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

                          E U R O P E

          Friday, May 17, 2019, Vol. 20, No. 99

                           Headlines



A U S T R I A

IMMIGON PORTFOLIOABBAU: Shareholders Rank Pari Passu


C R O A T I A

ULJANIK: Commercial Court Puts Pula Shipyard Into Bankruptcy
ULJANIK: CSIC Expected to Visit Shipyards, Croatian PM Says


F R A N C E

SEQUANA SA: Nanterre Commercial Court Orders Liquidation


G E R M A N Y

MIFA AG: Ruling May Improve Insolvency Rate for Creditors
THYSSENKRUPP AG: Moody's Puts Ba2 CFR on Review for Downgrade


I T A L Y

ERNA SRL: DBRS Assigns Prov. BB (high) Rating on Class C Notes
TEAMSYSTEM HOLDING: Fitch Affirms LT IDR at B, Outlook Stable


N E T H E R L A N D S

DOMI BV 2019-1: Moody's Gives (P)Caa3 Rating on Class X Notes
JACOBS DOUWE: S&P Alters Outlook to Positive & Affirms 'BB' ICR
KONINKLIJKE KPN: Moody's Affirms (P)Ba1 Rating on Sub. MTN Program
[*] NETHERLANDS: Corporate Bankruptcies Slightly Up in April 2019


P O L A N D

GETIN NOBLE: Moody's Cuts LT Deposit Ratings to Caa1


P O R T U G A L

BANCO COMERCIAL: DBRS Assigns Prov. BB Rating on Senior Notes
BANCO COMERCIAL: Moody's Rates Junior Senior Unsec. Notes '(P)B1'


R U S S I A

MOBILE TELESYSTEMS: S&P Alters Outlook to Pos. & Affirms 'BB' ICR


S P A I N

GRUPO ALDESA: Fitch Cuts Long-Term IDR to 'B-', Outlook Stable


U N I T E D   K I N G D O M

DLG ACQUISITIONS: Moody's Raises CFR to B2, Outlook Stable
HUDSPITHS: Winding Up Petition Adjourned Until June 12
THOMAS COOK: Gets GBP300MM Cash Injection Following Losses


X X X X X X X X

[*] BOOK REVIEW: Macy's for Sale

                           - - - - -


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A U S T R I A
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IMMIGON PORTFOLIOABBAU: Shareholders Rank Pari Passu
----------------------------------------------------
Boris Groendahl at Bloomberg News reports that common and
preference shareholders of Immigon Portfolioabbau, the bad bank of
Austria's cooperative Volksbanken group, will have same share of
funds in final distribution upon liquidation, CEO Stephan Koren
said.

According to Bloomberg, common and preference shareholders will in
principle rank pari passu.

Details of distribution may depend on the precise conditions of the
issue, Bloomberg states.

Immigon's liquidation won't be completed before 2028 because
liabilities still outstanding can't be repurchased and some legal
risks are still pending, Bloomberg notes.

According to Bloomberg, Immigon has two large preference share
issues outstanding:

   -- EUR500 million Perpetual Non-Cumulative Participation
      Capital issued 2008 and widely held, currently trading
      at around 17% of face value; and

   -- EUR1 billion participation capital that was injected by
      the Austrian government in the 2009 bailout of Immigon's
      predecessor  Oesterreichische Volksbanken.

Both issues were cut by 99% along with equity to help fund the
wind-down, Bloomberg says.




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C R O A T I A
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ULJANIK: Commercial Court Puts Pula Shipyard Into Bankruptcy
------------------------------------------------------------
Igor Ilic at Reuters reports that Croatia's ailing shipyard in the
northern Adriatic city of Pula was placed into bankruptcy by a
commercial court on May 13 after an almost year-long effort to keep
it afloat.

The Pula shipyard has an outstanding debt of HRK164.8 million
(US$25 million), Reuters discloses.  Local media reported that it
has 1,118 workers left who will now lose their jobs, Reuters
notes.

According to Reuters, a delegation from a leading Chinese
shipbuilding company, China Shipbuilding Industry Corporation
(CSIC), visited the shipyards in Pula and Rijeka late last month
with a view to possible investment.

The response is pending and Croatia's Economy Minister Darko Horvat
said he expected it to come later this week, Reuters relates.

Uljanik is 25% state-owned, but the government, as cited by
Reuters, said it would not back a restructuring plan for Uljanik
group due to the financial burden it would place on the state.


ULJANIK: CSIC Expected to Visit Shipyards, Croatian PM Says
-----------------------------------------------------------
SeeNews reports that Croatia's prime minister Andrej Plenkovic said
representatives of China Shipbuilding Industry Corporation (CSIC)
are expected to visit again Croatia's troubled shipyards within
around 10 days.

The prime minister spoke shortly after a Croatian commercial court
decided to launch bankruptcy proceedings against Uljanik Shipyard,
SeeNews discloses.

The court's decision granted a request by Croatia's financial
agency FINA submitted in March which is seeking the shipyard's
bankruptcy over an outstanding debt of HRK28.2 million (US$4.3
million/EUR3.8 million), SeeNews relates.

Also in March, Croatia's government said it cannot endorse a
proposal for the restructuring of struggling shipyards Uljanik and
3 Maj, as the operation would require a huge financial exposure by
the state, SeeNews recounts.

In late April, a delegation of the Chinese shipbuilding company
arrived in Croatia for talks about a potential investment in the
country's largest shipbuilding group Uljanik, according to
SeeNews.  

The Uljanik Group has been in financial trouble for some time due
to the adverse effects of the global financial crisis on the
shipbuilding sector in general which has led to a drop in orders
for new vessels, SeeNews notes.




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F R A N C E
===========

SEQUANA SA: Nanterre Commercial Court Orders Liquidation
--------------------------------------------------------
Reuters reports that the Nanterre Commercial Court, by decision
dated May 15, 2019, ordered the liquidation of Sequana SA.

According to Reuters, Sequana will ask Euronext to maintain the
suspension of trading in its shares on the Euronext Paris regulated
market.

Antalis Group, which, with the assistance of Goldman Sachs,
initiated a process to find new shareholder structure to provide it
with the means to develop and implement its strategic plan, is
continuing its efforts, Reuters relates.

France-based Sequana SA operates in the distribution and production
of papers.




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

MIFA AG: Ruling May Improve Insolvency Rate for Creditors
---------------------------------------------------------
Jan-willem van Schaik at BIKE europe reports that the latest ruling
of the court of appeal in the Germany city of Naumberg is likely to
improve the insolvency rate for MIFA AG creditors.

According to BIKE europe, the court concluded in its verdict that
the administrative district of Mansfeld-Suedharz has to return the
former MIFA property in the center of Sangerhausen to the insolvent
MIFA AG including the rental payments received.

MIFA's insolvency administrator Lucas Floether of Floether &
Wissing welcomes the judgment of the court of appeal in Naumberg,
BIKE europe notes.

"The court's decision is an important victory for the numerous
creditors of MIFA AG.  The court has followed our plea that the
property belongs to the assets of the MIFA.  Now we have to wait
and see if the verdict will be final," BIKE europe quotes Mr.
Floether as saying.

The verdict and the possible approval of the revision of the German
Federal Court of Justice is still pending, BIKE europe states.
Once this is done, the district of Mansfeld-Suedharz has four weeks
to decide whether to appeal against the verdict, BIKE europe
relays.

In April 2014, the district of Mansfeld-Suedharz had bought large
parts of the company property from MIFA AG and subsequently leased
this land back to MIFA AG, BIKE europe recounts.  The district
Mansfeld-Suedharz wanted to support MIFA AG financially, because
the company had financial difficulties, BIKE europe relays.

MIFA AG is a bicycle manufacturing company.


THYSSENKRUPP AG: Moody's Puts Ba2 CFR on Review for Downgrade
-------------------------------------------------------------
Moody's Investors Service has placed on review for downgrade all
long-term ratings of thyssenkrupp AG, including the Ba2 corporate
family rating, the Ba2-PD probability of default rating, the Ba2
instrument ratings on the senior unsecured debt facilities and the
(P)Ba2 senior unsecured medium term note program rating.
Concurrently, Moody's has affirmed tk's NP commercial paper and its
(P)NP other short term ratings. The outlook has been changed to
rating under review from negative.

The rating action follows tk's announcement on May 10, 2019 that it
will abandon its planned joint venture with Indian Tata Steel Ltd
(Ba2 stable) and the split of the business in two separate
companies with a clearer industrial focus, whilst revising its
guidance for the current financial year ending September 30, 2019.

RATINGS RATIONALE

The review for downgrade reflects (1) tk's proposed fundamental
realignment of its business strategy, including a potential partial
IPO of its elevator business, as well as (2) the expected weakening
in the group's operating performance and free cash flow generation
in 2019 in light of the currently weak positioning in the Ba2
rating category.

The review will consider the upside from a potential cash inflow
from a partial IPO on the group's financial flexibility, somewhat
offset by the future participation of minority shareholders in the
group's most profitable asset, as well as the additional
contributions from a further restructuring of the group's
operations, to be achieved only with sizeable cash outflows to
cover the restructuring programme. At the same time, the review
will assess the potential earnings shortfall and execution risks
linked to the transaction, the financial strategy and liquidity
profile, as well as the revised corporate strategy and the impact
on the group's business profile going forward.

Furthermore, the review will focus on the group's operating
performance in light of the revised guidance for the current
financial year, which will be negatively impacted by weaker
economic activity, adverse price effects and a slowing automotive
sector.

