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

                          E U R O P E

          Wednesday, September 25, 2019, Vol. 20, No. 192

                           Headlines



A R M E N I A

ZANGEZUR COPPER: Moody's Assigns B2 CFR, Outlook Stable


C R O A T I A

3 MAJ: Croatia to Provide State Guarantees for EUR26MM Loan


I R E L A N D

AURIUM CLO I: S&P Assigns B- Rating on $12MM Class F-R Notes
CARLYLE GLOBAL 2015-2: Moody's Affirms B2 Rating on Class E Notes
CELTIC PURE: High Court Confirms Appointment of Examiner


L U X E M B O U R G

AI AQUA: S&P Lowers Issuer Credit Rating to 'B-', Outlook Stable
TI LUXEMBOURG: S&P Affirms 'B' ICR Despite Economic Slowdown


N O R W A Y

AUTOMATE INTERMEDIATE II: S&P Gives Prelim 'B' Issuer Credit Rating
AUTOMATE INTERMEDIATE: Moody's Assigns B2 CFR, Outlook Stable


R O M A N I A

RAFO: Goes Bankrupt After Restructuring Plan Fails


R U S S I A

SOVCOMBANK JSC: S&P Raises ICRs to 'BB/B', Outlook Stable
SOVCOMBANK PJSC: Fitch Hikes LT Issuer Default Rating to BB+
TOMSK OBLAST: S&P Affirms 'BB-' Long-Term ICR, Outlook Stable


S P A I N

CIRSA ENTERPRISES: S&P Cuts ICR to B on Dividend Recapitalization


S W E D E N

INTRUM AB: Fitch Assigns Final BB Rating to EUR850MM 3% Notes


T U R K E Y

EREGLI DEMIR: Moody's Confirms B1 CFR, Outlook Negative
PETKIM PETROKIMYA: Moody's Lowers CFR to B2, Outlook Negative
TURKCELL ILETISIM: Moody's Confirms B1 CFR, Outlook Negative
TURKIYE SISE: Moody's Confirms B1 CFR & Alters Outlook to Negative


U N I T E D   K I N G D O M

AMIGO LOANS: S&P Alters Outlook to Negative & Affirms 'B+' ICR
DOWSON PLC 2019-1: Moody's Rates on GBP14.1MM Cl. D Notes 'Ba3'
DOWSON PLC 2019-1: S&P Assigns BB+ Rating on GBP14MM Cl. D Notes
EG GROUP: S&P Affirms B ICR Amid Debt-Funded Cumberland Farms Deal
PRECISE MORTGAGE 2015-2B: Moody's Affirms Class E Notes at Ba2

THOMAS COOK: Germany Set to Decide on Condor Bridging Loan
THOMAS COOK: Management to Face Probe Following Collapse
THOMAS COOK: Moody's Withdraws Ca CFR Amid Chapter 15 Filing
THOMAS COOK: Passengers Expected to Receive Refunds in November
THOMAS TUCKER: Goes Into Administration Following Recall


                           - - - - -


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A R M E N I A
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ZANGEZUR COPPER: Moody's Assigns B2 CFR, Outlook Stable
-------------------------------------------------------
Moody's Investors Service assigned a corporate family rating of B2,
probability of default rating of B2-PD to Zangezur Copper
Molybdenum Combine CJSC, one of the largest exploration and mining
companies in Armenia. The outlook is stable.

RATINGS RATIONALE

ZCMC's ratings take into account and benefit from (1) long life of
the company's mine of around 30 years based on current production
level and measured resource estimates as of year-end 2018 with the
mining license valid until 2041; (2) track record of operational
improvements driven by growth in copper recovery and higher metal
content; (3) the company's significance to the economy of Armenia;
(4) long-term tenure of its copper sales contracts ranging from
three to five years, including offtake agreements with established
global traders, such as Trafigura PTE and Mercuria Energy Trading
S.A.; (5) the company's fairly competitive operating costs despite
a fairly high royalty tax burden, resulting in Moody's-adjusted
EBITDA margin of around 20-23%; (6) Moody's expectation that the
company will maintain its leverage below 3.0x compared with 2.3x as
of end-2018 and EBITDA margin at or above 20% (all metrics are
Moody's-adjusted) under a price scenario of copper prices averaging
at $5,512 per metric tonne; and (7) the company's financial policy,
which aims maintaining leverage below 2.0x gross debt/EBITDA and no
dividends until 2023-24, when the company expects it will be able
to generate excessive cash sufficient for shareholder
distributions.

The ratings are currently constrained by the company's (1) weak
liquidity with a heavy reliance on relationship banks, although
Moody's recognises the company's established relationships with the
local banks and good access to funding; Moody's also expects the
currently weak liquidity to be addressed in the short-term and the
company to rebalance and diversify its debt portfolio; (2) small
scale of operations, with metal production of 30,565 metric of
copper concentrate and 3,228 metric tonnes of ferromolybdenum
during six months ended June 30, 2019 (2018: 59,234 metric tonnes
of copper concentrate and 5,100 metric tonnes of ferromolybdenum,
respectively), which the company expects to remain flat in 2019-21;
(3) high degree of operational and geographical concentration with
the only copper-molybdenum operating mine located in Armenia (Ba3
stable); (4) significant customer concentration with four customers
generating around 90% of the company's sales, which to some extent
is offset by a track record of successful operations with these
customers, two of which are the company's direct parent (Cronimet
Mining AG) and the company under common control (Cronimet Metal
Trading AG) through which the company executes its ferromolybdenum
and molybdenum concentrate sales on an arm's length basis; and (5)
exposure to the volatile metal prices and local-currency exchange
rate.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

ZCMC's mining activities are exposed to environmental and safety
risks, in particular to the potential collapses or leakages of
tailings dams. However, these risks are somewhat mitigated by the
company's operational track record and continuous investments
focusing on increasing beneficiation efficiency, expanding capacity
for the tailings dams and enlarging processing capacity within the
grinding process. The company operates Artsvanik tailings dam with
the design capacity of 390 million cubic meters (m3) and actual
volume of 250 million m3, which is located 36 kilometers from ZCMC
on the Artsvanik river, where the company performs ongoing
restoration works and which will operate until at least 2031, with
annual fill-in volume of 12 million m3. The second tailings dam,
Hanqasar, which is located on the river Geghi, is not currently
operational, and will be subject to restoration works in 2022-25.
New tailing facility is being planned in-pit, at the mined out part
of the mine, which the company estimates will allow for water
reusage possibility as it will be close to its current mining
operations and will allow to reduce ZCMC's environmental
footprint.

ZCMC has a concentrated ownership structure with Cronimet Group
holding 75% in the company, while its board of directors lacks
independent members. ZCMC has substantial related party
transactions, which include molybdenum processing under tolling
scheme and molybdenum sales, which are conducted with the companies
under common control on an arm's length basis. The risk of
concentrated ownership is somewhat mitigated by the track record of
conservative financial policy and operational improvements since
2015-17.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that the company
will be able to maintain its solid credit metrics notwithstanding
copper price volatility, improve its liquidity in the short-term
and demonstrate an adequate liquidity on a sustainable basis.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's doesn't anticipate a positive pressure on the rating to
develop over the next 12-18 months, due to the company's exposure
to the single site and limited track record of operating under the
new management team. Over time, Moody's could upgrade the ratings
if the company (1) builds a track record of prudent liquidity
management maintaining liquidity cushion sufficient to weather
volatility in copper and molybdenum prices over 18 months horizon;
(2) demonstrates resilience in its credit metrics to different
price scenarios, while maintaining debt/EBITDA, as adjusted by
Moody's, below 2.5x; and (CFO-dividends)/debt, as adjusted by
Moody's, above 25%, on a sustainable basis.

Moody's could downgrade the ratings if (1) the company's leverage,
as measured by Moody's adjusted debt/EBITDA, deteriorates to above
3.5x on a sustained basis; (2) weak liquidity is not timely
addressed; or (3) operating metrics (production, metal content,
recovery) materially weaken.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Mining
published in September 2018.

COMPANY PROFILE

Zangezur Copper Molybdenum Combine CJSC is one of the largest
exploration and mining companies in Armenia. The company
principally produces copper concentrate and molybdenum from its
single open-pit mine. In 2018, the company generated revenue of
$414 million and Moody's-adjusted EBITDA of $96 million. ZCMC is
privately owned by Cronimet Group (75%), the company's management
(12.5%) and a private investor Jean Buffet (12.5%).




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C R O A T I A
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3 MAJ: Croatia to Provide State Guarantees for EUR26MM Loan
-----------------------------------------------------------
SeeNews reports that Croatia's government said on Sept. 19 it will
provide state guarantees to troubled shipyard 3. Maj for a EUR26
million (US$28.8 million) loan, which will help it complete a
vessel ordered by Canadian firm Algoma.

According to SeeNews, the government said in a statement the
finance ministry will issue the guarantees for the loan that will
be extended by state-owned development bank HBOR and/or commercial
banks to finance the construction of the vessel number 733 for
Algoma Central Corporation.

In order to obtain the guarantees, 3. Maj's management and
supervisory boards have to agree that once the company repays HRK50
million (U$7.5 million/EUR6.8 million ) to HBOR to settle earlier
liabilities and repays the EUR26 million loan that will be
supported by the latest state guarantees, it will pay to the state
budget the remainder of the proceeds from the sale of the vessel
733, SeeNews discloses.

Earlier this month, HBOR approved a HRK150 million
government-guaranteed loan to 3. Maj to help it restart production
and complete vessels already under construction, SeeNews recounts.
As a result, 3. Maj started paying the overdue salaries to its
employees from the first tranche of the HBOR loan, SeeNews notes.

3. Maj is part of troubled shipbuilding group Uljanik, which
includes another major shipyard in Croatia, Uljanik Shipyard, along
with smaller subsidiaries.




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I R E L A N D
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AURIUM CLO I: S&P Assigns B- Rating on $12MM Class F-R Notes
------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Aurium CLO I
DAC's class A-R-R, B-R-R, C-R-R, D-R-R, E-R, and F-R notes.

The transaction is a reset of an existing transaction, which closed
in 2015 and refinanced in 2017.

The proceeds from the issuance of these notes will be used to
redeem the existing rated notes. In addition to the redemption of
the existing notes, the issuer will use the remaining funds to
purchase additional collateral and to cover fees and expenses
incurred in connection with the reset. The portfolio's reinvestment
period will end approximately 4.5 years after the reset closing,
with the portfolio's maximum average maturity date 8.5 years after
the reset closing.

  Break-Even Default Rate And Scenario Default Rate
  Class Min BDR (%) SDR (%) Cushion (%)
  A-R-R 66.28     60.57  5.71
  B-R-R 64.44    52.83  11.61
  C-R-R 58.97    47.05  11.92
  D-R-R 49.74    37.68  12.06
  E-R   36.88    30.68  6.20
  F-R   26.30    24.95  1.35

The ratings assigned to the 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   2,541
  Default rate dispersion            631
  Weighted-average life (years)       5.20
  Obligor diversity measure          118.19
  Industry diversity measure            20.19
  Regional diversity measure            1.50

  Transaction Key Metrics
  Current   Total par amount (mil. EUR) 400
  Defaulted assets (mil. EUR)          0
  Number of performing obligors        153
  Portfolio weighted-average rating
    derived from our CDO evaluator      'B'
  'CCC' category rated assets (%)       1.59
  'AAA' weighted-average recovery
    calculated on the performing assets(%)37.25
  Weighted-average spread of the
    performing assets (%)            3.84

The portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans and senior
secured bonds. Therefore, S&P has conducted its credit and cash
flow analysis by applying its criteria for corporate cash flow
collateralized debt obligations.

S&P said, "In our cash flow analysis, we used the EUR400 million
target par amount, the covenanted weighted-average spread (3.75%),
the covenanted weighted-average coupon (4.75%), and the
weighted-average recovery rates at each rating level. 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."

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

S&P said, "Following the application of our structured finance
sovereign risk criteria, we consider the transaction's exposure to
country risk to be 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 will be
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-R-R, B-R-R, C-R-R, D-R-R, E-R, and F-R notes. Our credit and cash
flow analysis indicates the available credit enhancement could
withstand stresses commensurate with the same or higher rating
levels than those we have assigned. However, as the CLO is still in
its reinvestment phase, during which the transaction's credit risk
profile could deteriorate, we have capped our ratings on the
notes."

Aurium CLO I is a cash flow CLO transaction securitizing a
portfolio of primarily senior secured loans and bonds granted to
speculative-grade European corporates. Spire Management Ltd.
manages the transaction.

  Ratings List

  Aurium CLO I DAC

  Class       Rating      Amount
                         (mil. EUR)
  A-R-R       AAA (sf)     249.00
  B-R-R       AA (sf)       41.00
  C-R-R       A (sf)        24.00
  D-R-R       BB- (sf)      26.00
  E-R         BB- (sf)      22.00
  F-R         B- (sf)       12.00
  Sub notes   NR            42.00

  NR--Not rated.


CARLYLE GLOBAL 2015-2: Moody's Affirms B2 Rating on Class E Notes
-----------------------------------------------------------------
Moody's Investors Service taken a variety of rating actions on the
following notes:

  EUR238,225,000 Refinancing Class A-1A Senior Secured Floating
  Rate Notes due 2029, Affirmed Aaa (sf); previously on Sep 22,
  2017 Definitive Rating Assigned Aaa (sf)

  EUR5,275,000 Refinancing Class A-1B Senior Secured Fixed Rate
  Notes due 2029, Affirmed Aaa (sf); previously on Sep 22, 2017
  Definitive Rating Assigned Aaa (sf)

  EUR30,350,000 Refinancing Class A-2A Senior Secured Floating
  Rate Notes due 2029, Upgraded to Aa1 (sf); previously on
  Sep 22, 2017 Definitive Rating Assigned Aa2 (sf)

  EUR10,550,000 Refinancing Class A-2B Senior Secured Fixed Rate
  Notes due 2029, Upgraded to Aa1 (sf); previously on Sep 22,
  2017 Definitive Rating Assigned Aa2 (sf)

  EUR25,800,000 Refinancing Class B Senior Secured Deferrable
  Floating Rate Notes due 2029, Affirmed A2 (sf); previously
  on Sep 22, 2017 Definitive Rating Assigned A2 (sf)

  EUR24,000,000 Refinancing Class C Senior Secured Deferrable
  Floating Rate Notes due 2029, Upgraded to Baa2 (sf);
  previously on Sep 22, 2017 Definitive Rating Assigned Baa3 (sf)

  EUR24,900,000 Refinancing Class D Senior Secured Deferrable
  Floating Rate Notes due 2029, Affirmed Ba2 (sf); previously
  on Sep 22, 2017 Definitive Rating Assigned Ba2 (sf)

  EUR12,500,000 Class E Senior Secured Deferrable Floating Rate
  Notes due 2029, Affirmed B2 (sf); previously on Sep 22,
  2017 Affirmed B2 (sf)

Carlyle Global Market Strategies Euro CLO 2015-2 Designated
Activity Company, closed in 2015 and refinanced in 2017, is a
collateralized loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by CELF Advisors LLP. The transaction's reinvestment period
ended in September 2019.

