/raid1/www/Hosts/bankrupt/TCREUR_Public/190716.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

          Tuesday, July 16, 2019, Vol. 20, No. 141

                           Headlines



A Z E R B A I J A N

AFB BANK: Fitch Assigns B' LT Issuer Default Rating, Outlook Stable


G R E E C E

GREECE: No Changes in Bailout Terms for New Government


I T A L Y

BANCA UBAE: Fitch Downgrades LT IDR to B+, Outlook Stable
BRIGNOLE CO 2019-1: Moody's Assigns (P)B3 Rating to Class E Notes


N E T H E R L A N D S

PEARL MORTGAGE 1: Moody's Ups EUR13.7MM Class B Notes Rating to Ba1


R U S S I A

21 VEK: Put on Provisional Administration, License Revoked
ANTIPINSKY REFINERY: Former Owner Arrested in Moscow
BANK SOYUZ: S&P Upgrades ICR to 'B+' on Improved Asset Quality
HALK BANK: S&P Withdraws 'B+/B' Global Scale Issuer Credit Ratings
NBCO PCC: Put on Provisional Administration, License Revoked

NK BANK: Moody's Alters Outlook on B3 Deposit Ratings to Stable


S P A I N

EL CORTE: S&P Upgrades Long-Term ICR to 'BB+', Outlook Positive
TDA 24: Fitch Affirms C Rating on Series D Debt


T U R K E Y

ARAP TURK: Fitch Alters Outlook on B+ LongTerm IDRs to Negative


U N I T E D   K I N G D O M

CANTERBURY FINANCE 1: Fitch Rates Class E and Class F Notes 'BBsf'
CANTERBURY FINANCE 1: Moody's Rates GBP12.5MM Class E Notes B2(sf)
MCLAREN GROUP: S&P Assigns 'B' Issue Rating to $100MM Tap Issuance
MCLAREN HOLDINGS: Moody's Downgrades CFR to B3, Outlook Stable
SPORTS DIRECT: Delays Results Due to House of Fraser Woes

THOMAS COOK: In Advanced Takeover Discussions with Fosun
THOMAS COOK: S&P Lowers ICR to 'CC' on Proposed Debt Restructuring
TOWER BRIDGE 4: Moody's Assigns B2 Rating on GBP7MM Class F Notes
[*] UK: Big Care Home Operators Rack Up Debts of GBP40,000 a Bed
[*] UK: Insolvency Risk in Scotland's Hospitality Sector Steadies


                           - - - - -


===================
A Z E R B A I J A N
===================

AFB BANK: Fitch Assigns B' LT Issuer Default Rating, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has assigned Azerbaijani AFB Bank Open Joint Stock
Company a Long-Term Issuer Default Rating of 'B' with Stable
Outlook.

KEY RATING DRIVERS

AFB's 'B' Long-Term IDR is driven by its 'b' VR, which in turn,
captures Fitch's view of the bank's standalone credit profile. It
balances AFB's weak asset quality and profitability against solid
capital and liquidity buffers. The rating also takes into account
the bank's limited franchise and high level of related-party
lending in Azerbaijan's challenging operating environment.

Fitch's views AFB's franchise as weak based on the bank's limited
2% share in the system loans and its historical focus on servicing
companies connected to Gilan Holding (GH), a large diversified
group with assets in construction, tourism, agriculture, logistics
and FMCG. GH was the bank's majority shareholder prior to February
2019 when the bank was acquired by Mr. Hikmet Ismayilov. Despite
the change in shareholder, Fitch believes that AFB is still closely
connected with the holding based on the fact that Mr. Ismayilov is
a shareholder in some companies connected to GH.

Fitch assesses underwriting standards as weak due to a sizable
related-party exposure and weak asset quality metrics. Market risk
is adequately controlled with foreign currency position being
negligible at few latest reporting dates. The bank closes it on the
balance sheet without using derivative instruments. AFB did not
book foreign exchange losses in 2015-2018 and the moderate
respective profit is largely driven by conversion commissions.

The IFRS-reported related party loans stood at a moderate 9% of
total loans at end-2018. However, based on its review of the
largest exposures Fitch believes this amounts to about half of the
loan book (or about 100% of Fitch Core Capital (FCC)) including
loans to companies connected with GH (but not classified as related
under IFRS rules). Some of these loans, amounting to 13% of total
loans, are still in grace periods and therefore their performance
is largely untested.

Impaired loans (Stage 3 under IFRS 9) stood at a high 34% of gross
loans at end-2018, but this is tempered by adequate 73% coverage by
specific reserves. The bank did not recognise Stage 2 corporate
loans, while Fitch believes some of largest loans classified as
Stage 1 are potentially risky. These represented 15% of gross loans
and were weakly provisioned. Fitch estimates that total potentially
risky loans (including Stage 3 and some of Stage 1) net of total
provisions amounted to 60% of end-2018 FCC.

AFB's profitability is constrained by high and volatile loan
impairment charges consuming the bulk of the pre-impairment profit.
The bank's operating profit to risk-weighted assets (RWAs) ratio
was a high 24% in 2018 (negative 8% in 2017). It was driven by a
reversal of loan loss allowances that Fitch deems not sustainable.
Pre-impairment profitability (3% of average assets in 2018)
benefits from an exceptionally low cost of funding (0.7%) supported
by a prevailing share of interest-free current accounts in the
bank's liabilities.

Capitalisation is the main rating strength for AFB given FCC of 56%
of RWAs at end-2018. Fitch estimates the FCC ratio decreased to 37%
at end-5M19 due to a dividend payout of AZN11.5 million and growth
of RWAs. Regulatory capitalisation is also solid, with a Tier 1
capital ratio of 33% and total capital ratios of 34% at end-5M19
compared with 5% and 10% minimum requirements, respectively. Fitch
estimates the FCC ratio would fall to around 10% if fully adjusted
for net exposure on the loans carrying high credit risk as per
Fitch's evaluation.

AFB is mostly customer funded as customer accounts represented 67%
of total liabilities at end-5M19. Of these, 74% were interest-free
current accounts sourced from corporate clients and wealthy
individuals. Deposits are highly concentrated with the largest
depositor accounting for 16% of total customer funds and five
largest for 33% at end-2018. Related-party funds made up a
significant 36% of total customer accounts at end-2018 according to
IFRS reports, although Fitch believes these may be even higher -
45%, including loans to companies connected with GH. The bank
treats current accounts conservatively and keeps a substantial
liquidity buffer (cash, interbank placements and government
securities), which covered customer accounts by 75% at end-5M19.

AFB's Support Rating of '5' and Support Rating Floor (SRF) of 'No
Floor' reflect the bank's limited scale of operations and market
share. Therefore, Fitch's views sovereign support for the bank as
uncertain. This view is supported by the default of Open Joint
Stock Company International Bank of Azerbaijan (B-/Positive) in
2017, which is the largest bank in the country and owned by the
government. As a result, state support for less systemically
important, privately owned banks cannot be relied upon. Potential
for support from the bank's private shareholders is not factored
into the ratings.

RATING SENSITIVITIES

Negative rating action could stem from a deterioration in asset
quality accompanied by a significant increase in unreserved Stage 3
loans as a proportion of capital. Weakening of liquidity and/or an
increase in related-party financing could also pressure the rating.
An erosion of capital with a substantial decrease in the Tier 1
ratio could trigger a downgrade.

Rating upside for AFB is limited and would require substantial
franchise development, accompanied by a diversification of funding
away from related/connected parties, strengthening of asset quality
and core profitability.

The rating actions are as follows:

  Long-Term IDR assigned at 'B'; Stable Outlook
  Short-Term IDR assigned at 'B'
  Support Rating assigned at '5'
  Support Rating Floor assigned at 'No Floor'
  Viability Rating assigned at 'b'




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

GREECE: No Changes in Bailout Terms for New Government
------------------------------------------------------
Derek Gatopoulos and Elena Becatoros at The Associated Press report
that Greece's bailout creditors on July 8 bluntly rejected calls
from the country's new conservative government to ease draconian
budget conditions agreed as part of its rescue program.

Conservative party leader Kyriakos Mitsotakis was sworn in as
Greece's new prime minister on July 8, a day after his resounding
election victory on campaign pledges to cut taxes and negotiate new
terms with international lenders, the AP relates.

According to the AP, euro area finance ministers meeting hours
later in Brussels said key targets already agreed with Athens would
not be changed.

Greece ended its third consecutive international bailout last
summer--programs that rescued the country's euro membership and
staved off bankruptcy but also deepened poverty and unemployment as
successive governments in Athens were forced to make spending cuts
in return for the rescue loans, the AP discloses.

As part of those agreements, Greece has pledged to achieve
government budget surpluses, before debt costs, of 3.5% of GDP for
the coming years, the AP states.  That condition has shackled
government spending and, critics say, stifled the country's
recovery, the AP notes.

Klaus Regling, head of the euro area rescue fund and lead Greek
bailout creditor, as cited by the AP, said the high surplus target
would remain a key condition.



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

BANCA UBAE: Fitch Downgrades LT IDR to B+, Outlook Stable
---------------------------------------------------------
Fitch Ratings has downgraded Banca UBAE's Long-Term Issuer Default
Rating to 'B+' from 'BB-' and the bank's Viability Rating (VR) to
'b+' from 'bb-'. The Outlook is Stable.

The downgrade of UBAE primarily reflects a marked erosion of its
capital ratios during 2018, which weakened an already modest
capital position, and sharp deterioration in its asset quality and
profitability.

KEY RATING DRIVERS

IDRS AND VR

The ratings of UBAE reflect its moderate franchise and established
expertise in its trade-finance activities based on flows between
Italy and its core markets in the Middle East and North Africa
(MENA) region, high reliance on substantial funding from its
majority shareholder, Libyan Foreign Bank (LFB), and high
concentrations on both sides of its balance sheet. Its assessment
of the operating environment reflects the bank's domicile in Italy
(BBB/Negative) but also the significant cross-border activity in
weaker emerging markets, including in Libya.

The ratings further reflect the significant deterioration of UBAE's
financial metrics in 2018, and in particular the bank's weak
capital position, stemming from a sharp weakening in asset quality
and profitability.

