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

                           E U R O P E

          Thursday, December 7, 2017, Vol. 18, No. 243


                            Headlines


A R M E N I A

YEREVAN: Fitch Affirms 'B+' Long-Term IDR, Outlook Stable


B U L G A R I A

EUROHOLD BULGARIA: Fitch Rates EUR70MM Sr. Unsecured Notes 'B'


F R A N C E

PICARD BONDCO: Moody's Affirms B2 CFR Following Recapitalization
PICARD GROUPE: S&P Alters Outlook to Negative Amid Refinancing


G E R M A N Y

KINGSWOOD MORTGAGES 2015-1: Moody's Rates Class E Notes 'Ba1'
PLATIN 1425: Moody's Assigns B3 CFR, Outlook Positive
PLATIN 1425: S&P Assigns Preliminary 'B' CCR, Outlook Stable


G R E E C E

WIND HELLAS: S&P Affirms 'B' CCR on Bond Tap, Outlook Stable


I R E L A N D

CVC CORDATUS: Moody's Gives Prov. B2 Rating to Class F Notes
PURPLE FINANCE: Moody's Assigns (P)B2 Rating to Class F Notes
TAURUS 2016-1: Moody's Hikes Rating on Class F Notes to B1


L U X E M B O U R G

MINERVA LUXEMBOURG: S&P Rates 2038 Senior Unsecured Notes 'BB-'


N E T H E R L A N D S

GARDA CLO: Moody's Raises Class F Notes Rating to B2
JUBILEE CDO VII: Moody's Hikes Class E Notes Rating From Ba1


R U S S I A

BELGOROD REGION: Fitch Affirms 'BB' IDRs, Outlook Stable
CHELYABINSK PIPE-ROLLING: Fitch Alters Outlook to Negative
ROSGOSSTRAKH PJSC: S&P Retains 'B' ICR on CreditWatch Developing
SMOLENSK REGION: Fitch Affirms B+ LongTerm IDRs, Outlook Stable


S P A I N

SPAIN: Hedge Fund Managers Mull Suit Over Bankrupt Toll Roads


T U R K E Y

NET HOLDING: Fitch Assigns 'B' Long-Term IDR, Outlook Stable


U K R A I N E

FERREXPO PLC: Moody's Affirms Caa1 CFR & Alters Outlook to Pos.


U N I T E D   K I N G D O M

ACORN LIGHTING: Enters Into Company Voluntary Arrangement
DIRECT LINE: Moody's Rates Tier 1 Convertible Notes 'Ba1(hyb)'
LBS HORTICULTURE: Creditors Set to Vote on CVA on December 11
MONARCH AIRLINES: Collapse Hits Saga's Full-Year Pretax Profit
NIGHTINGALE FINANCE: Moody's Withdraws Ca Rating on Class 1 Bond

TOYS R US: Confirms Closure of 26 Stores in UK as Part of CVA


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A R M E N I A
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YEREVAN: Fitch Affirms 'B+' Long-Term IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed Armenian City of Yerevan's Long-Term
Foreign- and Local-Currency Issuer Default Ratings (IDRs) at 'B+'
with Stable Outlooks and Short-Term Foreign-Currency IDR at 'B'.

KEY RATING DRIVERS

Yerevan's ratings are constrained by those of Armenia (B+/Stable),
in particular, the country's institutional framework for local and
regional governments, which Fitch assesses as weak. The ratings
also factor in the city's capital status, satisfactory budgetary
performance, supported by steady transfers from the central
government, and zero debt.

Fitch expects the city to continue posting satisfactory fiscal
performance with a lower single-digit operating margin in 2017-
2019 (2016: 1.6%). The city's operating margin decrease is due to
negative shocks resulting from the protracted slowdown of
Armenia's economy in 2014-2015. Fitch projects a likely margin
consolidation at this level. Fitch also expects Yerevan to run
close to balanced budget in 2017-2019 in line with historical
result (2012-2016: average deficit 0.15%).

Yerevan's interim fiscal performance was satisfactory, with a
surplus before debt variation of 4% of total revenue at end 9M17
(2016: surplus 1.5%). This was driven by spending 53% of annually
appropriated expenditure, while collected revenue was 56% of the
annual budgeted figures. Fitch notes that the city's expenditure
is likely to accelerate in 4Q17, bringing fiscal performance
closer to the previously projected minor deficit.

According to Fitch base case scenario, the city will continue
receiving financial support from the central government in line
with its historical track record, as current transfers averaged
74% of the city's operating revenue in 2012-2016.

The city's interim capex by end-3Q17 was in line with 2015-2016,
at 7% of total expenditure (2016: 7%). Fitch projected lower capex
than the track record of recent years (2012-2014: average 24%),
reflecting the completion of sizeable infrastructure investments
in 2012-2014. Most capex is funded by central government transfers
and donor grants. Fitch expects the city to continue low capex
trend (about 7%-9% of total spending), to be funded by asset sales
and capital transfers from the central government.

As of end-September 2017, the city was free from any debt or
guarantees. Yerevan has maintained debt-free status since forming
a community in 2008. Statutory provisions of the national legal
framework guiding debt or guarantees issuance restrict the city
from incurring significant debt. The city's interim liquidity
position was healthy, with cash of AMD2.5 billion as of October 1,
2017 (2016: AMD1.4 billion). The city holds its cash in treasury
accounts as deposits with commercial banks are prohibited under
the legal framework.

Yerevan is likely to benefit from economic recovery in Armenia. In
its macro forecast, Fitch expects full-year growth of the national
economy at about 3.4% yoy in 2017 and 3.6% in 2018. As the
country's capital and most populated city, Yerevan is Armenia's
largest market with a developed services sector. At the same time,
Yerevan's wealth metrics remain relatively modest in the
international context as Fitch estimate Armenia's 2016 GDP per
capita at USD3,490.

RATING SENSITIVITIES

Changes to the sovereign ratings will be mirrored on the city's
ratings, as Yerevan is capped by the ratings of Armenia.

In the absence of sovereign downgrade a significant deterioration
of fiscal performance or material growth in direct risk, would
lead to a downgrade.



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B U L G A R I A
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EUROHOLD BULGARIA: Fitch Rates EUR70MM Sr. Unsecured Notes 'B'
--------------------------------------------------------------
Fitch Ratings has assigned Eurohold Bulgaria AD's (Eurohold)
EUR70 million senior unsecured notes a 'B'/'RR4' rating.

The notes are rated in line with Eurohold's Issuer Default Rating
(IDR). Fitch applied a tailored recovery analysis for the group,
which resulted in a bespoke Recovery Rating to replace the
baseline recovery assumption for debt obligations of the issuer.
The recovery analysis, based on a going concern approach, resulted
in a Recovery Rating of 'RR4' for senior unsecured debt issued
under Eurohold's euro medium term note (EMTN) programme, leading
to no notching between the IDR and the debt rating.

KEY RATING DRIVERS

The notes have been issued under Eurohold's EUR200 million EMTN
programme with a fixed coupon of 6.5% per annum and a term to
maturity of five years.

The notes constitute direct, unconditional, and unsecured
obligations of Eurohold and rank pari passu without any preference
among themselves with all present and future outstanding unsecured
and unsubordinated obligations of Eurohold.

The payment of principal and interest in respect of the notes are
unconditionally and irrevocably guaranteed by Euroins Insurance
Group AD, the holding company for Eurohold's insurance operations.
The obligations of the guarantor under the guarantee are direct,
unconditional and unsecured obligations and rank pari passu and
without any preference among themselves with all present and
future unsecured obligations of the guarantor.

Fitch expects the issue to be neutral for Eurohold's financial
leverage as the notes have been issued to refinance existing debt.
Eurohold's fixed charge coverage ratio could improve as a result
of lower interest expense on the new debt.

RATING SENSITIVITIES

The notes' rating is subject to the same sensitivities that may
affect Eurohold's Long-Term IDR.

Fitch currently rates Eurohold as follows

- Eurohold Bulgaria AD: IDR 'B'; Outlook Stable
- Euroins Romania Asigurare Reasigurare: Insurer Financial
   Strength Rating 'BB-'; Outlook Stable



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F R A N C E
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PICARD BONDCO: Moody's Affirms B2 CFR Following Recapitalization
----------------------------------------------------------------
Moody's Investors Service has affirmed French frozen food retailer
Picard Bondco S.A.'s B2 corporate family rating (CFR) and B1-PD
probability of default rating (PDR). Concurrently, Moody's has
assigned provisional (P)B2 rating to the new EUR1,190 million
senior secured floating rate notes (FRNs) due 2023 at Picard
Groupe S.A.S level and a provisional (P)Caa1 rating to the new
EUR310 million senior unsecured notes due 2024 at Picard Bondco
S.A. level. The outlook on all ratings is stable.

Net proceeds from the new notes will be used to (1) fully repay
the existing senior secured FRNs and senior unsecured notes, (2)
repay EUR222 million of outstanding PIK notes at Picard PIKco SA
(outside the restricted group), and (3) fund a distribution to
shareholders of approximately EUR110 million. The ratings on the
existing senior secured FRNs and senior unsecured notes will be
withdrawn upon completion of the transaction.

Moody's issues provisional ratings in advance of the final sale of
securities and these ratings reflect Moody's preliminary credit
opinion regarding the transaction only. Upon a conclusive review
of the final documentation, as well as the final terms of the
transaction, Moody's will endeavour to assign definitive ratings
to the new debt instruments. A definitive rating may differ from a
provisional rating.

"The affirmation of Picard's CFR at B2 balances the high pro-forma
Moody's-adjusted debt/EBITDA ratio of 7.0x as of September 2017
with the company's resilient business profile and good track
record of solid free cash flow generation", says Eric Kang, a
Moody's analyst.

RATINGS RATIONALE

The weakly positioned B2 CFR with a stable outlook reflects the
high Moody's-adjusted debt/EBITDA ratio of 7.0x as of September
2017 and pro-forma for the envisaged capital structure, partially
offset by Moody's expectation of slight EBITDA growth and strong
free cash flow generation in the next 12 to 18 months. The ratings
are also supported by Picard's resilient business profile as
reflected by broadly stable like-for-like sales growth and margins
in the context of a declining French frozen food market as well as
increased store density in France's large cities.

Moody's expects Picard's profitability to continue improving in
the next 12 to 18 months mainly driven by low single digit revenue
growth aided by new store openings in France as well as the
continuation of its strong innovation strategy to support like-
for-like sales growth. Furthermore, Moody's understands that the
company will continue to adopt a prudent strategy with respect to
its international expansion and hence, the rating agency does not
expect the company's international operations to meaningfully
contribute to EBITDA growth in the next 12 to 18 months.

Moody's also expects Picard to generate free cash flow of above
EUR50 million per annum in the next 12 to 18 months driven by its
expectation of slightly improving EBITDA, limited change in
working capital needs, lower interest costs despite the increased
amount of financial debt because of the lower blended cost of debt
for the new capital structure, and capital expenditure of around
3% of total sales. Capex will mainly be invested in the French
operations and relate to continuation of the stores remodeling
program, new stores openings, new initiatives such as the Snack
Bar concept and IT investments including digital offering.

Picard generated like-for-like sales growth of 1.6% in France in
the first half of its fiscal year ending March 2018 mainly driven
by a higher average basket size. Total sales grew by 3.5% driven
by new store openings in France and international partnerships
notably with Ocado Group plc (Ba3 stable) in the UK. On the other
hand, reported EBITDA declined by 4.9% or EUR3.3 million mainly
due the EUR4.6 million provision related to an ongoing dispute on
social charges payments in France. Moody's does not include the
provisions in its adjusted EBITDA calculation because it relates
to several periods and include penalties. However, in the event
the company's appeal is not successful, this would result in
higher personnel expenses of around EUR2 million per annum going
forward.

LIQUIDITY PROFILE

Moody's considers the company's liquidity position to be good.
Although cash balances will be nil as of September 2017 and pro-
forma for the transaction, Moody's expects a rapid rebuild of the
cash position through positive free cash flow generation in the
third quarter of the current financial year driven by higher
EBITDA due to Christmas trading and strong seasonal working
capital inflow.

The company will also have access to a new undrawn covenant-lite
revolving credit facility (RCF) of EUR30 million due 2023.

STRUCTURAL CONSIDERATIONS

The FRNs are rated (P)B2, at the same level as the CFR, because of
the limited quantum of subordinated debt in the overall debt
structure as well as the FRNs weak security and guarantee package.
The FRNs are expected to be guaranteed by material subsidiaries
representing 85% of total EBITDA and secured by certain
intellectual property rights of Picard SurgelÇs in addition to
shares, material intercompany receivables and material bank
accounts of these subsidiaries. However, the obligations of these
guarantors will be capped at up to EUR20 million.

The senior unsecured notes are rated (P)Caa1, two notches below
the B2 CFR, reflecting their subordination to the FRNs. The senior
unsecured notes will not be guaranteed by operating companies with
material EBITDA generation.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that Picard will
be able to maintain its current profitability levels and generate
strong free cash flow despite the competitive trading environment
in France as well as continue adhering to its cautious approach in
terms of cost control and store expansion, both in France and
internationally.

WHAT COULD CHANGE THE RATING -- UP / DOWN

While unlikely in the near term given the weak rating positioning
in the B2 rating category, positive pressure on the rating could
materialise if Picard's Moody's-adjusted debt/EBITDA ratio falls
sustainably towards 5.5x while maintaining its current operating
performance and a solid liquidity profile including positive free
cash flow.

Downward rating pressure could materialise if operating
performance or free cash flow generation weaken, resulting in a
Moody's- adjusted debt/EBITDA remaining sustainably at 7.0x or
above, or if liquidity concerns develop.

PRINCIPAL METHODOLOGY

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

Picard is a leading specialist retailer of its own private-label
frozen foods in France. The company reported revenues of EUR1.4
billion for the fiscal year ended 31 March 2017.


