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

                           E U R O P E

           Thursday, May 19, 2016, Vol. 17, No. 098


                            Headlines


A U S T R I A

HETA ASSET: Creditors Agree to 10% Reduction on EUR11-Bil. Debt


G E R M A N Y

HEIDELBERGCEMENT AG: Moody's Affirms (P)Ba1 Rating on Sr. Notes


G R E E C E

GREECE: IMF Proposal on Bailout Loans to Spark Germany Battle


I R E L A N D

CARLYLE GLOBAL 2016-1: Moody's Assigns Ba2 Rating to Cl. D Notes
CARLYLE GLOBAL 2016-1: Fitch Assigns BB Rating to Class D Notes
WEATHERFORD INTERNATIONAL: S&P Lowers CCR to BB-, Outlook Neg.


I T A L Y

ATLANTIA SPA: Egan-Jones Assigns BB- Sr. Unsecured Debt Ratings


L U X E M B O U R G

HANESBRANDS FINANCE: S&P Assigns BB Rating to $513MM Notes
INTELSAT SA: Moody's Affirms Caa2 Corporate Family Rating


M O N T E N E G R O

MONTENEGRO: Moody's Cuts Debt Ratings to B1, Outlook Negative


N E T H E R L A N D S

MERCATOR CLO III: Moody's Raises Rating on Cl. B-2 Notes to Ba1
MESDAG BV: Fitch Lowers Rating on Class D Notes to CC
PETROBRAS GLOBAL: Moody's Assigns B3 Rating to Global Notes


P O L A N D

CYFROWY POLSAT: Moody's Raises CFR to Ba2, Outlook Stable


R U S S I A

BANK OF MOSCOW: S&P Affirms BB+/B Counterparty Credit Ratings
BORETS INTERNATIONAL: S&P Lowers Corporate Credit Rating to B+


S P A I N

CAIXA ECONOMICA MONTEPIO: Fitch Bonds Rating on Watch Evolving
PARQUES REUNIDOS: S&P Raises CFR to B+, Then Withdraws Rating
SANTANDER EMPRESAS: Fitch Affirms B- Rating on Class D Notes


S W E D E N

HOIST KREDIT: Moody's Assigns (P)Ba2 Rating to EUR750MM Term Note


S W I T Z E R L A N D

PETROPLUS MARKETING: May 31 Claims Schedule Inspection Deadline


T U R K E Y

ALTERNATIFBANK AS: Moody's Lowers Currency Deposit Ratings to Ba1


U N I T E D   K I N G D O M

BHS GROUP: John Hargreaves Among Bidders for Business
BOWERS & BARR: In Administration, Owes Almost GBP1 Million
BROOKLANDS EURO: Fitch Lowers Ratings on 2 Note Classes to D
CONSOLIDATED MINERALS: Moody's Reviews Caa1 CFR for Downgrade
SEAENERGY: Selects Preferred Bidder for Return to Scene Unit

TITAN EUROPE 2007-2: Moody's Cuts Ratings on 2 Note Classes to C


U Z B E K I S T A N

IPOTEKA BANK: S&P Affirms B+/B Counterparty Credit Ratings


                            *********


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A U S T R I A
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HETA ASSET: Creditors Agree to 10% Reduction on EUR11-Bil. Debt
---------------------------------------------------------------
Alexander Weber and Boris Groendahl at Bloomberg News report that
Austria and a group of Heta Asset Resolution AG creditors agreed
to a 10% reduction on EUR11 billion (US$12.4 billion) of state-
guaranteed debt in a preliminary deal to prevent the country's
first provincial insolvency.

The accord, signed by Finance Minister Hans Joerg Schelling and
holders of about half the outstanding securities, including
Commerzbank AG and Pacific Investment Management Co., is a first
step toward a binding deal, the creditor group, as cited by
Bloomberg, said on May 18.  German court cases brought by
holdouts could still upset the agreement, which also needs
European Union approval, Bloomberg notes.

Under the agreement, Carinthia will launch a public offer for the
debt in September, using a structure similar to an attempt that
failed earlier this year, Bloomberg discloses.  Creditors will be
offered 75% of face value in cash for Heta's senior securities,
and 30% for junior debt, Bloomberg states.

The Austrian finance ministry said in a statement that 72
creditors, representing about EUR5 billion of Heta's debt, signed
up to the non-binding preliminary agreement, Bloomberg relays.
According to Bloomberg, the offer will only go ahead if creditors
representing at least two-thirds of the debt sign "irrevocable
undertakings" to join.

Heta Asset Resolution AG is a wind-down company owned by the
Republic of Austria.  Its statutory task is to dispose of the
non-performing portion of Hypo Alpe Adria, nationalized in 2009,
as effectively as possible while preserving value.



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G E R M A N Y
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HEIDELBERGCEMENT AG: Moody's Affirms (P)Ba1 Rating on Sr. Notes
---------------------------------------------------------------
Moody's Investors Service has affirmed the provisional
(P)Ba1/(P)NP senior unsecured MTN program ratings, and the Ba1
ratings on the senior unsecured notes of HeidelbergCement AG (HC)
and its subsidiaries.  Concurrently, Moody's affirmed the HC's
Ba1 Corporate Family Rating (CFR) and Ba1-PD Probability of
default rating (PDR) and changed the outlook to positive from
stable.

"The outlook change to positive was driven by HeidelbergCement's
strong operating performance in 2015 and a continued positive
trend in Q1 2016," says Falk Frey, Senior Vice President and
Moody's lead analyst for HeidelbergCement.  "A successful
acquisition of Italcementi will result in a very strong business
profile and the opportunity to achieve meaningful cost synergies
from the combined business should lead to a rapid restoring of
temporarily weaker credit metrics, which by 2017 would become
commensurate with a Baa3 rating" Mr. Frey added.

                         RATINGS RATIONALE

HC -- on a stand-alone basis -- reported strong results for 2015
and the trend continued through the first quarter ended March 31,
2016 as evidenced by an increase in Operating Income before
depreciation (OIBD) by 7.2% to EUR321 million from EUR299 million
in Q1 2015.  This was largely driven by the continued recovery of
the construction industry in North America and Europe as well as
a trend reversal in Asia, particularly in Indonesia, a positive
pricing environment in most of HC's core markets, HC's efficiency
improvement programs but also declining fuel costs and a
favourable weather situation.  For the full fiscal year,
excluding Italcementi S.p.A., HC has raised its outlook from a
moderate to a high single to double digit increase in OIBD.

Moody's views the strategic rationale of the planned merger with
Italcementi favorably as the merged group will be more
geographically diversified than HC on a stand-alone basis given
the good complimentary footprint of the companies.  The cement
industry is highly cyclical and reliant on economic trends in
individual markets; the greater diversification provided by the
combination should result in HC having greater resilience to
cyclical swings in demand for cement, aggregates and ready-mix
concrete in individual countries.

In addition, the merger bears the potential for a sizable amount
of synergies which HC targets to reach a run-rate of EUR400
million by 2018, upgraded from an initial target of EUR175
million.

The rating also takes into account the challenges related to the
timely execution of the merger especially the targeted asset
disposal process and the possible price realisation which could
have a material impact on the financial metrics of the merged
entity.  Moody's understands that HC targets proceeds of around
EUR1 billion.  Other challenges will be the realisation of the
identified synergies of EUR400 million by 2018 as well as the
combination of two businesses with different existing business
cultures.

The positive outlook on HC's Ba1 rating reflects the company's
prudent funding of the acquisition of ITC and our assumption that
the leverage of the merged group will fall back to well below
4.0x debt/EBITDA in 2017 on a pro-forma basis.  In order to make
this happen, HC needs to realize most of the targeted synergies,
and successfully dispose of the planned assets at targeted
prices. Furthermore, Moody's expects continued improvements in
HC's operating performance over the next 12-18 months backed by
solid demand trends in the US and UK in particular.

                               LIQUIDITY

HC has a good liquidity profile.  While it's normal working
capital cycle involves negative cash generation in the early part
of the calendar year, free cash generation is normally quite
robust in the second half.  As of March 30, 2016, HC's liquidity
position is supported by the cash balance of around EUR2.0
billion as well as its EUR3.0 billion committed revolving credit
facility maturing in 2019, which is not intended to be drawn for
the transaction but expected to be retained as liquidity backstop
for the group.  For the financing of the transaction HC had
initially secured a EUR4.4 billion bridge facility which has been
reduced to EUR2.0 billion the minimum amount required for the
mandatory takeover offer planned.  Moody's understands that the
remaining bridge amount will be addressed by a combination of
long-term capital market debt and disposal proceeds as well as
free cash flow generation.

                  WHAT COULD CHANGE THE RATING -- UP

An upgrade of HC to Baa3 could materialize in case of (1) a
successful and timely execution of the acquisition of
Italcementi; (2) realization of the targeted synergies EUR400
million by 2018; (3) higher than expected cash inflow from the
planned asset disposals and (4) operating performance and
profitability improvements driven by volume growth and cost
synergies post merger evidenced in RCF/net debt above 20% and a
reduction of the Debt/EBITDA ratio to below 3.5x, sustainably.
Moreover, a rating upgrade to Baa3 would require HC to commit to
financial policies that balance the interest of creditors and
shareholders and maintain credit metrics in line with an
investment grade rating.

               WHAT COULD CHANGE THE RATING -- DOWN

Moody's might consider downgrading HC if (1) the timeline of the
integration and achievement of synergies or realization of asset
disposal valuation would fall materially behind expectations or
(2) legal and/or regulatory requirement would lead to a
significant change in the current merger plan; (3) such events as
well as weaker-than-expected performance which would result in
the inability of the company to sustain RCF/net debt of at least
20% over the following years.

List of Affected Ratings:

Affirmations:

Issuer: HeidelbergCement AG

  Corporate Family Rating, Affirmed Ba1
  Probability of Default Rating, Affirmed Ba1-PD
  BACKED Senior Unsecured Medium-Term Note Program, Affirmed
   (P)NP
  BACKED Senior Unsecured Medium-Term Note Program, Affirmed
   (P)Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Affirmed Ba1

Issuer: HeidelbergCement Finance Luxembourg S.A.

  BACKED Senior Unsecured Medium-Term Note Program, Affirmed
  (P)NP
  BACKED Senior Unsecured Medium-Term Note Program, Affirmed
   (P)Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Affirmed Ba1
  Senior Unsecured Regular Bond/Debenture, Affirmed Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Affirmed (P)Ba1

Issuer: Hanson Limited

  Senior Unsecured Regular Bond/Debenture, Affirmed Ba1

Outlook Actions:

Issuer: HeidelbergCement AG

  Outlook, Changed To Positive From Stable

Issuer: HeidelbergCement Finance Luxembourg S.A.

  Outlook, Changed To Positive From Stable

Issuer: Hanson Limited

  Outlook, Changed To Positive From Stable

                     PRINCIPAL METHODOLOGIES

The principal methodology used in these ratings was Building
Materials Industry published in September 2014.

HeidelbergCement AG is the world's second largest cement producer
and the world leader in aggregates with strong market positions
in mature Western European countries, such as Germany,
Scandinavia, Benelux, and the UK, as well as in the emerging
markets of Eastern Europe, Africa, Asia and Turkey.  HC generated
revenues of EUR13.5 billion for the fiscal year 2015 and a
reported operating EBITDA of EUR2.6 billion.



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G R E E C E
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GREECE: IMF Proposal on Bailout Loans to Spark Germany Battle
-------------------------------------------------------------
Marcus Walker at The Wall Street Journal reports that the
International Monetary Fund is demanding that Europe free Greece
from all payments on its bailout loans until 2040, in the opening
bid of a struggle that pits IMF math against German muscle.

A new IMF proposal shared with Europe late last week goes far
beyond what Greece's eurozone creditors, led by Germany, have
said they are willing to do to help the country regain its
financial health. Germany is leading the pressure on the IMF to
dilute its demands and rejoin the Greek bailout program as a
lender, the Journal says.

According to the Journal, the IMF wants eurozone countries to
accept long delays in the repayment of Greece's bailout loans,
which would fall due in the period from 2040 to 2080 under the
proposal, according to officials familiar with the talks.

The IMF is also pressing for Greece's interest rate on its
eurozone loans to be fixed for 30 to 40 years at its current
average level of 1.5%, with all interest payments postponed until
loans start falling due, the Journal states.

German leaders are confident that the IMF will soften its stand,
the Journal relays, citing people familiar with the negotiations.

A compromise between Germany and the IMF is needed by June, when
Greece is in danger of running out of money to pay its bills, and
definitely by July, when major debts fall due, the Journal notes.
If the IMF and Germany can't bridge their differences, eurozone
lenders might have to continue lending to Greece without IMF
participation, despite German Chancellor Angela Merkel's long-
standing policy that the Greek bailout is credible only if the
IMF is involved, according to the Journal.

