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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

          Wednesday, January 29, 2020, Vol. 21, No. 21

                           Headlines



C Z E C H   R E P U B L I C

SAZKA GROUP: Fitch Rates EUR300MM Sr. Unsec. Notes BB-(EXP)
SAZKA GROUP: S&P Affirms BB- Rating on EUR300MM Unsec. Notes


G E R M A N Y

APCOA PARKING: S&P Affirms B+ Issuer Credit Rating, Outlook Stable
KIRK BEAUTY: S&P Lowers ICR to 'B-' on Weaker Credit Metrics
NIDDA HEALTHCARE: Fitch Rates EUR350MM Sec. Debt 'B+(EXP)'


I R E L A N D

BARINGS EURO 2019-2: Fitch Assigns B-sf Rating on Class F Debt
BARINGS EURO 2019-2: Moody's Rates EUR10.5MM Class F Notes B2(sf)
HARVEST CLO XXIII: Fitch Assigns B-(EXP) Rating on Cl. F Debt


I T A L Y

PIETRA NERA: DBRS Confirms BB Rating on Class D Notes
SUNRISE SERIES 2018-1: Moody's Hikes EUR77.7MM Cl. E Notes to Ba2
TIRRENA DI ASSICURAZIONI: March 25-26 Tender Scheduled for Assets


L U X E M B O U R G

ORION ENGINEERED: S&P Alters Outlook to Stable & Affirms 'BB' ICR


N E T H E R L A N D S

DELFT 2020: DBRS Finalizes B (low) Rating on Class F Notes
DILIJAN FINANCE: Fitch Rates $300MM Unsec. Notes Due 2025 Final B+
SCHOELLER PACKAGING: S&P Affirms 'B' LongTerm ICR, Outlook Stable


N O R W A Y

PGS ASA: Moody's Hikes CFR to B2 & Alters Ratings Outlook to Stable


P O L A N D

ALIOR BANK: Fitch Affirms BB LT IDR, Outlook Stable


R O M A N I A

DIGI COMMUNICATIONS: Moody's Affirms B1 CFR, Outlook Stable


R U S S I A

BANK FC OTKRITIE: Consultants Tapped to Help Draft Exit Strategy
KDB BANK: S&P Affirms BB-/B Issuer Credit Ratings, Outlook Stable
NVKBANK JSC: Put on Provisional Administration, License Revoked


S P A I N

LSFX FLAVUM: S&P Affirms 'B' ICR on Planned Acquisition
PYMES SANTANDER 13: DBRS Confirms C Rating on Series C Notes
TELEFONICA EUROPE: Moody's Rates New Sec. Hybrid Debt Ba2


U K R A I N E

VF UKRAINE: Fitch Assigns B LT IDR, Outlook Positive
VF UKRAINE: S&P Assigns Preliminary 'B' ICR, Outlook Stable


U N I T E D   K I N G D O M

CB CREDITINVEST: Inspection Reveals Misappropriation of Funds
FINSBURY SQUARE 2020-1: DBRS Assigns B(low) Rating on Cl. X Notes
FINSBURY SQUARE 2020-1: Fitch to Rate Class E Notes 'CCC(EXP)'
FLYBE: Ryanair Chief Says Javid Made Misleading Statements
PRECISE MORTGAGE 2020-1B: Fitch Assigns Final B+ on Class X Debt

PRECISE MORTGAGE 2020-1B: S&P Assigns B(sf) Rating on Class X Notes
TOGETHER FINANCIAL: S&P Alters Outlook to Pos. & Affirms 'BB-' ICR
WOODFORD EQUITY: Investors Face Losses of Up to 60%
[*] UK: Scottish Cos. in Critical Financial Distress Down in 2019

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C Z E C H   R E P U B L I C
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SAZKA GROUP: Fitch Rates EUR300MM Sr. Unsec. Notes BB-(EXP)
-----------------------------------------------------------
Fitch Ratings assigned Sazka Group a.s.'s planned EUR300 million
senior unsecured notes an expected instrument rating of 'BB-(EXP)'
with a Recovery Rating of 'RR4'. Its Long-Term Issuer Default
Rating has been affirmed at 'BB-' with Stable Outlook.

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

Sazka Group's 'BB-' IDR reflects the group's leading market
positions in the Czech, Italian, Austrian and Greek gaming and
lottery markets. It also factors in high-quality dividends from the
group's controlling and non-controlling stakes, which translate
into solid debt service capabilities at Sazka Group (holdco). The
IDR is constrained by fairly high leverage (funds from operations
(FFO) lease-adjusted gross leverage on a proportionally
consolidated basis), which Fitch estimates at 5.1x at end-2019
(4.1x net of available cash), and to only gradually decline after
2021.

Its forecasts assume that structurally senior gross debt at opcos
will represent around 2.5x and 1.6x of proportionally consolidated
EBITDA at end-2019 and end-2021 respectively, and will therefore
not trigger material structural subordination for Sazka Group's
unsecured bondholders.

KEY RATING DRIVERS

Leading European Lottery Operator: The rating reflects Sazka
Group's main revenue source arising from mature but stable national
lottery schemes (around 75% of total group revenue). It is the
longest-established lottery gaming and betting operator in the
Czech Republic with a leading 95% market share. It has an extensive
network of 11,200 points of sales, together with a comprehensive
online games and entertainment platform.

Acquisitive Strategy in Europe: Following the acquisition of stakes
in leading lottery operations in other central and southern
European jurisdictions (such as OPAP in Greece) Sazka Group has
become the largest European private lottery operator. It holds
stakes in gaming companies with strong competitive positions in
Greece and Italy (number 1 lottery operator in both) and in Austria
(number 1 lottery and land-based casinos).

Geographical Diversification Mitigates Regulatory Risks: Fitch
believes the regulatory environment for lottery games is more
stable and less susceptible to government interference than other
types of gambling, such as sports-betting and casino games.
However, regulatory risks still exist, and given Sazka Group's
exposure to some heavily indebted European sovereigns, the group
could face gaming tax increases (as recently seen in Czech
Republic) or possible limits on wagers that could restrict future
cash flows. Its geographical diversification should allow the
group, however, to weather adverse regulatory change in any one
particular country over the next four years.

Gradual Shift towards Online: Gaming is undergoing a structural
shift towards more online- and mobile application-betting, which
requires both increased capex in IT and software systems as well as
active marketing and promotions. Whilst online regulation is
increasing across Europe, growth in online gaming penetration rates
is showing some divergences across geographies, relatively low in
Greece and Italy, higher in Austria and the Czech Republic. Fitch
expects the group to continue to generate positive cash flow as it
rolls out more retail and online products such as e-casino and
virtual games, scratch cards, video lottery terminals, notably in
Greece and sports-betting in its main markets.

Strong Cash Flow Generation: The rating reflects the high-quality
and steady dividend stream from controlled subsidiaries (OPAP and
Sazka a.s.) as well as non-controlling stakes (CASAG and
LottoItalia). Fitch expects cash flow available after debt service
at Sazka Group (holdco) of between EUR130 million and EUR160
million per annum.

Solid Operating Profitability: Sazka Group's consolidated EBITDA
margin is high by gaming industry standards (32% expected in 2019,
pro-forma for the divestment of the Croatian business SuperSport),
which Fitch expects to remain stable over the next four years.
Fitch estimates free cash flow (FCF) at above 15% of net gaming
revenue (NGR) on a fully consolidated basis for the next four
years. As Sazka Group combines both retail and digital-betting
offerings, this enhances its ability to improve brand and product
awareness as well as customer retention through enhanced
multi-channel and marketing initiatives, improving margins and
cash-flow resilience.

Fairly High Leverage: As consolidation progresses in the European
gaming sector, Sazka Group has completed significant debt-funded
acquisitions in the last three years. This has led us to project
high FFO-lease adjusted net leverage of around 4.1x at end-2019
(gross: 5.1x), on a proportionally consolidated basis. This is
sustainable as the business generates strong FCF and should reduce
proportionally consolidated net leverage towards 3.4x (gross: 5.0x)
by 2021 from a peak of 4.3x (gross: 5.3x) in 2020, reflecting
higher proportional consolidated debt under the proposed new
capital structure.

Less Complex Capital Structure: Sazka Group's fairly complex
structure, including consolidated entities with significant
minority interests and equity-accounted investments, results in
large cash leakage when dividends are up-streamed to holdco level
(around 65% of dividends paid by opcos). Its capital structure also
includes priority debt at opcos that needs to be serviced before
cash is up-streamed to Sazka Group. The complexity of the debt
structure should reduce following the new notes issue as Fitch
expects proceeds to be applied to debt repayment at intermediate
holdcos. Nevertheless further clarity on its M&A appetite and
leverage targets should help define the future rating trajectory.

Robust Debt Service Coverage: Given lack of contractual debt
repayments at Sazka Group (holdco) in the next four years Fitch
estimates strong dividend-to-debt service at 3.8x to 4.3x until
2023. Fitch expects control of OPAP's board of directors, and
therefore of OPAP's dividend policy, as well as the current pattern
of dividend distributions of CASAG and LottoItalia will continue
over the next four years. FFO fixed charge cover ratios of
4.2x-4.7x over the next four years under its rating case support
robust debt service capability. These metrics are calculated on
proportionally consolidated basis using Fitch's methodology.

Reduced Structural Subordination Expected: Full repayment of
outstanding debt at intermediate holdcos with the proceeds from the
new notes issue should also reduce structural subordination in
2020. This will result in EUR595 million of priority debt in 2020,
all related to proportionally consolidated opco debt, and lower
priority debt-to-EBITDA below the 2x threshold to 1.8x by 2020.
Fitch therefore does not notch down Sazka Group's unsecured debt
rating, as priority debt should remain below 2.0x EBITDA over the
next four years.

DERIVATION SUMMARY

Sazka Group's profitability, measured by EBITDA and EBITDAR
margins, is strong relative to 'BB' category peers in the gaming
sector, such as GVC Holdings Plc (BB+/Stable- one of the largest
sportsbook operators in the world. This is complemented by healthy
FFO throughout the cycle, resulting in resilient FCF and adequate
financial flexibility. Sazka Group also displays good geographical
diversification across Europe with businesses in the Czech
Republic, Austria, Greece, and Italy, albeit weaker than GVC.

However, while Sazka Group concentrates on less revenue-volatile
lotteries, it has higher leverage than GVC. It also has a more
complex group structure with some structural and contractual
subordination for debtholders although, currently, this does not
result in notching down the senior unsecured rating.

KEY ASSUMPTIONS

Key Assumptions

  - High-to-mid single-digit organic growth in full consolidated
NGR at 3.3% p.a. over the next four years, after considering a NGR
decline in SAZKA a.s. due to stricter regulation on lottery taxes
effective since January 1, 2020.

  - Full consolidated EBITDA margin stabilising towards 34% over
the next four years, benefiting from improvement in cost efficiency
at end-2019.

  - Consolidated FCF to remain above 15% of NGR over the next four
years.

  - Dividend payments lower than prior two years and include
distribution of recurring income from share repurchases at
LottoItalia regarding return of license fees.

  - No change in regulations and taxation in main markets, except
those already approved in the Czech Republic.

Recovery Assumptions:

Following the proposed intra-group debt refinancing the group's
debt structure will be less complex with only one layer of
structural subordination with EUR595 million (or in equivalent
currencies) sitting at opco levels.

The new notes at Sazka Group holdco level are only guaranteed by
SAZKA a.s. (wholly-owned Czech subsidiary accounting for around 25%
of proportionally consolidated EBITDA) and rank pari passu with
other debt at the same level. Aside from this guarantee,
bondholders would have access to the (debt-free) equity value
stemming from Sazka Group's controlling and minority interests.
However, this is insufficient to provide any credit enhancement to
the rating of the planned notes.

Based on Fitch's transitional approach under its Recovery Ratings
methodology, Fitch expects Sazka Group's priority debt to be around
1.8x proportionally consolidated EBITDA by 2020 and thereafter,
thus limiting the risk of material structural subordination for
unsecured bondholders at Sazka Group. Therefore Fitch expects
average recovery prospects for Sazka Group's unsecured creditors in
the event of default (i.e. RR4 within the band of 31% - 50%
recoveries).

RATING SENSITIVITIES

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

  - Reduced group structure complexity, for example, via
permanently falling intermediate or opco debt together with further
clarity on future financial and dividend policy at Sazka Group.

  - Further strengthening of operations with an established
competitive profile in online gaming, a fully stabilised Czech
retail business and lower reliance on the Czech market.

  - Proportionally consolidated FFO lease-adjusted net leverage
sustainably below 4.0x (2019: estimated 4.1x), due to sustainably
growing dividend from equity stakes.

  - Proportionally consolidated FFO fixed charge cover above 3.0x
and gross dividend/ gross interest ratio at Sazka Group (holdco)
above 2.5x on a sustained basis.

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

  - More aggressive financial policy reflected in proportionally
consolidated FFO lease-adjusted net leverage sustainably above
5.5x.

  - Proportionally consolidated FFO fixed charge cover below 2.0x
and gross dividend/interest at holdco of less than 2.0x on a
sustained basis.

  - Poor trading and/or increased regulation and taxation leading
to consolidated EBITDA margin falling below 25% on a sustained
basis.

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: Fitch expects solid liquidity on a proportional
consolidated basis with cash in hand of EUR300 million at end-2019.
This will be supplemented by robust proportionally consolidated FFO
fixed charge coverage under its rating case of 5.1x in 2019,
trending towards 4.4x by 2021 and 4.7x by 2023.

Fitch also expects ample liquidity headroom at Sazka Group
(holdco), driven by an estimated EUR36 million of cash in hand at
end-2019. This should build up to around EUR150 million by 2021
under its rating case. This is supported by EUR28 million of cash
at intermediate holdcos at end-2019 that can be easily up-streamed,
rising towards EUR200 million by 2021.

Additionally, Fitch expects robust debt service coverage ratios at
Sazka Group between 3.8x and 4.5x over the next four years, linked
to steady dividends being up-streamed through the group structure,
underpinned by limited debt service requirements at intermediate
holdings, and despite the additional interest from the proposed
notes issue.

Reported liquidity was sound at December 31, 2018 with EUR313
million of cash on balance sheet on a fully consolidated basis.
There are no revolving facilities in place as the group is highly
cash-generative, receiving cash upfront from punters and always has
a significant amount of cash in hand. However, Fitch has restricted
EUR30 million for winnings and jackpots.

ESG CONSIDERATIONS

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

SAZKA GROUP: S&P Affirms BB- Rating on EUR300MM Unsec. Notes
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on Sazka Group A.S. and its 'BB-' issue rating on the
existing EUR300 million senior unsecured notes due 2024. At the
same time, S&P assigned its 'BB-' issue rating to the proposed
EUR300 million senior unsecured notes due 2027, which Sazka will
use to repay existing net debt at CAME and IHG.

S&P said, "The negative outlook reflects our forecast that Sazka's
adjusted credit metrics will weaken in 2020, due in part to
additional debt raised by OPAP and the increase in the gaming tax
for Czech lottery products. We think Sazka's financial policy will
lead the group to use excess cash flow for growth initiatives, such
as the acquisition of additional stakes in its portfolio companies.
As such, we no longer model gross debt reduction from free cash
flow in our rating on Sazka. That said, we net excess cash forecast
as held at the Sazka level, which underpins our leverage estimate
for 2021."

In December 2019, OPAP drew down a EUR300 million new bond loan,
some of which OPAP will use to pay an extraordinary dividend in Q1
2020. OPAP's shareholders have the option to receive the dividend
as additional scrip or cash. OPAP also raised EUR100 million of new
debt in Q4 2019 to fund the acquisition of an additional stake in
Stoiximan. This acquisition is currently pending regulatory
approvals. Although the EUR400 million proceeds from these two
facilities currently remain at OPAP's cash balance, we do not net
the cash at OPAP in our adjusted metrics calculation. This
transaction therefore increases Sazka's leverage proportionally for
2019. S&P said, "For 2020, we model that OPAP will use a material
portion of the cash for the extraordinary dividend and Stoiximan
purchase. However, we also note that the amount investors may
choose to reinvest as scrip remains unclear at this time. Although
the approvals for the Stoiximan transaction are still pending, we
include an additional EBITDA contribution of EUR12 million on a pro
forma and pro rata basis in our current base case for Sazka."

At the end of 2019, the Czech parliament approved the gaming tax
increase on lottery products to 35% from 23%, which took effect on
Jan. 1, 2020. S&P said, "We understand Sazka will be able to partly
offset the negative impact on EBITDA with more favorable new
contracts that it has already signed with key suppliers, whereby
fees will be based on net gaming revenue instead of gross gaming
revenue. We forecast this will lead to cost savings of about EUR10
million-EUR15 million. We estimate that the EBITDA of its Czech
subsidiary, Sazka A.S., will decrease to about EUR71 million in
2020 from the EUR91 million we expect for 2019, after including the
offsetting benefits of procurement savings."

In line with its stated financial policy of reducing debt at the
intermediary level, Sazka is issuing EUR300 million of new senior
unsecured notes to repay existing net debt at CAME and IHG.