PICARD GROUPE: S&P Alters Outlook to Negative Amid Refinancing
--------------------------------------------------------------
S&P Global Ratings said that it revised its outlook on French
frozen food retailer Picard Groupe S.A.S. to negative from stable
and affirmed its 'B+' long-term corporate credit rating on the
group.

S&P said, "At the same time, we affirmed our 'B+' issue rating on
the group's EUR772 million senior secured notes due 2019 issued by
Picard Groupe S.A.S. The recovery rating on the notes was revised
to '3' from '2', indicating our expectation of about 65% recovery
(revised from 75%) in the event of a default. We also affirmed our
'B-' issue rating on the EUR428 million senior unsecured notes due
2019 issue by Picard Bondco S.A. and to the payment-in-kind (PIK)
notes. The recovery rating on these notes remains unchanged at
'6', indicating our expectation of about zero recovery in the
event of a default.

"In addition, we assigned our 'B+' issue rating to the group's
proposed EUR1.19 billion senior secured notes due 2023 issued by
Picard Groupe S.A.S. The recovery on these notes is 4, indicating
our expectation of 45% recovery in the event of a payment default.
We also assigned our 'B-' issue rating to the proposed  EUR310
million senior unsecured notes due 2024 issued by Picard Bondco
S.A. The recovery rating on these notes is '6', indicating our
expectation of zero recovery in the event of a payment default.

"The ratings on the proposed instruments are subject to the
successful completion of the transaction, including receipt of the
final documentation. If the refinancing transaction does not
complete or the scope of the transaction departs materially from
the current plan, we reserve the right to withdraw or revise our
ratings. On completion of the refinancing and repayment, we will
withdraw the issue ratings on the EUR772 million senior secured
notes due 2019, the EUR428 million senior unsecured notes due
2019, and the PIK instrument.

"Our revision of the outlook on Picard follows the announcement
that it will issue EUR1.19 billion of senior secured floating-rate
notes and an additional EUR310 million fixed-rate notes to
refinance its existing debt (senior notes of EUR1.2 billion and
its  EUR222 million PIK instruments) and pay a  EUR110 million
dividend to its shareholders.

"We believe that the dividend payment and the replacement of the
PIK instruments by cash pay debt signals a more aggressive
financial policy by the shareholders. In the absence of an
explicit commitment to a more conservative financial policy and in
the context of a lack of visibility on the shareholders'
intentions as regards their investment in the Picard group, we
believe the re-leveraging of the company is material and will
lower the company's headroom to accommodate any material weakening
of the operating performance. We forecast that the proposed
transaction will increase Picard's estimated S&P Global Ratings-
adjusted leverage for full-year 2018 from 6.5x in our previous
base case (including the PIK instrument) to 6.9x.

"We continue to regard Picard's business risk profile as fair
albeit at the higher end of the category, underpinned by the
group's track record of resilient operating performance and niche
positioning, which offsets its small size and lack of geographic
diversity. Picard is the leading frozen food retailer in France,
with 985 stores across the country and an about 19% market share.

"The group is highly exposed to the weak trading environment in
France and high competitive pressure, as major grocers
increasingly focus on competitive pricing and expanding their
convenience store network. This has explained the group's weak
like-for-like sales growth since 2012. That said, we acknowledge
that Picard has increased its market share in 2016 by 30 basis
points (bps) through product innovation, store remodeling, and
digital communication. In addition, the group is implementing
several initiatives to boost organic growth, through new product
offerings or concepts such as the snack bars, or through the
implementation of new commercial strategy focused on optimizing
promotional periods and increasing customer outreach. These
measures, together with Picard's established market position in
France and a track record of sound execution, should support our
estimate of 1.5% organic sales growth for fiscal-year 2018 (ending
March 31, 2018)."

Picard's business model is in line with current consumption and
consumer shopping trends. Its stores are positioned in the
proximity and convenience segment and cater to relatively urban
and well-off customers. The company sells a wide range of
innovative private labels under the Picard brand, which has a
favorable price and quality perception. On the downside, S&P
believes that this umbrella brand approach makes Picard more
vulnerable to any potential food-safety and supply-chain issues.

"High-quality food at affordable prices has built a strong Picard
brand and a loyal customer base. This enables the group to achieve
a superior adjusted EBITDA margin of about 18% and strong cash
flow generation.  The group has relatively low capital expenditure
(capex) requirements, which have averaged 3% of sales over the
past five years. Furthermore, a structurally negative working
capital requirement generates a small cash inflow when Picard adds
new stores to its network.

"We believe that Picard's proposed issuance of  EUR1.5 billion of
financial debt is a sizable amount, given its operating scale.
Furthermore, our adjusted debt calculation also captures
operating-lease commitments, the net present value of which we now
estimate at about  EUR249 million as of March 31, 2017, in line
with our previous review.

"Our view of the group's financial risk is also constrained by our
assessment of the shareholder's financial policy. Private equity
sponsor Lion Capital has been invested since 2010, and the
minority shareholder Aryzta, holding a 49% stake, has publicly
mentioned that it may consider disposing of its stake in the near
future. Therefore, we see limited commitment from the current
shareholders to deleverage the business on a sustainable basis.

"Our rating on Picard also incorporates a one-notch positive
adjustment, reflecting the group's above-average profitability and
moderate capex, translating into a strong and steady free
operating cash flow (FOCF) in excess of EUR40 million annually, as
well as a comfortable liquidity buffer."

In S&P's base case, it assumes:

-- The retail industry is correlated to GDP, consumer spending
    and unemployment growth, although food retail is the least
    discretionary spending.

-- S&P forecasts moderate GDP growth in France, albeit
    accelerating from 1.1% in 2016 to 1.7% in 2017 and 2018, as
    labor demand strengthens on the back of measures introduced
    by the former government. S&P assumes that the new
    government will continue to gradually pursue growth-enhancing
    reforms. Consumption growth in real terms should remain
    around 1.5% in 2017 and 2018, while S&P forecasts that
    France's consumer price index inflation will pick up in 2017
    and 2018 to about 1.3%, from 0.3% in 2016.

-- These macroeconomic conditions should support the top line
    with 1%-3% revenue growth over the next two years, although,
    in S&P's view, competitive conditions in the food retail
    market and the potential for cost inflation could constrain
    any meaningful uplift in the group's margins.

-- S&P said, "We expect Picard's revenue growth to be around 3%
    in fiscal 2018 from  EUR1.398 billion in fiscal 2017, mainly
    driven by about 24 new store openings in France and six
    overseas openings, including both own stores and franchises.
    We anticipate slightly lower revenue growth in fiscal 2019,
    at around 2.5%, on the back of slower network expansion. We
    expect like-for-like sales growth to remain moderate in both
    years, at around 1.5%, due to high price competition among
    grocers in France. Still, we expect like-for-like growth to
    be supported by the roll-out of Picard's offer
    diversification initiatives such as organic foods, wine, and
    snack bars."

-- A stable adjusted EBITDA margin of around 18% in fiscals 2018
    and 2019. S&P expects the competitive pressure on Picard's
    profitability could to some extent be mitigated by gross
    margin enhancement through product mix and negotiation with
    suppliers, as well as cost-saving measures.

-- Moderate increase in capex to about EUR45 million in fiscal
    2018 and fiscal 2019 (compared with  EUR38 million in fiscal
    2017) driven by higher network expansion and IT-related
    expenses. S&P expects capex not to exceed about 3% of sales.

Based on these assumptions and taking into account the
aforementioned adjustments, S&P forecasts the following credit
metrics for financial years 2018 and 2019:

-- An adjusted debt-to-EBITDA ratio of about 6.9x in full-year
    2018 from the 6.5x originally anticipated in S&P's July 2017
    base case, moderately decreasing to 6.6x in fiscal 2019.

-- Reported FOCF of about  EUR45 million in fiscal 2018,
    remaining stable thereafter.

-- An EBITDAR to cash interest plus rent coverage ratio of about
    2.2x for the next two years.

-- An adjusted FOCF to debt of 6.3% in 2017-2018, growing to
    7.2% in 2018-2019.

S&P said, "The negative outlook reflects our view that the
proposed refinancing, leading to an increase in adjusted debt to
EBITDA to around 6.9x, signals a more aggressive financial policy
by the current shareholders, notably given the replacement of the
group's PIK instrument by an additional amount of  EUR310 million
unsecured cash paid debt and  EUR110 million exceptional dividend
distribution.

"We acknowledge that, due to the current favorable interest rate
environment, the transaction could result in an improvement of
cash coverage ratios and in particular EBITDAR cash interest
coverage that we anticipate will remain above 2x. That said, we
have limited visibility on the current shareholder's investment
horizon nor an explicit commitment to a leverage target.

"We could lower our ratings if Picard's operating performance is
materially lower than our current expectation, leading to our
adjusted debt to EBITDA remaining around 7x, EBITDAR cash interest
coverage weakening toward 1.8x, and FOCF lower than our current
anticipation. This could result from a combination of an economic
downturn in France, intensified price competition in the French
grocery market, a food safety scare damaging its brand reputation,
a supply chain disruption, or an inability to pass on increase in
labor costs and food inflation to customers.

"We could also lower the ratings if the current owners increase
leverage further to accommodate shareholder returns.

"We currently consider an upgrade unlikely over the next few
years, given Picard's modest size and diversity combined with its
high leverage. However, we could raise the ratings if, on the back
of strong reported FOCF generation, Picard reduces its leverage
such that our adjusted debt to EBITDA improves to below 5x on a
sustainable basis."

An upgrade would also be contingent on the management and the
financial sponsor demonstrating a commitment to a conservative
financial policy.



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G E R M A N Y
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KINGSWOOD MORTGAGES 2015-1: Moody's Rates Class E Notes 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of Class B, C,
D and E notes in Kingswood Mortgages 2015-1 plc. Moody's also
affirmed the rating of the Class A notes in this transaction. The
rating action reflects:

- better than expected collateral performance

- the increased levels of credit enhancement for the affected
   notes.

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

Issuer: Kingswood Mortgages 2015-1 plc

-- EUR138.57M Class A Notes, Affirmed Aaa (sf); previously on Jul
    17, 2015 Definitive Rating Assigned Aaa (sf)

-- EUR19.22M Class B Notes, Upgraded to Aaa (sf); previously on
    Jul 17, 2015 Definitive Rating Assigned Aa1 (sf)

-- EUR7.39M Class C Notes, Upgraded to Aaa (sf); previously on
    Jul 17, 2015 Definitive Rating Assigned A2 (sf)

-- EUR5.36M Class D Notes, Upgraded to Aa2 (sf); previously on
    Jul 17, 2015 Definitive Rating Assigned Baa3 (sf)

-- EUR6.1M Class E Notes, Upgraded to A1 (sf); previously on Jul
    17, 2015 Definitive Rating Assigned Ba1 (sf)

RATINGS RATIONALE

The rating action is prompted by:

- decreased key collateral assumptions, namely the portfolio
   Expected Loss (EL) assumption due to better than expected
   collateral performance

- deal deleveraging resulting in a very fast increase in credit
   enhancement for the affected tranches.

Revision of Key Collateral Assumptions:

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

The performance of the transaction has continued to be stable over
the last year. 90 days plus arrears currently stand at 1.42% of
current pool balance compared to 1.33% in October 2016. Cumulative
defaults currently stand at 0.67% of original pool balance up from
0.35% a year earlier.

Moody's decreased the expected loss assumption to 8.7% as a
percentage of original pool balance from 10.5% due to the
improving performance. Moody's kept the MILAN CE assumption
unchanged at 27%.

Increase in Available Credit Enhancement

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

For instance, the credit enhancement for the most senior tranche
affected by rating action, class A, increased to 74.9% from 29.9%
since closing. Credit enhancement for the most junior tranche
affected by rating action, class E, increased to 29.4% from 10.7%
since closing. The pool factor currently stands at 42%.

This large deleveraging is due to high prepayments observed over
the last year: CPR has reached a peak at 64.9% in October 2017.
This is explained by the large proportion of loans in the
portfolio reaching their interest revision date in 2017 and for
which the borrowers have decided to refinance or repay.

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

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

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, and (2) deleveraging of the
capital structure.

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


PLATIN 1425: Moody's Assigns B3 CFR, Outlook Positive
-----------------------------------------------------
Moody's Investors Service has assigned a first-time B3 corporate
family rating (CFR) and a probability of default rating (PDR) of
B3-PD to Platin 1425. GmbH, an intermediate holding company of
Schenck Process Holding GmbH (Schenck Process) following the
proposed acquisition by Blackstone. Concurrently, Moody's has
assigned a provisional (P)B3 rating to the proposed EUR425 million
senior secured notes maturing 2023, to be raised by Platin 1426.
GmbH, a direct subsidiary of the intermediate holding company. The
outlook on all ratings is positive.

Moody's issues provisional ratings in advance of the final sale of
securities. Upon closing of the transaction and a conclusive
review of the final documentation, Moody's will endeavor to assign
definitive ratings. Definitive ratings may differ from provisional
ratings.

"The assigned B3 Corporate Family Rating with a positive outlook
balances the group's very high initial leverage pro-forma of the
proposed notes issuance, its relatively small size but good end-
customer diversification and fairly solid entry barriers owing to
its established leadership position and long-standing customer
relationships", says Oliver Giani, Moody's lead analyst for
Schenck Process.

RATINGS RATIONALE

Platin 1425. GmbH's B3 corporate family rating (CFR) reflects: (1)
the small size of the group with total revenues of around EUR550
million in the twelve months ended September 2017, (2) the high
cyclicality of the majority of its end markets with a sizeable
exposure to the investment cycle of customers and capacity
utilization levels impacting its aftermarket and services
businesses, and (3) the group's highly leveraged capital
structure, exemplified by a pro-forma Moody's-adjusted gross
debt/EBITDA of 6.6x for the LTM period ended September 2017.

