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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, July 11, 2019, Vol. 20, No. 138

                           Headlines



B O S N I A   A N D   H E R Z E G O V I N A

ALUMINIJ: Disconnected From Power Grid Due to Huge Debt


E S T O N I A

BALTIC HORIZON: S&P Affirms 'MM3' Mid-Market Evaluation Rating


F R A N C E

ATALIAN SERVEST: S&P Alters Outlook to Negative & Affirms 'B' ICR
NORIA 2018-1: DBRS Confirms C Rating on Class G Notes
SOCO 1 SAS: Moody's Assigns B2 CFR, Outlook Negative


G E R M A N Y

PTSCIENTISTS: Funding Shortfall Prompts Insolvency Filing


I T A L Y

2WORLDS SRL: DBRS Confirms B(low) Rating on Class B Notes
FINECOBANK SPA: S&P Rates EUR300MM Additional Tier 1 Notes 'BB-'
GOLDEN BAR: DBRS Confirms BB Rating on Class D Notes
SIENA PMI 2016: DBRS Assigns CC Rating on Series 2 Class D Notes


M O N T E N E G R O

GALENIKA CRNA: Montenegro Court Launches Insolvency Proceedings


N E T H E R L A N D S

SELECTA GROUP: S&P Alters Outlook to Stable & Affirms 'B' LT ICR
TIKEHAU CLO: Moody's Affirms B2 Rating on EUR7.8MM Class F-R Notes


R U S S I A

PIK GROUP: Fitch Rates Issuer Default Rating BB-, Outlook Stable
TRANSCONTAINER PJSC: Fitch Puts BB+ LT IDRs on Rating Watch Neg.


S E R B I A

JUGOBANKA: Croatia Seeks EUR700MM in Compensation Over Bankruptcy


S P A I N

CAIXABANK LEASINGS 3: DBRS Finalizes B Rating on Series B Notes
CAIXABANK PYMES 8: DBRS Hikes Series B Notes Rating to CCC(low)
FLUIDRA: S&P Affirms 'BB' ICR on Shareholder's Stake Reduction


U N I T E D   K I N G D O M

COLONNADE GLOBAL 2018-1: DBRS Confirms BB Rating on K Debt
DIGNITY FINANCE: S&P Rates Class B Notes Rating to 'BB-'
FINSBURY SQUARE 2019-2: Fitch Gives  BB+(EXP) Rating to E Notes
ITHACA ENERGY: Fitch Publishes B+(EXP) LT IDR, Outlook Stable
ITHACA ENERGY: Moody's Assigns B1 CFR, Outlook Stable

ITHACA ENERGY: S&P Assigns Preliminary 'B+' ICR, Outlook Stable
KIJANI RESOURCES: Liquidators to Sue NatWest for Fraud Assistance
LONDON CAPITAL: FCA Boss's Bonus Hinges on Collapse Probe
SYNTHOMER PLC: Moody's Affirms Ba2 CFR & Alters Outlook to Negative
TOWER BRIDGE 4: DBRS Assigns Prov. BB(low) Rating on Class F Notes


                           - - - - -


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B O S N I A   A N D   H E R Z E G O V I N A
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ALUMINIJ: Disconnected From Power Grid Due to Huge Debt
-------------------------------------------------------
Maja Zuvela at Reuters reports that Aluminij, Bosnia's sole
aluminium smelter and one of the country's biggest exporters was
disconnected from the power grid just after midnight on July 10
over a huge debt it had incurred because of high electricity and
alumina prices.

The closure of the smelter, which employs about 900 workers in the
southern town of Mostar, puts at risk some 10,000 jobs, including
contractors and those at the aluminium processing firms it
supplies, Reuters notes.

Aluminij is 44%-owned by the government of Bosnia's autonomous
Bosniak-Croat Federation, with small shareholders holding another
44% and the Croatian government the rest, Reuters discloses.

The move on July 10 followed a failed attempt to find a strategic
partner for the company, which has a total debt of nearly BAM380
million (US$218 million), Reuters relays.

Of that amount, BAM280 million is owed to the state power utility,
EPHZHB, which in June stopped supplying it with power at favorable
prices agreed with the government last December, Reuters states.

According to Reuters, the Federation government has refused to
subsidize the electricity for the smelter, saying it should
purchase power on the open market.  It has been in talks with
several companies about the possible takeover of the smelter and
its restructuring, Reuters relates.

Aluminij's management said the damage from the power cutoff would
be assessed in the course of the day, according to Reuters.




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E S T O N I A
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BALTIC HORIZON: S&P Affirms 'MM3' Mid-Market Evaluation Rating
--------------------------------------------------------------
S&P Global Ratings affirmed its 'MM3' mid-market evaluation rating
(corresponding to a 'BB' or 'BB+' issuer credit rating) on
Estonia-based real estate investment company, Baltic Horizon Fund
(BHF) and its EUR50 million 4.25% senior unsecured notes due 2023.

Downside scenario

S&P said, "We might lower our rating on BHF if rental income and
cash flow deteriorate, resulting in EBITDA to interest falling
below the 3.8x threshold for the rating. We might also lower the
rating if BHF takes on riskier development projects or we believe
the debt-to-debt-plus-equity ratio will exceed 60%." This could
occur if property valuations deteriorate, access to equity funding
tightens, or BHF adopts a financial policy favoring higher
leverage. Weakening of the ratio of liquidity sources to uses below
1.2x, for example due to a change in dividend policy, could also
weigh on the rating.

Upside scenario

S&P said, "We see an upgrade as unlikely in the short term.
However, we could consider raising the rating if BHF were to
increase its scale, thereby diminishing the impact of operational
risks related to individual properties and tenants, without
compromising asset/tenant quality or occupancy rates. An upgrade
would be contingent on BHF maintaining its loan to value (LTV)
target, and credit metrics in line with our base case, namely debt
to debt plus equity below 60% and EBITDA/interest of around 4x."

Rationale

S&P said, "BHF has been more acquisitive than we expected, and
financing conditions appear tighter because of regulatory actions
and increased compliance costs at Nordic banks that dominate Baltic
markets. We believe BHF's management may find it difficult to
balance growth and its 50% debt-to-equity funding target, while
maintaining a high dividend yield." Nevertheless, S&P expects its
performance to remain within its parameters for the 'MM3' rating,
namely:

-- Stable to modestly improving asset quality, market position,
scale, and diversification;

-- A ratio of debt to capitalization (debt plus equity) no higher
than 60%;

-- EBITDA interest coverage of around 4x; and

-- Cash sources to uses of at least 1.2x (excluding externally
financed acquisitions and development).

S&P's base-case scenario

Including completed acquisitions, S&P assumes:

-- Average GDP growth of 2.5%-5.0% in the Baltic region in 2019
and 2020.

-- Rental income like-for-like growth of about 2.5% and an
occupancy rate of about 98%.

-- EBITDA margins of about 75% over the next two years.

-- BHF's target LTV ratio will remain at 50%, with a
growth/dividend policy consistent with that.

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

-- Fully adjusted weighted average EBITDA/interest coverage of
about 4x

-- A debt-to-debt-plus-equity ratio below 60% (about 55%) in
2019-2020.

Business Risk: In Line With S&P's Initial Assessment

The main rating constraint is BHF's small size compared with its
peers rated 'BB' on our global scale, such as Summit Germany,
Demire, and EPP. The stock of office and retail space in Summit and
Demire's home market of Germany is more than 31x and nearly 10x,
respectively, than that of the three Baltic capitals combined. In
EPP's home market, Poland, it is more than 4x and 8x, respectively.
S&P thinks BHF's scale in its target markets compares favorably
with that of Summit, Demire, and EPP.

S&P also recognizes that BHF does not compete with the larger
European peers in the Baltics or in their home markets. What's
more, mid-market companies may strategically target smaller
markets, which inherently limits scale and diversification but
offers offsetting advantages. In BHF's case, such advantages
include higher yields in the Baltics than in Germany and Poland,
despite better macroeconomic and sector dynamics.

BHF continues to compare favorably with local peers. It has similar
or larger scale and diversification of portfolio value, number of
properties, leasable area, tenants, countries, and sectors. Yields
are lower for some assets, but S&P sees BHF as having a better
risk-reward ratio because it targets the capitals, shopping centers
in central business districts (CBDs), and smaller yield-enhancing
add-on acquisitions.

Acquisitions have modestly enhanced business prospects

BHF's biggest acquisition, in May 2019, is that of the Galerija
shopping center in Riga. It also acquired two office buildings, LNK
Center in Riga and Duetto II in Vilnius. These acquisitions are all
at yields equal to or better than the market average. These are
high-quality, recently built, or renovated assets, like those in
the rest of BHF's portfolio. The Galerija is quite an ambitious
undertaking in S&P's view. Yet it is an iconic property, especially
well located, and the yield is attractive.

These portfolio additions have improved BHF's country and tenant
diversification, although increasing retail exposure. BHF has
enhanced its market position in Riga and as an owner of
high-profile commercial retail business assets in every Baltic
capital. S&P estimates that BHF's acquisitions will increase the
net leasable area by about 35% to about 143,000 square meter from
about 105,000, the portfolio value to about EUR340 million from
about EUR220 million, and the net rental income to about EUR22
million from about EUR14 million.

Limited development, with the risk-reward balance enhancing yields

BHF continues to develop Phase IV of its Domus Pro retail and
office complex in Vilnius, which S&P understands will proceed only
as a forward purchase, subject to preleasing or developer rental
guarantees (as for Duetto I and II).

BHF is also considering building 5,000-10,000 square meters of new
office, retail, and public space connecting the Postimaja shopping
center with the Coca-Cola Plaza cinema in Tallinn (a 28%-56%
increase of the leasable area). A comparable strategy appears to
have been successful at Galerija. Similar success in Tallinn would
vindicate the relatively tight initial yield (5.4%) for Postimaja.
S&P said, "We think the undersupply of office space in the Baltic
capitals and of prime retail space in CBDs should support
lower-risk, yield-enhancing add-on developments. BHF's Postimaja
project should also benefit from the city of Tallinn's plans to
create more pedestrian friendly areas. We understand BHF still has
no plans to take on large greenfield developments."

Concentrations still pose a risk, especially in the retail segment

Although acquisitions have improved geographic diversification,
Galerija has increased BHF's exposure to the retail sector to
50%-60% of net leasable area, portfolio value, and net rental
income, from about 50%. This could increase BHF's sensitivity to a
downturn, although macroeconomic conditions are currently
supportive. BHF's tenants could face increasing competitive
pressure, including from online retailers. S&P said, "We think
BHF's avoidance of destination shopping centers and secondary or
tertiary cities makes its retail assets more resilient. However, we
will be monitoring how the fund manages its retail concentration."

BHF's new assets also modestly improve tenant concentration, with
the 10 largest tenants accounting for 51% of net rental income as
of first-quarter 2019, down from about 53% at year-end 2018. S&P
said, "We expect the well over 100 leases at Galerija to further
improve tenant diversification. We see BHF's larger tenant
concentrations as less risky, given their defensive activities (G4S
and Latvian State Forestry Service) and bespoke nature of the
properties (G4S, LSFS, and Forum Cinemas)." Although the
probability of unexpected vacancies or payment issues may be lower
for such tenants, any disruption would have a material impact on
BHF's cash flows.

Galerija, LNK, and a two-year rental guarantee at Duetto II support
BHF's already high occupancy rates. As of first-quarter 2019,
occupancy was only about one percentage point lower than at
year-end 2018, and still comfortably in the high 90% range. The
small decline was mainly due to tenant turnover at Postimaja
(occupancy down to about 91% from 96%) and the expiry of the rental
guarantee at Pirita in December 2018, leaving occupancy at about
90%. Occupancy at the Europa shopping center and the Domus Pro
offices has increased. S&P understands that BHF has already secured
a new tenant for the vacant space (10%) at G4S' headquarters. BHF
has a good track record of managing larger vacancies, but
long-standing higher vacancies at Pirita suggest that this asset
may need special attention.

Nordic banks' Baltic strategy poses a latent risk

While there is event risk associated with the money-laundering
investigations of Nordic banks' Baltic operations, S&P thinks the
main risk for BHF is that these banks will continue to tighten
financing conditions. Danske Bank has closed its operations in
Estonia as a result of these investigations. BHF has banking
relationships with other Nordic banks under investigation--Swedbank
and SEB--which are also BHF's tenants. SEB is among the top 10
tenants, generating about 6% of BHF's net rental income; and
Swedbank about 2%, at year-end 2018.

If more Nordic lenders exit the region, it could lead to higher
vacancies for BHF and more challenging refinancing conditions when
its debt matures in 2022-2023. The situation could also affect the
Baltics' attractiveness as an offshoring destination, which has
been fueling the real estate market. However, this is not our base
case. Swedbank and SEB's Baltic operations are significantly larger
than Danske Bank's, and exiting would be a very different and, in
S&P's view, unlikely proposition, both for the banks and the Baltic
states. Both banks have affirmed their commitment to the Baltics.
We do not expect broader macroeconomic headwinds, although they are
possible. If Danske Bank remains committed to its Vilnius service
center, this would also suggest the Baltics' continuing relevance
for financial institutions.

Financial Risk: S&P Expects Metrics To Stay In Line With The
Rating

S&P's key measures for BHF's financial risk are debt to
capitalization, EBITDA interest coverage, and liquidity.

BHF has maintained access to public equity markets, and the
Galerija seller's acceptance of BHF units as partial consideration
was an important source of new equity. The financing mix for
Galerija implies a rising debt-to-capitalization ratio. However,
S&P expects this key metric will remain at 52%-53% on average,
whereas 60% is the upper limit for the rating.

S&P said, "We forecast EBITDA to interest will average around 4x in
2019-2020. Last year, this ratio declined to about 4.3x from 5.5x
in 2017, primarily due to more expensive capital market funding
through BHF's unsecured notes program. We expect interest expense
will remain substantial, since the notes program has been fully
utilized and bank loans are at higher interest rates. However,
interest coverage of 3.8x is the downside trigger for the rating.

"We expect BHF to maintain adequate headroom under debt-service
coverage, LTV, and other covenants, and will monitor future
financing terms since BHF faces large maturities in 2022-2023. We
estimate that the cost of BHF's secured bank financing has risen by
about 0.50%. One lender has required cross-collateralization for
properties in Tallinn and Riga, another sign of tighter financing
conditions.

"We think the principal liquidity challenge for BHF will be
maintaining a high dividend yield alongside robust growth. With
external financing conditions tightening, funding acquisitions or
development internally may compete with the need to remunerate
shareholders. Unlike other real estate investment companies, BHF
has no tax or other legal requirement to pay dividends. But if it
reduced or suspended dividends, that might make equity financing
more challenging."

Liquidity

S&P said, "We expect BHF to maintain adequate liquidity. Although
we expect BHF to continue expanding via acquisitions and
development, financing such activities externally, we anticipate a
ratio of cash sources to uses of at least 1.2x for the next 12
months. We expect that BHF will not commit to acquisitions or
developments that are not fully financed within the fund's internal
parameters."

Principal liquidity sources:

-- S&P estimates about EUR3 million of balance-sheet cash, after
acquisitions; and

-- Funds from operations of about EUR12.5 million.

Principal liquidity uses:

-- About EUR400,000 in bank loan amortization; and

-- Capital spending of about EUR1 million.

BHF's dividend policy is performance based and at management's
discretion, so S&P does not forecast dividends as a use of
liquidity. However, the dividend policy could affect the
debt-to-equity financing mix and put pressure on credit metrics. If
BHF distributes excess liquidity to shareholders, leading to a
sources-to-uses ratio below 1.2x or weaker credit metrics, this
would be negative for the rating.

