---

        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, November 22, 2017, Vol. 18, No. 232


                            Headlines


F R A N C E

CGG: Paris Commercial Court to Rule on Safeguard Plan on Dec. 1


G E R M A N Y

SCHLECKER: Prosecutors Seek 3-Year Prison Sentence for Founder


G R E E C E

NAVIOS MARITIME: Moody's Hikes CFR to B3, Outlook Stable


I R E L A N D

HALCYON LOAN 2017-2: Moody's Assigns (P)B2 Rating to Cl. F Notes
HARVEST CLO XIV: Fitch Affirms B- Rating on Class F Notes
PENTA CLO 3: Moody's Assigns B2 Rating to Class F Notes


I T A L Y

CREDITO VALTELLINESE: Moody's Hikes LT Bank Deposit Rating to Ba3
UNIPOL BANCA: Moody's Hikes Long-Term Deposit Rating to Ba1


L U X E M B O U R G

MOBILUX 2: Fitch Affirms 'B' IDR, Outlook Stable


N E T H E R L A N D S

CONSTELLIUM NV: Moody's Affirms B3 CFR, Outlook Stable


P O L A N D

ALMA MARKET: Declared Bankrupt, PLN94MM Asset Sale Approved


S P A I N

PYME BANCAJA 5: Fitch Withdraws D Rating on Class D Notes


T U R K E Y

GLOBAL LIMAN: Moody's Revises Outlook to Neg. & Affirms B1 CFR
TURKEY: Credit Profile Reflects Resilient Growth, Moody's Says


U K R A I N E

UKRAINE: Insolvent Banks' Refinancing Loan Debts Shrinking


U N I T E D   K I N G D O M

FOUR SEASONS: H/2 Capital Wants Forbearance Agreement Executed
IWH UK FINCO: Fitch Assigns 'B(EXP)' IDR, Outlook Stable
MCMULLEN FACADES: Parent's Collapse Prompts Administration
PI UK HOLDCO II: Moody's Assigns '(P)B2' Corp. Family Rating
SEADRILL LTD: Egan-Jones Cuts Sr. Unsecured Debt Ratings to D

SHINE HOLDCO: Moody's Assigns 'B2' CFR, Outlook Stable


                            *********



===========
F R A N C E
===========


CGG: Paris Commercial Court to Rule on Safeguard Plan on Dec. 1
---------------------------------------------------------------
The Commercial Court of Paris indicated that it would render its
judgment on the draft safeguard plan of CGG and the claim filed
against it by certain holders of Convertible Bond on December 1,
2017.  The more detailed indicative timetable of the financial
restructuring will be updated as soon as possible.

                        About CGG Holding

Paris, France-based CGG Holding (U.S.) Inc. --
http://www.cgg.com/-- provides geological, geophysical and
reservoir capabilities to its broad base of customers primarily
from the global oil and gas industry.  Founded in 1931 as
"Compagnie Generale de Geophysique", CGG focuses on seismic
surveys and other techniques to help energy companies locate oil
and natural-gas reserves.  The company also makes geophysical
equipment under the Sercel brand name.

The Group has more than 50 locations worldwide, more than 30
separate data processing centers, and a workforce of more than
5,700, of whom more than 600 are solely devoted to research and
development.  CGG is listed on the Euronext Paris SA (ISIN:
0013181864) and the New York Stock Exchange (in the form of
American Depositary Shares, NYSE: CGG).

After a deal was reached key constituencies on a restructuring
that will eliminate $1.95 billion in debt, on June 14, 2017 (i)
CGG SA, the group parent company, opened a "sauvegarde"
proceeding, the French equivalent of a Chapter 11 bankruptcy
filing, (ii) 14 subsidiaries of CGG S.A. filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Lead Case No. 17-11637) in New York, and (iii)
CGG S.A filed a petition under Chapter 15 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No. Case No. 17-11636) in New York,
seeking recognition in the U.S. of the Sauvegarde as a foreign
main proceeding.

Chapter 11 debtors CGG Canada Services Ltd. and Sercel Canada
Ltd. also commenced proceedings under the Companies' Creditors
Arrangement Act in the Court of Queen's Bench of Alberta,
Judicial District of Calgary in Calgary, Alberta, Canada, to seek
recognition of the Chapter 11 cases in Canada.



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


SCHLECKER: Prosecutors Seek 3-Year Prison Sentence for Founder
--------------------------------------------------------------
Xinhua reports that German State Prosecutors have called for Anton
Schlecker, the founder of the insolvent drugstore chain which bore
his surname, to be handed a three-year prison sentence on Nov. 20.

The plea was made in the course of the 73-year-old's ongoing
bankruptcy trial at the Stuttgart regional court, Xinhua relates.
According to Xinhua, the prosecutors further demanded two-year
sentences for Schlecker's son, Lars, and daughter, Maike.

The Schlecker family stands accused of having financially harmed
creditors by embezzling millions of euros prior to the drugstore
chain's insolvency, Xinhua discloses.

State prosecutors estimate that the total losses caused by illicit
behavior amount to EUR16 million (US$18.8 million), Xinhua states.

Schlecker used to be Europe's largest drugstore chain before it
formally filed for bankruptcy in January 2012, Xinhua recounts.

The Schlecker drugstore chain was founded in 1975 by Anton
Schlecker in Ehingen in southern Germany.  Later, the company
expanded abroad. In 2008, it had around 14,000 branches, 50,000
employees and annual sales of more than EUR7 billion, making it
the largest drugstore chain in Europe.



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


NAVIOS MARITIME: Moody's Hikes CFR to B3, Outlook Stable
--------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating (CFR) of shipping company Navios Maritime Acquisition
Corporation to B3 from B2, its probability of default rating (PDR)
to B3-PD from B2-PD and the rating on its $670 million senior
secured first lien global notes due in 2021 to B3 from B2. The
outlook on all ratings has been changed to stable from negative.

"The downgrade reflects the deterioration in Navios Acquisition's
operating performance in light of weakening industry conditions in
the tanker segment and resulting increase in leverage and
potential for covenant pressure," says Maria Maslovsky, a Vice
President-Senior Analyst at Moody's and the lead analyst for
Navios Acquisition.

RATINGS RATIONALE

The rating action reflects weakening in Navios Acquisition's
operating performance and resulting sharp rise in the company's
leverage owing to the softness in both product tankers and very
large crude carriers (VLCC) markets where NNA operates. Navios
Acquisition's revenue and adjusted EBITDA have declined to $177
million and $88 million, respectively, for the nine months ending
September 30, 2017, from $223 million and $143 million,
respectively, in the prior year, as reported by the company. At
the same time, its leverage measured as debt/EBITDA increased to
8.0x for the twelve months ending September 30, 2017 from 5.9x in
2016. All ratios reflect Moody's standard adjustments. The
deterioration was driven by the decline in time charter rates
which decreased by 13%-33% (depending on the vessel size) year-
over-year in the first nine months of 2017. With current spot
rates suggesting continued pressure in 2018, Moody's does not
anticipate a quick deleveraging for Navios Acquisition, although
the agency is mindful of the highly cyclical nature of the
shipping industry.

More positively, Navios Acquisition continues to benefit from a
diverse and modern fleet with a mix of crude oil and product
tankers as well as low operating costs as a result of the low
average age of its fleet and the fleet management contract signed
with the technical management arm of Navios Acquisition's main
shareholder and sponsor, Navios Holdings. NNA's 59% interest in
Navios Maritime Midstream Partners LP ("NAP," B2 stable) also
provides support in the form of dividend payments recently
amounting to approximately $21.3 million per year.

Moody's expects the tanker market to be under pressure in the next
twelve months owing to supply growth outpacing demand growth by
close to 5% in Moody's estimation. As a result, Moody's
anticipates the pressure on tanker rates to continue.

Navios Acquisition's liquidity is adequate. It is comprised of its
September 2017 cash balance of $58.2 million, repayment of loan
made to Navios Holdings of $55 million, as well as anticipated
funds from operations (FFO) of $74 million in 2017. The company's
maturity schedule is well staggered with the largest maturity of
the $670 mm bond in 2021 and the rest consisting of bank loans
which are expected to be refinanced. Some of the bank facilities
carry covenants including leverage measured as debt/assets.
Headroom under this covenant is expected to be very limited and
may require the company to seek a waiver or amendment to the
existing agreement. Moody's expects such a waiver or amendment
could be accomplished successfully if needed in the current market
environment.

The stable rating outlook reflects Moody's expectation that in
spite of market conditions, Navios Acquisition will be able to
maintain credit metrics in line with the B3 rating, as well as an
adequate liquidity profile.

Positive rating pressure, while unlikely in the near term, would
depend upon the achievement of greater supply/demand balance in
the tanker market leading to improvement in the charter rates and
stronger credit metrics for Navios Acquisition. Specifically,
Moody's would expect the company to maintain leverage
(debt/EBITDA) below 6.0x over several quarters, coverage
(FFO+Interest Expense/Interest Expense) over 2.5x and consistent
positive free cash flow. Good liquidity would also be needed for
an upgrade.

Negative rating pressure would occur from persistent market
weakness leading to leverage measured as debt/EBITDA increasing
significantly from current levels, coverage measured as
(FFO+Interest Expense/Interest Expense) below 1.5x or any
liquidity challenges including covenant breaches.

The principal methodology used in these ratings was Global
Shipping Industry published in February 2014.

Navios Acquisition, a company listed on NYSE with a market
capitalisation of around $200 million (as of November 10, 2017),
was created in 2008. Subsequently, Navios Acquisition concluded a
series of acquisitions of very large crude carriers (VLCCs),
product tankers and chemical tankers. With a fleet of 36 vessels
(8 VLCCs, 18 medium-range (MR2) product tankers, 8 long-range
(LR1) product tankers and 2 chemical tankers) as of September
2017, Navios Acquisition has become a significant player in the
tanker sector. Navios Acquisition's main shareholder and sponsor
is Navios Holdings, which currently has a 46.2% economic interest
in Navios Acquisition. Navios Acquisition is the sponsor of Navios
Midstream, a master limited partnership that was formed in 2014 by
Navios Acquisition to own, operate and acquire crude oil and
product tankers under long-term contracts. Navios Acquisition owns
59% of Navios Midstream. In 2016, Navios Acquisition reported
revenues and EBITDA of $290 million and $195 million,
respectively.



