---

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

                           E U R O P E

          Friday, October 20, 2017, Vol. 18, No. 209


                            Headlines


B E L A R U S

BELARUSIAN NATIONAL: Fitch Affirms B- IFS Rating, Outlook Pos.
BELARUSIAN REPUBLICAN: Fitch Affirms B- IFS Rating, Outlook Pos.


C R O A T I A

AGROKOR DD: Croatia's Behavior Infringes Creditors' Rights


F I N L A N D

TEOLLISUUDEN VOIMA: S&P Places BB+ CCR on CreditWatch Negative


G E R M A N Y

AIR BERLIN: Nears Asset Sale Deal with Zeitfracht, Nayak


I R E L A N D

WILLOW PARK: Moody's Assigns (P)B2 Rating to Class E Notes
WILLOW PARK: Fitch Assigns 'B(EXP)sf' Rating to Class E Notes


I T A L Y

MOSSI GHISOLFI: Files for In-Court Settlement with Creditors
WIND TRE: Fitch Rates Senior Secured Debt Instruments 'BB(EXP)'


P O L A N D

VISTAL STOCZNIA: Files Bankruptcy Motion in Gdansk Court


P O R T U G A L

NOVO BANCO: Lone Star Inks Deal to Acquire 75% Stake


R U S S I A

URALKALI PJSC: Fitch Affirms BB- Long-Term IDR, Outlook Negative
SVYAZINVESTNEFTEKHIM OJSC: Fitch Affirms BB+/B IDRs, Outlook Pos.


S P A I N

OBRASCON HUARTE: Moody's Puts Caa1 CFR on Review for Upgrade


U N I T E D   K I N G D O M

DRAX POWER: S&P Affirms 'BB+' Corp Credit Rating, Outlook Stable
INTERSERVE: At Risk of Breaching Debt Covenants, Explores Options
KIRS MIDCO: Fitch Says Add'l. Note Issuance in Line With Guidance
NEWDAY FUNDING: Fitch Rates GBP4.8MM Series 2017-1 F Notes 'B+'
THPA FINANCE: S&P Affirms 'B+ (sf)' Ratings on Two Note Classes


X X X X X X X X

* BOOK REVIEW: Oil Business in Latin America: The Early Years


                            *********



=============
B E L A R U S
=============


BELARUSIAN NATIONAL: Fitch Affirms B- IFS Rating, Outlook Pos.
--------------------------------------------------------------
Fitch Ratings has affirmed Belarusian National Reinsurance
Organisation's (Belarus Re) Insurer Financial Strength (IFS)
Rating at 'B-'. The Outlook is Positive.

KEY RATING DRIVERS

The rating reflects the 100% state ownership of Belarus Re, its
exclusive position in the local reinsurance sector underpinned by
legislation, its strong capitalisation, and fairly strong
underwriting profitability. The rating also takes into account
the fairly low quality of the reinsurer's investment portfolio
and significant amount of reinsured domestic surety risks.

The Belarusian state has established strong support for Belarus
Re in its legal framework, with the aim to develop a well-
functioning system of reinsurance. Fitch believes that the
government is in a good position to support Belarus Re rather
than other state-owned companies, due to its small size and
systemic importance for the financial sector.

Regulation obliges local primary insurers to cede risks exceeding
the permitted net retention of 20% of their equity. These
obligatory cessions need to be offered to Belarus Re first, and
the reinsurer has the right to reject the cessions. In practice,
Belarus Re often influences primary underwriting of large risks,
as it approves original terms.

Insurance of domestic financial risks is the largest line in
Belarus Re's portfolio, which gradually increased to 46% of net
written premiums in 2016 from 32% in 2012. The company mainly
retains these risks more than for other lines, which explains the
considerable difference in the structure of the premiums on a net
and gross basis. This line of business includes various types of
credit default insurance for loans and bonds issued by Belarusian
banks as well as reinsurance of export credit risks.

Belarus Re's risk-adjusted capital position, as measured by
Fitch's Prism Factor-Based Capital Model (Prism FBM), was "Very
Strong" based on end-2016 results. From a regulatory perspective,
Belarus Re is comfortably in compliance with solvency
requirements. The regulatory solvency margin, calculated using
the Solvency-I formula, was 16x at end-1H17 (end-2016: 17x).

Belarus Re reported profitable financial performance in 2016, in
line with 2015 results. In 2016 net income of BYN15 million was
driven by investment returns and, to a lesser extent, by a
positive underwriting result. The return on equity was robust at
12% (2015: 10%). Based on interim local GAAP reporting in 6M17
the company reported a net profit of BYN7 million, supported by
positive underwriting and investment returns.

Belarus Re's combined ratio, as calculated by Fitch, rose to 92%
in 2016 from 49% in 2015, driven by a larger loss ratio. Poor
performance in the property line resulted in the increase of the
loss ratio to 68% in 2016 from 30% in 2015. In 6M17 Belarus Re
reported a combined ratio of 67%, with a loss ratio of 41%.

Fitch views the credit quality of Belarus Re's investment
portfolio as weak. This reflects the credit quality of locally
available investment instruments, constrained by sovereign risks,
and the presence of significant concentrations by issuer. Belarus
Re's ability to achieve greater diversification is limited by the
narrow local investment market and strict regulation of the
reinsurer's investment policy.

RATING SENSITIVITIES

A change in Belarus's Local-Currency Long-Term IDR (B-/ Positive)
is likely to lead to a corresponding change in the reinsurer's
IFS Rating.

Significant changes to the reinsurer's relationship with the
government would also likely have a direct impact on Belarus Re's
ratings.


BELARUSIAN REPUBLICAN: Fitch Affirms B- IFS Rating, Outlook Pos.
----------------------------------------------------------------
Fitch Ratings has affirmed Belarusian Republican Unitary
Insurance Company's (Belgosstrakh) Insurer Financial Strength
(IFS) Rating at 'B-'. The Outlook is Positive.

KEY RATING DRIVERS

The rating mirrors Belarus's 'B-' Long-Term Local Currency Issuer
Default Rating (Positive Outlook) and reflects the insurer's 100%
state ownership. The rating also reflects the presence of
guarantees for insurance liabilities under compulsory lines, the
leading market position of Belgosstrakh in a number of segments,
its adequate capital position, sustainable profit generation and
the fairly weak quality of its investment portfolio.

The Belarusian state established a strong level of support for
Belgosstrakh in its legal framework, with the aim to develop a
well-functioning system of insurance for workers, agricultural
business and individual property. Belgosstrakh maintains its
strong market positions on the Belarusian insurance market and
remains the exclusive provider of a number of compulsory lines,
including state-guaranteed employers' liability, homeowners'
property, agricultural insurance and other minor lines.

From a regulatory capital perspective, Belgosstrakh's solvency
margin cover, calculated using the Solvency-I like formula on
statutory accounts, stood at 11x at end-2016 (end-2015: 13x).
However, Belgosstrakh's capital score was below 'Somewhat Weak'
in Fitch's Prism Factor-Based (FBM) Model based on 2016 IFRS
results, in line with 2015's. Compared with the regulatory
calculation, available capital is lower in Prism following higher
charges on invested assets, mainly concentrated in Belarus and
directly linked with the sovereign credit profile.

Belgosstrakh has a track record of profitable performance over
the last five years. Net profit slightly decreased to BYN93
million in 2016 from BYN106 million in 2015, based on IFRS
reporting. The net income-to-equity ratio was 29% in 2016 (2015:
28%). In 2016 the company reported a historically strong
investment result and an improved underwriting result. In 6M17
Belgosstrakh reported net income of BYN16 million based on local
GAAP accounting standards. The net result was supported by a
positive underwriting result and, to a lesser extent, by
investment income.

Based on IFRS reporting Belgosstrakh's combined ratio improved to
93% in 2016 from 105% in 2015, as the loss ratio shrank to 55%
from 67%. The latter was due to stronger performance of the
compulsory workers' compensation line, and of property insurance,
which accounted for 32% and 24%, respectively of non-life net
written premiums in 2016. The compulsory MTPL line, whose share
of non-life net written premiums remained at 22% in 2016,
continued to show a positive underwriting result with a loss
ratio of 69%.

Fitch views the quality of Belgosstrakh's investment portfolio as
fairly weak. This reflects the predominance of instruments mainly
invested in state bonds and in deposits of state-owned banks,
which are constrained by the sovereign's 'B-' rating, and the
presence of significant concentrations by issuer. Belgosstrakh's
ability to achieve greater diversification is limited by the
narrow local investment market and strict regulation of the
insurer's investment policy

RATING SENSITIVITIES

A change in Belarus's Local-Currency Long-Term IDR is likely to
lead to a corresponding change in the insurer's IFS Rating.

Significant changes to the insurer's relationship with the
government would also likely have a direct impact on
Belgosstrakh's ratings.


=============
C R O A T I A
=============


AGROKOR DD: Croatia's Behavior Infringes Creditors' Rights
----------------------------------------------------------
Polina Devitt at Reuters reports that German Gref, the chief
executive of Russia's top lender Sberbank, said on Oct. 19 the
Croatian government's behavior towards insolvent retail
conglomerate Agrokor infringes creditors' rights.

"The measures undertaken by the government of Croatia, in our
view, very seriously infringe creditors' rights -- ours and those
of all other creditors," Reuters quotes Mr. Gref as saying in an
interview with Russian state television channel Rossiya-24.

                        About Agrokor DD

Founded in 1976 and based in Zagreb, Crotia, Agrokor DD is the
biggest food producer and retailer in the Balkans, employing
almost 60,000 people across the region with annual revenue of
some HRK50 billion (US$7 billion).

On April 10, 2017, the Zagreb Commercial Court allowed the
initiation of the procedure for extraordinary administration over
Agrokor and some of its affiliated or subsidiary companies.  This
comes on the heels of an April 7, 2017 proposal submitted by the
management board of Agrokor Group for the administration
proceedings for the Company pursuant to the Law of Extraordinary
Administration for Companies with Systemic Importance for the
Republic of Croatia.

Mr. Ante Ramljak was simultaneously appointed extraordinary
commissioner/trustee for Agrokor on April 10.

In May 2017, Agrokor dd, in close cooperation with its advisors,
established that as of March 31, 2017, it had total liabilities
of HRK40.409 billion.  The company racked up debts during a rapid
expansion, notably in Croatia, Slovenia, Bosnia and Serbia, a
Reuters report noted.

On June 2, 2017, Moody's Investors Service downgraded Agrokor
D.D.'s corporate family rating (CFR) to Ca from Caa2 and the
probability of default rating (PDR) to D-PD from Ca-PD. The
outlook on the company's ratings remains negative.  Moody's also
downgraded the senior unsecured rating assigned to the notes
issued by Agrokor due in 2019 and 2020 to C from Caa2.  The
rating actions reflect Agrokor's decision not to pay the coupon
scheduled on May 1, 2017 on its EUR300 million notes due May 2019
at the end of the 30-day grace period. It also factors in Moody's
understanding that the company is not paying interest on any of
the debt in place prior to Agrokor's decision in April 2017 to
file for restructuring under Croatia's law for the Extraordinary
Administration for Companies with Systemic Importance.

