/raid1/www/Hosts/bankrupt/TCREUR_Public/190116.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

          Wednesday, January 16, 2019, Vol. 20, No. 011


                            Headlines


F R A N C E

TECHNICOLOR SA: Moody's Lowers CFR to B2, Outlook Negative


I T A L Y

BANCA CARIGE: Moody's Puts Caa3 Issuer Rating Under Review
MONTE DEI PASCHI: Faces Concerns About Capital, Profitability


P O L A N D

BANK OCHRONY: Fitch Raises Long-Term IDR to BB-, Outlook Stable


R U S S I A

ECONOMBANK JSC: Amendments to DIA's Role in Bankruptcy Approved
KRASNODAR REGIONAL: Amendments to DIA's Role in Bankruptcy Okayed


S P A I N

ABANCA CORP: Fitch Assigns BB(EXP) Rating to Subordinated Notes


U N I T E D   K I N G D O M

FRONERI INTERNATIONAL: Moody's Assigns Ba3 CFR, Outlook Stable
HAWK PLANT: Enters Administration Following Cash Flow Issues
HIGHER EDUCATION: Fitch Affirms CCsf Ratings on 2 Note Classes
MARKS & SPENCER: Names 17 Shops for Closure, 1,405 Jobs Affected


                            *********



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


TECHNICOLOR SA: Moody's Lowers CFR to B2, Outlook Negative
----------------------------------------------------------
Moody's Investors Service has downgraded to B2 from B1 the
corporate family rating and to B2-PD from B1-PD the probability
of default rating of French media, communication and
entertainment services provider Technicolor S.A. Concurrently
Moody's downgraded to B2 from B1 the ratings on the group's
senior secured term loans maturing 2023. The outlook on all
ratings is negative.

RATINGS RATIONALE

The downgrade to B2 was prompted by Technicolor's announcement of
weaker than expected results for the full year 2018 and lower
than expected debt repayments. As a consequence, the actual as
well as the expected credit metrics over the next two years are
significantly weaker than required for the B1 rating category.
Moody's notes that Technicolor has implemented a number of
measures to address the operational challenges, however a timely
translation of these measures into operating performance and
credit metrics improvements, while preserving its good liquidity
profile, is required to improve Technicolor's credit quality.

On December 21, 2018, Technicolor announced that it is now
expecting 2018 company-adjusted EBITDA in a range of EUR265-275
million at constant exchange rates vs. 2017. This compares to
Technicolor's previous guidance of broadly stable EBITDA compared
to 2017 (EUR291 million) at constant exchange rates. Technicolor
mentioned a difficult year-end for its DVD business as the main
reason for cutting its guidance. Also the impact of higher memory
prices had a strongly negative impact on 2018 earnings (EUR-28
million at the EBITDA level after six months) although softening
in the course of H2 when Technicolor started to pass the higher
costs on to customers. Moody's-adjusted EBITDA also includes
restructuring charges which were higher than previously expected,
mainly due to the Connected Home transformation plan announced in
July 2018. As a result, Moody's now estimates that Moody's-
adjusted EBITDA declined in 2018 from EUR262 million in 2017.
Previously Moody's projected a broadly stable EBITDA, which was
one requirement for the stabilization of the rating outlook on
the previous B1 rating.

Furthermore, the company announced that it repaid its EUR90
million European Investment Bank (EIB) loan before year-end 2018,
whereas Moody's had expected a more significant reduction of the
company's debt in the course of 2018 (from the entire USD150
million upfront proceeds from the Patent Licensing disposal,
additional available cash and free cash flows).

As a consequence of the lower EBITDA and limited debt reductions,
Technicolor's leverage was at approximately 8x Moody's-adjusted
debt/EBITDA at the end of 2018, well above Moody's previous
forecast of <6x and the requirement for a B1 rating of <5x.
Moody's now expects Technicolor to reduce its leverage to around
6x only by year-end 2019. This deleveraging will be driven by
EBITDA improvements, as memory prices cease to burden
Technicolor's profitability and cost savings from the Connected
Home transformation show effect.