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


HALCYON LOAN 2017-2: Moody's Assigns (P)B2 Rating to Cl. F Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Halcyon
Loan Advisors European Funding 2017-2 Designated Activity Company:

-- EUR193,000,000 Class A Senior Secured Floating Rate Notes due
    2031, Assigned (P)Aaa (sf)

-- EUR29,000,000 Class B-1 Senior Secured Floating Rate Notes
    due 2031, Assigned (P)Aa2 (sf)

-- EUR12,500,000 Class B-2 Senior Secured Fixed Rate Notes due
    2031, Assigned (P)Aa2 (sf)

-- EUR22,250,000 Class C Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)A2 (sf)

-- EUR19,100,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Baa2 (sf)

-- EUR15,500,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)Ba2 (sf)

-- EUR10,100,000 Class F Senior Secured Deferrable Floating Rate
    Notes due 2031, Assigned (P)B2 (sf)

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

RATINGS RATIONALE

Moody's provisional rating of the rated notes addresses the
expected loss posed to noteholders by legal final maturity of the
notes in 2031. The provisional ratings reflect the risks due to
defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants as well as the
transaction's capital and legal structure. Furthermore, Moody's is
of the opinion that the collateral manager, Halcyon Loan Advisors
(UK) LLP ("Halcyon"), has sufficient experience and operational
capacity and is capable of managing this CLO.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured obligations and up to 10%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be between 65% and 70% ramped up as of
the closing date and to be comprised predominantly of corporate
loans to obligors domiciled in Western Europe. The remainder of
the portfolio will be acquired during the six month ramp-up period
in compliance with the portfolio guidelines.

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

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR33,000,000 of subordinated notes which will
not be rated.

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

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

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in Section
2.3 of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in August 2017. The cash
flow model evaluates all default scenarios that are then weighted
considering the probabilities of the binomial distribution assumed
for the portfolio default rate. In each default scenario, the
corresponding loss for each class of notes is calculated given the
incoming cash flows from the assets and the outgoing payments to
third parties and noteholders.

Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche.

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

Par Amount: EUR325,000,000

Diversity Score: 37

Weighted Average Rating Factor (WARF): 2750

Weighted Average Spread (WAS): 3.625%

Weighted Average Coupon (WAC): 4.25%

Weighted Average Recovery Rate (WARR): 43.5%

Weighted Average Life (WAL): 8.5 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency country risk ceiling (LCC) of A1
or below. As per the portfolio constraints, exposures to countries
with LCC of A1 or below cannot exceed 10%, with exposures to LCC
of Baa1 to Baa3 further limited to 5%. In addition, the Issuer may
not invest in an obligation for which its obligors is domiciled in
a country where its LCC is below Baa3.

Stress Scenarios:

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

Percentage Change in WARF: WARF + 15% (to 3163 from 2750)

Ratings Impact in Rating Notches:

Class A Senior Secured Floating Rate Notes: 0

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

Class B-2 Senior Secured Fixed Rate Notes: -1

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: 0

Class F Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3608 from 2775)

Ratings Impact in Rating Notches:

Class A Senior Secured Floating Rate Notes: -1

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

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

Class C Senior Secured Deferrable Floating Rate Notes: -3

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: 0

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in August 2017.


HARVEST CLO XIV: Fitch Affirms B- Rating on Class F Notes
---------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XIV Designated Activity
Company's (DAC) refinancing notes final ratings and affirmed the
others as follows:

EUR239 million class A-1A-R notes: assigned 'AAA)sf'; Outlook
Stable

EUR5 million class A-2-R notes: assigned 'AAAsf'; Outlook Stable

EUR32 million class B-1-R notes: assigned 'AA+sf'; Outlook Stable

EUR10 million class B-2-R notes: assigned 'AA+sf'; Outlook Stable

EUR23 million class C-R notes: assigned 'A+sf'; Outlook Stable

EUR25 million class D-R notes: assigned 'BBBsf'; Outlook Stable

EUR24.5 million class E-R notes: assigned 'BBsf'; Outlook Stable

EUR12 million class F notes: affirmed at 'B-sf'; Outlook Stable

Harvest CLO XIV DAC is an arbitrage cash flow collateralised loan
obligation (CLO). Net proceeds from the notes have been used to
refinance the current outstanding A-1 to E notes. The issuer did
not issue any class A-1B notes as refinancing notes on the
refinancing date and instead issued the class A-1A-R notes in a
principal amount outstanding equal to the aggregate of the
principal amount outstanding of the original class A-1A notes and
the original class A-1B notes. The portfolio is managed by
Investcorp Credit Management EU Limited.

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality
Fitch expects the average credit quality of obligors to be in the
'B'/'B-' category. The weighted-average rating factor of the
current portfolio is 33.38.

High Recovery Expectations
At least 90% of the portfolio will comprise senior secured
obligations. Recovery prospects for these assets are typically
more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch weighted average recovery rate of the current
portfolio is 63.8%.

Extended Weighted Average Life (WAL)
On the refinancing date, the issuer extended the WAL covenant by
1.25 years to 7.25 years as part of the refinancing of the notes
and updated the Fitch matrix. Fitch tested all the points in the
matrix based on the extended WAL covenant.

Limited Interest Rate Risk
Unhedged fixed-rate assets cannot exceed 5% of the portfolio.
Consequently, interest rate risk is naturally hedged for most of
the portfolio through floating-rate liabilities.

Diversified Asset Portfolio
The transaction contains a covenant that limits the top 10
obligors in the portfolio to 20%. This ensures that the asset
portfolio is not exposed to excessive obligor concentration.

TRANSACTION SUMMARY

Harvest CLO XIV DAC closed in November 2015. The transaction is
still in in its reinvestment period, which is set to expire in
November 2019. The issuer has issued new notes to refinance part
of the original liabilities. The notes A-1A, A-1B, A-2, B-1, B-2,
C, D and E have been redeemed in full as a consequence of the
refinancing.

The refinancing notes bear interest at a lower margin over EURIBOR
than the notes being refinanced. The remaining terms and
conditions of the refinancing notes (including seniority) are the
same as the refinanced notes.

In its analysis, Fitch has applied a 15bps haircut to the weighted
average spread calculation. In this transaction, the aggregate
funded spread calculation for floating-rate collateral debt
obligation with an Euribor floor is artificially inflated by the
negative portion of Euribor.

RATING SENSITIVITIES

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


PENTA CLO 3: Moody's Assigns B2 Rating to Class F Notes
-------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to six
classes of notes issued by Penta CLO 3 Designated Activity
Company:

-- EUR236,500,000 Class A Senior Secured Floating Rate Notes due
    2030, Definitive Rating Assigned Aaa (sf)

-- EUR50,500,000 Class B Senior Secured Floating Rate Notes due
    2030, Definitive Rating Assigned Aa2 (sf)

-- EUR24,000,000 Class C Senior Secured Deferrable Floating Rate
    Notes due 2030, Definitive Rating Assigned A2 (sf)

-- EUR20,750,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2030, Definitive Rating Assigned Baa2 (sf)

-- EUR28,250,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2030, Definitive Rating Assigned Ba2 (sf)

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

RATINGS RATIONALE

Moody's definitive rating of the Notes addresses the expected loss
posed to noteholders. The rating reflects the risks due to
defaults on the underlying portfolio of assets, the transaction's
legal structure, and the characteristics of the underlying assets.

Penta CLO 3 is a managed cash flow CLO. The issued notes are
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90% of the portfolio must
consist of senior secured loans, senior secured bonds and eligible
investments, and up to 10% of the portfolio may consist of second
lien loans, unsecured loans, mezzanine obligations and high yield
bonds.

Partners Group (UK) Management Limited (the "Manager") manages the
CLO. It directs the selection, acquisition, and disposition of
collateral on behalf of the Issuer. After the reinvestment period,
which ends in October 2021, the Manager may reinvest unscheduled
principal payments and proceeds from sales of credit risk and
credit improved obligations, subject to certain restrictions.

In addition to the six classes of notes rated by Moody's, the
Issuer will issue EUR41.0m of subordinated notes which will not be
rated.

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

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in August 2017.

The cash flow model evaluates all default scenarios that are then
weighted considering the probabilities of the binomial
distribution assumed for the portfolio default rate. In each
default scenario, the corresponding loss for each class of notes
is calculated given the incoming cash flows from the assets and
the outgoing payments to third parties and noteholders. Therefore,
the expected loss or EL for each tranche is the sum product of (i)
the probability of occurrence of each default scenario and (ii)
the loss derived from the cash flow model in each default scenario
for each tranche. As such, Moody's encompasses the assessment of
stressed scenarios.

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

Performing par and principal proceeds balance: EUR400,000,000

Diversity Score: 36

Weighted Average Rating Factor (WARF): 2775

Weighted Average Spread (WAS): 3.65%

Weighted Average Recovery Rate (WARR): 42.0%

Weighted Average Life (WAL): 8.5 years

As part of the base case, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
country risk ceiling (LCC) of A1 or below. As per the portfolio
constraints, exposures to countries with a LCC of A1 or below
cannot exceed 10%, with exposures to countries with a LCC of Baa1
to Baa3 further limited to 5%. Exposures to countries with a LCC
below Baa3 is prohibited. As a worst case scenario, a maximum 5%
of the pool would be domiciled in countries with LCC of Baa1 to
Baa3. The remainder of the pool will be domiciled in countries
which currently have a LCC of Aa3 and above. Given this portfolio
composition, the model was run with different target par amounts
depending on the target rating of each class of notes as further
described in the methodology. The portfolio haircuts are a
function of the exposure size to peripheral countries and the
target ratings of the rated notes and amount to 0.75% for the
Class A notes, 0.50% for the Class B notes, 0.375% for the Class C
notes and 0% for Classes D, E and F.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in August 2017.

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

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

Stress Scenarios:

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was a
component in determining the definitive ratings assigned to the
rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

Below is a summary of the impact of an increase in default
probability (expressed in terms of WARF level) on the Notes (shown
in terms of the number of notch difference versus the current
model output, whereby a negative difference corresponds to higher
expected losses), assuming that all other factors are held equal:

Percentage Change in WARF -- increase of 15% (from 2775 to 3191)

Rating Impact in Rating Notches

Class A Senior Secured Floating Rate Notes: 0

Class B Senior Secured Floating Rate Notes: -2

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: -1

Percentage Change in WARF -- increase of 30% (from 2775 to 3608)

Rating Impact in Rating Notches

Class A Senior Secured Floating Rate Notes: -1

Class B Senior Secured Floating Rate Notes: -3

Class C Senior Secured Deferrable Floating Rate Notes: -4

Class D Senior Secured Deferrable Floating Rate Notes: -3

Class E Senior Secured Deferrable Floating Rate Notes: -2

Class F Senior Secured Deferrable Floating Rate Notes: -3



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


CREDITO VALTELLINESE: Moody's Hikes LT Bank Deposit Rating to Ba3
-----------------------------------------------------------------
Moody's Investors Service downgraded the following ratings and
assessments of Credito Valtellinese S.p.A. (CreVal): (1) the long-
term deposit rating to Ba3 from Ba2; (2) the long-term senior
unsecured MTN rating to (P)B2 from (P)B1; (3) the subordinated MTN
rating to (P)Caa2 from (P)B3; (4) the baseline credit assessment
(BCA) and adjusted BCA to caa1 from b2; and (5) the long-term
Counterparty Risk Assessment (CR Assessment) to Ba3(cr) from
Ba2(cr). The outlook on the long-term ratings was changed to
developing from Ratings Under Review.

