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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, October 18, 2018, Vol. 19, No. 207


                            Headlines


B E L A R U S

EUROTORG LLC: S&P Puts 'B-' ICR on CreditWatch Positive


C R O A T I A

HIDROELEKTRA NISKOGRADNJA: Court Launches Insolvency Proceedings


G R E E C E

INTRALOT SA: Fitch Cuts Long-Term IDR to B, Outlook Negative


I R E L A N D

ADAGIO V: Moody's Assigns B2 Rating to EUR10.5MM Class F-R Notes
CARLYLE GLOBAL 2014-2: Moody's Gives (P)B2 Rating to E-R Notes
DECO 2014-TULIP: DBRS Confirms BB(high) Rating on Class E Notes
HARVEST CLO XVI: Moody's Rates EUR12.5MM Class F-R Notes 'B2'


I T A L Y

MOBY SPA: S&P Cuts Issuer Credit Rating to 'CCC+', Outlook Stable


N E T H E R L A N D S

BCPE MAX: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
KONINKLIJKE KPN: Egan-Jones Withdraws BB Sr. Unsecured Ratings


P O R T U G A L

MAGELLAN MORTGAGES NO.1: S&P Affirms 'B-' Rating on Class C Notes


R U S S I A

FLORA-MOSCOW JSC: Put on Provisional Administration
KOR JSC: Put on Provisional Administration, License Revoked
PIR BANK: Put on Provisional Administration, License Revoked


S P A I N

INSTITUTO VALENCIANO: S&P Affirms 'BB/B' ICRs, Outlook Positive


S W I T Z E R L A N D

SIG COMBILOC: Moody's Assigns Ba3 CFR, Outlook Stable


U N I T E D   K I N G D O M

BETA DISTRIBUTION: Increased Competition Prompts Administration
CASTELL PLC 2018-1: DBRS Gives Prov. B Rating to Cl. F Notes
DRAX POWER: S&P Affirms BB+ Issuer Credit Rating, Outlook Stable
KEYSTONE MIDCO: Moody's Lowers CFR to B3, Outlook Stable
POWERLEAGUE: Creditors Approve Company Voluntary Arrangement


                            *********



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B E L A R U S
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EUROTORG LLC: S&P Puts 'B-' ICR on CreditWatch Positive
-------------------------------------------------------
S&P Global Ratings placed its 'B-' long-term issuer credit rating
on Belarus-based food retailer Eurotorg LLC on CreditWatch with
positive implications. S&P affirmed the 'B' short-term issuer
credit rating.

S&P also placed its 'B-' long-term issue rating to the group's
loan participation notes due in 2022 (LPNs) on CreditWatch with
positive implications.

The CreditWatch placement follows Eurotorg's announcement that it
intends to execute an IPO on the London Stock Exchange by
November 2018 and expects to collect $200 million of gross
proceeds. In addition, the group aims to sell its banking
business under the brand Statusbank for a total consideration of
about Belarusian ruble (BYN) 45 million (around $21 million) to
the group's core shareholders. S&P said, "We understand that the
company intends to use a significant part of the net IPO proceeds
and proceeds from the sale of Statusbank for a partial debt
repayment that would reduce the group's calculated net leverage
ratio (net debt to last 12 months' EBITDA) to below 2.0x on
reported basis (the company's calculations are pro forma the IPO
and partial debt repayment) from about 3.0x actual net leverage
as of June 30, 2018. We estimate that around $173 million of the
outstanding $454 million foreign currency-denominated debt will
be repaid by year-end 2018, which will also improve our
calculated leverage metrics." The offering consists of global
depositary receipts, which represent interests in ordinary
shares. Eurotorg expects the offering size to exceed $300
million.

S&P said, "Assuming that the IPO and debt reduction occur as
planned, we calculate that Eurotorg's financial debt would
decline to about BYN1,000 million by year-end 2018 (about $472
million) from about BYN1,277 million (about $587 million) by June
30, 2018, because we assume the group will repay about BYN376
million of foreign currency-denominated debt. Additionally, we
calculate that S&P Global Ratings' adjusted debt to EBITDA will
improve to 3.0x-3.3x by the end of 2018 and remain at the lower
end of this range in 2019, down from our prior expectations of
about 3.8x-4.2x for 2018 and 2019. At the same time, we expect
funds from operations (FFO) to debt will improve to 18%-21% in
2018 and to 21%-24% in 2019 from our prior expectation of 14%-17%
for 2018-2019. We also calculate that group's ratio of EBITDA
plus rent (EBITDAR) to cash interest plus rent will improve to
2.5x-2.8x by the end of 2019 compared with our previous
expectation of just above 2.0x for 2018.

"Given the improvement in the company's credit metrics, we expect
to raise our long-term issuer credit rating by one notch upon
completion of the IPO and planned debt reduction. We could also
raise the issue rating on the outstanding unsecured LPNs in line
with the issuer credit rating. However, this will depend on the
type of debt the group eventually repays, and our view that the
remaining notes will not suffer from material subordination in
the resulting capital structure.

"We consider that the CreditWatch placement is also supported by
Eurotorg's improved like-for-like sales development on the back
of Belarus' economic recovery, which is improving the
population's purchasing power and boosting consumption. We see as
credit positive Eurotorg's strong performance over the last 12
months, with higher absolute EBITDA and cash generation than we
expected when we first assigned the rating one year ago. This is
despite margin pressure stemming from lower gross margins, due to
higher transportation costs and increased share of wholesale
operations, as well as from increasing rent costs. This is driven
by a more stable macroeconomic environment in Belarus than two to
three years ago and also by consistent execution of Eurotorg's
strategy to extend its leading position in Belarus' food
retailing market.

"We see the company's market position as somewhat protected from
international competition given significant regulatory
requirements in Belarus. We therefore believe that our expected
credit metrics will be supported by sales growth of 9%-11% in
2018 and 2019 and reported EBITDA margins of 8.5%-9.0% over the
same period. Despite the expected improvement in credit metrics
after the IPO and recent strong performance, we believe that
rating upside is limited to one notch for now, given Eurotorg's
reliance on unhedged foreign-currency financing without earnings
generation in the respective currency, which will most likely
persist.

"Post IPO and partial debt repayment, we expect lower outstanding
debt and interest payments, and more comfortable headroom under
the group's covenants, which is also positive for Eurotorg's
liquidity. We expect that the 'B' short-term rating will be
unaffected by the IPO and associated debt repayment.

"The CreditWatch indicates that we could raise the long-term
issuer credit rating by one notch to 'B' if the IPO and debt
repayment are completed in line with our expectations over the
next 90 days. At the same time, we also may raise our issue-level
ratings on the company's outstanding LPNs due in 2022 by one
notch in line with the issuer credit rating depending on the kind
of debt the group repays."

Alternatively, if the IPO and debt reduction do not occur or in
the event of an unexpected currency volatility or macroeconomic
deterioration, S&P could affirm its ratings and maintain the
stable outlook.



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C R O A T I A
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HIDROELEKTRA NISKOGRADNJA: Court Launches Insolvency Proceedings
----------------------------------------------------------------
SeeNews reports that a Croatian court has launched preliminary
proceedings for declaring construction company Hidroelektra
Niskogradnja insolvent.

According to SeeNews, Hidroelektra Niskogradnja said in a filing
to the Zagreb Stock Exchange that on Oct. 15, the Zagreb
Commercial Court took action to determine the conditions for
opening bankruptcy proceedings against the company.

Last week, Hidroelektra Niskogradnja said its shareholders
approved the integration of the company into Hidroelektra
Mehanizacija, with Mariyan Tkach remaining in the position of
director, SeeNews relates.



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G R E E C E
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INTRALOT SA: Fitch Cuts Long-Term IDR to B, Outlook Negative
------------------------------------------------------------
Fitch Ratings has downgraded Greek gaming group Intralot SA's
Long Term Issuer Default Rating (IDR) to 'B' from 'B+'. The
Outlook is Negative.

The downgrade reflects its expectation of weaker profits for 2018
and high capex resulting in a permanently higher leverage than in
its previous rating case over the next four years. Operational
performance is impacted by foreign exchange volatility and
increased competitive pressure in some markets. The latter,
together with possibly lower- or longer-than-planned return on
capex could delay and limit the extent of deleveraging. This
would increase refinancing risk and put pressure on the company's
liquidity cushion over the next 12 to 18 months, which explains
the Negative Outlook.

KEY RATING DRIVERS

Increased Leverage: Fitch now expects funds from operations (FFO)
adjusted net leverage to rise to around 8x in 2018 and 2019, from
6.6x in 2017. This level of leverage is not commensurate with a
'B' rating, hence a low financial headroom. However, meaningful
deleveraging from 2020 could materialise through improvements in
underlying group operating performance, and application of
proceeds from disposals to gross debt reduction, which could
moderate refinancing risks and help revert the rating outlook to
Stable.

Unfavourable FX Drives Down EBITDA: Less than 5% of the group's
EBITDA is in euro, and a significant share of EBITDA is derived
from contracts in Turkey or Latin America, while debt is mostly
denominated in euro. Recent FX volatility, in particular, in
Argentina and Turkey should impact the 2018 EBITDA by around
EUR20 million as per management guidance. This represents 12% of
2017 EBITDA. Although the group hedges its foreign dividend flows
it is using mainly short-term forward contracts, which offers
limited protection during period of prolonged FX volatility. This
vulnerability is captured in the 'B' rating.

Free Cash Flow Impacted by Capex: Fitch expects free cash flow
(FCF) to be more negative in 2018 and 2019 than in previous
years, mainly due to one-off capex related to the new Illinois
contract and some contract renewal fees. FCF can be volatile as a
result of upfront investments related to new contracts or
contract renewals. However, such contracts contribute to steady
operating cash flow generation due to their recurring profit
stream. This is a key credit support. After 2018 the group does
not have any major contract renewals until 2021 and therefore
capex should remain lower, rebuilding some cash flow headroom.

Asset Sales Could Help Deleveraging: Its base-case projection
does not factor in any proceeds from the expected sale of the
group's 20% stake in Gamenet, which management would be looking
to complete in the near future. These asset sale options provide
additional flexibility for Intralot and, if implemented
successfully, could result in significant net debt reduction,
bringing net leverage back to levels consistent with a 'B'
category rating. This could lead to the Outlook being revised to
Stable. However, asset sales are one-off and subject to execution
risk.

Contract Portfolio Remains Strong: Intralot has established
itself in the international gaming sector as a reputable provider
of systems to manage lotteries through software platforms and
hardware terminals, and, in betting, a large algorithm-based
sportsbook. This has enabled it to win important contracts for
the supply of technology and the management of lotteries in the
US and Greece and for sports betting in Turkey and Germany. The
renewal rate of contacts continues to be high at 90%.

