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

                           E U R O P E

            Friday, April 7, 2017, Vol. 18, No. 70


                            Headlines


G E R M A N Y

DEUTSCHE PFANDBRIEFBANK: S&P Cuts Rating on EUR15MM Bonds to BB+


G R E E C E

GREECE: Bailout Talks May Reach Breakthrough, Officials Say


I R E L A N D

AVOCA CLO XII: Fitch Assigns 'B-sf' Rating to Class F-R Notes
CVC CORDATUS: Fitch Affirms 'B-sf' Rating on Class F Notes
GRAND CANAL: S&P Assigns Prelim. 'B' Rating to Cl. F1-dfrd Notes


L U X E M B O U R G

BRAAS MONIER: Moody's Hikes CFR to Ba2 on Completed Acquisition
ENDO LUXEMBOURG: Moody's Lowers Corporate Family Rating to B2
LION/GEM LUXEMBOURG: Moody's Withdraws Caa2 Corp. Family Rating


R U S S I A

DELOPORTS LLC: Fitch Affirms 'BB-' LT Issuer Default Rating
IDEA BANK: Bank of Russia Inspects Financial Standing
KUBANSKY UNIVERSAL: Liabilities Exceed Assets, Assessment Shows
NBD BANK: Moody's Raises Long-Term Deposit Ratings to Ba3
RFA JSC: Liabilities Exceed Assets, Assessment Shows

VEGA BANK: Liabilities Exceed Assets, Assessment Shows


S P A I N

GRUPO ANTOLIN: Moody's Affirms Ba3 CFR, Outlook Positive
GRUPO ANTOLIN: S&P Affirms 'BB-' LT Corp. Rating, Outlook Stable
SANTANDER HIPOTECARIO 3: S&P Affirms D Ratings on 3 Note Classes


T U R K E Y

TURKIYE HALK: Moody's Puts Ba1 Ratings on Review for Downgrade


U N I T E D   K I N G D O M

CO-OP BANK: Parent Posts Loss After Writing Off Value of Stake
DIVERSITY FUNDING: S&P Lowers Rating on Class E Notes to 'CCC-'
HARBEN FINANCE: Moody's Assigns (P)Caa1 Rating to Cl. G Debt
MICRO FOCUS: Moody's Affirms B1 CFR, Outlook Stable
PARKDEAN RESORTS: S&P Assigns 'B' CCR, Outlook Stable

RIPON MORTGAGES: S&P Assigns 'BB' Rating to Class G Notes
TALISMAN-6 FINANCE: Fitch Cuts Rating on Class C Notes to 'Dsf'

* UK: Biggest Lenders to Undergo Toughest BoE Stress Test


X X X X X X X X

* BOOK REVIEW: Oil Business in Latin America: The Early Years


                            *********



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G E R M A N Y
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DEUTSCHE PFANDBRIEFBANK: S&P Cuts Rating on EUR15MM Bonds to BB+
----------------------------------------------------------------
S&P Global Ratings said that it corrected its issue rating on the
EUR15 million bond series S87100 (CINS D961989F8) from Deutsche
Pfandbriefbank AG on Feb. 3, 2017, by lowering the rating to
'BB+' from 'BBB' and removing it from CreditWatch developing.

S&P had incorrectly rated the bond as senior unsecured issuance
rather than subordinated.

RATINGS LIST
Rating lowered on Feb. 3, 2017
                                To         From
Deutsche Pfandbriefbank AG
EUR15 mil bnds ser S87100 due 10/27/2020
                                BB+        BBB/Watch Dev

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G R E E C E
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GREECE: Bailout Talks May Reach Breakthrough, Officials Say
-----------------------------------------------------------
The Associated Press reports that top Greek and European
officials indicated on April 5 that it's possible to reach a
breakthrough in the country's difficult bailout talks over the
next two days.

Greece's prime minister said that if a deal on paying Athens the
next bailout installment fails to materialize, the eurozone
should hold a special summit, the AP relates.

According to the AP, Alexis Tsipras said negotiators are "just a
breath away" from an agreement at today's scheduled meeting in
Malta of the so-called eurogroup, the gather of finance ministers
from countries that use the euro.

But Mr. Tsipras blamed unnamed negotiators among Greece's
European creditors and the International Monetary Fund for
"moving the goalposts" each time Greece was getting close to
meeting approval conditions for the bailout, the AP notes.

Greece has to agree on budget measures to get access to its
loans, the AP states.  But the talks have dragged on for months,
freezing the latest loan payout and hurting chances of a Greek
economic recovery after years of recession and turmoil, the AP
relays.

Without the bailout payment, Greece would struggle to make a debt
payment in July, raising anew the prospect of default, according
to AP.

Mr. Tsipras' left-led government is pushing for a comprehensive
deal that would cover more than just spending cuts and harsh
reforms by Greece, but also alleviate the country's debt burden
and ease its access later this year to international bond
markets, the AP discloses.

If the eurogroup is not in a position to (reach an agreement)
[to]day, I have asked EU Council President Donald Tusk to convene
a eurozone summit to achieve an immediate agreement," Mr.
Tsipras, as cited by the AP, said.  "I don't think that will be
needed, because there will be a result [to]day, but these delays
cannot continue."

Mr. Tusk voiced hope that a breakthrough is close, pointing to
"significant progress" in talks in Brussels this week between
Greek ministers and lenders, the AP discloses.

"The responsibility for reaching an agreement is shared by all
the participants of this process," the AP quotes Mr. Tusk as
saying.

Greece has depended on international bailouts since 2010, AP
notes.


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I R E L A N D
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AVOCA CLO XII: Fitch Assigns 'B-sf' Rating to Class F-R Notes
-------------------------------------------------------------
Fitch Ratings has assigned Avoca CLO XII DAC refinanced notes
final ratings as follows:

EUR2 million Class X notes: 'AAAsf': Outlook Stable
EUR190 million Class A-1R notes: 'AAAsf'; Outlook Stable
EUR50 million Class A-2R notes: 'AAAsf'; Outlook Stable
EUR53 million Class B-R notes: 'AAsf'; Outlook Stable
EUR22 million Class C-R notes: 'Asf'; Outlook Stable
EUR22 million Class D-R notes: 'BBBsf'; Outlook Stable
EUR23 million Class E-R notes: 'BBsf'; Outlook Stable
EUR10 million Class F-R notes: 'B-sf'; Outlook Stable

Avoca XLO XII DAC is an arbitrage cash flow CLO that closed in
September 2014. The notes are being fully redeemed on April 4,
2017, using the proceeds of the new notes. The refinanced CLO
envisages a further four-year reinvestment period with a new
identified portfolio and at the target par amount of EUR400
million.

The portfolio mainly comprises the assets currently in the
existing portfolio, as modified by sales and purchases made by
the manager until the effective date in June 2017. The portfolio
is managed by KKR Credit Advisors (Ireland).

KEY RATING DRIVERS

'B+/B' Portfolio Credit Quality
Fitch assesses the average credit quality of obligors in the
'B'/'B+' range. The agency has public ratings or credit opinions
on all the obligors in the current portfolio (outstanding
portfolio at the latest payment date). The weighted average
rating factor of the outstanding portfolio at the latest
reporting date of February 2017 was 30.6.

High Expected Recoveries
At least 90% of the portfolio will comprise senior secured loans
and bonds. The weighted average recovery rate of the outstanding
portfolio at the latest reporting date of February 2017 was
71.4%.

Payment Frequency Switch
The notes pay quarterly, while the portfolio assets can be reset
to semi-annual from quarterly or monthly. The transaction has an
interest-smoothing account but no liquidity facility. A liquidity
stress for the non-deferrable class A and B notes, stemming from
a large proportion of assets potentially resetting to semi-annual
in any one quarter, is addressed by switching the payment
frequency of the notes to semi-annual in such a scenario, subject
to certain conditions.

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

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

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

RATING SENSITIVITIES

Both a 25% increase in the obligor default probability and a 25%
reduction in expected recovery rate could lead to a downgrade of
up to two notches for the rated notes.


CVC CORDATUS: Fitch Affirms 'B-sf' Rating on Class F Notes
-----------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund IV Designated
Activity Company's refinancing notes final ratings and affirmed
the remaining notes as follows:

Class A: rated 'AAAsf'; Outlook Stable
Class B-1: rated 'AAsf'; Outlook Stable
Class B-2: rated 'AAsf'; Outlook Stable
Class C: rated 'Asf'; Outlook Stable
Class D: rated 'BBBsf'; Outlook Stable
Class E: affirmed at 'BBsf'; Outlook Stable
Class F: affirmed at 'B-sf'; Outlook Stable

The transaction is a cash flow collateralised loan obligation
securitising a portfolio of mainly European leveraged loans and
bonds. The portfolio is managed by CVC Credit Partners Group
Limited.

CVC Cordatus Loan Fund IV closed in December 2014. The issuer has
now issued new notes to refinance part of the original
liabilities. The refinanced notes were redeemed in full as a
consequence of the refinancing.

KEY RATING DRIVERS

Lower Liability Cost
The refinancing notes bear interest at a lower margin over
EURIBOR (or a lower fixed rate, in the case of class B-2) than
the refinanced notes. The remaining terms and conditions of the
refinancing notes are the same as the refinanced notes.

Matrix Amendment
The asset manager has chosen to amend the Fitch test matrix
concurrently with the refinancing. The weighted average recovery
rate thresholds in the amended matrix are lower than in the
original matrix. This is offset by the reduced risk horizon of
the transaction. The maximum remaining portfolio weighted average
life on the refinancing date is 5.8 years, compared with 8.0
years at closing.

Fitch has tested all points in the amended matrix for the
assignment of ratings to the refinancing notes and the
affirmation of the class E and F notes.

Stable Portfolio Performance
The portfolio's performance has been stable over the last year.
The reported weighted average rating factor stands at 32.30,
compared with 32.44 one year ago. There have been no defaults in
the portfolio over the last 12 months and all portfolio profile
tests and collateral quality tests are passing.

RATING SENSITIVITIES

A 25% increase in the obligor default probability would lead to a
downgrade of up to two notches for the rated notes.

A 50% increase in the obligor default probability would lead to a
downgrade of up to five notches for the rated notes.

A 25% reduction in recoveries would lead to a downgrade of up to
two notches for the rated notes.

A 50% reduction in recoveries would lead to a downgrade of up to
five notches for the rated notes.

A doubling of the base correlation would lead to a downgrade of
up to one notch for the rated notes.

A combination of a 25% increase in the obligor default
probability, 25% reduction in recoveries and a doubling of the
base correlation would lead to a downgrade of up to five notches
for the rated notes.


GRAND CANAL: S&P Assigns Prelim. 'B' Rating to Cl. F1-dfrd Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Grand Canal Securities 1 DAC's (Grand Canal 1) class A to F1-dfrd
notes. At closing, Grand Canal 1 will also issue class X, F2, Z1,
Z2, and Z3 notes, which will be unrated.

