/raid1/www/Hosts/bankrupt/TCREUR_Public/181129.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Thursday, November 29, 2018, Vol. 19, No. 237


                            Headlines


A U S T R I A

AI ALPINE: Fitch Assigns 'B' Long-Term IDR, Outlook Stable
SCHUR FLEXIBLES: Moody's Assigns B2 CFR, Outlook Stable


F R A N C E

FINANCIERE N: Moody's Assigns B3 CFR, Outlook Stable
FINANCIERE N: S&P Assigns Prelim. 'B' ICR, Outlook Stable
VALLOUREC: S&P Lowers Long-Term ICR to 'B-', Outlook Negative


G E R M A N Y

STABILITY CMBS 2007-1: Fitch Lowers Class E Notes Rating to Dsf


I R E L A N D

PENTA CLO 5: Moody's Assigns (P)B2 Rating to Class F Notes


I T A L Y

TECNALL SRL: Online Sale of Real State Complex Opens on Dec. 14


L U X E M B O U R G

BEFESA SA: Moody's Hikes CFR to Ba2, Alters Outlook to Stable


N E T H E R L A N D S

E-MAC DE 2005-I: Fitch Affirms 'CCsf' Rating on Class E Debt


R U S S I A

CB RUSSIAN: Put on Provisional Administration, License Revoked
KAMAZ PTC: Moody's Affirms Ba3 CFR, Alters Outlook to Negative
RUSSIAN AGRICULTURAL: Fitch Affirms BB+ LT IDRs, Outlook Pos.


S W E D E N

SAS AB: Moody's Affirms B1 CFR, Outlook Stable


S W I T Z E R L A N D

LAFARGEHOLCIM HELVETIA: Moody's Assigns Ba1 Sub. Notes Rating
ILIM TIMBER: Moody's Hikes CFR to B2, Alters Outlook to Positive


U K R A I N E

UKRAINE: Egan-Jones Hikes Senior Unsecured Debt Ratings to BB
VTB UKRAINE: Declared Insolvent by Central Bank


U N I T E D   K I N G D O M

LEHMAN BROTHERS: Dec. 13 Proofs of Claim Filing Deadline Set
SALISBURY 2015: Fitch Affirms BB+(EXP) Rating on Class M-R Debt
SURF AIR: Puts European Unit Into Liquidation
THOMAS COOK: Attempts to Fend Off Financial Health Concerns


                            *********



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


AI ALPINE: Fitch Assigns 'B' Long-Term IDR, Outlook Stable
----------------------------------------------------------
Fitch Ratings has assigned Austria-based reciprocating engines
maker AI Alpine a final Long-Term Issuer Default Rating of 'B'
with a Stable Outlook. Fitch has also assigned a final long-term
senior secured rating of 'B+'/RR3/55% to the company's term loan
B and a 'CCC+'/RR6/0% long term rating to the second-lien loan.

The final ratings follow the receipt of documents conforming to
information already received and are in line with the expected
rating published on September 24, 2018.

The IDR is constrained by the highly leveraged capital structure
and the likelihood that meaningful de-leveraging will not occur
until after 2020. Funds from operations (FFO) net leverage is
expected to remain above 7x until 2021 under Fitch's rating case,
a level which Fitch views as high for the rating. Despite the
high leverage, Fitch believes that positive market dynamics
affecting Alpine should result in stable and strong underlying
profitability.

The IDR reflects the company's strong market positions in the
gas-fired power generation sector, good diversification by end-
customer and geography, high portion of revenue derived from
services and robust cash flows, which are expected to remain
broadly stable through the short to medium term.

The senior secured rating of 'B+(EXP)' and Recovery Rating of
'RR3' (55%) are based on a going concern approach applying a 6x
multiple to a last 12 months EBITDA at June 2018 discounted by
20%. Both ratios are consistent with Fitch's approach to the
diversified manufacturing sector.

KEY RATING DRIVERS

High Leverage: Fitch expects FFO adjusted net leverage to be
around 6.9x at end-2018 and rise to 7.3x at end-2019, mainly due
to slightly expected lower profitability in the short to medium
term as well as USD120 million of one-off costs to be paid over
the next two years in relation to the sale of Alpine by General
Electric (GE). However, the free cash flow (FCF) margin is
expected to be robust, at between 6% and 12% from 2021 to 2025,
which should drive deleveraging at an average rate of around 1x
per year to 4.4x by 2023 and 2.7x by 2025.

Strong Market Position: Alpine's business profile benefits from
being a leading manufacturer of power generation and gas
compression engines in a sector with high barriers to entry. Its
market-leading positions are protected by proven technology and
reliability, low life-cycle costs, fuel efficiency and a
comprehensive service offer. Offsetting this, Fitch views the
company's diversification as moderate, characterised by good end-
customer and reasonable geographic diversity, but weakened by a
narrow product range and operating in a niche, albeit growing,
market. The company also benefits from deriving a material
portion of its revenue from service activities.

Stable and Robust Cash Flows: Alpine demonstrates broadly strong
FFO generation, with the FFO margin expected to remain around 10%
through the medium term, underpinned by a high portion of
service-related revenue and diversified end-markets. Low capex
needs, estimated to be around 2.5% of revenue per year (including
capitalised research and development costs), and stable working
capital cash flows, should ensure healthy FCF margins of above 4%
on a sustained basis beyond 2019 once certain one-off expenses
are no longer incurred. This should provide the company with debt
repayment capacity in the medium to long term.

GE Separation Neutral to Business: Fitch does not believe
Alpine's ability to win new business, or retain existing
customers, will be negatively affected by the split from GE.
Alpine was already operating broadly independently from GE, and
as the existing management will remain in place, there is
unlikely to be a material shift in strategy, which is likely to
revolve around raising margins through cost optimisation and
improving working capital turns to maximise cash conversion.

FX Risk Minimal: Alpine's transactional currency exposure is
negligible at present, although it may increase slightly in the
near future. Currently, all sales and operating costs are broadly
matched. However, following the transfer of the Waukesha
activities to Welland, Canada, certain costs will be in Canadian
dollars. The translational effect at present is sizeable - Alpine
reports in US dollars but most of the activities are in euros -
but will be significantly reduced once the company changes its
reporting currency to euros. The proposed debt make-up by
currency will probably closely reflect the revenue and cost
structure, thus there is unlikely to be a need for hedging.

DERIVATION SUMMARY

Alpine's closest competitors by product are Generac Power Systems
Inc and Rolls-Royce Power Systems (RRPS), both of which exhibit
rating profiles better than those of Alpine. Generac has a
materially better financial profile; it consistently generates
FFO and FCF margins of around 15% and 12%, respectively, as a
consequence of its larger exposure to the residential end-
markets. Its leverage levels, typically around 3x-4x, are also
lower than those of Alpine. Offsetting this, its credit profile
is somewhat constrained by a less diversified business profile
(end-customer and geography) than Alpine's. RRPS (fully owned by
Rolls-Royce plc (A-/Stable) and benefiting from intra-company
funding arrangements) generates FFO margins that are lower than
those of Alpine (usually around 7%) as a result of its exposure
to a wider range of more competitive end-markets, although its
business profile benefits from being far more diversified than
Alpine's in relation to product offering and end-markets. No
Country Ceiling, parent/subsidiary or operating environment
aspects have an impact on the rating.

KEY ASSUMPTIONS

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

  -- Revenue to grow 5% CAGR over 2017-2025, supported by
positive market fundamentals driving an increase in the installed
base and higher penetration rates of long-term service agreements

  -- Natural erosion of the earnings margin due to adverse
product mix from the roll-out of new products and higher pricing
pressure

  -- Expected benefit from the materialisation of cost savings
due to improvement in production efficiencies and fixed cost
reductions

  -- Adjusted EBITDA margin to remain between 16% and 20% over
the medium term as a consequence of the earnings margin factors
discussed and some upside from fixed cost reductions

  -- Capex requirements to remain low at a long term ratio of 2%
of revenue per year as the company is well-invested.
Approximately one-third of capex refers to capitalisation of R&D
costs to support future business growth

RATING SENSITIVITIES

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

  - FFO gross leverage under 6x (2018E: 6.9x)

  - FCF margin above 5% (2018E: 12.4%)

  - FFO margin above 10% (2018E: 15.1%)

  - Improved business diversification through an expansion of the
product portfolio

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

  - FFO gross leverage above 8x beyond 2020

  - FCF margin below 2%

  - FFO margin below 8%

  - FFO fixed charge cover below 2x

LIQUIDITY

Liquidity is good. Post financing, Alpine is expected to have a
revolving credit facility (RCF) of USD225 million, which is
expected to be about half drawn until a new factoring facility is
put in place, at which time the RCF is expected to be fully
undrawn. Fitch expects Alpine to generate strong FCF, especially
after 2019, when certain one-off costs are no longer incurred,
which should further boost overall liquidity.

FULL LIST OF RATING ACTIONS

AI Alpine AT BidCo GmbH

  -- Long-Term IDR assigned at 'B'; Outlook Stable

  -- Senior secured assigned at 'B+'/'RR3'/55%

  -- Senior secured second-lien rating assigned at
'CCC+'/'RR6'/0%


SCHUR FLEXIBLES: Moody's Assigns B2 CFR, Outlook Stable
-------------------------------------------------------
Moody's Investors Service has assigned a B2 corporate family
rating and a B2-PD probability of default rating to the flexible
plastic packaging manufacturer Schur Flexibles GmbH.
Concurrently, Moody's has assigned B2 rating to the EUR275
million senior secured term loan B due 2025 and to the EUR25
million senior secured revolving credit facility due 2024, both
to be issued by Schur Flexibles GmbH. The outlook on all ratings
is stable.

The proceeds from the term loan B will be used to refinance
existing debt, partially refinance the existing shareholder
loans, to fund the purchase price of the most recent acquisitions
and to pay associated transaction fees. At close, Moody's expects
Schur to have approximately EUR4 million of cash on the balance
sheet and the EUR25 million RCF entirely undrawn. The capital
structure also includes certain opco debt that has been rolled
over.

This is the first time that Moody's has assigned a rating to
Schur.

RATINGS RATIONALE

The assignment of the B2 CFR to Schur reflects (1) the company's
position as the fourth largest flexible packaging manufacturer in
Europe, with a broad footprint consisting in 23 production plants
both in Western and Eastern Europe benefitting from all range of
printing capabilities and a polymer sourcing trading division;
(2) the moderately diversified customer base counting 1,600
clients with 10 largest representing 25% of 2017 revenue, albeit
with some concentration in tobacco and pharma mirroring the
structure of the these segments; (3) the exposure to relatively
stable end-markets such food, pharma and tobacco but with equally
limited growth prospects; and (4) some track record of
integrating acquisitions and turning around underperforming
subsidiaries (e.g. the "focus group entities").

