/raid1/www/Hosts/bankrupt/TCREUR_Public/191029.mbx        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

          Tuesday, October 29, 2019, Vol. 20, No. 216

                           Headlines



F R A N C E

ELIS SA: Fitch Assigns BB Rating to EUR500MM Sr. Unsec. Notes


G E R M A N Y

REVOCAR 2019-2: Fitch Assigns BBsf Rating to EUR4.3MM Cl. D Notes
REVOCAR 2019-2: S&P Assigns BB Rating on Class D Notes


G R E E C E

GREECE: S&P Raises LongTerm Sovereign Credit Ratings to 'BB-'


I R E L A N D

BLUEMOUNTAIN FUJI: Fitch to Rate on Class F Debt 'B-(EXP)'
FLY LEASING: Moody's Affirms Ba3 CFR &  Alters Outlook to Positive


I T A L Y

ASSET-BACKED EUROPEAN: Fitch Gives BB+(EXP) Rating on 2 Tranches
NEXI SPA: Fitch Assigns BB Rating to EUR825MM Sr. Unsec. Notes


N E T H E R L A N D S

VODAFONEZIGGO GROUP: Moody's Rates New EUR500MM Unsec. Notes 'B2'


P O L A N D

ZAKLADY MIESNE: Receives Enforceable Titles From Creditor


R U S S I A

ASIAN-PACIFIC BANK: Fitch Raises LT IDRs to B, Outlook Stable
UZPROMSTROYBANK: S&P Raises LT ICR to 'BB-' on Government Support


U N I T E D   K I N G D O M

BRITAX GROUP: S&P Cuts ICR to 'CCC' Then Withdraws Rating
BRITISH STEEL: Jingye Group to Send Delegation to Main Plant
CARILLION PLC: Failed to Deliver Acceptable Prison Services
ORLA KIELY: Metro Bank Takes GBP2MM Hit Following Collapse
THOMAS COOK: Nordic Unit Expects to Have New Owner by Christmas

TOMLINSONS: Dairy Farmers Scramble to Find Other Producers

                           - - - - -


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F R A N C E
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ELIS SA: Fitch Assigns BB Rating to EUR500MM Sr. Unsec. Notes
-------------------------------------------------------------
Fitch Ratings assigned Elis SA's 1% EUR500 million notes due 2025
and 1.625% EUR350 million notes due 2028 final senior unsecured
ratings of 'BB'. This follows the review of the final documents
conforming to information already received, and the application of
proceeds by Elis to refinance EUR850 million of existing bank
debt.

The notes are rated at the same level as Elis's 'BB' Long-Term
Issuer Default Rating. They are issued under the group's EUR3
billion EMTN programme, being unsecured obligations of Elis and
guaranteed by M.A.J., the group's main operating subsidiary, which
owns most of the other operating subsidiaries and acts as head of
the group's cash pooling structure. The notes rank pari passu with
all other unsubordinated, unsecured indebtedness of Elis.

KEY RATING DRIVERS

High Leverage: Elis's funds from operations adjusted gross leverage
remains high, at 6.8x at end-2018 due to lower-than-expected cash
flow generation during the last two years, following the
acquisition of Berendsen, as well as pressure on underlying
profitability. Fitch continues to see deleveraging capacity over
the coming years, with FFO adjusted gross leverage expected to
trend towards 5.5x by 2022, although Elis has not made any public
statement regarding a precise deleveraging commitment.

Fitch's leverage computation reflects linen costs, which are
expensed rather than capitalised, given the short average economic
life of linen. This lowers EBITDA and FFO as captured in its
adjustments to financial ratios.

Financial Flexibility Remains Solid: Despite high leverage Fitch
views Elis's financial flexibility, including its liquidity profile
and its expectation of steady positive free cash flow (FCF)
generation, its access to diversified funding sources at relatively
low interest costs, and projected FFO fixed charge cover of
4.5x-5.0x, as solid for the current rating.

Strong Business Profile: The rating reflects Elis's market
leadership in rental services of flat linen, work clothes, hygiene,
and well-being equipment in most of their markets. Elis has a
geographically diversified profile, and also benefits from a high
visibility of revenue from medium-term contracts with a high
renewal rate (95%). Fitch believes this strong business profile is
a key factor when negotiating contract terms with customers, as was
the case in Spain in 1H19, despite significant labits cost
pressures. Furthermore, the integration of bolt-on acquisitions
should lead to improvements in Elis's market position and pricing
power, which are key differentiators to smaller competitors.

High Profitability under Pressure: Despite the positive impact of
synergies from the Berendsen acquisition, overall underlying
profitability has been under some downward pressure since 2017 and
Fitch expects no meaningful improvement this year under a tougher
cost environment. This is reflected in 1H19 results, mainly
influenced by labits cost inflation across Europe. In southern
Europe the group was able to pass inflation on to new pricing
negotiations, but market dynamics in Germany showed tighter
conditions when trying to increase prices.

Lower Execution Risk: Execution risks have declined with the near
completion of full integration of Berendsen. The acquisition has
allowed Elis to double its size and strengthen its business
profile. Elis is on track to achieving the initially expected EUR80
million synergies by 2020, which Fitch incorporates into its
forecasts. In addition, Elis's recent M&A activity does not entail
major execution risks as they are mainly bolt-on small acquisitions
in under-penetrated regions to strengthen the group's market
position. Elis has not provided guidance on the possibility of
larger acquisitions over the rating horizon to 2022.

Strong FCF Generation: Fitch believes Elis is in a better position
to considerably improve its FCF generation from 2019 onwards due to
normalised capex after integrating Berendsen, and despite cost
pressures. Fitch expects industrial capex to remain high at 7% of
sales (excluding purchase of linen) before decreasing towards 6%
over the next four years. Assuming stable operating and market
conditions, the group should be able to continue generating FCF at
or above 5% of sales from 2020, allowing swifter deleveraging.
Future clarity on M&A appetite and its funding will be important
for ascertaining Elis's willingness to manage the business with a
more conservative balance sheet that is consistent with a higher
rating.

DERIVATION SUMMARY

Elis is one of the leading providers of flat linen globally. The
group benefits from a leading position in most European countries,
and has also an important positioning in Brazil and other
fast-growing countries in Latam. Even though Elis is more leveraged
than Elior SA, another French business services provider, Elis has
a stronger business profile with better diversification and market
positions in their respective segments.

Elis's business profile is still much weaker than Compass Group
plc's (A-/Stable) and Sodexo S.A, which provide contract catering
services globally. The two peers also exhibit stronger financial
profiles in terms of lower leverage and solid financial
flexibility. However, Elis shows a stronger EBITDA margin (as
adjusted by Fitch) than its contract catering peers.

KEY ASSUMPTIONS

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

  - Organic revenue growth of 2.7% in 2019, and trending towards
    2% p.a. over 2020-2022

  - EBITDA margin (after reclassification of linen investments
    as operating costs) improving to around 19.5% by 2022

  - Capex at 7% of sales in 2019 before declining to 6% in 2020
    following full Berendsen integration

  - Dividends stable at roughly EUR81 million p.a. from 2019

  - Some annual cash outflows of EUR70 million for bolt-on
    acquisitions. Larger acquisitions will be considered an
    event risk

RATING SENSITIVITIES

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

  - Steady operating performance and full integration synergies
    resulting in FFO margin above 16% (2018: 13.7%).

  - More clarity on the group's financial policy and goals
    including specific deleveraging targets and future acquisition
    strategy.

  - FFO-adjusted gross leverage (excluding purchase of linen)
    below 5x or FFO-adjusted net leverage below 4.5x on a
    sustained basis.

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

  - Evidence of increased costs and/or operating underperformance
    leading to FFO margin below 14%.

  - FCF margin below 5%, limiting future deleveraging capacity.

  - FFO-adjusted gross leverage remaining above 5.5x (excluding
    purchase of linen) or FFO-adjusted net leverage above 5.0x
    by 2021.

LIQUIDITY AND DEBT STRUCTURE

Healthy Liquidity: At end-June 2019, Elis had Fitch-defined
unrestricted cash of EUR99 million. Additionally, it had access to
EUR880 million undrawn committed bank facilities, out of a total
limit of EUR930 million. Of the EUR880 million, EUR30 million
matures in 2020, EUR500 million in 2022 and EUR400 million in 2023.
The calendar for debt maturities is manageable, with EUR500 million
NEU CP maturing in the short term (EUR453 million drawn as of June
30, 2019), an instrument which is typically rolled over on an
annual basis, but uncommitted.

With the new EUR850 million notes issue Elis has refinanced and
further extended the maturities of some bank loans to 2025 and
beyond from 2022.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - Given the low average economic life of linen (between one and
five years, three years on average) Fitch does not capitalise the
cost of linen, but treat it as an operating expense, thus including
such costs within EBITDA. In 2018, this resulted in lowering EBITDA
(and FFO) by EUR416 million, but also reducing capex by the same
amount, therefore neutral at FCF level.




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G E R M A N Y
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REVOCAR 2019-2: Fitch Assigns BBsf Rating to EUR4.3MM Cl. D Notes
-----------------------------------------------------------------
Fitch Ratings assigned RevoCar 2019-2 UG (Haftungsbeschraenkt)
notes the following ratings:

EUR458.2 million fixed-rate class A notes (ISIN: XS2053516550):
'AAAsf', Outlook Stable

EUR22.3 million fixed-rate class B notes (ISIN: XS2053516808):
'A+sf', Outlook Stable

EUR9.1 million fixed-rate class C notes (ISIN: XS2053516980):
'BBB+sf', Outlook Stable

EUR4.3 million fixed-rate class D notes (ISIN: XS2053517012):
'BBsf', Outlook Stable

EUR6.1 million class E notes (ISIN: XS2053517368): 'NRsf'

This is the 7th public securitisation of German loan receivables
under the RevoCar brand. The receivables are auto loans, inclusive
of balloon portions, granted to private customers by Bank11 fuer
Privatkunden und Handel GmbH (Bank11).

KEY RATING DRIVERS

Non-standard Product Securitised

At closing, the portfolio consisted of 25% amortising EvoClassic
loans and 75% of EvoSupersmart loans, which are balloon loans with
special features. During the initial period, the customers pay
monthly instalments with a fixed interest rate. Thereafter, the
customers may either repay the balloon amount or continue to pay
monthly instalments with a variable interest rate. In Fitch's view,
the loans will be comparable to traditional balloon loans in a
stressed scenario.

