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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, March 2, 2016, Vol. 17, No. 043


                            Headlines


A Z E R B A I J A N

SOCAR: Fitch Cuts Long-Term Issuer Default Rating to 'BB+'


G E R M A N Y

DECO 7 - PAN EUROPE: Fitch Cuts Rating on Class E Notes to 'Csf'
PATERNOSTER HOLDING: Moody's Affirms B2 CFR, Outlook Negative


G R E E C E

FRIGOGLASS SAIC: Moody's Lowers CFR to Caa1, Outlook Negative
FRIGOGLASS: S&P Lowers Long-Term Corporate Credit Rating to 'CCC'
GREECE: Tsipras Blames IMF for Another Bailout Review Delay


I R E L A N D

ENDO INTERNATIONAL: Moody's Says Mesh Accrual Credit Negative
HUMAN + KIND: Seeks Examinership to Restructure Finances
RIVOLI - PAN: Fitch Affirms 'CCCsf' Rating on Class C Notes
ROYAL TARA: Bank of Ireland Hit for EUR1.4MM in Liquidation
TAURUS 2015-2: Moody's Affirms 'Ba2' Rating on Class E Notes


I T A L Y

WASTE ITALIA: Moody's Lowers CFR to Caa3, Outlook Negative


L U X E M B O U R G

INTELSAT SA: Moody's Lowers CFR to Caa2 & Changes Outlook to Neg.


N E T H E R L A N D S

MALIN CLO: S&P Raises Rating on Class E Notes to 'BB-'
PEER HOLDING: Moody's Assigns B1 CFR, Outlook Stable


P O L A N D

POLISH BANKS: Fitch Takes Rating Actions on 8 Institutions


R U S S I A

BENEFIT-BANK JSC: Liabilities Exceed Assets, Probe Reveals
BNP PARIBAS: S&P Affirms 'BB+/B' Counterparty Credit Ratings
MORDOVIA: Fitch Assigns 'B+' LT Currency Issuer Default Ratings
TOR CREDIT: Deemed Insolvent, Provisional Administration Halted


S P A I N

ABENGOA SA: Posts Net Loss of EUR1.2 Billion for 2015
ABENGOA SA: Nordic Countries Take Ethanol Measures


U N I T E D   K I N G D O M

ASCENTIAL HOLDINGS: Fitch Raises Issuer Default Rating to 'BB-'
BEATBULLYING: Nearly GBP2 Million of Claims Made in Liquidation
BLUE IVY: Enters Liquidation Over Electrical Bill
ED JAMES: Set for Liquidation Hearing After Running Into Trouble
GEMINI PLC: Fitch Cuts Ratings on Five Note Classes to 'Dsf'

KELDA FINANCE: S&P Affirms 'BB-' Long-Term Ratings
NORWICH POWERHOUSE: Enters Into Company Voluntary Arrangement
PRODIAL LTD: In Liquidation After Facing GBP350,000 Fine
RAITHWAITE HALL: Finds Potential Buyer in Yorkshire Ventures
* UK: Late Payments Hit Construction Industry, Atradius Says


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A Z E R B A I J A N
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SOCAR: Fitch Cuts Long-Term Issuer Default Rating to 'BB+'
----------------------------------------------------------
Fitch Ratings has downgraded State Oil Company of the Azerbaijan
Republic's (SOCAR) Long-term Issuer Default Rating (IDR) to 'BB+'
from 'BBB-', Short-term IDR to 'B' from 'F3' and senior unsecured
rating to 'BB+' from 'BBB-'. The Outlook on the Long-term IDR is
Negative.

The rating action follows the downgrade of the IDR of the
sovereign rating of Azerbaijan. SOCAR is a wholly state-owned
national oil company of Azerbaijan and its ratings are aligned
with the sovereign's. SOCAR is a mid-size integrated oil company
with 2015 hydrocarbon production of 276 thousand barrels of oil
equivalent per day (mboepd), including JVs and a number of assets
in midstream, downstream, chemicals and retail.

SOCAR controls Petkim, Turkey's only chemical producer, and is
constructing a 10 million ton capacity STAR refinery in Turkey.
It is also party to several production-sharing agreements (PSAs)
in Azerbaijan and receives specified volumes of oil, natural gas
and gas condensate free of charge.

Fitch expects that SOCAR's leverage metrics may come under
pressure in 2015-2016 under our oil price deck and following
Azeri manat's devaluation in 2015. Fitch forecasts funds from
operations (FFO) net leverage will increase to 3.6x in 2016 from
1.9x in 2014.

KEY RATING DRIVERS

Ratings Aligned with Sovereign
SOCAR's ratings are aligned with Azerbaijan's, as it represents
the state's interests in the strategically important oil and gas
industry. The company is 100%-state owned, accounts for 20% of
Azerbaijan's oil and gas production, is the largest employer in
the country and a significant contributor to state budget. The
company maintains close ties with the government and State Oil
Fund of the Republic of Azerbaijan (SOFAZ) in financial and
investment decision-making. We view the operational and strategic
ties between SOCAR and its parent as strong, while legal ties as
medium (12% of total debt was state-guaranteed at end-2015).

Funding of SOCAR's Projects
Under a decree by the President of Azerbaijan signed in 2014,
SOCAR set up a JV, Southern Gas Corridor CJSC (SGC). SOCAR holds
a 49% share in SGC, with the remainder held by the Ministry of
Economy and Industry of Azerbaijan. The purpose of the JV is to
implement key Azeri gas projects, including the development of
the Shah Deniz gas field, expansion of the South Caucasus
Pipeline (SCP), and the construction of Trans-Anatolian and Trans
Adriatic gas pipelines (TANAP and TAP).

"We assume funding for the projects, as well as final equity
payment for the construction of the STAR refinery ($US200
million) and potential acquisition of Greek DESFA agreed in 2013,
will come from the government. Should this not be the case and
SOCAR's financial profile comes under pressure (FFO gross
leverage above 5.0x for an extended period of time) due to
higher-than- expected spending we would likely re-assess the ties
between SOCAR and the state, which could lead to a rating
downgrade." Fitch said.

STAR Refinery under Construction

In May 2014, SOCAR agreed funding for the 10 million ton,
$US 5.7 billion STAR refinery in Turkey. The $US3.3 billion
project finance debt package, which is in two tranches, has a
maturity of 18 and 15 years with a four-year grace period. The
refinery is expected to come online in 2018 and supply the
Turkish market, mainly with diesel and jet fuel. Fitch views the
planned cooperation between the refinery and Petkim, SOCAR's
Turkish petrochemical subsidiary as positive for the project's
profitability.

SOCAR issued a $US750 million bond in 2015, which was mainly used
to fund the development of STAR refinery. The remaining equity
payment, related to the refinery, amounts to $US200 million and
is expected to be transferred by 2019.

Speculative Grade Standalone Profile

Fitch views SOCAR's standalone profile at the low end of the 'BB'
rating category, reflecting its limited reserves, declining
production, aged refineries, but also an extensive domestic
pipeline network, expanding international downstream and retail
portfolio.

In 2014, SOCAR's total hydrocarbon output (excluding equity
stakes) was 253 thousand barrels of oil equivalent per day
(mboepd), 1% down yoy. In 2015 production including JVs was
276mboepd, 3% lower than in 2014. While SOCAR's upstream is
weaker and its lifting costs are higher than that of its Russian
peers, this is partially compensated by profits from its
midstream and downstream operations.

Operational Issues

The fire at Gunashli platform in December 2015 reduced SOCAR's
oil output to 137 thousand tonnes or by 16% compared with the
average output in 11M15. Production recovered to 154 thousand
tonnes in January 2016 (6% lower than in 11M15). SOCAR plans to
restore production at Gunashli in January 2017.

Higher Leverage

"Under our oil price of $US 35/bbl in 2016, $US 45 in 2017 and
$US 55/bbl in 2018 we forecast that SOCAR will remain free cash
flow (FCF)-positive, assuming that funding for key investments
projects will come from the government. Lower oil prices and the
manat devaluation will lead to an increase in FFO adjusted net
leverage to 3.6x in 2016, up from 1.9x in 2014, before gradually
declining to 3.2x in 2018," Fitch said.

Over 80% of SOCAR's debt is denominated in US dollars, but at the
same time around 40% of revenues (excluding trading operations)
and majority of trade receivables are also $US-linked, which will
partly neutralize the impact of the manat's devaluation (down 30%
in February 2015 and 50% in December 2015) on leverage ratios.
The devaluation, and corresponding increase in manat-denominated
revenues, will provide a cushion for a decline in oil prices as a
significant portion of SOCAR's costs is also in manat. However,
the positive impact on financial performance may be undermined in
the medium term if wage and cost inflation pressures increase.

KEY ASSUMPTIONS

Fitch's key assumptions within our rating case for the issuer
include:

-- Brent price of $US 35/bbl in 2016, $US 45/bbl in 2017 and $US
    55/bbl in 2018
-- $US/AZN of 1.63 over the next three years
-- Revenue and EBITDA in 2016 lower by 33% and 29%,
    respectively, compared with 2014
-- Capex of AZN5.2billion in 2015-2018
-- Distributions to government flat at AZN400m over the next
    three years
-- Flat upstream production over the next three years
-- Key development projects funded by the government

RATING SENSITIVITIES

Negative: Future developments that may result in negative rating
action include:

-- Weakening state support
-- An aggressive investment program and/or acquisitions
    resulting in a significant and sustained deterioration of
    standalone credit metrics
-- FFO gross leverage exceeding 5.0x for an extended period of
    time, coupled with signs of weakening state support.

As The Rating Outlook is Negative the potential for a positive
rating action is currently limited.

RATING SENSITIVITIES FOR THE SOVEREIGN RATING:

The main factors that could, individually or collectively,
trigger negative rating action are:

-- A failure to adjust expenditure or revenue to the lower oil
    price environment, resulting in a more rapid drawdown of oil
    fund assets.
-- A regional geopolitical shock, such as full-scale conflict
    over Nagorno-Karabakh, or domestic instability that
    undermines the country's economic and financial institutions.

The main factors that could, individually or collectively,
trigger positive rating action are:

-- A sustained rise in hydrocarbon prices that restores fiscal
    and external buffers.
-- Improvements in governance and the business environment, and
    progress towards diversifying the economy away from
    hydrocarbons.
-- An improvement in the budgetary position, beyond the measures
    currently envisaged, sufficient to increase Fitch's
    confidence in the longer-term sustainability of Azerbaijan's
    sovereign balance sheet strengths.

LIQUIDITY

As of June 30, 2015, the group's liquidity position comprised
AZN2.9 billion of cash and cash equivalents, of which AZN2.4
billion (83%) was in $US -denominated bank balances and AZN140m
(5%) was in EUR-denominated bank balances. This was sufficient to
cover SOCAR's short-term borrowings of AZN2.7 billion, 68% of
which was short-term facilities in $US. In January 2016 SOCAR
redeemed $US400 million bonds maturing in 2017. As of June 30,
2015, 86% of SOCAR's debt was $US-denominated and 38% of its
total debt had floating rates.



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G E R M A N Y
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DECO 7 - PAN EUROPE: Fitch Cuts Rating on Class E Notes to 'Csf'
----------------------------------------------------------------
Fitch Ratings has downgraded DECO 7 - Pan Europe 2 plc's class E
notes due 2018 and affirmed the others, as follows:

  EUR1.7 million class D (XS0244896048) affirmed at 'Bsf';
  Outlook Stable

  EUR35.8 million class E (XS0244896394) downgraded to 'Csf' from
  'CCsf'; Recovery Estimate (RE) 20%

  EUR19.4 million class F (XS0246471881) affirmed at 'Csf'; RE 0%

  EUR16.4 million class G (XS0246474042) affirmed at 'Csf'; RE 0%

  EUR33.2 million class H (XS0246475445) affirmed at 'Dsf'; RE 0%

The transaction is the securitization of 10 commercial real
estate loans originated by Deutsche Bank AG between August 2005
and February 2006. Only one loan remains -- the defaulted
Karstadt Kompakt loan, which is being specially serviced by
Hatfield Philips International Ltd. It is secured on nine vacant
retail warehouses located in Germany.

KEY RATING DRIVERS

The affirmation of the class D notes reflects our unchanged
expectation that it will be repaid with a margin of safety. The
downgrade of the class E notes reflects the inevitability, in
Fitch's view, of principal losses for this tranche and those
junior to it.

The EUR75.4 million World Fashion Centre loan repaid in full in
October 2015, in line with Fitch's expectations, resulting in the
full redemption of the class B and C notes and substantial
repayment of the class D notes (which have an outstanding balance
of only EUR1.7 million).

The collateral for the remaining EUR106.4 million Karstadt
Kompakt loan is being liquidated, with six out of 15 assets sold
since our last rating action in March 2015. The realised sales
prices and net sales proceeds were broadly in line with the
latest valuation (around EUR9 million). However, only EUR1m of
principal has been distributed, with some funds used to largely
clear unpaid interest, cover sales-related costs and repay
liquidity facility drawings. Furthermore, some sales proceeds are
being escrowed for future costs, as there is virtually no
property income.

The loan-to-value ratio is in excess of 500%, leaving an asset
value capable of repaying the remaining class D principal and
returning around 20% to the class E notes. However, there is
uncertainty as to the final amount returned given borrower and
issuer costs as well as loan carry costs associated with delays
rank senior to principal on the notes.

RATING SENSITIVITIES

Fitch estimates 'Bsf' recoveries of EUR9m.

The class D note risks being downgraded should it remain
outstanding as bond maturity nears. The class E, F and G notes
will be downgraded to 'Dsf' once losses are finally realised.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed 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 were
material to this 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.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing. The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, 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.


