/raid1/www/Hosts/bankrupt/TCREUR_Public/181002.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

           Tuesday, October 2, 2018, Vol. 19, No. 195


                            Headlines


C R O A T I A

ZAGREB: S&P Affirms 'BB' Issuer Credit Rating, Outlook Stable


F R A N C E

CASINO SA: Moody's Affirms Ba1 CFR & Alters Outlook to Negative


I R E L A N D

DUBLIN BAY 2018-1: Moody's Rates EUR9.49MM Class E Debt 'B3'
LAURELIN DAC 2016-1: Moody's Gives (P)B2 Rating to Cl. F-R Notes
LAURELIN DAC 2016-1: Fitch Gives B-(EXP) Rating to Class F-R Debt
ROUNDSTONE SECURITIES 1: Moody's Assigns B2 Rating to Cl. E Notes
TORO EUROPEAN 2: Moody's Assigns (P)B2 Rating to Class F Notes


N E T H E R L A N D S

DUTCH PROPERTY 2018-1: S&P Gives BB+ Rating to E-Dfrd Notes


N O R W A Y

IMSK SE: Faces Liquidation After Restructuring Plan Fails


S P A I N

ALMIRALL SA: S&P Alters Outlook to Stable & Affirms 'BB-' ICR
PROMOTORA DE INFORMACIONES: Fitch Assigns B IDR, Outlook Stable


S W I T Z E R L A N D

GAM HOLDING: Investor Payouts Slightly Higher Than Estimated


T U R K E Y

DERINDERE TURIZM: S&P Affirms Then Withdraws 'SD' ICRs


U N I T E D   K I N G D O M

EG GROUP: Fitch Rates EUR267MM Sr. Sec. Term Loan B 'B(EXP)'
EG GROUP: S&P Affirms 'B' Issuer Credit Rating, Outlook Negative
GEOGHEGAN SUPALITE: In Liquidation, Owes Money to 70 Customers
HATCHED: Faces Closure Due to Flawed Digital Model
JOHNSONS PHOTOPIA: Goes Into Administration

MCERLAIN'S BAKERY: Owes GBP4.3 Million to Unsecured Creditors
THOMAS COOK: Fitch Assigns 'B+' LT IDR & Alters Outlook to Neg.


                            *********



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ZAGREB: S&P Affirms 'BB' Issuer Credit Rating, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings, on Sept. 28, 2018, affirmed its 'BB' long-
term issuer credit rating on the Croatian city of Zagreb. The
outlook is stable.

OUTLOOK

S&P said, "The stable outlook on Zagreb reflects our view that
persistent strong operating balances, as well as asset disposals,
will counterbalance Zagreb's increased investment plans and limit
substantial debt accumulation. We also anticipate the city will
retain its current liquidity levels."

Downside scenario

S&P said, "We could downgrade Zagreb if the city's financial
profile worsened, with contracting operating margins or increased
debt. We would also consider lowering the rating if we saw
continued pressure on the city's cash levels, resulting in
accumulation of payables or a further fall in cash holdings."

Upside scenario

S&P said, "We could raise the rating if the city structurally
improved its liquidity position, resulting in cash and funds
available under credit facilities covering yearly debt service
sustainably by more than 80%. Additionally, stronger medium- and
long-term planning, coupled with strict oversight of municipal
companies, could enhance our view of the city's financial
management and intrinsic creditworthiness."

RATIONALE

S&P said, "The rating reflects our view that the city's operating
balance will remain high, but slowly decline. This, together with
asset disposals and capital grants, will allow room for more
rapid investments and for paying off part of the accumulated
accrued deficit of 2017. As a result, we believe debt
accumulation will be limited and the weak liquidity position will
not deteriorate any further."

However, burdening the rating is the volatile institutional
framework that is subject to relatively frequent changes. This
may cause revenue and expenditure mismatches and pressure
financial management and policies.

The institutional framework and financial management limit
Zagreb's creditworthiness

In S&P's view, Zagreb's creditworthiness remains constrained by
the institutional setup under which Croatian municipalities
operate. The framework changes frequently and the distribution of
resources is unbalanced and not sufficiently aligned to tasks
delegated to municipalities. This is exemplified by the multiple
changes to the tax system introduced during 2017-2018. For
example, the personal income tax reform, aimed at easing the tax
burden for individuals and companies, reduced the maximum rate
for personal income tax to 36% from 40%. This effectively
diminishes Zagreb's tax income and revenue-raising abilities. The
measure is marginally compensated by an increase in the
distribution coefficient in 2018. However, the much-awaited
introduction of a single property tax, to replace several local
taxes and fees, was eventually cancelled. Nonetheless, the
central government will indemnify revenue shortfalls that result
from the new income tax regime, through transfers. These
transfers have a ceiling mirroring 2016 income tax revenues, and
are set to diminish starting from 2021. Further tax cuts proposed
by the Ministry of Finance in August 2018 might put additional
pressure on Zagreb's operating performance. As a result, the
unpredictability of the central government's actions constrains
policy effectiveness at the city level, limiting Zagreb's ability
to effectively plan for the long term.

Milan Bandic is currently serving his sixth term as mayor,
indicating some stability in the city's political management.
Nonetheless, S&P sees the management's effectiveness as
constrained by unreliable long-term planning and weak liquidity
policies. In addition, the use of unconventional debt instruments
such as factoring deals, and the sometimes difficult relationship
between the government and city assembly, further limit its
management assessment.

The city's oversight and control over municipal companies remains
weak overall. The board of municipal company Zagrebacki Holding
maintains very close ties with the city's management, although
clear decision-making procedures appear to be lacking. In late
2017, both the transportation company (ZET) and the fair company
(Zagrebacki Velesajam) were spun off from the holding company and
placed under the city's direct control. This restructuring was to
enhance funding and grant sources via European institutions, and
to allow for tighter control of the loss-making transport
company.

The city alone contributes about one-third of total Croatian GDP,
and unemployment has been steadily decreasing (5.9% as of January
2018). S&P said, "Due to Zagreb's dependence on central
government tax revenue distribution, we use the country's
national GDP per capita as the starting point for our assessment
of Zagreb's economic profile. We forecast a national GDP per
capita of about $14,500 in 2018, an average level compared with
that of international peers. The pull the city exerts has
resulted in a growing population, in contrast to the national
trend. This supports the city's economic and tax base to some
degree. In 2016, the city's population increased to about
802,300, 19% of Croatia's total population in 2016. Furthermore,
the city's management continues to focus on projects intended to
promote Zagreb further as a tourist and international conference
destination. In our view, these strengths reflect a highly
diversified local economy."

Operating surpluses will remain strong, helping keep debt low and
limiting the risks from weak liquidity

S&P said, "We expect Zagreb will exhibit positive, albeit
declining, operating balances of 9%-11% in 2018-2020, supported
by solid underlying economic growth. However, this is partially
offset by contained tax revenue growth and uncertainties
regarding tax legislation."

In S&P's view, Zagreb's budgetary flexibility is weak. Personal
income tax, which accounts for about two-thirds of the city's
operating revenues, cannot be modified by the city, except for
the surtax charged. In addition, the tax reform introduced in
2017 effectively decreased tax brackets and increased the number
of taxpayers exempt from the surtax of 18%. As a result, the city
is largely dependent on the central government regarding taxation
matters. Personnel, combined with goods and services expenses,
represented 38% of Zagreb's operating expenditure in 2017,
limiting the city's expenditure flexibility. This is exacerbated
by large inflexible subsidies granted to the municipal holding
company, and the now stand-alone ZET, which both support the city
in the supply of essential public services.

Zagreb's capital program targets transportation infrastructure,
street renovations, and social service facilities. Notably, the
city is concentrating its resources on bridge renovation and the
reconstruction of one of the largest and busiest junctions.
Capital expenditure (capex) represents approximately 10% of total
expenditure in 2018-2020 and we forecast it will average about
Croatian kuna (HRK) 700 million per year over that period (total
of approximately HRK2.2 billion). This, in turn, results in
expected surpluses after capital accounts decreasing to an
average of 0.7% in 2019-2020, from about 5% in 2018, as capex
increases in the later years of our forecast. This is also in
line with observations from the previous EU program, whereby fund
utilization picks up toward the end of the cycle.

The city's strong operating surpluses should help limit debt
accumulation over the coming years, as well as pay off the
deficit recorded in 2017. S&P said, "After a net debt repayment
in 2018, we forecast moderately rising net new borrowing, both at
the city level and at Zagrebacki Holding. On the basis of new
data received from the city, we revised our estimate of tax-
supported debt in 2017 down to about HRK7.3 billion, but this had
no impact on our assessment of the city's debt."

S&P said, "In our base-case scenario, S&P assumes that the city's
tax-supported debt, which includes debt of other municipal
companies and Zagrebacki Holding, will increase to 74% of
consolidated operating revenues in 2020 from 70% in 2018. In our
view, this is high relative to that of peers in the region, but
is generally neutral to Zagreb's creditworthiness, which is
supported by high operating margins. We forecast direct debt,
which includes the factoring deals the city services on behalf of
Zagrebacki Holding, will decline in 2018. However, to support
capex and the 2017 deficit repayment, we expect a moderate
increase to about HRK2 billion in 2020 (about 28% of operating
revenues) from about HRK1.8 billion in 2018.

"Zagreb's available liquidity remains limited, with a debt-
service coverage ratio of about 38% over the coming 12 months.
Zagreb's cash holdings average HRK85 million per month; we factor
into our assessment maturing debt liabilities, factoring deals,
and guarantee payments. Additionally, we view access to external
liquidity as limited, since Croatia's domestic banking sector is
relatively weak, as reflected in our assessment of the banking
sector.

"In our view, Zagreb's contingent liabilities remain moderate. We
factor in Zagrebacki Holding's and ZET's payables, as well as the
long-term and short-term debt of self-supporting entities, in
analyzing the city's total exposure. The city also recently
received an unfavorable ruling in a legal case against the
Ministry of Finance. However, it is likely that the parties will
agree on a settlement. Overall, we estimate that the maximum loss
under a stress scenario would be 10%-15% of operating revenues."

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

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

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

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

  RATINGS LIST

  Ratings Affirmed

  Zagreb (City of)
   Issuer Credit Rating                   BB/Stable/--



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F R A N C E
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CASINO SA: Moody's Affirms Ba1 CFR & Alters Outlook to Negative
---------------------------------------------------------------
Moody's Investors Service has changed to negative from stable the
outlook on the Ba1 corporate family rating of French food
retailer Casino Guichard-Perrachon SA. At the same time, Moody's
has affirmed Casino's CFR as well as its Ba1-PD probability of
default rating, its Ba1 senior unsecured long-term ratings, the
Ba3 rating assigned to its deeply subordinated perpetual bonds
and its Not Prime short-term rating.

