---

       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

          Friday, September 6, 2019, Vol. 20, No. 179

                           Headlines



A U S T R I A

HIGH TECH: Linz Insolvency Court Orders Closure


F R A N C E

DOMIDEP SAS: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable


G E R M A N Y

SGL CARBON: S&P Alters Outlook to Negative & Affirms 'B-' ICR


G R E E C E

NAVIOS ACQUISITION: S&P Affirms 'B-' Rating, Outlook Stable
NAVIOS MIDSTREAM: S&P Affirms 'B-' Rating, Outlook Stable


I R E L A N D

GOLDENTREE LOAN 3: S&P Assigns B- (sf) Rating to Class F Notes


I T A L Y

GAMENET GROUP: S&P Affirms 'B+' ICR on GoldBet Integration
LA PERLA: To List Shares on Paris Stock Exchange Amid Losses


L U X E M B O U R G

CURIUM MIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable


M A L T A

MELITA BIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable


N E T H E R L A N D S

IHS NETHERLANDS: S&P Affirms 'B+' ICR on Proposed Refinancing
OZLME BV: S&P Assigns B- (sf) Rating to EUR12MM Class F Notes


R U S S I A

EVRAZ GROUP: S&P Withdraws 'BB+' Long-Term Ratings


S P A I N

AUTOVIA DEL NOROESTE: S&P Affirms 'BB+' Rating on Sr. Sec. Bonds
FONCAIXA FTGENCAT 6: S&P Affirms CCC+ (sf) Rating on Class B Notes


S W E D E N

SSAB AB: S&P Withdraws BB+ Rating on Unsec. EMTN Program


S W I T Z E R L A N D

MATTERHORN TELECOM: S&P Affirms 'B+' Issuer Credit Rating


U N I T E D   K I N G D O M

ARCADIA GROUP: Operations Chief Quits Amid Breakup Rumors
CASTELL 2019-1: S&P Assigns Prelim BB (sf) Rating to Class F Notes
CFG HOLDINGS: S&P Withdraws Global Scale 'B' Issuer Credit Rating
DOWSON 2019-1: S&P Assigns Prelim BB+ (sf) Rating to Class D Notes
GVC HOLDINGS: S&P Rates New EUR200MM Term Loan 'BB'

MALLINCKRODT PLC: May Choose to Seek Bankruptcy Protection
OLDE BARN: Financial Difficulties Prompt Administration
THPA FINANCE: S&P Affirms B+ (sf) Ratings on Class B & C Notes


X X X X X X X X

[*] BOOK REVIEW: THE SUCCESSFUL PRACTICE OF LAW

                           - - - - -


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

HIGH TECH: Linz Insolvency Court Orders Closure
-----------------------------------------------
Reuters reports that the insolvency court in Linz has ordered the
closure of HTI High Tech Industries AG in the initiated
restructuring proceedings without own administration by resolution
dated September 4, 2019.

HTI High Tech Industries AG (HTI) is an Austria-based industrial
holding company active in the construction technology.




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

DOMIDEP SAS: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to France-based private elderly care home operator Domidep (Cube
Healthcare BidCo SAS. The outlook is stable.

At the same time, S&P assigned a 'B' issue-level rating and '3'
recovery rating to the company's proposed EUR412 million term loan
B, indicating its expectation that its recovery prospects are
50%-70% (rounded estimate 50%).

Founded in 1989, Domidep is a France-based elderly care home
operator. It provides services through 99 elderly dependent care
housing facilities (EHPAD). In 2019, the company is expected to
generate about EUR300 million of sales and EUR75 million of EBITDA.
Domidep is the fifth-largest EHPAD operator in France, behind the
Top 3 operators (which have 200-300 EHPAD) and close to Colisee in
size. About 60% of the group's projected sales in 2019 stem from
the provision of accommodation services through EHPAD. It generates
its remaining revenues from care and dependency services. Pro forma
its 2019 acquisitions, the company has 6,718 beds, with an
occupancy rate of close to 97%. About 25% of its real estate is
free hold and is valued about EUR220 million.

I Squared Capital is to become the new controlling shareholder of
Domidep, through an LBO, for an enterprise value of over EUR1
billion. To fund the LBO, the company plans to issue a EUR412
million term loan. The rest will be funded by an equity injection,
including preferred shares. S&P understands the debt package also
includes a EUR120 million multipurpose facility, which was fully
undrawn at the close of the transaction.

S&P said, "Our view of Domidep's financial risk profile is
constrained by its financial sponsor ownership, which affects our
expectations on credit metrics over the next three years. We
forecast that our adjusted debt-to-EBITDA ratio will remain above
5.0x over this period, starting from about 8.2x at the end of 2019.
For 2019, we adjust reported debt of EUR493.5 million, composed of
the EUR412 million term loan and of EUR81.5 million of real estate
debt, by adding about EUR220 million of operating leases
commitments.

"We view the environment in which Domidep operates as stable and
providing relatively good visibility. France has an aging
population and the industry benefits from high barriers to entry,
including capacity restrictions imposed by the government.
Furthermore, the government's well-defined reimbursement regime
should continue to provide downside protection. The French
government covers most of the dependence and medical care costs,
reducing the effect of potential changes on Domidep's
profitability.

"We do not expect any unfavorable regulation to surface because it
would jeopardize the French public and private nonprofit nursing
sectors. These account for 80% of the market, but are less
profitable than the private for profit sector. Domidep's
accommodation segment represents 60% of its revenues and is covered
by private funding. However, prices are set freely by each nursing
home for new residents. This allows operators to defend their
margins through regular price increases (although they are capped
for existing residents)."

A key credit factor is Domidep's above-average profitability. Its
adjusted EBITDA margin (after rent payments) is about 20%-21%,
compared with 14%-15% for Colisee or 13%-14% for HomeVi. The
group's superior operating efficiency hinges on several factors:

-- A lower ratio of staff per bed, thanks to a lower
administrative staff per bed;

-- A decentralized business model that gives local managers lots
of autonomy;

-- A significantly lower rent to EBITDAR ratio compared with
peers;

-- The fact that Domidep is a pure player in the most profitable
segment and in the country where the market is the most
profitable;

-- A tailormade approach, which makes every nursing home fit with
its local environment; and

-- Lower marketing expenses than peers, because Domidep does not
have any brand strategy.

Unlike its competitors, all Domidep's nursing homes are different,
as development costs are determined depending on the potential of
the establishment. Consequently, even small nursing homes and those
with the lowest tariffs are profitable because their operating
costs are adapted to their environment. Equally importantly,
Domidep has no brand strategy, which is a strong protection against
reputation risk. Also, despite a slightly below-average ratio of
staff to patient, Domidep maintains a superior quality and level of
care, which explains the high occupancy rate.

S&P said, "However, our assessment of Domidep's business risk
profile is constrained mainly by its limited geographic
diversification. Domidep is five times smaller than Korian, the
market leader in France, and is concentrated on the French
market--whereas most of the big players boast an international
presence. Although Domidep is less diversified than its larger
peers, the focus of France is strongly mitigated by the fact that
the French market is highly protective. The company's volume growth
is constrained because the French regulator limits the capacity
that may be added by opening new care homes. We do not expect this
to change over the medium term.

"We view Domidep as being at a competitive disadvantage compared
with the Top 3 providers--Korian, Orpea, and Homevi--in terms of
scale and operating leverage, but not in terms of profitability.
Domidep operates in a competitive and highly fragmented market, in
which consolidation tends to benefit the larger groups. In terms of
cost structure, Domidep operates mainly under a leasehold model. We
consider this a disadvantage because rents constitute additional
fixed costs, and these are already high because of staff costs."
That said, Domidep's rents to EBITDAR ratio is lower than its
peers. The group's specific model might also induce an increase in
structural costs in the future, notably when certain growth
threshold are met.

The group has a strong track-record of profitable growth, partly
through its acquisitive expansion model and its ability to rapidly
integrate these synergistic additions into its network.

The business model is not capital-intensive and growth is favorable
to working capital. Maintenance capital expenditure (capex) amounts
to less than 3% of revenues. Cash conversion is therefore high,
such that Domidep is expected to generate more than EUR20 million
in free cash flows in 2019. Even in 2020, when capex is expected to
reach a peak of about EUR35 million, S&P anticipates positive cash
flow generation. Domidep expects to invest in several extension and
reconstruction projects, of which EUR10 million is for a large
investment in the center of the town of Troyes.

S&P said, "We expect Domidep to continue to maintain its
profitability on EHPAD facilities by increasing average daily rates
on accommodation and maintaining occupancy rates close to 97%, and
by acquiring medical and care homes in France when opportunities
arise.

"The stable outlook reflects our expectation that Domidep will
continue to operate in a stable and predictable operating
environment and maintain its track record of adjusting its fees and
maintaining high occupancy rates while successfully building up new
facilities. As such, we expect that Domidep will be able to
maintain its already high level of profitability, despite the
restricted potential for organic volume growth in France. The
outlook further reflects our view that Domidep should be able to
generate positive free cash flows and maintain an adjusted
fixed-charge coverage ratio of close to 1.9x, thereby enabling it
to comfortably cover its interest payments and rent.

"We could lower the rating if operating metrics--such as occupancy
rates and fees--decreased significantly, causing operating margins
to weaken and prompting us to revise downward our assessment of the
company's business risk profile. We could also consider a downgrade
if Domidep is unable to generate positive free cash flow or if
there are any potential liquidity issues or underlying structural
operational issues. Structural issues could include a growing
mismatch among the evolution of reimbursement fees, projected
volume growth, and operating costs, given Domidep's high fixed-cost
base."

Equally importantly, at the current rating level, there is limited
headroom for additional 100% debt-financed acquisitions: an
adjusted debt leverage in excess of 8x could cause us to lower the
rating.

S&P said, "We consider a positive rating action unlikely over the
next 12 months, because we project that Domidep's core
debt-protection metrics are likely to remain commensurate with a
highly leveraged financial risk profile. This is underpinned by the
company's significant lease adjustment and its plans to further
enhance its scale through acquisitions. However, we could raise the
rating if Domidep improves and maintains its leverage below 5x."




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

SGL CARBON: S&P Alters Outlook to Negative & Affirms 'B-' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on SGL Carbon to negative
from stable, and affirmed the 'B-' long-term issuer credit rating.

S&P said, "We revised our outlook on SGL to negative because of the
weaker expected results following the announcement regarding
erroneous planning assumption in its carbon fiber materials (CFM)
division and the sudden departure of its CEO, which casts
uncertainty over the strategic direction and ability to meet its
objectives. The negative developments come on the back of already
deteriorating market conditions across some of the company's end
markets.

"Our current rating is nevertheless still supported by SGL's
leading position in its niche markets and their positive
fundamentals, as well as the company's fair ability to manage its
debt level and its free operating cash flow (FOCF) through
flexibility of its capital spending (capex) and potential further
improvement in working capital in the coming years. However, the
headroom under the rating is very tight.

"We expect the company to report weaker credit metrics and
additional negative FOCF, further delaying its ability to meet some
of its financial objectives. Under our revised base-case scenario,
we project adjusted EBITDA of about EUR100 million in 2019 (versus
the previous assumption of EUR135 million-EUR145 million) and
EUR100 million-EUR110 million in 2020. We also project negative
FOCF of about EUR40 million-EUR50 million in the 18 months ending
Dec. 31, 2020.

"We believe that the recent announcement on erroneous planning
assumptions signals potential weakness in internal controls.
Combined with SGL's mixed track record of meeting some of its
financial policy and planning objectives, and the unexpected
departure of the CEO, it has led us to change our assessment of the
company's management and governance to weak from fair."