UBAE's Fitch Core Capital (FCC)/risk weighted assets (RWA) ratio
dropped by nearly 270bp to 9.9% at end-2018, which Fitch views as
very low considering the bank's business risks and high credit
concentration, and compared with trade-finance peers'. The decline
was mainly driven by a EUR52 million net loss and EUR24 million
negative change in the securities revaluation reserve due to spread
widening on UBAE's sizeable government bond portfolio. These losses
reduced the bank's equity by 38% to EUR143 million, which is very
small in absolute terms given the bank's exposure to event risk
that is typical in the trade-finance business. The FCC reduction
was to some extent mitigated by a 20% decline in RWAs, which was
driven by the bank's strategy to limit new business growth due to
capital constraints.

In addition, in January 2019 the bank's capital increased by about
EUR25 million following the transfer of nearly all securities from
its portfolio held at fair value through other comprehensive income
to its portfolio held at amortised cost, and a reduction of the
related negative revaluation.

Management has requested a capital increase from the bank's
shareholders to restore core capital buffers. Fitch's base case is
for the bank to strengthen its capital position in a timely manner
to comply with new regulatory requirements that will be in force
from September 2019. This expectation underpins the Stable Outlook
on UBAE's ratings.

The default of some large Italian construction firms led to a sharp
increase in the bank's non-performing assets (NPAs, including
on-and off balance-sheet exposures) ratio to 4.9% at end-2018 from
2.4% at end-2017 and 1.3% at end-2016. While the volatility of this
ratio captures the high sensitivity of the bank to event risk from
large business concentrations, Fitch does not expect asset quality
to materially deteriorate further in 2019. However, lengthy
recovery processes, especially in the construction sector, will
continue to weigh on its assessment of UBAE's asset quality.

UBAE recorded a net loss in 2018 due to lower interest income and a
significant increase in loan impairment charges to EUR44 million
(from just EUR4 million in 2017). As a result, the bank recorded an
operating loss equal to 3.6% of RWAs in 2018, significantly below
Fitch-rated trade-finance peers'. Since the largest non-performing
loans (NPLs) were about 70% provisioned for at end-2018, Fitch sees
limited risk of further provisioning on these positions. However,
Fitch expects profitability to remain weak over the rating horizon
due to the constraint by the bank's weak capital position on the
ability to grow business volumes and core earnings. Turnover could
pick up if there is a significant improvement in the bank's capital
position.

UBAE's liquidity coverage ratio (LCR) remains sound and was
materially above minimum regulatory requirements at end-2018. The
bank's funding and liquidity profile benefits from the
self-liquidating nature of short-term trade-finance transactions
and a large pool of liquid assets, made up of cash and bank
placements, Italian government securities and central bank
reserves. UBAE's funding profile remains significantly reliant on
LFB and its affiliates, which accounted for nearly 80% of total
funding at end-2018. LFB funding has generally been stable over
time, and the ratings are based on its expectation that it will
continue to flow to the bank despite the turmoil affecting Libya.

SUPPORT RATING AND SUPPORT RATING FLOOR

The bank's '5' Support Rating reflects Fitch's view that the
likelihood of extraordinary support from UBAE's key shareholder
cannot be reliably assessed. The '5' Support Rating and the
assigned 'No Floor' Support Rating Floor also reflect Fitch's view
that support from the Italian authorities cannot be relied upon,
given that Italy has adopted resolution legislation that requires
senior creditors to participate in losses and also because of
UBAE's limited systemic importance

RATING SENSITIVITIES

IDRS AND VR

UBAE's ratings are likely to be downgraded if, contrary to Fitch's
expectation that underpins the Stable Outlook, the bank does not
manage to strengthen its capitalisation to comply with new capital
requirements. The ratings could also be downgraded if asset quality
or profitability weakens further or if the bank's funding and
liquidity profile deteriorates. The latter could be triggered by
unexpected withdrawals of LFB-related funding or material swings in
its levels.

Rating upside could come from a material capital increase
accompanied by an improvement of the bank's asset quality and
strengthening of business volumes that would allow the bank to
restore its profitability.

SUPPORT RATING AND SUPPORT RATING FLOOR

The Support Rating could be upgraded if Fitch judges that LFB is
able to provide extraordinary support to UBAE in case of need. This
would be contingent on a more stable regime in Libya while the
strategic importance of UBAE to LFB remains unchanged. Upward
revision of the Support Rating Floor would be contingent on a
positive change in the sovereign's propensity to support UBAE,
which is highly unlikely in its view.

The rating actions are as follows:

Banca UBAE

Long-Term IDR: downgraded to 'B+' from 'BB-'; Stable Outlook

Short-Term IDR: affirmed at 'B'

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

Support Rating: affirmed at '5'

Support Rating Floor: assigned at 'No Floor'

BRIGNOLE CO 2019-1: Moody's Assigns (P)B3 Rating to Class E Notes
-----------------------------------------------------------------
Moody's Investors Service assigned the following provisional
ratings to ABS Notes to be issued by Brignole CO 2019-1 S.r.l.:

EUR [ ] Class A Asset Backed Floating Rate Notes due July 2034,
Assigned (P)Aa3 (sf)

EUR [ ] Class B Asset Backed Floating Rate Notes due July 2034,
Assigned (P)Baa2 (sf)

EUR [ ] Class C Asset Backed Floating Rate Notes due July 2034,
Assigned (P)Ba2 (sf)

EUR [ ] Class D Asset Backed Floating Rate Notes due July 2034,
Assigned (P)B2 (sf)

EUR [ ] Class E Asset Backed Floating Rate Notes due July 2034,
Assigned (P)B3 (sf)

EUR [ ] Class X Asset Backed Floating Rate Notes due July 2034,
Assigned (P)Caa2 (sf)

Moody's has not assigned any ratings to the EUR [ ] Class F Asset
Backed Floating Rate Notes due July 2034.

RATINGS RATIONALE

The Notes are backed by a one-year revolving pool of Italian
unsecured consumer loans originated by Creditis Servizi Finanziari
SpA ("Creditis", unrated). This represents the first public
securitisation backed by consumer loans originated by this
originator.

The portfolio of consumer loans extended to individuals resident in
Italy consists of approximately EUR [323.41] million as of [July
2019] pool cut-off date. All loans pay fixed interest rates, are
fully amortising and must have paid a minimum of one scheduled
instalment prior to their sale to the portfolio.

The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.

According to Moody's, the transaction benefits from various credit
strengths such as: (i) the granular portfolio composition and good
geographical diversification; (ii) good historical performance data
with regards to defaults and arrears provided by the originator,
(iii) a non-amortising Cash Reserve equal to 2% of the aggregate of
Class A to Class E Notes balance which provides both liquidity and
principal loss coverage for Class A to Class E Notes and (iv) a
cash trapping mechanism from period 27. A sweep of collections
every two business days to the Issuer account partially mitigates
the commingling risk.

However, Moody's notes that the transaction features some credit
weaknesses such as: (i) a revolving period of 12 months, which
could lead to an asset quality drift; (ii) the weighted-average
portfolio yield floor of 6.90% during the revolving period, which
has been considered in the cash flow modelling of the transaction
and (iii) the fact that the servicer is unrated. Various mitigants
have been included in the transaction structure such as the back-up
servicer Zenith Service S.p.A. ("Zenith", unrated) that will step
in upon a servicer termination event, as well as a number of
performance triggers which will stop the revolving period if the
transaction performance worsens.

Interest Rate Risk Analysis: While all loans in the pool carry a
fixed interest rate, the rated notes carry a floating rate. To
partially mitigate this risk the Issuer has entered into a cap
agreement with Natixis (Aa3(cr)/P1(cr)) with a strike of 1.50%,
i.e. the cap counterparty will pay to the Issuer any positive
difference between the Euribor on the Notes and 1.50%.

MAIN MODEL ASSUMPTIONS

Moody's determined the portfolio lifetime expected defaults of
4.0%, expected recoveries of 15.0% and Aa3 portfolio credit
enhancement of 16.0% related to borrower receivables. The expected
defaults and recoveries capture its expectations of performance
considering the current economic outlook, while the PCE captures
the loss Moody's expects the portfolio to suffer in the event of a
severe recession scenario. Expected defaults and PCE are parameters
used by Moody's to calibrate its lognormal portfolio loss
distribution curve and to associate a probability with each
potential future loss scenario in the ABSROM cash flow model to
rate consumer ABS transactions.

Portfolio expected defaults of 4.0% are lower than the Italian
Consumer Loan ABS average and are based on Moody's assessment of
the lifetime expectation for the pool taking into account: (i) the
historical performance of the loan book of the originator; (ii)
benchmarking with other similar transactions; and (iii) the fact
that the transaction is revolving for 12 months and the portfolio
concentration limits during that period.

Portfolio expected recoveries of 15.0% are in line with the Italian
Consumer Loan ABS average and are based on Moody's assessment of
the lifetime expectation for the pool taking into account: (i) the
historical performance of the loan book of the originator; (ii)
benchmarking with other similar transactions; and (iii) the
unsecured nature of the consumer loans in Italy.

PCE of 16.0% is lower than the Italian Consumer Loan ABS average
and is based on Moody's assessment of the pool which is mainly
driven by: (i) evaluation of the underlying portfolio, complemented
by the historical performance information as provided by the
originator; (ii) the relative ranking to originator peers in the
Italian Consumer loan market; and (iii) the one-year revolving
period. The PCE level of 16.0% at the country ceiling of Aa3
results in an implied coefficient of variation of around 60.0%.

The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in March
2019.

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

Factors that would lead to a downgrade of the ratings include: (i)
increased counterparty risk leading to higher operational risk of
(a) servicing or cash management interruptions and (b) the risk of
increased cap counterparty linkage due to a downgrade of the cap
counterparty ratings; and (ii) economic conditions worse than
forecasted resulting in higher arrears and losses.

Factors that may cause an upgrade of the ratings of the notes
include significantly better than expected performance of the pool
together with an increase in credit enhancement of Notes.



