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

                           E U R O P E

           Tuesday, April 3, 2018, Vol. 19, No. 065


                            Headlines


A R M E N I A

ARMENIA: Credit Profile Reflects Robust Growth, Moody's Says


F R A N C E

ACCOR SA: Fitch Affirms 'BB' Subordinated Perpetual Bond Rating
GROUPE DOUX: Intends to File for Liquidation, MHP Mulls Takeover
TILLY-SABCO: Placed Into Administration by Brest Court


G E O R G I A

PROCREDIT BANK: Fitch Alters Outlook to Positive, Affirms BB IDR


I R E L A N D

FROSN-2018: Fitch Rates EUR58.4MM Class E Notes 'BB- (EXP)sf'
FROSN-2018: DBRS Assigns Prov. BB(low) Rating to Class E Notes
GLG EURO IV: Moody's Assigns B1 Rating to Class F Notes
GOLDENTREE LOAN 1: Moody's Assigns B2 Rating to Class F Notes
GOLDENTREE LOAN 1: Fitch Assigns B- Rating to Class F Notes

GREEN STORM 2016: Fitch Raises Rating on Class E Notes From BB+


I T A L Y

EVOCA SPA: S&P Alters Outlook to Stable & Affirms 'B' ICR
UNIONE DI BANCHE: DBRS Rates Subordinated Notes BB (high)


L U X E M B O U R G

BL CARDS 2018: S&P Assigns BB (sf) Rating to Class F Notes
KLEOPATRA HOLDINGS: S&P Alters Outlook to Neg. & Affirms 'B' ICR


N E T H E R L A N D S

CONTEGO III: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
SYNCREON GROUP: Moody's Hikes CFR to Caa2, Outlook Stable


P O R T U G A L

BANCO COMERCIAL: Moody's Affirms B1 Long-Term Deposit Debt Rating


R O M A N I A

CFR MARFA: Accounts Blocked Over Unpaid RON836-Mil. Debts


R U S S I A

LIGHTBANK: Put on Provisional Administration, License Revoked
MYASOKOMBINAT IRKUTSKIY: Declared Insolvent by Court


S W I T Z E R L A N D

SUNRISE COMMUNICATIONS: Moody's Affirms Ba2 CFR, Outlook Stable


U N I T E D   K I N G D O M

AVANTI COMMUNICATIONS: High Court Okays Debt-for-Equity Swap Deal
FINASTRA LTD: S&P Cuts Long-Term Issuer Credit Rating to 'B-'
INTERNATIONAL GAME: Egan-Jones Lowers FC Unsec. Rating to BB-
MICRO FOCUS: Moody's Revises Outlook to Neg., Affirms B1 CFR
PETROFAC LIMITED: Moody's Alters Outlook Stable, Affirms Ba1 CFR


                            *********



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A R M E N I A
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ARMENIA: Credit Profile Reflects Robust Growth, Moody's Says
------------------------------------------------------------
Moody's Investors Service says that Armenia's (B1 positive)
credit profile reflects its track record of solid economic and
financial management, robust but volatile growth, and high debt
affordability.

And, strengthening policymaking institutions bolster the
country's resilience to external shocks, as demonstrated during
the large 2014-2016 regional economic shock, caused by the sharp
drop in commodity prices.

Moody's expects Armenia's economy to grow strongly over the next
two years, driven by the recovery in household consumption, solid
exports, and forthcoming production from the country's new and
largest gold mine.

Credit challenges stem from: 1) the government's moderately high
debt burden that is vulnerable to a sharp currency depreciation,
2) Armenia's small and low-income economy that is highly exposed
to external developments, and 3) latent geopolitical tensions
with neighbouring Azerbaijan (Ba2 stable).

The high - but gradually declining - level of dollarisation in
the economy also leaves Armenia and its banking sector exposed to
external shocks, although the central bank has introduced
measures that promote de-dollarisation.

Moody's conclusions are contained in its just-released credit
analysis on Armenia and which examines the sovereign in four
categories: economic strength, which is assessed as "low (+)";
institutional strength "moderate"; fiscal strength "low"; and
susceptibility to event risk "moderate".

The report constitutes an annual update to investors and is not a
rating action.

Moody's says that underpinning the positive outlook on Armenia's
sovereign rating are effective macroeconomic policies that
indicate increasing institutional strength and lower
vulnerability to external shocks.

Ongoing reforms of the fiscal framework could also shore up
fiscal strength over time.

Triggers for a rating upgrade include further economic and/or
institutional reforms that point to sustained gains in economic
competitiveness and institutional strength. In particular, the
Comprehensive and Enhanced Partnership Agreement (CEPA) that
Armenia signed with the European Union (Aaa stable) in November
2017 could foster such reforms, although any tangible impact
would likely materialise only over the medium term.

Indications that Armenia's debt burden is falling durably and
markedly faster than Moody's currently expects would also be
credit positive in rebuilding some of the fiscal buffers that
eroded during 2014-2016.

Although the positive outlook on Armenia's sovereign rating
signals that a rating downgrade is unlikely over the next 12-18
months, Moody's could change the rating outlook to stable if
there was a loss in reform momentum, fiscal slippage removing
prospects of the government's debt burden declining over the
medium term, and/or an escalation in the conflict with Azerbaijan
over the Nagorno-Karabakh territory.


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


ACCOR SA: Fitch Affirms 'BB' Subordinated Perpetual Bond Rating
---------------------------------------------------------------
Fitch Ratings has affirmed Accor SA's Long-Term Issuer Default
Rating (IDR) and long-term senior unsecured rating at 'BBB-'. It
has also affirmed the Short-Term rating at 'F3' and the
subordinated perpetual bond at 'BB'. At the same time Fitch has
removed the ratings from Rating Watch Evolving (RWE). The Outlook
on the Long-Term IDR is Positive.

The Positive Outlook reflects Accor's move to an asset-light
business model after finalising the sale of 55% of AccorInvest
(AI), and Fitch expectation of enhanced profitability and
deleveraging following the transformation of its business model.
Accor's operations will be mostly centred on fee-generative
resilient hotel management with minimal capex. Targeted
acquisitions reinforcing the geographical reach and the
diversification of services offered should also enhance the
business profile and will be partly funded by resources raised
through the part-divestment of AI. Accor also plans to return a
maximum of EUR1.35 billion to shareholders, which limits
immediate deleveraging, but still allows for an improved
financial profile over the medium term.

Fitch placed Accor on RWE following the announcement of the AI
stake disposal, since this was pointing to positive rating action
but the use of the proceeds were uncertain and there was a risk
that their distribution might largely privilege shareholder
remuneration. With the current use of proceeds announced by
Accor, and if it continues a sustainable deleveraging path and
limits itself to value-accretive acquisitions, Fitch could
upgrade the ratings to 'BBB'.

KEY RATING DRIVERS

Resilient Asset-light Business Model: Accor reported AI in its
accounts as discontinued operations since 2016. After the
completion of the sale of 55% of AI to institutional investors,
planned in 2Q18, and the subsequent deconsolidation of AI,
Accor's business model will be asset-light, with long-term assets
essentially made of goodwill and other intangibles such as
trademarks. This asset-light model will mirror that of other US
lodging groups. The recurrent fee nature helps mitigate revenue
and EBITDA volatilities in a sector which remains cyclical and
subject to sharp moves in occupancy rate linked to geopolitical
concerns.

Broad Geographic Diversification: Europe, including France and
Switzerland, currently accounts for over 40% of total fee revenue
and remains Accor's core market. The company's growth plans lie
mainly in Asia, as illustrated by the Mantra acquisition in
Australia in October 2017. This geographic diversification
strategy is positive for the rating, as it mitigates a potential
decline in a particular region. Accor has a very modest presence
in the US, which is not a target area for the group given the
competitive landscape.

Declining Leverage: Fitch estimates that Accor's FFO adjusted
gross leverage will increase temporarily in 2018 due to the
separation of AI, and its business transformation and
acquisitions in the year. The level of cash left in the business,
which Fitch would consider readily available for debt service
instead of being earmarked for acquisitions or shareholder
remuneration, should remain at a minimum of EUR1 billion .

Fitch initially expects a wide gap between gross and net FFO
leverage metrics (above 5.1x/1.3x respectively for FY18). If
Accor's leverage trends towards 4.0x/3.0x respectively by end-
2020, thanks to strong FCF generation this could lead to a one-
notch upgrade to 'BBB'.

Strengthened Market Position in Luxury Segment: Fitch believe
Accor's strategy in moving more upmarket would make its business
model more competitive relative to disruptive hospitality
operators. Premium and upscale hotel guests (both business and
leisure) are generally willing to pay for high quality services
(e.g. fine-dining, 24-hour room service, valet parking, fitness
centres, spas, reliable internet and security conditions) which
Airbnb does not offer. In 2017, around 40% of management fees
were from the luxury segment, and Accor is working to increase
this proportion.

Execution Risk in Large Acquisitions: Accor has been acquisitive
over the recent years, as illustrated by the FRHI acquisition in
2016, for around EUR2.8 billion, a milestone acquisition
significantly reinforcing Accor's presence in the luxury segment.
In 2017 it announced the Mantra acquisition, a leading player in
Australia, for almost EUR1 billion, to be closed in 2018. Accor
still plans to make large acquisitions with the cash received
from the sale of AI. There are executions risks around this
dynamic acquisitive strategy.

However if they are value-accretive and solidify the business
model they will contribute to a potential upgrade of the rating
to 'BBB'. A strongly stated commitment to remain investment grade
is also a positive rating factor, which limits the risk of
overpaying acquisitions or materially increasing leverage.

New Businesses Improve Service Offering Diversification: Fitch
expects Accor will remain very active in small-sized strategic
acquisitions in digital, alternative accommodation and premium
service businesses. Accor carried on acquisitions in new
businesses for a total of over EUR500 million in 2016 and 2017,
and Fitch believes the momentum will continue.

DERIVATION SUMMARY

Accor's 'BBB-'/Positive rating is well-positioned relative to
European competitors Melia Hotels International (NR) and NH Hotel
Group SA (B/Positive) on each major comparative operating factor
Fitch considers. Accor has a slightly weaker competitive position
than major global peers like Marriott (BBB/Positive) and
Intercontinental Hotel Group (NR), based on numbers of rooms and
geographical diversification, although it continues its expansion
across all continents. The company displays an improving
financial profile, gradually falling in line with that of
Marriott, with which it now has a comparable asset-light business
model.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer
- Revenues growth in the mid-single digits, driven mainly by new
   room openings.
- EBITDA margin stable at 25%.
- EUR240 million of capex per year, as per Accor's guidance.
- Acquisitions of around EUR2 billion over 2018 -2021.
- Share buy-back programme totalling EUR1.35 billion, spread
   over three years.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead
to Positive Rating Action (Upgrade)
- Successful growth of room number under management, including
   through well-targeted acquisitions.
- FFO lease adjusted gross leverage (adjusted for variable
   leases) sustainably reducing towards 4.0x and lease-adjusted
   net debt /EBITDAR (adjusted for variable leases) ratio staying
   below 3x.
- Lease-adjusted EBITDAR/gross interest plus rents ratio of
   above 2.5x.
- Sustained positive free cash flow (FCF).

Future Developments That May, Individually or Collectively, Lead
to Negative Rating Action (Stable Outlook)
- Impaired room pipeline development and/or cancellation of
   management contracts and/or large acquisitions outside Accor's
   core activities.
- FFO adjusted gross leverage (adjusted for variable leases)
   remaining above 4.5x and lease adjusted net debt/ EBITDAR
   (adjusted for variable leases) above 3.5x beyond 2020.
- Lease-adjusted EBITDAR/gross interest plus rents of below
   2.0x.
- Break-even free cash flow (FCF).

LIQUIDITY

Strong Liquidity: Accor had EUR1.1 billion readily available cash
at end-2017, EUR1.8 billion committed and undrawn bank facilities
maturing in June 2019 and EUR350 million undrawn bank facilities
due in June 2018, which will be sufficient to cover EUR138
million short-term debt. The next large debt maturity will be in
2021, when EUR952 million of bond repayment is due. Accor expects
to reduce its RCF to EUR1.2 billion after the completion of the
AI transaction, reflecting lower operational needs.

Good Liability Management: On 18 January 2017, Accor successfully
set the terms of a seven-year EUR600 million bond with an annual
coupon of 1.25% taking advantage of the low interest rate
conditions on the credit market to optimise its average cost of
debt and maturity schedule. On 20 December 2017, the group issued
a EUR138 million one-year bond with an annual coupon of 0.05%.
During the year, the group reimbursed two bonds at maturity.
Accor's reported cost of debt (excluding hybrid bond) reduced to
2.12% in 2017.

Ring-fenced AI: Accor will continue to own 45% of AI, but its
debt (total liabilities of EUR1,1526 million including EUR234
million of financial debt) is totally ring-fenced from Accor's
debt and Accor is not liable for it.

FULL LIST OF RATING ACTIONS

Accor SA
- Long-Term IDR: affirmed at 'BBB-'; off RWE; Outlook Positive
- Short-Term IDR: affirmed at 'F3'; off RWE
- Senior unsecured long-term rating: affirmed at 'BBB-'; off RWE
- Short-term debt rating: affirmed at 'F3'; off RWE
- EUR900 million subordinated hybrid perpetual bond: affirmed at
   'BB'; off RWE


GROUPE DOUX: Intends to File for Liquidation, MHP Mulls Takeover
----------------------------------------------------------------
Andy Coyne at just-food.com reports that loss-making French
poultry producer Groupe Doux reportedly announced its intention
to file for liquidation on March 23.

The company, linked with a takeover bid from Ukrainian-based
agri-food group MHP, will have the verdict on any filing
delivered by a commercial court in Rennes, just-food.com states.

Doux's discussions with MHP continue but it is possible a
successful outcome would involve at least part of the Doux
processing business being relocated to Ukraine, just-food.com
says.  Other potential buyers had until midnight on March 28 to
come forward, just-food.com relates.

Terrena took on the responsibility of supporting Doux's business
in April, just-food.com recounts.  All creditors have been paid
by Terrena but it has said it cannot carry on doing so
indefinitely, just-food.com notes.

