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

                          E U R O P E

          Wednesday, November 20, 2019, Vol. 20, No. 232

                           Headlines



A U S T R I A

ANGLO-AUSTRIAN BANK: FMA Terminates Banking License


B E L A R U S

BELARUS: Fitch Affirms B LT Issuer Default Rating, Outlook Stable


F R A N C E

LA BANQUE: Fitch Rates EUR750MM Additional Tier 1 Notes Final 'BB'


G E R M A N Y

MUENCHENER HYPOTHEKENBANK: Moody's Rates New CHF125M Notes Ba1(hyb)


G R E E C E

MYTILINEOS SA: S&P Rates EUR500MM Sr. Unsec. Notes 'BB-'


I R E L A N D

BOSPHORUS CLO V: Fitch Assigns B-(EXP) Rating to Class F Debt
DILOSK RMBS NO.2: DBRS Lowers Class E Notes Rating to B (high)
LIMERICK FC: Eight Potential Investors Express Interest
MADISON PARK VIII: Moody's Rates EUR11.5MM Cl. F-R Notes (P)B3


I T A L Y

ALITALIA SPA: Lufthansa Ready to Invest Up to EUR200 Million
ITALY: Central Bank Governor Favors Eurozone Bailout Fund Reform


N E T H E R L A N D S

ACTION: S&P Rates New Additional EUR625MM Term Loan B Tranche 'B+'


P O R T U G A L

TRANSPORTES AEREOS: S&P Assigns Preliminary 'BB-' Long-Term ICR


S P A I N

BOLUDA TOWAGE: S&P Assigns 'BB-' Long-Term ICR, Outlook Stable
ENCE ENERGIA: S&P Alters Outlook to Negative & Affirms 'BB' ICR
MIRAVET 2019-1: DBRS Gives Prov. BB (high) Rating to Class D Notes


T U R K E Y

MERSIN ULUSLARARASI: Fitch Rates $600MM Sr. Unsec. Debt Final 'BB-'


U N I T E D   K I N G D O M

EDDIE STOBART: Two Fund Managers in Rescue Talks with Tinkler
FONTWELL SECURITIES 2016: Fitch Affirms B+sf Rating on Class P Debt
MB AEROSPACE: Moody's Downgrades CFR to B3, Outlook Stable
NIGHTINGALE SEC 2017-1: DBRS Confirms BB Rating on Tranche L
TOWD POINT 2019-GRANITE5: DBRS Puts Prov. B Rating on Cl. F Notes

WOODFORD INVESTMENT: Two Non-Executive Directors Step Down

                           - - - - -


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A U S T R I A
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ANGLO-AUSTRIAN BANK: FMA Terminates Banking License
---------------------------------------------------
Sam Jones at The Financial Times reports that European regulators
moved to shut one of Austria's best-known financial institutions on
Nov. 15, bringing to a close almost a century in banking for the
Meinl dynasty.

According to the FT, Austria's financial regulator, the FMA, said
that the European Central Bank had decided to terminate a banking
license for Anglo-Austrian Bank, which until a hasty rebranding in
June had been Bank Meinl.

The decision will take effect immediately, the FMA said, amid
ongoing concerns over compliance failures and allegations of money
laundering that have dogged the bank in recent months, the FT
notes.

In a statement posted on its website, the bank said it had already
decided to withdraw from the banking business, the FT relates.

"[Satur]day's decision by the ECB will not change anything," the FT
quotes the statement as saying.  

"Objectively speaking there is no reason to withdraw the license,"
it continued, adding that the bank had almost "completely solved"
past problems and that its capital base was solid.  "Legal steps
are being evaluated."

Anglo Austrian has the option to appeal against the ECB decision,
the FT states.




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B E L A R U S
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BELARUS: Fitch Affirms B LT Issuer Default Rating, Outlook Stable
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Fitch Ratings affirmed Belarus's Long-Term Foreign- and
Local-Currency Issuer Default Ratings at 'B'. The Outlook is
Stable.

KEY RATING DRIVERS

Belarus's ratings balance improving macroeconomic stability, high
income per capita and a clean debt repayment record against low
foreign exchange reserves, relatively subdued growth prospects,
government debt highly exposed to foreign currency risks, a weak
banking sector, high external indebtedness and weak governance
indicators relative to rating peers. Despite progress towards
diversification, Belarus maintains a high economic dependence on
Russia, and so is vulnerable to shifts in Russian policy.

Uncertainty remains around the potential compensation for Belarus
for the increase in oil import costs due to the implementation of
Russia's oil tax manoeuvre, which could lead to direct costs of
USD10.6 billion over 2019-2024 if oil prices average USD70/bbl and
Belarus's refineries increase oil processing to 24 million tonnes.
Negotiations are ongoing regarding a broad integration agenda under
the 1999 Union Agreement, including the development of 30 roadmaps
in areas such as taxation, energy and agriculture. However,
significant differences still remain, in terms of the pace and
mechanisms to achieve closer integration. Although an official
announcement regarding the agreement is expected in early December,
Fitch considers that the risk of further delays is non-negligible
and that potential compensation mechanisms of bilateral financing
will only be defined once the agreement on economic integration is
in place.

The beginning of Russia's tax manoeuvre in 2019 has not led to
financing pressures or undermined improved macroeconomic stability.
The reduced discount on oil imports has been partly mitigated by
lower oil prices yoy, and the sovereign has been able to tap
alternative external sources of financing. Authorities have also
assumed 'no compensation' for 2020 fiscal, financing and monetary
policy programming. In the near term, the improved credibility and
consistency of Belarus policy framework, reduced external
imbalances and higher government cash buffers and access to
alternative sources of financing provide the space to accommodate
the delay in Russia loan disbursements and reduce the impact of
uncertainty regarding the outcome of bilateral negotiations on
macroeconomic stability.

Fitch forecast inflation to average 5.7% in 2019 and 5.3% in
2020-2021, close to the 5% 'B' median, reflecting weaker domestic
demand pressures, reduced imported inflation and moderate exchange
rate depreciation. The National Bank of the Republic of Belarus
(NBRB) cut its policy rate by 25bp in August and November to 9%.
The NBRB intends to officially adopt inflation targeting in 2021
and potentially lower its inflation target to 4%. However, monetary
policy transmission channels are constrained by high, albeit
declining, dollarisation (62% of deposits and 49% of loans) and
shallow local currency financial markets.

International reserves rose to USD9.3 billion in October, USD2
billion higher than end-2018, driven by continued FX local
purchases by the NBRB, public sector borrowing and higher gold
prices. Net reserves continue to improve, rising to USD4.9 billion
in September. Fitch forecast end-2019 reserves at USD8.7 billion,
lifting CXP coverage to 2.2 months, still below the 3.5 months 'B'
median. External liquidity is among the weakest in the 'B'
category.

Lower international oil prices and sustained strong growth in
service exports of information communications technology (ICT)
partly mitigated the impact of Russia's oil tax manoeuvre, leading
to a current account deficit of 1.6% of GDP. Fitch forecast the
deficit to widen to 3.6% of GDP in 2020, slightly above the
forecast 3.4% 'B' median, due to increased oil imports prices,
faster execution of the Nuclear Power Plant (NPP) project and
reduced transfers of oil re-customisation revenues (after the
expiration of the 2017 gas price agreement with Russia). These
factors will be partly balanced by weaker domestic demand and
improved export demand from neighbouring countries.

Near-term financing risks are manageable due to the availability of
alternative sources of financing, cash buffers and reduced reliance
on Russian direct or indirect financing. Belarus has accommodated
delays in disbursements from Russia and the Eurasian Fund for
Stabilization and Development (EFSD) totalling USD800 million
through financing from China, USD150 million rouble-denominated
bond in the Russian market, domestic debt issuance and a portion of
foreign currency budget revenues to meet USD3.1 billion foreign
currency 2019 debt service, of which 83% was already covered in
January-September.

For 2020, the government plans to meet USD2.5 billion foreign
currency amortisations (USD1.6 billion external) through USD1.35
billion issuance in external markets (including eurobond and
Russian market issuance), USD600 million local issuance, FC budget
revenues, government cash buffers and state-owned enterprise (SOE)
repayments of government loans. The local market can also provide
some room for additional foreign currency financing, as the
sovereign made net debt repayments in 2017-2018. The government
holds USD4.4 billion in foreign currency cash (part of
international reserves) to provide short-term financing
flexibility.

Fitch forecasts an adjusted general government budget (including
NPP investment and off-budget spending) deficit of 0.7% of GDP for
2019 reflecting lower-than-budgeted execution of the NPP, continued
tax revenue growth compensating lower oil-related custom duties and
transfers and increased social expenditure in public sector wages
and pensions. The officially reported consolidated budget (state
budget plus social protection fund (SPF) will remain in surplus at
1.2% of GDP, lower than official projections of a 1.7% surplus.

Fitch's estimate for the adjusted general government budget deficit
will rise to 4.6% of GDP in 2020 reflecting 'catch up' in
NPP-related capex (budgeted at 3.2% of GDP), off-budget outlays of
1% of GDP, as well as slower revenue growth, higher pensions and
wages, leading to a consolidated deficit of -0.4% of GDP at the
officially reported consolidated budget level (-0.8% GDP deficit
according to official projections). Authorities expect to
compensate revenue losses derived from gradual reduction in oil
custom duties through higher excise taxes and potential reduction
in some tax exemptions (6% of GDP in 2018). The government will
also slow public salary and pension growth after reaching the
objective of 80% and 40%, respectively, of the average national
wage in 2020.

General government debt (including guarantees equivalent to 6.5% of
GDP) will decline slightly to 46.1% of GDP in 2019, well below the
current 57% 'B' median, reflecting a reduction in guarantees, a
stronger exchange rate and lower than anticipated external
borrowing. While government debt is projected to remain lower than
peers, currency risk remains high as 91.5% of public debt is
foreign currency-denominated. Weaker macroeconomic performance and
exchange volatility could create fiscal risks due to the large
presence of SOEs in the economy.

Fitch expects growth to decline to 1.3% in 2019, reflecting weaker
external demand and the negative impact of contaminated oil. Fitch
projects growth to rise modestly to 1.5% in 2020-2021, below the
2020 budget assumption of 1.9% and the forecast 3.4% 'B' median, as
private consumption slows in line with lower real wage and credit
growth, while continued growth in the IT sector and higher growth
in Russia will support external demand for Belarussian exports and
net trade contribution to growth. Under a 'no compensation'
scenario, the economy's adaptation to higher oil import prices will
represent a risk to growth in the absence of faster progress in the
structural reform agenda.

The financial sector remains vulnerable to weaker growth and
exchange rate volatility. The financial sector remains stable, with
capitalisation levels at 18.5% in September, while non-performing
loans equalled 5%, similar to end-2018 levels. Fitch considers that
asset quality is likely to be considerably weaker when assessed in
terms of IFRS 9 impaired loans.

Political power is concentrated in the hands of President
Lukashenko, who has been in power since 1994, and Fitch assumes
that he will remain in power over the medium term. Parliamentary
elections are scheduled for November 17, 2019, while presidential
elections will take place on August 30, 2020. Fitch does not
anticipate a change in economic policy direction or a change in the
gradual approach to SOE and utilities reform.

SOVEREIGN RATING MODEL (SRM) AND QUALITATIVE OVERLAY (QO)

Fitch's proprietary SRM assigns Belarus a score equivalent to a
rating of 'BB-' on the Long-Term Foreign-Currency (LT FC) IDR
scale.

Fitch's sovereign rating committee adjusted the output from the SRM
to arrive at the final LT FC IDR by applying its QO, relative to
rated peers, as follows:

  - Macro: -1 notch, to reflect weaker medium-term growth prospects
relative to rating peers due to adverse demographic dynamics and a
large public sector facing productivity, high leverage and
efficiency challenges; and risks to macroeconomic stability in the
event of pressure for policy stimulus to boost growth above
capacity

  - External finances: -1 notch, to reflect a high gross external
financing requirement, low net international reserves, and close
financial, trade and economic links with Russia, which are
vulnerable to changes in bilateral relations. Belarus's net
external debt/GDP is high

Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three year centred
averages, including one year of forecasts, to produce a score
equivalent to a LT FC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within its
criteria that are not fully quantifiable and/or not fully reflected
in the SRM.

RATING SENSITIVITIES

The following factors may, individually or collectively, result in
positive rating action:

  - Increase in international reserves, particularly if supported
by further progress in diversification of external financing
sources.

  - Fiscal consolidation at the broader general government level,
leading to a sustained reduction in government debt/GDP and/or
contingent liabilities.

  - Improvement in Belarus's medium-term growth performance in the
context of macroeconomic stability, for example stemming from
implementation of structural reforms.

The following factors may, individually or collectively, result in
negative rating action:

  - Re-emergence of external financing pressures and erosion of
international reserves.

  - Increased macroeconomic instability, for example due to
weakening in the coherence or credibility of economic policy.

  - Deterioration in budget position resulting in a significant
rise in government debt or contingent liabilities.

KEY ASSUMPTIONS

Fitch's assumes that Belarus will maintain close economic links
with Russia and that there is no major breakdown in the bilateral
relationship notwithstanding periodic disputes.

Fitch assumes that the Russian economy will grow 1.2% in 2019 and
1.9% in 2020.