The bank's short-term deposit rating of Not Prime and its short-
term CR Assessment of Not Prime(cr) were affirmed as part of
rating action.

The rating action concludes a review for downgrade initiated on
October 4, 2017.

The downgrades of the bank's BCA and ratings primarily reflect the
bank's plan to accelerate the mark-down and disposal of problem
loans, creating the need for additional capital. In Moody's view,
raising EUR700 million equity, which is over 5x the bank's market
capitalisation as of November 16, 2017, carries material execution
risk. In the bank's plan, this amount will offset loan loss
provisions to reduce problem loans to 10.6% next year, while
strengthening the Common Equity Tier 1 ratio to 11%.

RATINGS RATIONALE

-- RATIONALE FOR DOWNGRADING THE BCA

The downgrade of CreVal's BCA to caa1 from b2, while acknowledging
that the implementation of management's 2018-20 strategic plan to
reinforce CreVal's balance sheet would be credit positive,
reflects (1) the planned crystallisation of large loan loss
provisions to accelerate problem loan reduction and (2) the
uncertainty of raising an amount of equity of over 5x the bank's
market capitalisation to offset this loan loss provisions. On
October 4, 2017, Moody's placed CreVal's ratings under review,
reflecting the challenges of restoring the bank's capital and
profitability. On 7 November, CreVal's Board of Directors approved
a strategic plan spanning three years, i.e. 2018-20, which is
aimed at accelerating the improvement of the bank's asset risk and
profitability.

CreVal projects a strengthening of the ratio of problem loans to
equity and loan loss reserves to 75% next year, compared to 127%
at end-September 2017. The bank plans to halve the problem loan
ratio to 10.6% next year from 21% at end-September 2017, through
the securitisation of EUR2.1 billion of problem loans, of which
EUR1.6 billion with the senior tranche under a public guarantee
scheme. The projected increase of loan loss provisions to
strengthen coverage before the securitisation will reduce equity,
creating a need for immediate additional capital.

The success of the plan hinges on the share issue expected in Q1
2018, which will allow the planned problem loan reduction,
contributing to a profitability improvement. Moody's believes
however that raising EUR700 million, compared to the bank's market
capitalisation of around EUR140 million (10% of its tangible book
value) at November 16, 2017, carries material execution risk and
will imply a significant dilution of the bank's existing
shareholders. The share issue is pre-underwritten by Mediobanca,
but Moody's understand that this underwriting commitment is
subject to conditions in line with market practice for similar
transactions and to specific provisions, including the market
environment, investor feedback and the absence of events (such as
significant regulatory changes) which may preclude achievement of
plan targets. The bank's last share issue, in 2014, was supported
by a significant number of retail investors, but which will be
heavily diluted by the latest proposed share issue.

The rating agency considers that CreVal's projected profitability
improvement will be challenging. Since 2012, the bank incurred
cumulative losses of EUR1.2 billion. The strategic plan targets a
net profit of EUR150 million and an 8.2% return on tangible equity
in 2020. While a reduction in the cost of credit after the
transaction is likely (the bank targets 94 bps in 2018 from 271
bps for the first nine months of 2017), radically improving the
bank's cost-to-income ratio, currently 67% will be more difficult,
in Moody's opinion. CreVal projected 58% cost-to income ratio in
2020 incorporates a significant productivity increase by over 50%
in terms of both interest and fee income by branch and assets by
branch, driven by branch reductions, and an aggressive 23%
reduction of non-personnel expenses.

In downgrading the bank's BCA to caa1, Moody's has also taken into
consideration CreVal's satisfactory liquidity position,
underpinned by the bank's large retail funding base and adequate
cushion of liquid assets in the form of unencumbered ECB-eligible
assets.

-- RATIONALE FOR DOWNGRADING THE DEPOSIT AND MTN RATINGS

The one notch downgrade of Creval's long-term deposits to Ba3 and
senior MTN rating to (P)B2 reflects the downgrade of the bank's
BCA and adjusted BCA to caa1 from b2. The rating agency continues
to incorporate, via its Advanced Loss Given Failure (LGF)
analysis, three notches of uplift for the deposit rating and one
notch for senior unsecured MTN rating, and its revised view that
there is now a moderate likelihood of government support for
CreVal's deposits and senior unsecured debt, resulting in a one-
notch uplift to the long-term deposit and senior MTN ratings, from
low likelihood and no uplift previously. This view is driven by
the recent bailouts of three Italian banks (Banca Popolare di
Vicenza S.p.A., Veneto Banca S.p.A. and Banca Monte dei Paschi di
Siena S.p.A.). While Moody's remains doubtful that such bailouts
will become the norm, these actions suggest that the Italian
government would face fewer constraints to providing support to
CreVal, which is a similar size to the former Veneto Banca S.p.A.
Moody's thus believes that there is now a higher probability of
the government providing comparable support to CreVal if the bank
proves unable to carry out its share issue.

In this scenario, the Italian government's EUR20 billion fund to
support the banking system would still have capacity to provide
capital to CreVal, net of the EUR5.4 billion used for Banca Monte
dei Paschi di Siena S.p.A.'s precautionary recapitalisation and
the EUR4.8 billion for Banca Popolare di Vicenza S.p.A. and Veneto
Banca S.p.A.

-- RATIONALE FOR DOWNGRADING THE CR ASSESSMENT

As part of rating action, Moody's has also downgraded to Ba3(cr)
from Ba2(cr) the long-term CR Assessment of CreVal, four notches
above its adjusted BCA of caa1.

The downgrade of the CR Assessment follows the downgrade of the
BCA of CreVal to caa1 from b2. The CR Assessment is driven by the
standalone assessment of CreVal; by the considerable amount of
bail-in-able debt and junior deposits likely to shield operating
liabilities from losses, accounting for three notches of uplift
relative to the BCA; and by one notch of uplift from government
support.

-- MATERIAL EXECUTION RISK DRIVES THE DEVELOPING OUTLOOK

Moody's said that the developing outlook on CreVal's deposit
rating reflects opposing pressures.

If the share issue is successful, CreVal's risk profile will
improve; the stock of problem loans will significantly reduce,
capital ratios will increase, and profitability will rise. On the
other hand, failure to raise capital will likely lead to
supervisory intervention, with potential losses for at least
CreVal's subordinated bondholders, even in the event of government
support for more senior creditors.

FACTORS THAT COULD LEAD TO AN UPGRADE

Moody's could upgrade CreVal's BCA if the capital increase and
problem loan reduction are successful and the bank makes progress
towards its profitability targets.

As the bank's deposit and MTN ratings are linked to the standalone
BCA, any change to the BCA would likely also affect these ratings.

FACTORS THAT COULD LEAD TO A DOWNGRADE

Conversely, Moody's could downgrade CreVal's BCA if the bank's
plan to attract new equity fails.

As the bank's deposit and senior MTN ratings are linked to the
standalone BCA, any change to the BCA would likely also affect
these ratings.

Moody's could also downgrade CreVal's ratings if a reduction in
the volume of senior debt outstanding is not offset by new
issuance of senior and/or subordinated debt to a degree that
preserves current loss-given-failure for these instruments.

LIST OF AFFECTED RATINGS

Issuer: Credito Valtellinese S.p.A.

Downgrades:

-- Long-term Counterparty Risk Assessment, downgraded to Ba3(cr)
    from Ba2(cr)

-- Long-term Bank Deposits, downgraded to Ba3 Developing from
    Ba2 Rating Under Review

-- Senior Unsecured Medium-Term Note Program, downgraded to
   (P)B2 from (P)B1

-- Subordinate Medium-Term Note Program, downgraded to (P)Caa2
    from (P)B3

-- Adjusted Baseline Credit Assessment, downgraded to caa1 from
    b2

-- Baseline Credit Assessment, downgraded to caa1 from b2

Affirmations:

-- Short-term Counterparty Risk Assessment, affirmed NP(cr)

-- Short-term Bank Deposits, affirmed NP

-- Other Short Term, affirmed (P)NP

Outlook Action:

-- Outlook changed to Developing from Rating Under Review

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
published in September 2017.


UNIPOL BANCA: Moody's Hikes Long-Term Deposit Rating to Ba1
-----------------------------------------------------------
Moody's Investors Service upgraded the long-term deposit rating of
Unipol Banca S.p.A. to Ba1 from Ba2, the standalone baseline
credit assessment (BCA) to b2 from caa1, the adjusted BCA to b1
from b2, the long-term CR Assessment to Ba1(cr) from Ba2(cr) and
confirmed the senior unsecured rating at Ba3. The outlook on the
long-term ratings has been changed to negative from Rating Under
Review.

The rating action concludes the review for upgrade initiated on
July 7, 2017 and primarily reflects the bank's write-down and sale
of bad assets and capital increase.

RATINGS RATIONALE

-- BCA UPGRADE REFLECTS REDUCING PROBLEM LOANS

Moody's upgraded Unipol Banca's BCA by two notches to b2,
reflecting the agency's opinion that the bank's asset risk profile
will be significantly strengthened. By early 2018, the problem
loan ratio will decline to around 10% from a very high 36% at end-
2016.

Moody's considers that Unipol Banca's credit profile has been
considerably strengthened thanks to a reduction in its asset risk.
Over the first six months of 2017, the bank increased provisions
by EUR1.6 billion and bad loan coverage to 80%. The bank's parent
(Unipol Gruppo S.p.A., (UG) senior unsecured rating of Ba2
negative) guaranteed some of its bad loans and provided EUR670
million to terminate existing credit risk mitigation arrangements.
The EUR712 million loss incurred by Unipol Banca was broadly
equivalent to the bank's entire capital base, requiring an EUR900
million equity increase from the group. This restored the bank's
CET1 ratio to a healthy 15.2%, compared to 9% at end-2016.

Unipol Banca will now transfer EUR3 billion of bad loans to a new
entity within the Unipol group by early 2018, reducing its problem
loan ratio to 10% from 36% in December 2016. The remaining problem
loans are mostly in the "unlikely to pay" category, with an
expected coverage ratio of 39%. The transfer will reduce the CET1
ratio to around 10.7%, which Moody's considers as satisfactory
relative to the reduced asset risk profile.

The revised BCA of b2 also takes into account Unipol Banca's weak
profitability and strategic uncertainty, mitigated by adequate
liquidity.

