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

                          E U R O P E

          Friday, January 10, 2020, Vol. 21, No. 8

                           Headlines



I R E L A N D

ARBOUR CLO III: Fitch Affirms B-sf Rating on Cl. F-R Debt


I T A L Y

AUTOSTRADE PER L'ITALIA: Fitch Downgrades LT IDR to BB+


L U X E M B O U R G

LINCOLN FINANCING: Fitch Affirms BB- Rating on Sr. Sec. Notes
LINCOLN FINANCING: Moody's Affirms B1 Rating on Sr. Sec. Notes


N E T H E R L A N D S

NORTH WESTERLY VI: Fitch Rates Class F Debt Final B-sf


S P A I N

GRUPO ALDESA: Fitch Puts B- LT IDR on Rating Watch Positive


U N I T E D   K I N G D O M

BRITISH STEEL: China Regional Authorities Back Jingye Rescue Deal
DEBENHAMS PLC: Reveals Store Closure Dates as Part of CVA
LEVEN CAR: Enters Administration, 140 Jobs at Risk
LONDON CAPITAL: Small Number of Investors to Receive Compensation
PRECISE MORTGAGE 2020-1B: Fitch Rates Class E Debt BB+(EXP)

[*] UK: Retailers Suffer Worst Year on Record as Sales Drop


X X X X X X X X

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

                           - - - - -


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I R E L A N D
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ARBOUR CLO III: Fitch Affirms B-sf Rating on Cl. F-R Debt
---------------------------------------------------------
Fitch Ratings revised the Outlook on Arbour CLO III DAC notes to
Positive while affirming their ratings.

RATING ACTIONS

Arbour CLO III DAC

Class A-1-R XS1781679524; LT AAAsf Affirmed; previously at AAAsf

Class A-2-R XS1781679870; LT AAAsf Affirmed; previously at AAAsf

Class B-1-R XS1781680027; LT AAsf Affirmed;  previously at AAsf

Class B-2-R XS1781680373; LT AAsf Affirmed;  previously at AAsf

Class C-R XS1781680530;   LT Asf Affirmed;   previously at Asf

Class D-R XS1781680704;   LT BBBsf Affirmed; previously at BBBsf

Class E-R XS1781682239;   LT BBsf Affirmed;  previously at BBsf

Class F-R XS1781686222;   LT B-sf Affirmed;  previously at B-sf

TRANSACTION SUMMARY

Arbour CLO III DAC is a cash flow-collateralised loan obligation
(CLO) comprising mostly senior secured Euro obligations. The
portfolio is actively managed by Oaktree Capital Management (UK)
LLP.

KEY RATING DRIVERS

End of Reinvestment Period

The Positive Outlook reflects that the transaction will soon be
exiting its reinvestment period, on March 16, 2020, its shorter
weighted average life and its satisfactory performance. The
transaction is in compliance with all par value and coverage tests,
collateral quality tests and portfolio profile tests.

'B+'/'B' Asset Quality

Fitch assesses the average credit quality of obligors at the
'B+'/'B' range, corresponding to a weighted-average rating factor
(WARF) of 31.2/31.42 (trustee/Fitch), below a covenant maximum of
32.

Favourable Recoveries

Currently 96.25% (covenant minimum 90%) of the portfolio comprises
senior secured obligations. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured or
mezzanine assets. The weighted-average recovery rate (WARR) is
67.9%/67.48% (trustee/Fitch), above a covenant minimum of 56.36%.

Portfolio Management and Concentration

The transaction is still in its 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. The portfolio comprises 173
assets from 147 obligors. The portfolio is adequately managed
within its quality, coverage and profile tests.

Partial Interest-Rate Exposure

The transaction includes liabilities equivalent to 8.75% of target
par and minimum and maximum unhedged fixed-rate obligation limits
of 5% and 15% respectively. This structure limits interest-rate
exposure. The transaction currently contains 9.98% fixed-rate
obligations.

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 three notches for the rated notes.



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

AUTOSTRADE PER L'ITALIA: Fitch Downgrades LT IDR to BB+
-------------------------------------------------------
Fitch Ratings downgraded Atlantia SpA's EUR10 billion euro
medium-term note programme to 'BB' from 'BBB'. Fitch has also
downgraded Autostrade per l'Italia Spa's Long-Term Issuer Default
Ratings to 'BB+' from 'BBB+' and Aeroporti di Roma's IDR to 'BBB-'
from 'BBB+'. The ratings remain on Rating Watch Negative. Both ASPI
and AdR are infrastructure assets managed and owned by Atlantia.

RATING RATIONALE

The rating action follows the Italian government's decision to
unilaterally change the existing toll-road concession rules by law
which, in its view, has a significant negative impact on the
group's credit profile at a time when the government is considering
an early termination of the ASPI concession agreement.

The probability of this significantly negative termination is on
the rise as is the risk of a lengthy legal challenge by ASPI, whose
timing and outcome is unpredictable at this stage. The RWN reflects
significant uncertainty on future developments ranging from a
renegotiation to early termination of the ASPI concession.