On June 8, 2017, Agrokor's Agrarian Administration signed an
agreement on a financial arrangement agreement worth EUR480
million, including EUR80 million of loans granted to Agrokor by
domestic banks in April. In addition to this amount, additional
buffers are also provided with additional EUR50 million of
potential refinancing credit. The total loan arrangement amounts
to EUR1,060 million, of which a new debt totaling EUR530 million
and the remainder is intended to refinance old debt.


=============
F I N L A N D
=============


TEOLLISUUDEN VOIMA: S&P Places BB+ CCR on CreditWatch Negative
--------------------------------------------------------------
S&P Global Ratings placed its 'BB+' long-term corporate credit
ratings on Finland-based nuclear power producer Teollisuuden
Voima Oyj (TVO) on CreditWatch with negative implications and
affirmed its 'B' short-term corporate rating.  S&P said, "We also
placed on CreditWatch negative our 'BB+' issue rating on TVO's
EUR1.3 million revolving credit facility (RCF) and EUR4.0 billion
euro medium-term note program. The recovery rating is unchanged
at '4', indicating our expectation of average (30%-50%; rounded
estimate 30%) recovery in the event of payment default."

S&P said, "The CreditWatch placement follows TVO's announcement
that its Olkiluoto 3 (OL3) European pressurized reactor project
is facing a delay of five months, which, in our view, slightly
increases project costs and postpones further the start of the
company's deleveraging path. According to the new schedule, the
plant will enter into full operation in May 2019 instead of
December 2018, as the plant supplier is now expecting longer
preparation works before fuel loading. We expect such a delay to
have a marginal effect on TVO's leverage, mainly reflecting five
months of additional project management costs and interest, which
are partially offset by potentially lower financing costs on the
back of new refinancing.

"We note that the series of delays to OL3 construction, which was
originally planned to come on-stream in 2009, have significantly
increased the company's financial leverage as construction costs
have been capitalized and will start to be depreciated when OL3
comes into operation. We expect the increased EBITDA at that
point to reduce the company's leverage to about 15x-18x adjusted
debt to EBITDA. We reflect in our rating the high amount of debt
accumulated (about EUR4 billion as of June 2017 excluding the
EUR656 million loan received from the Finnish State Nuclear Waste
Management Fund, which is on-lent to TVO's shareholders) and its
lengthy deleveraging path.

"While we understand that the re-profile of completion works is
not driven by Areva's liquidity concerns, it coincides with the
weakening credit quality of two key company's counterparties:
Areva SA and Fortum Oyj. In our view, TVO could see some
implications from the liquidity squeeze faced by its supplier
Areva SA, reflecting the increased risk of material litigation
payments related to the arbitration process with TVO. Although we
expect OL3 to be completed, there are some uncertainties that the
supplier will have the liquidity necessary to pay the settlement
amount, should the final arbitration pronunciation rule in favor
of TVO."

Any further increase in TVO's production costs could also test
the shareholders' continuing support. Given its non-profit
nature, TVO relies on its shareholders to repay financial debt
and annual fixed costs, in line with its Article of Association.
S&P thinks that any material delay would further increase TVO's
production cost, reducing the economic value for its
shareholders; declined market prices over the past four years
have reduced TVO's cushion against any increased cost overruns.
Fortum Oyj, which has a 25.8% direct stake in TVO, faces its own
credit quality challenge linked to the acquisition of German
energy company Uniper.

S&P said, "Our rating on TVO remains underpinned by its Mankala
model, which largely insulates the company from competition and
market risk. This stems from the company's ability to sell
electricity produced to its shareholders "at cost". TVO's owners-
-comprising major Finnish industries, utilities, and
municipalities--are responsible, in line with TVO's articles of
association, for TVO's annual fixed costs (about 80%-85% of total
costs), in proportion to their shares and irrespective of whether
or not they have used their share of electricity. Annual fixed
costs include interest and loan instalments and depreciation. We
also consider TVO as playing an important role in the Finnish
electricity market as it generates about 20% of total electricity
produced in Finland. We expect this share to increase to 30% when
OL3 comes into operation. Finally, its existing plants have a
strong operational track record, with a capacity utilization rate
above 90%, despite outages.

"We acknowledge that TVO's financial metrics are substantially
weaker than those of profit-maximizing companies due to its non-
profit nature. Therefore, TVO has a relatively short-dated debt-
maturity profile--about four years--compared with the economic
lifetime of its asset base of over 40 years. This increases the
company's exposure to refinancing risk. However, TVO maintains
EUR1.3 billion of RCFs, maturing in 2019-2021, to ensure that it
is able to cover funding needs over the next few years and
additional EUR380 million committed lines signed in 2016 and
2017. Although TVO should be able to charge its shareholders for
instalments and interest payments on loans falling due
annually -- in accordance with its loan agreements -- its debt
does not benefit from any guarantees."

Assumptions

-- TVO's production cost slightly lower than EUR30/megawatt hour
    (mwh) when OL3 comes into operation, increasing from
     currently EUR20/mwh, reflecting the start of depreciation of
     OL3 capitalized costs and interest.

-- Remaining capital expenditure (capex) to complete OL3
    (including capitalized interest) slightly higher than EUR1
    billion over 2017-2019, reflecting milestone payments to the
    supplier.

-- Annual maintenance capex on OL1 and OL2 amounting to about
    EUR50 million-EUR80 million, higher than expected maintenance
    capex on OL3 once it is in operation.

-- TVO's shareholders will continue to fully cover the company's
    production costs (including interest expenses) for existing
    plants OL1 and OL2, which we expect will remain competitive
    in the near term.

-- No unexpected outages at OL1 and OL2.

-- No further cost overruns in the completion of OL3.

-- No impact on TVO's cash flow as a result of arbitration with
    Areva.

-- Use of EUR300 million of shareholder loan commitments for
    OL3.

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

-- Debt to EBITDA of about 15x-17x from 2020 onward; and

-- Funds from operations interest coverage of 2.1x-2.6x from
    2020.

The CreditWatch placement reflects S&P's view that it is likely
to downgrade TVO if it perceives that its financial flexibility
has diminished as a result of:

-- Weaker counterparties that lead us to question the supplier's
    ability to deliver the project, or the shareholders'
    financial capacity; or

-- Additional project delays or unexpected increases in the cost
    of completion of OL3 that could further increase TVO's
    financial leverage or indicate a weakening cost advantage, if
    this were not mitigated by extended shareholder support.

S&P said, "We anticipate that we could lower the long-term rating
by one notch. We aim to review the CreditWatch within the next
three months, once there is more visibility on: 1) Areva's
liquidity and arbitration process; 2) the financial position of
its shareholder Fortum Oyj and the extent of overall shareholder
support for the OL3 project; and 3) the adherence to the
timetable for completion works."


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


AIR BERLIN: Nears Asset Sale Deal with Zeitfracht, Nayak
--------------------------------------------------------
Klaus Lauer at Reuters reports that a consortium of family-owned
Zeitfracht and maintenance group Nayak is close to striking a
deal to buy Air Berlin's cargo marketing platform and its
maintenance business.

According to Reuters, a spokesman for Zeitfracht said that talks
were promising and had reached an advanced stage.

                         About Air Berlin

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

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

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

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

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


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


WILLOW PARK: Moody's Assigns (P)B2 Rating to Class E Notes
----------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Willow
Park CLO Designated Activity Company:

-- EUR239,000,000 Class A-1 Senior Secured Floating Rate Notes
    due 2031, Assigned (P)Aaa (sf)

-- EUR40,750,000 Class A-2A Senior Secured Floating Rate Notes
    due 2031, Assigned (P)Aa2 (sf)

-- EUR12,000,000 Class A-2B Senior Secured Fixed Rate Notes due
    2031, Assigned (P)Aa2 (sf)

-- EUR22,750,000 Class B Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)A2 (sf)

-- EUR21,250,000 Class C Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Baa2 (sf)

-- EUR25,250,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Ba2 (sf)

-- EUR13,000,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)B2 (sf)

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

RATINGS RATIONALE

Moody's provisional rating of the rated notes addresses the
expected loss posed to noteholders by legal final maturity of the
notes in 2031. The provisional ratings reflect the risks due to
defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants as well as the
transaction's capital and legal structure. Furthermore, Moody's
is of the opinion that the collateral manager, Blackstone/GSO
Debt Funds Management Europe Limited, has sufficient experience
and operational capacity and is capable of managing this CLO.

Willow Park CLO Designated Activity Company is a managed cash
flow CLO. At least 90% of the portfolio must consist of secured
senior obligations and up to 10% of the portfolio may consist of
unsecured senior loans, unsecured senior bonds, second lien
loans, mezzanine obligations, high yield bonds and/or first lien
last out loans. The portfolio is expected to be 65% ramped up as
of the closing date and to be comprised predominantly of
corporate loans to obligors domiciled in Western Europe. This
initial portfolio will be acquired by way of participations which
are required to be elevated as soon as reasonably practicable.
The remainder of the portfolio will be acquired during the six
month ramp-up period in compliance with the portfolio guidelines.

Blackstone/GSO Debt Funds Management Europe Limited will manage
the CLO. It will direct the selection, acquisition and
disposition of collateral on behalf of the Issuer and may engage
in trading activity, including discretionary trading, during the
transaction's 4.62 years reinvestment period. Thereafter,
purchases are permitted using principal proceeds from unscheduled
principal payments and proceeds from sales of credit risk
obligations, and are subject to certain restrictions.

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR38,380,000 of subordinated notes. Moody's
will not assign a rating to this class of notes.

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3.2.1 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
August 2017. The cash flow model evaluates all default scenarios
that are then weighted considering the probabilities of the
binomial distribution assumed for the portfolio default rate. In
each default scenario, the corresponding loss for each class of
notes is calculated given the incoming cash flows from the assets
and the outgoing payments to third parties and noteholders.
Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

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

Par Amount: EUR400,000,000

Diversity Score: 38

Weighted Average Rating Factor (WARF): 2700

Weighted Average Spread (WAS): 3.65%

Weighted Average Coupon (WAC): 5.0%

Weighted Average Recovery Rate (WARR): 43.5%

Weighted Average Life (WAL): 8.5 years

Stress Scenarios:

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

Percentage Change in WARF: WARF + 15% (to 3105 from 2700)

Ratings Impact in Rating Notches:

Class A-1 Senior Secured Floating Rate Notes: 0

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

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

Class B Senior Secured Deferrable Floating Rate Notes: -2

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -1

Class E Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3105 from 3510)

Ratings Impact in Rating Notches:

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

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

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

Class B Senior Secured Deferrable Floating Rate Notes: -3

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -1

Class E Senior Secured Deferrable Floating Rate Notes: -2

Further details regarding Moody's analysis of this transaction
may be found in the upcoming pre-sale report, available soon on
Moodys.com.