While the balance sheet will be significantly healthier, Moody's
expects the bank's profitability to remain weak in 2018, leaving
it vulnerable to negative developments. The bank is characterised
by poor efficiency (as indicated by its 90% cost-to-income ratio
in the first half of 2017). Moody's expects further loan loss
provisions given the likely migration of loans from the "unlikely
to pay" to the "bad" category, albeit lower than previous years.
Since 2011, the bank has incurred cumulative losses of about
EUR1.3 billion, mostly driven by high loan loss provisions.

Having divested the bulk of the bank's bad loans, the group has
said that it will pursue all possible strategic options that may
arise within the process of consolidation of the Italian banking
system. In Moody's view, this additional uncertainty may undermine
the bank's already narrow franchise and further hamper its
existing weak profitability.

Moody's expects the bank's liquidity profile to remain adequate,
with its use of market funds (19% of tangible banking assets)
covered by liquid assets.

-- RATIONALE FOR THE ADJUSTED BCA

Moody's lowered its assessment of the probability of support from
UG to moderate from high, resulting in one notch of uplift and an
adjusted BCA of b1, from two notches and b2 previously. This
assessment reflects the risk of a more limited commitment of the
group to the bank given the uncertainties in the group's strategy
related to its banking operations.

-- CONFIRMATION OF SENIOR RATING DRIVEN BY REDUCING STOCK OF
BAIL-IN-ABLE DEBT

Moody's said that the confirmation of Unipol Banca's senior
unsecured rating reflects the bank's reduced stock of bail-in-able
debt, which results in higher loss-given-failure for this
instrument.

In line with a trend common to many Italian banks, Unipol Banca
has typically not rolled over retail bonds maturing in recent
years. The proceeds from these retail bonds have generally been
reinvested by clients in wealth management products and/or
recycled into retail deposits. This trend does not have a material
impact on the bank's overall funding or standalone
creditworthiness, but a lower stock of senior unsecured bonds
increases their own loss-given-failure in a resolution. Moody's
said that, using most recent data, its LGF analysis indicates that
Unipol Banca's senior debt is likely to face low loss-given-
failure, from very low loss-given-failure previously; this
provides one notch of uplift from the b1 adjusted BCA, from two
notches previously.

-- NEGATIVE OUTLOOK IN LINE WITH THE GROUP

The outlook on Unipol Banca's long-term ratings is negative, in
line with that on UG's ratings.

FACTORS THAT COULD LEAD TO AN UPGRADE

An upgrade is unlikely in the short term given the negative
outlook, but Moody's could ultimately upgrade Unipol Banca's
ratings if the bank achieves a sustained improvement in
profitability while resolving the current strategic uncertainty.

FACTORS THAT COULD LEAD TO A DOWNGRADE

Conversely, Moody's could downgrade the ratings if (1) continuing
losses erode the CET1 ratio below 9%; (2) UG is downgraded; (3)
Moody's considers that the likelihood of support from UG has
fallen further; or (4) a continued reduction in the stock of
senior debt increases the loss given failure for this instrument.

LIST OF AFFECTED RATINGS

Issuer: Unipol Banca S.p.A.

Upgrades:

-- Long-term Counterparty Risk Assessment, upgraded to Ba1(cr)
    from Ba2(cr)

-- Long-term Bank Deposits, upgraded to Ba1 Negative from Ba2
    Rating Under Review

-- Adjusted Baseline Credit Assessment, upgraded to b1 from b2

-- Baseline Credit Assessment, upgraded to b2 from caa1

Confirmations:

-- Short-term Counterparty Risk Assessment, confirmed at NP(cr)

-- Senior Unsecured Regular Bond/Debenture, confirmed at Ba3,
    outlook changed to Negative from Rating Under Review

-- Short-term Bank Deposits, confirmed at NP

Outlook Action:

-- Outlook changed to Negative from Rating Under Review

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
published in September 2017.



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


MOBILUX 2: Fitch Affirms 'B' IDR, Outlook Stable
------------------------------------------------
Fitch has affirmed French furniture, electrical and decoration
retailer Mobilux 2 SAS's (BUT) IDR at 'B'. The Outlook remains
Stable. Fitch has also affirmed Mobilux Finance SAS's EUR380
million senior secured notes rating at 'B+'/ 'RR3' (54%).

BUT's IDR is supported by a strong business profile compared to
'B' rated peers in non-food retailing. The company benefits from a
sustainable business model supported by its leading position in
the French market, moderate execution risk in strategy and strong
cash-flow generation capacity. This compensates for its lack of
geographic diversification and weak financial structure. The high
leverage results from BUT's buyout in November 2016 and operating
underperformance in the financial year ended 30 June 2017 (FY17).

The Stable Outlook reflects Fitch's expectation that the group
will deleverage towards levels consistent with an acceptable
refinancing risk for a 'B' rating. Together with healthy free cash
flow (FCF) generation capacity, Fitch assume a conservative
financial policy. A more aggressive stance towards M&A or
dividends leading to reduced financial flexibility could put
downward pressure on the rating.

KEY RATING DRIVERS

Recovering Demand, Strong Competition: The French furniture market
is recovering, following a rather depressed performance in the
year ended June 2017. This trend should be sustainable as
underpinned by positive factors such as increasing consumer
confidence and a recovery in the construction sector.

However, Fitch forecasts conservative like-for-like sales growth
for BUT over the next four years, at a maximum of 1.5% per annum.
The group has to face both the fast development of pure online
players and aggressive growth strategies from its most direct
competitors Ikea and Conforama, enabled by a greater spending
power. For example, Conforama recently took a 17% share in
Showroom Priv? (online discounter) and announced the development
of three new store formats.

FY17 Underperformance: In FY17 BUT's EBITDA underperformed Fitch's
forecasts, with margin estimated at 5.8% versus the 6.5% expected.
Fitch considers this as a one-off, as margins were affected by
higher advertising expenses and the cost of BUT's new distribution
platform established in June 2016 not yet fully offset by higher
gross margin.

The high advertising expenses followed weak summer sales impacted
by the Nice terrorist attacks and hot weather. They should
decrease in FY18 as the market recovers. The cost of BUT's new
distribution centre, set up to develop online sales and improve
product availability should be progressively absorbed by growing
sales.

Profitability to Recover: Fitch forecasts BUT's EBITDA margin will
return towards 6.5% by FY20, mainly driven by gross margin
improvement deriving from sourcing synergies with owner XXXLutz
(EUR6 million secured as of June 2017, to increase thereafter).
Other supporting factors include moderate like-for-like sales
growth and growing operating leverage on BUT's new distribution
centre.

Solid FCF Generation Capacity: Fitch expects BUT to generate
average annual free cash flow (FCF) of 3% pa over FY18-FY20, which
compares well with 'B' non-food retailers. Aside from slowly
growing EBITDA and the absence of dividend payments, Fitch assumes
the sustainability of BUT's working-capital past optimisation,
which should lead to consistent inflows over FY18-FY21. It could
be further enhanced by the purchasing agreement with XXXLutz.

Fitch believes the FY17 outflow, which was the main driver behind
BUT's negative FCF in FY17, is a one-off as it mainly resulted
from delayed summer regulated sales, which started only two days
before BUT's financial year-end.

Stable Financial Flexibility: Fitch forecasts BUT's FFO fixed
charge cover to remain stable at 1.6x (FY17: estimated at 1.5x)
over FY18-FY21. This level remains weak compared to 'B' rated
peers and reflects BUT's asset-light business model and increased
share of directly owned stores following the acquisition of the
previously franchised Yvrai stores on 1 September 2016. However,
in Fitch view this is counterbalanced by the group's adequate
liquidity buffer, supported by a cash-generative profile along
with an expected moderate appetite for acquisitions.

Acceptable Refinancing Risk: The November 2016 buyout and the FY17
operating underperformance drove leverage metrics above Fitch's
expectations, with both gross and net FFO adjusted leverage ratios
estimated at 6.6x at FYE17. Fitch expects FFO adjusted leverage to
fall only slowly (6.0x by FY21) but deleveraging should be quicker
net of cash, due to consistently positive FCF.

Net leverage at 5.0x by FY21 constitutes a manageable refinancing
risk assuming a conservative financial policy. The natural exit of
the current LBO is XXXLutz's full buyout of BUT, therefore the
likelihood of an aggressive policy that could prevent deleveraging
is low.

DERIVATION SUMMARY

BUT's strong business profile balances a weak financial profile
relative to rated non-food retail peers in the 'B' category. The
group has small scale and limited geographic diversification, but
enjoys healthy sales and profitability growth prospects and a
demonstrated track record of gaining market share. Its financial
leverage and FFO fixed charge cover are more comparable with 'B-'
peers, although comfortable liquidity underpins financial
flexibility at the 'B' rating level.

KEY ASSUMPTIONS

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

- revenues of 3% to 3.5% annual growth, driven by moderate lfl
   growth and moderate network expansion;
- EBITDA margin recovering to 6.5% in FY20 (FY17: estimated at
   5.8%), driven by gross margin improvement and to a lesser
   extent positive operating leverage;
- large working-capital inflow in FY18 following one-off outflow
   in FY17, moderate inflows thereafter;
- average annual capex at 2% per annum over FY18-FY20 (FY17:
   estimated at 2%);
- no dividend payments over FY18-FY20;
- average annual FCF of 3% over FY18-FY20, driven by increase in
   profitability, working-capital inflows and moderate capex
   needs;
- M&A activity limited to small bolt-on acquisitions.

RATING SENSITIVITIES

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

- Further improvement in scale and diversification leading to
   EBITDA margin above 8% and FCF margin above 4% on a sustainable
   basis
- FFO fixed charge cover sustainable above 2.0x
- FFO-adjusted gross leverage below 4.5x (net: 4.0x) on a
   sustained basis

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

- A significant deterioration in revenues and profitability
   reflecting for example an increasingly competitive operating
   environment or a too ambitious, ill-executed expansion plan
- FFO fixed charge cover below 1.5x on a sustained basis
- Adjusted FFO gross leverage above 6.5x (net: above 6.0x) on a
   sustained basis
- Average three-year FCF below 2% of sales

LIQUIDITY

Comfortable Liquidity: Fitch expects liquidity to remain adequate
over the next four years. Fitch estimates readily available cash
on balance sheet (total cash excluding estimated cash necessary to
fund intra-year working-capital needs and restricted cash related
to consumer financing) to be at its lowest at EUR12 million at
end-FY17.

This low level results from the buyout transaction, the
acquisition of 18 Yvrai franchised stores, and a one-off high
working capital outflow resulting from the time shift in summer
regulated sales. From FY18 liquidity should be supported by
consistent positive FCF and the EUR100 million revolving credit
facility (undrawn at FYE17). Furthermore, BUT's liquidity is
supported by the bullet maturity profile of its core debt.