ESG CONSIDERATIONS

Belarus has an ESG Relevance Score of 4 for Human Rights and
Freedoms as World Bank Governance Indicators have the highest
weight in Fitch's SRM and are relevant to the rating and a rating
driver.

Belarus has an ESG Relevance Score of 5 for Political Stability and
Rights as World Bank Governance Indicators have the highest weight
in Fitch's SRM and are therefore highly relevant to the rating and
a key rating driver with a high weight.

Belarus has an ESG Relevance Score of 5 for Rule of Law,
Institutional & Regulatory Quality and Control of Corruption as
World Bank Governance Indicators have the highest weight in Fitch's
SRM and are therefore highly relevant to the rating and a key
rating driver with high weight.

Belarus has an ESG Relevance Score of 4 for International Relations
and Trade, as relations with Russia are important given close
economic linkages and a record of bilateral financial support,
which is relevant to the rating and a rating driver.

Belarus has an ESG relevance Score of 4 for Creditors Rights as
willingness to service and repay debt is relevant to the rating and
a rating driver, as for all sovereigns.



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F R A N C E
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LA BANQUE: Fitch Rates EUR750MM Additional Tier 1 Notes Final 'BB'
------------------------------------------------------------------
Fitch Ratings assigned La Banque Postale S.A.'s (LBP, A-/Stable/a-)
issue of EUR750 million additional Tier 1 (AT1) notes a final
long-term rating of 'BB'.

The final rating is in line with the expected rating Fitch assigned
to the notes on November 7, 2019.

KEY RATING DRIVERS

The notes are perpetual, deeply subordinated, fixed-rate resettable
AT1 debt securities. The notes have fully discretionary
non-cumulative interest payments and are subject to partial or full
write-down if the bank's consolidated common equity Tier 1 ratio
falls below 5.125%. The principal write-down can be reversed and
written up at the issuer's discretion provided certain conditions
are met.

The rating assigned to the securities is five notches below LBP's
'a-' Viability Rating, in line with Fitch's criteria for assigning
ratings to hybrid instruments. This notching reflects the
instrument's higher expected loss severity relative to the bank's
VR due to the notes' deep subordination (two notches). In addition,
the notching also reflects higher non-performance risk given fully
discretionary coupon payments and mandatory coupon restriction
features, which include a breach of LBP's combined buffer
requirement (three notches).

LBP maintains solid buffers above its regulatory capital
requirement. At end-June 2019, LBP's CET1 and total capital ratios
were 345bp and 305bp above the bank's Supervisory Review and
Evaluation Process requirement, respectively (12.7% CET1 and 15.8%
total capital ratios).

RATING SENSITIVITIES

The AT1 notes' rating is primarily sensitive to changes in LBP's
VR. The rating is also sensitive to changes in its notching from
LBP's VR, which could arise if Fitch changes its assessment of the
probability of the notes' non-performance relative to the risk
captured in the VR. This may reflect a change in capital management
in the group or an unexpected shift in regulatory buffer
requirements, for example.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3. This means ESG issues are
credit-neutral or have only a minimal credit impact on LBP, either
due to their nature or to the way in which they are being managed
by LBP.



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G E R M A N Y
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MUENCHENER HYPOTHEKENBANK: Moody's Rates New CHF125M Notes Ba1(hyb)
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Moody's Investors Service assigned a Ba1(hyb) foreign currency
rating to the proposed CHF125 million "high trigger" Additional
Tier 1 securities (Undated Non-Cumulative Fixed to Reset Rate
Additional Tier 1 Notes of 2019) to be issued by Muenchener
Hypothekenbank eG.

This perpetual non-cumulative AT1 security ranks junior to all
liabilities of Muenchener Hyp and senior to the issuer's capital
instruments qualifying as Common Equity Tier 1. Coupons may be
cancelled on a non-cumulative basis at the issuer's discretion and
on a mandatory basis subject to the availability of distributable
items or if imposed by a regulatory authority decision. The
principal of the security will be written-down if Muenchener Hyp's
Common Equity Tier 1 ratio falls below 7% or in case of resolution
or the relevant regulatory bodies determine that a write-down is
necessary to avoid insolvency.

RATINGS RATIONALE

Based on Moody's methodology for high-trigger contingent capital
securities, the Ba1(hyb) rating on Muenchener Hyp's high-trigger
AT1 securities is the lower of a model-implied rating and an
equivalent non-viability security rating ("low-trigger" AT1
security). For Muenchener Hyp, the outcome of a model-implied
rating is Baa3(hyb), reflecting the low likelihood that the
instrument's trigger level is breached whilst the non-viability
security rating is Ba1(hyb). Accordingly, the Ba1(hyb) rating of
the higher-trigger AT1 securities is capped at the level of the
non-viability security rating.

The model-implied rating assesses the probability of Muenchener
Hyp's CET1 ratio breaching the 7% trigger level and the loss
severity in case of a trigger event. The model is based on (1)
Muenchener Hyp's overall intrinsic credit strength measured by the
baa1 Adjusted Baseline Credit Assessment (BCA), which includes
Moody's assumption of affiliate support from Bundesverband der
Deutschen Volksbanken und Raiffeisenbanken (BVR), of which the bank
is a member; (2) Muenchener Hyp's 19.9% last reported CET1 ratio as
of June 30, 2019; and (3) Moody's forward-looking view on the
expected development of Muenchener Hyp's CET1 ratio.

The rating of non-viability securities takes into account (1) the
baa1 Adjusted BCA of Muenchener Hyp; (2) high loss-given-failure
for subordinated securities issued by Muenchener Hyp under Moody's
Advanced Loss Given Failure (LGF) analysis, which results in a
position one notch below the Adjusted BCA; (3) the securities'
coupon skip mechanism and write-down features, which reduce the
rating by an additional two notches; and (4) the rating agency's
assessment of a low probability of government support for
instruments issued by a German bank, designed to be loss-absorbing
and ranking below senior unsecured debt.

RATING OUTLOOK

Ratings on subordinated instruments, including AT1 instruments, do
not carry outlooks.

WHAT COULD CHANGE THE RATING UP/DOWN

Albeit unlikely, the rating of Muenchener Hyp's proposed AT1
securities could be upgraded if Muenchener Hyp's BCA gets upgraded,
triggering upward rating pressure on the bank's Adjusted BCA. The
bank's BCA could be upgraded as a result of a combination of (1) a
further significant increase in the leverage ratio on a sustained
basis; (2) a substantial increase in profitability, without
compromising underwriting standards or risk appetite; and (3) a
greater diversification of funding tools beyond the current focus
on market funding.

Downward pressure on the rating of this instrument could develop if
Muenchener Hyp's Adjusted BCA is downgraded, which could result
from a downgrade of the bank's BCA or a significant weakening of
the creditworthiness of the BVR. Muenchener Hyp's BCA could be
downgraded if (1) the bank's weak profitability does not stabilize
sustainably; (2) its asset quality deteriorates; its risk-weighted
capital buffers decline; (3)its dependence on market funding
increases further; or its liquidity buffer declines. In addition,
Moody's would also reconsider the rating in the event of an
increased probability of a coupon suspension.

LIST OF AFFECTED RATINGS

Issuer: Muenchener Hypothekenbank eG

Assignment:

Foreign currency preferred stock non-cumulative rating
(high-trigger AT1) of Ba1(hyb)

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Banks published
in August 2018.



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G R E E C E
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MYTILINEOS SA: S&P Rates EUR500MM Sr. Unsec. Notes 'BB-'
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S&P Global Ratings assigned its 'BB-' ratings to Mytilineos S.A., a
midsize Greek industrial company with operations in aluminum,
power, and engineering and construction (E&C), and its proposed
EUR500 million senior unsecured notes.

S&P said, "The 'BB-' rating on Mytilineos reflects our assessment
of its weak business risk profile and significant financial risk
profile based on the existing capital structure, which will not
change materially following the company's proposed EUR500 million
debt issue.

"Our business risk assessment is primarily spurred by the company's
relatively small but diversified portfolio across three divisions:
aluminum, power, and E&C. We view this diversification as an
important factor that supports an overall fair competitive
position, compared with a weaker assessment for each one of the
divisions on a stand-alone basis. In the past five years, this
diversification has translated into lower profit and cash flow
volatility. That said, our overall assessment is capped by the
company's material exposure to Greece, where almost all of its
assets are located, and from where about half of revenues are
generated."

Aluminum division (about 55% of EBITDA in 2019): S&P said, "We view
the company's vertically integrated aluminum complex as highly
competitive, with its aluminum smelter sitting on the first
quartile of the global cash cost curve (close to $1,500 per metric
ton in the current low London Metal Exchange (LME) price
environment). However, we consider the total capacity coming from a
single asset a weakness. In 2019, the division is expected to
produce about 210 kilotons (kt) of billets and slabs (to be
increased to 250kt by 2022), about 835kt of alumina, about 500kt of
bauxite, and 164 megawatts of thermal (MWt) of energy for the
alumina refinery's steam requirements. The electricity requirements
for the aluminum operations are met under a term contract with the
Greek Public Power Corp. due to mature in 2020. We understand that
the company is considering an expansion of its alumina refining
capacity, increasing its sales to third parties, and other small
initiatives to further improve the division's profitability."

Power division (about 25%): S&P said, "We view the company's power
portfolio as highly competitive in the local market, with its
gas-based power plants holding about 15% market share and access to
cost-competitive imported gas. In addition, the company has a small
portfolio of renewable energy with a capacity of 207MW. However, it
operates under an unregulated regime with all three power plants
located in Greece, where prices and margins are low compared with
neighboring countries. We understand that the Greek energy sector
is in the process of shifting from the existing carbon dioxide
(CO2)-intensive lignite plants to more environmentally friendly
sources." The cost structure of the new plants in Greece and future
CO2 prices will determine, to a large extent, the company's future
competitive position. The company continues to expand its
portfolio, with a new power plant to be commissioned in 2022.

E&C division (about 20%): S&P said, "We view the company's position
in the global E&C industry as very small with operations in a
highly competitive market--small-scale energy projects, mainly
construction of natural gas fired power plants, and solar power
systems. Most of the contracts are turnkey projects, which are
exposed to cost overruns, and tend to have low double-digit profit
margins. As of June 30, 2019, the company's backlog was about two
years. However, we note the company's track record of delivering
projects on time and within budget, and its ability to expand its
operation outside Greece, albeit to high risk countries such as
Ghana, Libya, and Kazakhstan."

S&P said, "Our financial risk assessment primarily reflects the
company's adjusted debt of about EUR1,050 million on a pro forma
basis after the EUR500 million debt issue (equivalent to a reported
net debt of about EUR400 million). This, together with a projected
EBITDA of EUR300 million-EUR340 million in 2019 and 2020,
translates into moderate leverage, with adjusted debt to EBITDA of
3.0x-3.5x (and 2.0x-2.5x when deducing its cash balance). Our
assessment takes into account the company's peak capex spending in
the coming years, combined with some dividend payouts, which will
see debt increase by EUR250 million-EUR300 million by year-end
2020, before declining starting 2021.

"We understand Mytilineos has a financial policy of maintaining its
reported net debt to EBITDA below 3x. In the past three years the
company maintained this metric below 2x and we estimate it will be
slightly above 1x by year-end 2019. In addition, we view the
company's dividend policy initiated in 2018 as rather flexible and
it may be curtailed during downturns. The company tends to maintain
a cash balance of EUR150 million-EUR200 million to account for
market volatility and seize any opportunities. We note that the
company doesn't have a history of large acquisitions, but inorganic
growth cannot be ruled out given the changing landscape in the
Greek energy market.

"For our EUR830 million calculated debt for the company as of June
30, 2019, we added EUR40 million of factoring facilities and EUR129
million of pre-export financing (PXF).

"We understand that the company will invest close to EUR400 million
over the coming three years (2019-2021) on growth capex, of which
EUR300 million is related to a new 826 megawatt (MW) combined cycle
gas turbine (CCGT) power plant. According to the company, the plant
will be commissioned in early 2022 and contribute about EUR70
million to its annual EBITDA. Other projects include the aluminum
capacity increase to 250kt and other 100MW renewable energy
projects (mainly wind). The company also started investing in the
BOT solar power projects earlier this year, and will continue
investing in the years to come. However, unlike the CCGT project,
the company plans to monetize them upon completion. We understand
that the total investments in 2019-2020 would be close to EUR400
million, with additional sizeable investments in the subsequent
years if this business model turned out to be a highly profitable
one. Another project that will be considered in the coming quarters
is the expansion of the alumina refinery to double existing
capacity. Such a project, if approved, would likely cost about
EUR400 million over several years.

"The stable outlook reflects our expectation that Mytilineos will
generate steady group-level earnings of at least EUR300 million a
year in the coming years, supporting its cash needs under its
ambitious capex program.

"Under our base case, we assume adjusted EBITDA of EUR300
million-EUR320 million in 2020, which will translate into adjusted
debt to EBITDA of about 3.5x (or 2.5x-2.7x when deducting the
cash). In addition, we project a negative discretionary cash flow
(free cash flow after capex and dividends) of EUR200 million-EUR250
million.

"In our view, adjusted debt to EBITDA of 2.5x-3.0x is commensurate
with the current rating, taking into account its cash balance,
mid-cycle aluminum industry conditions, and at least neutral
discretionary cash flows. In this respect, we see limited headroom
under the current rating. However, we believe that the company
would be able to build some headroom starting from 2021.