The review will mainly focus on additional information and a firmer
guidance on the future strategic direction of the group, which
Moody's expects to obtain over the next few weeks. Conclusion of
the review is therefore not anticipated before tk's next
supervisory board meeting on 21 May to approve the strategy
realignment proposed by management.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Germany based thyssenkrupp AG is a diversified industrial
conglomerate operating in about 79 countries. For fiscal year ended
September 30, 2018 (FY2017/18), tk reported revenue of EUR34.8
billion and company-adjusted EBIT from continuing operations of
EUR706 million. The group is engaged in capital goods manufacturing
through Elevator Technology (ET), Industrial Solutions (IS) and
Components Technology (CT) divisions, as well as steel
manufacturing and steel related services through Steel Europe (SE)
and Materials Services (MS).




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I T A L Y
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ERNA SRL: DBRS Assigns Prov. BB (high) Rating on Class C Notes
--------------------------------------------------------------
DBRS Ratings GmbH assigned provisional ratings to the following
classes of commercial mortgage-backed floating-rate notes to be
issued by ERNA S.r.l. (the Issuer):

-- Class A at A (high) (sf)
-- Class B at BBB (sf)
-- Class C at BB (high) (sf)

All trends are Stable.

ERNA S.r.l. is the securitization of four Italian senior commercial
real estate loans: the Ermete loan, the Raissa loan, the Excelsia
Nove loan and the Aries loan. The loans will be advanced by Erna
S.r.l. The loans were granted as refinancing facilities to four
borrowers all ultimately owned and controlled by TPG Sixth Street
Partners (the Sponsor).

Although the four loans vary in size, they all have the same
loan-to-value ratio (LTV) at 42.7%, and 5.0% interest in the
transaction is held by the Sponsor through the issuance of
non-rated Class Z notes. By loan amount, the largest loan is the
Excelsia Nove loan with a balance of EUR 139.0 million, followed by
the EUR 80.6 million Raissa loan, the EUR 64.6 million Aries loan
and lastly the EUR 31.6 million Ermete loan. Each loan bears
interest at a floating rate equal to three-month Euribor (subject
to zero floors) plus a margin that is a function of the
weighted-average of the aggregate interest amounts payable on the
notes. The expected maturity for each loan is July 2024, which is
five years after the utilization date. There are no extension
options.

The Ermete, Aries and Raissa borrowers are Italian close-end funds,
whereas the Excelsia Nove borrower is an Italian limited liability
company with an existing indebtedness of EUR 259 million, which
will be partially redeemed by the EUR 139.0 million granted to the
borrower at issuance. DBRS understands that prior to any
disbursement; the Excelsia Nove borrowers and Pigafetta Srl (the
previous lender) will agree to release all the securities backing
Excelsia Nove's outstanding debt and amend its original debt
documents in order to make the residual EUR 120 million debts
junior to the CMBS debt. The remaining EUR 120 million debts are
expected to be repaid by upstreaming part of the cash received from
the other three facilities.

The assets collateralizing the four loans have a total market value
(MV) of EUR 740.1 million. As of the cut-off date (31 December 2018
and 31 March 2019 for the Aries loan), the four loans produced a
gross rental income (GRI) of EUR 53.1 million from 24 tenants.
However, the majority of the rental income (97.5% of the total GRI
or EUR 51.7 million) is received from the three largest tenants:
Telecom Italia S.p.A., Enel S.r.L. and Wind Tree (a subsidiary of
Enel), which are all prominent Italian corporations. The aggregate
net operating income (NOI) of the loans is estimated to be EUR 40.4
million, representing a debt yield (DY) of 12.8% at the cut-off of
the transaction. The loans generally benefit from a strong economic
occupancy rate with the properties securing the Ermete loan fully
occupied and the Raissa and Aries properties close to fully
occupied. The properties securing the Excelsia Nove loan reported
an economic and physical occupancy of 79.1% and 75.8%,
respectively.

In this transaction, there are 648 assets that comprise a mix of
office and industrial properties, telephone exchanges and
warehouses. The Ermete loan is secured by 51 assets (MV of EUR 74.1
million), the Raissa loan is secured by 164 assets (MV of EUR 188.9
million), the Excelsia Nove loan is secured by 266 assets (MV of
EUR 325.7 million) and the Aries loan is secured by 167 assets (MV
of EUR 151.4 million). By MV, there is a concentration of assets in
the Italian regions of Lombardy (15.8% of MV), Piedmont (11.3% of
MV) and Sicily (9.4% of MV). Several of the assets are considered
mission critical for their respective tenants.

The Excelsia Nove loan generates 98.3% of the gross rent (EUR 21.2
million of the total EUR 21.5 million gross rent) from a strong
tenant, Enel S.r.L or its subsidiary Wind Tree. Enel S.r.L. is a
large Italian electricity company with a long-term weighted-average
lease-to-break of 10.1 years at the assets. As such, DBRS did not
markdown the rental income from Enel, according to its "European
CMBS Rating and Surveillance Methodology".

The Originators, Zodiac Holdings LLC and Nucleus Investments LLC,
are ultimately controlled by the Sponsor. To maintain compliance
with applicable regulatory requirements, the Originators will
retain an ongoing material economic interest of no less than 5.0%
by subscribing to the unrated and junior-ranking EUR [15.8] million
Class Z notes. This retention note is fully subordinate within the
structure as it will not receive any principal payment until the
Class A, B and C notes are not repaid in full.

The transaction is expected to benefit from a EUR 15.0 million
liquidity reserves that will be provided by a counterparty
commensurate with DBRS's relevant criteria. The liquidity reserve
facility can be only used to cover interest shortfalls on the Class
A notes. According to DBRS's analysis, the commitment amount, at
closing, could provide the equivalent of approximately 16.2 months
of interest coverage on the covered notes or approximately 10.7
months coverage based on the Euribor cap of 5.0%.

According to the tax due diligence reports received by DBRS, there
is a potential tax liability of EUR 338,000 on the Ermete loan.
This is because the purchase price of three real estate assets is
lower than the assessed market value in the appraisal. There is
also a EUR 435,000 potential tax liability related to the assets in
the Excelsia Nove loan and a pending tax litigation amounting to
EUR 103,000. However, DBRS believes the tax liability risk to be
non-material to the credit quality of the bonds and largely covered
by the cash surplus generated by the portfolio.

The Excelsia Nove loan is structured with a change of control
clause that allows a qualifying transferee to be a permitted
holder. The qualifying transferee is defined as any person that
owns, controls and/or manages, directly or indirectly, commercial
real estate assets (excluding any applicable property) with an
aggregate MV of no less than EUR 2 billion (or its equivalent in
another currency) in Europe or no less than EUR 5 billion (or its
equivalent in another currency) worldwide.

The ratings will be finalized upon receipt of execution version of
the governing transaction documents. To the extent that the
documents and information provided to DBRS as of this date differ
from the executed version of the governing transaction documents,
DBRS may assign a different final rating to the rated notes.

Notes: All figures are in Euros unless otherwise noted.


TEAMSYSTEM HOLDING: Fitch Affirms LT IDR at B, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed TeamSystem Holding S.p.A's Long-Term
Issuer Default Rating at 'B' with a Stable Outlook. TeamSystem is
an Italian software company, a leading provider of financial and
accounting enterprise resource planning software and solutions to
small and medium-sized enterprises. The company has recently been
focusing on its bespoke cloud platform, oriented to providing ERP
services on a subscription basis. This includes the transition of
its traditional customer base to the cloud offering, across all
products and verticals, with the aim of fully achieving the scale
benefits that the software-as-a-service (SaaS) model allows.

FY18 results were in line with its expectations with revenue growth
in cloud and vertical solutions, and EBITDA margin improving around
1pp. However, leverage remains high at 7.5x on a gross funds from
operations basis (at the threshold of the downgrade to
'B-'guidance) although Fitch expects this should fall to 6.5x by
end 2021.

KEY RATING DRIVERS

FY18 in Line With Expectations: After recasting for the effects of
TeamSystem's application of IFRS 16, revenue increased by 6.5% for
the financial year ending December 2018 (FY18) and EBITDA increased
by EUR10 million, equivalent to around 9% growth, in line with its
forecasts in March 2018. Growth has been supported by advancements
in cloud and vertical solutions, more than compensating the decline
in the traditional business management software. Recurring revenue
increased to about 73% in FY18 from 71% for FY17 EBITDA margin
improved around 1pp, benefiting from savings in personnel and raw
materials costs, compensating for the temporary increases in
marketing and services expenses.

Strong Cloud Adoption: There was a strong increase in the number of
cloud customers in 2018 of around 5x to 1.3 million, underpinned by
the recent electronic invoicing legislation. Cloud revenue
increased by 81% compared with FY17 and accounted for 18% of total
group revenue. Most of the new cloud clients subscribed to offers
that meet the minimal legal requirements for electronic invoicing:
about 40% of these new customers, mainly small and micro
businesses, took the highly discounted basic offer of the Fatture
in Cloud product.

Despite the basic nature of the new subscriptions, electronic
invoicing represents a key opportunity to sustain growth within the
cloud platform, which remains TeamSystem's main development engine.
In particular, Fitch believes that the combined approach of
migrating existing customer base to cloud services as well as
winning new cloud native customers is important to support
continued revenue and margin improvement.

High Leverage and Cash Conversion Potential: The combination of
growing EBITDA and lower interest costs reduced FFO adjusted
leverage down to 7.5x at FYE18 from the 9.2x at FYE17. This remains
high compared with other 'B' rated peers, but its leverage
threshold is justified given the deleveraging potential ,
underpinned by revenue growth, streamlining opportunities under the
SaaS model and strong free cash flow generation. Even with a slight
increase in its capex assumptions for continued cloud platform
investments, Fitch expects FCF conversion to average 11.9% for FY19
to FY22.