Methodology Underlying the Rating Action:

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


WILLOW PARK: Fitch Assigns 'B(EXP)sf' Rating to Class E Notes
-------------------------------------------------------------
Fitch Ratings has assigned Willow Park CLO DAC expected ratings,
as follows:

Class A-1: 'AAA(EXP)sf'; Outlook Stable
Class A-2A: 'AA(EXP)sf'; Outlook Stable
Class A-2B: 'AA(EXP)sf'; Outlook Stable
Class B: 'A(EXP)sf'; Outlook Stable
Class C: 'BBB(EXP)sf'; Outlook Stable
Class D: 'BB(EXP)sf'; Outlook Stable
Class E: 'B(EXP)sf'; Outlook Stable
Subordinated notes: not rated

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

Willow Park CLO DAC is a cash flow collateralised loan obligation
(CLO). Net proceeds from the issuance of the notes will be used
to purchase a portfolio of EUR400 million of mostly European
leveraged loans and bonds. The portfolio is actively managed by
Blackstone / GSO Debt Funds Management Europe Limited (DFME). The
CLO envisages a 4.5-year reinvestment period and an 8.5-year
weighted average life (WAL).

KEY RATING DRIVERS
B' Portfolio Credit Quality
Fitch considers the average credit quality of obligors to be in
the 'B' range. The Fitch-weighted average rating factor of the
current portfolio is 31.6, below the indicative maximum covenant
of 33 for assigning expected ratings.

High Recovery Expectations
At least 90% of the portfolio will comprise senior secured
obligations. Fitch views the recovery prospects for these assets
as more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch-weighted average recovery rate of the current
portfolio is 67.8%, above the minimum covenant of 61.7% for
assigning expected ratings.

Limited Interest Rate Exposure
Fixed-rate liabilities represent 3% of the target par, while
fixed-rate assets can represent up to 7.5% of the portfolio
depending on the Fitch test matrix selected by the manager. The
maximum fixed rate asset covenant for expected ratings is 7.5%.

Diversified Asset Portfolio
The covenanted maximum exposure to the top 10 obligors for
assigning the expected ratings is 20% of the portfolio balance.
This covenant ensures that the asset portfolio will not be
exposed to excessive obligor concentration.

Exposure to Country Ceiling Below 'AAA'
The transaction has the ability to invest up to 15% in assets
that are domiciled in countries with a Country Ceiling below
'AAA' depending on the Fitch test matrix selected by the manager.
This bucket allows the manager to invest in countries for which
the Country Ceiling assigned by Fitch is lower than the ratings
on the senior notes.

RATING SENSITIVITIES

A 125% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to two notches for the rated
notes. A 25% reduction in recovery rates would lead to a
downgrade of up to two notches for the rated notes.


=========
I T A L Y
=========


MOSSI GHISOLFI: Files for In-Court Settlement with Creditors
------------------------------------------------------------
Pavle Popovic, Amanda Hay, Al Greenwood and David Haydon at ICIS
News report that Italian-based polyethylene terephthalate (PET)
producer Mossi Ghisolfi Group has filed for an in-court
settlement with its creditors.

The firm filed for "concordato preventivo" with the Tribunal of
Alessandria, in accordance with article 161 sixth paragraph of
the Bankruptcy Law, in order to ensure equal treatment of
creditors, ICIS News relates.

According to ICIS News, this filing will affect its Mossi &
Ghisolfi (M&G), M&G Finanziaria, Biochemtex, Beta Renewables,
Italian Bio Products, IBP Energia, M&G Polimeri and Acetati
Immobiliare companies.

"The companies are studying a proposal for an arrangement that
will allow their overall activities to continue as a going
concern, although they cannot exclude alternative solutions at
the end of the ongoing technical assessments," ICIS News quotes
the company as saying.


WIND TRE: Fitch Rates Senior Secured Debt Instruments 'BB(EXP)'
---------------------------------------------------------------
Fitch has revised Wind Tre S.p.A.'s (Wind Tre) Outlook to
Positive from Stable, while affirming the telecoms group's Long-
Term Issuer Default Rating (IDR) at 'B+'. Fitch has assigned an
expected rating of 'BB(EXP)' to Wind Tre's prospective senior
secured debt instruments.

Wind Tre intends to issue EUR and USD senior secured notes as
well as an equally ranking senior secured loan to refinance all
existing senior secured and unsecured debt. The Outlook revision
reflects Fitch's expectation that the proposed refinancing will
improve Wind Tre's cash flow profile and result in funds from
operations (FFO) adjusted net leverage declining to below the
upgrade threshold of 4.8x during 2019.

The entry of the fourth mobile player Iliad creates some risks
which, however, are likely to be mitigated by contributions from
a national roaming agreement with Iliad, proceeds from spectrum
sale and the potential partial disposal and rental of tower
infrastructure. Leverage is expected to remain above 5.0x in 2017
and 2018 on the back of spectrum payments.

The final rating of the senior secured instruments is contingent
on the successful completion of the transaction and the receipt
of final documentation confirming materially to the preliminary
documentation reviewed.

KEY RATING DRIVERS

Jumbo Refinancing: Wind Tre is planning to refinance all of its
existing senior secured and unsecured debt with EUR7.3 billion
EUR and USD senior secured notes and a EUR3.0 billion term loan.
Fitch expects Wind Tre to save around EUR0.3 billion of interest
expenses per year, which should improve its cash flow profile and
accelerate deleveraging. Before the refinancing high interest
payments consumed more than a quarter of EBITDA. The USD notes
will be hedged to eliminate forex risk. New debt covenants and
carve-outs provide for some leverage flexibility but Fitch
expects management to be committed to deleveraging below 4.0x net
debt/EBITDA to allow the company to pay dividends.

Iliad Entry Creates Uncertainty: Mobile service revenue in the
Italian market has stabilised in the last 12 months, which has
had a positive impact on all players, including Wind Tre.
However, this stability may be challenged by the forthcoming
arrival of Iliad, which is expected to launch operations at end-
2017/early 2018. Iliad's entry is unlikely to be overly
disruptive as the company faces a number of challenges, but some
impact is inevitable.

Our base case assumes that Wind Tre loses approximately 15% of
its mobile service revenue over the next three years. This loss
is likely to be partially compensated by the cash proceeds from
Iliad to Wind Tre as a part of the regulatory remedies for the
merger of Wind Telecomunicazioni S.p.A (Wind) and H3G S.p.A. in
2016. Wind Tre will receive additional revenue for the usage of
its network as a part of the national roaming and possible
network-sharing agreements. The payment of EUR450 million from
spectrum sales and proceeds for the partial disposal and rental
of tower infrastructure to Iliad should improve Wind Tre's
balance sheet.

Spectrum Weighs on Cash Flow: Spectrum payments will be a drag on
the company's cash flow in the short- to medium-term, slowing
deleveraging efforts. Wind Tre has recently paid EUR435 million
in renewal fee. In addition 5G spectrum investment is likely in
the short- to medium-term, with an EU-wide deadline for 700MHz
spectrum allocation set for mid-2020.

Synergies Impact Delayed: Wind Tre's EBITDA growth over the next
two years will be helped by significant post-merger synergies.
The company is targeting EUR700 million of run-rate synergies, of
which 90% is planned to be achieved by 2019. However, the
positive impact on cash flows will be dampened by substantial
one-off restructuring expenses, which management have estimated
at EUR600 million over two years (with EUR200 million spent in
2016 and 1H17). Therefore, Fitch expects the company's cash flow
may only show a notable improvement in 2019 even though the
underlying cash generating profile improves earlier.

Leverage to Remain High: Fitch expects Wind Tre's FFO adjusted
net leverage to remain high at slightly above 5x in 2017-2018
(5.1x at end-2016). Deleveraging should primarily be driven by
EBITDA growth on the back of post-merger synergies, lower
interest payments after the refinancing, a positive contribution
from the roaming agreement with Iliad, potential tower disposals
and EUR450 million from the spectrum sale agreed in 2016, but for
which proceeds are expected to be received over 2017-2019.

These positive factors will probably be offset by substantial
restructuring costs, spectrum investments and continuing high
capex as the company seeks to improve its network quality. Fitch
believes the largest threat to deleveraging comes from renewed
market pressures after Iliad's entry and higher-than-expected 5G
spectrum costs.

Dividends and Targets: Fitch expects Wind Tre's net debt/EBITDA
to decline to below 4.0x in 2019, which is a necessary condition
for the company to start paying dividends. Fitch projects the
company to spend 40% of its free cash flow (FCF) on dividends in
2019 and 2020. Wind Tre is targeting a long-term financial
leverage of 3.0x (net debt/EBITDA) and an investment grade
rating.

DERIVATION SUMMARY

Wind Tre, as a single-country operator, benefits from large scale
and well-established operating positions in Italy. It has larger
revenue and subscriber market shares than Swiss-based Sunrise
Communications Holding S.A. (BB+/Stable) or Polish P4 Sp. z.o.o.
(BB-/Stable). However, Wind Tre is significantly more leveraged
than its peers, which justifies a multi-notch difference in
ratings. Roughly equally sized and mobile-only Telefonica
Deutschland Holding AG is rated 'BBB' with Positive Outlook
because it manages leverage at a significantly lower level, has
strong pre-dividend FCF and lack of significant market pressure.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Wind Tre
include the following:
- Iliad's market entry in early 2018 resulting in decline in
   mobile revenue of up to mid-single-digit percentages yoy in
   2018-2020;
- Flat to low-single-digit percentage growth in fixed-line
   revenue over 2017-2020;
- Post-merger EBITDA synergies growing to EUR375 million by
   2019;
- EUR600 million of integration costs mainly in 2017 and 2018;
- Interest expense reduction by approximately EUR0.3 billion in
   2018-2020;
- 5G spectrum investment in 2018 assuming that Wind Tre takes
   approximately one-third of auctioned frequencies, with the
   total auction proceeds for all operators expected in the range
   of EUR2.5 billion;
- Capex in line with management guidance of EUR6 billion spread
   over five years; and
- Dividends of around EUR350 million -EUR400 million in 2019 and
   2020.

KEY RECOVERY RATING ASSUMPTIONS
- The recovery analysis assumes that Wind Tre would be
   considered a going concern in bankruptcy and that the company
   would be reorganised rather than liquidated.
- Fitch have assumed a 10% administrative claim.
- The going-concern EBITDA estimate of EUR2.15 billion reflects

Fitch's view of a sustainable, post-reorganisation EBITDA level
upon which Fitch base the valuation of the company.

- The going-concern EBITDA is 15% below expected 2017 EBITDA,
   assuming likely operating challenges at the time of distress.
- An enterprise value (EV) multiple of 5x is used to calculate a
   post-reorganisation valuation and reflects a conservative mid-
   cycle multiple.
- With proposed senior secured debt of EUR10.7 billion (assumed
   to be made up of EUR10.3 billion-equivalent senior secured
   instruments and a EUR400 million revolving credit facility
   (RCF)), Fitch calculates the recovery prospects for the new
   senior secured instruments at 77%. This results in the senior
   secured notes and loan being rated 'BB'/'RR2' (EXP), two
   notches above the IDR.

RATING SENSITIVITIES

Future developments that may individually or collectively lead to
positive rating action include:
- Strong operating and financial performance remaining intact
   after the entry of Iliad; and
- FFO adjusted net leverage sustainably below 4.8x, driven by
   successful integration of Wind and H3G.

Future developments that may individually or collectively lead to
negative rating action include:
- Deterioration in leverage beyond FFO adjusted net leverage
   above 5.5x on a sustained basis; and
- Continuing operating and financial pressures leading to
   negative FCF generation.