Issue Rating--Recovery Analysis

S&P said, "We affirmed our 'MM3' rating on BHF's EUR50 million
4.25% unsecured notes due 2023, since the notes are unsecured and
we estimate recovery prospects in the event of default being
greater than 30% but less than 70%. We assign a "+" modifier (for
example, 'MM3+') if an instrument is secured and we believe it has
recovery prospects of 70% or more. We assign a "-" modifier to any
instrument we believe has recovery prospects of 30% or less.
Otherwise, we assign no modifier and the ratings on the instrument
and obligor are the same.

"We also believe that, in a scenario of falling rents, rising
yields, and lower property values that might precipitate defaults
in the real estate sector, BHF's noteholders are likely to recover
more than 30%. This is even under considerable stress and bearing
in mind the possibility of additional prior-ranking secured debt.
Recent cross-collateralization provisions on BHF's debt in Riga and
Tallinn reduce recovery prospects, but not below 30%."




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F R A N C E
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ATALIAN SERVEST: S&P Alters Outlook to Negative & Affirms 'B' ICR
-----------------------------------------------------------------
S&P Global Ratings revised the outlook on Atalian Servest Group to
negative from stable, and affirmed its 'B' ratings on the company
and its notes.

S&P said, "The outlook revision reflects our revised adjusted debt
to EBITDA forecast, of above 8.0x in 2019, compared with our
previous expectation of a decline to below 7.0x in the 12-18 months
following the acquisition of Servest. It also reflects the
company's plans to continue to restructure in order to improve
profitability in the longer term. We expect this restructuring to
result in weaker cash generation over the next 12 months."

Credit metrics were weak in 2018, as a result of high
acquisition-related and restructuring costs, with subdued operating
performance in France resulting from less profitable renewal of
large contracts and challenges internationally, primarily in
Hungary and Turkey, combined with significant working capital
outflows. Adjusted leverage was 9.9x including the 12-month
contribution of Servest, but without adding back exceptional costs.
While S&P considers 2018 as a transition year because of the
transformative nature of the Servest acquisition, it forecasts that
2019 performance is likely to remain weak, as reflected by
first-quarter 2019 results. In particular, the group's reported
EBITDA margins were lower than in first-quarter 2018, and Atalian
again experienced large seasonal working capital outflows.

S&P said, "We understand that a new management team was appointed
in early 2019 with a stated objective of restoring profitability
and reducing leverage. We expect that management's initiatives and
actions will result in high restructuring costs again in 2019,
while cost reduction is unlikely to be realized this year." In
addition, EBITDA growth prospects in France remain uncertain
because the company will continue to face competitive and pricing
pressure. Large fluctuations in working capital are likely to
affect cash flow generation.

The new management team has publicly communicated its plan to
dispose of some noncore assets within the next 12-18 months, with
potential proceeds of EUR100 million-EUR200 million that it intends
to use to reduce leverage. S&P has not included these asset
disposals in its base case because it does not have any certainty
about the proceeds and timing of these potential transactions.

The rating reflects the company's operations in a highly fragmented
and competitive market, with limited barriers to entry, low
margins, and significant exposure to wage inflation. S&P said, "We
view the recent acquisitions, including U.K.-based Servest, as
favorable for the underlying business risk profile, since they
reduce the company's exposure in France (about 45% of the combined
group's revenues) and provide further access to the U.K. market
(about 20%-25% of the combined group's revenues). But we also
consider that the French and U.K. markets remain very competitive
and subject to price pressure, which could make it difficult to
restore profitability."

S&P said, "The negative outlook reflects that we now expect a
slower improvement in credit metrics, after leverage deterioration
following the acquisition of Servest in 2018 and associated
transaction and integration costs. In our view, additional
restructuring costs and continued weakness in the French market
could prevent the group from deleveraging and could result in a
downgrade.

"We could lower the rating on Atalian if operating performance
remains weak throughout 2019, resulting in slower EBITDA growth
than we originally anticipated, and material negative working
capital outflows leading to negative FOCF at year-end. In addition,
we could lower the rating if we forecast that leverage will remain
at elevated levels above 7.5x beyond 2019, if coverage of cash
interest by funds from operations (FFO) declines below 2x, or if
our liquidity assessment weakens to less-than-adequate.

"We could revise the outlook to stable if operating performance
improves, synergies following acquisition of Servest are being
realized, and working capital outflows are curtailed, such that
FOCF is positive and adjusted debt to EBITDA declines sustainably
below 7x."

Atalian is a leading provider of outsourced cleaning and facility
management services in Europe with over 32,000 clients (corporates
and local authorities) and more than 125,000 employees worldwide.
Atalian started in France in 1944 as a cleaning company, then
diversified into broader facility management services, and expanded
abroad from 1999, expanding first in Central and Eastern Europe,
then South East Asia, Africa, the U.S. (with the acquisition of
Temco in 2016) and the U.K. with the acquisition of Servest in
2018. Its financial reporting is now structured around three
segments: France (cleaning and facility management), U.K., and
International. In 2018, the group reported revenue of EUR2.7
billion, including the eight-month contribution from Servest.


NORIA 2018-1: DBRS Confirms C Rating on Class G Notes
-----------------------------------------------------
DBRS Ratings GmbH confirmed the following ratings on the bonds
issued by Noria 2018-1 (the Issuer):

-- Class A Notes confirmed at AAA (sf)
-- Class B Notes confirmed at AA (sf)
-- Class C Notes confirmed at A (sf)
-- Class D Notes confirmed at BBB (sf)
-- Class E Notes confirmed at BB (sf)
-- Class F Notes confirmed at B (sf)
-- Class G Notes confirmed at C (sf)

The rating on the Class A Notes addresses the timely payment of
interest and ultimate payment of principal on or before the legal
final maturity date. The ratings on the Class B Notes, Class C
Notes, Class D Notes, Class E Notes, Class F Notes, and Class G
Notes address the ultimate payment of interest and principal on or
before the legal final maturity date.

The confirmations follow an annual review of the transaction and
are based on the following analytical considerations:

-- Portfolio performance, in terms of delinquencies, defaults and
losses.

-- Probability of default (PD), loss given default (LGD) and
expected loss assumptions on the remaining receivables.

-- Current available credit enhancement (CE) to the notes to cover
the expected losses at their respective rating levels.

-- No revolving termination events have occurred.

Noria 2018-1 is a securitization collateralized by a portfolio of
personal, debt consolidation and sales finance loans granted by BNP
Paribas Personal Finance. The transaction has an initial 12 month
revolving period, which is scheduled to end on June 25, 2019.

PORTFOLIO PERFORMANCE

As of May 2019, loans that were two- to three months in arrears
represented 0.3% of the outstanding portfolio balance, the 90+
delinquency ratio was 0.2% and the cumulative default ratio stood
at 1.0%.

PORTFOLIO ASSUMPTIONS

DBRS conducted a loan-by-loan analysis of the remaining pool of
receivables and updated its base case PD and LGD assumptions on the
outstanding portfolio to 5.9% and 60.0%, respectively.

CREDIT ENHANCEMENT

As of the May 2019 payment date, CE to the Class A, Class B, Class
C, Class D, Class E, Class F and Class G Notes has remained
unchanged since closing at 24.0%, 17.8%, 12.3%, 9.8%, 6.8%, 4.3%
and 0%, respectively, due to the revolving period.

The transaction benefits from a liquidity reserve of EUR 14.4
million, as of May 2019. The reserve target amount is equal to 1%
of the initial balance of Class A, Class B, Class C, and Class D
Notes. It is available to cover senior expenses and swap payments.
The reserve has been at its target of EUR 14.4 million since
closing.

BNP Paribas SA acts as the Special Dedicated Account Bank and BNP
Paribas Securities Services acts as the Account Bank. Based on the
DBRS public rating of BNP Paribas SA at AA (low) and the private
rating of BNP Paribas Securities services, the downgrade provisions
outlined in the transaction documents, and other mitigating factors
inherent in the transaction structure, DBRS considers the risk
arising from the exposure to the account banks to be consistent
with the ratings assigned to the notes, as described in DBRS's
"Legal Criteria for European Structured Finance Transactions"
methodology.

BNP Paribas Personal Finance acts as the swap counterparty for the
transaction. DBRS's private rating of BNP Paribas Personal Finance
is above the first rating threshold as described in DBRS's
"Derivative Criteria for European Structured Finance Transactions"
methodology.

The transaction structure was analyzed with Intex DealMaker.

Notes: All figures are in Euros unless otherwise noted.


SOCO 1 SAS: Moody's Assigns B2 CFR, Outlook Negative
----------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating, a
B2-PD probability of default rating to Soco 1 SAS (Socotec or the
Company). Concurrently, Moody's has assigned a B2 instrument rating
to the senior secured Term Loan B1, the senior secured Term Loan
B2, and the revolving credit facility issued by Holding Socotec
SAS. Moody's has also assigned a B2 instrument rating to the add-on
to the Term Loan B (EUR150 million and USD190 million), issued by
Holding Socotec SAS, which along with EUR161 million equity and
EUR9 million cash will be used to finance the acquisition of
Vidaris, a US-based company providing consulting services in the
construction and infrastructure sector. The outlook on both
entities is negative.

RATINGS RATIONALE

The rating action reflects the following interrelated drivers:

  - High Moody's-adjusted leverage of 6.5x at March 2019 (pro forma
for the full year effect of acquisitions) following the partly
debt-funded acquisition of Vidaris

  - Good operating performance for 2018 with revenue increasing by
11% and Moody's-adjusted EBITA margin improving to 8.7% from 7.9%
the year before driven by acquisitions but still negative free cash
flow

  - Expectation that the leverage will gradually improve towards
6.0x by 2020 on the back of moderate organic growth and margin
improvements

  - Expectation that free cash flow will turn positive in 2019 as
the exceptional items linked to the restructuring and the
rationalisation effort of real estate on the historic French
perimeter will phase out and that liquidity position will remain
adequate

Any underperformance against these expectations could lead to a
downgrade of the ratings.

The ratings are supported by the company's (1) leading position in
niche markets supported by strong expertise and technical skills in
its industries, (2) large customer base with limited concentration
and high retention rates, (3) good track record of growth through
the cycle, (4) major transformation plan which should support
further margin improvements, and (5) the positive long-term growth
prospects of the testing, inspection & certification (TIC) market.

The ratings are constrained by (1) the company's high leverage pro
forma for the Vidaris acquisition and its negative free cash flow
for 2017 and 2018, (2) high levels of exceptional restructuring
costs and expected further business reorganisation, (3) the
expectation that future debt-financed bolt-on acquisitions in the
context of a fragmented market may limit deleveraging, (4) still
high concentration on France and exposure to the cyclical nature of
the construction market and (5) competitive nature of the TIC
market with large global and regional players partially offset by
high barriers to entry.

LIQUIDITY

Socotec's liquidity is adequate supported by (1) EUR47 million of
cash on balance sheet as of March 2019, (2) a EUR90 million RCF
which will be fully available following the closing of the Vidaris
transaction, (3) expected moderate but positive free cash flow
during the next 12-18 months and (4) long-dated maturities with the
Term Loan B1 and B2 maturing in 2024 and the RCF in 2023.

Availability under the RCF is subject to a springing net leverage
covenant (8.3x flat), tested when it is at least 40% drawn, and
under which Moody's expects substantial headroom.

STRUCTURAL CONSIDERATIONS

Socotec's PDR is B2-PD, at the same level as the CFR, which
reflects Moody's standard assumption of a 50% family recovery rate
for bank facilities with a springing financial maintenance
covenant. The Term Loans and the RCF are rated in line with the CFR
at B2 reflecting the first lien only structure and pari passu
ranking of the facilities. The company has the ability to incur
additional debt subject to a net leverage test below 5.0x plus a
general basket of the greater of EUR50 million and 75% EBITDA.

OUTLOOK

The negative outlook reflects the risks associated with
deleveraging from the high level following the partially
debt-funded acquisition of Vidaris and the ability of the company
to increase organic growth after a flat performance in 2018 on the
historic perimeter and to further improve margins. In this context,
Moody's ability to monitor the organic performance of the historic
perimeter and of the acquisitions is important. Moody's base case
expectation is that leverage will gradually improve towards 6.0x by
2020, that free cash flow will turn positive in the next 12 months
as the exceptional items phase out, and that liquidity will remain
adequate. Any underperformance against these expectations could
lead to a downgrade.

WHAT COULD CHANGE THE RATING UP/DOWN

Given the negative outlook, an upgrade is currently unlikely.
However, the outlook could be stabilised if the company maintains
high retention rates, competitive dynamics remain stable,
Moody's-adjusted leverage falls to below 6.0x on a sustainable
basis and free cash flow turn positive. Beyond that upward rating
pressure could develop if Moody's-adjusted leverage falls to below
4.5x on a sustainable basis, whilst improving its levels of cash
generation with FCF/debt increasing towards 10% and maintaining
satisfactory liquidity.

The ratings could be downgraded if the company's operating
performance deteriorates, if Moody's-adjusted leverage remains
above 6.0x on a sustainable basis, if FCF/debt remains in the low
single digits on a sustainable basis or if liquidity concerns
arise. Ratings pressure could also arise in the event of
significant debt-funded acquisitions leading to increased
leverage.

PRINCIPAL METHODOLOGY

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

PROFILE

Socotec is a player in the TIC market with a strong positioning in
France and presence in other European countries (notably the UK,
Germany and Italy) and the US. The company provides services aiming
at ensuring the integrity and performance of its clients' assets,
the people's safety and the compliance with regulatory standards in
force relating to quality, sanitation, health, safety and the
environment.




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

PTSCIENTISTS: Funding Shortfall Prompts Insolvency Filing
---------------------------------------------------------
Jeff Foust at SpaceNews reports that PTScientists, a German company
that is developing a lunar lander has filed for insolvency, citing
a shortfall in funding, but vows to continue development of its
spacecraft.

The Berlin-based company announced July 8 that it had filed for
"preliminary insolvency" under the German Insolvency Code in a
local court July 5, SpaceNews relates.  That court has appointed an
insolvency manager, Sascha Feies, to oversee the company, SpaceNews
discloses.

According to SpaceNews, PTScientists said in a statement that it
was forced to file for insolvency because "unplanned delays had
occurred in the acquisition of further investor and promotion
funds" needed to develop its first lunar lander.  The company
didn't specify how much funding it was seeking or other financial
information that triggered the court filing, SpaceNews notes.

Under German law, the insolvency manager will review the company's
finances and assets and make a recommendation to the court about
whether the company can continue under some degree of
restructuring, similar to Chapter 11 bankruptcy filings in the
United States, or be liquidated, like Chapter 7 bankruptcies in the
U.S, SpaceNews states.




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

2WORLDS SRL: DBRS Confirms B(low) Rating on Class B Notes
---------------------------------------------------------
DBRS Ratings Limited confirmed the ratings of the Class A and Class
B notes issued by 2Worlds S.r.l. as follows:

-- Class A at BBB (low) (sf)
-- Class B at B (low) (sf)

At issuance, the notes were backed by a EUR 1.0 billion portfolio
by gross book value (GBV) consisting of unsecured and secured
non-performing loans originated by Banco di Desio e Della Brianza
S.p.A. and Banca Popolare di Spoleto S.p.A. (the Originators). The
majority of loans in the portfolio defaulted between 2014 and 2017
and is in various stages of resolution. The receivables are
serviced by Cerved Credit Management S.p.A. as Special Servicer and
Cerved Master Services S.p.A. as Master Servicer. Securitization
Services S.p.A. also operates as the Backup Servicer in the
transaction. As of May 2019, the portfolio's GBV totaled EUR 926.3
million.