More positively though, Technicolor remains committed to a
conservative financial policy, as illustrated by the decision to
refrain from dividend payments in 2018. Also for 2019, Moody's
does not expect any dividends or material acquisitions.

RATING OUTLOOK

The negative outlook reflects uncertainty around Technicolor's
ability to return to organic topline growth and solid earnings
improvements in 2019, also considering more pronounced
restructuring charges than originally expected. The negative
outlook indicates the risk of a downgrade, should leverage not
improve to 6x debt/EBITDA over the next 12-18 months and free
cash flow not move towards break-even.

WHAT COULD CHANGE THE RATING UP / DOWN

Downward pressure on the ratings would evolve, if (1) Technicolor
was unable to reduce its Moody's-adjusted debt/EBITDA towards 6x
by year-end 2019, (2) Moody's-adjusted EBITA/interest expense
remained persistently below 1.0x, or (3) free cash flow was
negative or the liquidity profile weakened.

Upward pressure on the ratings would build, if (1) leverage
reduced sustainably below 5x Moody's-adjusted debt/EBITDA, (2)
Moody's-adjusted EBITA/interest expense improved towards 2x, and
(3) free cash flow generation strengthened, translating into mid-
single-digit Moody's-adjusted FCF/debt ratios.

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


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


BANCA CARIGE: Moody's Puts Caa3 Issuer Rating Under Review
----------------------------------------------------------
Moody's Investors Service placed the Caa3 long-term issuer rating
and Caa1 long-term deposit ratings of Banca Carige S.p.A under
review, direction uncertain, and affirmed the standalone baseline
credit assessment and adjusted BCA of ca. The rating action
follows recent market events, including decisions from the
European Central Bank and the Italian government, which in
Moody's view are likely to materially influence the risks for
senior creditors. Possible scenarios include a sale to a stronger
partner, a nationalisation, or a regulatory intervention: these
could be either positive or negative for creditors depending on
how any transaction were structured.

RATINGS RATIONALE

Carige's Caa3 long-term issuer rating and Caa1 long-term deposit
ratings are driven by the bank's BCA of ca, high loss-given-
failure and moderate loss-given failure respectively under
Moody's Loss Given Failure (LGF) analysis, and two notches and
three notches respectively of uplift to reflect the benefit of
further potential external support for these creditors.

Carige's long-term ratings were placed under review uncertain
following: (1) the decision of the ECB of January 2, 2019 to
place Carige under special administration after Carige's
Extraordinary General Assembly of December 22, 2018 rejected the
capital increase envisaged under its capital conservation plan,
which also prompted the resignation of the majority of Carige's
board members; and (2) the approval from the Italian government
on January 7, 2019 of a law decree through which it granted state
guarantees on new liabilities issued by Carige and set aside EUR1
billion for a potential precautionary recapitalization of the
bank which would likely lead to the bank's nationalization. The
decision taken by the ECB is an "early intervention measure" as
defined by article 27 of the Bank Recovery and Resolution
Directive (BRRD). The ECB has stated that the measure is aimed to
allow the bank to pursue the objectives of its strategic plan,
which includes a reduction in non-performing loans, improved
capitalization, a renewed business model, and a potential sale of
the bank. These steps should be positive for senior creditors,
but inability to raise equity at the extraordinary general
meeting (EGM) of December to replace subordinated debt issued in
November places a material strain on the bank's earnings, while
the potential for a precautionary recapitalization or
nationalization as stated by the government does not exclude the
possibility of burden-sharing measures resulting in losses for
senior creditors beyond those anticipated by the current ratings.

The review with direction uncertain reflects the potential for
these diverse scenarios to affect ratings in either a positive or
negative sense.

