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

                          E U R O P E

          Wednesday, May 22, 2019, Vol. 20, No. 102

                           Headlines



G E R M A N Y

L1E FINANCE: Moody's Withdraws Ba3 CFR


I R E L A N D

AVOCA CLO XX: Fitch Gives 'B-sf' Class F Notes, Outlook Stable
KBC BANK: Parent Recoups Almost Third of EUR1.4 Billion Bailout
SCORPIO DAC 34: S&P Assigns Prelim BB- Rating on $24MM E Notes


I T A L Y

LEONARDO SPA: Moody's Affirms Ba1 CFR, Outlook Stable


L U X E M B O U R G

EVERGREEN SKILLS: S&P Lowers ICR to 'CCC-' on Weakening Liquidity


N E T H E R L A N D S

DOMI BV 2019-1: S&P Assigns Prelim CCC Rating on Class X Notes
GLOBAL UNIVERSITY: Fitch Affirms B IDR, Puts Debt on Watch Neg.


R U S S I A

MOBILE TELESYSTEMS: Fitch Alters Outlook on BB+ LT IDR to Stable
SISTEMA PUBLIC: Fitch Alters Outlook on 'BB-' LT IDR to Stable


S P A I N

DIA GROUP: Reaches Financing Agreement, Averts Insolvency


S W I T Z E R L A N D

SAIRGROUP AG: May 23 Deadline Set for Claims Schedule Inspection


U N I T E D   K I N G D O M

BRITISH STEEL: On Brink of Administration, Seeks Gov't Funding
JAMIE OLIVER: Chains Enter Administration, 1,000 Jobs Affected
MCLAREN HOLDINGS: Moody's Alters Outlook on B2 CFR to Negative
P&M AVIATION: Cash Flow Difficulties Prompt Administration
PEAK JERSEY: S&P Assigns Preliminary 'B-' ICR, Outlook Stable

THPA FINANCE: Fitch Affirms B Rating on GBP30MM Class C Notes


X X X X X X X X

TASHKENT OBLAST: S&P Assigns 'BB-' LT ICR, Outlook Stable

                           - - - - -


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G E R M A N Y
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L1E FINANCE: Moody's Withdraws Ba3 CFR
--------------------------------------
Moody's Investors Service has withdrawn all the ratings of L1E
Finance GmbH & Co KG, including the company's corporate family
rating of Ba3, the probability of default rating of Ba3-PD, as well
as the company's instrument ratings of Ba3 on the senior unsecured
notes issued by the group's financing subsidiary DEA Finance SA.
Moody's will also withdraw the stable outlook.

RATINGS RATIONALE

Moody's has withdrawn Dea's ratings because there is no debt
outstanding anymore. Effective May 1, 2019, DEA was merged with
BASF (SE) (A1 stable) subsidiary Wintershall Holding GmbH (not
rated). In the context of the transaction, Dea's debt instruments
were repaid.




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I R E L A N D
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AVOCA CLO XX: Fitch Gives 'B-sf' Class F Notes, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has assigned Avoca CLO XX Designated Activity Company
final ratings as follows:

Class X: 'AAAsf'; Outlook Stable

Class A-1: 'AAAsf'; Outlook Stable

Class A-2: 'AAAsf'; Outlook Stable

Class B-1: 'AAsf'; Outlook Stable

Class B-2: 'AAsf'; Outlook Stable

Class C-1: 'Asf'; Outlook Stable

Class C-2: 'Asf'; Outlook Stable

Class D-1: 'BBBsf'; Outlook Stable

Class D-2: 'BBBsf'; Outlook Stable

Class E: 'BBsf'; Outlook Stable

Class F: 'B-sf'; Outlook Stable

Subordinated notes: 'NRsf'

The transaction is a cash flow collateralised loan obligation
(CLO). Net proceeds from the issuance of the notes are being used
to purchase a portfolio of mostly senior secured leveraged loans
and bonds with a target par of EUR450 million. The portfolio is
managed by KKR Credit Advisors (Ireland) Unlimited Company (KKR).
The CLO has a 4.5-year reinvestment period and an 8.5-year weighted
average life (WAL).

KEY RATING DRIVERS

'B+'/'B' Portfolio Credit Quality

Fitch expects the average credit quality of obligors to be in the
'B+'/'B' category. The Fitch weighted average rating factor (WARF)
of the identified portfolio is 31.39.

High Recovery Expectations

At least 96% of the portfolio comprises senior secured obligations.
Recovery prospects for these assets are typically more favourable
than for second-lien, unsecured and mezzanine assets. The Fitch
weighted average recovery rating (WARR) of the identified portfolio
is 65.91%.

Diversified Asset Portfolio

The covenanted maximum exposure to the top 10 obligors for
assigning the final ratings is 20% of the portfolio balance. The
transaction also includes various concentration limits, including
the maximum exposure to the three largest (Fitch-defined)
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

Adverse Selection and Portfolio Management

The transaction features a 4.5-year reinvestment period and
includes reinvestment criteria similar to other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash Flow Analysis

Up to 5% of the portfolio can be invested in fixed-rate assets,
while fixed-rate liabilities represent 3.33% of the target par.
Fitch modelled both 0% and 5% fixed-rate buckets and found that the
rated notes can withstand the interest rate mismatch associated
with each scenario.

Different Waterfall Structure

The transaction has a slightly different waterfall structure than
the market standard. In the interest waterfall, the deferred
interest is being paid after the coverage tests. Fitch has tested
the impact of this feature on the notes and found it to be
negligible.

RATING SENSITIVITIES

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

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

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 groups within Fitch and/or other rating
agencies to assess the asset portfolio information.

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


KBC BANK: Parent Recoups Almost Third of EUR1.4 Billion Bailout
---------------------------------------------------------------
Joe Brennan at The Irish Times reports that Belgian financial
services giant KBC Group has recouped nearly a third of the EUR1.4
billion it injected into its Irish unit during the financial crisis
to rescue the business as it grappled with mounting bad loan
losses.

According to The Irish Times, a spokeswoman for the unit said KBC
Bank Ireland, which returned to profit in 2015, paid EUR183 million
back by way of a dividend to its Brussels-based parent last year.
That is in addition to an initial EUR227 million handed over in
2017 -- bringing the total to EUR410 million, or 29.3% of its total
rescue bill following the crash, The Irish Times states.

"No dividend as of yet has been decided for 2019," The Irish Times
quotes the spokeswoman as saying.

First-quarter results published by KBC Group last week showed that
the Irish unit contributed EUR14 million of net income to the group
for the period, down from EUR57 million a year earlier, as it freed
up less money tied up against bad loans than the same period last
year, The Irish Times discloses.

Long-standing KBC executive Peter Roebben took over as chief
executive of KBC Bank Ireland in March, The Irish Times recounts.


SCORPIO DAC 34: S&P Assigns Prelim BB- Rating on $24MM E Notes
--------------------------------------------------------------
S&P Global Ratings has assigned its preliminary ratings to Scorpio
(European Loan Conduit No. 34) DAC's class RFN, A1, A2, B, C, D,
and E notes. At closing, Scorpio (European Loan Conduit No. 34)
will also issue unrated class X notes.

The transaction is backed by one senior loan, which Morgan Stanley
Principal Funding Inc. (Morgan Stanley) originated in May 2019 to
facilitate the acquisition of the light industrial portfolio by The
Blackstone Group L.P.

The senior loan backing this true sale transaction equals GBP286.4
million and is secured by 112 light industrial properties in the
U.K.

The securitized loan balance will be 82.5% of the senior loan
(GBP286.4 million) with Morgan Stanley holding a GBP50.0 million
interest that will rank pari passu with the securitized loan. The
issuer will create a GBP12.4 million (representing 5% of the
securitized senior loan) vertical risk retention loan interest (VRR
loan) in favor of Morgan Stanley to satisfy EU and U.S. risk
retention requirements.

The portfolio is essentially concentrated in light industrial
properties spread out across England, Scotland, and Wales. The
appraisers have valued the portfolio at GBP428.6 million, and the
current loan-to-value (LTV) ratio is 66.8%. The two-year loan (with
three one-year extension options) does not provide for amortization
or default covenants prior to a permitted change in control.
Instead, there are cash trap mechanisms set at a 75.00% LTV ratio,
or a minimum debt yield set at 9.24%.

S&P's preliminary ratings address Scorpio (European Loan Conduit
No. 34) DAC's ability to meet timely interest payments and
principal repayment no later than the legal final maturity in May
2029. S&P's preliminary ratings on the notes reflect its assessment
of the underlying loan's credit, cash flow, and legal
characteristics, and an analysis of the transaction's counterparty
and operational risks.

  RATINGS LIST

  Preliminary Ratings Assigned
  Scorpio (European Loan Conduit No. 34) DAC

  Class         Prelim.         Prelim.
                rating           amount
                             (mil. GBP)
  RFN           AAA (sf)          10.4
  A1            AAA (sf)         112.3
  A2            AA+ (sf)          14.5
  B             AA- (sf)          14.5
  C             A (sf)            23.5
  D             BBB- (sf)         35.3
  E             BB- (sf)          24.5
  X             NR                 0.1

  NR--Not rated.




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I T A L Y
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LEONARDO SPA: Moody's Affirms Ba1 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service has upgraded Leonardo S.p.A.'s Baseline
Credit Assessment to ba1 from ba2 and affirmed the Ba1 Corporate
Family Rating. The outlook is stable.