LIQUIDITY

Improved Liquidity: The refinancing improves Wind Tre's liquidity
profile as the company does not face any significant debt
maturity before 2023. Fitch expects the company to generate
sufficient internal cash flow to finance its capex, with any
liquidity gaps covered by the undrawn EUR400 million RCF. 5G
spectrum investments will probably require additional financing,
by Fitch estimates.

FULL LIST OF RATING ACTIONS

Wind Tre S.p.A.
Long-Term IDR: affirmed at 'B+'; Outlook changed to Positive from
Stable
Short-Term IDR: affirmed at 'B'
Existing senior secured credit facilities: affirmed at 'BB'/'RR2'
New senior secured credit facilities and notes: assigned
'BB(EXP)'/'RR2(EXP)'

Wind Acquisition Finance S.A.
Existing senior secured fixed and floating-rate notes: affirmed
at 'BB'/'RR2'
Existing senior notes: affirmed at 'B+'/'RR4'


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


VISTAL STOCZNIA: Files Bankruptcy Motion in Gdansk Court
--------------------------------------------------------
Reuters reports that Vistal Gdynia SA said it its unit, Vistal
Stocznia Remontowa Sp. z o.o., filed a motion for bankruptcy to a
court in Gdansk.


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


NOVO BANCO: Lone Star Inks Deal to Acquire 75% Stake
----------------------------------------------------
Peter Wise at The Financial Times reports that Lone Star has
signed a definitive agreement to acquire 75% of Portugal's Novo
Banco, after three years of efforts to sell the state-rescued
lender.

According to the FT, the US equity fund is injecting EUR1 billion
into Novo Banco and, under the terms of the deal, will also seek
to raise EUR400 million of Tier 2 capital in the market.  Lone
Star bought the stake from Portugal's bank resolution fund, which
will retain the other 25%, the FT notes.

Novo Banco was created in 2014 out of the healthy assets of Banco
Esp°rito Santo, which was split into "good" and "bad" banks after
the collapse of the family-owned group that had run BES for more
than 100 years, the FT recounts.

Under the terms of a Bank of Portugal resolution measure approved
by the EU, the Lisbon government was required to sell Novo Banco
to private sector owners to prevent distortions of competition,
the FT discloses.  Financed by a state loan, Portugal's bank
resolution fund pumped EUR4.7 billion into the lender as part of
the rescue, the FT relays.

No date has yet been set for the Tier 2 offer, but bankers, as
cited by the FT, said Novo Banco could face difficulties in
attracting investors after a Bank of Portugal decision in
December 2015 to transfer GBP2.2 billion in senior Novo Banco
bonds to the "bad bank", wiping out most of their value.

Headquartered in Lisbon, Novo Banco, S.A. provides various
financial products and services to private, corporate, and
institutional customers.

                           *     *     *

As reported in the Troubled Company Reporter-Europe on June 22,
2017, Moody's Investors Service extended its review for downgrade
of the Caa1 long-term deposit and Caa2 senior debt ratings of
Novo Banco, S.A. (Novo Banco) and its supported entities.  The
ratings review was initiated on April 5, 2017, following the
announcement made by the Bank of Portugal on March 31, 2017 that
as part of Novo Banco's sale process, a liability management
exercise (LME) on senior bondholders will be undertaken with the
aim of recapitalizing the bank by at least EUR500 million.


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


URALKALI PJSC: Fitch Affirms BB- Long-Term IDR, Outlook Negative
----------------------------------------------------------------
Fitch Ratings has affirmed PJSC Uralkali's Long-Term Issuer
Default Rating (IDR) at 'BB-'; the Outlook is Negative. Fitch has
also affirmed the foreign currency senior unsecured rating on
Uralkali Finance DAC's notes at 'BB-'.

The IDR reflects Uralkali's financial profile, which has weakened
over the last few years due to a combination of share buyback-
driven accumulated debt and weak potash pricing, as well as its
strong operational profile with global leadership in potash
output and a first-quartile cost position underpinning EBITDA
margins at above 50% through the cycle. The continuation of the
Negative Outlook reflects the prolonged deleveraging from an FFO
adjusted net leverage peak of 5x at end-2016 to Fitch guideline
of 4x. Fitch expects the Outlook to stabilise once Fitch see
evidence of a commitment to FFO adjusted net leverage at or under
4x.

KEY RATING DRIVERS

Slower Expected Deleveraging
At end-2016, Uralkali's leverage peaked at 5x, considerably above
Fitch rating guideline of 4x. Strong cash flow generation on the
back of good volumes and a slight pickup in potash pricing is
forecast to bring leverage down to around 4.5x at end-2017. De-
leveraging has been slower than previously expected as potash
prices continue to go through a trough. This, as well as a lack
of transparency over Uralkali's shareholder policy, drives the
continuation of the Negative Outlook.

We conservatively assume that Uralkali will carry out
expansionary capex and/or resume significant shareholder
distributions once its Net Debt-to-EBITDA leverage falls
materially below 4x and under its banking covenants, which will
limit headroom under Fitch guidelines. Fitch therefore forecast
leverage to remain around or moderately below 4x over the rating
horizon, with capex under Fitch base case expected to ramp up
from 2019.

Covenants to Tighten from 1H18
Uralkali demonstrated its ability to relax covenants to 5x net
debt to EBITDA until end-2017 during a protracted weak potash
pricing period, and following significant shareholder
distributions. This highlights Uralkali's ability to proactively
manage its covenant headroom and temporarily defer the risk of
covenant breaches during a market trough, whilst being able to
temporarily sustain a higher level of leverage. The covenant will
tighten from 1H18 back to 4x Net Debt to EBITDA, which provides
Fitch with added confidence around Uralkali's deleveraging.

Pressure on Prices
Our fertiliser price assumptions forecast potash prices to
decline by approximately USD5/t annually until 2020. This is
despite recent increases in short-term contracted prices with
China and India, and is driven by significant additional
capacities brought to the market by, in particular, EuroChem's
(BB/Negative) two potash projects in Russia and K+S's Legacy
project in Canada, with gradual ramp up over the next several
years. Coupled with the existing spare capacity of the current
potash players, Fitch expects new capacities to drive oversupply
and mid-single digit price pressure from 2018.

Capex Deferrals in Low Price Environment
We have noted a number of deferrals in potash expansion projects
across the industry in the past, including BHP's Jansen and
Acron's Verkhnekamsk. These projects are all remote, with post-
2020 launches, as opposed to the non-deferrerable EuroChem and
K+S expansion projects, which have an earlier launch time frame.

We assume that Uralkali is able to mitigate long-term pricing
pressure through delaying a portion of its expansionary capex,
and that the global potash pricing floor will be somewhat
supported by similarly delayed expansion growth by its global
peers. However, Fitch does not expects this support to become
visible before 2020, as only post-2020 projects are likely to be
deferred.

Shareholder Distributions on Pause since 2H16
We do not expect Uralkali to resume multi-billion dollar share
buybacks from the open market, as in 2015-1H16 following its
shareholder structure re-composition in late 2013. This view is
underpinned by a modest 5.6% remaining free float share at end-
1H17 (FYE13: 48%), with an around USD350 million market value. In
addition, bank covenants prohibit Uralkali from making any
distributions to shareholders resulting in its net debt/EBITDA
above 4x (end-1H17: 4.4x). Share buybacks have been a key
leverage driver, totalling USD3.9 billion since end-2013, or
nearly 70% of end-1H17 USD5.5 billion reported net debt.

Country and Industry Risks
Rating constraints include Uralkali's exposure to the potash
demand cycle. In Fitch's view, combined with the high
contribution of developing markets to revenues (above 70% in
2015-16, excluding the domestic Russian market), this implies
higher earnings volatility than for more diversified peers. These
markets present strong growth potential, but they also tend to
exhibit more erratic demand patterns than mature agricultural
regions.

Operational risks are also higher in potash mining than other
fertilisers, as water-soluble salt deposits are susceptible to
flooding. Finally, the ratings are constrained by the higher-
than-average legal, business and regulatory risks associated with
Russia (BBB-/Stable/F3).

DERIVATION SUMMARY

In line with Fitch's approach to Russian corporates, Fitch apply
a two-notch discount to Uralkali's rating to account for higher-
than-average political, business and regulatory risks in Russia.
Uralkali's standalone credit profile is commensurate with a 'BB+'
rating. Its closest EMEA fertiliser peers include Israel
Chemicals (BBB-/Stable), PhosAgro (BB+/Positive) and OCP (BBB-
/Negative), all with low-cost potash and/or phosphate mining
operations and strong global market outreach.

Uralkali's ratings reflect its higher leverage relative to all
above-mentioned peers. Unlike its levered peers, which have
accumulated debt due to intensive capex projects, Uralkali's
leverage has been driven by aggressive share buybacks over the
past years, although Fitch observes its moderation since 2H16.

No Parent/Subsidiary Linkage or Country Ceiling constraint were
in effect for these ratings. The operating environment aspect is
incorporated into the two-notch corporate governance discount
applied to most Russian corporates with concentrated ownership
and exposure to Russia's weak business, regulatory and legal
environment.

KEY ASSUMPTIONS

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

- Potash pricing broadly flat over 2017-2018, followed by
   supply-driven, low single digit price declines thereafter
- Potash sales volumes within 11mt-12mt range over the next
   three years
- RUB/USD to continue gradual strengthening towards 58 in 2020
- Capex around USD300 million in 2017-2018 intensifying towards
   USD600 million in 2019-2020
- No share buybacks or dividends are assumed

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action
- (Outlook stabilisation) Positive free cash flow leading to
   FFO adjusted net leverage of around 4x from 2018, coupled with
   sustainably comfortable headroom under the financial covenants

- (Upgrade) Predictable shareholder distributions translating
   into FFO adjusted net leverage well below 4x

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action
- Further market pressure or an aggressive financial policy
   resulting in sustained leverage pressure with FFO adjusted net
   leverage expected to be significantly above 4x

- Continued limited headroom under the financial covenants

- Aggressive shareholder actions (e.g. further share buybacks)
   detrimental to Uralkali's credit profile and indicating weaker
   corporate governance discount

LIQUIDITY

Liquidity Manageable, Relies on Committed Lines: Uralkali's
liquidity worsened during 1H17 as short-term debt increased to
USD2.4 billion against a cash cushion decline to USD1.4 billion
and around USD0.6 billion of expected free cash flow. Liquidity
is also supported by Uralkali's access to international banks as
demonstrated by the USD850 million pre-export financing facility
arranged in August 2017.

Uralkali's debt maturities of USD2 billion (as at end-3Q17) in
2018 are covered by its USD0.6 billion projected free cash flow
and Sberbank's committed undrawn USD3.9 billion facilities, which
could be gradually utilised from 4Q17.


SVYAZINVESTNEFTEKHIM OJSC: Fitch Affirms BB+/B IDRs, Outlook Pos.
-----------------------------------------------------------------
Fitch Ratings has revised OJSC Svyazinvestneftekhim's (SINEK)
Outlook to Positive from Stable. SINEK's Long-Term Foreign and
Local Currency Issuer Default Ratings (IDRs) have been affirmed
at 'BB+' and Short-Term Foreign Currency IDR has been affirmed at
'B'. SINEK Finance's outstanding domestic bond's (ISIN
RU000A0JXVE5) senior unsecured rating has also been affirmed at
'BB+'.

