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

                           E U R O P E

            Wednesday, July 26, 2017, Vol. 18, No. 147


                            Headlines


B E L G I U M

LSF9 BALTA: S&P Upgrades Long-Term CCR to 'B+', Outlook Stable


D E N M A R K

SCANDFERRIES APS: S&P Affirms then Withdraws 'B+' Long-Term CCR


G E R M A N Y

TECHEM GMBH: Fitch Assigns BB(EXP) Rating to New Sr. Term Loan B


G R E E C E

GREECE: S&P Affirms 'B-/B' Sovereign Credit Ratings, Outlook Pos.


I R E L A N D

LANSDOWNE MORTGAGE 1: Moody's Cuts Rating on Cl. M1 Notes to Caa3
OAK HILL III: Moody's Assigns B2(sf) Rating to Class F-R Notes


K A Z A K H S T A N

QAZAQ BANKI: S&P Puts 'B-/B' Credit Ratings on Watch Neg.


N E T H E R L A N D S

CAIRN CLO V: Moody's Assigns B2(sf) Rating to Class F-R Notes
CONTEGO CLO II: Moody's Assigns (P)B2 Rating to Cl. F-R Notes


N O R W A Y

NORSKE SKOG: ISDA to Rule on Failure-to-Pay Credit Event Question


P O R T U G A L

LUSITANO SME 3: Moody's Hikes Rating on Cl. C Notes to Ba1(sf)


R U S S I A

JUGRA BANK: Prosecutors Oppose Record Depositor Payout
PERESVET BANK: Pays Coupons for BO-04 Exchange Bonds
TULA CITY: Fitch Withdraws BB- Long-Term Issuer Default Ratings
VENTRELT HOLDINGS: Fitch Affirms BB- LT IDR, Outlook Stable


S W I T Z E R L A N D

LIONS TRADING: FINMA Initiates Bankruptcy Proceedings


T U R K E Y

TURKEY: Fitch Affirms BB+ Long-Term IDR, Outlook Stable


U K R A I N E

KERNEL HOLDING: S&P Affirms 'B' CCR After UAI Acquisition
UKRAINIAN AGRARIAN: S&P Affirms then Withdraws 'B-' Long-Term CCR


U N I T E D   K I N G D O M

ALPHA TOPCO: Moody's Hikes CFR to B2, Outlook Stable
HBOS: Lloyds Makes GBP10MM Fraud Scandal Compensation Offer
PARAGON OFFSHORE: Comments on Old Paragon's Chapter 11 Filing


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B E L G I U M
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LSF9 BALTA: S&P Upgrades Long-Term CCR to 'B+', Outlook Stable
--------------------------------------------------------------
S&P Global Ratings said it has raised to 'B+' from 'B' its long-
term corporate credit rating on Belgium-based rugs and carpet
manufacturer LSF9 Balta Issuer S.A. The outlook is stable.

S&P said, "At the same time, we raised to 'BB' from 'BB-' our
issue rating on the existing EUR68 million super senior revolving
credit facility (RCF) maturing in 2021. The '1' recovery rating
on the debt is unchanged. We also raised to 'B+' from 'B' the
issue rating on Balta's EUR269.8 million senior secured notes and
revised the recovery rating to '3' from '4', indicating our
expectation of 50% recovery prospects.

"At the same time, we removed all ratings from CreditWatch with
positive implications where they were placed on May 22, 2017."

The upgrade reflects improvements in Balta's financial credit
metrics following the use of net proceeds from the recently
closed IPO (approximately EUR138 million) to repay part of the
company's debt.

Following the debt repayment, the company's capital structure is
currently composed of EUR269.8 million senior secured notes
maturing in 2022 and about EUR17 million of finance leases. The
company also has two partially drawn RCFs at Bentley Mills (U.S.-
based company acquired in March 2017) and Balta level, of $18
million and EUR68 million respectively. S&P said, "Under our base
case, we now expect the company having a weighted-average S&P
Global Ratings' adjusted debt-to-EBITDA ratio of about 3.6x over
2017-2019."

On July 18, 2017, the company announced the renegotiation of the
existing European RCF with more favorable commercial terms,
including a reduction in the average margin to below 1.80% from
3.75%, and an increase in the facility amount to EUR68 million
from EUR45 million. At the same time, Balta announced its
intention to redeem a further EUR7.8 million under the senior
secured notes maturing in 2022, after which EUR261 million notes
will remain outstanding.

As of today, the company's updated ownership structure is
composed of Lone Star (private equity fund), which has a
controlling equity stake of 56.5%, management with 0.8%, and a
public float of 42.8%. The company now intends to pay an annual
dividend to its shareholders of 30%-40% of its net profit for the
year.

S&P said, "We continue to positively assess the company's long-
term customer relationships with large international retailers
and furniture chains. Balta benefits from leading market
positions in its niche markets. The company is the largest
manufacturer in the residential broadloom segment and producer of
machine-made rugs in Europe, as well as one of the largest
manufacturers in the commercial broadloom and carpet tiles
segment in Western Europe.

"Additionally, we note that following the acquisition of Bentley
Mills in March 2017 (for a purchase price of about EUR68
million), the group has strengthened its market position in the
U.S. market (accounting about 28% of pro forma sales 2016) and in
the premium commercial segment, gaining a more balanced revenue
mix by product category."

The business risk profile is constrained by relatively low brand
differentiation and limited pricing power. The company operates
mainly in mature and fragmented markets (Europe accounting for
about 64% pro forma sales for 2016) where the potential for
volume growth is limited, in our view. The company also has a
relatively small business scale, with pro forma revenues and pro
forma EBITDA (including Bentley Mills) of EUR668 million and
EUR97 million in 2016.

S&P said, "Balta has improved its credit metrics and we expect
the company will maintain an adjusted debt-to-EBITDA ratio below
4.0x, while generating positive free operating cash flows (FOCF)
of EUR10 million-EUR20 million during the next 24 months.
Following the IPO, Balta remains a private equity controlled
company by Lone Star. The risk of releveraging caused, for
example, by further bolt-on acquisitions is a potential event
risk and has been included in our overall rating assessment."

In S&P's base case, it assumes:

-- Mid-single-digit organic growth in sales for 2017 and 2018,
    mainly due to growth in the rugs and commercial divisions,
    and a slight sales reduction for residential products.
-- Reported EBITDA margin of about 13%-14% over the next two
    years.
-- Annual capital expenditure (capex) of about EUR40 million of
    at year-end 2017.
-- Dividend payments of 30%-40% of net income for the year as
    publicly announced by the company.

Based on these assumptions, S&P arrives at the following credit
metrics:

-- Adjusted debt to EBITDA of about 3.5x-3.9x over the next two
    years.
-- Adjusted EBITDA interest coverage slightly above 4.0x over
    2017-2018.

S&P siad, "The stable outlook reflects our view that Balta's
strong market positions in its niche markets will enable it to
generate mid-single-digit organic revenues growth coupled with
stable profitability, with an expected reported EBITDA margin of
about 13%-14% over the next 12-18 months. We also anticipate
Balta's S&P Global Ratings-adjusted debt-to-EBITDA ratio will
remain below 5.0x and FOCF will remain positive.

"We could take a negative rating action if Balta's credit metrics
weaken such that adjusted debt to EBITDA exceeds 5.0x, for
example, due to debt-funded acquisitions. We could also consider
a downgrade if the company's liquidity profile deteriorates or
Balta reports recurring negative cash flow generation. Such a
scenario could result from constraints to the company's operating
performance due to the loss of key customers, integration issues
with the recently acquired company, and tougher market conditions
both in residential and commercial markets.

"We could consider a positive rating action if the company
demonstrates a sound track record of adjusted debt to EBITDA
consistently below 4.0x and we think that the risk of
releveraging beyond 4.0x is low. This excludes, for example,
debt-funded acquisitions that could potentially increase the
company's leverage. Additionally, for an upgrade, we would
require greater positive cash flow generation than currently
anticipated."


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D E N M A R K
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SCANDFERRIES APS: S&P Affirms then Withdraws 'B+' Long-Term CCR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' long-term corporate credit
ratings on Denmark-based ferry services provider Scandferries Aps
(also known as Scandlines) and its core subsidiary, Scandlines
Aps. S&P said, "We subsequently withdrew the ratings at the
issuer's request, following the completion of a refinancing
transaction that repaid all existing rated debt. The outlook was
stable at the time of withdrawal.

"We also withdrew our issue-level rating on the company's senior
secured debt, which has been redeemed.

"At the time of withdrawal, Scandlines' business risk profile
reflected our view of the company's narrow business scope and
diversity compared with global transportation companies. We note
that Scandlines' business model is built around two ferry routes
deploying seven well-maintained, but in some cases aging,
vessels, as well as two border/duty-free shops. Furthermore, the
company depends highly on one route (Rodby-Puttgarden) and the
related retail business (border/duty free shop Puttgarden), which
together account for about 80% of Scandlines' EBITDA.

"These weaknesses are mitigated, in our view, by Scandlines'
leading and fairly protected position as a ferry operator for
pedestrian passengers, cars, cargo, and border shoppers in the
corridor between Denmark, Sweden, and Germany, underpinned by a
well-recognized brand name. We also believe that Scandlines'
efficient business model and ownership of key port infrastructure
provide operational benefits and high barriers to entry for
competitors, thereby ensuring recurring income streams. We also
consider the fundamentals of the ferry industry as more favorable
than that of traditional cyclical transportation because of
generally more stable demand and pricing, and lower capital
intensity.

"Furthermore, the rating reflected our expectation that
Scandlines will maintain its solid operating performance
(underpinned by organic single-digit revenue growth) and
profitability owing to a good grip on cost control. We forecast
that S&P Global Ratings' adjusted debt to EBITDA metric for
Scandlines will likely drop below 5.0x in 2017 from about 5.1x in
2016, resulting from a high level of compulsory debt
amortization, lower cash interest, and robust cash generation.
Nevertheless, at the time of the withdrawal, we assessed
Scandlines' financial risk profile as highly leveraged based on
the influence of the company's financial sponsor (FS) ownership
and our assessment of the FS' financial policy and track record.
Scandlines is majority owned by a U.K.-based private equity and
infrastructure company 3i Group PLC and its affiliates."


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G E R M A N Y
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TECHEM GMBH: Fitch Assigns BB(EXP) Rating to New Sr. Term Loan B
----------------------------------------------------------------
Fitch Ratings has assigned German group Techem GmbH's (Techem;
BB-/Stable) proposed new senior secured seven-year term loan B
(TLB) of EUR1,600 million and six-year revolving credit facility
(RCF) of EUR150 million expected 'BB(EXP)' ratings. The
assignment of the final ratings is subject to the receipt of the
final bank loan documentation being substantially in line with
the terms as presented to Fitch.

The new TLB will replace the currently outstanding EUR555 million
term loan A, EUR410 million senior secured notes, EUR325 million
senior subordinated notes as well as the currently drawn RCF and
capex facilities.

Upon completion of the refinancing, Fitch expects to affirm
Techem's IDR at 'BB-' with a Stable Outlook and withdraw the
ratings for the senior secured and senior subordinated notes.

KEY RATING DRIVERS

Senior Secured Debt above IDR: At closing the new senior secured
loans will be rated one notch above the IDR at 'BB', subject to
new senior facilities agreement (SFA) terms. A one-notch
difference to the IDR will remain in place despite higher
committed debt amounts. The secured nature of the new bank loans
and Techem's high pre-dividend free cash flow (FCF) imply above-
average recovery expectations for senior secured lenders in a
distress scenario.