At closing, the issuer will use the note issuance proceeds to
purchase a portfolio of Irish residential mortgages from the
beneficial title seller, Mars Capital Ireland Holdings DAC.  The
transaction will have two reserve funds:

   -- A liquidity reserve fund, which will be funded to 1.85% of
      the class A note balance at closing.  This can build up to
      3.75% of the class A note balance at closing through the
      revenue priority of payments.

   -- A general reserve fund, which will not be funded at
      closing.  This can build up to 3.5% of the outstanding
      principal balance of the class B to Z3 notes, and to 4%
      after the step-up date in 2022, through the revenue
      priority of payments.

The rated notes' interest rate will be based on an index of
three-month Euro Interbank Offered Rate (EURIBOR).  Within the
mortgage pool, the loans are linked to either the European
Central Bank (ECB) base rate, or a standard variable rate (SVR).
There will be no swap in the transaction to cover the interest
rate mismatches between the assets and liabilities, although
after the step-up date a cap of 6% (on the three-month EURIBOR
index) applies to the rated notes.  S&P considered this cap in
its analysis, but in scenarios where the cap is reached, S&P also
applies a cap to the three-month EURIBOR payable by the assets.

S&P's preliminary ratings reflect its assessment of the
transaction's payment structure, cash flow mechanics, and the
results of S&P's cash flow analysis to assess whether the notes
would be repaid under stress test scenarios.  Subordination and
the general reserve fund provide credit enhancement to the rated
notes.  The notes will amortize sequentially, and do not include
a trigger to switch to pro rata amortization.  Subject to certain
documented conditions, principal can be used to pay interest and
further liquidity is provided through the liquidity reserve fund.

Taking these factors into account, S&P considers the available
credit enhancement for the rated notes to be commensurate with
the preliminary ratings that S&P has assigned.  Interest on the
class B-dfrd to F1-dfrd notes can be deferred, so S&P's analysis
of these notes addresses the ultimate payment of principal and
the ultimate payment of interest.

S&P's preliminary ratings also reflect the application of its
criteria for structured finance ratings above the sovereign.

S&P's RAS criteria designate the country risk sensitivity for
residential mortgage-backed securities as moderate.  Under S&P's
RAS criteria, this transaction's notes can therefore be rated
four notches above the sovereign rating, if they have sufficient
credit enhancement to pass at least a severe stress.

However, as all six of the conditions in paragraph 42 of the RAS
criteria are met, S&P can assign ratings in this transaction up
to a maximum of six notches (two additional notches of uplift for
the most senior class of notes) above the sovereign rating,
subject to credit enhancement being sufficient to pass an extreme
stress.

As S&P's foreign currency long-term sovereign rating on the
Republic of Ireland is 'A+', S&P's RAS criteria do not currently
constrain its ratings on any class of notes.

This will be Mars Capital Ireland Holdings's first
securitization. The EUR331.86 million provisional pool (as of
Dec. 31, 2016,) comprises owner-occupied and buy-to-let (BTL),
Irish residential mortgages, which were originated by Irish
Nationwide Building Society (60.37%) and Springboard Mortgages
Ltd. (39.63%).  The portfolio of mortgages was acquired during
2014 by a number of entities (Mars Capital Ireland DAC, Mars
Capital Ireland No. 2 DAC, Mars Capital Ireland No. 3 DAC, and
Mars Capital Ireland No. 4 DAC).

Mars Capital Finance Ireland DAC will act as master servicer and
special servicer for all of the loans in the transaction.
However, the primary servicing will be done by Acenden Ltd.  Once
a loan in the pool goes beyond 35 days in arrears, Mars Capital
Finance Ireland will step back in as the special servicer for the
loan in question.

RATINGS LIST

Grand Canal Securities 1 DAC
Mortgage-Backed Floating-Rate And Unrated Notes

Class         Rating            Amount
                              (mil. EUR)
X             NR                   TBD
A             AAA (sf)             TBD
B-dfrd        AA (sf)              TBD
C-dfrd        A (sf)               TBD
D-dfrd        BBB (sf)             TBD
E-dfrd        BB (sf)              TBD
F1-dfrd       B                    TBD
F2            NR                   TBD
Z1            NR                   TBD
Z2            NR                   TBD
Z3            NR                   TBD

NR--Not rated.
TBD--To be determined.


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L U X E M B O U R G
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BRAAS MONIER: Moody's Hikes CFR to Ba2 on Completed Acquisition
---------------------------------------------------------------
Moody's Investors Service has upgraded to Ba2 from B1 the
corporate family rating (CFR) and to Ba2-PD from B1-PD the
probability of default rating (PDR) of Luxembourg-based roof
tiles and roofing components manufacturer Braas Monier Building
Group S.A.. Concurrently, Moody's upgraded to Ba2 from Ba3 the
rating on the EUR200 million senior secured revolving credit
facility (RCF, maturing 2021), raised by Braas Monier Building
Group Holding S.a r.l. and other subsidiaries of the group, as
well as the rating on the EUR435 million senior secured notes
(due 2021) issued by BMBG Bond Finance S.C.A., a direct
subsidiary of the group. The outlook on Braas Monier Building
Group S.A., Braas Monier Building Group Holding S.a r.l. and BMBG
Bond Finance S.C.A. is stable. Upon a final assessment of the
legal and financing structure of the combined new entity, Moody's
will endeavour to withdraw Braas Monier's CFR at a later point in
time.

The rating action concludes the review for upgrade process
initiated on December 20, 2016.

RATINGS RATIONALE

The rating action follows the completion of the acquisition of
Braas Monier by Standard Industries Inc. ("Standard", Ba2 stable)
on April 3, 2017, when Standard closed its tender offer for Braas
Monier.

By upgrading Braas Monier to Ba2, Moody's has aligned the rating
of the group with that of Standard since Braas Monier has ceased
to be an independent company as a now a majority owned subsidiary
of Standard (shareholding c.94.5%). The upgrade of the ratings on
the RCF and the senior secured notes aligns them with Braas
Monier's Ba2 CFR, reflecting Moody's expectation that there will
be no downstream parent guarantee provided by Standard, which
might warrant a continuation of an upward notching.

WHAT COULD CHANGE THE RATING UP/DOWN

Following the alignment of Braas Monier's CFR with that of
Standard, an upgrade in the intermediate term appears unlikely.
Nonetheless, Moody's might consider an upgrade, if Standard's
credit metrics were to sustainably strengthen, such as a Moody's-
adjusted (1) Debt-to-EBITDA of below 3x, (2) EBITA-to-interest
expense of above 4.5x, and (3) free cash flow-to-debt of
consistently above 10%.

Downward pressure on the ratings would build, if Standard's
operating performance falls below Moody's expectations, or if the
company faces unforeseen challenges with the integration of Braas
Monier, resulting in (1) Debt-to-EBITDA exceeding 4.25x, (2)
EBITA-to-interest expense remaining below 3.0x, or (3) a
deterioration in the company's liquidity profile. Moreover,
larger than projected shareholder distributions and substantial
debt-financed acquisitions would exert downward pressure on the
ratings.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Building
Materials Industry published in January 2017.

Headquartered in Luxembourg, Braas Monier is a leading global
supplier of concrete and clay tiles and building materials for
pitched roofs with operations in 36 countries through 121
production plants as of December 2016. The group offers a wide
range of products including roof, chimney and energy systems.
Braas Monier reported consolidated revenues of more than EUR1.2
billion and operating EBITDA of about EUR194 million in 2016 and
employed over 7,922 people worldwide.


ENDO LUXEMBOURG: Moody's Lowers Corporate Family Rating to B2
-------------------------------------------------------------
Moody's Investors Service downgraded certain ratings of Endo
Luxembourg Finance I Company S.a.r.l., a subsidiary of Endo
International plc, including the Corporate Family Rating (CFR) to
B2 from B1 and Probability of Default Rating (PDR) to B2-PD from
B1-PD. Moody's assigned a Ba2 rating to the proposed senior
secured credit facilities and affirmed the Ba2 ratings on the
existing senior secured debt. At the same time, Moody's affirmed
the senior unsecured notes of Endo Finance Co. and Endo Finance
LLC at B3. There is no change to the SGL-2 Speculative Grade
Liquidity Rating. Moody's revised the rating outlook to stable
from negative.

Moody's expects proceeds from the new secured term loan B, in
combination with additional secured debt expected to be raised in
the near term, will be used to refinance Endo's existing term
loan A and B. Moody's will withdraw the ratings of the existing
term loan A and B upon repayment.

The downgrade of the CFR to B2 reflects challenges in Endo's
branded and generic segments at the same time that the company's
free cash flow will be constrained by almost $1 billion in cash
outflows related to vaginal mesh litigation settlements. Over the
short-term, Endo will benefit from a significant boost to
earnings and cash flow related to the six month exclusive
launches of generic versions of blockbuster drugs, Zetia and
Seroquel XR. However, Endo's revenues from these products will
face significant erosion following the entrance of competitors in
mid-2017. Further, Endo's base generics business faces declines
of roughly 30% this year due mainly to price declines in the
opioid portfolio and its branded pain portfolio also faces
competitive and regulatory headwinds. As a result, Moody's
expects earnings in 2017 to be lower than 2016, resulting in debt
to EBITDA that will be sustained above 5 times over the next 12
to 18 months.

The stable outlook reflects Moody's expectation that free cash
flow in 2018 will be strong once the majority of Endo's
litigation payments are behind it. Further, Moody's expects that
a significant portion of this free cash flow will be used to
repay debt, resulting in deleveraging despite continued earnings
headwinds.

Ratings downgraded:

Issuer: Endo Luxembourg Finance I Company S.a.r.l.

Corporate Family Rating, to B2 from B1

Probability of Default Rating, to B2-PD from B1-PD

Ratings assigned:

Issuer: Endo Luxembourg Finance I Company S.a.r.l.

Senior Secured Bank Credit Facilities at Ba2 (LGD2)

Ratings affirmed:

Issuer: Endo Luxembourg Finance I Company S.a.r.l.

Senior Secured Bank Credit Facilities at Ba2 (LGD2)

Issuer: Endo Finance Co.

Senior Unsecured at B3 (LGD5)

Issuer: Endo Finance LLC

Senior Unsecured at B3 (LGD5)

Outlook action:

The outlook was revised to Stable from Negative

RATINGS RATIONALE

Endo's B2 Corporate Family Rating reflects its persistently high
financial leverage and Moody's expectation of significant cash
outflows (approximately $975 million) related to vaginal mesh
litigation payments in 2017. The rating is also constrained by
the risk that Endo faces further payouts related to legal
liabilities (related to mesh as well as anti-trust and other
investigations/lawsuits) in 2018 and beyond. Pricing and
competitive headwinds will drive severe declines in Endo's base
US generics business, notably its portfolio of opioid products,
and its branded pain portfolio. As a result Moody's believes
leverage will remain elevated with debt to EBITDA above 5 times
over the next 12-18 months.

Endo's rating is supported by strong scale and diversity by
product, and its good balance between branded and generic drugs.
Absent any other signification litigation-related payments,
Moody's expects Endo will generate strong free cash flow later
into 2018.