On Aug. 4, the company discovered that some of its underlying cost
assumptions in certain contracts in the CFM division related to the
wind business were much higher than they should have been,
resulting in the contracts being less profitable. S&P understands
that this error, combined with tougher market conditions than
originally anticipated, will have an about EUR15 million effect on
2019 EBITDA. Furthermore, the company had assumed that new
contracts would have similar and improving profitability in 2020
and thereafter, which is no longer the case. As a result, the
company has suspended its public guidance for this division.

The company's CEO, Juergen Koehler, resigned along with the CFM
division announcement. Mr. Koehler had been SGL's CEO since January
2014, and had led the restructuring of SGL's business. He also was
the acting CEO of the CFM division, after the departure of the
previous CEO in May 2019. No other personnel changes were
announced, and the company's board has reiterated its commitment to
the company.

In S&P's view, the medium- and long-term fundamentals of the
company's core product applications--energy, mobility, and
digitalization--remain strong, and should support the growth of
results and underlying earnings. Moreover, the company remains
committed to expanding its automotive, LED, and semiconductor
businesses. In this respect, S&P sees the hiccup in the company's
credit metrics as temporary, and it thinks they should normalize
under slightly better market conditions and lower capex needs.

The negative outlook reflects the uncertainty over SGL's ability to
recover its operations and financial performance in the coming
12-18 months. Recovery could prove more challenging if market
conditions continue to deteriorate and SGL does not establish
effective leadership and a clear strategy.

S&P said, "In our base case, we forecast adjusted debt to EBITDA of
about 6x in 2019 and in 2020, above the 4x-5x range commensurate
with the existing rating. We believe SGL will be able to improve
its credit metrics in 2021 after the completion of its growth capex
underway and general growth in its core markets. In addition, we
forecast negative FOCF of more than EUR50 million in the next two
years.

"Our rating doesn't factor in other material organizational
changes, including revision in the company's strategy, major
restructuring plans, or departure of additional key personnel.

"We could lower the rating if we classified SGL's capital structure
as unsustainable. This would be the case if we revised downward our
base-case for 2020 and thereafter. We believe that adjusted debt to
EBITDA at 6.0x-6.5x in 2020, without any prospect of rapid further
improvement to 5.0x and and neutral FOCF would lead to a negative
rating action." Such a scenario is likely if SGL experiences a
continued sharp collapse in demand for its products, and less
meaningful contribution from some of its ongoing initiatives.

A revision of the outlook to stable would rest on the company's
ability to maintain its leverage below 5x and to generate neutral
or positive FOCF.

This would be further supported by clarity as to the long-term
strategy and a track record of predictability in EBITDA and FOCF
generation, especially in the CFM division.



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

NAVIOS ACQUISITION: S&P Affirms 'B-' Rating, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B-' ratings on Navios Maritime
Acquisition Corp's (Navios Acquisition) and its senior secured
debt, and on its finance-vehicle core entity Navios Acquisition
Finance (US) Inc.

S&P said, "We affirmed the rating on Marshall Islands-registered
oil and petroleum products shipping company Navios Maritime
Acquisition Corp. (Navios Acquisition) because we expect a cyclical
upturn in tanker rates will persist during this year and 2020,
allowing Navios Acquisition to generate positive free operating
cash flow (FOCF) and maintain sufficient liquidity sources to cover
uses within the next 12 months. We also anticipate Navios
Acquisition will enjoy uninterrupted access to secured external
funding, necessary for refinancing of maturing loans, while
recovering its operating performance and EBITDA generation from
2019.

"We expect the oil shipping industry will continue to gradually
rebalance and support a cyclical upturn for tanker rates, reflected
in higher year-to-date rates than last year despite relatively high
fleet growth at the start of this year. This is because we expect
supply and delivery of new tankers will shrink during the upcoming
18 months. We forecast that time-charter (T/C) rates for crude oil
carriers will continue on a positive trajectory over 2019-2020
because the International Maritime Organization's (IMO's) new low
sulfur regulation, taking effect in January 2020, will likely curb
supply growth. Intensified demolition of older tonnage, ship
off-hire for retrofit and installation of scrubbers and bunker-tank
cleaning, diversion of some tankers to floating storage, and
reduced speed to save fuel while reducing capacity will also
support T/C rates. At the same time, we believe the crude oil stock
overhang will be gradually worked off.

"These factors will offset the industry disruptors, such as the
reduced crude oil exports from Iran and Venezuela due to U.S.
sanctions, and recently extended production cuts by OPEC. For
product tankers, we anticipate a moderate recovery in rates in 2019
thanks to balanced supply and demand growth. In 2020, tightening
oil product inventories, a continued shift of refining capacity to
the Middle East and Asia away from major importers, and additional
volumes stemming from the IMO 2020 regulation should boost overall
demand. A shift in consumption toward marine gas- and low-sulfur
fuels will also support demand and, combined with slowing fleet
growth on the back of the lowest order book (accounting for 7%-8%
of global fleet since 2000), will lead to a further uptick in
charter rates. We forecast, for example, rates for very large crude
carriers (VLCC) at $32,000 per day (/day) in 2019 and $35,000/day
in 2020, up from about $23,000/day in 2018, according to Clarkson
Research.

"We believe the rebound in tanker rates will support Navios
Acquisition's cash flow generation, debt-servicing prospects, and
credit metrics. According to our base case, Navios Acquisition
could increase its reported EBITDA to $140 million-$150 million in
2019 from close to $100 million in 2018 pro forma for the
acquisition of tanker owner and operator Navios Maritime Midstream
L.P. on Jan. 1, 2018. This increase, accompanied by our assumption
of no major new debt incurred and debt amortization continuing as
scheduled (reaching adjusted debt of about $1.15 billion as of Dec.
31, 2019), points toward S&P Global Ratings-adjusted funds from
operations (FFO) to debt of about 5% in 2019 (up from negative 2%
in 2018), improving to about 6% in 2020.

"Furthermore, we forecast FOCF will remain on a positive trajectory
in 2019 and 2020. This will provide flexibility for opportunistic
investments in additional ships, and create a sufficient cushion
for the company to retain adequate liquidity, as reflected in our
assessment of Navios Acquisition's liquidity sources-to-uses
coverage of about 1.7x-1.8x in the 12 months from June 30, 2019.

Navios Acquisition's relatively narrow business scope and
diversity, with a focus on the tanker industry, and its
concentrated, albeit good-quality customer base, constrain its
business risk profile. The underlying industry's high risk due to
capital intensity, high fragmentation, frequent imbalances between
demand and supply, lack of meaningful supply discipline, and
volatility in charter rates and vessel values also weigh on the
rating. S&P said, "That said, we believe that oil shipping has more
favorable characteristics in general compared with dry-bulk and
container shipping sectors. This is, among other factors, because
the credit quality of the oil shipping sectors' customer base is
stronger, resulting in lower counterparty risk. Dry-bulk and
containership T/C contracts are typically fragile, and we continue
to observe more charter defaults on dry and container contracts
than in oil shipping segments."

S&P said, "We consider these risks to be partly offset by Navios
Acquisition's competitive position, which incorporates the
company's conservative chartering policy, competitive breakeven
operating rates, and no exposure to fluctuations in prices of
bunker fuel through T/C contracts. We also think that Navios
Acquisition's competitive position benefits from its attractive
fleet profile, composed of modern and high-quality tankers, and
high fleet utilization rates.

"The stable outlook reflects our view that Navios Acquisition will
continue generating positive FOCF and maintain sufficient liquidity
sources to cover uses within the next 12 months, supported by
uninterrupted access to secured bank funding and recovering
operating performance from 2019.

"We could consider an upgrade if Navios Acquisition's financial
performance improves significantly. This would mean a rebound of
adjusted FFO to debt to more than 6% on a sustainable basis, which
could stem, for example, from VLCC rates recovering to between
$35,000/day and $40,000/day, all else remaining equal.

"Because our rating on Navios Acquisition is linked to the wider
Navios group's group credit profile (GCP), an upgrade of Navios
Acquisition would also depend on whether our 'b' GCP assessment
remains unchanged.

"Rating pressure would arise if tanker rates perform significantly
below our base-case forecast, in particular in the case of VLCC
rates, resulting in negative FOCF generation, with limited
prospects for an immediate recovery. Furthermore, we could
downgrade Navios Acquisition if we consider it likely that its
liquidity sources-to-uses ratio would fall below 1.0x."


NAVIOS MIDSTREAM: S&P Affirms 'B-' Rating, Outlook Stable
---------------------------------------------------------
S&P Global Ratings affirmed its 'B-' rating on Navios Maritime
Midstream Partners L.P. (Navios Midstream). At the same time, S&P
raised its issue rating on the company's senior secured debt to 'B'
from 'B-'.

S&P said, "We affirmed the rating on Marshall-Islands-registered
owner and operator of tankers Navios Maritime because we expect a
cyclical upturn in tanker rates will persist during this year and
2020, allowing Navios Midstream to generate sufficient cash flows
to maintain its credit profile. We take into account that Navios
Midstream's current tanker fleet will generate less EBITDA than the
previous fleet after the company executed certain sale-and-purchase
and ship-swap transactions with its 100%-owner Navios Maritime
Acquisition Corp in March 2019. Navios Midstream's fleet, which
originally comprised six very large crude tankers (VLCCs), now
comprises mainly smaller and typically less cash-generative tankers
including seven medium-range product tankers (MR2), three
long-range product tanker (LR1), and one VLCC.

"We raised our issue rating on Navios Midstream's senior secured
debt to 'B' from 'B-' because the collateral pool now has better
recovery characteristics following the aforementioned changes to
the fleet, and therefore has a higher value at the hypothetical
default. We are revising upward the recovery rating to '2' from
'3', indicating our expectation of substantial recovery (70%-90%;
rounded estimate 85%) in the event of a default. We believe that
fair market values of product tankers tend to be, in general, less
volatile during the cyclical downturns compared with VLCCs. This is
why we apply a higher realization rate to product tankers to
reflect the lower assumed decline in value during industry
downturns, compared with VLCCs.

"We forecast Navios Midstream's credit measures will deteriorate
from 2019 to a level consistent with an aggressive financial
profile and a stand-alone credit profile SACP of 'b'. However,
because we cap our rating on Navios Midstream at the 'B-'
rating-level of its parent Navios Acquisition under our group
rating methodology, the weaker ratios remain commensurate with the
current rating of 'B-'.

"We expect Navios Midstream will generate about 25% less EBITDA in
2019 versus our previous forecast. This earnings decline will be
only partly offset by lower adjusted debt after the refinancing of
term loan B, which will result in debt reduction by about $33
million. Altogether, we forecast that S&P Global Ratings-adjusted
funds from operations (FFO) to debt will weaken to 14%-15% in
2019-2020, from our previous expectation of just above 20%.

"We expect the oil shipping industry will continue to gradually
rebalance and support a cyclical upturn for tanker rates that will
persist during this year and 2020, reflected in higher year-to-date
rates than last year despite relatively high fleet growth at the
start of this year. This is because we expect the supply and
delivery of new tankers will shrink during the upcoming 18 months.
"We forecast that time-charter (T/C) rates for crude oil carriers
will continue on their positive trajectory over 2019-2020 because
the International Maritime Organization's (IMO's) new low sulfur
regulation, taking effect in January 2020, will likely curb supply
growth. Intensified demolition of older tonnage, ship off-hire for
retrofit and installation of scrubbers and bunker tank cleaning,
diversion of some tankers to floating storage, and reduced speed to
save fuel while reducing capacity will also support T/C rates. At
the same time, we believe the crude oil stock overhang will be
gradually worked off.