The new senior secured debt will benefit from a 80% guarantor
coverage, slightly below the guarantor coverage of 85% under the
existing SFA. Fitch also note the absence of financial covenants
applicable to the TLB, with a springing net leverage covenant for
the RCF once it is drawn by 35% or more.

Supportive Regulations and Demand Fundamentals: Techem's credit
risk reflects a supportive regulatory environment and long-term
demand fundamentals for services around energy and water
consumption. Even in a highly saturated German energy services
market, demand for smoke detectors and water testing, as well as
roll-out of new products and services will provide a long-term
boost to sales and earnings. Internationally, the implementation
of the Energy Efficiency Directive in the EU will drive long-term
demand for sub-metering services.

Qualitative Operational Improvement: Techem's continued
investments into the optimisation of business processes and
operational excellence will have a lasting positive effect on
profitability and operating cash flows. The recent EBITDA margin
increase to 41% in FY17 (financial year ending March) from 34% in
FY16 was due to top line and Fitch-adjusted EBITDA exceeding
Fitch previous expectations, marking a qualitative improvement in
operating performance. Fitch see further upside to profitability
as the company continues to commit funds to business optimisation
and focuses on further process-streamlining with advancing
business digitalisation.

Negative FCF: Fitch projects sustainably negative FCF as sizeable
ongoing capital investments and regular shareholder distributions
absorb operating cash flow. As long as dividends do not hold back
investments in business development, particularly as the company
would benefit from greater financial flexibility under the new
SFA where permitted distributions are concerned, the FCF profile
itself should not threaten the IDR.

Leverage in Line with IDR: Stronger projected operating cash flow
will adequately support higher levels of debt upon refinancing,
resulting in gross leverage ratios remaining within Fitch
guidance at or below 5.5.x on a funds for operations (FFO)
adjusted basis. Fitch also projects steady organic de-leveraging
towards 5.0x in FY20, based on high cash-generative properties of
the business. At same time, disciplined management by Techem of
its financial risk and commitment to its internal net debt/EBITDA
threshold of at or below 4.5x are key to maintaining the current
IDR.

DERIVATION SUMMARY

Techem's IDR of 'BB-' reflects the company's utility-like
business that is positioned between high non-investment and low
investment grade (BB+/BBB-) categories and a 'B' financial
profile. Proximity to utility peers such as Viridian Group
Investments Limited (B+/Stable) and Melton Renewable Energy UK
PLC (BB/Stable) is evident in a supportive regulatory environment
and a high share of contracted revenues with a large share of the
company's earnings derived from medium-term contracts with high
renewal rates leading to stable recurring cash flows.

Compared with other energy service providers, Techem's business
model benefits from scale, allowing the company to price service
contracts competitively, which together with its in-depth know-
how, provides Techem with a competitive advantage.

The ratings are constrained by Techem's aggressive financial
profile, to which Fitch ascribe high importance in Fitch
analytical considerations. However, Fitch highlight comfortable
projected headroom in leverage following the refinancing. Further
Techem's commitment to maintaining net debt/EBITDA at or below
4.5x should ensure a balanced approach towards debt-raising and
shareholder distributions.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Techem
include:
- Low single-digit revenue growth;
- EBITDA margin at 40-41%;
- Capex at 15-18% of sales;
- Special dividend payable in FY18 upon refinancing in addition
   to annual shareholder distributions of EUR130 million, subject
   to net debt /EBITDA of less than 4.5x and new SFA limitations
   on dividends;
- One-off charges of EUR10 million-EUR15 million in FY18-FY19
   due to business optimisation and operational improvement
   measures.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action
- Further improvement in operating profitability leading to a
   steady expansion of operating cash flow.
- Reduction in FFO adjusted gross leverage to below 4.5x on a
   sustained basis, together with FFO interest coverage remaining
   above 3.0x (FY17: 5.1x and 3.0x respectively), supported by
   ongoing commitment to financial policy.

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action
- FFO adjusted gross leverage at or above 6.0x or FFO interest
   coverage below 2.0x for two or more consecutive years.
- Contracting revenue and EBITDA margin erosion to below 30%
   (FY17: 41%) leading to pre-dividend FCF margin declining to
   below 5%.

LIQUIDITY

Sufficient Liquidity: Strong operating performance and lower cost
of debt will lead to continued increases in pre-dividend FCF,
from which Techem can make regular shareholder distributions of
EUR130 million per annum, effectively absorbing all its organic
cash flow. Nevertheless Fitch project Techem will maintain a
stable and sufficient year-end cash balance of around EUR100
million. Fitch expects the new RCF of EUR150 million to be
undrawn over the next three years.


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G R E E C E
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GREECE: S&P Affirms 'B-/B' Sovereign Credit Ratings, Outlook Pos.
-----------------------------------------------------------------
S&P Global Ratings on July 21 revised the outlook on the Hellenic
Republic (Greece) to positive from stable. S&P affirmed the 'B-
/B' long- and short-term foreign and local currency sovereign
credit ratings.

RATIONALE

S&P said, "The outlook revision reflects our expectation that
Greece's general government debt and debt servicing costs will
gradually decline, supported by economic recovery, legislated
fiscal measures through 2020, and a commitment from Greece's
creditors, specifically from the Eurogroup, to further improve
the sustainability of its sovereign debt burden."

The Eurogroup, in its statement on June 15, 2017, has agreed to
facilitate market access for Greece through the creation of a
cash buffer via disbursements over and above the amount needed
for the Greek government to meet debt servicing obligations and
pay down domestic arrears. S&P said, "In our opinion, this
support is likely to pave the way for Greece to successfully
reenter sovereign bond markets this year.

"We also understand that the Eurogroup has reiterated its
intention to provide Greece with further extensions on loans from
the European Financial Stability Facility, as well as deferrals
on debt service at the conclusion of the European Stability
Mechanism (ESM) program in August of next year. These loans,
contracted during Greece's second program, constitute the largest
chunk of Greek government debt. Such additional measures, once
put into effect, will further lengthen Greece's debt maturity
profile -- from more than 18 years presently -- and reduce its
annual gross financing needs. The amortization of Greek debt will
peak in 2019 at about EUR13.5 billion, an estimated 7% of GDP;
however, we expect the government to issue market debt to smooth
upcoming redemptions, including the 2019 maturities. In every
other year from 2018 until 2023, we estimate that repayment
obligations will be less than 4% of GDP.

"There are as yet no specifics on the precise form of further
financial assistance to Greece, if any, after the current ESM
program is concluded next year. However, given the considerable
financial assistance and political capital invested in Greece by
its European creditors since the start of the crisis, we believe
that support -- in the form of technical assistance and further
measures toward long-term debt relief -- is likely to remain
strong in the years to come, albeit tied to conditionality.

"Moreover, we consider it to be significant that euro-area
governments are in broad agreement on the outlines of a plan to
link debt relief for Greece to any divergence of actual nominal
GDP growth from growth assumptions in the ESM program's debt
sustainability analysis.

"We note that the implementation of this plan, once finalized, is
conditional on Greece's compliance with its ongoing loan program.
While Greece is expected to exit the current program in 2018, its
policymakers have legislated measures until 2020, including cuts
to pensions and the income tax allowance, as well as structural
reforms, such as changes to facilitate out-of-court debt
workouts. This allowed Greece's creditors to conclude the second
review of the current ESM program and to sanction a disbursement
of EUR8.5 billion (about 4% of GDP).

"We believe that implementation challenges of further fiscal
measures and other potentially unpopular reforms -- such as those
related to the product and labor markets, public administration,
and privatization -- remain significant. Most of Greece's tax
burden falls upon a subsection of the private sector under
pressure from difficult credit conditions, an unpredictable
business environment, and a challenging macroeconomic setting.
Tax evasion remains widespread. Progress on privatizing state
assets has been limited in comparison to the long-term
privatization target of EUR50 billion (about 30% of GDP).
Finally, the liquidity positions of key government-related
entities, including electric utility the Public Power
Corporation, remain precarious due to payment arrears in the
public and private sector.

"Even so, we anticipate broad compliance with the current
program's targets until it ends in August next year. The
recovering economy, boosted by July's ESM disbursement of EUR0.8
billion (0.4% of GDP) for arrears clearance, will help
authorities meet most of the fiscal conditionality, as indirect
tax receipts (particularly VAT) should perform well. Incentives
for the government to comply with the program remain
considerable. The European Central Bank (ECB), which lends to
Greece subject to program compliance, will continue to be a
critical source of funding for Greece's banks until deposits
return to the Greek financial system. The future return of
deposits into the domestic financial system will, in turn, depend
upon policy stability and further economic recovery. We therefore
think Greece is likely to comply with the program's stipulations-
-albeit with delays--because the reversal of previously
legislated reforms could render ineligible the pool of Greek
government bonds that Greek banks use as collateral to access
liquidity from the ECB. Another reason is that the prospect of
additional debt relief, which also lowers the government's gross
financing needs, could further encourage Greece to stay the
course.

"Accordingly, we project that over 2017-2020 Greece will report
general government primary surpluses of about 3% of GDP annually
on average, alongside average nominal GDP growth of 2.8%, which
should allow general government debt to decline to 158% of GDP in
2020 from 179% in 2016. Our debt-to-GDP projections are highly
contingent on an acceleration of real and nominal GDP, though we
do note that recent fiscal performance has been encouraging.
Moreover, we do not exclude the possibility of a more flexible
approach from Greece's creditors toward its compliance with the
highly ambitious and potentially self-defeating medium-term
primary surplus target of 3.5% of GDP. In 2016, the general
government primary surplus was 3.9% of GDP, well above the
program's target of 0.5%. While much of the fiscal outperformance
during the year came from expenditure restraint, which weighed on
growth, some of the adjustment was also on the revenue side.
General government revenues increased by 3%, reflecting higher
revenues from indirect taxes and higher personal income taxes."

The Greek banking system remains impaired, though we do not view
as imminent the risk of another round of recapitalization by the
sovereign. Nonperforming exposures (NPEs) still constitute nearly
half of systemwide loans. Initiatives to tackle the high stock of
NPEs are underway, including for instance legislation to
facilitate out-of-court restructuring, the development of a
secondary market, and electronic auctions.

The ratings are constrained by Greece's high general government
debt, which translates into the second highest debt-to-GDP ratio
of all the sovereigns S&P rates; low economic growth rates that
have eroded income levels over the past decade and caused price
and wage trends to diverge markedly from the rest of the euro
area; the highest unemployment rate in the euro area; and
considerable structural challenges, such as adverse demographics,
large social security deficits, and an impaired banking system
that challenges the transmission of the ECB's monetary policy
into Greece. The ratings are supported by the low cost of
servicing much of Greece's general government debt burden;
primary surpluses, which if sustained could gradually lower
Greece's debt relative to GDP; ongoing support from creditors in
the form of very long-dated concessional loans; and a new
commitment to facilitate market access via the creation of
liquidity buffers and further debt relief.

S&P said, "We project that the ratio of net general government
debt to GDP will continue declining, after reaching 170% in 2016,
but will not be below 150% of GDP until 2021. Greece's net
general government debt remains the second highest of the 130
sovereigns we rate. However, the cost of new loans for Greece,
under the current program, is significantly lower than the
average cost of refinancing for the majority of sovereigns rated
in the 'B' category. We anticipate that even with the Greek
sovereign's reentry into commercial bond markets, the proportion
of commercial debt will remain less than 15% of total general
government debt through to the end of 2020. We therefore expect a
gradual reduction in interest costs relative to government
revenues. The average remaining term of Greece's debt is an
estimated 18 years, which is one of the longest among rated
sovereigns. For this reason, Greece's official creditors as well
as the International Monetary Fund have benchmarked the ratio of
Greece's annual general government gross financing needs to GDP
as a metric for debt sustainability, alongside the debt-to-GDP
ratio."