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


CONSTELLIUM NV: Moody's Affirms B3 CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service has affirmed the B3 Corporate family
rating (CFR) and B3-PD Probability of Default Rating (PDR) of
Netherland-based aluminum products manufacturer Constellium N.V.
(Constellium). Concurrently, Moody's has upgraded all the
outstanding senior unsecured notes to B3 from Caa1, and has
assigned a definitive B3 rating to the new EUR823 million
equivalent senior unsecured notes due 2026 (the 'new unsecured
notes') split into a 5.875% US$ 500 million tranche and into a
4.25% EUR400 million tranche. Moody's has also affirmed the B2
rating on the senior secured notes due 2021. The outlook on all
ratings is stable.

This rating action follows the closing of the refinancing
transaction broadly in line with Moody's expectations. The company
has used EUR268 million of new equity and EUR837 million
equivalent of new unsecured notes to call its outstanding US$ 425
million 7.875% Senior Secured Notes due 2021, its EUR240 million
7% Senior Notes due 2023 and its US$ 400 million 8% Senior Notes
due 2023, plus breakage premium and accrued interests. Upon full
repayment of these notes, expected at the end of November 2017,
their ratings will be withdrawn.

The cash including make whole and accrued interest to the
repayment date is already placed with the trustee in an escrow
account so Moody's understands that the tendered notes have
already been discharged in full and as a result in particular the
covenants and security of the secured notes no longer apply as of
the November 9, 2017, which was the cash settlement date for all
the tendered notes. As of that date the capital structure of
Constellium has become almost entirely composed of senior
unsecured debt.

"The upgrade to B3 from Caa1 of the ratings of the senior
unsecured notes reflects the final debt structure following the
completion of the refinancing transaction in line with Moody's
expectations. Following the discharge of the secured notes
outstanding, almost all the company's debt instruments now rank
pari-passu on a senior unsecured basis. The only residual secured
debt instruments are the revolving and ABL facilities, whose drawn
amount is projected to be modest. The limited amount of more
senior ranking secured debt leads to the equalization of the
ratings of the senior unsecured notes with the B3 CFR, according
to Moody's Loss Given Default methodology" says Gianmarco
Migliavacca, a Vice President-Senior Credit Officer at Moody's and
lead analyst for Constellium.

RATINGS RATIONALE

The affirmation of Constellium's B3 CFR reflects Constellium's (1)
diversified product mix and strong market share in high value
added aluminium rolled and extruded products; (2) large
operational footprint with 22 production facilities mainly located
in North America and Europe; (3) good volume visibility in the
near to medium-term owing to multi-year contracts; (4) stable
albeit modest profitability and cash flow of its can sheet and
rigid packaging parts, which represented nearly 50% of the
company's 2016 revenues; and (5) adequate liquidity profile,
supported by c. EUR363 million of cash on balance sheet pro-forma
for the transaction plus c. EUR250 million of undrawn committed
facilities at the end of September 2017.

The rating is however constrained by Constellium's (1) highly
leveraged capital structure, with an adjusted gross debt/EBITDA
projected at the end of 2017 and pro-forma for the transaction at
c. 7.4x, lower than the 8.9x at the end of 2016, but still high;
and (2) negative free cash flow (FCF) generation for the rest of
2017 and in 2018 due to high capital expenditures (capex) expected
over this period. The rating also reflects Constellium's exposure
to cyclical end markets such as automotive, its high capex
requirements to finalise the body in white multi-year programme
and two automotive structures' greenfield plants in North America,
as well as a relatively modest operating profitability, with a
consolidated adjusted EBIT margin of 5.5% at the end of June 2017.

These negatives are partially offset by the progress made by the
company in the last nine months to strengthen its liquidity
position, reduce negative FCF and deleverage. Moody's estimates
that the cash burn will be between EUR55 and 60 million in 2017,
versus negative FCF of c. EUR400m in 2016, due to higher volume-
driven EBITDA, lower capex and working capital requirements
compared to last year. Pro-forma for the transaction, FCF should
become positive only in 2019 at c. EUR40 million, driven by higher
EBITDA and lower interest expenses. Adjusted gross leverage should
also fall to slightly below 6.5x by end of 2019, from 7.4x
expected for 2017. Such improvement will be mainly driven by
projected EBITDA growth in 2018 and 2019, consistently with
management public commitment to increase EBITDA at high single
digit rate year-on-year over the next two years.

Liquidity needs should progressively moderate as Moody's expects
Constellium's FCF to become slightly positive in 2019. The absence
of meaningful debt maturities until 2021 and the headroom under
the committed factoring and ABL facilities should provide further
cushion to absorb fluctuations in working capital associated with
the ramp-up of new production lines and with the seasonality of
the packaging business. The recently committed EUR100 million
French inventory facility due 2019 and US$300 million US ABL
facility due 2022 with a US$200m committed accordion feature, both
signed in Q2 2017, provide further comfort to Moody's adequate
liquidity assessment for Constellium.

OUTLOOK

The stable outlook reflects Moody's expectation that the liquidity
position of the company will remain adequate, the pace of cash
burn will be progressively decelerating and a gradual deleveraging
will be taking place towards a level more commensurate for the B3
rating at around 6.5x by 2019. The outlook also assumes a stable
operating environment in the company's main end user markets and a
smooth ramp-up process for the new capacity due to come on-stream
in the next couple of years.

WHAT COULD CHANGE THE RATING UP

Positive rating pressure could be considered if credit metrics
improve on a sustained basis, particularly with reference to (1)
cash flow from operation (CFO)/Debt recovering towards 15%; (2)
the company's EBIT margin exceeding 5%; and (3) Moody's-adjusted
gross leverage trending to 6.0x or lower. An upgrade would also
require liquidity to remain at least adequate.

WHAT COULD CHANGE THE RATING DOWN

The ratings would come under downward pressure if (1) CFO/Debt
falls below 5% on a sustainable basis and FCF remains
significantly negative beyond 2018; (2) EBIT to interest falls
below 1.0x; (3) Moody's-adjusted gross leverage remains
sustainably above 8.0x; and (4) the company's liquidity
deteriorates.

The principal methodology used in these ratings was Steel Industry
published in September 2017.

Headquartered in the Netherlands, Constellium is a global leader
in the design and manufacturing of innovative and high value-added
aluminum products for a broad range of applications dedicated
primarily to aerospace, automotive and packaging markets. At the
end of 2016, Constellium reported revenues of EUR4.74 billion and
a company adjusted EBITDA of EUR377 million. Constellium operates
22 manufacturing sites in Europe, North America and China.

Since May 2013, Constellium is listed on the New York Stock
Exchange and NYSE Euronext market. Its shareholding is divided
between Banque Publique d'Invetissement (BPI, 13%), the management
(2.0%) and free float (85%).



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


ALMA MARKET: Declared Bankrupt, PLN94MM Asset Sale Approved
-----------------------------------------------------------
bankier.pl reports that the District Court in Krakow issued a
decision to declare bankruptcy of Alma Market and to approve the
terms of sale of the organized part of the debtor company for
PLN94 million net.

The report notes that in mid-July, Alma Market filed an
application with the Krakow District Court for approval of the
sale of the organized part of the company to Immomok for PLN94
million net. Immomok is a company controlled by the head of Polish
structures E.Leclerk - Jean-Philippe Magre.

bankier.pl adds that Tomasz Zarnecki tried to save the company
earlier, which also includes his own portfolio, E.Lecrerc shop.
Zarnecki took part in the rescue operation, and then tried to
lease some of Alma's property. This plan however did not work,
according to the report. The court in turn found that the sanction
procedure did not make sense and discarded them, thus opening the
way to bankruptcy, the report cites. The request for it appeared
in mid-February 2017.

Alma Market Spolka Akcyjna, together with its subsidiaries,
engages in the retail of fast moving consumer goods in Poland.



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


PYME BANCAJA 5: Fitch Withdraws D Rating on Class D Notes
---------------------------------------------------------
Fitch Ratings has downgraded PYME Bancaja 5's class D notes and
withdrawn the rating, as follows:

Class D (ES0372259053): downgraded to 'Dsf' from 'Csf' and
withdrawn

PYME Bancaja 5, FTA was a static cash flow SME CLO originated by
Caja de Ahorros de Valencia, Castellon y Alicante (Bancaja), now
part of Bankia S.A. (BBB-/Stable/F3). The note proceeds were used
to purchase a EUR1.15 billion portfolio of secured and unsecured
loans granted to Spanish small and medium enterprises.

KEY RATING DRIVERS

The EUR17.3 million remaining principal outstanding on the class D
notes has been written off. Fitch has therefore downgraded the
notes to 'Dsf' and withdrawn the ratings in accordance with its
policies and procedures.

RATING SENSITIVITIES
Not applicable.



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


GLOBAL LIMAN: Moody's Revises Outlook to Neg. & Affirms B1 CFR
--------------------------------------------------------------
Moody's Investors Service has affirmed the B1 corporate family
rating and B1-PD probability of default rating of Turkey-based
cruise and container port operator, Global Liman Isletmeleri A.S.
(GPH). Moody's also affirmed the B1 rating of the company's USD250
million guaranteed senior unsecured bond due 2021. Concurrently,
Moody's changed the outlook on the ratings to negative from
stable.

RATINGS RATIONALE

The change in outlook to negative from stable reflects the fact
that GPH's financial metrics are below the levels commensurate
with the current rating, and the risk that they may not
sufficiently strengthen to reach the thresholds required for the
B1 rating over the next 12-18 months.

Moody's has relaxed the guidance required to support the current
B1 ratings, so that GPH would need to exhibit, on a sustainable
basis, funds from operations (FFO)/debt at least in the low teens
in percentage terms and (2) FFO interest cover of at least 2.5x.
This relaxed guidance reflects GPH's improved risk profile
resulting from the greater diversification arising from an
increased presence in the cruise port market and number of ports
managed, together with an expectation of greater transparency and
improved governance following the 2017 London listing of GPH's
parent company, Global Ports Holding PLC (GPH PLC).

GPH restated its historical financial statements at the time that
GPH PLC was listed. As a result of the restatement of operating
cash flows before changes in operating assets and liabilities,
Moody's calculated FFO is lower than previously reported. As of YE
2016, GPH reported an FFO/debt ratio of 9.8% and FFO interest
cover of 2.3x. The calculation of 2016 credit metrics reflects
GPH's audited and restated consolidated financial statements, as
included in the prospectus published in the context of the 2017
public listing of GPH PLC. Moody's expects key credit metrics for
YE 2017 to be broadly in line with YE 2016 levels.

