---

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

                           E U R O P E

            Tuesday, July 5, 2016, Vol. 17, No. 131


                            Headlines


G E O R G I A

BGEO GROUP: Moody's Rates Proposed US$300MM Notes '(P)B1'
BGEO GROUP: Fitch Assigns 'BB-(EXP)' Rating to Sr. Unsec. Notes


G E R M A N Y

TAURUS CMBS 2007-1: Fitch Raises Rating on Cl. A1 Notes to CC


G R E E C E

ALPHA BANK: Fitch Affirms Ratings on 4 Greek Covered Bonds
MAMIDOIL-JETOIL: Files for Bankruptcy Following Financial Woes
MARINOPOULOS GROUP: I & S Sklavenitis Eyes Takeover of Business


I R E L A N D

AVOCA CLO XV: S&P Affirms 'B-' Rating on Class F Notes
AVOCA CLO XVI: S&P Assigns B Rating to EUR11.8MM Class F Notes
RMF PLC V: S&P Raises Rating on Class V Facility to BB
* Examinership Saved 159 Jobs in 2nd Quarter, Hughes Blake Says


I T A L Y

VENETO BANCA: Bailout Fund Takes Control of Operations


K A Z A K H S T A N

TSESNA-GARANT JSC: S&P Alters Outlook to Stable, Affirms B+ CCR


L U X E M B O U R G

INTELSAT SA: S&P Assigns 'B-' Rating to Proposed $490MM Notes


N E T H E R L A N D S

ADAGIO II CLO: S&P Raises Rating on Class E Notes to 'BB'
CONISTON CLO: S&P Raises Rating on Class E Notes to B+
FAB CBO 2002-1: Moody's Affirms Ca Rating on Class B Notes
GREEN STORM 2016: Fitch Assigns BB Rating to Class E Notes
MUNDA CLO I: S&P Affirms CCC+ Rating on Class E Notes


P O L A N D

CHORZOW CITY: Fitch Assigns 'BB+' Long-Term IDR, Outlook Stable
JSW: Standstill Agreement with Bondholders Extended to July 29


R U S S I A

BANKIRSKY DOM: Liabilities Exceed Assets, Assessment Shows
EVRAZ GROUP: Fitch Assigns 'BB-' Rating to US$500MM 6.75% Notes
FCRB BANK: Bank of Russia Revokes License
REGION INVESTMENT: S&P Affirms 'B-' Counterparty Credit Rating


S E R B I A

SERBIA: S&P Affirms 'BB-/B' Sovereign Credit Ratings


U N I T E D   K I N G D O M

ABERDEEN LOAN: Moody's Affirms B1 Rating on Class E Sr. Notes
BHS GROUP: New Allegations Emerge Over Green's Sale Motives
BRIDGE HOLDCO 4: Moody's Confirms Caa1 Corporate Family Rating
COVENTRY BUILDING: Fitch Affirms BB+ Rating on Add'l Securities
EUROSAIL-UK 2007-5NP: S&P Lowers Ratings on 2 Note Classes to B-

LEEDS BUILDING: Fitch Affirms 'BB+' Rating on PIBS
NEWCASTLE BUILDING: Fitch Affirms 'BB+' IDR; Outlook Stable
REXAM PLC: Moody's Lowers Long-Term Issuer Rating to Ba1
RMAC SECURITIES 2006-NS2: S&P Lifts Rating on Cl. B2a Notes to BB
SST PROCESS: Brexit Uncertainty Prompts Administration

STORE TWENTY ONE: To Shut Down Operations in Dover Following CVA


                            *********



=============
G E O R G I A
=============


BGEO GROUP: Moody's Rates Proposed US$300MM Notes '(P)B1'
---------------------------------------------------------
Moody's Investors Service has assigned a provisional senior
unsecured foreign currency rating of (P)B1 with a stable outlook
to the planned USD300 million issuance of JSC BGEO Group (JSC
BGEO, issuer ratings B1 stable).

The (P)B1 foreign currency senior unsecured debt rating derives
from JSC BGEO's B1 issuer rating, which in turn incorporates one
notch of structural subordination from the Ba3 local currency
deposit rating assigned to its main banking subsidiary JSC Bank
of Georgia (BOG).  The stable outlook assigned to the notes is in
line with the stable outlook on JSC BGEO's issuer rating.

                         RATINGS RATIONALE

The (P)B1 instrument rating assigned to the proposed senior
unsecured notes is in line with JSC BGEO's B1 issuer rating,
which, in turn, is mainly driven by the standalone credit profile
of its principal banking subsidiary, BOG.  JSC BGEO is a Georgia-
centric holding company with BOG's assets and profits accounting
for around 90% of total group assets and profits as of year-end
2015 based on group disclosures.  Moody's expects that banking
operations will continue to make up the bulk of the group's
stable revenue base and account for over 80% of group profits in
the foreseeable future.  While the group's other main
subsidiaries, Georgia Healthcare Group Plc and JSC m2 Real Estate
(Georgia) -- both unrated -- offer a degree of sector
diversification, this is counterbalanced by the potentially more
volatile revenues of these subsidiaries.  At the same time,
Moody's expects that, in case of need, JSC BGEO would be able to
provide some support to its operating subsidiaries by utilizing a
planned uncommitted cash buffer of USD50 million at the holding
company level.

BOG is the largest bank in Georgia by assets with 33% market
share of total banking system assets and deposits as of end-2015.
The bank's ratings reflect: (1) Its domestic market position as
Georgia's largest bank underlining strong profitability -- return
on average assets was around 3% in 2015; (2) adequate
capitalization metrics with a National Bank of Georgia Basel III
Tier 1 ratio of 10.9% at year-end 2015 against an 8.5% regulatory
minimum.  These strengths are balanced against the bank's
elevated credit risks arising from extensive lending in foreign
currency (72% of the bank's loan portfolio was denominated in
foreign currency, mainly US dollars, as of end-December 2015),
our expectation of some asset quality pressure in 2016, as well
as single-party concentrations in the context of Georgia's
shallow, developing economy, which is vulnerable to external
shocks.  While Moody's considers the bank's liquidity adequate,
high deposit dollarisation and a material amount of more
confidence sensitive non-resident deposits make the bank more
vulnerable to external shocks.

JSC BGEO's B1 issuer rating is positioned one notch below the Ba3
local-currency deposit rating of BOG.  The rating approach is in
line with the rating agency's usual notching practice for holding
companies, as described in Moody's Banks methodology, which
recognizes the structural subordination of JSC BGEO's creditors
to those of its operating subsidiaries.

As Moody's issues provisional ratings in advance of the final
issuance, these ratings only represent Moody's preliminary credit
opinion.  Moody's will endeavor to assign definitive ratings to
actual issuances.  A definitive rating may differ from a
provisional rating if the terms and conditions of the issuance
are materially different from those reviewed.

               WHAT COULD CHANGE THE RATING UP/DOWN

Given the alignment described above, the provisional senior
unsecured rating assigned to the notes will reflect any rating
actions taken on JSC BGEO's issuer rating.

JSC BGEO's issuer rating could be upgraded if the financial
profile of its main banking subsidiary improves, leading to an
upgrade of BOG's ratings.

JSC BGEO's rating could be downgraded if: (1) BOG's ratings are
downgraded; (2) the holding company creates double leverage that
reaches over 115% owing to debt-funded acquisitions; or (3) the
bank ceases to account for the bulk of the group's assets and
profits (over 80%) and we assess that the weighted average credit
profile of its other subsidiaries is weaker.


BGEO GROUP: Fitch Assigns 'BB-(EXP)' Rating to Sr. Unsec. Notes
---------------------------------------------------------------
Fitch Ratings has assigned JSC BGEO Group's upcoming issue of
senior unsecured notes an expected Long-Term rating of
'BB-(EXP)'.  BGEO is Bank of Georgia's (BoG; BB-/Stable/bb-)
direct holding company (holdco), domiciled in Georgia.

BGEO has a Long-Term Issuer Default Rating (IDR) of 'BB-' with a
Stable Outlook, Short-Term IDR of 'B', Viability Rating of 'bb-',
Support Rating of '5' and Support Rating Floor of 'No Floor'.

The final rating is contingent upon the receipt of final
documents conforming to information already received.

                         KEY RATING DRIVERS

The issue's rating corresponds to BGEO's 'BB-' Long-Term IDR,
which is at the same level as that of its main operating
subsidiary, BoG, reflecting Fitch's view that the default risk of
the holdco is highly correlated with that of BoG.  This view is
based on BGEO's expected reliance on loan repayments and
dividends from BoG as the main source of cash flows to service
the holdco's debt.  BGEO's ratings also take into account the
current absence of any double leverage at the holdco level and
Fitch's expectation that any future double leverage will be
moderate.

The expected total issuance amount is USD300 mil. and the final
maturity is yet to be determined.  The issue will not be
guaranteed by BoG, but at least USD200 mil. will be on-lent to
the bank on similar terms to those of the bond, and up to USD100
mil. will be used for general corporate purposes, including
investments in existing subsidiaries and for funding
acquisitions.  Fitch does not expect double leverage to increase
above 120% after BGEO places the upcoming senior unsecured notes.

                       RATING SENSITIVITIES

Changes to BGEO's Long-Term IDR would impact the issue's rating.
BGEO's ratings are sensitive to changes in BoG's ratings.  In
addition, downside risks could arise if future BGEO debt issuance
results in a marked increase in double leverage or if this
results in significantly increased liquidity risks at the BGEO
level.

Greater risks relating to BGEO's non-banking subsidiaries --
because of a marked increase in their size, deterioration in
their credit profiles or greater reliance on their cash flows for
servicing of holdco debt -- could also be negative for BGEO's
ratings.



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


TAURUS CMBS 2007-1: Fitch Raises Rating on Cl. A1 Notes to CC
-------------------------------------------------------------
Fitch Ratings has upgraded Taurus CMBS (Pan-Europe) 2007-1
Limited class A1 notes due 2020 and affirmed the others as:

  EUR83.1 mil. class A1 (XS0305732181) upgraded to 'CCsf' from
   'Dsf'; Recovery Estimate (RE) 100%

  EUR10.9 mil. class A2 (XS0309194248) affirmed at 'CCsf'; RE100%

  EUR16 mil. class B (XS0305744608) affirmed at 'CCsf'; RE100%

  EUR23.3 mil. class C (XS0305745597) affirmed at 'CCsf'; RE90%

  EUR18.4 mil. class D (XS0305746215) affirmed at 'Csf'; RE0%

  EUR0.5 mil. class E (XS0309195567) affirmed at 'Dsf'; RE0%

  EUR0 mil. class F (XS0309195997) affirmed at 'Dsf'; RE0%

Taurus CMBS (Pan-Europe) 2007-1 was originally the securitization
of 13 loans originated by Merrill Lynch.  The loans comprised
both tranched and whole facilities which were secured on
collateral located in Switzerland, France and Germany.  Two loans
now remain.

                         KEY RATING DRIVERS

Since the last rating action in July 2015, the WPC loan has been
resolved at a loss of EUR1.9 mil. (already allocated to the class
E notes).  By recently approving a safeguard plan for the Fishman
JEC loan, the French courts' decision has enabled the borrower to
recommence making interest payments, clearing an interest
shortfall on the class A1 notes.  As this class of notes is re-
performing, the rating has been upgraded from 'Dsf', although
Fitch still expects a default by bond maturity.  The smaller
Hutley loan is expected to repay very shortly.

The EUR24.9 Hutley loan is due on July 30, 2016 after using its
extension options, the last of which had been granted on
condition the borrower deleverage (this resulted in a repayment
of EUR3.1 mil.).  This occurred last year, and together with
meaningful cash sweep this helped to bring the loan to value
ratio (LTV) to 58.4% from 69.0% at the time of the last rating
action.  Occupancy slightly improved and now stands at 89.0% from
85.7% last year with the top four tenants accounting for almost
50% of the rent. Fitch expects the loan to be repaid shortly.

The EUR127.5 mil. Fishman JEC loan entered safeguard proceedings
in July 2014, two months after becoming specially serviced.
While an immediate payment moratorium led to non-payment of loan
interest, the loan was legally not considered to be in default,
and penalty interest was deemed not to be accruing.
Corresponding liquidity facility (LF) drawings therefore only
covered ordinary interest payment, not enough to allow the issuer
by May 2015 to cover its far higher legal expenses related to the
safeguard process.  The class A1 notes therefore defaulted at
that time.

In September 2015, a safeguard plan was agreed, setting out a
formal plan which effectively rescheduled debt service.
Resumption in interest payments has led to repayment of the LF
drawings and allowed the issuer to clear its accrued and unpaid
senior interest, but the final installment of loan principal (58%
of the balance) is now timed to fall 10 months after bond
maturity in February 2020.  Fitch cannot entirely discount the
possibility the borrower accelerates asset sales ahead of the
plan, but Fitch consider the chances of bond repayment by
maturity as slim.

Fishman JEC is expected to continue to pay interest, which
whether before or after repayment of Hutley, should be adequate
to meet issuer mandatory expenses (including A1 interest).
Fishman JEC recovery prospects alongside the expected repayment
of Hutley support strong REs down to the class C notes.

                      RATING SENSITIVITIES

Any delays of the Fishman JEC disposal strategy could lead to a
downward revision of the class C RE and -- particularly if it is
accompanied by a breach in the terms of the safeguard plan -- a
downgrade of all the notes in the event potentially higher legal
expenses led to issuer default.

Fitch estimates 'Bsf' recoveries of EUR129 million.

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.



===========
G R E E C E
===========


ALPHA BANK: Fitch Affirms Ratings on 4 Greek Covered Bonds
----------------------------------------------------------
Fitch Ratings has affirmed the rating of the Greek covered bonds
issued by Alpha Bank AE (Alpha, RD/RD; Viability Rating (VR): f),
National Bank of Greece S.A. (NBG, RD/RD; VR: f) and Piraeus Bank
S.A. (Piraeus, RD/RD; VR: f), as:

  Alpha's covered bonds affirmed at 'CCC+'
  NBG's Programme I affirmed at 'B-'; Stable Outlook
  NBG's Programme II affirmed at 'CCC+'
  Piraeus's covered bonds affirmed at 'B-'; Stable Outlook

The affirmations follow the annual review of the programs.

                        KEY RATING DRIVERS

Fitch rates the Greek covered bonds on the basis of their
recovery prospects assuming a default of the issuers.  The Greek
covered bonds issuers' Issuer Default Rating (IDR) and VR are
still 'RD' and 'f', reflecting an uncured payment default on
obligations other than the covered bonds, and recourse against
the cover pool has not been activated, a circumstance not
explicitly envisaged in Fitch covered bonds rating criteria.

This represents a variation from Fitch's "Covered Bonds Rating
Criteria" dated March 11, 2016.  As a result of this variation
Fitch does not disclose the breakeven overcollateralisation (OC)
for the programmes' ratings.  The rating impact of applying this
criteria variation is undetermined.

Fitch tested if the committed, contractual or legal minimum OC
plus other forms of protection available to investors (excess
spread (calculated as the difference between the weighted average
(WA) spread/coupon on the assets and the cost of the covered
bonds multiplied by the difference of the WA lives) or the
negative carry factor deduction in the mandatory tests) was
sufficient to cover for credit risk and open interest rate
positions.  Fitch did not factor in maturity mismatches as in a
recovery scenario all the bonds become immediately due and
payable.

