/raid1/www/Hosts/bankrupt/TCREUR_Public/191115.mbx        T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Friday, November 15, 2019, Vol. 20, No. 229

                           Headlines



A R M E N I A

ARDSHINBANK CJSC: Moody's Rates 5-Yr. USD Unsecured Notes 'Ba3'


E S T O N I A

BALTIKA TAILOR: Sole Shareholder Opts to Dissolve Business


F R A N C E

FAURECIA SE: S&P Rates New EUR700MM Senior Unsecured Notes 'BB+'
FAURECIA: Moody's Rates EUR700MM Sr. Unsec. Notes Due 2027 Ba1
RCI BANQUE: S&P Rates EUR850MM Tier 2 Subordinated Notes 'BB'


G E R M A N Y

CERAMTEC BONDCO: Fitch Affirms B LongTerm IDR, Outlook Stable
GALAPAGOS SA: Dusseldorf Court Opens Main Insolvency Proceedings


G R E E C E

FOLLI FOLLIE: Bankruptcy Hearing Rescheduled for Jan. 8 Next Year


K O S O V O

KOSOVO TELECOM: At Risk of Bankruptcy, Fails to Repay TAK Debt


N E T H E R L A N D S

ADRIA MIDCO: Moody's Reviews B2 CFR for Downgrade on Vivacom Deal
DILIJAN FINANCE: Fitch Assigns B+(EXP) Rating to Unsec. Notes


R O M A N I A

CE HUNEDOARA: Romanian Court Rejects Insolvency Request


S P A I N

UNICAJA BANCO: Fitch Assigns Final BB+ on EUR300MM Sub. Notes


T U R K E Y

TEB FINANSMAN: Fitch Alters Outlook on BB- LT IDR to Stable
VOLKSWAGEN DOGUS: Fitch Alters Outlook on BB- LT IDR to Stable


U N I T E D   K I N G D O M

EUROSAIL PLC 2006-2BL: Fitch Affirms CCC Rating on Class F1c Debt
GORGIE CITY FARM: Goes Into Liquidation, 18 Jobs Affected
HARBEN FINANCE 2017-1: S&P Raises Class G Notes Rating to BB+(sf)
HARLAND AND WOLFF: InfraStrata Raises Money to Buy Business
RIPON MORTGAGES: S&P Raises Class G Notes Rating to BB+(sf)

STRATTON MORTGAGE: S&P Affirms CCC Rating on Class X Notes
TOWD POINT 2019-GRANITE: Moody's Rates Class F Notes '(P)Caa1'


X X X X X X X X

[*] BOOK REVIEW: Bendix-Martin Marietta Takeover War

                           - - - - -


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A R M E N I A
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ARDSHINBANK CJSC: Moody's Rates 5-Yr. USD Unsecured Notes 'Ba3'
---------------------------------------------------------------
Moody's Investors Service assigned Ba3 long-term global
foreign-currency debt rating to the proposed five-year dollar
denominated senior unsecured notes of Ardshinbank CJSC. The rating
carries a stable outlook.

The notes are to be issued by Dilijan Finance B.V. for the purpose
of financing a loan to Ardshinbank.

RATINGS RATIONALE

The Ba3 senior unsecured debt rating assigned to the proposed notes
is in line with Ardshinbank's local-currency deposit rating and is
based on the bank's baseline credit assessment of ba3 and Moody's
assessment of a high probability of support from the Government of
Armenia (Ba3 stable), which, however, results in no rating uplift.
Ardshinbank's BCA is underpinned by its good solvency profile with
robust asset-quality metrics, healthy tangible common equity ratio
and solid profitability. At the same time, it remains constrained
by the bank's high exposure to foreign-exchange loans, and high
reliance on market funding.

The notes will be senior unsecured obligations and will rank pari
passu in right of payment with all other bank's senior unsecured
and unsubordinated debt.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Banks published
in August 2018.

Headquartered in Yerevan, Armenia, Ardshinbank reported total
consolidated assets of AMD671 billion ($1.4 billion) as of
September 30, 2019 and was the third-largest bank in Armenia with a
market share of 12.4% in terms of assets.



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E S T O N I A
=============

BALTIKA TAILOR: Sole Shareholder Opts to Dissolve Business
----------------------------------------------------------
AS Baltika, as the sole shareholder of OU Baltika Tailor, decided
to dissolve the company as of November 1, 2019, and to start with
the liquidation proceedings.

On March 18, 2019 AS Baltika published a stock exchange
announcement, in which they announced that they will dissolve the
production in OU Baltika Tailor during 2019.

The Baltika Group is an Estonian fashion brandhouse and retailer
that operates Monton, Mosaic, Baltman, Bastion and Ivo Nikkolo
retail concepts.



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

FAURECIA SE: S&P Rates New EUR700MM Senior Unsecured Notes 'BB+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue rating and '3' recovery
rating to the proposed EUR700 million senior unsecured notes due
2027 to be issued by Faurecia SE. The '3' recovery rating indicates
its expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of a payment default. The proposed notes will
rank pari passu with the existing unsecured debt at Faurecia SE.

Faurecia will use the proceeds of the proposed notes to redeem its
existing EUR700 million senior unsecured notes due 2023. S&P
expects that the proposed transaction will be almost neutral to the
company's credit metrics because it is a pure refinancing.

ISSUE RATINGS - RECOVERY ANALYSIS

Key analytical factors

-- S&P said, "Our issue rating and recovery rating on Faurecia's
senior unsecured notes and on its EUR1.2 billion revolving credit
facility (RCF) are 'BB+' and '3' respectively. Indicative recovery
prospects are mainly constrained by factoring liabilities of about
EUR1.2 billion, which we consider as priority liabilities in our
payment waterfall. The recovery rating of '3' on this debt reflects
our expectation of meaningful (50%-70%, rounded estimate: 60%)
recovery prospects in the event of a hypothetical default."

-- In S&P's hypothetical default scenario for Faurecia, a cyclical
downturn in the industry, combined with intensified competition,
would negatively affect production volumes and prices and would
cause the company's operating performance to deteriorate markedly
and EBITDA and cash flow generation to decline sharply.

-- S&P values Faurecia as a going concern, given its global
industrial footprint and longstanding relationships with auto
original equipment manufacturers.

Simulated default assumptions

-- Simulated year of default: 2024
-- EBITDA at emergence: EUR920 million
-- EBITDA multiple: 5x

Simplified waterfall

-- Net enterprise value (after 5% administrative costs): EUR4.37
billion
-- Priority claims: EUR1.80 billion
-- Total value available to unsecured claims: EUR2.56 billion
-- Senior unsecured debt claims: EUR3.96 billion
    --Recovery expectations: 50%-70% (rounded estimate: 60%)

All debt amounts include six months of prepetition interest. RCF
assumed to be 85% drawn at default.

FAURECIA: Moody's Rates EUR700MM Sr. Unsec. Notes Due 2027 Ba1
--------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Faurecia's new
EUR700 million senior unsecured notes due 2027. The outlook is
stable.

RATINGS RATIONALE

The new notes rank pari passu with Faurecia's existing senior
unsecured debt instruments, also rated Ba1. Moreover, the rating of
the new notes is in line with Faurecia's corporate family rating of
Ba1. Proceeds from the new issuance will be used to early refinance
Faurecia's EUR700 million 3.625% notes due 2023 via a cash tender
offer and a call of the bonds not tendered. Moody's expects that
the bond issuance will have no material impact on Faurecia's gross
debt and related leverage metrics, while the maturity profile of
its debt instruments will improve accordingly.