Conversely, the B2 rating is constrained by (1) the limited scale
and geographic focus compared to its global rated peers such as
Amcor Limited (Baa2 stable) and Sealed Air Corp (Ba2 stable); (2)
the highly fragmented and competitive nature of the plastic
packaging industry where focus on cost control and innovation
remain key factors to protect profitability margins and grow
volumes; (3) the company's exposure to fluctuations of raw
material prices, mainly plastic resins, albeit this is mitigated
by the fact that the SME customer base (representing 70% of
clients) are on spot contracts and the company's vertical
integration into polymer sourcing provides for sourcing benefit;
and (4) limited historic like-for-like growthdue to headwinds in
the tobacco regulation, quality issues, customer losses and
underperforming subsidiaries.

The rating also reflects the elevated pro forma leverage of 6.2x
expected for 2018. However, an uplift in the EBITDA in the next
12 to 18 months is likely as a result of several cost
optimisation and efficiency improvement projects (most of them
already completed or contracted) leading the company to delever
below 6.0x. Moody's expects that these measures will increase
utilisazion rates, mitigate some price pressure although there is
a risk of customer losses or lower customer demand.

Moody's also notes that plastic is the focus of several EU
initiatives in order to reduce the consumption and increase the
recyclability of this substrate. The EU intends to ban the use of
single use plastic products such as plastic cutlery and plates,
cotton buds, straws, drink-stirrers and balloon sticks, to reduce
the consumption of plastic food containers and it contemplates
the introduction of a tax on non-recycled plastic packaging
waste. Schur does not have products in the ban list but some
others (although a low percentage of revenue) could be indirectly
targeted. Currently a plastic tax is unlikely but Schur is taking
all necessary steps to ensure the recyclability of its products.

Schur is weakly positioned in the B2 category.

LIQUIDITY

Moody's considers Schur's liquidity position to be adequate for
its near term requirements. This is underpinned by (1)
approximately EUR4 million of cash at close; (2) EUR25 million of
undrawn RCF; (3) positive free cash flow from 2019due to the
expectation for working capital inflow from new signed factoring
facilities and capital expenditures in the range of EUR20-25
million per annum; (4) and lack of material debt amortisation
until 2024 when the RCF matures. The debt facilities carry a
maintenance financial covenant (net leverage ratio) which has
been set with 35% headroom to base case EBITDA and provides for
quarterly step-downs.

STRUCTURAL CONSIDERATIONS

The CFR has been assigned to the German entity Schur Flexibles
GmbH, the top entity of the restricted group as well as the
reporting entity. The company's probability of default rating
(PDR) of B2-PD is in line with the CFR reflecting its assumption
for 50% family recovery rate due to the all first bank debt
structure. The B2 instrument rating assigned to the EUR275
million senior secured term loan B due 2025 and the EUR25 million
senior secured RCF due 2024 are also in line with the CFR and
they rank pari passu.

The debt facilities will be primarily secured by share pledges
and will be guaranteed by material subsidiaries representing not
less than 80% of the group EBITDA.

Moody's notes the presence of a EUR23 million shareholders loan,
which remains outside of the restricted group.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's view that the company will be
able to delever to below 6.0x over the next 12 to 18 months
thanks to the successful achievements of the cost synergies from
various optimization projects and positive industry volume
trends. The stable outlook also assumes that the company will not
lose any material customer, it will not engage in material debt-
funded acquisitions or shareholder distributions and there will
be not materially adverse regulatory measures affecting the
company within the rating horizon.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive pressure on the ratings is unlikely in the near term,
however it could develop if (1) the company improves its scale
and profitability, (2) its Moody-adjusted debt/EBITDA trends
toward 4.5x; (3) its free cash flow to debt rises above 5%, while
maintaining an adequate liquidity profile.

Negative pressure on the ratings could arise if (1) the company's
operating performance is under pressure as a result of increased
competition reflected in declining EBITDA margins; (2) the
company fails to delever below 6.0x within 12 to 18 months; and
(3) the liquidity materially deteriorates. Negative pressure
could also arise in case of material debt-funded acquisitions.

LIST OF AFFECTED RATINGS

Issuer: Schur Flexibles GmbH

Assignments:

Corporate Family Rating, Assigned B2

Probability of Default Rating, Assigned B2-PD

Senior Secured Bank Credit Facility, Assigned B2

Outlook Actions:

Outlook, Assigned Stable

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
May 2018.

Headquartered in Wiener Neudorf, Austria, Schur is a leading
European manufacturer of flexible packaging products for
specialty markets in consumer packaging. The company supplies its
products to a broad customer base including food (66%),
healthcare (11%), specialties (11%) and tobacco (12%) end market
segments(1). It operates 23 production sites across 11 European
countries with more than 1,750 employees.

Schur has been acquired by private equity firm Lindsay Goldberg
Vogel in 2016. Since then, the company completed the acquisition
of Zwart & TSO in 2017, Cats-Haensel, Nimax and UNI Packaging
Group in 2018.

For the last twelve months to September 2018, Schur generated pro
forma revenue of approximately EUR500 million.


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


FINANCIERE N: Moody's Assigns B3 CFR, Outlook Stable
----------------------------------------------------
Moody's Investors Service has assigned a B3 corporate family
rating and B3-PD probability of default rating to Financiere N.
The rating agency has also assigned B2 ratings to the EUR375
million senior secured term loan B due 2025 and to the EUR65
million senior secured revolving credit facility due 2024 to be
issued by the company. The outlook on all the ratings is stable.

The rating action reflects:

  -- The company's leading position in the drug device market
with high revenue visibility and entry barriers

  -- High Moody's-adjusted leverage of 7.1x at December 2018, pro
forma for the transaction

The senior debt facilities have been issued alongside an EUR85
million second lien loan and equity financing, to support the
proposed acquisition of Nemera by Astorg, to fund transaction
costs and to support working capital. Astorg is acquiring the
company from Montagu, who will reinvest in the new transaction,
which is expected to close in early 2019.

RATINGS RATIONALE

The B3 CFR reflects (1) the company's leading positions in the
drug-delivery device market; (2) strong market growth dynamics;
(3) high revenue visibility based on long-term contracts and drug
/ device programmes; (4) high patent, regulatory and contractual
barriers to entry; and (5) strong contractual cost pass-through
mechanisms protecting margins.

The ratings also reflect (1) the high customer and device
programme concentration -- albeit mitigated by the high entry
barriers and long term product lifecycles; (2) capacity
constraints requiring continued investment and leading to recent
production inefficiencies; (3) a relatively high proportion of
second tier / contract manufacturing activities, with potential
for loss of position for declining programmes; (4) high leverage
with limited deleveraging until 2020; and (5) limited free cash
flow which is constrained by high levels of expansion capex.

Nemera is a leading producer of devices for drug delivery,
including insulin injectors, asthma inhalers, nasal sprays and
eye-droppers. Products are complex and tailored to the
characteristics of each drug and focused on higher added-value
multi-dose systems. In most markets the devices receive
regulatory approval as a drug-device combination and the company
collaborates closely with pharmaceutical companies in device
design and configuring the manufacturing process.

There are high entry barriers and strong revenue visibility based
on growing demand, and the company's sole supply or leading
positions on long-term programmes with contractual share of
wallet and strong cost pass-through mechanisms. Contract
retention rates are close to 100% (excluding a small proportion
of non-core activities) given very expensive and lengthy
qualification processes on new devices. These factors serve to
mitigate the risks associated with high customer and programme
concentration. The company has a strong track record of revenue
and EBITDA growth and has continually moved up the value chain
over the last five years with increasing participation in device
design, resulting in significant increases in EBITDA margin.

Leverage is high, with Moody's-adjusted debt / EBITDA estimated
at 7.1x at December 2018, pro forma for the transaction. Moody's
expects leverage to reduce to around 6.5x over the next 12-18
months supported by solid earnings visibility. Cash flows are
also relatively limited largely due to high levels of capital
expenditure to support growth and to invest in longer term
programmes. As a result Moody's-adjusted free cash flow / debt is
expected to be close to zero in the low single digit percentages
until 2021.

LIQUIDITY

The company's liquidity position is considered to be adequate.
This is supported by EUR65 million of Revolving Credit Facilities
(RCF) which are assumed to be undrawn at closing, low free cash
flow generation and moderate working capital requirements.
Availability under the RCF is subject to a springing leverage
test applicable when the RCF is 40% drawn, under which
substantial headroom is expected.

STRUCTURAL CONSIDERATIONS

Using Moody's Loss Given Default (LGD) methodology, the PDR is in
line with the CFR based on a 50% recovery rate, as is typical for
loan structures with a springing covenant test.

The Term Loan B and RCF are rated one notch above the CFR,
reflecting their first lien ranking ahead of the second lien term
loan.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that the company
will maintain solid mid-single digit growth rates and stable
profitability, leading to Moody's-adjusted leverage reducing to
around 6.5x within the next 12-18 months. The outlook also
assumes that there will be no material debt-financed acquisitions
or dividend distributions, and that the company maintains
adequate liquidity.

FACTORS THAT COULD LEAD TO AN UPGRADE

The ratings could be upgraded if the company achieves continued
solid growth in revenues, with stable to growing margins, and
continued high contract renewal rates. Quantitatively an upgrade
could occur if Moody's-adjusted leverage reduces towards 6x, with
meaningful levels of positive Moody's-adjusted free cash flow,
and if adequate liquidity is maintained.

FACTORS THAT COULD LEAD TO A DOWNGRADE

The ratings could be downgraded in the event of declining
revenues or profitability or significant increases in contract
churn, if Moody's-adjusted leverage increases substantially above
current levels, if free cash flows turn negative for a sustained
period, or if liquidity concerns arise.

OTHER CONSIDERATIONS

The principal methodology used in these ratings was Medical
Product and Device Industry published in June 2017.

COMPANY PROFILE

Nemera is a global leader in the drug-device delivery market. Its
sales are split across different drug delivery routes, including:
1) Parental (41% of 2017 revenues) -- injectable drugs e.g. pens,
needles, auto-injectors and safety syringes for diabetes,
oncology and auto-immune treatments; 2) Inhalation (30% of 2017
revenues) -- inhalers to administer topical drugs for lungs,
treating asthma and chronic obstructive pulmonary disease; 3) Ear
nose and throat (ENT) (11% of 2017 revenues) -- pump spray
systems to treat rhinitis, coughs and colds; 4) Dermal (4% of
2017 revenues) -- drugs delivered directly to the skin for a wide
range of treatments; and 5) Opthalmic (4% of 2017 revenues) --
eye drops treating dry eyes and glaucoma.

In 2017 Nemera generated revenues of EUR293 million and company-
adjusted EBITDA of EUR58 million. The company is owned by funds
controlled by Astorg and Montagu and by its management team.


FINANCIERE N: S&P Assigns Prelim. 'B' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' long-term issuer
credit rating to France-based Financiere N, parent company of the
medical devices manufacturer Nemera Group. The outlook is stable.

S&P said, "At the same time, we assigned our preliminary 'B'
issue rating and '3' recovery rating to Financiere N's proposed
senior secured EUR375 million first-lien term loan and EUR65
million revolving credit facility (RCF). The preliminary '3'
recovery rating reflects our expectation of meaningful recovery
prospects (50%-70%; rounded estimate: 60%) in the event of a
payment default.