In its analysis, Fitch has also taken into account the balance of
the programme accounts which have funds sufficient to cover the
interest payments on the bonds for at least the following three
months.

The 63.14% OC that Piraeus commits to (disclosed in the April
2016 quarterly investor report) and the 25% contractual OC for
NBG Programme I are sufficient to achieve outstanding recovery
prospects on the covered bonds given a default of the issuer
(91%-100%).  These are commensurate with the 'B' rating category,
according to Fitch's rating definitions.  The rating of these
programmes is constrained by the 'B-' Country Ceiling for Greece.
The Stable Outlook assigned to both programmes is driven by the
stable cover assets composition.

The 'CCC+' rating of the covered bonds issued by Alpha and NBG
under Programme II is driven by superior recovery prospects on
the covered bonds given default of the issuer (71%-90%).  These
are achieved with the OC that Fitch relies on (5.3% minimum legal
and 25% contractual OC, respectively).

Credit risk is the main rating driver for the Greek programmes.
The composition of the cover pools of Alpha, NBG Programme I and
Piraeus has remained broadly stable since the last review and is
reflected in the 'B' portfolio loss rate (PLR) of 7.9%, 5.8% and
8.0%, respectively.  NBG Programme II's 'B' PLR reduced to 9.2%
(from 13.7%) after the EUR3bn buyback in May 2016, when the bank
decided to take out the Swiss franc loans and most of the
arrears, reducing them to 0.2% from 28.7% in December 2014.  NBG
also redeemed and cancelled EUR2.25 bil. outstanding bonds.

Interest rate mismatches absorb 6.8% (Alpha), 13.0% (NBG
Programme II) and 2.6% (Piraeus) of the OC available to
investors.  In NBG Programme I an interest rate swap is in place
with Deutsche Bank AG London branch to mitigate interest rate
risk.

Fitch's Discontinuity Cap and IDR uplift analysis, which
generally determines the maximum rating notch uplift from the IDR
of the issuing entities to the covered bond rating on a
probability of default basis, remain unpublished.  This is in
accordance with its covered bonds criteria, which also specify
that for programmes of issuers with an IDR of 'RD' and a VR of
'f', the agency will continue to factor in the protection against
discontinuity risk.

                       RATING SENSITIVITIES

Changes in the sovereign rating and/or in the country ceiling may
affect the rating of the covered bond programmes issued by Alpha
Bank AE, National Bank of Greece S.A. and Piraeus Bank S.A.

The ratings of the covered bond programmes are also sensitive to
changes to the Greek banks' Issuer Default Ratings/Viability
Ratings and to the overcollateralisation that the issuers commit
to.


MAMIDOIL-JETOIL: Files for Bankruptcy Following Financial Woes
--------------------------------------------------------------
Mary Harris at GreekReporter.com reports that Mamidoil Jetoil is
the latest in a chain of companies filing for bankruptcy
according to article 99 of the Bankruptcy Code.

Recently, the company dealt with cash flow problems that caused
it to streamline its operation and close down a number of its
service stations due to an inability to pay suppliers,
GreekReporter.com relates.

According to GreekReporter.com, Greek daily newspaper Imerisia
reports that the company had lost chunks of its operations in the
Peloponnese and Attica while also restricting its presence in
Crete.  A decision concerning its petition for bankruptcy is to
be discussed in the Court of Appeals on Nov. 1, GreekReporter.com
discloses.

The company employs 200 people, and it is estimated that its
debts amounted to EUR320 million in 2014, GreekReporter.com says.

Mamidoil-Jetoil is a petroleum-based products retailer.


MARINOPOULOS GROUP: I & S Sklavenitis Eyes Takeover of Business
---------------------------------------------------------------
ANA-MPA reports that the Greek supermarket chain I & S
Sklavenitis AEE on July 1 announced that it is examining the
possibility of taking over its former rival Marinopoulos after
the latter filed for bankruptcy under article 99 in Greek law, as
part of the consolidation process.

A notification of the firm's intentions was read out in court on
July 1, during a hearing considering Marinopoulos' application to
file for bankruptcy under article 99, ANA-MPA relates.

"Following the recent avalanche of developments, I & S
Sklavenitis AEE with a sense of responsibility toward the Greek
economy and the market is investigating the possibility of
participating in the consolidation process initiated by the
Marinopoulos group under article 99, in collaboration always with
the creditors and lending banks," ANA-MPA quotes the firm's
letter as saying.

Sklavenitis noted, however, that its participation will be
conditional on a number of factors, including a complete and
satisfactory due diligence, an acceptable agreement with the
Marinopoulos group and the banks, ANA-MPA relays.

Marinopoulos is a Greek supermarket chain.



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


AVOCA CLO XV: S&P Affirms 'B-' Rating on Class F Notes
------------------------------------------------------
S&P Global Ratings affirmed its credit ratings on Avoca CLO XV
Ltd.'s class A-1, A-2, B-1, B-2, C, D, E, and F notes following
the transaction's effective date as of April. 29, 2016.

Most European cash flow collateralized loan obligations (CLOs)
close before purchasing the full amount of their targeted level
of portfolio collateral.  On the closing date, the collateral
manager typically covenants to purchase the remaining collateral
within the guidelines specified in the transaction documents to
reach the target level of portfolio collateral.

Typically, the CLO transaction documents specify a date by which
the targeted level of portfolio collateral must be reached.  The
"effective date" for a CLO transaction is usually the earlier of
the date on which the transaction acquires the target level of
portfolio collateral, or the date defined in the transaction
documents.  Most transaction documents contain provisions
directing the trustee to request the rating agencies that have
issued ratings upon closing to affirm the ratings issued on the
closing date after reviewing the effective date portfolio
(typically referred to as an "effective date rating
affirmation").

An effective date rating affirmation reflects S&P's opinion that
the portfolio collateral purchased by the issuer, as reported to
S&P by the trustee and collateral manager, in combination with
the transaction's structure, provides sufficient credit support
to maintain the ratings that S&P assigned on the transaction's
closing date.  The effective date reports provide a summary of
certain information that S&P used in its analysis and the results
of S&P's review based on the information presented to S&P.

S&P believes the transaction may see some benefit from allowing a
window of time after the closing date for the collateral manager
to acquire the remaining assets for a CLO transaction.  This
window of time is typically referred to as a "ramp-up period."
Because some CLO transactions may acquire most of their assets
from the new issue leveraged loan market, the ramp-up period may
give collateral managers the flexibility to acquire a more
diverse portfolio of assets.

For a CLO that has not purchased its full target level of
portfolio collateral by the closing date, S&P's ratings on the
closing date and prior to its effective date review are generally
based on the application of S&P's criteria to a combination of
purchased collateral, collateral committed to be purchased, and
the indicative portfolio of assets provided to S&P by the
collateral manager, and may also reflect its assumptions about
the transaction's investment guidelines.  This is because not all
assets in the portfolio have been purchased.

"When we receive a request to issue an effective date rating
affirmation, we perform quantitative and qualitative analysis of
the transaction in accordance with our criteria to assess whether
the initial ratings remain consistent with the credit enhancement
based on the effective date collateral portfolio.  Our analysis
relies on the use of CDO Evaluator to estimate a scenario default
rate at each rating level based on the effective date portfolio,
full cash flow modeling to determine the appropriate percentile
break-even default rate at each rating level, the application of
our supplemental tests, and the analytical judgment of a rating
committee," S&P said.

"In our published effective date report, we discuss our analysis
of the information provided by the transaction's trustee and
collateral manager in support of their request for effective date
rating affirmation.  In most instances, we intend to publish an
effective date report each time we issue an effective date rating
affirmation on a publicly rated European cash flow CLO," S&P
noted.

On an ongoing basis after S&P issues an effective date rating
affirmation, it will periodically review whether, in its view,
the current ratings on the notes remain consistent with the
credit quality of the assets, the credit enhancement available to
support the notes, and other factors, and take rating actions as
S&P deems necessary.

RATINGS LIST

Avoca CLO XV Ltd.
EUR516.8 mil senior secured floating- and fixed-rate notes and
subordinated notes

                                    Rating       Rating
Class            Identifier         To           From
A-1              XS1291087549       AAA (sf)     AAA (sf)
A-2              XS1291087622       AAA (sf)     AAA (sf)
B-1              XS1291087978       AA (sf)      AA (sf)
B-2              XS1291088273       AA (sf)      AA (sf)
C                XS1291088356       A (sf)       A (sf)
D                XS1291088430       BBB (sf)     BBB (sf)
E                XS1291088604       BB (sf)      BB (sf)
F                XS1291088786       B- (sf)      B- (sf)


AVOCA CLO XVI: S&P Assigns B Rating to EUR11.8MM Class F Notes
--------------------------------------------------------------
S&P Global Ratings has assigned its credit ratings to Avoca CLO
XVI DAC's class A, B, C, D, E, and F floating-rate notes.  At
closing, Avoca CLO XVI also issued unrated subordinated notes.

Avoca CLO XVI is a cash flow collateralized loan obligation (CLO)
transaction securitizing a portfolio of primarily senior secured
loans granted to European and U.S. speculative-grade corporates.
KKR Credit Advisors (Ireland) manages the transaction.

Under the transaction documents, the rated notes pay quarterly
interest unless a frequency switch event occurs.  Following this,
the notes will permanently switch to semiannual interest
payments.

The portfolio's reinvestment period will end approximately four
years after closing, and the portfolio's maximum average maturity
date is approximately eight years after closing.

On the effective date, S&P understands that the portfolio will
represent a well-diversified pool of corporate credits, with a
fairly uniform exposure to all of the credits.  Therefore, S&P
has conducted its credit and cash flow analysis by applying its
criteria for corporate cash flow collateralized debt obligations.

The manager expects that the effective date portfolio will have a
par amount of at least EUR450.0 million, an average spread on the
floating-rate assets of at least 4.20%, and an average coupon on
the fixed-rate assets of at least 6.00%.  S&P has used these
assumptions in its cash flow analysis.  On the effective date,
S&P will review the transaction and perform a new cash flow
analysis in order to confirm the ratings.

The Bank of New York Mellon, London branch is the bank account
provider and custodian.  The issuer enters into asset swap
transactions to hedge the foreign exchange risk on non-euro-
denominated assets from their purchase date.  The participants'
downgrade remedies are in line with S&P's current counterparty
criteria.

The issuer is in line with S&P's bankruptcy remoteness criteria.

Following S&P's analysis of the credit, cash flow, counterparty,
operational, and legal risks, S&P believes its ratings are
commensurate with the available credit enhancement for each class
of notes.

RATINGS LIST

Avoca CLO XVI DAC
EUR462.8 mil floating-rate notes (including subordinated notes)

Amount
Class      Rating         (mil. EUR)
A          AAA (sf)         273.25
B          AA (sf)           55.85
C          A (sf)            25.65
D          BBB (sf)          22.50
E          BB (sf)           27.75
F          B (sf)            11.80
Sub        NR                46.00

NR--Not rated


RMF PLC V: S&P Raises Rating on Class V Facility to BB
------------------------------------------------------
S&P Global Ratings raised its credit ratings on RMF Euro CDO V
PLC's class IV and V notes.  At the same time, S&P has affirmed
its ratings on the revolving facility and the class II and III
notes.  S&P has also withdrawn its rating on the class I notes.

The rating actions follow S&P's analysis of the transaction's
performance and the application of its relevant criteria.

Since S&P's previous review on Sept. 2, 2015, the class I notes
have been fully redeemed.  S&P has therefore withdrawn its
'AAA (sf)' rating on the class I notes.

As a result, the remaining rated notes have benefitted from an
increase in par coverage.

S&P subjected the capital structure to our cash flow analysis to
determine the break-even default rate (BDR) for each class of
notes at each rating level.

The BDRs represent S&P's estimate of the level of asset defaults
that the notes can withstand and still fully pay interest and
principal to the noteholders.

S&P has estimated future defaults in the portfolio in each rating
scenario by applying its updated corporate collateralized debt
obligation (CDO) criteria.

S&P's analysis shows that the available credit enhancement for
the class IV and V notes is now commensurate with higher ratings
than those previously assigned.  Therefore, S&P has raised its
ratings on these classes of notes.

S&P's analysis also indicates that the available credit
enhancement for the revolving facility and the class II and III
notes is still commensurate with the currently assigned ratings.
Therefore, S&P has affirmed its ratings on the revolving facility
and the class II and III notes.

RMF Euro CDO V is a cash flow collateralized loan obligation
(CLO) transaction managed by Man Investments (CH) AG.  A
portfolio of loans to mainly speculative-grade corporates backs
the transaction.  RMF Euro CDO V closed in April 2007 and its
reinvestment period ended in April 2013.

RATINGS LIST

RMF Euro CDO V PLC
EUR558.6 mil secured floating-rate notes and million
revolving facility

                                     Rating         Rating
Class         Identifier             To             From
I             XS0292918967           NR             AAA (sf)
Rev Fac                              AAA (sf)       AAA (sf)
II            76969VAD2              AAA (sf)       AAA (sf)
III           XS0292919189           AA+ (sf)       AA+ (sf)
IV            XS0292919262           A+ (sf)        BBB+ (sf)
V             XS0292919346           BB (sf)        B+ (sf)

NR--Not rated


* Examinership Saved 159 Jobs in 2nd Quarter, Hughes Blake Says
---------------------------------------------------------------
The Irish Times reports that the examinership mechanism for
rescuing companies has "saved" 159 jobs in the second quarter,
according to figures from accountancy firm Hughes Blake.

The company, which operates a recovery and insolvency practice,
said 1,433 jobs were linked to ongoing cases where companies had
sought court protection from their creditors under the process
known as examinership, The Irish Times.

According to The Irish Times, Hughes Blake managing partner Neil
Hughes said a series of companies had turned to the process as
their best chance of survival.

"Despite the recovery taking hold, businesses which seemed to
have survived the most difficult years of the recession can be
forced -- by mounting losses, restless creditors or unsustainable
debts -- into difficulty," The Irish Times quotes Mr. Hughes as
saying.  "In larger companies, it can sometimes take longer for
these issues to come to the fore, but they cannot be avoided."

Mr. Hughes also said the consequences of the UK's vote to leave
the European Union could not yet be fully measured, The Irish
Times notes.

"The story of Brexit and its full implications for Irish business
has yet to be written and while there may be positives for
certain sectors from recent developments, the threat it poses to
other sectors should not be underestimated," Mr. Hughes, as cited
by The Irish Times, said.



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


VENETO BANCA: Bailout Fund Takes Control of Operations
------------------------------------------------------
Rachel Sanderson and Elaine Moore at The Financial Times report
that an Italian bank bailout fund has taken control of Veneto
Banca after Germany rejected a plea for a more sweeping
state-funded recapitalization of the country's banking system.

Angela Merkel, the German chancellor, turned down the plea from
Matteo Renzi, Italy's prime minister, at an EU summit in Brussels
on June 29, the FT relates.

The rejection renewed questions about how to shore up Italy's
banking system, given scant interest among private investors and
strict EU rules that limit government action, the FT notes.

