/raid1/www/Hosts/bankrupt/TCREUR_Public/190514.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, May 14, 2019, Vol. 20, No. 96

                           Headlines



B U L G A R I A

MATADOR PRIME: FSC Commences Insolvency Proceedings


I R E L A N D

OZLME VI: Fitch Gives B-(EXP) Rating to EUR10.6MM Class F Notes
OZLME VI: Moody's Gives '(P)B2' Rating to EUR10.6MM Class F Notes
PEMBROKE PROPERTY: Fitch Gives B(EXP) Rating to Class F Notes
PEMBROKE PROPERTY: S&P Assigns BB(sf) Rating on Class F Notes


I T A L Y

NEXY SPA: Moody's Hikes CFR to Ba2 on IPO Closing, Outlook Positive


N E T H E R L A N D S

STEINHOFF INT'L: Casts Going Concern Doubt, Cuts Value of Assets


S P A I N

MASMOVIL IBERCOM: Fitch Assigns 'BB-' LT IDR, Outlook Stable


T U R K E Y

BURSA: Fitch Maintains 'BB' LT IDRs on Rating Watch Negative


U N I T E D   K I N G D O M

ANN SUMMERS: Set to Launch Company Voluntary Arrangement
ARROW GLOBAL: S&P Affirms BB- Issuer Credit Rating, Outlook Stable
FONTAIN: Closes Shop Amid CVA Failure
LBS HORTICULTURE: To Exit Company Voluntary Arrangement This Month
NEW LOOK: Moody's Hikes CFR to Caa2 Following Plan Completion


                           - - - - -


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B U L G A R I A
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MATADOR PRIME: FSC Commences Insolvency Proceedings
---------------------------------------------------
Aziz Abdel-Qader at Finance Magnates reports that in a fresh twist
to the saga of Matador Prime's Bulgaria-licensed brokerage arm, the
Bulgarian Financial Supervision Commission (FSC) has triggered
insolvency proceedings against the company based on a decision set
by the Sofia City Court.

In the case at hand, insolvency proceedings were opened on March
19, 2019 against Matador Prime, which procured a MiFID license in
Bulgaria back in 2015 to passport its services across the European
Union, Finance Magnates relates.

In October 2018, the Bulgarian watchdog has suspended the
investment license of Matador Prime, which was also written off
from the Commercial Register, Finance Magnates recounts.

According to Finance Magnates, the court said it has appointed
Alexander Kostadinov as a temporary assignee, specifying that
creditors have until June 19 to file their claims.  In the future,
the creditors have the power to elect a new insolvency
administrator after the approval of the list of accepted claims,
i.e., upon participation of all creditors, Finance Magnates notes.

In addition, there is an opportunity for creditors to propose
restructuring plans or rescue the debtor's business if the action
is anticipated to have a positive effect on the recovery of their
debts, Finance Magnates states.

Meanwhile, claims of Matador Prime's clients are deemed to have
been filed, the court says, and will be added to the list of other
accepted claims, which is set to be prepared by the assignee,
Finance Magnates discloses.

Matador Prime operates as a forex broker and asset management firm
with offices in Bulgaria, Spain, and the US. Besides online FX and
CFDs trading, the brokerage offers corporate bonds, equity stocks
and it focuses on portfolio management and investment services.




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I R E L A N D
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OZLME VI: Fitch Gives B-(EXP) Rating to EUR10.6MM Class F Notes
---------------------------------------------------------------
Fitch Ratings has assigned OZLME VI Designated Activity Company
expected ratings, as follows:

EUR2 million Class X: 'AAA(EXP)sf'; Outlook Stable

EUR248 million Class A: 'AAA(EXP)sf'; Outlook Stable

EUR20 million Class B-1: 'AA(EXP)sf'; Outlook Stable

EUR20 million Class B-2: 'AA(EXP)sf'; Outlook Stable

EUR15.8 million Class C-1: 'A(EXP)sf'; Outlook Stable

EUR10 million Class C-2: 'A(EXP)sf'; Outlook Stable

EUR24.5 million Class D: 'BBB-(EXP)sf'; Outlook Stable

EUR21.1 million Class E: 'BB-(EXP)sf'; Outlook Stable

EUR10.6 million Class F: 'B-(EXP)sf'; Outlook Stable

EUR34.3 million subordinated notes:'NR(EXP)sf'

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

OZLME VI Designated Activity Company is a securitisation of mainly
senior secured loans (at least 90%) with a component of senior
unsecured, mezzanine and second-lien loans. A total expected note
issuance of EUR406.3 million will be used to fund a portfolio with
a target par of EUR400 million. The portfolio will be managed by
Och-Ziff Europe Loan Management Limited. The CLO envisages a
4.5-year reinvestment period and an 8.5-year weighted average
life.

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 32.05, while the indicative covenanted
maximum Fitch WARF for assigning the expected ratings is 33.50.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch-weighted average recovery rate of the identified
portfolio is 64.39%, while the indicative covenanted minimum Fitch
WARR for assigning expected ratings is 63.50%.

Limited Interest Rate Exposure

Up to 10% of the portfolio can be invested in fixed-rate assets,
while fixed-rate liabilities represent 7.5% of the target par.
Fitch modelled both 0% and 10% fixed-rate buckets and found that
the rated notes can withstand the interest-rate mismatch associated
with each scenario.

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.

Adverse Selection and Portfolio Management

The transaction features a 4.5-year reinvestment period and
includes reinvestment criteria similar to other European
transactions. Fitch's 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.

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 two notches for the rated notes.
A 25% reduction in recovery rates would lead to a downgrade of up
to four notches for the rated notes.

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

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

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.


OZLME VI: Moody's Gives '(P)B2' Rating to EUR10.6MM Class F Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by OZLME VI
Designated Activity Company:

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

EUR248,000,000 Class A Senior Secured Floating Rates Notes due
2032, Assigned (P)Aaa (sf)

EUR20,000,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR20,000,000 Class B-2 Senior Secured Fixed Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR15,800,000 Class C-1 Senior Secured Deferrable Floating
Rate Notes due 2032, Assigned (P)A2 (sf)

EUR10,000,000 Class C-2 Senior Secured Deferrable Fixed Rate
Notes due 2032, Assigned (P)A2 (sf)

EUR24,500,000 Class D Senior Secured Deferrable
Floating Rate Notes due 2032, Assigned (P)Baa3 (sf)

EUR21,100,000 Class E Senior Secured Deferrable Floating
Rate Notes due 2032, Assigned (P)Ba2 (sf)

EUR10,600,000 Class F Senior Secured Deferrable Floating
Rate Notes due 2032, 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

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

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured obligations and up to 10%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be 80% ramped as of the closing date and
to comprise of predominantly corporate loans to obligors domiciled
in Western Europe. The remainder of the portfolio will be acquired
during the 6 month ramp-up period in compliance with the portfolio
guidelines.

