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

                          E U R O P E

          Thursday, November 14, 2019, Vol. 20, No. 228

                           Headlines



B U L G A R I A

BULGARIAN TELECOMMUNICATION: Moody's Reviews Ba3 CFR for Downgrade


C Z E C H   R E P U B L I C

POJISTOVACI MAKLERSTVI: Moody's Withdraws B1 Corp. Family Rating


F I N L A N D

FINNAIR OYJ: Egan-Jones Lowers Senior Unsecured Ratings to BB


I R E L A N D

EUROPEAN RESIDENTIAL 2019-NPL2: Moody's Gives (P)B2 on Cl. C Notes
HARVEST CLO XVII: Moody's Assigns B3 Rating on Class F-R Notes
HARVEST CLO XVII: S&P Assigns B-(sf) Rating on Class F-R Notes
HOLLAND PARK: Moody's Assigns (P)B3 Rating on EUR10MM Cl. E Notes
HOLLAND PARK: S&P Assigns Prelim B-(sf) Rating on Class E Notes

URALKALI FINANCE: Fitch Rates $500MM Sr. Unsec. Notes 'BB-'


N E T H E R L A N D S

ALPHA AB: Fitch Affirms B LT Issuer Default Rating, Outlook Stable
JUBILEE CLO 2019-XXIII: Fitch Assigns B(EXP) Rating on Cl. F Debt


P O L A N D

ZAKLADY MIESNE: Dec. 2 Deadline Set to Decide on Restructuring


P O R T U G A L

CAIXA GERAL: Fitch Assigns BB+(EXP) on Sr. Non-Preferred Notes
CAIXA GERAL: Moody's Assigns (P)Ba2 on Sr. Non-Preferred Term Note


S P A I N

MATADOR BIDCO: S&P Assigns 'BB-' LT ICR & Rates Term Loan B 'BB-'


U N I T E D   K I N G D O M

BRITISH STEEL: Jingye's GBP50-Mil. Rescue Deal Raises Doubts
LONDON CAPITAL: Investors Likely to Recoup Cash Before Christmas
MANSARD MORTGAGES 2007-2: S&P Raises B2a Notes Rating to BB+
PIZZAEXPRESS LTD: Bond Investor Groups Oppose Debt Buyback Plan
PRAESIDIAD GROUP: S&P Cuts ICR to CCC+ on Pressured Profitability

SMALL BUSINESS 2019-3: Moody's Rates GBP21MM Class D Notes '(P)Ba3'
THOMAS COOK: German Unit Cancels 2020 Holiday Trips
TOTO ENERGY: Enters Administration, Customers Transferred to EDF
TOWD POINT 2019-GRANITE4: S&P Hikes Rating on Cl. F Notes to BB+

                           - - - - -


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

BULGARIAN TELECOMMUNICATION: Moody's Reviews Ba3 CFR for Downgrade
------------------------------------------------------------------
Moody's Investors Service placed Bulgarian Telecommunications
Company EAD's Ba3 corporate family rating and B1-PD probability of
default rating on review for downgrade.

The rating action follows the announcement that the company has
received a buyout offer for its entire share capital for an
undisclosed amount from United Group B.V. (rated at B2), a leading
telecoms and media operator in South Eastern Europe.

The transaction is expected to close in the second quarter of 2020,
subject to conditions including receipt of applicable antitrust
approvals. The acquisition will be financed through a combination
of new debt and cash on hand at United Group B.V.. Moody's notes
that because of the "Change of Control" clause in the loan
documentation, it is likely that the existing debt of Vivacom will
be refinanced.

"We have placed Vivacom's ratings on review for downgrade to
reflect the likely increase in financial risk, resulting from the
company being acquired by a lower rated entity," says Carlos
Winzer, a Moody's Senior Vice President and lead analyst for
Vivacom.

RATINGS RATIONALE

Because of the debt load that Adria carried ahead of this
acquisition (adjusted debt of EUR1.8 billion, equivalent to 5.7x
Moody's adjusted gross debt/EBITDA), and its plan to fund the
acquisition of Vivacom with new debt and existing cash, the
combined entity would likely have much higher leverage than
Vivacom's standalone leverage pre-transaction of 2.4x for the LTM
ended June 2019.

Moody's review will focus on Vivacom's capital structure after the
refinancing, as well as its financial policy and relationship with
its parent Adria. The review will also focus on the potential
benefits to Vivacom's business profile resulting from its
integration into the Adria group. The review process may be
concluded with a multi-notch rating downgrade.

Vivacom's ratings reflect the company's: (1) position as a leading
telecoms operator in Bulgaria, with strong market shares in the
fixed segment; (2) strong track record of growing its mobile market
share and revenue; (3) modest leverage, before the proposed
transaction, with Moody's-adjusted gross debt/EBITDA expected to be
around 2.3x-2.5x over the next 12-18 months; and, (4) the company's
diversified business model, with offers in fixed-line voice,
broadband internet, mobile and pay-TV.

WHAT COULD CHANGE THE RATING UP / DOWN

Prior to the review process, Moody's had indicated that the rating
could come under positive pressure on evidence that the company
would achieve sustained improvements in its debt protection ratios,
such as adjusted RCF/gross debt above 30% and gross adjusted
debt/EBITDA consistently below 2.5x.

Prior to the review process, Moody's had indicated that downward
pressure on the ratings could arise should Vivacom's operating
performance weaken, if there were a material deterioration in the
company's liquidity profile or should the company incur additional
debt, such that (1) its Moody's-adjusted gross leverage remains
above 3.0x on a sustained basis; (2) its Moody's-adjusted RCF/gross
debt remains below 20% on a sustained basis.

LIST OF AFFECTED RATINGS

On Review for Downgrade:

Issuer: Bulgarian Telecommunications Company EAD

LT Corporate Family Rating, Placed on Review for Downgrade,
currently Ba3

Probability of Default Rating, Placed on Review for Downgrade,
currently B1-PD

Outlook Actions:

Issuer: Bulgarian Telecommunications Company EAD

Outlook, Changed To Rating Under Review From Stable

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Bulgarian Telecommunications Company EAD (Vivacom) is the national
telecoms incumbent and leading integrated operator in Bulgaria,
providing mobile, fixed-line telephony, fixed-line broadband and
pay-TV services nationwide. Vivacom is a fully integrated operator
that offers quad-play services nationwide in Bulgaria and benefits
from its leading position in fixed-line telephony and fixed-line
broadband. In 2018, the company generated total revenue of BGN948
million (EUR484 million) and EBITDA of BGN368 million (EUR188
million).



===========================
C Z E C H   R E P U B L I C
===========================

POJISTOVACI MAKLERSTVI: Moody's Withdraws B1 Corp. Family Rating
----------------------------------------------------------------
Rating, the B1.cz national scale CFR and the B1-PD Probability of
Default rating of Pojistovaci maklerstvi INPOL a.s.. Prior to the
withdrawal the outlook on the ratings was stable.

Moody's has decided to withdraw the ratings for its own business
reasons.

Inpol is an insurance broker operating in the Czech Republic.



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F I N L A N D
=============

FINNAIR OYJ: Egan-Jones Lowers Senior Unsecured Ratings to BB
-------------------------------------------------------------
Egan-Jones Ratings Company, on November 6, 2019, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Finnair Oyj to BB from BB+.

Finnair is the flag carrier and largest airline of Finland, with
its headquarters in Vantaa on the grounds of Helsinki Airport, its
hub. Finnair and its subsidiaries dominate both domestic and
international air travel in Finland. Its major shareholder is the
government of Finland, which owns 55.8% of the shares.




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

EUROPEAN RESIDENTIAL 2019-NPL2: Moody's Gives (P)B2 on Cl. C Notes
------------------------------------------------------------------
Moody's Investors Service assigned provisional credit ratings to
the following Notes to be issued by European Residential Loan
Securitisation 2019-NPL2 DAC:

EUR [-] Class A Residential Mortgage Backed Floating Rate Notes due
2058, Assigned (P)A2 (sf)

EUR [-] Class B Residential Mortgage Backed Floating Rate Notes due
2058, Assigned (P)Baa3 (sf)

EUR [-] Class C Residential Mortgage Backed Floating Rate Notes due
2058, Assigned (P)B2 (sf)

Moody's has not assigned a rating to the EUR [-] Class P
Residential Mortgage Backed Notes due 2058.

This transaction represents the sixth securitisation transaction
that Moody's rates in Ireland that is backed by non-performing
loans. The assets supporting the Notes are NPLs extended primarily
to borrowers in Ireland.

The portfolio is serviced by Start Mortgages DAC. The servicing
activities performed by Start are monitored by the issuer
administration consultant, Hudson Advisors Ireland DAC. Hudson has
also been appointed as back-up servicer facilitator in place to
assist the issuer in finding a substitute servicer in case the
servicing agreement with Start is terminated.

RATINGS RATIONALE

Moody's ratings reflect an analysis of the characteristics of the
underlying pool of NPLs, sector-wide and servicer-specific
performance data, protection provided by credit enhancement, the
roles of external counterparties, and the structural integrity of
the transaction.

In order to estimate the cash flows generated by the NPLs, Moody's
used a Monte Carlo based simulation that generates for each
property backing a loan an estimate of the property value at the
sale date based on the timing of collections.

The key drivers for the estimates of the collections and their
timing are: (i) the historical data received from the servicer;
(ii) the timings of collections for the secured loans based on the
legal stage a loan is located at; (iii) the current and projected
house values at the time of default; and (iv) the servicer's
strategies and capabilities in maximizing the recoveries on the
loans and in foreclosing on properties.

Hedging: As the collections from the pool are not directly
connected to a floating interest rate, a higher index payable on
the Notes would not be offset with higher collections from the
NPLs. The transaction therefore benefits from an interest rate cap,
linked to one-month EURIBOR, with Goldman Sachs International as
cap counterparty. The notional of the interest rate cap is equal to
the closing balance of the Class A, B and C Notes. The cap expires
five years from closing.

Coupon cap: The transaction structure features coupon caps that
apply when five years have elapsed since closing. The coupon caps
limit the interest payable on the Notes in the event interest rates
rise and only apply following the expiration of the interest rate
cap.

Transaction structure: The provisional Class A Notes size is
[46.7]% of the total collateral balance with [53.3]% of credit
enhancement provided by the subordinated Notes. The payment
waterfall provides for full cash trapping: as long as Class A Notes
is outstanding, any cash left after replenishing the Class A
Reserve Fund will be used to repay Class A Notes.

The transaction benefits from an amortising Class A Reserve Fund
equal to [4.0]% of the Class A Notes outstanding balance. The Class
A Reserve Fund can be used to cover senior fees and interest
payments on Class A Notes. The amounts released from the Class A
Reserve Fund form part of the available funds in the subsequent
interest payment date and thus will be used to pay the servicer
fees and/or to amortise Class A Notes. The Class A Reserve Fund
would be enough to cover around [32] months of interest on the
Class A Notes and more senior items, at the strike price of the
cap.

Class B Notes benefits from a dedicated Class B interest Reserve
Fund equal to [7.5]% of Class B Notes balance at closing which can
only be used to pay interest on Class B Notes while Class A Notes
is outstanding. The Class B Interest Reserve Fund is sufficient to
cover around [40] months of interest on Class B Notes, assuming
EURIBOR at the strike price of the cap. Unpaid interest on Class B
Notes is deferrable with interest accruing on the deferred amounts
at the rate of interest applicable to the respective Note.