Atlante, a privately backed EUR5 billion fund rushed into
existence in April to quell the threat of contagion from
struggling lenders, took control of Veneto Banca after a EUR1
billion capital increase demanded by EU bank regulators attracted
zero interest, the FT discloses.

The fund, known as Atlas in English, was intended to hold up the
sky for Italian banks, the FT says.  But is showing signs of
strain, having depleted more than half of its war chest after
taking control of Popolare di Vicenza, another regional bank,
last month, according to the FT.

Veneto Banca S.p.A. is an Italian bank headquartered in
Montebelluna, Italy.



===================
K A Z A K H S T A N
===================


TSESNA-GARANT JSC: S&P Alters Outlook to Stable, Affirms B+ CCR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Kazakhstan-based
Insurance Company Tsesna-Garant JSC to stable from developing.
At the same time, S&P affirmed its 'B+' long-term insurer
financial strength and counterparty credit ratings on
Tsesna-Garant.

S&P also affirmed its Kazakhstan national scale rating on
Tsesna-Garant at 'kzBBB'.

The revision of the outlook to stable from developing reflects
S&P's decision to insulate the rating on the insurance company
from that on the parent bank, Tsesnabank (B+/Negative/B), due to
the regulatory framework.

S&P considers Tsesna-Garant to be strategically important to
Tsesnabank.  However, S&P does not factor into its ratings on
Tsesna-Garant any explicit support from the parent.  This is
because the bank's stand-alone credit profile (SACP) is lower
than the subsidiary's SACP.

S&P considers the insurer to be an insulated subsidiary vis a vis
its parent, Tsesnabank, because of the protection given to its
assets by the regulatory framework and because the subsidiary's
'b+' SACP is above the 'b' SACP of the parent.  This level of
protection allows the long-term counterparty credit and insurer
financial strength ratings on Tsesna-Garant to be a maximum of
one notch above the long-term ratings on the parent.  S&P also
believes that there will be lower reliance on parental support
going forward, and that funding ties with the bank are weaker
than in previous years.

"At the same time, we revised downward the insurer's financial
risk profile to weak from less than adequate.  The decline of
capital in absolute size in U.S. dollar terms, following
depreciation of the Kazakh tenge, to below $25 million, caps our
assessment of Tsesna-Garant's capital and earnings at lower
adequate compared with moderately strong previously.  Going
forward, we expect capital adequacy to be supported by a balanced
approach to the insurance portfolio structure with adequate
underwriting risk and diversification of the portfolio beyond
motor risk.

In S&P's view, Tsesna-Garant's enterprise risk management (ERM)
is gradually improving.  However, because underwriting
performance still lacks a positive track record, S&P continues to
assess ERM as weak.

The stable outlook reflects S&P's expectation that Tsesna-Garant
will maintain its financial risk profile over the next 12 months,
in view of its sufficient capital and earnings.  Moreover, in
S&P's view, the company will make gradual improvements in its
operating performance, further supporting its competitive
position.

A negative rating action would largely depend on the stand-alone
characteristics of Tsesna-Garant rather than those of Tsesnabank.
S&P could lower the rating if it saw evidence that Tsesna-
Garant's competitive position had deteriorated; for example, if
it experienced a loss of premium income, its underwriting
performance deteriorated, its average asset quality deteriorated
to a weak level, or its dividend payments or large losses
significantly eroded the company's financial flexibility and
capital adequacy.

If S&P sees weaknesses at the parent level adding further
downward pressure to the ratings on Tsesna-Garant, S&P would
likely revise the outlook to negative or lower the ratings within
the next 12 months.  This could follow S&P's conclusion that it
is unable to insulate the ratings on the insurer due to
regulatory restrictions and close funding and liquidity ties
between the insurer and the bank.

A positive rating action is remote at this stage and will depend
on improvements in Tsesna-Garant's stand-alone creditworthiness
and any rating actions on Tsesnabank.



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


INTELSAT SA: S&P Assigns 'B-' Rating to Proposed $490MM Notes
-------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '1'
recovery rating to Luxembourg-based fixed satellite service
provider Intelsat S.A.'s proposed $490 million 9.5% senior
secured notes due 2022.  The '1' recovery rating indicates S&P's
expectation for very high (90%-100%) recovery of principal in the
event of a payment default.  The company plans to use the
proceeds to fund its previously announced tender offer.

The 'CC' issue-level rating on Intelsat Jackson Holdings S.A.'s
5.5% senior notes due 2023 and 7.5% senior notes due 2021 remains
unchanged.  This debt is subject to the announced tender offer
and will likely be repurchased at a significant discount to par.
S&P expects to lower this rating to 'D' if and when the tender of
this debt is completed.

The 'D' issue-level rating on Intelsat's 6.625% senior notes
remains unchanged, as it is also subject to the announced tender
offer.  S&P revised this rating to 'D' from 'CC' upon Intelsat's
repurchase of $460 million in face value at a material discount
to par in May 2016.

The corporate credit rating on Intelsat remains 'SD' (selective
default; see "Intelsat S.A. Downgraded To 'SD' From 'CCC' On
Distressed Restructuring," May 12, 2016).  S&P plans to raise the
corporate credit rating on Intelsat from 'SD' as soon as
possible, most likely after the tender offer is completed, to a
level that will reflect the ongoing risk of a conventional
default or future distressed restructurings.

RATINGS LIST

Intelsat S.A.
Corporate Credit Rating                     SD

New Rating

Intelsat Jackson Holdings S.A.
$490 mil. 9.5% notes due 2022
Senior Secured                              B-
  Recovery Rating                            1



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


ADAGIO II CLO: S&P Raises Rating on Class E Notes to 'BB'
---------------------------------------------------------
S&P Global Ratings raised its credit ratings on Adagio II CLO
PLC's class C, D, and E notes, and Q combination notes.  At the
same time, S&P has affirmed its ratings on all other classes of
notes.

The rating actions follow S&P's analysis of the transaction,
using data from the trustee report dated April 29, 2016, and the
application of its relevant criteria.

Since S&P's Oct. 9, 2015 review, the transaction's credit quality
has benefited from the further deleveraging of the class A-1 and
A-2A notes.

The portfolio's weighted-average spread has decreased to 3.63%
from 3.78% and overcollateralization has increased moderately for
all of the rated classes of notes.

As a result of these developments and the application of S&P's
relevant criteria, it considers the available credit enhancement
for the class A-1, A-2A, A-2B, and B notes to be commensurate
with their currently assigned ratings.  S&P has therefore
affirmed its ratings on these classes of notes.

S&P has raised its ratings on the class C-1, C-2, D-1, D-2, and E
notes based on the results of S&P's credit and cash flow
analysis. With increased overcollateralization and shorter time
to maturity, the available credit enhancement for these classes
of notes is now commensurate with higher ratings than currently
assigned.

The transaction also has four rated classes of combination notes
(P, Q, R, and S).  S&P defines a combination note's rated balance
as its initial principal amount minus all the distributions that
its components have made.  S&P's ratings on the class P, Q, R,
and S combination notes address the ultimate repayment of the
rated notes' balance.

S&P's credit and cash flow analysis suggests that the available
credit enhancement for the class Q combination notes is
commensurate with a higher rating than that currently assigned.
S&P has therefore raised to 'Ap (sf)' from 'BBB+p (sf)' its
rating on this class of notes.  S&P considers the available
credit enhancement for the class P, R, and S combination notes to
be commensurate with their currently assigned ratings.  S&P has
therefore affirmed its ratings on these classes of notes.

Adagio II CLO is a cash flow collateralized loan obligation (CLO)
transaction that AXA Investment Managers Paris S.A. manages.  It
is backed by a portfolio of loans to speculative-grade corporate
firms.  The transaction closed in December 2005 and entered its
post-reinvestment period in January 2013.  Adagio CLO II allows
for reinvestments and asset trading after the end of the
reinvestment period, provided that the reinvestment criteria
outlined in the transaction documents are met.  S&P has
considered this in its credit and cash flow analysis.

RATINGS LIST

Adagio II CLO PLC
EUR413.99 mil senior and subordinated deferrable fixed-
and floating-rate notes

                                  Rating        Rating
Class            Identifier       To            From
A-1              00534MAC0        AAA (sf)      AAA (sf)
A-2A             00534MAB2        AAA (sf)      AAA (sf)
A-2B             00534MAG1        AAA (sf)      AAA (sf)
B                00534MAJ5        AA+ (sf)      AA+ (sf)
C-1              00534MAA4        A+ (sf)       BBB+ (sf)
C-2              00534MAH9        A+ (sf)       BBB+ (sf)
D-1              00534MAD8        BBB (sf)      BB+ (sf)
D-2              00534MAE6        BBB (sf)      BB+ (sf)
E                00534MAF3        BB (sf)       B+ (sf)
P Comb           XS0237525497     AAp (sf)      AAp (sf)
Q Comb           XS0237525737     Ap (sf)       BBB+p (sf)
R Comb           XS0237526115     AAAp (sf)     AAAp (sf)
S Comb           XS0237526388     AA+p (sf)     AA+p (sf)


CONISTON CLO: S&P Raises Rating on Class E Notes to B+
------------------------------------------------------
S&P Global Ratings raised its credit ratings on Coniston CLO
B.V.'s class B, C, D, and E notes.  At the same time, S&P has
affirmed its ratings on the class A-2 and F notes.

The rating actions follow S&P's credit and cash flow analysis of
the transaction using data from the trustee report dated April
20, 2016 and the application of its relevant criteria.

S&P conducted its cash flow analysis to determine the break-even
default rate (BDR) for each rated class of notes.  The BDR
represents S&P's estimate of the maximum level of gross defaults,
based on its stress assumptions, that a tranche can withstand and
still fully repay the noteholders.  S&P used the portfolio
balance that it considers to be performing, the reported
weighted-average spread, and the weighted-average recovery rates
that S&P considered to be appropriate.  S&P incorporated various
cash flow stress scenarios using its standard default patterns,
levels, and timings for each rating category assumed for each
class of notes, combined with different interest stress scenarios
as outlined in our criteria.

Since S&P's previous review on March 20, 2015, the class A-1
notes have fully amortized.  Overall, the deleveraging of the
class A-1 notes has resulted in increased available credit
enhancement for all rated classes of notes.

In addition, the transaction's exposure to 'CCC' rated assets has
slightly increased.  These assets now account for EUR16.91
million, compared with EUR15.88 million at our previous review.

S&P's credit and cash flow analysis indicates that the available
credit enhancement for the class B, C, D, and E notes is
commensurate with higher ratings than those currently assigned.
S&P has therefore raised its ratings on these classes of notes.

S&P has affirmed its 'AAA (sf)' rating on the class A-2 notes as
the available credit enhancement is commensurate with the
currently assigned rating.

Coniston CLO is structured with a turbo feature aligned against
the class F notes, resulting in the amortization of this class of
notes (using a defined amount of interest proceeds) if only the
class F par value test is failing.  Although the available credit
enhancement for the class F notes has increased, other factors
like increased asset concentration risk and increased cost of
debt constrain our rating on this class of notes.  S&P has
therefore affirmed its 'CCC (sf)' rating on the class F notes.

Coniston CLO is a cash flow collateralized loan obligation (CLO)
transaction that closed in August 2007 and securitizes loans to
primarily speculative-grade corporate firms.

RATINGS LIST

Coniston CLO B.V.
EUR409 mil floating-rate notes

                                   Rating        Rating
Class            Identifier        To            From
A-2              US61754BAB18      AAA (sf)      AAA (sf)
B                XS0312395832      AAA (sf)      AA (sf)
C                XS0312396053      AA+ (sf)      A (sf)
D                XS0312396137      A+ (sf)       BBB- (sf)
E                XS0312396566      B+ (sf)       CCC+ (sf)
F                XS0312396996      CCC (sf)      CCC (sf)


FAB CBO 2002-1: Moody's Affirms Ca Rating on Class B Notes
----------------------------------------------------------
Moody's Investors Service has taken rating actions on these notes
issued by F.A.B. CBO 2002-1 B.V.:

  EUR28 mil. (current outstanding balance of EUR25.7 mil.)
   Class A-2 Floating Rate Notes, Upgraded to A3 (sf); previously
   on Nov. 3, 2015, Upgraded to Baa3 (sf)

  EUR16 mil. (current outstanding balance of EUR16.1 mil.)
   Class B Floating Rate Notes, Affirmed Ca (sf); previously on
   Nov. 3, 2015, Affirmed Ca (sf)

This transaction is a structured finance collateralized debt
obligation ("SF CDO") backed by a portfolio of European SF
assets. At present, the portfolio is composed primarily of RMBS
assets.

                           RATINGS RATIONALE

The rating actions on the notes are a result of the improvement
in the credit quality of the collateral and the deleveraging of
the notes.

Since the last rating action in November 2015, 38.6% of the
assets in the portfolio have been upgraded and, on average, the
magnitude of the upgrades was 3.1 notches.  This includes two
assets that were previously defaulted and have come back to
performing.

Also, since the last rating action, Class A-1 notes have been
redeemed in full and Class A-2 notes have paid down by EUR2.3
mil.

As a result of these changes, the overcollateralization ratios
have improved.  As per the May 2016 trustee report, the Class A
and Class B overcollateralization ratios are reported at 168.4%
and 105.7% respectively, compared to 132.02% and 90.06% in
October 2015.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating SF CDOs" published in July 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.

Weighted Average Spread (WAS) Sensitivity - Moody's considered a
model run where the WAS decreased to 1.65% from 1.77%.  The model
output for this run was materially unchanged from the output of
the base case run.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
notes, in light of 1) uncertainty about credit conditions in the
general economy 2) divergence in the legal interpretation of CDO
documentation by different transactional parties due to or
because of embedded ambiguities.

Additional uncertainty about performance is due to:

  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 prepayment levels or collateral sales by the collateral
   manager.  Fast amortization would usually benefit the ratings
   of the notes beginning with the notes having the highest
   prepayment priority.

  Recovery of defaulted assets: Market value fluctuations in
   trustee-reported defaulted assets and those Moody's assumes
   have defaulted can result in volatility in the deal's over-
   collateralization levels.  Further, the timing of recoveries
   and the manager's decision whether to work out or sell
   defaulted assets can also result in additional uncertainty.
   Recoveries higher than Moody's expectations would have a
   positive impact on the notes' ratings.

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.


GREEN STORM 2016: Fitch Assigns BB Rating to Class E Notes
----------------------------------------------------------
Fitch Ratings has assigned GREEN STORM 2016 B.V.'s notes final
ratings as:

  Class A EUR500 mil. floating-rate notes: 'AAAsf'; Outlook
   Stable

  Class B EUR8 mil. floating-rate notes: 'AAsf'; Outlook Stable

  Class C EUR6 mil. floating-rate notes: 'Asf'; Outlook Stable

  Class D EUR6.8 mil. floating-rate notes: 'BBBsf'; Outlook
   Stable

  Class E EUR5.4 mil. floating-rate notes: 'BBsf'; Outlook Stable

This transaction is a true sale securitization of prime Dutch
residential mortgage loans originated and serviced by Obvion N.V.
Since May 2012, Obvion has been 100%-owned by Rabobank Group and
has an established track record as a mortgage lender and issuer
of securitizations in the Netherlands.  The portfolio includes
mortgage loans funding energy-efficient (green) properties.