The SGL-2 Speculative Grade Liquidity Rating is supported by
Moody's expectation that Endo will generate free cash flow
despite payments related to mesh in 2017. Endo has almost $1
billion in payments to be made in 2017, roughly $280 million of
which already resides in a Qualified Settlement Fund as
restricted cash. Unrestricted cash balances at December 31, 2016
exceeded $500 million. Liquidity is also supported by a $1
billion revolver, which Moody's expects to remain largely
undrawn, and ample cushion under the proposed secured net debt to
EBITDA ratio of 3.50 times under the new credit agreement.

The ratings could be downgraded if debt/EBITDA is sustained above
6.0 times or if liquidity materially weakens. The ratings could
be upgraded if debt/EBITDA is expected to be sustained below 5.0
times. Sustainable revenue and earnings growth and reduced
overhang related to mesh litigation would also be needed.

Headquartered in Luxembourg, Endo Luxembourg Finance I Company
S.a.r.l. is a subsidiary of Endo International plc, which is
headquartered in Dublin, Ireland. Endo is a specialty
pharmaceutical company offering branded and generic drugs. Endo
generated $4.0 billion in revenues for the year ended December
31, 2016.

The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.


LION/GEM LUXEMBOURG: Moody's Withdraws Caa2 Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service has withdrawn the ratings of Lion/Gem
Luxembourg 3 S.a.r.l. (Young's), including the company's Caa2
corporate family rating (CFR) and Caa2-PD probability of default
rating (PDR).

RATINGS RATIONALE

Moody's has withdrawn the ratings for its own business reasons.

Headquartered in the UK, Young's Seafood is a leading UK fish and
seafood producer in both the chilled and frozen segments. In the
fiscal year ending September 30, 2016, it generated net turnover
of GBP495 million pro-forma for the disposal of its continental
European businesses in November 2015 to Nomad Foods.


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R U S S I A
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DELOPORTS LLC: Fitch Affirms 'BB-' LT Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has affirmed LLC DeloPorts' Long-Term Issuer
Default Rating (IDR) and RUB3 billion unsecured bond rating at
'BB-' and removed the ratings from Rating Watch Negative (RWN).
The Outlook is Stable.

The rating actions reflect that Fitch perceives the likelihood of
the sale of a 49% stake in DeloPorts' subsidiary NUTEP, a
container terminal, to have diminished. The timing remains
unknown due to required government approvals. The potential
transaction therefore represents a possible outcome and is now
reflected in Fitch ratings sensitivities.

The 'BB-' ratings are supported by DeloPorts' strong operational
performance through the economic downturn and stable financial
performance.

The ratings are notched down from the consolidated profile of
'BB' by one notch in accordance with Fitch's 'Parent and
Subsidiary Rating Linkage' criteria. This reflects the holding
company debt's structural subordination and the legal ties
between DeloPorts and its subsidiaries that are not sufficiently
strong.

OPERATIONAL UPDATE
Container volumes in 2016 were up 15% to 233 thousand TEUs
(twenty-foot equivalent units) following a 24% decline the
previous year, which had been expected. Growth in container
volumes in 2016 was a result of stabilisation of the Russian
economy and increased containerisation of Russian exports. Grain
volumes were stable in 2015 and grew by 18% in 2016 to 3.3
million tonnes, 50% above Fitch's base case, due to KSK's
increased market share and an exceptionally good harvest, despite
a decline in grain prices globally.

DeloPorts' overall financial performance in 2016 was well within
or above Fitch's base case expectations. DeloPorts' consolidated
2016 EBITDA was USD85 million based on management estimates, and
gross leverage stood at 1.25x as of end December 2016.

KEY RATING DRIVERS
Concentrated Exposure To Commodity Cargo: Volume Risk - Weaker
DeloPorts is exposed to one commodity, adopts a short-term
contracting strategy and operates in a competitive environment.
The different volume drivers of DeloPorts' two main containers
and grain business segments balance each other out. The container
segment is mostly import-oriented and throughput is diversified,
while the grain segment is fully export-oriented and relies on
one commodity.

DeloPorts does not benefit from minimum guaranteed volumes.
Maersk accounted for 40% of container throughput in 2016. Grain
export destinations are diversified with no single export market
representing more than 20%. Over 40% of grain transhipments are
currently handled by a US agribusiness giant, Cargill, a 25%+1
shareholder in the grain terminal.

DeloPorts operates in a dynamic and competitive environment in
both container and grain segments. There are similar competing
container and grain terminals in the port of Novorossiysk. In the
container segment, DeloPorts also competes indirectly with other
terminals in the Baltic Sea region as well as in the Far East. In
the grain segment, DeloPorts competes with other deep water ports
in the Black Sea.

Competition Dampens Price Flexibility: Price Risk - Midrange
In 2013 price regulation was eliminated in most Russian ports
allowing DeloPorts to manage tariffs independently, although
NUTEP is still registered as a natural monopoly in transport.
Tariffs are charged in USD. The contraction of volumes in 2015
and lower asset utilisation rates increased price competition in
the Russian container market. However NUTEP's average tariff
decreased only marginally in 2015 and was close to pre-crisis
level in 2016. For grain transhipment DeloPorts has consistently
lowered tariffs by 10%-15% in the past two years to reflect
market conditions and maintain market share given the competition
in Azov-Black sea basin. DeloPorts does not benefit from minimum
price guarantees.

External Funding For Expansion: Infrastructure Development and
Renewal - Midrange

In 2015-2016 DeloPorts started two expansion projects. The
container terminal project aims to double capacity to 700,000
TEUs and to enable NUTEP to receive larger vessels. The expansion
of the container terminal does not benefit from minimum
contracted volumes and the incremental volumes are therefore
subject to uncertainty. Grain terminal investments target to
increase the grain terminal's throughput by 43% to 5 million
tonnes and to modernise the associated infrastructure. In 2016,
grain terminal operation was close to its capacity. Management
expects to complete the main construction works in 2017-2018.
DeloPorts expects to fund the NUTEP capex programme through
additional external debt and KSK capex mostly through internally
generated funds. No significant maintenance capex is expected
over the medium term.

Mixed Structural Features, Manageable Refinance Risk In 2018:
Debt Structure - Midrange

Our assessment is of the group's consolidated debt, comprising
the bond and bank loans. The Midrange assessment reflects various
financing instruments within the group with stronger, midrange
and weaker features.

The RUB3 billion bond issued by the holding company due in
November 2018 is unsecured, largely uncovenanted, fixed rate, and
represents 47% of the consolidated group outstanding debt as of
December 2016. The bank loans raised at Opco level (USD55.5
million outstanding at YE2016) with floating USD Libor exposure
will amortise until 2018. In 4Q16 DeloPorts raised a new EUR19.6
million financing for the towing boat business under its TOS
operating subsidiary. The new loan is amortising and will mature
in November 2026. Fitch views the foreign currency risk on the
bank loans as naturally hedged given that tariffs are USD-
denominated, despite some short-term conversion risk as half of
revenues are collected in roubles at the prevailing spot rate and
then converted to US dollars within a short timeframe.

The scheduled repayment of around 70% of senior debt in 2018
represents a significant maturity concentration risk. However,
Fitch currently considers this risk as manageable. DeloPorts is
exploring the refinancing of forthcoming bond maturity in
November 2018 with a new longer dated bond. Fitch has modelled
the updated debt profile in line with management's assumptions.

FINANCIAL PROFILE

Under Fitch's rating case, the company's maximum leverage is now
forecast to be slightly higher 2.7x in 2018 than the previously
anticipated peak of 2.6x in 2017 and to remain below 2.5x from
2019. Fitch has revised grain and container volumes assumptions
upwards based on actual operating data, higher incremental
borrowings for the ongoing capex programme, lower grain tariff
assumptions as well as a stronger Russian rouble (long-term
USD/RUB 60) cumulatively result in higher leverage projections
under Fitch's rating case.

At YE2016 the company extended a shareholder loan of USD45
million to its parent company in addition to regular dividend
distributions. Fitch treats the whole loan as a distribution to
shareholders, although Fitch understand that some of it may be
returned with interest. In Fitch views, this new practice
highlights the lack of a clear dividend policy.

PEERS

Russian port operator Global Ports Investments Plc (GPI; BB-
/Negative; based on a BB consolidated profile) is DeloPorts'
closest peer. GPI is materially larger than DeloPorts, has a
dominant position in Russian container market and more
transparent corporate governance. However, DeloPorts has lower
leverage and a more balanced mix of cargo, with grain export
partially offsetting the largely import oriented container
business.

Turkish ports Global Liman Isletmeleri A.S. (GPH, BB-/Negative)
and Mersin Uluslararasi Liman Isletmeciligi A.S. (MIP, BBB-
/Stable) are also comparable peers. MIP is a larger port that
benefits from a more diversified revenue stream. GPH is a closer
peer but with more volume concentration than DeloPorts. Both
Mersin and GPH are more leveraged than DeloPorts.

RATING SENSITIVITIES

Future developments that could lead to negative rating action on
DeloPorts and its notes include:

- DeloPorts's consolidated debt/EBITDA exceeding 2.5x on a
   sustained basis in Fitch's rating case.
- Adverse policy decisions related to tariff regulation, grain
   exports or geopolitical events affecting the port sector.
- A completion of NUTEP's 49% stake sale to DP World, if it is
   established that the transaction may weaken the ability of the
   holding company to service its bond in the context of the
   presence of a strong minority shareholder.
- A failure to adequately manage forthcoming debt maturities in
   2018 within the next 12 months.

Future developments that could lead to positive rating action on
DeloPorts and its notes include:

- Continued positive operational performance combined with
timely
   and on budget completed investment programme and successful
   mitigation of maturity concentration risk by extending debt
   maturities beyond 2018.

TRANSACTION SUMMARY

LLC DeloPorts is a privately-held Russian holding company that
owns and operates several stevedoring assets in the Russian port
of Novorossiysk. Its two main subsidiaries are the container
terminal NUTEP (where DeloPorts currently holds 100%) and the
grain terminal KSK (where Deloports holds 75% - 1 share).


IDEA BANK: Bank of Russia Inspects Financial Standing
-----------------------------------------------------
The provisional administration of PJSC IDEA Bank appointed by
Bank of Russia Order No. OD-4617, dated December 19, 2016, due to
the revocation of its banking license, held an inspection of the
bank's financial standing and revealed a poor quality of its loan
portfolio resulted from lending to shell companies, fictitious
loan servicing to conceal earlier transactions to withdraw
assets, as well as cash shortage in the tills of the bank,
according to the press service of the Central Bank of Russia.

On February 21, 2017, the Court of Arbitration of the Krasnodar
Territory recognized the bank as insolvent (bankrupt) with the
state corporation Deposit Insurance Agency appointed as a
receiver.

The Bank of Russia submitted the information on financial
transactions bearing the evidence of the criminal offences
conducted by the former management and owners of PJSC IDEA Bank
to the Prosecutor General's Office of the Russian Federation, the
Ministry of Internal Affairs of the Russian Federation and the
Investigative Committee of the Russian Federation for
consideration and procedural decision making.