Growth Potential in Several Markets: The gradual liberalisation
of gaming markets, governments' keenness on finding ways to raise
tax proceeds and an increasing supply of new games should all
provide increasing opportunities for Intralot. The group should
be able to leverage on its experience and reputation and benefit
from the limited number of reputable suppliers in the industry,
allowing it to expand into new countries. The group is gradually
reinforcing its presence in developed countries, and retrenching
from emerging markets. It recently won contracts in Germany and
Croatia. Intralot is also well- positioned to benefit from
opportunities in the US or Turkey arising from the wave of recent
changes in legislations.

DERIVATION SUMMARY

Intralot's main differentiating factor from peers is the
visibility of revenue and EBITDA from recurring long-term
contracts. Intralot has smaller revenue and EBITDA than GVC
Holdings plc ('BB+'(EXP)/Stable), William Hill, IGT and
Scientific Games. However, it has good geographic diversification
and benefits from the higher growth potential of emerging
markets.  Compared with Net Holding A.S. ('B'/Stable), Intralot
is larger and has a stronger business profile with contracted
EBITDA and specialist supplier technology expertise. The leverage
of Intralot is, however, significantly higher than that of GVC
and Net Holding.

KEY ASSUMPTIONS

Fitch's Key Assumptions within its Rating Case for the Issuer:

  - Revenue to contract in the low single digits in 2018 due to
    FX volatility, before returning to moderate growth in 2019

  - EBITDA margin declining by 230bp in 2018, before broadly
    stablising in 2019 and slowly increasing thereafter

  - Dividends paid to minorities broadly in line with previous
    years' (EUR34 million in 2018)

  - Capex higher in 2018 and 2019, mainly due to Illinois
    contract and other contract renewals

  - No common dividends

In its bespoke going-concern recovery analysis, Fitch looked at
Intralot's 2017 EBITDA of EUR172 million, deducted attributable
EBITDA to minority interests, and this was further discounted to
arrive at an estimated post-restructuring EBITDA available to
creditors of around EUR74 million. In light of increased
volatility in future performance expectations Fitch has
discounted the EBITDA by 30% vs. 20% in its previous calculation.
Fitch applied a distressed enterprise value /EBITDA multiple of
5x to Intralot's wholly-owned operations.

Fitch also estimates EUR42 million of additional value stemming
from minority interests.

In terms of distribution of value, all unsecured debt would
recover 44% in the event of default (assuming Intralot's
unsecured revolving credit facility will be fully drawn). This is
consistent with an 'RR4' Recovery Rating and an instrument rating
of 'B', i.e. the same rating as the IDR compared with one notch
higher in its previous analysis, as a result of the higher EBITDA
discount.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action (i.e. Outlook being revised to Stable)

  - EBITDA growth derived from a stronger return on capital on
    existing and future contracts, and efficient management of FX
    risks, leading to FFO margin of around 5% on a sustained
    basis

  - FFO-based adjusted net leverage trending towards 5.5 x (FFO
    lease adjusted gross leverage trending towards 6.0x), with
    cash deposited predominantly at investment grade-rated
    counterparties

  - FFO fixed charge cover above 2.2x on a sustained basis (2017:
    2.5x)

  - Evidence of sustained neutral-to-positive FCF generation,
    reflecting sustainable capex investments

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

  - Evidence that new contracts or renewals are occurring at
    materially less favourable conditions for Intralot, resulting
    in continuing weak FFO margin staying under 4%, large upfront
    concession fees or capex outlays , or EBITDA impacted by
    persisting unfavourable FX rates

  - FFO adjusted net leverage sustainably above 6.5x (or FFO
    adjusted gross leverage above 7x)

  - FFO fixed charge cover below 1.8x

  - FCF remaining negative erodingliquidity, leading to increased
    reliance on external sources of financing or asset sales

LIQUIDITY AND DEBT STRUCTURE

At end-2017, Intralot had EUR208 million of cash on balance
sheet, of which EUR80.7 million was with partners, which Fitch
views as unrestricted (as Fitch deems EUR30 million not available
for debt service due to working capital requirements). Of this
cash about 5.5% is deposited in Greek banks, and 80% is in euro
or US dollar. This is sufficient as Intralot does not face any
significant debt maturities until 2021, when the first bond (with
a face value of EUR250 million) matures, while the second bond
(with a face value of EUR500 million) matures in 2024. At end
June 2018 Intralot also had undrawn revolving credit facilities
of EUR80 million.

In September 2017, Intralot issued a EUR500 million senior
unsecured bond paying a fixed coupon of 5.25%. The proceeds
allowed it to repay other shorter-dated and more expensive notes.
This extended the maturity profile of Intralot, and reduced its
cost of debt.



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I R E L A N D
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ADAGIO V: Moody's Assigns B2 Rating to EUR10.5MM Class F-R Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by
Adagio V CLO Designated Activity Company:

EUR2,900,000 Class X Senior Secured Floating Rate Notes due 2031,
Definitive Rating Assigned Aaa (sf)

EUR 215,500,000 Class A-R Senior Secured Floating Rate Notes due
2031, Definitive Rating Assigned Aaa (sf)

EUR26,930,000 Class B-1R Senior Secured Floating Rate Notes due
2031, Definitive Rating Assigned Aa2 (sf)

EUR9,000,000 Class B-2R Senior Secured Fixed Rate Notes due 2031,
Definitive Rating Assigned Aa2 (sf)

EUR6,310,000 Class C-1R Deferrable Mezzanine Floating Rate Notes
due 2031, Definitive Rating Assigned A2 (sf)

EUR17,000,000 Class C-2R Deferrable Mezzanine Floating Rate Notes
due 2031, Definitive Rating Assigned A2 (sf)

EUR21,000,000 Class D-R Deferrable Mezzanine Floating Rate Notes
due 2031, Definitive Rating Assigned Baa3 (sf)

EUR19,430,000 Class E-R Deferrable Junior Floating Rate Notes due
2031, Definitive Rating Assigned Ba2 (sf)

EUR10,500,000 Class F-R Deferrable Junior Floating Rate Notes due
2031, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Moody's definitive ratings of the rated notes reflect the risks
from 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
considers that the collateral manager, AXA Investment Managers,
Inc., has sufficient experience and operational capacity and is
capable of managing this CLO.

The Issuer issued the refinancing notes in connection with the
refinancing of the following classes of notes: Class A Notes,
Class B Notes, Class C Notes, Class D Notes, Class E Notes and
Class F Notes due 2029, previously issued on September 15, 2016 .
On the refinancing date, the Issuer has used the proceeds from
the issuance of the refinancing notes to redeem in full the
Original Notes. On the Original Closing Date the Issuer also
issued EUR 37.8 million of subordinated notes, which will remain
outstanding. The terms and conditions of the subordinated notes
have been amended in accordance with the refinancing notes'
conditions.

Interest and principal amortisation amounts due to the Class X
Notes are paid pro rata with payments to the Class A-R. The Class
X Notes amortise by 12.5% or EUR 362,500 over the first 8 payment
dates, starting on the 1st payment date.

As part of this reset, the Issuer has set the reinvestment period
to 4.25 years and the weighted average life to 8.5 years. In
addition, the Issuer amended the base matrix and modifiers that
Moody's has taken into account for the assignment of the
definitive ratings.

The Issuer is a managed cash flow CLO. At least 90.0% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10.0% of the portfolio may consist of unsecured
senior loans, second-lien loans, mezzanine loans and high yield
bonds. The underlying portfolio including principal proceeds is
99.4% ramped up as of the closing date. The Issuer will apply
approximately EUR 2.1 million of proceeds from the issuance of
refinancing notes to the purchase of additional collateral
obligations in order to fully ramp-up the portfolio to the target
par amount.

AXA IM will manage the collateral pool of the CLO. It will direct
the selection, acquisition and disposition of collateral on
behalf of the Issuer and may engage in trading activity,
including discretionary trading, during the transaction's 4.25-
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.

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.

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:

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

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.

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

Par amount: EUR 350,000,000

Diversity Score: 42

Weighted Average Rating Factor (WARF): 2850

Weighted Average Spread (WAS): 3.55%

Weighted Average Coupon (WAC): 4.50%

Weighted Average Recovery Rate (WARR): 44.3%

Weighted Average Life (WAL): 8.5 years

Moody's has addressed the potential exposure to obligors
domiciled in countries with a local currency ceiling (LCC) of A1
or below. As per the portfolio constraints, exposures to
countries with LCC of A1 or below cannot exceed 10%, with
exposures to LCC of Baa1 to Baa3 further limited to 5% and with
exposures of LCC below Baa3 not greater than 0%.


CARLYLE GLOBAL 2014-2: Moody's Gives (P)B2 Rating to E-R Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to refinancing notes to be issued
by Carlyle Global Market Strategies Euro CLO 2014-2 Designated
Activity Company:

EUR4,000,000 Class X Senior Secured Floating Rate Notes due 2031,
Assigned (P)Aaa (sf)

EUR239,400,000 Class A-1-R Senior Secured Floating Rate Notes due
2031, Assigned (P)Aaa (sf)

EUR10,400,000 Class A-2A-R Senior Secured Floating Rate Notes due
2031, Assigned (P)Aa2 (sf)

EUR26,400,000 Class A-2B-R Senior Secured Fixed Rate Notes due
2031, Assigned (P)Aa2 (sf)

EUR13,800,000 Class B-1-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)A2 (sf)

EUR10,000,000 Class B-2-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)A2 (sf)

EUR19,500,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)Baa2 (sf)

EUR29,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)Ba2 (sf)

EUR11,700,000 Class E-R 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 ratings of the rated notes reflect the risks
from 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 considers that the collateral manager CELF Advisors LLP
has sufficient experience and operational capacity and is capable
of managing this CLO.

The Issuer will issue the refinancing notes in connection with
the refinancing of the following classes of notes: the Class A-1
Senior Secured Floating Rate Notes due 2027, the Class A-2A
Senior Secured Floating Rate Notes due 2027, the Class A-2B
Senior Secured Fixed Rate Notes due 2027, the Class B Senior
Secured Deferrable Floating Rate Notes due 2027, the Class C
Senior Secured Deferrable Floating Rate Notes due 2027, the Class
D Senior Secured Deferrable Floating Rate Notes due 2027 and the
Class E Senior Secured Deferrable Floating Rate Notes due 2027 ,
previously issued on June 26, 2014 . The Class A-1 Senior Secured
Floating Rate Notes due 2027, the Class A-2A Senior Secured
Floating Rate Notes due 2027, the Class A-2B Senior Secured Fixed
Rate Notes due 2027, the Class B Senior Secured Deferrable
Floating Rate Notes due 2027 and the Class C Senior Secured
Deferrable Floating Rate Notes due 2027 were refinanced on
February 15, 2017. On the refinancing date, the Issuer will use
the proceeds from the issuance of the refinancing notes to redeem
in full the Original Notes.