RATINGS RATIONALE

The upgrade of the notes is primarily a result of the transaction
having reached the end of the reinvestment period in September
2019.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base case,
Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR 400.2m, a
weighted average default probability of 23.52% (consistent with a
WARF of 3004 over a WAL of 5.23 years), a weighted average recovery
rate upon default of 45.84% for a Aaa liability target rating, a
diversity score of 51 and a weighted average spread of 3.79%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
March 2019.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in January 2019. Moody's concluded
the ratings of the notes are not constrained by these risks.

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

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
notes, in light of uncertainty about credit conditions in the
general economy. CLO notes' performance may also be impacted either
positively or negatively by 1) the manager's investment strategy
and behavior and 2) divergence in the legal interpretation of
documentation by different transactional parties because of
embedded ambiguities.

Additional uncertainty about performance is due to the following:

Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


CELTIC PURE: High Court Confirms Appointment of Examiner
--------------------------------------------------------
Aodhan O'Faolain and Ray Managh at The Irish Times report that the
High Court has confirmed the appointment of an examiner to water
firm Celtic Pure, which was at the centre of recent product
recalls.

Mr. Justice Michael Quinn also heard that there have been 20
expressions of interest from potential investors in the firm, The
Irish Times relates.

Last month, the Co Monaghan-based provider of bottled drinking
water sought the protection of the court from its creditors due to
the fall out from two investigations launched after naturally
occurring arsenic in some of the firm's batches exceeded regulatory
limits, The Irish Times recounts.

This resulted in two precautionary product recalls, The Irish Times
notes.  While the company says the source of the contamination has
been dealt with, and that it is in compliance with health and
safety requirements, the company's business has suffered, The Irish
Times states.

It said that key retail customers suspended orders, its monthly
sales for August dropped by 75%, that it has incurred some EUR3
million in unforeseen once-off costs, and it has cash flow
difficulties, The Irish Times relays.

According to The Irish Times, while the company is insolvent, an
independent expert's report had stated that it had a good prospect
of survival if an examiner was appointed.

The steps identified by the independent expert to ensure the
company can continue to trade include that Celtic Pure obtain fresh
investment so it can restructure its debts and provide future
working capital, The Irish Times says.

The case returned before the court on Sept. 23 when Mr. Justice
Quinn said he was satisfied to appoint Declan McDonald --
declan.mcdonald@ie.pwc.com -- of PwC as examiner to the company,
which employs 75 people, The Irish Times recounts.




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

AI AQUA: S&P Lowers Issuer Credit Rating to 'B-', Outlook Stable
----------------------------------------------------------------
S&P Global Ratings lowered its existing ratings on AI Aqua Sarl,
including the issuer credit rating to 'B-' from 'B', senior secured
first-lien issue-level ratings (including $200 million of
incremental debt) to 'B-' from 'B' with an unchanged recovery
rating of '3' (55% rounded estimated recovery in a simulated
default), and senior secured second-lien issue ratings to 'CCC'
from 'CCC+' with an unchanged recovery rating of '6' (0% rounded
estimate recovery).

The company remains highly acquisitive, and leverage could remain
elevated if the company continues with its current pace of M&A.
After spending just over $450 million on M&A in 2018, which it
financed with about 80% debt and 20% equity, the company's
closed-and-announced M&A spending year-to-date in 2019 remains
aggressive, totaling just over $220 million with a similar mix of
debt and equity financing. The acquisitions continue to expand the
company' geographic reach now into Austria, Portugal, and Canada,
while further expanding its North American drinking water footprint
with increased penetration across the wholesale retail and
direct-to-consumer channels. Despite the company's growing scale,
it remains highly leveraged, with debt to EBITDA for the 12 months
ended June 30, 2019, about 9.7x pro forma for recently announced
and closed M&A (approximately 8x excluding one-time costs), which
remains above our downgrade trigger of 8x. S&P said, "Our leverage
ratio includes one-time integration, value-creating, and marketing
initiatives the company continues to incur to integrate
acquisitions, realize its growth targets and increase its market
share. We view these expenses as core to the company's operating
strategy and do not add them back to EBITDA. Therefore, future M&A
and associated one-time charges, which may continue to be
aggressive, would prevent the company from reducing leverage in
line with our expectations for a 'B' issuer credit rating, which
includes debt to EBITDA improving below 8x in the coming quarters
and further declining closer to or below 7x on a sustained basis."

S&P said, "The stable outlook reflects our expectation for
continued good organic operating performance in the company's
underlying businesses, for FOCF to turn positive in fiscal 2020
with fewer integration charges and a full year contribution from
recent acquisitions, and for leverage to steadily improve to the
extent future M&A is more bolt-on in size. With mid-single-digit
percent organic growth rates likely to continue in the company's
drinking water businesses, and assuming future M&A declines closer
to $50 million annually, debt to EBITDA should decline closer to or
below 7x over the next year.

"We could upgrade the company if it improves annual FOCF to more
than $50 million, and reduces and sustains debt to EBITDA near or
below 7x. We believe this could occur over the next year if the
company successfully integrates its acquisitions, grows EBITDA as
currently projected, and becomes less acquisitive.

"We could lower the ratings if the company faces a significant
decline in operating performance, potentially if an economic
downturn causes organic growth rates to turn negative and prevents
the company from turning cash-flow-positive and improving its
capacity to service debt. In such a scenario, debt to EBITDA would
remain above 10x and EBITDA interest coverage would stay near or
below 1.5x."


TI LUXEMBOURG: S&P Affirms 'B' ICR Despite Economic Slowdown
------------------------------------------------------------
S&P Global Ratings affirmed its 'B' ratings on Ti Luxembourg S.A.
(Tractel) and on its outstanding term debt.

S&P said, "We are affirming the rating based on Tractel's operating
performance during first-half 2019, which was in line with our
expectations. We believe that despite the weakening global economic
environment, Tractel will continue to generate EBITDA margins of
above 20% over the next two years, positive free operating cash,
and to de-leverage. The affirmation also reflects our view of the
group's continuous high cash conversion due to low capex needs, and
Tractel's flexible cost structure, which allowed the group to
generate an about 20% EBITDA margin even during the economic crisis
of 2008-2010. This is a particularly important consideration, as we
estimate the global construction market, an important driver for
the group's business, to have peaked."

Rather than employing long-term contract workers, Tractel employs
significant numbers of temporary workers to manage its factory
utilization, and benefits from flexible cost structure.
Furthermore, the group's operations are asset-light, with low
capital expenditure (capex) requirements, allowing it to convert
more than 85% of its EBITDA into cash, and mitigating risks
stemming from a potential economic downturn. Although S&P does not
net the group's debt with its cash balance in calculating the
aforementioned credit ratios, taking into account its
financial-sponsor ownership, we note the comfortable amount of cash
on the balance sheet in 2018 (about EUR46 million).

Despite the Scanclimber acquisition in 2018, Tractel remains
smaller than most global capital goods peers that operate across
many markets and sectors. However, S&P believes the company's
business profile benefits from its significant experience in the
highly regulated domain of building safety standards and security
at construction sites. Part of the group's business, slightly less
than 50% of its revenue, is exposed to the cyclical construction
sector, particular the group's permanent access projects. Currently
this exposure is mitigated by Tractel's Permanent Access order
backlog of 1.5 to 2 years. An equally important share of the
group's revenue is derived from the need to comply with
ever-stricter regulation on security standards at existing
buildings and maintenance needs of high installations and
elevators, which are independent of new construction projects, and
therefore significantly less cyclical in nature. End markets for
maintenance- and security upgrade-related revenue are diverse and
range from energy to infrastructure to mining, telecoms, and
utilities, which in our view adds to revenue diversification of the
group.

The group's capacity to maintain comfortable EBITDA margins during
times of adverse economic conditions, as observed over 2009-2014,
stems, in our view, from the combination of the group's quality
brand recognition and its flexible cost structure. Moreover, S&P
considers that Tractel's strong relationships with distributors
support the group's topline. Tractel has held a presence in the
working-at-heights and safety products market for more than 70
years, with a large network of intermediaries. It has developed a
strategy that emphasizes the sale of products to intermediaries
rather than to end-users, enabling it to generate about 45% of
revenue from the sales to distributors and rental companies. S&P
believes the group's distribution strategy is an effective barrier
to entry for new competitors in the market, which at the same time
allows the group to minimize its commercial expenses.

S&P said, "These strengths are mitigated, in our view, by Tractel's
concentration in Europe and the U.S, while it is underrepresented
in fast-expanding Asia. In addition, the share of noncyclical
services in the revenue mix is still relatively low, accounting for
a mere 20%. However, the company plans to increase this over the
medium term. Because Tractel operates in relatively small and local
regulation-driven markets, it focuses its inorganic growth efforts
on acquisition of at least equally profitable peers operating in
market niches, which would support the group's efforts to increase
sales, adding technologies and solutions to its offering and
strengthening its distribution network. We believe the acquisition
of U.S.-based SPG in 2016 and the more recent acquisition of the
Finnish Scanclimber in December 2018 fit well with the group's
strategic priorities in terms of increasing its revenue in and
outside its core markets and strengthening relationships with
distributors, who account for approximately half of the group's
sales. Rapid change of fundamentals in some of its end markets can
weigh on revenue growth, as seen by the company's decision to exit
business with wind power generators in 2010-2014.

"We anticipate free cash flow generation of over EUR10 million and
funds from operations over EUR25 million in 2019, underpinned by
improved profitability and Tractel's capital-light business model.
We further project FFO to cash interest coverage of comfortably
over 2.5x in 2019-2021.

"While supported by low capital intensity, high cash conversion,
and positive free cash flow generation, we believe Tractel's
financial risk profile is constrained by the control exercised by
its controlling shareholder Cinven, a private equity firm. Despite
our belief that Cinven will support Tractel by relinquishing
dividend payments over 2018-2020 and waiving its rights to call the
existing shareholder loan, uncertainty remains regarding Cinven's
holding period(it purchased Tractel in 2015). As a result, we do
not consider Tractel's cash generation to enable deleveraging of
the group on a permanent basis below levels typically targeted for
an LBO.

"Finally, we view the group's adequate liquidity position as a
positive, and expect its cash position will improve gradually over
2019-2020.

"The stable outlook reflects our expectation that Tractel's
adjusted EBITDA margin will marginally improve, and that revenue
will increase by a low-single digit. We forecast Tractel's adjusted
debt to EBITDA will fall below 5.5x in the next two years and FFO
cash interest coverage will remain over 3.0x.

"We could lower the rating if Tractel's operating performance was
worse than we expected, or if it adopted financial policies that
were less credit friendly than we currently expect. FFO cash
interest coverage deteriorating below 2.5x, or failure to generate
sustainably positive free operating cash flow (FOCF) could also
trigger a downgrade. We could also consider lowering the ratings if
Tractel fails to maintain adequate liquidity. These scenarios could
materialize from weaker-than-expected market conditions or
operating performance.

"Rating upside is limited, in our view, given the uncertainty
surrounding the main shareholder's investment horizon. We could
consider a positive rating action if we believe that the financial
sponsor will relinquish control and, at the same time, Tractel's
credit metrics materially strengthen, with debt to EBITDA improving
to about 4.5x. This could happen if the company performs far better
than we expect in our base-case scenario, with the condition that
any improvement would need to be sustained by a conservative
financial policy. We view such as a development as unlikely over
the next two years."

Tractel manufactures and provides working-at-heights and safety
products and solutions. The group designs, develops, assembles, and
offers lifting and handling equipment, load measurement equipment,
suspended platforms, and height safety equipment. About one-fourth
of the group's sales comes from the construction industry.

Tractel is headquartered in Luxembourg and has been owned by
financial sponsor Cinven since October 2015. The group sells its
products and services globally, with Europe its largest market.

The group generated about EUR218 million revenue in 2018 and a
reported EBITDA of about EUR50 million.




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AUTOMATE INTERMEDIATE II: S&P Gives Prelim 'B' Issuer Credit Rating
-------------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' rating to
Autostore's parent Automate Intermediate Holdings II, and its
first-lien credit facility.

S&P said, "Our preliminary rating on Automate Intermediate Holdings
II S.a.r.l., parent of AutoStore S.A. (Autostore), primarily
reflects our view of Autostore's relatively small scale and limited
product diversification and its highly leveraged balance sheet,
with forecast debt to EBITDA of about 6.7x-5.7x in 2019-2020.
However, Autostore's highly profitable and patented products, its
moderate share of aftermarket sales (about 20% of total sales in
2018), expected revenue growth of about 20%-50% in 2019-2020, and
its position as provider of unique cubic storage solutions for the
booming Automated Storage and Retrieval System (AS/RS) market,
mitigate these factors. We forecast EBITDA at about EUR90 million
in 2010 and about EUR110 million in 2020, with 94% of our 2019
forecast covered by firm orders. We expect Autostore will deliver
industry-leading S&P Global Ratings-adjusted EBITDA margins through
2021."