KUBANSKY UNIVERSAL: Liabilities Exceed Assets, Assessment Shows
---------------------------------------------------------------
The provisional administration to manage Commercial Bank Kubansky
Universal Bank (LLC), further -- the Bank, as appointed by Bank
of Russia Order No. OD-3674, dated October 27, 2016, following
banking license revocation, conducted a review of the Bank's loan
portfolio; this review found that the Bank's credit exposure was
undervalued by as much as RUR840 million, according to the press
service of the Central Bank of Russia.

The provisional administration estimates the value of the Bank
assets to be not more than RUR1,286.9 million, vers. RUR1,938.8
million of its liabilities to creditors.

On January 16, 2016, the Arbitration Court of the Krasnodar
Territory recognized the Bank as insolvent (bankrupt).  The State
Corporation Deposit Insurance Agency was appointed as a receiver.

The Bank of Russia submitted the information on the financial
transactions bearing the evidence of the criminal offence
conducted by the former management and owners of the Bank to the
Prosecutor General's Office of the Russian Federation, the
Ministry of Internal Affairs of the Russian Federation and the
Investigative Committee of the Russian Federation for
consideration and procedural decision making.


NBD BANK: Moody's Raises Long-Term Deposit Ratings to Ba3
---------------------------------------------------------
Moody's Investors Service has upgraded NBD Bank's long-term local
and foreign-currency deposit ratings to Ba3 from B1 and changed
the outlook on these deposit ratings to stable from positive.

The rating agency has also upgraded NBD Bank's baseline credit
assessment (BCA)/adjusted BCA to ba3 from b1 and its Counterparty
Risk Assessment (CR Assessment) to Ba2(cr) from Ba3(cr).
Concurrently, Moody's affirmed the bank's Not Prime short-term
local and foreign-currency deposit ratings and its Not Prime(cr)
short-term CR Assessment. The overall outlook on the bank's
ratings has changed to stable from positive.

RATINGS RATIONALE

The upgrade of NBD Bank's ratings reflects the bank's robust
financial fundamentals and its demonstrated resilience to the
economic and banking downturns of 2008-2009 and 2014-2015.

NBD Bank consistently reports strong profitability, with average
pre-provision income of 4.1%, average net interest margin of 6.0%
and average return on average assets (ROAA) of 2.4% in 2012-2016.
The bank has a solid capital buffer (Basel I Tier 1 of 22.5% as
of December 31, 2016), which strengthened as a result of the
recent loan book contraction, in line with the sector trend.
Moody's expects that in the next 12-18 months, the bank will
sustain its strong internal capital generation capacity, meaning
that the planned 10-11% loan growth in 2017 can be achieved
without a reduction in the capital adequacy levels.

NBD Bank's funding and liquidity profile is solid, with its
dependence on wholesale funding reduced to less than 7% of
tangible assets, and unencumbered liquid assets covering more
than 50% of total liabilities, as of January 1, 2017.

WHAT COULD MOVE THE RATINGS UP/DOWN

NBD Bank's Ba3 deposit ratings are relatively high in Russia's
context, and the potential for their upgrade currently appears
remote. A pre-requisite for any further positive rating actions
would be a substantial improvement in banks' operating conditions
in Russia, including strong borrower demand for new lending and
emergence of new profitable and relatively low-risk niches on the
local financial services market.

Moody's do not anticipate any negative rating action on NBD Bank
over the next 12 to 18 months. However, the ratings could be
downgraded if Moody's observes a deterioration of the operating
environment in Russia that results in the bank's financial
fundamentals eroding beyond Moody's current expectations.

PRINCIPAL METHODOLOGY

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

Headquartered in Nizhny Novgorod, Russia, NBD Bank reported -- at
January 1, 2017 -- total IFRS assets of RUB19.4 billion and total
equity of RUB4.2 billion. The bank's IFRS profits for 2016
amounted to RUB0.6 billion (based on unaudited data).


RFA JSC: Liabilities Exceed Assets, Assessment Shows
----------------------------------------------------
The provisional administration to manage Joint-stock Commercial
Bank RFA, (further -- the Bank) as appointed by Bank of Russia
Order No. OD-4403, dated December 9, 2016, following banking
license revocation, conducted a probe into the Bank's financial
standing; the probe found a shortage of cash to a total of over
RUR143 million, according to the press service of the Central
Bank of Russia.

Furthermore, the provisional administration established that in
the run-up to the revocation of its license, the Bank conducted
transactions which appear to be either attempts at asset
siphoning off or attempts at concealing the previous asset
siphoning off.  The probe found, inter alia, that at the time of
solvency problems the Bank extended loans to companies of
doubtful solvency to a total of over RUR100 million.

The provisional administration estimates the value of the Bank
assets to total under RUR83.7 million, vers. RUR323.7 million of
its liabilities to creditors.

On February 9, 2017, the Court of Arbitration of the City of
Moscow ruled to recognize the Bank as insolvent (bankrupt) and
initiate bankruptcy proceedings. The State Corporation Deposit
Insurance Agency was appointed as a receiver.

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


VEGA BANK: Liabilities Exceed Assets, Assessment Shows
------------------------------------------------------
The provisional administration to manage Commercial Bank Vega
Bank Limited Company, further -- the Bank, as appointed by Bank
of Russia Order No. OD-4397, dated December 9, 2016, following
banking license revocation, conducted a probe into the Bank's
financial standing, according to the press service of the Central
Bank of Russia.  The probe found that in the run-up to the
revocation of the license the credit institution's management and
owners conducted transactions to transfer liquid assets out of
the bank and replace them with credit claims on loans to
borrowers of doubtful solvency, as well as to unencumber the real
estate pledged to the Bank.

The provisional administration estimates the value of the Bank
assets to be under RUR2,694.5 million, vers. RUR3,597.9 million
of its liabilities to creditors including RUR2,565.7 million to
individuals.

On March 1, 2017, the Arbitration Court of the City of Moscow
recognized the Bank as insolvent (bankrupt). The State
Corporation Deposit Insurance Agency was appointed as a receiver.

The Bank of Russia submitted the information on financial
transactions bearing the evidence of the criminal offence
conducted by the Bank's former management and owners to the
Prosecutor General's Office of the Russian Federation, the
Ministry of Internal Affairs of the Russian Federation and the
Investigative Committee of the Russian Federation for
consideration and procedural decision making.


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


GRUPO ANTOLIN: Moody's Affirms Ba3 CFR, Outlook Positive
--------------------------------------------------------
Moody's Investors Service has affirmed the Ba3 corporate family
rating and the Ba3-PD probability of default rating of Grupo
Antolin-Irausa, S.A. (Grupo Antolin). Concurrently, Moody's has
also assigned a Ba3 rating to the EUR400 million of senior
secured notes (due 2024) intended to be issued by Grupo Antolin
and affirmed the instrument rating of the existing EUR400 million
senior secured notes issued by Grupo Antolin Dutch B.V (due
2022). The rating agency will likely withdraw the Ba3 rating for
the existing EUR400 million of senior secured notes issued by
Grupo Antolin Dutch B.V. (due 2021) once Grupo Antolin has repaid
them using the proceeds of this transaction. The outlook for all
ratings has been changed to positive from stable.

RATINGS RATIONALE

"The positive outlook reflects Grupo Antolin's strong financial
performance in 2016 and the successful integration of Magna's
interiors business which Moody's expects to continue in 2017,"
says Scott Phillips, a Moody's Vice President -- Senior Analyst
and Lead Analyst for Grupo Antolin. "The re-financing is also
supportive because it reduces the group's interest costs and
extends its debt maturity profile," added Mr. Phillips.

Moody's estimates that at the end of 2016, Grupo Antolin's
leverage (as measured by debt / EBITDA, adjusted by Moody's) was
around 3x, which compares favorably with the agency's
expectations for the current rating (of between 3.5-4x). While
the disposal of the group's seating and metal business (announced
in February 2017) will cause leverage to rise modestly by around
0.3x (on a pro-forma basis) in 2017, Moody's viewed the
transaction positively because the cash proceeds will remain
within the company, supporting its liquidity profile. Despite
this one-off effect, the rating agency expects that Grupo
Antolin's leverage will remain around 3x over the next 12-24
months. This reflects Moody's expectations for low single digit
revenue growth and a modest improvement in profitability. The
latter reflects primarily the agency's expectations for further
synergistic benefits relating to the group's acquisition of
Magna's interiors business. If Grupo Antolin can sustain these
achieved metrics an upgrade in the next 6-12 months is possible.

On Tuesday 4 April, Grupo Antolin announced its intention to re-
finance its existing senior secured notes with new notes. Moody's
believes the transaction will improve the company's financial
risk profile by reducing its interest burden and strengthening
its liquidity by reducing re-financing risk. In conjunction with
this transaction, Grupo Antolin will also further reduce gross
indebtedness with its existing cash balance.

Moody's considers Grupo Antolin's liquidity profile to be
adequate. At the end of 2016, the company's cash balance was
around EUR300 million and it had full access to its EUR 200
million revolving credit facility. Over the next 12-24 months the
rating agency expects the group will generally generate positive
levels of free cash flow (FCF) albeit 2017 will likely be a
weaker year reflecting higher capital expenditure.

WHAT COULD MOVE THE RATING -- UP/DOWN

Moody's could consider upgrading the ratings of Grupo Antolin can
sustain current metrics for a couple of quarters, namely if
leverage remains sustainably below 3.5x with EBITA margins
comfortably above 7%. An upgrade would also require FCF / debt to
be in the mid-single digit range. Conversely, Moody's could
downgrade the ratings if leverage were to rise above 4x, EBITA
margins were to fall below 5% or with material negative free cash
flow generation.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in June 2016.

Headquartered in Burgos / Spain, Grupo Antolin-Irausa, S.A. is a
family owned tier 1 supplier to the automotive industry. It
focuses on the design, development, manufacturing and supply of
components for vehicle interiors, which includes cockpits,
overheads (headliners), door trims, and interior lighting
components. In 2016, revenue amounted to EUR5.2 billion.


GRUPO ANTOLIN: S&P Affirms 'BB-' LT Corp. Rating, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term corporate rating
on Grupo Antolin Irausa SA.  The outlook is stable.

S&P also assigned its 'BB-' issue rating to the proposed
EUR400 million senior secured notes to be issued by Grupo
Antolin. The recovery rating is '3', indicating S&P's expectation
of meaningful (50%-70%; rounded estimate: 60%) recovery in case
of a default.

At the same time, S&P affirmed its 'BB-' issue ratings on the
company's existing senior secured notes and bank loans.  The
recovery rating remains '3', indicating meaningful (50%-70%;
rounded estimate: 60%) recovery in case of a default.

The affirmation reflects S&P's view that Grupo Antolin's plans to
refinance its existing EUR400 million of senior secured notes due
2021 with new notes of the same amount maturing in 2024 will
enhance the company's debt maturity profile and likely reduce the
annual cash interest cost, but have only a marginal impact on its
credit metrics overall.

S&P notes that 2016 was the first full year that the Magna
Interiors division was part of Grupo Antolin's operations, since
the business was acquired in the third quarter of 2015.  While
synergies are on track with the company's expectations, S&P's
adjusted EBITDA margin for Grupo Antolin decreased to about 9.0%
in 2016 from 10.4% in 2015.  This is because the reported EBITDA
margin of the cockpits division remained very low at about 4% in
comparison with that for the rest of the group.

