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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, November 29, 2019, Vol. 20, No. 239

                           Headlines



F I N L A N D

MEHILAINEN OY: S&P Affirms B Issuer Credit Rating, Outlook Stable


F R A N C E

ANDROMEDA INVESTISSEMENTS: Moody's Affirms B2 CFR, Outlook Stable
SEQENS GROUP: Moody's Lowers CFR to B3; Alters Outlook to Stable


G E R M A N Y

WEPA HYGIENEPRODUKTE: Moody's Alters Outlook on Ba3 CFR to Stable


G R E E C E

ESTIA MORTGAGE II: S&P Raises Class A Notes Rating to 'BB+'
FOLLI FOLLIE: Reaches Preliminary Restructuring Deal with Creditors


I R E L A N D

AVOCA CLO XI: Moody's Affirms Ba2 Rating on EUR27.5MM Cl. E-R Notes
TAURUS 2019-4: Moody's Assigns (P)Ba1 Rating to EUR14MM Cl. E Debt


L U X E M B O U R G

ARVOS BIDCO: S&P Cuts Issuer Rating to B-, Outlook Stable


N E T H E R L A N D S

AMG ADVANCED: S&P Alters Outlook to Negative & Affirms 'BB-' ICR


N O R W A Y

KONGSBERG AUTOMOTIVE: S&P Alters Outlook to Neg. & Affirms B+ ICR


R U S S I A

KRASNOYARSK KRAI: S&P Affirms 'BB' Long-Term ICR, Outlook Stable


S P A I N

VALENCIA: S&P Affirms 'BB/B' Issuer Credit Ratings, Outlook Stable


U N I T E D   K I N G D O M

BONMARCHE: Peacocks Set to Rescue Business; 30 Stores to Close
EDDIE STOBART: Ex-Boss Says Shareholders Back Rescue Proposal
EMAS CHIYODA: Dec. 6 Proofs of Debt Submission Deadline Set
NANDO'S: Billionaire Owner Refinances GBP128 Million of Debt
TATA STEEL: Expects to Cut 1,000 Jobs Across United Kingdom

UNIQUE PUB: S&P Raises Class A4 Notes Rating to 'BB+ (sf)'


X X X X X X X X

[*] BOOK REVIEW: Transnational Mergers and Acquisitions

                           - - - - -


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MEHILAINEN OY: S&P Affirms B Issuer Credit Rating, Outlook Stable
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S&P Global Ratings affirmed its 'B' issuer credit rating and stable
outlook on Mehilainen Oy, and its 'B' issue ratings on the upsized
senior secured first-lien term loan, due August 2025. S&P  also
affirmed its 'CCC+' issue rating on the group's EUR200 million
secured second-lien, due August 2026.

S&P said, "Under the current rating level, we see limited headroom
for underperformance of the group's underlying business, and for
potential headwinds in consolidating the enhanced group.
Finland-based private health care services provider Mehilainen's
proposed acquisition of Pihlajalinna is expected to close by the
end of the second or third quarter of 2020, subject to a final
decision by the Finnish health care regulator (likely to be in the
second or third quarter of 2020), and a successful tender offer to
Pihlajalinna's existing shareholders (a minimum 90% acceptance
level is required, and there is about 63.2% acceptance to date).
Following the transaction's closure, we see limited headroom under
our ratings for any operational underperformance that relates to
the realization of anticipated synergies, or faltering underlying
growth of the business. We forecast contained external
value-accretive investments of up to EUR50 million per year, and
consistently positive free operating cash flow (FOCF) generation.
Any bolt-on activity beyond these levels will likely entail
additional borrowings, which would weigh on the rating.

"Under our base case, we see it as essential for the group's
debt-reduction prospects that it achieves at least 50% of its
overall synergy target, which is about EUR20 million for the
combined group in FY2021. The combined group's business plan
expects synergy levels to increase to about EUR33 million per year
from FY2022, once the acquisition is in the ramp-up phase. This
will largely be achieved through consolidation of clinics in
overlapping areas, joint venture profitability improvements (for
example, through the increase of intra-group sales), and unit
productivity (applying Mehilainen's standard operating procedures).
We remain cautious in our base case about the effect of unit
productivity in quantitative terms, while we think that cost
savings from unit consolidation (albeit with some time lag) and
joint venture improvements are easier to achieve."

In addition to the aforementioned synergies, the group expects to
make EUR12 million-EUR17 million of annual cost savings from FY2020
onward at Pihlajalinna's level following the implementation in June
2019 of an efficiency improvement program.

S&P said, "If successful in achieving these levels of synergies,
and provided there are no headwinds in Mehilainen's stand-alone
underlying operating performance, we think that the group will be
on track to achieve a combined group EBITDA approaching EUR180
million-EUR200 million (pre-International Financial Reporting
Standards [IFRS] 16). This would allow it to reduce debt to below
7.0x on an S&P Global Ratings-adjusted basis--12-18 months
following the transaction's closure--and maintain strong positive
FOCF generation of over EUR10 million.

"In our adjusted debt calculations, we exclude cash on balance
sheet, given the group's majority private-equity ownership, and we
incorporate about EUR550 million of operating lease obligations
following IFRS 16 implementation. We expect these to decrease
modestly, owing to clinic consolidation in some of the group's
overlapping areas.

"While we think that the overall integration of the enhanced
business will likely be testing for the group, Mehilainen has a
good track record of integrating sizable acquisitions--such as
Mediverkko in 2015, which was broadly similar in size to
Pihlajalinna in terms of revenue and EBITDA contribution."

The group should continue to benefit from solid organic growth
prospects, despite its significantly enhanced size and uncertainty
over the upcoming health-care system reform. With consolidated
reported revenue and EBITDA of about EUR1.4 billion and EUR140
million in FY2018, the combined group is set to be the largest and
most comprehensive private health and social care services provider
in Finland. Through Pihlajalinna, Mehilainen is further expanding
in the public outsourcing segment (which accounted for about 60% of
Pihlajalinna's reported revenue in FY2018), most notably in
holistic outsourcing, where it historically had a limited presence.
Contracts in this segment are primarily run through joint ventures
with municipalities, encompassing specialized care (orthopaedics,
surgery, neurology, cardiology, and so on), and other services,
such as physician recruitment. Holistic outsourcing contracts are
long-term (10-15 years), and are based on fixed price (payable upon
full health-care service provision, and not just single
procedure).

Despite this good revenue visibility, these are typically low
margin contracts, because specialized care services tend to be
costly. As a result, we consider it important for private providers
to maintain sound operating efficiency, to ensure they are able to
cope with any sudden strain on costs.

S&P said, "Growth prospects for private providers remain solid, in
our view. This is despite the previous Finnish government's failure
to push through long-awaited health care system reform (SOTE
reform)--which subsequently led to April's general election--and
the current legislation's intention to keep a large share of social
and health care in the hands of public bodies (counties as opposed
to municipalities). Rising health care costs often run at over 50%
of the operating costs of municipalities, and are weighing on
public sector budgets. We think private players' scale and scope
will continue to make them preferred partners for health and social
care services. We also acknowledge that Pihlajalinna has a healthy
pipeline of potential tenders."

Social care reform will be the main underlying business challenge
in the near to medium term. The main business hurdle for Mehilainen
in the near future will be ongoing headwinds in the social-care
segment, where the group's profitability suffered in the first nine
months of 2019. Overall operating margin in the social-care segment
is not only behind budget, but also declining year-on-year (14.0%
compared with 16.1% previously). S&P understands that following the
care-quality scandal that led to the resignation of Esperi's CEO in
early 2019, elderly-care standard checks performed by the regulator
across private operators are increasing. Furthermore, the new
government recently announced the intention to increase the minimum
nurse-to-patient ratio to 0.7x (from 0.5x; expected to be in effect
by the end of 2019). Even though there is still uncertainty
regarding the timeline of the implementation process (with the
likely transition period being 2020-2022), owing to a nationwide
shortage of skilled nurses, this will likely continue to weigh on
private operators' profits.

S&P said, "The stable outlook reflects our view that Mehilainen
will be able to smoothly integrate Pihlajalinna into the wider
group and realize meaningful synergies from the combined
businesses. It also reflects our expectations that the group will
not face any deterioration in its organic growth prospects,
particularly in the social care segment. Under these conditions, we
forecast that Mehilainen should be able to reduce debt to below
7.0x on an adjusted basis by FY2021, while maintaining fixed charge
cover of above 1.5x. Such a debt-reduction path is also contingent
on Pihlajalinna improving its profitability on a stand-alone basis
following the implementation of its operational efficiency
program.

"We could lower our ratings on Mehilainen if, contrary to our base
case, we see that the group is experiencing operational headwinds
owing to the integration of Pihlajalinna into the wider group, and
is not on target to realize a sufficient level of combined
synergies, such that reported EBITDA does not exceed the EUR180
million-EUR200 million range we forecast by FY2021. This could also
come about if we see that Pihlajalinna is unable to fully realize
the anticipated synergies from its efficiency improvement program,
which is underway, and if the group experienced noticeable
difficulties in its external operating environment.