Autostore operates in a relatively small industry with a total
addressable market of about EUR1.9 billion (in 2017). The company's
growth stems largely from its exposure to e-commerce, and it is
benefitting from the AS/RS market's rapid growth. The compound
annual growth rate (CAGR) for this segment is about 10% from 2012,
while the CAGR for Autostore's cubic solution business was about
45% during the same period. While Autostore has a strong position
in its niche area, it remains significantly smaller in scale and
less diversified than most global capital goods sector peers.
Autostore is dependent on the continued success of its two key
product lines (the red and black lines) and cannot offer a solution
covering all automated storage needs for a single warehouse. The
company therefore relies on warehouse integrators' willingness to
include its products in solutions offered to end customers. While
Autostore depends on partners, S&P sees a reciprocal relationship
with warehouse system integrators. This is because these partners
also need the company's product to respond to growing market demand
for Autostore's solutions.

S&P said, "We believe Autostore offers an innovative and
competitive high-technology product that provides the end customer
with unrivaled benefits in terms of economic use of space.
Autostore products offer labor cost savings of up to 50% compared
with a traditional manually operated warehouses. Autostore's
solution also enables 90% space utilization, which cannot be
achieved with conventional warehouse racks and picking systems.
When installed, Autostore's system offers the warehouse operator
nearly 4x the inventory space relative to manual alternatives, with
enhanced inventory picking speed. We believe the technology
developed by Autostore fits the needs of modern warehouses, in
particular in the e-commerce space, where speed and accuracy of
delivery are key for the consumer. Warehouse capacity is also
needed closer to urban centers, where the cost of space becomes an
important argument for operators' purchasing decisions.
Furthermore, we consider Autostore to be best-in-class for meeting
the accuracy requirements of automated material handling equipment,
which is necessary to ensure warehouses are fully and permanently
operational and to avoid sampling errors that could lead to
postponed or missed deliveries."

Group sales have risen at an about 53% CAGR over the past three
years, and S&P expects product features will continue to propel
sales growth and the expansion of the group's market share within
the light automated storage space.

Another of Autostore's key advantages is the simplicity of its
solutions, which use standardized modular storage structure and
picking robots. Autostore has substantial experience in designing
and assembling its cubic warehouse solutions and picking robots, as
well as developing the related software, which is protected by
numerous patents. In S&P's view, defending the global patents on
the group's products is of the highest importance in retaining a
competitive advantage over mostly larger competitors that offer
alternative warehouse-management solutions. S&P views the group's
strategy comprising selling modular equipment and software while
letting logistics system integrators execute the customer warehouse
projects, as positive. Since the company does not deal directly
with large e-commerce players, there is less potential pressure on
its product margins, and it does not face contractor risk from
warehouse projects. The production of the modules is largely
outsourced. This results in a relatively low amount of labor,
allowing the group to dedicate about 25% of its full-time employees
to research and development. Furthermore, as roughly 66% of cost of
goods sold are variable, Autostore enjoys a high level flexibility
in its cost base, shielding the company's margins during potential
periods of softer demand.

S&P said, "We view the group's balance sheet structure as highly
leveraged. In our base-case scenario, we estimate S&P Global
Ratings-adjusted gross debt of approximately EUR621 million. While
the credit profile is supported by high cash conversion of about
90% of reported EBITDA turning into free operating cash flow
(FOCF), we forecast adjusted debt to EBITDA of 6.7x in 2019 and
5.7x in 2020, and adjusted funds from operations (FFO) to cash
interest of about 2.8x-3.8x in 2019-2020. FOCF generation is
constrained by material capitalized development costs and capital
expenditure (capex) of about EUR10 million each year. Autostore's
overall financial risk profile is also constrained by the control
exercised by THL, a private equity firm, because we believe
leverage will remain elevated throughout the investment holding
period.

"Although we do not net the group's debt with its cash balance in
the calculation of our key credit ratios, we view the group's
liquidity position as credit positive, and expect the amount of
cash held on balance sheet will continuously increase over our
forecast horizon.

"The stable outlook reflects our expectation that the group will
maintain its strong market position, continue to increase revenue,
sustain its margins, and generate positive FOCF. We also expect
Autostore will sustain S&P Global Ratings-adjusted debt to EBITDA
below 6.0x and FFO cash interest coverage above 2.5x in the next
two years.

"Rating upside is limited, in our view, given the company's high
leverage. We could consider a positive rating action if credit
metrics materially strengthened, including adjusted debt to EBITDA
below 5.0x and FFO to cash interest above 4.5x. This could happen
if the company outperformed our base-case projections and followed
a more conservative financial policy."

S&P could lower the rating if Autostore's operations underperformed
our estimates due to weaker-than-expected market conditions, higher
competitive pressure, or loss of key customers, or if Autostore
increased its leverage. A downgrade could occur if Autostore's FFO
cash interest coverage deteriorated below 2.5x, or due to the
failure to generate positive FOCF. A dividend recapitalization or a
deteriorated liquidity position could also result in a negative
rating action.

Autostore operates in the software and robotics industry, providing
automation technology to warehouse and distribution facilities.
Founded in 1996, the company is headquartered in Norway and
employed 242 full-time employees in 2018. The group operates mostly
across Europe, where it generates about 57% of its sales. The
remainder of the company's sales stem from operations in North
America (38%) and Japan (2%), among other countries across the
globe (3%). Sales in Germany are relatively high at about 27% of
total sales.

Autostore offers a unique solution that uses robots to enable
direct stacking of bins on top of each other and storage of
multiple stock keeping units in a single bin. The company provides
modular and flexible cube storage grid systems through two main
products:

-- Red line (84% of estimated sales in 2019), the backbone of
    the business; and

-- Black line (13% of estimated sales in 2019), Autostore's new
    product line developed for the need of higher throughput
    warehouses, launched in early 2019.

Financial sponsor THL has acquired 87% of the shares of Autostore
from EQT Partners, which will keep a 10% stake. Management holds
the remaining 3%.


AUTOMATE INTERMEDIATE: Moody's Assigns B2 CFR, Outlook Stable
-------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating and
B2-PD Probability of Default Rating to Automate Intermediate
Holdings II S.A.R.L . Concurrently, Moody's has assigned B1
instrument ratings to the proposed EUR440 million equivalent
first-lien senior secured term loans and the EUR70 million
revolving credit facility. The outlook is stable.

This is the first time that Moody's has assigned ratings to
Autostore, a Norwegian software and robotics company supplying
automated technology solutions to warehouse and distribution
facilities.

On July 31, 2019, Thomas H. Lee Partners, L.P. closed a transaction
to acquire 87% of the shares of AutoStore for EUR914 million in
cash from EQT Partners who will keep a 10% stake in the company
along with management, who rolled over a significant amount of
equity.

RATINGS RATIONALE

The B2 CFR is supported by the company's (i) unique and leading
position in a rapidly growing segment of the warehousing market,
underpinned by strong partner relationships; (ii) high degree of
diversification by geography and end-user; (iii) scalability of the
business backed by proven ability to grow quickly at low cost, and;
(iv) large equity cushion.

The ratings are limited by the company's (i) small scale which
leaves the company more vulnerable than larger players to economic
downturns and potential shifts in the distribution/supply chain or
technology which could change demand for their product, albeit
Moody's acknowledges the latter appears to be unlikely in the
medium-term particularly in light of the exposure to e-commerce;
(ii) the one-off nature of its systems sales; (iii) high opening
Moody's adjusted leverage of 6.9x projected as of end of 2019 which
Moody's expects to decrease towards 6.0x by the end of 2020; (iv)
very rapid level of historic and planned growth which could be
challenging for management as operational complexity and governance
compliance requirements increase, and; (v) dependence on
intellectual property (IP).

From a corporate governance perspective, Moody's factors in the
potential risk usually associated with private equity ownership
which might lead to a more aggressive financial policy and lower
oversight compared to publicly traded companies.

LIQUIDITY

The company's liquidity is considered good, supported by: (i) EUR18
million cash balance at close; (ii) expected positive free cash
flow (FCF) throughout the forecasting period; (iii) an undrawn
EUR70 million RCF (expected to remain undrawn) with a springing
covenant set with generous headroom, and; (iv) the first material
debt repayment is expected to be 6.5 years following the
transaction's close.

OUTLOOK

The stable outlook assumes that the company will continue to
demonstrate strong revenue growth and at least maintain its Moody's
adjusted EBITDA margin, leading to a reduction in Moody's adjusted
leverage towards 6x by the end of 2020, that it will not embark on
any material debt-funded acquisitions or shareholder distributions,
and that the transaction will close as planned.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure on the rating could occur if the company continues
to demonstrate strong revenue growth, and if the Moody's-adjusted
debt/EBITDA reduced sustainably towards 4.5x while generating
positive (Moody's adjusted) FCF/debt at above 10% and maintaining
good liquidity.

Downward pressure on the rating could occur if the conditions for a
stable outlook were not met, if rapid growth results in operational
stress, if FCF turned negative or if liquidity deteriorated.

STRUCTURAL CONSIDERATIONS

AutoStore's debt capital structure comprises a EUR70 million
first-lien RCF, a EUR440 million first-lien senior secured term
loan and a EUR165 million second-lien term loan (unrated). Using
Moody's Loss Given Default methodology, the probability of default
rating at B2-PD is at the same level as the CFR. This is based on a
50% recovery rate, as is typical for transactions with first- and
second-lien debt. The first-lien senior secured term loan and RCF
rank ahead of the second lien, which provides an uplift to the
first-lien ratings at B1, one notch above the CFR.

PRINCIPAL METHODOLOGY

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

CORPORATE PROFILE

Founded in 1996 and headquartered in NedreVats, Norway, AutoStore
is a market leading software and robotics company providing
automation technology to warehouse and distribution facilities. The
company is majority owned by private equity group THL.




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RAFO: Goes Bankrupt After Restructuring Plan Fails
--------------------------------------------------
Nicoleta Banila at SeeeNews reports that Romanian oil refinery RAFO
has gone bankrupt after the plan for its restructuring failed, the
court appointed administrator CITR said, citing a decision issued
by the Bacau Court.

According to SeeeNews, CITR said in a press release on Sept. 19
RAFO's bankruptcy comes after potential investors' intentions
failed to materialize into a transaction and the 18-month period
for the restructuring of the company expired on Aug. 22.

RAFO stopped production in 2008, long before it entered insolvency
in 2014, SeeeNews notes.

The first step in the bankruptcy procedure will be to resume the
evaluation of the refinery's assets, to be followed by drafting a
plan for recovery of receivables and covering asset conservation
expenses, SeeeNews discloses.

CITR has said that in 2008, the company was forced to stop
production, because it was no longer possible to renew its
operating license, as the facility could not comply with the
provisions of environmental legislation, SeeeNews relates.

RAFO was built in Onesti, Bacau county, in the 1960s and it was one
of the largest refineries in Romania and Eastern Europe with a
refining capacity of 3.5 million tonnes of oil per year.




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

SOVCOMBANK JSC: S&P Raises ICRs to 'BB/B', Outlook Stable
---------------------------------------------------------
S&P Global Ratings said that it raised to 'BB/B' its long- and
short-term foreign and local currency ratings on Sovcombank JSC.
The outlook is stable.

Sovcombank JSC has expanded rapidly over the past several years.
After a series of acquisitions--most notably the merger with
Rosverobank at end-2018--and rapid loan increases, the bank has
become a meaningful player in Russian banking. It remains possible
that the Central Bank of Russia could designate Sovcombank as a
domestic systemically important bank (D-SIB). S&P said, "However,
our assessment of a bank as systemically important--whereby we see
a meaningful likelihood that the bank would receive extraordinary
support, if needed--does not hinge on D-SIB status. We now assess
the bank to be of moderate systemic importance, so the issuer
credit rating includes one notch of uplift from the 'bb-'
stand-alone credit profile."

Since January 2019, Sovcombank has maintained its market share in
retail deposits, which accounted for about 1.4% of the systemwide
total as of Aug. 1, 2019. Sovcombank serves more than 700,000
depositors and is a key player in guarantee issuance for small
enterprises for state purchases (about 25%-30% of the market,
according to the bank's estimates). S&P said, "We also note that
its deposits are predominantly small-ticket, coming from its wide
regional branch network, unlike many large banks that focus on
richer populations in large cities. The bank is also gradually
emerging as a payment-processing institution on the back of the
gradual expansion of installment cards. Finally, we note the
Russian government's track record of support, having bailed out
senior creditors of both larger and smaller banks than Sovcombank
in the past two years."

That said, S&P also notes that, contrary to its expectations,
Sovcombank aims to pay material dividends in 2019. Cash
distributions over the first seven months of 2019 stood at Russian
rubles 5.75 billion (slightly less than $90 million). Nevertheless,
we think that Sovcombank's risk-adjusted capital (RAC) ratio will
remain in the 5.5%-6.0% range, assuming:

-- A small increase in total assets in 2019 as the bank
reallocates its balance sheet from bond portfolios to lending
activities, followed by an increase of about 15% in 2020-2021 on
the back of robust credit growth;

-- A flat or slightly increasing net interest margin on the back
of higher share of the retail loan portfolio on the balance sheet;
and

-- Cost of risk in the 1.5%-2.0% range, generally in line with
S&P's expectations for the market.

Although Sovcombank is expanding rapidly in retail–-its retail
loan portfolio increased by 17% over the first half of 2019—S&P
thinks this is partly mitigated the portfolio composition leaning
more toward collateralized lines. This growth primarily comes from
car loans and installment cards, the latter at a 0% interest rate
for the customer. S&P also notes that the historical cost of risk
for retail products was commensurate with the market average.

Sovcombank's credit metrics are now fully commensurate with the
'BB' level, compared with larger local peers such as Alfa-Bank JSC
(BB+/Stable/B). In particular, we note that the bank aims to move
into its next phase of expansion by ensuring that its risk
appetite, growth, and profitability do not weaken its balance
sheet. S&P also notes that D-SIB status, if granted, would likely
lead to higher capital and tougher liquidity requirements, as well
as more intensive regulatory supervision. S&P thinks this could
help to reinforce the bank's balance sheet.

S&P said, "Our stable outlook on Sovcombank reflects our view that
the bank will maintain its current level of capitalization and not
expand its risk appetite as it pursues its organic and acquisitive
growth strategy.