Eurozone bailout loans to Greece currently total just over EUR200
billion ($226 billion), with around a further EUR60 billion to
come under the latest Greek bailout plan.



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I R E L A N D
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CARLYLE GLOBAL 2016-1: Moody's Assigns Ba2 Rating to Cl. D Notes
----------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to five
classes of debt issued by Carlyle Global Market Strategies Euro
CLO 2016-1 Designated Activity Company:

  EUR246,000,000 Class A-1 Senior Secured Floating Rate Notes due
   2029, Definitive Rating Assigned Aaa (sf)

  EUR43,000,000 Class A-2 Senior Secured Floating Rate Notes due
   2029, Definitive Rating Assigned Aa2 (sf)

  EUR24,000,000 Class B Senior Secured Deferrable Floating Rate
   Notes due 2029, Definitive Rating Assigned A2 (sf)

  EUR 21,000,000 Class C Senior Secured Deferrable Floating Rate
   Notes due 2029, Definitive Rating Assigned Baa2 (sf)

  EUR24,000,000 Class D Senior Secured Deferrable Floating Rate
   Notes due 2029, Definitive Rating Assigned Ba2 (sf)

                          RATINGS RATIONALE

Moody's definitive rating of the rated notes addresses the
expected loss posed to noteholders by the legal final maturity of
the notes in 2029.  The ratings reflect the risks due to defaults
on the underlying portfolio of loans given the characteristics
and eligibility criteria of the constituent assets, the relevant
portfolio tests and covenants as well as the transaction's
capital and legal structure.  Furthermore, Moody's is of the
opinion that the collateral manager, CELF Advisors LLP has
sufficient experience and operational capacity and is capable of
managing this CLO.

CGMSE 2016-1 is a managed cash flow CLO.  At least 90% of the
portfolio must consist of senior secured loans and senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, mezzanine obligations and high
yield bonds.  The portfolio is expected to be at least 80% ramped
up as of the closing date and to be comprised predominantly of
corporate loans to obligors domiciled in Western Europe.

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

In addition to the five classes of notes rated by Moody's, the
Issuer issued EUR 52,000,000 of subordinated notes (Class S-1 and
Class S-2), which will not be rated.

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published
December 2015.  The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and
noteholders.  Therefore, the expected loss or EL for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario and (ii) the loss derived from the cash flow
model in each default scenario for each tranche.  As such,
Moody's encompasses the assessment of stressed scenarios.

Moody's used these base-case modeling assumptions:

  Par Amount: EUR 400,000,000
  Diversity Score: 38
  Weighted Average Rating Factor (WARF): 2750
  Weighted Average Spread (WAS): 4.25%
  Weighted Average Coupon (WAC): 5.5%
  Weighted Average Recovery Rate (WARR): 43.5%
  Weighted Average Life (WAL): 8 years

Stress Scenarios:

Together with the set of modelling assumptions above, Moody's
conducted additional sensitivity analysis, which was an important
component in determining the rating assigned to the rated notes.
This sensitivity analysis includes increased default probability
relative to the base case.  Below is a summary of the impact of
an increase in default probability (expressed in terms of WARF
level) on each of the rated notes (shown in terms of the number
of notch difference versus the current model output, whereby a
negative difference corresponds to higher expected losses),
holding all other factors equal:

  Percentage Change in WARF: WARF + 15% (to 3163 from 2750)
  Ratings Impact in Rating Notches:
  Class A-1 Senior Secured Floating Rate Notes due 2029: 0
  Class A-2 Senior Secured Floating Rate Notes due 2029: -2
  Class B Senior Secured Deferrable Floating Rate Notes due 2029:
   -2
  Class C Senior Secured Deferrable Floating Rate Notes due 2029:
   -2
  Class D Senior Secured Deferrable Floating Rate Notes due 2029:
   -1
  Percentage Change in WARF: WARF +30% (to 3575 from 2750)

Ratings Impact in Rating Notches:
  Class A-1 Senior Secured Floating Rate Notes due 2029: -1
  Class A-2 Senior Secured Floating Rate Notes due 2029: -3
  Class B Senior Secured Deferrable Floating Rate Notes due 2029:
   -3
  Class C Senior Secured Deferrable Floating Rate Notes due 2029:
   -3
  Class D Senior Secured Deferrable Floating Rate Notes due 2029:
  -2

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in December 2015.


CARLYLE GLOBAL 2016-1: Fitch Assigns BB Rating to Class D Notes
---------------------------------------------------------------
Fitch Ratings has assigned Carlyle Global Market Strategies Euro
CLO 2016-1 Designated Activity Company's notes the following
final ratings:

Class A-1: 'AAAsf'; Outlook Stable
Class A-2: 'AA+sf'; Outlook Stable
Class B: 'Asf'; Outlook Stable
Class C: 'BBBsf'; Outlook Stable
Class D: 'BBsf'; Outlook Stable
Class S-1 subordinated notes: not rated
Class S-2 subordinated notes: not rated

Carlyle Global Market Strategies Euro CLO 2016-1 Designated
Activity Company is a cash flow collateralized loan obligation
(CLO). Net proceeds from the notes issue are being used to
purchase a EUR400m portfolio of mostly European leveraged loans
and bonds. The portfolio is managed by CELF Advisors LLP. The
reinvestment period is scheduled to end in 2020.

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality

Fitch places the average credit quality of obligors in the
'B'/'B-' range. The agency has public ratings or credit opinions
on all of the obligors in the identified portfolio. The Fitch
weighted average rating factor of the identified portfolio is
28.3.

High Recovery Expectations

The portfolio will comprise of a minimum 90% senior secured
obligations. Fitch has assigned Recovery Ratings to 84 of the 86
obligations in the identified portfolio. The weighted average
recovery rate (WARR) of the identified portfolio is 69.6%.

Diversified Asset Portfolio

The transaction contains a covenant that limits exposure to the
top 10 obligors in the portfolio. The asset manager has the
flexibility to switch between 18% and 20% maximum exposure to the
top 10 obligors, subject to the minimum WARR set out in the
transaction documents. This ensures that the asset portfolio will
not be exposed to excessive obligor concentration.

Limited Interest Rate Risk Exposure

Between 0% and 5% of the portfolio can be invested in fixed-rate
assets, while the liabilities pay a floating-rate coupon. Fitch
modelled both 0% and 5% fixed-rate buckets and the rated notes
can withstand the interest rate mismatch associated with each
scenario.

Documentation Amendments

The transaction documents may be amended subject to rating agency
confirmation or noteholder approval. Where rating agency
confirmation relates to risk factors, Fitch will analyze the
proposed change and may provide a rating action commentary if the
change has a negative impact on the ratings. Such amendments may
delay the repayment of the notes as long as Fitch's analysis
confirms the expected repayment of principal at the legal final
maturity.

If in the agency's opinion the amendment is risk-neutral from a
rating perspective Fitch may decline to comment. Noteholders
should be aware that the structure considers the confirmation to
be given if Fitch declines to comment.

RATING SENSITIVITIES

A 25% increase in the obligor default probability would lead to a
downgrade of up to three notches for the rated notes. A 25%
reduction in expected recovery rates would lead to a downgrade of
up to four notches for the rated notes.

DUE DILIGENCE USAGE

All but one of the underlying assets have ratings or credit
opinions from Fitch. Fitch has relied on the practices of the
relevant Fitch groups to assess the asset portfolio information.

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


WEATHERFORD INTERNATIONAL: S&P Lowers CCR to BB-, Outlook Neg.
--------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Ireland-based diversified oilfield services company Weatherford
International plc to 'BB-' from 'BB+'.  The outlook is negative.

At the same time, S&P lowered its issue-level ratings on the
company's unsecured debt to 'BB-' from 'BB+'.  The recovery
rating on this debt remains '3', reflecting S&P's estimate of
meaningful (50% to 70%, lower half of the range) recovery to
creditors in the event of a payment default.

In addition, S&P assigned 'BB+' issue-level ratings to the
company's $500 million secured term loan due 2020, and to its
amended $1.15 billion revolver due 2019 and the $229 million
revolver due in 2017.  The recovery rating on these issues is
'1', reflecting S&P's estimate of very high (90% to 100%)
recovery to creditors in the event of a payment default.

The downgrade reflects S&P Global Ratings' revised revenue and
EBITDA estimates for Weatherford following weaker-than-
anticipated first-quarter results.  First-quarter revenues fell
43% year-over-year and EBITDA margins were negative 5% (including
restructuring charges and losses on legacy contracts).  The
weakest results were in North America, where revenues fell by
more than 50% and operating margins were negative 24%, primarily
due to continued weakness in the pressure pumping and oilfield
rentals business lines. Revenues also dropped significantly in
Latin America.  Based on the weaker first-quarter results, and
assuming a slower recovery starting in 2017, S&P has revised its
revenue and EBITDA estimates downward for 2016 and 2017.

The negative outlook reflects S&P's view that Weatherford's FFO
to debt will be weak for the rating in 2016 but improve in 2017
as commodity prices recover under S&P's price deck assumptions.

S&P could lower the rating if it expected Weatherford's FFO/debt
to remain well below 12% for a sustained period.  This would most
likely occur if revenues declined by more than S&P currently
anticipates or the company's margins did not improve.  S&P could
also lower the rating if the company's recent cost-cutting
initiatives do not improve profitability or operating efficiency,
which could lead to a reassessment of the company's business
risk.

S&P could revise the outlook to stable if it expected Weatherford
to bring and maintain FFO/debt closer to 12% for a sustained
period, which would most likely occur if the company were able to
improve operating margins in conjunction with an industry
recovery.



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ATLANTIA SPA: Egan-Jones Assigns BB- Sr. Unsecured Debt Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company assigned BB- foreign currency and
local currency senior unsecured ratings on debt issued by
Atlantia SpA on May 5, 2016.

Atlantia S.p.A. is an Italian holding company whose primary asset
is Autostrade per l'Italia, the largest concessionaire on the
Italian autostrade network.


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


HANESBRANDS FINANCE: S&P Assigns BB Rating to $513MM Notes
----------------------------------------------------------
S&P Global Ratings assigned ratings to Hanesbrands Finance
Luxembourg SCA's issuance of $513 million euro-denominated
unsecured notes.  S&P assigned the notes a 'BB' issue rating with
a '3' recovery rating, indicating S&P's expectation of meaningful
(50% to 70%, at the high end of the range) recovery in the event
of a payment default.  Proceeds will partially finance the
recently announced acquisitions of Pacific Brands and Champion
Europe.

All of S&P's existing ratings on the company, including the 'BB'
corporate credit rating and 'BB' issue-level and '3' recovery
rating on existing unsecured obligations, remain unchanged.
S&P's 'BBB-' and '1' issue-level and recovery ratings for the
first-lien revolver and term loans are also unchanged, indicating
S&P's expectation for very high recovery (90% to 100%).  The
outlook is negative.

The ratings reflect Hanesbrands' solid market positions in the
innerwear and athletic apparel segments, operating scale in the
highly competitive apparel sector, as well as the commodity-like
nature of some of its products.  S&P has also factored into the
ratings the company's good cash flow generation and its
expectation that it will apply internally generated cash towards
debt repayment and restore its credit metrics.  S&P's negative
outlook on Hanesbrands is underpinned by elevated credit metrics
following recent share repurchases, seasonal borrowing, and
pending outlays to acquire Pacific Brands and Champion Europe.
The ratings also reflect S&P's expectation that there is some
risk the company does not fully achieve its integration plans,
generate higher free operating cash flow through the balance of
the year, and reduce debt such that debt-to-EBITDA leverage is
sustained below 4x.

RATINGS LIST

Hanesbrands Inc.
Corporate credit rating                  BB/Negative/--

New Ratings
Hanesbrands Finance Luxembourg SCA
Senior unsecured
  $513 mil. euro-denominated notes        BB
    Recovery rating                       3H


INTELSAT SA: Moody's Affirms Caa2 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed Intelsat S.A.'s Caa2 corporate
family rating, Caa3-PD probability of default, and the ratings
for all outstanding debt instruments in the corporate family (see
ratings listing below) following the company's announcement of an
exchange offer, at a significant discount to their face value, of
certain debts issued by Intelsat Jackson Holdings S.A.  As part
of the same rating action, Intelsat's speculative liquidity was
affirmed at SGL-3 (adequate liquidity) and its rating outlook was
maintained at negative.  Intelsat is the senior-most entity in
the Intelsat group of companies and is the entity at which
Moody's maintains 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 Jackson.

Funding for the above-noted exchange offer comes from Jackson's
$1.25 billion senior secured notes due 2024, issued in March.
Moody's had anticipated that their proceeds would be used to fund
distressed exchange activity and, since such activity is an event
of default under Moody's definition, Intelsat's PDR had
accordingly been downgraded to Caa3-PD.  While Intelsat has yet
to deploy cash to purchase the $475 million of 6.75% senior
unsecured notes due 2018 issued by Luxembourg, some $460 million
of Jackson's 6.625% senior unsecured notes due 2022 have recently
been repurchased.