The ratings address timely payment of interest, including the
step-up margin accruing from the payment date falling in July
2022, and full repayment of principal by legal final maturity, in
accordance with the transaction documents.

Credit enhancement (CE) for the class A notes is 5% at closing,
provided by the subordination of the junior notes and a non-
amortizing cash reserve (1%), fully funded at closing through the
class E notes.

                       KEY RATING DRIVERS

Mortgages with "Green" Label
This is a 39-month seasoned portfolio consisting of mortgage
loans funding "green" properties, ie, the top 15% of the Dutch
residential mortgage market in terms of energy efficiency, or
those that have shown at least a 30% improvement in energy
efficiency.  The portfolio has a weighted average (WA) original
loan-to-market-value (OLTMV) of 90.3% and a WA debt-to-income
ratio (DTI) of 27.9%.

Obvion does not differentiate mortgage rates based on energy
efficiency, and the portfolio's credit characteristics are
comparable to previous STORM transactions rated by Fitch.  Hence,
the agency did not differentiate in its analysis between energy
efficient and non-energy efficient borrowers.

Higher Proportion of NHG Loans
Of the loans, 50.6% benefit from a Nationale Hypotheek Garantie
(NHG) guarantee, compared to 32.6% in the previous STORM deal.
Fitch used historical claims data to determine a compliance ratio
assumption, which it deemed to be in line with the market
average. No reduction in foreclosure frequency for the NHG loans
was applied.

Lower Credit Enhancement (CE)
The overcollateralization provided through assets and the non-
amortizing reserve of 1%, funded through the class E notes,
provide CE of 5%, which is lower than the 7% typically seen in
the STORM series.  The transaction also contains a liquidity
facility (2% of the notes, floored at 1.45%) and a margin-
guaranteed total return swap, which is unchanged from previous
Fitch-rated STORM transactions.

Rabobank Main Counterparty
This transaction relies strongly on the creditworthiness of
Rabobank, which fulfils a number of roles.  Fitch gave full
credit to the structural features in place, including those
mitigating the construction deposit set-off and commingling risk
embedded in the transaction.

Robust Performance
Past performance of transactions in the STORM series, as well as
data received on Obvion's loan book, indicates good historical
performance in terms of low arrears and losses.

                       RATING SENSITIVITIES

A material increase in the frequency of defaults and loss
severities experienced on defaulted receivables could produce
losses larger than Fitch's base case expectations, which in turn
may result in negative rating actions on the notes.  Fitch's
analysis revealed that a 30% increase in the WA foreclosure
frequency, along with a 30% decrease in the WA recovery rate,
would result in a model-implied-downgrade of the class A notes to
'A-sf', the class B notes to 'BBBsf', the class C notes to 'BBsf'
and the class D and E notes to below 'Bsf'.

DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY

For its ratings analysis, Fitch received a data template with all
fields fully completed.

Fitch reviewed the results of a third-party assessment conducted
on the asset portfolio information.  Each year, an
internationally recognized accounting firm conducts the report on
a single eligible mortgage pool, which is used for all
transactions in the respective year.  The report indicated no
adverse findings material to the rating analysis.

Overall and together with the assumptions referred to above,
Fitch's assessment of the asset pool information which it relied
upon for its rating analysis, according to its applicable rating
methodologies, indicates that it is adequately reliable.


MUNDA CLO I: S&P Affirms CCC+ Rating on Class E Notes
-----------------------------------------------------
S&P Global Ratings raised its credit ratings on Munda CLO I
B.V.'s class A-1, A-2, B, and C notes.  At the same time, S&P has
affirmed its ratings on the class D and E notes.

The rating actions follow S&P's review of the transaction's
performance.  S&P performed a credit and cash flow analysis and
assessed the support that each participant provides to the
transaction by applying S&P's current counterparty criteria.  In
S&P's analysis, it used data from the latest available
performance report dated May 5, 2016.

S&P subjected the capital structure to a cash flow analysis to
determine the break-even default rates for each rated class of
notes.  In S&P's analysis, it used the reported portfolio balance
that it considered to be performing, the current weighted-average
spread of the asset portfolio, and the weighted-average recovery
rates for the performing portfolio.  S&P applied various cash
flow stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for
each liability rating category.

From S&P's analysis, it has observed that the available credit
enhancement has increased for all of the rated classes of notes,
driven by the deleveraging of the senior notes after the end of
the reinvestment period in January 2014.  The weighted-average
spread earned on Munda CLO I's collateral pool has also decreased
to 2.8% from 3.1% at S&P's previous full review.

Part of the portfolio comprises non-euro-denominated loans, which
are hedged under cross-currency swap agreements with JP Morgan
Chase Bank N.A. (A+/Stable/A-1).  In S&P's opinion, the downgrade
remedies for these cross-currency swaps do not fully comply with
our current counterparty criteria.  Consequently, S&P has assumed
for cash flow scenarios above 'AA-' rating stresses that the
currency swap counterparty does not perform and where, as a
result, the transaction is exposed to changes in currency rates.

In S&P's analysis, it has also applied its nonsovereign ratings
criteria.  S&P has considered the transaction's exposure to
sovereign risk because a sizeable portion of the portfolio's
assets -- equal to 34% of the transaction's total collateral
balance -- is based in the Kingdom of Spain and the Republic of
Italy.  As outlined in S&P's criteria, when applying rating
stresses at the 'AAA' rating levels, it has given credit to 10%
of the transaction's collateral balance corresponding to assets
based in these sovereigns in S&P's calculation of the aggregate
collateral balance.

In S&P's credit and cash flow analysis, it has considered the
transaction's exposure to currency exchange and sovereign risk.
S&P's analysis indicates that the available credit enhancement
for the class A-1, A-2, B, and C notes is commensurate with
higher ratings than those currently assigned.  S&P has therefore
raised its ratings on these classes of notes.

At the same time, S&P has affirmed its ratings on the class D and
E notes because S&P's credit and cash flow analysis indicates
that the available credit enhancement for these notes is
commensurate with S&P's currently assigned ratings.

Munda CLO I is a managed cash flow collateralized loan obligation
(CLO) transaction that securitizes loans to primarily European
speculative-grade corporate firms.  The transaction closed in
December 2007 and is managed by Cohen & Co. Financial Ltd.

RATINGS LIST

Munda CLO I B.V.
EUR650 mil senior secured floating-rate and deferrable notes

                              Rating
Class     Identifier          To                   From
A-1       640805AA5           AA+ (sf)             AA (sf)
A-2       40805AB3            AA+ (sf)             AA (sf)
B         640805AC1           AA+ (sf)             A+ (sf)
C         640805AD9           A+ (sf)              BBB+ (sf)
D         640805AE7           BB+ (sf)             BB+ (sf)
E         640805AF4           CCC+ (sf)            CCC+ (sf)



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


CHORZOW CITY: Fitch Assigns 'BB+' Long-Term IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned the Polish City of Chorzow Long-Term
Foreign and Local Currency Issuer Default Ratings (IDRs) of 'BB+'
and National Long-Term rating of 'A-(pol)'.  The Outlooks are
Stable.

The ratings reflect small size of the city's budget, which makes
the city more exposed to negative economic shocks in comparison
with its peers, which is a concern as there are extensive
investments to be debt financed in medium term.  The ratings also
reflect an expected sharp increase in direct debt that will lead
to a deterioration of debt payback ratio.  However, despite debt
growth we expect debt service will not be put at risk in the
medium term.

KEY RATING DRIVERS

The ratings reflect the following key rating drivers and their
relative weights:

HIGH
As a result of the extensive investment plan, Fitch expects the
city's direct debt to grow rapidly in the medium term to around
PLN380 mil. in 2018 or 67% of current revenue from PLN120 mil. in
2015 (26%).  Chorzow plans to construct a ring-road with an
estimated total value of PLN1.5 bil.  The city will apply for EU
funds, they may receive up to 85% (PLN1.2 bil.) of co-funding.
The rest of the financing will come from long-term debt
(PLN120 mil.), which the city plans to take on from an
international financial institution and from two other Silesian
cities.

The projected increase in direct debt will lead to a
deterioration of debt ratios.  In the medium term, Fitch expects
the payback ratio (debt to current balance) to rise to 13 years
from 3.8 years at end-2015.

Fitch projects that Chorzow's operating revenue will grow
moderately by 3% on average in 2016-2018 (excluding transfers for
new central delegated tasks, which distort comparison from 2016).
Fitch projects that Poland's real GDP will grow by 3.4% annually
in 2016-2017.  National economic growth should support the
development of the local economy and revenue from income taxes
(26% of operating revenue in 2015).  Revenue growth from local
taxes will stem from the efforts made by the city to receive
overdue taxes rather than expanding local tax base, which is
limited, in Fitch's view.

In its base case scenario, Fitch assumes that operating
expenditure will grow in line with operating revenue growth,
given that the city's management will continue to control
operating expenditure as it has in the past, resulting in
operating margins at around 6% in the medium term.  This
corresponds to average operating balances of PLN30m, which will
be sufficient to cover annual debt service requirements (capital
plus interest).

The city's liquidity is satisfactory and we expect this will be
maintained in the medium term.  Cash and liquid deposits on the
city's account at month-ends averaged PLN18 mil. in 2015.  The
municipal companies sector is limited and it is not expected to
pose significant risks for the city's budget.  Chorzow has a
majority stake in only three companies, of which only one
reported debt at end-2015 but it is self-supported.

                               MEDIUM

The city's authorities present a safe approach to budgeting.  The
city's operating revenue budgeting is prudent and actual revenue
is usually higher than originally planned at the beginning of the
year.  Operating expenditure is monitored during the year and
Chorzow is able to make some savings during the financial year.
Fitch believes that the city's ability to increase its revenue is
rather limited, so sustained control over operating spending in
medium term will be key to maintaining the ratings at their
current level.

Chorzow's economy is relatively weak, in Fitch's view.
Historically, the local economy has been dominated by heavy
industry, mainly coal-mining and steel plants, which have
gradually turned into a more service-oriented economic base.  The
data for gross regional product for Chorzow itself is not
available.  Gross regional product per capita in 2013 (latest
available data) in the Katowicki subregion where Chorzow is
located was 38% above the national average.  However, this ratio
is fuelled mainly by the City of Katowice (A-/Stable), the
capital of the Slaskie Region and does not reflect properly
Chorzow's economy.

The ratings also reflect these key rating factors:

In 2016, the National Parliament introduced the '500+ programme',
a cash benefit of PLN500 per month per child for families with
more than one child.  This will be a new central delegated task.
The central government will provide transfers that will go
through the local government's (LG) budget This programme will be
neutral for the city's operating balance because it will
influence both revenue and expenditure but will inflate operating
margin and debt/current revenue ratio from 2016.

The regulatory regime for Polish LGs is relatively stable.  Their
activities and financial statements are closely monitored and
reviewed by the central administration.  There is good disclosure
in the LGs' accounts.  The main revenue sources, such as income
tax revenue, transfers and subsidies from the central government
are centrally distributed according to a legally defined formula,
which limits the central government's scope for discretion.
Additionally, local tax rates such as real estate tax, which some
LGs are entitled to collect, are capped by the state.  This makes
LGs somewhat reliant on decisions made by the central government
and limits their revenue-raising flexibility.

                       RATING SENSITIVITIES

A downgrade could result from a sharp increase in debt leading to
a payback ratio (direct debt/current balance) consistently
exceeding 12 years coupled with a deterioration of operating
performance.

The ratings could be upgraded if the city demonstrated good
operating performance with operating margin at 6% coupled with
stabilizing direct debt below 50% of current revenue.

                          KEY ASSUMPTIONS

Fitch assumes that city will start construction of a ring-road in
medium term, but only if it obtains at least 85% of EU funds for
co-financing this investment.


JSW: Standstill Agreement with Bondholders Extended to July 29
--------------------------------------------------------------
WSE InfoSpace reports that JSW said in a market filing on June 30
the company has yet again extended the stand-still agreement with
its bondholders to July 29, 2016 to allow more time for signing a
deal on debt restructuring.

A month ago, JSW struck terms for restructuring its core
financing, assuming payments of PLN50 million annually through
2018 and then minimum payments of PLN178 million annually
thereafter, WSE InfoSpace recounts.  That deal was struck
exclusively with state-controlled bondholders, while the lone
private bondholder, ING Bank Slaski, sold its exposure to fellow
bondholders, WSE InfoSpace notes.

The bonds, PLN0.7 billion and USD164 million, were issued in
July 2014 in conjunction with a PLN1.5 billion acquisition of a
coal mine from state-owned coal group Kompania Weglowa, WSE
InfoSpace discloses.  Bondholders acquired a put option on the
bonds starting mid-2015 once JSW had missed a deadline for
conducting a refinancing issue on international markets, WSE
InfoSpace relays.

JSW is a Polish coal and coke group.



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


BANKIRSKY DOM: Liabilities Exceed Assets, Assessment Shows
----------------------------------------------------------
The provisional administration to manage JSC Bank Bankirsky Dom,
as appointed by Bank of Russia Order No. OD-727, dated March 3,
2016, following banking license revocation, has been faced up
with obstruction since day one of its operations.

In defiance of the RF legislation, the Bank executives failed to
submit to the provisional administration original copies of title
documents for the Bank's real estate assets; neither submitted
were original loan agreements worth of approximately 1.4 billion
rubles.

Furthermore, the provisional administration confirmed the
shortage of cash to a total of 1.4 billion rubles, a fact
established in the course of the Bank of Russia-conducted
inspection visit to the Bank.

The provisional administration estimates the value of the Bank
assets to be not more than 0.4 billion rubles, versus 3.2 billion
rubles of its liabilities to creditors.

On April 22, 2016, the Arbitration Court of the City of Saint-
Petersburg and the Leningrad Region recognized the Bank as
insolvent (bankrupt) and initiated bankruptcy proceedings.  The
State Corporation Deposit Insurance Agency was approved to act as
its bankruptcy receiver.

The information on financial transactions indicative of criminal
acts as carried out by the Bank's former executives and owners
was submitted by the Bank of Russia to the Office for Prosecutor
General of the Russian Federation, the Ministry of Internal
Affairs of the Russian Federation and the Investigative Committee
of the Russian Federation, to be reviewed and to enable the
appropriate procedural decisions to be made.


EVRAZ GROUP: Fitch Assigns 'BB-' Rating to US$500MM 6.75% Notes
---------------------------------------------------------------
Fitch Ratings has assigned Russia-based Evraz Group S.A.'s
USD500 mil. 6.75% notes due in 2022 a final senior unsecured
rating of 'BB-' and places the rating on Rating Watch Negative
(RWN).  The rating is in line with Evraz's Long-Term Issuer
Default Rating (IDR) of 'BB-'/RWN.

The bonds rank pari passu with existing senior unsecured debt and
include limitations on additional indebtedness (subject to
consolidated debt/EBITDA being less than 3.5x).  Simultaneously
with the bond issue, Evraz has tendered USD344 mil. of its
2017/2018 existing bonds as well as Raspadskaya's 2017 bonds (for
a total consideration of USD368 million), and used the remaining
proceeds as well as cash on balance to call a make whole on their
outstanding 2017 bonds.

The assignment of the final rating follows the receipt of
documents conforming to the information previously received.  The
final rating is the same as the expected rating assigned on June
1, 2016.