Class C Notes benefits from a dedicated Class C interest Reserve
Fund equal to [10.0]% of Class C Notes balance at closing which can
only be used to pay interest on Class C Notes while Class A and B
Notes are outstanding. The Class C interest Reserve Fund is
sufficient to cover around [34] months of interest on Class C
Notes, assuming EURIBOR at the strike price of the cap. Unpaid
interest on Class C Notes is deferrable with interest accruing on
the deferred amounts at the rate of interest applicable to the
respective Note. Moody's notes that the liquidity provided in this
transaction for the respective Notes is lower than the liquidity
provided in comparable transactions within the market.

Servicing disruption risk: Hudson is the back-up servicer
facilitator in the transaction. The back-up servicer facilitator
will help the issuer to find a substitute servicer in case the
servicing agreement with Start is terminated. Moody's expects the
Class A Reserve Fund to be used up to pay interest on Class A Notes
in absence of sufficient regular cashflows generated by the
portfolio early on in the life of the transaction. It is therefore
likely that there will not be sufficient liquidity available to
make payments on the Class A Notes in the event of servicer
disruption. The insufficiency of liquidity in conjunction with the
lack of a back-up servicer mean that continuity of Note payments is
not ensured in case of servicer disruption. This risk is
commensurate with the single-A rating assigned to the most senior
Note.

The principal methodology used in these ratings was "Moody's
Approach to Rating Securitizations Backed by Non-Performing and
Re-Performing Loans" published in February 2019.

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

Factors that may lead to an upgrade of the ratings include that the
recovery process of the NPLs produces significantly higher cash
flows realized in a shorter time frame than expected.

Factors that may cause a downgrade of the ratings include
significantly less or slower cash flows generated from the recovery
process on the NPLs compared with its expectations at close due to
either a longer time for the courts to process the foreclosures and
bankruptcies, a change in economic conditions from its central
scenario forecast or idiosyncratic performance factors.

For instance, should economic conditions be worse than forecasted,
falling property prices could result, upon the sale of the
properties, in less cash flows for the Issuer or it could take a
longer time to sell the properties. Therefore, the higher defaults
and loss severities resulting from a greater unemployment,
worsening household affordability and a weaker housing market could
result in downgrade of the ratings. Additionally, counterparty risk
could cause a downgrade of the ratings due to a weakening of the
credit profile of transaction counterparties. Finally, unforeseen
regulatory changes or significant changes in the legal environment
may also result in changes of the ratings.

Moody's issues provisional ratings in advance of the final sale of
securities, but these ratings represent only Moody's preliminary
credit opinions. Upon a conclusive review of the transaction and
associated documentation, Moody's will endeavor to assign
definitive ratings to the Notes. A definitive rating may differ
from a provisional rating. Other non-credit risks have not been
addressed but may have a significant effect on yield to investors.

HARVEST CLO XVII: Moody's Assigns B3 Rating on Class F-R Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by Harvest
CLO XVII Designated Activity Company:

EUR2,000,000 Class X Senior Secured Floating Rate Notes due 2032,
Definitive Rating Assigned Aaa (sf)

EUR279,000,000 Class A-R Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aaa (sf)

EUR30,500,000 Class B-1-R Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aa2 (sf)

EUR13,500,000 Class B-2-R Senior Secured Fixed Rate Notes due 2032,
Definitive Rating Assigned Aa2 (sf)

EUR26,500,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned A2 (sf)

EUR32,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned Baa3 (sf)

EUR25,750,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned Ba3 (sf)

EUR12,900,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned B3 (sf)

RATINGS RATIONALE

The rationale for the ratings is 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 Notes, Class
B-1 Notes, Class B-2 Notes ,Class C Notes, Class D Notes, Class E
Notes and Class F Notes due 2030, previously issued on May 11,
2017. On the refinancing date, the Issuer used the proceeds from
the issuance of the refinancing notes to redeem in full the
Original Notes.

On the May 11, 2017, the Issuer also issued EUR 42.9 million of
subordinated notes, which will remain outstanding. In addition, the
Issuer issued EUR 3.0 million of additional subordinated notes on
the refinancing date. The terms and conditions of the subordinated
notes are amended in accordance with the refinancing notes'
conditions.

As part of this reset, the Issuer has increased the target par
amount by EUR 50 million to EUR 450 million, has set the
reinvestment period to 4.5 years and the weighted average life to
8.5 years. In addition, the Issuer amended the base matrix and
modifiers that Moody's took into account for the assignment of the
definitive ratings.

Interest of the Class X Notes will be paid pari passu with Class
A-R interest in the interest waterfall and amortized principal of
Class X Notes will be paid after interest of Class X and Class A-R
Notes in the interest waterfall. The Class X Notes will amortise by
EUR 250,000 over the eight payment dates starting from the second
payment date.

Harvest CLO XVII Designated Activity Company is a managed cash flow
CLO. At least 90% of the portfolio must consist of secured senior
loans or senior secured bonds and up to 10% of the portfolio may
consist of unsecured senior loans, second-lien loans, high yield
bonds and mezzanine loans. The underlying portfolio is expected to
be fully ramped as of the refinancing date.

Investcorp Credit Management EU Limited 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
remaining four and a half year 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 CDOEdge, 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:

Target Par Amount: EUR 450,000,000

Diversity Score: 47

Weighted Average Rating Factor (WARF): 3,000

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 4.50%

Weighted Average Recovery Rate (WARR): 43.1%

Weighted Average Life (WAL): 8.5 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency ceiling 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.

HARVEST CLO XVII: S&P Assigns B-(sf) Rating on Class F-R Notes
--------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Harvest CLO XVII
DAC's class X, A-R, B-1-R, B-2-R, C-R, D-R, E-R, and F-R notes
(collectively, the refinancing notes). At closing, the issuer also
issued an additional EUR3.0 million of unrated subordinated notes.

The transaction is a reset of the existing Harvest CLO XVII
transaction, which closed in May 2017.

The issuance proceeds of the refinancing notes and additional
subordinated notes were used to redeem the refinanced notes (class
A, B1, B2, C, D, E, and F of the original Harvest CLO XVII CLO
transaction), pay fees and expenses incurred in connection with the
reset, fund the expense reserve account and the interest reserve
account, and purchase additional assets during the ramp-up period.

The CLO's target par increased to EUR450 million from EUR400
million. The reinvestment period, originally scheduled to last
until May 2021, was extended to May 2024. The non-call period reset
to November 2021. The covenanted maximum weighted-average life is
8.5 years from closing.

As of the closing date, the issuer owns approximately 97% of the
target effective date portfolio. S&P said, "We consider that the
target portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans. Therefore,
we have conducted our credit and cash flow analysis by applying our
criteria for corporate cash flow collateralized debt obligations.

  Target Portfolio Metrics
  S&P Global Ratings weighted-average
    rating factor                               2,591
  Default rate dispersion                       579
  Weighted average life (years)                 5.0
  Obligor diversity measure                     129
  Industry diversity measure                    18
  Regional diversity measure                    1.4
  Weighted average rating                       'B'
  'CCC' assets (%)                              1.0
  'AAA' WARR (%)                                37.66
  Floating rate assets (%)                      99
  Weighted average spread (net of floors) (%)   3.75

  WARR--Weighted-average recovery rating.

Citibank N.A., London Branch is the bank account provider and
custodian. S&P considers that its documented replacement provisions
are in line with its counterparty criteria for liabilities rated up
to 'AAA'.

The issuer can purchase up to 20% of non-euro assets, subject to
entering into asset-specific swaps. At closing, the downgrade
provisions of the swap counterparty or counterparties were in line
with our counterparty criteria for liabilities rated up to 'AAA'.

S&P considers that the issuer is bankruptcy remote, in accordance
with its legal criteria.

S&P said, "The CLO is managed by Investcorp Credit Management EU
Ltd., previously known as 3i Debt Management Investments Ltd. S&P
Global Ratings currently maintains ratings on eight CLOs from the
manager. Under our "Global Framework For Assessing Operational Risk
In Structured Finance Transactions," published Oct. 9, 2014, we
believe that the maximum potential rating on the liabilities is
'AAA'.

"Our credit and cash flow analysis shows that the class B-1-R,
B-2-R, C-R, D-R, E-R, and F-R notes benefit from break-even default
rate and scenario default rate cushions that we would typically
consider to be in line with higher ratings than those assigned.
However, as the CLO has a reinvestment period, during which the
transaction's credit risk profile could deteriorate, we have capped
our assigned ratings on the notes.

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

  Ratings List

  Harvest CLO XVII DAC

  Class    Rating    Amount
                    (mil. EUR)
  X        AAA (sf)   2.00
  A-R      AAA (sf) 279.00
  B-1-R    AA (sf)   30.50
  B-2-R    AA (sf)   13.50
  C-R      A (sf)    26.50
  D-R      BBB- (sf) 32.00
  E-R      BB- (sf)  25.75
  F-R      B- (sf)   12.90
  Subnotes NR        45.90

  NR--Not rated.

HOLLAND PARK: Moody's Assigns (P)B3 Rating on EUR10MM Cl. E Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to refinancing notes to be issued by
Holland Park CLO Designated Activity Company:

EUR2,000,000 Class X Senior Secured Floating Rate Notes due 2032,
Assigned (P)Aaa (sf)

EUR250,000,000 Class A-1 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aaa (sf)

EUR40,000,000 Class A-2 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR10,000,000 Class B-1 Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)A2 (sf)

EUR17,000,000 Class B-2 Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)A2 (sf)

EUR24,300,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2032, Assigned (P)Baa3 (sf)

EUR22,700,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2032, Assigned (P)Ba3 (sf)

EUR10,000,000 Class E Senior Secured Deferrable Floating Rate Notes
due 2032, Assigned (P)B3 (sf)

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavour to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

RATINGS RATIONALE

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

The Issuer will issue new refinancing notes in connection with the
refinancing of the following classes of notes: Class A-1-R Notes,
Class A-2-R Notes, Class B-R Notes and Class C-R Notes due 2027,
which were previously refinanced on May 15, 2017 and the Class D
Notes and Class E Notes due 2027 which were not previously
refinanced "Original Notes". On the new refinancing date, the
Issuer will use the proceeds from the issuance of the refinancing
notes to redeem in full the Previously Refinanced Notes and the
Original Notes and to purchase additional assets.

On the Original Closing Date, the Issuer also issued EUR 54.25
million of subordinated notes, which will remain outstanding.

Interest and principal amortisation amounts due to the Class X
Notes are paid pro rata with payments to the Class A notes. The
class X Notes amortise by EUR 250,000 over eight payment dates,
starting on the 1st payment date.

As part of this reset, the Issuer will reset the target par amount
to EUR 402 million, has set the reinvestment period to 4.5 years
and the weighted average life to 8.5 years. In addition, the Issuer
will amend the base matrix and modifiers that Moody's will take
into account for the assignment of the definitive ratings.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is expected to be between 95% and
100% ramped as of the closing date.