OUTLOOK

S&P said, "The positive outlook indicates our view that, over the
next 12 months, there is at least a one out of three probability
that we could raise our 'B-' ratings on Greece.

"We could consider an upgrade if commitments from the Eurogroup
to provide further debt relief were approved, allowing for a
further reduction in the costs of sovereign debt servicing and a
further terming out of the government debt profile. Rating upside
could also stem from a period of stable economic growth and a
recovery of the labor market. We could also consider an upgrade
if the banking sector further reduces its reliance on official
funding, reflecting a gradual return of confidence and deposits
to the system or access to market financing.

"We could revise the outlook back to stable if legislated
reforms, critical to ongoing creditor support, are reversed,
endangering further debt relief measures; or if growth outcomes
are significantly weaker than our expectations, thereby
restricting Greece's ability to continue fiscal consolidation and
debt reduction.

"In accordance with our relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the
methodology applicable (see 'Related Criteria And Research'). At
the onset of the committee, the chair confirmed that the
information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was
sufficient for Committee members to make an informed decision."

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee agreed that the fiscal assessment had improved. All
other key rating factors were unchanged.

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

RATINGS LIST

                                        Rating
                                        To            From
Greece (Hellenic Republic)
  Sovereign Credit Rating
   Foreign and Local Currency          B-/Positive/B  B-/Stable/B
  Transfer & Convertibility Assessment  AAA            AAA
  Senior Unsecured
   Foreign and Local Currency [#1]      B-             B-
   Foreign and Local Currency           B-             B-
  Short-Term Debt
   Foreign and Local Currency [#1]      B              B
  Commercial Paper
   Local Currency                       B              B

[#1] Issuer: National Bank of Greece S.A., Guarantor: Greece
(Hellenic Republic)


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LANSDOWNE MORTGAGE 1: Moody's Cuts Rating on Cl. M1 Notes to Caa3
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 2 notes
in Lansdowne Mortgage Securities No. 1 p.l.c. and 1 note in
Lansdowne Mortgage Securities No. 2 p.l.c. and confirmed the
rating of 1 note in Lansdowne Mortgage Securities No. 1 p.l.c. .
The rating agency has also downgraded the Counterparty Instrument
Rating (CIR) relating to the Lansdowne Mortgage Securities No.1
p.l.c. basis swap. The rating action is prompted by prolonging
worse than expected collateral performance.

Issuer: Lansdowne Mortgage Securities No. 1 p.l.c.

-- EUR258M Class A2 Notes, Downgraded to B1 (sf); previously on
    Apr 20, 2017 Downgraded to Ba1 (sf) and Placed Under Review
    for Possible Downgrade

-- EUR13.8M Class M1 Notes, Downgraded to Caa3 (sf); previously
    on Apr 20, 2017 B2 (sf) Placed Under Review for Possible
    Downgrade

-- EUR9.3M Class M2 Notes, Confirmed at Ca (sf); previously on
    Apr 20, 2017 Ca (sf) Placed Under Review for Possible
    Downgrade

-- Basis Swap Certificate, Downgraded to B1 (sf); previously on
    Apr 20, 2017 Downgraded to Ba1 (sf) and Placed Under Review
    for Possible Downgrade

Issuer: Lansdowne Mortgage Securities No. 2 p.l.c.

-- EUR372.8 Class A2 Notes, Downgraded to Caa2 (sf); previously
    on Apr 20, 2017 B2 (sf) Placed Under Review for Possible
    Downgrade

The rating action concludes the review of 4 notes placed on
review for downgrade on the 20 Apr 2017
(https://www.moodys.com/viewresearchdoc.aspx?docid=PR_365341).

RATINGS RATIONALE

The rating action is driven by the increase of key collateral
assumptions, namely the portfolio Expected Loss (EL) assumptions
due to the reductions of the expected recoveries to be received
from the non-performing loans. The high level of loans in long
term arrears and the lengthy repossession process prompted this
revision.

Despite a decrease in total delinquencies over the last year
thanks to loans restructuring, the 270 days plus arrears have
remained high and are currently standing at 47.74% of current
pool balance for Lansdowne Mortgage Securities No. 1 p.l.c. and
48.78% for Lansdowne Mortgage Securities No. 2 p.l.c..

Moody's increased the expected loss assumption to 13.5% as a
percentage of original pool balance from 12.3% for Lansdowne
Mortgage Securities No. 1 p.l.c., and to 20.5% from 18.6% for
Lansdowne Mortgage Securities No. 2 p.l.c.. On a current pool
balance basis, the expected loss assumptions are now 45.3% for
Lansdowne Mortgage Securities No. 1 p.l.c. and 45.3% for
Lansdowne Mortgage Securities No. 2 p.l.c.. MILAN CE remained
unchanged at 70% for Lansdowne Mortgage Securities No. 1 p.l.c.
and Lansdowne Mortgage Securities No. 2 p.l.c..

Since the Issuer's obligations under the basis swap agreement
rank pari passu with Class A2 notes the expected loss assuming no
swap counterparty default equals the expected loss for the Class
A2 noteholders, in this case, B1 (sf) . In a second step Moody's
considers whether the payment obligations of Lansdowne Mortgage
Securities No. 1 p.l.c. might be affected by Barclays Bank PLC
financial strength. However, since the expected loss assuming no
counterparty default is lower than the rating of the
counterparty, the CIR is capped by the B1 (sf).

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
these ratings for RMBS securities may focus on aspects that
become less relevant or typically remain unchanged during the
surveillance stage.

For the Counterparty Instrument Rating (CIR), Moody's also took
into account factors detailed in Moody's Approach to Counterparty
Instrument Ratings, published in June 2015.

Please note that on March 22, 2017, Moody's released a Request
for Comment, in which it has requested market feedback on
potential revisions to its Methodology for Structured Finance. If
the revised Methodology is implemented as proposed, the Credit
Ratings on the above mentioned deals are not expected to 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.

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) deleveraging of the capital
structure and (3) improvements in the credit quality of the
transaction counterparties.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the notes' available credit enhancement and
(4) deterioration in the credit quality of the transaction
counterparties.


OAK HILL III: Moody's Assigns B2(sf) Rating to Class F-R Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes (the "Refinancing Notes")
issued by Oak Hill European Credit Partners III Designated
Activity Company:

-- EUR1,500,000 Class X Senior Secured Floating Rate Notes due
    2030, Definitive Rating Assigned Aaa (sf)

-- EUR222,200,000 Class A-1R Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aaa (sf)

-- EUR15,800,000 Class A-2R Senior Secured Fixed/Floating Rate
    Notes due 2030, Definitive Rating Assigned Aaa (sf)

-- EUR25,500,000 Class B-1R Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aa2 (sf)

-- EUR15,800,000 Class B-2R Senior Secured Fixed Rate Notes due
    2030, Definitive Rating Assigned Aa2 (sf)

-- EUR8,700,000 Class B-3R Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aa2 (sf)

-- EUR22,500,000 Class C-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned A2 (sf)

-- EUR20,000,000 Class D-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned Baa2 (sf)

-- EUR28,000,000 Class E-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned Ba2 (sf)

-- EUR12,000,000 Class F-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Moody's ratings of the rated notes address the expected loss
posed to noteholders by the legal final maturity of the notes in
2030. The ratings reflect the risks due to defaults on the
underlying portfolio of loans given the characteristics and
eligibility criteria of the constituent assets, the relevant
portfolio tests and covenants as well as the transaction's
capital and legal structure. Furthermore, Moody's is of the
opinion that the collateral manager, Oak Hill Advisors (Europe),
LLP, has sufficient experience and operational capacity and is
capable of managing this CLO.

The Issuer has issued the Refinancing Notes in connection with
the refinancing of the following classes of notes: Class A Notes,
Class B Notes, Class C Notes, Class D Notes, Class E Notes and
Class F Notes due 2028 (the "Original Notes"), previously issued
on June 18, 2015 (the "Original Closing Date"). On the
Refinancing Date, the Issuer will use the proceeds from the
issuance of the Refinancing Notes to redeem in full its
respective Original Notes. On the Original Closing Date, the
Issuer also issued one class of subordinated notes, which will
remain outstanding.

Oak Hill III is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured loans and senior secured
bonds and up to 10% of the portfolio may consist of unsecured
loans, second-lien loans, mezzanine obligations and high yield
bonds. The portfolio is expected to be fully ramped up as of the
Issue Date and to be comprised predominantly of corporate loans
to obligors domiciled in Western Europe.

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

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
October 2016. The cash flow model evaluates all default scenarios
that are then weighted considering the probabilities of the
binomial distribution assumed for the portfolio default rate. In
each default scenario, the corresponding loss for each class of
notes is calculated given the incoming cash flows from the assets
and the outgoing payments to third parties and noteholders.
Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

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

Par amount: EUR400,000,000

Diversity Score: 35

Weighted Average Rating Factor (WARF): 2785

Weighted Average Spread (WAS): 4.10%

Weighted Average Recovery Rate (WARR): 40.6%

Weighted Average Life (WAL): 8 years.

Weighted Average Coupon (WAC): 5.00%

As part of the base case, Moody's has looked at the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with a LCC of A1 or below
cannot exceed 10%, with exposures to countries with LCCs of Baa1
to Baa3 further limited to 0%. Given these portfolio constraints
and the current sovereign ratings of eligible countries, no
additional stress runs were performed as further described in the
methodology.

Stress Scenarios:

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

Percentage Change in WARF: + 15% (from 2785 to 3203)

Ratings Impact in Rating Notches:

Class X Senior Secured Floating Rate Notes: 0

Class A-1R Senior Secured Floating Rate Notes: 0

Class A-2R Senior Secured Fixed/Floating Rate Notes: 0

Class B-1R Senior Secured Floating Rate Notes: -2

Class B-2R Senior Secured Fixed Rate Notes: -2

Class B-3R Senior Secured Floating Rate Notes: -2

Class C-R Senior Secured Deferrable Floating Rate Notes: -2

Class D-R Senior Secured Deferrable Floating Rate Notes: -2

Class E-R Senior Secured Deferrable Floating Rate Notes: -1

Class F-R Senior Secured Deferrable Floating Rate Notes: -1

Percentage Change in WARF: +30% (from 2785 to 3621)

Ratings Impact in Rating Notches:

Class X Senior Secured Floating Rate Notes: 0

Class A-1R Senior Secured Floating Rate Notes: -1

Class A-2R Senior Secured Fixed/Floating Rate Notes: -1

Class B-1R Senior Secured Floating Rate Notes: -4

Class B-2R Senior Secured Fixed Rate Notes: -4

Class B-3R Senior Secured Floating Rate Notes: -4

Class C-R Senior Secured Deferrable Floating Rate Notes: -4

Class D-R Senior Secured Deferrable Floating Rate Notes: -3

Class E-R Senior Secured Deferrable Floating Rate Notes: -2

Class F-R Senior Secured Deferrable Floating Rate Notes: -4

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in October 2016.


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


QAZAQ BANKI: S&P Puts 'B-/B' Credit Ratings on Watch Neg.
---------------------------------------------------------
S&P Global Ratings said that it placed its 'B-/B' long- and
short-term counterparty credit ratings and its 'kzB+' Kazakhstan
national scale rating on Kazakhstan-based Qazaq Banki JSC on
CreditWatch with negative implications.

