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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, September 13, 2017, Vol. 18, No. 182


                            Headlines


A Z E R B A I J A N

ACCESSBANK: Fitch Corrects September 6 Rating Release


B O S N I A   &   H E R Z E G O V I N A

BOSNIA & HERZEGOVINA: S&P Affirms 'B/B' Sovereign Credit Ratings


D E N M A R K

OW BUNKER: Danish Institutional Investors to Sue IPO Banks


F R A N C E

PROMONTORIA MCS: Moody's Affirms B2 CFR, Outlook Stable


G E O R G I A

GEORGIA: Moody's Raises Issuer Ratings to Ba2, Outlook Stable


G E R M A N Y

AIR BERLIN: Flight Cancellations Threaten Existence
NIDDA BONDCO: Fitch Assigns B+(EXP) Issuer Default Rating


G R E E C E

INTRALOT SA: Moody's Affirms B1 CFR, Outlook Negative


K A Z A K H S T A N

SAMRUK-ENERGY: Fitch Says 1H Liquidity Eases Refinancing Concerns


R U S S I A

CB ANELIK: Suffered Cash Shortage Prior to License Revocation
HMS GROUP: Fitch Affirms B+ Longterm IDRs, Outlook Stable
IVY BANK: Liabilities Exceed Assets, Assessment Shows
SISTEMA PJSFC: S&P Lowers CCR to 'BB-', Still on CreditWatch Neg.
UFA CITY: S&P Affirms 'BB-' ICR, Outlook Still Stable


S P A I N

AYT CAJAGRANADA I: S&P Cuts Class C Notes Rating to 'D(sf)'


U N I T E D   K I N G D O M

BELL POTTINGER: Head of Financial PR Division Steps Down
CYBG PLC: Fitch Affirms 'BB-' Additional Tier 1 Debt Rating
DELPHI JERSEY: Fitch Assigns Initial 'BB' Issuer Default Rating
DELPHI JERSEY: S&P Assigns Prelim 'BB' CCR, Outlook Stable
ENQUEST PLC: S&P Puts B- CCR on Watch Neg on Lower Production

GLOBALTRANS INVESTMENT: Fitch Lifts IDR to BB+, Outlook Stable
PRETTY LEGS: H&R Healthcare Acquires Business
TOGETHER ASSET 1: Moody's Assigns (P)B2 Rating to Class E Notes
VIRIDIAN GROUP: Moody's Rates EUR600MM New Sr. Secured Notes B1


                            *********



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A Z E R B A I J A N
===================


ACCESSBANK: Fitch Corrects September 6 Rating Release
-----------------------------------------------------
Fitch Ratings corrected a press release version on AccessBank
published on September 6, which incorrectly stated the
chairperson's details.

The revised statement is as follows:

Fitch Ratings has downgraded Azerbaijan-based AccessBank's Long-
Term Issuer Default Rating (IDR) to 'BB-' from 'BB+'. The Outlook
is Stable. At the same time, the agency has affirmed the bank's
Viability Rating (VR) at 'f'.

KEY RATING DRIVERS
IDRS AND SUPPORT RATING

The downgrade of AccessBank's Long-Term IDR reflects Fitch's
reassessment of the likelihood of support that the bank may
receive from its core international financial institution (IFI)
shareholders.

Fitch has reassessed its view of the propensity and willingness of
the core shareholders to provide support to AB, primarily due to
the weak recent track record of capital support, which in Fitch's
view has been somewhat delayed and has not yet been sufficient to
restore the capital position of the bank. The reassessment also
takes into account the bank's recent weak financial results and
significant uncertainty about future performance prospects, which
Moody's believes will constrain its ability to develop further as
a microfinance lender in Azerbaijan.

AccessBank has not been in compliance with prudential capital
requirements since the beginning of 2017 and has therefore been
relied on regulatory forbearance. The shareholders provided USD20
million of equity in March 2017 and are committed to inject a
further USD12 million by the end of September 2017 to make the
bank's total capital above the regulatory minimum of AZN50
million. However, these contributions are unlikely to be
sufficient to achieve compliance with required capital adequacy
ratios given further losses reported by the bank.

Fitch has maintained the bank's Long-Term IDR in the 'BB' category
and affirmed the Support Rating at '3', reflecting the agency's
view that there is still a moderate probability of support for the
bank. This view is based on the IFIs' strategic commitment to
microfinance lending in emerging markets, the IFIs' direct
ownership of AccessBank, stemming from their participation as
founding shareholders, and the fact that capital contributions
have been made in 2017 and may be considered again in 2018,
depending on the bank's capital position.

The Stable Outlook reflects Fitch's view that the capital support
provided by the IFI shareholders is likely to be eventually
sufficient to restore the bank's capital position and enable it to
continue fulfilling its obligations to creditors.

VR
The affirmation of AccessBank's VR at 'f' reflects the fact that
the bank continues to have a material capital shortfall. The
agency downgraded the bank's VR in February 2017 following a
sizable impairment-driven loss, which resulted in the bank's
regulatory capital ratios falling to low levels (see 'Fitch
Downgrades AccessBank's VR to 'f'; Affirms IDR at 'BB+'; Outlook
Negative' dated February 1, 2017 on www.fitchratings.com).

At end-1H17, the Fitch Core Capital (FCC) remained low, at an
estimated 3% of Basel risk-weighted assets. There has been no
improvement since end-2016 despite the March 2017 USD20 million
(AZN35 million equivalent) capital contribution due to the sizable
impairment-driven loss of AZN43 million, incurred by AccessBank in
1H17. The regulatory Tier 1 and total capital ratios were 2.2% and
4.5%, respectively. The upcoming equity injection of USD12 million
(AZN20 million equivalent) should improve regulatory ratios to
4.3% and 7.7%, respectively, according to Fitch's estimates (which
also take into account estimated losses for 3Q17), which would
still be just below the regulatory minimum levels of 5% and 10%.

Furthermore, the capital position will remain vulnerable as a
result of sizable unreserved non-performing loans (NPLs; loans
overdue by more than 90 days) of AZN71 million, or 2.4x Tier 1
capital after the anticipated equity injection. Internal capital
generation is an additional source of weakness. The 1H17 net loss
of AZN43 million was mostly due to high impairment-related
expenses of AZN38 million. However, even net of these (i.e. on a
pre-impairment basis before foreign-currency movements) AccessBank
would have still been loss making due to reduced loan issuance,
tight margins and high operating expenses.

AccessBank's funding profile has been stable. At end-1H17,
wholesale funding maturing within 12 months was equal to around
17% of total liabilities, while the available liquidity buffer
moderately exceeded this. However, Fitch views the liquidity
position as only moderate given the fact that most wholesale
funding repayments are in foreign currency, while more than half
of available liquidity is in local currency, and banks' ability to
convert local into foreign currency in Azerbaijan has been
significantly constrained by lack of FX supply.

RATING SENSITIVITIES

Fitch does not expect to further downgrade of AccessBank's Long-
Term IDR and Support Rating, as reflected by the Stable Outlook.
However, further prolonged delays with the provision of sufficient
capital support could result in a downgrade. Upside for the Long-
Term IDR is currently limited given the recent weak track record
of capital support.

Fitch will upgrade AccessBank's VR once the bank achieves
sustainable compliance with regulatory capital requirements and is
no longer reliant on regulatory forbearance. However, the rating
will probably be at a low sub-investment grade level given sizable
asset quality problems and the bank's likely weak future
performance.

The rating actions are as follows:

  Long-Term IDR: downgraded to 'BB-' from 'BB+'; Outlook Stable
  Short-Term IDR: affirmed at 'B'
  Viability Rating: affirmed at 'f'
  Support Rating: affirmed at '3'



=======================================
B O S N I A   &   H E R Z E G O V I N A
=======================================


BOSNIA & HERZEGOVINA: S&P Affirms 'B/B' Sovereign Credit Ratings
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B/B' long- and short-term foreign
and local currency sovereign credit ratings on Bosnia and
Herzegovina (BiH). The outlook is stable.

OUTLOOK

The stable outlook balances BiH's political uncertainty and an
absence of reforms against its track record of steady if modest
growth.

S&P said, "We could lower the ratings if an extended period
without the anticipated International Monetary Fund (IMF) loan
tranches led to the emergence of external financing pressures or
liquidity pressures at the level of BiH's constituent entities
over the next 12 months. Although the state's external debt
repayments are funded by indirect tax receipts, under such a
scenario debt-servicing risks could rise.

"We could raise the ratings on BiH if Bosnian authorities were to
move forward with structural reforms that help raise the country's
growth potential and lift income levels. Less antagonistic
relations across BiH's multilayered governments could also support
our ratings."

RATIONALE

S&P said, "The rating affirmation reflects our view that BiH will
be able to contain its budget deficits during periods of less-
available external financing. At the same time, rising external
debt and substantial external financing needs in light of
sustained current account deficits weigh on the ratings. The
ratings are further constrained by the country's divisive
politics, which frequently bring policymaking to a standstill, its
limited monetary policy flexibility, and its low income levels. On
the other hand, modest but steady economic growth supports
indirect tax revenues, which the country uses to service its
external debt. BiH's relatively low and predominantly concessional
debt burden also underpins our ratings.

Institutional and Economic Profile: Bosnia and Herzegovina's
political divisions remain a key obstacle to economic
transformation

Failure to implement legislation to fulfill conditions for the
first review of the IMF's extended fund facility (EFF) have
derailed the program, raising questions on the availability of
external financing.

Nevertheless, S&P estimates that Bosnian policymakers will resume
their efforts to fulfill the program's conditions in the coming 12
months.

Political tensions between (and within) the two entities that
compose BiH, the Federation of BiH and the Republika Sprska, are
set to intensify even further as the October 2018 general
elections draw closer.

In this environment, S&P expects private consumption to fuel
growth, while large-scale public investment projects will hinge on
the availability of foreign financing inflows.

Despite several attempts earlier this year, legislators failed to
legislate a hike on excise taxes on fuel, one of several key
remaining actions required to complete the first review under
BiH's current three-year EUR550 million EFF with the IMF. S&P
said, "Following this failure, we anticipate that significant
renegotiations of the program framework will be required in order
for further tranches to be disbursed and that any future
disbursements will be delayed extensively. As we approach next
year's general elections, we think BiH's politics are likely to
remain divisive, leading to extended delays on measures to meet
the program's conditions.

"In addition to the immediate financial effects, we think that the
derailing of the IMF arrangement is detrimental for the country as
the IMF program has provided an important anchor for the country's
structural reform agenda. If reforms stall further, BiH may also
lose the opportunity to absorb available external financing for
key infrastructure projects, which would boost the economy's
growth if completed, in our opinion. The contribution of
investment to growth depends on the availability of funds from
international financial institutions, for example for the
construction of large infrastructure projects (such as the
"Corridor Vc" motorway project), which in turn depends on
compliance with international lenders' conditions. As the latter
is uncertain and at best piecemeal, we largely maintain our
previous growth path for the country of 2.7% on average in 2017-
2020. As in the past, we project the key contributor to growth
will be private consumption, financed by substantial remittances
inflows. We also note that foreign direct investment (FDI), at
1.5% of GDP in 2016, is very low for the region, and does not
support productive capacity in many cases. We view weaknesses in
the business environment and political uncertainty as a deterrent
to further private investment."

As of midyear 2017, BiH's unemployment rate has continued to
decline to 20.5%, owing to growing employment alongside persistent
net emigration.

BiH's multilayered institutional setup hinders effective
policymaking and also complicates meaningful progress toward being
granted EU candidate status, following BiH's membership
application in early 2016. S&P anticipates continued frequent
confrontations along party lines and between the country's
constituent entities in the near-to-medium term. These will likely
revolve around the country's identity questions, as exemplified
earlier this year by the dispute on the attempted appeal of an
International Court of Justice Ruling on genocide during the 1992-
1995 war. In addition, further referendums in the Republika Srpska
are possible, which could also stir issues around the country's
identity. On the other hand, the country's history also likely
means that the international community will continue to support it
on its European integration path.

Flexibility and Performance Profile: Uncertainty around external
financing flows helps induce low fiscal deficits

S&P said, "We project the current account deficit to widen
slightly in 2017-2020 as consumption, and potentially investments
in later years, drive imports.

"As we now expect any disbursements under the EFF to be delayed
for at least several more months, we anticipate that the entity
governments would be--as demonstrated in the past--forced to close
their budget gaps, keeping net debt low."

BiH's currency board arrangement provides an important stability
anchor for the country but it restricts monetary policy
flexibility.

S&P said, "We currently think that the entity governments could
cover their financing needs for the coming months in the domestic
capital markets if there are no disbursements from the IMF.
However, we see BiH's vulnerability to shifts in official funding
as a key risk and external financing pressures could arise if
political risks continue to hinder the implementation of the EFF
program also in 2018.

"The comparably moderate external indebtedness of BiH reflects
reduced external borrowing by the government as a result of
potential constraints on international concessional inflows.
Nonetheless, we continue to expect the country's external
indebtedness to rise, with narrow net external debt increasing to
over 50% of current account receipts by 2020.

"We expect a gradual widening of the current account deficit to
almost 8% of GDP in 2020 from 5% of GDP in 2017. At the same time,
gross exports continue to grow robustly and the country is
enjoying a record tourist season in 2017, as BiH has become an
attractive destination for vacationers from the Middle East in
particular. We estimate debt-creating inflows (net of
amortization) will amount to about US$380 million (1.4% of GDP)
and net FDI will amount to US$250 million (2% of GDP) in 2017,
with inflows to the capital account making up the rest. Structural
reforms could also help attract more FDI, which we currently
project at under 2% of GDP in 2017-2020.

"We project the consolidated general government fiscal deficit
will average below 1% of GDP in 2017-2020. While this partly
reflects governments' prudent fiscal policies, it is more the
result of the limited availability of external financing. In past
years, we have seen that the entity governments have cut
investment spending in the absence of concessional inflows and we
expect them to do so again if needed to balance their budgets. If
there were no disbursements for a prolonged period, we anticipate
that the decline in public investment could have a negative effect
on economic growth and in turn on tax revenues. Furthermore, we
would expect the build-up of arrears at the Federation and the
Republika Sprksa, as well as at lower levels of government, under
such a scenario. We understand that arrears have already been
increasing at local government levels. On the other hand, indirect
tax revenues have shown sound growth in 2017, and they are used to
service BiH's state-level external debt before they are allocated
to the various government entities. We expect net general
government debt to stabilize at slightly over 30% of GDP by 2020.
The majority of government debt will continue to be denominated in
foreign currency over our forecast horizon through 2020. At the
same time, we underscore that external government debt is
primarily concessional."