Staff and Overheads Savings on Track: In FY18 TeamSystem commenced
a streamlining plan to reduce the office presence down to six
consolidated hubs and to lower personnel costs. The plan has been
carried over with no major disruptions, staff costs decreased by
about 2% in FY18 with a total saving of EUR2.2 million equal to 80%
of the amount announced in March 2018 and the hubs reduction is
also complete.

Outsourcing of Technical Services: TeamSystem has begun outsourcing
technical services to clients , with the aim of reducing complexity
and improving EBITDA margins and cash generation from working
capital. The project extraordinarily impacted FY18 with lower
services revenues and higher outsourcing costs . The latter are
likely to be reduced from FY19 onwards, when the initiative is
expected to deliver results in terms of overall savings. Fitch
expects a reduction of operating costs of around 1.3% from FY20
onwards, when the outsourcing will be fully in place.

Risks Increase in Italian Economy: Italy (BBB/Negative) has
recently suffered from stalling economic activity underpinned by
uncertainty in domestic policy and weaker external demand dragging
investments down. There is also a degree of uncertainty in fiscal
policy, in terms of a risk of reversal in structural economic
reforms, exposing TeamSystem's SMEs client base to risks. However,
Fitch believes that the digitalisation process in the Italian
economy is widely non-reversible. In addition, the complexity of
the tax legislation generate s competitive advantages for
established players capable of gaining from internal scale
benefits.

M&A Supports Innovation: The company has recently made acquisitions
to increase its service offering, mainly focusing on start-up
targets to introduce new products streamlining the existing cost
base. In FY18, around EUR18 million was invested in targets ,
mainly in the verticals space. Fitch expects Teamsystem to remain
selectively active with bolt-on acquisitions and with ongoing R&D
investment. The group remains exposed to a degree of technological
risk arising from tougher competition from larger groups on key
targets and talent acquisition.

DERIVATION SUMMARY

TeamSystem's rating is underpinned by its leading position in the
Italian accounting and ERP software market, its growing customer
base , progressively transitioning to cloud based systems , and low
churn rates reflected by a moderate pricing power. Like Nexi S.p.A.
(B+/R ating Watch Positive), TeamSystem will gain from the
digitisation of the Italian economy. The company benefits from its
extensive salesforce and value-added reseller network that provides
access to medium-sized businesses, which would be difficult for new
entrants into the Italian market to replicate.

Compared with Nexi S.p.A. TeamSystem has similar gross leverage
metrics but a lower deleveraging capacity and a lower EBITDA margin
in a less favourable competitive context. TeamSystem is also
broadly comparable with other peers that Fitch covers in its
technology and credit opinions portfolios. It has similar
geographical leadership and scale but has made progress with its
cloud transition. While its FFO adjusted gross leverage is
materially higher than the typical leverage of between 6x and 7x
for 'B' rated peers, its EBITDA margin at 35.7% and projected FCF
margin above 10% are above that of 'B' rated peers.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  - Revenue projected to grow at 5.4% CAGR between 2019 and 2021;

  - EBITDA margin to reach 37% in 2022;

  - Working capital outflow of EUR 4 million as a conservative
estimate while the company shifts towards cloud solutions
services;

  - Capex of EUR28 million on average for 2019-22;

  - EUR10 million of M&A per year;

  - No dividends paid over the rating horizon.

KEY RECOVERY ASSUMPTIONS

  - The recovery analysis assumes that TeamSystem would remain a
going concern in restructuring and that the company would be
reorganised rather than liquidated. Fitch has assumed a 10%
administrative claim in the recovery analysis.

  - The recovery analysis assumes a 20% discount to TeamSystem's
FY18 EBITDA of around EUR119 million, resulting in a
post-restructuring EBITDA of about EUR95 million. At this level of
EBITDA, which assumes corrective measures have been taken, Fitch
would expect TeamSystem to generate neutral to negative FCF.

  - Fitch also assumes a distressed multiple of 6.0x and a fully
drawn EUR90 million revolving credit facilty (RCF).

  - These assumptions result in a recovery rate for the senior
secured debt of 57%, within the 'RR3' range, to allow a one-notch
uplift to the debt rating from the IDR. In addition, the recovery
rating of the super senior RCF is within the 'RR1' range. However,
this was capped at 'RR3' due to the application of a country cap
for Italy.

RATING SENSITIVITIES

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

  - FFO adjusted gross leverage below 6x

  - FFO fixed-charge coverage sustainably above 2.5x

  - FCF margin consistently above 10%

  - Continued growth of cloud software services revenues above 20%
of sales

  - Continuation of disciplined M&A to acquire technology or key
talent

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

  - FFO adjusted gross leverage sustainably above 7.5x

  - FFO fixed-charge coverage below 1.5x

  - FCF margin consistently below 5%

  - Inability to grow in the SME cloud market

  - Cost-optimisation plan under-performs and EBITDA margins
decline towards 32%

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: With EUR25 million cash on balance sheet at
end FY18 , a EUR90 million RCF and bullet maturities on long -term
debt, TeamSystem has sufficient liquidity to meet its near term
funding needs. In addition, Fitch expects the company to generat e
higher levels of cash after the debt refinancing in FY18 and thus
pay lower levels of interest.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch performed a recast of the application of IFRS 16 by the
issuer and, once determined, capitalised TeamSystem's operating
leases at an 8x multiple according to its Criteria for Rating
Non-Financial Corporates

Sources of Information

The sources of information used to assess this rating were the
company press releases, audited annual and quarterly financials ,
the executed notes and credit facility documentation, a company
presentation for rating agencies and a meeting with the management
team.




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

DOMI BV 2019-1: Moody's Gives (P)Caa3 Rating on Class X Notes
-------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to Notes
to be issued by Domi 2019-1 B.V.:

EUR [ ]M Class A Mortgage Backed Floating Rate Notes due June 2051,
Assigned (P)Aaa (sf)

EUR [ ]M Class B Mortgage Backed Floating Rate Notes due June 2051,
Assigned (P)Aa2 (sf)

EUR [ ]M Class C Mortgage Backed Floating Rate Notes due June 2051,
Assigned (P)A2 (sf)

EUR [ ]M Class D Mortgage Backed Floating Rate Notes due June 2051,
Assigned (P)Baa3 (sf)

EUR [ ]M Class E Mortgage Backed Floating Rate Notes due June 2051,
Assigned (P)Ba3 (sf)

EUR [ ]M Class X Mortgage Backed Floating Rate Notes due June 2051,
Assigned (P)Caa3 (sf)

RATINGS RATIONALE

The Notes are backed by a static pool of Dutch buy-to-let mortgage
loans originated by DOMIVEST B.V. This represents the first
issuance of this originator.

The portfolio of assets will amount to EUR [250] million out of the
approximately EUR [266] million cut-off pool as of 31 March 2019.
The Reserve Fund will be funded at [1.0]% of the Notes balance of
Class A to Class F at closing with a target of [2.0]% of Class A to
Class F Notes balance. The total credit enhancement for the Class A
Notes at closing will be [14.5]% in addition to excess spread and
the credit support by the reserve fund.

The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.

According to Moody's, the transaction benefits from various credit
strengths such as a static portfolio and an amortising reserve fund
sized on aggregate at closing at [1.0]% of Class A to Class F
Notes' outstanding principal amount. However, Moody's notes that
the transaction features some credit weaknesses such as a small and
unregulated originator also acting as master servicer and the focus
on a small and niche market, the Dutch BTL sector. Various
mitigants have been included in the transaction structure such as a
back-up servicer facilitator which is obliged to appoint a back-up
servicer upon servicer termination. Moody's has applied adjustments
in its MILAN analysis including a haircut on property values to
account for the illiquidity of properties if sold in rented state.

Moody's determined the portfolio lifetime expected loss of [2.5]%
and [Aaa] MILAN credit enhancement of [18.0]% related to borrower
receivables. The expected loss captures its expectations of
performance considering the current economic outlook, while the
MILAN CE captures the loss it expects the portfolio to suffer in
the event of a severe recession scenario. Expected defaults and
MILAN CE are parameters used by Moody's to calibrate its lognormal
portfolio loss distribution curve and to associate a probability
with each potential future loss scenario in the ABSROM cash flow
model to rate RMBS.

Portfolio expected loss of [2.5]%: This is higher than the average
in the Dutch RMBS sector and is based on Moody's assessment of the
lifetime loss expectation for the pool taking into account: (i)
that no historical performance data for the originator's portfolio
is available; (ii) benchmarking with comparable transactions in the
Dutch owner-occupied market and the UK BTL market; (iii)
peculiarities of the Dutch BTL market as the relative high
likelihood that the lender will not benefit from its pledge on the
rents paid by the tenants in case of borrower insolvency, and (iv)
the current positive economic conditions and forecasts in The
Netherlands.

The MILAN CE for this pool is [18.0]%: Which is higher than that of
other RMBS transactions in The Netherlands mainly because of: (i)
the fact that no meaningful historical performance data is
available for the originator's portfolio and the Dutch BTL market;
(ii) the weighted average current loan-to-market value (LTMV) of
approximately [68.0]%; and (iii) the high interest only (IO) loan
exposure (all loans are IO loans after being repaid to 60.0% LTV).
Moody's also considered the high maturity concentration of the
loans as 40.0% - 50.0% repay within a short period of 3 years.
Borrowers could be unable to refinance IO loans at maturity because
of the lack of alternative lenders. Furthermore, Moody's stresses
the property values due to the higher illiquidity of rented-out
properties when being foreclosed and sold in rented state. Due to
the small and niche nature of the Dutch BTL market and the high
tenant protection laws in The Netherlands, Moody's  considers a
higher likelihood that properties have to be sold with tenants
occupying the property than in other BTL markets as in the UK.