Faurecia's Ba1 rating is weakly positioned after its approximately
EUR1.2 billion debt-funded acquisition of Clarion (finalized in
March 2019) and an increasingly challenging automotive sector
environment. In the last 12 months to June 2019, Faurecia's
(Moody's adjusted) debt/EBITDA increased to 3.7x, from 3.0x at the
end of 2018. Because of the first consolidation of Clarion and
Faurecia's marginally improving profits, Moody's expects leverage
to improve towards 3.5x at year-end 2019. The acquisition of the
50% stake in SAS Automotive (announced on October 14, 2019) and
organic cash generation should further bring down leverage to 3x at
the end of 2020.

On October 17, 2019, Faurecia reported sales of EUR13.157 million
for the first nine months of 2019, an increase 1.2% year on year,
implying an outperformance of 290 basis points versus declining
global light vehicle sales. Concurrently, the company reduced its
expectation for global light vehicle production to a decline of
close to 6% in 2019, but confirmed its expectation to outperform
the market by 150 to 350 basis points, whilst increasing operating
income and achieving an operating income margin of at least 7%.

Faurecia's Ba1 Corporate Family Rating reflects as positives: (a)
the large size of the group, which positions it as one of the 10
largest global automotive suppliers; (b) its strong market position
with a leading market share in seating, emission control
technologies and interiors; (c) long-standing relationships across
a diversified number of original equipment manufacturers (OEMs);
(d) positive exposure to megatrends in the automotive industry
(emissions reduction, light weighting and autonomous driving) that
supports revenue growth above light vehicle production.

The rating also balances offsetting negative considerations,
including: (a) significant exposure to OEM production which is
highly cyclical and subjects the company to the manufacturers
bargaining power; (b) limited exposure to aftermarket activities,
which are typically more stable and at higher margin; (c) weak,
albeit improving profitability (5.7% Moody's adjusted EBITA margin
in the last twelve months to June 2019), (d) overall still limited
free cash flow (FCF) generation.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook incorporates its expectation that Faurecia will
continue to improve its profitability and thus build on the solid
progress the group has shown over the last three years. The stable
outlook is also based on the expectation that Faurecia's gross
leverage will improve towards a maximum of 3.0x Moody's adjusted
debt/EBITDA over the next 12-18 months.

WHAT COULD CHANGE THE RATINGS DOWN / UP

Moody's would consider a positive rating action should Faurecia
sustainably achieve EBITA margins above 7% (5.7% as of the LTM to
June 2019), if it further improves FCF generation (EUR105 million
as of LTM June 2019), indicated by FCF/debt in the high single
digits (1.8% as of LTM June 2019) through the cycle and if the
company can manage its leverage ratio to a level materially below
2.5x debt/EBITDA on a sustainable basis (3.7x as of LTM June 2019).
An upgrade would also require Faurecia to achieve a solid liquidity
profile.

However, EBITA margin approaching 4% or recurring negative free
cash flow would put downward pressure on the ratings. Moody's would
also consider downgrading Faurecia's ratings if its leverage ratio
remained sustainably above 3.0x debt/EBITDA. Likewise, a weakening
liquidity profile could result in a downgrade.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Global Automotive
Supplier Industry published in June 2016.

COMPANY PROFILE

Headquartered in Paris, France, Faurecia is one of the world's
largest automotive suppliers for seats, exhaust systems and
interiors. In 2018, sales amounted to EUR17.5 billion. Faurecia is
listed on the Paris stock exchange and the largest shareholder is
Peugeot S.A., which holds 46.3% of the capital and 63.1% of the
voting rights (data as of December 31, 2018). The remaining shares
of Faurecia are in free float.

RCI BANQUE: S&P Rates EUR850MM Tier 2 Subordinated Notes 'BB'
-------------------------------------------------------------
S&P Global Ratings said that it assigned its 'BB' long-term issue
rating to RCI Banque's (BBB/Negative/A-2) EUR850 million tier 2
fixed rate resettable subordinated notes due Feb. 18, 2030.

The issue rating reflects S&P's analysis of the instruments and our
assessment of RCI's creditworthiness.

S&P said, "The 'BB' issue rating on the notes is two notches below
our 'bbb-' assessment of the bank's stand-alone credit profile
(SACP). Since we downgraded Renault S.A. to 'BBB-' and affirmed RCI
at 'BBB' (for more information, see "RCI Banque 'BBB/A-2' Ratings
Affirmed On High Operating Performance Despite Renault Downgrade;
Outlook Remains Negative," published Oct. 28, 2019, on
RatingsDirect), RCI doesn't benefit anymore from group support,
which affects our analysis in deriving the issuer credit rating.

"As per the notes' terms and conditions, we consider the
instruments to be subordinated to senior creditors' claims, and
note that the instruments are available to absorb losses, via
statutory loss absorption, at the point of the bank's nonviability.
Given the lack of going-concern loss-absorption, we do not include
the instruments in our calculation of RCI's total adjusted
capital."



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

CERAMTEC BONDCO: Fitch Affirms B LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings affirmed Germany-based ceramic manufacturer CeramTec
BondCo GmbH's 'B' Long-Term Issuer Default Rating with a Stable
Outlook. Fitch has also upgraded the senior loan rating assigned to
the facilities issued by CTC AcquiCo GmbH to 'BB-'/RR2 from
'B+'/RR3, and affirmed the senior notes issued by CTC BondCo GmbH
at 'CCC+'/'RR6'.

The ratings reflect CeramTec's moderate size and limited
diversification, focused on high-performance ceramics for
healthcare and industrial applications, and its highly levered
capital structure. This is partly offset by the group's
well-established market position in the resilient, profitable and
well-invested medical applications business. The ratings also
factor in the company's strong cash generation and Fitch's
expectation of a balanced approach to cash deployment, allowing
appropriate investments in growth and leaving a comfortable
liquidity reserve to support daily operations.

The upgrade of the senior loan rating reflects the repayment of
over EUR70 million of the Term Loan B since 4Q18, including
approximately EUR50 million which has led to higher estimated
recoveries of the senior facilities.

KEY RATING DRIVERS

Deleveraging Expected: The company's funds from operations (FFO)
adjusted gross leverage of 8.1x at end-2018 is high for the rating,
although Fitch expects that robust expansion of FFO, as well as
possible pre-payment of the company's debt, is likely to lead to
de-leveraging below 7x by end-2021, which is a level more
commensurate with the rating, given the company's financial risk
profile.

Strong Cash Flows: Fitch expects CeramTec will generate sustainable
and strong FFO margins of above 20% in the short to medium term
(2018: 22%), driven by robust demand for the company's products and
the benefits stemming from cost-control measures. Furthermore,
Fitch believes that the free cash flow (FCF) margin will reach and
remain well in excess of 10% (2018: 3.8%) after 2019 given the
business's moderate capex needs and assuming no dividend payments.
After leverage, the underlying resilience and strength of the
operating and FCF remain the main drivers of the rating.

Medical Technology as Rating Anchor: Its assumption of moderately
growing through-the-cycle EBITDA are supported by the inherent
visibility, stability and profitability of the medical technology
segment, which according to Fitch's estimates accounts for a
significant portion of CeramTec's profit and cash flows. Fitch
therefore expects that the adverse volume and price dynamics that
the company could experience in its industrial segment will not
result in a meaningful earnings loss for the group, distinguishing
CeramTec from pure, diversified industrial manufacturers.

MidCap Operations a Rating Constraint: Given its business scale and
a strong focus on Europe, CeramTec remains a niche business, whose
ratings will remain constrained in the 'B' rating category. The
sponsor and management have made efforts to increase operational
diversity across industrial applications, end-markets and
geographies, which should lead to greater scale and more credit
stability. However, Fitch views this as a long-term process, which
is only likely to become visible beyond the rating horizon after
2022.

Some Small Acquisitions Possible: The company's ratings have a
certain amount of headroom for the addition of smaller businesses
or assets of up to EUR50 million a year to reinforce CeramTec's
market presence in the industrial applications of high-performance
ceramics, where Fitch sees some scope for growth. Larger M&A
transactions would pose event risk, which would have to be assessed
by Fitch based on the acquisition economics and funding mix.