Limited Pool Migration Potential

Fitch sees limited risk of adverse portfolio migration over a
four-year revolving period. Most of the replenishment criteria are
reasonably close to initial pool attributes. Fitch considers the
performance triggers as adequate to stop the revolving period in
case of larger-than-expected losses and insufficient excess spread
to cure outstanding defaults.

Moderate Default Expectations

Default rates in the originator's total book have historically been
low. Fitch has assigned a default base case of 1.7%, which is above
the worst-performing vintage, to primarily address the risks of a
limited track record of underwriting in a less favourable economic
environment and the long risk-horizon of the four-year revolving
period. Fitch also accounted for risks associated with balloon
payments and further risks from the revolving period by assigning a
higher-than-range multiple of 7.6x at 'AAA'.

Servicer Continuity Adequate

Servicer discontinuity risk is addressed by clearly defined
responsibilities around the appointment of a substitute servicer
within three months, the standard nature of the assets and an
adequately sized liquidity reserve. The liquidity reserve covers at
least three months of senior fees and class A interest in case of
servicer termination.

VARIATIONS FROM CRITERIA

None

RATING SENSITIVITIES

Expected impact on the note rating of increased defaults (class A/
B/ C/ D):

Current rating: 'AAAsf'/ 'A+sf'/ 'BBB+sf'/ 'BBsf'

Increase base case defaults by 10%: 'AA+sf'/ 'Asf'/ 'BBBsf'/
'BBsf'

Increase base case defaults by 25%: 'AA+sf'/ 'A-sf'/ 'BBB-sf'/
'BB-sf'

Increase base case defaults by 50%: 'AA-sf'/ 'BBB+sf'/ 'BB+sf'/
'B+sf'

Expected impact on the note rating of decreased recoveries (class
A/ B/ C/ D):

Current rating: 'AAAsf'/ 'A+sf'/ 'BBB+sf'/ 'BBsf'

Reduce base case recovery by 10%: 'AAAsf'/ 'Asf'/ 'BBBsf'/ 'BBsf'

Reduce base case recovery by 25%: 'AA+sf'/ 'Asf'/ 'BBBsf'/ 'BB-sf'

Reduce base case recovery by 50%: 'AA+sf'/ 'A-sf'/ 'BBB-sf'/
'B+sf'

Expected impact on the note rating of increased defaults and
decreased recoveries (class A/ B/ C/ D):

Current rating: 'AAAsf'/ 'A+sf'/ 'BBB+sf'/ 'BBsf'

Increase default base case by 10%; reduce recovery base case by
10%: 'AA+sf'/ 'Asf'/ 'BBBsf'/ 'BB-sf'

Increase default base case by 25%; reduce recovery base case by
25%: 'AAsf'/ 'BBB+sf'/ 'BB+sf'/ 'B+sf'

Increase default base case by 50%; reduce recovery base case by
50%: 'Asf'/ 'BBB-sf'/ 'BB-sf'/ 'B-sf'


REVOCAR 2019-2: S&P Assigns BB Rating on Class D Notes
------------------------------------------------------
S&P Global Ratings has assigned its credit ratings to RevoCar
2019-2 UG (haftungbeschrankt)'s class A through D-Dfrd notes.

The collateral in RevoCar 2019-2 comprises German auto loan
receivables that Bank11 fur Privatkunden und Handel GmbH (Bank11)
originated and granted to private (96.4%) and commercial customers
(3.6%) for the purchase of new (54.0%) and used vehicles (46.0%),
primarily cars. The portfolio also includes 2.2% of loans for
motorbikes and leisure vehicles. This transaction is Bank11's 7th
German public ABS securitization. The transaction is revolving for
a maximum period of 48 months.

According to the transaction's terms and conditions, interest can
be deferred on any class of notes with the exception of the class A
notes if the undercollateralization of the relevant class is above
a certain threshold. Furthermore, there is no compensation
mechanism that would accrue interest on deferred interest, and all
previously deferred interest will not be due immediately when the
class becomes the most senior. Considering the abovementioned
factors, S&P has assigned ratings that address ultimate payment of
interest and principal on the class B-Dfrd, C-Dfrd, and D-Dfrd
notes based on our interest shortfall methodology. S&P's rating on
the class A notes instead addresses the timely payment of interest
and ultimate payment of principal.

S&P's ratings reflect its analysis of the transaction's payment
structure, its exposure to counterparty and operational risks, and
the results of its cash flow analysis to assess whether the rated
notes would be repaid under stress test scenarios.

There is a liquidity reserve fund, which provides only liquidity
support to interest on the class A notes, in case the servicer
fails to transfer collections to the special-purpose entity
following a servicer termination event.

The transaction features a combined waterfall. The notes will
amortize sequentially when the revolving period ends.

S&P's ratings on this transaction are not constrained by the
application of its sovereign risk criteria for structured finance
transactions or its counterparty risk criteria. S&P's operational
risk criteria do not cap this transaction.

At closing, RevoCar 2019-2 issued an unrated class E-Dfrd
subordinated note, which will provide credit enhancement to the
class A through D-Dfrd notes because it ranks below the notes for
the payment of interest and principal.

  Ratings List

  RevoCar 2019-2 UG (haftungbeschrankt)

  Class     Rating      Amount
                       (mil. EUR)
  A         AAA (sf)    458.2
  B-Dfrd    A (sf)       22.3
  C-Dfrd    BBB (sf)      9.1
  D-Dfrd    BB (sf)       4.3
  E-Dfrd    NR            6.1

  NR--Not rated.
  Dfrd--Deferrable.




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GREECE: S&P Raises LongTerm Sovereign Credit Ratings to 'BB-'
-------------------------------------------------------------
S&P Global Ratings, on Oct. 25, 2019, raised its long-term
sovereign credit ratings on Greece to 'BB-' from 'B+'. The outlook
is positive.

At the same time, S&P affirmed its 'B' short-term sovereign credit
ratings.

Outlook

The positive outlook signifies that S&P could raise its ratings on
Greece within the next 12 months if the government continues
implementing structural reforms that strengthen the country's
economic growth potential and public finance sustainability.

Upside scenario

S&P said, "In particular, we would consider an upgrade in the
context of continuous implementation of reforms addressing the
remaining structural challenges in the economy. Another potential
trigger for an upgrade would be a marked reduction of nonperforming
exposures (NPEs) in Greece's impaired banking system, which would,
in our view, benefit the currently challenged monetary transmission
mechanism."

Downside scenario

S&P could revise the outlook to stable if economic growth is
significantly weaker than it expects or reform implementation
stalls, hampering the reduction of government debt and the
financial sector's restructuring.

Rationale

raised its long-term sovereign credit ratings on Greece to 'BB-'The
upgrade follows developments that we believe significantly reduce
budgetary risks for the Greek government. In May this year, the
Greek State Council ruled that the elimination of civil servants'
seasonal bonuses in 2013 was not unconstitutional. Then, in October
2019, the Council found that the 2016 reform reducing some public
pensions was unconstitutional. Although this means all public
pensions will be recalculated as of Dec. 31, 2014, the Council's
ruling is not retroactive, implying that the reversal of payouts
affects only the period following the ruling.

"While, as a result of the latter decision, overall public pension
spending will increase, we understand the government is preparing a
new pension bill that will fully address the related budgetary
implications. The proposed bill will also limit the pension
increase resulting from the ruling to a short period of time.

"Another key credit development was the removal in September 2019
of the remaining capital controls. They were first implemented
during the 2015 financial and economic crisis to shore up banking
sector stability after a rapid drop in bank deposits, and were
being relaxed gradually after that. We have not observed any
unusual deposit outflows since then, although banking sector
deposits are still about 13% below the precrisis level at the end
of 2014. We believe the removal of restrictions will improve
confidence in the economy, while reducing related financial costs,
which is particularly relevant for the private-sector business
environment.

"Our ratings on Greece reflect the improving economic outlook,
accompanied by strong budgetary performance and a favorable
government debt structure. These compare with the country's high
external and public debt, still-pressured banking system with large
NPEs, and challenged monetary transmission mechanism. In terms of
maturity and average interest costs, Greece has one of the most
advantageous debt profiles of all the sovereigns we rate. The
commercial portion of Greece's central government debt represents
less than 20% of total debt, or less than 40% of GDP. The final
disbursement from the European Stability Mechanism (ESM) program
has provided a sizable cash buffer that we estimate will meet the
central government's debt-service requirements into 2023. We
project that Greece's general government gross and net debt-to-GDP
ratios will decline from 2019, aided by a recovery in nominal GDP
growth and large current account surpluses."

Institutional and economic profile: Greece's economic growth
prospects are improving

-- Following the July 2019 general elections, the new center-right
government is focused on implementing its economic program, aimed
at reducing the tax burden and supporting investment.

-- S&P projectd average economic growth slightly exceeding 2.5%
over 2019-2022, although a slowdown in the eurozone, Greece's main
trading partner, will likely weigh on exports.

-- Domestic demand will strengthen, thanks to increased
consumption and investment-supportive economic and fiscal policy
measures.

After real GDP growth of 1.9% in 2018, S&P expects Greece's economy
will expand by about 2% in 2019 before gradually accelerating in
2020-2022. Employment growth remains solid, and S&P forecasts it at
around 2% annually through 2022, although a recent increase in the
minimum wage could lead to a slowdown in hiring. The economy would
benefit from a higher share of permanent jobs, however, since in
2018 and so far in 2019, slightly more than one-half of new
employees were on temporary contracts.

In July 2019, New Democracy won the general election and obtained
an absolute majority in the parliament, making party leader Mr.
Kyriakos Mitsotakis the prime minister. New Democracy campaigned on
an economic policy agenda that includes plans to reduce households'
and companies' tax burdens, accelerate privatization, improve the
business environment, and facilitate the reduction of banks'
sizable NPEs. We believe that, if these plans are realized,
Greece's so far relatively modest economic recovery may pick up.

S&P said, "Over the next three years, we expect Greece's economic
growth will surpass the eurozone average, including in real GDP per
capita terms. We also expect economic performance to remain
balanced, fueled mainly by domestic demand and exports. In this
context, we expect a steady rise in private consumption amid higher
employment and the almost 11% increase in the monthly minimum
wage." Planned fiscal measures, such as the reduction of personal
income tax for low-income earners, lowering of property tax, and
revised schedule for paying tax arrears should support households'
disposable income.