"Alternatively, we could consider lowering our ratings on
Mehilainen if the group attempted another sizable debt-funded
acquisition or a series of smaller bolt-on acquisitions, which in
our view would further increase the execution risk.

"Under such a scenario, we would likely see adjusted debt to EBITDA
of above 7.0x and fixed charge cover of closer to 1.5x.

"A ratings upgrade is unlikely, at least in the near term, given
both the level of investments Mehilainen needs in order to
integrate Pihlajalinna into the wider group, and our expectations
for continued selective bolt-on mergers and acquisitions (M&A)
activity. Nevertheless, we would consider an upgrade if the group
reduced debt to below 5.0x on an adjusted basis. In our view, this
would most likely come through a significant out-performance of our
current base case in terms of the level of synergies and the timing
of their realization, and if it maintained strong organic topline
growth of about 15.0%-20.0%, with no meaningful strain on margins
from the social care and public outsourcing segments. Under such a
scenario, an upgrade would also depend on a strong commitment from
the financial sponsor, and an established track record of the group
maintaining adjusted debt leverage at these levels on a sustained
basis."



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ANDROMEDA INVESTISSEMENTS: Moody's Affirms B2 CFR, Outlook Stable
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Moody's Investors Service affirmed the B2 Corporate Family Rating
and B2-PD Probability of Default Rating of Andromeda
Investissements as well as the (P)B2 rating of its EUR100 million
revolving credit facility. Moody's also the assigned a B2 rating to
the EUR489 million senior secured term loan being issued by
Andromeda Investissements to refinance its existing EUR 489 million
term loans. The rating outlook for Andromeda is stable.

Andromeda is controlled by funds advised by private equity firm
CVC. The refinancing of the facilities is motivated by a loan
repricing. The term loans were fully funded in August 2019
following Andromeda's acquisition of 89% of April SA (April), a
leading insurance broker in France.

RATINGS RATIONALE

Corporate Family Rating

The affirmation of the B2 CFR on Andromeda reflects April's strong
business profile and competitive position within the wholesale
broking business in France, its solid profitability and the
resilience and predictability of its earnings. Andromeda's rating
is constrained by its limited diversification outside the French
market and a weak financial profile, with an expected Debt/EBITDA
ratio of between 5x and 6x.

The group's strong business position reflects April's solid brand
name and the quality of its services. Its profitability is
relatively high, with an EBITDA margin (Moody's adjusted) of 22% as
of September 2019. Going forward, Moody's expects the group to
maintain Moody's adjusted EBITDA margins of around 20%. Thanks to
the long duration of its policies, the group benefits from good
earnings recurrence and predictability. While Moody's expects
April's net profit margin to come under pressure from interest
expenses, Moody's anticipates that it will remain in positive
territory at between 5% and 7%.

The rating is constrained by a weak financial profile which results
from the leveraged buy-out. As at September 30, 2019, Moody's
adjusted debt-to-EBITDA ratio was 5.6x. Over the next 12 months,
Moody's estimates a debt-to-EBITDA ratio in the range of 5x-6x,
(EBITDA - capex) interest coverage in the range of 2x-3x, and a
free-cash-flow-to-debt ratio in the range of 4.5%-6%. These metrics
include Moody's standard accounting adjustments.

Ratings to Credit Facilities

Following the acquisition of Evolem's 65.6% equity stake in April,
Andromeda launched a tender offer to buy out the minority
shareholders. This increased Andromeda's ownership stake to 88.9%,
just short of the 90% required to proceed with a "squeeze out" of
the minority owners. Under the terms of the syndicated facility
agreement, as Andromeda did not secure full ownership of April, the
company cannot draw on the RCF until it gets documented at April SA
level.

However, Andromeda is still negotiating with the remaining
shareholders to acquire their shares. If it succeeds and achieves
full ownership of April, all facilities (term loans and RCF) will
rank pari passu, and will be secured by substantially all assets of
April S.A. and its guarantors. This continues to be its central
scenario because of the undergoing negotiations and the group has
no immediate need for an RCF. The liquidity of the group is good
(April's cash balance as of September 2019 was EUR165 million) and
more cash is expected to come from planned business sales and from
the recurrent business. While the group cannot use the RCF at the
moment, the facility is still part of the credit documentation and
could become effective would Andromeda own 100% of April. This is
why Moody's is affirming its (P)B2 provisional rating on
Andromeda's RCF.

If Andromeda could not secure full ownership of April, it might at
some point decide to transfer the RCF to the April level. This
would create structural subordination between Andromeda's term
loans and April's RCF, which would have priority over collateral
enforcement proceeds. While this would not affect the CFR and PD
rating, it would potentially result in a one notch downgrade of the
Andromeda term loan rating, and an upgrade of the RCF rating.

WHAT COULD CHANGE THE RATING UP/DOWN

The rating outlook for Andromeda is stable, reflecting Moody's
expectation that April will maintain solid profitability and will
maintain financial leverage below 6x while growing EBITDA over the
next 12 to 18 months.

Factors that could lead to an upgrade of the CFR include:

  - Adjusted Debt-to-EBITDA ratio below 5x

  - (EBITDA-Capex) coverage of interest exceeding 3x

  - EBITDA margin increasing to above 25%

Factors that could lead to a downgrade of the CFR include:

  - Adjusted EBITDA increasing above 6x

  - FCF/Debt falling below 3%

  - (EBITDA-Capex) coverage of interest falling below 1.5 x

RATINGS LIST

Issuer: Andromeda Investissements

Affirmation:

LT Corporate Family Rating, affirmed B2

Probability of Default Rating, affirmed B2-PD

Senior Secured Revolving Credit Facility, affirmed (P)B2 (LGD3)

Assignments:

Senior Secured Term Loan B3 Facility, assigned B2 (LGD3)

Changed to Definitive from Provisional:

Senior Secured Term Loan B1 Facility, changed to definitive B2
(LGD3) from (P)B2 (LGD3)

Senior Secured Term Loan B2 Facility, changed to definitive B2
(LGD3) from (P)B2 (LGD3)

Outlook Action:

Outlook remains Stable

When the refinancing closes, Moody's expects to withdraw the
ratings from the Term Loan B1 and B2 Facilities, as these will be
repaid.

The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in June 2018.

SEQENS GROUP: Moody's Lowers CFR to B3; Alters Outlook to Stable
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Moody's Investors Service downgraded Seqens Group Holding's
corporate family rating to B3 from B2 and downgraded the
probability of default rating to B3-PD from B2-PD. Concurrently,
Moody's at the same time downgraded to B3 from B2 the instrument
ratings of its equivalent EUR 647 million senior secured term loans
due 2023 and the EUR 90 million senior secured revolving credit
facility due 2022 raised by Seqens Group Bidco, a direct subsidiary
of Seqens. The outlook for both entities has been changed to stable
from negative.

RATINGS RATIONALE

The rating action takes into account Seqens' very high adjusted
gross leverage remaining at around 7.2x debt / EBITDA expected for
the end of 2019, as a result of weaker than expected operating
performance mainly driven by persistent operational issues at the
Limay (France) production site in its CDMO division and some
smaller issues in its solvent & phenols specialties division.
Furthermore, it reflects the group's liquidity remaining tight with
only EUR 10 million to EUR 15 million availability under its EUR 90
million RCF over the next 12-18 months, all cash on balance tied up
in operations and around EUR 45 million -- EUR 50 million of
factored receivables expected by end of 2019.

Seqens' tight liquidity is mainly driven by 2018's acquisition of
PCI synthesis funded by around EUR 50 million drawings under the
RCF, 2019's pay out of deferred payments of EUR 35 million for the
Chemoxy acquisition (EUR26.3 million have been paid out by end of
Q3 19), and a large capex program of around EUR 80 million in 2019
including significant growth projects, which can be and to a
certain extent already have been delayed to preserve liquidity. End
market demand for Seqen's products remains strong and Moody's
expects the solution of the production problems in Limay and two
larger growth projects coming on stream in H2 2020 to reduce
adjusted debt to EBITDA back towards / below 6.5x by the end of
2020.

The B3 CFR reflects the company's (1) good business profile with
defensible market positions in Europe in mostly non-cyclical and
resilient end markets, with high regulatory requirements and need
for quality providing relevant barriers to entry; (2) growing focus
on penetrating the more profitable and resilient pharmaceutical
industry, with the recent acquisition PCI Synthesis in June 2018
and the acquisition of PCAS in 2017 in line with this strategy; (3)
long-term customer relationship and strategic location close to its
end customers; (4) healthy underlying EBITDA margin at mid-teens,
resulting in a good operating cash generation which should enable
the group to deleverage its balance sheet throughout the next 12 --
18 months.

These positives are balanced by the company's (1) moderate size and
moderate international scale compared to much larger and
diversified global competitors; (2) sensitivity to raw material
price volatility, especially benzene, albeit tempered by the
natural hedge provided by its vertically integrated business model;
(3) exposure to GDP-linked and some lower margins products of its
solvent and phenol specialties division, although the integration
of PCAS, Chemoxy and PCI Synthesis improved the business profile by
adding more value-added products (4) very high adjusted gross
leverage expected at 7.2x by December 2019, which Moody's expects
only to reduce back to below 6.5x by end of 2020; and its (5)
aggressive financial policy as evidenced by the continuous
execution of its buy and build strategy through partially debt
financed acquisitions and the significant investment program,
despite tight liquidity.