Carige's BCA was affirmed at ca to reflect Moody's view that the
bank will likely require further external support to ensure its
viability. This is also evidenced by the Italian government's
intervention to provide guarantees on the issuance of new
liabilities to support the bank's funding. Carige now meets its
total capital requirement of 13.125% set by the ECB solvency
following the underwriting of EUR320 million of subordinated debt
on November 30, 2018, of which EUR318.2 million was underwritten
by the Voluntary Intervention Scheme (VIS) of the Italian
Interbank Deposit Protection Fund (FITD). These measures, as well
as the bank's pursuit of strategic alliances, demonstrate the
bank's need for external support.

WHAT COULD CHANGE THE RATINGS UP

An upgrade of Carige's BCA is currently unlikely and would
require stronger equity capitalization, comfortably above
regulatory requirements; a recovery in profitability; and
materially reduced asset risk.

Carige's ratings could be upgraded in the event of further
government support to the benefit of creditors, or a takeover by
a stronger bank.

WHAT COULD CHANGE THE RATINGS DOWN

Carige's ratings could be downgraded should the Italian
government's propensity to support the bank diminish and the
likelihood of burden-sharing affecting Carige's senior creditors
were to increase.

LIST OF AFFECTED RATINGS

Issuer: Banca Carige S.p.A.

Placed on Review Direction Uncertain:

Long-term Counterparty Risk Ratings, placed on Review Direction
Uncertain, currently B3

Long-term Bank Deposit Ratings, placed on Review Direction
Uncertain, currently Caa1, outlook changed to Rating under Review
from Stable

Long-term Counterparty Risk Assessment, placed on Review
Direction Uncertain, currently B2(cr)

Long-term Issuer Rating, placed on Review Direction Uncertain,
currently Caa3, outlook changed to Rating under Review from
Stable

Affirmations:

Short-term Counterparty Risk Ratings, affirmed NP

Short-term Bank Deposit Ratings, affirmed NP

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

Baseline Credit Assessment, affirmed ca

Adjusted Baseline Credit Assessment, affirmed ca

Outlook Action:

Outlook changed to Rating Under Review from Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
published in August 2018.


MONTE DEI PASCHI: Faces Concerns About Capital, Profitability
-------------------------------------------------------------
Sonia Sirletti at Bloomberg News reports that Banca Monte dei
Paschi di Siena SpA just can't seem to put its troubles behind
it.

After more than a year of digging itself out from a collapse that
ended in a state takeover, the Tuscan lender faces renewed
concerns about its capital and profitability, Bloomberg relates.

Shares of the world's oldest bank dropped in Milan trading after
the European Central Bank highlighted weaknesses in the Italian
lender's capital and profitability, Bloomberg discloses.  The ECB
told the bank that its inability to issue the second tranche of a
junior bond last year hurt its capital position, Monte Paschi, as
cited by Bloomberg, said in a statement on Jan. 11.  And Monte
Paschi faces another test of its ability to issue debt, with a
covered bond sale which, people familiar with the matter said, it
will start contacting investors about this week, Bloomberg notes.

Chief Executive Officer Marco Morelli is seeking to turn around
the rescued lender by cutting costs, selling non-performing loans
and curbing risk, Bloomberg discloses.  The ECB highlighted
weaknesses that the bank needs to address, including
profitability, which it said is "underperforming" a restructuring
plan reached with European and Italian officials, Bloomberg
relates.

The stock has lost about 69% of its value since it returned to
trading as a state-controlled company in October 2017, Bloomberg
states.  The Italian government owns about 68% of the bank,
according to Bloomberg.

"No matter how many rescue interventions, the problems of the
past keep coming back again and again," Bloomberg quotes Jacopo
Ceccatelli, chief executive officer of Marzotto SIM SpA, a
Milan-based broker-dealer, as saying.  "That is true both for
Monte Paschi in particular and generally for the Italian banking
sector."