As recently as March 21, MHP, as cited by just-food.com, said it
possesses the tools to turn around Doux.  MHP, which also has a
large chicken processing business, is believed to have submitted
a takeover proposal for the ailing Doux earlier this month to a
French government restructuring body and was also in discussions
with the Brittany-based firm's shareholders, just-food.com
relays.

According to just-food.com, reports said MHP was ready to invest
EUR150 million (US$185.6 million) in transforming Doux on
condition the French state invests too.

Doux revealed it was suffering economic difficulties back in
September, just-food.com notes.

Chateaulin-based Doux, which was founded in 1955, is owned by
French co-op the Terrena Group.


TILLY-SABCO: Placed Into Administration by Brest Court
------------------------------------------------------
Dean Best at just-food.com reports that Tilly-Sabco
International, the France-based meat products supplier, has
entered administration for the third time in four years.

The company, acquired by Dutch food group Wegdam Holding in 2016,
was placed into administration by a court in the French city of
Brest on March 27, just-food.com relates.

The court has put the Tilly-Sabco into a period of observation
for just under two months, just-food.com notes.  A new hearing is
scheduled for May 22, just-food.com discloses.

According to just-food.com, Valerie Leger, a lawyer for Tilly-
Sabco, pointed to "extremely difficult" market conditions and
"very tough competition".  Ms. Leger, as cited by just-food.com,
said finding a new buyer was one of the options being considered
for the future of the business.



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G E O R G I A
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PROCREDIT BANK: Fitch Alters Outlook to Positive, Affirms BB IDR
----------------------------------------------------------------
Fitch Ratings has revised ProCredit Bank Georgia's (PCBG) Outlook
to Positive from Stable while affirming the bank's Long-Term
Issuer Default Ratings (IDRs) at 'BB'.

The revision of the Outlook to Positive follows the revision of
the Outlook on Georgia's sovereign rating to Positive from Stable
(see "Fitch Revises Georgia's Outlook to Positive; Affirms at
'BB-', dated March 16, 2018 at www.fitchratings.com).

KEY RATING DRIVERS
IDRS AND SUPPORT RATING

The affirmation of PCBG's 'BB' Long-Term IDRs at one notch above
the sovereign rating, and '3' Support Rating, reflect Fitch's
view of the moderate probability of support from the bank's 100%
shareholder, ProCredit Holding AG & Co. KGaA (PCH; BBB/Stable).
Fitch views the propensity of PCH to provide support as high.
However, PCBG's ability to receive and utilise this support could
be restricted by transfer and convertibility risks. PCBG's Long-
Term IDR is therefore constrained by Georgia's 'BB' Country
Ceiling, while the bank's Long-Term Local Currency IDR also takes
into account country risks.

RATING SENSITIVITIES
IDRS AND SUPPORT RATING

PCBG's Long-Term IDRs are sensitive to changes in Fitch's
assessment of support from PCH and to a change in Georgia's
Country Ceiling.

The rating actions are:

Long-Term Foreign and Local Currency IDRs: affirmed at 'BB',
Outlook revised to Positive from Stable
Short-Term Foreign and Local Currency IDRs: affirmed at 'B'
Viability Rating: 'bb-', unaffected
Support Rating: affirmed at '3'


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I R E L A N D
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FROSN-2018: Fitch Rates EUR58.4MM Class E Notes 'BB- (EXP)sf'
-------------------------------------------------------------
Fitch Ratings has assigned FROSN-2018 DAC's notes expected
ratings:

EUR16.7 million class RFN: 'AAA(EXP)sf'; Outlook Stable
EUR250.8 million class A1: 'AAA(EXP)sf'; Outlook Stable
EUR0.3 million class X: not rated
EUR42.5 million class A2: 'AA+(EXP)sf'; Outlook Stable
EUR23.2 million class B: 'AA(EXP)sf'; Outlook Stable
EUR54.0 million class C: 'A(EXP)sf'; Outlook Stable
EUR84.9 million class D: 'BBB(EXP)sf'; Outlook Stable
EUR58.4 million class E: BB-(EXP)sf'; Outlook Stable

The notes finance 87.9% of a EUR577 million commercial real
estate loan to entities related to Blackstone Real Estate
Partners advanced by Citibank, N.A., London Branch and Morgan
Stanley Principal Funding, Inc. as well as 47.5% of a EUR13.9
million capital-expenditure loan. The remaining financing is
retained by the originators as vertical issuer debt. The RFN
notes and corresponding portion of the VRR loan finance the
liquidity reserve.

The loan is backed by a portfolio of 63 mainly office and retail
properties located primarily in the Helsinki Metropolitan Area
and Tampere, Finland.

The final ratings are contingent upon the receipt of final
documents conforming to the information already received.

KEY RATING DRIVERS

Granular Portfolio: The portfolio consists of 63 mostly secondary
quality office and retail assets located across Finland, with a
concentration around Helsinki and Tampere, the two most
prosperous regions. Tenant concentration is moderate, and most
assets are multi-let. Fitch considers the portfolio a fairly
representative cross-sector of Finnish commercial real estate.

Mixed Quality, Some Vacancy: The larger properties include the
highest quality assets, but also have a greater share of the
portfolio's overall vacancy, which, at 30% is relatively high for
EMEA CMBS 2.0. Many of the smaller assets are dated, but serve
local tenant demand.

Pro-Rata Principal Pay: Property release amounts repay A, B, C, D
and E noteholders pro rata, exposing creditors to adverse
selection and rising concentration. This is mitigated by a
release premium (10%, rising to 15%) and allocated loan amounts
designed to be risk weighted.

Mezzanine Purchase Option: The mezzanine lender holds an option
to purchase the senior loan (exercisable within 15 business days
upon various purchase events, commencing at loan default), which,
if barely covered by market value, could deter bidding. The class
E rating is a notch lower than the model implied rating to
account for a minimum equity cushion.

Limited Liquidity Protection: Classes RFN, A1, A2 and B will
benefit from liquidity protection provided by a reserve funded at
closing. The reserve will amortise in line with the balance of
these four senior notes. Unusually, no liquidity will be provided
for junior notes, even if they become senior (interest will
remain deferrable for classes B to E). Due to the risk of
interest deferral (compounded by the borrower account bank not
meeting Fitch's counterparty criteria) classes C and below are
capped at the 'Asf' category.

KEY PROPERTY ASSUMPTIONS (all by market value)

'BBsf' WA cap rate: 7.1%
'BBsf' WA structural vacancy: 19%
'BBsf' WA rental value decline: 5.3%

'BBBsf' WA cap rate: 7.6%
'BBBsf' WA structural vacancy: 21.2%
'BBBsf' WA rental value decline: 8.5%

'Asf' WA cap rate: 8.2%
'Asf' WA structural vacancy: 23.2%
'Asf' WA rental value decline: 13.9%

'AAsf' WA cap rate: 8.7%
'AAsf' WA structural vacancy: 25.5%
'AAsf' WA rental value decline: 17.4%

'AAAsf' WA cap rate: 9.3%
'AAAsf' WA structural vacancy: 29.3%
'AAAsf' WA rental value decline: 21.3%

RATING SENSITIVITIES

The change in model output that would apply if the capitalisation
rate assumption for each property is increased by a relative
amount is:

Current rating: class A1/A2/B/C/D/E:
AAAsf/AA+sf/AAsf/Asf/BBBsf/BB-sf

Increase capitalisation rates by 10%: class A1/A2/B/C/D/E:
AA+sf/AA-sf/A+sf/A-sf/BB+sf/B+sf

Increase capitalisation rates by 20%: class A1/A2/B/C/D/E:
AAsf/A+sf/Asf/BBBsf/BBsf/B-sf

The change in model output that would apply if the rental value
decline (RVD) and vacancy assumption for each property is
increased by a relative amount is:

Increase RVD and vacancy by 10%: class A1/A2/B/C/D/E:
AA+sf/AAsf/AA-sf/A-sf/BBB-sf/BB-sf

Increase RVD and vacancy by 20%: class A1/A2/B/C/D/E: AA+sf/AA-
sf/A+sf/A-sf/BBB-sf/BB-sf

The change in model output that would apply if the capitalisation
rate, RVD and vacancy assumptions for each property is increased
by a relative amount is:

Increase in all factors by 10%: class A1/A2/B/C/D/E:
AAsf/A+sf/Asf/BBB+sf/BBsf/Bsf

Increase in all factors by 20%: class A1/A2/B/C/D/E: A+sf/A-
sf/BBB+sf/BBB-sf/B+sf/CCCsf


FROSN-2018: DBRS Assigns Prov. BB(low) Rating to Class E Notes
--------------------------------------------------------------
DBRS Ratings Limited assigned provisional ratings to the
following classes of notes to be issued by FROSN-2018 DAC (the
Issuer):

-- Class RFN at AAA (sf)
-- Class A1 at AAA (sf)
-- Class A2 at AAA (sf)
-- Class B at AA (low) (sf)
-- Class C at A (low) (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (low) (sf)

All trends are Stable.

The Issuer is the securitization of one Finnish commercial real
estate (CRE) loan jointly advanced by Citibank, N.A., London
Branch (Citi), Morgan Stanley Bank, N.A. and Morgan Stanley
Principal Funding, Inc. (Morgan Stanley) to 72 borrowers
(Borrowers) owned by Sponda Plc. (Sponda). The loan, which closed
on 15 December 2017, refinanced the existing indebtedness of the
Borrowers (including financing costs) and is available to finance
permitted capital expenditure (capex) projects.

The aggregate balance of the senior loan is EUR 590.9 million,
consisting of a EUR 577 million senior term loan and a EUR 13.9
million senior capex facility (66.6% loan-to-value (LTV)). In
addition, there are also EUR 103.8 million mezzanine facilities,
split into a EUR 101.7 million mezzanine term loan and a EUR 2.1
million mezzanine capex facility (together with the senior
facilities 78.3% LTV). The mezzanine facilities are structurally
and contractually subordinated to the senior loan and are not
part of the contemplated transaction. The total amount of the
senior loan to be securitized is equal to EUR 540.87 million or
[92%] of the total senior loan. However, the Issuer will advance
EUR 27.94 million (5% of the securitized senior loan) back to
Morgan Stanley and Citi in the form of vertical risk retention
(VRR) loan interest to comply with risk retention requirement.
The senior loans bear interest at a floating rate equal to three-
month Euribor (subject to zero floor) plus a 2.45% per annum
margin.

The underlying portfolio is composed of 63 CRE assets located
across Finland that are owned by individual property-owning
companies (propcos). The portfolio's total market value (MV) is
EUR 887.7 million, resulting in a 66.6% senior LTV. Office space
represents 61.7% of the total lettable area of the portfolio
while retail space makes up 17.4% and other commercial assets the
remaining 20.0%.

In terms of MV, the portfolio is heavily concentrated in
Helsinki, where 73.8% of MV is located, and Tampere, the most
populated Nordic inland city, which contributes 30.0% to the MV.
More specifically, within the Helsinki Metropolitan Area (HMA),
11.5% MV is located in Ruoholahti, 17% MV in Espoo and 45.3% in
other HMA locations. The remaining 6.2% of MV is located in other
regions across Finland. As of 30 September 2017, the portfolio
was generating EUR 60.3 million of net rent, which equates to a
10.2% debt yield (DY).

The assets are part of Sponda's portfolio, previously one of the
largest listed real estate firms in Finland, which was recently
acquired and delisted by The Blackstone Group L.P. (Blackstone or
the Sponsor). Blackstone viewed the acquisition as a strategic
move into the Nordic CRE market. Sponda was originally founded by
the Bank of Finland in 1991 to take over the Finnish and foreign
real estate properties held by the Skopbank Group, together with
its sizeable equity portfolio, before listing the company on the
Helsinki Stock Exchange on 6 January 1998.

The transaction includes a new structural feature in the form of
reserve fund notes (RFN), which fund the note share part (95%) of
the liquidity reserve. After issuance, the EUR 16.7 million RFN
proceeds and EUR 878,947.37 VRR Loan Interest contribution will
be deposited into the transaction's liquidity reserve, which
works similarly to a typical liquidity facility providing
liquidity to pay property protection advances, senior costs and
interest shortfalls (if any) in relation to the corresponding VRR
Loan Interest, RFN, Class A1, Class A2 and Class B notes (for
further details please see section "Liquidity Support" in DBRS
Presale Report). According to DBRS's analysis, the liquidity
reserve amount will be equivalent to approximately 27 and 11
months coverage on the covered notes, based on the interest rate
cap strike rate of 1.0% per annum and the EURIBOR cap after loan
maturity of 4.25% per annum, respectively.

In addition to the liquidity reserve, the transaction also
features a senior expenses reserve to cover senior expenses. DBRS
notes that the senior expense reserve will be funded to EUR
[200,000] which should cover one interest period's senior fees in
case the liquidity reserve has been fully depleted or released
upon full repayment of the covered notes.

It is expected to have EUR71,917 proceeds exceeding the total
securitized loan amount due to rounding. The arrangers have
informed DBRS that such amount will be distributed to the note
holders on the first interest payment period. Class E is subject
to an available funds cap where the shortfall is attributable to
an increase in the weighted average margin of the notes and lost
Issuer liquidity reserve amount due to issuer account bank
insolvency.

Prior to Blackstone's acquisition, Sponda issued unsecured senior
notes (Polar Notes) on three occasions: EUR 95 million
subordinated bonds (hybrid bonds) in 2012, which are no longer
outstanding; EUR 150 million senior bonds in 2013 and EUR 175
million in 2015, which, instead, remain outstanding. Blackstone
provided an investor fund guarantee, via its BREP Europe V and
BREP VIII, on all the Polar Notes (EUR 325 million in total)
should a failure to pay on the same notes arise.

DBRS also understands that following the acquisition by
Blackstone, the minority shareholders of Sponda have been
squeezed out. Following the issuance of FROSN 2018 DAC the
Sponsor will take reasonable effort to reorganize Sponda's
company structure.

The senior loan is expected to be repaid in February 2020;
however, the Borrowers can exercise three one-year extension
options, subject to certain conditions. The final maturity of the
notes is on 21 May 2028, approximately five years after the date
of the fully extended senior loan maturity. A prepayment fee
equal to one-year make-whole interest is also payable by the
Borrowers should they prepay the senior loan in the first year.