                       KEY RATING DRIVERS

RWN

Fitch placed the group's ratings on RWN following the release of
its 2015 annual results, which fell below its base case
expectations.  This reflected generally weak demand trends for
steel in the Russian market and in particular construction steel.
Fitch believes there is a higher risk that Evraz Group's credit
metrics will not return within expected parameters for the
current rating, including funds from operations (FFO) gross
leverage sustainably below 3.5x over the next two to three years.

Fitch expects to resolve the RWN over the next two months.  Over
this period, Fitch expects to meet with the company's management
to better understand expectations for future operating
performance as well as potential options to reduce absolute debt
levels.  Fitch will also monitor the development of short-term
market conditions and prices.

Weak Financial Performance, High Leverage

Weak end-market conditions had a significant impact on Evraz's
financial performance in 2015.  Revenues were down 33% compared
with 2014 due to a combination of a materially lower product
prices and lower production volumes.  However, a favorable
foreign exchange impact on rouble-denominated costs, together
with the cost efficiency measures implemented by management, have
largely contained the drop in EBITDA margins, going down to 16.0%
from 17.6%.

Results were materially below our expectations from the previous
base rating case in September 2015, both in terms of debt
reduction and profitability.  Fitch expected then that EBITDA
would be USD1.8 billion for 2015 and FFO gross leverage would be
approximately 4.0x in 2016 and not exceed 3.5x over the rating
horizon.  Instead, the company achieved USD1.4 billion EBITDA,
largely due to a further drop in domestically sold long products
prices, and FFO gross leverage was 5.4x, and is now forecasted to
exceed 5.0x in 2016 and remain over 3.5x until end 2019.

Challenging Operating Environment in Key End-Markets

Evraz's key domestic end-markets are construction, amounting to
37% of 2015 production volumes, and railway products (8%), while
about 45% of Russian production was exported in the form of semi-
finished products.  Russian GDP declined by 3.8% in 2015, driving
consumption and prices significantly down significantly.
Construction and railways prices dropped by 32% and 29%,
respectively, in 2015.  Since March 2016, steel prices have shown
signs of recovery.  However, the sustainability of this positive
momentum is uncertain.  Fitch do not expect prices to
significantly recover in 2016, in line with Russian GDP, but
factor in that prices will not reach the lows of December 2015
and January 2016.

Raspadskaya Ratings Linked to Evraz

Stronger ties between Evraz plc and Raspadskaya developed after
Evraz increased its ownership to 82% in January 2013.  The
companies have since merged several support departments, such as
treasury, logistics and other operations to increase synergies.
Evraz remains a top-three offtaker for Raspadskaya, which plays a
crucial part in Evraz's integration into coal.  Despite these
factors, a one-notch differential remains appropriate and
reflects the absence of formal downstream corporate guarantees
for Raspadskaya's debt from Evraz.

High Raw Material Self-Sufficiency

Evraz Group benefits from high self-sufficiency in iron ore and
coking coal, including supplies of coal from its subsidiary
Raspadskaya.  Consequently, it is better placed across the steel
market cycle to control the cost base of its upstream operations
than less integrated Russian and international steel peers.  The
cash cost of slab production at Evraz's Russian steel mills is
estimated to have fallen by around 50% in absolute terms to
USD195/t since 2013, reflecting a combination of operating cost
efficiencies and the fall in value of the rouble, which have
enabled the company to maintain high plant capacity utilization.

Corporate Governance

Fitch regards Evraz's corporate governance as reasonable compared
with its Russian peer group, but it continues to notch down the
rating in respect of corporate governance by two notches relative
to international peers.  This factors in Fitch's view of company-
specific corporate governance practices but also the higher than
average systemic risks associated with the Russian business and
jurisdictional environment.

                           KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Evraz
plc/Evraz Group/Raspadskaya include:

   -- USD/RUB exchange rate: 75 in 2016, 68 in 2017 and 62 in
      2018
   -- Fall in steel sales volumes in 2016 of 5.3%, progressive
      recovery thereafter (+1% in 2017 and 4% in 2018 and 2019)
   -- Fall in coal sales volume in 2016 of 2%, flat in 2017 and
      steady growth thereafter (+2% in 2018-2019)
   -- Decrease in prices of steel products and coal in 2016 (-14%
      for steel and -2% for coal), progressive increase
      thereafter
   -- USD450 mil. capex spend in each of 2016 and 2017,
      USD500 mil. thereafter
   -- No dividends payments or share buybacks over period to 2018

                        RATING SENSITIVITIES

Evraz plc/Evraz Group SA

Negative: Future developments that could lead to negative rating
action include:

   -- FFO-adjusted gross leverage above 4.0x by end-2016 or
      sustained above 3.5x.
   -- FFO-adjusted net leverage sustained above 3.0x.
   -- Persistently negative FCF.
   -- Failure to extend debt maturities falling due in 2017 and
      2018.

Positive: Future developments that could lead to an affirmation
include:

   -- Further absolute debt reduction with FFO gross leverage
      moving sustainably below 3.0x.
   -- FFO-adjusted net leverage sustained below 2.5x.
   -- Sustained positive FCF.

OAO Raspadskaya

Positive: Future developments that could lead to positive rating
action include:

   -- Stronger operational and legal ties with Evraz, including a
      corporate guarantee of Raspadskaya's debt, which could lead
      to the equalization of the companies' ratings.
   -- A positive rating action on Evraz plc, which could lead to
      a corresponding rating action on Raspadskaya.

Negative: Future developments that could lead to negative rating
action include:

   -- Evidence of weakening operational and legal ties between
      Evraz and Raspadskaya.
   -- Negative rating action on Evraz plc, which could lead to a
      corresponding rating action on Raspadskaya.

                            LIQUIDITY

The refinancing of the company's 2016-2018 debt maturities with
proceeds from a USD750 mil. Eurobond issue in December 2015,
RUB15 bil. issue in March 2016 and a new USD500 mil. issue in
June 2016, have rebalanced the company's overall maturity
profile. itch believes that the company is in a position to
service all of its mandatory repayments until 2017 out of FCF,
cash and an available undrawn revolving credit facility.

At end-2015, Evraz had USD1,375 mil. unrestricted cash,
USD317 mil. in undrawn committed bank facilities and strong FCF
generation of USD760 mil.  Fitch expects the company to generate
around USD350 mil.-USD450 mil. FCF between 2016 and 2017.


FCRB BANK: Bank of Russia Revokes License
-----------------------------------------
The Bank of Russia, by its Order No. OD-2106, dated July 1, 2016,
revoked the banking license of Moscow-based credit institution
LLC FCRB Bank, from July 1, 2016.

The Bank of Russia took such an extreme measure -- revocation of
the banking license -- because of the credit institution's
failure to comply with federal banking laws and Bank of Russia
regulations, equity (capital) adequacy ratios below 2%, decrease
in bank equity (capital) below the minimum value of the
authorized capital established by the Bank of Russia as of the
date of the state registration of the credit institution, and due
to repeated application within a year of measures envisaged by
the Federal Law "On the Central Bank of the Russian Federation
(Bank of Russia)".

With its poor asset quality LLC FCRB Bank failed to adequately
assess the risks assumed.  Due credit risk assessment as
requested by the supervisory authority led to a full loss of the
bank's its equity (capital).  The management and owners of the
credit institution did not take effective measures to normalize
its activities.  Under these circumstances, the Bank of Russia
performed its duty on the revocation of the banking license from
the credit institution in accordance with Article 20 of the
Federal Law "On Banks and Banking Activities".

LLC FCRB Bank is a member of the deposit insurance system.  The
insured event shall be deemed to have occurred from the date of
moratorium to meet the creditors' claims on the LLC FCRB Bank
(April 1, 2016), which date is also used to calculate the
insurance indemnity to be paid with respect to the bank's
liabilities in a foreign currency.

The revocation of the banking license prior to the expiry of the
moratorium to meet the creditors' claims shall not override legal
implications of its enforcement, including an obligation of the
State Corporation Deposit Insurance Agency to pay insurance
indemnity for the deposits.

The Agency continues to pay the insurance indemnity of the
deposits (accounts) at the LLC FCRB Bank on the ground provided
by Clause 2, Part 1 of Article 8 of the Federal Law "On Insurance
of Household Deposits with Russian Banks" -- the introduction by
the Bank of Russia of a moratorium for a bank to meet the
creditors' claims until the termination of the bankruptcy
proceedings.

According to the financial statements, as of June 1, 2016, LLC
FCRB Bank ranked 126th by assets in the Russian banking system.


REGION INVESTMENT: S&P Affirms 'B-' Counterparty Credit Rating
--------------------------------------------------------------
S&P Global Ratings said it has affirmed its 'B-' long-term and
'C' short-term counterparty credit ratings on REGION Investment
Co. and its core subsidiary REGION Broker.  The outlook is
stable.

At the same time, the 'ruBBB' Russia national scale rating was
affirmed.

In April 2016, REGION Investment Co. acquired 80.2% of Far
Eastern Bank, a minor, well-capitalized bank in the Far Eastern
region in Russia with total assets of Russian ruble (RUB) 27
billion (about US$370 million) and total equity of RUB4.4 billion
as of year-end 2015.  S&P understands that the price of the
transaction was equal to the book value of the bank's capital.

S&P believes that the group has limited long-term plans for this
entity.  Moreover, the ownership structure, which includes a
closed-end mutual fund, would effectively limit REGION Investment
Co.'s ability to benefit from Far Eastern Bank via dividend
payments, for example.  Consequently, S&P considers the
investment n Far Eastern Bank as an equity investment; rather
than as an acquisition of control, and S&P therefore deducts it
in full from its calculation of REGION Investment Co.'s capital.

S&P has subsequently changed its view of the evolution of the
group's capitalization.  S&P previously anticipated that the RAC
ratio would increase to 4.75%-5.0%, but now S&P anticipates that
the RAC ratio will remain at 3.5%-3.7% (compared with 4.2%
observed at year-end 2015).  Nevertheless, S&P considers its
projected levels to be commensurate with a weak assessment of
capital, leverage, and earnings.

The stable outlook reflects S&P's expectation that REGION
Investment Co. will maintain its robust business position as one
of the key participants in Russia's fixed-income market with
adequate quality of risk exposures over the next 12-18 months.
S&P also expects the group to maintain at least weak
capitalization with the RAC ratio remaining above 3.5%.

S&P may lower the ratings if it sees that REGION Investment Co.'s
capitalization had fallen to a level S&P would consider as very
weak, with the RAC ratio falling below 3%.  Such an event could
arise from the group's excessive involvement in large client-
tailored deals.  S&P may also take negative rating action if it
saw that the Region group's earnings capacity had faltered or if
S&P saw excessive reliance on short-term wholesale funding.

A positive rating action may follow if the group boosts its
capitalization, with the RAC ratio improving to sustainably
exceed 5%.



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


SERBIA: S&P Affirms 'BB-/B' Sovereign Credit Ratings
----------------------------------------------------
S&P Global Ratings affirmed its 'BB-/B' long- and short-term
foreign and local currency sovereign credit ratings on Serbia.
The outlook is stable.

                           RATIONALE

The affirmation reflects S&P's view that the incoming government
will continue to implement Serbia's ambitious fiscal
consolidation and structural reform program.  Amid signs of
modest growth recovery, supported by investments, the government
continues to tackle structural issues in the economy and public
sector.  S&P expects these developments to foster investor
confidence and support Serbia's still-significant external
financing needs.

The ratings on Serbia remain constrained by mounting general
government debt, which could be exacerbated by a high share of
foreign currency borrowing should the dinar depreciate.  Further
constraints include Serbia's moderate GDP per capita, large
amount of problem assets in the banking sector, and limited
monetary policy flexibility, owing to the high euroization in the
banking system.  The country's long-term economic growth
potential, particularly if supported by continued structural
reform, supports the ratings.

Serbia's authorities have embarked on a path of fiscal
consolidation that is well anchored by a three-year EUR1.2
billion standby agreement from the International Monetary Fund
(IMF), which the authorities want to treat as a precautionary
measure. During 2015, the government cut public-sector wages and
pensions, increased electricity tariffs by 12.2%, and removed
protection from creditor claims for several state-owned
enterprises (SOEs).

S&P expects the tariff increases and further restructuring of
SOEs.  In the medium term, S&P believes these steps will put
public finances on a more sustainable path and reduce the state's
role in the economy.  However, there has been little success in
privatizing SOEs, as shown by the failed attempt to sell Telekom
Srbija in 2015.  This demonstrates the challenges for these
companies, and S&P expects a large proportion of non-strategic
SOEs to enter into bankruptcy.  During 2015, significant steps
were taken to restructure the larger public enterprises, such as
the electricity provider Elektroprivreda Srbije, Srbijagas,
Serbian Railways, and Roads and Corridors of Serbia, including
reduction of employees, tariff increases, separation of various
functions, and cost savings.  S&P expects the restructuring of
these companies to continue after the new government is formed.

In S&P's view, the IMF's standby agreement will help anchor
policy, even though the government does not intend to draw on it.
Successful completion of the IMF's reviews will help maintain
confidence in Serbia, particularly of international investors.
Public support for the government and its fiscal measures remains
broad, and the government has not deviated significantly from its
consolidation path in the 2016 budget, ahead of local elections
this year.

Key 2016 budget measures include reducing subsidies for two
public broadcasting companies, limiting agriculture subsidies, a
modest 1.25% increase in pensions, continued reduction of public-
sector employees, and a targeted increase of public employees in
selected areas, financed by higher excise taxes.

S&P believes the government's reform efforts, if they continue,
will narrow the general government deficit over time.  In 2016,
S&P expects the general government deficit will narrow to 3.2% of
GDP, absent further support to public companies or SOEs, as one-
off costs related to budgeted severance and pension payments for
public-sector employees are unlikely to materialize.  S&P expects
the general government deficit to remain at around 3% of GDP in
2017-2019.  In addition to the 9,000 headcount reduction in early
2016, mainly by not replacing retiring personnel, the government
has committed to cutting the public service by a further 20,000
this year, but S&P do not believe the target would be achieved.

Fiscal performance has been weak since 2009, with general
government deficits averaging 5.5% of GDP between 2009 and 2014.
The headline deficit masks Serbia's even weaker fiscal situation,
since general government debt almost doubled (up by 9.7% of GDP
on average per year) in the same period, due to additional
liabilities transferred to the government's balance sheet from
SOEs and public companies.  S&P expects the two ratios to draw
closer together in the future as SOEs are restructured and hidden
costs are brought onto the government's balance sheet.  As a
result, S&P expects general government debt to peak at 78.5% of
GDP in 2017, taking into account further calls on state
guarantees.

The Serbian economy saw a modest recovery of 0.7% in 2015, driven
by investment inflows -- mainly foreign direct investment (FDI).
Net exports, although having increased, contributed less to
growth, mainly due to the import of equipment and other
investment goods.  The two largest exporters, Fiat and Zelezara
Smederevo steel mill, both increased production in 2015.  While
S&P expects investment activity and industrial production to
accelerate, fiscal consolidation will depress private and public
consumption.