At issuance, approximately 71.6% of the pool by GBV was secured and
58.1% of the pool by GBV benefited from a first-ranking lien.
Almost a year later, as of May 2019, 70.9% of the portfolio by GBV
was secured and 56.8% of the portfolio by GBV benefited from a
first-ranking lien. In its analysis, DBRS assumed that all loans
are worked out through an auction process, which generally has the
longest resolution timeline.

The secured loans in the portfolio are backed by properties
distributed across Italy, with concentrations in the regions of
Umbria, Lombardy, and Lazio. According to the latest information
provided by the Special Servicer, the portfolio is still
homogeneously distributed across Italy with concentrations in
Umbria (40.5% by open market value (OMV)), Lombardy (31.5% by OMV)
and Lazio (11.2% by OMV). The main asset type in the portfolio
remains residential (40.0% by OMV).

As of March 2019, the actual cumulative gross disposal proceeds
(GDP) accounted for EUR 62.0 million in the first nine-month period
after closing. The Servicer's initial business plan assumed a
cumulative GDP of EUR 54.8 million, which is 11.7% lower than the
actual amount collected so far.

At issuance, DBRS estimated a GDP for the same nine-month period of
approximately EUR 19.2 million at a BBB (low) stressed scenario,
which is EUR 42.8 million, lower than the actual cumulative GDP to
date. Furthermore, at a B (low) stressed scenario, DBRS estimated a
GDP for the same nine-month period of approximately EUR 26.1
million, which is EUR 35.8 million, lower than the actual
cumulative GDP to date.

Interest on Class B notes, which represent mezzanine debt, may be
repaid prior to the principal of Class A notes unless certain
performance-related triggers are breached. Per the latest investor
report from January 2019, no triggers have been breached and there
is no interest in arrears for any of the Class A and B notes.

The securitization includes the possibility to implement a ReoCo
structure.

The ratings are based on DBRS's analysis of the projected
recoveries of the underlying collateral, the historical performance
and expertise of the Special Servicer, the availability of
liquidity to fund interest shortfalls and special-purpose vehicle
expenses, the cap agreement and the transaction's legal and
structural features. At issuance, DBRS's BBB (low) (sf) and B (low)
(sf) rating stresses assumed haircuts of 21.9% and 10.6%,
respectively, to the Special Servicer's business plan for the
portfolio.

Notes: All figures are in Euros unless otherwise noted.


FINECOBANK SPA: S&P Rates EUR300MM Additional Tier 1 Notes 'BB-'
----------------------------------------------------------------
S&P Global Ratings said that it assigned its 'BB-' long-term issue
rating to the proposed EUR300 million perpetual Additional Tier 1
(AT1) capital notes to be issued by Italy-based FinecoBank
(BBB/Negative/A-2).

S&P derives the hybrid rating for banks based in Italy by notching
down from the bank's stand-alone credit profile (SACP). For
Fineco's AT1 issue, S&P is applying four downward notches from the
bank's SACP of 'bbb'.

S&P calculates this four-notch difference as follows:

-- One notch to reflect subordination risk;

-- Two additional notches to take into account the risk of
nonpayment at the full discretion of the issuer and the hybrid's
likely inclusion in Tier 1 regulatory capital; and

-- One further notch because the instruments allow for full or
partial temporary write-down.

S&P said, "We do not apply any additional notching because we do
not consider the 5.125% mandatory conversion trigger as a
going-concern trigger. Furthermore, Fineco has high regulatory
capital ratios, with Common Equity Tier 1 likely to exceed 18% in
2019, in our view.

"We will monitor more closely the evolution of Fineco's leverage
ratio because we expect this will remain just above the 3%
threshold set by the authorities. Given the bank's large earning
buffers and relatively high amount of liquid assets on the balance
sheet, we are not applying any further notches from the four
abovementioned standard notches.

"We intend to assign intermediate equity content to the notes, once
the regulator approves them, for inclusion in the bank's regulatory
Tier 1 capital. The instruments meet the conditions for
intermediate equity content under our criteria because they are
perpetual, with a call date that we expect to be five or more years
from issuance. In addition, they do not contain a coupon step-up
and have loss-absorption features on a going-concern basis due to
the bank's flexibility to suspend the coupon at any time."


GOLDEN BAR: DBRS Confirms BB Rating on Class D Notes
----------------------------------------------------
DBRS Ratings Limited confirmed its ratings of the bonds issued by
Golden Bar (Securitization) S.r.l. - Series 2016-1 (the Issuer) as
follows:

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

The rating of the Class A Notes addresses the timely payment of
interest and ultimate payment of principal on or before the legal
final maturity date. The ratings of the Class B Notes, Class C
Notes, and Class D Notes address the ultimate payment of interest
and principal on or before the legal final maturity date.

The rating actions follow an annual review of the transaction and
are based on the following analytical considerations:

-- Portfolio performance, in terms of delinquencies, defaults and
losses as of the April 2019 payment date.

-- Probability of default (PD), loss given default (LGD) and
expected loss assumptions on the remaining receivables.

-- Current available credit enhancement (CE) to the notes to cover
the expected losses at their respective rating levels.

-- No Purchase Termination Events have occurred.

The Issuer is a securitization of salary assignment, pension
assignment and delegation of payment receivables originated in
Italy by Santander Consumer Bank S.p.A. The transaction is
currently in its four-year ramp-up period, scheduled to terminate
in July 2020 (inclusive). During the ramp-up period, the Seller may
assign subsequent portfolios to the Issuer, subject to certain
conditions. The additional portfolios are funded through principal
collections on the receivables or additional subscription of the
notes up to the programme limit of EUR 1.3 billion.

PORTFOLIO PERFORMANCE

As of April 2019, loans that were delinquent for two to three
months represented 0.1% of the outstanding portfolio balance, while
loans more than three months delinquent represented 0.1%. The
cumulative default ratio was 5.6%.

CREDIT ENHANCEMENT

As of the April 2018 payment date, CE to the Class A, Class B,
Class C, and Class D Notes was 20.5%, 18.0%, 14.5%, and 9.5%,
respectively, which is stable since the DBRS initial rating because
of the transaction ramp-up period.

The transaction benefits from a Cash Reserve which covers senior
fees, interest shortfall and principal losses on Class A to D
Notes. The Cash Reserve is currently at its target level of EUR
27.5 million. Following additional subscriptions of the Notes, the
cash reserve can reach a level of EUR 32.5 million. The Cash
Reserve is permitted to amortize providing certain conditions have
been met.

The transaction also benefits from a non-amortizing liquidity
reserve funded to its target level of EUR 22.0 million which covers
senior fees and any interest shortfall on the Class A Notes. The
target balance of the liquidity reserve is 2.00% of the total
subscription amount, and can, therefore, reach EUR 26.0 million
following additional subscriptions.

Banco Santander SA acts as the account bank for the transaction.
Based on the account bank reference rating of Banco Santander SA at
A (high) - one notch below the DBRS public Long-Term Critical
Obligations Rating of AA (low) - the downgrade provisions outlined
in the transaction documents, and other mitigating factors inherent
in the transaction structure, DBRS considers the risk arising from
the exposure to the account bank to be consistent with the rating
assigned to the Class A Notes, as described in DBRS's "Legal
Criteria for European Structured Finance Transactions"
methodology.

Notes: All figures are in Euros unless otherwise noted.


SIENA PMI 2016: DBRS Assigns CC Rating on Series 2 Class D Notes
----------------------------------------------------------------
DBRS Ratings GmbH assigned ratings to the following notes issued by
Siena PMI 2016 S.r.l. - Series 2-2019 (the Issuer or Siena PMI
2019):

-- EUR519,400,000 Series 2 Class A1 Asset Backed Floating Rate
Notes due February 2060, rated AAA (sf)

-- EUR813,000,000 Series 2 Class A2 Asset Backed Floating Rate
Notes due February 2060, rated AAA (sf)

-- EUR225,800,000 Series 2 Class B Asset Backed Floating Rate
Notes due February 2060, rated AA (low) (sf)

-- EUR271,000,000 Series 2 Class C Asset Backed Floating Rate
Notes due February 2060, rated BB (high) (sf)

-- EUR248,500,000 Series 2 Class D Asset Backed Floating Rate
Notes due February 2060, rated CC (sf)

The ratings on the Class A1 and Class A2 Notes (together, the Class
A Notes) address the timely payment of interest and ultimate
repayment of principal on or before the Final Maturity Date in
February 2060. The rating on the Class B Notes addresses the timely
payment of interest and ultimate payment of principal on or before
the Final Maturity Date, in accordance with the transaction
documentation. The ratings on Class C and Class D Notes address the
ultimate payment of interest and ultimate repayment of principal on
or before the Final Maturity Date. The Issuer also issued EUR
180,700,000 Series 2 Class J Asset Backed Variable Return Notes due
February 2060 which were not rated by DBRS.

Siena PMI 2019 is a cash flow securitization collateralized by a
portfolio of performing loans to small and medium-sized enterprises
(SME), entrepreneurs, artisans and producer families based in
Italy. The loans were granted by Banca Monte dei Paschi di Siena
S.p.A. (BMPS or the Originator). A small percentage of the
portfolio (totaling approximately 2.5% of outstanding notional) was
originated by Banca Antonveneta S.p.A., Banca Agricola Mantovana
S.p.A., and Banca Toscana S.p.A. before they were merged into
BMPS.

The economic effect of the transfer of the portfolio from the
Originator to the Issuer took place on April 12, 2019 (the
Valuation Date). As of the Valuation Date, the portfolio consisted
of 21,595 loans extended to 19,524 borrowers, with an aggregate par
balance of EUR 2.26 billion. All loans are performing.

In a pre-enforcement scenario, the structure allows for interest on
the Class A1 and Class A2 Notes to be paid pari passu and pro rata,
whereas the principal is paid sequentially. Interest on the Class B
Notes, Class C and Class D Notes is paid in priority to the
principal on the Class A Notes, but it incorporates triggers based
on the performance of the portfolio to defer interest payments
after the principal payments of the Class A Notes. In a
post-enforcement scenario, the Class A1 and Class A2 Notes are pari
passu and pro rata with respect to both principal and interest
payments.

The transaction includes a cash reserve, which is available to
cover senior fees and interest on the Class A1, Class A2, Class B,
and Class C Notes. The cash reserve will amortize subject to the
target level being equal to 2% of the outstanding balance of the
Class A1, Class A2, Class B, and Class C Notes.

The Class A, Class B, and Class C Notes benefit from a total credit
enhancement (CE) of 42.6%, 32.6%, and 20.6%, respectively, and it
is provided by the over collateralization of the portfolio and the
cash reserve. The Class D Notes benefit from a CE of 8.0%, provided
by the over collateralization of the portfolio only.

The transferred portfolio, totaling EUR 2.26 billion, consists of
senior unsecured loans representing 67.8% of the outstanding
portfolio balance and mortgage-backed loans representing 32.2%. The
historical performance data indicates that mortgage-backed loans
have a higher historical probability of default than the unsecured
loans. This behavior is in line with other SME loan originators.
The higher probability of default (PD) for mortgage loans is
compensated by higher recoveries expectations compared with
unsecured loans.

The portfolio exhibits a moderate geographical concentration in the
Italian region of Tuscany, which accounts for 25.3% of the
portfolio outstanding balance. This geographical concentration
reflects the bank's significant presence in this region. The
portfolio is further concentrated in the regions of Veneto and
Lombardy, accounting for 16.5% and 14.6%, respectively.

The portfolio exhibits a moderate sector concentration. The top
three sector exposures, according to DBRS's industry
classifications are Building & Development, Farming & Agriculture
and Business Equipment & Services, which represent 25.0%, 11.6% and
7.1% of the outstanding portfolio balance, respectively. The
portfolio does not have a significant borrower concentration, as
the top one, five and ten borrowers only account for 0.6%, 2.3% and
3.9% of the outstanding portfolio balance, respectively.

BMPS acts as the servicer, and Securitization Services S.p.A. acts
as the back-up servicer for this transaction. The back-up servicer
will step in within 90 business days if the servicer's appointment
has been terminated. To account for the warm back-up servicer
arrangements, DBRS has factored a commingling loss in its cash flow
analysis, in line with other Italian SME collateralized loan
obligation (CLO) transactions.

DBRS determined these ratings as follows, as per the principal
methodology specified below:

-- The PD for the portfolio was determined using the historical
performance information supplied. DBRS assumed an annualized PD of
4.3%.

--The assumed weighted-average life (WAL) of the portfolio was 3.6
years.

-- The PDs and WAL were used in the DBRS Diversity Model to
generate the hurdle rate for the assigned ratings.

-- The recovery rate was determined by considering the market
value declines for Europe, the security level and type of the
collateral. Recovery rates of 44.2% and 13.4% were used for the
secured and unsecured loans, respectively, at the AAA (sf) rating
level; 52.1% and 15.6% at the AA (low) (sf) rating level,
respectively; 71.7% and 21.3% at the BB (high) (sf) rating level,
respectively; 77.6% and 21.3% at the CCC (low) (sf) rating level,
respectively.

-- The break-even rates for the interest rate stresses and default
timings were determined using DBRS's cash flow tool.

Notes: All figures are in Euros unless otherwise noted.



===================
M O N T E N E G R O
===================

GALENIKA CRNA: Montenegro Court Launches Insolvency Proceedings
---------------------------------------------------------------
SeeNews reports that Montenegro's Commercial Court said it has
launched insolvency proceedings against pharmaceuticals producer
Galenika Crna Gora, a subsidiary of Serbia's Galenika.

The proceedings were launched over an overdue debt of EUR2.2
million (US$2.5 million) owed to Montenegro's tax administration,
the court said in a ruling on July 9, SeeNews relates.

The request for insolvency proceedings was filed by the tax
administration on June 21, after Galenika Crna Gora failed to meet
a 45-day deadline for the repayment of its debt, SeeNews
discloses.

According to SeeNews, the outstanding debt of Galenika Crna Gora
amounted to EUR9.2 million as of June 26, including EUR2.1 million
owed to Heta Resolution Fund, EUR2.6 million to the tax
administration, EUR4.2 million to suppliers and EUR330,300 to
employees.

Serbia's Galenika owns a 75% stake in the capital of Galenika Crna
Gora, while the remainder is owned by the Montenegrin state,
SeeNews relays, citing data from Montenegro's business register.




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

SELECTA GROUP: S&P Alters Outlook to Stable & Affirms 'B' LT ICR
----------------------------------------------------------------
S&P Global Ratings revised the outlook to stable from negative, and
affirmed its 'B' long-term issuer credit rating on Selecta Group
B.V. (Selecta).

The outlook revision to stable reflects S&P's view that Selecta is
now in a better position to grow its revenue base and improve its
margins. Following the completion of the acquisitions of Argenta
and Express Vending in 2018, Selecta has been focusing its efforts
on integrating the acquisitions and investing in its business in
order to improve EBITDA margins and cash generation.

Over the past two years, Selecta has added significantly to its
product offering and increased its route density. The continued
refurbishment of the group's machine park to enable cashless
payments and promotional offers and match the product offering to
local demand should enable the group to generate higher sales per
machine in the medium term. In addition, S&P considers that the
micro markets--self-service kiosks in private spaces--offered by
Argenta and Express Vending and premium-grade automated coffee
machines in partnership with Lavazza and Starbucks provide a
broader offering in both public and private vending. S&P believes
this can support revenue growth over the next 12-24 months.

Furthermore, additional route density, alongside investments in
telemetry, should enable Selecta to improve its EBITDA margins, as
it will be better able to reduce machine downtime and improve the
route efficiency of the stocking and maintenance operations
required to service the group's machine park.