At the same time, the rating is supported by Schenck Process' (1)
good end-customer industry and geographic diversification, (2)
asset-light business model and flexible cost structure
(approximately 75% of total costs are variable) which enabled the
group to protect very solid margins and remain free cash flow
generative historically, even during times of economic stress; (3)
a high share of aftermarket business which mitigates a decline in
new equipment business and which contributes more than 80% of
EBITDA; and (4) fairly solid entry barriers owing to its
established leadership position and long-standing customer
relationships, although the low capital intensity of operations
does not create a significant hurdle to replicate Schenck Process'
business.

LIQUIDITY

Following the closure of the proposed transaction, Moody's
consider the liquidity of Schenck Process as adequate. Moody's
expect that the company's liquidity sources including cash on
hand, an anticipated undrawn revolving credit facility following
the successful refinancing and funds from operations totaling
approximately EUR110 million are sufficient to cover its liquidity
needs such as working cash, working capital outflow and capital
expenditures together amounting to approximately EUR42 million.

STRUCTURAL CONSIDERATIONS

In Moody's loss-given-default (LGD) analysis, Moody's have ranked
the group's RCF first which benefit from first priority ranking
and second the proposed EUR425 million senior secured notes which
share the same guarantors. Consistent with Moody's methodology
Moody's have also modeled trade payables, lease rejections claims
and pension obligations in line with the senior ranking of the
notes. Given the absence of material priority as well as junior
claims, the senior secured notes are therefore rated in-line with
the CFR at (P)B3.

RATING OUTLOOK

The positive outlook reflects Moody's view that the group's credit
profile and rating positioning will solidify over the next two
years, driven by improved EBITA margins and growth in adjusted
EBITDA, enabling Schenck Process to reduce its Moody's-adjusted
leverage towards a level of around 6.0x debt/EBITDA by year-end
2018. The positive outlook further recognizes the group's adequate
liquidity position and expected positive free cash flow generation
in the range of EUR30-40 million per annum.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's might consider an upgrade, if (1) leverage is reduced to
around 6x Moody's-adjusted gross debt/EBITDA, and (2) the company
consistently generates positive free cash flow.

The ratings could be downgraded, if (1) earnings decline compared
with Moody's base case which assumes a moderate revenue growth of
3% and an EBITA margin of around 12.5-13.5% for the 2017-18
period, (2) failure to reduce Moody's-adjusted leverage towards
6.5x debt/EBITDA over the next two years, or (3) if the company
was not able to generate positive free cash flow.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.

Headquartered in Darmstadt, Germany, Schenck Process is one of the
world's largest providers of industrial weighing, screening,
conveying, automation, filtration and loading/transportation
equipment. In September 2017, IK Investment Partners, which held a
majority stake since 2007, signed an agreement with Blackstone
regarding the acquisition of the group.

In the 12 months through September 30, 2017, Schenck Process
generated EUR551 million of group sales and reported EBITDA (as
adjusted by Schenck Process) of approximately EUR82.4 million
(margin: 15.0%) excluding restructuring charges and around EUR62.4
million (11.3%) post restructuring charges.


PLATIN 1425: S&P Assigns Preliminary 'B' CCR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings said that it had assigned its preliminary 'B'
long-term corporate credit rating to Platin 1425. GmbH, a holding
company of German measuring technology firm Schenk Process. The
outlook is stable.

S&P said, "At the same time, we assigned a preliminary 'B' issue
rating to its proposed EUR425 million senior secured notes, issued
by Platin 1426. GmbH. The preliminary recovery rating on these
senior secured notes is '4', indicating our expectation of average
recovery (rounded estimate: 30%) in the event of payment default.

"All the ratings depend on our review of the final transaction
documentation. If we do not receive the final documentation within
a reasonable time frame, or if the final documentation departs
from materials we have reviewed, we reserve the right to withdraw
or revise our ratings. Potential changes include, but are not
limited to, the use of proceeds, interest rate, maturity, size,
and financial and other covenants."

Schenck Process is one of the leading providers of measuring
technology based in Germany. The group offers weighing, feeding,
screening, and automation solutions for various industries
globally, including mining, cement, chemical, metals, and food.
Schenck Process maintains a diversified customer base and broad
geographic diversification of both production facilities and sales
generation. In 2016, the company generated EUR516 million in
revenues and reported EBITDA of EUR37 million, which was affected
by charges related to cost-efficiency measures.

S&P said, "We view Schenck Process Group as a niche player,
exposed to highly cyclical markets in the metals and mining
industry, as well as the industry's fragmentation, with the result
that Schenk Process competes with a variety of competitors in each
division, which in turn leads to low price-setting power. Overall,
the group has rather limited scale and scope compared with other
companies in the capital goods sector. With the latest recovery in
commodity prices, the operating environment for its clients in the
Minerals and Metals segment has improved. Although the company's
profitability is driven by industry utilization rates rather than
capital expenditure (capex) cycles, we expect that clients will
remain cautious about capex, focusing on existing projects and
limiting capex on new projects."

These weaknesses are mitigated by the group's good geographic
diversification, a diverse customer base with longstanding client
relationships, and leading position in some niche markets (like
mining in Australia). Although Schenck Process is serving cyclical
end markets, it benefits from volumes processed through its
aftermarket business.

S&P said, "We expect that the company will continue to strengthen
its aftermarket business and continue to focus on stable market
segments, which should continue to add stability to earnings and
cash flow. The company's high share of aftermarket sales and
EBITDA has historically translated into a favorable degree of
resilience to cyclical downturns. During the steep economic
downturn of 2008-2009, Schenck Process experienced a lower peak-
to-trough decline in sales and in margins than the industry
average. Over the last two years, Schenck Process has undertaken
considerable restructuring efforts and the related expenses have
burdened the generation of S&P Global Ratings-adjusted EBITDA.
Cost-efficiency initiatives included a meaningful headcount
reduction, as well as closing low-margin and noncore businesses.
We expect these measures to have a positive impact on margins from
2017, and that the S&P Global Ratings-adjusted EBITDA margin
should recover to about 14.5% compared with 7% in 2016.

S&P said, "Furthermore, the group's private-equity ownership
structure by a financial sponsor constrains our financial risk
profile assessment. We expect that Schenck Process' fully S&P
Global Ratings-adjusted debt-to-EBITDA ratio will be at 6x in 2017
and our expectation that it will reduce to below 5.5x from 2018.
The financial risk profile is, however, supported by our
expectation of moderate volatility in Schenck Process' operating
cash flow, our expectation that Schenck Process will be able to
continue generating positive free operating cash flow under our
base case, and maintain healthy cash interest-coverage ratios
above 3x in 2017 and 2018. Our financial risk profile assessment
also incorporates our opinion of the group's adequate liquidity
and covenant headroom of about 40% in the next 12 months.

"The stable outlook reflects our expectation that Schenck Process'
operating and financial performance will be supported by its
sizable aftermarket sales and stabilizing end markets, enabling
the company to generate funds from operations (FFO) cash interest
cover above 2.5x at all times and debt to EBITDA not exceeding
6.0x, accompanied by gradual deleveraging and improvement of key
credit ratios. We further expect the group will be able to
increase EBITDA generation year on year, and no significant
restructuring charges over the next three years.

"We would likely lower the rating if we perceived a weakening of
Schenck Process' business risk profile or deterioration of the
group's operational and financial performance, leading to lower
margins, higher volatility of earnings, and weaker cash flow
generation. We would consider a negative rating action if debt to
EBITDA would reach more than 6.0x or FFO cash interest coverage
fell below 2.5x.

"Prospects for an upgrade are limited, in our view. We could
consider raising the rating if Schenck Process' operating
performance and credit metrics materially strengthen and are on a
clear trend to be in line with our aggressive financial risk
profile category--for example, debt to EBITDA below 5x and FFO to
debt above 15%. This would be subject to our opinion that such
improvement would be sustained by a more conservative financial
policy."



===========
G R E E C E
===========


WIND HELLAS: S&P Affirms 'B' CCR on Bond Tap, Outlook Stable
------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term corporate credit
rating on Crystal Almond Intermediary Holdings Ltd. (CAIH), the
parent of Greek telecom operator Wind Hellas Telecommunications
S.A., and on CAIH's wholly owned financing subsidiary Crystal
Almond S.a.r.l., which S&P considers a core group entity
(together, the group or Wind Hellas). The outlook on both entities
is stable.

S&P said, "We also affirmed our 'B' issue rating on the EUR325
million senior secured notes (including the proposed EUR75 million
tap) issued by Crystal Almond S.a.r.l. The recovery rating on the
notes is '3', reflecting our expectation of 50%-70% recovery
(rounded estimate: 65%) for the secured lenders in the event of a
payment default."

Wind Hellas plans to issue a bond tap of about EUR75 million under
its existing EUR250 million senior secured fixed-rate notes,
bringing the total amount of this facility to EUR325 million. The
company intends to use the proceeds to strengthen its liquidity
position and to fund a potential acquisition. S&P said, "We expect
the increase in debt and cash interest to temporarily weaken Wind
Hellas' credit metrics compared with our previous base case.
However, we forecast solid deleveraging prospects over the next
two years, thanks to quicker-than-anticipated recovery in Wind
Hellas' mobile base and average revenues per user (ARPU); the
ongoing fixed-line investments, which should further boost
revenues; the expected pay-TV product launch in early 2018; and
increased fourth-generation (4G) population coverage in Greece.
Wind Hellas posted solid revenue and EBITDA growth, above our
expectation, in the first nine months of 2017, with revenues
increasing by 3.8% to EUR380.5 million and EBITDA increasing by
more than 15% to EUR76.5 million.

"We understand that Wind Hellas may use some of the proceeds to
bid for Cyta Hellas Telecommunications S.A. (Cyta), which is
currently for sale. We currently do not include any potential
acquisition in our base case, as we do not have sufficient
information. We believe, however, that the acquisition could be
marginally supportive of Wind Hellas' strategy of strengthening
its fixed-line position. In addition, we think such an acquisition
would likely have a marginally positive impact on Wind Hellas'
credit metrics over the medium term, mainly on the back of merger-
related synergies.

"We anticipate that following the bond tap, the adjusted debt-to-
EBITDA ratio will peak at 3.9x by year-end 2017, but expect it
will reduce to 3.6x-3.8x in 2018 and around 3.3x in 2019 on the
back of continued solid EBITDA growth, with potential additional
boost from acquisitions or debt prepayment, which we do not assume
in our base case.

"However, our financial risk profile assessment is primarily
constrained by the group's negative free operating cash flow
(FOCF) generation and the financial sponsor ownership structure.
The group generated negative FOCF in 2014 to 2016, and we
currently do not expect it will generate positive FOCF before
2019. This is primarily due to its plan for large capital
expenditures (capex) to upgrade and expand its networks, as well
as remaining payments for the 2014 spectrum license auction.

"Our adjusted debt measure includes the remaining spectrum license
payments with a discounted value of about EUR30 million for the
renewal of its 1800 megahertz (MHz) band. In October 2017, the
1800 MHz band auction was completed with Wind Hellas acquiring
three blocks (2x5 MHz each) at a total price of EUR59.1 million,
of which EUR23.6 million (40%) was paid in November 2017 and the
remaining EUR35.5 million (60%) will be paid in five equal annual
interest-bearing installments starting November 2021. We also
adjust Wind Hellas' debt for the net present value of
noncancellable operating leases of about EUR130 million.

"Furthermore, we do not deduct cash from gross debt, primarily
because the company is owned by financial sponsors and because of
the still very high country risk and anticipated cash burn.
Despite the bond tap, adjusted leverage remains relatively low for
a financial sponsor-owned group. In addition, the company has
solid interest coverage ratios of 3.2x-3.7x, despite the high
coupon rate of 10% on its notes."

The company's business risk profile is primarily constrained by
our view of very high country risk in Greece, where economic
conditions are challenging; unemployment is very high, likely at
about 22% at year-end 2017; and capital controls are still in
place.

Wind Hellas is continuing the investments in its infrastructure
with fiber and long-term evolution (LTE) rollout. As expected, in
the fixed-line segment, the company has been awarded exclusive
concessions by the regulator for the development of next
generation network (NGN) infrastructure, covering approximately
535,000 lines. The rollout is going as planned, and the commercial
launch started in November 2017.

In its mobile segment, Wind Hellas has increased its 4G population
coverage in Greece to 81%, from 57% in 2015 and 77% in 2016
following the roll out of its own LTE network. In addition, the
network-sharing agreement with Vodafone, which started in 2014 and
covers 2G and 3G so far, will likely be expanded to 4G, as well.
This is currently pending approval from the Greek regulator.

S&P said, "We believe these investments will support both fixed
and mobile operations of Wind Hellas, through higher subscriber
additions from 2018 onward in its fixed-line segment, sustaining
mobile market shares in the future, and improved margins. In
addition, we expect the company's IPTV product, which will be
launched in early 2018, to further support growth and customer
retention in the fixed-line segment.

"We assess that the group is unlikely to default in a hypothetical
sovereign stress scenario. We believe that Wind Hellas' solid cash
balance sheet, its good track record of cost cutting, and the
flexibility in capex investments will protect the group in a
stress scenario.

"In such a stress scenario, we believe that Wind Hellas would be
able to maintain adequate liquidity. We therefore rate Wind Hellas
one notch above the long-term sovereign rating on Greece (B-
/Positive/B).

"The stable outlook reflects our expectation that Wind Hellas will
continue grow its revenues and EBITDA margins over the next 12
months, and maintain adequate liquidity, despite continued cash
burn as it continues to heavily invest in network upgrade and
spectrum renewal.

"We could lower our rating if Wind Hellas does not continue to
grow revenues and margins in 2018, in line with our base case, and
the company's leverage moves to sustainably above 4x and it is not
able to reduce its projected negative FOCF generation. This could
occur if Wind Hellas is not successful in monetizing its
investments and growing its fixed customer base. In addition, we
could lower the rating if its liquidity weakens due to higher cash
burn than anticipated or if debt-financed acquisitions leads to
higher leverage than we anticipate.