DERIVATION SUMMARY

Fitch analyses CeramTec as a diversified industrial group, and
overlay the analysis with a focus on the company as a medical
technology group, particularly as Fitch estimates that the majority
of the EBITDA-capex contribution, which Fitch views as a proxy for
FCF, comes from the non-cyclical, highly profitable and less
capital-intensive medical division.

CeramTec benefits from the same strong, non-cyclical
cash-generative medical operations as medical technology peers such
as Synlab Unsecured BondCo PLC (B/Stable) or Cerberus Nightingale 1
S.A., while reporting stronger EBITDA and FCF margins, which
balances out its high financial risk. On a purely medical
technology basis and with the current amount of financial debt
proportionately applied to its medical division, CeramTec would
likely be a convincing 'B' credit.

In the context of its industrial applications against Fitch's
universe of publicly and privately rated engineering and
manufacturing peers, CeramTec would instead be positioned as a weak
'B-' given the combination of a more volatile underlying divisional
earnings and cash flow profile and highly levered balance sheet.
The sum of the parts analytical approach due to the dual nature of
CeramTec's credit risk therefore supports a 'B' IDR, with a
stronger emphasis placed on the medical technology business, with
strong internal cash generation offsetting an aggressive capital
structure.

KEY ASSUMPTIONS

  - Revenue growth of 4.4% in 2019 and 2.9% in 2020 driven by
weakness from the industrial applications segment offset by the
strength of the medical segment

  - EBITDA margins remaining stable in the mid 30% range

  - Capex peaking in 2019 at around EUR50 million, before
stabilising at under 5% of revenue thereafter

  - No M&A activity as this is seen as event risk

  - Opportunistic debt repayment

RATING SENSITIVITIES

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

  - Meaningful de-leveraging with FFO adjusted gross leverage
falling below 8x;

  - FCF strengthening towards EUR150 million;

  - Improved business profile, including greater scale and
geographic diversification

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

  - FFO adjusted gross leverage remaining in excess of 8.5x;

  - Stagnating or declining sales due to price erosion, flat
volumes or onerous launch of new products without a material
operating contribution;

  - Stagnant EBITDA margins at 33% due to inability to compensate
for price pressure and adverse volume dynamics;

  - FCF below EUR50 million with FCF margins contracting to
mid-single digits.

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Fitch views the company's liquidity profile
as comfortable. Fitch expects the company to generate operating
cash flows of in excess of EUR80 million-EUR85 million per year
during 2019-2022, which will easily accommodate its capital
investment programme. The 2025 fully committed EUR75 million
revolving credit facility (RCF) is expected to remain undrawn at
year-end over the rating horizon, further increasing CeramTec's
financial flexibility. Fitch excludes from its liquidity analysis
EUR16 million as a minimum required for operational needs, which
cannot be used for debt service.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - Operating leases: Capitalised at a multiple of 8.0x

  - Factoring: Off-balance sheet non-recourse factoring treated as
short-term debt

  - Reported cash of EUR 16 million is treated as not readily
available as it is deemed necessary for the company's operations

Shareholder Loan: Treated 100% as equity, as requirements for
equity credit according to Fitch's Criteria are fulfilled.

  - EBITDA: Non-recurring items added back to EBITDA include
acquisition costs and transaction related costs

ESG CONSIDERATIONS

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

GALAPAGOS SA: Dusseldorf Court Opens Main Insolvency Proceedings
----------------------------------------------------------------
Alexander Michael Pearson at Bloomberg News reports that the
Dusseldorf court commenced main insolvency proceedings on Galapagos
SA.

According to Bloomberg, the statement said the court also appointed
Frank Kebekus as insolvency administrator.

The court rejected appeals against opening preliminary insolvency
proceedings on Oct. 30, Bloomberg relates.

Galapagos is a manufacturer of cooling equipment used in power
plants.



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G R E E C E
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FOLLI FOLLIE: Bankruptcy Hearing Rescheduled for Jan. 8 Next Year
-----------------------------------------------------------------
Paul Tugwell at Bloomberg News reports that Folli Follie related in
a stock exchange filing that the hearing of the application of two
bondholders for a declaration of the company as bankrupt has been
postponed for January 8, 2020, following a relevant request by the
company.

Folli Follie is a Greek-based international company which designs,
manufactures and distributes luxury jewellery, watches and fashion
accessories.



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K O S O V O
===========

KOSOVO TELECOM: At Risk of Bankruptcy, Fails to Repay TAK Debt
--------------------------------------------------------------
Valentina Dimitrievska at BNE Intellinews, citing local media,
reports that Kosovo Telecom, the largest telecoms company in the
country, is facing bankruptcy as it is unable to repay its debt to
the Kosovo Tax Administration (TAK).

Kosovo Telecom has been struggling to find a solution to its
difficult financial situation for months after the government said
it won't repay the company's debt, BNE Intellinews relates.

According to BNE Intellinews, info-ks.net reported citing the
statement given by Kosovo Telecom's CEO Bedri Istrefi to KTV
Kohavision "All bank accounts of Telekom Kosovo have been blocked
due to the company debts to TAK as of Oct. 29".

Mr. Istrefi was cited as saying that the company management asked
TAK to allow the debt to be paid in instalments within 11 months,
but the proposal has not been approved, BNE Intellinews notes.

"Failure to find a solution with TAK threatens not only the payment
of salaries to employees, but also puts the company at the risk of
bankruptcy," he said.

The Kosovan government decided in January to re-launch the
procedure for the privatization of Kosovo Telecom, BNE Intellinews
recounts.

As well as the outstanding debt to the tax office, company also has
a EUR25 million debt to local virtual mobile operator Z-Mobile, but
company officials said they will negotiate to find a solution, BNE
Intellinews discloses.



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

ADRIA MIDCO: Moody's Reviews B2 CFR for Downgrade on Vivacom Deal
-----------------------------------------------------------------
Moody's Investors Service placed under review for downgrade the B2
corporate family and the B2-PD probability of default rating of
Adria Midco B.V. and the ratings of its wholly owned subsidiary
United Group B.V. following the announcement that UG has agreed to
acquire 100% of Bulgarian Telecommunications Company for an
undisclosed amount. Moody's has also placed under review for
downgrade the B2 rating of the existing EUR1,650 million Senior
Secured Notes (split into three tranches, EUR575 million due 2022,
EUR525 million 2024 and EUR550 million 2025) issued by UG.

UG plans to fund the acquisition through a mix of new debt and cash
on hand. The transaction is subject to regulatory approval, and
closing is expected in the second quarter of 2020.

"We have placed Adria's ratings on review for downgrade because the
debt-financed acquisition of Vivacom will likely result in weaker
credit metrics, at a time when the company is growing rapidly
through M&A with higher integration and execution risks," says
Agustin Alberti, a Moody's VP- Senior Analyst and lead analyst for
Adria. Prior to this transaction, Adria's rating was already weakly
positioned at B2, with a negative outlook.

"At the same time, Adria will benefit from an increase in scale and
improved geographical diversification, which may offset the weaker
credit metrics, but at this point, there is no further information
on how the financing will be structured, the strategy of the
combined group, the potential for synergies, and how fast the
combined group can reach credit metrics in line with the levels
required for the B2 rating," adds Mr. Alberti.

RATINGS RATIONALE

The acquisition of Vivacom will improve Adria's scale and
geographical diversification by adding the incumbent telecom
operator of Bulgaria to its existing footprint. Vivacom is the
leading telecom operator in Bulgaria with a proven track record of
growing revenues and EBITDA, and generating positive free cash
flows. Moody's recognizes that the combination is also likely to
lead to some synergies due to the increased scale of the group and
the sharing of best practices.