Blackstone / GSO Debt Funds Management Europe Limited 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
four and half-year 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 and credit improved 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:

Target Par Amount: EUR 402,000,000

Defaulted Par: EUR 0 as of October 2019

Diversity Score: 45

Weighted Average Rating Factor (WARF): 2850

Weighted Average Spread (WAS): 3.50%

Weighted Average Coupon (WAC): 4.50%

Weighted Average Recovery Rate (WARR): 44.5%

Weighted Average Life (WAL): 8.5 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.

HOLLAND PARK: S&P Assigns Prelim B-(sf) Rating on Class E Notes
---------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Holland
Park CLO DAC's class X to E European cash flow collateralized loan
obligation (CLO) notes.

The preliminary ratings reflect S&P's assessment of:

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

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

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

-- The transaction's legal structure, which S&P expects to be
bankruptcy remote.

-- The transaction's counterparty risks, which S&P expects to be
in line with its counterparty rating framework.

-- Under the transaction documents, the rated notes will pay
quarterly interest unless a frequency switch event occurs.
Following this, the notes will switch to semiannual payments. The
portfolio's reinvestment period will end approximately
four-and-a-half years after closing.

S&P said, "We understand that at closing the portfolio will be
well-diversified, primarily comprising broadly syndicated
speculative-grade senior-secured term loans and senior-secured
bonds. Therefore, we have conducted our credit and cash flow
analysis by applying our criteria for corporate cash flow CDOs.

"In our cash flow analysis, we used the EUR402 million target par
amount, the covenanted weighted-average spread (3.50%), the
reference weighted-average coupon (4.50%), and the target 'AAA'
minimum weighted-average recovery rate (38.50%) as indicated by the
issuer. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category."

The transaction documentation requires the collateral manager to
meet certain par maintenance conditions during the reinvestment
period, unless the manager has built sufficient excess par in the
transaction such that the principal collateral amount is greater
than or equal to the reinvestment target par of the portfolio after
reinvestment. Typically the definition of reinvestment target par
refers to the initial target par amount after accounting for any
additional issuance and reduction from principal payments made on
the notes. In this transaction, the reinvestment target par balance
may be reduced by a predetermined amount starting from the November
payment date in 2021 but capped at EUR6.5 million. This feature may
allow for a greater erosion of the aggregate collateral par amount
through trading. Therefore, in our cash flow analysis, S&P has also
considered scenarios in which the target par amount decreases by
EUR6.5 million.

Under S&P's structured finance sovereign risk criteria, it
considers that the transaction's exposure to country risk is
sufficiently mitigated at the assigned preliminary ratings.

Until the end of the reinvestment period on May 14, 2024, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

S&P said, "At closing, we expect that the transaction's documented
counterparty replacement and remedy mechanisms will adequately
mitigate its exposure to counterparty risk under our current
counterparty criteria.

"We expect the transaction's legal structure to be bankruptcy
remote, in line with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for the
class X to E notes. Our credit and cash flow analysis indicates
that the available credit enhancement could withstand stresses
commensurate with the same or higher rating levels than those we
have assigned. However, as the CLO will be in its reinvestment
phase starting from closing, during which the transaction's credit
risk profile could deteriorate, we have capped our preliminary
ratings assigned to the notes.

"In our view, the portfolio is granular in nature, and
well-diversified across obligors, industries, and asset
characteristics when compared to other CLO transactions we have
rated recently. As such, we have not applied any additional
scenario and sensitivity analysis when assigning preliminary
ratings to any classes of notes in this transaction."

The transaction securitizes a portfolio of primarily senior-secured
leveraged loans and bonds, and it will be managed by Blackstone/GSO
Debt Funds Management Europe Ltd.

  Ratings List

  Class  Prelim.   Prelim.    Sub(%)  Interest rate           
         Rating    Amount                          
                  (mil. EUR)   
  X      AAA (sf)  2.00      N/A    Three-month EURIBOR plus 0.50%
  A-1    AAA (sf)  250.00    37.81  Three-month EURIBOR plus 0.92%
  A-2    AA (sf)   40.00     27.86  Three-month EURIBOR plus 1.65%
  B-1    A (sf)    10.00     21.14  Three-month EURIBOR plus 2.40%
  B-2*   A (sf)    17.00     21.14  Three-month EURIBOR plus 2.68%
  C      BBB (sf)  24.30     15.10  Three-month EURIBOR plus 4.40%
  D      BB (sf)   22.70     9.45   Three-month EURIBOR plus 7.03%
  E**    B- (sf)   10.00     6.97   Three-month EURIBOR plus 8.85%
  Sub    NR        54.25     N/A    N/A

  * The class B-2 notes are subject to a EURIBOR cap set at 1.50%
and rank pari passu with the class B-1 notes.
** The class E notes include a redemption feature where an amount
equal to the lesser of EUR500,000 and 20.0% of any remaining
interest proceeds will be used to redeem the class E notes on a pro
rata basis. Such payments are made under the interest waterfall,
after payments of any unpaid trustee fees and expenses but prior to
payments to the subordinated notes.
NR--Not rated.
N/A--Not applicable.
EURIBOR--Euro Interbank Offered Rate.

URALKALI FINANCE: Fitch Rates $500MM Sr. Unsec. Notes 'BB-'
-----------------------------------------------------------
Fitch Ratings assigned Uralkali Finance Designated Activity
Company's USD500 million 4% loan participation notes due 2024 a
final senior unsecured rating of 'BB-'. Uralkali Finance DAC is an
Ireland-based special purpose financing vehicle of Uralkali PSJC
(BB-/Positive). The assignment of the final rating to the notes
followed the receipt of final documentation in line with the draft
documentation reviewed.

The transaction is structured in the form of a loan from the
issuer, Uralkali Finance DAC, to the borrower, Uralkali PJSC. The
notes are limited recourse obligations of the issuer under a trust
deed.

The loan constitutes an unsecured obligation of Uralkali and ranks
pari passu with all unsecured and unsubordinated debt. Covenants
applicable to Uralkali and material subsidiaries include an
incurrence covenant of 3.5x net debt/EBITDA and negative pledge.
The negative pledge applies to bank debt and capital market
issuance, with scope for secured debt outside of the negative
pledge detailed in the permitted liens definition.

Of Uralkali's shares, 55.26% are pledged under a facility agreement
entered into by one of the group's shareholders and Sberbank in
December 2017. Fitch does not consider this financial obligation as
prior-ranking debt, as the treasury shares are not required for
production of the company's products.

The Positive Outlook on Uralkali reflects gross debt reduction,
improved leverage metrics and Fitch's expectations of a more
conservative financial policy. Fitch expects the funds from
operations (FFO) net leverage to remain at about 3.5x levels over
the rating horizon vs. 4.4x achieved in 2017. The rating also
incorporates Uralkali's strong business profile with global
leadership in potash output and Fitch-adjusted EBITDA margins of
about 50% through the cycle.

KEY RATING DRIVERS

Notes Assessed with Average Recovery Prospects: Fitch generally
would consider notching down a debt instrument if prior ranking
debt reaches 2x-2.5x EBITDA. Prior ranking debt represents
financial obligations that are secured against assets required for
day-to-day operations, including inventories, receivables and real
assets such as PP&E and mining resources. Considering the current
capital structure and Fitch's expectations of a new, more
conservative financial policy, Fitch has assessed that prior
ranking debt should remain below the 2.0x-2.5x threshold over the
rating horizon. As a result, Fitch has aligned the notes' senior
unsecured rating with Uralkali's Long-Term IDR.

Debt Reduction Supports Outlook: Fitch-adjusted gross debt
decreased to USD5.4 billion at end-June 2019 from USD7.0 billion
between end-2016 and end-1H18. Fitch assumes dividend distributions
may resume in the next two years if the group completes its
reorganisation and cancels quasi-treasury shares (about 56.8%) held
by its subsidiary, Uralkali-Technology. In the meantime, Fitch
expects the group to continue to provide shareholder loans instead
of dividends. The loan balance is currently about USD500 million
and Fitch assumes that the balance will further increase in
2H19-2021.

Fitch also assumes that Uralkali will balance shareholder
distributions against investment needs to maintain a more
conservative financial policy. This ultimately translates into a
FFO adjusted net leverage at about 3.5x over the rating horizon.

Uncertain Market Conditions: 1H19 prices achieved a
higher-than-expected level. However, signs of weakening demand have
emerged, coupled with expected supply capacity increase in the CIS.
Furthermore, although not its base case, higher potash prices may
encourage Canadian producers to restart idled plants and add new
capacity. Fitch expects the combination of these factors to limit
price gains in the medium term. However, production curtailments
have been announced by a majority of potash producers to protect
prices in the near term.

Capex Deferrals Offer Flexibility: Fitch assumes that Uralkali is
able to mitigate long-term pricing pressure through delaying a
portion of its expansionary capex. There have been a number of
deferrals in potash expansion projects across the industry in the
past, including BHP Group Plc's (A/Stable) Jansen and PJSC Acron's
(BB-/Stable) Verkhnekamsk.

Emerging Markets and Industry Risks: Rating constraints include
Uralkali's exposure to the potash demand cycle, which combined with
the high contribution of developing markets to revenue higher
earnings volatility than for more diversified peers, in Fitch's
view. These markets present strong growth potential, but they also
tend to exhibit more erratic demand patterns than mature
agricultural regions. Operational risks are also higher in potash
mining than in production of other fertilisers, as water-soluble
salt deposits are susceptible to flooding as evidenced by the
issues at different potash mines across the world, including
Uralkali's Solikamsk 2 mine incident in 2014.

DERIVATION SUMMARY

Uralkali's strong business profile is underpinned by a leading cost
position amid its potash peers supporting adjusted EBITDA margins
of about 50% and positive FCF generation through the cycle. Its
closest Fitch-rated EMEA fertiliser peers include PJSC PhosAgro
(BBB-/Stable) and OCP S.A. (BBB-/Stable), all with low-cost mining
operations and strong global market outreach.

Uralkali's leverage has been driven by significant share buybacks
over the past years, although there has been stricter financial
discipline in recent years. This is unlike its leveraged peers,
which have accumulated debt due to intensive capex.

Fitch has also relaxed Uralkali's positive sensitivity of FFO
adjusted net leverage to 3.5x from 3.0x to align it with those of
other Fitch-rated fertiliser peers.

Fitch has taken into consideration that Uralkali generates strong
free cash flow before distributions and management has ample
headroom to steer the financial profile. Given its expectations of
a more conservative financial policy, Fitch believes transactions
pursued by shareholders with a material effect on leverage are in
the past. This lead Fitch to relax the positive rating sensitivity
of FFO adjusted net leverage to 3.5x from 3.0x previously.

No parent/subsidiary linkage or Country Ceiling constraint were in
effect for these ratings.

KEY ASSUMPTIONS

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

Fitch Price Deck for Potash FOB Vancouver: USD260/ton in 2019,
followed by progressive price declines to USD240/ton in 2020,
USD230/ton in 2021 and USD220/ton in 2022

RUB/USD at 66 in 2019; 67 in 2021 and 2022; 68 in 2023

Capex at about 16% of capital intensity over 2019-2022

Shareholder distributions (dividend pay-outs or share buybacks) may
resume from 2021, rising from USD250 million to about USD400
million over 2021-2022

Cash outflows of USD103 million in 2019; 150 million in 2020 and
200 million in 2021 for the loan issued by Uralkali to its
shareholder and/or their affiliates.