Och-Ziff Europe Loan Management Limited will manage the CLO. It
will direct the selection, acquisition and disposition of
collateral on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the transaction's
four and half-year reinvestment period. Thereafter, subject to
certain restrictions, purchases are permitted using principal
proceeds from unscheduled principal payments and proceeds from
sales of credit risk obligations or credit improved obligations.

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 333,333.33 over the 6 payment dates
starting on the 2nd payment date.

In addition to the nine classes of notes rated by Moody's, the
Issuer will issue EUR34,300,000 of Subordinated Notes which are not
rated.

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

Methodology underlying the rating action:

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

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

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

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

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

Par Amount: EUR 400,000,000

Diversity Score: 52

Weighted Average Rating Factor (WARF): 2850

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 4.50%

Weighted Average Recovery Rate (WARR): 43.10%

Weighted Average Life (WAL): 8.5 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency ceiling of A1 or below. As per the
portfolio constraints, exposures to countries with LCC of A1 or
below cannot exceed 10%, with exposures to LCC of Baa1 to Baa3
further limited to 5% and with exposures of LCC below Baa3 not
greater than 0%.


PEMBROKE PROPERTY: Fitch Gives B(EXP) Rating to Class F Notes
-------------------------------------------------------------
Fitch Ratings has published Pembroke Property Finance Designated
Activity Company's notes expected ratings as follows:

EUR105.85 million Class A: 'A(EXP)sf'; Outlook Stable

EUR14.48 million Class B: 'A-(EXP)sf'; Outlook Stable

EUR26.63 million Class C: 'BBB(EXP)sf'; Outlook Stable

EUR18.94 million Class D: 'BB+(EXP)sf'; Outlook Stable

EUR22.28 million Class E: 'BB(EXP)sf'; Outlook Stable

EUR17.83 million Class F: 'B(EXP)sf'; Outlook Stable

EUR23.65 million Class Z: 'NR(EXP)sf'

The transaction is a securitisation of a 139 commercial and
residential mortgage loans to 78 borrower groups backed by a
diversified portfolio of 244 Irish properties. The originator and
seller, Finance Ireland Credit Solutions DAC, advanced the loans,
each consisting of cross collateralised credit lines advanced to a
single corporate/retail borrower.

The final ratings are contingent upon the receipt of final
documents conforming to the information already received.

KEY RATING DRIVERS

Extraordinary Property Market Volatility: Irish commercial real
estate rental values and yields are volatile. Strong rental growth
at the start of the century preceded a severe reversal in the
aftermath of the financial crisis, with yields also spiking. This
contributed to highly conservative rental value decline and cap
rate assumptions in many submarkets. Similar patterns occurred in
residential markets, with a pre-crisis construction boom delivering
extraordinary market value declines. In recent years, all prime
real estate markets have recovered, with rents mostly close to or
even above trend.

Unhedged Floating-Rate Loans: The vast majority of loans in the
pool are unhedged floating-rate loans. Unless rents also rise, a
material increase in Euribor would squeeze borrower affordability,
albeit from initially high levels of debt service coverage, and
could lead to significant defaults and losses. In Fitch's analysis,
rising interest rates drive early default timing, reducing the
benefit of scheduled amortisation.

Flexibility before March 2022: Prior to the first optional
redemption date, FI can add further advances (up to 15% of the
original pool) funded by principal receipts (including from loan
buybacks) and alter existing loans via product switches (5%) and
maturity refinancings (20%, for up to 10 years). Flexibility is
subject to various rules and extendable loans are mainly structured
with up to 30-year annuity schedules. Fitch's analysis includes
some headroom for deterioration in pool credit quality that may
result from such flexibility.

Prudent Liability Structure: High day-one excess spread allows for
sequential note repayment. The issuer ought to de-lever once the
loan pool becomes static from March 2022 and all excess spread is
used to repay the notes. Borrowers should also shed risk on account
of scheduled amortisation, provided interest rates remain low
enough and subject to property depreciation.


PEMBROKE PROPERTY: S&P Assigns BB(sf) Rating on Class F Notes
-------------------------------------------------------------
S&P Global Ratings has assigned its preliminary ratings to Pembroke
Property Finance DAC's class A, B, C, D, E, and F notes. At
closing, Pembroke Property Finance will also issue unrated class Z
notes.

The transaction is backed by a pool of seasoned small commercial
real estate loans secured on commercial properties located
throughout Ireland, originated by Finance Ireland Credit Solutions
DAC (FICS). FICS is a subsidiary of Finance Ireland, which is
jointly owned by the Ireland Strategic Investment Fund (33%), by
PIMCO (32%), and by its management and third parties (35%).

At closing, the issuer will purchase the portfolio from FICS and
will obtain the beneficial title to the mortgage loans.

The issuer will use part of the proceeds from the class Z notes to
fund a liquidity reserve at 5.5% of the class A initial note
balance. This reserve will be used to cover shortfalls in cash
available to pay the senior expenses and, while the class A notes
are outstanding, coupons on the class A notes. This reserve will
reduce in line with the class A balance subject to a floor of 2%.

As the class A notes redeem, the amounts released from the
liquidity reserve will be transferred to a second reserve that upon
full redemption of the class A notes, will be available to cover
the senior expenses and coupons on the class B to F notes.

To satisfy EU and U.S. risk retention requirements the seller will
hold a portion of the class Z notes in an aggregate amount equal to
at least 5% of the outstanding principal balance of the initial
portfolio.

LOAN POOL OVERVIEW

The provisional (as of Feb. 28, 2019) loan pool comprises 139 loans
amounting to EUR222.8 million secured by 244 properties, reflecting
a 60.0% weighted average loan-to-value ratio. The loans in the
provisional pool were originated between April 2016 and February
2019 with loan terms ranging from 1.0 to 5.6 years. The largest
geographic concentration of properties is the Dublin region where
60% of the portfolio (by value) is located. The properties provide
for various different types of use, the largest concentration being
within the multifamily sector, which accounts for 31% of the
portfolio (by value).