S&P said, "Incorporating all of the above factors, we now expect
about EUR1.62 billion of proportionate net debt by end-2019 (versus
EUR1.47 billion in our previous forecast), decreasing to about
EUR1.57 by 2020 (versus EUR1.27 billion previously forecasted). In
addition to the proposed notes, the group's debt currently
comprises EUR730 million of senior unsecured debt issued at the
parent level, EUR260 million at Sazka A.S., and the group's pro
rata share of EUR420 million debt issued at OPAP. We calculate our
adjusted EBITDA under the full consolidation of Sazka A.S., under a
proportional consolidation for OPAP (40% for end-2019), and under
the equity method for Lottoitalia and Casino Austria (CASAG). We
estimate an adjusted pro rata EBITDA of EUR375 million in 2019,
increasing to about EUR390 million-EUR395 million by 2020." The
improvement in EBITDA mainly stems from Sazka acquiring an
additional approximate 5% additional stake in OPAP during 2020,
resulting in a higher pro rata contribution that will offset the
abovementioned lower EBITDA from Sazka A.S.

S&P therefore anticipates adjusted debt to EBITDA will be about
4.0x over the next 12 months. However, S&P acknowledges there is
upside potential if either of the two following developments take
place:

-- Sazka obtained full control of OPAP by acquiring additional
stakes (maximum 3% every six months), in line with the group's
strategy to reach a 50% ownership stake level in OPAP. If S&P
considered that Sazka had obtained full control, it would fully
consolidate OPAP; or

-- Sazka signed an agreement with Novomatic for the acquisition of
17.19% additional stake in CASAG. This transaction remains subject
to regulatory approvals and applicable pre-emptive rights of other
CASAG shareholders. S&P said, "If Sazka were to acquire this
additional stake, it would acquire full control and we would fully
consolidate CASAG. Given the uncertainty regarding the outcome and
timing of the transaction, we do not assume full control of CASAG
in our base case. We note that Sazka has signed a payment guarantee
agreement for CASAG's undisclosed purchase price, which will be
available until Dec. 31, 2020, and will cease to be in effect when
that transaction closes."

Given the current low leverage of both OPAP and CASAG, the full
consolidation of either or both companies would improve Sazka's
credit metrics. However, if neither of the transactions
materialize, there will be stronger pressure on the rating on
Sazka. S&P notes that the group's financial policy may also lead
Sazka to continue exploring ways to deploy its cash to increase
stakes or take new opportunities, such that leverage reduction may
not occur in line with S&P's base case.

S&P said, "Under our base case (excluding CASAG's additional stake
acquisition), we expect Sazka's adjusted pro rata debt to EBITDA to
increase to about 4.3x by end-2019 (versus our previous expectation
of net leverage decreasing to about 4.0x), before decreasing to
4.0x in 2020 (versus our previous forecast of 3.3x). For 2021,
assuming full control of OPAP, we estimate adjusted leverage to be
close to 3.0x, in line with the group's stated financial policy. On
the group's own reported pro rata basis, net leverage will be at
about 3.0x during 2019-2020.

"In our business risk assessment, we acknowledge the long-term and
exclusive nature of the lottery licenses. We also note the lack of
potential competition." S&P therefore notes that the group's
stability depends on:

-- The continuation of gaming licenses, which underpin
operations;

-- Strong relationships with regulators in the countries in which
the group operates; and

-- Regulatory and tax regimes, which can change to the detriment
of operations, as has been the case with Sazka A.S.

Despite Sazka's solid geographical diversification, we think the
group's profitability and cash flows are still significantly
exposed to OPAP (about 35% of group pro rata 2019 EBITDA; 40% on a
pro forma basis) and to the recovering, but still unstable, Greek
economy.

Additionally, nonconsolidation of minority stakes remains a risk,
since Sazka may be unable to gain control of key subsidiaries. This
influences both the current rating and our financial risk
assessment beyond 2020 (see "Sazka Group A.S. Ratings Affirmed At
'BB-' On Completion Of OPAP Tender Offer; Outlook Stable,"
published on Nov. 5, 2019).

The negative outlook reflects that we may downgrade Sazka in the
next 12 months if the group's adjusted debt to EBITDA remains above
4.0x and FFO to debt remains below 20% on a sustainable basis.

The outlook also reflects our view that there remains a risk the
group may not reduce its debt to EBITDA close to 3.0x in 2021.
Although our 2020 forecast currently results in forward projected
debt to EBITDA below 4.0x on a weighted average basis, failure to
reach this level could occur due to:

-- Nonconsolidation of either OPAP or CASAG;

-- More aggressive financial policy such that free cash flow
allocation differs from our base case;

-- Operational underperformance; or

-- Adverse regulatory or tax developments.

S&P said, "We could lower the ratings on Sazka if 2020 adjusted
leverage is above 4.0x, or if FFO to debt deteriorates materially
below 20%--we currently expect about 17%. Additionally, if our 2021
leverage forecast were to materially increase from our current base
case of about 3.0x, we could also revise our view of the group's
ongoing financial risk and policy, such that we no longer
considered it likely that debt to EBITDA would remain below 4x on a
sustainable basis."

S&P could downgrade Sazka if:

-- It failed to obtain a majority stake in CASAG;

-- It failed to take full control of OPAP;

-- The group's financial performance fell far below S&P's
expectations;

-- There were a significant regulatory or taxation change that
threatened any of the group's exclusive positions in its respective
markets; or

-- S&P considered that the group was pursuing a more aggressive
financial policy, such as deviating from its publicly stated
leverage target, owing to a material debt-financed acquisition or
dividend recapitalization.

S&P said, "We could revise the outlook to stable if the group's
debt-to-EBITDA ratio decreased below 4.0x and FFO to debt increased
above 20% on a sustainable basis. This could occur if Sazka
obtained a majority stake in CASAG by acquiring the 17.19% stake
from Novomatic, or if the company gained full control of OPAP.
Either of these two developments would need to be accompanied by
solid group operating performance in line with our base case, a
financial policy commensurate with the communicated 3.0x maximum
reported net leverage, and adequate liquidity."




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G E R M A N Y
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APCOA PARKING: S&P Affirms B+ Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on German
car park operator APOCA Park Holdings and 'B+' issue-level rating
on the company's senior secured debt facilities, including the
add-on; the '3' recovery rating on the debt is unchanged.

S&P said, "We expect APCOA's financial policies will remain
aggressive, given its ownership by Centerbridge Partners.  We
estimate debt levels will modestly decrease but the company's
financial policy decisions will likely sustain adjusted debt to
EBITDA in the 5.5x-6x range and modest free operating cash flow
(FOCF)-to-debt of 7%-8%. The holding entity has a shareholder loan
of about EUR414 million at the holding-company level, which we view
as equity. The proposed shareholder distribution will come in the
form of a shareholder loan repayment. We view this transaction as
opportunistic, resulting from APCOA's continued solid performance,
and does not include any changes to the existing shareholder
documentation. Therefore, we will continue to treat it as equity.

"We expect the company will maintain an aggressive financial
policy, and in the event that Centerbridge does not sell the
company over the next 12 months, we assume it might continue to
opportunistically use debt to fund acquisitions or additional
shareholder returns.

"Solid performance supported credit metrics in 2019, and we
anticipate this to continue in 2020.   Revenues for 2019 increased
by over 8% year-over-year, following new contracts, improved
retention rates in contract renewals, and the acquisition of
OnePark in Denmark and NCPS in Ireland. The benefits of the
operational excellence programs and new business signed at higher
margins also contributed to EBITDA margin improvement to about 11%.
We anticipate that 2020 will benefit from organic growth, new
clients, and the full-year impact of acquisitions. Following the
acquisition of Swedish based Xpert Parking in January 2020, funded
from cash on the balance sheet, we anticipate a number of tuck-in
acquisitions but do not expect any material acquisitions over the
next 12 months.

"We expect cash generation to remain healthy, with FOCF to debt of
7%-8%.   We estimate APCOA to generate about EUR100 million in FOCF
2020. However, we believe higher investment in contract renewals
will lead to a EUR5 million-EUR10 million reduction in FOCF in
2020. While maintenance capital expenditure (capex) should remain
flat, expansion capex for new clients, which continues to show in a
one-year payback and further investment into the company's digital
platform. APCOA's strategy remains focused on digital expansion and
dynamic pricing strategies, which will contribute to further margin
expansion.

"The stable outlook reflects our expectation that the company will
continue to increase revenues organically at 2%-5% annually, while
maintaining EBITDA margins above 10% and reducing adjusted debt to
EBITDA to below 6x by year-end 2020.

"We could lower the issuer credit rating if APCOA's operating
performance deteriorates or the company experiences difficulties
integrating any acquisitions, with adjusted debt leverage remaining
above 6.5x and FOCF to debt below 5%. We could also lower the
rating if APCOA pursues additional acquisitions or shareholder
dividends that keep leverage above 6.5x

"We view the probability of an upgrade as low over the next 12-18
months because we expect debt to EBITDA will remain at about
5.5x-6.0x. An upgrade would require the company to firmly commit to
a more conservative financial policy, including decreasing its
sustained debt to EBITDA to less than 5.0x, while demonstrating an
absence of debt-funded shareholder dividends."

APCOA is a leading European car park manager operating more than
1.6 million parking spots in more than 9,000 locations across 13
countries. The company predominately operates long-term lease
contracts--about 75% of revenues--under which it enters a rent
agreement with landlords and manages facilities independently.
APCOA also enters pure service agreement contracts--25% of
revenues--whereby it manages facilities.


KIRK BEAUTY: S&P Lowers ICR to 'B-' on Weaker Credit Metrics
------------------------------------------------------------
S&P Global Ratings lowered its rating on Kirk Beauty One GmbH and
its senior secured debt to 'B-' from 'B' and its rating on the
senior unsecured debt to 'CCC' from 'CCC+'. The recovery ratings on
the instruments are unchanged at '3' and '6' respectively.

S&P expects low cash generation and high debt to limit the leeway
for operational underperformance.

Following two years of strategic business repositioning, entailing
investments, lower profitability, and weaker credit metrics, S&P no
longer expect the group's credit metrics to improve to levels
commensurate with a 'B' rating. Financial leverage will likely
remain high at 6.5x to 7.0x (excluding the effect from IFRS 16
accounting change) and FOCF after lease-related payments will be
only limited over the next two years. Kirk Beauty was left with a
leveraged capital structure, with debt exceeding EUR2.3 billion,
following its takeover by private equity firm CVC Capital Partners
in 2015 and a series of debt-funded acquisitions. This was
exacerbated by an earnings shortfall compared with our projections
over the past two years, due mainly to intensifying competition
from online retailers and repositioning of the business, including
upscaling the product range, introducing new private label branded
products, and investing in onmi-channel capabilities.

Fierce competition and ongoing investment requirements leaves
earnings exposed to execution risk.

S&P said, "We believe the European non-food retail landscape will
remain challenging over the coming years. Further growth of online
shopping via pure online players (e-tailers) will keep depressing
industry margins on products such as perfumes and cosmetics, and
lead to a decrease in footfall on shopping streets. This means
specialty retailers, such as Douglas, will need to actively manage
their store base, potentially including store closures and store
remodeling to address changing consumer behavior. The increasing
online presence of brick-and mortar retailers will also require
continued investment in IT and logistics to keep that sales channel
competitive. In our view, this will increase the risk for market
disruptions and new, still unforeseen, investment needs in light of
the company's ongoing transformation to an omni-channel retailer
and online platform provider for third-party beauty retailers over
the next few years. As a result, we see execution risk associated
with the transformation that could hamper the company's ability to
meet our base-case projections, notably in terms of cash flow
generation. The structural market changes that started over the
past two-to-three years have somewhat altered our view on the
durability of the group's earnings prospects, highlighted by lower
and more volatile EBITDA margins and cash generation than we
envisaged two years ago."

Refinancing of debt maturing in 2022 has moved into focus given
more challenging business prospects and structurally higher
leverage.

In fiscal year ended Sept. 30, 2019 (fiscal 2019), like-for-like
sales improved and exceptional costs were lower, supporting
earnings compared with 2018. S&P believes that continuous
improvement in this direction is crucial for the coming quarters to
facilitate timely and successful refinancing of upcoming debt
maturities. Secured instruments maturing in 2022 comprise EUR1.67
billion of term loans, EUR300 million of senior secured notes, and
a EUR200 million undrawn revolving credit facility (RCF), with the
latter due in February of that year. The unsecured notes of EUR335
million mature a year later in 2023. In S&P's view, any substantial
weakening of performance compared with its base case could
jeopardize Kirk Beauty's refinancing efforts in the absence of
counteractive measures.

Already implemented strategic initiatives and omni channel
capabilities position the group well for future growth.

S&P said, "We believe the pressure on mid-price products is
currently highest in the beauty segment. Hence we value the group's
introduction of more exclusive and luxury brand products, as well
as private-label products for the lower price range, as a step to
mitigate gross margin pressure. Following the brand relaunch and
refurbishment of several stores, the group appears on track with
its repositioning of the business to current consumer tastes, as
shown in recently solid like-for like store sales performance. In
combination with a rapidly expanding and in our view profitable
online business, we believe the group is well placed to participate
in future growth of Europe's online retail segment. Douglas' online
platform has emerged as Europe's largest for beauty products and
online sales contribute nearly 30% to the group's sales in Germany,
which is high compared with retail peers'. We also expect the
beauty segment to expand faster than the wider retail industry as
consumers increase their purchases of these products. The company's
announced cost-savings program will also help offset margin
pressure in the medium term; short-term support is unlikely, in our
view."

Material scale and regional earnings diversification support
earnings resilience, despite likely intensifying online competition
including outside Germany.

Douglas' position as Europe's largest beauty retailer is a key
competitive advantage that helps it preserve its gross margin and
negotiation power with its supplier base. In addition, S&P
acknowledges the positive effect of recent acquisitions in Spain
and Italy on the group's predictability of cash flows. In these
markets the share of online retail sales is much lower than in
Germany. In this respect, S&P also expects online retailing to
increase in Spain, Italy, and Eastern Europe, which leaves these
markets prone to increasing gross margin pressure should pure
online players (e-tailers) make material market share gains there.

S&P said, "The stable outlook reflects our view that the group will
refinance upcoming debt maturities on time over the next few
quarters. We also anticipate increasing online sales for Douglas,
coupled with at least stable in-store sales and lower one-off
costs, resulting in more stable profitability that mitigates
continuously challenging market conditions and margin pressure in
European non-food retail markets. Over the next 12 months, we
project this will result in S&P Global Ratings-adjusted debt to
EBITDA of 6.5x-7.0x, EBITDA plus rent (EBITDAR) covering interest
plus rent of about 1.5x, and about neutral reported FOCF after all
lease-related payments.

"We could lower the rating within the next 12 months if Kirk Beauty
does not refinance upcoming debt maturities, EBITDAR coverage of
interest plus rent declines toward 1.0x, FOCF turning materially
negative in fiscal 2020, or liquidity weakens to less than
adequate. Such credit metrics, in our view, would imply that the
capital structure is unsustainable, and could materialize from
weakening of like-for-like store sales, profitability, or cash
generation.

"Although we don't anticipate it, we could also lower the rating if
the company or shareholders were to repurchase parts of the debt at
below par."

Rating upside is unlikely over the next 12 months, given the
challenging competitive environment. S&P could, however, consider a
positive rating action if profitability increases and like-for-like
store sales remain positive, resulting in at least EUR30
million-EUR40 million of positive reported FOCF after lease-related
payments, and EBITDAR interest plus rent cover increases
sustainably above 1.5x. Any rating upside would also hinge on
refinancing of upcoming maturities.


NIDDA HEALTHCARE: Fitch Rates EUR350MM Sec. Debt 'B+(EXP)'
----------------------------------------------------------
Fitch Ratings assigned Nidda Healthcare Holding GmbH's upcoming
issue of EUR350 million incremental senior secured debt an expected
rating of'B+(EXP)'/'RR3' to fund an earmarked acquisition. Fitch
has also affirmed Nidda BondCo GmbH's Long-Term Issuer Default
Rating at 'B' with Stable Outlook.

The assignment of final rating is subject to the debt issue
conforming materially to the terms as presented to Fitch and being
deployed to acquire incremental EBITDA.

Nidda is the parent of Nidda Healthcare Holding GmbH, an
acquisition vehicle, which acquired Stada Arzneimittel AG (Stada),
the Germany-based manufacturer of generic pharmaceutical and
branded consumer healthcare products.

Nidda's rating reflects Stada's 'BB' business profile that is
balanced against a highly aggressively leveraged capital structure
following a sponsor-backed acquisition of Stada in 2017. The Stable
Outlook reflects its expectations that improving earnings and free
cash flow would allow steady deleveraging to around 7.0x by 2021 on
adjusted gross (and net) funds from operations basis from around
8.5x (8.0x) in 2018.

KEY RATING DRIVERS

Incremental Issue Neutral to Rating: Fitch views the forthcoming
incremental senior secured debt issue of EUR350 million as
rating-neutral. Fitch understands from management that the funds
will be used for general corporate purposes and will therefore,
contribute to Stada's value enhancement, and will not be deployed
for shareholder distributions. Its updated rating case reflects an
incremental EBITDA contribution of around EUR30 million-EUR35
million from 2020 onwards. This should lead to intact operating and
credit metrics as defined in its sensitivities, supporting its IDR
of 'B'/Stable.

