TCREUR_Public/161007.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Friday, October 7, 2016, Vol. 17, No. 199



HETA ASSET: 75% of Creditors to Accept Discounted Bond Offer


HORIZON HOLDINGS I: Moody's Affirms B1 CFR, Outlook Stable
HORIZON HOLDINGS I: S&P Lowers CCR to 'B', Outlook Stable
RAMSAY GENERALE: Moody's Affirms Ba3 CFR, Outlook Positive


DEUTSCHE BANK: Outdated Business Model Poses Finc'l System Risk
MAUSER HOLDING: Moody's Rates Proposed EUR537MM Loan B2


BANCA CARIGE: Moody's Affirms Caa3 Standalone BCA Rating
EDISON SPA: S&P Lowers CCRs to 'BB+/B', Outlook Stable


ARES EUROPEAN CLO III: Moody's Affirms B1 Rating on Class E Notes


NASSA MIDCO: S&P Raises CCR to 'BB' Then Withdraws Rating


IMONEYBANK LLC: Put on Provisional Administration on Oct. 5

U N I T E D   K I N G D O M

ALLIANCE AUTOMOTIVE: Moody's Affirms B1 CFR, Outlook Stable
MARKETPLACE ORIGINATED: Moody's Assigns Ba3 Rating to Cl. D Notes
REDTOP ACQUISITIONS: S&P Affirms B Rating on Sec. Loans Due 2020
SKIPTON BUILDING: Moody's Affirmed Ba2(hyb) Pref. Stock Rating
TG ENGINEERING: 65 Jobs Saved Following Rescue Deal


* EUROPE: EC Proposes Early Warning System for Company Insolvency
* BOOK REVIEW: Oil Business in Latin America: The Early Years



HETA ASSET: 75% of Creditors to Accept Discounted Bond Offer
Alexander Weber at Bloomberg News reports that Austria may soon be
able to close the book over its worst postwar bank failure.

According to Bloomberg, Finance Minister Hans Joerg Schelling told
journalists on Oct. 4 creditors of bad bank Heta Asset Resolution
AG have accepted a discounted offer for their bonds in sufficient
numbers for the deal to go ahead before a deadline expires this
week.  With about 75% of senior creditors and half of junior note
holders declaring they'll accept the offer for EUR11 billion
(US$12.3 billion) of debt, the deal could be imposed on holdouts,
Bloomberg says.

Austria has been trying since last year to draw a line under years
of taxpayer-funded bailouts of Heta and its predecessor, Hypo
Alpe-Adria-Bank International AG, Bloomberg relays.

The offer became necessary after Carinthia, with an annual budget
of less than EUR3 billion, said it wouldn't honor the debt
guarantees it had issued for Heta's predecessor, Hypo Alpe,
Bloomberg notes.  The province will now contribute EUR1.2 billion
to fund the deal, according to Bloomberg.

The official acceptance period for Carinthia's Heta offer still
runs until today, Oct. 7, Bloomberg discloses.  The final
acceptance will be published the following Monday, on Oct. 10,
Bloomberg states.

Heta Asset Resolution AG is a wind-down company owned by the
Republic of Austria.  Its statutory task is to dispose of the non-
performing portion of Hypo Alpe Adria, nationalized in 2009, as
effectively as possible while preserving value.


HORIZON HOLDINGS I: Moody's Affirms B1 CFR, Outlook Stable
Moody's Investors Service has affirmed the B1 Corporate Family
Rating (CFR) and B1-PD Probability of Default Rating for Horizon
Holdings I S.A.S., the top entity of the restricted group of glass
packaging producer Verallia.

Concurrently, Moody's has affirmed the B1 (LGD 3) rating to the
group's EUR500 million Senior Secured Notes, the EUR1,375 million
Senior Secured Term Loan B and the EUR250 million Revolving Credit
Facility (RCF), issued by Verallia Packaging S.A.S., a majority
owned indirect subsidiary of Horizon Holdings I S.A.S. Moody's has
also affirmed the B3 (LGD 6) rating to the EUR225 million Senior
Unsecured Notes, issued by Horizon Holdings I S.A.S. due 2023.

The outlook on all ratings is stable.

While the Senior Secured PIK Toggle issuance will not impact the
adjusted debt/EBITDA metrics as the new unrated instrument will be
issued outside of the restricted group, Moody's notes that the new
PIK notes will have a shorter-dated maturity than the existing
rated debt instruments

Moody's expects free cash flow and liquidity to be negatively
impacted by around EUR39 million per annum, which will reduce the
company's financial flexibility

The transaction is a further example of an aggressive financial
policy, following on from the previous repayment of share premium
of EUR230 million from the refinancing in June this year

Verallia's CFR remains weakly positioned in the B1 rating
category, but is supported by Moody's expectation that the
company's adjusted leverage will reduce towards 5.5x over the next
6-12 months, owing mainly to EBITDA growth

Verallia plans to issue EUR500 million Senior Secured PIK Toggle
Notes from Horizon Parent Holdings S.a.r.l. The proceeds will be
used to finance a distribution to existing shareholders and to pay
transaction costs. Following the distribution, in total the
shareholders will have received more than 100% of the equity
invested at the time of the original transaction in 2015. Interest
payments will be serviced via distributions permitted under
existing terms of the senior secured and unsecured debt.


The affirmation of the rating reflects Moody's expectation that
continued positive trading performance will gradually reduce the
elevated leverage which constrains the company's financial
flexibility and its ability to deviate from its financial
projections. The rating is weakly positioned in the B1 category,
due to the company's high financial leverage calculated at around
6.0x debt/EBITDA (as adjusted by Moody's). Moody's anticipates
moderate improvements in the company's operating profitability in
the next 18 months, owing to improving fixed cost absorption and
benefits from initiated operating efficiencies, partly offset by
negative pricing effects.

The affirmation of Verallia's B1 CFR reflects its solid market
position as the third-largest global producer of glass containers,
with leading positions in its core markets of South West Europe,
which together with long-standing customer relationships and the
group's track record of being perceived as a high quality and
reliable supplier also support the rating. The B1 rating also
incorporates the group's strong historical profitability levels
based on its exposure to resilient end markets, lack of material
customer concentration and track record of being able to pass on
volatile input costs.

Following the distribution to the existing shareholders via
repayment of the share premium, Moody's expects Verallia's
liquidity profile will remain good, supported by approximately
EUR180 million cash on balance sheet as at the end of 2016.
Liquidity is also supported by a RCF of EUR250 million, which is
currently undrawn.


The stable outlook reflects our expectation of moderate
improvements in operating profitability over the next 18 months,
owing to improving fixed cost absorption and benefits from
initiated operating efficiencies, partly compensated by negative
pricing effects. This should allow Verallia to deleverage its
capital structure.


Upward pressure on the rating could result from Verallia's success
in improving profitability on the back of implemented operating
efficiencies, such that its EBITDA margin improves back to the
high teen percentages and its Moody's-adjusted debt/EBITDA
declining below 4.5x.

Negative pressure on the rating could build if (1) profitability
were to weaken, reflected in EBITDA margins falling below the mid-
teen percentages; (2) Moody's-adjusted debt/EBITDA ratio fails to
reduce to 5.5x within 6-12 months; (3) the company were to
generate negative free cash flow; or (4) Verallia embarks on a
sizeable debt-funded acquisition, or make further distributions.

Moody's notes that the PIK notes will mature in 2021, which is
before any of the rated debt instruments. Therefore in the longer
term there could also be negative pressure on the rating if the
new PIK notes are not refinanced in a timely manner or if the
refinancing becomes a contingent liability for the rated entity.

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.

Headquartered in France, Verallia Packaging S.A.S is a global
leading producer of glass containers for the food and beverage
industry. The group generated sales of EUR2.4 billion in 2015.

HORIZON HOLDINGS I: S&P Lowers CCR to 'B', Outlook Stable
S&P Global Ratings said it has lowered to 'B' from 'B+' its
long-term corporate credit rating on Horizon Holdings I
(Verallia), the France-based financial holding company for glass
packaging manufacturer Verallia.

S&P also lowered to 'B' from 'B+' the long-term corporate credit
rating on Verallia's finance subsidiary, Verallia Packaging S.A.S.

In addition, S&P assigned its 'B' long-term corporate credit
rating to finance holding company Horizon Parent Holdings
S.a r.l.

The outlook on all three companies is stable.

S&P is assigning its 'CCC+' issue rating to the proposed new
EUR500 million payment-in-kind (PIK) toggle notes due in 2021.
The issue rating is two notches below the corporate credit rating
on the consolidated group, reflecting S&P's recovery rating of '6'
and our expectation of negligible recovery (0%-10%) for the
holders of the new subordinated PIK toggle notes in the event of a
payment default.