"We anticipate negative pressure on the rating, and an eventual
downgrade of the company, if its adjusted debt to EBITDA exceeded
3.5x, with material negative FOCF and no prospects for a quick
turnaround. However, this threshold could change somewhat based on
the company's cash position."

Such a scenario could be driven by a slowdown affecting all of the
company's divisions and an increase in its debt due to cost
overruns or additional sizeable projects. It could also be caused
by the company undertaking a debt-funded acquisition with no
immediate earnings contributions. In addition, further investment
in solar projects, while facing delays monetizing previous
projects, could also lead to a negative rating action.

At this stage, S&P see slimited upside for the ratings in the
coming 12 months. However, over time, a higher rating could be
supported by the following:

-- The disciplined execution of its ambitious growth projects with
better visibility over the projects' future contribution.
Currently, the new CCGT power project is expected to be
commissioned by 2022.

-- Stronger credit metrics, taking into account the company's
capex and dividend needs. For example, at times of peak
investments, S&P would see an adjusted debt to EBITDA of 2x or
better as supporting a higher rating. Once the company has
completed its growth phase, and started generating material
positive free operating cash flow (FOCF), S&P would see an adjusted
debt to EBITDA of 2.0x-2.5x as supporting a higher rating.

Other conditions include maintaining adequate liquidity and the
company's ability to maintain its competitive position in each
division.

S&P doesn't view the 'BB-' sovereign rating on Greece as capping
potential upside. At the same time, an upward revision of Greece's
country risk is not likely to lead to an immediate change of the
rating.



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

BOSPHORUS CLO V: Fitch Assigns B-(EXP) Rating to Class F Debt
-------------------------------------------------------------
Fitch Ratings assigned Bosphorus CLO V DAC expected ratings, as
follows

RATING ACTIONS

BOSPHORUS CLO V DAC

Class A-1;  LT AAA(EXP)sf;  Expected Rating

Class A-2;  LT AAA(EXP)sf;  Expected Rating

Class B-1;  LT AA(EXP)sf;   Expected Rating

Class B-2;  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

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

TRANSACTION SUMMARY

Bosphorus CLO V DAC is a cash flow CLO of mainly European senior
secured obligations. Net proceeds from the issuance will be used to
fund a portfolio with a target par of EUR350 million. The portfolio
will be managed by Commerzbank AG. The CLO envisages a 4.5-year
reinvestment period and an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality: Fitch places the average credit
quality of obligors to be in the 'B' category. The weighted average
rating factor (WARF) of the identified portfolio calculated by
Fitch is 32.9, below the indicative maximum covenant of 33.5%.

High Recovery Expectations: At least 90% of the portfolio comprises
senior secured obligations. Recovery prospects for these assets are
typically more favourable than for second-lien, unsecured and
mezzanine assets. The weighted average recovery rating (WARR) of
the identified portfolio calculated by Fitch is 66.13%, above the
minimum indicative covenant of 62.8%.

Diversified Asset Portfolio: The covenanted maximum exposure to the
top 10 obligors or assigning the expected ratings is 20% of the
portfolio balance. The transaction also includes various
concentration limits, including the maximum exposure to the three
largest (Fitch-defined) industries in the portfolio at 40%. These
covenants ensure that the asset portfolio will not be exposed to
excessive concentration.

Portfolio Management: The transaction features a 4.5 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.

Marginal Model Failure for Class F: The class F notes present a
marginal model failure of -2.65% when analysing the stress
portfolio. However, Fitch has assigned a 'B-(EXP)sf' expected
rating to the class F notes given that the breakeven default rate
is higher than the 'CCC' hurdle rate based on the stress portfolio
and higher than the 'B-' hurdle rate based of the identified
portfolio. As per Fitch's definition, a 'B' rating category
indicates that material risk is present, but a limited margin of
safety remains, while a 'CCC' category indicates that default is a
real possibility. In Fitch's view, the class F notes can sustain a
robust level of defaults combined with low recoveries.

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 three 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.

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

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

DILOSK RMBS NO.2: DBRS Lowers Class E Notes Rating to B (high)
--------------------------------------------------------------
DBRS Ratings Limited took rating actions on the following classes
of notes issued by Dilosk RMBS No. 2 DAC (the Issuer):

-- Class A confirmed at AAA (sf)
-- Class B confirmed at AA (high) (sf)
-- Class C downgraded to A (sf) from AA (sf)
-- Class D downgraded to BBB (sf) from A (sf)
-- Class E downgraded to B (high) (sf) from BB (high) (sf)
-- Class F downgraded to CCC (sf) from BB (sf)

The rating on the Class A notes addresses the timely payment of
interest and ultimate payment of principal on or before the legal
final maturity date. The ratings on Class B, Class C, Class D,
Class E, and Class F notes address the ultimate payment of interest
and principal on or before the legal final maturity date while
junior and timely payment of interest while the senior-most class
outstanding.

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

-- Correction of a cash flow input error made by DBRS Morningstar
at the time of the initial rating.

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

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

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

Dilosk RMBS No. 2 DAC is a securitization of residential mortgage
loans originated by Pepper Finance Corporation (Ireland) DAC
(formerly, GE Capital Woodchester Home Loans Limited) and Leeds
Building Society.

The downgrades on Class C, D, E and F notes are driven solely by a
correction made to the implementation of the coupon caps applicable
to each class of rated notes in DBRS Morningstar's cash flow
analysis. At the time of the DBRS Morningstar initial rating, the
coupon caps of either 6.0% or 8.0% applicable to the rated notes
were incorrectly entered into DBRS Morningstar's cash flow engine
as 0.06% and 0.08%, respectively.

This was an error solely on the part of DBRS Morningstar and is not
connected in any way to the transaction collateral performance,
which DBRS Morningstar considers to be in line with initial
expectations, or to the data and information provided by the Issuer
for the purposes of providing these ratings, which DBRS Morningstar
considers to be of satisfactory quality.

PORTFOLIO PERFORMANCE

As of the end of August 2019, loans that were two- to three months
in arrears represented 1.0% of the outstanding portfolio balance,
the 90+ delinquency ratio was 2.4% and the cumulative default ratio
was 4.2%.

PORTFOLIO ASSUMPTIONS

DBRS Morningstar conducted a loan-by-loan analysis of the remaining
pool of receivables and has updated its base case PD and LGD
assumptions for the performing portfolio to 20.1% and 25.7%,
respectively.

CREDIT ENHANCEMENT

As of the September 2019 payment date, credit enhancement to the
Class A, B, C, D, E and F notes was 41.0%, 34.2%, 29.0%, 22.7%,
13.4% and 10.2% respectively, up from 39.1%, 32.6%, 27.6%, 21.6%,
12.6% and 9.6% respectively, at the DBRS Morningstar initial
rating. In each case, credit enhancement is provided by the
subordination of junior classes, and amounts standing to the credit
of the general reserve fund above the first target level.

The transaction benefits from a general reserve fund of EUR 8.3
million. Amounts standing to the credit of the general reserve fund
up to the first target level of EUR 2.6 million are available to
cover senior fees and Class A interest, while amounts above the
first target level and up to the second target level of EUR 5.7
million are available to cover senior fees, interest and principal
(via the principal deficiency ledgers) to the rated notes.

Citibank N.A., London Branch acts as the account bank for the
transaction. Based on the DBRS Morningstar private rating of
Citibank N.A., London Branch, the downgrade provisions outlined in
the transaction documents, and other mitigating factors inherent in
the transaction structure, DBRS Morningstar considers the risk
arising from the exposure to the account bank to be consistent with
the rating assigned to the Class A notes, as described in DBRS
Morningstar's "Legal Criteria for European Structured Finance
Transactions" methodology.

Notes: All figures are in Euros unless otherwise noted.

LIMERICK FC: Eight Potential Investors Express Interest
-------------------------------------------------------
Limerick Leader reports that eight potential investors have
expressed interest in Limerick FC, a court has heard, as a judge
granted an extension of examinership of the club.  

On Sept. 13, the High Court confirmed the appointment of an
examiner to Munster Football Club Ltd, due to financial
difficulties, Limerick Leader relates.

A representative of examiner Conor Noone was present on Nov. 14 in
Tralee Circuit Court, seeking an extension of the period to Dec.
13, Limerick Leader recounts.

According to Limerick Leader, Gearoid Costello told the court his
client, Conor Noone, has compiled two reports on the future of
Limerick FC so far and will present his final report on day 99 of
the examinership period.

The application was to extend the initial 70-day protection period
to the 100-day mark, which is Dec. 13, Limerick Leader notes.

The court heard the examiner has been in touch with the Revenue
Commissioners, conducted an extensive trawl of potential investors,
and is currently dealing with creditors--which include players,
Limerick Leader relates.

Mr. Costello, as cited by Limerick Leader, said the examiner's
report shows eight potential investors have expressed interest; one
has made contact with KPMG and a second was due to meet Mr. Noone
on Nov. 15.

Judge Francis Comerford granted the extension of the period of
protection to Dec. 13 and listed the full hearing to take place in
Ennis Circuit Court on Dec. 11, Limerick Leader discloses.


MADISON PARK VIII: Moody's Rates EUR11.5MM Cl. F-R Notes (P)B3
--------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to refinancing notes to be issued by
Madison Park Euro Funding VIII DAC:

EUR287,500,000 Class A-R Senior Secured Floating Rate Notes due
2032, Assigned (P)Aaa (sf)

EUR48,300,000 Class B-R Senior Secured Floating Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR27,600,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)A2 (sf)

EUR29,900,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)Baa3 (sf)

EUR23,000,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)Ba3 (sf)

EUR11,500,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)B3 (sf)

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavour to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

RATINGS RATIONALE

The rationale for the ratings is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in its methodology.

The Issuer will issue the refinancing notes in connection with the
refinancing of the following classes of notes: Class A-1 Notes,
Class A-2 Notes, Class B-1 Notes, Class B-2 Notes, Class C Notes,
Class D Notes, Class E Notes and Class F Notes due 2030, previously
issued on December 29, 2016. On the refinancing date, the Issuer
will use the proceeds from the issuance of the refinancing notes to
redeem in full the Original Notes.

On the Original Closing Date, the Issuer also issued EUR 54.1
million of subordinated notes, which will remain outstanding.

As part of this reset, the Issuer has set the reinvestment period
to 4.5 years and the weighted average life to 8.5 years. In
addition, the Issuer will amend the base matrix and modifiers that
Moody's will take into account for the assignment of the definitive
ratings.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is expected to be fully ramped as
of the closing date.

Credit Suisse Asset Management Limited will manage the CLO. It will
direct the selection, acquisition and disposition of collateral on
behalf of the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's 4.5-year
reinvestment period. Thereafter, subject to certain restrictions,
purchases are permitted using principal proceeds from unscheduled
principal payments and proceeds from sales of credit impaired
obligations and credit improved obligations.

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

Methodology Underlying the Rating Action:

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

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

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in March 2019.

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

Target Par Amount: EUR 460,000,000

Defaulted Par: EUR 0.0 [as of September 12, 2019]

Diversity Score: 53*

Weighted Average Rating Factor (WARF): 2950

Weighted Average Spread (WAS): 3.60%

Weighted Average Coupon (WAC): 4.25

Weighted Average Recovery Rate (WARR): 43.5%

Weighted Average Life (WAL): 8.5 years

* The covenanted diversity score is 54, however Moody's has
modelled the transaction with a diversity score of 54 as the
transaction documents allow for the diversity score calculation to
be rounded up to the nearest whole number. The convention for
diversity score calculations is to round down to the nearest whole
number.

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



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

ALITALIA SPA: Lufthansa Ready to Invest Up to EUR200 Million
------------------------------------------------------------
Stefano Bernabei and Matthias Inverardi at Reuters report that
German carrier Lufthansa is ready to invest up to EUR200 million
(US$223 million) in struggling Italian airline Alitalia, which is
running out of cash and racing to find new funds, a source close to
the matter said on Oct. 31.

According to Reuters, confirming reports in two Italian dailies,
the source said Lufthansa had written to Italy's industry ministry
and rail company Ferrovie dello Stato, which has pledged to take a
stake in the airline and which is leading the effort to find new
investors.

In its letter, Lufthansa said it was open to putting in fresh funds
to Alitalia but questions remain about its priorities, Reuters
relates.  The source said the letter did not contain a precise
figure but Lufthansa is ready to stump up between EUR150 million
and EUR200 million, Reuters notes.

Alitalia has struggled for years to be profitable and compete with
bigger rivals and has been run by administrators since May 2017
after a previous re-launch attempt failed, Reuters discloses.

If Lufthansa confirms its preliminary promise to invest in
Alitalia, that could disrupt talks with U.S. carrier Delta, which
has said it is prepared to put EUR100 million in the Italian
airline, Reuters relays.

Italy has been struggling to push through a rescue of its
loss-making flagship carrier, Reuters states.

The industry ministry has extended to Nov. 21 a deadline for
binding bids after an Oct. 15 deadline passed without an agreement
among potential rescuers, which so far comprise state-owned
Ferrovie, Delta Air Lines and infrastructure group Atlantia,
Reuters recounts.