"Our decision reflects the high leverage of Casino's parent
company Rallye, whose debt exceeds the value of its assets, as
well as the underlying low cash flow generation of French stores
and limited cash circulation between Casino France and emerging
market subsidiaries," says Vincent Gusdorf, a Moody's Vice
President - Senior Analyst and lead analyst for Casino. "Casino
has also been slower to deliver on its disposal of Brazilian
subsidiary Via Varejo than we had anticipated when assigning the
initial rating, and its leverage remains outside our guidance for
the Ba1 category for the moment."

RATINGS RATIONALE

The negative outlook reflects Moody's view that Rallye's leverage
has increased and Casino has been slower to deliver on its
disposal of Via Varejo than the rating agency had anticipated,
with the company's leverage remaining for the moment higher than
the guidance for the Ba1 rating. Despite the recent recovery of
Casino's share price, Moody's estimates that the value of
Rallye's assets stood at around EUR2.2 billion on September 26,
2018, compared with a net debt of EUR2.9 billion. This translates
into a loan-to-value (LTV) ratio of about 130%, an unsustainably
high level, although these calculations do not include any
potential control premium related to Rallye's majority ownership
in Casino. Rallye has recently bolstered its liquidity by
negotiating a new EUR500 million credit facility maturing in
2020, but it does not generate significant cash flows and must
therefore refinance its debt at low interest rates.

The increase in Rallye's loan-to-value ratio creates meaningful
uncertainties for Casino as the parent could attempt to extract
value from its subsidiary if its leverage does not decline or if
liquidity stress crystallises. However, Casino's debt instruments
have no cross-default clause with those of Rallye's, and Casino's
listing and substantial minorities limit Rallye's options.
Moody's current rating rationale is predicated on Casino's
separate listed status, the substantial minority interests and
regulation providing a resilient and effective barrier against
credit stress being transmitted from Rallye to Casino. Any change
to that view which left Casino creditors more closely exposed to
Rallye's current unsustainably weak financial structure would
likely result in a multi-notch downgrade for Casino's ratings..

Low cash flow in France also constrains Casino's credit quality.
Excluding gains from interest swaps and recurring asset disposals
and assuming a normalised working capital inflow of EUR150
million, Moody's calculates a free cash flow after dividends of
negative EUR362 million for the 12 months ended June 30, 2018,
based on reported numbers. However, Casino France's actual free
cash flow generation as calculated by Moody's stood at positive
EUR175 million because it benefited from a EUR597 million working
capital inflow and EUR90 million of cash from the unwinding of
interest swaps.

Moreover, minorities limit cash circulation within the group. To
upstream cash from its Brazilian subsidiary Grupo Pao de Acucar
(GPA), which has paid almost no dividends in 2016 and 2017,
Segisor, another subsidiary, took a EUR400 million loan during
the first half of 2018 to pay a EUR200 million dividend to Casino
France and another EUR200 million dividend to Exito, Casino's
Colombian subsidiary. Consolidated net debt did not rise, but
this transaction illustrates the difficulty to upstream cash from
emerging market subsidiaries to Casino France.

Although French stores' earnings will improve, Moody's-adjusted
EBITDA should stabilise at about EUR2.6 billion in the next 18
months because of the depreciation of Latin American currencies.
The Ba1 rating factors in Moody's view that Casino will divest
Via Varejo in 2018, in line with its previous assumptions. The
agency also anticipates that Casino will sell at least EUR1.5
billion of assets in France by June 2019, with the proceeds going
towards debt repayment. However, further negative pressure on the
rating would materialise in the event that the company deviates
from the planned disposal schedule.

Casino has an adequate liquidity profile, with EUR3.4 billion of
cash on its balance sheet, of which EUR2.1 billion in France,
compared to EUR2.2 billion of short-term debt. French stores also
have access to EUR3.3 billion of committed undrawn credit
facilities as of June 30, 2018.

STRUCTURAL CONSIDERATIONS

Casino's debt is mostly located at the level of Casino France
(EUR6.0 billion as of December 31, 2017), GPA (EUR1.1 billion)
and Exito (EUR1.2 billion). There are no cross-default clauses or
guarantees between these subsidiaries. Moody's considers all the
debt instruments to be unsecured and to rank pari passu within
each subsidiary, with the exception of deeply subordinated
perpetual bonds issued by Casino France, which amounted to
EUR1.35 billion as of June 30, 2018.

The probability of default rating is based on a 50% family
recovery assumption, which reflects a capital structure including
bonds and bank debts with loose financial covenants.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook reflects Moody's view that Rallye's high
loan-to-value ratio creates substantial uncertainties for Casino,
despite some protections stemming from Casino's listing and
minorities. The outlook also reflects the fact that Casino's high
leverage remains outside the guidance for the Ba1 rating for the
moment, so the company will likely need to execute meaningful and
timely disposals and allocate proceeds to debt repayment to
reduce its leverage to maintain the current rating. Moody's notes
Casino's depressed share price, but understands that it retains
adequate market access at present; any weakening of its market
access, possibly due to contagion from the leverage stress at
Rallye, could also be a driver for a negative action.

WHAT COULD CHANGE THE RATING UP/DOWN

Further negative pressure on the ratings could materialise if
Rallye's credit quality does not improve, as shown for instance
by a consistently high loan-to-value ratio or an inability to
refinance upcoming debt maturities. Downward pressure on the
ratings would also arise if Casino deviates from the planned
schedule to dispose of Via Varejo and its French assets.

Quantitatively, Moody's could downgrade the ratings if Casino's
Moody's-adjusted debt/EBITDA does not fall towards at least the
middle of the 5x-5.5x range. A more aggressive financial policy,
with for instance unexpected acquisitions or an increase in
shareholder remuneration, or any other steps which result in
Casino's creditors becoming more exposed to Rallye's current
unsustainably weak financial structure, would also lead to a
negative rating action.

Although an upgrade is currently unlikely, Moody's could raise
Casino's ratings if it lowered its Moody's-adjusted debt/EBITDA
to the middle of the 4x-4.5x range for a prolonged period of time
and if the credit quality of Casino's holdings improved
significantly, with notably a meaningful reduction in Rallye's
loan-to-value ratio. An upgrade would also require that
minorities do not increase within the group's subsidiaries and
that its financial policy remains prudent and transparent.

COMPANY PROFILE

With EUR37 billion of reported revenue in the 12 months to June
30, 2018, France-based Casino is one of the largest food
retailers in Europe and the fourth-largest grocer in France. Its
main shareholder is the French holding Groupe Rallye, which owned
51.4% of Casino's capital and 64.3% of its voting rights as of
June 30, 2018. Casino's Chief Executive Officer Jean-Charles
Naouri controls Groupe Rallye through a cascade of holdings.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail
Industry published in May 2018.

Affirmations:

Issuer: Casino Guichard-Perrachon SA

Probability of Default Rating, Affirmed Ba1-PD

LT Corporate Family Rating, Affirmed Ba1

Subordinate, Affirmed Ba3

Commercial Paper, Affirmed NP

Other Short-Term, Affirmed (P)NP

Senior Unsecured MTN program, Affirmed (P)Ba1

Senior Unsecured Regular Bond/Debenture, Affirmed Ba1

Outlook Actions:

Issuer: Casino Guichard-Perrachon SA

Outlook, Changed To Negative From Stable



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DUBLIN BAY 2018-1: Moody's Rates EUR9.49MM Class E Debt 'B3'
------------------------------------------------------------
Moody's Investors Service has assigned definitive long-term
credit ratings to the following Notes issued by Dublin Bay
Securities 2018-1 DAC:

EUR208.91M Class A Residential Mortgage Backed Floating Rate
Notes, Definitive Rating Assigned Aaa (sf)

EUR13.00M Class B Residential Mortgage Backed Floating Rate
Notes, Definitive Rating Assigned Aa1 (sf)

EUR7.15M Class C Residential Mortgage Backed Floating Rate Notes,
Definitive Rating Assigned A1 (sf)

EUR6.50M Class D Residential Mortgage Backed Floating Rate Notes,
Definitive Rating Assigned Baa2 (sf)

EUR9.49M Class E Residential Mortgage Backed Floating Rate Notes,
Definitive Rating Assigned B3 (sf)

Moody's has not rated the EUR 14.95M Class Z Residential Mortgage
Backed Zero Rate Notes, Class R Residential Mortgage Backed Fixed
Rate Notes, Class X1 Residential Mortgage Backed Notes or the
Class X2 Residential Mortgage Backed Notes.

The subject transaction is a static cash securitisation of
residential mortgage loans, extended to obligors located in
Ireland, originated by Bank of Scotland plc (Aa3/P-1 and
Aa3(cr)/P-1(cr). In September 2018, Erimon Home Loans Ireland
Limited (a Special Purpose Vehicle), with Barclays Bank PLC as
Sponsor, purchased approx. EUR 5bn of assets from Bank of
Scotland plc of which 5.2% are sold on to the issuer. The
portfolio sold to the issuer is a positive selection of the total
assets purchased and consists of 1,423 mortgage loans extended to
1,182 primary borrowers with the total pool balance of around 260
million as of the cut-off date (July 31, 2018).

RATINGS RATIONALE

The ratings take into account the credit quality of the
underlying mortgage loan pool, from which Moody's determined the
MILAN Credit Enhancement and the portfolio expected loss, as well
as the transaction structure and legal considerations. The
expected portfolio loss of 4.5% and the MILAN CE of 16.0%, serve
as input parameters for Moody's cash flow model and tranching
model, which is based on a probabilistic lognormal distribution.

The ratings reflect the correction of two distinct input errors
in its analysis. The first error resulted in a revision of the
portfolio expected loss and MILAN CE from 5.0% and 17.5%, at the
provisional rating date, to 4.5% and 16% respectively. This error
was driven by the use of an outdated house price index which
overestimated the high indexed loan to value portion of the
portfolio. The second error was due to the use of an incorrect
portfolio amortization vector. Overall, the combination of these
error corrections had no impact on the ratings of the Notes.

The key drivers for the portfolio's expected loss of 4.5%, which
is lower than the Irish residential mortgage-backed securities
sector average, are as follows: (1) the collateral performance of
the loans to date, as provided by the sponsor; (2) restructured
loans accounting for 10.6% of the portfolio; (3) seasoning of the
pool with a WA seasoning of 12 years; (4) the current
macroeconomic environment in Ireland; (5) the stable outlook that
Moody's has on Irish RMBS; and (6) benchmarking with other
comparable Irish RMBS transactions.