"That said, structural reforms (namely to labor, pension,
corporate bankruptcy, and privatization laws), if implemented,
could stimulate growth further.  This underpins our expectation
of average medium-term economic growth of 2.5% between 2016 and
2019. Although we forecast Serbia's average GDP per capita growth
over this period to be slightly higher at about 2.8%, due to the
population shrinking at an estimated 0.5% per year, GDP per
capita declined to $5,100 in 2015, lower than that of Serbia's EU
neighbors, due to the dinar's depreciation against the dollar.
We expect GDP per capita to recover to close to $6,100 by 2019 if
modest economic growth continues.  Besides the lack of growth-
oriented economic policies in the past, lower wealth and income
levels also indicate Serbia's untapped growth potential,
particularly in the development of new export facilities.  The
expansion in auto production shows that foreign investment can be
channeled into transforming former state industrial assets and
leveraging Serbia's lower cost structures to build competitive
industries.

In 2015, export growth and higher remittances helped narrow the
current account deficit from an average of 8.3% of GDP in
2011-2014 to 4.8% in 2015.  Moreover, the gap was more than
covered by net FDI inflows amounting to 5.5% of GDP.  With the
opening of two chapters of EU accession talks in late 2015, S&P
expects that FDI inflows will continue to finance the current
account deficits.  S&P believes FDI financing to the current
account poses less external liquidity risk.  However, given
still-high gross external debt (estimated at 83% of GDP in 2016),
external financing remains a constraint to Serbia's
creditworthiness.  Gross external financing needs should remain
roughly equal to current account receipts (CARs) plus usable
reserves.  S&P expects narrow net external debt (gross external
debt net of financial sector assets and reserves) will decline
gradually to below 60% of CARs in 2019 from 73% in 2015, should
net FDI inflows remain robust.

Another external vulnerability is that 79% of general government
debt is denominated in foreign currency.  This makes Serbia's
debt-to-GDP ratio more sensitive to exchange-rate fluctuations.
Such fluctuations have prompted the central bank, National Bank
of Serbia (NBS), to pursue a more interventionist monetary policy
than its inflation targeting would suggest.  Inflation has
exceeded the NBS' target range of 2.5%-5.5% several times over
the past 10 years.  More recently, lower imported inflation,
particularly related to oil and food, and the absence of
regulated price increases have led to lower inflation rates than
targeted.

The NBS' Special Diagnostic Studies (SDS) report indicates that
the banking sector remains adequately capitalized and has
sufficient liquidity.  Nonperforming loans (NPLs) accounted for
20% of total loans at the end of March 2016, according to NBS.
Corporate NPLs have been declining as the manufacturing sector
recovers, while household NPLs also dropped slightly in recent
quarters.  Despite the central bank's accommodative monetary
policy, credit losses continue to weigh on banks' profitability
and constrain lending to the recovering economy.

                              OUTLOOK

The stable outlook reflects S&P's view that, in the next 12
months, it does not expect the rating on Serbia to change from
the current level, as the potential for fiscal consolidation is
balanced against downside risks associated with Serbia's already
high debt burden and external financing risks.

S&P could raise the ratings if the government perseveres with
fiscal consolidation, including by downsizing the public sector
and reducing state involvement in the economy, leading to
narrowing budget deficits, including off-budget expenditures to
below 2% of GDP and sustained reduction in net general government
debt burden.  In the longer term, creditworthiness could improve
if the government builds a track record of effective economic and
fiscal management, and continues Serbia's economic and
institutional integration with the EU.

S&P could lower the ratings if the reform momentum falters, as
shown for example by delays to restructuring the SOE sector or
rising fiscal deficits and debt.  S&P could also consider
lowering the ratings if it saw a reversal of the recently
improved external indicators.

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the
methodology applicable.  At the onset of the committee, the chair
confirmed that the information provided to the Rating Committee
by the primary analyst had been distributed in a timely manner
and was sufficient for Committee members to make an informed
decision. After the primary analyst gave opening remarks and
explained the recommendation, the Committee discussed key rating
factors and critical issues in accordance with the relevant
criteria. Qualitative and quantitative risk factors were
considered and discussed, looking at track-record and forecasts.

All key rating factors remain unchanged.

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

RATINGS LIST

                              Rating          Rating
                              To              From
Serbia (Republic of)
Sovereign Credit Rating
  Foreign and Local Currency   BB-/Stable/B   BB-/Stable/B
Transfer & Convertibility
  Assessment                   BB             BB
Senior Unsecured
  Foreign Currency             BB-            BB-



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


ABERDEEN LOAN: Moody's Affirms B1 Rating on Class E Sr. Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Aberdeen Loan Funding, Ltd.:

  $25,250,000 Class C Floating Rate Senior Secured Deferrable
   Interest Extendable Notes Due 2018, Upgraded to Aa1 (sf);
   previously on July 2, 2015, Upgraded to A1 (sf)

Moody's also affirmed the ratings on these notes:

  $376,000,000 Class A Floating Rate Senior Secured Extendable
   Notes Due 2018 (current outstanding balance of
   $82,802,411.42), Affirmed Aaa (sf); previously on July 2,
   2015, Affirmed Aaa (sf)

  $29,500,000 Class B Floating Rate Senior Secured Extendable
   Notes Due 2018, Affirmed Aaa (sf); previously on July 2, 2015,
   Upgraded to Aaa (sf)

  $19,250,000 Class D Floating Rate Senior Secured Deferrable
   Interest Extendable Notes Due 2018, Affirmed Baa3 (sf);
   previously on July 2, 2015, Upgraded to Baa3 (sf)

  $17,250,000 Class E Floating Rate Senior Secured Deferrable
   Interest Extendable Notes Due 2018 (current outstanding
   balance of $8,751,376.29), Affirmed B1 (sf); previously on
   July 2, 2015, Affirmed B1 (sf)

Aberdeen Loan Funding, Ltd., issued in March 2008, is a
collateralized loan obligation (CLO) backed primarily by a
portfolio of senior secured loans.  The transaction's
reinvestment period ended in March 2014.

                         RATINGS RATIONALE

These rating actions are primarily a result of deleveraging of
the senior notes and an increase in the transaction's over-
collateralization (OC) ratios since July 2015.  The Class A notes
have been paid down by approximately 64% or $145.7 million since
July 2015.  Based on the trustee's May 31, 2016, report, the OC
ratios for the Class A/B, Class C, Class D and Class E notes are
reported at 163.61%, 133.57%, 117.17% and 110.98%, respectively,
versus July 2015 levels of 130.09%, 118.49%, 110.95% and 107.83%,
respectively.

The portfolio includes a number of investments in securities that
mature after the notes do.  Based on the trustee's May 2016
report, securities that mature after the notes do currently make
up approximately 10.92% of the portfolio.  These investments
could expose the notes to market risk in the event of liquidation
when the notes mature.  Despite the increase in the OC ratio of
the Class D notes, Moody's affirmed the rating on the Class D
notes owing to market risk stemming from the exposure to these
long-dated assets.

Methodology Used for 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:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade
of the ratings:

  1) Macroeconomic uncertainty: CLO performance is subject to a)
     uncertainty about credit conditions in the general economy
     and b) the large concentration of upcoming speculative-grade
     debt maturities, which could make refinancing difficult for
     issuers.

  2) Collateral Manager: Performance can also be affected
     positively or negatively by a) the manager's investment
     strategy and behavior and b) differences in the legal
     interpretation of CLO documentation by different
     transactional parties owing to embedded ambiguities.

  3) Collateral credit risk: A shift towards collateral of better
     credit quality, or better credit performance of assets
     collateralizing the transaction than Moody's current
     expectations, can lead to positive CLO performance.
     Conversely, a negative shift in credit quality or
     performance of the collateral can have adverse consequences
     for CLO performance.

  4) Deleveraging: An important source of uncertainty in this
     transaction is whether deleveraging from unscheduled
     principal proceeds will [continue/commence] and at what
     pace.  Deleveraging of the CLO could accelerate owing to
     high prepayment levels in the loan market and/or collateral
     sales by the manager, which could have a significant impact
     on the notes' ratings.  Note repayments that are faster than
     Moody's current expectations will usually have a positive
     impact on CLO notes, beginning with those with the highest
     payment priority.

  5) Recovery of defaulted assets: Fluctuations in the market
     value of defaulted assets reported by the trustee and those
     that Moody's assumes as having defaulted could result in
     volatility in the deal's OC levels.  Further, the timing of
     recoveries and whether a manager decides to work out or sell
     defaulted assets create additional uncertainty.  Moody's
     analyzed defaulted recoveries assuming the lower of the
     market price and the recovery rate in order to account for
     potential volatility in market prices.  Realization of
     higher than assumed recoveries would positively impact the
     CLO.

  6) Long-dated assets: The presence of assets that mature after
     the CLO's legal maturity date exposes the deal to
     liquidation risk on those assets.  This risk is borne first
     by investors with the lowest priority in the capital
     structure.  Moody's assumes that the terminal value of an
     asset upon liquidation at maturity will be equal to the
     lower of an assumed liquidation value (depending on the
     extent to which the asset's maturity lags that of the
     liabilities) or the asset's current market value.  The
     deal's increased exposure owing to amendments to loan
     agreements extending maturities continues.
     In light of the deal's sizable exposure to long-dated
     assets, which increases its sensitivity to the liquidation
     assumptions in the rating analysis, Moody's ran scenarios
     using a range of liquidation value assumptions.  However,
     actual long-dated asset exposures and prevailing market
     prices and conditions at the CLO's maturity will drive the
     deal's actual losses, if any, from long-dated assets.

  7) Lack of portfolio granularity: The performance of the
     portfolio depends to a large extent on the credit conditions
     of a few large obligors Moody's rates, especially if they
     jump to default.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes.  Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of
notches versus the current model output, for which a positive
difference corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2298)
Class A: 0
Class B: 0
Class C: 0
Class D: +2
Class E: +1

Moody's Adjusted WARF + 20% (3447)
Class A: 0
Class B: 0
Class C: -1
Class D: -1
Class E: -2

Loss and Cash Flow Analysis:
Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in "Moody's Global
Approach to Rating Collateralized Loan Obligations."

The key model inputs Moody's used 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 collateral pool as having a performing
par and principal proceeds balance of $177.1 million, defaulted
par of $25.0 million, a weighted average default probability of
11.66% (implying a WARF of 2872), a weighted average recovery
rate upon default of 53.4%, a diversity score of 20 and a
weighted average spread of 2.91% (before accounting for LIBOR
floors).

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are
subject to stresses as a function of the target rating on each
CLO liability reviewed.  Moody's derives the default probability
from the credit quality of the collateral pool and Moody's
expectation of the remaining life of the collateral pool.  The
average recovery rate for future defaults is based primarily on
the seniority of the assets in the collateral pool.  Moody's
generally applies recovery rates for CLO securities as published
in "Moody's Approach to Rating SF CDOs".  In some cases,
alternative recovery assumptions may be considered based on the
specifics of the analysis of the CLO transaction.  In each case,
historical and market performance and the collateral manager's
latitude for trading the collateral are also factors.


BHS GROUP: New Allegations Emerge Over Green's Sale Motives
-----------------------------------------------------------
Mark Vandevelde at The Financial Times reports that a consultancy
involved in an unsuccessful 2014 bid for BHS was told that Sir
Philip Green believed he would be absolved of responsibility for
any future demise of the retailer if it survived under a new
owner for "a few years", according to evidence submitted to MPs.

The allegations surrounding Sir Philip's motives were made by
LEK, a consultancy that provided informal support to a bid for
BHS led by convicted fraudster Paul Sutton, in a letter to a
parliamentary inquiry investigating the sale and subsequent
collapse of the retailer, the FT relates.

LEK, as cited by the FT, said it had no contact with Sir Philip
or his representatives.  Sir Philip's Arcadia Group said the
account of Sir Philip's intentions that LEK ascribed to Mr.
Sutton was untrue, the FT relays.

Appearing before MPs on June 28, Mr. Sutton also denied having
made the observations relayed to MPs by LEK, the FT notes.

According to the FT, LEK said it was told by Mr. Sutton that
Sir Philip wanted to sell BHS in order to focus on his Topshop
and Topman chain, which targets younger customers.

The consultancy also claimed that Mr. Sutton said Sir Philip was
unwilling to sell BHS to any of his retail rivals, "as this would
also have personal reputational consequences if a turnround
succeeded under their direction", the FT discloses.

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


BRIDGE HOLDCO 4: Moody's Confirms Caa1 Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has changed the Probability of Default
Rating of Bridge HoldCo 4 Ltd (Bridon) to Ca-PD/LD from Ca-PD and
confirmed its Caa1 Corporate Family Rating.  Concurrently,
Moody's has confirmed the B3 rating on Bridge Finco LLC's senior
secured term loan B and revolving credit facility and the Ca
rating on the company's 2nd Lien term loan.  Subsequent to the
rating action, Moody's will withdraw all Bridge HoldCo 4 Ltd's
and related instruments' ratings.

                         RATINGS RATIONALE

The rating action follows the closing of Bridon's merger with the
assets of Bekaert to form Bridon-Bekaert Ropes Group.
Subsequently Bridon's debt instruments were exchanged for new
instruments issued by Bridon-Bekaert on June 29, 2016.  The
action on the PDR reflects the Agency's view that this debt
restructuring resulted in a loss for some creditors.  Moody's
considers this transaction as a distressed exchange, and
therefore an event of default under its criteria for assessing
defaults.

The Caa1 Corporate Family Rating (CFR) of Bridge HoldCo 4 Ltd, B3
ratings on the $286 million senior secured first lien term loan
and the $40 million senior secured revolving credit facility of
Bridge Finco LLC (Finco) and the Ca rating on the $111 million
senior secured second lien term loan of Bridge Finco LLC shall be
withdrawn as the instruments were repaid as a result of the debt
restructuring and merger financing.

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

Bridge Holdco 4 Ltd (Bridon) is a globally active manufacturer
and supplier of specialist high quality wire rope.  Key product
lines include wire rope and strand, fibre rope and wire,
specialist installations and inspection services, supplying
global customers in the oil & gas, mining, industrial, marine and
infrastructure sectors.  The company focuses on safety or
mission/performance critical ropes, requiring high technological
know-how and innovation capabilities.  In the last twelve months
ending June 2015, Bridon generated revenues of GBP245 million.
Bridon is owned by funds managed by Ontario's Teachers Pension
Plan.


COVENTRY BUILDING: Fitch Affirms BB+ Rating on Add'l Securities
---------------------------------------------------------------
Fitch Ratings has affirmed Coventry Building Society's (CBS)
Long- and Short-Term Issuer Default Ratings (IDR) at 'A'/'F1',
Viability Rating (VR) at 'a', Support Rating at '5' and Support
Rating Floor at 'No Floor'.  The Outlook is Stable.

KEY RATING DRIVERS
IDRS, VR AND SENIOR DEBT RATINGS

The IDRs, VR and senior debt ratings reflect the society's low
risk appetite, driven by its focus on low-risk, low loan-to-value
(LTV) prime residential mortgage loans and buy-to-let (BTL)
mortgage loans.  This has resulted in stable and healthy asset
quality.  Its business model is based on maintaining consistent
profitability through a low-margin, low-cost, low loan impairment
charges business model.  This low-risk appetite has a high
influence on the society's VR.