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

PEARL MORTGAGE 1: Moody's Ups EUR13.7MM Class B Notes Rating to Ba1
-------------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes of
Notes and affirmed the ratings of one class of Notes in PEARL
Mortgage Backed Securities 1 B.V.:

EUR1000.0M Senior Class A Mortgage-Backed Floating Rate Notes due
2047, Affirmed Aaa (sf); previously on Jan 20, 2012 Upgraded to Aaa
(sf)

EUR64.0M Subordinated Class S Mortgage-Backed Floating Rate Notes
due 2047, Upgraded to Aa1 (sf); previously on Feb 13, 2015 Upgraded
to Aa3 (sf)

EUR13.7M Junior Class B Mortgage-Backed Floating Rate Notes due
2047, Upgraded to Ba1 (sf); previously on Feb 13, 2015 Confirmed at
Ba2 (sf)

PEARL Mortgage Backed Securities 1 B.V. closed in September 2006
and represents the first securitisation of Dutch residential
mortgage loans which all have the benefit of a "Nationale Hypotheek
Garantie" (NHG) guarantee originated by De Volksbank N.V. (at the
time called SNS Bank N.V.). The transaction was revolving until
September 2015, and has since been static. The assets supporting
the Notes, which currently amount to EUR 645.98 million (net of
savings deposits), are prime NHG-guaranteed mortgage loans secured
on residential properties located throughout The Netherlands.

RATINGS RATIONALE

The rating action is prompted by deal deleveraging resulting in an
increase in credit enhancement for the Class S Notes, as well as
reduced set-off exposure for loans with linked life insurance
policies. Moody's affirmed the ratings of the Notes that had
sufficient credit enhancement to maintain their current ratings

INCREASE IN AVAILABLE CREDIT ENHANCEMENT

Sequential amortization after the end of the revolving period in
September 2015 led to the increase in the credit enhancement
available in this transaction. The credit enhancement supporting
the Class S Notes increased to 2.12% from 1.35% as at the last
rating action in February 2015. The credit enhancement for the
junior Class B Notes consists mainly of the excess spread provided
by the swap.

Moody's also took into consideration reduced set-off exposure for
loans with linked life insurance policies.

KEY COLLATERAL ASSUMPTIONS

As part of the rating action, Moody's reassessed its lifetime loss
expectation for the portfolio reflecting the collateral performance
to date.

The performance of the transaction has continued to be stable since
the previous rating action, with 90 days plus arrears currently
standing at 0.29% of current pool balance. No losses have been
incurred on the pool to date.

Moody's maintained the expected loss assumption at 0.12% as a
percentage of original pool balance.

Moody's has also assessed loan-by-loan information as a part of its
detailed transaction review to determine the credit support
consistent with target rating levels and the volatility of future
losses. As a result, Moody's has maintained the MILAN CE assumption
at 3.50%.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
June 2019.

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

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

Factors or circumstances that could lead to an upgrade of the
ratings include: (1) performance of the underlying collateral that
is better than Moody's expected; (2) an increase in available
credit enhancement; and (3) improvements in the credit quality of
the transaction counterparties.

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



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

21 VEK: Put on Provisional Administration, License Revoked
----------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-1622, dated July
12, 2019, revoked the banking license of Saint Petersburg-based
Non-bank Credit Institution 21 VEK (limited liability company) or
NKO 21 VEK Ltd (Reg. No. 3309-K, further referred to as NKO 21
VEK).  The credit institution ranked 463rd by assets in the Russian
banking system.

The Bank of Russia took this decision in accordance with Clause 12,
Part 2, Article 20 of the Federal Law "On Banks and Banking
Activities" based on the facts that NKO 21 VEK:

   -- failed to increase capital to the minimum value established
by the Federal Law "On Banks and Banking Activities".

NKO 21 VEK have long experienced a business downturn.  The
management and owners of NKO 21 VEK failed to take effective
measures to increase its capital to the minimum value of 90 million
rubles as established by Article 11.2 of the Federal Law "On Banks
and Banking Activities" from July 1, 2019.

The Bank of Russia appointed a provisional administration to NKO 21
VEK for the period until the appointment of a receiver or a
liquidator.  In accordance with federal laws, the powers of the
credit institution's executive bodies were suspended.

NKO 21 VEK is not a member of the deposit insurance system.


ANTIPINSKY REFINERY: Former Owner Arrested in Moscow
----------------------------------------------------
Natalia Chumakova at Reuters reports that a former owner of the
debt-laden Antipinsky refinery, Russia's largest independent
oil-processing plant, was arrested in Moscow, his company said in a
statement on July 14.

New Stream said its head, Dmitry Mazurov, was arrested by the
Investigative Committee on July 13 at Moscow's Sheremetyevo airport
when he arrived back in Russia, Reuters relates.

It said Mr. Mazurov was a suspect in a criminal case, without
elaborating, Reuters notes.  New Stream formerly owned the
refinery, Reuters says.

Last month, SOCAR Energoresurs, a joint venture between Russia's
largest lender, Sberbank, and a group of investors, acquired an 80%
stake in the Antipinsky refinery, Reuters recounts.  Sberbank is
the plant's main creditor, Reuters states.

The plant, which has an annual capacity of 9 million tonnes, filed
for bankruptcy in May, weeks after a London court ordered its
assets to be frozen in response to a lawsuit from a trading house,
Reuters discloses.

According to court data showed there were RUR346.5 billion (US$5.5
billion) of claims against the refinery.


BANK SOYUZ: S&P Upgrades ICR to 'B+' on Improved Asset Quality
--------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Bank SOYUZ to 'B+' from 'B'. The outlook is stable.

At the same time, S&P affirmed its 'B' short-term issuer credit
rating on the bank.

S&P said, "We've seen a material improvement in the bank's asset
quality over the past two years, which we expect will be supported
by improved new-lending underwriting standards. The new management
team has made significant progress in cleaning the bank's balance
sheet since 2016, including the sale and partial repayment of the
largest problem exposures.

"As a result, problem loans (classified as Stage 3 under
International Financial Reporting Standards 9) decreased to about
10% of gross loans as at June 1, 2019, down from 19.7% at year-end
2017. We expect that the bank will be able to sustain Stage 3 loans
at 8%-10% of total loans in the next two years. However, we note
that it has growth plans that assume loan portfolio expansion at a
higher pace than the overall banking sector in Russia over the next
few years, which will test the quality of underwriting and risk
management.

"In addition, we positively view Bank SOYUZ's improved loan book
diversification over the past two years. The bank's exposure to its
top 20 borrowers decreased to about 26% of total gross loans as at
March 31, 2019, from about 33% at year-end 2017. We expect this
diversification to continue in line with the new growth strategy
focusing on the car-lending and factoring segments."

The bank has developed substantial expertise and improved its
infrastructure to support loan underwriting and disbursement in
these two segments. S&P also notes there are potential synergies
from closer cooperation with its parent Ingosstrakh Insurance Co.,
one of the largest players in Russia's motor insurance market. Bank
SOYUZ intends to benefit from cross-selling opportunities and
co-branded products and services developed together with
Ingosstrakh.

S&P said, "We expect that Bank SOYUZ will be able to sustain solid
capital buffers, despite certain pressure on the risk-adjusted
capital (RAC) ratio from planned loan portfolio expansion in
2020-2021. We forecast our RAC ratio will decline to 7.7%-7.9% over
the next 18 months from about 8.3% at year-end 2018. In addition,
we expect loan portfolio growth of about 20% per year, a net
interest margin of 5.1%-5.2%, and credit costs of about 1.5% over
the next two years. In our base-case scenario, we do not envisage
dividends or capital injections in the next two years.

"We expect Bank SOYUZ's funding base will remain stable in the next
12 months. We note that the bank's funding concentration is
relatively high, with the top 20 depositors accounting for about
83% of total corporate deposits and 42% of overall client funds, as
of March 31, 2019. Deposits from related parties and bank's
partners under common control with beneficiaries of Ingosstrakh
comprised about 75% of the corporate deposit base on the same date.
We believe, however, that this is partly offset by the bank's
long-standing relationships with clients, reducing the risk of a
sudden large withdrawal of client funds. Furthermore, we understand
that Ingosstrakh remains committed to providing funding to support
Bank SOYUZ's growth. Customer deposits constituted about 85% of the
funding base as of March 31, 2019, up from 75% at year-end 2016,
following an increase in both corporate and retail funds."

The bank has a comfortable liquidity position, with broad liquid
assets covering 4.4x of short-term wholesale funding at March 31,
2019. Net broad liquid assets covered 53% of short-term customer
deposits on the same date. Additionally, about 75% of the bank's
securities are liquid government securities. S&P anticipates that
the bank's liquidity cushion will likely decrease alongside
loan-book growth, but it will remain sufficient to meet its
liquidity needs in times of stress.

S&P said, "We continue to view Bank SOYUZ as a moderately strategic
subsidiary of Ingosstrakh. Therefore, we include one notch of
uplift into our long-term rating on the bank to reflect our
expectation of parental support if needed. We consider Bank SOYUZ
unlikely to be sold over the next 12-18 months and regard it as
important to Ingosstrakh's long-term strategy. Although the current
degree of integration and business cooperation between the two
entities is limited, there are plans to intensify the cooperation
between the insurance company and subsidiary bank.

"The outlook is stable because we believe that the bank's
creditworthiness will be maintained in the next 12 months,
supported by solid capital buffers and improving asset quality and
earnings generation.

"We could lower the rating in the next 12 months if we consider the
quality of new loans generated to be markedly lower than in our
base-case scenario, which will have a significant negative effect
on the overall asset quality, provisioning, and capital of the
bank. We could also downgrade the bank if aggressive new lending
growth increased the pressure on its capital base, with our RAC
ratio falling below 5%, or if the link between the bank and its
ultimate parent Ingosstrakh weakened, resulting in deterioration of
ongoing and potential extraordinary support. In addition, a
negative rating action could follow if we observed strain on the
bank's funding or liquidity profiles.

"We consider a positive rating action on Bank SOYUZ unlikely in the
next 12 months. This is because it would require the bank to have
increased strategic importance for its parent, or the substantial
strengthening of its RAC ratio to sustainably above 10%."

HALK BANK: S&P Withdraws 'B+/B' Global Scale Issuer Credit Ratings
------------------------------------------------------------------
S&P Global Ratings withdrew its 'B+/B' long- and short-term global
scale issuer credit ratings on Uzbekistan-based Halk Bank at the
bank's request. At the time of withdrawal, the outlook was stable.