On the Original Closing Date, the Issuer also issued EUR
39,100,000.00 million of subordinated notes, which will remain
outstanding.

Interest and principal amortisation amounts due to the Class X
Senior Secured Floating Rate Notes are paid pro rata with
payments to the Class A-1-R Senior Secured Floating Rate Notes.
The Class X Notes amortise by EUR 500,000.00 over the first 8
payment dates.

The Issuer is a managed cash flow CLO. At least 96% of the
portfolio must consist of secured senior obligations and up to 4%
of the portfolio may consist of unsecured senior loans, second
lien loans, mezzanine obligations and high yield bonds. The
underlying portfolio is expected to be fully ramped at closing.

CELF 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 only, and are subject to certain restrictions.

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

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:

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

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.

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

Target Par Amount: EUR 389,300,000.00

Defaulted Par: EUR 0

Diversity Score: 44

Weighted Average Rating Factor (WARF): 2950

Weighted Average Spread (WAS): 3.60%

Weighted Average Coupon (WAC): 4.50%

Weighted Average Recovery Rate (WARR): 43.00%

Weighted Average Life (WAL): 8.5 years

Moody's has addressed the potential exposure to obligors
domiciled in countries with local currency ceiling (LCC) of A1 or
below. As per the portfolio constraints and eligibility criteria,
exposures to countries with LCC below "A1" cannot exceed 10% and
obligors cannot be domiciled in countries with LCC below "A3".


DECO 2014-TULIP: DBRS Confirms BB(high) Rating on Class E Notes
---------------------------------------------------------------
DBRS Ratings Limited confirmed its ratings on the following
classes of Commercial Mortgage-Backed Floating-Rate Notes Due
July 2024 (the notes) issued by Deco 2014-Tulip Limited (the
Issuer):

-- Class A at AAA (sf)
-- Class B at AA (sf)
-- Class C at A (high) (sf)
-- Class D at BBB (sf)
-- Class E at BB (high) (sf)

The Class A, B and C notes carry Stable trends while the Class D
and E notes maintain Negative trends.

The confirmations reflect the transaction's overall stable loan
metrics. The Negative trends on the two junior tranches were
maintained as a result of the continued deterioration of asset
performance from last year coupled with the higher exposure of
the junior notes at maturity resulting from the 50% pro rate and
50% sequential principal pay down mechanism.

Deco 2014-Tulip Limited was originally secured by two loans: the
Windmolen loan, which was repaid in Q1 2015, and the Orange loan.
The Orange loan is secured by eight retail properties (11 at
issuance) primarily located in suburban areas of the Netherlands.
The assets are concentrated in Heerlen (26.9%), Alphen and den
Rijn (18.8%) and Amsterdam (17.3%). Although DBRS considers the
majority of the assets to be in suburban locations, DBRS notes
that many of the individual assets are part of the main shopping
areas in their prospective markets and benefit from close
proximity to local public transit stations.

The projected annual gross rental income decreased to
approximately EUR 13.0 million as of the Q2 2018 interest payment
date (IPD) from EUR 13.6 million at last review, which represents
a drop of -4.4%. The decrease is mainly attributed to the loss of
H&M, a tenant that vacated the Corio Center upon its lease
expiration in January 2018 and paid a rent of approximately EUR
470K per annum.

The vacancy rate across the Orange portfolio has increased
steadily to approximately 16.8% as of July 2018 IPD from 1.8%
since issuance. The lease expiry profile of the portfolio shows
an additional 2.1% of base rent due to expire before YE2018 as
well as 18.7% scheduled to expire throughout 2019, which may
further drive up the vacancy rate before the scheduled loan
maturity in July 2019.

At issuance, DBRS commented on the negative trend of the Dutch
retail market, which was characterized by increasing vacancies
and decreasing rental rates for small-scale strip centers -- the
asset type that largely makes up the Orange portfolio. According
to CBRE, the downward trend on the retail market may have reached
its bottom with consumer confidence reaching its highest level in
17 years. DBRS also reported lower vacancies for prime retail
assets in the Randstad region. However, DBRS still maintains an
overall negative outlook on secondary retail assets that
primarily make up the Orange loan's remaining assets.

DBRS has accounted for the H&M's departure and the further
deterioration of the retail market conditions during its review
in 2017 by underwriting a higher vacancy assumption.

The latest valuation of the portfolio is dated in April 2017,
when the appraiser estimated a total EUR 161.3 million market
value. DBRS understands that a new valuation has been
commissioned by the servicer and will be available in the next
IPD.

Given the approaching maturity date, DBRS will continue to
monitor the transaction on a quarterly basis and will update its
ratings to reflect any future developments of the loan.

DBRS currently rates Deutsche Bank AG with a Long-Term Critical
Obligations rating of A (high) and Short-Term Critical
Obligations rating of R-1 (middle), both with Negative trends,
which satisfies the minimum counterparty required rating laid out
in DBRS's "Legal Criteria for European Structured Finance
Transactions" methodology.

Notes: All figures are in euros unless otherwise noted.


HARVEST CLO XVI: Moody's Rates EUR12.5MM Class F-R Notes 'B2'
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to eight classes of notes issued by
Harvest XVI DAC :

EUR3,000,000 Class X Senior Secured Floating Rate Notes due 2031,
Definitive Rating Assigned Aaa (sf)

EUR273,000,000 Class A-R Senior Secured Floating Rate Notes due
2031, Definitive Rating Assigned Aaa (sf)

EUR22,000,000 Class B-1R Senior Secured Floating Rate Notes due
2031, Definitive Rating Assigned Aa2 (sf)

EUR20,000,000 Class B-2R Senior Secured Fixed Rate Notes due
2031, Definitive Rating Assigned Aa2 (sf)

EUR31,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2031, Definitive Rating Assigned A2 (sf)

EUR27,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2031, Definitive Rating Assigned Baa3 (sf)

EUR24,000,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2031, Definitive Rating Assigned Ba2 (sf)

EUR12,500,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2031, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Moody's definitive ratings of the rated notes 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, Investcorp Credit
Management EU Limited , has sufficient experience and operational
capacity and is capable of managing this CLO.

The Issuer issued the refinancing notes in connection with the
refinancing of the following classes of notes: Class A Notes,
Class B Notes, Class C Notes, Class D Notes, Class E Notes and
Class F Notes due 2029 , previously issued on September 14, 2016
. On the refinancing date, the Issuer will use the proceeds from
the issuance of the refinancing notes to redeem in full its
respective Original Notes. On the Original Closing Date, the
Issuer also issued EUR 45 million of subordinated notes, which
will remain outstanding.

Interest and principal amortisation amounts due to the Class X
Notes are paid pro rata with payments to the Class A-R Notes.
Class X Notes amortise by EUR 375,000 over the first eight
payment dates, starting on the first payment date.

As part of this reset, the Issuer has increased the target par
amount by EUR 1 million to EUR 441 million, has set the
reinvestment period to 4.5 years and the weighted average life to
8.5 years. In addition, the Issuer has amended the base matrix
and modifiers that Moody's has taken into account for the
assignment of the definitive ratings.

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

Investcorp 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 and a half year
reinvestment period. Thereafter, purchases are permitted using
principal proceeds from unscheduled principal payments and
proceeds from sales of credit risk are subject to certain
restrictions.

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

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:

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

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

Par amount: EUR 441,000,000

Diversity Score: 44

Weighted Average Rating Factor (WARF): 2939

Weighted Average Spread (WAS): 3.60%

Weighted Average Coupon (WAC): 5.0%

Weighted Average Recovery Rate (WARR): 44.0%

Weighted Average Life (WAL): 8.50 years

As part of its analysis, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
government bond ratings of A1 or below. According to the
portfolio constraints, the total exposure to countries with a
local currency country risk bond ceiling ("LCC") below Aa3 shall
not exceed 10% and per Eligibility Criteria obligors domiciled in
countries with a LCC below A3 is not allowed.



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


MOBY SPA: S&P Cuts Issuer Credit Rating to 'CCC+', Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Italian ferry operator Moby SpA to 'CCC+' from 'B'. The outlook
is stable.

S&P said, "At the same time, we lowered our issue rating on
Moby's senior secured debt by two notches to 'B-' from 'B+'. The
recovery rating is unchanged at '2', indicating our expectation
of substantial recovery (70%-90%; rounded estimate: 85%) for the
secured lenders in the event of a payment default.

"The downgrade reflects our revised reported EBITDA forecast for
2018 at EUR75 million-EUR80 million, compared with our previous
forecast of EUR109 million, after EBITDA underperformance in
first-half 2018. Furthermore, we do not anticipate any major
EBITDA upside in 2019, because of fierce competition on Moby's
core ferry routes. This weakness will constrain Moby's cash flow
generation and force the group to use its cash reserves to make
regular mandatory debt amortization payments in 2018 and 2019.
Therefore, we currently view Moby's capital structure as
unsustainable."

Moby is exposed to intense competition on its core and new
routes, particularly to the island of Sicily, where the company
competes with a well-established player, limiting its price
setting flexibility, especially in the passenger segment. This
squeezes its margins in an environment of rising oil prices, with
fuel expenses representing up to 25%-30% of revenue.
Additionally, profitability is burdened by ramp up costs for new
routes, some of which might break-even only from 2019.

S&P believes that without timely offsetting actions by
management, such as sale of vessels, Moby is at risk of breaching
its net leverage covenant test in December 2018. The lender group
agreed to relax this test to a 5.5x maximum at the beginning of
2018. The covenant steps down to the original threshold of a
maximum of 3.5x in June 2019, which will keep the company under
persistent covenant compliance stress in the context of difficult
trading conditions.

The rating also remains under pressure from the uncertainty
regarding a European Commission (EC) investigation, started in
2011, which could result in significant cash calls on the
company. The EC is investigating whether subsidies from the
Italian state to Tirrenia-CIN and Toremar, Moby's wholly-owned
subsidiaries, constitute incompatible state aid and threaten to
distort competition. Until the EC concludes the investigation,
the Italian government is contracted to pay annual subsidies of
about EUR87 million for all of Tirrenia-CIN's and some of
Toremar's loss-making routes, in exchange for provision of
services, especially in the winter season. The EC investigation
also encompasses allegations that the privatization of the
Tirrenia-CIN business was conducted unfairly.