RATINGS RATIONALE

"The upgrade of Leonardo's Baseline Credit Assessment to ba1 from
ba2 - the company's standalone credit risk -- and affirmation of
Leonardo's Ba1 Corporate Family Rating follows the gradual recovery
of Leonardo's operational performance since 2013, which has driven
stronger, and more sustainable credit metrics. Following the
company's recent confirmation of its higher 2019 earnings guidance
we expect these credit metrics will continue to improve over the
next 12-18 months. We also expect stronger credit metrics will
remain supported by the company's conservative financial policies
and commitment to regain its investment grade rating." said Jeanine
Arnold a Moody's Senior Vice President and lead analyst for
Leonardo.

Moody's affirmation of Leonardo's Ba1 CFR follows an upgrade of the
company's BCA to ba1 from ba2 on the back of stronger, more
sustainable credit metrics. As at December 31, 2018 (2018)
Leonardo's gross adjusted leverage excluding cash dividends
received from joint ventures was 4.5x and around 3.9x including
cash dividends received from joint ventures. Following confirmation
of the company's 2019 guidance and its expectations that Leonardo
has now rectified various operational issues within its Helicopter
business, Moody's expects some modest deleveraging in 2019 but then
for leverage to improve more strongly in 2020 by just under a full
turn compared with 2018. It also expects operating profit margins
will improve more sustainably towards the high-single digit range.
In 2018 Leonardo's operating profit margin was 6.0% (2017: 5.3%).

Moody's expectations of moderate extraordinary support from the
Government of Italy (Baa3 stable) are unchanged, but a full notch
for state support is no longer considered appropriate given the
narrowing of the gap to one notch between the Italian Government's
Baa3 rating and Leonardo's ba1 BCA. Moody's still factors in an
element of state support, but further upward pressure on Leonardo's
CFR would most likely be driven by a further strengthening in
Leonardo's standalone performance and BCA rating. In particular,
Moody's would expect Moody's gross adjusted leverage excluding cash
dividends to be less than 4.0x on a sustainable basis and for gross
leverage including cash dividends to be below 3.5x on a sustainable
basis. It is possible therefore, that positive rating pressure
could develop over the next few quarters should the company's
performance be in line with Moody's expectations.

Moody's expects that Leonardo's operational and financial
performance will continue to improve on the back of: strengthening
aerospace and defense market fundamentals, although Moody's expect
Italy's own defence spending will be under some pressure;
Leonardo's strong order backlog, which is now equivalent to almost
three years of revenues; its strong market positions; exposure to
high growth markets; and its continued commitment to reduce debt
levels and leverage.

However, Moody's is mindful that despite improvements in the
company's operating performance and cash flow, market conditions
remain challenging and Leonardo's margins may face pressure from
competition, persistently low defense budgets and changes in
government contracting practices. Operational challenges remain in
some sub-segments of Leonardo's divisions, including the company's
Aerostructures business.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Leonardo's solid positioning within the
Ba1 rating due to its stronger operating performance and improving
cash flow generation as well as some uplift for government support,
albeit less than a full notch. Moody's expects key credit metrics
will strengthen further over the next 12-18 months and that the
company will maintain a disciplined conservative financial policy
in addition to a solid liquidity profile.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's could upgrade Leonardo if its gross leverage excluding cash
dividends is expected to be less than 4.0x on a sustainable basis
and if gross leverage including cash dividends is below 3.5x on a
sustainable basis. Moody's would also expect operating profit
margins to be more comfortably in the high-single-digit percent
range, for FCF to be positive post dividend payments and for the
company to maintain a strong liquidity profile.

Moody's would consider a negative rating action if Leonardo pursues
financial policies that do not prioritize debt reduction when
leverage is above 4.5x; the company's operating margins trend back
towards the mid-single-digit percent range; there is a sustained
decline in orders and ensuing pressure on the company's revenue
profile and liquidity provisions weaken

The methodologies used in these ratings were Aerospace and Defense
Industry published in March 2018, and Government-Related Issuers
published in June 2018.

LIST OF AFFECTED RATINGS

Issuer: Leonardo S.p.A.

Affirmations:

LT Corporate Family Rating, Affirmed Ba1

Probability of Default Rating, Affirmed Ba1-PD

Senior Unsecured Medium-Term Note Program,Affirmed (P)Ba1

Senior Unsecured Regular Bond/Debenture, Affirmed Ba1

Outlook Actions:

Outlook, Remains Stable

Issuer: Leonardo US Holding Inc.

Affirmations:

BACKED Senior Unsecured Regular Bond/Debenture, Affirmed Ba1

Outlook Actions:

Outlook, Remains Stable




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

EVERGREEN SKILLS: S&P Lowers ICR to 'CCC-' on Weakening Liquidity
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on
Luxembourg-based e-learning/training content and human capital
management software provider Evergreen Skills Lux S.ar.l. (doing
business as Skillsoft and SumTotal) and the issue-level ratings on
the first lien debt to 'CCC-' from 'CCC+'. S&P also lowered the
issue-level ratings on the second lien term loan to 'C' from
'CCC-'.

S&P said, "The downgrade reflects our view that Evergreen Skills
could pursue a restructuring or distressed debt exchange given its
weak operational performance, significant liquidity constraints,
and diminished cash sources over the next 12 months. We believe
with the challenges that the company faces, it might not meet its
financial obligations in the near term and its liquidity is limited
to cash on hand of about $15 million at Jan. 31, 2019. While the
company has access to its $80 million revolver expiring October
2020, we expect it will experience substantial cash shortfalls. As
a result, we believe there is a high likelihood that the company
could pursue a restructuring or debt exchange to alleviate its high
interest expense burden and unsustainable capital structure that we
would view as tantamount to default.

"The negative outlook reflects our view that Evergreen Skills'
revenue declines and operating challenges will continue and a
significant improvement in operational performance is unlikely over
the next 12 months. We expect the company's diminished liquidity
sources and inadequate interest expense coverage during the same
period make a near-term distressed debt restructuring more likely.

"We could lower the rating if we expect a default or distressed
debt exchange to be a virtual certainty.

"Although unlikely over the next 12 months, we could raise the
rating if the business operations significantly improve, allowing
the company to adequately service its debt and improve its
liquidity position."




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

DOMI BV 2019-1: S&P Assigns Prelim CCC Rating on Class X Notes
--------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Domi
2019-1 B.V.'s mortgage-backed floating-rate class A, B-Dfrd,
C-Dfrd, D-Dfrd, E-Dfrd notes, and X notes (which is not
collateralized). At closing, Domi 2019-1 will also issue unrated
class F-Dfrd and Z notes.

S&P's preliminary ratings reflect timely receipt of interest and
ultimate repayment of principal for the class A notes. The
preliminary ratings assigned to the class B-Dfrd to E-Dfrd, and X
notes are interest-deferred ratings and address the ultimate
payment of interest and principal.

All of the loans in the pool have been originated by Domivest B.V.,
which is also the seller and master servicer in the transaction.
This is the first residential-mortgage-backed securities (RMBS)
transaction originated by this specialist BTL lender that S&P
rates.

The preliminary collateral pool of EUR266,537,556 has a
weighted-average original loan-to-value (LTV) ratio of 69.2%. Of
the loans, 87.2% combine an interest-only loan part with a linear
amortization component to ensure that the loan's current LTV ratio
is not more than 60% after 10 years. Almost half of the loans are
remortgages, and the underwriting criteria exclude borrowers who
have had a negative credit record (a "Bureau Krediet Registratie";
BKR) within the last three years.

S&P said, "Our preliminary ratings reflect our assessment of the
collateral pool's credit profile, cash flow mechanics, and the
results of our cash flow analysis to assess whether the notes would
be repaid under stress test scenarios. The transaction's structure
relies on a combination of subordination, excess spread, principal
receipts, and a reserve fund. We consider the rated notes'
available credit enhancement to be commensurate with the
preliminary ratings that we have assigned.

"The class X notes are not supported by any subordination or the
general reserve fund, relying entirely on excess spread. In our
analysis, the class X notes are unable to withstand the stresses
that we apply at our 'B' rating level. Consequently, we consider
that there is a one-in-two chance of a default on the class X notes
and that these notes are reliant upon favorable business conditions
to redeem. We have therefore assigned our preliminary 'CCC (sf)'
rating to this class of notes."

Interest on the rated notes is floating, while all the assets pay a
fixed rate of interest, which resets periodically, as is typical in
the Dutch mortgage market. There will be a swap in place to cover
the interest rate mismatch between the assets and the liabilities.

  PRELIMINARY RATINGS ASSIGNED

  Domi 2019-1 B.V.

  Class          Rating             Tranche
                             percentage (%)
  A              AAA (sf)              85.5
  B-Dfrd         AA+ (sf)               5.5
  C-Dfrd         AA- (sf)               3.5
  D–Dfrd         A- (sf)                2.0
  E-Dfrd         B+ (sf)                2.0
  F-Dfrd         NR                     1.5
  X              CCC (sf)               4.5
  Z              NR                     N/A

  NR--Not rated.
  N/A--Not applicable.


