayling said on Oct. 16 the owner of failed British
airline Monarch should, in principle, foot some of the bill for a
massive repatriation effort coordinated by the country's aviation
authority.

Monarch collapsed two weeks ago, wrecking the holiday plans of
hundreds of thousands of Britons, a year after owner Greybull
Capital secured a bailout for the struggling airline, Reuters
recounts.

Asked by lawmakers whether Greybull Capital should contribute to
the costs of returning tourists to Britain, Mr. Grayling, as
cited by Reuters, said that if the investment firm ends up with a
gain after the administration process, a payment towards
repatriation costs would demonstrate goodwill.

According to Reuters, Mr. Grayling told a panel of lawmakers
"There's no formal legal mechanism that we can use, but in terms
of the principle I completely agree."

"I would hope that if any of the creditors end up with money in
pocket, whether they might indeed consider doing that."

He also said it could take weeks to determine how much money
might be recovered from credit card companies and insurers,
Reuters notes.

The Civil Aviation Authority (CAA) on Oct. 16 said that it had
completed its programme to repatriate the 110,000 Monarch
customers who were abroad when the airline went bust, which is
estimated to have cost the government around GBP60 million
(US$79.49 million), Reuters relates.

However, Mr. Grayling said that any contribution from Greybull
Capital could depend on how the administration process played
out, Reuters relays.

"We agree with (Grayling) that it is too early in the
administration process for anyone to know the outcome for
creditors," Reuters quotes a spokesman for Greybull Capital as
saying in a statement, adding the investment firm had provided
"significant capital" to Monarch since it took over the airline
in 2014.

Monarch Airlines, also known as and trading as Monarch, was a
British airline based at Luton Airport, operating scheduled
flights to destinations in the Mediterranean, Canary Islands,
Cyprus, Egypt, Greece and Turkey.


RICHMOND UK: Moody's Lowers CFR to B3, Outlook Stable
-----------------------------------------------------
Moody's Investors Service has downgraded to B3 from B2 the
Corporate Family Rating (CFR) and to B3-PD from B2-PD the
Probability of Default Rating (PDR) of Richmond UK Holdco
Limited. Concurrently, Moody's downgraded to B2 from B1 the
instrument ratings of the GBP575 million senior secured first
lien term loan due 2024 and the GBP100 million senior secured
first lien revolving credit facility due 2023, which are co-
borrowed by Richmond UK Bidco Limited and Richmond Cayman LP. The
outlook on all aforementioned ratings remains stable.

"Our decision to downgrade Parkdean Resorts follows the company's
completion of a second ground rent transaction in August 2017 and
weaker operating performance during the first eight months of
2017, which in Moody's view makes it unlikely that the company
will be able to meet its initial budget in 2017" says Sven
Reinke, a Moody's Senior Vice President and lead analyst for
Parkdean Resorts. "Moody's believes that this combination of
factors will prevent credit metrics from improving in line with
our expectations, such that adjusted gross leverage will be above
8x at the end of 2017 and remain above 7x over the next 12-18
months."

RATINGS RATIONALE

When Moody's initially assigned the ratings in January 2017, the
rating agency expected that the company's Moody's adjusted
leverage would fall to around 6.6x by the end of 2017 and 6.3x by
the end of 2018 from the pro forma starting level of 6.9x at the
end of 2016.

However, the rating agency now anticipates that leverage will
peak at above 8.0x at the end of 2017 and will fall towards 7.5x
over the next 12 -- 18 months. The significantly higher leverage
compared with Moody's initial expectations is driven by (i)
weaker operating performance during the first eight months of
2017 with year-to-date reported EBITDA below both the company's
budget and the previous year, (ii) a second ground rent
transaction of GBP71.5 million concluded in August 2017 which
raises the company's indebtedness, and (iii) the initial GBP150
million ground rent transaction being accounted for as finance
lease rather than operating lease as previously anticipated which
increases the company's adjusted gross debt by GBP102 million --
Parkdean's annual GBP4.8 million ground rent payment would have
been adjusted with a 10x lease multiple equivalent to GBP48
million if it would have been accounted for as an operating
lease.