To provision for an adverse EC ruling, Moby agreed with Tirrenia-
CIN at the time of the acquisition in 2012 to defer EUR180
million of the acquisition price (included in debt) and suspend
the payment until the EC concludes the investigation. S&P said,
"We consider that the deferred payment provides a cushion for
Moby because it can be reduced or terminated if an EC fine
materializes. Moby has also negotiated payment in deferred
installments (EUR55 million already due and suspended, EUR60
million due in April 2019, and EUR65 million in April 2021),
although the EC could overrule this payment agreement. However,
we acknowledge that the EUR180 million may not cover all the
possible outcomes and, depending on the severity of the potential
fines and payment schedule, Moby could face a liquidity
shortfall, which would lead us to lower the rating."

S&P said, "The stable outlook reflects our opinion that Moby's
large cash balance should help it avoid a near-term liquidity
shortfall, allowing management to focus on turning around the
operating performance and taking external measures to ensure
covenant compliance.

"We could lower the ratings if Moby fails to prevent its EBITDA
from deteriorating further or is not able to bridge the gap with
sufficient gains from potential vessel sales to ensure compliance
with the covenant in December 2018 and June 2019 (in the absence
of waivers or amendments from the lender group).

"We could also lower the ratings if we think Moby is likely to
take steps to restructure the group's bank loans, for example, by
amending the mandatory amortization schedule or deferring
maturities, given its likely tightening cash position. We would
view such debt restructuring as tantamount to default.

"We would also lower the rating if the EC's ruling resulted in
Moby having to pay a fine significantly higher than the deferred
payment amount of EUR180 million and within a short period of
time, which would likely lead to a liquidity shortfall.

"We could consider an upgrade if we anticipated that Moby would
return to sustainably positive revenue and EBITDA growth for
several quarters, leading to material free operating cash flow
generation and averting cash burn, and demonstrating that
management's strategic initiatives are turning around operating
performance. This could demonstrate the long-term sustainability
of the capital structure and alleviate the recurring covenant
pressure."



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


BCPE MAX: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit
rating to BCPE Max Dutch Bidco BV, the bidding company of DSM
Sinochem Pharmaceuticals (DSP), a Netherlands-based
pharmaceutical company. The outlook is stable.

S&P said, "At the same time, we assigned our 'B' long-term issue
ratings to the EUR75 million equivalent revolving credit facility
(RCF) and EUR335 million equivalent first-lien senior secured
term loan B. The recovery rating on the notes is '3', indicating
our expectation of 50%-70% recovery (rounded estimate: 65%) in
the event of payment default.

"Our final ratings are in line with the preliminary ratings
assigned on Aug. 31, 2018."

The rating reflects DSP's relatively small size and focus on the
production of antibiotics, such as semi-synthetic penicillin
(SSP) and semi-synthetic cephalosporin (SSC), which constrains
its business profile. However, the rating benefits from the
company's low cost position and brand recognition among
industrial customers, as well as the barriers to enter its
addressable market based on technological and capital investment.
However, DSP's financial profile is constrained by its ownership
by financial sponsor Bain Capital and modest free operating cash
flow (FOCF) generation, which S&P projects to be EUR5 million-
EUR10 million in 2018-2020 under its base case. S&P forecasts
that DSP's S&P Global Ratings' adjusted opening leverage will be
about 4.9x as of December 2018.

Although DSP operates in an integral part of the pharmaceutical
supply chain, S&P considers that it shares characteristics with
the specialty chemical industry. This is because the majority of
the business does not yet produce finished dosage forms (FDFs)
and therefore does not participate in the higher-margin parts of
the value chain.

S&P said, "The global pharmaceutical market benefits from the
aging populations in developed markets and better access to
health care in emerging markets. DSP's operations are
concentrated in what we view as the niche SSP and SSC antibiotics
market. These antibiotics are considered the first line of
defense and a lifesaving treatment for many diseases. S&P
estimates that demand for antibiotics will be primarily driven by
emerging markets as accessibility to health care increases, while
the western markets -- where these types of products have already
been in use for a long time -- will continue to experience
pricing and volume pressure, leading to limited overall growth in
the low-single-digit range. This weighs negatively on our
assessment."

Excluding the treatment of infections, DSP has limited exposure
to anti-fungal-based products (5% of 2017 revenues) and statin-
based products (3% of 2017 revenues). That said, the company
expects to expand thanks to its FDF franchise, which should
benefit from the ongoing outsourcing of noncore activities -- a
trend among pharmaceutical companies.

DSP's focus on a patented enzymatic fermentation process -- which
has shorter lead times and leads to less waste than the
alternative chemical synthesis process -- drives the company's
cost position. DSP's core customer base comprises generic
manufacturers that, unlike industry leaders such as GSK and
Novartis, do not have integrated active pharmaceutical ingredient
(API) production capabilities. Contract life spans typically
range between three and five years, which provides good earnings
visibility.

In the production of antibiotics, DSP uses materials such as
glucose and p-hydroxyphenylglycine methyl ester (HPGM), which
account for just over half of its total raw material spending.
Markets for these inputs are prone to price volatility. The
company is trying to mitigate this by entering into long-term
contracts, but it still purchases a significant portion of raw
materials at market prices.

S&P said, "We also see DSP's relatively limited supplier base --
especially regarding HPGM -- as a weakness, since Deretil, a
Spain-based company, is the sole supplier of this raw material.
"We consider that a distressed scenario involving this supplier
could have negative implications in the production of SSPs.
However, we acknowledge that DSP has a clean record in this
regard."

DSP has a successful track record of applying pricing premiums,
which has historically compensated any increase in input cost.
This is because it benefits from its longstanding relationship
with pharmaceutical companies that are more likely to accept
price increases than change their supplier due to the switching
hurdles.

S&P said, "In our view, DSP is well positioned to face the
ongoing increased focus on environmental matters. The Chinese
environmental policy, referred to as "2+26," has triggered
numerous site inspections, leading to various site closures for
competitors that did not comply with the environmental
requirements. However, DSP passed these inspections, and we
therefore believe that, even though the overall market growth
prospects are relatively modest, DSP benefits from a well-
established and defendable market positon."

Operating efficiency is adequate with a low cost positioning,
high capacity usage, and no need to build new plants to
accommodate for growth. DSP's industrial footprint encompasses
sites in China, India, the Netherlands, Spain, and Mexico. That
said, the plants remain few in number, and the temporary closure
of one plant could materially harm DSP's credit profile. Finally,
in terms of profitability, DSP enjoys an EBITDA margin of 16%-
17%, which fully fits with S&P Global Ratings' guideline of 12%-
20% average profitability for a specialty chemical player.

S&P said, "Our financial risk profile assessment reflects our
view that DSP will post adjusted debt to EBITDA close to 5x on
average over the next two years. Our debt calculation excludes
the EUR137 million non-common equity. However, the equity sponsor
ownership of the group, coupled with the uncertainty as to
whether Bain Capital will sustainably support DSP's deleveraging
trajectory and FOCF generation, constrains the company's
financial risk profile.

"The stable outlook on DSP reflects our view that, in the next
12-18 months, the group will retain its solid position as an
provider of APIs for the SSP and SSC antibiotic market. We
forecast continuous growth in EBITDA and positive FOCF
generation.

"We anticipate the company will maintain an adjusted debt-to-
EBITDA ratio close to 5.0x. The stable outlook also incorporates
our view that the group's undrawn EUR75 million RCF and available
cash balance will support the company's liquidity over the next
12 months.

"We could lower the rating if the company's liquidity was
significantly impaired or if the operating environment
deteriorated such that we consider the capital structure
unsustainable."

Failure to meet the U.S. Food and Drug Administration's
requirements could significantly damage DSP's operating
efficiency, which is a key credit factor, notably in terms of
quality and sustainability. Despite the company's good track
record in this area, the sector is under intense scrutiny and we
view quality and environmental risk as a major risk factor. This
is especially true, given that DSP only operates a handful of
plants and its reputation as a reliable long-term partner is key
to its success. Quality issues would jeopardize the group's
current business risk profile. Similarly, S&P could lower the
rating if DSP's FOCF entered into negative territory due to
operational disruptions.

S&P said, "Although unlikely over the next few years, we could
raise the rating if we observed a marked increase in the
company's scale and diversity of product offerings, but we do not
expect such expansion in the near term. Furthermore, we could
raise the rating if we were convinced that the financial sponsor
would consistently support the group's deleveraging trajectory
such that adjusted debt to EBITDA could remain comfortably within
the 4x-5x range, supported by positive FOCF."


KONINKLIJKE KPN: Egan-Jones Withdraws BB Sr. Unsecured Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on October 8, 2018, withdrew its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Koninklijke KPN NV.

Koninklijke KPN N.V. was founded in 1852 and is based in The
Hague, the Netherlands. The company provides telecommunications,
and information and communication technology (ICT) services in
the Netherlands, the Americas, and internationally.



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


MAGELLAN MORTGAGES NO.1: S&P Affirms 'B-' Rating on Class C Notes
-----------------------------------------------------------------
S&P Global Ratings affirmed and removed from CreditWatch positive
its 'B- (sf)' credit rating on Magellan Mortgages No. 1's class C
notes. At the same time, S&P affirmed its 'BBB+ (sf)' ratings on
the class A and B notes.

S&P said, "The affirmations follow the application of our
relevant criteria and our full analysis of the most recent
transaction information that we have received, and reflect the
transaction's current structural features. We have also
considered our updated outlook assumptions for the Portuguese
residential mortgage market.

"Our structured finance ratings above the sovereign (RAS)
criteria classify the sensitivity of this transaction as
moderate. Therefore, the highest rating that we can assign to the
senior-most tranche in this transaction is six notches above the
Portuguese sovereign rating, or 'AA- (sf)', if certain conditions
are met. For all other tranches, the highest rating that we can
assign is four notches above the sovereign rating.

"Under our counterparty criteria, our ratings on the class A and
B notes continue to be constrained by our 'BBB+' long-term issuer
credit rating (ICR) on NatWest Market PLC as bank account
provider, liquidity facility provider, and swap counterparty.

"Our European residential loans criteria, as applicable to
Portuguese residential loans, establish how our loan-level
analysis incorporates our current opinion of the local market
outlook. Our current outlook for the Portuguese housing and
mortgage markets, as well as for the overall economy in Portugal,
is benign. Therefore, we revised our expected level of losses for
an archetypal Portuguese residential pool at the 'B' rating level
to 1.0% from 1.7%, in line with table 80 of our European
residential loans criteria, by lowering our foreclosure frequency
assumption to 2.00% from 3.33% for the archetypal pool at the 'B'
rating level.

"After applying our European residential loans criteria to this
transaction, the overall effect in our credit analysis results is
a decrease in the required credit coverage for each rating level
compared with our previous review, mainly driven by our revised
foreclosure frequency assumptions and updated market value
decline assumptions."