KEY RATING DRIVERS

On December 21, the Italian government approved a draft law-decree
that unilaterally changed some key provisions of the existing
Italian toll-road concessions. The decree (i) freezes tariff
increases if the government-proposed new tariff system is not
accepted and included in concessionaires' business plans; (ii)
changes the calculation method of the indemnity to be paid in case
of early termination of the concession; (iii) establishes that in
case of concession revocation, the national operator of public road
network ANAS SpA will take over the concessionaire's operations
until the concession is retendered; (iv) most importantly from a
creditors' perspective, deletes from the concession contracts the
provision that subordinates the validity of concession revocation
to the payment of an indemnity.

On December 22, ASPI sent a letter to the government stating that
if the provisions of the draft law decree were confirmed, the ASPI
contract would be mechanically and legally terminated early as per
article 9bis of the concession. This article states that should a
law introduce new clauses in the contract, the concession is to be
legally terminated early (after six months of the new law being
introduced) unless ASPI accepts the changes within 30 days. Under
this scenario, ASPI would be entitled to receive a full
compensation for the early termination of the concession agreement
and would continue to operate the concession until this
compensation is paid.

In response to the ASPI letter, the government has added in the
final version of the law decree a provision preventing
concessionaires to terminate the concession early in case of
changes introduced by law. Fitch notes that the law decree is
legally in force from December 31, 2019 but must be ratified and
may potentially be revised by Parliament within 60 days. Fitch also
notes that a party of the governing coalition has already stated
its intention to propose changes to the current version of the
law-decree.

The new rules, in its view, significantly alter Atlantia's group
credit profile at a time when the government is considering an
early termination of the ASPI concession agreement. It is likely
that ASPI will challenge in court the legality of the new rules
although the outcome and timing of the ruling remains highly
uncertain.

In this context, a government decision to terminate the ASPI
concession early would likely expose the group to a liquidity event
as the recent law decree has not only changed the calculation
method of the indemnity but also cancelled the contract provision
that subordinates the validity of the concession termination to the
payment of the indemnity. This new rule (compensation not paid at
the same time of concession termination) could be disruptive in an
early termination as the indemnity is the primary source for
repaying bondholders and creditors who may decide to accelerate
their debt repayment.

On December 31, 2019, Atlantia and ASPI had respectively EUR5.7
billion and EUR9.8 billion of gross debt, cumulated cash of EUR 1.4
billion and committed bank facilities of EUR3.25 billion (available
also in case of ASPI concession revocation), compared to EUR0.6bn
of debt to be repaid in 2020. There are strong linkages beetween
Atlantia and ASPI as Atlantia guarantees around 55% of ASPI's debt.
The group has also balance-sheet flexibility mainly stemming from
potential disposal of its financial stakes in non-core assets such
as Getlink (BB+/Stable), Hochtief, Bologna airport and/or minority
stakes in its portfolio of assets.

In Fitch's view, the outcome of events is highly uncertain at this
stage and open to a variety of scenarios. Fitch outlines few
non-exhaustive possible scenarios ranging from the renegotiation to
the early termination of the ASPI concession.

Under the renegotiation scenario, parties will renegotiate the ASPI
concession that in its view might include, among others, increased
controlling powers by the grantor over concessionaire maintenance
activities, potential reduction or re-profiling of future tariff
growth and greater investments on the Italian road network. Under
this scenario, Atlantia's consolidated rating would primarily be
driven by a new leverage profile as well as by Fitch's qualitative
assessment from a creditor standpoint of the new concession
agreement. A variation of this scenario could be an agreement where
ASPI releases its concession in exchange for a timely payment of
adequate indemnity.

In case of concession revocation due to concessionaire fault,
according to the rules set out in the new law decree, ASPI's
network operations would be transferred to ANAS and the indemnity
calculated as the sum of investments realised by the concessionaire
net of depreciation. According to the new rules, the validity of
the revocation is no longer subject to the payment of the indemnity
and this would likely result in a liquidity event for the group.

A variation of the revocation scenario could be that ANAS takes
over not only ASPI operations (as set out in the new law-decree)
but also its liabilities or a share of liabilities equivalent to
the indemnity calculated according to the new law decree. Under
this scenario, Fitch will reassess the ASPI debt transferred to
ANAS as well as the rating of the debt left at Atlantia group
level. The new Atlantia group would be a smaller infrastructure
player with materially lower cash flow generation, a smaller and
less diversified portfolio of assets with a shorter average
concession life and a debt size dependent on the amount of
liabilities being transferred to ANAS. Importantly, also in this
scenario, the group would be exposed to liquidity pressure as a
large share of ASPI debt transferred to ANAS would continue to have
recourse to Atlantia in view of its guarantee on around 55% of
current ASPI debt. However, under this scenario, Atlantia could tap
into its balance-sheet flexibility to manage potential liquidity
pressure.

Another possible scenario is for the government to declare the
revocation of the ASPI concession, and for ASPI in turn to
challenge the legality of the revocation decree in court and ask
for constitutional ratification of the new concession rules and, at
the same time, a suspension of the validity of the decree until the
court case is concluded. If the court accepts ASPI's request, ASPI
would continue to operate the concession until the court decides on
the dispute. Conversely, if the court rejects ASPI's request, the
operations would be transferred to ANAS and, if a timely payment of
an adequate indemnity is not forthcoming, the Atlantia group would
be exposed to a liquidity event.

IMPACT ON ADR

The rating action on AdR follows the downgrade of Atlantia, which
almost fully owns AdR and governs its financial and dividend
policy. Nonetheless, the 'BBB-' rating on AdR considers the limited
insulation of the Rome-based airport operator from Atlantia at the
current rating level, i.e. one notch above the 'BB+' consolidated
rating.