As Intelsat's liability management activities unfold, the
resulting debt reduction enhances cushion relative to bond
indenture covenants, creating potential liquidity for additional
liability management transactions.  Rather than address them
sequentially, Moody's will treat them as a whole.  Accordingly,
while Moody's views the aggregate of the transactions as
comprising a distressed exchange, upon completion of the pending
tender offer, the agency will append the /LD limited default
indicator to Intelsat's PDR.  This will remain for one business
day and is expected to be a one-time event, at least over the
near term.  However, while Moody's would normally reassess all
ratings upon the limited default indicator being withdrawn, the
agency will wait until the current sequence of related
transactions completes, presumed to be within about 60 days,
before conducting a comprehensive ratings reassessment.

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

Affirmations in the name of Intelsat S.A.:

  Corporate Family Rating, Affirmed at Caa2
  Probability of Default Rating, Affirmed at Caa3-PD
  Speculative Grade Liquidity Rating, Affirmed at SGL-3
   (adequate)
  Outlook, Maintained at Negative

Affirmations in the name of Intelsat Jackson Holdings S.A.:

  Senior Secured Bank Credit Facility, Affirmed at B1 (LGD1)
  Senior Unsecured Bond/Debenture, Affirmed at Caa2 (LGD3)
  Senior Unsecured Bond/Debenture, Affirmed at Caa3 (LGD4)

Affirmations in the name of Intelsat (Luxembourg) S.A.

  Senior Unsecured Regular Bond/Debenture, Affirmed at Ca (LGD5)

                          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 about 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.

Should Intelsat's liability management activities address the
2018 maturity at Luxembourg, near term refinance risk would be
addressed, but leverage of Debt-to-EBITDA would remain elevated
at about 9.1x, and Moody's is not likely to upgrade the CFR above
Caa1.  Should the CFR change, the senior unsecured notes at
Jackson would likely be maintained at their current B1 rating
level.  Other instrument ratings, however, will depend on how
liquidity for subsequent liability management activities is
sourced.  In the event that additional secured capacity is used,
ratings for secured debt would remain unchanged.  However, senior
unsecured debt would likely be rated one notch below the CFR,
while debt at Luxembourg would likely be two notches below the
CFR.

Pending the outcome of the tender offers, Intelsat's speculative
grade liquidity rating continues to be SGL-3, indicating adequate
liquidity.  Should the transaction close as currently
contemplated, the speculative grade liquidity rating would likely
be maintained at its current level.  The company has an undrawn
$450 million revolving credit facility which matures within one
year and, while it is expected to remain unused, Moody's does not
include it in its liquidity assessment.  Moody's views Intelsat's
cash position as a substitute for the revolver, and presumes that
a minimum of $450 million of cash remains after this round of
liability management transactions and, after interest cost
savings from the ongoing activities, expects the company to be
cash flow negative by about $65 million.  With cash to address
near term maturities, adequate covenant compliance, and
satellites or transponders can be sold off, liquidity has been
assessed as adequate.

Rating Outlook

The negative outlook reflects execution risk as Intelsat
restructures its debts and attempts to derive additional
profitability from its next generation satellites.

What Could Change the Rating - Up

  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

  Free cash flow deficits, or
  Less than adequate liquidity arrangements.

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.



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


MONTENEGRO: Moody's Cuts Debt Ratings to B1, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service has downgraded Montenegro's long-term
issuer and senior unsecured debt ratings by one notch to B1 from
Ba3.  The short-term ratings have been affirmed at Not Prime
(NP). The outlook remains negative.

The key drivers for the rating action are:

  (1) Fiscal risks related to the highway project, which will
      increase the government's debt-to-GDP ratio.  Cost overruns
      of the highway project could push the debt burden even
      higher, thereby reducing the country's shock absorption
      capacity further.

  (2) Beyond the deterioration expected from the highway project,
      the government's pro-cyclical fiscal policy is set to
      weaken the government's balance sheet further.

  (3) The erosion in the country's external buffers due to
      elevated and persistent external imbalances, reflected in
      an expected current account deficit of close to 20% of GDP.

The negative outlook reflects Moody's view of downside risks to
the B1 rating.  These relate to risks associated with the
government's debt-funded growth strategy and the heightened
policy uncertainty associated with the parliamentary elections to
be held by October this year.

Moody's has also lowered the long-term foreign-currency bond and
deposit ceilings to Ba1 from Baa1 and to B2 from B1,
respectively. The short-term foreign-currency bond ceiling has
been lowered to NP from Prime-2 (P-2), while the short-term
foreign-currency deposit ceiling has been assigned at Not Prime.

                          RATINGS RATIONALE

RATIONALE FOR DOWNGRADE TO B1
FIRST DRIVER - FISCAL RISKS RELATED TO THE HIGHWAY PROJECT WHICH
REDUCES SHOCK ABSORPTION CAPACITY

The financing of the priority section of the 170km Bar-Boljare
highway project triggers a significant increase in the
government's debt-to-GDP ratio.  This raises fiscal risks and
reduces fiscal shock absorption capacity.  The rating action
follows the assignment of a negative outlook in October 2014
prompted at the time by concerns over the potential impact of the
project on the government's balance sheet and questions regarding
its economic benefits.

The project's overall costs are estimated at more than 23% of
2014 GDP, which will push the government's debt burden to close
to 80% of GDP by 2018.  This is almost three times as high as the
28% of GDP reported in 2008, though the growth in debt during
this period also reflects the crystallization of guarantees to
former state-owned enterprises (SOEs) on the government's balance
sheet during the global financial crisis.

Moreover, given the challenging terrain on which the highway is
being built, there is a significant risk of cost overrun.
Moody's analysis shows that a cost overrun of around 20% could
push the government's debt burden higher towards almost 83% of
GDP.  Moody's also notes potential currency risks associated with
the project, given that the loan to finance the largest part of
the project is fixed in US dollars.

Finally, the economic impact of this project is unclear given
that only the first, albeit most challenging, 41km of the whole
highway that will link the port of Bar with the Serbian border
are currently being built.  Long-term economic benefits due to
better connectivity and more opportunities for businesses are in
Moody's view only likely to be fully realized once all sections,
including a connecting road network within Serbia, are built.  As
a result of this first phase alone, supply side effects will be
modest.

SECOND DRIVER - ADDITIONAL FISCAL DETERIORATION DUE TO INCREASE
IN CURRENT EXPENDITURES

The government's pro-cyclical fiscal policy is set to weaken the
government's balance sheet beyond the deterioration expected from
the highway project.  Moody's notes that the government has
engaged in significant pre-election spending, and an already very
rigid expenditure structure -- pensions and wages account for
around half of overall expenditure -- will limit any fiscal
adjustment after the elections.  At the same time, commitments to
the highway project constrain the government's ability to cut
capital expenditure for short-term fiscal consolidation gains.

High fiscal deficits, coupled with revenue and spending
constraints, are particularly credit negative given the limits of
monetary policy in light of the economy's 'euroization'.

Competition to attract investment among regional peers reduces
the viability of changes to the tax system to increase revenue.
Moody's notes that Montenegro's share of revenue to GDP at around
42% of GDP in 2015 is more than double the median value for Ba3
and B1 rated peers and the third-highest in the region.

Additionally, further risks to Montenegro's fiscal position stem
from potential guarantee calls and ongoing legal proceedings in
litigation cases of former SOEs.  While total outstanding
guarantees at the end of 2015 stood at around 9.4% of GDP and are
below the level observed during the crisis, unfavorable legal
outcomes in some litigation cases could trigger substantial
levels of unanticipated expenditures beyond potential guarantee
calls.

THIRD DRIVER -- EROSION IN THE COUNTRY'S EXTERNAL BUFFERS DUE TO
PERSISTENTLY HIGH EXTERNAL IMBALANCES

Moody's expects that the erosion in the country's external shock
absorption capacity due to elevated and persistent external
imbalances will continue over the next couple of years.
Montenegro's focus on large-scale investment projects, such as
the highway, and the country's high import penetration imply
sizeable external imbalances over the next years, further
exposing the country to shifts in the external environment and
changes in investor sentiment.  Moody's expects Montenegro's
current account deficit to average close to 20% of GDP over 2016
to 2018, one of the largest in Moody's rated universe.

While part of the current account deficit will be funded by FDI
inflows, the composition of the financial account will also
reflect the cross-border loan from the Chinese Export-Import Bank
in US dollars to finance 85% of the highway, in addition to a
significant share of "Net Errors and Omissions".  The latter
represent a significant component in the balance of payments and
reflect mostly unrecorded cash payments in the tourism industry.
Even after the completion of the highway project, the current
account deficit is expected to remain sizeable, given the high
goods import dependence of other sectors, such as tourism.

                  RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects Moody's view of the risks
associated with the government's debt-funded growth strategy.
Sizeable public financing needs and the economy's reliance on
foreign capital expose the country to changes in financing
conditions, especially over the next three years as debt
escalates due to the highway project.  Given the challenging
terrain in which the highway is built, there is a risk of cost
overruns that could push the government's debt burden up even
further.  The negative outlook also captures the policy
uncertainty associated with the parliamentary elections to be
held by October this year, after the split of the longstanding
governing coalition earlier this year.

                 WHAT COULD CHANGE THE RATING DOWN

Evidence that the fiscal or external metrics continue to
deteriorate, for instance due to cost overruns or as a result of
the materialization of contingent liabilities, could lead to a
downgrade, as could signs of reduced access to international
capital markets in the roll-over of maturing liabilities.  Weaker
short-term growth as a result of delays to key infrastructure
projects, declining FDI or tourism activity, for instance due to
increased domestic political uncertainty, or a growth slowdown
among trading partners in the EU and in the region, would also be
credit negative.

                   WHAT COULD CHANGE THE RATING UP

Conversely, evidence of fiscal consolidation that puts the debt
trajectory on a sustained downward trend would place upward
pressure on the outlook and eventually on the rating.  Equally, a
reduction in contingent liabilities, stemming from a combination
of materially lower government guarantees, as well as lower risks
from banks and SOEs, would also be credit positive.  Moreover,
improvements in external competitiveness, for instance following
the implementation of FDI-funded projects in the tourism and
renewable energy sectors, as well as a material reduction in
external vulnerabilities or significantly higher growth rates
following the boost in capital deepening, would support
Montenegro's sovereign creditworthiness.

  GDP per capita (PPP basis, US$): 16,123 (2015 Actual) (also
   known as Per Capita Income)
  Real GDP growth (% change): 3.2% (2015 Actual) (also known as
   GDP Growth)
  Inflation Rate (CPI, % change Dec/Dec): 1.4% (2015 Actual)
  Gen. Gov. Financial Balance/GDP: -3.1% (2014 Actual) (also
   known as Fiscal Balance)
  Current Account Balance/GDP: -13.4% (2015 Actual) (also known
   as External Balance)
  External debt/GDP: [not available]
  Level of economic development: Low level of economic resilience
  Default history: No default events (on bonds or loans) have
   been recorded since 1983.

On May 11, 2016, a rating committee was called to discuss the
rating of Montenegro, Government of.  The main points raised
during the discussion were: The issuer's fiscal or financial
strength, including its debt profile, has materially decreased.
The issuer's institutional strength/framework, have materially
decreased.  The issuer's susceptibility to external shocks has
materially increased.

The principal methodology used in these ratings was Sovereign
Bond Ratings published in December 2015.

The weighting of all rating factors is described in the
methodology used in this credit rating action, if applicable.

Issuer: Montenegro, Government of

Downgrades:

  LT Issuer Rating, Downgraded to B1 from Ba3

  Senior Unsecured Regular Bond/Debenture, Downgraded to B1 from
   Ba3

  Senior Unsecured Regular Bond/Debenture, Downgraded to B1 from
   (P)Ba3

Affirmations:

  ST Issuer Rating, Affirmed NP
  Outlook, Remains Negative



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


MERCATOR CLO III: Moody's Raises Rating on Cl. B-2 Notes to Ba1
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Mercator CLO III Limited:

  EUR18 mil. Class A-3 Deferrable Senior Secured Floating Rate
   Notes due 2024, Upgraded to Aaa (sf); previously on Nov. 13,
   2015, Upgraded to Aa1 (sf)

  EUR18 mil. Class B-1 Deferrable Senior Secured Floating Rate
   Notes due 2024, Upgraded to A1 (sf); previously on Nov. 13,
  2015, Upgraded to Baa1 (sf)

  EUR10.9 mil. (current outstanding balance of EUR 10,443,393.86)
   Class B-2 Deferrable Senior Secured Floating Rate Notes due
   2024, Upgraded to Ba1 (sf); previously on Nov. 13, 2015,
   Upgraded to Ba3 (sf)

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

  EUR31.5 mil. (current outstanding balance of EUR 20,686,608.86)
   Class A-2 Senior Secured Floating Rate Notes due 2024,
   Affirmed Aaa (sf); previously on Nov. 13, 2015, Affirmed
   Aaa (sf)

Mercator CLO III Limited, issued in August 2007, is a
collateralized loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans.  The portfolio
is managed by NAC Management (Cayman) Limited.  The transaction's
reinvestment period ended in October 2013.