"These factors will offset the industry disruptors, such as the
reduced crude oil exports from Iran and Venezuela due to U.S.
sanctions, and recently extended production cuts by OPEC. For
product tankers, we anticipate a moderate recovery in rates in 2019
thanks to balanced supply and demand growth. In 2020, tightening
oil product inventories, a continued shift of refining capacity to
the Middle East and Asia away from major importers, and additional
volumes stemming from the IMO 2020 regulation should boost overall
demand. A shift in consumption toward marine gas- and low-sulfur
fuels will also support demand and, combined with slowing fleet
growth on the back of the lowest order book (accounting for 7%-8%
of global fleet since 2000), will lead to a further uptick in
charter rates. We forecast, for example, VLCC rates of $32,000 per
day (/day) in 2019 and $35,000/day in 2020, up from about
$23,000/day in 2018, according to Clarkson Research.

"We anticipate the rebound in tanker rates will support Navios
Midstream's cash flow generation in particular, when the current
charters contracted at lower-than-forecast tanker rates gradually
expire. According to our base case, Navios Midstream will generate
EBITDA of $36 million-$37 million in 2019 and 2020, improving to
$40 million-$41 million in 2021. This, accompanied by the
assumption of no major new debt incurred and mandatory debt
amortization after the refinancing of term loan B expected
September or October this year, points toward improving
debt-servicing prospects and credit metrics. Furthermore, we
forecast that free operating cash flow (FOCF) will remain positive
in 2019 and 2020, creating sufficient cushion for the company to
retain adequate liquidity."

Navios Midstream's relatively narrow business scope and diversity,
with a focus on the tanker industry, and its concentrated, albeit
good-quality customer base, constrain its business risk profile.
The underlying industry's high risk--due to capital intensity, high
fragmentation, frequent imbalances between demand and supply, lack
of meaningful supply discipline, and volatility in charter rates
and vessel values--also weighs on the rating. That said, S&P
believes that oil shipping has more favorable characteristics in
general than the dry-bulk and container shipping sectors. This is,
among other factors, because the credit quality of the oil shipping
sector's customer base is stronger, resulting in lower counterparty
risk . The dry-bulk and containership time charter contracts are
typically fragile, and S&P continues to observe more charter
defaults on dry-bulk and container contracts than in the oil
shipping segments.

S&P said, "We consider these risks to be partly offset by Navios
Midstream's competitive position, which incorporates the company's
conservative chartering policy, competitive breakeven operating
rates, and no exposure to fluctuations in prices of bunker fuel
under the T/C contracts. We also think that Navios Midstream's
competitive position benefits from its attractive fleet profile,
composed of modern and high-quality tankers, and high fleet
utilization rates. Furthermore, the company's profitability
benefits from its fixed and predictable cost base, which underpins
comparatively low volatility in EBITDA margins and return on
capital.

"We adjust our 'b+' anchor for Navios Midstream downward by one
notch because, based on our comparable ratings analysis, we believe
the company is susceptible to low-probability, high-impact events
because of its small absolute size and limited scope of
operations.

"The stable outlook reflects our view that the combined entity
(Navios Acquisition and Navios Midstream) will continue generating
positive FOCF and maintain sufficient liquidity sources to cover
uses within the next 12 months, supported by uninterrupted access
to secured bank funding and recovering operating performance from
2019.

"We could consider an upgrade if Navios Acquisition's financial
performance improves significantly. This would mean a rebound of
adjusted FFO to debt to more than 6% on a sustainable basis, which
could stem, for example, from VLCC rates recovering to between
$35,000/day and $40,000/day, all else remaining equal.

"Because our rating on the combined entity is linked to the
creditworthiness of the wider Navios group, including Navios
Maritime Holdings Inc., an upgrade would also depend on our view of
whether Navios Holdings' credit quality supported a higher rating
on Navios Midstream at that time.

"Rating pressure would arise if tanker rates perform significantly
below our base-case forecast, in particular in the case of VLCC
rates resulting in negative FOCF generation, with limited prospects
for an immediate recovery. Furthermore, we could downgrade Navios
Midstream if we consider it likely the combined entity's liquidity
sources-to-uses ratio will fall below 1.0x."




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

GOLDENTREE LOAN 3: S&P Assigns B- (sf) Rating to Class F Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to GoldenTree Loan
Management EUR CLO 3 DAC's class X to F European cash flow
collateralized loan obligation (CLO) notes.

The ratings assigned to GoldenTree Loan Management EUR CLO 3's
notes reflect S&P's assessment of:

-- The diversified collateral pool, which consists primarily of
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are mitigated and
in line with S&P's counterparty rating framework.

S&P said, "We consider that the portfolio is well-diversified,
primarily comprising broadly syndicated speculative-grade senior
secured term loans and senior secured bonds. Therefore, we have
conducted our credit and cash flow analysis by applying our
criteria for corporate cash flow collateralized debt obligations.

"In our cash flow analysis, we used the EUR400 million target par
amount, the covenanted weighted-average spread (3.60%), the
reference weighted-average coupon (4.30%), and the target minimum
weighted-average recovery rate as indicated by the collateral
manager. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"Under our structured finance sovereign risk criteria, we consider
that the transaction's exposure to country risk is sufficiently
mitigated at the assigned rating levels.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

"We also consider the transaction's legal structure to be in line
with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for each class
of notes."

The transaction securitizes a portfolio of primarily senior secured
leveraged loans and bonds, and will be managed by GoldenTree Loan
Management L.P.

  Ratings List

  GoldenTree Loan Management EUR CLO 3 DAC

Class          Rating    Amount (mil. EUR)

  X             AAA (sf) 2.30
  A              AAA (sf) 248.00
  B-1           AA (sf)  25.00
  B-2           AA (sf)  8.00
  C              A (sf)   25.00
  D              BBB- (sf) 28.00
  E             BB- (sf) 26.00
  F             B- (sf)  10.60
Subordinated notes  NR         29.16

  NR--Not rated






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

GAMENET GROUP: S&P Affirms 'B+' ICR on GoldBet Integration
----------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
Italian gaming company Gamenet Group S.p.A (Gamenet) and 'B+' issue
rating on the EUR450 million senior secured notes.

S&P said, "Our rating affirmation reflects Gamenet's sustained,
sound operating performance, with pro forma management EBITDA
increasing to EUR78.7 million in the first half of 2019 (H1 2019)
from EUR69.8 million in H1 2018. Its retail sports betting and
online activity has been particularly strong, expanding faster than
the overall market. This has been supported by continuous product
innovation and the successful ongoing integration of GoldBet.
Notwithstanding new tax increases and the reduction in the number
of amusement with prize (AWP) machines, the profitability of the
gaming machines segment is relatively resilient, supported by its
distribution insourcing strategy and authorized payout reductions.

"Therefore, we forecast that continued sound operating performance
and synergies benefits will offset the earnings impact of the
gaming tax increase, introduced in January 2019.

"We still expect that Gamenet will reduce leverage toward 3.6x in
2019 from 4.4x post-acquisition, as the integration of GoldBet
continues successfully. Gamenet's EBITDA margin remains on track to
increase toward 20% by end-2019 from about 15% post-transaction and
we continue to expect free operating cash flow (FOCF) generation to
improve to about EUR40 million-EUR50 million in 2019 and EUR50
million-EUR60 million in 2020 from about EUR20 million in 2018.
This is supported by our view that the GoldBet acquisition will
enhance Gamenet's profitability and cash flow generation, with a
larger portion of revenue coming from the betting and online
segments. These segments have leaner cost structures and lower
capital expenditure (capex) requirements.

"We do not expect any improvement in Gamenet's financial policy
following private equity owner Trilantic Europe's stake reduction
to below 30%. This is because the financial policy was already
relatively conservative with a continued focus on leverage
reduction. We understand Gamenet is not planning to undertake any
material mergers or acquisitions within the next 12 months while it
focuses on the integration of GoldBet. However, we think there is
room for consolidation in the Italian gaming market, and we do not
rule out that the group could participate in it in the future."

Gamenet's acquisition of GoldBet increased the group's scale,
product diversification, competitive market position, and
profitability. GoldBet focuses on betting and online segments,
which are driving growth in the industry. However, S&P acknowledges
the higher volatility of the betting segment, since payout depends
on event outcomes, which could put pressure on earnings
predictability.

In addition, regulation is a key factor that affects performance in
the gaming industry. Italian regulation is continuously evolving,
hampering the stability and profitability of the gaming operators.
S&P thinks the exposure to Italy as a single market of operation,
in a context of uncertain regulatory and tax environment, limits
Gamenet's ability to absorb unexpected negative outcomes. This
could severely harm its credit quality.

S&P said, "The stable outlook on Gamenet reflects our expectation
that it will benefit from the integration of GoldBet and continue
to demonstrate sound operating performance. We expect the enlarged
group to reduce leverage to below 4.0x by 2019 from 4.4x post
transaction, as it benefits from cost synergies from the
integration process. We also expect Gamenet to pursue its strategy
of expanding the value chain through vertical integration to
increase profitability. In light of its diversification strategy,
we forecast Gamenet's adjusted EBITDA margin to increase toward 20%
by 2019, with FOCF generation remaining materially positive. We
expect the group to maintain its conservative financial policy
unchanged.

"We could lower the ratings in the next 12 months if operating
performance deteriorates such that Gamenet is unable to reduce
leverage, leading to debt to EBITDA above 4.5x and
weaker-than-anticipated FOCF generation on a sustainable basis.
This would likely occur if competition increases such that Gamenet
loses some of its market position, or as a result of additional
regulatory and fiscal pressure. In addition, we would downgrade the
company if liquidity deteriorates for an extended period of time,
or if the company raises additional debt to fund a large
acquisition or return cash to shareholders.

"An upgrade is unlikely at this stage. We think the exposure to
Italy as a single market of operation, in the context of an
uncertain regulatory and tax environment, limits Gamenet's ability
to absorb unexpected negative outcomes, which could severely affect
its credit quality. However, we could consider an upgrade if
Gamenet manages to diversify geographically and increase revenue
and EBITDA well above our forecast, such that leverage declines
below 3.0x and FOCF to debt increases above 15% on a sustainable
basis."


LA PERLA: To List Shares on Paris Stock Exchange Amid Losses
------------------------------------------------------------
Robert Williams, Lucca De Paoli and Luca Casiraghi at Bloomberg
News report that La Perla, the indebted Italian lingerie brand
owned by Lars Windhorst's investment company, will list its shares
on the Paris stock exchange to help access capital at a difficult
time.

La Perla, which has stores in London's Sloane Street and St.
Tropez, won't raise any funds through the move, but the listing
"will increase La Perla's visibility and enhance access to
capital," Bloomberg quotes La Perla Chief Executive Officer Pascal
Perrier as saying.

According to Bloomberg, the company aims for a market
capitalization of EUR473 million (US$520 million) when shares are
set to begin trading [today] in Paris.

Known for its US$300 bras and US$600 nightgowns, as well as
dressing the likes of model Kendall Jenner, La Perla has struggled
to turn buzz into profit, Bloomberg states.  The company incurred
operating losses of EUR71 million on EUR86 million in revenue in
2018, Bloomberg relays, citing a prospectus for the listing.  Net
financial debt was EUR103 million, Bloomberg notes.

La Perla, as cited by Bloomberg, said it may need to seek fresh
financing to restructure and grow after spending almost half of a
EUR250 million shareholder loan.  According to Bloomberg, there's a
risk the rest can't be used, and in that case the company warned in
the prospectus it "may not succeed in financing or refinancing its
capital requirements in due time and to the extent necessary, or at
all."




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

CURIUM MIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Curium Midco S.a r.l. and its 'B' issue and '3' recovery ratings
to Curium's senior secured $495 million and EUR300 million
first-lien term loans.