                         About Alitalia

With headquarters in Fiumicino, Rome, Italy, Alitalia is the flag
carrier of Italy.  It's main hub is Leonardo da Vinci-Fiumicino
Airport, Rome.  The company has a workforce of 12,000+. It reported
EUR2,915 million in revenues in 2017.

Alitalia and its subsidiary, Alitalia Cityliner S.p.A., are in
Extraordinary Administation (EA), by virtue of decrees of the
Ministry of Economic Development on May 2 and May 17, 2017,
respectively.  The companies were subsequently declared insolvent
on May 11 and May 26, 2017 respectively.  

Luigi Gubitosi, Prof. Enrico Laghi and Prof. Stefano Paleari were
appointed as Extraordinary Commissioners of the Companies in
Extraordinary Administration.

The Italian government ruled out nationalizing Alitalia in 2017 and
since then, the airline has been put up for sale.  To this
development, Delta Airlines, Easyjet and Italian railway company
Ferrovie dello Stato Italiane have expressed interest in acquiring
the airline in 2018.  Since then, Easyjet has withdrawn its offer.


ITALY: Central Bank Governor Favors Eurozone Bailout Fund Reform
----------------------------------------------------------------
New Europe reports that Italy's Central Bank governor, Ignazio
Visco, said on Nov. 15 that he favors reforming the European
Stability Mechanism (ESM) but without triggering market panic.

The euro zone's bailout fund has been designed as a lender of last
resort for the 19-member Eurozone, New Europe discloses.  However,
the Italian government fears that widening the scope of the ESM's
mandate to include debt restructuring could trigger a sudden rise
of sovereign rates rise for the southern periphery, New Europe
states.

"This is a matter to be handled with care," New Europe quotes the
European Central Bank Governing Council member as saying during a
speech in Rome.

"The small and uncertain benefits of a debt-restructuring mechanism
must be weighed against the huge risk that the mere announcement of
its introduction may trigger a perverse spiral of expectations of
default, which may prove to be self-fulfilling," Mr. Visco, as
cited by New Europe, said.

Italy has the biggest sovereign debt among Eurozone member-states
in absolute numbers and the second biggest in terms of debt-to-GDP
ratio, New Europe notes.

Instead of or in addition to a focus on restructuring, Mr. Visco
called for "some form of supranational insurance" against default,
which would appease investors, financed by dedicated resources of
the participating countries, New Europe relates.

Mr. Visco also called for a focus on growth that would go beyond
quantitative easing and focus on public spending, New Europe
discloses.

Mr. Visco said the European single currency "needs to interact with
a single fiscal policy", New Europe notes.

New data on Italian inflation are a clear sign of a decelerating
economy, according to New Europe.




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

ACTION: S&P Rates New Additional EUR625MM Term Loan B Tranche 'B+'
------------------------------------------------------------------
On Nov. 18, 2019, S&P Global Ratings assigned its 'B+' issue-level
rating and '4' recovery rating to the proposed EUR625 million term
loan B facility (TLB) of Netherlands-based value retailer Action,
and affirmed its 'B+' long-term issuer credit and senior secured
debt ratings on the company.

S&P said, "While the proposed dividend recapitalization will
increase total reported debt to about EUR2.9 billion by the end of
2019, we also see impressive operating performance for the year,
with close to 20% sales growth backed by over 200 store openings
and about 5% like-for-like sales growth. Expected credit metrics
(S&P Global Ratings-adjusted), including debt-to-EBITDA of up to
5.5x post-transaction, is generally commensurate with the rating,
taking into account the deleveraging forecast to just below 5.0x by
the end of 2020 absent further recapitalizations. Earnings growth
is also supported by our expectation of approximately stable
operating margins over the next two-to-three years, with current
investments in new distribution centers largely solving recent
problems with logistical capacities.

"This year's elevated investments in three new distribution centers
were necessary following the rapid expansion, also requiring
increasing inventory to fill these warehouses. In our view, this
led to temporarily depressed cash flows in 2019, with expected
reported FOCF of EUR50 million-EUR60 million, which we regard as
low for the rating. However, given lower required investments for
logistical capabilities next year and our expectation of earnings
growth likely resulting in reported FOCF of above EUR100 million
per year, we still regard cash generation as a major support for
our ratings.

"The financial sponsor owner, 3i including its managed and advised
vehicles, will remain the controlling shareholder, so we do not
expect any change in the group's comparably aggressive financial
policy, preventing a persistent deleveraging from the level we
foresee for 2019. This is underpinned by the track record of five
dividend recapitalizations since 2011 holding credit metrics at
levels that we also see following this proposed recapitalization."

The ratings further reflect Action's leading position as general
merchandise discounter in BeNeLux and its increasing geographic
diversification in larger countries such as France and Germany,
which will also provide for additional growth potential and
increasing scale from a previously modest size. The strong sales
growth of over 20% during the past two years also followed positive
like-for-like store sales growth, supporting our view of the
group's operating efficiency.

S&P said, "At the same time, we see the brisk pace of expansion and
related obligations to increase logistical capabilities as a risk
for operational setbacks, as observed in 2018, when operating
margins fell on the back of warehouse bottlenecks, highlighting
execution risks. However, overall earnings growth was still above
our expectations in 2018 and planned store expansion will fall from
the levels of the past two years.

"The stable outlook reflects our opinion that Action will continue
to implement its expansion strategy, resulting in consistent sales
and profit growth. At the same time, we expect this expansion
strategy to somewhat constrain operating margins, and together with
the higher interest costs post-transaction, limit Action's EBITDAR
coverage to 2.3x-2.5x over the next 12 months. We expect Action to
continue generating material reported FOCF from 2020 onward,
following elevated investments in 2019. We believe Action can
reduce its leverage (S&P Global Ratings-adjusted) to just below
5.0x by Dec. 31, 2020, from about 5.5x a year earlier, and generate
FOCF of EUR100 million-EUR160 million a year (after all lease
payments). Still, in line with the owners financial policy, we
expect periodic debt-funded shareholder payout would likely bring
leverage back to 5.0x-5.5x.

"We believe most downside rating scenarios would follow further
aggressive financial policy toward shareholder remuneration, which
could lead to sustained weakening of the group's credit metrics.
Alternatively, the credit metrics could weaken if sufficient
corresponding earnings growth did not accompany expansionary
capital expenditures (capex). Ratings could also come under
pressure if Action's revenue or profit declined considerably in its
major markets or it cannot execute its growth strategy, leading to
weakening profitability and cash flows.

"In particular, we could lower the rating over the next 12 months
if--due to increased capex, lower EBITDA, or higher debt service
requirements--Action sustained adjusted debt-to-EBITDA above 5.5x,
its EBITDAR coverage ratio fell to less than 2.2x, or the group
failed to improve its reported FOCF in line with our base-case
scenario.

"We consider potential rating upside as remote at this stage,
despite expecting Action to continue deleveraging over the next 12
months. This is mainly due to the group's track record of regular
debt-funded shareholder returns that render such improvements in
leverage temporary.

"However, we could consider raising the ratings if the group were
to continue generating substantial and increasing reported FOCF
while committing to a more conservative financial policy, such that
adjusted leverage remained consistently well below 5.0x and EBITDAR
coverage comfortably and sustainably exceeded 2.2x. In such a
scenario, a positive rating action would be contingent on us
considering the risk of further releveraging low."



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

TRANSPORTES AEREOS: S&P Assigns Preliminary 'BB-' Long-Term ICR
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB-' long-term issuer
credit ratings to both Transportes Aereos Portugueses, SGPS, S.A.
and its core operating subsidiary Transportes Aereos Portugueses,
S.A. The ratings include two notches of uplift due to its view of a
moderately high likelihood of extraordinary support from the
Portuguese government in case of financial distress.

S&P is also assigning its preliminary 'BB-' issue rating, and
recovery rating of '3' with recovery prospects of 50% to the
proposed EUR300 million senior unsecured notes due 2024.

S&P's 'BB-' preliminary issuer credit rating on TAP Group reflects
the airline's leading position in its Lisbon airport hub, where it
holds 55% of slots, and which it leverages for connections
throughout Europe. Lisbon is a slot-constrained airport, which
helps TAP Group defend its competitive advantage against competing
airlines. TAP Group is the No.1 player on the normally high-demand
Europe-Brazil routes, where it generates about 25% of its total
earnings and faces lower competition than in the European
short-haul segment. That said, this emerging market exposes TAP
Group to higher trading volatility, as was seen in 2018 when
political instability and government elections hampered air traffic
volumes both to and from Brazil. It also exposes the group to the
value of the Brazilian real. To stabilize its earnings base, TAP
Group is increasingly diversifying into the more predictable,
resilient, and higher-yielding North American routes. S&P considers
it likely that the North American share of TAP Group's passenger
revenue (as measured by points of sale) will increase to about 15%
in 2019 from just 5% four years ago.

Most recently, TAP Group has embarked upon a strategic fleet
renewal and expansion program, with planned delivery of 92
new-generation planes by 2024. Upon its completion, this fleet
transformation will provide TAP Group with a larger (115 planes in
2024 from 77 in 2015), younger (average fleet age around six years
in 2024 from around 14 years in 2015), and more fuel-efficient
fleet that is better tailored to TAP Group's route network,
provides it with additional capacity for growth, and improves its
profitability.

The recently implemented hedging policy (with currently about 50%
of fuel consumption locked-in for 2020), combined with other
non-fuel-related cost-saving initiatives should increase the
stability of TAP Group's profitability. S&P said, "We forecast an
increase in adjusted EBITDA (including the effect of International
Financial Reporting Standard [IFRS] 16) to EUR650 million-EUR680
million in 2020 and about EUR800 million in 2021, up from EUR500
million-EUR520 million in 2019. This positive EBITDA trend will
drive the adjusted EBITDA margin to about 20% in 2021 from about
16% that we forecast in 2019, following much weaker profitability
measures reported by TAP Group in the previous years that were
hindered by the comparatively less efficient fleet and no fuel
hedging."

TAP Group's business scope is narrower than peer airlines S&P
rates. TAP Group carried about 16 million passengers in 2018 and
finished the year with 93 aircraft, versus SAS AB and GOL Linhas,
which served about 30 million passengers each, and Deutsche
Lufthansa AG and International Consolidated Airlines Group S.A.,
which carried 142 million passengers and 113 million passengers,
respectively. This, combined with TAP Group's large exposure to
emerging countries such as Brazil, makes the group more susceptible
to unforeseen high-impact, low-probability events than larger
players. The rating is further constrained by TAP Group's
vulnerability to the general fundamental characteristics of the
airline industry, including economic cycles, oil-price
fluctuations, high capital intensity, and unforeseen events such as
terrorism and disease outbreaks.

TAP Group's planned large capital investment will constrain its
cash flow profile. S&P said, "We forecast the group will generate
negative FOCF and continue accumulating adjusted debt in 2019 and
2020. This is because of fleet capex exceeding EUR400 million on
average over 2019-2021, according to S&P Global Ratings' base case,
compared with about EUR130 million in the past two years. However,
we expect the increasing contribution from new and more
fuel-efficient aircraft to enhance TAP Group's profitability and
boost its earnings base. This will offset the rising debt. We also
believe the group will reduce the volatility of earnings thanks to
(i) growing exposure of its route network to regions with more
stable passenger demand and yield patterns, such as North America;
(ii) the implemented prudent fuel hedging policy; and (iii)
increasingly efficient aircraft fleet. Because of the
aforementioned factors, we forecast that the group will improve and
maintain credit metrics consistent with the higher end of our
highly leveraged financial risk profile, including adjusted funds
from operations (FFO) to debt of 11%-12% and adjusted debt to
EBITDA of 5.5x-6.0x by 2020, compared with 8%-9% and 7.3x,
respectively, in 2018. This is consistent with TAP Group's 'b'
SACP."

The government of Portugal, through its investment vehicle
Parpublica, holds the controlling stake in TAP Group, with 50% of
voting rights but only 5% of economic interest. Most of the
remaining voting rights (45%) are majority controlled by the
long-term private investor Atlantic Gateway Consortium. This
consortium owns 90% of TAP Group's economic rights. S&P said, "We
believe there is a moderately high likelihood that the government
of Portugal would provide TAP Group with extraordinary financial
support, which translates into a two-notch uplift from the group's
SACP. We base our view on our assessment of TAP Group's strong
links with and important role for the government of Portugal. Our
view of a strong link to the Portuguese state reflects the
government's 50% controlling stake and the close ties between the
two as the government appoints six of the group's 12 supervisory
board members, including the chairman, who has the casting vote."

S&P said, "We note that the Portuguese government has extended
extraordinary financial support to TAP Group in the past, most
notably in 1994, 1995, 1996, and 1997, amounting to an equivalent
of nearly EUR900 million. These injections were approved by the EU
Competition Authorities and accounted for as capital in 1997.
However, any further financial support will be strictly scrutinized
under the EU competition framework and be potentially subject to
European Commission rulings. That said, the Portuguese government
could at any point extend a market-based loan to TAP Group at an
interest rate on par with the prevailing market rate. Such a loan
would not in our understanding be classified as EU state aid."