If the transaction closes successfully, Moody's estimates that pro
forma revenue for the combined group (including the recent
acquisition of Tele2 Croatia) would be around EUR1.5 billion in
2020 (compared to around EUR800 million prior to these two
transactions). Vivacom will represent around 35% of total revenues
and EBITDA of the combined group.

Moody's notes that the company is growing rapidly through M&A,
which may stretch management's resources, as Adria is in the
process of integrating several companies (CME Croatia and Direct
Media acquired in July and September 2018, respectively), in
addition to the recently proposed acquisition of Tele2 Croatia,
which is expected to close before the end of 2019, subject to
regulatory approval.

Prior to the announced transaction, Adria's B2 CFR was weakly
positioned, reflecting its high Moody's adjusted gross debt to
EBITDA of around 5.7x expected for 2019 (on a pro forma basis),
higher than the 5.5x maximum leverage tolerance for the B2 rating.
Moody's estimates that the debt financed acquisitions of Vivacom
and Tele2 Croatia will likely result in a small deterioration of
the leverage ratio and will delay the deleveraging plan of the
company.

Additionally, Moody's highlights some uncertainty around the deal
as V2 Investment S.a.r.l., the former owner of Vivacom, has issued
legal proceedings against UG in the District Court of Luxembourg in
connection with the proposed acquisition of Vivacom. V2 is trying
to reverse the 2015 acquisition of Vivacom from current owners with
ongoing legal proceedings in several European and US
jurisdictions.

The rating review will focus on (1) Vivacom's fit with Adria, and
the business risk profile of the combined company; (2) the strategy
of the combined group and potential for further M&A transactions;
(3) any potential synergies, integration costs, and potential
implications concerning shareholders disputes; and (4) the final
financing structure, resulting credit metrics and deleveraging
plans.

After the review process, the rating could be confirmed at the
current level or downgraded by a maximum of one notch.

WHAT COULD CHANGE THE RATING UP/DOWN

A near-term downgrade of Adria's ratings is dependent on the final
assessment of Vivacom's proposed acquisition.

Prior to the review process, Moody's indicated that upward pressure
may arise if the company reduces its leverage so that its gross
Debt/EBITDA ratio (Moody's definition) falls well below 4.5x and
demonstrates its capacity to generate adjusted FCF/debt (Moody's
definition) of above 5%, both on a sustainable basis.

Prior to the review process, Moody's indicated that downward
pressure may arise if leverage is not managed so that its gross
Debt/EBITDA ratio (Moody's definition) is maintained below 5.5x on
a sustained basis. Downward rating pressure could also arise if the
company's liquidity profile deteriorates.

LIST OF AFFECTED RATINGS

On Review for Downgrade:

Issuer: Adria Midco B.V.

LT Corporate Family Rating, Placed on Review for Downgrade,
currently B2

Probability of Default Rating, Placed on Review for Downgrade,
currently B2-PD

Issuer: United Group B.V.

Backed Senior Secured Regular Bond/Debenture, Placed on Review for
Downgrade, currently B2

Outlook Actions:

Issuer: Adria Midco B.V.

Outlook, Changed To Rating Under Review From Negative

Issuer: United Group B.V.

Outlook, Changed To Rating Under Review From Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Pay TV
published in December 2018.

COMPANY PROFILE

Adria Midco B.V. provides, through its subsidiary United Group
B.V., cable and satellite pay-TV, broadband and telephony in
Slovenia, Serbia and Bosnia and Herzegovina, mobile services in
Slovenia, satellite pay-TV across the six countries of former
Yugoslavia, Slovenia, Serbia, Bosnia and Herzegovina, Croatia,
Macedonia and Montenegro and OTT services worldwide. In 2018, the
company reported revenues of EUR636 million and Adjusted EBITDA of
EUR261 million.

DILIJAN FINANCE: Fitch Assigns B+(EXP) Rating to Unsec. Notes
-------------------------------------------------------------
Fitch Ratings assigned Dilijan Finance B.V.'s upcoming US
dollar-denominated senior unsecured notes issue an expected rating
of 'B+(EXP)' and a Recovery Rating of 'RR4'.

The senior unsecured loan participation notes will be issued by
Dilijan Finance B.V., the Netherlands-based special-purpose
vehicle, for financing a loan to Armenian-based Ardshinbank CJSC
(Ardshinbank, B+/Stable) for its general banking activity,
including refinancing of upcoming debt maturities. Dilijan Finance
B.V. will only pay noteholders amounts (principal and interest)
received from Ardshinbank under the loan agreement. Claims under
the loan agreement will rank equally with the claims of other
senior unsecured and unsubordinated creditors of Ardshinbank.

The final rating is contingent on the receipt of final documents
conforming to information already received.

KEY RATING DRIVERS

The senior unsecured notes are rated at the level of Ardshinbank's
Long-Term Issuer Default Rating (IDR) of 'B+' and assume average
recovery prospects for noteholders in case of default.

The Long-Term IDR of Ardshinbank is driven by its intrinsic
strength, as reflected by its Viability Rating (VR). The bank's
ratings reflect a volatile and highly dollarised local economic
environment, which translates into potentially vulnerable asset
quality. The VR also captures the bank's stable asset quality to
date, supported by continued economic growth, reasonable capital
and liquidity buffers and moderate profitability.

RATING SENSITIVITIES

The issue rating is sensitive to changes in Ardshinbank's Long-Term
IDR and to Fitch's assessment of the recovery prospects in case of
default.

Upside for Ardshinbank's IDR is limited, in Fitch's view, and would
require an improvement of the operating environment. A sovereign
upgrade would not trigger a positive rating action on Ardshinbank's
IDR. However, an extended track record of stable asset-quality
metrics and performance, and stronger capital ratios, would be
credit-positive. Conversely, material pressure on Ardshinbank's
asset quality may lead to a downgrade of the bank's ratings, and
hence of the issue's rating.



=============
R O M A N I A
=============

CE HUNEDOARA: Romanian Court Rejects Insolvency Request
-------------------------------------------------------
Romania Insider, citing Profit.ro, reports that a Romanian Court
rejected the insolvency request filed by coal and power complex CE
Hunedoara and deferred the insolvency request submitted by several
of its creditors for Nov. 14.

The court has not released the reasoning behind the ruling, which
can be appealed, Romania Insider notes.  In the past, the trade
unions have barred in court the management's attempts to initiate
insolvency procedures, Romania Insider relates.

The management of CE Hunedoara filed for the insolvency of the
company, which posted RON270 million (EUR56 million) losses in the
first half of the year and had total debts of RON1.6 billion
(EUR570 million) at the end of June, Romania Insider discloses.

CE Hunedoara operates the last four coal mines still open in the
Jiu Valley and two power units that run on coal, and employs 4,000.




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

UNICAJA BANCO: Fitch Assigns Final BB+ on EUR300MM Sub. Notes
-------------------------------------------------------------
Fitch Ratings assigned Unicaja Banco S.A.'s issue of EUR300 million
subordinated notes due 2029 a final rating of 'BB+'.

The final rating is in line with the expected rating Fitch assigned
to the notes on October 29, 2019.

KEY RATING DRIVERS

The subordinated notes are notched down once from Unicaja's 'bbb-'
Viability Rating. The notching reflects the notes' greater expected
loss severity relative to that of senior unsecured debt, to which
these securities are subordinated. Fitch did not apply additional
notching for incremental non-performance risk relative to the VR
given that contractually, any write-down would only occur once the
bank reaches the point of non-viability (e.g. an insolvency
procedure, winding-up or dissolution of the bank).

RATING SENSITIVITIES

The subordinated notes' rating is sensitive to changes in Unicaja's
VR. The rating is also sensitive to a widening of notching if
Fitch's view of the probability of non-performance on the bank's
subordinated debt relative to the probability of the group failing,
as measured by its VR, increases or if Fitch's view of recovery
prospects changes.