BiH has a currency board regime and its currency, the
konvertibilna marka (BAM), is pegged to the euro. The currency
board provides stability and has been successful in containing
inflationary pressures. S&P said, "While appropriate for the
country thus far, it restricts policy response, in our view. We
also view the high share of loans denominated in or indexed to
foreign currency (more than 50% of total system loans) as
constraining the monetary flexibility of BiH's central bank.
Although reserves covered monetary liabilities by 1.06x as of June
2017, the central bank cannot act as a lender of last resort under
BiH law. We understand that BiH is committed to maintaining the
independence of the central bank and preserving the stability of
the currency board, which entails full coverage of the monetary
base by the central bank's foreign currency reserves."

At the same time, BiH's banking system appears relatively well
capitalized and nonperforming loans (overdue 90 days or more) have
decreased to 11.1% of total loans as of June 2017. Vulnerabilities
at smaller domestic banks with weaker corporate governance
practices have surfaced over the past couple of years, but in that
regard S&P also notes the recent adoption of new banking
legislation in both entities, in line with EU directives, as a
step toward improved supervision.

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the
methodology applicable (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 all 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
  Bosnia and Herzegovina
   Sovereign Credit Rating
    Foreign and Local Currency            B/Stable/B   B/Stable/B
   Transfer & Convertibility Assessment   BB-          BB-



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D E N M A R K
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OW BUNKER: Danish Institutional Investors to Sue IPO Banks
----------------------------------------------------------
Stine Jacobsen and Teis Jensen at Reuters report that a group of
24 Danish institutional investors in OW Bunker said on Sept. 12 it
would sue Carnegie Investment Bank and Morgan Stanley, accusing
both of misleading them about the 2014 listing of the now bankrupt
marine fuel oil supplier.

According to Reuters, the investors, including two of Denmark's
largest pension funds, ATP and PFA, say they lost DKK767 million
(US$123 million) after buying OW Bunker shares "on the basis of a
prospectus which was insufficient in material aspects".

Denmark's OW Bunker was valued at US$1 billion when it floated in
March 2014, but the company filed for bankruptcy in November that
year after suffering hedging losses of almost US$300 million,
sending shockwaves through the global shipping and oil trading
industry, Reuters notes.

Morgan Stanley declined to comment on the lawsuit, while Carnegie
defended its handling of initial public offerings, saying it would
contest any claims against it, Reuters relates.

The investor group is already suing the bankrupt OW Bunker, and
the former board and management, Reuters discloses.

It said it had now decided to extend the case, which is pending at
the Danish Eastern High Court, due to new information, Reuters
relays.

                        About O.W. Bunker

OW Bunker AS is a global marine fuel (bunker) company founded in
Denmark.

On Nov. 6, 2014, OW Bunker A/S placed OWB Trading and O.W. Bunker
Supply & Trading A/S in an in-court restructuring procedure with
the probate court in Aalborg, Denmark.  By Nov. 7, 2014, the
Danish entities (plus O.W. Bunker Supply & Trading A/S, O.W.
Cargo Denmark A/S, and Dynamic Oil Trading A/S) were placed under
formal Danish bankruptcy (liquidation) proceedings in the Aalborg
probate court.

The company declared bankruptcy following its admission that it
had lost US$275 million through a combination of fraud committed
by senior executives at its Singaporean unit.

The Danish company placed its U.S. subsidiaries -- O.W. Bunker
Holding North America Inc., O.W. Bunker North America Inc. and
O.W. Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn.
Case Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13,
2014.  The U.S. cases are assigned to Judge Alan H.W. Shiff.  The
U.S. Debtors tapped Patrick M. Birney, Esq., and Michael R.
Enright, Esq., at Robinson & Cole LLP, as counsel.   McCracken,
Walker & Rhoads LLP served as co-counsel.  Alvarez & Marsal acted
as the financial advisor.

The Office of the United States Trustee formed an official
committee of unsecured creditors of the Debtors on Nov. 26, 2014.
The Committee tapped Hunton & Williams LLP as its attorneys.

On Dec. 15, 2015, the U.S. Debtors obtained confirmation of their
First Modified Liquidation Plans.  Under the plan, the Debtors
proposed to create two liquidating trusts, one for each of its
North American units, to hold the estate assets of each company
and make distributions to creditors, while parent OW Bunker
Holding North America Inc. will dissolve.

According to a Bloomberg report, under the First Modified Plan,
administrative claims of $0.94 million, U.S. Trustee Fees, non-
tax priority claims against OWB USA and NA, Priority tax claims
of $0.05 million, secured claims against OWB USA and NA and fee
claims will be paid in full in cash.  Subordinated claims against
OWB USA and NA will not receive any distribution.  Electing OWB
USA unaffiliated trade claims of $13.3 million will have a
recovery of 40% amounting to $5.31 million.  OWB NA affiliated
unsecured claims and non-electing OWB NA unaffiliated trade
claims will have a recovery of 1% in cash.  OWB USA affiliated
unsecured claims will have a recovery of 0.4% in cash.  Electing
OWB NA unaffiliated trade claims will receive pro rata payment of
$2.5 million in cash.  Non-Electing OWB USA unaffiliated trade
claims of $18.36 million will be paid $0.07 million in cash, a
recovery of 0.4%.  Equity interests in OWB USA and NA will be
cancelled and will not receive any distribution.  The plan will
be funded by cash in hand and sale of assets.



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F R A N C E
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PROMONTORIA MCS: Moody's Affirms B2 CFR, Outlook Stable
-------------------------------------------------------
Moody's Investors Service has affirmed the B2 Corporate Family
rating (CFR) and the BACKED Senior Secured Debt rating of
Promontoria MCS SAS (MCS). The outlook on the ratings remains
Stable.

RATINGS RATIONALE

The affirmation of the B2 CFR reflects MCS's leadership in the
French debt purchasing market; adequate debt serviceability with a
30-year track record mitigating model pricing risk of the
purchased portfolios; and lower than peers' leverage with
predictable cash flow. The rating also reflects the company's
monoline business model, which is both significantly smaller and
less diversified than European peers, and its ambitious organic
growth strategy. The rating further takes into account the
company's significant supplier concentration and volatility of
debt supply, as well as potential key man risk and its unregulated
status (albeit mitigated by a strong risk culture).

On July 25, 2017, the company announced that Louvre Bidco, a
French company controlled by funds advised by BC Partners, a
French Private Equity firm, signed a put option agreement relating
to the acquisition of 100% of the securities issued by Promontoria
MCS Holding, the holding company of Promontoria MCS, from certain
affiliates of Cerberus Capital Management, L.P. and certain
managers of the MCS Group. MCS had been 65% owned by Cerberus
since 2014, MCS management accounting for the rest of the
ownership. The rating agency will monitor over the outlook period
whether the new financial sponsor's strategy impedes MCS'
objective to keep leverage and debt serviceability metrics at
current levels.

MCS operates as the leader in the French debt purchasing market by
purchasing from banks their non-performing loans to small and
medium-sized enterprises as well as consumers on an unsecured and
secured basis. The company acquires mainly secured large (i.e.
above EUR20,000 balance) NPLs at a deep discount to the total
outstanding loan, and uses third-party and in-house collection
teams in the process of debt collection, generally through
litigation if settlement is not achieved beforehand. MCS also acts
as a servicer of performing and non-performing bank debt.

MCS's current financing package incorporates EUR200 million Senior
Secured Notes, which are guaranteed on a senior basis by its
operating subsidiary M.C.S et Associes SAS, as well as a super
senior EUR25 million Revolving Credit Facility (RCF), fully
undrawn as of June 30, 2017. Both the Senior Secured Notes and the
RCF are secured by a first ranking security interest in
substantially all the assets and EBITDA of the issuer and the
guarantor.

MCS has a negative Tangible Common Equity to Tangible Managed
Assets ratio, broadly in line with B2-rated peers, and leverage at
around 3.9x EBITDA at half-year 2017, consistent with the B2
rating levels. Although Moody's cautions that the upcoming
acquisition of MCS by BC Partners may lead to a deterioration of
the leverage over the short term, the rating agency expects it to
remain under 5.5x and to decrease over the medium term due to MCS'
expected dynamic cash flow generation.

WHAT COULD CHANGE THE RATING UP / DOWN

Moody's could upgrade MCS's CFR following sustainable improvements
in: (1) leverage, with gross debt to adjusted EBITDA below 3x; (2)
profitability, with the adjusted EBITDA to interest expenses above
3.5x; (3) capital position, with a positive Tangible Common Equity
over Tangible Managed Assets; and/or (4) diversification, for
example a shift towards servicing, while showing a track record of
achieving projections.

Conversely, Moody's could downgrade MCS's CFR should: (1) gross
debt to adjusted EBITDA climb above 5.5x; (2) adjusted EBITDA to
interest expenses fall below 2x; and/or (3) the company fail to
manage appropriately its step-up in growth.

The principal methodology used in these ratings was Finance
Companies published in December 2016.



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G E O R G I A
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GEORGIA: Moody's Raises Issuer Ratings to Ba2, Outlook Stable
-------------------------------------------------------------
Moody's Investors Service has upgraded the Government of Georgia's
local and foreign currency issuer ratings to Ba2 from Ba3. The
outlook remains at stable.

The rating upgrade and stable outlook are supported by Moody's
view that the Georgian economy's resilience in the wake of the
regional economic shock which began in 2014 demonstrates the
increasing strength of the economy and institutions. Looking
forward, ongoing economic reforms, supported by the International
Monetary Fund, will mitigate some of Georgia's underlying credit
weaknesses, further boosting credit strength over time. However,
material banking sector and external vulnerability risks continue
to constrain the rating.

Georgia's foreign currency senior unsecured ratings have also been
upgraded to Ba2 from Ba3.

The local-currency bond and deposit ceilings were raised to Baa1
from Baa3. The foreign currency bond ceiling was raised to Baa3
from Ba1 and the foreign currency bank deposit ceiling was raised
to Ba3 from B1. In addition, the short-term foreign-currency bond
ceiling was raised to P-3 from Not Prime and the short-term
foreign currency deposit ceiling was maintained at Not Prime.

RATINGS RATIONALE

RATIONALE FOR RATING UPGRADE TO Ba2

GEORGIA'S ECONOMY DEMONSTRATES RESILIENCE

Georgia's economy has proved resilient to a significant economic,
financial and exchange rate shock in the region in 2014-16.
Georgia's GDP growth averaged 3.4% during this period, when many
of its neighbors were in or close to recession. Moody's attributes
this resilience to effective macroeconomic policy management and
strong banking supervision that allowed banks to continue to
finance the economy.

Looking ahead Moody's expects Georgia's economy to strengthen and
its resilience to shocks to continue to be enhanced as ongoing
measures to diversify and reform the economy bear fruit.

Such measures include the ongoing process of diversification of
trade and investment relationships, including through the
Association Agreement (AA) and Deep and Comprehensive Free Trade
Agreement (DCFTA) with the European Union (EU). These agreements
will provide Georgia with technical and financial support to
further develop its already strong institutions and further deepen
political and economic relations. Closer ties and alignment with
EU norms will also boost competitiveness through measures to
improve customs procedures, food quality, education systems, and
labor codes.

Beyond its relations with the EU, Georgia has growing access to a
diverse set of markets, through various recent and prospective
trade agreements, such as those with a number of Commonwealth of
Independent States members, Turkey, and potentially through the
prospective free trade agreement with China. This will help to
maintain FDI levels at close to 10% of GDP and will likely
increase exports and economic growth in the medium term.

Moody's also expects that past microeconomic reforms, which have
helped to boost the economy's shock absorption capacity, will
continue to positively affect the economy.

These reforms include success in reducing corruption to low levels
compared with most other sovereigns and significant reductions in
the number of taxes along with simplified tax administration, as
well as broadening the availability of online tax payment. Labor
market reforms started in the last few years, which ease
restriction on hiring, work hours and redundancy will also boost
the potential for enhanced productivity in the economy.

Moreover, and beside the trade agreements, reductions in the
number and level of customs tariffs have boosted export capacity
by reducing the financial and administrative costs of foreign
trade. This has reflected significant reductions in the number of
products covered by import tariffs and cuts in a number of tariff
rates leading to reduced import costs as well as simplified tariff
rate administration.

The business environment has also improved through reform of the
system of licenses and permits which, for example, reduce the time
to register businesses and receive permits for construction
projects.

CREDIBLE NEW REFORMS WILL FURTHER SUPPORT CREDIT STRENGTH,
ALTHOUGH KEY CREDIT WEAKNESSES REMAIN

The Georgian authorities have signaled their commitment to ongoing
reform. The track record of implementation so far lends
credibility to that commitment. Over time, a number of planned
measures will support Georgia's credit profile, although key
credit weaknesses in the form of banking sector and external
vulnerability risk will remain.

Georgia has committed to further reforms supported by a US$285
million three-year IMF Extended Fund Facility (EFF) announced in
April 2017. This program was not driven by any acute need for
funding. Its main purpose is assistance focused on ongoing
institution building and some key credit weaknesses including
fiscal deficiencies and external imbalances and a still relatively
narrow economic base.

The program emphasizes structural reforms to generate higher and
more inclusive growth. The focus will be on improved education,
road infrastructure investment, more efficient public
administration, and further improvements in the business climate
to boost the private sector's role as a growth driver.

The program is likely to boost institutional and fiscal strength
by supporting improvements in the composition of government
spending and revenues, from current expenditure toward capital
investment to address infrastructure bottlenecks (including
through the Government's Spinal Network). The government will also
shift the tax base from direct to indirect taxes. Such changes, if
effective, will enhance the effectiveness of fiscal policy in
supporting growth and generating savings. Fiscal reform is
anchored around the objective of maintaining moderate government
debt. In 2016, government debt was 44.5% of GDP.

Importantly in the context of Georgia's savings gap and reliance
on external financing, the government has committed to introducing
a funded pension in 2018, which will promote domestic savings as
well as creating an institutional investor base for long-term lari
assets.

However, fiscal and pension reforms will only lift savings and
materially reduce Georgia's external financing needs over a
relatively long period of time. For the next several years, a
large current account deficit, at -13.5% of GDP in 2016, and very
large net international liability, at 136.7%% of GDP, will
continue to constrain the rating.