Principal Methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
March 2019.

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

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

Factors that may cause an upgrade of the ratings of the Notes
include significantly better than expected performance of the pool
together with an increase in credit enhancement of Notes.

Factors that would lead to a downgrade of the ratings include: (i)
increased counterparty risk leading to potential operational risk
of: (a) servicing or cash management interruptions; and (b) the
risk of increased swap linkage due to a downgrade of a currency
swap counterparty ratings; and (ii) economic conditions being worse
than forecast resulting in higher arrears and losses.


JACOBS DOUWE: S&P Alters Outlook to Positive & Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' ratings on
Netherlands-incorporated coffee and tea producer Jacobs Douwe
Egberts International B.V. (JDE) and its senior secured debt.

S&P said, "The outlook revision reflects our view that JDE's credit
metrics will continue to improve in 2019 on the back of accelerated
deleveraging thanks to improved profitability and lower investments
in external growth through M&A. In the fiscal year ended Dec. 31,
2018, JDE posted S&P Global Ratings-adjusted debt to EBITDA of
about 4.0x--materially stronger than our previous expectations of
4.7x for the year and down from 5.2x in fiscal 2017. The group's
adjusted EBITDA margins improved significantly by 360 basis points
year-on-year to 22.4%, and it reported sizable net working capital
inflows of EUR284 million related to the deployment of its working
capital playbook across the group. This has enabled the group to
voluntary repay debt of EUR380 million under its credit facilities
agreement.

"We project that, absent any sizable debt-funded transactions,
JDE's credit metrics over the coming 12 months will reach levels
commensurate with a higher credit rating, notably S&P Global
Ratings-adjusted debt to EBITDA falling below 4.0x and FOCF to debt
staying well above 10.0% over the next 12 months. We forecast
stable adjusted EBITDA margins of 22%-23% over the next 12-24
months, supported by continued positive contribution from new
product rollout and reducing restructuring costs, despite higher
advertisement, promotion, and distribution costs related to these
new products. At the same time, we anticipate that lower financing
costs, following the latest repricing of its credit facilities in
November 2018 and contained working capital requirements, will
further support the strong free operating cash flow (FOCF)
generation and deleveraging, despite somewhat elevated capital
expenditure (capex) needs in 2019. We note that JDE has made
further debt repayment of EUR150 million in first-quarter 2019,
with intentions to complete additional voluntary repayments over
the next three quarters.

During 2018, JDE's profitability benefited from the full-year
effect of the global rollout of the aluminum capsules, first
launched in its core European markets in mid-2017. S&P anticipates
stable profitability over the next 24 months, on the back of
continued healthy pipeline of new products. On the
proprietary-brand side, JDE plans to launch globally its premium
two-cup espresso coffee machine L'OR Barista, manufactured under a
long-term agreement with Philips. JDE will also start in the first
half of 2019 the production and distribution of Illy-branded
Nespresso-compatible aluminum capsules across retail channels
(outside Italy), under a trademark licensing agreement with
Illycafe. S&P understands JDE is also exploring ways to collaborate
with companies within the wider portfolio of JAB Holding (JAB), its
majority shareholder, and S&P believes joint projects will likely
emerge. This could enable JDE to diversify its distribution channel
through coffee outlets and office space after last year's
acquisitions of OldTown in Asia and JOBmeal in Sweden.

S&P said, "We think that JDE's top-line growth and profitability
should benefit from these partnerships and product launches. In
particular, the group should benefit from Illy's strong brand
equity, particularly in Europe, and its own superior production and
distribution capabilities, while continuing to strengthen its
leading market position in coffee pod systems, which includes
Tassimo and Senseo. These potential collaborations could be
setback, however, by JDE's slight dependence on coffee pod systems
in Europe, where the group has invested in recent years to expand
but still faces tough competition from Nestlé, its biggest rival.
We also observe an increasing need to invest more in advertising
and promotion due to the rising pressure from private labels that
are trying to gain a foothold over branded players, particularly in
the mature retail coffee market in Europe. In our base case for the
next 12-18 months, we assume JDE will maintain strong FOCF,
demonstrated with a FOCF-to-debt ratio well above 10%. This is
despite a somewhat more capex-intensive 2019 due to a sizable
investment of about EUR80 million in a new freeze-drying coffee
facility in Europe and increased production lines to support
capacity expansion related to product launches.

"Our issuer credit rating on JDE is not linked to that on JAB
(A-/Negative/--), its majority shareholder (73.11% stake as of Dec.
31, 2018). This is because we consider JDE to be nonstrategic to
the holding company. As such, we do not expect that JAB would
jeopardize its own credit quality by providing extraordinary
support to JDE. Although we anticipate that JAB will be involved in
setting JDE's financial policy and overall business strategy, we
expect the holding company will maintain an arms-length
relationship with JDE. We also note that there are no cross-default
clauses under the credit agreements.

"The positive outlook reflects the possibility that we could raise
the ratings on JDE within the next 12 months if the group maintains
solid profitability and strong FOCF generation, owing to contained
working capital requirements despite some elevated capex needs. In
particular, adjusted debt to EBITDA falling below 4.0x and FOCF to
debt remaining materially above 10% on a sustained basis would be
in line with a higher rating. We think these metrics would stem
from the group's top-line growth and pronounced benefits on
profitability from the rollout of new products over the next 12
months. This would offset the anticipated rise in operating
expenses related to these product launches, while effectively
managing competitive pressures across key categories.

"We could revise the outlook to stable if, contrary to our base
case, we see a weakening in JDE's operating performance, likely
stemming from increased competition or failure to materialize
sufficient benefits from continued product rollout." Alternatively,
an outlook revision to stable could occur if JDE embarked on
significant debt-financed acquisitions, such that adjusted
debt-to-EBITDA remained above 4.0x with little prospect for a rapid
improvement.


KONINKLIJKE KPN: Moody's Affirms (P)Ba1 Rating on Sub. MTN Program
------------------------------------------------------------------
Moody's Investors Service has affirmed the Baa3 senior unsecured
rating of Koninklijke KPN N.V. Concurrently, Moody's has affirmed
the company's (P)Baa3 senior unsecured and (P)Ba1 subordinated MTN
program rating, as well as the Ba2 rating on the company's hybrid
securities and the Prime-3 (P-3) short-term issuer rating. The
outlook is stable.

"The Baa3 rating reflects KPN's solid position as the leading
integrated operator in the Netherlands with a strong quality
network. KPN has a conservative financial policy with a target net
leverage below 2.5x in the medium term, and the company's 3.5%
stake in Telefonica Deutschland enhances its financial
flexibility," says Laura Perez, Vice President-Senior Credit
Officer and lead analyst for KPN.

"We expect EBITDA to grow by low single digits in the next two
years, mainly driven by cost savings, offsetting revenue declines
owing to high competitive pressures and structural pressures in its
business segment. At the same time, we expect KPN's cash flow
generation to improve from 2019 driven by modest EBITDA growth,
lower restructuring costs and interest savings," adds Mrs. Perez.

RATINGS RATIONALE

KPN's Baa3 senior unsecured rating is supported principally by the
company's (1) leading position in the Dutch market; (2) integrated
business model, with a strong quality network; (3) good free cash
flow generation driven by its high margins and its significant
investments in the network; (4) conservative financial policy with
a target net leverage below 2.5x, which is equivalent to a Moody's
adjusted net leverage ratio of approximately 2.8x (as defined by
Moody's, including IFRS 16 and expected spectrum liabilities); (5)
solid liquidity profile; and (6) ownership of a 3.5% stake in
Telefonica Deutschland, which provides some additional financial
flexibility.

These considerations are balanced by (1) fierce competition in the
Dutch telecom market; (2) Moody's expectations of continuing
revenue declines mainly driven by competitive pressures and
structural declines in its business segment, although trends are
somewhat improving; (3) the company's lack of international
diversification; and (4) a relatively high dividend payout, broadly
aligned with industry average, which will weigh on its cash flow
generation.

KPN operates an integrated business model and remains the leader in
the domestic wireless segment, with an estimated 43% market share
in terms of service revenue. In retail broadband, KPN is the
second-largest operator in the country after VodafoneZiggo Group
B.V. (B1 negative), holding an estimated 41% market share by
revenue. KPN's residential TV business has grown solidly, achieving
an estimated 32% market share, although it remains behind
VodafoneZiggo.

The company benefits from a strong quality network, which would
enable it to improve underlying revenue trends. KPN expects to
increase its FTTH coverage by an additional 1 million homes by
2021, which would represent a coverage greater than 40%, up from
30% as of December 2018. Furthermore, it will continue to invest in
fibre-to-the-cabinet to upgrade its capacity and broadband speeds.
The company aims to deliver broadband speeds in excess of 1 Gbps
and 200 Mbps to 45% and 70% of the households by 2021,
respectively, compared to around 30% and 50% as of 2018.

Moody's expects competition and structural pressures in the
business segment will continue to weigh on the company's top-line
growth prospects, although to a lesser degree than in 2018. The
rating agency expects KPN's revenue declines to slow to around
1%-1.5% over the next 24 months from an expected -3% in 2019,
driven by easing competitive pressures in mobile and slower
declines in the business segment.