S&P said, "The CreditWatch placement reflects our concerns
regarding Qazaq Banki's deteriorated loss absorption capacity and
low regulatory capital buffers due to rapid asset growth, weak
internal capital generation, and uncertainty with regards to the
time and amount of a capital injection from the shareholders, as
well support from the government, if any. We also think that
potential deterioration of asset quality and vulnerability of the
funding base might be additional risk factors for the bank's
creditworthiness. We rate Qazaq Banki at 'B-' because the bank
does not meet our definition of the 'CCC+' issuer credit rating.

"Additionally, we are aware of the shareholders' plans to merge
Qazaq Banki with domestic peer Bank RBK JSC (B-/Watch Neg/B).
This transaction is likely to happen in 2018, but we do not have
details on the terms of the merger and the strategy for the
merged bank at this stage."

Due to previous rapid asset growth, Qazaq Banki's capitalization
has weakened, and regulatory capital buffers lowered (as of June
1, 2017, the bank's Tier 1 and total capitalization ratios were
9.2% and 10.2% versus the regulatory minimums of 8.5% and 10%,
respectively). S&P said, "In our view, this means the bank will
likely run the risk of potentially being incompliant with
regulatory capital adequacy minimum requirements in the absence
of a capital injection, given the bank's low internal capital
generation. We understand that shareholders are committed to
providing at least Kazakhstani tenge (KZT) 4 billion (US$12.3
billion) this year and potentially additional capital afterward.
We also understand that the government might decide to provide
the bank with capital support under the framework of a
recapitalization program of at least KZT500 billion that has been
recently put together to support Kazakh banking sector.

"Furthermore, Qazaq Banki currently reports strong asset quality,
with a nonperforming loan (NPL) ratio of about 3.1% of total
loans. We think that, following rapid asset growth over the past
few years, the portfolio will start seasoning and NPLs will
likely increase to 8%.

"The share of Qazaq Banki's liquid assets (cash, interbank, and
central bank exposures, as well as the securities portfolio) was
about KZT63 billion (14.5% of total assets) as of mid-June 2017.
So far this year, we have observed that some small and midsize
banks in Kazakhstan are experiencing unforeseen outflows of
funding, including deposits from government-related entities. We
therefore consider that potential volatility of deposits and
liquidity represents another source of pressure on Qazaq Banki's
creditworthiness.

"We expect to resolve the CreditWatch within the next three
months, when we should have more clarity on the potential amount
and timing of capital support for Qazaq Banki from the
shareholders and the government.

"We could lower the ratings if Qazaq Banki does not receive
enough capital support to restore its capitalization and
sustainably maintain its capital ratios above the regulatory
minimums. Also, rating pressure could arise if the bank's
portfolio quality deteriorates substantially more than we
currently expect and the additional provisioning significantly
squeezes capital while additional equity inflows are not
sufficient to maintain capitalization of the bank at acceptable
levels. Moreover, we could consider a downgrade if we see
significant deterioration of the bank's liquidity position or
funding stability.

"We could affirm the ratings if we see that the bank receives
sufficient capital support, restoring capital adequacy ratios to
substantially above the minimum required levels and the risks of
noncompliance with regulatory requirements subsided, while the
bank's liquidity position remains stable."


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


CAIRN CLO V: Moody's Assigns B2(sf) Rating to Class F-R Notes
-------------------------------------------------------------
Moody's Investors Service announced that is has assigned the
following definitive ratings to refinancing notes ("Refinancing
Notes") issued by Cairn CLO V B.V.:

-- EUR183,800,000 Class A-R Senior Secured Floating Rate Notes
    due 2030, Assigned Aaa (sf)

-- EUR25,000,000 Class B-1-R Senior Secured Floating Rate Notes
    due 2030, Assigned Aa2 (sf)

-- EUR7,000,000 Class B-2-R Senior Secured Fixed Rate Notes due
    2030, Assigned Aa2 (sf)

-- EUR20,500,000 Class C-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Assigned A2 (sf)

-- EUR15,000,000 Class D-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Assigned Baa2 (sf)

-- EUR20,000,000 Class E-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Assigned Ba2 (sf)

-- EUR8,000,000 Class F-R Senior Secured Deferrable Floating
    Rate Notes due 2030, Assigned B2 (sf)

RATINGS RATIONALE

Moody's definitive ratings of the notes address the expected loss
posed to noteholders by the legal final maturity of the notes in
2030. The definitive ratings reflect the risks due to defaults on
the underlying portfolio of assets, the transaction's legal
structure, and the characteristics of the underlying assets.
Furthermore, Moody's is of the opinion that the collateral
manager, Cairn Loan Investments LLP ("Cairn Loan Investments"),
has sufficient experience and operational capacity and is capable
of managing this CLO.

The Issuer has issued the Refinancing Notes in connection with
the refinancing of the following classes of notes: Class A Notes,
Class B-1 Notes, Class B-2 Notes, Class C Notes, Class D Notes,
Class E Notes and Class F Notes due 2028 (the "Original Notes"),
previously issued July 2015 (the "Original Closing Date"). On the
Refinancing Date, the Issuer will use the proceeds from the
issuance of the Refinancing Notes to redeem in full the Original
Notes. On the Original Closing Date the Issuer also issued
Subordinated Notes, which will remain outstanding.

Cairn CLO V B.V. is a managed cash flow CLO with a target
portfolio made up of EUR300,000,000 par value of mainly European
corporate leveraged loans. At least 90% of the portfolio must
consist of senior secured loans and senior secured bonds and up
to 10% of the portfolio may consist of unsecured senior loans,
second-lien loans, mezzanine obligations and high yield bonds.
The portfolio may also consist of up to 5% of fixed rate
obligations. The portfolio is expected to be 100% ramped up as of
the closing date and to be comprised predominantly of corporate
loans to obligors domiciled in Western Europe.

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

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in October 2016. The
cash flow model evaluates all default scenarios that are then
weighted considering the probabilities of the binomial
distribution assumed for the portfolio default rate. In each
default scenario, the corresponding loss for each class of notes
is calculated given the incoming cash flows from the assets and
the outgoing payments to third parties and noteholders.
Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. For modeling
purposes, Moody's used the following base-case assumptions:

Performing par and principal proceeds balance: EUR300,000,000

Defaulted par: EUR0

Diversity Score: 34

Weighted Average Rating Factor (WARF): 2800

Weighted Average Spread (WAS): 3.84%

Weighted Average Recovery Rate (WARR): 43.5%

Weighted Average Life (WAL): 8 years

Moody's has analysed the potential impact associated with
sovereign related risk of peripheral European countries. As part
of the base case, Moody's has addressed the potential exposure to
obligors domiciled in countries with local currency country risk
ceiling of A1 or below. As per the portfolio constraints and the
current sovereign ratings in Europe, such exposure may not exceed
10% of the total portfolio. As a result and in conjunction with
the current foreign government bond ratings of the eligible
countries, as a worst case scenario, a maximum 10% of the pool
would be domiciled in countries with A3. The remainder of the
pool will be domiciled in countries which currently have a local
currency country ceiling of Aaa or Aa1 to Aa3.

Stress Scenarios:

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

Percentage Change in WARF -- increase of 15% (from 2800 to 3220)

Rating Impact in Rating Notches:

Class A-R Senior Secured Floating Rate Notes: 0

Class B-1-R Senior Secured Floating Rate Notes : -2

Class B-2-R Senior Secured Fixed Rate Notes : -2

Class C-R Senior Secured Deferrable Floating Rate Notes: -2

Class D-R Senior Secured Deferrable Floating Rate Notes: -2

Class E-R Senior Secured Deferrable Floating Rate Notes: -1

Class F-R Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF -- increase of 30% (from 2800 to 3640)

Rating Impact in Rating Notches:

Class A-R Senior Secured Floating Rate Notes: -1

Class B-1-R Senior Secured Floating Rate Notes : -3

Class B-2-R Senior Secured Fixed Rate Notes : -3

Class C-R Senior Secured Deferrable Floating Rate Notes: -4

Class D-R Senior Secured Deferrable Floating Rate Notes: -2

Class E-R Senior Secured Deferrable Floating Rate Notes: -2

Class F-R Senior Secured Deferrable Floating Rate Notes: -2

Further details regarding Moody's analysis of this transaction
may be found in the related new issue report, published after the
Original Closing Date and available on Moodys.com.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in October 2016.


CONTEGO CLO II: Moody's Assigns (P)B2 Rating to Cl. F-R Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to refinancing notes to be issued
by Contego CLO II B.V.:

-- EUR209,500,000 Class A-R Senior Secured Floating Rate Notes
    due 2026, Assigned (P)Aaa (sf)

-- EUR37,600,000 Class B-R Senior Secured Floating Rate Notes
    due 2026, Assigned (P)Aa2 (sf)

-- EUR24,250,000 Class C-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Assigned (P)A2 (sf)

-- EUR16,250,000 Class D-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Assigned (P)Baa2 (sf)

-- EUR23,400,000 Class E-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Assigned (P)Ba2 (sf)

-- EUR10,800,000 Class F-R Senior Secured Deferrable Floating
    Rate Notes due 2026, Assigned (P)B2 (sf)

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

RATINGS RATIONALE

Moody's provisional ratings of the rated refinancing notes
address the expected loss posed to noteholders by legal final
maturity of the notes in 2026. The provisional ratings reflect
the risks due to defaults on the underlying portfolio of loans
given the characteristics and eligibility criteria of the
constituent assets, the relevant portfolio tests and covenants as
well as the transaction's capital and legal structure.
Furthermore, Moody's is of the opinion that the collateral
manager, Five Arrows Managers LLP, has sufficient experience and
operational capacity and is capable of managing this CLO.

The Issuer will issue the Refinancing Notes in connection with
the refinancing of the following classes of notes: Original Class
A Notes, Original Class B Notes, Original Class C Notes, Original
Class D Notes, Original Class E Notes and Original Class F Notes
due 2026 (the "Refinanced Notes"), previously issued on November
5, 2014 (the " Issue Date"). On the refinancing date, the Issuer
will use the proceeds from the issuance of the Refinancing Notes
to redeem in full its respective Refinanced Notes. On the Issue
Date, the Issuer also issued one class of subordinated notes,
which will remain outstanding.

Other than the changes to the spreads of the notes, the Weighted
Average Life test covenant will be extended by 20 months and the
collateral quality matrix of the CLO will be modified in
connection to the refinancing.

Contego CLO II is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior obligations and up to
10% of the portfolio may consist of unsecured senior loans,
second-lien loans, mezzanine loans and high yield bonds. The
portfolio is expected to be 100% ramped up as of the closing date
and to be comprised predominantly of corporate loans to obligors
domiciled in Western Europe.

Five Arrows Managers LLP manages the CLO. It directs the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's reinvestment
period which will end in November 2018. Thereafter, purchases are
permitted using principal proceeds from unscheduled principal
payments and proceeds from sales of credit risk obligations, and
are subject to certain restrictions.