PATERNOSTER HOLDING: Moody's Affirms B2 CFR, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service has changed the outlook to negative,
from stable on all of the ratings pertaining to Paternoster
Holding III GmbH and Paternoster Holding IV GmbH.  The ratings
have been affirmed.  The affirmed ratings include the B2
corporate family rating and B2-PD probability of default rating
(PDR) assigned to Paternoster Holding III GmbH (the Issuer), the
indirect parent company of Wittur International Holding GmbH.
Additionally, Moody's has affirmed the Caa1 rating assigned to
the Issuer's EUR225 million 8-year Senior Notes and the B1 rating
assigned to the EUR195 million 7-year senior secured Term Loan B
(Term Loan) and the EUR65 million 6-year senior secured Revolving
Credit Facility raised by Paternoster Holding IV GmbH, a fully
owned subsidiary of the Issuer.

RATINGS RATIONALE

"The change in outlook primarily reflects the significant
exposure of Wittur to China, in particular to the risk of a
sustained downturn in the real estate sector, which will affect
the group's ability to generate orders for new equipment in
2016", says Scott Phillips, a Moody's Vice President -- Senior
Analyst and lead analyst for Wittur.  "Lower orders and
heightened price competition, particularly in Tier 3 and Tier 4
cities will affect the company's ability to grow earnings and
deleverage from current levels, which would be contrary to our
expectations to maintain the B2 rating", added Mr Phillips.

Wittur delivered strong financial results in the first 9 months
of 2015.  Nevertheless, with almost 45% of the group's revenues
and orders derived from its operations in China, the group ranks
as one of the most exposed companies in the rated European
manufacturing universe to a slowdown in economic activity in the
region and the oversupply on the country's real estate market.

"In recent full year results presentations, the large western
elevator manufacturers -- KONE, Schindler, Otis and Thyssenkrupp
-- warned of a decline in the global new equipment business in
2016, predominantly reflecting a slowdown in order intake in
China", noted Mr. Phillips.

While the order backlog will drive revenue growth for Wittur in
2016, Moody's see growth thereafter as challenging, given that
China accounts for around 45% of the group's global business.
While Moody's expects that Chinese GDP will grow by 6.3% in 2016,
the agency believes that residential construction activity will
remain depressed.  New housing starts and completions, indicators
which are key for the sensitivity of Wittur's order intake and
revenue, have remained in the negative territory in 2015.  Given
the high levels of housing inventory, particularly in the smaller
Tier 3-4 cities, Moody's believes that construction activity will
continue to decline over the next 12-18 months, continuing the
trend of 2015.  Notwithstanding these developments, Wittur sees
some upside potential from an increased focus on independent
elevator installers as well as non-Western MNCs.

Moody's also notes that both the previous CEO and CFO have
recently resigned from Wittur.  While a new CFO has been
appointed, and the search for a new CEO is underway, the agency
believes this will temporarily increase strategic uncertainty at
a time when the operating environment is becoming more
challenging.

The B2 CFR takes into consideration: (1) the group's limited
product offering, mitigated by scale advantages following the
Sematic acquisition; (2) a highly concentrated customer base with
the four main western elevator manufactures accounting for around
two-thirds of group revenue; (3) the company's high exposure to
the predominantly new-build market in China that faces negative
growth; and (4) a high level of leverage, anticipated to be
between 6x and 6.5x in 2016 and 2017.

However, these negative factors are offset by (1) the group's
track record for healthy profit margins, as reflected by
operating profit margins of around 14%, and positive free cash
flow generation over the past three years; (2) longstanding
relationships with the major elevator manufacturers, which in
some case date back to the 1980s; (3) exposure to the mature
markets of Europe and North America which are relatively stable
and driven by a higher proportion of aftermarket sales; and (4)
positive sector fundamentals such as population growth,
increasing levels of urbanization and the positive effects of
regulation.

                 RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook reflects Moody's expectation that the
business climate on the real estate and construction market in
China will deteriorate in the next 12-18 months.  In addition,
Moody's notes that Wittur's order book and revenues in China may
contract by up to 5% in 2016-17, which will slow down the
expected delevering of the company considerably, and which is
contrary to Moody's expectations to maintain the current rating.
Moody's expects that liquidity will be adequate, with sufficient
headroom under financial covenants throughout the forecast
period.

              WHAT COULD CHANGE THE RATING -- UP/DOWN

Given the current lowering of the outlook, Moody's believes a
rating upgrade to be unlikely in the short-term.  Nevertheless,
Moody's could consider an upgrade if Wittur is able to continue
to deliver mid-single digit organic revenue growth (in H2-2016
and beyond, excluding currency effects) combined with a
debt/EBITDA that is close to, or approaching 5x.  Conversely, the
ratings could be downgraded if leverage increases to above 6.5x
debt/EBITDA on a sustained basis, or if there is further
deterioration in Wittur's main growth markets, most notably Asia.
A deterioration of liquidity could also result in a downgrade.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.

                          Company Profile

Based in Germany, Wittur is a private-equity-owned manufacturer
of elevator components.  The company produces and sells elevator
components such as automatic elevator doors, lift cars, safety
components, drives, elevator frames and complete elevators.
Wittur had revenues of EUR522 million in 2014 and around 3,250
employees.  In December 2014, funds advised and managed by Bain
Capital agreed to acquire Wittur from Triton and Capvis.  The
transaction was closed on March 31, 2015.



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G R E E C E
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FRIGOGLASS SAIC: Moody's Lowers CFR to Caa1, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service has downgraded Greek manufacturer
Frigoglass SAIC's corporate family rating to Caa1 from B2 and its
probability of default rating (PDR) to Caa1-PD from B2-PD.
Concurrently, Moody's has downgraded the senior unsecured rating
assigned to the notes issued by Frigoglass Finance B.V. and due
2018 to Caa1 from B2.  The outlook on the ratings has been
changed to negative from developing.

The rating actions follow Frigoglass's announcement on Feb. 26,
2016, that the planned disposal of its glass business, which
comprises activities in Nigeria and Dubai, to the GZI group, a
major beverage can producer in West Africa, has been cancelled,
as the buyer did not secured the necessary funding for the deal.
Amended offers from the buyer were rejected as Frigoglass
management deemed that these did not fully reflect the value of
the assets.  The original agreed price was $225 million (EUR200
million), $200 million of which was to be paid at closing and $25
million in two tranches over the following two years.  Frigoglass
would have used the proceeds of the disposal to materially reduce
its debt (EUR354 million gross debt as of September 2015) and
improve liquidity.

Together with the cancellation of the deal, Frigoglass announced
that they are working on the next strategic steps with the aim of
securing the group with the necessary liquidity and improving the
financial structure of the group.  No further details were
provided but Moody's expects that the process will take several
weeks.

                         RATINGS RATIONALE

The Caa1 rating mainly reflects the weak liquidity situation of
Frigoglass, aggravated by the cancellation of the disposal and
the risk that the company might not meet its debt obligations
upon maturity of its RCF in May 2016.  As of September 2015,
Frigoglass's debt amounted to EUR354 million, of which EUR107
million are short term.  The latter includes almost EUR50 million
facilities with some Greek banks, some local facilities at
Frigoglass's operating subsidiaries and EUR48 million drawing
under the EUR50 million RCF, that is maturing in May 2016 and
needs to be refinanced.  The EUR61 million cash positions (EUR47
million in the ICM and EUR14 million in the glass division) at
September 2015 are insufficient to cover for the debt maturities,
leaving Frigoglass reliant on the roll-over of short-term
borrowing and on the extension of the RCF.  While Moody's
acknowledges that lenders have been so far supportive, such weak
liquidity represents a major credit risk and is not compatible
with a rating in the B category.  In addition, Moody's warns that
a temporary extension of current maturities might be viewed as a
distressed debt exchange, under Moody's criteria, depending on
the agreed terms on the extension.

The rating action also reflects the persisting weak operating
performance in 9M15 when, despite a recovery in revenue, the
EBITDA margin of Frigoglass's ice cold merchandisers (ICM)
business remained under pressure and cash generation remained
negative, owing to working capital absorption that Moody's
expects to be only partly recovered in 4Q15.  Moody's expects
that, absent the proceeds from the glass division disposal,
Frigoglass leverage (measured by Moody's-adjusted debt/EBITDA)
will deteriorate to above 6.0x in 2015 and 2016 (from 5.7x as of
end-2014).

                RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook reflects the risk of a further deterioration
of Frigoglass liquidity, should the company be unable to
refinance its upcoming maturities.

               WHAT COULD CHANGE THE RATING - UP/DOWN

Upward pressure on the rating could develop if Frigoglass is able
to restore an adequate liquidity profile and to improve its
financial structure by materially reducing its debt.  This could
also be achieved by extraordinary operations such as the disposal
of assets or capital injections.

However, downward pressure could result if Frigoglass is unable
to refinancing its current maturities and if its interest
coverage ratio (measured as (fund from operations +
interest)/interest) deteriorates towards 1.0x.

                        PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.

Incorporated in Greece, Frigoglass has a widespread global
presence, with a focus on countries in both Western and Eastern
Europe, Africa and the Middle East, and Asia and Oceania.  The
group produces beverage refrigerators for global players in the
beverage industry, with key customers including Coca-Cola Company
bottlers and major brewers.  Truad Verwaltungs A.G. owns
approximately 45% of Frigoglass and is a long-term investor in
the group.  Truad Verwaltungs A.G. is a trust representing the
interests of the Leventis family and no member has a majority
vote.


FRIGOGLASS: S&P Lowers Long-Term Corporate Credit Rating to 'CCC'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its long-
term corporate credit rating on Greece-based Frigoglass SAIC to
'CCC' from 'B+'.

In addition, S&P lowered the issue rating on Frigoglass'
EUR250 million senior unsecured bond, issued by group financing
vehicle Frigoglass Finance B.V., to 'CCC' from 'B+'.

S&P subsequently placed the ratings CreditWatch with developing
implications.

The downgrade of Frigoglass reflects S&P's view that the company
is now more vulnerable to short-term debt refinancing risks and
is highly dependent on its lenders to continue funding its
operations.  The company is free cash flow negative and is
requesting waivers from its lenders to avert a breach on the
covenants of its existing credit lines.  S&P now assumes
Frigoglass will not receive cash proceeds ($225 million) from the
proposed sale of its Glass operations to African manufacturer GZ
Industries, which cancelled the purchase due to adverse market
conditions in Nigeria.  S&P had assumed a large part of these
cash proceeds would have gone to repay debt, and now see a
shortfall in debt repayment capacity as result.

In addition, S&P sees Frigoglass (ICM and Glass operations
combined) continuing to be free cash flow negative with a highly
leveraged capital structure (>5x adjusted debt/EBITDA) in 2016,
based on our assumption of limited revenue growth and the capital
intensity of its business.  S&P believes this is eroding its
liquidity position.

The ICM and Glass operations have both suffered in the past six
months from high foreign exchange volatility and difficult market
conditions in important markets like Nigeria and Russia.  The
planned application of business disposal proceeds to debt
reduction was therefore a critical component of the company's
financial strategy, allowing it to refocus on the more stable
segments of the ICM markets, helped by a significantly lower debt
burden.

The company is seeking waivers from its core lenders to avert the
breach of its covenants.  S&P thus assess Frigoglass as highly
reliant on the support of its core lenders to continue operating
normally in 2016.

S&P lowered the issue rating on the EUR250 million senior
unsecured bonds in line with the 'CCC' corporate credit rating.
Although according to S&P's calculations the priority liabilities
to total adjusted assets ratio is above 20%, the bonds benefit
from upstream guarantees from operating subsidiaries that
accounted for 96% of group EBITDA and 83% of total assets at
Dec. 31, 2014.

S&P's new base-case projections for 2016 assume:

   -- Revenues of about EUR480 million for the ICM and Glass
      operations, driven by S&P's assumption of positive order
      intake from main customers, but sensitivity to foreign
      exchange volatility in Russia and Nigeria.  EBITDA margin
      of about 10%-11%.

   -- Negative free operating cash flow of EUR10 million.
      Standard & Poor's-adjusted debt of around EUR350 million.

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

   -- EBITDA interest coverage of 1.9x -2.0x.
   -- Standard & Poor's-adjusted debt to EBITDA of 6x-7x.

The CreditWatch developing status indicates that S&P could raise,
lower, or affirm the ratings in the next 90 days after it
receives more information on the outcome of the company's
negotiations with its core lenders and stakeholders.  S&P will
monitor developments regarding the company's ability to secure
support for its short-term debt maturities and its capital
structure.


GREECE: Tsipras Blames IMF for Another Bailout Review Delay
-----------------------------------------------------------
Nikos Chrysoloras, Karl Stagno Navarra, and Rebecca Christie at
Bloomberg News report that Greece's creditors hit a roadblock
over the conditions for disbursing the next portion of emergency
loans to Europe's most indebted state, as Prime Minister Alexis
Tsipras pointed the finger at the International Monetary Fund for
yet another delay in the review of the country's bailout.

The delay adds to Greece's mounting troubles as Europe's failure
to contain the influx of refugees threatens to strand thousands
of migrants in the nation, potentially causing a humanitarian
crisis, Bloomberg notes.

According to Bloomberg, three people with knowledge of the talks
said euro-area finance ministry officials, the European Central
Bank, the European Commission and the IMF couldn't agree on
Feb. 29 how Greece can reach a budget surplus before interest
payments of 3.5% of gross domestic product in the medium term.
The people, as cited by Bloomberg, said the Washington-based fund
had a bleaker outlook on Greece's economy than its European
counterparts and doubts Mr. Tsipras's proposals for overhauling
the pension system are sustainable.

In order to unlock more aid from an EUR86 billion (US$93.4
billion) bailout package forged in August, Greece and its
creditors need to agree on fiscal, tax and pension reforms that
would achieve the targeted budget surplus, Bloomberg states.  A
separate meeting between officials representing creditor
institutions in Frankfurt on Feb. 28 ended without consensus,
Bloomberg relays, citing another person familiar with the talks.

IMF Spokesman Andreas Adriano said in an e-mailed statement
Greece and its creditors need a program of reforms and debt
relief that adds up, Bloomberg relates.