All but 10 loans in the provisional pool pay interest based on a
floating rate linked to three-month EURIBOR (97.5%).

S&P said, "In our analysis, we evaluated the underlying real estate
collateral securing the loan to generate an expected-case value.

"Our analysis focused on sustainable property cash flows and
capitalization rates. We assumed that a real estate workout would
be required throughout the five-year tail period (the period
between the maturity date of the loan that matures last and the
transaction's final maturity date) needed to repay noteholders, if
the respective borrowers defaulted. We then determined the loan
recovery proceeds applying a recovery proceeds rate at each rating
level. This analysis begins with the adoption of base market value
declines and recovery rate assumptions for different rating levels.
At each rating category, we adjusted the base recovery rates to
reflect specific property, loan, and transaction characteristics.

"We aggregated the derived recovery proceeds above for each loan at
each rating level, and compared them with the proposed capital
structure.

"With regard to the class B to F notes, our expected recoveries
from the underlying properties could support higher preliminary
rating levels, based on our criteria. However, for these classes of
notes, a one-notch downward adjustment to our analysis recognizes
this transaction structure differs from that typically seen in
European commercial mortgage-backed securities (CMBS), where a
static asset base secures a known quantum of debt. In contrast,
this transaction incorporates an increased level of operational
flexibility (subject to certain asset conditions), and the
one-notch downward adjustment seeks to consider the additional
risks to the overall credit quality posed by FICS's ability to act
in a more flexible manner (relative to more traditional European
CMBS).

"Given the level of credit enhancement and the low note-to-value
ratio for the class A notes, we have considered that a one-notch
adjustment was not warranted.

"Our preliminary ratings on the notes reflect our assessment of the
transaction's payment structure, cash flow mechanics, legal
characteristics and an analysis of the transaction's counterparty
and operational risks. Subordination and the reserve account
provide credit enhancement to the notes. Taking these factors into
account, we consider the available credit enhancement for the rated
notes to be commensurate with the preliminary ratings that we have
assigned."

  PRELIMINARY RATINGS ASSIGNED

  Pembroke Property Finance DAC

  Class       Rating      Preliminary
                        amount (mil. EUR)
  A           AAA (sf)    105.8
  B           AA+ (sf)    14.5
  C           AA (sf)     25.6
  D           A+ (sf)     18.9
  E           BBB+ (sf)   22.3
  F           BB (sf)     17.8
  Z           NR          23.7

  NR--Not rated.




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I T A L Y
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NEXY SPA: Moody's Hikes CFR to Ba2 on IPO Closing, Outlook Positive
-------------------------------------------------------------------
Moody's Investors Service has upgraded Nexi S.p.A's corporate
family rating to Ba3 from B1 and probability of default rating to
Ba3-PD from B1-PD. Concurrently, Moody's has upgraded to Ba3 from
B1 the instrument ratings on the EUR825 million senior secured
notes due 2023 and the EUR1,375 million senior secured floating
rate notes due 2023 both issued by Nexi S.p.A. The outlook is
positive.

This rating action concludes the review for upgrade initiated on
March 25, 2019.

Nexi successfully completed an initial public offering of its
ordinary shares on April 11, 2019 for the purpose of listing on the
Mercato Telematico Azionario, organized and managed by Borsa
Italiana S.p.A., with the trading of Nexi shares commencing on 16
April 2019. As part of the IPO process, the company raised a EUR700
million primary component, the proceeds of which will be used to
reduce debt. As part of the IPO, Nexi has also entered into an up
to EUR1,165 million EUR-denominated senior secured term loan
facility (term loan) due 2024 and a EUR350 million multi-currency
revolving credit facility due 2024. The aforementioned EUR700
million of primary IPO proceeds together with the new term loan
will be used to repay the existing EUR1,375 million FRNs and EUR400
million of Private Notes as well as cover fees and expenses. The
new EUR350 million RCF will replace the existing EUR325 million
revolving facility. Moody's will withdraw the ratings on the FRNs
once fully repaid.

RATINGS RATIONALE

"The upgrade of the CFR to Ba3 from B1 reflects (1) the significant
decrease in the company's pro-forma adjusted leverage (pro-forma
for the IPO and debt refinancing as adjusted by Moody's mainly for
operating leases, pension deficit, and non-recurring items) to 4.7x
as of 31 December 2018 from 6.1x prior to the transaction, (2) the
prospect of additional de-leveraging from current levels on the
back of positive revenue and margin fundamentals and supported by
the company's strong position within the Italian payments value
chain, and (3) the good liquidity position underpinned by the
EUR350 million undrawn new RCF", says Fabrizio Marchesi, Moody's
lead analyst for Nexi.

However, these strengths are mitigated by (1) the company's revenue
concentration in Italy, (2) its limited scale and relatively low
free cash flow generation relative to its peer group, and (3) the
execution risk related to the implementation of the significant
initiatives expected in 2019. While non-recurring items related to
the transformation of the business peaked at EUR131 million in
2018, management expects those to decrease by around 60% in 2019 to
c.EUR50 million (excluding IPO and refinancing costs). Pro forma
adjusted gross leverage was significantly higher at 8.7x as of 31
December 2018 when considering the non-recurring items compared to
4.7x excluding those.

The lower leverage pro forma for the IPO is driven by the expected
application of primary IPO proceeds towards the reduction in
existing outstanding debt. Further deleveraging from 2019 onwards
will be supported by a continued improvement in operating
performance, driven by revenue growth projected by Moody's at
around 5% per annum over the next three years and an increase in
EBITDA margin on the back of revenue gains and ongoing revenue and
cost initiatives.

Moody's assumes that Nexi will continue benefitting from a good
liquidity position supported by (1) cash on balance sheet of EUR207
million as of December 31, 2018 pro forma for the transaction, (2)
the undrawn EUR350 million RCF, and (3) facilities to cover the
group's working capital requirements. The company experiences
significant volatility in working capital needs. Specifically, in
addition to the requirement to fund differences in the timing of
settlement between counterparties in the merchant acquiring
business, the company also funds customer receivables on behalf of
its co-issuer banks. Nexi has dedicated clearing and overdraft
facilities to cover these needs with a largely non-recourse
factoring line of up to EUR3,200 million as well as EUR1,500
million of bilateral credit facilities and additional bilateral
banking lines. While Moody's expects FCF will be constrained at
around 5% of total adjusted gross debt in 2019, the rating agency
projects this ratio to increase towards 7% from 2020 supported by
EBITDA growth and a reduction in non-recurring items. In addition,
management has announced a dividend policy of 20-30% of
distributable profits to be paid not before 2021 and a "medium-long
term" net debt target of 2.0-2.5x compared to 3.5x at the closing
of the IPO (as reported by the company including all initiatives).
The RCF and term loan are subject to one financial maintenance
covenant set at 5.75x until 2020 with a gradual tightening -- this
represents a significant headroom relative to the net leverage of
the group at the closing of the IPO.

