/raid1/www/Hosts/bankrupt/TCREUR_Public/190626.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

          Wednesday, June 26, 2019, Vol. 20, No. 127

                           Headlines



I R E L A N D

OZLME VI: Fitch Finalizes B- Rating on Class F Debt
OZLME VI: Moody's Assigns B2(sf) Rating on EUR10.6MM Class F Notes


I T A L Y

ALITALIA-LINEE AEREE: Aug. 1 Deadline Set for Real Estate Offers
AMT REAL ESTATE: Bids for Mercure Catania Hotel Open Til Aug. 1
NEXI SPA: Fitch Raises LT IDR to BB-, Off CreditWatch Positive
SOCIETA ITALIANA: Commissioners Call for Expressions of Interest


L A T V I A

VALMIERAS STIKLA: Files for Legal Protection Proceedings


M A C E D O N I A

VELES TABAK: Shares Delisted Following Bankruptcy Procedure


N E T H E R L A N D S

GARANTIBANK INTL: Moody's Lowers Deposit Ratings to Ba1
JUBILEE CLO 2014-XIV: Fitch Affirms B- on EUR18.9MM Class F Notes


N O R W A Y

PGS ASA: Fitch Withdraws B+(EXP) Rating on $525MM 1st Lien Notes


R U S S I A

BANK ZENIT: Moody's Alters Outlook on Ba3 Deposit Ratings to Stable


S P A I N

SIENA LEASE 2016-2: Moody's Hikes Rating on Class D Notes to Ba2


U N I T E D   K I N G D O M

CARPETRIGHT PLC: Expected to Close Another 90 Stores
CIEL PLC 1: Moody's Gives (P)Ca Rating on GBP2.8MM Class X Notes
CIEL PLC 1: S&P Assigns Prelim. CCC- Rating on Class X Notes
GPC SIPP: FCA Opts to Appoint Administrators Due to Insolvency
IWH UK: Fitch Affirms B Issuer Default Rating, Outlook Stable

JAGUAR LAND: Moody's Lowers CFR to B1, Outlook Negative
MORTIMER BTL 2019-1: Fitch Assigns Bsf Rating on Class E Notes
MORTIMER BTL 2019-1: Moody's Rates GBP7.77MM Class E Notes 'Caa1'
NEW LOOK: Posts Full-Year Losses of GBP537.5 Million
WOODFORD EQUITY: Invested in "Illiquid Stocks" by End of 2018


                           - - - - -


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I R E L A N D
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OZLME VI: Fitch Finalizes B- Rating on Class F Debt
---------------------------------------------------
Fitch Ratings has assigned OZLME VI Designated Activity Company
final ratings.

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 is used to fund a portfolio with a
target par of EUR400 million. The portfolio is managed by Och-Ziff
Europe Loan Management Limited. The CLO envisages a 4.6-year
reinvestment period and an 8.5-year weighted average life.

OZLME VI Designated Activity Company

Debt            Current Rating           Prior Rating
Class A;       LT  AAAsf   New Rating;  previously at AAA(EXP)sf
Class B-1;     LT  AAsf    New Rating;  previously at AA(EXP)sf
Class B-2;     LT  AAsf    New Rating;  previously at AA(EXP)sf
Class C-1;     LT  Asf     New Rating;  previously at A(EXP)sf
Class C-2;     LT  Asf     New Rating;  previously at A(EXP)sf
Class D;       LT  BBB-sf  New Rating;  previously at BBB-(EXP)sf
Class E;       LT  BB-sf   New Rating;  previously at BB-(EXP)sf
Class F;       LT  B-sf    New Rating;  previously at B-(EXP)sf
Subordinated;  LT  NRsf    New Rating;  previously at NR(EXP)sf
Class X;       LT  AAAsf   New Rating;  previously at AAA(EXP)sf

KEY RATING DRIVERS

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 32.3.

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 (WARR) of the identified
portfolio is 64.39%.

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 ratings is 26.5% 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 4.6-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 customized 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.


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

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

EUR248,000,000 Class A Senior Secured Floating Rate Notes due 2032,
Definitive Rating Assigned Aaa (sf)

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

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

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

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

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

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

EUR10,600,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2032, Definitive Rating Assigned B2 (sf)

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 Moody's 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): 2866

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%.




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I T A L Y
=========

ALITALIA-LINEE AEREE: Aug. 1 Deadline Set for Real Estate Offers
----------------------------------------------------------------
Prof. Avv. Stefano Ambrosini, Proff. Avvv. Gianluca Brancadoro and
Proff. Dott. Giovanni Fiori, the Extraordinary Commissioners of
Alitalia-Linee Aeree Italiane S.p.A. and Alitalia Servizi S.p.A.,
intends to start the procedure for selling certain lots of real
estate to the highest bidder.

The assets for sale are:

  Real Estate: Portion of the building located in Sesto San
  Giovanni (Milan - Italy), via XXIV Maggio no. 8/10
  Owner: Alitalia
  Base Price: EUR1,722,000.00
  Minimum Bid: EUR1,291,500.00

  Real Estate: Entire building ("fabbricato cielo terra"), located
  in Sesto San Giovanni (Milan- Italy), Via XXIV Maggio no.6
  Owner: Alitalia
  Base Price: EUR3,360,000.00
  Minimum Bid: EUR2,520,000.00

  Real Estate: Land, located in Rome (Italy), Magliana Vecchia
  Muratella
  Owner: Alitalia
  Base Price: EUR2,715,000.00
  Minimum Bid: EUR2,036,250.00

  Real Estate: Land with the entire building ("fabbricato cielo
  terra") located in Rome (Italy), viale Alessandro Marchetti
  no. 120 (c.d. CED).
  Owner: Alitalia Servizi
  Base Price: EUR9,678,000.00
  Minimum Bid: EUR7,258,500.00

The Binding Offers, secured by a guarantee, must be received by and
no later than 12:00 p.m. (noon Italian time) on August 1, 2019 and
the examination of the offers will start from 3:00 p.m. (Italian
time) on August 1, 2019, at the presence of the Extraordinary
Commissioners (or a person delegated by them) and of an Italian
Public Notary.  

Offers that indicate a price lower than the Minimum Bid of the Real
Estate as indicated above, will be declared inadmissible and
excluded.  During the public meeting, the offers will be invited to
submit increased offers (rilanci) starting from the highest price
offered, duly guaranteed.  Neither offers on behalf of third
parties nor for persons to be designated are allowed.

Upon request, the interested parties may have access to the virtual
data room concerning the real estate properties starting from the
date of the publication of this notice up to the deadline for the
submission of the binding offers.

The Real Estate will be awarded to the highest offeror (also
following the aforementioned increased offers ("rilanci") and prior
authorization by the Ministry of Economic Development and favorable
opinion of the Supervisory Committee, provided that the bid price
is not less than a quarter of the Base Price above indicated for
each Real Estate (Minimum Bid).

This call does not constitute a solicitation for an offer, or an
offer the public pursuant to art. 1336 of the Italian Civil Code.

The full text of this notice is published in Italian and English
language, on the websites:
www.alitaliamministrazionestraordinaria.it and
www.alitaliaamministrazionestraordinaria.com together with all
documents necessary to participate to this sale procedure.

Alitalia-Linee Aeree Italiane S.p.A. is under extraordinary
administration.  It went out of business as of 2009.  Headquartered
in Rome, Italy, Alitalia-Linee Aeree Italiane S.p.A. provides
passenger and cargo air transport services on domestic,
international, and intercontinental routes. The company engages in
the operation of air transport for persons, cargo, and mail in
Italy, between Italy and foreign countries, as well as in foreign
countries.



AMT REAL ESTATE: Bids for Mercure Catania Hotel Open Til Aug. 1
---------------------------------------------------------------
Mercure Catania Excelsior Hotel, a hospitality portfolio owned by
by AMT Real Estate S.r.l. and by Acqua Marcia Turismo S.r.l,
located in Sicily (C.P.O. n. 44/2012 and n. 43/2012 - Liquidator
Prof. Avv. Giorgio Lener), is now officially open for sale to the
highest bidder.

The price to be offered shall not be lower than EUR9,000,000, which
amount is understood to be the sum of the price for the Hotel
Building and for the Hotel Company Business (the "Minimum Price"):

The Bidders, however, are entitled to offer a price lower than the
Minimum Price, but not lower than EUR7,200,000 (the "Secondary
Price").

Coldwell Banker Commercial is exclusive advisor for the sale
procedure.

The new sale process comes after the previous sales operations of
the hotels "San Domenico Palace Hotel" in Taormina, "Hotel Des
Etrangers & SPA" in Syracuse, and three hotels located in Palermo
"Grand Hotel Villa Igiea", "Grand Hotel et Des Palmes" and
"Excelsior".

The offers must be delivered at the office of the Notary Francesco
Balletta in Rome - Via Antonio Bertoloni n. 26/a (hereinafter, the
"Notary") within Thursday, August 1, 2019, at 12:00 a.m.  The
envelopes shall be opened at the Notary's office on August, 1,
2019, at 12:10 a.m. by the same Notary office.

Sale Rules and terms for the submission of expressions of interest
and participation in the sale process of the real estate asset and
related business company, are detailed on the website,
https://bit.ly/2KFVGFN


NEXI SPA: Fitch Raises LT IDR to BB-, Off CreditWatch Positive
--------------------------------------------------------------
Fitch Ratings has upgraded Nexi SpA's Long-Term Issuer Default
Rating (IDR) to 'BB-' from 'B+' and removed it from Rating Watch
Positive. The Outlook is Positive

Nexi is a key player in the Italian credit card and digital
payments value chain, providing mainly card issuance and
merchant-acquiring solutions, alongside digital payment services.

The upgrade follows Nexi's listing on the Italian Stock Exchange
completed in April 2019 and the company's ensuing material gross
leverage reduction. Following IPO, Nexi allocated around EUR700
million of proceeds from the IPO and part of the cash on its
balance sheet to reduce outstanding debt. Nexi also finalised new
debt facilities that partially refinanced its previously
outstanding senior secured notes with lower interest costs. In
addition the upgrade reflects increased margins following progress
on the realisation of the company's synergy and cost-saving
initiatives announced in 2018.

The Positive Outlook reflects Fitch's expectation of a
stabilisation of Nexi's financial policy over the next four-to
six-quarters, including a wind down of the M&A activity started in
2016.