There are no material ring-fencing features in ADR debt although
Fitch notes that its concession agreement provides some moderate
protections against material re-leveraging of the asset.
Furthermore, in its view, in case of significant liquidity needs,
Atlantia would prefer disposing of non-core assets or, in an
extreme scenario, selling a minority stake in AdR rather than
materially re-leveraging the asset and risking additional
confrontation with the Italian regulator at a time when
relationships are already strained.

The RWN on AdR reflects its linkages with Atlantia.

IMPACT ON ABERTIS

Fitch is maintaining Abertis' rating and Outlook unchanged at
'BBB'/Stable as Fitch believes the governance structure of the
Spanish-based toll road operator adequately insulates Abertis from
Atlantia at the current rating level, i.e. two notches above the
'BB+' consolidated rating.

Fitch has evaluated the legal and operational linkages between
Atlantia's consolidated profile and Abertis as "Weak" under its
Parent and Subsidiary Linkage criteria where the parent (Atlantia,
'BB+' consolidated) is weaker than the subsidiary (Abertis,
'BBB').

In particular, Fitch believes the ability for Atlantia to extract
cash from its stronger subsidiary is impaired by the presence of a
large minority shareholder (ACS) whose consent is required for M&A
activities and any change in the dividend policy, which also has to
remain compliant with a minimum investment-grade rating of Abertis.
Fitch also notes that the 50% ownership in Abertis materially
reduces the amount of cash Atlantia may upstream from the asset
since the remaining half would be distributed to minority
shareholders. Fitch may reassess its approach should Atlantia opt
and manage to re-leverage Abertis and extract higher-than- expected
cash in the future.

Fitch has not undertaken a full review on Atlantia, ASPI and AdR.

RATING SENSITIVITIES

Atlantia/ASPI

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

  - A full restoring of the existing ASPI concession rules

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

  - Early termination of the ASPI concession could lead to a
multiple-notch downgrade, especially if there are doubts on the
size and timely payment of compensation.

  - In case of concession renegotiation, Atlantia's consolidated
rating will be driven by the expected new group's leverage profile
and the quality from a creditor standpoint of the new concession
rules.

AdR

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

  - A positive rating action on Atlantia

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

  - A negative rating action on Atlantia

ESG CONSIDERATIONS

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

Atlantia has an ESG relevance score of '4' for Management Strategy,
as the collapse of the Genoa Bridge in August 2018 has heightened
financial and regulatory risks, and are relevant to Atlantia's
rating in conjunction with other factors.



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L U X E M B O U R G
===================

LINCOLN FINANCING: Fitch Affirms BB- Rating on Sr. Sec. Notes
-------------------------------------------------------------
Fitch Ratings affirmed the long-term rating of Lincoln Financing
S.a.r.l.'s senior secured notes at 'BB-' and the Long-Term Issuer
Default Rating of the notes' guarantor, Lincoln Financing Holdings
Pte Limited, at 'BB-'. Fitch has also affirmed LeasePlan
Corporation N.V.'s Long-Term IDR at 'BBB+' and Viability Rating at
'bbb+'. The Outlooks on LeasePlan and LFHPL's Long-Term IDRs are
Stable.

The rating actions follow LFHPL's announcement on January 8, 2020
that it intends to issue an additional EUR500 million in senior
secured bonds maturing in April 2024 through a tap issue of its
existing senior secured notes programme (EUR1.35 billion was
refinanced in 1H19).

Lincoln intends to use approximately EUR400 million of proceeds to
repay a portion of the EUR519 million in aggregate principal amount
of hybrid notes issued by Lincoln PIK Finance Limited (LPIK; an
entity outside the restricted LeasePlan perimeter and established
in relation with the acquisition of the business by a private
equity consortium in 2015). Fitch understands that the company may
seek to pay-down the remaining EUR119 million in hybrid notes
issued by LPIK in the coming months subsequent to this transaction
closing. This transaction follows a EUR350 million partial
down-payment of the outstanding hybrid notes principal amount of
EUR870 million in December 2019 by the group via available cash
reserves held outside the rated perimeter.

The affirmation of LeasePlan's ratings reflects its view that the
transaction is broadly neutral for LeasePlan's credit profile. This
is because both the senior secured notes issued by LF and the
hybrid notes issued by LPIK are outside the regulated LeasePlan
group and also because Fitch does not believe that LeasePlan's
financial policies, in particular with regards to dividend
payments, will change as a result of the tap issue.

KEY RATING DRIVERS

LFHPL's IDR AND LF's SENIOR SECURED NOTES

The affirmation of LFHPL's Long-Term IDR and LF's bond rating
reflect Fitch's view that LFHPL's interest coverage after the tap
issue (notably its one year upstream dividend and interest
income/one year's holdco interest expense ratio) remains
commensurate with the 'BB-' rating. While interest expense at LF
post tap issuance is higher, debt serviceability remains robust in
the context of covenanted metrics and LeasePlan's significant
liquidity reserves (maintained in compliance with prevailing
regulatory requirements for banks).