NBCO PCC: Put on Provisional Administration, License Revoked
------------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-1624, dated July
12, 2019, revoked the banking license of Moscow-based Joint-stock
Company Non-banking Credit Organization Private Cash Center or JSC
NBCO PCC (Reg. No. 3420-K, further referred to as NBCO PCC).  The
credit institution ranked 464th by assets in the Russian banking
system.

The Bank of Russia took this decision in accordance with Clause 6,
Part 1 and Clause 12, Part 2, Article 20 of the Federal Law "On
Banks and Banking Activities", based on the facts that NBCO PCC:

   -- failed to increase capital to the minimum value established
by the Federal Law "On Banks and Banking Activities";

   -- violated federal banking laws and Bank of Russia regulations,
making the regulator repeatedly apply supervisory measures over the
last 12 months.

The management and owners of NBCO PCC failed to take effective
measures to increase its capital to the minimum value of 90 million
rubles as established by Article 11.2 of the Federal Law "On Banks
and Banking Activities" from July 1, 2019.

The Bank of Russia appointed a provisional administration to NBCO
PCC for the period until the appointment of a receiver or a
liquidator. In accordance with federal laws, the powers of the
credit institution's executive bodies were suspended.

NBCO PCC is not a member of the deposit insurance system.


NK BANK: Moody's Alters Outlook on B3 Deposit Ratings to Stable
---------------------------------------------------------------
Moody's Investors Service affirmed the B3/Not Prime long-term and
short-term local and foreign currency deposit ratings of NK Bank
and changed the outlook on the long-term deposit ratings to stable
from negative. Concurrently, Moody's affirmed the bank's b3
Baseline Credit Assessment (BCA) and adjusted BCA. Moody's also
affirmed NKB's B2(cr)/Not Prime(cr) long-term and short-term
Counterparty Risk Assessment (CR Assessment) and its B2/Not Prime
long-term and short-term local and foreign currency Counterparty
Risk Ratings.

RATINGS RATIONALE

The change in outlook on NKB's ratings reflects the improvement in
the bank's solvency metrics, in particular, its asset quality and
profitability, beyond the rating agency's expectations.

The problem lending (stage 3 loans) halved in absolute terms
following their sale and write-off through 2018. As a result, the
share of problem loans declined to 12.2% of gross loans at end-2018
from 25.9% a year before. Meanwhile the coverage of problem lending
by loan loss reserves improved to 131% at the end of 2018 from 90%
at the end of 2017.

In addition, the bank sold at a profit a material portfolio of
illiquid corporate shares for RUB2.1 billion, equivalent to 13.7%
of the bank's total assets at end-2017. The rating agency believes
that market risks for NKB dramatically decreased following the
disposal of these equities.

In 2018, the bank posted net income of RUB657million, a 10.3%
return on equity or 1.8% return on assets. The bottom line result
included a one-off RUB330 million gain from securities. Moody's
expects that the bank's profitability in the next 12-18 months will
remain good owing to modest expected credit costs, if any.

NKB's capital cushion in terms of tangible common equity (TCE)
improved to 36.4% of its risk-weighted assets (RWAs) at the end of
2018, up from 23.5% a year before, bolstered by its strong net
income. The rating agency expects that the bank's capital adequacy
will remain strong in the next 12-18 months amid moderate expected
RWA growth.

NKB fully relies on customer accounts (together with issued
promissory notes) for its funding, but has a high dependence on
individual depositors, with the twenty largest customers together
accounting for around 73% of the total customer funding base as of
end-2018. These structural weaknesses are outweighed by NKB's
liquidity buffer which exceeded 50% of total assets and covered
more than 70% of customer deposits as of June 1, 2019.

WHAT COULD MOVE THE RATINGS UP / DOWN

Moody's could upgrade NKB's BCA and long-term bank deposit ratings
in the next 12 to 18 months, if the bank's risk appetite were to
materially reduce in terms of single-name concentrations, and its
profitability grew in line with or above the rating agency's
expectations.

NKB's BCA and long-term deposit ratings could be downgraded, or the
outlook on its long-term bank deposit ratings might be revised to
negative from stable should the bank makes losses or there be a
material deterioration of NKB's asset quality metrics, if not
compensated by sufficient coverage of problem loans by loan loss
reserves and/or capital.

PRINCIPAL METHODOLOGY

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

FULL LIST OF ALL AFFECTED RATINGS

Issuer: NK Bank

Affirmations:

Adjusted Baseline Credit Assessment, Affirmed b3

Baseline Credit Assessment, Affirmed b3

Long-term Counterparty Risk Assessment, Affirmed B2(cr)

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

Long-term Counterparty Risk Rating, Affirmed B2

Short-term Counterparty Risk Rating, Affirmed NP

Long-term Bank Deposits, Affirmed B3, Outlook Changed To Stable
From Negative

Short-term Bank Deposits, Affirmed NP

Outlook Action:

Outlook Changed To Stable From Negative



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

EL CORTE: S&P Upgrades Long-Term ICR to 'BB+', Outlook Positive
---------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on El
Corte Ingles S.A. (ECI) to 'BB+' from 'BB' and its rating on ECI's
EUR690 million senior unsecured notes to 'BBB-' from 'BB+'.

Accelerated asset disposals and progress in reducing debt underline
ECI's commitment to a conservative financial policy. S&P said, "We
raised the ratings due to ECI's deleveraging in FY2018, which we
expect will continue over the period to FY2021. ECI's sound
operating performance, solid free operating cash flow (FOCF), and
proceeds from property disposals contributed to faster debt
reduction. With more than EUR300 million of asset disposals in
FY2018, the group reduced the S&P Global Ratings-adjusted debt to
EBITDA metric to 3.8x from 4.4x the previous year. This metric was
also at the low end of the 3.8x-4.3x range we projected in our
previous base case for FY2018. Pro forma about EUR190 million in
proceeds from asset sales since March 1, 2019, we calculate the
ratio at 3.6x in FY2018."

S&P said, "We think the group will continue to deleverage in the
next 12-24 months, with favorable macroeconomic conditions in Spain
supporting earnings growth and cash flows. At the same time, ECI
has announced it will use the proceeds of further opportunistic
sales of noncore assets predominantly for debt repayment. We
understand the company's financial policy is oriented toward
achieving reported net debt to EBITDA of 2.0x or lower, which
corresponds to adjusted debt to EBITDA of about 3.0x, on the back
of accelerated asset disposals.

"We believe ECI will sustain its sound operating performance. This
will be thanks to progress in efficiency measures, e-commerce
rollout, and revenue synergies from cross-selling retail and
financial services products. In FY2018, ECI saw earnings growth in
all its business divisions. Although its underlying revenue growth
was modest, at 1.1%, it reported an EBITDA margin of 6.8%, up from
6.7% the previous year, supported by traffic growth in stores and
online, and efficiency measures. Following negotiations with
suppliers and inventory management initiatives, it generated FOCF
of EUR317 million and discretionary cash flow of EUR178 million,
compared with up to EUR280 million and up to EUR150 million,
respectively, in our previous forecast.

"We believe Spain's solid economic outlook will support ECI's
operating performance in the next 12-24 months, as it adapts its
products and services to changing customer behaviors and continues
its digital transformation." For example, ECI is optimizing its
supply chain and logistics to reduce delivery times and integrating
its platforms with that of brands it distributes. It is also
entering digital partnerships, such as with Alibaba, to test new
payment solutions and better exploit the extensive customer
database. ECI will also continue to leverage on its high store
traffic and cross-selling opportunities between its retail, travel,
and insurance divisions as well as on its credit proposition.

Several factors might constrain deleveraging. ECI's dependence on
discretionary demand for most of its revenues, its lower
profitability than peers', and possible delays in asset disposals
could constrain deleveraging. In addition, ECI's limited geographic
diversity outside Spain curtails its resilience to economic cycles.
An unexpected slowdown of Spain's GDP growth could hamper the
group's earnings growth and cash flow generation.

ECI's retail margins are lower than those of other rated department
stores and fashion retailers, and this weighs on the group's
consolidated margins. Margins have been eroded by ECI's legacy cost
structure, the 2009-2013 financial crisis, and ongoing investments
in the omnichannel. Improving the operating efficiency of the
department stores is a primary focus of the group's near-term
transformation program. S&P remains mindful, however, that stiff
competition in the retail sector and ongoing investments in
e-commerce, necessary to maintain a competitive edge, will temper
growth in margins and cash flows. What's more, the timing and
proceeds from asset disposals remain dependent on the real estate
market and ECI's ability to execute these transactions.

The positive outlook indicates the possibility of an upgrade in the
next 12-24 months if ECI continues to pay down debt. S&P expects
this will be supported by positive trends in like-for-like sales, a
sustained improvement in profitability and cash generation,
accelerated asset disposals, and a strong commitment to debt
reduction.

S&P said, "We could raise the rating if adjusted debt to EBITDA
approached 3.0x and FFO to debt stayed at about 30%. We consider a
financial policy consistent with a strong commitment to sustaining
such improved financial metrics, including but not limited to asset
sales to reduce debt, as a prerequisite for a higher rating.

"If we upgrade ECI, we would equalize our rating on its senior
unsecured notes with the issuer credit rating, reflecting no major
subordination risk.

"We could revise the outlook to stable if we saw signs that ECI's
adjusted debt to EBITDA would remain well above 3.0x and FFO to
debt below 30% in the next 12-24 months, in the absence of a strong
commitment to deleveraging."

This could happen if ECI's operating performance and cash flow
generation fell short of our base case, weakening its financial
metrics, while the proceeds or pace of asset sales were
insufficient to support debt reduction. This could stem from softer
economic conditions leading to a decline in real estate prices or
consumer spending on discretionary goods, intense online and
offline competition affecting top-line growth, setbacks, or cost
overruns related to the group's transformation plan.

TDA 24: Fitch Affirms C Rating on Series D Debt
-----------------------------------------------
Fitch Ratings has upgraded three tranches and affirmed seven
tranches of three Spanish RMBS transactions. The Outlooks are
Stable except for one tranche that has been revised to Negative.