LIQUIDITY PROFILE

Moody's views the company's liquidity position as tight, as the
group's cash on balance sheet is around EUR 35 - 40 million at the
end of September 2019 and is fully tied up in the group's day to
day business. This leaves Seqens with limited headroom for
operating underperformance or cost overruns in its capex program as
its EUR 90 million committed RCF maturing in 2022 was drawn at EUR
76 million by the end of September 2019. This was mainly driven by
the acquisition of PCI Synthesis in 2018, EUR 26.3 million of
deferred payments for the Chemoxy acquisition in 2017 and ongoing
growth capex spending.

Moody's does not project significant build-up of cash over the next
12 months as cash flows from operations will largely fund ongoing
investments into new production capacity. In case of significant
operating underperformance Moody's expects the company to pause /
delay growth projects as partially done in the first half of 2019.

The company has a springing net leverage covenant which is tested
on its RCF when it is drawn by more than 35%. The headroom is
anticipated to be sufficient, given the covenant has been set at
7.0x and stands at around 6.0x by end of September 2019 and is
likely to decline afterwards, gradually.

STRUCTURAL CONSIDERATIONS

The existing senior secured term loans and revolving credit
facility rank pari passu, benefit from upstream guarantees from
Seqens' material subsidiaries and are secured by a pledge over
mainly the shares, bank accounts and intra-group receivables of the
parent and borrowers.

The B3 rating of these facilities is in line with the CFR and
reflects the all senior pari passu debt structure.

GOVERNANCE

The company is owned by a consortium of private equity firms led by
the listed group Eurazeo. Private equity funds tend to have higher
tolerance for leverage, a greater propensity to favor shareholders
over creditors as well as a greater appetite for M&A to maximize
growth and their return on their investment. Eurazeo's decision to
fund the acquisition of PCI synthesis partially by drawings under
the RCF and running a considerable investment program without
strengthening Seqens' tight liquidity reflects in its view a fairly
aggressive and shareholder oriented financial policy.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Seqens' strong and fairly resilient
business profile with large end market exposure to the
pharmaceuticals. Seqens is expected to operate with tight but
positive liquidity headroom throughout the next 12-18 months, as a
result of around EUR 75 million -- EUR 80 million drawn under its
EUR 90 million RCF and the usage of almost all its cash flows
generated from operations to fund deferred acquisition payments and
significant organic investments in 2019 / 2020.

WHAT COULD CHANGE THE RATINGS UP/DOWN

An upward revision of the rating would likely result from (1)
adjusted EBITDA margins remaining in mid-teens; (2)
Moody's-adjusted leverage ratio declining below 6.0x on a sustained
basis and; (3) restoring the group's liquidity to historic levels
on a sustainable basis and (4) material positive cash flow
generation.

Downward pressure on the rating could occur if (1) the group's
liquidity deteriorates further, (2) adjusted EBITDA margins decline
to below 10% on a sustained basis; (3) FCF remains negative in 2020
and beyond; (4) Moody's-adjusted debt/EBITDA ratio does not reduce
over the next 12- 18 months; and (5) operational issues persist and
continue to materially affect the group's performance in 2022.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemical
Industry published in March 2019.

COMPANY PROFILE

Headquartered in Lyon, France, Seqens is an integrated global
leader in pharmaceutical synthesis and specialty ingredients. The
company's products are used in everyday applications including
pharmaceuticals and healthcare, cosmetics and fragrances as well as
food and feed, home care and environment.



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WEPA HYGIENEPRODUKTE: Moody's Alters Outlook on Ba3 CFR to Stable
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Moody's Investors Service assigned a B1 rating to the proposed
senior secured floating rate bond due 2026 and senior secured fixed
rate bond due 2027 issued by WEPA Hygieneprodukte GmbH.
Concurrently, Moody's has affirmed the Ba3 corporate family rating
and Ba3-PD probability of default rating of WEPA and changed the
outlook on the ratings to stable from negative.

Moody's expects to withdraw the current B1 rating of WEPA's
existing senior secured bonds due 2024 following the completion of
the envisaged refinancing transaction.

"Today's rating action reflects the improved pricing situation in
the European tissue products market which leads to increased
Moody's-adjusted EBITDA margin of around 11.5% and decreased
leverage reaching a level that is more commensurate with the Ba3
rating for the 12 months ended September 2019", says Dirk
Steinicke, Moody's lead analyst for WEPA. "Nevertheless, following
the envisaged refinancing transaction WEPA ratings remain weakly
positioned in the Ba3 rating for some time considering the
ambitious growth plan.", explains Mr. Steinicke.

RATINGS RATIONALE

Operational performance of WEPA, as well as other non-integrated
tissue producers in Europe, is currently on a positive trajectory.
This is primarily because pulp prices have decreased significantly
in the first three quarters 2019 to below historical average levels
from all-time highs in late 2018. Contrary to the rating agency's
previous expectations, a recovery of currently low pulp prices will
take longer. Since the prices of many of Wepa's tissue contracts
are negotiated only on a yearly basis, WEPA is able to pass higher
costs to its customers only with a time lag of about six to 12
months, which has resulted in some profit margin volatility, such
as that seen recently. Because of the time lag, WEPA's
Moody's-adjusted EBITDA margin recovered gradually through 2019
with its expectation of a full year 2019 EBITDA margin of 11.5% to
12%.

Moody's believes that pulp prices will increase again from its
currently low levels, which is below the cash cost for a material
share of global pulp production capacity, in the next two to three
years given that demand for pulp remains strong and there is
limited new pulp capacity coming to the market between 2019 and
2021.

While passing through a part of the high pulp prices to customers
in the short term appears possible for WEPA, it remains uncertain
whether the company will be able to structurally return its EBITDA
margin towards the level achieved in 2016 of above 14% in the next
12-18 months amid rising pulp prices.

The margin improvement, and, hence, an increase in absolute EBITDA
level, which is needed for WEPA to reduce its leverage ratio below
4.5x (on Moody's adjusted basis) is mainly achieved by a successful
cost pass through, but also through product mix shifts towards
products that are fully or partially based on recycled paper, which
is currently not experiencing price inflation.

WEPA's reported net leverage reached 3.5x for the 12 months ended
September 2019 down from 4.0x for the 12 months ended June 2019,
equivalent to approximately 4.5x Moody's-adjusted gross
debt/EBITDA. In addition, the refinancing transaction could be used
to fund investments into a better cost structure increases the
Moody's-adjusted gross debt/EBITDA by approximately 0.3x. The
maintenance of the Ba3 rating requires an evidence of WEPA
maintaining its EBITDA margin in the low teens in percentage terms,
which is needed for deleveraging towards the company's target
range. The further deleveraging could be achieved once the paper
machine ramps up during Q4 2021 and provides for a better internal
tissue paper production mix that reduces WEPA's production cost
significantly.

Moody's views the company's liquidity profile as adequate following
the refinancing transaction. The proceeds will be used to improve
the company's liquidity profile by repaying the drawings under the
EUR125 million RCF which could be upsized to EUR150 million and
drawdowns under its ABS programme as well as the purchase price
payment for the Greenfield mill acquisition in Q1 2019.
Additionally, cash on the balance sheet will further provide
cushion to invest into a more efficient production setup. WEPA's
reduction in RCF drawing also improves capacity under its springing
net leverage covenant that is tested when the RCF is drawn by at
least 40%, even though Moody's does not expect WEPA to trigger the
test.

WHAT COULD CHANGE THE RATINGS UP/DOWN

The ratings could be downgraded if WEPA is unable to maintain its
Moody's adjusted EBITDA margin into low teens in % terms, leading
to Moody's adjusted debt/EBITDA staying above 4.5x beyond 2019. A
negative rating action could also be triggered by a weakening of
liquidity profile or by a more aggressive approach to its growth
strategy leading to further weakening in credit metrics and/or its
liquidity profile.

The ratings could be upgraded if Moody's adjusted Debt/EBITDA were
to be sustainably maintained around 3.5x with sustainable EBITDA
margins of above 13% and consistently positive free cash flow
generation.

ENVIRONMNENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Despite the fact that the pulp and paper industry is a fairly large
consumer of energy and water in the production processes, with
occasional environmental incidents, Moody's scores it as moderate
risk in its environmental risks heat map. This score means that
Moody's believes that the industry's exposure to environmental risk
is broadly manageable, or it could be material to the credit
quality in the medium to long term (five or more years).

Sustainability is one of the company's strategic priorities. The
company is strengthening this strategy by increasingly producing
toilette tissue from recycled fibre sources and establishing its
hybrid toilette paper. This strategy is further fostered by the
acquisition of Greenfield from Arjowiggins (this plant produces
de-inked pulp from recycled paper used to produce tissue
products).

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Paper and
Forest Products Industry published in October 2018.