GLOBAL UNIVERSITY: Fitch Affirms B IDR, Puts Debt on Watch Neg.
---------------------------------------------------------------
Fitch Ratings has affirmed Global University Systems Holding B.V.'s
Long-Term Issuer Default Rating at 'B' with Stable Outlook. GUSH's
senior secured rating of 'BB-'/'RR2' (72%) has been placed on
Rating Watch Negative. The RWN also applies to Markermeer Finance
B.V.'s existing multi-tranche GBP-equivalent 588 million senior
secured term loan B) and GBP90 million revolving credit facility,
both guaranteed by GUSH, rated at 'BB-'/'RR2'/72%.

GUSH has announced the acquisition of two higher education
providers in India: Pearl Academy and University of Petroleum and
Energy Studies and Creative Arts Education Society. Fitch has also
reviewed GUSH's results for the financial year- ending November
2018 (FY18). The effect of the acquisitions and funding is expected
to reduce the recovery estimate on the senior secured debt to 67% -
consistent with 'RR3'. Thus Fitch expects to resolve the RWN and
downgrade the senior secured rating to 'B+'/'RR3'/67% upon the
completion of debt financing, planned for end-May 2019.

KEY RATING DRIVERS

Acquisitive Entity: The debt-funded acquisition of UPES and CEAS in
India, together with the prospective Caribbean R3 (medical)
acquisition, are consistent with GUSH's history of buying private
higher-education entities to complement group activities including
its central recruitment and retention division. Other existing
group entities include the University of Law, online specialist
Arden University, London School of Business & Finance and St
Patrick's International College.

High FFO-based Leverage: Fitch expects GUSH to maintain funds from
operations (FFO)-adjusted net leverage around 4x (similar levels on
an EBITDA basis), with post-acquisition spikes, and a FFO-based
fixed-charge cover ratio greater than 3x (FY18: 2.3x). Fitch
expects FY19's FFO-adjusted gross leverage to increase above
Fitch's negative rating sensitivity of 6x but this ratio only
includes part-year EBITDA contributions from recent acquisitions.
Fitch projects th is metric to return to 6x in FY20 on a gross (4x
net of cash) basis in line with the rating (FY18: 5.7x and 3.8x,
respectively).

Recurring Diverse Income Stream: GUSH benefits from a varied income
stream stemming from its offering of geographically diverse,
single- or multi-year courses covering different subjects that also
span vocational and professional tuition. The group quotes high
student retention rates and successful employment rates. Revenue
visibility enhances management of the group's cost base. GUSH
continues to grow organic revenue using course material across
group entities, from growth of online education (through Arden),
and by targeting part-time as well as full-time offers.

Improving Cash Generation: Acquisitions may cause an increase in
leverage but GUSH has healthy prospective free cash flow, which
provides it with a capacity to deleverage within 18 to 24 months of
a given size of acquisition.

Compared with its historical profile, GUSH has become more
cash-generative as (i) expensive debt was refinanced in January
2018; and (ii) the recruitment and retention division's
front-loaded multi-year revenue flows through to funds from
operations for the group in later years . In FY16 and FY17, this
did not happen as this division's revenue included cash flows due
to be received in year two and three, whereas the cost base was
expensed as incurred. However, the difference between recognised
EBITDA and received cash narrowed in FY18 as those year-two and
-three receipts were collected and improved the group's FFO (FY18:
GBP76 million).

Private Education Offer and Demand: GUSH's cash flow stability and
debt service capabilities are further supported by the non-cyclical
nature of higher education enrolment. There is growing inherent
demand for higher education both from within the UK and
particularly from emerging countries (Africa, Asia), coupled with
an attraction to study UK qualifications in London, online, or at
group entities overseas. The Indian and Caribbean/US acquisitions
further diversify GUSH's geographical presence.

Limited Impact from Brexit: Demand for GUSH's courses span local
and international students including emerging market countries
across Africa and Asia. With regard to Brexit, Fitch believes that
the UK government may raise the bar for overseas visa applications.
However GUSH states that only 5% of its 2018 students were EU
students at UK institutions. Similar political noise concerning
oversea student visa applications in the US could affect the
group's volumes, although management reports little direct effect
at this stage.

DERIVATION SUMMARY

Compared with Fitch's credit opinions on private education
providers at the lower end of the 'B' rating category, GUSH
benefits from a more diversified income by geography and by type of
higher education (business, vocational/professional, under- and
post-graduate) as well as format (traditional campus or online
learning). Its ULaw and LSBF institutions have a higher profile
than some peers' portfolios. GUSH is able to plug its acquired
entities into the group's high-margin centralised recruitment and
retention platform, particularly since student recruitment and
marketing costs are a significant cost burden for smaller education
groups.

GUSH's normalised metrics including FFO-adjusted gross leverage of
6x are better than lower-rated peers'. GUSH's EBITDA margins are
higher, enhanced by the recruitment and retention division's
activities. Similar to private education peers, GUSH's FCF
generation capacity is strong although Fitch expects excess FCF to
be used to fund the group's acquisition appetite.

KEY ASSUMPTIONS

  - Management to achieve strong revenue growth over the next four
years given the significant FY19 acquisitions (UPES, CAES and R3)
and appetite for future acquisitions. Fitch assumes GBP50 million
of capital outlay per year during FY20 to FY22.

  - Organic revenue growth to remain strong at around 6% to 8% per
year. This includes price increases, incremental revenue as courses
are developed for online, existing materials used across different
group entities, and capacity optimised.

  - Fitch's rating case keeps operating costs stable as a
percentage of revenue (without including the benefits of further
synergies), leading to the EBITDA margin remaining at around 32%.

  - A 20% tax rate.

  - Capital expenditure of around GBP30 million in FY19, increasing
to GBP55 million in FY22. FCF to be used in FY20 and FY21 to
acquire entities using GBP50 million cash in each year at a
Fitch-assumed acquisition EBITDA multiple of 8x, and an EBITDA
margin of 20% resulting in incremental revenue of around
GBP31million.

KEY RECOVERY ASSUMPTIONS

Existing RR2 Recovery Estimate: Fitch believes GUSH is likely to be
sold or restructured as a going concern rather than be liquidated
in a distressed scenario given that the value of the business lies
in the strength of its institutions and recruiting operating
platform. Fitch-estimated going concern value amounts to GBP545
million.

Based on the August 2018 LTM plus pro forma EBITDA for the R3
Education acquisition, group EBITDA is GBP113.6 million. Fitch
maintains an EBITDA discount of 20%, which translates into a
post-restructuring EBITDA of GBP90.9 million, a level at which the
group would be generating neutral-to-marginally positive FCF. This
discount is in line with peers', weighing up the stability of
GUSH's core European business schools, the risk profile of the
recruitment & retention division, and the visibility of revenue
(multi-year courses and new student enrolment numbers) a year
ahead. A multiple of 6x is in line with peers' and reflects the
business's portfolio diversification, healthy FCF potential and
strong brands.

Fitch's recovery estimates are 72% for the senior secured ratings
of the RCF and TLB, which rank pari passu with each other and
include an assumed fully-drawn GBP90 million RCF.

The effect of the announced acquisitions, and their funding , is
expected to reduce the recovery estimate on the senior secured debt
to 67% - consistent with 'RR3'. Thus Fitch expects to resolve the
RWN and downgrade the senior secured rating to 'B+'/'RR3'/67% upon
the completion of debt financing, planned for end-May 2019.

RATING SENSITIVITIES

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

  - Maintaining 30% EBITDA (comparable to 20% FFO) margin with
positive cash flow contribution from recruitment and retention,
stemming from successful integration of lower profit-margin
acquisitions into the group (FY18 Actual: 34%)

  - FFO adjusted gross leverage below 4.5x (FFO net leverage below
3.5x) on a sustained basis (FY18: 5.7x)

  - FFO fixed-charge cover above 2.5x on a sustained basis (FY18:
2.3x)

  - Sustained positive FCF after acquisitions (FY18: negative)

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

  - Evidence of more aggressive debt-funded acquisition activity
that leads to a FFO adjusted gross leverage above 6.0x (FFO net
leverage between 5.0x-5.5x) on a sustained basis

  - FFO fixed-charge cover below 2.0x on a sustained basis

  - EBITDA margin below 20% (and/or FFO margin below 10%)

  - FCF margin falling to low single-digits

LIQUIDITY AND DEBT STRUCTURE

Solid FYE18 Liquidity Position: GUSH's FYE18 liquidity included
available cash of GBP175 million and an undrawn RCF of GBP90
million. Although November year-end cash includes some students'
deposits for courses, cash levels have been higher during the year.
Given management's track history of debt-funded acquisitions, Fitch
expects this liquidity to be used in part for acquisitions in the
future. The existing TLB has a maturity date of December 2024.




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

MOBILE TELESYSTEMS: Fitch Alters Outlook on BB+ LT IDR to Stable
----------------------------------------------------------------
Fitch Ratings has revised the Outlook on PJSC Mobile Telesystems'
Long-Term Issuer Default Rating to Stable from Negative and
affirmed the IDR at 'BB+' . The rating actions reflect those on
MTS's controlling shareholder, Sistema Public Joint Stock Financial
Corporation (Sistema, BB-/Stable).

The revision of the Outlook on Sistema's IDR reflects the decrease
in its leverage and easing of liquidity pressures. In line with
Fitch's Parent and Subsidiary Rating Linkage criteria MTS's ratings
are notched down to 'BB+' to reflect the potential negative
influence of its controlling shareholder.