S&P's rating is supported by the group's successful track record of
operating as a stand-alone entity, based on established
relationships with healthcare providers and a well-maintained asset
base. The group's substantial FOCF generation capacity is balanced
against its relatively high starting leverage, as well as revenue
growth constraints stemming from healthcare providers' ability and
willingness to increase volumes of diagnostic procedures using
nuclear materials. S&P said, "We estimate that Curium should be
able to increase its revenue by about 2%-4% over the medium term
via price increases and product mix development. We forecast
Curium's S&P Global Ratings adjusted EBITDA margin in the high
twenties, resulting in FOCF generation in excess of EUR50 million
per year, and adjusted debt to EBITDA staying below 7.0x."

Curium derives the majority of its revenue (78% of EUR550 million)
from products used during single-photon emission computerized
tomography (SPECT). The most common uses of SPECT are to diagnose
or monitor the brain and heart, and to detect cancers. Although
SPECT is a well-established technology, its wider usage is
constrained by the high capital intensity of producing
radioisotopes in nuclear reactors. S&P thinks there are further
barriers to entry coming from regulations regarding the safety of
nuclear reactors, which produce radioisotopes for SPECT. In
addition, SPECT radioisotopes cannot be transported over large
distances given that their half-life is only about six hours.

Curium's vertically integrated business model benefits from access
to six reactors (three directly and three indirectly), as well as
operating its own molybdenum isotope (Mo-99) processing facility
and three sites to manufacture generators. These end products are
combined with diagnostic materials (cold kits) and delivered to
healthcare customers. Curium's generator manufacturing facilities
have undergone recent maintenance updates, and its Mo-99 processing
facility can use low enriched uranium (LEU) as raw material input.
This will become necessary because the U.S. government will cease
to export highly enriched uranium by 2020, requiring all Mo-99
producers to switch to LEU.

S&P thinks that the volumes of SPECT imaging procedures in
developed markets will continue to increase at about 1%-2%
annually, supported by increasing awareness among medical
professionals, but constrained by the number of SPECT cameras and
trained radiologists. Emerging markets should deliver higher rates
of growth, but from a very low base (less than 5% of Curium's
revenue at present). S&P considers the risk of new entrants to
SPECT to be low.

Apart from SPECT, Curium derives about 20% of its revenue from
positron-emission tomography (PET) diagnostic imaging. PET is a
faster-growing technology, used primarily in oncology. Curium is
currently the leading supplier of PET in Europe, although the
market is fragmented and regional, not least because of the short
half-life of PET compatible radioisotopes of less than two hours,
making the procedure viable only in large conurbations. The global
PET market is currently worth about $850 million and is benefiting
from a growing base of installed cameras on the back of expansion
in cancer diagnostics and therapy. SPECT scans are currently
significantly less expensive than PET scans, in part because they
are able to use radioisotopes with longer half-lives. However, PET
scans have higher resolution and radioisotopes are produced in less
capital-intensive cyclotrons--Curium has 24 in Europe--which are
typically located in close proximity to hospitals or imaging
centers. S&P considers the risk of other diagnostics methods
supplanting SPECT and PET over the medium term to be low, although
scientific breakthroughs in the usability and therapeutic
application of testing kits could be disruptive to existing
players.

Supply reliability is a key differentiating factor in nuclear
medical imaging, and multiyear supply contracts are common.
Leveraging its reputation and established position in the
market--estimated to be worth about $2.7 billion in 2018--Curium
has been able to implement price increases and pass through higher
costs such as the LEU switch cost. S&P sees limited pricing
pressure on Curium's products over the medium term because
radiopharmaceuticals are reimbursed as part of the diagnostic
procedure and typically account for less than 30% of the cost.

Economies of scale in production and distribution, along with
vertical integration, support Curium's strong profitability. Curium
is in a strong negotiating position with suppliers of its principal
raw materials such as Mo-99, and it is the only nuclear imaging kit
provider that operates an Mo-99 processing facility. Nevertheless,
the higher costs of product development and marketing in the
faster-growing PET market segment is likely to constrain margin
upside. New product development is likely to come in the form of
new diagnostics agents (disease-specific tracers), as well as new
radioisotopes and expansion of PET technology into new therapeutic
areas. There are further opportunities to expand the use of
Curium's products for precision radio-therapy in oncology.

S&P said, "Our highly leveraged assessment of the financial risk
profile reflects that Curium is majority owned by the financial
sponsor CapVest. Post-transaction, we expect adjusted debt to
EBITDA of about 5.4x-5.5x and funds from operations (FFO) cash
interest coverage above 3.0x over 2019-2020.

"Our adjusted debt at transaction-closing primarily includes an
approximate EUR750 million senior secured term loan B due 2026,
EUR41.5 million of trade receivables sold related to factoring,
EUR38 million of asset retirement obligations, about EUR34 million
of contingent consideration, about EUR12 million of pension
obligations, and about EUR25.6 million of operating leases. We
exclude the convertible preferred equity certificate of about EUR80
million held at level of GLO HoldCo SCA. This is because we do not
see it as debt-like and we understand that although the
documentation allows permitted payments of up to EUR30 million, the
group has no intention to use this option over the next 12 months.
Curium is likely to proceed with the optional redemption in 2021,
subject to sufficient cash flow generation.

"The stable outlook reflects our view that the group will be able
to maintain its strong market positions given the vertically
integrated business model and established customer relationships
built on reliability of supply. Underlying volumes are likely to
remain stable, with reimbursements risks contained due to the high
value-added nature of the diagnostic procedures involving Curium's
products. We estimate that Curium should be able to keep adjusted
debt to EBITDA below 7x, while posting positive FOCF over the next
12-18 months.

"We could take a negative rating action if the group was unable to
pursue organic growth, to the detriment of volumes of diagnostic
procedures and gross margins. This would most likely stem from an
inability to attract planned new business in the higher growing PET
segment, but also from unexpected setbacks in the use of SPECT
across its major markets.

"We could also lower the ratings if the group attempted material
debt-funded acquisitions or undertook exceptional shareholder
distributions, thereby failing to keep leverage below 7x. In
particular, we could lower the ratings on Curium if, contrary to
our base case, the group failed to recover positive FOCF over the
12-18 months after an increase in discretionary spending.

"Rating upside is constrained by uncertainties regarding the pace
of further organic growth in the group's end-markets. Nevertheless,
we could consider raising the ratings on the group if it materially
outperformed our current expectations and generated strong positive
FOCF, with no material debt-funded acquisitions or exceptional
shareholder distributions. In particular, we would see credit
metrics materially improving, with adjusted debt to EBITDA
consistently below 5.0x. In our view, such an improvement would
come with a strong commitment from the financial sponsor to
maintain credit metrics at such levels on a sustained basis."




=========
M A L T A
=========

MELITA BIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigning a 'B' issuer credit rating to Melita
BidCo Ltd. and a 'B' issue rating to Melita's proposed EUR275
million first-lien senior secured term loan.

The ratings are in line with the preliminary ratings S&P assigned
to Melita Bidco on July 24, 2019.

Private equity firm EQT Infrastructure recently acquired Melita
from APAX Partners and Fortino Capital. The acquisition was partly
funded by a EUR275 million first-lien senior secured term loan.

The rating primarily reflects Melita's highly leveraged capital
structure as a result of the transaction, and relatively limited
free cash flow generation on the back of significant capital
expenditure (capex). S&P said, "We forecast adjusted debt to EBITDA
of about 6.7x in 2019 and free cash flow of slightly above
breakeven. We think that Melita has the capacity to reduce leverage
towards 5x by 2021, however, underpinned by healthy revenue growth
and margin expansion. We also anticipate that its free operating
cash flow (FOCF) will remain positive and growing despite
expansionary investments in Italy and higher TV content fees."

Melita's business profile is mainly constrained by its small size
and lack of geographical diversification. With revenue of EUR73.6
million in 2018, Melita is smaller than its domestic competitor GO
(sales of EUR138 million generated in Malta in 2018) and other
rated single-country cable operators. S&P said, "We think that the
small scale creates a risk that Melita will try to seek growth in
new geographies (such as Italy), where it doesn't benefit from a
strong brand and market position. We also think that the small
scale could limit the company's bargaining power over suppliers,
considering the industry's evolving network upgrade needs. That
said, we note that Melita has one of the most advanced networks in
Europe as it has already achieved nationwide DOCSIS3.1 and 5G-ready
mobile network coverage. Additionally, unlike in other European
markets, spectrum in Malta is allocated by The Malta Communications
Authority (MCA), which requires limited license fees. In our view,
this significantly reduces the downside risks of Melita's future
capex."

A lack of diversification also constrains Melita's business risk
profile. Melita generates almost 100% of its revenue from Malta,
which has a population of less than half a million. S&P said, "We
think Melita's strong growth in the past few years was partly built
on immigration inflows, and this trend could reverse if the
European Commission implements measures to counter the potential
risks like money laundering and tax evasion. We also think that
Malta's economy is less resilient than other, bigger markets, and
more susceptible to financial market volatility and negative shocks
from Brexit, given its strong reliance on cyclical service
industries like tourism and e-gaming." Finally, the focus of
operations on a small island makes Melita more vulnerable to events
such as natural disasters.

S&P said, "Melita's strategy to expand in Italy could pose
additional risks to the company's operations, in our view. We
expect Melita's reported EBITDA margin will decline to 55.6% in
2019, compared to 57.9% in 2018, driven by the one-off start-up
operating expenditures in Italy. We also expect EUR4.5 million of
start-up capex in 2019. We think it would be very challenging for
Melita to achieve sufficient scale to cover the fixed operational
costs in the short term, considering the highly competitive market
environment and the lack of brand awareness for Melita in Italy. We
also see risks of initial cash burn due to customer acquisition
costs if the ramp-up of customers is quicker than our base case.
The strategy would also expose Melita to direct competition with
larger and more resourceful operators like Telecom Italia, Vodafone
Italy, and Wind Tre. That said, we acknowledge that a gradual
successful expansion in Italy would to a certain extent improve
Melita's diversification profile.

"Our assessment of the business is supported, however, by Melita's
No. 1 position in broadband and pay-TV, as well as its strong
position in the mobile market, sound operating margins, and low
customer churn of only about 10%. Melita holds a 38% market share
in terms of revenue. With the completion of its 4.5G rollout, we
expect Melita will continue to expand its market share in the
mobile segment, especially as its market perception is improving
and due to attractive convergent offers compared with its
competitors."

In addition, Melita benefits from a superior fixed broadband
network that offers guaranteed 1 gigabyte per second speeds
throughout the country. This provides Melita a speed advantage over
GO, which will require years of investment in fiber to the home to
reach similar ultrafast broadband coverage, as well as Vodafone,
which relies on a wholesale agreement with GO.

S&P said, "We also think the Maltese telecom market has attractive
growth prospects compared with most European markets. The telecoms
market in Malta is still expanding by 2%-4% thanks to the growing
population, which is mainly due to the inflow of immigrants, and
the opening of new businesses. This organic growth limits the level
of pricing competition in the market as it creates lower pressure
to gain market share from competitors.

"We think Melita's profitability is better than that of its peers
due to its lean operations and network ownership, but this is
somewhat offset by its high capex, including on customer
acquisition.

"We expense Melita's content fees because we see these as operating
costs.

"The stable outlook reflects our view that Melita will post 8%-10%
organic revenue growth in 2019-2020, underpinned by a strong
business-to-business (B2B) performance and revenue-generating unit
(RGU) growth in all segments, a sound adjusted EBITDA margin of
above 55%, and positive FOCF.