The ratings also remain supported by the unchanged covenants of the
senior secured notes, including the requirement for LF to maintain
an interest reserve account targeting a cash balance that
corresponds to a minimum of 2.5 years of coupon payments on the
senior secured notes. Sustaining adequate interest coverage is
largely dependent on LeasePlan's ability to generate profits and
upstream dividends (subject to regulatory approval), which Fitch
considers as sound in light of LeasePlan's solid profitability and
distribution record (9M19 net income: EUR288 million; 2018 net
income: EUR424 million; average dividend pay-out ratio between 2015
and 3Q19: around 60%).

LeasePlan continues to represent LFHPL's only significant asset,
and neither LFHPL nor LF are expected to have any material source
of income other than dividends from LeasePlan. There are no
cross-guarantees of debt between LF and LeasePlan, and the ratings
reflect the structural subordination of LFHPL's and LF's creditors
to those of LeasePlan. In Fitch's view, debt issued by LF is
sufficiently isolated from LeasePlan so that failure to service it,
all else being equal, would have limited implications for
LeasePlan's creditworthiness. Consequently, the instrument rating
is based on the standalone profile of LF and LFHPL as the issuance
guarantor.

LEASEPLAN's IDRS, VR, SENIOR DEBT AND SUPPORT RATING

The affirmations of LeasePlan's IDRs, VR and senior debt and
programme ratings are underpinned by its established market
position as a leading global vehicle leasing company with a
presence in over 30 countries worldwide and company fleet of around
1.9 million vehicles, its status as a regulated bank under the
supervision of the De Nederlandsche Bank (DNB) as well as its
well-diversified funding profile and strong liquidity position. The
ratings also reflect the company's exposure to residual value risk
arising from its closed-end operating lease business model (albeit
historically prudently managed) as well as Fitch's view that
LeasePlan's capital management (including dividend upstream) is
potentially more aggressive than peers due to its private equity
owners' requirements to service LF's sizeable senior secured debt
(EUR1.85 billion after the tap issue).

LeasePlan's status as a regulated bank is fairly unique among fleet
lessors and in Fitch's view enhances its overall credit profile.
More specifically, bank regulation requires LeasePlan to employ a
prudent capital management approach, with a common equity Tier 1
ratio at a sound 17.8% at end-3Q19 (2018: 18.3%). Unweighted
leverage is somewhat elevated for LeasePlan, with the gross debt to
tangible equity ratio reported at 6x at end-3Q19 (2018: 6.7x). On a
net basis (when accounting for the company's sizeable cash
position), leverage equated to 4.7x at end-3Q19.

Compared with non-bank peers, LeasePlan's funding profile benefits
from its ability to gather retail savings deposits in the
Netherlands and Germany (around 30% of non-equity liabilities at
end-3Q19), which tend to be fairly sticky in light of the company's
discretionary rate-setting ability and given that the majority of
these balances are covered by the Dutch deposit guarantee scheme.
Furthermore LeasePlan remains an active issuer in the European
capital market and also benefits from a long-established and
well-recognised ABS programme.

For 9M19, LeasePlan reported net income of EUR288 million (9M18:
EUR353 million income), with the yoy reduction in net income
predominantly due to the discontinuation of developments on its
core leasing IT system, which resulted in a EUR92 million
impairment charge. However, core earnings from leasing operations
(excluding non-recurring impairment changes) remain sound and
support Fitch's assessment of sound earnings stability.

LeasePlan's Support Rating of '5' indicates Fitch's view that while
institutional support from the company's shareholders is possible,
it cannot be relied upon.

In light of LeasePlan's banking status and deposit-taking
activities, Fitch used its Bank Rating Criteria to help inform its
assessment of certain aspects of LeasePlan's standalone profile,
such as operating environment (in particular, the regulatory
framework), company profile, capitalisation and leverage and
funding and liquidity.

RATING SENSITIVITIES

LFHPL's IDR AND LF's SENIOR SECURED NOTES

LFHPL's Long-Term IDR and the notes' rating are sensitive to any
significant depletion of liquidity close to covenanted levels that
affected its continuing ability to service its debt obligations.
This would most likely be prompted by a material fall in earnings
within LeasePlan, which restricted its capacity to pay dividends.

Positive rating action would likely require the accumulation of
significant additional cash within LFHPL, accompanied by the
expectation of its retention, as this would reduce the dependence
of debt service on future LeasePlan dividends.

The ratings could also be sensitive to the addition of new
liabilities or assets within LFHPL, but the impact would depend on
the balance struck between increasing LFHPL's debt service
obligations and diversifying its income away from reliance on
LeasePlan dividends.

LEASEPLAN's IDRS, VR AND SENIOR DEBT

A material reduction or elimination of LF's debt would have
positive implications for LeasePlan's ratings, as it would improve
financial flexibility by removing the residual need to upstream
dividends with which to service LF's obligations.

Downward rating pressure could arise from the adoption of a notably
more aggressive approach to capital management and a sustained
increase in balance sheet leverage beyond current levels.
Furthermore, an increased risk appetite (in particular impacting
adversely on prudential residual value risk management practices)
or a considerably less conservative approach towards liquidity
management would also be negative for the ratings.

LeasePlan's Short-Term IDR is primarily sensitive to a change in
the company's Long-Term IDR. The Short-Term IDR is also sensitive
to a weakening of the funding and liquidity score, which ultimately
feeds into the company's IDRs. A weakening of the funding and
liquidity profile could arise from a sustained increasing
proportion of secured funding (thereby increasing the encumbrance
of the balance sheet), a notable weakening in interest coverage
ratios and/or a departure from current prudent liquidity management
practices associated with its bank regulatory requirements.