At the same time, S&P acknowledges TAP Group's important role for
the Portuguese economy. The government views the airline as a
strategic asset that is important to economic development and
tourism. The Portuguese government estimates that around 2% of GDP
is linked to TAP Group's operations. TAP Group serves as one of the
largest employers in the country and is the largest exporter of
domestic services. Furthermore, TAP Group provides reasonable air
connectivity to major trade partners' cities (apart from Spain),
given the peripheral geographic location of Portugal in Europe,
which would otherwise be less efficiently accessible by alternative
modes of transport. TAP Group is also important for Portugal's
large tourism sector, which represents 14% of the country's GDP; if
TAP Group's operations were disrupted, the country's tourism sector
would be negatively affected.

The final rating will depend on the successful completion of the
notes' issuance and S&P's receipt and satisfactory review of all
final transaction documentation. Accordingly, the preliminary
rating should not be construed as evidence of the final rating. If
the notes' issuance does not go through and S&P Global Ratings does
not receive final documentation within a reasonable time frame, or
if final documentation departs from its expectations, S&P reserves
the right to withdraw or revise its rating. Potential changes
include, but are not limited to, use of proceeds, maturity, size
and conditions of the notes, financial and other covenants,
security, and ranking.

S&P said, "The stable outlook reflects our view that TAP Group will
be able to reduce and maintain its adjusted debt to EBITDA to below
6.5x over the next 12 months, while pursuing its heavy capex on
fleet transformation and expanding its EBITDA base. We continue to
expect a moderately high likelihood of timely and sufficient
extraordinary government support if TAP Group faced financial
distress.

"Furthermore, the outlook reflects our assumption that the airline
will use the proceeds of the proposed notes' issuance to fully
refinance its existing bank loans, which are subject to tight
covenant headroom, and by doing so eliminate the risk of covenant
breaches on Dec. 31, 2019.

"We would likely lower the rating if TAP Group failed to improve
and sustain its adjusted debt to EBITDA at less than 6.5x. This
could happen if the airline's earnings underperformed our base case
forecast, for example, due to significant increases in jet fuel
prices that could not be passed on to customers through higher
ticket fares, unexpected delays in delivery of new planes hindering
the expected cost efficiencies, or because a fall in revenue from
the volatile Brazilian market was not sufficiently compensated by
profitable traffic growth from other regions.

"We could also lower the rating if we believed that the likelihood
of government support had weakened or if we lowered our rating on
Portugal.

"We consider an upgrade in the next 12 months as unlikely. In the
longer term, an upgrade would most likely depend on a revision of
our stand-alone credit profile by two notches, or, less likely if
we saw that TAP Group's role for or link with the Portuguese
government had strengthened. If we raised our rating on Portugal,
it would not automatically lead to an upgrade of TAP Group."



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

BOLUDA TOWAGE: S&P Assigns 'BB-' Long-Term ICR, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' long-term issuer credit
rating to Spanish tugboat operator Boluda Towage S.L. and its 'BB-'
issue rating to the group's EUR890 million senior secured term loan
facilities.

The 'BB-' issuer credit rating on Boluda reflects the group's
relatively small scale and scope of operations compared with large
global transportation services providers. S&P also takes into
account its high debt post-transaction. This is partly offset by
Boluda's competitive position as the world's largest independent
operator of tugboats and its well-established and resilient
business model.

Boluda has raised EUR890 million of senior secured term loan
facilities, as we previously expected. The proceeds have been used
to refinance its existing debt and fund the acquisition of towage
operator KST and Boluda's operations in Mexico and Latin America.
After the transaction, S&P forecasts Boluda's S&P Global
Ratings-adjusted debt to EBITDA will be about 5.8x and FFO to debt
about 13% in 2019. Boluda's capacity and willingness to reduce debt
will see its credit ratios strengthen gradually, such that adjusted
FFO to debt reaches about 15% and adjusted debt to EBITDA less than
5.0x by 2021, according to its base-case.

Boluda functions as a sole operator in many marine ports under
either long-term concession or licensed agreements, which combined
account for about 80% of its reported EBITDA. Concessions grant
Boluda the right to exclusive operations in ports for 10-30 years,
while licenses entitle Boluda to operate but do not guarantee
exclusivity and are subject to automatic renewal upon compliance
with license requirements. That said, Boluda has not lost a public
license in its 100 years of operations, while successfully fending
off competition. Boluda has licenses that expire between 2019-2025
in Spain and France, but we consider the risk of these not being
extended as limited given its strong track record of license
renewals and long-dated effective operations in these ports.

Boluda has a narrow business scope providing predominantly towage
services, with ship operators being the ultimate customers. This is
partly offset by the well-diversified customer base--the top three
counterparties make up close to 15% of the company's EBITDA--and
longstanding relationships of more than 10 years across a large
industrial customer base. The customers operate in various shipping
segments, including containers, dry-bulk, liquid-bulk, and
vehicles. This adds stability to Boluda's earnings through the
typically different-stage cyclicality of these segments.

Boluda's established network of strategically located port
terminals across Europe (Rotterdam, Antwerp, Hamburg, Marseille,
Valencia, Le Havre, Bremerhaven, and Algeciras), Latin America, and
Africa further underpins its competitive position. S&P believes
that Boluda has scope to enhance its geographic footprint in Europe
and, potentially, Australia, while expansion into markets such as
China and the U.S. is constrained by strict local regulations on
foreign operators. Importantly, Boluda is insulated from the
erratic shipping freight rates and swings in cargo volumes because
its revenues are primarily based on ship movements and size of the
vessel (excluding cargo). Boluda is not immune however to a
prolonged economic downturn or major changes in trading patterns
and the resulting decrease in port activity.

The necessity of ship operators to use towing services while in
port ensures recurring revenue streams. This materializes in
Boluda's solid track record of firm EBITDA generation and average
EBITDA margins of 34% over the past 10 years despite the financial
crisis in 2008 and the European debt crisis in 2012. S&P forecasts
Boluda will maintain strong EBITDA margins of above 30%. This is
thanks to its good grip on cost control; efficient use of tugboats;
and cost inflation pass-through mechanisms embedded in some
commercial agreements and in the periodic review of the official
tariffs by the port authorities.

S&P said, "We expect Boluda to continue expanding earnings and
generate free operating cash flow (FOCF). According to our base
case, Boluda's adjusted EBITDA will near EUR160 million
(translating to an underlying EBITDA margin of 32%-33%) in 2019 and
improve further to about EUR170 million (33%-34% margin) in 2020.
Most importantly, we forecast positive FOCF of EUR50 million-EUR70
million per year in 2020 and 2021, underpinned by improving EBITDA
and diminishing capital expenditure (capex) needs. FOCF generation
is an essential and stabilizing rating factor, in our view, further
supporting Boluda's debt reduction, credit measures, and liquidity,
while providing a financial cushion for potential bolt-on
acquisitions in the medium term."

This rating is in line with the preliminary rating S&P assigned on
Sept. 12, 2019.

S&P said, "The stable outlook reflects our expectation that Boluda
will maintain steady low-single-digit revenue growth, successfully
integrate KST, and sustain stable EBITDA margins, while generating
positive FOCF and reducing debt. This should allow it to gradually
strengthen its credit measures, such that adjusted FFO to debt
remains above 12% and adjusted debt to EBITDA falls below 5x.

"We could raise our rating if Boluda's earnings and cash flow
improved materially and outperformed our base case such that
adjusted FFO to debt strengthened sustainably to at least 18%. This
could occur if the group generates stronger-than-expected FOCF and
uses it for debt repayment.

"We could lower the rating if Boluda's EBITDA deteriorated through,
for example, unexpectedly increased competition from new entrants
in major ports, failure to extend licenses in multiple ports, or if
the integration of KST resulted in operating costs getting out of
control without signs of a swift recovery. This would impede
Boluda's FOCF generation and debt reduction resulting in adjusted
FFO to debt falling below 12% and adjusted debt to EBITDA failing
to improve to less than 5x. A major debt-funded acquisition could
also put pressure on the rating."


ENCE ENERGIA: S&P Alters Outlook to Negative & Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Spanish
eucalyptus-based-pulp producer ENCE Energia y Celulosa (ENCE) to
negative from stable. S&P's 'BB' long-term issuer credit rating
remains unchanged.

The outlook revision to negative from stable reflects the potential
for a lower rating on ENCE over the next 12 months, if credit
measures fail to improve because of lower-than-expected pulp
prices.

S&P said, "We estimate average pulp prices in 2019 to be about 20%
weaker than in 2018, leading to S&P Global Ratings-adjusted EBITDA
margins of 20% for 2019, down from our previous assumption of 27%.

"For 2019, we now expect FFO to debt of 18% compared with our
previous expectations of 22%, and below our threshold of 20% for
the rating.

"We forecast EBITDA of about EUR200 million in 2020, compared with
EUR147 million in 2019, because of incremental EBITDA from
investments made in 2019 and cost-savings initiatives, which partly
offset lower average pulp prices. The investments relate to new
biomass plants in Huelva and Ciduad Real, and pulp capacity
expansions at Navia and Pontevedra. We thereby expect FFO to debt
to improve to 22% in 2020."

In light of unfavorable market conditions, ENCE is likely to scale
back its strategic investments--including growth capital
expenditure (capex) and acquisitions--as well as its dividend
payouts in 2020.

ENCE is also considering the sale of a minority interest in its
energy business in 2020. It will most likely apply the sale
proceeds to fund new growth investments in its energy division or
to reduce debt in the pulp business.

S&P's business risk assessment reflects ENCE's relatively small
size, limited product offer, and the commoditized nature of its
pulp product (82% of sales). ENCE's business risk is also
constrained by its high reliance on a limited number of assets (the
group has only two pulp mills), the fact that all of its assets are
located in Spain, and the inherent volatility in pulp prices.

The company's earnings are highly sensitive to pulp price movements
as well as foreign currency fluctuations (euro/U.S. dollar),
because pulp contracts are denominated in U.S. dollars. Although
its pulp operations are very efficient, several Latin American
players (for example, Fibria Celulose S.A. and Suzano Papel e
Celulose S.A.) are much larger in size, and benefit from higher
harvesting rates, significant economies of scale, and lower labor
and energy costs.

This disadvantage is partly mitigated by ENCE's efficient logistic
operations. Its two pulp mills are close to ports and allow for
just-in-time deliveries to clients across Europe. The
capital-intensive nature of the business also acts as an entry
barrier. Moreover, it has good relationships with a wide network of
local wood suppliers and focuses on growing end-markets, with
tissue-producing companies now accounting for about 60% of pulp
sales. The group is also increasing its exposure to the energy
segment, which we view as more stable. ENCE's above-average
profitability is supported by its industry expertise, technical
knowhow and the efficiency of its procurement and logistics
operations.

S&P said, "The negative outlook reflects our view that there is a
one-in-three likelihood that ENCE's credit metrics will not improve
to levels we consider commensurate with the current rating over the
next 12 months.

"We could consider a downgrade if we expect FFO to debt to remain
below 20% in 2020. This could be the result of a further decline in
pulp prices, a depreciation of the U.S. dollar/euro exchange rate,
or a material rise in operating costs.

"We could also consider a downgrade if the company made materially
larger investments or acquisitions than under our base case.

"We could also consider lowering the rating if there was a material
change in Spanish energy regulations.

"We could revise our outlook to stable in the next 12 months if
pulp prices exceed our expectations, such that FFO to debt exceeds
20% on a sustained basis."

MIRAVET 2019-1: DBRS Gives Prov. BB (high) Rating to Class D Notes
------------------------------------------------------------------
DBRS Ratings GmbH assigned the following provisional ratings to the
notes to be issued by Miravet 2019-1 (the Issuer or the Fund):

-- AAA (sf) to the Class A Notes
-- A (sf) to the Class B Notes
-- BBB (sf) to the Class C Notes
-- BB (high) (sf) to the Class D Notes
-- BB (low) (sf) to the Class E Notes (collectively with the
     Class A, B, C and D Notes, the Rated Notes)

The Class X Notes and Class Z Notes are unrated. The rating of the
Class A Notes addresses the timely payment of interest and ultimate
payment of principal by the final legal maturity date in 2065. The
ratings of the Class B Notes, Class C Notes, Class D Notes, and
Class E Notes address the ultimate payment of interest and
principal. The Class A Notes and Class X Notes also benefit from an
amortizing liquidity reserve fund in case of interest shortfall,
which will be funded at closing with the proceeds from the Class Z
Notes and the priority of payments thereafter. It will be equal to
3.5% of the outstanding balance of the Class A Notes and will be
floored at 1% of the Class A Notes' initial balance. The excess
amounts from the liquidity reserve fund will form part of the
available funds and may provide additional credit support.

Proceeds from the issuance of the Rated Notes and part of the
proceeds from Class Z Notes will be used to purchase re-performing
Spanish residential mortgage loans represented by mortgage
participations and mortgage transfer certificates (mortgage
certificates). The mortgage loans were originated by Catalunya
Banc, S.A. (CX), Caixa d'Estalvis de Catalunya, Caixa d'Estalvis de
Tarragona, and Caixa d'Estalvis de Manresa. The latter three
entities were merged into Caixa d'Estalvis de Catalunya, Tarragona
i Manresa, which was subsequently transferred to Catalunya Banc,
S.A. by virtue of a spin-off on 27 September 2011. During 2011 and
2012, CX received a capital investment from the Fund for Orderly
Bank Restructuring (FROB), effectively nationalizing the bank.