The EUR825 million senior secured notes due 2023, the new term
loan, and the new RCF rank pari passu and share the same collateral
package, which includes intercompany receivables, bank accounts and
shares of Nexi S.p.A. The senior secured notes are rated Ba3, at
the same level as the CFR, reflecting the absence of any
significant liabilities ranking ahead or behind.

The positive outlook reflects Moody's expectation that Nexi will
continue to experience revenue growth at 5% and above over the next
three years and margin improvement on the back of revenue and cost
initiatives. Moody's would look to stabilize the outlook if Nexi
were to experience significant delays in the implementation of
these initiatives and/or incur material costs related to their
implementation.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upwards pressure on the ratings could arise if (1) Nexi achieves
good progress over the next 12 months in delivering on its
transformation plan including meeting its revenue and EBITDA growth
targets, (2) the company reduces significantly non-recurring items,
(3) adjusted gross leverage is maintained at well below 4.5x on a
sustained basis, (4) adjusted FCF/debt increases above 5%, and (5)
the company maintains a good liquidity position.

Negative pressure on the ratings could arise if (1) Nexi
experiences the loss of large customer contracts or increased
churn, (2) adjusted gross leverage increases to above 5.0x on a
sustainable basis, and (3) the liquidity position weakens.

PRINCIPAL METHODOLOGY

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

Headquartered in Milan, Italy, Nexi is the leading provider of
payment solutions in its domestic market, including card issuing,
merchant acquiring, point-of-sale and automated teller machines
management and other technology-driven services to financial
institutions, individual cardholders, and corporate clients. The
company generated pro forma net revenues and EBITDA (pro forma for
the corporate reorganization and acquisitions and disposals
completed in 2018 and 2019) of EUR931 million and EUR424 million
(excluding initiatives to be realized), respectively.




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N E T H E R L A N D S
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STEINHOFF INT'L: Casts Going Concern Doubt, Cuts Value of Assets
----------------------------------------------------------------
Janice Kew at Bloomberg News reports that Steinhoff International
Holdings NV warned it won't be able to keep going longer than 12
months unless its debt is reorganized and it skirts mounting
lawsuits and possible regulatory fines.

According to Bloomberg, the global retailer at the center of South
Africa's biggest corporate scandal cut the value of its assets by
EUR15.3 billion (US$17 billion) because of accounting
irregularities.

At risk is a business with 120,000 employees across chains
including Mattress Firm in the U.S., Conforama in France, Poundland
in the U.K. and European clothing retailer Pepco, Bloomberg notes.

The Stellenbosch, South Africa-based company released its 2017
annual report minutes before a self-imposed deadline on May 7,
Bloomberg recounts.  The results came 17 months after Steinhoff's
auditors refused to sign off on the accounts, leading to the
resignation of then-Chief Executive Officer Markus Jooste and a 97%
drop in its share price, Bloomberg states.  Investigations have
since found deals were structured to inflate profits and asset
values, Bloomberg relays.

According to Bloomberg, the report showed Steinhoff had EUR17.5
billion of assets at the end of September 2017, compared with total
liabilities of EUR15.4 billion.  The firm reduced its assets by
EUR11.4 billion in the 15 months through September 2016 to EUR21
billion -- the bulk of which related to wrongdoing that occurred
before mid-2015, Bloomberg discloses.  Further writedowns came from
additional impairments of EUR3.9 billion for fiscal 2017, Bloomberg
says.

Armitage, as cited by Bloomberg, said "The position is likely to
look worse" when Steinhoff releases fiscal 2018 earnings in a few
weeks time.  Steinhoff said that sales for last year and this year
will drop because of asset disposals, increased competition and a
weak trading environment, while operating expenses and financing
costs will be higher, Bloomberg notes.

More uncertainties include ongoing efforts to restructure
borrowings, which Steinhoff said is critical to the group's
liquidity, and the need to negotiate with various authorities about
the tax implications of the accounting wrongdoing, according to
Bloomberg.

There is "significant" doubt on the company's ability to continue
as a "going concern beyond the foreseeable future," Bloomberg
quotes Steinhoff as saying.




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MASMOVIL IBERCOM: Fitch Assigns 'BB-' LT IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has assigned MasMovil Ibercom SA a Long-Term Issuer
Default Rating of 'BB-', with a Stable Outlook. Fitch  has assigned
the group's EUR1,450 million senior secured term loan B issued by
MasMovil Holdphone a rating of 'BB' with a Recovery Rating of '
RR2'. The ratings assume the successful completion of the group's
planned bank refinancing, the repurchase of an outstanding
convertible bond, fresh equity raise/reinvestment amounting to
EUR220 million and planned network swaps raising around EUR150
million in net disposal proceeds.

The ratings take into account MM's established challenger position
in the Spanish telecoms market, a track record of delivering
growth; both organic and through M&A, and a flexible approach to
network investment. In a market where fixed-mobile convergence is
important, it can deliver fibre -to-the home broadband service to
16.9 million premises, which combines well with its growing mobile
base of currently 6.9 million subscribers.

MM's funds from operations lease adjusted net leverage is expected
to peak at end -2019 at 4.4x versus its downgrade threshold of
4.5x. Continued EBITDA growth and positive free cash flow
generation starting in 2020 should result in further deleveraging.
Successful profitable growth and increasing scale could see MM's
rating move up the 'BB' rating scale over the next few years.

KEY RATING DRIVERS

Established Market Challenger: Fitch views MM as an established
challenger operator in the Spanish telecoms market, which has built
scale through a series of acquisitions and consistent organic
growth. MM is in a good position to offer fixed and mobile
convergent services through a flexible network strategy. With 6.9
million mobile subscribers the company has a 15% share of the
residential mobile market. Fitch estimates MM's share of mobile
service revenue stood at 11% at end-2018. In fixed broadband, its
access to close to a million users represents a 7% subscriber
market share.