S&P also lowered to 'B' from 'B+' the issue ratings on the
existing EUR500 million senior secured notes, EUR250 million
senior secured revolving credit facility (RCF), and EUR1,375
million term loan issued by Verallia Packaging S.A.S., in line
with the corporate credit rating.  S&P's '3' recovery ratings
remains unchanged, reflecting its expectation of meaningful
recovery in the lower half of the 50%-70% range for the secured
lenders in the event of a payment default.

Furthermore, S&P lowered to 'CCC+' from 'B-' the issue rating on
the EUR225 million senior unsecured notes issued by Horizon
Holdings I (Verallia), two notches below the corporate credit
rating, based upon S&P's recovery rating of '6'.

The downgrade follows Verallia's announcement that it intends to
raise an additional EUR500 million of PIK toggle notes, to be
issued by Horizon Parent Holdings.  The proceeds are to be used to
fund a EUR490 million distribution to shareholders.  This follows
the senior secured notes tap completed as recently as June 2016,
which was used to fund a EUR230 million distribution.

S&P views the transaction as aggressive, as the new PIK toggle
notes will result in a material deterioration in credit metrics
for the consolidated group, with leverage increasing to above 6.5x
from S&P's previous expectations of less than 5.5x.  In addition,
although the new PIK notes are outside of the restricted group and
subordinated to the existing debt, S&P views them as bearing a
risk of change of control should the sponsor fail to repay or
refinance these instruments, given their shorter maturity than the
restricted group debt.  The PIK notes will effectively be secured
with share pledges over Verallia's shares, giving Verallia's PIK
lenders direct and full control over the group in an event of
default.  Although there won't be any cross default provision
between the PIK issuer and the restricted group, a change of
control at Verallia Intermediate Holdings S.A.S. and Horizon UP
S.a r.l. will de facto trigger a change of control event at the
restricted group debt level, potentially exposing the whole
structure to a default.

S&P's base case assumes:

   -- Eurozone GDP growth of 1.6% in 2016 and 1.4% in 2017.

   -- Revenue growth of 0%-2% in 2016 and 2017, closely tracking
      GDP growth in Europe, primarily driven by positive organic
      volume developments, but slightly offset by weak trading
      conditions in Brazil and adverse exchange rates;

   -- Improving margins as a result of cost-reduction measures
      and operating leverage through higher capacity utilization,
      resulting in the S&P Global Ratings-adjusted EBITDA margin
      improving to about 18%-19% over the next two years, up from
      about 17.5% (on a comparable basis) in 2015; and

   -- Capital expenditures (capex) of about EUR200 million per

Based on these assumptions, S&P arrives at these credit measures:

   -- Debt to EBITDA of close to 6.8x for 2016, which S&P
      forecasts will trend downward slightly, owing to increased
      EBITDA, but remain above 6.0x over S&P's two-to-three year
      forecast horizon.  This compares to S&P's previous
      forecasts of 5.2x-5.5x;

   -- Relatively stable funds from operations (FFO) to debt in
      the region of 8%, down from 11%-12% previously;

   -- Discretionary cash flow generation that could turn
      marginally positive in 2017 if there are no further
      shareholder returns, despite significant capex; and

   -- EBITDA and FFO cash interest coverage to remain sound at
      between 2.5x-3.0x.

S&P's assessment of Verallia's business risk profile is
constrained by its relatively undiversified product focus on glass
packaging, history of operational issues that have resulted in
recurring margin pressure, and high geographic concentration in
Europe (where four countries contribute about 80% of sales).
These constraints are partly mitigated by its leading market
positions in its core European markets and longstanding
relationships with a broad and diversified customer base. Verallia
is the third-largest glass packaging company worldwide, after
Owens-Illinois and Ardagh Glass.

S&P considers Verallia's financial risk profile as highly
leveraged, with a limited likelihood of significant deleveraging
given the aggressive financial policies of the group's financial
sponsor shareholder.

The stable outlook reflects S&P's view that credit metrics will
remain highly leveraged, with financial policy limiting the
likelihood of any sustained deleveraging.  S&P expects operating
performance to remain robust, resulting in moderate volume growth
and stabilizing prices.  S&P also expects Verallia to increase
margins through its internal operational improvement program and
that this will result in gradually improving credit metrics over
the coming 12-24 months.

S&P could lower the ratings if it thought the group's relatively
aggressive financial policies could result in a material weakening
of credit metrics, as a result of large debt-funded acquisitions
or additional shareholder returns.  A downgrade could also stem
from a significant shortfall in operating performance compared
with S&P's base case, so that earnings and cash flow generation
led to weaker liquidity or FFO cash interest cover fell below

S&P believes that the likelihood of an upgrade is limited at this
stage, because of Verallia's high tolerance for relatively
aggressive financial policies and high leverage, owing to the
group's financial sponsor ownership.  An upgrade is therefore more
likely to be driven by an upward reassessment of the company's
business risk profile.  This could be a result of a sustained
improvement in profitability metrics, in particular, return on
capital over 13% and a track record of low earnings volatility.

RAMSAY GENERALE: Moody's Affirms Ba3 CFR, Outlook Positive
Moody's Investors Service has changed to positive from stable the
outlook on Ramsay Generale de Sante's (RGdS) ratings.
Concurrently, Moody's has affirmed the Ba3 corporate family rating
(CFR), B1-PD probability of default rating (PDR) and Ba3 rating
assigned to the company's senior secured loan facilities.

"The change of outlook is driven by our expectations that RGdS
will continue to deliver a resilient operating performance
allowing for some de-leveraging in spite of a challenging
operating environment within the French private hospital sector,"
says Knut Slatten, a Moody's Vice President -- Senior Analyst and
lead analyst for RGdS.

"While the adverse regulatory environment will continue to
pressure tariffs and organic growth, RGdS will deliver free cash
flows before eventual dividends of around EUR60-EUR70 million,
which should be sufficient to finance external growth and drive
further de-leveraging," adds Mr. Slatten.

                        RATINGS RATIONALE


Following the acquisition of RGdS by Ramsay Health Care (UK)
Limited (Ramsay, unrated) and Predica (life insurance subsidiary
of Credit Agricole S.A) in 2014, RGdS reported revenues of EUR2.2
billion and an EBITDA of EUR270 million for the financial year
ended June 30, 2016.  This was the first set of consolidated
results that the company presented since Ramsay merged its French
operations with those of Generale de Sante last year.

In spite of a very challenging environment, which saw tariffs fall
by 2.5% in 2015 and 2.15% in 2016, RGdS managed to deliver organic
growth of 0.8% for the year.  In particular, Moody's notes
positively that the company managed to maintain profitability at
last year's levels with an EBITDA margin, as reported by the
company, of 12.1%.

Over the next 12-18 months, Moody's expects that RGdS's organic
growth will be relatively flat.  However, the company's EBITDA
will continue to grow driven by a combination of cost
optimization, synergies and the full-year impact from the
company's acquisition of Hopital Prive Metropole (HPM), a group of
nine private hospitals active in the region of Lille, earlier in
the year.

With interest expenses remaining below EUR50 million and capital
expenditures hovering around EUR110 million, Moody's expects that
free cash flow generation will be in the EUR60 million-EUR70
million range before eventual dividends.  This should provide
sufficient financial firepower to continue taking part in the
consolidation of the French market through bolt-on acquisitions
without raising new debt and thereby support further modest de-
leveraging.  Payment of dividends are not currently factored into
our rating assessment for the next 12 months.

Moody's cautions that the regulatory environment for French
private hospital operators continues to be adverse as illustrated
by the steep cut in tariffs the sector has seen over the past two
years.  In addition, Moody's also notes that the French Government
currently is looking into a proposal of capping profit margins for
the private hospital operators.  There is currently limited
visibility as to how this would be measured and at what level of
profit margins an eventual capping would kick in though we believe
that the implementation of such a measure would be fairly complex.


The affirmation continues to reflect (1) the company's large scale
and leading positioning within the market for French private
hospital providers; (2) the industrial ownership through Ramsay
Health Care; (3) RGdS's overall high degree of visibility in terms
of future operating performance, which is supported by the role of
social security as the payor; (4) favorable demographics, which
should continue to drive volume growth and thereby mitigate some
of the anticipated pressure from tariff reductions allowing for
continued solid Moody's-adjusted EBITDA margins of around 20%; (5)
the overall high barriers to entry resulting from the need to
obtain necessary authorizations and attract qualified personnel;
the latter being supported by the strengthening of RGdS's clusters
of private hospitals.

These factors are balanced to an extent by (1) RGdS's high
leverage, which Moody's estimates to be around 4.5x (gross)
debt/EBITDA (including Moody's adjustments); (2) the rating
agency's expectations of continued pressure on tariffs, which, in
view of the company's largely fixed-cost structure, will constrain
profitability improvement; (3) a certain degree of event risk, as
RGdS continues to play an active role in the consolidation of the
French private hospital market.  That being said, given the market
position of RGdS and structure of the French market, Moody's views
bolt-on acquisitions as more likely at this stage.