                         RATINGS RATIONALE

The rating actions on the notes are primarily a result of the
significant deleveraging of the senior notes following
amortization of the underlying portfolio since the last rating
action in November 2015.

The Class A-1 notes have fully paid down and the Class A-2 notes
have paid down by approximately EUR10.81 million (34.33% of Class
A-2 original balance) in the last two quarterly payment dates.
As a result of the deleveraging, over-collateralization (OC) has
increased.  According to the trustee report dated 5 April 2016
the Class A-2, Class A-3, Class B-1 and Class B-2 OC ratios are
reported at 327.45%, 196.77%, 140.64% and 120.67% compared to 5
October 2015 report levels of 203.60%, 155.27%, 125.49% and
112.92%, respectively.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.  In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par balance of EUR67 million and GBP10.7 million, a
weighted average default probability of 22% over a weighted
average life of 4.8 years (consistent with a WARF of 2939), a
weighted average recovery rate upon default of 49.2% for a Aaa
liability target rating, a diversity score of 16 and a weighted
average spread of 3.6%.  The GBP-denominated assets are fully
hedged with a macro swap, which Moody's also modeled.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in December 2015.

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

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed lower weighted average recovery rate for the
portfolio.  Moody's ran a model in which it reduced the weighted
average recovery rate by 5%; the model generated outputs were
unchanged for Class A-2 and Class A-3 and within one notch of the
base-case results for Class B-1 and Class B-2.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of uncertainty about credit conditions in the
general economy.  CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties because of embedded ambiguities and 3) the additional
expected loss associated with hedging agreements in this
transaction which may also impact the ratings negatively.

Additional uncertainty about performance is due to:

  1) Portfolio amortization: The main source of uncertainty in
     this transaction is the pace of amortization of the
     underlying portfolio, which can vary significantly depending
     on market conditions and have a significant impact on the
     notes' ratings.  Amortization could accelerate as a
     consequence of high loan prepayment levels or collateral
     sales by collateral manager or be delayed by an increase in
     loan amend-and-extend restructurings.  Fast amortization
     would usually benefit the ratings of the notes beginning
     with the notes having the highest prepayment priority.

  2) Around 11% of the collateral pool consists of debt
     obligations whose credit quality Moody's has assessed by
     using credit estimates. As part of its base case, Moody's
     has stressed large concentrations of single obligors bearing
     a credit estimate as described in "Updated Approach to the
     Usage of Credit Estimates in Rated Transactions," published
     in October 2009 and available at:

   http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_120461

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


MESDAG BV: Fitch Lowers Rating on Class D Notes to CC
-----------------------------------------------------
Fitch Ratings has affirmed Mesdag (Delta) B.V.'s notes, as
follows:

  EUR376.4 million class A (XS0307565928) affirmed at 'BBsf';
  Outlook Stable

  EUR44.7 million class B (XS0307574599) affirmed at 'BB-sf';
  Outlook Negative

  EUR50.8 million class C (XS0307576701) affirmed at 'B-sf';
  Outlook Negative

  EUR61.0 million class D (XS0307578749) downgraded to 'CCsf'
  from 'CCCsf'; Recovery Estimate RE10%

  EUR46.7 million class E (XS0307580307) affirmed at 'CCsf; RE5%

KEY RATING DRIVERS

The affirmations reflect the portfolio's stable performance over
the last 12 months. Vacancy remains high (22.5% in April,
slightly up over 12 months) and asset sales continue to be below
release pricing, reflecting challenging market conditions for
secondary quality Dutch stock. The EUR604.4 million loan is among
the largest in European CMBS, which highlights the task awaiting
the special servicer (Hatfield Philips International) when it
assumes responsibility for winding up the portfolio (Fitch
expects this to occur at loan maturity in December).

The 57 commercial properties are predominantly office, retail and
industrial assets recently valued at EUR551 million (December
2015). Fitch considers this figure overstates the likely recovery
proceeds from sale, although the issuer has seven months prior to
bond maturity in January 2020. Net operating income of EUR43.5
million is broadly stable, implying a debt yield of 7.2%.
Interest coverage ratio for the whole loan (inclusive of the
EUR38.7 million junior loan) is reported at 1.2x, although any
excess cash appears to be absorbed in meeting working capital and
operating costs, rather than in reducing senior debt. Since the
LTV covenant breach in 2013, all funds held in the general
account, after agreed operating and capex payments, will be used
to prepay the loan.

After only one small property sale in the last 12 months, another
two expected in the near future, Molenstraat 1 and Nieuwenijk
200-202, are expected to fetch around EUR16.4 million of net
proceeds. In most previous sales, the release amount has been
waived by the servicer (prices have been too low). However, a
forthcoming sale of the Nieuwenijk property is expected to
deliver EUR9.2 million more than the release amount, some of
which will be used to make up the shortfall from asset sales in
the previous three years (as well as an expected shortfall from
the Molenstraat property).

The failure to realise the ALA on several assets indicates how
levered the senior loan is and the strong likelihood of a loan
default in December. While these sale prices do recognize market
conditions, by providing waivers, collateral proceeds that would
otherwise (i.e. upon loan default) be applied sequentially are
being paid pro rata. This benefits class D, E and F noteholders
(the latter the controlling class) at the expense of senior ones.

Fitch understands from the servicer that a failure to repay the
loan will be treated as an event of default and trigger an
immediate transfer to special servicing. After this event,
property disposal amounts will be allocated sequentially. In this
scenario, despite projecting substantial loan losses, Fitch
expects the class A, B and C notes to be repaid, the latter with
very little margin of safety.

RATING SENSITIVITIES

If at maturity the loan is not transferred to special servicing
promptly but instead restructured or granted forbearance (or if
there are significant further sales prior to loan maturity), pro
rata allocation of principal would put negative pressure on the
ratings of the class A, B and C notes. Deterioration in the
performance of the income profile of the portfolio or a worsening
of the Dutch secondary property markets could also lead to
negative rating actions.

Fitch estimates 'Bsf' recoveries of EUR470m

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.


PETROBRAS GLOBAL: Moody's Assigns B3 Rating to Global Notes
-----------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Petrobras
Global Finance B.V.'s proposed global notes, which will be
unconditionally guaranteed by Petroleo Brasileiro S.A.
(Petrobras, B3 negative).  The B3 rating on the proposed notes is
based on the rating of Petrobras.  The proposed notes are senior
unsecured and pari passu with Petrobras Global Finance B.V. and
Petrobras' other senior foreign currency debt.  Proceeds from the
proposed notes issuance will be used for debt refinancing and
other general corporate purposes.

The outlook on the ratings is negative.

                          RATING RATIONALE

Petrobras' B3 rating is based on the company's caa2 baseline
credit assessment (BCA), which indicates Moody's view of its
standalone credit strength, and considers the company's steadily
eroding liquidity, negative free cash flow, high financial
leverage, local currency devaluation risk, and operating
challenges in a difficult industry and economic environment.
Consolidated free cash flow will remain negative for the
foreseeable future as its upstream business suffers from
extremely weak oil prices and downstream operations are being
hurt by lower demand, high competition and local currency
volatility.  The company also faces significant risks related to
corruption investigations and class action securities litigation.

Petrobras' B3 rating also considers Moody's joint-default
analysis for the company as a government-related issuer.
Petrobras' ratings reflect Moody's assumption for a moderate
likelihood of timely extraordinary support from the government of
Brazil. Despite the government's stated willingness to stand
behind Petrobras, Moody's assumes that the government's current
fiscal situation could prevent it from supporting the company
sufficiently to avoid a default.  Petrobras' ratings incorporate
two notches of uplift between Petrobras' BCA and its senior
unsecured rating.  Moody's continues to assume moderate default
dependence between Petrobras and the government.

Petrobras' caa2 BCA and B3 ratings are supported by the company's
large-scale reserve base and dominance in the Brazilian oil
industry, and its importance to the Brazilian economy.
Furthermore, the ratings reflect the company's sizeable pre-salt
reserves, its technological offshore expertise and potential for
continued growth in production over the long-term.

Petrobras liquidity is weak.  The company's lack of access to
capital markets since mid-2015 increased the risk of it being
able to refinance about USD21 billion in maturing debt from April
2016 to December 2017, and made it dependent on its divestment
strategy, which calls for USD14.4 billion in asset sales in 2016.

Petrobras' recent USD1.4 billion asset sale announcement was
positive as it proved that the company has assets that it can
monetize even in a difficult period for the oil industry.  It
also provides evidence that the company's divestment strategy is
moving forward.  In addition, the company is working with the
China Exim Bank to get USD1 billion financing facility and with
the China Development Bank to secure a USD10 billion credit
facility. However, these developments do not completely eliminate
refinancing risk.

Upon this issuance of the proposed notes, the company's maturity
debt profile should improve; however, Petrobras still has about
USD9 billion in debt maturing in 2016 and over USD11 billion
maturing in 2017.  Given these large debt maturities and negative
free cash flow, Moody's believes that Petrobras will need
substantial asset sales proceeds by 2017 to meet its cash needs
in the absence of new financing.  Nearly half of maturing debt in
this period is owed to bondholders, with the balance being
financial institutions and other creditors.  The company has
USD231 billion in assets including wells, platforms, refining
facilities, pipelines, vessels, other transportation assets,
power plants, fertilizers and biodiesel plants.  Selling these
mostly Brazil-based assets could be difficult amid today's oil
market slump and Brazil's economic and political struggles.  As
of March 31, 2016, the company had roughly USD25 billion in cash
holdings, which negatively compares to the company's USD21
billion in maturing debt in the remaining of 2016 and 2017 plus
USD20 billion annual capex on average projected for the same
period.

Petrobras' ratings have a negative outlook, reflecting Moody's
expectation that, in the next 12 to 18 months, the company's
liquidity and financial ratios may deteriorate further as a
consequence of delays in asset sales and weak cash flow
generation, driven by persistent low oil prices, reduced demand
for oil products in Brazil, increasing competition from imports
of oil products and local currency devaluation risk.

Negative actions on Petrobras' ratings could result from further
deterioration in its liquidity or financial profile.  Downgrades
could also be prompted if negative developments from the
corruption investigations or litigation against the company
appears to have the potential to significantly weaken the
company's liquidity or financial profile.  Petrobras' ratings
could be affected by changes in the government of Brazil's rating
or Moody's view of the likelihood of extraordinary support from
the government.

As indicated by the negative outlook, positive rating actions for
Petrobras are unlikely over the near term.  However, positive
action could be considered if the company raises sufficient sums
through asset sales or new debt arrangements to refinance its
upcoming debt maturities and significantly strengthen its
liquidity profile.  While asset sales would reduce future
revenues and cash flow, actions that strengthen the company's
liquidity are currently likely to have a greater credit impact
than the related longer term reduction in production and
revenues.

The principal methodology used in this rating was Global
Integrated Oil & Gas Industry published in April 2014.  Other
methodologies used include the Government-Related Issuers
methodology published in October 2014.

Petrobras is an integrated energy company, with total assets of
US$231 billion as of March 31, 2016.  Petrobras dominates
Brazil's oil and natural gas production, as well as downstream
refining and marketing.  The company also holds a significant
stake in petrochemicals and a position in sugar-based ethanol
production and distribution.  The Brazilian government directly
and indirectly owns about 46% of Petrobras' outstanding capital
stock and 60.5% of its voting shares.



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P O L A N D
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CYFROWY POLSAT: Moody's Raises CFR to Ba2, Outlook Stable
---------------------------------------------------------
Moody's Investors Service has upgraded the corporate family
rating of Cyfrowy Polsat S.A. to Ba2 from Ba3 and its probability
of default rating (PDR) to Ba2-PD from Ba3-PD.  The outlook on
all ratings is stable.

"Polsat's upgrade reflects not only the benefits of its continued
integration of Polkomtel and recent acquisition of Midas but also
the company's consistent deleveraging guided by its prudent
financial leverage target," says Alejandro Nunez, a Moody's Vice
President -- Senior Analyst.

                         RATINGS RATIONALE

The rating upgrade primarily reflects (1) the progress Polsat has
made over the past year in continuing to integrate Polkomtel; (2)
Polsat's continuing financing plans aimed at streamlining its
debt and corporate structure; (3) the strategic and cost benefits
deriving from its recent acquisition of Midas; and, (4) its
consistent deleveraging over the past year aimed at achieving its
financial policy of target net leverage under 1.75x over the
medium term.