Asset quality remains strong and is at the top end of its peer
group driven by low levels of impaired loans and low loan
impairment charges (LICs).  Although the society has a small
portfolio of legacy commercial and specialist residential loans,
which are the result of a merger with a small building society in
2010, these are in wind-down and are in our opinion not a
material risk to asset quality.

Reserve coverage of impaired loans is low by sector standards but
reflects the low average LTV of its loan book, and write-offs
have been minimal.

Profitability has proved resilient in a low interest-rate
environment, despite the society's undiversified income sources.
Fitch expects net interest margins to have reached maximum levels
with mortgage loan yields tightening due to increased competitive
pressure and funding costs are likely to have bottomed out.  A
key component of the society's ability to maintain its business
model is its ability to control costs.  This is driven in part by
the society's limited branch network, which we believe is a
competitive advantage in times of heightened competition in the
mortgage markets.

CBS reports strong regulatory capital ratios due to the low-risk
nature of its loan book and sound internal capital generation.
The CET1 ratio was 29.4% at end-2015, calculated on an internal
ratings-based approach. While low risk weights assigned to its
loan book do not, in our view, underestimate the risk profile of
its loans, it has resulted in high leverage.  Nevertheless, Fitch
considers leverage to be adequate, with a 4% regulatory leverage
ratio at end-2015.

Liquidity is strong with liquidity buffers composed of cash at
the Bank of England and UK government bonds.  It also benefits
from access to contingent liquidity from the Bank of England.
CBS is mainly deposit-funded, but it also has accessed wholesale
funding, with covered bonds, senior unsecured and subordinated
debt outstanding.  The society has also accessed funding through
the government's Funding for Lending Scheme.

Fitch equalizes CBS' Long-Term IDR with its VR despite
significant layers of subordinated debt.  Fitch has not given any
uplift to CBS's Long-Term IDR relative to the VR because the
society's Long-Term IDR would not achieve a higher level than the
current 'A' if CBS's junior debt buffer was in the form of Fitch
Core Capital (FCC) rather than debt.  This is primarily because
Fitch believes that the society's company profile, as a monoline
mortgage lender, constrains the VR at 'a'.

SUPPORT RATING (SR) AND SUPPORT RATING FLOOR (SRF)
The society's SR and SRF reflect Fitch's view that senior
creditors cannot rely on extraordinary support from the UK
authorities in the event the society becomes non-viable.  In
Fitch's opinion, the UK has implemented legislation and
regulations that provide a framework that is likely to require
senior creditors to participate in losses for resolving the
society.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES
The society's subordinated debt is notched down from the VR,
reflecting Fitch's assessment of their incremental non-
performance risk relative to the VR and assumptions around loss
severity.  The permanent interest- bearing shares (PIBS) are
rated four notches below the VR, reflecting two notches for loss
severity and two notches for incremental non-performance risk.

The society's AT1 securities are rated five notches below its VR,
comprising two notches for loss severity to reflect the
conversion into core capital deferred shares (CCDS) on breach of
a 7% CRD IV common equity Tier 1 (CET1) ratio, and three notches
for non-performance risk, reflecting the instruments' fully
discretionary interest payments.

RATING SENSITIVITIES
IDRS, VR AND SENIOR DEBT RATINGS

CBS's IDRs, VR and senior debt ratings are sensitive to an
increase in its risk appetite, which could give rise to higher
LICs, or through an increase in its cost base, either of which
could lead to a material weakening in operating profitability.
The society's ratings could also come under pressure if higher
regulatory capital requirements, which could include a potential
capital floor on BTL risk-weighting based on the revised
standardized approach, put pressure on its low-risk business
model.

The VR and IDRs could also be affected by materially adverse
developments following the UK decision to leave the EU.  Fitch
believes earnings and asset quality reached cyclical highs in
2015 and the ratings are resilient to a moderate weakening of
these factors.  However, a negative rating action could be
triggered by a severe and structural deterioration of the UK
operating environment, leading to material downward pressure on
profitability, through tighter margins and higher LICs, and
weaker asset quality.  A weakening of the prospects for BTL
lending would put CBS's ratings under pressure given the
society's exposure to this segment, which however is of high
quality.

An upgrade of the VR is unlikely because Fitch views the
society's business model, which is concentrated on the UK
residential mortgage lending and the savings market, as less
diversified than that of its more highly rated UK peers.

              SUPPORT RATING AND SUPPORT RATING FLOOR

An upgrade of the society's SR and upward revision of the SRF
would be contingent on a positive change in the sovereign's
propensity to support its banks or building societies.  This is
highly unlikely, in Fitch's view.

           SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

The ratings are primarily sensitive to changes in the VRs from
which they are notched.  The ratings are also sensitive to a
change in Fitch's assessment of each instrument's loss severity,
which could reflect a change in the expected treatment of
liability classes during a resolution.

The rating actions are:

  Long-Term IDR affirmed at 'A'; Outlook Stable
  Short-Term IDR affirmed at 'F1'
  Viability Rating affirmed at 'a'
  Support Rating affirmed at '5'
  Support Rating Floor affirmed at 'No Floor'
  Senior unsecured EMTN programme and notes affirmed at 'A'/'F1'
  PIBS affirmed at 'BBB-'
  Additional Tier 1 securities affirmed at 'BB+'


EUROSAIL-UK 2007-5NP: S&P Lowers Ratings on 2 Note Classes to B-
----------------------------------------------------------------
S&P Global Ratings lowered to 'B- (sf)' from 'BB+ (sf)' its
credit ratings on Eurosail-UK 2007-5NP PLC's class A1a and A1c
notes.  At the same time, S&P has affirmed its 'D (sf)' ratings
on the class B1c, C1c, and D1c notes.

The rating actions follow S&P's credit and cash flow analysis of
the transaction using the most recent information that S&P has
received (dated March 2016) under our applicable criteria.

The servicer, Acenden Ltd., reports arrears to include amounts
outstanding, delinquencies, and other amounts owed.  The
servicer's definition of other amounts owed includes (among other
items) arrears of fees, charges, costs, ground rent, and
insurance.  Delinquencies include principal and interest arrears
on the mortgages, based on the borrowers' monthly installments.
Amounts outstanding are principal and interest arrears, after the
servicer first allocates borrower payments to other amounts owed.

In this transaction, the servicer first allocates any arrears
payments to other amounts owed, then to interest amounts, and
subsequently to principal.  From a borrower's perspective, the
servicer first allocates any arrears payments to interest and
principal amounts, and then to other amounts owed.  This
difference in the servicer's allocation of payments for the
transaction and the borrower results in amounts outstanding being
greater than delinquencies.

The proportion of amounts outstanding in the transaction's 90+
day amount outstanding bucket has increased to 23.62% in March
2016 from 21.47% in March 2014.  During this period, 90+ day
delinquencies, which exclude other amounts owed, decreased to
10.01% from 10.57%.  The decrease in 90+ day delinquencies is in
line with S&P's U.K. nonconforming residential mortgage-backed
securities (RMBS) index, in which 90+ day delinquencies decreased
to 10.21% in March 2016 from 14.91% two years earlier.  In light
of the transaction's stable performance, S&P has not projected
arrears in its analysis over the next year.

S&P's weighted-average foreclosure frequency (WAFF) assumptions
have decreased.  This is primarily due to an increase in
seasoning and that S&P considers delinquencies (rather than
amounts outstanding) when applying S&P's arrears adjustment.
S&P's weighted-average loss severity (WALS) assumptions have
increased because S&P expects potential losses to be higher,
given that the servicer first allocates any arrears payments to
other amounts owed.

Rating level       WAFF        WALS
                     (%)        (%)

AAA                32.03      61.18
AA                 25.83      51.23
A                  21.00      38.19
BBB                16.86      32.91
BB                 12.74      28.60
B                  11.04      22.15

Based on the most recent investor report, the available credit
enhancement for the class A1a and A1c notes has increased to
11.88% in March 2016 from 10.30% in May 2014, primarily due to
the current non-amortization of the reserve fund.

Post-restructure, the pro rata triggers after December 2015 were
modified as:

   -- The reserve fund remains at its target level on the
      previous interest payment date;
   -- Arrears over 90 days have not exceeded 20%; and
   -- The rated note balance is greater than 10% of the closing
      balance.

Currently the transaction satisfies all the above conditions,
hence it is paying pro rata.

S&P's credit stability analysis indicates that the maximum
projected deterioration that it would expect at each rating level
over one and three-year periods, under moderate stress
conditions, is in line with S&P's credit stability criteria.

Despite the benign economic environment and the transaction's
stable credit performance, S&P has downgraded the class A1a and
A1c notes to 'B- (sf)' from 'BB+ (sf)' to reflect the adverse
impact that the pro rata priority of payments has on interest
payments in S&P's cash flow runs in high prepayment scenarios.
In fact, the pro rata conditions have been applied sooner than
S&P previously expected.

In accordance with S&P's criteria, it has affirmed its 'D (sf)'
ratings on the class B1c, C1c, and D1c notes as they all recorded
write-downs when the transaction was restructured.

Eurosail-UK 2007-5NP securitizes U.K. nonconforming residential
mortgages originated by Southern Pacific Mortgages Ltd.,
Preferred Mortgages Ltd., and Alliance & Leicester PLC.

RATINGS LIST

Class             Rating
          To                  From

Eurosail-UK 2007-5NP PLC
GBP575 Million Mortgage-Backed Floating-Rate Notes

Ratings Lowered

A1a      B- (sf)              BB+ (sf)
A1c      B- (sf)              BB+ (sf)

Ratings Affirmed

B1c      D (sf)
C1c      D (sf)
D1c      D (sf)


LEEDS BUILDING: Fitch Affirms 'BB+' Rating on PIBS
--------------------------------------------------
Fitch Ratings has affirmed Leeds Building Society's (LBS) Long-
and Short-Term Issuer Default Ratings (IDR) at 'A-'/'F1',
Viability Rating (VR) at 'a-', Support Rating at '5' and Support
Rating Floor at 'No Floor'.  The Outlook is Stable.

The rating actions are part of Fitch's periodic review of the UK
Building Societies.

KEY RATING DRIVERS

IDRS, VR AND SENIOR DEBT RATINGS
LBS's IDRs, VR and senior debt rating reflect the society's
overall moderate risk profile, sound and consistent
profitability, strong internal capital generation, adequate asset
quality, solid capitalization, and sound funding and liquidity.
They are, however, constrained by a limited franchise and the
concentration of its business on the UK housing market.

Our assessment of risk appetite takes into account the society's
focus on its core residential mortgage loans and savings
business. However, it also reflects LBS's presence in higher-
yielding but higher-risk specialist segments, such as shared-
ownership, which are under-served by larger banks and where
competition is lower.

Asset quality has improved as a result of a benign economy and
further reductions in the society's legacy exposures, which
include commercial lending in the UK and mortgages extended in
Spain and Ireland.  These exposures have resulted in an impaired
loans/gross loans ratio that is slightly higher than peers',
although buy-to-let and shared ownership loans have performed
well in recent years.  Fitch considers the society's loan book to
be of higher risk than that of similarly-rated peers, due to an
above-average appetite for lending to sectors Fitch views as more
vulnerable to a deteriorating operating environment.

LBS's sound profitability is derived from the composition of its
loan book, which includes an element of higher-yielding niche
exposures, and from its good cost efficiency.  Fitch expects
operating profitability to have reached its maximum, with
mortgage loan yields tightening from increased competition and
funding costs likely to have bottomed.  Earnings sources are
undiversified.

Due to strong internal capital generation, LBS' capitalisation is
solid on both a risk-weighted basis and a non-risk weighted
basis. Fitch believes that the society maintains solid buffers
over regulatory minimum requirements.  The society's fully-loaded
CRD IV CET1 ratio was 15.5% at end-2015, calculated under the
standardized approach, while the leverage ratio was 5.5% at the
same date.

Liquidity is strong with liquidity buffers composed of cash at
the Bank of England, UK government bonds and placements with
supranationals.  The society also benefits from access to
contingent funding from the Bank of England and the European
Central Bank through its Irish branch.  Funding is obtained
mostly from a stable customer base.  The society also has
accessed wholesale markets, with covered bonds, RMBS and senior
unsecured debt outstanding.  LBS's strong liquidity drives the
society's 'F1' Short-Term IDR, which is the higher of the two
Short-Term IDRs that map to the society's Long-Term IDR.

SUPPORT RATING (SR) AND SUPPORT RATING FLOOR (SRF)
LBS's SR and SRF reflect Fitch's view that senior creditors
cannot rely on extraordinary support from the UK authorities in
the event the society becomes non-viable.  In Fitch's opinion,
the UK has implemented legislation and regulations that provide a
framework that is likely to require senior creditors to
participate in losses for resolving LBS.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES
LBS's subordinated debt is notched down from the VR reflecting
Fitch's assessment of their incremental non-performance risk
relative to the VR and loss severity.  The permanent interest-
bearing shares (PIBS) are rated four notches below the VR,
reflecting two notches for their deep subordination and two
notches for incremental non-performance risk in the form of
potential non-payment of coupon.

                        RATING SENSITIVITIES

IDRS, VR AND SENIOR DEBT RATINGS
LBS's IDRs, VR and senior debt ratings are primarily sensitive to
an increase in the society's risk appetite, which Fitch does not
expect.  A sharp increase in lending to higher-risk segments,
including commercial real estate, or higher loan-to-value
lending, could put pressure on its ratings.  The ratings could
also come under pressure if profitability weakens, which could
result from a material increase in LICs on its higher-yielding
loan portfolio, or a permanent reduction in cost efficiency.  The
ratings would also come under pressure if LBS fails to maintain
sound capitalization.

An upgrade of the VR is unlikely because Fitch views the
society's business model, which is concentrated on the UK
residential mortgage lending and savings market, as less
diversified than that of its more highly rated UK peers.

The VR and IDRs could also be affected by materially adverse
developments following the UK decision to leave the EU.  Fitch
believes earnings and asset quality reached cyclical highs in
2015 and the ratings are resilient to a moderate weakening of
these factors.  However, a negative rating action could be
triggered by a severe and structural deterioration of the UK
operating environment, leading to material downward pressure on
profitability, through tighter margins and higher LICs, and
weaker asset quality.  In particular, weaker prospects for
specialist lending would put LBS's ratings under pressure given
the society's exposure to these segments.

SUPPORT RATING AND SUPPORT RATING FLOOR
An upgrade of LBS' SR and upward revision of the SRF would be
contingent on a positive change in the sovereign's propensity to
support its banks or building societies.  This is highly
unlikely, in Fitch's view.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES
The ratings are primarily sensitive to changes in the VRs from
which they are notched.  The ratings are also sensitive to a
change in Fitch's assessment of each instrument's loss severity,
which could reflect a change in the expected treatment of
liability classes during a resolution.

The rating actions are:

  Long-Term IDR affirmed at 'A-'; Outlook Stable
  Short-Term IDR affirmed at 'F1'
  Viability Rating affirmed at 'a-'
  Support Rating affirmed at '5'
  Support Rating Floor affirmed at 'No Floor'
  Senior unsecured debt and programme rating affirmed at
   'A-'/'F1'
  PIBS: affirmed at 'BB+'


NEWCASTLE BUILDING: Fitch Affirms 'BB+' IDR; Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed Newcastle Building Society's (NBS)
Long- and Short-Term Issuer Default Ratings (IDRs) at 'BB+'/'B',
its Viability Rating (VR) at 'bb+', its Support Rating at '5' and
its Support Rating Floor at 'No Floor'.  The Outlook on the Long-
Term IDR is Stable.