Moody's expects that RGdS will maintain a good liquidity profile
over the next 12 months.  The liquidity profile is supported by
cash balances of around EUR113 million as of June 30, 2016, the
rating agency's expectations of positive free cash flows as well
as access to the undrawn EUR100 million revolving credit facility.
RGdS's loan facility matures in 2020.  Moody's expects headroom to
RGdS's financial maintenance covenant to remain adequate.


The positive outlook on the rating reflects a resilient operating
performance which has allowed for the company's leverage - defined
as gross debt/EBITDA (after Moody's adjustments)-- to improve to
an estimated 4.5x.  Moody's expectations of further deleveraging
below 4.5x in the next 12 to 18 months would support a higher
rating provided that the rating agency gains comfort in that a
capping of profit margins will not materialize.  Whilst bolt-on
acquisitions can be accommodated, the current rating does not
leave flexibility for larger debt-financed acquisitions.


Positive pressure on the rating could develop if RGdS's operating
performance continues to improve, allowing for the company's
leverage, measured by debt/EBITDA (after Moody's adjustments), to
move to below 4.5x while maintaining a robust positive free cash

Conversely, negative pressure could develop if RGdS's Moody's-
adjusted leverage increases sustainably above 5x or if the
company's liquidity weakens (including tighter covenant headroom).

                      PRINCIPAL METHODOLOGY

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

RGdS is a France-based private hospital company. It serves around
1.3 million customers in its 105 facilities.  For the financial
year ended June 30, 2016, the company reported revenues of
EUR2.2 billion and an EBITDA of EUR270 million.


DEUTSCHE BANK: Outdated Business Model Poses Finc'l System Risk
Landon Thomas Jr. at The New York Times reports that the
International Monetary Fund did not bring up Deutsche Bank's name
when it warned in its financial stability report that cash-poor
banks in Europe with outdated business models posed a threat to
the financial system.

But at a news conference on Oct. 6 to discuss the study's
findings, fund officials charged with gauging financial stability
risks worldwide showed no such reluctance, The Times relates.

According to The Times, in their report, the fund's economists
argued that the problems with European banks were deeply
structural: a toxic brew of low levels of capital, troubled loans
and business models that no longer delivered profits in an era of
low growth and negative interest rates.

In particular, Peter Dattels, deputy director in the I.M.F.'s
capital markets division, as cited by The Times, said, "banks are
transitioning from outdated business models that rely on large
scale balance sheets," saying that Deutsche Bank fell into this

Economists and regulators have argued that Deutsche Bank, given
its size and culture of risk-taking, poses more of a risk to
financial markets than its peers in Europe and the United States,
The Times notes.

This year, the I.M.F. said in a report on the German financial
sector that Deutsche Bank appeared to be the riskiest bank in
terms of threats posed to global financial system -- an insight
that prompted a sharp fall in the bank's stock, The Times

On Oct. 6, fund officials did not backtrack from this view, The
Times relays.

"That report highlighted that Deutsche Bank is of systemic
importance," The Times quotes Mr. Dattels as saying.  "We are
confident that authorities are monitoring this."

Mr. Dattels emphasized that the fund's models showed that an
economic recovery would not ease these problems -- drastic
overhauls of these banks were also needed, The Times states.

Deutsche Bank AG is a German global banking and financial services
company with its headquarters in the Deutsche Bank Twin Towers in

MAUSER HOLDING: Moody's Rates Proposed EUR537MM Loan B2
Moody's Investors Service assigned a B2 rating to the proposed
EUR537 million (equivalent) senior secured first lien term loan
due July 2021 of Mauser Holding S.a r.l..

All other ratings including the B3 corporate family rating (CFR),
B3-PD probability of default rating of Mauser Holding GmbH and
existing instrument ratings remain unchanged.

The proceeds from the new EUR537 million (equivalent) senior
secured first lien term loan will be used to repay the existing
Euribor+3.75%, EUR437 million and Euribor+4.50%, EUR100 million
senior secured first lien terms loans.  The new facility will be
issued under the same terms as the existing senior secured term
loans but with a lower interest rate of Euribor +3.25%.

Moody's will withdraw the B2 ratings on the Euribor+3.75% and
Euribor+4.50% senior secured term loans following their

The outlook on all ratings remains stable.

                       RATINGS RATIONALE

Moody's views the transaction positively as it is leverage neutral
and will reduce the company's cash interest cost by around EUR3
million per annum and moderately improve free cash flow.  Moody's
estimates that Mauser's adjusted free cash flow to debt ratio will
improve modestly to 3.6% from approximately 3.3% on a pro-forma
basis to 31 December 2016.

Mauser's B3 CFR reflects its significant exposure to cyclical end
markets, its acquisitive growth strategy and its weak financial
metrics.  Additionally, the company has a primarily commoditized
product line, significant exposure to cyclical end markets and
operates in a fragmented and competitive industry.  Approximately
40% of business lacks contractual cost pass-through clauses while
for some of those customers with contractual cost pass-thoughs,
the lag can be lengthy at two to three months.  Most business
lacks cost pass-throughs for costs other than raw materials.

Strengths in Mauser's credit profile include the company's large
scale and high geographic and product diversity relative to most
competitors.  The rating is also supported by the company's
exposure to some blue chip customers and its much larger market
position than most competitors in the fragmented industry.


The stable outlook on the ratings reflects Moody's expectation
that Mauser will gradually improve its key credit metrics,
benefitting from increasing penetration of profitable, growing
markets.  It also incorporates Moody's assumption that the company
will not embark on any large debt-financed acquisitions, or engage
in shareholder-friendly initiatives.


The rating could be upgraded if Mauser sustainably improves its
credit metrics within the context of a stable operating and
competitive environment.  An upgrade would also be contingent upon
the maintenance of good liquidity.  Specifically, Mauser would
need to improve adjusted debt to EBITDA to below 6.0x, free cash
flow to debt to the mid-single digits, and EBIT margin to the high
single digits.

The rating could be downgraded if Mauser fails to improve its
credit metrics and/or financial policies become more aggressive.
Continued debt-funded acquisition activity could also result in a
downgrade.  Specifically, the rating could be downgraded if debt
to EBITDA remains above 7.0 times and free cash flow to debt
remains below 1%.

                       PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.

Headquartered in Bruhl, Germany, Mauser Holding GmbH, is a global
supplier of rigid packaging products and services for industrial
use.  The company supplies its customers from 98 manufacturing
facilities in 18 countries across North America, Europe and
various emerging markets.  For the financial year ended Dec. 31,
2015, the company generated approximately EUR1.375 billion in net
sales.  Mauser is a portfolio company of Clayton, Dubilier & Rice


BANCA CARIGE: Moody's Affirms Caa3 Standalone BCA Rating
Moody's Investors Service has affirmed Banca Carige S.p.A.'s
(Banca Carige) caa3 standalone baseline credit assessment (BCA),
its B3/Not Prime deposit ratings, Caa1 issuer rating, and the
B3(cr)/Not Prime(cr) Counterparty Risk Assessment. The rating
agency also changed the outlook on Banca Carige's B3 long-term
deposit rating to developing from positive and maintained a
developing outlook on the bank's Caa1 long-term issuer rating.

Moody's said that the affirmation of Banca Carige's caa3
standalone BCA takes into account the persistence of the bank's
main weaknesses, namely a very large stock of problem loans (see
note 1 at the end of this press release), a small capital buffer,
a loss-making profile, and funding reliance on the European
Central Bank (ECB). The affirmation of Banca Carige's B3 deposit
and Caa1 issuer ratings follows the affirmation of the standalone
BCA, as well as the rating agency's unchanged assumptions that
junior deposits and senior unsecured debt will have an extremely
low and very low loss-given failure in resolution respectively.

According to Moody's, Banca Carige's restructuring plan will lead
to an improved credit profile, with a lower stock of problem loans
and an improved profitability (see note 2 at the end of this press
release). At the same time, the rating agency believes that Banca
Carige's plan carries a very high execution risk given a volatile
operating environment, a risk of contagion from problems elsewhere
in the banking sector, and heightened pressure from the ECB's
Single Supervisory Mechanism (SSM).


   -- Legacy issues still negatively affect ratings

As of June 2016, Banca Carige's stock of problem loans represented
30% of the bank's gross loans, one of the highest percentage
amongst large- and medium-sized Italian banks (see note 3 at the
end of this press release). Provisioning coverage of the weaker
sub-category of problem loans, the so-called "bad loans", stood at
61%, while the coverage of other problem loans was 29% thereby
resulting in an overall coverage of problem loans of 46%.
According to Moody's, despite an improvement in the last years,
the level of coverage of Banca Carige's problem loans is close to
the Italian banking system average, a level that most if not all
Italian banks are likely to increase. As a result, Italian banks
often incur losses when selling bad loans given low market prices.
Banca Carige's business plan includes a reduction in the stock of
problem loans to 20% of gross loans in 2020 from 30% currently, as
well as a slightly improved coverage of problem loans to 49% from
46% currently. At the same time, the bank's management declared
that it is ready to take advantage of all potential options to
rapidly reduce the stock of problem loans, including the recourse
to a government-guaranteed securitization scheme.