MTS is a leading Russian and CIS mobile operator with moderate
leverage and sustainable positive pre-dividend free cash flow
generation. It is the largest operator in Russia and the
second-largest in Ukraine by subscribers and revenues.

KEY RATING DRIVERS

Strong Market Position: MTS's credit profile is underpinned by its
leading position in Russia and consistently robust operating
performance. Russian mobile revenue continued to rise at 3% yoy in
2018 on the back of improved market conditions and data consumption
growth. MTS's EBITDA margin (adjusted for the effect of IFRS 16)
remained stable at about 40% and is the strongest among its
competitors. Fitch expects further growth in the low-single-digit
territory in 2019-2021 supported by rational price competition and
increasing demand for data and supplementary services.

Consolidation of MTS Bank: MTS has increased its ownership in MTS
Bank (MTSB; BB-/Negative/b+) from 27% to 55% in 2018 and to 95% in
2019, gaining control of the bank. MTS consolidated the bank in its
financial reporting from 2018. The acquisition is deemed to result
in better cooperation in the FinTech segment and is in line with
MTS's strategy for services diversification.

Fitch focuses its analysis on the telecoms segment only and
deconsolidates MTSB. In line with Fitch's criteria, its credit
metrics for MTS also factor in the amount of potential support that
might be required in case of MTSB going into distress. For this
purpose, Fitch assumes RUB5 billion per year of equity injections
by MTS into MTSB starting in 2019.

Robust Pre-Dividend FCF: Fitch's rating case envisages pre-dividend
free cash flow remaining strong. Fitch expects the pre-dividend FCF
margin to be 12%-13% in 2019-2021. This should be supported by
solid EBITDA generation and stable capex. EBITDA margins are
expected to slightly decline due to regulatory and inflationary
pressures as well as changing revenue mix.

Moderate Capex: Capex is likely to remain moderate at about 19% in
the next three years. MTS has lowered its estimate of the capex
required to comply with anti-terror regulation (Yarovaya law) to
RUB50 billion from RUB60 billion over five years from mid-2018.
There is still no clarity about the timing of 5G spectrum
allocation. Fitch does not anticipate a spike in the company's
capex related to 5G roll-out.

Increasing Leverage, Headroom Remains: Fitch estimates FFO lease
adjusted net leverage to increase to 2.4x in 2019 from 2.0x in 2018
and then to 2.5x in 2020-2021. This would still leave adequate
headroom below the downgrade threshold of 3.0x. The most
significant impact on leverage upturn (about 0.3x) is from the
payment of a settlement to the US Department of Justice and the US
Securities and Exchange Commission. Its expectation of increasing
leverage also includes cash outflows associated with the MTSB
acquisition, potential support to MTSB, share repurchases and
dividend payments. Fitch assumes in its forecasts that share
buy-backs will continue, although the company has not said whether
it will renew its current share repurchase programme.

Sistema Affects Rating: On a standalone basis without Sistema as a
controlling shareholder , MTS's rating would be 'BBB-'. However,
its rating is limited to 'BB+', two notches above Sistema's rating,
reflecting the influence of Sistema on the company's operating and
strategic decisions. This was recently evidenced by a number of
related parties' transactions in 2018 (acquisition of MTSB and
Dekart, sale of stake in Ozon). Under Fitch's methodology, it
assesses there are weak parent-subsidiary linkages between MTS, the
stronger subsidiary, and Sistema the weaker parent, taking into
account strategic, legal and operational ties. According to its
criteria, a stronger subsidiary can only be rated a maximum of two
notches above its weaker parent's consolidated group profile.

DERIVATION SUMMARY

MTS holds the leading position in mobile segment in Russia both by
revenue and subscriber, from which it derives more than 65% of its
revenue. The company's ratings are underpinned by stable market
positions, moderate leverage, sound operating performance and
strong pre-dividend FCF generation. MTS's credit profile is
consistent with the profile of its western European peers operating
in single markets, such as Telefonica Deutschland Holding AG
(BBB/Positive) and Royal KPN N.V. (BBB/Stable). MTS's standalone
credit profile of 'BBB-' is constrained to 'BB+' by the ratings of
its parent, Sistema, in line with its PSL criteria. MTS is rated at
the same level as its Russian peers with comparable market
positions, PJSC MegaFon (BB+/Stable) and VEON Ltd (BB+/Positive),
even though MegaFon has higher leverage and VEON has higher
emerging market risk.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  - Revenue growing at a low-single-digit rate in 2019-2021

  - EBITDA margin (adjusted for the effect of IFRS 16) gradually
declining to about 39% by 2021

  - Capital intensity at around 19% of revenues in 2019-2021

  - Around RUB22 billion spending per year on share buybacks in
2019-2021

  - Dividend payment of RUB50 billion in 2019 gradually declining
to RUB45 billion by 2021 on the back of shares repurchase

  - Cash proceeds from sale of stake in Ozon of RUB7.2 billion
equally spread across 2019-2021

RATING SENSITIVITIES

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

  - MTS's rating could benefit from an upgrade of Sistema provided
that MTS continues to adhere to high corporate governance
standards, as well as maintain FFO adjusted net leverage below
3.0x.

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

  - A sustained rise in FFO adjusted net leverage to above 3.0x
would likely lead to a downgrade of MTS's 'BBB-' standalone rating
to 'BB+'

  - Competitive weaknesses and market-share erosion, leading to
significant deterioration in pre-dividend FCF generation, could
also become a negative rating factor.

  - A downgrade of Sistema would also be negative for MTS if
Sistema remains the controlling shareholder.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: MTS has strong liquidity in the short term with
a cash balance of RUB99 billion, committed undrawn liquidity
facilities totalling RUB21 billion at end-December 2018 and
sustained positive FCF generation of RUB12 billion-RUB14 billion
over the next three years. The company may face some liquidity
pressures in 2020-2021 due to large amounts of debt maturities
exceeding RUB100 billion per year. However the debt is likely to be
refinanced given company's moderate leverage and strong reputation
on domestic capital markets.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - Fitch made several adjustments to the company's financial
statements to reverse the effect of IFRS 16 in order to comply with
its Corporate Rating Criteria. Fitch does not include reported
finance leases arising from IFRS 16 implementation into debt
calculations. Instead, Fitch recognises the corresponding amount as
off-balance sheet liability. In addition, it adjusted EBITDA for
the amount of lease payments.

  - It deconsolidated MTSB from MTS's 2018 consolidated FS using
analytical assumptions.


SISTEMA PUBLIC: Fitch Alters Outlook on 'BB-' LT IDR to Stable
--------------------------------------------------------------
Fitch Ratings has revised the Outlook on Sistema Public Joint Stock
Financial Corp.'s Long-Term Issuer Default Rating to Stable from
Negative and affirmed the IDR at 'BB-'.

The revision of the Outlook is driven by its expectation that
Sistema's leverage at the holding company (holdco) level (defined
as net debt-to-dividends and other forms of recurring income) will
gradually decline in 2019-2020 after peaking at 4.3x at the end of
2018. The deleveraging will primarily be supported by the stable
stream of dividends Sistema receives from its largest asset, PJSC
Mobile TeleSystems (MTS; BB+/Stable), and by share buyback
programmes conducted by MTS, as well as sustainable cash flow
contributions from other subsidiaries. Sistema targets reduc ing
its total debt to RUB140 billion -RUB150 billion in the longer term
from RUB223 billion at YE18, which will only be possible in the
next three years if the company divests some of its assets, in
Fitch's view.

Sistema is a diversified holding company with its key asset a
controlling stake in MTS, a large telecoms operator in Russia and
CIS.

KEY RATING DRIVERS

Leverage Under Control: Fitch expects Sistema's Fitch-defined
leverage at holdco level to decline to 4.2x at end-2020 after
spiking at 4. 3x at end-2018. The main drivers of the decline are
stable dividends from MTS and other subsidiaries, which it
estimates at around RUB31 billion -RUB34 billion per year in
2019-2022 as well as MTS's ongoing share buyback programme, which
has added another RUB10 billion -RUB12 billion in 2017-2019 to
holdco's cash inflows. Deleveraging will also be supported by the
sale of 39.5% in MTS Bank for RUB11.4 billion to MTS in 1Q19.
Besides MTS, Fitch expects the key sources of the dividends that
the holdco receives to be Detsky Mir, Segezha and BPGC.

The spike in leverage in 2018 was caused by a RUB100 billion
paymentto Bashneft following the settlement agreement on the
alleged abuse of Sistema's shareholding rights in Bashneft when the
company was the majority owner. With the settlement fully repaid,
Sistema is back to operating in a normal mode focusing on
businesses development.

Asset Sales may Accelerate Deleveraging: Fitch believes that
Sistema can achieve its total debt target of RUB140-150 billion at
holdco in the next three years with asset sale s. Sistema is
reportedly in negotiations for a sale of its 52% stake in Detsky
Mir to a number of potential buyers. The sale of this asset at the
current market price may bring Sistema around RUB34 billion of
proceeds and reduce its debt to RUB190 billion if all the proceeds
are spent on debt repayments. This would correspond to
Fitch-defined leverage reduction to 3.8x in 2019. Given the strong
performance of Detsky Mir, sale of this stake with a control
premium is likely.