"We could lower our rating if Melita's RGU growth is materially
slower than we expect, or it experiences significant cash burn from
its expansion in Italy, leading us to forecast that adjusted
leverage will remain sustainably above 6.5x from 2020, FOCF will be
negative, or funds from operations (FFO) interest coverage ratio
will be below 3x.

"We are unlikely to raise the rating over the next 12-24 months as
we think leverage will remain high under Melita's financial-sponsor
ownership.

"However, we could raise the rating if Melita's adjusted leverage
falls significantly and sustainably below 5x, and FOCF to debt
increases above 5%, supported by a prudent financial policy."



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

IHS NETHERLANDS: S&P Affirms 'B+' ICR on Proposed Refinancing
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on Mobile
tower operator, IHS Netherlands Holdco B.V. (IHS Netherlands). At
the same time, S&P assigned its 'B+' issue rating to the proposed
senior unsecured notes.

S&P's affirmation follows IHS Netherlands' announcement that it
intends to refinance its capital structure. Under the transaction,
INT Towers Ltd., which is an existing subsidiary of IHS Holding
group and sister company to IHS Netherlands, will become a wholly
owned and fully consolidated subsidiary of IHS Netherlands. INT
Tower will continue to operate alongside IHS Netherlands' existing
operating subsidiaries in Nigeria, namely IHS Nigeria Ltd. and IHS
Towers NG Ltd. In line with the group's "One Portfolio" operating
strategy, IHS Netherlands will own all IHS Holding group
subsidiaries operating in Nigeria post transaction, resulting in
one larger Nigeria-focused company.

The inclusion of INT Towers will result in substantially larger
scale, market share, and revenue in Nigeria. Pro forma the
inclusion of INT Towers, we expect IHS Netherlands' total number of
towers to increase to about 16,400, from about 6,500, with a tenant
co-location ratio of 1.4x and about 13,100 lease amendments, on
Dec. 31, 2018. IHS Netherlands' share of towers in Nigeria will
increase to about 46%, with the remaining 32% and 22% being owned
by mobile network operators and other tower companies,
respectively. Its share of the independent tower market will grow
to about 68% from 27%. Total pro forma consolidated revenue and
reported EBITDA on Dec. 31, 2018, increases to about $850 million
and $490 million, respectively, from $392 million and $242 million
before the transaction.

IHS Netherlands will raise $1.8 billion through a combination of
U.S. dollar and Nigerian naira (NGN) five-year senior unsecured
term loans and senior unsecured notes. The proceeds will be used to
settle existing debt, including the $800 million senior unsecured
note due 2021, and return excess cash to its parent, IHS Holding.
It will also extend and spread out debt maturities, while reducing
the cost of borrowing. After the transaction, S&P forecasts that
IHS Netherlands will maintain S&P Global Ratings-adjusted debt to
EBITDA between 3.0x and 3.3x and adjusted funds from operations
(FFO) to debt between 20% and 25% in 2019-2020.

S&P said, "We expect the transaction to increase IHS Netherlands'
customer concentration toward leading Nigerian mobile network
operator (MNO), MTN Nigeria, to substantially above 50% of
revenues. MTN Nigeria is a majority owned subsidiary of MTN Group
Ltd. At the same time, we expect reduced exposure to MNO 9mobile
(estimated 15%-20% of revenues). Uncertainty remains over the
long-term financial sustainability and ownership of 9mobile, after
it was taken over by creditors in 2017 following a default on its
loans. We understand that 9mobile has secured additional funding
and its payment record to IHS has improved in 2019. Nonetheless,
the potential remains for a slowdown in payments or the need for an
amendment to their master leasing agreement, as part of a
restructuring of 9mobile."

The Nigerian telecoms market is the largest in Africa, with an
estimated 164 million mobile subscribers, but still relatively low
mobile penetration, and especially low 4G penetration, compared
with established markets elsewhere in Africa and in Europe. S&P
said, "We anticipate demand from MNOs for new tower rollout
projects will remain relatively subdued, in line with current
market conditions. However, we expect IHS Netherlands' lease
amendment rate to strengthen as a result of its existing tower base
and the increasing demand for 4G coverage in Nigeria. The 4G
penetration rate in Nigeria was estimated at 4% in 2018."

IHS Netherlands' business profile nonetheless remains constrained
by high country-specific risks in Nigeria, including
unpredictability of political decision-making and relatively weak
government institutions. Past regulatory matters relating to the
"post-no-debit" instructions received by local banks from the
Economic and Financial Crimes Commission (EFCC) and economic
matters relating to Nigeria's multiple exchange rate windows
further emphasize this. The EFFC matter resulted in substantial
portions of cash being inaccessible to IHS Netherlands, though the
matter was fully resolved in November 2018.

Nigeria operates multiple exchange rate windows and the possibility
of a widening spread between the Central Bank of Nigeria (CBN) rate
($1:NGN307) and the Nigerian Autonomous Foreign Exchange Fixing
Mechanism (NAFEX) rate of ($1:NGN367) remains a concern. IHS
Netherlands transacts and reports financials at the NAFEX rate,
while its master lease agreements for U.S. dollar-linked contracts
billed in naira (about 60% of underlying revenue) remain linked to
the CBN rate.

S&P said, "We anticipate IHS Netherlands will generate positive
free operating cash flow (FOCF) from 2019, thanks to growing EBITDA
and flat capital expenditure (capex). The positive FOCF will
further underpin IHS Netherlands' credit measures and liquidity,
while providing some headroom for unplanned discretionary capex if
market conditions improve in Nigeria.

"We have raised IHS Netherlands' stand-alone credit profile (SACP)
to 'b+' from 'b-'. This is based on our expectation that the
transaction will increase IHS Netherlands' scale and strengthen its
market position in Nigeria, as well as improve its leverage and
cash flow profile.

"The stable outlook on IHS Netherlands reflects our anticipation
that the proposed refinancing transaction will close successfully
and the company will maintain its resulting improved credit
measures over 2019-2020. We consider that the parent company, IHS
Holding Ltd., has a similar credit profile to IHS Netherlands and
an adequate liquidity profile. We also take into account that our
assessment of the group's creditworthiness can be one notch higher
than our transfer and convertibility (T&C) assessment on Nigeria
(sovereign credit rating: B/Stable/B; T&C assessment: B)."

S&P could lower the rating on IHS Netherlands if:

-- S&P lowered its sovereign rating on Nigeria;

-- IHS Holding group's liquidity were less than adequate, or its
leverage were higher than forecast in S&P's base case, resulting in
its assessment of IHS Holding's group credit profile weakening by
one or more notches; or

-- IHS Holding group's creditworthiness could no longer exceed the
sovereign rating and T&C cap on Nigeria by one notch, for example
because the group has lower hard-currency cash reserves, or there
are limitations to accessing external financing.

There is limited rating upside over the next 12 months, given that
the rating is constrained by S&P's 'B' long-term sovereign credit
rating, the T&C assessment on Nigeria, and its view of very high
country risk.

OZLME BV: S&P Assigns B- (sf) Rating to EUR12MM Class F Notes
-------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to OZLME B.V.'s
class A, B, C, D, and E notes. At the same time, S&P affirmed its
rating on the class F notes.

On Sept. 4, 2019, the issuer refinanced the original class A, B, C,
D, and E notes by issuing replacement notes of the same notional.

Based on the application of "Global Methodology And Assumptions For
CLOs And Corporate CDOs," published on June 21, 2019, the
post-refinancing cash flow results are presented in the table
below.

Cash Flow Results

Class  Tranche

        balance (EUR) Rating Min BDR (%) SDR (%)  Cushion (%)
A   230,000,000 AAA  71.90 59.08    12.82
B   63,000,000 AA  64.53 51.69           12.84
C   24,000,000 A  58.11 45.93    12.18
D   17,000,000 BBB  55.24 40.47    14.77
E   25,000,000 BB  39.17 32.40    6.77
F   12,000,000 B-  29.31 24.40    4.91

BDR--Break-even default rate

SDR--Scenario default rate

The replacement notes are largely subject to the same terms and
conditions as the original notes, except for the following:

-- The replacement notes have a lower spread over Euro Interbank
Offered Rate (EURIBOR) than the original notes.

-- The portfolio's maximum weighted-average life has been extended
by one year.

The ratings assigned to the refinanced notes reflect S&P's
assessment of:

-- The diversified collateral pool, which consists primarily of
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

  Portfolio Benchmarks
                                        Current
  S&P Global Ratings'
    weighted-average rating factor   2,488
  Default rate dispersion (%)        6.97
  Weighted-average life (years)      5.14
  Obligor diversity measure             122.95
  Industry diversity measure         21.05
  Regional diversity measure         1.64

  Transaction Key Metrics
  Current
  Total par amount (mil. EUR)           401.5
  Defaulted assets (mil. EUR)           0
  Number of performing obligors         171
  Portfolio weighted-average rating
    derived from our CDO evaluator    'B'
  'AAA' weighted-average recovery
    calculated on the performing assets(%)38.92
  Weighted-average spread of the
    performing assets (%) (with floor) 3.76
  Weighted-average coupon of the
    performing assets (%)               4.63

S&P said, "The transaction's documented counterparty replacement
and remedy mechanisms adequately mitigate its exposure to
counterparty risk under our current counterparty criteria.

"Following the application of our structured finance sovereign risk
criteria, we consider the transaction's exposure to country risk as
limited at the assigned ratings, as the exposure to individual
sovereigns does not exceed the diversification thresholds outlined
in our criteria.

"We consider that the transaction's legal structure is bankruptcy
remote, in line with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our ratings are
commensurate with the available credit enhancement for the class A,
B, C, D, E and F notes."

OZLME is a broadly syndicated collateralized loan obligation (CLO)
managed by Och-Ziff Europe Loan Management Ltd.

  Ratings List

  OZLME B.V.

Class Rating  Amount (mil. EUR)

  A    AAA (sf) 230.00
  B    AA (sf)  63.00
  C     A (sf)   24.00
  D     BBB (sf) 17.00
  E     BB (sf)  25.00
  F     B- (sf ) 12.00




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

EVRAZ GROUP: S&P Withdraws 'BB+' Long-Term Ratings
--------------------------------------------------
S&P Global Ratings withdrew its 'BB+' long-term ratings on Evraz
Group S.A. at the integrated steel producer's request. The rating
action also follows organizational changes in the group, notably
the transfer of Evraz Group's outstanding Eurobond issues to Evraz
plc, the parent company, completed earlier this year.

The outlook was stable at the time of the withdrawal.

S&P continues to rate Evraz plc, which consolidates all the group's
assets and obligations, as well as its outstanding Eurobond
issues.




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

AUTOVIA DEL NOROESTE: S&P Affirms 'BB+' Rating on Sr. Sec. Bonds
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' rating on Spain-based project
Autovia del Noroeste Concesionaria de la Comunidad Autonoma de la
Region de Murcia's (Aunor) EUR54 million fixed-rate senior secured
bonds.

Aunor or ProjectCo used the proceeds of its bond issuance to
refinance the construction, operation, and maintenance of RM-15, a
62.4 kilometer shadow toll road in southeastern Spain. The project
has been in operation since October 2001 and receives revenues from
its granting authority, the regional government of Murcia
(Comunidad Autonoma de la Region de Murcia; CARM), based on a
banding mechanism (shadow toll road). The concession was signed for
27 years, ending September 2026.

Strengths:

-- Operations and maintenance have been undertaken in-house by
Aunor since 2001, during which time the performance of ProjectCo
has remained strong with no penalties imposed.

-- Aunor's revenue structure is based on a shadow banding
mechanism. However, current traffic levels are almost double the
maximum traffic paid. As such, its payment mechanism resembles an
availability-based mechanism, which reduces operating risk and
supports cash flow stability and predictability.

