/raid1/www/Hosts/bankrupt/TCREUR_Public/191003.mbx        T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Thursday, October 3, 2019, Vol. 20, No. 198

                           Headlines



B U L G A R I A

HEALTH AND WELLNESS: Bulgarian Stock Exchange Terminates Listing


C R O A T I A

FORTENOVA GRUPA: Commences Sale of Non-Core Assets
ULJANIK PLOVIDBA: Submits Pre-Bankruptcy Proceeding Application
ULJANIK SHIPYARD: Croatian Court Postpones Bankruptcy Hearing


G E R M A N Y

AVS GROUP: S&P Assigns 'B' LT Issuer Credit Rating, Outlook Stable
BREEZE FINANCE: Fitch Affirms CCC Rating on Class A Bonds
HEIDELBERGER DRUCKMASCHINEN: Moody's Lowers CFR to 'B3'
TEAMVIEWER GERMANY: S&P Raises ICR to BB-, Outlook Stable


I R E L A N D

AERCAP HOLDINGS: Fitch to Rate Proposed Jr. Sub. Notes BB-
AERCAP HOLDINGS: Moody's Assigns Ba2(hyb) Rating to Jr. Sub. Notes
AERCAP HOLDINGS: S&P Assigns BB+ Rating on Jr. Subordinated Notes
CVC CORDATUS VIII: Moody's Assigns B2 Rating on EUR11 Cl. F Notes


K A Z A K H S T A N

NOMAD LIFE: S&P Assigns 'BB' Issuer Credit Rating, Outlook Stable


L U X E M B O U R G

CDS HOLDCO III: Moody's Withdraws B2 CFR on Fully Repaid Debt
SUMMER (BC) LUX: S&P Assigns Prelim. 'B' LT ICR, Outlook Stable
SUMMER LUX: Moody's Assigns B2 Corp. Family Rating, Outlook Stable


M O N A C O

DYNAGAS LNG: S&P Raises LongTerm ICR to 'B' Then Withdraws Rating


N E T H E R L A N D S

SYNCREON GROUP: Moody's Hikes CFR to B3, Outlook Stable


N O R W A Y

SAS AB: Egan-Jones Lowers Senior Unsecured Ratings to BB


R U S S I A

CHELYABINSK PIPE: Fitch Gives Final BB- Rating on $300MM Notes


S P A I N

ABANCA CORPORACION: Moody's Raises LT Deposit Ratings to Ba1
CATALONIA: DBRS Confirms BB(high) Long Term Issuer Rating
DEOLEO SA: S&P Cuts Rating on First Lien Notes to 'CC'
LECTA SA: S&P Cuts Issuer Credit Rating to 'CC', On Watch Negative
RURAL HIPOTECARIO VIII: Fitch Affirms CCsf Rating on Class E Debt



U K R A I N E

KERNEL HOLDING: Fitch Upgrades LT IDRs to BB-, Outlook Stable


U N I T E D   K I N G D O M

EUROSAIL 2006-2BL: S&P Affirms B-(sf) Rating on Class F1c Notes
EUROSAIL-UK 2007-3BL: S&P Affirms B-(sf) Rating in Class E1c Notes
FERROGLOBE PLC: Fitch Lowers LT Issuer Default Rating to CCC+
MARCUS WORTHINGTON: Financial Difficulties Prompt Administration
METRO BANK: Completes GBP350MM Fundraising After Chairman Quits


                           - - - - -


===============
B U L G A R I A
===============

HEALTH AND WELLNESS: Bulgarian Stock Exchange Terminates Listing
----------------------------------------------------------------
SeeNews reports that the Bulgarian Stock Exchange said that it has
terminated on Sept. 25 the listing of the issue of shares of
bankrupt Health and Wellness, in line with a recent decision by the
financial regulator to remove the REIT from the public company
register.

Health and Wellness REIT's registered capital amounts to some
BGN44.6 million (US$25.1 million/EUR22.8 million), SeeNews relays,
citing Bulgarian Stock Exchange data.

The company's capital consists of 4,460,148 shares with a nominal
value of BGN10 each, SeeNews discloses.




=============
C R O A T I A
=============

FORTENOVA GRUPA: Commences Sale of Non-Core Assets
--------------------------------------------------
Igor Ilic at Reuters reports that Croatian food group Fortenova
Grupa, formerly known as Agrokor, said on Oct. 2 it had put four
units, including two tourism agencies, up for sale as it starts to
divest non-core assets.

The other companies are a construction firm and a soybean storage
and processing company, Reuters discloses.

"We offer for sale two major tourist agencies in southeastern
Europe, Atlas and Kompas.  They control 20% of the markets in
Croatia and Slovenia and more than 15% in Montenegro.  Combined
they serve some 1.2 million travellers a year," Reuters quotes
Fortenova as saying in a statement.

Fortenova said their combined income last year amounted to EUR219
million (US$239 million), Reuters notes.

According to Reuters, Fortenova is also seeking buyers for
construction firm Projektgradnja, based in the eastern city of
Slavonski Brod, and soybean company Sojara, located in the Adriatic
city of Zadar.

"At this stage we have engaged special advisers for preparing and
leading the sale of those companies," Fortenova, as cited by
Reuters, said.

Agrokor, the biggest privately owned Balkan firm by sales, was put
into state administration in April 2017 and rescued after a
settlement deal between creditors a year ago, Reuters recounts.
The new owners changed the company’s name to Fortenova last
April, Reuters relays.


ULJANIK PLOVIDBA: Submits Pre-Bankruptcy Proceeding Application
---------------------------------------------------------------
Iskra Pavlova at SeeNews reports that Croatian maritime shipping
company Uljanik Plovidba said on Sept. 30 it has submitted an
application for the opening of pre-bankruptcy proceedings as part
of a restructuring plan approved by its creditors.

Uljanik Plovidba said in a statement with the Zagreb bourse the
motion was filed at a court in the town of Pazin on Sept. 30 after
in the weekend a syndicate of international lenders led by Credit
Suisse decided unilaterally and without prior notice to walk out of
its debt restructuring talks with Uljanik Plovidba by seizing its
Pomer tanker ship as a collateral for the outstanding debt owed by
the company, SeeNews relates.

The statement said furthermore, the vessel was seized despite the
fact that on Sept. 27 the parties were in advanced discussions on
the course of Uljanik Plovidba's settlement plan, and there was a
signed indicative term sheet with a new international lender for
refinancing the existing lending from the syndicate of current
international lenders, SeeNews notes.

Uljanik Plovidba has already engaged legal and financial advisors
to assist it with the seizure of its vessel and with taking urgent
actions to protect its interests, SeeNews states.

Thus, in order to protect its nearly 400 employees, creditors and
shareholders, the company's management and supervisory boards
decided on Sept. 29 to commence pre-bankruptcy proceedings with a
restructuring plan based on already agreed points of settlement
with all creditors, SeeNews discloses.

"The proposed restructuring plan does not include write-offs of any
kind of sums due to employees, seafarers and suppliers," SeeNews
quotes Uljanik Plovidba as saying, adding the proceedings aim to
secure the conditions necessary to complete the ongoing debt
settlement negotiations and provide for the company's uninterrupted
business.

Uljanik Plovidba has said it turned to a consolidated net loss of
HRK15.6 million (US$2.3 million/EUR2.1 million) in the first half
of 2019, compared to a net profit of HRK4.8 million a year
earlier.


ULJANIK SHIPYARD: Croatian Court Postpones Bankruptcy Hearing
-------------------------------------------------------------
Iskra Pavlova at SeeNews reports that a Croatian commercial court
has postponed until the end of October a decision on whether
Uljanik Shipyard is going into bankruptcy or liquidation.

According to SeeNews, news wire SeeBiz reported on Oct. 1 the
commercial court in the town of Pazin has postponed the Oct. 2
hearing on the issue until after Oct. 25 when a bankruptcy hearing
against the umbrella company, Uljanik Group, is scheduled.

In May, the Pazin court launched bankruptcy proceedings against
Uljanik Shipyard and later on against Uljanik Group, in a response
to a request submitted by Croatia's financial agency FINA over
overdue debts, SeeNews recounts.

The group has been in financial trouble for some time due to the
adverse effects of the global financial crisis, which resulted in
its shipyards failing to meet contract obligations and losing vital
shipbuilding deals, SeeNews discloses.

Uljanik Group also comprises the 3 Maj shipyard, along with smaller
subsidiaries, which was also under threat of bankruptcy, SeeNews
notes.




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

AVS GROUP: S&P Assigns 'B' LT Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to AVS Holding GmbH and its core subsidiary AVS Group GmbH, and its
'B' issue rating and '3' recovery rating to the EUR300 million
senior secured term loan B (TLB) and EUR75 million revolving credit
facility (RCF).

The rating action follows the closing of AVS Group's acquisition of
Belgium-based Fero. To finance the acquisition and refinance its
existing debt, AVS raised a seven-year EUR300 million senior
secured TLB, along with a EUR75 million RCF, while Fero's existing
shareholders rolled over EUR45 million of their stake in the
business.

AVS' leading market positions in the temporary traffic management
market, the industry's strong growth prospects, and AVS' solid
EBITDA margins support our business risk profile assessment. AVS
holds the No. 1 position in Germany, with a 22% market share, and
the No. 1 position in Belgium post acquisition, with a 60% market
share. The temporary traffic management market in both countries
benefits from favorable growth prospects, thanks to underlying road
and bridge infrastructure spending projections that are supported
by committed long-term public budgets. Although not immune to
competition, AVS' and Fero's positions in their respective markets
are protected by their national scale and broad regional footprint
compared with smaller competitors, their integrated service
offering along the value chain, and their large and modern
equipment, in particular the innovative and competitive hybrid
mobile crash barriers that AVS manufactures in-house. This gives
the group a key advantage at a time of scarce equipment
availability in the market. Furthermore, despite limited end-market
diversity, AVS' revenue is not too heavily concentrated on key
clients, since its top-10 clients account for 25%-35% of revenue,
and the company derives a large portion of revenue from smaller
clients and multiple contracts. S&P considers AVS' solid EBITDA
margins (above 30%) a key strength of the business model, and
expect margins to be resilient, given that road infrastructure
investment is determined more by political decisions than the
economic cycle.

However, S&P thinks that AVS' limited absolute scale relative to
other business services companies, and operations in a fragmented
market, constrain its business risk profile. Despite its expansion
in a new geography and its increased scale with the acquisition of
Fero, the combined group remains a small player in niche markets
(market size estimated at EUR310 million in Germany and EUR70
million in Belgium), with weak geographic diversification and
limited product diversification. Although it enjoys leading market
positions in both Germany and Belgium, these markets are fragmented
and competitors could try to take advantage of the projected
favorable market growth, creating pricing pressure for AVS. In
addition, AVS' end customers are a mix of civil engineering
companies (about 65%-70% of sales) and public authorities (about
30%-35%), making the group vulnerable to potential volatility in
road infrastructure investment. Furthermore, AVS has project-based,
short-term contracts, with contract length ranging from a few weeks
to several months for large projects, which does not provide
long-term revenue visibility. That said, both AVS and Fero have a
favorable track record of winning contracts, thanks to their
national footprint, cost advantage, and good reputation.
Furthermore, although S&P considers the group's EBITDA margins
strong, this is mitigated by its small size, the project-base
contract structure, and short-term fluctuations in road
infrastructure investment, which could create some earnings
volatility. The strong margins are also tempered by the group's
higher capital expenditure (capex) requirements compared with
business services peers'.

AVS has completed seven acquisitions in the past two years, the
largest being Fero. Acquisitions have been a significant
contributor to revenue growth on top of organic growth. S&P expects
AVS will continue looking for external growth opportunities, given
the fragmented nature of the traffic safety services market in
Europe, to strengthen its market positions and expand in additional
geographies. Although AVS has not faced any material difficulties
integrating acquired entities in the past two years, S&P believes
this external growth strategy may create integration risks, in
particular in the case of material acquisitions, such as Fero.

S&P said, "Our assessment of AVS' financial risk profile is
constrained by its high S&P Global Ratings-adjusted debt to EBITDA
(leverage) of 5.6x at the close of the transaction, and by our view
of the group's financial policy. We estimate that S&P Global
Ratings-adjusted debt will be approximately EUR315 million at
year-end 2019. This includes the new EUR300 million TLB,
approximately EUR7 million in earn-outs and purchase commitments
associated with past acquisitions, and our adjustments for
operating lease liabilities (about EUR6 million) and pension
liabilities (about EUR1 million). Despite high adjusted leverage,
our assessment takes into account that cash-interest coverage
metrics are solid."

AVS is owned and controlled by financial sponsor Triton. S&P
generally considers the financial policy of private-equity owned
companies as aggressive, since financial sponsors often pursue
debt-financed acquisitions or shareholder distributions.

S&P said, "The stable outlook reflects our view that AVS will
maintain its strong position in the temporary traffic management
market in Germany and Belgium, with the acquisition of Fero. We
expect revenue growth of 4%-5% in the next 12 months, supported by
expected maintenance and expansion investment in road
infrastructure in both countries. In addition, we forecast that the
combined group's EBITDA margins will remain strong and stable,
despite some integration and transformation costs, and will enable
positive, albeit low, FOCF generation.

"We could lower the rating if AVS underperformed our forecasts and
experienced a significant drop in EBITDA margins due to
higher-than-expected profit volatility, resulting in higher
leverage and negative FOCF on a prolonged basis. We could also
consider a negative rating action if the group faced heightened
liquidity pressure. Additionally, if the group undertook material
debt-financed acquisitions or cash returns to shareholders, we
could also lower the rating.

"We see limited near-term upside potential for the rating due to
high adjusted leverage and the group's relatively aggressive
financial policies. However, if the group experienced
stronger-than-expected EBITDA growth, such that our adjusted
leverage ratio fell below 5.0x on a sustained basis, combined with
solid and stable positive FOCF, we could consider a positive rating
action. Under such scenario, we would expect these improved credit
metrics to be sustainable."


BREEZE FINANCE: Fitch Affirms CCC Rating on Class A Bonds
---------------------------------------------------------
Fitch Ratings affirmed Breeze Finance's class A bonds at 'CCC' and
class B bonds at 'CC'.

The bonds were issued to acquire a portfolio of wind farms in
France and Germany.

RATING RATIONALE

The ratings reflect potentially insufficient cash in the debt
service reserve account to service the bonds until maturity,
indicating that default has become a real possibility. Most of the
revenues are derived from fixed feed-in tariffs; however, the wind
yield has been dramatically below the initial expectations over the
years, which is the main driver of the poor performance. Moreover,
Fitch expects unplanned maintenance to become more frequent as the
turbines age, thereby triggering higher operational costs and
reducing the turbine's availability.

The bonds' equally sized semi-annual principal repayments ignoring
summer and winter wind seasonality mean that there is less cash
available for the autumn debt service, weakening the debt
structure. The class B DSRA has zero amount and the class A DSRA is
partially depleted. These reserves are unlikely to be replenished
given that their refunding is subordinated to the repayment of the
entire balance of deferrals on the class B bonds. Fitch perceives a
default as probable for the class B notes.

KEY RATING DRIVERS

Aging Turbines Trigger More Maintenance - Operation Risk: Weaker

Historically turbine availability has been high (96.2% historical
average). Breeze Finance SA has demonstrated better cost control,
after initially underestimating the budget prior to entering into
the transaction. However, Fitch considers a decrease in
availability in the coming years as likely, given that the turbines
are aging and will need more maintenance. At the same time,
operating costs are expected to increase. Fitch also views the
absence of performance incentive of the operators as
credit-negative.

Initial Wind Estimates Largely Overestimated - Volume Risk: Weaker

The external initial wind study grossly overestimated Breeze
Finance SA's wind resources. Fitch now considers historical data as
a more reliable basis for its volume projections, given that actual
wind yield has repeatedly fallen short of P90 expectations.

Merchant Exposure Excluded from Projections - Price Risk: Stronger

The wind farms are remunerated through fixed feed-in-tariffs
embedded in German and French energy regulations. German tariffs
are set for 20 years and French tariffs for 15 years. This leaves
the project with a degree of exposure to merchant pricing in the
last years before debt maturity. After the end of the
feed-in-tariffs the wind farms receive merchant revenues until the
end of their asset life.

Partially Depleted DSRA on Class A - Debt Structure: Midrange

Large Amounts of Deferrals on Class B - Debt Structure: Weaker

The class A bonds rank senior, are fully amortising and carry a
fixed interest rate. However, equally sized semi-annual principal
repayments ignoring summer and winter wind seasonality weaken the
debt structure. The low volumes have impacted the project's
liquidity, which remains tight. Fitch does not expect it to improve
materially. Several drawdowns on the DSRA have occurred, most
recently in autumn 2018, meaning that debt service can still be
maintained to an extent during weak wind seasons but the reserve is
eroded at EUR10.5 million versus the initial balance of EUR14.1
million. A full replenishment of this reserve is very unlikely, as
it is subordinated to the repayment of the entire balance of
deferrals on the class B bonds. Additional drawings on the class A
DSRA would further affect the debt structure.

The class B bonds' DSRA is depleted and large amounts of scheduled
payments on the class B bonds were repeatedly deferred over the
years. Even though some deferrals were able to be repaid
occasionally, Fitch expects that further deferrals will accrue over
the coming years. They may be repaid until the class A bonds reach
their maturity, but the subordination to the class A bonds makes
this unlikely.

Financial Profile

Fitch's rating case produces average and minimum annual debt
service coverage ratios (DSCRs) of 1.27x and 0.81x (average of
0.92x until 2023), respectively, for the class A bonds and
highlight limited financial cushion. This is because the equally
sized semi-annual principal repayments ignoring summer and winter
wind seasonality leave less cash available for the autumn debt
service. This increases the likelihood of further drawdowns on the
class A bonds' DSRA, already partially depleted. Fitch concludes
that there may not be sufficient cash in the reserve to service the
class A bonds until maturity. This positions the rating at 'CCC'.