COMPANY PROFILE

Headquartered in Arnsberg (Germany), WEPA Hygieneprodukte GmbH is
among the leading producers and suppliers of tissue paper products
in Europe. The company focuses on private-label consumer tissue
products, which generate about 83% of its group sales, with the
remainder generated primarily from tissue solutions for
away-from-home applications. The company operates 13 production
sites across Europe and has around 3,700 employees. WEPA generated
around EUR1.1 billion of sales in 2018. The company operates in
Europe, with an established footprint in Germany, Italy, Benelux,
France, Poland and the UK. WEPA was founded in 1948 by Paul
Krengel. Currently, three Krengel families hold equal shares in the
company.



===========
G R E E C E
===========

ESTIA MORTGAGE II: S&P Raises Class A Notes Rating to 'BB+'
-----------------------------------------------------------
S&P Global Ratings raised to 'BB+ (sf)' from 'BB (sf)' its credit
rating on Estia Mortgage Finance II PLC's class A notes. The class
B and C notes are unaffected by the sovereign rating action.

The upgrade follows S&P's Oct. 25, 2019 raising of its long-term
sovereign credit rating on Greece.

The transaction's performance has slightly improved since S&P's
last full review. As of the July 2019 payment date the delinquency
ratio was 13.3% of the outstanding balance of the portfolio--down
from 14.3% in April 2019. Severe arrears have dropped to 6.1% in
July 2019 from 6.7% in April 2019. The outstanding default ratio
has been 0% since October 2014, following the replacement and
repurchase of loans in late arrears and defaulted.

The available credit enhancement for the class A, B, and C notes
has increased to 27.4%, 10.0%, and 5.9%, respectively as of July
2019 from 26.6%, 9.7%, and 5.8%, respectively in its previous full
review, due to sequential amortization and a non-amortizing reserve
fund. The cash reserve is non-amortizing and currently stands at
EUR31.25 million.

S&P said, "The analytical framework in our structured finance
sovereign risk criteria assesses the ability of a security to
withstand a sovereign default scenario. In our previous review, we
considered the sensitivity for this transaction to be low,
therefore the notes could potentially achieve up to six notches
above the rating on the sovereign. At that time, we decided to
limit the transaction's uplift from the sovereign rating on Greece
to four notches, according to paragraph 23 of the criteria. The
four notches limit was based on our analytical judgment on the
still fragile economic and financial conditions in Greece.

"We now project economic growth in Greece will average 2.5% in
2019-2022, fueled mainly by a recovery in domestic demand. Given
the improved economic environment, the recent lifting of capital
controls, and our positive outlook on the rating on the sovereign,
we have increased the maximum uplift to five notches from four.
Therefore, the highest rating that we can assign to the tranches in
this transaction is five notches above the long-term sovereign
rating on Greece, or 'BBB+ (sf)' as long as the notes are able to
withstand our 'A' stresses.

"Our cash flow analysis shows that the available credit enhancement
for the class A notes is sufficient to withstand the stresses that
we apply at a 'A-' rating level. According to our ratings above the
sovereign criteria, if the notes do not fully sustain our sovereign
default scenario (meaning they pass at 'A-' rather than 'A' when a
sovereign is rated 'BBB-' or below), we may still rate the notes up
to two notches above the sovereign (i.e., 'BB+ [sf]'). Considering
that arrears are far below their 2015 peak, that we have
incorporated any potential performance deterioration in our
arrears' matrix, and that available credit enhancement for the
class A notes has been increasing over time, we applied the full
two notches of uplift above the sovereign rating to the rating on
the class A notes. Considering the results of our cash flow
analysis and the sovereign ratings cap, we have raised to 'BB+
(sf)' from 'BB (sf)' our rating on the class A notes. Estia
Mortgage Finance II is a Greek RMBS transaction backed by Greek
mortgage loans, which Piraeus Bank originated."

FOLLI FOLLIE: Reaches Preliminary Restructuring Deal with Creditors
-------------------------------------------------------------------
Angeliki Koutantou at Reuters reports that Greek jeweler Folli
Follie on Nov. 26 said it has reached a preliminary deal with some
of its creditors over a rescue plan for the company.

Folli has struggled to pay suppliers and workers and keep its
business going since a hedge fund report in May last year
questioned its accounting, Reuters relates.  Its shares have since
been suspended, and the company has been fined by Greece's
securities watchdog, Reuters states.

The firm published delayed audited financial statements for 2017 in
July that showed it had overstated annual revenue by more than EUR1
billion (US$1.1 billion), Reuters recounts.  It also presented an
alternative scheme to bondholders after a previous proposal
collapsed, Reuters notes.

According to Reuters, Folli has outstanding debt of about EUR430
million (US$473.95 million) due this year and in 2021, and needs
the consent of at least 60% of creditors on the rescue plan before
it can file it with Greek courts.

The company has been in talks with bondholders for months and late
on Nov. 26 said it has agreed "in principle" on the terms of its
financial restructuring with a group of unsecured creditors,
Reuters relays.

Folli has also been in "regular discussions" with creditors holding
about 34% of 130 million euros in Swiss notes due in 2021, it said,
who together with the group of unsecured creditors represented
about 41.2% of its overall debt, Reuters notes.

According to Reuters, the restructuring plan includes shutting down
loss-making stores and transferring core business assets to a new
company that will be wholly owned by Folli.

Non-core and real estate assets with an estimated market value of
about EUR90 million will pass to creditors, Reuters states.

Folli has said the plan will be much more beneficial to creditors
than an orderly wind-down or bankruptcy, where it could take five
to seven years for creditors to recover their capital, Reuters
relates.




=============
I R E L A N D
=============

AVOCA CLO XI: Moody's Affirms Ba2 Rating on EUR27.5MM Cl. E-R Notes
-------------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by Avoca
CLO XI Designated Activity Company:

EUR300,000,000 Class A-R-R Senior Secured Floating Rate Notes due
2030, Definitive Rating Assigned Aaa (sf)

EUR20,000,000 Class B-1R-R Senior Secured Fixed Rate Notes due
2030, Definitive Rating Assigned Aa2 (sf)

At the same time, Moody's affirmed/upgraded the following
outstanding notes which have not been refinanced:

EUR27,000,000 Class B-2R Senior Secured Floating Rate Notes due
2030, Affirmed Aa2 (sf); previously on May 26, 2017 Assigned Aa2
(sf)

EUR13,000,000 Class B-3R Senior Secured Floating Rate Notes due
2030, Affirmed Aa2 (sf); previously on May 26, 2017 Assigned Aa2
(sf)

EUR21,000,000 Class C-1R Deferrable Mezzanine Floating Rate Notes
due 2030, Affirmed A2 (sf); previously on May 26, 2017 Assigned A2
(sf)

EUR15,000,000 Class C-2R Deferrable Mezzanine Floating Rate Notes
due 2030, Affirmed A2 (sf); previously on May 26, 2017 Assigned A2
(sf)

EUR23,000,000 Class D-R Deferrable Mezzanine Floating Rate Notes
due 2030, Affirmed Baa2 (sf); previously on May 26, 2017 Assigned
Baa2 (sf)

EUR27,500,000 Class E-R Deferrable Junior Floating Rate Notes due
2030, Affirmed Ba2 (sf); previously on May 26, 2017 Assigned Ba2
(sf)

EUR15,800,000 Class F-R Deferrable Junior Floating Rate Notes due
2030, Upgraded to B1 (sf); previously on May 26, 2017 Assigned B2
(sf)

RATINGS RATIONALE

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

The Issuer has issued the refinancing notes in connection with the
refinancing of the following classes of notes: Class A-R Notes and
Class B-1R Notes due 2030, previously issued on May 26, 2017. On
the 2017 Refinancing Date, the Issuer also issued the Class B-2R
Notes, Class B-3R Notes, the Class C-1R Notes, the Class C-2R
Notes, the Class D-R Notes, the Class E-R Notes and the Class F-R
Notes out of refinancing proceeds. On the refinancing date, the
Issuer will use the proceeds from the issuance of the refinancing
notes to redeem in full the 2017 Refinancing Notes. The Class B-2R
Notes, B-3R Notes, the Class C-1R Notes, the Class C-2R Notes, the
Class D-R Notes, the Class E-R Notes and the Class F-R Notes will
not be refinanced. The terms and conditions of the notes will be
amended accordingly.

On June 05, 2014, the Issuer also issued EUR 58.5 million of
subordinated notes which are not refinanced and will remain
outstanding following the refinancing date. The terms and
conditions of these notes will be amended in accordance with the
refinancing notes' conditions.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans and up to 10% of the
portfolio may consist of unsecured senior loans, second-lien loans
and mezzanine loans. The underlying portfolio is expected to be
fully ramped as of the closing date.

KKR Credit Advisors (Ireland) Unlimited Company will manage the
CLO. It will direct the selection, acquisition and disposition of
collateral on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the transaction's
remaining reinvestment period. Thereafter, subject to certain
restrictions, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations and credit improved obligations.

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

Methodology Underlying the Rating Action:

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

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

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

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

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

Target Par Amount: EUR 500,000,000

Defaulted Par: EUR 0 as of October 2019

Diversity Score: 49*

Weighted Average Rating Factor (WARF): 3012

Weighted Average Spread (WAS): 3.40%

Weighted Average Coupon (WAC): 5.50%

Weighted Average Recovery Rate (WARR): 46.90%

Weighted Average Life (WAL): 6.64 years

* The covenanted diversity score is 50, however Moody's has
modelled the transaction with a diversity score of 49 as the
transaction documents allow for the diversity score calculation to
be rounded up to the nearest whole number. The convention for
diversity score calculations is to round down to the nearest whole
number.