The transactions comprise Spanish residential mortgages serviced by
Caixabank, S.A. (BBB+/Stable/F2) and Caja Castilla La Mancha for
TDA 24, Banco de Sabadell S.A. (BBB/Stable/F3) and Banca March for
TDA 29 and only Banca March for TDA 30.

TDA 24, FTA
   
Series A1 ES0377952009; LT BB+sf Affirmed; previously at BB+sf
Series A2 ES0377952017; LT BBsf Affirmed;  previously at BBsf
Series B ES0377952025;  LT CCsf Affirmed;  previously at CCsf
Series C ES0377952033;  LT CCsf Affirmed;  previously at CCsf
Series D ES0377952041;  LT Csf Affirmed;   previously at Csf

TDA 29, FTA
   
Class A2 ES0377931011; LT A+sf Affirmed;  previously at A+sf
Class B ES0377931029;  LT BBB+sf Upgrade; previously at BBBsf
Class C ES0377931037;  LT BB-sf Upgrade;  previously at Bsf
Class D ES0377931045;  LT CCCsf Upgrade;  previously at CCsf

TDA 30, FTA
   
Series A ES0377844008; LT AAsf Affirmed; previously at AAsf

KEY RATING DRIVERS

Mixed Asset Performance

TDA 29 and 30 continue to show sound asset performance with
three-month plus arrears (excluding defaults) as a percentage of
current portfolio balance lower than 0.5% as of the latest
reporting date. Fitch expects performance to remain stable due to
the seasoning of more than 12 years of the mortgage portfolios, a
prevailing low interest rate environment and a benign Spanish
macroeconomic outlook. The stable asset outlook is reflected in the
affirmations and the upgrade of TDA 29's mezzanine and junior note
ratings.

TDA 24 continues to show weak performance with gross cumulative
defaults as a percentage of initial portfolio balance at 8.9% as of
the latest reporting date. Loans originated by Credifimo contribute
to the majority of loan defaults as well as to the weak recoveries
realised to date. The affirmation of the class A1 notes reflects
the prevailing sequential amortisation of liabilities and the
probability of full repayment in the short- to medium-term.

The increasing trend of the principal deficiency ledgers and the
very limited recoveries observed on gross cumulative defaults of
around 15% in TDA 24 is reflected in the revision of the Outlook on
the class A2 notes to Negative and the deep sub-investment-grade
ratings of 'CCsf' and 'Csf'on the class B to D notes.

No Credit to TDA 30 Swap

Fitch has not given credit to the interest rate swap arrangement in
TDA 30, as the ratings of current hedging provider Banco Santander
SA (A-/F2) are not in line with the contractually defined
applicable minimum eligibility triggers of 'A' and 'F1', and
transaction parties have confirmed no restructuring or remedial
actions will be implemented.

Payment Interruption Risk Caps TDA 29

Fitch views TDA 29 as being exposed to payment interruption risk in
the event of servicer disruption as the available liquidity sources
remain insufficient to fully cover stressed senior fees, net swap
payments and stressed note interests during the three-month period
envisaged for an alternative servicer to be appointed. As a result,
Fitch has capped the notes' rating at 'A+sf' unless payment
interruption risk is sufficiently mitigated in accordance with
Fitch's Structure Finance and Covered Bonds Counterparty Criteria.
Although Banca March as one of the collection account banks is not
rated by Fitch, the rating cap of 'A+sf' factors in the established
retail franchise of Banca March, the availability of bank ratings
by other internationally recognised agencies, and robust banking
sector supervision in Spain.

RATING SENSITIVITIES

Deterioration in asset performance may result from economic
factors. A corresponding increase in new defaults and associated
pressure on excess spread and the reserve funds, beyond those
captured in Fitch's analysis, could result in negative rating
action. Furthermore, an abrupt shift of interest rates might
jeopardise the underlying borrowers' affordability.

For TDA 29, so long as payment interruption risk is not fully
mitigated, the maximum achievable rating of the notes will remain
capped at 'A+sf'.



===========
T U R K E Y
===========

ARAP TURK: Fitch Alters Outlook on B+ LongTerm IDRs to Negative
---------------------------------------------------------------
Fitch Ratings has revised the Outlooks on Arap Turk Bankasi A.S.'s
Long-Term Foreign- and Local-Currency Issuer Default Ratings to
Negative from Stable and affirmed the IDRs at 'B+'.

The Negative Outlook reflects the potential for the weaker Turkish
and Libyan operating environments to place greater pressure on the
bank's financial metrics than already observed. It also reflects
the potential for the bank's funding and liquidity to come under
pressure if shareholder-related funding was not available on an
ordinary basis or the bank was unable to source new, stable funding
facilities.

KEY RATING DRIVERS

IDRS, VIABILITY RATING (VR) AND NATIONAL RATING

ATB's ratings are driven by its standalone creditworthiness, as
reflected by its VR. The VR reflects ATB's limited franchise within
the Turkish banking sector, its focus on the niche business of
providing short-term trade finance in the higher-risk Middle East
and North Africa region and high credit concentrations on- and off
balance sheet.

ATB's ratings also capture the risks of operating in the volatile
Turkish market where the majority of its business is concentrated,
which heightens risks to asset quality, profitability and
capitalisation. The Turkish operating environment deteriorated
significantly in 2018, as evidenced by the lira depreciation (down
28% in 2018 and 7% YTD in 2019) and volatility, a high
local-currency interest rate environment (which heightens pressure
on margins, asset quality, capitalisation and liquidity) and a weak
growth outlook (2019: GDP of -1.1% forecast). However, these risks
are mitigated to some extent by the fact that many of ATB's
borrowers are larger Turkish corporates with diversified
operations, while exposures - mainly comprising trade finance and
working capital loans - are also largely short term.

Transactions with Libya, although a higher risk country, have
performed well over time. These mainly include letters of
guarantees and export letters of credit. A high proportion of these
are mitigated by counter-guarantees from large Turkish banks and
corporates.

The non-performing loans (NPL) ratio deteriorated to 5.7% in 1Q19
(end-2018: 3.8%), reflecting a rise in NPLs in absolute terms due
to the heightened currency and interest rate volatility, although
it was also inflated by the loan book contraction. The main risks
to asset quality are from a high share of foreign currency loans,
and high borrower and geographic concentration in volatile
economies.

Deposits from ATB's majority shareholder, Libyan Foreign Bank
(LFB), and affiliated entities represented 37% of ATB's non-equity
funding at end-1Q19. The volume of related-party funding, which had
been stable and which Fitch viewed as a rating strength given its
relatively low cost, dropped materially in 1Q19 as deposits
provided by LFB were withdrawn and only partly replaced with
deposits from another LFB Group entity. ATB's funding strategy and
ability to access parent funding has become more uncertain in its
view, and if the bank needs to replace funding from related
parties, its profitability is likely to suffer. Other funding
sources include bank deposits (14%), customer deposits (24%) and
loans (25%).

ATB's capital ratios (Fitch Core Capital (FCC)/risk-weighted
assets: 19.6% at end 1Q19) compare well with other small Turkish
banks and reasonably with trade finance peers. However, capital is
small in absolute terms (end-March 2019: TRY935 million),
especially when considering the bank's high credit concentrations.
Capital adequacy ratios are also highly sensitive to an increase in
foreign currency risk-weighted assets stemming from depreciation of
the Turkish lira, given the large proportion of foreign currency
assets on the balance sheet (78% at end-1Q19, mainly in euros and
US dollars).

Profitability ratios compare well with trade finance bank peers,
despite heightened risks in the Turkish operating environment
(return on equity: 24% in 1Q19). Margins have improved given
Turkish lira high interest rates (net interest margin: 7.6% in
1Q19). Integration with LFB group banks and a small branch network
help keep cost efficiency stable (cost/income: 35% in 1Q19).

The affirmation of ATB's 'A(tur)' National Long-Term Rating
reflects Fitch's view that the bank's credit profile relative to
others financial institutions in the Turkish market has not
changed.

SUPPORT RATING AND SUPPORT RATING FLOOR

The bank's '5' Support Rating reflects Fitch's view that the
likelihood of extraordinary support from ATB's key shareholder
cannot be reliably assessed. The '5' Support Rating and the
assigned 'No Floor' Support Rating Floor also reflect Fitch's view
that support from the Turkish authorities cannot be relied upon,
given ATB's limited systemic importance.

RATING SENSITIVITIES

IDRS, VR AND NATIONAL RATING

The bank's IDRs and National Rating are sensitive to a change in
the VR. The bank's VR could be downgraded in case of a material
weakening of the Turkish environment resulting in a deterioration
of its financial metrics. The VR could also come under pressure if
ATB's strategic importance to LFB is reduced through a substantial
loss or withdrawal of funding or business, prompting a significant
change in business model.

Upside for the ratings is limited given the bank's small size,
niche franchise, high reliance on parent funding, and exposure to
Libyan and Turkish operating environment risks. Upside would also
require a material improvement in the Turkish operating environment
and in funding diversification.

SUPPORT RATING AND SUPPORT RATING FLOOR

The Support Rating could be upgraded if Fitch judges that LFB is
able to provide extraordinary support to ATB in case of need. This
would be contingent on a more stable regime in Libya while
maintaining the strategic importance of ATB to LFB. Upward revision
of the Support Rating Floor would be contingent on a significant
increase in ATB's systemic importance and is unlikely, in its
view.

The rating actions are as follows:

  Long-Term Foreign- and Local-Currency IDRs affirmed at 'B+';
  Outlook revised to Negative from Stable

  Short-Term Foreign- and Local-Currency IDRs affirmed at 'B'

  Viability Rating affirmed at 'b+'

  Support Rating affirmed at '5'

  Support Rating Floor: assigned at 'No Floor'

  National Long-Term Rating affirmed at 'A(tur)'; Stable Outlook



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

CANTERBURY FINANCE 1: Fitch Rates Class E and Class F Notes 'BBsf'
-------------------------------------------------------------------
Fitch Ratings has assigned Canterbury Finance No.1 Plc's notes
final ratings as follows:

Class A1: 'AAAsf'; Outlook Stable

Class A2: 'AAAsf'; Outlook Stable

Class B: 'AAsf'; Outlook Stable

Class C: 'Asf'; Outlook Stable

Class D: 'BBBsf'; Outlook Stable

Class E: 'BBsf'; Outlook Stable

Class F: 'BBsf'; Outlook Stable

Class X: 'B+sf'; Outlook Stable

This transaction is a static securitisation of buy-to-let (BTL)
mortgages that were originated by OneSavings Bank PLC (OSB),
trading under its Kent Reliance brand, in England and Wales.