Banking sector risk will also continue be a source of credit
weakness reflecting the still high levels of dollarization in the
system and consequent exposure of banks to currency movements.
Lending standards are prudent and adequacy of capital and
liquidity ratios meet or exceed internationally-agreed
requirements. However, while some progress on larisation of the
economy has been achieved, plans for further increases which would
lower the contingent liability risk posed by banks to the
sovereign will take some time.

RATIONALE FOR STABLE OUTLOOK

The stable outlook indicates that the risks to Georgia's rating
are balanced.

Moody's expects that the government's measures will continue to
boost economic growth and resilience, in particular through
greater diversification of economic activities. Ongoing efforts to
raise domestic savings and investment efficiency will complement
increased diversity in exports and export markets, in part through
the governments' logistics and infrastructure spending plans.

Moody's also expects stability in both the domestic and geo-
political situation, which will facilitate continued economic and
fiscal reforms.

These positive forces are balanced by the downside risks posed by
still significant banking sector risk and uncertainties around the
economy's capacity to raise value adding in the economy due to
constraints in the business environment including lack of clarity
in areas such as insolvency law, land registration and the
potential for vocational education improvements to boost the
skilled labor supply. Georgia's large current account deficit,
despite rising savings, and very large net international liability
position represent significant exposure for the sovereign to
potential negative turns in external financing conditions.

WHAT COULD CHANGE THE RATING UP

Upward rating pressure on the rating could develop as a result of
ongoing and effective reforms that sustainably raise domestic
savings and reduce external vulnerability. Measures that bolster
the resilience of the banking system further would also be credit
positive. Finally, economic reforms that foster greater economic
diversification and higher productivity growth would raise
Georgia's economic strength and potentially support the rating.

WHAT COULD CHANGE THE RATING DOWN

Downward pressure on the rating could develop from an increase in
external vulnerability risks, notably a widening gap between
domestic savings and investment, or an escalation of geopolitical
risks. A deterioration in fiscal metrics could also put downward
pressure on the rating.

GDP per capita (PPP basis, US$): 10,044 (2016 Actual) (also known
as Per Capita Income)

Real GDP growth (% change): 2.7% (2016 Actual) (also known as GDP
Growth)

Inflation Rate (CPI, % change Dec/Dec): 1.8% (2016 Actual)

Gen. Gov. Financial Balance/GDP: -1.4% (2016 Actual) (also known
as Fiscal Balance)

Current Account Balance/GDP: -13.5% (2016 Actual) (also known as
External Balance)

External debt/GDP: 107.8% (2016 Actual)

Level of economic development: Moderate level of economic
resilience

Default history: No default events (on bonds or loans) have been
recorded since 1983.

On September 7, 2017, a rating committee was called to discuss the
rating of the Georgia, Government of. The main points raised
during the discussion were: The issuer's economic fundamentals,
including its economic strength, have not materially changed. The
issuer's institutional strength/framework have not materially
changed. The issuer's fiscal or financial strength, including its
debt profile has not materially changed. The issuer's
susceptibility to event risks has not materially changed.

The principal methodology used in these ratings was Sovereign Bond
Ratings published in December 2016.

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



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=============


AIR BERLIN: Flight Cancellations Threaten Existence
---------------------------------------------------
Klaus Lauer at Reuters reports that insolvent German airline Air
Berlin said around 100 flight cancellations caused on Sept. 12 by
large numbers of pilots calling in sick were threatening its
existence and hurting its chances of saving jobs as it seeks
investors for parts of the business.

"No company could possibly be seen in a worse light than Air
Berlin today," Chief Operations Officer Oliver Iffert said in a
internal memo to staff seen by Reuters.  "We must return to stable
operations.  That is crucial in order to bring talks with
investors to a successful conclusion."

According to Reuters, the airline said around 200 pilots, mainly
captains, had called in sick.

However, union Vereinigung Cockpit said in a separate statement it
was surprised by the absences and that it had not called on its
members to call in sick, Reuters relates.

                        About Air Berlin

In operation since 1978, Air Berlin PLC & Co. Luftverkehrs KG is
a global airline carrier that is headquartered in Germany and is
the second largest airline in the country.

In 2016, Air Berlin operated 139 aircraft with flights to
destinations in Germany, Europe, and outside Europe, including
the United States, and provided passenger service to 28.9 million
passengers.  Within the first seven months of 2017, the Debtor
carried approximately 13.8 million passengers.  It employs
approximately 8,481 employees.  Air Berlin is a member of the
Oneworld alliance, participating with other member airlines in
issuing tickets, code-share flights, mileage programs, and other
similar services.

Air Berlin has racked up losses of about EUR2 billion over the
past six years, and has net debt of EUR1.2 billion.

On Aug. 15, 2017, Air Berlin applied to the Local District Court
of Berlin-Charlottenburg, Insolvency Court for commencement of an
insolvency proceeding.  On the same day, the German Court opened
preliminary insolvency proceedings permitting the Debtor to
proceed as a debtor-in-possession, appointed a preliminary
custodian to oversee the Debtor during the preliminary insolvency
proceedings, and prohibited any new, and stayed any pending,
enforcement actions against the Debtor's movable assets.

To seek recognition of the German proceedings, representatives of
Air Berlin filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No.
17-12282) on Aug. 18, 2017.  The Hon. Michael E. Wiles is the
case judge.  Thomas Winkelmann and Frank Kebekus, as foreign
representatives, signed the petition.  Madlyn Gleich Primoff,
Esq., at Freshfields Bruckhaus Deringer US LLP, is serving as
counsel in the U.S. case.


NIDDA BONDCO: Fitch Assigns B+(EXP) Issuer Default Rating
---------------------------------------------------------
Fitch Ratings has assigned Nidda Bondco GmbH an expected Issuer
Default Rating (IDR) of 'B+(EXP)'. The Outlook is Stable. Fitch
also has assigned expected senior secured instrument ratings to
debt issued by Nidda Healthcare Holding AG at 'BB-(EXP)'/'RR3'/68%
and by Nidda BondCo GmbH at 'B-(EXP)'/'RR6'/0%. A full list of
rating actions is attached below.

Nidda BondCo GmbH is the entity owning Nidda Healthcare Holding
AG, the company expected to take control of Stada Arzneimittel AG
(Stada). Nidda BondCo GmbH is therefore the top-co entity of a
restricted group post acquisition and hence the entity to which
Fitch has assigned the IDR.

The 'B+(EXP)' reflects a solid 'BB' category business risk profile
by way of Stada's scale, broad product portfolio and pan-European
footprint, against a post-buyout weak 'B' rating category
financial leverage. Moody's believes Stada's intrinsically strong
earnings, cash flows and margins, will allow the company to
gradually de-risk its leveraged balance sheet and align its
leverage with the 'B+(EXP)' rating.

The assignment of the final ratings is contingent on the
successful launch of the proposed combination of loan and bond
transactions materially conforming to Moody's assumptions around
amounts, tenors and terms, as well as the successful
implementation of a domination and profit and loss transfer
agreement between the acquiring private equity vehicle and the
listed company.

KEY RATING DRIVERS

Business Risk Supports Ratings: The ratings are underpinned by
strong product and geographic diversification, which allows Stada
to benefit from structural growth in the generics and consumer
health markets and results in low product, customer and supplier
concentration and limited correlation among end-markets. Stada's
consumer business is also supported by strong regional/national
brands.

High Leverage, Rating Constraint: Fitch views Stada's financial
leverage as aggressive and a rating constraint, with an estimated
funds from operations (FFO) adjusted net leverage of around 7.5x
post-buyout, before gradually declining towards 6.0x over a four-
year rating horizon. Moody's views such financial leverage as
commensurate with the weaker end of the 'B' rating category and
only over time will the anticipated deleveraging bring leverage
more in line with the assigned rating.

Satisfactory Cash Flows, Deleveraging Ability: Stada benefits from
healthy cash generation and conversion and Moody's estimates free
cash flow (FCF) margins of 6.5%-9% over the rating horizon, which
supports the rating. FFO fixed charge coverage should remain at
around 2.5x over the rating horizon, also consistent with a 'B+'
rating in the pharmaceutical sector.

Appropriate Management & Corporate Governance: Fitch expects that
the private equity sponsors will implement corporate governance
structures appropriate for such a large take-private transaction,
including an executive management team with adequate experience in
the pharmaceutical industry. Moody's views the installation of
permanent supervisory and management boards as instrumental for
Stada, which has suffered from recent management changes, in
delivering an ambitious business plan.

Positive Market Fundamentals: Fitch views positive fundamentals
for the European generics market to continue as governments and
healthcare providers seek to optimise healthcare cost structures,
which are under pressure from growing and ageing populations,
increasing prevalence of chronic diseases as well as expensive new
innovative treatments coming to market and affecting budgets.
Given limited overall generic penetration in Europe versus the US,
Moody's see continued structural growth opportunities, also in
view of increasing introduction of biosimilars.

European Consolidation: Europe continues to have a much more
fragmented landscape of generic players, characterised by a small
to mid-sized sector often with a national focus offering further
consolidation opportunities ( involving private equity investors),

Good Recovery Expectations for Senior Secured: Holders of senior
secured debt and Term Loan B are expected to receive good
recoveries as expressed in an instrument rating of 'BB-
(EXP)'/'RR3'/68%. Senior unsecured note investors ranking second
in an enforcement scenario would recover 0% as captured in a
senior unsecured instrument rating of 'B-(EXP)'/'RR6'/0%.

Going Concern Approach: In Fitch's recovery analysis, preference
has been given to the going concern approach over balance sheet
liquidation. This reflects Stada's asset-light business model with
an established brand supporting higher realisable values in a
distress scenario. In its going concern analysis enterprise value
(EV) calculation Fitch has applied a 25% discount to the LTM
EBITDA as of June 2017 of EUR408 million leading to a post-
distress EBITDA of EUR304 million, as post-distress cash flow
proxy.

One-Notch Uplift for First Lien: Moody's has applied a 7.0x
distressed EV/EBITDA, using Stada's own through-the-cycle trading
multiples as well as broader sector trading benchmarks. After
deducting10% for administrative claims, first lien debt holders
would be able to recover 68% of the debt face value, leading to a
one-notch uplift from the IDR of 'BB-'. Consequently, second lien
senior unsecured note holders would recover nil of the debt face
value, leading to the instrument rating being two notches below
the IDR.

DERIVATION SUMMARY

Fitch rates Stada according to its global rating navigator
framework for pharmaceutical companies. Under this framework,
Stada's generic and consumer business benefits from satisfactory
diversification in products and geographies, with exposure to
mature, developed and emerging markets. Compared with more global
players in the industry such as Teva Pharmaceutical Industries
Ltd. (BBB-/Negative), Mylan N.V. (BBB-/Stable) and diversified
players such as Novartis AG (AA/Stable) and Pfizer Inc.
(A+/Negative), the business risk profile is impacted by Stada's
European focus. High financial leverage is key rating constraint,
compared with international peers, and is reflected in the 'B+
rating'.

KEY ASSUMPTIONS

Fitch's key assumptions within its ratings case for the issuer
include:

- Sales growth of 2%-3%;

- EBITDA margins improving from 19% in 2017 towards 23% in 2020,
   driven by realisation of most cost savings envisaged by the
   financial sponsors;

- Capex at 3% of sales;

- Bolt-on acquisitions of EUR100 million per annum from 2018;

- Minority dividends at 25% of net profits for 2017;

- Full control of Stada by the sponsors in 2018, and additional
   equity premium that may be paid to complete the acquisition
   process to be primarily funded by equity, with only limited
   additional debt contribution.

RATING SENSITIVITIES

A positive rating action is not envisaged given the significant
financial risk post-acquisition constraining the IDR at 'B+'. Over
time a positive ration action could be considered on a more
transformational capital structure with an equity injection by way
of an IPO or strategic acquisition leading to:

- Sustained strong EBITDA profitability (EBITDA margins trending
   in excess of 25%) and FCF margin consistently more than 5%;

- Reduction in FFO adjusted net leverage towards 4.5x;

- Improvement in FFO fixed charge cover to more than 3.0x.

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

- Inability to grow the business and realise cost savings,
   resulting in pressure on profitability and FCF margins
   weakening to low single digits;

- Failure to de-leverage towards 6.0x FFO adjusted net leverage;

- FFO fixed charge cover tightening towards 2.0x.

LIQUIDITY

Comfortable Liquidity: For 2017, the year-end cash balance will be
strongly impacted by the economics and timing of the minority
share acquisition, and therefore not representative of the
underlying cash generative quality of Stada. Following the buyout
completion in 2018, Fitch projects strong year-end cash reserves
of around EUR200 million during 2018-2020. Moody's has excluded
from the liquidity analysis EUR102 million consisting of EUR100
million as a minimum required for operational needs and EUR2.3
million of cash reserves held in China, both of which cannot be
used for debt service. Its revolving credit facility of EUR400
million is forecast to remain undrawn.

FULL LIST OF RATING ACTIONS

Nidda BondCo GmbH

IDR assigned at 'B+(EXP); Stable Outlook
Senior unsecured debt assigned at 'B-(EXP)/RR6/0%'

Nidda Healthcare Holding AG

Senior secured debt assigned at 'BB-(EXP)/RR3/68%'



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INTRALOT SA: Moody's Affirms B1 CFR, Outlook Negative
-----------------------------------------------------
Moody's Investors Service has affirmed Greek gaming operator
Intralot S.A. B1 corporate family rating (CFR) and B1-PD
probability of default rating (PDR), as well as the B1 rating on
the existing EUR250 million senior unsecured notes due September
2021 issued by Intralot Capital Luxembourg S.A. Concurrently,
Moody's has assigned a (P)B1 rating to the proposed EUR450 million
senior unsecured notes due 2024 also to be issued by Intralot
Capital Luxembourg S.A. The outlook on all ratings remains
negative.

The proceeds from the 2024 notes will be used to redeem the
existing May 2021 notes, to re-pay EUR165 million of the
outstanding syndicated bank facilities due December 2019, for
general corporate purposes, and to pay the transaction fees. At
completion, Moody's expects Intralot to have approximately EUR154
million cash on the balance sheet. The B1 rating of the May 2021
notes will be withdrawn upon their full redemption.

"Our decision to affirm Intralot's ratings balances its moderate
like-for-like EBITDA growth in the first six months of fiscal year
2017, the improved liquidity profile with the proposed refinancing
and potential further debt reduction from proceeds of prospective
disposals, against ongoing changes in the company's strategy and
business profile, and our expectations for negative free cash flow
in 2017 and 2018 primarily to fund new projects, the renewal of
existing licences and increased dividends to minorities", says
Donatella Maso, a Moody's Vice President - Senior Analyst.