Moody's said that Banca Carige plans to reduce its stock problem
loans without falling below the capital threshold set by the ECB's
Supervisory Review and Evaluation Process (SREP). Banca Carige
needs to maintain a Common Equity Tier 1 (CET1) ratio above 11.25%
in 2016; this compares with a 12.3% CET1 ratio as of June 2016.
Banca Carige's SREP requirement, the highest in Italy, reflects
the bank's very large stock of problem loans. According to Banca
Carige, a reduction of problem loans would lead to a reduction in
the SREP requirements, which is to be decided upon and disclosed
in the weeks to come.

Moody's said that Banca Carige's large stock of problem loans and
high capital requirements have severely impacted the bank's
profitability. Banca Carige has been loss-making three years in a
row since 2013 and posted a loss in the first half of 2016.
Cumulatively, Banca Carige has lost around EUR2.4 billion since
2013. Banca Carige's business plan indicates a return to
profitability in 2018, thanks to a combination of lower funding
costs, increase in commissions through cross-selling, and most
importantly a significant reduction in loan loss provisions.

According to Moody's, reliance on ECB funding is another key
weakness of Banca Carige. As of June 2016, Banca Carige's loan to
stable funding (deposits and retail bonds) ratio stood at 138%,
with the difference being covered largely by wholesale unsecured
bonds and covered bonds. Moody's said that Banca Carige's stock of
liquid assets not pledged with the ECB may not be sufficient to
withstand a large deposit outflow, absent the intervention of the

Moody's said the affirmation of Banca Carige's B3 long-term
deposit rating reflects the affirmation of the bank's caa3
standalone BCA, as well as the rating agency's unchanged
assumptions that Banca Carige's junior deposits would benefit from
extremely low loss-given-failure in case of resolution; these
assumptions led to an unchanged three-notch uplift from the caa3
standalone BCA. Conversely, Banca Carige's Caa1 issuer rating
benefits from an unchanged two-notch uplift from the caa3
standalone BCA, deriving from Moody's view that senior unsecured
bonds face very low loss-given-failure in case of resolution.

   -- Developing outlook reflects upward pressure stemming from
      bank's plans, as well as a very high execution risk

Moody's said the developing outlook on Banca Carige's long-term
deposit and issuer ratings reflects opposing pressures on the

Moody's believes that Banca Carige's credit profile could improve
if the bank is able to execute its plans to significantly reduce
its large stock of problem loans whilst maintaining an adequate
level of capital and generating some recurring profitability on a
sustainable basis.

However, according to Moody's, execution risk involved with Banca
Carige's business plan is very high. Banca Carige's plan is to be
carried out against a backdrop of a weak operating environment and
a risk of contagion stemming from problems elsewhere in the
banking sector. In the meantime the bank is also under high
pressure from the ECB and the market to reduce its stock of
problem loans.

The risk of Banca Carige failing to restore its creditworthiness
is therefore material.


Moody's said that Banca Carige's ratings could be upgraded
following a material reduction in the stock of problem loans, a
return to a sustainable level of recurring profitability, whilst
maintaining capital levels above SREP requirements.


Moody's said that Banca Carige's rating could be downgraded
following a failure in the execution of the bank's business plan,
which in turn would increase the probability of regulatory
intervention. A material reduction in the stock of bail-in-able
liabilities would also lead to a downgrade of Banca Carige's long-
term deposit and issuer ratings.



   -- Baseline Credit Assessment, affirmed caa3

   -- Adjusted Baseline Credit Assessment, affirmed caa3

   -- Long-term Deposit Ratings, affirmed B3, outlook changed to
      Developing from Positive

   -- Short-term Deposit Rating, affirmed NP

   -- Long-term Issuer Rating, affirmed Caa1 Developing

   -- Long-term Counterparty Risk Assessment, affirmed B3(cr)

   -- Short-term Counterparty Risk Assessment, affirmed NP(cr)

Outlook Actions:

   -- Outlook changed to Developing from Positive(m)

EDISON SPA: S&P Lowers CCRs to 'BB+/B', Outlook Stable
S&P Global Ratings lowered its long- and short-term corporate
credit ratings on Italy-based gas utility Edison SpA to 'BB+/B'
from 'BBB-/A-3'.  The outlook is stable.

S&P also lowered its issue rating on Edison's senior unsecured
bonds to 'BB+' from 'BBB-'.  At the same time, S&P assigned a
recovery rating of '3' to the bonds, reflecting S&P's expectations
of recovery in the higher half of the 50%-70% range.

The downgrade follows a similar action on Edison's parent, French
power company Electricite de France.  S&P views Edison as highly
strategic to its parent EDF, which owns 100% of the company, and
rate Edison as the higher of its stand-alone credit profile (SACP)
and one notch below EDF's unsupported group credit profile, which
are currently 'bb+' and 'bbb-', respectively.  As such, the rating
on Edison is now in line with its SACP, which is underpinned by
its satisfactory business risk profile and significant financial
risk profile.

S&P's assessment of Edison's business risk profile as satisfactory
underpins its leading and solidly entrenched market positions in
power and gas in Italy, diversified power generation fleet,
critical size and diversification in gas sourcing, and its
integration into the EDF group.  These strengths are partly offset
by Edison's below-average and relatively volatile profitability,
average size, exposure to oil and gas upstream operations, limited
vertical integration, and adverse market and regulatory conditions
in Italy.

S&P views favorably the positive conclusions of Edison's
renegotiation of its gas supply contracts, which S&P expects will
significantly improve the profitability of its gas activities and
reduce volatility of its earnings owing to more efficient
indexation benchmarking.  S&P expects these improvements will
partially mitigate the challenging market conditions in power
generation.  The fall in commodity prices and power prices since
last year, combined with the significantly oversupplied Italian
power market, weighs heavily on the group's cash flows.  Despite a
clean and efficient generation fleet, Edison is affected by low
utilization rates of its combined-cycle gas thermal plants and the
outright production of its hydro fleet.

"We see the financial risk profile of Edison as significant,
underpinned by average funds from operation (FFO) to debt of above
20% over the next three years, and debt to EBITDA below 3x.  Owing
to a manageable investment plan and our anticipation that there
will be no dividend payments over the coming two years, we expect
that Edison will continue to reduce its financial debt using
discretionary cash flows.  For this reason and despite pressure on
EBITDA, we anticipate slight improvements in Edison's credit
metrics over the cycle.  We note that our adjusted debt comprises
significant nonfinancial debt elements, including the
capitalization of operating leases from liquefied natural gas
terminal Rovigo (about EUR900 million), asset retirement
obligations from the exploration and production activities (about
EUR450 million), and consolidation of trade receivables sold for
EUR540 million at year-end 2015.  This compares with a reported
net financial debt of about EUR1,150 million at year-end 2015,"
S&P said.

S&P's assessment also takes into account EDF's credit-friendly
stance as Edison's shareholder and Edison's full integration into
its parent's liquidity and funding management framework.  However,
S&P do not adjust Edison's reported debt for EDF's loans because
they are not subordinated to Edison's other debt.

The stable outlook on Edison reflects that on EDF, given S&P's
view of Edison as highly strategic to its parent.

S&P expects Edison will continue benefiting from its recently
renegotiated gas supply contracts, which S&P anticipates will only
partly mitigate the challenging market conditions in both its
power generation and oil and gas production segments.  On the back
of the recent sizable EUR1.0 billion gas contract renegotiation
settlement, S&P expects Edison will continuously reduce debt,
although its operating performance will likely see a trough in
2016.  From 2017, however, S&P expects Edison's FFO to debt will
recover to sustainably above of 20%.

S&P could envisage taking a positive rating action on Edison if
the company continues to reduce leverage, notably with Adjusted
FFO to Debt sustainably improving to 30% and if Edison's business
mix evolves towards more stable activities.

S&P could also take a positive rating action on Edison if S&P took
a similar action on EDF's SACP.

S&P sees downside risk as remote at this stage.  It could occur
through a combination of EDF's SACP deteriorating to 'bb+' from
'bbb-' currently, combined with Edison's own SACP falling to 'bb'.

S&P would likely lower the SACP if Edison failed to maintain a
ratio of FFO to debt above 20% on a sustainable basis.

S&P Global Ratings revised its outlook on Italy-based Wind
Telecomunicazioni SpA to stable from positive.  S&P affirmed its
'BB-' long-term corporate credit rating on Wind.  At the same
time, S&P assigned its 'BB-' long-term corporate credit rating to
Wind's funding subsidiary, Wind Acquisition Finance S.A.  The
outlook is stable.