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
October 2016. The cash flow model evaluates all default scenarios
that are then weighted considering the probabilities of the
binomial distribution assumed for the portfolio default rate. In
each default scenario, the corresponding loss for each class of
notes is calculated given the incoming cash flows from the assets
and the outgoing payments to third parties and noteholders.
Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. For modeling
purposes, Moody's used the following base-case assumptions:

Performing par, recoveries and principal proceeds balance:
EUR349,289,690

Defaulted par: EUR0

Diversity Score: 30

Weighted Average Rating Factor (WARF): 2900

Weighted Average Spread (WAS): 3.80%

Weighted Average Recovery Rate (WARR): 44.50%

Weighted Average Life (WAL): 6.57 years

As part of the base case, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with foreign currency
government bond rating of A3 or below cannot exceed 10%, with
exposures to countries foreign with currency government bond
rating of Baa3 further limited to 5%. Following the effective
date, and given these portfolio constraints and the current
sovereign ratings of eligible countries, the total exposure to
countries with a LCC of A1 or below may not exceed 10% of the
total portfolio. As a worst case scenario, a maximum 5% of the
pool would be domiciled in countries with LCC of A3 and 5% in
countries with LCC of Baa3. The remainder of the pool will be
domiciled in countries which currently have a LCC of Aa3 and
above. Given this portfolio composition, the model was run with
different target par amounts depending on the target rating of
each class of notes as further described in the methodology. The
portfolio haircuts are a function of the exposure size to
peripheral countries and the target ratings of the rated notes
and amount to 0.75% for the Class A notes, 0.50% for the Class B
notes, 0.375% for the Class C notes and 0% for Classes D, E and
F.

Stress Scenarios:

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

Percentage Change in WARF: WARF + 15% (to 3335 from 2900)

Ratings Impact in Rating Notches:

Class A-R Senior Secured Floating Rate Notes: 0

Class B-R Senior Secured Floating Rate Notes: -1

Class C-R Senior Secured Deferrable Floating Rate Notes: -2

Class D-R Senior Secured Deferrable Floating Rate Notes: -1

Class E-R Senior Secured Deferrable Floating Rate Notes: -1

Class F-R Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3770 from 2900)

Class A-R Senior Secured Floating Rate Notes: -1

Class B-R Senior Secured Floating Rate Notes: -3

Class C-R Senior Secured Deferrable Floating Rate Notes: -3

Class D-R Senior Secured Deferrable Floating Rate Notes: -2

Class E-R Senior Secured Deferrable Floating Rate Notes: -1

Class F-R Senior Secured Deferrable Floating Rate Notes: -2

Further details regarding Moody's analysis of this transaction
may be found in the related New Issue report, published around
the Issue Date in November 2014 and available on Moodys.com.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in October 2016.


===========
N O R W A Y
===========


NORSKE SKOG: ISDA to Rule on Failure-to-Pay Credit Event Question
-----------------------------------------------------------------
Luca Casiraghi at Bloomberg News reports that the International
Swaps and Derivatives Association, Inc. determinations committee
is to rule on whether failure-to-pay credit event has taken place
at Norwegian papermaker Norske Skogindustrier ASA.

According to Bloomberg, the ruling may trigger payouts on CDS.

                        About Norske Skog

Norske Skogindustrier ASA or Norske Skog, which translates as
Norwegian Forest Industries, is a Norwegian pulp and paper
company based in Oslo, Norway and established in 1962.

                           *   *   *

As reported by the Troubled Company Reporter-Europe on July 24,
2017, Moody's Investors Service downgraded the probability of
default rating (PDR) of Norske Skogindustrier ASA (Norske Skog)
to Ca-PD/LD from Caa3-PD. Concurrently, Moody's has affirmed
Norske Skog's corporate family rating (CFR) of Caa3.  In
addition, Moody's has also affirmed the C rating of Norske Skog's
global notes due 2026 and 2033 and its perpetual notes due 2115,
the Caa2 rating of the senior secured notes issued by Norske Skog
AS and downgraded the rating of the global notes due 2021 and
2023 issued by Norske Skog Holdings AS to Ca from Caa3. The
outlook on the ratings remains stable.  The downgrade of the PDR
to Ca-PD/LD from Caa3-PD reflects the fact that Norske Skog did
not pay the interest payment on its senior secured notes issued
by Norske Skog AS, even after the 30 day grace period had elapsed
on 15 July.  This constitutes an event of default based on
Moody's definition, in spite of the existence of a standstill
agreement with the debt holders securing that an enforcement will
not be made under the secured notes due to non-payment of
interest.  In addition, the likelihood of further events of
defaults in the next 12-18 months remains fairly high, as the
company is also amidst discussions around an exchange offer that
would most likely involve equitisation of debt, which the rating
agency would most likely view as a distressed exchange.

On July 21, 2017 The TCR-Europe reported that S&P Global Ratings
said that it lowered its long- and short-term corporate credit
ratings on Norwegian paper producer Norske Skogindustrier ASA
(Norske Skog) to 'SD' (selective default) from 'CC/C'.  S&P said,
"At the same time, we lowered the issue ratings on the
senior secured notes maturing in 2019 to 'D' from 'CC'.  We
affirmed our 'C' issue ratings on the senior unsecured notes.
The recovery rating on these notes remains unchanged at '6' and
continues to reflect our expectation of negligible (0%-10%)
recovery in the event of a conventional default.  We kept the
unsecured issue ratings on CreditWatch with negative
implications, where we placed them on June 6, 2017."  The
downgrade follows Norske Skog's announcement that it has
entered into a standstill agreement with the holders of its
senior secured notes, in order to suspend coupon payments beyond
the 30-day contractual grace period under the existing senior
secured notes indenture, which expired on July 14. The standstill
agreement is expected to extend to Sept. 24, allowing Norske Skog
to further extend discussions on its proposed exchange offer.



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


LUSITANO SME 3: Moody's Hikes Rating on Cl. C Notes to Ba1(sf)
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of Class A
notes, Class B notes and Class C notes on Lusitano SME No. 3:

-- EUR385.6M (current outstanding balance of EUR215.5M) Class A
    Notes, Upgraded to A1 (sf); previously on Nov 23, 2016
    Definitive Rating Assigned A3 (sf)

-- EUR62.7M Class B Notes, Upgraded to A3 (sf); previously on
    Nov 23, 2016 Definitive Rating Assigned Baa3 (sf)

-- EUR62.7M Classs C Notes, Upgraded to Ba1 (sf); previously on
    Nov 23, 2016 Definitive Rating Assigned B1 (sf)

Lusitano SME No. 3 is a cash securitisation of EUR627.0M SME loan
receivables originated by Novo Banco, S.A. (Caa1 on review for
downgrade/NP, "Novo Banco") and granted to small and medium-sized
enterprises (SME) domiciled in Portugal. Novo Banco was created
in August 2014 as a bridge bank by Bank of Portugal's resolution
measure on Banco Espirito Santo, S.A..

RATINGS RATIONALE

The ratings are prompted by the increase in the credit
enhancement (CE) available for the affected tranches due to
portfolio amortization.

CE levels for outstanding tranches have increased significantly
since closing last November 2016. Class A credit enhancement
levels have increased to 54.6% from 40.02% observed at closing,
which is a 36% increase in relative terms in just three payment
dates. At the same time, Class B and C have increased to 40.8%
and 27.11% from 30.02% and 20.02% respectively during the same
period.

Revision of key collateral assumption

As part of the review, Moody's reassessed its default
probabilities (DP) as well as recovery rate (RR) assumptions
based on updated loan by loan data on the underlying pools and
delinquency, default and recovery ratio update. Moody's
maintained its DP on current balance and Recovery rate
assumptions as well as portfolio credit enhancement (PCE) due to
observed pool performance in line with expectations.

Exposure to counterparties

The rating action took into consideration the notes' exposure to
relevant counterparties, such as servicer and account bank.

None of the ratings of the outstanding classes of Lusitano SME
No. 3 are constrained by operational risk. Moody's considers that
the current back-up servicer facilitator and cash management
arrangements as well as the liquidity available are sufficient to
support payments in the event of servicer disruption.

Moody's also assessed the default probability of the account bank
by referencing the bank's deposit rating. Lusitano SME No. 3
currently have two different account bank exposures, the first
one is an account bank is held at Novo Banco (Caa1 on review for
downgrade) in the name of the Issuer (SPV); the monies collected
in this account are swept daily to the second one being the
Issuer Account Bank held at Elavon Financial Services DAC (Aa2).
The cash reserve amounts are held in an issuer account bank at
Elavon Financial Services DAC (Aa2) and provides liquidity to the
transaction. Moody's has refined its assessment of the risk
exposure to Novo Banco (Caa1 on review for downgrade) as one of
the account banks of the issuer and considered the daily sweep
and the cash reserve held with Elavon Financial Services DAC
(Aa2), as strong mitigants to this risk.

There is no swap exposure in Lusitano SME No. 3.

Principal Methodology:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating SME Balance Sheet Securitizations"
published in October 2015.

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

Factors or circumstances that could lead to an upgrade of the
ratings include: (1) performance of the underlying collateral
that is better than Moody's expected, (2) deleveraging of the
capital structure, (3) improvements in the credit quality of the
transaction counterparties, and (4) reduction in sovereign risk.

Factors or circumstances that could lead to a downgrade of the
ratings include: (1) performance of the underlying collateral
that is worse than Moody's expected, (2) deterioration in the
notes' available credit enhancement, (3) deterioration in the
credit quality of the transaction counterparties, and (4) an
increase in sovereign risk.


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


JUGRA BANK: Prosecutors Oppose Record Depositor Payout
------------------------------------------------------
Jake Rudnitsky and Anna Baraulina at Bloomberg News report that
the Bank of Russia's decision to trigger a record payout by the
Deposit Insurance Agency has met with opposition from an
unexpected source: the Prosecutor General's Office.

In an unprecedented challenge to the ongoing three-year purge of
Russia's financial industry, prosecutors have demanded that the
regulator reverse its decision to place Jugra Bank PJSC under
temporary administration, Bloomberg relates.  According to
Bloomberg, instead, after internal talks stretched late into
July 19, the central bank accelerated the process, allowing
retail depositors to collect their insurance payments from
July 20.

Jugra is the 15th-biggest holder of individual savings in Russia.
Compensation to its 261,000 federally-insured retail deposit
holders will cost about RUR173 billion (US$2.9 billion),
Bloomberg relays, citing Russia's deposit insurer, or DIA.

The central bank on July 10 announced that the DIA would run
Jugra for six months while imposing a three-month moratorium on
payments to its creditors, Bloomberg recounts.  The Russian state
insures retail deposits of up to RUR1.4 million, and by law it's
required to make the funds available within two weeks, Bloomberg
notes.

According to Bloomberg, Deputy Governor Vasily Pozdyshev has said
that the central bank saw "indications of possible asset-
stripping and manipulation involving deposits" by Jugra and
raised questions about the reliability of the reporting the
lender provided.


PERESVET BANK: Pays Coupons for BO-04 Exchange Bonds
----------------------------------------------------
INTERFAX reports that Peresvet Bank said it paid out income on
the 9th coupon of BO-04 exchange bonds, whose owners did not
agree to participate in the bail-in, to the amount of RUR199.980
million.

The bank paid RUR100.890 million for the period of the CBR
moratorium in the bank to meet the claims of creditors from
October 21, 2016 to April 23, 2017, as well as RUR99,090 million
in income for the 9th coupon from April 24 to July 23, INTERFAX
discloses.

Within the framework of the restructuring, Peresvet offered
holders of their bonds to transfer the maturity terms for
2034-2036 years depending on the issue and set the coupon rates
for all issues to maturity at 0.51% per annum, INTERFAX recounts.
In addition, it is assumed that bond owners, like other creditors
who have agreed to a bail-in, receive 15% of their claims in
cash, and 85% will be converted into the capital of a rescued
bank, INTERFAX notes.