Moody's has analysed the potential impact associated with sovereign
related risk of peripheral European countries. As part of the base
case, Moody's has addressed the potential exposure to obligors
domiciled in countries with local currency country risk ceiling of
A1 or below. Following the effective date, and given the portfolio
constraints, up to 10% of the pool can be domiciled in countries
with local currency government bond rating below Aa3 with a further
constraint of 5% to exposures with local currency government bond
rating below A3. However, the eligibility criteria require that an
obligor be domiciled in a Qualifying Country. At present, all
Qualifying countries have a local currency government bond rating
of at least A3. Therefore at present, it is not possible to have
exposures to countries with a local currency government rating of
below A3. Given this portfolio composition, there were no
adjustments to the target par amount, as further described in the
methodology.

TAURUS 2019-4: Moody's Assigns (P)Ba1 Rating to EUR14MM Cl. E Debt
------------------------------------------------------------------
Moody's Investors Service assigned the following provisional
ratings to the debt issuance of Taurus 2019-4 FIN DAC:

EUR102,030,000 Class A Commercial Mortgage Backed Floating Rate
Notes due 2031, Assigned (P)Aaa (sf)

EUR26,010,000 Class B Commercial Mortgage Backed Floating Rate
Notes due 2031, Assigned (P)Aa3 (sf)

EUR26,010,000 Class C Commercial Mortgage Backed Floating Rate
Notes due 2031, Assigned (P)A3 (sf)

EUR26,010,000 Class D Commercial Mortgage Backed Floating Rate
Notes due 2031, Assigned (P)Baa3 (sf)

EUR14,000,000 Class E Commercial Mortgage Backed Floating Rate
Notes due 2031, Assigned (P)Ba1 (sf)

Moody's has not assigned provisional rating to the Class X Notes of
the Issuer.

Taurus 2019-4 FIN DAC is a true sale transaction backed by a single
loan secured by three properties located in Finland. The largest
property (76.3% of Market Value (MV)) is the Ratina Shopping Centre
in Tampere. The second largest one is the Tikkurila property (10.2%
of MV). It is a mixed-use property located in Helsinki Metropolitan
Area. The Ratina Office property (13.5% of MV), adjacent to the
Ratina Shopping Centre, is currently under construction. The
property is expected to be completed by June 2020. The loan was
originated by Bank of America Merrill Lynch International DAC to
finance the properties.

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavour to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

RATINGS RATIONALE

The rating actions are based on (i) Moody's assessment of the real
estate quality and characteristics of the collateral, (ii) analysis
of the loan terms and (iii) the expected legal and structural
features of the transaction.

The key parameters in Moody's analysis are the default probability
of the securitised loan (both during the term and at maturity) as
well as Moody's value assessment of the collateral. Moody's derives
from these parameters a loss expectation for the securitised loan.
Moody's default risk assumptions are low / medium for the loan.

The key strengths of the transaction include (i) the fact that the
cash trap covenant has been triggered from day-1 (which is
intentional and will remain so until the property under
construction becomes operational), (ii) the very good quality of
the properties, and (iii) strong tenant covenants.

Challenges in the transaction include (i) the high leverage of the
loan without amortisation, (ii) the construction risk from the
office development, (iii) the large exposure of the loan to the
retail sector, and (iv) the pro-rata allocation of proceeds to the
notes provides for a lower cushion against increased concentration
risk following prepayments due to property sales.

The Moody's LTV of the securitised loan at origination is 72.1%.
Although this is relatively high, the expected Moody's LTV at
maturity is 63.7%, achieved through adhering to the loan covenants.
Moody's has applied a property grade of 2.0 for the portfolio (on a
scale of 1 to 5, 1 being the best).

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating EMEA CMBS Transactions" published in November
2018.

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

Main factors or circumstances that could lead to an upgrade of the
ratings are generally (i) an increase in the property values
backing the underlying loan, or (ii) a decrease in the default
probability driven by improving loan performance or decrease in
refinancing risk.

Main factors or circumstances that would lead to a downgrade of the
ratings are generally (i) a decline in the property values backing
the underlying loan, ii) the non-completion of the Ratina Office
development, iii) an increase in the default probability of the
loan, and iv) changes to the ratings of some transaction
counterparties.



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

ARVOS BIDCO: S&P Cuts Issuer Rating to B-, Outlook Stable
---------------------------------------------------------
S&P Global Ratings lowered its issuer and issue ratings on Arvos
Bidco S.a.r.l. (ArvosLux) to 'B-' from 'B'. The recovery rating
remains unchanged at '3' (rounded estimate of 50% recovery).

Profitability is unlikely to recover, despite order book and
revenue growth, leading to a continued shortfall of credit metrics
in FY2020 and FY2021. Over the past 12 months, Arvos was able to
increase its order intake, which translated into a 10% rise in
revenue year over year. However, unfavorable product mix effects,
price pressure, and higher contribution from low-margin regions,
like China and India, more than offset the positive volume effects,
leading to a decline in margins of about 200 bps. S&P said, "For
the next 12-18 months, we expect the increasing revenue trend to
continue, as order backlog as of today is about EUR314 million,
which is slightly higher than one year ago. We expect that EBITDA
margins will remain under pressure due to a weakened product and
geographical sales mix. In nominal terms, we expect for fiscal year
ended March 31, 2020 (FY2020) and FY2021, adjusted EBITDA will
reach about EUR60 million, broadly unchanged compared with FY2019.
This level of EBITDA translates into FFO cash interest coverage of
about 1.7x-1.9x for FY2020 and FY2021, which falls short of our
previous expectation of 2.5x."

Lower working capital outflows will support FOCF. S&P said, "We
expect that FOCF will modestly strengthen over the coming 12-18
months, mainly due to our expectation of lower working capital
outflows. We also expect that capital expenditure (capex) will
remain at about EUR5 million, while R&D expenses are likely to
increase slightly. Lower interest payments due to the declining
LIBOR rate and the reduction of the outstanding term loan B after
the disposal of Raymond Bartlett Snow (RBS) will also support free
cash flow. Overall, we expect neutral FOCF in FY2020 and a modest
improvement to about EUR10 million in FY2021. However, this
improvement is not sufficient to strengthen key credit metrics to
levels adequate for a 'B' rating."

S&P said, "We expect that Arvos will maintain its adequate
liquidity position and will be able to refinance its upcoming
maturities in 2021. Over the next 12-18 months, we expect Arvos
will maintain the level of its cash balance, supported by modestly
positive FOCF, no major acquisitions, and limited debt maturities
until August 2021. We further expect the group will maintain
sufficient covenant headroom, providing additional financial
flexibility in the form of revolving credit facility (RCF)
availability. We expect that the management will address well in
advance the upcoming maturities of its RCF and guarantee facility
maturing in May 2021 and term loan B maturing in August 2021.

"The stable outlook reflects our opinion that Arvos will continue
to post FFO cash interest coverage of more than 1.5x over
2020-2021. Furthermore, we expect the group will generate positive
FOCF over the next 12-18 months. We base this view on our
assumption that the group will show a stable operating performance
and control capex, while maintaining working capital at the current
level. In addition, we expect the group will maintain adequate
liquidity and address well in advance its upcoming maturities in
2021.

"We could lower the rating on Arvos if unexpected adverse
developments occurred, such as a sharp downturn in the global
economy that affected the group's end markets, or caused a steep
drop in demand for Arvos' products. This could weaken the group's
profitability and spark a contraction in FOCF. The rating could
also come under pressure if the group's FOCF became negative as a
result of operating shortfalls or working capital outflows, or if
its FFO cash interest coverage dropped below 1.5x. Additionally, as
we expect refinancing to take place in 2021, a failure to address
this in advance would represent another downward rating trigger.

"We could consider a positive rating action if Arvos was be able to
improve its FFO cash interest coverage ratio to more than 2.5x and
if fully adjusted debt to EBITDA improved to less than 6x, with the
group simultaneously continuing to generate positive FOCF and
maintain at least adequate liquidity. We see such a scenario as
unlikely over the next 12-18 months."



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

AMG ADVANCED: S&P Alters Outlook to Negative & Affirms 'BB-' ICR
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on
Netherlands-based specialty metals producer AMG Advanced
Metallurgical Group N.V. and revised the outlook to negative from
stable.

S&P said, "We also affirmed the 'BB' issue-level rating on the
company's secured revolving credit facility and term loan B. The
recovery rating on both issues is '2'. We also affirmed the 'B'
issue rating on the $325 million of unsecured tax-exempt revenue
bonds. The recovery rating is '6'."

Rapid decline in vanadium prices will spike AMG's leverage to about
9x in 2019.  This is compared to our debt to EBITDA expectation of
about 3x. The sharp rise and rapid fall of vanadium prices led to a
$76 million inventory write-down at AMG's spent catalyst recycling
operations, which will reduce our adjusted EBITDA to about $50
million from S&P's expectation of approximately $150 million.
Higher vanadium inventory and slower sales of finished vanadium
inventory increased AMG's inventory value, which was then sold at
notably lower prices.