"The final ratings will depend on our receipt and satisfactory
review of all final transaction documentation. Accordingly, the
preliminary ratings should not be construed as evidence of final
ratings. If S&P Global Ratings does not receive final
documentation within a reasonable time frame or if final
documentation departs from materials reviewed, it reserves the
right to withdraw or revise the ratings. Potential changes
include, but are not limited to, the use of loan proceeds,
maturity, size and conditions of the loans, financial and other
covenants, security, and ranking.

The assignment of ratings follows the announcement, on Oct. 17,
2018, by Montagu Private Equity (Montagu), of the sale of Nemera
to private equity group Astorg for an enterprise value of
approximately EUR1.05 billion. As part of the transaction,
Montagu and Nemera's management accepted Astorg's offer to
reinvest part of the proceeds, thus entering into an exclusive
partnership to co-own Nemera. Following the transaction, the
management team will own less than 10% of the group's equity,
while Astorg and Montagu will own equal proportions of the
remainder. The transaction will be funded by holding company
Financiere N, which plans to issue a EUR375 million senior
secured first-lien term loan, an EUR85 million second-lien term
loan, and a EUR65 million senior secured RCF.

This funding is to be supplemented by an approximately EUR619
million equity contribution from the sponsors and management,
including a new EUR60 million shareholder loan in the form of
convertible bonds. S&P treats these bonds as equity, but treat
the accrued interest on them as debt due to the cash-paying
clause in their documentation on their conversion into common
equity. Financiere N intends to use the proceeds to pay the
purchase price and refinance the group's capital structure. The
transaction is expected to close by the end of this year or the
beginning of next calendar year, subject to the relevant anti-
trust regulatory approvals.

The preliminary rating on Nemera reflects the group's small size
relative to the wider outsourced medical equipment manufacturing
industry, high customer concentration, and below-average
profitability, reflecting the strong bargaining power of large
pharmaceutical (pharma) clients in certain of the group's product
segments. S&P said, "In our view, these weaknesses are only
partly mitigated by the group's well-established position in a
number of drug delivery product categories, and by its
accumulated know-how and track record of high quality standards.
We recognize relatively high barriers to entry created by the
inseparable drug-device combination that is assessed during the
regulatory approval process. Consequently, switching costs might
be high for Nemera's customers, while new entrants would also
need to make large investments in reliable and scalable
manufacturing facilities."

With reported revenues of EUR305 million and EBITDA of EUR58.5
million in the fiscal year ending Dec. 31, 2017 (FY2017), Nemera
designs and manufactures parenteral injection devices; pulmonary
inhalation devices; nasal, buccal, and auricular sprays; pumps;
ophthalmic preservative-free eyedroppers; dermal and transdermal
dispensers; and airless systems. Nemera also sells packaging,
ancillary medical products, and non-core diagnostic products
(about 10% of FY2017 revenues), which S&P understands are in
rundown mode, because Nemera intends to focus purely on medical
devices manufacturing. The group's end customers are large pharma
groups (78% of FY2017 revenues), midsize pharma groups (11% of
FY2017 revenues), and generic drug manufacturers (6% of FY2017
revenues). Nemera sells its devices across 47 countries in the
world.

Nemera's business model is supported by the need for a broad
range of medicines to be sold either inside or alongside a
custom-designed delivery device. In these cases, the drug and the
delivery device are registered jointly for regulated medical use.
The development of such devices typically needs to be finalized
at least three years before the expected drug launch to allow for
timely regulatory approval. Devices carry intellectual property
(IP) ownership rights, which lie with the end customer, the
manufacturer, or both parties in the case of a co-development
partnership. As of FY2017, approximately 42% of the group's
revenues came from devices with pharma manufacturer-owned IP, 32%
from co-development partnerships, and the remainder from products
with Nemera-owned IP. Manufacturing sites are subject to
stringent regulatory and quality assurance standards, which in
S&P's view create capital barriers to entry in the outsourced
medical equipment manufacturing industry.

S&P said, "Despite this, and the fact that the delivery devices
typically only represent a small fraction of the overall cost of
a drug, we believe that the pure pharma-owned IP portion of the
business is susceptible to pricing pressure from large clients
that design the devices in-house and outsource the manufacturing.
Even though there is a strong degree of precision and complexity
in the devices, in our view such pressure exists especially in
the ramp-up phase of drug production, when more device suppliers
contribute to the line and Nemera is no longer the first
supplier. The group has been able to improve its profitability
markedly in recent years due to a shift to a favorable product
mix and a reduction of the contribution of this part of the
business. Nevertheless, it still accounts for a sizable 42% of
revenues as of fiscal year-end 2017, which helps explain the
group's below-average profitability, in our view.

"Nemera's top five customers (Eli Lilly, GlaxoSmithKline, Sanofi,
Astra Zeneca, and Abbott Laboratories) accounted for about 71% of
the group's revenue base as of FY2017, and we assess this level
of concentration as high. In our view, this is only partially
offset by the group's long-standing relationships (in excess of
10 years) with these key clients spanning multiple programs and
Nemera's positive track record of not losing core programs to its
competitors."

Following the close of the transaction, S&P forecasts that Nemera
will post an S&P Global Ratings-adjusted debt-to-EBITDA ratio of
about 8.0x. S&P forecasted adjusted debt figure is EUR485 million
in FY2018, comprising:

-- EUR460 million in first- and second-lien term loans;
-- About EUR17 million relating to non-cancellable operating
    lease commitments; and
-- Post-retirement obligations.

S&P said, "Nemera's ownership by financial sponsors and the high
closing leverage causes us to expect the group's financial
profile to remain highly leveraged over the medium term. We
forecast moderate deleveraging to about 7.0x by FY2020 on the
back of a growing contribution from the group's higher-margin
own-IP business segment, largely supported by existing and new
programs related to its flagship device Novelia. Our forecast
also reflects the sizable pass-through cost mechanisms embedded
in the contracted business (85% as of FY2017), whereby
effectively 80% of operating costs are passed onto customers.

"We forecast a return to modest positive free operating cash flow
(FOCF) in 2020, from moderately negative territory in 2019 due to
the group's sizable ongoing capital expenditure (capex) program
to support existing and future growth, as well as a one-off
expenditure related to the construction of its new headquarters
in France."

S&P's base case assumes:

-- Minimal impact from economic cycles, given the relatively
    noncyclical nature of the pharma industry.

-- Growth in global pharma sales of about 3%, slower than in
    recent years due to patent expirations and a continued
    negative pricing environment for generic and some specialty
    products. Furthermore, S&P expects that the European contract
    drug manufacturing market will grow by 2%-3% for the next
    three years on the back of continued outsourcing from major
    pharma groups to contract drugs manufacturers.

-- Mid-single-digit revenue growth in FY2018-FY2020 as the group
    benefits from a ramp-up of its existing programs across all
    delivery routes and from building momentum in the high-growth
    ophthalmic therapeutic area, driven by a strong contribution
    from the group's flagship device Novelia.

-- An adjusted EBITDA margin of about 18% in FY2018, rising
    thereafter to just over 20% by FY2020, thanks to ongoing
    operational improvements and a strong positive contribution
    from the higher-margin ophthalmic core franchise program.

-- Elevated capex at about 8%-9% of group revenues in FY2018,
     rising to about 10%-11% in FY2019, and falling back
     thereafter to below 10% due to new production ramp-up and the
     group's related investments in capacity extension, as well as
    extraordinary capex related to the construction of the new
    head office in France.

-- No dividends or acquisitions.

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

-- Adjusted debt to EBITDA of about 8.0x at close of the
    transaction, improving to about 7.0x in 2020.

-- Modestly negative FOCF in 2019, returning to low-single-digit
    positive territory in 2020.

-- Adjusted funds from operations (FFO) cash interest coverage
    of about 2.5x-3.0x over the next two years.

S&P said, "The stable outlook reflects our view that the group
will be able to maintain its strong market positions in all drug
delivery routes within the globally outsourced medical devices
contract manufacturing industry, enabling it to gradually
deleverage to below 7.0x while posting positive FOCF over the
next 12-18 months.

"We could take a negative rating action if the group was unable
to achieve sufficient gains from the ramp-up of new and existing
programs in its own-IP business segment such that its EBITDA
margins failed to improve. This would most likely stem from an
inability to attract planned new business in the high-growth
ophthalmic, ear, nose, and throat, and dermal delivery routes.

"We could also lower the ratings on the group if it were to
attempt material debt-funded acquisitions or undertake
exceptional shareholder distributions, thus failing to deleverage
materially over the next 12-18 months. In particular, we could
lower the ratings on the group if, contrary to our base case, it
were unable to deleverage to below 7.0x and FOCF failed to
recover over the next 12-18 months, with little prospects for a
rapid improvement.

"A positive rating action is remote at this stage. Nevertheless,
we could consider raising the ratings on the group if it
materially outperformed our current expectations, as well as
generated strong positive FOCF, with no material debt-funded
acquisitions or exceptional shareholder distributions. In
particular, under such a scenario, we would see credit metrics
materially improving, with adjusted debt to EBITDA consistently
below 5.0x and FFO to debt above 12%. In our view, such an
improvement should come with a strong commitment from the
financial sponsor to maintain credit metrics at such levels on a
sustained basis."


VALLOUREC: S&P Lowers Long-Term ICR to 'B-', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings said that it lowered to 'B-' from 'B' its
long-term issuer credit rating on France-based seamless steel
tube producer, Vallourec. S&P affirmed the short-term issuer
credit rating at 'B'. The outlook is negative.

At the same time, S&P lowered to 'B-' from 'B' its issue rating
on Vallourec's senior unsecured debt. The recovery rating is '3',
reflecting its recovery expectations of 50%-70% (rounded
estimate: 50%) in the event of payment default.

The downgrade reflects Vallourec's weaker-than-anticipated
performance in the first nine months of 2018, despite favorable
oil prices and high levels of activity in the U.S. Oil Country
Tubular Goods (OCTG) market. Reported EBITDA of EUR43 million for
the third quarter of 2018 (Q3 2018) fell short of S&P's previous
expectations due to notably negative foreign exchange effects and
an increase in steel scrap costs. Negative free operating cash
flow (FOCF) was also more pronounced than anticipated due to
working capital outflows, which partly includes a catch-up
following a record low level of working capital at the end of
2017. S&P is therefore lowering its EBITDA forecasts for 2018 and
2019 to about EUR130 million and EUR300 million, respectively,
compared to its previous estimates of EUR150 million-EUR200
million and EUR400 million, respectively.

S&P said, "Despite the increasing year-on-year reported EBITDA,
which we factor in for 2019, we expect FOCF will remain negative
next year based on interest expense of close to EUR200 million,
capital expenditure (capex) of at least EUR150 million, and some
likely working capital outflows. For the company to achieve
neutral FOCF, it would need to reach EBITDA of at least EUR500
million, which would depend on a supportive market environment.
We do not expect Vallourec will achieve these EBITDA levels
before 2020." Such an improvement would likely require:

-- The Brent oil price staying at about $60 per barrel (/bbl) or
    above;

-- Increasing offshore drilling activity, notably in Brazil pre-
    salt; and

-- Continued progress in the company's cost-cutting and
    restructuring programs.