RATING SENSITIVITIES

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

Positive FCF coupled with FFO adjusted net leverage sustainably
about or below 3.5x.

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

Further market pressure or an aggressive financial policy resulting
in sustained leverage pressure with FFO adjusted net leverage
expected to be significantly above 4x.

Aggressive shareholder actions that are detrimental to Uralkali's
credit profile, indicating weaker corporate governance.

LIQUIDITY AND DEBT STRUCTURE

Liquidity Adequate: As at end-June 2019, Uralkali had USD0.4
billion cash vs. USD1.7 billion of short-term debt. Additionally,
the group has USD3.9 billion committed undrawn credit lines with
Sberbank, which could be gradually drawn from November 23, 2019.
Liquidity is also supported by positive free cash flow generation.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - 6x multiple applied to rental expenses of USD3 million and
added to end-2018 debt.

  - USD151 million of trade receivables sold in 2018 were added
back to end-2018 current assets and to liabilities as secured
debt.

  - Net balance of USD99 million of derivatives reclassified as
debt at end-2018.



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

ALPHA AB: Fitch Affirms B LT Issuer Default Rating, Outlook Stable
------------------------------------------------------------------
Fitch Ratings affirmed European belt manufacturer Alpha AB Bidco
BV's Long-Term Issuer Default Rating at 'B' with a Stable Outlook
and the senior secured rating on its EUR830 million seven-year
senior secured covenant-lite Term Loan B at 'B+'/'RR3'/51-70%.

The affirmation reflects an operating performance in line with
Fitch's expectations for the first year as a combined entity
following the merger of Ammeral Beltech and Megadyne SpA in 2018.
This includes Alpha AB Bidco's leading market positions as a global
manufacturer of conveyor and power transmission belts with
favourable growth prospects, organically and through bolt-on
acquisitions, as well as profitability and cash flow generation
above the rating.

The rating also reflects the aggressive leverage. Although the
solid cash flow generation enables deleveraging during the forecast
period, it is limited by the group's acquisitive strategy and
constrains the rating to the 'B' category.

KEY RATING DRIVERS

Continued High Leverage: The 2018 merger resulted in a highly
leveraged capital structure with funds from operations (FFO)
adjusted leverage of 8.5x at transaction closing in September, a
clear constraining factor for the rating. Fitch's forecast
indicates limited deleveraging in the short to medium term, behind
its prior assumptions, as the group has adopted a higher
acquisition activity than Fitch previously expected. Although Fitch
expects larger future acquisitions to be partly equity financed, a
continued high appetite for acquisitions, with deviations from the
expected deleveraging or with margin dilution as a result, may lead
to negative rating action.

Solid Business Profile: Alpha AB Bidco's business profile is
supported by market-leading positions in a niche market in Europe
enabled by its diverse product portfolio, geographic footprint and
broad customer base. The exposure to a high number of end-markets,
of which the non-cyclical food manufacturing is the largest, adds
stability through the economic cycle. The group is also partly
exposed to cyclical end-markets, such as industrial processes, and
the current slowdown in industrial demand has put some pressure on
group organic growth during the first three quarters of 2019.

Supportive Product Demand: Industrialisation in many sectors
requires more automation, so growth prospects are positive across
various geographies. Fitch expects growth to come from increasing
application and installation of belt products to support the rise
of automation in industrial processes, and greater precision and
efficiency requirements from original equipment manufacturers. The
replacement cycle for belts of up to two years drives the group's
strong aftermarket activity with about 70% of revenue generated
from replacement and upgrading of belts. Fitch believes that Alpha
AB Bidco's ability to cross sell products from Ammeral Beltech and
Megadyne and retain customers through efficient replacement should
support earnings resilience over the rating horizon.

Fragmented Market Drives Acquisitions: The manufacturing market for
belts is very fragmented and outside the top five to six players in
the industry, the majority of the sector is still covered by small
local belt manufacturers, which is a driver for industry
consolidation. Alpha AB Bidco has leading positions in Europe, but
its presence in the Americas and APAC is modest and Fitch believes
that investments for organic growth will be combined with bolt-on
acquisitions to strengthen the market position. Fitch views merger
risks as moderate due to the group's lack of integration track
record and the risk for margin dilution and higher leverage in the
short term.

Resilient Free Cash Flow: Alpha AB Bidco has a stable, profitable
and cash-generative financial profile, supported by the capex-light
nature of the business (which represents less than 4% of sales). In
2019, Fitch expects the free cash flow (FCF) margin to be pressured
by one-off costs related to the previous year's transaction, albeit
remaining positive. However Fitch forecasts this metric will
recover to above 5% in 2020 and onwards, which would be stronger
than the rating, given no expected dividend payments and continued
low capex. Fitch views a good FCF margin as critical for the
ratings, given the company's high leverage.

Average Recovery: Fitch expects average recoveries for Alpha AB
Bidco's senior secured debt, driven by the group's strong operating
profitability. Its recovery is based on an estimated post-distress
EBITDA of around EUR108 million and Fitch also applies 5.0x
distress enterprise value/EBITDA multiple and deduct a 10%
administrative charge. These assumptions result in a recovery rate
for the senior secured rating within the 'RR3' range to generate a
one-notch uplift to the debt rating from the IDR. The waterfall
analysis output percentage on current metrics and assumptions was
52%.

DERIVATION SUMMARY

Alpha AB Bidco has market-leading positions within the niche belt
manufacturing segment supported by its diverse product portfolio,
geographical footprint and broad customer base. Although the
group's direct competitors are larger and more diversified
manufacturers, Fitch views that their belting segment is smaller or
equal to the production capacities within Alpha AB Bidco. On the
belt segment, the group faces direct competitors like Forbo,
Rexnord Corporation and Gates. Although these peers are bigger and
more diversified, Alpha AB Bidco generates EBITDA and FCF margins
in line with them albeit with substantially higher leverage that is
consistent with a weak 'B' category rating.

Alpha AB Bidco is also much smaller and has far more leverage than
investment-grade rated US industrial conglomerates, such as Xylem
Inc., The Timken Company and Flowserve Corporation.

KEY ASSUMPTIONS

  - Revenue increase by a CAGR of 4.2% (2019-2023) on the back of
strong demand from returning customers, potential cross selling of
products as well as bolt-on acquisitions adding incremental sales

  - EBITDA margin is forecasted to improve from 18.5% in 2019 to
20.5% in 2023 driven mainly by cost synergies, efficiency
improvements and revenue growth

  - Cost synergies of EUR28 million to be implemented until end-21

  - Capex of 3.5% of sales throughout the rating horizon

  - Working capital outflow equivalent to 1% of sales

  - Higher than expected acquisition spend in 2019, thereafter
about EUR20 million annually for bolt-on acquisitions

  - No dividend payments

RATING SENSITIVITIES

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

  - FFO gross leverage below 5.0x on a sustained basis

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

  - FCF above 5% on a sustained basis

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

  - FFO gross leverage greater than 7.0x on a sustained basis

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

  - EBITDA margin below 15% on a sustained basis

  - Neutral to negative FCF on a sustained basis

  - Acquisition activity increasing the group's risk profile of the
group

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: As of end-18, Alpha AB Bidco BV had a Fitch
adjusted cash balance of EUR71.6 million (EUR19 million of
restricted cash) along with access to an undrawn revolving credit
facility (RCF) of EUR150 million, which will be sufficient to cover
any working capital swings, capex outflows or small add-on
acquisitions. There are no debt maturities until 2024 and Fitch
expects a positive FCF margin of low to mid-single digits to
support the liquidity further from 2020, partly eroded by expected
bolt-on acquisitions.

Debt Structure: Alpha AB Bidco BV's debt comprises a seven-year
senior secured covenant-lite EUR830 million TLB with maturity in
2024 and an eight-year USD186 million second-lien facility with
maturity in 2025. The company also has a EUR150 million RCF
maturing at the beginning of 2024 as well as local debt of EUR38
million (end-September 2019) with various group entities. The
refinancing risk is deemed moderate although with somewhat
concentrated maturity.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 - ESG issues are credit
neutral or have only a minimal credit impact on the entity, either
due to their nature or the way in which they are being managed by
the entity.

JUBILEE CLO 2019-XXIII: Fitch Assigns B(EXP) Rating on Cl. F Debt
-----------------------------------------------------------------
Fitch Ratings assigned Jubilee CLO 2019-XXIII B.V. expected
ratings.

The assignment of final ratings is contingent on the receipt of
final documentation conforming to information already received

RATING ACTIONS

JUBILEE CLO 2019-XXIII B.V.

Class A; LT AAA(EXP)sf;  Expected Rating

Class B; LT AA(EXP)sf;   Expected Rating

Class C; LT A(EXP)sf;    Expected Rating

Class D; LT BBB-(EXP)sf; Expected Rating

Class E; LT BB(EXP)sf;   Expected Rating

Class F; LT B(EXP)sf;    Expected Rating

Sub.;    LT NR(EXP)sf;   Expected Rating

TRANSACTION SUMMARY

Jubilee CLO XXIII B.V. is a securitisation of mainly senior secured
loans (at least 90%) with a component of senior unsecured,
mezzanine and second-lien loans. Note proceeds will be used to fund
a portfolio with a target par of EUR400 million. The portfolio is
actively managed by Alcentra Limited. The collateralised loan
obligation has a 4.6-year reinvestment period and an 8.5-year
weighted average life (WAL).

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors to be in the
'B'/'B-' category. The Fitch weighted average rating factor (WARF)
of the identified portfolio is 34.5 (assuming unrated names at CCC)
while the indicative covenanted maximum Fitch WARF is 34.5.

High Recovery Expectations

At least 90% of the portfolio will comprise senior secured
obligations. Fitch views the recovery prospects for these assets as
more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch weighted average recovery rate (WARR) of the
identified portfolio is 65.0%, while the indicative covenanted
minimum Fitch WARR is 64.0%.

Diversified Asset Portfolio

The transaction will include several Fitch test matrices
corresponding to two top 10 obligors concentration limit. The
manager can interpolate within and between two matrices. The
transaction also includes various concentration limits, including
the maximum exposure to the three largest (Fitch-defined)
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management

The transaction has a 4.6-year reinvestment period and includes
reinvestment criteria similar to those of other European
transactions. Fitch analysis is based on a stressed-case portfolio
with the aim of testing the robustness of the transaction structure
against its covenants and portfolio guidelines.

RATING SENSITIVITIES

A 125% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to three notches for the rated
notes. A 25% reduction in recovery rates would lead to a downgrade
of up to five notches for the rated notes.



===========
P O L A N D
===========

ZAKLADY MIESNE: Dec. 2 Deadline Set to Decide on Restructuring
--------------------------------------------------------------
Reuters reports that Zaklady Miesne Henryk Kania SA said on Nov. 13
the District Court in Katowice has set a Dec. 2 deadline for the
council of creditors to adopt resolution on the company's Sept. 11
motion for discontinuation of restructuring proceedings.

As reported by the Troubled Company Reporter-Europe on Nov. 5,
2019, Reuters related that Zaklady Miesne Henryk Kania said on Oct.
31 its court-appointed administrator filed a letter with the
district court in Katowice informing of his withdrawal from
preparing a restructuring plan and list of claims for the company.
According to Reuters, the court-appointed administrator said
concluding and executing an accelerated arrangement under
restructuring proceedings seems impossible due to difficulties in
taking over management over the company and taking possession of
the company's documentation by the police and the state treasury
administration.