Negotiations are deadlocked on three mutually incompatible red
lines: Mr. Tsipras's refusal to accept additional pension cuts;
Europe's refusal to deliver deeper debt relief to ease fiscal
targets required to make the country's public finances
sustainable; and the demand by some euro-area states that the IMF
contributes to the latest Greek bailout, according to an official
involved in the aid review, Bloomberg discloses.

In an interview with Greece's Star TV on Feb. 29, Mr. Tsipras
said that the IMF must return to realism, adding that creditors
need to reach consensus among themselves on the bailout review,
Bloomberg relays.  He said the heads of mission of creditor
institutions will probably return to Athens after next week's
meeting of euro-area finance ministers in Brussels, Bloomberg
notes.



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


ENDO INTERNATIONAL: Moody's Says Mesh Accrual Credit Negative
-------------------------------------------------------------
Moody's Investors Service commented that Endo International plc's
(parent of Endo Luxembourg Finance I Company S.a.r.l., Endo
Finance Co., and Endo Finance LLC, collectively "Endo") increased
litigation accrual related to its vaginal mesh claims is credit
negative for the company.  There are no changes to Endo's
ratings, including the Ba3 Corporate Family Rating, and the
rating outlook remains negative.

Headquartered in Luxembourg, Endo Luxembourg Finance I Company
S.a.r.l. is a subsidiary of Endo International plc, which is
headquartered in Dublin, Ireland.  Endo is a specialty healthcare
company offering branded and generic pharmaceuticals.  Pro forma
for the acquisition of Par, Moody's estimates Endo will generate
net revenues of over $4 billion.


HUMAN + KIND: Seeks Examinership to Restructure Finances
--------------------------------------------------------
Gavin Daly at The Sunday Times reports that HUMAN + KIND has
sought examinership to restructure its finances.

According to The Sunday Times, the company had losses of
EUR644,000 at the end of March 2015, and owed almost EUR1.2
million to creditors.

Carl Dillon, managing partner in accountancy firm Moore Stephens
Nathans, has been appointed interim examiner, and a full court
hearing of the examinership petition is due to take place today,
March 2, The Sunday Times relates.  The company's accounts show
it employed four people last year, The Sunday Times discloses.

HUMAN + KIND is a Cork cosmetics company.  The company was set up
in 2011 by Dutch businessmen Rene van Willigen and Jeroen Proos,
and sells chemical-free, skincare products.


RIVOLI - PAN: Fitch Affirms 'CCCsf' Rating on Class C Notes
-----------------------------------------------------------
Fitch Ratings has affirmed Rivoli - Pan Europe 1 Plc's floating-
rate notes due 2018 as follows:

  EUR37.3 million Class B (XS0278739874) affirmed at 'Bsf';
  Outlook revised to Stable from Negative

  EUR23.6 million Class C (XS0278741771) affirmed at 'CCCsf';
  Recovery Estimate (RE) 50%, revised from 10%

The transaction is a 2006 securitization of five loans secured by
office, retail and industrial properties located in France, Spain
and the Netherlands. Four loans have repaid in full, the most
recent being the EUR52 million Blue Yonder loan at the May 2015
interest payment date (IPD), with all proceeds applied
sequentially leading to the class A notes being paid in full.

KEY RATING DRIVERS

The rating actions reflect higher-than-expected proceeds from the
Blue Yonder loan. However, the improvement in credit quality is
muted by rising uncertainty regarding the Rive Defense borrower's
ability to refinance the loan, which is due in July. There has
been a significant decline in value for an office that occupies
an off-pitch location in Paris.

The EUR61 million Rive Defense loan (a 50% syndication of a
larger facility) remains in special servicing following the
approval of a plan by the courts presiding over its previous
safeguard proceedings. Part of this process saw Nanterre city
council give planning permission for the demolition and
redevelopment of the site, which could improve collateral value.

However, in June 2015 the property was revalued at only EUR102.6
million, 44% down from EUR181.7 million in 2013. The loan-to-
value ratio has therefore increased to 118.9% from 68.4%. The
sharp decline in value and the borrower's investment in securing
planning permission both reflect uncertainty around the
occupational demand for the office, a 47,346 sq. m. site north-
west of La Defense. While 94% occupied, and having had the
smaller of the two leases (22% of occupied area) recently
extended until February 2016 by SFR/Vivendi (the sole tenant),
Fitch expects the tenant to leave at the next expiry date in
2018. It is reportedly constructing a new headquarters in the
city.

The borrower's ability to return capital to the issuer in time
for bond maturity in 2018 will likely depend on securing a
purchaser for the asset as a development opportunity. Fitch
expects the loan to be resolved at a loss consistent with the RE
on the class C notes.

RATING SENSITIVITIES

Fitch estimates 'Bsf' recoveries of EUR49 million.

Long delays in resolving the loan, particularly if accompanied by
more court intervention, will apply downwards pressure on the
ratings.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed 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 were
material to this 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.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing. The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, 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.


ROYAL TARA: Bank of Ireland Hit for EUR1.4MM in Liquidation
-----------------------------------------------------------
Enda Cunningham at Connacht Tribune reports that Bank of Ireland
took a hit of more than EUR1.4 million, following the closure of
Royal Tara China in Mervue, the liquidator's report shows.

According to the document filed with the Companies Registration
Office, Royal Tara China Holdings Ltd, all creditors except the
bank were paid in full, Connacht Tribune says.  When it closed
down in 2003, the directors hoped to develop 100 apartments on
the five-acre site, the report discloses.

Two years later, the land and buildings were valued at EUR2.5
million, and An Bord Pleanala finally granted permission for the
redevelopment of the site in December 2007, as the property
market was beginning to collapse, according to Connacht Tribune.

In his filing to the CRO, liquidator Thomas Grealy said: "The
company traded from 1953 to 2003, the report relays.  In December
2003, the decision was taken to cease manufacturing due to
adverse trading over a number of years because of cheaper imports
from the Far East and changing lifestyles where young people had
no interest in fine china, the report notes.

"All creditors except the bank were paid in full and all
employees received their redundancy entitlements. The bank held
the company's property as security for their loans.  At the time
of closure, it was considered that the value of the property
exceeded the loan balance," the report quoted Mr. Grealy as
saying.

"The bank agreed to support the development of the property.
Planning permission was sought for 120 apartments.  There were
various difficulties and the planning process took five years.
At that stage, property prices had collapsed and the net amount
realized was EUR1.07 million against a bank debt of approximately
EUR2.5 million," Mr. Grealy added.

"The only other creditors were the shareholders who provided
funds to cover the interest being charged and who are also
funding liquidation costs," the filing read, the report notes.

The eventual planning permission on the site -- after almost
EUR370,000 was spent in architects' fees -- was for the
renovation of Tara Hall and the construction of 10 new buildings
housing apartments, offices, a gym and a cräche, the report adds.


TAURUS 2015-2: Moody's Affirms 'Ba2' Rating on Class E Notes
----------------------------------------------------------
Moody's Investors Service has affirmed the ratings of six classes
of Notes issued by TAURUS 2015 - 2 DEU Limited.

Moody's rating action is:

  EUR153 mil. A Notes, Affirmed Aaa (sf); previously on April 30,
   2015, Definitive Rating Assigned Aaa (sf)

  EUR61.2 mil. B Notes, Affirmed Aa2 (sf); previously on
   April 30, 2015, Definitive Rating Assigned Aa2 (sf)

  EUR61.2 mil. C Notes, Affirmed A3 (sf); previously on April 30,
   2015, Definitive Rating Assigned A3 (sf)

  EUR55.7 mil. D Notes, Affirmed Baa3 (sf); previously on
   April 30, 2015, Definitive Rating Assigned Baa3 (sf)

  EUR74.1 mil. E Notes, Affirmed Ba2 (sf); previously on
   April 30, 2015, Definitive Rating Assigned Ba2 (sf)

  EUR39.786 mil. F Notes, Affirmed B2 (sf); previously on
   April 30, 2015, Definitive Rating Assigned B2 (sf)

Moody's does not rate the Class X Notes.

                        RATINGS RATIONALE

The affirmation reflects the stable performance of the
transaction since closing.  The default probability of the
securitized loan (both during the term and at maturity) as well
as Moody's value assessment of the collateral remain unchanged.
Moody's views favorably the positive leasing performance since
closing with the signing of a new lease fixed for ten years with
Atos for approximately 6,300 square metres (4.3% of total
building space). Additionally there was slight reduction in the
whole loan Moody's LTV ratio from 80.9% to 80.5% as a result of
partial amortization on the Class A notes.

Moody's affirmation reflects a base expected loss in the range of
0%-10% of the current balance, unchanged since closing.  Moody's
derives this loss expectation from the analysis of the default
probability of the securitized loan (both during the term and at
maturity) and its value assessment of the collateral.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was Moody's
Approach to Rating EMEA CMBS Transactions published in July 2015.

Other factors used in this rating are described in European CMBS:
2014-16 Central Scenarios published in March 2014.

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

Main factors or circumstances that could lead to a downgrade of
the ratings are (i) a decline in the property value backing the
underlying loan, (ii) an increase in the default probability
driven by declining loan performance or increase in refinancing
risk, or (iii) an increase in the risk to the notes stemming from
transaction counterparty exposure (most notably the account bank,
the liquidity facility provider or borrower hedging
counterparty).

Main factors or circumstances that could lead to an upgrade of
the ratings are generally (i) a significant increase in the net
rental income derived from the office space and net operating
income from the hotels, (ii) an increase in the property value
backing the underlying loan, or (iii) a decrease in the default
probability driven by improving loan performance or decrease in
refinancing risk.



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


WASTE ITALIA: Moody's Lowers CFR to Caa3, Outlook Negative
----------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating to Caa3 from Caa2 and the probability of default rating
(PDR) to Caa3-PD from Caa2-PD for Italian waste management
company Waste Italia S.p.A.  Concurrently, Moody's also
downgraded the instrument rating of the EUR200 million senior
secured notes to Ca rom Caa2.  The outlook on the ratings remains
negative.

                         RATINGS RATIONALE

The downgrade reflects Moody's view that the risk of a potential
default, for example through a distressed exchange under Moody's
definition of default, has become more likely following the
company's formal announcement that it is undertaking a strategic
review of its capital structure.

On Feb. 10, 2016, Waste Italia announced its decision following
an internal review of the 2015 results, the departure of the
company's CEO in January 2016 who joined the company only in
March 2015, and given the upcoming May 2016 interest payment on
the senior notes and required EUR5 million bond prepayment in Q2
2016. In support of this process, the company has hired financial
advisors to review its balance sheet and capital structure.
Moody's views this development as negative and a sign of
increased default risk in 2016.

The downgrade of the senior secured notes to Ca reflects, in
addition to the increased default risk, the limited recovery
expectation in case of a default particularly given the priority
ranking of the super senior revolving credit facility, other
bilateral overdraft and factoring facilities, and given the
trading levels of the senior secured notes.

Moody's notes that in October 2015, Sostenya Group, owner of 44%
of Waste Italia parent Gruppo Waste Italia (former Kinexia
S.p.A.), bought EUR5 million of senior secured notes on the open
market. Waste Italia indicated that these could be contributed to
Waste Italia at the time.  Moody's notes that according to the
senior secured notes terms, Waste Italia can use notes acquired
on the open market (at market prices) that are subsequently
canceled against the required notes repayments (following the
senior secured notes terms the cancellation has to be made during
the same fiscal year on which the required repayment is
calculated) and hence could use this to materially reduce the
required repayment in Q2 2016.  While a relatively small amount
at the time, Moody's notes that continued open market purchases
by the shareholder or Waste Italia in the future could constitute
a distressed exchange in line with Moody's definition of default.

Waste Italia's liquidity profile is comprised of EUR2.3 million
in cash and EUR5.6 million of availability under uncommitted
factoring, overdraft and invoicing facilities as of Nov. 25,
2015, after the EUR10.5 million coupon payment made on Nov. 13,
2015.  The EUR15 million super senior revolving credit facility
(RCF) is fully drawn and Moody's expects liquidity to remain
tight in 2016, reliant on the company's uncommitted lines.  The
next coupon payments of EUR10.5 million will be in May and
November 2016, and the company faces an annual mandatory
repayment of EUR5 million on the senior secured notes in Q2 2016
(and EUR7.5 million in Q2 2017).  The fully drawn RCF has one
drawstop covenant that is tested if the facility is 30% drawn
under which Moody's expects the company to have some headroom.

Rating Outlook

The negative outlook reflects Moody's expectation that liquidity
will remain tight in 2016.  In addition, the announcement of a
capital structure review points to an increased risk of default
in 2016.

What Could Change the Rating - Down

Given the rating positioning further signs of a capital structure
restructuring, further open market notes purchases by the
shareholder or Waste Italia, or further weakening of its
liquidity profile could lead to ratings pressure.  Signs of
weakening EBITDA in 2016 may also pressure the rating.

What Could Change the Rating - Up

While there is no near term upward rating pressure given the
developments, a significantly improved liquidity profile together
with; (i) the demonstration of sustained and visible free cash
flow (after interest payments); (ii) a continued expansion of the
company's operations and landfill capacity; and (ii) visible
EBITDA growth could result in positive pressure.  Moody's would
also expect Moody's adjusted debt/EBITDA to visibly fall and
interest cover to improve for positive pressure.

The principal methodology used in these ratings was Environmental
Services and Waste Management Companies published in June 2014.



===================
L U X E M B O U R G
===================


INTELSAT SA: Moody's Lowers CFR to Caa2 & Changes Outlook to Neg.
-----------------------------------------------------------------
Moody's Investors Service downgraded Intelsat S.A.'s corporate
family rating and probability of default (PDR) ratings,
respectively, to Caa2 from B3 and Caa2-PD from B3-PD, and changed
the ratings outlook to negative from stable.  All of the
company's debt instrument ratings at Intelsat Jackson Holdings
S.A. were downgraded: senior secured bank credit facility, to B1
from Ba3; senior unsecured guaranteed bonds/debentures, to Caa2
from B3; senior unsecured non-guaranteed bonds/debentures, to
Caa3 from Caa1.  Intelsat (Luxembourg) S.A.'s senior unsecured
regular bonds/debentures were downgraded to Ca from Caa2.
Intelsat's speculative grade liquidity rating was affirmed at
SGL-3, indicating adequate liquidity.