Due to the sale of the high-margin seating and metals division
that the company expects will close in the first half of 2017,
and the competitive nature of the industry, S&P sees some risks
of margin dilution in 2017.  However, this should be partly
offset by further improvements in the cockpits business with
reported EBITDA margin in the 6%-7% range.  Overall, S&P
forecasts that Grupo Antolin will be able to deliver an adjusted
EBITDA margin of about 9% in 2017; leading to a solid funds from
operations (FFO) to debt ratio in the 20%-25% range.

At the same time, S&P expects that Grupo Antolin's free operating
cash flow (FOCF) will likely turn negative this year, albeit only
temporarily.  This is mainly due to the increased envelope for
capital expenditure (capex) investments.  S&P understands that
the company plans to invest up to 7%-8% of its revenues in 2017
to support growth in all of its segments, particularly in the
doors division in the U.S.  The company seems to also be focusing
on projects in China, where it currently has a limited presence.

S&P further notes that adjusted debt protection measures will be
supported by the cash proceeds expected from the sale of the
seating and metals division, which should amount to
EUR285.6 million.  S&P understands that part of the proceeds will
be used to repay local debt facilities, but the bulk will be used
to finance the company's growth strategy.  S&P's base-case
scenario does not include any significant acquisitions.

S&P continues to incorporate a one-notch negative adjustment in
its long-term rating on Grupo Antolin, based on S&P's comparison
of the group with its peers.  This adjustment reflects S&P's
opinion that Grupo Antolin's business risk profile is not as good
as that of Spanish auto supplier Gestamp, which benefits from a
better competitive position and stronger profitability metrics.

The stable outlook reflects S&P's view that Grupo Antolin will
post an adjusted EBITDA margin of about 9% in 2017.  S&P also
believes the group will maintain an FFO-to-debt ratio of
approximately 20%-25% and generate slightly negative FOCF due to
large capex investments.

S&P could consider a positive rating action if Grupo Antolin
improved its operating profitability further through continued
turnaround of its cockpits division as well as successful ramping
up of new orders from car manufacturers.  Numerically, this would
translate into FFO to debt between 25% and 30% and positive FOCF
generation.  Any upgrade would hinge on management's commitment
to sustaining stronger credit ratios.

S&P may consider a negative rating action if Grupo Antolin failed
to maintain adjusted FFO to debt of more than 20%.  Such a
scenario could unfold if EBITDA declined markedly, owing to an
industry downturn or market share losses.  S&P could also
downgrade the group if it carried out another large debt-financed
acquisition or significantly increased shareholder remuneration,
although S&P acknowledges that the current debt documentation
limits dividend payments.


SANTANDER HIPOTECARIO 3: S&P Affirms D Ratings on 3 Note Classes
----------------------------------------------------------------
S&P Global Ratings affirmed its credit ratings on all classes of
Fondo de Titulizacion de Activos Santander Hipotecario 3's notes.

The affirmations follow S&P's credit and cash flow analysis of
the most recent transaction information that S&P has received as
of the January 2017 investor report.  S&P's analysis reflects the
application of its European residential loans criteria and its
current counterparty criteria.

Credit enhancement levels for the asset-backed class A1 to D
notes, based on the performing balance have increased for all
classes of notes since S&P's previous review.

Class          Available CE (%)                 Available CE
           as of March 2017 (%)          as of Dec. 2014 (%)

A1                         4.60                         1.57
A2                         4.60                         1.57
A3                         4.60                         1.57
B                         (2.80)                       (4.72)
C                         (7.23)                       (8.49)
D                        (13.95)                      (14.21)
E                        (16.57)                      (16.44)

CE--Credit enhancement.

This transaction features an amortizing reserve fund, which the
class F notes' issuance funded at closing.  It has been fully
depleted since October 2008.

Severe delinquencies of more than 90 days, at 2.46%, are lower
for this transaction than S&P's Spanish residential mortgage-
backed securities (RMBS) index.  Defaults are defined as mortgage
loans in arrears for more than 18 months in this transaction.

After applying S&P's European residential loans criteria to this
transaction, its credit analysis results show a decrease in the
weighted-average foreclosure frequency (WAFF) and an increase in
the weighted-average loss severity (WALS) for each rating level.

Rating level      WAFF (%)    WALS (%)
AAA                 27.94        50.88
AA                  21.47        46.87
A                   17.84        39.52
BBB                 13.22        35.30
BB                   8.92        32.22
B                    7.64        29.32

The decrease in the WAFF is mainly due to the seasoning
distribution, the arrears' decrease, and the current loan-to-
value ratio decrease as a consequence of pool amortization.  The
decrease in the WALS is mainly due to the application of S&P's
revised market value decline assumptions.  The overall effect is
a reduction in the required credit coverage for each rating
level. However, the transaction's undercollateralization weakens
the structure: According to the January 2017 payment date report,
there is a principal deficiency of EUR177 million.  As a
consequence, the class B to E notes are undercollateralized.

As the interest rate swap in this transaction satisfies S&P's
current counterparty criteria at its currently assigned rating
levels on the notes, S&P gave benefit to it in its analysis.

The transaction features an interest deferral trigger mechanism
for the class B, C, D, and E notes, based on the level of
cumulative defaults over the original balance of the assets.  The
class E and D notes breached their triggers in July 2013 and
2014, respectively.  S&P do not expect that the class B and C
notes will breach their triggers in the near term.  The level of
cumulative defaults increased to 8.09% as of the January 2017
payment date. The class B and C notes' interest deferral triggers
are 14% and 11% of their respective cumulative defaults.

Since the reserve is fully depleted because it was used to
artificially provision for defaults, there is an amortization
deficit totaling EUR177.45 million.  At S&P's previous review,
the amortization deficit was EUR194.23 million.  Since July 2016,
the class A and B notes have not been paying interest due to the
negative reference index, i.e., three-month Euro Interbank
Offered Rate (EURIBOR).  This has increased the class A notes'
amortization.

Taking into account the results of S&P's updated credit and cash
flow analysis and the application of its current counterparty
criteria, S&P considers that the class A1, A2, A3, B, and C
notes' available credit enhancement levels are commensurate with
their currently assigned ratings.  S&P has therefore affirmed its
ratings on these classes of notes.  These notes have amortized
pro rata since April 2008, when the level of loans in arrears for
more than 90 days (including defaults and repossessions) reached
1.50%. According to the transaction documents, the class A notes'
pro rata trigger is non-reversible.  Therefore, the class A notes
will continue to amortize pro rata until they fully repay.

The class D, E, and F notes have been defaulting on their
interest payments since the July 2014, July 2013, and April 2008
payment dates, respectively.  S&P has therefore affirmed its 'D
(sf)' ratings on these tranches.

S&P also considers credit stability in its analysis.  To reflect
moderate stress conditions, S&P adjusted its WAFF assumptions by
assuming additional arrears of 8%, split equally between the one-
and three-month buckets for a one-year horizon, and 8% arrears
concentrated in the three-month bucket for the three-year
horizon. This did not result in S&P's rating deteriorating below
the maximum projected deterioration that S&P would associate with
each relevant rating level, as outlined in S&P's credit stability
criteria.

Santander Hipotecario 3 is a Spanish RMBS transaction, which
closed in April 2007 and securitizes first-ranking mortgage
loans. Banco Santander S.A. originated the pool, which comprises
loans granted to prime borrowers with high loan-to-value ratios
at origination, mainly located in Catalonia, Madrid, and
Andalusia.

RATINGS LIST

Class              Rating


Fondo de Titulizacion de Activos Santander Hipotecario 3
EUR2.822 Billion Mortgage-Backed Floating-Rate Notes and An
Overissuance Of Floating-Rate Notes

Ratings Affirmed

A1                 BB- (sf)
A2                 BB- (sf)
A3                 BB- (sf)
B                  CCC+ (sf)
C                  CCC- (sf)
D                  D (sf)
E                  D (sf)
F                  D (sf)


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


TURKIYE HALK: Moody's Puts Ba1 Ratings on Review for Downgrade
--------------------------------------------------------------
Moody's Investors Service has placed Turkiye Halk Bankasi A.S.
(Halkbank's) long-term foreign- currency senior unsecured debt
and long-term local- currency deposit ratings (Ba1) and long-term
foreign currency deposit rating (Ba2) on review for downgrade.

Halkbank's ba2 standalone Baseline Credit Assessment (BCA) was
also placed on review for downgrade.

A full list of affected ratings can be found at the end of this
press release.

RATINGS RATIONALE

Moody's review will focus on the potential implications on
Halkbank's financial fundamentals of the US authorities'
investigation related to alleged transactions with prohibited
parties, which led to the arrest of the bank's deputy CEO on 29th
March.

The rating agency notes that limited public information is
available on the investigation at present. In this context, the
review will focus on the extent to which the investigation may
impact bank-specific investor and counterparty confidence,
thereby affecting the cost of market funding for Halkbank or
potentially limiting access to wholesale markets on which the
bank relies. The review will also assess changes in the growth
potential of the bank's business activities and profitability,
and evaluate the degree to which the investigation may be focused
on the bank itself. In Moody's view, given the challenging
operating environment in Turkey, the legal risk may put
additional pressure on Halkbank's financial fundamentals.

Moody's notes Halkbank has increased dependence on wholesale
market over the past 3 years, with a loan-to-deposit ratio
converging with the Turkish system average of above 120%, thus
exposing the bank to any volatility in investor sentiment. The
bank's total capitalisation is somewhat weaker than its Turkish
peers, with Moody's adjusted Tier 1 ratio declining to 10% as at
end-2016 from 11.5% as at end-2015. While the bank's asset
quality, with problem loans at 3.2% as at end-2016, is in line
with the market average, loan performance is likely to
deteriorate further in light of the subdued economic growth in
Turkey. These factors had been drivers for the previous negative
outlook on the bank's deposit and debt ratings, which are
therefore particularly vulnerable to any additional detrimental
impact arising from the investigation.

The review will also take into account any further evidence of
the government's willingness to provide support in case of need
for the bank. Currently, Moody's assumes a very high probability
of support for this majority government-owned bank, resulting in
a one notch uplift for the long-term local-currency deposit
rating (Ba1), from the bank's (ba2) standalone BCA.

WHAT COULD MOVE THE RATINGS UP/DOWN

The standalone BCA could be adjusted downward if the
investigation and/or associated fines, if any, result in a
material impact on the bank's profitability and/or capital
position. An evidence of restricted market access and failure to
refinance existing obligations would also result in a downward
pressure on the bank's standalone rating.

Given the negative pressures on the bank's standalone
performance, an upgrade is unlikely in the short-term.

Long-term deposit or debt ratings, which incorporate an uplift
from government support, could be affected by changes in the
sovereign rating, Moody's views on the government's willingness
to provide support, or changes to sovereign ceilings.

PRINCIPAL METHODOLOGY

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

LIST OF AFFECTED RATINGS

Issuer: Turkiye Halk Bankasi A.S.