  Rating level     WAFF (%)    WALS (%)
  AAA                 9.49         2.00
  AA                  6.59         2.00
  A                   4.97         2.00
  BBB                 3.75         2.00
  BB                  2.53         2.00
  B                   1.59         2.00

The class A, B, and C notes' credit enhancement has increased to
79.50%, 33.42%, and 7.89%, respectively, from 63.28%, 25.46%, and
4.51% due to the notes' amortization, which is fully sequential.
This transaction features a non-amortizing reserve fund, which is
at its required level of EUR11.5 million.

S&P said, "Following the application of our criteria, we have
determined that our assigned ratings on the classes of notes in
this transaction should be the lower of (i) the rating as capped
by our RAS criteria, (ii) the rating as capped by our
counterparty criteria, or (iii) the rating that the class of
notes can attain under our European residential loans criteria.

"The class A and B notes can pass higher rating levels under our
standard assumptions. However, as these notes are constrained at
the ICR on NatWest Market, we have affirmed our 'BBB+ (sf)'
ratings on the class A and B notes.

"Although the class C notes fail our cash flow model stresses, we
do not rate them 'CCC' or below, because in our view, this class
of notes has sufficient available credit enhancement to prevent a
default in a steady-state scenario, and it can meet its financial
commitment on the obligation under current conditions. We have
therefore affirmed and removed from CreditWatch positive our 'B-
(sf)' rating on the class C notes following the application of
our 'CCC' ratings criteria."

Magellan Mortgages No. 1 is a Portuguese RMBS transaction, which
closed in December 2001 and securitizes first-ranking mortgage
loans that Banco Commercial Portugues S.A. originated.

  RATINGS AFFIRMED

  Magellan Mortgages No. 1 PLC

                        Rating
  Class            To          From
  A                BBB+ (sf)   BBB+ (sf)
  B                BBB+ (sf)   BBB+ (sf)
  C                B- (sf)     B-(sf)/Watch positive



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


FLORA-MOSCOW JSC: Put on Provisional Administration
---------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-2588, dated
October 5, 2018, revoked the banking license of Moscow-based
credit institution Joint-stock Company Commercial Bank
Flora-Moscow or JSC CB Flora-Moscow (Registration No. 533) from
October 5, 2018.

According to its financial statements, as of  September 1, 2018,
the credit institution ranked 450th by assets in the Russian
banking system.

The operations of JSC CB Flora-Moscow were found to be
non-compliant with the law and Bank of Russia regulations on
countering the legalisation (laundering) of criminally obtained
incomes and the financing of terrorism with regard to the
completeness and reliability of information provided to the
authorised body about operations subject to obligatory control.

JSC CB Flora-Moscow has long been in the purview of the Bank of
Russia due to the bank's transit and dubious transactions
connected with cash-out transactions and overseas money
diversion.  The regulator took measures repeatedly to preclude
the bank's involvement in suspicious activity of its customers.
However, the effectiveness of AML/CFT in the credit institution
was low.  These circumstances showed that the management and
owners of JSC CB Flora-Moscow were reluctant to take any
efficient measures in this regard.

The Bank of Russia repeatedly (6 times over the last 12 months)
applied supervisory measures against JSC CB Flora-Moscow,
including the restriction on household deposit taking.

Under these circumstances, the Bank of Russia took the decision
to revoke the banking licence from JSC CB Flora-Moscow.

The Bank of Russia took this decision due the credit
institution's failure to comply with federal banking laws and
Bank of Russia regulations, repeated violations within one year
of the requirements stipulated by Articles 6 and 7 (except for
Clause 3 of Article 7) of the Federal Law "On Countering the
Legalisation (Laundering) of Criminally Obtained Incomes and the
Financing of Terrorism", and the requirements of Bank of Russia
regulations issued in compliance with the said Federal Law, and
taking into account repeated applications within one year of
measures envisaged by the Federal Law "On the Central Bank of the
Russian Federation (Bank of Russia)".

Following banking licence revocation, JSC CB Flora-Moscow's
professional securities market participant licence was cancelled.

The Bank of Russia, by virtue of its Order No. OD-2589, dated
October 5, 2018, appointed a provisional administration to JSC CB
Flora-Moscow for the period until the appointment of a receiver
pursuant to the Federal Law "On Insolvency (Bankruptcy)" or a
liquidator under Article 23.1 of the Federal Law "On Banks and
Banking Activities".  In accordance with federal laws, the powers
of the credit institution's executive bodies were suspended.

The current development of the bank's status has been detailed in
a press statement released by the Bank of Russia.

JSC CB Flora-Moscow is a member of the deposit insurance system.
The revocation of the banking licence is an insured event as
stipulated by Federal Law No. 177-FZ "On the Insurance of
Household Deposits with Russian Banks" in respect of the bank's
retail deposit obligations, as defined by law.  The said Federal
Law provides for the payment of indemnities to the bank's
depositors, including individual entrepreneurs, in the amount of
100% of the balance of funds but no more than a total of RUR1.4
million per depositor.


KOR JSC: Put on Provisional Administration, License Revoked
-----------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-2586, dated
October 5, 2018, revoked the banking license of Volgograd-based
credit institution Joint-stock Company Joint-stock Commercial
Bank KOR or JSC JSCB KOR (Registration No. 2148) from October 5,
2018.

According to its financial statements, as of September 1, 2018,
the credit institution ranked 390th by assets in the Russian
banking system.

The business model of JSC JSCB KOR was largely designed to serve
the interests of its shareholders and affiliated persons.
Outstanding loans to companies explicitly or implicitly related
to the ultimate beneficiaries of this credit institution
accounted for about 50% of the credit portfolio.

The operations of JSC JSCB KOR were found to be non-compliant
with the law and Bank of Russia regulations on countering the
legalisation (laundering) of criminally obtained incomes and the
financing of terrorism with regard to the completeness and
reliability of information provided to the authorised body about
operations subject to obligatory control.  Moreover, the volume
of suspicious transit operations conducted by the bank soared in
the second quarter of 2018.

Under these circumstances, the Bank of Russia took the decision
to revoke the banking licence from JSC JSCB KOR.

The Bank of Russia took such a decision due to the repeated
violations within a year of the requirements stipulated by
Article 7 (excluding Clause 3 of Article 7) of Federal Law "On
Countering the Legalisation (Laundering) of Criminally Obtained
Incomes and the Financing of Terrorism" as well as Bank of Russia
regulations issued in accordance with the said law.

Following banking licence revocation, JSC JSCB KOR's professional
securities market participant licence was cancelled.

The Bank of Russia, by virtue of its Order No. OD-2587, dated
October 5, 2018, appointed a provisional administration to JSC
JSCB KOR for the period until the appointment of a receiver
pursuant to the Federal Law "On Insolvency (Bankruptcy)" or a
liquidator under Article 23.1 of the Federal Law "On Banks and
Banking Activities".  In accordance with federal laws, the powers
of the credit institution's executive bodies were suspended.

The current development of the bank's status has been detailed in
a press statement released by the Bank of Russia.

JSC JSCB KOR is a member of the deposit insurance system. The
revocation of the banking licence is an insured event as
stipulated by Federal Law No. 177-FZ "On the Insurance of
Household Deposits with Russian Banks" in respect of the bank's
retail deposit obligations, as defined by law.  The said Federal
Law provides for the payment of indemnities to the bank's
depositors, including individual entrepreneurs, in the amount of
100% of the balance of funds but no more than a total of RUR1.4
million per depositor.


PIR BANK: Put on Provisional Administration, License Revoked
------------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-2646, dated
October 12, 2018, revoked the banking license of Moscow-based
credit institution Limited Liability Company Bank of Industrial
and Investment Settlements, or PIR Bank LLC (Registration No.
2655) from October 12, 2018.  According to its financial
statements, as of October 1, 2018, the credit institution ranked
296th by assets in the Russian banking system.

The operations of PIR Bank LLC were found to be non-compliant
with the law and Bank of Russia regulations on countering the
legalisation (laundering) of criminally obtained incomes and the
financing of terrorism with regard to the completeness and
reliability of information provided to the authorised body about
operations subject to obligatory control.

PIR Bank LLC has long been in the purview of the Bank of Russia
due to the bank's suspicious transit transactions.  The decrease
in the volume of the said operations was solely the result of the
restrictive measures imposed by the regulator.  Therefore,
AML/CFT activity of PIR Bank LLC internal controls cannot be
recognised as effective.  These circumstances showed that the
management and owners of PIR Bank LLC were reluctant to take any
efficient measures to preclude the bank's involvement in
suspicious activity of its customers.

The Bank of Russia had repeatedly (4 times over the last 12
months) applied supervisory measures against PIR Bank LLC,
including two impositions of restrictions on household deposit
taking.

Under these circumstances, the Bank of Russia took the decision
to revoke the banking license from PIR Bank LLC.

The Bank of Russia took this decision due the credit
institution's failure to comply with federal banking laws and
Bank of Russia regulations, repeated violations within one year
of the requirements stipulated by Articles 6 and 7 (except for
Clause 3 of Article 7) of the Federal Law "On Countering the
Legalisation (Laundering) of Criminally Obtained Incomes and the
Financing of Terrorism", and the requirements of Bank of Russia
regulations issued in pursuance thereof, and taking into account
repeated applications within one year of measures envisaged by
the Federal Law "On the Central Bank of the Russian Federation
(Bank of Russia)".

The Bank of Russia, by virtue of its Order No. OD-2647, dated
October 12, 2018, appointed a provisional administration to PIR
Bank LLC for the period until the appointment of a receiver
pursuant to the Federal Law "On Insolvency (Bankruptcy)" or a
liquidator under Article 23.1 of the Federal Law "On Banks and
Banking Activities".  In accordance with federal laws, the powers
of the credit institution's executive bodies were suspended.

The current development of the bank's status has been detailed in
a press statement released by the Bank of Russia.

PIR Bank LLC is a member of the deposit insurance system. The
revocation of the banking licence is an insured event as
stipulated by Federal Law No. 177-FZ "On the Insurance of
Household Deposits with Russian Banks" in respect of the bank's
retail deposit obligations, as defined by law.  The said Federal
Law provides for the payment of indemnities to the bank's
depositors, including individual entrepreneurs, in the amount of
100% of the balance of funds but no more than a total of RUR1.4
million per depositor.



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


INSTITUTO VALENCIANO: S&P Affirms 'BB/B' ICRs, Outlook Positive
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB/B' long- and short-term
issuer credit ratings on financial agency Instituto Valenciano de
Finanzas (IVF), based in Spain's Autonomous Community of Valencia
(AC Valencia). The outlook remains positive.