The actions were prompted by a combination of business
fundamentals and capital structure considerations that, from
Moody's perspective, signal the company's debt structure has
become unsustainable.  In particular, while Intelsat's major
fixed satellite services peer companies report of challenging
conditions in the network services sector, a segment that Moody's
views being highly commoditized, with Intelsat's revenue mix
disproportionately exposed to that sector, future growth
prospects are uncertain.  Additionally, while management views
its new high throughput satellites as addressing commoditization,
Moody's wonders whether they add capacity to an already over-
supplied market, and it is unclear to Moody's whether ongoing
negative re-pricing momentum can be curtailed.  With Moody's
expecting negative free cash flow in 2016 and leverage of
Debt/EBITDA increasing to ~9x, it is uncertain whether the
company's cash flow generation can rebound to levels required to
support the timely replacement of its revenue-generating assets.

With uncertain cash flow self-sustainability, the company's 2018
debt maturity may not be refinanceable in the normal course.  The
$475 million residual of the 6.75% notes issued in the name of
Intelsat (Luxembourg) S.A., are deeply subordinated (rated Ca,
two notches below the Caa2 CFR) and there may not be market
appetite to economically roll-over what cannot be repaid from
cash flow. The combination of these matters caused Moody's to
conclude that the company's capital structure has become
unsustainable, and its ratings were downgraded.

These summarizes Moody's ratings and the rating actions for
Intelsat:

Actions for Intelsat S.A.

  Corporate Family Rating, Downgraded to Caa2 from B3
  Probability of Default Rating, Downgraded to Caa2-PD from B3-PD
  Speculative Grade Liquidity Rating, Affirmed at SGL-3
  Outlook, Changed to Negative from Stable

Actions for Intelsat Jackson Holdings S.A.

  Senior Secured Bank Credit Facility, Downgraded to B1 (LGD1)
   from Ba3 (LGD1)
  Senior Unsecured Guaranteed Bond/Debenture, Downgraded to Caa2
   (LGD3) from B3 (LGD3)
  Senior Unsecured Non-Guaranteed Bond/Debenture, Downgraded to
   Caa3 (LGD5) from Caa1 (LGD5)

Actions for: Intelsat (Luxembourg) S.A.

  Senior Unsecured Regular Bond/Debenture, Downgraded to Ca
   (LGD6) from Caa2 (LGD6)

                        RATINGS RATIONALE

Intelsat's Caa2 CFR reflects Moody's opinion that the company's
capital structure may not be sustainable, a matter stemming
primarily from ongoing revenue and EBITDA declines which, given
the company's aggressive debt load, are expected to cause
leverage of Debt/EBITDA to reach ~9x by the end of 2016.  In
part, cash flow declines reflect the company's disproportionate
exposure to highly commoditized telecommunications services, some
of which are vulnerable to terrestrial competition.  While other
fixed satellite services companies report heightened competition
given the combination of recent supply additions and challenging
macroeconomic conditions, Intelsat's significantly declining
results are the exception and, in Moody's view, signal a
potential lack of cash flow self-sustainability.  Over the rating
horizon, near term refinance activities are also a negative
consideration while the company's liquidity position in 2016 is a
positive.

Intelsat maintains adequate liquidity (SGL-3), with a fully un-
drawn $450 million revolving credit facility that is committed
through July 2017, and the company had a December 31, 2015 cash
position of $172 million.  While Moody's anticipates the company
being cash flow negative by ~$100 million over the next year,
since there are no debt maturities and covenant compliance is
adequate, liquidity has been assessed as adequate.

                           Rating Outlook

The negative outlook responds to the company's announcement that
it had recently retained Guggenheim Securities, LLC to assist
with evaluating "various financing and balance sheet
initiatives," and with many of the company's junior-ranking
securities trading at significant discounts, Moody's believes
that there is the potential of opportunistic debt retirements at
less than par.  As this may prompt additional adverse ratings
activity, the outlook is negative.

What Could Change the Rating - Up

Positive ratings pressure would develop were Moody's to expect:

  Cash flow self-sustainability over the life cycle of the
   company's satellite fleet

  Together with

   --- Positive industry fundamentals
   --- Maintenance of solid liquidity
   --- Clarity on capital structure planning

What Could Change the Rating - Down

Negative ratings pressure would develop were Moody's to expect an
imminent default.

The principal methodology used in these ratings was Global
Communications Infrastructure Rating Methodology published in
June 2011.

Headquartered in Luxembourg, and with executive offices in
McLean, VA, Intelsat S.A. is one of the two largest fixed
satellite services operators in the world.  Annual revenues are
expected to be approximately $2.2 billion with EBITDA of
approximately $1.65 billion.

Intelsat is the senior-most entity in the Intelsat group of
companies and is the entity at which we maintain corporate family
and probability of default ratings, and is the only company in
the family issuing financial statements.  Intelsat guarantees
debts at its subsidiary, Intelsat (Luxembourg) S.A. and, as well,
at Intelsat (Luxembourg)'s subsidiary, Intelsat Jackson Holdings
S.A.



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


MALIN CLO: S&P Raises Rating on Class E Notes to 'BB-'
------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Malin CLO B.V.'s variable funding notes (VFN) and class A-1b, B,
C, D, and E notes.  At the same time, S&P has affirmed its
'AAA (sf)' rating on the class A-1a notes.

The rating actions follow S&P's credit and cash flow analysis of
the transaction using data from the latest trustee report and the
application of our relevant criteria.

Malin CLO is a cash flow collateralized loan obligation (CLO)
transaction that securitizes loans to primarily European
speculative-grade corporate firms.  The transaction closed in May
2007.

According to S&P's analysis, the rated liabilities have
significantly deleveraged since S&P's previous review, which has
raised the available credit enhancement for all classes of notes.
The class A-1a and VFN notes have deleveraged by approximately a
euro equivalent of EUR154 million, which represents a more than
49% aggregate reduction in the principal amount outstanding of
the senior classes of notes (the class A1-a and A1-b notes, and
the VFN).

S&P factored in the above observations and subjected the capital
structure to its cash flow analysis, based on the methodology and
assumptions outlined in S&P's updated corporate collateralized
debt obligation (CDO) criteria, to determine the break-even
default rate (BDR).  S&P used the reported portfolio balance that
it considered to be performing, the principal cash balance, the
current weighted-average spread, and the weighted-average
recovery rates that S&P considered to be appropriate.  S&P
applied various cash flow stress scenarios using various default
patterns, levels, and timings for each liability rating category,
in conjunction with different interest rate and currency stress
scenarios.

Upon publishing S&P's updated corporate CDO criteria, it placed
those ratings that could potentially be affected "under criteria
observation".  Following S&P's review of this transaction, its
ratings that could potentially be affected by the criteria are no
longer under criteria observation.

S&P's credit and cash flow analysis indicates that the
significant deleveraging of the class A-1a notes and the VFN has
meant that the VFN, class A-1b, B, C, D, and E notes are now able
to achieve higher ratings that those currently assigned.  S&P has
therefore raised its ratings on these classes of notes.

At the same time, the results of S&P's credit and cash flow
analysis also indicate that the available credit enhancement for
the class A-1a notes is commensurate with its currently assigned
rating.  S&P has therefore affirmed its 'AAA (sf)' rating on the
class A-1a notes.

RATINGS LIST

Class              Rating
            To                From

Malin CLO B.V.
EUR500 Million Secured Floating-Rate Notes

Ratings Raised

VFN         AAA (sf)          AA+ (sf)
A-1b        AAA (sf)          AA+ (sf)
B           AA+ (sf)          AA (sf)
C           AA (sf)           A (sf)
D           BBB+ (sf)         BB+ (sf)
E           BB- (sf)          CCC+ (sf)

Rating Affirmed

A-1a        AAA (sf)


PEER HOLDING: Moody's Assigns B1 CFR, Outlook Stable
----------------------------------------------------
Moody's Investors Service has assigned a B1 corporate family
rating and a B1-PD probability of default rating (PDR) to Dutch
non-food discount retailer Peer Holding B.V. (Action).  Moody's
has also assigned definitive B1 ratings to the company's EUR1,125
million term loan B and EUR75 million revolving credit facility.
The outlook on all ratings is stable.

Concurrently, Moody's has withdrawn the ratings on Action Holding
B.V., including the B1 CFR and B1-PD PDR as well as the B1
ratings of the EUR780 million term loan B and the EUR60 million
revolving credit facility.

                          RATINGS RATIONALE

The refinancing transaction referred to in Moody's press release
published Jan. 25, 2016: "Moody's affirms Action's B1 CFR and
assigns provisional (P)B1 rating to proposed loan refinancing;
outlook stable" has now been completed.  As such, assigning the
CFR to Peer Holding B.V. reflects its new role as the top entity
within the restricted group, while assignment of definitive
instrument ratings follows Moody's review of final credit
documentation.

The earlier press release can be found at:

            https://www.moodys.com/research/--PR_342485

                    RATIONALE FOR STABLE OUTLOOK

The stable rating outlook reflects Moody's view that Action's
product offering and positioning will continue to resonate with
consumers, and that the company will continue to appropriately
control its expenses and store roll-out plan such that its credit
metrics will continue to improve over the next 12 - 18 months.

              WHAT COULD CHANGE THE RATING -- UP/DOWN

Action's rating currently has limited headroom within the B1
category and therefore positive ratings pressure is not expected
in the short term.  However, it could arise if Action were to
continue improving its operating performance and credit metrics,
as well as pursuing a more conservative financial policy
resulting in lower distributions to shareholders.
Quantitatively, Moody's could upgrade the rating if debt/EBITDA
were sustained below 4.0x and EBIT/interest were to rise above
3.0x.

Conversely, the rating agency could downgrade the ratings if
Action's operating performance declines (as a result of negative
like-for-likes or a material decrease in profit margins).
Similarly, Moody's could also downgrade the ratings if Action
were unable to maintain adequate liquidity or its financial
policy were to become more aggressive, with free cash flow
turning negative, such that adjusted debt/EBITDA remained above
5.5x or adjusted EBIT/interest expense fell below 2.0x.

                     PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail
Industry published in October 2015.

Action is a non-food discount retailer based in the Netherlands
and was founded in 1993.  As at December 2015, Action has more
than 650 stores across the Netherlands, Belgium, Germany and
France and employs in excess of 29,000 staff.  For the 12 months
ending Dec. 28, 2014, the company reported revenues of EUR1.5
billion and EBITDA of EUR164 million.



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


POLISH BANKS: Fitch Takes Rating Actions on 8 Institutions
----------------------------------------------------------
Fitch Ratings has downgraded the Long-term Issuer Default Ratings
(IDRs) of Getin Noble Bank SA to 'BB-' from 'BB' and Bank Ochrony
Srodowiska (BOS) to 'B+' from 'BB'. The agency has also affirmed
the Long-term IDRs of mBank at 'BBB-', mBank Hipoteczny (mBH) at
'BBB-', Bank Millennium at 'BBB-', Alior Bank SA at 'BB', Bank
Zachodni WBK (BZ WBK) at 'BBB+' and Eurobank at 'A-'.

The downgrades of Getin and BOS are driven mainly by their
significantly weakened loss absorption capacity, in part as a
result of the new bank tax, and weak asset quality. The
affirmations of Alior, Millennium, mBank and BZ WBK reflect their
more robust profitability and greater capital flexibility, and
limited changes in their financial metrics since the last review.
The affirmations of mBank, BZ WBK and Eurobank also reflect
Fitch's opinion that there is a high probability that they would
be supported, if required, by their respective majority
shareholders: Commerzbank AG (BBB-/Positive/bbb-), Banco
Santander S.A. (Santander, A-/Stable/a-) and Societe Generale
(SG; A/Stable/a). Fitch has not factored banks' potential losses
from foreign currency mortgage restructuring into these rating
actions due to a still high degree of uncertainty on the solution
that will be imposed.

Fitch has also upgraded Eurobank's Viability Rating (VR) to 'bb'
from 'bb-', which mainly reflects the bank's extended track
record of solid performance following the refocusing of its
strategy in 2010.

KEY RATING DRIVERS
IDRS, SUPPORT RATINGS, NATIONAL RATINGS AND SENIOR DEBT OF ALL
BANKS

Fitch believes that BZ WBK, mBank and Eurobank are strategically
important subsidiaries for their parents, and therefore their
Long-term IDRs and senior debt ratings are notched once from the
parent IDRs. The potential cost of support should be easily
manageable for the banks' owners in light of the subsidiaries'
small relative size. The IDRs and Senior debt ratings of mBank
and BZ WBK and National Rating of BZ WBK are also underpinned by
the banks' VRs, which are currently at the same level as their
support-driven Long-term IDR.

mBH's IDRs are equalised with those of its direct parent, mBank,
as we view the subsidiary as core to mBank. Debt issues by
mFinance France and BOS Finance AB are fully guaranteed by mBank
and BOS, respectively. Potential support from Commerzbank for
mBank's subsidiaries could be extended directly or flow through
mBank.

Millennium's IDRs are driven by its standalone strength, as
reflected in its VR. Its Support Rating (SR) reflects potential
support available from its parent, Banco Comercial Portugues S.A.
(BCP; BB-/Stable/bb-), due to the subsidiary's strategic
importance.

The IDRs and National Ratings of Alior, BOS (also senior debt
ratings) and Getin, like Millennium, are driven by their
standalone strength, as reflected in their VRs.