The balance of deferrals on the class B bonds currently stands at
around 60% of the notional, which indicates a highly probable
default. However, Breeze Finance SA can defer the payments of the
class B bonds until 2027, when the class A matures. This results in
a credit risk profile of the class B bonds corresponding to a 'CC'
rating.

PEER GROUP

As with Breeze Finance SA, CRC Breeze Finance SA consists of a
portfolio of onshore wind farms predominantly located in Germany,
and to a lesser extent in France. As a result they share the same
regulatory framework, with fixed feed-in-tariffs. They have equally
suffered from severe over-estimation of their wind resources.
Additionally, the seasonality of wind yield, combined with equal
semi-annual principal repayments, has led to shortfalls at the
autumn payment dates. This has resulted in deferrals on the class B
notes and drawings on the class A bonds' DSRA for both
transactions.

Compared with Breeze Finance SA whose class B bonds mature in 2027,
CRC Breeze Finance SA class B notes' scheduled maturity is 2016 but
payments can be deferred until the class A bonds reach their
maturity in 2026. However, Fitch does not see this as a significant
benefit relative to Breeze Finance SA, as the high amount of
deferrals, their subordination to the class A notes and the fully
depleted class B DSRA mean that a full repayment of the class B
bonds remains unlikely. Fitch believes that the ratings of the two
transactions should be aligned as a result, at 'CCC' for the class
A notes and 'CC' for the class B notes.

RATING SENSITIVITIES

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

  - Class A: weak wind conditions, a material decline in turbine
availability or a lasting increase in operating costs triggering
further significant drawdowns on the class A notes' DSRA.

  - Class B: default becoming imminent or inevitable.

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

  - An upgrade of either class appears unlikely at this point.


TRANSACTION SUMMARY

Breeze Finance SA is a Luxembourg SPV that issued three classes of
notes on April 19, 2007 for an aggregate issuance amount of EUR455
million to finance the acquisition of a portfolio of wind farms
located in Germany and France, as well as establishing various
reserve accounts. The notes are repaid from the cash flow generated
by the sale of the energy produced by the wind farms, mainly under
regulated tariffs.

CREDIT UPDATE

Performance Update

There was a drawdown under the class A DSRA in October 2018 due to
higher operating costs than in the previous year and poor
performance on 2H18. Fitch expects further drawdowns on the
reserve, which is currently funded to approximately 75% of the
target balance.


HEIDELBERGER DRUCKMASCHINEN: Moody's Lowers CFR to 'B3'
-------------------------------------------------------
Moody's Investors Service downgraded Heidelberger Druckmaschinen
AG's corporate family rating to B3 from B2 and the probability of
default to B3-PD from B2-PD. Concurrently, Moody's downgraded the
outstanding EUR150 million senior unsecured notes due 2022 to Caa1
from B3. The outlook remains stable.

RATINGS RATIONALE

"Moody's decision to downgrade Heidelberg's ratings by one notch
was triggered by the material increase in leverage to 7.3x
debt/EBITDA for the last twelve months ended June 2019 on the back
of weak performance. While the increase was driven by lower
operating profitability with a Moody's-adjusted EBITA margin
decrease to 3.2% in LTM ended June 2019 from 3.8% as per end of
March 2019, the higher than anticipated working capital outflow
resulted in a further debt increase," says Dirk Steinicke, lead
analyst for Heidelberg at Moody's. "Following the Q1 2019/20
results the management lowered its profitability guidance combined
with a softening industrial environment, which may create
additional challenges for Heidelberg," he added. This is in line
with Moody's industry outlook for the global manufacturing industry
which changed to negative from stable recently.

Heidelberg's B3 CFR reflects its (1) increasingly difficult
business environment as industry consolidation continues; (2) weak
profitability, that Moody's expects to stabilize, with a
Moody's-adjusted EBITA margin of around 3.0%-3.5% for the next 12
to 18 months, including special items related to portfolio right
sizing; (3) high Moody's-adjusted leverage of 7.3x debt/EBITDA for
the LTM ended June 19 (this includes sizeable pension obligations,
which account for almost 50% of Heidelberg's adjusted debt); (4)
multiyear and ongoing restructuring activity, which is needed to
reposition the group in a structurally changing industry, while
such measures still need to prove effective; and (5) volatile and
mostly negative free cash flow (FCF) generation in the last five
years. However, FCF is likely to strengthen over the next two to
three years, with expectedly reduced capital expenditures and
restructuring costs.

The stable outlook reflects its expectation of Heidelberg's
realigned business to enable moderate top line and stabilization of
profitability of 3.0% to 3.5% EBITA margin as adjusted by Moody's.
The stable outlook also incorporates its assumption that
Heidelberg's adjusted leverage will remain somewhat above 7x
debt/EBITDA over the next two years, while Moody's expects negative
FCF in 2020 before it turns to break-even in 2021.

Moody's views Heidelberg's liquidity as adequate. As of June 30,
2019, the group had access to over EUR107 million unrestricted cash
on its balance sheet, which, together with projected funds from
operations of about EUR70 million in the next 12 months (after
restructuring payments), and access to undrawn EUR197 million RCF,
will be sufficient to address its short-term cash needs and smaller
acquisitions. Main cash uses comprise working cash (3% of expected
sales), capital spending of around EUR100 million and the
short-term debt repayment including the potential partial repayment
of the convertible bond which has a put option. Although FCF will
remain negative to break-even at best in 2020, the liquidity
assessment positively takes into consideration the group's (1)
sizeable committed and undrawn portion of its EUR197 million RCF
(maturing in June 2023), and (2) likely compliance with financial
covenants, despite moderate headroom.

STRUCTURAL CONSIDERATIONS

Heidelberg's capital structure primarily consists of a senior
secured RCF due March 2023 (as amended and extended in March 2018),
a senior secured EUR100 million EIB loan maturing 2023 and 8%
senior unsecured notes due May 2022, rated Caa1 (LGD5). These
instruments benefit from guarantees of group entities, representing
around 75% of total assets. In addition, Heidelberg has issued one
senior unsecured convertible notes with a nominal value of EUR59
million, due March 2022 with a put option in 2020, which do not
benefit from group guarantees.

The Caa1 rating on the senior unsecured bond takes into
consideration its junior ranking behind a sizeable amount of senior
secured debt. The instrument rating also reflects its view that, in
a default scenario, the RCF would be largely used for cash drawings
or guarantees. The senior unsecured notes rank ahead of the group's
non-guaranteed convertible notes.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's would consider an upgrade should Heidelberg manage to
sustainably improve its Moody's-adjusted EBITA margin to above 4%
(3.2% per June 2019), reduce its gross adjusted debt/EBITDA
sustainably below 6.5x, generate at least break-even free cash flow
and maintain at least an adequate liquidity profile with sufficient
covenant headroom at all times.

Moody's consider a negative rating action if the company is unable
to improve profitability, with Moody's-adjusted EBITA margin of
below 3%, leverage of sustainably above 7.5x debt/EBITDA
(Moody's-adjusted),, continued weak FCF generation and/or
deterioration in liquidity, including narrowing cushion under
financial covenants.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Based in Wiesloch, Germany, Heidelberger Druckmaschinen AG is the
leading global manufacturer of sheetfed offset printing presses,
which are used primarily in the advertising and packaging printing
segments. Its main competitors include Germany-based König & Bauer
AG and Japan-based Komori Corporation. In the 12 months ended March
2019, the group generated revenue of approximately EUR2.5 billion
and reported EBITDA (excluding special items) of EUR180 million.
Heidelberg operates under three business segments: (1) Heidelberg
Digital Technology (around 61% of revenue in FY2019 ended March
2019), (2) Heidelberg Lifecycle Solutions (around 38% of revenue),
and (3) Heidelberg Financial Services (less than 1% of revenue).


TEAMVIEWER GERMANY: S&P Raises ICR to BB-, Outlook Stable
---------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on TeamViewer
Germany GmbH to 'BB-' from 'B'.

The upgrade follows the completion of TeamViewer's IPO, with 37.5%
of its shares currently listed on the Frankfurt stock exchange. As
part of its IPO prospectus, TeamViewer announced a reported net
debt to EBITDA target of 2x in 2020, and no intention to distribute
dividends until 2021.

S&P said, "We think TeamViewer's new public financial policy,
coupled with strong billing growth, reflects a significant
improvement in the company's financial risk profile. We forecast
TeamViewer's billings will increase by 33%-36% in 2019, compared
with about 24% in 2018. This will be mainly driven by the recurring
nature of its billings, its ability to continue to attract new
customers, and expansion into adjacent markets. Although this is
somewhat offset by higher costs associated with the IPO and the
company's increasing sales efforts, we expect TeamViewer's adjusted
debt to cash EBITDA will decline to 4.0x-4.5x in 2019, and further
toward 3x in 2020, compared with about 6x in 2018. We also forecast
an improvement in TeamViewer's adjusted free operating cash flow
(FOCF) to debt toward 10% in 2019 and 15% in 2020, compared with
about 8% in 2018.

"Permira remains the majority shareholder in TeamViewer, with a
stake of more than 60%. However, we see the IPO as an initial step
by Permira toward exiting the company and we think it will likely
continue to reduce its stake over the medium term.

"Our assessment of TeamViewer's business risk profile remains
constrained by the company's narrow product focus on remote
connectivity solutions (contributing almost 100% of total
billings), limited product differentiation compared with direct
competitors, relatively low entry barriers, short contracts
(renewed annually), and minimal customer switching costs that limit
TeamViewer's protection from customer churn and increase the risk
of price-based competition.

"These constraints are partly offset by TeamViewer's large customer
base, geographically diversified operations, almost 100%
subscription revenue, which is recurring in nature, and above
average profitability. We also think that TeamViewer will continue
to benefit from favorable industry trends, including increased
demand for connected devices.

"The stable outlook reflects our expectation that TeamViewer will
deliver continued strong increases in annual billings of more than
30% in 2019 and 2020. We also expect reported cash EBITDA margins
of above 45%. This will contribute to a reduction in S&P Global
Ratings-adjusted debt to cash EBITDA to less than 3.5x and the
FOCF-to-debt ratio rising above 10%.

"We see limited short-term downside for the rating due to
TeamViewer's strong expansion prospects and clear financial
policy.

"We could lower the rating if increasing competition led to weaker
billings and higher churn--resulting in adjusted leverage failing
to improve to below 4x and FOCF to debt remaining below 10%.

"We could raise the rating over the next 12 months if the company's
adjusted leverage were to drop to sustainably below 3x and Permira
no longer controlled the company."




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

AERCAP HOLDINGS: Fitch to Rate Proposed Jr. Sub. Notes BB-
----------------------------------------------------------
Fitch Ratings assigned an expected rating of 'BB-(EXP)' to AerCap
Holdings N.V.'s proposed issuance of fixed-rate reset
non-cumulative junior subordinated notes.

The junior subordinated notes represent unsecured obligations,
ranking senior only to common stock and market auction preferred
securities issued by International Lease Finance Corp. (ILFC), and
subordinated in right of payment to all existing and future
obligations of AerCap and its subsidiaries. Interest payments on
the junior subordinated notes are non-cumulative. If AerCap forgoes
interest payments on these junior subordinated notes, the company
may not declare or pay distributions on its common shares. The
junior subordinated notes have a maturity date in October 2079, but
may be redeemed in whole or in part, at AerCap's option, beginning
October 2024 and every five-year period thereafter. Proceeds from
the issuance will be used for general corporate purposes.

KEY RATING DRIVERS

IDR AND JUNIOR SUBORDINATED

The expected rating assigned to the junior subordinated notes is
three notches below AerCap's Long-Term Issuer Default Rating (IDR)
of 'BBB-', in accordance with Fitch's "Corporate Hybrids and
Notching Criteria" dated Nov. 9, 2018. The junior subordinated
notes rating include three notches for loss severity, comprised of
two notches reflecting the deep subordination given the issuance by
the holding company and one notch for the going-concern loss
absorption nature of the instruments.

Fitch has afforded 100% equity credit given the long-dated maturity
of the instrument, senior only to common stock, the non-cumulative
nature of the interest payments, and the lack of change of control
provisions and events of default.

AerCap has the option to redeem the proposed junior subordinated
notes in full prior to October 2024, in case of adverse rating
agency treatment of the notes. AerCap may redeem the junior
subordinated notes in whole or in part after October 2024 and every
Reset Date; however, shareholders will not have the right to
require the redemption of the junior subordinated notes.

AerCap's ratings are supported the company's scale and franchise
strength as the world's largest pure play aircraft lessor, access
to multiple sources of capital; consistent operating performance
and cash flow generation and an experienced management team.

Rating constraints applicable to AerCap include potential
refinancing risk associated with its large order book, the
potential impact of impairments on the firm's leverage ratio and
above average wide-body exposure. Rating constraints applicable to
the aircraft leasing industry more broadly include the monoline
nature of the business, vulnerability to exogenous shocks,
potential exposure to residual value risk, sensitivity to oil
prices, reliance on wholesale funding sources and increased
competition.

Fitch-calculated leverage (adjusted debt to tangible equity) was
2.9x at June 30, 2019, and is expected to improve to 2.7x pro forma
for the proposed junior subordinated note issuance.
Fitch-calculated leverage is defined as gross debt, at par, plus
50% equity treatment of the company's existing subordinated notes
and 100% equity treatment for the proposed junior subordinated
notes, divided by equity, adjusted for the equity treatment of the
existing subordinated and junior subordinated notes, and
non-controlling interests.

Company-reported net debt/equity amounted to 2.8x, at June 30,
2019, and is expected to improve incrementally to 2.7x pro forma
for the proposed junior subordinated note issuance. This is
consistent with management's revised long-term target of net
debt/equity 2.7x articulated in conjunction with this proposed
issuance. Company-reported leverage is defined as net debt adjusted
for 50% equity treatment on the company's existing subordinated and
junior subordinated notes, divided by reported common equity
adjusted for the 50% equity treatment on the company's existing
subordinated and junior subordinated notes.

RATING SENSITIVITIES

IDR AND JUNIOR SUBORDINATED

The rating on the junior subordinated notes is primarily sensitive
to changes in AerCap's Long-Term IDR and is expected to move in
tandem.

Fitch believes that the combination of aviation industry's
increased reliance on aircraft lessors, the competitive pressures
in the aircraft lessor space and prolonged favorable market
conditions limit the likelihood of upward rating momentum, at least
until the credit performance of the company can be assessed through
a full market cycle. Thereafter, upward rating momentum could
develop if AerCap exhibits differentiated risk management and asset
quality, demonstrates a track record of maintaining balance sheet
leverage, on a gross debt to tangible common equity basis
consistent with its revised target, a reduction in average fleet
age approaching 6.0 years, and continued improvement in the
liquidity of the aircraft portfolio with increased allocation of
Tier 1 aircraft. Maintenance of robust liquidity, particularly with
respect to near-term funding obligations, and unsecured debt
approaching 90% would also be viewed positively by Fitch.

Negative rating pressure could arise from increased leverage on a
gross debt to tangible equity basis above 3.5x, as a result of more
aggressive capital returns, aircraft impairments or a change in
risk appetite. Negative rating pressure could also arise as a
result of a sustained deterioration in financial performance and/or
operating cash flows, higher than expected repossession activity,
difficulty re-leasing aircraft or placing the order book at
economical rates, a reduction in available liquidity or
unencumbered assets, an increased reliance on secured debt
financing, and/or an aging fleet profile or weaker portfolio mix
from a liquidity perspective.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch has adjusted its core leverage calculation by not excluding
maintenance right assets and lease premiums from tangible equity.
This reflects Fitch's view that these balance sheet items contain
sufficient economic value to support creditors.


AERCAP HOLDINGS: Moody's Assigns Ba2(hyb) Rating to Jr. Sub. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Ba2(hyb) rating to the
non-cumulative junior subordinated notes of AerCap Holdings N.V.
and affirmed AerCap's Baa3 backed long-term issuer rating. AerCap's
rating outlook remains positive.

Assignments:

Issuer: AerCap Holdings N.V.

Junior Subordinated Regular Bond/Debenture, Assigned Ba2(hyb)

Affirmations:

Issuer: AerCap Holdings N.V.

Backed Long-Term Issuer Rating, Affirmed Baa3

Outlook Actions:

Issuer: AerCap Holdings N.V.

Outlook, Remains Positive

RATINGS RATIONALE

The Ba2(hyb) rating assigned to AerCap's Notes reflects the Notes'
junior priority in AerCap's capital structure and is also based on
the junior subordinated guarantees provided by certain AerCap
subsidiaries.

The Notes will be subordinated to all AerCap indebtedness and will
rank senior only to equity and preferred securities. AerCap may
elect to forgo interest payments on the Notes, in which case the
skipped interest payments will not be cumulative. AerCap will not
be permitted to pay dividends to shareholders or repurchase shares
until interest payments on the Notes are paid in full. The Notes
will have a 60 year final maturity. AerCap will use Note proceeds
for debt repayment and aircraft investment.

The Notes will be guaranteed on an unsecured, junior subordinated
basis by AerCap Ireland Limited, International Lease Finance
Corporation (Baa3 senior unsecured, positive), AerCap U.S. Global
Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland
Capital Designated Activity Company (backed Baa3 senior unsecured,
positive), and AerCap Global Aviation Trust (backed (P)Baa3 senior
unsecured, positive). The guarantees are irrevocable and
unconditional, and meet Moody's other criteria for strong
guarantees.