The rating also reflects: (1) Polsat's strong market positions in
Polish pay-TV and mobile markets; (2) stable operations amidst
market dynamics that are more challenging in the mobile telecoms
segment than in the pay-TV market; (3) the synergy opportunities
from its exposure to both pay-TV and mobile telephony markets as
evidenced by the strong uptake of its multiplay smartDOM offer;
(4) a reduction in foreign exchange exposure; and, (5) its solid
liquidity.

Polsat's position in the Polish mobile telecom market continues
to be stable in what is a competitive market split roughly
equally between its four infrastructure-based operators:
Polkomtel (Polsat), Orange, Play Topco S.A. and T-Mobile.
Although Polsat's mobile service revenue market share has
declined modestly and gradually over the past few years,
partially as a result of the market impact of newcomer Play, it
has remained more steady when compared to competitors such as T-
Mobile.

Even though Polsat's product portfolio lacks a fixed-line
offering, its multiplay strategy centered around pay-TV, mobile
telephony and mobile broadband (marketed as "smartDOM") has
achieved notable traction over the past two years.  This strategy
capitalizes on Polsat's unique mix of media content/broadcasting
and mobile services.

As of April 2016, Polsat owns 93% of Midas, a company it acquired
in February 2016 in order to better control the costs and
strategic use of mobile spectrum held by Midas that is important
for Polsat's future network development.  Moody's views
positively the strategic rationale for the Midas transaction as
well as its financing from Polsat's own cash, which the rating
agency expects will have a modest impact on Polsat's year-end
FY16 leverage metrics.

Prior to the Midas transaction, Polsat's level of network
investment has been below that of its European telecom operator
peers.  However, as Polsat continues its LTE network development
over the next three years and with the acquisition and
integration of Midas, its capex/sales level is expected to rise
such that Polsat maintains an adequate level of network
reinvestment to support its future growth and competitiveness.

The rating upgrade also takes into account Polsat's proactive
debt management over the past year as the company has redeemed
all of its former Euro and US dollar denominated bonds replacing
them with zloty-denominated loans and notes thereby effectively
eliminating its foreign currency exposure.

Polsat has also proven its adherence to a conservative financial
policy not only through its deleveraging over the past year but
also by reducing its financial policy's leverage target to 1.75x
net debt/EBITDA from 2.5x. More recently, Polsat has repaid
nearly half of the debt (around PLN 700 million) assumed from
Midas as of February 2016, including its two term loans totalling
PLN 388 million and its zero-coupon subordinated notes.

In addition, Moody's notes Polsat's good liquidity supported by
its solid free cash flow generation, an extended maturity profile
(with no significant maturities or amortizations materially more
than PLN 1.1 billion until the September 2020 maturity of its
senior facility agreement) and an undrawn PLN 1 billion Revolving
Credit Facility.

                    RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation that Polsat will
continue on its steady operating path and maintain its leading
market positions in the Polish pay-TV and mobile telecom markets.
The outlook is also premised on Polsat maintaining its solid
liquidity, its moderate leverage and its adherence to the 1.75x
net debt/EBITDA leverage target.  The stable outlook also assumes
an adequate level of network reinvestment to support its future
growth prospects.

                  WHAT COULD CHANGE THE RATING UP

Positive rating pressure could develop on Polsat's ratings were
it to achieve a Gross Debt / EBITDA ratio consistently below 3.0x
and a Retained Cash Flow (RCF) / Gross Debt sustainably above 25%
(both ratios as adjusted by Moody's).

                 WHAT COULD CHANGE THE RATING DOWN

Negative pressure could be exerted on Polsat's ratings as a
result of a material weakening of its operating performance
and/or an increase in debt levels resulting in Gross Debt /
EBITDA and/or RCF / Gross Debt (both as adjusted by Moody's)
sustainably above 3.5x and below 20%, respectively.  A material
deterioration of Polsat's good liquidity would also exert
downward pressure on its ratings.

                       PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Telecommunications Industry published in December 2010.

Polsat is one of Poland's largest companies and one of the CEE
region's leading media and telecommunications companies.  As the
largest pay-TV provider in Poland and one of the leading
satellite platforms in Europe, Polsat offers access to over 170
TV channels. Polsat is also present in Poland's TV broadcasting
and television production markets, through its commercial TV
broadcast subsidiary Telewizja Polsat, offering 32 popular TV
channels including 12 channel in HD standard.  Through its
subsidiary Polkomtel's 2G/3G/LTE mobile telecommunications
network, it offers retail mobile voice and broadband services.
It also offers wholesale services to other telecommunications
operators, including network interconnection, roaming, shared
access to network assets and the lease of its network
infrastructure.  The Cyfrowy Polsat Group is listed on the Warsaw
stock exchange and it is majority owned indirectly by Mr Zygmunt
Solorz-Zak.  Polsat's registered consolidated revenue in FY2015
of PLN9.8 billion and EBITDA of PLN3.7 billion with an EBITDA
margin of 37.5%.



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R U S S I A
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BANK OF MOSCOW: S&P Affirms BB+/B Counterparty Credit Ratings
-------------------------------------------------------------
S&P Global Ratings affirmed its 'BB+/B' long- and short-term
counterparty credit ratings and 'ruAA+' Russia national scale
rating on Bank of Moscow OJSC (BoM).

S&P subsequently withdrew all the ratings at the bank's request.
The outlook was negative at the time of the withdrawal.

The rating actions follow the commencement of BoM's
reorganization on May 10, 2016.  The bank was split into two
entities:

BS Bank, which will conduct BoM's continuing business and have
approximately Russian ruble (RUB) 930 billion (about US$14
billion) in assets. BS Bank merged with VTB Bank on the day of
the spin-off from BoM; and

BM Bank, which retained problematic assets included in the
Deposit Insurance Agency's financial rehabilitation plan for BoM.
BM Bank will have about RUB400 billion in assets, and remain as a
separate entity within VTB Group and a subject of financial
rehabilitation.

In S&P's view, the group's restructuring is to achieve cost and
revenue synergies rather than to dispose of the problematic
assets.  S&P also expects that BM Bank will remain an integral
part of the VTB group, because of VTB's commitment to BoM's
financial rehabilitation and to working out the problematic
assets.  Moreover, S&P anticipates a neutral impact on VTB Bank's
consolidated financials, since all of BoM's assets and
liabilities will remain within the VTB group.

The affirmation reflects S&P's view of BoM as core to VTB.

The negative outlook at the time of the withdrawal mirrored that
on VTB Bank and on the sovereign.


BORETS INTERNATIONAL: S&P Lowers Corporate Credit Rating to B+
--------------------------------------------------------------
S&P Global Ratings said that it has lowered to 'B+' from 'BB-'
its long-term corporate credit rating on Russian electric
submersible pump (ESP) producer Borets International Ltd.  The
outlook is stable.  At the same time, S&P lowered the Russia
national scale rating on Borets to 'ruA+' from 'ruAA-'.  S&P
removed the ratings from CreditWatch, where S&P had placed them
with negative implications on March 1, 2016.

In addition, S&P lowered its issue rating on the $413 million
unsecured notes issued by Borets' wholly owned finance subsidiary
Borets Finance Ltd. to 'B+' from 'BB-', and removed the rating
from CreditWatch negative.

The downgrade follows the continued weakening of the Russian
ruble versus the U.S. dollar, which has heightened the currency
mismatch between Borets' revenues and debt, leading to weaker
credit metrics than S&P previously expected.  Borets generates
about 70% of its revenues in rubles, based on the current
exchange rate and the breakdown between its Russian and
international businesses. More than 90% of its debt and reporting
is denominated in U.S. dollars.

The heightened currency mismatch between Borets' revenues and
debt has resulted in weakening cash flow.  As a result, S&P now
believes that Borets' funds from operations (FFO) to debt will
remain below 20% and FFO interest coverage will be around 3x in
2016-2017.  S&P is therefore revising its assessment of the
financial risk profile down to aggressive from significant.  S&P
now forecasts moderately negative free operating cash flow (FOCF)
for Borets in 2016-2017, resulting in weak FOCF to debt ratios.

S&P has observed oil majors tightening payment terms and putting
pricing pressure on their suppliers as part of an industrywide
focus from oil companies on reducing costs.  S&P don't exclude
the possibility that this could lead to larger working capital
outflow for Borets than S&P currently assumes, which would result
in an even weaker FOCF profile.

At the same time, S&P expects Borets to remain fairly resilient
in its core Russian market, as the company has shown its ability
to improve profitability despite tough market conditions.  The
Russian oil market is more resilient to the continuously low oil
price than the global market, mostly owing to the recent ruble
devaluation and supportive tax regulation. Over 2016-2017, S&P
forecasts Borets' EBITDA margin at around 20%-23%.  S&P continues
to assess the business risk profile as fair.

S&P's business risk assessment is constrained by the relatively
small-scale operations, narrow business diversity, and fairly
concentrated customer base, with the largest customer
contributing about 40% of revenues.  S&P therefore believes that
the loss of a main client or reduction in oil production could
negatively affect our business risk profile assessment.

In S&P's base case, it doesn't anticipate that Borets' 2016
underlying operating performance in Russia will be affected by
the stress stemming from the low oil prices, as the current
record oil production levels in Russia should support demand for
Borets products.  Organic growth is further supported by Borets'
large installed base and high share of replacement sales.  The
company's ruble cost base provides a competitive advantage in its
domestic Russian market compared with foreign peers.  At the same
time, the recent acquisition of OOO Neftegazmashlizing should
further strengthen Borets' profitability.  In U.S. dollar terms,
S&P expects revenue contraction of 3%-5% in 2016 and a modest
improvement in 2017 as the company plans to deliver on some of
its international contracts.  However, S&P's base-case scenario
is subject to potential additional risks from changes in the
ruble/dollar rate, on which S&P has limited visibility.

Under S&P's base-case scenario, it assumes that Borets will
achieve organic underlying growth but that its top line is likely
to be negatively affected by the weak ruble.

S&P's base case assumes:

   -- Strong organic growth in Russian ruble terms in 2016 and
      2017;

   -- A fall in dollar-denominated revenues year-on-year in 2016
      of about 3%-5%, followed by a pick-up in 2017 of about 15%
      as the company starts delivering on its new contracts
      outside Russia;

   -- An S&P Global Ratings-adjusted EBITDA margin of about 20%-
      23% in 2016 and 2017, supported by Borets' ruble cost base
      and the contribution of the higher-margin business acquired
      in the first half of 2015; and

   -- No dividends.

Based on these assumptions, S&P arrives at these credit metrics
for Borets in 2016-2017:

   -- Adjusted FFO to debt of about 18%-20%; and
   -- FFO interest coverage in the 3x-4x range.

S&P continues to apply a negative capital structure modifier.
Borets generated about 70% of its revenues in rubles as of
Dec. 31, 2015, while more than 90% of its debt and reporting is
denominated in U.S. dollars.  Therefore, S&P believes that Borets
is now more dependent on its international businesses and
international cash balances to service its U.S.-dollar debt.  S&P
forecasts moderate growth for Borets' international business in
2016.  This should be enough to cover the interest on its
$413 million bond.  Moreover, Borets holds more than 50% of its
cash balances in U.S. dollars, which should partly offset the
risks of currency volatility.  At end-2015, cash held in U.S.
dollars was about $45.4 million.  This compares to the annual
interest of $36.8 million in 2016.  Another negative aspect is
Borets' very concentrated debt maturity.  Its only outstanding
debt, the $413 million bond, matures in September 2018.

The stable outlook reflects S&P's view that Borets' operations
will be resilient to the dynamics in the commodities market and
that credit metrics have comfortable headroom to withstand any
unexpected exchange rate fluctuations.  S&P expects Borets to
post strong operating performance in ruble terms in spite of the
volatile macroeconomic environment, with EBITDA margins remaining
around 20%.  The stable outlook also reflects S&P's forecast
credit ratios for 2016 and 2017 such as FFO to debt around 18%-
20% and FFO to interest above 2.2x.

S&P could lower the rating if Borets' operating performance were
to deteriorate significantly.  This may be due to the loss of
main clients, or reduced client oil production leading to less
demand for Borets' products, in turn eroding Borets' competitive
position.  The rating could also come under pressure from
continued ruble depreciation or tightening payment terms from
customers leading to weaker credit metrics, such as adjusted FFO
to debt below 12% and FFO interest coverage below 2x.  If Borets
was unable to refinance the $413 million bond well in advance of
its 2018 maturity, this would also put pressure on the rating.

S&P could consider upgrading Borets if S&P expected adjusted FFO
to debt to remain consistently well above 20% and adjusted FFO
interest coverage to stay well above 4x.  However, an upgrade
would be conditional on the company being able to refinance the
$413 million bond maturing in September 2018.