GPH generated consolidated revenues of USD87.9 million for the
nine months ending September 2017 (-2.6% vs. the corresponding
period in 2016), through the management of its ten consolidated
port assets. Cargo activities accounted for approximately 56% of
consolidated revenues for the nine months to September 2017, with
the remaining 44% represented by its cruise ports. While the
company is increasingly diversified, some of the company's core
operations are characterised by challenges which continue to weigh
on GPH's financial profile, thus dampening the prospects of a
significant short-term strengthening of key credit metrics.

GPH's commercial operations, mainly concentrated at the Turkish
port of Akdeniz-Antalya, continue to be characterised by limited
diversification, given the strong bias towards exports of marble
(mainly to China) and cement (to Northern Africa and Middle East),
and vulnerability to changing economic and political conditions,
given the profile of the served countries and the absence of long-
term take or pay agreements.

Container and general and bulk cargo volumes at Akdeniz-Antalya
increased in the first nine months of 2017 (+12.9% and 3.7%,
respectively, vs. 2016), mainly as a result of the pick-up in
cement exports and the conclusion of the investigation into marble
imports by Chinese authorities, which had a significant
detrimental impact on container volumes in Q2-Q3 2016. However,
the positive evolution of handled volumes was partially offset by
a relatively material decrease in yields (-2.4% for containers and
-10.3% for general and bulk cargo vs. Q3 2016 ), leading to a
still positive, albeit more moderate, increase in consolidated
commercial revenues (to USD49.7 million, +3.6% as of September
2017). Moody's expects a limited increase in commercial yields in
2018.

In the cruise segment, GPH reported consolidated revenues of
USD38.3 million for the first nine months of 2017, a sizeable 9.7%
contraction vs. 2016. This was mainly due to the continued decline
in cruise passenger volumes at the Ege port. In the nine months to
September 2017, cruise passengers at the port contracted by 51.7%
vs. the corresponding period in 2016, as cruise lines reacted to
political instability and terrorism risks in Turkey. Whilst
Moody's expects passenger volumes at Ege to bottom out, a material
increase is not envisaged in the near term. As such, the lower
share of high yield Turkish cruise port activities is expected to
be only partially offset by the continued good performance of
GPH's Mediterranean cruise ports (in particular, Barcelona and
Valletta).

In addition to the operating challenges discussed above, the risk
to GPH's financial profile is further exacerbated by the group's
highly acquisitive strategy, given the sizeable pipeline of cruise
port acquisition opportunities under evaluation. Whilst such
acquisitions would increase the group's size and diversification,
M&A activity must be funded and may also bring operational and
integration challenges. Nevertheless, Moody's notes that
acquisition activity will likely be mainly undertaken at the level
of GPH PLC, with the required equity contributions for such
activity funded by the proceeds from its public listing.

The negative outlook associated with the rating also reflects
GPH's continued focus on attractive shareholder remuneration
policies. Over the period 2016-17, GPH paid out dividends
totalling more than USD65 million, which compares with a Moody's
calculated FFO of cumulatively USD63 million for the same period,
partially returning to shareholders the capital increase finalised
in 2016, following the acquisition of a stake in GPH by the
European Bank for Reconstruction and Development.

More generally, GPH's B1 rating continues to reflect: 1) the
positive cash flow generation associated with the company's
increasingly diversified cruise and cargo activities and
associated limited operating covenants; 2) the pricing flexibility
of the majority of its managed ports; and 3) the limited capital
expenditure requirements associated with the existing ports
portfolio. These considerations are partially offset by 1) GPH's
small scale compared to other rated port operators; 2) the
concentration of commercial activities at the port of Akdeniz-
Antalya, characterised by a relatively short remaining concession
life (maturity 2028); 3) the limited long-term visibility in
respect of revenue evolution; 4) a leveraged financial profile;
and 5) some concentration of debt maturities in light of the
company's USD250 million bond maturity in 2021.

A corporate family rating (CFR) is an opinion on the expected loss
associated with the debt obligations of a group of companies
assuming that it had one single class of debt and was a single
legal entity. The B1/LGD4 rating of GPH's USD250 million senior
unsecured bond is in line with the CFR, reflecting the fact that
the majority of GPH's group debt is pari passu senior unsecured
debt at the GPH level, while secured debt at Unrestricted
Subsidiaries is non-recourse to GPH.

WHAT COULD CHANGE THE RATING UP/DOWN

A rating upgrade could result from GPH's credit metrics improving
to a level consistently above the range for the current rating,
namely an FFO/debt ratio above the high teens in percentage terms
and FFO interest cover well in excess of 3.0x, coupled with a
period of settled and stable operations evidencing a solid
operating performance and generation of positive free cash flow.
However, in light of the negative outlook, upward rating pressure
is considered unlikely in the near term.

Conversely, negative rating pressure would develop if GPH's credit
metrics were to remain below the range for the current rating
level, namely FFO/debt below the low teens in percentage terms and
FFO interest cover below 2.5x. Furthermore, downward rating
pressure could result from major acquisition activity that
resulted in a negative change in the company's risk profile, a
deterioration of the company's liquidity position and/or outsized
dividend distributions.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Privately
Managed Port Companies published in September 2016.

Global Liman Isletmeleri A.S. is a cruise and container port
operator based in Turkey. The company operates two cruise and
ferry ports (Bodrum, Ege) located on Turkey's Aegean coast and one
mixed cruise and commercial port (Akdeniz) located on Turkey's
Mediterranean coast. In addition, GPH holds controlling stakes in
the commercial port of Bar (Montenegro, 64% stake), as well as in
the cruise ports of Barcelona (Spain, 62% stake), Valletta (Malta,
56% stake) and, indirectly, in the cruise port of Malaga (80%
stake held through the Barcelona port). In addition, GPH has
controlling stakes in three smaller ports in Italy (Cagliari,
Catania and Ravenna). The group also holds non-controlling stakes
in the cruise ports of Lisbon (Portugal), Singapore and Venice
(Italy). GPH is fully owned by the holding company Global Ports
Holding PLC, listed on the London Stock Exchange (34.37% free
float, 5.03% EBRD and 60.6% Global Investment Holding).


TURKEY: Credit Profile Reflects Resilient Growth, Moody's Says
--------------------------------------------------------------
Turkey's (Ba1, negative) credit profile reflects its large and
flexible middle-income economy, resilient growth and favourable
demographics, Moody's Investors Service said in an annual report.
The country's key credit challenges include political risk and
high external vulnerability.

The Moody's report is captioned "Government of Turkey -- Ba1
negative, Annual credit analysis".

"Although Turkey's public finances have deteriorated marginally
over the past year due to fiscal stimulus and the weaker lira, the
country's resilient economic growth and manageable government debt
metrics continue to provide key credit anchors," said Kristin
Lindow, a Moody's Senior Vice President and co-author of the
report.

Public finances are a source of strength for Turkey's sovereign
creditworthiness. That said, fiscal outcomes will likely be
challenged in an environment of rising global interest rates,
already wider spreads and larger borrowing needs.

Although Turkey's stock of debt remains moderate at less than 30%
of GDP, bigger fiscal deficits and associated borrowing have put
the debt-to-GDP ratio on an upward path after more than a decade
of steady decline.

Under Moody's central scenario, the general government debt-to-GDP
ratio is expected to stay below 30% in 2018. High nominal GDP
growth -- fed by rapid inflation -- will largely offset heavy
borrowing to finance wider budget deficits.

Turkey has a high susceptibility to event risk mainly driven by
domestic political risks and the country's large external
financing needs due to wide current account deficits and sizeable
external or foreign currency refinancing requirements.

Balance-of-payments pressures constrain any upgrade in Turkey's
sovereign rating, as long as external imbalances and annual
refinancing requirements remain large. However, upward rating
pressure could follow structural reductions in these
vulnerabilities or improvements in Turkey's institutional
environment or competitiveness.

Reduced political risk -- while credit positive -- would not
result in rating upgrades without sustainable improvement in
external vulnerability, although it could lead to a stabilization
of the rating outlook.

Turkey's sovereign rating could be downgraded if the probability
of a balance-of-payments crisis were to rise. Such an event would
likely be associated with some combination of a rapidly weakening
exchange rate and a sharp reduction in foreign exchange reserves
driven by shortfalls in funding the country's wide external
deficit.

Sustained lower growth and a related worsening in the government's
fiscal strength could also lead to a downgrade, as could a further
erosion of institutional strength.

The coherence of Turkey's macro policy framework and the
maintenance of fiscal and external stability will remain important
drivers of sovereign creditworthiness.



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


UKRAINE: Insolvent Banks' Refinancing Loan Debts Shrinking
----------------------------------------------------------
UNIAN reports that Ukrainian insolvent banks' refinancing loan
debts owed to the National Bank of Ukraine (NBU) shrank by
UAH1.377 billion, or US$52 million, in the ten months of 2017,
according to the NBU website.



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


FOUR SEASONS: H/2 Capital Wants Forbearance Agreement Executed
--------------------------------------------------------------
H/2 Capital Partners on Nov. 21 disclosed that it has not received
any formal response, written or verbal, from Four Seasons Health
Care regarding the detailed Low Leverage Stakeholder Plan that H/2
put forward on November 7, 2017.  The Low Leverage Stakeholder
Plan proposed major improvements to the Group's restructuring
proposal announced on October 17, 2017.  The Low Leverage
Stakeholder Plan reflected a carefully considered and integrated
proposal that H/2 believed best served the interests of the Group,
its residents, their families, the Group's employees and other
important government and private stakeholders.

Based on subsequent press reports and discussions between advisers
to H/2 and the Group, H/2 and its advisers believe that the Low
Leverage Stakeholder Plan has been rejected.  H/2's Low Leverage
Stakeholder Plan represented a carefully balanced combination of
key elements, such as a large new infusion of equity and a
substantial debt-for-equity swap, in an integrated proposal for
the whole Group.  Like Four Seasons' own proposal of October 17,
H/2's plan explicitly included all of the Group's homes as an
essential component.  While H/2 has not received an alternative
proposal from the Group, it stands ready to work together with the
Group in a collaborative attempt to formulate alternative
consensual solutions.

Four Seasons has publicly stated that it no longer has adequate
financial resources to be able to meet its interest payments on 15
December.  To ensure continuity of care for residents and the
stability of the Group's operations, H/2 voluntarily proposed a
deferral of those interest payments, providing the Group with a
written deferral agreement two weeks ago.  H/2 urges the Group to
finalize the interest deferral to ensure its own stability and to
provide sufficient time to formulate new alternatives for its
orderly restructuring.

H/2 is committed to working alongside the Group to evaluate any
constructive alternatives that ensure continuity of care for its
17,000 residents, treat creditors and other stakeholders fairly,
and provide stability of operations and peace of mind for its
25,000 staff.