"We see rating upside as unlikely over the next 12 months, due to
our expectations of high cash burn. We could take a positive
rating action if Wind Hellas' FOCF turns positive while the
company maintains adjusted debt to EBITDA of less than 4x on a
sustainable basis. This would also require a decline of country
risk in Greece from very high currently, including the lifting of
capital controls and the improvement of economic prospects."



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


CVC CORDATUS: Moody's Gives Prov. B2 Rating to Class F Notes
------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by CVC
Cordatus Loan Fund X Designated Activity Company (the "Issuer"):

-- EUR206,000,000 Class A-1 Senior Secured Floating Rate Notes
    due 2031, Assigned (P)Aaa (sf)

-- EUR30,000,000 Class A-2 Senior Secured Fixed Rate Notes due
    2031, Assigned (P)Aaa (sf)

-- EUR45,600,000 Class B-1 Senior Secured Floating Rate Notes
    due 2031, Assigned (P)Aa2 (sf)

-- EUR10,000,000 Class B-2 Senior Secured Fixed Rate Notes due
    2031, Assigned (P)Aa2 (sf)

-- EUR22,800,000 Class C Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)A2 (sf)

-- EUR21,600,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Baa2 (sf)

-- EUR23,200,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Ba2 (sf)

-- EUR12,000,000 Class F 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 endeavor to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

RATINGS RATIONALE

Moody's provisional ratings of the rated notes address the
expected loss posed to noteholders by the legal final maturity of
the notes in 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, CVC Credit Partners
European CLO Management LLP ("CVC Credit Partners"), has
sufficient experience and operational capacity and is capable of
managing this CLO.

CVC Cordatus Loan Fund X Designated Activity Company is a managed
cash flow CLO. At least 90% of the portfolio must consist of
senior secured loans and senior secured bonds and up to 10% of the
portfolio may consist of unsecured obligations, second-lien loans,
mezzanine loans and high yield bonds. The bond bucket gives the
flexibility to CVC Cordatus Loan Fund X Designated Activity
Company to hold bonds if Volcker Rule is changed. The portfolio is
expected to be approximately [65]% ramped up as of the closing
date and to be comprised predominantly of corporate loans to
obligors domiciled in Western Europe.

CVC Credit Partners 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 four-year
reinvestment period. Thereafter, purchases are permitted using
principal proceeds from unscheduled principal payments and
proceeds from sales of credit risk and credit improved
obligations, and are subject to certain restrictions.

In addition to the eight classes of notes rated by Moody's, the
Issuer will issue EUR42.9M of M-1 and EUR1.0M of M-2 subordinated
notes, which are not rated.

The transaction incorporates interest and par coverage tests
which, if triggered, divert interest and principal proceeds to pay
down the notes in order of seniority. This CLO has also access to
a liquidity facility of EUR2.25M that an external party provides
for four years (subject to renewal by one or two years). Drawings
under the liquidity facility are allowed to pay interest in the
waterfall and are reimbursed at a super-senior level.

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. CVC Credit Partners' investment decisions and
management of the transaction will also affect the notes'
performance.

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in Section
2.3 of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in 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: 39

Weighted Average Rating Factor (WARF): 2750

Weighted Average Spread (WAS): 3.60%

Weighted Average Recovery Rate (WARR): 42.5%

Weighted Average Life (WAL): 8.5 years.

Moody's has analysed the potential impact associated with
sovereign related risk of peripheral European countries. As part
of the base case, Moody's has addressed the potential exposure to
obligors domiciled in countries with local currency country risk
ceiling of A1 or below. Following the effective date, and given
the portfolio constraints and the current sovereign ratings in
Europe, such exposure may not exceed 10% of the total portfolio.
As a result and in conjunction with the current foreign government
bond ratings of the eligible countries, as a worst case scenario,
a maximum 10% of the pool would be domiciled in countries with A3.
The remainder of the pool will be domiciled in countries which
currently have a local currency country risk ceiling of Aaa or Aa1
to Aa3.

To address the risk of amounts drawn under the liquidity facility
being flushed through the waterfall to subordinated noteholders,
Moody's has modeled such draws (which flow through the interest
waterfall to the equity) and repayments (on a senior basis)
assuming that the amount drawn under the liquidity facility in
each period equals a percentage of the interest received on the
underlying portfolio in that period.

Stress Scenarios:

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

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

Ratings Impact in Rating Notches:

Class A-1 Senior Secured Floating Rate Notes: 0

Class A-2 Senior Secured Fixed Rate Notes: 0

Class B-1 Senior Secured Floating Rate Notes: -2

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

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes.-2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: 0

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

Ratings Impact in Rating Notches:

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

Class A-2 Senior Secured Fixed Rate Notes: -1

Class B-1 Senior Secured Floating Rate Notes: -3

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

Class C Senior Secured Deferrable Floating Rate Notes: -4

Class D Senior Secured Deferrable Floating Rate Notes.-2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: -1

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.


PURPLE FINANCE: Moody's Assigns (P)B2 Rating to Class F Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Purple
Finance CLO 1 Designated Activity Company:

-- EUR173,700,000 Class A Senior Secured Floating Rate Notes due
    2031, Assigned (P)Aaa (sf)

-- EUR45,700,000 Class B Senior Secured Floating Rate Notes due
    2031, Assigned (P)Aa2 (sf)

-- EUR20,400,000 Class C Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)A2 (sf)

-- EUR15,000,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Baa2 (sf)

-- EUR13,800,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Ba2 (sf)

-- EUR9,500,000 Class F 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 the 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, Natixis Asset
Management ("NAM"), has sufficient experience and operational
capacity and is capable of managing this CLO.

Purple Finance CLO 1 Designated Activity Company is a managed cash
flow CLO. At least 95% of the portfolio must consist of senior
secured loans and up to 5% of the portfolio may consist of
unsecured obligations, second-lien loans, mezzanine loans and/or
high yield bonds. The portfolio is expected to be approximately at
least 71% ramped up as of the closing date and to be comprised
predominantly of corporate loans to obligors domiciled in Western
Europe.

NAM 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 four-year reinvestment period.
Thereafter, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations and credit improved obligations, and are subject
to certain restrictions.

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR30.3m of subordinated notes which will not be
rated.

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

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. NAM investment decisions and management of the
transaction will also affect the notes' performance.

Loss and Cash Flow Analysis:

Moody's modelled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in Section
2.3 of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in 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: EUR300,000,000

Diversity Score: 36

Weighted Average Rating Factor (WARF): 2700

Weighted Average Spread (WAS): 3.50%

Weighted Average Recovery Rate (WARR): 44%

Weighted Average Life (WAL): 8 years.

As part of the base case, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with local currency country
risk ceiling ratings of A1 or below cannot exceed 10%, with
exposures to countries local currency country risk ceiling ratings
of Baa1 to Baa3 further limited to 5%. As a worst case scenario, a
maximum 5% of the pool would be domiciled in countries with LCC of
A3 and 5% in countries with LCC of Baa3. The remainder of the pool
will be domiciled in countries which currently have a LCC of Aa3
and above. Given this portfolio composition, the model was run
with different target par amounts depending on the target rating
of each class of notes as further described in the methodology.
The portfolio haircuts are a function of the exposure size to
peripheral countries and the target ratings of the rated notes and
amount to 0.75% for the Class A Notes, 0.50% for the Class B
Notes, 0.375% for the Class C Notes and 0% for Classes D, E and F
Notes.

Stress Scenarios:

Together with the set of modeling assumptions above, Moody's
conducted additional sensitivity analysis, which was an important
component in determining the provisional 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 Senior Secured Floating Rate Notes: 0

Class B Senior Secured Floating Rate Notes: -1

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: 0

Class F Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3510 from 2700)

Ratings Impact in Rating Notches:

Class A Senior Secured Floating Rate Notes: 0

Class B Senior Secured Floating Rate Notes: -3

Class C Senior Secured Deferrable Floating Rate Notes: -4

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: 0

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.


TAURUS 2016-1: Moody's Hikes Rating on Class F Notes to B1
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of five classes
of Notes issued by Taurus 2016-1 DEU DAC.

Moody's rating action is as follows:

-- EUR141.6M (Current Outstanding balance EUR47.9M) Class A
    Notes, Affirmed Aaa (sf); previously on Jan 18, 2017 Affirmed
    Aaa (sf)

-- EUR38.2M (Current Outstanding balance EUR12.9M) Class B
    Notes, Upgraded to Aa1 (sf); previously on Jan 18, 2017
    Affirmed Aa3 (sf)

-- EUR25.5M (Current Outstanding balance EUR8.6M) Class C Notes,
    Upgraded to A1 (sf); previously on Jan 18, 2017 Affirmed A3
    (sf)

-- EUR41.8M (Current Outstanding balance EUR14.1M) Class D
    Notes, Upgraded to Baa1 (sf); previously on Jan 18, 2017
    Affirmed Baa3 (sf)

-- EUR52.6M (Current Outstanding balance EUR17.8M) Class E
    Notes, Upgraded to Ba1 (sf); previously on Jan 18, 2017
    Affirmed Ba3 (sf)

-- EUR17.35M (Current Outstanding balance EUR5.9M) Class F
    Notes, Upgraded to B1 (sf); previously on Jan 18, 2017
    Affirmed B2 (sf)

Moody's does not rate the Class X Notes.

RATINGS RATIONALE

The upgrade action reflects the improved performance of the
transaction due to the disposal of 25 properties and subsequent
deleveraging of the loan. The property release premiums of 115% of
their allocated loan amount (ALA) for 22 properties reduced the
leverage of the senior loan to a Moody's loan-to-value (LTV) ratio
of 68.8% from 82.5% at closing. Moody's has assessed the quality
of the remaining pool as similar to the initial pool and the
current rating levels reflect the decreased diversification of the
portfolio.

Moody's rating action reflects a base expected loss in the range
of 0%-5% of the current balance, which is the same as at the last
review. Moody's derives this loss expectation from the analysis of
the default probability of the securitised loans (both during the
term and at maturity) and its value assessment of the collateral.

For a summary of Moody's key assumptions for the loans in the pool
please refer to the section MOODY'S PORTFOLIO ANALYSIS below.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was Moody's
Approach to Rating EMEA CMBS Transactions published in November
2016.

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

Main factors or circumstances that could lead to a downgrade of
the ratings are generally (i) a decline in the property values
backing the underlying loan or (ii) an increase in default risk
assessment or (iii) a deterioration in the credit of the
counterparties, especially the interest rate cap provider, the
liquidity facility provider and the account bank.

Main factors or circumstances that could lead to an upgrade of the
ratings are generally (i) an increase in the property values
backing the underlying loan, (ii) repayment of properties with a
high property release premium, (iii) a decrease in default risk
assessment.

MOODY'S PORTFOLIO ANALYSIS

As of the November 2017 IPD, the transaction balance has declined
by 66% to EUR107.3 million from EUR317.1 million at closing due to
prepayments from property disposals and scheduled amortisation.
The toal senior loan balance has decreased to EUR112.9 million
from EUR333.7 million and the mezzanine loan balance to EUR12.5
million from EUR37.3 million. All principal receipts are allocated
pro-rata towards the notes, ensuring that credit enhancement
levels remain as at closing.

25 properties have been sold, reducing the portfolio to 30 from 55
properties at closing. The largest property represents 13% of the
current pool balance by allocated loan amount. The pool has an
above average concentration in terms of geographic location (100%
in Germany) and property type (100% in retail & mixed use).

Moody's senior LTV has significantly decreased to 68.8% from 82.5%
as at closing. The current Moody's LTV compares to the current
reported LTV of 54.1%.



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


MINERVA LUXEMBOURG: S&P Rates 2038 Senior Unsecured Notes 'BB-'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating to
Minerva Luxembourg S.A.'s proposed senior unsecured notes due
2028. S&P also assigned the recovery rating of '3' to the proposed
note, which indicates a meaningful recovery expectation of 50%-70%
(rounded 50%).

The parent company, Minerva S.A. (BB-/Stable/--), will fully and
unconditionally guarantee the notes, and use the cash proceeds
primarily to tender around $250 million of the 2023 notes (which
will become callable in January 2018) and any remainder to prepay
other short-term debt maturities, reducing overall cost of debt
and extending its debt maturity profile.

S&P doesn't expect the company's capital structure to
significantly change, therefore, the premises of its recovery
analysis from its last review on June 7, 2017, are not affected.

RATINGS LIST

  Minerva S.A.
    Corporate credit rating        BB-/Stable/--

  Ratings Assigned

  Minerva Luxembourg S.A.
    Senior unsecured               BB-
     Recovery rating               3(50%)



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


GARDA CLO: Moody's Raises Class F Notes Rating to B2
----------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Garda CLO B.V.:

-- Euro 14,000,000 Class D Deferrable Interest Floating Rate
    Notes due 2022, Upgraded to Aaa (sf); previously on Jul 6,
    2017 Upgraded to A1 (sf)

-- Euro 13,000,000 (Current outstanding amount of EUR4.7M) Class
    E Deferrable Interest Floating Rate Notes due 2022, Upgraded
    to Aaa (sf); previously on Jul 6, 2017 Upgraded to Ba1 (sf)

-- Euro 6,000,000 Class F Deferrable Interest Floating Rate
    Notes due 2022, Upgraded to B2 (sf); previously on Jul 6,
    2017 Affirmed Caa1 (sf)

Moody's has also affirmed the ratings on the following notes:

-- Euro 21,000,000 (Current outstanding amount of EUR0.8M) Class
    C Deferrable Interest Floating Rate Notes due 2022, Affirmed
    Aaa (sf); previously on Jul 6, 2017 Affirmed Aaa (sf)

Garda CLO B.V., issued in February 2007, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield
European loans. It is predominantly composed of senior secured
loans.  The portfolio is managed by Investcorp Credit Management
EU Limited.  The transaction's reinvestment period ended in April
2013.