=========
S P A I N
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CAIXA ECONOMICA MONTEPIO: Fitch Bonds Rating on Watch Evolving
----------------------------------------------------------------
Fitch Ratings has placed Caixa Economica Montepio Geral's
(Montepio, B/Stable/B) EUR2 billion mortgage covered bonds'
(Obrigacoes Hipotecarias, OH) 'BBB-' rating on Rating Watch
Evolving (RWE).

The rating action follows the downgrade of Montepio's Issuer
Default Rating (IDR) to 'B' from 'B+' and the bank's announcement
that it will restructure the program to a conditional pass-
through (CPT) liability amortization profile, as disclosed in the
bank's 2015 consolidated results press release published on
March 18, 2016. Fitch will resolve the RWE upon implementation of
the changes.

KEY RATING DRIVERS

The RWE takes into account the potential rating impact of the
program restructuring to CPT from soft bullet with a 12-month
maturity extension. At execution of the restructuring, Fitch
would review its Discontinuity Cap (D-Cap) assessment. If the
liquidity gap and systemic risk is appropriately mitigated and
Fitch does not identify issues on the other structural features
proposed by the issuer, the agency would likely upgrade the OH to
a rating up to the 'A+' Country Ceiling. Otherwise, it would
affirm or downgrade the OH, also as a result of the downgrade of
Montepio's IDR to 'B'.

Currently, the OH 'BBB-' rating takes into account an IDR uplift
of 1 notch, a D-Cap of 0 notches (full discontinuity risk) and
the 35% overcollateralization (OC) the issuer commits to in the
quarterly investor report (March 2016), which provides more
protection than the 'BBB-' breakeven OC of 16.5%.

The IDR uplift of 1 reflects the bail-in exemption for fully
collateralized covered bonds and the domestically systemic
importance of the issuer, as indicated by its designation as
other systemically important institution by the Bank of Portugal.
Fitch believes that, if necessary, resolution methods other than
liquidation are more likely to be applied by authorities to
preserve important banking operations, including covered bonds.

The D-Cap of 0 notches is driven by the full discontinuity
assessment of the liquidity gap and systemic risk component;
Fitch believes that the 12-month principal maturity extension
under the program documentation would not be long enough to
successfully liquidate the cover pool in order to make timely
payments on the OH once the cover pool becomes the source of
payments.

RATING SENSITIVITIES

In addition to the key rating drivers and all else being equal,
the 'BBB-' rating of the OH would be vulnerable to downgrade if
any of the following occurs: (i) the number of notches
represented by the IDR uplift and the D-Cap is reduced to zero;
or (ii) the OC that Fitch considers in its analysis decreases
below Fitch's 'BBB-' breakeven (BE) OC level of 16.5%.

The Fitch BE OC for the covered bond ratings will be affected,
among others, by the profile of the cover assets relative to
outstanding covered bonds, which can change over time, even in
the absence of new issuance. Therefore the BE OC to maintain the
covered bond ratings cannot be assumed to remain stable over
time.


PARQUES REUNIDOS: S&P Raises CFR to B+, Then Withdraws Rating
-------------------------------------------------------------
S&P Global Ratings raised its long-term corporate credit rating
on Spain-based leisure park operator Parques Reunidos Servicios
Centrales S.A.U. to 'B+' from 'B-' and removed it from
CreditWatch where it had been placed with negative implications
on Feb. 16, 2016.

S&P subsequently withdrew the corporate credit rating at the
company's request.

The outlook was stable at the time of withdrawal.

S&P also withdrew the issue and recovery ratings on the group's
$430 million senior secured notes following their repayment.

The upgrade follows the group's successful completion of its
initial public offering (IPO) and new bank debt agreement, which
led to a significant improvement in the group's financial metrics
and liquidity.

Parques Reunidos successfully completed its IPO on April 28,
2016, resulting in net proceeds of EUR485 million, after
accounting for IPO-related fees, and private equity ownership
declining to about 35%.  In parallel, Parques Reunidos signed a
new five-year bank facility agreement for a total of EUR775
million, including a EUR200 million revolving credit facility
(RCF).

Thanks to the proceeds of the IPO and the new bank facilities,
Parques Reunidos was able to repay its existing $430 million
high-yield notes maturing in March 2017 and its existing
syndicated bank debt (of which EUR771.7 million was outstanding
at the end of February 2016).  This led to a significant
improvement in the group's credit metrics, with our calculation
of adjusted debt to EBITDA declining to just above 4x after the
IPO, from 6.6x at the end of fiscal 2015 (year-end is Sept. 30).

In addition, in S&P's view, the IPO and refinancing have enabled
the group to restore an adequate liquidity position.  Parques
Reunidos now has limited maturities before 2021 and a
EUR200 million RCF due 2021, of which EUR119.4 million was drawn
after the IPO but which S&P expects to be fully undrawn at the
end of fiscal 2016 thanks to the company's cash generation and
the seasonality of its operations.  S&P also calculates that the
quarterly net leverage covenant of 4.5x allows for significant
(more than 15%) headroom throughout the year.

At the time of withdrawal, the rating on Parques Reunidos
reflected S&P's view of its business risk profile as weak and its
financial risk profile as aggressive.

At the time of withdrawal, the stable outlook reflected S&P's
view that Parques Reunidos would maintain credit metrics in line
with S&P's aggressive financial risk category, specifically with
adjusted debt to EBITDA of below 5x, funds from operations to
debt above 12%, and free operating cash flow to debt in the 5%-
10% range.


SANTANDER EMPRESAS: Fitch Affirms B- Rating on Class D Notes
------------------------------------------------------------
Fitch Ratings has affirmed FTA, Santander Empresas 1's EUR155.1
million Class D (ISIN ES0382041046) notes at 'B-sf' with a Stable
Outlook.

FTA Santander Empresas 1 is a granular cash flow securitization
of a static portfolio of secured and unsecured loans granted to
Spanish small- and medium-sized enterprises by Banco Santander
S.A. (A-/Stable/F2).

KEY RATING DRIVERS

Increased Credit Enhancement

The class D notes have become the senior liability with EUR155.1
million outstanding following the repayment of the class C notes
in May 2015. The class D notes have received principal repayment
of EUR15.4 million and as a result credit enhancement has
increased to 14.26% from 10.6%.

Stable Performance

The portfolio has amortized by EUR40.6 million since over the
last 12 months and is now 5% outstanding. The reserve fund has
increased marginally, signalling the improved performance of the
underlying loans. The percentage of loans greater than 90 days
delinquent has remained stable at below 1.5%.

Low Observed Recoveries

Over the last 12 months, the transaction received EUR178,000 of
recoveries, increasing the weighted average recovery rate
marginally to 23.52% from 23.35%. Due to the low observed
recovery rate, Fitch has analyzed the underlying portfolio on an
unsecured basis.

Obligor Concentration

As the portfolio continues to amortize, the obligor concentration
has remained stable with the top 10 obligors representing 17.67%
of the portfolio. However, the reserve fund, and therefore credit
enhancement, is lost if the top six obligors default without
recovery.

RATING SENSITIVITIES

Fitch tested the rating's sensitivity to a 25% reduction in
expected recovery rates and a probability of default stress of
25% on the top three obligors and in both cases found no impact
on the rating. Additional sensitivities included a 25% increase
in the obligor default probability and a combined 25% reduction
in recovery rates with a 25% increase in obligor default
probability and in both cases the rating would be subject to a
one notch downgrade.

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.



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S W E D E N
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HOIST KREDIT: Moody's Assigns (P)Ba2 Rating to EUR750MM Term Note
-----------------------------------------------------------------
Moody's Investors Service has assigned (P)Not Prime short-term,
(P)Ba2 long-term senior unsecured and (P)B1 subordinated ratings
to the new EUR750 million euro medium term note (EMTN) program of
Hoist Kredit AB (publ).  Moody's expects to assign ratings to
both senior unsecured and dated subordinated bonds to be issued
under the program.  Concurrently, Moody's placed the (P)Ba2
senior program ratings and Hoist's existing Ba2 long-term issuer
ratings under review for upgrade.  Finally, the rating agency
affirmed the company's baseline credit assessment (BCA) and
adjusted BCA at ba3 and its long- and short-term Counterparty
Risk Assessment (CR Assessment) at Baa3(cr)/Prime-3(cr).

The rating action follows the announcement of Hoist's EMTN
program.

RATINGS RATIONALE

BCA
The affirmation of Hoist's BCA and adjusted BCA at ba3 reflects
Moody's expectation that the potential change in Hoist's
liability profile from debt issuance will not materially alter
the company's standalone credit assessment.  The current BCA
already incorporates an expected increase in the firm's reliance
on wholesale market funding.

                          DEBT RATINGS

The (P)Ba2/(P)NP senior ratings of the new program are aligned
with Hoist's Ba2/NP issuer ratings.  Hoist is domiciled in
Sweden, a jurisdiction subject to the EU Bank Recovery and
Resolution Directive (BRRD), which Moody's considers to be an
Operational Resolution Regime.  Moody's applies its Advanced Loss
Given Failure (LGF) analysis to Hoist, since it is a regulated
credit market company, not exempted from BRRD.  Particular to
Hoist, Moody's assumes for the purpose of its LGF analysis that
Hoist does not source deposits considered junior, due to the
company's retail-oriented deposit base.

Hoist's debt ratings are positioned one notch above the company's
ba3 baseline credit assessment (BCA), reflecting the low loss-
given-failure that senior unsecured debt is likely to face in the
event of the company's failure, due to the loss absorption
provided by subordinated debt.

Since Moody's considers the probability of government support for
Hoist's senior liabilities to be low, the company's ratings do
not incorporate uplift from government support.

The (P)B1 subordinated debt ratings, positioned one notch below
Hoist's BCA, reflect the high loss-given-failure this debt class
is likely to face due to the limited loss absorption provided by
its own volume and the modest amount of debt subordinated to it.

               RATIONALE FOR THE REVIEW FOR UPGRADE

The review for upgrade on Hoist's long-term Ba2 issuer and (P)Ba2
senior unsecured debt EMTN program ratings is underpinned by
Moody's expectation that the change in Hoist's liability
structure that will follow the first issue under the new debt
program will increase the protection available to senior debt
holders, in case of failure.  The rating agency expects to
conclude the review and upgrade the senior ratings to Ba1 and
(P)Ba1 respectively once the issuance's settlement is concluded.

           RATIONALE FOR THE COUNTERPARTY RISK ASSEMENT

As part of the rating action, Moody's also affirmed Hoist's CR
Assessment of Baa3(cr)/Prime-3(cr), three notches above the BCA
of ba3.  The CR Assessment is driven by the banks' BCA and by the
considerable amount of instruments that are likely to shield
counterparty obligations from losses.  Moody's CR Assessment is
an opinion of the counterparty risk related to a bank's covered
bonds, contractual performance obligations (servicing),
derivatives (e.g., swaps), letters of credit, guarantees and
liquidity facilities.

               WHAT COULD CHANGE THE RATINGS UP/DOWN

The review for upgrade on Hoist's senior ratings will be
concluded once the company finalizes its first issuance under the
EMTN program.  Hoist's senior rating could be further upgraded if
the company were to issue a significant amount of subordinated
debt, reducing the loss-given-failure of senior unsecured
obligations. Hoist's BCA could be upgraded if the company: (i)
significantly improves its profitability on a sustained basis
without increasing earnings volatility; (ii) increases capital
targets and demonstrates ability to maintain high capital levels;
and/or (3) diversifies its business model.

The company's BCA could be downgraded if: (i) Hoist materially
increases its market funding reliance; (ii) the company
experiences a protracted decrease in profitability or in its
solvency ratios; and/or (iii) the rating agency's assessment of
Hoist's asset risk deteriorates.  A downward movement in Hoist's
BCA would likely result in a downgrade of all ratings.

LIST OF AFFECTED RATINGS

Issuer: Hoist Kredit AB (publ)

Placed on review for upgrade:
  Issuer Rating (Foreign Currency), placed on review for upgrade,
   currently Ba2; outlook changed to Ratings under Review from
   Positive

Assignments:
  Subordinate Medium-Term Note Program (Foreign Currency),
   assigned (P)B1
  Senior Unsecured Medium-Term Note Program (Foreign Currency),
   assigned (P)NP
  Senior Unsecured Medium-Term Note Program (Foreign Currency) ,
   assigned (P)Ba2, placed on review for upgrade

Affirmations:
  Adjusted Baseline Credit Assessment, affirmed ba3
  Baseline Credit Assessment, affirmed ba3
  Counterparty Risk Assessment, affirmed P-3(cr)
  Counterparty Risk Assessment, affirmed Baa3(cr)

Outlook Actions:
  Outlook, changed to Rating under Review from Positive

                       PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
published in January 2016.