Private investment is also set to improve alongside increasing net
foreign direct investment (FDI). The government plans to accelerate
its privatization program, while facilitating planned
private-sector-led projects, such as redevelopment of the site of
the former Athens International Airport. Assets to be privatized
include a 30% stake of Athens International Airport, a stake in
Hellenic Petroleum, DEPA (the public gas corporation), concessions
on the Egnatia motorway, and regional ports. The government plans
to increase public-sector investments to 4.3% of GDP in 2020 from
about 3.8% in 2019.

S&P said, "We believe the improving financial environment,
including the government's borrowing terms, and removal of capital
controls will foster investment. However, in our opinion, the key
to a faster economic recovery is a drop in banks' NPEs, which would
spur private-sector credit. We believe the positive impact of
previous reforms, such as in product and services markets, are
unlikely to be displayed in recessionary or low-growth conditions."
Without access to working capital, the small and midsize enterprise
sector--the economy's largest employer--remains in varying degrees
of distress. Private-sector default is still widespread, including
on tax debt.

Absent external shocks, such as from mounting global protectionism
or an unexpected slump in the eurozone, Greece's export sector is
well positioned to benefit from its increased competitiveness.
Labor cost competitiveness has improved to the level before 2000,
and external demand has risen. Consequently, the share of exported
goods and services (excluding shipping services) has almost
doubled, compared with 19% of GDP in 2009. Greece's market shares
in global trade have increased correspondingly and we expect
further gains through 2020-2022.

Nevertheless, Greece still compares poorly with its peers, due to
impediments to competition in its product and professional services
markets, relatively weak property rights, complex bankruptcy
procedures, inefficient judiciary, and low predictability of
contract enforcement. As a consequence, net FDI inflows, although
improved, may be insufficient to fund a stronger economic recovery.
Labor reform by the previous administration, which could have
reintroduced national collective wage negotiations, was reversed
this year. Therefore, S&P views the current government's labor
reforms as geared toward improving companies' flexibility. This
includes a proposed bill introducing opt-outs from sectoral
collective agreements in case of financial distress.

The government also plans to reform the business environment, by
reducing undue administrative burdens (especially to speed up
investment) and anticompetitive behavior, particularly in the
services sector. S&P believes successful business-friendly reforms
would likely enhance macroeconomic outcomes or the sovereign's
debt-servicing ability in the medium to long term.

Following the end of the ESM program, Greece is subject to
quarterly reviews under the European Commission's "enhanced
surveillance framework." Ongoing debt relief and the return of
so-called ANFA/SMP profits on Greek bonds held by the European
Central Bank (ECB) and the eurozone's national central banks is
subject to ongoing compliance with the program's objectives. Use of
the cash buffer other than for debt servicing has to be agreed with
the European institutions. S&P therefore believes Greece will avoid
pronounced slippage compared with agreed benchmarks. In this
context, the Greek government is maintaining its commitment to not
deviate from the current agreement until a lower primary surplus
target (currently set at 3.5% of GDP until 2023) is confirmed with
its eurozone peers. As a result, S&P expects Greece's economic and
budgetary policies will be in line with commitments made when the
ESM program was terminated.

S&P views constitutional amendments to separate the presidential
elections from the government's mandate as positive. The details of
the presidential election according to the new arrangement are
still to be specified. However, the risk of government instability
due to parliament's unsuccessful appointment of a president of
Greece appears to have been eliminated. Under the previous
arrangement, that could have led to a no-confidence vote and,
potentially, new general elections. The current government will
therefore have a more stable mandate, without the presidential
elections and related political maneuvering undermining the
predictability of economic and budgetary policies.

Flexibility and performance profile: Strong budgetary performance
will continue, and banks are recovering

-- The Greek State Council's decisions on civil servants' seasonal
bonuses and the 2016 pension reform significantly reduce the
potential burden on public finances and improve the predictability
of future budgetary outcomes.

-- S&P projects general government debt will decline during
2019-2022, with a cash buffer limiting debt-repayment risks through
2023.

-- In September 2019, the remaining capital controls in the Greek
banking system were lifted, without any adverse impact on deposit
trends.

-- If implemented, proposals to accelerate the reduction of banks'
NPEs could stimulate credit activity and increased investment.

Greece has established a track record of exceeding budgetary
targets via rigid expenditure controls and improved revenue
performance following a large budgetary adjustment since the
economic and financial crisis started in 2015. S&P estimates the
budget surplus in 2019 at around 1.3% of GDP, up from about 1.0% in
2018. This implies a primary balance of about 4.3% of GDP, which
significantly outperforms the target of 3.5% agreed with
creditors.

The general government's budgetary outcome so far this year
suggests solid revenue performance, despite fiscal measures
implemented in May 2019 by the previous government. The result
includes better-than-budgeted revenue performance; it also
benefited from receipts totaling EUR1.8 billion, related to the
extension of concession rights of the Athens International Airport
and to so-called ANFA/SMP bonds. Moreover, central government
spending has been lower than planned, due to reduced interest
payments, public investment, and transfers to other government
tiers. Following the State Council's recent decisions, pension
spending in 2019 will likely be somewhat higher than budgeted,
however.

The Council ruled in May this year that the former government's
2013 decision to eliminate holiday bonuses for civil servants was
not unconstitutional. More recently, in October, it found the 2016
pension reform that reduced some public pensions to be
unconstitutional. Although all pensions have to be recalculated as
of the Dec. 31, 2014, level, the Council's decision is not
retroactive. Future spending on public pension spending will
increase as a result, but S&P understands the government is
preparing a new pension bill to address the budgetary implications
and limit the pension increase to a very short period.

The 2019 budget includes a series of measures to reduce the tax
burden on the economy. Besides a recent decision to reduce the
property tax rate, the budget decreases the basic personal income
tax rate to 9% from 22%, corporate income tax rate to 24% from 28%,
and dividend tax rate to 5% from 10%. It also envisages the
suspension of value-added tax on new buildings and tax property
capital gains for three years, as well as a reduction in social
security contributions by 5 percentage points by 2023, among other
measures. This tax relief is expected to be offset by revenue and
spending measures, including increased tax collection from
combating tax evasion via the enhancement of electronic
transactions, and revaluation of the property tax base.

As a result, S&P forecasts a budget surplus of around 0.8% of GDP
in 2020, with a primary surplus in line with the 3.5% of GDP target
agreed with official creditors. This in turn will lead to a further
decline in gross general government debt to about 166% of GDP next
year from just below 174% this year. Net of cash buffers, we
project net general government debt will decline to about 150% of
GDP in 2020 and below 140% of GDP in 2022. The trajectory of this
metric over the coming years will depend on the government's
strategy to support the reduction of banks' NPEs and potential
privatization receipts.

S&P said, "Despite the size of Greece's debt, we estimate its
debt-servicing costs will average about 1.6% at year-end 2019,
significantly lower than the average refinancing costs for the
majority of sovereigns rated in the 'BB' category. The ECB's
monetary policy decisions have also helped reduce Greece's interest
expenditure through lower borrowing costs. For example, Greece
recently issued three-month treasury-bills with a negative yield.
We anticipate that, even with increasing commercial debt issuance,
Greece's commercial debt will constitute less than 20% of its total
general government debt through 2021.

"We therefore expect a gradual reduction in interest payments
relative to government revenues. Potential partial prepayment of
the about EUR8.5 billion of outstanding obligations (as of June 30,
2019) to the International Monetary Fund would reduce the interest
burden further without easing the post-program surveillance. We
estimate the average remaining term of Greece's debt at 21 years at
year-end 2019, although this is set to increase with the
implementation of debt-relief measures granted in June 2018."

Greek banks have made progress in reducing their NPEs, which as of
June 30, 2019, totaled just above EUR75 billion (excluding
off-balance-sheet items), down about 30% from EUR107.2 billion in
March 2016. Ongoing initiatives to tackle the high NPEs include
write-offs, out-of-court restructuring, the development of a
secondary market, and electronic auctions. The household insolvency
law agreed with EU institutions earlier this year is likely to
reduce the number of strategic defaults and accelerate settlements
with borrowers, which will under certain conditions benefit from a
state subsidy toward mortgage loan installments.

Based on how the high-NPE situation developed in Spain, Ireland,
Slovenia, and Cyprus, we believe a faster decline in NPEs may not
be possible without a more resolute approach and, potentially,
additional government support. The Greek authorities are setting up
an asset-protection scheme--already approved by the EU's
competition authority--that entails granting sovereign guarantees
for senior tranches of proposed NPE securitizations to reduce NPEs
in the banking system. The implementation of a scheme, proposed by
the Bank of Greece, to transfer some NPEs to an asset management
company has been put on hold.

S&P said, "In our view, the implementation of the above proposals
would materially improve the likelihood of banks achieving their
own target of reducing NPEs to 20% or lower. We believe such
measures would help repair the monetary transmission mechanism and
hasten the economic recovery." Already, new credit to nonfinancial
corporations is increasing, up 2.9% year on year in August 2019,
while household credit is still declining. However, overall credit
to nonfinancial corporations and households is still declining (by
about 10% year on year in August 2019).

Liquidity in the banking system has improved, however. As of the
first quarter of 2019, banks no longer rely on costly emergency
liquidity assistance. Central bank financing to Greek commercial
banks totaled EUR8.2 billion in August 2019, compared with the peak
of EUR126.7 billion in 2015. An uptick in deposits has helped, as
have repurchase transactions with international banks and sales of
NPEs. Bank deposits have been increasing, with household and
corporate deposits up about 6.2% year on year in August 2019. But
the current aggregate is still about 13% below the level recorded
before the economic and financial turmoil that led to capital
controls in July 2015. The successful removal of capital controls,
without any adverse impact on deposit flows, signals improved
confidence of economic agents and bodes well for Greece's
investment environment.

Over the past year, Greece's systemically important banks have
issued covered bonds, for the first time since 2014. Now that the
ESM program has ended, banks in Greece have lost the waiver
allowing them to access regular ECB financing using Greek
government bonds as collateral. However, the banks' funding was not
disrupted.

S&P projects Greece's current account deficit will widen slightly
in 2019 to 2.4% of GDP, with increased pressure from imports to
meet higher consumption, solid investment recovery, and a slowdown
in global economic trade. In 2018, the solid export performance,
including substantial growth in the services surplus, was more than
offset by a higher oil deficit and imports growth.

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision.

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.

The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating
action.

  Ratings List

  Affirmed

  Greece

   Transfer & Convertibility Assessment    AAA

  Upgraded
                                 To               From
  Greece

   Sovereign Credit Rating     BB-/Positive/B    B+/Positive/B
   Senior Unsecured            BB-               B+
   Commercial Paper            B                 B




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

BLUEMOUNTAIN FUJI: Fitch to Rate on Class F Debt 'B-(EXP)'
----------------------------------------------------------
Fitch assigned BlueMountain Fuji EUR CLO V Designated Activity
Company expected ratings as detailed.