The class X note has been assigned a higher rating than its
expected rating of 'B(EXP)sf'. This is due to the improved
economics of the transaction on pricing compared with the
information provided to Fitch at the time of assigning expected
ratings.

KEY RATING DRIVERS

Positively Selected Pool

The pool consists of UK BTL mortgage loans advanced to borrowers
with no adverse credit history, full rental income verification and
a full property valuation, and under a robust lending policy. The
pool is positively selected from the post-2017 origination of the
Kent Reliance brand. Fitch used its prime foreclosure frequency
(FF) matrix.

Borrower Affordability

The majority of the pool contains loans advanced with an initial
fixed period reverting to OSB's standard variable rate (SVR) at the
end of the fixed-rate period. OSB's SVR is higher than peers'.
Fitch's interest coverage ratio (ICR) calculation assesses the
post-reversion interest payments using a stressed Libor plus a
stabilised margin based on OSB's SVR. This pool has a lower
calculated ICR of 89.9% than other BTL transactions due to the
higher SVR.

There is a high concentration of loans in Fitch's highest ICR
bucket, resulting in limited ICR discrimination. Fitch applied an
upward lender adjustment of 1.2x to account for this risk, which
could not be mitigated by the availability of extensive historical
performance data.

Fixed Hedging Schedule

The issuer entered into a swap at closing to mitigate the interest
rate risk arising from the fixed-rate mortgages in the pool. The
swap features a defined notional balance that was derived to
reflect the interest rate reset dates of the mortgage portfolio.

Product Switches

If the originator agrees to a product switch on underlying loans,
for example at the end of the fixed-rate period, then such loans
must be repurchased from the issuer.

CANTERBURY FINANCE 1: Moody's Rates GBP12.5MM Class E Notes B2(sf)
------------------------------------------------------------------
Moody's Investors Service assigned definitive long-term credit
ratings to Notes issued by Canterbury Finance No.1 PLC:

GBP200.03 million Class A1 Mortgage Backed Floating Rate Notes due
May 2056, Definitive Rating Assigned Aaa (sf)

GBP222.53 million Class A2 Mortgage Backed Floating Rate Notes due
May 2056, Definitive Rating Assigned Aaa (sf)

GBP22.50 million Class B Mortgage Backed Floating Rate Notes due
May 2056, Definitive Rating Assigned Aa1 (sf)

GBP22.50 million Class C Mortgage Backed Floating Rate Notes due
May 2056, Definitive Rating Assigned A1 (sf)

GBP12.50 million Class D Mortgage Backed Floating Rate Notes due
May 2056, Definitive Rating Assigned Baa3 (sf)

GBP12.50 million Class E Mortgage Backed Floating Rate Notes due
May 2056, Definitive Rating Assigned B2 (sf)

GBP7.512 million Class F Mortgage Backed Notes due May 2056,
Definitive Rating Assigned Ca (sf)

GBP15.00 million Class X Mortgage Backed Floating Rate Notes due
May 2056, Definitive Rating Assigned Ca (sf)

This is the first securitisation that Moody's has rated from
OneSavings Bank PLC. The portfolio consists of UK first lien
Buy-to-Let mortgage loans originated by OSB under the Kent Reliance
brand. As of the cut-off date on May 31, 2019, the portfolio
consisted of loans secured by mortgages on residential properties
located in the UK extended to 1,804 borrowers, with the current
pool balance approximately GBP500.1 million.

RATINGS RATIONALE

Portfolio expected loss of 2.0%. This is in line with the UK
Buy-to-Let sector average and is based on Moody's assessment of the
lifetime loss expectation taking into account: (i) historical data
available; (ii) around 95.3% of the pool being IO loans; (iii)
borrower concentration in the pool; (iv) benchmarking with other UK
Buy-to-Let transactions; and (v) lower interest coverage ratio
compared to similar UK Buy-to-Let transactions.

MILAN CE of 13.0%. This is in line with the UK Buy-to-Let sector
average and follows Moody's assessment of the loan-by-loan
information, taking into account the historical performance of
Moody's Buy-to-Let Overall trend, comparable originators'
historical information and the pool composition including: (i) the
weighted average current LTV for the pool of 70.5%, which is in
line with comparable transactions; (ii) the fact that around 95.3%
of the pool are IO loans; (iii) borrower concentration in the pool;
and (iv) benchmarking with similar UK Buy-to-Let transactions.

At closing, a non-amortising General Reserve Fund of 1.5% of the
Class A to F Notes has been established to provide credit
enhancement and liquidity support. On each interest payment date,
the General Reserve Fund will be replenished to 1.5% with revenue
receipts to the extent available. If the General Reserve Fund
balance at any interest payment date falls below 1.25% of the Class
A to F outstanding balance, a build-up of an additional Liquidity
Reserve will be triggered. The Liquidity Reserve Fund will be sized
at 1.5% of Class A and Class B Notes, and will cover interest
shortfalls on senior expenses and on the Class A and Class B Notes
interest (subject to PDL triggers).

Additionally, product switches and further advances lead to a
repurchase obligation by the seller.

Operational Risk Analysis: OSB acts as the servicer and originator
in the transaction. At closing, Citibank, N.A., London Branch
(Aa3/(P)P-1/Aa3(cr)/P-1(cr)) is appointed as the independent cash
manager for the transaction. In order to mitigate the operational
risk, there is CSC Capital Markets UK Limited (not rated) acting as
the back-up servicer facilitator to undertake the search for a
suitable backup servicer in case the original servicer is
terminated from its role.

Payment continuity during a servicing interruption, is assisted by
the transaction documents incorporating estimation language,
whereby the cash manager can use the three most recent servicer
reports to determine the cash allocation in case no servicer report
is available. The transaction also benefits from the equivalent of
6 months of liquidity. This amount of liquidity is in line with the
UK RMBS sector.

Note coupons linked to SONIA: This transaction uses Sterling
Overnight Index Average ("SONIA") as a reference rate for the Note
coupons rather than sterling LIBOR, which is more typically
referenced in UK RMBS. On each monthly interest payment date, the
coupon on the Notes is calculated by compounding the daily SONIA
rate for the calculation period.

Interest Rate Risk Analysis: At closing, 86.1% of the pool is
comprised of fixed-rate loans, which will revert to OneSavings Bank
PLC's discretionary SVR rate. The fixed-floating risk between the
fixed-rate loans and the Compounded SONIA due under the Notes is
hedged via an interest rate swap with Lloyds Bank Corporate Markets
plc (A1/P-1/A1(cr)/P-1(cr)). The swap notional follows a scheduled
amortization under a 2.0% constant prepayment rate ("CPR")
assumption. As the realized prepayment rate of the loans could
differ from the CPR used to calculate the swap amortization, the
transaction is exposed to potential under or overhedging. In its
analysis, Moody's has tested the structure under various CPR
assumptions. Given the issuer pays the fixed leg, the swap
structure can lead to a yield compression when the floating rate
received is below the fixed rate. This yield compression increases
further when the pool balance amortises faster than the swap
notional.

The assignment of definitive ratings also considers the correction
to a model input used in the provisional ratings analysis. The
asset yield assumption was overstated and hence the correction has
a negative impact. However, this was offset by a number of positive
changes to the issuer's costs in the final transaction structure
resulting in no change between the provisional and definitive
ratings assigned.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
June 2019.

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

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

Significantly, different loss assumptions compared with its
expectations at close, due to either a change in economic
conditions from its central scenario forecast or idiosyncratic
performance factors would lead to rating actions. For instance,
should economic conditions be worse than forecast, the higher
defaults and loss severities resulting from a greater unemployment,
worsening household affordability and a weaker housing market could
result in a downgrade of the ratings. Deleveraging of the capital
structure or conversely a deterioration in the Notes available
credit enhancement could result in an upgrade or a downgrade of the
ratings, respectively.

MCLAREN GROUP: S&P Assigns 'B' Issue Rating to $100MM Tap Issuance
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue rating to McLaren Group
Ltd.'s (B/Negative/--) private placement $100 million tap issuance.
The tap has the same terms as McLaren's 5.75% $250 million senior
secured notes due 2022, issued in April 2017, but will be issued as
a separate tranche. McLaren has also taken out a short-term
revolving credit facility (RCF) provided by the existing banking
group, which will mature on Dec. 31, 2019. S&P also notes that
McLaren has upsized its super senior RCF by GBP20 million to a
total committed size of GBP130 million.

McLaren will use the cash from the tap issuance for general
corporate purposes, including to provide further flexibility for
its vehicle launch programs over the next two years in line with
its "Track 25" business plan, and for the repayment of drawings
under the existing GBP130 million super senior RCF, and to bolster
general liquidity.

The tap issuance will allow McLaren to continue to invest heavily
in order to boost production and meet a robust order book of 1,855
units, with the Ultimate series sold out and Super series orders
taken up to the third quarter of 2019. An improved liquidity
position should also help McLaren to better finance the
significantly negative free operating cash flow of about GBP60
million-GBP80 million that we expect in the current fiscal year
ending Dec. 31, 2019, and to address potential risks that could
arise from a no-deal Brexit or new U.S. import tariffs. The
improvement in liquidity more than offsets the related increase in
interest costs and higher gross indebtedness, in S&P's view.

The $25 million additional short-term RCF is in effect super senior
to the current RCF because it matures before the super senior RCF
and because the additional RCF has to be repaid first and repaid
immediately if equity is raised. S&P does not incorporate the
additional RCF into its recovery waterfall because the facility is
unlikely to be drawn and matures at year-end 2019.

The recovery rating on the existing GBP370 million and $350 million
senior secured notes (including the $100 million tap issuance)
remains unchanged at '3'. However, S&P estimates that the recovery
prospects have declined to 50% from 60% previously, reflecting the
higher amount of outstanding debt in its hypothetical default
scenario.