=====================
S W I T Z E R L A N D
=====================


PETROPLUS MARKETING: May 31 Claims Schedule Inspection Deadline
---------------------------------------------------------------
The schedule of claims and current liquidation status as of
March 31, 2016 as well as the respective inventory that have been
drawn up in the debt restructuring proceeding with assignment of
assets concerning Petroplus Marketing AG in debt restructuring
liquidation, will be available for inspection by creditors until
May 31, 2016 at the offices of the Liquidators, attorney at law
Brigitte Umbach-Spahn and attorney at law Karl Wuethrich, Wenger
Plattner, Seestrasse 39, Goldbach-Center, 8700 Kuesnacht. If you
wish to inspect the documents, please call the hotline on +41 43
222 38 30.

Actions to contest the schedule of claims must be lodged with the
cantonal court of Zug, Aabachstrasse 3, P.O. Box 760, 6301 Zug,
within 20 days of official notice in the Swiss Official Gazette
of Commerce dated May 11, 2016, that is, until May 31, 2016 (date
of postmark by a Swiss post office).  If no objections are
lodged, the schedule of claims will become final.



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


ALTERNATIFBANK AS: Moody's Lowers Currency Deposit Ratings to Ba1
-----------------------------------------------------------------
Moody's Investors Service has downgraded the local and foreign-
currency deposit ratings of Alternatifbank A.S. (ABank) to
Ba1/Not-Prime from Baa3/Prime-3.  The bank's long-term foreign-
currency subordinated debt rating have also been downgraded to
Ba3(hyb) from Ba2(hyb).  The outlook for the long-term deposit
ratings is negative.

Moody's has also downgraded ABank's Counterparty Risk (CR)
Assessment to Baa3(cr)/Prime-3(cr) from Baa2(cr)/Prime-2(cr) and
its adjusted baseline credit assessment (BCA) to ba1 from baa3.
The ba3 BCA of ABank is confirmed.

The downgrade reflects Moody's expectation that following its
recent downgrade, The Commercial Bank (Q.S.C.) (deposits A2,
stable/P-1; BCA baa3), ABank's Qatar based parent, is now in a
weaker position to provide support to ABank in case of need.

The negative outlook on the ratings reflects the continuing
pressure on ABank's BCA due to its core capitalization and
profitability, which stand at relatively good levels currently
but remain on the low side to support the bank's anticipated loan
growth, leaving a modest buffer to mitigate the rising credit
risks and funding costs that Moody's expects in Turkey going
forward due to the challenging operating environment.

At the same time, Moody's upgraded the bank's long-term National
Scale Rating (NSR) to Aa3.tr from A1.tr, while withdrawing the
corresponding outlook, and confirmed the TR-1 short-term NSR.
The rating action on the NSRs reflects both the new position of
the global scale rating following the current rating action and
the recent Moody's recalibration of the NSRs mapping globally,
including for Turkey, following the publication of Moody's
updated NSR methodology.

                        RATINGS RATIONALE

   -- WEAKENING PARENTAL SUPPORT

The primary driver for today's rating action is the weakening
capacity of ABank's Qatar-based parent, The Commercial Bank
(Q.S.C.), to provide support following the downgrade of The
Commercial Bank's BCA to baa3 from baa2.  As a result, ABank's
Ba1 long-term deposit rating now incorporates two notches of
uplift from its standalone BCA of ba3, compared with three
notches previously, as Moody's continues to assume a very high
probability of support from its parent and majority shareholder
(75%).  The Commercial Bank (Q.S.C.).

Moody's also notes that its systemic support assumptions have
remained unchanged, expecting a low likelihood of government
support for ABank's rated wholesale deposits given the bank's low
market share in the Turkish banking system.  Consequently, the
bank's deposit ratings do not benefit from any further uplift
from government-related support.

   -- NATIONALE SCALE RATINGS REMAPPING

The upgrade of ABank's NSR follows Moody's recalibration of the
NSRs, which provide a measure of relative creditworthiness within
a single country and are derived from global scale ratings (GSRs)
using country-specific maps.  The adoption of a revised
correspondence between Moody's GSRs and the Turkish national
scale follows the publication of Moody's updated methodology
"Mapping National Scale Ratings from Global Scale Ratings"
http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_189032.

  -- BASELINE CREDIT ASSESSMENT CONFIRMED BUT REMAINS UNDER
     DOWNWARD PRESSURE

The confirmation of the standalone BCA reflects the bank's (1)
moderate asset quality, with non-performing loans at 4.8% of
gross loans as of year-end 2015, per Banking Regulation and
Supervision Agency (BRSA) consolidated report; (2) relatively
good capitalization, at about 9% of tangible common equity
currently, notwithstanding its anticipated loan growth and rising
asset quality risks, and (3) access to funding from its parent
bank as well as its good buffer of liquid assets, which mitigate
the bank's significant reliance on confidence-sensitive market
funding.

The negative outlook on the bank's ratings primarily reflects
pressure on the bank's standalone BCA.  While ABank has recently
benefited from a capital injection, it remains under pressure
when considering the bank's growth strategy and the risk of
rising impairment charges.  The Turkish operating environment is
characterized by weakening profitability among corporate
borrowers, the high reliance of the financial system on
confidence-sensitive cross-border market funds and the volatility
of the Turkish Lira exchange rate.

                WHAT COULD MOVE THE RATINGS UP/DOWN

Downward pressure would be exerted on ABank's deposit and debt
ratings if: (1) ABank's capital position and/or profitability
deteriorate; (2) there is a further weakening in the Turkish
operating environment; or (2) the parent bank's capacity to
provide support further weakens.

As noted by the review for downgrade, upside potential for
ABank's deposit ratings is currently limited.  Factors that would
result in stabilization of ABank's deposit debt ratings and BCA
are: (1) a strengthening of the ABank's core capitalization and
profitability combined with evidence of asset quality resilience
and low volatility in its funding cost; (2) an improvement in the
Turkish operating environment; and (3) an improvement in the
credit profile of the parent's bank.

LIST OF AFFECTED RATINGS

Issuer: Alternatifbank A.S.

  Long-term Counterparty Risk Assessment, downgraded to Baa3(cr)
   from Baa2(cr)
  Short-term Counterparty Risk Assessment, downgraded to P-3(cr)
   from P-2(cr)
  Long-term Deposit Ratings, downgraded to Ba1 from Baa3
  Short-term Deposit Ratings, downgraded to NP from P-3
  Long-term NSR Deposit Rating, upgraded to Aa3.tr from A1.tr
  Short-term NSR Deposit Rating, confirmed at TR-1
  Long-term Foreign-Currency Subordinated Debt Rating, downgraded
   to Ba3(hyb) from Ba2(hyb)
  Adjusted Baseline Credit Assessment, downgraded to ba1 from
   baa3 Baseline Credit Assessment, confirmed at ba3

Outlook Actions:

  Outlook, Changed To Negative from Rating Under Review

                        PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
published in January 2016.



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


BHS GROUP: John Hargreaves Among Bidders for Business
-----------------------------------------------------
Mark Vandevelde at The Financial Times reports that
John Hargreaves, the founder of discount clothing chain Matalan,
is among the bidders for BHS, the department store chain that
collapsed last month after a generational change in shopping
habits led to a slide in sales.

According to the FT, Mr. Hargreaves has teamed up with Select
Retail owner Cafer Mahiroglu for a bid, which the men are
understood to be funding from their personal fortunes rather than
via their companies.

The two men are competing against a handful of other bidders,
believed to include Philip Day, owner of the Edinburgh Woollen
Mill and Peacocks clothing chains, and Mike Ashley's Sports
Direct, the FT notes.

It is understood that their bid would keep the BHS name and at
least a substantial proportion of the chain's stores and staff,
the FT states.

However, others close to the sale process expressed doubt that a
deal could be done on terms that would allow all BHS stores to
continue trading, according to the FT.

The auction for the failed high street chain entered its final
stages as MPs widened the scope of two parliamentary inquiries
into the company's collapse, which left behind a GBP571 million
pension deficit that will have to be absorbed by a government-
mandated rescue fund, the FT relays.

BHS runs about 70 stores outside the UK, mostly as franchises
with local businesses, the FT discloses.

Duff & Phelps, the administrators, have said they expect to
conclude a sale of BHS by Friday, May 20, although one person
close to the discussions said talks could drag on through the
weekend, the FT relates.

BHS Group is a department store chain.  The company employs
10,000 people and has 164 shops.


BOWERS & BARR: In Administration, Owes Almost GBP1 Million
----------------------------------------------------------
Sabah Meddings at Eastern Daily Press reports that Bowers & Barr
has been placed into administration in a bid to secure its
future.

The company had run up debts of almost GBP1 million, including
about GBP200,000 to HM Revenue and Customs, although the majority
is owed to its two directors, EDP discloses.

An administrator was appointed on April 25, and measures to save
the company have included making one staff member redundant, out
of a workforce of 24, EDP relates.

Administrator Graham Wolloff -- g.wolloff@ewsllp.co.uk -- from
Peterborough-based business recovery firm Elwell, Watchorn and
Saxton, said the company had not made a profit for some time, EDP
notes.

"The primary purpose is to save the business. That could either
be by an outside party putting money in or it could be through a
company voluntary arrangement," EDP quotes Mr. Wolloff as saying.

Bowers & Barr is a Great Yarmouth-based electrical engineering
firm.


BROOKLANDS EURO: Fitch Lowers Ratings on 2 Note Classes to D
------------------------------------------------------------
Fitch Ratings has downgraded Brooklands Euro Reference-Linked
Notes 2005-1 notes, and withdrawn their ratings as follows:

  Class D1 (ISIN XS0226777133): downgraded to 'D' from 'C' and
  withdrawn

  Class D2 (ISIN XS0226777216): downgraded to 'D' from 'C' and
  withdrawn

  Class E (ISIN XS0226777729): affirmed at 'Dsf' and withdrawn

Brooklands is a special purpose vehicle incorporated with limited
liability under the laws of the Cayman Islands. Brooklands
provides protection to UBS AG, London Branch (A+/ Stable/F1+) on
a portfolio of reference credits with an initial notional value
of EUR1billion.

KEY RATING DRIVERS
The downgrades of the class D1 and class D2 notes reflect the
notional being partially and completely written down respectively
following losses. The remainder of the class D1 notes was
redeemed. The class E notes had also been completely written
down.

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.


CONSOLIDATED MINERALS: Moody's Reviews Caa1 CFR for Downgrade
-------------------------------------------------------------
Moody's Investors Service has placed on review for downgrade the
Caa1 corporate family rating and Caa1-PD probability of default
rating for Consolidated Minerals Limited (ConsMin).

At the same time, Moody's has also placed on review for downgrade
the Caa1 rating on the $400 million senior secured notes issued
by ConsMin due in 2020.

"Our review for downgrade is based on the material downside
pressure on ConsMin's ratings, following the company's
announcement on May 16, 2016, that it would not today be paying
the coupon payment due on May 15, 2016," says Douglas Rowlings, a
Moody's Assistant Vice President and Analyst.

ConsMin has elected to utilize coupon grace period to further
discussions with its noteholders regarding liquidity challenges
arising from depressed manganese ore prices.

"We expect that the next 30 days will be instructive of the path
that ConsMin's liquidity profile and negotiations with
noteholders will take, allowing for a more informed view to be
taken on the company's ratings," adds Rowlings who is also the
Local Market Analyst for ConsMin.

                       RATINGS RATIONALE

Moody's review for downgrade primarily reflects the material
downside pressure on ConsMin's ratings, as a result of a rapid
deterioration in the company's liquidity profile due to low
manganese prices.  This situation was further exacerbated by one-
off costs associated with the transition to care and maintenance
of ConsMin's loss making Woodie Woodie mine in Australia,
following actions instituted in February 2016 to preserve the
company's liquidity.

Moody's forecasts that ConsMin will come under severe liquidity
pressure in November 2016 -- without a relaxation of coupon
payments from noteholders -- such that the company will have
insufficient cash holdings to make its coupon payment due Nov.
15, 2016.

Moody's expects that ConsMin will try to reach an agreement with
noteholders, which allows for coupon payments only if a business
liquidity sufficiency requirement is met.

Moody's expects that the recent rebound in manganese prices --
attributed to higher demand due to the restocking by Chinese
steel mills -- will be short lived.  Moody's assessment is based
on the fact that manganese prices have already fallen over the
past few weeks.

Moody's expects manganese prices to move towards $2.80/dmtu free
on board (FOB) for Q3 2016 and $2.60/dmtu FOB for Q4 2016 as
demand softens.

Moody's review for downgrade will assess the implications for
ConsMin's noteholders and for the company's ratings based upon:
(1) the likely direction and substance of an agreement that could
be reached between the company and noteholders; (2) asset
recovery prospects in November 2016, if an agreement cannot be
reached; and (3) the evolution of the company's liquidity profile
over the next 12-18 months.

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.

The Local Market analyst for this rating is Douglas Rowlings,
971-4-237-9543.