S&P said, "In our base-case scenario, leverage will remain very
high in 2019, with debt to EBITDA of 8x and EBITDA interest cover
of just 1.7x. We forecast that the company's debt to EBITDA will
be 5x-6x and EBITDA interest cover will be 2.7x in 2020, but we
recognize that visibility remains limited. We also factor in that
continued negative FOCF continues to erode the company's cash
cushion, making it reliant on committed bank lines, notably from
the second half of 2019."

S&P continues to expect that the company's quarterly EBITDA will
improve in Q4 2018 and in full-year 2019, although at a slower
pace than it previously anticipated, based on:

-- A significant OCTG price increase for the main clients in the
    U.S. market that happened in Q3 2018, and continued strong
    volumes in that market. S&P believes that this was the main
    driver of profitability improvement in Q3 2018 and it expects
    the full effect to be visible in Q4 2018 and full-year 2019;

-- Strengthening OCTG segment revenues in other markets as
    demand is supported by higher oil prices; and

-- Benefits of the company's transformation plan and, in
    particular, switching production from Europe to lower-cost
    countries such as Brazil and China.

Under S&P's base case for Vallourec, it assumes:

-- The Brent oil price at $70/bbl for the rest of 2018 and
    $65/bbl in 2019.

-- Further benefits from restructuring measures. S&P thinks that
     Vallourec will substantially exceed its target cost-savings
     of EUR400 million in 2016-2020.

-- Capital expenditure (capex) of about EUR150 million in 2018,
     in line with 2017, increasing to about EUR200 million in
     2019.

-- Additional moderate working capital outflows in 2019 on the
     back of higher activity (translating into increased prices
     and volumes).

-- No dividends in 2018 and 2019.

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

-- S&P Global Ratings-adjusted debt to EBITDA above 10x in 2018,
    improving to about 8x in 2019.

-- Materially negative FOCF in 2018 of at least EUR300 million,
    and still negative FOCF of EUR100 million-EUR200 million in
    2019.

As of Sept. 30, 2018, the company had a reported net debt of
EUR2.1 billion (equivalent to an adjusted debt of EUR2.5 billion,
since S&P adds pension and postretirement obligations and
operating leases).

Vallourec's key weakness remains its high cost position, notably
in European assets. This led to prolonged negative profitability,
and underperformance compared to peers such as Tenaris, during
the very harsh downturn that the oilfield services industry
experienced in 2015. During this downturn, oil exploration and
production companies aggressively reduced their capex.
Vallourec's strong market positions in the concentrated premium
oil country tubular goods pipe industry, high barriers to entry,
and the restructuring plan that management has been implementing,
have not been sufficient to offset these issues.

S&P said, "The negative outlook reflects that we may lower the
rating again over the next three to 12 months if improvement in
quarterly profits was insufficient for the company to reach our
anticipated EBITDA of about EUR300 million in 2019 and at least
EUR500 million in 2020. In such a scenario, we would likely
consider the company's capital structure unsustainable given
continued negative FOCF generation and extremely high leverage.

"We would likely lower the rating in the short term if we did not
see continuous improvement in the company's performance over the
coming quarters. This could happen if the company experienced
setbacks in its cost reduction programs or if oil prices declined
sharply, forcing exploration and production companies to again
reduce capex, leading to EBITDA below EUR300 million. The
company's headroom under its financial covenants has further
tightened, reducing the actual availability of the current
available facilities.

"We could also lower the rating if we saw a severe deterioration
in Vallourec's liquidity position. This could happen if the
company experienced more significant negative FOCF generation
than we currently expect, if it proved unable to refinance its
committed lines (due 2020), or if it breached its covenants.

"We would revise the outlook to stable if the company was able to
restore its profitability with quarterly profit generation
compatible with full-year EBITDA of EUR500 million-EUR600 million
over time. An outlook revision to stable would also depend on
Vallourec showing that it could generate at least neutral FOCF
from 2020. This would likely be driven by stable or increasing
oil drilling volumes globally and higher activity in offshore
fields -- notably those in the company's pre-salt activities in
Brazil."


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


STABILITY CMBS 2007-1: Fitch Lowers Class E Notes Rating to Dsf
---------------------------------------------------------------
Fitch Rating has downgraded Stability CMBS 2007-1 GmbH EUR0.8
million class E notes due 2022 to 'Dsf' from 'Csf' and revised
the Recovery Estimate (RE) to 0% from 40%.

The transaction is a synthetic securitisation of commercial
mortgage loans originated by IKB Deutsche Industriebank AG.
Kreditanstalt fuer Wiederaufbau (AAA/Stable/F1+) acts as
intermediary, providing credit protection under a CDS with IKB
while transferring the credit risk to the issuer and ultimately
the noteholders.

KEY RATING DRIVERS

The downgrade of the class E notes reflects the principal write-
down following realisation of EUR14.5 million losses on the loan
(Borrower 48). This is a note event of default and is reflected
in the rating action. The servicer has now discontinued efforts
to claw back any further sums that it had been pursuing following
liquidation of the collateral. The trustee has validated that all
reasonable measures have been taken to work out this loan.

The last remaining obligor (Borrower 24) is in default although
Fitch has been advised by the servicer that there is considerable
uncertainty as to how long the two underlying loans could be in
workout. Fitch assumes no further recoveries from the collateral,
an office property in Baden-Wurttemberg, which is of secondary
quality and suffers from 61% vacancy. Coupled with the
appreciation of CHF, in which around half the borrower's debt is
denominated, its recovery estimate for the class E has been
revised to 0%.

RATING SENSITIVITIES

The ratings will be withdrawn within 11 months.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction. There were no findings that affected
the rating analysis. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing. The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.


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


PENTA CLO 5: Moody's Assigns (P)B2 Rating to Class F Notes
----------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Penta CLO
5 Designated Activity Company.

Moody's rating action is as follows:

EUR 1,500,000 Class X Senior Secured Floating Rate Notes due
2032, Assigned (P)Aaa (sf)

EUR 158,000,000 Class A-1 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aaa (sf)

EUR 90,000,000 Class A-2 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aaa (sf)

EUR 32,900,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR 5,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2032,
Assigned (P)Aa2 (sf)

EUR 23,900,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)A2 (sf)

EUR 26,600,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)Baa3 (sf)

EUR 22,500,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)Ba2 (sf)

EUR 12,900,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)B2 (sf)

The Class X, Class A-1 Notes, the Class A-2 Notes, the Class B-1
Notes, the Class B-2 Notes, the Class C Notes, the Class D Notes,
the Class E Notes and the Class F Notes are referred to herein,
collectively, as the "Rated Notes".

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

RATINGS RATIONALE

Moody's provisional ratings of the rated notes reflect the risks
from 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 considers that the collateral manager Partners Group (UK)
Management Ltd. has sufficient experience and operational
capacity and is capable of managing this CLO.

Penta CLO 5 is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 92.5% of the portfolio must
consist of senior secured loans, cash, and eligible investments,
and up to 7.5% of the portfolio may consist of second lien loans,
unsecured loans, mezzanine obligations and or high yield bonds.

Partners Group will direct the selection, acquisition and
disposition of the assets on behalf of the Issuer and may engage
in trading activity, including discretionary trading, during the
transaction's four year reinvestment period. Thereafter, the
Manager may reinvest unscheduled principal payments and proceeds
from sales of credit risk assets, subject to certain
restrictions.

Interest and principal amortisation amounts due to the Class X
Notes are paid pro rata with payments to the Class A-1 Notes and
Class A-2 notes. The Class X Notes amortises by 25% over four
payment dates starting on the 2nd payment date.

In addition to the Rated Notes, the issuer will issue EUR 40.60
million 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. The collateral manager's
investment decisions and management of the transaction will also
affect the notes' performance.

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.

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

Par amount: EUR 400,000,000

Diversity Score: 40

Weighted Average Rating Factor (WARF): 2850

Weighted Average Spread (WAS): 3.60%

Weighted Average Recovery Rate (WARR): 43.50%

Weighted Average Life (WAL): 8.5 years


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


TECNALL SRL: Online Sale of Real State Complex Opens on Dec. 14
---------------------------------------------------------------
Real Estate Discount disclosed that the online sale of Tecnall
Srl's real estate complex will open on December 14, 2018.

Single lot: full property of an estate complex for
outlet/shopping centre use, located in Melilli (SR), Contrada
Spalla Targia, consisting of about 70,000 indoor square meters
arranged on three levels, besides the outdoor areas (in total 134
stores/warehouses and about 2,000 parking spaces, 1,000 of which
indoor).

The auction starting price is EUR14,217,188.

For more information, please refer to the official evaluation and
the notice of sale published on http://www.realestatediscount.com
(Auction ref: 4235) or contact Real Estate Discount at:
immobili@realestatediscount.com Phone: +39 0546 046747

Judge Dr. Robert Bonino oversees the company's bankruptcy
proceedings in the Court of Genoa, Bankruptcy - Fall. R.F.
25/2014.  The company's legal receiver is Dr. Massimiliano
Tumiati.



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


BEFESA SA: Moody's Hikes CFR to Ba2, Alters Outlook to Stable
-------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating of
Befesa S.A., the ultimate parent company of the Befesa group to
Ba2 from Ba3. Concurrently, Moody's has upgraded Befesa's
probability of default rating to Ba2-PD from Ba3-PD as well as
the ratings of the EUR526 million senior secured Term Loan B, the
EUR75 million senior secured revolving credit facility, and the
EUR35 million senior secured Term Loan facility, all issued by
Befesa S.A.to Ba2 from Ba3. The outlook has been changed to
stable from positive.

RATINGS RATIONALE

The upgrade to the Ba2 rating is driven by continued operating
improvements leading to a decreased leverage of approximately
3.4x debt/EBITDA in the last twelve months ended September 2018.
In addition, Moody's expects further improvements in leverage
over the next 12-18 months to around 3.0x debt/EBITDA, a level
commensurate with a Ba2 rating. The improvements in credit
metrics are supported by improving EBITDA due to increased
recycling steel dust capacity in South Korea and aluminum salt
slag capacity in Germany. Furthermore, the rating agency expects
that Befesa will be able to increase its capacity utilization
rates in the South Korean operations where it currently operates
below group average following their recently finalized production
capacity increase, which should also lead to an improvement in
its operating performance.

"Befesa has been able to significantly improve its liquidity
position with around EUR105 million cash on the balance sheet as
per September 30, 2018 despite sizeable working capital outflows
and inaugural dividend payments. Furthermore, the company
announced that it signed an agreement to build a steel dust
recycling facility in China on the back of increased
environmental regulation which will support the medium-term
growth prospects and improve Befesa's geographic diversification"
says Dirk Steinicke, Moody's Lead Analyst for Befesa.

The Ba2 corporate family rating (CFR) is supported by the group's
solid business profile, characterized by leading market positions
in niches of the recycling industry, which is protected by market
entry barriers relating to (i) significant replacement costs,
(ii) favorable environmental regulation that favors recycling of
hazardous wastes over landfilling in most European and certain
developing countries (such as South Korea and Turkey) and (iii)
proprietary technological know-how. Historic operating
performance has been sound with limited volatility of
profitability, despite significant exposure to volatile metal
prices, in particular Zinc and Aluminum.

