---

        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

           Thursday, March 1, 2018, Vol. 19, No. 043


                            Headlines


F R A N C E

FAURECIA SA: Moody's Assigns Ba1 Rating to New Sr. Unsec. Notes
FAURECIA SA: Fitch Assigns 'BB+(EXP)' Rating to Proposed Notes


G E R M A N Y

ADLER REAL ESTATE: S&P Affirms 'BB' ICR, Outlook Still Positive
ALPHA GROUP: Fitch Assigns B Long-Term IDR, Outlook Stable


G R E E C E

ALPHA BANK: Fitch Raises Rating on Mortgage Covered Bonds to B+


I R E L A N D

EDML 2018-1: Moody's Assigns (P)B1 Rating to Class G Notes


I T A L Y

DIAPHORA3 FUND: March 27 Bid Deadline Set for Calcinato Portfolio


K A Z A K H S T A N

KAZAKHSTAN ENGINEERING: Fitch Affirms BB+ IDR, Off Watch Negative


L A T V I A

ABLV BANK: Has Enough Assets to Cover Debts Under Liquidation


N E T H E R L A N D S

EDML 2018-I: Fitch Assigns 'BB+(EXP)sf' Rating to Class G Notes


P O R T U G A L

NOVO BANCO: Moody's Extends Review for Downgrade on Caa1 Rating


R U S S I A

O1 PROPERTIES: S&P Lowers ICR to 'B', Outlook Negative
TRANSFIN-M PC: S&P Alters Outlook to Pos. & Affirms 'B/B' Ratings


S P A I N

FONCAIXA FTGENCAT 3: Moody's Hikes Rating on Cl. D Notes to Ba1


U N I T E D   K I N G D O M

BARCLAYS PLC: Moody's Puts Ba2 Pref. Stock Rating on Review
ELDON STREET: March 16 Proofs of Debt Deadline Set
ENQUEST PLC: S&P Affirms 'B-' ICR on Strong Growth Prospects
LADBROKES CORAL: Fitch Puts 'BB' IDR on Rating Watch Positive
LEHMAN BROTHERS PTG: March 16 Proofs of Debt Deadline Set

MAPLIN: Enters Into Administration After Sale Talks Fail
PREZZO: May Shut Down 100 Restaurants Under CVA Deal
THAYER PROPERTIES: March 16 Proofs of Debt Deadline Set
TOYS R US: UK Unit Appoints Moorfields as Administrator


                            *********



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


FAURECIA SA: Moody's Assigns Ba1 Rating to New Sr. Unsec. Notes
---------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to the new
senior unsecured notes due 2025 to be issued by Faurecia SA
(Faurecia, Ba1 stable).

RATINGS RATIONALE

The new notes rank pari passu with Faurecia's other senior
unsecured debt instruments, including the two existing EUR700
million bond tranches due 2022 and 2023, which are also rated
Ba1, in line with Faurecia's corporate family rating.

Proceeds from the new issuance will be used to redeem the EUR700
million 3.125% notes due 2022 via a cash tender offer. Faurecia
intends to redeem 2022 bonds that are not tendered with potential
excess proceeds from the new notes. Moody's therefore expect the
transactions to have no material impact on Faurecia's gross debt
and related leverage metrics, while the maturity profile of its
debt instruments will improve accordingly.

Faurecia's Ba1 Corporate Family Rating (CFR) reflects as
positives: (a) the large size of the group, which positions it as
one of the 10 largest global automotive suppliers; (b) its strong
market position with a leading market share in seating, emission
control technologies and interiors; (c) long-standing
relationships across a diversified number of original equipment
manufacturers (OEMs); and (d) positive exposure to key industry
themes (emissions reduction, light weighting and autonomous
driving) that supports revenue growth above light vehicle
production.

The rating also balances offsetting negative considerations,
including: (a) significant exposure to OEM production which is
highly cyclical and subjects the company to the manufacturers
bargaining power; (b) limited exposure to aftermarket activities,
which are typically more stable and at higher margin; (c)
relatively weak, albeit improving profitability; (d) recently
improved but overall still limited free cash flow (FCF)
generation.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook incorporates Moody's expectation that Faurecia
will continue to improve its profitability, further reduce its
leverage and thus build on the solid improvements the group has
shown over the last three years. Moody's anticipates a continued
strengthening of Faurecia's credit quality and buildup of some
headroom for bolt-on acquisitions to support growth in strategic
areas.

WHAT COULD CHANGE THE RATINGS DOWN/UP

Moody's would consider a positive rating action should Faurecia
sustainably achieve EBITA margins above 7% (5.0% estimated for
2017, excluding monoliths), if it further improves FCF generation
(EUR255 million estimated for 2017), indicated by FCF/debt in the
high single digits (6.4% estimated for 2017) through the cycle
and if the company can manage its leverage ratio to a level
materially below 2.5x debt/EBITDA on a sustainable basis (2.7x
estimated for 2017). An upgrade would also require Faurecia to
achieve a solid liquidity profile.

The rating incorporates the expectation that profitability can be
further strengthened and FCF generation will remain positive.
However, EBITA margin approaching 4% or recurring negative free
cash flow, would put downward pressure on the ratings. Moody's
would also consider downgrading Faurecia's ratings if its
leverage ratio increases to a level of sustainably above 3.0x
debt/EBITDA. Likewise, a weakening liquidity profile could result
in a downgrade.

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

Headquartered in Paris, France, Faurecia S.A. is one of the
world's largest automotive suppliers for seats, exhaust systems
and interiors. In 2017, value added sales (excluding monoliths)
amounted to EUR17.0 billion.

Faurecia is listed on the Paris stock exchange and the largest
shareholder is Peugeot S.A. (PSA), which holds 46.3% of the
capital and 63.1% of the voting rights (data as of 30 June 2017).
The remaining shares of Faurecia are in free float.


FAURECIA SA: Fitch Assigns 'BB+(EXP)' Rating to Proposed Notes
--------------------------------------------------------------
Fitch Ratings has assigned Faurecia S.A.'s proposed senior
unsecured notes due June 2025 of EUR500 million-EUR700 million an
expected rating of 'BB+(EXP)'.

The proceeds from the new notes are planned to be used to fund a
cash tender offer on the existing EUR700 million 3.125% notes due
June 2022. Faurecia also intends to redeem some or all of the
remaining 2022 notes that will not be tendered.

The proposed notes are rated at the same level as Faurecia's
Long-Term Issuer Default Rating (IDR), which has a Stable
Outlook, to reflect that they will be senior unsecured
obligations of Faurecia and will rank equally in right of payment
with all existing and future senior unsecured debt and senior to
all existing and future subordinated debt. The existing and
expected senior unsecured notes are unguaranteed obligations of
Faurecia, and therefore subordinated to all subsidiaries' debt.
They are also effectively subordinated to all secured debt of
Faurecia. The current level of prior-ranking debt is low enough
to not impair unsecured debt recovery estimates to the point of
notching down the debt rating from the IDR.

The assignment of the final rating is conditional on the receipt
of final documentation conforming to the information received to
date.

Faurecia's IDR was upgraded to 'BB+' from 'BB' on February 20,
2018 reflecting improved and better-than-expected earnings and
underlying cash generation, which positions the French auto
supplier at the high-end of the 'BB' category, according to
Fitch's revised Rating Navigator for auto suppliers.

Free cash flow (FCF) below 1.5% of sales remains weak for the
rating. This is despite an improvement in 2017 to 1.1% of total
sales (1.3% of value-added (VA) sales, excluding sales of
catalytic converter monoliths), boosted by a working capital
inflow that offset higher dividends and capex. However, Fitch
expect a gradual and modest strengthening towards 2% by 2020.
Fitch also assess FCF in combination with leverage, the latter of
which has improved continuously since 2012 and is now firmly in
line with the rating. Faurecia's credit metrics now compare more
adequately with similarly-rated peers in Fitch's portfolio.

KEY RATING DRIVERS

Improving Earnings: The operating margin, based on VA sales and
after restructuring expenses, has increased continuously to 6.4%
in 2017 from 3.8% in 2014. Fitch expect further improvement to
more than 7% by 2020, a level more in line with peers' and a
'BB+' rating. All divisions have strengthened their earnings and
all regions returned to profitability in 2017. The robust order
book also provides support to earnings sustainability in the next
two to three years. Underlying cash generation has also improved
to levels more commensurate with the high end of the 'BB'
category as the FFO margin is forecast to rise to about 9% of VA
sales by 2020, from 7.9% in 2017 and 7.6% in 2016.

Leading Market Positions: The ratings of Faurecia are supported
by its diversification, size and leading market positions as the
eighth-largest global automotive supplier. Its large and
diversified portfolio is a strength in the global automotive
market, which is being reshaped by the development of global car
manufacturing platforms and the acceleration of new technologies
and demand from large manufacturers. Fitch also believes that the
company is well- positioned in some fast-growing segments to
outperform the overall auto supply market, notably by offering
products that increase the fuel efficiency of its customers'
vehicles.

Business Refocus: Fitch believe that the exterior business (FAE)
disposal in 2016 is an illustration of Faurecia's aim to
gradually refocus the company's business. In particular, Fitch
expect the company to acquire businesses active in higher added-
value and faster-growing segments and to accelerate investment in
sustainable mobility and the interior business. This should help
address some of the longer-term risks associated with Faurecia's
smaller exposure to fast-growing and more profitable segments
such as connectivity and autonomous driving, compared with large
peers such as Continental AG and Robert Bosch AG. Fitch's rating
case includes several bolt-on acquisitions for about EUR350
million per year but no major purchases, which Fitch would assess
on a case-by-case basis.

Sound Diversification: Faurecia's healthy diversification by
product, customer and geography can smooth potential sales
decline in one particular region or lower orders from one
specific manufacturer. Its broad industrial footprint matching
its customers' production sites and needs enables Faurecia to
follow its customers in their international expansion. The
company has greatly reduced its dependence on some of its large
historical customers and no manufacturer now represents more than
20% of product sales.

Weak FCF: FCF increased to just over EUR220 million in 2017 (1.1%
of total sales and 1.3% of VA sales) from about breakeven in 2015
and 2016. The improvement was driven chiefly by more than EUR200
million of working capital inflow and improved funds from
operations (FFO) offsetting higher dividends and capex. Fitch
expects FCF to remain at risk of a working capital reversal in
the medium-term and increasing investment to meet the company's
business refocus and accelerating demand arising from shifting
automotive trends.

Fitch expects the FCF margin to decline below 1% in 2018 before
recovering towards 2% by 2020. This remains at the low end of
Fitch's typical guidelines for a 'BB+' rating but Fitch assess
FCF in combination with leverage, the latter of which has
improved continuously since 2012 and is now firmly in line with
the current rating.

Stronger Financial Structure: Faurecia's FFO adjusted net
leverage remained stable at 1.6x at end-2017 as positive FCF was
absorbed by a few small acquisitions. Fitch expects leverage to
remain broadly stable at around 1.5x-1.6x in the foreseeable
future in the absence of major acquisitions, which would be
treated as event risk.

Weak Linkage with Peugeot S.A.: Fitch applied Fitch parent and
subsidiary rating linkage (PSL) methodology and assessed that
Faurecia has a credit profile similar to its parent Peugeot S.A.
(PSA; BB+/Stable), which has a 46.3% stake and 63.1% voting
rights. Fitch also deem the legal, operational and strategic ties
between the two entities weak enough to rate Faurecia on a
standalone basis.

DERIVATION SUMMARY

Faurecia's business profile compares adequately with auto
suppliers at the low-end of the 'BBB' category. The share of the
company's aftermarket business, which is less volatile and
cyclical than sales to original equipment manufacturers (OEMs),
is smaller than tyre manufacturers such as CGE Michelin (A-
/Stable) and Continental AG (BBB+/Stable). Faurecia's portfolio
has fewer products with higher added value and substantial growth
potential than other leading and innovative suppliers including
Robert Bosch AG (F1), Continental AG and Aptiv PLC (BBB/Stable).
However, similar to other large and global suppliers, it has a
broad and diversified exposure to large international auto
manufacturers.

With an EBIT margin around 6.5%, profitability is lower than that
of investment grade-rated peers, such as Continental AG,
BorgWarner, Inc. (BBB+/Stable) and Aptiv PLC and similarly rated
Tenneco, Inc. (BB+/Stable). Faurecia's FCF is at the low end of
Fitch's portfolio of auto suppliers in the 'BB+'/'BBB-' rating
categories. Adjusted net leverage is just above 1.5x, lower than
Tenneco's, and improving but still higher than investment-grade
peers'. Fitch applied its PSL methodology and assessed that
Faurecia can be rated on a standalone basis. No country-ceiling
or operating environment aspects impact the ratings.