The ECB said in its letter Monte Paschi faces significant funding
challenges, given the current turbulence in the Italian markets,
Bloomberg relays.  Regarding non-performing loans, the ECB
recommended that Monte Paschi gradually increase coverage levels
of the existing stock of non-performing loans over the next
several years, Bloomberg says.

Banca Monte dei Paschi di Siena SpA -- http://www.mps.it/-- is
an Italy-based company engaged in the banking sector.  It
provides traditional banking services, asset management and
private banking, including life insurance, pension funds and
investment trusts.  In addition, it offers investment banking,
including project finance, merchant banking and financial
advisory services.  The Company comprises more than 3,000
branches, and a structure of channels of distribution.  Banca
Monte dei Paschi di Siena Group has subsidiaries located
throughout Italy, Europe, America, Asia and North Africa.  It has
numerous subsidiaries, including Mps Sim SpA, MPS Capital
Services Banca per le Imprese SpA, MPS Banca Personale SpA, Banca
Toscana SpA, Monte Paschi Ireland Ltd. and Banca MP Belgio SpA.

In February 2017, Italy's lower house of parliament approved a
government bid to increase public debt by up to EUR20 billion
(about US$21.3 billion) to fund a rescue package for Monte dei
Paschi di Siena (MPS) and other ailing banks.  The move comes
after the European Union approved in December 2016 the Italian
government's move to rescue MPS, the country's third- largest
lender and the world's oldest bank.


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


BANK OCHRONY: Fitch Raises Long-Term IDR to BB-, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has upgraded Bank Ochrony Srodowiska's (BOS) Long-
Term Issuer Default Rating (IDR) to 'BB-' from 'B+', National
Long-Term Rating to 'BBB-(pol)' from 'BB+(pol)' and Viability
Rating (VR) to 'bb-' from 'b+'. The Outlooks on the IDR and
National Rating are Stable.

The upgrades mainly reflect BOS's strengthened capitalisation,
management and strategy, and reduced risk of further credit
losses in the bank's large exposure to wind farms.

KEY RATING DRIVERS

IDRS, NATIONAL RATINGS AND SENIOR DEBT

BOS's IDRs, National Ratings and senior debt ratings are driven
by the bank's standalone credit strength, as reflected in its VR.
The Stable Outlook reflects the broadly balanced risks related to
its credit profile.

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

BOS's SR and SRF reflect Fitch's view that there is a limited
probability of support from the Polish sovereign. The Polish bank
resolution framework constrains sovereign support for troubled
banks, as do EU state aid rules. At the same time, Fitch believes
that the state would endeavour to act pre-emptively to avoid BOS
breaching regulatory capital adequacy requirements due to the
state's indirect ownership of the bank and BOS's niche role
financing Poland's environmental protection projects.

BOS is controlled by the state-owned National Fund for
Environment Protection and Water Resource Management (the Fund).
Fitch believes that it would be difficult for the Fund to
increase capital at BOS, without triggering state aid and bail-in
considerations, if private shareholders demonstrate that they are
unwilling to support the bank. BOS raised about PLN300 million of
new capital in July 2018 and the Fund participated in this to the
extent of its shareholding. At end-3Q18, state-related entities
held about a 72% stake in BOS (the Fund held 58%).

SUBORDINATED DEBT

The National Long-Term Rating of BOS's subordinated debt is
notched down once from the bank's National Rating for loss
severity to reflect below-average recovery prospects. No notching
is applied for incremental non-performance risk because write-
down of the notes will only occur once the point of non-viability
is reached and there is no coupon flexibility before non-
viability.

VR

BOS's VR of 'bb-' reflects its weak market franchise, less stable
business model than peers, still high exposure to impaired and
risky loans and subdued, albeit improving, profitability.
Positively, the VR is supported by a reduced risk appetite,
strengthened capitalisation and a gradually improving funding
profile.