Zaklady Miesne Henryk Kania SA (formerly IZNS Ilawa SA) is a
Poland-based company engaged in food processing.



===============
P O R T U G A L
===============

CAIXA GERAL: Fitch Assigns BB+(EXP) on Sr. Non-Preferred Notes
--------------------------------------------------------------
Fitch Ratings assigned Caixa Geral de Depositos, S.A.'s
(BB+/Stable) planned issue of senior non-preferred notes a
'BB+(EXP)' expected long term rating. The notes will be issued
under the bank's existing EUR15 billion euro medium-term note
programme.

The assignment of a final rating to the notes is contingent on the
receipt of final documents conforming to the information already
received on CGD's expected senior non-preferred instrument. The
introduction of this new debt class does not affect CGD's 'BB+'/'B'
senior preferred ratings.

KEY RATING DRIVERS

CGD's senior non-preferred debt is rated in line with the bank's
Long-Term Issuer Default Rating (IDR). Fitch views the probability
of default on senior non-preferred debt as the same as the
probability of default of the bank. Under its criteria, Fitch
requires a high burden of proof to notch senior debt up or down
from a bank's IDR, based on recovery prospects. This is because the
structure of a bank's balance sheet is likely to be very different
at the point of failure.

Senior non-preferred debt constitutes a new senior debt class under
Portuguese law. It was introduced on March 14, 2019 when the
amendment to the Portuguese Liquidation Act (199/2006 Decree Law)
implementing EU Directive 2017/2399 into Portuguese law came into
force. In accordance with the new Article 8-A of the Decree Law, in
insolvency, senior non-preferred obligations rank junior to other
senior claims and senior to any junior claims.

Fitch believes the difference in default risk between senior
preferred and senior non-preferred debt will initially be very
small until the bank has larger buffers of senior non-preferred and
junior debt. Over time, a build-up of the senior non-preferred debt
layer in combination with CGD's qualifying junior debt (QJD) could
result in a level of protection for senior preferred notes
warranting a long-term rating one notch higher than the bank's
Long-Term IDR and senior non-preferred debt ratings.

For senior preferred debt to achieve a one-notch uplift, the buffer
of QJD and senior non-preferred debt would need to sustainably
exceed its estimate of a 'recapitalisation amount'. This amount is
likely to be around or above the bank's minimum pillar 1 total
capital requirement. Fitch estimates that CGD's QJD buffer was
below 3% of the group's resolution perimeter risk-weighted assets
(RWA) at end-June 2019. CGD is a multiple point-of-entry (MPE)
resolution group. The resolution perimeter will include CGD (parent
company), its EU based branches and subsidiaries as well as Macau.

Fitch applies a one-notch uplift to senior preferred ratings only
if the debt buffer is sustainable. CGD will be subject to
regulatory requirements (minimum requirement for own funds and
eligible liabilities - MREL), and the Single Resolution Board has
set CGD's MREL requirement at 24.65% of risk-weighted assets (RWA)
based on end-2017 data, to be met by early 2023. In the short term,
however, uncertainty arises from the volume of the senior
non-preferred debt to be issued and potential RWA changes.

RATING SENSITIVITIES

The long-term rating of senior non-preferred debt is primarily
sensitive to changes in CGD's Long-Term IDR.

ESG CONSIDERATIONS

The highest level of ESG credit relevance for CGD is a score of 3.
This means ESG issues are credit-neutral or have only a minimum
credit impact on the entity, either due to their nature or to the
way in which they are being managed by the entity.

CAIXA GERAL: Moody's Assigns (P)Ba2 on Sr. Non-Preferred Term Note
------------------------------------------------------------------
Moody's Investors Service assigned a (P)Ba2 rating to the senior
non-preferred medium term note programme of Caixa Geral de
Depositos, S.A. and its branch Caixa Geral de Depositos, S.A.
(Paris).

The senior non-preferred notes, which are referred to as "junior
senior" unsecured notes by Moody's, may be issued under CGD's EUR15
billion Euro Medium Term Note Programme. As per the Portuguese
regulation the notes have to be explicitly designated as senior
unsecured non-preferred in the documentation. As such, in
resolution and insolvency, they would rank junior to other senior
obligations, including senior unsecured debt, and senior to
subordinated debt. They will have a minimum maturity at issuance of
one year.

RATINGS RATIONALE

The (P)Ba2 rating assigned to the junior senior unsecured debt
programme reflects (1) CGD's Adjusted Baseline Credit Assessment
(BCA) of ba1; (2) Moody's Advanced Loss Given Failure (LGF)
analysis, which indicates likely high loss severity for these
instruments in the event of the bank's failure, leading to a
position one notch below the bank's Adjusted BCA; and (3) Moody's
assumption of a low probability of government support for this new
instrument, resulting in no uplift.

CGD's LGF analysis takes into account the bank's funding plans to
comply with the European Union's (EU) Minimum Requirement for own
funds and Eligible Liabilities (MREL) requirements, which it
intends to fulfill by issuing a combination of senior preferred and
senior non-preferred debt instruments.

CGD is subject to the EU's Bank Recovery and Resolution Directive
(BRRD), which Moody's considers to be an Operational Resolution
Regime. Therefore, Moody's applies its Advanced LGF analysis to
determine the loss-given-failure of the junior senior notes. For
CGD, Moody's assumes residual tangible common equity of 3% and
losses post-failure of 8% of tangible banking assets, in keeping
with Moody's standard assumptions.

The issuance of junior senior securities by CGD follows the
publication of the Law 23/2019 on March 13, 2019, which modifies
the hierarchy of claims in an insolvency by introducing a new type
of debt within the senior debt class that ranks junior to other
senior debt instruments. To fall into the category of the
non-preferred, or "junior senior," debt class, the securities must
have an original maturity of one year or more, cannot have
derivative features, and the related issuance documents must
incorporate a contractual subordination clause.

Given that the purpose of the junior senior notes is to provide
additional loss absorption and improve the ability of authorities
to resolve ailing banks, government support for these instruments
is unlikely, in Moody's view. The rating agency therefore
attributes a low probability of government support to CGD's junior
senior notes, which does not result in any further uplift to the
rating.

WHAT COULD CHANGE THE RATING UP/DOWN

Moody's advanced LGF analysis indicates that there is currently
little sensitivity of CGD's junior senior debt programme rating to
the issuance of junior senior debt or to further issuance of more
subordinated instruments such as Tier 2 and / or Additional Tier
1.

CGD's junior senior debt programme rating could be upgraded or
downgraded together with any upgrade or downgrade of the bank's
Adjusted BCA.

PRINCIPAL METHODOLOGY

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



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

MATADOR BIDCO: S&P Assigns 'BB-' LT ICR & Rates Term Loan B 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' long-term issuer credit
rating to Matador Bidco S.a r.l.; and its 'BB-' issue rating and
'3' recovery rating to Matador's $625 million term loan B.

S&P said, "We base our ratings on Matador's acquisition of 37% of
Spanish oil company Compania Espanola de Petroleos, S.A.U. (CEPSA)
in October 2019. The company has no other assets. We rate Matador
using our noncontrolling equity interest (NCEI) criteria, which we
use to rate debt instruments issued by entities that own shares in
one or more other entities.

"Against this criteria, our 'BB-' issuer credit rating on the
company is two notches below our 'bb+' stand-alone credit profile
on CEPSA. The notching differential reflects the structural
subordination of the distributions Matador receives from CEPSA,
which it does not fully control. It also reflects differences
between Matador's and CEPSA's cash flow stability, corporate
governance and financial policy, and financial ratios, as well as
Matador's ability to liquidate its investments."

Cash flow stability

S&P said, "We assess Matador's cash flow stability as positive
because we expect CEPSA's dividends will be relatively stable
through the oil and gas cycle and will increase. Further supporting
this assessment are CEPSA's long track record of distributing
dividends, the resilience of its cash flow generation in times of
low oil prices, and the diversity of its activities. We also factor
in CEPSA's dividends coverage of close to 4x. We consider this
relatively robust, allowing for a substantial drop in CEPSA's
EBITDA before dividends would need to be cut. We also view the
absence of covenants or restrictions to distribute upstream
dividends at CEPSA as positive."

Corporate governance and financial policy

S&P said, "We assess Matador's corporate governance and financial
policy as positive. Carlyle, via Matador, shares control of CEPSA
with Abu Dhabi-based Mubadala Investment Co. Following the
transaction, Matador will hold 37% of CEPSA. It has some influence
on most key decisions, including those related to yearly dividend
payments. Any changes to financial and dividend policies requires
approval of both shareholders, although Carlyle has only minority
representation to CEPSA's board. Furthermore, if shareholders do
not agree on a dividend amount in a given year, the basis would be
the dividend distributed in 2018 (EUR351 million). We estimate that
the dividend payout at CEPSA will be about EUR400 million on
average over the next few years, which provides ample headroom to
serve the debt obligation of EUR40 million-EUR45 million a year
(including interest payments and amortization). There is a debt
service reserve account of EUR40 million at funding, and CEPSA has
paid at least EUR200 million in dividends each year since 2001,
both of which we consider favorable."

Financial ratios

S&P said, "We assess Matador's financial ratios as neutral for the
rating. This is because we project interest coverage will be about
4.0x and debt-to-EBITDA (debt divided by dividends received minus
operating and administrative expenses) will be 3.0x-3.5x during
2019-2021. In 2019, we expect debt leverage will be about 4x, as a
result of increased dividend and debt repayment from the mandatory
amortization and the excess cash flow sweep. We project Matador
will receive about EUR110 million in dividends in the first year
following the transactions, and mandatory debt service of about $45
million (principal and interest) for a debt service coverage ratio
of about 3.7x.

"We assess Matador's ability to liquidate investments as negative.
This is because Matador is privately held, and it could be
difficult to ascertain the future asset value relative to debt with
certainty.

"The sum of these assessments would reflect a three-notch
differential from our 'bb+' stand-alone credit profile on CEPSA.
However, we then apply one notch of uplift because we believe that
Matador will have more control over dividends compared with peers
in other similarly structured transactions. As a result, the final
rating is 'BB-'.

"The stable outlook on Matador reflects our expectation that the
company will maintain adequate liquidity and receive a steady
distribution stream from CEPSA. We expect Matador's debt leverage
will be about 4x in 2019 because of increased dividends and a cash
flow sweep.

"We could lower the ratings if CEPSA's dividend distribution rate
decreased to a level that kept Matador's interest coverage ratio
below 3x. We could also lower the ratings if Matador's debt-to-
EBITDA rose above 5x over a prolonged period."



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

BRITISH STEEL: Jingye's GBP50-Mil. Rescue Deal Raises Doubts
------------------------------------------------------------
Peggy Hollinger, Nikou Asgari, Jim Pickard, Chris Tighe and
Christian Shepherd at The Financial Times report that a Chinese
conglomerate's rescue plan for Britain's second-biggest steelmaker
has been met by doubts from unions and industry insiders who
question the buyer's motives and business logic.

Jingye Group, a privately owned Chinese group whose interests span
hotels, property, tourism and chemicals alongside steelmaking,
agreed to buy British Steel from the UK's Insolvency Service, the
FT relates.