S&P said, "In addition, we take a favorable view of the relatively
modest capital expenditure (capex) requirements associated with the
premium coffee machines and micro markets, which we expect to
account for an increasing share of the group's revenues in the
years to come. We expect this to result in a fall in capex from
about 9% of total sales in financial 2018 to around 7.5% in
financial 2020. While Selecta will remain among the most
capital-intensive services businesses that we rate, we expect that,
on completion of the integration and restructuring programs in the
U.K. and France, the business should be able to generate free
operating cash flow (FOCF) of more than EUR20 million on a
sustainable basis, which is consistent with the current rating.

"The stable outlook reflects our expectation that Selecta will
continue to grow both organically and through acquisitions, while
improving its margins from levels in financial 2018 thanks to its
recent restructuring and investment program, such that S&P Global
Ratings-adjusted debt to EBITDA falls below 7x in financial 2020.
Our outlook also captures our expectation that the group will
generate sustainable positive FOCF on the back of a reduction in
capex as a proportion of sales.

"We could take a negative rating action if Selecta fails to realize
the margin improvements and reduction in capex as a proportion of
sales that we expect. Specifically, we could lower the rating if we
expected FOCF to remain negative on an ongoing basis.

"We see limited upside potential for the rating. Nevertheless, we
could consider raising the rating if we observed material
outperformance compared with our base case. In particular, this
would be demonstrated by the adjusted debt-to-EBITDA ratio falling
below 5.0x and a strong commitment from the financial sponsor to
maintain leverage metrics at that level."


TIKEHAU CLO: Moody's Affirms B2 Rating on EUR7.8MM Class F-R Notes
------------------------------------------------------------------
Moody's Investors Service upgraded the rating on the following
notes issued by Tikehau CLO B.V.:

EUR39,000,000 Class B-R Senior Secured Floating Rate Notes due
2028, Upgraded to Aa1 (sf); previously on Dec 5, 2017 Definitive
Rating Assigned Aa2 (sf)

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

EUR161,000,000 Class A-1R Senior Secured Floating Rate Notes due
2028, Affirmed Aaa (sf); previously on Dec 5, 2017 Definitive
Rating Assigned Aaa (sf)

EUR40,000,000 Class A-2 Senior Secured Fixed/Floating Rate Notes
due 2028, Affirmed Aaa (sf); previously on Dec 5, 2017 Affirmed Aaa
(sf)

EUR28,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2028, Affirmed A2 (sf); previously on Dec 5, 2017
Definitive Rating Assigned A2 (sf)

EUR16,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2028, Affirmed Baa2 (sf); previously on Dec 5, 2017
Definitive Rating Assigned Baa2 (sf)

EUR21,200,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2028, Affirmed Ba2 (sf); previously on Dec 5, 2017
Definitive Rating Assigned Ba2 (sf)

EUR7,800,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2028, Affirmed B2 (sf); previously on Dec 5, 2017
Definitive Rating Assigned B2 (sf)

Tikehau CLO B.V., issued in July 2015 and refinanced in December
2017, is a collateralized loan obligation backed by a portfolio of
mostly high-yield senior secured European and US loans. The
portfolio is managed by Tikehau Capital Europe Limited. The
transaction's reinvestment period will end in August 2019.

RATINGS RATIONALE

The rating actions on the notes are primarily a result of the
benefit of the shorter period of time remaining before the end of
the reinvestment period in August 2019.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base case,
Moody's analysed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR 340 million, a
weighted average default probability of 21.81% (consistent with a
WARF of 2840 over a WAL of 5.06 years), a weighted average recovery
rate upon default of 43.73% for a Aaa liability target rating, a
diversity score of 49 and a weighted average spread of 3.70%.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
March 2019.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in January 2019. Moody's concluded
the ratings of the notes are not constrained by these risks.

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

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

Additional uncertainty about performance is due to the following:

Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which could
lengthen as a result of the manager's decision to reinvest in new
issue loans or other loans with longer maturities, or participate
in amend-to-extend offerings.

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



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

PIK GROUP: Fitch Rates Issuer Default Rating BB-, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has assigned PJSC PIK Group and LLC PIK-Corporation
Long-Term Issuer Default Ratings of 'BB-' with Stable Outlook.

The ratings reflect the group's leading market position in Russia,
successful deleveraging resulting in Fitch-defined funds from
operations gross leverage decreasing to 1.6x as of end-2018 from
7.9x as of end-2016, sustainably positive free cash flow and a
favourable mortgage market environment that supports demand for the
group's affordable residential units. The rating is constrained by
the group's concentrated portfolio and lack of geographical
diversification. Although it is focused on the mass-market segment,
which is considered more vulnerable during a crisis period, the
group is exposed to the most lucrative residential market - Moscow
and Moscow region.

KEY RATING DRIVERS

Leader in the Local Market: PIK group is the largest developer in
the highly-fragmented Russian residential market. PIK is building
more than 7 million sq. m. as at June 2019, which is nearly two
times higher than its closest peer, PSJC LSR Group (B/Positive).
PIK benefits from its strong market position, long-term track
record and experience. PIK's market share by construction volume is
about 6% in Russia, but the company's market share in Moscow and
Moscow region is about 20%, which is much higher than that of peers
in the region with market shares below 3%.

Legislation Favours Larger Homebuilders: New legislation for the
housebuilding sector introduces mandatory usage of escrow accounts
for all residential construction projects since July 01, 2019 with
defined exceptions approved by the government. Payments from
homebuyers will be held back from the developer until completion,
and the developer must finance construction through other means,
principally project level secured loans. Fitch expects that smaller
housebuilders will suffer the most, as it will be hard for them to
withstand the pressure to meet the new legislation. The sector is
expected to consolidate in the coming years and large players, such
as PIK and LSR, will be able to strengthen their market positions.

Large, but Concentrated Portfolio: PIK operates large portfolio of
projects across several regions in Russia, albeit concentrated in
the Moscow metropolitan area, which contributes more than 80% in
terms of its developments. PIK is primarily focused on the
mass-market segment, which is more vulnerable to macroeconomic
swings that affect consumer demand. Despite its limited geographic
and segment diversification, the group's operating performance is
exposed to the most lucrative residential market - Moscow and
Moscow region, characterised by high disposable income and
sustainable demand from households.

Robust Operating Performance: Following the acquisition of Morton
at end-2016, PIK improved its debt leverage metrics and EBITDA
margin by 2018, supported with increased construction completion
volumes, sustainable sales and recovery of the residential market.
Fitch-defined FFO adjusted gross leverage decreased to 1.6x as at
end-2018 from 7.9x as at end-2016. Moreover, the group's
construction volume has jumped over the last three years and
commissioning reached about 2 million sq.m. by 2018-end, twice the
size of LSR.

Financial Performance Might be Affected: The introduction of escrow
accounts means the PIK will mostly rely on project finance debt to
finance working capital needs during the construction period. As a
result Fitch expects an increase in the company's debt in the short
to medium term. As project finance loans will have lower interest
rates versus other bank loans, it should stop FFO generation from
being significantly eroded.

Vertical Integration Supports Business Profile: The company's
business profile is underpinned by its large scale relative to
other rated developers, and by an efficient operating model, mainly
focused on the construction of affordable residential areas via
own-produced prefabricated parts. PIK benefits from existing
vertical integration that provides the company with certain
flexibility and cost savings.

Favourable Mortgage Market: The group develops affordable
residential areas that are currently characterised by stable
demand, supported by the mortgage market. Homeowners in Russia rely
on the mortgage market, which is largely supported by the
government, backing up the housebuilding industry. PIK's share of
mortgage-backed sales reached 65% in 2018 versus 50% in 2016.
Mortgage interest rates are still at historically low levels, below
11%, despite a recent increase since March 2019. Fitch assumes that
volume of mortgage loans will remain on an upward trend that will
support the homebuilding industry.

Subordination of Senior Debt: Under the new operating scheme Fitch
expects an increase in project-level debt, while senior debt at the
parent and sub-holding level should decrease. This could lead to
future subordination of the senior debt of parent and sub-holding.

DERIVATION SUMMARY

PIK Group is the largest residential developer in Russia. The
company is well-positioned relative to peers which include PJSC LSR
Group, Miller Homes Group Holdings plc (BB-/Stable), Consus Real
Estate AG (B/Stable) and Taylor Wimpey. Fitch notes that the
operating and regulation environments differ across EMEA, making a
direct comparison hard, although Fitch views the cash-flow cycle of
a typical project for a Russian housebuilder to be similar to that
of the UK and worse than of France and Germany.

PIK Group is much bigger than LSR, Miller Homes and Consus and is
somewhat comparable with Taylor Wimpey. PIK Group has strong
financial profile with FFO adjusted gross leverage of 1.8x as at
end-2018 versus over 6x of Consus, more than 3x of LSR and less
volatile working capital fluctuations. Fitch forecasts the FFO
adjusted gross leverage to be around 2.0x-2.5x by 2021-2022
considering project finance debt is netted with cash collected at
escrow accounts. The forecast leverage would be generally in line
with that of LSR and Miller Homes.

No Country Ceiling, parent/subsidiary or operating environment
aspects has an impact on the rating.

KEY ASSUMPTIONS

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

  - Revenue growth of 10% on average between 2019 and 2021,
    based on sale and completion of the existing projects
    and execution of new ones

  - EBITDA margin of around 18%

  - No M&A

  - Dividends payment of RUB15 billion per year

  - A higher forecast level of project debt to take into
    account any cost overruns or delays


TRANSCONTAINER PJSC: Fitch Puts BB+ LT IDRs on Rating Watch Neg.
----------------------------------------------------------------
Fitch Ratings has placed Russia-based container rail transportation
company PJSC TransContainer's Long-Term Foreign- and Local-Currency
Issuer Default Ratings and senior unsecured rating of 'BB+' on
Rating Watch Negative. Fitch has affirmed TC's Short-Term Foreign-
and Local-Currenc y IDRs at 'B'.

The RWN reflects the uncertainty about the company's new capital
structure and new majority owner's credit profile following the
planned sale of JSC Russian Railways' (RZD; BBB-/Positive) stake of
50%+2 shares in TC.

Fitch has removed the one-notch uplift for RZD's support previously
incorporated into TC's rating, in expectation of the sale of RZD's
stake, but simultaneously raised TC's Standalone Credit Profile
(SCP) to 'bb+' from 'bb' on the back of improved operational
performance and strong financial profile. Therefore, the company's
'BB+' rating reflects its SCP.

Fitch expects to resolve the RWN once Fitch has confirmed details
of the new ownership and capital structure and credit quality of
the new majority shareholder and have greater visibility of the
impact on TC's operational and financial policy as well as
parent-subsidiary linkage with the new shareholder.

The rating reflects TC's leading position in container
transportation, strong credit metrics and a diversified customer
and cargo base. It also reflects TC's aggressive but flexible capex
plan, driven by healthy market fundamentals and the growth in
containerisation level in Russia, its smaller scale and more
volatile operations relative to peers in the wider Russian rail
industry. Assuming no material changes to the company's capital
structure and future financial policy, Fitch forecasts TC will
maintain a robust financial profile over 2019-2023 with average
funds from operations (FFO) adjusted net leverage below 1.5x (0.5x
in 2018), supporting its 'BB+' rating.

KEY RATING DRIVERS

Notching for Parental Support Removed: Fitch has removed the
one-notch uplift for parental support that was previously
incorporated in the rating, due to the planned sale of RZD's stake
in TC and weakening ties with the current ultimate majority parent
under Fitch's Parent and Subsidiary Rating Linkage methodology.
Fitch expects the new owner to have a weaker credit profile than
RZD (BBB-/Positive), TC's current ultimate key shareholder, given
the eligibility of bidders that the government has set out.
Privatisation will be through a public auction, open only to
privately-owned Russian entities which are profitable, relatively
large (own 5,000 railcars or a terminal of 50,000 20-foot
equivalent units (TEU), or at least 20% stake in TC), and not
controlled by container shipping companies.

In April 2019, the Russian First Prime-Minister signed a decree
prescribing the sale of 50% + 2 shares stake in TC held by RZD. In
May 2019, RZD's board of directors approved the starting price of
RZD's stake at RUB36.2 billion. The company expects the transaction
will be finalised by the end of 2019.

TC's Rating Unchanged: The removal of the uplift for parental
support was accompanied by raising of TC's SCP leaving the rating
unchanged at 'BB+'. Fitch expects TC's FFO adjusted net leverage to
remain strong at around 1.4x on average over 2019-2023. Fitch
expects TC to generate strong cash flow from operations in the
medium term but for free cash flow (FCF) to be negative due to
aggressive expansion capex plans (annual average of RUB14 billion
over 2019-2023 vs. annual average of RUB5 billion during
2015-2018). Capex is driven by expected growth in Russian rail
container transportation, but remains fully flexible and dependent
on market conditions.

Healthy Market Fundamentals: Russian rail container transportation
volumes reached a record high of 4.4 million TEU in 2018 (14% yoy),
a third consecutive year with volume growth higher than 10%,
supported by low containerisation rate in Russia (about 7% of total
rail cargoes that can be containerised versus 14% in Europe and 18%
in the US) and moderate economic growth. Export, import and transit
volumes are growing faster than domestic transportation, which is
constrained by stagnating domestic demand. Fitch expects rail-based
container transportation volumes to grow at around 5% in 2019-23,
outpacing expected GDP growth (1.5-2.0%).

Market Leading Position: TC's market share decreased to 42% in 2018
from 48% in 2015, but it is still far above its next biggest
competitor, which takes just 10%. The company has a strong asset
base, with around 26,000 flatcars, 70,000 ISO-containers and 62
railway container terminals across key locations in Russia,
Kazakhstan and Slovakia. TC also has strong customer
diversification, with the top 10 customers accounting for 31% of
revenue and no single customer having a share higher than 8%. Cargo
mix is skewed towards high-value, premium cargoes - chemicals,
timber, metal ware, pulp and paper, auto parts. This contrasts well
with the overall cargo mix on the RZD network, which is
predominantly raw materials such as coal, oil and oil products,
construction materials and metal ores.

Growing Integrated Logistics Services: Fitch believes the growing
portion of integrated services in TC's business is positive as
operational efficiency with possible cost-cutting and customer
retention may be achieved. Integrated freight forwarding and
logistics services are bundled package services including rail
container transportation, terminal handling, truck deliveries,
freight forwarding and logistics services. Adjusted revenue was up
13% yoy in 2018 and 32% yoy in 1Q19. Fitch expects integrated
services to contribute more at 85% of adjusted revenue over the
rating horizon and support the company's profitability.

Strong 2018 Results: TC's adjusted revenue and EBITDA reached RUB31
billion and over RUB13 billion in 2018, respectively, up by about
13% and 32% yoy. This was mainly driven by a continued increase in
transportation volumes, notably on transit and import/export routes
as well as by the company's ability to manage costs, including
empty runs, improved fleet management and optimisation measures.
Fitch expects high single-digit revenue growth in 2019-2023 on
average, accompanied by gradual improvements in the EBITDA margin.

DERIVATION SUMMARY

TC's rating reflects the company's strong 42% share of total rail
container transportation in Russia in 2018, moderate leverage and
diversification in cargo and customers. However, compared with
other rolling stock peers, its operations are smaller and it has
lower EBITDA than JSC Freight One (BB+/Positive) or Globaltrans
Investment Plc (BB+/ Positive). While Freight One and Globaltrans
operate in a much more fragmented market, TC has higher exposure to
price and volume volatility. This is because TC operates mostly on
the spot market while JSC Freight One and Globaltrans receive
around 70% and 55% of their revenue, respectively, from medium- to
long-term contracts, which provide better earnings predictability.
TC's financial profile is similar to those of Freight One and
Globaltrans.