The accounting treatment of the initial GBP150 million ground
rent transaction as a finance lease has no impact on the
company's cash flow generation and would -- despite the increase
in Moody's adjusted leverage -- not have resulted in a negative
rating action. However, the weaker operating performance and the
second ground rent transaction together increase the company's
leverage independent of the accounting treatment.

Parkdean's weaker EBITDA generation during the first eight months
of 2017 was predominantly due to (i) lower holiday home sales
volumes which, for internal reasons, saw a much slower start to
the year than expected and (ii) weaker performance of the on park
spend segment as food sales and margins did not achieve plan
through poor execution. The company's performance stabilised
after Q1 2017 but Parkdean was not able to offset the lost EBITDA
during the peak summer trading.

The B3 corporate family rating also reflects more positively
Parkdean's leading market position, relative stability of the
three out of the four business segments of the combined group,
the management's ability to reallocate resources among business
segments in line with their relative performance through the
cycle, experienced management team and the solid track record
since the merger in 2015 despite the underperformance during the
first eight months of 2017.

The caravan park industry is competitive although the primary
competition is not among individual parks but across a wider
range of vacation and leisure options. The fundamental
macroeconomic drivers for the caravan business are similar to
those for tourism in general: GDP growth, unemployment and
consumer confidence. Largely owing to the uncertainties driven by
the Brexit vote, Moody's has lowered its GDP forecast for the UK
to 1.5% in 2017 and 1.0% in 2018 which alongside falling real
term wages and lower discretionary income will provide headwinds
for the sector in the near future. Continued Sterling weakness
may partly mitigate the impact, with higher costs of overseas
holidays providing a competitive advantage to the caravan park
industry.

The company has sufficient liquidity with cash of GBP152.9
million and an undrawn GBP100 million revolving credit facility
at the end of August 2017. The company's liquidity is adequate
despite Moody's expectation that the cash balance will fall to
around GBP125 million at the end of 2017 due to seasonal working
capital swings and a GBP14.3 million VAT payment related to the
second ground rent transaction and the potential repayment of a
GBP75 million shareholder loan in Q1 2018.

The rated debt consists of a GBP575 million First Lien Term Loan
and a GBP100 million revolving credit facility. The RCF ranks
pari passu with the First Lien Term Loan. In addition, the
financing consists of a GBP150 million Second Lien Term Loan and
two Ground Rent Transactions at a total amount of GBP221.5
million, which are structured as on balance sheet finance lease
liability. Both rated instruments are secured on a first priority
ranking basis by all assets of the company including the majority
of real estate holdings. The company is subject to a consolidated
net leverage covenant with expected covenant headroom at the
first relevant period in March 2018 of more than 40%. Since the
First Lien Term Loan and the First Lien RCF rank ahead of the
Second Lien Term Loan in the capital structure, they are rated
one notch above the CFR.

Outlook

The stable rating outlook reflects our expectation that the
management will be able to offset the recent EBITDA decline over
the next 12-18 months and that the company's EBITDA will grow
organically supported by strong holiday sales bookings for 2018
as well as the delivery of further merger synergies. Moody's
anticipates that the company's credit profile will strengthen
over time and that liquidity remains adequate at all times.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive rating movement is unlikely in the next 12-18 months
given the weaker operating performance during the first eight
months of 2017. Still, positive rating momentum would be
contingent on a continued realization of synergies and profitable
organic growth such that the Moody's adjusted gross debt / EBITDA
metric declines towards 6.5x and the Moody's adjusted
EBITA/interest expense ratio remains at least at 1.5x.

Negative rating pressure would result from any operational
difficulties preventing the company's EBITDA to stabilise and its
free cash flow generation to remain positive. Incurring
additional debt and any liquidity challenges would also introduce
negative rating pressure.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

CORPORATE PROFILE

Parkdean Resorts was formed through the merger of Park Resorts,
Parkdean, Southview & Manor Park and South Lakeland Parks. It
controls a portfolio of 73 caravan parks that are geographically
diversified across the coastal areas of England, Wales and
Scotland. It owns circa 36,000 pitches (approximately 10% of the
UK market) and has relationships with around 23k caravan owners.
The combined entity had 1.8 million customer visits and generated
GBP448 million of reported revenues and GBP116.8 million of
reported EBITDA in 2016; its property assets totaled GBP1.3
billion at August 2017. The Canadian Onex Corporation acquired
the company in February 2017 for a purchase price of GBP1.35
billion.