The deal -- at a price of just GBP50 million, according to people
briefed on the negotiations -- could save up to 4,000 jobs and has
sparked hopes of a revival for the vast Scunthorpe steel plant in
Lincolnshire, one of the UK's two remaining blast furnace works,
the FT notes.

Before the acquisition the Chinese company had said it was not
buying British Steel simply to sell it again at a profit, but was
in it for the long haul, pledging to cut costs and ramp up
production from 2.5m tonnes per year to more than 3m, according to
a presentation by the group seen by the Financial Times.

However, industry experts have questioned whether Jingye can turn
the steelmaker round when so many others have failed, the FT
states.  Over the past 20 years British Steel has been merged or
sold three times, and finally collapsed in May when Brexit
uncertainty led to a slump in customer orders and a cash crisis
over carbon credit obligations, the FT recounts.

Paul Warren, Teesside-based national organizer for the Community
steel union, as cited by the FT, said he feared Jingye could use
the deal to gain industry knowhow and then abandon the company,
taking the newly acquired technologies back to China.

Li Xinchuang, head of China Metallurgical Industry Planning and
Research Institute, a government consultancy, said that fears
Jingye would transfer technology from British Steel back to China
were "groundless", as the country already had a large number of
advanced manufacturers selling similar products, the FT relates.

People close to the process said they expected the bidder to apply
for government money towards making the plants more environmentally
friendly and for the training of staff, according to the FT.

Gareth Stace, director of UK steel, an industry lobby group, said
Jingye faced a daunting task to return British Steel to profit --
although that was one faced by all steelmakers at this stage in the
cycle, the FT notes.

                       About British Steel

British Steel Limited is a long steel products business founded in
2016 with assets acquired from Tata Steel Europe by Greybull
Capital.  The primary steel production site is Scunthorpe
Steelworks, with rolling facilities at Skinningrove Steelworks,
Teesside and Hayange, France.

British Steel has about 5,000 employees.  There are 3,000 at
Scunthorpe, with another 800 on Teesside and in north-eastern
England.  The rest are in France, the Netherlands and various sales
offices round the world.

British Steel was placed in compulsory liquidation on May 22, 2019.
The liquidation came after the Company failed to obtain an
emergency state loan of about GBP30 million.

The Government's Official Receiver has taken control of the company
as part of the liquidation process.  Accountancy firm EY has been
named Special Manager in the case, and will be assisting the
Receiver.

LONDON CAPITAL: Investors Likely to Recoup Cash Before Christmas
----------------------------------------------------------------
Rachel Millard at The Telegraph reports that thousands of investors
who ploughed their nest eggs into bust savings company London
Capital and Finance are in line to recoup some cash -- possibly
before Christmas.

Administrators to LCF are preparing to pay back 5% of customers'
money in the first dividend since the business collapsed, according
to a letter seen by The Telegraph.

The dividend will mark the first payback to investors since LCF
went bust in March owing about GBP263 million to 11,500 investors
around the country in one of the biggest scandals in City history,
triggering an investigation by the Serious Fraud Office, The
Telegraph notes.  

It comes after an oil and gas explorer that borrowed money from LCF
struck up a deal with Warren Buffett's investment firm Berkshire
Hathaway, strengthening its finances, The Telegraph states.

According to The Telegraph, LCF's administrators at Smith and
Williamson have said investors could ultimately get up to 20% of
their cash back.  The timing of the planned dividend payment is
uncertain, but it is understood it could be made before Christmas,
The Telegraph discloses.

It comes as one of the men being investigated over LCF's collapse,
Simon Hume-Kendall, takes administrators to court in an effort to
block their access to certain documents, The Telegraph relays.

LCF raised cash by selling so-called mini-bonds to ordinary
investors before lending the money onto a string of firms, The
Telegraph states.

Administrators claim money was funnelled into "highly suspicious"
holiday developments in the Dominican Republic, high-end
showjumping stables and even used to buy a helicopter, The
Telegraph notes.

Other borrowers included London Oil and Gas (LOG), which loaned
almost GBP40 million forward to the AIM-listed North Sea explorer
Independent Oil and Gas (IOG), The Telegraph says.

According to The Telegraph, administrators to LOG have been given a
GBP17.1 million repayment by IOG, which in July struck up a deal
with Berkshire Hathaway's CalEnergy Resources to help it develop
its North Sea gas project.

Separately Mr. Hume-Kendall, who was chairman of LOG, is understood
to be seeking an injunction to prevent LOG administrators from
reviewing certain confidential or privileged information connected
to the case, The Telegraph states.  

The 66-year-old Tory donor and his wife Helen are believed to have
filed a case in the High Court against the individual LOG
administrators -- three at Smith and Williamson and one at CMB
Partners, The Telegraph relates.

A hearing was due to take place on Nov. 13 at the Royal Courts of
Justice, The Telegraph discloses.

MANSARD MORTGAGES 2007-2: S&P Raises B2a Notes Rating to BB+
------------------------------------------------------------
S&P Global Ratings raised its credit ratings on seven classes and
affirmed its ratings on nine classes from Mansard Mortgages U.K.
RMBS transactions.

S&P said, "The rating actions follow the implementation of our
revised assumptions for assessing pools of residential loans. They
also reflect our full analysis of the most recent transaction
information that we have received and the transactions' current
structural features.

"Upon revising our assumptions for rating U.K. RMBS transactions,
we placed our ratings on all of Mansard Mortgages 2006-1, Mansard
Mortgages 2007-1, and Mansard Mortgages 2007-2 classes of notes
under criteria observation. Following our review of the
transactions' performance, the application of our counterparty
criteria, and our assumptions for rating U.K. RMBS transactions,
our ratings on these notes are no longer under criteria
observation.

"Danske Bank A/S is the guaranteed investment contract (GIC)
account provider for Mansard Mortgages 2006-1 and 2007-1. Under our
counterparty criteria, our ratings on these notes are capped at our
'A' long-term issuer credit rating (ICR) on Danske Bank following
its loss of an 'A-1' short-term rating and failure to take remedy
action. In Mansard Mortgages 2007-2, our ratings are also capped at
our 'A' long-term issuer credit rating on Barclays Bank PLC as the
GIC contract account provider and collection account provider,
following its loss of an 'A-1' short-term rating and failure to
take remedy action.

"JP Morgan Chase Bank, N.A. provides the basis risk swap contract
to Mansard Mortgages 2007-2, which was not in line with our
previous counterparty criteria. Under our revised criteria, our
collateral assessment is weak, and considering the downgrade
language in the swap documents and the current resolution
counterparty rating (RCR) on JP Morgan Chase Bank, the maximum
supported rating on the notes is 'A+ (sf)', which is the RCR. As
mentioned above, the ratings on all notes are capped at a lower
level because of the GIC provider.

"After applying our updated U.K. RMBS criteria assumptions, the
overall effect in our credit analysis results in a decrease in the
weighted-average foreclosure frequency (WAFF) at higher rating
levels. This is mainly due to the decrease in the loan-to-value
(LTV) ratio we used for our foreclosure frequency analysis, which
now reflects 80% of the original LTV ratio and 20% of the current
LTV ratio, among other factors. The WAFF has increased at lower
rating levels following our updated arrears analysis in which the
arrears adjustment factor is now the same at all rating levels. Our
weighted-average loss severity (WALS) assumptions have decreased at
all rating levels due to the revised jumbo valuation thresholds and
the introduction of a separate Greater London category, in addition
to higher U.K. property prices, which triggered a lower
weighted-average current loan-to-value (LTV) ratio.

"The overall effect from our credit analysis results is a decrease
in the required credit coverage for all rating levels."

  Mansard 2006-1
  Rating level   WAFF (%)   WALS (%)
  AAA            35.09      41.28
  AA             27.64      32.24
  A              23.47      17.06
  BBB            18.75      8.56
  BB             13.66      5.04
  B              12.39      2.32

  Mansard 2007-1
  Rating level   WAFF (%)   WALS (%)
  AAA            31.12      42.14
  AA             23.57      33.06
  A              19.45      18.01
  BBB            15.05      9.58
  BB             10.54      5.89
  B              9.42       3.50

  Mansard 2007-2
  Rating level   WAFF (%)   WALS (%)
  AAA            33.07      48.02
  AA             25.12      40.36
  A              20.73      27.18
  BBB            16.04      19.15
  BB             11.16      13.62
  B              9.94       9.61

Available credit enhancement in these transactions has increased
modestly since S&P's previous reviews, due to the pro rata priority
of payments and the non-amortizing reserve funds.

The liquidity facilities are non-amortizing. They were drawn to
cash in series 2006-1 and 2007-1 upon the liquidity facility
provider's (Danske Bank) loss of the required rating in 2009.

S&P said, "In our opinion, the performance of the loans in the
three collateral pools have slightly improved since our previous
full reviews (see "Related Research"). Since then, total assumed
delinquencies have decreased to 16.02% from 19.89% in 2006-1,
decreased to 14.36% from 16.36% in 2007-1, and decreased to 8.87%
from 9.51% in 2007-2. The cumulative prepayments are 9.88%, 5.73%
and 9.48% for series 2006-1, 2007-1, and 2007-2 respectively.

"Following the application of our revised criteria, we have
determined that our assigned ratings on these transactions' classes
of notes should be the lower of (i) the rating as capped by our
counterparty criteria, or (ii) the rating that the class of notes
can attain under our U.K. RMBS criteria.

"Our credit and cash flow results for series 2006-1's class A2a,
M1a, and M2a, and series 2007-1's class A2a, M1a, and M2a, and
series 2007-2's class A1a, A2a, M1a, and M2a notes indicate that
these notes could withstand our stresses at higher rating levels
than those assigned. However, the ratings are capped at our 'A'
long-term ICR on the respective GIC account providers. We have
therefore affirmed our 'A (sf)' ratings on series 2006-1's class
A2a and M1a notes, series 2007-1's class A2a and M1a notes, and
series 2007-2's class A1a, A2a, M1a, and M2a notes. We have raised
our ratings to 'A (sf)' on series 2006-1 and series 2007-1's class
M2a notes.

"Under our credit and cash flow analysis, series 2006-1's class B1a
notes; series 2007-1's class B1a and B2a notes; and series 2007-2's
class B1a and B2a notes could withstand our stresses at higher
rating levels than those assigned. However, the ratings were
constrained by additional factors that we considered. First, we
factored into our rating actions the sensitivity of all these
classes to pro rata payments and their sensitivity to tail-end risk
due to any potential increase in defaults from the high level of
exposure to interest-only loans and high arrears. In addition, we
considered these classes' relative position in the capital
structure and the significantly lower credit enhancement for the
subordinated classes compared with that of the senior notes.

"We have therefore raised our ratings on series 2006-1, series
2007-1 and series 2007-2's class B1a notes, and series 2006-1 and
series 2007-2's class B2a notes.

"We have also affirmed our 'B (sf)' rating on series 2006-1's class
B2a notes. In our cash flow analysis, these notes did not pass our
'B' rating level cash flow stresses in one of our cash flow
scenarios, in particular when we modeled high prepayment rates,
lowering interest rates, and slow defaults. Therefore, we applied
our 'CCC' ratings criteria to assess if either a 'B' rating or a
rating in the 'CCC' category would be appropriate (see "Related
Criteria"). 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 to pay timely interest and ultimate principal.
Furthermore, the increased credit enhancement and lower credit
coverage assumption at the 'B' level have resulted in improved cash
flow results since our last review. We therefore believe that the
class B2a 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."