Competitive but Rational Market: The Spanish telecoms market is
competitive but rational. An even mix of market share among the
three leading players positions MM as the challenger, where it is
gaining market share. The Spanish market was early to embrace
convergence with incumbent Telefonica SA ( BBB/Stable) launching
its Fusion quad-play service in 2012, which led to a period of
intense price competition. The other two large European players in
the market are Orange SA (BBB+/Stable) and Vodafone Group Plc
(BBB+/RWN). While MM has positioned itself as the market
challenger, its tariff structures do not materially undercut the
competition. In this respect, Fitch views its commercial strategy
as being more similar to that of Poland's P4 Sp. Z o.o. /Play
(BB/Stable) in the earlier stages of the group's development rather
than the disruptive behaviour seen in the past in France and, more
recently, Italy.

Flexible Network Strategy: MM has adopted a hybrid approach to its
network and service coverage - combining a significant amount of
its own network build and access to other mobile networks, along
with regulated wholesale and commercial agreements and
network-sharing in fixed. Its mobile network covers 85% of the
population (fully upgraded to 4G ) while mobile national roaming
agreements with each of the other three mobile network operators
provide full market coverage. Its fixed operations provide
ultra-high speed broadband access to 16.9 million homes. Its
network expansion plan aims to gain access to over 24 million
premises with fibre-to-the premises by 2021.

Fitch views the regulatory environment around fibre investment as
positive with regulated access to Telefonica's network and ducts at
attractive rates, along with the promotion of co-investment and
network sharing. MM has taken advantage of these dynamics with a
hybrid strategy, which aims to provide access in different regions
via the most efficient cost structure available. It is has gained
significant subscriber momentum in broadband taking close to 100%
of market net additions in 2018, based on data from the Spanish
telecoms regulator.

Sound Financial Performance: MM shows a record of delivering
results in line with its guidance. Service revenue grew 17% in 2018
to EUR1.2 billion and EBITDA by 28% to EUR330 million , all
comfortably ahead of guidance. Operationally it has grown mobile
subscribers at a CAGR of 18% over the past three years and fixed
broadband subscribers at a CAGR of 60%. Fitch views MM 's scale and
growth expectations as ambitious but realistic - the group r
eaffirmed its 2019 EBITDA (before lease payments) target of EUR450
million along side its solid 1Q19 results release. Fixed network
subscriber growth is likely to keep capex high, which Fitch expects
to peak in 2019 and remain high in 2020 before easing.

2019 Peak Leverage, Deleverage Capacity: Heightened capex is
expected to result in leverage peaking in 2019. MM is in the
process of buying back a EUR880 million convertible held by
investor Providence. Planned equity -raises totaling EUR220 million
and network swaps generating around EUR150 million in net disposal
proceeds will help contain leverage. Fitch's rating case envisages
a FFO lease adjusted net leverage of 4.4x at end-2019 and 3.8x at
end-2020, which shows a sound deleveraging capacity of the
business.

Fixed Network Investment: MM has set ambitious but achievable
network targets for its fibre network. This currently reaches 16.9
million homes of which 6.4 million are direct access; the remaining
10.5 million homes are reached through a combination of commercial
and wholesale access. Cost benefits in its direct build plans
include effectively priced regulated access to Telefonica's ducts,
permission in some areas to terminate access at the building
facade, and network sharing and co-investment (primarily with
Orange). Target coverage of 24.3 million homes by 2021 effectively
represents coverage of 100% of the Spanish population. Fitch
believes the use of various access strategies provides some of the
lowest FTTP roll-out costs in Europe.

DERIVATION SUMMARY

Operationally MM is comparable, albeit at an earlier stage in its
business life cycle, to a peer group that includes Swiss operator
Sunrise Communications Holdings S.A. (BB+/RWN), Poland's leading
mobile operator P4 Sp. Z o.o. (BB/Stable) and the broader universe
of European cable operators rated by Fitch (which is largely
grouped around the BB-/B+ level). MM has similar revenue scale to
most in the peer group but lower EBITDA margins and higher
investment needs given the capex being spent on connecting fibre
subscribers. It exhibits far higher growth potential due to
expected market share gains than most in the peer group for whom
markets are largely saturated. A business model as a fourth entrant
challenger in a market that continues to offer growth in
penetration and subscribers is expected to lead to strong FCF
generation and good deleveraging capacity.

Given MM's earlier stage of development, execution risk in the
group' s business plan/model is higher than its peers. Fitch has
set more stringent rating sensitivities for MM with a downgrade FFO
net leverage threshold at 'BB-' of 4.5x, compar ed with 4.7x for
Sunrise and P4 , and around 5.0x or higher for some cable
operators.

KEY ASSUMPTIONS

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

  - Revenue growth of 13% in 2019 and 8% in 2020

  - Adjusted EBITDA margin (before lease payments) to improve to
    27.7% in 2019; and a further 1% per year for 2020-2022

  - EUR35 million and EUR15 million cash outflows before FFO in
    2019 and 20 20, respectively, to reflect the increments of
    deferred commissions & subsidies, as an ongoing impact from
    IFRS15 application

  - Lease payments of EUR38 million each year included in its
    FFO calculation, capitalised at 8x , in line with its approach
    to operating leases

  - Capex-to-sales ratio of 31% in 2019, decreasing rapidly to
    12% in 2021 as fixed network investment scales down

RATING SENSITIVITIES

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

  - Expectations that FFO lease adjusted net leverage will remain
    below 4.0x on a consistent basis

  - Sustained improvement in competitive position in the
    convergent Spanish telecoms market as measured by subscriber
    market share of fixed -line retail customers and revenue
    market share in mobile

  - Positive post-dividend FCF , together with positive revenue
    and EBITDA growth. Fitch currently envisages the business
    becoming FCF-positive in 2020, with a post-dividend FCF
    margin in the mid-single digit range.

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

  - Expectations that FFO lease adjusted net leverage will remain
    above 4.5x on a consistent basis

  - Sustained deterioration in competitive position in the form of
    significant underperformance in its targeted subscriber market
    share of fixed-line retail customers and revenue market share
    in mobile.

  - Sustained neutral or negative FCF margin

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: MM is seeking to refinance its convertible
bond and bank loans in 2019 by using a combination of a capital
increase, a new term loan B and proceeds from network assets
disposal. Along with the term loan B due in 2026, MM will also
obtain a EUR100 million revolving credit facility and a EUR150
million capex facility , both due 2024, which will enhance
liquidity. Fitch expects MM, post-refinancing, should have a cash
balance of EUR108 million by end-2019 and generate positive FCF
from 2020 onwards. These will comfortably cover its EUR27 million
bond maturity in 2020 and other liquidity needs in near term.