KEY ASSUMPTIONS

Fitch's Key Assumptions within Fitch Rating Case for the Issuer

- Revenues to increase in mid-single digits in 2018-2020. Fitch
   is now assessing revenue based on VA sales, excluding
   catalytic converter monoliths, in line with the company's new
   reporting method. Monoliths represented EUR3.2 billion sales
   in 2017.

- Operating margins to increase gradually to 7.2% of VA sales by
   2020.

- Restructuring cash outflows of about EUR80 million in 2018,
   declining to about EUR60 million-EUR70 million per year in
   2019-2020.

- Moderate cash outflow from working capital reversal in 2018,
   before stabilising in 2019-2020.

- Capex to remain broadly stable around EUR1.2 billion per year.
- Dividend pay-out ratio of 25%.

- Acquisitions to average around EUR350 million per year in
   2018-2020.

RATING SENSITIVITIES

Rating sensitivities have been updated to reflect the upgrade and
the latest Rating Navigator for the auto supply industry.

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

- FFO adjusted net leverage below 1.5x
- Operating EBIT margin above 8%
- FCF margin around 2%

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

- FFO adjusted net leverage above 2.5x
- Operating EBIT margin below 5%
- FCF margin below 0.5%

LIQUIDITY

Sound Liquidity: Liquidity is supported by EUR1.2billion of
readily available cash according to Fitch's adjustments for
minimum operational cash of about EUR0.4 billion. Total committed
and unutilised credit lines maturing in June 2021 were EUR1.2
billion at end-2017, largely covering short-term debt of EUR0.4
billion at that date. The company's financial flexibility and
liquidity are further supported by Fitch expectations of positive
FCF generation.



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


ADLER REAL ESTATE: S&P Affirms 'BB' ICR, Outlook Still Positive
-----------------------------------------------------------------
S&P Global Ratings said that it had affirmed its 'BB' long-term
issuer credit rating on German property investment company Adler
Real Estate AG. The outlook remains positive.

S&P said, "We also affirmed our 'BB+' long-term issue rating on
the company's senior unsecured debt. The '2' recovery rating
remains unchanged, reflecting our expectation of 70%-90% recovery
(rounded estimate: 80%) in the event of a payment default."

The affirmation of the ratings and maintenance of the positive
outlook follows Adler's announcement of the acquisition of up to
70% plus one share of Netherlands-based real estate company Brack
Capital Properties N.V. (BCP). Adler has already agreed to
acquire a 41.04% stake in BCP, and has subsequently launched a
tender offer to acquire an additional 25.8% of shares. With
commitments from management of BCP to acquire to tender or sell
about 5% of their shares, Adler is targeting a stake of up to 70%
plus one share.

S&P understands Adler aims to gain effective control and to fully
consolidate BCP upon the transaction's close. The transaction
will be primarily funded through a two-year, EUR585 million
bridge loan, which it has already secured. To repay the bridge
loan in the next few months, Adler intends to use the proceeds of
its recent sale of ACCENTRO Real Estate AG and the sale of its
noncore assets (which it is currently selling), with the residual
debt amount termed out thereafter. In addition, S&P understands
that Adler will undertake a strategic review of BCP's retail
business, as Adler does not see it as core to its strategy, and
the portfolio can therefore be sold.

BCP, which S&P Maalot currently rates 'ilAA-', owns a real estate
portfolio in Germany of about EUR1.4 billion, consisting of 52%
of income-producing residential properties, 34% of income-
producing retail assets, and 14% of ongoing development projects.
S&P views BCP's residential portfolio as being of average quality
overall, with notably a higher exposure to large cities than
Adler's, with about two-thirds of BCP's residential portfolio
located in 'A' rated locations.

The deal will increase Adler's scale from EUR2.6 billion to
EUR3.6 billion, excluding the retail assets it expects to divest
over the next few months. S&P thinks that BCP's assets are a good
fit with Adler's asset profile, and the combined portfolio should
strengthen Adler's presence in cities like Leipzig, Hannover, and
Dortmund, which enjoy healthy economic and demographic trends.
The transaction would also somewhat increase Adler's geographic
diversity within Germany. BCP's assets are located in high-demand
areas in major cities, which will complement Adler's assets,
which are located in secondary, smaller cities. The overall
occupancy rate is expected to improve to 93% from 89%  after the
transaction, and taking into account the sale of Adler's noncore
assets. Overall, the transaction should therefore strengthen
Adler's business risk profile moderately.

That said, the transaction would not be sufficiently
transformative, as Adler's business risk profile would remain
constrained by its smaller relative scale than that of other
rated German peers, lower rent levels than the regional market
average, and still significant exposure to smaller cities with
less macroeconomic dynamics than in metropolitan areas. For these
reasons, although S&P expects the transaction would improve
Adler's residential portfolio, its assessment of its business
risk profile would remain unchanged.

S&P said, "In our view, the overall transaction results in credit
metrics that are broadly in line with our previous base case. We
believe that Adler could reach our target ratios for an upgrade
by the end of the year, which supports the positive outlook. On
the other hand, we believe the transaction is subject to material
execution risks, including especially the success of the tender
offer, the sale of noncore assets at both the Adler and BCP
level, and successful refinancing of the bridge loan. We would
also want to see the acquisition translate into some positive
momentum in Adler's financial metrics, which at year-end 2017 are
expected to be still weaker than our previously assumed target
ratios of about 64% debt to debt plus equity and 1.4x interest
cover ratio. This might be derived from management's synergy
expectations, which could result in stronger EBITDA generation
than we currently anticipated from 2019.

"We also affirmed the 'BB+' issue rating and '2' recovery rating
on Adler's unsecured bonds. This means that we believe that
recovery prospects for the bondholders should remain above 70%
under the proposed terms of the transaction. This assumes that
the bridge loan financing will be unsecured and will rank pari
passu with the unsecured bond. It also assumes that all the
different steps of the transaction close as expected with
proceeds from the different sales of assets at Adler and BCP
being used to repay existing debt. A more detailed recovery
analysis will be undertaken on closing.

"The positive outlook reflects our view that we might upgrade
Adler within the next six to 12 months. An upgrade would be
contingent on the successful execution of the different steps of
the transaction, which should provide some additional certainty
on the improvement of Adler's credit metrics over the next 12
months. In line with our previous outlook on Adler, we consider
that an upgrade would require an increase in our adjusted EBITDA
interest coverage ratio to more than 1.8x and a reduction of debt
to debt to debt plus equity to less than 60%. The outlook also
remains underpinned by our view of favorable trends in Germany's
residential property market."

An upgrade will hinge on Adler's willingness and ability to
maintain an adjusted ratio of debt to debt plus equity well below
60% and an EBITDA interest coverage ratio materially higher than
1.8x. This might be supported by higher occupancy rates pro forma
for the acquisition of BCP residential assets and the sale of the
noncore assets, combined with the debt repayments as a result of
the different disposals. S&P said, "We will closely monitor
improvement of the credit metrics in the next few months
considering all the changes in the company. Given the execution
risks involved in a complex transaction, we believe that it may
take more than three months for us to assess to what extent the
credit metrics have improved."

An upgrade is also contingent on Adler delivering in line with
expectations, notably regarding the sale of the noncore assets in
its current portfolio and the sale of BCP's retail assets, which
should also help evolve Adler's track record of strategy
execution.

S&P could consider revising the outlook to stable if, in
particular, Adler's debt-to-debt plus equity ratio stays higher
than 60% and its EBITDA interest coverage ratio remained below
1.8x, if the steps of the transaction do not close in line with
expectations, or if Adler's performance does not improve as
expected.


ALPHA GROUP: Fitch Assigns B Long-Term IDR, Outlook Stable
----------------------------------------------------------
Fitch Ratings has assigned Alpha Group S.a.r.l. (A&O Hotels and
Hostels) a final Long-Term Issuer Default Rating (IDR) of 'B'
with a Stable Outlook following the receipt and assessment of the
company's financing documentation. In addition, Fitch has
assigned the A&O's senior secured debt, including the term loan
and revolving credit facility (RCF), a final rating of 'BB-' with
a Recovery Rating of 'RR2'.

The ratings of A&O are constrained by its small size compared
with rated peers, high leverage post-financing, increased
execution risk as A&O expands outside Germany, and the increased
capex required to renovate its existing properties and to extend
its brand to the ultra-low-cost hotel market. The ratings are
supported by its track record of operating a network of over 30
hostels, and its expansion of that network over the last 15
years. These properties have a low cost of operations and have
operating margins above their peers'.

KEY RATING DRIVERS

High FCF Offset by High Leverage: After the financing, A&O will
have high funds from operations (FFO) adjusted gross leverage of
near 8x, before falling towards 7x by 2022. This is partly due to
leased properties, which add around 1x of leverage. This is
mitigated by improving free cash flow (FCF), with FCF margins
forecast to increase from 1% in 2018 to above 10% as growth capex
declines. In addition, while the leases add to leverage, the FFO
fixed charge coverage ratio will be kept at, or near 2x, by 2022.
A&O's business model has sufficient stability and cash-flow
generating capacity to fund near-term growth capex and to
maintain the high financial leverage.

Low Operating Costs: A&O operates a network of hostels and ultra-
low-cost hotels both in Germany and in neighbouring countries.
These facilities are large-scale and operate with low overheads
by focusing on the company's core market of group travel. To
further develop its customer base, A&O is refreshing its brand
and renovating its facilities to gain additional visits from
individuals and small groups, such as families. A&O's business
model's low break-even occupancy rate of 30% and value focus make
it relatively resilient to economic cycles and the company has
the potential to generate additional growth if occupancy
increases from current levels.

Strong German Core Market: A&O has grown steadily in the German
market from its initial location in Berlin and it is the largest
hostel chain in Europe. The German market benefits from a strong
and growing economy and structural support from a large number of
school groups that travel within the country. A&O has developed a
strong German network, but it may be approaching a point of
saturation in the market as demonstrated by the company's
expansion in neighbouring countries. These locations may not have
the same structural advantages as Germany, and A&O will probably
incur higher sales and marketing costs in developing these
markets.

Diverse Portfolio of Properties: A&O's property development
strategy has involved either purchasing or leasing properties in
need of renovation in either central urban locals or locations
with convenient transportation. It has been able to renovate
these properties through flexible use of space rather than
demolishing the building and constructing a new build like many
budget hotels. This has allowed A&O to lower costs and achieve
favourable lease terms. A&O has demonstrated expertise in new
property development, but risk remains that as it moves into new
cities it will not be able to acquire properties at the same
level of affordability or in as favourable locations.

Strong Demand for Budget Accommodation: Europe is under-
penetrated in value-oriented travel accommodation, particularly
of the kind that can accommodate large groups. By taking a price
leadership position while offering amenities such as en-suite
showers, free Wi-Fi and in-room TV that will appeal to non-
student travellers, A&O has the potential to grow into a Europe-
wide brand. However, the discount travel accommodation market is
highly competitive with a number of low-cost hotels such as
Travelodge as well as camp sites and sharing economy sites (such
as AirBnB) that offer alternatives.

A&O's business model that straddles the line between hostel and
hotel is innovative but the extent that it can scale throughout
Europe has yet to be determined.

DERIVATION SUMMARY

A&O is the largest hostel company in Europe and a strong market
leader in Germany where demand is underpinned by German school
policy of annual trips. In the European lodging industry as a
whole, A&O operates in a niche market and is the clear market
leader in Germany. It focuses on urban cities and leisure
travellers while NH Hotels (B/Positive) and B&B are notably
larger, more heavily focused on business customers (around 60% of
revenue). Its size is limited, with revenue of EUR120 million at
end-2017, but its profitability as measured by EBITDAR or FFO
remains above its direct peers. Both metrics are in line with
other non-public 'B' category peers covered by Fitch in its
lodging and gaming credit opinions portfolio.

KEY ASSUMPTIONS

- Sales growth falling towards 6% in 2020 from 11% in 2017
- Stable EBITDAR margin around 47%
- The addition of four new properties by 2019
- Capex at 18% of sales in 2018, falling to 7% by 2021 after
   completion of property upgrade programme

KEY RECOVERY ASSUMPTIONS

- The recovery analysis assumes that A&O would be liquidated in
   bankruptcy
- A 10% administrative claim
- The liquidation estimate reflects Fitch's view of the value of
   hotel properties and other assets that can be realised in a
   reorganisation and distributed to creditors
- An 80% advance rate on the value of the owned properties based
   on third-party valuations

These assumptions result in a recovery rate for the senior
secured debt within the 'RR2' range to allow a two-notch uplift
to the debt rating from the IDR.