"We could take a negative rating action if we thought Sovcombank's
capitalization, as measured by our RAC ratio, were likely to drop
below 5%. This could stem from faster-than-expected expansion via
acquisitions or a fast buildup of the bond portfolio accompanied by
a fairly aggressive dividend policy. We could also take a negative
rating action if expansion of lending activities were to stem from
an increased risk appetite."

A positive rating action is very unlikely in the next 12-18 months.
An upgrade would likely require an improved macroeconomic situation
in Russia, along with the bank maintaining both its balance sheet
strength and risk appetite.


SOVCOMBANK PJSC: Fitch Hikes LT Issuer Default Rating to BB+
------------------------------------------------------------
Fitch Ratings upgraded PJSC Sovcombank's Long-Term Issuer Default
Ratings to 'BB+' from 'BB'. The Outlooks are Stable. The Viability
Rating has been upgraded to 'bb+' from 'bb'. The agency has also
assigned SovCom Capital DAC's upcoming issue of US
dollar-denominated subordinated Tier 2 bonds an expected long-term
rating of 'BB(EXP)'. The final rating is contingent upon the
receipt of final documents conforming to information already
received.

KEY RATING DRIVERS

IDRS, VIABILITY RATING

SCB's VR drives its IDRs. The upgrade of the IDRs and VR reflects
the bank's extended track record of exceptional performance, robust
asset quality, strong profitability, solid liquidity and capital
buffers, and Fitch's view that the operating environment in Russia
has improved, which should benefit the bank's credit profile. The
operating environment is improving due to the implementation of a
consistent and credible policy framework that should deliver
improved macroeconomic stability and better resilience to shocks.

At the same time, the bank's ratings are constrained by its more
limited franchise, compared with larger peers. In particular, its
share of low-cost deposits translates into a somewhat higher cost
of funding, and there are potential challenges in scaling up the
current business model.

SCB's asset quality is very good, as impaired loans (Stage 3 and
POCI) were only 2.7% of gross loans at end-1H19, one of the lowest
among larger Russian banks. Impaired loans were 67% covered by
specific loan loss allowances (LLA) at end-1H19. Stage 2 loans were
an insignificant 2.1% of loans, and 14% covered by LLA. Impairment
charges have also been low, slightly above 2% of average loans in
1H19-2016, despite a sizable share of retail lending.

At end-1H19, SCB's Fitch Core Capital (FCC)/risk weighted assets
ratio was 13.3%, up from 11.6% at end-2018 due to high profit
retention and a RUB6.1 billion capital increase in March 2019 amid
almost zero growth. The capital injection was made by a consortium
of portfolio investors led by the Russian Direct Investment Fund,
which had already invested RUB6.6 billion in August 2018. The
consortium's combined shareholding is currently 10.5%. Fitch
understands this is viewed as a bridge capital before the potential
IPO, but the bank's reliance on this is not significant.

SCB's regulatory capital ratios were tighter (core Tier 1 ratio of
10.6% at end-1H19, including unaudited profits), mostly due to the
large amount of capital held at subsidiary Express-Volga Bank,
which is not recognised in regulatory accounts. The bank's
regulatory Tier 1 ratio (11.2%, including unaudited profits) and
total (13.1%) capital ratios are supported by a number of
qualifying subordinated instruments, including USD100 million Tier
1 eligible perpetual and USD150 million Tier 2 eligible
subordinated bonds placed in March 2018, and RUB7 billion
subordinated debt raised from the Deposit Insurance Agency in
2015-2016 in the form of a coupon-bearing federal loan issued by
the Russia's Ministry of Finance. SCB's total regulatory capital
adequacy ratio of 13.1% should improve as a result of the upcoming
Tier 2 notes issue. The latter's size is not yet defined, but
assuming an average USD300 million, Fitch estimates, that total
capital adequacy ratio would improve by about 200bp.

All three regulatory ratios are above the fully loaded requirements
of 7% core Tier 1, 8.5% Tier 1 and 10.5% total ratios that will be
in force from end-1Q20. SCB would also be able to comply with the
additional 1% buffer for systemic importance if it was designated a
systemically important bank by the Central Bank of Russia (CBR), a
real medium-term possibility, in its view.

SCB's core pre-impairment profitability before securities gain/loss
is very strong (4% of average assets in 1H19), providing a good
buffer against potential losses. Net results, although also strong
(ROAE of 23% in 1H19), was additionally underpinned by securities
gains following market recovery. Fitch estimates the normalised
ROAE is about 20%-25%, which is more than sufficient to support
growth without compromising capital ratios.

SCB is mostly funded with customer deposits, which made up 79% of
total liabilities at end-1H19. Funding has somewhat improved after
the acquisition of Rosevrobank with its granular and cheap funding
base. However, overall the funding profile remains price-sensitive
and moderately concentrated, with the 20 largest depositors making
up 20% of total customer deposits. Liquidity risks are mitigated by
a sizable liquidity cushion, consisting of cash and unpledged
securities (covering 53% of end-1H19 total liabilities) and a part
of loans (4% of liabilities), which could be pledged to raise
funding from the CBR or National Clearing Centre (BBB/Stable/bbb).

DEBT RATINGS

The upcoming subordinated notes will be issued through SovCom
Capital DAC, a special purpose vehicle (SPV) domiciled in Ireland.
The notes will be used solely for financing a subordinated loan to
SCB. The notes will mature in 2030 but SCB has a call option to
repay them in 2025 subject to CBR approval.

The notes are rated one notch below SCB's 'bb' VR, reflecting
below-average recovery prospects for the notes in case of a
non-viability event. Fitch does not notch the notes for
non-performance risk because the terms of the notes do not provide
for loss absorption on a "going concern" basis (e.g. coupon
omission or write-down/conversion).

The notes should qualify as Tier 2 regulatory capital due to full
or partial write-down in case either (i) SCB's CET1 falls below 2%
for six or more operational days in aggregate during any
consecutive period of 30 operational days; or (ii) the CBR approves
a plan for the participation of the CBR in bankruptcy prevention
measures in respect of SCB, or the Banking Supervision Committee of
the CBR approves a plan for the participation of the Deposit
Insurance Agency in bankruptcy prevention measures in respect of
the bank.

SCB's senior unsecured debt is rated in line with the bank's
Long-Term Local-Currency IDR.

SUPPORT RATING AND SUPPORT RATING FLOOR

SCB's Support Rating (SR) of '5' and Support Rating Floor (SRF) of
'No Floor' reflect that support from the Russian authorities,
although possible given the bank's significant deposit franchise,
cannot be relied upon due to the bank's smaller size and a lack of
official domestic systemically important bank (D-SIB) status.

RATING SENSITIVITIES

SCB's rating upside potential is limited and would require a
meaningful improvement of the bank's franchise, while maintaining
strong profitability, asset quality and capital metrics.

A downgrade could result from a sharp deterioration in asset
quality or aggressive growth above its expectations leading to
material capital erosion, or mismanagement of liquidity and market
risks.

SCB's senior and subordinated debt will likely move in tandem with
the bank's Long-Term Local-Currency IDR and its VR, respectively.
The subordinated notes' rating is also sensitive to a change in
notching should Fitch change its assessment of loss severity or
relative non-performance risk.

If SCB becomes designated as a D-SIB, Fitch could revise its SRF to
'B' and upgrade its SR to '4'.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

The upcoming subordinated notes to be issued by SovCom Capital DAC
are rated one notch below SCB's Viability Rating.


TOMSK OBLAST: S&P Affirms 'BB-' Long-Term ICR, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings, on Sept. 20, 2019, affirmed its 'BB-' long-term
issuer credit rating on the Russian region of Tomsk Oblast. The
outlook remains stable.

Outlook

The stable outlook reflects S&P's expectation that the commitment
of Tomsk Oblast's financial management to cost controls will allow
the region to keep its deficit after capital accounts below 10% of
total revenue, while maintaining sufficient liquidity coverage
through the timely arrangement of committed facilities.

Downside scenario

S&P said, "We could lower the rating on Tomsk Oblast if its
budgetary performance weakened and the deficit after capital
accounts increased to above 10% of total revenue. The rating could
also come under pressure if we saw the region loosen its prudent
policy of medium-term borrowing in favor of cheaper short-term
debt."

Upside scenario

S&P said, "We might consider raising the rating on Tomsk Oblast if
we saw a material improvement in its revenue structure. This could
be thanks to changes in tax redistribution, or higher grants that
result in stronger budgetary performance and a structural decrease
in debt. In addition, we could raise the rating if the region's
management demonstrated stronger capital and financial planning."

Rationale

S&P said, "In the coming three years, we expect that Tomsk Oblast
will continue to post operating surpluses and modest deficits after
capital accounts. Tax-supported debt will increase gradually
through 2021 due to the investment needs of the region.
Furthermore, we believe that Tomsk Oblast will retain its sound
liquidity position over this period, owing to its regular presence
on the bond market and access to short-term liquidity from the
federal treasury." However, the volatility of the Russian
institutional setting and the commodity concentration of the
economy continue to constrain the rating.

Centralized institutional framework and economic concentration on
commodities constrain the rating

Under Russia's volatile and unbalanced institutional framework,
Tomsk Oblast's financial position is significantly affected by the
federal government's decisions regarding key taxes, transfers, and
expenditure responsibilities. S&P estimates that federally
regulated revenue will continue to make up more than 95% of Tomsk
Oblast's budget revenue, which leaves very little revenue autonomy
for the region. The application of the consolidated taxpayer group,
the tax payment scheme used by corporate tax payers since 2012,
continues to undermine the predictability of corporate profit tax
payments. At the same time, the region is participating in the
restructuring of the outstanding budget loans initiated by Russia's
Ministry of Finance, which supports its liquidity. The
restructuring agreement requires the region to limit debt to below
67% of total revenue by 2020 and keep deficits after capital
expenditure (capex) below 10% of total revenue. Tomsk Oblast also
has access to the revolving 90-day federal treasury facility, which
we understand will remain available to Russian local and regional
governments (LRGs) in the medium term.

Tomsk Oblast's economy benefits from its location bordering
economically important Krasnoyarsk Krai, Tyumen Oblast, and
Novosibirsk Oblast. The region is rich in oil, natural gas, ferrous
and nonferrous metals, and underground water. Furthermore, about
20% of the West Siberian forest resources are located in Tomsk
Oblast. S&P said, "However, we believe that the economy remains
concentrated on the oil and gas industries, which provide more than
20% of GDP. We base our calculation on the national GDP per capita,
which is slightly higher than the region's at about $11,300 in
2018. We believe that Russia's limited growth prospects put
pressure on Tomsk Oblast's wealth levels. Therefore, we project
that the region's economy will expand at the same rate as the
sovereign--about 1.6% annually on average--over the next three
years."

Tomsk Oblast has improved its expenditure management, having
implemented tighter controls over spending growth for the past few
years. However, similar to all Russian LRGs, the region lacks
reliable long-term financial planning and does not have sufficient
mechanisms to counterbalance volatility from its concentrated
economy and tax base, when compared internationally.

In December 2018, Tomsk Oblast obtained a total of Russian ruble 3
billion in bank debt maturing in one year. The proceeds were used
to redeem more expensive loans maturing in subsequent years, but
resulted in an increase in redemptions in 2019. Nevertheless, S&P
anticipates that the region will maintain its strong and
longstanding track record of organizing committed liquidity
facilities and keeping undrawn amounts exceeding refinancing
needs.

A moderate deficit after capital accounts and gradual increase in
debt, but sufficient liquidity

S&P said, "We believe that over the next three years Tomsk Oblast
will continue to balance the budget with operating surpluses and
modest overall deficits, to comply with Ministry of Finance
restrictions. In our view, revenue performance will normalize
compared with the very strong results of 2018, when higher prices
and a weak Russian ruble supported the commodities sector. We also
expect the region will benefit from additional federal transfers
for the realization of national projects. We project an increase in
total expenditure in real terms based on the higher capital
program. However, we believe Tomsk Oblast has more flexibility on
the spending side, thanks to the relatively large self-financed
part of its capital program, which we think it could reduce by at
least 20% if necessary. At the same time, we assume that the
deficit after capital accounts will not exceed 10% of the LRG's
total revenue in the near term, thanks to management's cautious
approach to budgeting and the region's need to respect the
agreement with the Ministry of Finance on budget loan
restructuring.

"We expect the region's debt burden will increase gradually because
of its important investment needs, weaker revenue growth, and
projected deficits after capital accounts. However, contingent
liabilities--which arise from government-related entities' and
municipal debt--do not represent a significant liability and are
unlikely to materialize, in our view. Based on this, we believe
debt will likely slightly exceed 60% of total revenue by year-end
2021. We also project that Tomsk Oblast will remain active on the
Russian bond market and continue issuances for regional retail
investors.

"In our view, modest deficits and the region's liquidity sources
will allow it to maintain sufficient liquidity coverage in the next
12 months. Tomsk Oblast enjoys a smooth repayment schedule with
evenly spread maturities, and it has good access to external
liquidity. The latter comes through its regular presence on the
Russian bond market, track record of obtaining financing in tight
market conditions, and consistent federal support in the form of
treasury loans."

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

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

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

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

  Ratings List

  Ratings Affirmed

  Tomsk Oblast
  Issuer Credit Rating      BB-/Stable/--




=========
S P A I N
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CIRSA ENTERPRISES: S&P Cuts ICR to B on Dividend Recapitalization
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit and issue
ratings on Spain-based gaming company Cirsa Enterprises S.L.U.
(Cirsa) to 'B' from 'B+'. S&P also assigned a 'CCC+' issue rating
to its proposed EUR375 million senior secured payment-in-kind (PIK)
notes due 2025.

The downgrade follows Cirsa's announcement that it intends to raise
an additional EUR375 million senior secured PIK notes, to be issued
by LHMC Finco 2. The company will use the proceeds to fund a
distribution to shareholders. S&P views the transaction as
illustrative of the financial sponsor's aggressive financial
policy, because it leads to a deterioration in credit metrics for
the consolidated group, with S&P Global Ratings-adjusted leverage
increasing to about 5.5x from its previous expectation of around
4.8x (its earlier expectation of 4.8x adjusted leverage
corresponded to the communicated financial policy of the company of
a net leverage not exceeding 4.1x).