Definitions

In this announcement, references to the "Group," "Four Seasons
Health Care" or "Four Seasons" include FSHC Group Holdings Limited
and its subsidiaries, including brighterkind (PC) Limited and the
Notes Issuers.  The "Notes Issuers" are Elli Investments Limited
and Elli Finance (UK) plc.

                   About H/2 Capital Partners

H/2 Capital Partners is an institutional investment manager that
has completed over $40 billion of investments since its inception,
including approximately $3.8 billion in healthcare.  H/2 invests
on behalf of leading institutional investors, including pension
funds, sovereign funds, insurance companies, foundations, and
other institutions globally.  H/2 has a track record of working
constructively with both private and publicly-listed companies in
the U.K. and elsewhere to create financial stability and encourage
long-term success for those businesses.

                 About Four Seasons Health Care

With over 350 care homes, Four Seasons Health Care provides
residential care throughout UK.


IWH UK FINCO: Fitch Assigns 'B(EXP)' IDR, Outlook Stable
--------------------------------------------------------
Fitch Ratings has assigned IWH UK Finco Ltd. an expected Issuer
Default Rating (IDR) of 'B(EXP)'. The Outlook is Stable. Fitch has
also assigned an expected senior secured rating of 'B+(EXP)'/RR3
to the term loan issued by IWH UK Midco Ltd, a subsidiary of IWH
UK Finco Ltd.

IWH UK Finco Ltd. will indirectly control the assets comprising a
portfolio of women's health products (referred to as Theramex)
following the assets' carve-out from Teva Pharmaceutical
Industries (Teva).

The expected IDR of 'B(EXP)' reflects a mid-cap nature of Theramex
with a relatively narrow product portfolio and concentration in a
few European markets, albeit with a fairly diversified product
portfolio on the individual country level. Fitch view Theramex as
a stable performer with mature cash generative brands; two
proprietary products are projected to contribute incremental
growth supporting the assigned IDR of 'B'(EXP).

Leverage of around 6.0x on an FFO adjusted basis is comfortably
placed for the IDR level relative to Fitch-rated peers. Lack of
meaningful scale, exposure to underlying competition and limited
diversification by product or geography will likely constrain the
IDR to the 'B' rating category in the long term. This is mitigated
by solid cash conversion given the asset-light business model.

The assignment of the final ratings is contingent on completion of
the carve-out on the terms as presented to Fitch, including the
supply and transitional service agreements signed between Theramex
(or any of its related entities) and Teva to support the carve-
out, as well as receipt of final financing documents being
materially in line with the draft indicative terms presented to
Fitch in October 2017.

KEY RATING DRIVERS

Mature Profitable Product Portfolio
Theramex benefits from a portfolio of mature and profitable brands
generated by an established prescriber and customer base, and
facilitated by a dedicated sales force. Fitch estimate the mature
product portfolio with osteoporosis, menopause and contraception
solutions will contribute 80%-90% to Theramex's business. The
stability of core products' earnings is evident in overall steady
gross margins and EBITDA, despite volume and price volatility of
individual brands.

Growth Products Key for the Rating
Proprietary new generation drugs complement the product base, with
patent-protected income streams projected to contribute the
remaining 10%-20% to Theramex's sales. Fitch consider the
contribution from growth products to be material to substantiate
the assigned IDR of 'B(EXP)'. Delays in rolling out the new
products in target markets or price/volume erosion arising from
competing products, or as a result of Theramex's inefficient sales
and marketing initiatives will materially impact the company's
earnings and cash flows, and may put the ratings under pressure.

Focus on Women's Health
Fitch regard Theramex's focus on women's health as credit
supportive, although Fitch do not view it as an overriding
business strength, as the company is not immune from generic
competition. In a highly dispersed women's health competitive
landscape, from big global pharma players to mid- and small-cap
market constituents, Theramex will remain exposed to volume and
price challenges. However, Fitch project the company will be able
to compensate for any weaknesses in individual products through
active brand portfolio management, leading to overall stable
levels of EBITDA margins of at least 30%.

Scale Constrains Rating
The mid-cap nature of Theramex's operations will keep the IDR in
the 'B' rating category in the medium to long term. Fitch
anticipate the sponsor to develop the asset organically, yet
complementary product or licence acquisitions of below EUR10
million pa are conceivable. However, Fitch do not project any
material change in the business scale or breadth of Theramex's
product portfolio.

Manageable Carve-Out Risks
Fitch view the separation risks as manageable and overall rating
neutral against a defensive asset development strategy, despite a
comprehensive scope of issues that must be addressed for Theramex
to swiftly transition towards an efficiently functioning stand-
alone business. The appointment of critical senior executive
positions and expected immediate post-carve-out availability of a
dedicated international sales force will materially contribute to
Fitch expectations of Theramex's stable operating profile. Fitch
regard Teva's contractual commitments on supply and transitional
business support functions as a considerable credit stabilising
factor, as it permits Theramex to avoid operational disruptions
and allows a reasonable timeframe to transition towards an
independent business entity.

Impact of Teva's Negative Performance
On 6 November 2017, Fitch downgraded Teva from 'BBB-' to 'BB' with
a Negative Outlook, due to operational stress from price pressure
in the US, while the company is disposing assets to reduce debt.
According to Fitch's estimates, Teva accounts for around 15% of
Theramex's supply value and delivers API and FDD for various
products, including the proprietary growth-driving drugs Ovaleap
and Seasonique. At present, Fitch do not see material risks that
would undermine Teva's ability to fulfil its supply obligations
towards Theramex. As part of the due diligence of the supply
process, the sponsor has identified alternative providers of drug
substances and products, including for Ovaleap despite its high
manufacturing complexity as a biosimilar drug.

High Cash Flow Conversion
Theramex is a cash generative business supported by high and
stable operating margins in combination with manageable working
capital and low capital intensity. Fitch project FFO margins will
on average reach 22% over the rating horizon, which is solid for
the rating. Based on Fitch expectations of a largely unchanged
supplier and distributor networks, which would not adversely
affect Theramex's stand-alone cash conversion cycle, working
capital outflows will remain contained at EUR2 million a year.
This, in combination with low capex required for maintenance of
business infrastructure and intellectual property (IP), will
result in pre-exceptional FCF margins averaging 20%, leading to a
strong implied pre-exceptional FCF/EBITDA conversion rate in
excess of 60%.

Leverage Aligned with IDR
Leverage projected at around 6.0x on an FFO adjusted basis is
commensurate with the assigned IDR of 'B' and in line with Fitch-
rated mid-cap European generic pharmaceutical companies. In the
absence of committed contractual repayments, Fitch forecast no
material de-leveraging on a gross basis. However, Fitch note a
mild deleveraging path net of accumulated cash, with FFO adjusted
net leverage trending to 4.6x by FY20.

Above Average Recovery Expectations for Senior Secured Lenders
Fitch expect senior secured debt holders to receive above-average
recoveries expressed in an instrument rating of 'B+(EXP)'/RR3/57%.
In Fitch's recovery analysis, Fitch follow a going concern
approach instead of balance sheet liquidation. This reflects
Theramex's asset light business model supporting higher realisable
values in a hypothetical distress situation. For the going concern
analysis enterprise value (EV) calculation, Fitch have applied a
25% discount to Fitch estimated 2017F EBITDA of EUR66 million,
leading to a post-distress EBITDA of EUR50 million, as a post-
distress cash flow proxy.

Fitch have then applied a 5.5x distressed EV/EBITDA multiple,
considering Theramex's estimated multiple in the LBO transaction,
as well as broader sector trading benchmarks. After a deduction of
10% for administrative claims, the senior secured debt holders
would be able to recover 57% of the debt face value, leading to a
one-notch uplift from the IDR to 'B+(EXP)'.

DERIVATION SUMMARY
Fitch considers Theramex in the framework of the Ratings Navigator
for pharmaceutical companies, despite some consumer angle of its
branded products, where the demand is generated through a pull-
marketing strategy at the level of drug prescribers. Compared with
Nidda Bondco GmbH (Stada, B+(EXP)), the IDR will remain
constrained in the 'B' rating category in the long run, given its
considerably smaller operations size with a fairly concentrated
product and country exposure. The company's profitability and cash
flow margins are high in the sector context, although in line with
other mid-cap asset light pharma peers. Fitch therefore attribute
such strong margins to the selected in-house competences, avoiding
costly product innovations and commoditised, or economically less
attractive, manufacturing processes. The financial risk profile
with FFO adjusted leverage of 6.0x is well placed for a 'B'(EXP)
IDR and in the context of the Ratings Navigator as a mid-point for
the 'B' rating category

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Theramex
include:
- revenue growth of around 2.0% pa from FY18 (ending December
   2018);
- EBITDA margin of around 30%;
- annual capex of 1% of sales;
- increase in working capital at 40% of revenue increase;
- non-recurring cash outflows in FY18-19 totalling EUR80
   million, relating to the carve out and initial working capital
   required for a standalone entity;
- no acquisitions factored over the rating horizon.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action
- successful completion of the separation from Teva evidenced in
   efficiently functioning new senior management team,
   appropriately sized international sales force, fully
   internalised business support functions and intact supply and
   distribution networks;
- increase in scale with a concurrent sustained expansion of
   EBITDA and margins;
- Free Cash Flows (FCF) trending towards EUR100 million p.a.,
   with FCF margins sustainable at mid to high single-digit
   levels; and
- FFO adjusted gross leverage below 5.0x on a sustained basis.

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action
- significant delays or material challenges incurred with the
   separation process evidenced in incomplete key senior
   management team, inadequately staffed sales force, or
   disruptions in any outsourced or in-house business processes;
- declining sales and EBITDA with margins falling below 30%;
- declining FCF and FCF margins trending to zero;
- FFO adjusted gross leverage above 7.0x.

LIQUIDITY

Comfortable liquidity
The liquidity profile is considered comfortable. This is supported
by the company's strong cash generation, availability of EUR55
million RCF, which will remain undrawn at closing, the absence of
short-term financial obligation or significant working capital
seasonality, as well as the cash overfunding of USD40 million to
partly cover the costs of separation and the follow-up
restructuring.


MCMULLEN FACADES: Parent's Collapse Prompts Administration
----------------------------------------------------------
John Campbell at BBC News reports that NI construction firm
McMullen Facades has been placed into administration following
financial difficulties at its English parent company.

But the firm is continuing to trade, and the administrator is
understood to be talking to potential buyers, BBC News notes.

Its parent company, Lakesmere Group, went into administration
earlier this month, BBC relates.  Administrators Deloitte blamed
"a number of unprofitable contracts" for Lakesmere's collapse, BBC
discloses.

McMullen, which turned over GBP37 million last year, employs about
275 people making and installing buildings' facades, according to
BBC.  McMullen operates from sites in Moira and Portadown.