Placed on Review for Downgrade:

-- LT Bank Deposit (Local Currency), currently Ba1, Outlook
Changed To Rating Under Review From Negative

-- LT Bank Deposit (Foreign Currency), currently Ba2, Outlook
Changed To Rating Under Review From Negative

-- Senior Unsecured Regular Bond/Debenture, currently Ba1,
Outlook changed To Rating Under Review From Negative

-- Subordinate, currently (P)B1 (hyb)

-- Adjusted Baseline Credit Assessment, currently ba2

-- Baseline Credit Assessment, currently ba2

-- LT Counterparty Risk Assessment, currently Ba1(cr)

Affirmations:

-- ST Bank Deposits (Local & Foreign Currency), Affirmed NP

-- ST Counterparty Risk Assessment, Affirmed NP(cr)

Outlook Actions:

Issuer: Turkiye Halk Bankasi A.S.

-- Outlook, Changed To Rating Under Review From Negative


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


CO-OP BANK: Parent Posts Loss After Writing Off Value of Stake
--------------------------------------------------------------
Ashley Armstrong at The Telegraph reports that the Co-operative
Group has slumped into the red for the first time since 2013
after writing off the value of its stake in the troubled Co-
operative Bank.

The mutual revealed pre-tax losses of GBP132 million for 2016 as
it took a GBP185 million hit after slashing the value of its 20%
holding in the Co-op Bank to zero, The Telegraph relates.

According to The Telegraph, the Co-op Bank has been put up for
sale amid concerns over its balance sheet strength as it
continues to suffer following its rescue in 2013 after the
discovery of a GBP1.5 billion black hole in its finances, which
left it majority controlled by US hedge funds.

Steve Murrells, who replaced Richard Pennycook as chief executive
five weeks ago, said that the Co-op was focused on "getting the
best result from the sale of the bank for our members", The
Telegraph relays.

If the sale process fails, the Co-op Bank could have to raise
more capital or the Prudential Regulation Authority would have to
intervene -- which would be the first time regulators have
stepped in since the financial crisis, The Telegraph discloses.
Sir Richard Branson's Virgin Money was tipped this week as one of
a "number of credible strategic and financial parties" that might
be interested in buying the bank, The Telegraph states.

Mr. Murrells, as cited by The Telegraph, said that he would be
happy for the bank to keep its Co-op name provided the buyer
"maintained the ethical values and principles as expected in the
articles".

However, if the Co-op Bank is broken up -- which would mean that
the name could not be used by another party -- the mutual would
be free to launch its own new bank under the same banner, The
Telegraph states.  Mr. Murrells confirmed that the Co-op was
planning to enter into new markets and would not rule out the
launch of a bank, The Telegraph notes.

The Co-operative Bank is a retail and commercial bank in the
United Kingdom, with its headquarters in Balloon Street,
Manchester.  The bank has around four million customers and 105
branches.


DIVERSITY FUNDING: S&P Lowers Rating on Class E Notes to 'CCC-'
---------------------------------------------------------------
S&P Global Ratings lowered to 'CCC- (sf)' from 'B- (sf)' its
credit rating on Diversity Funding No. 1 Ltd.'s class E notes.
At the same time, S&P affirmed its 'D (sf)' rating on the class F
notes.

On the February 2017 interest payment date, there were interest
shortfalls to the class E and F notes, and an additional
principal deficiency ledger (PDL) amount of GBP2.3 million was
allocated to the class E notes.  In S&P's view, the interest
shortfall to the class E notes is covered by the available funds
cap (AFC) that lowers payments due to lost interest from
prepayments.  However, the risk of a payment default on that
class has increased, in S&P's view.  Without excess spread to
cure the PDL, the payment of principal is dependent upon
favorable business, financial, or economic conditions, in S&P's
view.  In addition, the risk of the liquidity facility becoming
unavailable to service the notes' interest has increased given
the higher amount of principal deficiency assigned to it.

S&P's ratings in Diversity Funding No. 1 address the timely
payment of interest, payable quarterly in arrears, and the
payment of principal no later than the February 2046 legal final
maturity date.

S&P believes that there is at least a one-in-two likelihood that
the class E notes will experience a payment default.  S&P has
therefore lowered to 'CCC- (sf)' from 'B-(sf)' its rating on
these notes, in line with S&P's criteria for assigning 'CCC'
category ratings.

At the same time, S&P has affirmed its 'D' rating on the class F
notes.  This class of notes has previously experienced interest
shortfalls not covered by the AFC.  This is in line with S&P's
criteria.

RATINGS LIST

Diversity Funding No. 1 Ltd.
GBP1.145 bil variable reference rate notes
                                    Rating
Class            Identifier         To                   From
E                XS0330907659       CCC- (sf)            B- (sf)
F                XS0332618296       D (sf)               D (sf)


HARBEN FINANCE: Moody's Assigns (P)Caa1 Rating to Cl. G Debt
------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
following classes of notes to be issued by Harben Finance 2017-1
plc:

Issuer: Harben Finance 2017-1 plc

-- GBP [*]M Class A mortgage backed floating rate notes due
August 2056, Assigned (P)Aaa (sf)

-- GBP [*]M Class B mortgage backed floating rate notes due
August 2056, Assigned (P)Aa1 (sf)

-- GBP [*]M Class C mortgage backed floating rate notes due
August 2056, Assigned (P)A1 (sf)

-- GBP [*]M Class D mortgage backed floating rate notes due
August 2056, Assigned (P)Baa1 (sf)

-- GBP [*]M Class E mortgage backed floating rate notes due
August 2056, Assigned (P)Baa3 (sf)

-- GBP [*]M Class F mortgage backed floating rate notes due
August 2056, Assigned (P)Ba1 (sf)

-- GBP [*]M Class G mortgage backed fixed rate notes due August
2056, Assigned (P)Caa1 (sf)

This transaction is the first securitisation of Prudential Loan
Investments S.a r.l. ("Prudential", not rated). The portfolio
consists of first lien BTL home loans extended to [9,633]
borrowers, with the current pool balance of approximately GBP
[1,952] million. A significant portion of the assets comes from a
pool backing the Aire Valley Master Trust. The portfolio will be
serviced by Topaz Finance Limited (NR), part of the Computershare
group.

RATINGS RATIONALE

The rating of the notes take into account, among other factors:
(1) the performance of the Aire Valley Master Trust; (2) the
credit quality of the underlying mortgage loan pool, (3) legal
considerations (4) the initial credit enhancement provided to the
senior notes by the junior notes and the reserve fund and (5) the
low level of excess spread.

Please note that on March 21, 2017, Moody's released a Request
for Comment, in which it has requested market feedback on
potential revisions to its Approach to Assessing Counterparty
Risks in Structured Finance. If the revised Methodology is
implemented as proposed, the Credit Rating on Harben Finance
2017-1 plc may be affected. Please refer to Moody's Request for
Comment, titled "Moody's Proposes Revisions to Its Approach to
Assessing Counterparty Risks in Structured Finance," for further
details regarding the implications of the proposed Methodology
revisions on certain Credit Ratings.

-- Expected Loss and MILAN CE Analysis

Moody's determined the MILAN credit enhancement (MILAN CE) and
the portfolio's expected loss (EL) based on the pool's credit
quality. The MILAN CE reflects the loss Moody's expects the
portfolio to suffer in the event of a severe recession scenario.
The expected portfolio loss (EL) of [2.3]% and the MILAN CE of
[15.0]% serve as input parameters for Moody's cash flow and
tranching model, which is based on a probabilistic lognormal
distribution.

MILAN CE for this pool is [15.0]%, which is higher than the UK
buy-to-let sector average of ca. 14.7%, owing to: (1) the
weighted average original loan-to-value (LTV) of [74.87]%, which
is higher than the LTV observed in other comparable UK BTL
transactions; (2) the historical performance of the pool (high
levels of arrears were observed in stressed scenarios); (3) the
weighted-average seasoning of [11.05] years; (4) the proportion
of interest-only loans ([89.26]%); and (5) benchmarking with
other UK BTL RMBS transactions as well as with the previous
transactions of Aire Valley.

The expected loss is [2.3]%, which is higher than the UK buy-to-
let sector average of ca. 1.7%, owing to: (1) the performance of
the originator's precedent transactions; (2) benchmarking with
comparable transactions in the UK BTL RMBS market; and (3) the
current economic conditions in the UK and the potential impact of
future interest rate rises on the performance of the mortgage
loans.

-- Operational Risk Analysis

Prudential Loan Investments will act as servicer facilitator, and
it will give the directives to the Long Term Servicer ant the
Interim Servicer on the administration of the portfolio. Topaz
Finance Limited ("Topaz") will act as a Long Term Servicer and
will start servicing the portfolio one year after closing.
Computershare Mortgage Services Limited will act as the Interim
Servicer and will service the portfolio for one year after
closing. Computershare Mortgage Services Limited has been
servicing the portfolio prior to closing. A back-up servicer
facilitator (Intertrust Management Limited) will be appointed at
closing. The backup servicer facilitator is required to find a
suitable replacement within 30 days if, amongst other things, the
servicer is insolvent or defaults on its obligation under the
servicing agreement. Citibank N.A., London Branch (A1 Senior
Unsecured/(P)P-1/A1(cr)) will act as cash manager. The collection
account is held at The Royal Bank of Scotland plc (A3/P-2 Bank
Deposits/A3(cr)) ("RBS"). There is a daily sweep of the funds
held in the collection account into the transaction account. In
the event RBS rating falls below Baa3 the collection account will
be transferred to an entity rated at least Baa3. The issuer
account is held at Citibank N.A., London Branch (A1 Senior
Unsecured/(P)P-1/A1(cr)) with a transfer requirement if the
rating of the account bank falls below A3.

-- Transaction structure

There is no General Reserve Fund in place at closing. The reserve
fund will be funded by the Available Revenues up to a target
amount of [2.5%] of Classes A and B initial amount less the
Liquidity Reserve Fund target, according to the priority of
payments. The General Reserve Fund can be used to cover
shortfalls in interest payments for Classes A to F as well as to
cure PDL. There will be a fully funded Liquidity Reserve Fund in
place at closing equal to [2.5]% of the Class A and B Notes
outstanding balance. Following the first IPD the Liquidity
Reserve Fund will be available to cover senior fees and interest
shortfalls on Class A and B Notes after using revenue and
principal proceeds. At closing, the Liquidity Reserve Fund
provides approx. 4 months of liquidity to the Class A assuming
Libor of 5.7%. Principal can be used as an additional source of
liquidity to meet shortfall on senior fees and interest on the
most senior outstanding class, principal can also be used to
cover interest payment for more junior classes subject to a PDL
condition.

-- Interest Rate Risk Analysis

The majority of the loans in the pool are BBR linked (ca.
[99.3]%) with the remaining small proportion being fixed rate
loans. There is no swap in the transaction to mitigate the risk
of mismatch between the index applicable to the loans in the pool
and the index applicable to the notes. Moody's has taken the
absence of swap into account in the stressed margin vector used
in the cash flow modelling.