Solid Operating Performance: Evidence of strong organic business
growth, new product launches and realised cost savings have
contributed to strongly improved operating results in 2019 and
created a solid platform for medium-term growth. Fitch projects
mid-to-high single-digit revenue growth through 2022, leading to
sales increasing to EUR3.5 billion, along with stable Fitch-defined
EBITDA margin of 25%.

Recent Acquisitions Rating-Neutral: Fitch projects a rating-neutral
impact from the recent acquisitions of Takeda's Russian/CIS drug
portfolio and Walmark a.s. The acquisitions will reinforce Stada's
marketing and distribution capabilities in central and eastern
Europe (CEE) and the CIS, given the company's growing consumer
business. The transaction is margin-accretive in the medium-term
due to a compatible profile of new assets by product and geography.
It will offer volume and cost-based productivity improvements and
balance the incremental debt used to fund these acquisitions.

Deleveraging Potential, De-Risking Unlikely: Stada's improved
operating performance offers scope for some deleveraging. Fitch
estimates FFO-adjusted gross leverage could decline below 7.0x by
2022 (from 8.6x in 2018) - Fitch's threshold for a positive rating
action. At the same time Fitch sees a high likelihood of further
debt-funded acquisitions, which in combination with the sponsors'
aggressive financial policy, will likely impact Stada's inherent
deleveraging capability.

Aggressive Financial Policy: The sponsors' entirely debt-funded
asset development strategy and the absence of commitment to
de-leverage will likely disrupt the company's deleveraging path,
with FFO- adjusted gross leverage estimated to remain between 7.0x
and 8.0x in the medium term. This results in high but manageable
refinancing risk in light of Stada's below-average risk profile.

Good Cash Flow Generation: Fitch regards Stada's healthy FCF as a
strong mitigating factor to the company's leveraged balance sheet,
which supports the 'B' IDR. Despite growing trade working capital
and capex requirements, Fitch expects sizeable and sustainably
positive FCF in excess of EUR100 million and robust mid-to-high
single-digit FCF margins, due to volume- and cost-driven EBITDA and
FFO expansion. Such solid cash flow generation could allow the
company to accommodate further product IP right acquisitions of
EUR100 million-EUR200 million a year and to repay its legacy debt
by 2022.

Latent M&A Risk: The IDR reflects the possibility of further
debt-funded acquisitions as Stada actively screens the market for
suitable product and business additions. Any material transactions
would represent event risk, possibly leading to re-leveraging that
may put the ratings under pressure. Larger M&A transactions in
excess of EUR200 million-EUR250 million are, in its view, likely to
be funded with incremental debt given the ample liquidity headroom
available under a committed fully undrawn revolving credit facility
(RCF) of EUR400 million, and a permitted indebtedness cap under the
company's financing agreement.

Supportive Generics Market: The ratings reflect positive long-term
demand fundamentals for the European generics market and generally
supportive reimbursement schemes as governments and national
regulators address rising healthcare costs. Given limited overall
generic penetration in Europe compared with the US, Fitch sees
continued structural growth opportunities, further reinforced by
increasing introduction of biosimilars. Stada's well-established
market position in core geographies allows the company to take
advantage of positive sector trends.

Challenged Consumer Healthcare Market: Several big pharma issuers
are refocusing their portfolios towards innovation-driven medicines
and exiting consumer-driven healthcare markets, as the fragmented
sector rapidly consolidates due to the growing importance of scale
in response to persisting price pressures and online competition.
While Stada remains a regional player, Fitch sees strong industrial
logic behind its acquisitions, which would allow the company to
fortify it product portfolio with established local branded OTC
products and strengthen its consumer outreach.

DERIVATION SUMMARY

Fitch rates Nidda according to its global rating navigator
framework for pharmaceutical companies. Under this framework, the
company's generic and consumer business benefits from satisfactory
diversification by product and geography, with a healthy exposure
to mature, developed and emerging markets. Compared with more
global industry participants, such as Teva Pharmaceutical
Industries Limited (BB-/Negative), Mylan N.V. (BBB-/RWP) and
diversified companies, such as Novartis AG (AA-/Stable) and Pfizer
Inc. (A/Negative), Nidda's business risk profile is affected by the
company's European focus. High financial leverage is a key rating
constraint, compared with international peers', and this is
reflected in the 'B' rating.

In terms of size and product diversity, Nidda ranks ahead of other
highly speculative sector peers such as Financiere Top Mendel SAS
(Ceva Sante, B/Stable), IWH UK Finco Limited (Theramex, B/Stable)
and Cheplapharm Arzneimittel GmbH (Cheplapharm, B+/Stable).
Although geographically concentrated on Europe, Nidda is
nevertheless represented in developed and emerging markets. This
gives the company a business risk profile consistent with a higher
rating. However, its high financial risk, with FFO-adjusted gross
leverage projected above 7.0x in 2019-2020 and deleveraging
potential toward 6.5x by 2022, is more in line with a weak 'B-'
rating that is only supported by solid FCF. This is comparable with
Ceva Sante's 'B' IDR, which balances high leverage with high
intrinsic cash flow generation, due to stable and profitable
operations, and deleveraging potential.

In contrast, smaller peers such as Theramex is less aggressively
leveraged at 5.0x-6.0x. However, it is exposed to higher product
concentration risks. Cheplapharm's 'B+' IDR reflects contained
leverage metrics, strong operating profitability and FCF
generation, which neutralise the company's somewhat lack of scale
and higher portfolio concentration risks.

KEY ASSUMPTIONS

  - Sales CAGR of 11% for 2018-2022, due to volume-driven growth of
the legacy product portfolio, new product launches, acquisition of
IP rights and business additions

  - Fitch-adjusted EBITDA margin improving to 25% by 2022 from
23.6% in 2018, supported by revenue growth, further cost
improvements and synergies realised from the latest acquisitions

  - Capex to rise at 5%-6% p.a. versus previously assumed 4%-4.5%,
due to higher production volumes

  - M&A around EUR100 million p.a. in 2019 and 2020, in addition to
the latest acquisitions of EUR1,210 million by 1H20. Thereafter
product in-licencing and further product IP rights additions
estimated at EUR200 million a year using internally generated funds
and purchased at 10x enterprise (EV)/EBITDA multiples with a 20%
EBITDA contribution.

  - Incremental senior secured debt drawdown of EUR350 million in
1Q20

  - Successful repricing of the term loan D (350bp from 400bp)

  - Liability to non-controlling shareholders maintained at EUR3.82
gross per share resulting in around EUR15 million in payment, which
Fitch classifies as preferred dividend

  - Stada's legacy debt (mainly an outstanding EUR267 million 1.75%
bond due 2022) to be repaid at maturity

Recovery Assumptions

  - Nidda would be considered a going concern in bankruptcy and be
reorganised rather than liquidated.

  - Fitch has maintained a discount of 30%, which Fitch has applied
to a Fitch-estimated EBITDA as of December 2019 of EUR738 million
with pro-forma adjustments for the acquisitions estimated at EUR55
million, EUR35 million from the acquisition funded by the
incremental senior secured debt (10x EV/EBITDA) and excluding the
annual cost of capital leases estimated at approximately EUR2
million. This leads to a post-restructuring EBITDA of around EUR515
million. This is the EBITDA level that would allow Nidda to remain
a going concern in the near-term.

  - As previously Fitch applies a distressed EV/EBITDA multiple at
7.0x.

Based on the payment waterfall, with the RCF of EUR400 million
assumed fully drawn in the event of default, Fitch assumes Stada's
senior unsecured legacy debt (at operating company level), which is
structurally the most senior, will rank pari passu with the senior
secured acquisition debt, including the term loans and senior
secured notes. The incremental senior secured debtissue of
EUR350million will rank pari passu with the existing senior secured
term loans and notes. Senior notes at Nidda will rank below the
senior secured acquisition debt.

Therefore, after deducting 10% for administrative claims, its
principal waterfall analysis generates a ranked recovery for the
new senior secured debt in the 'RR3' category, leading to a
'B+(EXP)' rating. The waterfall analysis output percentage based on
current metrics and assumptions is 64%.

However, the existing senior secured term loans and senior secured
notes remain at 'RR3' with expected recoveries of 65% until
completion of the acquisitions. On completion Fitch expects to
assign a final rating to the new senior secured debt of 'B+' with
an output percentage based on current metrics and assumptions at
64%. Overall, whether the current debt issuance proceeds as planned
or not, expected recoveries for the senior secured debt will remain
consistent with the 'RR3' category, indicating a 'B+' instrument
rating, one notch above the IDR.

  - Senior debt remains at 'RR6' with 0% expected recoveries. This
is unaffected by the latest debt issuance. The 'RR6' band indicates
a 'CCC+' instrument rating, two notches below the IDR.

RATING SENSITIVITIES

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

  - Sustained EBITDA margin in excess of 25% and FCF margin
consistently above 5%

  - Reduction in FFO adjusted gross leverage to below 7.0x, or in
FFO adjusted net leverage toward 6.0x

  - Maintenance of FFO adjusted fixed charge cover at close to 3.x

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

  - Inability to grow the business and realise cost savings in line
with strategic initiatives, resulting in pressure on profitability
and FCF margins turning negative

  - Failure to de-leverage to below 8.5x on FFO adjusted gross
basis, or toward 7.5x on FFO adjusted net leverage basis

  - FFO fixed charge cover weakening to below 2.0x

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Fitch projects a comfortable year-end cash
position of EUR125 milion-EUR200 million until 2022, supported by
healthy FCF generation. Organic cash flows would accommodate EUR100
million-EUR200 million of annual M&A activity and cover maturing
legacy debt at Stada. Fitch projects, however, an RCF drawdown of
EUR200 million in 2022 - out of the committed EUR400 million
available - to redeem its EUR267 million bond and to keep readily
available cash above EUR100 million.

The concurrent maturity extension of the outstanding term loans by
two years to July 2026 with a springing maturity provision in June
2025 if any senior notes due 2025 remain outstanding further
improves liquidity headroom.

For the purpose of liquidity calculation Fitch has deducted EUR2
million-EUR3 million of cash held in China and a further EUR100
million as minimum operating cash, which Fitch assumes to increase
gradually to EUR120 million by 2022 as the business gains scale.

ESG CONSIDERATIONS

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



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I R E L A N D
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BARINGS EURO 2019-2: Fitch Assigns B-sf Rating on Class F Debt
--------------------------------------------------------------
Fitch Ratings assigned Barings Euro CLO 2019-2 DAC final ratings as
detailed.

RATING ACTIONS

Barings Euro CLO 2019-2 DAC

Class A-1;  LT AAAsf New Rating;  previously at AAA(EXP)sf

Class A-2;  LT AAAsf New Rating;  previously at AAA(EXP)sf

Class B-1;  LT AAsf New Rating;   previously at AA(EXP)sf

Class B-2;  LT AAsf New Rating;   previously at AA(EXP)sf

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

Class D;    LT BBB-sf New Rating; previously at BBB-(EXP)sf

Class E;    LT BBsf New Rating;   previously at BB(EXP)sf

Class F;    LT B-sf New Rating;   previously at B-(EXP)sf

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

Class X;    LT AAAsf New Rating;  previously at AAA(EXP)sf

TRANSACTION SUMMARY

Barings Euro CLO 2019-2 DAC is a cash-flow CLO of mainly European
senior secured obligations. Net proceeds from the issuance are
being used to fund a portfolio with a target par of EUR400 million.
The portfolio is managed by Barings (U.K.) Limited. The CLO
envisages a 4.5-year reinvestment period and an 8.5-year weighted
average life (WAL).

KEY RATING DRIVERS

'B/B-' Portfolio Credit Quality: Fitch places the average credit
quality of obligors in the 'B'/'B-' category. The weighted average
rating factor (WARF) of the identified portfolio calculated by
Fitch is 33.1.

High Recovery Expectations: At least 90% of the portfolio comprises
senior secured obligations. Recovery prospects for these assets are
typically more favourable than for second-lien, unsecured and
mezzanine assets. The weighted average recovery rating (WARR) of
the identified portfolio calculated by Fitch is 66.6%.

Diversified Asset Portfolio: The transaction has four Fitch test
matrices corresponding to two top-10 obligors limits at 17% and
26.5%, and two maximum fixed-rate asset limits at 0% and 15%. The
manager can then interpolate within/between these matrices. The
transaction also includes various concentration limits, including
the maximum exposure to the three-largest (Fitch-defined)
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

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

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

RATING SENSITIVITIES

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


BARINGS EURO 2019-2: Moody's Rates EUR10.5MM Class F Notes B2(sf)
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes issued by Barings Euro CLO
2019-2 Designated Activity Company.

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

EUR240,000,000 Class A-1 Senior Secured Floating Rate Notes due
2032, Assigned Aaa (sf)

EUR10,000,000 Class A-2 Senior Secured Floating Rate Notes due
2032, Assigned Aaa (sf)

EUR18,000,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Assigned Aa2 (sf)

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

EUR25,200,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2032, Assigned A2 (sf)

EUR25,500,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2032, Assigned Baa3 (sf)

EUR20,500,000 Class E Senior Secured Deferrable Floating Rate Notes
due 2032, Assigned Ba2 (sf)

EUR10,500,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2032, 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 is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured obligations and up to 10%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be 95% ramped as of the closing date and
to comprise of predominantly corporate loans to obligors domiciled
in Western Europe. The remainder of the portfolio will be acquired
during the 6-month ramp-up period in compliance with the portfolio
guidelines.

Barings (U.K.) Limited will manage the CLO. It will direct the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's 4.5-year
reinvestment period. Thereafter, subject to certain restrictions,
purchases are permitted using principal proceeds from unscheduled
principal payments and proceeds from sales of credit risk
obligations or credit improved obligations.

Interest and principal amortisation amounts due to the Class X
Notes are paid pro rata with payments to the Class A-1 Notes. The
Class X Notes amortise by 16.7% or EUR 333,333.33 over the first
six payment dates.

Interest and principal payments due to the Class A-2 Notes are
subordinated to interest and principal payments due to the Class X
Notes and the Class A-1 Notes.

In addition to the nine classes of notes rated by Moody's, the
Issuer has issued EUR33.5 of Subordinated Notes which are not
rated.

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

Methodology underlying the rating action:

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

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

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

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

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

Par Amount: EUR 400,000,000

Diversity Score: 40

Weighted Average Rating Factor (WARF): 2,930

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 5.50%

Weighted Average Recovery Rate (WARR): 44.2%

Weighted Average Life (WAL): 8.5 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency ceiling (LCC) of A1 or below. As
per the portfolio constraints and eligibility criteria, exposures
to countries with LCC of A1 to A3 cannot exceed 10% and obligors
cannot be domiciled in countries with LCC below A3.


HARVEST CLO XXIII: Fitch Assigns B-(EXP) Rating on Cl. F Debt
-------------------------------------------------------------
Fitch Ratings assigned Harvest CLO XXIII DAC expected ratings.

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

RATING ACTIONS

Harvest CLO XXIII DAC

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

Class B-1;    LT AA(EXP)sf;   Expected Rating

Class B-2;    LT AA(EXP)sf;   Expected Rating

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

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

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

Class F;      LT B-(EXP)sf;   Expected Rating

Class Z;      LT NR(EXP)sf;   Expected Rating

Subordinated; LT NR(EXP)sf;   Expected Rating

TRANSACTION SUMMARY

Harvest CLO XXIII DAC is a cash flow-collateralised loan
obligation.

Net proceeds from the issuance of the notes will be used to
purchase a portfolio of EUR450 million of mostly European leveraged
loans and bonds. The portfolio is actively managed by Investcorp
Credit Management EU Limited. The CLO envisages a 4.5 year
reinvestment period and an 8.5 year weighted average life (WAL).

KEY RATING DRIVERS

'B+'/'B' Portfolio Credit Quality

Fitch places the average credit quality of obligors in the 'B+'/'B'
range. The Fitch-weighted average rating factor (WARF) of the
identified portfolio is 31.61, below the indicative covenanted
maximum Fitch WARF of 33.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch-weighted average recovery rate (WARR) of the identified
portfolio is 63.83%, slightly below the indicative covenanted
minimum Fitch WARR of 64%. However, the portfolio is only 81%
ramped.

Limited Interest Rate Exposure

Up to 10% of the portfolio can be invested in fixed-rate assets,
while fixed-rate liabilities represent 5% of the portfolio. Fitch
modelled both 0% and 10% fixed-rate buckets and found that the
rated notes can withstand the interest-rate mismatch associated
with each scenario.

Diversified Asset Portfolio

The covenanted maximum exposure to the top 10 obligors for
assigning the expected ratings is 20% of the portfolio balance. The
transaction also includes limits on maximum industry exposure based
on Fitch's industry definitions. The maximum exposure to the
three-largest (Fitch-defined) industries in the portfolio is
covenanted at 40%. These covenants ensure that the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management

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

Cash Flow Analysis

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

RATING SENSITIVITIES

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




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

PIETRA NERA: DBRS Confirms BB Rating on Class D Notes
-----------------------------------------------------
DBRS Ratings GmbH confirmed the ratings on the following classes of
commercial mortgage-backed floating-rate notes due November 2027
(the Notes) issued by Pietra Nera Uno S.R.L.:

-- Class A Notes at AA (low) (sf)
-- Class B Notes at A (low) (sf)
-- Class C Notes at BBB (low) (sf)
-- Class D Notes at BB (sf)
-- Class E Notes at B (high) (sf)

All trends are Stable.