LEASEPLAN'S SUPPORT RATING

Fitch does not currently expect changes to LeasePlan's Support
Rating.

ESG CONSIDERATIONS

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

LINCOLN FINANCING: Moody's Affirms B1 Rating on Sr. Sec. Notes
--------------------------------------------------------------
Moody's Investors Service affirmed the B1 rating on the backed
senior secured notes of Lincoln Financing S.a.r.l., with a stable
outlook.

RATINGS RATIONALE

In March 2019, Lincoln Financing S.a.r.l., an issuing vehicle
domiciled in Luxembourg, issued EUR1,350 million senior secured
notes to refinance high yield bonds originally issued in 2016 to
finance part of the acquisition of LeasePlan Corporation N.V.
(LeasePlan; Baa1 stable, baa3) by a consortium of investors
comprising pension funds, sovereign wealth funds and private equity
funds.

Lincoln Financing S.a.r.l.'s secured notes are guaranteed by
Lincoln Financing Holdings Pte. Limited ("FinCo"), an intermediary
holding company, which indirectly owns 100% of LeasePlan. The notes
also benefit from a pledge over the shares of LP Group B.V., the
direct 100% owner of LeasePlan as well as from an interest reserve
account that maintains cash to cover a minimum of 2.5 years of
coupons.

LeasePlan intends to make a tap issuance of EUR500 million
additional secured notes from Lincoln Financing S.a.r.l. on January
8. The purpose of the transaction is to repay the hybrid notes
issued by Lincoln PIK Finance Limited, an issuing vehicle of
Lincoln MidCo Pte. Limited ("MidCo"), another intermediary holding
company and the 100% owner of FinCo.

As a result of the tap issuance, the amount of senior secured bonds
outstanding at Lincoln Financing S.a.r.l. will increase to
approximately EUR1,850 million (4.4 times LeasePlan's 2018 net
profit) from EUR1,350 million currently (3.2 times the bank's 2018
net profit). The increase in leverage of Lincoln Financing
S.a.r.l., although credit negative for the secured notes, does not
lead to a significant increase in the credit risk of the notes.

Despite the prospect of lower profitability at LeasePlan over the
coming two to three years due to reduced end-of-contract results
and higher operating expenses, Moody's expects the bank to continue
to be able to up-stream comparable levels of dividends to FinCo as
in the recent past.

The B1 rating of the senior secured notes is driven by (1) the baa3
BCA of LeasePlan; (2) the deep structural subordination of the
instrument and resulting high expected loss-given-failure; (3)
default risk due to the significant double leverage at Lincoln
Financing S.a.r.l.; and (4) the fact that LeasePlan, as a regulated
bank, could be constrained in its ability to pay dividends, a
credit negative for Lincoln Financing S.a.r.l.'s creditors as such
dividend payments are used to service their debt. The four-notch
differential between the B1 rating on the notes and LeasePlan's
baa3 BCA reflects these factors.

The stable outlook on Lincoln Financing S.a.r.l.'s secured notes'
rating reflects Moody's expectation that there will be no
significant changes in LeasePlan's fundamentals nor in Lincoln
Financing S.a.r.l.'s liability structure that could affect the
ratings over the outlook horizon.

WHAT COULD CHANGE THE RATING UP/DOWN

The senior secured notes could be downgraded if (1) LeasePlan's BCA
were downgraded as a result of a deterioration in its fundamentals;
or if (2) LeasePlan's capacity to upstream dividends were reduced
due to tighter regulatory constraints; or if (3) the leverage at
the level of Lincoln Financing S.a.r.l. were to further materially
increase.

The rating of the senior secured notes could be upgraded as a
result of (1) an upgrade of LeasePlan's BCA; or (2) a reduction in
leverage at Lincoln Financing S.a.r.l. sufficiently great to
incentivize the ultimate shareholders to support the senior secured
notes in case of difficulty, rather than ceding control of
LeasePlan to the noteholders through an activation of the pledge
over the shares of LP Group B.V.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
Methodology published in November 2019.



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

NORTH WESTERLY VI: Fitch Rates Class F Debt Final B-sf
------------------------------------------------------
Fitch Ratings assigned North Westerly VI B.V. final ratings.

RATING ACTIONS

North Westerly VI B.V.

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;   LT Asf New Rating;   previously at A(EXP)sf

Class D;   LT BBBsf 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

Class M-1; LT NRsf New Rating;  previously at NR(EXP)sf

Class M-2; LT NRsf New Rating;  previously at NR(EXP)sf

Sub notes; LT NRsf New Rating;  previously at NR(EXP)sf

TRANSACTION SUMMARY

North Westerly VI B.V. is a cash flow CLO of mainly European senior
secured obligations. Net proceeds from the issuance are being used
to fund a portfolio with a target par of EUR400 million. The
portfolio is managed by NIBC Bank N.V. The CLO envisages a 4.5-year
reinvestment period and an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality: Fitch places the average credit
quality of obligors in the 'B' category. The weighted average
rating factor of the identified portfolio calculated by Fitch is
32.

High Recovery Expectations: At least 90% of the portfolio comprises
senior secured obligations. Recovery prospects for these assets are
typically more favourable than for second-lien, unsecured and
mezzanine assets. The weighted average recovery rating (WARR) of
the identified portfolio calculated by Fitch is 66.3%.