The proposed issuance comes just over a year after Blackstone
acquired Cirsa in July 2018, and five months after the debt-funded
acquisition of Giga Game. S&P said, "In our previous base case, we
assumed that Cirsa would not recurrently increase debt to finance
acquisitions and that it would not pursue any dividend
recapitalization, maintaining reported net leverage at below 4.1x.
We understand that this is still the financial policy that the
company aims to follow at the restricted group level. However, for
the wider group (including entities outside the restricted group),
financial leverage will be materially higher than we expected and
in line with other similar financial sponsor-owned issuers. We are
therefore no longer applying the one-notch uplift from the anchor
to derive Cirsa's final rating, which was based on a stricter
financial policy."

Cirsa's parent company will issue the notes, which will be PIK
senior notes benefiting from a pledge on the shares of Cirsa but
unguaranteed by any restricted group company. They will therefore
be structurally subordinated to Cirsa's senior secured notes in the
event of a payment default or restructuring. That said, certain
features of the new PIK notes may weigh on Cirsa's credit quality
and recovery prospects in several ways, including:

-- S&P expects the coupons of the PIK notes to be serviced through
cash payments upstreamed from the restricted group, as allowed
under the permitted payments basket;

-- The PIK notes will mature in 2025, about a month after the
maturity of Cirsa's senior secured notes due 2025; and

-- The PIK notes are callable at the beginning of 2021, well
before the maturity of any senior debt, meaning a certain level of
time subordination for senior secured notes.

S&P said, "Our assessment of Cirsa's business profile remains
supported by the company's current sound performance; its leading
positions in most of its operating countries; sizable scale of
revenue and EBITDA; the solid geographical diversification; and the
high barriers to entry that protect Cirsa from competition. These
strengths are tempered by the regulatory risk of the overall
industry, the company's concentration in the casino and slots
divisions, the limited diversification in online gaming, and the
current lack of foreign currency hedging compared with a
substantial exposure to Latin-American countries, particularly
Colombia (14%) and Mexico (10%).

"Our financial risk assessment is constrained by Cirsa's strategy
and financial policy, which is conducive to a high debt leverage
under their financial sponsor ownership. Although we forecast that
the group will report solid operating performance and positive FOCF
in 2019, the proposed transaction will weaken its credit metrics.

"The stable outlook reflects our expectation that Cirsa will
increase revenue by about 6%-8%, mainly due to the integration of
Giga Game, and will increase its reported EBITDA margin to around
22% (from 19% in 2018) over the next 12 months. On a like-for-like
basis, we expect revenue to increase by about 3%-5%, underpinned by
selective acquisitions across different business divisions and
countries, the discontinuance of underperforming halls, and
improved macroeconomic conditions in its most important markets. In
our base case, we anticipate that Cirsa's adjusted debt to EBITDA
will range between 5.3x-5.5x and that adjusted FOCF to debt will
hover around 5%-6% during 2019-2020, with adequate liquidity.

"We would lower our rating on Cirsa if the company pursues
additional sizable debt-financed acquisitions or dividend recaps,
leading to a material increase of adjusted leverage and a decrease
of FOCF to debt below 5%. We could also revise our ratings downward
if Cirsa's operating performance materially deteriorated due to
adverse regulatory or economic changes in its main markets, leading
to insufficient improvement in its FOCF generation profile, or if
we perceive a material weakening in Cirsa's liquidity.

"We see rating upside as unlikely over the next 12 months, given
Cirsa's financial sponsor ownership and very high financial
leverage. However, we could consider an upgrade if Cirsa committed
to a financial policy supportive of adjusted leverage of below 4.0x
and FOCF to debt above 10%, on a sustainable basis. This would need
to be accompanied by a clear commitment from owners to maintain
this financial policy, strong operating performance, an
implementation of foreign exchange hedging, and adequate
liquidity."




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

INTRUM AB: Fitch Assigns Final BB Rating to EUR850MM 3% Notes
-------------------------------------------------------------
Fitch Ratings assigned Intrum AB's EUR850 million 3% eight-year
senior note issue a final rating of 'BB'.

The final rating is in line with the expected rating Fitch assigned
to Intrum's initially planned EUR750 million issue on September 9,
2019. Fitch expects the additional EUR100 million now raised to be
used to reduce drawings under Intrum's revolving credit facility.

KEY RATING DRIVERS

The rating is in line with Intrum's 'BB' Long-Term Issuer Default
Rating (IDR), as the notes represent unconditional and unsecured
obligations of the company. It also reflects Fitch's expectation of
average recovery prospects, given that Intrum's funding is largely
unsecured.

Intrum's Long-Term IDR reflects the entity's high leverage (gross
debt-to-EBITDA at 4.6x at end-2018 after adjustment for
non-recurring items), which is characteristic of the debt
purchasing sector and, in Intrum's case, more specifically related
to the merger with the Lindorff group in 2017. The rating also
recognises Intrum's market-leading franchise in the European debt
purchasing sector, leveraging a presence across 25 countries, and a
diversified business model, which balances fairly balance
sheet-intensive debt purchasing activities with fee-based credit
management services.

The proceeds of the new senior unsecured notes are principally
being used to refinance an equivalent of 50% of EUR1.5 billion
notes due in 2022, with the balance earmarked for a partial RCF
pay-down. Consequently, Fitch does not expect the transaction to
impact Intrum's leverage ratios, but recognises the positive impact
on the company's debt maturity profile, with around 15% of Intrum's
total debt shifting to longer- dated maturities. Coupled with the
recent refinance of EUR600 million in senior notes (which formed
part of a EUR800 million transaction concluded in July 2019), this
further reduces concentration of refinancing requirements over the
medium-term.

RATING SENSITIVITIES

The senior notes' rating is primarily sensitive to changes in
Intrum's Long-Term IDR.

A sustained reduction in Intrum's cash flow leverage resulting in a
lower gross debt-to-EBITDA that is consistent with a 'bb' category
(2.5x-3.5x) could lead to an upgrade of Intrum's Long-Term IDR.
Conversely Intrum could be downgraded if leverage shows a sustained
increase from the current level, or if performance weakens as a
result of its acquired debt portfolios not delivering the
anticipated returns or other adverse operational event.

Changes to Fitch's assessment of recovery prospects for senior
unsecured debt in a default (e.g. introduction to Intrum's debt
structure of a materially larger RCF, ranking ahead of senior
unsecured debt) could also result in the senior unsecured notes'
rating being notched down below the IDR.




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

EREGLI DEMIR: Moody's Confirms B1 CFR, Outlook Negative
-------------------------------------------------------
Moody's Investors Service confirmed the B1 corporate family rating
and the B1-PD probability of default rating of Turkey-based steel
manufacturer Eregli Demir ve Celik Fabrikalari T.A.S. At the same
time, Moody's has downgraded the national scale CFR to Aa2.tr from
Aa1.tr. The outlook is negative.

RATINGS RATIONALE

The confirmation of Erdemir's B1 CFR reflects Moody's view that the
company's liquidity and business profile are sufficiently robust to
maintain the ratings at their current level. Erdemir's B1 ratings
are in line with the B1 foreign currency bond ceiling of Turkey
because of its material exposure to Turkey's political, legal,
fiscal and regulatory environment. Furthermore, Erdemir currently
faces some headwinds including weak global steel prices and high
iron ore input prices resulting in a more difficult operating
environment.

Erdemir's B1 rating takes into account the company's exposure to
the volatile prices of steel and feedstock; the cyclicality of the
company's end markets, with a moderate reliance on the construction
and distribution chain; the significant amount of short term debt;
its large cash balance of $1.3 billion as of June 30, 2019 which is
held with domestic financial institutions with weakening credit
profiles; and the high expected capital spending and large dividend
payouts, which Moody's expects will result in negative free cash
flow for the next few years.

More positively, the B1 rating factors in Erdemir's leading
position in Turkey's flat steel market; a degree of flexibility in
redirecting sales to export markets given the decline in the
domestic steel demand; high profitability with Moody's-adjusted
EBITDA margin of 32.5%; strong credit metrics, reflected by a low
leverage of 0.7x total debt/EBITDA and high EBIT interest coverage
of 25.6x as of June 30, 2019 (all metrics are Moody's-adjusted);
and manageable foreign currency risk, because most of the company's
debt, cash and revenue is denominated in US dollars.

Steelmakers face elevated environmental risks due to increasing
pressure to reduce greenhouse gas emissions. Turkey however is one
of the few countries that has not ratified the 2016 Paris Agreement
that commits them to cut emissions. Despite this, Erdemir follows
international best practice standards (ISO 14001 Environmental
Management System) and has a good track record of environmental
compliance and solid operational capabilities.

Management has a track record of good governance with oversight
from its main shareholder Ordu Yardimlasma Kurumu (OYAK, B1
negative). Moody's considers Erdemir to have a high dividend policy
with payouts up to 90% of profits.

Erdemir's liquidity is supported by sizable cash balances of $1.3
billion and more than $900 million in operating cash flow expected
over the following 12 months. This liquidity is sufficient to cover
Erdemir's predominantly short-term debt maturities, capital
spending and potential dividends over the same period.

Because Erdemir has around $750 million of short-term debt and $1.3
billion of cash balances, the company is exposed to growing
counterparty and refinancing risk as a result of the weakening
credit quality of Turkey-based financial institutions. This risk is
partly mitigated by the ability of the trade financing facilities
to unwind, serviced by the contractually linked export revenues.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook mirrors that of the Government of Turkey and
reflects Erdemir's exposure to the country's political, legal,
fiscal and regulatory environment.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's could upgrade Erdemir's rating if Moody's was to upgrade
Turkey's sovereign rating or the foreign currency ceiling, provided
the company's operating and financial performance, market position
and liquidity do not deteriorate materially.

Conversely, Erdemir's rating could be downgraded if Moody's was to
downgrade Turkey's sovereign rating, or the company's
Moody's-adjusted total debt/EBITDA were to increase above 3.5x on a
sustained basis, or its operating performance, market position or
liquidity were to deteriorate materially.

LIST OF AFFECTED RATINGS

Issuer: Eregli Demir ve Celik Fabrikalari T.A.S.

Confirmations:

Probability of Default Rating, Confirmed at B1-PD

Long-term Corporate Family Rating, Confirmed at B1

Downgrades:

National Scale Long-term Corporate Family Rating, Downgraded to
Aa2.tr from Aa1.tr

Outlook Actions:

Outlook, Changed To Negative From Rating Under Review

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Eregli Demir ve Celik Fabrikalari T.A.S. is the largest integrated
steel manufacturer in Turkey, with a steel production capacity of
around 9.6 million tonnes (mt) per year. Erdemir produces both flat
steel (89% of steel produced in 2018) and long steel products. Most
of Erdemir's sales are domestic (79% in 2018) and the remaining
steel is sold in international markets, mostly in EMEA.

Erdemir produced 9.1 million tonnes of liquid steel and generated
revenue of $5.3 billion in the 12 months ended June 30, 2019.
Erdemir's largest shareholder is Ordu Yardimlasma Kurumu (OYAK, B1
negative), the Turkish private pension fund that primarily serves
members of the Turkish Armed Forces. The fund holds 49.3% of
Erdemir's shares through Ataer Holding. Erdemir is quoted on the
Istanbul stock exchange, with a market capitalisation of around
$4.3 billion as of September 16, 2019 and free float of around
47.6%.


PETKIM PETROKIMYA: Moody's Lowers CFR to B2, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Petkim Petrokimya Holding
A.S.'s corporate family rating to B2 from B1 and the probability of
default rating to B2-PD from B1-PD. The rating of Petkim's $500
million bond due in January 2023 has also been downgraded to B2
from B1. The outlook is negative.

RATINGS RATIONALE

The downgrade of Petkim's ratings to B2 reflects the exposure of
the company to a vulnerable Turkish banking system through the
material short-term debt in its capital structure. Moody's views
the weakening credit quality of Turkey-based financial institutions
to have elevated the credit and liquidity risks for Petkim. The
Baseline Credit Assessments (BCA) of Moody's-rated Turkish banks
are currently between b3 and caa2 following the rating downgrades
on June 18, 2019. While Moody's understands that Petkim has had no
difficulties accessing short-term funding for working capital
needs, the company is nevertheless exposed to this heightened
risk.

The negative outlook further reflects Moody's view that operating
and funding environment in Turkey remains uncertain over the next
12-18 months. While recognizing that the timing for payment of the
final $240 million installment for the purchase of the 18% stake in
the STAR refinery has been shifted forward in the past, Moody's
base case expectation is that Petkim will pay this amount no later
than June 2020. Should this happen, it will weaken the company's
liquidity position in an environment where global manufacturing
sector is under pressure and there are risks to the downside from
the US-China trade dispute. Moody's also expects the
ethylene-polyethylene chain cycle to weaken further in the second
half of 2019 and into 2020 as new capacity comes online in the US
Gulf. Petkim's adjusted gross debt/EBITDA stood at 4.3x for the
last twelve months (LTM) ended June 30, 2019 and Moody's forecasts
leverage to remain within the 4.0x-4.5x range over the next two to
three years.

Petkim's rating reflects (1) the company's continued healthy
position in the Turkish petrochemical market; (2) anticipated
on-going cost savings and synergies that will be realized as
SOCAR's STAR refinery becomes fully operational by the end of 2019;
and (3) the strategic importance of Petkim to the State Oil Company
of the Azerbaijan Republic (SOCAR, Ba2 stable), which remains a
supportive shareholder.

The rating also factors in (1) the small scale of the company with
a single integrated facility; (2) concentration of its production
site and operations in one country; and (3) exposure to the
volatility and cyclicality of the petrochemical industry.

As at June 30, 2019, Petkim reported total debt of TRY7.6 billion
($1.3 billion), of which TRY3.2 billion ($550 million) was due in
the next 12 months. Of this, TRY2.4 billion ($420 million) was
related to short-term working capital facilities and letters of
credit related liabilities while the remaining TRY767 million ($130
million) was related to the current portion of long-term debt.
While cash balances are currently considerable at TRY2.4 billion
($410 million), the cash position will deteriorate once the final
payment of $240 million for the STAR refinery stake is made. The
company generated $80 million of free cash flow (FCF) as of June
30, 2019 (LTM) and Moody's forecasts about $70 million in FCF over
the next 12 months. Petkim has no major maintenance turnaround
scheduled until 2023.