Stress Scenarios:

-- Parameter Sensitivities

At the time the ratings were assigned, the model output indicated
that Class A notes would have achieved Aaa(sf), even if MILAN CE
was increased to 24% from 15.0% and the portfolio expected loss
was increased to 6.9% from 2.3% and all other factors remained
the same.

Moody's Parameter Sensitivities provide a quantitative/model-
indicated calculation of the number of rating notches that a
Moody's structured finance security may vary if certain input
parameters used in the initial rating process differed. The
analysis assumes that the deal has not aged and is not intended
to measure how the rating of the security might migrate over
time, but rather how the initial rating of the security might
have differed if key rating input parameters were varied.
Parameter Sensitivities for the typical EMEA RMBS transaction are
calculated by stressing key variable inputs in Moody's primary
rating model.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
September 2016.

The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.

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

Significantly different loss assumptions compared with Moody's
expectations at close due to either a change in economic
conditions from Moody's central scenario forecast or
idiosyncratic performance factors would lead to rating actions.

For instance, should economic conditions be worse than forecast,
the higher defaults and loss severities resulting from a greater
unemployment, worsening household affordability and a weaker
housing market could result in a downgrade of the ratings.
Downward pressure on the ratings could also stem from (1)
deterioration in the notes' available credit enhancement; (2)
counterparty risk, based on a weakening of a counter party's
credit profile, or (3) any unforeseen legal or regulatory
changes.

Conversely, the junior notes' ratings could be upgraded: (1) if
economic conditions are significantly better than forecasted; or
(2) upon deleveraging of the capital structure.

The provisional rating addresses the expected loss posed to
investors by the legal final maturity of the notes. In Moody's
opinion, the structure allows for timely payment of interest and
ultimate payment of principal with respect to the Classes A and B
Notes by the legal final maturity. In Moody's opinion, the
structure allows for ultimate payment of interest and principal
with respect to the Class C, Class D, Class E, Class F and Class
G notes by the legal final maturity. Moody's ratings only address
the credit risk associated with the transaction. Other non-credit
risks have not been addressed, but may have a significant effect
on yield to investors.

Moody's issues provisional ratings in advance of the final sale
of securities, but these ratings only represent Moody's
preliminary credit opinion. Upon a conclusive review of the
transaction and associated documentation, Moody's will endeavour
to assign definitive ratings to the Notes. A definitive rating
may differ from a provisional rating. Moody's will disseminate
the assignment of any definitive ratings through its Client
Service Desk. Moody's will monitor this transaction on an ongoing
basis. For updated monitoring information, please contact
monitor.rmbs@moodys.com.


MICRO FOCUS: Moody's Affirms B1 CFR, Outlook Stable
---------------------------------------------------
Moody's Investors Service has assigned a B1 instrument rating to
the new and amended bank facilities of Micro Focus International
plc (Micro Focus). Concurrently, Moody's has affirmed the B1
corporate family rating (CFR) and B1-PD probability of default
rating (PDR) of Micro Focus. The outlook on all ratings remains
stable.

The existing bank facilities at MA FinanceCo., LLC are amended
and complemented by additional new loans at both MA FinanceCo.,
LLC and Seattle Spinco, Inc. to support Micro Focus' merger with
the Software Business Segment of Hewlett Packard Enterprise
Company (HPE Software), which is expected to close in the third
quarter of 2017.

RATINGS RATIONALE

The B1 rating for the bank facilities is in line with the CFR and
reflects the pari passu structure with shared security and
guarantee packages. The amount of extended and new term loans, in
total $5 billion, and the $500 million revolving credit facility
are in line with Moody's previous expectations and sufficient to,
amongst other, finance the $2.5 billion cash payment to HPE
Software, a $500 million cash distribution to current Micro
Focus' shareholders and related transaction cost and fees.
Moody's notes that $0.4 billion of existing debt remains due in
November 2019 and $1.1 billion in November 2021, with some
related debt amortization. The new facilities will be due in 2024
and the revolver in 2022.

Moody's further views both operating performance and the
transaction as remaining on track. Micro Focus' B1 corporate
family rating is initially weakly positioned with an expected
Moody's adjusted leverage pro forma for the HPE Software
acquisition of around 3.5-3.7x debt/EBITDA expected as of 30
April 2017. Nevertheless, the stable outlook incorporates Moody's
expectations that HPE's Software business' profitability will be
able to quickly catch up towards the profitability of Micro Focus
existing businesses, thereby improving EBITDA figures
substantially. Given the significant size of the transaction
Moody's believes there are high execution risks. However, Micro
Focus has proven with the integration of Attachmate these
transactions can be handled successfully. Moody's also expects
initially high cash outflows related to these restructuring
measures. In addition, shareholder distributions are expected to
remain relatively sizeable (ca. 50% of net income) further
burdening free cash flow (FCF) generation.

Generally, the B1 CFR is supported by (1) improving customer
diversification following the addition of HPE's Software business
which has over 50,000 customers globally; (2) the company's broad
product portfolio of infrastructure software with satisfactory
market positions in most of its markets, many of which are
fragmented; (3) significant potential to improve profitability of
HPE Software by applying the same restructuring model as used
with the TAG transaction as well as (4) pro forma leverage in the
range of the TAG acquisition where management proved its ability
to accelerate envisaged synergies evidenced by achieving the
leverage target 7 months in advance of the original plan.

The rating also takes into consideration (1) the fact that the
combined product portfolio consists of mainly mature software
applications with only marginal or even declining revenue growth,
nevertheless strong cash generation as well as (2) significant
integration risk given the relative size of HPE Software and (3)
the challenge to generate sufficient cash flows that can be
applied to debt reduction to cope with declining parts of its
application portfolio.

Rating Outlook

The stable outlook anticipates a constant improvement in FCF
generation leading to an improvement in Moody's adjusted FCF/debt
ratio towards 8% over the next three years from an estimated pro
forma 2017 level of around 2%.

What could change the rating up/down

The ratings could be upgraded in case of a continued successful
integration of recent acquisitions, including HPE Software
thereby being able to at least stabilize current revenue declines
from the combined product portfolio and applying free cash flows
generated to materially reduce debt, thereby reducing debt/EBITDA
sustainably below 3.0x which should also be broadly in line with
publicly stated target of net debt to Facility EBITDA leverage of
2.5x within 2 years following closing in Q3 2017. On a pro forma
basis, following the Serena and HPE acquisition this measure is
estimated to be 3.5-3.7x by year-end 2017. Conversely, the
ratings could be downgraded in case of (1) a prolonged decline in
revenue, EBITDA or cash flow, particularly if there has not been
a material reduction in debt and leverage i.e., debt/EBITDA not
declining to below 3.5x in the next two years; (2) inability to
generate free cash flows (as Moody's-adjusted) of around $300
million p.a. from fiscal year 2018 onwards, as well as a material
deterioration in the company's liquidity profile.

List of affected ratings

Assignments:

Issuer: MA FinanceCo., LLC

-- Senior Secured Bank Credit Facility, Assigned B1

Issuer: Seattle Spinco, Inc.

-- Senior Secured Bank Credit Facility, Assigned B1

Affirmations:

Issuer: Micro Focus International plc

-- LT Corporate Family Rating, Affirmed B1

-- Probability of Default Rating, Affirmed B1-PD

Outlook Actions:

Issuer: MA FinanceCo., LLC

-- Outlook, Remains Stable

Issuer: Micro Focus International plc

-- Outlook, Remains Stable

Issuer: Seattle Spinco, Inc.

-- Outlook, Assigned Stable

The principal methodology used in these ratings was Software
Industry published in December 2015.

Headquartered in Newbury, UK, Micro Focus is a leading software
company specializing in software solutions that allow companies
to develop, test, deploy, assess and modernize business critical
applications.


PARKDEAN RESORTS: S&P Assigns 'B' CCR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings assigned its 'B' long-term corporate credit
rating to Richmond UK Holdco Ltd., parent of U.K.-based Parkdean
Resorts (PdR).  The outlook is stable.

At the same time, S&P assigned its 'B+' issue rating to Richmond
UK's senior secured credit facility, which consists of a GBP100
million revolving credit facility (RCF) due 2023 and a GBP575
million term loan due 2024.  The '2' recovery rating indicates
S&P's expectation for significant (70%-90%; rounded estimate:
75%) recovery of principal and interest for lenders in the event
of a payment default.

The ratings are in line with the preliminary ratings S&P assigned
on Jan. 24, 2017.

In addition, S&P withdrew its 'B' long-term corporate credit
rating on Parkdean Resorts Midco Ltd. (the entity being acquired)
and S&P's 'B+' issue rating on its existing GBP570 million senior
secured debt that has been redeemed.

S&P's rating on Richmond UK Holdco principally reflects the
company's high adjusted debt leverage, as well as a modestly
diversified and seasonal business with limited brand awareness.
The new capital structure includes GBP100 million RCF, a GBP575
million first-lien facility, and a GBP150 million second-lien
facility (not rated).  S&P also takes into account that the
financing includes GBP150 million from a ground rent transaction
that S&P understands closed in concurrent with the acquisition.
This includes the sale and leaseback of 10 of the company's
freehold properties.  In S&P's calculations, it capitalizes the
entire amount, deducting the relating capital gain taxes
associated with the transaction.

Richmond UK Holdco served as an investment vehicle to acquire
PdR. PdR was formed in November 2015, through the combination of
Park Resorts and Parkdean Holidays, which combined have 73
holiday park sites around the U.K.  The merger resulted in the
largest holiday park operator in the U.K. by number of parks, in
a very fragmented market.  S&P will refer to Richmond UK Holdco
as PdR in the rest of the article.

S&P's assessment of PdR's business risk profile as weak reflects
S&P's view of its limited geographic diversity, being based
solely in the U.K., and some limitations on its accommodation
offering in relation to the broader competitive tourism market.
This is because holiday parks such as PdR are typically only used
for holidays and weekend retreats and for a niche customer base.
PdR's business risk profile also reflects its exposure to
cyclical consumer discretionary spending, which could be
threatened by Brexit concerns.  In addition, there is a
moderately seasonal aspect to the group's revenues, which peak in
correlation with school holiday periods.  S&P understands that
PdR generates about 60% of EBITDA in the June to August period.
S&P also views brand recognition as low, when compared to the
majority of the broader leisure accommodation space.

However, S&P recognizes that PdR has a track record of revenue
resilience and stable operating performance, even in a
recessionary environment.  In addition, revenues are somewhat
predictable, particularly annual income paid by caravan owners
(representing about 20% of revenue), and occupancy rates are high
during peak periods.  Furthermore, S&P views the group's
profitability as average compared with lodging peers', with
reported EBITDA margins of above 25%.