Owners of six of the nine issues of the bank's bonds agreed to
the main terms of the restructuring, according to INTERFAX.
However, holders of bonds series BO-01, BO-04 and 3-series did
not agree with them, INTERFAX relays.

Coupons on bonds of the third series and BO-01 series "Peresvet"
began to pay back in April, and in June, fully repaid the bonds
of the third series for RUR2 billion, INTERFAX relates.

In early June, representatives of the Bank of Russia for the
first time officially recognized that those who do not agree to
bail-in owners of the bonds of Peresvet Bank will receive cash
payments in full, and they were in a better position compared to
those creditors who took part in saving the bank, INTERFAX
recounts.

On April 19, the Central Bank decided to install the Peresvet
Bank with the use of the bail-in mechanism (converting the bank's
liabilities into its capital), INTERFAX relays.  The Bank of
Russia will provide financing in the amount of RUR66.7 billion,
INTERFAX states.

Supervisory response measures in the form of a moratorium on the
satisfaction of creditors' claims and the introduction of the
interim administration were applied to "Peresvet" on October 21,
2016, INTERFAX discloses.

                          *   *   *

As reported by the Troubled Company Reporter-Europe on April 3,
2017, S&P Global Ratings affirmed its 'D/D' long- and short-term
counterparty credit ratings and its 'D' Russia national scale
rating on JSCB Peresvet Bank.  At the same time, S&P affirmed its
'D' ratings on the bank's senior unsecured debt.  S&P
subsequently withdrew all ratings at the bank's request.

At the time of the withdrawal, S&P's ratings on Peresvet Bank
reflected the bank's inability to honor its obligations on time
and in full.

On Oct. 21, 2016, the Central Bank of Russia announced the
appointment of a temporary administration of Peresvet Bank and
imposed a payment moratorium, citing the bank's failure to meet
creditors' claims for more than seven days.  S&P subsequently
lowered the ratings on Peresvet Bank to 'D' on Oct. 24, 2016.


TULA CITY: Fitch Withdraws BB- Long-Term Issuer Default Ratings
---------------------------------------------------------------
Fitch Ratings has withdrawn the Russian City of Tula's 'BB-'
Long-Term Foreign- and Local-Currency Issuer Default Ratings
(IDRs) with Stable Outlooks and 'B' Short-Term Foreign-Currency
IDR.

KEY RATING DRIVERS

Fitch has withdrawn Tula's ratings for commercial reasons. As
Fitch does not have sufficient information to maintain the
ratings, accordingly the agency has withdrawn the city's ratings
without affirmation and will no longer provide ratings or
analytical coverage for Tula.


VENTRELT HOLDINGS: Fitch Affirms BB- LT IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed Russia-based Ventrelt Holdings Ltd's
Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB-'
with a Stable Outlook.

The affirmation reflects Ventrelt's solid financial profile over
the rating horizon, supportive long-term tariffs, its stable
operations as a water and wastewater operator, its long-term
leasing and concession agreements with municipalities, and its
comfortable debt maturity and liquidity profile. However,
Ventrelt's ratings are constrained by its limited size and
diversification relative to larger peers and 'BB' rated Russian
companies, as well as the evolving regulatory framework for
tariff-setting.

KEY RATING DRIVERS

Supportive Tariff Growth: Average tariff growth for Ventrelt in
2011-2016 was 9%, or slightly above inflation, which was
supportive against the backdrop of the government's efforts to
curb natural monopolies' tariffs. Water and wastewater services
face less pressure than heat and electricity as they make up a
relatively small share of the overall utilities bill for
households. Fitch expects Ventrelt's tariffs to grow slightly
below the inflation rate in 2017-2021, which will support its
credit profile.

Regulatory Framework Still a Weakness: The regional regulators
have the right to revise tariffs annually, despite the formal
implementation of long-term water and wastewater tariffs for
2015-2019. Thus the tariffs lack long-term predictability and may
not be free from political interference. The regulatory
environment is key in justifying several notches difference
between Ventrelt's rating and the ratings of its central European
peers, which benefit from a record of predictable tariff changes.
In the meantime, Ventrelt's regulatory environment is more
favourable than that of Georgian Water and Power (BB-/Stable),
which lacks tariff growth from 2010.

Strong Financial Profile: Ventrelt's financial profile is
supported by healthy tariff growth, relatively small capex needs
and a lack of dividends. Its net debt/connection fee-adjusted
EBITDA decreased from 3.4x in 2013 to 0.7x in 2016. The company
has been free cash-flow (FCF) positive over the last four years.
Ventrelt's credit profile may weaken over the rating horizon as
the company plans to use debt to finance business expansion, but
Fitch expects it to remain comfortably within the bank loan
covenant of net debt/EBITDA of under 3.5x.

Expansion Strategy: Ventrelt's strategy envisages further
expansion into five or six Russian cities with at least 300,000
residents. The company plans to participate in concession or
long-term rent auctions held by the municipalities. In 2017 it
plans to participate in a tender in Chelyabinsk, the seventh-
largest city in Russia with 1.2 million inhabitants.

Fitch views enhancing the scale of business as credit-positive.
Fitch expects M&A activity will not require large cash outflows
as Ventrelt will participate in tenders for concession
agreements. In a concession tender the bidders present their
business plans for the asset and the winner is chosen depending
on the balance of proposed tariff growth, planned investments and
expected efficiencies.

Simpler Group Structure: Ventrelt plans to liquidate two
intermediary Cyprus-domiciled companies so that cash flows from
the operating companies will be accumulated by a Russian-based
holding company directly controlled by the rated Luxemburg-
domiciled parent company. Ventrelt will also gradually decrease
management fees paid by water channels and raise money to the
holding company via dividends. This will improve transparency of
cash flows within the group and decrease tax risks.

DERIVATION SUMMARY

The regulatory environment is the key factor justifying the two-
four notch difference between Ventrelt's rating and the ratings
of its central European peers, Polish Aquanet S.A. (BBB/Stable)
and Czech Severomoravske vodovody a kanalizace Ostrava a.s.
(SmVaK, BB+/Stable) although all the latter have higher leverage.
Aquanet and SmVaK are owners of the assets and benefit from a
good record of predictable tariff changes, while Ventrelt leases
the assets, and its tariffs are less predictable.

Ventrelt is rated the same as Georgian Water and Power (GWP, BB-
/Stable) since its stronger asset quality, larger size and
stronger regulation in Russia are compensated by GWP's asset
ownership and simpler group structure.

Ventrelt's financial profile is strong compared to peers and it
has very comfortable leverage headroom within its rating level.

KEY ASSUMPTIONS

Fitch's key assumptions within Fitch ratings case for the issuer
include:
- decline in volumes of water supply and drainage of 1%-3%
   annually in 2017-2021 due to economy measures and expansion of
   water metering;
- inflation of around 4.5% in 2017-2021;
- average tariff growth slightly below inflation in 2018-2021;
- capital expenditure in line with management's forecasts;
- Fitch estimated M&A reserves of RUB3 billion for 2017-2019;
- no dividend payments.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action
- Increased revenue and earnings visibility following the
   implementation of long-term tariffs
- Sustainable positive FCF generation

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action
- An increase in leverage above 4x net debt/connection-fee
   adjusted EBITDA to fund additional capital expenditure or
   acquisitions
- A sustained reduction in cash generation through a worsening
   operating performance or deteriorating cash collection.

LIQUIDITY

Comfortable Liquidity: At December 31, 2016 Ventrelt had adequate
liquidity of RUB3.8 billion cash and cash equivalents and RUB4.5
billion of unused uncommitted credit facilities to cover current
debt maturities of RUB3.9 billion, including the offer on the
RUB3 billion local bond. In December 2017 the bondholders have
the right to redeem the bonds at par or may accept the new
interest rate. Ventrelt is going to impose a coupon rate from the
yield curve corresponding to the bond's rating.

The company plans to attract short-term bridge financing from
Alfa Bank (BB+/Stable) for the bond redemption in case of low
demand. At end-2016 all outstanding loans were denominated in
Russian roubles.

Bond Benefits From Sureties: RUB3 billion 13.5% local bonds due
in December 2020 issued by RVK-Finance (a wholly owned indirect
subsidiary of Ventrelt) benefit from sureties totalling RUB3
billion provided on a several basis with a liability limitation
by RVK-Invest LLC, Krasnodar Vodokanal LLC, Tyumen Vodokanal LLC,
Barnaul Vodokanal LLC and RVK-Voronezh LLC, which are all wholly
owned indirect subsidiaries of Ventrelt.

The senior unsecured rating is equal to Ventrelt's Long-Term
Local-Currency IDR, reflecting that the level of prior-ranking
debt (0.7x at end-2017) is below Fitch's threshold of 2.0x
EBITDA. In addition, the combined EBITDA of subsidiaries
providing sureties for the bonds comprised more than a half of
the group's 2016 EBITDA.

FULL LIST OF RATING ACTIONS

Ventrelt Holdings Ltd
Long-Term Foreign and Local-Currency IDRs affirmed at 'BB-';
Stable Outlook

RVK-Finance LLC (wholly-owned indirect subsidiary of Ventrelt
Holdings Ltd)
Local-currency senior unsecured rating affirmed at 'BB-'


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


LIONS TRADING: FINMA Initiates Bankruptcy Proceedings
-----------------------------------------------------
The Swiss Financial Market Supervisory Authority has initiated
bankruptcy proceedings against Lions Trading Club Ltd. Manchester
(UK), Zweigniederlassung Zurich.



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


TURKEY: Fitch Affirms BB+ Long-Term IDR, Outlook Stable
-------------------------------------------------------
Fitch Ratings has affirmed Turkey's Long-Term Foreign-Currency
Issuer Default Rating (IDR) at 'BB+'. The issue ratings on
Turkey's senior unsecured foreign-currency bonds have also been
affirmed at 'BB+'. Turkey's Long-Term Local-Currency IDR has been
affirmed at 'BBB-' and the issue ratings on Turkey's senior
unsecured local-currency bonds have also affirmed at 'BBB-'. The
Outlooks on the Long-Term IDRs are Stable. The Country Ceiling
has been affirmed at 'BBB-' and the Short-Term Foreign-Currency
IDR at 'B'. The Short-Term Local-Currency IDR has been affirmed
at 'F3' and the issue ratings on Turkey's senior unsecured short-
term local-currency bonds have also been affirmed at 'F3'.

The issue ratings on Turkey's Hazine Mustesarligi Varlik Kiralama
Anonim Sirketi's foreign-currency and local-currency global
certificates (sukuk) have been affirmed at 'BB+' and 'BBB-',
respectively.

KEY RATING DRIVERS

Turkey's IDRs reflect the following key rating drivers:

Turkey's ratings balance high external financing vulnerabilities,
pronounced political and geopolitical risks and high levels of
inflation and macroeconomic volatility against low public debt
ratios backed by a long commitment to fiscal stability and strong
growth performance. Structural indicators are generally superior
to peers.

Constitutional changes that enhance the power of the presidency
were narrowly approved at a referendum in April. The
implementation of the full provisions of the new constitution
will be completed by new elections, which need to be held by
November 2019. In Fitch's opinion, constitutional reform has
entrenched a system in which checks and balances have been eroded
and has somewhat polarised the country. Fitch expects
strengthening the economy to have moved up the government's
policy agenda in the realisation that stronger performance will
be necessary to bolster political support. Temporary stimulus
measures have boosted growth so far in 2017. There has been
little progress on structural reform.