The rating confirmations reflect the transaction's overall stable
performance since issuance.

The Notes are securitized by three senior commercial real estate
loans and two pari passu–ranking capital expenditure facilities,
which were advanced to four Italian borrowers ultimately owned and
managed by The Blackstone Group Inc. (the Sponsor). As of the
November 2019 interest payment date (IPD), the aggregate loan
balance was EUR 402.5 million, a reduction of approximately 0.3% of
the original loan balance of EUR 403.8 million due to the Palermo
loan ending its interest-only period and beginning to amortize at
1.0% per annum. All three loans have upcoming maturity dates in May
2020; however, all three loans have three one-year conditional
extension options, which, if exercised, means the remaining two
loans (i.e., the Fashion District and Valdichiana loans) will also
begin to amortize at 1.0% per annum, with the Palermo loan
amortizing at 2.0% per annum during its third extension option.

The loans are collateralized by four Italian retail properties
(with the Fashion District loan being secured by two retail
properties). As of the November 2019 IPD, the assets received
updated valuations, with the aggregate value of the collateral
increasing to EUR 556.8 million (72.3% loan-to-value (LTV)) as of
the November 2019 IPD from EUR 541.3 million (74.4% LTV) as of the
August 2019 IPD. The Fashion District loan's and Valdichiana loan's
value increased by 8.7% and 13.1%, respectively, with the Palermo
loan asset value decreasing by 7.5%. Although the appraised value
for the Palermo loan decreased, the gross rental income (GRI), as
of the November 2019 IPD, increased year over year by 5.7% and
occupancy remains stable at 99.2%. At issuance, DBRS Morningstar
underwrote (UW) the asset using stressed cash flow and cap rate;
therefore, DBRS Morningstar did not adjust its UW assumptions from
issuance.

Overall, the underlying collateral has performed in line with
expectations at issuance, with the aggregate GRI increasing
slightly by 0.9% since issuance and 2.4% between the November 2018
and November 2019 reporting period. GRI has increased by 7.7% and
5.7% for the Fashion District and Palermo loans, respectively, and
decreased by 7.5% for the asset securing the Valdichiana loan. The
decrease stems from a decline in occupancy to 87.4% as of the
November 2019 IPD from 96.4% at issuance due to tenants vacating
upon lease expiration. In DBRS Morningstar's opinion, the tenants
that vacated were generally weaker retailer brands, providing the
Sponsor with the opportunity to fill the vacant spaces with
stronger tenants in the future.

One of the assets securitizing the Fashion District loan, the
Puglia Outlet Village, was scheduled to have its phase two
expansion open by December 2018. However, this did not occur, and
phase two remains vacant. The Sponsor has instead focused leasing
efforts on increasing performance on the phase one asset by letting
up the current vacant units and is now not scheduling to open the
phase two asset in H2 2020.

The largest tenant in the portfolio is Ipercoop, a large Italian
grocery chain that pays an annual rent of EUR 1.37 million, or
approximately 3.6% of GRI generated by the four assets. The tenant
had a scheduled break option in November 2019 but did not exercise
this break option and has a scheduled lease expiration in November
2039. The second-largest tenant is UCI Sud Srl, which is a cinema
at the Puglia asset for the Fashion District loan that pays a gross
rent of EUR 746,100, or approximately 2.0% of aggregate gross rent.
The tenant has a lease expiration date is July 2025 with no
scheduled break options.

Notes: All figures are in Euros unless otherwise noted.


SUNRISE SERIES 2018-1: Moody's Hikes EUR77.7MM Cl. E Notes to Ba2
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of C, D and E Notes
in Sunrise - Series 2018-1.

The rating action reflects: (a) the increased levels of credit
enhancement for the affected Notes, and (b) better than expected
collateral performance

Moody's affirmed the ratings of the Notes that had sufficient
credit enhancement to maintain the current rating on the affected
Notes.

  EUR800.8 million Class A Notes, Affirmed Aa3 (sf); previously on

  Oct 25, 2018 Downgraded to Aa3 (sf)

  EUR119.5 million Class B Notes, Affirmed A1 (sf); previously on
  Oct 25, 2018 Affirmed A1 (sf)

  EUR71.8 million Class C Notes, Upgraded to A1 (sf); previously
  on Oct 25, 2018 Affirmed Baa1 (sf)

  EUR71.8 million Class D Notes, Upgraded to Baa1 (sf);
  previously on Oct 25, 2018 Downgraded to Ba1 (sf)

  EUR77.7 million Class E Notes, Upgraded to Ba2 (sf); previously
  on Oct 25, 2018 Affirmed B1 (sf)

Maximum achievable rating is Aa3 (sf) for structured finance
transactions in Italy, driven by the corresponding local currency
country ceiling of the country.

RATINGS RATIONALE

The rating action is prompted by decreased key collateral
assumptions, namely the portfolio Default Probability (DP), due to
better than expected collateral performance and an increase in
credit enhancement for the affected tranches after the transaction
revolving period ended in July 2019.

Revision of Key Collateral Assumptions

As part of the rating action, Moody's reassessed its default
probability assumption for the portfolio reflecting the collateral
performance to date.

The performance of the transaction has continued to be stable since
closing. Total delinquencies have largely remained stable in the
past year, with 90 days plus arrears standing at 1.20% of current
pool balance as of the latest interest payment date (IPD).
Cumulative defaults currently stand at 0.77% of original pool
balance and replenishments.

Moody's lowered its cumulative default rate assumption as a
percentage of the original pool balance to 5.12% from 7.75% at
closing. The equivalent cumulative default rate assumption is 7.75%
of current pool balance, given the transaction pool factor of
81.76% of the original pool balance plus replenishments. Moody's
left the assumptions for the fixed recovery rate and portfolio
credit enhancement unchanged at 10% and 18.5% respectively.

Increase in Available Credit Enhancement

Sequential amortization led to the increase in the credit
enhancement available in this transaction, together with the end of
the revolving period in July 2019.

For instance, the credit enhancement for the tranche C affected by
the upgrade increased to 25.48% from 19.58% since October 2018,
when the last rating action on the deal took place.

The cash proceeds may be invested in eligible investments rated at
least Baa1/P-1. The ratings of the Class B and C Notes are
constrained by risk from eligible investments.

The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in March
2019.

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

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

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


TIRRENA DI ASSICURAZIONI: March 25-26 Tender Scheduled for Assets
-----------------------------------------------------------------
Compagnia Tirrena di Assicurazioni S.p.A., in Compulsory
Administrative Liquidation, is selling its assets by tender with
sealed bids in the presence of a Notary.

The assets for sale include:

   -- At Rome Via Massimi 158

      Office building of approximately 20,000 sqm in Rome
      (Balduina - Monte Mario area)

      * Starting bid: EUR39,150,000.00 plus taxes and auction
        service fees

      * Tender date: March 26, 2020, at 11:00 a.m.

   -- At Segrate, Via Cassanese 224

      Office building of approximately 8,270 sqm in Segrate -
      Milan (complex 'Milano Oltre')

      * Starting bid: EUR3,032,640.00 plus taxes and auction
        service fees

      * Tender date: March 25, 2020 at 11:00 a.m.

Properties are sold "as is" and at fixed price.

Tender notices and further information on the properties are
available on www.compagniatirrenalca.it, www.gtirrenalca.it,
www.ivass.it, www.immobiliare.it, www.asteguidiziarie.it (procedure
No. 126 of 1993) and www.avvisinotarili.notario.it

For more information please contact the office responsible: Via
Massimi 158, 00136 Roma, Tel. +39/06/30183234, Fax.
+39/06/35420169-30183211, Certified e-mail:
compagniatirrenaassspa.inlca@legalmail.it




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

ORION ENGINEERED: S&P Alters Outlook to Stable & Affirms 'BB' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from positive and
affirmed the 'BB' issuer credit and issue-level ratings on Orion
Engineered Carbons S.A.

S&P said, "Limited near-term upside to credit metrics and our
rating.   The absence of significant recovery prospects for Orion's
key end markets, coupled with expected higher capital expenditure
(capex) and a stable dividend payment, leaves limited room for
near-term improvements in Orion's leverage metrics or rating upside
over the coming 12 months. We estimate adjusted FFO to debt of
about 26.5% in 2019, only slightly improving to 26.5%-27.5% in
2020.

"We expect no significant short-term recovery in key end markets.  
Over 2020-2021, we expect virtually no growth in sales volumes for
auto OEM and modest recovery in China. In light of this, we
anticipate volume growth of 0%-1% in the Rubber and Specialty
segments. We anticipate adjusted EBITDA will be US$260
million–US$270 million in 2020 and US$280 million-US$290 million
in 2021, about 6%-8%% below our previous forecast."

Weakness in global auto OEM, most pronounced in Asia, has affected
performance over the past nine months.  Revenue declined by 3.2%
and EBITDA by 22.9% year on year in the first nine months of 2019.
Sales of global light vehicles including passenger cars and
commercial light vehicles fell by 5.6% in the year to Sept. 30,
2019, with the biggest decline observed in China (10.3%). Although
replacement tire demand--which accounts for approximately 70% of
the Rubber's segment revenue--remained healthy, auto OEM and the
Chinese slowdown have had a significant impact on mechanical rubber
goods (25% of Rubber's revenue) and polymers (55% of Specialty's
revenue). Orion's performance has been also affected by feedstock
differentials, which have been exacerbated recently by the impact
of the International Maritime Organization's low sulfur regulation
(IMO 2020). S&P's assessment of Orion's overall profitability is
also affected by significant one-off items recorded over the first
nine months of 2019, amounting to about US$18 million. Examples
include restructuring costs, consultancy fees, and a long-term
incentive plan.

At the same time, higher regulatory capex will weigh on free cash
flow. S&P said, "We forecast total capex will be US$130
million-US$145 million in 2019-2020, falling to about US$100
million only in 2021. In 2019, the company accelerated spending
related to U.S. Environmental Protection Agency (EPA) regulations,
to ensure pollution control technology is fully operational by
April 2021. We estimate the EPA capex increased to US$50-$55
million in 2019 (from US$18 million in 2018) and should further
expand to US$60 million-US$65 million in 2020. Orion guides for a
significant decline in EPA capex to US$20 million-US$25 million per
year over the next three years. Although a portion of the non-EPA
capex is flexible in nature, the significant size of the overall
capex will coincide with stagnant earnings and will burden free
operating cash flow (FOCF), particularly in 2020. Against this
background, the company continues to commit to pay a dividend of
US$45 million-US$50 million, similar to 2018. We therefore expect
adjusted net debt to increase slightly in 2020 to about US$745
million-US$750 million and we forecast higher leverage than
previously anticipated."

Partial reimbursement of EPA capex from Evonik is uncertain. S&P
said, "We have not factored into our base case any partial
reimbursement of EPA capex from Orion's former parent company
Evonik as a result of the ongoing arbitration process. Given the
uncertainty of its timing and the amount, we don't include it in
our current forecast, but a sizable reimbursement could positively
affect our financial risk profile assessment."

S&P said, "The stable outlook reflects our view that Orion should
continue to show a fair degree of operating resilience, supported
by pass-through clauses and pricing power. We also expect the
company's EBITDA to benefit from the absence of restructuring
costs. Despite the rise in mandatory EPA capex, we continue to
forecast positive FOCF, albeit reducing by US$15 million-US$20
million in 2020. This should lead to adjusted FFO to debt of about
27% by year-end 2020. We view adjusted weighted average FFO to debt
of about 20%-30% as commensurate with the rating."

A deterioration in credit metrics such that weighted average
adjusted FFO to debt was below 20% would likely weigh on the
rating. This could arise from unforeseen market deterioration, an
inefficient pass through mechanism, lost contracts, or an
unexpected drawback from oil price volatility. S&P could also lower
the ratings due to higher-than-expected working capital
requirements, capex impairing free cash flows, or a large
debt-funded acquisition.

An upgrade could stem from EBITDA growth, which is currently
constrained by the absence of significant recovery prospects in
Orion's key end markets and the relatively niche nature of the
carbon black industry. If EBITDA growth happened, S&P could
consider an upgrade if FFO to debt sustainably exceeded 30%, either
from recurring free cash flows or further voluntary debt
repayments. A material reimbursement from Evonik could also lead to
rating upside if it led to further deleveraging.




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

DELFT 2020: DBRS Finalizes B (low) Rating on Class F Notes
----------------------------------------------------------
DBRS Ratings GmbH finalized its provisional ratings on the
following notes issued by Delft 2020 B.V. (Delft 2020; the
issuer):

-- Class A notes at AAA (sf)
-- Class B notes at AA (sf)
-- Class C notes at A (sf)
-- Class D notes at BBB (sf)
-- Class E notes at BB (low) (sf)
-- Class F notes at B (low) (sf)

The rating assigned to the Class A notes addresses the timely
payment of interest and the ultimate repayment of principal by the
legal final maturity date in October 2042. The rating assigned to
the Class B notes addresses the timely payment of interest once
most senior and the ultimate repayment of principal on or before
the final maturity date.

The ratings on Class C, Class D, Class E, and Class F notes address
the ultimate payment of interest and repayment of principal by the
legal final maturity date. DBRS Morningstar does not rate the Class
Z or Class X notes or the residual certificates.
Delft 2020 is a new transaction formed by securitizing the
collateral currently under Delft 2017 B.V. (Delft 2017) and Delft
2019 B.V. (Delft 2019). Delft 2017 is a seasoned Dutch,
nonconforming transaction comprising mortgage loans originated by
ELQ Portfeuille 1 B.V. (ELQ) and sold into EMF-NL 2008-1 B.V. in
2017. The mortgage loans in Delft 2019 were originated by ELQ and
Quion 50 B.V. (Quion), which were subsidiaries of Lehman Brothers
through ELQ Hypotheken N.V. ELQ and Quion no longer originate loans
and were sold to EMF-NL 2008-2 B.V. in April 2019. Delft 2017 and
Delft 2019 have been called on the interest payment date in January
2020.

The legal and beneficial titles of the mortgage loans have been
transferred to the issuer on the closing date. Adaxio B.V. will
service the mortgage portfolio during the life of the transaction
with Intertrust Administrative Services B.V. acting as a backup
servicer facilitator. The servicing of loans originated by Quion
will be delegated to Quion Hypotheekbemiddeling B.V. but will
switch to Adaxio B.V. someday in the future as agreed between the
parties.

As of December 31, 2019, the portfolio balance was EUR 253.3
million. The portfolio includes mortgage loans with nonconforming
characteristics such as self-certified borrower income (44.0% by
loan balance); negative Bureau Krediet Registratie listings of
borrower credit history (30.5%); and loans to borrowers classified
as unemployed, self-employed, or pensioners (33.2%). The loans are
mostly floating rate (93.5%), repay on an interest-only (99.1%)
basis, and have a weighted-average coupon of 2.8%. The
weighted-average current loan-to-value (CLTV) ratio of the
portfolio is 82.0%, with 8.5% of the loans having a CLTV equal to
or above 100%.

The rated notes benefit from credit enhancement provided by
subordination, excluding the Class X notes, and the not liquidity
reserve, which can clear any principal deficiency ledger (PDL)
debits in the revenue priority of payments. Initially, the Class A
notes will have 24.8% of credit enhancement. Additionally, the
liquidity reserve is available to cover interest shortfalls on the
Class A notes.

The not liquidity reserve was funded from the issuance of the Class
R certificates and can be applied to cover shortfalls in senior
fees, pay interest on Classes A to F, and clear PDL balances on
Class A to F sub-ledgers. The not liquidity reserve has a balance
equal to 2.0% of the initial balance of Class A to Z notes minus
the required balance of the liquidity reserve. The liquidity
reserve is available to support senior fees and interest shortfalls
on Class A notes, following the application of revenue and the not
liquidity reserve. While the Class A notes are outstanding, the
liquidity reserve will have a required balance equal to 2.0% of the
outstanding balance of the Class A notes, subject to a floor of
1.0% of the initial balance of Class A notes. As this liquidity
reserve amortizes, the excess amounts will become part of the
revenue available funds and allow the not liquidity reserve to
increase in size.

Principal funds can be diverted to pay shortfalls in senior fees
and unpaid interest due on the Class A to F notes, which remain
after applying revenue collections and exhausting both reserve
funds. Principal receipts can only be used to pay interest
shortfalls if the corresponding note has a PDL balance of less than
10% of its outstanding balance. This does not apply to the
senior-most note where the principal can always be used to cover
interest shortfalls.

If principal funds are diverted to pay revenue liabilities,
including replenishing the liquidity reserve, the amount will
subsequently be debited to the PDL. The PDL comprises seven
subledgers that will track principal used to pay interest, as well
as realized losses, in a reverse-sequential order that begins with
the Class Z sub-ledger.

Accrued interest on Class B to F notes is subject to a net
weighted-average coupon cap (NWC). The NWC is calculated as the
gross WAC that is due but not necessarily paid on the mortgage
portfolio, net of senior fees, divided by the outstanding rated
note balance as a percentage of the outstanding mortgage portfolio
balance. DBRS Morningstar's ratings do not address payments of the
NWC additional amounts, which are the amounts accrued and become a
payable junior in the revenue and principal waterfall if the coupon
due on a series of notes exceeds the applicable NWC. NWC additional
amounts will accrue interest at the lower of the NWC and the
applicable coupon.