The rating also reflects Befesa's significant exposure to zinc
price movements. The company has hedged approximately 70% of its
zinc equivalent volumes until including the first half of 2021
with, however, the remaining output being sensitive to volatile
market prices. The rating is also somewhat constrained by the
company's relatively small size and reliance on a few customers.

RATING OUTLOOK

The stable outlook on the ratings reflects the ongoing supportive
market environment, especially in terms of environmental
regulation as well as zinc prices leading to gradual further de-
leveraging on the back of EBITDA growth in 2019 and 2020.

WHAT COULD CHANGE THE RATING UP/DOWN

The ratings could be upgraded if Befesa (1) improved business
profile in terms of size, geographic and business segment
diversification while maintaining a long-term hedging strategy,
would demonstrate its ability to (2) reduce its Moody's adjusted
leverage well below 2.5x debt/EBITDA through the cycle; (3)
meaningful free cash flow (FCF) generation as evidenced by a
FCF/debt consistently in the double digit percentage range
despite dividend payments and growth investments; and (4)
maintained a solid liquidity profile.

The ratings could be downgraded if (1) the leverage would
deteriorate to a level higher than 3.5x debt/EBITDA as adjusted
by Moody's or (2) the FCF/debt would deteriorate to a low single
digit percentage range for a prolonged period leading to a
weakening of the liquidity profile; (3) failure to maintain a
long-term hedging strategy.

STRUCTURAL CONSIDERATIONS

The EUR526 million term loan B and the EUR75 million revolving
credit facility are rated in line with the CFR. The instruments
are senior secured, rank pari-passu and are subject to a
springing covenant. As Moody's views the coverage of the assets
pledged as security (share pledges on subsidiaries) to be
limited, the rating agency assumed the facilities to be unsecured
in its waterfall analysis.

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

COMPANY PROFILE

Befesa S.A. is a Luxembourg based holding company, which owns
100% of Befesa Holding S.a.r.l., a leading international provider
of environmental services to the steel and aluminum industries
through its two business units steel dust and aluminum salt slags
recycling services. The group is present in 9 countries with a
focus on Europe. In 2017, the group generated revenues of EUR725
million. Befesa S.A. is listed on the Frankfurt Stock Exchange
and had a market capitalization of approximately EUR1.3 billion
on November 21, 2018. Befesa's main shareholder are funds managed
by Triton Capital Partners (40.7%), Management (3.2%), with the
remainder of 56.1% being free float.


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


E-MAC DE 2005-I: Fitch Affirms 'CCsf' Rating on Class E Debt
------------------------------------------------------------
Fitch Ratings has taken the following rating actions on the E-MAC
DE RMBS series:

E-MAC DE 2005-I B.V.:

Class B (ISIN XS0221901050): 'A+sf' maintained on Rating Watch
Evolving (RWE)

Class C (ISIN XS0221902538): upgraded to 'BBBsf' from 'BB+sf';
Outlook Stable

Class D (ISIN XS0221903429): affirmed at 'CCCsf'; Recovery
Estimate (RE) maintained at 60%

Class E (ISIN XS0221904237): affirmed at 'CCsf'; RE of 0%

E-MAC DE 2006-I B.V.:

Class A (ISIN XS0257589860): 'AAAsf' maintained on Rating Watch
Negative (RWN)

Class B (ISIN XS0257590876): upgraded to 'BBB+sf' from 'BB+sf';
Outlook Stable

Class C (ISIN XS0257591338): affirmed at 'CCCsf'; RE revised to
50% from 40%

Class D (ISIN XS0257592062): affirmed at 'CCsf'; RE of 0%

Class E (ISIN XS0257592575): affirmed at 'CCsf'; RE of 0%

E-MAC DE 2006-II B.V.:

Class A2 (ISIN XS0276933347): 'AAsf' maintained on RWE

Class B (ISIN XS0276933859): 'BBB+sf' placed on Rating Watch
Positive (RWP)

Class C (ISIN XS0276934667): upgraded to 'B+sf' from 'Bsf';
Outlook Stable

Class D (ISIN XS0276935045): affirmed at 'CCsf'; RE revised to
20% from 0%

Class E (ISIN XS0276936019): affirmed at 'CCsf'; RE of 0%

The transactions are true-sale securitisations of German
residential mortgage loans originated by GMAC-RFC Bank GmbH.
Adaxio AMC GmbH, the current servicer, is the successor company.

KEY RATING DRIVERS
Nearly all outstanding loans of the three transactions have
reached the first interest rate reset dates. Consequently, there
have been significant principal repayments in the past two years,
resulting in increased credit enhancement (CE) for the senior
notes.

In each transaction, the fixed loan interest received is swapped
into floating payments to match the issuer's liabilities. The
swap rates are reset in parallel with the loan resets to provide
a spread after senior costs and note margins of 20bp. Based on
historical evidence Fitch has modelled a spread between the 20bp
theoretical minimum and the current one. In contrast to the fixed
interest net of swap payments, the margins on the floating
interest mortgage loans are much higher, hence the SPV profits
from a higher share of floating loans, although the agency
assigns a higher foreclosure risk to these loans.

Of the loans that did not prepay at interest reset, a significant
share has switched to a floating interest rate. Fixed rate loans
have interest fixing periods of two and five years only.
Therefore, in its cash flow analysis, Fitch implemented an
immediate switching mechanism in which it assumes that borrowers
will choose a fixed rate in a rising interest rate scenario, a
floating rate in a decreasing interest rate environment and
remain with their current rate arrangement in a stable interest
rate environment. The issuer will only enter into a reset swap
for those loans that have a fixed rate.

As of August 2018, arrears of more than 90 days accounted for
13.4% of the 2005-I portfolio, 18.5% for 2006-I and 18.0% for
2006-II. Non-performing loans increase the gap between available
interest from the loan portfolio and interest to be paid on notes
and swap. This gap creates substantial negative carry in Fitch's
analysis in stressed scenarios, and is most severe if interest
rates go up (due to the swap in place in such scenarios, which
does not take into account the defaulted note balance).

Fitch expects principal prepayments to remain above average for
all transactions as the floating rate loans are not subject to
prepayment penalties if borrowers decide to repay their loans,
removing the reason for typically low prepayments between
interest reset dates in German residential mortgage portfolios.
In addition, interest fixing periods are shorter than for typical
German loans.

Fitch does not consider the subordinated extension interest part
in the notes' ratings as non-payment does not constitute a
default under the transaction documentation. The ranking in the
priority of payments is junior to any other interest payments,
principal deficiency ledger payments, swap payments, reserve
funds refill as well as liquidity reserve repayment.

Following the downgrade of Deutsche Bank AG to
'BBB+'/Negative/'F2' on June 21, 2018, remedial actions have been
implemented regarding the swaps through collateralisation and the
liquidity facilities via drawdowns. For the account bank role,
remedial action to comply with transaction documents is still
pending. As per the draft amendment documents, Deutsche Bank will
prospectively only hold accounts to collect payments from the
borrowers. The bank is an eligible counterparty for this role.
The issuer accounts will be transferred to an eligible
institution which is planned and should be completed soon. Fitch
has reviewed draft documentation for the transfer of issuer
accounts.

Despite the fact that the timeframe for remedial action as per
transaction documents and Fitch's criteria has long since elapsed
Fitch has maintained or placed the affected notes on Rating Watch
pending implementation. Given the steps taken to date, a
replacement in the foreseeable future remains probable.

VARIATIONS FROM CRITERIA

In line with its criteria, Fitch applies a lender adjustment to
the portfolio to account for the quality of underwriting, based
on the worse than anticipated historical loss performance of the
transaction. Besides the lender adjustment, Fitch accounted as a
variation to its EMEA RMBS criteria for the higher than
anticipated losses in each of the transactions via adjustments of
market value decline assumptions (MVD). All mortgage loans are
treated with the highest MVD assumptions as per criteria,
irrespective of the purchasing power index region.

Moreover, as a second variation from its criteria, Fitch did not
apply indexation of property valuations from transaction
initiation as these would lead to modelling higher home prices
now, implying smaller losses than observed in the transactions so
far.

RATING SENSITIVITIES

The replacement of the issuer account bank according to
documentation and Fitch's counterparty criteria could lead to the
affirmation of the ratings on RWN and upgrades of those on RWE
and RWP.

The ratings are sensitive to higher property values realised from
foreclosures leading to improved chances of note repayment for
mezzanine tranches.

The borrower choices of fixed or floating rate loans is affecting
the note repayments as floating rate loans are offering far
higher excess spread to the SPV, which can decrease PDL balances.
Higher borrower repayments from floating rate loans and fixed
rate loans reaching their reset date are leading to transaction
deleveraging and potentially upgrades.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pools and the transactions. There were no findings that affected
the rating analysis. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided
about the underlying asset pools ahead of the transactions'
initial closing. The subsequent performance of the transactions
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.


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


CB RUSSIAN: Put on Provisional Administration, License Revoked
--------------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-3033, dated
November 23, 2018, revoked the banking license of Moscow-based
credit institution Commercial Bank Russian Mortgage Bank (Limited
Liability Company), or CB Russian Mortgage Bank LLC (Registration
No. 1968) from November 23, 2018.

CB Russian Mortgage Bank LLC failed to comply with laws and Bank
of Russia regulations on countering the legalization (laundering)
of criminally obtained incomes and the financing of terrorism
with regard to identifying operations subject to mandatory
control, as well as submitting reliable information to the
authorized body.  Moreover, the credit institution was involved
in dubious transit operations.

In November 2018, a massive customer outflow (approx. 50% of
corporate customers' funds) caused a serious liquidity strain
that deteriorated financial standing of CB Russian Mortgage Bank
LLC.  For this reason the bank could not honour its liabilities
to customers in due time.  The specifics of the credit
institution's operations therefore necessitated action to prevent
its insolvency (bankruptcy); there arose a real threat to its
creditors' and depositors' interests.

The Bank of Russia repeatedly (3 times over the last 12 months)
applied supervisory measures against CB Russian Mortgage Bank
LLC, including two impositions of restrictions on household
deposit taking.

However, the management and owners of the credit institution
failed to take effective measures to normalize its activities.
Moreover, the management showed signs of misconduct, that is, of
withdrawal of liquid assets to the detriment of creditors' and
depositors' interests. The Bank of Russia submitted information
about the bank's transactions bearing signs of a criminal offence
to law enforcement agencies.

Under these circumstances, the Bank of Russia took the decision
to revoke the banking license of CB Russian Mortgage Bank LLC.

The Bank of Russia took this decision following the credit
institution's failure to comply with federal banking laws and
Bank of Russia regulations, repeated violations within a year of
the requirements stipulated by Articles 6 and 7 (excluding Clause
3 of Article 7) of the Federal Law "On Countering the
Legalisation (Laundering) of Criminally Obtained Incomes and the
Financing of Terrorism" as well as Bank of Russia regulations
issued in accordance with the said law and application of the
measures stipulated by the Federal Law "On the Central Bank of
the Russian Federation (Bank of Russia)", taking into account a
real threat to the interests of creditors and depositors.

Following the banking license revocation, the professional
securities market participant license of CB Russian Mortgage Bank
LLC was cancelled.