The rating actions are part of Fitch's periodic review of the UK
building societies.

KEY RATING DRIVERS
IDRS, VR AND SENIOR DEBT RATINGS
NBS's IDRs, VR primarily reflect the society's limited franchise
and the concentration of its business on the UK housing market.
The ratings are also based on low profitability, weak capital
generation and the limited ability to absorb unexpected losses as
a result.  The ratings also consider the society's healthy asset
quality, adequate capitalization, stable funding and sound
liquidity.

Asset quality is healthy, with an impaired loans/gross loans
ratio of 1.8% at end-2015, but lending is concentrated in UK
mortgages. Fitch has revised its assessment of asset quality
upwards due to the reduction of impaired loans and conservative
levels of provisioning.  As a result, the tail risk from
unreserved impaired loans has fallen.  Fitch considers this to be
an important development given the society's still weak internal
capital generation.

NBS maintains a strong appetite for high loan-to-value (LTV)
mortgages, where spreads are higher.  Fitch considers this risk
to be well managed with all mortgages with an LTV of over 80%
covered by a Mortgage Indemnity Guarantee.  While Fitch expects
loan-impairment charges (LICs) to rise, Fitch expects them to be
maintained at low levels due to sound underwriting standards.
The society no longer has any appetite for specialist mortgages
or commercial loans and both these books are in run-off.

Fitch believes there will be a gradual return to profitability of
the society's member business.  While it remains loss-making,
losses continue to narrow and we expect this trend to continue
over the medium term.  NBS has generated weak profitability and
capital since the financial crisis as a result of high LICs
related to the society's legacy commercial loans, and its large
stock of low-risk but low-yielding housing association loans.

The recent improvement in profitability has been driven by lower
funding costs and lower LICs.  The latter have been falling since
2012, underpinned by a supportive operating environment, sound
underwriting and deleveraging of legacy commercial loans.
However, underlying profitability is still well below the sector
average. As a result, LICs continue to absorb a much higher
proportion of pre-impairment operating profit than its peers.

As a fee-driven business, NBS's savings management business,
Strategic Solutions, adds diversification to the core member
business.  Although revenue was negatively affected by lower
demand for retail funding in 2014 and 1H15 due to the
availability of the UK government's Funding for Lending Scheme
(FLS), it has recovered, driven by a larger client base and an
increase in deposits as FLS balances reduce.  Fitch expects this
to continue in 2016 due to a strong pipeline of new business.

Capitalization is adequate given the society's rating level.
Although regulatory capital ratios are in line with higher-rated
peers, we consider capitalization to be weaker at NBS due to the
low absolute size of capital and weak internal capital
generation. On a non-risk-weighted basis, the society compares
well with peers, with a reported leverage ratio of 4.9% at end-
2015.  Given the society's extremely limited access to capital,
the society's capital flexibility will depend on stronger capital
generation, aided by the member business returning to sustainable
profitability.

Liquidity is sound, although Fitch expects it to gradually reduce
as the balance sheet begins to grow.  High-quality liquid assets
mostly comprise cash at the Bank of England, highly rated RMBS
and covered bonds.  The society also benefits from access to
contingent funding from the Bank of England.  Customer deposits
account for the majority of the society's funding.  The society's
loan-to-deposit ratio is low by sector standards, reflecting its
limited use of wholesale funding and slow loan growth.

SUPPORT RATING (SR) AND SUPPORT RATING FLOOR (SRF)
NBS's SR and SRF reflect Fitch's view that senior creditors
cannot rely on extraordinary support from the UK authorities in
the event the society becomes non-viable.  In Fitch's opinion,
the UK has implemented legislation and regulations that provide a
framework that is likely to require senior creditors to
participate in losses for resolving NBS.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES
NBS's subordinated debt is notched down once from the VR for loss
severity.

                        RATING SENSITIVITIES

IDRS, VR AND SENIOR DEBT RATINGS
The society's ratings could be upgraded if its member business
returns to sustainable profitability.  The extent of any upgrade
is limited by the society's small franchise, below-average
profitability and, in Fitch's view, an above-average appetite for
high LTV lending.  An increase in lending to higher-risk segments
could put pressure on its ratings or if capitalization weakens,
for example, due to a material deterioration of asset quality.

The VR and IDRs could also be affected by materially adverse
developments following the UK decision to leave the EU.  A
negative rating action could be triggered by a severe and
structural deterioration of the UK's operating environment,
leading to material downward pressure on profitability, through
tighter margins and higher LICs, and weaker asset quality.

SUPPORT RATING AND SUPPORT RATING FLOOR
An upgrade of NBS's SR and upward revision of the SRF would be
contingent on a positive change in the sovereign's propensity to
support its banks or building societies.  This is highly
unlikely, in Fitch's view.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES
The rating is primarily sensitive to changes in the VR from which
it is notched.  The rating is also sensitive to a change in
Fitch's assessment of the instrument's loss severity, which could
reflect a change in the expected treatment of liability classes
during a resolution.

The rating actions are:

  Long-Term IDR affirmed at 'BB+'; Outlook Stable
  Short-Term IDR affirmed at 'B'
  Viability Rating affirmed at 'bb+'
  Support Rating affirmed at '5'
  Support Rating Floor affirmed at 'No Floor'
  Subordinated notes affirmed at 'BB'


REXAM PLC: Moody's Lowers Long-Term Issuer Rating to Ba1
--------------------------------------------------------
Moody's Investors Service has downgraded the long-term issuer
rating of Rexam PLC to Ba1 from Baa3.  Concurrently Moody's
confirmed the Ba2 rating of Rexam's junior subordinated notes due
in June 2067.  The outlook on all ratings is stable.  This action
concludes the review for downgrade initiated on Feb. 19, 2015.

                         RATINGS RATIONALE

The rating action follows the announcement by Ball Corporation
(Ball), Ba1 stable, on June 30, 2016, that the acquisition of
Rexam for a total of $6.8 billion has been completed, such that
Rexam's ratings are now aligned with those of Ball.  Rexam has
ceased to be an independent company and its operations are now
wholly owned by Ball.

Ball has initiated the process of redeeming Rexam's legacy debt
including the EUR750 million Junior Subordinated Notes.  Moody's
understands that following the customary 30 days' notice period
all outstanding Rexam legacy debt will be refinanced through
acquisition funding obtained by Ball.  Moody's expects to
withdraw all outstanding ratings once the junior subordinated
notes have been fully redeemed.

The closing of the transaction follows a period of almost 18
months since the announcement of the transaction and recent
receipt of various regulatory clearances for the transaction from
the respective regulatory bodies of Brazil, Europe and the United
States, which was preceded by the concluded sale and purchase
agreement of certain metal packaging assets from Ball Corporation
(Ba1 stable) and from Rexam for $3.42 billion to Ardagh Packaging
Group Ltd (B2 stable) on April 25, 2016.

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.

Rexam PLC, headquartered in London, United Kingdom, is a global
leader in beverage can production.  The group holds market-
leading positions in Europe and South America and the no. 2
position in North America.  Rexam generated revenues of GBP3.9
billion from continued operations during FY 2015.

Broomfield, Colorado-based Ball Corporation is a manufacturer of
metal packaging, primarily for beverages, foods and household
products, and a supplier of aerospace and other technologies and
services to government and commercial customers.  The packaging
business generates approximately 90% of revenue, with the
aerospace business contributing the balance. Ball is one of the
world's largest beverage can producers, with leading positions in
North America and Europe.  Revenue for the twelve month period
ended March 31, 2016, totaled approximately $7.8 billion.


RMAC SECURITIES 2006-NS2: S&P Lifts Rating on Cl. B2a Notes to BB
-----------------------------------------------------------------
S&P Global Ratings raised its credit ratings on RMAC Securities
No. 1 PLC's series 2006-NS2 class M2c, B1a, B1c, and B2a notes.
At the same time, S&P has raised its ratings on the series
2006-NS3 class M1a, M1c, M2c, and B1c notes.  S&P has affirmed
its ratings on all other classes of notes in these two
transactions.

The rating actions follow S&P's credit and cash flow analysis of
the transaction information from the March 2016 investor report
and loan-level data.  S&P's analysis reflects the application of
its U.K. residential mortgage-backed securities (RMBS) criteria
and its current counterparty criteria.

Since S&P's previous review, the weighted-average foreclosure
frequency (WAFF) for both transactions has decreased.  The
decrease is primarily due to the transactions' increased
seasoning and a decline in arrears.  The loans' weighted-average
seasoning is 122 months in series 2006-NS2 and 118 months in
series 2006-NS3. Arrears over 90 days represent 8.76% of the pool
in series 2006-NS2 and 8.24% of the pool in series 2006-NS3, down
from 15.10% and 16.45%, respectively, in March 2013.

S&P's weighted-average loss severity (WALS) calculations have
increased at the 'AAA' level, but have decreased at other rating
levels.  Although the transactions have benefitted from the
decrease in the weighted-average current loan-to-value (LTV)
ratios, this has been offset by the increase in S&P's
repossession market value decline assumptions, which are greater
at the 'AAA' level.

RMAC Securities No. 1 series 2006-NS2

Rating        WAFF      WALS
level          (%)       (%)
AAA          34.52     39.30
AA           28.64     31.31
A            22.51     19.77
BBB          18.17     13.51
BB           13.68      9.51
B            11.49      6.74

RMAC Securities No. 1 series 2006-NS3

Rating        WAFF      WALS
level          (%)       (%)
AAA          36.34     42.32
AA           29.64     34.81
A            23.49     23.21
BBB          18.75     16.58
BB           13.93     12.09
B            11.78      8.55

The reserve funds are at their required levels and the liquidity
facilities have not been drawn for both transactions.  The
portfolios' improved performance and the increase in credit
enhancement as a result of deleveraging have resulted in the
transactions currently paying principal pro rata.  In accordance
with S&P's U.K. RMBS criteria, it has applied various cash flow
stress scenarios, including assuming the recession starts at the
end of the third year to test the resilience of the transaction
structures to back-ended defaults.

Using S&P's WAFF and WALS calculations for series 2006-NS2 in its
cash flow model, the class A2a, A2c, M1a, M1c and M2c notes pass
our cash flow stresses at higher rating levels than those
currently assigned. However, the currency swap documentation does
not comply with S&P's current counterparty criteria.  S&P's
ratings on these classes of notes are therefore capped at the
long-term issuer credit rating (ICR) plus one notch on the
currency swap counterparty,  The Royal Bank of Scotland PLC
(BBB+/Positive/A-2).  Therefore, S&P has affirmed its 'A- (sf)'
ratings on the class A2a, A2c, M1a, and M1c notes and raised to
'A- (sf)' from 'BBB- (sf)' S&P's rating on the class M2c notes.
S&P's analysis also shows that the credit enhancement for the
class B1a, B1c, and B2a notes is commensurate with higher rating
levels.  S&P has therefore raised its ratings on these classes of
notes.

Using S&P's WAFF and WALS calculations for series 2006-NS3 in its
cash flow model, the class A2a, M1a, M1c, and M2c notes also pass
S&P's cash flow stresses at higher rating levels than those
currently assigned.  S&P's ratings on these classes of notes are
capped at its 'A-' long-term ICR on the bank account provider,
Barclays Bank PLC, following its loss of an 'A-1' short-term
rating and failure to take remedy action.  S&P has therefore
affirmed its 'A- (sf)' rating on the class A2a notes and raised
to 'A- (sf)' S&P's ratings on the class M1a, M1c, and M2c notes.
S&P's analysis shows that the credit enhancement for the class
B1c notes is now commensurate with a higher rating than currently
assigned.  Consequently, S&P has raised to 'BB- (sf)' from
'B- (sf)' its rating on the class B1c notes.

S&P's credit stability analysis indicates that the maximum
projected deterioration that it would expect at each rating level
for the one- and three-year horizons, under moderate stress
conditions, is in line with S&P's credit stability criteria.

RMAC Securities No. 1's series 2006-NS2 and 2006-NS3 are U.K.
nonconforming RMBS transactions that closed in 2006.  Paratus AMC
Ltd. (formerly known as GMAC-RFC Ltd.) originated the loans.

RATINGS LIST

Class             Rating
            To              From

RMAC 2006-NS2 PLC
EUR365.9 Million, GBP317.2 Million, And $243 Million Mortgage-
Backed Floating-Rate Notes

Ratings Raised

M2c         A- (sf)        BBB- (sf)
B1a         BBB (sf)       B (sf)
B1c         BBB (sf)       B (sf)
B2a         BB (sf)        B- (sf)

Ratings Affirmed

A2a         A- (sf)
A2c         A- (sf)
M1a         A- (sf)
M1c         A- (sf)

RMAC Securities No.1 2006-NS3
EUR200 Million, GBP389.5 Million, And $421.6 Million Mortgage-
Backed Floating-Rate Notes

Ratings Raised

M1a         A- (sf)          BBB (sf)
M1c         A- (sf)          BBB (sf)
M2c         A- (sf)          BB- (sf)
B1c         BB- (sf)         B- (sf)

Rating Affirmed

A2a         A- (sf)


SST PROCESS: Brexit Uncertainty Prompts Administration
------------------------------------------------------
Lincolnshire Echo reports that S.S.T. Process Engineering, a
22-year-old business, has gone into administration because work
dropped in the run-up to the EU referendum.

According to Lincolnshire Echo, following a period of reduced
activity and limited orders, due to uncertainty in the market
caused by the EU referendum and the potential Brexit, its
directors decided the business was no longer viable.

Adrian Allen -- adrian.allen@rsmuk.com -- and Steven Law --
steven.law@rsmuk.com -- of RSM Restructuring Advisory LLP were
appointed Joint Administrators of the company on June 17, 2016,
Lincolnshire Echo relates.

Following the joint administrators' appointment, all seven
members of staff have been made redundant, Lincolnshire Echo
discloses.

Adrian Allen, RSM restructuring partner and one of the joint
administrators, said: '"A high percentage of the company's client
base are owned by European parent companies.

"Concerns over a Brexit significantly reduced the number of
pipeline orders for the Grantham-based business, which triggered
the need to place the company into administration and protect the
assets for the benefit of the company's creditors.

"We continue to work with our professional advisers to assess our
options with a view to maximizing realizations for creditors."

S.S.T. Process Engineering manufactured fabricated metal products
since it was established in 1994.  It has an office and
manufacturing site in Grantham.


STORE TWENTY ONE: To Shut Down Operations in Dover Following CVA
----------------------------------------------------------------
Dover Express reports that Biggin Street fashion shop Store
Twenty One will shut down following a massive restructure by its
owners, Indian manufacturing giant Alok Group.

The group tabled a Company Voluntary Arrangement (CVA) which will
see a slash of its rent bill and the possible closure more
unprofitable stores, Dover Express relates.

The news come after it was revealed at the beginning of June that
Store Twenty One would fall into administration if a solution
could not be found to save it, Dover Express relays.

There are currently 202 Store Twenty One shops across the UK,
Dover Express discloses.

Store Twenty One operates 202 stores and employs more than 1,000
people across the UK.


                            *********

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.


                 * * * End of Transmission * * *