SUPPORT RATINGS AND SUPPORT RATING FLOORS OF ALIOR, BOS AND GETIN

The Support Rating Floors (SRF; 'No Floor') and the SRs of '5'
for Getin and Alior express Fitch's opinion that potential
sovereign support of the banks cannot be relied upon. This is
underpinned by the EU's Bank Recovery and Resolution Directive
(BRRD), which provides a framework for resolving banks that are
likely to require senior creditors participating in losses, if
necessary, instead of or ahead of a bank receiving sovereign
support.

BOS's SRF ('B') and SR ('4') reflect Fitch's view of an only
limited probability of extraordinary support for BOS from the
Polish sovereign, mostly due to the combination of BRRD and EU
state aid considerations. At the same time, Fitch believes that
the state would endeavor to act pre-emptively to avoid BOS
breaching regulatory capital adequacy requirements due to the
state's indirect ownership of the bank and BOS's role in
financing Poland's environmental protection projects.

The bank's direct majority shareholder (the state-owned National
Fund for Environment Protection and Water Management, the Fund)
plans to provide capital for BOS by end-1H16. Fitch believes it
would be difficult for a capital increase directly from the Fund
to be made without triggering state aid and bail-in
considerations, if private shareholders demonstrate that they are
unwilling to support the bank.

VRS OF ALL BANKS

BOS
BOS's VR of 'b+' is driven largely by its mounting industry- and
single-borrower loan book concentrations and weak profitability
outlook, which weigh on the bank's capitalization. This is
notwithstanding BOS's plan to raise capital in 1H16, with the
likely participation of its majority shareholder (the Fund),
which should enable the bank to meet increased regulatory capital
requirements. The VR also reflects BOS's weak overall market
franchise, poor strategy execution, moderate exposure to Swiss
franc retail mortgages (9% of total gross loans at end-2015), low
reserve coverage of impaired loans and significant reliance on
fairly price-sensitive term customer deposits and wholesale debt
funding (PLN1 billion of Eurobonds mature in May 2016).

The bank's high single-name loan book concentrations have been
fuelled by financing of wind farm development projects, which
were equal to around twice the bank's Fitch core capital at end-
November 2015. Credit risks related to this form of financing are
amplified by long tenors and regulatory risks as wind farms rely
on state subsidies. The bank's operating profitability has
suffered from low market interest rates, increased funding costs
and the volatile profitability of its brokerage house subsidiary.
Fitch understands that BOS is likely to be exempt from the bank
tax (about PLN50 million) as result of entering a rehabilitation
program due to its 2015 annual loss.

The National Long-term Rating of BOS's subordinated debt is
notched down twice from the bank's National Rating to reflect
weak recovery prospects in case of default.

MBANK
mBank's VR of 'bbb-' reflects its modest risk appetite, stable
asset quality, fairly strong retail and corporate franchise and
solid capitalization. The VR also reflects material (albeit
slowly declining) exposure to foreign-currency (FC) mortgages and
substantial FC refinancing needs (still largely sourced from the
parent). At end-2015, residential mortgages granted in Poland and
denominated in FC accounted for 28% of total gross loans and the
majority had LTVs above 100%. mBank's strategic focus on
improving its self-financing capacity assumes a gradual repayment
of Commerzbank loans and subordinated debt, which represented 13%
of total funding at end-2015.

mBank applies relatively conservative underwriting standards as
evidenced by its low proportion of unsecured lending, well
diversified corporate exposure by single name and industry and
moderate growth appetite. mBank's retail borrowers are largely
based in urbanized areas, which limits credit risks related to
unsecured retail lending. The bank's pre-impairment operating
profit and capitalization are sufficient to cushion even a
material deterioration in asset quality. However, mBank's
capitalization is highly vulnerable to a sharp and prolonged
depreciation of the Polish zloty against CHF. At end-2015, the
ratio of impaired loans improved to 5.7% (market average: 6.4%)
and unreserved impaired loans accounted for a small 14% of Fitch
core capital (FCC).

ALIOR
Alior's VR of 'bb' largely reflects its rapid credit expansion,
relatively high appetite for credit risk, weak capitalization and
fast inflow of new impaired loans. At end-3Q15, the impaired
loans ratio was 8.6%, or 10.1% including PLN510m impaired loans
written off in 9M15. Alior's credit risk profile is also driven
by the bank's strategic focus on unsecured retail lending, some
concentration in riskier industries (such as wind farms and the
construction sector) and only moderate coverage of impaired loans
by loan loss reserves.

Alior's internal capital generation lags behind balance sheet
growth and in 2016 the bank will need to either rein in its
appetite for expansion or raise fresh capital. The ratings also
take into consideration Alior's conservative funding strategy
based predominantly on retail deposits, adequate liquidity
position and a net interest margin higher than the market
average, which should somewhat cushion the impact of the bank
levy.

GETIN
Getin's VR of 'bb-' suffers from weakening profitability (due to
the low interest rate environment and the bank levy) and weak
asset quality. At end-3Q15, the impaired loans ratio of 15% was
one of the highest in the banking sector and the unreserved
impaired loans almost equalled FCC. Getin's loss absorption
capacity through the income statement may be insufficient to
withstand even moderate stress in its loan book, essentially in
light of a large stock of legacy high-LTV mortgages disbursed
with relaxed credit standards. Getin could pay about PLN200m bank
tax in 2016 (assuming no countermeasures from the bank), which
was higher than its 9M15 annualized consolidated operating
profit.

FC mortgages comprise a material, albeit slowly declining,
proportion of the loan book (about 30% of gross loans at end-
3Q15). The bank's high reliance on currency swaps to refinance
CHF loans exposes Getin to potential prohibitive pricing for new
swaps or their limited supply in case of market stress. At the
same time, Getin's ratings are also driven by the bank's mainly
deposit funding, improved liquidity position and its mid-sized
franchise.

BZ WBK
BZ WBK's VR of 'bbb+' reflects the bank's strong capitalization
and loss absorption capacity as well as a track record of solid
internal capital generation. The FCC ratio stood at 16.8% at end-
2015, and the quality of BZ WBK's capital is sound, underpinned
by a low uncovered impaired loans/FCC ratio of 12% at end-2015.
Return on equity (net of one-off gains and costs) fell moderately
in 2015, but remained solid at 13.7%; however, this will come
under pressure in 2016, due to persistently low interest rates
and the bank tax.

The impaired loans ratio fell to 7.3% at end-2015 (end-2014:
8.4%) and coverage of impaired loans by provisions improved
moderately to 71% (2014: 67%). Single name and sector
concentrations in the loan book are low. BZ WBK's exposure to
legacy FC mortgages is moderate, at 16% of the consolidated loan
book in 2015, and performance of this part of the portfolio has
been sound to date.

Liquidity is adequate, benefitting from the bank's stable funding
position, based on diversified, predominantly retail, customer
deposits (90% of total funding excluding derivatives in 2015).
The loan-to-deposit ratio was just below 100%.

MILLENNIUM
Millennium's VR ('bbb-') is driven by its fairly strong market
franchise, moderate risk appetite, good asset quality, solid
capital buffers and profitability, and stable deposit-based
funding. The VR also reflects the bank's substantial exposure to
Swiss franc retail mortgages (37% of total gross loans at end-
2015), most of which have fairly high loan-to-value ratios. The
asset quality in this portfolio is vulnerable to an increase in
CHF LIBOR and a potential sharp and prolonged weakening of the
Polish zloty. Millennium is also reliant largely on CHF/PLN swaps
to refinance the Swiss franc loans; therefore, its liquidity
position is sensitive to potential margin calls (if the zloty
weakens).

The FCC ratio was a solid 17.2% at end-2015, and unreserved
impaired loans were a small 12% of FCC. Internal capital
generation has been solid, but will come under pressure from the
bank tax.

EUROBANK
Eurobank's VR ('bb') reflects its small size, market franchise
limited to retail customers, significant concentration (though
declining) in higher-risk unsecured consumer loans (46% of total
gross loans at end-2015) and a moderate Swiss franc mortgage
portfolio (13% of total gross loans). These factors are
counterbalanced by the bank's adequate capital buffers, solid
operating profitability, relatively high (but stable) risk
appetite and comfortable funding and liquidity positions due to
substantial long-term parental funding (in both local and foreign
currency).

Eurobank's impaired loans ratio of 8.7% at end-2015 reflects the
significant share of unsecured consumer loans in the loan book.
However, impaired loans are reasonably covered by reserves and
loan book quality has gradually improved due to the amortization
of the legacy portfolio, improved underwriting standards and
increased local currency mortgage lending. The bank tax will not
significantly weaken profitability due to Eurobank's robust net
interest margin (end-2015: 5.1%).

RATING SENSITIVITIES

The support-driven ratings of BZ WBK, mBank, mBH and Eurobank are
sensitive to the IDRs of their respective parent banks. However,
BZ WBK and mBank's IDRs are also underpinned by their VRs, and so
would only be downgraded in case of both a lowering of their VRs
and a weakening of parental support.

The IDRs and National Ratings of Millennium, Alior, Getin and BOS
(also senior debt ratings) are sensitive to changes in their VRs.

Downward pressure on all banks' VRs could, to varying degrees,
arise from (i) significant losses resulting from a restructuring
of FC mortgages; (ii) a further sharp and prolonged depreciation
of the domestic currency combined with a deterioration of the
operating environment; (iii) a material deterioration in asset
quality; and (iv) considerably weaker internal capital
generation.

Fitch's base case assumption is that any potential administrative
solution to FC mortgages will not result in significant one-off
losses for the banking sector. However, if risks related to
administrative actions materialize, then the VRs of Getin and
Millennium, and to a lesser extent mBank and BOS, could come
under most pressure. This reflects their large FC-mortgage
portfolios relative to the total loan book and their FCC.
Exposure is significantly less at BZWBK and Eurobank and very
limited at Alior.

Fitch does not expect to upgrade the banks' VRs in the
foreseeable future given the weakening profitability of the
Polish banking sector due to the bank tax and the low interest
rate environment, and risks relating to FC mortgages. However,
stand-alone credit profiles could benefit from (i) stronger
capitalization (Getin, Alior, BOS); (ii) a track record of still
solid profitability in an environment of low interest rates and
the bank tax; and (iii) a material reduction in FC mortgages
(Getin, Millenium, mBank, BOS) if this could be achieved without
significant conversion losses.

The rating actions are as follows:

Alior

Long-term foreign currency IDR: affirmed at 'BB', Stable Outlook
Short-term foreign currency IDR: affirmed at 'B'
National Long-term Rating: affirmed at 'BBB+(pol)', Stable
  Outlook
National Short-term Rating: affirmed at 'F2(pol)'
Viability Rating: affirmed at 'bb'
Support Rating: affirmed at '5'
Support Rating Floor: affirmed at 'No Floor'

BOS

Long-term foreign currency IDR: downgraded to 'B+' from 'BB',
  Outlook Stable
Short-term foreign currency IDR: affirmed at 'B'
National Long-term Rating: downgraded to 'BB+(pol)' from
  'BBB(pol)', Outlook Stable
National Short-term Rating: downgraded to 'B(pol)' from
  'F3(pol)'
Viability Rating: downgraded to 'b+' from 'bb'
Support Rating: affirmed at '4'
Support Rating Floor: affirmed at 'B'
PLN2billion long-term senior unsecured bond programme:
  downgraded to 'BB+(pol)' from 'BBB(pol)'; Recovery Rating 'RR4'
PLN2billion short-term senior unsecured bond programme:
  downgraded to 'B(pol)' from 'F3(pol)'
PLN83 million subordinated debt: downgraded to 'BB-(pol)' from
  'BBB-(pol)'
EUR250 million long-term senior unsecured eurobonds issued by
  BOS Finance AB: downgraded to 'B+' from 'BB'; Recovery Rating
  'RR4'

Eurobank

Long-term foreign currency IDR: affirmed at 'A-'; Outlook Stable
Short-term foreign currency IDR: affirmed at 'F1'
National Long-term Rating: affirmed at 'AA(pol)'; Outlook Stable
National Short-term Rating: affirmed at 'F1+'
Support Rating: affirmed at '1'
Viability Rating: upgraded to 'bb' from 'bb-'

Millennium

Long-term foreign currency IDR: affirmed at 'BBB-'; Outlook
  Stable
Short-term foreign currency IDR: affirmed at 'F3'
National Long-term Rating: affirmed at 'A-(pol)'; Outlook Stable
Viability Rating: affirmed at 'bbb-'
Support Rating: affirmed at '4'

Getin

Long-term foreign currency IDR: downgraded to 'BB-' from 'BB';
  Outlook Stable
Short-term foreign currency IDR: affirmed at 'B'
National Long-term Rating: downgraded to 'BBB-(pol)' from
  'BBB(pol)'; Outlook Stable
Viability Rating: downgraded to 'bb-' from 'bb'
Support Rating: affirmed at '5'
Support Rating Floor: affirmed at 'No Floor'

mBank

Long-term foreign currency IDR: affirmed at 'BBB-'; Outlook
  Positive
Short-term foreign currency IDR: affirmed at 'F3'
Viability Rating: affirmed at 'bbb-'
Support Rating: affirmed at '2'
Long-term senior unsecured debt rating: affirmed at 'BBB-'
Short-term senior unsecured debt rating: affirmed at 'F3'
Long-term senior unsecured rating for eurobonds issued by
  mFinance France: affirmed at 'BBB-'

mBank Hipoteczny

Long-term foreign currency IDR: affirmed at 'BBB-'; Outlook
  Positive
Short-term foreign currency IDR: affirmed at 'F3'
Support Rating: affirmed at '2'

BZ WBK

Long-term foreign currency IDR: affirmed at 'BBB+', Outlook
  Stable
Short-term foreign currency IDR: affirmed at 'F2'
Viability Rating: affirmed at 'bbb+'
Support Rating: affirmed at '2'
National Long-term Rating: affirmed at 'AA-(pol)', Outlook
  Stable
Senior unsecured debt: affirmed at 'AA-(pol)'



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


BENEFIT-BANK JSC: Liabilities Exceed Assets, Probe Reveals
----------------------------------------------------------
The provisional administration of JSCB Benefit-bank (CJSC)
appointed by Bank of Russia Order No. OD-2980, dated November 2,
2015, due to the revocation of its banking license, revealed
operations of the former management of the bank having signs of
asset withdrawal via a transaction to transfer federal loan bonds
worth 3.7 billion rubles for trust management purposes to what
looks like a dummy company as well as by way of extending loans
in the amount of approximately 840 million rubles to companies
with dubious solvency.