The petrochemical industry has elevated credit exposure to
environmental risk through the tightening of environmental and
safety regulations. Petkim has adopted policies that follow
industry best practices for health, safety and environment and
complies with existing Turkish environmental regulations.

RATING OUTLOOK

The negative outlook reflects the uncertain funding environment in
Turkey and expectation of further cyclical weakness in the ethylene
value chain over the next 12-18 months.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive pressure on the rating would require a strengthening of
Petkim's liquidity position and reduced reliance on short-term
facilities as well as an improvement in credit metrics such that
adjusted gross debt/EBITDA is sustained below 4.0x through the
commodity cycle.

Downward pressure on the rating could occur if adjusted gross
debt/EBITDA is sustained above 5.0x, as a result of a weaker
operating environment or debt-funded capital spending. The rating
could be downgraded if Petkim's liquidity position weakens further
or if there is a deterioration in access to funding.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemical
Industry published in March 2019.

COMPANY PROFILE

Petkim Petrokimya Holding A.S. is the sole petrochemical producer
in Turkey and was established in 1965 by the Turkish government.
The company is listed since 1990 on the Istanbul Stock Exchange and
was fully privatized in 2008. Petkim is currently 51% owned by
SOCAR Turkey Energy A.S., which in turn is 87% owned by State Oil
Company of the Azerbaijan Republic while the remaining 49% is
publicly listed.

The company's operations are located in Aliaga, about 50 kilometers
from Izmir in western Turkey. The petrochemical complex has 14
primary production units including a 588,000 ton/year ethylene
cracker. About 60%-70% of the company's products are sold
domestically while the remaining, many of which are aromatics that
have little demand within the country, are exported. For the June
30, 2019 (LTM) period, Petkim reported revenues of TRY11.0 billion
($2 billion) and net income of TRY842 million ($150 million).


TURKCELL ILETISIM: Moody's Confirms B1 CFR, Outlook Negative
------------------------------------------------------------
Moody's Investors Service confirmed the B1 corporate family rating,
the B1-PD probability of default rating of Turkey-based mobile
operator Turkcell Iletisim Hizmetleri A.S. In addition, Moody's has
confirmed the B1 senior unsecured ratings assigned to the $500
million bond due 2025. The outlook is negative.

RATINGS RATIONALE

The confirmation of Turkcell's B1 corporate family ratings reflects
Moody's view that the company's liquidity and business profile are
sufficiently robust to maintain the ratings at their current level.
Turkcell's B1 ratings are in line with the B1 foreign currency bond
ceiling of Turkey because of its material exposure to Turkey's
political, legal, fiscal and regulatory environment.

The B1 CFR reflects Turkcell strong financial profile underpinned
by a track record of prudent financial management; its leadership
position in the Turkish mobile telephony market and the strong
mobile sector fundamentals in Turkey, driven by its young
population and low smartphone penetration relative to other
European peers. Turkcell has maintained conservative leverage
metrics with Moody's adjusted net debt to EBITDA of 1.2x as of June
30, 2019.

The B1 rating also reflects the highly competitive operating
environment with two strong competitors; challenging operating
environment in Turkey given the weak growth prospects of the
Turkish economy; and lira weakness which raises the import costs of
handsets and capital equipment as well as increases the cost of
servicing debt in Turkish Lira.

Turkcell has built a track record of managing the company in a
conservative way and has adopted clearly defined financial policies
that include a net debt/EBITDA target in the range of 1.0x-1.5x and
a dividend policy of at least 50% of its distributable net income.

Because Turkcell has TRY7.5 billion of debt maturing (including
TRY3.2 billion handset financing debt underpinned by consumer
receivables) within the next 12 months and TRY10.7 billion of cash
balances, Turkcell is exposed to growing counterparty and
refinancing risk as a result of the weakening credit quality of
Turkey-based financial institutions. This risk is partly mitigated
by its strong relationships with international banks and strong
operating cash flow generation.

As of June 30, 2019 Turkcell's liquidity over the next 12 months is
supported by sizable cash balances, expected funds from operation
of around TRY8.4 billion, dedicated long term capex facilities
($100 million available as of June 30, 2019, maturing in April
2021). This will be sufficient to cover working capital needs,
estimated capex of around TRY4.9 billion and projected dividend
payments of around TRY1.0 billion over the next 12 months. The
Company has no financial covenants under its bank and bond
facilities, with the next bond ($500 million) maturing in 2025.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook mirrors that of the Government of Turkey and
reflects Turkcell's exposure to the country's political, legal,
fiscal and regulatory environment.

WHAT COULD CHANGE THE RATING UP/DOWN

Ratings could be upgraded if the sovereign rating or the foreign
currency bond ceiling were to be upgraded and Turkcell continues to
demonstrate stable operating performance with a conservative
financial and adequate liquidity profile.

Turkcell's rating could come under negative pressure if the rating
of the government of Turkey were to be downgraded and if there is a
deterioration of liquidity as a result of stress in the Turkish
banking system such that access to cash balances and funding is
restricted.

There could also be negative pressure on Turkcell's rating if it
increased its investment and acquisition plans or shareholder
returns such that RCF/debt ratio were to fall below 20%;
Debt/EBITDA were to move above 4.0x; (EBITDA - capex)/interest
expense ratio were to fall below 2.5x on a persistent basis.

LIST OF AFFECTED RATINGS

Confirmations:

Issuer: Turkcell Iletisim Hizmetleri A.S.

Probability of Default Rating, Confirmed at B1-PD

Corporate Family Rating, Confirmed at B1

Senior Unsecured Regular Bond/Debenture, Confirmed at B1

Outlook Actions:

Issuer: Turkcell Iletisim Hizmetleri A.S.

Outlook, Changed To Negative From Rating Under Review

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

COMPANY PROFILE

Turkcell, headquartered in Istanbul, Turkey and established in
1993, started operations as a mobile telephony service provider in
Turkey in 1994 and acquired a 25-year GSM license in 1998; a
20-year 3G license granted in April 2009; and a 4.5G license
effective for 13 years until April 30, 2029. The Turkcell is an
integrated communication and technology service provider in Turkey.
The company shares its domestic market with two other players and
captures around 41% of the total telephony market and around 42% of
the mobile subscribers as of Q4 2018 according to Information and
Communication Technologies Authority (ICTA). Over the years
Turkcell has expanded its operations into Ukraine, Belarus,
Azerbaijan and Turkish Republic of Northern Cyprus.


TURKIYE SISE: Moody's Confirms B1 CFR & Alters Outlook to Negative
------------------------------------------------------------------
Moody's Investors Service confirmed the B1 corporate family rating,
the B1-PD probability of default rating, and the B1 senior
unsecured ratings of the bonds of Turkey-based glass manufacturer
Turkiye Sise ve Cam Fabrikalari A.S. Moody's has changed the
outlook to negative from rating under review.

The action concludes the review process that was initiated on June
19, 2019.

RATINGS RATIONALE

The confirmation of Sisecam's B1 ratings reflects Moody's view that
Sisecam's liquidity and business profile are sufficiently robust to
maintain the ratings at their current level.

Sisecam's liquidity is supported by cash of TRY6.7 billion ($1.2
billion) and to a lesser extent by a portfolio of held-to-maturity
fixed income securities issued by Turkish borrowers with a book
value of TRY2.9 billion ($0.5 billion) as of June 30, 2019. This
large cash balance helps offset liquidity risk stemming from the
company's significant short-term debt -- 56% of reported borrowings
as of June 30, 2019 -- which includes an outstanding $300 million
bond due in May 2020. Moody's also expects the company to further
extend its debt maturity profile by the end of this year.

Sisecam's ratings continue to be constrained by the foreign
currency bond ceiling of Turkey because of its material exposure to
Turkey's political, legal, fiscal and regulatory environment. One
such example is the elevated risk of government-imposed measures to
preserve the country's foreign exchange reserves that could prevent
corporates from accessing their foreign currency cash deposits or
servicing their foreign currency debt obligations. Sisecam also
remains particularly exposed to the weak credit quality of
Turkey-based financial institutions as a result of its near-term
refinancing needs and concentration of cash deposit.

Sisecam continues to exhibit strong credit fundamentals, supported
by its (1) leading market position in Turkey, (2) balanced revenue
and product mix derived from its flat glass, glassware, glass
packaging and chemicals businesses which mitigates single product
line exposure and (3) good financial profile with adjusted
debt/EBITDA of 3.3x for the 12 months to June 30, 2019.

Sisecam is committed to maintaining a conservative financial
policy, including keeping reported net debt to EBITDA below 1.25x
(0.87x in the 12 months to June 2019). Dividends have averaged 37%
of reported net income between 2014 and 2018, below the company's
distribution policy of up to 50%. Sisecam has reduced dividend
payouts in the past to preserve its liquidity. Moody's views
Sisecam's majority shareholder Turkiye Is Bankasi A.S. (Isbank, B3
negative) as a long-term, passive shareholder.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook mirrors that of the Government of Turkey and
reflects Sisecam's exposure to the country's political, legal,
fiscal and regulatory environment. The negative outlook also
reflects Sisecam's negative free cash flow generation and a
liquidity profile that requires on-going efforts in terming out
debt coming due within the backdrop of the liquidity challenges
facing the local banking system.

WHAT COULD CHANGE THE RATING UP/DOWN

Sisecam's ratings could be upgraded if Turkey's foreign currency
bond ceiling is raised. This would also require no material
deterioration in the company's operating and financial performance,
and market positions, as well as the expected improvements in the
company's liquidity position and free cash flow generation.

Conversely, Sisecam's ratings could be downgraded in case of a
further downgrade of Turkey's sovereign rating or a lowering of the
foreign currency bond ceiling. In addition, downward rating
pressure could arise if there are no signs of improvements in the
company's liquidity position and free cash flow generation, or if
government-imposed measures were to have an adverse impact on its
credit quality.

LIST OF AFFECTED RATINGS

Confirmations:

Issuer: Turkiye Sise ve Cam Fabrikalari A.S.

Probability of Default Rating, Confirmed at B1-PD

Corporate Family Rating, Confirmed at B1

Senior Unsecured Regular Bond/Debenture, Confirmed at B1

Outlook Actions:

Issuer: Turkiye Sise ve Cam Fabrikalari A.S.

Outlook, Changed To Negative From Rating Under Review

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.

COMPANY PROFILE

Founded in 1935, Turkiye Sise ve Cam Fabrikalari A.S. is a Turkish
industrial manufacturer of glass products including flat glass,
glassware and packaging, as well as soda ash and chromium-based
chemicals. The company operates in Eastern Europe, Western Europe
and CIS. Sisecam is owned at 67% by Isbank and 8% by Efes Holding
A.S, with the remaining 25% listed on Borsa Istanbul. Sisecam
reported consolidated revenues of TRY17.3 billion ($3.1 billion)
and an operating profit of TRY3.1 billion ($0.6 billion) in the 12
months to June 30, 2019.




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

AMIGO LOANS: S&P Alters Outlook to Negative & Affirms 'B+' ICR
--------------------------------------------------------------
S&P Global Ratings revised its outlook on U.K.-based guarantor
lending company Amigo Loans Ltd. (Amigo). At the same time, S&P
affirmed its 'B+' long-term issuer credit rating on Amigo.

S&P said, "In addition, we lowered the issue rating on Amigo's
senior secured bond to 'B' from 'B+', and revised downward our
recovery rating on the bond to '5' from '4'. The recovery rating of
'5' indicates our expectation of average recovery (10%-30%; rounded
estimate: 10%) in the event of payment default."

The outlook revision follows Amigo's recent announcement of revised
growth prospects, including a sharp reduction in loan growth due to
a shift away from repeat lending, an increase in impairments, and a
further investment in the business. S&P understands that Amigo's
new management team is proactively adapting the business to ensure
that the business model remains robust even if it becomes subject
to increased regulation in the future.

Amigo is a market leader in the U.K. guarantor lending market,
which is a niche sector in the nonstandard lending market. Amigo is
owned by the nonoperating holding company (NOHC) Amigo Holdings
PLC. S&P's overall ratings assessment is based on the group credit
profile for the consolidated activities of the Amigo group, as it
foresees no material barriers to cash flows from the operating
subsidiaries to the NOHC.

S&P said, "In our view, the prospects for Amigo's financial risk
profile are weaker following the company's revised growth
expectations and higher impairment levels, which, together with
increased investment in the business, our lower EBITDA
expectations, and increased leverage, put pressure on our forecast
for Amigo's credit metrics."

S&P now assesses Amigo's key credit ratios as:

-- Gross debt to S&P Global Ratings-adjusted EBITDA of 3.9x;

-- Funds from operations to total debt in the middle of the
12%-20% range;

-- Gross debt to tangible equity of close to 2.0x; and

-- Adjusted EBITDA coverage of interest expenses of 3x-6x.

S&P said, "Our assessment of Amigo's financial risk profile
incorporates the recently increased GBP300 million securitization
facility, the GBP109.5 million revolving credit facility (RCF), and
the GBP288.2 million senior secured bonds. We understand that Amigo
will slow its loan book growth by refocusing on new customer
lending and stepping back from repeat lending. We expect revenue
growth to slow to about 7% in the financial year ending March 31,
2020 (FY2020), impairments of revenues to rise to up to 35%, and
operating expenses to rise as Amigo invests in its collection and
complaint-handling capabilities, among other business initiatives.

"Since we expect loan book growth to be flat, Amigo will most
likely use internal capital generation to fund dividends or to
slightly reduce drawings on its securitization facility. We believe
that Amigo will maintain a diversified funding profile. We expect a
full-year dividend payout of 50% of statutory profit for FY2020.

"When calculating our weighted-average ratios for Amigo, we apply a
20% weight to year-end 2019 figures (Amigo's year-end is March 31,
2019); a 40% weight to our projections for year-end 2020; and a 40%
weight to our projections for year-end 2021.