On the interest payment date in April 2023, the coupon due on the
notes will step up and the notes may be optionally called. The
notes must be redeemed at par plus pay any accrued interest.

Monthly mortgage receipts are deposited into a bankruptcy-remote
Stichting collection foundation account at ABN AMRO Bank N.V. (ABN
AMRO; rated at A (high) with a Stable trend by DBRS Morningstar),
mostly via direct debit. The amounts in the collection account will
be transferred to the issuer account on at least a monthly basis.
Commingling risk is considered mitigated by the use of a Stichting
and the regular sweep of funds. The collection account bank is
subject to a DBRS Morningstar investment-grade downgrade trigger.
If DBRS Morningstar's long-term senior debt rating of ABN AMRO is
downgraded below "A", the collection account bank will be replaced
by, or obtain a guarantee from, an appropriately rated bank within
30 calendar days of such breach.

ABN AMRO is also the account bank for the transaction. DBRS
Morningstar's account bank reference rating at AA (low) is one
notch below the Critical Obligations Rating of AA and is consistent
with the minimum institution rating given the ratings assigned to
the Class A notes, as described in DBRS Morningstar's "Legal
Criteria for European Structured Finance Transactions"
methodology.

DBRS Morningstar based its ratings primarily on the following
analytical considerations:

-- The transaction capital structure, including the form and
sufficiency of available credit enhancement.

-- The credit quality of the mortgage loan portfolio and the
ability of the parties to perform servicing and collection
activities. DBRS Morningstar estimated stress-level probability of
default (PD), loss given default (LGD), and expected losses (EL) on
the mortgage portfolio. The PD, LGD, and EL are used as inputs into
the cash flow tool. The mortgage portfolio was analyzed in
accordance with DBRS Morningstar's "European RMBS Insight
Methodology" and the "European RMBS Insight: Dutch Addendum"
methodology.

-- The transaction's ability to withstand stressed cash flows
assumptions and repays investors according to the terms of the
transaction documents. The transaction structure was analyzed using
the Intex DealMaker. DBRS Morningstar considered additional
sensitivity scenarios of 0% conditional repayment rate stress.

-- The consistency of the transaction's legal structure with the
DBRS Morningstar "Legal Criteria for European Structured Finance
Transactions" methodology and the presence of legal opinions
addressing the assignment of the assets to the issuer.

-- The relevant counterparties, as rated by DBRS Morningstar, are
appropriately in line with DBRS Morningstar legal criteria to
mitigate the risk of counterparty default or insolvency.

-- The structural mitigants in place to avoid potential payment
disruptions caused by operational risk, such as downgrade and
replacement language in the transaction documents.

Notes: All figures are in Euros unless otherwise noted.


DILIJAN FINANCE: Fitch Rates $300MM Unsec. Notes Due 2025 Final B+
------------------------------------------------------------------
Fitch Ratings assigned Dilijan Finance B.V.'s USD300 million 6.5%
senior unsecured notes due in 2025 a final long-term rating of 'B+'
with a Recovery Rating of 'RR4'.

The assignment of the final rating follows the completion of the
notes' issue and receipt of final documentation conforming to the
information previously received. The final rating is the same as
the expected rating assigned on November 13, 2019.

The senior unsecured loan participation notes have been issued by
Dilijan Finance B.V., the Netherlands-based special-purpose
vehicle, for financing a loan to Armenian-based Ardshinbank CJSC
(B+/Stable) for its general banking activity, including refinancing
of upcoming contractual debt repayments. Dilijan Finance B.V. will
only pay noteholders amounts (principal and interest) received from
Ardshinbank under the loan agreement. Claims under the loan
agreement will rank equally with the claims of other senior
unsecured and unsubordinated creditors of Ardshinbank.

KEY RATING DRIVERS

The senior unsecured notes are rated at the level of Ardshinbank's
Long-Term Issuer Default Rating (IDR) of 'B+' and assume average
recovery prospects for noteholders in case of default.

Ardshinbank's Long-Term IDR is driven by its intrinsic strength, as
reflected by its 'b+' Viability Rating (VR). The bank's ratings
reflect a volatile and highly dollarised local economic
environment, which translates into potentially vulnerable asset
quality. The VR also captures the bank's stable asset quality to
date, supported by continued economic growth, reasonable capital
and liquidity buffers and moderate profitability.

RATING SENSITIVITIES

The issue rating is sensitive to changes in Ardshinbank's Long-Term
IDR and to Fitch's assessment of the recovery prospects in case of
default.

An upgrade of Ardshinbank's IDR would require an improvement of the
operating environment. An extended track record of stable
asset-quality metrics and performance, and stronger capital ratios,
would also be credit-positive. Conversely, material pressure on
Ardshinbank's asset quality may lead to a downgrade of the bank's
ratings, and hence of the issue's rating.

ESG CONSIDERATIONS

Ardshinbank's highest ESG credit relevance score is '3'. This means
that ESG issues are credit-neutral or have only a minimal credit
impact on the bank, either due to their nature or to the way in
which the issues are being managed by the bank.


SCHOELLER PACKAGING: S&P Affirms 'B' LongTerm ICR, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Netherlands-based Schoeller Packaging B.V. S&P also affirmed its
'B' issue ratings on its senior secured notes.

S&P said, "Schoeller's credit metrics will remain in line with our
rating. We expect Schoeller to generate EUR537 million in revenues
in 2019 and S&P Global Ratings-adjusted EBITDA of EUR62 million. In
contrast to our previous expectation, we now forecast that free
operating cash flow (FOCF) will be negative. The negative FOCF
reflects higher working capital outflows than we expected and
higher capital expenditure (capex), in addition to more challenging
market conditions.

"We expect EBITDA margins and FOCF to improve in 2020. We expect
EBITDA to improve in 2020, as Schoeller incurs lower extraordinary
costs. The years 2017 and 2018 were characterized by high
exceptional costs linked to a change in ownership, litigation
costs, and settlement payments. In 2020, we forecast that EBITDA
will benefit from the new products launched in 2019 and cost-saving
initiatives.

"In 2020, we expect a slight improvement in FOCF, supported by
EBITDA growth and a tighter grip on working capital and capex. We
also expect FOCF to benefit from the lower interest burden
Schoeller has achieved in the recent refinancing. That said, we
continue to believe that Schoeller's small scale makes its cash
flow generation vulnerable to unforeseen costs.

"We treat the shareholder loan from Brookfield Business Partners
L.P. as equity. We have assessed the EUR65 million loan extended by
Brookfield. We believe that this loan complies with our criteria
for non-common equity treatment. Consequently, from now on, our
debt calculation excludes any drawings (currently EUR7.6 million)
under this facility.

"The stable outlook reflects our expectation that Schoeller's
leverage will improve to around 5.3x over the next 12 months, and
that FOCF generation will turn positive, albeit minimal, in 2020.

"We could lower the ratings if FOCF remains negative on a sustained
basis and adjusted debt to EBITDA increases above 7.0x. We could
also lower the rating if we expected weaker liquidity or if funds
from operations (FFO) cash interest coverage fell below 1.5x. The
ratings could also come under pressure if we expected that
management's actions and financial policy, including the planned
program to invest in new products, would not translate into steady
EBITDA growth or would take longer than we expected to
materialize.

"We could revise the outlook to stable if Schoeller showed a
significant and sustained improvement in FOCF. This could come from
stronger FFO generation as well as moderate capex and working
capital outflows."




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

PGS ASA: Moody's Hikes CFR to B2 & Alters Ratings Outlook to Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating of
PGS ASA to B2 from B3 and its probability of default rating to
B2-PD from B3-PD. Concurrently, Moody's upgraded the ratings of
PGS's senior secured term loan B and revolving credit facility to
B2 from B3.

The outlook on all ratings was revised to stable from ratings under
review.

The rating action concludes the review process initiated by Moody's
on November 14, 2019.

RATINGS RATIONALE

The rating upgrade was prompted by the announcement by PGS that it
has received commitments for the extension of (i) at least
approximately 90% ($339 million) of the existing $377 million TLB
from the current maturity in March 2021 to March 2024 and (ii) $215
million of the RCF which was $170 million drawn at the end of
September 2019, to September 2023. In addition, PGS has received
commitments for $150 million of incremental TLB with same maturity
and terms as the extended TLB.

While the banks' commitments were subject to an equity raise of at
least $75 million, PGS subsequently announced that it has
successfully raised NOK850 million (approximately $95 million) of
new equity through a private placement. The debt refinancing is
expected to be completed concurrently with the closing of the
equity private placement on or about February 17, 2020.

Proceeds from the $150 million incremental TLB and the new equity
placement will be used to redeem the $212 million senior unsecured
notes due December 2020. This complete refinancing will strengthen
the group's liquidity profile and reduce financial leverage.

The rating upgrade also reflects the recovery in underlying
operating performance reported by PGS in the past two years. In
2019, PGS benefited from an improving environment in the contract
market reflected in a close to 40% price increase and reported
higher vessel utilisation rate, which helped compensate for some
volatility in multiclient revenues. The group's order book nearly
doubled in 2019 to reach $322 million at year-end and good
utilisation for all eight active vessels should be achieved for the
full season through 2020 compared to an average of 7.5 vessels in
2019.

Moody's expects that PGS will confirm its return to positive free
cash flow (FCF) generation in 2019, with a small cash surplus of
around $40 million. Combined with the cash proceeds received from
the sale of Ramform Sterling to JOGMEC, this should enable the
group to reduce leverage with adjusted total debt to EBITDA (after
deducting multiclient capital spending) projected to be around 4.0x
at year-end 2019.

Looking ahead, Moody's expects that the effect of improving
conditions in the seismic market on the group's operating cash flow
will more than offset a moderate pick-up in capex, and allow PGS to
remain positive FCF. Benefiting also from the injection of fresh
equity, Moody's expects the group to report further debt reduction
in 2020 resulting Moody's adjusted leverage falling towards 3.0x
during the year.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

PGS like other oilfield services companies generally bears
environmental risks similar to those of the E&P companies that are
their customers. The eventual dampening of demand for oil due to
carbon transition will affect the services sector. However,
exploration spending will still continue for the short to medium
term. Therefore, environmental considerations were not a material
rating factor at this stage especially given where PGS' rating is
currently positioned.

PGS is registered in Norway as a public limited liability company,
which is listed on the Oslo Stock Exchange. It has a broad and
diversified shareholder base.

In 2018, taking into account experience from the recent downcycle
and considering that the seismic markets will continue to be
cyclical in the future, PGS adopted a strategic target to over time
reduce net interest bearing debt to a level not exceeding $500-600
million (or $700-800 million including IFRS 16 lease liabilities),
assuming the current size and composition of business activities.

While its dividend policy is to distribute 25 to 50 percent of
annual net income as dividends over time, PGS has not distributed
dividends in recent years due to a weak market, operating losses
and a need to maintain an adequate liquidity reserve. Going
forward, it intends to give priority to debt reduction and refrain
from making any dividend payments until its net interest bearing
debt falls in line with the mentioned targeted level.

LIQUIDITY

The refinancing currently undertaken by PGS will strengthen its
liquidity profile by extending its debt maturity profile. In
addition, the group's liquidity position should be underpinned by
sustained positive FCF generation while no major maturities are due
before 2023. The senior secured TLB is covenant-lite and has no
financial maintenance covenants, with the exception of a net total
leverage and minimum liquidity covenant for the RCF, for which
Moody's expects PGS to maintain comfortable headroom.

STRUCTURAL CONSIDERATIONS

The senior secured TLB and RCF are rated B2 in line with the
corporate family rating. They are guaranteed by the material
subsidiaries of the group representing at least 80% of group EBITDA
and assets. In addition, they benefit from a first security
interest in substantially all the assets of the borrowers and
guarantors, with the exception of Titan-class vessels, in which
lenders will hold an indirect second priority security interest.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that PGS will be
able to sustain the improvement in operating profitability and
financial profile reported in 2019, as conditions in the seismic
market continue to gradually recover. This also reflects Moody's
view that the group's liquidity profile will be significantly
enhanced by the successful completion of the proposed refinancing.

WHAT COULD TAKE THE RATING UP

Moody's considers that the inherent volatility of the demand for
seismic and reservoir services largely driven by the oil price
environment, constitutes a significant constraint on PGS's rating.
An upgrade to B1 would require that the group demonstrate the
ability to sustain an EBIT margin in the low double digits and
Moody's-adjusted total debt to EBITDA (excluding multiclient
capital spending) well below 3x as well as consistent positive FCF
and the maintenance of a healthy liquidity.

WHAT COULD TAKE THE RATING DOWN

The B2 rating could come under pressure should renewed market
weakness result in EBIT margin falling below back below 5% and
adjusted total debt to EBITDA (excluding multiclient capital
spending) rising above 4.5x for an extended period. The rating
could also be downgraded should the company's liquidity markedly
deteriorate.

RATING METHODOLOGY

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in May 2017.

COMPANY PROFILE

PGS ASA is one of the leading offshore seismic acquisition
companies with worldwide operations. PGS headquarters are located
at Oslo, Norway. The company is a technologically leading oilfield
services company specializing in reservoir and geophysical
services, including seismic data acquisition, processing and
interpretation, and field evaluation. PGS maintains an extensive
multi-client seismic data library. For the year ended December 31,
2019, PGS reported Segment revenues of $880 million. PGS is a
public limited company incorporated in the Kingdom of Norway and is
listed on the Oslo Stock Exchange.




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ALIOR BANK: Fitch Affirms BB LT IDR, Outlook Stable
---------------------------------------------------
Fitch Ratings affirmed Alior Bank S.A.'s Long-Term Issuer Default
Rating at 'BB' and Viability Rating at 'bb'. Fitch also upgraded
Alior's National Short-Term Rating to 'F1(pol)' from 'F2(pol)'.

The affirmation of Alior's IDRs and VR reflects no major changes to
the bank's intrinsic creditworthiness over the past 12 months. The
upgrade of Alior's National Short Term rating considers its
positive reassessment of bank's funding and liquidity profile,
which Fitch views as a relative rating strength.

KEY RATING DRIVERS

IDRS, NATIONAL RATINGS

Alior's IDRs and National Ratings are driven by the bank's
standalone strength, as reflected in the VR. The Stable Outlook
reflects Alior's stable intrinsic creditworthiness. National
Ratings reflect the bank's creditworthiness relative to Polish
peers'.

VR

Alior's VR reflects weak asset quality and a higher risk appetite
than peers', moderate capitalisation, healthy funding, solid
margins and strong cost discipline. It also reflects a business
model with a short record and a moderately strong franchise.

Alior's asset quality is a rating weakness, which is demonstrated
in an impaired loans (Stage 3 under IFRS9)/gross loans ratio of
13.1% at end-3Q19 (sector average: almost 6%). This reflects
Alior's higher risk appetite than peers' and the fall-out from some
large defaults in 2019. At the same time, Alior's healthy margins
allow the bank to absorb a material portion of loan impairment
charges and coverage of impaired loans by loan loss allowances is
reasonable (67.5% at end-3Q19).

Alior's performance has been volatile, due to its rapid expansion,
strategic focus on unsecured retail loans (36% of loans at
end-3Q19) and high single-name concentrations. Weaknesses in
Alior's underwriting standards and risk controls were highlighted
in 2019 as several large borrowers defaulted, but management
responded with a revision of risk appetite, tighter loan
underwriting, closer monitoring procedures and plans to maintain
moderate loan growth. Moreover, the bank has taken steps to
decrease the concentration in the non-retail portfolio, among
others by reducing its exposure to real-estate and construction
lending.

The bank's operating profit/risk-weighted assets (RWA) ratio fell
to 1.6% in 2019 from 2.3% in 2018, mainly due to high loan
impairment charges and fee refunds on some prepaid loans.
Reimbursement of fees is likely to continue, leading to a
moderately negative impact on Alior's results in the near-term.

Capital levels are moderate relative to Alior's risk appetite and
the bank's capital buffer over regulatory minimums, though
improving, is small. At end-3Q19, Alior's Fitch Core Capital
(FCC)/RWA strengthened to 12.3% (end-2018: 11.5%) due to profit
retention and a synthetic securitization, which reduced RWA. Net
impaired loans represented a still high 43% of FCC.

The bank's funding profile is a rating strength and benefits from a
stable gross loans/deposits ratio (101% at end-3Q19) and high
deposit granularity. Liquidity ratios are healthy. At end-3Q19, the
bank's liquidity buffer represented around 19% of assets and 23% of
customer deposits.

Alior is a medium-sized universal bank with a strategic focus on
retail and SME customers. At end-3Q19 it was the eighth-largest
commercial bank in Poland by assets, controlling 4% of sector
assets and about 5% of loans and deposits. It is 31.9%-owned by PZU
Group, the largest insurer in central and eastern Europe (CEE) and
controlled by the Polish state. The remaining shares are widely
held. PZU effectively controls the bank and consolidates it fully
in its financial statements.

SUPPORT RATING AND SUPPORT RATING FLOOR

Alior's Support Rating Floor of 'No Floor' and the Support Rating
of '5' express Fitch's opinion that potential sovereign support for
the bank cannot be relied upon. This is underpinned by Poland's
resolution framework, which requires senior creditors to
participate in losses, if necessary, instead of or ahead of a bank
receiving sovereign support.