As part of its divestment in CX, the FROB sold a portfolio of loans
that were transferred to a securitization fund, FTA 2015, Fondo de
Titulizacion de Activos (the 2015 Fund) via the issuance of
mortgage participation and mortgage transfer certificates, which
represent the legal and economic interest in the mortgage loans.
Following the sale of the mortgage loans in 2015, Banco Bilbao
Vizcaya Argentaria, S.A. (BBVA; rated A (high)/R-1 (middle) with
Stable trends by DBRS Morningstar) acquired CX on 24 April 2015.
Subsequently, CX was absorbed and merged with BBVA. BBVA will act
as Collection Account Bank and Master Servicer with servicing
operations delegated to Anticipa Real Estate, S.L.U. (Anticipa or
the Servicer).

As of September 30, 2019, the current balance of the mortgage
portfolio was EUR 505,700,195, with 76.7% restructured loans and
5.8% 90+ days past due delinquencies. The seasoning of the
portfolio is 11.7 years. The portfolio currently has about 4.7%
loans with prior ranks in the portfolio and about 1.4% loans with
unknown prior ranks. The weighted-average (WA) indexed current
loan-to-value (LTV) of the mortgage portfolio is 69.1%, calculated
based on loans with known liens as per DBRS Morningstar's
methodology. DBRS Morningstar has assessed the historical
performance of the mortgage loans and factored restructuring
arrangements into its analysis by selecting an underwriting score
of 4 in the European RMBS Insight Model.

The portfolio is largely concentrated in the autonomous region of
Catalonia (72.7% by loan amount). CX, as the originator, was
headquartered in Barcelona and focused its lending strategy in
Catalonia. The concentration in Catalonia exposes the transaction
to risks relating to house-price fluctuations, poor economic
performance and changes in regional laws.

Multi-credit loans represent 51.3% of the pool and permit the
borrower to make additional drawdowns of up to EUR 101.8 million.
The borrower may not drawdown in excess of the amounts stated in
the mortgage agreement. Borrower eligibility for additional
drawdowns is subject to key conditions. Generally, a borrower must
not be in default and restrictions are also placed on the
debt-to-income ratios. Once eligibility has been established,
drawdown is subject to additional criteria such as caps on the
maximum drawdown amounts, maturity restrictions, and LTV caps.
Because of the historically low drawdowns seen in the previously
rated SRF transactions and strict drawdown conditions in this
transaction, DBRS Morningstar did not consider drawdowns in its
analysis. However, it stressed the servicing fees to assess the
liquidity stress on the available funds.

The transaction is exposed to unhedged basis risk with the assets
linked to 12-month Euribor (83.7%), Mibor (0.2%) and IRPH (15.7%).
The remaining portion (0.4%) pays a fixed rate of interest. The
notes are linked to three-month Euribor. The WA interest rate of
the portfolio is calculated at 1.4% with the WA margin equal to
1.4%. Moreover, the Servicer can renegotiate the loan terms within
the portfolio aside from the good servicing practices. The loan
modifications are subject to a limit of 5% of the initial balance
of the portfolio. The margin can be reduced to 50 basis points
(bps) for loans linked to Euribor and -40 bps for loans linked to
IRPH. The maturity of the loan cannot be extended beyond 48 months
before the maximum maturity date of the mortgage loans (2060).

As of July 1, 2016, interest rate floors were no longer applied to
loans from borrowers classified as consumers. There are about 82
loans with interest rate floors, amounting to 0.5% of the total
portfolio outstanding balance.

BBVA is in place as the Master Servicer and Collection Account
Bank. Anticipa, as the servicer of the mortgage loans, will act in
the name of BBVA on behalf of the Fund. Pepper Assets Services,
S.L.U. (Pepper), Spain will act as a long-term servicer.

The service is expected to change at or post-closing, from Anticipa
to Pepper upon BBVA's approval. If BBVA approves but there is a
delay in the servicing transfer after closing, the servicing fees
step-up depending on the length of the delay. However, if BBVA does
not approve the transfer, Anticipa will continue servicing the
portfolio with a step-up in service fees after five years; this
step-up payment ranks junior to the repayment of Rated Notes.

BBVA will deposit amounts received that arise from the mortgage
loans with the Issuer Account Bank within one business day. Elavon
Financial Services DAC (Elavon) is the Issuer Account Bank and
Paying Agent for the transaction. DBRS Morningstar privately rates
Elavon and has concluded that Elavon meets its minimum criteria to
act in such capacity. The transaction contains downgrade provisions
relating to the account bank whereby, if Elavon is downgraded below
"A", the Issuer will replace the account bank. The downgrade
provision is consistent with DBRS Morningstar's criteria for the
AAA (sf) rating assigned to the Class A Notes in this transaction.

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

-- The transaction capital structure and form and sufficiency of
available credit enhancement.
Credit enhancement on the Rated Notes is estimated as
over-collateralization provided by the provisional portfolio at
31.1%, 19.5%, 15.3%, 13.9%, and 12.6%, respectively.

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

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

-- The DBRS Morningstar sovereign ratings of the Kingdom of Spain
at "A" and R-1 (low) with Positive trends as of the date of this
press release.

-- The consistency of the transaction legal structure with DBRS
Morningstar's "Legal Criteria for European Structured Finance
Transactions" methodology and, subject to the comfort drawn on the
previous portfolio sale from the redacted versions of the Sale and
Purchase agreements (SPA).

Notes: All figures are in Euros unless otherwise noted.



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

MERSIN ULUSLARARASI: Fitch Rates $600MM Sr. Unsec. Debt Final 'BB-'
-------------------------------------------------------------------
Fitch Ratings assigned Mersin Uluslararasi Liman Isletmeciligi
A.S.'s issue of USD600 million senior unsecured debt a final rating
of 'BB-'. The Outlook is Stable, following Fitch's recent action on
Turkey's sovereign ratings.

RATING RATIONALE

MIP's competitive market position in its catchment area and the
strong connectivity to the hinterland mitigate the volatility of
its domestic and export market, in Fitch's view. MIP's weak, single
bullet debt structure weighs on the rating, although in its view,
the refinancing risk associated with the bullet bond is mitigated
by relatively moderate leverage for the rating.

The rating is capped by Turkey's Country Ceiling at 'BB-'.

KEY RATING DRIVERS

Exposure to Volatile Markets - Revenue Risk (Volume): Midrange

MIP is the largest export-import port in Turkey, as well as a major
player in terms of containerised throughput. The volume mix is
diversified yet volatile and balanced between imports and exports.
The port benefits from a strong and well-connected hinterland. The
regional market share reduced to 80% in 2016 from 89% in 2014. In
2018 and 2019 the trend continued, albeit at a slower pace, with
the latest data reporting a market share at around 75% as of August
2019. Volume benefited from the completion in late 2016 of
deepening and expansion works to accept larger ships.

Unregulated US Dollar Tariffs - Revenue Risk (Price): Midrange

MIP's concession gives almost full pricing flexibility. The
concession prescribes only against 'excessive and discriminatory
pricing', for which there is no history of enforcement. The typical
contract length with MIP's customers is short at two years average
and includes volume-related incentives. The depreciation of the
local currency prevents large tariff hikes, as it mechanically
increases the cost of US dollar-denominated tariffs for 51% of
revenues paid in local currency (60% in 2017). The majority of
operational expenses are lira-denominated. Fitch's rating case
(FRC) assumes modest US dollar-denominated tariff increases after
2022.

Extensive Investment Plan - Infrastructure Development and Renewal:
Midrange

There are no regulatory requirements to increase capacity at the
port, which is currently at 2.6 million 20-foot equivalent units
(TEUs). Further expansion to 3.6 million TEUs by 2024 is currently
planned. However, volume growth, the permits approval process and
the political and economic context could influence the timing of
the further expansion. Fitch has not included material additional
volume growth from this investment in the rating case.

Refinance Risk, Unsecured Debt - Debt Structure: Weaker

MIP issued a USD 600 million bullet bond to refinance the existing
USD450 million outstanding debt maturing in August 2020, and is
currently planning to roll forward the undrawn USD50 million
liquidity facilities. No material covenants protect debt holders
apart from defining a lock-up and additional indebtedness covenant
as net debt/EBITDA higher than 3.0x. The senior debt does not
benefit from a security package. MIP is also planning to negotiate
a capex facility to fund the expansion in 2020 and 2021.

Financial Profile

Under the FRC, projected gross debt to EBITDA averages around 3.3x
between 2020 and 2024. The annuity debt service coverage ratio,
assuming a 19-year synthetic amortisation, suggests sufficient cash
flow generation in the concession to fully repay the outstanding
debt. The average annuity DSCR is 2.3x in the FRC.

The presence of a sponsor group with local and international
banking relationships is likely to support the company if
refinancing is hampered by temporary disruption to the capital
markets. The further protection of a large cash balance has been
eroded by the upstream shareholder loan agreed in 2018.

PEER GROUP

MIP's main peers are Global Liman Isletmeleri A.S. (GLI; B+/Rating
Watch Negative) and Global Ports Investments PLC (GPI; BB+/Stable).
GLI's structural exposure to volatile tourism and to significant
M&A risks weigh on its credit profile. GPI is slightly smaller than
MIP in terms of TEUs but similar to MIP, plays a dominant role in
its home market. Its less balanced cargo import and export mix, but
its expected strong deleveraging path supports the 'BB+' rating.

RATING SENSITIVITIES

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

  - Projected five-year average gross debt/EBITDA above 5.0x;

  - Negative rating action on Turkey's IDR leading to a revision of
the Country Ceiling, which will continue to cap MIP's rating;

  - Failure to refinance its single bullet maturity well in advance
of its maturity.

Positive rating action is unlikely as Turkey's Country Ceiling is
'BB-'

TRANSACTION SUMMARY

MIP issued a USD 600 million bond to refinance the existing USD450
million bond, maturing in August 2020. The remaining proceeds, as
well as available cash on the balance sheet, will be used to fund
transaction costs, expansionary capex and to potentially increase
the existing shareholder loan at the same terms of the existing
upstream loan.

CREDIT UPDATE

Performance Update

Continuing the trend that started in 2017, MIP grew strongly in
container volumes in 2018, and slightly outperformed Fitch's base
case. However, the higher volumes materialised mainly in lower
yield business segments, with a higher proportion of laden exports
and empty import volumes, and actual revenues and EBITDA to
December 2018 were broadly aligned with expectations.

1H19 showed strong container volume performance with 16% growth,
mainly driven by a growing share of exports and transit volumes to
neighbouring countries. However, there is no clear evidence that
this upward trend is structural.

The cash balance has largely dropped yoy due to the cash upstream
to the shareholders according to the upstream loan facility
agreement signed with MIP's shareholders on October 25, 2018. MIP
has lent USD270 million loan in total to shareholders pro rata of
their shares, interest free and with seven years maturity, and is
now looking to increase this amount by potentially upstreaming part
of the new issuance proceeds, as well as available cash on the
balance sheet. Fitch views the ability to upstream cash as credit
negative in the context of large bullet maturities, partially
offset by the relatively low projected gross debt to EBITDA under
Fitch's cases and MIP's right to issue a repayment notice to the
shareholders if cash is needed.

FINANCIAL ANALYSIS

The FRC assumes some volume growth in 2019 supported by the strong
1Q performance, despite Fitch's expectation of negative GDP growth
for Turkey over the same period. However, its conservative approach
compared with MIP's budget reflects its expectation of a further
compression of the market share over the projected period. Fitch
forecasts EBITDA to grow at a CAGR of just below 2.0% from 2018
until 2023, despite modest increases in US dollar-denominated
tariffs assumed under the FRC.

Fitch forecasts total capex of USD393 million over the next six
years including both maintenance and expansionary capex. East Med
Hub (EMH) II, which will increase capacity up to 3.6 million TEUs
by 2024, is currently planned in 2020-2024, but Fitch has not
included material additional volume growth from this investment.
Proceeds from the USD600 million bond issuance, together with cash
available on the balance sheet, will be used to refinance the
existing bond and to fund transaction costs and shareholder
distribution. Fitch expects a further drawdown of the capex
facility in 2020 and 2021 to fund EMH II. Fitch assumes a stressed
interest rate for the US dollar-denominated bond under both the FRC
and the Fitch base case. Average projected FRC gross debt to EBITDA
stands at around 3.3x between 2020 and 2024. The average annuity
DSCR after 2025 is 2.3x in the FRC.

Asset Description

Located in the Cukurova region on Turkey's eastern Mediterranean
coast, MIP is Turkey's largest port by import/export container
throughput and a major player in terms of container throughput. It
has a deep water harbour with 21 berths and is equipped to handle a
range of dry bulk, liquid bulk, containers and roll on-roll off
cargos.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
Environmental, Social and Governance (ESG) credit relevance is a
score of 3. This signals that ESG issues are credit neutral or have
only a minimal credit impact on the entity, either due to their
nature or the way in which they are being managed by the entity.



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U N I T E D   K I N G D O M
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EDDIE STOBART: Two Fund Managers in Rescue Talks with Tinkler
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Oliver Gill at The Telegraph reports that two City heavyweights are
among firms being courted by the former boss of Eddie Stobart
Logistics as he races to put together a rescue plan for the ailing
trucking firm.

According to The Telegraph, fund managers M&G and Ruffer have held
discussions with Andrew Tinkler, who hopes they will sign up to a
deal to inject GBP50 million into the business.

Mr. Tinkler is hoping to overcome a rival bid from Dbay Advisors,
one of the biggest investors in Eddie Stobart, The Telegraph
discloses.