Morgan Stanley and Citi (together, in the capacity as the VRR
Loan Interest Owners) will retain no less than 5% material
interest in the transaction via the VRR Loan Interest issued by
the Issuer. Moreover, Morgan Stanley will retain an additional
EUR 50 million of the senior loan, which it is free to deal with
in its sole discretion. All amounts payable to the VRR Loan
Interest Owners (the VRR Loan Interest Amounts) in respect of the
VRR Loan Interest will rank pari-passu with amounts payable in
respect of the Notes.

The ratings will be finalized upon receipt of execution version
of the governing transaction documents. To the extent that the
documents and information provided to DBRS as of this date differ
from the executed version of the governing transaction documents,
DBRS may assign a different final rating to the rated notes.

Notes: All figures are in euros unless otherwise noted.


GLG EURO IV: Moody's Assigns B1 Rating to Class F Notes
--------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes issued by GLG Euro CLO IV
Designated Activity Company (GLG Euro CLO IV):

-- EUR173,000,000 Class A-1 Senior Secured Floating Rate Notes
    due 2031, Definitive Rating Assigned Aaa (sf)

-- EUR30,000,000 Class A-2 Senior Secured Fixed Rate Notes due
    2031, Definitive Rating Assigned Aaa (sf)

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

-- EUR20,000,000 Class B-2 Senior Secured Fixed Rate Notes due
    2031, Definitive Rating Assigned Aa2 (sf)

-- EUR23,500,000 Class C Deferrable Mezzanine Floating Rate
    Notes due 2031, Definitive Rating Assigned A2 (sf)

-- EUR20,000,000 Class D Deferrable Mezzanine Floating Rate
    Notes due 2031, Definitive Rating Assigned Baa2 (sf)

-- EUR19,000,000 Class E Deferrable Junior Floating Rate Notes
    due 2031, Definitive Rating Assigned Ba2 (sf)

-- EUR9,500,000 Class F Deferrable Junior Floating Rate Notes
    due 2031, Definitive Rating Assigned B1 (sf)

RATINGS RATIONALE

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

GLG Euro CLO IV is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured loans and senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, mezzanine obligations and high
yield bonds. The portfolio is expected to be at least 85% ramped
up as of the closing date and to be comprised predominantly of
corporate loans to obligors domiciled in Western Europe.

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

In addition to the eight classes of notes rated by Moody's, the
Issuer will issue EUR37.25m of subordinated notes which will not
be rated.

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

Methodology Underlying the Rating Action:

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

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

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

Loss and Cash Flow Analysis:

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

Par amount: EUR350,000,000

Diversity Score: 40

Weighted Average Rating Factor (WARF): 2885

Weighted Average Spread (WAS): 3.50%

Weighted Average Coupon (WAC): 5.25%

Weighted Average Recovery Rate (WARR): 43.5%

Weighted Average Life (WAL): 8.50 years.

Stress Scenarios:

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

Percentage Change in WARF: WARF + 15% (to 3318 from 2885)

Ratings Impact in Rating Notches:

Class A-1 Senior Secured Floating Rate Notes: 0

Class A-2 Senior Secured Fixed Rate Notes: 0

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

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

Class C Deferrable Mezzanine Floating Rate Notes: -2

Class D Deferrable Mezzanine Floating Rate Notes: -2

Class E Deferrable Junior Floating Rate Notes: 0

Class F Deferrable Junior Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3751 from 2885)

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

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

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

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

Class C Deferrable Mezzanine Floating Rate Notes: -4

Class D Deferrable Mezzanine Floating Rate Notes: -3

Class E Deferrable Junior Floating Rate Notes: -1

Class F Deferrable Junior Floating Rate Notes: -1


GOLDENTREE LOAN 1: Moody's Assigns B2 Rating to Class F Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes issued by GoldenTree Loan
Management EUR CLO 1 Designated Activity Company (the "Issuer"):

-- EUR2,000,000 Class X Senior Secured Floating Rate Notes due
    2030, Definitive Rating Assigned Aaa (sf)

-- EUR162,000,000 Class A-1A Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aaa (sf)

-- EUR49,000,000 Class A-1B Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aaa (sf)

-- EUR30,000,000 Class A-2 Senior Secured Fixed Rate Notes due
    2030, Definitive Rating Assigned Aaa (sf)

-- EUR26,000,000 Class B-1A Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aa2 (sf)

-- EUR14,000,000 Class B-1B Senior Secured Floating Rate Notes
    due 2030, Definitive Rating Assigned Aa2 (sf)

-- EUR14,000,000 Class C-1A Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned A2 (sf)

-- EUR11,500,000 Class C-1B Senior Secured Deferrable Floating
    Rate Notes due 2030, Definitive Rating Assigned A2 (sf)

-- EUR25,000,000 Class D Senior Secured Deferrable Floating Rate
    Notes due 2030, Definitive Rating Assigned Baa2 (sf)

-- EUR27,500,000 Class E Senior Secured Deferrable Floating Rate
    Notes due 2030, Definitive Rating Assigned Ba2 (sf)

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

RATINGS RATIONALE

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

GoldenTree Loan Management EUR CLO 1 Designated Activity Company
is a managed cash flow CLO. At least 90% of the portfolio must
consist of senior secured loans and senior secured bonds and up
to 10% of the portfolio may consist of unsecured senior loans,
second-lien loans, mezzanine obligations and high yield bonds.
The portfolio is expected to be at least 87% ramped up as of the
closing date and to be comprised predominantly of corporate loans
to obligors domiciled in Western Europe.

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

In addition to the eleven classes of notes rated by Moody's, the
Issuer will issue EUR31.75M of subordinated notes which will not
be rated.

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

Methodology Underlying the Rating Action:

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

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

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

Loss and Cash Flow Analysis:

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

Therefore, the expected loss or EL for each tranche is the sum
product of (i) the probability of occurrence of each default
scenario and (ii) the loss derived from the cash flow model in
each default scenario for each tranche. As such, Moody's
encompasses the assessment of stressed scenarios.

Par amount: EUR400,000,000

Diversity Score: 37

Weighted Average Rating Factor (WARF): 2700

Weighted Average Spread (WAS): 3.35%

Weighted Average Coupon (WAC): 3.50%

Weighted Average Recovery Rate (WARR): 40.5%

Weighted Average Life (WAL): 8.5 years

Stress Scenarios:

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

Percentage Change in WARF: WARF + 15% (to 3105 from 2700)

Ratings Impact in Rating Notches:

Class X Senior Secured Floating Rate Notes: 0

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

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

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

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

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

Class C-1A Senior Secured Deferrable Floating Rate Notes: -2

Class C-1B Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -1

Class F Senior Secured Deferrable Floating Rate Notes: -1

Percentage Change in WARF: WARF +30% (to 3510 from 2700)

Ratings Impact in Rating Notches:

Class X Senior Secured Floating Rate Notes: 0

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

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

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

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

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

Class C-1A Senior Secured Deferrable Floating Rate Notes: -4

Class C-1B Senior Secured Deferrable Floating Rate Notes: -4

Class D Senior Secured Deferrable Floating Rate Notes: -3

Class E Senior Secured Deferrable Floating Rate Notes: -2

Class F Senior Secured Deferrable Floating Rate Notes: -3


GOLDENTREE LOAN 1: Fitch Assigns B- Rating to Class F Notes
-----------------------------------------------------------
Fitch Ratings has assigned GoldenTree Loan Management EUR CLO 1
DAC notes final ratings:

EUR2 million Class X notes: 'AAAsf'; Outlook Stable
EUR162 million Class A-1A notes: 'AAAsf'; Outlook Stable
EUR49 million Class A-1B notes: 'AAAsf'; Outlook Stable
EUR30 million Class A-2 notes: 'AAAsf'; Outlook Stable
EUR26 million Class B-1A notes: 'AAsf'; Outlook Stable
EUR14 million Class B-1B notes: 'AAsf'; Outlook Stable
EUR14 million Class C-1A notes: 'Asf'; Outlook Stable
EUR11.5 million Class C-1B notes: 'Asf'; Outlook Stable
EUR25 million Class D notes: 'BBB-sf'; Outlook Stable
EUR27.5 million Class E notes: 'BB-sf'; Outlook Stable
EUR12 million Class F notes: 'B-sf'; Outlook Stable
EUR31.75 million subordinated notes: not rated

GoldenTree Loan Management EUR CLO 1 DAC is a cash flow
collateralised loan obligation (CLO). Net proceeds from the issue
of the notes are being used to purchase a EUR400 million
portfolio of mostly European leveraged loans and bonds. The
portfolio is actively managed by GoldenTree Loan Management, LP.
The CLO envisages a four-year reinvestment period and an 8.5-year
weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality
Fitch places the average credit quality of obligors in the 'B'
range. The Fitch-weighted average rating factor (WARF) of the
current portfolio is 32.9.

High Recovery Expectations
At least 90% of the portfolio comprises senior secured
obligations. Fitch views the recovery prospects for these assets
as more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch-weighted average recovery rate (WARR) of the
current portfolio is 65%.

Limited Interest Rate Exposure
Fixed-rate liabilities represent 7.5% of the target par, while
fixed-rate assets can represent up to 10% of the portfolio. Fitch
modelled both 0% and 10% fixed-rate buckets and found that the
rated notes can withstand the interest rate mismatch associated
with each scenario.

Diversified Asset Portfolio
The transaction features two different Fitch test matrices with
different allowances for exposure to the 10 largest obligors
(maximum 15% and 26.5%). The manager can then interpolate between
these two matrices. This covenant ensures that the asset
portfolio will not be exposed to excessive obligor concentration.

RATING SENSITIVITIES

A 125% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to two notches for the rated
notes. A 25% reduction in recovery rates would lead to a
downgrade of up to four notches for the rated notes.


GREEN STORM 2016: Fitch Raises Rating on Class E Notes From BB+
---------------------------------------------------------------
Fitch Ratings has upgraded four tranches of Green Storm 2016 and
affirmed one. The Rating Watch Evolving (RWE) on all five
tranches has been resolved and Stable Outlooks have been
assigned.

The rating actions follow the application of Fitch's updated
European RMBS Rating Criteria.

The transaction comprises residential loans that were originated
by Obvion, a fully owned subsidiary of Cooperatieve Rabobank U.A.
(AA-/Stable/F1+).

KEY RATING DRIVERS

European RMBS Rating Criteria
The application of Fitch's latest European RMBS Rating Criteria
has resulted in a reduction of the expected losses, leading to
the upgrade of the class B to E notes.

Stable Performance
Historically the Storm transactions have outperformed the market.
There are no late-stage arrears (loans in arrears by more than
three months) in Green Storm 2016, while loans in arrears up to
three months are at a modest amount of 3bp, as is expected in the
early years of a transaction's life.

Guaranteed Excess Spread
Under the terms of the swap agreements with Obvion the structure
receives guaranteed excess spread of 50bp on a notional
equivalent to the outstanding balance of the notes less any
balance on the principal deficiency ledger (PDL).

Principal on the class E notes is entirely dependent on excess
spread. As there have been no losses to date, the excess spread
has been used to amortise the class E notes, which are now at 43%
of their initial balance. The expectation of continued steady
pay-down of the class E notes is reflected in the upgrade of the
notes.

Credit Enhancement Build-up
The transaction is fully sequential. With the average prepayment
rate at 8.5%, the portfolio currently stands at 85.1% of the
original balance. This has led to a build-up in credit
enhancement available to the rated tranches, which combined with
the sound performance of the deal and the updated criteria
assumptions, has led to the upgrade of the class B to D notes.

RATING SENSITIVITIES

An increase of foreclosures and a worsening of losses beyond
Fitch's stresses may erode credit enhancement, leading to
negative rating action.

Fitch rates to legal final maturity. At the call option date, as
per transaction documentation, the class B to D notes can be
called net of PDL. Occurrence of material principal shortfalls in
Fitch's cash flow analysis over the life of the transactions may
trigger rating actions.

The rating actions are:

Class A (ISIN: XS1309695341) affirmed at 'AAAsf'; off RWE;
Outlook Stable
Class B (ISIN: XS1309697982) upgraded to 'AAAsf' from 'AA+sf';
off RWE; Outlook Stable
Class C (ISIN: XS1309698014) upgraded to 'AA+sf' from 'Asf'; off
RWE; Outlook Stable
Class D (ISIN: XS1309698360) upgraded to 'Asf' from 'BBBsf'; off
RWE; Outlook Stable
Class E (ISIN: XS1309698790) upgraded to 'Asf' from 'BB+sf'; off
RWE; Outlook Stable


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


EVOCA SPA: S&P Alters Outlook to Stable & Affirms 'B' ICR
----------------------------------------------------------
S&P Global Ratings said that it revised its outlook on Italy-
based coffee and vending machine manufacturer EVOCA S.p.A.
(Evoca) to stable from negative. At the same time, S&P affirmed
its 'B' long-term issuer credit rating on the company.

S&P said, "We also affirmed our 'B+' issue rating on Evoca's
super senior EUR40 million revolving credit facility (RCF). The
recovery rating is unchanged at '2' indicating our expectation of
substantial recovery (70%-90%; rounded estimate of 85%) in the
event of default.

"At the same time, we affirmed our 'B' issue rating on Evoca's
EUR410 million senior secured notes and revised the recovery
rating to '3' from '4'. This indicates our expectation of average
recovery (50%-70%; rounded estimate: 50%).

"Finally, we affirmed our 'CCC+' issue rating on the EUR100
million second-lien notes with the recovery rating unchanged at
'6', reflecting our view of negligible recovery in the event of
default.

"The outlook revision reflects our view that Evoca has
efficiently integrated the three companies acquired during 2017.
This is reflected in its positive operating performance in terms
of revenue growth, profitability, and cash conversion.

"We estimate Evoca will report 2017 pro-forma revenues (including
the acquisitions for the entire fiscal year, ending Dec. 31) of
EUR410 million-EUR420 million with 6%-7% year-on-year growth on a
like-for-like basis. Following the acquisitions, Evoca group is
more focued on coffee-machine-related sales (more than 80% of
sales), having become one of global leading manufacturers of
professional coffee machines. Evoca now generates about 70% of
sales from European markets, 9% from North America, and 20% from
emerging markets. At the same time, we expect the group to
maintain an EBITDA margin of 22%-23%.