The revision of the Outlook followed a similar rating action of
the sponsor - Republic of Tatarstan (Tatarstan, BBB-/Positive/F3;
see 'Fitch Revises 5 Russian LRGs' Outlook to Positive on
Sovereign Rating Action' dated September 29, 2017 at
www.fitchratings.com).

Fitch classifies SINEK as a credit-linked entity to Tatarstan
under its 'Rating of Public-Sector Entities Criteria'. This
reflects 100% ownership of SINEK by the republic, its tight
control and the high strategic importance of the company for the
republic's economic development. At the same time, moderate
integration with the government's finances, particularly a lack
of explicit Tatarstan's guarantees on the company's liabilities,
leads to a one-notch differential between SINEK's and Tatarstan's
ratings.

SINEK Finance's bond rating is in line with SINEK's Long-Term
Local-Currency IDR. This reflects the unconditional,
unsubordinated and irrevocable buyback guarantee provided by
SINEK to bondholders.

KEY RATING DRIVERS

Strategic Importance assessed as Stronger
Fitch assesses SINEK's strategic importance as strong as the
company is Tatarstan's only specialised public sector entity
(PSE) by managing the republic's equity investments and local
economic development. In addition to its major role as investment
holding company, SINEK acts as the republic's vehicle for raising
funds on financial markets and contributes to the stability and
development of the republic's financial sector. SINEK is on the
list of strategically important enterprises for Tatarstan
Republic, according to the decree of the President of Tatarstan.

Control assesses as Stronger
SINEK operates under strict control and oversight from Tatarstan,
which determines all major decisions including strategic goals,
issue of new shares, decisions on dividends, approval of large
transactions, as well as the appointment of the audit committee
and external auditor. SINEK's borrowing plan is also subject to
government approval. SINEK's board of directors is chaired by
Tatarstan's President Rustam Minnikhanov and includes other top-
ranking government officials.

Legal Status assessed as Midrange
Fitch assesses the entity's legal status as midrange as SINEK
operates under the general law on commercial entities in Russia.
No special law was established to regulate its activity, and no
tax incentives at the federal or local levels were provided.
There are no plans of SINEK's privatisation or to reduce
Tatarstan's shareholding in the company.

Integration assessed as Midrange
Fitch views SINEK's budgetary and financial integration with
Tatarstan as moderate. The company has a separate balance sheet
and the republic is not legally responsible for SINEK's
obligations. Historically, SINEK has never received direct
financial aid from Tatarstan, but dividends from the republic's
portfolio companies are retained within SINEK. The bulk of these
funds are further allocated to local economic agents at the
republic's discretion in the form of investments, charitable
donations or financial assets (deposits, subsidised loans).

Sound Capitalisation, Low Leverage
SINEK has a strong capital structure and low leverage as
expressed in an equity and reserves/total assets ratio of 83% and
a total debt/total assets of 3.5% in 2016 (2015: 79% and 7.3%
respectively). Debt has slightly increased so far in 2017 after
SINEK issued (via SINEK-Finance) its first domestic bond of RUB20
billion due in 2022.

Constraints to Standalone Profile
SINEK was profitable in 2014-2016 with dividends remaining the
largest source of income. However, SINEK has been historically
exposed to dividend concentration, with PJSC Tatneft (BBB-
/Stable), Russia's fifth-largest oil producer, representing more
than 70% of dividend income. SINEK's financial performance is
therefore primarily correlated with the financial results of
Tatneft. SINEK's credit profile is also constrained by exposure
to the republic's largest bank Ak Bars Bank, which has received
support from SINEK in the past.

RATING SENSITIVITIES

Rating direction for SINEK will depend on Tatarstan's ratings, as
the company is credit-linked to the republic. In addition,
changes to SINEK's policy role that would lead to a dilution of
control by, or diminished likelihood of support from, Tatarstan
could result in a widening of the notching from Tatarstan's
ratings.


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


OBRASCON HUARTE: Moody's Puts Caa1 CFR on Review for Upgrade
------------------------------------------------------------
Moody's Investors Service has placed on review for upgrade the
Caa1 corporate family rating (CFR), the Caa1-PD probability of
default rating (PDR) and Caa1 senior unsecured instrument ratings
for Spanish construction group Obrascon Huarte Lain S.A. ("OHL").
This follows the announcement by OHL on 16 October that it has
received a binding offer by IFM Global Infrastructure Fund (IFM)
to acquire 100% of its stake in OHL Concesiones S.A. ("OHL
Concesiones") for an enterprise value of EUR2.775 billion,
subject to certain customary closing adjustments.

Moody's expects the closing of the transaction (after an agreed
exclusivity period with IFM and necessary shareholder approvals)
and conclusion of the review within the next 90 days at the
latest.

RATINGS RATIONALE

The review for upgrade is based on Moody's view that, should the
acquisition of OHL Concesiones by IFM be successful, OHL's net
debt position and Moody's-adjusted recourse leverage will reduce
to levels better than currently incorporated in the group's Caa1
CFR. As Moody's expects OHL to use a major portion of the net
cash proceeds for the equity value of OHL Concesiones (around
EUR2.2 billion estimated by management) to repay recourse debt,
OHL's gross adjusted recourse debt/EBITDA leverage is likely to
decline to well below 7.5x, which Moody's has guided for an
upgrade to B3.

The review process will focus on the following main items:

- Final terms and conditions of a potential agreement, which is
   still uncertain

- Final proceeds from the disposal as well as the use of
   proceeds, including impact on leverage and liquidity

- Future profitability of OHL's remaining core business.

Besides the uncertain timeline of the transaction to close and
final amount of cash proceeds, the review will also focus on
OHL's ability to achieve its full-year 2017 financial targets
(including minor further asset disposals), after posting rather
weak results for the first-half of 2017 with a 13.1% drop in
group turnover and 2.6% EBITDA margin. To form a final decision,
Moody's will therefore continue to assess OHL's operating
performance during the first 9 months of 2017 (to be published on
14 November) and the group's ability to achieve its targeted
reduction in net recourse debt to about EUR200 million (EUR814
million at June 2017) and its net recourse leverage to below 1.0x
by year-end 2017. This should be supported by OHL's forecasts of
recourse EBITDA of EUR165 million in 2017 (EUR172 million
Engineering & Construction, EUR-7 million Developments, without
dividends from OHL Concesiones).

The review will further include an evaluation of the likelihood
of OHL to generate positive earnings and free cash flows at the
recourse level, which have still been negative in the 12 months
ended June 30, 2017, as well as the group's liquidity position
that Moody's expects to substantially strengthen to at least
adequate from weak after the transaction.

Moreover, the review will focus on the impact of the transaction
on OHL's business model of the remaining core construction
activities and its prospects without ownership of the concession
business, which currently contributes around 20% of the order
book and has above-average profitability.

WHAT COULD CHANGE THE RATING UP/ DOWN

The ratings could be upgraded if Moody's determines during the
review period that the OHL's credit metrics will improve on a
sustainable basis such that gross recourse debt/recourse EBITDA
falls to well below 7.5x, with the maintenance of an adequate
liquidity profile, including the generation of positive free cash
flow.

Downward pressure on the ratings would evolve if the group were
to fail to de-lever as expected, with gross recourse
debt/recourse EBITDA consistently remaining above 10x. Negative
rating pressure could also emerge if (1) OHL's performance does
not enable a return to positive free cash flow generation on a
recourse and consolidated basis, (2) recourse EBITDA were to stay
at currently very low levels, or (3) if the group's short-term
liquidity situation were to deteriorate further.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Construction
Industry published in March 2017.

Headquartered in Madrid, OHL is one of Spain's leading
construction/concessions groups. The group owns a 56.85% equity
stake in OHL Mexico SAB de CV., a large concessions operator in
Mexico. In the last 12 months ended June 2017, OHL reported sales
of EUR3.1 billion. The group is organised into three divisions:
Engineering & Construction, Concessions and Developments. The
Villar Mir family, via its investment vehicles Inmobiliaria
Espacio and Grupo Villar Mir (GVM), currently holds a 54.5%
equity stake in OHL.


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


DRAX POWER: S&P Affirms 'BB+' Corp Credit Rating, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' long-term corporate credit
rating on U.K.-based power generator Drax Power Ltd. and its
parent Drax Group Holdings Ltd. (DGHL). The outlook is stable.

S&P said, "We also affirmed our 'BB+' rating on the senior
secured notes issued by Drax Finco Plc, whose obligors are DGHL
and the key operating subsidiaries within the group. The recovery
rating on the proposed debt is '4', indicating our expectation of
recovery prospects of around 40% in the event of a payment
default. We have also affirmed our 'BBB-' rating on the super
senior revolving credit facility (RCF) raised by Drax Corporate
Ltd. with a recovery rating of '1'. This reflects our recovery
expectation of around 95% in the event of a payment default."

The affirmation follows Drax's satisfactory refinancing of its
existing debt with GBP550 million notes due 2022 and the
renegotiation of a new GBP350 million super senior RCF, due 2022.
S&P said, "In our view, this strengthens Drax's liquidity and
extends the maturity profile of its debt. In addition, the
financial results for the first half of 2017 have been
satisfactory and the acquisition of its retail arm Opus Energy is
progressing on track. The strong operating performance and
improved earnings from renewable generation and, to a lesser
extent, the contribution of the new businesses, led to an
increase of GBP51 million to half-year EBITDA to GBP121 million
from GBP70 million, on a like-for-like basis. Our base-case
forecasts continue to reflect our expectations that Drax will
achieve and maintain S&P Global Ratings-adjusted funds from
operations (FFO) to debt above 45% in 2018 as the ratio
strengthens from a lower level in 2017. In addition to the
consolidation of Opus Energy, which has a track record of
earnings before interest and taxes (EBIT) margins of about 5%,
the rebound is due to the strongly positive cash flows generated
by the group.

"That said, we have updated our forecasts to reflect the recently
announced dividend policy, which targets a distribution of GBP50
million for 2017, and then increasing in the following years.
This is somewhat higher than our previous assumption of the
group's dividend policy at 50% of consolidated net income. A
potential downside to our forecasts could come from the
construction risk related to four open-cycle gas turbine (OCGT)
development projects. However, we understand that the
construction is contingent on the approval of long-term price
contracts under upcoming U.K. capacity market auctions and will
be executed only if a reasonable return can be guaranteed.

"We do not yet factor into our forecast Drax's intention to
convert up to 3.6 gigawatts of coal-fired units into gas
(underpinned by a 15-year U.K. capacity market contract). This is
because it is still at an early stage where the cost of the
technical solution, its feasibility (given that it includes 200
megawatts battery storage on site to increase the response to
power prices), and the scale and timing of the conversion are not
known. If successful, this gas conversion could be positive as it
will extend the life of Drax's generation fleet and enhance
profits as the coal units have limited life due to their
prohibitive carbon and environmental costs."