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

TEB FINANSMAN: Fitch Alters Outlook on BB- LT IDR to Stable
-----------------------------------------------------------
Fitch Ratings revised the Outlook on TEB Finansman A.S.'s
support-driven Long-Term Issuer Default Ratings to Stable from
Negative, and affirmed the Long-Term Foreign-Currency IDR at 'B+'
and Long-Term Local-Currency IDR at 'BB-'.

The rating actions follow the revision of Outlook on Turkey's
Long-Term Foreign-Currency IDR.

KEY RATING DRIVERS

IDRS AND SUPPORT RATING

TEB Cetelem's IDRs are driven by potential support from BNP Paribas
S.A. (A+/Stable), given the company's strategic importance to the
parent, its ownership, integration and role within the group and
shared branding. Fitch's view of support is also based on TEB
Cetelem being a small subsidiary of the wider BNPP franchise. In
its view, the propensity of support for TEB Cetelem and its sister
bank, Turk Ekonomi Bankasi A.S. (B+/Stable), is closely aligned.
This is based on a common brand association and significant
reputational damage in the event of a subsidiary default,
notwithstanding differences in their respective legal structures.

The Stable Outlook on TEB Cetelem's Long-Term IDRs is aligned with
that on TEB Bank, and the wider Turkish banking sector. It reflects
the relative stabilisation of Turkey's external finances on the
backdrop of relatively stable lira, falling inflation and
continuing economic growth.

TEB Cetelem is an automotive finance company operating in Turkey, a
strategically important market for the BNPP, where it is also
represented by TEB Bank.

RATING SENSITIVITIES

IDRS AND SUPPORT RATING

TEB Cetelem's IDRs are sensitive to a change in Turkey's sovereign
ratings, and the associated potential impact on the wider Turkish
financial sector.

A significantly reduced propensity to support by BNPP, for example,
as a result of government intervention, could trigger a downgrade.
While not expected by Fitch, weaker support from BNPP, for example,
as a result of divesture or diminishing of importance of the
Turkish market could be negative for the ratings.

The rating actions are as follows:

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

Short-Term Foreign-Currency IDR affirmed at 'B'

Long-Term Local-Currency IDR affirmed at 'BB-'; Outlook revised to
Stable from Negative

Short-Term Local-Currency IDR affirmed at 'B'

Support Rating affirmed at '4'

VOLKSWAGEN DOGUS: Fitch Alters Outlook on BB- LT IDR to Stable
--------------------------------------------------------------
Fitch Ratings revised the Outlook on Volkswagen Dogus Finansman
A.S. and VDF Faktoring A.S. to Stable from Negative, and affirmed
the companies' Long-term Issuer Default Ratings at 'BB-'.

The rating actions follow the revision of Outlook on Turkey's
Long-Term Foreign-Currency IDR.

KEY RATING DRIVERS

The IDRs of VDF and VDFF are driven by support from their
controlling shareholder - Volkswagen Financial Services AG and
ultimately from Volkswagen AG (BBB+/Stable). Both companies are
strategically important to VW and VWFS, given their important role
in supporting the group's car sales in Turkey. At end-2018 VDF and
VDFF relied heavily on VW group's funding, which contributed 38%
and 74% respectively to their total funding.

VDF's and VDFF's Long-Term IDRs are capped by Turkey's Country
Ceiling at 'BB-'. The Country Ceiling captures transfer and
convertibility risks and limits the extent to which support from
VWFS or VW can be factored into VDF's and VDFF's Long-Term
Foreign-Currency IDRs.

Both VDF and VDFF are 51%-owned by VW and 49% by Dogus holding.
Dogus is a large Turkish conglomerate and a sole importer of VW
vehicles in Turkey. VW exercises operational control, but Dogus has
significant involvement in running the companies, including
appointing three out of seven representatives on the respective
supervisory boards.

Fitch expects no material contagion risk for VDF and VDFF from
Dogus and hence no negative implication for the ratings, as the
companies are run independently without relying on Dogus for
funding or business origination and are associated to market
participants predominantly within the VW group. VW's recent
announcement to launch manufacturing in Turkey would have no
immediate effect on VDF's and VDFF's ownership or operations, but
might support their business prospects over the long term.

VDF is a leader among both banks and non-bank financial
institutions in auto financing volumes with a 14% domestic market
share at end-2018. VDF finances almost exclusively VW group brands
and operates via 160 sale points across Turkey.

VDFF provides financing to small- to medium-sized companies -
primarily Turkish dealers of VW brands. Thus its customer base is
limited to 130 dealers and a small number of large fleet management
companies. VDFF finances around a quarter of VW's total sales in
Turkey. VDFF's receivables book is short-term at around 60 days and
subject to high seasonality with peaks at around year-end.

RATING SENSITIVITIES

VDF's and VDFF's Long-Term IDRs are likely to move in tandem with
Turkey's Country Ceiling, which is currently in line with Turkey's
sovereign IDR with a Stable Outlook.

Diminished support from VW, for example, as a result of dilution of
ownership in the companies, a loss of operational control or
diminishing of importance of the Turkish market could trigger a
downgrade.

The rating actions are as follows:

Volkswagen Dogus Finansman A.S. and VDF Faktoring A.S.:

Long-Term IDR affirmed at 'BB-'; Outlook revised to Stable from
Negative

Short-Term IDRs affirmed at 'B'

Support Ratings affirmed at '3'



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

EUROSAIL PLC 2006-2BL: Fitch Affirms CCC Rating on Class F1c Debt
-----------------------------------------------------------------
Fitch Ratings upgraded 16 and affirmed nine tranches of Eurosail
2006-1 Plc, Eurosail 2006-2BL Plc and Eurosail 2006-3 NC Plc.

RATING ACTIONS

Eurosail 2006-2BL PLC

Class A2c XS0266235612; LT AAAsf Affirmed; previously at AAAsf

Class B1a XS0266238715; LT AAAsf Affirmed; previously at AAAsf

Class B1b XS0266244440; LT AAAsf Affirmed; previously at AAAsf

Class C1a XS0266246817; LT AAAsf Upgrade;  previously at AAsf

Class C1c XS0266250413; LT AAAsf Upgrade;  previously at AAsf

Class D1a XS0266252625; LT AA-sf Upgrade;  previously at BBBsf

Class D1c XS0266256709; LT AA-sf Upgrade;  previously at BBBsf

Class E1c XS0266258317; LT BB-sf Upgrade;  previously at CCCsf

Class F1c XS0266260560; LT CCCsf Affirmed; previously at CCCsf

Eurosail 2006-1 Plc

Class A2c XS0253567720; LT AAAsf Affirmed; previously at AAAsf

Class B1a XS0253569007; LT AAAsf Upgrade;  previously at AA+sf

Class B1c XS0253571243; LT AAAsf Upgrade;  previously at AA+sf

Class C1a XS0253572050; LT AA-sf Upgrade;  previously at A+sf

Class C1c XS0253573298; LT AA-sf Upgrade;  previously at A+sf

Class D1a XS0253573611; LT BBB-sf Upgrade; previously at BB+sf

Class D1c XS0253574932; LT BBB-sf Upgrade; previously at BB+sf

Class E XS0253576630;   LT B+sf Affirmed;  previously at B+sf

Eurosail 2006-3 NC Plc

Class A3a XS0271944604; LTAAAsf Affirmed;  previously at AAAsf

Class A3c XS0271945833; LT AAAsf Affirmed; previously at AAAsf

Class B1a XS0271946054; LT AAAsf Upgrade;  previously at AA+sf

Class C1a XS0271946484; LT A+sf Upgrade;   previously at BBB+sf

Class C1c XS0271946641; LT A+sf Upgrade;   previously at BBB+sf

Class D1a XS0271946724; LT BBB-sf Upgrade; previously at BB+sf

Class D1c XS0271947029; LT BBB-sf Upgrade; previously at BB+sf

Class E1c XS0271947375; LT Bsf Affirmed;   previously at Bsf

TRANSACTION SUMMARY

The transactions comprise non-conforming UK mortgage loans
originated by Southern Pacific Mortgage Limited and Preferred
Mortgages Limited, formerly wholly-owned subsidiaries of Lehman
Brothers.