The key drivers for the MILAN CE number of 16.0%, which is in
line with the Irish RMBS sector, are as follows: (1) the WA LTV
at around 59.97%; (2) the positive selection of the portfolio,
whereby no loan in the pool is more than one month in arrears;
(3) the restructured loans accounting for 10.6% of the portfolio;
(4) the well-seasoned portfolio of around 12 years; and (5)
benchmarking with other Irish RMBS transactions.

Transaction structure: the transaction benefits from an
amortising Liquidity Reserve Fund and a General Reserve Fund,
both funded at closing via a subordinated Note. The Liquidity
Reserve Fund Required Amount is equal to 1.5% of the outstanding
balance of Class A and will be available to cover senior expenses
and interest on Class A Notes and Class X1 Notes. The General
Reserve Fund is equal to 1.5% of the Rated Notes at closing,
minus the Liquidity Reserve Fund Required Amount, and will be
used to cover interest shortfalls and to cure PDLs on the rated
Notes and interest on Class X1. The transaction benefits from the
equivalent of approx. 6 months of liquidity coverage provided by
the Liquidity Reserve Fund and the General Reserve Fund.
Principal is also available to provide liquidity support, subject
to PDL condition.

Operational risk analysis: Pepper Finance Corporation (Ireland)
DAC acts as the servicer of the portfolio during the life of the
transaction. In addition, CSC Capital Markets UK Limited
(unrated) acts as back-up servicer facilitator. Citibank, N.A.,
London Branch (A1/P-1), was appointed as an independent cash
manager at closing. To ensure payment continuity over the
transaction's lifetime, the transaction documents incorporate
estimation language according to which the cash manager, will
prepare the payment report based on estimates if the servicer
report is not available.

Interest Rate Risk Analysis: The portfolio comprises floating
rate loans linked to standard variable rate 21.8%, loans linked
to ECB Base Rate 78.2% and fixed rate loans 0.02%, whereas, the
rated Notes pay 3-month Euribor plus a spread. There is no swap
in the transaction to hedge the fixed-floating rate risk and the
basis risk. Moody's has taken those risks into consideration in
deriving the portfolio yield.

In Moody's opinion, the structure allows for timely payment of
interest and ultimate payment of principal by the legal final
maturity with respect to the Class A to E Notes. Other non-credit
risks have not been addressed, but may have significant effect on
yield to investors.

Principal Methodology:

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
September 2017.

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

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

Factors that may lead to an upgrade of the ratings, include
significantly better than expected performance of the pool and
increase in the credit enhancement of the Notes.

Factors that may cause a downgrade of the ratings include,
significantly different realized losses compared with its
expectations at close due to either a change in economic
conditions from its central scenario forecast or idiosyncratic
performance. 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 downgrade of the
ratings. A deterioration in the Notes available credit
enhancement could result in a 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.


LAURELIN DAC 2016-1: Moody's Gives (P)B2 Rating to Cl. F-R Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to refinancing notes to be issued
Laurelin 2016-1 Designated Activity Company:

EUR2,000,000 Class X Senior Secured Floating Rate Notes due 2031,
Assigned (P)Aaa (sf)

EUR238,800,000 Class A-R Senior Secured Floating Rate Notes due
2031, Assigned (P)Aaa (sf)

EUR21,500,000 Class B-1-R Senior Secured Floating Rate Notes due
2031, Assigned (P)Aa2 (sf)

EUR20,000,000 Class B-2-R Senior Secured Fixed Rate Notes due
2031, Assigned (P)Aa2 (sf)

EUR26,250,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)A2 (sf)

EUR26,500,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)Baa3 (sf)

EUR23,500,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)Ba2 (sf)

EUR10,500,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2031, Assigned (P)B2 (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

Moody's provisional ratings of the rated notes reflect the risks
from defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants, as well as
the transaction's capital and legal structure. Furthermore,
Moody's considers that the collateral manager Golden Tree Asset
Management LP has sufficient experience and operational capacity
and is capable of managing this CLO.

The Issuer will issue the refinancing notes in connection with
the refinancing of the following classes of notes: Class A Notes,
Class B Notes, Class C Notes, Class D Notes, Class E Notes and
Class F Notes due 2029, previously issued on July 21, 2016. On
the refinancing date, the Issuer will use the proceeds from the
issuance of the refinancing notes to redeem in full its
respective Original Notes. On the Original Closing Date, the
Issuer also issued EUR 44.4 million of subordinated notes, which
will remain outstanding. The terms and conditions of the
subordinated notes will be amended in accordance with the
refinancing notes' conditions.

Interest and principal amortisation amounts due to the Class X
Notes are paid pro rata with payments to the Class A-R Notes The
class X Notes amortise by EUR 250,000 over the eight payment
dates.

As part of this reset, the Issuer has decreased the target par
amount by EUR 2 million to EUR 398 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 96% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 4% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is expected to be fully ramped as
of the closing date.

Golden Tree Asset Management LP manages the CLO. It directs 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 4.5 years
reinvestment period. Thereafter, purchases are permitted using
principal proceeds from unscheduled principal payments and
proceeds from sales of credit risk and are subject to certain
restrictions.

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 August 2017.

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
August 2017.

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

Target Par Amount: EUR 398,000,000

Defaulted Par: EUR 0 as of August 2018

Diversity Score: 39*

Weighted Average Rating Factor (WARF): 2830

Weighted Average Spread (WAS): 3.50%

Weighted Average Coupon (WAC): 4.75%

Weighted Average Recovery Rate (WARR): 42%

Weighted Average Life (WAL): 8.5 years

*The covenanted base case diversity score is 40, however Moody's
has assumed a diversity score of 39 as the deal documentation
allows for the diversity score to be rounded up to the nearest
whole number whereas usual convention is to round down to the
nearest whole number.

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, exposures to countries
with LCC of A1 or below cannot exceed 10%, with exposures to LCC
of below A3 not greater than 0%. In addition the eligibility
criteria requires that the obligor is domiciled in countries or
jurisdictions with a LCC above A3.


LAURELIN DAC 2016-1: Fitch Gives B-(EXP) Rating to Class F-R Debt
-----------------------------------------------------------------
Fitch Ratings has assigned Laurelin 2016-1 DAC expected ratings,
as follows:

Class X: 'AAA(EXP)sf'; Outlook Stable

Class A-R: 'AAA(EXP)sf'; Outlook Stable

Class B-1-R: 'AA(EXP)sf'; Outlook Stable

Class B-2-R: 'AA(EXP)sf'; Outlook Stable

Class C-R: 'A(EXP)sf'; Outlook Stable

Class D-R: 'BBB-(EXP)sf'; Outlook Stable

Class E-R: 'BB-(EXP)sf'; Outlook Stable

Class F-R: 'B-(EXP)sf'; Outlook Stable

Subordinated notes: not rated

The assignment of the final ratings is contingent on the receipt
of final documents conforming to information already reviewed.

Laurelin 2016-1 DAC is a securitisation of mainly senior secured
loans (at least 90%) with a component of senior unsecured,
mezzanine, and second-lien loans. Proceeds from the notes are
being used to redeem the old notes (excluding subordinated
notes), with a new identified portfolio comprising the existing
portfolio, as modified by sales and purchases conducted by the
manager. Subordinated notes were issued on the original issue
date and are not being offered pursuant to this reset. A total
note balance of EUR413.45million is used to fund a portfolio with
a target par of EUR398 million.

The portfolio will be actively managed by GoldenTree Asset
Management LP. The CLO envisages a further 4.5-year reinvestment
period and an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality

Fitch places the average credit quality of obligors in the 'B'
range. The Fitch-weighted average rating factor (WARF) of the
identified portfolio is 32.16.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured
obligations. Recovery prospects for these assets are typically
more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch-weighted average recovery rating (WARR) of the
identified portfolio is 65.55%.

Diversified Asset Portfolio

The covenanted maximum exposure to the top 10 obligors for
assigning the expected ratings is 20% of the portfolio balance.
The transaction also includes limits on maximum industry exposure
based on Fitch's industry definitions. The maximum exposure to
the three largest (Fitch-defined) industries in the portfolio is
covenanted at 40%. These covenants ensure that the asset
portfolio will not be exposed to excessive concentration.

Portfolio Management

The transaction features a 4.5-year reinvestment period and
includes reinvestment criteria similar to 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.

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, and to assess their effectiveness,
including the structural protection provided by excess spread
diverted through the par value and interest coverage tests. The
modelled waterfall has been standardised so that both interest
and deferred interest for a given class are paid prior to the
corresponding coverage test. This differs slightly from the
transaction waterfall where deferred interests are paid after the
corresponding coverage test. However, the waterfall difference
was found to be immaterial.

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 four notches for 'BB' rating level and two
notches for other rated notes.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other
Nationally Recognised Statistical Rating Organisations and/or
European Securities and Markets Authority-registered rating
agencies. Fitch has relied on the practices of the relevant
groups within Fitch and/or other rating agencies to assess the
asset portfolio information.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.


ROUNDSTONE SECURITIES 1: Moody's Assigns B2 Rating to Cl. E Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned definitive long-term
credit ratings to the following Notes issued by Roundstone
Securities No.1 DAC:

EUR2,241M Class A Residential Mortgage Backed Floating Rate Notes
due September 2055, Assigned Aaa (sf)

EUR158.6M Class B Residential Mortgage Backed Floating Rate Notes
due September 2055, Assigned Aa2 (sf)

EUR108.1M Class C Residential Mortgage Backed Floating Rate Notes
due September 2055, Assigned A3 (sf)

EUR64.9M Class D Residential Mortgage Backed Floating Rate Notes
due September 2055, Assigned Baa3 (sf)

EUR108.1M Class E Residential Mortgage Backed Floating Rate Notes
due September 2055, Assigned B2 (sf)

Moody's has not rated EUR 201.8M Class Z Residential Mortgage
Backed Zero Rate Notes , Class R Residential Mortgage Backed
Fixed Rate Notes, Class X1 Residential Mortgage Backed Notes and
Class X2 Residential Mortgage Backed Notes.

The subject transaction is a static cash securitisation of
residential mortgage loans, extended to obligors located in
Ireland, originated by Bank of Scotland plc (Aa3/P-1 and
Aa3(cr)/P-1(cr). In September 2018 Erimon Home Loans Ireland
Limited (a Special Purpose Vehicle), with Barclays Bank PLC as
Sponsor, purchased approx. EUR 5bn of assets from Bank of
Scotland plc of which c.58% are sold on to the issuer. The
portfolio sold to the issuer consists of 13,358 mortgage accounts
extended to 12,352 primary borrowers with the total pool balance
of around 2,882 million as of the cut-off date (July 31, 2018).