Vanadium prices spiked to $55 per pound in late 2018, then declined
to about $12 per pound by October 2019. As vanadium prices peaked,
customers halted purchases and in some cases switched to
alternative high-strength steel alloys such as niobium. S&P said,
"We expect leverage to return to more normalized levels below 4x as
vanadium prices stabilize, albeit lower, and earnings from the
unrelated value-added processing and engineering operations remain
stable. We include impairment costs on inventory in our EBITDA as
the charges for inventory represent a company's recognition in the
income statement of money that it has already spent."

The negative outlook reflects the risk of AMG's leverage remaining
above 4x longer than expected. This could arise if the efforts to
limit vanadium price exposure and inventory write-downs in its
spent catalyst operations do not work as anticipated or if further
price movements across the portfolio further deteriorate metrics.

S&P said, "We would downgrade AMG if credit metrics do not
normalize below 4x and if metals price volatility continues to
affect earnings more than we expect. We could also lower the rating
if larger-than-anticipated FOCF deficits occur from cost overruns
or delays in ongoing development projects. We could also lower the
rating if we assess weakening profitability from supply offtake
agreements.

"We could revise the outlook to stable if credit metrics recover to
about 3x and AMG demonstrates less susceptibility to vanadium
prices, returning to more normalized earnings levels, taking into
account potential price volatility. Expectation of successful
completion of AMG's development projects would also be necessary
for a stable outlook."



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

KONGSBERG AUTOMOTIVE: S&P Alters Outlook to Neg. & Affirms B+ ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Kongsberg Automotive ASA
to negative from stable and affirmed its 'B+' issuer credit rating
on the company. S&P also affirmed its 'BB-' rating on Kongsberg's
senior secured debt.

Kongsberg Automotive ASA generated weaker free operating cash flow
(FOCF) in 2019 that S&P previously expected, and it anticipates
only small improvements until the end of the year.

Kongsberg reported negative FOCF of EUR22 million for the last 12
months ended Sept. 30, 2019 (-5.9% as a percentage of adjusted debt
compared with -5.6% in 2018), compared with S&P's expectation of
positive FOCF (1%-2%). Weaker than expected FOCF mainly stems from
a higher-than-expected built up of working capital and lower
profitability due to unfavorable product (higher share of new
products) and market mix, higher tariffs, and increased Mexican
labor costs.

Tougher auto and truck market conditions could put further pressure
on Kongsberg's profitability and FOCF generation in 2020.

Economic conditions have worsened in recent months because of the
ongoing trade war between the U.S. and China, resulting in a
downturn in global trade. S&P said, "We expect the risk of a
no-deal Brexit and the higher probability of a recession in the
U.S. will further dampen consumer confidence and, consequently,
auto sale prospects in the next two years. Given slightly more than
50% of Kongsberg's products ultimately rely on the volume of new
car sales, we expect Kongsberg will be negatively affected by their
2%-3% decline in 2019. We foresee virtually no growth over
2020-2021. Furthermore, about 20% of Kongsberg products are
dependent on the truck industry, which has significantly slowed
down over the last quarter in terms of new truck orders. At this
stage, we expect the global truck market will decrease by 10%-15%
in 2020."

S&P believes improved profitability and recent business wins could
stall in 2020 due to a weaker market environment.

Kongsberg's reported EBITDA margins improved to 9.7% for the last
nine months from 7.5% in the previous period of 2018, and its
book-to-bill ratio was 1.23 as of Sept. 30, 2019. Profitability
stems from the company's specialty products segment, which
contributed 84% of EBIT in third-quarter 2019 and for which the
truck market represents one third of total sales. S&P thinks a
severe downturn in this industry would not be compensated by higher
sales of other products, like power sports equipment, for example.
The company is also exposed to commodity price movements, except
for air couplings, with limited pass through of raw material costs
to its customers.

Kongsberg's narrow product range limits its ability to mitigate
potentially adverse business, financial, or economic conditions.

However, the specialty products segment (supplying off-highway and
marine leisure craft) does add some product diversity.

S&P believes liquidity could weaken if cash burn continues.

S&P said, "Although we consider Kongsberg's liquidity adequate, we
believe the company will need further liquidity sources if it
continues to draw on its revolving credit facility (RCF). It is our
understanding that the company needs about EUR20 million cash to
run its business. In the first nine months of 2019, cash balances
declined by about EUR35.0 million to EUR24.5 million and the
company drew EUR10 million under its EUR50 million RCF.

"The negative outlook reflects the possibility that we could
downgrade Kongsberg by one notch in 2020 if we consider the company
unlikely to return to positive FOCF generation within the next 12
months.

"In our view, a downgrade would primarily stem from a more-severe
downturn than we expect in the automotive and truck industry in the
coming years. This would put Kongsberg's earnings and cash flow
generation under further pressure in an already competitive market
environment. We could lower the rating if Kongsberg is not able to
restore its FOCF to adjusted debt to 2%-5% over the next 12 months,
or if further drawing under the RCF was needed. We may further
downgrade Kongsberg if the group's adjusted debt to EBITDA trends
toward 4x, or the recently improved in EBITDA margins reverted to
below 8%.

"We could revise the outlook to stable if FOCF turns positive in
2020, with adjusted FOCF to debt improving to 2%-5%, and if EBITDA
margins remain stable or further improve in 2020 due to past
restructuring initiatives. We expect Kongsberg's adjusted FFO to
debt will remain at 15%-20% in 2019-2020."



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

KRASNOYARSK KRAI: S&P Affirms 'BB' Long-Term ICR, Outlook Stable
----------------------------------------------------------------
On Nov. 22, 2019, S&P Global Ratings affirmed its 'BB' long-term
issuer credit rating on the Russian region of Krasnoyarsk Krai. The
outlook is stable.

Outlook

The stable outlook reflects S&P's view that Krasnoyarsk Krai's
management will maintain its prudent approach to expenditures and
will continue to post an operating surplus, while maintaining low
debt in the medium term.

Downside scenario

S&P could lower the rating on Krasnoyarsk Krai if the region
reported materially higher deficits after capital accounts, leading
to more debt accumulation than it expects. This would lead to
Krasnoyarsk Krai's liquidity position deteriorating, with the debt
service coverage ratio dropping below 80%.

Upside scenario

S&P could raise the rating on Krasnoyarsk Krai if its prudent debt
and liquidity management resulted in liquidity coverage improving
structurally and sustainably to above 120%.

Rationale

S&P's rating reflects Krasnoyarsk Krai's moderate debt and solid
budgetary performance, thanks to sustained revenue growth and
management's consistent budget consolidation efforts. The region's
sound liquidity position, owing to its regular presence on the bond
market and access to short-term liquidity from the federal
treasury, underpins the rating. At the same time, the concentration
of the krai's economy on commodities remains a source of
volatility. The volatility of the institutional setting within
which the Russian regions operate also constrains our assessment.

The centralized institutional framework and economic concentration
on commodities constrain the rating

Like other Russian regions, Krasnoyarsk Krai's financial position
depends heavily on the federal government's decisions under
Russia's institutional setup, which remains unpredictable, with
frequent changes to the tax mechanisms affecting regions. Decisions
regarding regional revenues and expenditures are centralized at the
federal level, constraining the predictability of Krasnoyarsk
Krai's financial policy.

The region's economy benefits from large reserves of metals,
including Russia's largest volumes of nickel, cobalt, and copper,
and more than 20% of its gold, as well as substantial coal
reserves. S&P said, "However, we expect that the concentration of
the local economy on oil and metal extraction will remain subject
to volatility and will continue to constrain Krasnoyarsk Krai's
wealth. Production will be concentrated on two companies, Norilsk
Nickel and Rosneft, which both operate in cyclical industries and
together account for over 20% of Krasnoyarsk Krai's revenues. We
believe that, thanks to its abundant natural resources, Krasnoyarsk
Krai will enjoy high industrial output and continue to execute a
number of large industrial projects in the region. The Yenisei
Siberia, a sizable investment project uniting several programs that
launched this year, we project will stimulate the krai's economy.
Nevertheless, we believe that the gross regional product (GRP) per
capita will mirror the national moderate growth and expand at 1.6%
on average annually in 2019-2021. We project its GRP per capita to
reach US$12,400 by 2022."

S&P said, "We expect that Krasnoyarsk Krai will continue to stick
to its prudent financial management and conservative planning. We
believe that the implementation of tighter controls over spending
growth will help the region to follow the central government
guidelines on deficit and debt reduction." At the same time, and
similar to most Russian local and regional governments, Krasnoyarsk
Krai lacks reliable long-term financial planning and does not have
sufficient mechanisms to counterbalance the volatility that stems
from the concentrated nature of its economy and tax base in an
international context.

Solid operating surpluses will persist, and the debt burden will
remain moderate

S&P said, "We believe that management will balance the budget
efficiently, with operating surpluses and modest overall deficits
in the coming three years. Krasnoyarsk Krai's budgetary performance
will likely be supported by strong revenue growth and the
continuous application of budget consolidation measures. Tax
collections in the region will likely benefit from favorable market
prices for metals and increased production at the new oil and metal
extraction facilities. We believe that pressure on expenditures
from the implementation of national development projects announced
by the Russian president in 2018 will be moderate, because the
previous regional expenditure programs already included many of the
projects.