In addition, S&P affirmed its 'BB' issue rating on Wind's senior
secured debt.  The recovery rating is '2', reflecting S&P's
expectations of substantial recovery in the event of a payment
default, in the higher half of the 70%-90% range.

S&P also affirmed its 'B' issue rating on Wind's EUR1.750 billion
and $2.800 billion senior unsecured notes.  The recovery rating is
'6', indicating S&P's expectations of negligible recovery (0%-10%)
in the event of a default.

The outlook revision follows S&P's review of the potential credit
implications of the proposed merger between Wind and 3 Italia,
through a 50/50 joint venture between the telecom businesses'
respective owners VimpelCom Ltd. (BB/Stable/--) and CK Hutchison
Holdings Ltd.  The planned merger was recently approved by the EU
competition authority and is expected to close by year-end if the
local regulator also approves.

S&P assumes that this joint venture would somewhat benefit Wind's
business risk profile, providing greater scale, increased mobile
market share, and meaningful synergies over time.  This is
mitigated, however, by margin dilution from the less-profitable 3
Italia business and only gradually increasing EBITDA margins
toward 40% if the merger's planned synergies are successfully
executed, which Wind estimates will take three years.  In
addition, despite some recent signs of price stabilization after
recurring bouts of price wars in the past years, S&P believes
future market dynamics are uncertain, given Paris-based Iliad
S.A.'s planned entry in the Italian wireless market.  Furthermore,
S&P thinks that Wind will need to make massive capital outlays to
further 4G coverage, expand and upgrade the fixed broadband
network, and sustain competition with larger, more-integrated
peers.  This level of spending would significantly constrain
Wind's free operating cash flow (FOCF) generation in 2017 and
2018.  S&P therefore projects an S&P Global Ratings-adjusted ratio
of FOCF to debt at well below 5% and interest cover only modestly
improving to about 3.5x for the combined entity, from 2.8x
currently at Wind only.

Also, while S&P acknowledges potentially material savings and a
financial policy targeting a reported debt to EBITDA of 3x in the
long term, S&P thinks synergies will take several years to
materialize, net of related costs.

In the longer term, however, S&P thinks that adjusted leverage
will likely decrease markedly after 2017, thanks to realized
synergies and the EUR450 million spectrum proceeds to be gradually
received from Iliad as per the competitive remedies.  The pace of
deleveraging will, however, also depend on the presence of any
other debt-like instruments in the final capital structure, which
S&P is unsure of at this stage.

S&P also expects to assess the joint venture as a moderately
strategic subsidiary for its shareholders, VimpelCom and
Hutchison, which S&P do not expect to provide additional rating
uplift compared with the current situation, given VimpelCom's
current ratings and our view that, at this stage, support from any
one shareholder would be provided in conjunction with, and not
regardless of, the other shareholder.

The stable outlook reflects S&P's expectation that Wind, on a
stand-alone basis, will maintain an adjusted ratio of debt to
EBITDA of not more than 6x and generate moderately positive FOCF.
The outlook also reflects S&P's view that the merger, if completed
as planned, should result in strengthened market share and scale,
and pronounced cost synergies, which S&P anticipates will help the
company expand its high-speed network coverage and, in turn,
sustain the joint venture's competitive advantages among its
peers.  In S&P's view, sustaining positive FOCF for the merged
entity and EBITDA interest coverage of about 3x is commensurate
with the 'BB-' rating.

Rating pressure could come from weaker-than-expected operating
performances, which could stem in particular from possible
complications in the execution of the merger or the planned
synergies, or if Iliad's entry into the Italian telecom sector
were to materially disrupt the market.  Weaker-than-anticipated
EBITDA, resulting in negative FOCF, could lead S&P to lower the
rating, as could EBITDA interest coverage deteriorating to less
than 2.5x.

Rating upside seems remote at this stage, as this would likely
require an upgrade of VimpelCom, together with the S&P Global
Ratings-adjusted ratio of debt to EBITDA dropping sustainably
below 5x and FOCF to debt increasing to about 5%.


ARES EUROPEAN CLO III: Moody's Affirms B1 Rating on Class E Notes
Moody's Investors Service announced that it has taken rating
actions on the following classes of notes issued by Ares European

   -- EUR52.5M (current balance EUR5.9M) Class A1 Senior Secured
      Floating Rate Variable Funding Notes due 2024, Affirmed Aaa
      (sf); previously on May 27, 2016 Affirmed Aaa (sf)

   -- EUR49.5M Class A3 Senior Secured Floating Rate Notes due
      2024, Affirmed Aaa (sf); previously on May 27, 2016
      Affirmed Aaa (sf)

   -- EUR21M Class B Senior Secured Deferrable Floating Rate
      Notes due 2024, Affirmed Aaa (sf); previously on May 27,
      2016 Upgraded to Aaa (sf)

   -- EUR21M Class C Senior Secured Deferrable Floating Rate
      Notes due 2024, Upgraded to Aa1 (sf); previously on May 27,
      2016 Upgraded to Aa2 (sf)

   -- EUR19M Class D Senior Secured Deferrable Floating Rate
      Notes due 2024, Upgraded to Baa1 (sf); previously on
      May 27, 2016 Upgraded to Baa2 (sf)

   -- EUR22M Class E Senior Secured Deferrable Floating Rate
      Notes due 2024, Affirmed B1 (sf); previously on May 27,
      2016 Affirmed B1 (sf)

Ares European CLO III B.V., issued in July 2007, is a
collateralized loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans managed by Ares
Management Limited. The transaction's reinvestment period ended in
August 2014. The majority of the transaction's assets and rated
liabilities are denominated in EUR; GBP and USD assets are
naturally hedged by GBP and USD drawings under the Class A1
Variable Funding Notes. As per the September 1, 2016, trustee
report, GBP assets exceeded GBP liabilities by GBP4.12 million,
and USD assets exceeded USD liabilities by USD6.61 million.


The rating actions on the notes are primarily a result of the
deleveraging of the Class A1 and Class A2 notes following
amortization of the underlying portfolio since the last rating
action in May 2016. Since the last rating action Class A1 and
Class A2 notes have paid down by approximately EUR13.22 million
(25.16% of closing balance) and EUR20.46 million (14.11% of
closing balance) respectively. As a result of the deleveraging
over-collateralization (OC) ratios of all classes of rated notes
have increased. As per the trustee report dated September 2016,
Class A, Class B, Class C, Class D, and Class E OC ratios are
reported at 264.76%, 192.00%, 150.61%, 126.03% and 106.00%
compared to May 2016 levels of 202.85%, 164.25%, 137.99%, 120.56%
and 105.17% respectively.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds of EUR122.19 million and
USD17.84 million, a weighted average default probability of 18.96%
(consistent with a WARF of 2696 over a weighted average life of
4.27 years), a weighted average recovery rate upon default of
47.19% for a Aaa liability target rating, a diversity score of 27
and a weighted average spread of 3.75%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in December 2015.

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

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed a lower weighted average recovery rate for
the portfolio. Moody's ran a model in which it reduced the
weighted average recovery rate by 5%; the model generated outputs
that were within one notch of the base-case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of uncertainty about credit conditions in the
general economy. CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties because of embedded ambiguities.

Additional uncertainty about performance is due to the following:

   -- Portfolio amortization: The main source of uncertainty in
      this transaction is the pace of amortization of the
      underlying portfolio, which can vary significantly
      depending on market conditions and have a significant
      impact on the notes' ratings. Amortization could accelerate
      as a consequence of high loan prepayment levels or
      collateral sales by the collateral manager or be delayed by
      an increase in loan amend-and-extend restructurings. Fast
      amortization would usually benefit the ratings of the notes
      beginning with the notes having the highest prepayment

   -- Foreign currency exposure: The deal has exposure to non-EUR
      denominated assets. As noted earlier, there is an excess of
      both GBP and USD assets compared to GBP and USD
      liabilities. Volatility in foreign exchange rates will have
      a direct impact on interest and principal proceeds
      available to the transaction, which can affect the expected
      loss of rated tranches.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


NASSA MIDCO: S&P Raises CCR to 'BB' Then Withdraws Rating
S&P Global Ratings raised its long-term corporate credit rating on
Nordic payment processor Nassa Midco AS (Nets) to 'BB' from 'B'.
S&P subsequently withdrew the rating at Nets' request.  At the
time of the withdrawal, the outlook was stable.

At the same time, S&P withdrew its 'B' issue ratings on Nets'
senior secured loans and revolving credit facility (RCF) that were
repaid as part of the IPO and refinancing.

The upgrade reflects S&P's expectation that Nets would see
stronger credit ratios following the successful completion of its
IPO on Sept. 23, 2016, and the ensuing reduction of debt.