RATING SENSITIVITIES

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

- Material increase in scale in line with 'B+' rated peers
- FFO adjusted gross leverage sustainably below 6.0x
- FFO fixed charge coverage (FCC) sustainably above 2.5x
- FCF margin above 5%

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

- Erosion in occupancy rate or significant reduction in EBITDA
   margin
- FFO adjusted gross leverage above 8.0x
- FFO FCC below 2.0x for a sustained period
- FCF below 2% of sales for two consecutive years

LIQUIDITY

Adequate Liquidity: At the closing of the financing, Fitch
expects A&O to have EUR50 million of cash on its balance sheet.
In addition, A&O benefits from a EUR50 million RCF fully undrawn
at closing. Given positive FCF and a lack of short-term
maturities or other debt repayments, Fitch view this as
sufficient to meet A&O's liquidity needs.



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


ALPHA BANK: Fitch Raises Rating on Mortgage Covered Bonds to B+
---------------------------------------------------------------
Fitch Ratings has upgraded four Greek mortgage covered bonds
programmes to 'B+' from 'B' and has placed them on Rating Watch
Positive (RWP) as follows:

- Alpha Bank AE (Alpha, RD/RD/ccc/RWE) Programme I
- National Bank of Greece S.A. (NBG, RD/RD/ccc/RWE) Programme I
   (NBG I) and Programme II (NBG II)
- Piraeus Bank S.A. (Piraeus, RD/RD/ccc/RWE) programme

The rating actions follow the upgrade of Greece's Sovereign Long-
Term Issuer Default Rating (IDR) to 'B' from 'B-' and Country
Ceiling to 'BB-' from 'B'. As a result, the maximum achievable
rating for Fitch-rated Greek covered bonds is now 'BB-'.

Fitch will resolve the RWP upon the publication of new
assumptions for Greek residential mortgages up to 'BB-', and the
resolution of the Rating Watch Evolving (RWE) on the issuers'
Viability Ratings (VRs).

The upgrade primarily reflects the higher Country Ceiling and the
programmes benefitting from a two-notch recovery uplift. The
previous 'B' Country Ceiling constrained the maximum recovery
uplift to only one notch. The two-notch recovery uplift is also
possible because the corresponding 'B+' stressed credit loss for
each of the programmes is below the 25% contractual
overcollateralisation (OC, equivalent to an 80% asset percentage
(AP)) considered by Fitch in its analysis.

The RWP reflects the possibility for all programmes to be
upgraded to 'BB-', if the 25% relied upon OC is sufficient to
compensate for the corresponding stressed credit loss in a 'BB-'
rating scenario, which would enable a three-notch recovery
uplift.

KEY RATING DRIVERS

The 'B+' covered bonds ratings for all the Greek programmes rated
by Fitch is based on the issuers' 'ccc' VR, an IDR uplift of two
notches and a recovery uplift of two notches (of the three
notches possible). The two-notch recovery uplift is possible
because the 'B+' stressed credit loss for Alpha (7.4%), NBG I
(24.8%), NBG II (5.9%) and Piraeus (11.8%), is below or equal to
the 25% relied-upon OC. The 'B+' breakeven OC of 7.5%, 25%, 6%
and 12%, respectively, is based on the rounding off of the
corresponding stressed credit loss.

The unchanged IDR uplift of two notches reflects that the
issuers' Long-Term IDRs are not support-driven (institutional or
by the sovereign). Fitch also sees a low risk of under-
collateralisation at the point of resolution following its
assessment of the Greek covered bond legal and regulatory
framework, which includes the presence of an asset monitor, asset
eligibility criteria and contractual levels of OC.

The Payment Continuity Uplift (PCU) for Alpha and NBG I covered
bonds is six notches, reflecting the respective programmes' soft-
bullet amortisation profile. For NBG II and Piraeus the PCU is
eight notches, reflecting the programme's conditional pass-
through feature. All programmes benefit from liquidity reserves
that cover at least three months of interest due on the covered
bonds and senior expenses (with Alpha and NBG covering 12 months
and Piraeus covering three months). While a PCU is assigned to
all of the programmes, this is currently not a rating driver.

CRITERIA VARIATION

For the cover pools of NBG I and Piraeus, Fitch has not applied
the 2.5x foreclosure frequency adjustment to loans with an
original term to maturity longer than 30.5 years and which have
been restructured (10.8% and 16.4% of the cover pool,
respectively). This variation from the agency's European RMBS
Rating Criteria is because longer maturity dates are a
consequence of restructuring and the credit analysis on
restructured loans already captures foreclosure frequency
adjustments. In the absence of this variation NBG I covered bonds
would have been rated 'B'. For Piraeus, the application of this
variation has no rating impact on the 'B+' covered bonds rating;
nevertheless the 'B+' stressed credit loss would have been larger
without the variation.

RATING SENSITIVITIES

All else being equal, the Rating Watch Positive on the 'B+'
rating of the Greek covered bonds issued by Alpha Bank AE,
National Bank of Greece S.A. (under Programme I and Programme II)
and Piraeus Bank S.A. would result in an upgrade to 'BB-' if the
25% contractual overcollateralisation (OC) offsets the
corresponding credit loss stressed in a 'BB-' rating scenario.

Should the issuers' 'ccc' Viability Rating be downgraded by one
notch to 'ccc-', the 'B+' covered bonds ratings could be affirmed
or upgraded if the relied-upon OC were sufficient to withstand
credit loss stresses at higher scenarios and provided that there
are no changes to the covered bonds uplift factors.

Notwithstanding the above, the 'B+' rating would be downgraded if
the relied-upon OC goes below Fitch's 'B+' respective breakeven
OC: 7.5% for Alpha, 25% for NBG I, 6% for NBG II and 12% for
Piraeus.

The Fitch breakeven OC for the covered bond rating will be
affected, among others, by the profile of the cover assets
relative to outstanding covered bonds, which can change over
time, even in absence of new issuance. Therefore the breakeven OC
to maintain the covered bond rating cannot be assumed to remain
stable over time.



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


EDML 2018-1: Moody's Assigns (P)B1 Rating to Class G Notes
----------------------------------------------------------
Moody's Investors Service has assigned provisional credit ratings
to the following classes of notes to be issued by EDML 2018-1
B.V.:

-- EUR[452.5] million Class A mortgage-backed notes 2018 due
    January 2057, Assigned (P)Aaa(sf)

-- EUR[11.5] million Class B mortgage-backed notes 2018 due
    January 2057, Assigned (P)Aa3(sf)

-- EUR[11] million Class C mortgage-backed notes 2018 due
    January 2057, Assigned (P)A2(sf)

-- EUR[7] million Class D mortgage-backed notes 2018 due January
    2057, Assigned (P)Baa1(sf)

-- EUR[3] million Class E mortgage-backed notes 2018 due January
    2057, Assigned (P)Baa3(sf)

-- EUR[2.5] million Class F mortgage-backed notes 2018 due
    January 2057, Assigned (P)Ba1(sf)

-- EUR[3.75] million Class G mortgage-backed notes 2018 due
    January 2057, Assigned (P)B1(sf)

Moody's has not assigned any ratings to the Class H notes and to
the Class RS notes. The Class A to H are mortgage backed notes.
The proceeds of the Class RS notes will be partially used to fund
the reserve account.

The transaction represents the third securitisation of Dutch
prime mortgage loans backed by residential properties located in
the Netherlands originated by Elan Woninghypotheken B.V. (former
Dynamic Credit Woninghypotheken B.V.) (Elan, not rated). The
portfolio will be serviced by Quion Services B.V. (Quion, not
rated) and Intertrust Administrative Services B.V. (Intertrust,
not rated) will act in the role of issuer administrator.

At the provisional pool cut-off date, the portfolio consists of
1,207 loans with a total principal balance of EUR395.5 million.
However, it is envisaged that on the closing date part of the
proceeds of the notes issuance will be deposited in a separate
account, and subsequently be used prior to the first note payment
date to finance the purchase by the issuer of additional loans.
The additional pool consists of 387 loans with a total principal
balance of EUR131.4 million as of the provisional pool cut-off
date. These additional loans are loans for which at the
provisional pool cut-off date the seller has extended binding
offers to the prospective borrowers, but which have not yet been
accepted by the borrowers. If the borrowers accept these offers,
the seller is obligated to provide the loans to the borrowers on
the terms as specified in the binding offers; if the applicable
additional purchase conditions are satisfied, the issuer will
purchase these loans from the seller up to the amount of EUR104.5
million. Moody's analysis of this transaction is based on the
combined pool data.

RATINGS RATIONALE

The ratings of the notes take into account, among other factors:
(1) the historical performance of the collateral; (2) the credit
quality of the underlying mortgage loan pool, (3) the seasoning
of the loan pool, (4) the initial credit enhancement provided to
the senior notes by the junior notes and the reserve fund, and
(5) the legal and structural features of this transaction.

-- Expected Loss and MILAN CE Analysis

Moody's determined the MILAN Credit Enhancement (MILAN CE) and
the portfolio's expected loss (EL) based on the pool's credit
quality. The expected portfolio loss (EL) of 1.5% and the MILAN
CE of 12.5% serve as input parameters for Moody's cash flow
model, which is based on a probabilistic lognormal distribution.
The MILAN CE reflects the loss Moody's expects the portfolio to
suffer in the event of a severe recession scenario.

The key drivers for the MILAN CE number, which is higher than the
Dutch Prime RMBS sector average (7.3%), are (i) the limited
historical performance data for the originator's portfolio; (ii)
the weighted average current loan-to- market-value (LTMV) of
98.9%, (iii) the fact that 94.6% of the pool are loans with
portability option, which refers to the possibility of the
borrower to "port" his/her mortgage loan conditions to another
property, and (iv) the weighted average seasoning of 0.19 years
with the maximum vintage concentration of 99.2% in 2017.

The key drivers for the portfolio expected loss, which is higher
than the Dutch Prime RMBS sector average (0.9%) and is based on
Moody's assessment of the lifetime loss expectation, are (i) the
limited historical performance data for the originator's
portfolio; (ii) benchmarking with comparable transactions in the
Dutch RMBS market, and (iii) the current economic conditions in
the Netherlands.

-- Operational Risk Analysis

The servicer Quion is not rated by Moody's, which introduces
operational risk into the transaction. Operational risk is
mitigated by the appointment of a back-up servicer facilitator
(BNP Paribas Securities Services, Luxembourg Branch (part of BNP
Paribas, rated Aa3/P-1)) who will assist the Issuer in appointing
a back-up servicer on the best effort basis upon termination of
servicing agreement. The documentation also contains estimation
language if the servicer report is not available due to the
servicer disruption. In addition, Intertrust acts in the role of
cash manager.

-- Transaction structure

The transaction has the benefit of liquidity through a reserve
account fully funded at 1.36% of the rated notes' balance (1.34%
of the mortgage-backed notes' balance) which consists of five
sub-ledgers for each of the class A-G notes. Only the Class A
ledger will amortise subject to a floor of 50% of the initial
amount. Amortisation will occur subject to certain strict
conditions when the outstanding balance of mortgage loans is less
than 50% of the amount at closing (including the pre-funded
amount at closing). After the respective classes of notes have
amortised the corresponding reserve sub-ledgers will be equal to
zero and will be released to the principal waterfall. On legal
final maturity of the notes any remaining amounts will be
released to the principal waterfall. In addition, principal to
pay interest is available to pay the interest rate on the Class A
notes or for Class B to G notes in case they become the most
senior notes outstanding.

-- Interest Rate Risk Analysis

99.8% of the pool balance is comprised of fixed rate mortgage
loans with different reset frequencies. The notes pay three-month
EURIBOR, which means there is an interest mismatch in the
transaction. To mitigate the fixed-floating mismatch, the issuer
entered into swap agreement with the swap counterparty ING Bank
N.V. (Aa3/P-1/Aa3(cr)). However, this is not a typical Dutch swap
providing guaranteed excess spread in the transaction. The issuer
will pay to the swap counterparty the swap notional amount
multiplied by the swap rate plus the prepayment penalties for
fixed rate mortgage loans. In return, the Issuer will receive the
swap notional multiplied by the three-month EURIBOR rate. The
floating-rate loans are unhedged. Moody's has taken into
consideration the interest rate swap and the unhedged basis risk
arising from the floating rate loans in its cash flow modelling.

-- Stress Scenarios

Moody's Parameter Sensitivities: At the time the rating was
assigned, the model output indicated that the Class A notes would
have achieved Aa1(sf) rating if the expected loss was as high as
2.25% assuming MILAN CE increased to 15.0% and all other factors
remained the same. The Class B notes would have achieved A1(sf)
rating if the expected loss was as high as 2.25% assuming a MILAN
CE increased to 15.0% and all other factors remained the same.
The Class C notes would have achieved Baa2(sf) rating if the
expected loss was as high as 2.25% assuming MILAN CE increased to
15.0% and all other factors remained the same. The Class D notes
would have achieved Ba1(sf) rating if the expected loss was as
high as 2.25% assuming MILAN CE increased to 15.0% and all other
factors remained the same. The Class E notes would have achieved
Ba3(sf) rating if the expected loss was as high as 2.25% assuming
MILAN CE increased to 15.0% and all other factors remained the
same. The Class F notes would have achieved B2(sf) rating if the
expected loss was as high as 2.25% assuming MILAN CE increased to
15.0% and all other factors remained the same. The Class G notes
would have achieved Caa2(sf) rating if the expected loss was as
high as 2.25% assuming MILAN CE increased to 15.0% and all other
factors remained the same.