RATING SENSITIVITIES

IDRS, NATIONAL RATINGS

Alior's IDRs and National Ratings are primarily sensitive to
changes in the bank's VR and Long-Term IDR, respectively.

VR

The bank's VR could be positively affected by improvement in the
impaired loan ratio and lower loan book concentrations, an extended
sustainable record of improved profitability and development of a
core capital buffer.

SUPPORT RATING AND SUPPORT RATING FLOOR

Domestic resolution legislation limits the potential for positive
rating action on the bank's Support Rating and Support Rating
Floor. The Support Rating could be upgraded if Fitch takes the view
that there is at least a limited probability of support from PZU
Group.

ESG CONSIDERATIONS

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




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R O M A N I A
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DIGI COMMUNICATIONS: Moody's Affirms B1 CFR, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service affirmed the B1 corporate family and the
B1-PD probability of default rating of Digi Communications N.V.,
the parent company for RCS & RDS S.A., a leading pay- TV and
communications services provider in Romania and Hungary. At the
same time, the rating agency has assigned a B1 rating to the
proposed EUR800 million Senior Secured Notes (split into two
tranches, due 2025 and 2028 respectively) to be issued by RCS&RDS.
The outlook is stable.

Part of the proceeds from this debt issuance will be used to redeem
the EUR550 million existing senior notes due 2023. Moody's will
withdraw the rating on the existing notes upon repayment.
Concurrently, Digi Group will use the remaining proceeds (1) to
repay EUR163 million of drawdowns under its Senior Facilities (SFA
2016 and 2018), (2) to cover EUR33 million of accrued interest and
early prepayment fees and transaction costs, and (3) EUR54 million
for corporate purposes.

"The ratings affirmation reflects the (1) the company's track
record of solid operating performance; (2) its strong market
position in Romania and Hungary benefitting from superior network
quality; (3) its success as a challenger in the Spanish market
resulting in accelerating revenue growth; and (4) its solid
financial profile with Moody's adjusted leverage to remain below
3.5x in 2020-21" says Agustin Alberti, a Moody's Vice President --
Senior Analyst and lead analyst for Digi.

"While Digi's leverage ratio is projected to remain slightly below
the boundaries defined for a rating upgrade, the company's limited
free cash flow generation, together with M&A risk remain
constraining factors for the B1 rating" adds Mr. Alberti.

RATINGS RATIONALE

The operating performance of Digi remains robust. At its 9 months
2019 results, the company reported organic revenue and EBITDA
growth of 15.6% and 16% (excluding IFRS 16 impact), respectively.
Revenue growth was driven mainly by price increases and healthy RGU
growth in Romania (8.3% revenue growth) and Hungary (+21%), and by
a significant increase of revenues in the Spanish division (+52%)
on the back of stellar 42.5% mobile RGUs growth.

Over the past years, Digi has been growing its revenues strongly in
the high single digits helped by strong organic growth in its core
operations in Romania and Hungary, as well as by the acquisition of
Hungarian cable operator Invitel Tavkozlesi Zrt in May 2018.

Moody's expects Digi's organic revenue growth rate to remain solid
in the mid-single digits in future years driven by growth in
Romania, where the company still has room to benefit from
increasing broadband penetration (62% as of June 2019 compared to
EU average of 89%), from the transition from analogue to digital TV
platforms (52% of total cable's subscribers on analogue TV), and
from further share gains in the mobile segment. In addition, Digi
Spain should also contribute to growth as its challenger approach
is proving to be successful and the company is looking to expand
further in the broadband segment. However, Moody's expects growth
to be more moderate in Romania compared to previous years as the
market is becoming more mature and competition could intensify
after the acquisition of UPC Holding B.V.'s (Ba3 negative) Romanian
assets by Vodafone Group Plc (Baa2 negative) in July 2019.

Moody's expects the company's FCF generation to be negative in
2020, mainly due to the cash outlays coming from the Romanian and
Hungarian 5G spectrum auctions. Solid revenue and EBITDA growth, as
well as a reduced capex to sales level (trending towards 20%
compared to 27% in 2018) will translate into positive FCF
generation from 2021 onwards.

Despite healthy leverage ratios with Moody's adjusted gross
debt/EBITDA expected to be 3.3x in 2020 and 3.2x in 2021, the
rating agency takes into consideration some constraining factors
including (1) the uncertainty regarding 2020 Romanian and Hungarian
5G spectrum auctions, which could result in higher than expected
cash outlays and (2) M&A event risk as there could be potential for
further consolidation in the Romanian market. The rating agency
also acknowledges the on-going disputes with the Romanian National
Authority for Consumer Protection (NACP) that is trying to revert
tariffs increases implemented by the company at the beginning of
2019, although considers a negative ruling as very unlikely.

In addition, the rating agency notes that, in November 2019, the
company was excluded from the upcoming Hungarian spectrum auction,
and although a final outcome is yet to come, it seems very unlikely
that the decision will be reverted. Although this will result in a
short-term positive impact from a FCF generation perspective, the
rating agency considers this event as credit negative, as it will
hinder the competitive position of the Hungarian mobile operations
and will preclude this asset from sustainable long term growth.
However, Moody's acknowledges its relatively small contribution to
revenues as the company just launched its services back in May
2019.

Governance considerations, which Moody's takes into account in
assessing Digi's credit quality, relate to management's proven
track record in consistently growing revenues and EBITDA over an
extended period of time, while consistently maintaining stable
Moody's adjusted leverage levels at around 3.5x, despite high
levels of investment and M&A activity. However, the rating agency
recognizes that the company lacks a publicly defined medium-term
leverage ratio target. Digi is publicly listed, but ultimately
controlled by Romanian entrepreneur Zoltan Teszari, president of
the board and founder of the company.

LIQUIDITY

Moody's considers Digi's current liquidity profile as adequate,
although somewhat tight due to historical negative FCF generation,
but expected to improve and to the small size of its RCF to cover
the company's business needs. At transaction closing, the company
will have cash and cash equivalents of around EUR54 million, and
access to a EUR33 million RCF (under the SFA 2016), fully undrawn.
The company's RCF is restricted by a maintenance financial covenant
set at 3.25x (tested quarterly) with an expected 15% headroom as of
year-end 2020. In addition, in July 2019 the company entered into
an up to EUR150.0 million equivalent Bridge Facilities Agreement to
finance acquisitions of mobile telecommunication licenses in
Romania and Hungary. The facilities will terminate within 12 months
after the date of the Bridge Facility agreement, with an option,
subject to certain conditions, to extend for another six or 12
months. Besides the SFA 2016 due in October 2021, which Moody's
expects to be refinanced in the coming months (together with the
2019 Bridge Facilities Agreement), the company does not face any
significant debt maturities before 2025.

STRUCTURAL CONSIDERATIONS

Digi has been assigned a probability of default rating of B1-PD, in
line with the B1 corporate family rating, reflecting the expected
recovery rate of 50%, which Moody's typically assumed for a bank
and bond capital structure.

RCS&RDS is the borrower of the proposed EUR800 million worth of
senior secured notes and of senior bank facilities for the group.
The senior facilities agreement consists of (1) the SFA 2016
Facility A1 (RON592 million), (2) the SFA 2016 Facility A2 (RON382
million), (3) the SFA 2016 Facility B (RCF of RON157 million), (4)
SFA 2018 Facility A1 (HUF13.5 billion), (5) SFA 2018 Facility B1
(RON66 million) and SFA Facility B2 (EUR19.4 million). Post
transaction, the SFA 2018 will be repaid in full.

The B1-rated senior secured notes and the senior credit facilities
are guaranteed on a senior secured basis by RCS&RDS. They have been
ranked highest in priority of claims to reflect their first-ranking
security interests over substantially all present and future
movable assets of RCS&RDS on a pari passu basis. In line with its
methodology, Moody's ranks the trade payables pari passu with the
secured debt. The lease rejection claims have been ranked behind
the secured debt.

RATIONALE FOR STABLE OUTLOOK

The stable rating outlook reflects its expectation that Digi will
maintain a good operating performance in terms of moderate revenue
and EBITDA growth and credit metrics in line with the parameters
defined for the B1 rating.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Upward pressure on the rating could develop if (1) Digi delivers on
its business plan, such that its Moody's-adjusted debt/EBITDA
remains well below 3.5x; (2) the company generates positive FCF
(after capital spending and dividends) on a sustained basis; and
(3) there is a track record of proactive liquidity management.

Conversely, downward pressure could be exerted on the rating if
Digi's operating performance weakens such that its Moody's-adjusted
debt/EBITDA rises toward 4.5x and the company generates negative
FCF on a sustained basis. A weakening in the company's liquidity
profile (including a reduction in headroom under financial
covenants) could also lead to downward pressure on the rating.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Pay TV
published in December 2018.

Affirmations:

Issuer: Digi Communications N.V.

Probability of Default Rating, Affirmed B1-PD

Corporate Family Rating, Affirmed B1

Assignments:

Issuer: RCS & RDS S.A.

Backed Senior Secured Regular Bond/Debenture, Assigned B1

Outlook Actions:

Issuer: Digi Communications N.V.

Outlook, Remains Stable

Issuer: RCS & RDS S.A.

Outlook, Assigned Stable

COMPANY PROFILE

Digi Communications N.V. is the parent company of RCS&RDS S.A., a
leading pay- TV and communications services provider in Romania and
Hungary. The company successfully completed an IPO in May 2017 and
is listed on the Bucharest Stock Exchange. It generated revenues of
EUR1.15 billion and reported EBITDA of EUR410 million (including
IFRS16) for the last twelve months ended in September 2019. DCS is
ultimately controlled by Romanian entrepreneur Zoltan Teszari,
president of the board and founder of the company.




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R U S S I A
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BANK FC OTKRITIE: Consultants Tapped to Help Draft Exit Strategy
----------------------------------------------------------------
The Bank of Russia has invited investment consultants to take part
in drafting an exit strategy from the banking group PJSC Bank FC
Otkritie (hereinafter, Group BFCO).  The process will involve both
Russian and foreign financial market participants with sufficient
expertise in conducting deals in capital markets.

Various options for selling participation shares are being
considered, including private and public offerings.  Call options
will be collected until March 16, 2020.

The Bank of Russia plans to withdraw from the capital of Group BFCO
trying to preserve a sound balance between the maximum repayment of
expenses on the financial rehabilitation of Group BFCO and the
timing of its own exit from the group.  First transactions to
reduce the Bank of Russia's share are tentatively scheduled for
2021.

When planning its exit strategy from Group BFCO, the Bank of Russia
will be mainly governed by the inadmissibility of lowering
competition in all and any segments of the financial market where
Group BFCO operates, and also maximum transparency of the Bank of
Russia's exit from the group for market participants and the
community.


KDB BANK: S&P Affirms BB-/B Issuer Credit Ratings, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-/B' long- and short-term issuer
credit ratings on Uzbekistan-based KDB Bank Uzbekistan JSC (KDB
Uzbekistan). The outlook remains stable.

S&P said, "The affirmation reflects our view that over the next two
years, KDB Uzbekistan will likely maintain its generally low risk
business model, good asset quality, and high liquidity and capital
buffers.

"We expect that, despite the actively expanding loan portfolio,
over the next two years the bank will retain material activities in
developed countries, with exposure to economic risks in Uzbekistan
not exceeding 50%. We note, in particular, that as of year-end
2019, about 60% of the bank's assets were in the form of low-risk
short-term interbank deposits placed with foreign banks primarily
from South Korea, Europe, and the U.S.

"We think that the bank will continue active development of its
lending franchise in Uzbekistan, focusing on financially sound
corporates from manufacturing, trade, and food industries. In 2019,
the bank's loan portfolio increased by 46% versus our expectation
of a 60%-80% growth rate. We forecast that the loan portfolio will
likely increase by 45%-50% per year over the next two years, which
exceeds our expectations for average systemwide growth.
Nevertheless, we note that the bank is expanding its lending
business from a very low base and that its loan portfolio is
unlikely to exceed 30% of its total assets by year-end 2021. We
also believe that management will maintain its conservative
underwriting standards and low risk appetite, with asset quality
remaining better than the system average.

"We expect that the bank's capital adequacy will remain solid: Our
forecast risk-adjusted capital (RAC) ratio is close to 14.5% at
year-end 2021. We think that the growing share of lending in the
bank's asset mix will support its net interest margin. The bank's
profitability will be lower than in the previous five years, in our
view, due to lower commission income growth, with return on average
equity (ROAE) remaining at 10%-15% over the next two years."

Volatility of customer accounts has materially increased over the
past two years, as some large foreign corporates withdrew a
material portion of their balances at the bank to repatriate profit
and repay in advance debt at foreign counterparties. In 2018, the
bank lost 16% of its customer deposits, and in 2019 it lost another
23%. This contrasts with the stability of customer deposits in
previous years. Withdrawals became possible as capital and currency
controls were relaxed in Uzbekistan over the past two years. S&P
therefore no longer see KDB Uzbekistan's funding profile as
superior to that of peers and have revised its funding assessment
to average. However, the observed volatility in customer accounts
is more than offset by the bank's material volume of liquid assets,
which cover about 94% of its customer deposits.

S&P said, "We consider KDB Uzbekistan to be a strategically
important subsidiary of Korea Development Bank. We base our view on
the high operational integration between the parent and KDB
Uzbekistan. Moreover, we acknowledge that KDB Uzbekistan's
commercial franchise, brand name, and financial profile all benefit
from being part of a large and strong group. However, our long-term
rating on the bank remains at 'BB-' as we cap the rating at the
level of our rating on Uzbekistan (BB-/Stable/B)."

The stable outlook on KDB Uzbekistan largely mirrors the stable
outlook on Uzbekistan.

S&P said, "We could raise the long-term rating on KDB Uzbekistan or
revise the outlook to positive over the next 12 months if we took a
similar rating action on the sovereign, assuming that there is no
change in the commitment of the parent, Korea Development Bank, to
provide extraordinary support to its Uzbek subsidiary if needed.

"We could take a negative rating action if we took a similar action
on the sovereign."


NVKBANK JSC: Put on Provisional Administration, License Revoked
---------------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-111, dated
January 24, 2020, revoked the banking license of Joint-stock
Company Nizhnevolzhskiy commercheskiy bank, or JSC NVKbank
(Registration No. 931, Saratov, hereinafter, NVKbank).  The credit
institution ranked 179th by assets in the Russian banking system.

The Bank of Russia took this decision in accordance with Clause 6,
Part 1, Article 20 of the Federal Law "On Banks and Banking
Activities", based on the facts that NVKbank:

   -- understated the amount of loan loss provisions on a regular
basis, thereby concealing its actual financial standing.  Credit
risks assumed by the credit institution and reflected in its
financial statements at the Bank of Russia's request revealed a
substantial (over 80%) decrease in the credit institution's
capital, which is a real threat to the creditors' and depositors'
interests;

   -- violated federal banking laws and Bank of Russia regulations,
due to which the regulator repeatedly applied measures against it
over the past 12 months, which included restrictions on household
deposit-taking.

Over 65% of the loan portfolio of NVKbank represented bad loans.
This activity was primarily financed by household deposits (about
90% of funds raised by the bank).  The Bank of Russia repeatedly
requested NVKbank to create additional loss provisions.  Compliance
with the above requests revealed sufficient grounds in the bank's
activities calling for action to prevent its insolvency
(bankruptcy).

NVKbank elaborated a financial stability recovery plan; however,
the supervisory body established that the main measures of the plan
were not feasible.

The Bank of Russia appointed a provisional administration to
NVKbank for the period until the appointment of a receiver or a
liquidator.  In accordance with federal laws, the powers of the
credit institution's executive bodies were suspended.

Information for depositors: NVKbank is a participant in the deposit
insurance system; therefore, depositors will be compensated for
their deposits in the amount of 100% of the balance of funds but no
more than a total of RUR1.4 million per depositor (including
interest accrued).

Deposits are to be repaid by the State Corporation Deposit
Insurance Agency (hereinafter, the Agency).  For details of the
repayment procedure, depositors may call the Agency's 24/7 hotline
(8 800 200-08-05) or refer to its website
(https://www.asv.org.ru/), the Deposit Insurance / Insured Events
section.




=========
S P A I N
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LSFX FLAVUM: S&P Affirms 'B' ICR on Planned Acquisition
-------------------------------------------------------
S&P Global Ratings affirmed its 'B' rating on LSFX Flavum Bidco SL,
as well as its 'B' issue rating on the term loan, whose total
amount will be about EUR675 million, and revolving credit facility
(RCF).

Pro forma the acquisition, Esmalglass-Itaca will roughly double its
sales to more than EUR900 million.  The acquired business
represents most of Ferro's tile coatings business, and includes 15
manufacturing facilities, including nine in EMEA, three in the
Americas, and three in Asia. With annual sales of approximately
$510 million for the 12 months ended Sept. 30, 2019, the company
produces coatings for ceramic tiles used in residential and
nonresidential construction. It employs 2,100 people and serves
more than 1,000 clients across 67 countries.