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

BlueMountain Fuji EUR CLO V DAC

Class A;    LT AAA(EXP)sf; Expected Rating  

Class B;    LT AA(EXP)sf;  Expected Rating  

Class C;    LT A(EXP)sf;   Expected Rating  

Class D;    LT BBB(EXP)sf; Expected Rating  

Class E;    LT BB(EXP)sf;  Expected Rating  

Class F;    LT B-(EXP)sf;  Expected Rating  

Sub. Notes; LT NR(EXP)sf;  Expected Rating  

Class X;    LT AAA(EXP)sf; Expected Rating

TRANSACTION SUMMARY

The transaction is a securitisation of mainly senior secured loans
with a component of senior unsecured, mezzanine, and second-lien
loans. The note issuance will be used to fund a portfolio with a
target par of EUR350 million. The portfolio is managed by
BlueMountain Fuji Management, LLC, via its Series A entity known as
BlueMountain A. The CLO envisages a further 4.6-year reinvestment
period and an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors at the 'B'
category. The Fitch-weighted average rating factor (WARF) of the
identified portfolio is 32.1, below the indicative maximum WARF
covenant of 33.5.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch- weighted average recovery rate (WARR) of the identified
portfolio is 67.1%, above the indicative minimum covenant of 64%.

Diversified Asset Portfolio

The covenanted maximum exposure to the top 10 obligors for
assigning the expected ratings is 20% of the portfolio balance. The
transaction also includes various concentration limits, including
the maximum industry exposure based on Fitch's industry
definitions. The covenants ensure that the asset portfolio will not
be exposed to excessive concentration.

Portfolio Management

The transaction features a 4.6-year reinvestment period and
includes reinvestment criteria similar to other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, and to assess their effectiveness,
including the structural protection provided by excess spread
diverted through the par value and interest coverage tests.

Interest Rate Cap

The transaction has an interest rate cap with a notional of EUR40
million, a tenor of six years and a strike rate of 2%. This
partially mitigates the fixed-floating interest rate mismatches
between assets and liabilities. The transaction allows a maximum
fixed-rate assets of 10% while all rated notes are paying floating
rates.

RATING SENSITIVITIES

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

A 25% reduction in recovery rates would lead to a downgrade of up
to four notches for the rated notes.


FLY LEASING: Moody's Affirms Ba3 CFR &  Alters Outlook to Positive
------------------------------------------------------------------
Moody's Investors Service affirmed the Ba3 corporate family and B1
senior unsecured ratings of Fly Leasing Limited and revised Fly's
outlook to positive from stable.

Affirmations:

Issuer: Fly Funding II S.a.r.l.

Senior Secured Bank Credit Facility, Affirmed Ba2

Issuer: Fly Leasing Limited

Corporate Family Rating, Affirmed Ba3

Pref. Shelf, Affirmed (P)B3

Subordinate Shelf, Affirmed (P)B2

Senior Unsecured Shelf, Affirmed (P)B1

Pref. Non-cumulative Shelf, Affirmed (P)Caa1

Senior Unsecured Regular Bond/Debenture, Affirmed B1

Outlook Actions:

Issuer: Fly Funding II S.a.r.l.

Outlook, Changed To Positive From Stable

Issuer: Fly Leasing Limited

Outlook, Changed To Positive From Stable

RATINGS RATIONALE

Moody's affirmed Fly's ratings after considering the positive
effects of the company's aircraft acquisition and trading
activities on its fleet quality, profitability, and capital
position. Fly's fleet management efforts have improved its fleet
composition, adding popular current and new generation narrow-body
models with a large user base and more manageable remarketing
risks. Fly has had strong performance through the first six months
of 2019, with earnings of $99 million and a ratio of net income to
tangible assets of 4.8%, both more than double 2018's mid-year
results. Fly's unusually high gain on sale income stemming from
accelerated fleet sales this year means the recent profitability
levels are not likely sustainable. But Moody's expects that Fly's
contracted acquisition of additional aircraft from AirAsia Group
and from other sources will continue to provide strong revenues,
earnings and cash flows in line with well-positioned industry
peers. Fly's strong results have strengthened its capital position,
resulting in a decline in its debt to tangible net worth ratio to
3x at June 30, 2019 from 4x at the end of 2018.

Moody's revised Fly's rating outlook to positive based on the
company's likely further reduction in debt to tangible net worth
leverage below previous expectations. Moody's now anticipates that
Fly's leverage will decline to materially less than 3x as of
September 30, 2019. Moody's previous expectation was that leverage
would reach about 3.5x. If Fly is able to maintain leverage below
3x, through concerted fleet management, amortization of debt and
retention of earnings, Moody's could consider upgrading the
company's corporate family rating.

The positive outlook also reflects Fly's ongoing efforts to
increase customer diversity. At June 30, 2019 Fly's top ten airline
customers comprised 61% of the carrying value of its fleet
excluding aircraft held for sale, whereas larger competitors range
from 30% to 45%. Moody's anticipates that Fly's AirAsia Group
concentration, while significant, will peak at a lower level than
initially expected, reflecting the company's accelerated sales of
aircraft to manage exposure concentrations and recycle capital for
committed acquisitions. However, Fly will need to continue a
significant pace of sales to keep its exposure concentrations in
check.

In 2018, FLY agreed to acquire 55 Airbus aircraft from AirAsia
Berhad (AAB) and its subsidiary Asia Aviation Capital Limited
(AAC), 33 of which have been delivered. Beginning in late 2019 and
continuing through 2022, Fly will take delivery of 8 new A320 NEO
and 13 A321 NEO aircraft which are committed to AirAsia Group
leases, which will increase Fly's exposure to AirAsia Group,
barring additional sales. Fly has also exercised options to
purchase 8 A320 NEO family aircraft to be delivered in 2020 and
2021 that are not yet committed to leases. Fly's aircraft
acquisitions are part of a larger transaction involving Incline
Aviation and Nomura Babcock & Brown, capital partners of Fly's
external manager BBAM Limited Partnership (BBAM), which in March
2018 agreed to acquire a total of 127 aircraft and 50 options from
AAB.

Constraints on Fly's rating include its high airline concentrations
compared to rated peers, its higher reliance on secured funding
that encumbers its fleet and limits financial and operational
flexibility, and its modest access to alternate liquidity.

Moody's could upgrade Fly's ratings if the company maintains
leverage (debt/tangible net worth) of less than 3x, reduces its
ratio of secured debt to tangible managed assets to less than 50%,
reduces its top ten airline concentrations to 50% or less, and
maintains strong profitability considering its fleet risk profile.

Moody's could downgrade Fly's ratings if its debt to equity
leverage increases above 4.5x, single name or top ten airline
concentrations increase, or if profitability and liquidity
positions weaken materially.

The principal methodology used in these ratings was Finance
Companies published in December 2018.




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

ASSET-BACKED EUROPEAN: Fitch Gives BB+(EXP) Rating on 2 Tranches
----------------------------------------------------------------
Fitch Ratings assigned Asset-Backed European Securitisation
Transaction Seventeen S.r.l.'s the following expected ratings:

Class A notes: 'AA(EXP)sf'; Outlook Negative

Class B notes: 'A+(EXP)sf'; Outlook Stable

Class C notes: 'BBB(EXP)sf'; Outlook Stable

Class D notes: 'BB+(EXP)sf'; Outlook Stable

Class E notes: 'BB+(EXP)sf'; Outlook Stable

Class M notes: 'NR(EXP)sf';

The transaction is a securitisation of performing auto loans
advanced to Italian individuals, including VAT borrowers (ie,
professionals and artisans) by FCA Bank S.p.A. (FCAB;
BBB+/Stable/F1), a joint venture between Fiat Chrysler Automobiles
and Credit Agricole Consumer Finance.

KEY RATING DRIVERS

Low Default Expectations

Fitch's base case cumulative default rates are set at 1.5%, 3% and
2.25% for new car loans, used car loans and loans to VAT borrowers,
respectively, and reflect the recently improved performance of the
originator's loan book.

Fitch applied a stress multiple of 5.5x on defaults at 'AAsf' for
new cars to take into account the transaction's long-term default
definition, the low absolute level of its base case and the
14-month revolving period. The agency applied a lower multiple of
5.0x for used cars and VAT borrowers at 'AAsf' to take into account
the higher absolute base case compared with new cars.

Unsecured Recoveries

Due to the unsecured nature of Italian auto financing, recoveries
mainly rely on borrowers' restored performance, loan settlement, or
proceeds from the sale of non-performing loan (NPL) pools, rather
than car sale proceeds. Fitch has determined a weighted average
(WA) expected recovery rate of 15% and applied a WA 'AAsf' haircut
of 50%.

Revolving Covenants Limit Portfolio Deterioration

During the revolving period, the pool may migrate to a stressed
portfolio composition. Fitch believes that, individually, certain
revolving performance triggers are somewhat looser than other auto
loan transactions. However, Fitch deems the revolving conditions
adequate as a whole and this risk is addressed within its stress
assumptions, including a loss base case reflecting Fitch's
stressed-portfolio composition.

Pro Rata Amortisation

Subject to certain conditions and in contrast to A-Best's prior
transactions the class A to M notes can repay pro-rata until a
sequential redemption event occurs. This occurs after the first six
months of sequential redemption. In Fitch's view, the gross
cumulative default and the principal deficiency ledger (PDL)
sequential triggers are adequately tight compared with the expected
performance of the transaction. These triggers and the mandatory
switch back to sequential pay-down when the outstanding collateral
balance falls below a certain threshold effectively mitigate tail
risk.

Sovereign Cap

The expected rating of the class A notes is capped at 'AA(EXP)sf'
by the maximum achievable rating for Italian structured finance
transactions at six notches above the rating of Italy
(BBB/Negative/F2). The Negative Outlook on this tranche reflects
that on the sovereign.