The bank is small and controls a 1% market share. Its expertise
and strategic focus lies in financing environmental protection.
However, the bank's business model has suffered from frequent
shifts in strategic objectives in the past coupled with somewhat
relaxed risk controls and underwriting standards, which
negatively impacted its results. its assessment is that
performance will improve under the current management team,
although this will be a lengthy and challenging process.

BOS's asset quality is a rating weakness. The bank's impaired
loans (Stage 3 loans under IFRS 9) had reduced to 18.4% at end-
3Q18 (end-2017: 21.3%), which is approximately three times higher
than the sector average. The coverage of impaired loans by all
loan loss allowances had risen to 42% at end-3Q18 (end-2017: 23%)
mainly due to IFRS9 implementation and reduced stock of impaired
loans.

Single name concentration and tail risk in the bank's exposure to
wind farms (89% of Fitch Core Capital, FCC) and foreign currency
(FC) mortgages (85% of FCC) weigh on its assessment of asset
quality. FC mortgages have generally performed worse than at
peers, but Fitch does not expect any rapid deterioration,
assuming no economic stress. The risk of further credit losses in
the wind farm portfolio decreased in 2018 due to sustainable
improvement in revenues and relaxed tax legislation. At end-3Q18,
45% loans in the wind farm portfolio were classified as impaired
(end-2017: 70%), but the share of non-performing loans was below
1%.

Fitch expects a gradual improvement in BOS's profitability due to
reducing funding costs, contained credit losses and better
control of overheads. BOS does not pay a special bank levy
because it is under a rehabilitation programme to be completed by
2021. The operating profit/risk-weighted assets ratio was low at
0.8% in 9M18.

Capitalisation improved following the injection of fresh capital
and lowered unreserved impaired loans as a percentage of FCC. At
end-3Q18 BOS's FCC ratio reached 14.5% (end-2017: 12%). In its
assessment of the bank's capitalisation Fitch also factors in the
reduced risk of unexpected credit losses in the wind farm
portfolio and BOS's reasonable capital buffers over regulatory
minimums.

BOS's funding and liquidity positions are generally stable and
reflects the bank's reasonable loans/deposits ratio (93% at end-
3Q18), manageable FC refinancing needs and reasonable coverage of
short-term liabilities by liquid assets. In 2018, the bank
prepaid some costly wholesale funding and plans to rely on
customer deposits in the medium term. At end-3Q18 customer
deposits accounted for 86% of total funding. Liquidity buffers
are solid and equalled about 19% of assets and about 26% of
customer deposits at end-3Q18.

RATING SENSITIVITIES

IDRS, NATIONAL RATINGS AND SENIOR DEBT

The IDRs, National Ratings and senior debt ratings are sensitive
to changes in BOS's VR.

SUPPORT RATING AND SUPPORT RATING FLOOR

Domestic resolution legislation limits the potential for
upgrading the bank's SR and revising the SRF upwards. BOS's SR
and SRF could be downgraded and revised to 'No Floor',
respectively, if its assessment is that the sovereign's
propensity to support the bank weakens.

SUBORDINATED DEBT

The National Long-Term Rating of BOS's subordinated debt is
primarily sensitive to changes in the bank's National Long-Term
Rating from which it is notched. The rating is also sensitive to
changes in its notching framework which could arise if Fitch
changes its assessment of expected loss severity.

VR

An upgrade of BOS's VR would require a broadening of its
franchise coupled with a longer record of profitable operation
under the current business model and improvements in its overall
credit risk profile. A marked and prolonged weakening in the
Polish economy (not Fitch's base scenario) that materially
affects the banks' asset quality, capitalisation and
profitability could lead to the VR being downgraded.