After issuing the Notes, Moody's expects that AerCap's capital
position will moderately strengthen. AerCap's pro forma ratio of
tangible common equity to tangible managed assets is between 21.1%
and 21.7% depending upon issuance amount and use of proceeds, up
from an actual measure of 20.6% at June 30, 2019; the figures
reflect Moody's adjustments, including a 50% equity attribution to
the new Notes, which feature qualifying terms under Moody's Hybrid
Securities methodology. In connection with the Notes issuance,
AerCap announced that it will modify its target for adjusted
debt-to-equity to 2.7x, down from its earlier target of 2.8x, which
Moody's views as a credit positive indication that the company's
capital improvement will be maintained.

Moody's affirmed AerCap's Baa3 backed long-term issuer rating based
on the company's strong operating performance and effective
liquidity and fleet risk management, which has solidified the
company's leading competitive positioning in commercial aircraft
leasing. AerCap consistently maintains a strong liquidity cushion
in relation to its operating and financing needs and it has
continued to diversify its funding sources. AerCap has strengthened
its fleet composition through active fleet trading and the ongoing
acquisition of new technology aircraft models, reducing the
company's exposure to the more volatile residual risks on aging
aircraft. AerCap also has a history of arranging leases on its new
aircraft well in advance of their delivery from manufacturers,
helping to contain lease-up and financing risks. AerCap's credit
profile is also strengthened by the company's solid record of
earnings, cash flow and capital generation over the past several
years. The company's backed issuer rating is also based on Moody's
expectation that, were AerCap to issue senior unsecured notes at
the holding company, the notes would be supported by subsidiary
senior guarantees, resulting in the notes having creditor
protections that are indistinguishable from the Baa3 senior notes
issued by AerCap's subsidiaries.

Credit constraints include AerCap's exposure to the cyclical
airline industry, significant speculative aircraft purchase
commitments, leverage that is higher than certain peers, and a
fleet composition that is more weighted toward wide-body aircraft
than most peers. This could result in increased remarketing
challenges compared to fleets with a higher proportion of more
liquid narrow-body aircraft.

AerCap has exposure to aviation sector environmental concerns that
increase long-term risks to the company's earnings and cash flow
and factor into Moody's assessment of the company's anticipated
financial profile. Moody's does not have any particular governance
concerns for AerCap.

The positive outlook on AerCap's ratings is based on Moody's
expectations that the company will continue to improve its funding
structure by increasing the proportion of unsecured debt in its
capital profile, resulting in higher unencumbered assets, over the
next 12-18 months. The outlook is also supported by the firm's
actions to increase its capital strength, including through the new
Notes issuance and lowered leverage target. Moody's also expects
that AerCap will continue to generate strong and stable earnings
and cash flows and effectively manage fleet residual risks.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's could upgrade AerCap's ratings if the company: 1) increases
and maintains a ratio of tangible common equity to tangible managed
assets above 20%, 2) further reduces fleet composition risks, 3)
sustainably reduces the ratio of secured debt to gross tangible
assets to less than 25%; and 4) maintains strong liquidity and
pre-tax profitability above the peer median.

Moody's could downgrade AerCap's ratings if the company's operating
prospects unexpectedly weaken, liquidity weakens in relation to
upcoming expenditures, the company pursues a strategy that
increases fleet residual risks, or its leverage increases
materially from the current level.

The principal methodology used in these ratings was Finance
Companies published in December 2018.


AERCAP HOLDINGS: S&P Assigns BB+ Rating on Jr. Subordinated Notes
-----------------------------------------------------------------
S&P Global Ratings raised its ratings on AerCap Holdings N.V.,
including raising the issuer credit rating to 'BBB' from 'BBB-'.

S&P also assigned a 'BB+' rating to the company's proposed issuance
of fixed-rate reset noncumulative junior subordinated notes due
2079.

S&P said, "We view the reduction in leverage favorably. We view the
reduced leverage target as a sign of a less aggressive financial
policy. AerCap's leverage target (debt to equity) has been
declining since leverage peaked at around 3.4x in December 2014,
with its acquisition of much larger International Lease Finance
Corp. (ILFC) and the assumption of ILFC's debt. Since then,
leverage has declined to the current 2.8x. Its credit metrics are
still not as strong as those of its peer Air Lease Corp. ('BBB'
rated but with a leverage target of 2.5x), but are in line with
those of 'BBB-' rated aircraft operating lessors. However, we
believe the rating on AerCap also benefits from its position as one
of the two largest aircraft operating lessors, which creates a
favorable comparison for AerCap to lower-rated peers. Unlike Air
Lease, AerCap engages in share repurchases with proceeds from asset
sales. However, we would expect the company to reduce share
repurchases, if necessary, to adhere to its lower leverage target.

"We expect continued weakness in certain wide-body aircraft lease
rates, and heavy capital spending through 2021 that will be
partially debt-financed. However, we expect EBIT interest coverage
in the high-1x area, FFO to debt around 10%, and debt to capital in
the low-70% area.

"Although unlikely, we could lower our ratings over the next two
years if AerCap's EBIT coverage declines below 1.7x and FFO to debt
declines below 7% and we believe they will remain there. This could
be caused by weaker lease rates if passenger traffic declines,
resulting in a cyclical aviation downturn, or if the company
substantially increases share repurchases.

"Although unlikely, we could upgrade AerCap over the next two years
if the company increases its FFO-to-debt ratio to more than 15%
while maintaining debt to capital below 70% and EBIT interest
coverage of at least 2.4x. This could occur if AerCap slows its
growth, and favorable industry conditions enables it to generate
increased rental yields on its leased aircraft. This would also
imply a somewhat more conservative financial policy that targets
debt to equity of around 2x, rather than the current 2.7x target."


CVC CORDATUS VIII: Moody's Assigns B2 Rating on EUR11 Cl. F Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by CVC
Cordatus Loan Fund VIII Designated Activity Company:

EUR206,000,000 Class A-1 Senior Secured Floating Rate Notes due
2030, Definitive Rating Assigned Aaa (sf)

EUR30,000,000 Class A-2 Senior Secured Fixed Rate Notes due 2030,
Definitive Rating Assigned Aaa (sf)

EUR46,000,000 Class B-1 Senior Secured Floating Rate Notes due
2030, Definitive Rating Assigned Aa2 (sf)

EUR10,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2030,
Definitive Rating Assigned Aa2 (sf)

EUR24,000,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2030, Definitive Rating Assigned A2 (sf)

At the same time, Moody's affirmed the outstanding notes which have
not been refinanced:

EUR20,800,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2030, Affirmed Baa2 (sf); previously on Mar 30, 2017 Definitive
Rating Assigned Baa2 (sf)

EUR22,200,000 Class E Senior Secured Deferrable Floating Rate Notes
due 2030, Affirmed Ba2 (sf); previously on Mar 30, 2017 Definitive
Rating Assigned Ba2 (sf)

EUR11,000,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2030, Affirmed B2 (sf); previously on Mar 30, 2017 Definitive
Rating Assigned B2 (sf)

RATINGS RATIONALE

The rationale for the ratings are based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in its methodology.

The Issuer issued the refinancing notes in connection with the
refinancing of the following classes of notes: Class A-1 Notes,
Class A-2 Notes, Class B-1 Notes, Class B-2 Notes, Class C Notes
due 2030, previously issued on March 30, 2017. On the refinancing
date, the Issuer has used the proceeds from the issuance of the
refinancing notes to redeem in full the Original Notes.

On the Original Closing Date, the Issuer also issued EUR 20.8
million Class D Notes, EUR 22.2 million Class E Notes, EUR 11
million Class F Notes, EUR 44.6 million of Class M-1 and EUR 1.0
million of Class M-2 subordinated notes, which will remain
outstanding.

As part of this refinancing, the Issuer has extended the Weighted
Average Life Test by 1.25 year.

The Issuer is a managed cash flow CLO. At least 96% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 4% of the portfolio may consist of unsecured senior
loans, second-lien loans, high yield bonds and mezzanine loans. The
underlying portfolio is fully ramped as of the closing date.

CVC Credit Partners European CLO Management LLP will manage the
CLO. It will direct the selection, acquisition and disposition of
collateral on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the transaction's
1.6-year remaining reinvestment period. Thereafter, subject to
certain restrictions, purchases are permitted using principal
proceeds from unscheduled principal payments and proceeds from
sales of credit risk obligations.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

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.

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

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in March 2019.

Moody's used the following base-case modeling assumptions:

Par Amount: EUR 399,500,000

Defaulted Par: EUR 2,150,000 as of September 30, 2019

Diversity Score: 47

Weighted Average Rating Factor (WARF): 2958

Weighted Average Spread (WAS): 3.90%

Weighted Average Coupon (WAC): 5.0%

Weighted Average Recovery Rate (WARR): 44.11%

Weighted Average Life (WAL): 5.87 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency ceiling (LCC) of A1 or below. As
per the portfolio constraints and eligibility criteria, exposures
to countries with LCC of A1 to A3 cannot exceed 10% and obligors
cannot be domiciled in countries with LCC below A3.




===================
K A Z A K H S T A N
===================

NOMAD LIFE: S&P Assigns 'BB' Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB' long-term insurer financial
strength and issuer credit ratings to Kazakhstan-based Life
Insurance Company Nomad Life JSC (Nomad Life). The outlook is
stable.

At the same time, S&P assigned a national scale rating of 'kzAA-'
to Nomad Life.

S&P said, "The stable outlook reflects our expectation that Nomad
Life will uphold its well-established market position in the
Kazakhstan life insurance market while maintaining stronger
profitability metrics than peers. At the same time, we expect Nomad
Life's capital adequacy will gradually improve, thanks to retained
earnings and a modest dividend policy.

"We could consider a negative rating action if Nomad Life increased
its exposure to lower-quality instruments, or its capital position
weakened due to either a weaker-than-expected operating
performance, investment losses, or considerably higher dividend
payouts.

"We view a positive rating action as remote in the next 12 months,
taking into account the company's risk profile. However, if the
company further strengthens its capital adequacy on the back of its
sustained competitive standing and profitability, we could consider
an upgrade.

"The ratings reflect our view of Nomad Life's leading position in
the Kazakhstan life insurance market, and its good operating
performance over the past five years. At the same time, the ratings
are constrained by the company's modest capitalization compared
with peers', as per regulatory requirements and our capital
adequacy model. The insurer's financial profile reflects our
expectations that Nomad Life will gradually restore its capital
adequacy through retained earnings and a moderate dividend
policy."

Nomad Life boasts a sound market position, long-standing in the
market, solid distribution ties, and a well-known brand name. It is
the second-largest player in the Kazakhstan life insurance sector,
with a 33% market share (based on gross premium written). Thanks to
company's known brand and products, the company expanded by 57% in
2018 compared with 31% a year earlier. Growth was boosted by the
scale effect, with the Kazakhstan life market still characterized
by a low penetration rate below 1% and average spending of about
$14 per capita. S&P said, "We expect Nomad Life will moderate its
growth in 2019-2020 to approximately 15%-20% annually, driven by
endowment, annuities, and employers' liabilities insurance. In our
view, regulatory initiatives to introduce unit-linked products,
implementation of tax incentives for policyholders, restrictions on
reinsuring employers' liability insurance with property/casualty
insurers, and potential further development of state annuity
transfers to life insurance companies from the "JSC Unnified
Accumulative Pension Fund", will further support growth. The
company' high growth has not compromised its profitability, which
was positive during this period. In 2018, Nomad Life reported
positive return on equity (RoE) and return on assets (RoA) of 73.7%
and 8.0% respectively, and net profits of Kazakh tenge (KZT) 7.3
billion (about $19 million), benefiting from stronger technical
performance, solid investment returns, and foreign-exchange gains.
In our base-case scenario, we expect Nomad Life will report average
annual net profit of about KZT7 billion-KZT7.5 billion, RoE of
40%-50% and RoA of 5%-6%. We expect Nomad Life's investment yield
will be close to 8.5% in order to meet its obligations under
insurance policies with investment guarantees."

S&P said, "Our assessment of Nomad Life's financial risk profile
reflects our view of the insurer's levels of capital and risk
exposure in its investment portfolio. In our opinion, we estimate
Nomad Life will consolidate its capital at satisfactory levels over
2019-2021, partially retaining its future earnings with a 50%
dividend payout ratio, which we view as high, but lower than
previously. We expect Nomad Life will gradually improve its
solvency ratio to 200% (compared with 143% as of Sept. 1, 2019) in
the next two-to-three years, in order to sustain growth and
increase liabilities. Nomad Life invests mostly in fixed-income
instruments rated 'BBB-' or higher (about 50% as of Sept. 1, 2019),
has lower obligor concentration in the investment portfolio than
peers, and some foreign exchange risk exposure, which we expect
will continue.

"Furthermore, we note that Nomad Life benefits from a long-standing
management team, established risk management practices, and has
ample liquidity to meet its obligations."




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

CDS HOLDCO III: Moody's Withdraws B2 CFR on Fully Repaid Debt
-------------------------------------------------------------
Moody's Investors Service withdrawn the B2 corporate family rating,
the B2-PD probability of default rating, the B2 rating on the
EUR655 million senior secured Term Loan B, and the B2 rating on the
EUR20 million senior secured revolving credit facility of CDS
Holdco III B.V.'s. The rating action follows the full repayment of
M7's rated debt.

At the time of withdrawal, the ratings were on review for upgrade
following the announcement in May 2019 by Canal+ Group, owned by
Vivendi SA (Baa2 stable), that it had agreed to acquire M7 from
private equity sponsor Astorg, for a purchase price of slightly
above EUR1.0 billion.

RATINGS RATIONALE

Moody's has decided to withdraw the ratings because M7's debt
previously rated by Moody's has been fully repaid.

LIST OF AFFECTED RATINGS

Withdrawals:

Issuer: CDS HOLDCO III B.V.

Probability of Default Rating, Withdrawn , previously rated B2-PD

Corporate Family Rating, Withdrawn , previously rated B2

BACKED Senior Secured Bank Credit Facility, Withdrawn , previously
rated B2

Outlook Actions:

Issuer: CDS HOLDCO III B.V.

Outlook, Changed To Rating Withdrawn From Rating Under Review

COMPANY PROFILE

Headquartered in Luxembourg, M7 is a pay TV operator in Europe
selling hybrid satellite and over the top Pay TV packages to 3
million homes, through six different brands across eight countries
in Europe. It also operates an internet and telephony provider in
the Netherlands called Online.nl. M7 is a leading DTH satellite Pay
TV operator in the Benelux region as well as in the Czech Republic
and Slovakia. The company reported revenues of around EUR425
million in 2018 pro forma for the acquisition of UPC's assets.

SUMMER (BC) LUX: S&P Assigns Prelim. 'B' LT ICR, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' preliminary long-term issuer
credit rating to Kantar's parent company, Summer (BC) Lux
Consolidator S.C.A.

At the same time, S&P Global Ratings assigned its preliminary 'B'
issue rating and '3' recovery rating to company's the proposed
senior secured term loan facilities; and its preliminary 'CCC+'
issue rating and '6' recovery rating to the company's proposed
senior unsecured notes.

S&P said, "The final ratings will depend on our receipt and
satisfactory review of all final transaction documentation.
Accordingly, the preliminary ratings should not be construed as
evidence of final ratings. If S&P Global Ratings does not receive
final documentation within a reasonable time frame, or if final
documentation departs from materials reviewed, we reserve the right
to withdraw or revise our ratings. Potential changes include, but
are not limited to, use of loan proceeds, maturity, size and
conditions of the loans, financial and other covenants, security,
and ranking."

The rating follows the announcement that Summer (BC) Lux
Consolidator and its subsidiaries are proposing to raise financing
for the acquisition of a 60% stake in Kantar by private equity firm
Bain Capital from WPP. WPP will retain a 40% minority stake in
Kantar, while Bain will control the company, have the majority on
the board of directors, and drive its financial policy.

The transaction is complex and will take place in several stages
because it requires the carve-out of Kantar's operations from WPP.
WPP will need to receive approval from its shareholders and
regulatory authorities in several countries. It will reorganize
Kantar's business and legal structure and need to deliver entities
representing at least 86% of Kantar's EBITDA to Bain by the first
completion date, which S&P expects in fourth-quarter 2019 or
first-quarter 2020. After that, WPP plans to deliver the remaining
entities to the buyer by the end of July 2020.

The acquisition's proposed financing will be contingent on the
proportion of Kantar's entities that WPP will deliver to the buyer
relative to total Kantar's EBITDA. To finance the full $4 billion
acquisition consideration, the new owner plans for the company to
issue:

-- $2.5 billion equivalent senior secured term loans split between
euros and U.S. dollars and due in 2027;

-- $525 million equivalent euro-denominated senior unsecured notes
due in 2028; and

-- Bain and WPP will provide the remaining $915 million in the
form of common equity and a shareholder loan from Bain.

A $400 million revolving credit facility (RCF; not rated) will be
undrawn at closing.

S&P's 'B' preliminary rating on Kantar reflects the company's
strong market position as the world's third-largest global data,
research, consulting, and analytics company. The rating also
reflects the group's geographic, business mix and client base
diversity. Ownership of a broad set of high quality first-party
data creates barriers to entry for new competitors. At the same
time, Kantar operates in an industry facing structural challenges
from reducing spending on advertising and data research by its
largest clients. There is also increasing demand for more
data-driven, real-time analytics and integrated solutions that
requires investment in new technology. Tough competition from
smaller data analytics providers and technology companies is
causing pricing pressure. In this context, Kantar's profitability
is below average compared with that of peers in the media
industry.