Diversified Asset Portfolio: The transaction features different
matrices with different allowances for the percentage of fixed-rate
assets and largest obligor concentration. The manager may
interpolate between these matrices. The transaction also includes
various concentration limits, including the maximum exposure to the
three-largest (Fitch-defined) industries in the portfolio at 40%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

Portfolio Management: The transaction features a 4.5 year
reinvestment period and includes reinvestment criteria similar to
other European transactions'. Fitch's analysis is based on a
stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests.

RATING SENSITIVITIES

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



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

GRUPO ALDESA: Fitch Puts B- LT IDR on Rating Watch Positive
-----------------------------------------------------------
Fitch Ratings placed Spanish engineering and construction company
Grupo Aldesa S.A.'s Long-Term Issuer Default Rating of 'B-' on
Rating Watch Positive. Concurrently, Fitch has placed the senior
secured rating of the wholly-owned subsidiary Aldesa Financial
Services S.A of 'B-' on RWP.

The rating action follows the announcement of Aldesa's investment
agreement with CRCC International Investment Group, a wholly-owned
subsidiary of China Railway Construction Corporation Limited.
CRCCII will acquire a 75% stake in Aldesa while existing
shareholders will retain the remaining 25% of the share capital.
The transaction will include an approximate EUR250 million capital
increase, which is sufficient to repay Aldesa's EUR245 million
Luxembourg bond.

The RWP reflects Fitch's expectation that the acquisition and
capital increase will strengthen Aldesa's credit profile, notably
leading to a stronger liquidity position and financial structure
for the company, by removing refinancing risk. Fitch will assess
the parent and subsidiary linkage and its impact on Aldesa's credit
profile after the transaction closes. Fitch expects to resolve the
RWP in 2020.

CRCC is one of the largest integrated construction groups in the
world with revenues of over USD110 billion in 2018.

KEY RATING DRIVERS

Stronger Financial Structure: Fitch expects the transaction to
strengthen Aldesa's financial structure as the proceeds will be
used to repay debt. The investment agreement includes a capital
increase for Aldesa of around EUR250 million from CRCCII, which is
sufficient to fully cover the upcoming EUR245 million bond maturity
including related put-option costs. Post-completion, Fitch assumes
that financial structure improvements achieved from the bond
repayment may partly be offset by potential new debt drawdown.
Nevertheless, Fitch expects an overall stronger leverage profile
that is in line with a higher rating.

Improving Liquidity Profile: Fitch assumes an improved liquidity
profile post-completion, driven by the expected stronger financial
structure, together with Aldesa's integration into CRCC. Its
current liquidity profile is constrained by the upcoming EUR245
million bond maturity, and Aldesa depends on reverse factoring and
revolving credit facilities, which are subject to refinancing risk
in the event of adverse market conditions or idiosyncratic issues.
Fitch believes that failure to complete the transaction may lead to
liquidity pressures.

Synergies from Integration with CRCC: Fitch believes that Aldesa's
credit profile will additionally benefit from potential synergies
related to integration into CRCC. It is one of the largest
international E&C contractors in the world with a presence in
around 100 countries and solid operational capabilities across
different segments including railways, highways, bridges, tunnels
and urban rail traffic. Fitch expects Aldesa to leverage CRCC's
scale and capabilities as Fitch believes it will act as a platform
for the Chinese group's expansion in selected countries in Europe
and the Americas.

Challenges in Key Markets: Fitch expects business environments in
Spain and Mexico to remain challenging. Civil works activity in
these markets has been adversely affected by the political
environment in Spain and delayed projects in the Mexican public
works sector. Healthy investment activity in Poland is offset by
continued pricing pressures due to cost inflation and intense
competition.

Subdued Revenues: Fitch expects muted revenue generation in the
medium term, driven by a lower-than-expected new order intake in
recent months and persistent challenges in key markets. In 3Q19,
Aldesa's order backlog fell 18% to EUR1,168 million. The slowdown
in new orders was driven by delayed tenders for civil works in
Mexico and lower levels of contracting in residential building
projects in Spain.

Adequate Standalone Business Profile: Aldesa's standalone business
profile is commensurate with a 'B' rating category. The company has
effectively deployed its recognised technical capabilities in
sub-segments of the infrastructure construction industry, such as
tunneling, to enter new geographic markets; and build solid
positions outside Spain, notably in Mexico. Geographic and customer
concentrations are satisfactory for a 'B'-rated issuer, although
this risk remains material.

Constrained by Size: Aldesa's smaller size compared with peers',
with sales of less than EUR1 billion, remains a negative factor at
the current rating. However, this is partly mitigated by a solid
record in risk management and long-lasting relationships with the
company's major customers.

DERIVATION SUMMARY

Aldesa's business profile is somewhat stronger than Obrascon Huarte
Lain SA's (OHL; CCC+/Stable). OHL's larger scale, broader
geographic diversification and stronger market position in roads
and railways segment is more than offset by large working capital
requirements and persistent issues with contract risk management in
many legacy projects across different markets and business
segments. Aldesa's financial profile is also stronger than OHL's
given Aldesa's lower debt and longer-dated maturity profile. This
limits short-term refinancing risk, compared with OHL's ongoing
sizeable cash consumption and weakening financial flexibility.