The crippled firm, which was spun off from former parent the
Stobart Group in 2014 and listed three years later, shocked
investors last week when it revealed delayed half-year losses
before interest and tax of at least GBP12 million, The Telegraph
relates.



FONTWELL SECURITIES 2016: Fitch Affirms B+sf Rating on Class P Debt
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Fitch Ratings upgraded four classes of Fontwell Securities 2016
Limited, affirmed 10 classes and maintained five classes on Rating
Watch Negative as follows:

RATING ACTIONS

Fontwell Securities 2016 Limited

Class A; LT AAsf Rating Watch Maintained; previously at AAsf

Class B; LT AAsf Rating Watch Maintained; previously at AAsf

Class C; LT AAsf Rating Watch Maintained; previously at AAsf

Class D; LT AAsf Rating Watch Maintained; previously at AAsf

Class E; LT AAsf Rating Watch Maintained; previously at AAsf

Class F; LT AA-sf Upgrade;                previously at A+sf

Class G; LT AA-sf Upgrade;                previously at A+sf

Class H; LT A+sf Affirmed;                previously at A+sf

Class I; LT A+sf Upgrade;                 previously at Asf

Class J; LT BBB+sf Affirmed;              previously at BBB+sf

Class K; LT BBB+sf Affirmed;              previously at BBB+sf

Class L; LT BBB+sf Affirmed;              previously at BBB+sf

Class M; LT BB+sf Affirmed;               previously at BB+sf

Class N; LT BB+sf Affirmed;               previously at BB+sf

Class O; LT BB+sf Affirmed;               previously at BB+sf

Class P; LT B+sf Affirmed;                previously at B+sf

Class Q; LT B+sf Affirmed;                previously at B+sf

Class R; LT B+sf Upgrade;                 previously at Bsf

Class S; LT CCCsf Affirmed;               previously at CCCsf

TRANSACTION SUMMARY

The transaction is a granular synthetic securitisation of partially
funded credit default swaps referencing a static portfolio of
secured loans granted to UK borrowers in the farming and
agriculture sector. The loans were originated by AMC plc, a fully
owned subsidiary of Lloyds Bank plc (Lloyds, A+/Rating Watch
Negative(RWN)/F1).

The notes' ratings address the likelihood of a claim being made by
the protection buyer under the CDS by the end of the five-year
protection period, in accordance with the documentation.

KEY RATING DRIVERS

Direct Subsidy Dependency:

Fontwell Securities 2016 Limited references a static portfolio of
secured loans granted to UK borrowers in the farming and
agriculture sector. This sector is highly dependent on direct
subsidies, which are currently provided by the EU. These would be
replaced by UK subsidies after Brexit. Fitch places its subsidy
support threshold (SST) at the UK's 'AA' Long-Term IDR, which is on
RWN. The SST constrains the maximum achievable rating in the
capital structure.

Low Default Risk:

The transaction has performed better than Fitch's expectations with
90+ days delinquencies at around 0.47%, which is lower than the
expected annual average probability of default (PD) for the SME
sector in the UK over the next five years. However, Fitch continues
to assign a one-year average PD (based on 90 days past due) of 2%
to all borrowers in the portfolio, due to risks associated with
Brexit.

Increased Credit Enhancement:

The upgrades of the notes reflect increased credit enhancement due
to the transaction deleveraging since the last upgrade in November
2018. The class A notes have partially amortised by GBP125 million
since then, leading to a moderate increase in credit enhancement
available for all the notes.

For the class F notes, its analysis based on increased credit
enhancement suggests an upgrade by two notches to 'AAsf'. However,
given the high dependency on subsidies and the volatility
associated with UK ratings on RWN, Fitch has only upgraded the
ratings by one notch.

Limited Collateral Dilution Risk:

The eligibility criteria and the originator's policies set the
maximum loan-to-value (LTV) at 60%, calculated on a borrower basis.
However, available mortgage collateral secures all AMC exposure
including debt outside of the transaction. Any recoveries will be
shared pro rata across a borrower's different AMC debts. The
current LTV in the portfolio is 31.31%, but any additional lending
could reduce the collateral share for the securitised exposures.

Fitch has stressed the LTV to 50% for loans with LTVs under 50%.
The vast majority of available collateral is over agricultural
land, which has seen an increase in value over the last 10 years of
approximately 200%. In the recovery analysis, Fitch has applied its
commercial property haircuts, which at the 'AA' level, are 75% and
would reverse most of the increase experienced over the last 10
years.

Limited Obligor Concentration:

The portfolio is diverse with a total of 7809 loans. The largest
obligor and top 10 contribute to around 0.34% and 3.36% of the
total portfolio balance, respectively.

Single Industry Exposure:

All the borrowers in the reference portfolio are exposed to the UK
farming and agriculture sector. Accordingly, Fitch continues to
apply a bespoke correlation of 10%.

RATING SENSITIVITIES

Increasing the default probabilities assigned to the underlying
obligors by 25% could result in a downgrade of up to two notches
for rated classes.

Decreasing the recovery rates assigned to the underlying obligors
by 25% could result in a downgrade of up to five notches for the
rated classes.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC 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 has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. There were no findings that affected the
rating analysis. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Prior to the transaction closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.

Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files 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 and together with the assumptions referred, Fitch's
assessment of the information relied upon for the agency's rating
analysis according to its applicable rating methodologies indicates
that it is adequately reliable.

MB AEROSPACE: Moody's Downgrades CFR to B3, Outlook Stable
----------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
UK-headquartered aerospace component manufacturer MB Aerospace
Holdings II Corp. to B3 from B2. The outlook is stable. The rating
action reflects:

  -- The company's high leverage of 8.4x on a Moody's-adjusted
basis as at September 30, 2019

  -- Weak liquidity with continued cash outflows expected over the
next 12-18 months

  -- Continued operational challenges in the ramp up of
next-generation engine components

Concurrently Moody's has downgraded the company's $255 million
senior secured first lien term loan due 2025 and $50 million senior
secured revolving credit facility due 2023 to B3 from B2, and
downgraded the company's probability of default rating to B3-PD
from B2-PD.

RATINGS RATIONALE

The B3 corporate family rating reflects the company's: (1) limited
scale; (2) high Moody's-adjusted leverage of 8.4x at September
2019; (3) the high degree of complexity of new engine parts,
amplified by the unprecedented ramp up in new jet engine
production, which continues to affect profitability; (4) capital
intensive business model, only partly mitigated by the high cash
conversion of its aftermarket subsidiary Asian Compressor
Technology Services (ACTS Taiwan); (5) need to remain a
consolidator in the industry, therefore potential for debt-financed
acquisitions; and (6) ongoing free cash outflows and weak
liquidity.

The rating also reflects the company's: (1) leading position as a
tier one / two supplier of critical components for aero-engines;
(2) strong profitability compared to peers; (3) good engine
platform diversification with a high share of sole supplier
positions; (4) sound industry prospects with strong growth
anticipated from a new generation of engines, underpinned by a good
backlog; and (5) high barriers to entry to the aerospace & defense
industry through certification processes, capital intensity and
long-term customer relationships.

MBA has faced execution challenges for the last two to three years
as the industry transitions to new aero-engine platforms. Over H2
FY18 and YTD FY19 in particular the business has experienced
reduced margins compared with recent history and expectations. Four
principal factors drive the margin compression:

1. A planned and significant level of investment in functional
leadership and upskilling engineering resources capable of driving
performance levels and ingesting further acquisitions.

2. A peak and unprecedented level of complex new product
introductions which have reduced margins and overhead absorption.

3. Raw material supply chain constraints as the wider supply chain
(especially around critical inputs of castings and forgings) has
struggled to cope with the switch to new engine programmes with MBA
needing to absorb idle time awaiting key input materials and
expedite costs to meet customer delivery schedules, and

4. The mix effect of completion of a number of contracts on legacy
programs which are margin accretive.

At the same time MBA has typically taken second supplier positions
on its new platforms, compared to sole supplier status on the
majority of its existing programmes. This may result in some
erosion of market share, particularly if production issues persist,
but nevertheless represents an opportunity for revenue growth. MBA
continues to face execution issues and, despite growing revenue,
margins have declined in 2018 and in the first nine months of 2019.
In addition the company has invested in working capital and capital
expenditure and incurred material exceptional items associated with
the new product ramp up, leading to sustained negative free cash
flow.

As a result of the factors leverage has increased to 8.4x as at
September 30, 2019, taking into consideration a recurring level of
exceptional costs and excluding the company's pro forma adjustments
to EBITDA for lower new product margins. The company has also faced
liquidity challenges, although these were alleviated through
raising additional second lien and sale and leaseback financing
during 2019.

The execution challenges are not uncommon in the industry as new
platforms are ramped up, however the extent to which it has
affected MBA points to the company's limited scale and resources in
dealing with additional complexity across a large number of
processes in multiple locations. The company's primary focus will
be on resolving the remaining new product issues but it also likely
to be active in industry consolidation and further transactions may
be carried out. The company continues to occupy important long-term
positions on critical aero-engine components which supports the
sustainability of the credit profile notwithstanding its product
execution challenges.

Governance considerations which Moody's take into account in MBA's
credit assessment include: (1) - relatively aggressive financial
policies with tolerance for high leverage and use of debt to
finance acquisitions in full or in part; (2) a typical LBO board
structure with Blackstone-appointed non-executive chairman and
private equity sponsors representatives; and (3) relatively limited
granularity of financial reporting granularity and high use of
adjustments and exceptional items.

LIQUIDITY

Moody's considers MB Aerospace's liquidity to be weak. As at
September 30, 2019 the company had approximately $2 million cash on
balance sheet and approximately $38 million availability under its
$50 million revolving credit facility (RCF). The company maintains
headroom under its springing leverage covenant attached to the
RCF.

In the nine months ended September 30, 2019 Moody's adjusted free
cash flow was negative by around $20 million and Moody's expects
free cash flow, whilst improving, to remain negative during the
next 12-18 months.

Moody's considers there is a risk that liquidity headroom will be
limited by 2021 unless trading improves or actions are taken to
generate additional liquid resources, although Moody's notes
additional flexibility in current finance lease arrangements to
support capital expenditure.

STRUCTURAL CONSIDERATIONS

The senior secured first lien term loan and RCF are rated B3, in
line with the CFR, despite their ranking ahead of the company's
$100 million senior secured second lien term loan. This reflects
the weak positioning of the B3 CFR, high leverage through the first
lien of approximately 6.5x, weak liquidity and a guarantee and
collateral package which is limited largely to US subsidiaries.

OUTLOOK

The stable outlook reflects Moody's expectation that cash flows
will improve over the next 12-18 months, remaining negative in 2020
but moving towards free cash flow breakeven in 2021. Whilst
liquidity is expected to reduce, sufficient trading and cash flow
improvements will be made to sustain liquidity headroom over the
next 12-18 months.

Leverage is expected to reduce gradually from existing high levels
through further revenue growth and gradual improvement in margins.
The outlook assumes that the company maintains a stable market
position on long term aeroengine programmes, leading to solid
revenue growth as new programmes ramp up, and that further
substantial progress is made in resolving new product introduction
issues.

WHAT COULD CHANGE THE RATINGS UP / DOWN

The ratings are currently weakly positioned, and an upgrade is not
expected in the near term. An upgrade could occur if
Moody's-adjusted leverage reduces below 6.0x, with meaningful
positive free cash flow, whilst generating solid organic revenue
growth, addressing new product introduction issues and improving
profitability.

Downward ratings pressure could occur if there is no year-on-year
improvement in execution of new product introductions or cash flow
generation over the next few quarters, if the liquidity position
deteriorates further or if operational performance weakens leading
to further increases in leverage.

LIST OF AFFECTED RATINGS

Issuer: MB Aerospace Holdings II Corp.

Downgrades:

LT Corporate Family Rating, Downgraded to B3 from B2

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

Senior Secured Bank Credit Facility, Downgraded to B3 from B2

Outlook Action:

Outlook, Changed to Stable from Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Aerospace and
Defense Industry published in March 2018.

COMPANY PROFILE

MB Aerospace is a tier one and tier two supplier of original
equipment parts for aero-engines, focused on large-diameter cases,
housings, as well as rotating parts. MB Aerospace has been owned by
private equity funds managed by Blackstone since October 2015.

NIGHTINGALE SEC 2017-1: DBRS Confirms BB Rating on Tranche L
------------------------------------------------------------
DBRS Ratings Limited confirmed the following provisional ratings of
12 tranches of the unexecuted, unfunded financial guarantee
regarding the Nightingale Securities 2017-1 Limited (Nightingale
2017-1) portfolio:

-- GBP 3,22,449,145 Tranche A confirmed at AAA (sf)
-- GBP 191,807,000 Tranche B confirmed at AA (high) (sf)
-- GBP 52,311,000 Tranche C confirmed at AA (sf)
-- GBP 60,794,000 Tranche D confirmed at AA (low) (sf)
-- GBP 133,369,000 Tranche E confirmed at A (high) (sf)
-- GBP 32,989,000 Tranche F confirmed at A (sf)
-- GBP 78,702,000 Tranche G confirmed at A (low) (sf)
-- GBP 210,186,000 Tranche H confirmed at BBB (high) (sf)
-- GBP 33,931,000 Tranche I confirmed at BBB (sf)
-- GBP 44,771,000 Tranche J confirmed at BBB (low) (sf)
-- GBP 139,967,000 Tranche K confirmed at BB (high) (sf)
-- GBP 21,203,000 Tranche L confirmed at BB (sf)

The transaction is a synthetic balance-sheet collateralized loan
obligation structured in the form of a financial guarantee (the
Guarantee). The tranches are collateralized by a portfolio of term
loans to small and medium-sized enterprises (SMEs) and loans backed
by income-producing real estate (IPRE), comprising either
commercial or residential properties (the Reference Portfolio),
granted to borrowers in the United Kingdom and originated by
National Westminster Bank plc (NatWest or the Beneficiary). The
rated tranches are unfunded, and the senior guarantee remains
unexecuted.