RATING SENSITIVITIES

Rating sensitivities to increased default assumptions by 10% / 25%
/ 50%:

Class A notes: 'AAsf' / 'AA-sf' / 'Asf'

Class B notes: 'Asf' / 'A-sf' / 'BBBsf'

Class C notes: 'BBBsf' / 'BB+sf' / 'BBsf'

Class D notes: 'BBsf' / 'BB-sf' / 'Bsf'

Class E notes: 'BBsf' / 'BB-sf' / 'Bsf'

Rating sensitivities to decreased recovery assumptions by 10% / 25%
/ 50%:

Class A notes: 'AAsf' / 'AAsf' / 'AAsf'

Class B notes: 'A+sf' / 'Asf' / 'Asf'

Class C notes: 'BBBsf' / 'BBBsf' / 'BBBsf'

Class D notes: 'BBsf' / 'BBsf' / 'BBsf'

Class E notes: 'BBsf' / 'BBsf' / 'BBsf'

Rating sensitivities to increased default and decreased recovery
assumptions by 10% / 25% / 50%:

Class A notes: 'AAsf' / 'AA-sf' / 'Asf'

Class B notes: 'Asf' / 'BBB+sf' / 'BBBsf'

Class C notes: 'BBB-sf' / 'BB+sf' / 'BB-sf'

Class D notes: 'BBsf' / 'BB-sf' / 'Bsf'

Class E notes: 'BBsf' / 'BB-sf' / 'Bsf'

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Fitch reviewed the results of a third-party assessment conducted on
the asset portfolio information, which indicated no adverse
findings that was material to the rating analysis.

Fitch conducted a review of a small targeted sample of the
originator's loan files during its last originator review in July
2019 and found the information contained in the reviewed files to
be adequately consistent with the originator's policies and
practices and the other information provided to the agency about
the asset portfolio.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.


NEXI SPA: Fitch Assigns BB Rating to EUR825MM Sr. Unsec. Notes
--------------------------------------------------------------
Fitch Ratings assigned Nexi S.p.A.'s EUR825 million senior
unsecured notes an instrument rating of 'BB', and has withdrawn the
senior secured rating on the previously outstanding secured notes.
The rating actions follow the completion of the planned unsecured
debt issuance and the consequent redemption of the outstanding
secured bonds.

The ratings were withdrawn with the following reason: Bonds were
redeemed

KEY RATING DRIVERS

Performance Accelerates Deleveraging: Nexi's 1H19 results highlight
stronger revenue and higher profitability, due mainly to the
implementation of its post-integration synergies and cost-saving
and top-line initiatives. Fitch therefore has revised its expected
EBITDA for the fiscal year ending December 31, 2019 (FY19) to
EUR479 million (after adjusting for the effects of the application
of IFRS 16) from EUR457 million.

As a consequence, Fitch expects Nexi's leverage metrics at 4.6x on
an adjusted gross funds from operations (FFO) basis for FY19,
declining from 5.8x calculated for the pro forma FY18 figures, and
below its previous post-IPO forecast of 4.8x for FY19. Fitch
expects FFO fixed-charge coverage above 3.5x from FY19.

Financial Policy to Stabilise: Nexi's business perimeter is the
result of a relatively recent process of carve-out reshaping
through M&A and disposals of business units started in 2016. The
likely reorganisation of Italian banking groups could provide
further acquisition opportunities for Nexi, thereby meeting the
appetite of controlling financial shareholders for equity value
enhancement, considering the expired IPO lock-up period.

Nexi's target dividend pay-out ratio of between 20% and 30%
expected by Fitch from FY20 and a net debt-to-normalised-EBITDA
target of 2.0x-2.5x in the medium to long term is well inside the
financial covenant included in the credit facility, leaving room
for potential departures from the stated leverage limit.
Consequently, Fitch still believes that Nexi may require in excess
of six quarters before fully meeting the leverage target.

Delivery of Cost Savings: Nexi is ahead of Fitch's expectations on
the delivery of its announced cost-savings initiatives in
conjunction with its transformation project that was started in
2017. The initiatives are split between cost savings, integration
synergies, and digital innovations. The related EBITDA uplift as of
2018 was EUR96 million, out of a targeted EUR191 million overall,
leaving EUR95 million to be realised by 2020. Fitch understands
that Nexi has made significant progress towards the full
achievement of the initiatives; therefore, Fitch has reduced the
execution-related discount factor applied to Nexi's expected EBITDA
contribution to 10%-15% from 30%-35%.

Growth Trend in Digital Payments: The level of card usage in
payment transactions in Italy is one of the lowest in western
Europe, with most reports indicating a CAGR of around 9% in value
for 2015-2018. Online and physical card transactions in Italy are
increasing, driven by the preferences of younger generations, the
growth of e-commerce, and the improving perception of payment
processing safety. Fitch expects levels of electronic and digital
payments in Italy to converge towards those in the rest of western
Europe, as more merchants adopt cards and digital payment methods.

Controlled Risks from Banks' Consolidation: Fitch expects mergers
and consolidation in the banking sector in Italy to continue. Banks
are Nexi's key client category and the main third-party marketing
engine, so consolidation of the sector will reduce the number of
key accounts and increase customer concentration for Nexi,
weakening its bargaining power. Nexi's management has simulated
several scenarios of sector consolidation that result in stable
transaction volumes, lower revenue and flat EBITDA margins compared
to the current plan. Fitch believes Nexi's capacity to deliver cost
savings and to exploit its operating leverage will be key to
defending the company's free cash flow (FCF) in the medium term.

Regulatory Risks: Nexi's activity is subject to regulatory
constraints in privacy, money laundering and personal and business
data protection both from European bodies and Italian authorities.
In Italy, the new government announced measures to stimulate the
wider adoption of digital payments; however, the presence of
pro-cash lobby groups in the country could impair the pace of
implementation of the digital agenda. Nevertheless, long-term
digital adoption trends, together with mild but favourable
legislation adopted over the past seven-to-eight years, including
the electronic invoicing bill, support growth prospects in the
medium term.

Technology Risk: Fitch expects multiple technological advancements
in the payment industry to require investments to develop or
license new solutions in response to changing customer preferences.
Competition, in particular in the field of mobile wallets, can come
from traditional and non-traditional entities, the latter being
between mobile technology, telecom and software operators. However,
Fitch believes that such technological risk is unlikely to
initially dent growth for Nexi, due to the rapid adoption of credit
cards and digital payments in Italy.

DERIVATION SUMMARY

Nexi is well-positioned in the growing Italian payment services
market, due to its longstanding relationships with key partner
banks. These relationships, together with high switching costs for
merchants and banks to potential competitors, translate into high
barriers to entry. Following its consolidation with several
acquired entities since its own acquisition by its sponsors in
2015, and operating under the ICBPI brand, Nexi's carved-out
business is characterised by a wide product offering with
considerable operating leverage, which allows the company to expand
its EBITDA margins over 50% and FCF margins towards 13%. It is
comparable to peers rated by Fitch in its public ratings and credit
opinion portfolios within the payment processing industry, such as
Nets Topco Lux 3 Sarl (Nets, B+/Stable) despite the latter's higher
leverage. Nexi has some similarities with PayPal Holdings Inc.
(BBB+/Stable), which shows lower margins but strong geographical
diversification and significantly lower debt.

Post-IPO and related partial debt prepayment, Nexi's rating fits
appropriately within the 'BB' category, and is comparable with
other Italian technology, media & telecom peers in the same rating
group, such as EI Towers S.p.A. (BB/Stable) and Telecom Italia
S.p.A (BB+/Stable), all with similar leverage profiles. Key
constraining factors for Nexi are its 100% exposure to Italy, its
leverage, though materially reduced, and exposure to the evolving
digital payments industry, which still faces competitive pressures
and potential regulatory challenges.

KEY ASSUMPTIONS

  - Revenue CAGR of 3.4% for FY19-22 driven by both the cards and
    merchant services segments

  - EBITDA margin improvement to around 52.3% by 2020 from 49.2%,
    driven by realised synergies

  - Annual costs of EUR15 million associated with maintaining
    the settlement facility

  - Capex of about 17.6% of revenue, slightly decreasing to
    about 14.6% by 2022

  - Extraordinary cost items decreasing from EUR52 million in
    2019 to EUR20 million from 2021

  - Acquisitions of EUR25 million a year

  - Dividends of EUR20 million to begin in 2020, increasing
    to EUR55 million in 2021 and EUR60 million in 2022
  
  - 2.5% discount on expected EBITDA uplift impact from
    announced initiatives in 2019 and of 6% in 2020

RATING SENSITIVITIES

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

  - FFO adjusted gross leverage consistently below 4.0x

  - FFO fixed-charge coverage over 4.0x

  - Demonstrated commitment to deleveraging and stable
    financial policy on leverage

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

  - FFO adjusted gross leverage above 5.0x

  - FFO fixed-charge coverage below 3.0x

  - EBITDA margins below 45%

  - Financial policy leading to major acquisitions partially or
entirely debt-funded

  - Disruption or deterioration in settlement facility setup

LIQUIDITY AND DEBT STRUCTURE

In conjunction with the IPO, the company drew EUR1,000 million of
term loan B and increased its undrawn RCF to EUR350 million. These,
with the EUR700 million equity proceeds from its IPO were used to
repay and partially refinance its outstanding notes, effectively
reducing its total debt amount by EUR 745 million and achieving
material interest savings, increased by the issuance of the EUR825
million unsecured notes at a coupon of 1.75%.

The company has EUR323 million cash on-balance sheet as of June 30,
2019, and EUR 350 million of available undrawn RCF. The company's
liquidity is comfortable as it has minimal working-capital
fluctuations and long-dated maturities, high capex requirements and
expected one-off costs in 2019 that are however, supported by its
FCF margin of around 6% in 2019 and around 12% thereafter

SUMMARY OF FINANCIAL ADJUSTMENTS

Results have been recast for the application of IFRS 16 since FY19.
Leases have been capitalised with a multiple of 8x as the company
is based in Italy.

A EUR15 million cash outflow for the settlement facility is
included before FFO.




=====================
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=====================

VODAFONEZIGGO GROUP: Moody's Rates New EUR500MM Unsec. Notes 'B2'
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to VZ Vendor
Financing B.V.'s proposed EUR500 million worth of senior unsecured
vendor financing notes due 2024. The outlook on the rating is
negative. All other ratings of the VodafoneZiggo Group B.V. remain
unchanged.

Following a simplification of VodafoneZiggo's organizational
structure in December 2018, Moody's also assigns a negative outlook
to Ziggo Financing Partnership, the issuing entity of
VodafoneZiggo's existing Term Loan E due 2025.

The B2 rating on the VFNs is one notch lower than VodafoneZiggo's
B1 Corporate Family Rating (CFR) and the B1 senior secured debt
ratings at its subsidiaries -- Ziggo B.V. and Ziggo Financing
Partnership - and one notch above the B3 rated senior unsecured
debt issued by VodafoneZiggo's subsidiary Ziggo Bond Company B.V.