Weaknesses:

-- ProjectCo is directly responsible for lifecycle maintenance and
bears the associated risk that the required maintenance expenditure
could exceed the currently budgeted amounts, especially in the
latter part of the project term as properties age and the
concessionaire approaches handback.

-- The rating is constrained by the creditworthiness of the
granting authority.

S&P said, "The affirmation reflects our view that the relationship
between Aunor and the granting authority, CARM, remains key to the
credit quality of the project, as CARM is the sole source of
revenue for Aunor. Since the disagreement on the timing and amount
of the project's lifecycle in 2015, the relationship between Aunor
and CARM has been stable and it is not likely to have any negative
impact in the project's operations. The collection period has
decreased significantly since 2013 and we see signs of a close
alignment of interests between the parties.

"Our ratios in the base-case scenario--which reflects long-term
growth in volumes in line with our view of GDP growth in Spain and
pricing increases consistent with our long-term inflation
estimates--have declined slightly because of lower inflation
prospects in Spain for the next years. While our overall assessment
of the operations phase stand-alone credit profile (SACP) is
unchanged at 'bb+', capped by the creditworthiness of the revenue
counterparty, we have revised our preliminary SACP assessment down
by one notch to 'bbb-'. This reflects the minimum annual
debt-service coverage ratio (ADSCR) under our base-case analysis of
1.12x, which has weakened from 1.14x at our previous review.

"The stable outlook reflects our view of CARM's creditworthiness.
This is because the rating on Aunor is currently constrained by our
opinion of the creditworthiness of CARM, the sole provider of the
project's revenue. The stable outlook reflects our expectation that
the project will deliver stable operational and financial
performance and generate minimum projected ADSCRs in our base case
at about 1.10x.

"We could lower the rating if CARM's creditworthiness were to
deteriorate. In addition, we could lower the rating if the forecast
minimum annual DSCR deteriorated below 1.1x.

"We could raise the rating if, in our opinion, CARM's
creditworthiness improves and the project continues to sustain
DSCRs in line with our current expectations."

FONCAIXA FTGENCAT 6: S&P Affirms CCC+ (sf) Rating on Class B Notes
------------------------------------------------------------------
S&P Global Ratings raised to 'A- (sf)' from 'BBB+ (sf)' its credit
rating on Foncaixa FTGENCAT 6, Fondo de Titulizacion de Activos'
class AG notes. At the same time, S&P has affirmed its ratings on
the class B, C, and D notes at 'CCC+ (sf)', 'CCC (sf)', and 'D
(sf)', respectively.

S&P said, "We have used loan-level data from the May 2019 servicer
report and the June 2019 monthly report to perform our credit and
cash flow analysis. We have applied our European SME CLO criteria,
our structured finance sovereign risk criteria, and our revised
counterparty criteria.

"Upon the publication of our updated counterparty criteria, we
placed our rating on the class AG notes under criteria observation.
Following our review, our rating on this class of notes is no
longer under criteria observation."

Foncaixa FTGENCAT 6 is a single-jurisdiction cash flow CLO
transaction securitizing a portfolio of SME loans that CaixaBank,
S.A. originated in Spain. The transaction closed in July 2008.

Credit Analysis

S&P said, "We have applied our European SME CLO criteria to
determine the scenario default rates (SDRs)--the minimum level of
portfolio defaults that we expect each tranche to be able to
withstand at a specific rating level--using CDO Evaluator.

"To determine the SDR, we adjusted the archetypical European SME
average 'b+' credit quality to reflect the following factors:
country, originator, and portfolio selection.

"We ranked the originator into the moderate category. Taking into
account Spain's Banking Industry Country Risk Assessment (BICRA)
score of 4, we have applied a downward adjustment of one notch to
the 'b+' archetypical average credit quality. Our average credit
quality assessment of the portfolio remains at 'ccc', which we used
to generate our 'AAA' SDR.

"We have calculated the 'B' SDR, based primarily on our analysis of
historical SME performance data and our projections of the
transaction's future performance, taking into account the
concentration of the portfolio. We have reviewed the originator's
historical default data, and assessed market developments,
macroeconomic factors, changes in country risk, and the way these
factors are likely to affect the loan portfolio's creditworthiness.
We interpolated the SDRs for rating levels between 'B' and 'AAA' in
accordance with our European SME CLO criteria."

Recovery Rate Analysis

At each liability rating level, S&P applied a weighted-average
recovery rate (WARR) at each liability rating level by considering
the asset type and its seniority, the country recovery grouping,
and the observed historical recoveries in this transaction.

Cash Flow Analysis

S&P said, "We used the portfolio balance that the servicer
considered to be performing, the current weighted-average spread,
and the above weighted-average recovery rates. We subjected the
capital structure to various cash flow stress scenarios,
incorporating different default patterns and interest rate curves,
to determine the rating level, based on the available credit
enhancement for each class of notes under our European SME CLO
criteria."

Country Risk

S&P said, "Our unsolicited long-term rating on Spain is 'A-' and we
have performed our rating above the sovereign analysis under our
criteria to assess the transaction's ability to withstand a
sovereign default scenario. Our analysis shows that the class AG
notes can support a rating above the sovereign rating."

Counterparty Risk

S&P said, "Foncaixa FTGENCAT 6 is supported by an interest rate
swap with CaixaBank S.A. to mitigate interest rate mismatch between
the assets and the notes. Under our revised counterparty criteria,
the resolution counterparty rating (RCR) on CaixaBank S.A. is the
applicable rating type. Therefore, we've imputed a 'A-' RCR
replacement trigger given that the RCR is the floor supported
rating under our revised counterparty criteria. Finally, we
assessed the collateral framework as weak given that the actual
collateral-posting framework does not met all conditions to be
assessed as moderate under our revised counterparty criteria.

"Taking into account our credit, cash flow, counterparty, and
sovereign risk analysis, the class AG notes could withstand our
stresses at a higher rating level than the current counterparty
RCR. Hence, we have raised to 'A- (sf)' our rating on the class AG
notes.

"We consider the available credit enhancement for the class B and C
notes to be commensurate with their currently assigned ratings and
that the repayment of these classes of notes is dependent upon
favorable business, financial, or economic conditions. We have
therefore affirmed our 'CCC+ (sf)' and 'CCC (sf)' ratings on the
class B and C notes, respectively.

"The class D notes have continued to experience interest shortfalls
since our previous review of the transaction. Hence, we have
affirmed our 'D (sf)' rating on the class D notes."



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

SSAB AB: S&P Withdraws BB+ Rating on Unsec. EMTN Program
--------------------------------------------------------
S&P Global Ratings withdrew its 'BB+' issue rating on Swedish
Steelmaker SSAB AB's unsecured European medium-term note program at
the company's request. After the repayment of the EUR350 million
unsecured notes in April 2019, S&P doesn't rate other instruments
under the program.

The issuer credit rating on SSAB remains 'BB+' with a stable
outlook.




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

MATTERHORN TELECOM: S&P Affirms 'B+' Issuer Credit Rating
---------------------------------------------------------
On Sept. 4, 2019, S&P Global Ratings assigned its 'B+' issue-level
rating and '3' recovery rating (recovery expectation: 55%) to
Matterhorn Telecom Holding S.A.'s proposed senior secured debt and
affirmed its 'B+' issuer credit rating on the company's and 'B+'
issue-level ratings on the existing senior secured notes pro forma
the refinancing; the '3' recovery rating on the notes is
unchanged.

S&P said, "The affirmation reflects our view that Matterhorn's
credit metrics will not change materially after the sale of its
tower infrastructure to Cellnex in August 2019, which resulted in a
cash inflow of about CHF836 million. This is because the effect
from the cash inflow will be partially balanced by an increase in
our debt adjustment of about CHF500 million to reflect the tower
operating lease liability. The company will account for the master
service agreement (MSA) for the tower infrastructure under
International Financial Reporting Standards (IFRS) 16 and we view
it similar to a traditional master lease agreement. In addition, we
understand that Matterhorn is considering up to CHF350 million in
dividend payouts in 2019. We factor in Matterhorn issuing senior
secured debt (long-term senior notes and a term loan with a bullet
repayment) to refinance or repay most of the existing debt due in
2022-2023, including the more expensive senior unsecured notes due
in 2023. Pro forma these transactions, we estimate Matterhorn's
adjusted debt-to-EBITDA (including the MSA's accounting impact) of
about 4.5x at year-end 2019 (compared with 4.6x at year-end 2018).

"We believe the towers' sale will not change our assessment of
Matterhorn's business risk profile. We understand that the group
will retain a certain level of control over how it uses the towers.
Matterhorn has maintained a 10% stake in the towers company (with
Cellnex holding the remaining 90%). We understand that the
long-term service agreement creates additional opportunities for
Matterhorn in rolling out its 5G program, for which the spectrum
was acquired in first-half 2019 with the payment of CHF94.5 million
completed in July 2019.

"Nevertheless, we continue to assess Matterhorn's business risk
profile as weaker than one its two main competitors, the dominant
incumbent Swisscom AG and the no. 2 player Sunrise Communication
Holdings S.A. Our assessment incorporates Matterhorn's smaller
scale and lower market share (17% share in the mobile market
compared with 58% for Swisscom and 25% for Sunrise in 2018,
according to ComCom). We expect Salt's market position in the
consumer segment to improve somewhat over the medium term thanks to
its attractive fixed broadband fiber-to-the-home offering through
Swiss utilities fiber networks, fixed-to-mobile convergence
promotion, and significant step up in 4G network investments." All
of this has already contributed to net promoter score improvement
and gradual churn decline, although Salt's churn remains higher
than that of the competition.

By the end of June 2019, Matterhorn's number of fiber subscribers
exceeded 50,000. Matterhorn has posted 16 consecutive quarters of
positive postpaid additions to the core brand, and four with
positive outgoing postpaid average revenue per user (ARPU)
evolution. S&P said, "We also factor in the stabilization of the
previously declining ARPU resulting from repricing. In particular,
Matterhorn reported four consecutive quarters of positive outgoing
ARPU trends, reaching positive year-over-year changes in June 2019,
which should support moderate growth. Nevertheless, Matterhorn's
position in the B2B segment of the Swiss market remains weaker than
that of the competition, although we factor in that net additions
in the business-to-business segment have already improved and
stabilized in the first half of 2019."

S&P said, "The stable outlook on Matterhorn reflects our view that
the group will sustain its EBITDA margin, continue to expand its
post-pay mobile customer base, and ramp up its fixed product on new
and existing customers. We also assume that Matterhorn will use
cash on the balance sheet to invest in its network and to reduce
debt. This should translate into an adjusted debt-to-EBITDA ratio
of about 4.5x in 2019, and lower thereafter, and free operating
cash flow (FOCF)-to-debt remaining above 5%."

Downside scenario

S&P said, "We could consider a negative rating action if Matterhorn
failed to sustain its profitability. In particular, we could lower
the rating if margins and FOCF were to decline due to increasingly
aggressive behavior by the group's principal competitors, for
example, resulting in a contraction of its post-pay base or
underperformance of its fixed offer that does not compensate for
contractual investments to access the network." This would
translate into prolonged adjusted debt-to-EBITDA exceeding 5x, and
FOCF-to-debt of less than 5%. A downgrade could also result from a
more aggressive financial policy.

Upside scenario

S&P said, "We see a limited likelihood of an upgrade over the next
12 months, due to increasingly competitive fixed and mobile markets
in Switzerland that will likely hamper strong deleveraging
prospects beyond our base-case scenario. However, we could raise
the ratings if Matterhorn's financial profile were to substantially
strengthen beyond our base-case scenario, including adjusted
leverage sustainably approaching 4x and FOCF exceeding 10%." Any
upgrade would also likely require increased visibility on the
strategy of the owner, private holding company NJJ Capital, and its
capital structure, as well as a demonstrated track record of more
conservative financial policy and dividend distributions.