"The company is using the Cafection acquisition to create a
platform to better penetrate the U.S. coffee growing market,
especially in the office coffee services (OCS) and foodservice
segments. In contrast, for Saeco, the group is more focused on
the optimization of its existing cost base structure and in
product development to fully exploit the potential of its brands.

"We note how the generally negative performance in some of
Evoca's key accounts has been more than offset by improvement
with small-to-medium sized clients, and we expect this trend to
continue."

Evoca's business risk profile is supported by a relatively good
degree of geographical diversification, with an increasing
contribution coming from markets outside the eurozone (about 30%
of sales). S&P said, "Furthermore, we positively evaluate the
good profitability margin, which is above the industry average,
with adjusted EBITDA of about 22%-23% expected during the next
18-24 months. The company has also proven its ability to quickly
integrate the acquired entities without major disruptions to its
operations, while benefiting from cross-selling opportunities
thanks to a larger product range in the coffee machine segment.
Finally, we believe that the company's spares and accessories
business division (about 20% of sales), with higher profitability
and more stable and predictable performance, represents a good
mitigant in terms of business risk profile."

S&P said "However, in our view, Evoca's business profile is
constrained by the maturity of the vending machine segment (about
14% of sales) with limited prospects of growth in Europe. Over
2009-2016, for example, many vending operators cut spending on
the acquisition of new vending machines to counter repercussions
of the weaker economic conditions in Europe and a high degree of
saturation of vending machine networks, especially in some core
regions, such as Italy. In our view, the barrier to entry in the
specific segment of coffee/vending machines manufacturing are not
very high and this could create a potential threat in case
exising players in the industry (for example operators, roasters,
or suppliers) decide to enter this middle-segment of the industry
value chain."

Evoca's financial profile assessment is underpinned by Lone Star
Funds' financial-sponsor ownership. Its S&P Global Ratings-
adjusted ratio of debt to EBITDA is 9.0x-10.0x over 2017-2018.
The adjusted debt also includes non-common equity financing,
which does not pay cash interest issued at the top of the group
structure. S&P classifies this non-common equity financing
provided by the shareholders as debt, according to its criteria.
The adjusted debt-to-leverage ratio without the shareholder loan
would be around 6.0x.

S&P said, "We anticipate that Evoca will maintain a good cash
conversion and will generate positive free operating cash flow
(FOCF) over 2017-2019. However, given the significant amount of
outstanding debt, this will not be sufficient to materially
deleverage, under our base case."

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

-- About mid-single-digit organic revenues growth for fiscal
    years 2018 and 2019, mainly supported by new product
    launches, cross-selling initiatives in the U.S. and Asia, and
    acceleration in the hotel, restaurant, coffee (HoReCa)
    business.

-- Stable profitability of about 22%-23% supported by the high
    profitability level of the spares and accessories division,
    and cost saving initiatives. This is partially offset by
    Saeco Vending's lower profitability.

-- Annual capital expenditure (capex) of about EUR20 million to
    support the innovation in new products.

-- No dividend payments or acquisitions.

Based on these assumptions, we arrive at the following credit
measures:

-- Adjusted debt to EBITDA of 9.0x-10.0x over the next two years
    (including the non-common equity financing at the top of
    group structure) and around 6.0x excluding it.

-- Adjusted FFO cash interest coverage slightly above 2.0x over
    the next two years.

S&P said, "We assess Evoca's liquidity as adequate. We project
that the company's sources of cash are sufficient to cover its
uses by at least 1.2x over the next 12 months. Although the
absence of near-term maturity makes the ratio of sources to uses
substantially higher than 1.2x over the short term, we take into
account the group's ability to absorb a low-probability, high-
impact negative event as limited. We estimate that the company
should have ample headroom under its super senior RCF facility
financial covenant, which will be tested on a quarterly basis."

S&P estimates that group's principal liquidity sources during the
next 12 months will comprise:

-- Cash of about EUR50 million-EUR55 million at year-end 2017;

-- Annual cash funds from operations (FFO) of about EUR45
    million for full-year 2018; and

-- EUR40 million undrawn under the RCF maturing in 2023.

S&P estimates that group's principal liquidity uses during the
same period will comprise:

-- Limited absorbtion of working capital, including seasonal
    working capital requirements;

-- Annual capex of about EUR20 million; and

-- Limited spending for the acquisition in March 2018 of U.S.-
    based distributor of coffee machines, VE Global Solution.

S&P said, "The stable outlook reflects our forecast that Evoca's
operational performance should be resilient and that the company
will generate a stable adjusted EBITDA margin of about 22%-23%
during the next 12 months. In our view, the company's EBITDA
margin is supported by a favorable product and market mix and
recent cost-saving measures implemented by the company at the
operating level plus a good integration process with the recently
acquired entities. We expect that the company will generate
positive FOCF of around EUR30 million per year thanks to its
above-average profitability and relatively low capital investment
requirements. Under our base case, we assume that the company
will maintain FFO to cash interest coverage slighly above 2.0x
over our forecast horizon.

"We could lower our rating on Evoca if its FFO cash interest
coverage slipped below 2.0x on a permanent basis or if FOCF
turned negative. This could arise if the operating conditions in
the company's relevant markets worsened, for example, because
European vending operators continue to cut spending, or if the
integration with the recently acquired company brings unexpected
costs and business disruptions. Additionally, for the current
rating level and considering the current leverage level, we note
that the existing headroom for fully debt-funded acquisitions is
limited.

"We could take a positive rating action if Evoca achieved and
consistently maintained FFO cash interest coverage above 3.0x and
adjusted debt to EBITDA at about 5.0x. This would demonstrate its
ability to report substantial positive net cash flow generation
above our current base-case assumption and to use it to reduce
debt. We consider the likelihood of an upgrade to be remote over
the next 12 months considering the significant amount of
outstanding debt."


UNIONE DI BANCHE: DBRS Rates Subordinated Notes BB (high)
---------------------------------------------------------
DBRS assigned ratings to Unione di Banche Italiane Spa's (UBI or
the Bank) EUR15 billion Debt Issuance Programme (or the
Programme). The Programme, which is for the issuance of
Unsubordinated and Subordinated Notes, includes the newly debt
instrument of Senior Non-Preferred.

Senior unsecured notes, issued under the Programme, will be rated
BBB, in line with the Bank's Long-Term Issuer Rating and
Intrinsic Assessment (IA) of BBB. The Senior Non-Preferred Notes
will be rated BBB (low), one notch below UBI's IA, whilst the
Subordinated Notes will be rated BB (high). All ratings have
Stable trend.

RATING DRIVERS

The ratings are sensitive to any change in UBI's Intrinsic
Assessment (IA) which is currently at BBB. Deterioration in UBI's
asset quality and capital position or a weakening in the Bank's
franchise and reputation could contribute to negative pressure on
the IA. Sustained improvement in risk profile and profitability
supported by adequate capital buffers could contribute to
positive rating implications.

Notes: All figures are in Euros unless otherwise noted.


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


BL CARDS 2018: S&P Assigns BB (sf) Rating to Class F Notes
----------------------------------------------------------
S&P Global Ratings assigned its credit ratings to BL Consumer
Issuance Platform S.A., Compartment BL Cards 2018's (BL Cards
2018) class A, B, C, D, E, and F notes. At closing, BL Cards 2018
also issued unrated class G notes.

BL Cards 2018 is a securitization of revolving credit receivables
originated by Buy Way Personal Finance S.A./N.V. The transaction
contains a dual special-purpose entity (SPE) structure, which is
fully pass-through, differentiated at purchaser and issuer SPE
level. B-Cards S.A., a "SIC institutionnelle de droit belge",
purchased the receivables through its Compartment B-Cards II. The
issuer is a "societe de titrisation," which is bankruptcy remote
under Luxembourg securitization law.

BL Cards 2018's structure has been significantly amended in
comparison to its predecessor, B-Cards S.A./N.V., Compartment B-
Cards-I, which has been unwound in connection with the closing of
the BL Cards 2018 transaction. The changes include the fact that
this is a term transaction and that there is no borrowing base
deduction. The structure also includes a split interest and
principal waterfall. A swap is also in place, where the notional
of the balanced guaranteed swap is equal to the minimum between
(i) the rated notes' principal outstanding balance and (ii) the
portfolio's performing balance. Unlike the predecessor
transaction, there are no instalment loans included in the
securitization. There is a 36-month revolving period.

S&P's ratings reflect its assessment of the transaction's payment
structure and our cash flow analysis, which assesses whether the
notes would be repaid under ratings-specific scenarios. The
transaction's structure relies on a combination of subordination,
a dedicated cash reserve for the class A, B, and C notes, and an
excess spread trapping reserve, which can be also trapped in
order to fund a "spread reserve" and which provides credit
enhancement to the class D, E, and F notes. In addition to the
spread reserve, the transaction also funded initial cash reserves
at both the issuer's and purchaser's levels through the issuance
of the class F notes. During the revolving period, the class F
notes have a scheduled amortization, which is repaid from excess
finance charge collections, if available. During the amortization
period, they are repaid through the issuer principal priority of
payments. BL Cards 2018 used the issuance proceeds to subscribe
in bonds issued by its Compartment B-Cards II, which in turn used
the bond issuance proceeds to purchase the initial receivables
from the originator on a true sale basis.

RATING RATIONALE

Sector Outlook

S&P said, "Given improving economic conditions in the eurozone,
we expect macroeconomic conditions in Belgium and Luxembourg to
remain stable.

"We expect unemployment in Belgium to decline to 6.7%, 6.3%, and
6.2% in 2018, 2019, and 2020, respectively, from 7.3% in 2017.
Unemployment in Luxembourg was 5.7% in 2017, and we expect it to
fall to 5.6%, 5.3%, and 5.3% in 2018, 2019, and 2020,
respectively. Our GDP forecasts for Belgium are 1.9%, 1.8%, and
1.9% in 2018, 2019, and 2020, respectively. At the same time, we
anticipate positive GDP growth in Luxembourg in 2018, at 3.7%,
with further increases in 2019 and 2020 at 3.3% and 3.1%,
respectively.

"Based on our forecast for modest economic growth and declining
unemployment in Belgium and Luxembourg, we expect credit card
performance to be stable over the next 12 to 24 months. We have
considered the stable economic outlook when setting our base-case
performance assumptions for the portfolio."

Operational Risk

Buy Way is a Belgian consumer finance company, providing
financial services to domestic customers, specializing in
revolving store credit cards. Buy Way has a valuable commercial
partnership with market-leading Belgian retailers. The company
actively operates in Belgium and Luxembourg.

In September 2017, S&P performed a corporate overview of Buy
Way's origination, servicing, risk management, and collection
standards. S&P considers its standards to be in line with general
market practices.

The transaction also benefits from a warm back-up servicer at
closing, Intrum N.V., which would step-in upon the insolvency of
Buy Way.

Credit Risk

S&P said, "In our analysis, we have considered the portfolio's
historical payment, purchase, and charge-off and yield rates. We
have set our base-case assumptions in line with our global
criteria for assessing the credit quality of securitized consumer
receivables. We have also considered macroeconomic conditions and
industry trends.

"Since January 2010, the total payment rate stabilized at about
8.5% until January 2014, when it further increased to above 10.0%
and has since fluctuated between 10% and 12%. However, we
attribute some of the higher payment rate to the 'zeroing rule'
in Belgium, which the Belgian legislator introduced in January
2013. This legislation resulted in an obligation for the customer
to repay their entire balance within a certain timeframe,
determined by the credit limit. The counter for repayment starts
from the time when the first withdrawal is made. Given that this
is a revolving pool, new assets enter the pool with a different
timeframe for repayment under the zeroing rule. We have therefore
given limited benefit to the zeroing rule and set a base-case
payment rate of 7.5%. Our 'AAA' haircut payment rate assumptions
reflect the minimum payment legislation in Belgium and
Luxembourg.

"The charge-off rate has been decreasing consistently since its
peak in June 2009. Since stabilizing in 2013, charge-offs are
relatively low, at 2.7% as of November 2017. We have maintained
our charge-off base-case assumption at 5.0% for the revolving
credit with and without a credit card. We apply a 5x multiple at
the 'AAA' rating level."

In Belgium, the interest rate is regulated by law. Yield
movements can be linked to the changes in usury rates, adjusted
by three-month Euro Interbank Offered Rate (EURIBOR) every six
months.

From 2012 to the middle of 2017, yield has remained stable at
approximately 12% for the revolving credit with credit cards. For
the revolving credit without a credit card, yield has been
relatively stable since 2015 at approximately 9%. S&P said,
"Given stable yields since our review of the predecessor
transaction, we have set the base case on the revolving credit at
9.8%, based on the product split for the worst-case pool
determined by the portfolio criteria. Our yield haircut at the
'AAA' level is 35%.

"We have set the base-case recovery rate at 15%. We applied a 55%
haircut to this base case at the 'AAA' level.

"As we do not rate the originator, we do not give any credit to
the purchase rate in this transaction."

Cash Flow And Structural Risk

S&P said, "We ran cash flow scenarios under both rising and
falling interest rates, and the swap agreement partially
mitigates the risk of rising interest rates. There are separate
waterfalls for finance charge and principal collections, but the
transaction documents do not permit the reallocation of principal
collections to cover any finance charge shortfalls, including
interest shortfalls on the rated notes. In our view, the credit
enhancement available to each class of notes is sufficient to
provide for timely payment of interest and ultimately payment of
principal at their respective rating levels, according to the
transaction's terms."

Counterparty Risk

The transaction is exposed to counterparty risk through Citibank
Europe PLC, Luxembourg Branch and Citibank Europe, Brussels
Branch as the issuer and purchaser transaction bank account
providers, respectively, and ING Belgium S.A./N.V., ING
Luxembourg S.A., and BNP Paribas Fortis N.V./S.A. as the seller's
collection bank account providers. There is also counterparty
risk from the swap provider, BNP Paribas. S&P considers that the
creditworthiness of the aforementioned counterparties and the
downgrade/replacement language for the swap counterparty, bank
account providers, and collection bank account providers to be
consistent with its current counterparty criteria to support
'AAA' rated securities.

Legal Risk

S&P said, "We consider the issuer to be a bankruptcy remote
entity, in line with our legal criteria. We have received legal
opinions confirming that the sale of the receivables would
survive the insolvency of Buy Way as the originator.