Strong Performance of Subsidiaries: Sistema's main subsidiaries
demonstrated strong performance in 2018. MTS's revenue and EBITDA
increased by 8.9% and 5.9% yoy, respectively, while Detsky Mir,
Segezha, Steppe and Medsi all showed strong double digits reported
EBITDA growth yoy (not adjusted for IFRS16 impact). The strong
underlying performance of core subsidiaries supports cash upstream
to the holdco. In 2016-2018, non-MTS subsidiaries contributed
around RUB12 billion -RUB16 billion of dividends and shareholder
loan returns per year to the holdco and it expects these cash
inflows to remain at around RUB12 billion per year in 2019-2022.

Cash Flow From MTS: MTS remains a key cash contributor to the
holdco, providing around 70% of all dividends received and other
forms of recurring income in 2017 and 2018. Sistema's main asset
retains comfortable headroom for its rating and is able to pay out
around RUB80 billion -RUB90 billion of cash dividends in addition
to the existing regular shareholder remuneration without
jeopardising its leverage, on its estimates. Fitch believes that
MTS is likely to renew its share buyback programme after the
current one expires if Sistema does not materially reduce its debt
through other means. It does not take RUB11.4 billion proceeds for
the stake sale in MTS bank in account in its 2019 leverage
calculation as this is considered a non-recurring cash inflow.

Cautious Dividend policy Supportive: Sistema will pay modest
dividends of RUB1.1 billion to its shareholders in 2019 for the
financial year 2018. The company plans to review its dividend
policy only after it substantially reduces its debt. Fitch
considers a cautious approach to Sistema's dividends supportive for
the ratings.

FX Exposure to Reduce: With the repayment of Eurobonds due in May
2019 and residual payments on SSTL put option to the Russian
government in 2019-2020 Sistema should reduce its exposure to FX
debt at holdco level to less than 10%, which it considers credit
positive. The majority of Sistema's subsidiaries generate cash in
roubles. In 2018 Sistema decreased its gross debt by RUB12 billion,
which was partially offset by RUB8.3 billion of adverse FX
movement.

DERIVATION SUMMARY

Sistema's credit profile is primarily driven by its ability to
control cash flows, upstream dividends from MTS and other public
companies and to monetise its investments in non-public assets.
This is overlaid by a significant debt burden at the holdco level
and the substantial associated interest expense, which consumes a
material part of cash inflows to Sistema from its subsidiaries.
Sistema's ratings are supported by the robust financial profile of
MTS, in which the company holds a 50% share.

Sistema shares some similarities with Criteria Caixa S.A.
(BBB/Positive) and Ordu Yardimlasma Kurumu Holding (BB+/Stable).
Compared with these investment holding companies Sistema has higher
cash inflows concentration at the holdco level and higher leverage
metrics. Fitch does not apply the criteria for investment holding
companies to Sistema due to dominance of MTS in Sistema's
consolidated EBITDA and cash flow contributions to the holdco. MTS
(BB+/Stable) has a stronger credit profile than Sistema's 'BB-'
rating for its consolidated profile (which factors in MTS as its
most significant subsidiary). There is no notching of Sistema's
rating to MTS because the parent-subsidiary linkage between the two
entities is weak (considering operating, strategic and legal
ties).

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  - Sistema to receive dividends of RUB23 billion -RUB25 billion
per year before tax from MTS in 2019-2021

  - Sistema to receive RUB12 billion of dividends and shareholder
loan returns per year from other subsidiaries in 2019-2021

  - G&A expenses, interest and taxes at the holdco level on average
at around RUB28 billion -RUB29 billion per year in 2019-2021

  - MTS to continue regular share buybacks

  - No major acquisitions in 2019-2021

RATING SENSITIVITIES

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

  - Sustained deleveraging at the holdco level to below 3.5x net
debt including off-balance-sheet liabilities to dividends and other
forms of recurring income

  - Maintaining sufficient liquidity combined with interest
coverage ratio at holdco level sustainably above 2.5x (defined as
normalised recurring cash inflows from subsidiaries divided by
interest expense).

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

  - A protracted rise in net debt including off-balance-sheet
liabilities to dividends and other forms of recurring income to
above 4.5x may lead to negative rating action.

  - Dividend coverage ratio at holdco level sustainably below
2.0x.

  - A portfolio reshuffle increasing the share of subsidiaries with
low credit profiles could also be rating-negative

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Sistema had RUB59 billion of short-term debt
at YE18 consisting mostly of RUB24.5 billion of rouble bonds' put
options and RUB24.7 billion of Eurobonds' repayment. Sistema
successfully passed the first put for RUB10 billion when only
RUB0.5 billion was requested to be repaid and issued RUB20 billion
of new bonds in the first four months of 2019. The remaining part
of 2019 and 2020 maturities is sufficiently covered by existing
credit lines.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch made several adjustments to the company's financial
statements to reverse the effect of IFRS 16 in order to comply with
its Corporate Rating Criteria. It does not include reported finance
leases arising from IFRS 16 implementation into debt calculations.
Instead, Fitch recognises the corresponding amount as off-balance
sheet liability. In addition, it adjusted EBITDA for the amount of
lease payments.




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

DIA GROUP: Reaches Financing Agreement, Averts Insolvency
---------------------------------------------------------
Jesus Aguado and Isla Binnie at Reuters report that struggling
Spanish retailer DIA reached an eleventh-hour agreement to secure
financing on May 20, new owner LetterOne said in a statement,
staving off the imminent risk of having to start insolvency
proceedings.

DIA's failure to compete with domestic and foreign rivals that have
invested more heavily in their stores has hit the company's market
share and left it with negative equity and towering debt, Reuters
discloses.

According to Reuters, a source with knowledge of the matter said
the group's principal creditor, Santander, reached a deal with
DIA's new owner, Russian tycoon Mikhail Fridman's LetterOne (L1)
fund, with hours to go before a midnight deadline.

Santander Chairman Ana Botin said on Twitter that Mr. Fridman had
committed to work on changing a proposal that she had said earlier
in the day was more generous to foreign bondholders than Spanish
banks, Reuters relates.




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

SAIRGROUP AG: May 23 Deadline Set for Claims Schedule Inspection
----------------------------------------------------------------
In the debt restructuring proceedings with the assignment of assets
concerning SAirGroup AG in debt restructuring liquidation, the
creditors concerned will be able to inspect the supplement no. 5 to
the schedule of claims until May 23, 2019, at the offices of the
liquidator, Karl Wuthrich, attorney-at-law, Wenger Plattner,
Seestrasse 39, Goldbach Center, 8700 Kusnacht.  

For inspection, creditors are asked to call the hotline at +41 43
222 38 50 to arrange an appointment.

Actions to contest the supplement no. 5 to the schedule of claims
must be lodged with the single judge court at the District Court of
Zurich, Wengistrasse, 30, P.O. Box, 8026 Zurich, within 20 days of
the official notice of the publication in the Swiss Official
Gazette of Commerce dated May 3, 2019.  The 20-day period will thus
run until May 23, 2019 (date of postmark of a Swiss post office).
If no actions are lodged, the supplement no. 5 to the schedule of
claims will become final.




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

BRITISH STEEL: On Brink of Administration, Seeks Gov't Funding
--------------------------------------------------------------
BBC News reports that British Steel is on the verge of
administration as it continues to lobby for government backing,
sources say.

The UK's second-biggest steel maker had been trying to secure GBP75
million in financial support to help it to address "Brexit-related
issues", BBC relates.

According to BBC, if the firm does not get the cash, it would put
5,000 jobs at risk and endanger 20,000 in the supply chain.

The government, as cited by BBC, said it would leave "no stone
unturned" in its support for the steel industry.

"The statement from the business minister provided a glimmer of
hope for the Scunthorpe site," BBC quotes UK Steel's director
general, Gareth Stace, as saying.

"This does provide some breathing space for the company, its
employees, and the wider steel sector, providing a potential route
towards a stable and sustainable future."

The request for emergency financial support from the government is
understood to have been reduced from GBP75 million to about GBP30
million, BBC states.

According to BBC, reports have said that British Steel shareholder
Greybull Capital and lenders have agreed to pump new money into the
firm.

However, unless a deal is reached by May 21, the firm could go into
administration within 48 hours, BBC notes.  EY would be expected to
be appointed as administrators today, May 22, BBC discloses.

Sources close to Greybull Capital say its lenders have told them
that unless they can secure a GBP30 million lifeline they will pull
the plug on British Steel today, May 22, BBC relays.

On May 16, British Steel said it had the backing of shareholders
and lenders and that operations were continuing as usual while it
sought a "permanent solution" from the government to its financial
troubles, BBC recounts.

It is understood that along with administration, nationalization or
a management buyout are being discussed as fall-back options for
the company, BBC discloses.

British Steel's troubles have been linked to a slump in orders from
European customers ‎due to uncertainty over the Brexit process,
BBC states.

The firm has also been struggling with the weakness of the pound
since the EU referendum in June 2016 and the escalating trade
US-China trade war, according to BBC.


JAMIE OLIVER: Chains Enter Administration, 1,000 Jobs Affected
--------------------------------------------------------------
Oliver Gill at The Telegraph reports that Jamie Oliver's restaurant
chains have gone into administration with the loss of 1,000 jobs
and a further 300 at risk.