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

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

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

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

Factors that would lead to an upgrade of the ratings include
economic conditions being better than forecast resulting in
better-than-expected performance of the underlying collateral.

Factors that would lead to a downgrade of the ratings include
economic conditions being worse than forecast resulting in worse-
than-expected performance of the underlying collateral,
deterioration in the credit quality of the counterparties and
unforeseen legal or regulatory changes.

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

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



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


DIAPHORA3 FUND: March 27 Bid Deadline Set for Calcinato Portfolio
-----------------------------------------------------------------
Diaphora 3 Fund, in liquidation pursuant to Art. 57 TUF (Unified
Finance Act), is putting the following properties up for sale:

Calcinato (Brescia), property portfolio consisting of three
residential complexes, a building plot, site preparation works
and an area covered with spontaneuous plants, as described in the
valuation report dated July 1, 2016, drawn up by Dr. Alberto
Marinelli.

Price starts from EUR2,311,000.00, in addition to applicable
taxes.

The bid deadline is set for March 27, 2018, at noon (CET), with
bids to be submitted to Notary Marianna Rega in Via Giacomo
Matteotti 57, Calcinato (Brescia).

The date of sale is set for March 28, 2018, at 5:00 p.m. (CET),
at the Notary's office.

Details, procedure and sale regulations are available on
www.liquidagest.it



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


KAZAKHSTAN ENGINEERING: Fitch Affirms BB+ IDR, Off Watch Negative
-----------------------------------------------------------------
Fitch Ratings has affirmed JSC National Company Kazakhstan
Engineering's (KE's) Long-Term Issuer Default Rating (IDR) at
'BB+' and removed it from Rating Watch Negative (RWN), where it
was placed since 29 November 2017. The Outlook is Stable.

The affirmation reflects the application of Fitch's new
Government Related Entities Criteria.

KEY RATING DRIVERS

Strong Linkages with the Sovereign: Fitch views the linkage of KE
with its sole shareholder, the Kazakhstani State (BBB/Stable), as
strong due to the importance of the company to the State, as
underlined by historical equity injections, shareholder loans and
the involvement of the government in the operations of the
company.

Weak Standalone Rating: The rating of KE continues to be at low
non-investment grade level on a standalone basis due to its
limited business profile, negative free cash-flow (FCF)
generation, high leverage and barely adequate liquidity position.

Weak Financial Profile: KE's financial profile is volatile. It is
characterised by regularly negative FCF generation, weak
underlying profitability, large and volatile working-capital
swings and heavy investment needs. Given the expansion projected
by the company in the short- to medium-term, the capex
requirements are unlikely to be met from internally generated
cash and therefore Fitch expect equity injections from the
shareholder to cover most of the capex needs of the company.

Asset Sale Delayed: The sale of the non-core assets by KE was
once again delayed in 2017, which did not allow the company to
repay part of its domestic loan. However, KE was able to attract
a shareholder loan from JSC Sovereign Wealth Fund Samruk-Kazyna
(SK; BBB/Stable) at favourable rate. Fitch expect the
privatisation of the non-core assets to conclude in 2018-2019,
which would allow KE to repay the majority of its debt quantum.
If the asset sale is delayed further, Fitch expect additional
support from the government, including but not limited, to
shareholder loans, equity injections and other forms of tangible
support.

DERIVATION SUMMARY

KE's ratings are based on Fitch's Government-Related Entities
criteria and are notched down twice from the ratings of the
ultimate parent -- the Republic of Kazakhstan. The notching
reflects the support KE receives from the State in the form of
orders, equity injections and loans which demonstrate the
importance of the company to the State and its strong links with
the sovereign.

Most other Kazakh companies whose ratings incorporate state
support and which are notched down from the rating of the
sovereign, such as JSC National Company KazMunayGas (BBB-/Stable)
or Kazakhstan Electricity Grid Operating Company (KEGOC; BBB-
/Stable), are rated closer to that of the parent as they are in
sectors such as natural resources or utilities, which are
perceived as being more strategically important to the parent.

KEY ASSUMPTIONS

Fitch's Key Assumptions within Fitch Rating Case for the Issuer

- No change in support provided to KE by the government
- Double-digit revenue growth in 2017 driven by improved
   economic conditions and further sales increase to the defence
   sector, followed by mid-single-digit growth in 2018-2020
- EBITDA margin to improve to mid-single-digits from low single-
   digits over the medium term due to cost-cutting initiatives
   and increased government spending on defence
- Capex at around KZT5 billion p.a. over 2017-2020

RATING SENSITIVITIES

KE

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

- Positive change to the sovereign's ratings and Outlook
- Strengthening of support, such as a provision of written
   guarantees for KE's debt from the Kazakhstan Ministry of
   Finance, which would probably lead to closer rating linkage

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

- Negative change to the sovereign's ratings and Outlook;

- A weakening of support, such as a reduction in the state's
   shareholding in KE, waning commitment to and support of the
   company's projects, or an unfavourable change in the treatment
   by the state of KE relative to other state-owned companies,
   which could lead to a widening of the rating gap between
   Kazakhstan and KE.

Republic of Kazakhstan

The main factors that could, individually or collectively,
trigger negative rating action are:

- A weakening in the sovereign external balance sheet;

- Materialisation of significant contingent liabilities above
   those already identified from the banking sector on the
   sovereign balance sheet; and

- Policies that hamper fiscal consolidation or undermine
   monetary policy credibility.

The main factors that could, individually or collectively,
trigger positive rating action are:

- A sustained recovery in external and fiscal buffers;
- Sustainable improvement in the health of the banking sector;
   and
- Steps to reduce the vulnerability of the public finances and
   the economy to future oil price shocks.

LIQUIDITY

Liquidity Driven By Support: As of end-2017 KE's cash position
stood at around KZT9 billion while short-term loans amounted to
KZT7.1 billion, according to management. Fitch believes that due
to negative FCF generation, the cash position might not be
sufficient to repay the loans and therefore the company will
continue to rely on refinancing or financing from its
shareholder. The vast majority of the loans are provided by
Halyk-Bank of Kazakhstan (BB/Stable).

FULL LIST OF RATING ACTIONS

JSC National Company Kazakhstan Engineering

- Long-Term Foreign and Local Currency IDRs affirmed at 'BB+';
   off RWN; Outlook Stable

- Senior unsecured rating affirmed at 'BB+'; off RWN

- Short-Term Foreign Currency IDR affirmed at 'B'

- National Long-Term Rating affirmed at 'AA(kaz)'; off RWN;
   Outlook Stable

- National senior unsecured rating affirmed at 'AA(kaz)'; off
   RWN

- National Short-Term Rating affirmed at 'F1+(kaz)'



===========
L A T V I A
===========


ABLV BANK: Has Enough Assets to Cover Debts Under Liquidation
-------------------------------------------------------------
Gederts Gelzis at Reuters reports that Latvia's ABLV Bank, which
the European Central Bank (ECB) has ordered wound up, said on
Feb. 27 it had enough assets to cover its liabilities in full
under a voluntary liquidation plan.

The ECB said at the weekend that privately held ABLV is likely
unable to pay its debts or other liabilities as they fall due,
Reuters relates.

"We believe our bank will be able to settle with all of our
clients in full," Reuters quotes ABLV, Latvia's third-biggest
bank by assets, as saying in a statement.

"Voluntary liquidation is an important condition for it -- the
process has to be done as professionally and as transparently as
possible, given the history of Latvian insolvency and liquidation
processes."

ABLV, whose customers are mostly residents of the Commonwealth of
Independent States, was accused by U.S. authorities of large-
scale money laundering this month, leading clients to pull money
from the bank, Reuters discloses.

ABLV denies the accusations, Reuters notes.



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


EDML 2018-I: Fitch Assigns 'BB+(EXP)sf' Rating to Class G Notes
---------------------------------------------------------------
Fitch Ratings has assigned EDML 2018-I B.V.'s notes expected
ratings as follows:

Class A mortgage-backed floating-rate notes: 'AAA(EXP)sf';
Outlook Stable

Class B mortgage-backed floating-rate notes: 'AA-(EXP)sf';
Outlook Stable

Class C mortgage-backed floating-rate notes: 'A+(EXP)sf';
Outlook
Stable

Class D mortgage-backed floating-rate notes: 'A+(EXP)sf';
Outlook
Stable

Class E mortgage-backed floating-rate notes: 'A(EXP)sf'; Outlook
Stable

Class F mortgage-backed floating-rate notes: 'BBB+(EXP)sf';
Outlook Stable

Class G mortgage-backed floating-rate notes: 'BB+(EXP)sf';
Outlook Stable

Class H mortgage-backed floating-rate notes: not rated

Class RS excess spread notes: not rated

This is the third securitisation of prime Dutch mortgage loans
originated by Elan Woninghypotheken B.V., with warehouse funding
provided by Goldman Sachs Lending Partners LLC.

Credit enhancement (CE) for the class A notes is expected to be
10.8% at closing, provided by the subordination of the junior
notes and a reserve fund sized at 1.3% of the class A to H notes
balance at closing.

The assignment of final ratings is contingent on the receipt of
final documents conforming to information already received.

KEY RATING DRIVERS

Prime Mortgages; High LTVs: The funded portfolio is 3.2 months
seasoned and comprises prime mortgage loans. It features a lower
proportion of interest-only (IO) loans (29.8% of the portfolio)
than typically seen in Dutch RMBS, a high weighted average (WA)
original loan-to-market value (OLTMV) of 99.4% and self-employed
borrowers make up 5.5% of the total pool.

Loan Portability: 94.6% of borrowers in the pool have the option
to 'port' their mortgage balance and terms in case they move
home. The ported loan balance can be increased via an additional
loan part, subject to full re-underwriting of the loan.
Additional loan parts and further advances are limited, but
potential increases in OLTMVs as a result of downsizing are not.
To address this risk, Fitch has not given any credit to
increasing recoveries as a result of portfolio amortisation. This
constitutes a variation to criteria.

Structural Features: The class A to G notes each have an
allocated reserve fund (RF), funded through the RS notes. Only
the class A notes' RF can amortise. Interest on the class B-G
notes rank subordinated to their respective RF and can be
deferred if the respective class principal deficiency ledger
(PDL) is debited. The mismatch between the fixed rate loans
(99.8%) and the floating rate notes is hedged through a swap
agreement. However, the loan reset risk remains with the issuer,
and is assessed in line with Fitch's European RMBS Rating
Criteria.

Pre-Funding: Up to EUR104.5 million of further loans may be
acquired by the issuer up to and including the first payment date
in July 2018. Note over-issuance will be credited to a pre-
funding reserve to execute these further purchases. Fitch has
been provided with the closing pool of EUR395.5 million,
alongside an additional pool of EUR131.4 million containing
further loans identified for future sale (together, the full
pool). Fitch has analysed the transaction by reference to the
full pool.

VARIATIONS FROM CRITERIA

The transaction documentation envisages a limit on further
advances and additional loan parts to a quarterly equivalent of
1.5% (per year) of the note balance at the start of the note
payment date. However, the transaction documentation does not
limit the potential risk of borrowers releasing equity from their
properties by downsizing and increasing their LTMVs in a scenario
where the economic background deteriorates noticeably after
sustained property price growth. To address this risk, in its
cash flow analysis, Fitch did not account for loan amortisation
when projecting recoveries after a loan default. This constitutes
a variation from the European RMBS Rating Criteria, which states
that for annuity, linear, and savings mortgages, Fitch will
calculate a recovery rate for each year of the transaction life
after closing, projecting each loan's outstanding balance forward
using its amortisation profile.

RATING SENSITIVITIES

Material increases in the frequency of foreclosures and loss
severity on foreclosed receivables could produce losses larger
than Fitch's base case expectations, which in turn may result in
negative rating action on the notes. Fitch's analysis revealed
that a 30% increase in the WA foreclosure frequency, along with a
30% decrease in the WA recovery rate, would imply a downgrade of
the class A notes to 'AA+sf' from 'AAAsf'.