"In our view, the current transaction structure fully mitigates
the transaction's exposure to a credit loss from commingling risk
through a pledge on the seller collection accounts. In addition,
the transfer of collections from the seller collection accounts
to the purchaser would be daily if the rating on the seller
collection account provider is below a certain rating threshold.
We model a commingling liquidity stress to account for any
potential cash-flow disruption due to servicer insolvency."

A priority allocation rule is also in place. This stipulates that
where the seller is still the owner of any outstanding receivable
the seller's rights on any payments of principal, interest, and
any other amounts paid under these non-purchased receivables
would be subordinated to the rights of the SPE to receive the
payments and amounts arising from the account.

Credit Stability

S&P said, "We have analyzed the effect of a moderate stress on
the credit variables, and its ultimate effect on our ratings on
the notes. We ran two scenarios using ranging levels of stress
and rising interest rates for the rated notes. The results of
both scenarios, which we associate with a one-year and a three-
year rating transition, respectively, are in line with our credit
stability criteria."

RATINGS LIST

BL Consumer Issuance Platform S.A., Compartment BL Cards 2018
EUR217.8 Million Asset-Backed Floating- And Fixed-Rate Notes

Ratings Assigned

  Class            Rating              Amount
                                     (mil. EUR)

  A                AAA (sf)             161.8
  B                AA (sf)               11.8
  C                A (sf)                12.8
  D                BBB (sf)              17.2
  E                BBB- (sf)              4.9
  F                BB (sf)                3.4
  G                NR                     5.9

  NR--Not rated.


KLEOPATRA HOLDINGS: S&P Alters Outlook to Neg. & Affirms 'B' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook to negative from stable on
Kleopatra Holdings 1 S.C.A. (KP or Holdco) the ultimate holding
company of Germany-based plastic packaging manufacturer Kloeckner
Pentaplast, as well as Kleopatra Holdings 2 S.C.A., the parent of
Kloeckner Pentaplast, and Kloeckner Pentaplast of America Inc.,
the issuer of the group's term loan and an operating subsidiary
of KP.

S&P said, "At the same time, we affirmed our 'B' long-term issuer
credit ratings on KP, Kleopatra Holdings 2 S.C.A., and Kloeckner
Pentaplast of America Inc.

"We also affirmed our 'B' issue rating on the group's senior
secured facilities, comprising a EUR150 million revolving credit
facility (RCF) and a EUR1.4 billion equivalent term loan. The
recovery rating remains '4', reflecting our expectation of
average recovery prospects (30%-50%; rounded estimate 40%) in the
event of a payment default.

"We also affirmed our 'CCC+' issue rating on the group's EUR395
million notes. The recovery rating of '6' reflects our
expectation of 0%-10% recovery (rounded estimate 0%) in a default
scenario."

The outlook revision follows KP's weaker-than-expected results in
the fiscal year ending Sept. 30, 2017. S&P said, "On this date,
adjusted EBITDA to debt stood at 12.5x, well below our previous
forecast of about 8x. Raw material price inflation and high
exceptional costs undermined the group's profitability and cash
flows in 2017. We expect demand for plastic packaging to remain
stable in 2018, but margins to remain under pressure from
potential rises in raw material costs and further restructuring
and integration costs. We do not expect the company to incur any
more settlement payment costs, unless it pursues an IPO or
dividend recapitalization, for example. In 2017, the settlement
payments (EUR42 million) related to the equity buyout of former
executives."

Despite the volatility of input prices, we expect adjusted EBITDA
margins will improve to 11.8% by 2018 and to 13.5% in 2019. This
will likely stem from the extraction of further synergies from
the integration of LINPAC Packaging, the full-year benefit of
higher prices announced in 2017, and no further executive
settlement payments. S&P said, "Despite this, we expect EBITDA
margins will remain well below our previous forecasts of 14%-15%.
We expect leverage and interest coverage ratios will improve in
2018 and 2019, but fall short of our previous expectations."

S&P said, "We continue to assess the financial risk profile as
highly leveraged, with leverage expected at close to 9x by Sept.
30, 2018. By fiscal year-end 2019, we expect leverage to improve
to 8x, as adjusted EBITDA margins improve to 13.5%. Our adjusted
debt figures include factoring liabilities (EUR175 million),
operating leases (EUR27 million), and pension liabilities (EUR14
million).

"In 2018 and 2019, we expect free cash flow will remain
constrained by weak profitability. We assumed that the coupon on
Holdco's EUR395 million notes will be paid in cash, but note that
it could be accrued if certain conditions are met (mainly a
liquidity test); the first year of the notes' interest payments
is prefunded. We expect EBITDA to interest to improve to 2x in
2019. We do not expect any pressure on liquidity in the short
term, since no material debt repayments are due. We view
financial policy as aggressive, given the group's equity sponsor
ownership and history of dividend recapitalization."

KP's business risk profile reflects its sizable revenue base
(almost EUR1.9 billion as of 2017), leading niche market
positions, and long-standing customer relationships. Although KP
remains exposed to cyclical end markets, the group derives a
large portion of its revenues from the fairly stable
pharmaceuticals and food end markets. This is partly constrained
by KP's exposure to the very fragmented and competitive plastic
film segment.

The group is exposed to changes in raw material, energy, and
currency prices, and relies on its ability to pass raw-material
price increases on to customers. Only 30% of its sales relate to
contracts with automatic price-adjustment clauses. Although it
has historically been able to pass these cost increases on to
customers (albeit with a time lag of three to six months) via
price increases, the latter were insufficient in 2017 to offset
the inflationary environment. KP thereby experienced significant
margin erosion in 2017, in line with most industry players,
because of the time lag in passing on raw material inflation. S&P
expects EBITDA margins will improve in 2018 as price increases
and a lower amount of onetime costs offset rising input costs. In
2018, S&P expects restructuring costs will relate to the
integration of LINPAC and cost-reduction initiatives.

S&P said, "The negative outlook indicates that we could lower the
ratings during the next year if the KP is unable to deliver
sufficient improvement in profitability, resulting in higher
leverage and weaker cash flows.

"We could lower the ratings if the group's credit metrics
weakened significantly from our base-case forecasts, particularly
if EBITDA interest coverage fell below 2x. This could result from
higher operating or exceptional costs, fiercer competition, or
difficulties in passing on rising raw material costs to
customers. In addition, our view of a lower business risk
assessment could also result in a downgrade. This could occur if
KP fails to improve profitability in line with our expectations.

"We could revise the outlook to stable if we believe that KP
could sustain EBITDA interest coverage of 2x or higher, which is
achievable if KP's adjusted EBITDA margins improve to 13.5% or
more."


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


CONTEGO III: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
--------------------------------------------------------------
Fitch Ratings has assigned Contego III CLO B.V.'s refinancing
notes expected ratings:

Class X: 'AAA(EXP)sf'; Outlook Stable
Class A-R: 'AAA(EXP)sf'; Outlook Stable
Class B-1-R: 'AA(EXP)sf'; Outlook Stable
Class B-2-R: 'AA(EXP)sf'; Outlook Stable
Class C-R: 'A(EXP)sf'; Outlook Stable
Class D-R: 'BBB(EXP)sf'; Outlook Stable
Class E-R: 'BB(EXP)sf'; Outlook Stable
Class F: 'B-(EXP)sf'; Outlook Stable

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

Contego III CLO B.V. is a cash flow collateralised loan
obligation (CLO). Net proceeds from the notes will be used to
redeem the existing notes, with a new identified portfolio
comprising the existing portfolio, as modified by sales and
purchases conducted by the manager Five Arrows managers LLP. The
refinanced CLO envisages a further 4.25-year reinvestment period
and an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality
Fitch places the average credit quality of obligors in the 'B'
category. The Fitch-weighted average rating factor (WARF) of the
current portfolio is 31.96, below the indicative maximum
covenanted WARF of 33.75 for assigning the expected ratings.

High Recovery Expectations
At least 90% of the portfolio will comprise senior secured
obligations. Fitch views the recovery prospects for these assets
as more favorable than for second-lien, unsecured and mezzanine
assets. The Fitch-weighted average recovery rate (WARR) of the
current portfolio is 66.32%, above the minimum covenant of 62.2%
for assigning expected ratings.

Limited Interest Rate Exposure
Up to 7.5% of the portfolio can be invested in fixed-rate assets,
while fixed-rate liabilities represent 2.3% of the target par.
Fitch modelled both 0% and 7.5% fixed-rate buckets and found that
the rated notes can withstand the interest rate mismatch
associated with each scenario.

Diversified Asset Portfolio
The covenanted maximum exposure to the top 10 obligors for
assigning expected ratings is 20% of the portfolio balance. This
covenant ensures that the asset portfolio will not be exposed to
excessive obligor concentration.

Unhedged Non-euro Assets
The transaction is allowed to invest in non-euro-denominated
assets, provided these are hedged with perfect asset swaps within
30 days after settlement. Unhedged non-euro assets must not
exceed 3% of the portfolio at any time and can only be included
if, as of the trade date, the portfolio balance is above the
target par amount.

RATING SENSITIVITIES

Adding to all rating levels the increase generated by applying a
125% default multiplier to the portfolio's mean default rate
would lead to a downgrade of up to two notches for the rated
notes. A 25% reduction in recovery rates would lead to a
downgrade of up to three notches for the rated notes.


SYNCREON GROUP: Moody's Hikes CFR to Caa2, Outlook Stable
---------------------------------------------------------
Moody's Investors Service upgraded syncreon Group B.V.'s
Corporate Family Rating ("CFR") to Caa2 from Caa3 and its
Probability of Default Rating to Caa1-PD from Caa2-PD. At the
same time, syncreon's senior secured term loan rating was
affirmed at Caa2, and the Ca rating on its senior unsecured notes
was also affirmed. The rating outlook is stable.

The upgrade of the CFR to Caa2 acknowledges syncreon's successful
execution of a financing transaction which extends its nearest
dated debt maturity to July 2020 and eliminates financial
maintenance covenants so long as syncreon is in compliance with
certain negative covenants including debt, liens, and restricted
payments. As part of this transaction, an unrestricted subsidiary
of syncreon entered into a new $100 million asset based revolving
credit facility expiring July 2020 which replaces the $79 million
holdco-bridge loan with monthly maturities. In addition, syncreon
executed an amendment to its $100 million revolving credit
facility which extended its expiration to October 2020 from
October 2018 and removed the former springing leverage covenant.

Affirmation of the senior secured term loan and senior unsecured
notes ratings reflects the increase in secured debt that will be
a part of the go-forward capital structure, which has had a
negative effect on the expected loss associated with those
instruments in an event of default scenario but has
simultaneously been mitigated at present by a lower likelihood of
near-term default pro forma for the aforementioned transaction.
This includes the new $100 million asset based facility (an
increase from the $79 million holdco-bridge loan), as well as the
additional secured debt provided by syncreon Global Holdings
Limited ("Holdings") as a result of the requirement for it to
provide liquidity support to syncreon in the form of secured
debt.

Moody's took the following rating actions for syncreon Group
B.V.:

Upgrades:

-- Probability of Default Rating, Upgraded to Caa1-PD from Caa2-
    PD

-- Corporate Family Rating, Upgraded to Caa2 from Caa3

Outlook Actions:

-- Outlook, Changed To Stable From Negative

Affirmations:

-- Senior Secured Bank Credit Facility, Affirmed Caa2 (LGD4)

-- Senior Unsecured Regular Bond/Debenture, Affirmed Ca (LGD6)

RATINGS RATIONALE

syncreon's Caa2 CFR reflects its very high financial leverage,
with debt-to-EBITDA of 7.3 times calculated using Moody's
standard analytical adjustments for operating leases. However,
when the impact of the lease adjustment is excluded from
leverage, debt-to-EBITDA is much higher at more than 13 times.
The Caa2 rating also reflects syncreon's weak interest coverage,
with EBIT-to-interest expense of just 0.6 times. The Caa2
indicates Moody's expectation that free cash flow will remain
negative over the next twenty four months as syncreon continues
to fund capital investments, start-up costs, and working capital
in support of recent and prospective new contract wins. However,
the Caa2 acknowledges Moody's expectation that Holdings will
provide liquidity support to syncreon in the form of secured debt
up to the amount that was contributed to Holdings in 2016 by the
financial sponsor owners. In particular, the amendment to the
revolving credit facility requires Holdings to reinvest the bond
coupon its receives from syncreon back into syncreon. The
amendment also allows Holdings to invest additional cash as
needed in the form of secured debt up to $75 million. The Caa2
CFR also indicates a lower than average recovery rate of 35% for
the corporate enterprise in an event of default scenario, in
large part given the substantial amount of receivables that will
remain at an unrestricted subsidiary as collateral to support the
$100 million asset based revolving credit facility that was just
put in place.

The rating considers syncreon's concentration in two industry
segments (technology and automotive), and the success the company
has had in winning new contracts. Moody's also views positively
syncreon's history of renewing 97% of its contracts, and its
ability to drive earnings improvements in the second half of
2017, which provide evidence that the turnaround in performance
is gaining some traction.

The stable outlook reflects that syncreon has no near-dated debt
maturities prior to July 2020, nor any financial covenant
compliance requirements. The stable outlook also reflects that
syncreon will be able to support its expected free cash flow
deficits with external sources of liquidity, including support
from its indirect holding company.

Ratings could be upgraded should syncreon continue to improve its
operating performance such that debt-to-EBITDA approaches 6.75
times and EBIT-to-interest expense approaches 1.0 time. An
upgrade would also require maintaining an adequate liquidity
profile, including a clear path to at least break-even or
modestly positive free cash flow.

Ratings could be downgraded should syncreon be unable to sustain
the improvements in operating performance which occurred in the
fourth quarter of 2017, should syncreon's liquidity profile
weaken, or should the probability of a default increase for any
reason.

The principal methodology used in these ratings was Global
Surface Transportation and Logistics Companies published in May
2017.

Headquartered in the Netherlands, syncreon Group B.V. is an
international provider of specialized logistics and supply chain
solutions to customers primarily in the technology and automotive
sectors. Revenues for the year ended December 31, 2017 were $991
million. The company is majority-owned by GenNx360 Capital
Partners and Centerbridge Partners.