Moody's issues provisional ratings in advance of the final sale of
securities and these ratings reflect Moody's preliminary credit
opinion regarding the transaction only. Upon a conclusive review
of the final documentation, Moody's will endeavour to assign a
definitive rating to the facilities. A definitive rating may
differ from a provisional rating.

RATINGS RATIONALE

-- AFFIRMATION OF B1 CFR

The affirmation reflects Intralot's modest like-for-like reported
EBITDA growth of 3.6% (or no growth if adjusting for Eurobet and
the Chilean contract) during the first six months of fiscal year
(FY) 2017, the improvement in the debt maturity profile and
overall liquidity with the proposed refinancing, while the
leverage remains broadly neutral at approximately 3.9x and there
are no material interest cost savings.

These positives are, however, counterbalanced by ongoing changes
in the company's strategy and business profile and Moody's
expectations that free cash flow will continue to be weak or
negative in 2017 and 2018 due to increased dividends to minorities
and capex from the renewal of licences and a potential new
contract. The latter, which will be funded with additional debt
estimated in the region of EUR70 million, will likely increase the
leverage to above 4.0x if the proceeds from the sale of a portion
of Gamenet's shares and/or of other prospective disposals (i.e.
Jamaican operations) are not used for further debt reductions.
Moody's however note that recent M&A activity have decreased the
company's exposure to emerging markets shifting the earnings mix
toward developed countries.

However, Intralot's B1 CFR continues to reflect (1) the company's
significant presence in certain emerging markets including
Argentina, Azerbaijan and Turkey, the latter contributing to 21%
of last twelve months ended June 30, 2017 EBITDA; (2) limited
historic growth track record combined with ongoing weak or
negative free cash flow generation as a result of the capital
expenditures required to grow the business and new contract wins,
and dividends payments to minorities; (3) exposure to regulatory
and fiscal headwinds inherent to the gaming industry; and (4) to
foreign exchange fluctuations resulting from the discrepancy
between the main currency of the debt and its cash flow
generation. The existence of significant minority interests also
results in pro-rata leverage being materially higher than reported
(fully consolidated) leverage, as well as substantial group cash
leakage through dividend outflows to the minorities.

Conversely, the B1 CFR takes into account (1) Intralot's leading
market position as a global supplier of integrated gaming systems
and services; (2) a diversified contract portfolio with 88
contracts and licences; (3) its broad geographical presence in 52
jurisdictions; (4) good revenue visibility as a result of a large
number of long-term contracts; (5) a proven track record of
renewing existing contracts and winning new business, with growth
potential from further liberalisation of the gaming sector in less
mature markets.

-- ASSIGNMENT OF (P)B1 RATING

The (P)B1 rating of the new senior unsecured notes due 2024 is in
line with the B1 rating of the existing notes, as they rank pari
passu (also with the syndicated bank facilities). New and existing
notes and the bank facilities share the same guarantee package,
set for a minimum of 70% of the consolidated EBITDA and total
assets in the syndicated facilities agreement.

-- LIQUIDITY

Moody's considers Intralot's liquidity profile as being adequate
for its near-term requirements resulting from working capital
needs, capital expenditures, dividend payments to minorities. Such
liquidity is underpinned by approximately EUR154 million of cash
balances at completion, full availability of the EUR86.1 million
RCF and the EUR40 million stand-by facility, both due December
2019, and short-term local credit lines. Moody's also expects
Intralot to generate negative free cash flow in 2017-2018 from
increased capex primarily for new projects, which will be funded
by debt. Moody's notes that the company needs at least EUR60
million of cash for basic operational needs and therefore
continues to partially rely on being able to access cash and cash
flow from certain emerging markets.

The current syndicated facilities agreement includes a maximum net
leverage ratio of 3.0x, a minimum net interest cover ratio of
3.75x, maximum capex of EUR85 million and maximum amount of cash
deposited in Greek banks as financial maintenance covenants. As of
March 2017, the company was in compliance with the leverage and
interest cover tests with tightening headroom of 3% and 11%
respectively. Moody's expects Intalot to be able to renegotiate
its covenants to fulfil its growth plan, if needed.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the weak position of Intralot in its
rating category due to ongoing changes in the company's business
profile, weak or negative free cash flow generation, and the
uncertainty related to the timing of intended disposals and the
use of the sale proceeds for future debt reductions, which could
hinder any positive movements in its credit metrics.

WHAT COULD CHANGE THE RATING UP/DOWN

Given the negative outlook, Moody's anticipates no upward pressure
on the ratings. A stabilisation of the negative outlook could
result if (1) Intralot delivers on its growth strategy for the
remaining core business whilst demonstrating sustained positive
free cash flow and an adequate liquidity profile; (2) it reduces
its debt from the proceeds of expected disposals; and (3) it
maintains an adjusted debt/EBITDA of around 3.5x.

Downward pressure on the ratings could result from (1) debt/EBITDA
(as adjusted by Moody's) sustainably exceeding 4.0x in any year
going forward; (2) interest coverage (measured as EBIT/interest
expense, and as adjusted by Moody's) falling below 2.0x post
refinancing; (3) deterioration of the underlying cash; (4) a
weakening of the company's liquidity; and (5) materially adverse
regulatory changes.

LIST OF AFFECTED RATINGS:

Affirmations:

Issuer: Intralot S.A.

-- Corporate Family Rating, Affirmed at B1

-- Probability of Default Rating, Affirmed at B1-PD

Issuer: Intralot Capital Luxembourg S.A.

-- Backed Senior Unsecured Regular Bond/Debenture, Affirmed at B1

Assignments:

Issuer: Intralot Capital Luxembourg S.A.

-- Backed Senior Unsecured Regular Bond/Debenture, Assigned at
    (P)B1

Outlook Actions:

Issuer: Intralot S.A.

-- Outlook, Remains Negative

Issuer: Intralot Capital Luxembourg S.A.

-- Outlook, Remains Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.

Headquartered in Athens, Greece, Intralot, a publicly listed
company, is a leading vendor in the gaming sector as well as a
licensed gaming operator. Intralot designs, develops, operates and
supports custom-made gaming solutions and provides innovative
content, services and technology to lottery and gaming
organisation on a global scale with presence across 52
jurisdictions worldwide, employing approximately 5,200 people.

For the last twelve month (LTM) ended June 30, 2017, Intralot
generated revenues of approximately EUR1.4 billion and reported an
EBITDA of EUR179 million pro forma for the 2016 disposals of the
Italian and Peruvian operations.



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


SAMRUK-ENERGY: Fitch Says 1H Liquidity Eases Refinancing Concerns
-----------------------------------------------------------------
JSC Samruk-Energy's (BB+/Stable) 1H17 IFRS financial results show
its improved liquidity position, which reduces the refinancing
risks on its USD500 million Eurobond falling due in December 2017
and demonstrates the company's better financial flexibility given
more manageable maturities in 2018-2019, Fitch Ratings says.

Fitch assumes that funding from local banks complemented by the
company's own sources will cover forthcoming maturities, although
risks related to the drawdown of funds and the forthcoming
placement of KZT28 billion of local bonds remain. At end-3Q17
Samruk-Energy plans to place KZT28 billion of bonds with its
subsidiary, which will purchase them with loan proceeds from the
local bank.

Samruk-Energy's available liquidity sources consist of its cash
and deposits of KZT50 billion at end-1H17, proceeds from the sale
of subsidiaries' bonds of KZT20.5 billion and proceeds of KZT13
billion from a five-year local bond placement in August 2017. The
company also has committed credit facilities at the holding level
from the EBRD of KZT40 billion or EUR100 million, as well as
credit lines from Kazakh banks totalling KZT52 billion. Samruk-
Energy's short-term debt at end-1H17 totals KZT193 billion,
including the KZT161 billion (USD500 million) maturing Eurobond at
the holding level.

Most Kazakh utilities including Samruk-Energy are more vulnerable
to liquidity squeezes than their Russian and central European
peers because of higher FX exposure and leverage, negative free
cash flow, and more limited access to capital markets. Any
significant deterioration in the economy could put strains on the
domestic banking system, limiting its ability to provide
sufficient liquidity.



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


CB ANELIK: Suffered Cash Shortage Prior to License Revocation
-------------------------------------------------------------
The provisional administration of CB Anelik RU (LLC) appointed by
virtue of Bank of Russia Order No. OD-2245, dated August 9, 2017,
following the revocation of its banking license, in the course of
examination of the bank's financial standing has revealed a cash
shortage in its branches, and also operations aimed to conceal the
cash shortage in the bank's branches prior to the license
revocation, according to the press service of the Central Bank of
Russia.

In addition, the former management of the bank has failed to pass
over to the provisional administration part of the originals of
credit agreements concluded between the bank and its borrowers,
which makes it impossible to conduct their assessment and to
recover debt under these liabilities in court.

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


HMS GROUP: Fitch Affirms B+ Longterm IDRs, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed Russian pump manufacturer JSC HMS
Group's Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'B+', and Foreign- and Local-Currency Short-Term IDRs at 'B'.
The Outlook is Stable. Fitch has also affirmed JSC
Hydromashservice's senior unsecured rating at 'B+'/'RR4'.

The ratings reflect HMS's lack of diversification by customer and
geography, and a low share of aftermarket services. Positively,
the ratings factor in the group's leading market position and
stable fundamentals of the oil industry.

KEY RATING DRIVERS

Stable Outlook for Oil industry: Russia remains one of the leading
oil producers in the world, recording annual growth of crude oil
production in 2016 of 2.5% and 0.9% in 1H17. Fitch revised the
outlooks for most Russian rated oil and gas (O&G) companies to
Stable from Negative in November 2016 and expects stable
production levels of oil in 2017. Key customers of HMS are Russian
companies from the oil & gas industry such as Gazprom and Rosneft.
Taking into account the leading market position of HMS and
successful long-term relationship of the group with major O&G
companies in Russia, Moody's expects HMS to maintain stable
operating performance.

Lack of Customer Diversification: Fitch views HMS's high exposure
to cyclical end-markets as a rating negative. Moreover, despite a
wide list of customers covering around 5,000 clients, customer
diversification is limited as it is dominated by large blue-chips
that constrain HMS's bargaining power.

Low Share of Aftermarket Services Constrain Ratings: Service and
aftermarket revenue typically represents recurring income that is
less sensitive to economic cycles. Aftermarket services revenue of
the group is in the low single-digits due to the majority of its
customers usually having their own service departments.

Leading Market Position: Fitch views HMS's leadership in pumps and
O&G equipment segments - with a 30% market share in both segments
as well as being one of the top players in the compressor segment
- as a rating positive. Its long-term history of successful
operating performance in the niche Russian market has resulted in
high entry barriers and supports the group's profitability over
the longer-term. Furthermore, competition with foreign suppliers
is limited due to differences between national and international
engineering standards. The current political climate also acts as
a barrier to the local market, as it restricts access for foreign
competitors.

Geographical Diversification Improving: HMS derives the majority
of revenue in Russia, with the share of export sales not
significant, at around 10%. Nevertheless, the group expects to
increase export sales to around 25% in the medium- to long-term
via a focus primarily on the sales of pumps; such an increase
would be considered as a rating positive by Fitch.

No Material FX Risk: The group has no material FX mismatch. HMS
operates primarily in Russia, with the majority of its revenue
generated in Russian roubles. Operating costs are also mainly RUB-
denominated and 97% of debt as of end-H117 was also in Russian
roubles.

DERIVATION SUMMARY

The ratings of HMS are underpinned by the group's leading market
position in niche markets, high barriers to entry which support
profitability, a strong customer base and long-term relationship
with leading O&G companies and improved liquidity position.

HMS is comparable to some of its Russian and foreign manufacturing
peers, such as CJSC Transmashholding (TMH; BB-/Stable), Borets
International Limited (BB-/Stable) and Flowserve Corporation
(BBB/Stable). A smaller scale of operations to that of TMH and
Flowserve is offset by a strong market position, low FX mismatch
and moderate leverage metrics. However, HMS's lower share of
aftermarket revenue, limited geographical diversification, weaker
profitability and regularly negative free cash flow (FCF) results
in the ratings being lower than those of the Russian peers.

KEY ASSUMPTIONS

Fitch's key assumptions within its ratings case for the issuer
include:

- Moderate revenue growth not exceeding 10% in 2017 and 5% in
   2018-2020;

- EBITDA margin slightly below historical levels, capped at 14%
   due to lower profitability in the pumps segment in 2016 caused
   by an increasing share of recurring business with lower margins
   than large projects and a higher share of the compressors
   segment in total revenue, which still has low margins;

- Capex in line with the group's guidance (about 5% of revenue);

- Dividend pay-out ratio at 60% of prior-year net income.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action

- Sustained positive FCF generation after dividends pay-out;

- Improved diversification of end-markets in terms of geography;

- Funds from operations (FFO) adjusted net leverage sustained
   below 2.5 x (2016: 2.8x; 2017F: 2.9x);

- FFO fixed-charge coverage sustained above 3.5x (2016: 2.5x;
   2017F: 2.8x).

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action

- Continuous failure to secure large integrated projects from
   major Russian O&G companies;

- Higher FX mismatch not offset by appropriate hedging;

- FFO-adjusted net leverage sustained above 3.5x;

- FFO fixed-charge coverage sustained below 2.0x.

LIQUIDITY

Adequate Liquidity: Fitch views the liquidity of HMS as adequate.
At end-1H17, HMS had RUB2.2 billion of available cash. Coupled
with the available undrawn credit facilities of RUB9.4 billion, it
should be enough to cover the group's short-term debt of RUB794
million and forecasted negative FCF in 2017.

The group has improved its liquidity position via refinancing of
its short-term debt via a RUB3 billion bond issue in February
2017. As a result HMS has smoothed its repayment schedule with the
major repayments of RUB5 billion and RUB7 billion now falling in
2018 and 2020, respectively.


IVY BANK: Liabilities Exceed Assets, Assessment Shows
-----------------------------------------------------
The provisional administration of Ivy Bank (JSC) appointed by
virtue of Bank of Russia Order No. OD-1395, dated May 29, 2017,
following the revocation of the banking license, held the
inspection of the bank's financial standing that revealed low
quality of the bank's loan portfolio which resulted from the
bank's lending to companies with poor financial position,
including lending to companies controlled by the bank's owners,
some of which are registered and located abroad where it is not
required to disclose and provide information when conducting
financial operations, according to the press service of the
Central Bank of Russia.