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


NOVO BANCO: Moody's Extends Review for Downgrade on Caa1 Rating
---------------------------------------------------------------
Moody's Investors Service has extended its review for downgrade
of Novo Banco, S.A.'s (Novo Banco) and its related entities, Caa1
long-term deposit ratings. The extension of the review reflects
the continued lack of visibility on the bank's final liability
structure following the completion of last year's liability
management exercise (LME). Moody's expects to conclude the review
process in the coming weeks and once Novo Banco's 2017 financial
statements have been published.

The rating review on the deposit ratings was initiated on April
5, 2017 and extended on October 6, 2017, following Novo Banco's
announcement on October 4, 2017 of the outcome of the LME on its
senior debt that fulfilled the target of raising capital in the
amount of EUR500 million.

The bank's standalone Baseline Credit Assessment (BCA) stands at
caa2 and the long-term senior unsecured debt ratings at Caa2 with
a positive outlook.

RATINGS RATIONALE

Moody's decision to extend the review for downgrade on Novo
Banco's Caa1 long-term deposit ratings reflects the continued
lack of visibility on the bank's final liability structure
following the completion of the LME, which will only be available
upon the publication of its 2017 financial statements.

Novo Banco's Caa1 deposit ratings on review for downgrade
reflect: (1) the bank's caa2 BCA; (2) the assessment of a low
probability of government support for the bank that results in no
further uplift for these ratings; and (3) the downside risks to
Novo Banco's deposit ratings stemming from the lower loss
absorption provided by the reduced volume of senior debt
resulting from the LME.

However, upon the completion of the LME, a large portion of the
bank's senior debt bonds that were purchased and redeemed
remained in the bank in the form of deposits. Moody's expects to
conclude the review process once it has sufficient information to
assess Novo Banco's most recent liability structure. In
concluding the rating review, the rating agency will also assess
the liability profile of the bank along with its near-term
funding plan.

WHAT COULD CHANGE THE RATINGS UP/DOWN

There is currently no upward pressure on Novo Banco's long-term
deposit ratings, as indicated by the review for downgrade.

The bank's deposit ratings could be stabilized at their current
level if the outcome of Moody's advanced Loss Given Failure (LGF)
analysis based on the bank's updated liability structure,
indicates a low loss- given-failure for deposits resulting in a
one notch of uplift from the BCA.

Novo Banco's deposit ratings could be downgraded to Caa2, in line
with the BCA, if the outcome of the rating agency's LGF analysis
indicates a higher loss-given-failure for the deposits stemming
from a lower volume of bail-in-able instruments.

PRINCIPAL METHODOLOGY

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



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


O1 PROPERTIES: S&P Lowers ICR to 'B', Outlook Negative
------------------------------------------------------
S&P Global Ratings said that it had lowered its long-term issuer
credit rating on Russian real estate investment company O1
Properties Ltd. to 'B' from 'B+.' The outlook is negative.
At the same time, S&P lowered its issue ratings on the notes
issued by O1 Properties Finance plc and O1 Properties Finance JSC
to 'B-' from 'B'.

The downgrade follows O1 Properties' proposal to restructure its
two local bonds and S&P's assessment that its liability
management is turning more aggressive. The rating action also
reflects the fact that O1 Properties' parent company O1 Group is
engaged in a series of legal actions initiated by one of its
nationalized banking creditors, Bank Otkritie Financial Co.,
creating an extra layer of uncertainty for the company.

O1 Properties is proposing to extend the maturity of its bonds--
the $150 million bond by three years and the $335 million bond by
five years. Both bonds are currently due in 2021. The proposal
will be discussed by the bondholders on Feb. 27; approval will
require a 75% majority. O1 Properties is also proposing to change
the bonds' currency to euros from dollars and to change the fixed
rate to a floating index.

S&P said, "We consider the proposed restructuring to be
opportunistic and not distressed, as it takes place three years
before the existing maturity dates, there is no reduction in par
value, and proposed offer is close to the original amount
promised, providing bondholders with economic parity. Moreover,
the proposed offer, if successful, does not have a material
impact on O1 Properties' current liquidity situation.

"At the same time, we consider that changing the original
conditions of the issued obligation in respect of term, currency,
and interest rate signals a more aggressive approach to the
company's managing of its obligations, which we think warrants a
reassessment of its credit quality. We understand that the
company doesn't have immediate plans for another debt
restructuring proposal, but we cannot exclude the risk that the
company could propose similar or more aggressive proposals, or
repurchase bonds in the secondary market below par." In addition,
O1 Properties' credit quality is under pressure from the ongoing
legal disputes between O1 Group and Bank Otkritie Financial Co.
regarding the bank's purchase of unsecured bonds issued by O1
Group's financial subsidiary and repayment of O1 Group's secured
loans to the bank.

A Russian court arrested one of O1 Properties' smaller office
properties (Nevis Business Center) and made an unsuccessful
attempt to arrest controlling shares of Cyprus-registered O1
Properties Ltd., owned by O1 Group and ultimately by Boris Mints.

The property and shares served as security for the loans from
Bank Otkritie Financial Co. to O1 Group. Recently, a Russian
court turned down O1 Properties' request to release the Nevis
Business Center.

There can be little certainty about the outcome of the legal
actions underway against O1 Group, which have proved longer and
more complex than S&P expected.

S&P said, "We fully recognize that O1 Properties is not itself a
party to these proceedings, but we note that there is a change-
of-control clause in the documentation of the $350 million
Eurobond issued by O1 Properties and due in 2021. At this stage,
we do not factor a change of control in our base-case scenario
for O1 Properties. There is also a guarantee provided by O1
Properties for the $175 million syndicated loan due in 2020
borrowed by O1 Group, which we already include in our calculation
of O1 Properties' credit metrics."

O1 Properties' operating performance is stabilizing. Portfolio
performance should be supported by declining vacancies in
Moscow's office market and steady market rent rates. The company
reported a 36% increase in new space leased and 66% growth in
overall leasing volumes in 2017 compared with 2016. The occupancy
vacancy level improved to 12% from 14% a year earlier and its
vacancy for prime properties in Moscow's central business
district is lower than 7%.

S&P said, "We believe that most of the potential rent declines in
the company's portfolio have already occurred and the average
rent is now close to the prevailing market rate, which we
estimate at $450-$550 per square meter per year for class A
office space in Moscow. O1 Properties' occupancy level is likely
to start improving toward 90%."

Most of O1 Properties' offices are in the center of Moscow and
the company's portfolio value has remained at about $3.7 billion
of income-producing assets with an average lease term of four
years. Large multinational companies contribute more than 70% of
total net operating income. The tenant base is well diversified
across industries. The company's share of developments is low, at
about 4% of the portfolio value.

O1 Properties benefits from a long-dated debt maturity profile
and only a small amount of debt amortizing in 2018. Its U.S.
dollar-denominated debt matches U.S. dollar-linked rental income.
The re-domination of the local bonds from U.S. dollar to euro and
the change of coupon to a floating rate could also expose O1
Properties to a modicum of currency and interest rate risks,
although we would expect the company to hedge these.

The rating remains constrained, in S&P's view, by high country
risk in Russia, which was particularly evident in the volatility
of the Russian ruble. The currency's 50% depreciation in 2014-
2015 put pressure on real estate investment trusts' tenants,
whose revenues depend on the local economy, but whose rent
contracts are linked to U.S. dollars.

S&P said, "We expect the company's S&P Global Ratings-adjusted
EBITDA interest coverage ratio to improve to about 1.3x-1.4x in
the coming years from 1.1x in the last 12 months to June 2017. In
our view, this will come from lower effective interest rates
after bank loans are renegotiated. We still expect the company's
ratio of debt to debt plus equity will remain higher than 70%,
excluding yield compression."

The $350 million unsecured debt issued by O1 Properties Finance
plc and the Russian ruble (RUB) 15 billion and RUB6 billion
unsecured debt issued by O1 Properties Finance JSC, which are all
guaranteed by O1 Properties are rated 'B-', one notch below the
issuer credit rating, because they rank behind a significant
amount of secured debt in the capital structure.

The negative outlook reflects that S&P may lower the rating if it
sees further deterioration of O1 Properties' credit quality, due
to aggressive liability management or deterioration of its
liquidity position.

A downgrade might furthermore result from negative developments
affecting O1 Group, in particular those resulting in material
negative implications for O1 Properties, such as the loss of any
key operating asset or possibly triggering a change-of-control
clause. S&P could also lower the rating if O1 Properties does not
maintain a ratio of EBITDA to interest in the 1.3x-1.4x range.

S&P said, "We would also lower the rating if there is pressure on
liquidity. This could happen if the company is unable to
refinance its upcoming debt maturities on time or needs to step
in as guarantor for O1 Group's $175 million syndicated loan if
this loan becomes due for repayment.

"We would also consider a downgrade if O1 Properties' interest
coverage ratio fell to about 1.0x as a result of rent declines or
higher interest rates and we came to the conclusion that interest
coverage metrics were unlikely to be restored in the coming
years.

"We could revise outlook to stable if we see that O1 Properties'
liquidity and liability management were becoming more
conservative, and if pressures on the rating reduced related to
legal actions involving O1 Group and concerns about the ultimate
ownership and asset base of O1 Properties."


TRANSFIN-M PC: S&P Alters Outlook to Pos. & Affirms 'B/B' Ratings
-----------------------------------------------------------------
S&P Global Ratings said that it has revised its outlook on
Russia-based leasing company TransFin-M PC to positive from
stable.

At the same time, S&P affirmed its 'B/B' long- and short-term
issuer credit ratings on the company

S&P said, "The outlook revision reflects our view that TransFin-M
has shown resilient performance through the cycle, managing
shocks in the economy and strengthening its market positions,
while maintaining solid lease portfolio quality. In particular,
we regard as positive TransFin-M's low credit losses through the
cycle, negligible amount of problem assets, quick turnaround of
foreclosed lease objects, ability to generate capital internally,
and its owner's commitment to providing capital to support
business growth."

TransFin-M's asset quality has improved materially since 2014,
exceeding the average of peers over the past two years. S&P
estimates that overdue contracts amounted to about 0.1% of the
gross portfolio at year-end 2017. Moreover, credit costs have
been historically low and stable over the past five years, at
about 1.4% of the lease portfolio, with no peaks during the
difficult 2014 and 2015. The company has demonstrated its ability
to quickly foreclose on equipment in the event of continued
nonpayment and lease it to other clients, thanks to its diverse
clientele, wide experience in the sector, and substantial market
share.

Nevertheless, the company's lease portfolio is highly
concentrated: As of Sept. 30, 2017, the railway sector represents
about 83% and the 20 largest exposures about 90% of the
portfolio. Although TransFin-M aims to gradually increase the
diversification of its portfolio, we expect that the railway
sector will remain dominant. S&P considers, however, that the
concentration risk is partly offset by the company's broad and
long-standing expertise in the railway sector.

At the same time, TransFin-M benefits from its owner's commitment
in terms of capital support. Over 2017, the company converted
into equity the first tranche of its RUB3.0 billion mandatory
convertible bonds program and received a RUB3 billion equity
injection. S&P said, "We expect conversion of the remaining
convertible bonds issued in 2015-2016 (held by the owner) will
further increase common equity by RUB7.0 billon by year-end 2019.
We think the optional conversion feature of these bonds provides
TransFin-M with loss-absorption capacity as long as it remains a
going concern, which is consistent with our assignment of
intermediate equity content to these instruments. Therefore,
before the bonds' conversion, we include them in our calculation
of total adjusted capital up to an amount equal to 33% of
TransFin-M's consolidated adjusted common equity. As a result, we
project our risk-adjusted capital ratio for TransFin-M will stay
at 7.3%-7.5% in the next 12-18 months, leading us to revise our
capital and earnings assessment to adequate from moderate." This
is supported by the company's high operational efficiency and
stable net income of about 1.8% of average assets over the past
five years."

S&P said, "We expect TransFin-M's capital will be sufficient to
back moderate 10%-12% lease portfolio growth per annum over the
next 12-18 months, in line with market growth, with the net
interest margin close to the current level of about 5%. The
projected growth is in line with a rebound in the railway
transportation sector and increased rental tariffs on most types
of rail cars. At the same time, we expect that the company's
portfolio quality will not deteriorate, given the business'
growth prospects, management's expertise, and cautious approach
to risk-taking over the cycle. Hence, we expect that credit
losses will not exceed 1.5% of average net investments in leases,
and nonperforming leases will stay below 1% of the portfolio."

TransFin-M's stable funding ratio has exceeded 80% over the past
four years and stood at 77% at midyear 2017, based on
quantitative metrics. S&P said, "At the same time, we note that
the company adequately balances the maturity of its assets and
liabilities, effectively managing its liquidity gap. The company
also generates enough cash inflows to cover interest payments and
other costs on a monthly basis in our base-case scenario. In
addition, our cash flow analysis shows that TransFin-M's minimum
liquidity coverage indicator shows that it covers its monthly
requirements by 2.0x on average over a 12-month period. Our
overall assessment is also supported by the availability of
liquidity support from the owner."