Nets has issued EUR970 million of new senior term loans and a
EUR475 million RCF.  The completed IPO and these new issuances
enabled Nets to refinance existing debt, including about Danish
krone (DKK) 4.5 billion (about EUR600 million) of shareholder
loans, lowering gross debt by about DKK5.5 billion (about EUR740
million).  As a result, S&P expected that the S&P Global Ratings-
adjusted debt-to-EBITDA ratio would decline to about 5.0x by year-
end 2016, before dropping further to about 4.0x in 2017.  This is
about 3.5x lower than S&P's forecast of approximately 7.5x at
year-end 2017 excluding the IPO.  S&P's expectations for Nets'
credit metrics were supported by the company's stated financial
policy that targets net leverage of 2.0x-2.5x in the medium term,
as per the company's definition, in the absence of mergers and

Also, interest coverage ratios and free operating cash flow (FOCF)
will benefit from lower interest rates on Nets' new debt.  In
S&P's updated base case, it forecasts adjusted FOCF to debt of
comfortably above 10% from 2017.

The outlook was stable at the time of withdrawal.


IMONEYBANK LLC: Put on Provisional Administration on Oct. 5
The Bank of Russia, by its Order No. OD-3414, dated October 5,
2016, revoked the banking license of Moscow-based credit
institution Commercial Bank IMoneyBank, LLC (LLC CB IMoneyBank)
from October 5, 2016, according to the press service of the
Central Bank of Russia.

The Bank of Russia took such an extreme measure -- revocation of
the banking license -- due to the credit institution's failure to
comply with the federal banking laws and the Bank of Russia
regulations, equity capital adequacy ratios below two per cent,
decrease in bank equity capital below the minimum value of the
authorized capital established as of the date of the state
registration of the credit institution, considering repeated
application within a year of measures envisaged by the Federal Law
"On the Central Bank of the Russian Federation (Bank of Russia)".

LLC CB IMoneyBank placed funds in low-quality assets and
inadequately assessed risks assumed.  Creation of required
provisions gave rise to a full loss of equity capital.  Management
and owners of the credit institution did not take efficient
measures to bring its activities back to normal.  Under these
circumstances, the Bank of Russia performed its duty on the
revocation of the banking license from the credit institution in
accordance with Article 20 of the Federal Law 'On Banks and
Banking Activities'.

The Bank of Russia, by its Order No. OD-3415, dated October 5,
2016, has appointed a provisional administration to LLC CB
IMoneyBank for the period until the appointment of a receiver
pursuant to the Federal Law "On the Insolvency (Bankruptcy)" or a
liquidator under Article 23.1 of the Federal Law "On Banks and
Banking Activities".  In accordance with federal laws, the powers
of the credit institution's executive bodies are suspended.

LLC CB IMoneyBank is a member of the deposit insurance system. The
revocation of the banking license is an insured event as
stipulated by Federal Law No. 177-FZ "On the Insurance of
Household Deposits with Russian Banks" in respect of the bank's
retail deposit obligations, as defined by legislation.  The said
Federal Law provides for the payment of indemnities to the bank's
depositors, including individual entrepreneurs, in the amount of
100% of the balance of funds but not more than 1.4 million rubles
per depositor.

According to reporting data, as of September 1, 2016, LLC CB
IMoneyBank ranked 150th in terms of assets in the Russian banking

U N I T E D   K I N G D O M

ALLIANCE AUTOMOTIVE: Moody's Affirms B1 CFR, Outlook Stable
Moody's Investors Service has affirmed Alliance Automotive Holding
Limited's ('AAG' or 'the company') corporate family rating (CFR)
of B1, and the probability of default rating (PDR) of B1-PD.
Concurrently, Moody's has affirmed the B2 instrument rating on the
EUR460 million existing senior secured notes issued by Alliance
Automotive Finance Plc, and assigned a B2 instrument rating to the
EUR180 million tap, issued by the same entity. The outlook on all
ratings is stable.


The net proceeds of the tap issuance will be used to fund AAG's
further acquisitive growth. On August 10, 2016, AAG signed a
conditional agreement to acquire FPS Distribution Ltd ('FPS'), the
Autoparts Distribution division of Lookers Plc, a UK based car
dealership. The total purchase price consideration, calculated on
a debt and cash free basis, amounts to GBP120 million and the
transaction is expected to complete by the early November 2016.

In FY2015, FPS generated revenue and EBITDA of GBP219 million and
GBP14.5 million, respectively, implying a pre-synergies multiple
of around 8x. Management expects the post-synergies multiple to be
around 6-7x, more in line with multiples paid for other strategic
assets in the recent past (e.g. Coler GmbH & Co KG at post-
synergies multiple of 6.8x) and higher than the average blended
post-synergies multiple of around 4-5x for smaller
bolt-on acquisitions made in 2015 and 2016. This higher multiple
paid for FPS reflects the premium valuation for a well established
UK distribution network, which will lift AAG's national and
regional distribution capabilities to the level of its home
market, France.

Pro forma for the FPS acquisition, Moody's expects AAG's adjusted
leverage to increase to around 5.0x as at year-end 2016 (gross
leverage as adjusted by Moody's). Moody's said, "However, we take
comfort from the company's track record in integrating smaller
bolt-on acquisitions, which limits overall M&A execution risks."

In addition, the B1 CFR reflects the company's (1) leading
position in the resilient and less cyclical independent automotive
aftermarket industry in France and the UK; (2) solid integrated
distribution network and recognized brand portfolio covering all
areas in France, the UK and the west of Germany, allowing timely
and multiple deliveries per day and (3) strong current trading
with management reported revenue and EBITDA for the first six
months ending June 2016 up 15% and 41% respectively from the same
period last year.

The CFR also reflects AAG's (1) aggressive debt-funded acquisition
strategy resulting in an expected pro forma Moody's adjusted gross
leverage ratio of around 5.0x at year end 2016, high for its
rating category and limited deleveraging potential; (2) exposure
to competitive pressure from increasing consolidation trends in a
market characterized by limited organic growth; (3) modest size
compared to some of its large automotive part suppliers; and (4)
moderate geographic concentration, with France accounting for 56%
of 2016 EBITDA pro-forma for the 2016 acquisitions.

Pro forma for the tap issuance, Moody's considers AAG's liquidity
position as good, supported by a cash balance of EUR119 million as
at June 2016, as well as net proceeds from the EUR180 million tap
issuance. Furthermore, AAG has access to a fully undrawn EUR65
million Revolving Credit Facility (RCF, increased from EUR50
million in August 2016). The company has built a track-record of
showing strong free cash flow generation driven by disciplined
working capital management and asset light business model with an
annual maintenance capex need of around 1% of net revenue.


The B2 rating on the senior secured notes, one notch below the
CFR, reflects the limited amount of guarantees from operational
entities for the notes, and Moody's view that the liabilities (RCF
and trade payables) rank ahead of the notes in the capital
structure. Both the notes and RCF will benefit from first ranking
security and will be guaranteed by part of the subsidiaries which,
as at June 30, 2016, represented 44.8% and 57% of AAG the group's
EBITDA and total assets, respectively (on a pro forma basis, after
giving effect to the acquisition of the FPS Target Group).


The stable outlook reflects Moody's view that the company's
operating performance will benefit from its acquisition growth
strategy, and will maintain or improve its market position while
generating modest, but positive free cash flow.


"Pro forma for the tap issuance, we do not expect any upward
changes in the rating the next 6-12 months." Moody's said. Upward
pressure on the rating could develop over time if Moody's adjusted
gross Debt/EBITDA ratio falls sustainably below 4.0x and RCF/Debt
ratio stays well above 10%, whilst maintaining a solid liquidity


Downward pressure on the rating could develop if AAG's liquidity
position were to deteriorate, Moody's adjusted gross Debt/EBITDA
ratio sustainably exceeds 5.0x, or RCF/Debt ratio falls below 5%.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.

MARKETPLACE ORIGINATED: Moody's Assigns Ba3 Rating to Cl. D Notes
Moody's Investors Service has assigned the following definitive
ratings to notes issued by Marketplace Originated Consumer Assets
2016-1 plc ("Moca 2016-1"):

   -- GBP114.0 million Class A Notes due October 2024, Definitive
      Rating Assigned Aa3(sf)

   -- GBP7.5 million Class B Notes due October 2024, Definitive
      Rating Assigned A2(sf)

   -- GBP7.5 million Class C Notes due October 2024, Definitive
      Rating Assigned Baa2(sf)

   -- GBP9.0 million Class D Notes due October 2024, Definitive
      Rating Assigned Ba3(sf)

GBP12.1 million Class Z Notes will not be rated.


The definitive rating assignments reflect the transaction's
structure as a static cash securitization of unsecured consumer
loans, originated through a marketplace lending online platform in
the UK. Zopa Limited ("Zopa") (not rated) operates the platform
and manages the underwriting process. P2P Global Investments PLC
(not rated) was the initial lender of the securitized loan
portfolio. The platform provider, Zopa, also acts as the servicer
of the portfolio. Target Servicing Limited (not rated) has been
appointed as back-up servicer of the transaction.