KEY RATING DRIVERS

UK RMBS Rating Criteria

The rating actions take into account the new UK RMBS Rating
Criteria dated October 4, 2019. The notes' ratings have been
removed from Under Criteria Observation. The application of the new
criteria has resulted in reduced expected losses leading to the 16
upgrades and nine affirmations across the three transactions.

Credit Enhancement (CE) Build-up

Fitch's analysis concluded that the current CE was sufficient to
withstand the rating stresses. As at September 2019, CE for the
class A notes of ES06-1, ES06-2 and ES06-3 had increased over the
last 12 months to 88.5%, 74.3% and 91.2% from 78.6%, 67.6% and
79.9%, respectively. Fitch expects CE to continue building up as
the transactions amortise sequentially, supported by non-amortising
reserve funds, which are currently at their target. This has
resulted in the upgrades and affirmations.

Sequential Payments to Continue

Fitch expects all transactions to continue amortising sequentially.
Pro rata amortisation is being stopped by a breach in the amounts
outstanding trigger. Fitch does not expect this trigger to cure.
This mitigates the fact that ES06-1 does not have a 10% switch back
to sequential payments trigger. All the other transactions have
this feature.

The servicer reports the balance of loans in arrears in terms of
loans with overdue monthly contractual payments, referred to as
delinquencies, and loans with overdue monthly contractual payments
and/or outstanding fees or other amounts due, known as amounts
outstanding. Fitch has used the balances of loans reported with
delinquencies in its analysis.

Significant Liquidity

ES06-2's class D notes' rating has been upgraded to 'AA-sf' from
'BBBsf'. In addition to the CE build-up and reduced expected
losses, this transaction has a non-amortising liquidity facility
(LF), which is around 29% of the outstanding note balance. The size
of the LF has contributed towards the upgrade of this note.

Stable Asset Performance

Loans that are three month or more in arrears have shown steady
improvement post-crisis. This measure remained stable between
September 2018 to September 2019, averaging around 14% for ES06-1
and ES06-2 and 22% for ES06-3, of their respective pool balances.

RATING SENSITIVITIES

Fitch is of the opinion that the prolonged low interest rate
environment has supported borrower affordability. An increase in
interest rates causing a payment shock could lead to a worsening of
asset performance beyond Fitch's expectations, potentially leading
to downgrades of the notes' ratings.

There are a small number of owner-occupied interest only loans that
have failed to make their bullet payments at note maturity. The
servicer has informed Fitch that alternative payment plans with
these borrowers are currently being implemented. If this trend
grows to a significant number, Fitch may apply more conservative
assumptions in its asset and cash flow analysis.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

GORGIE CITY FARM: Goes Into Liquidation, 18 Jobs Affected
---------------------------------------------------------
BBC News reports that Gorgie City Farm, one of the last urban farms
in Scotland, has closed after going into liquidation.

Gorgie City Farm in the west of Edinburgh collapsed with the loss
of 18 jobs, BBC discloses.

MHA Henderson Loggie has been appointed to wind up the farm, which
has about 50 livestock and 50 pets, BBC relates.

They include sheep, pigs, ducks, geese and chickens and a number of
smaller animals including snakes and lizards, BBC notes.

According to BBC, liquidator Shona Campbell, of MHA Henderson
Loggie, said trustees decided to wind-up the charity "with regret"
in the face tough funding climate.

The charity gave volunteering opportunities and support to
disadvantaged young people and adults.

HARBEN FINANCE 2017-1: S&P Raises Class G Notes Rating to BB+(sf)
-----------------------------------------------------------------
S&P Global Ratings raised its credit ratings on Harben Finance
2017-1 PLC's class B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, F-Dfrd, and G
notes. At the same time, S&P has affirmed its rating on the class A
notes.

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

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

"After applying our updated global RMBS criteria, the overall
effect in our credit analysis results is a decrease in the
weighted-average foreclosure frequency (WAFF). This is mainly due
to the fact that the transaction has amortized by 20% since
closing, the loan-to-value (LTV) ratio we now use for our
foreclosure frequency analysis reflects 80% of the original LTV and
20% of the current LTV, and the high proportion of buy-to-let
interest-only loans, leading to lower WAFF assumptions on average.

"Our weighted-average loss severity assumptions have decreased at
all rating levels driven by a reduction in the current LTV and
revised jumbo valuation thresholds."

  Credit Analysis Results
  Rating level   WAFF (%)  WALS (%)
  AAA            18.06     41.75
  AA             12.69     32.96
  A              9.97      18.87
  BBB            7.23      11.68
  BB             4.47      7.7%
  B              3.78      5.10

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

S&P said, "Our analysis indicates that the available credit
enhancement for the class A notes is sufficient to withstand the
credit and cash flow stresses commensurate with our current rating.
We have therefore affirmed our 'AAA (sf)' rating on this class of
notes.

"Under the transaction documentation, until the class B-Dfrd notes
become the most senior class, deferral of interest for these notes
would not constitute an event of default. In our view, the presence
of this interest deferral mechanism while the class B-Dfrd is not
the most-senior class outstanding is not commensurate with our
'AAA' rating definition, under which the issuer has an extremely
strong capacity to meet its financial obligations. The rating on
the class B-Dfrd notes therefore cannot exceed a 'AA+ (sf)' rating
for as long as this class is not the most senior outstanding,
despite the cash flow output of 'AAA'. We have therefore raised to
'AA+ (sf)' from 'AA (sf)' our rating on this class of notes.

"Our analysis also indicates that the available credit enhancement
for the class D-Dfrd, F-Dfrd, E-Dfrd, and G notes is commensurate
with higher ratings than those currently assigned. We have
therefore raised our ratings on these classes of notes to 'A (sf)',
'A (sf)', 'BBB+ (sf)', and 'BB+ (sf)', respectively.

"Finally, we have upgraded the class C-Dfrd notes to 'AA (sf)'.
Although this class of notes achieve a higher output under our cash
flow analysis, we have considered its lower credit enhancement
compared with the senior notes and its sensitivity to the factors
mentioned previously.

"Our structured finance sovereign risk criteria do not constrain
the ratings on the notes.

"Operational, counterparty, legal, payment structure, and cash flow
risks continue to be adequately mitigated, in our view, and do not
constrain our ratings on the notes."

HARLAND AND WOLFF: InfraStrata Raises Money to Buy Business
-----------------------------------------------------------
BBC News reports that the energy firm that agreed to buy the
Harland and Wolff shipyard in Belfast has raised the money it needs
to complete the deal.

According to BBC, InfraStrata raised GBP6 million through a share
issue on Nov. 11.

The east Belfast shipyard, best known for building the Titanic, was
agreed for sale to the London-based firm last month, BBC notes.

It went into administration in August, putting 120 jobs at risk,
after its Norwegian parent company collapsed, BBC recounts.

InfraStrata shareholders need to approve the deal at a meeting on
Nov. 29, BBC states.

The administrators, BDO, has said they hope the deal will now be
completed in the coming weeks, BBC discloses.

RIPON MORTGAGES: S&P Raises Class G Notes Rating to BB+(sf)
-----------------------------------------------------------
S&P Global Ratings raised its credit ratings on Ripon Mortgages
PLC's class B1-Dfrd, B2-Dfrd, C1-Dfrd, C2-Dfrd, D1-Dfrd, D2-Dfrd,
E-Dfrd, F-Dfrd, and G notes. At the same time, S&P has affirmed its
ratings on the class A1 and A2 notes.