In the latest casualty of Britain's casual dining crunch, KPMG has
been appointed to handle the insolvency of the celebrity chef's
empire, The Telegraph relates.

According to The Telegraph, Mr. Oliver said he was "deeply
saddened" at the situation, but insisted that his restaurants had
achieved the goal of "positively disrupting mid-market dining".

The failure is likely to leave the restaurant chain's banks, which
are understood to have lent tens of millions of pounds,
significantly out of pocket, The Telegraph notes.

The administration comes two years after Mr. Oliver's business went
through a painful restructuring to offload unprofitable sites, The
Telegraph states.

All but three sites have now closed, while sites at Gatwick will
stay open while KPMG explores options, The Telegraph discloses.

The 1,000 staff made redundant will be paid until May 21, according
to The Telegraph.

Fears had been raised when Alix Partners, which ran a company
voluntary arrangement (CVA) in 2017, was hired earlier this year to
seek an "investment partner", The Telegraph recounts.  Specialists
from accountancy firm BDO were also hired to assist Alix in
preparing the company's finances, The Telegraph relays.

According to The Telegraph, City sources said bidders were becoming
increasingly suspicious, however, at the lack of progress by BDO.

HSBC, the restaurant group's main lender, will now hope it can
recoup some of its loans -- understood to be in the region of GBP37
million, The Telegraph states.

The casual dining sector, a popular investment for private equity
funds since the turn of the century, has come under huge pressure
in recent years, The Telegraph relates.

According to The Telegraph, spiralling wage costs, higher rents and
changes to business rates have come against the backdrop of weak
consumer sentiment and shifting customer habits.


MCLAREN HOLDINGS: Moody's Alters Outlook on B2 CFR to Negative
--------------------------------------------------------------
Moody's Investors Service has changed the outlook to negative from
stable for McLaren Holdings Limited and McLaren Finance PLC.
Concurrently, Moody's has affirmed the B2 corporate family rating,
B2-PD probability of default rating of the company and B2
instrument ratings at McLaren Finance PLC.

RATINGS RATIONALE

The outlook change reflects the delay in achieving financial
metrics that are in line with the B2 rating, including
Moody's-adjusted debt/EBITDA of 6.0x and positive free cash flow
after investments and interest. While Moody's recognizes the
successful ramp-up of production volumes in the Automotive division
and associated strong EBITDA growth, significant ongoing R&D
investments and the choice to make certain changes in the Racing
division, Formula One, resulting in significant losses, will reduce
the pace of Moody's-adjusted EBITDA improvements at least until
2020.

McLaren's consolidated revenue increased 44.3% to GBP1.3 billion in
2018 and company-adjusted EBITDA improved 220% to GBP143 million in
2018. However, since Moody's expenses development costs,
Moody's-adjusted EBITDA was negative and leverage stood at -4.9x.
Similarly, free cash flow remained very negative due to the
company's choice to continue with high investment levels as part of
its Track25 plan. While the company should continue to generate
meaningful improvements in profitability in 2019 and 2020 on the
back of a full year sales of the McLaren Senna or in 2020 the sale
of the McLaren Speedtail, Moody's also expects investment levels to
remain close to 2018 for at least 2019 while Racing losses are
likely to remain significant for both 2019 and 2020. Accordingly,
the negative outlook reflects a greater risk to achieving a
Moody's-adjusted debt/EBITDA of 6.0x on a sustained basis in the
coming years and heightened risk of a downgrade.

Moody's recognizes that Racing losses are partly the result of
choices made such as the change in engine. These losses have the
potential to meaningfully decrease in 2021 given the pending plans
to introduce a cost cap in Formula One. However, even in this case
it remains uncertain at this stage whether a Moody's-adjusted
debt/EBITDA of 6.0x will be achieved on a sustainable basis, which
also depends on the company's investment plans at the time.

The affirmation of the ratings continues to reflect the (1) leading
position as a designer and manufacturer of luxury cars across
multiple price points; (2) strong brand recognition underpinned by
the company's historical racing prowess as well as through the
success of its performance car model launches; (3) high pricing
power reflecting the demand for its vehicles that comfortably
exceeds anticipated production; (4) clear focus on innovation and
leading technological capabilities that are leveraged across the
group; (5) customer diversification across multiple geographies;
(6) meaningful revenue visibility reflecting the order backlog for
its cars and through Formula 1 sponsorship arrangements and (7)
supportive shareholder base.

However, the ratings also take into account (1) the high leverage
and negative free cash flow; (2) shorter track record of producing
road cars than for other manufacturers albeit mitigated by the
success of its successful model launches and volume ramp-up; (3)
significantly loss-making Racing activities that affect the
financial strength of the company; (4) a degree of execution risk
of ramping up automotive production to 6,000 cars per year by 2025;
and (5) requirement to invest heavily in R&D activities to maintain
its position as a technological leader. Moody's also notes a degree
of uncertainty from Brexit, given the company's UK-based production
and significant imports (suppliers) and exports (customers) to and
from the EU.

Moody's considers McLaren's liquidity as adequate notwithstanding
the significant investment plans announced through its Track25 plan
for the Automotive business with GBP1.2 billion of investment from
mid-2018 until 2025. As of December 2018, the company had GBP97
million of cash and GBP78 million available under the GBP90 million
revolving credit facility (RCF) due 2022. Moody's understands that
the company has further added GBP20 million of ancillary overdraft
facilities in April 2019 as permitted under the RCF documentation
and has received most of the remaining equity contribution,
previously announced in 2018. The liquidity profile also continues
to remain supported by the significant deposits contributed by
customers well ahead of the sale of the cars. These sources should
be sufficient to cover likely continued negative free cash flow for
at least 2019 and a residual payment to a former shareholder later
in the year. Moody's understands that the company expects limited
further cash needs in 2020, but Moody's considers that this is also
subject to some uncertainty as it depends on a continued strong
EBITDA growth trajectory and no additional investment needs beyond
the current plans. The next larger debt bullet maturity includes
the GBP370 million and $250 million of senior secured notes that
are due in July 2022. The company also has, as of December 2018,
GBP109 million of uncommitted trade financing outstanding (2017:
GBP44.8 million).

What Could Change The Rating Up/Down

Although unlikely given the negative outlook, Moody's-adjusted
debt/EBITDA trending below 4.0x and a sustainably positive free
cash flow could result in positive pressure on the rating.
Conversely, negative pressure on the rating could increase from low
profitability, Moody's-adjusted leverage staying above 6.0x,
continued negative free cash flow or deteriorating liquidity.
External events that negatively impact the McLaren brand could also
cause negative pressure. Moody's notes that the rating and outlook
do not incorporate the impact of a "no-deal Brexit", which could
lead to negative implications for the outlook or rating.

METHODOLOGY

The principal methodology used in these ratings was Automobile
Manufacturer Industry published in June 2017.

Affirmations:

Issuer: McLaren Holdings Limited

Corporate Family Rating, Affirmed B2

Probability of Default Rating, Affirmed B2-PD

Issuer: McLaren Finance PLC

Backed Senior Secured Regular Bond/Debenture, Affirmed B2

Outlook Actions:

Issuer: McLaren Holdings Limited

Outlook, Changed To Negative From Stable

Issuer: McLaren Finance PLC

Outlook, Changed To Negative From Stable

McLaren Holdings Limited is a holding company whose subsidiaries
collectively form the McLaren Group, a UK-based manufacturer of
luxury cars and an active participant in high-performance racing
including Formula 1. Additionally, the group leverages its
technologies to industrial customers through its McLaren Applied
Technologies segment.

McLaren is a private company albeit with a diversified shareholder
base. In May 2018, McLaren announced a capital injection of GBP204
million to be made by Nidala Limited to purchase 888,135 ordinary
shares in McLaren Group Limited. Following the completion of the
Nidala investment, McLaren's shareholder structure will be as
follows: Bahrain Mumtalakat Holding Company (the Sovereign Wealth
Fund of Bahrain) will hold 56.3%, TAG (the commercial operations of
Mr. Mansour Ojjeh) will have a stake of 14.3%, Nidala Limited will
own 10.0% and the rest (19.4%) will be held by a number of private
individuals. In the fiscal year 2018, McLaren generated revenues of
GBP1.3 billion.


P&M AVIATION: Cash Flow Difficulties Prompt Administration
----------------------------------------------------------
Business Sale reports that P&M Aviation Limited, a specialist
ultralight trikes aviation manufacturing company, has collapsed
into administration after facing severe cash flow difficulties.

According to Business Sale, the company, headquartered in
Marlborough, was forced to call in professional accountancy firm
Milsted Langdon LLP to handle the administration process, with
partner Tim Close -- tclose@milsted-langdon.co.uk -- appointed as
the administrator of the company.

The aviation firm was forced to cease its trading operations, and
placed the blame on Brexit for negatively impacting the consumption
of luxury goods and services as well as its streams of revenue,
Business Sale relates.

P&M Aviation is now looking to sell its assets or the business as a
whole as part of the administration, Business Sale discloses.


PEAK JERSEY: S&P Assigns Preliminary 'B-' ICR, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B-' ratings to Peak
Jersey Holdco Ltd. and its first-lien debt.