RATINGS RATIONALE

The ratings take into account the credit quality of the
underlying mortgage loan pool, from which Moody's determined the
MILAN Credit Enhancement and the portfolio expected loss, as well
as the transaction structure and legal considerations. The
expected portfolio loss of 6.0% and the MILAN CE of 21.0%, serve
as input parameters for Moody's cash flow model and tranching
model, which is based on a probabilistic lognormal distribution.

The key drivers for the portfolio's expected loss of 6.0%, which
is lower than the Irish residential mortgage-backed securities
(RMBS) sector average, are as follows: (i) the collateral
performance of the loans to date, as provided by the sponsor;
(ii) restructured loans accounting for 11.8% of the portfolio;
(iii) seasoning of the pool with a WA seasoning of 12 years; (iv)
the current macroeconomic environment in Ireland; (v) the stable
outlook that Moody's has on Irish RMBS; and (vi) benchmarking
with other comparable Irish RMBS transactions.

The key drivers for the MILAN CE number of 21.0%, which is in
line with the Irish RMBS sector, are as follows: (i) the WA LTV
at around 62.4%; (ii) the restructured loans accounting for 11.8%
of the portfolio; (iii) the well-seasoned portfolio of around 12
years; and (iv) benchmarking with other Irish RMBS transactions.

Transaction structure: the transaction benefits from an
amortising Liquidity Reserve Fund and a General Reserve Fund,
both funded at closing via a subordinated Note. The Liquidity
Reserve Fund Required Amount is equal to 1.5% of the outstanding
balance of Class A and will be available to cover senior expenses
and interest on Class A Notes and Class X1 Notes. The General
Reserve Fund is equal to 1.5% of the rated Notes at closing,
minus the Liquidity Reserve Fund Required Amount, and will be
used to cover interest shortfalls and to cure PDLs on the rated
Notes and the interest on Class X1 Notes. The transaction
benefits from the equivalent of approx. 6 months of liquidity
coverage provided by the Liquidity Reserve Fund and the General
Reserve Fund. Principal is also available to provide liquidity
support to the Notes, subject to PDL condition.

Operational risk analysis: Pepper Finance Corporation (Ireland)
DAC acts as the servicer of the portfolio during the life of the
transaction. In addition, CSC Capital Markets UK Limited
(unrated) acts as back-up servicer facilitator. Citibank, N.A.,
London Branch (A1(cr)/P-1(cr)) was appointed as independent cash
manager at closing. To ensure payment continuity over the
transaction's lifetime, the transaction documents incorporate
estimation language according to which the cash manager, will
prepare the payment report based on estimates if the servicer
report is not available.

Interest Rate Risk Analysis: The portfolio comprises floating
rate loans linked to standard variable rate 22.6%, loans linked
to ECB Base Rate 77.4% and fixed rate loans 0.04%, whereas, the
rated Notes pay 3-month Euribor plus a spread. There is no swap
in the transaction to hedge the fixed-floating rate risk and the
basis risk. Moody's has taken those risks into consideration in
deriving the portfolio yield.

In Moody's opinion, the structure allows for timely payment of
interest and ultimate payment of principal by the legal final
maturity with respect to the Class A to E Notes. Other non-credit
risks have not been addressed, but may have significant effect on
yield to investors.

Principal methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
September 2017.

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

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

Factors that may lead to an upgrade of the ratings include
significantly better than expected performance of the pool and
increase in the credit enhancement of the Notes.

Factors that may cause a downgrade of the ratings include,
significantly different realized losses compared with its
expectations at close due to either a change in economic
conditions from its central scenario forecast or idiosyncratic
performance. 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 downgrade of the
ratings. A deterioration in the Notes available credit
enhancement could result in a 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.


TORO EUROPEAN 2: Moody's Assigns (P)B2 Rating to Class F Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to refinancing notes to be issued
by Toro European CLO 2 Designated Activity Company:

EUR2,500,000 Class X Secured Floating Rate Notes due 2028,
Assigned (P)Aaa (sf)

EUR248,000,000 Class A Secured Floating Rate Notes due 2028,
Assigned (P)Aaa (sf)

EUR17,500,000 Class B-1 Secured Floating Rate Notes due 2028,
Assigned (P)Aa2 (sf)

EUR17,000,000 Class B-2 Secured Fixed Rate Notes due 2028,
Assigned (P)Aa2 (sf)

EUR26,500,000 Class C Secured Deferrable Floating Rate Notes due
2028, Assigned (P)A2 (sf)

EUR27,400,000 Class D Secured Deferrable Floating Rate Notes due
2028, Assigned (P)Baa3 (sf)

EUR22,750,000 Class E Secured Deferrable Floating Rate Notes due
2028, Assigned (P)Ba2 (sf)

EUR11,300,000 Class F Secured Deferrable Floating Rate Notes due
2028, Assigned (P)B2 (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

Moody's provisional ratings of the rated notes reflect the risks
from defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants, as well as
the transaction's capital and legal structure. Furthermore,
Moody's considers that the collateral manager, Chenavari Credit
Partners LLP, has sufficient experience and operational capacity
and is capable of managing this CLO.

The Issuer will issue the refinancing notes in connection with
the refinancing of the following classes of notes: Class A Notes,
Class B Notes, Class C Notes, Class D Notes, Class E Notes and
Class F Notes due 2028, previously issued on September 28, 2016.
On the refinancing date, the Issuer will use the proceeds from
the issuance of the refinancing notes to redeem in full the
Original Notes. On the Original Closing Date, the Issuer also
issued EUR 39.55 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 312,500 over the first 8 payment
dates, starting on the 1st payment date.

As part of this reset, the Issuer has increased the target par
amount by EUR 50 million to EUR 400 million, has set the
reinvestment period to 2 years and the weighted average life to 7
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 approximately
88% ramped as of the closing date. The transaction does not
include an Effective Date concept upon which the pool would have
to be fully ramped up and meet the base case covenant at a
specified date. However the current characteristics of the
portfolio, the reinvestment criteria to maintain or improve its
quality and the limited increase in the pool size, mitigate this
absence.

Chenavari 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 2 year reinvestment period.
Thereafter, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations and credit improved obligations, and are subject
to certain restrictions.

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 August 2017.

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
August 2017.

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

Target Par Amount: EUR 400 million

Diversity Score: 42

Weighted Average Rating Factor (WARF): 2940

Weighted Average Spread (WAS): 3.6%

Weighted Average Coupon (WAC): 5%

Weighted Average Recovery Rate (WARR): 43.25%

Weighted Average Life (WAL): 7 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.



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


DUTCH PROPERTY 2018-1: S&P Gives BB+ Rating to E-Dfrd Notes
-----------------------------------------------------------
S&P Global Ratings assigned credit ratings to Dutch Property
Finance 2018-1 B.V.'s mortgage-backed floating-rate class A, B-
Dfrd, C-Dfrd, D-Dfrd, and E-Dfrd notes. At closing, Dutch
Property Finance 2018-1 also issued unrated class F and G notes.

S&P's ratings reflect timely receipt of interest and ultimate
repayment of principal for the class A notes. The ratings
assigned to the class B-Dfrd to E-Dfrd notes are interest-
deferred ratings and address the ultimate payment of interest and
principal.

The transaction securitizes a pool of owner-occupied and buy-to-
let mortgage loans secured on Dutch residential, mixed-use, and
commercial properties. The majority of the loans (93%) were
originated by FGH Bank N.V., Vesting Finance Servicing B.V., and
RNHB B.V. Unlike in Dutch Property Finance 2017-1 B.V., 6% of the
loans in this transaction are assets purchased from Propertize's
Dome Portfolio, which the seller acquired in October 2017.
Vesting Finance Servicing B.V. services the portfolio. The seller
of the loans is RNHB B.V.

The collateral pool of EUR400,019,717 comprises 1,974 loans
granted to 2,120 borrowers. In S&P's view, the collateral pool is
unique in that borrowers are grouped into risk groups. All
borrowers within a risk group share an obligation to service the
entire debt of the risk group and are included in the securitized
pool (i.e. there is no situation where within a risk group some
borrowers are part of the securitized portfolio and some
borrowers are not).

In the pool, an excess of 40% in commercial properties is
considered as non-residential, which is the threshold limit
specified under S&P's European residential loans criteria. To
account for this it has applied its ratings to principles and its
covered bond commercial real estate criteria.

S&P said, "Specifically, we have applied our European residential
loans criteria adjustments for the calculation of the weighted-
average foreclosure frequency. For the weighted-average loss
severity analysis, we have used our ratings to principles and our
covered bond commercial real estate criteria to apply higher
market value decline assumptions to mixed-use and commercial
properties. We considered the risk group exposure when
calculating the weighted-average original loan-to-value (LTV) as
opposed to a property exposure for the purpose of the current
LTV. As part of this ratings to principles approach, we have also
considered a largest obligor analysis to test the structure to
withstand the default of the largest risk groups."

At closing, a reserve fund was funded to 2.0% of the closing
balance of the class A to F notes. The reserve fund is
nonamortizing and therefore the required balance is 2.0% of the
initial balance of the class A to F notes.

S&P said, "Our ratings reflect our assessment of the
transaction's payment structure, cash flow mechanics, and the
results of our cash flow analysis to assess whether the notes
would be repaid under stress test scenarios. The transaction's
structure relies on a combination of subordination, excess
spread, principal receipts, and a reserve fund. Taking these
factors into account, we consider the available credit
enhancement for the rated notes to be commensurate with the
ratings that we have assigned."

  Ratings Assigned

  Dutch Property Finance 2018-1 B.V.

  Class               Rating       Amount (mil. EUR)
  A                   AAA (sf)              315.80
  B-Dfrd              AA (sf)                39.00
  C-Dfrd              A+ (sf)                15.80
  D-Dfrd              A- (sf)                14.00
  E-Dfrd              BB+ (sf)                3.40
  F                   NR                     12.00
  G                   NR                      8.00

  NR--Not rated.



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


IMSK SE: Faces Liquidation After Restructuring Plan Fails
---------------------------------------------------------
World Maritime News reports that Norwegian gas carrier company
IMSK SE, formerly known as I.M. Skaugen SE, is likely to be
liquidated having failed to secure support for its restructuring
plan.

The liquidation scenario emerges as talks with the company's key
creditors led by Nordea fell through, World Maritime News
discloses.

According to World Maritime News, in a letter to shareholders,
the company's CEO Morits Skaugen apologized, announcing "with the
greatest frustration" the company was not successful in its
refinancing mission.

As such, the expected course of action was the liquidation of the
business, World Maritime News notes.

Bante Karin Flo, Chief Financial Officer of IMSK SE, said in a
statement to the Singapore court that the company would no longer
pursue its refinancing or restructuring plan presented in April
this year, World Maritime News relates.

