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Rating Action:

Moody's concludes on the operational risk review for transactions under the EMEA CMBS Eclipse programme

01 Aug 2011

Nine EMEA CMBS tranches downgraded and one confirmed

Frankfurt am Main, August 01, 2011 -- Today's rating action concludes the rating review of seven transactions under the Eclipse programme which had certain classes placed on review for downgrade following Moody's implementation of its rating guidance, "Global Structured Finance Operational Risk Guidelines: Moody's Approach to Analyzing Performance Disruption Risk", on 2 March 2011.

A detailed list of the rating actions appear at the end of this press release.

RATINGS RATIONALE

The nine classes of Notes listed below are downgraded due to operational risk in the transactions which could lead to payment disruptions on the Notes. The operational risk arises if there is a disruption in the performance of certain transaction parties (such as a servicer or cash manager) which could disrupt the payment flow to investors. In these transactions (other than Juno (Eclipse 2007-2) Ltd which is discussed separately), the cash manager, The Bank of New York Mellon, relies on certain information provided by the servicer, Capita Asset Services (London) Ltd., in order to draw on the liquidity facility. The servicer also facilitates the transfer of debt service from the borrowers' account into the issuer's account. In the event of a failure or bankruptcy of the servicer it is highly probable that the cash manager would need to draw on the liquidity facility to prevent a temporary disruption in payments to noteholders while a replacement servicer is found. However, in Moody's opinion, there is significant uncertainty whether the cash manager would be able to draw on the liquidity facility without input from the servicer. The reliance on an unrated servicer (no Moody's corporate rating) with no structural mitigants to prevent payment disruption on the notes is not commensurate with a Aaa-rating.

Moody's believes that the period of potential disruption is influenced by the complexity of the transaction and whether assets are located in the main EMEA CMBS jurisdictions such as the United Kingdom (UK), Germany, The Netherlands and France or in jurisdictions where the CMBS market is less developed. Also, the form of liquidity mechanism in the transaction would influence Moody's view on operational risk i.e. whether there is a liquidity facility in place or a servicer advance mechanism.

The assets under Aquila (Eclipse 2005-1) plc, Bellatrix (Eclipse 2005-2) plc), Centaurus (Eclipse 2005-3) plc and Indus (Eclipse 2007-1) plc are located in the UK or Germany and all four transactions have a liquidity facility. Moody's does not expect a payment disruption of more than two interest payment dates in case of a servicer default. As a result, Moody's downgraded the effected classes under these transactions to a Aa2 (sf) rating level.

Fornax (Eclipse 2006-2) B.V. contains assets in Spain, Belgium, Italy and Austria. In Moody's opinion, transfer of servicing for assets located in these jurisdictions could be more difficult and could take more time than in jurisdictions such as the UK and Germany for instance. Overall though, Moody's expects that the payment disruption would be limited to two interest payment dates in case of a servicer default. The effected classes under Fornax (Eclipse 2006-2) B.V. are downgraded to a Aa3 (sf) rating level.

Draco (Eclipse 2005-4) plc has assets only in the UK and is subject to the same operational risk factors as the other five Eclipse transactions mentioned above however, the operational risk factors are already consistent with the current rating level in this transaction. Therefore the Aa3 (sf) rating is confirmed.

Juno (Eclipse 2007-2) Ltd. is a synthetic securitisation. If the servicer fails to provide to the calculation agent information regarding the loans which is necessary for it to carry out its obligations under the relevant credit default swap, the calculation agent may give an "Information Failure Notice". This will result in an early termination of the credit default swaps and consequently a mandatory early redemption of the Notes. The possibility to issue an Information Failure Notice and the early redemption of the notes that this would lead would mitigate operational risk. However, Capita Asset Services is both the servicer and the calculation agent in this transaction. Therefore another party would have to provide the Information Failure Notice. This could result in a payment disruption or a delay in the early redemption of the notes. Due to the lower operational risk in this transaction, Moody's downgraded to a Aa1 (sf) rating level.