The rating actions are as follows:

Long-Term Foreign-Currency IDR: upgraded to 'BB-' from 'B+',
Outlook Stable

Short-Term Foreign-Currency IDR: affirmed at 'B'
National Long-Term Rating: upgraded to 'BBB-(pol)' from
'BB+(pol)', Outlook Stable

National Short-Term Rating: upgraded to 'F3(pol)' from 'B(pol)'

Viability Rating: upgraded to 'bb-' from 'b+'

Support Rating: affirmed at '4'

Support Rating Floor: affirmed at 'B'

PLN2 billion long-term senior unsecured bond programme: upgraded
to 'BBB-(pol)' from 'BB+(pol)'

PLN2 billion short-term senior unsecured bond programme: upgraded
to 'F3(pol)' from 'B(pol)'

PLN83 million subordinated debt: upgraded to 'BB+(pol)' from 'BB-
(pol)'


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


ECONOMBANK JSC: Amendments to DIA's Role in Bankruptcy Approved
---------------------------------------------------------------
On December 14, 2018, the Bank of Russia has approved amendments
to the Plan for Participation of the State Corporation Deposit
Insurance Agency (hereinafter, the Agency) in Bankruptcy
Prevention Measures for Joint-stock Commercial Bank for
Reconstruction and Development Econombank (investor is PJSC
Metkombank), which include the financial rehabilitation plan.

According to the financial model envisaged by the financial
rehabilitation plan, the bank will step up lending to legal
entities and shaping a portfolio of securities.  The plan also
stipulates a set of measures to reduce problem debts of JSC
Econombank.

As a result of bankruptcy prevention measures, the bank's
performance indicators will recover to the respective regulation
values.

The investor also plans to merge with JSC Econombank.

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


KRASNODAR REGIONAL: Amendments to DIA's Role in Bankruptcy Okayed
-----------------------------------------------------------------
The Bank of Russia has approved amendments to the plan for the
State Corporation Deposit Insurance Agency (hereinafter, the
Agency) to participate in bankruptcy prevention measures for
Public Joint-stock Company Krasnodar Regional Investment Bank
(hereinafter, the Bank), including the plan for the Bank's
financial resolution.

Together with RNCB Bank (PJSC) (hereinafter, the Investor) the
Bank has planned to increase lending to small and medium-sized
enterprises, as well as mortgage lending in the main region of
the Bank's operations.  The Bank also expects that customer funds
(primarily, household deposits) will post moderate growth.

According to the financial model stipulated in the financial
resolution plan, the value of the Bank's equity capital will have
become positive by mid-2023.

The participation plan also provides for a merger of the Bank
with the Investor in 2023.  After the reorganization, the joint
bank will comply with all Bank of Russia required ratios.

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


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


ABANCA CORP: Fitch Assigns BB(EXP) Rating to Subordinated Notes
---------------------------------------------------------------
Fitch Ratings has assigned ABANCA Corporacion Bancaria, S.A.'s
(Abanca) subordinated notes due 2028 an expected rating of
'BB(EXP)'.

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

KEY RATING DRIVERS

The subordinated notes are notched down once from Abanca's 'bb+'
Viability Rating (VR). The notching reflects the notes' greater
expected loss severity relative to senior unsecured debt. These
securities are subordinated to all senior unsecured creditors.
Fitch did not apply additional notching for incremental non-
performance risk relative to the VR given that, contractually,
any write-down would only occur once the bank reaches the point
of non-viability (e.g. an insolvency procedure, winding-up or
dissolution of the bank).

RATING SENSITIVITIES

The subordinated notes' rating is sensitive to changes in
Abanca's VR. The rating is also sensitive to a widening of
notching if the probability of non-performance on the bank's
subordinated debt relative to the probability of the group
failing, as measured by its VR, increases or if Fitch's view of
recovery prospects changes adversely.