KEY ASSUMPTIONS

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

   - Russian GDP growth of 1.2% in 2019 and 1.9% thereafter;

   - Inflation of 4.3% in 2019 and 4.0% thereafter;

   - Freight transportation rates to grow slightly above CPI
     in 2019 and in line with inflation from 2020;

   - Dividend payments of 75% of net income under Russian
     accounting in 2019 and 50% of IFRS net income over 2020-2023;

   - Average interest rate for new borrowings of 9%;

   - Average capex of around RUB14 billion annually over
2019-2023.

RATING SENSITIVITIES

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

   - The acquisition by a new majority owner with materially
     weaker credit quality than TC

   - The new capital structure and/or financial policy leading
     to a sustained rise in FFO lease-adjusted net leverage
     above 1.5x and FFO fixed charge cover consistently below
     4.5x

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

   - The company's ability to maintain FFO lease-adjusted net
     leverage below 1.5x and FFO fixed charge coverage above 4.5x
     on a sustained basis following the determination of the new
     ownership and capital structure may result in the RWN
resolution
     and affirmation with a Stable Outlook

   - Cancellation of RZD's stake sale or protracted delay may also
     result in the RWN removal and affirmation



===========
S E R B I A
===========

JUGOBANKA: Croatia Seeks EUR700MM in Compensation Over Bankruptcy
-----------------------------------------------------------------
SeeNews reports that Croatia is seeking EUR700 million (US$787
million) in compensation from Serbia's Jugobanka, claiming the
damage occurred following the bank's entry into bankruptcy back in
2002.

The commercial court in Split is expected to decide in the autumn
whether to endorse the claim of the Croatian government against
Jugobanka, which has been under receivership, SeeNews relays,
citing news daily Vecernje Novosti.

Vecernje Novosti said if the court grants the request, Croatia will
obtain the right to ask courts in Serbia to recognize the Split
court's decision and put the Croatian government on the list of
Jugobanka's creditors, SeeNews notes.

In this case, Zagreb could seek to take control of valuable assets
which Jugobanka, once one of the most powerful banks in the former
Yugoslavia, used to have not only across the former Yugoslav
republics but also in the US, SeeNews states.

The alleged claim of EUR700 million euro reportedly occurred after
the Croatian government disbursed EUR235 million to Jugobanka's
depositors in Croatia following the bank's entry into bankruptcy,
SeeNews discloses.

Subsequently, the government launched a court case against
Jugobanka's office representative in Split, seeking the repayment
of this debt plus interest that is more than double the principal,
SeeNews recounts.




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

CAIXABANK LEASINGS 3: DBRS Finalizes B Rating on Series B Notes
---------------------------------------------------------------
DBRS Ratings GmbH finalized its provisional ratings of the EUR
1,573.8 million Series A Notes (Series A Notes) and the EUR 256.2
million Series B Notes (the Series B Notes; together with the
Series A Notes, the Notes) issued by Caixabank Leasings 3, FT (the
Issuer):

-- Series A Notes at AA (sf)
-- Series B Notes at B (high) (sf)

The transaction is a cash flow securitization collateralized by a
portfolio of lease contracts originated by CaixaBank, S.A.
(CaixaBank or the Originator) to enterprises and self-employed
individuals based in Spain. As at 20 June 2019, the transaction's
securitized portfolio included 36,305 lease contracts of credit to
19,357 obligor groups, totaling EUR 1,830 million.

The rating on the Series A Notes addresses the timely payment of
interest and the ultimate payment of principal on or before the
legal maturity date in December 2039. The rating on the Series B
Notes addresses the ultimate payment of interest and principal on
or before the legal maturity date in December 2039.

Interest and principal payments on the Notes will be made quarterly
on the 19th of March, June, September, and December with the first
payment date on 19 September 2019. The Series A Notes will pay a
fixed interest rate of 0.75% and the Series B Notes will pay a
fixed interest rate of 1.00%.

The securitized pool comprises three types of leases: equipment
leases (38.80% of the outstanding portfolio balance), automotive
leases (35.89% of the outstanding portfolio balance) and real
estate leases (25.32% of the outstanding portfolio balance). The
final portfolio has relatively low industry concentration but high
borrower group concentration. The largest borrower group represents
2.34% of the portfolio balance, while the largest ten and 20
borrower groups represent 14.39% and 19.86% of the portfolio
balance, respectively. Geographically, there is a borrower
concentration in the Spanish region of Catalonia (28.86% of the
portfolio balance), which is to be expected given that Catalonia is
the Originator's home region. The top three industry sectors
according to DBRS's industry definition are Surface Transport,
Building & Development, and Food Products, representing 24.51%,
20.52% and 7.35% of the portfolio outstanding balance,
respectively.

The ratings are based on DBRS's review of the following analytical
considerations:

-- The transaction capital structure, including the form and
sufficiency of available credit enhancement.

-- The ability of the transaction to withstand stressed cash flow
assumptions and repay investors according to the terms under which
they have invested.

-- The Originator/Servicer's capabilities with respect to
originations, underwriting, and servicing.

-- DBRS conducted an operation risk review on the Caixabank, SA
(Caixabank) premises and deems it to be an acceptable servicer.

-- The transaction parties' financial strength with regard to
their respective roles.

-- The sovereign rating of the Kingdom of Spain, currently rated
"A" with a Stable trend by DBRS.

-- The consistency of the transaction's legal structure with
DBRS's "Legal Criteria for European Structured Finance
Transactions" methodology, the presence of legal opinions that
address the true sale of the assets to the Issuer and
non-consolidation of the Issuer with the seller.

DBRS determined these ratings as follows, per the principal
methodologies specified below:

-- The probability of default (PD) for the portfolio was
determined using the historical performance information supplied.
DBRS assumed different annualized PDs depending on the type of
leases (1.62% for equipment leases, 0.98% for auto leases and 0.75%
for real estate leases). In cases where the borrower group balance
represented more than 1.0% of the portfolio balance, the PD has
been multiplied for a 1.5.

-- The assumed weighted-average life (WAL) of the portfolio is
3.01 years.

-- The PD and WAL were used in the DBRS Diversity Model to
generate the hurdle rate for the respective ratings.

-- The recovery rate was determined considering historical
information of data supplied.

-- The transaction structure was analyzed in Intex DealMaker
considering the default rates at which the Notes did not return all
specified cash flows.

Notes: All figures are in Euros unless otherwise noted.


CAIXABANK PYMES 8: DBRS Hikes Series B Notes Rating to CCC(low)
---------------------------------------------------------------
DBRS Ratings GmbH took the following rating actions on CaixaBank
PYMES 8, FT (the Issuer):

-- Series A Notes confirmed at A (sf)
-- Series B Notes upgraded to CCC (low) (sf) from CC (sf)

The rating on the Series A Notes addresses the timely payment of
interest and the ultimate payment of principal on or before the
legal maturity of the notes in January 2054. The rating on the
Series B Notes addresses the ultimate payment of interest and the
ultimate payment of principal on or before the legal maturity.

The rating actions follow an annual review of the transaction and
are based on the following analytical considerations:

-- Portfolio performance in terms of delinquencies and defaults as
of the April 2019 payment date.

-- Base case probability of default (PD), and updated recovery
rates on the remaining receivables.

-- The credit enhancement (CE) available to the rated notes to
cover the expected losses at their respective rating levels.

The Issuer is a cash flow securitization collateralized by a
portfolio of bank loans originated and serviced by CaixaBank, S.A.
(CaixaBank) to self-employed individuals and small and medium-sized
enterprises (SMEs) based in Spain. The transaction closed in
November 2016.

PORTFOLIO PERFORMANCE AND ASSUMPTIONS

The portfolio is performing within DBRS's expectations. As of May
2019 date, the 90+ delinquency ratio was 1.2% and the cumulative
default ratio was 1.6%. DBRS conducted a loan-by-loan analysis on
the remaining pool and updated its default rate and recovery
assumptions.

CREDIT ENHANCEMENT

The CE available to all the rated notes has continued to increase
as the transaction deleverages. As of May 2019, the CE available to
the Series A Notes and Series B Notes was 33.6% and 8.1%,
respectively (up from 24.8% and 5.9%, respectively, in May 2018).
CE is provided by subordination and the reserve fund. The reserve
fund is available to cover senior expenses as well as missed
interest and principal payments on the notes once the Series A
Notes have paid in full. The increase in the CE prompted the
confirmation and upgrade of the ratings.

CaixaBank acts as the account bank for the transaction. Based on
the account bank reference rating of CaixaBank at A (high), one
notch below its DBRS Long-Term Critical Obligation Rating of AA
(low), the downgrade provisions outlined in the transaction
documents, and other mitigating factors inherent in the transaction
structure, DBRS considers the risk arising from the exposure to the
account bank to be consistent with the rating assigned to the
Series A Notes, as described in DBRS's "Legal Criteria for European
Structured Finance Transactions" methodology.

Notes: All figures are in Euros unless otherwise noted.


FLUIDRA: S&P Affirms 'BB' ICR on Shareholder's Stake Reduction
--------------------------------------------------------------
S&P Global Ratings affirmed its'BB' ratings on Spain-based pool
equipment manufacturer Fluidra and its mixed-currency first-lien
term loan that is equivalent to EUR850 million.

S&P said, "We have affirmed our rating following the announcement
on June 26, 2019, that Fluidra's main shareholder, U.S. private
equity firm Rhone Capital, sold a 4% stake in Spain-based pool
equipment manufacturer Fluidra S.A. for a total consideration of
about EUR92.6 million, through its controlled company Piscine
Luxembourg Holdings,.

Following the disposal, Rhone Capital will remain Fluidra's largest
shareholder, holding about 38% of common shares (versus 42%
previously). The four families that founded Fluidra will keep their
aggregated 29% stake. The company's free float will now be around
33% on the Spanish Stock Exchange.

S&P said, "We understand that the placement has been achieved
through a one-time amendment to the lock-up clause included in the
shareholder agreement preventing Rhone Capital from selling any
shares in the company until July 2020 (24 months following the
closing of the Fluidra-Zodiac merger transaction).

"We believe that the share sale is consistent with our
understanding that Rhone Capital, which was Zodiac's shareholder,
is gradually seeking to monetize its investment following the
completed merger between Zodiac and Fluidra.

"The transaction has no immediate impact on the rating, but
supports our view that Fluidra will be disciplined over the next
two years in prioritizing deleveraging over major debt-financed
acquisitions and aggressive shareholder remuneration.

"Fluidra's reported net leverage target will not exceed 2.8x at
end-2019 and 2.5x at end-2020, as per the shareholder agreement. In
our base case, we forecast S&P Global Ratings' adjusted debt to
EBITDA of below 4x by end-2019 and in the 3.0x-3.5x range
end-2020.

"We believe that dividend payments will be adapted to fit the
company's reported net leverage target. Furthermore, any
acquisition activities will likely resume once the targeted
leverage has been achieved. Any acquisitions will likely be small
in size due to the fragmented nature of the pool equipment market.
For a more detailed assessment of Fluidra's business and financial
position, read our updated full analysis.

"The stable outlook on Fluidra reflects our view that, despite some
operating headwinds in the U.S., the group will maintain S&P Global
Ratings-adjusted debt to EBITDA of 3x-4x over the next 12-18
months, supported by a consistent financial policy on discretionary
spending.

"In our view, this will be driven by the group's balanced
geographic footprint, leveraging solid growth in the European
markets and positive trends in the commercial pool equipment
segment in emerging markets, which we expect will offset the lower
growth in the U.S. market. We believe that the group's strong brand
portfolio, long-term relationships with professional customers and
premium prices will support an S&P Global Ratings-adjusted EBITDA
margin of 16%-17% and annual free operating cash flow (FOCF) of
about EUR100 million over 2019-2020.

"We could lower the rating if we see S&P Global Ratings-adjusted
debt-to-EBITDA increasing firmly above 4.0x.

"This could result from continuing deterioration in the U.S. market
not compensated by growth in other regions, or if we observed
higher integration costs or an inability to pass on to customers
higher raw material costs amid stronger price pressure.

"We could also lower the rating if we observed the group deviating
to a more aggressive financial policy, which would negatively
affect debt leverage. This could arise from a large debt-funded
acquisition in an adjacent category or larger shareholder return
than expected over 2019-2020.

"We could raise the rating if Fluidra is able to deleverage,
reaching an S&P Global Ratings-adjusted leverage ratio sustainably
around 2x-3x, thanks to continued solid FOCF generation and
consistently prudent financial policy toward discretionary
spending.

"We believe that this could be driven by stronger than expected
expansion in U.S. and emerging markets and a firm pricing
positioning supporting an improvement in the company's EBITDA
margin of 150-200 basis points."




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

COLONNADE GLOBAL 2018-1: DBRS Confirms BB Rating on K Debt
----------------------------------------------------------
DBRS Ratings Limited confirmed its provisional ratings on 32
tranches of three unexecuted, unfunded financial guarantees
regarding the Colonnade Global 2017-2, Colonnade Global 2018-1 and
Colonnade Global 2018-1X portfolios as follows:

Colonnade Global 2017-2:

-- EUR 816,159,375 Tranche A at AAA (sf)
-- EUR 11,475,000 Tranche B at AA (high) (sf)
-- EUR 6,215,625 Tranche C at AA (sf)
-- EUR 6,789,375 Tranche D at AA (low) (sf)
-- EUR 9,849,375 Tranche E at A (high) (sf)
-- EUR 2,581,875 Tranche F at A (sf)
-- EUR 7,745,625 Tranche G at A (low) (sf)
-- EUR 10,805,625 Tranche H at BBB (high) (sf)
-- EUR 3,251,250 Tranche I at BBB (sf)
-- EUR 4,876,875 Tranche J at BBB (low) (sf)

Colonnade Global 2018-1:

-- USD 325,340,000 Tranche A at AAA (sf)
-- USD 6,240,000 Tranche B at AA (high) (sf)
-- USD 1,750,000 Tranche C at AA (sf)
-- USD 2,350,000 Tranche D at AA (low) (sf)
-- USD 6,800,000 Tranche E at A (high) (sf)
-- USD 1,030,000 Tranche F at A (sf)
-- USD 3,340,000 Tranche G at A (low) (sf)
-- USD 6,560,000 Tranche H at BBB (high) (sf)
-- USD 1,350,000 Tranche I at BBB (sf)
-- USD 1,990,000 Tranche J at BBB (low) (sf)
-- USD 6,724,402 Tranche K at BB (high) (sf)

Colonnade Global 2018-1X:

-- USD 625,940,000 Tranche A at AAA (sf)
-- USD 12,010,000 Tranche B at AA (high) (sf)
-- USD 3,370,000 Tranche C at AA (sf)
-- USD 4,510,000 Tranche D at AA (low) (sf)
-- USD 13,080,000 Tranche E at A (high) (sf)
-- USD 1,990,000 Tranche F at A (sf)
-- USD 6,430,000 Tranche G at A (low) (sf)
-- USD 12,620,000 Tranche H at BBB (high) (sf)
-- USD 2,600,000 Tranche I at BBB (sf)
-- USD 3,830,000 Tranche J at BBB (low) (sf)
-- USD 12,936,248 Tranche K at BB (high) (sf)

Each transaction is a synthetic balance-sheet collateralized loan
obligation structured in the form of a financial guarantee (the
Guarantee). The tranches are collateralized by a portfolio of
corporate loans and credit facilities (the Guaranteed Portfolio)
originated by Barclays Bank PLC (Barclays or the Beneficiary). The
rated tranches are unfunded and the senior guarantee remains
unexecuted.