The group operates in four business segments: caravan and lodge
sales (contributed 30% of revenue and 17% of gross margin during
the first eight months of 2017), holiday sales (29% and 35%),
owners income (17% and 32 %) and on-park spend (23% and 16%).


WARWICK FINANCE: Moody's Assigns (P)Caa1 Rating to Cl. E Notes
--------------------------------------------------------------
Moody's Investors Service has assigned provisional long-term
credit ratings to notes to be issued by Warwick Finance
Residential Mortgages Number Three PLC:

-- GBP [ * ]M Class A mortgage backed floating rate notes due
    [December 2049], Assigned (P)Aa2 (sf)

-- GBP [ * ]M Class B mortgage backed floating rate notes due
    [December 2049], Assigned (P)A1 (sf)

-- GBP [ * ]M Class C mortgage backed floating rate notes due
    [December 2049], Assigned (P)Baa2 (sf)

-- GBP [ * ]M Class D mortgage backed floating rate notes due
    [December 2049], Assigned (P)Ba2 (sf)

-- GBP [ * ]M Class E mortgage backed floating rate notes due
    [December 2049], Assigned (P)Caa1 (sf)

Moody's has not assigned ratings to the Principal Residual
Certificates or Revenue Residual Certificates.

The portfolio backing this transaction consists of UK non-
conforming and buy-to-let residential loans originated by
Platform Funding Limited and GMAC-RFC Limited.

RATINGS RATIONALE

The ratings of the notes take into account, among other factors:
(1) the historical performance of the collateral; (2) the credit
quality of the underlying mortgage loan pool, (3) the level of
arrears in the pool, (4) the seasoning of the loan pool, and (5)
the credit enhancement provided to the senior notes by the junior
notes.

Expected Loss and MILAN CE Analysis

Moody's determined the MILAN credit enhancement (MILAN CE) and
the portfolio's expected loss (EL) based on the pool's credit
quality. The expected portfolio loss (EL) of [4.8]% and the MILAN
CE of [19]% serve as input parameters for Moody's cash flow and
tranching model, which is based on a probabilistic lognormal
distribution. The MILAN CE reflects the loss Moody's expects the
portfolio to suffer in the event of a severe recession scenario.

The key drivers for the MILAN CE of [19]%, which is lower than
the UK non-conforming sector average (25%) and is based on
Moody's assessment of the loan-by-loan information, are: (i) the
WA current LTV of [81.38]% (as calculated by Moody's), which was
higher than in the previous Warwick transactions; (ii) the
weighted average seasoning of the pool of [11.0] years; (iii) the
presence of [49.5]% loans where the borrowers self-certified
their income; (iv) borrowers with adverse credit history with
[3.4]% of the pool containing borrowers with CCJ's; (v) the level
of arrears of around [9.0]% (including all technical arrears) at
the end of September 2017, of which [2.7]% are 90+ days in
arrears, and (vi) the presence of [30.0]% of restructured loans
in the portfolio, which are mainly legacy restructurings with
approximately [11.1]% of the portfolio containing loans that have
been restructured after 2012.

The key drivers for the portfolio's expected loss of [4.8]%,
which is in line with the UK non-conforming sector average (4.8%)
and is based on Moody's assessment of the lifetime loss
expectation, are: (i) benchmarking with comparable transactions
in the UK non-conforming market via analysis of book data
provided by the seller on defaults, delinquencies and recoveries
(ii) the collateral performance to date along with an average
seasoning of [11.0] years of the portfolio; and (iii) the current
economic conditions in the UK and the potential impact of future
interest rate rises and inflation on the performance of the
mortgage loans.

-- Operational Risk Analysis

Western Mortgage Services Limited ("WMS", not rated) will be
acting as servicer. In order to mitigate the operational risk,
Homeloan Management Limited ("HML", not rated) is appointed as a
back-up servicer, and there will be a back-up servicer
facilitator, Intertrust Management Limited ("Intertrust", not
rated) from close. In its role of facilitator, Intertrust will
use best endeavors to appoint a back-up servicer in the event of
servicer termination; or if the back-up servicer either becomes
the primary servicer or is no longer able to fulfill the role.