"We think that the regional government's budgetary consolidation
efforts will likely allow Krasnoyarsk Krai to maintain its
tax-supported debt below 50% of consolidated operating revenues
through 2021. We believe that the krai will also benefit from the
budget loans extension till 2029, which will smoothen its debt
maturities and decrease the debt service.

"We believe that Krasnoyarsk Krai's contingent liabilities are low.
They include the debt and payables of the region's
government-related entities, as well as the municipal sector's
debt. The unitary enterprises and regional joint stock companies of
which Krasnoyarsk Krai owns 25% or more are mostly financially
healthy. The municipal sector's debt mainly consists of commercial
loans and does not represent a significant liability for the
region."

S&P anticipates that modest deficits and Krasnoyarsk Krai's
liquidity sources will allow the region to maintain sufficient
liquidity coverage in the next 12 months. In addition, the region's
liquidity position is supported by its good access to external
liquidity, given its regular presence on the Russian bond market, a
track record of obtaining financing in tight market conditions, and
consistent federal support in the form of treasury loans.
Nevertheless, in the near term, debt service will likely remain at
almost 10% of operating revenues on average, owing to large debt
maturities in 2021-2022.

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

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

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

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

  Ratings List
  Ratings Affirmed
   Krasnoyarsk Krai

   Issuer Credit Rating    BB/Stable/--




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

VALENCIA: S&P Affirms 'BB/B' Issuer Credit Ratings, Outlook Stable
------------------------------------------------------------------
On Nov. 22, 2019, S&P Global Ratings affirmed its 'BB/B' long- and
short-term issuer credit ratings on Spain's Autonomous Community of
Valencia. The outlook remains stable.

Outlook

The stable outlook on Valencia reflects our expectation of
continued central government support for the region. This, in S&P's
view, mitigates the risks arising from Valencia's high deficits and
elevated debt levels.

Downside scenario

S&P said, "We could downgrade Valencia if we expected the region to
increase expenditures in a way that would lead to materially
widening budgetary deficits, which could bring into question the
regional government's commitment to budgetary consolidation.
Although very unlikely, we could also downgrade Valencia if we
questioned the availability, sufficiency, or timeliness of central
government's financial support to the region."

Upside scenario

S&P said, "We could upgrade Valencia if the central government took
measures that contributed to an improvement in Valencia's debt
profile, leading to lower annual financing needs. We would not
consider debt relief from the central government a default, given
our view of Valencia's debt with the central government as
intergovernmental debt.

"We could also upgrade Valencia if the region's budgetary
performance materially improved, signaling a renewed commitment to
budgetary consolidation, so that we forecast deficits after capital
accounts structurally below 10% of total revenue."

Rationale

S&P said, "We believe that Valencia may continue to post a very
weak performance, with only a very slight reduction of deficits
over our forecasting period to 2021. At the same time, we also
consider the strength and reliability of central government
liquidity support, which we expect will continue to be available to
Valencia as required over the coming two years.

"We currently expect the region will continue posting sizable, but
gradually improving, negative operating balances and slightly
declining deficits after capital accounts in 2019-2021.

"In our view, while operating revenues continue to rise, Valencia's
government has decided to increase operating expenditure to seek
convergence with national averages in terms of expenditure per
capita. We expect the regional government may moderate increases
once it reaches these expenditure levels."

Valencia's budgetary performance continues to suffer from the low
levels of funding compared with other Spanish normal-status
regions, as well as the regional government's drive to expand the
quality of public services. Despite the challenges that the
regional financing system poses for Valencia, S&P expects the
region's revenue will increase, driven by Spain's--and
Valencia's--economic growth. Both the national and regional
economies continue to grow above eurozone averages despite a
gradual slowdown. S&P therefore does not expect any meaningful
reductions in Valencia's very high debt burden. The risk from such
debt levels is diminished by the region's access to the central
government's liquidity facilities, since they fully cover its debt
maturities and deficit financing needs.

Valencia benefits from a supportive framework, but the regional
financing system is not favorable

S&P said, "We believe that the Spanish institutional framework
under which Valencia operates is generally supportive. Spain's
central government provides financial support to the regional tier
via liquidity facilities that were first created in 2012. These
facilities have gradually evolved to meet practically all the
funding needs of those regions that adhere to them, including
Valencia, on very favorable terms. From 2012 to November 2019, the
region received about EUR46.7 billion from these liquidity
facilities, and an additional EUR8.8 billion to finance supplier
payables between 2012 and 2014. About 83% of Valencia's debt at
year-end 2018 is due to the central government's liquidity
facilities, and the proportion keeps increasing.

"However, we think that the regional financing system does not
guarantee a good match between revenues and expenditures during the
low points of the economic cycle."

S&P said, "On Nov. 10, 2019, the national elections in Spain
yielded a fragmented political spectrum. While the reform of the
financing system is long overdue, we think the complex political
situation makes a reform of the financing system unlikely in the
short term. Overall, we continue to deem this reform as crucial to
ensuring the long-term sustainability of Spanish regional finances.
Given the comparatively very low levels of funding that Valencia
receives from the current system, such a reform could only be
beneficial for the region, in our view. As in previous years,
Valencia included in its 2019 budget, as well as in its draft
budget for 2020, about EUR1.3 billion of additional transfers from
the central government. This request pushes for a reform of the
regional financing system and to offset the region's structural
underfunding. However, the central government has yet to grant an
increase. We therefore do not include any potential additional
transfers in our assessments.

"We expect Valencia's economy to continue expanding, albeit at a
gradually slower rate. This supports our expectation of continued
revenue increases for the region. However, we also factor in that
Valencia's socioeconomic profile is less favorable than that of
other Spanish regions. Valencia's GDP per capita is 87.5% of the
national average, based on 2018 data from the national statistics
office. The region's unemployment rate, at 13.9% of the active
population, is now largely in line with the national average, but
continues to be high in an international comparison. We believe
that Valencia's relatively weak socioeconomic profile is not
adequately compensated by Spain's equalization system."

Even though Valencia's deficit has materially shrunk since the
2008-2009 financial crisis, the region has yet to comply with the
central government's deficit targets. The region posted a deficit
of 2.60% of regional GDP in 2014. The deficit has narrowed
gradually, reaching 0.79% in 2017. However, in 2018 the deficit
widened to 1.41%, against a target of 0.40%. S&P does not expect a
meaningful improvement in 2019, in national accounting terms.

High deficits and very high debt burden remain long-term
constraints

S&P said, "We expect Valencia's revenue will continue expanding on
the back of Spain's economic recovery. We assume an annual increase
in operating revenue of an average 4.2% over 2019-2021.

"In our base case, we anticipate that Valencia's operating
expenditure will increase by about 4.7% in 2019. In our view,
Valencia's budgetary flexibility is weak, given the region's
limited ability and reluctance to cut expenditure. In 2020-2021, we
project a moderation in expenditure growth, as Valencia effectively
converges with other regions in terms of quality of services. We
therefore anticipate operating expenditures will rise by about 3.6%
annually on average over 2019-2021, which is below the growth rate
of operating revenue.

"Consequently, we expect Valencia to continue posting large
operating deficits in 2019, at about 8.3% of operating revenues
(8.4% in 2018). Furthermore, we do not expect a meaningful
reduction in deficits after capital accounts as a percentage of
total revenues, comparing our estimate of about 12.8% in 2019 with
13.3% in 2018.

"However, we expect Valencia will tighten its operating deficit to
close to 6.4% of operating revenue by 2021, from 8.3% in 2019. At
the same time, we expect the region to only gradually reduce its
deficit after capital accounts, to 10.2% of total revenue in 2021
from 12.8% in 2019.

"Valencia will therefore continue accumulating debt in nominal
terms and its debt burden ratios will remain very high.
Nevertheless, thanks to expanding revenue and gradually amortizing
company debt, we estimate that tax-supported debt will decline
slightly, from nearly 329% of consolidated operating revenue at
year-end 2019 to about 324% of consolidated operating revenue by
2021.

"We take into account that the central government is refinancing
the region's long-term debt. Debt maturities of companies under the
scope of the European System of National and Regional Accounts
(ESA)-2010 are also eligible for central government funding. This
mitigates the risk from Valencia's large stock of tax-supported
debt, in our opinion. We include all debt at Valencia's satellite
companies in our calculation of tax-supported debt. Given the broad
perimeter of consolidation, we believe Valencia has low contingent
liabilities.

"In our view, Valencia has very low capacity to generate cash
internally because it still presents deficits after capital
accounts. We understand that the region has reduced its short-term
credit facilities to about EUR1.7 billion. This compares with about
EUR2.1 billion at end-June 2019, when the region refinanced
short-term debt that was structurally drawn into long-term debt.
The maturities of such debt will therefore now covered be by the
liquidity facilities as it comes due.