Formed from the merger of U.S.-based STATS with the sports data
operations of U.K.-based Perform Group (DAZN), Peak Jersey provides
data, live content, and artificial intelligence (AI) solutions to
broadcasters, gaming companies, and sports professionals. Peak
Jersey has a highly leveraged capital structure due to its
ownership by private-equity firm, Vista Equity Partners (Vista).
Moreover, we see uncertainties relating to Peak Jersey's future
EBITDA and FOCF generation due to likely significant integration
costs, despite potential synergies.

The high leverage resulted from Vista's 2019 buyout of DAZN's
sports data business and the merger with STATS, which Vista
acquired in 2014. Peak Jersey's reported debt includes a seven-year
$400 million first-lien term loan, with annual amortization of only
$4 million; an eight-year $140 million second-lien term loan; and a
five-year GBP50 million revolving credit facility (RCF), which will
be undrawn at closing. S&P said, "In addition, we add almost $60
million of operating leases to Peak Jersey's reported debt to
calculate our adjusted debt figure. Since Peak Jersey is owned by a
private equity firm, we exclude the group's $61 million of cash
balances, except for close to $8 million earmarked to meet
severance costs. We also adjust reported EBITDA for operating
leases, and include $8 million of expenses related to severance
costs in 2019."

In S&P's view, Peak Jersey's future combined reported EBITDA could
significantly exceed the $48 million posted in 2018. However, the
timing and magnitude remain uncertain, because:

S&P understands that the group's future growth depends on new
industry characteristics and technology advancements, these
include: 1) Viewing habits are changing in the fragmenting media
landscape, while the younger, technology savvy population is
fueling demand for data; 2) The potential legalization of sports
betting across the U.S. could have a significant effect on the
group's future growth. S&P understands that sports betting has been
legalized in eight states, and three more have passed a sports
betting bill but not yet implemented it; 3) Vista has been
investing in AI-powered products since it acquired STATS in 2014
and will launch a number of these over the coming months. Peak
Jersey could strengthen entry barriers to future competitors
through its large proprietary major sports database, accumulated
over recent decades, and its team of data scientists.

There could be significant costs associated with the transaction,
including related to the carve-out of Perform content from DAZN,
and the merger with STATS, whereas the timing and scope of
synergies may differ from S&P's forecast.

Peak Jersey's operations are relatively small, generating less than
$260 million of revenue and $50 million of EBITDA in 2018, pro
forma the merger of the two entities. S&P believes this leaves it
vulnerable to underperformance, in which debt protection metrics
could quickly deteriorate. Peak Jersey also relies heavily on its
No. 1 customer, which represents close to 20% of sales, though
reliance is less on the rest of the customer base (the second
largest client accounts for only 3% of sales).

This is somewhat tempered by the group's long-term contracts and
high renewal rate, which offers some visibility of revenue and cash
flows. S&P understands, for example, that more than two-thirds of
2019 revenue is contracted. Peak Jersey also has a strong position
versus competitors, due to its full product offering, including
historical data, betting data, video streaming, team performance,
and odds data.

S&P said, "Overall, we believe that, despite its entrenched niche
position in the expanding sport data and digital content market,
Peak Jersey's future cash generation will likely be limited in the
near term and uncertain thereafter. We estimate that Peak Jersey
will operate with a highly leveraged capital structure, including
an expensive second-lien tranche, resulting in total interest
exceeding $45 million annually. This will leave very limited room
for underperformance or delayed realization of synergies.

"The stable outlook reflects our view that Peak Jersey will
successfully integrate its operations and begin delivering on
planned efficiencies over the next 12 months. This will likely
result in sufficient funds from operations (FFO) to cover cash
interest by more than 1.5x and enable deleveraging below 7x by
end-2020, down from close to 10x at end-2019, pro forma the
transaction. We also anticipate limited FOCF generation in 2019 and
2020.

"We could lower the ratings if Peak Jersey was unable to cover its
interest expenses, such that FFO to cash interest fell below 1.5x,
or if its capital structure became unsustainable. We could also
consider a downgrade if the company's cash generation or liquidity
position deteriorated for a long period. This could occur through
operational underperformance, loss of key contracts, debt-financed
acquisitions, or shareholder returns.

"We consider an upgrade remote over the next 12 months because in
our base case, we assume the successful execution of the
transaction and merger, as well as significant growth and synergies
beginning right after the transaction closes. However, we could
raise the rating if Peak Jersey reported solid organic growth,
while also delivering on its integration and efficiency targets,
leading to a sustainable reduction in debt to EBITDA toward 6.0x
and an improvement in FFO cash interest coverage to above 2x." An
upgrade would also hinge on Peak Jersey generating sustained
positive and significant FOCF.

Jersey-incorporated Peak Jersey Holdco Ltd. is a new entity formed
by combining the activities of STATS LLC with the sports data
operations of Perform Group. Delaware-based STATS is a sport
information and statistical analysis provider whose products
include sports news, statistics, and editorial content. Its
customers include professional sports organizations, broadcasters,
cable networks, interactive television firms, and print media. In
2018, STATS reported revenue of $69 million and negative EBITDA due
to significant investment in staffing and system infrastructure--in
particular in AI-powered solutions--since its 2014 acquisition by
Vista.

The content division of U.K.-based Perform (DAZN), which was carved
out and merged with STATS, reported revenue equivalent to almost
$257 million in 2018. This division is a digital sports content
provider that creates, analyzes, and delivers live data, digital
live video, and premium content to clients worldwide. It serves
broadcasters, sportsbooks, professional sports organizations,
digital media, and technology firms.


THPA FINANCE: Fitch Affirms B Rating on GBP30MM Class C Notes
-------------------------------------------------------------
Fitch Ratings has affirmed THPA Finance Limited's ratings as
follows:

  GBP72.7 million class A2 secured 7.127% fixed-rate
  notes due 2024: affirmed at 'BBB'; Outlook Stable

  GBP70 million class B secured 8.241% fixed-rate notes
  due 2028: affirmed at 'BB-'; Outlook Stable

  GBP30 million class C secured 10% fixed-rate notes
  due 2031: affirmed at 'B'; Outlook Stable

THPA Finance Limited is a whole business securitisation, backed by
the revenue and income of the port of Tees and Hartlepool in the
UK.

KEY RATING DRIVERS

The ratings reflect THPA's tariff flexibility and the expected
growing contribution of long-term leases, which mitigate Tees and
Hartlepool's exposure to volatile cargo types and customer
concentration. The solid debt structure, typical of a UK WBS
transaction, together with a stable free cash flow debt service
coverage ratio averaging 1.4x, places the class A notes' rating at
'BBB'. The multiple-rating notch difference between debt tranches
reflects the strong protective features of the senior notes at the
expense of the junior notes.

The non-investment-grade ratings of the junior class B and C notes
reflect their deep contractual subordination, their low projected
FCF DSCR under Fitch's rating case and the absence of dedicated
liquidity reserves. FCF DSCRs haves a minimum of less than 1.0x for
both B and C notes and average at around 1.2x for the class B notes
and 1.1x for the class C notes.

MGT Teesside's (299 MW Biomass Plant) first full year of operation
is expected in 2021. These volumes, together with volume growth in
the container segment and property revenue bolstered by rent
reviews create some headroom to the downgrade trigger for class A.
Consequently, Fitch views the port moderately exposed to the risk
of a no-deal Brexit, and considers that it could even benefit from
transferred volumes from other congested ports in the UK.

Volume risk: Midrange - Industry and Customer Concentration
Tees and Hartlepool is a secondary port of call on a single site
exposed to customer and industry concentration. ConocoPhillips,
which exports oil and gas, accounted for 41% of THPA's 2018
volumes, exposing the business to the volatile oil market. Fitch
expects the lease agreements with MGT Teesside to sustain volumes
handled at the port, once operations start from mid-2020.

Fitch expects MGT Teesside to contribute just below 20% of EBITDA
from 2021, increasing THPA's exposure to a specific counterparty.
The lease break in 2018 and the replacement with a new long-term
contract with Trafigura, is seen as broadly neutral, as Fitch
expects the breakage fee to be retained within the securitisation.

The facility is well-connected to the local market and the inland,
limiting its competitive exposure to other regional facilities.
However, Fitch views the hinterland as a marginal growth driver.
The Tees valley is a low-growth area focused on the chemical and
manufacturing industry, exposed to low-cost supplies from emerging
countries and contraction in global demand.

Price risk: Midrange - Tariffs Flexibility, Long Leases

Tariffs are unregulated and, to a varying extent, linked to UK RPI.
Guaranteed revenue as a share of total revenue grew to above 20% in
2018, mainly driven by the long-term lease contracted with MGT
Teesside and Lo-Lo guaranteed volumes, but also by the organic
growth of the property business.

Infra-renewal risk: Midrange - Flexible Plan, External
Contributions

The port is generally well maintained and able to process larger
vessels. However, Fitch's expectation of maintenance capex has been
revised upward, in line with THPA's expectation of proactively
managing the replacement of significant items. Capex will be funded
internally through free cash, contributions from lessees, unsecured
debt and the equity sponsor.

Debt structure: Stronger for Class A Notes and Midrange for Class B
and C notes - Senior Class A Well Protected

All classes are fully amortising, with a strong security package of
fixed and floating charges typical for WBS with the possibility of
appointing an administrative receiver. There is no interest-rate
risk. However, a borrower event of default could lead the class A
noteholders to enforce and accelerate at the expense of the junior
notes, in particular during a downturn or stress event. The deep
contractual subordination weighs on the junior notes' ratings.