S&P said, "Also constraining the rating is the highly leveraged
capital structure and our expectation of an aggressive financial
policy from the new private equity owner. We forecast that, in the
two years after the transaction closes (2020-2021), Kantar's
weighted average adjusted debt to EBITDA will exceed 6.5x, which we
view as high compared with that of peers in the media industry. For
2020, we forecast adjusted debt to EBITDA will be about 7.0x,
reflecting the costs relating to the business' transformation and
restructuring that will weigh on S&P Global Ratings-adjusted
EBITDA. From 2021, we expect leverage could fall toward 6.0x-6.5x
as the company achieves positive organic revenue growth and planned
transformation initiatives. We factor in our analysis the
transaction's transformational nature and the complexity of carving
out and setting up Kantar's operations as a separate business. We
also note the magnitude of the restructuring that it has undergone
in 2018-2019 and will continue implementing in 2020-2022.
Therefore, we believe there are significant uncertainties around
the timing of achieving the group's turnaround and expected costs
efficiencies, and the subsequent reduction in the group's
debt-to-EBITDA.

"We view Kantar's business position as weaker compared with that of
WPP and other advertising agencies that we rate due to the
company's smaller size, scale, and diversity of its operations.
Kantar also has lower profitability than these peers and Nielsen
Holdings, the world's largest data and market research company,
that benefits from a dominant market position in media audience
measurement in the U.S. However, outside the U.S., Kantar has
market-leading positions in several countries in Western Europe and
emerging markets, including China, India, and Brazil. It also has
better geographic and business mix diversity than Nielsen, and we
think that emerging markets that account for 35% of revenue provide
growth potential.

"In our view, Kantar's ownership of large sets of high-quality
first-party data that is protected and compliant with privacy
regulations provides barriers to entry and a competitive advantage.
Recurring subscription-based revenue, mainly in the Media and
Worldpanel businesses, supports our assessment of the business."

In 2015-2018, Kantar experienced low-to-negative organic revenue
growth due to structural challenges in the global data, research,
and analytics industry. In particular, its Insights business, which
accounts for about 40% of EBITDA was challenged with some larger
clients, primarily the global fast-moving consumer-goods-producing
companies, reducing spending on advertising and data, research, and
analytics products. Kantar's management started addressing these
challenges in 2018 by launching a business transformation that was
part of WPP's companywide strategic review. It includes optimizing
the business perimeter and workforce, hiring tech-oriented talent,
and investing in new product offerings that are better targeted at
clients' needs for real-time analytics and integrated data
solutions. S&P understands these restructuring initiatives are on
track, and in the first half of 2019, the business performed in
line with budget. This should allow the company to stabilize
organic revenue growth and gradually improve the underlying EBITDA
generation.

On top of this, Bain plans to implement further transformation
initiatives. These will mainly relate to optimizing Kantar's
workforce, enhancing automation, investing in new IT systems and
reducing direct and other costs. Overall, the new owner plans to
achieve $210 million in run-rate synergies (including about $38
million already on track to be delivered from the ongoing
management actions) with about $240 million associated costs in
2020-2022.

S&P said, "In our view, these measures should allow the company to
restore S&P Global Ratings-adjusted EBITDA margins to about 15% in
2021 and beyond. However, in the 2019-2020 transitional years,
adjusted EBITDA margin will remain subdued, at 13%-14%. This is
because we include all restructuring costs in our calculation of
adjusted EBITDA, but don't give full benefit for the transformation
initiatives that the management plans to achieve. While we view the
cost-cutting opportunities as largely attainable, these initiatives
could take longer than planned to implement, temporarily disrupt
the business operations, and require additional spending.

"The stable outlook reflects our expectation that, in 2019-2020,
Kantar's restructuring and business transformation will allow it to
stabilize organic revenue growth and gradually improve underlying
profitability, despite continued challenging conditions in the
data, research, and analytics market. At the same time, the
restructuring costs associated the planned transformation
initiatives will weigh on S&P Global Ratings-adjusted EBITDA and
leverage metrics in 2020. The stable outlook assumes that, in
2020-2021, the group's S&P Global Ratings-adjusted average
debt-to-EBITDA will be 6.5x-6.7x and free operating cash flow
(FOCF)-to-debt will be about 5%.

"We could raise the ratings if Kantar's operating performance
stabilized; and the group improved profitability by achieving the
planned transformation initiatives, such that adjusted leverage
reduced to comfortably less than 6.5x, and maintained sustainable
FOCF-to-debt above 5%.

"In our view, Kantar has comfortable headroom under the 'B' rating
and a downgrade is unlikely over the next 12 months. We could lower
the rating if the company's operating performance was substantially
weaker than we forecast due to a structural decline in its key
markets and a weakening EBITDA margin. The group being unable to
generate positive FOCF would also put pressure on the rating."


SUMMER LUX: Moody's Assigns B2 Corp. Family Rating, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating and
a B2-PD probability of default rating to Summer Lux Consolidator
S.a.r.l., the top-entity of the ring-fenced group that will
ultimately own Kantar's (a global market leading data, research,
consulting and analytics business) US and rest of World (RoW)
controlling entities, under the ultimate joint ownership of Bain
Capital and WPP plc. The agency has assigned B1 ratings to the
USD2.5 billion equivalent of Senior Secured Term Loan B and the
USD400 million of Revolving Credit Facility being issued by Summer
Bidco B LLC and Summer Holdco B S.a r.l., subsidiaries under the
Summer Lux Consolidator group. Additionally, Moody's expects to
assign a Caa1 rating to the USD525 million equivalent EUR senior
unsecured notes to be issued by RoW Holdco A, another group
subsidiary. The outlook is stable.

On July 12, 2019, Bain Capital signed an agreement to acquire a 60%
stake in Kantar from WPP, with WPP retaining the remaining 40%.
Total enterprise value consideration for 100% of Kantar is around
USD4.0 billion (~GBP 3.2bn), implying a last twelve months
EV/EBITDA of 6.4x based on an LTM Jun-19 EBITDA of USD626 million
(as estimated by Kantar and Bain Capital). The transaction is
expected to close before the end of December 2019, subject to
completion of regulatory and WPP shareholders' approvals and other
legal requirements.

"The B2 CFR reflects the high starting Moody's adjusted pro-forma
gross leverage of 6.4x for the group, its challenged revenue growth
trajectory amid a competitive and technologically-evolving market
landscape, and the execution risks associated with the timely
delivery of the business plan including the transformation
initiatives focused at restoring sustained modest revenue growth
and improving the profitability of the business," says Gunjan
Dixit, Vice President -- Senior Credit Officer and lead analyst on
Summer Lux Consolidator group.

"We nevertheless recognize the technology investments that Kantar
has made in recent years to adapt its product offerings in line
with changing customer needs, which are aiding in the stabilization
of revenues in 2019. After years of modest revenue declines, the
company achieved positive year-on-year revenue growth of 1.9% at
constant currencies in H12019. Additionally, we note that the
business will likely continue to generate healthy free cash flow
and benefits from a comfortable liquidity profile", adds Ms. Dixit.


RATINGS RATIONALE

Summer (BC) Lux Consolidator's credit profile benefits from: (1)
its leading international positions as a provider of various
consumer research disciplines, including social media monitoring,
advertising effectiveness, consumer and shopper behaviour and
public opinion; (2) being a source of independent benchmark
information with a lesser degree of reliance on third party data;
(3) broadly stable EBITDA margins despite pressure from constrained
revenue growth amid a more competitive landscape and rapid shift to
digital advertising, online video consumption and e-commerce and
private label sales; (4) relatively high entry barriers; (5)
long-standing contractual relationships with leading consumer
packaged goods (CPG) companies, media enterprises and advertisers;
and (6) operational dependencies on WPP being modest but lack of
track record of Kantar running as an independent business.

The rating is constrained by: (1) revenue declines over the past
years in the Insights segment due to a challenging operating
environment arising from ongoing cyclical and secular spending
pressures from certain North American and European traditional
clients; (2) risks around successful strategy execution focused on
restoring sustained revenue growth with the roll-out of advanced
new products such as Holistic Brand Guidance; (3) proliferation of
new technologies that alter consumer buying habits and
advertising/marketing delivery channels; (4) some vulnerability of
the talent-dependent and client-focused Insights segment to a
potential economic slowdown; (5) high client concentration in the
cost-pressured consumer packaged goods (CPG) and food and beverage
(F&B) industry segments, although recent trends suggest some
improvement in their spending budgets; (6) high starting financial
leverage but future de-leveraging likely to be slow as bolt-on M&A
is likely in a fragmented market.

The B2 ratings reflects the high starting Moody's adjusted gross
leverage of 6.4x for the group, as Moody's does not add-back the
unrealized transformation initiatives in the calculation of
leverage. Moody's nevertheless expects the business to de-lever
from 2020 helped by EBITDA growth as well as healthy free cash flow
generation.

Over the next three years Kantar aims to restore sustained revenue
growth through (1) growing its analytics capabilities to accelerate
integration across datasets to enable holistic recommendations; (2)
rolling-out innovative products such as Holistic Brand Guidance,
"big data" panels and tech centric trade optimization; (3)
investing in automation AI and machine learning to achieve faster
turnaround of services; (4) recruiting more consultative, digitally
sophisticated staff; and (5) going to market through an integrated
"One Kantar" offering. This will result in slightly higher capex
over 2019-2021, but it will still remain at below ~3% of overall
revenues. While the strategy appears credible, implementation risks
remain particularly given the complexity around the rapidly
evolving market place.

Under Bain's majority ownership, Kantar will be undertaking certain
transformation initiatives in various areas including technology,
procurement, real estate, optimizing its organizational structure,
and using technology to increase productivity . The company aims to
realize total cumulative initiatives of USD210 million (including
the USD38 million of management initiatives already realized in
2019) by 2022 while incurring related costs of around USD80 million
per year between 2020-2022. While these transformation initiatives
should lead to meaningful cost savings, Moody's currently
cautiously recognizes the execution risks involved in their
implementation.

In Moody's view, Summer (BC) Lux Consolidator has a good liquidity
profile. The company will have cash of USD275 million at
transaction closing, and will also benefit from a USD400 million
undrawn RCF which should be sufficient to cover for its cash needs
beyond cash flow generated from operations. The RCF is constricted
by a maintenance leverage covenant (of 7.7x Senior Secured First
Lien Net Leverage Ratio to be tested when RCF is drawn by 40% of
the outstanding commitments) under which Moody's expects Kantar to
maintain comfortable headroom at all times.

Summer (BC) Lux Consolidator has been assigned a probability of
default rating of B2-PD and an expected family recovery rate of
50%. The group's bank debt is secured by share pledges,
intercompany receivables and bank accounts and is guaranteed by
operating subsidiaries accounting for 80% of consolidated EBITDA.
Moody's has ranked the company's bank debt highest in the priority
of claims together with the company's trade claims followed by the
senior unsecured notes and the lease rejection claims. This results
in a B1 rating for the group's bank debt one notch higher than the
CFR while the unsecured notes are expected to be rated Caa1.

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.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that the company
will strive to grow its revenues and EBITDA in line with its
business plan and focus on the timely realization of the planned
transformation initiatives.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive pressure on the ratings could develop over time, if (1)
Kantar demonstrates sustained moderate revenue and EBITDA growth;
(2) its gross debt/EBITDA (Moody's-adjusted) decreases sustainably
and is maintained well below 5.5x; and (2) the company's Moody's
adjusted free cash flow (FCF)/ Debt ratio improves towards 10%.

Downward ratings pressure would materialize if (1) Kantar's
revenues and EBITDA do not grow in line with the business plan or
come under further pressure due to a difficult market environment
(2) the company sees no material de-leveraging over the next 12
months and its gross leverage (Moody's-adjusted gross debt/EBITDA)
remains close to 6.5x by the end of 2020; and/ or (2) its free cash
flow (FCF)/ debt (Moody's-adjusted) declines materially. There
would also be downward rating pressure if the company's liquidity
were to significantly deteriorate.

LIST OF AFFECTED RATINGS

Assignments:

Issuer: Summer (BC) Lux Consolidator S.a.r.l.

Probability of Default Rating, Assigned B2-PD

Corporate Family Rating, Assigned B2

Issuer: Summer (BC) Bidco B LLC

Senior Secured Bank Credit Facility, Assigned B1

Outlook Actions:

Issuer: Summer (BC) Lux Consolidator S.a.r.l.

Outlook, Assigned Stable

Issuer: Summer (BC) Bidco B LLC

Outlook, Assigned Stable

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Summer (BC) Lux Consolidator is the top-most entity of the
restricted group that will own Kantar. Kantar is a global data,
research, consulting and analytics business which offers a complete
view of consumer behaviour in over 100 countries. It employs more
than 28,000 people worldwide. In its fiscal year ended December 31,
2018, Kantar generated revenue of USD4 billion and EBITDA of USD490
million (after including buy-side quality of earning adjustments).




===========
M O N A C O
===========

DYNAGAS LNG: S&P Raises LongTerm ICR to 'B' Then Withdraws Rating
-----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit ratings on
Dynagas LNG Partners L.P. (Dynagas LNG) and Arctic LNG Carriers
Ltd. (the finance subsidiary) to 'B' from 'B-'. S&P also raised its
issue rating to 'BB-' from 'B+' on the group's $470 million senior
secured term loan B due May 2023.

S&P subsequently withdrew all its ratings on Dynagas LNG and Arctic
LNG Carriers Ltd. on issuer request following the full repayment of
the $470 million senior secured term loan B. The outlook was stable
at the time of ratings withdrawal.

LNG carrier, owner, and operator Dynagas LNG has improved its
liquidity profile by raising a $675 million five-year senior
secured term loan facility and effectively extending its debt
maturities to 2024. Part of the proceeds were used to repay the
existing $470 million senior secured term loan B due May 2023,
while the remainder, complemented by its Dynagas LNG's cash
balance, will be used to redeem the existing $250 million 6.25%
senior unsecured notes when they come due on Oct. 30, 2019.

At the time of withdrawal, the rating reflected the company's
comparatively narrow business scope and diversity, with a business
model built around six gas carriers, and its concentrated charterer
base. The fundamental characteristics of the gas shipping
industry--such as its capital intensity, high fragmentation,
frequent imbalances between demand and supply, and charter rate
volatility--further constrained the company's overall business
profile. Nevertheless, S&P views gas shipping as one of the most
attractive shipping segments, owing to its high commercial and
technical barriers to entry and typically very long-term
take-or-pay contracts with reputable counterparties.

S&P considered these risks to be partly offset by the low
volatility in Dynagas LNG's profitability, which stems from the
company's conservative chartering policy, long term contracted time
charter profile, and predictable running costs. Furthermore, S&P
recognized Dynagas LNG's highly specialized and modern ice-class
fleet, with an average fleet age of about nine years, which is well
below the industry average of 12-13 years, and which is normally
able to achieve a premium above average market rates.




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

SYNCREON GROUP: Moody's Hikes CFR to B3, Outlook Stable
-------------------------------------------------------
Moody's Investors Service upgraded syncreon Group B.V.'s corporate
family rating to B3 from Ca and the probability of default rating
to B3-PD/LD from Ca-PD. The upgrade reflects the successful closing
of syncreon's balance sheet restructuring which included a
substantial debt to equity conversion which Moody's views as a
limited default event. Concurrently, Moody's appended the PDR with
the "/LD" designation acknowledging the limited default event. The
/LD designation will be removed in about three business days.
Moody's also assigned a B1 to syncreon's new senior secured first
lien first out term loan and a Caa1 to its new first lien second
out term loan. The rating outlook is stable.

On October 1, 2019, syncreon successfully completed a balance sheet
restructuring under a UK scheme of arrangement which resulted in a
reduction of its total debt to $371 million from about $1.05
billion and an extension of syncreon's nearest dated debt maturity
to 2024 from 2020. Moody's estimates pro forma debt/EBITDA was
reduced to 4.1x from 8.2x for the twelve months ended June 30, 2019
and EBITA/interest expense improved to 1.1x from 0.9x.

As a part of this restructuring syncreon's existing asset based
revolving credit facility was repaid in full. All of syncreon's
remaining debt was converted into a combination of equity, warrants
and take back debt consisting of a $125.5 million first lien first
out term loan facility due 2024 and $225 million first lien second
out term loan due 2025. syncreon also put in place a new $135
million asset based revolving credit facility due 2024.

The following ratings were upgraded:

Issuer: syncreon Group B.V.

  Corporate Family Rating, Upgraded to B3 from Ca

  Probability of Default Rating, Upgraded to B3-PD /LD from Ca-PD

The following ratings were assigned:

Issuer: syncreon Group B.V.

  Senior Secured First Lien First Out Term Loan, Assigned B1
(LGD2)

  Senior Secured First Lien Second Out Term Loan, Assigned Caa1
(LGD4)

The following ratings were withdrawn:

Issuer: syncreon Group B.V.

  Gtd Senior Secured Revolving Credit Facility, Withdrawn,
previously rated Ca (LGD4)

  Gtd Senior Secured Term Loan, Withdrawn, previously rated Ca
(LGD4)

  Senior Unsecured Regular Bond/Debenture, Withdrawn, previously
rated C (LGD6)

Outlook Actions:

Issuer: syncreon Group B.V.