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

BURSA: Fitch Maintains 'BB' LT IDRs on Rating Watch Negative
------------------------------------------------------------
Fitch Ratings has maintained the Metropolitan Municipality of
Bursa's 'BB' Long-Term Foreign- and Local-Currency Issuer Default
Ratings and 'AA-(tur)' National Long Term Rating on Rating Watch
Negative. The maintained RWN reflects that the issuer's actual
financial data for 2018 has not been received. Fitch will resolve
the RWN upon receipt of the actual financial data for FY2018.
Bursa's standalone credit profile is assessed at 'bb'.

Bursa is one of Turkey's important industrial hubs, located in the
industrialised Marmara region in the north west, with wealth levels
above the national average. Bursa's socio-economic profile has
historically been strong and its GDP per capita in 2017 accounted
for USD11,980, 13.0% above Turkey's average of USD10,602

Fitch does not expect notable changes to the city's socio-economic
profile. According to budgetary regulation, Bursa can borrow on
both domestic and external markets. Its budget accounts are
presented on a modified accrual basis while the law on budgets is
approved for two years.

KEY RATING DRIVERS

Revenue Robustness Assessed as Weaker

Bursa benefits from a well-diversified and buoyant tax revenue
base, which generates robust tax revenue stream. Nevertheless, the
stability of this performance should be viewed within the national
macroeconomic environment, where the sovereign rating is
'BB'/Negative. Accordingly, Fitch expects the city's fiscal
performance to be adversely affected by economic recession in
Turkey, albeit to a lesser extent than its national peers, due to
its strong export-oriented local economy, which would benefit from
a cheaper lira.

In 2017 the city's real GDP growth was 9.9%, above the national
level of 7.4%. However, due to the continuing negative national
operating environment, Fitch conservatively forecasts the local
economy will grow in line with the national economy for 2018-2019,
and then outperforming it by 2% yoy in 2020-2022.

Revenue is largely composed of the city's share of tax revenue
collected and allocated by the central government (61.6% of total
operating revenue). Another important revenue source is transfers
from the central government, which contributed 21% of operating
revenue in 2017, although the robustness of this revenue should be
viewed against the sovereign rating. Fitch expects current
transfers to be stable, albeit less than their historical average
over the next five years. Non-tax revenue, such as fees, fine and
other operating revenue, is also an important revenue driver, as
local governments have more discretionary power for rate-setting
than local taxes, which are pre-defined by the central governments.
In 2017, 16% of operating revenue was generated by non-tax revenue.


Revenue Adjustability Assessed as Weaker

Fitch assesses Bursa's ability to generate additional revenue in
response to possible economic downturns as limited. Within the
unitary administrative structure of the government, the central
government is the rate-setting authority, which significantly
limits Turkish LGs' fiscal autonomy and revenue adjustability. LGs
have very limited rate-setting power over local taxes such as
property tax, natural gas and electricity consumption tax,
advertisement and promotion, fire insurance and entertainment tax.

Expenditure Sustainability Assessed as Midrange

Fitch assesses Bursa's ability to control expenditure as limited
for 2018-2019 given the higher growth rate of operating expenditure
than that of operating revenue by an increasing inflation.
Nevertheless, Fitch expects Bursa to effectively maintain its opex
growth below that of operating revenue from 2020, in accordance
with management's commitment to cost discipline.

Like other Turkish metros, Bursa is responsible for the provision
of essential and large infrastructure investments such as water and
sewerage services, public transport, construction, maintenance and
cleaning of roads that connect neighborhoods to metropolitan
municipality districts. It is also responsible for the
discretionary provision of health centres for elderly and disabled
persons, construction and maintenance of shrines, and culture and
sports facilities for metropolitan areas. In line with other
Turkish metros, Bursa has a strong investment profile, making
capital expenditure its largest single expense. At end-2017,
Bursa's share of capital expenditure constituted 50% of
metropolitan municipalities' total expenditure. Bursa is not
required to adopt anti-cyclical measures, which would inflate capex
during downturns.

Expenditure Adjustability Assessed as Weaker

Fitch assesses Bursa's expenditure adjustability as Weaker, as cost
discipline compared with its national peers has been lax. This is
evidenced by a track record of large capex realisations not aligned
with the current balance development, therefore significantly
increasing the city's leverage and straining its debt coverage
capability. At end 2017, current balance/capex coverage was low, at
30% below the five-year average of 65%.

By international comparison Bursa benefits from a less rigid
expenditure structure, with staff costs 8.1% of total spending and
capex consistently about 50% of total expenditure, increasing
leeway to cut spending according to the cycle of the local economy.
Nevertheless, the track record demonstrates a significantly
loosened budget balance for the last four consecutive years due to
the front-loading of large capex, including non-mandatory items
prior to the local elections in March 2019,

Bursa's spending profile is largely driven by the investment
profile as defined by law, which can be cut or postponed in times
of economic downturn. In comparison with international peers, the
responsibilities of Turkish LGs do not involve resource-hungry
areas such as healthcare and education, leaving room in their opex
structure, with rigid costs such as staff costs largely no higher
than 25% of opex. Bursa's opex is less rigid with staff costs at
less than 20% of opex. Fitch also believes after the local
elections the city will manage to contain non-mandatory items in
its opex.

Liabilities and Liquidity Robustness Assessed as Weaker

According to national budgetary regulation, Turkish LGs are subject
to debt revenue limits and approval from upper tier government for
their external borrowings, which Fitch views as credit positive.
However, Fitch believes that national debt regulation has resulted
in material unhedged FX risk, to which large Turkish metros are
exposed, making a significant dent in their budgets in times of
significant lira volatility. Although the use of hedging is not
prohibited by law, the lack of available counterparties impedes the
use of these instruments. This reflects the structural weakness of
capital markets in Turkey, which are less deep and liquid.

Compared with national peers, Bursa is less exposed to unhedged FX
risk, as the metropolitan municipality has not borrowed in foreign
currency since 2013. As of 2017, Bursa's FX liabilities accounted
for 38.9% or TRY888.3 million (equivalent) of the city's total debt
stock. In its rating case, Fitch expects large currency volatility
could increase the debt servicing costs of Bursa's unhedged FX
liabilities and weaken debt servicing capacity.