The securitized portfolio consists of unsecured consumer loans to
UK private borrowers. According to the borrower but not verified
by the platform provider these loans are mainly used to finance
cars (36.2%), for debt consolidation (34.0%) and for home
improvements (22.3%). The portfolio consists of 27,137 contracts
with a weighted average seasoning of 10 months and a maximum loan
term of five years. Most borrowers are employed full-time (89.9%)
and their average outstanding loan balance with Zopa is GBP 5,500.

According to Moody's, the transaction benefits from: (i) a
granular portfolio originated through the Zopa marketplace lending
platform, (ii) a static structure that does not allow to buy
additional receivables after closing, (iii) continuous portfolio
amortization from day one, (iv) an independent cash manager and
liquidity provided through two reserve funds, (v) an appointed
back-up servicer at closing, and (vi) credit enhancement provided
through subordination of the notes, reserve funds and excess

Moody's notes that the transaction may be negatively impacted by:
(i) misalignment of interest between the platform provider Zopa
and investors who refinance the loans, (ii) the fact that Zopa
does not retain a direct economic interest in the securitized
portfolio, (iii) the limited historical data that does not cover a
full economic cycle, (iv) a higher fraud risk due to the online
origination process, (v) an unrated servicer with limited
financial strength, and (vi) the regulatory uncertainty due to the
still developing regulation for the marketplace lending segment.

Moody's analysis focused, amongst other factors, on (i) historical
performance data, (ii) the loan-by-loan data for the securitized
portfolio including internal and external credit scores, (iii) the
credit enhancement provided by subordination, the reserve fund and
excess spread, (iv) the liquidity support available in the
transaction by way of principal to pay interest and the liquidity
reserve for the most senior outstanding class of notes, and (v)
the appointment of the back-up servicer at closing.


Moody's determined the portfolio lifetime expected defaults of
7.0%, expected recoveries of 5% and Aaa portfolio credit
enhancement ("PCE") of 35.0% related to the loan portfolio.
Moody's said, "The expected defaults and recoveries capture our
expectations of performance considering the current economic
outlook, while the PCE captures the loss we expect the portfolio
to suffer in the event of a severe recession scenario." Expected
defaults and PCE are parameters used by Moody's to calibrate its
lognormal portfolio default distribution curve and to associate a
probability with each potential future default scenario in the
ABSROM cash flow model to rate Consumer ABS.

Portfolio expected defaults of 7.0% are higher than the EMEA
consumer loan average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account (i) limited
historical performance data of the loan book of the originator,
(ii) benchmark transactions, (iii) the current economic
uncertainty in the UK, and (iv) a rather new originator with a new
business concept compared to classical loan origination.

Portfolio expected recoveries of 5% are lower than the EMEA
consumer loan average for unsecured consumer loans and are based
on Moody's assessment of the lifetime expectation for the pool
taking into account (i) the limited strength and experience of the
servicer (ii) historical performance of the loan book of the
originator, and (iii) benchmark transactions.

The Aaa PCE of 35.0% is higher than the EMEA consumer loan average
and is based on Moody's assessment of the pool taking into account
the relative ranking of the platform provider to originator peers
in the EMEA consumer loan market. The PCE level of 35.0% results
in an implied coefficient of variation ("CoV") of 40.8%.


The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in
September 2015.

The ratings address the expected loss posed to investors by the
legal final maturity of the notes. In Moody's opinion, the
structure allows for timely payment of interest on the class A
notes and the ultimate payment of interest and principal at par on
the class A to D notes, on or before the legal final maturity.
Moody's ratings address only the credit risks associated with the
transaction. Other non-credit risks have not been addressed but
may have a significant effect on yield to investors.

Provisional ratings were assigned on September 20, 2016.



Significantly better-than-expected performance of the securitized
portfolio would lead to an upgrade of the ratings, all else being


Factors that may cause a downgrade of the rated notes include: (i)
a decline of the performance of the pool beyond our expectations,
(ii) a significant deterioration of the credit profile of the
servicer, or (iii) unexpected, negative changes in the regulatory
or market environment of the marketplace lending segment.


Moody's used its cash flow model Moody's ABSROM as part of its
quantitative analysis of the transaction. Moody's ABSROM model
enables users to model various features of a standard European ABS
transaction -- including the specifics of the loss distribution of
the assets, their portfolio amortization profile and yield. On the
liability side of the ABS structure subordination and reserve


In rating consumer loan ABS, default rate and recovery rate are
two key inputs that determine the transaction cash flows in the
cash flow model. Parameter sensitivities for this transaction have
been tested in the following manner: Moody's tested six scenarios
derived from a combination of mean default rate: 7.0% (base case),
7.5% (base case + 0.5%), 8.0% (base case + 1.0%) and recovery
rate: 5.0% (base case), 0% (base case - 5%).

The model output results for the class A notes under these
scenarios vary from Aa3 (base case) to A2 assuming the mean
default rate is 8.0% and the recovery rate is 0%, all else being
equal. Parameter sensitivities provide a quantitative/model
indicated calculation of the number of notches that a Moody's
rated structured finance security may vary if certain input
parameters used in the initial rating process differed. The
analysis assumes that the deal has not aged. It is not intended to
measure how the rating of the security might migrate over time,
but rather how the initial model output for the class A notes
might have differed if the two parameters within a given sector
that have the greatest impact were varied. Model output results
for the class B to D notes are shown in the New Issue report for
this securitization.

REDTOP ACQUISITIONS: S&P Affirms B Rating on Sec. Loans Due 2020
S&P Global Ratings affirmed its 'B' issue rating on the senior
secured term loans due 2020, borrowed by Redtop Acquisitions Ltd.
(B/Stable/--), a Jersey-based intermediate holding company of
patent renewal services provider CPA Global.  However, S&P has
revised down its recovery rating to '4' from '3' following the
announcement of a proposed รบ191 million increase in the size of
the facility.

S&P will withdraw its 'CCC+' issue rating on the second-lien debt
due 2021, following confirmation that it has been repaid.

The issuance of approximately GBP191 million senior secured,
first-lien debt will be executed under the existing first-lien
debt documentation.  As such, the additional debt will be fungible
with the existing facilities, and drawn in euros and U.S. dollars.

Redtop intends to use the proceeds, combined with about GBP23
million in cash, to fully repay its existing second-lien debt,
which is due in 2021.

Recovery prospects are in the lower half of the 30%-50% range;
supported by the absence of prior-ranking debt in the capital
structure, but constrained by a modest security package, the
covenant-lite nature of the term loan, and the existence of
material debt baskets in the documentation.

S&P's hypothetical default scenario assumes weaker operating
performance in a deteriorating economy, exacerbated by tough
competition and a potential adverse regulatory environment if the
European unitary patent is implemented.

S&P values the group as a going concern, underpinned by its
leading worldwide position in the niche patent renewal market, its
established network, and long-standing customer relationships.

Simulated Default Assumptions:
   -- Year of default: 2019
   -- EBITDA at emergence: GBP67 million
   -- Implied enterprise value multiple: 5.0x
   -- Jurisdiction: Jersey

Simplified Waterfall:
   -- Gross enterprise value at default: GBP335 million
   -- Administrative costs: GBP16 million
   -- Net value available to creditors: GBP319 million
   -- First-lien debt claims: GBP810 million*
      -- Recovery expectation: 30%-50% (lower half of the range)
*All debt amounts include six months of prepetition interest.

SKIPTON BUILDING: Moody's Affirmed Ba2(hyb) Pref. Stock Rating
Moody's Investors Service affirmed the long-term deposits ratings
of Skipton Building Society at Baa2. The outlook on the deposit
ratings has been changed to positive from stable. The affirmation
of the long-term rating is driven by the affirmation of Skipton's
baa2 BCA. Moody's has also affirmed the society's Prime-2 short-
term deposit ratings, the Baa3 subordinated rating, the Ba2(hyb)
pref. stock non-cumulative issued by Scarborough Building Society
and the A2(cr)/Prime-1(cr) Counterparty Risk Assessment (CRA).



The change in the outlook on Skipton's deposit ratings reflects
(1) a now established track record of stable profitability which
more than offsets pressures which may materialize due to the
impact of the prolonged period of uncertainty following the
outcome of the UK referendum on revenues, asset quality and
profitability; (2) additional progress reducing downside risk
arising from legacy portfolios and; (3) the maintenance of strong
capital and funding levels. The society has made material progress
improving its credit fundamentals since 2009 and has spent the
last three years simplifying its business model following the
disposal of a number of subsidiaries. Although Moody's believes
that the challenges posed by the negative operating environment
following the UK decision to leave the EU will prevent further
material improvements, we believe that the entity will be able to
maintain a relatively strong performance.