All ratings assigned to Nexi Capital SpA have been withdrawn due to
the entity being merged into Nexi SpA.

KEY RATING DRIVERS

Material post-IPO Deleveraging: Fitch forecasts Nexi's funds from
operations (FFO) adjusted gross leverage at 4.8x for 2019, down
from 5.8x in 2018 (adjusted for asset carve-outs) following debt
reduction with the IPO proceeds. In addition, a new loan facility
agreement of EUR1.0 billion to refinance part of Nexi's senior
secured and privately placed notes has led us to forecast a higher
FFO fixed charge cover averaging around 4.4x for 2020-22, above its
upgrade guidance of 3.0x.

Evolving Financial Policy: Nexi's scope of business is derived from
a series of acquisitions and divestments started in 2016.
Acquisitions included several merchant-acquiring platforms
originally belonging to Italian banks as well as alternative
payments operators. The likely reorganisation of Italian banking
groups, amid ongoing consolidation of the sector, could lead to
further acquisition opportunities for Nexi, as its controlling
financial shareholders look to enhance equity value. Apart from the
announced dividend payout ratio of between 20% and 30% from 2020
(payable from 2021), Fitch believes that Nexi's new financial
policy would take four to six quarters to stabilise.

Delivery of Cost Savings: Nexi is on track with the delivery of its
announced cost-savings initiatives in conjunction with its
transformation project initiated in 2017. The EBITDA uplift from
the initiatives as of 2018 was EUR96 million, out of a targeted
EUR191 million, leaving EUR95 million to be realised by 2020. Its
1Q19 results also confirm progress on the realisation of further
savings. The initiatives are split between cost savings,
integration synergies, and digital innovations. In its rating case
Fitch factors in a 30%-35% discount to their expected EBITDA
contribution between 2019 and 2020 for execution risk.

Growth Trend in Digital Payments: Italy's proportion of cards usage
to payment transactions volume is one of the lowest in western
Europe with most reports indicating a CAGR around 9% for 2015-2018
period. Online and physical card transactions in Italy are
experiencing annual increases, driven by a bias towards innovation
by younger generations, growth of e-commerce, and improving
perception of payment processing safety. Fitch expects the
electronic and digital payment market in Italy to converge towards
levels in the rest of western Europe, as an increasing number of
merchants adopt cards and digital payments.

Controlled Risks from Banks Consolidation: Fitch expects the trend
of mergers and consolidation in the banking sector in Italy to
continue. As banks represent for Nexi the key client category and
the main third-party marketing engine, consolidation of the sector
will reduce the number of key accounts and increase customer
concentration for Nexi, weakening its bargaining power. Nexi's
management has simulated several scenarios of the sector
consolidation that result in stable transaction volumes, lower
revenue and flat EBITDA margins. Fitch believes Nexi's capacity to
deliver cost savings and to exploit its operating leverage will be
key to defending the company's free cash flow in the medium-term.

Regulatory Risks: Nexi's activity is subject to regulatory
constraints in privacy, money laundering and personal and business
data protection both from European bodies and Italian authorities.
In Italy current tensions in the coalition government generate
uncertainties in economic policies that could have an impact on the
digital agenda of the country (e.g. the limit on cash
transactions). Nevertheless, long-term digital adoption trends,
together with mild but favourable legislations adopted over the
last seven-to-eight years, including the electronic invoicing bill,
support growth prospects in the medium-term.

Technology Risk: Fitch expects multiple technological advancements
in the payment industry to require investments to develop or
license new solutions in response to changing customer preferences.
Competition, in particular in the field of mobile wallets, can come
from traditional and non-traditional players, the latter being
between mobile technology, telecom and software operators. However,
Fitch believes that such technological risk is unlikely to
initially dent growth for Nexi, due to the rapid adoption of credit
card and digital payments in Italy.

DERIVATION SUMMARY

Nexi is well-positioned in the growing Italian payment services
market, due to its longstanding relationships with key partner
banks. These relationships, together with high switching costs for
merchants and banks to potential competitors, translate into high
barriers to entry. Following its consolidation with several
acquired entities since its own acquisition by its sponsors in
2015, and operating under the ICBPI brand, Nexi's carved-out
business is characterised by a wide product offering with
considerable operating leverage, which allows the company to expand
its EBITDA margins up to 50% and free cash flow (FCF) margins
towards 10%. It is comparable to peers rated by Fitch in its public
ratings and credit opinion portfolios within the payment processing
space, such as Nets Topco Lux 3 Sarl (Nets, B+/Stable) and First
Data Corporation (BB-/ RWP). Minor similarities can be seen with
PayPal Holdings Inc. (BBB+/Stable), which shows lower margins but
strong geographical diversification and significantly lower
indebtedness.

PostIPO and partial debt refinancing, Nexi's rating fits
appropriately within the 'BB' category, and is comparable with
other Italian technology, media & telecom peers in the same rating
group, such as Wind Tre SpA (BB-/Stable), EI Towers SpA (BB/Stable)
and Telecom Italia SpA (BB+/Stable) all with similar leverage
profiles. Key constraining factors for Nexi are its 100% exposure
to Italy, high leverage, albeit materially reduced and the exposure
to the evolving and competitive digital payments industry, which is
still exposed to unceasing competitive pressures and potential
regulatory challenges.

KEY ASSUMPTIONS

- Revenue CAGR of 3.5% for FY19-22 driven by both the cards and
merchant services segments

- EBITDA margin to improve to around 50% by 2021 driven by
realised management initiatives from 45% currently

- Annual costs of EUR15 million associated with maintaining the
settlement working capital facility

- Capex at 17.6% of revenue in 2019, slightly decreasing to 14.7%
by 2022

- Extraordinary items decreasing to EUR20 million from 2021
onwards from EUR52 million in 2019

- Acquisitions of EUR25 million per annum

- Dividends to begin in 2020 at EUR15 million, increasing to EUR45
million and EUR55 million for 2021 and 2022, respectively

Key Recovery Assumptions

Its analysis assumes that Nexi be a will going concern in
restructuring and that the company would be reorganised rather than
liquidated.

Its analysis assumes a 30% discount to Nexi's 1Q19 LTM EBITDA of
around EUR440 million, resulting in a post-restructuring EBITDA of
about EUR310 million. At this level of EBITDA, which assumes
corrective measures have been taken, Fitch would expect Nexi to
generate moderately positive FCF. Fitch also assumes a distressed
multiple of 6.0x and a fully drawn EUR350 million revolving credit
facility (RCF).

After deducting 10% for administrative claims, its waterfall
analysis generated recoveries in the 'RR2' band and capped to 'RR3'
for Italy, indicating a 'BB' instrument rating for the outstanding
senior secured debt.

RATING SENSITIVITIES

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

- FFO adjusted gross leverage below 5.0x on a sustained basis
(2019 forecast: 4.8x)

- FFO fixed charge cover above 3.5x (2019 forecast: 3.4x)

- Stabilisation of financial policy

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

- FFO adjusted gross leverage above 6.0x

- FFO fixed charge cover below 3.0x

- EBITDA margins below 45%

- Financial policy leading to major acquisitions partially or
entirely debt-funded

- Disruption to/deterioration in settlement facility setup


SOCIETA ITALIANA: Commissioners Call for Expressions of Interest
----------------------------------------------------------------
Prof. Giovanni Bruno, Mr. Gianluca Piredda and Mr. Matteo Uggetti,
the Extraordinary Commissioners of Societa Italiana per Condotte
d'Acqua S.p.A. and Con.Cor.Su. S.c.r.l., invite all those
interested in purchasing the corporate assets of the Companies in
Extraordinary Administration to present expressions of interest
pursuant to terms and conditions established by the call for
expression of interest published on the following web site,
www.condotte.com

   (A) By decree of the Minister of Economic Development on
       August 6, 2018, the Company "Societa Italiana per
       Condotte d'Acqua S.p.A." (hereinafter, referred to as
       "Condotte") -- subsequently declared insolvent by a
       judgment of the Court of Rome on August 14, 2018 --
       was admitted to the extraordinary administration procedure
       pursuant to Article 3, paragraph 3, of the Law Decree
       No. 347 dated December 23, 2003, converted with amendments
       into Law No. 39 dated February 18, 2004 (hereinafter,
       referred to as the "Law Decree 347/2003").

   (B) By decree of the Ministry of Economic Development on
       October 31, 2018, the Company Con.Cor.Su. S.c.r.l.
       (hereinafter, referred to as "Concorsu" and jointly
       with Condotte, the "Companies in Extraordinary
       Administration"), part of the same corporate group to
       which Condotte belongs, has been admitted to the
       extraordinary administration procedure pursuant to
       article 3, paragraph 3 of the Law Decree 347/2003.
       Concorsu was declared insolvent by a judgment of the
       Court of Rome on November 15, 2018.

   (C) By decree dated April 23, 2019, the Ministry of Economic
       development authorized the program of the extraordinary
       administration procedure of the Companies in Extraordinary
       Administration as submitted by the Extraordinary
       Commissioners pursuant to article 4, paragraph 2 of the
       Law Decree 347/2003 according to the sale of the corporate
       assets address (hereinafter, the "Program").

   (D) In order to implement the Program, the Extraordinary
       Commissioners intend to carry out -- in full respect
       of the principles of fairness, transparency and non-
       discrimination -- a procedure aimed at the sale of the
       corporate assets belonging to the Companies in
       Extraordinary Administration that are functional to
       the related core business.

The announcement constitutes only an invitation to express
interest.  The announcement does not constitute an invitation to
offer, nor an offer to the public pursuant to art. 1336 of the
Italian Civil Code, nor a solicitation to the public savings
pursuant to art. 49 et seq. of Legislative Decree no. 58/98.




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L A T V I A
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VALMIERAS STIKLA: Files for Legal Protection Proceedings
--------------------------------------------------------
The Management Board of AS VALMIERAS STIKLA SKIEDRA (the "Company")
disclosed that on June 17, 2019, an application for initiation of
legal protection proceedings ("LPP") of the Company has been
submitted with the Vidzeme District Court in Valmiera.

On May 9, 2019, the Company announced the commencement of a due
diligence process at P-D VALMIERA GLASS USA Corp., the
majority-owned US subsidiary of the Company (the "US facility").