Political and geopolitical risks weigh on Turkey's ratings. The
purge of the followers of the group that the government considers
responsible for the coup attempt in July 2016 continues and a
state of emergency remains in place. The pace of the purge has
slowed, but its scope continues to unnerve some economic actors.
Security incidents have been confined to the unresolved conflict
in the south east so far in 2017.

Stimulus measures will weaken fiscal performance in 2017. Fitch
forecasts a widening of the general government deficit to 3.1% of
GDP, the largest since 2010, but in line with the 'BB' median.
Temporary fiscal measures include tax exemptions for consumer
durables and an employment scheme under which the government
absorbs some costs for new private sector employees. Financial
support facilitating a jump in lending backed by the Credit
Guarantee Fund (CGF) could also impact the sovereign balance
sheet. Continuation of stimulus measures once the recovery
becomes entrenched could raise questions over the commitment to
fiscal discipline.

The space for countercyclical fiscal policy is underpinned by
government debt metrics that are much stronger than peer medians.
Debt/GDP in both gross and net terms and debt/revenues are all
well below the 'BB' and 'BBB' medians. The rise in debt/GDP in
2016 was due primarily to exchange rate effects, which have
subsided, and Fitch expects debt/GDP to remain around the current
level of 28.3% over Fitch forecasts period to end-2019.
Contingent liabilities are rising, but from a low base and are
unlikely to have a material impact on government finances over
the forecast period.

Economic growth has rebounded and is expected to remain above the
peer median. Growth was 5% yoy in 1Q17, with momentum supported
by government incentives and an improved external environment;
tailwinds that continued into 2Q. Fitch assumes the pace of
growth will ease in 2H, as tax incentives and CGF lending may
have brought forward demand. Nonetheless, a potentially smoother
political environment, early signs of a recovery in the tourism
sector and a stronger external environment should support solid
performance over the forecast period. Fitch's growth projections,
which average 4.3% between 2017 and 2019, compare favourably with
the 'BB' median of 3.5%, but are well below Turkey's 2011-2015
average of 7.1%.

The current account deficit is large relative to peers and
persistent. Higher commodity prices have caused a renewed
widening of the deficit, although exchange rate-induced import
compression and an improvement in export conditions will limit
the deterioration of the current account deficit in 2017. Ongoing
security concerns mean that tourism revenues will be well down on
2013-2015 levels over the forecast period. Financing of current
account deficits will keep net external debt on an upward trend.
Fitch's end-2017 forecast of 32.1% of GDP compares with a 'BB'
median of 19.3%.

External vulnerabilities are a key credit weakness. The gross
external financing requirement is very large, at an estimated
USD193 billion in 2017, and the international liquidity ratio is
84.4, against a 'BB' median of 151.5, despite some lengthening of
external maturities. Turkey's strained international liquidity
position makes it vulnerable to shifts in investor sentiment.
Evolving domestic and external conditions have raised external
financing costs and could further test Turkey's ongoing
resilience in external financing. Net international reserves are
around one-third of the gross end-December level of USD107.2
billion (5.6 months of CXP), and gross reserves are on a slow but
sustained downward path.

Central bank actions, combined with global investor sentiment,
have allowed the lira to recover from a sharp fall around the
turn of the year. The average funding rate has been increased by
365 basis points so far this year through adjustments to some
central bank rates and to the proportion of funding allocated at
each rate. The move has been effective, but it reversed a move
towards policy simplification that began in 2016. Exchange rate
pass-through has pushed inflation into double digits. Fitch's
annual average forecast of 10.7% for 2017 would be the highest
since 2003. Two-year inflation expectations have been more
stable, but at 7.9% compare unfavourably to the CBRT's 5% target.
Inflation has persistently overshot targets and is well in excess
of peers.

Banks have been hit by the weaker economy and rising financing
costs, but are proving resilient. Headline non-performing loans
are low and stable at around 3% of total loans. However, the
volume of at-risk restructured and watch-list loans has
increased. Sector capitalisation, supported by adequate NPL
reserve coverage, is sufficient to absorb moderate shocks, but is
sensitive to further lira depreciation given the high level of
foreign currency loans on banks' balance sheets, and further
asset quality weakening as loans season. Credit growth has been
temporarily boosted by CGF-backed lending, but at the cost of a
squeeze of local currency liquidity. Banks have been active in
tapping the international capital markets so far in 2017. Sector
foreign currency liquidity is broadly adequate to cover banks'
maturing wholesale funding liabilities due within a year,
although it could come under pressure in the case of a prolonged
market closure.

Turkey is a large and diversified economy with a vibrant private
sector. Human Development and Doing Business indicators, as
measured by the World Bank, are in excess of the 'BB' median. GDP
per capita is double the peer median, though the volatility of
economic growth is well in excess of peers reflecting a
vulnerability to regular domestic and external shocks.

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

Fitch's proprietary SRM assigns Turkey a score equivalent to a
rating of BBB on the Long-Term FC IDR scale.

Fitch's sovereign rating committee adjusted the output from the
SRM to arrive at the final LT FC IDR by applying its QO, relative
to rated peers:
- External finances: -1 notch, to reflect a very high gross
   external financing requirement and very low international
   liquidity ratio.
- Structural features: -1 notch, to reflect the ongoing risk of
   serious terrorist attacks and a political environment that may
   continue to affect economic policy-making and performance.

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

RATING SENSITIVITIES

The main factors that, individually, or collectively, could lead
to negative rating action are:
- Heightened stresses stemming from external financing
   vulnerabilities.
- Weaker public finances reflected by a deterioration in the
   government debt/GDP ratio to a level closer to the peer
   median.
- A deterioration in the political or security situation.

The main factors that, individually, or collectively, could lead
to positive rating action are:
- Implementation of reforms that address structural deficiencies
   and reduce external vulnerabilities.
- A political and security environment that supports a
pronounced
   improvement in key macroeconomic data.

KEY ASSUMPTIONS
- Economic relations with key trading partners will not
   deteriorate seriously.
- Fitch forecasts Brent Crude to average USD52.5/b in 2017,
   USD55/b in 2018 and USD60/b in 2019.


=============
U K R A I N E
=============


KERNEL HOLDING: S&P Affirms 'B' CCR After UAI Acquisition
---------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term corporate credit
rating on Kernel Holding S.A., a Ukraine-based producer and
exporter of sunflower oil and grains. The outlook remains stable.
S&P said, "At the same time, we affirmed our 'B' issue rating on
Kernel's five-year US$500 million Eurobond maturing 2022.

"Our affirmation reflects mainly that, despite Kernel's
acquisition of Ukrainian Agrarian Investments SA (UAI), its
credit metrics are still in line with our projections when we
assigned the ratings in January. Our previous base case already
incorporated an acquisition of that magnitude, which largely
explains why there is no impact on the group's financial ratios.
From a business perspective, the UAI acquisition has transformed
Kernel into the largest land bank operator in Ukraine, with more
than 605,000 hectares. This will help Kernel significantly reduce
its dependence on third-party raw materials.

"Because Kernel's business model is already vertically
integrated, we are confident that, by adding these additional
192,000 hectares of high-quality land, the group will create cost
synergies that we have not yet incorporated into our model. By
strengthening its farming operations, the group should be able to
somewhat smoothen the seasonality inherent to its processing
operations. Moreover, the increasing number of silos will enable
Kernel to expand its logistic territorial network. Despite all
the positive aspects that UAI's integration will bring to Kernel,
we have not revised our assessment on the group's competitive
position.

"The acquisition has strengthened the group's exposure to
Ukraine, which we view as having a high-risk corporate
environment. Nevertheless, Kernel has a leading market position
in sunflower oil processing--which is a large industry in Ukraine
thanks to soil and climate conditions--as well as the robust
operating performance of the group's farming division, which
should benefit from UAI's integration. Kernel's vertically
integrated operation continues to support efficiency and
decreases, in our view, the volatility of the group's
profitability. UAI enjoys a similar profile in terms of structure
of operations, with a modern and productive fleet of machinery
and similar cluster organization, allowing fast decision-making.
We also view positively that both entities withstood the
country's biggest economic and financial crisis in the past
decade."


UKRAINIAN AGRARIAN: S&P Affirms then Withdraws 'B-' Long-Term CCR
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term corporate credit
rating on farming group Ukrainian Agrarian Investment S.A. (UAI).
S&P said, "We subsequently withdrew the rating at the company's
request. The outlook was stable at the time of withdrawal.

"At the time of withdrawal, UAI's business risk profile reflected
mainly that all of the group's operations are concentrated in a
very risky corporate environment due to all of its assets being
located in Ukraine. In addition, we factored in the relatively
small size of UAI's operations and very low diversification
within the agri-commodities industry into our assessment of the
group's business. Positively, the company, despite its small size
and lack of access to capital markets, has managed to withstand
the sovereign default of Ukraine in December 2015."


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


ALPHA TOPCO: Moody's Hikes CFR to B2, Outlook Stable
----------------------------------------------------
Moody's Investors Service has upgraded the corporate family
rating (CFR) of Alpha Topco Limited (F1, the company) to B2 from
B3 and the probability of default rating (PDR) to B2-PD from B3-
PD. Moody's has also affirmed the B2 rating on the first lien
secured bank facilities borrowed by Delta 2 (Lux) S.a.r.l.  The
outlook on all ratings remains stable.

The Caa2 rating on the second lien term loan remains unchanged
and Moody's expects this to be withdrawn following full
repayment.

RATINGS RATIONALE

The upgrade reflects (i) the strategic changes in the context of
Liberty Media Corporation's ownership (Liberty), (ii) the changed
financial policy with a number of steps already taken and under
way to visibly reduce leverage, and (iii) the company's continued
track record of significant cash flow generation before
extraordinary dividends, which Moody's expects to continue
despite some increased investments in 2017 and 2018.

F1 has been undergoing a number of strategic changes under
Liberty's ownership since the transaction was announced in
September 2016. The management team has changed and has expanded
to provide greater resources to actively manage the different
elements of the business, including the commercial functions and
sports-related matters. Moody's expects the company to further
add resources to further strengthen corporate functions,
including to more proactively target sponsorship revenues.
Moreover, the company's strategy markedly shifted towards an
increasing focus on digital platforms to market its content or
engage with fans. The company also seeks to refresh and broaden
the event experience, make renewed efforts to enter the US market
where F1 is currently underrepresented compared to other sports,
and possibly to further add events to the racing calendar.

However, many of these initiative may take several years to
translate into material additional revenue growth beyond the
underlying growth from broadcasting or promoter revenue. These
two revenue streams are likely to continue to represent a
material share, similar to the 69% of 2016 revenue, going
forward. F1's EBITDA performance over the last four years to 2016
has been steady to slightly downwards, partly due to higher team
payments and some weakness in sponsorship revenue. Moody's
expects EBITDA to also weaken slightly in 2017 as the company
invests, but to stabilize and improve in 2018 and particularly
2019. The company's solid revenue visibility with $7.7 billion of
contracted revenue (as of May 2017, including 2017), representing
more than four years of annual revenue, together with often build
in annual fee escalator clauses underpin the performance outlook.

In 2017, F1 has taken a number of steps to improve the balance
sheet and cash flow towards its new stated goal of 5.0x -- 6.0x
reported net leverage (7.0x 2016 pro-forma for year-to-date debt
repayments and including the expected full second lien repayment
and first-lien upsize). As a result, Moody's-adjusted debt/EBITDA
will decline to 8.0x in 2017 from 9.6x in 2016. Moody's also
expects further deleveraging in 2018 and particularly 2019 so
that Moody's-adjusted debt/EBITDA falls further towards 7x in the
next 24 months. The pay down of the second lien debt and the re-
pricing of the first lien debt in March 2017 will also result in
substantial interest savings going forward, improving both cash
flow and interest cover metrics. Moody's expect the company to
remain visibly free cash flow generative with Moody's-adjusted
FCF/debt in the mid to high single digits.