Mansard Mortgages series 2006-1 was issued in October 2006, series
2007-1 in March 2007, and series 2007-2 in December 2007.

  Ratings List

  Series    Class   Rating to   Rating from

  Ratings Raised   
  2006-1    M2a     A (sf)      BBB (sf)
  2006-1    B1a     BBB+ (sf)   BB (sf)
  2007-1    M2a     A (sf)      BBB (sf)
  2007-1    B1a     BBB (sf)    BB (sf)
  2007-1    B2a     BB (sf)     B (sf)
  2007-2    B1a     BBB+ (sf)   BBB (sf)
  2007-2    B2a     BB+ (sf)    BB (sf)

  Ratings Affirmed   
  2006-1    A2a     A (sf)      A (sf)
  2006-1    M1a     A (sf)      A (sf)
  2006-1    B2a     B (sf)      B(sf)
  2007-1    A2a     A (sf)      A (sf)
  2007-1    M1a     A (sf)      A (sf)
  2007-2    A1a     A (sf)      A (sf)
  2007-2    A2a     A (sf)      A (sf)
  2007-2    M1a     A (sf)      A (sf)
  2007-2    M2a     A (sf)      A (sf)

PIZZAEXPRESS LTD: Bond Investor Groups Oppose Debt Buyback Plan
---------------------------------------------------------------
Katie Linsell and Luca Casiraghi at Bloomberg News report that a
plan by the owner of PizzaExpress Ltd. to buy back almost half of
the company's GBP200 million of unsecured notes faces resistance
from at least two groups of bond investors, people familiar with
the matter said.

According to Bloomberg, Chinese private equity firm Hony Capital is
seeking to purchase as much as GBP80 million (US$103 million) of
the U.K. chain's bonds in a move that may precede talks for a
potential debt restructuring.

One of the two groups opposing the tender consists of investors who
own the notes in addition to default insurance, said the people who
asked not to be identified speaking about the trades, Bloomberg
notes.  The people, as cited by Bloomberg, said these so-called
basis traders stand to profit if the company defaults, triggering
payouts on insurance swaps.  They also hold at least GBP50 million,
or 25%, of the unsecured bonds, enough to have a say in forthcoming
debt talks, Bloomberg states.

The other group includes hedge fund Beach Point Capital Management
and is advised by law firm Paul Hastings, Bloomberg discloses.  The
people said these investors are likely to wait for better terms for
the notes, Bloomberg relays.

A national icon for many Britons, PizzaExpress has been caught up
in a broader malaise of rising costs and changing consumer habits
forcing many retailers and leisure companies to close sites and
seek protection from creditors, according to Bloomberg.  An
expansion in China has also added pressure on its finances,
Bloomberg notes.

The credit swaps prices signal a 68% probability of default within
one year, Bloomberg relays, citing ICE Data Services.  The latest
data from International Swaps & Derivatives Association show there
is about US$200 million of credit swaps outstanding on
PizzaExpress, Bloomberg notes.

PRAESIDIAD GROUP: S&P Cuts ICR to CCC+ on Pressured Profitability
-----------------------------------------------------------------
S&P Global Ratings lowered its ratings on Praesidiad Group Ltd.
(Praesidiad) to 'CCC+' from 'B-' and its issue ratings on the
EUR320 million senior secured term loan B to 'CCC+' from 'B-'. The
recovery rating is unchanged at '4'(rounded estimate 30%).

Praesidiad's capital structure is very highly leveraged and its
profitability and credit metrics are currently weak compared with
rated peers. S&P said, "We downgraded Praesidiad because it is
performing below our previous expectations. Both revenue and
adjusted EBITDA are significantly weaker than they were in 2018.
During the first half 2019, revenues fell to EUR172.2 million from
EUR215.8 million at full year 2018. In addition, reported EBITDA
for the same period was EUR14.3 million, down from EUR24.3 million
for the same period in 2018. We forecast that full-year EBITDA for
2019 will be about GBP28 million-GBP32 million and adjusted debt to
EBITDA about 12x-13x. We were previously expecting FOCF to be about
GBP15 million, but we now forecast this to be slightly negative for
2019."

The group's high security businesses (Hesco and Guardiar) have
performed particularly poorly because a contraction in U.S.
military activity has reduced volumes through 2019.   The Guardiar
business also suffered some delayed contract awards (mainly in the
U.S) and volumes in South Africa were low because weak economic
conditions and credit issues with key customers delayed certain
projects. Praesidiad also experienced lower-than-expected activity
in the Middle East. Betafence has experienced volume declines as a
result of weaker demand in the industrial mesh segment. Several of
its competitors that have lower cost manufacturing had cut prices.

Praesidiad saw an improvement in FOCF in the first half of 2019.
However, the shift to positive from negative FOCF was largely due
to one-off working capital improvements--the group received some
past due receivables from an emerging markets customer--and
improvements in inventory management. Unless management
successfully executes its turnaround plan, FOCF will likely be
negative in 2019 and 2020.

Low revenue visibility and currently depressed profitability
compare unfavourably to rated peers.  S&P views Praesidiad's
business risk profile as vulnerable and it is currently less
profitable than other capital goods companies. The company derives
60% of its revenue from baseline products, which it sees as more
commoditized. This exposes it to greater competitive pressures than
peers. In addition, it is difficult to predict demand, and thus
revenue, for much of Praesidiad's business, apart from a small
amount of base demand. The group's manufacturing footprint is
gradually shrinking, resulting in smaller scale than peers,
although this ties into management's efforts to restructure and
improve the business.

Praesidiad has a leading position in its niche.  Within the global
perimeter protection market, it has seen a 100% win rate on all
bids with the U.S. Department of Defense, although volumes are much
lower. Praesidiad is under new executive management. A new CEO took
control in April 2019 and a new chief financial officer started in
October 2019. Praesidiad's management and sponsor Carlyle are
undertaking a turnaround plan to lower costs and improve group
profitability.

S&P said, "We consider Praesidiad to be relatively immune to
potential disruption from a no-deal Brexit and the U.S.-China
tariff war.  Many capital goods companies are affected by
geopolitical risks such as a potential no-deal Brexit, or rising
trade tensions and tariffs. However, even though Praesidiad is
headquartered in the U.K. and GBP20 million of Hesco's revenues go
through U.K. facilities, which could expose it to foreign exchange
risk, we view the impact of a no-deal Brexit as relatively
minimal."

The negative outlook indicates that revenues and profitability
remain under pressure, and also reflects the group's weak cash
flows and very high leverage. Management's turnaround plans carry
execution risk and the recovery in volumes could be
slower-than-expected.

S&P said, "We could lower the rating in the next 12 months if we
saw significant material external execution risks to management's
turnaround plan or if volumes continue to decline, there are large
working capital outflows, or FOCF remains materially negative.
Specifically, we could lower the ratings if EBITDA does not improve
in line with our base case. Alternatively, if earnings saw a
protracted decline that would limit the company's ability to fully
draw its RCF due to covenant restrictions, it would limit
liquidity, which could also cause us to downgrade Praesidiad.

"We could revise the outlook to stable if the company improves cash
flow generation on a sustainable basis. This would include an
improvement in underlying earnings quality and FOCF that is close
to breakeven."

SMALL BUSINESS 2019-3: Moody's Rates GBP21MM Class D Notes '(P)Ba3'
-------------------------------------------------------------------
Moody's Investors Service assigned the following provisional
ratings to four classes of Notes to be issued by Small Business
Origination Loan Trust 2019-3 DAC:

GBP[132]M Class A Floating Rate Asset-Backed Notes due October
2028, Assigned (P)Aa3 (sf)

GBP[6]M Class B Floating Rate Asset-Backed Notes due October 2028,
Assigned (P)A3 (sf)

GBP[18]M Class C Floating Rate Asset-Backed Notes due October 2028,
Assigned (P)Baa3 (sf)

GBP[21]M Class D Floating Rate Asset-Backed Notes due October 2028,
Assigned (P)Ba3 (sf)

Moody's has not assigned ratings to GBP[13]M Class E Floating Rate
Asset-Backed Notes, GBP[10]M Class X Floating Rate Asset-Backed
Notes and GBP[10]M Class Z Variable Rate Asset-Backed Notes which
will also be issued by the Issuer.

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavour to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

SBOLT 2019-3 is a securitization backed by a static pool of small
business loans originated through Funding Circle Ltd's online
lending platform. The loans were granted to individual
entrepreneurs and small and medium-sized enterprises domiciled in
UK. Funding Circle will act as the Servicer and Collection Agent on
the loans and both Funding Circle and Glencar Investments XI DAC
will be the retention holders.

RATINGS RATIONALE

The ratings of the notes are primarily based on the analysis of the
credit quality of the underlying portfolio, the structural
integrity of the transaction, the roles of external counterparties
and the protection provided by credit enhancement.

In Moody's view, the strong credit positive features of this deal
include, among others:

(i) a static portfolio with a short weighted average life of around
2 years;

(ii) certain portfolio characteristics, such as:

a) high granularity with low single obligor concentrations (for
example, the top individual obligor and top 10 obligor exposures
are 0.3% and 2.7% respectively) and an effective number above
1,100;

b) the loans' monthly amortisation; and

c) the high yield of the loan portfolio, with a weighted average
interest rate of 9.8%.

(iii) the transaction's structural features, which include:

(a) a cash reserve funded at closing at 1.75% of the initial
portfolio balance, ramping to 2.75% of the initial portfolio
balance before amortising in line with the rated Notes; and

(b) a non-amortising liquidity reserve sized and funded at 0.25% of
the initial portfolio balance;

(c) an interest rate cap with a strike of 2% that provides
protection against increases on SONIA due on the rated Floating
Rate Asset-Backed Notes.

(iv) no set-off risk, as obligors do not have deposits or
derivative contracts with Funding Circle.

However, the transaction has several challenging features, such
as:

(i) the rapid growth of origination volumes during the 9-year
operating history of the Originator and Servicer, without any
experience of a significant economic downturn;

(ii) low seasoning of the loan portfolio, with a weighted average
seasoning of around 1 month; and

(iii) moderately high industry concentrations as around 37% of the
obligors belong to the top two sectors, namely Services: Business
(20%) and Construction & Building (17%) and the high exposure to
individual entrepreneurs and micro-SMEs (around 54% of the
portfolio); and

(iv) the loans are only collateralized by a personal guarantee, and
recoveries on defaulted loans often rely on the realization of this
personal guarantee via cashflows from subsequent business started
by the guarantor.

Key collateral assumptions:

Mean default rate: Moody's assumed a mean default rate of 11.75%
over a weighted average life of 2.1 years (equivalent to a B2 proxy
rating as per Moody's Idealized Default Rates). This assumption is
based on:

(i) the available historical vintage data;

(ii) the performance of the previous transactions backed by loans
originated by Funding Circle; and

(iii) the characteristics of the loan-by-loan portfolio
information.

Moody's took also into account the current economic environment and
its potential impact on the portfolio's future performance, as well
as industry outlooks or past observed cyclicality of
sector-specific delinquency and default rates.