However, the lengthy weighted average maturity of its external
debt, at about seven years, its amortising structure and
predictable monthly cash flows would mitigate any immediate
refinancing risk.Debt consists solely of bank loans, with the
majority at fixed rates, which hedges the city against a rise in
interest rates. The city is not exposed to material off-balance
sheet risk.

Liabilities and Liquidity Flexibility Assessed as Weaker

Bursa's liquidity flexibility is solely driven by the city's own
cash reserves. The city has the lowest year-end cash reserves among
its national peers, due to an increase in capex that was not
aligned with current balance growth the year-end cash coverage of
debt servicing costs declined to 14% from a five-year average of
33.3%, mainly due to increased capex ahead of local elections.
There are no emergency bail-out mechanisms or Treasury facilities
in place to overcome any financial squeeze.

Debt Sustainability Assessment: 'aa'

Bursa's SCP assessment is 'bb', which reflects a combination of its
weaker assessment of the city's risk profile and a 'aa' assessment
of debt sustainability. The SCP also factors in a comparison of
Bursa with its peers. Fitch did not identify any asymmetric risk or
extraordinary support from the central government that could affect
the IDR beyond the SCP assessment.

The debt sustainability 'aa' assessment is derived from a
combination of a strong payback ratio (net adjusted debt/operating
balance), which is in line with a 'aaa' assessment, a fiscal debt
burden (net adjusted debt to operating revenue) corresponding to a
'a' assessment, and a sound actual debt service coverage ratio
(ADSCR: operating balance-to-debt service, including short-term
debt maturities) assessed at 'aa'.

Like other Turkish LGs Bursa is classified by Fitch as a Type B
LRG, under which the city covers debt service from its cash flow on
an annual basis. According to Fitch's rating case the payback
ratio, which is the primary metric of debt sustainability
assessment for type B LRGs, will remain between 3x and 4x over its
five-year projected period. For the secondary metrics Fitch's
rating case projects that the fiscal debt burden will increase to
140%, during most of the forecast period while the DSCR will remain
below 3x in 2020-2023.

KEY ASSUMPTIONS

Fitch's key assumptions within its base case for the issuer
include:

  - Operating revenue growth about 1.0% yoy, lower than nominal
national GDP growth

  - Opex growth in line with inflation plus 2pp

  - Capital expenditure on average at about 40% of total
expenditure

  - Deficit is covered by new debt

  - Cost of debt increasing to 14% on average in 2019-2023,
assuming that every year 25% of the debt stock will be borrowed at
the market rate of 16%, corresponding to the policy rate forecasted
by the sovereign in 2019-2023

  - EUR/TRY exchange rate at 6.48 for 2019 and 6.71 for 2020- 2023

Fitch's rating case envisages the following stress compared with
the base case:

  - Stress of operating revenue by about 1.0pp annually to reflect
continued national economic weakness.

  - Stress of opex on average by 1.0pp annually

  - 15% yoy depreciation of the lira against the euro in
2020-2023.

RATING SENSITIVITIES

A downgrade of the sovereign or sharp deterioration of the net
payback ratio to beyond five years and fiscal debt burden beyond
150% according to rating case could result in a downgrade.




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

ANN SUMMERS: Set to Launch Company Voluntary Arrangement
--------------------------------------------------------
Isabella Fish at Drapers reports that Ann Summers is expected to
launch a company voluntary arrangement (CVA).

According to Drapers, sources indicate the CVA could result in
rents being slashed or the closure of up to 45 of its stores.

Ann Summers is a lingerie retailer based in the United Kingdom.


ARROW GLOBAL: S&P Affirms BB- Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'BB-' long-term issuer
credit rating on U.K.-based debt collection company Arrow Global
Group PLC (Arrow). The outlook is stable.

S&P said, "We also affirmed our 'BB' issue rating on the senior
secured bonds issued by Arrow. The '2' recovery rating is
unchanged, indicating recovery prospects of approximately 70% in
the event of a default. Following the transaction, the metrics are
now approaching a level where any further deterioration could lead
us to lower the rating on the senior secured instruments.

"We affirmed the ratings because we forecast that Arrow's credit
metrics will improve during the next year and do not expect the
transaction to impede that improvement. We expect the new
asset-backed facility will be used to refinance existing drawings
on the group's RCF, and that the group will then make further
drawings on the RCF over 2019. As such, following the transaction,
our expectations for Arrow's credit metrics remain broadly
unchanged.

"Under our updated base case, we expect the reduction in leverage
to gather pace in 2019, with debt metrics at year-end 2018 high for
the rating level. However, if, contrary to our expectations, group
leverage fails to improve to below 4x in 2019--precipitated by
operational underperformance or by debt-financed portfolio growth
beyond our base case--we could see negative pressure on the rating
by end-2019."

Arrow grew rapidly in 2018. Cash EBITDA grew by GBP60 million to
GBP285 million as the group continued to expand its servicing
business and invested heavily in profitable, specialized
nonperforming loans (NPLs) in core geographies. However, much of
this growth was debt-funded. Leverage stood at 4.2x at year-end
2018, in line with 2017, and above S&P's previous forecast level.
Nevertheless, S&P expects Arrow's metrics to be sustainably lower
by the end of 2019 as economies of scale and profitable
diversification begin to feed through into improved credit metrics.
Under this base case S&P expects 2019 metrics of:

-- Debt to adjusted EBITDA of 3.5x-4x;
-- Funds from operations to gross debt of 20%-25%; and
-- S&P Global Ratings-adjusted EBITDA to interest expense of
5x-6x.

S&P's forecasts incorporate modest growth in portfolio purchases in
2019, with a plateau thereafter. Growth should be increasingly
covered by operating cash flow generation. S&P expects management's
dividend policy to remain progressive through 2019, at 40%-45% of
annual net income. Overall, S&P's forecasted metrics are built
from:

-- Continued income growth from rapid expansion in asset
management and servicing (AMS) income streams, with more moderated
growth in traditional investment activities as this business line
enters a more steady state.

-- Modest deterioration in EBITDA margins as Arrow moves into the
AMS business, where margins have historically sat around the 20%
mark. On a consolidated basis, S&P expects concerted cost-control
efforts to offset this somewhat, although in total the effect will
be a fall of around 4-6 percentage points in terms of cash EBITDA
margin over 2019-2020.

-- No bond issuance expected in 2019, with net debt affected by
further drawing on the RCF and the securitization facility.