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

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

"After applying our updated global RMBS criteria, the overall
effect in our credit analysis results is a decrease in the
weighted-average foreclosure frequency (WAFF). This is mainly due
to the fact that the transaction has amortized by 20% since
closing, the loan-to-value (LTV) ratio we now use for our
foreclosure frequency analysis reflects 80% of the original LTV and
20% of the current LTV, and the high proportion of buy-to-let
interest-only loans, leading to lower WAFF assumptions on average.

"Our weighted-average loss severity assumptions have decreased at
all rating levels driven by a reduction in the current LTV and
revised jumbo valuation thresholds."

  Credit Analysis Results
  Rating level   WAFF (%)   WALS (%)
  AAA            17.37      42.68
  AA             12.09      33.77
  A              9.43       19.35
  BBB            6.76       12.02
  BB             4.06       7.94
  B              3.39       5.21

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

S&P said, "Our analysis indicates that the available credit
enhancement for the class A1 and A2 notes is sufficient to
withstand the credit and cash flow stresses commensurate with our
current ratings on the notes. We have therefore affirmed our 'AAA
(sf)' ratings on these classes of notes.

"Under the transaction documentation, until the class B1-Dfrd and
B2-Dfrd notes become the most senior class, deferral of interest
for these notes would not constitute an event of default. In our
view, the presence of this interest deferral mechanism while the
class B1-Dfrd and B2-Dfrd are not the most-senior class outstanding
is not commensurate with our 'AAA' rating definition, under which
the issuer has an extremely strong capacity to meet its financial
obligations. The ratings on the class B1-Dfrd and B2-Dfrd notes
therefore cannot exceed a 'AA+ (sf)' rating for as long as these
classes are not the most senior outstanding, despite the cash flow
output of 'AAA'. We have therefore raised to 'AA+ (sf)' from 'AA
(sf)' our ratings on these classes of notes.

"Our analysis also indicates that the available credit enhancement
for the class D1-Dfrd, D2-Dfrd, E-Dfrd, F-Dfrd, and G notes is
commensurate with higher ratings than those currently assigned. We
have therefore raised our ratings on these classes of notes to 'A
(sf)', 'A (sf)', 'A (sf)', 'BBB+ (sf)', and 'BB+ (sf)',
respectively.

"Finally, we have upgraded the class C1-Dfrd and C2-Dfrd notes to
'AA (sf)'. Although these classes of notes achieve a higher output
under our cash flow analysis, we have considered their lower credit
enhancement compared with the senior notes and their sensitivity to
the factors mentioned previously.

"Our structured finance sovereign risk criteria do not constrain
the ratings on the notes.

"Operational, counterparty, legal, payment structure, and cash flow
risks continue to be adequately mitigated, in our view, and do not
constrain our ratings on the notes."

STRATTON MORTGAGE: S&P Affirms CCC Rating on Class X Notes
----------------------------------------------------------
S&P Global Ratings raised its credit ratings on Stratton Mortgage
Funding PLC's class B, C-Dfrd, and D-Dfrd notes. At the same time,
we have affirmed our ratings on the class A and X notes, S&P said

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

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

The transaction bank account (Elavon Financial Services DAC, UK
Branch), and the collection bank account (Barclays Bank PLC) are
all in line with our counterparty criteria.

S&P s aid, "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 all 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.
Additionally, we have changed our adjustments to buy-to-let (BTL)
loans, and we no longer apply the interest-only adjustment to such
loans. Our weighted-average loss severity (WALS) assumptions have
decreased at all rating levels due to the revised jumbo valuation
thresholds and the decrease in the current LTV ratio."

  Credit Analysis Results
  Rating level   WAFF (%)   WALS (%)
  AAA            29.35      22.20
  AA             24.73      15.62
  A              22.07      6.33
  BBB            19.18      2.89
  BB             16.16      2.00
  B              15.41      2.00

The overall effect from S&P's credit analysis results is a decrease
in the required credit coverage for all rating levels, and this
reflects its cash flow results.

The transaction's performance has been stable since closing, and
credit enhancement in this transaction has increased due to the
partial amortization of the class A notes.

S&P said, "Following our credit and cash flow analysis, we have
affirmed our 'AAA (sf)' rating on the class A notes, and we have
raised our ratings on the class B notes and C-Dfrd notes to 'AAA
(sf)' and 'AA (sf)', respectively.

"We have upgraded the class D-Dfrd notes to 'A- (sf)'. Although
these notes achieve a higher output under our cash flow analysis,
we have considered their lower credit enhancement high exposure to
interest-only loans and their junior position in the capital
structure.

"Finally, we have affirmed our 'CCC (sf)' rating on the class X
notes. Due to structural features, payment of timely interest on
the class X notes is reliant upon excess spread following
replenishment of the reserve fund. Within the pool, 18.03% of loans
are currently at least one month in arrears, with 10.9% having been
delinquent for 90 days or more. We view these borrowers as having a
higher risk of default and once related losses are realized, it's
likely that excess spread will be used to cover the junior
principal deficiency ledger , causing deferral of interest on the
class X notes. Therefore, in our view, given the current level of
arrears, payment of timely interest on the class X notes is
dependent upon favorable business, financial, and economic
conditions and in line with our "Criteria For Assigning 'CCC+',
'CCC', 'CCC-', And 'CC' Ratings," published Oct. 1, 2012, we have
affirmed our 'CCC (sf)' rating on this class of notes."

Stratton Mortgage Funding is a U.K. RMBS transaction of first-lien
owner-occupied and buy-to-let residential mortgage loans made to
nonconforming borrowers.

  Ratings List

  Class    Rating to    Rating from

  A        AAA (sf)     AAA (sf)
  B        AAA (sf)     AA+ (sf)
  C-Dfrd   AA (sf)      AA- (sf)
  D-Dfrd   A- (sf)      BBB+ (sf)
  X        CCC (sf)     CCC (sf)

Note: S&P's ratings on the class A, B, and X notes from this
transaction address the timely receipt of interest and ultimate
repayment of principal. S&P's ratings on the class C-Dfrd and
D-Dfrd notes are interest-deferred ratings and address the ultimate
payment of interest and principal.

TOWD POINT 2019-GRANITE: Moody's Rates Class F Notes '(P)Caa1'
--------------------------------------------------------------
Moody's Investors Service assigned provisional credit ratings to
the following Notes to be issued by Towd Point Mortgage Funding
2019-Granite 5 plc:

GBP [-] Class A Asset Backed Floating Rate Notes due [July 2044],
Assigned (P)Aaa (sf)

GBP [-] Class B Asset Backed Floating Rate Notes due [July 2044],
Assigned (P)Aa2 (sf)

GBP [-] Class C Asset Backed Floating Rate Notes due [July 2044],
Assigned (P)A1 (sf)

GBP [-] Class D Asset Backed Floating Rate Notes due [July 2044],
Assigned (P)Baa2 (sf)

GBP [-] Class E Asset Backed Floating Rate Notes due [July 2044],
Assigned (P)Ba3 (sf)

GBP [-] Class F Asset Backed Floating Rate Notes due [July 2044],
Assigned (P)Caa1 (sf)

Moody's has not rated the subordinated GBP [-] Class Z1 Asset
Backed Notes due [July 2044], the GBP [-] Class Z2 Asset Backed
Notes due [July 2044], the GBP [-] Class XA Asset Backed Floating
Rate Notes due [July 2044] and the Class XB Certificates due [July
2044].

The GBP [152.4 million] portfolio as of [September 30, 2019] is
comprised of [17,072] unsecured personal loans to borrowers in the
UK, which were initially originated by Landmark Mortgages Limited
as a part of the "Together" mortgage linked unsecured personal loan
product or as a "Mortgage Plus Unsecured Loan" product offered to
borrowers at or about the same time as they took out a secured
mortgage loan. All of the loans are unsecured and do not share in
or benefit from any security provided by the borrowers in respect
of any linked mortgage loan. The majority of loans comprising the
pool were originated in the years 2005 through 2007 and hence are
[13.4] years seasoned. Moody's notes that obligations of the
borrower under the unsecured personal loans are independent of the
obligations of the borrower to pay the amounts due under the
associated mortgage loans.