  Outlook, Remains Stable

RATINGS RATIONALE

syncreon's B3 CFR reflects its weak interest coverage, limited free
cash flow generation through 2020 and its high customer
concentration. While the restructuring significantly reduced
syncreon's debt, it comes at a fairly high cost of capital with
interest coverage remaining relatively weak initially at pro forma
EBITA/interest expense of around 1.1x for the twelve months ended
June 30, 2019. The CFR also reflects Moody's forecasts for syncreon
to generate a moderate level of free cash flow to debt of 2% to 3%
in fiscal 2020 as the company continues to invest in its planned
growth initiatives. However, the rating is constrained by
syncreon's high customer concentration with its top two customers
representing over 30% of 2018 revenue, its exposure to the highly
cyclical automotive industry and the ongoing tight labor markets
which presents wage pressure. In addition, within its automotive
segment syncreon is exposed to union negotiations which may present
additional wage and margin pressures. Following the restructuring,
sycreon will be owned by its former debtholders of which the top
four holders consist of private equity sponsors and a hedge fund,
whom typically have a propensity to favor aggressive financial
strategies.

The CFR acknowledges the relatively low level of funded debt
following the debt to equity conversion. The restructuring results
in a 65% reduction in funded debt to $371 million. Pro forma for
the restructuring Moody's adjusted debt/EBITDA will be a moderate
4.1x for the twelve months ended June 30, 2019. The CFR is also
supported by syncreon's adequate liquidity and the success the
company has had in winning new contracts particularly within its
technology segment. It also reflects that syncreon has addressed
the execution challenges associated with implementing certain new
contracts. Moody's also views positively, syncreon's history of
renewing 97% of its contracts.

The stable outlook acknowledges Moody's expectation that syncreon
will maintain adequate liquidity and a modest level of free cash
flow to debt.

Ratings could be upgraded should syncreon's operating performance
and financial policies support debt/EBITDA sustained below 4.0x,
consistently healthy free cash flow and EBITA to interest expense
above 1.5x.

Ratings could be downgraded should syncreon operating performance
falter such that EBITA/interest expense remains below 1.25x or free
cash flow to debt falls below 1.0% or should there be any erosion
in liquidity.

The first lien first out and the first lien second out term loans
will contain two financial maintenance covenants, total leverage
and a minimum liquidity test. However, the covenant thresholds are
different between the two facilities. In addition, the term loans
contain incremental facility capacity up to $50 million, plus an
additional amount subject to a 3.0x pro forma Total Leverage Ratio.
syncreon has the ability to release a guarantee when a subsidiary
is not wholly-owned. Subject to the limitations and baskets in the
negative covenants, limited collateral leakage is permitted through
the transfer of assets to unrestricted subsidiaries. There are no
leverage-based step-downs to the requirement that 100% of net asset
sale proceeds will be used to prepay the loans with a right to
reinvest or commit to reinvest within 12 months.

The principal methodology used in these ratings was Surface
Transportation and Logistics published in May 2019.

Headquartered in Auburn Hills, Michigan, syncreon Group B.V. is an
international provider of specialized logistics and supply chain
solutions to customers primarily in the technology and automotive
sectors. Revenues for the year ended June 30, 2019 were $1.2
billion. Following its balance sheet restructuring the company is
owned by its former first lien and unsecured lenders.




===========
N O R W A Y
===========

SAS AB: Egan-Jones Lowers Senior Unsecured Ratings to BB
--------------------------------------------------------
Egan-Jones Ratings Company, on September 23, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by SAS AB to BB from BB+.

Scandinavian Airlines, usually known as SAS, is the flag carrier of
Denmark, Norway and Sweden, which together form Scandinavia. SAS is
an abbreviation of the company's full name, Scandinavian Airlines
System or legally Scandinavian Airlines System
Denmark-Norway-Sweden.





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

CHELYABINSK PIPE: Fitch Gives Final BB- Rating on $300MM Notes
--------------------------------------------------------------
Fitch Ratings assigned PJSC Chelyabinsk Pipe Plant's USD300 million
issue of loan participation notes a final senior unsecured rating
of 'BB-'. This is in line with ChelPipe's Issuer Default Rating of
'BB-'.

The notes are issued by Ireland-based Chelpipe Finance Designated
Activity Company on a limited recourse basis for the sole purpose
of funding a loan to ChelPipe. The LPNs constitute direct,
unconditional senior unsecured obligations of ChelPipe and rank
equally with all other present and future unsecured and
unsubordinated obligations. The LPNs have a five-year term, a
bullet repayment and a fixed coupon of 4.5%. ChelPipe is using all
of the net LPN proceeds to repay or prepay some of the group's
outstanding debt, which totalled RUB90 billion at end-1H19.

KEY RATING DRIVERS

LPNs Guarantee: The notes benefit from an irrevocable and
unconditional guarantee from Joint Stock Company Pervouralsk Pipe
Plant (PNTZ), ChelPipe's largest EBITDA-generating subsidiary, thus
ranking equally with the existing bank debt at ChelPipe and PNTZ
levels, and structurally senior to ChelPipe's RUB25 billion rouble
bonds. Prior-ranking debt, represented by RUB3 billion of
borrowings at operating subsidiaries excluding PNTZ, is deemed
immaterial and not affecting the LPNs' recovery prospects.

FX Exposure to Remain Manageable: Over 60% of ChelPipe's revenues
are directly or indirectly exposed to hard currencies against
20%-25% of costs in hard currencies. The group intends to keep
hard-currency debt, including the LPNs, within one-third of total
borrowings. This should not compromise ChelPipe's overall exposure
as part of its foreign-currency debt would be structurally hedged
by its foreign-currency revenue and cost structure.

Balanced Portfolio Supports Resilience: ChelPipe's steel pipes,
representing 80%-85% of total revenues, reflect a balanced mix of
large diameter pipes (LDP, typically 35%-40% of pipe shipments),
oil country tubular goods (OCTG, 20%-25%) and other seamless pipes
(35%-40%). In 2018, this portfolio mix helped mitigate a
combination of rising production costs per ton and broadly flat LDP
pricing, as double-digit growth in non-LDP realised prices helped
lift EBITDA to RUB28 billion in 2018 from RUB23 billion in 2017.
Some RUB4 billion in cost savings realised in 2018 were another
major factor supporting EBITDA.

Oil and Gas Exposure: ChelPipe's has a high exposure to the Russian
oil and gas sector, mostly through LDP, OCTG and oilfield services,
both in terms of pipe shipments (historically above 60%) and
revenues (above 50%). However, the trends have diverged since 2017
as an oversupplied LDP market precluded ChelPipe from passing
through rising production costs entirely onto customers while the
contribution of non-LDP increased owing to rising prices and
margins. The OCTG market outlook is supported by its expectations
of broadly flat oil and gas production in Russia, the stability
derived from the need for drilling to replace depleting oil and gas
deposits, and a gradually increasing share of horizontal drilling
in the industry.

LDP Structural Oversupply: The launch of a 500 thousand tonnes (kt)
Zagorsky pipe plant intensified the structural LDP overcapacity in
Russia, where 5.7mt capacity was set against domestic and export
shipments of 2.6mt, suggesting capacity utilisation rates of less
than 50% in 2018 (against ChelPipe's 65%-70%). Overcapacity has
translated into shrinking margins to single-digit levels since
2017. The impact of further price and margin pressure in the LDP
market on Chelpipe is limited by the group's flexibility not to
enter LDP supply contracts if their pricing implies neutral or
negative margins.

LDP Demand Likely Subdued: The LDP market's upside is limited as
demand is unlikely to boost sector-wide capacity utilisations to
above 50% in the medium-term. Demand is sensitive to Gazprom's
megaprojects, and expected to dip in 2020 after peaking in 2019, as
Nord Stream-2 and Power of Siberia are near completion and further
megaprojects are unlikely to support the market before 2021. Demand
volatility is only partly mitigated by LDP replacement needs for
the existing Russian pipeline system, one of the largest globally.
Fitch conservatively expects ChelPipe's LDP shipments to peak at
above 850kt in 2019 and rebase at around 700kt over the 2020-2022.

Industrial Seamless Pipes Peak: ChelPipe's exposure to non-oil and
gas seamless pipes is strong with market shares of at least 40% in
machinery, energy, chemicals and general use pipes. ChelPipe's
supplies to these segments were healthy and exceeded 700kt
throughout 2017-2019, supported by intensified expansionary capex
by a number of chemical companies. Fitch has a cautious view on
post-2019 supplies and expect other seamless pipes shipments to
moderate to 650kt-700kt.

FCF Margin Closer to Neutral: Fitch expects ChelPipe's EBITDA to
peak at RUB30 billion on record-high 2.1mt pipe shipments in 2019
before drifting towards RUB27 billion-RUB28 billion thereafter.
Simultaneously, Fitch assumes that ChelPipe will increase capex
towards 6%-8% of revenues from 2020 in pursuit of a higher market
share in premium pipe solutions. Coupled with RUB4 billion-RUB5
billion dividends assumed under its base case, this will lead to
marginally positive free cash flow (FCF) generation with funds from
operations (FFO) adjusted gross leverage declining to 3.4x in 2019
and to 3.2x over 2020-2022 (2018: 3.7x).

Established Regional Pipe Producer: ChelPipe's two Urals-based
steel pipe plants retain the overall top-three market position with
roughly a 20%-25% share each in LDP and OCTG, mainly used in the
oil and gas industry. ChelPipe's market share in the non-oil and
gas pipe sectors, eg machinery, energy and petrochemical seamless
steel pipes, is stronger and is assessed by the company at over
40%. ChelPipe's competitive advantage is its relative proximity to
Siberian and Far Eastern oil and gas fields and more than 75%
integration into scrap-fed billet production. However, ChelPipe is
lagging its competitors in the premium pipe connections segment.

Longer-Term Pipe Demand Risks: The Russian oil and gas pipeline
system is the second-largest globally, but its high maintenance
requirements will only partly mitigate volatility from Gazprom's
expansionary projects. Longer-term risks stem from rising liquefied
natural gas trade, increasing renewables contribution and
decelerating global energy consumption per capita but are deemed
remote before they start to pressure Russian pipe producers with
some exposure to Asia. Fundamental limitations also include Russian
pipe players' significant exposure to the oil and gas industry in a
single region.

DERIVATION SUMMARY

ChelPipe's IDR reflects a 'BB' operational profile with a high
share of value-added products (steel pipes), a solid top-three
domestic position across oil & gas and industrial seamless pipes,
partial backward integration into scrap and billets, and an
established long-term customer base. ChelPipe's constraints
incorporate a weak presence outside Russia, high exposure to the
domestic oil and gas sector (typical for steel pipe players but not
for steel players), and lack of exposure to margin-boosting premium
pipe solutions.

ChelPipe lacks the scale, cost leadership and sales diversification
of its Russian peers PAO Severstal (BBB/Stable), PJSC Novolipetsk
Steel (NLMK, BBB/Stable) and OJSC Magnitogorsk Iron & Steel Works
(BBB/Stable) but ranks above them in terms of value-added products
(pipes). ChelPipe's partial vertical integration into billets and
scrap compares well with MMK's but not with more integrated NLMK's
and Severstal's. ChelPipe's higher exposure to the Russian oil and
gas sector and higher leverage are factors differentiating their
ratings.

Operating environment does not impact ChelPipe's IDR.

KEY ASSUMPTIONS

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

  - LDP shipments to peak at above 850kt in 2019, and averaging
    at around 700kt in 2020-2022

  - Non-LDP shipments to remain broadly flat, fluctuating
    around 1,150kt-1,200kt in 2019-2022

  - EBITDA margin to remain around 16%-17%, translating
    into RUB27 billion-RUB30 billion EBITDA until 2022

  - Capex/sales conservatively assumed to exceed 7% in
    2021-2022, up from 5%-6% in 2019-2020 (2018: 3.1%)

  - Dividend payments at or below RUB5 billion over 2019-2022,
    reflecting a 50% net profit payout ratio

  - FCF margin modestly positive, averaging at below 1% in
    2019-2022

RATING SENSITIVITIES

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

  - FFO adjusted leverage consistently at or below 3.0x on
    a gross basis (2018: 3.7x) or 2.5x on a net basis

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

  - EBITDAR margin sustained materially below 16% (2018: 16%)

  - FFO adjusted leverage sustained above 4.0x on a gross
    basis or 3.5x on a net basis

  - Tightening liquidity and/or FFO fixed charge coverage
    falling below 2x (2018: 2.7x) for a sustained period

LIQUIDITY AND DEBT STRUCTURE

Manageable Liquidity: The LPNs are expected to further smooth and
extend ChelpPipe's existing debt maturity profile. Its cash
balances of RUB16 billion fell below short-term debt of RUB29
billion at end-1H19. It should be noted that RUB9 billion of
short-term debt was obligations reclassified as short-term debt to
reflect ChelPipe's irrevocable call option to prepay this debt.
Moreover, liquidity is supported by RUB19 billion in undrawn
committed credit lines and neutral-to-positive FCF generation
forecast in the next 12 months.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - A multiple of 6x applied to the 2018 operating lease expense of
USD31 million as the company operates in Russia.




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

ABANCA CORPORACION: Moody's Raises LT Deposit Ratings to Ba1
------------------------------------------------------------
Moody's Investors Service upgraded ABANCA Corporacion Bancaria,
S.A.'s long-term deposit ratings to Ba1 from Ba2. The outlook on
the long-term deposit ratings remains positive. The rating agency
has also upgraded the bank's (1) Baseline Credit Assessment and
Adjusted BCA to ba1 from ba2; (2) subordinated debt rating to Ba2
from Ba3; (3) Counterparty Risk Assessments to Baa1(cr)/Prime-2(cr)
from Baa3(cr)/Prime-3(cr); and (4) Counterparty Risk Ratings (CRR)
to Baa2/Prime-2 from Ba1/Not Prime. Abanca's short-term deposit
ratings have been affirmed at Not Prime.

The upgrade of the long-term deposit ratings was prompted by
Moody's assessment of Abanca's further materially strengthened
financial profile primarily from the bank's improving asset risk, a
trend that Moody's expects to continue supported by Spain's
positive economic performance. The positive outlook on the
long-term deposit ratings reflects anticipated changes in Abanca's
balance sheet structure, whereby deposits could benefit from a
higher protection against losses according to Moody's Advanced Loss
Given Failure analysis.

RATINGS RATIONALE

  -- RATIONALE FOR UPGRADING THE BCA

The upgrade of Abanca's BCA to ba1 from ba2 reflects the bank's
improved credit profile, primarily in terms of asset risk. Since
year-end 2013, Abanca has materially reduced the volume of
non-performing loans, with an accumulated decline of 80% (around
EUR4 billion) as of the end of June 2019. Although asset risk
improvement was more significant at the onset of the recovery
period, since year-end 2017 the bank has still been able to reduce
the NPL ratio to 3.2% (as of end-June 2019) from 5.1%. In upgrading
Abanca's BCA to ba1, Moody's has incorporated its expectation of a
further improvement in the bank's asset risk, on the back of
Spain's positive economic performance (the rating agency expects
GDP to grow by 2.2% in 2019).

Although asset risk improvement has been less material in terms of
repossessed real estate assets, the bank's broader non-performing
asset (NPA, which combines NPLs and real estate assets) ratio still
reduced to 6.4% from 9.2% over the period. Moreover, a large share
of the bank's real estate assets (around 35% of the total stock)
are under rental agreements, which are not subject to provisioning
requirements and provide a stable source of revenue to the bank.

Moody's asset risk assessment incorporates the recent integration
of the retail unit of Deutsche Bank (Portugal) S.A. (DB Portugal)
and that of Banco Caixa Geral, S.A. (BCG), expected to be closed in
4Q 2019. In Moody's view, the acquisitions will have a limited
impact on Abanca's asset risk given the relatively small size of
the units acquired, which moreover show NPL ratios which are close
to that of Abanca (3.3% for DB Portugal as of June 2019 and 3.1%
for BCG as of end-2018, latest data point available). Positively,
both DB Portugal and BCG show a negligible exposure to real estate
assets.

The upgrade of Abanca's BCA also reflects the bank's improved
profitability, with recurrent earnings (defined as a combination of
net interest income and fee and commission income) growing since
2017 after a material drop in the precedent years. Despite the
improvement, Abanca's profitability remains modest, with
bottom-line earnings largely supported by non-recurrent capital
gains and a very low cost of credit. Abanca's BCA of ba1 is also
supported by the bank's improved liquidity profile, with a large
retail deposit base covering an increasing share of the bank's
funding needs (78% as of end-June 2019). Moody's expects the bank
to continue funding its business primarily through customer
deposits and, despite the issuance of Minimum Requirement for own
funds and Eligible Liabilities (MREL)-eligible securities, to
maintain a low reliance on market funding.

Despite the mentioned improvements, Abanca shows a weak capital
position, which is a key rating constraint. Moody's key capital
metric Tangible Common Equity stood at a low 8.7% of risk-weighted
assets as of end-June 2019. The bank has a large exposure to
deferred tax assets (which represented 76% of the common equity
tier 1 capital as of end-June 2019) that Moody's considers a
low-quality form of asset and which weighs on the bank's capital
assessment. From a regulatory perspective, Abanca shows a more
comfortable capital position, with a Common Equity Tier 1 ratio of
14.7% as of end-June 2019. Moody's capital assessment incorporates
the upcoming integration of BCG, which will reduce the TCE ratio by
between 60 and 70 basis points.

Although Abanca's concentrated ownership structure entail key-man
risk, Moody's does not apply any corporate behaviour adjustment to
the bank. In the rating agency's view, the risk is largely
mitigated by the composition of the board with a majority of
independent directors and Spain's developed institutional
framework, further supported by the track record of recovery of the
bank's financial fundamentals over the past years.

  -- RATIONALE FOR UPGRADING THE DEPOSIT RATINGS WITH A POSITIVE
OUTLOOK

The upgrade of Abanca's long-term deposit ratings to Ba1 from Ba2
reflects: (1) The upgrade of the bank's BCA and adjusted BCA to ba1
from ba2; (2) the outcome of Moody's Advanced Loss-Given Failure
(LGF) analysis which results in unchanged no uplift; and (3)
Moody's assessment of low probability of government support for
Abanca, which results in no rating uplift.