S&P said, "The one-notch adjustment we factor into our long-term
rating on TransFin-M reflects the tangible ongoing benefits from
the company's current ownership, compared with peers without a
supportive shareholder. These benefits translate into
structurally stronger metrics than peers' and, in particular,
greater predictability and resilience of the business and
financial profiles, especially during periods of stress.

"The positive outlook on TransFin-M reflects our expectation
that, over the next 12 months, the company will continue to
generate stable earnings and demonstrate lower losses in the
leasing portfolio than peers, while maintaining a solid market
position.

"We could consider raising the ratings if TransFin-M continues
demonstrating resilient performance while preserving better lease
portfolio quality than peers, with credit losses staying below
1.5% of average net lease investments and nonperforming leases no
higher than 1% over the next 12-18 months. We could also consider
an upgrade if TransFin-M's capitalization improved substantially
beyond our current expectation.

"We could revise the outlook to stable in the next 12 months if
uncontrolled growth led to deterioration of the leasing
portfolio's credit quality, putting pressure on the company's
profitability. We could consider a downgrade if TransFin-M stops
receiving ongoing support from its owner, thereby straining its
funding and liquidity positions, which is not our base-case
scenario, however."



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


FONCAIXA FTGENCAT 3: Moody's Hikes Rating on Cl. D Notes to Ba1
---------------------------------------------------------------
Moody's Investors Service has upgraded the tranche D in a Spanish
ABS SME transaction, FONCAIXA FTGENCAT 3, FTA. The rating action
reflects the increased level of credit enhancement for the notes,
as a result of the deleveraging of the transaction following
repayment of the underlying collateral.

Issuer: FONCAIXA FTGENCAT 3, FTA

-- EUR449.3M (Current outstanding amount of EUR35.2M) Class A(G)
    Notes, Affirmed Aa2 (sf); previously on Jan 23, 2015 Upgraded
    to Aa2 (sf)

-- EUR10.7M Class B Notes, Affirmed Aa2 (sf); previously on Oct
    20, 2015 Upgraded to Aa2 (sf)

-- EUR7.8M Class C Notes, Affirmed A1 (sf); previously on Jul
    27, 2017 Upgraded to A1 (sf)

-- EUR6.5M Class D Notes, Upgraded to Ba1 (sf); previously on
    Mar 10, 2017 Upgraded to Ba3 (sf)

-- EUR6.5M Class E Notes, Affirmed C (sf); previously on Nov 16,
    2005 Definitive Rating Assigned C (sf)

FONCAIXA FTGENCAT 3, FTA is a static cash securitization of SME
loan receivables originated by CaixaBank, S.A. (Baa2/P-2) and
granted to the small and medium-sized enterprises (SME) domiciled
in Spain.

RATINGS RATIONALE

The rating action is prompted by deal deleveraging resulting in
an increase in credit enhancement for the affected tranches.

Sequential amortization and non-amortizing reserve funds led to
the increase in the credit enhancement available in the
transaction.

For instance, the credit enhancement of the class D notes now
increased to 10.79% from 9.69% in July 2017 in FONCAIXA FTGENCAT
3, FTA.

Revision of Key Collateral Assumptions

As part of the rating action, Moody's reassessed its default
probability and recovery rate assumptions for the portfolio
reflecting the collateral performance to date.

Moody's maintained default probability assumption at 17% and
fixed recovery rate of 55%. These assumptions together with
portfolio credit enhancement of 26.60% result in coefficient of
variation of 66.35%.

The performance of the transaction has continued to be stable
over the past year.

In FONCAIXA FTGENCAT 3, FTA, total delinquencies with 90 days
plus arrears currently stand at 3.29% of current pool balance,
compared to 3.97% a year ago.

Counterparty Exposure

The rating action took into consideration the notes' exposure to
relevant counterparties, such as servicer, account banks or swap
providers.

Moody's considered how the liquidity available in the
transactions and other mitigants support continuity of notes
payments, in case of servicer default, using the CR Assessment as
a reference point for servicers. Moody's also assessed the
default probability of the account bank providers by referencing
the bank's deposit rating.

Moody's assessed the exposure to the swap counterparties. Moody's
considered the risks of additional losses on the notes if they
were to become unhedged following a swap counterparty default by
using CR Assessment as reference point for swap counterparties.

Principal Methodology

The principal methodology used in these ratings was "Moody's
Global Approach to Rating SME Balance Sheet Securitizations"
published in August 2017.

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

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

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



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


BARCLAYS PLC: Moody's Puts Ba2 Pref. Stock Rating on Review
-----------------------------------------------------------
Moody's Investors Service placed the Baa2 long-term issuer and
senior unsecured debt ratings, and the Prime-3 short-term issuer
ratings of Barclays PLC (Barclays) on review for downgrade.

The baa2 standalone baseline credit assessment (BCA), the A1
long-term deposit and senior unsecured debt ratings, the Prime-1
short-term deposit ratings and the A1(cr) long-term Counterparty
Risk (CR) assessment of the group's main operating entity
Barclays Bank PLC (Barclays Bank), were also placed on review for
downgrade. Barclays Bank's Prime-1(cr) short-term CR assessment
was affirmed.

"The review for downgrade on Barclays reflects the group's
ongoing credit weaknesses and likely impact of ring-fencing
implementation, which have been the main drivers for the negative
outlook since last September", said Mr. Andrea Usai, Senior Vice
President at Moody's.

During the review, the rating agency will reassess Barclays'
overall credit profile given its ongoing credit challenges,
particularly profitability, and evaluate the likely impact on the
existing creditors of Barclays and Barclays Bank from the
implementation of structural reforms ('ring-fencing') in the
United Kingdom (Aa2 stable). Moody's expects to conclude the
review over the next few weeks, when Barclays plans to transfer
the group's ring-fenced operations to Barclays Bank UK PLC
(Barclays Bank UK, provisional deposit rating (P)A1) from
Barclays Bank, well ahead of the legislation coming into force on
January 1, 2019.

RATINGS RATIONALE

Barclays is reorganising its legal structure as a result of the
forthcoming requirement to separate its domestic retail and
business banking businesses from its other operations, under the
UK's ring-fencing rules. Ring-fencing regulation aims to make
economically vital banking services more resilient to financial
shocks and will affect a small number of large UK banking groups,
including Barclays.

Barclays' management has indicated that on April 1, 2018 Barclays
Bank will become the group's non-ring-fenced bank. As such, its
existing UK retail and business banking activities will be
transferred to the newly formed ring-fenced bank, Barclays Bank
UK. Barclays Bank will thus become more reliant on riskier
wholesale and capital markets activities, increasing its risk
profile and earnings volatility, as well as its dependence on
wholesale funding, though its funding profile will remain
diversified. These factors will lead to a weaker standalone
credit profile for Barclays Bank.

During the review, Moody's will reassess the standalone credit
profiles of both Barclays Bank, following the transfer of ring-
fenced activities to Barclays Bank UK, and the broader Barclays
group. This will include whether the degree of diversification of
the group's operations going forward will generate a level of
stable profits that is sufficient to maintain the one-notch
positive adjustment for Business Diversification, currently
included in the BCA for Barclays Bank.

Moody's currently expresses the credit profile of the overall
Barclays group through the baa2 BCA of Barclays Bank, accounting
for the vast majority of the group's total assets, which is under
negative pressure and will be reassessed during the review
period.

Barclays Bank's baa2 BCA is currently supported by the group's
(1) strong franchises in UK retail, business banking and global
credit cards; (2) strong loan quality, which is partly offset by
tail risks from residual legacy assets, and pending high-profile
litigations; (3) improved regulatory capitalisation, albeit
potentially subject to various high-profile outstanding conduct
and litigation issues; and (4) diversified funding and sound
liquidity. The group's credit profile is however constrained by
weak net profitability, which the rating agency expects to
persist over the next 12-18 months, as well as the risks stemming
from the group's sizeable capital markets activities, carrying
market, counterparty and operational risks. Moody's expects that
activities will expose the firm to higher earnings volatility.

As a result of ring-fencing implementation and the transfer of
the retail and business banking business to Barclays Bank UK from
Barclays Bank, Moody's will, for the first time, assign a
separate notional BCA to the broader Barclays group. This will
reflect the combined standalone credit profiles of the group's
two main subsidiaries Barclays Bank and Barclays Bank UK, which
will account for around 80% and 20% respectively of the group's
total assets, post ring-fencing implementation.

The rating agency will also evaluate the expected loss for each
instrument class issued by Barclays, Barclays Bank and Barclays
Bank UK through its advanced Loss Given Failure (LGF) analysis.
Moody's currently performs a single advanced LGF analysis on the
Barclays' group, which includes all entities of the group that
are domiciled in the UK. However, ring-fencing implementation
will result in Moody's performing separate advanced LGF analysis
for the holding company Barclays and the two main UK operating
companies, Barclays Bank and Barclays Bank UK. The advanced LGF
analysis for Barclays Bank and Barclays Bank UK will consider the
degree of protection, which their creditors will derive from
bail-in-able liabilities issued both to external investors and
directly to Barclays. The outcome of the respective advanced LGF
analysis for Barclays, Barclays Bank and Barclays Bank UK will
also be informed by Moody's estimated loss rate for each of these
entities at the point of failure.

As part of its support analysis, Moody's will also assess whether
Barclays Bank will benefit from any affiliate support from
Barclays Bank UK, taking into account the limitations to
transfers of financial resources across the group, following
ring-fencing implementation.

Finally, Moody's will assess the likelihood of a continued
assumption of a moderate probability of government support for
Barclays Bank, as the group's non ring-fenced bank.

WHAT COULD MOVE THE RATINGS UP/DOWN

The review for downgrade on the ratings for Barclays and Barclays
Bank indicates that there is a likelihood of rating downgrades
upon conclusion of the review.

The ratings for Barclays Bank could be downgraded following a
downgrade of its baa2 BCA, a weaker assessment of creditor
protection resulting from the advanced LGF analysis or a
reduction of Moody's assessment of probability of government
support assumptions. Barclays Bank's baa2 standalone BCA could be
downgraded due to both ongoing credit weaknesses and the planned
transfer of its existing retail and business banking activities
to Barclays Bank UK, further weakening its standalone credit
profile. As Moody's indicated previously, Barclays Bank's BCA
could also be downgraded in case of: (1) a deterioration in the
operating environment beyond Moody's current expectations, (2)
conduct and litigation charges that are materially higher than
Moody's current estimates, (3) an increase in risk appetite or
leverage, and (4) a material deterioration in the group's
liquidity or capital positions.

Barclays Bank's ratings could be confirmed if Moody's were to
conclude that the group's current credit weaknesses were likely
to be addressed over the short- to medium term, including
restoring profitability on a sustainable basis.

The ratings for Barclays could be downgraded, following Moody's
assessment of a weaker standalone credit profile of the group,
given its ongoing credit challenges, or if it were to assess that
its creditors were to be impacted by lower protection, as part of
its advanced LGF analysis assessment.

The ratings for Barclays could be confirmed if Moody's were to
assess that its credit weakness would be addressed in the short-
to medium-term, or that these would be mitigated by excess
financial resources, which it may hold at the level of the
holding company.