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


BANCO COMERCIAL: Moody's Affirms B1 Long-Term Deposit Debt Rating
-----------------------------------------------------------------
Moody's Investors Service has affirmed Portugal's Banco Comercial
Portugues, S.A. (BCP) and its supported entities' long-term
deposit and debt ratings at B1. At the same time, the rating
agency has also affirmed (1) the bank's baseline credit
assessment (BCA) and adjusted BCA of b2; (2) its dated
subordinated debt rating of B3; (3) its preference shares rating
of Caa2(hyb). The outlook on the bank's long-term debt and
deposit ratings has been changed to positive from stable. As part
of this rating action, Moody's has also upgraded the bank's long-
term Counterparty Risk Assessment (CR Assessment) to Ba1(cr) from
Ba2(cr).

The rating action reflects BCP's overall credit profile, namely
the bank's improved asset risk metrics and its enhanced domestic
profitability. Despite these improvements, Moody's notes that the
bank's risk absorption capacity remains weak on the face of the
bank's still significant asset quality challenges.

The positive outlook on BCP's long-term debt and deposit ratings
reflects the positive pressure that could develop on the bank's
ratings if BCP continues to reduce the stock of problematic
assets and improve its loss-absorption capacity over the outlook
period.

BCP's short-term deposit ratings of Not Prime, its short-term
programme ratings at (P)Not Prime and its short-term CRA of Not
Prime(cr) are unaffected by rating action.

RATINGS RATIONALE

-- RATIONALE FOR AFFIRMING THE BCA

The affirmation of BCP's BCA and adjusted BCA at b2 reflects the
bank's improved although still modest credit profile, notably in
terms of asset risk, capital and profitability.

At end-December 2017, BCP reported a non-performing loan (NPL)
ratio of 15.0%, down from 18.1% a year earlier. Moreover, the
bank also has other problematic exposures such as real estate
assets which, if included, raise the bank's non-performing assets
ratio (NPAs; NPLs plus real estate assets) to around 18%.

Moody's notes positively that the bank has managed to reduce its
domestic NPLs to EUR6.7 billion as of the end of December 2017,
down from EUR8.5 billion at year-end 2016 and below the EUR7.5
billion target contemplated in its strategic plan, and Moody's
expect this improving trend will continue over the outlook
period.

Over the last years, BCP has been able to strengthen its capital
base mainly through continued deleveraging and tapping the
markets to raise capital. At end-December 2017, the bank reported
a phased-in common equity Tier 1 (CET1) ratio of 13.2% and a
fully loaded CET1 ratio of 11.9%, up from 12.8% and 11.1% a year
earlier.

Despite this enhanced solvency levels, Moody's notes that BCP's
loss-absorption capacity remains weak when measured as the ratio
of NPAs to balance-sheet cushions. This ratio stood at a high 99%
as of the end of December 2017. This is mainly the result of
BCP's high stock of problematic assets and low coverage levels,
which stood at 43% for NPLs and 38% for NPAs.

BCP's profitability also improved as a result of the
implementation of the bank's three-year strategic plan, with both
the Portuguese and international operations positively
contributing to the group's bottom-line result. At end-December
2017, the bank reported a consolidated net profit of EUR290
million, which is equivalent to a net income to tangible assets
ratio of 0.4% and compares with a net profit of EUR146 million a
year earlier.

-- RATIONALE FOR AFFIRMING THE LONG-TERM DEBT AND DEPOSIT
RATINGS AND THE POSITIVE OUTLOOK

The affirmation of BCP and its supported entities' long-term debt
and deposit ratings at B1 reflects: (1) the affirmation of the
bank's BCA and adjusted BCA at b2; (2) no uplift from the rating
agency's Advanced Loss Given Failure (LGF) Analysis; and (3)
Moody's assessment of a moderate probability of government
support, which results into a notch of uplift.

The positive outlook on BCP's long-term debt and deposit ratings
is reflecting Moody's expectation that the bank will continue to
improve its credit fundamentals. In particular, the rating agency
expects further reduction in the stock of NPAs that will
alleviate the pressure on the bank's solvency levels, as well as
a continuous improvement in profitability metrics.

-- RATIONALE FOR UPGRADING THE LONG-TERM CR ASSESSMENT

As part of rating action, Moody's has also upgraded the long-term
CR Assessment of BCP to Ba1(cr) from Ba2(cr), to incorporate one
additional notch of uplift coming from a moderate probability of
government support, in line with the rating agency's assumptions
on deposits and senior debt. This consideration reflects Moody's
view that any support provided by governmental authorities to a
bank, which benefits senior unsecured debt or deposits, is very
likely to benefit operating activities and obligations reflected
by the CR Assessment as well, consistent with Moody's view that
governments are likely to maintain such operations as a going
concern to reduce contagion and preserve a bank's critical
functions.

The CR Assessment is now driven by the bank's b2 adjusted BCA,
three notches of uplift from the cushion against default provided
by subordinated instruments to the senior obligations represented
by the CR Assessment and one notch of uplift from a moderate
likelihood of systemic support.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward pressure on BCP's standalone BCA could be driven by clear
evidence that the bank's risk-absorption capacity is improving,
along with a sustainable recovery in the bank's asset risk
profile and recurring domestic earnings.

Downward pressure could be exerted on BCP's BCA if: (1) the bank
fails to improve its risk-absorption capacity due to asset
quality weakening and/or additional provisioning efforts in
excess of its capital generation capacity; and/or (2) a
deterioration in the bank's liquidity profile.

In addition, any change to the BCA would also be likely to affect
debt and deposit ratings, as they are linked to the standalone
BCA.

BCP's senior unsecured debt and deposit ratings could also change
as a result of changes in the loss-given-failure faced by these
securities. In particular, Moody's expects the bank will need to
issue a significant amount of Minimum Requirement for Own Funds
and Eligible Liabilities (MREL) eligible debt in the short to
medium term, which could have positive impact for senior deposit
and debt ratings.

LIST OF AFFECTED RATINGS

Issuer: Banco Comercial Portugues, S.A.

Upgrade:

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

Affirmations:

-- Long-term Bank Deposits, affirmed B1, outlook changed to
    Positive from Stable

-- Senior Unsecured Medium-Term Note Program, affirmed (P)B1

-- Subordinate Regular Bond/Debenture, affirmed B3

-- Subordinate Medium-Term Note Program, affirmed (P)B3

-- Preferred Stock Non-cumulative, affirmed Caa2(hyb)

-- Adjusted Baseline Credit Assessment, affirmed b2

-- Baseline Credit Assessment, affirmed b2

Outlook Action:

-- Outlook changed to Positive from Stable

Issuer: BCP Finance Bank, Ltd.

Affirmation:

-- Backed Senior Unsecured Regular Bond/Debenture, affirmed B1,
    outlook changed to Positive from Stable

Outlook Action:

-- Outlook changed to Positive from Stable

Issuer: BCP Finance Company

Affirmations:

-- Backed Subordinate Shelf, affirmed (P)B3

-- Backed Preferred Stock Non-cumulative, affirmed Caa2(hyb)

No Outlook assigned

Issuer: Banco Comercial Portugues, SA, Macao Br

Upgrade:

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

Affirmation:

-- Long-term Bank Deposit, affirmed B1, outlook changed to
    Positive from Stable

Outlook Action:

-- Outlook changed to Positive from Stable

Issuer: Banco Comercial Portugues, SA, Madeira

Upgrade:

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

No Outlook assigned

PRINCIPAL METHODOLOGY

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


=============
R O M A N I A
=============


CFR MARFA: Accounts Blocked Over Unpaid RON836-Mil. Debts
---------------------------------------------------------
bne IntelliNews, citing for Ziarul Financiar daily, reports that
Romanian rail freight company CFR Marfa is not able to pay the
wages of its 7,500 employees before the Easter holiday after the
railway infrastructure operator CFR blocked its accounts over
unpaid debts worth RON836 million (EUR180 million).

Trade unions representing CFR Marfa workers have appealed to
President Klaus Iohannis to help the company, bne IntelliNews
relates.

A publicly funded bailout for the company would be problematic,
bne IntelliNews states.  Last December, the European Commission
said it had already opened an in-depth investigation to assess
whether debt write-offs by the Romanian state in favor of CFR
Marfa and the failure to collect debts from the company have
given the company an unfair advantage in breach of EU state aid
rules, bne IntelliNews recounts.

State-owned CFR Marfa has to pay a series of bills -- including
its employees' salaries -- but is unable to do so because its
accounts are blocked, bne IntelliNews discloses.  Meanwhile, it
has been unable to collect the substantial sums it is owed by its
clients, many of whom are either bankrupt or under insolvency, so
their accounts are also blocked, bne IntelliNews notes.

In total, CFR Marfa is owed RON650 million by its clients, the
trade unions stressed on March 29, bne IntelliNews discloses.
Out of this, RON350 million is owed by state-owned companies,
with the two mining and power companies SNLO and CNH Hunedoara
being among CFR Marfa's traditional debtors, according to bne
IntelliNews.

The Commission's investigation will look at a number of state
support measures in favor of CFR Marfa concerning a debt-to-
equity swap amounting to RON1.66 billion (around EUR360 million)
in 2013 and the failure to collect, since at least 2010, of
social security debts and outstanding taxes of CFR Marfa, and of
debts towards CFR, bne IntelliNews relays.


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


LIGHTBANK: Put on Provisional Administration, License Revoked
-------------------------------------------------------------
The Bank of Russia, by Order No. OD-775, dated March 29, 2018,
effective from the same date, the Bank of Russia revoked the
banking license of the Moscow-based credit institution Commercial
Bank LIGHT, or LIGHTBANK (Registration No. 3177), further
referred to as the credit institution.  According to its
financial statements, as of March 1, 2018, the credit institution
ranked 425th by assets in the Russian banking system.

The problems in LIGHTBANK's business owe their origin to a high
risk model of its retail lending operations.  Besides, the bank
has failed to properly assess its credit portfolio quality.  The
due diligence check of credit risk established a substantial loss
of capital and entailed the need for action to prevent the credit
institution's insolvency (bankruptcy); there arose a real threat
to its creditors' and depositors' interests.

The Bank of Russia repeatedly applied supervisory measures to the
credit institution, including the imposition of restrictions and
a ban on household deposit taking.

The credit institution's management and owners failed to take
effective measures to normalize its activities.  Under the
circumstances the Bank of Russia took the decision to withdraw
Commercial Bank LIGHT from the banking services market.

The Bank of Russia takes this measure following the credit
institution's failure to comply with federal banking laws and
Bank of Russia regulations, due to repeated application within a
year of measures envisaged by the Federal Law "On the Central
Bank of the Russian Federation (Bank of Russia)", considering a
real threat to the creditors' and depositors' interests.

Following banking license revocation, in accordance with Bank of
Russia Order No. OD-775, dated March 29, 2018, Commercial Bank
LIGHT's professional securities market participant license was
revoked.

The Bank of Russia, by its Order No. OD-776, dated March 29,
2018, appointed a provisional administration to Commercial Bank
LIGHT for the period until the appointment of a receiver pursuant
to the Federal Law "On Insolvency (Bankruptcy)" or a liquidator
under Article 23.1 of the Federal Law "On Banks and Banking
Activities".  In accordance with federal laws, the powers of the
credit institution's executive bodies have been suspended.

Commercial Bank LIGHT is a member of the deposit insurance
system.  The revocation of the banking license is an insured
event as stipulated by Federal Law No. 177-FZ "On the Insurance
of Household Deposits with Russian Banks" in respect of the
bank's retail deposit obligations, as defined by law.  The said
Federal Law provides for the payment of indemnities to the bank's
depositors, including individual entrepreneurs, in the amount of
100% of the balance of funds but no more than a total of RUR1.4
million per depositor.

The current development of the bank's status has been detailed in
a press statement released by the Bank of Russia.


MYASOKOMBINAT IRKUTSKIY: Declared Insolvent by Court
----------------------------------------------------
Reuters reports that Myasokombinat Irkutskiy OAO said the court
declared the company insolvent.

Myasokombinat Irkutskiy OAO is a Russia-based company engaged in
the food processing.


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


SUNRISE COMMUNICATIONS: Moody's Affirms Ba2 CFR, Outlook Stable
---------------------------------------------------------------
Moody's Investors Service has affirmed the Ba2 corporate family
rating (CFR) and the Ba2-PD Probability of Default Rating ("PDR")
of Sunrise Communications Group AG (Sunrise). Concurrently,
Moody's has affirmed the Ba2 rating of Sunrise Communications
Holdings S.A's CHF910 million senior secured term loan facility,
CHF200 million senior secured revolving credit facility and
CHF500 million senior secured notes.

The outlook on all ratings remains stable.

"The rating affirmation reflects that Sunrise is strongly
positioned in the rating category, with leverage and cash flow
metrics at the strong end of the Ba2 rating. However, the rating
also reflects a degree of event risk given the risk of
consolidation in Switzerland in Moody's view," says Laura Perez,
a Moody's Vice President - Senior Analyst and lead analyst for
Sunrise.

RATINGS RATIONALE

Moody's expects Sunrise's underlying EBITDA (excluding the impact
of the tower sale) to grow in the low single digits in the next
18 to 24 months mainly driven by improving revenue growth
(including the impact of Mobile Termination Rates). Including the
impact of the tower sale, Moody's expects the company's reported
EBITDA to be slightly lower, at CHF580 million, for FYE 2018,
from CHF592 million in FYE 2017, driven by higher operating
expenses arising from the service agreement for the use of the
towers.

Sunrise's network quality has significantly improved in recent
years. As result, net subscriber additions have grown strongly on
a sustained basis. In addition, growth in the convergent offering
Sunrise One, will continue to support revenue growth, offsetting
the structural declines in landline and pre-paid. Nevertheless,
Moody's expects competitive pressures to increase following
Salt's new triple and quad-play offerings that are priced at a
significant discount to Swiss peers.

Moody's expects free cash flow generation (after dividends) to be
negative in 2018 and in 2019 driven by up-front investments in
the recently signed new fibre agreement with utilities (CHF56
million), spectrum investments in the second half of 2018 and
higher dividend payments. As a result, Moody's expects Sunrise's
gross leverage to increase to 2.8x in FYE 2018 from 2.6x in 2017,
before improving to 2.7x in FYE 2019.

Moody's believes that Sunrise is strongly positioned in the Ba2
rating category. The company retains a degree of flexibility in
its current rating category if it decided to participate in the
potential consolidation in the Swiss market.