Moody's expects underlying EBITDA (excluding the impact of IFRS 16)
growth in the low single digit in the next two years, mainly driven
by cost savings, offsetting fading declines in revenue.

Moody's expects KPN's free cash flow to decline in 2019 driven by
higher restructuring costs, but to improve in 2020-2021 driven by
modest underlying EBITDA growth and lower cash interest payments.
The rating agency expects KPN's free cash flow generation/net debt
will remain at around 4% over the next 24 months.

Moody's expects KPN's adjusted net debt/EBITDA (including IFRS 16
and IFRS 15) to improve slightly to around 3.0x over the next two
years, down from 3.1x in 2018, mainly driven by improving cash flow
generation and the monetization of its stake in TEFD, which will
help to pay for acquisition of spectrum (700, 1400 and 2100MHz in
2020 and 3.5GHz in 2022).

KPN's liquidity profile is adequate and benefits from (1) cash and
cash equivalents excluding short-term investments of EUR392 million
as of March 2019; (2) full availability as of March 2019 under its
EUR1.25 billion credit facility maturing in 2023, with no financial
covenants; (3) a EUR300 million EIB facility signed in April 2019
and (4) internally generated cash flow (defined as EBITDA net of
cash interest, tax obligations and dividends received) of around
EUR2 billion per year.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation of modest
underlying EBITDA growth and improving cash flow generation, which
in combination with the monetization of the TEFD stake will lead to
a net adjusted leverage of 3.0x and a retained cash flow to net
adjusted debt of around 21% in the next two years.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on the rating could arise if KPN sustainably
improves its underlying revenue and operating performance with
growing revenue and improving key performance indicator trends
(e.g. ARPU, churn etc..), which would lead to stronger debt
protection ratios, such as adjusted RCF/net debt of at least 25%
and adjusted net debt/EBITDA comfortably below 2.5x, while
experiencing a significant improvement in the business
environment.

Negative pressure on the rating could arise if KPN's underlying
operating performance significantly weakens with a deterioration in
credit metrics, including RCF/net adjusted debt falling below 20%
or adjusted net debt/EBITDA exceeding 3.2x on an ongoing basis.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: Koninklijke KPN N.V.

ST Issuer Rating, Affirmed P-3

Junior Subordinate Regular Bond/Debenture, Affirmed Ba2

Subordinate Medium-Term Note Program, Affirmed (P)Ba1

Senior Unsecured Medium-Term Note Program, Affirmed (P)Baa3

Senior Unsecured Regular Bond/Debenture, Affirmed Baa3

Outlook Actions:

Issuer: Koninklijke KPN N.V.

Outlook, Remains Stable

PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

COMPANY PROFILE

KPN is the leading integrated provider of telecom services in the
Netherlands. The company offers fixed and mobile services, and
fixed and mobile broadband internet and TV to retail consumers. The
company also supplies mobile, wireline network and ICT services to
business customers in the Netherlands. KPN generated adjusted
revenue from continuing operations of EUR5.6 billion and adjusted
EBITDA of EUR2.3 billion.


[*] NETHERLANDS: Corporate Bankruptcies Slightly Up in April 2019
-----------------------------------------------------------------
The number of corporate bankruptcies has increased slightly,
according to Statistics Netherlands (CBS).

There were 3 more bankruptcies in April 2019 than in the previous
month, Statistics Netherlands notes.  The trend has been relatively
stable in recent years, Statistics Netherlands states.

According to Statistics Netherlands, if the number of court session
days is not taken into account, 315 businesses and institutions
(excluding one-man businesses) were declared bankrupt in April
2019.  With a total of 65, the trade sector suffered most,
Statistics Netherlands discloses.

Trade is among the sectors with the highest number of businesses,
Statistics Netherlands says.  In April, the number of bankruptcies
was relatively highest in the sector accommodation and food
services and the sector transport and storage, Statistics
Netherlands relays.




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

GETIN NOBLE: Moody's Cuts LT Deposit Ratings to Caa1
----------------------------------------------------
Moody's Investors Service downgraded Getin Noble Bank S.A.'s
long-term local and foreign currency deposit ratings to Caa1 from
B2, its long-term local and foreign currency Counterparty Risk
Rating to B2 from B1, its long-term Counterparty Risk Assessment to
B2(cr) from B1(cr) and its baseline credit assessment and adjusted
BCA to ca from caa1. Concurrently, the bank's long-term deposit
ratings, CRR and CRA have been placed on review for further
downgrade. The bank's short-term Not Prime deposit ratings and CRR
and Not Prime(cr) CRA are affirmed.

The rating action was prompted by GNB's Q4 2018 financial results,
published on 26 April 2018, as well as Moody's assessment of recent
developments around the bank -- a potential merger with another
bank and the need to attract a new investor - and their
implications for GNB's financial fundamentals. The bank reported
additional impairments and a large loss, which further weakened its
already low capital adequacy and is a set-back in the bank's
efforts to close the gap to its minimum capital requirements,
thereby further materially increasing risks for the bank's
viability.

RATINGS RATIONALE

  - RATIONALE FOR DOWNGRADING RATINGS

The downgrade of GNB's deposit ratings to Caa1 from B2 was driven
by (1) the downgrade of its BCA to ca from caa1; and (2)
incorporating three notches (two notches previously) of uplift from
Moody's Advanced Loss Given Failure (LGF) analysis, which takes
into account the severity of loss faced by the different liability
classes in resolution. The implied notching uplift from Advanced
LGF Analysis reflects the rating agency's assessment of expected
losses for GNB's junior depositors in the event of its failure.
This assessment captures Moody's preliminary estimates of potential
losses or write-downs of the bank's assets and the loss absorption
capacity provided by GNB's equity, senior and subordinated debt,
and a small pool of institutional deposits.

The downgrade of GNB's BCA to ca is driven by Moody's expectation
that the bank will need extraordinary external capital support to
ensure its ongoing viability. Risks to the bank's credit profile
continue to increase due to the persistently high asset risk, a
significant capital shortfall and volatile liquidity.

GNB reported a large loss in Q4 2018 driven by impairment charges
for loans, investments in affiliated companies and write-down of
deferred tax assets. Declining revenues, due to shrinking business
volumes and higher funding costs further exasperate the bank's
performance. The bank's total net loss for 2018 amounted to PLN453
million, translating to a negative return on average assets of
0.81%. Under GNB's capital replenishment plan, its main shareholder
provided PLN390 million of equity to the bank over the course of
2018. Whilst this support measure eased the capital pressure on
GNB, Moody's believes that the bank's prolonged undercapitalization
and reliance on a single shareholder for access to capital elevate
risks to the bank's viability. GNB's reported Tier 1 ratio was 9%
in December 2018, down from 9.6% in December 2017 and substantially
lower than the minimum required level of 11.85% in October 2018.

The bank's net income remains vulnerable to additional asset
impairment charges as well as to potential significant costs
arising from policy measures on Swiss Franc mortgages. GNB has one
of the largest exposures to foreign currency mortgages in Poland,
which accounted for 23% of the bank's total loans as of December
2018 (26% a year earlier).

GNB's loan book remains weak with non-performing loan ratio (NPLs,
stage 3 loans under IFRS 9) at 15.5% in Q4 2018, slightly up from
15.3% in Q3 2018. On a positive note, GNB's coverage of NPLs by
loan loss reserves increased significantly in 2018 to 69% from 44%
in December 2017 and is now close to the average levels of the
Moody's-rated banks in Poland.

The bank's liquid assets accounted for 12.6% of its total assets in
Q4 2018, declining from 18.5% in Q3 2018 due to sizable deposits,
mostly institutional, withdrawals amounting to 20% of total
deposits in September 2018. GNB's regulatory liquidity coverage
ratio dropped to 52% in December 2018 from 135% in September 2018,
prompting the central bank to provide liquidity support. According
to GNB, the liquidity received from the central bank was fully
repaid in February 2019 from raising sufficient volumes of
additional retail deposits and the bank managed to restore its LCR
ratio to 153% in March 2019.

In January 2019, GNB and Idea Bank announced an agreement to merge,
subject to receiving regulatory approvals in Q3 2019. Both banks
are controlled by the same shareholder and expect to gain from cost
reduction and cross-selling as a result of the merger. However,
given both banks' capital weakness, Moody's believes that a merger
must be accompanied by a material capital injection to lift
capitalization to levels in line with expected minimum
requirements. While the rating agency understands that the banks
are in search of a financial investor willing to recapitalise the
merged entity, there is significant uncertainty around whether this
plan will materialize, a key factor in downgrading GNB's BCA to ca
in addition to the widening gap to minimum capital requirements.

The downgrading of GNB's deposit ratings to Caa1 reflects Moody's
current expectations that an extraordinary injection of capital
from a new investor will protect depositors from loss, or, in the
absence of such new capital, the rating agency's preliminary
estimates of the level of losses depositors may be exposed to.

  - RATIONALE FOR RATINGS REVIEW FOR DOWNGRADE

The ratings review for further downgrade reflects the continued
adverse pressure on the bank's credit profile that could result in
higher expected losses for deposits than currently captured in the
Caa1 rating. The rating agency expects to conclude its review over
the next three months, thereby taking into account any developments
that have the potential to affect the bank's short-term viability.
In particular, the review will focus on evolutions in relation to
the announced merger including a recapitalization, a failure of
which will likely increase the risk of resolution measures being
applied to GNB, or it being placed into insolvency. In this
context, the review will also focus on Moody's assessment of the
overall loss potential of GNB's assets against its loss-absorbing
capital and liabilities.