S&P said, "Our rating also incorporates Arrow's relatively narrow
geographic diversification compared with larger industry players,
offset by Arrow's solid competitive position across its five core
geographies, all of which have large, diverse NPL supplies. The
rating is supported by the group's continued move into AMS, from
which we expect to see most of its top-line growth over the next 24
months.

"Our 'BB-' rating includes a one-notch downward adjustment to
reflect Arrow's recent track record of rapid debt-funded growth as
it has looked to gain scale, diversify its asset base, and build
its asset management capabilities.

"The stable outlook reflects our view that Arrow's credit metrics
will improve over our 12-month outlook horizon, with adjusted debt
to EBITDA falling below 4x on a sustainable basis.

"We could lower the ratings if our measure of the group's leverage
remains above 4x in 2019, precipitated by operational
underperformance or by debt-financed portfolio growth beyond our
base-case expectations. In our view, a reduction in leverage is
required if the rating is to remain at its current level, not least
because the current position is the second-highest in our covered
universe.

"We currently regard a positive rating action as unlikely. However,
material growth in operating cash flow to support the replenishment
and growth of the business' investment portfolio, while maintaining
coverage of management's progressive dividend policy, could support
the rating in the medium term."


FONTAIN: Closes Shop Amid CVA Failure
-------------------------------------
Rhys Handley at PrintWeek reports that Fontain is understood to
have closed its doors following the failure of its recent company
voluntary arrangement (CVA).

According to PrintWeek, industry sources said attempts by the
Bermondsey, south London-based commercial print outfit to continue
to trade and pay back liabilities in excess of GBP1 million to
creditors had proven unsuccessful, just a few weeks after the CVA
was approved.

Sources said the company closed on May 3, PrintWeek relates.

Legal firm Smith & Williamson, which was appointed when the CVA was
confirmed on March 29, would not comment on the current status of
Fontain other than to say it had no further appointment beyond the
original CVA, PrintWeek discloses.

With total liabilities equal to GBP4.2 million, the now reportedly
collapsed CVA covered Fontain creditors collectively owed just over
GBP1 million, who were set to receive an anticipated dividend of
82p in the pound, PrintWeek states.

Creditors voted on Feb. 21 to approve the CVA, with 75% by value
(GBP781,970.46) in favor, PrintWeek recounts.  HMRC, which was owed
GBP251,911 (25%), was the only party to vote against the
arrangement, PrintWeek notes.


LBS HORTICULTURE: To Exit Company Voluntary Arrangement This Month
------------------------------------------------------------------
Matthew Appleby at Horticulture Week reports that LBS Horticulture
is due to come out of a Company Voluntary Arrangement this May.

As reported by the Troubled Company Reporter-Europe on Jan, 4,
2018, Horticulture Week related that LBS Horticulture went into
administration in October but came out just before Christmas.
The Colne, Lancashire-based company was placed into administration
on Oct. 16, Horticulture Week recounts.  Under the stewardship of
business recovery specialists Walsh Taylor, the company was able to
continue trading while in administration thanks to an injection of
funds from an individual investor, Horticulture Week disclosed.
LBS exited administration via a Company Voluntary Arrangement (CVA)
allowing the company to trade on retaining its legal identity and
saving 34 jobs, while giving a return to creditors, the report
stated.


NEW LOOK: Moody's Hikes CFR to Caa2 Following Plan Completion
-------------------------------------------------------------
Moody's Investors Service has upgraded to Caa2 from Ca the
corporate family rating and to Caa2-PD/LD from Ca-PD the
probability of default rating of New Look Retail Group Limited, a
UK-based value fashion retailer selling a range of apparel,
accessories and footwear. At the same time, the rating agency
placed the ratings on review for further upgrade.

RATINGS RATIONALE

The rating action follows the completion of New Look's financial
restructuring plan, announced on January 14, 2019, with the
allocation of new notes and shares to creditors on May 3, 2019, in
place of the note obligations previously due.

"While we saw New Look's distressed exchange as a default, the
subsequent financial restructuring has significantly improved its
leverage to 7.7x from 12.3x, triggering today's upgrade. The
ratings have been placed under review for upgrade to evaluate the
company's business plan as well as the new capital structure and
liquidity arrangements," says Roberto Pozzi, a Moody's Senior Vice
President, and lead analyst for New Look.

Concurrently, Moody's has appended the PDR with the limited default
(/LD) designation. The C ratings on the senior secured notes issued
by New Look Secured Issuer plc and the senior notes issued by New
Look Senior Issuer plc remain unchanged and will be withdrawn upon
completion of the announced restructuring. Moody's expects to
reassign the CFR to a new entity once the new group legal structure
is made public.

The upgrade reflects the closing of the financial restructuring
plan, by which New Look has materially reduced its gross debt to
GBP1.4 billion from GBP2.3 billion (Moody's adjusted). Moody's
calculates that leverage, measured in terms of Moody's adjusted
gross debt to EBITDA based on unaudited accounts for the last
twelve months to 22 December 2018 and pro-forma for the financial
restructuring plan just completed, has reduced to 7.7x from 12.3x.
Moody's expects the company to continue to reduce costs and
currently anticipates leverage of 6.3x in 2019.

The review will focus on the analysis of the company's business
plan, as well as the new capital structure and future liquidity
profile. Moody's notes that despite the significant debt write-off
agreed by the company's lenders as part of the debt restructuring,
the ratings will remain constrained by the company's still highly
levered capital structure and the uncertainty related to the
ongoing turnaround plan.

PROBABILITY OF DEFAULT RATING OF Caa2-PD/LD

In January 2019, New Look announced its proposed debt restructuring
plan. The completion of the plan constitutes a distressed exchange,
a default under Moody's definitions and consequently the PDR has
been appended with the "/LD" designation to reflect this. The "/LD"
designation will be removed after three business days.

WHAT COULD MOVE THE RATING UP/DOWN

In light of its action, Moody's anticipates positive rating
pressure following the satisfactory review of the final capital
structure. Upward rating pressure may arise following a
satisfactory review of the post-restructuring business plan and
capital structure, as well as the company's financial policies,
including liquidity arrangements. Downward pressure on the ratings
could arise from further deterioration in operating performance
leading to an increase in leverage, or a weakened liquidity profile
or renewed covenant pressure.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in London and Weymouth (with its registered office in
Weymouth, UK), New Look is a value fashion retailer selling a range
of apparel, accessories and footwear. The company principally
targets fashion conscious women aged 16 to 45, although its product
ranges also include men and teens' wear.



                           *********


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

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

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

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delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


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