The Bank of Russia, by virtue of its Order No. OD-3034, dated
November 23, 2018, appointed a provisional administration to CB
Russian Mortgage Bank LLC 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 were suspended.

CB Russian Mortgage Bank LLC is a member of the deposit insurance
system.  The revocation of a banking license is an insured event
as stipulated by Federal Law "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.

According to its financial statements, as of November 1, 2018,
the credit institution ranked 179th by assets in the Russian
banking system.

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


KAMAZ PTC: Moody's Affirms Ba3 CFR, Alters Outlook to Negative
--------------------------------------------------------------
Moody's Investors Service has changed to negative from stable the
outlook on the ratings of KAMAZ PTC, a government-related,
leading Russian heavy truck manufacturer.

At the same time, Moody's has affirmed Kamaz's Ba3 corporate
family rating and Ba3-PD probability of default .

Moody's has also affirmed Kamaz's b3 baseline credit , with the
BCA reflecting the company's standalone credit strength.

The change of the outlook on Kamaz's ratings to negative was
prompted by Kamaz's performance, which for 2018 was much weaker
than Moody's had expected, and the substantial deterioration in
its margins and financial profile this year, with limited
prospects of a recovery over the next 12-18 months. Such a
situation will increase the company's vulnerability to market
pressures and its dependence on government support.

Nevertheless, the affirmation of Kamaz's ratings and BCA
recognizes the strong support to the company from the Russian
government (Ba1 positive), on a day-to-day and extraordinary
basis, as well as Kamaz's comfortable debt structure and maturity
profile.

RATINGS RATIONALE

Kamaz's ratings are weakly positioned in the Ba3 rating category,
as reflected by the negative outlook on the ratings, given a
significant deterioration of the company's financial profile in
2018.

Kamaz's operating performance in 2018 has been unexpectedly
weaker when compared to its own plans and Moody's expectations.
The weakness is due to one-off events -- such as overstocking in
the first half of this year, as a result of the delays in the
Euro-5-compatible engine certification process -- and higher-
than-expected pressures from the market and operating
environment, including the stronger competition from foreign
truck manufacturers, coupled with rouble volatility.

In the first half of 2018, the company's EBITA margins weakened
to 3.0% compared to 6.3% in the similar period of 2017, while its
operating cash flow turned negative, and its leverage -- as
measured by debt/EBITDA -- jumped to 7.1x by mid-2018 versus 4.4x
at the end of 2017. Moody's foresees a further rise in leverage
by the end of 2018, given the continued weakness in margins and
EBITDA in the second half of 2018.

Moody's expects that Kamaz's operating cash flow will turn
positive in 2019. However, the company's financial profile will
remain weak over the next 12-18 months, given increasing pressure
on margins, the slowdown of growth in the domestic heavy truck
market (which might slow down the destocking thereby putting
pressure on working capital), and the ongoing heavy investment
programme. Kamaz's capital expenditure program is significant
(RUB20 billion through 2020), constraining its ability to reduce
leverage.

Moody's assesses that Kamaz's margins will continue to face
downward pressure. Consequently, Moody's expects that Kamaz will
show only a limited recovery in its financial profile by 2020,
supported by its solid market share, a better price-quality
offerings, and ongoing efforts to tightly manage its costs.

With this background, Moody's notes that Kamaz's weak financial
profile and operational challenges leave the company very limited
headroom for further underperformance, without challenging its
current BCA and Ba3 ratings.

The affirmation of Kamaz's ratings despite a significant
deterioration in its financial profile considers the strong day-
to-day support to the company from the Russian government,
ranging from measures to back demand to investment and liquidity
funding, and Moody's expectation that such support will continue,
given Kamaz's strategic importance to the domestic economy and
the government's focus on the economy's diversification beyond
commodity-related sectors.

The affirmation also factors in Moody's assumption of a strong
probability that Kamaz will receive support from the Russian
government in the event of financial distress. The assumption of
government support continues to add a significant uplift to
Kamaz's b3 BCA, driving its rating to the Ba3 category under
Moody's Government-related issuers (GRI) methodology.

Moody's positively notes the company's comfortable debt structure
and overall long-term debt maturity profile. At September 30,
2018, Kamaz's long-term debt obligations -- the majority of which
are due after 2021 -- accounted for 80% of total debt. Around 40%
(RUB35 billion) of Kamaz's debt was represented by the company's
domestic bonds as of September 30, 2018, and was guaranteed by
the government. Overall, government-guaranteed and/or government-
related debt (including loans issued by government-controlled
banks) accounted for around 70% of Kamaz's total debt.

Moody's sees Kamaz's liquidity as adequate at the end of
September 2018, given that its cash sources cover its cash needs
over the next 18 months. However, against the backdrop of its
sizable capital expenditure program -- which is comfortably
funded by state-related or state-guaranteed debt sources -- Kamaz
will become more reliant on its revolving credit facilities to
fund its operating needs, due to weak cash flow generation
capacity. Consequently, the company's headroom under its
covenants will tighten to an extent that Kamaz will need to
renegotiate some of them. At the same time, Kamaz holds large
cash reserves of around RUB20 billion -- which are largely
intended for capital expenditure purposes -- and has sizable
availabilities under long-term revolving facilities and access to
long-term shareholder loans.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook on Kamaz's ratings reflects Moody's
expectation that the company's weak margins and high leverage
will unlikely materially recover over the next 12-18 months. Such
a profile makes Kamaz very vulnerable to market pressures and any
unexpected developments, and increases the likelihood of further
weakening of the company's standalone credit quality -- given
that Kamaz is in the middle of a heavy investment cycle and
considering the slowdown of growth in the domestic heavy truck
market.

WHAT COULD CHANGE THE RATING UP/DOWN

Given the negative ratings outlook, Kamaz's ratings will unlikely
face upward pressure in the short term.

Moody's could change the ratings outlook to stable if: (1) Kamaz
demonstrates sustainable and material recovery in its margins and
financial metrics towards levels seen in 2017, supported by
increasing EBITDA; and (2) liquidity remains at least adequate.
The stable outlook would assume no negative change in Russia's
sovereign rating and/or in Moody's assumption of strong
government support for Kamaz in times of need.

Moody's could downgrade Kamaz's ratings if: (1) the company's key
market or its competitiveness were to deteriorate, and/or its
margins, financial and/or liquidity profile were to weaken,
challenging its debt service capacity; (2) there is a decline in
the probability of government extraordinary support to Kamaz in
the event of financial distress; or (3) Moody's downgrades
Russia's sovereign rating.

PRINCIPAL METHODOLOGY

The methodologies used in these ratings were Global Manufacturing
Companies published in June 2017, and Government-Related Issuers
published in June 2018.

KAMAZ PTC is a leading player in the Russian heavy truck market.
Russia's 100% state-owned investment holding company, State
Corporation Rosstechnologii, holds a 47.1% stake in Kamaz. In the
12 months to June 30, 2018, Kamaz generated revenue of RUB175.2
billion ($3.0 billion).


RUSSIAN AGRICULTURAL: Fitch Affirms BB+ LT IDRs, Outlook Pos.
-------------------------------------------------------------
Fitch Ratings has affirmed Russian Agricultural Bank's Long-Term
Foreign and Local Currency Issuer Default Ratings at 'BB+'. The
Outlooks are Positive. Fitch has also affirmed the bank's 'b-'
Viability Rating.

KEY RATING DRIVERS

IDRS, SUPPORT RATING AND SUPPORT RATING FLOOR

RusAg's IDRs are driven by potential support from Russian
authorities if required. The bank's Long-Term Foreign Currency
IDR and Support Rating Floor of 'BB+' , one notch lower than the
Russian sovereign rating of 'BBB-', which is on Positive Outlook,
reflects Fitch's view of a very high propensity of the
authorities to support the bank.

This is due to:

  - RusAg's 100% state ownership by the Russian federal
government via the federal agency of state property management;

  - state supervision through its representatives on the
supervisory board;

  - important policy role of supporting the domestic agricultural
sector as mandated by government statutes and lending programmes;

  - a track record of capital contributions from the state;

  - a moderate cost of support, if required, relative to the
state's financial resources;

  - systemic importance of RusAg given its retail and commercial
franchise, which includes a significant share of residents'
deposits in its funding structure (83% of total liabilities at
end-3Q18) after senior unsecured Eurobonds have been fully repaid
over the recent years; and

  - reputational and economic risks for the Russian authorities
and other public-sector entities from a potential default by the
bank.

The Positive Outlook on the IDRs mirrors that on the Russian
sovereign.

The ratings of RusAg are one notch lower than those of Sberbank
of Russia and Vnesheconombank (both rated BBB-/Positive) as the
bank does not have the former's exceptional systemic importance
or the latter's higher-profile development bank status, which is
defined by a special act of legislation. At end-3Q18, RusAg's
market share was at a moderate 4% of the system deposits.

The one-notch differential between the sovereign rating and the
bank's Long-Term IDR also captures slow and gradual provision of
equity support to RusAg in recent years.

VR

Fitch assigns VR to RusAg, notwithstanding the bank's policy
role. RusAg has a general banking licence, funds itself through
retail and corporate customer deposits and has material, non-
policy related activities. Retail loans (mostly mortgages and
consumer credits), which comprised 19% of gross loans at end-
3Q18, have been growing recently as part of the bank's move to
diversify income sources, improve efficiency and lessen support
needs for the shareholder.

RusAg's capitalisation is a rating weakness. Fitch views RUB242
billion high-quality loss- absorbing capital (ordinary shares and
100% state-owned preferred shares) provided to the bank between
end-2011 and end-3Q18 as insufficient to fully address RusAg's
solvency weakness.

Capitalisation continued to decline in 2018, mainly as a result
of IFRS 9-related provisioning, with high-quality loss-absorbing
capital, including Fitch Core Capital (FCC) and state-owned
preferred shares, falling to a low 2.6% of Basel II risk-weighted
assets (RWAs) at end-1H18. Fitch does not expect this ratio to
improve above 3.4% despite a total of RUB25 billion new equity
injections expected this year (which includes RUB5 billion
received in September 2018). High levels of unreserved impaired
loans also weigh on capitalisation.

Profitability continues to be very weak although pre-impairment
operating profit is improving. Fitch expects the bank to report
close-to-zero net income for 2018. Given low internal capital
generation, Fitch believes that capital to be restored to
healthier levels will take at least two to three years.

RusAg has a higher risk appetite due to its policy role. Loan
quality remains poor as captured by IFRS impaired (Stage-3)
loans/gross loans at a high 23% at end-1Q18, moderately up from
18% at end-2017. Due to IFRS 9 implementation, loan loss
allowance coverage improved moderately to 16% of gross loans at
end-1H18 from 10% at end-2017.

The bank's funding profile is a rating strength. It continued to
improve as a result of deposit growth and repayment of sizable
wholesale liabilities. The bank repaid more than USD2 billion of
foreign borrowing in 2018, including USD1.5 billion of senior
unsecured Eurobonds. Liquid assets, including repo-able
securities, have further built up and stood at a high 35% of
total liabilities at end-1H18.