"Our view of Amigo's business profile remains unchanged. Amigo has
a narrow focus on a niche part of the U.K. nonstandard lending
market, which, combined with low diversification, leads to ongoing
regulatory, conduct, and operational risks. The recent regulatory
focus on Amigo could make the company more vulnerable to adverse
changes in its operating environment than its peers. All these
factors constrain the rating on Amigo. That said, Amigo's simple
and clear strategy, above-average profitability, and leading market
position all offset its low product diversification and support the
rating.

"We lowered the issue rating on the senior secured notes to reflect
our expectations of lower EBIDTA growth and an increase in the size
of the securitization facility, which we treat as priority debt in
our waterfall structure.

"The negative outlook reflects our expectation that there is an
increased risk that Amigo's leverage metrics could come under
further pressure in the next 12 months, particularly if impairments
increase above our expectation of up to 35% of revenues. Moreover,
regulatory and operational risks, and the need to invest in the
business, could also weaken Amigo's debt-servicing capacity or
business model.

"We could lower the rating in the next 12 months if Amigo's credit
ratios weaken, with debt to EBIDTA deteriorating above 4.0x on a
sustainable basis. We could also downgrade Amigo if we think that
regulatory or operational issues make its business model less
viable.

"We could revise the outlook back to stable if Amigo demonstrates
that it is able to maintain stable credit ratios. At the same time,
we will consider whether Amigo is able to achieve good earnings
performance following the revision of its strategy, and whether its
business model and market position will remain robust."


DOWSON PLC 2019-1: Moody's Rates on GBP14.1MM Cl. D Notes 'Ba3'
---------------------------------------------------------------
Moody's Investors Service assigned the following definitive ratings
to Notes issued by Dowson 2019-1 plc:

  GBP229.8 million Class A Floating Rate Notes due October 2026,
  Definitive Rating Assigned Aaa (sf)

  GBP75.9 million Class B Floating Rate Notes due October 2026,
  Definitive Rating Assigned A2 (sf)

  GBP15.9 million Class C Floating Rate Notes due October 2026,
  Definitive Rating Assigned Baa3 (sf)

  GBP14.1 million Class D Floating Rate Notes due October 2026,
  Definitive Rating Assigned Ba3 (sf)

Moody's has not assigned ratings to GBP 17.7M Class E Fixed Rate
Notes due October 2026 and GBP 9.7M Class X Floating Rate Notes due
October 2026, which have both been retained by the originator.

The transaction is a static cash securitisation of agreements
entered into for the purpose of financing vehicles to obligors in
the United Kingdom by Oodle Financial Services Limited ("Oodle")
(NR). This is the first public securitisation transaction sponsored
by Oodle. The originator will also act as the servicer of the
portfolio during the life of the transaction.

The portfolio of receivables backing the Notes consists of Hire
Purchase ("HP") agreements granted to individuals in the United
Kingdom. Hire Purchase agreements are a form of secured financing
without the option to hand the car back at maturity. Therefore
there is no explicit residual value risk in the transaction. Under
the terms of the HP agreements, the originator retains legal title
to the vehicles until the borrower has made all scheduled payments
required under the contract.

As of September 3, 2019, the definitive portfolio of underlying
assets totaling GBP 353.4 million, consisted of 41,363 agreements
mainly originated between 2018 and 2019 of predominantly used
(99.2%) vehicles distributed through national and regional dealers
as well as brokers. It has a weighted average seasoning of 7.5
months and a weighted average remaining term of 4.2 years. The
pool's current weighted average LTV is 102.0%.

RATINGS RATIONALE

The transaction's main credit strengths are the significant excess
spread, the static and granular nature of the portfolio, and
counterparty support through the back-up servicer (The Nostrum
Group Ltd trading as Equiniti Credit Services (NR)), interest rate
hedge provider (BNP Paribas (Aa3(cr)/P-1(cr))) and the independent
cash manager (Citibank N.A., London Branch (Aa3(cr)/P-1(cr))). The
structure contains specific cash reserves for each rated tranche,
which cumulatively equal 1.8% of the pool, and will amortise in
line with the notes. Each tranche reserve will be purely available
to cover liquidity shortfalls related to the relevant Note
throughout the life of the transaction and can serve as credit
enhancement following the tranche's repayment. The Class A reserve
provides approximately 8 months of liquidity at the beginning of
the transaction. The portfolio has an initial yield of 16.9%.
Available excess spread can be trapped to cover defaults and
losses, as well as to replenish the tranche reserves to their
target level through the waterfall mechanism present in the
structure.

However, Moody's notes some credit weaknesses in the transaction.
First, the pool includes material exposure (11.3% of the initial
pool) to higher risk borrowers (risk tiers 6-8 under the
originator's scoring) which makes the pool riskier than a typical
benchmark UK prime auto pool. Second, operational risk is higher
than a typical UK auto deal because Oodle is a small, unrated
entity acting as originator and servicer to the transaction. The
transaction does envisage certain structural mitigants to
operational risk such as a back-up servicer, independent cash
manager, and tranche specific cash reserves, which cover
approximately 8 months of liquidity for the Class A Notes at deal
close. Third, the structure does not include principal to pay
interest for any class of Notes, which makes it more dependent on
excess spread and the tranche specific cash reserves combined with
the back-up servicing arrangement to maintain timeliness of
interest payments on the Notes. Fourth, the historic vintage
default and recovery data is limited, reflecting Oodle's short
trading history (it began lending meaningful amounts in its current
form in 2018). The data covers approximately three years that Oodle
has been originating.

In addition, the underlying obligors may exercise the right of
voluntary termination as per the Consumer Credit Act, whereby an
obligor has the option to return the vehicle to the originator as
long as the obligor has made instalment payments equal to at least
one half of the total amount excluding any sales proceeds, which
would have been payable under the contract. If the obligor returns
the vehicle, the issuer may be exposed to residual value risk. The
potential for additional losses due to these risks has been
incorporated into Moody's quantitative analysis.

Moody's analysis focused, among other factors, on (i) an evaluation
of the underlying portfolio; (ii) historical performance
information; (iii) the credit enhancement provided by
subordination, by the excess spread and the tranche reserves; (iv)
the liquidity support available in the transaction through the
tranche reserves; (v) the back-up servicing arrangement of the
transaction; (vi) the independent cash manager and (vii) the legal
and structural integrity of the transaction.

MAIN MODEL ASSUMPTIONS:

Moody's determined portfolio lifetime expected defaults of 15.0%,
expected recoveries of 30.0% and a Aaa portfolio credit enhancement
of 40.0% related to the borrower receivables. The expected default
captures its expectations of performance considering the current
economic outlook, while the PCE captures the loss Moody's expects
the portfolio to suffer in the event of a severe recession
scenario. Expected defaults and PCE are parameters used by Moody's
to calibrate its lognormal portfolio default distribution curve and
to associate a probability with each potential future default
scenario in its ABSROM cash flow model.

The portfolio expected mean default level of 15.0% is higher than
other UK auto transactions and is based on Moody's assessment of
the lifetime expectation for the pool taking into account (i) the
higher average risk of the borrowers, (ii) the limited historic
performance of the loan book of the originator, (iii) benchmark
transactions, and (iv) other qualitative considerations.

Portfolio expected recoveries of 30.0% are lower than the UK auto
average and are based on Moody's assessment of the lifetime
expectation for the pool taking into account (i) the older average
age of the vehicles, (ii) the limited historic performance of the
loan book of the originator, (iii) benchmark transactions, and (iv)
other qualitative considerations.

The PCE of 40.0% is higher than the average of its UK auto peers
and is based on Moody's assessment of the pool taking into account
the higher risk profile of the pool borrowers and relative ranking
to originator peers in the UK auto and consumer markets. The PCE of
40% results in an implied coefficient of variation ("CoV") of
33.0%.

AUTO SECTOR TRANSFORMATION:

The automotive sector is undergoing a technology-driven
transformation which will have credit implications for auto finance
portfolios. Technological obsolescence, shifts in demand patterns
and changes in government policy will result in some segments
experiencing greater volatility in the level of recoveries,
compared to that seen historically. For example Diesel engines have
declined in popularity and older engine types face restrictions in
certain metropolitan areas and although Alternative Fuel Vehicles
(AFVs) are rising in popularity, their future price trends also
face uncertainty as technology, battery costs and government
incentives continue to evolve. Additional scenario analysis has
been factored into its rating assumptions for these segments.

METHODOLOGY:

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

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

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

Factors that may lead to a downgrade of the ratings of the Notes
include a decline in the overall performance of the pool, increased
rates of voluntary terminations (pursuant to the Consumer Credit
Act), worse than expected vehicle sale realisation values, or a
significant deterioration of the credit profile of the originator
or other key transaction counterparties.


DOWSON PLC 2019-1: S&P Assigns BB+ Rating on GBP14MM Cl. D Notes
----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Dowson 2019-1
PLC's asset-backed floating-rate class A, B, C, and D notes.

At closing, Dowson also issued unrated subordinated class E and X
notes. The class E notes are collateralized, while the class X
notes are uncollateralized. The proceeds from the class X notes are
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 comprises of 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 are no personal
contract purchase (PCP) agreements in the pool; therefore the
transaction is not exposed to residual value risk.

Collections are distributed monthly with separate waterfalls for
interest and principal collections, and the notes amortize fully
sequentially from day one. A dedicated reserve ledger for each
rated class of notes is also 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 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 is 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 our
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 benefit from an interest rate
cap provided by BNP Paribas (A+/Stable/A-1). The issuer is also
exposed to counterparty risk through Citibank N.A., London Branch
(A+/Stable/A-1), as bank account provider. The transaction
documents and remedy provisions at closing adequately mitigate
counterparty risk in line with S&P's 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 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 ratings in this transaction are not constrained by its
structured finance ratings above the sovereign criteria.

  Ratings List

  Dowson 2019-1 PLC

  Class   Rating     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            9.7

  NR--Not rated.


EG GROUP: S&P Affirms B ICR Amid Debt-Funded Cumberland Farms Deal
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit and
issue ratings on the parent company, U.K.–based EG Group (EG),
and its senior secured debt.

The affirmation reflects the greater scale and competitive benefits
of the Cumberland Farms acquisition, which led to a strengthening
of EG Group's business profile. However, this was tempered by the
increased debt burden following the proposed issue of EUR1,267
million-equivalent of dual currency, senior secured notes to fund
it. The transaction follows EG Group's recent debt-funded
acquisitions of Woolworths, Fastrac, and Certified Oil earlier this
year and additional transactions in 2018, which already increased
leverage on S&P Global Ratings-adjusted metrics.

S&P believes the Cumberland Farms acquisition is complementary to
EG Group's current operations in the U.S., thanks to a limited
sites overlap, the potential for optimizing Cumberland Farms'
food-processing activities, and room for cost cutting. In S&P's
view:

-- A larger presence in the U.S market will increase EG Group's
bargaining power when negotiating supply agreements, which would
increase margins.

-- Cumberland Farms' private-label food processing and
distribution facilities are currently running below capacity, and
could potentially serve existing EG sites in the region. This would
support combined operations and help expand the more profitable
food-to-go (FTG) and convenience food business.

-- Optimization of headquarter activities will reduce overheads.

S&P said, "We view Cumberland Farms' brand recognition and food
processing business as supportive for the group's competitive
positioning in the U.S. and estimate that the country will account
for about 50% of gross margin--compared with 40% in Europe and 10%
in Australia. We also see a lower execution risk compared with
previous acquisitions in the U.S. and Australia because management
can now rely on an already established presence in the region.
However, the recent acquisitions have diluted the once-strong
EBITDA margin of the group's U.K business, which was characterized
by comparably large share of higher-margin nonfuel sales. We expect
an S&P Global Ratings-adjusted EBITDA margin of just below 6%,
which is in the mid-to-lower level compared with petrol station
convenience store and fuel station operators such as Couche-Tard or
Pilot Travel."

Furthermore, the stronger position in the market is offset by a
deterioration in EG Group's leverage metrics, due to the additional
notes issued to fund the purchase. As a result, S&P views the
increase in debt as further reducing headroom under the existing
rating.

The acquisitions will result in high S&P Global Ratings-adjusted
debt of about EUR10.3 billion in 2019, mainly comprising about
EUR8.2 billion of term loans and bonds. In addition, this includes
about EUR900 million for the present value of operating lease
commitments, and about EUR100m of asset-retirement obligations
(ARO), environmental liabilities of the enlarged group, and
acquired obligations related to Italian petrol station dealers that
will be paid down over the next few years. Our adjusted debt and
ratio calculations also include the EUR1.2 billion structurally
subordinated and pay-in-kind preferred shares issued above the
restricted group and maturing after the remaining financial debt.
S&P said, "These add about 1.0x to our adjusted leverage after the
increase of EUR400 million as part of the Cumberland Farms'
refinancing. As a result, we now expect adjusted debt to EBITDA of
8.2x-8.5x by year-end 2019, pro forma theacquisitions, up from
around 7.5x previously. We also note the completed EUR235 million
disposal of the noncore proprietary fuel card business was
partially used to fund the purchase of Cumberland Farms."

S&P said, "Considering the group's elevated debt levels and
relatively low headroom under the current ratings, we anticipate
that management will take a more cautious view to any further large
debt-funded acquisitions that could increase the group's financial
risk. Accordingly, we anticipate fewer transformative acquisitions
relative to the scale of the now enlarged group compared with the
past two years, which saw the acquisitions of ExxonMobil sites in
Germany and Italy, the Kroger C-stores, and Minit Mart in the U.S.
in 2018, and Woolworths sites in 2019. We also believe that any new
acquisition-related transaction and integration costs will be
balanced by the now-higher operating earnings base, enabling the
group to better absorb high extraordinary costs."

The stable outlook reflects EG's prospects for rapid deleveraging
following the integration of its new businesses in Australia and
the U.S, as well as a broadly stable fuel demand on the back of its
globally diversified operations.

S&P said, "We expect the group will rapidly deleverage toward 7.4x
(6.4x excluding preferred shares) on the back of earnings growth in
2020, while also generating substantial reported FOCF after lease
payments thanks to a stable operating environment and decreasing
acquisition activity--at least relative to the now-enlarged group.