Despite subsequent discussions, a firm proposal has not been
received, while an additional unrelated third party has also
registered their interest in the overall US assets (both Phase 1
and Phase 2 operations).  No firm proposal has been received thus
far from them.

Investments totalling more than EUR80 million have been made into
the US Phase 2 facility thus far (with a total of USD110 million
planned for the period 2014 - 2022).  Unfortunately, within the
process of carrying out this project a number of unforeseen
obstacles have arisen.  The consequences of these, despite multiple
innovative approaches by management have not been fully eliminated
to this day.  Due to these reasons, the Phase 2 facility (the
vertically-integrated fibreglass yarn producing operation)
production line is still not able to reach the required capacity
utilization and is operationally loss-making, effectively consuming
operational cash from other parts of the Company.

Within the framework of attraction of financial resources for the
establishment of the US Facility and the Phase 2 operations, the US
facility entered into an uncommitted revolving credit line
agreement with a financial intermediary ("Bank A") incorporated in
the USA (the "Credit Line Agreement").  In order to secure the
implementation of debt liabilities deriving from the Credit line
Agreement, the Company issued a guarantee for the benefit of Bank
A. Since the US facility failed to meet the obligations deriving
from the Credit line Agreement, Bank A, on the basis of surety
liabilities established beforehand, has requested the Company to
immediately repay the loan together with interest accrued in the
amount of USD3,013,148.92 on June 10, 2019. There are no
possibilities for the Company to repay the guaranteed loan
immediately.

Moreover, the Company has substantial debt liabilities in the
amount of at least EUR67,014,370 and at least USD17,836,071 towards
a second and third financial intermediary respectively ("Bank B"
and "Bank C").  The claim of Bank A puts the Company in cross
default in respect of the loan agreements with Bank B and Bank C.

As a result of these circumstances, the Company has entered into a
stage of financial difficulty.  In order to continue sustainable
operations and to ensure for the possibility of reaching a
sustainably-workable agreement with its creditors, the Company
needs to ensure unhindered and continuous operation of its key
production lines and gain time to reach agreement with its
creditors on the procedure to meet liabilities of all creditors.

Successful future development of the Company remains a clear goal
of the Management and Supervisory Boards.  Therefore, in the
present circumstances, the most appropriate solution is the filing
an application for initiation of LPP.

Therefore, having performed a thorough analysis of the situation
and having consulted with the Company's Supervisory Board, auditors
and lawyers, the Management Board of the Company decided to take
this measure and submit to the Vidzeme District Court the request
to initiate LPP status of the Company.

The operations of the Company in Latvia and its subsidiary in the
UK have consistently generated strong cash flows and profitability
through recent years.  In parallel they have effectively supported
the expansion of the Company into the US.

The Company has been experiencing healthy demand for its various
products and the completion of such orders will ensure the cash
flow necessary to the Company to engineer a restructuring of its
financial liabilities without the burden of supporting the Phase 2
US operations in the short to medium term.

In the meantime, the Management Board is continuously ensuring
professional communication with its creditors.  After receiving the
court's decision on initiation of the LPP, the task of the
Management Board of the Company will be to develop and submit to
the Company's creditors for approval the recovery plan of the
Company in accordance with the requirements of Latvian law.  It is
envisaged that this would require reorganization of the US facility
activities, as well as optimization of the cash flow and
strengthening the balance sheet of the Company.

The Company informs that no decision in respect of the sale of the
Phase 2 operations of the US facility has been taken and the
management of the US facility continues negotiations with potential
investors to potentially acquire its Phase 2 facility. In parallel
it cannot be ruled out that a thorough restructuring of the Phase 2
operations (with both existing and future potential stakeholders)
will in time enable a successful utilisation of the facility.

Further details on the LPP and associated activities will be
disclosed by the Company as soon as available.

AS VALMIERAS STIKLA SKIEDRA is based in Valmiera, Latvia.




=================
M A C E D O N I A
=================

VELES TABAK: Shares Delisted Following Bankruptcy Procedure
-----------------------------------------------------------
The Board of Directors of the Macedonian Stock Exchange on the
session held on June 18, 2019, decided to remove the ordinary
shares issued by Veles Tabak AD Veles from listing on the
Macedonian Stock Exchange, due to an opened bankruptcy procedure.

Shares issued by Veles Tabak AD Veles was to be delisted from the
Official Market (subsegment Mandatory listing) as of June 19,
2019.





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

GARANTIBANK INTL: Moody's Lowers Deposit Ratings to Ba1
-------------------------------------------------------
Moody's Investors Service downgraded the long-term and short-term
deposit ratings of GarantiBank International N.V. to Ba1 from Baa3
and to Not Prime from Prime-3, respectively. The rating agency also
downgraded the bank's standalone Baseline Credit Assessment to ba2
from ba1 and its Adjusted BCA to ba1 from baa3. Moody's downgraded
GBI's long-term and short-term Counterparty Risk Ratings to Baa3
from Baa2 and Prime-3 from Prime-2, respectively. The bank's
long-term Counterparty Risk (CR) Assessment was also downgraded to
Baa2(cr) from Baa1(cr), while its short-term CR Assessment of
Prime-2(cr) was affirmed. Moody's maintained a negative outlook to
GBI's long-term deposit rating.

This rating action follows Moody's downgrade of the ratings of
Turkiye Garanti Bankasi A.S. (Garanti BBVA, B2 negative, b3), GBI's
parent domiciled in Turkey (B1 negative), on June 18, 2019. It also
results from the change of Turkey's macro profile to Very Weak+
from Weak-.

RATINGS RATIONALE

GBI's Ba1 long-term deposit rating is primarily driven by the risk
of contagion of the deteriorating macroeconomic environment in
Turkey to GBI through its direct parent Garanti BBVA. Owing to the
commercial links and the common brand with Garanti BBVA,
difficulties at the parent in Turkey could potentially spill over
to GBI through reduced business volumes and lower profits. This
contagion risk is reflected in the fact that GBI's BCA is capped at
four notches above Garanti BBVA's own BCA, despite GBI's strong
capitalization, diversified trade finance activities, which afford
good profitability, and sound liquidity and solid deposit funding
base. In addition, GBI's standalone BCA of ba2 reflects its still
material direct exposures to Turkish counterparties. Although these
exposures have declined to 27% of the bank's total assets in
December 2018, from 35% in 2017, and the financial links with its
direct parent Garanti BBVA are limited, GBI's exposures to Turkish
customers still represent a material part of its total assets
(EUR1.2 billion, or 215% of its CET1 capital). Despite the
short-term nature of most of these assets, GBI's risk profile
remains sensitive to a further worsening of the funding conditions
of its Turkish counterparts, which could trigger an increase in its
non-performing loans and a volatile cost of risk.

GBI's Adjusted BCA incorporates a moderate likelihood of support
from its ultimate parent Banco Bilbao Vizcaya Argentaria, S.A.
(BBVA; A2/A3 stable, baa2). As a BBVA subsidiary located in the
euro area, GBI is included in the regulatory scope of the ECB's
Single Supervisory Mechanism (SSM), its risk management policies
and practices have been aligned with those of BBVA and it now
carries BBVA's trademark, increasing the reputational risk of a
failure of GBI for its ultimate parent.

GBI's long-term deposit rating of Ba1 also reflects moderate
loss-given-failure, owing to the bank's lack of senior unsecured
debt, the limited volume of corporate and institutional deposits
and a small amount of subordinated debt, leading to no uplift from
the bank's Adjusted BCA.

GBI's long-term CRR is Baa3, one notch above the bank's Adjusted
BCA of ba1, reflecting low loss-given-failure, which results from
the modest volume of instruments that are subordinated to CRR
liabilities. GBI's long-term CR Assessment of Baa2(cr) is two
notches above the bank's Adjusted BCA of ba1, based on the cushion
against default provided to the senior obligations by subordinated
instruments.

As a non-systemic institution in the Netherlands, the likelihood of
a support from the Dutch government is low and GBI's deposit
rating, CRR and CR Assessment do not benefit from any uplift for
government support.

NEGATIVE OUTLOOK

The outlook on GBI's long-term deposit ratings is negative, in line
with its parent Garanti BBVA. This reflects the risk of a further
deterioration in the macroeconomic environment in Turkey where the
bank's parent is located and where it has material exposures.
Further negative developments in Turkey could spill over on to
GBI's customers and alter their creditworthiness. The negative
outlook incorporates the risk of increasing financial stress that
would lead to a further decline in GBI's asset quality and
solvency. It also reflects the contagion risk from Garanti BBVA to
GBI.

WHAT COULD CHANGE RATINGS UP/DOWN

An upgrade of GBI's BCA and ratings is unlikely, considering the
negative outlook currently assigned to its deposit ratings.
Nevertheless, GBI's BCA and ratings could be upgraded if linkages
with its parent Garanti BBVA were to reduce, which could lead
Moody's to widen the four-notch gap between GBI's BCA and that of
Garanti BBVA, and if the bank's exposure to Turkey were to decrease
materially.

A downgrade of the bank's BCA could result from:

  - A downgrade of Garanti BBVA's BCA, resulting from heightened
    asset risk or a deteriorating funding profile;

  - Increased linkages between GBI and Garanti BBVA, which Moody's
    could consider to be no longer compatible with a four-notch
    difference between GBI's BCA and that of Garanti BBVA;

  - Increased asset risk and weakening solvency, mainly stemming
    from a deterioration of the creditworthiness of the bank's
    Turkish counterparties.

A downgrade of GBI's Adjusted BCA could also result from a reduced
likelihood of support from BBVA.

A downgrade of GBI's BCA and Adjusted BCA would likely result in a
downgrade of all the bank's long-term ratings and assessments.

Finally, GBI's long-term deposit rating could also be downgraded as
a result of a lower volume of junior deposits, resulting in high
loss-given-failure.

LIST OF AFFECTED RATINGS

Issuer: GarantiBank International N.V.