The positive outlook on the long-term deposit ratings reflects
changes in Abanca's balance sheet structure, whereby deposits could
benefit from a higher protection against losses. A lower level of
loss given failure faced by deposits could arise from a further
increase in the volume of non-preferred deposits (which qualify as
bail-in-able under the EU Bank Recovery and Resolution Directive),
after they have materially increased in recent years, as well as
from the further issuance of bail-in-able debt in order to meet the
gap between its liability structure and MREL requirement, which the
bank, based on June 2019 data, estimated at around EUR1.1 billion.
Under Moody's Advanced LGF analysis, any issuance of senior or
subordinated debt, or an increase in the volume of non-preferred
deposits, would reduce the level of loss given failure faced by
deposits, eventually translating into a higher LGF uplift for
Abanca's deposit ratings.

WHAT COULD CHANGE THE RATING - UP

Abanca's BCA could be upgraded primarily as a consequence of (1) a
further reduction in the stock of problematic assets, which
translates into a further material decline in the NPA ratio; (2) a
sustained improvement in recurrent profitability; and/or (3)
stronger capital and leverage ratios.

As the bank's deposit ratings are linked to the BCA, a positive
change in the bank's BCA would be likely to benefit the deposit
ratings. The deposit ratings could also be upgraded upon changes to
the bank's current liability structure, indicating a lower loss
given failure to be faced by deposits.

WHAT COULD CHANGE THE RATING - DOWN

Abanca's ratings could be downgraded as a result of (1) a reversal
in the current asset-risk trends, translating into an increase in
the volume of NPAs, or (2) a weakening in the bank's
risk-absorption capacity as a result of subdued profitability
levels or weaker capital ratios.

Abanca's deposit ratings could also be affected by changes in the
liability structure that indicate a higher loss given failure to be
faced by deposits.

LIST OF AFFECTED RATINGS

Issuer: ABANCA Corporacion Bancaria, S.A.

Upgrades:

Long-term Counterparty Risk Rating, upgraded to Baa2 from Ba1

Short-term Counterparty Risk Rating, upgraded to P-2 from NP

Long-term Bank Deposits, upgraded to Ba1 from Ba2, outlook remains
Positive

Long-term Counterparty Risk Assessment, upgraded to Baa1(cr) from
Baa3(cr)

Short-term Counterparty Risk Assessment, upgraded to P-2(cr) from
P-3(cr)

Baseline Credit Assessment, upgraded to ba1 from ba2

Adjusted Baseline Credit Assessment, upgraded to ba1 from ba2

Subordinate Regular Bond/Debenture, upgraded to Ba2 from Ba3

Affirmations:

Short-term Bank Deposits, affirmed NP

Outlook Action:

Outlook remains Positive

PRINCIPAL METHODOLOGY

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


CATALONIA: DBRS Confirms BB(high) Long Term Issuer Rating
---------------------------------------------------------
DBRS Ratings GmbH confirmed the Long-Term Issuer Rating of the
Autonomous Community of Catalonia at BB (high) and its Short-Term
Issuer Rating at R-4. The trend on all ratings remains Positive.

KEY RATING CONSIDERATIONS

The Positive trend on Catalonia's BB (high) ratings reflects (1)
the continued improvement in the region's finances in 2018 and the
expectation of further fiscal consolidation in 2019 (independent of
one-offs related to the regional financing system); (2) the
positive track record on the economic and financial management
fronts in spite of political tensions in the region and; (3) a
political agenda pursued by the current regional government
perceived as less confrontational towards the national government.

In addition, the trend change to Positive from Stable of the
Kingdom of Spain's Long-Term Foreign and Local Currency – Issuer
Rating of A on September 20, 2019 reinforces, in DBRS's view, the
Positive trend on Catalonia's ratings. This reflects the economic
and financial linkages between both government tiers. The trend
change at the sovereign level was prompted by DBRS's view that
risks to Spain's ratings are now skewed to the upside and that the
conditions that supported the country's solid economic growth and
steady improvements in public finances in recent years should
continue going forward.

Catalonia's ratings remain underpinned by (1) the region's positive
economic indicators and the slow but continued improvement in its
fiscal performance; and (2) the financing support provided by the
Kingdom of Spain to the regional government. While DBRS continues
to view the political situation in the region as a source of
uncertainty, the rating agency considers that the impact of the
political tensions between Catalonia and the national government on
the regional economy or more generally on its fiscal and financial
management have remained limited.

Catalonia's Long-Term Issuer Rating currently remains at the BB
(high) level given the region's high debt metrics and a still
challenging political environment. Although DBRS expects the
region's debt reduction to be a slow and lengthy process and the
political noise over independence to remain over the long-term, it
considers that the region's intrinsic performance has improved in
the last two years and that key milestones are reachable for the
region to strengthen its creditworthiness further in the next 12
months.

RATING DRIVERS

The ratings could be upgraded if: (1) the relationship between the
region and the national government remains relatively stable with
debt and fiscal management staying insulated from any potential
rise in political tensions; (2) the region continues its fiscal
consolidation towards a balanced budget position and improves its
debt sustainability metrics further; or (3) the Kingdom of
Spain’s rating is upgraded.

By contrast, a return to a Stable trend could stem from: (1) a
material escalation of the political tensions between the region
and the national government that would substantially worsen the
relationship between both government tiers. Specifically, and
although unlikely given the existing track record, indications that
the financing support received by the region may be reduced would
have negative credit implications; or (2) there is a deterioration
in Catalonia's underlying fiscal position and a reversal in its
decreasing debt-to-operating revenues ratio.

RATING RATIONALE

The Political Environment Remains a Key Rating Consideration

Despite the Positive trend, the political environment continues to
weigh on Catalonia's ratings. The pro-independence regional
government has somewhat softened its independence rhetoric - in
part supported by the government change at the national level in
June 2018 — but political uncertainty remains. Following the
national elections in April, center-left PSOE (Partido Socialista
Obrero Español) failed to garner enough support in Congress to
form a government, and therefore, Spain is now heading to new
elections on November 10, 2019. The national election results and
the outcome of the trial of former Catalan politicians ("the
trial") expected before year-end will be critical to assess how the
political situation evolves.

Given upcoming political milestones, DBRS does not exclude the
possibility of an escalation of the conflict in the months ahead.
Nevertheless, any impact on Catalonia's overall economic, fiscal
and debt performance should remain limited. This assessment is
supported by the sound regional track record since the peak of the
political conflict in October 2017. DBRS highlights that overall,
the economic momentum in Catalonia remained strong throughout
2018.

In addition, the liquidity and financing support provided by the
national government to the region remained unaffected. The
application of the Article 155 of the Spanish Constitution (through
which the national government placed the region and its finances
under its administration and management), although it heightened
political tensions, did not derail the region's fiscal trajectory
in 2018. Nevertheless, going forward, any material worsening of the
relationship between the national and regional governments could
prompt DBRS to revise its assessment of the region's political
risk; a key consideration for the region's ratings.

Fiscal Consolidation Continues, Supported by Strong Economic
Growth

On the fiscal side and in line with DBRS's expectations,
Catalonia's fiscal performance continued to improve in 2018. Its
deficit for the year stood at -0.44% of the region's gross domestic
product (GDP), just above the target of -0.40% set by the national
government, but substantially better than the -2.84% deficit
recorded in 2015. Catalonia's fiscal consolidation since 2015 was
largely driven by the positive real GDP growth reported on average
over the last four years in the region (3.3%) and the rest of Spain
(3.1%). Marked GDP growth led to a pick-up in tax revenues —
regional taxes and the region's share of national taxes — which,
coupled with continued control over regional expenditure, led to a
rapid reduction in the headline deficit figures.

In 2019, DBRS expects that economic growth in the region albeit
slowly decelerating to around 2.2%, will remain supportive.
Nevertheless, Catalonia's fiscal target of a near balanced budget
position appears to be at risk. Reaching the deficit target of
-0.1% of GDP will require, in DBRS's view, the resolution of the
current political stalemate at the national government's level.
Catalonia, together with other autonomous communities, have so far
not received the additional transfers from the regional financing
system (revised 2019 entregas a cuenta), corresponding to
approximately EUR 0.87 billion for the region (close to 0.4% of
regional GDP).

This situation reflects the absence of a fully functioning national
government and the recent call for new Parliamentary elections on
10 November 2019. DBRS however considers that any negative
deviation from the -0.1% deficit target would remain primarily
driven by the one-off revenue shortfall. It is therefore unlikely
to challenge the fiscal consolidation recorded by the region in
recent years.

The National Government's Financing is Critical to the Region's
Creditworthiness

The debt financing provided by the national government to its
regions, the favorable conditions attached to it and DBRS's
expectation that this support will continue going forward are
critical for Catalonia's rating. The region's large financing and
refinancing needs have significantly benefited from the national
government's support since 2012.

DBRS also views positively the shift in the region's financing
source in 2019 from the Fondo de Liquidez Autonomico (FLA, a
financing from the national government aimed at regions not
complying with deficit and debt targets, based upon strong
conditionality), to the Facilidad Financiera (which provides cheap
financing to regions meeting targets without conditionality), as it
underpinned the strengthening of the region's fiscal performance in
recent years.

While Catalonia's debt is very high at EUR 82.0 billion at the end
of 2018, or 291% of its operating revenues, DBRS gains comfort on
its sustainability, given the national government's support, which
represents more than 70% of the regional debt stock, and the very
low funding costs from which the region currently benefits. DBRS
also highlights that the regional debt-to-revenue ratio decreased
in 2018 for the third consecutive year — from 334% in 2015 —
supported by lower financing needs and dynamic operating revenues.
In its baseline scenario, DBRS continues to anticipate that this
positive trend would continue in 2019 and 2020; isolated from
possible one-offs related to the regional financing system.

RATING COMMITTEE SUMMARY

The DBRS European Sub-Sovereign Scorecard generates a result in the
BBB (high) – BBB (low) range. Additional consideration factored
into the Rating Committee decision included the uncertainty related
to the political environment in the region and its potential impact
on the region's relationship with the national government as well
as the region's medium-to-long-term economic prospects.

The main points discussed during the Rating Committee include: the
relationship between the national government and the Autonomous
Community of Catalonia and the political situation in the region
and in the country. In addition, the region's debt trajectory,
fiscal consolidation and economic growth were discussed.

The national scorecard indicators were used for the sovereign
rating. The Kingdom of Spain's rating was an input to the credit
analysis of the Autonomous Community of Catalonia.

Notes: All figures are in Euros (EUR) unless otherwise noted.


DEOLEO SA: S&P Cuts Rating on First Lien Notes to 'CC'
------------------------------------------------------
S&P Global Ratings lowered its ratings on Deoleo, S.A., its
revolving credit facility (RCF), and the first-lien notes to 'CC'
from 'CCC-'. S&P's 'CC' rating on the second-lien term loan and its
recovery ratings on all rated debt are unchanged.

The downgrade follows Deoleo's announcement on Sept. 26, 2019, that
it has reached an agreement with creditors representing 79.82% of
its total debt to refinance its capital structure. S&P understands
that, under the agreement, the syndicated debt currently totalling
EUR575 million (a EUR460 million term loan, EUR60 million in RCF
drawings, and EUR55 million second-lien bank facility) will be
reduced by about EUR330 million.

This will be possible through a debt-to-equity swap of up to EUR283
million in exchange for 49% of the share capital, and a capital
increase of up to EUR50 million. Thus EUR242 million of debt will
remain as part of the new capital structure, with significantly
extended maturities.

Based on available information, S&P considers the agreed
transaction to be distressed because creditors will receive less
value than originally promised. Under its criteria, it is
tantamount to a default.

S&P said, "We understand the agreement still needs to be
implemented, but believe there is a high likelihood of the process
going through. We believe the recapitalization will enable the
group to focus on necessary investments to turnaround the
business."


LECTA SA: S&P Cuts Issuer Credit Rating to 'CC', On Watch Negative
------------------------------------------------------------------
S&P Global Ratings lowered the issuer credit rating and issue
ratings on Lecta S.A. to 'CC' from 'CCC-'. The recovery rating
remains unchanged. The short-term rating remains 'C'.

The downgrade reflects Lecta's intention to restructure its debt
through a combination of new instruments and a debt-for equity
swap.

Lecta's in-principle agreement with its noteholders would allow a
restructuring of its existing capital structure, ultimately
resulting in:

-- A write-down of its existing senior secured notes to EUR200-220
million from EUR600 million, with an extended maturity to 2025 from
2022-2023;

-- Reduced cash-interest burden to about EUR13 million per year
from EUR39 million;

-- Improved liquidity through refinancing or extending its
existing RCF and/or new money injection; and

-- A consensual change of ownership from CVC to the existing
noteholders.

In conjunction with the new common equity, existing noteholders
will also receive EUR80 million-EUR100 million in new junior notes
with undisclosed terms, outside of the new restricted group.

S&P said, "We view this transaction as a distressed exchange
because, by revising terms, investors will receive materially less
than promised on the original securities. In addition, in light of
the company's weak performance over the past year and its depleted
liquidity, we consider this offer distressed rather than
opportunistic.

"The CreditWatch negative reflects the likelihood that we will
lower our rating on Lecta to 'SD' (selective default) once it
implements the proposed restructuring. At the same time, we would
also lower the issue-level ratings on Lecta's existing notes to 'D'
(default)."


RURAL HIPOTECARIO VIII: Fitch Affirms CCsf Rating on Class E Debt
-----------------------------------------------------------------
Fitch Ratings downgraded seven tranches of two Rural Hipotecario
transactions and upgraded one and affirmed 17 other tranches of six
Rural RMBS transactions. The Outlooks are Stable.

Rural Hipotecario VIII, FTA

                          Current Rating       Prior Rating

  Class A2a ES0366367011; LT AAsf   Downgrade  previously at AAAsf


  Class A2b ES0366367029; LT AAsf   Downgrade  previously at AAAsf


  Class B ES0366367037;   LT Asf    Downgrade  previously at A+sf

  Class C ES0366367045;   LT A-sf   Downgrade  previously at A+sf

  Class D ES0366367052;   LT BBB+sf Downgrade  previously at Asf

  Class E ES0366367060;   LT CCsf   Affirmed   previously at CCsf

Rural Hipotecario Global I, FTA
   
  Class A ES0374273003;   LT AA+sf  Affirmed  previously at AA+sf

  Class B ES0374273011;   LT A+sf   Affirmed  previously at A+sf

  Class C ES0374273029;   LT Asf    Affirmed  previously at Asf

  Class D ES0374273037;   LT BBB+sf Affirmed  previously at BBB+sf


  Class E ES0374273045;   LT CCCsf  Affirmed  previously at CCCsf

Rural Hipotecario VII, FTA
   
  Class A1 ES0366366005;  LT AAAsf  Affirmed  previously at AAAsf

  Class B ES0366366021;   LT AA-sf  Affirmed  previously at AA-sf

  Class C ES0366366039;   LT A+sf   Affirmed  previously at A+sf

Rural Hipotecario IX, FTA
   
  Class A2 ES0374274019;  LT A+sf   Affirmed  previously at A+sf

  Class A3 ES0374274027;  LT A+sf   Affirmed  previously at A+sf

  Class B ES0374274035;   LT A+sf   Affirmed  previously at A+sf

  Class C ES0374274043;   LT BBB+sf Downgrade previously at A+sf

  Class D ES0374274050;   LT BB+sf  Downgrade previously at BBBsf

  Class E ES0374274068;   LT CCsf   Affirmed  previously at CCsf

Rural Hipotecario VI, FTA
   
  Class A ES0374306001;   LT AAAsf Affirmed  previously at AAAsf

  Class B ES0374306019;   LT AA+sf Upgrade   previously at AAsf

  Class C ES0374306027;   LT A+sf Affirmed   previously at A+sf

Rural Hipotecario X, FTA
   
  Class A ES0374275008;   LT A+sf Affirmed   previously at A+sf

  Class B ES0374275016;   LT A+sf Affirmed   previously at A+sf

TRANSACTION SUMMARY

The transactions comprise residential mortgages originated and
serviced by multiple rural savings banks in Spain with a back-up
servicer arrangement with Banco Cooperativo Espanol, S.A.
(BBB/Stable/F2).

KEY RATING DRIVERS

Credit Enhancement and Excess Spread Reduction

The downgrades of Rural VIII and Rural IX tranches reflect the
credit enhancement (CE) reductions anticipated driven by the
pro-rata paydown mechanism that activate a reverse sequential
amortisation of the notes, and further reserve fund amortisations.
The downgrades also reflect the smaller amounts of excess spread
available within the transactions anticipated for the coming years,
as the portfolio margins remain low but the cost of the liabilities
is increasing.

For all the transactions, the prevailing pro-rata amortisation of
the notes will switch to sequential when the outstanding portfolio
balance represents less than 10% of their original amount
(currently between 10.4% and 30.8%) or sooner if certain
performance triggers are breached. For Rural Global I, Rural
VI-VII, and X, current and projected levels of CE of the notes are
sufficient to mitigate the credit and cash flow stresses under
their rating scenario, as reflected by the upgrade and
affirmations.

Counterparty Arrangements Cap Ratings

Rural X notes' ratings are capped at 'A+sf' due to the account bank
minimum eligibility rating thresholds of 'BBB+' and 'F2', which are
not compatible with 'AA' or 'AAA' rating categories as per Fitch's
Counterparty Criteria. Rural IX's notes are capped at 'A+' as Fitch
views this transaction exposed to payment interruption risk in the
event of a servicer disruption considering the available liquidity
remains insufficient to cover stressed senior fees, net swap
payments and stressed senior note interests during a servicer
replacement period.