Key analytical factors

-- The GBP130 million super senior RCF has an issue rating of
'BB-' and a recovery rating of '1'. This reflects S&P's
expectations of very high recovery (90%-100%; rounded estimate:
95%) in the event of a payment default, and the RCF's super senior
status in the structure.

-- The existing GBP370 million and $350 million senior secured
notes have an issue rating of 'B' and a recovery rating of '3'. S&P
said, "This reflects our expectations of meaningful recovery
(50%-70%; rounded estimate: 50%) in the event of a default. The
recovery rating on the notes reflects our view of the notes'
comprehensive security and guarantee package. That said, we view
the existence of the GBP130 million super senior RCF as a
constraining factor."

-- The documentation includes a minimum guarantor coverage test
(85% for EBITDA and assets), as well as customary clauses,
including negative pledge and incurrence covenants. The
documentation also has a springing consolidated net leverage ratio
covenant that will be tested quarterly when the RCF is at least 35%
drawn.

-- In S&P's hypothetical default scenario, it assumes that
declining revenue and EBITDA would undermine the company's ability
to service its debt obligations.

-- S&P values the business as a going concern due to McLaren's
strong brand name and market position.

Simulated default assumptions

-- Year of default: 2022
-- Jurisdiction: U.K.

Simplified waterfall

-- Emergence EBITDA: GBP96.4 million
    --Maintenance capital expenditure assumed at 4% of revenues
    --Cyclical adjustment of 15%, which is standard for the
automotive sector
-- Multiple: 5x
-- Gross recovery value: GBP481.8 million
-- Net recovery value for waterfall after admin. expenses (5%):
GBP457.7 million
-- Super senior RCF: GBP130 million (1) (2)
-- Recovery range: 90%-100% (rounded estimate: 95%)
-- Recovery value available for secured debtholders: GBP342.8
million
-- Senior secured claims: GBP667.3 million (1)
-- Recovery range: 50%-70% (rounded estimate: 50%)

(1) All debt amounts include six months' prepetition interest.
(2) RCF is assumed to be 85% drawn at default.

MCLAREN HOLDINGS: Moody's Downgrades CFR to B3, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
McLaren Holdings Limited to B3 from B2 and the probability of
default rating of the company to B3-PD from B2-PD. Concurrently,
Moody's has downgraded the existing instrument ratings on the
senior secured notes to B3 from B2 and assigned a B3 instrument
rating to the new $100 million senior secured notes, all at McLaren
Finance PLC. The outlook is stable.

RATINGS RATIONALE

The rating actions reflect the increase in debt from the new $100
million senior secured notes and $50 million additional bank
facilities, which makes it unlikely in Moody's view that the
company will achieve a Moody's-adjusted debt/EBITDA below 6.0x in
the next 24 months notwithstanding a solid growth trajectory,
improving profitability and some cost reduction plans in the Racing
division.

In Moody's view, the additional debt raises the hurdle to achieve a
leverage more commensurate with a higher rating. Notwithstanding a
positive trajectory, leverage is likely to remain above 6.0x for
2019, 2020 and possibly 2021 with the additional debt in the
capital structure.

While the company should continue to generate meaningful
improvements in profitability in 2019 and 2020 on the back of 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, notwithstanding some cost
reduction plans.

Moody's recognizes that Racing losses are partly the result of
choices made such as the change in engine. These losses are likely
to reduce as the company implements cost reductions ahead of the
pending plans to introduce a cost cap in Formula One. However,
there remains uncertainty as to whether the company will achieve a
leverage below 6.0x by 2021 based on the pace of reducing Racing
losses, investment plans at the time and overall demand evolution.
Accordingly, Moody's views the ratings as more appropriately
positioned at B3.

The new senior secured notes have the same terms as the existing
rated debt and are accordingly rated at the same level at B3. This
is also in line with the CFR given that the rated instruments
represent the largest part of the debt capital structure. They
benefit from a comprehensive guarantee and security package, but
rank behind the combined ca. GBP130 million of super senior RCF and
ancillary facilities.

The ratings continue 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.

From a liquidity profile perspective the additional notes are
supportive in light of the significant investment plans announced
through its Track25 plan for the Automotive business with GBP1.2
billion of investment from mid-2018 until 2025. Accordingly,
Moody's considers McLaren's liquidity as adequate. As of March 2019
pro-forma for the new debt, the company had GBP109 million of cash
and GBP117 million available under the ca. GBP130 million super
senior revolving credit facility (RCF) and ancillary facilities due
2022. 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, $250 million and new $100 million of senior secured notes
that are due in 2022. The company also has, as of December 2018,
GBP109 million of uncommitted trade financing outstanding (2017:
GBP44.8 million).

RATING OUTLOOK

The stable outlook reflects the balance between relatively high
leverage but also the expectation of continued progress in terms of
growth and profitability improvements as well as the improved
liquidity following the notes issuance.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's-adjusted debt/EBITDA below 6.0x and a sustainably positive
free cash flow could result in positive pressure on the rating.
Conversely, negative pressure on the rating could increase from a
lack of growth and profitability improvements, Moody's-adjusted
leverage staying above 7.0x, 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.

PRINCIPAL METHODOLOGY

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

LIST OF AFFECTED RATINGS

Downgrades:

Issuer: McLaren Holdings Limited

Corporate Family Rating, Downgraded to B3 from B2

Probability of Default Rating, Downgraded to B3-PD from B2-PD

Issuer: McLaren Finance PLC

Backed Senior Secured Regular Bond/Debenture, Downgraded to B3 from
B2

Assignments:

Issuer: McLaren Finance PLC

Backed Senior Secured Regular Bond/Debenture, Assigned B3

Outlook Actions:

Issuer: McLaren Holdings Limited

Outlook, Changed To Stable From Negative

Issuer: McLaren Finance PLC

Outlook, Changed To Stable From Negative

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.


SPORTS DIRECT: Delays Results Due to House of Fraser Woes
---------------------------------------------------------
BBC News reports that Mike Ashley's Sport Direct has delayed its
results, citing uncertainty about trading its House of Fraser
chain.

According to BBC, the company, whose results were due on July 11,
added the delay was also due to its auditor, Grant Thornton, facing
increased scrutiny of its work for Sports Direct.

Sports Direct also indicated that it may not achieve its profits
forecast, BBC notes.

The firm's results will now be released between July 26 and August
23, BBC discloses.

In December, when Sports Direct published its half-year results, it
said that, excluding House of Fraser, operating profits were
expected to grow by between 5% and 15%, BBC recounts.

But in its latest update, the company, as cited by BBC, said:
"There are a number of key areas to conclude on which could
materially affect the guidance given in Sports Direct announcement
of December 13".

Around that time, Mr. Ashley had described trading as "unbelievably
bad".

"House of Fraser is clearly in a degree of disarray, it would
appear that the finance department is under-staffed to cope with
the array of acquisitions, and we are also concerned about the
direction of the core business," BBC quotes the Peel Hunt analysts
as saying.

Independent retail analyst Nick Bubb described the announcement
from Sports Direct about the delay to its results as "devastating",
BBC relays.

According to BBC, Mr. Bubb said, "The company hasn't updated the
City since its interims in December and House of Fraser is clearly
a disaster area, so this is a serious situation."

As well as citing the "complexities of integration into the company
of House of Fraser", as one the factors behind the delay to its
results, Sports Direct also pointed to "increased regulatory
scrutiny of auditors", BBC notes.


THOMAS COOK: In Advanced Takeover Discussions with Fosun
--------------------------------------------------------
Michael O'Dwyer at The Telegraph reports that Thomas Cook
shareholders face being wiped out after the travel firm said it was
in "advanced discussions" with lenders and its largest shareholder
on a plan to inject GBP750 million and hand control of its tour
operator business to Fosun.

According to The Telegraph, the proposed deal would see banks and
bondholders take a majority stake in Thomas Cook's airline and a
minority stake in the tour operator unit as part of a
debt-for-equity swap.

Fosun, which owns 18% of Thomas Cook as well as holiday company
Club Med and Wolverhampton Wanderers FC, will hold a "significant
minority stake" in the airline if the deal goes ahead, The
Telegraph discloses.  As a non-EU investor, Fosun is barred from
holding more than half of the shares in the airline, The Telegraph
notes.



THOMAS COOK: S&P Lowers ICR to 'CC' on Proposed Debt Restructuring
------------------------------------------------------------------
S&P Global Ratings lowered to 'CC' from 'CCC+' its issuer credit
and issue-level ratings on U.K.-based tour operator Thomas Cook
Group PLC.

S&P downgraded Thomas Cook because it has announced that it is in
advanced discussions with its largest shareholder, Fosun Tourism
Group, and its main debtholders to recapitalize the group.

The proposed transaction would give it GBP750 million in new money,
including a capital injection and new debt facilities. It would
also convert into equity the company's senior unsecured debt (about
GBP1.65 billion), and replace the GBP300 million secured bank
facility. In S&P's view, this offer implies that the unsecured
debtholders will receive less value than the original securities
promised, which is tantamount to default under its criteria.

The scheme is subject to an agreement between the company's
stakeholders. However, S&P considers it likely to be implemented,
given that a reduction in debt is needed to secure the future of
Thomas Cook. Reduced debt would allow for necessary investments in
the business and enable the company to maintain its relationships
with trade creditors.

The negative outlook indicates that S&P will lower the rating to
'D' (default) upon completion of the proposed recapitalization.
Following the transaction, S&P will review the ratings based on the
company's revised capital structure.