The proceeds from the notes are used to finance part of
VodafoneZiggo's existing vendor financing program. This vendor
financing program stood at EUR998 million as of June 30, 2019.
VodafoneZiggo confirmed its intention to maintain a EUR1.0 billion
cap on the vendor financing program. The VFN transaction will thus
be leverage neutral. VodafoneZiggo's gross debt/ EBITDA (as
adjusted by Moody's -- based on last twelve months ending June 30,
2019) is at around 6.2x.

RATINGS RATIONALE

While the VFNs are issued out of a newly established independent
SPV that is not owned or consolidated by VodafoneZiggo, the
majority of the proceeds from the VFNs are indirectly on-lent from
the SPV to VodafoneZiggo via the vendor financing program
facilitated by ING Bank N.V. (ING, rated Aa3/ stable). This vendor
financing is reported as debt in VodafoneZiggo's consolidated
audited financial statements.

Under the vendor financing program, VodafoneZiggo and the supplier
agree the price for the goods/services. VodafoneZiggo sometimes
receives a discount from the supplier for early payment. The
purchase order and the invoice are issued at an agreed price and
payment terms. VodafoneZiggo then grosses up the invoice based on
EURIBOR + margin (as specified in Accounts Payable Management
Services Agreement, October 2019) and uploads it to the ING Vendor
Financing Platform (ING VF Platform) with a new payment term of up
to 360 days from the invoice date. VodafoneZiggo makes an English
law Irrevocable Payment Undertaking (IPU) with respect to the
Vendor Financing Receivable (Receivable). The ING VF Platform then
pays the supplier and subsequently becomes the owner of the
Receivable. The Receivable is thereafter sold by the ING VF
Platform to the VFN issuer. Ultimately, the VFN issuer is paid by
VodafoneZiggo the grossed up value specified in the IPU at maturity
of the Receivable.

To the extent there are insufficient trade payables available for
the VFN Issuer to fund, VFN proceeds are on-lent from the SPV to
VodafoneZiggo group via the unsecured credit facility (the VFZ
facility). Interest earned on VF Receivables may be less than the
coupon due on the VFNs. This will be accommodated via the Facility
Fee paid by VodafoneZiggo to the Issuer on the coupon date to
bridge any difference. While the transaction operates through a
rather complex structure, VodafoneZiggo is ultimately responsible
for the payment of coupon and principal on the VFNs via the IPU
arrangement and/ or the unsecured loan under the VFZ facility.

The creditworthiness of the supplier is irrelevant for the
bondholders under this mechanism as the supplier sells the
receivable to the ING VF Platform and reduces its payment days.
ING's credit risk in contrast is to a certain degree relevant
because of its role as the sole intermediary in this transaction
but Moody's takes comfort from the protection that the transaction
agreements provide as well as ING's strong rating. Despite several
protection mechanisms built in to the transaction agreements, there
are certain structural risks such as commingling, that could
potentially lead to some delay or loss to bond holders in an
insolvency situation at VodafoneZiggo. While Moody's recognizes
these risks, it does not consider them material enough to affect
the B2 rating on the VFNs.

Receivables under the vendor financing programme and the VFZ
facility will be unsecured obligations of VZ Financing I BV, VZ
Financing II BV and VodafoneZiggo Group B.V. VZ Financing I BV and
VZ Financing II BV are structurally subordinated to the obligors of
the senior secured indebtedness of VodafoneZiggo but are
structurally senior to the obligors of the senior notes. Senior
secured indebtedness is composed of credit facilities and senior
secured notes, which benefit from fixed asset security. The B2
rating on the VFNs thus reflects their junior position in the
capital structure relative to the large amount of senior secured
debt rated B1 and the cushion provided by the senior notes which
are junior and rated B3. Vendor financing, including the VFNs, is
somewhat negative for the senior unsecured bondholders since the
VFNs indirectly represent another asset class with structurally
senior unsecured claims in the group's recovery waterfall.

Despite good growth in recent quarters, helped by the stabilisation
of the company's mobile operations and a positive fixed performance
supported by a strong uptake of converged bundles, VodafoneZiggo's
B1 CFR remains weakly positioned in the rating category mitigated
by the company's high Moody's adjusted gross debt/EBITDA of around
6.2x (for the 12 months ended June 30, 2019) and its aggressive
shareholder returns policy, albeit reduced versus prior years
(EUR400 million-EUR600 million planned for 2019 versus EUR701
million in 2018). Although Moody's expects moderate growth trends
to continue over the next 1-2 years, no material deleveraging is
likely before year-end 2020. On a Moody's adjusted basis, cash flow
from operations (CFO) is likely to be comfortably within the B1
rating category at around 10%-12% over the projected 2019-20E
period, although Moody's expects free cash flow (FCF)/debt to
continue to be constrained by the company's cash capital spending,
vendor-financing-related property and equipment additions (which
Moody's considers capital spending in its calculation of FCF), and
significant shareholder returns.

From a corporate governance perspective, Moody's notes that
VodafoneZiggo has historically operated within a 4.5x to 5.0x net
leverage target range as excess cash flow was up-streamed to its
shareholders. Moody's flags the risk of further distributions
subject to restricted payments limitations. Whilst VodafoneZiggo
reports its vendor financing obligations as debt, it excludes this
amount from its net leverage calculation used for covenant
purposes. As of June 30, 2019, net total leverage (as reported by
the company) was 4.86x or 5.38x including vendor financing
obligations. Although the business profile of VodafoneZiggo has so
far not been constrained by issues related to corporate governance,
Moody's believe that the company remains exposed to potential
conflicts of interest arising between its two shareholders.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook on VodafoneZiggo reflects the risk that
leverage for the company may continue to remain high for a
prolonged period should aggressive shareholder returns continue and
the market conditions do not continue to improve. Realisation of
synergies should support EBITDA generation, with visible benefits
expected to be seen by 2020.

Stabilisation of the outlook will require Moody's-adjusted gross
debt/EBITDA for VodafoneZiggo to be below 6.0x on a sustained basis
and continued gradual improvement in market conditions, leading to
a better operating performance for VodafoneZiggo.

WHAT COULD CHANGE THE RATING UP / DOWN

Upward rating pressure could develop if (1) VodafoneZiggo's
operating performance continues to improve significantly, with the
timely realisation of synergies and the upside from convergent
opportunities; (2) its adjusted gross debt/EBITDA
(Moody's-calculated) falls below 5.5x on a sustained basis; and (3)
VodafoneZiggo's cash flow generation improves such that it achieves
a Moody's-adjusted CFO/debt trending towards 14%. Continued
positive Moody's-adjusted FCF will also support upward rating
pressure.

Downward rating pressure is likely if (1) the operating performance
of the group weakens significantly on a sustained basis because of
intense competition in the market, (2) the business fails to
deliver the promised synergies on a timely basis, and/or (3) the
Moody's adjusted gross debt/EBITDA remains above 6.0x and CFO/debt
falls below 8% on a sustained basis. Negative Moody's-adjusted FCF
could also support downward rating pressure.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Pay TV published
in December 2018.

VodafoneZiggo Group B.V. is a 50-50 JV owned by Liberty Global plc
(Ba3 stable) and Vodafone Group Plc (Baa2 negative). The JV was
created in December 2016. The VodafoneZiggo group is the
second-largest entity in the Dutch telecommunications market and
the only significant cable communications operator in the
Netherlands. For the last twelve month period ending June 30, 2019,
VodafoneZiggo generated revenues of EUR4.0 billion and an OCF of
EUR1.7 billion. Neither Liberty Global plc nor Vodafone Group Plc
consolidates the JV in its accounts.




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

ZAKLADY MIESNE: Receives Enforceable Titles From Creditor
---------------------------------------------------------
Reuters reports that Zaklady Miesne Henryk Kania SA said on Oct. 24
that it has received enforceable titles from social insurance
institution in Rybnik and inspectorate in Pszczyna, the company's
creditor.

According to Reuters, Zaklady Miesne said the enforceable titles
permit the company to execute following monetary claims: PLN0.7
million with interest, PLN0.5 million with interest, PLN0.2 million
with interest, PLN0.2 million with interest, PLN0.5 million with
interest, PLN81,502  with interest, PLN0.7 million with interest,
PLN90.40 with interest, PLN0.3 million with interest, PLN60,200
with interest and PLN0.2 million with interest.

It has also received two notices from director of social insurance
institution in Rybnik regarding the garnishment of monetary claims
addressed to Auchan Polska, Reuters discloses.

According to Reuters, under the said notices Auchan Polska is to
transfer all the cash due to the company for invoices and other
debts to the social insurance institution as a covering for the
writ of execution.

Zaklady Miesne Henryk Kania SA (formerly IZNS Ilawa SA) is a
Poland-based company engaged in food processing.




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

ASIAN-PACIFIC BANK: Fitch Raises LT IDRs to B, Outlook Stable
-------------------------------------------------------------
Fitch Ratings upgraded Russia-based PJSC Asian-Pacific Bank's
Long-Term Local- and Foreign-Currency Issuer Default Ratings to 'B'
from 'B-'. The Viability Rating has also been upgraded to 'b' from
'b-'. The Outlooks on Long-Term IDRs are Stable.

KEY RATING DRIVERS

The IDRs of APB are driven by the bank's intrinsic
creditworthiness, which is reflected by VR of 'b'. The upgrade of
APB's VR reflects the stabilisation of the bank's business model
and appointment of a new management team and lower risk appetite.
The rating action also reflects the moderation of legal risks
related to subordinated debt due to the International Financial
Corporation (IFC) and promissory notes of a failed entity
affiliated to the bank's previous shareholders.

Since September 2018, APB is 99.9%-owned by the Central Bank of
Russia (CBR) following the rehabilitation measures undertaken by
the latter. Initially, CBR intended to sell the bank in March 2019,
but failed to find a buyer. Since then CBR has suspended the
temporary administration and appointed a new management team and
Board of Directors to the bank.

APB is considered by the CBR as an asset held-for-sale, with
another attempt to sell the bank planned for 1H20, according to the
CBR. It is possible that the bank will be sold during the next
auction due to moderation of legal risks, related to individuals
who have purchased promissory notes of a failed affiliated entity
for over RUB4 billon, and the IFC, which had USD24 million of
subordinated debt written down as a part of the bank's financial
rehabilitation measures. APB's obligations to IFC were subsequently
fulfilled under a settlement agreement. To cover risks from the
promissory notes, CBR has created a fund, whose primary purpose is
to cover losses incurred by APB from redeeming notes.