The rating is constrained by S&P's assessment of PdR's highly
leveraged capital structure and its ultimate ownership by
private-equity firm Onex, which S&P considers a financial
sponsor.  This, in turn, affects S&P's assessment of PdR's
financial policy, including our belief in potential future debt-
funded acquisitions or further dividend recapitalization.
Although S&P views the change of ownership as relatively neutral
to the business, it expect the financial policy to be aggressive
given the initial high leverage being put in the business.  S&P
expects S&P Global Ratings-adjusted debt to EBITDA will be
significantly above 5.0x in 2017 (at around 6.9x, pro forma the
transaction).  S&P's debt calculation includes about GBP725
million of financial debt and is adjusted by about GBP170 million
of operating leases-like debt.  As part of the financing, Onex
and management are putting in place about GBP545 million in the
form of preference shares, which S&P considers pure equity, since
they fully comply with its conditions to be excluded from S&P's
leverage and coverage calculations.

S&P notes that its financial analysis is based on a third-party
due diligence report of the combined entity as full audited
accounts for the combined entity are not yet available.

The stable outlook reflects S&P's expectation of good operating
performance, with 3%-5% revenue growth over the next year, as
well as positive FOCF generation.  S&P also anticipates adequate
liquidity and credit metrics in line with a 'B' rating, with
adjusted EBITDA interest coverage clearly and sustainably above
2.0x.

S&P could lower the rating in the event that adjusted debt to
EBITDA increases notably above 7.0x, EBITDA interest coverage
falls to about 2.0x, or FOCF were to turn negative.  This would
likely occur as a result of a meaningful deterioration in
operating performance, or as result of leveraging transactions to
pursue acquisitions or return cash to shareholders.  S&P could
also take a negative rating action if it perceives any material
weakening in liquidity.

S&P sees rating upside as remote over the next 12-24 months,
given that the rating is currently constrained by the high
leverage of notably above 5.0x and its financial sponsor
ownership.  S&P could take a positive rating action if leverage
declined below 5.0x on a sustainable basis supported by a
conservative financial policy, while posting meaningfully
positive FOCF.


RIPON MORTGAGES: S&P Assigns 'BB' Rating to Class G Notes
---------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Ripon Mortgages PLC's class A to G notes.  S&P's preliminary
ratings address the timely receipt of interest and ultimate
repayment of principal to the class A notes.  The preliminary
ratings assigned to the class B to F notes are interest-deferred
ratings and address the ultimate payment of interest and
principal.

At closing, Ripon Mortgages will also issue unrated class R and Z
notes and X and Y certificates.

Ripon Mortgages is a securitization of a pool of buy-to-let
residential mortgage loans concentrated in London and southeast
England.

On the closing date, the issuer will purchase the beneficial
interest in a portfolio of U.K. residential mortgage buy-to-let
loans from the seller, using the notes' issuance proceeds.  The
legal title of each loan will remain with Bradford & Bingley and
Mortgage Express and will move to the long-term servicer on the
transfer date, which will be 12 months after closing (or earlier
in case a perfection trigger occurs).

Of the mortgage loans, 100% are flexible, which means that
relevant borrowers may request a capital redraw from the lender
of amounts representing previous overpayments.  In addition, an
amount not exceeding the total amount of previous overpayments
made by such borrower may be applied not as overpayments but
toward the borrowers' subsequent monthly payments up to a maximum
of six months (payment holiday).  If the relevant legal title
holder is unable to fund a borrow-back, the borrower may be able
to set off amounts payable under the loans.  There is no redraw
reserve in place to mitigate this risk.  S&P has determined the
potential redraw risk and have sized an additional 1.9% set-off
amount of the closing pool balance in our cash flow analysis.

The reserve fund comprises a liquidity reserve fund and a general
reserve fund.  The liquidity reserve fund's required amount is
2.5% of the outstanding balance of the class A and B notes and
amortizes as the class A and B notes amortize.  The liquidity
reserve is available to pay for senior fees and interest on the
class A and B notes and the class X certificates.  The general
reserve fund's required amount is 2.5% of the class A and B
notes' closing balance, minus the liquidity reserve fund.
Therefore, the amount at closing will be 0%. The general reserve
is available to provide credit enhancement to the notes
(excluding the class G, R, and Z notes).  The general reserve can
also be used to cover interest shortfalls on the class X
certificates and to cover any shortfalls on senior and junior
fees.

S&P's preliminary ratings reflect its assessment of the
transaction's payment structure, cash flow mechanics, and the
results of S&P's cash flow analysis to assess whether the notes
would be repaid under stress test scenarios.  Subordination, the
general reserve, and excess spread will provide credit
enhancement to the rated notes.  Taking these factors into
account, S&P considers that the available credit enhancement for
the rated notes is commensurate with the preliminary ratings
assigned.

RATINGS LIST

Ripon Mortgages PLC
Mortgage-Backed Floating-Rate And Unrated Notes

Class                Rating         Amount
                                  (mil. GBP)
A                    AAA (sf)          TBD
X certificates       N/A               TBD
B-Dfrd               AA (sf)           TBD
C-Dfrd               A+ (sf)           TBD
D-Dfrd               BBB+ (sf)         TBD
E-Dfrd               BBB (sf)          TBD
F-Dfrd               BB+ (sf)          TBD
G                    BB (sf)           TBD
R                    NR                TBD
Z                    NR                TBD
Y certificates       N/A               TBD

N/A--Not applicable. NR--Not rated. TBD--To be determined.


TALISMAN-6 FINANCE: Fitch Cuts Rating on Class C Notes to 'Dsf'
---------------------------------------------------------------
Fitch Ratings has downgraded Talisman-6 Finance plc's class C
notes, affirmed the others and withdrawn all ratings as follows:

EUR20.5 million class C (XS0294188882) downgraded to 'Dsf' from
'Csf'; Recovery Estimate (RE) revised to 0% from 55%, withdrawn

EUR0.0 million class D (XS0294189005) affirmed at 'Dsf'; RE 0%,
withdrawn

EUR0.0 million class E (XS0294189427) affirmed at 'Dsf'; RE 0%,
withdrawn

EUR0.0 million class F (XS0294189690) affirmed at Dsf; RE0%,
withdrawn

The transaction was the securitisation of nine commercial
mortgage loans originated by ABN AMRO Bank NV.

KEY RATING DRIVERS
The class C notes remained outstanding at their legal final
maturity in October 2016. The last property supporting the
Coconut Loan has been sold and aggregate proceeds of EUR27.4
million (including funds from rental receipts) allocated to the
class C notes. Fitch gives no credit to the remaining collateral.
The ratings on all the notes have been withdrawn following the
issuer's default.

RATING SENSITIVITIES

Not applicable.


* UK: Biggest Lenders to Undergo Toughest BoE Stress Test
---------------------------------------------------------
Kalyeena Makortoff at The Scotsman reports that Britain's biggest
lenders will have to prove they are able to withstand a sharp
slowdown in foreign appetite for UK assets as part of the Bank of
England's toughest stress test scenario to date.

It comes amid concerns the UK has become particularly vulnerable
to global investor sentiment after sterling collapsed and bond
yields soared in the wake of the Brexit vote, The Scotsman
relays.

"As highlighted in recent financial stability reports, the United
Kingdom's large current account deficit creates a vulnerability
to a reduction in foreign investor appetite for UK assets and
increases in funding costs for real-economy borrowers," The
Scotsman quotes the Bank of England as saying.  "The 2017
cyclical scenario incorporates a sudden increase in the rate of
return investors demand for holding sterling assets and an
associated fall in sterling."

The Bank will for the first time put lenders through two stress
scenarios, which will separately test their ability to withstand
pressures of ultra-low interest rates and rates rising towards
4%, The Scotsman discloses.

The so-called "exploratory" scenario will incorporate "severe and
synchronized" stress to both the British and global economy and
financial markets, with weak growth, low interest rates, stagnant
trade and cross-border banking activity, The Scotsman states.

It will also test whether lenders can face increased competition
from smaller, challenger banks and further misconduct costs, The
Scotsman says.  The scenario will cover a seven-year period, with
the results published in the fourth quarter of 2017, according to
The Scotsman.


===============
X X X X X X X X
===============


* BOOK REVIEW: Oil Business in Latin America: The Early Years
-------------------------------------------------------------
Author: John D. Wirth Ed.
Publisher: Beard Books
Softcover: 282 pages
List price: $34.95
Review by Gail Owens Hoelscher

Buy a copy for yourself and one for a colleague on-line at
http://is.gd/DvFouR

This book grew out of a 1981 meeting of the American Historical
Society. It highlights the origin and evolution of the state-
owned petroleum companies in Argentina, Mexico, Brazil, and
Venezuela.

Argentina was the first country ever to nationalize its
petroleum industry, and soon it was the norm worldwide, with the
notable exception of the United States. John Wirth calls this
phenomenon "perhaps in our century the oldest and most
celebrated of confrontations between powerful private entities
and the state."
The book consists of five case studies and a conclusion, as
follows:
* Jersey Standard and the Politics of Latin American Oil
Production, 1911-30 (Jonathan C. Brown)
* YPF: The Formative Years of Latin America's Pioneer State
Oil Company, 1922-39 (Carl E. Solberg)
* Setting the Brazilian Agenda, 1936-39 (John Wirth)
* Pemex: The Trajectory of National Oil Policy (Esperanza
Duran)
* The Politics of Energy in Venezuela (Edwin Lieuwen)
* The State Companies: A Public Policy Perspective (Alfred
H. Saulniers)

The authors assess the conditions at the time they were writing,
and relate them back to the critical formative years for each of
the companies under review. They also examine the four
interconnecting roles of a state-run oil industry and
distinguish them from those of a private company. First, is the
entrepreneurial role of control, management, and exploitation of
a nation's oil resources. Second, is production for the private
industrial sector at attractive prices. Third, is the
integration of plans for military, financial, and development
programs into the overall industrial policy planning process.
Finally, in some countries is the promotion of social
development by subsidizing energy for consumers and by promoting
the government's ideas of social and labor policy and labor
relations.

The author's approach is "conceptual and policy oriented rather
than narrative," but they provide a fascinating look at the
politics and development of the region. Mr. Brown provides a
concise history of the early years of the Standard Oil group and
the effects of its 1911 dissolution on its Latin American
operations, as well as power struggles with competitors and
governments that eventually nationalized most of its activities.
Mr. Solberg covers the many years of internal conflict over oil
policy in Argentina and YPF's lack of monopoly control over all
sectors of the oil industry. Mr. Wirth describes the politics
and individuals behind the privatization of Brazil's oil
industry leading to the creation of Petrobras in 1953. Mr. Duran
notes the wrangling between provinces and central government in
the evolution of Pemex, and in other Latin American countries.
Mr. Lieuwin discusses the mixed blessing that oil has proven for
Venezuela., creating a lopsided economy dependent on the ups and
downs of international markets. Mr. Saunders concludes that many
of the then-current problems of the state oil companies were
rooted in their early and checkered histories." Indeed, he says,
"the problems of the past have endured not because the public
petroleum companies behaved like the public enterprises they
are; they have endured because governments, as public owners,
have abdicated their responsibilities to the companies."
Jonh D. Wirth is Gildred Professor of Latin American Studies at
Standford University.



                            *********

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, Julie Anne L. Toledo, Ivy B. Magdadaro, and
Peter A. Chapman, Editors.

Copyright 2017.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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The TCR Europe subscription rate is US$775 per half-year,
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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202-362-8552.


                 * * * End of Transmission * * *