According to the estimate by the provisional administration, the
assets of Ivy Bank (JSC) do not exceed RUR0.8 billion, whereas the
bank's liabilities to its creditors amount to RUR1.3 billion.

On August 23, 2017, the Arbitration Court of the City of Moscow
recognized Ivy Bank (JSC) as insolvent (bankrupt).  The State
Corporation Deposit Insurance Agency was appointed as a receiver.

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


SISTEMA PJSFC: S&P Lowers CCR to 'BB-', Still on CreditWatch Neg.
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term corporate credit rating
on Russian investment holding company Sistema (PJSFC) to 'BB-'
from 'BB'. The rating remains on CreditWatch with negative
implications.

S&P said, "At the same time, we lowered our issue rating on
Sistema's $500 million senior unsecured notes to 'BB-' from 'BB'.
The issue rating remains on CreditWatch negative.

"We placed the ratings on CreditWatch with negative implications
on July 18, 2017 (see "Russian Holding Company Sistema 'BB' Rating
Placed On Watch Negative On Pending Court Decision").
The downgrade reflects our view that the freeze of dividends from
telecom operator Mobile TeleSystems (MTS), resulting from the
Rosneft/Bashneft claim will lead to deterioration of Sistema's
liquidity in the near term.

"We take into account that, on Aug. 28, 2017, MTS announced that
it had not paid Russian ruble (RUB) 9.9 billion (approximately
$170 million) in dividends to Sistema. Sistema's rights to receive
dividends on 31.76% out of the 50.004% of MTS securities it owns,
which were arrested in connection to the Rosneft/Bashneft case,
were suspended, based on the "Enforcement Ordinance In Relation To
Sistema (PJSFC)" dated June 26, 2017. Nevertheless, we assume that
the freeze would be lifted, either as a result of Sistema's appeal
or the final decision on the Rosneft/Bashneft claim."

The CreditWatch reflects the uncertainty over the outcome of the
legal dispute with Rosneft. Recently the court decided that
Sistema will need to pay Rosneft $2.3 billion (reduced from the
original $3.0 billion judgment). S&P said, "We do not have clarity
about the sources Sistema will use to pay the judgment, as we
understand Sistema is still considering different options and
there is a lot of uncertainty about the court's ruling on the
final amount, its timing, and if this will be settled in court or
by an amicable agreement. To pay the claim, Sistema will likely
have to raise debt, secured by the shares of some assets. We
expect Sistema to proactively obtain commitments from banks to
avoid a situation where it does not have liquidity to honor a
court ruling or finance its normal operations."

S&P said, "We believe that Sistema could potentially use its MTS
shares (around RUB250 billion market value) and shares of other
assets as collateral for the new debt. That said, if Sistema were
to raise new debt to cover the (currently) $2.3 billion obligation
in full, and assuming its portfolio composition remains unchanged,
Sistema's loan-to-value (LTV) ratio would increase significantly
from the current 30% or less. This in turn would likely lead us to
revise our financial risk profile assessment downward and to lower
the rating on Sistema, potentially by several notches. The current
LTV ratio is supported by solid operational performance of
Sistema's two traded assets, MTS and Detsky Mir, which together
account for more than 50% of Sistema's portfolio.

"We are mindful that the arrest of the shares triggered another
technical default at the end of August, related to credit
obligations for a total amount of RUB8.9 billion (approximately
$150 million). In July 2017, the freeze of shares triggered a
technical violation of the covenant under Sistema's credit
obligations in the amount of RUB3.9 billion ($65 million). We
understand that Sistema has asked to waive these violations of the
technical covenant, but the waivers have not been received yet. At
the same time, we take into view that this default is technical in
nature and Sistema has announced that it is servicing its
obligations in a timely manner and in full, and plans to continue
doing so in the future. Moreover, we understand that Sistema's
other credit documentation does not contain similar clauses.

"Due to temporary freeze of dividends, we view Sistema's liquidity
as less than adequate, based on our projection that liquidity
sources will cover liquidity uses by less than 1.2x but by more
than 1.0x over the 12 months started June 30, 2017.

"We expect to resolve the CreditWatch on Sistema when there is
more clarity about the implications on Sistema's liquidity and
leverage of the Rosneft/Bashneft claim. Depending on how the
situation develops, we could maintain the CreditWatch for longer
than our typical three-month horizon.

"We could lower the rating, by one or potentially by several
notches, depending on the final outcome of the court case and the
implications for Sistema's leverage and liquidity.
Proactive liquidity management until the court case is resolved,
as well as the receipt of waivers on the technical defaults, could
support the current rating.

"If the case is closed with only moderately negative implications
for Sistema's credit metrics and if Sistema restores a solid
liquidity profile, we could affirm the rating."


UFA CITY: S&P Affirms 'BB-' ICR, Outlook Still Stable
-----------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on the Russian City of Ufa. The outlook is stable.

OUTLOOK

The stable outlook reflects S&P's expectation that higher
transfers and longer tenors of budget loans from Bashkortostan
will help counterbalance a decline in the city's revenues, leading
to lower debt and consistently moderate liquidity.

Downside Scenario

S&P said, "We could take a negative rating action if the city were
no longer able to sustain an 80% debt service coverage ratio,
possibly due to slower tax revenue growth or weaker support from
higher government tiers than we currently expect. The rating could
also come under pressure if we saw an increased risk that
litigation over property valuations will weigh on budgetary
performance."

Upside Scenario

S&P could raise the ratings on Ufa if stronger revenue performance
and a cautious approach to expenditure resulted in positive
operating margins and a debt service coverage ratio exceeding
120%.

RATIONALE

The rating on Ufa reflects the limited predictability of the
institutional framework under which Russian municipalities
operate, and Ufa's relatively weak economic base, with low average
GDP per capita in the international context. Most recently, a few
large companies have successfully claimed substantial tax returns
from the city, and the proportion of shared personal income tax
revenues the city receives from Bashkortostan was reduced. As a
result, the city's operating revenues declined in 2016. S&P said,
"We anticipate that, in the coming three years, the decrease in
Ufa's modifiable revenues (mainly land tax and rental income) will
be partly compensated by higher subsidies and transfers from
Bashkortostan. This support will gradually improve Ufa's budgetary
performance. We believe the projected restructuring of Ufa's
outstanding budget loans will also help the city maintain
consistently low debt service and, therefore, at least moderate
liquidity in the near term."

Constraints of the institutional framework continue to weigh on
Ufa's intrinsic creditworthiness Like other Russian regions, Ufa's
financial position relies heavily on higher-level government
decisions under the country's institutional framework, which
remains unpredictable, with frequent changes to tax mechanisms
affecting the local and regional governments (LRGs). In addition,
Ufa remains exposed to federal and regional government decisions
regarding tax sharing, the allocation of transfers, and
redistribution of spending responsibilities.

Ufa's wealth remains relatively low in an international context,
with its gross regional product (GRP) per capita at about $10,020
in 2016, which is broadly in line with the Russian average. In
2016, Ufa's GRP decreased by about 4% compared with that in 2015,
due to a decline in output from extractive (mainly oil)
industries. But S&P expects Ufa's wealth will increase in the
future, in line with the national rate, supported by the expanding
trade and services sectors.

S&P said, "We regard Ufa's financial management as weak in an
international comparison, as we do that of most Russian LRGs,
mainly due to the lack of reliable budgeting and long-term
financial planning. Visibility of policy regarding Ufa's numerous
government-related entities (GREs) is also constrained. At the
same time, we expect the city will maintain cautious liquidity
management, with a smooth debt repayment schedule."

Budgetary performance is set to improve, but risks from contingent
liabilities could increase

S&P said, "We anticipate that Ufa will post modest operating
deficits, on average, over 2015-2019 as it continues to meet
property valuation claims from corporate entities and individual
tax payers. However, expect the city's operating performance will
gradually improve over the coming three years, thanks to higher
rental rates, increased support from Bashkortostan, and a cautious
approach to operating expenditures.

"We estimate that, in 2017-2019, transfers from higher government
tiers and revenues from personal income tax, which are regulated
by the federal and regional governments, will continue to provide
about 50% of the city's revenues. In 2017, in response to a
decrease in modifiable revenue (land tax and rental income), the
city increased its rent on municipal land by 30% and the rent on
industrial property by 7.7%. We believe the potential positive
effect from these changes will partly offset the decline in
modifiable revenues, and that revenue growth will see an uptick in
2018-2019. We also believe the city's infrastructure has improved,
especially after additional investments for the Shanghai
Cooperation Organization and BRICS (Brazil, Russia, India, China,
and South Africa) summits in 2015. We expect the city will
maintain a capital program representing about 30% of total
spending, since it continues to receive capital transfers from
Bashkortostan and private investors, which alleviate pressure on
its budget."

The city's tax-supported debt will likely remain below 60% of
consolidated operating revenues until the end of 2019, thanks to
lower guarantees than previously and stronger expected financial
performance of non-self-supporting GREs. S&P said, "We also
believe that the restructuring of budget loans would help
alleviate pressure on Ufa's liquidity in the near term. We
understand the city has come to an agreement with the Ministry of
Finance of Bashkortostan to extend the tenor of its outstanding
budget loans to five years from three years, in line with new
budget loans granted by the federal government at the beginning of
2017. Nevertheless, we do not anticipate any new budget loans to
Ufa from Bashkortostan in the coming three years.

"We consider Ufa's liquidity to be less than adequate. The city's
average cash reserves net of the deficit after capital accounts,
together with available committed credit facilities, will cover
debt service falling due within the next 12 months by more than
80%. Ufa will have to rely on access to market borrowing to
refinance its maturing debt in 2017-2019. In line with other
Russian LRGs, we apply a negative adjustment for what we view as
Ufa's limited access to external liquidity, given the weaknesses
of the domestic capital markets (see "Banking Industry Country
Risk Assessment Update: July 2017," published July 5, 2017, on
Ratings Direct). In our base-case scenario, we assume that Ufa's
cash -- net of the deficit after capital accounts -- will cover
only about 14% of debt service falling due within the next 12
months. However, we expect Ufa will support its liquidity by
keeping a sufficient amount of unused committed credit facilities.
We assume that the city will maintain available bank facilities
equal to about Russian ruble 1.5 billion (about $25 million) over
the next 12 months."

Ufa currently owns about 50 GREs, the largest of which include
transport, utility, and water companies. Based on the historical
track record, as well as management's intention to limit Ufa's
support to GREs and reduce the overall number of GREs, the amount
of support Ufa might have to provide to GREs will likely not
exceed 10% of its consolidated operating revenues. S&P said,
"However, we may change our view of the city's contingent
liabilities over the next three years in the event of larger-than-
anticipated demands on Ufa's budget from property valuation
claims, without timely support from Bashkortostan to meet the
associated costs."

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the
methodology applicable (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 debt position 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
  Ufa (City of)
   Issuer Credit Rating
    Foreign and Local Currency    BB-/Stable/--    BB-/Stable/--



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


AYT CAJAGRANADA I: S&P Cuts Class C Notes Rating to 'D(sf)'
-----------------------------------------------------------
S&P Global Ratings lowered to 'D (sf)' from 'CC (sf)' its credit
rating on AyT CajaGranada Hipotecario I Fondo de Titulizacion de
Activos' class C notes.

All the other classes of notes are unaffected by the rating
action.

The level of cumulative defaults over the original portfolio
balance increased to 7.13% on the June 2017 interest payment date
(IPD) from 5.95% a year earlier. Under the transaction documents,
the class C notes' interest deferral trigger is based on the level
of cumulative defaults over the original securitized balance. Due
to the increase in the level of defaults over the past year, the
class C notes breached their 7.00% interest deferral trigger on
the June 2017 IPD. Consequently, the class C notes' interest is
unpaid.

S&P said, "Our ratings in AyT CajaGranada Hipotecario I address
timely interest and ultimate principal payments (see "New Issue:
AyT CajaGranada Hipotecario I Fondo de Titulizacion de Activos,"
published on Aug. 29, 2007). We expect the interest shortfalls to
last for a period of more than 12 months. Therefore, in line with
our temporary interest shortfall criteria and our timeliness of
payments criteria, we have lowered to 'D (sf)' from 'CC (sf)' our
rating on the class C notes (see "Structured Finance Temporary
Interest Shortfall Methodology," published on Dec. 15, 2015, and
"Timeliness Of Payments: Grace Periods, Guarantees, And Use Of 'D'
And 'SD' Ratings," published on Oct. 24, 2013)."

AyT CajaGranada Hipotecario I is a Spanish residential mortgage-
backed securities (RMBS) transaction, which closed in June 2007.
The transaction securitizes a pool of first-ranking mortgage loans
that Caja de Ahorros de Granada (now Banco Mare Nostrum S.A.)
originated. The mortgage loans are mainly located in the region of
Andalusia and the transaction comprises loans granted to Spanish
residents.



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


BELL POTTINGER: Head of Financial PR Division Steps Down
--------------------------------------------------------
David Bond and Naomi Rovnick at The Financial Times report that
John Sunnucks, the head of Bell Pottinger's financial PR division
has quit, dealing a new blow to the company as it races to find a
buyer in the wake of a damaging racism scandal in South Africa.

Mr. Sunnucks, one of the company's most senior account managers
and a contender to become the next chief executive, left the firm
on Sept. 12, the FT relays, citing a spokesperson for Bell
Pottinger.

The departure of Mr. Sunnucks comes two days after a report from
the PR industry's trade body found the company had targeted
wealthy white individuals and corporates in South Africa on behalf
of the controversial Gupta family, which has been accused of
bankrolling the country's president, Jacob Zuma, the FT notes.

The report by the Public Relations and Communications Association
found that the Gupta campaign was likely to have inflamed "racial
discord" in South Africa, the FT states

Accountancy firm BDO has been retained to explore a possible sale
of the company, although the process is being hampered by the
departure of key executives and clients, which is undermining any
residual value in the firm, the FT discloses.

James Henderson, the chief executive of Bell Pottinger and
majority shareholder, resigned on Sept. 10, the FT relays.

In the past few weeks, three other senior executives have also
left the business, the FT recounts.

The company is expected to announce a management restructure and a
new chief executive in the next few days, according to the FT.