The ratings address the likelihood of a loss under the guarantee on
the respective tranche resulting from borrower defaults at the
legal final maturity date (June 29, 2025, for Colonnade Global
2017-2, 17 May 2026 for Colonnade Global 2018-1 and Colonnade
Global 2018-1X). Borrower default events are limited to failure to
pay, bankruptcy and restructuring events. The ratings assigned by
DBRS to each tranche are expected to remain provisional until the
senior guarantee is executed. The ratings do not address
counterparty risk nor the likelihood of any event of default or
termination events under the agreement occurring.

The confirmations follow an annual review of the transactions and
are based on the following analytical considerations:

-- Portfolio performance, in terms of cumulative defaults, and
compliance with portfolio profile tests under the replenishment
period as of the reporting date of May 2019;

-- Updated default rate, recovery rate and expected loss
assumptions for the reference portfolios;

-- The currently available credit enhancement (CE) to the rated
tranches and capacity to withstand losses under stressed interest
scenarios.

The Guarantee is funded and provides protection against principal
losses and accrued and unpaid interest incurred in respect of the
Guaranteed Portfolio up to a maximum amount to be paid by the
corresponding Colonnade Global vehicle (the Guarantor) equal to a
specific percentage of the Guaranteed Portfolio notional amount
(the Protected Tranche) in a specific currency (the Protection
Currency, Euros for Colonnade Global 2017-2 and US dollars for
Colonnade Global 2018-1 and Colonnade Global 2018-1X).

PORTFOLIO PERFORMANCE

The transactions are currently within their three-year
replenishment period during which the Beneficiary can add new
reference obligations or increase the notional amount of existing
reference obligations provided that they meet eligibility criteria,
portfolio profile tests and are made according to replenishment
guidelines. The Guaranteed Portfolio of Colonnade Global 2017-2
currently stands at EUR 921 million, below the maximum Guaranteed
Portfolio notional amount of EUR 956 million. The Guaranteed
Portfolios of Colonnade Global 2018-1 and 2018-1X currently stand
at their maximum guaranteed amounts of USD 398 million and USD 765
million, respectively. For the three transactions, the Guaranteed
Portfolios are non-granular, composed mainly of revolving credit
facilities, bear a floating interest rate and are mainly unsecured.
The facilities in each Guaranteed Portfolio are mainly drawn in the
Protection Currency. The composition of the Guaranteed Portfolio in
terms of DBRS ratings and DBRS Country Tiers has remained fairly
stable since closing.

As of May 2019, there have not been any borrower defaults and the
portfolio profile tests allowing further replenishment of the
Guaranteed Portfolio have all been met.

PORTFOLIO ASSUMPTIONS

The transactions are subject to interest rate risk as the loans in
the Guaranteed Portfolios bear floating interest rates which could
lead to higher losses under the Guarantee in an upward interest
scenario. In addition, up to 2% of each Guaranteed Portfolio amount
can be drawn in currencies other than the US dollar, British pound
sterling, Japanese yen, Canadian dollar, euro, Swedish krona,
Norwegian krone, Danish krone and Australian dollar (Minority
Currencies). To mitigate the interest rate risk, additional
covenants on the spread and the weighted-average payment frequency
of the portfolio are in place.

Based on its "Interest Rate Stresses for European Structured
Finance Transactions" methodology and incorporating these
covenants, DBRS calculated a stressed interest rate index for the
obligations denominated in Eligible Currencies of 6.3% for
Colonnade Global 2017-2 and 7.3% for Colonnade Global 2018-1 and
Colonnade Global 2018-1X, and a stressed interest rate index for
the obligations denominated in Minority Currencies of 31.6% for
Colonnade Global 2017-2 and 36.6% for Colonnade Global 2018-1 and
Colonnade Global 2018-1X.

DBRS calculated the weighted-average recovery rate at each rating
level based on the worst-case concentrations in terms of DBRS
Country Tier and blend of secured and unsecured obligations
permissible under the portfolio profile tests and adjusted its
assumptions with the projected loss on the guarantee under stressed
interest rate scenarios. For example, at the AAA (sf) stress level
the recovery rate was reduced to 21.73% from 25.34% for Colonnade
Global 2017-2 and to 33.28% from 37.25% for Colonnade Global 2018-1
and Colonnade Global 2018-1X.

DBRS used its CLO Asset Model to update its expected default rates
for the portfolio at each rating level. To determine the credit
risk of each underlying reference obligation, DBRS relied on either
public ratings or a mapping from Barclays' internal rating models
to DBRS ratings. The mapping was completed in accordance with
DBRS's "Mapping Financial Institution Internal Ratings to DBRS
Ratings for Global Structured Credit Transactions" methodology.

CREDIT ENHANCEMENT

The credit enhancement levels for each of the tranches remains the
same as at closing, given that no loss has been recorded to date.

Currency risk is mitigated in these transactions. Although the
obligations in the Guaranteed Portfolio can be drawn in various
currencies, any negative impact from currency movements is overall
neutralized and therefore movements in the foreign exchange rate
should not have a negative impact on the rated tranches.

Notes: All figures are in Euros for Colonnade Global 2017-2 and US
dollars for Colonnade Global 2018-1 and 2018-1X unless otherwise
noted.


DIGNITY FINANCE: S&P Rates Class B Notes Rating to 'BB-'
--------------------------------------------------------
S&P Global Ratings lowered its credit ratings on the class A and B
notes issued by Dignity Finance PLC to 'A- (sf)' and 'BB- (sf)',
respectively.

Dignity Finance is a corporate securitization of the U.K. operating
business of the funeral service provider Dignity (2002) Ltd.
(Dignity 2002 or the borrower). It originally closed in April 2003
and was last tapped in October 2014.

The transaction features two classes of fixed-rate notes (A and B),
the proceeds of which have been on-lent by the issuer to Dignity
2002 via issuer-borrower loans. The operating cash flows generated
by Dignity 2002 are available to repay its borrowings from the
issuer that, in turn, uses those proceeds to service the notes.

The transaction will likely qualify for the appointment of an
administrative receiver under the U.K. insolvency regime. An
obligor default would allow the noteholders to gain substantial
control over the charged assets prior to an administrator's
appointment without necessarily accelerating the secured debt, both
at the issuer and at the borrower level.

S&P said, "Following our review of Dignity 2002's performance, we
have lowered by one notch our ratings on the class A and B notes.

"While our business risk assessment remains unchanged, these rating
actions reflect the execution risk and heightened long-term cash
flow forecasts uncertainty attached to the significant three-year
transformation plan the company had to enter into to maintain its
market share amid challenging competitive conditions."

Dignity Finance's primary sources of funds for principal and
interest payments on the notes are the loans' interest and
principal payments from the borrower and any amounts available
under the GBP55 million tranched liquidity facility.

S&P's ratings address the timely payment of interest and principal
due on the notes. They are based primarily on S&P's ongoing
assessment of the borrowing group's underlying business risk
profile (BRP), the integrity of the transaction's legal and tax
structure, and the robustness of operating cash flows supported by
structural enhancements.


FINSBURY SQUARE 2019-2: Fitch Gives  BB+(EXP) Rating to E Notes
---------------------------------------------------------------
Fitch Ratings has assigned expected ratings to Finsbury Square
2019-2 plc's notes as follows:

Class A: AAA(EXP)sf; Outlook Stable
Class B: AA(EXP)sf; Outlook Stable
Class C: A(EXP)sf; Outlook Stable
Class D: BBB(EXP)sf; Outlook Stable
Class E: BB+(EXP)sf; Outlook Stable
Class F: CC(EXP)sf; RE 65%
Class X: CCC(EXP)sf; RE 100%
Class Z: NR(EXP)sf

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

Finsbury Square 2019-2 PLC is a securitisation of owner-occupied
(OO) and buy-to-let (BTL) mortgages originated by Kensington
Mortgage Company Ltd in the UK. The transaction features recent
originations of both OO and BTL loans originated up to May 2019 and
the residual origination of the Gemgarto 2015-1 PLC transaction.

KEY RATING DRIVERS

Pre-funding Mechanism

The transaction's pre-funding mechanism means further loans may be
sold to the issuer, with proceeds from the over-issuance of notes
at closing standing to the credit of the pre-funding reserves.
Fitch Ratings has received loan-by-loan information on additional
mortgage offers that could form part of the collateral, once
advanced by the seller. However, Fitch assumed the additional pool
was based on the constraints outlined in the transaction
documents.

Product Switches Permitted

Eligibility criteria govern the type and volume of product
switches, but these loans may earn a lower margin than the
reversionary interest rates under their original terms. Fitch has
assumed that the portfolio quality will migrate to the weakest
permissible under the product switch restrictions.

Help-to-Buy, Young Professional Products

Up to 15% of the prefunding pool may comprise loans in which the UK
government has lent a proportion (up to 40% inside London and 20%
outside London) of the property purchase price in the form of an
equity loan. This allows borrowers to fund a 5% cash deposit and
mortgage the remaining balance. When determining these borrowers'
foreclosure frequency (FF) via debt-to-income (DTI) and sustainable
loan-to-value (sLTV), Fitch has taken the balances of the mortgage
loan and equity loan into account.

In addition, a product targeting young professionals, launched in
October 2018, could be included in the pre-funding pool (up to
5%).

Self-employed Borrowers

Kensington may lend to self-employed individuals with only one
year's income verification completed or the latest year's income if
profit is rising. Fitch believes this practice is less conservative
than that at other prime lenders. An increase of 30% to the FF for
self-employed borrowers with verified income was applied instead of
the 20%specified in criteria.

VARIATIONS FROM CRITERIA

The adjustments applied to help-to-buy equity loans and
self-employed borrowers as described above represent variations
from Fitch's published criteria.

RATING SENSITIVITIES

Material increases in the frequency of defaults and loss severity
on defaulted receivables producing losses greater than Fitch's base
case expectations may result in negative rating action on the
notes. Fitch's analysis revealed that a 30% increase in the WAFF,
along with a 30% decrease in the WA recovery rate, would imply a
downgrade of the class A notes to 'A+sf' from 'AAAsf'.

ITHACA ENERGY: Fitch Publishes B+(EXP) LT IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has published Ithaca Energy Ltd.'s Long-Term Issuer
Default Rating of 'B+(EXP)' with Stable Outlook. Fitch has also
published the expected rating of 'B+(EXP)'/'RR4'/45% on Ithaca
Energy (North Sea) Plc.

Ithaca Energy is a medium-scale exploration and production company
focusing on the North Sea. In May 2019, Ithaca signed an agreement
to buy 100% of the shares of Chevron North Sea Limited for USD2
billion, a transaction that will materially improve the company's
business and financial profile.

Ithaca's 'B+(EXP)' rating and Stable Outlook reflect (i) an
increased scale of operations following the closing of the CNSL
acquisition and improvement in the business profile, which Fitch
believes is now commensurate with the 'B+' rating level, (ii) low
financial leverage and conservative hedging policies, (iii) strong
forecasted free cash flow (FCF) generation supported by accelerated
monetisation of Ithaca's UK tax assets, and (iv) stable operating
environment in the UK. The ratings also reflect the company's high
decommissioning obligations, which however are predominantly
long-term, tax-deductible and should not have a significant impact
on near-term cash flows, and low proved reserve life of four
years.

The final issuer and bond ratings are contingent on the closing of
the CNSL acquisition and on the receipt of final documentation
conforming materially to information already received.

KEY RATING DRIVERS

Transformative Acquisition: The acquisition of CNSL by Ithaca will
improve its credit profile by materially growing its scale and by
strengthening its financial profile. The deal, which will transform
Ithaca into the second-largest independent oil and gas producer in
the UK Continental Shelf (UKCS), comprises 10 producing field
interests that will add 60 thousand barrels of oil equivalent per
day (kboepd) to Ithaca's production, bringing 2019 pro-forma output
to around 80kboepd.

Moderately Diversified Asset Base: Ithaca's asset base is
moderately diversified. Following the transaction completion the
company will produce from 18 fields located predominantly in the
Central North Sea area, with the largest asset (the Captain field)
accounting for around 30% of 2019 total production, and three
largest assets accounting for 63%. The largest part of the
company's 2019 production is operated, which means more capex
flexibility, and it is exposed to both liquids (62%) and natural
gas (38%).

Because many of the company's assets are beyond their mid-life
point Fitch assumes production to decline to around 70kboepd by
2022-23 in the absence of acquisitions and new projects. Fitch
views Ithaca's cost position with an opex at USD15/boe in 2019 as
average compared with a broader peer group but fairly comfortable
for a company operating in the region.

Low Proved Reserves: Ithaca's low proved (1P) reserve life ratio of
four years is weaker than that of other Fitch-rated E&P peers and
is the key rating constraint. However, it is not uncommon for a
company focusing on the UKCS given the basin's ageing
characteristics. Fitch believes this is somewhat mitigated by the
company's proved and probable (2P) reserve life of eight years,
strong financial profile and solid cash flow generation, which
Fitch assumes should enable the company to replenish reserves over
time organically and potentially through acquisitions.

Conservative Financial Profile: Fitch projects Ithaca's fund from
operations (FFO) adjusted net leverage at around 2.0x at end-2019
and expect it to decline towards 1x over 2020-22 under our base
case assumptions as a result of strong FCF generation. The
company's own internal leverage target is conservative at a net
debt/EBITDA of below 2.0x through the cycle.

Strong FCF: Fitch expects Ithaca to generate strong FCF over
2020-23 based on its moderate capital spending plans and
monetisation of accumulated tax losses. Its hedging policy with a
target hedge of 75% of the company's exposure over the next three
years adds certainty to its cash flows. Fitch believes that the
company should be able to rapidly repay its reserve-based lending
facility (RBL), of which USD1.1 billion is expected to be utilised
following the transaction closure.

Decommissioning Obligations Long-Term: As part of the CNSL
transaction, Ithaca would assume responsibility for CNSL's
outstanding North Sea decommissioning obligations, increasing its
abandonment liability to approximately USD730 million (post-tax).
Positively for the credit profile the majority of the
decommissioning-related cash outflows are expected after 2026
(after the expected bond is due) and are tax-deductible. Fitch does
not add decommissioning obligations to debt, but deduct them from
the projected operating cash flows as they are incurred. Fitch
assumes a cumulative cash outflow of around USD40 million over
2019-2022, in line with the company's estimates.

Rating on Standalone Basis: Ithaca is fully owned by Delek, a Tel
Aviv-listed group mainly focusing on natural gas E&P offshore
Israel and the goal of transforming itself into an international
E&P business. Fitch does not rate Delek but Fitch views its current
consolidated credit profile as broadly commensurate with the 'B'
rating category, assuming Delek's high debt but also its
deleveraging capacity, and abundant natural gas reserves with
stakes in the producing Tamar field and the giant Leviathan field
soon coming on-stream.

Fitch views legal and operational ties between Delek and Ithaca as
weak and hence rate Ithaca on a standalone basis. Fitch believes
the restrictions in Ithaca's credit documentation with regard to
additional indebtedness, dividends limited to 50% of net income,
lack of upstream guarantees and Ithaca's operational autonomy
support this approach.

Acquisitions Possible: Fitch understands from our discussions with
the management and Delek that the priority over the next 12-18
months for Ithaca would be to integrate the newly acquired assets.
However, management also expressed appetite for potential bolt-on
acquisitions with the aim of growing production and reserves while
keeping financial profile fairly conservative. Fitch will consider
possible future acquisitions and their impact on the credit profile
as they occur.

IPO Possible: Delek expects to consider a future re-listing of
Ithaca while retaining a majority shareholding. Our rating case
assumes dividend pay-out at 50% of net income starting from 2021 in
anticipation of the possible IPO, though Fitch recognises the
company will have flexibility with regard to the level of
dividends.