Rural VI's and Rural VII's class C and Rural X's class B ratings
are capped at the SPV account bank provider deposit rating of 'A+'
(Societe Generale S.A.) as the transactions cash reserves held at
this entity represent the only source of credit enhancement for
these classes of notes. The rating cap reflects the excessive
counterparty dependence on the SPV account bank holding the cash
reserves, in accordance with Fitch's Structure Finance and Covered
Bonds Counterparty Rating Criteria.

Sound Asset Performance

The rating actions reflect Fitch's expectation of stable credit
trends given the significant seasoning of the securitised
portfolios of 11-15 years, the prevailing low-interest-rate
environment and the Spanish macroeconomic outlook. The transactions
have a three-month plus arrears (excluding defaults) as a
percentage of current pool balance of less than 1.0% as of the
latest reporting date and cumulative gross defaults that range
between 0.9% for Rural VI and 5.3% for Rural IX relative to
portfolio initial balances.

The transactions are exposed to substantial geographic
concentration risk. For example, Rural Global I and Rural X have
about 53% and 37%, respectively, of their portfolio balance linked
to properties in the region of Valencia. Fitch has applied a higher
set of rating multiples to the base foreclosure frequency
assumption to the portion of the portfolio that exceeds 2.5x the
population within this region.

RATING SENSITIVITIES

A worsening of the Spanish macroeconomic environment, especially
employment conditions, or an abrupt shift of interest rates could
jeopardise the underlying borrowers' affordability. This could have
negative rating implications, especially for junior tranches that
are less protected by structural CE. Rural VI's and Rural VII's
class C and Rural X's class B ratings are capped at the
special-purpose vehicle (SPV) account bank provider deposit rating.
A change to the account bank rating could trigger a corresponding
change to these notes' ratings.




=============
U K R A I N E
=============

KERNEL HOLDING: Fitch Upgrades LT IDRs to BB-, Outlook Stable
-------------------------------------------------------------
Fitch Ratings upgraded Ukrainian commodity processor Kernel Holding
S.A.'s Long-Term Foreign- and Local-Currency Long-Term Issuer
Default Ratings to 'BB-' from 'B+'. The Outlook is Stable.

The upgrade of the LC IDR reflects its expectations that a high and
growing share of export profits (FY19: 95% of EBITDA), combined
with improving macroeconomic stability in Ukraine, will result in
reduced pressure on Kernel's credit profile from the Ukrainian
operating environment where the group's assets and operations are
located. The rating benefits from Kernel's heavy-assets business
structure with vertical integration into commodities sourcing and
logistic infrastructure, resulting in stronger profitability
compared with international peers. This is balanced by
concentration of commodities sourcing in one region and moderate
scale. Kernel's Foreign-Currency (FC) IDR continues to benefit from
two notches uplift from the Ukrainian Country Ceiling of 'B' thanks
to strong hard-currency debt service ratios.

Fitch has also assigned Kernel's planned USD300 million to USD350
million Eurobond with five to seven years maturity a 'BB-(EXP)'
senior unsecured rating. The assignment of a final rating is
subject to receipt of executed documentation conforming to drafts
reviewed by Fitch.

KEY RATING DRIVERS

Global Commodity Seller: Kernel's LC IDR is above Ukraine's LC IDR
of 'B', reflecting Fitch's view that the group's increasing
commodities export operations to global markets, also facilitated
by the Avere trading unit, justify a higher assessment of the
overall operating environment applied to Kernel's credit profile
compared with that of Ukraine, where the majority of the company's
assets is located. Kernel's overall operating environment score
also benefits from its access to diversified funding sources, not
limited to Ukraine's banking system, with the majority of credit
facilities represented by a Eurobond, pre-export finance facilities
provided by international banks and loans provided by multilateral
lending institutions, confirming its good access to external
liquidity.

Rating Sustainability Above Country Ceiling: Kernel's FC IDR is two
notches above Ukraine's Country Ceiling of 'B' and the same level
as the company's LC IDR. The uplift is justified by its expectation
that the group will maintain substantial offshore cash balances and
a comfortable schedule of repayments for its foreign currency debt,
resulting in a hard-currency debt service ratio sustainably above
1.5x over FY20-FY21 with sufficient headroom (FYE19: 1.7x).

Improving Diversification: Kernel is reducing its reliance on a
single commodity, sunflower oil, with growing grain trading
operations (primarily corn, wheat and barley) with the oilseed
processing segment contributing only 29% of the group EBITDA in
FY19 (based on preliminary reported figures; before unallocated
costs). In addition, Kernel continues to invest in infrastructure
by increasing handling, storing and transportation capacity, which
should not only support the resilience of its margins but also
generate additional EBITDA. The acquisition of a railcars business,
RTK-Ukraine, in 2019, the construction of a new grain export
terminal in the Black Sea, the as well as the construction of a new
biomass co-generation power plant should contribute to greater
diversification and resilience of the group's profits.

Concentrated Commodities Sourcing: Kernel remains largely reliant
on Ukraine for sourcing commodities it sells into the global
markets. This exposes it to risks of a contraction in the Ukrainian
harvest. However, Fitch notes that despite a weakening in farmers'
access to external financing over the past few years, the company's
volumes sourced have not suffered. Even if the harvest declines,
Fitch believes Kernel would be able to manage the risks due to its
leading market position, ownership of port and other infrastructure
assets, and its better access to external liquidity than many of
its Ukrainian competitors.

Asset-Heavy Business Model: Kernel has a stronger funds from
operations (FFO) margin (FY19, based on preliminary reported
figures: 7.4%) than global agricultural commodity processors and
traders. This is due to its asset-heavy business model with
substantial processing operations (relative to trading) and
infrastructure assets, and integration into farming. Kernel's asset
structure and integration within operating segments allow the group
to retain leading market positions in sunflower oil and grain
exports, and are positive for its credit profile. Fitch expects
Kernel to strengthen its competitive advantage in Ukraine once it
completes its 2017-2021 investment plan. These initiatives will
enhance Kernel's integrated business model and enable the group to
better compete with major foreign traders that also operate in the
country.

Challenging Sunflower Oil Market: Since FY15 Kernel has suffered
from an excess of crushing capacity in Ukraine over seeds supply,
which created a challenging environment to procure seeds, increased
costs and compressed margin for sunflower oil producers. Although
the gap between demand and supply of seeds is reducing thanks to
increasing harvests, Fitch expects this factor to pressure Kernel's
profitability in the near term. In FY19 Kernel's sunflower oil
margin improved to USD67 per tonne compared with USD49 in FY18, but
is still well below USD164 per tonne in FY14. In addition,
international sunflower oil prices are still close to historically
low levels and Fitch only assumes slight recovery over FY20-21 on
the back of growing global demand.

Expansionary Capex Pressure FCF: Fitch projects that the completion
of the ongoing expansion projects resulting in heightened capex of
around USD350 million expected in FY20 (FY19: USD192 million) will
lead to material negative free cash flow (FCF) of around USD200
million in the same year. FCF should then turn positive from FY21
as capex normalises and profits increase thanks to the new
facilities coming on stream. Fitch expects the investments
currently being carried out to start ramping up from FY20 and reach
full capacity by end FY21. These projects should support further
growth of Kernel's scale, which should also benefit its credit
profile in the medium term. Given Kernel's strong track record in
green field projects, Fitch assesses execution risks related to the
projects as limited.

New Bond Placement: The new USD300 million-USD350 million bond that
the company is planning to place in October 2019 is going to be
issued by Kernel Holding S.A. and guaranteed on a senior basis by
the group's major operating subsidiaries, which are responsible for
81% of the group's total assets and 98% of EBITDA. Based on the
draft prospectus, Fitch expects the new issue to include similar
covenants to the existing Eurobond. Consequently, Fitch has aligned
the expected rating with the senior unsecured rating on the senior
unsecured notes maturing in 2022. Fitch understands from management
that proceeds from the new issue will be used primarily for
refinancing of the existing debt and financing of working capital,
with the balance to be used for general corporate purposes.

Favourable Long-Term Trends: Through its leadership as integrated
agricultural commodity exporter from Ukraine, Kernel is well placed
to continue taking advantage of the country's fertile farmland,
favourable climate and geographical position as well as its low,
albeit increasing, labour costs. Ukrainian crops have scope for
demand growth globally, due to their non-GMO quality, the limited
ability of other regions (the Americas and the Middle East) to
increase these crops and the projected long-term growth of their
global consumption. Together with other local producers, Kernel is
investing to increase crop yields through precision agriculture and
leverage the country's availability of some of the most fertile
land in the world.

DERIVATION SUMMARY

Kernel's 'BB-' IDR is in line with the France-based sugar trader of
comparable scale, Tereos SCA (Tereos, BB-/Stable), and multiple
notches below global diversified traders, such as Cargill
Incorporated (A/Stable), Archer Daniels Midland Company (A/Stable)
and Bunge Limited (BBB-/Stable).

Compared with Tereos, Kernel has a stronger financial profile. This
is balanced by Kernel's dependence on a single sourcing region,
Ukraine, compared with Tereos's ability to source from two regions,
Europe and Brazil. Kernel's rating is also one notch above that of
Biosev S.A. (B+/Stable), which has higher leverage and Corporacion
Azucarera del Peru S.A. (B+ /Stable), which is smaller in scale and
has a weaker financial profile. Kernel is also rated higher than
Aragvi Holding International Limited (Trans-Oil; B/Stable),
Moldova's sunflower seed crusher, which has significantly smaller
scale and higher leverage metrics.

Kernel's rating is higher than Ukrainian poultry producer MHP
(B+/Stable), which although operating in a less volatile sector, is
more exposed to the domestic market.

KEY ASSUMPTIONS

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

  - Revenue decreasing to USD3.5 billion in FY20 (FY19: USD4
billion), on the back of lower grain trading activity, trending
towards USD4.1 billion by FY23

  - EBITDA trending towards 9.4% by FY22 from 8.6% in FY19

  - Capex of around USD350 million in FY20, including investments
on the new port terminal capacity, a oilseed processing plant in
western Ukraine and for the cogeneration heat and power plants.
Capex at around USD80 per year thereafter

  - Stable dividends at USD20 million a year

  - Maintenance of substantial offshore cash balances (80% of Fitch
readily available cash)

RATING SENSITIVITIES

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

For the LC IDR:

  - Improved scale and diversification, reflected in EBITDAR above
USD500 million and increasing EBITDA contribution from
commodities/services not related to sunflower oil in conjunction
with an improved operating environment.

  - RMI-adjusted FFO adjusted net leverage below 3.0x on a
sustained basis;

  - RMI-adjusted FFO fixed charge cover above 2.5x on a sustained
basis;

  - Neutral to positive FCF margin.

For the FC IDR:

  - Upgrade of the LC IDR in conjunction with:

  - Upgrade of the Ukrainian Country Ceiling and or the ability to
pierce the Country Ceiling by satisfying hard-currency debt service
ratio minimum conditions for a sustained period, as per Fitch's
methodology Rating Non-Financial Corporates Above the Country
Ceiling.

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

For the LC IDR:

  - Internal liquidity score below 0.8x due to operating
underperformance or shift in debt structure towards short-term debt
- inability to procure sufficient working capital facilities to
cover its operational activity

  - RMI-adjusted FFO adjusted net leverage above 4.0x on a
sustained basis

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

For the FC IDR:

  - Hard-currency debt service ratio below 1.5x over 18 months as
calculated in accordance with Fitch's methodology Rating
Non-Financial Corporates Above the Country Ceiling, for a sustained
period, removing the ability to pierce Ukraine's Country Ceiling by
two notches.

  - Downgrade of Ukraine's Country Ceiling to 'B-'

LIQUIDITY AND DEBT STRUCTURE

New Bond Improves Liquidity: Fitch expects the new USD300
million-USD350 million Eurobond to improve Kernel's liquidity score
above 1x from 0.9x as of June 30, 2019. This because Fitch expects
the company to use part of proceeds to repay a portion of USD185
million short-term borrowings.

In addition, Kernel has access to USD390 million of sunflower oil
pre-export credit facilities and the grain pre-export facility of
USD300 million. These are used through the seasonal cycle and Fitch
views them as sufficient to cover the projected scope of operations
over FY20.

For commodity processors and traders, Fitch assesses internal
liquidity using a liquidity score defined as follows: Unrestricted
cash and cash equivalents balances, plus third-parties account
receivables, plus RMI (discounted by 30% for Kernel), divided by
all current liabilities, including trade payables and financial
debt maturing over the next 12 months.




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

EUROSAIL 2006-2BL: S&P Affirms B-(sf) Rating on Class F1c Notes
---------------------------------------------------------------
S&P Global Ratings raised its credit ratings on Eurosail 2006-2BL
PLC's class D1a, D1c, and E1c notes. At the same time, S&P has
affirmed its ratings on the class A2c, B1a, B1b, C1a, C1c, and F1c
notes.

S&P said, "The rating actions follow the implementation of our
revised criteria for assessing pools of U.K. residential loans.
They also reflect our full analysis of the most recent transaction
information that we have received and the transaction's structural
features as of June 2019.

"Upon republishing our global RMBS criteria following the extension
of the criteria's scope to include the U.K., we placed our ratings
on all classes of notes from this transaction under criteria
observation Following our review of the transaction's performance
and the application of our republished global RMBS criteria, our
ratings on these notes are no longer under criteria observation."

The pool factor (the outstanding collateral balance as a proportion
of the original collateral balance) in this transaction is 19.7%.

The notes in this transaction are currently amortizing
sequentially, as they have breached the pro rata payment triggers
relating to arrears. S&P believes the transaction will continue to
pay principal sequentially, and it has incorporated this assumption
into its cash flow analysis. The sequential amortization, combined
with a nonamortizing reserve fund, has increased the transaction's
available credit enhancement since our previous review.

S&P said, "After applying our updated residential loans criteria,
the overall effect in our credit analysis results is an increase in
the weighted-average foreclosure frequency (WAFF) at all rating
levels due to the fact that arrears have increased since last
review. The arrears adjustment is higher following the
implementation of our revised criteria.

"Our weighted-average loss severity assumptions (WALS) have
decreased at all rating levels due to a reduction in the current
loan-to-value (LTV) ratio and the revised jumbo valuation
thresholds."

  WAFF And WALS Levels
  Rating level WAFF (%) WALS (%) Expected credit loss (%)
  AAA           37.18     31.25    11.62
  AA         32.41     23.84    7.73
  A          29.55    12.51    3.70
  BBB         26.25    7.18     1.89
  BB           22.72    4.74     1.08
  B            21.84    3.06     0.67

S&P said, "The lower expected credit losses, combined with
increased available credit enhancement allows the class A2c, B1a,
B1b, C1a, C1c, D1a, and D1c notes to pass our stresses at higher
rating levels than those currently assigned. However, because the
transaction's bank account and re-investment account rating
triggers have been previously breached but not remedied by Barclays
Bank PLC, our current counterparty criteria cap our ratings on the
notes in this transaction at 'A (sf)', which equates to the
long-term issuer credit rating on Barclays Bank. Because the notes
are capped at the 'A (sf)' level due to counterparty risk, we have
affirmed our 'A (sf)' ratings on the class A2c, B1a, B1b, C1a, and
C1c notes, and we have raised our ratings on the class D1a and D1c
notes to 'A (sf)'.

"The passing cash flow results for the class E1c notes outperform
the results of our last review. We have not given full benefit to
the modeling results in our rating decision to account for their
subordinated position in the payment structure and for the high
percentage of interest-only loans which exposes the transaction to
back-loaded risks to which more junior tranches are more sensitive.
We have therefore raised our rating on this class of notes to 'BB-
(sf)'.

"We have also affirmed our rating on the class F1c notes at 'B-
(sf)'. In our cash flow analysis, the class F1c notes did not pass
our 'B' rating level cash flow stresses in all our cash flow
scenarios. Therefore, we applied our 'CCC' ratings criteria to
assess if either a 'B-' rating or a rating in the 'CCC' category
would be appropriate. We performed a qualitative assessment of the
key variables, together with an analysis of performance and market
data, and we do not consider repayment of this class of notes to be
dependent upon favorable business, financial, and economic
conditions. Furthermore, the increased credit enhancement and
stable credit coverage assumption at the 'B' level have resulted in
improved cash flow results since our last review. We therefore
believe that the class F1c notes will be able to pay timely
interest and ultimate principal in a steady-state scenario
commensurate with a 'B-' stress in accordance with our 'CCC'
ratings criteria.

"Our credit stability analysis for this transaction indicates that
the maximum projected deterioration that we would expect at each
rating level over one- and three-year periods, under moderate
stress conditions, is in line with our credit stability criteria.

  Ratings List

  Eurosail 2006-2BL PLC

  Class   Rating to     Rating from
  A2c      A (sf)        A (sf)
  B1a      A (sf)        A (sf)
  B1b      A (sf)        A (sf)
  C1a      A (sf)        A (sf)
  C1c      A (sf)        A (sf)
  D1a      A (sf)        BBB+ (sf)
  D1c      A (sf)        BBB+ (sf)
  E1c      BB- (sf)      B+ (sf)
  F1c      B- (sf)       B- (sf)


EUROSAIL-UK 2007-3BL: S&P Affirms B-(sf) Rating in Class E1c Notes
------------------------------------------------------------------
S&P Global Ratings took various rating actions on the notes issued
by Eurosail-UK 2007-3BL PLC.

S&P said, "In this transaction, our ratings address timely receipt
of interest and ultimate repayment of principal for all classes of
notes.

"The rating actions follow the application of our revised criteria
and our full analysis of the most recent transaction information
that we have received, and reflect the transaction's current
structural features.