KEY ASSUMPTIONS

  - Completion of the transaction in 2Q20

  - EUR250 million capital increase from CRCCII in Aldesa will be
used to repay EUR245 million bond and cover put-option costs at the
transaction closing date

  - Decline in revenues by 10% in 2019 followed by low single-digit
growth in 2020-2022

  - Recourse EBITDA margin of 5.3% in 2019, trending towards 5.8%
in 2022

  - Gradual increase in working capital requirements to 12.9% of
revenue in 2022, from 7.6% in 2019 and 5.1% in 2018

  - Capex of EUR9 million in 2019 and EUR10 million annually in
2020-2022

  - No dividends from non-recourse subsidiaries

  - No dividends paid to common shareholder

  - No material asset disposals

RATING SENSITIVITIES

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

  - Successful completion of the transaction

  - Funds from operations (FFO) adjusted net leverage below 5.5x
(2018: 5.2x)

  - Positive free cash flow (FCF) generation on a sustained basis

  - Significant improvement in the operating risk profile driven by
increased scale (sales sustainably in excess of EUR1 billion) and
internationalisation, reduced concentration risk and funding
diversification

  - A material increase in steady income being up-streamed from the
concession business without re-leveraging assets

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

  - Unsuccessful execution of the transaction before EUR245 million
bond maturity

  - FFO adjusted net leverage failing to decline below 6.5x and FFO
fixed charge cover to below 1x, 12 months before the maturity of
the EUR245 million bond

  - Deterioration of the liquidity profile with a liquidity score
below 1.0x and increased dependence on factoring and short-term
lines

  - Inability to refinance existing bonds and revolving credit
facilities

  - Evidence of support for weakening non-recourse activities or a
material increase in new concessions leading to equity
contributions from the recourse business

ESG CONSIDERATIONS

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



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

BRITISH STEEL: China Regional Authorities Back Jingye Rescue Deal
-----------------------------------------------------------------
Jim Pickard, Michael Pooler and Nikou Asgari at The Financial Times
report that a rescue deal for British Steel has edged closer after
bidder Jingye received support from regional authorities in China
to push through the takeover of the ailing UK steelmaker.

The 5,000 workers at the stricken company have been facing an
uncertain future after it collapsed into liquidation in May when
its owner, the buyout group Greybull Capital, failed to obtain an
emergency loan from the UK government, the FT relates.

According to the FT, an attempt to sell the group to Ataer Holding,
an investment arm of Turkey's military pension fund, fell through
after 10 weeks of exclusive talks.

Jingye emerged in the autumn with a GBP50 million rescue deal to
save the UK's second-largest steelmaker, the FT recounts.

The conglomerate, which is chaired by businessman and former
Chinese Communist party official Li Ganpo, has put forward plans to
invest GBP1.2 billion in British Steel and ramp up production by
cutting costs, the FT discloses.

While all foreign deals by Chinese companies require approval from
Beijing in relation to capital controls, the initial sale price of
British Steel sits well below the US$300 million threshold for
greater scrutiny from Beijing, the FT notes.


DEBENHAMS PLC: Reveals Store Closure Dates as Part of CVA
---------------------------------------------------------
Isabella Fish at Drapers reports that Debenhams has revealed the
locations and dates of the 19 stores which are due to shut in the
UK this month as part of its company voluntary arrangement (CVA).

It comes after the department store chain entered administration in
April 2019 and officially launched its CVA later the same month,
Drapers recounts.  The Debenhams CVA proposals were approved on May
9, Drapers notes.

The stores which are earmarked for closure are due to close in the
space of a fortnight as the retailer presses ahead with its rescue
plan, Drapers discloses.

According to Drapers, the store closure locations and dates are:

Altrincham, Greater Manchester -11 January
Birmingham, The Fort - 11 January
Kirkcaldy, Fife - 11 January
Walton-on-Thames, Surrey - 11 January
Wandsworth, London - 11 January
Wolverhampton - 11 January
Chatham, Kent - 15 January
Great Yarmouth, Norfolk - 15 January
Slough, Berkshire - 15 January
Stockton-on-Tees, Co Durham - 15 January
Welwyn, Herfordshire - 15 January
Witney, Oxfordshire - 15 January
Ashford, Kent - 19 January
Canterbury, Kent - 19 January
Eastbourne, East Sussex - 19 January
Folkestone, Kent - 19 January
Southport, Merseyside - 19 January
Southsea, Portsmouth - 19 January
Wimbledon, London - 19 January

The department store chain is expected to close 50 stores -- of
which 22 will shut in January, Drapers states.

Drapers understands Debenhams is in continuing discussions with
landlords to determine the next tranche of closures, and how to
give the rest of its stores a sustainable cost base.


LEVEN CAR: Enters Administration, 140 Jobs at Risk
--------------------------------------------------
Hannah Burley at The Scotsman reports that almost 140 staff at
Leven Car Company are facing an uncertain future after the business
entered administration.

According to The Scotsman, it is understood that staff at all three
of the firm's sites -- Corstorphine and Bankhead, in Edinburgh, and
Selkirk -- were informed at 10:00 a.m. on Jan. 8 and immediately
sent home.

Leven, which employs 139 staff across its dealerships, has
appointed administrators at Leonard Curtis Business Rescue &
Recovery as it searches for a buyer, The Scotsman discloses.

None of the company's employees have been made redundant, as the
administrators "assess the company's financial position and explore
the possibility of finding a buyer for all or parts of the
business", The Scotsman notes.