Downgrades:

  Long-term Counterparty Risk Ratings, downgraded to Baa3 from
Baa2

  Short-term Counterparty Risk Ratings, downgraded to P-3 from P-2

  Long-term Bank Deposits, downgraded to Ba1 from Baa3, outlook
remains Negative

  Short-term Bank Deposits, downgraded to NP from P-3

  Long-term Counterparty Risk Assessment, downgraded to Baa2(cr)
from Baa1(cr)

  Baseline Credit Assessment, downgraded to ba2 from ba1

  Adjusted Baseline Credit Assessment, downgraded to ba1 from baa3

Affirmations:

  Short-term Counterparty Risk Assessment, affirmed P-2(cr)

Outlook Action:

  Outlook remains Negative


JUBILEE CLO 2014-XIV: Fitch Affirms B- on EUR18.9MM Class F Notes
-----------------------------------------------------------------
Fitch Ratings has upgraded Jubilee CLO 2014-XIV B.V., as follows:

EUR319.3 million class A1-R notes affirmed at 'AAAsf'; Outlook
Stable

EUR5 million class A2-R notes affirmed at 'AAAsf'; Outlook Stable

EUR51.2 million class B1-R notes upgraded to 'AA+sf' from 'AAsf';
Outlook Stable

EUR12.8 million class B2-R notes upgraded to 'AA+sf' from 'AAsf';
Outlook Stable

EUR34.4 million class C-R notes upgraded to 'A+sf' from 'Asf';
Outlook Stable

EUR28.4 million class D-R notes affirmed at 'BBBsf'; Outlook Stable


EUR38.5 million class E notes affirmed at 'BBsf'; Outlook Stable

EUR18.9 million class F notes affirmed at 'B-sf'; Outlook Stable

Jubilee CLO 2014-XIV B.V. is a securitisation of mainly senior
secured loans (at least 90%) with a component of senior unsecured,
mezzanine, and second-lien loans and managed by Alcentra Limited.

The transaction exited its reinvestment period in January 2019 and
the manager can now only reinvest unscheduled principal proceed and
proceeds from credit impaired and improved sale, subject to certain
criteria, including the weighted average life (WAL) test being
satisfied following such reinvestment. As of the May 2019 investor
report the WAL of the portfolio is 4.41 versus the maximum
covenanted WAL of 4.42.

The affirmation of the class A1-R, A2-R, D-R, E and F notes, as
well as the upgrades of the the class B1-R, B2-R, and C-R notes
reflects the strong performance of the underlying portfolio and a
reduced risk horizon, a result of the maximum WAL of the
transaction having been reduced by almost two years since the
transaction's refinancing in July 2017, leading to lower default
rate assumptions.

KEY RATING DRIVERS

'B/B-' Portfolio Credit Quality

Fitch places the average credit quality of obligors in the 'B'/'B-'
range. The portfolio comprises 1.9% 'CCC' rated assets and the
Fitch-weighted average rating factor (WARF) of the current
portfolio is 33.8.

High Recovery Expectations

The portfolio comprises senior secured loans and bonds. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate (WARR) of the current portfolio is 63.9%.

Diversified Asset Portfolio

The Fitch-calculated current exposure to the largest 10 obligors
currently is 17.3%, while the largest obligor comprises 1.9% and
the largest Fitch-defined industry comprises 15.2% of the portfolio
notional. These concentrations are in line with other CLO 2.0
transactions'.

Limited Interest Rate Risk

Since fixed-rate assets amount to 1.4% of the current portfolio and
the fixed-rate paying liabilities amount to 3.2%, the interest rate
risk is considered partially hedged against interest rate risk.

Cash Flow Analysis

Fitch has performed cash flow analysis as the portfolio has started
to deleverage and credit enhancement has built up.

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.

Decreasing the recovery rates assigned to the underlying obligors
by 25% could result in a downgrade of up to four notches for the
class E notes and up to three notches for the remaining rated
notes.




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

PGS ASA: Fitch Withdraws B+(EXP) Rating on $525MM 1st Lien Notes
----------------------------------------------------------------
Fitch Ratings has withdrawn the expected ratings on PGS ASA's
senior secured first-lien and second-lien instruments of
'B+(EXP)'/'RR2'/81% and 'CCC(EXP)'/'RR6'/0%, respectively. The
withdrawal applies only to the USD525 million first-lien senior
secured term loan due 2024 and to the USD150 million second-lien
senior secured notes due 2024. PGS' 'B-' IDR is not affected by
this withdrawal.

The company had intended to use the proposed instruments to repay
all outstanding debt with the exception of the super senior export
credit facilities due in 2025 and 2027 and to reduce drawings under
its revolving credit facility.

KEY RATING DRIVERS

Fitch is withdrawing the expected ratings on PGS's proposed debt
issues after the company withdrew the refinancing transactions on
the back of increased volatility in the capital markets and weaker
investor sentiment toward oil field service after pre-debt
syndication. The existing USD212 million senior notes and USD380
million term loan still have 18 and 21 months to maturity. The
company expects to refinance these facilities before the end of the
year. The expected rating on the proposed debt was assigned on May
28, 2019.




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

BANK ZENIT: Moody's Alters Outlook on Ba3 Deposit Ratings to Stable
-------------------------------------------------------------------
Moody's Investors Service affirmed the Ba3/Not Prime long-term and
short-term local and foreign currency deposit ratings and Ba3
long-term local currency senior unsecured debt rating of Bank ZENIT
PJSC (Bank Zenit) and changed the outlook on the long-term deposit
and debt ratings to stable from positive. Concurrently, Moody's
affirmed the bank's b1 Baseline Credit Assessment (BCA) and its ba3
adjusted BCA. Moody's also affirmed Bank Zenit's Ba2(cr)/Not
Prime(cr) long-term and short-term Counterparty Risk Assessment (CR
Assessment) and its Ba2/Not Prime long-term and short-term local
and foreign currency Counterparty Risk Ratings.

RATINGS RATIONALE

Moody's affirmation of Bank Zenit's ratings reflects, on the one
hand, the bank's improved asset quality metrics, as well as its
consistently sound funding and liquidity positions, and on the
other hand, the bank's still weak profitability exerting pressure
on its capital level.

Bank Zenit's asset quality dynamics is showing an improving trend.
The bank's reported problem loan ratio declined to 11.3% of total
gross loans measured at amortised cost at March 31, 2019 from 12.8%
as of the end of 2018 and 29.6% as of the end of 2017. The coverage
of the problem loans by loan loss reserves is good at 89% at March
31, 2019. Bank Zenit also demonstrates a sound funding profile,
with a predominant reliance on core customer deposits (89% of its
total liabilities as of March 31, 2018). Approximately a quarter of
the customer funding is attributable to sticky and stable deposits
of the bank's related parties -- the companies of Tatneft PJSC
(Tatneft, Baa2 stable) and their employees. Bank Zenit also
consistently maintains an ample stock of liquid assets typically
exceeding 25% of its total assets.

Offsetting Bank Zenit's improved asset quality, its profitability
remains weak, with return on average assets reported at 0.23% in
2018, a result of its modest recurring income generation and high
administrative costs. The net interest margin (NIM) was modest at
3.4% in 2018, owning to the bank's strategic shift to a
lower-yielding (albeit also less risky) borrower segments. In
addition, Bank Zenit's administrative expenses are growing, having
increased 29% in 2018 year-on-year and thus eroding the bank's
earnings.

Moody's expects Bank Zenit's NIM to hover around 3% in 2019, and
its cost base to reduce, driven by the bank's announced cost
optimization. However, the provisioning charges at a normalized
level of around 1% of the bank's gross loans will still be
relatively large in comparison with the pre-provision income, and
thus the rating agency expects Bank Zenit's profitability to be
just marginally above break-even. Coupled with the low expected
growth in risk-weighted assets (RWAs), the weak profitability will
result in a broadly stable capital adequacy position. Moody's
expects Bank Zenit's ratio of tangible common equity (TCE) to RWAs
at 9.3% as of March 31, 2019 (an increase from 8.4% at year-end
2018) to be sustained over the next 12 to 18 months.

AFFILIATE SUPPORT

Moody's maintains its assumption of a moderate probability of
affiliate support for the bank from its controlling shareholder
Tatneft, which results in a one-notch uplift for the bank's Ba3
long-term debt and deposit ratings from its BCA of b1. The
affiliate support assumption reflects Tatneft's 71.12% stake in
Bank Zenit's share capital, its active participation in developing
the bank's strategy and oversight of its implementation, as well as
the bank's status as a material subsidiary of Tatneft. Moody's
support assumption also takes into consideration a track record of
Tatneft's support to Bank Zenit during 2017-18, following the
bank's losses incurred as a result of 2014-16 financial crisis. At
the same time, the rating agency observes a limited strategic fit
of Bank Zenit with Tatneft and hence expects that under the current
more benign macroeconomic conditions the probabilty of affiliate
support will remain moderate.

RATINGS OUTLOOK

The change in the outlook on Bank Zenit's long-term deposit and
debt ratings to stable from positive reflects Moody's assessment
that the improvements in asset quality are offset by the bank's
persistently weak financial performance. Moody's now expects that
the bank's credit profile will not change significantly over the
next 12 to 18 months.

WHAT COULD MOVE THE RATINGS UP / DOWN

Moody's could upgrade Bank Zenit's BCA and its deposit and debt
ratings if the bank's solvency metrics improve significantly, while
its funding and liquidity profiles also remain robust.

Bank Zenit's BCA could be downgraded if Moody's observes a material
deterioration in the bank's solvency metrics, and if this
deterioration results in substantial losses and capital erosion.
Furthermore, any signs of a diminished support from Tatneft to Bank
Zenit, such as an announcement of Tatneft's partial or full
divestment from the bank, could result in the downgrade of the
bank's supported deposit and debt ratings.

LIST OF AFFECTED RATINGS

Affirmations:

LT Bank Deposits, Affirmed Ba3, Outlook Changed to Stable from
Positive

Adjusted Baseline Credit Assessment, Affirmed ba3

Baseline Credit Assessment, Affirmed b1

LT Counterparty Risk Assessment, Affirmed Ba2(cr)

LT Counterparty Risk Ratings, Affirmed Ba2

LT Senior Unsecured, Affirmed Ba3, Outlook Changed to Stable from
Positive

ST Bank Deposits, Affirmed NP

ST Counterparty Risk Assessment, Affirmed NP(cr)

ST Counterparty Risk Ratings, Affirmed NP

Outlook Action:

Outlook Changed to Stable from Positive

PRINCIPAL METHODOLOGY

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

Headquartered in Moscow, Russia, Bank Zenit reported -- at year-end
2018 - total assets of RUB256 billion and total shareholder equity
of RUB23 billion, according to its audited financial statements
prepared under International Financial Reporting Standards. The
bank's IFRS net profits for 2018 was RUB578 million.