RATING SENSITIVITIES

IDRS, SR AND SRF

Rating actions on the IDRs will most likely mirror those on
Russia's sovereign ratings. Additional downside pressure on
RusAg's support-driven ratings could emerge in case of support to
the bank being insufficient to address capital/asset quality
issues. In this case the notching between RusAg's and the
sovereign's rating may be widened.

Although not a base case scenario, the SRF could be revised
lower, leading to the downgrade of the IDR, in case of new, more
severe sanctions against Russia, and if Fitch takes a view that
it results in weaker sovereign propensity to support foreign
creditors of state-owned banks.

VR

An upgrade of RusAg's VR would require a material improvement in
the bank's asset quality, capital adequacy and performance. VR
could be downgraded in case of a further weakening of these
financial profile factors, particularly if not offset by
sufficient capital contributions from the sovereign.

DEBT RATINGS
The senior unsecured debt rating would likely change in tandem
with the Long-Term Local Currency IDR.

The rating actions are as follows:

Russian Agricultural Bank:

Long-Term Foreign- and Local-Currency IDRs: affirmed at 'BB+';
Outlooks Positive

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

Viability Rating: affirmed at 'b-'

Support Rating: affirmed at '3'

Support Rating Floor: affirmed at 'BB+'

Senior unsecured debt: affirmed at 'BB+'



===========
S W E D E N
===========


SAS AB: Moody's Affirms B1 CFR, Outlook Stable
----------------------------------------------
Moody's Investors Service has affirmed SAS AB's B1 corporate
family rating and its probability of default rating of B1-PD.
Concurrently, Moody's has affirmed the B3 rating assigned to the
backed subordinated notes of its subsidiary SAS Denmark-Norway-
Sweden as well as its subsidiary's (P)B2 backed senior unsecured
MTN rating. Moody's has affirmed the NP commercial paper rating
and the (P)NP backed other short term rating of its subsidiary
SAS Denmark-Norway-Sweden. The outlook on all the ratings is
stable.

The Baseline Credit Assessment has been withdrawn for its own
business reasons because the Moody's Government Related Issuer
methodology is no longer considered appropriate.

RATINGS RATIONALE

SAS' B1 corporate family rating reflects the company's stronger
operating performance over the last 12-18 months and a marked
strengthening in the company's credit metrics and standalone
credit quality. SAS' revenues have continued to grow, while yield
improvements and cost-saving measures have strongly supported a
further improvement in adj. EBIT margins, which Moody's expects
will increase to over 8% in FY18 (year ended October 2018) from
5.0% in FY16. In FY18 Moody's expects that Moody's adj.
debt/EBITDA will further dip below 4.0x.

However, headwinds such as higher fuel costs and a stronger US
Dollar (USD) versus the Swedish Krone are likely to lead to some
credit metric deterioration in FY19, including margins, which
Moody's expect will fall back to mid-single digits. Weaker
profitability combined with sizeable aircraft purchases, are
likely to lead to negative free cash flows over the medium-term
as well as some increase in gross leverage, although Moody's
forecasts this will stay below 4.5x and still comfortably
position the company within the B1 rating.

In view of meaningful reductions in government stakes by the
Government of Denmark (Aaa stable) and the Government of Sweden
(Aaa stable) over the last two to three years, and more recently
the Government of Norway's (Aaa stable) decision to fully sell
its remaining 9.9% stake in June 2018, Moody's no longer
considers it appropriate to apply a one notch uplift for
government support per its Government-Related Issuer methodology.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that SAS will
continue to reduce its cost base and despite headwinds, which
will weaken the company's operating performance in 2019, Moody's
expects financial credit metrics will remain commensurate with a
B1 rating, considering the company's relatively small scale and
network relative to peers but equally leading market position in
the Scandinavian region.

WHAT COULD CHANGE THE RATING UP

Upward pressure could be exerted on SAS' rating if SAS were to
demonstrate a greater track record in its ability to sustainably
improve its operating performance and evidence a more resilient
business model against competition from low cost competitors, as
well as other legacy airlines.

Quantitatively, positive rating action could occur if:

(1) Moody's adjusted EBIT margins improved to around 7-8% on a
more sustainable basis

(2) adjusted leverage were to sustainably fall below 4.0x

(3) adjusted EBIT to interest expense ratio were to improve to
more than 2.0x on a sustainable basis

WHAT COULD CHANGE THE RATING DOWN

The rating could come under negative pressure if:

(1) Moody's adjusted EBIT margins were to fall on a sustainable
basis below 5%

(2) gross adjusted leverage were to increase above 5.0x

(3) adjusted EBIT to interest expense were to trend back below
1.5x, or is there was a marked weakening in liquidity.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Passenger
Airline Industry published in April 2018.


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


LAFARGEHOLCIM HELVETIA: Moody's Assigns Ba1 Sub. Notes Rating
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 long-term rating to
LafargeHolcim Helvetia Finance Ltd's proposed issuance of
perpetual, deeply subordinated, guaranteed notes with negative
outlook. The notes will be fully and unconditionally guaranteed
by LafargeHolcim , the parent company of the LafargeHolcim group
on a subordinated basis. The outlook on the guarantor is
negative.

"The Ba1 rating we have assigned to the hybrid debt is two
notches below LafargeHolcim's senior unsecured rating of Baa2,
primarily because the instrument is deeply subordinated to other
debt in the company's capital structure," says Stanislas
Duquesnoy, a Moody's Senior Credit Officer and lead analyst for
LafargeHolcim.

RATINGS RATIONALE

The Ba1 rating assigned to the hybrid debt is two notches below
the group's senior unsecured rating of Baa2. It reflects the
deeply subordinated nature of the proposed hybrid notes. The
instrument: (1) is perpetual; (2) is senior only to common
equity; and (3) provides LafargeHolcim with the option to defer
coupons on a cumulative and compounding basis. The issuer does
not have any preferred shares outstanding that would rank junior
to the hybrid debt, and the issuer's articles of association do
not allow the issuance of such shares by the issuer.

In Moody's view, the notes have equity-like features that allow
them to receive basket "C" treatment, i.e., 50% equity and 50%
debt for financial leverage purposes.

Moody's expects the issuance of the hybrid bond to have only a
minor positive impact on credit metrics of LafargeHolcim Ltd.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook assigned to the ratings reflects credit
metrics, which still remain below its expectations for the
current rating and the risk that LafargeHolcim will not be able
to restore credit metrics in line with expectations, namely
RCF/net debt of at least 20% and Debt/EBITDA below 3.5x in a
timely manner.

WHAT COULD CHANGE THE RATING UP/DOWN

A rating upgrade is unlikely in the short term given
LafargeHolcim's weak positioning within its current rating
category. Positive rating pressure would arise if RCF/net debt
would reach at least 25% on a sustainable basis and Debt/EBITDA
would move below 3.0x on a sustainable basis.

Conversely further negative pressure would build on
LafargeHolcim's current rating if RCF/net debt would remain
sustainably below 20% and Debt/EBITDA above 3.5x.

RATING METHODOLOGY

The principal methodology used in this rating was Building
Materials Industry published in January 2017.


ILIM TIMBER: Moody's Hikes CFR to B2, Alters Outlook to Positive
----------------------------------------------------------------
Moody's Investors Service has upgraded to B2 from B3 the
corporate family rating and to B2-PD from B3-PD the probability
of default rating of Ilim Timber Continental S.A., a leading
softwood sawn timber producer domiciled in Switzerland with
operating facilities in Russia and Germany. The outlook on these
ratings is changed to positive from stable.

"We have upgraded Ilim Timber's ratings based on our expectation
that the company will be able to sustain its reduced leverage,
pursue a prudent financial policy, and maintain healthy liquidity
and positive free cash flow," says Mikhail Shipilov, an Assistant
Vice President -- Analyst at Moody's.

RATINGS RATIONALE

The upgrade of Ilim Timber's ratings reflects the company's
improved leverage, completed refinancing of its debt,
substantially improving maturity profile and reducing interest
burden, and robust liquidity. The rating action also reflects
Moody's expectation that the company will (1) pursue a balanced
financial policy, with positive free cash flow generation; (2)
continue to focus on gradual debt reduction over the next 12-18
months; and (3) will maintain its leverage below 4.0x.

Ilim Timber's leverage, measured as Moody's-adjusted debt/EBITDA,
declined to 3.4x as of June 30, 2018 from 6.4x a year earlier,
driven by the increase in the company's adjusted EBITDA by $28
million to $82 million on higher sawn timber prices and the $67
million debt reduction funded by proceeds from the sale of its
5.3% stake in Interfor, a Canadian lumber producer. However,
because the highly favourable market conditions are fading off,
EBITDA is likely to decrease to a more sustainable level of $70
million-$75 million over the next 12-18 months, curbing further
material deleveraging.

In November 2018, Ilim Timber procured a five-year syndicated
debt facility in the amount of EUR255 million (around $292
million) and utilised EUR223 million to refinance its outstanding
bank debt. This refinancing resulted in a comfortable debt
maturity profile, with a EUR150 million balloon repayment at
maturity, almost halved interest expenses, and proved the
company's adherence to prudent liquidity management. The new
syndicated debt facility features a comprehensive covenant
package and allows dividend payments if the company's reported
net leverage is below 2.5x.

Ilim Timber's B2 rating also factors in (1) its geographic
diversification of assets, with two mills in Germany and the
other two in Eastern Siberia, Russia; (2) the proximity of the
company's production assets to reliable and accessible raw
material supply and an established distribution infrastructure;
(3) a diversified customer base; (4) the well-invested modern saw
mills in Germany that require low-maintenance capital spending;
(5) the healthy market conditions, supported by demand from the
US, Europe and China; (6) the improving financial discipline and
focus on deleveraging; and (7) the company's strong liquidity,
with low principal repayments scheduled over the next two years,
and moderate maintenance capital spending.

At the same time, the rating is constrained by (1) the company's
low product portfolio diversification because around 72% of the
company's sales are represented by sawn timber, a market
characterised by seasonality and volatility in terms of volumes
and prices; (2) its highly concentrated ownership, which creates
the risk of rapid changes in the company's strategy, development
plans and financial policies; (3) its fairly small size on a
global scale, reflected in its revenue of $675 million for the 12
months ended June 30, 2018; (4) somewhat volatile spreads between
cost of logs and sawn timber prices, resulting in volatile
profitability; and (5) its partial exposure to an emerging
market's (Russia) operating environment, with a less developed
regulatory, political and legal framework.

RATIONALE FOR THE POSITIVE OUTLOOK

The positive outlook reflects the company's strong positioning
within the current rating category and the possibility of an
upgrade over the next 12-18 months based on Moody's expectation
that the company will maintain its improved leverage and healthy
operating performance.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's could upgrade the rating if the company was to (1)
maintain its Moody's-adjusted debt/EBITDA below 3.75x and EBITDA
interest coverage above 3.5x on a sustainable basis, (2) maintain
strong liquidity, and (3) pursue a conservative financial policy
and generate sustainable positive post-dividend free cash flow.

Moody's could downgrade the rating if Ilim Timber's (1) Moody's-
adjusted debt/EBITDA was to rise above 4.5x on a sustained basis;
(2) operating performance, cash generation or market position
were to weaken materially; or (3) liquidity was to deteriorate.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Paper and
Forest Products Industry published in October 2018.