  -- WHAT COULD MOVE THE RATINGS UP/DOWN

The near-term execution of a credible capital strengthening plan
which will allow GNB to achieve compliance with its minimum capital
requirements could result in an upgrade of the BCA. However, the
benefits of a stronger standalone financial profile is expected to
stabilize the Caa1 deposit ratings rather than result in a higher
rating level. This is because of the bank's current liability
structure which is likely to result in one notch of rating uplift
at best under Moody's LGF analysis,

GNB's ratings could be downgraded due to (1) a further
deterioration in the bank's capitalisation or lack of the near-term
execution of a credible recapitalisation plan, in combination with
(2) Moody's re-assessment of the loss severity faced by senior
creditors under an expected loss analysis.

LIST OF AFFECTED RATINGS

Issuer: Getin Noble Bank S.A.

Downgraded:

Baseline Credit Assessment, downgraded to ca from caa1

Adjusted Baseline Credit Assessment, downgraded to ca from caa1

Downgraded and placed on Review for further Downgrade:

Long-term Counterparty Risk Ratings, downgraded to B2 from B1

Long-term Bank Deposits, downgraded to Caa1 from B2, outlook
changed to Rating under Review from Negative

Long-term Counterparty Risk Assessment, downgraded to B2(cr) from
B1(cr)

Affirmed:

Short-term Counterparty Risk Ratings, affirmed NP

Short-term Bank Deposits, affirmed NP

Short-term Counterparty Risk Assessment, affirmed NP(cr)

Outlook Action:

Outlook changed to Rating under Review from Negative




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

BANCO COMERCIAL: DBRS Assigns Prov. BB Rating on Senior Notes
-------------------------------------------------------------
DBRS Ratings GmbH assigned provisional ratings to Banco Comercial
Portugues's (BCP or the Bank) EUR 25 billion Euro Note Programme
(or the Programme). The Programme, which is for the issuance of
Unsubordinated and Subordinated Notes, includes the newly debt
instrument of Senior Non-Preferred, introduced by Portuguese Law
No. 23/2019 in March 2019.

In line with the Debt Obligations Framework set out in DBRS's
Global Methodology for Rating Banks and Banking Organizations (July
2018), Senior notes, issued under the Programme, will be rated BB
(high), in line with the Bank's Long-Term Issuer Rating and
Intrinsic Assessment (IA) of BB (high). The Senior Non-Preferred
Notes will be rated BB, one notch below BCP's IA, whilst the
Subordinated Notes will be rated BB (low), two notches below BCP's
IA. All ratings have a Positive Trend.

The ratings, which are based on a draft version received by DBRS of
the Bank's Offering Circular for the EUR 25 billion Euro Note
Programme, are assigned on a provisional basis. The ratings will be
finalized with the release of the final version of the Bank's
offering circular.

RATING DRIVERS

The ratings are sensitive to any change in BCP's Intrinsic
Assessment (IA) which is currently at BB (high). The IA could be
raised if the Bank continues to reduce NPLs at a meaningful rate
and to improve profitability in Portugal, through core revenue
growth and lower cost of risk. Negative pressure on the IA could
arise if there is a significant deterioration in asset quality and
capital, and the Trend could also return to Stable if the Bank is
unable to deliver planned reductions in NPLs.

Notes: All figures are in Euros unless otherwise noted.


BANCO COMERCIAL: Moody's Rates Junior Senior Unsec. Notes '(P)B1'
-----------------------------------------------------------------
Moody's Investors Service assigned a (P)B1 rating to the long-term
senior non-preferred medium term note programme of Banco Comercial
Portugues, S.A.

The senior non-preferred notes, which are referred to as "junior
senior" unsecured notes by Moody's, may be issued under BCP's EUR25
billion Euro Medium Term Note (EMTN) Programme. As per the
Portuguese regulation the notes have to be explicitly designated as
senior unsecured non-preferred in the documentation. As such, in
resolution and insolvency, they would rank junior to other senior
obligations, including senior unsecured debt, and senior to
subordinated debt. They will have a minimum maturity at issuance of
one year.

RATINGS RATIONALE

The (P)B1 rating assigned to the junior senior unsecured debt
programme reflects (1) BCP's adjusted baseline credit assessment
(BCA) of ba3; (2) Moody's Advanced Loss Given Failure (LGF)
analysis, which indicates likely high loss severity for these
instruments in the event of the bank's failure, leading to a
position one notch below the bank's adjusted BCA; and (3) Moody's
assumption of a low probability of government support for this new
instrument, resulting in no uplift.

BCP is subject to the EU's Bank Recovery and Resolution Directive
(BRRD), which Moody's considers to be an Operational Resolution
Regime. Therefore, Moody's applies its Advanced LGF analysis to
determine the loss-given-failure of the junior senior notes. For
BCP, Moody's assumes residual tangible common equity of 3% and
losses post-failure of 8% of tangible banking assets, in keeping
with Moody's standard assumptions. In assigning the rating, Moody's
has taken into consideration the rating agency's expectation that
BCP will continue to issue debt in order to comply with Minimum
Requirement for own funds and Eligible Liabilities (MREL) by July
1, 2022, as well as the current subordination in the form of Tier
2, preference shares and residual equity. As a result, the
securities will be positioned one notch below the adjusted BCA.

The issuance of junior senior securities by BCP follows the
publication of the Law 23/2019 on March 13, 2019, which modifies
the hierarchy of claims in an insolvency by introducing a new type
of debt within the senior debt class that ranks junior to other
senior debt instruments. To fall into the category of the
non-preferred, or "junior senior," debt class, the securities must
have an original maturity of one year or more, cannot have
derivative features, and the related issuance documents must
incorporate a contractual subordination clause. This law facilitate
banks' compliance with the European Union's (EU) Minimum
Requirement for own funds and Eligible Liabilities (MREL).

Given that the purpose of the junior senior notes is to provide
additional loss absorption and improve the ability of authorities
to resolve ailing banks, government support for these instruments
is unlikely, in Moody's view. The rating agency therefore
attributes a low probability of government support to BCP's junior
senior notes, which does not result in any further uplift to the
rating.

WHAT COULD CHANGE THE RATING UP/DOWN

There is currently little sensitivity of BCP's junior senior debt
programme rating, as Moody's advanced LGF analysis already
incorporates the benefits to these notes' rating of further
issuance under the bank's medium-term MREL funding plan.

BCP's junior senior debt programme rating could be also upgraded or
downgraded together with any upgrade or downgrade of the bank's
Adjusted BCA.




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

MOBILE TELESYSTEMS: S&P Alters Outlook to Pos. & Affirms 'BB' ICR
-----------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Mobile
TeleSystems PJSC (MTS) to positive from stable and affirmed its
'BB' rating on the company.

The outlook revision follows that on Mobile TeleSystems PJSC's
(MTS's) parent Sistema because S&P believes an upgrade of Sistema
would prompt a similar rating action on MTS.

S&P said, "The positive outlook reflects that on Sistema, as well
as our expectation that the ratings on MTS will remain capped at
two notches above that of its parent, and that MTS' stand-alone
credit profile will remain unchanged at 'bbb-'. In particular, we
expect MTS' S&P Global Ratings-adjusted debt to EBITDA will remain
consistently at or below 2x, and free operating cash flow (FOCF) at
about 15%-20%.

"We could upgrade MTS if we upgraded Sistema, or if Sistema loses
control over MTS and the rating on MTS was no longer constrained by
Sistema's lower credit quality."

For an upgrade, MTS' adjusted debt to EBITDA would have to remain
below 3x, and its FOCF to debt would have to be at or over 15%.

S&P could consider negative rating action on MTS if it took a
similar rating action on Sistema, which could happen if Sistema's
liquidity or financial risk profile deteriorated, with its
loan-to-value ratio approaching 55%-60% or higher.




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

GRUPO ALDESA: Fitch Cuts Long-Term IDR to 'B-', Outlook Stable
--------------------------------------------------------------
Fitch Ratings has downgraded Spain-based engineering and
construction company Grupo Aldesa S.A.'s Long-Term Issuer Default
Rating to 'B-' from 'B'. The Outlook on the IDR is Stable. At the
same time, Fitch has downgraded wholly-owned subsidiary Aldesa
Financial Services S.A.'s senior secured rating to 'B-'/'RR4'/50%
from 'B'/'RR4'/50%.

The downgrade reflects Fitch's expectation that Aldesa's funds from
operations adjusted net leverage metric will remain above its
negative sensitivity of 6x in the medium term. It also factors in
its expectation that the company's free cash flow margin will turn
negative, which is not commensurate with the 'B' rating median in
the E&C Navigator. Although Aldesa's business profile is considered
in line with the 'B' rating median, medium-term weakness in the
company's financial structure and increased re-financing risks
drive a weaker credit profile.

KEY RATING DRIVERS

Deteriorating Profitability: Fitch expects Aldesa's FCF margin to
be negative in the medium term, driven by prospects of subdued
operating profitability and increasing net working capital
forecasts. Its lower profitability expectation is driven by
multiple challenges in key markets, notably from muted demand for
public civil works in Spain and Mexico. The forecasts for higher
working capital reflect a shift in Aldesa's business mix toward the
private sector, especially for early-stage, milestone-based
renewable projects.

Weak Financial Structure: Fitch views Aldesa's leverage profile as
high for the current rating. It expects FFO-adjusted net leverage
to range between 5.8x and 6.1x in the medium term. This leaves
Aldesa with limited headroom against market downturns or
higher-than-expected swings in working capital. Fitch assumes
modest deleveraging from 2019 to 2022 due to weak profitability and
increased working capital requirements.