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

ARCADIA GROUP: Operations Chief Quits Amid Breakup Rumors
---------------------------------------------------------
Laura Onita at The Telegraph reports that one of Sir Philip Green's
key lieutenants has quit Arcadia after working for the retail
tycoon for 25 years.

According to The Telegraph, David Shepherd, who climbed the ranks
to chief operating officer, is retiring early.

Another resignation could also be on the cards, The Telegraph
understands.

The news comes a day after it emerged that the retail billionaire
is plotting to break up his struggling retail empire, The Telegraph
notes.

                         About Arcadia Group

Arcadia Group Ltd. is the UK's largest privately owned fashion
retailer with seven major high street brands: Burton, Dorothy
Perkins, Evans, Miss Selfridge, Topshop, Topman and Wallis, along
with its out-of-town fashion destination Outfit.  

In June 2019, Arcadia's creditors approved a Company Voluntary
Arrangement (CVA).  The company's landlords agreed to rent cuts, 23
store closures and 520 job losses.
  

CASTELL 2019-1: S&P Assigns Prelim BB (sf) Rating to Class F Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Castell
2019-1 PLC's class A, B, C, D, E, and F notes. At closing, Castell
2019-1 will also issue unrated class X and Z notes.

The assets backing the notes are U.K. second-ranking mortgage
loans. The majority of the pool is considered to be prime, with
93.67% originated under Optimum's prime product range and with the
balance categorized as "near prime." These are categorized by lower
credit scores and potentially adverse credit markers such as county
court judgements.

The loans and their related security will take effect in equity
only in England and Wales or via a Scottish declaration of trust in
Scotland on the issue date and on subsequent relevant further
purchase dates during the prefunding period. The issuer will grant
a first fixed equitable charge in England or a first-ranking
standard security over its beneficial interest in Scotland in favor
of the trustee over its interests in the loans and related
security.

S&P said, "The issuer will be an English special-purpose entity,
which we consider to be bankruptcy remote for our credit analysis.
We expect to assign credit ratings on the closing date subject to
an ongoing satisfactory review of the transaction documents and
legal opinions."

Interest will be paid monthly on the interest payment dates
beginning in October 2019. The rated notes pay interest equal to
daily Sterling Overnight Index Average plus a class-specific margin
with a further step up in margin following the optional call date
in October 2022. All of the notes reach legal final maturity in
July 2052.

S&P said, "The preliminary ratings reflect our view of Optimum's
underwriting standards as well as the prior performance of its
originated loans, our assessment of the transaction's payment
structure and cash flow mechanics, and the results of our cash flow
analysis to assess whether the notes would be repaid under stressed
scenarios, among other factors. The preliminary ratings address the
timely payment of interest and ultimate payment of principal by
legal final maturity."

  Ratings List

  Castell 2019-1 PLC

Class Prelim. rating Prelim. amount (mil. GBP)

  A    AAA (sf)     TBD
  B    AA (sf)      TBD
  C    A- (sf)      TBD
  D    BBB (sf)      TBD
  E    BBB- (sf)       TBD
  F    BB (sf)      TBD
  X    NR             TBD
  Z    NR            TBD

  NR--Not rated
  TBD--To be determined


CFG HOLDINGS: S&P Withdraws Global Scale 'B' Issuer Credit Rating
-----------------------------------------------------------------
S&P Global Ratings withdrew its global scale 'B' issuer credit
rating on CFG Holdings, Ltd. (CFGLTD) at its request. At the time
of the withdrawal, the outlook was stable and S&P's ratings on
CFGLTD reflected its view of it as a non-operating holding company
(NOHC) under U.S.-based CFG Topco GP LLC (CFGLLC).

S&P said, "In our opinion, the CFGLLC group has diversified income
sources by geography and doesn't face regulatory restrictions on
upstreaming debt servicing cash flows from its operating
subsidiaries, which support its debt payment ability. The group's
subsidiaries are spread across seven countries with no significant
concentrations in any of them. Its most important exposures are in
Panama and Trinidad and Tobago, but it's also a market leader in
Bonaire, Curacao, Saint Maarten, and Aruba. As a result, we
equalized the group's creditworthiness with the rating on CFGLTD."

The group's credit profile reflected its leading market position in
the countries in which it operates, offset by the revenue
concentration in a single product, unsecured personal loans. The
profile also reflected our belief that CFGLLC would maintain a
risk-adjusted capital ratio of about 10.5%. It also reflected the
group's operations in unsecured personal loans in higher risk
economies, resulting in historically higher-than-average asset
quality metrics. Finally, S&P considered the last year's debt
issuance, the group's portfolio securitization, and credit lines as
supporting its funding profile.


DOWSON 2019-1: S&P Assigns Prelim BB+ (sf) Rating to Class D Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Dowson 2019-1 PLC's (Dowson) asset-backed floating-rate class A, B,
C, and D notes.

At closing, Dowson will also issue unrated subordinated class E and
X notes. The class E notes will be collateralized, while the class
X notes will be uncollateralized. The proceeds from the class X
notes will be used to fund the initial required cash reserves and
pay certain issuer expenses and fees (including the cap premium).

Dowson is the first public securitization of U.K. auto loans
originated by Oodle Financial Services Ltd. Oodle is an independent
auto lender in the U.K., with a focus on used car financing for
prime and near-prime customers.

The underlying collateral will comprise U.K. fully amortizing
fixed-rate auto loan receivables arising under hire purchase (HP)
agreements granted to private borrowers resident in the U.K. for
the purchase of used and new vehicles. There will be no personal
contract purchase (PCP) agreements in the pool; therefore the
transaction will not be exposed to residual value risk.

Collections will be distributed monthly with separate waterfalls
for interest and principal collections, and the notes will amortize
fully sequentially from day one. A dedicated reserve ledger for
each rated class of notes will also be in place to pay interest
shortfalls for the respective class over the transaction's life,
any senior expense shortfalls, and once the collateral balance is
zero or at legal final maturity, to cure any principal
deficiencies.

A combination of note subordination, the class-specific cash
reserves, and any available excess spread will provide credit
enhancement for the rated notes. Commingling risk is partially
mitigated by sweeping collections to the issuer account within two
business days and a declaration of trust. S&P said, "However, we
have considered in our cash flow analysis any unmitigated risk in
the absence of downgrade language in the collection account bank
agreement. We consider that the transaction is not exposed to any
setoff risk because the originator is not a deposit-taking
institution, has not underwritten any insurance policies for the
borrowers, and there are eligibility criteria regarding loans to
employees of Oodle."

Oodle will remain the initial servicer of the portfolio. A moderate
severity and portability risk along with a high disruption risk
caps the potential ratings on the notes at 'A'. However, following
a servicer termination event, including insolvency of the servicer,
the back-up servicer, The Nostrum Group Ltd. trading as Equiniti
Credit Services, will assume servicing responsibility for the
portfolio. S&P has therefore incorporated a three-notch uplift,
which caps the potential ratings on the notes at 'AA' under its
operational risk criteria.

The assets pay a monthly fixed interest rate, and the class A, B,
C, D, and X notes pay compounded daily Sterling Overnight Index
Average (SONIA) plus a margin subject to a floor of zero.
Consequently, these classes of notes will benefit from an interest
rate cap provided by BNP Paribas (A+/Stable/A-1). The issuer will
also be exposed to counterparty risk through Citibank N.A., London
Branch (A+/Stable/A-1), as bank account provider. S&P expects that
the transaction documents and remedy provisions at closing will
adequately mitigate counterparty risk in line with its counterparty
criteria.

Interest due on the all classes of notes, other than the most
senior class of notes outstanding, is deferrable under the
transaction documents. Once a class becomes the most senior,
interest is due on a timely basis. However, although interest can
be deferred, S&P's preliminary ratings address timely payment of
interest and ultimate payment of principal on all rated classes of
notes.

The transaction also features a clean-up call option, whereby on
any interest payment date when the outstanding principal balance of
the assets is less than 10% of the initial principal balance, the
seller may repurchase all receivables, provided the issuer has
sufficient funds to meet all the outstanding obligations.
Furthermore, the issuer may also redeem all classes of notes at
their outstanding balance together with accrued interest on any
interest payment date on or after October 2021.

S&P's preliminary ratings in this transaction are not constrained
by its structured finance ratings above the sovereign criteria.

  Ratings List

  Dowson 2019-1 PLC
  
Class Prelim. rating Prelim. amount (mil. GBP)

  A     AA (sf)  229.8
  B     A- (sf)  75.9
  C     BBB (sf)        15.9
  D     BB+ (sf)        14.1
  E     NR            17.7
  X     NR        TBD

  NR--Not rated
  TBD--To be determined.

GVC HOLDINGS: S&P Rates New EUR200MM Term Loan 'BB'
---------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '3'
recovery rating to U.K.-listed gaming operator GVC Holdings PLC's
proposed EUR200 million term loan B3 facility. S&P said, "The
recovery rating indicates our expectation of meaningful recovery
prospects in the event of a default (50%-70%; rounded estimate
65%). At the same time, we are affirming our 'BB' issuer credit
rating on GVC and our 'BB' rating on its existing debts (including
the bonds at Ladbrokes Coral Group)."

GVC proposes to issue EUR200 million term loan B3 and utilize the
proceeds to repay its sterling-denominated GBP175 million term loan
B2. This transaction doesn't affect the group's S&P Global
Ratings-adjusted leverage, which S&P calculates to be about 3.8x
for the 12 months ended June 30, 2019, and could result in a
marginal reduction of the group's interest expense.

On a pro forma basis incorporating the refinancing transaction,
about 40% of the group's total debt (including finance leases) will
be denominated in euros, about 35% will be denominated in British
pound sterling, and about 25% in U.S. dollars (although U.S. dollar
debt is swapped to euros). In S&P's view, the currency mix of the
group's debt aims to match to group's future earnings and cash flow
profile, given that its U.K. retail segment will generate lower
operating cash flow while the contribution from the online segment
in Europe and North America increases.

Regulation driven by social concerns remains the most prominent
risk for all gaming companies, including GVC. Concerns from the
public and regulators include money laundering, gambling addiction,
harm to underage and vulnerable players, and antisocial behavior
around gambling halls. Consequently, various countries have enacted
laws, including gambling bans, limits on the amount staked on
gaming machines, and restriction on gaming advertisements. S&P
anticipates that the U.K. government's decision to reduce the
maximum stakes on fixed-odds betting terminals (FOBT) to GBP2 from
GBP100 as of April 1, 2019, will reduce GVC's EBITDA by about
GBP137.5 million in 2019.

To address the risk of sudden and punitive regulatory changes,
there is an increased willingness amongst the industry operators
(particularly in the U.K.) to coordinate their efforts to enforce a
stronger standards of self-regulation and protect vulnerable
individuals through various measures. For example, leading sports
bookmakers in U.K. decided to stop advertising during televised
live sports events. Also, GVC proactively decided to donate its
entire marketing assets including perimeter hoardings in English
and Scottish football clubs to the "Bet Regret" safer gambling
campaign. While these are significant steps, the industry will need
to proactively address concerns to further mitigate regulatory risk
on issues such as a maximum spending limit for online customers
each month and a limit on the maximum number of in-play bets.

S&P said, "We consider the group's recent operating performance to
have been strong. Despite the challenge of integrating the material
acquisition of Ladbrokes Coral Group, GVC has demonstrated a track
record for gaining market share and maintaining robust organic
revenue growth, particularly in the online segment, where it
reported growth of about 18%-20% over the past 12 months.