RATINGS RATIONALE

The rating actions on the notes are primarily a result of the
deleveraging of the Class C notes following amortisation of the
underlying portfolio since the last rating action in July 2017.

The Class C notes have paid down by approximately EUR19 million
(5.30% of closing balance) since the last rating action in July
2017 and EUR20.2 million (5.64% of closing balance) since closing.
As a result of the deleveraging, over-collateralisation (OC) has
increased. According to the trustee report dated October 31, 2017,
Class C, Class D and Class E OC ratios are reported at 3,166.23%,
172.68% and 130.81% compared to May 2017 levels of 209.6%, 122.7%
and 107.6%, respectively.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analysed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR12.8 million
and EUR14.8 million, defaulted par of EUR4.4 million, a weighted
average default probability of 23.68% (consistent with a WARF of
3871 over a WAL of 3.12 years), a weighted average recovery rate
upon default of 46.09% for a Aaa liability target rating, a
diversity score of 4 and a weighted average spread of 5.19%.

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

Methodology Underlying the Rating Action:

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

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

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed lower weighted average recovery rate for the
portfolio. Moody's ran a model in which it reduced the weighted
average recovery rate by 5%; the model generated outputs that were
within one notch of the base-case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of uncertainty about credit conditions in the
general economy. CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behaviour and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties because of embedded ambiguities, and 3) the additional
expected loss associated with hedging agreements in this
transaction which may also impact the ratings negatively.

Additional uncertainty about performance is due to the following:

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

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

* Lack of portfolio granularity: The performance of the portfolio
depends to a large extent on the credit conditions of a few large
obligors ratings, especially when they default. Because of the
deal's low diversity score and lack of granularity, Moody's
supplemented its typical Binomial Expansion Technique analysis
with a simulated default distribution using Moody's CDROMTM
software.

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


JUBILEE CDO VII: Moody's Hikes Class E Notes Rating From Ba1
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Jubilee CDO VII B.V.:

-- EUR31M Class D Senior Secured Deferrable Floating Rate Notes,
    Upgraded to Aaa (sf); previously on Aug 10, 2017 Upgraded to
    Aa1 (sf)

-- EUR20M Class E Senior Secured Deferrable Floating Rate Notes,
    Upgraded to Baa2 (sf); previously on Aug 10, 2017 Upgraded to
    Ba1 (sf)

Moody's has also affirmed the ratings on the following notes:

-- EUR30M (current balance EUR4.6M) Class C Senior Secured
    Deferrable Floating Rate Notes, Affirmed Aaa (sf); previously
    on Aug 10, 2017 Affirmed Aaa (sf)

Jubilee CDO VII B.V., issued in November 2006, is a collateralised
loan obligation ("CLO") backed by a portfolio of mostly high-yield
senior secured European loans managed by Alcentra Limited. The
transaction's reinvestment period ended in November 2012.

RATINGS RATIONALE

The upgrades of Class D and Class E notes are primarily the result
of deleveraging of the senior notes since the last rating action
in August 2017. On the August 2017 payment date, Class B notes
paid down by EUR4.66 million, and on the November 2017 payment
date, the Class B notes balance of EUR12.67 million was fully paid
down and Class C notes paid down by EUR25.40 million (85% of their
closing amount). As a result of this deleveraging,
overcollateralization ("OC") levels have increased across the
capital structure.

According to the trustee report dated November 2017 the Class C,
Class D and Class E OC ratios are reported at 254.99%, 147.68%,
and 116.15% compared to July 2017 levels of 237.21%, 143.42%, and
114.17%, respectively. The reported November 2017 OC ratios do not
incorporate pay-down to the notes on the November 2017 payment
date; Class C, Class D and Class E OC ratios recalculated after
the pay-down of notes are 1536.23%, 198.66%, and 127.21%
respectively.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analysed the underlying collateral pool as having a
performing par balance of EUR66.54 million, defaulted par of
EUR7.02 million, a weighted average default probability of 17.62 %
(consistent with a WARF of 2674 over a weighted average life of
3.96 years), a weighted average recovery rate upon default of
48.61% for a Aaa liability target rating, a diversity score of 9
and a weighted average spread of 3.60%.

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

Methodology Underlying the Rating Action:

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

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

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

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

Additional uncertainty about performance is due to the following:

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

* Recoveries on defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralisation levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty.

* Long-dated assets: The presence of assets that mature beyond the
CLO's legal maturity date exposes the deal to liquidation risk on
those assets. As per Moody's analysis, long-dated assets represent
38% of current performing par. Moody's assumes that, at
transaction maturity, the liquidation value of such an asset will
depend on the nature of the asset as well as the extent to which
the asset's maturity lags that of the liabilities. Liquidation
values higher than Moody's expectations would have a positive
impact on the notes' ratings.

* Lack of portfolio granularity: The performance of the portfolio
depends to a large extent on the credit conditions of a few large
obligors with Caa or low non-investment grade ratings, especially
when they default. Because of the deal's lack of granularity,
Moody's supplemented its typical Binomial Expansion Technique
analysis with a simulated default distribution using Moody's
CDROMTM software and an individual scenario analysis.

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



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


BELGOROD REGION: Fitch Affirms 'BB' IDRs, Outlook Stable
--------------------------------------------------------
Fitch Ratings has affirmed Russian Belgorod Region's Long-Term
Foreign- and Local-Currency Issuer Default Ratings (IDR) at 'BB'
with Stable Outlook and Short-Term Foreign-Currency IDR at 'B'.
The region's outstanding senior unsecured domestic debt has been
affirmed at 'BB'.

KEY RATING DRIVERS

The ratings reflect Belgorod's sound operating performance,
moderate direct risk and strong self-financing of capex as well as
a well-diversified economy. The ratings also take into account the
region's exposure to contingent risk and a weak institutional
framework for Russian subnationals.

Fitch expects the region will continue to demonstrate sound
budgetary performance with an operating balance close to 14% of
operating revenue over the medium-term (2016: 12.1%). This will be
supported by expansion of the region's diversified tax base and
prudent management aimed at operating cost control. The region's
deficit will remain moderate and be around 3% of total revenue in
2017-2019, in line with the 2014-2016 average.

During 8M17, Belgorod collected 65% of revenue budgeted for the
full year and incurred 61% of budgeted expenditure for 2017, which
led to an interim budget surplus of RUB2 billion as of Sept. 1.
The revenue collection was supported by tax increases,
particularly corporate income tax, which benefited primarily from
the improved financial results of the region's metallurgic sector.
Despite an interim budget surplus, Fitch expects the region to
report a full-year deficit, albeit at no more than 3%, due to
seasonal acceleration of spending.

Fitch expects the region will maintain capex at around 15% of
total spending over the medium-term, in line with 2016. This is
higher than for many domestic peers as the regional administration
prioritises infrastructure development in the region. Belgorod's
self-financing capacity of capex will remain high in 2017-2019,
with the current balance and capital revenue covering around 80%
of capex. This will limit the region's recourse to new borrowings.

Fitch expects the region's direct risk will remain moderate by
international standards, at below 55% of current revenue over the
medium-term (2016: 55.8%) while the direct risk-to-current balance
ratio will be close to five years (2016: almost seven years). As
of November 1, 2017, direct risk was dominated by domestic bonds
at 52%, followed by low-cost budget loans (33%). The reminder is
medium-term bank loans.

In June 2017, the region issued a RUB4 billion amortising domestic
bond due in 2024, extending and smoothing its maturity profile,
which contrasts favourably to most national peers'. The weighted
average life of debt increased to 4.3 years as of November 1, 2017
from 3.5 years as of April 1, 2017. Refinancing needs for end-2017
are limited to the repayment of RUB1.4 billion, which is
comfortably covered by the region's liquidity of RUB7.5 billion.

The region's contingent liabilities have continued to decline but
remain material. In 2016, contingent liabilities accounted for
RUB9.5 billion or around 15% of current revenue versus 25% in
2014. Most of these are guarantees (RUB7 billion) that the region
provided to support regionally important enterprises. In addition,
Fitch views RUB3.8 billion of debt at public unitary enterprise
Obldorsnab as direct risk as Belgorod subsidises the company for
principal and interest payments on this loan.

Belgorod has a well-diversified economy based on agriculture,
metal and mining and food processing, with GRP per capita at 135%
of the national median in 2015. According to the administration,
the regional economy continued to outperform the national one in
2016, with GRP up 3.5% while Russia's GDP contracted 0.2%. The
administration expects the regional economy will grow 3.5%-4% over
the medium-tern versus Fitch's projection of 2%-2.2% annual growth
for the national GDP tin 2017-2019.

The region's credit profile remains constrained by a weak
institutional framework for Russian local and regional governments
(LRGs), which has a shorter record of stable development than many
of their international peers. Weak institutions lead to lower
predictability of Russian LRGs' budgetary policies, which are
subject to the federal government's constant reallocation of
revenue and expenditure responsibilities within government tiers.

RATING SENSITIVITIES

Consolidation of sound budgetary performance with an operating
margin above 10% accompanied by improvement of the direct risk-to-
current balance ratio to about five years could lead to an
upgrade.

Deterioration of budgetary performance leading to a consistently
weak operating balance that is insufficient to cover interest
expenses could lead to a downgrade.


CHELYABINSK PIPE-ROLLING: Fitch Alters Outlook to Negative
----------------------------------------------------------
Fitch Ratings has revised Public Joint Stock Company Chelyabinsk
Pipe-Rolling Plant's (ChelPipe) Outlook to Negative from Stable,
and affirmed its Long-Term Foreign-Currency Issuer Default Rating
(IDR) at 'BB-'.

The Negative Outlook reflects Fitch concerns over ChelPipe's
ability to deleverage from peak FFO adjusted leverage of 4x at
end-2017 to below Fitch negative rating sensitivity of 3.5x over
2018-2020. Fitch does not forecast a recurrence of the exceptional
pressures of 2017, but Fitch sees limited headroom under the
metrics for unexpected cash outflows. ChelPipe's IDR reflects its
high 'BB'-range operational profile with a large share of value-
added products (steel pipes), an established long-term customer
base and top-three positions domestically across major pipe types.
The rating is constrained by its exposure to Russia, particularly
to its oil and gas sector.

KEY RATING DRIVERS

Margins to Recover: The 1H17 EBITDAR margin fell to 15% (1H16:
25%) reflecting the combination of input inflation driven by a
sudden rise in global steel prices in early 2017, and an unusually
high share of low-margin export pipes (28% against 9% in 1H16)
driven by the Nord Stream 2 project. Fitch regard both factors as
one-offs as Fitch expect Nord Stream 2 construction to moderate by
end-1H18 and the share of domestic pipe sales to recover. Fitch
forecasts an EBITDAR margin at 16%-17% after 2017, below the peak
levels of 20%-21% in 2014-2015, as the decline in pipe shipments
towards 1,800kt from 2,000kt in 2014-2015 dilutes margins through
a higher share of fixed costs.

The unexpected hike in steel input price reduced ChelPipe's 1H17
margins, which reflected a time lag of several months between the
steel price shock and the completion of negotiations on the
consequent pipe repricing with large customers. ChelPipe addressed
these risks later in 2017 by signing long-term contracts with its
key offtakers Gazprom and Rosneft (almost 50% of ChelPipe's 2016
revenues), which minimizes time lag risks from 2H17 onwards.

Post 2017 Volume Risk Increases: Fitch expects ChelPipe's large
diameter pipes (LDPs) to face higher volume risk after 2017. LDPs
are ChelPipe's most volatile segment volume-wise due to the
erratic schedule of Russian oil and gas majors' large projects. As
LDP-consuming expansion projects such as Gazprom's Power of
Siberia and Nord Stream 2 slow from 2018, and as Gazprom's Power
of Siberia 2 project remains remote, Fitch conservatively forecast
ChelPipe's LDP sales to rebase at around 600 thousand tons (kt)
from 2018 (2017: 832kt). This also assumes that LDP replacement
demand (25%-35% of total) remains in place.

Non-LDP segments have more stable sales volumes and include oil
country tubular goods (OCTG) driven by fairly stable and growing
oil drilling activity in Russia, and hot rolled tubes used in
power generation, machinery, petrochemicals, infrastructure and
other sectors.

Dividends Payouts Commence: ChelPipe commenced dividend payouts
with RUB3.3 billion payment in 1H17, and Fitch conservatively
forecast it to continue within a RUB3.5-4.0 billion range. Fitch
expects the dividend payout to be broadly neutral for FCF as it is
mitigated by a reduction of about RUB2 billion in effective
interest rates as a result of the recent debt refinancing, on top
of other operational optimisation cost savings of over RUB1
billion delivered in 1H17.

Positive Free Cash Flow: Fitch expects ChelPipe to revert to
positive free cash flow (FCF) and absolute net debt reduction of
3%-4% from 2018. The company's dividend outflows are largely
offset by lower effective interest rates, and a modest recovery in
EBITDAR driven by pipe solutions and oilfield services and despite
lower pipes volumes. Fitch therefore expects leverage to stay
around or slightly under the 3.5x, the negative rating guideline.

Established Regional Pipe Producer: ChelPipe's two Urals-based
steel pipe plants retain an overall top-three market position with
a 20%-25% share LDPs and OCTGs, mainly used in the oil and gas
industry. ChelPipe's market share in non-oil and gas pipe sectors
eg machinery, energy and petrochemical seamless steel pipes is
stronger and is over 50%.

The Russian steel pipe market is oligopolistic, with domestic
companies covering over 90% of pipe needs. ChelPipe's competitive
advantage stems from its relative proximity to Siberian and Far
Eastern oil and gas fields, its deriving over 30% revenues from
non-oil and gas markets, and its over 80% integration into
billets. ChelPipe has succeeded in gaining further market share in
margin-stable oilfield services but this is yet to be converted
into higher margins.