RATING METHODOLOGY

The principal methodology used in this rating was "Moody's Approach to Real Estate Analysis for CMBS in EMEA: Portfolio Analysis (MORE Portfolio)" published April 2006. Please see the Credit Policy page on www.moodys.com for a copy of this methodology. Other methodology considered can be found in "Update on Moody's Real Estate Analysis for CMBS Transactions in EMEA" published June 2005. Other factors considered can be found in "Global Structured Finance Operational Risk Guidelines: Moody's Approach to Analysing Performance Disruption Risk" republished June 2011.

The updated assessment is a result of Moody's on-going surveillance of commercial mortgage backed securities (CMBS) transactions. For Moody's prior review and analysis of these transactions, please see the research tab on the issuer/entity page on Moodys.com.

Issuer: AQUILA (ECLIPSE 2005-1) plc

....GBP377M A Notes, Downgraded to Aa2 (sf); previously on Mar 2, 2011 Aaa (sf) Placed Under Review for Possible Downgrade

....GBP20M B Notes, Downgraded to Aa2 (sf); previously on Mar 2, 2011 Aa1 (sf) Placed Under Review for Possible Downgrade

Issuer: BELLATRIX (ECLIPSE 2005-2) plc

....GBP280M A Notes, Downgraded to Aa2 (sf); previously on Mar 2, 2011 Aaa (sf) Placed Under Review for Possible Downgrade

Issuer: CENTAURUS (ECLIPSE 2005-3) plc

....EUR0.05M Class X Notes, Downgraded to Aa2 (sf); previously on Mar 2, 2011 Aaa (sf) Placed Under Review for Possible Downgrade

Issuer: DRACO ECLIPSE (2005-4)

....GBP210.9M Class A Notes, Confirmed at Aa3 (sf); previously on Apr 15, 2011 Downgraded to Aa3 (sf) and Remained On Review for Possible Downgrade

Issuer: Fornax (Eclipse 2006-2) B.V.

....EUR104.481M Class A Notes, Downgraded to Aa3 (sf); previously on Mar 2, 2011 Aa1 (sf) Placed Under Review for Possible Downgrade

....EUR263.193M Class B Notes, Downgraded to Aa3 (sf); previously on Mar 2, 2011 Aa1 (sf) Placed Under Review for Possible Downgrade

....EUR0.1M Class X Notes, Downgraded to Aa3 (sf); previously on Mar 2, 2011 Aaa (sf) Placed Under Review for Possible Downgrade

Issuer: INDUS (ECLIPSE 2007-1) plc

....GBP0.1M Class X Notes, Downgraded to Aa2 (sf); previously on Mar 2, 2011 Aaa (sf) Placed Under Review for Possible Downgrade

Issuer: JUNO (ECLIPSE 2007-2) LTD

....EUR0.6M Class X Notes, Downgraded to Aa1 (sf); previously on Mar 2, 2011 Aaa (sf) Placed Under Review for Possible Downgrade

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

The ratings have been disclosed to the rated entity or its designated agent(s) and issued with no amendment resulting from that disclosure.

Information sources used to prepare the ratings is the following: parties involved in the ratings.

Moody's did not receive or take into account a third-party assessment on the due diligence performed regarding the underlying assets or financial instruments related to the monitoring of these transaction in the past six months.

Moody's considers the quality of information available on the rated entity, obligation or credit satisfactory for the purposes of issuing a rating.

Moody's adopts all necessary measures so that the information it uses in assigning a rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.

Moody's Investors Service may have provided Ancillary or Other Permissible Service(s) to the rated entity or its related third parties within the three years preceding the credit rating action. Please see the ratings disclosure page on our website www.moodys.com for further information.

Please see Moody's Rating Symbols and Definitions on the Rating Process page on www.moodys.com for further information on the meaning of each rating category and the definition of default and recovery.

Please see ratings tab on the issuer/entity page on www.moodys.com for the last rating action and the rating history.

The date on which some ratings were first released goes back to a time before Moody's ratings were fully digitized and accurate data may not be available. Consequently, Moody's provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Frankfurt am Main
Stephan Ebe
Associate Analyst
Structured Finance Group
Moody's Deutschland GmbH
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

London
Christophe de Noaillat
Senior Vice President
Structured Finance Group
Moody's Investors Service Ltd.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Moody's Deutschland GmbH
An der Welle 5
Frankfurt am Main 60322
Germany
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Moody's concludes on the operational risk review for transactions under the EMEA CMBS Eclipse programme
No Related Data.
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