DERIVATION SUMMARY

Ithaca's scale, measured as the level of production (80kboepd
pro-forma for the CNSL acquisition) compares well with that of
peers rated in the 'B' rating category, such as Kosmos Energy Ltd.
(B+/Stable, 70kboepd) and Seplat Petroleum Development Company
(B-/Positive, 25kboepd). Ithaca's absolute level of proved
reserves, however, is lower than that of Kosmos and Seplat, which
results in a weaker reserve life of four years. This is mitigated
by the company's forecasted low leverage and strong FCF generation
capacity over our four-year rating horizon, as well as adequate 2P
reserve life of eight years. Ithaca's operations are focused on the
UK North Sea, a more stable operating environment compared to that
of Kosmos which still derives the majority of its production in
Ghana, and of Seplat, which only focuses on Nigeria.

KEY ASSUMPTIONS

  - Crude oil prices of USD65/bbl in 2019, USD62.5/bbl in 2020,
USD60/bbl in 2021 and USD57.5/bbl thereafter

  - NBP prices of USD5.5/mcf in 2019, USD6.25/mcf in 2020 and
USD6.5/mcf thereafter

  - Pro-forma upstream production of 82kboepd in 2019, declining to
70kboepd by 2022

  - Average capex of around USD250 million over 2019-22

  - Dividend pay-out of 50% of net income starting from 2021
onwards

  - No cash taxes over 2020-22

Recovery Assumptions:

Our recovery analysis is based on a going-concern approach, which
implies that the company will be reorganised rather than liquidated
in a bankruptcy.

Ithaca's going-concern EBITDA is based on the average 2019-21
EBITDA forecasted under Fitch's base case price deck. Fitch used a
discount of 20% to reflect the risk of operational issues in
production assets and resulting distressed EBITDA.

Fitch believes that a 3.5x multiple reflects a conservative view of
the going-concern enterprise value (EV) of the business. Such a
multiple is below the 4.5x average multiple employed by Fitch for
the natural resources sector to reflect the declining profile of
the production assets and the decommissioning obligation associated
with them.

In line with Fitch's criteria, Fitch assumes the RBL is fully drawn
upon default and take 10% off the EV to account for administrative
claims. The waterfall recoveries indicate that bondholders would
achieve a recovery of 45%, resulting in a final instrument rating
of 'B+'/'RR4'.

RATING SENSITIVITIES

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

  - Upstream production of consistently and materially above
75kboepd coupled with 1P reserve life sustainably at or above six
years (2018 pro forma: four years)

  - Maintaining a conservative financial profile with FFO-adjusted
net leverage below 2.5x (2019F: 2x)

  - A positive rating action would also be contingent on our
re-assessment of the company's linkage with its parent Delek and
the latter's credit profile

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

  - Inability to replenish proved reserves and/or production
falling consistently below 50kboepd

  - FFO-adjusted net leverage consistently above 3.5x (e.g. as of
result of large debt-funded acquisitions)

  - Change in the financial policies, including aggressive
dividends or failure to gradually reduce the RBL utilisation

ITHACA ENERGY: Moody's Assigns B1 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service assigned a B1 corporate family rating and
a B1-PD probability of default rating to Ithaca Energy Limited.
Concurrently, Moody's assigned a B3 rating to a five-year $700
million senior unsecured bond to be issued by Ithaca Energy (North
Sea) plc and guaranteed on a senior basis by Ithaca and on a senior
subordinated basis by certain of its subsidiaries. The outlook is
stable.

The new ratings were assigned in the context of the planned
acquisition of Chevron North Sea Limited by Ithaca that is expected
to close around the end of the third quarter of 2019, following
approval of the acquisition by the UK Oil and Gas Authority. It is
anticipated that the cash consideration payable at completion will
be around $1.81 billion, after adjusting for an estimated $157
million working capital balance assumed by Ithaca and deducting
estimated cash flows since the January 1, 2019 effective date of
the CNSL acquisition of $350 million. The cash consideration is
expected to be funded through (i) an equity contribution of $685
million from Ithaca's sole owner Delek Group Ltd., $150 million of
which in the form of a subordinated shareholder loan treated as
100% equity under Hybrid Equity Credit, Cross-Sector Rating
Methodology, (ii) a five-year senior unsecured bond of $700
million, (iii) drawings of $1,050 million under a new five-year
$1.65 billion RBL facility and (iv) cash on hand of $14 million.

RATINGS RATIONALE

The B1 corporate family rating reflects the immediate positive
effect the acquisition of CNSL's oil and gas assets will have on
Ithaca's resource base and production profile tempered by the need
the group will have to sustain investment in the future in order to
secure access to new resources, replenish reserves and arrest the
decline of its production profile.

The acquisition will add significant scale and greater diversity in
terms of field exposure to Ithaca's asset base, even though it will
remain 100% focused on the mature UK North Sea sector. Ithaca's 1P
and 2P reserves will expand by approximately 273% and 144%, to 112
barrels of oil equivalent (mmboe) and 222 mmboe accordingly (v. 30
mmboe and 91 mmboe at year-end 2018). Concurrently, pro-forma the
CNSL acquisition, Ithaca's production will rise 312% to 82.4
thousand barrels of oil equivalent per day (kboepd) in 2019 on a
pro-forma basis v. 21.7 kboepd forecast for Ithaca on a stand-alone
basis.

Moody's views positively the fact that CNSL is the operator of
approximately two thirds of its assets and enjoys a
well-established operational track-record. Approximately 75% of the
combined group's 2P reserves will be operated by Ithaca post
acquisition, which will give it control over the development and
operation of the assets, and flexibility to defer work should the
oil price environment significantly weaken.

Ithaca will be able to rely on Chevron's long standing UK North Sea
organisation, which is largely operated as a standalone business.
Chevron's UK team will transfer with the business, which should
help ensure operational continuity and thereby mitigate the
integration risks inherent to an acquisition that is very sizeable
relative to Ithaca's existing operations. While CNSL has, in recent
years, placed much emphasis on improving operational efficiencies
amid a weak oil price environment, Moody's also acknowledges that
Ithaca sees further opportunities post acquisition to streamline
CNSL's organisation, simplify processes and improve cost
efficiency.

However, Moody's notes that Ithaca will exhibit a short reserve
life of 7.4 years on a 2P basis (3.7 years on a 1P basis) relative
to peers. Based on 2P reserves as of year-end 2018, the group's
combined production is projected to decline at an average rate of
7% p.a. in the five-year period through 2023, with CNSL's own
output projected to fall at a CAGR of 11% p.a.. Despite the benefit
from incremental low cost barrels, which Ithaca plans to produce
from Greater Stella Area (GSA) subsea tiebacks, the combined
group's unit operating cost per boe is forecast to rise from the
mid teens into the low twenties in dollar terms by 2023, as CNSL's
2P reserves deplete.

In order to contain the decline in its production and rise in its
unit cost, and sustain operating cash flow generation, Ithaca will
need to successfully convert CNSL's 2C contingent resources, that
are currently estimated at 46 mmboe, into producing reserves
through the execution of the ongoing Captain EOR polymer injection
programme, as well as infill drilling and near field developments/
subsea tiebacks. However, it will also likely have to make
additional investments to continue replenishing its resource base.

Moody's expects that Ithaca will continue to enjoy the support of
Delek, which views the role of its subsidiary as central to its
strategy to diversify and grow its UK oil and gas business.
Significantly, the funding mix of the acquisition includes an
equity injection from Delek equivalent to approximately 38% of the
deal consideration. Furthermore, Moody's understands that there
will be no dividend paid by Ithaca prior to Q4 2020.

Post closing of the CNSL acquisition, Moody's expects Ithaca to
have moderate leverage, with pro forma adjusted total debt to
EBITDA close to 1.7x at 2019 year-end. Looking ahead, assuming $60
per barrel for Brent, 50 pence per therm for NBP gas and unit opex
cost of around $16 per boe, Ithaca should generate annual EBITDA of
around $800-900 million in 2020-2021. This takes into account the
group's extensive commodity hedging programme, which is expected to
leave around 70% of its production volumes hedged for the three and
a half years following closing of the transaction, and the tax
shelter afforded by the group's $2.2 billion UK tax allowances
pool. Also, Ithaca's strong focus on cost management should enable
it to achieve operational cost synergies with its existing
portfolio.

With capex projected to average around $260 million p.a. in
2020-2021, Moody's expects Ithaca to generate a cumulative free
cash flow (FCF) of around $1.0bn over the period. It should be able
to pay down all of the acquisition-related drawings under the RBL
and reduce leverage as measured by adjusted total debt to EBITDA to
1.2x by the end of 2021. This should provide Ithaca the financial
flexibility to further invest into its resource base in order to
sustain future production without departing from its prudent policy
of keeping leverage at or below 2.0x through the cycle.

ESG CONSIDERATIONS

Environmental considerations are a material factor in this rating
action. Whilst Moody's does not expect environmental issues
(including decommissioning liabilities) to have a significant
adverse effect on Ithaca's operating and financial performance in
the next few years, cash outlays related to decommissioning
obligations are projected to increase materially in the medium
term, even though partly offset by tax relief arising from CNSL's
tax history.

LIQUIDITY

Following the completion of the CNSL acquisition, Ithaca's
liquidity profile should be underpinned by availabilities of around
$260 million left under its new RBL facility, which is projected to
have an initial borrowing base of $1.33 billion. The RBL facility
incorporates a three-year grace period prior to starting to
amortise on a semi-annual basis, and matures in 2024. As a result,
Ithaca should have no mandatory debt repayment falling due before
2022, while Moody's expects the group to remain FCF positive under
a range of oil and gas price assumptions.

STRUCTURAL CONSIDERATIONS

Ithaca's major borrowings, including the $1.65 billion RBL facility
and $700 million senior notes, are guaranteed by essentially all of
its producing subsidiaries. The two-notch differential between the
rating of the senior unsecured notes and the CFR, reflects the
substantial amount of secured liabilities outstanding under the RBL
facility, which rank ahead of the senior notes within the capital
structure.

The notes are senior unsecured guaranteed obligations but are
subordinated in right of payment to all existing and future senior
secured obligations of the guarantors, including their obligations
under the RBL facility, which is secured by first ranking fixed and
floating charges over all the assets of the borrower and the
guarantors under the facility.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that Ithaca will
generate sizeable FCF in the next few years, which it will use to
reduce debt and underpin its liquidity profile. This should help
the group rebuild sufficient financial headroom to access and
develop new resources in order to underpin its reserve life and
future production profile. Moody's expects Ithaca to keep leverage
as measured by adjusted total debt to EBITDA below 2 times on a
sustainable basis.

WHAT COULD CHANGE THE RATING UP

While unlikely at this juncture, a rating upgrade would require
that Ithaca (i) further strengthens its resource base so that it
can lift its production above 100 kboepd and proved reserve life
into the high single digits on a sustained basis; (ii) keeps
leverage moderate with adjusted total debt to EBITDA below 2 times;
and (iii) maintains a solid liquidity profile.

WHAT COULD CHANGE THE RATING DOWN

Conversely, the ratings could come under pressure should Ithaca
fail to (i) generate sufficient free cash flow and materially
reduce debt in line with Moody's expectation; (ii) rebuild the
financial headroom necessary to access and develop new resources in
order to sustain its production profile and maintain an adequate
reserve life; and (iii) maintain at least adequate liquidity.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Ithaca Energy Limited is a UK-based independent exploration and
production company with all of its assets and production in the
United Kingdom Continental Shelf region of the North Sea. The
company's growth strategy is focused on the appraisal and
development of undeveloped discoveries while maximizing production
from its existing asset base. In 2018, Ithaca's production averaged
16,072 boepd.


ITHACA ENERGY: S&P Assigns Preliminary 'B+' ICR, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned a 'B+' preliminary issuer credit rating
to Ithaca Energy and a 'B' preliminary issue rating to the proposed
$700 million senior unsecured notes.

S&P said, "We base our 'B+' preliminary rating on Ithaca on the
proposed capital structure, which implies significant financial
risk, and on our view of its weak business risk profile. We view
Ithaca as a moderately strategic part of the Delek Group.
Therefore, given our current assessment of Delek Group's
creditworthiness, we cap our rating on Ithaca at 'B+'. The rating
is one notch below Ithaca's 'bb-' stand-alone credit profile.

"We understand that the company anticipates completing the
acquisition of Chevron North Sea Ltd.'s assets in the North Sea for
a total expected cash consideration of $1,650 million by September
2019." As part of the acquisition, Ithaca plans to put in place a
new capital structure, consisting of an upsized $1.65 billion RBL
facility, $700 million senior unsecured notes, and equity. Pro
forma the acquisition, total reported debt will be about $1.75
billion.

Ithaca's portfolio in the North Sea, after the acquisition, will
make the company a key player in the region. Ithaca's
post-acquisition production should increase to about 80,000 barrels
of oil equivalent per day (boepd) in 2019, from about 16,000 boepd
in 2018. Proved and probable reserves (2P) will increase to about
222 million barrels of oil equivalent (boe) from about 91 million
boe at year-end 2018. Its peers include EnQuest (55,000 boepd),
Premier Oil (58,000 boepd), and Neptune Energy (120,000 boepd).

S&P consider Ithaca's proven reserves (1P) to be limited compared
with those of its peers. The company needs to invest about $50
million-$100 million a year to maintain its 1P reserves at the
current level, which it has done for the past few years.

Increased scale and the well-invested profile of the purchased
assets should improve Ithaca's operating costs to about $15/boe
from Ithaca's $19/boe in 2018. To give this context, EnQuest's
operating costs stand at $23/boe, but Neptune Energy's are only
about $10/boe. Further development of Ithaca's Greater Stella Area
(GSA) and Captain fields should support its cost position over the
medium term.

S&P said, "We expect Ithaca will be able to generate material cash
flows of about $0.5 billion a year that could support further
organic growth and some potential distributions to its shareholder.
Its financial risk profile reflects S&P Global Ratings-adjusted
debt of about $2.6 billion on a pro forma basis and adjusted debt
to EBITDA of about 2.3x-2.5x by the end of 2019. Our debt
adjustments add up to about $850 million, including about $740
million of asset decommissioning liabilities, deferred payments to
Petrofac related to the GSA acquisition, and others.

"We note that the credit metrics could change as Ithaca continues
to work on its financial policy over the next few years, including
its capital expenditure (capex), dividend policy, and overall
leverage."

Ithaca is fully owned by Delek Group, an Israeli investment holding
company that is transitioning toward becoming an industrial
conglomerate focused on the energy sector. Increasing its stake in
Ithaca to 100% in 2017 and the acquisition of Chevron's assets
announced in May 2019 chimes with the group's overall strategy.
Following the acquisition, Ithaca will be one of the largest assets
in Delek Group's portfolio. The portfolio also includes material
stakes in the Israeli natural gas market, a network of petrol
stations, and minority stakes in an Israeli insurance company and
other assets.

S&P said, "As part of the transaction's financing, Delek Group will
provide a $150 million top-up to the existing $100 million
subordinated shareholder loan that we currently see as equity-like,
as well as new equity of about $535 million.

"Although we continue to classify Delek Group as an investment
holding company, we assess Ithaca's relationship with Delek Group
as moderately strategic, which caps our rating on Ithaca at the
level of our credit assessment of Delek Group. Any positive or
negative change to Delek's credit quality will directly affect our
rating on Ithaca.

"We understand that Delek Group may consider an IPO of Ithaca in
the coming years. However, this is unlikely to lead to a change in
the relationship between the companies, unless Delek Group becomes
a minority shareholder.

"The stable outlook mirrors that on Ithaca's parent company, Delek
Group, and our view of the relationship between the two companies.
The rating on Ithaca is currently capped by our assessment of
Delek's creditworthiness.

"Under our base case, we expect EBITDA of about $1.0 billion-$1.1
billion in 2019, translating into substantial positive free cash
flow after capex of about $0.5 billion. This should support
adjusted debt to EBITDA of about 2.3x-2.5x in 2019, which provides
comfortable headroom under the current rating.