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

SIENA LEASE 2016-2: Moody's Hikes Rating on Class D Notes to Ba2
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two mezzanine
tranches and affirmed the rating of the senior tranche in Siena
Lease 2016-2 S.R.L.:

  EUR202.5 million (current outstanding amount EUR133.8M) Class
  B Notes, Affirmed Aa3 (sf); previously on Oct 25, 2018 Affirmed
  Aa3 (sf)

  EUR202.5 million Class C Notes, Upgraded to Aa3 (sf);
  previously on Oct 25, 2018 Upgraded to A2 (sf)

  EUR251 million Class D Notes, Upgraded to Ba2 (sf); previously
  on Oct 25, 2018 Upgraded to Ba3 (sf)

This is a cash securitization of lease receivables originated by
MPS Leasing & Factoring S.p.A. (fully owned by Banca Monte dei
Paschi di Siena S.p.A.) and granted to small and medium sized
enterprises and individual entrepreneurs located in Italy.

RATINGS RATIONALE

The upgrades are prompted by the increase in the credit enhancement
available for the affected tranches as a result of portfolio
amortization. Over the last six months the CE for Class C and D
Notes have increased to 57.4% and 25.6% from 51.1% and 22.8%,
respectively.

The rating of the Class B Notes has been affirmed at Aa3 (sf) as
the rating is capped at the Italian Local Currency Country
Ceiling.

Revision of key collateral assumptions

As part of the rating action, Moody's reassessed its default
probability and recovery rate assumptions for the portfolio
reflecting the collateral performance to date. Moody's maintained
its default probability on current balance and recovery rate
assumptions as well as the portfolio credit enhancement due to
observed pool performance in line with expectations.

Exposure to counterparties

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicer and account bank.

None of the ratings of the outstanding classes of Siena Lease
2016-2 S.R.L. are constrained by operational risk. Moody's
considered how the liquidity available in the transaction and other
structural mitigants, as having a back-up servicer in place,
support continuity of notes payments in case of servicer default.

Moody's also assessed the default probability of the account bank
providers by referencing the bank's deposit rating.

The principal methodology used in these ratings was "Moody's
Approach to Rating ABS Backed by Equipment Leases and Loans"
published in March 2019.

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

Factors or circumstances that could lead to an upgrade of the
ratings include: (1) performance of the underlying collateral that
is better than Moody's expected; (2) deleveraging of the capital
structure; (3) improvements in the credit quality of the
transaction counterparties; and (4) reduction in sovereign risk.

Factors or circumstances that could lead to a downgrade of the
ratings include: (1) performance of the underlying collateral that
is worse than Moody's expected; (2) deterioration in the notes'
available credit enhancement; (3) deterioration in the credit
quality of the transaction counterparties; and (4) an increase in
sovereign risk.




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

CARPETRIGHT PLC: Expected to Close Another 90 Stores
----------------------------------------------------
Laura Onita at The Daily Telegraph reports that Carpetright could
close another 90 stores over the next two years following a brutal
year for the carpet retailer, despite making progress on its
turnaround.

The flooring chain now has 334 shops after it shut 80 stores by
entering a company voluntary arrangement last year, The Daily
Telegraph discloses.

According to The Daily Telegraph, Carpetright chief executive Wilf
Walsh said it could close a further 90 stores by 2021 under new,
more flexible terms agreed with the landlords if the sites do not
make enough money.

Another 23 are trading rent-free, where the company and the
landlord both have the right to end the leases, The Daily Telegraph
notes.

Carpetright is the UK's largest retailer of carpets, flooring and
beds.


CIEL PLC 1: Moody's Gives (P)Ca Rating on GBP2.8MM Class X Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned provisional long-term credit
ratings to Notes to be issued by Ciel No. 1 Plc:

  GBP151.40 million Class A Mortgage Backed Floating Rate Notes
  due June 2046, Assigned (P)Aaa (sf)

  GBP8.10 million Class B Mortgage Backed Capped Rate Notes due
  June 2046, Assigned (P)Aa3 (sf)

  GBP5.40 million Class C Mortgage Backed Capped Rate Notes due
  June 2046, Assigned (P)Baa2 (sf)

  GBP5.40 million Class D Mortgage Backed Capped Rate Notes due
  June 2046, Assigned (P)Ba2 (sf)

  GBP4.50 million Class E Mortgage Backed Capped Rate Notes due
  June 2046, Assigned (P)Caa1 (sf)

  GBP2.80 million Class X Mortgage Backed Capped Rate Notes due
  June 2046, Assigned (P)Ca (sf)

Moody's has not assigned ratings to the GBP 5.40M Class Z1 Mortgage
Backed Notes due June 2046 and GBP 3.65M Class Z2 Mortgage Backed
Notes due June 2046.

The portfolio backing this transaction consists of UK buy-to-let
loans originated by GMAC-RFC Limited, currently known as Paratus
AMC Limited, Basinghall Finance Limited and Basinghall Finance PLC,
currently known as Bluestone Mortgages Limited (not rated), Landbay
Partners Limited (not rated) and Paratus AMC Limited. 99.30% of the
portfolio was previously securitised in Celeste Mortgage Funding
2015-1 Plc (not rated by Moody's), in 2018 the deal was called and
the underlying assets were sold to Paratus. The current pool
balance is approximately equal to GBP 180.20M as of the end of
April 2019.

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 3.00% and the MILAN CE of 16.00% serve as input
parameters for Moody's cash flow model, which is based on a
probabilistic lognormal distribution.

The portfolio expected loss is 3.00%, which is higher than other
recent UK BTL transactions and takes into account: (i) the
historical performance of the collateral backing the transaction;
(ii) 3.9% of the loans are in arrears as of April 2019; (iii) the
weighted-average current LTV of 82.80% and the weighted-average
indexed LTV of 66.40%; (iv) the proportion of interest-only loans,
99.20% of the pool; (v) high borrower concentration with 20.50% of
the current pool balance attributed to top-20 borrowers; (vi) the
current macroeconomic environment and its view of the future
macroeconomic environment in the UK; and (vii) benchmarking with
similar transactions in the UK BTL sector.

The MILAN CE for this pool is 16.0%, which is higher than other
recent UK BTL transactions and takes into account: (i) the
weighted-average current LTV of 82.80%, which is higher than the
average of the UK BTL sector; (ii) c.95.50% of the loans are BTL;
(iii) the presence of 0.90% of loans in the pool that were modified
at some point in the past, as a result of the loss mitigation
techniques; (iv) high borrower concentration with 20.50% of the
current pool balance attributed to top-20 borrowers; (v) the
weighted average seasoning of the pool of c.10.7 years; and (vi)
the level of arrears around 3.9% at the end of April 2019.

A non-amortising Reserve Fund is funded at closing and is equal to
2.00% of the Class A, B, C, D, E and Z1 Notes at closing. It
consists of two components, the first is a liquidity component,
which is funded at closing and is sized at [2.25]% of Class A and B
Notes' balance at closing. The liquidity component of the Reserve
Fund will amortise to the lesser of 2.25% of Class A and B Notes'
balance at closing and 2.75% of the current outstanding balance of
Class A and B Notes during the life of the transaction. The
liquidity component of the reserve will be available to cover
senior fees and interest on Class A and B (subject to no PDL on the
Class B). The liquidity component of the Reserve Fund will be
replenished in the revenue waterfall below the Class B interest
payments.

The second component of the Reserve Fund is sized at 2.00% of the
Class A, B, C, D, E and Z1 Notes at closing, minus the balance of
the liquidity component. This means that at closing the credit
component of the Reserve Fund will be residual and will increase
throughout the life of the transaction as the liquidity component
amortises. The general component of the Reserve Fund is available
upon conditions to cover both credit and interest and senior fee
shortfalls.

Operational Risk Analysis: Paratus will be acting as servicer and
is not rated by Moody's. In order to mitigate the operational risk,
the transaction will have a back-up servicer facilitator,
Intertrust Management Limited (not rated). U.S. Bank Global
Corporate Trust Limited (not rated) will be acting as an
independent cash manager from closing. To ensure payment continuity
over the transaction's lifetime, the transaction documents
incorporate estimation language whereby the cash manager can use
the three most recent servicer reports to determine the cash
allocation, in case no servicer report is available. Class A Notes
benefit from principal to pay interest, and the liquidity component
of the Reserve Fund. The liquidity component of the reserve
provides the Class A Notes with the equivalent of 2.7 quarters of
liquidity.

Interest Rate Risk Analysis: The transaction is unhedged with
67.10% of the pool balance linked to Bank of England Base Rate
(BBR), 30.60% linked to three-month LIBOR and 2.30% SVR-linked
loans. Moody's has taken into account the absence of a basis swap
in its cashflow modelling.

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
March 2019.

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.


CIEL PLC 1: S&P Assigns Prelim. CCC- Rating on Class X Notes
------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Ciel No.
1 PLC's class A, B, C-Dfrd, D-Dfrd, E-Dfrd, and X notes. At
closing, Ciel No. 1 will also issue unrated class Z1 and Z2 notes
and unrated certificates.

Of preliminary mortgage pool, 99.3% was previously securitized in
Celeste Mortgage Funding 2015-1, which redeemed in June 2018. All
of the loans in Celeste Mortgage Funding 2015-1 will be securitized
in Ciel No. 1 with no negative or positive selection.

The preliminary pool, with an April 30, 2019 cut-off date,
comprises first-lien U.K. buy-to-let residential mortgage loans
made to individual borrowers. The loans are secured on properties
in England and Wales and were mostly originated between 2007 and
2008 (96.93%).

S&P said, "Our preliminary ratings on the class A, B, and X notes
address the timely payment of interest and ultimate payment of
principal. Our preliminary ratings on the class C-Dfrd, class
D-Dfrd, and E-Dfrd notes address ultimate payment of principal and
interest while they are not the most senior class outstanding. When
the class C-Dfrd, class D-Dfrd, and E-Dfrd notes become the most
senior notes outstanding, our ratings will address the timely
payment of interest and ultimate payment of principal. Under the
transaction documents, the issuer can defer interest payments on
these notes, with interest accruing on deferred payments until they
become the most senior class outstanding, whereby any accrued
unpaid interest is due on the interest payment date when the class
becomes the most senior, and future interest payments become due on
a timely basis. Although the terms and conditions of the class X
notes allow for the deferral of interest, interest does not accrue
on deferred payments. Hence, our preliminary ratings on the class X
notes address the timely payment of interest and ultimate payment
of principal.