APB's asset quality remains vulnerable, with impaired (stage 3)
loans of 40% of end-6M19 gross loans. Since the last review the
coverage of impaired loans by specific loan loss allowances has
improved to 90% at end-6M19 from 80% at end-6M18. However, the
unreserved portion of impaired loans (RUB3.4 billion, or 26% of
Fitch Core Capital (FCC)) remains high and was still mostly
represented by a single exposure of RUB2.5 billion secured with
real estate, which, in its view, may require additional
provisioning due to questionable liquidity of the collateral.

The bank's profitability is poor with operating profit/regulatory
risk-weighted assets (RWAs) ratio at -2.5% in 1H19 and -2% in 2018,
due to significant impairment charges (especially in 1H19) and weak
operating efficiency (in 2018) amid the contraction of new business
generation after the regulatory intervention. Some improvement in
profitability is probable due to stabilisation of the business
model and improvement in corporate governance.

APB's reported FCC ratio was 13.5% of regulatory RWAs at end-6M19,
which is only modest in light of the bank's vulnerable asset
quality and poor financial performance. Regulatory capitalisation
is tight with consolidated core Tier 1, Tier 1 and total capital
ratios of 7.6%, 7.6% and 11%, respectively, with regulatory
minimums of 6.75%, 8.25% and 10.25% (including capital buffers of
2.25% applicable from October 1, 2019). APB is technically in
breach of its minimum Tier 1 capital ratio although this excludes
unaudited profit of RUB2.5 billion (2.5% of RWAs). This will be
included in CET1 and Tier 1 capital once audited.

APB's funding and liquidity are relative strengths. The bank is
mostly funded by granular customer deposits (96% of liabilities at
end-6M19), while its liquidity cushion (cash and cash equivalent,
short-term interbank placements and unpledged securities)
comfortably covered about 40% of customer accounts.

Fitch does not factor sovereign support into the ratings, despite
APB's near 100% ownership by the CBR, due to the limited systemic
importance of the bank and the CBR's plan to sell the bank in the
short term, which is reflected by '5' Support Rating and 'No Floor'
Support Rating Floor.

RATING SENSITIVITIES

APB's ratings could be upgraded if the bank is sold to a
higher-rated strategic investor or its asset quality,
capitalisation and performance significantly improve. Conversely,
further deterioration in asset quality or performance, eroding the
bank's capital, may result in a downgrade.


UZPROMSTROYBANK: S&P Raises LT ICR to 'BB-' on Government Support
-----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit ratings to
'BB-' from 'B+' on two Uzbekistan-based banks: Uzpromstroybank and
Ipoteka Bank JSCM. The outlooks are stable.

At the same time, S&P affirmed its 'B' short-term issuer credit
rating on both banks.

The upgrades follow the President of Uzbekistan's signing of a
decree on Oct. 9, 2019, "on priority measures to strengthen
financial stability of the banking sector of the Republic of
Uzbekistan." The decree includes measures to provide substantial
capital support to a number of large state-owned banks involved in
the financing of strategic industries in the country. A portion of
funds provided by the Uzbekistan Fund for Reconstruction and
Development (UFRD) to state-owned banks are to be converted into
the bank's capital. In addition, the banks will transfer to UFRD a
substantial portion of loans earlier provided to government-related
entities (GREs). The asset transfer and conversion of UFRD loans
into equity is set to be finalized by year-end 2019.

S&P thinks these measures will substantially improve capitalization
of the largest state-owned banks. The expected transfer of
low-margin loans denominated in foreign currency will markedly
reduce dollarization and single-name concentrations in the banks'
loan portfolios. It will also reduce risk-weighted assets and
provide material relief to banks' capital adequacy ratios.
Furthermore, the measures may slow loan growth because banks will
no longer channel funds from UFRD, a significant driver of credit
growth in the past.

Uzpromstroybank

S&P said, "We expect that Uzpromstroybank's capitalization will
materially improve and forecast our risk-adjusted capital (RAC)
ratio at about 9.75% at year-end 2021, a substantial increase from
6.9% as of year-end 2019. The bank's share capital will almost
double after $261.1 million of UFRD's loans are converted into
equity. The bank will also transfer almost 33% of its gross loan
portfolio to UFRD. We estimate that the bank's regulatory capital
adequacy ratio will increase to 27.0% by year-end 2019 from the
current 13.4%. We believe that the bank's earnings capacity will
improve, thanks to a much higher share of commercial lending in its
loan portfolio and the expected net-interest-margin increase on the
remaining loans to GREs.

"In our view, these measures will also reduce dollarization and
single-name concentration in the bank's loan portfolio. In
particular, we expect the share of its top-20 borrowers will reduce
to 51% (2.10x capital) from 70% (7.25x capital) as of Oct. 1, 2019.
The share of loans in foreign currency will also decline to 54%
from 78%. We expect the bank's asset quality will remain broadly
unchanged following the announced measure, with Stage 3 loans
remaining at 2.1%-2.6% of total loans in the next 12 months.

"We forecast that lending growth will slow, but remain significant
at about 30% per year in 2020-2021. In our view, commercial lending
will become the key driver of credit growth and may increase by
50%-60% annually, since the bank will utilize its capital buffer to
strengthen its commercial banking franchise.

"Although Uzpromstroybank's total assets will decline, we expect
the bank will remain at least the third largest in Uzbekistan by
total assets and loans. The bank will likely further increase its
already solid franchise in corporate lending. We also believe that,
despite smaller lending volumes to large GREs, the bank will remain
important for the government. This reflects our view that it will
maintain a significant volume of government business, including
lending and settlement services to large GREs and subsidized
mortgages and lending to other industries supported by the
government. We also believe that the bank's link with the
government will remain strong over the next two years, taking into
account the government's more than 90% stake in its capital.

"We have removed the rating on Uzpromstroybank from CreditWatch
positive, where we had placed it on July 30, 2019.

"The stable outlook on Uzpromstroybank reflects our view that the
expected capital increase and transfer of low-margin assets to
UFRD, as well as the bank's continuing involvement in a number of
state-sponsored projects, would support its credit profile at the
current level.

"We could take a negative rating action in the next 12 months if
rapid growth of corporate and retail lending is constraining asset
quality. This would include a higher-than-forecast increase in
problem assets and credit losses."

A positive rating action is unlikely over the next 12 months
because it would require a similar rating action on the sovereign,
together with further improvement of the bank's stand-alone credit
profile.

Ipoteka Bank

S&P said, "We expect Ipoteka Bank's capitalization will strengthen,
with our RAC ratio forecast at 8.7% by year-end 2021, up from 5.5%
at year-end 2019. The bank's share capital will increase by $142.6
million after its UFRD loans are converted into equity, and it will
transfer about 16% of its gross loan portfolio to UFRD. Ipoteka
Bank's regulatory capital adequacy ratio will likely increase to
23% by year-end 2019 from 14.0%. We believe that the bank's
earnings capacity will gradually improve over the next two years,
thanks to a higher share of commercial lending in its loan
portfolio.

"Because of these measures, we expect dollarization and single-name
concentrations in the bank's loan portfolio will decline, and
remain stronger than other state-owned banks'. In particular, we
expect that the share of the bank's top-20 borrowers will reduce to
43% (2.4x capital) from 52% (5.4x capital) as of Oct. 1, 2019. The
share of loans in foreign currency will also decline to 27% from
40%. In addition, we expect asset quality will remain broadly
unchanged, with Stage 3 loans remaining at 2.0%-2.5% of total loans
in the next 12 months.

"We forecast lending growth will slow to 15%-20% per year because
loans to large GREs will no longer spur growth. However, growth in
commercial lending may remain high at 40%-50%, representing a
challenge for managing asset quality.

"Despite the decline in total assets, we expect Ipoteka Bank will
remain the fourth-largest bank in Uzbekistan by total assets and
loans. The bank will likely continue expanding its already solid
franchise in mortgage lending and the small and midsize enterprise
sector. We also believe that, despite smaller lending volumes to
large GREs, the bank will remain important for the government. This
reflects our view that the bank will retain a substantial volume of
government-led business. In particular, we think it will remain the
leader in subsidized mortgage loans and continue providing loans
and settlement services to its largest borrower from the mining
sector. We also believe the bank's link with the government will
remain strong over the next two years, taking into account the
government's more than 90% stake.

"The stable outlook on Ipoteka Bank reflects our view that the
expected capital support from the government by year-end 2019, the
bank's continuing involvement in some state-sponsored programs, and
its stable asset quality would support its credit profile over the
next 12-18 months.

"We could revise the outlook to negative or lower our ratings if
the bank expands significantly more than we currently expect, with
our RAC ratio falling below 7.0%, or regulatory capital adequacy
ratios dropping below the minimum regulatory requirements.
Similarly, we could consider a negative rating action if we see
risks to the bank's asset quality or liquidity position stemming
from high lending growth.

"We think that a positive rating action is unlikely over the next
12 months because it would require a similar rating action on the
sovereign, together with further improvement of the bank's
stand-alone credit profile."

  Ratings Score Snapshot

  Uzpromstroybank

                            To               From
  Issuer Credit Ratings     BB-/Stable/B    B+/Watch Pos/B
  SACP                      bb-             b+
  Anchor                    b+              b+
  Business Position         Adequate (0)    Adequate (0)
  Capital & Earnings        Adequate (+1)   Weak (0)
  Risk Position             Adequate (0)    Adequate (0)
  Funding and Liquidity     Average and     Average and
                            Adequate (0)    Adequate (0)
  Support                   0               0
  ALAC Support              0               0
  GRE Support               0               0
  Group Support             0               0
  Sovereign Support         0               0
  Additional factors        0               0

  Ipoteka Bank
                           To                From
  Issuer Credit Ratings    BB-/Stable/B     B+/Stable/B
  SACP                     bb-              b+
  Anchor                   b+               b+
  Business Position        Adequate (0)     Adequate (0)
  Capital & Earnings       Adequate (+1)    Moderate (0)
  Risk Position            Adequate (0)     Adequate (0)
  Funding and Liquidity    Average and      Average and
                           Adequate (0)     Adequate (0)
  Support                  0                0
  ALAC Support             0                0
  GRE Support              0                0
  Group Support            0                0
  Sovereign Support        0                0
  Additional factors       0                0

  Ratings List

  Ipoteka Bank JSCM

  Upgraded; Ratings Affirmed
                            To              From
  Ipoteka Bank JSCM

  Issuer Credit Rating      BB-/Stable/B    B+/Stable/B

  Uzpromstroybank

  Upgraded; CreditWatch Action; Ratings Affirmed
                            To              From
  Uzpromstroybank

  Issuer Credit Rating      BB-/Stable/B    B+/Watch Pos/B




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

BRITAX GROUP: S&P Cuts ICR to 'CCC' Then Withdraws Rating
---------------------------------------------------------
S&P Global Ratings, on Oct. 25, 2019, lowered its issuer credit
rating on Britax Group Ltd. to 'CCC' from 'CCC+'. At the same time,
S&P lowered its issue rating on the company's senior secured
facilities to 'CCC' from 'CCC+', in line with the issuer credit
rating.