Co-operative Bank plc (currently rated Caa2/ NP/ B3(cr)/ NP(cr))
will be acting as cash manager. The transaction also benefits
from an independent back-up cash manager, Citibank, N.A. (London
Branch) (A1(cr)/P-1(cr)), which is in place from closing and has
the ability to assume cash management duties within 5 business
days. To ensure payment continuity over the transaction's
lifetime the transaction documents incorporate estimation
language whereby the cash manager can use the three most recent
servicer reports to determine the cash allocation in the event of
the servicer report not being delivered in time.

Unlike in other previous UK RMBS transactions from this
originator, there is no reserve fund or liquidity facility being
established at closing to cover for potential interest shortfall
on the notes. The ratings assigned to the notes take into account
this lack of liquidity available to the notes, in particular to
cover for the potential financial disruption risk, but also give
credit to the presence of a warm back-up servicer and the overall
back-up arrangement as described above.

-- Transaction structure

Principal to pay interest mechanism is always available to pay
interest on the Class A notes. After the Class A notes are paid
in full, principal can be used to pay interest on the most senior
note outstanding. In addition, Moody's notes that unpaid interest
on Class A to E is deferrable. Non-payment of interest on any
rated notes including Class A will not constitute an event of
default.

-- Interest Rate Risk Analysis:

The interest rate risk in the transaction will be unhedged. There
are SVR linked ([0.5]% of the portfolio), Bank of England Base
rate linked ([69.9]% of the portfolio) and 3 months Libor linked
loans ([29.6]% of the portfolio) in the portfolio, therefore the
transaction is exposed to basis risk. Moody's has taken this lack
of hedging of the basis risk into account in the cash flow
modelling of the transaction.

The provisional ratings address the expected loss posed to
investors by the legal final maturity of the Notes. In Moody's
opinion, the structure allows for timely payment of interest and
ultimate payment of principal at par on or before the rated final
legal maturity date. Moody's issues provisional ratings in
advance of the final sale of securities, but these ratings
represent only Moody's preliminary credit opinions. Upon a
conclusive review of the transaction and associated
documentation, Moody's will endeavour to assign definitive
ratings to the Notes. A definitive rating may differ from a
provisional rating. Other non-credit risks have not been
addressed, but may have a significant effect on yield to
investors.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
September 2017.

The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage. Please see Moody's Approach to Rating RMBS Using the MILAN
Framework for further information on Moody's analysis at the
initial rating assignment and the on-going surveillance in RMBS.

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

Factors that would lead to an upgrade of the ratings include
economic conditions being better than forecast resulting in
better-than-expected performance of the underlying collateral.

Factors that would lead to a downgrade of the ratings include
economic conditions being worse than forecast resulting in worse-
than-expected performance of the underlying collateral,
deterioration in the credit quality of the counterparties and
unforeseen legal or regulatory changes.

Stress Scenarios:

Moody's Parameter Sensitivities: At the time the ratings were
assigned, the model output indicated that the Class A Notes would
still have achieved Aa2(sf), even if the portfolio expected loss
was increased to [7.2]% from [4.8]% and the MILAN CE from [19.0]%
to [26.6]%, assuming that all other factors remained the same.
Moody's Parameter Sensitivities quantify the potential rating
impact on a structured finance security from changing certain
input parameters used in the initial rating.

Moody's Parameter Sensitivities provide a quantitative/model-
indicated calculation of the number of rating notches that a
Moody's structured finance security may vary if certain input
parameters used in the initial rating process differed.

The analysis assumes that the deal has not aged and is not
intended to measure how the rating of the security might migrate
over time, but rather how the initial rating of the security
might have differed if key rating input parameters were varied.
Parameter Sensitivities for the typical EMEA RMBS transaction are
calculated by stressing key variable inputs in Moody's primary
rating model.



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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
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

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

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


                            *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
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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Information contained herein is obtained from sources believed to
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Joseph Cardillo at
856-381-8268.


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