Under the plan, the shipping company was trying to renegotiate
loan terms with the syndicate lenders represented by Nordea, as
the agent, and Swedbank, World Maritime News discloses.  The two
lenders hold facilities secured by mortgages over Somargas
vessels, which were key to IMSK's restructuring plan, World
Maritime News states.

The company was trying to get an extension on its loan tenor,
however, in August this year, Nordea asked for full payment of
USD35 million loan plus interest, World Maritime News recounts.

Shortly after, Nordea ordered the Somargas vessels to be sailed
to Gibraltar and Singapore, making them unable to trade,
Mr. Flo, as cited by World Maritime News, said, adding that the
vessels were the only revenue generating assets of the IMS Group.

The ongoing situation has also jeopardized the company's small-
scale LNG project (SSLNG) in the West Africa, which was described
as the first step in the company's business transformation,
World Maritime News notes.



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


ALMIRALL SA: S&P Alters Outlook to Stable & Affirms 'BB-' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on Spain-based
pharmaceutical company Almirall S.A. to stable from negative. At
the same time, S&P affirmed its 'BB-' long-term issuer credit
rating on Almirall.

S&P said, "The outlook revision reflects the strong performance
of Almirall's core European business over 2018 and the
operational improvements in the company's U.S. franchise, which
we expect to strengthen further following Almirall's acquisition
of Allergan's medical dermatology portfolio in the U.S. We
consider that this positive business momentum will allow Almirall
to significantly improve its profitability and its credit
metrics. As a result, we have revised our forecasts upward and
expect the group to gradually improve its S&P Global Ratings-
adjusted EBITDA margin toward 20%, leading to a gradual
deleveraging, with adjusted debt to EBITDA of about 5x by the end
of 2018 and below 4x by the end of 2019. We continue to assess
Almirall's liquidity as adequate."

Almirall experienced a series of operational setbacks in its U.S.
dermatology franchise in 2017. These largely stemmed from
unexpected inventory reductions from wholesalers and pharmacies,
a material deterioration of its gross-to-net price owing to a
misuse of Patient Assistance Program (PAP) cards, and sales
erosion on the group's U.S. top-selling oral acne drug,
Acticlate, due to intense competition from generics. These issues
triggered a sharp 16% decline in net sales, causing Almirall's
reported EBITDA to drop to EUR142 million in 2017 from EUR228
million in 2016.

In S&P's view, the company has been able to stabilize the U.S.
operations, as evidenced by strong results in first-half 2018.
For this period, reported EBITDA increased 80% to EUR105.5
million and reported EBITDA margin was 29%, supported by a 5%
increase in sales to EUR367 million compared with the same period
last year. This growth in sales was primarily driven by new
product launches such as Skilarence and Crestor, for which the
company acquired full rights in Spain from AstraZeneca, and a
continued good performance from the European dermatology
business. EBITDA generation was further boosted by strong cost
containment measures including savings in selling, general, and
administrative expenses, and lower research and development (R&D)
costs (down by 15% and 21%, respectively, in first-half 2018).
The fall in R&D costs largely stems from Almirall's portfolio
review last year leading to the cancellation of some projects,
such as the Phase II project study of P3058 (onychomycosis) for
the U.S. Finally, Almirall's tighter operational controls over
the U.S. business and a major management restructuring at Aqua
also supported the EBITDA recovery.

The company completed the acquisition of Allergan's medical
dermatology portfolio on Sept. 21, 2018, for a cash consideration
of $550 million, including an earn-out of up to $100 million,
payable in in the first quarter of 2022, contingent on business
performance. The transaction was predominantly funded through
debt with a minor contribution of Almirall's cash on balance
sheet and committed undrawn credit lines. Almirall arranged a
EUR400 million bridge loan with BBVA and Santander banks that we
expect will be refinanced with a long-term funding instrument in
the coming quarters. Of the five drugs in the acquired portfolio,
Azelex (azelaic acid), Tazorac (tazarotene), and Cordran Tape
(fludroxycortide) are mature products that are no longer under
patents but have nevertheless maintained stable sales due to the
lack of meaningful generic competition. A fourth approved drug,
Aczone (dapsone), will lose its patent next year and thus is not
likely to be a major contributor to revenue. As a result, S&P
expects the majority of the upside to come from Seysara
(sarecycline), a new antibiotic for the treatment of moderate to
severe acne vulgaris in patients nine years of age and older.
Seysara is not yet approved for use, but it expects the U.S. Food
and Drug Administration to give approval in the fourth quarter of
2018. The company expects Seysara's peak sales to be EUR150
million-EUR200 million. S&P's base case includes peak sales in
the lower end of this range. The reason driving our conservative
forecast is the potential for higher-than-expected competition in
the U.S. market stemming from similar products and potential
integration hurdles.

S&P said, "We consider Almirall's move to hire ex-Allergan senior
executives, who were in charge of developing Seysara, to run the
U.S. franchise as strategically sound. We consider that this
management team is likely to strengthen the U.S. operations and
the roll out of recently acquired drugs as well as the launch of
new drugs in the pipeline.

"After incorporating our projections on future acquisitions, we
estimate the group's adjusted debt to EBITDA will remain in the
3x-4x range for a protracted period. Higher reported debt in the
capital structure because of the transaction will be partly
offset by higher nominal projected EBITDA fueled by strong
performance of Almirall's core business, the roll out of key
pipeline drugs and, importantly, earnings from the Allergan
portfolio. We continue to believe that the group will seek
acquisitions and to contract further in-licensing agreements to
replenish its pipeline, enhance its overall dermatology
franchise, and progressively recover its operating leverage.
However, following the Allergan portfolio acquisition, we do not
expect the group to embark on major transactions in 2019.
Transformational acquisitions above our expectations could prompt
us to reassess Almirall's financial policy. Finally, we expect
Almirall's free operating cash flow generation to recover and
turn positive in 2019, prompted by the improvement in
profitability.

"Although we expect the Allergan portfolio acquisition to
diversify Almirall's revenue sources and enhance its product mix,
we still believe that the company's business remains constrained
by its focus on the competitive, price-sensitive dermatology
therapeutic field and lack of critical mass following the
transfer of its entire respiratory franchise to AstraZeneca. In
our view, the dermatology market is highly fragmented and
represents a small portion of the overall global pharmaceutical
market. Almirall holds some leadership positions in niche and
regional markets in Europe but overall lacks the scale of
operations and R&D capabilities of big pharma companies.
Furthermore, Almirall's business risk assessment remains
constrained by the company's exposure to a narrow set of products
and its concentration in Spain. However, this is offset by
limited exposure to patent expirations in the coming years and
the protection over volumes from which the company benefits in
Spain. Based on Spanish law, doctors are required to prescribe
the branded products instead of the generics if the former
matches the price of latter following the loss of market
exclusivity due to patent expiry. As such, we consider that
Almirall's volumes and market share in Spain remains protected.

"We expect sales in Almirall's European dermatology portfolio to
ramp up in the next two years, driven by the group's psoriasis
franchise. Earlier this month, the European Commission approved
Tildra, an Almirall product dedicated to moderate-to-severe
chronic plaque psoriasis. Furthermore, Alrmirall continues to
roll out another psoriasis treatment, Skilarance, in the EU. This
drug is now present in important markets such as Germany, U.K.,
Spain, and The Netherlands. Overall, we expect peak sales from
these two products to land between EUR200 million-EUR250 million,
even though we expect Tildra to have stiff competition. In the
U.S., we expect pricing pressures and decreasing sales for the
existing products and Aczone, Cordran tape, Azelex, and Tazorac,
due to increasing competition from generics. However, we expect
the sales of Seysara and the future launch of KX2-391 (Actinic
keratosis) to mitigate this decline and lead to an overall
increase in profitability in the U.S.

"Finally, we recognize that the income stream of royalties from
AstraZeneca, which is still in the process of registering three
respiratory products, will support Almirall's revenues over our
forecast horizon of 2019-2021. Still, there is some uncertainty
on the timing of the royalties.

"The stable outlook reflects our view that Almirall will continue
to benefit from a strong pipeline of drugs in its core
dermatology business and will successfully integrate the newly
acquired portfolio of dermatology drugs from Allergan in the U.S.
We believe that these products will strengthen the company's U.S.
operations and should increase Almirall's adjusted EBITDA margins
to close to 20% in 2019. However, there is still a certain level
of execution risk in the current transition period, and we expect
profitability to fully benefit from the recent transaction only
once the acquisition is fully integrated. The stable outlook also
reflects our expectation that Almirall's S&P Global Ratings-
adjusted debt to EBITDA will remain below 4x in 2019 and 2020,
thanks to strong EBITDA generation that will offset the increase
of debt in the capital structure.

"We could take a negative rating action if the company failed to
successfully integrate the newly acquired portfolio of
dermatology drugs from Allergan in the U.S., leading to lower-
than-expected EBITDA growth. Since the company is financing the
majority of the transaction with debt, failure to persistently
expand EBITDA over 2019-2021, could prompt adjusted debt to
EBITDA to increase above 4x, which could trigger a downgrade.
Similarly, we could lower the rating on Almirall if the company
pursues an aggressive acquisitive strategy above our
expectations, which could materially change the financial profile
of the company."

A positive rating action would be contingent on the company
maintaining an adjusted EBITDA margin comfortably above 20% over
2019-2021. Furthermore, S&P could take a positive rating action
if Almirall pursued a more conservative debt financed acquisition
strategy resulting in adjusted debt to EBITDA below 3x on a
sustainable basis.


PROMOTORA DE INFORMACIONES: Fitch Assigns B IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned Spain-based Promotora de
Informaciones, S.A. a Long-Term Issuer Default Rating (IDR) of
'B'. The Outlook is Stable.

Prisa's rating is underpinned by Santillana, the company's
education business, which accounted for 65% of 2017 adjusted
EBITDA, combined with a portfolio of media businesses of varying
quality. A history of corporate restructuring and asset sales to
reduce leverage culminated in a rights issue in early 2018, which
raised EUR563 million and in Fitch's view, allowed the company to
avoid what would otherwise have been a debt restructuring. The
rights issue (7.6x oversubscribed) and the subsequent successful
amend and extend of its bank debt underlines access to capital, a
more appropriate capital structure and investor confidence in the
business. A sum of the parts approach to the portfolio suggests
an unleveraged operating profile in the low-mid 'BB' range.

The 'B' rating reflects the improved operating profile following
corporate restructuring, remaining leverage, and the fact that
parts of the business remain in the middle of a turnaround. A
financial policy to reduce net debt/EBITDA below 3.0x, the
success of the rights issue, along with the stable operating
performance of the majority of the portfolio provide scope for
ratings upside, subject to progress in deleveraging and
improvement in cash flow generation. Renewed management and board
representation have been introduced with the intent of delivering
the management plan.