As reported by the Troubled Company Reporter-Europe on Sept. 11,
2017, The Financial Times related that staff at Bell Pottinger
were told that the scandal-hit PR firm was likely to go into
administration as early as Sept. 11, after attempts to find a
buyer failed.  According to the FT, a source said the move to
inform the company's 250 employees of the gravity of the situation
came after the Bell Pottinger board decided the company was now
insolvent.


CYBG PLC: Fitch Affirms 'BB-' Additional Tier 1 Debt Rating
-----------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) of Clydesdale Bank Plc and its parent CYBG PLC, at 'BBB+'
with Stable Outlooks. Fitch has also affirmed the entities'
Viability Ratings (VR) at 'bbb+'.

In addition, Fitch has assigned a 'BBB+(dcr)' Derivative
Counterparty Rating (DCR) to Clydesdale Bank as part of its roll-
out of DCRs to significant derivative counterparties in western
Europe and the US. DCRs are issuer ratings and express Fitch's
view of banks' relative vulnerability to default under derivative
contracts with third-party, non-government counterparties.

KEY RATING DRIVERS

IDRS, VR, DCR AND SENIOR DEBT

CYBG's and CB's IDRs and VRs reflect the group's strong balance
sheet, with healthy asset quality, showing very low levels of
impairments, combined with healthy liquidity and sound
capitalisation. However, profitability is still very low and is
likely to remain under pressure from the low base rates prevailing
in the UK, and by an improving but still high cost base.

CYBG has reported full-year losses since 2012, mostly the result
of legacy conduct charges and more recently, restructuring costs.
The bank reported a profit of GBP30 million for the six months to
end-March 2017, and Moody's expects profitability to improve as
legacy and restructuring costs decline. However, margin pressure
will likely continue, given the bank's undiversified revenue
stream and deleveraging of most of its higher risk-higher return
business. Targeted annual loan growth in the mid-single digit loan
growth should support revenues, but the bank's ability to grow
further is sensitive to changes in the economic outlook for the
UK.

Costs remain high but efficiency is improving thanks to cost-
cutting measures, including branch closures and headcount
reductions, and increased digitalisation. Separation projects are
ongoing following the demerger of CB from its previous owner,
National Australia Bank Ltd (NAB; AA-/Stable) in February 2016,
and restructuring costs have declined but are likely to be
significant over the next 12 months. However, Moody's expects that
associated risks will be manageable for the bank and as it
progresses with these investments, it is possible that its
regulatory capital requirements will also fall.

CYBG has been able to develop its retail deposit franchise and its
loans/customer deposits ratio has improved (end-March 2017: 114%
per Fitch calculations), with customer deposits forming 78% of
end-March 2017 funding (excluding derivatives). The bank has also
demonstrated its ability to access wholesale funding following its
separation from NAB as a standalone entity, including via secured
and unsecured issuance over the past year. On-balance sheet
liquidity is maintained at adequate levels, with liquid assets
comprising mainly cash and high-quality sovereign exposures. This
is complemented by good access to contingency liquidity sources.

Asset quality is healthy with low levels of arrears. The
proportion of defaulted loans (defined as IFRS impaired loans plus
loans which are over 90 days past due) was 1.2% at end-March 2017.
Impaired loans were a low 0.7% of gross loans at the same date.
However, the bank has some sector concentrations, including loans
to the agriculture industry, which accounted for 23% of SME
lending at end-March 2017. Moody's considers that these loans
could be particularly sensitive to ongoing Brexit negotiations.

CYBG's capitalisation is adequate for the bank's risk appetite,
benefiting from capital injections from NAB prior to the demerger.
At end-March 2017 CYBG reported a common equity Tier 1 (CET1)
ratio of 12.5%, providing an adequate management buffer over known
regulatory minimum requirements, which Moody's believes to be
necessary for supporting CYBG's activities as a standalone entity.
Moody's expects that the planned switch to the IRB approach to
risk-weighting measurement, which is pending regulatory approval,
may result in higher regulatory capital ratios that may allow for
further targeted additional loan growth. Capital is somewhat
protected by the indemnity provided against conduct charges by
NAB.

CYBG is the holding company of the CB group and is the entity
listed on the London and Sydney stock exchanges. It is intended
that it will serve as the group's resolution entity should this
become necessary. CYBG's ratings are equalised with those of its
subsidiary CB because of CYBG's holding company role in the group,
similar regulation being applicable to both companies (the UK's
PRA regulates CYBG and CB on a consolidated basis), the lack of
holding company double leverage and the very limited materiality
of its non-bank subsidiaries. CB's dividends and interest payments
are the main source of income for CYBG and CYBG's total
consolidated balance sheet volume is almost entirely formed of
CB's assets.

Fitch has assigned a DCR to CB as it is a counterparty to Fitch-
rated transactions. The DCR is at the same level as the Long-Term
IDR because under UK legislation, derivative counterparties have
no preferential status over other senior obligations in a
resolution scenario.

SUPPORT RATING (SR) AND SUPPORT RATING FLOOR (SRF)

The group's SR and SRF reflect Fitch's view that senior creditors
cannot rely on extraordinary support from the UK authorities in
the event the group becomes non-viable given its low systemic
importance. In Moody's opinions, the UK has implemented
legislation and regulations that provide a framework that is
likely to require senior creditors to participate in losses for
resolving the group.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

Subordinated debt and other hybrid capital issued by CYBG are
notched down from its VR in accordance with Fitch's assessment of
each instrument's respective non-performance risk and relative
loss severity. Tier 2 debt is rated one notch below the VR for
loss severity, reflecting below-average recoveries.

CYBG's fixed rate reset perpetual subordinated contingent
convertible notes are additional Tier 1 (AT1) instruments with
fully discretionary interest payments and are subject to
conversion into CYBG's ordinary shares on breach of a consolidated
7% CRD IV CET1 ratio, which is calculated on a fully-loaded basis.
The securities are rated five notches below CYBG's VR. The
securities are notched twice for loss severity to reflect the
conversion into common shares on a breach of the 7% fully loaded
CET1 ratio trigger, and three times for incremental non-
performance risk relative to the VR. The notching for non-
performance risk reflects the instruments' fully discretionary
coupons, which Fitch considers as the most easily activated form
of loss absorption.

RATING SENSITIVITIES

IDRS, VR, DCR AND SENIOR DEBT

CYBG's and CB's VRs, IDRs, DCR and senior debt ratings are
primarily sensitive to structural deterioration in profitability,
through tighter margins and higher loan impairment charges, and
weaker asset quality. This could be caused by a material weakening
of the operating environment in the UK if the economic effect of
the UK's decision to leave the EU is particularly severe on its
business model

CYBG's and CB's IDRs and VRs are also sensitive to a change in
Fitch's assumptions around their moderate risk appetite and
ability to improve profitability without raising risk materially
or if the current management buffers held over minimum capital
requirements are eroded materially. Upside potential is limited in
the medium term given CYBG's constrained profitability and
execution risks associated with the bank's restructuring
programme.

SUPPORT RATING AND SUPPORT RATING FLOOR

An upgrade of the SR and upward revision of the SRF would be
contingent on a positive change in the sovereign's propensity to
support its banks. While not impossible, this is highly unlikely,
in Fitch's view.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

As the subordinated debt rating is notched down from CYBG's VR,
the rating is primarily sensitive to any change in the VR. The
securities' ratings are also sensitive to any change in their
notching, which could arise if Fitch changes its assessment of the
probability of their non-performance or loss-severity relative to
the risk captured in CYBG's VR.

With respect to the AT1 securities, this could arise from a change
in Fitch's assessment of capital management at CYBG, reducing the
holding company's flexibility to service the securities or an
unexpected shift in regulatory buffer requirements, for example.

HOLDING COMPANIES

CYBG's VR and IDRs are sensitive to CYBG maintaining either no or
a modest amount of holding company double leverage. A material
increase in holding company double leverage, or a change to the
role of the holding company, could result in a downgrade of CYBG's
VR and IDRs.

Together with the creation of separately capitalised subsidiaries,
over time further expected debt issuance by CYBG could change the
relative position of creditors of different group entities, which
would be reflected in different entity ratings, including the
holding company's VR and IDRs.

The rating actions are:

Clydesdale Bank

Long-Term IDR: affirmed at 'BBB+'; Outlook Stable
Short-Term IDR: affirmed at 'F2'
Viability Rating: affirmed at 'bbb+'
Support Rating: affirmed at '5'
Support Rating Floor: affirmed at 'No Floor'
Derivative Counterparty Rating: assigned at 'BBB+(dcr)'

CYBG

Long-Term IDR: affirmed at 'BBB+'; Outlook Stable
Short-Term IDR: affirmed at 'F2'
Viability Rating: affirmed at 'bbb+'
Support Rating: affirmed at '5'
Support Rating Floor: affirmed at 'No Floor'
Senior Unsecured Debt: affirmed at 'BBB+'
Additional Tier 1 Debt: affirmed at 'BB-'
Tier 2 Debt: affirmed at 'BBB'


DELPHI JERSEY: Fitch Assigns Initial 'BB' Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has assigned an initial Long-Term Issuer Default
Rating (IDR) of 'BB' to Delphi Jersey Holdings plc (DPS). DPS is
comprised of the Powertrain Systems and Aftermarket businesses of
Delphi Automotive PLC (DLPH), which DLPH intends to spin off into
an independent, publicly traded company by the end of the first
quarter of 2018. Fitch has also assigned a rating of 'BB/RR4' to
DPS's proposed $750 million in senior unsecured notes due 2025.
The Rating Outlook for DPS is Stable.

DPS is currently a subsidiary of Delphi Automotive PLC (DLPH).
DLPH plans to spin off DPS into a standalone, publicly traded
company through the issuance of shares to DLPH's existing
shareholders. DLPH plans to complete the spin off by March 31,
2018. Proceeds from the proposed senior unsecured notes will be
held in escrow until closing. Following the spin-off, DPS intends
to pay a dividend to DLPH, funded with a portion of the proceeds
from the senior unsecured notes and a new $750 million term loan.
Fitch expects the dividend will be between $1.1 billion and $1.2
billion.

KEY RATING DRIVERS

DPS's ratings are based on its standalone credit profile and
assume that the company is spun off from DLPH, as planned, by
early 2018. The ratings reflect DPS's strong market position in
powertrain products and technology, a global footprint with a
significant presence in Europe and Asia, and a broad mix of
original equipment manufacturer (OEM) and aftermarket customers.
The ratings consider the company's good growth prospects, with
projected low to mid-single digit growth despite some near-term
headwinds related to a shift away from diesel passenger cars in
Europe and a longer-term shift to fully electric vehicles. The
company is projected to generate healthy EBITDA margins of around
17% initially, generate positive free cash flow (FCF) that
approaches 5% of revenues by 2019, and maintain relatively
conservative financial policies.

Rating concerns include the cyclical nature of the global auto
industry, intense industry competition, potentially volatile raw
material costs, and new entrants into the automotive technology
sector. In addition, the company is smaller and has a narrower
product line than certain of its key competitors, and it has a
limited track record as a standalone company. Partially mitigating
these concerns is the company's expertise and product offerings in
power electronics, which will see significant demand growth as
hybrid and electric vehicles capture a larger share of the global
automotive market.

Following the spin-off, Fitch expects DPS's EBITDA leverage
(debt/Fitch-calculated EBITDA) will run near 2x over the
intermediate term, or roughly half a turn higher than DLPH's
recent historical leverage. Over the longer term, leverage could
decline to the upper 1x range, assuming EBITDA grows on higher
business levels and the company does not make any significant
debt-funded acquisitions. Fitch's calculation of debt includes an
estimate of DPS's off-balance sheet factoring, which is related to
certain factored aftermarket receivables. The off-balance sheet
factoring program will stay with DPS following the spin-off.

Fitch expects DPS to produce relatively strong FCF over the
intermediate term, with FCF margins running in the mid-single
digit range. However, in the near term, Fitch expects FCF will be
pressured by one-time spin-off-related tax payments, which could
result in modestly negative FCF in the first year following the
separation from DLPH. Over the longer term, Fitch expects
relatively strong operating cash flow will generally provide the
company with sufficient flexibility to fund capital spending,
smaller acquisitions and, potentially, shareholder returns without
the need for significant incremental long-term borrowing.

Similar to many other U.S. auto suppliers, Fitch expects most of
DPS's debt will be issued in the U.S., while a little over 70% of
the company's revenue is derived outside the U.S. Although this
will create a mismatch between the source of the company's cash
and its debt obligations, Fitch believes DPS will have sufficient
financial flexibility to meet its U.S. dollar-denominated debt
obligations when they come due. Notably, because the company is a
U.K. resident taxpayer organized under the laws of Jersey, the tax
consequences of transferring cash into the U.S. to service its
obligations will be lower than for U.S.-resident companies.

Fitch has assigned a recovery rating of 'RR4' to the proposed
senior unsecured notes, reflecting Fitch's view that they would
have average recovery prospects in the 31% to 50% range in a
distressed scenario.

DERIVATION SUMMARY

DPS's ratings reflect its positioning as a smaller auto supplier
with a more focused product line than many of its peers. However,
DPS generates EBITDA margins that are at the high end of its peers
as well as above average FCF as a percentage of adjusted debt.
DPS's leverage metrics are modestly weaker than its investment
grade peers and generally in-line with auto suppliers in the 'BB'
category. DPS's ratings also consider its limited track record as
a standalone company.

In terms of peers, BorgWarner Inc. (BBB+/Stable) is twice the size
of DPS, with similar EBITDA margins and leverage that is at the
low end of DPS's targeted range. Tenneco Inc. (BB+/Stable) is also
nearly twice DPS's size, with lower EBITDA margins (partly
explained by the commodity pass-through revenue), and has somewhat
higher financial leverage, though it has been less acquisitive
historically.

KEY ASSUMPTIONS

The base case assumptions are as follows:

   -- DPS is spun off from DLPH as currently contemplated by early
      2018.

   -- Revenues grow at a mid-single-digit rate over the longer
      term.

   -- EBITDA margins narrow in 2018 due to costs associated with
      the separation and recover in later years due to volume
      growth and restructuring activities.

   -- Capital spending is projected to track at around 5% to 6% of
      revenues.

   -- FCF is projected to be slightly negative in 2018, improving
      to over $200 million in 2019 and over $300 million in 2020.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action

   -- Growth and diversification of the company's product line,
      improving long-term growth prospects and moderating
      cyclicality.

   -- A demonstrated commitment to deleveraging, with EBITDA
      leverage declining to the upper 1x range.