"We expect GVC to offset the impact of EBITDA decline from FOBT
regulation in the medium term through cost and capital expenditure
(capex) synergies from the Ladbrokes Coral acquisition, and a
higher EBITDA contribution from the U.S. market, where sports
betting was recently legalized.

"Therefore, we currently forecast that GVC's S&P Global
Ratings-adjusted leverage will increase marginally above 4.0x in
2019 and reduce towards 3.5x in 2020. The group's stated financial
policy is to maintain its net debt to EBITDA below 2.0x
(translating into adjusted leverage of about 3.0x-3.3x), which
supports our expectation of deleveraging.

"The positive outlook reflects our view that we could raise our
ratings on GVC in the next 12 months if the group's credit metrics
and free operating cash flow improve, despite lower earnings from
the U.K. retail segment. The positive outlook incorporates our
forecast for the group's FOCF generation of about GBP250 million
alongside its commitment to reduce leverage.

"We could raise our ratings on GVC if it is able to demonstrate a
track record of improving credit metrics, including reducing its
leverage below 4.0x and increasing FOCF to debt above 10%. This
could occur if GVC continues to build on its market-leading
position, achieving its cost synergies targets and improving its
adjusted EBITDA margins to about 20%. It also incorporates our
assumption that GVC will not undertake further material
debt-financed acquisitions or larger-than-expected dividend
payments in the near future.

"We could revise the outlook to stable if we believe that GVC is
unlikely to reduce leverage below 4.0x in 2020. We anticipate such
a scenario could arise with the introduction of new regulation
(particularly in the online segment) curbing or banning some of the
group's product offerings or increased gaming taxes. We could also
revise the outlook back to stable if bookmaker-unfriendly results
reduce GVC's margins. Further rating pressure could arise if the
group undertakes an unexpected material debt-financed
acquisition."


MALLINCKRODT PLC: May Choose to Seek Bankruptcy Protection
----------------------------------------------------------
Soundarya J at Reuters, citing Bloomberg, reports that Mallinckrodt
Plc has hired restructuring firms and may choose to seek bankruptcy
protection, sending the drugmaker's shares down 40% in after-hours
trading on Wednesday, Sept. 4.

According to Reuters, Bloomberg, citing people with knowledge of
the situation, reported that the company has hired law firm Latham
& Watkins LLP and consulting firm AlixPartners LLP to advise on the
matter.

The development comes as opioid makers in the United States,
including Mallinckrodt, face pressure from a crackdown on the
addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers, Reuters
discloses.

The Bloomberg report said that if the legal liabilities aren't
manageable, Mallinckrodt may choose to seek bankruptcy protection,
Reuters notes.

Mallinckrodt last month suspended plans to spin-off its specialty
generics unit, citing opioid litigation uncertainties, Reuters
recounts.

                         About Mallinckrodt

Mallinckrodt PLC (NYSE:MNK) -- http://www.mallinckrodt.com/--  
is a global business consisting of multiple wholly owned
subsidiaries that develop, manufacture, market and distribute
specialty pharmaceutical products and therapies.  The company's
Specialty Brands reportable segment's areas of focus include
autoimmune and rare diseases in specialty areas like neurology,
rheumatology, nephrology, pulmonology and ophthalmology;
immunotherapy and neonatal respiratory critical care therapies;
analgesics and gastrointestinal products.  Its Specialty Generics
reportable segment includes specialty generic drugs and active
pharmaceutical ingredients.

Mallinckrodt PLC reported net income of $161.7 million on $1.614
billion of revenue in the six months ended June 28, 2019, compared
with a net loss of $2.4 million on $1.581 billion of revenue in the
six months ended June 29, 2018.

The Company's balance sheet at June 28, 2019, showed $10.22 billion
in assets, including $241.1 million in cash, against $7.147 billion
of liabilities.


OLDE BARN: Financial Difficulties Prompt Administration
-------------------------------------------------------
Business Sale reports that the Olde Barn Hotel, located in Marston
near Grantham, a very highly rated hotel in Lincolnshire has fallen
into administration after experiencing financial difficulties and
"cashflow pressures".

The hotel was forced to call in RSM Restructuring Advisory LLP to
handle the administration process, with partners Diana Frangou and
Adrian Allen--adrian.allen@rsmuk.com--appointed as joint
administrators, Business Sale relates.

Administrators were called in on Aug. 27 for the New Barn Hotel
Limited, which presently trades as The Olde Barn Hotel, Business
Sale discloses.  The business employs roughly 100 people, and will
use the support of the existing management team to continue trading
operations through the administration period, Business Sale
states.

Commercial real estate services firm, Avison Young, has been
appointed to market the sale of the hotel, Business Sale relays.



THPA FINANCE: S&P Affirms B+ (sf) Ratings on Class B & C Notes
--------------------------------------------------------------
S&P Global Ratings lowered its rating on THPA Finance Ltd.'s class
A2 notes to 'BBB- (sf)' from 'BBB+ (sf)' and affirmed its 'B+ (sf)'
ratings on its class B and C notes. S&P's fair business risk
profile (BRP) for the borrowing group remains unchanged.

THPA Finance Ltd. is a U.K. corporate securitization of PD Portco
Ltd.'s operating businesses, which closed in April 2001. The cash
flows that support the rated notes issued by THPA Finance are
derived from the operations of a borrower group that sits within
the securitization group. The borrower group comprises PD Teesport
Ltd., PD Port Services Ltd., PD Logistics Ltd., and Tees and
Hartlepool Pilotage Co. Ltd.

The transaction would likely qualify for the appointment of an
administrative receiver under the U.K. insolvency regime. A
borrower default would allow the noteholders to gain substantial
control over the charged assets before an administrator's
appointment, without necessarily accelerating the secured debt,
both at the issuer and at the borrower level.

PD Portco's reported performance in 2018 was better than S&P's
expectation in terms of revenue and EBITDA, but there are some
caveats.

-- The company reported revenue growth of 9.4% in the financial
year ended December 2018. The reported revenue of GBP128.2 million
was higher than S&P's expectation, due in part to increased volumes
in both the bulks and unitized segments. It also benefitted from a
GBP5 million termination fee that its client Trafigura paid in 2018
to break its liquefied natural gas (LNG) contract at Tees Gas
Port.

-- Total EBITDA grew at 11.2% from 2017, reaching GBP42.7 million;
however it was modestly lower than S&P's expectation.

-- Revenue and EBITDA were higher than S&P's previous forecasts
(except 2018) because of improvements in throughput at ports driven
by new long-term contracts and rental income, as well as the
termination fee paid by Trafigura.

-- Its EBITDA margin at 33.33% was above the 29.6% it reported in
2015--the lowest margin observed over the past 10 financial
years--but it was below S&P's expectation of 35.5%. However,
financial-year 2018's reported EBITDA margin was somewhat enhanced
by the GBP5 million received from Trafigura, and it has dropped to
30.8% over the first half of financial-year 2019 and 30.9% over the
four quarters ended June 2019.

S&P said, "In our base-case projections, we reduced our estimated
EBITDA for those financial years in which Trafigura is not
obligated to make rental payments to reflect PD Portco's noncash
revenue recognition from Trafigura's new contract, and we increased
our projection in financial years in which cash rental payments
will be made by Trafigura under the new contract. In addition, we
increased our capital expenditure assumptions and extended the time
horizon over which we assume that the expenditures will be made,
which had a direct impact on our base-case cash flow available for
debt service. Because of these adjustments, we lowered the anchor
for the class A2 notes to 'bb+' from 'bbb-'.

"In addition, we consider a free cash flow test to be more
transparent and comparable between transactions than an
EBITDA-based test. The EBITDA figures reported by PD Portco include
revenue recognition from both its MGT Teesside and Trafigura
contracts, some of which do not represent actual cash received.
Furthermore, traditionally, the borrower group has funded its
capital expenditures from the repayment of intercompany borrowings
by Ports Holdings Ltd., the entity just outside the whole business
securitization's ring-fence. Because of the EBITDA-based financial
covenant's material weakness, which is exacerbated by the inclusion
of noncash revenue recognition and the ongoing support from the
intercompany borrowings, we have applied an additional one-notch
reduction in the resilience-adjusted anchor for the class A2 notes
in our modifiers analysis.

"Our ratings address the timely payment of interest and principal
due on the notes. They are based primarily on our ongoing
assessment of the borrowing group's underlying BRP, the integrity
of the transaction's legal and tax structure, and the robustness of
operating cash flows supported by structural enhancements."



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

[*] BOOK REVIEW: THE SUCCESSFUL PRACTICE OF LAW
-----------------------------------------------
Author: John E. Tracy
Publisher: Beard Books
Soft cover: 470 pages
List Price: $34.95
Order a copy today at https://is.gd/fSX7YQ

Originally published in 1947, The Successful Practice of Law still
ably serves as a point of reference for today's independent lawyer.
Its contents are based on a series of non-credit lectures given at
the University of Michigan Law School, where the author began
teaching after 26 years of law practice. His wisdom and experience
are manifest on every page, and will undoubtedly provide guidance
for today's hard-pressed attorney.

The Successful Practice of Law provides timeless fundamental
guidelines for a successful practice. It is intended neither as a
comprehensive reference work, nor as a digest of law. Rather, it is
a down-to-earth guide designed to help lawyers solve everyday
problems -- a ready-to-tap source of tested proven methods of
building and maintaining a sound practice.

Mr. Tracy talks at length about developing a client base. He
contends that a firemen's ball can prove just as useful as an
exclusive party at the country club in making contacts with future
clients. He suggests seeking work from established firms as a way
to get started before seeking collections work out of desperation.

In his chapter on keeping clients, Mr. Tracy gives valuable lessons
in people skills: "(I)f a client tells you he cannot sleep nights
because of worry about his case, you will ease his mind very much
by saying, 'Now go home and sleep. I am the one to do the worrying
from now on.'" Rather than point out to a client that his legal
predicament is partly his fault, "concentrate on trying to work out
a program that will overcome his mistakes." He cautions against
speculating aloud to clients on what they could have done
differently to avoid current legal problems, lest they change their
stories and suddenly claim, falsely, that they indeed had done that
very thing. He also advises against deciding too quickly that a
client has no case: "After you have been in practice for a few
years you will be surprised to find how many seemingly desperate
cases can be won."

Mr. Tracy advises studying as the best use of downtime. He quotes
Mr. Chauncey M. Depew: "The valedictorian of the college, the
brilliant victors of the moot courts who failed to fulfill the
promise of their youth have neglected to continue to study and have
lost the enthusiasm to which they owed their triumphs on mimic
battle fields." Mr. Tracy advises against playing golf with one's
client every time he asks: "My advice would be to accept his
invitation the first time, but not the second, possibly the third
time but not the fourth."

Other topics discussed by Mr. Tracy, with the same practical, sound
advice, include fixing fees, drafting legal instruments, examining
an abstract of title, keeping an office running smoothly, preparing
a case for trial, and trying a jury case. But some of best counsel
he offers is the following: You cannot afford to overlook the fact
that you are in the practice of law for your lifetime; you owe a
duty to your client to look after his interests as if they were
your own and your professional future depends on your rendering
honest, substantial services to your clients. Every sound lawyer
will tell you that straightforward conduct is, in the end, the best
policy. That kind of advice never ages.

John E. Tracy was Professor Emeritus and Member of University of
Michigan Law School Faculty from 1930 to 1969. Professor Tracy
practiced law for more than a quarter century in Michigan, New York
City, and Chicago before joining the Law School faculty in 1930.
He retired in 1950. He was born in 1880. He died in December 1969.




                           *********


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 * * *