KEY RATING DRIVERS

Portfolio Underpinned by Education: Prisa represents a portfolio
of businesses combining education publishing and some largely
unrelated media businesses (press, radio and free-to-air TV).
Santillana is by far the largest and in Fitch's view the key
driver of the rating profile. Santillana contributed around 65%
of 2017 adjusted EBITDA and is a growth business providing text
books and learning systems in the important K12 (years 6-18)
education sector. It has leading positions in Spain and
throughout Latin America with around 80% of revenues coming from
the inherently more stable private sector. A strong market share
and high renewal rates accompany a high margin stable business.

Mixed Portfolio of Media Assets: The balance of operations,
representing 35% of 2017 adjusted EBITDA, is a mixed portfolio of
media assets including Media Capital, Portugal's leading free-to-
air TV broadcaster, radio and press media. Media Capital had been
slated for disposal, with an agreed sale following an approach
from Altice valuing the business at EUR440 million blocked by
competition authorities. With 72% of revenues from advertising,
the TV operations are a stable high margin business. Prisa's
radio and press businesses are relatively small, cyclically
exposed and in the case of the press operations, facing
significant structural disruption/decline. On a sum of the parts
basis, the media assets reflect a mid 'B' to low 'BB' operating
profile.

Geographic Diversification, FX Risk: Prisa has operations in 22
countries; the largest of which is Brazil (25% of 2017 adjusted
EBITDA), followed by Spain (19%) and Portugal (15%). The
remainder is spread throughout Latin America. Leverage and a
history of corporate restructuring are the overriding credit
drivers rather than any inherent emerging market exposure. These
drivers place the IDR in the 'B' category. Emerging market
exposure does not act as a constraint on the rating; although it
might if the underlying profile otherwise positioned it at a
higher rating. Currency risk is present; operationally Prisa's
revenues and costs are naturally hedged. Currency translation has
the potential to have an impact on leverage in the event of major
currency depreciation, most notably in relation to the Brazilian
real.

Rights Issue, Restructuring Avoided: Prisa has a history of
corporate restructuring. Most recently its debt was formally
restructured in 2013, following which it has pursued asset sales
to further reduce leverage. The most significant of these were
the stakes in Spanish pay-TV businesses, DTS and Mediaset,
raising close to EUR1.4 billion, which was used to reduce gross
debt/EBITDA leverage from 11.4x to 7.4x in 2015.

Faced with the alternative of selling Santillana and with EUR1.0
billion debt maturing in 2018, shareholders, including new
investors, subscribed to a rights issue in January 2018. In
Fitch's view, this avoided a further debt restructuring. The
rights issue was subscribed 7.6x, suggesting confidence from
equity investors in the value of the business.

Cash Flow Volatility: Underlying cash flow performance has been
mixed, with restructuring and corporate reorganisation costs
affecting results as well as sizeable yearly swings in working
capital. Over 2014 to 2017, the free cash flow to revenue margin
has been roughly neutral. A major ongoing efficiency programme
means restructuring payments will continue for a number of years;
Fitch treats an element of restructuring costs as an ongoing
expense. Fitch expects cash flow performance to improve given
restructuring so far and the focus being applied in this area.
Uncertainty over the consistency of cash flows is currently a
constraint on the rating.

Restructuring-Like Debt Profile: Prisa's key credit facilities
are anchored to a restricted group. The credit lines include
creditor-friendly clauses such as a full set of financial
covenants, limited baskets and step up margin structures meant to
incentivise prepayments. Specific clauses discipline the
prepayment of debt in the event of asset sales. Fitch believes
that in the absence of disposals, the group could serve that
payment on a voluntary basis only in part, mitigating this
outcome with the retention of the current perimeter of the group.

DERIVATION SUMMARY

Prisa's rating is underpinned by the credit profile of the
different businesses operated by the group and by its capital
structure, which results from a recent restructuring that
combined a share issue and an amendment and restatement of
reinstated debt.

Prisa's unlevered credit outlook is strongly influenced by its
education publishing business, which exhibits limited exposure to
cyclical media sector trends and compares comfortably with a high
'BB' rating. The remaining divisions show riskier profiles of
different degrees in the 'B' category for the press business up
to the low 'BB' profile of the audio visuals line. The group
business compares favourably with other diversified media groups
such as Daily Mail and General Trust (BBB-*/Negative), as it is
less reliant on advertising led businesses and more biased
towards a B2B profile; and to education publishers such as
McGraw-Hill Education (B+/Stable), which is also exposed to
professional and high grade education besides the K-12 business,
although governance and financial polices translate into
consistently higher leverage.

KEY ASSUMPTIONS

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

  - Revenue CAGR for 2017-2022 of -1.1% sustained by Santillana
    and Media Capital, otherwise declining

  - EBITDA CAGR for 2017-2022 of 1.7%

  - Average capex of 5.7% of revenues

  - Cash decrease from working capital of EUR31 million annually
    for the forecast years

RATING SENSITIVITIES

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

  - FFO leverage below 5.5x

  - FFO fixed charge coverage consistently above 2.5x

  - FCF margin of 3% or more

  - Successful extension of debt maturity profile.

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

  - FFO adjusted leverage consistently above 7.0x

  - FFO fixed charge coverage below 2.0x

  - FCF margin sustainably around breakeven or below

  - Liquidity profile preventing to meet any significant
    voluntary prepayment before FY21

LIQUIDITY

Fitch expects the company's cash position to remain robust over
the rating horizon within a range of EUR139 million to EUR159
million (excluding Fitch defined restricted cash). Liquidity is
also expected to be satisfactory on the basis of the additional
revolving credit facility of EUR50 million, which is fully
undrawn at closing.

Fitch has restricted EUR60 million of cash per year in line with
the existing criteria as it refers to the minimum cash required
for operating the business as a going concern basis and is also
about the mid-point of the covenant stated in the credit
facility.



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


GAM HOLDING: Investor Payouts Slightly Higher Than Estimated
------------------------------------------------------------
Patrick Winters at Bloomberg News reports that GAM Holding
AG said investor payouts from the liquidation of four funds that
were run by suspended bond manager Tim Haywood will be slightly
higher than previously estimated.

According to Bloomberg, GAM said in a letter published on its
website on Sept. 24 the returns of the Irish funds will range
from 82% to 91%.

The Swiss company hasn't yet confirmed how much money holders of
Mr. Haywood's riskiest Cayman-based hedge funds will receive,
having said that it will pay in two installments by the end of
September, Bloomberg notes.

GAM is in the process of winding down a total of nine bond funds
after Mr. Haywood's suspension triggered massive redemption
requests and caused the Zurich-based company's shares to plunge
more than 40%, Bloomberg discloses.



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


DERINDERE TURIZM: S&P Affirms Then Withdraws 'SD' ICRs
------------------------------------------------------
S&P Global Ratings said that it affirmed its 'SD' long- and
short-term issuer credit ratings on Turkey-based fleet leasing
company Derindere Turizm Otomotiv Sanayi ve Ticaret A.S. (DRD).

S&P then withdrew the ratings at issuer's request.

S&P said, "The affirmation reflects our view that DRD has
defaulted on around 5% of its overall outstanding debt, as
reported at the end of June 2018, according to the most recent
financial data we have.

"Specifically, DRD has not been able to redeem its short-term
TRY50 million bond since it matured on Aug. 31, 2018. This is
because we understand that the company has been allocating part
of its cash flows from leasing receivables to the payment of
suppliers and other expenses, including coupon payments.

"That said, we believe that DRD's earnings stability and cash
flow generation capacity continues to be hit by Turkey's severe
economic deterioration and by the unfavorable business and
operating conditions in its fleet leasing sector.

Specifically, the steady weakening of the Turkish lira against
hard currencies keeps putting pressure on the indebted corporate
sector, and also players such as Derindere. At the same time,
increasing domestic interest rates, coupled with Turkish banks'
unwillingness to lend after Fleetcorp's (another large Turkish
leasing operator) selective default, has increased the
refinancing risk in the sector.



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


EG GROUP: Fitch Rates EUR267MM Sr. Sec. Term Loan B 'B(EXP)'
------------------------------------------------------------
Fitch Ratings has assigned EG Group's (EG) new EUR267 million
senior secured term loan B (TLB) an expected rating of 'B(EXP)'
with a Recovery Rating of 'RR4' (48%). The senior secured TLB is
structured as an add-on to EG's existing senior secured debt and
will rank pari passu with all existing senior secured debt within
the group.

The new loan finances EG's USD305 million acquisition of 225
Minit Mart branded convenience stores and petrol stations across
nine US mid-west states from TravelCenters of America LLC. This
acquisition supports EG's regional in-fill expansion strategy in
the US on the back of the group's sizeable platform acquisition
of 762 petrol stations from Kroger Co. in April 2018. Fitch
expects the Minit Mart transaction to add at least USD720 million
of revenue and USD40 million of EBITDA to EG in the coming year.
Furthermore, EG is confident it can swiftly integrate the new
sites and achieve USD20 million of synergies to reach EBITDA of
USD60 million in 2019 for the acquired asset.

Fitch forecasts the transaction to be neutral to leverage, in
particular if EG is successful in achieving its targeted cost
synergies, hence leaving EG's Issuer Default Rating and existing
instrument ratings unchanged. Fitch expects to convert the
expected rating to final rating upon the receipt of final
documentation being in line with that already received.


EG GROUP: S&P Affirms 'B' Issuer Credit Rating, Outlook Negative
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit
rating on EG Group Ltd., international forecourt operator and the
parent company of the U.K.-based petrol filling station operator
Euro Garages. The outlook remains negative.

S&P said, "At the same time, we assigned our 'B' issue rating,
with a recovery rating of '3', to the group's proposed senior
secured term loan B add-on facility equivalent to US$310 million.
The facility comprises a planned US$225 million term loan B add-
on issued by EG America LLC and a planned EUR75 million term loan
B add-on issued by EG Finco Ltd. The recovery rating reflects our
expectation of meaningful (50%-70%; rounded estimate 65%)
recovery in the event of default."

The ratings on the proposed debt are subject to the successful
completion of the refinancing transaction, including receipt of
the final documentation. If the refinancing transaction does not
complete or the scope of the transaction or the final
documentation departs materially from the current plan, S&P
reserves the right to withdraw or revise its ratings.

S&P said, "In addition, we affirmed our 'B' issue ratings on EG
Group's existing senior secured facilities. The '3' recovery
rating reflects our expectation of meaningful (50%-70%; rounded
estimate 65%) recovery in the event of default. We also affirmed
our 'CCC+' issue rating, with a '6' recovery rating (0% recovery
prospects), on the group's second lien-term loans. This issue
rating is two notches below the issuer credit rating, reflecting
our expectation of minimal recovery in the event of default."