"We could take a negative rating action if we revise down our
assessment of Delek Group's creditworthiness, for example, if it
materially increased its leverage by making aggressive dividend
distributions or non-cash-generative acquisitions, or if we saw a
deterioration in its portfolio quality.

"Alternatively, we could see some pressure on the rating if we see
a major deviation in Ithaca's operations, together with much more
aggressive financial policy, leading us to revise down Ithaca's
stand-alone credit profile to 'b' or below, all else being equal."
In such a scenario, S&P would look for adjusted debt to EBITDA
deteriorating to above 4x and funds from operations (FFO) to
adjusted debt being consistently below 20%, as well as some of the
following:

-- Operational difficulties leading to production decline toward
50,000 boepd, together with much higher ongoing investment to
offset the declining production.

-- Debt-funded acquisitions, with a material increase in debt and
only limited contribution to EBITDA and cash flows.

-- A more-aggressive financial policy involving, for example, a
substantial increase in the company's organic growth plan or much
higher dividends than we currently assume in S&P's base case,
leading to neutral or negative free cash flow.

S&P could upgrade Ithaca if it increased its assessment of the
creditworthiness of Ithaca's parent Delek Group. This could occur
if Delek successfully completed its anticipated divestments of
noncore holdings, significantly decreasing its leverage and
establishing a track record of a conservative financial policy.


KIJANI RESOURCES: Liquidators to Sue NatWest for Fraud Assistance
-----------------------------------------------------------------
David Marchant at Offshore Alert reports that the liquidators of
Gibraltar-domiciled Kijani Resources Ltd. and Ratio Ltd. intend to
sue NatWest Bank for "dishonest assistance" to an US$82 million
fraudulent scheme headed by Irishman Richard Fagan that collapsed
in 2015 after being exposed by OffshoreAlert.


LONDON CAPITAL: FCA Boss's Bonus Hinges on Collapse Probe
---------------------------------------------------------
Lucy Burton at The Telegraph reports that City watchdog boss Andrew
Bailey's bonus could be almost wiped out depending on the outcome
of a probe into the regulator's oversight of collapsed firm London
Capital and Finance (LCF).

According to The Telegraph, Mr. Bailey, who runs the Financial
Conduct Authority and is considered a front-runner to succeed Mark
Carney as Bank of England Governor, has been under intense pressure
in recent months after LCF collapsed, Neil Woodford's flagship fund
was suspended and the FCA's report into RBS's GRG unit was called a
"whitewash".

Earlier this year Tory MP Kevin Hollinrake called the regulator
"the industry’s lapdog", accusing it of not being tough enough,
The Telegraph discloses.

As reported by the Troubled Company Reporter-Europe on April 5,
2019, The Financial Times related that LCF collapsed after the FCA
launched an investigation into its activities, sparked by concerns
it was using misleading marketing to push unregulated mini-bonds on
consumers.  In some cases, LCF customers were wrongly led to
believe they were putting their money into tax-free individual
savings accounts, the FT disclosed.  The company also prominently
advertised its FCA authorization, but its mini-bond products were
not overseen by the regulator nor were they covered under the
Financial Services Compensation Scheme, the FT said.


SYNTHOMER PLC: Moody's Affirms Ba2 CFR & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Investors Service affirmed Synthomer plc's Ba2 Corporate
Family Rating and its Ba2-PD Probability of Default Rating.
Concurrently, Moody's changed the outlook to negative from stable.

"Synthomer's announced acquisition of OMNOVA Solutions Inc.
(OMNOVA, B1 Stable) is a good strategic fit and improves the
company's scale and geographic diversification. However, the
acquisition will result in Synthomer's leverage exceeding our
guidance for the Ba2 rating and we expect that the company's
leverage will remain elevated until 2021. The change of the outlook
to negative reflects the weaker financial profile and the need to
deleverage at least in line with our expectations, " said Sven
Reinke, a Senior Vice President and Lead Analyst for Synthomer.

RATINGS RATIONALE

On July 3, 2019, Synthomer announced the acquisition of OMNOVA, a
US based specialty chemicals company for an enterprise value of
GBP652 million which includes GBP233 million for OMNOVA's existing
net debt. Synthomer intends to finance the acquisition alongside
the refinancing of its existing net debt of GBP214 million with a
combination of new debt financings at an amount of GBP669 million
and an equity capital increase of GBP200 million. The company has a
financing package in place which contains a $260 million 5 year
term loan, a EUR520 million bridge to bond facility, a GBP200
million bridge to equity facility and a EUR460 million 5 year RCF.
OMNOVA's board of directors has approved the transaction. Synthomer
expects the transaction to close in late 2019/early 2020.

Moody's recognizes the strategic rationale of the announced
transaction which will enhance Synthomer's scale and geographic
diversification as it combines Synthomer's large European
production footprint with OMNOVA's strong position in North America
and production facilities in China. It also provides Synthomer with
access to additional end markets such as oil and gas and offers
synergies opportunities mostly from cost optimization.

However, the acquisition multiple of 9.9x based on OMNOVA's May
2019 LTM adjusted EBITDA alongside OMNOVA's muted growth prospects
leads to Moody's expectation that Synthomer's Moody's adjusted
gross debt / EBITDA metric will increase to around 3.5x in 2019 on
a pro forma basis. In this context, Moody's also notes that pro
forma for the transaction, due to the use of existing balance sheet
cash to part fund the acquisition, net leverage will also be very
similar to gross leverage. Moody's also projects in its base case
scenario that it will take Synthomer until 2021 to lower its
Moody's adjusted gross leverage to 3x or below. The rating agency
has previously stated that the Ba2 rating would come under negative
pressure if Moody's adjusted gross leverage increases sustainably
above 3x.

OMNOVA is currently in the process of transitioning its segments
into higher margin and higher growth end markets, and away from
lower margin, matured end markets. It has rationalized its
manufacturing footprint through plant closures, capacity reductions
and manufacturing consolidation. In line with the chemicals sector
generally, the company had a weak first half of its November 2019
financial year with reported adjusted EBITDA generation of $28.6
million compared with $41.3 million in H1 FY2018 although the
second quarter showed signs of recovery. Nevertheless, on a
standalone basis, Moody's expects that OMNOVA will be challenged to
match in FY2019 its FY2018 reported adjusted EBITDA of $86
million.

However, the affirmation of the Ba2 rating takes into account
Synthomer's continued commitment to a conservative financial policy
with the stated target of lowering the reported net leverage to 2x
or less and also the company's strong historic track record of
integrating acquired businesses. Synthomer anticipates achieving
approximately $30 million annual run-rate cost synergies over the
next three year with an expected one-time cost of approximately $32
million.

The Ba2 CFR reflects Synthomer's (1) leading European position in
the styrene butadiene latex and dispersions chemical markets, and
leading global position in nitrile butadiene rubber; (2) global
manufacturing footprint with strategic presence in key geographies
like Malaysia for NBR and long term relationship with blue chip
customers; and (3) well diversified end markets with expectation of
growing underlying demand, particularly for nitrile butadiene
rubber (NBR).

However, the Ba2 rating also factors in (1) modest size even
including the contribution of OMNOVA with pro forma revenue of
about GBP2.2 billion; (2) some geographical concentration in Europe
albeit reduced by the acquisition; and (3) expected modest Moody's
adjusted free cash flow over the next 12-24 months because of high
capital expenditures, expected higher taxes in Malaysia and regular
dividend payments.

LIQUIDITY

Although Synthomer intends to apply most of its current cash
balance to finance the acquisition, its liquidity remains adequate
supported by a newly underwritten 5 years EUR460 million RCF.
Moody's expects the company to generate modest but growing free
cash flow which should result in an improving cash balance over the
next two years.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects Synthomer's higher leverage post
acquisition. While Moody's believes that the company will be able
to reduce its leverage over time in particular owing to the
synergies potential, the rating agency is of the view that
Synthomer might not be able to reduced its Moody's adjusted gross
debt / EBITDA to 3.0x or less before 2021. Moody's would stabilise
the outlook if Synthomer makes tangible progress towards reducing
Moody's adjusted gross debt / EBITDA to 3.0x.

WHAT COULD CHANGE THE RATING UP/DOWN

Although unlikely in the near term, Synthomer's ratings could be
upgraded if the company were to continue to improve its business
profile in terms of size and profitability for example by
increasing its revenue share of specialty chemicals leading to an
improvement in its EBITDA generation. The company would also have
to maintain the retained cash flow (RCF)/debt above 20% and remain
FCF positive on a sustained basis.

Conversely, downward ratings pressure could develop if the
company's (1) Moody's adjusted leverage remains above 3x for a
prolonged period; (2) RCF / debt is below 20% on sustainable basis
and (3) if the liquidity profile deteriorates.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemical
Industry published in March 2019.

Synthomer plc is a specialty chemical company, one of the world's
leading suppliers of Acrylic and Vinyl emulsions polymers,
specialty polymers and Styrene-Butadiene and
Acrylonitrile-Butadiene latex. The company's business profile is
supported by its broad range of end markets with a positive demand
outlook in many market segments including coatings, construction,
technical textiles, paper and synthetic latex gloves. Synthomer has
25 operational sites in 14 countries with a significant presence in
Europe, the Middle East and Asia. It employs more than 2,900
employees.

Synthomer is headquartered and listed in the UK (market
capitalisation of GBP1.3 billion on July 04). In 2018, the company
generated GBP1.6 billion of sales and Moody's adjusted EBITDA of
GBP183 million (11.3% margin).


TOWER BRIDGE 4: DBRS Assigns Prov. BB(low) Rating on Class F Notes
------------------------------------------------------------------
DBRS Ratings Limited assigned the following provisional ratings to
the notes that are expected to be issued by Tower Bridge Funding
No. 4 PLC (the issuer):

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

The ratings assigned to the Class A and B notes address the timely
payment of interest to the noteholders on every quarterly interest
payment date and the ultimate repayment of principal by the legal
final maturity date. The provisional ratings on Class C, D, E, and
F notes address the ultimate payment of interest and repayment of
principal by the legal final maturity date. DBRS does not rate the
Class G, Class X, and Class Z notes or the residual certificates.

Tower Bridge Funding No. 4 PLC is the fourth securitization of
residential mortgages by Belmont Green Finance Limited (BGFL, the
seller and the originator). The mortgage portfolio expected to be
securitized comprises first-lien home loans, newly originated by
BGFL through its Vida Homeloan brand. BGFL is the named mortgage
portfolio servicer but it will delegate day-to-day servicing to
Homeloan Management Limited (HML). HML is also the back-up servicer
and shall replace BGFL if a servicing termination event is
triggered. This arrangement means there is effectively no backup
servicer in place. In order to maintain servicing continuity, CSC
Capital Markets UK Limited will be appointed as the backup servicer
facilitator.

As of May 31, 2019, the GBP 370.1 million provisional portfolio
consisted of 1,989 loans with an average outstanding balance of GBP
186,059. Approximately 74.3% of the loans by outstanding balance
are buy-to-let (BTL) mortgages. As is common in the U.K. mortgage
market, the loans are largely scheduled to pay interest only on a
monthly basis, with principal repayment concentrated in the form of
bullet payment at the maturity date of the mortgage (73.3% of the
loans in the pool are interested only). A significant concentration
of the BTL loans are granted to portfolio landlords: 46.7% of the
loans by total loan balance are granted to landlords with at least
one other BTL property, and 17.6% have at least eight other BTL
properties.

The mortgages are high-yielding, with a weighted-average coupon of
4.1% and a weighted-average reversionary margin of 5.1% over either
the Vida Variable Rate (VVR) or LIBOR. Moreover, 7.6% of the
mortgage portfolio by loan balance has prior county court judgments
(CCJs). The weighted-average current loan-to-value (CLTV) ratio of
the portfolio is 71.4%, with only 0.5% exceeding a 90% CLTV ratio.

During the first interest period, the issuer may purchase
additional loans that are funded by the over-issuance of notes at
closing. The pre-funded loans will be subject to criteria tests to
prevent a material deterioration in credit quality. At least 50% of
these loans will be post-offer and pre-completion as of the end of
May. DBRS analyzed the eligible pre-funding loans that can be sold
to the issuer. Any funds that are not applied to purchase
additional loans will flow through the pre-enforcement principal
priority of payments.

The transaction is structured to initially provide 20.0% of credit
enhancement to the Class A notes. This includes subordination of
Class B to G notes (Classes X and Z are not collateralized) and the
non-amortizing general reserve fund.

The general reserve is available to cover shortfalls in senior
fees, interest and any principal deficiency ledger (PDL) debits on
Class A to F notes after the application of revenue. The general
reserve is initially funded to 2% of Class A to G notes; however,
it will have a non-amortizing target equal to 2.5% of the initial
balance of Class A to G notes that will be funded through the
excess spread. The liquidity reserve is available to cover
shortfalls of senior fees and interest on the Class A and B notes
after the application of revenue and the general reserve. The
liquidity reserve is expected to have a balance of zero at closing
and will be funded through principal receipts as a senior item in
the waterfall to its amortizing target – 1.5% of the outstanding
balance of the Class A and Class B notes. Any use, including prior
to its complete funding, will be replenished from revenue.

Principal funds can be diverted to pay revenue liabilities, insofar
as a shortfall in senior fees, Class A interest and interest due on
the senior-most outstanding class of notes persist after applying
revenue collections and exhausting both reserve funds.

If principal funds are diverted to pay revenue liabilities, the
amount will subsequently be debited to the PDL. The PDL comprises
six sub-ledgers that will track the principal used to pay interest,
as well as realized losses, in a reverse sequential order that
begins with the Class G sub-ledger.

The fixed-rate assets and the floating-rate liabilities give rise
to interest rate risk. This is mitigated by using a fixed-floating
balance-guaranteed swap, provided by the NatWest Markets. There is
basis risk in the transaction that arises once the loans complete
the initial teaser period. The owner-occupied loans reset to pay a
rate of interest linked to VVR. This basis risk is mitigated
through a transaction floor on the VVR linked to SONIA, the
Sterling Overnight Index Average, which is compounded daily. The
basis risk between the BTL mortgages linked to three-month LIBOR
and the notes has been considered in the cash flow analysis.

On the interest payment date in December 2022, the coupon due on
the notes will step up and the notes may be optionally called. The
notes must be redeemed for an amount sufficient to fully repay
them, at par, plus pay any accrued interest.

Monthly mortgage receipts are deposited into the collections
account at Barclays Bank PLC (Barclays) and held in accordance with
the collection account declaration of trust. The funds credited to
the collection account are swept daily to the issuer's account for
direct debit payments and within three business days for other
payment formats. The collection account declaration of trust
provides that interest in the collection account is in favor of the
issuer over the seller. Commingling risk is considered mitigated by
the collection account declaration of trust and the regular sweep
of funds. The collection account bank is subject to a DBRS
investment-grade downgrade trigger. BNP Paribas Securities Services
SCA, London Branch is the account bank. The transaction documents
include account bank rating triggers and downgrade provisions that
lead DBRS to conclude that both account banks satisfy DBRS's "Legal
Criteria for European Structured Finance Transactions"
methodology.

In its cash flow assessment, DBRS applied two default timing curves
(front-ended and back-ended), its prepayment curves (low, medium
and high assumptions) and interest rate stresses as per the DBRS
"Interest Rate Stresses for European Structured Finance
Transactions" methodology. DBRS applied an additional 0% constant
prepayment rate stress. The cash flows were analyzed using Intex
DealMaker.

The legal structure and presence of legal opinions are deemed
consistent with the DBRS "Legal Criteria for European Structured
Finance Transactions" methodology.

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



                           *********


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

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

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


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