The affirmation reflects that S&P continues to consider IVF is a
government-related entity that enjoys an almost certain
likelihood of extraordinary support from AC Valencia.

IVF is AC Valencia's financial agency. After the regional
elections in 2015, the new regional administration drew up a
strategy for IVF, comprising the separation of its activities
into two groups; a) the management of the region's debt and
guarantees and the supervision of the regional financial sector,
which will be transferred to AC Valencia; and b) the provision of
credit to private entities, which will remain IVF's
responsibility. IVF's management initially expected to complete
this process by January 2018; however, the new target is January
2019. Although AC Valencia formally approved the new allocation
of jurisdictional responsibilities between IVF and AC Valencia at
the end of August 2018, this allocation has not yet taken place
due to some bureaucracy processes that have yet to be resolved.

S&P said, "We do not believe that this reorganization will change
our perception that there is an almost certain likelihood that AC
Valencia would provide timely and sufficient extraordinary
support to IVF in times of financial distress. We base our view
on our assessment of IVF's: Integral link with AC Valencia. IVF
is a public entity that is fully owned and tightly controlled by
AC Valencia. We understand that any change in IVF's bylaws must
be approved by AC Valencia, and that IVF cannot be privatized
without a change in its bylaws. We also understand that, if IVF
were dissolved, AC Valencia would ultimately be liable for its
obligations. Moreover, AC Valencia provides a statutory guarantee
on IVF's total debt, which supports our assessment of IVF's
integral link with AC Valencia. We also think that, due to the
guarantee, the markets would perceive a default by IVF as
tantamount to a default by the region. However, we do not base
our ratings on IVF on the language of the statutory guarantee. We
see AC Valencia as being strongly involved in IVF's management.
The region appoints IVF's general director and the majority of
representatives on the agency's supervisory board." IVF's
president is also the regional government's minister of finance.
IVF receives ongoing financial support from the regional
government through yearly operating and capital transfers, as
well as capital injections, to offset losses and cover maturing
debt, when necessary."

Critical role for AC Valencia as its financing agency to
implement Valencia's public credit policy by providing loans to
small and midsize enterprises (SMEs) and local businesses in the
region. S&P said, "IVF has a very specific business model and
strategy compared with those of commercial banks because it acts
on behalf of AC Valencia, which is why we think a private entity
could not easily take on IVF's role. In our view, the guarantee
provided by the regional government to IVF's debt highlights the
agency's role for AC Valencia. The fact that IVF expects to
transfer the responsibility of managing AC Valencia's debt to the
regional administration by year-end 2018 does not diminish IVF's
role for AC Valencia, in our view."

IVF is currently consolidated under the scope of the European
system of national and regional accounts (ESA-2010). As a result,
IVF's debt maturities fall under the "Fondo de Financiacion de
las Comunidades Autonomas" (FFCA), the central government's
liquidity facility to fund regions' needs. However, when IVF only
acts as a public credit entity, it will no longer be in the scope
of ESA-2010, as is the case for any other promotional bank in
Europe serving as a solely public credit entity. Nevertheless,
FFCA will continue covering AC Valencia's deficit. Therefore, AC
Valencia could use the segment of the FFCA to fund a capital
injection into IVF, if required. That said, S&P thinks that IVF
does not currently need support, in light of its high capital
ratio above 45%.

IVF's assets totaled EUR813.7 million at June 30, 2018. The asset
structure is largely based on IVF's loan portfolio (EUR645
million), which accounted for 80% of total assets. The portfolio
includes loans to the private sector (20%) and the public sector
(80%). The high proportion of loans to the public sector is a
legacy of the previous administration. However, S&P expects this
proportion will diminish significantly in the coming months
because AC Valencia has agreed to directly assume part of these
loans. The new administration's strategy focuses its activities
on SMEs, local businesses, and venture capital, while
simultaneously reducing its exposure to the public sector.

S&P said, "In light of the close link between the region and IVF,
the explicit guarantee mechanism in place, and IVF's business
model that is focused on promotional activities and the execution
of government policies, we do not derive a stand-alone credit
profile for IVF. Furthermore, we do not expect this strong
support framework will change over the medium term."

The positive outlook on IVF mirrors that on AC Valencia.

S&P said, "We could upgrade IVF if we upgraded AC Valencia in the
next six-to-12 months and continued to expect an almost certain
likelihood of support for IVF from AC Valencia, based on our view
of the agency's integral link with and critical role for the
region."

S&P could revise the outlook to stable if S&P took the same
action on AC Valencia.



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


SIG COMBILOC: Moody's Assigns Ba3 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service has assigned a Ba3 corporate family
rating and Ba3-PD probability of default rating to SIG Combibloc
Group AG following the successfully listing on the Swiss Stock
Exchange on September 28, 2018. Concurrently, Moody's has
withdrawn the B2 CFR, B2-PD PDR and outlook at SIG Combibloc
Holdings S.C.A. and affirmed the Ba3 ratings on the senior
secured Term Loan A, senior secured Term Loan B, and senior
secured revolving bank credit facility borrowed at subsidiaries
SIG Combibloc PurchaseCo S.a  r.l., SIG Combibloc US Acquisition
Inc. and SIG Combibloc US Acquisition II Inc. as part of the new
capital structure following the listing. A stable outlook has
been assigned to SIG Combibloc Group AG and the outlook on SIG
Combibloc PurchaseCo S.a r.l. remains stable.

RATINGS RATIONALE

The Ba3 ratings reflect the successful conclusion of the IPO and
refinancing in line with Moody's previous expectations, thereby
reducing debt by around EUR1 billion. On a pro-forma basis for
the last twelve months to June 2018, Moody's-adjusted debt/EBITDA
reduces to 4.2x from 6.4x (the company's defined target net
leverage following the transaction is 3.25x). The rating is
strongly positioned and Moody's notes the company's intentions to
further deleverage towards 2.0x on a company-defined net leverage
basis over the medium term, which could result in further
positive pressure on the rating as the company progresses to its
stated target. Although the expected dividend payments from 2019
will likely offset a substantial part of the improvement in cash
flows, Moody's nevertheless also expects some improvements in
free cash flow after capex, interest and dividends going forward.

The ratings further positively reflect the company's stable
business environment and meaningful scale as second largest
operator globally in a somewhat concentrated market and its
business model that is based on supplying SIG-manufactured filler
machines to its customers under contract agreements which usually
incorporate SIG's right to supply ongoing carton sleeves. It also
reflects (i) the installed base of around 1,150 filler machines
supplied under long-term supply and service contracts and (ii)
focus on less-discretionary and less cyclical food and beverage
end markets and, (iii) its global footprint in terms of revenue
and the gradual shift from the less profitable and more mature
European market towards more profitable growing regions such as
Asia and South America.

However, the ratings also reflect (i) the concentration of
revenue within one activity, aseptic carton packaging systems,
(ii) the risks from potential price volatility in certain raw
materials such as resins or aluminium, which do not have
automatic pass-through to customers, (iii) a degree of customer
concentration, and (iv) a more challenging growth environment in
its core European market.

In the six months to June 2018, the company reported 1% revenue
growth (5% at constant currency), balancing growth in the
Americas and APAC with a more stable performance in the EMEA
region. This was partly offset by the lower laminated board sales
to the joint ventures in the Middle East as they began producing
their own laminated board in 2017, and by lower folding box board
revenues from the Whakatane paper mill, which is being converted
into an internal supplier of liquid paper board. Core revenue
excluding these supply chain transitions grew by 5% (9% at
constant currency). Moreover, company-adjusted EBITDA grew by 14%
over the prior year period. Moody's understands that the supply
chain transition in the Middle East is now completed and expects
the company to retain a steady performance with some potential to
grow in the Middle East, Americas and APAC, supported by recent
investments and new product innovation. However, Moody's also
believes that meaningful growth will be more challenging to
achieve in Europe, the company's largest and more saturated
market. As a result, Moody's expects steady EBITDA performance
and potential for some gradual deleveraging from a mix of
amortizing debt and gradual EBITDA growth.

Pro-forma for the transaction and as of August 2018, SIG had ca.
EUR45 million of cash on the balance sheet and access to a fully
undrawn and committed 5-year EUR300 million multi-currency
revolving credit facility. There is a first lien net leverage
covenant, tested semi-annually, under which Moody's expects the
company to retain sufficient headroom. In addition, Moody's
expects the company to remain free cash flow positive (after
interest, capex and dividends) although substantial dividend
payments will offset most of the benefits from the reduced debt
burden. While the company has good margins, it also carries
substantial capex typically related to the costs of installing
fillers. This would naturally reduce should revenue decline, or
vice versa, could increase if the company sees growth
opportunities. The company has guided to a capex range of 8-10%
of sales. The new EUR1.25 billion term loan A also amortizes at
2.5% annually in the first two years and at 5% thereafter.

Rating Outlook

The stable outlook reflects Moody's expectation of steady
performance and gradual deleveraging on the back of EBITDA growth
and some debt amortization payments.

Factors That Could Change The Rating Up/Down

The company is strongly positioned at the Ba3 rating.
Accordingly, further progress and track record towards achieving
its financial policy medium term target of 2.0x (company-defined
net leverage) through deleveraging and EBITDA growth, thereby
also leading to a reduction in Moody's-adjusted debt/EBITDA
sustainably below 4.0x, would create positive pressure. Moody's
would also expect the company to generate sustainably positive
free cash flow (after interest, capex and dividends) for positive
pressure to arise. Conversely, Moody's-adjusted debt/EBITDA
rising above 5.0x or a lack of free cash flow generation could
create negative pressure.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
May 2018.

Headquartered in Switzerland, SIG is the second largest
manufacturer of aseptic carton packaging systems, supplying
mostly the liquid dairy (e.g. milk, cream and soy milk products)
and non-carbonated soft drinks (e.g. juice, nectar and ice tea)
end markets. The company's aseptic cartons can also be used for
liquid food products, such as soups and broths, sauces, desserts
and baby food. Aseptic carton packaging, most prevalent in Europe
and Asia, is designed to allow beverages or liquid food to be
stored for extended periods of time without refrigeration. SIG
supplies complete aseptic carton packaging systems, which include
aseptic filling machines, aseptic cartons, spouts, caps and
closures and support services. In 2015 the company was acquired
by Private Equity Sponsor Onex and following the listing on the
Swiss Stock Exchange in September 2018 Onex' stake reduced to
50.8%. SIG reported revenue and company-reported (-adjusted)
EBITDA of EUR1.7 billion and EUR446 (480) million for the last
twelve months (LTM) to June 2018.