The rating actions follow EG Group's fully debt-financed
acquisition of 225 Minit Mart sites from TravelCenters of America
LLC for a purchase price of US$305 million and transaction costs
of US$5 million (excluding working capital investment required).

S&P said, "The affirmations indicate that we do not expect the
transaction to materially alter our projected credit metrics for
the group over the coming two years. Factoring in the
acquisition, we anticipate moderate deleveraging toward an S&P
Global Ratings-adjusted ratio of debt to EBITDA of about 7.5x in
2019, before falling below 7.0x in 2020, in line with our
previous estimates. In addition, we continue to think the group
will maintain its track record of sound integrations following
its numerous debt-financed acquisitions in Germany, Italy, the
Netherlands, and across the U.S. over the past months. These
acquisitions had already resulted in elevated leverage for 2018.

"In our view, the Minit Mart acquisition complements the group's
762 Kroger C-store sites in the U.S., acquired in first-half
2018. There is limited geographical overlap among the Minit Mart
and Kroger sites, increasing EG Groups' scale in the fragmented
U.S. fuel and forecourt market." This will enable the group to
moderately improve its bargaining power with U.S. suppliers,
strengthening margins in its U.S. operations, and positions the
Minit Mart business to benefit from material cost synergies
relating to reduced overhead costs and business expansion, such
as food-to-go roll-outs and car wash installations.

S&P said, "Nevertheless, because the group's recent acquisitions
have elevated its leverage metrics, with S&P Global Ratings-
adjusted debt to EBITDA of about 8x in 2018 on a pro forma basis,
we see limited headroom in the rating to withstand any weaker-
than-expected performance or rocky integrations. We acknowledge
the group's track record of successfully integrated acquisitions
in the past years, but we do not rule out additional similarly
debt-funded acquisitions that could further weaken the group's
S&P Global Ratings-adjusted leverage metrics. We understand,
however, that the existing credit agreements established in April
2018 effectively limit the size of debt-financed acquisitions to
a level that keeps total consolidated net leverage from
increasing, and specifies that any further debt issuance should
not lower the fixed-charge-coverage ratio below 2x.

"Overall, we view the latest acquisition announcement as positive
for the group's U.S. operations; the Minit Mart deal moderately
increases scale, strengthens bargaining power, and improves the
group's market position (as measured by the number of sites
operated) to No. 7 from No. 9. The U.S. market is
characteristically very competitive, where the two largest
players Couche-Tard and 7Eleven are still 8x-10x larger than EG
Group's U.S. business. At the same time, we believe that EG Group
benefits from a broad geographical diversification within the
U.K. and continental Europe, and its presence in 23 states in the
U.S. On the downside, this results in foreign-currency risks from
the translation of U.S. dollars and pound-sterling earnings into
the reporting currency, denominated in euros. In this respect, we
understand that the group attempts to broadly match the currency
of the borrowings to cash generation, resulting in a natural
hedge. EG Group generates roughly 40% of its EBITDA in each of
the main borrowing currencies (euro and U.S. dollars), which
generally matches the 45% share of both currencies in the capital
structure.

"Furthermore, we see the increasing trend for fuel efficiency and
e-mobility as a long-term threat to fuel station operators. This
could result in lower footfall, including at EG Group's sites,
given reduced needs to refuel and alternative and competing
charging methods. However, in light of almost stable reported
fuel sales in the U.S. and Europe, with just minimal increases,
we do not expect any near-term impact. As such, we positively
weigh into our analysis the group's accelerated roll-out of food-
to-go and convenience retail sites to diversify the non-fuel
offerings and attract additional footfall. Overall, we expect the
group to generate about 40%-45% of its gross profit in non-fuel
segments after the Minit Mart acquisitions, which is larger than
peers such as U.K.-based CD&R Group."

The acquisitions will result in high S&P Global Ratings-adjusted
debt of about EUR6.7 billion in 2018, mainly comprising
approximately EUR5.3 billion of term loans and about EUR750.0
million of the present value of operating lease commitments.
S&P's adjusted debt and ratio calculations also include the
EUR700 million structurally subordinated and pay-in-kind
preferred shares issued above the restricted group.

The negative outlook reflects the minimal headroom under the
current credit metrics to withstand any unexpected operating
weakness or shortfalls in fuel margins or volume over the next 12
months, because of EG Group's aggressive financial policy of
debt-funded acquisitions. S&P also takes into account its
forecasts that, following the Minit Mart acquisition, the group's
pro forma leverage will be about 8x in 2018 on a pro forma basis,
or just above 7x in 2018 when excluding the preference shares,
with weaker cash generation over the next 12 months.

S&P said, "We could lower the rating if EG Group does not improve
its adjusted debt to EBITDA to below 8x in 2019 or if reported
FOCF turns negative. This could arise if, for example, the group
experiences unexpected setbacks in acquisition-related
integrations, the realization of synergies, or earnings shortfall
derived from unexpected fuel volume and margin fluctuation.
Rating downside could also arise if the group overspends on
capex, or from further debt-funded opportunistic acquisitions
that we view as weakening the group's credit profile.

"We could revise the outlook to stable if the group deleverages
below 8x on the back of strong reported FOCF on a sustainable
basis. This could occur if the group soundly integrates its
recent acquisition without any additional large acquisitions,
alongside a publicly communicated financial policy in relation to
capex, acquisitions, and shareholder returns that supports this
credit metrics on a sustainable basis."


GEOGHEGAN SUPALITE: In Liquidation, Owes Money to 70 Customers
--------------------------------------------------------------
Jersey Evening Post reports that a number of Islanders could lose
thousands of pounds worth of deposits after a conservatory
company went bust without completing work on their homes.

Geoghegan Supalite, which is Belfast-based and claims to have
carried out dozens of jobs in the Island, went into liquidation
earlier last month leaving a number of customers who paid to
secure the firm's services out of pocket and without planned work
on their homes completed, Jersey Evening Post relates.

It is understood that nearly 70 customers are owed money by the
company, 20 of whom are in Jersey, with around 15 in Guernsey and
others in Northern Ireland, Jersey Evening Post discloses.

According to Jersey Evening Post, the firm was using the
UK-registered trading company Conservatory Conversions Ireland
Limited for their operations in the Channel Islands, which
according to the UK's Companies House register went into
liquidation on Sept. 11.

Customers who are owed money are being advised to contact
Belfast-based accountancy firm James B Kennedy & Co, which has
been appointed as the liquidator, Jersey Evening Post states.
Mr. Kennedy confirmed that a number of customers in Jersey and
Guernsey were owed deposit money from the company, Jersey Evening
Post relays.

He added that he believed Jersey's lengthy planning process and
regulations, which held up building work, were the reason a high
number of deposits remained unreturned in the Island, Jersey
Evening Post notes.

According to Jersey Evening Post, Geoghegan Supalite's Facebook
page is understood to have been taken down since they went bust,
while some customers have been unable to contact them by email or
telephone.


HATCHED: Faces Closure Due to Flawed Digital Model
--------------------------------------------------
LaToya Harding at The Telegraph reports that state agency
Connells has announced it will be closing its online business
Hatched with immediate effect, saying the "online-only/hybrid"
business is commercially unviable.

According to The Telegraph, the company is one of the largest
estate agents in the UK but said the digital model is
"fundamentally flawed", which may be a subtle swipe at online
rival Purplebricks, which describes itself as a "hybrid" estate
agency with online and local office operations.

Purplebricks is the most dominant of the online agents and could
account for as much as 15% of the UK market by 2022, The
Telegraph relays, citing JPMorgan.  Backed by high-profile
investor Neil Woodford, the agency remains a threat to Connells,
The Telegraph notes.


JOHNSONS PHOTOPIA: Goes Into Administration
--------------------------------------------
Business-Sale reports that photographic accessory distributor
Johnsons Photopia has gone into administration.

According to Business-Sale, the notice on the company's website
reads that W John Kelly -- john.kelly@begbies-traynor.com -- and
Gareth Prince -- gareth.prince@begbies-traynor.com -- were
appointed as Joint Administrators of the Company on September 25,
2018.  They act as agents of the Company and without personal
liability.  Any queries, one may contact Begbies Traynor
(Central) LLP on 0121 200 8150 or via email to
Birmingham@begbies-traynor.com

Johnsons Photopia is the UK distributor for brands such as
BlackRapid, Sekonic, Peli and PocketWizard as well as paper
manufacturer Permajet and US-based lighting manufacturer,
Westcott.


MCERLAIN'S BAKERY: Owes GBP4.3 Million to Unsecured Creditors
-------------------------------------------------------------
Margaret Canning at Belfast Telegraph reports that dairy giant
Dale Farm, flour firm Andrew's and an egg company face combined
losses of nearly GBP1 million following the collapse of
McErlain's Bakery.

The Co Londonderry company went into administration last month
before being bought over by investor Paul Allen, best known as
the head of Tayto Group, for GBP1.85 million, Belfast Telegraph
recounts.

Suppliers have been asked to continue trading with the company
under its new owners although they have been told the new owners
are not liable for the debts accrued before the administration,
Belfast Telegraph discloses.

Now a list of creditors seen by the Belfast Telegraph reveals the
full financial hit to other companies in the Northern Ireland
food industry after McErlain's collapse, Belfast Telegraph
relays.

In total, the 200 unsecured creditors are owed GBP4.3 million,
Belfast Telegraph states.

An earlier report from administrators EY that was sent to
creditors said the escalating cost of butter last year had been
one factor in trading difficulties at McErlain's in Magherafelt,
according to Belfast Telegraph.

Now the creditors' report shows that Dale Farm, which makes
butter as well as other dairy products, is owed GBP641,052.91,
while Andrew's Flour is out GBP212,230.36, Belfast Telegraph
says.  Ready Egg Products in Co Fermanagh, which supplies
pasteurized egg products, is owed GBP170,000, while a smaller egg
company in Maghera is owned GBP12,000, Belfast Telegraph notes.

It's understood the majority of firms in the list of creditors
will be covered by credit insurance, Belfast Telegraph states.

Creditors were due to attend a meeting with administrators EY on
Oct. 1, when they were expected to be offered some form of
payment deal, according to Belfast Telegraph.

McErlain's is best known for supplying buns and bakery products
to supermarkets like Marks & Spencer and Waitrose though it also
produced its own range under Genesis Crafty.