   -- A reduced secured component in the capital structure.

   -- Sustained FCF margins in the mid-single-digit range.

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action

   -- An unexpected sharp decline in global auto production;

   -- A decline in the company's EBITDA margins to below 13% for
      an extended period;

   -- An increase in debt/EBITDA to above 2.5x and funds from
      operations (FFO) adjusted leverage to above 3.0x for an
      extended period.

LIQUIDITY

Fitch expects DPS's liquidity position to remain adequate over the
intermediate term. At June 30, 2017, DPS had $78 million in
unrestricted cash and cash equivalents, although Fitch expects DPS
to maintain a significantly higher level of cash on its balance
sheet over the intermediate term once is it is an independent
company. DPS intends to augment its cash with access to a $500
million revolver.

Fitch expects DPS will follow a capital allocation strategy
similar to that at DLPH, which prioritizes investment over share
repurchases. Fitch views this capital allocation philosophy as
disciplined and relatively conservative, and Fitch expects the
company will generally pull back on share repurchase activity when
it needs to conserve liquidity.

Based on its criteria, Fitch treats $100 million of DPS's cash as
"not readily available" for purposes of calculating net metrics.
This is based on Fitch's estimate of cash needed to cover
seasonality in DPS's business. Because DPS is a U.K. resident
taxpayer organized under the laws of Jersey, Fitch has not
included the company's non-U.S. cash in its calculation of "not
readily available cash", since the tax consequences of moving cash
into the U.S. will be lower than they would be for a U.S.-
domiciled company.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings with a Stable Outlook:

Delphi Jersey Holdings plc

  -- Long-Term Issuer Default Rating 'BB';
  -- Proposed senior unsecured notes 'BB/RR4'.


DELPHI JERSEY: S&P Assigns Prelim 'BB' CCR, Outlook Stable
----------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB' corporate credit
rating to Delphi Jersey Holdings plc. The outlook is stable.

S&P said, "At the same time, we assigned our preliminary 'BB'
issue-level rating and '4' recovery rating to the company's senior
unsecured debt. The '4' recovery rating indicates our expectation
that lenders will receive average recovery (30%-50%; rounded
estimate 40%) in the event of a default.

"Our preliminary ratings reflect the cyclicality of the auto
industry, DPS' capital intensity, and the volatility of its launch
cadence, in addition to the constant pricing pressures from its
customers and competitors and its exposure to potentially volatile
commodity costs. We also take into account the company's low cost
base and its ability to adapt to the changing demand for autos and
commercial vehicles.

"The outlook is stable. We expect that Powertrain will continue
generating solid earnings and cash flow, with stable credit
measures in line with our expectations for the current rating, due
to growth in sales and content per vehicle, as well as occasional
acquisitions. We expect debt leverage below 4.0x and FOCF to total
debt of 10% or higher through 2018.

"We could lower the rating if we came to believe that global auto
markets would decline and Powertrain would not be able to offset
profitability pressures, or that cash generation would suffer
significantly from lower-than-expected vehicle production levels,
a spike in unrecovered commodity costs, or a substantial use of
cash to fund large transactions or shareholder-friendly actions.
We could also lower the rating if the company's FOCF to debt drops
to less than 10% or if debt leverage increased to more than 4.0x
on a sustained basis.

"We could raise the ratings if the company's FOCF to debt moves
above 15% and debt leverage declines below 3.0x on a sustained
basis as demonstrated by increasing market share in its key end
markets and ongoing EBITDA margin expansion. At the same time, we
would need to believe that the company could execute consistently
even during industry downturns and remain committed to balancing
investments, dividends, and acquisitions in line with its current
financial profile."


ENQUEST PLC: S&P Puts B- CCR on Watch Neg on Lower Production
-------------------------------------------------------------
S&P Global Ratings said that it had placed its ratings, including
its 'B-' corporate credit rating, on EnQuest PLC on CreditWatch
with negative implications. S&P said, "The negative CreditWatch
placement means we could affirm or lower the ratings following our
review."

The CreditWatch placement follows the company's announcement that
ramp-up on its key project, Kraken, is experiencing lower
operating efficiency than EnQuest anticipated. S&P said,
"Consequently, and given the critical importance of this project
(more than 50% of group production within two years), we have
revised our base case, factoring in lower production and operating
cash flow. We now anticipate full-year adjusted EBITDA of about
$350 million-$400 million and adjusted debt to EBITDA at the end
of 2017 of about 6x-7x compared with about 5x in our previous
forecast."

This meaningful adjustment to operating cash flows and EBITDA not
only increases leverage, but also raises concerns about the
group's liquidity position. As such, S&P views a heightened risk
that production levels could be below 35 thousand barrels of oil
equivalent per day (kboepd) in the second half of 2017, which,
combined with higher operating expenditures per barrel or a lower
oil price, could lead to even larger negative free operating cash
flows and result in the company breaching its covenants.

In the medium term, assuming Kraken's production reaches a plateau
of 50kboepd during the first half of 2018, S&P believes currently
that the capital structure is sustainable, as debt maturities are
in 2021/2022 following last year's restructuring and prospects for
meaningful positive free operating cash flows remain under its oil
price assumptions of $50 per barrel of Brent in 2018.

In the short term, EnQuest has sufficient liquidity of $213
million as of June 30, 2017. However, cash might reduce
meaningfully toward the end of the year, if the company cannot
ramp up production at Kraken. This, combined with high sensitivity
to the oil price, could lead us to downgrade EnQuest by one or
more notches if a negative scenario unfolds.

S&P said, "We will monitor the progress at Kraken and the overall
group production in the coming months, as well as oil price
movements, and will resolve the CreditWatch as soon as possible,
most likely within three months.

"The negative CreditWatch placement reflects the risk that we
would lower the rating if EnQuest is unable to ramp up production
at Kraken field in the next three months, so that it can achieve
plateau production of 50kboepd gross in the first half of 2018.
Lower production could lead to a liquidity shortfall and a breach
under the financial covenants. We will review the company's
production results toward the end of 2017 and plan to resolve the
CreditWatch within the next three months.

"We could affirm the rating if the company is able to increase
production meaningfully in the coming months, at the same time
achieving an improved liquidity position and greater covenant
headroom."


GLOBALTRANS INVESTMENT: Fitch Lifts IDR to BB+, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has upgraded freight rail transportation company
Globaltrans Investment Plc's (GLTR) Long-Term Foreign-Currency
Issuer Default Rating (IDR) to 'BB+' from 'BB', Outlook Stable.

The upgrade reflects improvement in GLTR's financial and
operational profiles due to better market conditions led by a
recovery in the Russian economy, improving gondola rates following
a reduction in overcapacity as a result of supportive regulation,
as well as low FX risks. Fitch expects the company's funds from
operations (FFO) adjusted net leverage to average around 1x over
the rating horizon. This is partially offset by GLTR's exposure to
cyclicality and its relatively small scale of operations. The
company is one of the leading rolling-stock operators in a highly
fragmented Russian freight rail transportation market accounting
for about 8% of 1H17 freight rail volumes.

KEY RATING DRIVERS

Improved Performance: GLTR reported strong 1H17 results. Its
revenues reached RUB38.2 billion, up 16.8% yoy driven by improved
rail transportation volumes in Russia, improving gondola rates and
efficient fleet management, with the overall empty-run ratio
improving to 47% in 1H17 from 48% in 1H16 (38% from 39% for
gondola cars). Fitch expects mid-single-digit revenue growth and
an improved EBITDA margin adjusted for pass-through items (Fitch-
calculated) to average 41% in 2017-20, up from about 38% in 2015-
2016. Moody's expects GLTR to generate negative free cash flows
(FCF, Fitch-calculated) in 2017 due to a special dividend, but
that these will then turn positive.

Rate-Supportive Overcapacity Reduction: The ban on the use of old
railcars from 2016 prompted their gradual retirement and a 13%
decrease in overall railcar numbers on the market (16% in gondolas
and 11% in tank cars). GLTR benefited from the ban as its railcars
have an average age of 9.4 years for gondolas and 13.8 years for
rail tank cars at end-1H17, respectively, compared to an average
useful life of 22 years and 32 years. The capacity reduction
together with limited production of new railcars supported the
recovery of gondola rates in 2016-1H17.

Fitch expects a further improvement in gondola rates in 2017-2018,
albeit at a slower pace, as old railcars continue to be retired,
the production of new railcar remains limited and moderate
economic growth continues.

Long-Term Contracts Mitigate Customer Concentration: GLTR's
ratings are constrained by customer concentration as its top-five
customers accounted for 70% of net revenue from operations of
rolling stock in 1H17. This is partially mitigated by the long-
term nature of service contracts with the top-three customers,
which accounted for around 60% of net revenue from the operation
of rolling stock in 1H17, and the counterparties' strong credit
quality. GLTR intends to diversify its customer base by increasing
the number of mid- and small-size clients. Further expansion of
longer-term agreements with customers should increase the
company's cash-flow visibility.

Focus on Non-Oil Cargoes: The company has focused on non-oil,
especially metallurgical cargoes, increasing their share in
transportation turnover to 87% in 2016, up from 78% in 2012.
Despite a decrease in oil and oil products turnover in 2012-2016,
total turnover increased by 6% CAGR in the period. Moody's expects
overall freight rail volumes to continue to recover in 2017-2018
at a low-single-digit rate as Moody's forecast Russian GDP to
increase at 1.6%-2.2% in 2017 and 2018.

Dry cargo is likely to see a much greater recovery than oil and
oil products, which Moody's expects to continue to be pressured by
increased competition from existing pipelines, commissioning of
new pipelines, and decreasing volumes of oil products production.

Large Operator: GLTR is one of the largest freight railcar
transportation groups in Russia by transported volumes by rail
with about 8% market share. GLTR benefits from a modern railcar
fleet relative to Russian peers and its maintenance and fleet
renewal costs are smaller.

DERIVATION SUMMARY

The ratings are constrained by GLTR's smaller size relative to
rated peers such as JSC Freight One (BB+/Stable), its relatively
complex group structure and concentrated customer base, although
the latter is somewhat mitigated by its medium- to long-term
contracts with major clients. Unlike Freight One, GLTR focuses on
transportation of higher-priced metallurgical cargo and oil
products and operates a relatively young railcar fleet. Far-
Eastern Shipping Company Plc (FESCO, RD) has the highest
operational diversity among the Fitch rated rolling-stock
operators and its business profile benefits from operations in
port division. However, the company has limited geographical
diversity as the majority of its operations are located in the
Russian Far East and its credit metrics were affected by weaker
operational performance and rouble depreciation as the majority of
debt is denominated in foreign currencies. This was in contrast to
other rated operators like GLTR, Freight One and PJSC
Transcontainer (BB+/Stable), which remained disciplined in terms
of the currency composition of their debt funding. No country-
ceiling, parent/subsidiary or operating environment aspects
impacts the rating.

KEY ASSUMPTIONS

Fitch's key assumptions within its ratings case for the issuer
include:

- domestic GDP growth of 1.6%-2.2% over 2017-2020;

- inflation of 4.4%-4.5% over 2017-2020;

- freight transportation rates to increase above inflation in
   2017 and below inflation thereafter;

- capex in line with management expectations slightly above 2016
   level in 2017 and at about the 2016 level thereafter;

- dividends of RUB15 billion paid in 2017 in respect of 2016 and
   1H17 and as per management expectations in line with approved
   dividend policy thereafter.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action

- Further diversification of the customer base and lengthening
   of contract duration with better volume visibility and less
   rate volatility.

- Sustained stronger economic growth and infrastructure
   improvements and/or a substantial increase in GLTR's market
   share in terms of fleet numbers and consequently transported
   volumes and revenue, allowing greater efficiency.

- Stronger liquidity position, including cash on hand and
   available undrawn committed credit facilities.

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action

- A sustained rise in FFO lease-adjusted net leverage above 2x
   and FFO fixed charge coverage of below 3x, which would have
   rating implications, due to GLTR's complex corporate
   structure, and lead to a rating review

- Sustained slowdown of the Russian economy leading to material
   deterioration of the group's credit metrics

- Unfavourable changes in Russian legislative framework for the
   railway transportation industry, which continues to be under
   reform.

LIQUIDITY

Upcoming Debt Maturities: Over 75% of GLTR's total debt matures in
the next three years, but Moody's believes the company will retain
good access to the local financial market and view GLTR's
liquidity position as manageable. At end-1H17 GLTR's cash and cash
equivalents were RUB8.8 billion and together with unused credit
facilities from Russian subsidiaries of European banks are
sufficient to cover short-term maturities of RUB7.4 billion,
despite negative FCF (as calculated by Fitch) expected in 2017 due
to special dividend payment.

Limited FX and Rate Risks: GLTR is not exposed to FX fluctuations
as only a negligible share of operating expenses is denominated in
foreign currencies. At end-2016, almost all of its debt was
denominated in roubles and interest rates are fixed, eliminating
FX and interest-rate risks. Dividends are paid in US dollars, but
announced in roubles and converted into US dollars on the date of
the AGM. GLTR holds part of its cash in foreign currencies.

FULL LIST OF RATING ACTIONS

Globaltrans Investment PLC

Long-Term Foreign- and Local-Currency Issuer Default Ratings
(IDR) upgraded to 'BB+' from 'BB'; Stable Outlook.

Short-Term Foreign- and Local-Currency IDRs: affirmed at 'B'


PRETTY LEGS: H&R Healthcare Acquires Business
---------------------------------------------
Joshua Hammond at Insider Media reports that H&R Healthcare, a
distributor of medical products has acquired the Pretty Legs
Holdings group of companies, which includes a UK manufacturer of
medical and consumer hosiery, for an undisclosed sum.

Regional law firm Andrew Jackson Solicitors LLP advised on the
deal, Insider Media discloses.

Azher Quyoom -- azher.quyoom@andrewjackson.co.uk -- a partner in
the York office of Andrew Jackson specializing in restructuring
and insolvency matters, and corporate associate Daniel Hammond led
a ten-strong team advising H&R Healthcare on the acquisition
following a complex restructuring program that avoided an imminent
risk of administration of the group, Insider Media relates.

Mr. Quyoom, as cited by Insider Media, said: "We felt that if we
were able to avoid administration there would be a softer impact
on the NHS supply chain -- the Medalin subsidiary, for example, is
the UK's leading manufacturer of prosthetic socks -- and therefore
less chance of business disruption than would inevitably be the
case with an administration.