The agency notes the discrepancy between THPA's offering circular
and the legal documentation in which there is no liquidity facility
for the class B and C notes. Fitch's analysis is aligned with the
transaction documentation. In Fitch's view, this does not prejudice
the ratings of the senior class A notes and the junior class B and
C notes. This is partly because the junior debt service can be
deferred. Any deferral of junior debt service does not represent a
payment default until the final maturity of each respective note.
Amortisation of the junior notes is back-ended, starting once the
class A notes have been fully redeemed.

Financial Profile

The projected minimum of average or median FCF DSCR in Fitch's
Rating Case (FRC) is stable at 1.4x for the class A notes. It
improved to 1.2x from 1.0x for the class B notes and 1.1x from 0.9x
for the class C notes.

PEER GROUP

In comparison with ABP Finance PLC (ABP; A-/Stable), THPA's debt
structure is fully amortising in contrast with ABP's exposure to
refinance risk and higher leverage. However, ABP's revenue profile
is significantly more diversified in location and cargo type and is
more resilient to downturns as about 40% of its revenue is either
contractually fixed or subject to minimum guarantees.

RATING SENSITIVITIES

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

  - EBITDA volatility reducing the headroom to the covenanted level
of EBITDA DSCR or triggering a covenant breach not cured by the
sponsor

  - A reduction in oil revenue or the loss of a major customer
adversely affecting the transaction's revenue and leading to a
projected FCF DSCR below 1.35x at class A, 1.0x at class B and 0.9x
at class C.

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

  - A substantial increase in the actual throughput or other
positive development of the business leading to a FCF DSCR
consistently above 1.6x at class A, 1.2x at class B and 1.0x at
class C.

CREDIT UPDATE

Performance Update

Compared with 2017, 2018's performance benefits from Trafigura's
one-off lease break fee, resulting in a yoy increase of 9% and 12%
in revenue and trading EBITDA, respectively. In 2018, EBITDA
reached GBP42.7 million, in line with Fitch's projected base case
EBITDA of GBP43 million. However, once the around EUR5 million
one-off effect is removed, revenue and EBITDA slightly
underperformed the base case. This is due to lower than expected
property revenue and the absence of Trafigura lease's cash revenue
in the second half of the year.

Fitch Cases

FRC incorporates some low organic growth assumptions in the port
operations and the conservancy business, as well as the
contribution of the long-term lease, including the guaranteed
volumes from MGT Teesside from 2021. FRC also incorporates
maintenance capex projections of GBP17 million in 2019 reverting to
around GBP15 million in 2020 and pension deficit contributions of
GBP2 million a year, increasing over time. The upward revision of
the maintenance capex is in line with THPA's expectation of
proactively managing the replacement of significant items such as
plant for bulk and unitised operations and vessels. Under Fitch's
assumptions, capex is fully funded through operating cash flows.

The projected minimum of average or median FCF DSCR in the FRC is
stable at 1.4x for the class A notes, and improved to 1.2x from
1.0x for the class B notes and 1.1x from 0.9x for the class C
notes. The improvement is largely driven by Fitch's expectation
over MGT Teesside volumes, which it now includes under the FRC from
2021, assuming some delay in completion. The construction
approaching completion, together with the level of commitment of
all parties involved in the project, led us to include these
volumes going forward.

Its break-even analysis shows that the class A notes can sustain up
to an annual decline of around 6% in EBITDA, starting from the 2018
actual number, before reaching an average FCF DSCR of 1.0x and
consequently drawing on liquidity. The breakeven analysis assumes a
30% reduction in capex in 2020, as it expects the company to be
able to partially defer capex, if necessary. Fitch's rating case
projects large headroom to the covenanted EBITDA DSCR.

Asset Description

THPA is a securitisation of the assets held, and earnings generated
by the PD Ports group, which owns and operates the port of Tees and
Hartlepool as the statutory harbour authority on the northeast
coast of England.




===============
X X X X X X X X
===============

TASHKENT OBLAST: S&P Assigns 'BB-' LT ICR, Outlook Stable
---------------------------------------------------------
On May 15, 2019, S&P Global Ratings assigned its 'BB-' long-term
issuer credit rating to the Uzbekistani Tashkent Oblast. The
outlook is stable.

Outlook

S&P said, "Our stable outlook reflects our assumption that the
oblast will maintain its strong budgetary performance to comply
with the fiscal restrictions. We also assume that the oblast will
keep its debt burden low in the medium term, but may resort to
moderate commercial borrowings in the longer run if permitted by
national regulation."

Downside scenario

S&P said, "We might lower the rating on Tashkent Oblast if we were
to lower our sovereign ratings on Uzbekistan. We would also
consider a negative rating action on Tashkent Oblast if we observed
rapid debt accumulation along with weak debt management
practices."

Upside scenario

S&P said, "We might consider a positive rating action if we took a
similar action on Uzbekistan and if the institutional framework
under which the Tashkent oblast operates becomes more predictable
and supportive."

Rationale

S&P said, "The rating on Tashkent Oblast reflects our assumption
that the region will continue reporting balanced budgets to comply
with national regulation and won't resort to commercial borrowing
in the medium term. We think that Tashkent Oblast is constrained by
the very volatile and centralized Uzbekistani institutional
framework for local and regional governments (LRGs), resulting in
the oblast's limited financial flexibility and the region's low
wealth levels."

A volatile framework, limited flexibility, and low wealth levels
are the main constraints on credit quality

The oblast operates in a very volatile institutional setting.
Moreover, Tashkent's budgetary flexibility and performance are
significantly affected by the highly centralized decision-making
process. The central government sets up tax distribution rates,
transfers, and expenditure responsibilities annually and
individually for regions, which constrains the reliability of their
medium-term financial planning.

Furthermore, the oblast's substantial investment requirements and
high share of social expenditures restrict its spending
flexibility. At the same time, the central government maintains a
high level of LRG monitoring, requiring balanced budgets and
restricting commercial borrowing. Due to ongoing institutional
reforms, there might be some additional changes in the distribution
of revenues and spending mandates at the LRG level.

S&P said, "We consider that the quality of financial management
also constrains Tashkent Oblast's creditworthiness. We observe only
emerging medium-term planning, large deviations between budgeted
and actual performance, as well as a lack of established practice
of debt and liquidity management. However, we note that in the
centralized system, the oblast can adjust its budget
responsibilities in case of revenue shortfalls.

"We view Tashkent's economy as weak by international standards,
mostly due to low wealth levels and concentration in the metals and
mining industry. The oblast accounts for 9% of Uzbekistan's
population and contributes 9% of the national GDP. Tashkent
Oblast's population is young, with almost 90% at or below working
age. This might potentially lead to the labor market expanding,
while at the same time presenting challenges for employment in the
long term. We expect the oblast's growth to mirror Uzbekistan's at
5.3% on average annually over 2019-2021, supported by the growth in
the manufacturing, agricultural, and service sectors."

The budgetary performance will likely remain strong with marginal
or no increase in the debt burden

S&P said, "We expect Tashkent Oblast to continue posting a budget
surplus over the next three years in line with national
legislation. We anticipate that revenue sources will be volatile,
given the state's track record of revising tax shares. We also
project a slight increase in capital expenditures in the next few
years, following the central government goal to foster
infrastructure development. Funding for capital spending will come
mostly from the central budget, although we expect the oblast will
also contribute.

"At the same time, we note that the oblast's infrastructure is
poor, and will continue to constrain its economic development and
budget flexibility." However, the funding backlog is unlikely to
lead to material debt accumulation, as the national legislation
currently prohibits LRG commercial borrowings. In the long term,
though, Tashkent Oblast might access the capital markets with the
president's consent and discussed amendments to national
regulation.

At present, the oblast's debt is modest and consists only of a
US$50 million loan from the Uzbekistan Reconstruction and
Development Fund. It accounts for slightly above 70% of the
oblast's operating revenues. Tashkent services this debt via its
recently established Development Fund. S&P said, "The loan was
granted in 2018 for capital development purposes and we expect the
region to service it using own funds. Given that the liability is
denominated in U.S. dollars, we note that Tashkent's debt burden
might be subject to exchange rate volatility."

S&P said, "We view Tashkent Oblast's contingent liabilities as
modest. It has no stakes in regional enterprises, with no track
record of the oblast providing subsidies, capital injections, or
extraordinary support to companies in the region. The districts and
municipalities are financially healthy thanks to central government
support. Although we do not project that the oblast will
financially support companies or lower government layers, we do not
completely disregard the risk of Tashkent Oblast stepping in if the
need arose.

"We assume that Tashkent Oblast's liquidity position will remain
solid and comfortably cover the region's annual debt service over
the next 12 months. However, we believe that the coverage ratio
might fall sharply if the oblast attracts further debt. We
positively note that Tashkent Oblast is eligible to receive
short-term interest-free budget loans to cover liquidity shortages.
At the same time, we believe that the region's access to external
funding is limited, owing to the weaknesses of the capital market
and banking sector in Uzbekistan.".

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision.

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.

The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating
action.

  New Rating

  Tashkent Oblast

    Issuer Credit Rating       BB-/Stable/--



                           *********


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
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