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


BETA DISTRIBUTION: Increased Competition Prompts Administration
---------------------------------------------------------------
Business Sale reports that Beta Distribution, a specialist IT
services and distributor headquartered in London, has fallen into
administration due to an increase in competition within the
market.

Deloitte has been called in to handle the administration, with
restructuring partners Clare Boardman and Richard Michael Hawes
appointed as joint administrators, Business Sale relates.

According to Business Sale, the pair cited that a number of weeks
had passed since Beta Distribution's credit insurers had
withdrawn cover, which was the underlying reason for the
company's downfall.

"Beta Distribution has been experiencing increasing competition
in the consumables market and this has placed it under a degree
of liquidity pressure and has restricted the availability of
credit to their suppliers," Business Sale quotes joint
administrator Clare Boardman as saying.

"It is a large importer of products from Europe and has, amongst
other pressures, experienced issues with foreign exchange rates."

Beta Distribution experienced a turnover of GBP186 million and a
net profit of GBP950,000 in the financial year ending March 2017,
Business Sale relays, citing accounts filed on Companies House.
Last month, however, it prolonged its current accounting period,
Business Sale notes.


CASTELL PLC 2018-1: DBRS Gives Prov. B Rating to Cl. F Notes
------------------------------------------------------------
DBRS Ratings Limited assigned provisional ratings to the notes to
be issued by Castell 2018-1 PLC as follows:

-- Class A Notes rated AAA (sf)
-- Class B Notes rated AA (low) (sf)
-- Class C Notes rated A (low) (sf)
-- Class D Notes rated BBB (high) (sf)
-- Class E Notes rated BB (high) (sf)
-- Class F Notes rated B (low) (sf) (together, the Rated Notes)

The Class X Notes and Class Z Notes are not rated.

Castell 2018- 1 Plc (the Issuer) is a bankruptcy-remote special-
purpose vehicle incorporated in the United Kingdom. The notes
will be used to fund the purchase of U.K. second-lien mortgage
loans originated by Optimum Credit Limited (Optimum Credit or the
Seller). Optimum Credit, established in November 2013, is a
specialist provider of second-lien mortgages based in Cardiff,
Wales. The majority of loan originations are sourced through
brokers, all of whom, since March 2016, are regulated by the
Financial Conduct Authority under the Mortgage Code of Conduct
and Business. The originator is owned by Patron Capital Partners,
a Western European private equity real estate fund with its main
investment advisor, Patron Capital Advisers LLP, based in London.
On 5 October 2018, a sale and purchase agreement was signed
pursuant to which the entire issued share capital of Optimum
Holding S.A. will be sold to Pepper Money (PMB) Limited (Pepper),
subject to relevant regulatory approval.

The mortgage portfolio will be serviced by Optimum Credit with
Link Mortgage Services Limited in place as the back-up servicer.
Optimum Credit is considering delegating all servicing to Pepper
after closing of the sale. Intertrust Management Limited has been
appointed as a back-up servicer facilitator.

As of September 7, 2018, the portfolio consisted of 6,998
mortgage loans with a total portfolio balance of GBP 309.9
million. The average loan per borrower is GBP 44,278. The
weighted-average (WA) seasoning of the portfolio is 7.6 months
with a WA remaining term of 16.1 years. The WA current loan-to-
value, inclusive of any prior ranking balances of the portfolio,
is 64.2%. Within the portfolio, 65.6% of the loans are fixed-rate
loans before switching to floating rate upon completion of the
initial fixed period. The remainders are floating-rate loans for
life. Interest rate risk is expected to be hedged through a
fixed-floating balance guaranteed interest rate swap, with
further support provided by excess spread. Approximately 3.8% of
the portfolio by loan balance comprises loans originated to
borrowers with a prior County Court Judgment, and 0.8% of the
borrowers are in arrears.

Credit enhancement for the Class A Notes is expected to be
[30.65%] at closing and is to be provided by the subordination of
the Class B Notes to the Class Z Notes (excluding the
uncollateralized Class X Notes). The credit enhancement includes
an amortizing cash reserve fund that is available to support the
Class A to Class F Notes. The cash reserve will be fully funded
at closing and is required to be funded at the lower of [2.25]%
of the initial balance of the Class A to the Class Z Notes
(excluding the Class X Notes) or [4.0]% of the current balance of
the Class A to the Class Z Notes (excluding the Class X Notes).
The cash reserve is replenished subject to a floor of [1.00] % of
the Class A to Class Z Notes (excluding the Class X Notes).

The Class A Notes and the Class B Notes benefit from further
liquidity support provided by an amortizing liquidity reserve,
which can support the payment of senior fees and interest on the
Class A and Class B Notes. The liquidity reserve fund will be
unfunded at closing, with the required amount of [1.5] % of the
outstanding balance of the Class A and B Notes. Initially, the
liquidity reserve will be funded through principal receipts. Any
subsequent use of the liquidity reserve fund will be replenished
from revenue receipts. Principal receipts may be used to provide
liquidity support to payments of senior fees and interest on the
Class A and Class B Notes subject to principal deficiency ledger
conditions.

The Issuer is expected to enter into a fixed-floating balance
guaranteed swap with NatWest Markets to mitigate the fixed
interest rate risk from the mortgage loans and the three-month
LIBOR payable on the notes. The fixed-floating swap documents
reflect DBRS's "Derivative Criteria for European Structured
Finance Transactions" methodology.

The Account Bank, Cash Manager, Principal Paying Agent, Agent
Bank and Registrar is Citibank N.A., London Branch. The DBRS
private rating of the Account Bank is consistent with the
threshold for the Account Bank outlined in DBRS's "Legal Criteria
for European Structured Finance Transactions" methodology, given
the rating assigned to the Class A Notes.

The ratings for all of the rated notes address the timely payment
of interest and ultimate payment of principal on or before the
legal final maturity date. DBRS based its ratings primarily on
the following analytical considerations:

   -- The transaction capital structure, form and sufficiency of
      available credit enhancement and liquidity provisions.

   -- The credit quality of the mortgage loan portfolio and the
      ability of the servicer to perform collection activities.
      DBRS calculated portfolio default rates (PD), loss given
      default (LGD) and expected loss (EL) outputs on the
      mortgage loan portfolio.

   -- The ability of the transaction to withstand stressed cash
      flow assumptions and repays the Rated Notes according to
      the terms of the transaction documents. The transaction
      cash flows were analyzed using PD and LGD outputs provided
      by the European RMBS Insight Model. Transaction cash flows
      were analyzed using INTEX DealMaker.

   -- The structural mitigants in place to avoid potential
      payment disruptions caused by operational risk, such as
      downgrade and replacement language in the transaction
      documents.

   -- The transaction's ability to withstand stressed cash flow
      assumptions and repay investors in accordance with the
      terms and conditions of the notes.

   -- The consistency of the legal structure with DBRS's "Legal
      Criteria for European Structured Finance Transactions"
      methodology and the presence of legal opinions that address
      the assignment of the assets to the Issuer.

Notes: All figures are in British pound sterling unless otherwise
noted.


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

S&P said, "We affirmed our 'BB+' rating on the senior secured
notes issued by Drax Finco PLC, whose obligors are Drax and the
key operating subsidiaries within the group. The recovery rating
on the debt is '4', indicating our expectation of recovery
prospects of about 35% in the event of a payment default. We have
also affirmed our 'BBB-' issue rating on the super senior RCF,
raised by Drax Corporate Ltd., with a recovery rating of '1'
indicating our expectation of recovery of about 95% in the event
of a payment default."

The affirmations follow Drax's announcement that it has agreed to
acquire a portfolio of U.K.-based low carbon assets from Scottish
Power's Spanish parent, Iberdola, as a part of its strategy to
reduce exposure to coal-based generation. The acquired portfolio
includes 2550 MW of existing hydro, pump storage, and gas-fired
assets, as well as the opportunity to build new combined cycle
gas turbine (CCGT) projects of up to 1800 MW and an option for a
600 MW pump storage extension project. S&P said, "Although
leverage will peak to about 2x adjusted debt to EBITDA in 2019,
we anticipate the ratios will strengthen from 2020 onward on
strong FOCF generation. We believe that the acquired assets will
add fuel and geographic diversity and are less risky from an
operational perspective than the group's other strategic projects
such as the newly built OCGT plants and its coal-to-gas
conversion plants. We also note the acquired portfolio's solid
operating track record."

Post the acquisition, Drax will benefit from increased scale.
After 2019, the new portfolio will contribute a baseline of some
GBP75 million-GBP80 million of EBITDA annually, bringing the
group's overall yearly earnings to GBP420 million-GBP450 million,
from GBP229 million in 2017. These assets provide diversification
benefits to Drax by reducing its exposure to a single site, and
to coal generation. In S&P's view, the assets being acquired have
demonstrated a solid operating performance, and the pumped
storage and Lanark and Galloway hydro assets are comparable to
the asset quality of Drax's biomass portfolio because of their
low cost and inherently more predictable renewable generation
output compared to more standard run-of-the-river hydro assets.
That said, after the acquisition, Drax's portfolio retains a
degree of merchant risk despite that approximately two-thirds of
the portfolio's cash flows will be generated under supportive
regulatory mechanisms, namely renewable obligation certificates
(ROCs; 45MW for Lanark and some of Galloway), capacity market
contracts (CCGT and pump storage assets), and contracts for
system services. While the broader portfolio of assets brings in
fuel diversity to overall earnings, the group's overall exposure
to volatile wholesale electricity prices may affect group
earnings volatility.

S&P said, "In our base-case forecasts, leverage will peak at
about 2x adjusted debt to EBITDA, but we foresee relatively good
visibility for 2019 earnings and a degree of certainty that the
ratios will recover after 2020. Our forecasts are supported by
the upward trend in power prices in the U.K., as well as the
current high proportion of generation output (almost 90% of the
existing portfolio) benefitting from hedges in place and
predictability granted by subsidized renewable source generation.
Drax's existing portfolio requires limited capital expenditure
(capex) over the coming years, leaving headroom for the new
portfolio's additional capex needs--which we understand are about
GBP45 million-GBP55 million annually over the next two years, and
reducing thereafter.

"With the newly acquired assets, we believe Drax is somewhat less
likely to invest in new OCGT plants or coal-to-gas conversion in
the next two to three years. Any decision beyond that will depend
on the economic viability of these investments and the funding of
these projects will be more long dated. In the context of the
lower-than-expected auction price in February 2018, we see
continuing uncertainty as to whether or not Drax will embark on
the investment related to four OCGT development projects.
Furthermore, future auction prices will have a bearing on Drax's
intention to convert up to 3.6 gigawatts of coal-fired units into
gas, which is still at an early stage. If successful, this gas
conversion could be positive because it will extend the life of
Drax' generation fleet and enhance profits, since the coal units
have limited life due to their prohibitive carbon and
environmental costs. Therefore, we see a guideline of 35%
adjusted FFO to debt as commensurate with the current ratings and
risk profile. Drax's ambitious acquisitive strategy in previous
years increased shareholder distributions, and presents some
uncertainties as to the group's financial policies in the long
run.