"Accordingly, given the group's elevated leverage and relatively
low headroom under the current rating, our stable outlook is based
on a sustainable reduction in leverage through meaningful FOCF
generation after the integration of acquisitions.

"We could take a negative rating action within the next 12 months
if the group experiences setbacks in the integration of its
acquisitions, fails to realize expected synergies, or if underlying
operating performance weakens, resulting in the underperformance to
EG's business plan." If such a scenario manifests, EG's reported
FOCF after all lease-related payments will weaken, which may result
in adjusted debt to EBITDA remaining persistently above 8x in
2020.

Considering the relatively low headroom under the current ratings,
downward rating pressure could also build if the group undertakes
further large debt-funded acquisitions that weaken its credit
profile.

S&P said, "Due to very high debt levels and our base-case
assumption of progressive deleveraging, we do not see any rating
upside over the next 12 months. However, we could take a positive
rating action if adjusted debt to EBITDA were to improve to below
6x on a sustainable basis on the back of the ongoing successful
integration of its recent acquisitions, improved earnings and
material positive reported FOCF after all lease payments. For such
an upside scenario to materialize, we would expect a more
conservative financial policy in relation to further acquisitions
and capital expenditure (capex), with no material shareholder
returns."

EG Group Ltd. is the parent of the international petrol station,
convenience store, and food-to-go operator EG Group, which operates
in the U.K., France, Benelux, Germany, Italy, the U.S., and
Australia. EG Group has grown rapidly in recent years on the back
of numerous acquisitions in the U.S., Germany, Italy, and
Australia. The company operates nearly 5,300 fuel stations or
convenience retail sites, which will increase to about 5,900
following the Cumberland Farms acquisition.


PRECISE MORTGAGE 2015-2B: Moody's Affirms Class E Notes at Ba2
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings of five notes in
Precise Mortgage Funding 2015-2B plc and Precise Mortgage Funding
2017-1B plc. The rating action reflects the increased levels of
credit enhancement for the affected Notes.

Moody's affirmed the ratings of the notes that had sufficient
credit enhancement to maintain current rating on the affected
Notes.

Issuer: Precise Mortgage Funding 2015-2B plc

  GBP180.4 million Class A Notes, Affirmed Aaa (sf); previously
  on Mar 14, 2018 Affirmed Aaa (sf)

  GBP5.6 million Class B Notes, Affirmed Aaa (sf); previously on
  Mar 14, 2018 Affirmed Aaa (sf)

  GBP17.9 million Class C Notes, Upgraded to Aaa (sf); previously
  on Mar 14, 2018 Upgraded to Aa1 (sf)

  GBP12.9 million Class D Notes, Upgraded to A1 (sf); previously
  on Mar 14, 2018 Affirmed Baa2 (sf)

  GBP6.2 million Class E Notes, Affirmed Ba2 (sf); previously
  on Mar 14, 2018 Affirmed Ba2 (sf)

Issuer: Precise Mortgage Funding 2017-1B plc

  GBP252 million Class A Notes, Affirmed Aaa (sf); previously
  on Apr 28, 2017 Definitive Rating Assigned Aaa (sf)

  GBP13.5 million Class B Notes, Upgraded to Aaa (sf);
  previously on Apr 28, 2017 Definitive Rating Assigned
  Aa1 (sf)

  GBP13.5 million Class C Notes, Upgraded to Aa2 (sf);
  previously on Apr 28, 2017 Definitive Rating Assigned
  A1 (sf)

  GBP7.5 million Class D Notes, Upgraded to A2 (sf);
  previously on Apr 28, 2017 Definitive Rating Assigned
  Baa1 (sf)

  GBP8.7 million Class E Notes, Affirmed Ba2 (sf); previously
  on Apr 28, 2017 Definitive Rating Assigned Ba2 (sf)

RATINGS RATIONALE

The rating action is prompted by the increased levels of credit
enhancement for the affected Notes and, for Precise Mortgage
Funding 2015-2B, by enhancements in its cash flow modeling approach
that allow greater refinement in assessing certain structural
features, such as the support provided by the liquidity reserve in
these transactions.

The rating action also took into account the increased uncertainty
relating to the impact of the performance of the UK economy on the
transaction over the next few years, due to the on-going
discussions relating to the final Brexit agreement.

Increase in Available Credit Enhancement

Sequential amortization led to the increase in the credit
enhancement available in both transactions.

For Precise Mortgage Funding 2015-2B plc the credit enhancement for
Classes C and D affected by the rating action increased to 32.6%
from 20.3% and to 16.6% from 10.1% respectively since last rating
action.

For Precise Mortgage Funding 2017-1B plc, the credit enhancement
for Classes B, C and D affected by the rating action increased to
14.8% from 13.3%, to 9.7% to from 8.8% and to 6.9% from 6.3%
respectively since closing.

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

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

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

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

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


THOMAS COOK: Germany Set to Decide on Condor Bridging Loan
----------------------------------------------------------
Tassilo Hummel at Reuters reports that the German government will
decide within the next coming days on whether to offer financial
support to Condor, the German airline owned by insolvent British
travel operator Thomas Cook, German Economy Minister Peter Altmaier
said on Sept. 24.

"It is very important that we apply the usual procedure," Reuters
quotes Mr. Altmaier as saying in Berlin, adding that a request
Condor has filed for a bridging loan is currently being examined by
the German government.

The minister said Condor's problems are not home-made but caused by
its parent.

As reported by the Troubled Company Reporter-Europe on Sept. 23,
2019, The Financial Times related that Thomas Cook's board said on
Sept. 23 the failure of rescue talks between banks, shareholders
and the UK government meant "it had no choice but to take steps to
enter into compulsory liquidation with immediate effect".  The
collapse of the travel company leaves 21,000 jobs at risk and
150,000 UK holidaymakers stranded abroad, reliant on an effort by
the government's Civil Aviation Authority to put together the
biggest emergency repatriation in peacetime, the FT disclosed.  The
restructuring specialist AlixPartners was appointed to manage the
process, subject to the approval of the court, the FT noted.
According to the FT, Thomas Cook's lenders said they were unable to
extend any further financial support after backing the company over
the past year which saw "outflows of about GBP1 billion", and were
"disappointed" the rescue did not materialize.


THOMAS COOK: Management to Face Probe Following Collapse
--------------------------------------------------------
The Business Times reports that the British government has ordered
a probe into the role of Thomas Cook Group Plc management in the
collapse of the 178-year-old tour operator, which cost thousands of
jobs and left people stranded across Europe.

According to The Business Times, Business Secretary Andrea Leadsom
asked the state Insolvency Service to investigate the
responsibility of the company's directors and whether any action
they took may have "caused detriment" to lenders or pension
schemes. The government also has expressed concerns about bonus
payments.

Anger around the collapse has been stoked by the continuation of
operations at Thomas Cook's German and Scandinavian arms, where
rescue bids are still under discussion, The Business Times notes.
Prime Minister Boris Johnson has defended the decision to refuse a
government bailout, saying it would have set up "a moral hazard",
The Business Times relays.

The demise of one of the world's best-known travel brands has cost
9,000 jobs in the UK and left 150,000 people stuck overseas,
requiring the biggest peacetime airlift in British history, The
Business Times states.

Thomas Cook's collapse was months in the making, with a GBP900
million refinancing led by top investor Fosun Tourism Group,
Chinese owner of the Club Med resort chain, appearing to have
secured a rescue, The Business Times notes.

Then lenders including Royal Bank of Scotland Group Plc and Lloyds
Banking Group Plc sought an extra GBP200 million, prompting Thomas
Cook to turn to the government this weekend, only to have its pleas
rebuffed, The Business Times discloses.

The opposition Labour Party's business spokeswoman, Rebecca
Long-Bailey, as cited by The Business Times, said Sept. 24 on Sky
News that Mr. Johnson needed to explain why he didn't step in to
help when parts of Thomas Cook were profitable and there were
eleventh-hour offers on the table that were predicated on
government support.

According to The Business Times, speaking on Talk Radio on Sept.
24, Ms. Leadsom said that in writing to the Insolvency Service
she'd sought to accelerate a process that would have happened as a
matter of course "so that we can get some answers here."

The Financial Reporting Council said separately that it's working
with the Insolvency Service as a matter of urgency to consider
"whether there is any case for investigation and enforcement
action", The Business Times recounts.  The FRC is a state agency
tasked with promoting transparency and integrity in business.


THOMAS COOK: Moody's Withdraws Ca CFR Amid Chapter 15 Filing
------------------------------------------------------------
Moody's Investors Service has withdrawn all outstanding ratings and
outlooks of British tourism group Thomas Cook Group plc and its
subsidiaries.

RATINGS RATIONALE

The rating action has been triggered by Thomas Cook's filing for
protection under Chapter 15 of the United States Bankruptcy Code,
which commences the process under which the company had sought to
execute a restructuring of its capital structure. This
restructuring was planned to be effected by UK schemes of
arrangement to be held on 27 and September 30, 2019, and result in
an exchange of all of the company's existing debt for 25% of the
equity shares in the company's tour operator business and a 75%
equity stake in its airline businesses.

Moody's views a filing under Chapter 15 of the US Bankruptcy Code
as a default under Moody's definition of default, and is therefore
withdrawing the rating.

Subsequently, on September 23, 2019 Thomas Cook filed for
compulsory liquidation, following the failure to reach an agreement
on a restructuring after an additional GBP200 million funding
requirement was identified. The failure of Thomas Cook has been
driven by a range of factors, including pressure from on line
travel agents and changing consumer habits away from package
holidays. Thomas Cook has also experienced a weakening macro
economic environment across its markets, with demand from UK
customers particularly affected given concerns over Brexit and the
depreciation of the pound sterling. It also demonstrates the pace
by which customer and supplier confidence in the company reduced.
Thomas Cook survived last year's winter low season, and had over
GBP1 billion cash on balance sheet as at September 2018, however
the loss of supplier credit and weak trading caused a GBP1.1
billion funding requirement.

LIST OF AFFECTED RATINGS

Issuer: Thomas Cook Finance 2 plc

Withdrawal:

  BACKED Senior Unsecured Regular Bond/Debenture, Withdrawn ,
  previously rated Ca

Outlook Actions:

  Outlook, Changed To Rating Withdrawn From Negative

Issuer: Thomas Cook Group plc

Withdrawals:

  LT Corporate Family Rating, Withdrawn , previously rated Ca

  Probability of Default Rating, Withdrawn , previously rated
Ca-PD

  Senior Unsecured Regular Bond/Debenture, Withdrawn ,
  previously rated Ca

Outlook Actions:

  Outlook, Changed To Rating Withdrawn From Negative


THOMAS COOK: Passengers Expected to Receive Refunds in November
---------------------------------------------------------------
Claer Barrett, Tanya Powley, Tobias Buck and George Parker at The
Financial Times report that hundreds of thousands of passengers
booked on package holidays with Thomas Cook may not receive
financial compensation until late November, UK authorities said in
the aftermath of the travel group's collapse on Sept. 23.

Thomas Cook's failure presents the biggest test yet for Atol, the
46-year-old financial protection scheme funded via industry levies
and administered by the UK's Civil Aviation Authority, which has
begun the process of repatriating 150,000 UK holidaymakers and
faces a wave of compensation claims from passengers booked on
future package tours, the FT states.

By law, all package holidays sold in the UK must be covered by Atol
which guarantees to fly passengers home for free in the event of a
package tour operator's collapse and refund those who have booked a
future trip, the FT notes.

The CAA confirmed in a statement that it had launched "the biggest
ever peacetime repatriation" of stranded UK passengers but would
not launch a service to manage refunds until Sept. 30, the FT
relates.

"This refunds service will seek to process all refunds within 60
days of full information being received," the FT quotes the CAA as
saying.  This means that UK consumers covered under Atol protection
could have to wait until late November to get their money back.

The CAA, as cited by the FT, said further information would be
available on a dedicated website in the coming days but urged
customers to wait before making requests.

Customers who have only booked flights with Thomas Cook Airlines
would not be protected by Atol, so will have to turn to travel
insurers and credit card issuers to obtain compensation, according
to the FT.

As reported by the Troubled Company Reporter-Europe on Sept. 23,
2019, The Financial Times related that Thomas Cook's board said on
Sept. 23 the failure of rescue talks between banks, shareholders
and the UK government meant "it had no choice but to take steps to
enter into compulsory liquidation with immediate effect".  The
restructuring specialist AlixPartners was appointed to manage the
process, subject to the approval of the court, the FT noted.
According to the FT, Thomas Cook's lenders said they were unable to
extend any further financial support after backing the company over
the past year which saw "outflows of about GBP1 billion", and were
"disappointed" the rescue did not materialize.


THOMAS TUCKER: Goes Into Administration Following Recall
--------------------------------------------------------
Business Sale reports that Thomas Tucker Limited, an independent
popcorn manufacturer that supplies to cinemas and supermarkets
across the company, has collapsed into administration.

Insolvency specialists Mazars have been called in to handle the
administration process, with partners Adam Harris, Michael Pallott
-- michael.pallott@mazars.co.uk –
Patrick Lannagan and Scott Bevan -- Scott.Bevan@mazars.co.uk --
appointed as joint administrators, Business Sale relates.

According to Business Sale, in August this year, the company was
forced to recall a number of its products under the assumption that
it contained undeclared milk, which posed as a health risk to those
who have allergies.

In spite of this, the administrators are hopeful that the company
can be sold as a going concern, Business Sale notes.

"The business has had a difficult year and had undergone an
operational restructure and further investment by its owners,"
Business quotes Mr. Harris as saying.

"While the underlying cause was disputed, the business agreed to a
voluntary product recall following an ongoing investigation with
the Food Standards Agency.  The recall has resulted in significant
losses, pressure on working capital and, following a review, there
were insufficient further funds available to bridge the shortfall
identified."

Established in 1988 in Nottinghamshire, Thomas Tucker Limited is
behind the Tommy Tucker, Thomas Tucker, Family Bakery and Krax
brands.  The company is based in North Anston, Sheffield.



                           *********


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.


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