TOWER BRIDGE 4: Moody's Assigns B2 Rating on GBP7MM Class F Notes
-----------------------------------------------------------------
Moody's Investors Service assigned definitive long-term credit
ratings to the following classes of Notes issued by Tower Bridge
Funding No. 4 plc:

GBP412.50 million Class A Mortgage Backed Floating Rate Notes due
December 2062, Definitive Rating Assigned Aaa (sf)

GBP27.25 million Class B Mortgage Backed Floating Rate Notes due
December 2062, Definitive Rating Assigned Aa2 (sf)

GBP21.50 million Class C Mortgage Backed Floating Rate Notes due
December 2062, Definitive Rating Assigned A2 (sf)

GBP13.25 million Class D Mortgage Backed Floating Rate Notes due
December 2062, Definitive Rating Assigned Baa3 (sf)

GBP8.00 million Class E Mortgage Backed Floating Rate Notes due
December 2062, Definitive Rating Assigned Ba2 (sf)

GBP7.00 million Class F Mortgage Backed Floating Rate Notes due
December 2062, Definitive Rating Assigned B2 (sf)

Moody's has not assigned ratings to the GBP 10.50M Class G Mortgage
Backed Floating Rate Notes due December 2062, nor to the GBP 12.50M
Class X Floating Rate Notes due December 2062, and nor to the GBP
10.00M Class Z Notes due December 2062.

This transaction represents the fourth securitisation transaction
that is backed by buy-to-let mortgage loans and non-conforming
loans originated by Belmont Green Finance Limited ("Belmont Green",
not rated). This is the first transaction by Belmont Green where
the notes reference SONIA.

The portfolio consists of 1,986 loans, secured by first ranking
mortgages on properties located in the UK, of which 74.3% are buy
to let and 25.7% are owner occupied. The current pool balance was
approximately GBP 369.1 million as of the June 30, 2019 cut-off
date. The seller can sell up to GBP 130.9 million of additional
loans into the transaction until and including the first interest
payment date, subject to certain eligibility conditions on the
additional loan portfolio.

RATINGS RATIONALE

The ratings take into account the credit quality of the underlying
mortgage loan pool, from which Moody's determined the MILAN Credit
Enhancement and the portfolio expected loss, as well as the
transaction structure and legal considerations. The expected
portfolio loss of 5.0% and the MILAN required Credit Enhancement
("MILAN CE") of 21.0% serve as input parameters for Moody's cash
flow- and tranching model.

The expected loss is 5.0%, which is in line with other recent UK
non-conforming transactions and takes into account: (i) that a
proportion of the portfolio has some adverse credit; (ii) the
relatively high number of buy-to-let loans (74.3%) and
interest-only loans (73.3%), which Moody's deems riskier than owner
occupied and repayment loans; (iii) the weighted average current
LTV of 71.3%; (iv) the lack of historical performance data from the
originator in particular through any economic downturn; (v) the
current macroeconomic environment and its view of the future
macroeconomic environment in the UK after Brexit; and (vi)
benchmarking with similar transactions in the UK non-conforming
sector.

The MILAN CE for this pool is 21.0%, which is in line with other
recent UK non-conforming transactions and takes into account: (i)
the original LTV of 71.5%; (ii) borrowers with adverse credit
history; (iii) lack of seasoning of the originated loans; (iv)
potential portfolio deterioration given prefunding in the deal,
subject to certain limits; (v) less standard income streams of the
underlying borrowers; (vi) loans to expatriate borrowers or
companies, where the loans are for buy-to-let purposes; and (vii)
an additional penalty to account for the limited track record of
the originator.

The structure allows for additional loans to be added to the pool
between the closing date and before the first interest payment date
in December 2019. Prefunding in the deal may equal up to 26.2% of
the principal amount of the Notes to be issued.

The risk of pool deterioration is mitigated by concentration limits
in relation to the added loans. These include a 75% average
original LTV limit, 11.5% limit on loans with CCJs, and other
concentration limits, for example, geographical. The structure also
benefits from a prefunding revenue reserve, which mitigates
potential negative carry up until the end of the prefunding period.
Additionally, the purchase by the issuer of such prefunded loans is
conditional upon Moody's providing a rating agency confirmation.
Should the prefunding not take place in full, remaining funds in
the prefunding principal reserve and pre-funding class X and Z
reserves that have not been used will be released to the principal
redemption waterfall.

At closing, the non-amortising General Reserve Fund is 2.0% of the
initial pool and will be increased to 2.5% of the issuance amounts
of the class A to G Notes. The General Reserve Fund will be
increased and replenished from the interest waterfall after the PDL
cure of the Class F Notes and can be used to pay senior fees and
costs, interest and PDLs on the Class A-F Notes. The Liquidity
Reserve Fund target is 1.5% of the outstanding Class A and B Notes
and is funded by the diversion of principal receipts until the
target is met. Once the Liquidity Reserve Fund is fully funded, it
will be replenished from the interest waterfall. The Liquidity
Reserve Fund is available to cover senior fees, costs and Class A
and B Notes interest only. Amounts released from the Liquidity
Reserve Fund will flow down the principal priority of payments. The
class A Notes, or if these are not outstanding, the most senior
Notes outstanding at that time, further benefit from a principal to
pay interest mechanism.

Operational Risk Analysis: Although Belmont Green is the servicer
in the transaction, it delegates all the servicing to Homeloan
Management Limited, "HML" (not rated, parent Computershare Ltd
rated Baa2), who also acts as the standby servicer. U.S. Bank
Global Corporate Trust Limited ("US Bank", not rated) will be the
cash manager. Although US Bank is not rated, it is part of the U.S.
Bancorp (A1/P-1). In order to mitigate operational risk, CSC
Capital Markets UK Limited (not rated) will act as back-up servicer
facilitator. To ensure payment continuity over the transaction's
lifetime, the transaction documents incorporate estimation
language, whereby the cash manager can use the three most recent
monthly servicer reports to determine the cash allocation in case
no servicer report is available. The transaction also benefits from
the equivalent of at least 5 months liquidity in a stressed
interest rate environment once the Liquidity Reserve Fund has been
funded from principal, to supplement the General Reserve Fund,
which is initially funded at 2.0% of the closing pool.

Interest Rate Risk Analysis: the majority of the mortgages in the
pool (99.8%) carry a fixed rate. The transaction benefits from a
swap agreement to mitigate the fixed-floating mismatch between the
initial fixed rate paid by the mortgages and SONIA paid under the
Notes. The swap counterparty is Natwest Markets Plc (Baa2/P-2;
A3(cr)/P-2(cr)). Over time, all the loans in the portfolio will
reset from fixed rate to a floating rate linked to LIBOR or Belmont
Green's base rate (Vida Variable Rate ("VVR")). As is the case in
many UK RMBS transactions, this basis risk mismatch between the
floating rate on the underlying loans and the floating rate on the
notes will be unhedged. Moody's has applied a stress to account for
the basis risk on the mortgage loans linked to LIBOR, in line with
the stresses applied to the various types of unhedged basis risk
seen in UK RMBS.

[*] UK: Big Care Home Operators Rack Up Debts of GBP40,000 a Bed
----------------------------------------------------------------
Gill Plimmer at The Financial Times reports that Britain's four
largest privately owned care home operators have racked up debts of
GBP40,000 a bed, meaning their annual interest charges alone absorb
eight weeks of average fees paid by local authorities on behalf of
residents.

Accounts for HC-One, Four Seasons Health Care, Barchester
Healthcare, and Care UK, which together run about 900 care homes
and look after 55,000 residents, show they are paying an overall
average rate of almost 12% interest on total debts of GBP2.2
billion, the FT discloses.

This puts their annual interest costs at more than GBP250
million--high for a low-margin business such as social
care--according to analysis by Opus Restructuring, the social-care
analysts, the FT notes.

The punitive costs, which average GBP4,800 per bed per year,
compared with average local authority fees of about GBP31,000,
contributed to overall losses at the companies of GBP900 million
from 2015 to 2017, the FT states.

According to the FT, Nick Hood, debt restructuring adviser at Opus,
said the figures showed the "debt-laden model, which demands an
unsustainable level of return, is completely inappropriate for
social care".

"Hundreds of millions of pounds that could be going into improving
facilities and care are being sucked out of the industry every year
to fund the debt," the FT quotes Mr. Hood as saying.

The strains on the sector have been highlighted by the collapse of
Southern Cross in 2011 and more recently Four Seasons being taken
over by its creditors after its private equity owner, Terra Firma,
ran out of cash to meet interest payments in 2017, the FT relates.
This is fuelling questions as to whether debt-laden private
investors are the right providers of a vital state-funded service,
the FT notes.


[*] UK: Insolvency Risk in Scotland's Hospitality Sector Steadies
-----------------------------------------------------------------
Hannah Burley at The Scotsman reports that Scotland's hospitality
businesses are showing "notable resilience" to industry challenges
as the risk of business failure in the sector holds steady, new
research suggests.

Hotels, pubs and restaurants in Scotland have overcome rising costs
and Brexit-related headwinds to see levels of elevated insolvency
risk either dip or remain flat compared with the start of the year,
The Scotsman discloses.

It comes as Scotland recorded the UK's lowest percentage of
high-risk companies across all industries, The Scotsman notes.

Research by insolvency and restructuring trade body R3 showed that
the proportion of Scottish hotels deemed at "greater than usual"
risk of failure in the next 12 months fell marginally to 36.8% in
June, edging 0.4% lower since January, The Scotsman relates.

The restaurant sector saw a gentle decline of 0.8% to 33.2%, while
pubs remained flat at 31.2%, according to The Scotsman.

Of all nations and regions in the UK, Scotland demonstrated the
lowest overall proportion of firms experiencing elevated insolvency
risk, at 35.4%, The Scotsman states.

This compares to a 42.6% UK-wide average, with companies in the
South-east recording the highest risk, at 46.6%, The Scotsman
says.

Tourism operators and travel agents in Scotland, however, saw a
slight rise as 37% of businesses were judged to be at higher than
usual risk, up by 1% from January, The Scotsman discloses.

R3 pointed to seasonal variations in the tourism industry as a
driver of this increase, adding that continued weakness in the
British pound and last year's warm summer are likely to entice
tourists from overseas and across the UK as the peak season
approaches, giving the sector a welcome boost, The Scotsman
relates.

According to The Scotsman, Tim Cooper, chair of R3 in Scotland and
a partner at Addleshaw Goddard, said: "Hospitality and tourism
businesses are facing some headwinds, however, with the recent
rises in the minimum wage, and the increase in pension
auto-enrolment payments adding to many companies' staff costs."

The risk tracker measures companies' balances sheets, director
track records and other information to work out their likelihood of
survival over the next 12 months, The Scotsman states.



                           *********


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 * * *