"Our rating on Drax reflects that the group currently generates
about three-quarters of its output from predictable and
subsidized biomass generation. One-third of its biomass output is
under a fixed-price CfD, which extends to 2027. The compensation
for the CfD contract was set at GBP100 per megawatt hour (/MWh)
based on a 2012 nominal rate linked to consumer price index (CPI)
inflation. The price at April 1, 2018 was GBP111.29/MWh. This
means that revenue visibility and margins will continue to
improve, although the key constraint is still volatile power and
commodity prices that apply to Drax's coal and partly to its
biomass generation under renewable obligation certificates.

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

S&P's base case assumes:

-- S&P Global Ratings forecast power prices of GBP50/MWh in
     2018-2019 in line with Drax's average hedged prices and
     regulated remuneration under the CfD at GBP100/MWh (based on
     nominal 2012 rate linked to CPI inflation);

-- S&P Global Ratings forecast for GDP growth of 1.3% in 2018
    and 1.3% in 2019, reflecting Brexit uncertainties. Economic
     growth is correlated with power demand in the U.K. and
     wholesale power prices;

-- Limited capex needs following the completion of most major
    capex projects; and

-- Dividend policy of GBP55 million in 2018 (growing afterward);
    and share buyback of GBP50 million in 2018, as announced by
    the company.

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

-- Positive FOCF for the business over the next year, even
    incorporating the acquisition in 2019; and

-- FFO to debt of close to 50% in 2018, dropping close to 40% in
    2019 before rebounding again from 2020 onward.

S&P said, "The stable outlook on Drax reflects our expectations
that the group's weighted average FFO to debt will remain above
35% over the next three years despite the debt-funded acquisition
of flexible generation assets from Scottish Power. Our base case
factors in the recent acquisition of 2.0 GW of low cost gas
generation plants near London and in the South East, and hydro
and pumped storage assets in Scotland, which in our view provide
some geographical and fuel diversity while aligning with Drax's
aim to become a low carbon generator. Given its sizeable
investments in operational power generation assets, Drax will
likely use its strong FOCF over 2019-2021 to invest in rapid-
response gas plants, and the coal-to-gas conversion of its
remaining two coal units.

"We could lower the rating if unexpected execution risk
materialized while Drax is incorporating its newly acquired
assets into the portfolio -- for example if there were
operational problems coupled with less-supportive power prices
and spreads, resulting in weighted average FFO to debt falling
below our expectation of 35% in 2019 and delaying ratio recovery
post-acquisition. Negative ratings pressure could also build if
retail profit margins were to tighten, if the company engaged in
credit-dilutive acquisitions, or if the likelihood of greenfield
asset construction increased before 2021.

"Ratings upside could arise once we have clarity on the operating
performance of the new asset mix as well as the additional
investments necessary to implement Drax's strategy. We could see
the competitive advantage of the business as stronger on the back
of further self-supply in biomass, vertical integration in
retail, or investments in flexible gas generation. A higher
rating would also be underpinned by Drax's commitment to its
financial policy."


KEYSTONE MIDCO: Moody's Lowers CFR to B3, Outlook Stable
--------------------------------------------------------
Moody's Investors Service has downgraded Keystone Midco Limited
Corporate Family Rating to B3 from B2 and the Probability of
Default Rating to B3-PD from B2-PD. Concurrently, Moody's
downgraded the rating for the outstanding amount of GBP100
million senior secured notes due in 2019 issued by Keystone
Financing Plc to Caa1 from B3. The outlook for all ratings is
stable.

"The downgrade reflects the Keepmoat's recently reported lower
EBITDA margin, high Moody's adjusted leverage and also reduced
liquidity and increased refinancing risk, given that the
company's debt represented by a super senior revolving credit
facility (RCF) and senior secured bond comes due in the next 9-12
months," said Moody's analyst Egor Nikishin.

RATINGS RATIONALE

The company's GBP75 million super senior RCF which was drawn by
GBP37.5 million as of August 2018 is due in August 2019, while
the GBP100 million senior secured notes mature in October 2019.
Keepmoat is exploring strategic alternatives for its capital
structure and is currently in negotiations with a number of
interested parties. In Moody's view, the success of these
initiatives will depend on such factors as Keepmoat's operating
performance and the receptiveness of the capital markets.

The company's leverage as measured by debt to capitalisation
increased to 82.6% as of June 2018 from 76.7% in fiscal year
2017, ended March 2017, largely owing to net losses and an
increase in debt and land creditors to support growth of the
business. Moody's adjusted debt / EBITDA is also high at 7.7x, if
full credit is given for the exceptional losses associated with
several sites in the West Midlands (11.4x excluding these costs).

The company's revenue has increased significantly to GBP556
million in fiscal 2018 from GBP423 million in fiscal 2017 or 31%
and this growth continued in Q1 fiscal year 2019. However, top
line growth has not translated into a comparable increase of
EBITDA, which as reported by management only grew to GBP43.2
million from GBP36 million (or 20%), owing to significant
increase in cost in part due to investment to support business
expansion. Moreover, the company has recognised GBP13.2 million
exceptional costs (not included in management's EBITDA number) on
a number of sites within the West Midlands region, which
experienced significant trading issues, including significant
cost over-runs which were not adequately managed.

The company's growth also required sizeable investments into land
and working capital, which limited cash flow generation:
Keepmoat's reported free cash flow (FCF) for fiscal 2018 was
circa -GBP13 million before the dividend payment made on the
disposal of the Regeneration business, compared to Moody's
previous expectations of a positive number.

The rating also reflects the company's exposure to inherent
cyclicality of homebuilding market as well as exposure to a
number of market factors such as house prices, interest rates and
the availability of mortgage financing or government help-to-buy
schemes.


More positively the rating is supported by the ongoing favourable
market environment, with new build affordable housing to continue
to meet strong, structural demand as well as the current
favourable political environment.

The capital intensive nature and high leverage of the business is
also partly balanced by Keepmoat's (1) partnership business
model, which requires less expenditure for land; and (2) focus on
relatively standard housing within phased projects, which should
provide some flexibility to quickly adjust investments should the
market environment weaken.

The Caa1 rating on the notes reflects the continued priority
ranking (in case of enforcement) of the GBP75 million super
senior RCF due 2019 and the meaningful operating liabilities,
such as trade payables and land creditors.

Moody's views the company's liquidity profile as weak, reflecting
the large upcoming debt maturity of the company's RCF and notes
in August and October 2019 respectively. The company will be
reliant on the GBP75 million revolving credit facility during the
coming months given the traditionally large seasonal cash outflow
in the first six to nine months of the company's fiscal year.
Keepmoat has made the decision to change its financial year end
from March 31 to October 31, in order to align its year end date
with its build and sales cycle. This can be expected to result in
a change in the historic seasonal cash profile for the second
half of the company's 2019 fiscal year to October. Moody's
expects the company to remain slightly FCF negative in the next
12 months from March 2018 given some exceptional cash outflows
before turning to positive FCF thereafter.

The stable outlook assumes a successful and timely refinancing of
the company's notes and RCF. The stable outlook reflects Moody's
expectation that the company should be in a position to continue
its planned growth over the next 12-18 months, improve margins
and reduce its leverage.

What can change the rating up/down

Moody's would consider upward pressure to remain limited given
the recent downgrade, but a track record of improved operating
performance and sustained profitability without any further
material exceptional costs, would support upwards pressure.
Nevertheless continued growth together with a meaningful and
sustained reduction of Moody's-adjusted debt/capitalisation
towards 70% together with positive free cash flow generation
could result in upgrade pressure over time. Conversely, negative
pressure on the rating could result if the company fails to
address the upcoming debt maturities, leverage remains materially
above 80% or the company's liquidity profile weakens.

Keystone Midco Limited, the owner of Keepmoat Limited, is a UK-
based provider of homebuilding, predominantly in partnership with
local authorities and housing associations for open market sales
and affordable housing. The company builds housing predominantly
for first-time buyers, typically with a standard design and two
to three bedrooms. In the fiscal 2018, the company sold 3,717 new
build homes, of which 68% were sold to private individuals (open
market) and 32% to registered social landlords. In terms of its
geographical reach, the company has been historically more
focused on Yorkshire, the Midlands and North England, with recent
expansion into the South of England and Scotland. Since 2014
Keepmoat has been owned by TDR Capital (85%) and Sun Capital
(15%).

The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in January 2018.

Downgrades:

Issuer: Keystone Financing Plc

Backed Senior Secured Regular Bond/Debenture, 2019, Downgraded
to Caa1 from B3

Issuer: Keystone Midco Limited

Corporate Family Rating, Downgraded to B3 from B2

Probability of Default Rating, Downgraded to B3-PD from B2-PD

Outlook Actions:

Issuer: Keystone Financing Plc

Outlook, Remains Stable

Issuer: Keystone Midco Limited

Outlook, Remains Stable


POWERLEAGUE: Creditors Approve Company Voluntary Arrangement
------------------------------------------------------------
James Pugh at Shropshire Star reports that a proposed Company
Voluntary Arrangement (CVA) to restructure Powerleague, one of
the UK's biggest operators of five-a-side pitches, has been
approved by its creditors and shareholder.

It means the business will now look to implement its long-term
business plan, which will see it close 13 of its sites, including
the one next door to Shrewsbury Town's Montgomery Waters Meadow
stadium, Shropshire Star states.

The business will now look to implement its long-term business
plan with new capital investment being provided through Patron
Capital and its affiliates, Shropshire Star relates.

Powerleague, as cited by Shropshire Star, said the CVA has been
designed to rationalize the company's leasehold obligations and
facilitate the refinancing and restructuring of the business,
without which it would not have had a viable future.

The company proposed a CVA as a last resort following three years
of declining like-for-like revenues, and failed attempts to turn
around the business through alternative means, Shropshire Star
recounts.

Following a comprehensive review of the business, the directors
identified 13 sites for closure, which is likely to lead to the
loss of 109 jobs nationwide, Shropshire Star states.  It is
anticipated that the 13 sites scheduled for closure will remain
open until at least the end of January 2019, Shropshire Star
notes.

Powerleague has more than 440 pitches across 49 sites in the UK,
Ireland and the Netherlands, Shropshire Star discloses.  It
directly employs over 580 people at its sites and head office,
and has contracts with a number of sports coaches and referees
across all locations, according to Shropshire Star.



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

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

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


                            *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2018.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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