Longer-Term Pipe Demand Risks: Russian pipe companies have to
adapt to lower LDP demand once medium-term Russian oil and gas
projects pass their 2017-2018 construction peak. The Russian oil
and gas pipeline system is the second largest globally, but the
consequent higher maintenance requirements following its ongoing
expansion may not fully mitigate a longer-term demand slowdown
after 2018 due to the rise in the liquefied natural gas trade and
as energy consumption growth per capita decelerates.

Bondholders Potentially Subordinated: ChelPipe's bondholders
remain subordinated to banks who benefit from the pledge of most
of ChelPipe's shares. Fitch typically applies notching down for
subordinated creditors' Recovery Ratings unless the respective
prior-ranking debt is below 2.0x to 2.5x of the issuer's
consolidated EBITDA.

DERIVATION SUMMARY

ChelPipe ranks comparably with its Russian peers Severstal, NLMK
and MMK on global cost position and raw-material self-sufficiency.
Fitch however assess ChelPipe's overall operational profile as
lagging behind its peers due to its higher exposure to Russia's to
oil and gas sector, despite its superior ranking on value-added
products. ChelPipe's lower IDR compared with its peers is also due
to higher leverage and weaker coverage. ChelPipe's rating
constraints if compared to its global peer Tenaris S.A. (A-
/Positive) include smaller scale, concentration on the CIS, and a
lower share of premium pipe solutions and oilfield services.

ChelPipe's IDR also incorporates a two-notch corporate governance
discount reflecting risks associated with Russia's weak systemic
governance and the company's concentrated ownership structure.

KEY ASSUMPTIONS

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

- LDPs, OCTGs and other pipe sales to settle around 600kt, 450kt
   and 750kt respectively, following the 2017 peak;

- EBITDA margin to rebase at 16%-17% after 2017 (15%) as lower-
   margin exports and cost volatility decline;

- capex intensity to grow towards 5% starting from 2018;

- dividend payments of RUB3 billion-RUB4 billion from 2017;

- free cash flow to revert to being positive from 2018 as margin
   recovery and falling effective interest rate offset increasing
   capex and the restart of dividends.

RATING SENSITIVITIES

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

- (Outlook Stabilisation) FFO gross adjusted leverage
   consistently at or below 3.5x

- (Outlook Stabilisation) FFO fixed charge coverage maintained
   comfortably above 2x

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

- Protracted pipe demand pressure translating into EBITDAR
    margin sustained below 16%

- FFO gross adjusted leverage sustained above 3.5x

- Tightening liquidity and/or FFO fixed charge coverage falling
   below 2x for a sustained period

LIQUIDITY

Sufficient Liquidity: ChelPipe successfully refinanced its RUB76
billion syndicated loan facility in January 2017 reducing its
short-term debt to RUB10 billion at end-1H17, to the level below
the RUB17 billion cash cushion. Subsequently, ChelPipe issued
RUB20 billion roubles in bonds due after 2020. As a result, the
company's debt maturity schedule is comfortable and annual debt
repayments do not exceed RUB10 billion until mid-2020. Coupled
with Fitch expectations of neutral to positive free cash flow,
ChelPipe's liquidity position will remain comfortable for the next
three years.


ROSGOSSTRAKH PJSC: S&P Retains 'B' ICR on CreditWatch Developing
----------------------------------------------------------------
S&P Global Ratings kept its 'B' long-term issuer credit and
financial strength ratings on Russia-based insurer Rosgosstrakh
PJSC on CreditWatch with developing implications, where it placed
them on Sept. 5, 2017.

The CreditWatch developing status reflects ambiguity around the
overall level of capital support required by Rosgosstrakh and its
business position, as well as a lack of details regarding the
parent bank's financial rehabilitation and its merger with other
financial institutions. Since the Central Bank of Russia's August
2017 announcement about the financial rehabilitation of Bank
Otkritie Financial Co. (B+/Watch Dev/B) and Rosgosstrakh, BOFC has
effectively taken control of Rosgosstrakh. BOFC currently owns 94%
of the insurer and is likely to become 100% owner in the next
year. Rosgosstrakh has benefitted from Russian ruble (RUB)64
billion (about $1 billion) of direct capital support from its new
parent in 2017, which has helped Rosgosstrakh to improve its
regulatory solvency ratio to 163% for the first nine months of
2017, compared with the minimum capital requirement of 100%.
Because of this support, S&P considers Rosgosstrakh to be a
moderately strategic subsidiary of BOFC.

S&P said, "At the same time, we still consider the insurer's
capital adequacy as pressured by declining business volumes on the
back of a high loss ratio, in particular in the motor segment, and
low quality of invested assets, concentrated on BOFC. Considering
the funding already provided by BOFC to Rosgosstrakh and the
likelihood that Rosgosstrakh will post further losses in 2017-
2018, we do not exclude the possibility that BOFC may provide
additional funds to Rosgosstrakh in the near future, directly or
indirectly, to cover the insurer's losses."

Following Rosgosstrakh's strategy to improve underwriting
standards and clean up its portfolio, gross premium written is
likely to drop by at least 20% in 2017, in particular in
obligatory motor third party liability insurance (OMTPL). We have
already seen this happening, as Rosgosstrakh lost its leading
positions in the OMTPL segment to Reso-Garantia in the first 10
months of 2017. However, premium growth could rise from 2018, once
the macroeconomic environment becomes more favorable and high
losses in the OMTPL sector are no longer weighing on the insurer's
results, in particular if regulatory changes take place in the
next couple years with regards to freeing of insurance tariffs in
OMTPL segment. The company's business plan for 2018-2019 envisages
a moderate market share of around 10% and efficient use of the
regional network in the retail segment. At the same time,
Rosgosstrakh aims to centralize and automatize processes, with the
aim of improving control systems and reducing expenses. However,
while Rosgosstrakh stays indirectly under the control of the
central bank, we cannot exclude other factors that could influence
its strategy, including initiatives by the central bank to support
the insurance industry as a whole.

S&P said, "In our opinion, the insurer's financial profile
deteriorated substantially over 2016-2017. This reflected
significantly worsened capital adequacy following high losses in
2016 and 2017, with a net loss of RUB35 billion for the first nine
months of 2017. Despite positive dynamics of underwriting results
in third-quarter 2017 compared with the first and second quarters
of 2017, we do not anticipate further significant improvements in
capital adequacy because the net combined (loss and expense) ratio
remains high, at 154% for first-half 2017. We expect that full-
year results for 2017 could be worse than for the first nine
months of 2017 in terms of underwriting and the bottom line. We
forecast a net combined ratio significantly above 100%. We expect
that a decline of premium in 2017, as well as declining interest
rates, could have a negative effect on the bottom line. Further
development will largely depend on the company's ability to manage
its insurance portfolio in loss-making regions and be selective in
taking risks, as well as on possible changes in legislation that
could limit the amount and frequency of claims.

"In our view, Rosgosstrakh provides a vital social role as a
provider of insurance, particularly OMTPL, in many remote regions
of the Russian Federation, even though this OMTPL business is
currently heavily loss-making. We therefore expect the authorities
to remain supportive of Rosgosstrakh. As a consequence, we view
Rosgosstrakh as a government-related entity with a moderate
likelihood of receiving extraordinary government support. However,
we do not factor direct government support into our ratings
because we consider that government support flows through
indirectly from BOFC.

"The CreditWatch status indicates that we could raise, affirm, or
lower our ratings on Rosgosstrakh. It is likely that the
resolution of the CreditWatch status will be largely driven by a
similar action on BOFC.

"At the same time, we could lower the ratings on Rosgosstrakh if
it doesn't receive sufficient capital support through BOFC, so
that its business position is further constrained, or if the
insurer's compliance with minimum capital requirements becomes
doubtful. Furthermore, if no capital injection is forthcoming to
support expected 2017 net losses, we could question the
sustainability of the business, in which case we could lower the
ratings by several notches.

"We could affirm the ratings if we see that the Central Bank of
Russia's measures, as well as the new ownership structure, does
not materially change Rosgosstrakh's creditworthiness.

"We could upgrade Rosgosstrakh if we upgrade BOFC or revise upward
the insurer's group status within BOFC while the stand-alone
credit profile of the insurer remains intact. An upgrade could
also stem from our improved view of the insurer's financial
profile following better underwriting performance that supports
the capital position. However, in this case the ratings would be
capped at the level of our ratings on BOFC."


SMOLENSK REGION: Fitch Affirms B+ LongTerm IDRs, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Russian Smolensk Region's Long-Term
Foreign- and Local-Currency Issuer Default Ratings (IDRs) at 'B+'
with Stable Outlook and a Short-Term Foreign-Currency IDR at 'B'.
The region's outstanding senior unsecured domestic debt has been
affirmed at 'B+'.

KEY RATING DRIVERS

Smolensk's ratings reflect the region's high direct risk
accompanied by persistent refinancing pressure, a long track
record of a large budget deficit and suppressed, although
recovering, operating performance. The ratings also factor in the
modest but diversified local economy and weak institutional
framework for Russian subnationals.

Fitch expects that Smolensk's direct risk will remain high over
the medium term and could approach 100% of current revenue in 2019
according to Fitch base case scenario (2016: 94.2%). The high debt
burden is mitigated by the high proportion of low-cost budget
loans, which composed 73% of direct risk as of 1 November 2017.
The loans are provided to the region at a 0.1% annual interest
rate, helping to ease pressure on the budget in terms of annual
debt servicing.

Like most of its domestic peers, Smolensk remains exposed to
refinancing pressure. Its maturities are concentrated between 2017
and 2019 when the region has to refinance 72% of its total direct
risk. Until end-2017 the region has no market debt for repayment
and has to redeem RUB5.6 billion of budget loans, including RUB2.8
billion of short-term loan provided by the Federal Treasury to
cover intra-year cash mismatches. This will likely be refinanced
by new bank loans, of which RUB3.5 billion is already available
within the unutilised credit lines as of 1 November 2017.

Fitch expects the region's operating balance will be sufficient to
cover interest payments in 2017-2019. This will be supported by
moderate growth in taxes and continuous control over operating
spending. In 2016, the region's current balance turned positive
for the first time since 2008, supported by the decline of
interest payments and improved operating performance. The latter
accounted for 5.5% of operating revenue, supported by high growth
of taxes, which averaged 16.5% in 2015-2016.

During 10M17, the region collected 77% of revenue budgeted for a
full year and incurred 78% of budgeted full-year expenditure,
which resulted in a low interim budget deficit of RUB0.3 billion
(1% of total revenue). Fitch expects seasonal acceleration of
spending in 4Q17 will lead to a wider budget deficit of around 6%
for the full year, which will likely remain at the same level over
the medium term. This contrasts with the regional administration's
objective to reach surplus budget in 2017 and further in 2018-
2019.

Fitch views Russia's weak institutional framework for local and
regional governments (LRGs) as a constraining factor on the
region's ratings. It has a short track record of stable
development compared with many of its international peers.
Unstable intergovernmental set-up leads to lower predictability of
LRGs' budgetary policies and negatively affects the region's
forecasting ability, and debt and investment management.

The region's economy is diversified across sectors, but modest in
scale. The region's GRP per capita was 83% of the national median
in 2015 and the average salary was 10% below the national median
as of December 2016. The regional economy contracted in 2015-2016
following the trend in the national economy. The administration
forecasts recovery will have started in 2017 and expects GRP to
grow by 1%-2% supported by growth of industrial output,
particularly in the processing sector. Fitch expects the national
economy to grow 2.0% in 2017 after contracting by 0.2% in 2016.

RATING SENSITIVITIES

Resumed deterioration of the budgetary performance leading to a
negative current balance and inability to curb the growth of
direct risk accompanied by persistent refinancing pressure could
lead to a downgrade.

Consolidation of the fiscal performance, with an operating balance
sufficient for interest payments on a sustained basis and
stabilisation of direct risk could lead to an upgrade.



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


SPAIN: Hedge Fund Managers Mull Suit Over Bankrupt Toll Roads
-------------------------------------------------------------
Michael Stothard at The Financial Times reports that global hedge
fund managers have said they are willing to pursue the Spanish
government in the courts for a "zillion years" until they get a
full payout over a series of bankrupt toll roads.

According to the FT, the group, some of whom were involved in the
protracted fight over billions of unpaid debt in Argentina, is
looking to wring up to EUR4.5 billion from the government --
enough to make a dent in Spain's budget deficit.

The battle focuses on nine toll roads around Madrid, which were
built just before the European financial crisis on what turned out
to be extremely optimistic traffic projections, the FT discloses.
They have since gone bankrupt, with the debt mostly bought by
hedge funds last year, the FT notes.

Spain, the FT says, will in January begin to take back these toll
roads, hoping to re-tender the concessions next year.

But to take them over, they will need to pay the owners of the
debt a so-called "RPA", government payouts that were written into
the contracts in the event of bankruptcy, the FT says.

How much this RPA should be has become the source of contention,
according to the FT.

The government has previously predicted paying out about EUR2
billion, the FT states.

The hedge funds want more and say they are prepared for a long
fight, the FT relays.

"We are going to be here for a zillion years if necessary until we
collect what is rightly owed," the FT quotes Manuel Martinez-
Fidalgo, a director at Houlihan Lokey, which is representing the
funds including King Street, Taconic, Strategic Value Partners and
Attestor Capital, as saying.   Other creditors include Goldman
Sachs and Deutsche Bank, the FT discloses.

Mr. Martinez-Fidalgo, as cited by the FT, said they were willing
to fight Spain in the local and international courts if a mutually
agreed settlement was not reached.

He also accused the government of purposefully delaying coming to
a settlement so as to put off for as long as possible the
political problem of announcing the payment and adding to the
national debt, the FT relates.



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


NET HOLDING: Fitch Assigns 'B' Long-Term IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has assigned Turkish gaming group Net Holding A.S a
Long-Term Issuer Default Rating (IDR) of 'B' with Stable Outlook.