Drax's business risk profile reflects that it generates about
three quarters of its output from renewable sources (biomass).
One-third of its biomass output is under a fixed-price "contract
for difference" (CfD). This means that the revenue visibility and
margins will improve, although be partly muted by the ongoing
challenging power and commodity price outlook for U.K.
generation. Drax received EU approval for its regulated
remuneration for its third biomass generation unit under a CfD
awarded by the U.K. government. The compensation was set at
GBP100 per megawatt hour (/MWh) based on a 2012 nominal rate
linked to consumer price index (CPI) inflation, in line with our
expectations.

S&P said, "We apply a consolidated group approach and include in
our analysis the cash flows and debt of all subsidiaries within
the Drax group at the level of Drax Group Holdings. The key
operating subsidiaries are Drax Power, Haven Power, Opus Energy,
and Drax Biomass. They are obligors and guarantors on the notes
and provide asset and share pledges to the proposed secured notes
issued by Drax Finco PLC, a subsidiary of the intermediary
holding company DGHL. The same security and guarantee
arrangements apply to the GBP350 million super senior RCF, raised
by Drax Corporate Ltd. (previously called Drax Finance Ltd.)."

In its base case for Drax, S&P assumes:

-- S&P Global Ratings forecast of U.K. GDP growth of 1.4% in
    2017 and 0.9% in 2018 on the back of Brexit uncertainties;
    the Bank of England appears likely to reverse the 25 basis
    point cut in the bank rate that it applied after the U.K.
    referendum vote to leave the EU in June 2016;

-- S&P's forecast power prices of GBP42/MWh in 2017-2019 to the
    unhedged output and regulated remuneration under the CfD at
    GBP100/MWh (based on nominal 2012 rate linked to CPI
    inflation);

-- EBIT margins from the recently acquired Opus Energy of about
    5%;

-- Limited capital expenditure (capex) needs following the
    completion of most major capex projects apart from the
    construction of four OCGTs beyond 2019; and

-- Dividend policy of GBP50 million in 2017 and increasing
    thereafter.

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

-- Positive free cash flow for the business over the next year,
    assuming no further material acquisitions or expansions in
    other areas; and

-- FFO to debt of 35%-40% in 2017, strengthening to above 45% in
    2018.

S&P said, "The stable outlook on Drax reflects our expectations
that the group's adjusted FFO to debt will be above 45% by 2018
on a sustainable basis. The stronger credit metrics are driven by
the additional cash flows from the acquisition of Opus Energy,
the higher margins under the CfD contracts, and the group's
strong positive cash flows. The outlook also reflects our view
that the transformation phase in converting coal into biomass
units was successfully completed when Drax was granted CfD
contracts at GBP100/MWh (2012 nominal rate with CPI inflation
link) on its third biomass unit. Our base case factors in the
recent acquisitions of retail subsidiary Opus Energy and four
sites to build OCGT plants, as well as the group's ambitions to
acquire pellet plants in the U.S.

"We could lower the ratings if Drax encountered unexpected
operational problems coupled with less supportive power prices
and spreads, resulting in the adjusted FFO-to-debt ratio falling
below our expectation of 45% in 2018 and beyond. This could also
happen if the benefit from retail activities failed to
materialize or if the construction capex for new generation plans
became higher than expected after 2019. Furthermore, negative
rating pressure could arise from any credit-dilutive acquisitions
or a more aggressive dividend policy.

"We see ratings upside as unlikely at this stage because, in our
view, Drax may use any excess cash flows to pursue acquisitions
or for additional investments to further diversify its business.
This may therefore limit any upside on its financial risk
profile, while we do not expect additional acquisitions to
strengthen Drax's business risk profile materially enough to
support a higher rating."


INTERSERVE: At Risk of Breaching Debt Covenants, Explores Options
-----------------------------------------------------------------
Rhiannon Bury at The Telegraph reports that support services and
construction company Interserve has cautioned that it is in
danger of breaching its debt covenants after issuing a stinging
profit warning, sending its share price to historic lows.

According to The Telegraph, the firm said that it expected
profits in the second half of the year to be half of what they
were a year ago, partly because it has had to make a GBP195
million provision for a troubled energy-from-waste contract.

Interserve's finances are now so bad that the board on Oct. 19
admitted there is "a realistic prospect" of the company breaching
its financial covenants with lending banks, The Telegraph
discloses.

It was forced to put out a statement on Oct. 16 confirming that
it was in discussions with lenders after reports surfaced that
its lenders had appointed financial advisers as fears grew about
the future of the business, The Telegraph relates.

On Oct. 19, it said that it too had engaged financial advisers at
PwC to assist in discussions, and was also "looking at options to
maximize the short and medium term cash generation from the
business", The Telegraph notes.


KIRS MIDCO: Fitch Says Add'l. Note Issuance in Line With Guidance
-----------------------------------------------------------------
Fitch Ratings says that KIRS Midco 3 plc's (The Ardonagh Group)
additional issuance of senior secured notes (B/RR3) for the
purpose of acquiring Carole Nash and Mastercover is in line with
previous guidance.

The acquisitions will be financed by the sale of GBP55 million
privately placed notes that are fungible and will be converted
with the existing senior secured notes due 2023 and GBP13.7
million in cash.

The acquisition of Carole Nash will complement the Autonet
division by adding a leading motorcycle insurance brand targeting
high net-worth individuals headquartered near Ardonagh's existing
operations in Manchester. Fitch believes there are opportunities
for synergies between Autonet's online platform and existing
broker infrastructure.

The transaction is expected to be leverage neutral. Fitch
continues to expect that FFO adjusted leverage will trend towards
6x by 2019.


NEWDAY FUNDING: Fitch Rates GBP4.8MM Series 2017-1 F Notes 'B+'
---------------------------------------------------------------
Fitch Ratings has assigned NewDay Funding's series 2017 1 notes
final ratings as follows:

GBP222.3 million Series 2017-1 A: assigned 'AAAsf'; Outlook
Stable
GBP29.4 million Series 2017-1 B: assigned 'AAsf'; Outlook Stable
GBP22.2 million Series 2017-1 C: assigned'A-sf'; Outlook Stable
GBP11.1 million Series 2017-1 D: assigned 'BBBsf'; Outlook Stable
GBP8.7 million Series 2017-1 E: assigned 'BBsf'; Outlook Stable
GBP4.8 million Series 2017-1 F: assigned 'B+sf'; Outlook Stable

Fitch has simultaneously taken action on the ratings of the
following tranches:

GBP185.25 million Series 2015-1 A affirmed at 'AAAsf'; Outlook
Stable
GBP22.5 million Series 2015-1 B affirmed at 'AAsf'; Outlook
Stable
GBP14 million Series 2015-1 C upgraded to 'Asf' from 'A-sf';
Outlook Stable
GBP10.125 million Series 2015-1 D upgraded to 'BBB+sf' from
'BBBsf'; Outlook Stable
GBP6.875 million Series 2015-1 E upgraded to 'BBB-sf' from
'BBsf'; Outlook Stable
GBP5.5 million Series 2015-1 F upgraded to 'BB-sf' from 'Bsf';
Outlook Stable

GBP222.3 million Series 2014-1 A affirmed at 'AAAsf'; Outlook
Stable
GBP27 million Series 2014-1 B affirmed at 'AAsf'; Outlook Stable
GBP16.8 million Series 2014-1 C upgraded to 'Asf' from 'A-sf';
Outlook Stable
GBP12.6 million Series 2014-1 D upgraded to 'BBB+sf' from
'BBBsf'; Outlook Stable
GBP7.8 million Series 2014-1 E upgraded to 'BBB-sf' from 'BBsf';
Outlook Stable
GBP6.6 million Series 2014-1 F upgraded to 'BBsf' from 'Bsf';
Outlook Stable
GBP128.5 million Series 2014-variable funding note (VFN) upgraded
to 'BBB+sf' from 'BBBsf; Outlook Stable

The transaction is a securitisation of UK credit card, store card
and instalment loan receivables originated by NewDay Ltd. The
receivables arise under a number of retail agreements, but active
origination currently takes place for all co-branded credit cards
under agreements with Debenhams, the Arcadia Group, House of
Fraser and Laura Ashley. NewDay acquired the portfolio and the
related servicing platform in 2013 from Santander UK plc.

KEY RATING DRIVERS

Healthy Asset Performance
The charge-off, delinquency and payment rate performance of the
combined pool has historically been in line with prime UK credit
cards. Active origination is only taking place under four retail
agreements at present, making the key performance indicators for
the whole pool subject to run-out effects of various closed
books. Fitch defined a charge-off steady state assumption of 8%,
while the monthly payment rate (MPR) steady state has been
revised to 20% from 19%, which lead to the upgrades of the
existing transactions.

Shift in Portfolio Composition
The originations under the four active retailer agreements
(Debenhams, House of Fraser, Arcadia Group and Laura Ashley) have
come to dominate trust performance. Receivables originated under
new retail agreements may also be added to the trust within the
life of the transaction. Adding receivables linked to a new
retailer is subject to rating confirmation.

In Fitch's opinion, the customer demographic of a given retailer
will be the key performance driver of the related receivables;
while clearly outlined and implemented credit guidelines,
combined with a state-of-the-art scoring model, minimise this
risk, in Fitch's view, the risk of credit quality migration
cannot be entirely mitigated. Furthermore, fully levelling the
performance between retailers is unlikely to be in the commercial
interests of the originator. Therefore, Fitch derived its steady-
state assumptions on the basis of a changing retailer mix.

Funding Flexibility from VFN
In addition to Series 2014-VFN providing the funding flexibility
that is typical and necessary for credit card trusts, the
structure employs a separate "originator VFN" purchased and held
by NewDay Partnership Transferor Plc. It will serve three main
purposes: to provide credit enhancement to the rated notes; to
add protection against dilution by way of a separate functional
transferor interest; and to serve the minimum risk retention
requirements.

Unrated Originator and Servicer
The NewDay group acts in a number of capacities through its
various entities, most prominently as originator and servicer,
but also as cash manager with a strong credit profile. The degree
of reliance in this transaction is mitigated by the
transferability of operations, agreements with established card
service providers, a back-up cash management agreement and a
series-specific amortising liquidity reserve.

Retail Partners Drive Risk
In addition to a changing portfolio composition, the transaction
faces the risk of retailer concentration. Independently of
cardholders' credit characteristics, card utility and as a
result, receivables performance, is substantially linked to the
continued use of the card. This applies more to store cards than
credit cards. In setting its assumptions, Fitch considered this
potentially higher stress on the portfolio.

Steady Asset Outlook
Fitch expects increases in unemployment and negative real wage
growth to reduce the repayment ability of borrowers over the
coming years. This will have a negative impact on trust
performance, as upticks in charge-offs and reduced payment rates
are likely. Fitch maintains its stable outlook on the sector, as
performance deterioration implied by slightly softening macro
expectations remains fully consistent with the steady-state
assumptions for UK credit card trusts.