The ratings address the likelihood of a loss under the guarantee on
the respective tranche resulting from borrower defaults at the
legal final maturity date in November 2027. Borrower default events
are limited to failure to pay, bankruptcy and restructuring events.
The ratings assigned by DBRS Morningstar to each tranche are
expected to remain provisional until the senior guarantee is
executed. The ratings do not address counterparty risk nor the
likelihood of any event of default or termination events under the
agreement occurring.

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

-- Portfolio performance, in terms of cumulative defaults, and
compliance with replenishment criteria during the replenishment
period as of the reporting date of August 2019;

-- Updated default rate, recovery rate and expected loss
assumptions for the Reference Portfolio; and

-- The currently available credit enhancement to the rated
tranches to cover expected losses of each tranche at its respective
rating level.

PORTFOLIO PERFORMANCE

The transaction is currently at the end of its two-year
replenishment period, during which time the Beneficiary was able to
add new reference obligations provided that they meet eligibility
criteria and replenishment criteria. The replenishment period ends
on 15 November 2019.

As of the latest loan-by-loan data of August 2019, the Reference
Portfolio stood at GBP 3,952 million, below the Maximum Reference
Portfolio Amount of GBP 4,706 million. The Reference Portfolio is
granular and composed mainly of secured obligations. Loans to SMEs
and loans backed by commercial IPRE and residential IPRE
respectively represent 56.7%, 28.3% and 15.1% of the Reference
Portfolio's outstanding balance, which are within the limits
prescribed by the replenishment criteria. As of August 2019, the
two triggers that end the replenishment period have not been
breached.

As of the latest investor report of June 2019, delinquencies were
low with loans that are one- to two months in arrears representing
0.1% of the Reference Portfolio's outstanding balance and two-to
three-months in arrears representing 0.2%. Overall, delinquent
loans represented 0.7% of the Reference Portfolio's outstanding
balance at that time.

As of August 2019, the transaction has recorded defaults leading to
a reduction of the Guarantee amount to GBP 389 million from GBP 390
million. The cumulative defaulted amount represented 0.2% of the
Reference Portfolio's initial amount.

PORTFOLIO ASSUMPTIONS

DBRS Morningstar divided its analysis of the Reference Portfolio
into three key sub-pools consisting of loans to SMEs, loans backed
by commercial IPRE and loans backed by residential IPRE.

For the SME sub-pool, the main methodology applied was the "Rating
CLOs Backed by Loans to European SMEs" methodology. The asset
analysis of the commercial IPRE sub-pool was conducted in line with
the "European CMBS Rating and Surveillance Methodology" to
determine expected stressed recovery rates. Given the granularity
of the commercial IPRE sub-pool, DBRS Morningstar relied on
historical performance data to determine a base case probability of
default (PD). Analysis of the residential IPRE sub-pool was
conducted in accordance with the "European RMBS Insight
Methodology" and its U.K. Addendum.

To determine a worst-case portfolio for the analysis of each of the
sub-pools, DBRS Morningstar considered the eligibility and
replenishment criteria, including among others, covenants with
regard to borrower concentration, DBRS Industry classification,
weighted-average life, weighted-average current loan-to-value, and
interest coverage ratio. To determine the overall portfolio default
and loss assumptions, DBRS Morningstar weighted its analysis of
each sub-pool by the worst-case composition of the portfolio in the
three sub-pools.

CREDIT ENHANCEMENT

The credit enhancement level of each tranche has decreased since
closing, given that losses have been recorded. Despite this
decrease, the current credit enhancement level of each tranche is
sufficient to withstand the losses at its respective rating level.

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

TOWD POINT 2019-GRANITE5: DBRS Puts Prov. B Rating on Cl. F Notes
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DBRS Ratings Limited assigned the following provisional ratings to
the notes (the Notes or the Rates Notes) to be issued by Towd Point
Mortgage Funding 2019-Granite5 Plc (Granite5 or the Issuer):

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

DBRS Morningstar does not rate the Class Z1, Z2 and XA Notes.

The provisional rating assigned to the Class A Notes addresses the
timely payment of interest and ultimate payment of principal by the
legal final maturity date in July 2044. The provisional rating on
the Class B Notes addresses the timely payment of interest when
they are the senior-most notes (after the redemption of the Class A
Notes) and the ultimate payment of principal. The provisional
ratings on Class C to Class F Notes address the ultimate payment of
principal and interest. An increased margin on all the Rated Notes
is payable from the step-up date in April 2024.

Granite5 will be a bankruptcy-remote special-purpose vehicle
incorporated in England and Wales. The proceeds of the Notes will
fund the purchase of unsecured consumer loans located in the United
Kingdom of Great Britain and Northern Ireland (United Kingdom;
rated AAA with a Stable trend by DBRS Morningstar). Cerberus
European Residential Holdings B.V. (CERH or the Seller) acquired
the portfolio from Landmark Mortgages Limited (Landmark; formerly
NRAM Plc and Northern Rock Plc).

The legal title to the unsecured loans is held by Landmark. The
beneficial interest in the assets will be transferred to the Issuer
by CERH. CERH completed, through a wholly-owned subsidiary, the
acquisition of Landmark on 5 May 2016.

Credit enhancement will be provided in the form of subordination of
the junior notes. The Class Z Notes are split into two notes: the
Class Z1 Notes and the Class Z2 Notes. The outstanding balance of
the Class Z2 Notes is equal to the balance of the unsecured loans,
which are over 12 months in arrears. Consequently, the structure
has a day-one defaulted balance, which is allocated to the Class Z2
Notes' principal deficiency ledger (PDL). The PDL allocation to the
Class Z2 Notes is not cleared in the revenue waterfall. Only newly
defaulted loans will be allocated to the PDLs of the respective
Notes, beginning with the Class Z1 Notes' PDL.

The credit enhancement available to the Class A Notes will be
49.6%, provided by the subordination of Class B, Class C, Class D,
Class E, Class F, and Class Z1 Notes. The credit enhancement
available to the Class B Notes will be 46.1%, provided by the
subordination of Class C, Class D, Class E, Class F, and Class Z1
Notes. The credit enhancement available to the Class C Notes will
be 38.7%, provided by the subordination of Class D, Class E, Class
F, and Class Z1 Notes. The credit enhancement available to the
Class D Notes will be 34.1%, provided by the subordination of Class
E, Class F, and Class Z1 Notes. The credit enhancement available to
the Class E Notes will be 24.9%, provided by the subordination of
the Class F and Class Z1 Notes. The credit enhancement available to
the Class F Notes will be 21.7%, provided by the subordination of
the Class Z1 Notes. Credit enhancement percentages are expressed as
a percentage of Class A to Class Z1 Notes' balance.

The transaction benefits from a Liquidity Facility, an amortizing
Class A Liquidity Reserve Fund and an Excess Cash Flow Reserve Fund
(ECRF). The Liquidity Facility will be established at closing,
provided by Wells Fargo Bank, N.A. London Branch (privately rated
by DBRS Morningstar) and sized at 1.7% of the principal amount
outstanding of Class A Notes. The Liquidity Facility will cover
senior fees and interest payments on Class A Notes up to the
Liquidity Facility Cancellation Date. The Class A Liquidity Reserve
Fund will cover senior fees and interest payments on Class A Notes
from the Liquidity Facility Replacement Date in October 2025 and
will be funded by available principal and revenue receipts. It will
be amortizing and sized at 1.7% of the principal amount outstanding
of the Class A Notes. The ECRF will be established from the First
Optional Redemption Date (April 2024, if redemption is not
exercised) until all the Subordinated Rated Notes have been repaid
in full and will be available to pay the interest due on the
Subordinated Rated Notes, after applying any principal addition
amounts. The ECRF will be funded with available revenue receipts,
and relevant amounts will continue to be credited until no more
Subordinated Rated Notes are outstanding.

The Notes pay a coupon linked to the daily compounded Sterling
Overnight Index Average (SONIA). The majority of the loans in the
portfolio (83.1%) are floating-rate loans linked to a standard
variable rate, 0.02% of the loans are linked to the Bank of England
base rate and the remaining are fixed-rate 0.0% coupon loans. There
will be no swap in the structure, and thus the basis mismatch
remains unhedged. In its cash flow analysis, DBRS Morningstar
considered the mismatch resulting from differing indices along with
the daily note interest accrual versus loans resetting with a time
lag.

As of the September 30, 2019, cut-off date, the provisional
mortgage portfolio consisted of 17,072 loans with a total portfolio
balance of approximately GBP 152.4 million. The portfolio comprises
linked unsecured loans (90.6%) and de-linked unsecured loans
(9.4%). The Together Loan segment comprised a secured first-lien
mortgage and an unsecured loan. A maximum term of 35 years was
available at origination for both loan parts. While the terms of
each loan part were not required to be the same, in practice they
tended to be equal. The de-linked unsecured loans consist of an
unsecured Together Loan part where the secured mortgage element has
redeemed.

The portfolio is significantly seasoned with a weighted-average
(WA) seasoning of 13.4 years, with most of the portfolio (92.1%)
originated between 2005 and 2007. DBRS Morningstar calculated the
WA indexed loan-to-value based on the current loan balance
(unsecured plus secured) and the DBRS Morningstar indexed original
property valuation at 81.1%. The portfolio contains 15.7% of loans
that are equal to or greater than three months in arrears, with
12.8% in greater than 12 months in arrears. A further 1.5% is
either past their maturity date or defaulted. The WA coupon
generated by the mortgage loans is 4.8%.

Landmark is the Master Servicer, with servicing activities
delegated to Computershare Mortgage Services Limited. The Master
Servicer will remain responsible to the Issuer and the Trustee for
the performance of the Delegated Servicer. Capital Home Loans Ltd.
was appointed the backup delegated servicer, and the backup
delegated servicer facilitator will be CSC Capital Markets UK
Limited.

Borrower collections are held with National Westminster Bank plc,
and estimated collections are deposited on the next business day
into the Issuer transaction account held with Elavon Financial
Services DAC, UK branch. DBRS Morningstar's private rating of the
Issuer Account Bank is consistent with the threshold for account
banks as outlined in DBRS Morningstar's "Legal Criteria for
European Structured Finance Transactions" methodology given the
ratings assigned to the Notes.

To assess the payment of interest and principal on the Rated Notes,
DBRS Morningstar applied seven-year default curves (front-ended and
back-ended); its prepayment curves (low, medium and high constant
prepayment rate (CPR) assumptions); and interest rate stresses per
its "Interest Rate Stresses for European Structured Finance
Transactions" methodology. Furthermore, a 0.0% prepayment curve was
also tested. Based on a combination of these assumptions, a total
of 16 cash flow scenarios were applied to test the performance of
the Rated Notes.

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

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

-- The characteristics of the portfolio and the ability of the
servicer to perform collection and resolution activities.

-- DBRS Morningstar calculated the probability of default (PD),
loss given default (LGD) and expected loss outputs on the portfolio
for its analysis along with DBRS Morningstar's cash flow tool. The
portfolio was analyzed in accordance with DBRS Morningstar's
"Rating European Consumer and Commercial Asset-Backed
Securitizations", "European RMBS Insight Methodology" and "European
RMBS Insight: U.K. Addendum".

-- The ability of the transaction to withstand stressed cash flow
assumptions and repays the Notes according to the terms of the
transaction documents. The transaction structure was analyzed using
Index Dealmaker.

-- The sovereign ratings of the United Kingdom of AAA and R-1
(high) with Stable trends as of the date of this report.

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

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

WOODFORD INVESTMENT: Two Non-Executive Directors Step Down
----------------------------------------------------------
Owen Walker at The Financial Times reports that Neil Woodford's
moribund investment business has dismantled its oversight board and
parted ways with its two non-executive directors, as the group that
once managed more than GBP15 billion prepares to shut its doors.

According to the FT, Martin Walton, a serial entrepreneur
specializing in British start-ups, and Marcia Campbell, a fund
management veteran, have told the Financial Conduct Authority they
are no longer associated with Woodford Investment Management.

Both confirmed to FT they had stood down from their advisory roles
with the company, the FT notes.

The pair are leaving as investors trapped in the stricken Equity
Income fund learn that they could lose at least a third of their
savings based on an analysis by the investment bank charged with
disposing of its hard-to-sell holdings, the FT discloses.  PJT
Partners estimates that more than GBP1 billion could be wiped off
the value of the GBP3 billion fund following the fire sale of its
assets, the FT states.

Mr. Woodford announced he was closing his business last month and
most staff have been let go, with a small number of senior managers
retained to wind the company down, the FT recounts.



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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.

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