"Our preliminary 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. Subordination and the
reserve fund provide credit enhancement to the notes that are
senior to the rated class X notes and unrated class Z1 and Z2
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."

Due to structural features, payment of timely interest on the class
X notes is reliant upon excess spread following replenishment of
the reserve fund. When defaults happen in the portfolio and once
related losses are realized, it's likely that excess spread will be
used to cover the junior principal deficiency ledger (PDL), causing
deferral of the class X notes' interest. In S&P's view, given the
current level of arrears and given the fact that this is a
non-asset-backed class of notes, payment of timely interest on the
class X notes is dependent upon favorable business, financial, and
economic conditions. S&P has therefore assigned its preliminary
'CCC- (sf)' rating to this class of notes, in line with its
criteria.

  Ratings List

  Ciel No. 1 PLC

  Class      Prelim. rating    Class size (%)
  A             AAA (sf)      84.0
  B             AA+ (sf)        4.5
  C-Dfrd     AA- (sf)        3.0
  D-Dfrd        A- (sf)         3.0
  E-Dfrd        BB- (sf)        2.5
  X           CCC- (sf)       1.6
  Z1           NR              3.0
  Z2            NR            2.0
  Certificates N/A         N/A

  Dfrd--Deferrable.
  NR--Not rated.
  N/A--Not applicable.


GPC SIPP: FCA Opts to Appoint Administrators Due to Insolvency
--------------------------------------------------------------
GPC SIPP Limited has entered into administration.  The sole
director of GPC SIPP has appointed Adam Stephens [
adam.stephens@smithandwilliamson.com ] and Henry Shinners
[henry.shinners@smithandwilliamson.com ] of Smith & Williamson LLP
as joint administrators.

GPC is a self-invested personal pension (SIPP) operator, based in
Blackburn. It also provides administration for a small number of
SSAS (small self-administered schemes) as regulated by the Pensions
Regulator.

To contact the administrators, parties-in-interest are advised to
visit https://bit.ly/2IeMe9W , call (020)7131-8723, or e-mail
gpcsipp@smithandwilliamson.com

Joint administrators were appointed following the acknowledgment by
the firm that it was cash flow insolvent.

Between 2009 and 2012, GPC accepted high-risk non-standard
investments (NSI) into its SIPPs. A high proportion of the NSIs it
accepted were into the failed Harlequin property investment
schemes.  GPC has been subject to a court claim from 141 clients
seeking compensation from the firm because of failings around the
due diligence carried out by GPC before accepting these NSIs into
the SIPPs.  There are also a significant number of SIPP due
diligence complaints against the firm relating to NSIs which are
currently being considered by the Financial Ombudsman Service.

The resolution of these complaints have been delayed by various
similar cases across the industry being progressed through the
Courts, including a judicial review of an Ombudsman Service
decision.  GPC has expended significant resources in dealing with
these claims and complaints which caused the firm to enter
administration.

The joint administrators will continue to operate the SIPP and SSAS
business as normal as it seeks a buyer for the business.  The
existing staff are being retained by the administrator and will
continue to operate the SIPPs and SSASs as they normally do. This
includes allowing existing customers to continue to make
contributions into their SIPPs and SSASs as usual, and should one
wish to make particular investments with these contributions, one
should contact their usual relationship manager at the Company.
Payments will continue to be made in respect of SIPPs which are in
drawdown.

The money and assets held in the SIPPs and SSASs are held in trust
by a trustee company, Guardian Pension Trustee Limited, which is
not entering administration.  Guardian Pension Trustee Limited is
not authorized or regulated by the Financial Conduct Authority.


IWH UK: Fitch Affirms B Issuer Default Rating, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed IWH UK Finco Ltd.'s Issuer Default
Rating of 'B'. The Outlook is Stable. This holding company
indirectly owns Theramex HQ UK Ltd, the UK-based supplier of
women's health medication.

The IDR of 'B' reflects the mid-cap nature of Theramex with
concentrated operations in several European markets. It has a
fairly narrow but targeted product portfolio focusing on women's
health. The group operates an asset-light business model, focusing
on life cycle management of mostly off-patent drugs and their
marketing.

The Stable Outlook reflects Theramex's solid cash conversion and
moderate financial leverage for the rating, mitigating the lack of
meaningful scale, exposure to competition, and execution risks
associated with establishing the operation as an independent
business.

KEY RATING DRIVERS

Carve-out More Disruptive than Expected: Its rating reflects the
ongoing execution risks associated with establishing Theramex as an
independent business, fully separated from its previous owner Teva
Pharmaceuticals Industries Limited (BB-/Negative). Fitch expects
the group will continue to be subject to exceptional costs in 2019,
albeit at a slower pace compared with 2018. This transition was not
as smooth as Fitch had previously expected as disruptions in the
supply chain for key products Zoely, Lutenyl and Fem7 led to
lower-than-expected revenue (-7.6% YoY in 2018 versus Fitch's prior
estimate of 2%) and higher-than-expected exceptional costs (EUR75
million paid in 2018 versus Fitch's prior forecast of EUR63
million).

Despite this, Fitch views management's proactive response
positively. Since November 2018, Theramex has taken full
responsibility for all suppliers and products (previously managed
by Teva) and Fitch expects a rebound in its financial performance
in 2019 as most of the supply chain issues have been resolved by
1Q19.

Mature Profitable Product Portfolio: In its view, Theramex benefits
from a portfolio of mature and profitable brands supported by an
established base of prescribers and customers, and facilitated by a
dedicated sales force. Fitch estimates that the mature product
portfolio covering osteoporosis, menopause and contraception
solutions contributes between 80% and 90% to Theramex's sales. The
stability of core products' earnings is evident in overall steady
gross margins and EBITDA, despite volume and price volatility of
individual brands.

Growth Products Key for Ratings: Proprietary new-generation drugs
complement the product base, with patent-protected income streams
projected by Fitch to continue contributing the remaining 10%-20%
to Theramex's sales. Fitch views the contribution from growth
products as a material support of the 'B' IDR. Delays in
introducing new products in target markets, price/volume erosion
arising from competing products, or inefficient sales and marketing
initiatives will affect the group's earnings and cash flows, and
may put the ratings under pressure.

Focus on Women's Health: Fitch regards Theramex's clear strategic
niche focus on women's health as positive for the group's business
risk profile although Fitch does not view it as immune from generic
competition. Its product portfolio faces volume and price
challenges in a fragmented and competitive women's health market
ranging from global pharmaceutical companies to mid- and small-cap
local market constituents. Fitch forecasts that the group will be
able to compensate for possible weaknesses in individual products
through active management of its brand portfolio, leading to
overall stable EBITDA margins of around 34%.

Scale Constrains Ratings: The mid-cap nature of Theramex's
operations will keep the IDR in the 'B' rating category in the
medium- to long-term. Fitch expects the financial sponsor will
develop the asset both organically and through complementary
product or licence acquisitions of around EUR12 million a year.
However, Fitch does not project any material change in the scale of
Theramex's product portfolio over its four-year rating horizon to
2022.

Strong Underlying Free Cash Flow (FCF): Its ratings reflect
Theramex's cash-generative business model supported by high and
stable operating margins, in combination with manageable working
capital and low capital intensity. Fitch projects funds from
operations (FFO) margins will average 24% over the rating horizon,
which is solid for the ratings. Low working capital requirements,
in combination with modest capex needed for maintenance of business
infrastructure and intellectual property, will result in
pre-exceptional FCF margins above 15%, leading to a strong implied
pre-exceptional FCF/EBITDA conversion rate in excess of 50%.

Leverage Aligned with IDR: Its projected leverage at around 5x-6x
on an FFO-adjusted gross basis over the rating horizon is
commensurate with the IDR of 'B' and in line with other Fitch-rated
mid-cap European generic pharmaceutical companies. In the absence
of committed contractual repayments, Fitch forecast no material
de-leveraging on a gross basis, but a mild deleveraging path net of
accumulated cash, with FFO-adjusted net leverage trending to 4.5x
by 2021.

DERIVATION SUMMARY

Fitch considers Theramex in the framework of the Ratings Navigator
for pharmaceutical companies, despite some consumer angle of its
branded products, where demand is generated through a
pull-marketing strategy at the level of drug prescribers. Compared
with Nidda Bondco GmbH (Stada, B/ Stable), Theramex is considerably
smaller with a fairly concentrated product and country exposure;
however, Stada is materially more leveraged than Theramex. The
latter's profitability and cash flow margins are high in the
context of the pharmaceuticals sector risk profile although in line
with other mid-cap asset-light pharma peers. Fitch therefore
attributes such strong margins to Theramex's selected in-house
competences avoiding costly product innovations, and investment in
capital-intensive, commoditised manufacturing processes.

Theramex's financial risk profile with an FFO adjusted gross
leverage of around 5.5x is well placed for a 'B' IDR and in the
context of its Ratings Navigator fully consistent with the 'B'
rating category. Cheplapharm Arzneimittel GmbH (B+/Stable) exhibits
a more established sales platform of off-patent drugs and
demonstrated solid FCF generation capabilities. While Cheplapharm
shows a similar leverage profile as Theramex, it has pursued a more
aggressive external growth strategy.

KEY ASSUMPTIONS

  - Revenue growth of 5% in 2019 based on launch of new products
(Intrarosa) and resolution of supply chain issues. Post 2019, Fitch
assumes revenue growth of around 3%, based on 1% organic growth
(contraction in osteoporosis offset by growth in fertility and
contraception) and 2% from launch of new products

  - EBITDA margin stable at around 34%

  - Working capital cash outflows of around EUR2 million per annum

  - Capex of around EUR11 million-EUR12 million per year (5% of
sales), including EUR3 million-EUR4 million in licencing capex to
support new product launches

  - EUR14 million of M&A spend (TherapeuticsMD license agreement)
in 2019. From 2020-2022, EUR8 million of M&A spend per annum

  - No dividend payments

Key Recovery Assumptions:

Theramex's recovery analysis is based on the going-concern
approach. This reflects Theramex's asset-light business model
supporting higher realisable values in a distressed scenario
compared with a balance sheet liquidation. For the going-concern
analysis enterprise value (EV) calculation, Fitch has applied a 35%
discount to Fitch-estimated 2018 EBITDA of EUR76 million, leading
to a post-distress EBITDA of EUR53 million, as a post-distress
cash-flow proxy.