"We calculate that the average cash holdings and the unused portion
of short-term facilities cover less than 40% of Valencia's debt
service in 2020, which we estimate at EUR7.5 billion. In our view,
this low debt service coverage ratio is mitigated by Valencia's
strong access to central government liquidity mechanisms. Our
expectation that central government liquidity support will be
sufficient and timely underpins our ratings on Spanish
normal-status regions, including Valencia."

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

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

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

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

  Ratings List
  
  Ratings Affirmed
  Valencia (Autonomous Community of)

  Issuer Credit Rating     BB/Stable/B
  Senior Unsecured         BB
  Commercial Paper         B




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

BONMARCHE: Peacocks Set to Rescue Business; 30 Stores to Close
--------------------------------------------------------------
BBC News reports that Bonmarche, the womenswear retailer that fell
into administration in October, is set to be rescued by rival
Peacocks.

According to BBC, Peacocks has been named the "preferred bidder"
for the business, although further negotiations are needed before
the deal is secured.

However, 30 Bonmarche stores will now be closed by Dec. 11, the
administrators said, putting up to 240 jobs at risk, BBC relates.

Bonmarche's 285 remaining stores will continue to trade, BBC
states.

The administrators said the "vast majority" of these were expected
to be bought by Peacocks, BBC notes.

"The future of all remaining stores cannot be assured at this time
and remain subject to negotiation between any future purchaser and
landlords given the period of historical market difficulty on the
High Street," BBC quotes the administrators as saying.

Administrators FRP Advisory said 25 posts have already been made
redundant in a number of head office and middle management roles,
BBC relays.

According to BBC, Tony Wright, joint administrator and partner at
FRP Advisory, said: "There is still a lot more work to do before we
can secure the future of the business.

"While we are optimistic that a transaction can be completed,
ultimately, it will depend on ongoing negotiations between our
preferred bidder and landlords on market rents and there remains a
risk that the business could cease to trade."


EDDIE STOBART: Ex-Boss Says Shareholders Back Rescue Proposal
-------------------------------------------------------------
Simon Foy at The Telegraph reports that the former boss of Stobart
Group Andrew Tinkler has claimed that he has shareholder backing
for a rapid GBP70 million takeover of struggling haulier Eddie
Stobart.

According to The Telegraph, Mr. Tinkler said that the response from
investors to his rescue plan had "exceeded expectations".  He added
that the "vast majority" of Eddie Stobart's shareholders he had
spoken to had indicated that they would vote against a rival bid
from investment firm Dbay Advisors next month, The Telegraph
relates.

Mr. Tinkler, who ran the logistics fleet as part of Stobart Group
until 2014, said that he was "ready to move quickly" to work with
the relevant parties, The Telegraph notes.



EMAS CHIYODA: Dec. 6 Proofs of Debt Submission Deadline Set
-----------------------------------------------------------
Gary Paul Shankland and Kenneth Wilson Pattullo of Begbies Traynor
(London) LLP of 31st Floor, 40 Bank Street, London E14 5NR and,
Begbies Traynor (Central) LLP, 3rd Floor, Finlay House, 10-14 West
Nile Street, Glasgow G1 2PP respectively, were appointed as Joint
Liquidators of the Company on June 12, 2018.

The Liquidators intend to declare a first interim dividend to the
non-preferential creditors of the Company, who, not already having
done so, are required on or before December 6, 2019 ("the last date
for proving") to send their proofs of debt to the Liquidators, at
Begbies Traynor (London) LLP, 31st Floor, 40 Bank Street, London
E14 5NR and, if so requested, to provide such further details or
produce such documentary or other evidence as may appear to the
Liquidators to be necessary.

A creditor who has not proved his debt by the last date for proving
will be excluded from the dividend, which we intend to declare
within the period of 2 months of that date.  Any person who
requires further information may contact Richard Goddard by e-mail
at richard.goddard@begbies-traynor.com or by telephone on 020 7516
1500.

EMAS Chiyoda Subsea Limited's registered office is at Begbies
Traynor (London) LLP, 31st Floor, 40 Bank Street, London E14 5NR.
The Company's previous trading address was Pinnacle House 23-26,
St. Dunstan's Hill, London, EC3R 8HN.


NANDO'S: Billionaire Owner Refinances GBP128 Million of Debt
------------------------------------------------------------
Oliver Gill at The Telegraph reports that Nando's reclusive
billionaire owner has refinanced GBP128 million of debt as rivals
reel from a crunch on the high street.

Insurance tycoon Dick Enthoven, one of South Africa's richest men,
swapped the loan for shares in the business according to accounts
filed this week, The Telegraph discloses.  Sources said the
decision was designed to free up Nando's balance sheet to fuel
expansion, The Telegraph relates.

The chicken chain insisted trading has been robust despite tough
competition, with sales up 8% in the year to February and rising
above GBP1 billion for the first time, The Telegraph notes.

But this failed to put the chain into profit, with losses hitting
GBP25 million--a quarter higher than the previous 12 months, The
Telegraph states.


TATA STEEL: Expects to Cut 1,000 Jobs Across United Kingdom
-----------------------------------------------------------
BBC News reports that Tata Steel has announced it expects to cut
1,000 jobs across the UK as part of the company's restructuring
plans.

According to BBC, Tata said two thirds of the job losses will be
management and office-based roles.

In the Netherlands 1,600 positions are also set to go, with 350
others cut elsewhere in the world, BBC discloses.

Tata has one steelmaking site and five other facilities in Wales.

Port Talbot employs 4,000 workers--nearly half of Tata's UK
workforce--but the firm is yet to specify which UK locations will
suffer the cuts, BBC notes.

The firm first announced plans to cut 3,000 jobs across its
European business last week, in a bid to come to terms with a
"severe" international steel market, BBC recounts.

In a bid to improve financial performance, the company also expects
to increase its sales of higher-value steels, optimize production
processes and reduce its procurement costs, BBC relates.


UNIQUE PUB: S&P Raises Class A4 Notes Rating to 'BB+ (sf)'
----------------------------------------------------------
S&P Global Ratings raised to 'BB+ (sf)' from 'BB (sf)' its credit
rating on the class A4 notes issued by Unique Pub Finance Co. PLC
(The). At the same time, S&P affirmed its 'B+ (sf)' and 'B (sf)'
ratings on the class M and N notes, respectively.

The transaction is a corporate securitization of the U.K. operating
business of the leased and tenanted pub estate operator Unique Pub
Properties Ltd. (UPP or the borrower). It originally closed in June
1999 and was last tapped in February 2005.

The transaction features three classes of notes (A, M, and N), the
proceeds of which have been on-lent by the issuer to UPP, via
issuer-borrower loans. The operating cash flows generated by UPP
are available to repay its borrowings from the issuer that, in
turn, uses those proceeds to service the notes.

The transaction will likely qualify for the appointment of an
administrative receiver under the U.K. insolvency regime. An
obligor default would allow the noteholders to gain substantial
control over the charged assets prior to an administrator's
appointment, without necessarily accelerating the secured debt,
both at the issuer and at the borrower level.

S&P said, "Following our review of UPP's performance, we have
raised by one notch our rating on the class A4 notes and affirmed
our ratings on the class M and N notes issued by Unique Finance.

"Our upgrade of the class A4 notes follows the mid-March disposal
of 171 non-tied commercial properties within the securitization and
the subsequent use of the sales proceeds (about GBP176 million) on
the June payment date to fully pay the class A3 notes (GBP136.5
million) and partially prepay the class A4 notes (GBP25.8 million).
This prepayment alleviates the senior debt burden of the issuer in
the short term, which was high until March 2021 due to the previous
concurrent amortization of the class A3 and A4 notes, and therefore
improves the minimum class A4 notes debt service coverage ratios
(DSCRs) in our base case and downside scenarios.

"Amid challenging operating conditions in the sector, characterized
by high cost inflation and weakening consumer demand metrics, we
have revised our operating cash flows forecasts slightly downwards
in order to account for the reduced estate size and weaker
profitability metrics, while our business risk assessment is
unchanged at fair."



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

[*] BOOK REVIEW: Transnational Mergers and Acquisitions
-------------------------------------------------------
Author: Sarkis J. Khoury
Publisher: Beard Books
Softcover: 292 pages
List Price: $34.95
Order your personal copy today at http://is.gd/hl7cni

Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers. Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.
At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today. With its nearly 100 tables of
data and numerous examples, Khoury provides a wealth of information
for business historians and researchers as well.

Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come. And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S. In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms. Foreign acquisitions of U.S. companies grew from 20 in 1970
to 188 in 1978. The tables had turned an Americans were worried.
Acquisitions in the banking and insurance sectors were increasing
sharply, which in particular alarmed many analysts.

Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions. Khoury answers many of the questions arising from the
situation as it stood in 1980, many of which are applicable today:
What are the motives for transnational acquisitions? How do foreign
firms plans, evaluate, and negotiate mergers in the U.S.? What are
the effects of these acquisitions on competition, money and capital
markets; relative technological position; balance of payments and
economic policy in the U.S.?

To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979. His historical review
includes foreign firms' industry preferences, choice of location in
the U.S., and methods for penetrating the U.S. market. He notes the
importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.

Khoury found that rates of return to foreign companies were not
excessive. He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term. Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective. Khoury's
research broke new ground and provided input for economic policy at
just the right time.

Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton. He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
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 * * *