The IDR of 'B' reflects Net Holding's sustainable business model,
which has shown resilience over the past years despite sharp
depreciation of the Turkish lira (TRY), and deleveraging capacity
by 2020 after a planned sizeable investment phase, with adequate
financial flexibility. It also reflects its small size relative to
rated peers, significant exposure to Northern Cyprus as well as
execution risks around the group's current strategy.

The Stable Outlook reflects Fitch expectation that Net Holding's
resilience should continue over the next few years, as the group
plans to improve geographic diversification into new regions
through a different asset-light operating model, helping to
broaden its scale through successful strategy execution, when the
planned investment starts generating additional revenue.

KEY RATING DRIVERS

Sustainable Business Model: Net Holding has shown resilient
performance in recent years, particularly against a sharp
depreciation of TRY following significant geopolitical events.
Customers have continued to pay in hard currencies, driving sound
revenue growth and profitability improvements given that the
group's cost base is predominantly in TRY. Fitch expect revenue to
continue growing, to over TRY800 million by 2019, and EBITDA
margins to improve to 33% in the same period (from 26.9% in 2016).

Net Holding's business remains quite small and has limited
geographic diversification with nearly all of the group's EBITDA
generated from, and material assets located in, the Turkish
Republic of Northern Cyprus (TRNC). These factors are a rating
constraint.

Execution Risks Persist: The group is planning a sizeable
investment in Northern Cyprus to add new bedrooms to existing
hotels due to an expected pick-up in growth at the more premium
Merit Royal Hotel. Given the large debt requirement to fund this,
Net Holding's deleveraging capacity will be reduced if the group
fails to translate the additional capacity into revenue growth,
while operating leverage associated with the asset-heavy strategy
may slow profitability improvements. A delay in construction could
result in slower deleveraging. However, management has stated that
there are no commitments regarding this expenditure and the timing
and amount are discretionary.

Net Holding is looking to expand its casino offering into Eastern
Europe, using an asset-light strategy. The latter may pose new
challenges, given management's current experience at mainly
operating an asset-heavy model in Northern Cyprus.

Cash Generation Influenced by Capex: The group's free cash flow
(FCF) generation has been volatile in recent years, affected by
high levels of capex and one-off outflows relating to a bid for
the Turkish Lottery. Fitch forecast that funds from operations
(FFO) will improve in line with continued growth of revenue and
profitability but FCF to remain negative until 2020 if the planned
investment in additional bedrooms goes ahead. FCF margins should,
however, turn positive if management is successful in translating
the additional capacity into profitable revenue growth, assuming
no further unexpected large-scale investments in the future.

Deleveraging Capacity: Given Net Holding's potential financing
requirements linked to the planned investments Fitch expect FFO-
adjusted gross leverage to remain in line with the 'B' rating
category. While Fitch expect some deleveraging towards levels that
are more commensurate with a higher rating, the small size of the
group and execution risks associated with its plan implies that an
upgrade is unlikely over the next few years. Leverage headroom
will remain low up to 2020 given the group's weak cash generation.
This will make refinancing more difficult if the group's growth
does not materialise.

However, once the large capex phase is complete, the group should
generate stronger cash flows, accelerate deleveraging on a net
basis and benefit from more manageable refinancing risk , even at
higher interest rates.

Adequate Financial Flexibility: Fitch expect that management will
be disciplined with their investment policy and view financial
flexibility as currently adequate for the rating level, with
estimated FFO fixed charge coverage of about 2.0x at end-2017.
Fitch forecast that this will improve slightly over the next few
years, as stronger FFO offsets higher interest costs linked to
additional debt and rental expenses for new casino openings.

Unencumbered Asset Base Supports Rating: Fitch view the group's
unencumbered owned hotels and casinos, valued on the balance sheet
at around TRY1 billion, as high-quality properties. However, the
group's assets are almost entirely located in Northern Cyprus,
which is subject to a disagreement between Turkey and other
countries in terms of recognition as an independent state. This
may reduce their value, or potentially result in less certainty in
valuation in the event of lower international investor appetite.

Corporate Governance Needs Improvement: Fitch views Net Holding's
corporate governance as rather weak. The Board composition
constrains the rating due to a limited number of independent
members. Net Holding has recently simplified its group structure
although it remains somehow complex with some related-party
transactions although the latter carry reasonable economic
rationale. Management has expressed its intention to improve the
Board composition in the near future, as well as deleverage the
company as soon as FCF generation materialises.

DERIVATION SUMMARY

Net Holding's rating of 'B' reflects a weaker credit profile than
that of rated casino peers, Crown Resorts Limited (BBB/Stable),
Las Vegas Sands (BBB-/Stable), and MGM Resorts International
(BB/Stable), who all have much larger operations, more valuable
properties and a more diversified geographic and product offering
in larger, more developed gaming markets. Compared with European
peer Intralot S.A. (B+/Stable), Net Holding is still small, with
EBITDAR of roughly USD43 million in 2016, in comparison to USD204
million for Intralot. Intralot's business profile is stronger with
geographic diversification and a large share of long-term
contracted EBITDA. This balances a weaker financial profile due to
higher FFO-adjusted gross leverage.

KEY ASSUMPTIONS

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

- Healthy growth of revenue to TRY800 million by 2019. This will
   be driven by a combination of improving hotel revenue, with
   additional benefit coming from the depreciation of the TRY
   against hard currencies, as well as contribution from new
   casinos starting in 2017 and accelerating in 2018;

- Improvements in profitability, as the group benefits from the
   impact of operating leverage due to a large fixed cost base
   and improving revenue. Fitch forecast that Fitch-adjusted
   EBITDA margins will trend towards 33% by 2019, up from 26.9%
   in 2016;

- Tax as per management guidance at 16.7% plus an additional
   amount of TRY28 million per annum relating to deferred taxes;

- Interest payments increasing due to new financing
   requirements;

- Annual working capital outflows linked with the increase in
   revenue; and

- Significant capex over the period 2018-2020 due to investment
   in new bedrooms at the Merit Royal Hotel.

RATING SENSITIVITIES

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

- Improvements in the group's business profile, evidenced by
   continued growth in the Northern Cyprus business, coupled with
   successful growth of new casino businesses in Eastern Europe
   and the Balkans enhancing geographic diversification and
   reducing specific idiosyncratic risks associated with Northern
   Cyprus.

- FFO-adjusted gross leverage falling below 4.0x on a sustained
   basis as a result of continued improvements in profitability
   with Fitch-adjusted EBITDA rising towards TRY400 million.

- FFO fixed charge coverage remaining above 2.5x on a sustained
   basis.

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

- Unsuccessful expansion plans resulting in sales remaining well
   below the Fitch rating case for a sustained period.

- FFO-adjusted gross leverage remaining above 5.5x on a
   sustained basis, possibly as a result of a failure to convert
   revenue growth into profitability improvements.

- FFO fixed charge coverage falling below 1.8x on a sustained
   basis

- Lack of financial discipline, including opportunistic
   financing or investment activities, which may lead to pressure
   on FCF generation and liquidity in future.

LIQUIDITY

Satisfactory Liquidity: The group will have limited readily
available cash (as defined by Fitch) on balance sheet at year-end
should its planned equity buybacks take place, and failure to
continue recent strong performance could put additional strain on
liquidity. However, once the investment phase is complete, the
group should start generating positive FCF and liquidity should
improve.

The group has some upcoming maturities (around TRY120 million over
the next 12 months), which will require refinancing. It has access
to a domestic private short-term bond programme of TRY500 million,
which largely covers the upcoming maturities. Although
uncommitted, management is confident about raising domestic bonds
in current trading conditions.

Liquidity is backed up by a EUR50 million facility from Denizbank
as well as EUR30 million of committed facilities from Northern
Cyprus banks. There is currently EUR19 million available under the
Denizbank facility while the other committed facilities are
undrawn.


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


FERREXPO PLC: Moody's Affirms Caa1 CFR & Alters Outlook to Pos.
---------------------------------------------------------------
Moody's Investors Service has affirmed Ferrexpo Plc's Corporate
Family Rating (CFR) and Probability of Default Rating (PDR) at
Caa1 and Caa1-PD, respectively. Concurrently, Moody's has also
affirmed the senior unsecured notes rating at Caa1 issued by
Ferrexpo Finance plc. The outlook on all ratings is changed to
positive from stable.

RATINGS RATIONALE

The change of outlook to positive from stable reflects the
improved liquidity profile of Ferrexpo with no refinancing risk
for its 2018 debt maturities of $298 million, out of which $173
million mature in April 2018, as the company signed a new pre-
export finance facility of $195 million on November 16, 2017.
Ferrexpo should now be able to fund the 2018 debt repayments using
the proceeds from this facility, cash balance of $93 million as of
30th June 2017 and free cash flow (FCF) generation expected of
around $150-200 million in 2017 and around $80 million in 2018,
assuming an iron ore price of $60/tonne and conservative pellet
premiums of $30/tonne in 2018. The 2017 cash flow generation is
supported by improved iron ore prices averaging at $74/tonne in H1
2017 and at around $67/tonne as of November 28, 2017 and higher
pellet premiums of $45/tonne. This will also provide more time to
the company to manage its $187 million debt maturities in 2019,
where some refinancing risk remains given its presence in Ukraine.
The change in outlook is also underpinned by a strong financial
profile with very low leverage.

The positive outlook on Ferrexpo's rating is in line with the
positive outlook on Ukraine's sovereign rating. However, the Caa1
rating remains constrained due to the foreign currency bond
country ceiling of Ukraine at Caa1 and the company's exposure to
the Government of Ukraine's (Caa2, positive) political, legal,
fiscal and regulatory environment, given that all of its
processing and mining assets are located within the country. The
company exports all its production abroad and invoices all of its
revenues in US dollars, however the company's capacity to generate
cash flows to service its corporate debt, which is mostly in US
dollars, could be negatively affected by the potential actions
taken by the Ukrainian government.

The rating reflects a stronger business profile with a better
sales mix with 65% Fe pellets, which attract higher pellet
premiums, accounting for 95% of Ferrexpo's production in H1 2017
compared to 53% in 2014. Moody's also positively notes the
reduction in C1 cost to $31.7/tonne in H1 2017 compared to
$45.9/tonne in FY 2014, which has enabled Ferrexpo to become one
of the lowest cost pellet producers on the global cost curve.

Ferrexpo's financial profile is strong for a Caa1 rating, as it
has a track record of solid credit metrics, with EBIT margin
expected to peak at around 40% in 2017, followed by a drop in 2018
to around 25%-30% and Moody's adjusted debt/EBITDA expected to
range between 1.0x -1.5x in 2017-18, assuming an iron ore price of
$70/tonne in 2017 and $60/tonne in 2018 and pellet premiums of
around $45/tonne in 2017 and $30/tonne in 2018. However, given the
tight pellet market supply, capacity rationalisation and stricter
environmental regulations in China and uncertainty regarding the
Brazilian pellet producer Samarco resuming its operations in 2018,
pellet premiums are expected to remain high in 2018. A $10/tonne
increase in pellet premiums could increase Ferrexpo's FCF by
around $100 million. Moody's notes that this could provide further
upside and benefit the company's earnings and cash flow generation
in 2018.

Furthermore, Moody's acknowledge a number of credit strengths,
related to Ferrexpo's (1) access to sizeable iron ore reserves and
unexploited iron ore resources adjacent to its existing iron ore
deposits; (2) favourable geographic location (close to the Black
Sea) and in-house logistics capabilities, providing advantaged
access to European and seaborne markets; (3) track record as a
reliable high quality iron ore pellet supplier to leading
international steel producers; and (4) profitable mining and
processing operations, also supported by cost reduction
programmes.

The ratings also reflect (1) the group's exposure to a single
commodity, iron ore, and is the biggest driver for Ferrexpo's
earnings; (2) the fact that the company's iron ore resources are
concentrated in a single large deposit in central Ukraine, which
increases production outage risk, albeit this risk is mitigated
after the Yeristovo mine was fully ramped up in 2014; (3) a still
high level of customer concentration risk, with three main
customers accounting for c.40% of the group's revenues in 2016;
and (4) a concentrated ownership structure, with a single
individual, Mr. Zhevago - who is also the CEO - retaining a 50.3%
ownership interest in the company.

LIQUIDITY POSITION

Moody's considers Ferrexpo's liquidity profile as adequate
assuming iron ore price of $60/tonne in 2018-19. The company
reports cash balance of $93 million as of June 2017 and is
expected to generate positive FCF of around $150-200 million in
2017 ($113 million of FCF was generated in H1 2017) and around $80
million in 2018 after capex requirements of around $100 million in
2017 and $60-70 million in 2018 and annual dividend payments of
around $80 million in 2017-18. Moody's believe that internal cash
flow generation combined with the proceeds from the new $195
million facility signed in November 2017 will be sufficient to
manage the 2018 debt repayments of $298 million (out of which $173
million matures in April 2018). There is some refinancing risk in
2019 given its presence in Ukraine, however the company should be
able to manage its $187 million maturity in 2019 given its strong
financial profile.

STRUCTURAL CONSIDERATIONS

Ferrexpo's major borrowings include a secured $350 million pre-
export finance facility (PXF), a secured $195 million pre-export
finance facility and the notes totalling $346 million due in equal
instalments in April 2018 and 2019. The notes are unsecured
guaranteed obligations issued by Ferrexpo Finance plc and benefit
from a suretyship provided by Ferrexpo Poltava Mining (FPM). The
Caa1 rating on the notes in line with the CFR reflects the weak
collateral package of the PXF secured against sales export
contracts which results in the amount of debt ranking ahead of the
notes as not being material.

RATING OUTLOOK

The positive outlook on Ferrexpo's rating is in line with the
positive outlook on Ukraine's sovereign rating, and reflects the
fact that that the company's rating could be upgraded if Moody's
were to raise Ukraine's foreign-currency bond country ceiling. The
positive outlook also reflects Moody's expectation that the
company will sustain adequate operating and financial performance
despite high country risks, and maintain adequate liquidity
profile.