THOMAS COOK: Fitch Assigns 'B+' LT IDR & Alters Outlook to Neg.
---------------------------------------------------------------
Fitch Ratings has revised the Outlook on Thomas Cook Group PLC's
(TCG) Long-Term Issuer Default Rating (IDR) to Negative from
Stable and affirmed the IDR at 'B+'. The Negative Outlook
reflects TCG's recently announced EBIT profit warning and a
setback to its expectations of a return of the EBIT margin and
funds from operations (FFO) coverage ratios to within its
guidance for the 'B+' rating by 2019-20.

The operating weakness in financial year to September 2018 (FY18)
has been mainly driven by the exceptionally hot weather in the
summer of 2018 and hence delayed bookings by customers, with
consequent heavy discounts for package holidays. However this
booking downturn has persisted into the winter season of FY19.
Fitch is therefore expecting a lower EBIT margin of 3.5% in FY19
compared to its previous forecast of 3.9%.

KEY RATING DRIVERS

Hot Summer, Lower Margins: Fitch expects EBIT margins to fall to
around 2.9%-3% in FY18 from 3.7% in FY17. This is mainly the
result of the exceptionally hot summer in Europe resulting in
heavy price discounting and a competitive market in Spain, which
has hit the entire tour operator sector, but TCG harder. Fitch
expects these challenges to partially dissipate in FY19, partly
due to a shift back to higher-margin holiday destinations such as
Turkey, Egypt and Tunisia.

Fitch has therefore revised down its forecast of EBIT to only
GBP280 million in FY18 from GBP322 million in its previous
forecasts and for the EBIT margin to return to only just above
its negative sensitivity by FY21 (4%), as Fitch assumes a slow
pace of improvement. Fitch nevertheless expects the EBIT margin
to trend towards 4% by FY21, due to an improving business
profile, cost cutting, improved product offering, developing
online capability and a diversifying customer base.

Winter Bookings Slow: As a result of the summer weather winter,
bookings are down on last year (2% below end- September 2017),
particularly in northern Europe as customers have taken extra
holiday entitlements in the summer. In response TCG has actively
trimmed capacity in its Nordics market by 5%. Operating weakness
in winter also increases the seasonality risk, concentrating even
more revenue and profit in the second half of the season, and
particularly in June, July and August.

Brexit Uncertainty Rises: Although the company advises that
Brexit has not materially affected its UK bookings thus far, the
current level of uncertainty and approaching deadline (March 29,
2019) could mean greater prudence from UK customers in spending.
Volatility of GBP could also dampen bookings. In northern Europe
and Germany, Fitch waits to see if demand will return as consumer
confidence remains broadly flat at present.

Resilience Tested, Brand Differentiation: TCG benefits from a
strong and trusted brand and is the world's second-largest tour
operator. The ratings reflect the high risk inherent in the tour
operator sector, but the company consistently demonstrates its
flexibility in coping with external shocks and stiff competition.
This risk is further reduced by the diversification of its source
markets in Europe, with the UK business now only contributing
roughly one-third to operating profit. In addition, TCG is
expanding its differentiated own brand and higher-margin hotel
concepts such as Casa Cook and Cook's Club.

Airline Operations Improving: With the rationalisation and
centralisation of TCG's airline activities, and the turnaround of
the company's German operator Condor, the airline business is
displaying improving performance. Operating margins (4.2% EBIT
margin at end-H1FY18) are still low by sector standards with PJSC
Aeroflot - Russian Airlines (BB-/Stable) at 7.7% in FY17 and Air
Canada (BB-/Positive) at 20.1% in FY18, and its Airlines
Navigator median for 'B' rated companies at 7%. Fitch
nevertheless expects the improvement to continue in H2FY18, as
the benefits of increased capacity, new routes and the demise of
competing airlines such as Monarch and Air Berlin begin to take
effect.

Exposure to External Risks: As a tour operator, TCG's business
remains vulnerable to a high risks, most notably geopolitical
events, macroeconomic pressure and changing weather patterns. TCG
is also exposed to fuel price risk, although 63% of FY19 fuel
costs was already hedged as at end-June. Such underlying risks
are reflected in the 'B' category rating. Fitch expects TCG to
continue to develop its flexibility in responding to such
developments. This, together with increased diversification of
source markets and destinations, should help mitigate their
impact and further supports its view on TCG's increasing
resilience.

Steady Cash Flow Generation: Fitch expects funds from operation
(FFO) margin to around 3% by FY19, recovering from the weak
performance expected in FY18 (FFO margin at 2.2%), mainly driven
by the exceptionally hot summer in Europe. In 2018 management is
introducing a modest dividend, linked to performance. However,
Fitch expects FCF margin to remain broadly positive after FY18,
growing towards 1.4% over the next three years, having averaged
just over 1% between 2013 and 2017. This FCF margin is solid
compared with other credits rated in the 'B' category, and is
particularly strong relative to airlines peers'.

Slower Deleveraging: Fitch expects the weak operating performance
due to the recent heatwaves in Europe to have increased FFO
lease-adjusted gross leverage (Fitch-estimated 6.1x at end-
September 2018) above its negative sensitivity (5.5x).
Nevertheless, in line with its revised recovery expectations for
FY19, Fitch forecasts that FFO lease-adjusted gross leverage
should decline to 5.3x by FYE19, and then trend towards 4.8x-
5.0x, which may lead to the Outlook being revised to Stable.
However, a further reduction, or extended flat growth in
operating margins, could lead to a reassessment of its recovery
expectations and put pressure on the rating.

DERIVATION SUMMARY

TCG is the second-largest tour operator in the world, behind TUI
AG (TUI) based on revenue. It is less geographically diverse than
TUI, which has a more diverse product base including cruise
ships. TCG's FFO margin is also lower than Expedia Inc's (BBB-
/Stable) or traditional hotel operators such as NH Hotels Group
S.A.'s (B+/Positive) and Radisson Hospitality AB's
(B+(EXP)/Stable) . Nevertheless compared with hotel operators,
TCG displays more stable and positive FCF, along with a stronger
FFO charge cover ratio on the back of a lower amount of rent
costs and a more asset-light business model.

TCG's business risk is higher than an internet or a hotel
operator due to the need to efficiently manage the company's cost
base (fuel costs, FX because of own fleet of aircraft) and
seasonality during the year. However, TCG's business risk is much
lower than airline companies' due to a flexible operating model
(more asset-light than an airline company, flexibility in
reducing capacity, re-routing customers, inbuilt passenger
capacity and a multi-channel operator).

KEY ASSUMPTIONS

  - Revenue of about GBP9.5 billion in FY18, followed by low
    single digit like-for-like growth thereafter

  - EBIT margin of about 2.9%-3% in FY18, improving towards 3.9%
    in FY20

  - Capex about GBP210 million-GBP250 million per annum

  - Cash outflows from dividends for the next four years, growing
    towards GBP20 million by 2021

  - FCF margin negative in FY18, increasing towards 1.4%
    thereafter

Recovery Assumptions

  - Its recovery analysis assumes that TCG would be treated as a
    going concern in a restructuring and that the company would
    be reorganised rather than liquidated. Fitch has assumed a
    10% administrative claim.

  - TCG's going-concern EBITDA is based on an expected 2018
    EBITDA of GBP516 million. Given the going-concern assumption,
    Fitch deducts the present value of finance leases payable in
    FY18 of GBP39 million as well as interest payable of GBP16
    million.

  - After these deductions and implying a stressed discount,
    Fitch arrives at an estimated post-restructuring EBITDA
    available to creditors of GBP358 million. Fitch then applies
    a conservative distressed enterprise value (EV)/EBITDA
    multiple of 4.5x, resulting in an EV of GBP1,449 million.

  - In terms of distribution of value, unsecured debtholders
    (including bonds and pension obligations) would recover 59%
    in the event of default consistent with a Recovery Rating
    'RR3' and an instrument rating of 'BB-', one notch above
    TCG's IDR. In this analysis, Fitch assumes that the full
    amount under TCGp's revolving credit facility (RCF) will be
    fully drawn.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to an
Upgrade

  - Continued improvements in business model and profit
    resilience resulting in EBIT margin remaining above 5% on a
    sustained basis and continuing positive FCF margin of at
    least 2%

  - Maintenance of conservative capital allocation policy
    reflected in FFO lease adjusted gross leverage (including
    additional GBP200 million RCF drawing) consistently below
    4.5x

  - A reduction in overall interest expenses and enhanced
    profitability leading to FFO fixed charge cover above 2.5x on
    a sustained basis

Developments That May, Individually or Collectively, Lead to the
Outlook being revised to Stable

  - Improvements in business model resulting in EBIT margin
    around 4% on a sustained basis and positive FCF margin of at
    least 1%

  - Maintenance of conservative capital allocation policy
    reflected in FFO lease adjusted gross leverage (including
    additional GBP200 million RCF drawing) consistently below
    5.5x

  - A reduction in overall interest expenses and enhanced
    profitability leading to FFO fixed charge cover above 2.0x on
    a sustained basis

Developments That May, Individually or Collectively, Lead to
Downgrade

  - Competitive pressures and deterioration in airlines
    profitability resulting in EBIT margins remaining continually
    below 4%

  - FFO-adjusted gross leverage remaining above 5.5x on a
    sustained basis

  - Weakening financial flexibility measured as FFO fixed charge
    cover below 2.0x on a sustained basis

  - Liquidity headroom below GBP250 million

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: As of end-September 2017, TCG had adequate
liquidity, comprising GBP379 million of Fitch-adjusted available
cash and GBP472 million of undrawn revolving facilities. This is
sufficient to cover GBP245 million of short-term financial debt
and GBP200 million of additional current RCF debt that Fitch
views as drawn, especially in the first quarter for working
capital purposes. In addition, in November 2017, the company
successfully entered into a new arrangement with its banks to
extend the RCF and bonding/guarantee facility maturities to
November 2022, increasing the total size to GBP875 million from
GBP800 million.

SUMMARY OF FINANCIAL STATEMENT ADJUSTMENTS

Fitch has adjusted the debt by adding 8x annual operating lease
expenses related to long-term assets of GBP223 million at FYE17
to arrive at a debt-equivalent figure in its leverage
calculation.

Fitch has adjusted debt by adding GBP200 million as expected
average drawings under the RCF to finance working capital.
Fitch has lowered reported year-end cash by GBP1 billion, which
is treated as restricted for working capital purposes and thus
not readily available for debt service.



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than US$3 per
share in public markets.  At first glance, this list may look
like the definitive compilation of stocks that are ideal to sell
short.  Don't be fooled.  Assets, for example, reported at
historical cost net of depreciation may understate the true value
of a firm's assets.  A company may establish reserves on its
balance sheet for liabilities that may never materialize.  The
prices at which equity securities trade in public market are
determined by more than a balance sheet solvency test.

Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.


                            *********


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 2018.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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