According to the estimate by the provisional administration, the
assets of JSCB Benefit-bank (CJSC) do not exceed 7.7 billion
rubles, whereas the bank's liabilities to its creditors amount to
11.4 billion rubles.

On January 21, 2016, the Court of Arbitration of the city of
Moscow ruled to recognize JSCB Benefit-bank (CJSC) insolvent
(bankrupt) and initiate bankruptcy proceedings with the state
corporation Deposit Insurance Agency appointed as a receiver.

The Bank of Russia submitted the information on the financial
operations performed by the former management and owners of JSCB
Benefit-bank (CJSC) which bear the evidence of the criminal
offence to the Prosecutor General's Office of the Russian
Federation, the Ministry of Internal Affairs of the Russian
Federation and Russian Investigative Committee for consideration
and procedural decision making.


BNP PARIBAS: S&P Affirms 'BB+/B' Counterparty Credit Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+/B' long- and
short-term counterparty credit ratings on Russia-based BNP
PARIBAS BANK JSC (BNPP JSC).  The outlook remains negative.

S&P also affirmed its 'ruAA+' Russia national scale rating on the
bank.

The affirmations reflect S&P's opinion that BNPP JSC continues to
be highly strategic to the BNP Paribas group (BNPP group).  S&P
typically rates highly strategic subsidiaries one notch below the
group credit profile.  In this case, S&P caps the ratings on BNPP
JSC at the level of the sovereign foreign currency rating on the
Russian Federation, as the bank is almost exclusively and
directly exposed to the local economic conditions in Russia.

S&P's view of BNPP JSC's status in the BNPP group is supported by
these factors:

   -- BNPP JSC is the anchor of the BNPP group's presence in
      Russia.  The bank houses all the corporate financing and
      investment banking operations, notably in the commodities
      finance business.  S&P believes BNPP's presence in the
      worldwide commodities finance business explains its
      presence in Russia, one of the largest oil and gas
      exporters in the world.  Russia is an important market in
      the overall group strategy, especially for the corporate
      and investment banking (CIB) division, despite temporary
      difficulties with financing the largest state-owned oil and
      gas companies (due to sanctions imposed by the EU and
      U.S.).  The BNPP group provides a significant amount of the
      funding of its subsidiary through interbank loans and
      closely manages the capital position of BNPP JSC.  At year-
      end 2015, the group provided approximately one-half of BNPP
      JSC's funding base.  There is a high degree of operational
      integration.  BNPP JSC generally acts as a front-office for
      the sale of the group's CIB products to Russia-based
      corporations.  The group pools many support functions in
      its Paris, London, and Geneva hubs.

S&P's view of the economic and industry risks of operating in a
given country are incorporated into S&P's anchor -- the starting
point for its ratings on domestic banks -- with the exception of
a sovereign default scenario, which is reflected only in the
issuer credit ratings.  S&P thinks it is highly unlikely that
BNPP JSC would withstand a scenario in which Russia defaults on
its financial obligations.  Therefore, S&P caps its ratings on
BNPP JSC at the level of the foreign currency ratings on Russia.

S&P's outlook on BNPP JSC is negative, mirroring the outlook on
Russia.

S&P could lower the ratings on the bank if it lowered the foreign
currency rating on Russia.  Moreover, although this is not S&P's
base-case scenario for the next 12-18 months, it could downgrade
BNPP JSC if it perceived that the BNPP group's commitment to its
subsidiary had weakened, which would affect S&P's assessment of
the bank's status within the group.

S&P could raise the ratings on BNPP JSC if S&P raised the ratings
on Russia.


MORDOVIA: Fitch Assigns 'B+' LT Currency Issuer Default Ratings
---------------------------------------------------------------
Fitch Ratings has assigned Russia's Mordovia Republic Long-term
foreign and local currency Issuer Default Ratings (IDRs) of 'B+'
and a Short-term foreign currency IDR of 'B'. The agency has also
assigned the region a National Long-term rating of 'A-(rus)'. The
Outlooks on the Long-term ratings are Stable.

The republic's senior unsecured debt has also been assigned a
Long-term local currency rating of 'B+' and a National Long-term
rating of 'A-(rus)'.

KEY RATING DRIVERS

The 'B+' ratings reflect Mordovia's volatile operating
performance and high direct risk, resulting from large capital
expenditure that is partly mitigated by significant exposure to
long-term preferential budget loans. The ratings also consider
our expectation that the republic will continue to receive
support from the federal government over the medium term ahead of
hosting the world football championship FIFA 2018 as its own
financial flexibility will remain weak.

The rating action reflects the following rating drivers and their
relative weights:

High:

High Direct Risk
Fitch projects that the republic's direct risk will remain high
at 130%-140% (2015: 121%) of current revenue over the medium
term. Mordovia has the highest debt among the Russian regions
rated by Fitch. Direct risk increased fourfold during 2010-2015
to reach RUB34.7 billion last year. The growth was fuelled by
high capital expenditure linked to infrastructure modernization
and the construction of sport facilities for the Mordovian
national event in 2012 and the world football championship FIFA
in 2018.

In mitigation, 55% of direct risk at end-2015 (RUB18.9 billion)
was long-term budget loans that the federal government provided
to the republic at a preferential 0.1% interest rate. Fitch
expects that Mordovia will continue to receive support from the
state over the medium term and the federal government has already
approved RUB4billion budget loans for the republic in 2016. In
2015, the federal government extended the maturity of RUB7.1
billion road-related budget loans to 2025-2034 from 2015-2016.

The republic's refinancing needs are concentrated in 2018 when
RUB12.7 billion or 37% of direct risk (as of 1 January 2016) will
mature. In 2016, the republic needs to repay RUB4.5 billion, or
13% of its direct risk. The risk is mitigated by RUB2.3 billion
undrawn credit lines and contracted budget loans. In 2016, the
republic also plans to issue RUB5 billion bonds to fund its
remaining financing needs.

Weak Institutional Framework
Fitch views the region's credit profile as being constrained by
the evolving nature of Russia's institutional framework for local
and regional governments (LRGs). It has a short track record of
stable development compared with many of its international peers.
Unstable intergovernmental set-up leads to lower predictability
of LRGs' budgetary policies and hamper long-term development
plans. The republic's budgetary performance, in particular, is
reliable on support provided by the upper-tier of government.

Medium:

Weak Fiscal Performance
Fitch forecasts that Mordovia's operating performance will be
weak over the medium term, with an operating balance at 4% of
operating revenue (2015: 7%) and a negative current balance due
to growing interest payments. We forecast the republic's fiscal
deficit to narrow to 10%-12% (2015: 26%) in 2016-2017 and 5% in
2018, due to completion of infrastructure projects.

In 2015, the republic's extremely high RUB8.7 billion deficit was
additionally fuelled by RUB2.6billion budget loans that Mordovia
lent to its municipalities. These loans have a three-year
maturity and their repayment will contribute to a narrowing of
the deficit in 2018.

Modest Economy
In 2015, Mordovia's economy was estimated by the republic's
government to have grown 3.6% while the national economy
contracted 3.7% (Fitch estimation). The growth was supported by a
developing agricultural sector and FIFA championship-related
construction. Nevertheless, we expect that the region's tax
capacity and wealth metrics will remain modest. Its GRP per
capita was 30% below the national median in 2013 (the latest
available data).

Federal transfers constitute a significant proportion of
Mordovia's budget, averaging about 50% of total revenue annually
in 2011-2015, which limits the region's revenue flexibility.

RATING SENSITIVITIES

Sustainable improvement in the operating balance towards 10% of
operating revenue leading to a strengthening of the debt payback
(direct risk to current balance) towards 20 years (2015: 58
years), could lead to an upgrade.

Continuous growth of direct risk above Fitch projections (140% of
current revenue), accompanied by an increase of the republic's
refinancing pressure and a negative operating balance, would lead
to a downgrade.


TOR CREDIT: Deemed Insolvent, Provisional Administration Halted
---------------------------------------------------------------
The Court of Arbitration of Moscow entered a ruling dated
January 28, 2016, on case No. A40-246319/15-174-385, on
recognizing that Non-Bank Credit Institution Tor Credit, LLC, is
insolvent (bankrupt) and appointing a receiver for the entity.

Accordingly, by virtue of the Arbitration Court ruling, the Bank
of Russia decided (via Order No. OD-679, dated February 26, 2016)
to terminate from February 26, 2016, the activity of the
provisional administration of Tor Credit.

The Bank of Russia previously appointed the provisional
administration of Tor Credit, via Order No. OD-3104, dated
November 10, 2015, following the revocation of the entity's
banking license.



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


ABENGOA SA: Posts Net Loss of EUR1.2 Billion for 2015
-----------------------------------------------------
Rodrigo Orihuela and Macarena Munoz Montijano at Bloomberg News
report that Abengoa SA, the company that's trying to avoid
bankruptcy, reported a EUR1.2 billion (US$1.3 billion) loss for
2015 after its business was revalued amid a financial
restructuring process.

The company dropped to a loss after posting net income of
EUR125.3 million the previous year, Bloomberg relays, citing a
regulatory filing on Feb. 29.  According to Bloomberg, the filing
said the loss was mainly due to "negative impacts" of EUR878
million, related to a "viability plan" developed by adviser
Alvarez & Marsal.

Abengoa is currently under preliminary bankruptcy protection, and
has until March 28 to reach an agreement with creditors to
restructure its debt, Bloomberg notes.  If it fails, it will
follow its units in the U.S. and Brazil into court-led insolvency
proceedings, Bloomberg states.  The company, Bloomberg says, has
been working for weeks with Alvarez & Marsal on a financial
restructuring program.  In January, it presented a new viability
plan under which its revenue would shrink by a third, Bloomberg
recounts.

Abengoa's gross debt stood at EUR9.4 billion as of Dec. 31,
EUR888 million less than a year earlier, Bloomberg discloses.

Abengoa is in talks with creditors including banks such as Banco
Santander SA and HSBC Holdings Plc, Bloomberg relates.

Abengoa SA is a Spanish renewable-energy company.


                        *       *       *
As reported by the Troubled Company Reporter-Europe on Dec. 21,
2015, Standard & Poor's Ratings Services lowered to 'SD'
(selective default) from 'CCC-' its long-term corporate credit
rating on Spanish engineering and construction company Abengoa
S.A.  S&P also lowered the short-term corporate credit rating on
Abengoa to 'SD' from 'C'.  S&P said the downgrade reflects
Abengoa's failure to pay scheduled maturities under its EUR750
million Euro-Commercial Paper Program.


ABENGOA SA: Nordic Countries Take Ethanol Measures
---------------------------------------------------
Meghan Sapp at Biofuels Digest reports that in the Netherlands,
Nordic countries are looking to protect themselves against a
possible shut down of Abengoa's ethanol plant in Rotterdam -- the
largest in Europe -- and have begun taking measures such as
importing ethanol from the US and taking term contracts until the
end of April.

The five of the company's US subsidiaries filed for bankruptcy
protection on Feb. 24, Biofuels Digest relates.

According to Biofuels Digest, the protective actions may not be
immediately necessary European market is well supplied, the best
it has been in the past month or more, and enough to be in a
contango with stocks building up.

Abengoa SA is a Spanish renewable-energy company.


                        *       *       *
As reported by the Troubled Company Reporter-Europe on Dec. 21,
2015, Standard & Poor's Ratings Services lowered to 'SD'
(selective default) from 'CCC-' its long-term corporate credit
rating on Spanish engineering and construction company Abengoa
S.A.  S&P also lowered the short-term corporate credit rating on
Abengoa to 'SD' from 'C'.  S&P said the downgrade reflects
Abengoa's failure to pay scheduled maturities under its EUR750
million Euro-Commercial Paper Program.



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


ASCENTIAL HOLDINGS: Fitch Raises Issuer Default Rating to 'BB-'
---------------------------------------------------------------
Fitch Ratings has re-assigned Ascential Holdings Limited's Issuer
Default Rating (IDR) of 'B' to Ascential plc and upgraded it to
'BB-'. This follows the reorganisation of the company in
conjunction with the completion of its initial public offering
(IPO). The Outlook on the IDR is Stable.

At the same time, Fitch has withdrawn the instrument ratings on
the company's recently repaid bank debt.

The upgrade takes into account the materially improved capital
structure of the group following the recent IPO and refinancing
of the company's bank debt facilities. Fitch is treating the
reduced level of debt in the group structure as a permanent
realignment of its intended financial policy.

The company benefits from a well-defined portfolio of events and
information services businesses, which enjoy high renewal rates
and high subscription revenues. A portfolio focus on high margin
must-attend events or must-have data-analytics is likely to
provide a degree of resilience through economic cycles, although
Fitch believes revenue and margin compression would still be felt
in a downturn. Scalable cost structures, the solid albeit
somewhat niche market position of its businesses and consistent
underlying cash flow performance, moderate cyclical risks.

The much reduced leverage profile and strong performance track
record position the company at the lower end of the 'BB'
category. Further ratings upside is somewhat limited by the
company's overall scale.

KEY RATING DRIVERS

IPO A Material Deleveraging Event
A public float of 35% raised GBP280 million in gross IPO
proceeds. The existing shareholders received GBP80 million in a
partial exit, with roughly GBP183 million retained in the
business and used largely to reduce debt. A more typical
corporate and ownership structure, accompanied by funds from
operations (FFO) lease adjusted net leverage in the region of
2.5x by end-2016, is consistent with a 'BB-' rating given the
company's operating profile.