Sunrise's reported leverage ratios benefit from the sale of
towers announced in May 2017, as a significant part of the
proceeds (CHF450 million) were used for debt repayment which led
to a 0.6x reduction in gross debt to EBITDA in FYE 2017. However,
Moody's believes that the tower sale does not materially change
Sunrise's underlying credit fundamentals as the reduction in
reported financial debt was largely offset by an operational
liability arising from the long-term tower service agreement.
Sunrise entered into a twenty-year service agreement contract
with Cellnex Telecom S.A (unrated) for the use of the towers,
which are critical infrastructure assets.

Moody's believes the service agreement shares economic
similarities with an operating lease, although it is not
accounted as such in IAS17 nor does the company expect that it
will be reported as an operating lease under IFRS16. As a result,
Sunrise will not be required to capitalise the associated asset
and record a debt-like liability.

However, the multi-year service contract agreement does represent
a significant increase in an operating liability, thereby
reducing the company's financial and operational flexibility,
compared with an ownership model with full economic control. If
Moody's included the net present value of the estimated CHF35
million service agreement fee, the company's underlying leverage
ratio would remain at around 3x in 2017, not materially different
from the previous year.

Furthermore, the company's free cash flow to debt ratios (Moody's
definition) weakened post transaction to an estimated pro-forma
3.4% in FYE 2017, down from 4.3%, driven by the increased
dividend payout to 85% of free cash flow, up from 65%.

Moody's has adjusted the ratio triggers for the Ba2 rating
category to reflect the economic impact of the tower service
agreement with gross adjusted debt to EBITDA at 2.75x-3.25x and
Retained Cash Flow (RCF) to debt ratios at 22%-17%, compared with
the previous levels of 3x-3.5x and 20%-15% respectively. The
adjustment of the ratio triggers reflects the underlying
operating liability of the tower service agreement and the
associated benefits of entering in a long-term contract for a
critical infrastructure asset, which will result in greater cost
visibility compared to a short-term contract.

RATIONALE FOR STABLE OUTLOOK

Sunrise is strongly positioned in the Ba2 rating category. The
stable outlook reflects Moody's expectation of improving revenue
trends and underlying EBITDA which will lead to debt to EBITDA of
2.7x and RCF to debt of 22% in the next 18-24 months. The stable
outlook also reflects a degree of event risk in the rating, as
Moody's believes the risk of consolidation in continental Europe,
including Switzerland, is increasing.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on the rating could develop if Sunrise's
management team delivers on its business plan with consistent
improvement in underlying service revenue and KPI trends together
with growing EBITDA such that the company's (1) debt/EBITDA ratio
(as adjusted by Moody's) is consistently below 2.75x; and (2)
retained cash flow (RCF)/debt ratio (as adjusted by Moody's)
increases towards 22% on a sustained basis.

Conversely, downward pressure could be exerted on the rating if
Sunrise's underlying operating performance weakens or the company
implements more aggressive-than-expected financial policies such
that debt/EBITDA (as adjusted by Moody's) is higher than 3.25x
and RCF/debt (as adjusted by Moody's) is below 17% on a sustained
basis.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: Sunrise Communications Group AG

-- Corporate Family Rating, Affirmed Ba2

-- Probability of Default Rating, Affirmed Ba2-PD

Issuer: Sunrise Communications Holdings S.A.

-- Backed Senior Secured Bank Credit Facility, Affirmed Ba2
    (changed to LGD-4 from LGD-3)

-- Senior Secured Regular Bond/Debenture, Affirmed Ba2 (changed
    to LGD-4 from LGD-3)

Outlook Actions:

-- Issuer: Sunrise Communications Group AG

-- Outlook, Remains Stable

-- Issuer: Sunrise Communications Holdings S.A.

-- Outlook, Remains Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

COMPANY PROFILE

Sunrise Communications Group AG (Sunrise) is the ultimate parent
of Sunrise Communications Holdings S.A. (SCH). Headquartered in
Zurich, Sunrise is the second-largest integrated telecom operator
in Switzerland. At year-end 2017, the company reported revenue of
CHF1.9 billion and EBITDA of CHF592 million.


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


AVANTI COMMUNICATIONS: High Court Okays Debt-for-Equity Swap Deal
-----------------------------------------------------------------
Ben Marlow at The Telegraph reports that a clutch of Wall Street
hedge funds have staged a last-ditch rescue of stricken UK
satellite operator Avanti Communications, saving the debt-laden
firm from almost certain collapse.

According to The Telegraph, a complex debt-for-equity swap deal
that will see the troubled business end up in the hands of
specialist vulture funds was approved by a High Court judge after
the company pleaded for help.

Lawyers for Avanti said that without the intervention of its
lenders, the company would face administration or liquidation in
the coming months, The Telegraph relates.  In return, Avanti's
borrowings will halve from around US$900 million to US$450
million, and its annual interest bill will reduce by tens of
millions, reducing the severe financial strain that it has been
under for several years, The Telegraph discloses.

As a result of the deal, lenders, led by three hedge funds Mast,
Solus and Tennenbaum, will own more than 90% of the company, The
Telegraph states.

Existing shareholders, including Prudential and Hargreaves
Landsdown, will be left as minority investors, The Telegraph
notes.

Avanti has had to be bailed out several times before, The
Telegraph relays.  In 2017, bondholders and investors supported a
refinancing that provided US$242 million (GBP172 million) of
liquidity through a cash injection and the deferral of interest
payments, The Telegraph recounts.

However, in its most recent annual report, the company, as cited
by The Telegraph, said that the deal had proven extremely
disruptive, spooking customers, many of whom waited for the
negotiations to be completed before agreeing to do further
business with the company.

According to The Telegraph, sources close to the talks said
Avanti, which is chaired by Paul Walsh, the former boss of
Diageo, could look to raise new funds later in the year.

Avanti sells satellite data services to telecommunications
providers.


FINASTRA LTD: S&P Cuts Long-Term Issuer Credit Rating to 'B-'
-------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating to
'B-' from 'B' on Finastra Ltd. The outlook is stable.

S&P said, "At the same time, we lowered to 'B-' from 'B' our
issue ratings on the $4.6 billion equivalent first-lien term
loans and the $400 million revolving credit facility (RCF). These
facilities have a recovery rating of '3' (60%). We also lowered
to 'CCC' from 'CCC+' our issue rating on the $1,245 million
second-lien term loan, with a recovery rating of '6' (0%)."

Finastra was formed through the merger of Misys and D+H in June
2017. Following the merger, Finastra decided to transition legacy
Misys customers to a subscription-fee pricing model from the
previous model of high initial license fees (ILFs) and subsequent
lower annual maintenance fees. The transition has progressed
faster than expected, causing S&P to lower the ratings in
response to its forecast that credit metrics for FY2018 and
FY2019 would be weaker than previously expected.

S&P said, "We understand that the company chose to change its
pricing structure in response to changing customer-buying
behaviors in the market. We recognize that this also expands the
share of recurring subscription revenues, which could carry long-
term strategic benefits to the business, including improving the
predictability of the group's operating performance and
potentially increasing the total lifetime value of its customer
base.

"Nevertheless, we expect the transition to cause a spike in
credit risk over the next 18-24 months. The new pricing model
essentially spreads out the significant upfront ILF component of
a customer contract over the term of the contract and we expect
this to weigh on the company's revenues and cash flows over the
next two fiscal years.

"In addition, this follows a revenue decline of about 10.5% for
legacy Misys in FY2017; we had expected a decline of only about
2%-3%. Sales execution in the fourth quarter was weaker than
expected and deal cycles were generally prolonged over the fiscal
year.

"We now forecast that Finastra's revenue will decline by a
further 2%-3% in FY2018 and by a smaller amount in FY2019. In
addition to lower license revenues from the subscription shift,
weakness in the payments and cash management product lines of
legacy D+H are likely to lead to lower-than-forecast service
revenues.

"We also expect S&P Global Ratings-adjusted EBITDA margins to be
affected. We now predict margins of 26%-27% in FY2018, compared
with about 30% in our previous forecasts and about 37% in FY2017
for legacy Misys. We attribute this, in part, to the lower
revenues from the subscription transition. Other contributing
factors include the $80 million-$90 million of integration costs
and some dilution from the consolidation of the lower-margin D+H
business (which reported a 27% company-adjusted EBITDA margin in
2016).

"We expect adjusted EBITDA margins to improve from FY2019,
supported by cost synergies and lower integration-related
expenses, but to remain about 5-6 percentage points below our
previous base case. The integration of D+H is progressing as
planned--75% of the total $193 million of full run-rate net
synergies had already been actioned by the second quarter of
FY2018.

"Consequently, our revised base-case scenario assumes weaker
credit metrics. In particular, we now expect adjusted gross debt
to EBITDA to remain very high at about 11x excluding preferred
equity certificates (PECs) in FY2018. This is equivalent to total
leverage of about 13x. In our previous base case, these figures
stood at about 9x and about 10.5x, respectively. Looking further
ahead, we forecast adjusted gross debt to EBITDA excluding PECs
of 8.8x-9.0x in FY2019 (10.4x-10.7x total leverage), compared
with about 7x and about 8x, respectively.

"The downward revision in EBITDA also has a knock-on effect on
our forecast free operating cash flow (FOCF), which now stands at
just below $100 million for FY2018 and about $205 million-$215
million for FY2019. As a result, FOCF to debt will be only 1%-3%
in FY2018 and FY2019.

"Overall, we consider Finastra's very high leverage and reduced
cash flows are more in line with 'B-' rated peers, especially
given the considerable amount of additional debt it raised to
fund the D+H transaction.

"Our adjusted EBITDA calculation includes integration costs and
expenses capitalized software development costs. We also make our
standard adjustments to debt and EBITDA for operating leases. We
do not incorporate surplus cash in our adjusted debt figure
because the group is owned by a financial sponsor. In our view,
this could hinder it from using its cash balance to reduce
leverage.

"Generally, we consider Finastra's business risk profile to be
supported by its position as the third-largest global pure-play
provider of financial services software (after FIS and Fiserv).
It has a diverse product portfolio, with end-to-end systems from
front-office to back-office. Client retention rates are also high
at over 90%, reflecting the software's mission-critical nature.

"We also view the group's geographical diversification as
favorable; it has a presence in over 125 countries, although the
Americas account for 60% of revenues (pro forma the merger of
D+H). Customer diversification also benefits from a presence
across investment managers, retail and commercial banks, and
brokers. The group's top-10 clients contribute less than 15% of
pro forma revenues."

That said, Finastra is significantly smaller in scale, at $2
billion in pro forma revenues for FY2018, than some of its rated
peers, such as FIS, or some of the global enterprise software
providers like SAP. Compared with its peers, Finastra also
focuses more closely on the financial services end-user market,
which S&P considers more exposed to macroeconomic cycles. Its pro
forma adjusted EBITDA margin for FY2018 is also expected to be
below the average for its peer group.

Finastra is due to implement International Financial Reporting
Standards (IFRS) 15 in FY2019. However, S&P's base-case
assumptions do not incorporate this change because it is
uncertain what effect it will have on reported revenues. S&P
anticipates that it will be cash-neutral though. On this basis,
S&P has made the following assumptions in its base-case scenario:

-- Although S&P expects outsourcing trends to cause the third-
    party financial services software market to grow by 3%-6%
    over 2015-2019, S&P anticipates the subscription shift,
    combined with weaknesses in some legacy D+H products, will
    have a greater effect on Finastra's revenue trends over the
    next few years.

-- Pro forma revenue decline of about 2.5% in FY2018 moderating
    to a slower decline of about 1% in FY2019. This largely
    indicates that the transition to the subscription model will
    start to slow in FY2019, reducing the impact on ILFs, and
    that the group will benefit from, cross-selling as D+H's
    sales teams and product portfolio are more closely
    integrated.

-- Company-adjusted EBITDA margins rising to 36%-38% in FY2019
    from 32%-33% in pro forma FY2018, largely as a result of the
    ongoing realization of run-rate cost synergies.

-- S&P Global Ratings-adjusted EBITDA margins rising to 32%-33%
    in FY2019 from 26%-27% in pro forma FY2018, supported further
    by lower integration costs. This follows a margin of about
    37% in FY2017 for legacy Misys.

-- Annual capital expenditure (capex) of about 1.5% of sales
    over FY2018 and FY2019, excluding capitalized development
    costs of $90 million-$100 million.

-- Annual net working capital outflows of $20 million-$30
    million over FY2018 and FY2019, excluding one-off cash
    outflows in FY2018 related to the D+H transaction.

-- Annual cash taxes of $70 million-$75 million in FY2018 and
    $60 million-$65 million in FY2019.

Based on these assumptions, we arrive at the following adjusted
credit measures:

-- Debt to EBITDA of about 11x in FY2018 and 8.8x-9.0x in FY2019
    excluding PECs--equivalent to about 13x and 10.4x-10.7x of
    total gross leverage, respectively.

-- FOCF to debt of about 1.5% in FY2018, improving to about
    2.8%-3.1% in FY2019.

-- EBITDA cash interest coverage of 1.6x-1.7x in FY2018 and
    1.8x-2.0x in FY2019.

S&P said, "The stable outlook reflects our expectation that
Finastra will generate positive adjusted FOCF over FY2018
(excluding direct nonrecurring outflows linked to the D+H
merger), and improve FOCF to debt to about 3% in FY2019. On a
pre-IFRS 15 basis, we also expect adjusted leverage to reduce to
about 8.5x excluding PECs (or about 10x total leverage) and
EBITDA cash interest coverage of about 2x in FY19.

"We could raise the rating if, on a sustainable basis, there is a
return to like-for-like revenue growth (excluding any potential
IFRS 15 impact in FY2019), an improvement in adjusted EBITDA
margins to about 35%, and a recurring revenue share of at least
75%. This would likely cause us to take a more favorable view of
Finastra's business risk profile.

"Alternatively, we could raise the rating if leverage sustainably
falls below 8x excluding PECs (or about 9.5x total leverage)
while FOCF to debt remains well within 3%-5%."

An upgrade scenario would likely involve a successful transition
to a greater revenue share from subscription fees without
impairing contract wins and renewals; completion of the D+H
integration as planned, with scope for further operating
efficiencies; and the realization of upselling and cross-selling
opportunities.