"We proposed a voluntary arrangement to restructure the core
business of the group, which, once agreed with key stakeholders,
would avoid administration for all three companies, maintain
business continuity for customers and help to safeguard 70
UK-based manufacturing jobs.

"The restructuring and subsequent acquisition would not have been
possible without the collaborative efforts of key stakeholders,
including HSBC, which provided support to the group whilst the
restructuring program was implemented."

Pretty Legs was founded in 1959 and has more than 55 years of
experience in the hosiery industry producing fashion, branded,
maternity and medical hosiery products.


TOGETHER ASSET 1: Moody's Assigns (P)B2 Rating to Class E Notes
---------------------------------------------------------------
Moody's Investors Service has assigned provisional long-term
credit ratings to Notes to be issued by Together Asset Backed
Securitisation 1 plc:

-- GBP [*]M Class A Mortgage Backed Floating Rate Notes due
    [March 2049], Assigned (P) Aaa (sf)

-- GBP [*]M Class B Mortgage Backed Floating Rate Notes due
    [March 2049], Assigned (P) Aa2 (sf)

-- GBP [*]M Class C Mortgage Backed Floating Rate Notes due
    [March 2049], Assigned (P) A2 (sf)

-- GBP [*]M Class D Mortgage Backed Floating Rate Notes due
    [March 2049], Assigned (P) Baa3 (sf)

-- GBP [*]M Class E Mortgage Backed Floating Rate Notes due
    [March 2049], Assigned (P) B2 (sf)

Moody's has not assigned ratings to the GBP [*]M Class R Fixed
Rate Notes due [March] 2049, the GBP [*]M Class Z Mortgage Backed
Fixed Rate Notes due [March] 2049 and the Residual Certificates.

The portfolio backing this transaction consists of first lien and
second lien UK non-conforming residential loans originated by
Together Personal Finance Limited ("TPFL") (not rated), Together
Commercial Finance Limited ("TCFL") (not rated) and Blemain
Finance Limited ("Blemain") (not rated).

On the closing date TPFL, TCFL and Blemain will sell the portfolio
to Together Asset Backed Securitisation 1 plc.

RATINGS RATIONALE

The ratings take into account the credit quality of the underlying
mortgage loan pool, from which Moody's determined the MILAN Credit
Enhancement (CE) and the portfolio expected loss, as well as the
transaction structure and legal considerations. The expected
portfolio loss of [7.0]% and the MILAN CE of [24.0]% serve as
input parameters for Moody's cash flow model, which is based on a
probabilistic lognormal distribution.

The portfolio expected loss of [7.0]%: this is higher than other
recent UK non-conforming securitisations and is based on Moody's
assessment of the lifetime loss expectation taking into account:
(i) [60.3]% of the pool consists of second lien mortgages; (ii)
[48.4]% of the loans in the pool is secured by non-owner occupied
properties; (iii) [48.1]% of the loans are interest-only
mortgages; (iv) the current macroeconomic environment and our view
of the future macroeconomic environment in the UK, and (v)
benchmarking with similar transactions in the UK non-conforming
sector.

The MILAN CE for this pool is [24.0]%: this is in line with other
recent UK non-conforming transactions and follows Moody's
assessment of the loan-by-loan information taking into account the
historical performance and the following key drivers: (i) the
relatively low weighted-average current LTV of [57.1]%, (ii) the
presence of [61.9]% loans where the borrower is self-employed,
(iii) borrowers with bad credit history with [13.3]% of the pool
containing borrowers with CCJ's of which [8.4]% live CCJs; (iv)
the presence of [48.2]% of interest-only loans in the pool and (v)
the low weighted-average seasoning of the pool of [1.27] years.

At closing the mortgage pool balance consists of GBP [301.6]
million of loans. The reserve fund is funded to [2.0]% of the
initial balance of the rated notes via the proceeds of Class R
notes. The reserve fund is amortising and will track [2.0]% of the
principal outstanding of the rated notes until it reaches [1.0]%
of the initial balance of the rated notes. The reserve fund will
stop amortising if the notes are not repaid on the first optional
redemption date, the interest payment date occurring in
[September] 2021, or if cumulative defaults exceed [5.0]% of the
initial portfolio balance. The reserve fund will be replenished
junior to the PDL of Class E notes.

Operational Risk Analysis: TPFL, TCFL and Blemain are acting as
servicers and are not rated by Moody's. In order to mitigate the
operational risk, the transaction has a back-up servicer, Capita
Mortgage Services Limited (not rated). Capita Trust Corporate
Limited (not rated) will be acting as back-up cash manager
facilitator and will find a replacement cash manager in case the
cash manager, Together Financial Services Limited (not rated),
stops performing its duties under this role. To ensure payment
continuity over the transaction's lifetime the transaction
documents incorporate estimation language whereby the cash manager
can use the most recent servicer reports to determine the cash
allocation in case no servicer report is available. At closing
Class A notes benefit from the equivalent of [4] months of
liquidity assuming a stressed LIBOR rate of 5.7%. Also, the most
senior notes outstanding benefit from principal to pay interest
mechanism.

Interest Rate Risk Analysis: The transaction is unhedged with
[100.0]% of the pool balance linked to SVR. Moody's has taken the
absence of basis swap into account in its cashflow modelling.

The provisional ratings address the expected loss posed to
investors by the legal final maturity of the Notes. In Moody's
opinion the structure allows for timely payment of interest and
ultimate payment of principal at par on or before the rated final
legal maturity date for all rated notes. Moody's ratings only
address the credit risk associated with the transaction. Other
non-credit risks have not been addressed, but may have a
significant effect on yield to investors.

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

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
September 2017.

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

Moody's Parameter Sensitivities: If the portfolio expected loss
was increased from [7.0]% to [12.25]% of current balance, and the
MILAN CE was kept at [24.0]%, the model output indicates that the
Class A notes would still achieve Aaa(sf), assuming that all other
factors remained equal. Moody's Parameter Sensitivities provide a
quantitative/model-indicated calculation of the number of rating
notches that a Moody's structured finance security may vary if
certain input parameters used in the initial rating process
differed. The analysis assumes that the deal has not aged and is
not intended to measure how the rating of the security might
migrate over time, but rather how the initial rating of the
security might have differed if key rating input parameters were
varied. Parameter Sensitivities for the typical EMEA RMBS
transaction are calculated by stressing key variable inputs in
Moody's primary rating model.

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

Significantly different loss assumptions compared with our
expectations at close due to either a change in economic
conditions from our central scenario forecast or idiosyncratic
performance factors would lead to rating actions. For instance,
should economic conditions be worse than forecast, the higher
defaults and loss severities resulting from a greater
unemployment, worsening household affordability and a weaker
housing market could result in downgrade of the ratings.
Deleveraging of the capital structure or conversely a
deterioration in the notes available credit enhancement could
result in an upgrade or a downgrade of the ratings, respectively.


VIRIDIAN GROUP: Moody's Rates EUR600MM New Sr. Secured Notes B1
---------------------------------------------------------------
Moody's Investors Service has assigned a B1 (LGD4) rating to
EUR600 million (equivalent) of new Senior Secured Notes (the
Notes) to be offered by Viridian Group FinanceCo Plc and Viridian
Power and Energy Holdings DAC (together the Issuers), which are
expected to have a maturity of 2024 and 2025 respectively.
Concurrently, Moody's has assigned a Ba1 (LGD1) rating to a new
GBP225 million backed super senior revolving credit facility (RCF)
borrowed by Viridian Group Limited (VGL) and Viridian Power and
Energy Holdings DAC. The outlook on all these ratings is positive,
in line with that on the B1 corporate family rating (CFR) on
Viridian Group Investments Limited and its subsidiaries (together,
Viridian).

This rating action follows announcement by Viridian of its
proposed refinancing. The proceeds of the Notes, together with
amounts received in relation to the settlement of certain forward
exchange contracts and cash on hand, will be used to (1) redeem
the EUR540 million of outstanding Senior Secured Notes of Viridian
Group FundCo II Limited, which fall due in March 2020, along with
the cost associated with the redemption; and (2) to pay a GBP60
million dividend to Viridian Topco Limited, the parent of Viridian
Group Investments Limited.

Assignments:

Issuer: Viridian Group FinanceCo Plc/Viridian Power and Energy
Holdings DAC

-- Senior Secured Regular Notes, Assigned B1(LGD4)

Issuer: Viridian Group Limited/Viridian Power and Energy Holdings
DAC

-- Senior Secured Bank Credit Facility, Assigned Ba1(LGD1)

Outlook Actions:

Issuer: Viridian Group FinanceCo Plc

-- Outlook, Assigned Positive

Issuer: Viridian Group Limited

-- Outlook, Remains Positive

Issuer: Viridian Power and Energy Holdings DAC

-- Outlook, Assigned NOO

RATINGS RATIONALE

The proposed refinancing continues the strengthening of Viridian's
capital structure seen under I Squared Capital's ownership, who
since acquiring the business in April 2016 have (1) converted the
junior payment in-kind notes into equity; and (2) acquired four
in-development wind farms in Northern Ireland that once
operational, all expected to be by December 2018, will improve the
group's business risk profile due to the incremental high quality
contracted earnings from government subsidies. Given the continued
low yield environment, Moody's expects interest expense savings
from the proposed refinancing to be around GBP15-20 million per
annum resulting in a 1.5-2% point improvement in Funds From
Operations (FFO) / Debt from FY2018/19 onwards.

The recent improvement in Viridian's business risk profile,
primarily from the substantial completion of its wind generation
portfolio (c. 225MW out of a medium term target of c.300MW now
operational following 168MW of capacity coming online in early
2017), and financial policy was reflected in Moody's loosening of
Viridian's debt / EBITDA guidance for the B1 CFR from below 6.0x
to below 7.0x when the agency changed the outlook on the Viridian
group's ratings to positive from stable in August 2017.

Viridian's B1 CFR also continues to reflect the group's earnings
diversity across its businesses as well as (1) a continued low
power price environment which Moody's expects to persist until at
least the end of this decade; and (2) its high level of leverage,
with debt / EBITDA of 6.7x for the consolidated group at end March
2017.

The proposed new financing structure would allow for investments
outside the restricted group up to the greater of GBP100 million
or 8.3% of total assets. The GBP70 million of investments
permitted under the existing notes has been fully utilised to
facilitate the build-out of the aforementioned owned wind
portfolio. Moody's expects Viridian to continue to undertake
investments outside the restricted group. This reflects that
Viridian's owners, I Squared Capital, focus on total return and
track record of growing the asset base both at Viridian and other
investments in their portfolio.

However, Moody's believes the investment focus outside the
restricted group will be broader going forward and pertain to one
or more of (1) (distressed) CCGT acquisitions; (2) growth in other
renewable technologies, e.g. Viridian acquired an anaerobic
digestion development project in July 2017; and (3) expansion of
the energy supply beyond the island of Ireland. This reflects (1)
that the build out of the owned wind portfolio is substantially
complete; (2) that the pipeline of future onshore wind
opportunities is much reduced given the impending closure of the
Renewables Obligation in Northern Ireland for new onshore wind,
with the associated government subsidies around the same level as
wholesale power prices over the last 18 months; (3) Viridian's
existing core businesses (supply; power generation -- owned wind
and gas; and regulated offtake contracts) and competitive
advantage in energy supply; and (4) that I Squared Capital's other
power generation holdings are in gas and renewable energy
technologies. The nature and magnitude of any such investment(s)
could affect Viridian's overall business risk profile.

Moody's expects that Viridian will continue to have good liquidity
post re-financing despite the planned dividend distribution due to
(1) the sizeable cash balances still held after the partial
repayment of the existing notes in August 2017; and (2) the
restricted group being highly cash flow generative due to very
limited annual capex requirements (c. GBP10-20 million per annum
over the next few years Moody's estimates). Although the aggregate
size of the new RCF is unaltered, GBP225 million, the cash sub-
limit has been lowered from GBP100 million to GBP75 million with a
corresponding increase in the portion available for letters of
credit (required to support Viridian's trading and hedging
requirements). Moody's believes this change positively reflects
business needs. With the reform of the Irish power market (I-SEM)
due to 'go-live' in May 2018, Viridian's average utilisation
levels of the letters of credit facility are expected to increase
from c. GBP75 million, with a seasonal peak of GBP95 million, in
FY2017 by around GBP20-30 million. By contrast, the cash portion
of the existing RCF has remained fully undrawn since January 2015
and Moody's does not expect any drawings over the next 12-18
months.

The assigned Ba1 rating to the proposed RCF reflects its super
senior priority of claim upon enforcement of the shared
collateral.

The new Notes are subordinate to (1) the new RCF; and (2) and an
uncapped amount of commodity hedging, interest rate and foreign
exchange hedging, which have priority of claim over the shared
collateral. However, the B1 rating on the new Notes is aligned
with Viridian's B1 CFR due to relatively small size of the cash
portion of the RCF in the context of Viridian's debt.

RATING OUTLOOK

The positive outlook for Viridian's ratings reflects (1) an
improvement in the group's business risk profile primarily
stemming from the build out of its wind generation portfolio which
will add stable cash flows; and (2) Moody's expectation that the
consolidated group's leverage, expressed as debt/EBITDA, will
decrease to around 6.0x by FY2018 as cash flows are boosted by the
newly operational renewable assets.

WHAT COULD CHANGE THE RATING UP/DOWN

The ratings could be upgraded if Viridian exhibits debt/EBITDA of
below 6.0x, without an increase in business risk.

Conversely, the outlook could be stabilised in the event that
leverage stays above 6.0x. This could be as a result of (1) a more
material reduction in thermal generation earnings resulting from
the implementation of I-SEM; (2) prolonged unavailability at one
or both of its Huntstown plants; and/or (3) further acquisitions
by its owners which means Viridian deleverages more slowly than
Moody's expects.

Although not currently expected, downward rating pressure would
arise if Viridian was unable to meet Moody's ratio guidance for
the current B1 CFR of debt / EBITDA below 7.0x, without an
offsetting improvement in Viridian's business risk profile.

The principal methodology used in these ratings Unregulated
Utilities and Unregulated Power Companies was published in May
2017.

Viridian Group Investments Limited and its subsidiaries (together,
Viridian) are an integrated power utility based in Belfast and
operating across the island of Ireland. Viridian generated revenue
of GBP1,318 million in the full year ending March 2017.



                            *********

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
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Each Tuesday edition of the TCR contains a list of companies with
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Don't be fooled.  Assets, for example, reported at historical cost
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