S&P said, "With this acquisition, we believe that Esmaglass-Itaca
will reinforce its market positions.  The group will also gain
market share in frits and glazes (used for tile waterproofing,
strength, protection and decoration; 74% of the target perimeter's
revenues), which present good complementarity with
Esmalglass-Itaca's product offering. We believe that the group will
become the largest global producer of tile intermediate products,
ahead of companies such as Gruppo Colorobbia and Torrecid (both not
rated). Geographic diversification should also improve. In
particular, exposure to moderately high risk countries such as
Brazil and China should decrease, to 11% from 20% of pro forma
total sales. On the other hand, we expect the portion of sales
coming from Italy and Spain to increase, notably through the Endeka
and Quimicer brands. In the medium-to-long term, we believe the
acquisition supports the group's business risk profile. The
transaction, which is subject to regulatory approvals, should close
in the coming quarters."

On the other hand, the acquisition should dilute the operating
margins.   Ferro's tile coatings business reports EBITDA margins of
around 11%-12%. Pro forma the acquisition and excluding synergies,
we expect EBITDA margin of 14%-15%, against 18% for
Esmalglass-Itaca stand-alone expected for 2019. Synergies are
possible mainly through production site rationalization, better
sourcing, and streamlining of support functions. The first years of
integration should be associated with restructuring costs to
implement these synergies, which S&P includes in its base case.
Once the integration is completed, S&P believes that long-term
margins could exceed 15%.

Solid interest-coverage ratios and free operating cash flow (FOCF)
generation support the rating.  S&P said, "We expect EBITDA
interest coverage to be remain robust at about 3.0x following the
transaction. We also anticipate the group to continue generating
FOCF of at least EUR20 million for 2020-2021."

S&P said, "With adjusted debt to EBITDA of about 6.1x for
2020-2021, the highly leveraged structure remains a constraint on
our rating.  LSFX Flavum acquired the business for $460 million,
with the potential for an additional $32 million based on the
performance of the business pre-closing. As part of this
transaction, the company is raising an additional EUR300 million
under its senior facility agreement. The RCF will also be upsized
to EUR95 million. Pro forma the acquisition, we estimate adjusted
debt to EBITDA of about 6.1x in 2020-2021. Positively, we note the
significant equity participation from Lone Star and management of
the company of EUR179 million. In our view, this shows the
sponsor's support for this transaction, and willingness to maintain
a sustainable capital structure. Since its takeover in 2017, the
company has not paid any dividends to its sponsor.

"Esmalglass-Itaca delivered robust performance in 2019, and we
expect this to continue.  This was supported lower raw materials
(mainly cobalt) than in 2018, and by the company's willingness to
focus on more profitable business areas and further control risk
exposure, especially in Brazil and Asia-Pacific. We forecast S&P
Global Ratings-adjusted EBITDA margins of about 18% and robust FOCF
in 2019.

"The stable outlook reflects our expectation that Esmalglass-Itaca
will continue to perform well while gradually integrating Ferro's
tile coatings business. We anticipate that adjusted debt to EBITDA
will be about 6.1x in 2020-2021, and that the company will generate
positive FOCF of about EUR20 million.

"We could lower the rating if LSFX Flavum's profitability and cash
flow generation weakened due to deteriorating market conditions, or
operational issues linked to integrating the acquired business. We
could also lower the rating if the company adopted more aggressive
financial policies--including debt-financed dividend
recapitalizations or acquisitions--that resulted in leverage
sustainably above 6.5x with low prospects for improvement.

"In our view, an upgrade over the next 12 months is unlikely, given
the group's high leverage and potentially aggressive financial
policy from the private-equity sponsor. However, we could raise the
rating beyond then if the company reported adjusted leverage
sustainably below 5x and funds from operations (FFO) to debt
sustainably above 12%. In addition, a strong commitment from the
private-equity sponsor to maintain leverage commensurate with a
higher rating would be an important consideration for an upgrade."

LSFX Flavum is the parent company of Esmalglass-Itaca, a leading
producer of intermediate products sold directly to ceramic tile
manufacturers worldwide. The company provides glazing products
(frits and glazes) used for tile waterproofing, protection, and
decoration. The product portfolio also includes body stains to
colour the body of tiles and surface products (glaze stains and
inkjet inks). With a workforce of over 1,600, Esmalglass-Itaca
reported last-12-month revenue of about EUR450 million in October
2019.

Esmalglass-Itaca was acquired by the private equity firm Lone Star
in 2017 from Investcorp. Pro forma the acquisition, the group will
operate 21 productions sites with a workforce of about 3,500
employees.


PYMES SANTANDER 13: DBRS Confirms C Rating on Series C Notes
------------------------------------------------------------
DBRS Ratings GmbH took the following rating actions on the bonds
issued by FT PYMES Santander 13 (the Issuer):

-- Series A Notes confirmed at A (high) (sf)
-- Series B Notes upgraded to BBB (high) (sf) from B (high) (sf)
-- Series C Notes confirmed at C (sf)

The rating of the Series A Notes addresses the timely payment of
interest and the ultimate payment of principal on or before the
legal final maturity date. The ratings of the Series B and Series C
Notes address the ultimate payment of interest and principal on or
before the legal final maturity date.

The rating actions follow an annual review of the transaction and
are based on the following analytical considerations:

-- Portfolio performance, in terms of delinquencies and defaults,
as of the November 2019 payment date.

-- Base case probability of default (PD) and updated default and
recovery rates on the remaining receivables.

-- The credit enhancement available to the Series A and Series B
Notes to cover the expected losses at their respective rating
levels.

The Series C Notes, issued for the purpose of funding the reserve
fund, are in the first loss position and, as such, are highly
likely to default.

Given the characteristics of the Series C Notes as defined in the
transaction documents, the default most likely would only be
recognized at the maturity or early termination of the
transaction.

The Issuer is a cashflow securitization collateralized by a
portfolio of bank loans originated and serviced by Banco Santander
S.A. (Santander) to self-employed individuals and small and
medium-size enterprises (SMEs) based in Spain.

PORTFOLIO PERFORMANCE

The portfolio is performing within DBRS Morningstar's expectations.
As of November 2019, the 90+ delinquency ratio was at 1.3%, up from
0.7% one year ago, and the cumulative default ratio was at 0.5%.

PORTFOLIO ASSUMPTIONS

DBRS Morningstar conducted a loan-by-loan analysis on the remaining
pool of receivables and updated its default rate and recovery
assumptions. The base case PD has been maintained at 3.6%.

CREDIT ENHANCEMENT

The credit enhancement available to Series A and Series B Notes
consists of the subordination of junior notes and reserve fund and
continues to increase as the transaction deleverages. The Series C
Notes funded the reserve fund and hence do not benefit from credit
enhancement. As of the November 2019 payment date, the credit
enhancement available to the Series A and Series B Notes was 61.2%
and 13.3%, respectively, up from 35.0% and 8.1% one year ago.

The transaction benefits from an amortizing (under certain
conditions) reserve fund currently at its target balance of EUR
129.1 million. It is available to cover senior expenses as well as
missed interest and principal payments on the Series A and Series B
Notes throughout the life of the transaction.

Santander acts as the Account Bank for the transaction. Based on
its Long-Term Issuer Rating of Santander at A (high), DBRS
Morningstar considers the risk arising from the exposure to
Santander to be consistent with the ratings assigned to the Series
A Notes, as described in DBRS Morningstar's "Legal Criteria for
European Structured Finance Transactions" methodology. Considering
the replacement triggers, the A (high) (sf) rating of the Series A
Notes is not fully delinked from the creditworthiness of the
Account Bank. DBRS Morningstar notes that a downgrade of the
Account Bank's Long-Term Issuer Rating by one notch, ceteris
paribus, would likely lead to a downgrade of the Series A Notes to
A (sf).

DBRS Morningstar analyzed the transaction structure in its
proprietary Excel-based cash flow engine.

Notes: All figures are in Euros unless otherwise noted.


TELEFONICA EUROPE: Moody's Rates New Sec. Hybrid Debt Ba2
---------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Telefonica
Europe B.V.'s proposed issuance of undated, deeply subordinated,
guaranteed fixed rate reset securities (the "hybrid debt"), which
are fully and unconditionally guaranteed by Telefonica S.A. on a
subordinated basis. The outlook is stable.

"The Ba2 rating assigned to the hybrid debt is two notches below
Telefonica's senior unsecured rating, of Baa3, primarily because
the instrument is deeply subordinated to other debt in the
company's capital structure," says Carlos Winzer, a Moody's Senior
Vice President and lead analyst for Telefonica.

Telefonica plans to use the net proceeds predominantly towards
eligible green investments, mainly energy efficiency in the network
transformation from copper to fiber optic in Spain and also
self-generation of renewable energy.

RATINGS RATIONALE

The Ba2 rating assigned to the hybrid debt is two notches below the
group's senior unsecured rating of Baa3.

The two-notch rating differential reflects the deeply subordinated
nature of the hybrid debt. The instrument: (1) is perpetual; (2) is
senior only to common equity; (3) provides Telefonica with the
option to defer coupons on a cumulative basis; (4) steps up the
coupon by 25 basis points (bps) at least ten years after the
issuance date and a further 75 bps occurring 20 years after the
first reset date; and (5) the issuer must come current on any
deferred interest if there are any payments on parity or junior
instruments. The issuer does not have any preferred shares
outstanding that would rank junior to the hybrid debt, and the
issuer's articles of association do not allow the issuance of such
shares by the issuer.

In Moody's view, the notes have equity-like features that allow
them to receive basket "C" treatment, i.e., 50% equity and 50% debt
for financial leverage purposes.

Moody's notes that on November 27, 2019, Telefonica announced an
action plan which includes prioritizing markets where the company
sees long-term sustainable growth, leveraging infrastructure and
improving efficiencies. This action plan includes: (1) the spin-off
of its non core businesses in Latin America and the prioritisation
of Spain, Brazil, UK and Germany; (2) the creation of "Telefonica
Tech" unit to enhance its value proposition in the B2B segment and
focus on cybersecurty, IoT and BigData, and cloud; and (3) the
creation of "Telefonica Infra" unit, with Telxius as the first
asset, to focus on the development and monetization of towers, data
centres, greenfield fibre projects, among others.

Telefonica's Baa3 rating reflects (1) the company's large scale;
(2) the diversification benefits associated with its strong
position in its key markets; (3) its rich TV content and bundled
offerings, which provide it with a competitive advantage in Spain;
(4) the ample fibre roll-out of its high-quality network in Spain,
Brazil and specific areas in Latin America; (5) management's track
record of executing a well-defined business strategy; (6) the
company's continued access to debt capital markets and its good
liquidity risk management; and (7) management's commitment to
reduce debt gradually.

However, Telefonica's rating also reflects (1) the intense
competition in the UK, despite the fact that O2 UK benefits from
the largest customer base, low churn and good commercial
performance; (2) the fact that Mexico and Germany remain
competitive, despite Germany being a more rational market with
competitors keeping moving into larger data bundles propositions;
(3) fierce competition in the low-end residential mobile segment in
Spain, and (4) uncertainties related to Drillisch's plans after its
spectrum acquisition in the German market and how it might affect
Telefonica. In addition, the rating factors take into consideration
the company's exposure to emerging market risks, foreign-currency
volatility and the fact that Telefonica does not own 100% of all of
its consolidated subsidiaries.

RATIONALE FOR STABLE OUTLOOK

The stable outlook primarily reflects Telefonica's broadly stable
operating performance, as well as management's willingness to
progressively reduce debt and achieve its deleveraging plan
organically over time. Moody's expects Telefonica to operate in a
difficult domestic market, with tough competition and weaker
underlying economic conditions, which will challenge its revenue
growth.

WHAT COULD CHANGE THE RATING UP/DOWN

As the hybrid debt rating is positioned relative to another rating
of Telefonica, either: (1) a change in Telefonica's senior
unsecured rating; or (2) a re-evaluation of its relative notching
could affect the hybrid debt rating.

A rating downgrade could result if (1) Telefonica were to deviate
from its financial strengthening plan, as a result of weaker cash
flow generation; and/or (2) the company's operating performance in
Spain and other key markets were to deteriorate, with no likelihood
of short-term improvement in underlying trends. Resulting metrics
would include the ratio of retained cash flow to net adjusted debt
of less than 15% and/or the ratio of net adjusted debt to EBITDA of
3.75x or higher with no expectation of improvement.

Conversely, Moody's could consider an upgrade of Telefonica's
rating to Baa2 if the company's credit metrics were to strengthen
significantly as a result of improved operational cash flow and
debt reduction. More specifically, the rating could benefit from
positive pressure if it became clear that the company were able to
achieve sustainable improvements in its debt ratios, such as a
ratio of adjusted retained cash flow to net debt above 22% and a
ratio of adjusted net debt to EBITDA comfortably below 3.0x.

LIST OF AFFECTED RATINGS

Issuer: Telefonica Europe B.V.

Assignment:

Backed Preference Stock, Assigned Ba2

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was
Telecommunications Service Providers published in January 2017.
COMPANY PROFILE

Telefonica S.A., domiciled in Madrid, Spain, is a leading global
integrated telecommunications provider, with significant presence
in Spain, Germany, the UK and Latin America. In 2018, Telefonica
generated revenue and EBITDA of EUR48.7 billion and EUR15.6
billion, respectively.



=============
U K R A I N E
=============

VF UKRAINE: Fitch Assigns B LT IDR, Outlook Positive
----------------------------------------------------
Fitch Ratings assigned VF Ukraine PJSC, the second largest mobile
operator in Ukraine, a Long-Term Foreign-Currency Issuer Default
Rating of 'B'. The Outlook on the IDR is Positive. Fitch has also
assigned VFU Funding plc's proposed loan participation notes an
expected rating of 'B (EXP')' RR4'/50%.

The final rating on the notes is contingent upon receipt of the
final documentation.

The ratings of VF Ukraine are constrained by Ukraine's Country
Ceiling of 'B'. Its credit profile benefits from its solid market
position, ownership of the company's backbone infrastructure, high
profitability and a moderately competitive environment. This is
counterbalanced by the lack of product and geographical
diversification, high FX risks and further significant capex needs
for 4G roll-out over the next few years.

The Positive Outlook corresponds to that of the sovereign rating,
assuming that the Country Ceiling will move in line with a
potential upgrade of Ukraine's rating.

KEY RATING DRIVERS

Strong Market Position: VF Ukraine is the second-largest mobile
operator in Ukraine. With 19.8 million subscribers at end-3Q19 it
held around a 35% market share in mobile, which has remained
broadly stable over the last five years. In 2018, it completed its
rebranding process and currently operates under the Vodafone brand.
Vodafone Group Plc (BBB/Stable) is not a shareholder in VF
Ukraine.

Favourable Competitive Environment: Ukraine is effectively in a
three-player mobile market, with the two largest operators
accounting for a combined 80% share of the total mobile market. In
2019, mobile revenues of the three largest operators continued to
grow in mid-teens, driven by an increase in data consumption
following the roll-out of 4G networks in 2018. Competition is
likely to remain moderate in the medium-term given the growth
opportunities in average revenue per user (ARPU) from gradual
migration of subscribers to 4G from 2G and 3G.

Considerable FX Mismatch: VF Ukraine is exposed to significant FX
risks. Its revenue is mostly in Ukrainian hryvnia, while about 80%
of its capex, 20% of its operating expenses and the expected LPNs
are denominated in US dollar. VF Ukraine does not currently hedge
its FX risks due to the high price of financial hedging
instruments. This FX mismatch results in tighter leverage
thresholds for any given rating level than for its Russian and
European peers.

Robust Operating Cash Flow: VF Ukraine's strong operating cash flow
generation is supported by high profitability. EBITDA margin,
excluding the impact of IFRS 16, was 45% in 2018. Fitch expects
EBITDA margin to decline to around 41% in 2020-2022, affected by
loss of revenue and EBITDA from the conflict-stricken eastern part
of the country and some pressure from retail sales.

High Capex: The launch of 3G in 2015 and 4G in 2018 resulted in
considerable capex, with cash capex, excluding spectrum costs,
ranging from 29% to 41% of revenue in 2016-2018. This led to annual
negative free cash flow (FCF) of 5%-7% of revenue during that
period. VF Ukraine is planning to achieve 90% LTE population
coverage by 2022, which will require continued significant network
investments in 2019-2021. Fitch expects cash capex to remain fairly
high at around 26% of revenue in 2019-2020, before easing to 22% in
2021 and 20% in 2022.

Moderate Leverage: Following the LPNs issue, Fitch expects VF
Ukraine's funds from operations (FFO) adjusted net leverage to
increase to 2.2x in 2020 before gradually improving to 2.0x by
2022, supported by a decrease in capex starting from 2021. The pace
of deleveraging will depend on the amount of dividends paid. Fitch
expects that VF Ukraine will resume payment of dividends upon
completion of its 4G network roll-out.

Dominant Shareholder: VF Ukraine is ultimately controlled by an
Azerbaijani national Nasib Hasanov, who also owns Neqsol Holding, a
Azerbaijani company with assets in the energy, telecoms and
construction sectors. VF Ukraine's dominant shareholder is in a
position to exercise significant influence, but Fitch has not
observed any evidence of it so far.

Weak Corporate Governance: Fitch sees some corporate governance
weaknesses related to the effectiveness of the board and
transparency of the wider group. VF Ukraine's supervisory board
currently comprises representatives of the Neqsol group and does
not currently have independent directors. Neqsol Holding does not
publish its financial statements. However, weaknesses in corporate
governance are not a constraint on the ratings at their current
level.