Default rate volatility: Moody's assumed a coefficient of variation
of 48.5%, as a result of the analysis of the portfolio
concentrations in terms of single obligors and industry sectors.

Recovery rate: Moody's assumed a 25% stochastic mean recovery rate,
primarily based on the characteristics of the collateral-specific
loan-by-loan portfolio information, complemented by the available
historical vintage data.

Portfolio credit enhancement: the aforementioned assumptions
correspond to a portfolio credit enhancement of 44.5%.

As of July 31, 2019, the provisional loan portfolio of
approximately GBP 194.5 million was comprised of 2,238 loans to
2,236 borrowers. All loans accrue interest on a fixed rate basis.
The average remaining loan balance stood at GBP 86,894, with a
weighted average fixed rate of 9.84%, a weighted average remaining
term of 51.5 months and a weighted average seasoning of 0.9 months.
Geographically, the pool is concentrated mostly in the South East
(27.60%) and London (18.09%). Generally, the loans were taken out
by borrowers to fund the expansion or growth of their business and
each loan benefits from a personal guarantee from (typically) the
owner(s) of the business. Any loan more than 5 days in arrears or
defaulted as of the loan portfolio cut-off date will be excluded
from the final pool.

Key transaction structure features:

Cash Reserve Fund: The transaction benefits from a cash reserve
fund funded at closing at 1.75% of the initial portfolio balance,
ramping to 2.75% of the initial portfolio balance before amortising
in line with the rated Notes. The reserve fund provides both credit
and liquidity protection to the rated Notes.

Liquidity Reserve Fund: The transaction benefits from a separate,
non-amortising liquidity reserve fund sized and funded at 0.25% of
the initial portfolio balance. When required, funds can be drawn to
provide liquidity protection to the most senior rated Notes then
outstanding.

Counterparty risk analysis:

Funding Circle (NR) will act as Servicer of the loans and
Collection Agent for the Issuer. Link Financial Outsourcing Limited
(NR) will act as a warm Back-Up Servicer and Collection Agent.

All of the payments on loans in the securitised loan portfolio are
paid into a Collection Account held at Barclays Bank PLC (A2 /
P-1). There is a daily sweep of the funds held in the Collection
Account into the Issuer Account, which is held with Citibank, N.A.,
London Branch (Aa3 / P-1), with a transfer requirement if the
rating of the account bank falls below A2 / P-1.

Principal Methodology:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating SME Balance Sheet Securitizations" published in
July 2019.

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

The notes' ratings are sensitive to the performance of the
underlying portfolio, which in turn depends on economic and credit
conditions that may change. The evolution of the associated
counterparties risk, the level of credit enhancement and the United
Kingdom's country risk could also impact the notes' ratings.

THOMAS COOK: German Unit Cancels 2020 Holiday Trips
---------------------------------------------------
Xinhua reports that trips and holidays by Thomas Cook Germany with
a departure date of Jan. 1, 2020 or later, "cannot be commenced"
even if they had already been partially or fully paid for, the tour
operator announced on Nov. 12.

According to Xinhua, among others, the tour operators that are
affected were Thomas Cook Signature, Thomas Cook Signature Finest
Selection, Neckermann Reisen and Oeger Tours.  Guests with
cancelled travels would be proactively informed by the organizers
as soon as possible, according to the German tour operators, Xinhua
notes.

A Thomas Cook Germany spokesperson confirmed to Xinhua on Nov. 12
that around 660,000 German holidaymakers had already booked for the
period up to September 2020.

Previously, the German Thomas Cook, which had filed for insolvency
in Germany after the bankruptcy of the British parent company in
September, had already cancelled all trips by the end of the
current year, Xinhua recounts.

According to Xinhua, Thomas Cook Germany said the management and
the temporary administrators were trying "under high pressure until
the end of the month to seize every opportunity to preserve the
traditional company."

                     About Thomas Cook Group

Thomas Cook Group Plc is the ultimate holding company of direct and
indirect subsidiaries, which operate the Thomas Cook leisure travel
business around the world.  TCG was formed in 2007 following the
merger between Thomas Cook AG and MyTravel Group plc.
Headquartered in London, the Group's key markets are the UK,
Germany and Northern Europe.  The Group serves 22 million customers
each year.

The Group operates from 16 countries, with a combined fleet of over
100 aircraft through five entities holding air operator
certificates in the UK, Germany, Denmark and Spain.  The Group has
2,800 owned and franchised retail outlets (including 555 shops in
the UK) and operates 199 own-brand hotels across the world.

As of Dec. 31, 2018, the Group had 21,263 employees, including
9,000 in the U.S.

The travel agent originally proposed a restructuring.  It was
scheduled to ask creditors Sept. 27, 2019, for approval of a scheme
of arrangement that involves (a) substantially deleveraging the
Group by converting GBP1.67 billion of RCF and Notes debt currently
outstanding into new shares (15%) and a subordinated PIK note (at
least GBP81 million) to be issued by the recapitalized Group in
proportions still to be agreed; and (b) the transfer of at least a
75% interest in the Group Tour Operator and an interest of up to
25% in the Group Airline to Chinese investor Fosun Tourism Group.

Representatives of the company filed a Chapter 15 petition in New
York on Sept. 16, 2019, to seek U.S. recognition of the UK
proceedings as foreign main proceeding.  The Chapter 15 case is In
re Thomas Cook Group Plc (Bankr. S.D.N.Y. Case No. 19-12984).
Latham & Watkins, LLP is the counsel.

But after last-ditch rescue talks failed, on Sept. 23, 2019, Thomas
Cook UK Plc and associated UK entities announced that they have
entered Compulsory Liquidation and are now under the control of the
Official receiver.  The UK business has ceased trading with
immediate effect and all future flights and holidays are cancelled.
All holidays and flights provided by Thomas Cook Airlines have
been cancelled and are no longer operating.  All Thomas Cook's
retail shops have also closed.  

Separate from the parent company, Thomas Cook's Indian, Chinese,
German and Nordic subsidiaries will continue to trade as normal.

TOTO ENERGY: Enters Administration, Customers Transferred to EDF
----------------------------------------------------------------
Business Sale reports that Brighton-based utilities company Toto
Energy has gone into administration, appointing KPMG.

Toto's 134,000 customers have automatically been transferred to EDF
Energy by Ofgem, Business Sale relates.

EDF will now work to ensure that all of the outstanding credit
balances are transferred for current customers and repaid to
customers who had left Toto with an outstanding credit balance,
Business Sale discloses.

According to Busines Sale, KPMG Director Paul Berkovi, meanwhile,
said: "For some time now, the UK's energy retail sector has faced
well-documented challenges and, against this backdrop, Toto
Energy's directors have taken the difficult decision to appoint
administrators.  Despite the best efforts of the directors, the
business has faced significant cash flow problems and was
unsuccessful in its attempts to secure new investment."

"We have secured a deal to assist in providing a smooth transition
for customers however there will unfortunately still be
redundancies. Focus for the administrators in the coming days will
be in supporting affected employees."

TOWD POINT 2019-GRANITE4: S&P Hikes Rating on Cl. F Notes to BB+
----------------------------------------------------------------
S&P Global Ratings raised its credit ratings on Towd Point Mortgage
Funding 2019 – Granite4 PLC's class C-Dfrd, E-Dfrd, and F-Dfrd
notes. At the same time, S&P has affirmed its ratings on the class
A1, B-Dfrd, and D-Dfrd notes.

S&P said, "Our rating on the class A1 notes addresses the timely
receipt of interest and ultimate repayment of principal. The
ratings on the class B-Dfrd to F-Dfrd notes address the ultimate
repayment of principal and interest, as these class can defer
interest irrespective of their seniority in the payment structure.

"Upon republishing our global RMBS criteria following the expansion
of the criteria's scope to include the U.K., we placed our ratings
that could be affected under criteria observation. Following the
application of our updated assumptions for rating U.K. RMBS
transactions, our ratings on these notes are no longer under
criteria observation."

Since the transaction closed in April 2019, only one interest
payment date has elapsed, and the available credit enhancement has
only marginally improved for the rated classes of notes.

S&P said, "After applying our updated U.K. RMBS criteria, the
overall effect in our credit analysis results is a decrease in the
weighted-average foreclosure frequency (WAFF) at 'AAA', 'AA', and
'A' rating categories. This is mainly due to the loan-to-value
(LTV) ratio we used for our foreclosure frequency analysis, which
now reflects 80% of the original LTV ratio and 20% of the current
LTV ratio. Additionally, we no longer apply any arrears projection.
On the other hand, we have reassessed the originator adjustment
based on the historical pool performance.

"Our weighted-average loss severity assumptions have decreased at
all rating levels due to the revised jumbo valuation thresholds and
the lower current LTV ratio, which is due to our changed
methodology on house price indexation."

  WAFF And WALS Levels
  Rating level    WAFF (%)   WALS (%)
  AAA             32.62      34.01
  AA              24.98      27.34
  A               20.94      16.75
  BBB             16.68      11.34
  BB              12.18      8.11
  B               11.02      5.76

  WAFF--Weighted-average foreclosure frequency.
  WALS--Weighted-average loss severity.

S&P said, "Our credit and cash flow analysis indicates that the
available credit enhancement for the class A1 notes supports a 'AAA
(sf)' rating. We have therefore affirmed our 'AAA (sf)' rating on
this class of notes. Our rating is not capped under any of our
applicable criteria.

"The available credit enhancement for the class B-Dfrd notes is
commensurate with a 'AAA' stress. In our view, the presence of an
interest deferral mechanism is not commensurate with our 'AAA'
rating definition, according to which the issuer has an extremely
strong capacity to meet its financial obligations. Additionally,
this class is subordinated to the class A1 notes and has less
available credit enhancement. Therefore, we have affirmed our 'AA+
(sf)' rating on the class B-Dfrd notes.

"Our analysis also indicates that the available credit enhancement
for the class C-Dfrd, D-Dfrd, E-Dfrd, and F-Dfrd notes is
commensurate with higher ratings than those currently assigned.
However, we have not given full benefit to the modeling results due
to the transaction's short performance record since closing and the
junior classes' subordinated position in the payment structure,
rendering them more vulnerable to any adverse movement in
collateral behavior if the U.K. macroeconomic environment weakens
compared to our baseline expectations. Additionally, a high
percentage of interest-only loans combined with the sequential
principal waterfall heightens tail-end risk for the junior classes
of notes. Taking all these factors into account, we raised our
ratings on the class C-Dfrd, E-Dfrd, and F-Dfrd notes to 'AA-
(sf)', 'BBB+ (sf)', and 'BB+ (sf)', respectively, and we affirmed
our 'A (sf)' rating on the class D-Dfrd notes."

The transaction securitizes a pool of first-lien U.K. residential
mortgage loans that Landmark Mortgages Ltd. originated.

  Ratings List

  Towd Point Mortgage Funding 2019 - Granite4 PLC

  Class     Rating to    Rating from
  A1        AAA (sf)     AAA (sf)
  B-Dfrd    AA+ (sf)     AA+ (sf)
  C-Dfrd    AA- (sf)     A+ (sf)
  D-Dfrd    A (sf)       A (sf)
  E-Dfrd    BBB+ (sf)    BBB (sf)
  F-Dfrd    BB+ (sf)     BB (sf)


                           *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2019.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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