RATING SENSITIVITIES

Rating sensitivity to increased charge-off rate
Increase charge-off rate base case by 25% / 50% / 75%
Series 2017-1 A: 'AA+sf' / 'AA+sf' / 'AAsf'
Series 2017-1 B: 'A+sf' / 'Asf' / 'A-sf'
Series 2017-1 C: 'BBBsf' / 'BBB-sf' / 'BB+sf'
Series 2017-1 D: 'BB+sf' / 'BBsf' / 'BB-sf'
Series 2017-1 E: 'BB-sf' / 'B+sf' / NA
Series 2017-1 F: 'Bsf' /NA/NA

Rating sensitivity to reduced MPR
Reduce MPR base case by 15% / 25% / 35%
Series 2017-1 A: 'AA+sf' / 'AA+sf' / 'AA-sf'
Series 2017-1 B: 'A+sf' / 'Asf' / 'A-sf'
Series 2017-1 C: 'BBB+sf' / 'BBBsf' / 'BBB-sf'
Series 2017-1 D: 'BBB-sf' / 'BB+sf' / 'BBsf'
Series 2017-1 E: 'BB-sf' / 'BB-sf' / 'B+sf'
Series 2017-1 F: 'Bsf' / 'Bsf' / 'Bsf'

Rating sensitivity to reduced purchase rate (ie aggregate new
purchases divided by aggregate principal repayments in a given
month)
Reduce purchase rate base case by 50% / 75%/ 100%
Series 2017-1 A: 'AAAsf' / 'AAAsf' / 'AAAsf'
Series 2017-1 B: 'AA-sf' / 'AA-sf' / 'A+sf'
Series 2017-1 C: 'BBB+sf' / 'BBBsf' / 'BBB-sf'
Series 2017-1 D: 'BBB-sf' / 'BB+sf' / 'BBsf'
Series 2017-1 E: 'BBsf' / 'BB-sf' / 'B+sf'
Series 2017-1 F: 'Bsf' / 'Bsf''/ NA


THPA FINANCE: S&P Affirms 'B+ (sf)' Ratings on Two Note Classes
---------------------------------------------------------------
S&P Global Ratings has affirmed its credit ratings on the notes
issued by THPA Finance Ltd. Specifically, S&P affirmed its 'BBB+
(sf)' rating on the class A2 notes and its 'B+ (sf)' ratings on
the class B notes and C notes.

The transaction is a corporate securitization of the operating
business of port facilities provider PD Portco Ltd., the
borrower. It closed in April 2001. The cash flows that support
the rated notes issued by THPA Finance are derived from the
operations of a borrowing group that sits within the
securitization group, which comprises Tees and Hartlepool Port
Authority Ltd., Humberside Sea & Land Services Ltd., Powell
Duffryn Storage Ltd., and Tees, and Hartlepool Pilotage Company
Ltd.

S&P said, "Upon publishing our revised criteria for rating
corporate securitizations, we placed those ratings that could be
affected under criteria observation (see "Global Methodology And
Assumptions For Corporate Securitizations," and "European
Corporate Securitization Ratings Placed Under Criteria
Observation," both published on June 22, 2017). Following our
review of this transaction, the ratings are no longer under
criteria observation.

"Our ratings address the timely payment of interest and principal
due on the notes. We base this primarily on our ongoing
assessment of the underlying business risk profile of the
borrowers, the integrity of the legal and tax structure of the
transaction, and the robustness of operating cash flows supported
by structural enhancements."

BUSINESS RISK PROFILE

S&P said, "We have applied our corporate securitization criteria
as part of our rating analysis on the notes in this transaction.
As part of our analysis, we assess whether the operating cash
flows generated by the borrower are sufficient to make the
payments required under the notes' loan agreements by using a
debt service coverage ratio (DSCR) analysis under a base case and
a downside scenario. Our view of the borrowing group's potential
to generate cash flows is informed by our base-case operating
cash flow projection and our assessment of its business risk
profile (BRP), which is derived using our corporate methodology
(see "Corporate Methodology," published on Nov. 19, 2013).

"We continue to view the business risk profile of PD Portco as
fair. It has the following strengths:

Industry Risk
S&P considers the port sector displays low industry risk. Ports
are essential infrastructure assets within the U.K.--they handle
about 96% of the U.K.'s international trade by volume and 75% by
value. Ports underpin the stability of PD Portco's conservancy
revenues. Sea transportation remains the most cost-effective
transportation method, especially given increasing fuel costs.
Rail congestion also gives water an advantage over rail.

The sector also benefits from high barriers to entry stemming
from the limited number of natural deep water harbors and
alternative port locations across the U.K. Moreover, the
construction of new facilities is very capital-intensive, and
environmental restrictions on port expansions have become more
stringent. Expanding capacity at an existing port is therefore
quicker and cheaper than developing any green-field project.

Ownership within the U.K. ports sector is also concentrated; it
is largely held by five major investor groups. These account for
57% of all U.K. port traffic by volume, increasing barriers to
entry for potential new entrants.

Competitive Position
Many of the factors that contributed to S&P's assessment of low
industry risk (high barriers to entry, concentrated market, and
the mature nature of the sector) also limit competition in the
port sector. In S&P's view, the following factors support PD
Portco's adequate competitive position:

-- Strong infrastructure: Teesport has good hinterland
    connections that are crucial for attracting port
    transportation traffic to the northeast of England. Teesport
    has free access to the sea, with no tidal restrictions and no
    lock gates.

-- Ongoing investments: The costs of the third and final phase
    of the project to deepen and improve Quay No. 1 will be
    underwritten by MGT Teesside and will appear as positive
    working capital on the cash flow statement and as an asset on
    the balance sheet. This will flow through the profit and loss
    account over the life of the contract. Quay No. 1 will
    deliver a new deck and quay deepened to 14.5 meters that will
    be the deepest port on the east coast of England once
    completed. The quay will be capable of handling fully laden

    Panamax vessels (mid-sized cargo ships that can travel
    through the Panama Canal) with any type of cargo, attracting
    new cargo and income streams.

-- Flexibility in managing costs: Following the liquidation of
    Sahaviriya Steel Industries UK Ltd.'s (SSI UK) operations at
    the port in October 2015, PD Portco's EBITDA was eroded by
    about 25% within a short period of time (see "Various Rating
    Actions Taken In U.K. Corporate Securitization THPA Finance
    Following Performance Review," published on Dec. 3, 2015). In
    response, PD Portco began a cost reduction program in the
    fourth quarter of 2015 that included redeploying its labor
    force from bulk cargo to unitized.

-- Client diversification on progress: Following the decline in
    the steel industry, which led to the loss of some key
    clients, like SSI UK, the borrower has signed long-term
    contracts with new clients, such as MGT Teesside, Trafigura,
    and Tesco. These contracts help it generate new and
    relatively more stable revenue streams, which may ultimately
    strengthen its competitive position.

Profitability

Portco generates its revenue from two sources:

-- Conservancy and property: PD Portco's status as a landlord or
    statutory harbor authority for the Tees river gives it the
    right to collect the conservancy tariffs (toll-like duties)
    payable by ships using the Tess River as far upstream as the
    Newport Bridge, which is the limit of the dredged portion of
    the Tees river. It can also set lease rates for the freehold
    property it owns, which comprises the Teesport Estate, the
    Teesport Commerce Park, Seal Sands, the Hartlepool Dock, and
    the North and South Gares. Conservancy and property revenue
    streams are relatively stable and unrelated to the volumes
    handled by port operations. Port operations and services: PD
    Portco charges cargo companies for the provision of services
    such as berthing, stevedoring, storage, handling, forwarding,
    and dispatch, as well as haulage, freight forwarding,
    stevedoring, warehousing, storage, and distribution. Revenue
    is contractual and more volatile and margins are relatively
    low.

PD Portco's business risk profile strengths are tempered by:

Industry Risk

PD Portco's revenues are correlated with the regional economy,
not the global economy, and are exposed to market forces because
the U.K. port industry is fully privatized. U.K. ports are not
subject to price regulation and tariffs are market-based.
However, this is mitigated by the monopolistic characteristics of
port companies. The company has complete discretion to set
tariffs.

Competitive Position

PD Portco's main disadvantage is its location in a relatively
small and comparatively weak economy and dependence on the
industrial customers focused on mature (petrochemical and oil)
industries.

Scale/Scope/Diversification

-- Limited scale: PD Portco is relatively small and the
    liquidation of SSI UK highlighted its exposure to key
    customers and commodities. According to data from the
    Department for Transport Statistics, between 2014 and 2016
    the aggregate tonnage of imported coal and ores (dry bulks)
    at Tees and Hartlepool fell by 98%, which drove a 52.0%
    decline in imports at the port over the same period.
    Meanwhile, the aggregate tonnage of exported iron and steel
    has fallen by 88.3% between 2014 and 2016, and overall
    traffic by 32.0%. As a result, crude oil represented 57.6% of
    the total tonnage of exports in 2016, up from 50.8% in 2014.

-- Weak geographic diversification: With operations based in the
    northeast of England, PD Portco's geographical reach is
    limited.

-- Customer profile not diverse: Currently, PD Portco's revenues
    show material concentration with certain clients. That said,
    the port has already started diversifying its customer base
    by signing new, longer-term contracts, in particular with MGT
    Teesside and Trafigura. These new contracts will add new
    income streams for the business, as well as leading to
    significant investment in industrial infrastructure on
    Teesport. PD Portco's customer base includes Tesco (since
    2009) and Asda (since 2005), both of which have built
    distribution centers within the Teesport Estate, taking
    advantage of its rail and road links and proximity to the
    Teesport container terminal.

TEES RENEWABLE ENERGY PLANT

In August 2016, PD Portco signed a contract with MGT Teesside for
the construction of a 299MW power station. The biomass power
station is classified as a combined heat and power plant. It is
located on site at Tees Dock, adjacent to Quay No. 1, and will
generate electricity that MGT Teesside will sell to the National
Grid at a guaranteed price. The project has U.K. government
support in the form of a feed-in-tariff contract for difference
over its first 18 years of operation. After 18 years, MGT
Teesside will continue to generate electricity and will sell it
at a market price. The project is partly owned by Macquarie and
Danish pension fund PKA and is the only U.K. project of this
magnitude.

The contracts for the project were signed in August 2016 and the
rent payments began on the signing date. Over the life of the
project, additional income will come from four main sources:

-- A 33-year lease (23 years with the option to extend twice for
    an additional five years each) and a break-clause at year 18.
    During the construction phase, the rent is set contractually
    on a progressive schedule that achieves full rent by 2020.
    During the operations phase, MGT Teesside will pay additional
    rent (adjusted by the retail price index from 2020). On an
    accounting basis, the total revenue over the period will be
    realized (instead of being accounted for on a cash basis) and
    will be amortized down over the 23-year term of the contract.
    To facilitate the import of biomass, MGT Teesside covered the
    construction costs of the third phase of Quay No. 1 along the
    river.

-- A conveyor to move the biomass from the quay to the silos at
    the biomass plant's site will need to pass in front of the
    current harbor office. MGT Teesside is covering the cost,
    subject to a cap, of moving the harbor office.

-- Post-commissioning of the plant, PD Portco will operate the
    ship unloader that moves the biomass over the Quay No. 1 to
    the conveyor under a contracted fee per ton with a volume
    guarantee per year. This will be a low-cost operation,
    resulting in high margins. MGT Teesside will provide the ship
    unloader and PD Portco will operate the loader. All assets
    will belong to MGT Teesside, consequentially PD Portco will
    make no capital investment.