PI UK HOLDCO II: Moody's Assigns '(P)B2' Corp. Family Rating
------------------------------------------------------------
Moody's Investors Service has assigned a provisional (P)B2
corporate family rating (CFR) to PI UK Holdco II Limited
(Paysafe). Concurrently, Moody's has assigned (P)B1 instrument
ratings to the USD505 million first lien term loan B1 and GBP342.5
million first lien term loan B3 to be raised by Pi US Mergerco,
Inc., to the USD505 million first lien term loan B2 and GBP342.5
million first lien term loan B4 to be raised by Pi Lux Finco
S.a.r.l., and to the USD175 million revolving credit facility
(RCF) to be raised by PI UK BidCo Limited. Pi US Mergerco, Pi Lux
Finco S.a.r.l., and PI UK BidCo Limited are subsidiaries of PI UK
Holdco II Limited. Moody's has also assigned (P)Caa1 instrument
ratings to the USD250 million second lien term loan 1 and USD250
million second lien term loan 2 to be raised by Pi Lux Finco
S.a.r.l. The outlook is stable on all the ratings.

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 conclusive review of
the final documentation, Moody's will endeavour to assign a
definitive rating to the loans. A definitive rating may differ
from a provisional rating.

The new first lien term loans B1, B2, B3, and B4 (together the
first lien term loans) amounting to USD1,915 million (equivalent)
and USD500 million of second lien term loans alongside equity to
be provided by funds managed by Blackstone (Blackstone) and funds
managed and/or advised by CVC (CVC) accounting for around 50% of
the funding sources will be used to fund the acquisition of
Paysafe Group Plc by the private equity sponsors through PI UK
Holdco II Limited, the top entity of the new banking group.

Upon the closing of this take-private transaction (Paysafe Group
Plc will be de-listed from the London Stock Exchange) and the
repayment of the existing facilities, expected to take place in
December 2017 subject to regulatory approval, Moody's will
withdraw the existing CFR, PDR, and instrument ratings of Paysafe
Group Plc and its subsidiaries, Paysafe Holdings UK Limited and
Paysafe Finance (US) LLC. The Paysafe Merchant Services Limited
(PMSL) business through which Paysafe Group Plc conducts its Asia
Gateway business will be carved out from the perimeter acquired by
PI UK Holdco II Limited.

RATINGS RATIONALE

"PI UK Holdco II Limited's (Paysafe) provisional (P)B2 corporate
family rating (CFR) is weakly positioned within the rating
category and reflects primarily the group's very high adjusted
leverage at the closing of the acquisition of the company by
Blackstone and CVC", says Sebastien Cieniewski, Moody's lead
analyst for Paysafe. After the completion of the transaction,
Paysafe's pro forma adjusted leverage (as adjusted by Moody's
mainly for capitalized development costs and operating leases and
pro forma for the acquisition of the company by Blackstone and
CVC, the disposal of the Asia Gateway business, and the
acquisition of Merchants' Choice Payment Solutions (MCPS)) will
increase to 8.5x as of the last twelve months period to June 30,
2017 from 2.9x (pro forma for the acquisition of MCPS only) as of
the same date. This significant increase in leverage justifies the
3-notch differential between the provisional CFR of PI UK Holdco
II Limited and the Ba2 CFR (under review for downgrade) assigned
to Paysafe Group plc before the acquisition of the company by
Blackstone and CVC.

Other constraints on the rating include (1) the fragmented and
evolving nature of the industry where the company operates driven
by the proliferation of payment solutions leading to an evolving
competitive landscape, (2) the higher degree of regulatory risk
compared to other rated payment processors due to Paysafe's
exposure to online gambling -- although this exposure will
decrease significantly pro forma for the acquisition of MCPS and
the disposal of the Asia Gateway business, and (3) the acquisitive
nature of the company as Moody's expect that it will continue
participating in the consolidation of the highly fragmented
payment solutions industry.

Nevertheless, these factors are counter-balanced to an extent by
(1) the company's leading position in the niche market for digital
wallets and more broadly in higher value/higher risk transactions,
(2) the positive growth prospects for Paysafe's payment solutions
at mid- to high-single digit rates driven by the secular growth of
the penetration of digital payments that could support a rapid de-
leveraging of the business by c.1x per annum in the absence of
debt-funded acquisitions, (3) the company's high profitability
with a pro forma EBITDA margin (as reported by the company pro
forma for the acquisition of the lower margin MCPS and the
disposal of the higher margin Asia Gateway business) projected at
above 25% for 2017 and expected to grow thanks to the operating
leverage of Paysafe's infrastructure, and (4) a solid liquidity
position supported by cash on balance sheet and a USD175 million
RCF to be fully undrawn as of the closing of the transaction and
the expectation that the company will continue generating strong
free cash flow (FCF) projected at above 5% of adjusted gross debt
per annum in the medium-term.

The first lien term loans and the RCF will benefit from guarantees
from material subsidiaries representing at least 80% of group
EBITDA, subject to restrictions. The first lien facilities will
also benefit from security limited to a pledge over shares and
intercompany receivables and, solely with respect to English
guarantors, an all-asset debenture. The second lien term loans
will benefit from the same guarantee and security package as the
first lien facilities but on a second lien basis. A springing
financial maintenance covenant will be attached to the RCF, set at
a 40% headroom relative to the bank model, only tested on a
quarterly basis when the RCF is drawn by more than 40%. The (P)B1
ratings assigned to the first lien facilities, one notch above the
CFR, reflects the cushion provided by the second lien term loans
rated (P)Caa1 ranking below.

The stable outlook on the ratings reflects Moody's expectation
that Paysafe will continue to deliver organic growth rates at mid-
to high-single digit rates and will be able to de-leverage towards
7x within 12 to 18 months after the closing of the acquisition of
the company by Blackstone and CVC.

Factors that Could Lead to an Upgrade

In light of the weak positioning of Paysafe within the B2 rating
category Moody's considers that an upgrade is unlikely in the
short-term. Positive pressure on the rating could develop over
time if (1) Paysafe continues experiencing a strong momentum in
terms of revenue growth at or above high-single digit rates while
increasing its EBITDA margin and further improving its customer
verticals mix, (2) adjusted gross leverage decreases to below 6x
on a sustained basis, (3) the company generates FCF-debt at well
above 5% on a sustained basis with a significant portion of the
excess cash flow to be used for debt prepayment, and (4) Paysafe
maintains a conservative financial policy and a good liquidity
position.

Factors that Could Lead to a Downgrade

Negative pressure could arise if (1) Paysafe is subject to
unfavorable regulatory changes or negative market developments
leading to stable or declining revenues, (2) the company maintains
an adjusted gross leverage at well above 7x on a sustained basis
resulting for example from large debt-funded acquisitions, or (3)
its liquidity position weakens.

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

Paysafe is a global provider of online payment solutions and
stored value products. The company reported revenues of USD1,000
million and adjusted EBITDA of USD301 million in fiscal year
ending December 31, 2016. The company operates in 3 distinct
segments: Payment processing (47% of group reported revenues in
2016), Digital wallets (31%), and Prepaid (22%).


SEADRILL LTD: Egan-Jones Cuts Sr. Unsecured Debt Ratings to D
-------------------------------------------------------------
Egan-Jones Ratings Company, on Sept. 13, 2017, lowered the foreign
currency and local currency senior unsecured ratings on debt
issued by Seadrill Ltd. to D from CC.

Previously, on Aug. 29, 2017, EJR lowered the senior unsecured
ratings on the Company's debt to CC from CCC+. It also downgraded
the foreign currency and local currency commercial paper ratings
on the Company to D From C.

Seadrill Limited, an offshore drilling contractor, provides
offshore drilling services to the oil and gas industry worldwide.
Founded in 2005, Seadrill Limited is incorporated in Bermuda and
managed from London. On September 12, 2017, SeaDrill Limited,
along with its affiliates, filed a voluntary petition for
reorganization under Chapter 11 in the U.S. Bankruptcy Court for
the Southern District of Texas.


SHINE HOLDCO: Moody's Assigns 'B2' CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service has assigned a definitive B2 corporate
family rating (CFR) and a first-time B2-PD probability of default
rating to Shine Holdco III Limited (Shine). Shine is the holding
company established by private equity firm Roark Capital in
connection with its acquisition of International Car Wash Group
Limited (ICWG), the leading operator of conveyor car washes.
Concurrently, Moody's has assigned a definitive B1 rating (LGD3)
to the senior secured first lien facilities, comprising a USD475
million term loan due 2024 and USD75 million revolving credit
facility (RCF) due 2022, and a Caa1 rating (LGD5) to the USD175
million second lien term loan due 2025. The first and second lien
term loans part funded the acquisition of ICWG and are co-borrowed
by Shine Acquisition Co Sarl and Boing US Holdco Inc. The outlook
on the ratings is stable.

Moody's has withdrawn the B2 corporate family rating and B2-PD
probability of default rating on Boing Midco Limited. At the time
of the withdrawal, the entity was carrying a stable outlook.

RATINGS RATIONALE

The rating action follows last month's press release from Roark
Capital that it had completed the acquisition of ICWG.

Aside from a modest shift of USD25 million from the proposed
USD200 million second lien term debt tranche to the first lien
term debt (originally proposed at USD450 million), the final terms
of the facilities are in line with the draft documentation
reviewed for the assignment of provisional ratings in September
2017.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectations of earnings
growth as full year contributions from recently acquired sites are
captured in financial statements. Profitability will also benefit
from a higher contribution from refurbished sites and from cost
synergies from recent acquisitions. The rating agency anticipate
that Moody's-adjusted gross leverage will remain in the mid-6x
region and that ICWG will maintain at least adequate liquidity.

WHAT COULD CHANGE THE RATING UP/DOWN

The strategy of acquisition fuelled growth is likely to constrain
any upward rating pressure over the near to medium term. However,
positive pressure could build if Moody's-adjusted gross leverage
was less than 5.5x and there was an expectation of more
conservative financial policies being sustained than currently
anticipated.

Leverage remaining above 6.5x on a sustained basis, due to either
a deterioration in operating performance or more aggressive
financial policies than anticipated could lead to negative rating
pressure. A deterioration in the liquidity profile would also
likely lead to a downgrade.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

ICWG is headquartered in Buckinghamshire, United Kingdom. ICWG
operates approximately 900 sites across 12 European countries,
Australia, and since 2015, the US, where it now has over 100
sites. The group uses the IMO brand at its sites in Europe and
Australia and a number of brands relevant to local markets in the
US. In the fiscal year ended December 31, 2016 the company
reported revenue of GBP 163.8 million and EBITDA of GBP 49.9
million.



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than US$3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.


                            *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Joseph Cardillo at
856-381-8268.


                 * * * End of Transmission * * *