The loans comprising the provisional pool are currently financed
through Towd Point Mortgage Funding 2016-Granite3 PLC.

RATINGS RATIONALE

The ratings of the Notes are based on an analysis of the
characteristics of the underlying unsecured loan pool, sector wide
and originator specific performance data, protection provided by
credit enhancement, the roles of external counterparties and the
structural features of the transaction.

Default and PCE Analysis

Moody's determined the portfolio credit enhancement ("PCE") of
[48.0]%, the portfolio expected defaults of [25.3]% and expected
recovery of [5]% as input parameters for Moody's cash flow model,
which is based on a probabilistic lognormal distribution. Moody's
notes that [12.8%] of the pool at closing already falls
automatically under the default definition of the transaction
specified as being 12 months or more in arrears. The entire
portfolio is being sold at par, whereby Class Z2 Notes (NR) are
being issued to fund the purchase of the [12.8%] pool already in
default. There is a corresponding 100% Class Z2 PDL in place at
closing. Consequently, Moody's asset assumptions apply to the
non-defaulted balance of [87.2%] of the pool.

Portfolio expected defaults of [25.3]%: this is higher than the
EMEA unsecured loans average and is based on Moody's assessment of
the lifetime loss expectation for the pool taking into account: (i)
the collateral performance of unsecured personal loans, as provided
by Landmark; (ii) the current macroeconomic environment in the UK
and the potential impact of future interest rate rises on the
performance of the unsecured loans; (iii) relatively high share of
loans related to borrowers with history of past or current
litigation; and (iv) benchmarking with comparable transactions in
the UK market.

PCE of [48.0]%: This is higher than the EMEA unsecured loans
average and follows Moody's assessment of the loan-by-loan
information taking into account the following key drivers: (i) the
historic collateral performance described; and (ii) the loan
characteristics of the pool being part of the Together loans for
which a mortgage balance is outstanding.

Landmark is the contractual servicer delegating all its servicing
to Computershare Mortgage Services Limited (Not rated). A back-up
delegated servicer Capital Home Loans Limited (Not rated) and
back-up servicer facilitator CSC Capital Markets UK Limited (Not
rated) will also be appointed at closing.

Upon the termination of the appointment of the delegated servicer,
the back-up delegated servicer will, upon 90 days of receiving
notice of the same, replace the delegated servicer under the terms
of the replacement delegated servicing agreement.

U.S. Bank Global Corporate Trust Limited (a subsidiary of U.S. Bank
National Association Aa1 / P-1 / Aa2(cr)) is appointed as cash
manager. To help ensure continuity of payments the deal contains
estimation language whereby the cash flows will be estimated from
the three most recent servicer reports should the servicer report
not be available.

The collection account under the name of the servicer is held at
National Westminster Bank Plc (A1/P-1). There is a declaration of
trust over the collection account in favour of the Issuer and a
daily sweep of the funds held in the collection account into the
issuer account bank. In the event NATWEST rating falls below Baa3,
the collection account will be transferred to an entity rated at
least Baa3.

The issuer account bank provider is Elavon Financial Services DAC,
UK Branch (subsidiary of Elavon Financial Services DAC (Aa2/P-1))
with a transfer requirement if the rating of the account bank falls
below A3.

Transaction structure

At closing, a liquidity facility equalling 1.7% of the outstanding
Class A notes balance will be provided by Wells Fargo Bank, N.A.
(Aa1/P-1/Aa1(cr)), acting through it's London Branch.

Upon the liquidity facility replacement date (October 25, 2025), a
liquidity reserve fund of 1.7% of the outstanding Class A Notes
balance will be funded as part of the revenue and principal
waterfalls and replace the liquidity facility. The liquidity
facility/reserve is available broadly to cover senior expenses and
Class A interest.

The liquidity facility provides approx. [4] months of liquidity for
Class A based on Moody's stressed calculations. Principal can be
used as an additional source to pay interest on the most senior
outstanding Classes of Notes (A to F).

Upon the first optional redemption date (April 20, 2024), an excess
cash flow reserve fund will be established which will be funded
from excess spread after allocation of funds to senior fees,
interest and PDL for all rated Note Classes and after allocation to
PDL for Class Z1. The ECRF will be unlimited and available to cover
interest on Classes B to F Notes.

Interest Rate Risk Analysis

There is no hedging in the transaction. There is a mismatch risk in
respect to the interest rate receivable on the loans (fixed rate
and standard variable rate loans) and the interest payable on the
notes (SONIA). The fixed rate loans revert to SVR. The SVR is set
by reference to the Bank of England Base Rate/3 months Sterling
LIBOR subject to an SVR floor of 3 months LIBOR plus 2.40%.

Moody's has performed an analysis of the spread during the life of
the transaction under consideration of the SVR floor and the basis
mismatch risk under varying scenarios.

The provisional ratings address the expected loss posed to
investors by the legal final maturity of the Notes. 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 endeavour 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.

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

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

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



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

[*] BOOK REVIEW: Bendix-Martin Marietta Takeover War
----------------------------------------------------
MERGER: The Exclusive Inside Story of the Bendix-Martin Marietta
Takeover War
Author: Peter F. Hartz
Publisher: Beard Books
Soft cover: 418 pages
List Price: $34.95
Review by Gail Owens Hoelscher

William Agee, the youngest man ever to head one of the top 100
American corporations, seemed unstoppable. In 1977, at the age of
39, he took over Bendix Corporation, an aerospace, automotive, and
industrial firm, determined to diversify the company out of the
automotive industry. In his words, "Automobile brakes are in the
winter of their life and so is the entire automobile industry." He
sold off a few Bendix units, got some cash together, and began to
75
look for acquisitions.

Then Agee's relationship with Mary Cunningham burst into the news.
Agee had promoted Cunningham from his executive assistant to vice
president, to the outrage of other Bendix employees. Their affair,
replete with power, brains, youth, good looks, charm, denial, and
deceit, fascinated the American public. Cunningham was forced to
leave Bendix to work for Seagrams, with the entire country
wondering just how well she would do. The two divorced their
respective spouses and married soon thereafter. To the chagrin of
many, Cunningham continued to play a pivotal role in Bendix
affairs.

Eager to regain his standing, Agee turned to acquisition as soon as
the gossip died down. A failed attempt to acquire RCA left him more
determined than ever. He then set his sights on Martin-Marietta, an
undervalued gem in the 1982 stock market slump. Thus began an
all-out war of tenders and countertenders, egoism and conceit,
half-truths and dissimulation, and sudden alliances and last-minute
court decisions.

This is a very exciting account of the war's scuffles, skirmishes,
and battles. The author, son of a long-time Bendix director, was
able to interview some of the major participants who most likely
would have refused the requests of other authors. Some gave him
access to personal notes from the various proceedings. The author
thoroughly researched the documents involved in the takeover war,
as well as news reports and press releases. He explains the
complicated legal maneuverings very clearly, all the while keeping
the reader entertained with the personal lives and thoughts of the
players.

People love this book. The New York Times Book Review said
"Aggression and treachery, hairbreadth escapes and last-minute
reversals, "white knights" and "shark repellants" -- all of these
and more can be found in the true-life adventure of the
Bendix-Martin Marietta merger war." The Wall Street Journal said
"Merger brims with tension, authentic-sounding dialogue and insider
detail."

Peter F. Hartz was born in Toronto, Canada, in 1953, and moved to
the U.S. as a child. He holds degrees from Colgate University and
Brown University. He lives in Toluca Lake, California.


                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


                * * * End of Transmission * * *