According to The Scotsman, directors said they had taken the
decision to call in administrators following a difficult couple of
years for the motor trade.

Leven will continue to maintain a presence at its dealerships for a
short period of time to ensure that any customer queries can be
addressed, The Scotsman states.


LONDON CAPITAL: Small Number of Investors to Receive Compensation
-----------------------------------------------------------------
Caroline Binham and Sarah Provan at The Financial Times report that
just a tiny fraction of the 11,600 investors in collapsed
investment group London Capital & Finance are certain to receive
any compensation, according to the UK's redress scheme of last
resort.

The Financial Services Compensation Scheme said on Jan. 9 that just
159 bondholders, or 1.4%, would definitely receive compensation,
ending months of speculation for the first-time investors and
retirees on whom LCF pushed unregulated mini-bonds before its
GBP236 million collapse a year ago, the FT relates.

According to the FT, the FSCS said a further 283 bondholders will
receive nothing because they invested in LCF before June 2016, when
the group became authorized by the Financial Conduct Authority.

But for the vast majority of bondholders, there is an agonizing
wait to find out whether their investments will be wiped out, the
FT states.  The FSCS, as cited by the FT, said that it must review
on a case-by-case basis the vast majority of claims to determine
whether investors received misleading advice.  However, it warned
that "many customers will not be eligible for compensation on this
basis", the FT notes.

The 159 investors will receive compensation by the end of next
month, the FT discloses.


PRECISE MORTGAGE 2020-1B: Fitch Rates Class E Debt BB+(EXP)
-----------------------------------------------------------
Fitch Ratings assigned Precise Mortgage Funding 2020-1B Plc's notes
expected ratings.

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

RATING ACTIONS

Precise Mortgage Funding 2020-1B PLC

Class A1; LT AAA(EXP)sf; Expected Rating

Class A2; LT AAA(EXP)sf; Expected Rating

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

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

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

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

Class X;  LT B+(EXP)sf;  Expected Rating

TRANSACTION SUMMARY

This transaction is a securitisation of buy-to-let (BTL) mortgages
that were originated by Charter Court Financial Services (CCFS),
trading as Precise Mortgages, in England and Wales.

KEY RATING DRIVERS

Prime Underwriting

The portfolio comprises prime BTL loans granted to borrowers with
no adverse credit, full rental income verification, full property
valuations and with a clear lending policy in place.

Geographical Diversification

The pool displays no geographical concentration as per Fitch's UK
RMBS Rating Criteria (i.e. no concentration by property count in
excess of 2.5x the population distribution in any region). However,
the exposure to London - where Fitch assumes a higher sustainable
price discount as per its criteria - is fairly high at 30.6%,. This
results in a fairly high weighted average (WA) sustainable
loan/value of 95.5%.

Borrower Affordability

The pool displays a high concentration of five-year fixed-rate
loans (70.3%). The lender's policy takes the borrowers' pay rate
for the serviceability assessment of these loans. However, like it
does for shorter-term fixed-rate loans, Fitch stresses the
borrowers' interest rate by taking the higher of the reversion rate
assumption (4%) plus the loan-specific final margin, or the current
interest rate.

As a result, the portfolio is skewed towards high interest coverage
ratio Fitch-defined classes leading to a high base-case foreclosure
frequency (FF).

Fixed Hedging Schedule

The issuer will enter into a swap at closing to mitigate the
interest rate risk arising from the fixed-rate mortgages in the
pool. The swap will be based on a defined schedule, rather than the
balance of fixed-rate loans in the pool. The issuer will be
over-hedged in the event that loans prepay or default. The excess
hedging is beneficial to the issuer in a high-interest-rate
scenario and detrimental when rates are falling.

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 WAFF,
along with a 30% decrease in the WA recovery rate, would imply a
downgrade of the class A notes to 'A+sf' from 'AAAsf'.

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

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

[*] UK: Retailers Suffer Worst Year on Record as Sales Drop
-----------------------------------------------------------
Russell Lynch at The Telegraph reports that beleaguered retailers
have suffered their worst year on record as sales were driven into
reverse by a whirlwind of collapsing firms, soaring costs and
flagging consumer confidence.

The British Retail Consortium's latest figures revealed a 0.1% fall
in total sales last year, The Telegraph discloses.  That contrasted
with 1.2% growth in 2018 and marks the first outright decline since
the body began collecting figures in 1995, The Telegraph notes.

UK retailers endured a torrid time in 2019 with well-known names
such as Mothercare, Debenhams and Clintons falling into
administration, The Telegraph relates.

According to The Telegraph, the Centre for Retail Research said 43
firms failed, with more than 2,000 stores and over 46,500 staff.

Sales in November and December -- which cover the crucial festive
period and Black Friday discounts -- were down 0.9% compared to the
same months of 2018, The Telegraph states.





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

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

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

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

Eager to regain his standing, Agee turned to acquisition as soon as
the gossip died down. A failed attempt to acquire RCA left him more
determined than ever. He then set his sights on Martin-Marietta, an
undervalued gem in the 1982 stock market slump.

Thus began an all-out war of tenders and countertenders, egoism and
conceit, half-truths and dissimulation, and sudden alliances and
last-minute court decisions.

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

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

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



                           *********


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

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

Copyright 2020.  All rights reserved.  ISSN 1529-2754.

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

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

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


                * * * End of Transmission * * *