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


FRONERI INTERNATIONAL: Moody's Assigns Ba3 CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 corporate family
rating and a Ba3-PD probability of default rating to Froneri
International Limited, one of the largest ice cream manufacturers
globally. The outlook is stable. At the same time Moody's has
withdrawn all ratings of Riviera MidCo SA including its Ba3
corporate family rating and its Ba3-PD probability of default
rating and its stable rating outlook. The senior secured rating
of Ba3 on Froneri's existing bank facility (consisting of around
equivalent EUR1.6 billion term loan and a EUR220 million
revolving credit facility) remains unchanged.

The shift of ratings from Riviera MidCo to Froneri International
Limited follows a reorganization of the broader Froneri group and
Moody's understanding that Riviera MidCo is in the process of
being liquidated and will cease to exist.

RATINGS RATIONALE

The Ba3 rating assigned to Froneri reflects the company's sound
business profile in light of its strong market position as the
second-largest ice cream provider in Europe and the third largest
globally, with a well-diversified presence in both mature and
emerging markets and a strong portfolio of brands and innovation
capabilities. The rating also reflects a degree of support from
Nestle S.A.'s (Nestle, Aa2 negative) ownership as the Swiss food
producer owns a little under 50%, of the company.

These strengths compensate for the company's business
concentration on a highly seasonal product and the fact that its
bottom line and cash generation are currently depressed by the
significant restructuring costs required for the integration of
the Joint Venture (JV), which, since October 2016, combines the
former R&R Ice Cream (R&R)'s business and the Nestle ice cream
and frozen food business (predominantly in Europe). The lower
profitability of Nestle's ice cream business than that of R&R
creates opportunities for some margin enhancement through
substantial cost savings. However, the company will still incur
significant restructuring costs in 2019 in order to achieve such
savings. Beyond 2019, however, Moody's expects a reduction in
restructuring costs and incremental cost savings to result in
significant financial leverage improvements.

The rating does not assume any further dividend distribution to
serve or repay the remaining shareholders loan sitting at Froneri
Limited. In early 2018, Froneri upsized its bank facility and up-
streamed proceeds outside of the restricted group to repay a
EUR800 million shareholder loan provided by Nestle. Despite the
repayment of the EUR800 million shareholder loan, there is
another shareholders loan, outside of the restricted group, of
around EUR1.1 billion provided by PAI and Nestle in equal
measure, and maturing in 2026. To monitor Froneri International
Limited's financial performance Moody's relies on the audited
accounts filed by Froneri Limited, parent company of Froneri
International Limited, for which Moody's understands accounts are
similar save for the remaining shareholder's loan that is at
Froneri Limited level and outside of the restricted group.

STABLE OUTLOOK

The stable outlook reflects Moody's expectation of a gradual
deleveraging through EBITDA growth, lower restructuring costs and
cost savings and synergies. The stable outlook also assumes no
further dividend payments, no significant debt financed
acquisitions and no reduction in Nestle's stake in the JV.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive rating pressure could develop if the company (1)
successfully achieves its cost savings programme while pursuing a
financial policy that balances the interests of its shareholders
and those of its creditors; (2) significantly reduces its
restructuring costs and its EBIT margin increases to double
digits in percentage terms; and (3) reduces its Moody's-adjusted
debt/EBITDA towards 3.5x. Conversely, downward rating pressure
could develop if (1) the company's Moody's-adjusted leverage
increases significantly above 4.5x on a sustained basis; (2) its
free cash flow remains negative beyond 2018; or (3) its liquidity
deteriorates.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Packaged Goods published in January 2017.


HAWK PLANT: Enters Administration Following Cash Flow Issues
------------------------------------------------------------
Business Sale reports that Hawk Plant (UK) has gone into
administration.

Sam Woodward -- swoodward@uk.ey.com -- Alex Williams and
Hunter Kelly -- hkelly@uk.ey.com -- of Ernst & Young have been
appointed as administrators of the business and its subsidiaries
Hawk Plant Hire, Hawk Hire, Safety and Training, Hawk Plant, and
Hawk Plant Sales, Business Sale relates.