S&P said, "We see a downgrade as unlikely over the next 12 months
because we expect Finastra to continue to generate positive FOCF
(excluding direct nonrecurring outflows linked to the D+H merger)
helped by realized cost synergies, decreasing integration costs,
and generally favorable demand for the third-party financial
services software industry.

"We could lower our rating if we see further significant revenue
declines caused by poor sales execution and if a lack of
improvement in adjusted EBITDA margins leads to break-even FOCF,
less than adequate liquidity, or covenant headroom of below 10%.
In particular, these factors could lead us to believe that the
group's capital structure has become unsustainable."


INTERNATIONAL GAME: Egan-Jones Lowers FC Unsec. Rating to BB-
-------------------------------------------------------------
Egan-Jones Ratings Company, on March 15, 2018, downgraded the
foreign currency senior unsecured rating on debt issued by
International Game Technology PLC to BB- from BB.

International Game Technology PLC, formerly Gtech S.p.A. and
Lottomatica S.p.A., is a multinational gaming company that
produces slot machines and other gaming technology. The company
is headquartered in London, with major offices in Rome,
Providence, and Las Vegas.


MICRO FOCUS: Moody's Revises Outlook to Neg., Affirms B1 CFR
------------------------------------------------------------
Moody's Investors Service has changed the outlook to negative
from stable on Micro Focus International plc's ratings.
Concurrently, Moody's affirmed the B1 corporate family rating
(CFR), B1-PD probability of default rating (PDR) and B1
instrument ratings for the US$ 5 billion senior secured term
loans and US$ 500 million senior secured revolving credit
facility.

RATINGS RATIONALE

The outlook change to negative reflects the increased execution
risks and heightened uncertainty regarding revenue and EBITDA
development for 2018 and beyond, following Micro Focus'
announcement of greater than expected challenges in integrating
the HPE Software business. The attrition in the sales personnel
and resulting pressure on revenue may also take some time to
address. As a result of the changed company guidance for year to
October 2018, challenges on the sales side and greater
uncertainty regarding the achievability of the original target of
US$600 million of identified annual cost savings over the three
years following closing of the acquisition in September 2017,
Moody's now sees more risk that deleveraging below 3.5x on a
Moody's-adjusted basis is not achieved in 2019. For the year to
October 2018, Moody's now expects leverage to remain above 3.5x.

In addition, while Micro Focus appears likely to remain free cash
flow positive after interest, dividends and restructuring costs,
Moody's believes there is also some risk that free cash flow, as
defined by Moody's, could fall below US$300 million p.a. for
2018.

On March 19, 2018, Micro Focus announced that the rate of year-
on-year revenue decline has been greater than anticipated and
hence it revised the constant currency revenue guidance for the
twelve months ending October 31, 2018 to minus 6% to minus 9%
compared to its previous guidance of minus 2% to minus 4%
provided at the interim results on January 8, 2018. Achieving the
revised revenue guidance already implies progress on reversing
the minus 9 to minus 12% of revenue decline expected by the
company for the interim period to April 2018.

The company also said that the overall cost saving target until
2020 is under review and that the timing of the second phase,
originally planned for November 2018 (the transition of the
legacy Micro Focus business onto the new IT platform), is under
review. The company cited IT issues and challenges on the sales
side, such as higher attrition, sales execution and disruption at
certain global accounts at the former HPE Software. The company
also mentioned efforts to invest and strengthening its sales
teams after the higher attrition, but this may take time as new
staff is hired and trained. While these issues mostly affected
license revenues and the North America business, revenues were
also below expectations for maintenance revenues and in other
regions, according to the company. Moody's continues to believe
that during the integration phase in 2018, revenue performance
will remain more volatile, but also that progress on
profitability improvements should offset the impact from revenue
decline. However, there is now considerably greater uncertainty
around those expectations and a stabilization of revenue
performance is required for rating maintenance.

The CFR and instrument ratings, affirmed at B1, already
incorporated to a degree the meaningful challenges to integrate
the HPE Software acquisition, particularly until closing of its
first joint year in October 2018, and the related execution and
uncertainty around identified cost savings.

The CFR also continues to reflect the (i) the ongoing challenge
to generate stable or improving revenue in the context of the
company's product portfolio of mainly mature software
applications, absent acquisitions, and (ii) consequently the need
to generate sufficient cash flows that can be applied to debt
reduction to cope with declining parts of its application
portfolio. Moody's also notes the company's acquisitive track
record, although acquisitions now appear less likely given the
challenges in the existing business.

However the B1 CFR also reflects Micro Focus' position as the
second largest European enterprise software company with a broad
range of customers and products, global foot print and good
recurring revenue base. It also reflects (i) the company's past
track record (ie Attachmate) in integrating large and
transforming acquisitions, and (ii) Moody's current expectation
that, notwithstanding the current issues and now greater
uncertainty, the company is in a position to deliver some EBITDA
and margin growth in 2018 and 2019 from applying its
profitability focused approach, particularly regarding R&D and
marketing spending, to the acquired operations and combined
company.

Liquidity Profile

Moody's views Micro Focus' liquidity profile as sufficient for
its needs. As of October 2017, the company had $472 million of
cash on the balance sheet, adjusted for certain payments required
between HPE and Micro Focus (gross $730 million cash). In
addition, the company had access to the $500 million undrawn
committed revolving credit facility (RCF) due 2022. Moody's would
also expect the company to remain visibly free cash flow positive
despite sizeable restructuring costs and dividend payments. Aside
from ca. $50 million of annual debt amortisation the next larger
debt maturity will be the $1.5 billion of term loans due 2021.
There is also one net leverage financial maintenance covenant,
that is tested if the RCF is more than 35% drawn, under which
Moody's expects the company to retain sufficient headroom.

What Could Change the Rating Up/Down

The outlook could be stabilized in case of continued progress in
integrating the HPE Software acquisition, evidenced by
stabilising revenue, visibly growing EBITDA and free cash flow,
so that Moody's-adjusted debt/EBITDA moves sustainably to 3.0x.
An active application of cash flows towards debt repayment would
also result in positive pressure assuming the integration and
operating challenges have been resolved. Conversely, the ratings
could be downgraded if integration and operating challenges
persist and the substantial revenue decline continues. In any
case, a prolonged decline in revenue, EBITDA or cash flow,
particularly if there has not been a material reduction in debt
and leverage, so that Moody's-adjusted debt/EBITDA remains above
3.5x, could result in a downgrade. Inability to generate free
cash flows (as Moody's-adjusted, after interest, dividends and
investments) of around $300 million p.a. from fiscal year 2018
(October 2018) onwards or a material deterioration in the
company's liquidity profile could also put negative pressure on
the rating. Any larger or debt-funded acquisitions during the HPE
Software integration and stabilisation could also negatively
weigh on the rating.

Affirmations:

Issuer: MA FinanceCo., LLC

-- Senior Secured Bank Credit Facilities, Affirmed B1

Issuer: Micro Focus International plc

-- Probability of Default Rating, Affirmed B1-PD

-- Corporate Family Rating, Affirmed B1

Issuer: Seattle Spinco, Inc.

-- Senior Secured Bank Credit Facility, Affirmed B1

Outlook Actions:

Issuer: MA FinanceCo., LLC

-- Outlook, Changed To Negative From Stable

Issuer: Micro Focus International plc

-- Outlook, Changed To Negative From Stable

Issuer: Seattle Spinco, Inc.

-- Outlook, Changed To Negative From Stable

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

UK-based Micro Focus International plc is an enterprise software
company with $4.2 billion of annual revenue for the twelve months
to October 2017. It is listed both on the London Stock Exchange
and the New York Stock Exchange.


PETROFAC LIMITED: Moody's Alters Outlook Stable, Affirms Ba1 CFR
----------------------------------------------------------------
Moody's Investors Service has changed to stable from negative the
outlook on UK-based Petrofac Limited's ("Petrofac" or "group")
ratings. At the same time, Moody's has affirmed the group's Ba1
corporate family rating (CFR), the Ba1 rating on the USD677
million senior unsecured notes due October 2018 and assigned a
Ba1-PD probability of default rating (PDR).

"The outlook stabilization takes into account the improving trend
in Petrofac's order intake during 2017 and in the first quarter
of 2018, which was ahead of Moody's expectations and indicates
only limited, if any, reputational risk associated with the
ongoing SFO investigation so far", says Goetz Grossmann, Moody's
lead analyst for Petrofac. "It further recognizes the group's
improved credit metrics in 2017, such as a 2.5x Moody's-adjusted
debt/EBITDA ratio, which provide greater headroom for Petrofac in
the Ba1 rating category", adds Mr. Grossmann.

RATINGS RATIONALE

The stabilization of the outlook follows Petrofac's solid results
for the full year 2017, as shown by a healthy growth in order
intake to USD5.2 billion in 2017 from USD1.9 billion in 2016,
while a strong bidding pipeline underpins persistent high
tendering activity. Although order backlog and revenue kept
slowing in 2017, the declines were lower than Moody's had
anticipated and revenue visibility has recently improved, as
indicated by recovering book-to-bill ratio of 1.1x in the second
half of 2017 (0.8x in 2017). Moody's also acknowledges that
reputational risks from the ongoing Serious Fraud Office (SFO)
investigation have been minimal so far, considering the decent
growth in order intake amidst a still challenging industry
environment. Moreover, thanks to strong project execution, an
improved project mix and cost reductions, Petrofac's reported
EBITDA (before exceptional items) increased to USD730 million in
2017 from USD704 million in the prior year, despite a substantial
19% drop in revenues. This, together with a 44% cut in capital
expenditures (capex) and lower dividend payments, in line with
the group's focus to reduce the capital intensity and consistent
de-leveraging, helped to maintain positive free cash flow
generation in 2017.

At the end of 2017, Petrofac's Moody's-adjusted debt/EBITDA ratio
declined to 2.5x from 3.1x in 2016, whereas Moody's assumed the
ratio to remain broadly stable. Recognizing management's
commitment to further reduce net debt towards zero over the next
two to three years, Moody's expects Petrofac's leverage to remain
well below 3x, which would even meet the agency's guidance for an
upgrade. That said, the rating assessment of Petrofac continues
to incorporate the asymmetric risk associated with a potential
severe adverse outcome of the SFO investigation, which could
substantially impair the group's future earnings and cash flow
generation. Also, the rating agency emphasizes the group's
significant exposure to the volatile oil & gas sector and the
susceptibility of its business to an abrupt slowdown in demand
during times of tumbling oil prices as seen in 2015. Accordingly,
the solidified positioning in the Ba1 rating category reflecting
the improvement in credit metrics and sound liquidity does not
imply any upward rating pressure in the near or medium term, also
considering the ongoing investigation, which remains a downside
risk in case of an unfavourable outcome.

The rating action further recognizes the group's conservative
financial policy, illustrated by its rebased dividend policy and
constant focus on debt reduction. This, together with lower capex
spending should enable Petrofac to generate positive free cash
flow (FCF) at least in 2019, whereas FCF will likely turn
negative in 2018 mainly driven by expected sizeable working
capital consumption. Moody's also expects the group to (at least
partly) refinance its outstanding notes due October 2018 during
the next few months and thereby to retain its sound liquidity
profile.

LIQUIDITY

Petrofac's liquidity is adequate, even though the group will
likely face a sizeable consumption in working capital this year.
As of December 31, 2017, Petrofac had around USD970 million of
cash on the balance sheet and USD645 million available under its
USD1.2 billion revolving credit facilities. Moody's expects the
group's cash sources to be sufficient to cover capex of at least
USD150 million, dividends of around USD130 million and working
capital spending, although free cash flow turns negative in
Moody's 2018 base case. While available cash sources could also
facilitate a full repayment of the outstanding USD677 million
Senior Notes due in October 2018, Moody's expects the group to
(at least partly) refinance the notes in the upcoming months.

The revolving credit facility sets financial covenants for net
debt/EBITDA (excluding grossed up financial leases) at no more
than 3.0x and EBITDA/interest cover of at least at 3.0x, which
Moody's expects the group to comply with at all times.

Albeit not explicitly included in the liquidity assessment,
Moody's recognizes the group's plan to dispose certain assets of
its Integrated Energy Services business, which could free up
additional sizeable cash balances that could be used for debt
reduction.

RATING OUTLOOK

The stable outlook reflects Moody's expectation of Petrofac to
continue to win new contracts and gradually stabilize its still
shrinking order backlog through 2018. This should allow for
return to organic revenue and EBITDA growth over the next two to
three years. Assuming the group to focus on further debt
reduction from available cash sources and potential proceeds from
non-core asset disposals, Moody's expects leverage to be
sustained at well below 3x debt/EBITDA over the next two years.

A potential negative impact of the SFO investigation, however,
would need to be assessed once resolved and could result in
negative pressure on the rating, notwithstanding the currently
stable outlook.

WHAT COULD CHANGE THE RATING UP / DOWN

Given the ongoing SFO investigation, Moody's believes that an
upgrade is unlikely in the near future. Nevertheless, if the
outcome of the investigation was not to result in material fines
and if there is no observed impact to customer behavior and order
intake, Moody's could upgrade Petrofac's ratings. An upgrade
would also require leverage (as measured by Moody's-adjusted
debt/EBITDA) to be sustained at well below 3x and consistent
positive free cash flow generation.

Moody's could downgrade Petrofac's ratings, if the SFO
investigation was to result in large fines that would materially
increase medium-term leverage expectations. A downgrade could
also be triggered from an unexpected decline in order intake
resulting from either a change in customer behavior (because of
the SFO investigation) or ongoing challenges in the oil & gas
industry.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Construction
Industry published in March 2017.

COMPANY PROFILE

Petrofac Limited is incorporated in Jersey, UK and operates out
of seven strategically located operational centres, in Aberdeen,
Sharjah, Abu Dhabi, Woking, Chennai, Mumbai and Kuala Lumpur. It
is a leading engineering and construction company focused on the
oil and gas sector. In 2017, the group reported revenues and
EBITDA of USD6.4 billion and USD730 million, respectively. As of
December 2017, it had approximately 12,500 employees in 29
countries, mainly in the Middle East and Central Asia, but also
in the UK and South East Asia.



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
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S U B S C R I P T I O N   I N F O R M A T I O N

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