RECENT PERFORMANCE

In the quarter ended June 2017, conservancy EBITDA increased by
33.8% offset by a 5.1% decrease in port operations, causing the
borrower's EBITDA to fall 4.0% to GBP10.0 million from GBP10.4
million in the same quarter a year ago. S&P attributes much of
the improvement in conservancy and property to increased volumes
from key customers, notably Redcar Bulk Terminal, Conoco Philips,
Greenergy, and Chemical Storage. The decline in port operations
needs to be viewed within the context of the marked improvement
in June 2016 that reflected on-time cost-cutting measures
following the closure of SSI UK and a GBP0.8 million in lower
costs due to a release of damage and rates accruals.

Comparing the most recent results against those from the quarter
that ended September 2015 (i.e., before SSI UK ceased operations)
and the quarter that ended December 2015 (after SSI UK ceased
operations), the June 2017 results were ahead of the September
2015 figures. This is mainly because of the cost-cutting
measures, rather than an improvement in top-line figures. Any
improvement in top-line figures would have resulted in an
improvement in the year-over-year change from June 2016, which we
have not observed. PD Portco has increased its EBITDA margin for
the financial year (FY) ending 2016 to 33.7% from 29.6% in FY2015
by exceeding its cost-saving expectations in 2016. Overheads
decreased by about GBP2.4 million per year, outpacing the
original commitment of GBP1 million. Conservancy revenue dropped
only in the second half of FY2015 through FY2016 due to cessation
of the movement of volumes across the Redcar bulk terminal for
SSI UK.

The DSCR is EBITDA-based and has improved over the past year to
1:42:1 from just over the default covenant of 1.25:1. However,
much of the improvement does not reflect a similar trend of
EBITDA over the period. Instead, it reflects the rolling off of
the results from the quarter ended December 2015 that were
flattened by the stoppage of SSI UK's operations and were
weighing down the 12-month aggregate EBITDA.

The net cash flow DSCR (NCDSCR), which reflects maintenance
capital expenditure, has once again fallen below 1.0:1 due to
costs associated with the Quay No. 1 project. PD Portco received
additional funding from the repayment of a subordinated
intercompany loan, cash on balance sheet, grants, and positive
working capital that reflected payments from MGT Teesside.
Neither the EBITDA DSCR nor the NCDSCR restricted payment
conditions have been satisfied.

RATING RATIONALE

THPA Finance's primary sources of funds for principal and
interest payments on the outstanding class A2, B, and C notes are
the loan interest and principal payments from the borrower.
Additionally, amounts from a liquidity facility are available for
the benefit of the class A2 noteholders.

CLASS A2 NOTES

S&P said, "Our cash flow analysis serves to both assess whether
cash flows will be sufficient to service debt through the
transaction's life and to project minimum DSCRs in base-case and
downside-case scenarios. We base our base-case EBIDTA and
operating cash flow projections for the securitized assets and
the company's fair business risk profile on our corporate
methodology. Under our " Global Methodology And Assumptions For
Corporate Securitizations," we determine base-case and downside
EBITDA projections, from which we then apply assumptions for
capital expenditures (capex), pension liabilities, and taxes to
arrive at our projections for the cash flow available for debt
service." For PD Portco, S&P's assumptions were:

-- Maintenance capex: GBP22.9 million for FY2017. Thereafter,
    the minimum requirement of GBP3.75 million is considered as
    per the transaction documents.

-- Working capital: positive GBP11.4 million for FY2017, and
    GBP0.5 million thereafter.

-- Other support: GBP11.9 million in FY2017, and nil thereafter.

-- Development capex: GBP9.5 million in FY2017, and zero
    thereafter.

Base-Case Projections

S&P said, "Our base-case scenario treats the contractual MGT
Teesside project and non-MGT Teesside-based EBITDA separately and
then aggregates their individual projections to arrive at our
base-case EBITDA projection. For the non-MGT Teesside-based
EBITDA projections, we gave credit to growth through the end of
FY2017. No credit is given to the growth after FY2017. We also
assume that the revenue, and therefore EBIDTA, from MGT
Teesside's power station project results in some level of growth
over the life of the contract in both the construction and
operations phase."

S&P established an anchor of 'bbb-' for the class A2 notes based
on:

-- S&P's assessment of PD Portco's fair business risk profile,
    which it associates with a business volatility score of 4;
    and

-- The minimum DSCR achieved in S&P's base-case analysis, which
    considers only operating-level cash flows and does not give
    credit to issuer-level structural features (such as the
    liquidity facility).

Downside Scenario

S&P said, "Our downside DSCR analysis tests whether the issuer-
level structural enhancements improve the resilience of the
transaction under a stress scenario. Given that THPA Finance
falls within the transport infrastructure industry, we applied a
25% decline in non-MGT Teesside-based EBITDA from our base case.
The 25% decline also appropriately addresses the borrower's key
client risk, which is deemed relevant for PD Portco. Our downside
DSCR analysis resulted in a strong resilience score for the class
A2 notes. The combination of a strong resilience score and the
'bbb-' anchor derived in the base-case results in a resilience-
adjusted anchor of 'bbb+' for the class A2 notes."

Lastly, the GBP40 million liquidity facility balance represents a
significant level of liquidity support, measured as a percentage
of the current outstanding balance of the notes it supports,
which is limited to the class A2 notes. Given that the full two
notches above the anchor have been achieved in the resilience-
adjusted anchor, S&P considers a one-notch upward adjustment
warranted as part of our downside analysis.

Modifiers Analysis

As highlighted by the liquidation of SSI UK, which led to an
erosion of about 25% of EBITDA, PD Portco has exposure to key
customers. S&P said, "Although our DSCR analysis suggests an 'a-'
resiliency-adjusted anchor, we have not seen a track record of
improvement that would reduce the key client exposure in a
relatively short period of time and lead us to form the view that
the rating on the class A2 notes will be stable at this level.
Therefore, a one-notch reduction in the resilience-adjusted
anchor has been applied in our modifiers analysis."

At the same time, the rating on the class A2 notes is constrained
by the bank account provider, National Westminster PLC, which is
rated at 'BBB+'. That said, this has no impact on the current
ratings, which reflect the asset-specific credit analysis
described above.

CLASS B AND C NOTES

S&P said, "In corporate securitization transactions, one of our
primary assumptions is that the issuer can survive the borrower's
insolvency without defaulting. To make such an assumption, we
typically expect an appropriately sized liquidity facility
available to the issuer. This will enable the issuer to make
timely payments to the noteholders and will account for any other
obligations that rank senior in the waterfall to the notes during
any workout period following the borrower's insolvency and the
appointment of an administrative receiver."

The class B and C notes do not have the benefit of a liquidity
facility.

Given that the class B and C notes do not benefit from the
structural enhancements that S&P typically looks for as
mitigating factors to the borrower's operational risks, the
potential rating uplift for the class B and class C notes above
the creditworthiness of the borrowing group (PD Portco Ltd.) is
constrained.

OUTLOOK

S&P said, "A change in our assessment of the company's business
risk profile would likely lead to a rating action on the class A2
notes. We would require higher/lower DSCRs for a weaker/stronger
business risk profile to achieve the same anchor."

UPSIDE SCENARIO

S&P said, "We could consider raising the business risk profile if
PD Portco's operating performance is better than currently
expected and supports an increase in funds from operations to
debt to above 12%, while allowing the borrower to cover its capex
needs without parental support. We may also consider raising the
business risk profile if PD Portco diversified its customer base
by gaining new clients outside the commodity sector, leading to
an improvement in the annual EBITDA to above GBP45 million."

DOWNSIDE SCENARIO

S&P said, "We could also lower our ratings on the class A2 notes
if our minimum projected DSCR, as it relates to the class A2
notes, falls below 1.30:1 in our base-case scenario, or if we
were to lower the business risk profile to weak from fair. This
could occur if the group faces significant customer losses or
lower revenue per customer, resulting in adjusted EBITDA margins
falling below 30%."

RATINGS LIST

THPA Finance Ltd.
  GBP305 Million Fixed- And Floating-Rate Asset-Backed Notes

  Ratings Affirmed

  A2             BBB+ (sf)
  B              B+ (sf)
  C              B+ (sf)


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


* BOOK REVIEW: Oil Business in Latin America: The Early Years
-------------------------------------------------------------
Author: John D. Wirth Ed.
Publisher: Beard Books
Softcover: 282 pages
List price: $34.95

Review by Gail Owens Hoelscher

Buy a copy for yourself and one for a colleague on-line at
http://is.gd/DvFouR

This book grew out of a 1981 meeting of the American Historical
Society. It highlights the origin and evolution of the stateowned
petroleum companies in Argentina, Mexico, Brazil, and
Venezuela.

Argentina was the first country ever to nationalize its
petroleum industry, and soon it was the norm worldwide, with the
notable exception of the United States. John Wirth calls this
phenomenon "perhaps in our century the oldest and most
celebrated of confrontations between powerful private entities
and the state."

The book consists of five case studies and a conclusion, as
follows:
* Jersey Standard and the Politics of Latin American Oil
Production, 1911-30 (Jonathan C. Brown)
* YPF: The Formative Years of Latin America's Pioneer State
Oil Company, 1922-39 (Carl E. Solberg)
* Setting the Brazilian Agenda, 1936-39 (John Wirth)
* Pemex: The Trajectory of National Oil Policy (Esperanza
Duran)
* The Politics of Energy in Venezuela (Edwin Lieuwen)
* The State Companies: A Public Policy Perspective (Alfred
H. Saulniers)

The authors assess the conditions at the time they were writing,
and relate them back to the critical formative years for each of
the companies under review. They also examine the four
interconnecting roles of a state-run oil industry and
distinguish them from those of a private company. First, is the
entrepreneurial role of control, management, and exploitation of
a nation's oil resources. Second, is production for the private
industrial sector at attractive prices. Third, is the
integration of plans for military, financial, and development
programs into the overall industrial policy planning process.
Finally, in some countries is the promotion of social
development by subsidizing energy for consumers and by promoting
the government's ideas of social and labor policy and labor
relations.

The author's approach is "conceptual and policy oriented rather
than narrative," but they provide a fascinating look at the
politics and development of the region. Mr. Brown provides a
concise history of the early years of the Standard Oil group and
the effects of its 1911 dissolution on its Latin American
operations, as well as power struggles with competitors and
governments that eventually nationalized most of its activities.
Mr. Solberg covers the many years of internal conflict over oil
policy in Argentina and YPF's lack of monopoly control over all
sectors of the oil industry. Mr. Wirth describes the politics
and individuals behind the privatization of Brazil's oil
industry leading to the creation of Petrobras in 1953. Mr. Duran
notes the wrangling between provinces and central government in
the evolution of Pemex, and in other Latin American countries.
Mr. Lieuwin discusses the mixed blessing that oil has proven for
Venezuela., creating a lopsided economy dependent on the ups and
downs of international markets. Mr. Saunders concludes that many
of the then-current problems of the state oil companies were
rooted in their early and checkered histories." Indeed, he says,
"the problems of the past have endured not because the public
petroleum companies behaved like the public enterprises they
are; they have endured because governments, as public owners,
have abdicated their responsibilities to the companies."
Jonh D. Wirth is Gildred  Professor of Latin American Studies at
Standford University.



                            *********

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

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

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


                 * * * End of Transmission * * *