With over 40 years of operation, the turnover of Hawk Plant (UK)
was GBP93.5 million in the financial year of 2017, Business Sale
discloses.  However, the cashflow of the group has been
significantly impacted by delays in the commencement of
anticipated projects and a number of historically problematic
contracts, Business Sale states.

According to Business Sale, joint administrator, Mr. Woodward
said: ". . . the group's funding structure, with significant hire
purchase and finance lease commitments put pressure on the
cashflow at a time that asset utilization was comparatively low.

"We will now begin the process of seeking to find a suitable
buyer for Hawk, to ensure the best possible outcome for all of
the group's stakeholders.

"In the meantime, we will seek to minimize the impact on the
customer base by keeping assets on hire and maintaining service
levels."


HIGHER EDUCATION: Fitch Affirms CCsf Ratings on 2 Note Classes
--------------------------------------------------------------
Fitch Ratings has affirmed The Higher Education Securitised
Investment No.1 Plc (Thesis) notes as follows:

Class A3 notes: affirmed at 'CCsf'; Recovery Estimate (RE) 60%

Class A4 notes: affirmed at 'CCsf'; Recovery Estimate (RE) 60%

Thesis is a securitisation of income contingent floating-rate
student loan receivables, originated in the UK by the government-
owned Student Loan Company Limited. The transaction originally
closed in 1998 and final legal maturity of the notes is in April
2028.

KEY RATING DRIVERS

Weak Asset Performance, Increasing PDL

Defaulted loans (24+ months in arrears) have increased by GBP3
million over the last year and the principal deficiency ledger
(PDL) rose to GBP66.9 million, further reducing available credit
enhancement for the rated notes. The portfolio largely comprises
deferred loans that are not in arrears (81.3%), while loans
deferred with arrears count for 3.8% of the pool. The latter are
not eligible for government cancellation.

Cancellation payments are expected to increase in the coming
years, but Fitch sees default as probable as a substantial
portion of principal funds is expected to be used to repay the
unrated accrual facility note.

Negative Excess Spread Probable

In Fitch's view the transaction is in negative excess spread,
indicating that some principal collections are used to pay senior
fees and interests accrued on the accrual facility and on
remaining notes. According to Fitch's calculations, excess spread
was minus 0.9% per year as of November 2018.

Revised Performance Assumptions

Fitch uses its proprietary Granular Asset Loss Analyser model to
support its analysis of mortgage-style UK student loans such as
those of Thesis. Fitch has derived a remaining life default
expectation of 16.1% (increased from 13.4% at the last rating
action) and has confirmed its recovery assumption at 20%. The
agency has stressed the delinquent balance and incorporated tail-
end risk. The default multiple and the recovery haircut applied
are 4x and 40% respectively, both at 'AAAsf' level. In addition,
the portfolio of loans in deferment status is assumed to exit
deferment (reinstate) at an annual rate of 5.5%, up from 3.5%.
The reinstatement assumption is reduced linearly year on year.

RATING SENSITIVITIES

A change in the default or recovery rates is unlikely to impact
the ratings given the high probability of default.

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 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.


MARKS & SPENCER: Names 17 Shops for Closure, 1,405 Jobs Affected
----------------------------------------------------------------
The Telegraph reports that Marks & Spencer has named the next 17
shops set to close in a move that puts 1,045 more jobs at risk as
part of its ongoing turnaround plan.

The former high street stalwart announced last year its plans to
shut more than 100 shops as it grapples with the rapid rise of
online shopping and spiralling property costs, The Telegraph
relates.

According to The Telegraph, M&S has proposed closures in Ashford,
Barrow, Bedford, Boston, Buxton, Cwmbran, Deal, Felixstowe,
Huddersfield, Hull, Junction One Antrim Outlet, Luton Arndale,
Newark, Northwich, Rotherham, Sutton Coldfield and Weston Super
Mare.



                            *********

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 2019.  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 * * *