WHAT COULD CHANGE THE RATING UP

Mooody's could upgrade the rating if Moody's were to upgrade
Ukraine's sovereign rating and/or raise the foreign-currency bond
country ceiling, provided there is no material deterioration in
the company-specific factors, including its operating and
financial performance, market position and liquidity.

WHAT COULD CHANGE THE RATING DOWN

Mooody's could downgrade the rating if Moody's were to downgrade
Ukraine's sovereign rating and/or lower the foreign-currency bond
country ceiling, or the company's operating and financial
performance, market position or liquidity were to deteriorate
materially.

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.

Ferrexpo Plc, headquartered in Switzerland and incorporated in the
UK, is a mid-sized iron ore pellet producer with mining and
processing assets located in Ukraine. The group has total Joint
Ore Reserves Committee Code (JORC) classified resources of 6.7
billion tonnes, around 1.4 billion tonnes of which are proved and
probable reserves. The average grade of Ferrexpo's ore is
approximately 31% Fe. In 2016, the group achieved a pellet
production of 11.2 million tonnes and generated revenues of $986
million. Ferrexpo is listed on the London Stock Exchange and 50.3%
of its shares are held by Fevamotinico S.a.r.l, a Luxembourg based
holding company owned by Kostyantin Zhevago, CEO of Ferrexpo Plc.
and the remaining is free float.



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


ACORN LIGHTING: Enters Into Company Voluntary Arrangement
---------------------------------------------------------
Harrogate Informer reports that Acorn Lighting Services Ltd. has
entered a legal voluntary arrangement (CVA) to pay off debts of
over GBP1/4 million.

The company was given the contract to supply the Harrogate
Christmas Lights for 2016 and this year, they were once again
given the contract for Harrogate and also Knaresborough Christmas
Lights, Harrogate Informer discloses.

According to Harrogate Informer, nearly all the money owed is to
the HM Revenue and Customs, with a 52 monthly payment plan with
varying monthly payments from GBP3,000 to GBP10,000 per month, to
pay back the GBP245,340 owed.

The business will now continue to operate, but under constraints
such as not being able to pay dividends, sell the business, sell
any company assets or increase remuneration -- this means that the
lights will remain in Harrogate and Knaresborough, Harrogate
Informer notes.


DIRECT LINE: Moody's Rates Tier 1 Convertible Notes 'Ba1(hyb)'
--------------------------------------------------------------
Moody's Investors Service has assigned a Ba1(hyb) rating to the
GBP350 million fixed rate reset perpetual restricted Tier 1
contingent convertible notes ("notes") to be issued by Direct Line
Insurance Group plc ("DLG" or "Group"; backed subordinated rating
Baa1(hyb), Positive (m) outlook).

The notes rank junior to DLG's senior creditors, including
existing Tier 2 subordinate notes, but senior to common shares.
Moody's highlights that coupons may be cancelled on a non-
cumulative basis under a few scenarios, including at the issuer's
option and on a mandatory basis if the issuer is required to do so
by the Regulator or if the Group's solvency capital requirement is
breached. The notes will convert into ordinary shares if DLG's
Solvency II ratio falls below 100% and the breach is not remedied
within 3 months, if the Solvency II ratio falls to 75% or less or
if the minimum capital requirement is breached.

The outlook on DLG was also changed from Positive to Positive (m),
reflecting that the positive outlook does not apply to the rated
Tier 1 notes. The Tier 1 notes would unlikely be upgraded in case
of an upgrade of the insurance financial strength rating of the
main operating entity, UK Insurance Limited.

RATINGS RATIONALE

The Ba1(hyb) rating assigned to the notes is based on multiple
risks including the likelihood of DLG Group's Solvency II ratio
reaching the conversion triggers, the likelihood of coupon
suspension on a non-cumulative basis and the probability of
failure and loss severity.

Moody's assesses the probability of a trigger breach using an
approach that is model-based. The outcome of the model is then
supplemented by qualitative considerations, which can be insurer
or jurisdictional specific.

The model takes into account the Group's creditworthiness as
captured by Moody's Insurance Financial Strength Rating (IFSR) and
Moody's expectation of the Group's solvency ratio. The Ba1(hyb)
rating assigned to the notes is resilient given DLG Group's
Solvency II target range of 140%-180% (H1 2017: 173%) and its its
disclosed ratio sensitivities. The Ba1(hyb) rating is also not
constrained by DLG's non-viability security rating. Moody's adds
that the rating assigned to the notes would unlikely be upgraded
in case of an upgrade in the insurance financial strength rating
of the Group.

According to the terms and conditions of the notes, DLG may
substitute or vary the terms of the notes under certain
circumstances, although Moody's believes that the terms cannot be
changed in a way that is materially adverse to the investors.

The notes -- whose proceeds are to be used for general corporate
purposes, primarily the refinancing of DLG's existing debt -- are
intended to qualify as restricted Tier 1 capital under Solvency
II.

Their hybrid features will result in some equity credit under
Moody's debt equity continuum based on the notes' maturity,
interest deferral features, and subordination. Moody's does not
expect the issuance in itself to increase DLG's adjusted financial
leverage (H1 2017: c.19%) given the equity characteristics and
assuming the redemption of at least GBP250 million of its GBP500
million Fixed/Floating Rate Guaranteed Subordinated Notes
following the simultaneous tender offer launched by Direct Line.
As concerns total leverage, the new issuance will modestly
increase it by around 2% points on a pro-forma as at H1 2017
basis. Going forward, Moody's expects adjusted financial leverage
to remain below 25%.

WHAT COULD MOVE THE RATINGS UP/DOWN

The key drivers of the notes' rating are the level of DLG Group's
Solvency II ratio and the A2 IFSR of U K Insurance Ltd ("UKI").

The notes could be upgraded if DLG's Solvency II ratio is
consistently above the top end of its current target range of
180%. Factors that could lead to an upgrade of UKI's IFSR are: (1)
sustaining ROC through the cycle of at least 8% whilst modestly
growing the premium base; (2) continued profitable development of
the Commercial and Personal Lines Rescue & other businesses; (3)
Solvency II ratio sustainably within the group's target range of
140%-180%; and (4) adjusted financial leverage remaining below 25%
and earnings coverage above 8x through the cycle.

Conversely, negative rating action on the notes could occur if
DLG's Solvency II ratio deteriorates below the bottom end of its
current target range of 140%, and/or if UKI's A2 IFSR is
downgraded. A downgrade of UKI's IFSR is unlikely given the
positive(M) outlook, but the following factors that could lead to
the ratings being affirmed with a stable outlook: (1) the group's
combined ratio continuously exceeding 95% as the expected
reduction in reserve releases is not sufficiently offset by
improvements in current year loss ratios and a lower expense
ratio; (2) a meaningful deterioration in capital adequacy as
reflected in the group's Solvency II ratio falling sustainably
well below 160%; and/or (3) adjusted financial leverage exceeding
25% with earnings coverage falling below 8x.

The following rating has been assigned:

  Direct Line Insurance Group plc GBP350 million floating rate
  perpetual restricted Tier 1 contingent convertible -- rating at
  Ba1(hyb).

The outlook on Direct Line Insurance Group changed to Positive(m)
from Positive.

Direct Line group reported gross written premiums of GBP3,274
million and profit after tax of GBP279 million for the 12 months
ended December 31, 2016 with total shareholders' equity of
GBP2,522 million for YE2016.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Global Property
and Casualty Insurers published in May 2017.


LBS HORTICULTURE: Creditors Set to Vote on CVA on December 11
-------------------------------------------------------------
HorticultureWeek reports that Lancashire-based distributor LBS
Horticulture says it expects it will be out of administration and
will move into a Company Voluntary Arrangement to be voted on by
creditors on Dec. 11.

The administrator is Walsh Taylor, based in Leeds,
HorticultureWeek discloses.

LBS Worldwide became insolvent and went into administration on
Oct. 16, HorticultureWeek relates.  LBS Worldwide includes
landscaping, irrigation and horticultural supplier LBS
Horticulture, LBS Worldwide notes.

According to HorticultureWeek, the company said new investors were
involved at the 35-staff company, which has a core staff retained.

The affairs, business and property of the landscaping, irrigation
and horticultural supplies provider, are being managed by
administrators Kate Elizabeth Breese and Philippa Smith from Walsh
Taylor, HorticultureWeek states.

Latest accounts from November 30, 2015, show turnover of GBP8.58
million and GBP290,000 operating profit, HorticultureWeek relays.


MONARCH AIRLINES: Collapse Hits Saga's Full-Year Pretax Profit
--------------------------------------------------------------
Noor Zainab Hussain at Reuters reports that Britain's Saga Plc
said it expected its full-year underlying pretax profit to grow by
just 1-2% due to more challenging trading in insurance broking and
the collapse of Monarch Airlines.

According to Reuters, the provider of travel and insurance
services for people of 50 and above said its tour business would
see one-off cost of about GBP2 million (US$2.68 million) hurt by
Monarch going into administration.

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


NIGHTINGALE FINANCE: Moody's Withdraws Ca Rating on Class 1 Bond
----------------------------------------------------------------
Moody's Investor Service has withdrawn the ratings of Nightingale
Finance (Nightingale Finance Limited and Nightingale Finance LLC),
a structured investment vehicle.

-- US$20000M Senior US Medium Term Notes MTN Program, Withdrawn
    (sf); previously on Jan 14, 2011 Downgraded to Baa1 (sf)

-- US$20000M Senior US Medium Term Notes MTN Program, Withdrawn
    (sf); previously on Jan 14, 2011 Downgraded to P-2 (sf)

-- US$20000M Euro Medium Term Note Programme MTN Program,
    Withdrawn (sf); previously on Jan 14, 2011 Downgraded to Baa1
    (sf)

-- US$20000M Euro Medium Term Note Programme MTN Program,
    Withdrawn (sf); previously on Jan 14, 2011 Downgraded to P-2
    (sf)

-- US$20000M US Commercial Paper Programme CP Program, Withdrawn
    (sf); previously on Jan 14, 2011 Downgraded to P-2 (sf)

-- US$20000M Euro-Commercial Paper Programme CP Program,
    Withdrawn (sf); previously on Jan 14, 2011 Downgraded to P-2
    (sf)

-- US$5000M Capital Notes MTN Program, Withdrawn (sf);
    previously on Aug 14, 2009 Downgraded to Ca (sf)

-- US$30M Ser. 2007-14 Cl. 1 Bond, Withdrawn (sf); previously on
    Aug 14, 2009 Downgraded to Ca (sf)

RATINGS RATIONALE

Moody's has decided to withdraw the ratings for business reasons.


TOYS R US: Confirms Closure of 26 Stores in UK as Part of CVA
-------------------------------------------------------------
Laurence Kilgannon at Insider Media reports that Toys R Us has
confirmed that it is set to close at least 26 stores in the UK as
part of a proposed company voluntary arrangement (CVA).

The move, which is subject to creditor approval, is designed "to
reposition its real estate portfolio for future growth and
profitability", Insider Media notes.

According to Insider Media, under the CVA process, Toys R Us UK
has submitted an operational and financial restructuring plan to
its creditors and will solicit their approval of this plan.  If
approved, the CVA plan would substantially reduce the UK company's
rental obligations and allow the business to move to a new, viable
business model, Insider Media states.

The company intends to commence store closures in the spring of
2018, although no locations have currently been revealed, Insider
Media says.

The business currently employs 3,200 workers and, as part of the
CVA process, it anticipates a requirement to make redundancies,
Insider Media discloses.

There will be no disruption for customers shopping through the
Christmas and new year period, Insider Media relays.

"Like many UK retailers in today's market environment, we need to
transform our business so that we have a platform that can better
meet customers' evolving needs.  The decision to propose this CVA
was a difficult one, but we determined it is the best path forward
to make essential changes to the business," Insider Media quotes
Steve Knights, managing director of Toys R Us UK, as saying.

"Our newer, smaller, more interactive stores are in the right
shopping locations and are trading well, while our new website has
generated significant growth in online and click-and-collect
sales.  But the warehouse-style stores we opened in the 1980s and
1990s, while successful in the early days, are too big and
expensive to run in the current retail environment.  The business
has been lossmaking in recent years and so we need to take strong
and decisive action to accelerate the transformation."

Alvarez & Marsal is serving as restructuring adviser to Toys R Us
UK and Kirkland & Ellis is serving as principal legal counsel to
the company, Insider Media relates.

                       About Toys "R" Us

Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey,
in the New York City metropolitan area.  Merchandise is sold in
880 Toys "R" Us and Babies "R" Us stores in the United States,
Puerto Rico and Guam, and in more than 780 international stores
and more than 245 licensed stores in 37 countries and
jurisdictions.

Merchandise is also sold at e-commerce sites including
Toysrus.com and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.

Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders'
deficit of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court
of Justice.

The Company's operations outside of the U.S. and Canada,
including its 255 licensed stores and joint venture partnership
in Asia, which are separate entities, are not part of the Chapter
11 filing and CCAA proceedings.

Grant Thornton is the monitor appointed in the CCAA case.

Judge Keith L. Phillips presides over the Chapter 11 cases.

Kirkland & Ellis LLP and Kirkland & Ellis International LLP serve
as the Debtors' bankruptcy counsel.  The Debtors hired Kutak Rock
LLP as co-counsel; Alvarez & Marsal North America, LLC as
restructuring advisor; Lazard Freres & Co. LLC as investment
banker; Ernst & Young LLP as auditor; KPMG LLP as tax consultant
and internal audit advisor; Prime Clerk LLC as claims and
noticing agent; and A&G Realty Partners, LLC as real estate
advisor.

On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  The committee hired
Kramer Levin Naftalis & Frankel LLP as its bankruptcy counsel;
Wolcott Rivers P.C. as local counsel; FTI Consulting Inc. as
financial advisor; and Moelis & Company LLC as investment banker.




                            *********

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-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
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Editors.

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

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