Consolidated Minerals Limited, headquartered in Jersey in the
Channel Islands, is a leading producer of manganese ore.  Mining
operations are carried out currently from ConsMin's Ghana (Nsuta
mine).

ConsMin was formed through the acquisition of Consolidated
Minerals Pty Limited in 2007/08 for a total consideration of
USD1.1 billion and subsequently combined with Ghana International
Manganese Corporation.

ConsMin is ultimately wholly owned by Mr. Gennady Bogolyubov, a
Ukrainian citizen.  For the financial year ended Dec. 31, 2015,
ConsMin reported sales of USD257 million, with a Moody's-adjusted
EBITDA of USD43.3 million.


SEAENERGY: Selects Preferred Bidder for Return to Scene Unit
------------------------------------------------------------
The Scotsman reports that SeaEnergy, which saw its shares
suspended last month amid a funding crisis, on May 17 said it has
selected a preferred bidder for its Return to Scene (R2S) arm.

The company said the unnamed buyer, identified with help from
advisers at KPMG, has made a non-refundable payment that will
help to fund the group until the end of this month, The Scotsman
relates.

"The preferred bidder has indicated that it intends to acquire
all aspects of the R2S business and it is planned for the
disposal to be completed within a short timeframe," The Scotsman
quotes SeaEnergy as saying.

"However, there can be no guarantee that the potential disposal
will be completed. The directors anticipate that the proceeds of
the potential disposal, if received, would be sufficient to repay
the bank overdraft, nearly all of the group's secured debt and a
proportion of amounts owing to unsecured creditors."

Aim-quoted SeaEnergy has been hit by the downturn in the energy
sector that has seen many projects cancelled by customers, The
Scotsman relays.

Aberdeenshire-based SeaEnergy provides technical services and
advice to the oil and gas, renewable and nuclear energy sectors.


TITAN EUROPE 2007-2: Moody's Cuts Ratings on 2 Note Classes to C
-----------------------------------------------------------------
Moody's Investors Service has taken these rating actions
following a performance review of Titan Europe 2007-2 Limited:

  Cl. A2, Downgraded to Ba2 (sf); previously on May 23, 2014,
   Affirmed Baa3 (sf)
  Cl. B, Downgraded to Ca (sf); previously on May 23, 2014,
   Affirmed Caa3 (sf)
  Cl. C, Downgraded to C (sf); previously on May 23, 2014,
   Affirmed Ca (sf)
  Cl. D, Downgraded to C (sf); previously on May 23, 2014,
   Affirmed Ca (sf)

Moody's does not rate the Classes E, F, G and X Notes.

                          RATINGS RATIONALE

The downgrade actions reflect Moody's increased loss expectation
due to (1) the slow progress and limited visibility on the
workout process over the last six months and (2) the concern that
recoveries from future workouts may be insufficient to redeem
Class A2 by its legal final maturity date and also result in very
high losses on the Classes B, C and D Notes.

Moody's downgrade reflects a base expected loss in the range of
70%-80% of the current balance, compared with 50%-60% at the last
review.  Moody's derives this loss expectation from the analysis
of the default probability of the securitized loans (both during
the term and at maturity) and its value assessment of the
collateral.

Realised losses have increased to 1.20% from 0.81 % of the
original securitized balance since the last rating action in May
2014.

The transaction also includes Class X Notes which are not rated
by Moody's.  The Class X was subject to litigations whereby the
Class X Noteholder claimed it has been underpaid on its Class X
interest rate.  The claims however were rejected in a judgment on
28 April 2016 and, to date, it is unclear if the Class X
Noteholder will appeal the court's decision.

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:
2016-18 Central Scenarios published in April 2016.

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

Main factors or circumstances that could lead to a downgrade of
the Class A2 and B Notes ratings are (i) no significant progress
in the pace of asset disposals, which increases the probability
of non-payment of these notes at the legal final maturity date on
23 April 2017 and a subsequent note event of default and (ii) a
decline in the property values backing the underlying loans that
is worse than Moody's expectation, leading to lower recoveries on
the loans.

An upgrade of the Class A2, B, C and D Notes ratings is unlikely
given the limited time to legal final maturity of the notes and
the uncertainty regarding the completion of the asset disposal
process during this limited period.  As such, the ratings are
subject to Moody's rating cap guidelines applicable to CMBS
transactions in the tail period.

                    MOODY'S PORTFOLIO ANALYSIS

As of the April 2016 IPD, the transaction balance declined by 72%
to EUR470 million from EUR1,669 million at closing in 2007 mainly
due to the pay-off of 15 loans originally in the pool.  The notes
are secured by three first-ranking legal mortgages ranging in
size from 10% to 75% of current pool balance.  Since the last
rating action in May 2014, five loans repaid.  The underlying
portfolio has an above average concentration in terms of
geographic location with 75% of the current pool balance secured
by assets located in the Netherlands, 15% in Finland and 10% in
the Czech Republic.  Moody's uses a variation of the Herfindahl
Index, in which a higher number represents greater diversity, to
measure the diversity of loan size.  Large multi-borrower
transactions typically have a Herf of less than 10 with an
average of around 5.  This pool has a Herf of 1.7, compared to
5.9 at closing.

Moody's weighted average whole loan loan-to-value (LTV) ratio for
the pool is 424% compared to the reported level of 257%.  All
three outstanding loans are in special servicing.

SUMMARY OF MOODY'S LOAN ASSUMPTIONS

Below are Moody's key assumptions for the remaining 3 loans.

  Tasman (ex MPC) portfolio loan (75% of securitized loan pool) -
   LTV: 582% (Whole)/ 470% (A-Loan); Total Default probability N/
   A -- in default; Expected Loss 80%-90%.

The largest loan in the pool is secured by a portfolio of
secondary Dutch office properties.  The securitized loan
represents a 55% pari passu portion of a larger senior loan
facility (45% outside of the securitization).  There is also
additional subordinated junior and mezzanine loans outside of the
securitization associated with the portfolio.  The loan defaulted
at its extended maturity date in January 2012 and subsequently
transferred to Special Servicing.  Since then, out of initially
93 assets, 33 have been sold and the securitized loan balance has
reduced by approximately 22% through a combination of asset sales
and cash sweep.  The secondary nature of the assets, together
with the difficult refinancing market in the Netherlands presents
a challenge for a wind down of the portfolio by legal final
maturity in April 2017.  In addition, there is no visibility on
the special servicer's (Hudson Advisors) workout strategy and the
asset quality of the remaining pool.  As a result, Moody's has
severely stressed its valuation for the remaining properties.

Cobalt loan (15% of securitized loan pool) - LTV: 354% (Whole)/
354% (A-Loan); Total Default probability N/A -- in default;
Expected Loss 70%-80%.

The Cobalt Loan is secured by a portfolio of eight remaining
retail properties predominantly located in Finland.  The
securitized loan balance has been reduced by approximately 12%
since origination in 2007 via asset sales and surplus cash sweep.
The loan defaulted after the largest tenant terminated its lease
early after a corporate restructuring.  The loan is currently in
special servicing and the special servicer is looking to complete
a consensual sale of the remaining properties prior to the legal
final maturity date.  An updated valuation as of April 2014
estimates a portfolio value of EUR 23 million assuming an asset-
by-asset sale within a 12 months period.  The valuation is
reflecting the subdued occupational and investment markets in
Finland with the demand side being impacted by macro events in
Russia.

Skoduv Palace loan (10% of securitized loan pool) - LTV: 256%
(Whole)/ 118% (A-Loan); Total Default probability N/A -- in
default; Expected Loss 30%-40%.

The third largest loan is the senior portion of a larger facility
which includes a subordinated junior loan outside of the
securitization.  The securitized loan balance has been reduced by
approximately 13% since origination in 2007 via surplus cash
sweep.  It is secured over a single office property in the centre
of Prague.  The asset is occupied by the municipal government of
the city.  The loan transferred to special servicing after
failing to repay at maturity in October 2012.  In the interim,
the tenant has sought litigation against the landlord in respect
of the appropriateness of rental levels.  Due to the uncertainty
of the cash flow profile of the asset and in view of the ongoing
litigation (since 2013), a sale of the asset is expected to be
challenging until the position with the tenant can be resolved.
The ongoing issues pose a significant risk that the loan may not
be worked out on time by the legal final maturity date.
Therefore, Moody's has severely stressed its value but notes that
a higher value is achievable once the litigations are settled.



===================
U Z B E K I S T A N
===================


IPOTEKA BANK: S&P Affirms B+/B Counterparty Credit Ratings
----------------------------------------------------------
S&P Global Ratings said that it had affirmed its 'B+/B' long- and
short-term counterparty credit ratings on Uzbekistan-based
Ipoteka Bank.  The outlook remains stable.

In December 2015, the president of Uzbekistan decreed that an at
least 15% share in all joint-stock companies in the country,
including Ipoteka Bank, would be sold to foreign investors.  S&P
considers Ipoteka Bank (with a more than 60% direct and indirect
state ownership stake) to be a government-related entity (GRE)
and the decree could eventually result in the bank's reduced
involvement in government-led projects and less state funding
provided to the bank.  S&P has therefore revised its assessment
of the bank's link with the government to strong from very
strong.

Ipoteka Bank's current role in the domestic economy remains
important, in S&P's view, as it continues to provide financial
services to Uzbekistan's Treasury, broadens and facilitates
mortgage market in urban areas, and finances state-related
entities.  Consequently S&P now assess the likelihood of
government support as moderately high, from the previous high
assessment.

These revisions do not have a rating impact, however, as S&P did
not and do not incorporate any uplift for potential government
support, given that S&P's assessment of Uzbekistan's sovereign
creditworthiness is based only on publicly available information.

"Our ratings on Ipoteka Bank continue to reflect our view of the
bank's weak capital and earnings, with our projected risk-
adjusted capital (RAC) ratio before adjustments for concentration
and diversification in the 4.4%-4.9% range over the next 12-18
months. Our forecast incorporates a new capital increase of
Uzbekistani sum (UZS) 52 billion (about US$17.5 million) in 2016
(out of which UZS21 billion was already injected in the first
quarter of 2016) and UZS80 billion is expected to be injected in
2017.  We believe that such capital increases are vital to
support the bank's business and lending operations, as well as to
sustain the regulatory capital ratios above the minimum levels
set by the central bank," S&P said.

"The bank's regulatory capital ratio stood at 11.9% on March 31,
2016, close to the minimum requirement set from the beginning of
2016 at 11.5%.  Taking into account the bank's asset and capital
growth targets, we believe that the bank's capital ratio over the
next year will be above the minimum requirements but by fewer
than 100 basis points.  We believe that in the situation of
constantly increasing capital requirements by the Uzbek
authorities (minimum regulatory capital ratio should reach 14.5%
by the end of 2019) some banks are likely to operate close to the
threshold.  However, at our 'B+' rating level, we expect a bank
to operate with capital levels with an adequate cushion above the
regulatory minimum.  We are not revising our capital assessment
at this stage because we believe that Ipoteka Bank will manage to
increase capital sufficiently and eventually will operate with a
larger capital cushion.

"We continue to view the bank's business position as adequate,
owing to its sizable market share (7.02% as of year-end 2015),
wide branch network, and relatively good business diversity.  We
also factor in our opinion of the bank's adequate risk position
which balances our view of the bank's good asset quality (with
about 1% reported nonperforming loans as of year-end 2015)
against declining but still high single-name lending
concentrations, which are comparable with those of other domestic
state-owned banks. Furthermore, we regard the bank's funding as
average, benefiting from ongoing state support: as of year-end
2015, 20% of total liabilities was derived from the government's
special-purpose fund and another 33% of liabilities was from the
deposits of state and budget enterprises.  The bank's liquidity
is adequate, in our view, with cash and cash equivalents
accounting for about 15% of total assets at year-end 2015," S&P
said.

S&P views Ipoteka Bank as having high systemic importance in
Uzbekistan, owing to its market share in total assets and about
7% share of the country's retail deposits.  Although S&P
considers the Uzbek government as supportive, S&P do not give any
uplift to the rating.  The bank's high stand-alone credit profile
already incorporates the government's ongoing support to the bank
in terms of funding and guarantees.

The stable outlook reflects S&P's expectation that Ipoteka Bank's
business and financial profiles will remain broadly unchanged
over the next 12-18 months.

S&P could lower the ratings if ongoing capital injections are not
made, leading to a deterioration of capitalization, and if S&P's
projected RAC ratio before adjustments falls to less than 3%.
Unexpected asset quality deterioration leading to substantial
losses from increased provisioning needs, or a significant drop
in a market share and position as a result of low capital
constraining further growth could also result in a downgrade.  If
S&P observes a decrease in Ipoteka Bank's involvement in
government-led projects and state funding provided to the bank
after the partial privatization, this also could result in a
downgrade.

A positive rating action is unlikely, in S&P's view, as bank-
specific factors that could lead to an upgrade are limited.


                            *********

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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