The affirmation of the instrument ratings at B2 reflects the pari
passu capital structure following the expected full repayment of
the second lien term loan.

Rating outlook

The rating is forward looking and and the stable rating outlook
assumes continued steady performance and further visible progress
towards the company's stated net leverage target so that Moody's-
adjusted debt/EBITDA falls towards 7x in the next 24 months.
Until such progress towards de-leveraging is achieved, F1 will
remain weakly positioned in the B2 rating category.

Liquidity profile

Moody's views F1's liquidity profile as good. As of March and
pro-forma for year-to-date debt repayments (including full second
lien repayment) the company had around $170 million of cash on
the balance sheet and access to the committed and undrawn $75
million revolving credit facility (RCF) due 2020. Moody's
understand that the company is also looking to materially
increase the RCF. The next larger maturity are the $3.3 billion
term loans (including the pending upsize of $200 million) in
2024. The access to the RCF is subject to a financial maintenance
covenant, which will only be tested if the RCF is 40% drawn, and
Moody's expects the company to retain sufficient headroom.

What can change the rating up/down

Positive pressure on the rating could result from further
reducing Moody's-adjusted debt/EBITDA to below 6.0x while
maintaining good liquidity and Moody's-adjusted FCF/debt of at
least high-single digits. Positive pressure would also require a
successful execution on strategic goals translating into visible
EBITDA growth. Conversely, negative pressure on the rating could
result from a lack of further deleveraging to a Moody's-adjusted
debt/EBITDA of 7x over the next 24 months, signs of weakening
operating performance beyond 2017, weakened cash flow or
liquidity.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Alpha Topco Limited is the holding company for the group of
companies that exploit the commercial rights to the FIA Formula
One World Championship. In 2016, the companies held by Alpha
Topco Limited generated revenues of $1.8 billion. Alpha Topco --
through holding companies Delta Debtco Limited and Delta Topco
Limited is controlled by Liberty Media Corporation.


HBOS: Lloyds Makes GBP10MM Fraud Scandal Compensation Offer
----------------------------------------------------------
Ravender Sembhy at The Scotsman reports that Lloyds Banking Group
has made more than GBP10 million of compensation offers and
hardship payments to customers affected by the HBOS fraud
scandal.

The lender said on July 21 thirty customers have either now
received a compensation offer or are in the "detailed stages" of
assessment and will receive an offer shortly, The Scotsman
relates.

According to The Scotsman, Lloyds, which rescued HBOS at the
height of the financial crisis, has set aside a GBP100 million
pot for customers affected by the fraud, which took place between
2003 and 2007 at the hands of former HBOS Reading staff.

The 30 customers represent nearly half of all those affected by
the scandal, The Scotsman notes.

Of those, final offers totaling more than GBP6.5 million have
been made to 16, with five accepted so far, The Scotsman states.

The remaining 14 cases are currently in the final stage of
assessment by Lloyds and Professor Russel Griggs, who is
spearheading the bank's investigation into the fraud, The
Scotsman discloses.

All these payments have now been made, the bank confirmed, which
total more than GBP3 million, The Scotsman relays.


PARAGON OFFSHORE: Comments on Old Paragon's Chapter 11 Filing
-------------------------------------------------------------
Paragon Offshore Limited commented on July 20, 2017, on new
voluntary proceedings commenced by Paragon Offshore plc (in
administration) ("Old Paragon") and certain of Old Paragon's
subsidiaries under chapter 11 of the United States Bankruptcy
Code in the United States Bankruptcy Court in the District of
Delaware.  The subsidiaries of Old Paragon included in the
proceedings are Prospector Offshore Drilling S.a r.l ("Offshore
Drilling"), Prospector Rig 1 Contracting Company S.a r.l and
Prospector Rig 5 Contracting Company S.a r.l (collectively, and
together with the other subsidiaries of Offshore Drilling the
"Prospector Group").

The Prospector Group has an interest in two high specification
jackup rigs (the "Rigs") pursuant to two sale-leaseback
agreements executed with subsidiaries of SinoEnergy Capital
Management Ltd. (the "Lessors").  In connection with the Leases,
Old Paragon's shares in Prospector Offshore Drilling S.a r.l.
(the "Prospector Shares") are pledged in favor of the Lessors.
In order to transfer the Prospector Group to New Paragon, New
Paragon must obtain a consent to the transfer from the Lessors.
The Debtors have been in negotiations with the Lessors since May
2017 with respect to the transfer, but have been unable to reach
a mutually agreeable solution.

On July 18, 2017 (the "Effective Date"), New Paragon announced
that it had successfully completed its corporate and financial
reorganization and emerged from bankruptcy.  The Prospector Group
was not transferred to New Paragon at the Effective Date and its
members remain direct and indirect subsidiaries of Old Paragon.
On the Effective Date, New Paragon, Old Paragon, and Neville Kahn
and David Soden as joint administrators of Old Paragon (the
"Joint Administrators") entered into a management agreement (the
"Management Agreement"), pursuant to which New Paragon has the
economic benefit of and operational control over the Prospector
Group subject to certain restrictions in the Lessors' share
pledges.  In addition, New Paragon agreed to continue to procure
the provision of management services to the Prospector Group
while the Prospector Group remains held by Old Paragon.  Further,
pursuant to the Management Agreement, Old Paragon undertook to
transfer the Prospector Group to New Paragon at such time as New
Paragon obtains the consent of the Lessors to such transfer or
such consent is no longer required.

The Prospector Group is an important component of New Paragon's
future business plan and in order to preserve the value of the
Prospector Group for New Paragon and its new equity holders, the
respective boards of directors of the Prospector Group companies
and the Joint Administrators of Old Paragon elected to commence
the voluntary chapter 11 proceedings of the Prospector Group and
Old Paragon, respectively.

During these proceedings, the Rigs will continue to be operated
by New Paragon under the Management Agreement.  The company does
not expect any impact to customers, suppliers, or employees.

"We sincerely hope that the commercial issues in dispute can be
resolved through continued good faith negotiation between the
parties," said Mr. Dean E. Taylor, Interim President and Chief
Executive Officer of New Paragon.  "Nevertheless, we appreciate
the actions taken by Old Paragon and the Prospector Group
companies are out of an abundance of caution to preserve the
value of these assets which are an important part of New
Paragon's future."

           Additional Information about Old Paragon

Neville Barry Kahn and David Philip Soden were appointed Joint
Administrators of Old Paragon on May 23, 2017.  The affairs,
business and property of Old Paragon are managed by the Joint
Administrators.  The Joint Administrators act as agents of Old
Paragon and contract without personal liability.  In performing
their work in relation to this appointment, the Joint
Administrators are bound by the U.K. Insolvency Code of Ethics, a
link to which has been provided on the website set up for this
case at www.deloitte.com/uk/paragonoffshoreplc.

Court filings as well as other information related to
restructuring by Old Paragon and the Prospector Group are
available through Old Paragon's claims agent, Kurtzman Carson
Consultants, at http://www.kccllc.net/prospector.

                       About Paragon Offshore

Houston, Texas-based Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of
offshore drilling rigs.  Paragon is a public limited company
registered in England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb.
14, 2016, after reaching a deal with lenders on a reorganization
plan that would eliminate $1.1 billion in debt.  The petitions
were signed by Randall D. Stilley as authorized representative.

Judge Christopher S. Sontchi is assigned to the cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general
counsel; Richards, Layton & Finger, P.A. as local counsel; Lazard
Freres & Co. LLC as financial advisor; Alixpartners, LLP, as
restructuring advisor; PricewaterhouseCoopers LLP as auditor and
tax advisor; and Kurtzman Carson Consultants as claims and
noticing agent.

No request has been made for the appointment of a trustee or an
examiner in the cases.

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee
and Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

Counsel to JPMorgan Chase Bank, N.A. (a) as administrative agent
under the Senior Secured Revolving Credit Agreement, dated as of
June 17, 2014, and (b) as collateral agent under the Guaranty and
Collateral Agreement, dated as of July 18, 2014, are Sandeep
Qusba, Esq., and Kathrine A. McLendon, Esq., at Simpson Thacher &
Bartlett LLP.  PJT Partners serves as its financial advisor.

Delaware counsel to JPMorgan Chase Bank, N.A. are Landis Rath &
Cobb LLP's Adam G. Landis, Esq.; Kerri K. Mumford, Esq.; and
Kimberly A. Brown, Esq.

Counsel to Cortland Capital Market Services L.L.C. as
administrative agent under the Senior Secured Term Loan
Agreement, dated as of July 18, 2014, are Arnold & Porter Kaye
Scholer LLP's
Scott D. Talmadge, Esq.; Benjamin Mintz, Esq.; and Madlyn G.
Primoff, Esq.

Delaware counsel to Cortland Capital Market Services L.L.C. are
Potter Anderson & Corroon LLP's Jeremy W. Ryan, Esq.; Ryan M.
Murphy, Esq.; and D. Ryan Slaugh, Esq.

Counsel to Deutsche Bank Trust Company Americas as trustee under
the Senior Notes Indenture, dated as of July 18, 2014, for the
6.75% Senior Notes due 2022 and the 7.25% Senior Notes due 2024,
are Morgan, Lewis, & Bockius LLP's James O. Moore, Esq.; Glenn E.
Siegel, Esq.; and Joshua Dorchak, Esq.

Freshfields Bruckhaus Deringer LLP serves as legal counsel to the
Term Loan Agent and FTI Consulting, Inc. serves as its financial
advisor.

                          *     *     *

Paragon Offshore said June 7, 2017, that the Bankruptcy Court has
approved the Company's consensual plan of reorganization.  Under
the Consensual Plan, which the Company announced May 2, 2017,
Paragon's existing equity will be deemed worthless and the
company's secured creditors and unsecured bondholders will
receive equity in a new reorganized parent company.

Under the Consensual Plan of Reorganization, approximately $2.4
billion of previously existing debt will be eliminated in
exchange for a combination of cash and to-be-issued new equity.
If
confirmed, the Secured Lenders will receive their pro rata share
of $410 million in cash and 50% of the new, to-be-issued common
equity, subject to dilution.  The Bondholders will receive $105
million in cash and an estimated 50% of the new, to-be-issued
common equity, subject to dilution. The Secured Lenders and
Bondholders will each appoint three members of a new board of
directors to be constituted upon emergence of the Company from
bankruptcy and will agree on a candidate for Chief Executive
Officer who will serve as the seventh member of the board of
directors of the Company.

As a necessary component of the Consensual Plan, Paragon Offshore
filed before the High Court of Justice, Chancery Division,
Companies Court of England and Wales an application for
administration in the United Kingdom and sought an order
appointing two partners of Deloitte LLP as administrators of the
company.  The application was granted on May 23, 2017.

Neville Barry Kahn and David Philip Soden were appointed Joint
Administrators of Paragon Offshore Plc on May 23, 2017.  The
affairs, business and property of the Company are managed by the
Joint Administrators.  The Joint Administrators act as agents of
the Company and contract without personal liability.



                            *********

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
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prices at which equity securities trade in public market are
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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
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                            *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
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Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
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Peter A. Chapman, Editors.

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

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