LIST OF AFFECTED RATINGS

Issuer: Barclays Plc

Placed On Review for Downgrade:

-- LT Issuer Rating, currently Baa2, Outlook changed To Rating
    Under Review From Negative

-- ST Issuer Rating, currently P-3

-- Senior Unsecured Regular Bond/Debenture, currently Baa2,
    Outlook changed To Rating Under Review From Negative

-- Subordinate, currently Baa3

-- Pref. Stock Non-cumulative, currently Ba2 (hyb)

-- Senior Unsecured MTN Program, currently (P)Baa2

-- Subordinate MTN Program, currently (P)Baa3

-- Other Short Term Program, currently (P)P-3

-- Senior Unsec. Shelf, currently (P)Baa2

-- Subordinate Shelf, currently (P)Baa3

-- Commercial Paper, currently P-3

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays Bank PLC

Placed On Review for Downgrade:

-- LT Issuer Rating, currently A1, Outlook changed To Rating
    Under Review From Negative

-- LT Bank Deposits, currently A1, Outlook changed To Rating
    Under Review From Negative

-- ST Bank Deposits, currently P-1

-- Senior Unsecured Regular Bond/Debenture, currently A1,
    Outlook changed To Rating Under Review From Negative

-- Subordinate, currently Baa3

-- Junior Subordinate, currently Ba1 (hyb)

-- Senior Unsec. Shelf, currently (P)A1

-- Pref. Stock, currently Ba1 (hyb)

-- Pref. Stock Non-cumulative, currently Ba2 (hyb)

-- Senior Unsecured MTN Program, currently (P)A1

-- Subordinate MTN Program, currently (P)Baa3

-- Other Short Term Program, currently (P)P-1

-- LT Deposit Note/CD Program, currently (P)A1

-- Commercial Paper, currently P-1

-- BACKED Commercial Paper, currently P-1

-- Other Short Term, currently P-1

-- Adjusted Baseline Credit Assessment, currently baa2

-- Baseline Credit Assessment, currently baa2

-- LT Counterparty Risk Assessment, currently A1(cr)

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays Bank PLC, Australia Branch

Placed On Review for Downgrade:

-- Senior Unsecured Regular Bond/Debenture, currently A1,
    Outlook changed To Rating Under Review From Negative

-- Senior Unsecured MTN Program, currently (P)A1

-- Other Short Term Program, currently (P)P-1

-- Commercial Paper, currently, P-1

-- LT Counterparty Risk Assessment, currently A1(cr)

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays Bank of Canada

Placed On Review for Downgrade:

-- BACKED Commercial Paper, currently P-1

-- LT Counterparty Risk Assessment, currently A1(cr)

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Issuer: Barclays Bank plc Hong Kong

Placed On Review for Downgrade:

-- LT Counterparty Risk Assessment, currently A1(cr)

-- Commercial Paper, currently P-1

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Issuer: Barclays Bank plc, Cayman Branch

Placed On Review for Downgrade:

-- Commercial Paper, currently P-1

Issuer: Barclays Bank PLC, New York Branch

Placed On Review for Downgrade:

-- LT Counterparty Risk Assessment, currently A1(cr)

-- Commercial Paper, currently P-1

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays Bank PLC, Paris

Placed On Review for Downgrade:

-- LT Bank Deposits, currently A1, Outlook changed To Rating
    Under Review From Negative

-- ST Bank Deposits, currently P-1

-- Senior Unsecured MTN Program, currently (P)A1

-- LT Counterparty Risk Assessment, currently A1(cr)

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays Bank PLC, Singapore

Placed On Review for Downgrade:

-- Commercial Paper, currently P-1

-- LT Counterparty Risk Assessment, currently A1(cr)

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Issuer: Barclays Bank PLC, Tokyo

Placed On Review for Downgrade:

-- Commercial Paper, currently P-1

-- LT Counterparty Risk Assessment, currently A1(cr)

Affirmations:

-- ST Counterparty Risk Assessment, Affirmed at P-1(cr)

Issuer: Barclays US Funding LLC

Placed On Review for Downgrade:

-- BACKED Commercial Paper, currently P-1

Issuer: Barclays Capital (Cayman), Ltd.

Placed On Review for Downgrade:

-- BACKED Senior Unsecured MTN Program, currently (P)A1

-- BACKED Subordinate MTN Program, currently (P)Baa3

-- BACKED Other Short Term Program, currently (P)P-1

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays Financial LLC

Placed On Review for Downgrade:

-- BACKED Senior Unsecured MTN Program, currently (P)A1

-- BACKED Other Short Term Program, currently (P)P-1

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays Overseas Investment Company B.V.

Placed On Review for Downgrade:

-- BACKED Junior Subordinate, currently Ba1 (hyb)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative

Issuer: Barclays US CCP Funding LLC

Placed On Review for Downgrade:

-- Commercial Paper, currently P-1

Issuer: Woolwich plc

Placed On Review for Downgrade:

-- BACKED Subordinate, currently Baa3

-- BACKED Junior Subordinate, currently Ba1 (hyb)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Negative


ELDON STREET: March 16 Proofs of Debt Deadline Set
--------------------------------------------------
Pursuant to Rules 14.29 of the Insolvency (England and
Wales) Rules 2016, Derek Anthony Howell, Anthony Victor Lomas,
Steven Anthony Pearson, Julian Guy Parr, Gillian Eleanor Bruce,
the Joint Administrators of Eldon Street Holdings Limited, intend
to declare an eighth interim dividend to unsecured non-
preferential creditors within two months from the last date of
proving, being March 16, 2018.

Such creditors are required on or before that date to submit
their proofs of debt to the Joint Administrators thru mail at:

   PricewaterhouseCoopers LLP
   Attn: Diane Adebowale
   7 More London Riverside, London SE1 2RT
   United Kingdom

or by email to lehman.affiliates@uk.pwc.com

Persons so proving are required, if so requested, to provide such
further details or produce such documents or other evidence as
may appear to the Joint Administrators to be necessary.

The Joint Administrators will not be obliged to deal with proofs
lodged after the last date for proving but they may do so if they
think fit.

Creditors who wish to have dividend payments made to another
person or who have assigned their entitlement to someone else are
asked to provide formal notice to the Joint Administrators.

For further information, contact details, and proof of debt
forms, please visit http://www.pwc.co.uk/services/business-
recovery/administrations/lehman/esh-ltd-in-administration.html

Alternatively, one may call Diane Adebowale on +44(0)20-7212-
3515.

The Joint Administrators were appointed on December 9, 2008.


ENQUEST PLC: S&P Affirms 'B-' ICR on Strong Growth Prospects
------------------------------------------------------------
S&P Global Ratings said that it has affirmed its 'B-' long-term
issuer credit rating on U.K.-based oil and gas exploration and
production company EnQuest PLC. The outlook is positive.

S&P said, "We also raised our issue rating on EnQuest's senior
unsecured notes to 'B-' from 'CCC+'. We revised the recovery
rating on these notes to '4' from '5' to reflect our expectation
of about 40% recovery (up from 20%) in the event of a payment
default.

"At the same time, we are removing all the ratings from
CreditWatch, where we placed them with negative implications on
Sept. 8, 2017.

"The rating actions stem from our view that EnQuest has the
capacity to reduce leverage in 2018. Increasing production and
relatively high oil prices since we placed the ratings on
CreditWatch negative have meaningfully improved EnQuest's
liquidity position. We anticipate that EnQuest will meet its
production targets for 2018 on the back of already high output at
the Kraken field, which yielded 35,000 barrels of oil equivalent
per day (boepd) in January. This could pave the way for stronger
financial performance and debt reduction that could lead us to
raise the ratings in the coming 12 months. Although we anticipate
a material improvement in credit metrics over that period, we are
mindful of the continuing uncertainty regarding oil prices and
overall production levels."

The reduction of absolute debt is an important prerequisite for
an upgrade, because the Kraken field has not yet demonstrated
stable production of about 50,000 boepd and the company remains
largely dependent on oil prices; with only about 20% of 2018
production hedged at $60 per barrel. In addition, S&P notes
Malaysian production is under a production-sharing contract and
therefore less sensitive to oil prices. As such, S&P anticipates
deleveraging of the balance sheet only in October this year, when
$270 million in term debt is due. A solid track record of meeting
production targets is essential for EnQuest's liquidity position
to remain at least adequate, allowing for repayment of maturing
debt with increased funds from operations (FFO).

S&P said, "The positive outlook reflects the possibility that we
could raise our rating on EnQuest during the coming 12 months as
the company delivers higher production and focuses on
deleveraging its balance sheet. We anticipate adjusted debt to
EBITDA of about 4x in 2018 and FFO to debt approaching 15%-20%
with a gradual improvement, since we estimate debt to EBITDA at
above 6x at year-end 2017.

"We could raise the rating on EnQuest over the next 12 months if
production at Kraken stabilizes at 50,000 boepd, allowing for a
comfortable liquidity position ahead of the $270 million
amortization payment in October 2018. This will also depend on
oil prices being at least $60/bbl or higher. FFO to debt of about
20% and debt to EBITDA of 3x-4x would be commensurate with an
upgrade.

"We could revise the outlook to stable if production at the
Kraken field did not stabilize at close to 50,000 beopd, if the
group's overall production did not increase substantially over
the next 12 months, or if oil prices dropped materially below our
$60/bbl assumption for 2018."


LADBROKES CORAL: Fitch Puts 'BB' IDR on Rating Watch Positive
-------------------------------------------------------------
Fitch Ratings has placed UK gaming operator Ladbrokes Coral Group
Plc's (Ladbrokes Coral) Issuer Default Rating (IDR) of 'BB' and
senior unsecured note rating of 'BB' on Rating Watch Positive
(RWP). Fitch has also affirmed Ladbrokes Coral's Short-Term IDR
at 'B'.

The rating actions follow the announcement that the board of
Ladbrokes Coral has agreed to a takeover of the group by GVC
Holdings plc (GVC), and the launch of a consent solicitation
process for the group's outstanding bonds by Ladbrokes Coral.
This was announced on 13 February 2018 and proposes aligning the
financing arrangements of the combined group once the acquisition
completes. There are three requests under the consent
solicitation. The first is that the noteholders waive the
requirement for the issuer to redeem the notes at 101%, which
will be triggered by the change of control of the Ladbrokes Coral
Group (but not rights in respect of any future change of control
events). The second is to substitute Ladbrokes Coral Group plc as
a guarantor of the notes with GVC Holdings plc (which will become
the ultimate owner of Ladbrokes Coral), while Ladbrokes Coral
group would be designated as an additional guarantor. Finally,
the third is to give the same security package to the Ladbrokes
bond holders as provided to GVC's lenders, thus aligning all
outstanding debt such that it ranks pari passu.

The RWP reflects Fitch opinion that the combined group's enhanced
geographic diversification combined with both retail and digital
betting offerings, and solid profitability including some future
cost savings from the acquisition could lead to an upgrade of no
more than one notch to 'BB+'.

Fitch's view includes a slightly weaker financial structure after
the completion of the acquisition, but given the Contingent Value
Right (CVR) mechanism associated with the outcome of the Machines
Triennial Review in the UK, the exposure of the merged group in
the event of a low maximum betting stake would be limited. The
RWP on the senior unsecured notes is contingent on consent being
granted by the bond holders.

Fitch expects to resolve the RWP upon the completion of the
takeover by GVC.

KEY RATING DRIVERS

Stronger Business Profile: The combination of GVC with Ladbrokes
Coral (BB/RWP) will create one of the leading gaming operators in
the world, with a stronger business profile than either would
likely be able to achieve individually through organic growth.
The group will benefit from owning numerous brands providing
betting and gaming services across multiple geographies in
Europe, as well as sizeable operations in Australia. It will also
hold licences in the US, positioning the group well for any
future liberalisation of this market.

Fitch views the combination of retail and digital as positive
from a credit perspective, and believe that Ladbrokes Coral's
strong multi-channel offer could provide more growth
opportunities for GVC, as it has grown successfully over the past
few years. The size of the business will position the group to
benefit from economies of scale and to benefit from an industry
that is becoming more competitive and tightly regulated all the
time, whether through further consolidation or taking market
share from smaller players which are struggling with the changes.

Track Record Reduces Execution Risks: The management teams of
both GVC and Ladbrokes Coral have a strong track record of
integrating mergers and acquisitions successfully in the past,
and so Fitch believe that a combination of the two will lead to
reduced risks regarding the integration and the realisation of
synergies. However, given the size of the deal as well as the
gaming machines review and other possible regulatory changes,
Fitch do not rule out slower integration. Fitch do not expect
significant opposition from the competition authorities because
of the competitiveness of the UK online gaming market.

Diversified End-Markets: The combined business profile will
benefit from enhanced geographic diversification, with over 90%
of revenues being generated from regulated or taxed markets,
following the disposal of GVC's Turkish operations last year. The
addition of Ladbrokes Coral to the group will add a strong market
position in the UK as well as good positions in the Italian and
Australian gaming markets. This reduces the risks associated with
regulatory changes in individual jurisdictions, thus providing
greater visibility on profits. The enlarged group will also
combine both retail and digital betting offerings. This will
enhance its ability to improve brand and product awareness, as
well as customer retention through enhanced multi-channel and
marketing initiatives.

Synergies Drive Improved Profitability: Management has guided to
roughly GBP100 million of cost savings from this combination to
be phased in over the next four years or so. The major component
of these will be from technology savings, given GVC's own
proprietary technology. However, the benefit from this is limited
until 2021 due to outstanding contracts between Ladbrokes Coral
and Playtech. These benefits could come sooner should GVC reach
an agreement with Playtech for earlier termination. Given these
cost savings plus some top-line growth, Fitch forecast that
combined pro forma EBITDA margins will improve from 22.7% this
year towards over 25.5% by 2020.

Uncertain Regulatory Environment: The gaming industry can be
subject to changes in regulation that can impact the
competitiveness of operations or issuers' profitability, but
which can also open up new opportunities. The UK Gaming Machines
Triennial Review will impact all large retail operators in the
UK, the potential introduction of a state-wide point of
consumption tax in Australia may lead to lower profitability in
that region, while licence renewals in Italy could lead to some
uncertainty and lumpiness of capex.