Switzerland-domiciled Ilim Timber is one of the largest softwood
sawn timber producers in Europe. The company operates two
facilities in Germany and two in Russia, with a total annual
production capacity of 2.6 million cubic meters of sawn timber
and 0.2 million cubic meters of plywood. For the 12 months ended
June 30, 2018, Ilim Timber reported a revenue of $675 million, of
which 72% was derived from sawn timber, 16% from by-products and
12% from plywood segment, and Moody's-adjusted EBITDA of $82
million. The company generates 70% of its revenue from operations
in Germany and 30% from its mills in Russia. Ilim Timber is
controlled by the Russian businessmen, Boris and Mikhail
Zingarevich.


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


UKRAINE: Egan-Jones Hikes Senior Unsecured Debt Ratings to BB
-------------------------------------------------------------
Egan-Jones Ratings Company, on November 20, 2018, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Ukraine to BB from BB-.

Ukraine is a large country in Eastern Europe known for its
Orthodox churches, Black Sea coastline and forested mountains.
Its capital, Kiev, features the gold-domed St. Sophia's
Cathedral, with 11th-century mosaics and frescoes. Overlooking
the Dnieper River is the Kiev Pechersk Lavra monastery complex, a
Christian pilgrimage site housing Scythian tomb relics and
catacombs containing mummified Orthodox monks.


VTB UKRAINE: Declared Insolvent by Central Bank
-----------------------------------------------
Max Seddon at The Financial Times reports that Ukraine's central
bank declared insolvent Kremlin-run lender VTB's local subsidiary
on Nov. 27, ending a long-running struggle over the Russian
state's role in the country after the annexation of Crimea.

According to the FT, the National Bank of Ukraine said it would
wind down VTB Ukraine's operations after its Moscow parent
"failed to comply with banking law and the [NBU's] regulations"
and "made no attempt to keep the bank solvent".

The NBUs said Ukraine's deposit insurance agency will pay out
UAH943 million (US$33.5 million) to depositors, almost all of
whom will be compensated in full, the FT relates.  VTB's total
assets in Ukraine are UAH26 billion, making it the 16th largest
bank in the country, the FT notes

VTB claimed that Ukraine had "paralyzed" its bank through rulings
that essentially made it impossible to operate or save its
lossmaking subsidiary despite three recapitalizations through
interbank loans since 2014, the FT discloses.

The declaration of insolvency came after a Kiev court in
September ruled assets should be seized from the Ukrainian
subsidiaries of Russian state-owned Sberbank, VTB and VEB, the FT
states.


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


LEHMAN BROTHERS: Dec. 13 Proofs of Claim Filing Deadline Set
------------------------------------------------------------
The Joint Administrators of Lehman Brothers International
(Europe) (in administration) (the Company) disclosed that they
propose to make a final distribution to the Company's clients
(the Final Client Distribution) out of the funds remaining in the
client money trust, pursuant to an Order dated October 30, 2018,
made by the High Court of Justice (in England and Wales).

The date before which client money proofs must be lodged will be
December 13, 2018 (the last date for proving).  It is the
intention of the Joint Administrators to make a Final Client
Distribution within the period of six weeks from December 13,
2018.

To participate in the Final Client Distribution, all client money
claimants must submit a Client Money Claim Form to the Joint
Administrators by December 13, 2018, unless they are an "Existing
Claimant".

Existing Claimants are those clients who have received a
certificate issued by LBIE after October 29, 2018, which
identifies itself as an "Existing Claimant Certificate",
designates the recipient as an "Existing Claimant" and states
their "Existing Claimant Amount".  No Existing Claimant is
required to file a Client Money Claim Form, but Existing
Claimants must confirm their payment details by December 13,
2018, in order to be paid in the proposed distribution in respect
of their Existing Claimant Amounts (and any further client money
sums which the Joint Administrators believe that clients are or
may be entitled to receive in addition to their Existing Claim
Amounts, known as "Client Surplus Entitlements").

Save for Existing Claimants, any client who has not already
submitted a Client Money Claim Form and does not submit a Client
Money Claim Form by the last date for proving will not be
entitled to share in the proposed distribution.  The Client Money
Claim Form may be downloaded from https://is.gd/cCQU0e


SALISBURY 2015: Fitch Affirms BB+(EXP) Rating on Class M-R Debt
---------------------------------------------------------------
Fitch Ratings has affirmed Salisbury Securities 2015 Limited's
notes' expected ratings as follows:

GBP395.2 million Class A-R: affirmed at 'AAA(EXP)sf'; Outlook
Stable

GBP19.7 million Class B-R: affirmed at 'AAA(EXP)sf'; Outlook
Stable

GBP63.3 million Class C-R: affirmed at 'AA+(EXP)sf'; Outlook
Stable

GBP11.4 million Class D-R: affirmed at 'AA(EXP)sf'; Outlook
Stable

GBP26.6 million Class E-R: affirmed at 'AA-(EXP)sf'; Outlook
Stable

GBP37.7 million Class F-R: affirmed at 'A+(EXP)sf'; Outlook
Stable

GBP9.7 million Class G-R: affirmed at 'A(EXP)sf'; Outlook Stable

GBP12 million Class H-R: affirmed at 'A-(EXP)sf'; Outlook Stable

GBP42.8 million Class I-R: affirmed at 'BBB+(EXP)sf'; Outlook
Stable

GBP10.9 million Class J-R: affirmed at 'BBB(EXP)sf'; Outlook
Stable

GBP16.8 million Class K-R: affirmed at 'BBB-(EXP)sf'; Outlook
Stable

GBP45.9 million Class L-R: affirmed at 'BB+(EXP)sf'; Outlook
Stable

GBP2.8 million Class M-R: affirmed at 'BB(EXP)sf'; Outlook Stable

The transaction is a granular synthetic securitisation of
GBP787.3 million unfunded credit default swap (CDS), referencing
loans granted to UK small- and medium-sized enterprises (SME)
investing in the UK real estate sector. The loans are secured
with commercial and residential real estate collateral and were
originated by Lloyds Bank plc (A+/Stable/F1).

Lloyds Banking Group has bought protection under the CDS contract
relating to the equity risk position but has not specified the
date of execution of the contracts relating to the rest of the
capital structure. The expected ratings were based on the un-
executed documents provided to Fitch, which have the same terms
as the equity CDS contracts executed so far by Lloyds Banking
Group. Fitch understands from Lloyds Banking Group that it has no
immediate need to buy protection on the remaining capital
structure. Fitch will monitor the expected ratings using the
applicable criteria for as long as the CDS contract exists.

The ratings of the notes address the likelihood of a claim being
made by the protection buyer under the unfunded CDS by the end of
the remaining eight-year protection period in accordance with the
documentation.

KEY RATING DRIVERS

Replenishment Period Extended

The issuer extended a two-year extension of the original
replenishment period that was scheduled to end in October 2018.
Lloyds can replenish the portfolio subject to replenishment
criteria targeted at limiting additional risks. Since the October
2017 investor report, the replenishment criteria for weighted
average probability of default (PD) have been failing.
Consequently, Lloyds can only replenish the portfolio if these
tests are maintained or improved after replenishment. Fitch has
captured the replenishment risk based on a stressed portfolio,
taking into account the replenishment triggers and replenishment
conditions of the transaction.

Slight Positive Portfolio Migration

Fitch determined a one-year weighted average probability of
default of 4.63% for the portfolio, down from 4.84% last year.
Nearly 55% of the loans are now in the top three rating
categories of the Lloyds SME BDCS (Business Dynamic Credit
Scoring) Book compared with 47.9% last year, implying a slightly
positive rating migration.

Concentration Risk Limited

The portfolio comprises more than 3,700 obligors and is granular
with the largest obligor only representing 24bp of the portfolio,
with 96% of the borrowers being exposed to the UK real estate
sector and the 10 largest obligors representing 2.39% of the
portfolio.

Low Loan to Value (LTV) Ratio

As of October 2018, the portfolio composition was largely in line
with the initial portfolio's. Each loan in the securitised
portfolio is collateralised with property. The reported weighted
average LTV ratio of the portfolio is 48%, significantly lower
than the 60% covenant during the replenishment period.

RATING SENSITIVITIES

Increasing the default probabilities assigned to the underlying
obligors or decreasing the recovery rates assigned to the
underlying obligors by 25% each could result in a downgrade of up
to three notches.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction. There were no findings that were
material to this analysis. Fitch has not reviewed the results of
any third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

The majority of the underlying assets have ratings or credit
opinions from Fitch and/or other Nationally Recognised
Statistical Rating Organisations and/or European Securities and
Markets Authority-registered rating agencies. Fitch has relied on
the practices of the relevant Fitch groups and/or other rating
agencies to assess the asset portfolio information.

Overall, Fitch's assessment of the information relied upon for
the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.


SURF AIR: Puts European Unit Into Liquidation
---------------------------------------------
Hannah Boland and Matthew Field at The Telegraph report that
Surf Air has placed its European arm into liquidation less than
two years after launching in the region, in a blow to the airline
start-up's ambitions outside the US.

Surf Air, which is headquartered in Santa Monica, had not posted
anything on its website declaring the business was no longer
operational, but removed all European cities from its map showing
the destinations it flies between, The Telegraph relates.

According to The Telegraph, a spokesman for Surf Air confirmed
the company had closed its European operation some months ago to
focus on its US service.

"Further to that, we decided that the European business had
become insolvent and therefore filed a creditor voluntary
liquidation," The Telegraph quotes the spokesman as saying.


THOMAS COOK: Attempts to Fend Off Financial Health Concerns
-----------------------------------------------------------
Ashley Armstrong at The Telegraph reports that Thomas Cook's
shares might have been dragged to their lowest point since 2012
but the company was desperate to convince the City that its woes
are of a very different nature to the depths of financial
distress it suffered seven years ago.

Indeed, it was so desperate that it included its status as "bank
covenant compliant" as one of its "performance highlights", The
Telegraph relates.

Apparently, the prominent disclosure is part of its strategy to
fend off fears about the health of the company from the start,
according to The Telegraph.

                         Financial Performance

Christopher Jasper and Ellen Milligan at Bloomberg News report
that Thomas Cook lost as much as one-third of its value,
suffering fresh fallout from the U.K. tour operator's botched
execution during the all-important summer travel season.

The company said on Nov. 27 annual profit missed guidance that
had already been cut twice earlier in the year, Bloomberg
recounts.

The heatwave hurt profit margins, as did higher hotel costs in
Spain, which crimped margins in the U.K. tour business, Bloomberg
discloses.

With a market value of GBP572 million, Thomas Cook has lost
three-quarters of its value since May, Bloomberg notes.

According to Bloomberg, Thomas Cook Chief Financial Officer
Sten Daugaar said the company, with debt maturities until 2022,
has no cash problems and no issue with debt covenants.

Thomas Cook Group plc is a British global travel company listed
on the London Stock Exchange and is a constituent of the FTSE 250
Index.



                            *********

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

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

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


                            *********


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

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

Copyright 2018.  All rights reserved.  ISSN 1529-2754.

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

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

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


                 * * * End of Transmission * * *