The affirmation of the rating continues to reflect Skipton's (1)
reduced organizational complexity; (2) the profit diversification
provided by its real estate agency division, Connells; (3)
improved asset risk; and (4) strengthened capital position.
Skipton's baa2 BCA also reflects its solid retail deposit funding
base and adequate liquidity.

What Could Change the Rating -- Up

Skipton's ratings could be upgraded if the BCA is also upgraded
following (1) the further reduction of downside risk from legacy
portfolios; (2) the preservation of a less complex organizational
structure; and (3) the maintenance of strong capital and
profitability metrics in the face of strong headwinds arising from
the challenging operating environment in the UK.

Skipton's senior unsecured program and deposits ratings could also
be upgraded if the society were to issue a significant amount of
long-term debt.

What Could Change the Rating -- Down

The current ratings include a deterioration in profitability
driven by increased competition and a more normalized cost of
risk. However, Skipton's BCA could be downgraded following any
material deterioration in asset quality and profitability
difficulties at one of its major subsidiaries, especially
Connells, leading to a drain on resources (either financial or
managerial) away from the core lending franchise.

A downward movement in Skipton's BCA would likely result in
downgrades to all ratings.

The principal methodology used in these ratings was Banks
published in January 2016.

List of Affected Ratings


   Issuer: Skipton Building Society

   -- LT Bank Deposits (Foreign Currency and Local Currency),
      Affirmed Baa2 Positive From Stable

   -- ST Bank Deposits (Foreign Currency and Local Currency),
      Affirmed P-2

   -- Senior Unsecured MTN, Affirmed (P)Baa2

   -- Subordinate MTN, Affirmed (P)Baa3

   -- Subordinate Regular Bond/Debenture, Affirmed Baa3

   -- Adjusted Baseline Credit Assessment, Affirmed baa2

   -- Baseline Credit Assessment, Affirmed baa2

   -- Counterparty Risk Assessment, Affirmed A2(cr)

   -- Counterparty Risk Assessment, Affirmed P-1(cr)

   Issuer: Scarborough Building Society

   -- Pref. Stock Non-cumulative, Affirmed Ba2 (hyb)

Outlook Actions:

   Issuer: Skipton Building Society

   -- Outlook, Changed To Positive From Stable

TG ENGINEERING: 65 Jobs Saved Following Rescue Deal
Stephen Farrell at Insider Media reports that about 65 jobs have
been saved at TG Engineering, which supplies parts to the
aerospace industry, after it was acquired out of administration.

The company initially experienced difficulties in 2015 and entered
into a company voluntary arrangement (CVA), Insider Media
recounts.  However, losses continued resulting in the need to
appoint administrators, Insider Media relays.

The problems are said to have stemmed from price pressures
generally within the aerospace industry, Insider Media notes.

Richard Saville and Andrew Cordon of Corporate Financial Solutions
(CFS) were appointed as joint administrators of TGE Realisations
Ltd., formerly TG Engineering Ltd., on September 26, 2016, Insider
Media relates.

According to Insider Media, the business was advertised for sale
and the administrators received a number of expressions of
interest, culminating in the successful deal completed on
Sept. 28.

TG Engineering is a specialist engineering business based in
Ferndown.  It provides precision-engineered parts to the aerospace


* EUROPE: EC Proposes Early Warning System for Company Insolvency
Francesco Guarascio at Reuters reports that an external early
warning system for companies at risk of insolvency is central to a
European Commission's draft proposal to cut the region's
bankruptcy problem and help banks recoup bad loans.

Non-performing loans (NPLs) on the euro zone's main lenders'
balance sheets neared EUR1 trillion (US$1.1 trillion) last year,
about 9% of the bloc's gross domestic product, hitting banks'
ability to make money on corporate lending, Reuters recounts.

EU data shows corporate insolvencies spiked after the 2007-08
financial crisis and are still much higher than before, with half
of new firms not surviving their first five years, pushing up
unemployment rates in still weak economies, Reuters discloses.

In a bid to tackle the problem, the Commission wants common EU
rules to help troubled companies restructure their business and
avoid bankruptcy, a draft law seen by Reuters said.  This should
also allow creditors to recover more easily their loans, Reuters

In Western European countries, nearly 175,000 bankruptcies were
recorded last year, up from 130,000 in 2007 before the financial
crisis struck Europe, Reuters relays, citing data from

World Bank data shows banks' non-performing loans as a share of
total loans grew threefold in Italy to almost 18%, the highest in
the euro zone after Greece, nearly five times in Portugal and
almost seven times in Spain between 2007 and 2015, Reuters

Banking and business representatives welcomed the Commission's
draft proposal, which will be finalized and unveiled on Oct. 25,
according to the EU Executive's agenda, in the hope it will help
reverse Europe's insolvency trend, Reuters notes.

The Commission wants an early warning system involving "external
intervention" when firms first show signs of stress, Reuters

According to Reuters, an industry official said this may be
triggered by banks or accountants and lead to a restructuring to
salvage the healthy parts of the business, although corporate
trade associations would prefer a "voluntary" warning from inside
a company.

The draft said in a concession to the business lobby, the
Commission proposed a 4-month grace period to allow companies to
restructure without servicing their debt and tax repayment plans
if they are pursuing genuine restructuring, Reuters relates.

The plan aims to avoid lengthy litigation and bankruptcies and
would rely instead on mediators and supervisors, while creditors
will have a say in restructurings, with majority decisions
removing the scope for minority shareholder holdouts, Reuters

Western Europe insolvencies have fallen from a 2013 peak when
nearly 193,000 companies filed for bankruptcy, but are more than
three times higher than in 2007 in Italy and Portugal, Reuters

Bankruptcies represent only a fraction of liquidations, as
micro-enterprises usually close without insolvency proceedings,
Reuters notes.

According to Reuters, the Commission proposal will need approval
from the Council of EU states and the European Parliament before
becoming law and EU countries will then have to translate it into
their own laws.

* BOOK REVIEW: Oil Business in Latin America: The Early Years
Author: John D. Wirth Ed.
Publisher: Beard Books
Softcover: 282 pages
List price: $34.95
Review by Gail Owens Hoelscher

Buy a copy for yourself and one for a colleague on-line at
This book grew out of a 1981 meeting of the American Historical
Society. It highlights the origin and evolution of the stateowned
petroleum companies in Argentina, Mexico, Brazil, and

Argentina was the first country ever to nationalize its
petroleum industry, and soon it was the norm worldwide, with the
notable exception of the United States. John Wirth calls this
phenomenon "perhaps in our century the oldest and most
celebrated of confrontations between powerful private entities
and the state."

The book consists of five case studies and a conclusion, as

* Jersey Standard and the Politics of Latin American Oil
Production, 1911-30 (Jonathan C. Brown)
* YPF: The Formative Years of Latin America's Pioneer State
Oil Company, 1922-39 (Carl E. Solberg)
* Setting the Brazilian Agenda, 1936-39 (John Wirth)
* Pemex: The Trajectory of National Oil Policy (Esperanza
* The Politics of Energy in Venezuela (Edwin Lieuwen)
* The State Companies: A Public Policy Perspective (Alfred
H. Saulniers)

The authors assess the conditions at the time they were writing,
and relate them back to the critical formative years for each of
the companies under review. They also examine the four
interconnecting roles of a state-run oil industry and
distinguish them from those of a private company. First, is the
entrepreneurial role of control, management, and exploitation of
a nation's oil resources. Second, is production for the private
industrial sector at attractive prices. Third, is the
integration of plans for military, financial, and development
programs into the overall industrial policy planning process.
Finally, in some countries is the promotion of social
development by subsidizing energy for consumers and by promoting
the government's ideas of social and labor policy and labor

The author's approach is "conceptual and policy oriented rather
than narrative," but they provide a fascinating look at the
politics and development of the region. Mr. Brown provides a
concise history of the early years of the Standard Oil group and
the effects of its 1911 dissolution on its Latin American
operations, as well as power struggles with competitors and
governments that eventually nationalized most of its activities.
Mr. Solberg covers the many years of internal conflict over oil
policy in Argentina and YPF's lack of monopoly control over all
sectors of the oil industry. Mr. Wirth describes the politics
and individuals behind the privatization of Brazil's oil
industry leading to the creation of Petrobras in 1953. Mr. Duran
notes the wrangling between provinces and central government in
the evolution of Pemex, and in other Latin American countries.
Mr. Lieuwin discusses the mixed blessing that oil has proven for
Venezuela., creating a lopsided economy dependent on the ups and
downs of international markets. Mr. Saunders concludes that many
of the then-current problems of the state oil companies were
rooted in their early and checkered histories." Indeed, he says,
"the problems of the past have endured not because the public
petroleum companies behaved like the public enterprises they
are; they have endured because governments, as public owners,
have abdicated their responsibilities to the companies."
Jonh D. Wirth is Gildred Professor of Latin American Studies at
Standford University.


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

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

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


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

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

Copyright 2016.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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