CVR Reduces Triennial Review Impact: GVC has considered the
outcome of the Triennial Review on Gaming Machines in the final
purchase consideration, with a limit of GBP2 on 'B2' content
machines resulting in no additional consideration, while a limit
of GBP50 could lead to an additional GBP827 million cash
consideration. This would be funded through loan notes that will
be structured in a way that will incentivise the group to
refinance them as soon as possible after issuance to avoid
accruing PIK interest. While the GBP50 outcome would lead to a
higher leverage in the short term, Fitch believes that this
additional financial risk would be balanced by an enhanced
business profile.

Strong Cash-Generation Capability: Fitch forecasts that the
combined group should be able to generate very strong free cash
flow (FCF) margins for the current rating category, even after
sizeable dividends which will allow for good deleveraging
prospects coupled with an improving liquidity profile. Fitch
expects that the main driver of the improvements will be top-line
growth coupled with improvements in profitability from the cost
savings. The group has a track record of generous shareholder
returns, and Fitch expects that this may continue but given
management's commitment to a Net Debt/EBITDA target of below 2.0x
in the long term, Fitch expects that the group may look to repay
debt to move towards this level initially.

Improving Financial Headroom: Given the combined group's
excellent cash generation, Fitch forecasts that it will be able
to deleverage over the rating horizon, with FFO adjusted net
leverage expected to fall from a high of 4.4x in 2018 to about
3.4x by 2020. Fitch expects that this will be achieved partly
through improved funds from operations (FFO) generation, but also
through some gross debt repayments after assuming some drawings
under the RCF to cover the refinancing of the loan notes
associated with the CVR mechanism. Fitch expect that FFO fixed
charge coverage will be quite strong for the current rating.

DERIVATION SUMMARY

The combination of GVC and Ladbrokes Coral will create the
largest European gaming operator, mixing a mature retail channel
with a growing online product. The combination of the two groups
will create a business profile commensurate with that of a low
investment-grade Issuer, while profitability and financial
flexibility are also considered quite strong. However, the
group's leverage will initially be at the lower end of what is
expected in the 'BB' category, and slightly higher than of
closest peer William Hill (NR) as well as other rated gaming
operators Crown Resorts Limited (BBB) and Las Vegas Sands (BBB-).
There are some execution risks associated with the combination of
the two businesses, but should the expected synergies and
deleveraging come through leading to an improved financial
structure, an upgrade to investment grade could be considered in
the future.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the combined
group:

- Good top-line growth in the group's online businesses
   offsetting lower staking in the retail business, and a
   significant reduction in machines staking from 2019 onwards as
   a result of lower staking limits

- Fitch base case assumes a GBP20 'B2' staking limit impacting
   operations from 2019

- Combined group pro forma EBITDA margin of about 22.5% in 2018,
   improving to over 25.5% in 2020 as synergies are realised and
   the group sees some organic growth

- Fitch assume that the group reaches synergies of GBP50 million
   out of the planned GBP56 million by 2020

- Slight annual working-capital outflows with receivables from
   payments processers growing faster than monies owed to
   customers

- Capex for the combined group between EUR170-210 million over
   the next three years

- Dividends increasing progressively towards about EUR200
   million

- Some small bolt-on acquisitions considered

- A new large acquisition would be considered as event risk

- Drawings under the RCF combined with cash on balance sheet to
   fund the refinancing of the loan notes for the CVR in the
   GBP20 scenario, with some repayments within this facility from
   internally generated cash thereafter

- EUR187 million of cash set aside from 2018 onwards due to
   ongoing tax dispute in Greece

RATING SENSITIVITIES

Developments that May, Individually or Collectively, Lead to
Positive Rating Action

- Completion of the takeover of Ladbrokes Coral Group plc by GVC
   Holdings plc

- Confirmation that the benefits and characteristics of the
   acquisition and future group structure are in line with the
   announcements made by both companies since the announcement of
   the takeover in December 2017

Developments that May Lead to an Affirmation of the Rating at the
Current Level:

- The takeover of Ladbrokes Coral Group plc not completing

LIQUIDITY

Ladbrokes Coral Strong Liquidity: Ladbrokes Coral standalone has
adequate liquidity, with GBP224 million in undrawn facilities and
around GBP53 million of cash on balance sheet (excluding customer
funds which Fitch consider restricted cash), sufficient in
relation to around GBP176 million of short term debt as of 30
June 2017.

After closing of the acquisition, Fitch forecasts that the
combined group's liquidity will remain adequate under Fitch base-
case scenario of a GBP20 outcome from the triennial review. Fitch
expects good internal cash generation following the takeover, and
that the group will look to maintain some cash on its balance
sheet after considering dividends and some early debt repayments.

This will be backed up by undrawn commitments under the committed
RCF, the amount of which will vary depending on the outcome of
the Triennial Review. Fitch considers client funds and cash held
for prize pools as not readily available for debt repayment and
so exclude them from the cash balances for the group.

Under its base rating case, Fitch assumes that the group will
need to use internally generated cash as well as some drawings
under the committed RCF to fund a refinancing of the loan notes
that will be issued to pay for the CVR. The group may also have
to pay a tax bill of roughly EUR187 million to the Greek
government dating back to 2010/11, so Fitch consider this amount
as restricted cash. The group may need to find additional
liquidity in the instance of a GBP50 outcome in the Triennial
Review.


LEHMAN BROTHERS PTG: March 16 Proofs of Debt Deadline Set
---------------------------------------------------------
Pursuant to Rules 14.29 of the Insolvency (England and
Wales) Rules 2016, Derek Anthony Howell, Anthony Victor Lomas,
Steven Anthony Pearson, Julian Guy Parr, Gillian Eleanor Bruce,
all Joint Administrators of Lehman Brothers (PTG) Limited, intend
to declare an eighth interim dividend to unsecured non-
preferential creditors within two months from the last date of
proving, being March 16, 2018.

Such creditors are required on or before that date to submit
their proofs of debt to:

  PricewaterhouseCoopers LLP
  Joint Administrators
  7 More London Riverside,
  London SE1 2RT, United Kingdom
  Attn: Diane Adebowale

or by email to lehman.affiliates@uk.pwc.com

Persons so proving are required, if so requested, to provide such
further details or produce such documents or other evidence as
may appear to the Joint Administrators to be necessary.

The Joint Administrators will not be obliged to deal with proofs
lodged after the last date for proving but they may do so if they
think fit.

Creditors who wish to have dividend payments made to another
person or who have assigned their entitlement to someone else are
asked to provide formal notice to the Joint Administrators.

For further information, contact details, and proof of debt
forms, please visit http://www.pwc.co.uk/services/business-
recovery/administrations/lehman/lbptg-limited-in-
administration.html

Alternatively, one may call Diane Adebowale on +44(0)20-7212-
3515.

The Joint Administrators were appointed on November 6, 2008.


MAPLIN: Enters Into Administration After Sale Talks Fail
--------------------------------------------------------
BBC News reports that Maplin, one of the UK's biggest electronics
retailers, has collapsed into administration after talks with
buyers failed to secure a sale.

Maplin, which has more than 200 stores and 2,300 staff, will
continue to trade through the process, BBC states.

The business faced the slump in the pound after the Brexit vote,
weak consumer confidence and a withdrawal of credit insurance,
BBC relates.

According to BBC, boss Graham Harris said these factors made it
"impossible" to raise capital.

Mr. Harris, as cited by BBC, said Maplin will now work with
administrators PwC "to achieve the best possible outcome for all
of our colleagues and stakeholders".

PwC said it would "explore all opportunities to find a new
owner", BBC notes.


PREZZO: May Shut Down 100 Restaurants Under CVA Deal
----------------------------------------------------
Bradley Gerrard at The Telegraph reports that Italian restaurant
chain Prezzo is looking to close up to a third of its 300 sites
putting hundreds of jobs at risk as it becomes the latest victim
of tough trading conditions.

The company was bought by private equity house TPG Capital in
2014 for GBP300 million, which fuelled a massive expansion in
sites but is now looking at having to overhaul the business to
survive, The Telegraph discloses.

According to The Telegraph, sources close to the firm suggest
roughly 100 Prezzo-owned restaurants could be closed as part of a
company voluntary agreement, which is a form of administration
aimed at protecting a business from going bust entirely.

Tex-Mex chain Chimichanga, which is owned by Prezzo, is expected
to close entirely as part of the restructure, which is likely to
see the loss of hundreds of jobs from its 4,500-strong workforce,
The Telegraph relays.  A source close to the company said it
would try to redeploy staff wherever possible, The Telegraph
notes.

Advisory firm AlixPartners is overseeing the CVA, which is
expected to be signed shortly, The Telegraph states.

The latest figures for Prezzo's holding company show it made a
GBP49 million loss in the year to Jan 1, 2017 -- largely because
of a GBP39 million impairment it took against the business, The
Telegraph relates.


THAYER PROPERTIES: March 16 Proofs of Debt Deadline Set
-------------------------------------------------------
Pursuant to Rules 14.29 of the Insolvency (England and
Wales) Rules 2016,  Anthony Victor Lomas, Julian Guy Parr and
Gillian Eleanor Bruce of PricewaterhouseCoopers LLP, as Joint
Liquidators of Thayer Properties Limited, intend to declare a
seventh interim dividend to unsecured non-preferential creditors
within two months from the last date of proving, being March 16,
2018.

Such creditors are required on or before that date to submit
their proofs of debt to the Joint Liquidators,
PricewaterhouseCoopers LLP, 7 More London Riverside, London SE1
2RT, United Kingdom, marked for the attention of Diane Adebowale
or by email to lehman.affiliates@uk.pwc.com

Persons so proving are required, if so requested, to provide such
further details or produce such documents or other evidence as
may appear to the Joint Liquidators to be necessary.

The Joint Liquidators will not be obliged to deal with proofs
lodged after the last date for proving but they may do so if they
think fit.

Creditors who wish to have dividend payments made to another
person or who have assigned their entitlement to someone else are
asked to provide formal notice to the Joint Liquidators.

For further information, contact details, and proof of debt
forms, please visit http://www/pwc.co.uk/services/business-
recovery/administrations/lehman/thayer-properties-limited-in-
administration.html

Alternatively, one may call Diane Adebowale on +44(0)20-7212-
3515.

The Joint Liquidators were appointed on November 1, 2012.


TOYS R US: UK Unit Appoints Moorfields as Administrator
-------------------------------------------------------
Ayesha Javed at The Telegraph reports that Toys R Us UK has
appointed Moorfields Advisory as administrator to wind down the
company's stores, with the collapse putting 3,000 jobs at risk,

According to The Telegraph, Simon Thomas --
sthomas@moorfieldscr.com -- joint administrator of Toys R Us at
Moorfields, said the firm would be "conducting an orderly wind-
down of the store portfolio over the coming weeks."

He added: "We will make every effort to secure a buyer for all or
part of the business.  The newer, smaller, more interactive
stores in the portfolio have been outperforming the older
warehouse-style stores that were opened in the 1980's and
1990's."

The toy retailer's administration comes just over two months
after the future of Toys R Us's UK workers appeared to have been
shored up, following approval for its restructuring plan, The
Telegraph relates.  However, the company has since been hit by a
GBP15 million tax bill in the UK, and needed a GBP50 million
injection to pay off lenders that provided financing to its US
parent company, The Telegraph notes.

Mr. Thomas, as cited by The Telegraph, said that all stores would
remain open until further notice and stock would be subject to
clearance and special promotions.

                        About Toys "R" Us

Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey,
in the New York City metropolitan area.  Merchandise is sold in
880 Toys "R" Us and Babies "R" Us stores in the United States,
Puerto Rico and Guam, and in more than 780 international stores
and more than 245 licensed stores in 37 countries and
jurisdictions.  Merchandise is also sold at e-commerce sites
including Toysrus.com and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.

Toys "R" Us is a privately owned entity but still files with the
Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders'
deficit of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.  In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice.  The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate
entities, are not part of the Chapter 11 filing and CCAA
proceedings.

Grant Thornton is the monitor appointed in the CCAA case.

Judge Keith L. Phillips presides over the Chapter 11 cases.

In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland &
Ellis International LLP serve as the Debtors' legal counsel.
Kutak Rock LLP serves as co-counsel.  Toys "R" Us employed
Alvarez & Marsal North America, LLC as its restructuring advisor;
and Lazard Freres & Co. LLC as its investment banker.  It hired
Prime Clerk LLC as claims and noticing agent.  A&G Realty
Partners, LLC, serves as its real estate advisor.

On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  The Committee
retained Kramer Levin Naftalis & Frankel LLP as its legal
counsel; Wolcott Rivers, P.C. as local counsel; FTI Consulting,
Inc. as financial advisor; and Moelis & Company LLC as investment
banker.



                            *********

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 2018.  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.


                 * * * End of Transmission * * *