Fitch has then applied a 5.5x distressed EV/EBITDA multiple,
considering Theramex's estimated multiple in the recent LBO
transaction, as well as broader sector trading benchmarks.

Based on the payment waterfall the revolving credit facility (RCF)
of EUR55 million ranks pari passu with the EUR370 million term loan
B (TLB). Therefore, after deducting 10% for administrative claims,
its waterfall analysis generates a ranked recovery for the senior
secured debt in the 'RR3' band, indicating a 'B+' instrument rating
for the TLB and RCF. The waterfall analysis output percentage on
current metrics and assumptions is 57%.

RATING SENSITIVITIES

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

  - Successful completion of the separation from Teva as evidenced
in an efficiently functioning new senior management team, an
appropriately sized international sales force, fully internalised
business support functions and intact supply and distribution
networks,

  - Increase in scale with a concurrent sustained expansion of
EBITDA and margins

  - FCF trending towards EUR50 million p.a., with FCF margins
sustainably of at least 5%

  - FFO adjusted gross leverage below 5.0x on a sustained basis

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

  - Further delays or material challenges to the separation process
evidenced in an incomplete key senior management team, an
inadequately staffed sales force, or disruptions in outsourced or
in-house business processes

  - Declining sales and EBITDA with margins falling below 30%

  - Declining FCF in combination with larger scale, debt-funded
M&A

  - FFO adjusted leverage above 6.5x on a sustained basis

LIQUIDITY AND DEBT STRUCTURE

Growing Liquidity Buffer: The liquidity profile is supported by
Theramex's strong cash generation, access to a EUR55 million
revolving credit facility (EUR45 million available as of end-2018),
long-dated debt maturities (2024) and lack of working capital
seasonality. The group is still expected to incur some one-off
costs in 2019 (around EUR27 million) related to its separation from
Teva but should be able to cover these costs using internal FCF
generation.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - Operating leases capitalised at a multiple of 8.0x as Theramex
is based in the UK

  - Shareholder loans are treated as equity


JAGUAR LAND: Moody's Lowers CFR to B1, Outlook Negative
-------------------------------------------------------
Moody's Investors Service has downgraded today the corporate family
rating of Jaguar Land Rover Automotive Plc to B1 from Ba3 and the
probability of default rating to B1-PD from Ba3-PD. Concurrently,
Moody's has also downgraded the instrument ratings on the bonds to
B1 from Ba3. The outlook remains negative.

"The downgrade reflects Moody's expectation that leverage will
remain elevated and free cash flow negative for fiscal years 2020
and 2021 as Jaguar Land Rover seeks to turn around performance in
China, executes its restructuring program and continues to invest
in its future model line-up including electrification", said Tobias
Wagner, Vice-President and Senior Analyst at Moody's. "The negative
outlook further reflects the challenge to turn around financial
performance in a subdued market environment and as other
manufacturers also prepare to launch electric vehicles. Risks
regarding a potential "no-deal Brexit" or potential US tariffs also
remain."

RATINGS RATIONALE

The downgrades reflect Moody's expectation that Moody's-adjusted
debt/EBITDA is likely to remain above 5.0x for fiscal 2020 and 2021
while free cash flow is likely to remain materially negative. Both
factors are not commensurate with a Ba3 rating and reflect the need
to continue to invest in the future model line-up including
electrification, the ongoing volume decline in China and related
efforts to strengthen the sales operations and network in the
region, balanced by overall cost reduction efforts such as project
Charge and Accelerate, the company's restructuring programs, that
will gradually benefit profitability.

While JLR's profitability, measured by Moody's-adjusted EBITA
margin has declined over the last several years, notably also
because the metric deducts research & development expenses that the
company capitalizes, overall performance in fiscal 2019 was
particularly weak with a negative margin (-3.4%), Moody's leverage
at 14.0x and a negative free cash flow of GBP1.4 billion.

The Chinese market remains a major challenge for JLR as retail
sales continue to decline. Moody's believes that China was a major
profit contributor and hence the decline substantially contributed
to the decline in profitability in the last quarters. After years
of good growth JLR's retail volume growth in China turned negative
in May 2018 (year-on-year) and has remained at high double-digit
negative rates since July 2018. This can be partly attributed to an
overall weaker market in China, with the segments JLR focuses on
such as certain premium SUV segments declining more than the
overall market average. However, the impact on JLR was further
amplified by sales organization and network issues in the region.
While May 2019 retail sales, year-on-year, demonstrated a reduced
volume decline than in previous months, a sustained turnaround is
so far not evident despite the company's ongoing active focus on
the region.

In addition, ongoing trends such as electrification and the need to
invest in hybrid and full electric vehicle options alongside
investments to support the overall model line-up require continued
significant ongoing investments in the next years, resulting in
continued pressure on profitability and free cash flow. The
investments include the launch of the Defender in 2019, the
investment in a flexible architecture to enable all models to be
offered with hybrid or increasingly full battery electric
powertrain options from 2020 but also investments into the core
product range.

Meeting regional emission requirements, particularly those relating
to CO2, is one of the most pressing and challenging objectives
facing the auto industry over the medium to long term. Continued
tightening of emissions standards and regulations across most major
markets, driven by environmental concerns, also require investments
into greater efficiency and electrification to maintain compliance
and avoid fines or additional costs. Accordingly, environmental
considerations are an important driver of this rating action,
because these trends restrict the company's ability to reduce
certain investments. The varying pace of adoption for hybrid and
electric vehicles among different consumers also presents a
challenge.

However, Moody's also expects the company's restructuring program,
project Charge and Accelerate, to support profitability
improvements in fiscal 2020 and beyond not the least from the
significant and already executed headcount reduction. Project
Charge has also already led to additional working capital inflows,
combined with a seasonally positive working capital profile in
January to March and ongoing inventory reductions in China. Efforts
also include the reduction in investments in fiscal 2019 and going
forward, which includes a reduction in non-product and non-core
engineering spend, efforts to reduced powertrain complexity where
possible and cooperation such as the June 2019 announced electronic
drive unit collaboration with BMW. This has led to overall strong
cash flow generation in the last quarter to March 2019.

JLR ratings continue to positively reflect (1) the company's strong
brand names with a track record of successfully launching new
models; (2) the broad consumer acceptance of its core models
including the Range Rover, Range Rover Sport, Evoque, Velar, Jaguar
F-PACE, E-Pace, Land Rover Discovery and Discovery Sport; (3) broad
geographic profile in terms of sales including emerging markets and
China; and (4) the commitment of its parent Tata Motors Ltd. (TML)
to support JLR's product strategy, capex plan and financial
strategy, in line with previous practice.

However, JLR's ratings also additionally reflect (1) the cyclical
nature of the automotive industry, albeit less so for premium car
manufacturers, which can be exposed to big swings in performance
combined with high fixed costs; (2) its large focus on the SUV
segment and degree of dependency on a range of successful models;
(3) given its predominantly UK-based production footprint, exposure
and uncertainty related to "no-deal Brexit" or tariffs, for example
regarding the US market; and (4) high foreign exchange rate
exposure although JLR has an established FX hedging programme.

RATING OUTLOOK

The negative outlook reflects the challenge to turn around
financial performance in a subdued market environment as other
manufacturers also prepare to launch electric vehicles. Risks
regarding a potential "no-deal Brexit" or potential US tariffs also
remain..

STRUCTURAL CONSIDERATIONS

The downgrade of the instrument ratings on the bonds follow the
downgrade of the CFR. The instrument ratings remain aligned with
the CFR given the essentially all unsecured, guaranteed and pari
passu capital structure of the company.

LIQUIDITY PROFILE

JLR's liquidity profile remains adequate notwithstanding the
ongoing sizeable cash consumption. As of March 2019, the company
had GBP3.8 billion of cash on the balance sheet and access to the
fully undrawn and committed GBP1.9 billion revolving credit
facility due July 2022 with no financial covenants. However,
Moody's also expects the company to remain materially free cash
flow negative in fiscal 2020 and 2021 while meaningful working
capital volatility, particularly between Q4 (January to March) and
Q1 (April to June) due to higher seasonal sales and manufacturing
activity in Q4 require meaningful ongoing cash. While the company's
debt maturity profile is generally well balanced, there are also
two $500 million bonds becoming due in November 2019 and March
2020, respectively. The company has also announced that it is
exploring further funding options.

WHAT COULD CHANGE THE RATING UP/DOWN

JLR's ratings could come under further negative pressure in case of
(1) failure to demonstrate material improvements in profitability
in the next 12 to 24 months; (2) Moody's-adjusted debt/EBITDA to
consistently exceed 6.0x; or (3) a deterioration in JLR's liquidity
position as a result of continued high negative free cash flows.
Conversely, positive pressure could arise should JLR be able to (1)
reduce leverage (Debt/EBITDA) to below 5.0x; (2) improve
Moody's-adjusted EBITA margin sustainably to above 2% and (3)
materially reduce negative free cash flow.

The principal methodology used in these ratings was Automobile
Manufacturer Industry published in June 2017.
Downgrades:

Issuer: Jaguar Land Rover Automotive Plc

  Corporate Family Rating, Downgraded to B1 from Ba3

  Probability of Default Rating, Downgraded to B1-PD from
  Ba3-PD

  Senior Unsecured Regular Bond/Debenture, Downgraded to B1
  from Ba3

Outlook Actions:

Issuer: Jaguar Land Rover Automotive Plc

  Outlook, Remains Negative

JLR is a UK manufacturer of premium passenger cars and all-terrain
vehicles under the Jaguar and Land Rover brands. JLR operates six
sites in the UK, one in Slovakia and has a joint venture (JV) in
China. The company generated 42% of fiscal 2019 unit (retail) sales
in Europe (of which 20% in the UK), 24% in North America, 17% in
China (including JV) and 16% in other overseas markets, resulting
in total revenue of GBP24.2 billion for fiscal 2019.