Although Aldesa's current liquidity is sufficient in the
short-term, the company nonetheless faces significant refinancing
risk in the next two years while market sentiment is likely to
remain negative over southern European construction companies.

Adequate Business Profile: Aldesa's business profile is
commensurate with a 'B' rating category. The company has
effectively deployed its recognised technical capabilities in
sub-segments of the infrastructure construction industry, such as
tunnelling, to enter new geographic markets and build solid
positions outside Spain, notably in Mexico. Geographic and customer
concentrations are satisfactory for a 'B' rated issuer, although
this risk remains material.

The small size of Aldesa compared with peers', with sales of less
than EUR1 billion, remains a negative factor at the current rating.
However, this is partly mitigated by a solid record in risk
management and Aldesa's long-lasting relationships with the
company's major customers.

Rising Refinancing Risk: In May 2018 Aldesa pulled its planned bond
refinancing due to adverse market conditions. The company is again
exploring its options for refinancing its EUR250 million bond
maturing in April 2021, but it expects it to come at higher
financing costs given the current trading prices of the existing
bond and market sentiment on southern European construction
companies potentially constraining Aldesa's market access. This
drives its expectations for a lower fixed charge cover of 1.2x-1.3x
in the medium term versus 1.4x in 2018.

In the short term, Fitch sees a risk of non-extension of reverse
factoring and revolving credit facility lines in case of adverse
market conditions or idiosyncratic issues. Nevertheless, it views
termination of the lines as unlikely over a four-year rating
horizon.

Challenges in Key Markets: Fitch expects challenging business
environments in Spain and Mexico and continued profitability
pressures in Poland. However, ongoing projects in Poland should
reach breakeven this year and result in a slight improvement of
profitability. In Mexico, it expects low single-digit output growth
of the construction industry to be driven by private works such as
offices and residential real estate as well as an increase of
commercial infrastructure, services, hotel and tourism. In Spain,
following a 2019 uptick, Fitch projects muted construction output
growth in 2020-2022. It assumes that fairly strong private sector
demand will be partly offset by subdued public investments.

Sound Backlog: Aldesa's backlog and revenue visibility remains
healthy. The backlog value has remained fairly stable at around
EUR1.4 billion since 2013 despite higher sales of EUR931 million in
2018 versus EUR647 million in 2013. In 2018, the backlog of EUR1.4
billion translates into 1.5x sales, broadly in line with that of
2017. New orders in 2018 amounted to EUR997 million, which provides
a book-to-bill of above 1.0x.

Project concentration risk remains high, but is commensurate with
the current rating. This is mitigated by management's prudent
approach and the geographical diversification of the backlog,
mostly in high investment-grade countries.

Robust Contract Risk Management: Aldesa has robust risk management
policies in place with no large loss-making contracts, a record of
good execution and no evidence of major disputes. Management has
taken a number of strategic steps to help the company avoid similar
pitfalls that affected its competitors during the construction
crisis in Spain with many restructuring or going bankrupt. Fitch is
confident in Aldesa's prudent approach to project management and
solid bidding processes. Notably the company has a track record of
favouring margin over growth and focusing on projects that are
aligned with its specialties and scale.

Fitch's Adjustments: Fitch focuses its analysis on cash flow
generated at the recourse group, primarily the E&C segment. Fitch
adjusts leverage calculations for Aldesa to reflect the
non-recourse nature of concessions by excluding related FFO and
non-recourse debt, but including sustainable dividends.

Its net debt calculation is substantially higher than that reported
by Aldesa. Fitch takes into account off-balance-sheet obligations
related to working-capital management facilities (EUR79 million at
end-2018 of factoring and confirming) and operating leases (EUR12
million at end-2018). It also assumes that an additional EUR70
million of cash is not readily available for debt repayment because
of seasonal working-capital swings (over 1Q) and cash held in
countries with foreign-exchange restrictions and other barriers to
accessing liquidity.

DERIVATION SUMMARY

Aldesa's business profile is commensurate with a 'B' category
engineering and construction (E&C) company. The company has
successfully used its strong technical skills in niche sub-segments
of the construction industry, such as tunnelling, to build its top
10 market positions in its two main markets, Mexico and Spain.
Aldesa remains in a weaker competitive position than global peers,
such as Salini Impregilo S.p.a.(BB+/Stable) due to greater
geographic concentration given its reliance on Mexico and Spain.
Its operations are small with sales below EUR1 billion in 2018
while its next largest rated peer, Obrascon Huarte Lain SA (OHL)
(B+/Stable) generated around EUR2.8 billion of sales.

However, the ratings also reflect high leverage metrics for Aldesa
that are not commensurate with the 'B' rating median in its E&C
Navigator. Fitch expects FFO-adjusted net leverage to range between
5.8x and 6.1x in the medium term versus 2.8x-3.5x for Salini
Impregilo. Fitch expects Aldesa's FCF to be negative in the medium
term, while the other only rated peer with negative expected FCF,
OHL (B+/Stable), maintains a net cash position. No
parent/subsidiary linkage, country ceiling and operating
environment influence have an effect on these ratings.

KEY ASSUMPTIONS

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

  - Low-to mid-single digit revenue growth

  - Modest increase in recourse EBITDA margin to 6.1% in 2022, from
5.6% in 2019 and 5.9% in 2018

  - Gradual increase in working capital position to 10.7% of
revenue in 2022 from 6.7% in 2019 and 5.1% in 2018

  - Capex of EUR9 million in 2019 and EUR10 million annually in
2020-2022

  - Acquisitions of EUR8 million in 2019 (investments in
concessions)

  - No dividends from non-recourse subsidiaries

  - No dividends paid to common shareholder

  - No material asset disposal

RATING SENSITIVITIES

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

  - FFO adjusted net leverage below 5.5x (2018: 5.2x)

  - Positive FCF generation on a sustained basis

  - Significant improvement in the operating risk profile driven by
increased scale (sales sustainably in excess of EUR1 billion) and
internationalisation, reduced concentration risk and funding
diversification

  - A material increase in steady income being up-streamed from the
concession business without re-leveraging assets.

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

  - FFO adjusted net leverage failing to decline below 6.5x and FFO
fixed charge cover below 1x, 12 months before the maturity of the
senior secured bonds
http://writenewsnow.com/wp-admin/profile.php
  - Deterioration of the liquidity profile with liquidity score
below 1.0x and an increased dependence on factoring and short-term
lines

  - Inability to refinance existing bonds and revolving credit
facilities

  - Evidence of support for weakening non-recourse activities or a
material increase in new concessions leading to equity
contributions from the recourse business.

LIQUIDITY

Sufficient liquidity: Fitch assumes that liquidity is supported by
EUR106 million of readily available cash, including Fitch's
adjustments for intra-year working capital movements of EUR70
million. Liquidity is further enhanced by EUR104 million of undrawn
committed banking facilities, of which EUR100 million is related to
a revolving credit facility maturing in May 2020. This provides
headroom to cover 2019 factoring and confirming maturities of EUR94
million (including the Cofides put option) and forecasted negative
FCF of EUR9 million, as well as the risk of a sudden loss in
working-capital management facilities.

Aldesa's liquidity strongly depends on reverse factoring and
revolving credit facility lines, which are subject to refinancing
risk in case of adverse market conditions or idiosyncratic issues.
Nevertheless, Fitch views termination of the lines unlikely in the
medium term and forecast a continuous roll-over of the factoring
lines.




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

DLG ACQUISITIONS: Moody's Raises CFR to B2, Outlook Stable
----------------------------------------------------------
Moody's Investors Service has upgraded to B2 from B3 the corporate
family rating and to B2-PD from B3-PD the probability of default
rating of DLG Acquisitions Limited, the UK-based television content
producer. At the same time, Moody's has assigned B2 ratings to the
EUR400 million first lien term loan B (due 2026) and to the GBP50
million revolving credit facility (due 2025) and a Caa1 rating to
the GBP75 million second lien term loan (due 2026), all being
issued by DLG Acquisitions Limited. The outlook is stable.

Proceeds from the issue of the term loans will be used to repay all
of the existing debt outstanding of GBP401 million together with
transaction fees. Hence the ratings of the existing first lien term
loan and revolving credit facility and 2nd lien term loan are
unchanged and are expected to be withdrawn upon repayment. The
transaction is largely leverage neutral and will improve the
company's debt maturity profile.

"The decision to upgrade the ratings of All3media reflects its
improved operating performance and credit metrics driven by strong
market demand for content, continued shareholder support for
complementary acquisitions and our expectation of normalized
working capital movements from 2019/20 onwards," says Gunjan Dixit,
a Moody's Vice President -- Senior Credit Officer, and lead analyst
for All3Media.

RATINGS RATIONALE

The company has achieved solid revenue and EBITDA compounded annual
growth of 18.3% and 13.7% respectively between 2016-18 through a
combination of organic growth and acquisition of good content
businesses. All3Media has good revenue visibility for 2019 and
beyond owing to secured primary commissions. Typically 70-80% of
the company's production turnover is derived from returning shows
many of which have a long track record of being recommissioned.