S&P subsequently withdrew its ratings on Britax at the company's
issuer request. The outlook was negative at the time of the
withdrawal.

The downgrade signifies that Britax faced increasing refinancing
risk, with most of the company's reported debt maturing within the
next 12 months. In particular, about US$250 million of its
first-lien term loan B and about EUR60 million of its euro term
loan are outstanding and will come due in October 2020.

Its operational turnaround strategy is still being tested.
Therefore, S&P anticipates that free operating cash flow will be
negative in 2019, S&P Global Ratings-adjusted debt leverage ratio
will remain at a very high level, and funds from operations cash
interest coverage will stay well below 2.0x.

S&P is withdrawing all ratings at the issuer's request.


BRITISH STEEL: Jingye Group to Send Delegation to Main Plant
------------------------------------------------------------
Michael Pooler and Christian Shepherd at The Financial Times report
that China's Jingye Group has fuelled hopes of a rescue deal for
British Steel with plans to send a delegation to the second-biggest
UK steelmaker's main plant in Scunthorpe.

According to the FT, Hebei-based Jingye, which also owns hotels and
a medicines business alongside its main steelmaking operations, is
due to visit the Lincolnshire steelworks this week.

The renewed interest comes after Ataer Holding, an arm of the
Turkish military pension fund, failed to agree on a takeover during
their 10-week exclusivity period to pursue a deal, the FT notes.

Those talks had stalled after some large suppliers to the UK's
second-largest steelmaker refused to accept price cuts, the FT
recounts.

The official receiver in charge of the liquidation process is now
renewing contact with other potential bidders, the FT states.

Jingye had previously expressed an interest in buying British
Steel, which collapsed into insolvency in May, but pulled out of
the running around three months ago, the FT relays.  Their revived
interest will spur hopes that the whole of the company -- and
thousands of jobs -- can be saved, according to the FT.

"The official receiver is looking at them as a serious contender,"
the FT quotes one person close to the situation as saying.
"Despite the fact they had reservations, Jingye continued to look
at it [British Steel] and their interest has grown".

The Chinese group's ability to move money overseas had earlier
appeared to be an issue, said two people close to the process, but
this now seemed to have been overcome, the FT notes.

According to the FT, another possible bidder is Liberty House, the
industrial conglomerate led by the British businessman Sanjeev
Gupta.

                      About British Steel

British Steel Limited is a long steel products business founded in
2016 with assets acquired from Tata Steel Europe by Greybull
Capital.  The primary steel production site is Scunthorpe
Steelworks, with rolling facilities at Skinningrove Steelworks,
Teesside and Hayange, France.

British Steel has about 5,000 employees.  There are 3,000 at
Scunthorpe, with another 800 on Teesside and in north-eastern
England.  The rest are in France, the Netherlands and various sales
offices round the world.

British Steel was placed in compulsory liquidation on May 22, 2019.
The liquidation came after the Company failed to obtain an
emergency state loan of about GBP30 million.

The Government's Official Receiver has taken control of the company
as part of the liquidation process.  Accountancy firm EY has been
named Special Manager in the case, and will be assisting the
Receiver.

The Company will be trading normally as its search for a buyer is
ongoing.


CARILLION PLC: Failed to Deliver Acceptable Prison Services
-----------------------------------------------------------
Gill Plimmer at The Financial Times reports that the standard of
prison maintenance delivered by Carillion plc was unacceptable,
with a lack of investment, severe staff shortages and a backlog of
work, said the state-owned company set up to take over its
contracts.

Gov Facilities Services Ltd was established with a GBP4 million
grant from the Ministry of Justice in February 2018 to take on the
maintenance and cleaning of 42 prisons a month after Carillion's
liquidation, the FT discloses.

According to the FT, in its first annual report, GFSL found that
Carillion's record keeping had been poor, there was a lack of data
on assets and ultimately "no assurance from Carillion" that it had
complied with government requirements that buildings and systems
were "suitable and safe for use".

Paul Ryder, GFSL's chief executive, said the collapse of Carillion
had the potential to cause serious disruption to the running of the
prisons and taking over the services had come with a number of
challenges, the FT relates.

Carillion "was not providing an acceptable level of service to
HMPPS for the estate, a large backlog of work needed to be
addressed, there had been a lack of investment in people and
materials to carry out the work effectively," the FT quotes Mr.
Ryder as saying.  He added that "staff numbers were insufficient
and morale was low".

The outsourcer was a key contractor to the British government, with
19,000 employees in the UK providing everything from construction
to hospital and prison cleaning and school meals, the FT notes.  It
collapsed in January last year, with liabilities of GBP7 billion,
and just GBP29 million in cash, the FT recounts.

The government's insolvency service is still investigating the
company, the FT states.  It has three years from Carillion's
collapse to take action against former directors if it decides
there has been misconduct, the FT relays.  The Financial Reporting
Council is also investigating two former Carillion finance
directors as well as KPMG, the Big Four accountancy group, over its
auditing of the outsourcer, according to the FT.


ORLA KIELY: Metro Bank Takes GBP2MM Hit Following Collapse
----------------------------------------------------------
Laura Onita at The Telegraph reports that Metro Bank has been left
more than GBP2 million out of pocket after the collapse of Orla
Kiely, the fashion brand favored by the Duchess of Cambridge and
model Alexa Chung.

"It is not anticipated that the secured creditors [Metro] will be
paid in full," The Telegraph quotes administrators from Quantuma as
saying.

They added that having spoken to other creditors, Orla Kiely's
administration has now been extended and is expected to end in
September 2020, The Telegraph relates.  It collapsed in September
last year, The Telegraph recounts.

According to The Telegraph, some cash is trickling in as royalties
from one of its subsidiaries, Killoyn Stem, which is responsible
for the brand's license agreements with factories, according to a
Companies House report.


THOMAS COOK: Nordic Unit Expects to Have New Owner by Christmas
---------------------------------------------------------------
Andreas Mortensen at Reuters reports that the Nordic business of
Thomas Cook, the world's oldest travel firm which collapsed five
weeks ago, expects to have a buyer by Christmas after attracting
several bids and interest from over 10 parties, a spokeswoman said
on Oct. 28.

According to Reuters, the Nordic business, also known as Thomas
Cook Northern Europe, said in September it would continue to
operate as usual as it is a separate legal entity and that it was
looking for new owners.

"We are now closer than ever and it (the process to find a buyer)
will definitely be concluded before Christmas," Reuters quotes
Lisbeth Nedergaard, a spokeswoman for the Danish unit Spies, which
is part of the Nordic business, as saying.

She declined to say how many firms were still involved in the
bidding process, Reuters notes.

Private equity group Triton, which made a bid for the business
earlier this year, is among the interested buyers, according to
Nordic media and Sky News, all citing unnamed sources, Reuters
relates.

                     About Thomas Cook Group

Thomas Cook Group Plc is the ultimate holding company of direct and
indirect subsidiaries, which operate the Thomas Cook leisure travel
business around the world.  TCG was formed in 2007 following the
merger between Thomas Cook AG and MyTravel Group plc.
Headquartered in London, the Group's key markets are the UK,
Germany and Northern Europe.  The Group serves 22 million customers
each year.

The Group operates from 16 countries, with a combined fleet of over
100 aircraft through five entities holding air operator
certificates in the UK, Germany, Denmark and Spain.  The Group has
2,800 owned and franchised retail outlets (including 555 shops in
the UK) and operates 199 own-brand hotels across the world.

As of Dec. 31, 2018, the Group had 21,263 employees, including
9,000 in the U.S.

The travel agent originally proposed a restructuring.  It was
scheduled to ask creditors Sept. 27, 2019, for approval of a scheme
of arrangement that involves (a) substantially deleveraging the
Group by converting GBP1.67 billion of RCF and Notes debt currently
outstanding into new shares (15%) and a subordinated PIK note (at
least GBP81 million) to be issued by the recapitalized Group in
proportions still to be agreed; and (b) the transfer of at least a
75% interest in the Group Tour Operator and an interest of up to
25% in the Group Airline to Chinese investor Fosun Tourism Group.

Representatives of the company filed a Chapter 15 petition in New
York on Sept. 16, 2019, to seek U.S. recognition of the UK
proceedings as foreign main proceeding.  The Chapter 15 case is In
re Thomas Cook Group Plc (Bankr. S.D.N.Y. Case No. 19-12984).
Latham & Watkins, LLP is the counsel.

But after last-ditch rescue talks failed, on Sept. 23, 2019, Thomas
Cook UK Plc and associated UK entities announced that they have
entered Compulsory Liquidation and are now under the control of the
Official receiver.  The UK business has ceased trading with
immediate effect and all future flights and holidays are cancelled.
All holidays and flights provided by Thomas Cook Airlines have
been cancelled and are no longer operating.  All Thomas Cook's
retail shops have also closed.  

Separate from the parent company, Thomas Cook's Indian, Chinese,
German and Nordic subsidiaries will continue to trade as normal.


TOMLINSONS: Dairy Farmers Scramble to Find Other Producers
----------------------------------------------------------
Laura Onita at The Telegraph reports that when farmers received
calls and texts from dairy business Tomlinsons, one of the UK's
largest, telling them it could no longer process their milk,
anxiety set in.

Farmers were left scrambling to find other producers to take their
tanks filled with milk, and pay them, The Telegraph  discloses.  

"The margins are very thin as it is," The Telegraph quotes another
affected farmer as saying.

About 330 people lost their jobs as auditors at PwC were drafted in
earlier this month at the 36-year-old company, which supplied a big
chunk of Sainsbury's milk as well as Marks & Spencer and
independent stores, The Telegraph recounts.

As reported by the Troubled Company Reporter-Europe on Oct. 17,
2019, Business Sale related that a spokesperson for the company
said Tomlinsons suffered an "accumulation of significant operating
losses" in the past few years, with issues such as energy costs and
a low cream price only exacerbating their problems.



                           *********


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

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

Copyright 2019.  All rights reserved.  ISSN 1529-2754.

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