MORTIMER BTL 2019-1: Fitch Assigns Bsf Rating on Class E Notes
--------------------------------------------------------------
Fitch Ratings has assigned Mortimer BTL 2019-1 plc's notes final
ratings as follows:

Class A: 'AAAsf'; Outlook Stable

Class B: 'AA-sf'; Outlook Stable

Class C: 'A-sf'; Outlook Stable

Class D: 'BBB-sf'; Outlook Stable

Class E: 'Bsf'; Outlook Stable

Class X: 'Bsf'; Outlook Stable

Class Z: 'NRsf'

This transaction is a securitisation of buy-to-let (BTL) mortgages
originated in England, Wales and Scotland by LendInvest BTL Limited
(LendInvest), which entered the BTL mortgage market in December
2017. LendInvest is the named servicer for the pool with servicing
activity delegated to Pepper (UK) Limited.

The class E note has been assigned a higher rating than its
expected rating of 'CCC(EXP)sf'. This is due to the addition of a
feature to pay down the outstanding notes with excess revenue after
the step-up date and the improved economics of the transaction on
pricing compared with the information provided to Fitch at the time
of assigning expected ratings.

KEY RATING DRIVERS

Prime Underwriting, Limited History

LendInvest operates a tier 1 lending policy in line with prime BTL
lenders. All loans require a full valuation and LendInvest applies
loan-to-value (LTV) and interest cover ratio (ICR) tests. For tier
one products, LendInvest excludes borrowers with adverse credit
while some adverse credit is permitted for tier two lending. Tier
one loans represent 95% of the collateral in this pool. LendInvest
has a limited history of operations having advanced BTL mortgages
only since December 2017.

Geographical Diversification

This pool displays greater geographical diversity than typical BTL
pools, which often have a concentration in the London region. In
this pool, no region has a concentration equal to twice its
population and no adjustment is made as a result. Further, London
has a higher sustainable price discount (SPD) in Fitch's
assumptions than other regions, meaning that this pool has a lower
weighted average (WA) sustainable loan-to-value ratio than
comparable pools of recently originated BTL mortgages.

Fixed Hedging Schedule

The issuer entered into a swap at closing to mitigate the interest
rate risk arising from the fixed-rate mortgages in the pool prior
to their reversion date. The swap is based on a defined schedule
assuming no defaults or prepayments, rather than the balance of
fixed-rate loans in the pool. In the event that loans prepay or
default, the issuer will be over-hedged. The excess hedging is
beneficial to the issuer in a rising interest rate scenario and
detrimental when interest rates are falling.

Unrated Seller

LendInvest is unrated by Fitch and has an uncertain ability to make
substantial repurchases from the pool in the event of a material
breach in representations and warranties (R&Ws). Fitch sees
mitigating factors to this, principally the materially clean
re-underwriting and agreed-upon procedures (AUP) reports, which
make a significant breach of R&Ws a sufficiently remote risk.

RATING SENSITIVITIES

Material increases in the frequency of defaults and loss severity
on defaulted receivables producing losses greater than Fitch's base
case expectations may result in negative rating action on the
notes. Fitch's analysis revealed that a 30% increase in the WA
foreclosure frequency, along with a 30% decrease in the WA recovery
rate, would imply a downgrade of the class A notes to 'A+sf' from
'AAAsf'.


MORTIMER BTL 2019-1: Moody's Rates GBP7.77MM Class E Notes 'Caa1'
-----------------------------------------------------------------
Moody's Investors Service assigned definitive ratings to Notes
issued by Mortimer BTL 2019-1 PLC:

  GBP215.120 million Class A Mortgage Backed Floating Rate Notes
  due June 2051, Definitive Rating Assigned Aaa (sf)

  GBP14.255 million Class B Mortgage Backed Floating Rate Notes
  due June 2051, Definitive Rating Assigned Aa1 (sf)

  GBP12.959 million Class C Mortgage Backed Floating Rate Notes
  due June 2051, Definitive Rating Assigned A1 (sf)

  GBP9.071 million Class D Mortgage Backed Floating Rate Notes due
  June 2051, Definitive Rating Assigned Baa2 (sf)

  GBP7.776 million Class E Mortgage Backed Notes due June 2051,
  Definitive Rating Assigned Caa1 (sf)

  GBP5.184 million Class X Floating Rate Notes due June 2051,
  Definitive Rating Assigned B2 (sf)

Moody's has not assigned a rating to the GBP 5.184M Class Z Notes
due June 2051.

RATINGS RATIONALE

The Notes are backed by a pool of prime UK buy-to-let mortgage
loans originated by LendInvest BTL Limited. This represents the
first rated RMBS issuance from LendInvest.

The portfolio of assets amount to approximately GBP 259.2million as
of May 10, 2019 pool cut-off date. The Reserve Fund will be funded
to 2.00% of the balance of Class A to E Notes at closing and the
total credit enhancement (without giving benefit to excess spread)
for the Class A Notes will be 19.00%.

The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.

According to Moody's, the transaction benefits from various credit
strengths such as a static structure and a relatively low
weighted-average loan-to-value ("LTV"). However, Moody's notes that
the transaction features some credit weaknesses such as an unrated
originator with a short history also acting as servicer and the
absence of a balance guaranteed basis swap. Various mitigants have
been included in the transaction structure such as an experienced
contractual servicer, Pepper (UK) Limited (NR), and a back-up
servicer facilitator which is obliged to appoint a replacement
servicer if certain triggers are breached.

Moody's determined the portfolio lifetime expected loss of 2.50%
and 16.00% MILAN Credit Enhancement related to borrower
receivables. The expected loss captures its expectations of
performance considering the current economic outlook, while the
MILAN CE captures the loss Moody's expects the portfolio to suffer
in the event of a severe recession scenario. Expected defaults and
MILAN CE are parameters used by Moody's to calibrate its lognormal
portfolio loss distribution curve and to associate a probability
with each potential future loss scenario in the ABSROM cash flow
model to rate RMBS.

Portfolio expected loss of 2.50%: This is higher than the UK Prime
RMBS sector average and is based on Moody's assessment of the
lifetime loss expectation for the pool taking into account the
originator's limited historical performance data for buy-to-let
loans and benchmarking with other UK BTL prime RMBS transactions.
It also takes into account UK BTL RMBS outlook and the UK economic
environment.

MILAN CE of 16.00%: This is higher than the UK Prime RMBS sector
average and follows Moody's assessment of the loan-by-loan
information taking into account following key drivers: (i) the fact
that the historical performance data is limited; (ii) the weighted
average CLTV of 71.70%; (iii) the very low seasoning of 0.5 years;
(iv) the proportion of interest-only loans is 100.0%; and (v) the
proportion of buy-to-let loans 100.0%;

All the mortgages in the pool carry a fixed rate. The transaction
benefits from a swap agreement to mitigate the fixed-floating
mismatch between the initial fixed rate paid by the mortgages and
the floating rate paid under the Notes. Over time, all the loans in
the portfolio will reset from fixed rate to a floating rate linked
to three months LIBOR. As is the case in many UK RMBS transactions,
this basis risk mismatch between the floating rate on the
underlying loans and the floating rate on the notes will be
unhedged. Moody's has applied a stress to account for the basis
risk, in line with the stresses applied to the various types of
unhedged basis risk seen in UK RMBS.

Principal Methodology

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
March 2019.

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 cause an upgrade of the ratings of the Notes
include significantly better than expected performance of the pool
together with an increase in credit enhancement of the Notes.

Factors that would lead to a downgrade of the ratings include: (i)
increased counterparty risk leading to potential operational risk
of servicing or cash management interruptions; and (ii) economic
conditions being worse than forecast resulting in higher arrears
and losses.


NEW LOOK: Posts Full-Year Losses of GBP537.5 Million
----------------------------------------------------
Sky News reports that fashion chain New Look has slumped deeper
into the red with full-year losses of GBP537.5 million in the year
to March 30.

According to Sky News, the struggling retailer warned it has
experienced a "challenging" start to the new financial year
following on from a number of writedowns and the discovery of
accounting regularities in February.

Pre-tax losses increased by GBP332.3 million compared with the
previous year, Sky News discloses.

Administrative sales have also increased by 44.9% to GBP1.02
billion -- up from GBP704.6 million in 2018, Sky News states.

The group -- which has been closing shops as part of a major
restructure -- saw the drop in sales narrow, Sky News relates.

Total group-wide annual revenues fell 3.8% to GBP1.2 billion, Sky
News notes.

The chain has changed its leadership team after completing GBP1.3
billion in debt refinancing last month as part of its turnaround
plan, Sky News relays.

New Look has also closed more than 80 stores as part of a company
voluntary arrangement (CVA) and retreated from overseas markets
such as China and eastern Europe, Sky News recounts.

The group, as cited by Sky News, said it was ahead of plan with
cost savings of more than GBP80 million and was seeking further
cuts in the current financial year.


WOODFORD EQUITY: Invested in "Illiquid Stocks" by End of 2018
-------------------------------------------------------------
Nearly half of Neil Woodford's suspended Equity Income fund had
invested in "illiquid" stocks by the end of 2018, according to the
Daily Telegraph's analysis of the former star fund manager's
reports and accounts.

Open-ended funds are allowed to own up to a maximum of 10% in
unquoted stocks, the Daily Telegraph states.  The results show that
20% of the funds assets were invested in such companies, while a
further 20% was invested in stocks that are listed but not priced
daily and are therefore less liquid, the Daily Telegraph
discloses.

By the end of last year, just 60% of Woodford's investments were
"level one securities", which are defined as those quoted on an
"active" stock market with daily pricing, the Daily Telegraph
recounts.

As reported by the Troubled Company Reporter-Europe on June 5,
2019, The Telegraph related that trading of Mr. Woodford's flagship
Equity Income fund has been suspended "with immediate effect and
until further notice" due to high levels of withdrawals from
investors.  According to The Telegraph, the GBP3.7 billion fund has
suffered heavy outflows since its assets peaked at GBP10.2 billion
in June 2017 -- with GBP560 million pulled out of the fund in the
last month alone.  It has been among the worst performing income
funds since it peaked in 2017 and for investors that bought at the
launch positive returns made at the start have been all-but wiped
out, The Telegraph noted.



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

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

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

This material is copyrighted and any commercial use, resale or
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