The company has de-levered to a Moody's adjusted Gross Debt/ EBITDA
of 6.9x at the end of 2018 (compared to 7.3x at the end of 2017).
While 2018 leverage is high, 0.9x of it relates to GBP71.3 million
of acquisition related earn-out obligations included in adjusted
debt. Moody's recognizes that the earn-out payments are being
consistently funded by All3Media's shareholders, although there is
no contractual obligation to do so, and GBP20 million of these
payments were made in April 2019 through shareholder funding. The
refinancing being undertaken is largely leverage neutral and
Moody's expects the company's leverage at the end of 2019 to
de-lever to around 6.0x on a Moody's adjusted gross debt/ EBITDA
basis (including earn-out obligations). Continued healthy EBITDA
growth and cash generation in 2020 and beyond should support
further de-leveraging and/or leave scope for some add-on
acquisitions within the rating parameters defined for the B2
rating.

Following the acquisition of All3Media by DLG Acquisitions in 2014,
All3Media has received considerable support from shareholders -
Discovery Communications Inc. and Liberty Global plc to build the
business by acquisition, both in terms of upfront costs and
earn-outs. The parent companies have provided such funds in the
form of long-dated shareholder loans (structured to receive 100%
equity credit under its hybrid methodology). In total, the
shareholders have injected nearly GBP150 million of additional
capital into the company over the past four years to help support
the growth.

All3Media generated negative free cash flow and suffered from
adverse working capital movements during 2016-18 driven by a rise
in scripted investments in line with All3Media's growth strategy.
For scripted shows, the primary broadcaster usually only partially
funds the production in exchange for the domestic rights, with the
remainder being deficit funded by the distributor through an
advance recouped against future international sales, tax credits
and co-production agreements.

While the advance is an upfront cash outflow, on average, the
advances substantially recoup in the first three years. Moody's
expects growth in annual advances to start to normalise from 2019,
easing net cash outflows from 2020 as new advances will be funded
from receipts of previous advances. The company will therefore
likely turn free cash flow positive from 2019 onwards and will rely
less on production financing (included in Moody's adjusted debt
calculation) going forward.

Moody's considers All3Media's liquidity to be adequate for its near
term operational needs. Liquidity provision is supported by on
balance sheet cash of GBP46.2 million as of March 31, 2019
(excluding GBP7.3 million production cash) and access to the new
GBP50 million revolving credit facility being arranged, and to
GBP8.0 million of uncommitted multi-option facility. Moody's
anticipates continued shareholder support for funding acquisitions
as it is an important element of All3Media's liquidity.

Given the presence of a second lien loan in this all bank loan
structure and a springing financial covenant, the agency has used a
50% family recovery rate in its Loss Given Default methodology.
Moody's has ranked the RCF and the first lien term loan first,
together with All3Media's trade payables and the second lien term
loan second together with the lease rejection claims. However, the
first lien term loan nevertheless has been assigned a B2 rating, in
line with the CFR level, as the uplift provided by the second lien
term loan is not sufficient given the relatively small amount of
the 2nd lien term loan as well as the current weak positioning of
the CFR at the B2 level. The second lien loan has been assigned a
Caa1 rating.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's view that All3Media will
continue to perform largely in line with its medium-term business
plan and future add-on acquisitions/ earn-outs will continue to be
funded by the shareholders.

WHAT COULD MOVE THE RATING UP/DOWN

The B3 CFR is currently weakly positioned due to high leverage and
no upgrade in the near term is anticipated. However, positive
rating momentum may arise over time, should (1) the company deliver
on its business plan; especially with regard to the development of
the US business; (2) its Moody's-adjusted leverage fall sustainably
below 5.0x; (3) its RCF/Net Debt improves towards 10% and (4)
liquidity improve such that All3Media is able to meet earn-out
obligations on a self-financing basis.

Negative rating momentum may develop if (1) Moody's adjusted
leverage is sustained materially above 6.0x; (2) free cash flow
remains materially negative beyond 2018; (3) all3media fails to
deliver growth in its core markets; (4) the shareholders rein in
their strategic and financial support particularly for funding
future acquisition earn-out payments.

LIST OF AFFECTED RATINGS

Assignments:

Issuer: DLG Acquisitions Limited

Senior Secured First Lien Term Loan B, Assigned B2

Senior Secured Revolving Credit Facility, Assigned B2

Senior Secured Second Lien Term Loan, Assigned Caa1

Upgrades:

Issuer: DLG Acquisitions Limited

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

Corporate Family Rating, Upgraded to B2 from B3

Outlook Actions:

Issuer: DLG Acquisitions Limited

Outlook, Changed To Stable From Positive

PRINCIPAL METHODOLOGY

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

DLG Acquisitions Ltd. is a joint venture of Discovery
Communications Inc. and Liberty Global plc. John Malone, the US
cable communications entrepreneur, is a key shareholder and board
member of both companies. DLG Acquisitions is a holding company,
which owns All3Media Holdings Limited, which it acquired in 2014.
All3media is, through its subsidiaries, an internationally active
producer and distributor of television programming. During 2018,
All3Media generated revenues of GBP674 million and a Moody's
adjusted EBITDA of GBP75 million.


HUDSPITHS: Winding Up Petition Adjourned Until June 12
------------------------------------------------------
James Booth at City A.M. reports that investors in a forex trading
scheme that promised stellar returns could lose millions of pounds
as the company teeters on the brink.

Swindon-based Hudspiths fought off a winding up petition in the
High Court on May 15 brought by 31 creditors who said they are owed
GBP5 million, City A.M. relates.

According to City A.M., the case has been adjourned until June 12
to allow Hudspiths the chance to circulate proposals for a company
voluntary arrangement (CVA) with its creditors.

The court heard it was unclear how much client money Hudspiths owed
as the information had not been included in early CVA proposals,
City A.M. discloses.

Investors told City A.M. they were promised a monthly return of up
to 5% which would be generated by the company trading in foreign
exchange.



THOMAS COOK: Gets GBP300MM Cash Injection Following Losses
----------------------------------------------------------
Oliver Gill and Michael O'Dwyer at The Telegraph report that Thomas
Cook's crisis has escalated after the tour operator was forced to
ask for emergency funding to counter soaring losses.

The company has agreed terms for a GBP300 million cash injection
from its banks, allowing it more time to sell its airline, The
Telegraph relates.

According to The Telegraph, shares plummeted as the City was left
astonished by half-year losses topping GBP1.5 billion, driven by a
GBP1.1 billion writedown on the value of MyTravel, a former high
street rival with which it merged in 2007.

The 179-year-old company blamed Brexit uncertainty, saying the
process had prompted customers to postpone travel plans, The
Telegraph discloses.

Thomas Cook Group plc is a British global travel company.




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

[*] BOOK REVIEW: Macy's for Sale
--------------------------------
Author: Isadore Barmash
Paperback: 180 pages
List price: $34.95
Review by Henry Berry
99
Order your personal copy today at
http://www.beardbooks.com/beardbooks/macys_for_sale.html
Isadore Barmash writes in his Prologue, "This book tells the story
of Macy's managers and their leveraged buyout, the newest and most
controversial device in the modern financial armament" when it took
place in the 1980s. At the center of Barmash's story is Edward S.
Finkelstein, Macy's chairman of the board and chief executive
office. Sixty years old at the time, Finkelstein had worked for
Macy's for 35 years. Looking back over his long career dedicated to
the department store as he neared retirement, Finkelstein was
dismayed when he realized that even with his generous stock
options, he owned less than one percent of Macy's stock. In the 185
years leading up to his unexpected, bold takeover, Finkelstein had
made over Macy's from a run-of-the-mill clothing retailer into a
highly profitable business in the lead of the lucrative and growing
fashion and "lifestyle" field.

To aid him in accomplishing the takeover and share the rewards with
him, Finkelstein had brought together more than three hundred of
Macy's top executives. To gain his support for his planned
takeover, Finkelstein told them, "The ones who have done the job at
Macy's are the ones who ought to own Macy's." Opposing Finkelstein
and his group were the Straus family who owned the lion's share of
Macy's and employees and shareholders who had an emotional
attachment to Macy's as it had been for generations, "Mother
Macy's" as it was known. But the opponents were no match for
Finkelstein's carefully laid plans and carefully cultivated
alliances with the executives. At the 1985 meeting, the
shareholders voted in favor of the takeover by roughly eighty
percent, with less than two percent opposing it.

The takeover is dealt with largely in the opening chapter. For the
most part, Barmash follows the decision making by Finkelstein, the
reorganization of the national company with a number of branches,
the activities of key individuals besides Finkelstein, Macy's moves
in the competitive field of clothing retailing, and attempts by the
new Macy's owners led by Finkelstein to build on their successful
takeover by making other acquisitions. Barmash allows at the
beginning that it is an "unauthorized book, written without the
cooperation of the buying group." But as he quickly adds, his
coverage of Macy's as a business journalist and his independent
research for over a year gave him enough knowledge to write a
relevant and substantive book. The reader will have no doubt of
this. Barmash's narrative, profiles of individuals, and analysis of
events, intentions, and consequences ring true, and have not been
contradicted by individuals he writes about, subsequent events, or
exposure of material not public at the time the book was written.

First published in 1989, the author places the Macy's buyout in the
context of the business environment at the time: the aggressive,
largely laissez-faire, Reagan era. Without being judgmental, the
author describes how numerous corporations were awakened from their
longtime inertia, while many individuals were feeling betrayed,
losing jobs, and facing uncertain futures. Isadore Barmash, a
veteran business journalist and author, was associated with the New
York Times for more than a quarter-century as business-financial
writer and editor. He also contributed many articles for national
media, Reuters America, and the Nihon Kenzai Shimbun of Japan. He
has published 13 books, including a novel and is listed in the 57th
edition of Who's Who in America.



                           *********


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 2019.  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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