Although immediate peers are limited, Fitch considers that
Ascential exhibits some characteristics similar to larger events
and professional publishing businesses such as UBM and DMGT (BBB-
/Stable).

New Capital Structure, Financial Policy
Through its intention-to-float statement and IPO prospectus,
Ascential has outlined a financial policy that includes net
debt/EBITDA of around 2.5x and a targeted dividend pay-out ratio
of 30%. These are Fitch's initial forecasting assumptions in
terms of how the new capital structure and distributions will
impact free cash flow (FCF) performance. Our forecasts envisage
Ascential generating solid (high-single to low double digit) FCF
margins over the medium-term, with FFO lease adjusted net
leverage of 2.5x at end-2016 and improving in the following two
years.

Business Portfolio, Defined Strategy
Ascential has built a solid portfolio of events and information
services businesses. Focus has been to develop and consolidate
businesses with leading market positions, examples of which
include Lions, the advertising industry's global awards event and
WGSN, its data analytics tool for the fashion and design
industries. Fitch considers that management understands the
importance of establishing must-have type content and exhibits
and has been effective in developing lateral or regional
derivatives of established franchises. Its portfolio approach to
the business is likely to lead to some M&A risk, as does limited
restrictions in its bank documentation.

The ratings take into account the potential for bolt-on
acquisitions within the context of the company's stated financial
policy and rating headroom. The size of the company's revolving
credit facility and FCF generation provide scope for more
sizeable acquisitions, which Fitch would treat as event risk.

Scale and Some Cyclicality
Ascential's scale and the somewhat niche complexion of its
businesses limit the upside in its ratings. Fitch considers
strategy execution has been effective and the business profile
comfortably supports a rating in the 'BB' rating category.

High levels of renewal and subscription rates lead to solid
revenue and cash flow visibility. Some cyclicality is evident in
the two core sectors in which the company operates and is likely
to lead to top-line volatility and margin compression in times of
severe downturn. Performance through the 2009 recession suggests
some margin resilience. Limited scale and cyclicality are likely
to constrain the rating to the 'BB' category, regardless of
leverage.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Ascential
include:

-- Mid-single digit revenue growth in the events division but
    past performance has been stronger; 3% growth in information
    services but lower than historical performance.

-- EBITDA margin expanding from just below 28% currently,
    reaching around 30% by 2018; Ascential's operations are
    generally high-margin and scale businesses; revenue growth is
    therefore expected by Fitch to lead to margin expansion.

-- Cash interest forecast based on initial matrix pricing under
    the new bank facility and reflecting the reduced level of
    gross debt.

-- Neutral to positive working capital cash flows.

-- Dividends in line with the 30% pay-out ratio and weighting of
    half yearly payments as outlined in the ITF statement.

-- Acquisitions only reflect expected earn-outs of around GBP10m
    per year in 2016-18. No other M&A activity have been assumed,
    even though there is some headroom for some bolt-on
    acquisitions.

RATING SENSITIVITIES

Future developments that may, individually or collectively, lead
to positive rating action include:

-- FFO adjusted net leverage expected to be consistently equal
    to or below 2.25x,

-- FFO fixed charge cover expected to be consistently greater
    than 4.0x

-- Continued solid FCF

-- Sustained market position and operating environment.

Future developments that may, individually or collectively, lead
to negative rating action include:

-- FFO adjusted net leverage expected to be consistently greater
    than 3.5x,

-- FFO fixed charge cover expected to be consistently below 3.0x

-- Significant deterioration in FCF

-- Significant and sustained deterioration in EBITDA and cash
    flow margin in the event of a severe market downturn; some
    margin compression would be expected but operational gearing
    and scalable costs are expected to moderate impact on
    profitability.

LIQUIDITY

Liquidity is healthy and provided by balance sheet cash, the
company's recently signed and undrawn GBP95m revolving credit
facility. Underlying cash flow is strong and expected to continue
to support a solid liquidity position.

FULL LIST OF RATING ACTIONS

Ascential plc
-- Ascential Holdings Limited's IDR of 'B' reassigned to
    Ascential plc; upgraded to 'BB-'; Stable Outlook

Eden Bidco Limited
-- EUR300 million term loan B due 2022; 'B+'/'RR3' withdrawn

Eden Financing S.a.r.l / TRG Financing LLC
-- $US323 million term loan B; 'B+'/'RR3' withdrawn


BEATBULLYING: Nearly GBP2 Million of Claims Made in Liquidation
---------------------------------------------------------------
Liam Kay at The Third Sector reports that almost GBP2 million of
unsecured claims have been made by creditors after the collapse
of the charity Beatbullying, according to a liquidator's progress
report filed with Companies House.

Among the 91 creditors that have submitted claims, ITV Text Santa
says it is owed GBP 850,000 and Her Majesty's Revenue & Customs
has made a claim of almost GBP438,000, according to The Third
Sector.

But the liquidator's report, by Stephen Evans --
stephen@antonybatty.com -- of Antony Batty & Company LLP, said
there are insufficient funds to pay unsecured creditors, with
Beatbullying's assets worth between GBP7,500 and GBP8,800 when it
went into liquidation on November 7, 2014, the report notes.

Unsecured creditors include more than 50 subcontractors, many of
whom advised the liquidator that they were employees and were
helped to make claims through the Redundancy Payments Service,
the report says.  The service rejected the claims, saying the
subcontractors were not employees and should therefore be treated
as unsecured creditors, the report discloses.

The liquidator's report said the Pension Protection Fund has
confirmed that Beatbullying's group personal pension scheme was
not eligible to make a claim to the National Insurance Fund, and
all unpaid contributions now rank as unsecured claims in the
liquidation, The Third Sector notes.

The bank HSBC is a secured creditor and is due GBP26,676,
although there was no formal claim from the bank at the time the
liquidator's report was drawn up, The Third Sector discloses.

Former Beatbullying employees, who are preferential creditors,
have submitted a claim valued at GBP42,602 to the Redundancy
Payments Office, the report relays.

During the course of a creditors' meeting on November 21, 2014,
the landlord "forced re-entry of the trading premises, distrained
and removed any assets of value", the liquidator's report said,
Third Sector notes.

The liquidator's report said that when the liquidator gained
access afterwards to remove any remaining assets, all that was
recovered was of little value, Third Sector relays.

The liquidator said it would usually distribute 50 per cent of
the first GBP10,000 of net property proceeds to unsecured
creditors, but in this case it believes this would be
disproportionate because the value of the assets is so low, The
Third Sector notes.

The liquidator's report also details failed attempts to sell
Beatbullying's intellectual property rights, Third Sector
discloses.  Its sister charity Mindfull was seen as having a
considerably higher value than the rest of the assets combined
and the liquidators focused on finding a buyer, Third Sector
says.

One potential buyer for the Mindfull model withdrew their offer
after a third party made "an unsupported retention of title claim
to the IPR which clearly affected the confidence of the
interested party," the report relays.

Other offers put forward were not substantial enough to fund the
solicitors needed to alleviate any data protection risks, and the
sale of IPR assets has therefore been abandoned, the report
notes.

Time costs for the liquidator's report are GBP82,575, although no
fees have been taken since the liquidator was appointed.

In the liquidation process, any money recovered goes first to
liquidation expenses and secured creditors, Third Sector relays.

Next come preferential creditors, which include staff claiming
for unpaid salaries, holiday pay and contributions to pension
schemes, Third Sector adds.


BLUE IVY: Enters Liquidation Over Electrical Bill
-------------------------------------------------
Caroline Ramsey at business-sale.com, citing Daily Gazette,
reports that the directors of the Blue Ivy boutique hotel and
restaurant in Colchester, Essex have been forced to appoint a
liquidator by a legal petition issued by an electrical company.

The legal petition was submitted by Edmundson Electrical
following a dispute over an unpaid bill, the report notes.
Following the petition the distressed hotel and restaurant on
North Hill in Colchester has called in Greenfield Recovery in
order to wind up the company, the report relays.

The Blue Ivy has been open for business since October 2015
following a protracted refurbishment of the premises, the report
says.  Hotel director Carl Blanchette has stated that the
distressed business will remain open and that there was no risk
of closure, despite the fact that the company is now being
voluntarily liquidated, the report notes.

The report discloses that Mr. Blanchette said: "The dispute is
with an electrical company which was from when the building work
started.  We are working through it with the help of our recovery
company and there is no threat to the hotel."

The hotel directors can prevent the liquidation process from
taking place by paying off the petition, having a court dismiss
it or by entering into an agreement to find an alternative form
of insolvency process, the report relays.

Commenting on a former kitchen porter's overdue pay, backdating
to October, Mr. Blanchette said: "When there is a winding up
order the company's bank accounts are frozen which is what is
happening while we get through this," the report adds.


ED JAMES: Set for Liquidation Hearing After Running Into Trouble
----------------------------------------------------------------
business-sale.com reports that a distressed PR and events company
run by Heart FM radio presenter Ed James is set for a liquidation
hearing after the firm ran into financial difficulties.

A meeting with the company's creditors in Droitwich to determine
the next step for Ed James Ltd, according to business-sale.com.

The company is run by Birmingham radio presenter Ed James and his
partner Denise Mickle.

Mr. Mickle told The Business Desk: "We have been experiencing
problems.  We have lost a number of contracts and been a victim
of bad debt.  We have also had a company go under on us.

"Once we have had the meeting we should have more information
about what happens next," Mr. Mickle added.

Creditors of the business have been told to attend the hearing at
the St Andrews Town Hotel in Droitwich, the report notes.  The
hearing has been organised by Justin Brown -- justinbrown@mb-
i.co.uk -- of MB Insolvency.


GEMINI PLC: Fitch Cuts Ratings on Five Note Classes to 'Dsf'
------------------------------------------------------------
Fitch Ratings has downgraded Gemini (Eclipse 2006-3) Plc's class
A to E notes as follows:

  GBP412.3.2 million class A (XS0273575107): downgraded to 'Dsf'
  from 'Csf'; Recovery Estimate (RE) RE5%

  GBP27.8 million class B (XS0273576289): downgraded to 'Dsf'
  from 'Csf'; RE0%

  GBP101.8 million class C (XS0273576446): downgraded to 'Dsf'
  from 'Csf''; RE0%

  GBP81.4 million class D (XS0273576792) downgraded to 'Dsf' from
  'Csf'; RE0%

  GBP70.2 million class E (XS0273576958): downgraded to 'Dsf'
  from 'Csf'; RE0%

The transaction is a securitization of a GBP850.4 million senior
loan originated in November 2006 by Barclays Bank plc
(A/Stable/F1). The loan has been in special servicing since 2008
following an uncured loan-to-value (LTV) covenant breach.

Fitch is withdrawing the ratings of the notes upon default.
Accordingly, Fitch will no longer provide ratings or analytical
coverage for the notes.

KEY RATING DRIVERS

The downgrade follows a default on the payment of interest on the
class A notes as of the January 2016 payment date. As at
December 10, 2015, the remaining portfolio securing the loan --
other than the Sussex Manor property in Crawley -- was sold to a
third party investor.

Payment of swap termination and property liquidation cost as well
as the retention of a certain amount to fund ongoing litigation
led to a redemption amount of GBP156 million, which was paid to
class A noteholders as of the January 2016 payment date.

Fitch understands from the servicer that a valuation for the
Sussex Manor property is being commissioned, with a sale of the
property envisioned for 1Q16 - either by the tenant who holds a
respective pre-emptive purchase right or by the purchaser of the
remaining properties.

Associated recoveries from the sale of the Sussex Manor property
are reflected in Fitch's recovery estimate for class A.

RATING SENSITIVITIES
Not applicable

DUE DILIGENCE USAGE
No third party due diligence was provided or reviewed 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 were
material to this 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.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing. The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, 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.


KELDA FINANCE: S&P Affirms 'BB-' Long-Term Ratings
--------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
'BB-' long-term ratings on U.K. water utility financing companies
Kelda Finance (No. 3) PLC (KF3) and Southern Water (Greensands)
Financing PLC (Greensands) and removed the under criteria
observation (UCO) identifier from the ratings.  The outlook on
both entities is stable.

At the same time, S&P affirmed its 'BB-' issue rating on the
GBP200 million guaranteed secured notes issued by KF3, with a
recovery rating of '3' (indicating expected recovery prospects in
the higher half of the 50%-70% range), and S&P's 'BB-' issue
rating on the GBP490 million senior secured debt instruments
issued by Greensands, with a recovery rating of '4' (indicating
expected recovery prospects in the higher half of the 30%-50%
range).  The latter instruments comprise GBP200 million senior
secured facilities, a GBP40 million senior secured revolving
credit facility (RCF), and GBP250 million guaranteed senior
secured notes due 2019.

S&P applies the criteria to KF3 and Greensands because they own
and control their respective ring-fenced financing groups (RFFGs)
and depend on upstream distributions from their RFFGs for
essentially all of their cash flow to service their own debt.
KF3 is the holding company above the U.K.-based regulated utility
Yorkshire Water Services (YWS) and Greensands is the holding
company above the U.K.-based regulated utility Southern Water
Services Ltd. (SWS).

S&P considers both YWS and SWS to be different groups from the
respective holding companies of KF3 and Greensands.  This is
because both YWS and SWS have independent directors on their
respective boards, there are no cross-default provisions to
entities outside the RFFGs, both YWS and SWS are prohibited from
merging or reorganizing or changing their organizational
documents, all transactions with entities outside the RFFGs have
to be completed on an arm's-length basis, and the RFFG creditors
have a security interest over the RFFG's assets.

KF3 and Greensands have the same 'bb-' stand-alone credit
profile, but S&P's assessment of risk factors for each holding
company differs.

For both holding companies, S&P assess the risk of cash flow
interruption as a negative factor because S&P assess that the
U.K.-based fully regulated utility business would not withstand a
20% drop in EBITDA.  S&P considers this unlikely to happen,
however, given the strong regulatory framework in place and high
predictability of future earnings.  S&P would expect both
operating water incumbents to sustain at least a 10% decline in
EBITDA without breaching their respective dividend lock-up
financial covenants.