"Upon republishing our global RMBS criteria following the extension
of the criteria's scope to include the U.K., we placed our ratings
on all classes of notes from this transaction under criteria
observation. Following our review of the transaction's performance
and the application of our republished global RMBS criteria, our
ratings on these notes are no longer under criteria observation.

"In our opinion, the performance of the loans in the collateral
pool has slightly deteriorated since our previous full review.
Since then, total delinquencies have increased to 24.2% from
23.9%.

"Our weighted-average foreclosure frequency (WAFF) calculations
increased primarily thanks to the higher arrears level and the
associated adjustment. Our weighted-average loss severity (WALS)
assumptions have decreased at all rating levels as a result of
higher U.K. property prices, which triggered a lower
weighted-average current loan-to-value ratio."

  WAFF And WALS Levels
  Rating level WAFF (%) WALS (%)
  AAA         45.35  38.32
  AA          37.89  31.35
  A             33.78  20.06
  BBB         29.02  13.72
  BB             23.63  9.92
  B            22.21  7.35

The notes benefit from a nonamortizing undrawn reserve fund.

The pool factor is 29.8%.

S&P's operational, legal, and counterparty risk analysis remains
unchanged since our previous full review.

S&P's credit and cash flow analysis indicates that the available
credit enhancement for the class A3a, A3c, B1a, B1c, C1a, and C1c
notes is commensurate with higher ratings than those currently
assigned. However, given the sensitivity of the cash flow results
to its fees assumptions, and the tail risk in the transaction due
to the low pool factor, S&P has limited the upgrade of:

-- the class A3a and A3c notes to 'AA (sf)' from 'A+ (sf)';
-- the class B1a and B1c notes to 'BBB (sf)' from 'BB- (sf)'; and
-- the class C1a and C1c notes to 'B (sf)' from 'B- (sf)'.

S&P said, "In our cash flow analysis, the class D1a and E1c notes
did not pass our 'B' rating level stresses in a number of our cash
flow scenarios, in particular when we modeled high prepayment and
slow defaults. Consequently, we performed a qualitative assessment
of the key variables under our criteria for assigning 'CCC'
category ratings, together with analysis of performance and market
data. In our view, timely repayment of interest and ultimate
principal on this class of notes does not depend on favorable
business, financial, and economic conditions. We have therefore
affirmed our 'B- (sf)' ratings on the class D1a and E1c notes as we
give credit in our analysis to the undrawn reserve fund and
liquidity facility, and the excess spread generation."

Eurosail UK 2007-3BL is a U.K. RMBS transaction, which closed in
July 2007 and securitizes a pool of nonconforming loans secured on
first- and second-ranking U.K. mortgages.

  Ratings List

  Eurosail-UK 2007-3BL PLC

  Class  Rating to Rating from
  A3a   AA (sf)        A+ (sf)
  A3c   AA (sf)        A+ (sf)
  B1a   BBB (sf)       BB- (sf)
  B1c   BBB (sf)       BB- (sf)
  C1a   B (sf)         B- (sf)
  C1c   B (sf)         B- (sf)
  D1a   B- (sf)        B- (sf)
  E1c   B- (sf)        B- (sf)


FERROGLOBE PLC: Fitch Lowers LT Issuer Default Rating to CCC+
-------------------------------------------------------------
Fitch Ratings downgraded Ferroglobe PLC's Long-Term Issuer Default
Rating to 'CCC+' from 'B-' and removed it from Rating Watch
Negative. The senior unsecured rating for the USD350 million notes
has also been downgraded to 'CCC+/RR4' from 'B/RR3'.

Fitch expects funds from operations adjusted leverage to
substantially exceed 6.0x on average over the forecast horizon,
with potential deleveraging earliest in 2021, which remains
contingent upon recovering end-markets from 2021.

The successful divestment of the Cee-Dumbria ferroalloys factory
and 10 hydroelectric power plants to investment vehicles affiliated
with TPG Sixth Street partners for USD170 million on August 30,
2019 provides additional short-term liquidity of USD110 million and
lowers gross debt. Despite this, a potential breach of covenants
under its revolving credit facility (RCF) in 3Q19 has become likely
due to the exceptionally weak performance in 1H19 with adjusted
EBITDA reaching USD8.4 million.

KEY RATING DRIVERS

Silicon Metals Decline Continues: Spot Silicon metal prices in
August declined below USD1,800/ton in Europe, which represents a
35% decline from the peak in March 2018. While silicon producers,
including Ferroglobe, have taken actions to reduce production by
idling furnaces, demand has declined even faster. Silicon
consumption globally declined 7% year-on-year in 1H19 versus 1H18,
with Europe the most affected with a 13% decline year-on-year.
Silicon demand has suffered from lower demand from the automotive
sector and weakening trends in industrial production globally and
more pronounced in Europe. Prospects of a recovery in SiMe prices
are muted given continued supply overhang and Fitch does not expect
a significant recovery in pricing until 2021.

Ferrosilicon Prices Collapse: Spot ferrosilicon (FeSi) prices in
Europe have almost halved, from USD2100/t at the beginning of 2018
to USD1,087 in 2019. FeSi is the most volatile silicon-based alloy
Ferroglobe produces whereas the prices of magnesium ferrosilicon,
calcium silicon and Foundry are in aggregate relatively stable. The
pronounced weakness in European steel production in 1H19 (-2.5%
according to worldsteel) as opposed to 4.9% growth in the rest of
the world is expected to continue throughout 2019, as witnessed by
the bankruptcy of British Steel and Europe's largest steel producer
ArcelorMittal cutting steel production in 2019 by approximately
10%. Surging imports from Asia have weighed on EU production as
well, but will now be somewhat mitigated by stricter import quota.
Weakness in Europe is affecting North American pricing as well
through arbitrage.

Divestiture Temporarily Boosts Cash Position: On August 30, 2019,
Ferroglobe concluded the sale of Ferroatlantica S.A.U., which
includes the Cee-Dumbria ferroalloys plant and 10 hydroelectric
plants for EUR156 million (USD170 million) to investment vehicles
affiliated to TPG Sixth Street Partners. The transaction includes a
long-term tolling agreement for the production of ferroalloys with
Ferroglobe as the exclusive off-taker. USD60 million of cash is
used to repay the existing indebtedness on the hydroelectric
assets. USD110 million is left in cash and will be used for general
corporate purposes. Despite being a very positive development for
near-term liquidity, this transaction does not remove or
substantially address the refinancing of the USD350 million notes
maturing in 2022.

Non-core Asset Sales Continue: Ferroglobe has identified several
assets it aims to divest. These include a timber farm in South
Africa, hydro assets in France, an asset in Poland, and less
likely, the company's Venezuela assets. At the end of 2018
Ferroglobe had managed to divest hydroelectric assets in Aragon
(HNE) for USD20.5 million, timber farms in South Africa for USD12.7
million and other assets for around USD7 million. Future assets
sales are only expected to have a moderate impact on the credit
profile as its largest non-core asset, FerroAtlantica, S.A.U., has
been sold.

Input Costs Have Peaked: Ferroglobe saw a double-digit increase in
production costs in 2018 in all three major segments, silicon
metal, silicon alloys and manganese alloys, but input costs have
moderated through 2019. An increase in low-ash coal and coke prices
was driven by China's 'Blue skies' policies, which hit silicon and
manganese alloys. European power prices rose sharply in 2018 and
mostly affected silicon metal and silicon alloys, but have
moderated for Ferroglobe in 2019. Manganese ore prices have peaked
in March 2018 and have since declined to USD5.00/dmtu for 44% grade
in end -September 2019 from USD7.40 in Q1 2018.

Fitch expects energy prices to remain stable in US dollar terms
from 2020-2022, partly due to the euro weakness. Manganese ore
prices are expected to moderate but remain above pre-2017 levels as
Ferroglobe and other producers cut output. Fitch also expects coal
and coke prices to moderate from the recent highs, in line with
Fitch's metals mid-cycle commodity price assumptions (March 2019).

Capacity cuts extended: In September 2019, Ferroglobe announced
that it will idle three furnaces in South Africa (Polokwane) and
restart one furnace in Spain (Sabon). This will reduce capacity by
39 thousand tonnes (kt) and bring capacity to 242 kt annually.
Ferroglobe started to reduce its production capacity in 4Q18,
aiming at destocking its excess inventories coming from weak sales
volumes earlier in 2018. The idling of three US and three
France-based furnaces lead to a 86 thousand tonnes (kt) reduction
in silicon metal capacity. In 1Q19 Ferroglobe further idled two US
and one Spain-based furnaces, reducing capacity by another 47 kt.
Manganese-based alloys capacity are reduced by 112kt to 552kt. If
economic growth weakens, further additional capacity cuts are
possible.

Manganese Alloy Margins Bottoming Out: Manganese alloys prices have
resumed their decline with SiMn in Europe reaching USD 1,063/ton in
August following lower manganese ore prices. Margins are expected
to slowly recover as lower margins in China drive down manganese
ore prices further, although remaining at depressed levels.
Manganese alloys prices started to decline from 2Q17, sharply
declining in 2018 due to oversupply in the market outside of China.
Fitch expects the manganese alloys markets to remain oversupplied
in 2019. However, Fitch does not expect significant further price
declines as Ferroglobe, Nikopol (Ukraine, NR) and South32
curtailed/idled production while South32 is reviewing its South
African operations due to high electricity costs.

Relationship with Parent: Spain's Grupo Villar Mir, a privately
held Spanish conglomerate is Ferroglobe's majority shareholder (53%
at end-2017). Fitch considers Ferroglobe on a standalone basis.
However, most of the shares GVM owns in Ferroglobe were pledged to
secure its obligations to with a syndicate of banks and funds lead
by Credit Suisse. Fitch understands that GVM has achieved a
refinancing of its debt with Tyrus Capital in 2018. Although the
USD350 million notes prohibit upstreaming of dividends in absence
of profitability, GVM can materially influence Ferroglobe's
strategic decision making, such as potentially restarting the
solar-grade silicon project.

DERIVATION SUMMARY

Ferroglobe is the largest western producer of silicon metal,
silicon-based and manganese-based alloys with product
diversification comparable to PAO Koks (B/Stable) and Ferrexpo plc
(B+/Stable). Ferroglobe's position on the upper end of the global
silicon-based and manganese-based alloys cost curves is a relative
weakness compared with peers, which translated into much higher
earnings volatility both in 2015-2016 and since 2H18 to date. The
ongoing margin pressure is driven by a combination of demand-driven
price weakness and input cost hikes leading to substantial EBITDA
pressure. Ferroglobe's critical mass in the alloys markets has been
historically viewed as its strength but the group's higher-cost
capacity suspensions have not managed to arrest the continued
decline in ferroalloys prices in its main end markets.

Ferroglobe's financial profile is materially weaker primarily due
to the sharp EBITDA decline. Ferroglobe's deleveraging path cannot
rely on free cash flow (FCF) generation as it is expected to be
negative over the forecast horizon. EBITDA and FFO rebound remain
key.

No operating environment or Country Ceiling constraint affected the
ratings.

No Parent/Subsidiary Linkage is applicable as GVM is an investment
holding company.

KEY ASSUMPTIONS

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

  - Average 2019-2022 realised prices for silicon metal,
silicon-based alloys and manganese-based alloys of around
USD2,200/t, USD 1,600/t and USD 1,100/t

  - Single-digit reduction in coal/coke prices and double-digit
manganese ore price decline in 2019, decrease in electricity price
in 2019, slightly increasing thereafter

  - Capacity cuts and inventory release coupled with low double
digit sales volumes decline in silicon metal, recovery in volumes
starting 2020.

  - EBITDA of USD30 million in 2019, approximately USD60 million in
2020 and around USD150 million in 2021-2022

  - Capex averaging USD70 million a year from 2020 as EBITDA starts
to recover

Fitch's key assumptions for bespoke recovery analysis include:

The recovery analysis assumes that Ferroglobe would be considered a
going concern in bankruptcy and that the company would be
reorganised rather than liquidated. Fitch has assumed a 10%
administrative claim.

  - Post-reorganisation EBITDA of USD90 million

  - A distressed EV/EBITDA multiple of 5.0x

  - Its debt waterfall includes senior secured debt in the form of
the USD200 million RCF, which Fitch assumes will be fully drawn
under the distressed scenario. Unsecured debt totalling USD411
million includes the USD350 million notes and USD61 million
government loans.

  - Its analysis results in a 'RR4' Recovery Rating, with 50%
recoveries for the USD350 million notes, which corresponds to a
'CCC+' issue rating

RATING SENSITIVITIES

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

  - Sustained FFO adjusted gross leverage below 6x through the
cycle

  - Raising of additional lines of financing

  - Improvement in the debt maturity profile

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

  - Failure to obtain timely new financing

  - Continuation of current market trends over the next 12 months

LIQUIDITY AND DEBT STRUCTURE

Liquidity and Debt Structure: As of end-June 2019, Ferroglobe had a
cash position of USD187.7 million. Following the successful sale of
Ferroatlantica S.A.U., Ferroglobe repaid outstanding capital leases
relating to hydro-assets and other debts for a total USD60 million.
Post-transaction pro-forma cash amounted to USD298 million.
Ferroglobe is facing USD70 million in debt maturities by end-2019
as well as the repayment of USD132 million outstanding under the
RCF, for which it is expected to breach covenants on September 30,
2019. Fitch expects free cash flow to contribute negatively by
USD118 million over 2019-2020.

As a result, Ferroglobe requires additional financing as the cash
buffer under its base case is insufficient to fund daily
operations, so far no refinancing has been achieved. It has scaled
down its A/R securitisation programme to exclude North American
receivables. One option Ferroglobe is considering is an
asset-backed loan of up to USD140 million secured by North American
A/R and inventories. Another option considered is a term loan
secured by US property plant& equipment of up to USD120 million.
Ferroglobe's goal is to remove the covenants tied to its RCF. It
expects to finalise refinancing around end 3Q19 and as a result
might require waivers from its lenders if timely refinancing does
not take place.

Ferroglobe's debt structure currently consists of the USD 350
million notes due in March 2022 and a USD200 million RCF under
which USD 132 million has been drawn, maturing in February 2021.
Government loans totalling USD61.9 million of which USD52.5 million
are coming due in 2019 and consist mostly of a USD50 million loan
from the Spanish government tied to the solar grade silicon
project.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - Fitch adjusted Ferroglobe's debt by adding USD233.5 million of
receivables factored at end-2018 and reclassified USD63.2 million
of annual change in balance of receivables factored from working
capital inflow to cash flow from financing.

  - USD20.4 million cross currency swaps and USD61.8 million
financial loans from government agencies reclassified as debt

  - Fitch adjusted Ferroglobe's end-2018 debt by USD78 million, or
capitalising operating lease expense of USD9.7million at 8x


MARCUS WORTHINGTON: Financial Difficulties Prompt Administration
----------------------------------------------------------------
Business Sale reports that construction firm Marcus Worthington &
Company has fallen into administration following a series of
financial difficulties.

However, after citing ongoing economic uncertainty as the reason
for its downfall and as the source of its funding issues, the
company was forced to call in professional services firm PwC to
handle the administration process, Business Sale relates.

In spite of the administration, its divisions -- Hollinwood Homes
Limited, Marcus Worthington Properties Limited, and Stonewell
Property Company Limited -- remain unaffected, Business Sale
discloses.

According to Business Sale, the company will continue its trading
operations during the administration period, in the hope that a
buyer for the business will be sought imminently.

"It is with deep regret and sadness that an administrator has been
appointed to Marcus Worthington and Company Limited, the
construction part of our business," Business Sale quotes a
statement from the directors as saying.

"The current economic uncertainty has led to us struggling to
secure additional borrowing from our bank lenders.  We have also
been unable to attract fresh funding from other lenders because of
these testing market conditions.

"We are consulting with our subcontractors and will update them in
due course."


METRO BANK: Completes GBP350MM Fundraising After Chairman Quits
---------------------------------------------------------------
Lucy Burton at The Telegraph reports that Metro Bank finally
completed a crucial GBP350 million fundraising after controversial
founder Vernon Hill quit as chairman in the face of an investor
backlash.

According to The Telegraph, Mr. Hill -- who once said that he was
so committed to Metro he would "probably die there" -- will leave
the board altogether, despite vowing earlier this year to stay on
as president after handing over to a new chairman.

The 74-year-old's decision to quit came days after the bank was
forced to cancel a bond sale due to a lack of investor interest
prompting fears for its future, The Telegraph states.  He engaged
in a frantic ring-round of contacts last week to drum up support
for another fundraising, but failed to win sufficient backing, The
Telegraph notes.

                             Bond Sale

As reported by the Troubled Company Reporter-Europe on Sept. 26,
2019, The Telegraph related that Metro Bank plc is facing questions
over its future as the shock failure of a GBP200 million bond sale
sent shares crashing to a new record low.  The stock plummeted 30%
on Tuesday, Sept. 24, after it was forced to cancel the fundraising
due to a lack of investor interest, The Telegraph disclosed.
According to The Telegraph, analysts warned the debacle could leave
Metro unable to meet a Bank of England deadline for securing extra
cash at the start of next year.  It is a fresh blow for the
credibility of the embattled lender, which stunned investors in
January when bosses revealed it had miscalculated the riskiness of
a string of property loans, The Telegraph noted.  More than GBP3.3
billion has been wiped off the value of the business since its
stock peaked in March 2018 at just over GBP40 a share, The
Telegraph said.

Metro Bank plc is a retail bank operating in the United Kingdom,
founded by Anthony Thomson and Vernon Hill in 2010.  At its launch,
it was the first new high street bank to launch in the United
Kingdom in over 150 years.  It is listed on the London Stock
Exchange.



                           *********


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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