S&P's assessment of Greensands' liquidity risk as neutral is
supported by the mandatory liquidity facility in place that
covers at least 12 months of debt service obligations.  The
facility amount was increased to GBP40 million in 2015 and the
maturity extended to 2019.  In addition, there is a financial
covenant in the documentation ensuring sufficient liquidity is
retained at the holding company to cover at least 12 months of
interest.  S&P assess liquidity risk for KF3 as higher, despite
its GBP30 million RFC, because the liquidity facility is not
mandatory in nature and the drawdowns from it are limited by the
presence of a clean-down provision that somewhat restricts the
availability of the liquidity facility, in S&P's view.

In S&P's view, KF3 exhibits stronger stand-alone financial ratios
than Greensands, as its leverage and cost of debt are lower.  S&P
assess this factor as positive for KF3 and neutral assessment for
Greensands.  S&P expects KF3's ratio of debt to available cash to
remain below 1.5x and the ratio of available cash flow to holding
company interest to stand above 10x through to 2020 (the end of
the current regulatory period, AMP6, set by U.K. water regulator
Ofwat).  For the same period, S&P expects Greensands to sustain a
ratio of debt to available cash flow of below 4x and available
cash flow to interest charge well above 3x.  S&P sees those
levels as commensurate with the rating.

Finally, S&P assess both companies negatively on refinancing risk
because of their concentration of debt maturities, well above 20%
in a single year.  In KF3's case, S&P do not consider this risk
to be mitigated by its lower leverage because of its higher
liquidity risk, as detailed above.

S&P's overall assessment of risk factors for KF3 and Greensands
leads S&P to apply a four-notch downward adjustment to the 'BBB'
subordinated issue ratings on the class B debt issued by YWS and
SWS to reach the credit ratings on KF3 and Greensands.

RECOVERY ANALYSIS

Southern Water (Greensands) Financing PLC:

   -- The issue rating of 'BB-' and recovery rating of '4' on the
      GBP490 million senior secured debt instruments, which
      comprise GBP200 million senior secured facilities, GBP40
      million senior secured revolving credit facility (RCF), and
      GBP250 million guaranteed senior secured notes due 2019,
      are constrained by the subordination of Greensands' debt
      facilities to the existing debt at the SWS level.  This is
      offset, in S&P's view, by the relative stability of the
      regulated asset value, and the loan-to-value covenant
      protection that limits the amount of debt that can be
      raised at the SWS level.

   -- In S&P's hypothetical default scenario, it assumes that
      sufficient stress at the SWS level would lead to a lock-up
      of cash flows, with the ratio of debt to regulated capital
      value (RCV) reaching 85%.  S&P assumes that a default would
      occur on the maturity of the notes in 2019, caused by an
      inability to refinance when cash flows from SWS are locked
      up.  S&P has valued the company as a going concern,
      applying a 10% haircut to the regulated asset value of SWS.

   -- S&P has assumed that the marked-to-market liability of the
      inflation index-linked swaps at the SWS level would not
      crystalize in an event of default at the Greensands level.
      However, S&P believes that a significant marked-to-market
      liability at default would result in a lower stressed asset
      value, and lower recovery prospects for the debtholders.
      That said, S&P thinks that part of this risk is captured by
      its 10% discount rate assumption.

Kelda Finance (No. 3) PLC:

   -- The issue rating on the GBP200 million guaranteed secured
      notes issued by KF3 is 'BB-' with a recovery rating of '3',
      reflecting the noteholders' reliance on the equity value of
      Kelda's ownership of the ring-fenced corporate
      securitization, YWS, and the notes' subordination to the
      existing debt at YWS.  S&P considers the security package
      to be relatively weak, given that it comprises share
      pledges where the operating company assets have been
      pledged in favor of the securitization lenders.

   -- S&P considers that the abovementioned factors make the
      recovery prospects for the YWS holding company debt
      volatile and sensitive to small changes in the debt and
      valuation in the event of a default, which limits the
      rating outcome.  S&P believes that recovery prospects are
      also highly sensitive to the potential impact from mark-to-
      market liabilities on the index-linked swaps held by YWS,
      which could have an impact on the value of the YWS holding
      company equity.  In order to determine recovery prospects,
      S&P simulates a hypothetical default scenario.  Under S&P's
      scenario, it assumes that sufficient stress at the YWS
      level would lead to a lock-up of cash flows that S&P
      anticipates will occur in 2018, with debt to RCV reaching
      85%.  S&P then forecasts a payment default at the YWS
      holding company level about 12-to-18 months after the lock-
      up at the YWS level, assuming that the company is still
      able to service the debt during that period.

   -- S&P assumes a sale of YWS' regulated water business via an
      enforcement of holding company share pledges at a 10%
      discount to the RCV.  Allowing for debt to RCV of 85% at
      the YWS level, this leads to the YWS holding company's
      equity value of about GBP361 million being available for
      holders of the guaranteed secured debt.  From this S&P
      deducts enforcement costs of about GBP25 million, leaving
      net equity value of GBP336 million available for secured
      creditors.  Assuming outstanding debt of GBP305 million,
      including 85% drawings under the GBP30 million RCF and with
      six months of prepetition interest added to the debt
      balance, S&P sees recovery in the 50%-70% range.  Recovery
      prospects are numerically higher than the indicated range
      of 50%-70%, but S&P maintains the recovery rating at '3' to
      reflect the  sensitivity of the recovery prospects to
      variations in S&P's assumptions.

RATINGS LIST

Ratings Affirmed

Southern Water (Greensands) Financing PLC
Corporate Credit Rating                BB-/Stable/--
Senior Secured*                        BB-
  Recovery Rating                       4H

Kelda Finance (No. 3) PLC
Corporate Credit Rating                BB-/Stable/--
Senior Secured                         BB-
  Recovery Rating                       3H

*Guaranteed by Greensands Holding Ltd.


NORWICH POWERHOUSE: Enters Into Company Voluntary Arrangement
-------------------------------------------------------------
Dan Grimmer at Eastern Daily Press reports that Norwich
Powerhouse, set up to oversee the creation of Generation Park,
between Thorpe St Andrew and Whitlingham, revealed at the end of
November that it faced difficulties in securing investment.

According to Eastern Daily Press, the board called in an
insolvency practitioner and, looking to avoid liquidation, a
Company Voluntary Arrangement has been approved.

That means its creditors have agreed to get back some of the
money which it invested in it, Eastern Daily Press states.  And
if an investor comes forward in the future, the project could be
resurrected, Eastern Daily Press notes.

It is understood that investors had considered pumping more money
into the project, but the interest has not been followed up with
actual investment, Eastern Daily Press relays.

So, for now, the scheme, which was due to include a straw pellet-
burning plant, 120 new homes, student accommodation, an education
centre, a research base, 11 acres of parkland, plus new cycle
routes and walkways, has been mothballed, Eastern Daily Press
says.

The project had been backed by the University of East Anglia,
which had put GBP2.25 million into the project, and energy
company Eon, which had put in GBP1.4 million, Eastern Daily Press
discloses.


PRODIAL LTD: In Liquidation After Facing GBP350,000 Fine
--------------------------------------------------------
The Register reports that Prodial Ltd, a Brighton-based robo-call
spam operation has been hit by a record GBP350,000 fine by data
privacy watchdogs.  Since the firm has been closed down and
entered liquidation, however, even the Information Commissioner
admits the fine is unlikely to be paid, according to The Register

Prodial Ltd has been served the ICO's largest ever fine for its
flagrant anti-social behavior, the report notes.

More than 1,000 people complained to the Information
Commissioner's Office (ICO) about the automated calls, which
played recorded messages relating to PPI claims, the report
discloses.

The report says that complainants said they were called
repeatedly and without being given any means to put a stop to the
nuisance because no opt-out option was offered.  A doctor
complained the constant spam calls were interfering with work as
they had to answer them in case of a genuine emergency, the
report says.

Prodial Ltd was operating out of a residential property and took
steps to hide its identity, a factor that made it harder for
people to report its nuisance calls, an aggravating factor in its
offending, the report notes.

The law is clear that companies can only make calls to people who
have specifically consented to being contacted by automated
marketing calls, the report says.  An ICO investigation found
Prodial revealed Prodial had secured no such consent, the report
relays.

The ICO's investigation found that information from these calls
was used to sell people's personal details on to claims
management companies, the report notes.  Records indicated the
marketing campaign could have produced a turnover of nearly GBP1
million. Despite the sums of money involved, the firm has been
placed into voluntary liquidation by one of its directors, the
report says.

The report relays that Christopher Graham, the Information
Commissioner, said: "This is one of the worst cases of cold
calling we have ever come across.  The volume of calls made in
just a few months was staggering.

"This was a company that knew it was breaking the law," continued
Mr. Graham, the report notes.  "A company director admitted that
once the ICO became involved, the company shut down," Mr. Graham
added.

In a statement, Mr. Graham said that levying a massive fine on
the now defunct firm served to lay down a marker, potentially
discouraging anybody else from adopting the same business model,
the report discloses.

"We want to send a clear message to other firms that this type of
law-breaking will not pay.  That is why we have handed out our
highest ever fine," the report quoted Mr. Graham as saying.

The ICO's enforcement team is currently working with the
liquidators to recover the fine, the report notes.


RAITHWAITE HALL: Finds Potential Buyer in Yorkshire Ventures
-------------------------------------------------------------
Eilis Jordan at business-sale.com reports that a luxury hotel in
Sandsend, near Whitby, which has been in administration since
July 2015, may have found a buyer in the form of property firm
Yorkshire Ventures in a multi-million pound deal.

Raithwaite Hall, a 100-acre, 80-bedroom hotel, restaurant and
spa, has been in the hands of administrators KMPG while they
waited for offers, according to business-sale.com.  Now the
Yorkshire Post has reported that an eight-figure sum has been
tabled by Yorkshire Ventures, the report relays.  It is hoped
that the deal will save the hotel and attract wealthy tourists to
the Yorkshire coast, the report discloses.

Skelwith Group, which owns and operates Raithwaite Hall, was
placed into administration last year following a petition to wind
up a linked company, Skelwith Leisure, which subsequently went
into liquidation with an outstanding debt of GBP19 million in
unpaid tax, the report notes.

Inn-telligence, a hotel and resort management company, has been
appointed by Yorkshire Ventures to run Raithwaite Hall, employing
93 staff, the report says.  The company has previously worked on
a series of high-profile luxury hotel management projects,
including Royal Palm Hotel in Galapagos, the report discloses.

Raithwaite Estate will be marketed alongside several other luxury
hotels, including The Scotsman in Edinburgh, as both Inn-
telligence and Yorkshire Ventures become joined under the company
Preferred Hotels & Resorts, the report says.

However, there's a chance that other parties may be able to get
in on the deal before it is finalized, the report relays.  A
spokesman for KPMG said they are liaising with interested parties
about selling Raithwaite Estate, but added that the
administrators only comment on completed transactions, the report
adds.


* UK: Late Payments Hit Construction Industry, Atradius Says
------------------------------------------------------------
Trade credit insurer Atradius warns that the UK's construction
industry will struggle from late payments this year and that non-
payment could be at a significant level.

The new in-depth Construction Market Monitor report by Atradius
reveals that while output in the sector has rebounded overall,
construction is still affected by trailing effects of the
recession.

During the downturn, construction companies tendered at margins
that are no longer sustainable in the face of the raw material
price increases and higher labor costs of 2014/15: the report
outlines that with so many construction businesses still working
on such low margin legacy contracts, losses remain relatively
frequent despite improving forward order books.

Late payments continue to be an issue for the sector, especially
from Tier 1 contractors who struggle themselves with legacy
contracts issues. Atradius reports that non-payment notifications
showed an upward trend in 2015 and incidents of non-payment are
expected to continue in 2016.  Meanwhile, construction
insolvencies are expected to level off in 2016 after the
increasing trend in 2015.

Simon Rockett, senior risk manager for Atradius, said: "Due to
the upward trend in output since 2013/4, contractors are now able
to be more selective in choosing which contracts to tender and
therefore have more influence on payment terms.  However, this is
somewhat counteracted by increased costs for labor and materials
which has a negative effect on margins.  At the same time, access
to bank finance remains difficult, particularly for smaller
businesses and for those businesses having to weather
unattractive terms."

The report also highlights a potential negative impact upon those
construction businesses dependant on the UK solar sector
following changes to the Feed-In tariff.  The Government's
proposal to reduce the tariff by more than 80% has subsequently
been adjusted (to 63.5%).  However, Atradius notes that
insolvencies have already increased in this segment since the end
of 2015.

Mr. Rockett continued: "The speed of deterioration seen with some
of the recently failed construction firms highlights the need for
companies to be risk aware -- both in terms of being alert for
any warning signs of potential insolvency and ensuring adequate
protection is in place.  At Atradius we work closely with the
sector and are able to advise customers of trading risks on a
case-by-case basis.  We obviously need to exercise caution where
we are aware of adverse information, but there continue to be
opportunities in the sector and we are keen to facilitate trade
wherever possible."

Globally, Atradius reports a return to economic normalcy becoming
visible in the construction sector, albeit at varying degrees.
Developed markets are set for a more positive near-term outlook
as the fallout from the global financial crisis recedes.  The
construction recession in France, Italy, the Netherlands and
Spain has started to bottom out, while the US and Germany already
record persistent growth.  However, the slowdown in China has
triggered decreasing commodity demand and prices with a knock-on
affect across countries such as Australia.

While the sharp decline in oil prices is hampering building
activities in oil-producing countries like the United Arab
Emirates and the energy-related construction segment in the US,
it could help activity in other markets by relieving public
budget burdens such as in India and by increasing disposable
household incomes which raises consumer confidence.


                            *********

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

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

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


                            *********


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

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

Copyright 2016.  All rights reserved.  ISSN 1529-2754.

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

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

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-362-8552.


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