Country Ceiling Restricts Rating: The IDR of VF Ukraine is capped
by Ukraine's Country Ceiling of 'B'. Unlike some of Ukrainian-based
publicly rated entities (e.g. Ferrexpo plc. (BB-/Stable), Metinvest
B.V. (BB-/Stable)) whose IDRs are above the Country Ceiling, VF
Ukraine earns all its revenue in Ukraine and in local currency.

Expected Notes' Rating: The notes will be issued by VFU Funding on
a limited recourse basis to refinance a bridge facility used to
acquire VF Ukraine's shares in an LBO transaction. The proceeds
from the notes issue will be transferred to VF Ukraine in the form
of an unsecured loan (LPN loan) from VFU Funding. The notes are
rated on a par with VF Ukraine's IDR given that the LPN loan will
form a direct and unconditional senior unsecured obligation of VF
Ukraine. Also under the trust deed VFU Funding assigns all its
present and futures rights under the LPN loan to the trustee acting
on behalf of the noteholders.

DERIVATION SUMMARY

VF Ukraine's peers group includes emerging markets telecom
operators JSC Kcell (BB/Positive), JSC Silknet (B+/Stable), PJSC
Megafon (BB+/Stable), PJSC Mobile TeleSystems (BB+/Stable),
Turkcell Iletisim Hizmetleri A.S.'s (BB-/Stable) and Turk
Telekomunikasyon A.S. (BB-/Stable).

VF Ukraine's operating profile compares well with that of Kcell and
Silknet by size, market position, competitive environment and
profitability. However, Kcell does not have significant FX risks
and corporate governance weaknesses, while Silknet is better
diversified with a presence in the fixed-line/broadband segment.

The Russian and Turkish peers are significantly larger in scale and
benefit from product diversification with the exception of Megafon.
Similar to Turkcell and Turk Telecomunikasyon, VF Ukraine's IDR is
restricted by the relevant Country Ceiling. FX risk also results in
tighter leverage thresholds for any given rating level for all
three compared with other rated companies in the sector.

KEY ASSUMPTIONS

Fitch's Key Assumptions within its Rating Case for the Issuer

  - Revenue from the conflict-stricken eastern part of the country
in 2019 estimated to be in line with 2018; no revenue is forecast
for 2020-2022 from this territory.

  - Mobile revenue growth from the rest of Ukraine in mid-teens in
2019, gradually declining to mid-single-digits by 2022.

  - EBITDA margin for 2019 estimated to be in line with 2018, and
averaging at around 41% in 2020-2022.

  - Capex around 26% of revenue per year in 2019-2020, easing to
22% in 2021 and 20% in 2022.

  - Dividends payments of UAH1.2 billion in 2019; around UAH2.1
billion in 2021, including dividends declared so far but not yet
paid and UAH0.3 billion in 2022, subject to compliance with
covenants contained in the proposed notes documentation.

  - No material cash outflow on M&As.

Key Recovery Rating Assumptions

  - The recovery analysis assumes that VF Ukraine would be
considered a going concern in bankruptcy and that the company would
be reorganised rather than liquidated;

  - A 10% administrative claim;

  - The going-concern EBITDA estimate of UAH4,300 million reflects
Fitch's view of a sustainable, post-reorganisation EBITDA level
upon which Fitch bases the valuation of the company;

  - The going-concern EBITDA is 30% below estimated end-2019
pre-IFRS16 EBITDA (excluding EBITDA from the conflict-stricken
eastern part of the country); and

  - An enterprise value (EV) multiple of 3.0x is used to calculate
the post-reorganisation valuation.

RATING SENSITIVITIES

VF Ukraine

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

  - Upgrade of the Ukrainian sovereign rating, together with
FFO-adjusted net leverage below 3.0x on a sustained basis, without
any significant deterioration in the competitive and regulatory
environment

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

  - Downgrade of the Ukrainian sovereign rating

  - FFO-adjusted net leverage trending above 3.5x on a sustained
basis in the presence of significant FX risks

  - Competitive weaknesses and market-share erosion, leading to
significant deterioration in pre-dividend FCF generation

Ukraine

The main factors that could, individually or collectively, lead to
an upgrade are:

  - Increased foreign-currency reserves and external financing
flexibility.

  - Improvement of structural indicators, such as governance
standards.

  - Higher growth prospects while preserving improved macroeconomic
stability.

  - Further declines in government indebtedness and improvements in
the debt structure.

The main factors that could, individually or collectively, lead to
the Outlook being revised to Stable are:

  - Re-emergence of external financing pressures or increased
macroeconomic instability, for example stemming from failure to
agree an IMF programme or delays to disbursements from it.

  - External or political/geopolitical shocks that weaken the
macroeconomic performance and Ukraine's fiscal and external
position.

  - Failure to improve standards of governance, raise economic
growth prospects or reduce the public debt-to-GDP ratio.

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity: VF Ukraine had an adequate liquidity position
with a cash balance of around UAH1.7 billion at end-2019 and
forecast positive post-dividend FCF generation averaging around
UAH0.7 billion per annum in 2020-2022. This compares favourably
with its maturity schedule for the proposed LPNs with no debt
maturing for at least the next couple of years.

ESG CONSIDERATIONS

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

VF Ukraine has an ESG Relevance score of 4 for Governance Structure
reflecting the dominant majority shareholder's influence over the
company, absence of independent members in the board and lack of
transparency from its wider group. Although this does not restrict
the rating at the current level, it has a negative impact on the
credit profile, and is relevant to the rating in conjunction with
other factors.


VF UKRAINE: S&P Assigns Preliminary 'B' ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' issuer credit
rating to VF Ukraine and its preliminary 'B' issue rating to the
loan participation note (LPN) issued by VF Ukraine's financing
vehicle, VFU Funding PLC.

VF Ukraine is the No. 2 mobile operator in the three-player
Ukrainian market. It has a large customer base of about 20 million,
more than 600 stores, the largest retail network in Ukraine, and
telecom networks on par with the competition. Its market share is
36% by subscriber and revenue, behind Kyivstar, a subsidiary of
Veon, which is the market leader with 46%. Its market share is
comfortably above that of Lifecell, a subsidiary of Turkcell
(13%).

The company has been investing in its retail network to transition
its distribution model to a fully owned retail network, from
partner-owned. By the end of September 2019, the number of fully
owned retail stores had increased to 247, from 63 a year earlier.
VF Ukraine's third generation (3G) network covers 86% of the
population; its 4G network covers 66%. This is comparable with the
market leader. These factors, combined with the well-recognized
Vodafone brand, should help VF Ukraine to maintain its market
position.

Average revenue per user (ARPU) growth is improving VF Ukraine's
growth prospects. S&P's forecast suggests that the total number of
mobile subscribers will remain flat overall, but rising ARPU should
enable total market revenue to increase by more than 10%. Average
mobile ARPU in the third quarter of 2019 was slightly above $2, one
of the lowest levels in the world.

Increasing mobile penetration should also support revenue. Mobile
broadband penetration in Ukraine is low, at about 50%, and
4G-enabled smart phone penetration is only about 40%. About 60% of
subscribers therefore still use a 2G mobile data service.
Monetization of 3G and 4G data service, driven by increasing
smartphone penetration and mobile data consumption, should help
ARPU increase. Furthermore, S&P expects that as economic conditions
in Ukraine improve--household income grew by more than 10% in
2019--we could see modest price increases, given the concentrated
market structure.

High profitability should translate into strong free cash flow
conversion, despite high capital expenditure (capex). VF Ukraine's
adjusted EBITDA margins average about 50%. Margins dipped to 47% in
2019, because of the company's investment in the retail network.
This is still higher than many other rated telecom operators in
Europe; in the Commonwealth of Independent States region, adjusted
EBITDA margins are generally 30%-40%. Despite high capex (excluding
spectrum costs) of above 22% of revenue, these margins have enabled
VF Ukraine to achieve solid free cash flow generation and
conversion. S&P expects free cash flow conversion (free cash flow
excluding spectrum/revenue) of about 10% in 2019, increasing to 20%
by 2021.

VF Ukraine is exposed to regulatory risk and high country risk in
Ukraine. Ukraine is exposed to macroeconomic risk, such as
structural weakness in financial institutions, institutional risk,
and geopolitical tensions with Russia.

Although S&P is mindful that relations between Ukraine and Russia
have recently improved, these conflicts have directly hindered VF
Ukraine's operations because it is one of the mobile companies
operating in the occupied regions (Crimea and Donbass). These
regions represent 5%-10% of VF Ukraine's revenue. Not only is it
seeing a steady decline in subscribers in the occupied regions, VF
Ukraine's ability to launch 3G and 4G services is also restricted,
preventing the company from monetizing data in these regions. The
result has been to depress VF Ukraine's ARPU--it has the lowest
ARPU among the three domestic players because it has a sizable
presence in the occupied regions.

The Ukrainian mobile market is exposed to certain regulatory risk,
such as passportization (under which Russia encourages Ukrainian
citizens living in the occupied regions to apply for Russian
citizenship and passports). Although mobile subscription does not
currently require an official identity document, we understand a
regulatory change could require customers to provide proof of
identification when registering a subscriber identity module (SIM)
card. If implemented, this regulatory change could result in a loss
of subscribers for VF Ukraine.

VF Ukraine has a relatively modest scale of operations, and a
narrow product profile. Its group revenue was Ukrainian hryvnia
(UAH) 12.8 billion ($460 million) as of the financial year ending
Dec. 31, 2018 (FY2018). This is much smaller than most telecom
operators. Furthermore, VF Ukraine is a mobile-only
operator--unlike its main competitor, Kyivstar, which also has
fixed operations. That said, Ukraine's fixed broadband market is
fragmented. Kyivstar's share of the fixed market is 9% and the No.
1 player only has a 15% market share. The fixed market has grown by
more than 10% in the past few years and we expect it to grow at
similar levels in future as penetration rises from its current low
level of 64%. In Western Europe, penetration is typically close to
90%.

The company plans to issue up to $500 million in LPNs to refinance
its existing bridge loan facility. S&P anticipates that the
issuance will mean adjusted debt to EBITDA of 2.0x-2.5x and FOCF to
debt of about 10% in 2020. On Dec. 3, 2019, MTS concluded the sale
of VF Ukraine to Azerbaijan-based NEQSOL Holding for a total
consideration of $678 million. NEQSOL financed the acquisition
using equity combined with a bridge loan facility of $464 million.
VF Ukraine now plans to refinance this facility. An issuance of up
to $500 million will cause adjusted debt to EBITDA to spike at
about 2.5x in 2020, before coming down to 2.0x-2.5x in 2021. The
company is committed to reducing leverage. Its target is for debt
to operating income before depreciation and amortization to be
below 1.5x, which translates into S&P Global Ratings-adjusted debt
to EBITDA below 2.0x. This should support a decline in S&P's
adjusted leverage in 2021.

VF Ukraine's capital structure is exposed to potential currency
risk on its debt because the LPN is U.S. dollar-denominated, but
the company generates nearly all of its revenue in hryvnia. It
holds about 35% of its cash in hard currencies, which partly
mitigates the foreign exposure risk on the capital structure. In
addition, S&P's base case already factors in modest annual
depreciation of the hryvnia against the U.S. dollar.

VF Ukraine's 4G coverage by population is broadly comparable with
its competitors', but only reached about 66% of the population as
of October 2019. The company plans to invest in widening its 4G
network so that it reaches about 90% by 2022. S&P estimates capex
will remain high, at more than 23% of sales in 2020. As such, S&P
expects FOCF to debt to be about 10% in 2020 before increasing to
above 15% in 2021.

S&P said, "We assess VF Ukraine as a highly strategic subsidiary of
NEQSOL Holding. NEQSOL Holding is the ultimate parent of VF Ukraine
and directly and indirectly owns a 100% stake in the company. It is
a diversified Azerbaijan-based company that operates in the
telecommunications, energy, and construction businesses. NEQSOL
Holding's stand-alone credit profile is stronger than that of VF
Ukraine because of its larger scale of operations, more-diversified
product profile, and stronger credit ratios. However, its exposure
to Ukraine, where it now generates 45% of EBITDA, constrains its
creditworthiness. Its group credit profile is 'b+'.

"We view VF Ukraine as a highly strategic part of the group because
it contributes about 45% of group EBITDA. As such, we consider
NEQSOL Holding unlikely to sell VF Ukraine in the short-to-medium
term. NEQSOL Holding demonstrated its commitment to VF Ukraine in
December 2019, when it injected $214 million of equity into the
subsidiary to finance the acquisition. However, NEQSOL Holding
lacks a track record of providing support to the companies it owns,
which we regard as a negative. Despite this, we still consider VF
Ukraine important to the group's future strategy and expect the
rest of the group to support it.

|"Our rating on VF Ukraine is capped by our 'B' transfer and
convertibility (T&C) assessment on Ukraine. Our T&C assessment on
Ukraine reflects our view of the likelihood that the Ukrainian
government would restrict access to foreign exchange liquidity for
Ukrainian companies. As VF Ukraine is a nonexport company and all
of its revenues come from Ukraine, we cap our foreign currency
rating on it at 'B'.

"Our stable outlook indicates that we expect solid revenue growth,
supported by price increases on the back of data monetization and
gradually expanding adjusted EBITDA margins above 50% in 2020-2021
to lead to adjusted debt to EBITDA below 3x and FOCF to debt at
about 10%.

"We could lower the rating if we lowered our sovereign rating or
our T&C assessment on Ukraine.

"We could raise the rating if we raise our T&C assessment on
Ukraine."




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

CB CREDITINVEST: Inspection Reveals Misappropriation of Funds
-------------------------------------------------------------
The provisional administration to manage the credit institution
Commercial Bank Creditinvest Ltd (CB Creditinvest Ltd)
(hereinafter, the Bank) appointed pursuant to Bank of Russia Order
No. OD-2610, dated November 15, 2019, following the revocation from
the Bank of its banking license, carried out an inspection at the
Bank and revealed retail lending operations having signs of
misappropriation of funds and abuse of power by the Bank's
officials, as well as a cash shortage in the Bank's cash office.

The Bank of Russia submitted the information on the financial
transactions suspected of being criminal offences that had been
conducted by the Bank's officials to the Prosecutor General's
Office of the Russian Federation and the Investigative Committee of
the Ministry of Internal Affairs of the Russian Federation for
consideration and procedural decision-making.


FINSBURY SQUARE 2020-1: DBRS Assigns B(low) Rating on Cl. X Notes
-----------------------------------------------------------------
DBRS Ratings GmbH assigned the following provisional ratings to the
notes expected to be issued by Finsbury Square 2020-1 plc (the
Issuer):

-- Class A Notes rated AAA (sf)
-- Class B Notes rated AA (high) (sf)
-- Class C Notes rated A (high) (sf)
-- Class D Notes rated BBB (high) (sf)
-- Class X Notes rated B (low) (sf)

The rating on the Class A Notes addresses the timely payment of
interest and ultimate repayment of principal on or before the final
maturity date in 2070. The ratings on Class B, C, and D notes
address the timely payment of interest once most senior and the
ultimate repayment of principal on or before the final maturity
date. The rating on the Class X Notes addresses the ultimate
payment of interest and repayment of principal by the final
maturity date. DBRS Morningstar does not rate the Class E Notes or
Class Z Notes to be issued in this transaction.

The Issuer is a securitization collateralized by a portfolio of
owner-occupied (70.7% of the provisional portfolio balance) and
buy-to-let (29.3%) residential mortgage loans granted by Kensington
Mortgage Company Limited (KMC) in England, Wales, and Scotland.

Five tranches of the mortgage-backed securities (i.e., the Class A
Notes to Class E Notes) will finance the purchase of the initial
portfolio and fund the prefunding principal reserve. Additionally,
the proceeds of two classes of noncollateralized notes (i.e., the
Class X Notes and Class Z Notes) will fund the general reserve fund
(GRF) and the prefunding revenue reserve as well as cover initial
costs and expenses. The Class X Notes are primarily intended to
amortize using revenue funds; however, if excess spread is
insufficient to fully redeem the Class X Notes, principal funds
will be used to amortize the Class X Notes in priority to the Class
E Notes.

The structure will include a prefunding mechanism where the Issuer
may buy further mortgages originated by KMC. The acquisition of
these assets shall occur before the first payment date using the
proceeds standing to the credit of the prefunding reserves.
The GRF, expected to be funded at closing with GBP [•]
(equivalent to [2.15%] of the balance of Class A Notes to the Class
E Notes), will be available to provide liquidity and credit support
to the Class A to Class D Notes. From the first payment date
onwards, the GRF required balance will be [2.0%] of the balance of
the Class A Notes to the Class E Notes and, if its balance falls
below 1.5% of the balance of Class A Notes to Class E Notes,
principal available funds will be used to fund the liquidity
reserve fund (LRF) to a target of [2.0%] of the balance of the
Class A Notes and Class B Notes. The LRF will be available to cover
interest shortfalls on the Class A Notes and Class B Notes as well
as senior items on the pre-enforcement revenue priority of
payments. The availability for paying interest on the Class B Notes
is subject to a 10% principal deficiency ledger condition.

As of December 31, 2019, the provisional portfolio consisted of
3,035 with an aggregate principal balance of GBP 497.3 million.
According to DBRS Morningstar computations, loans in arrears for
longer than one month accounted for 3.6% of the initial portfolio.

The initial portfolio includes 6.0% help-to-buy (HTB) loans, whose
borrowers are supported by government loans (i.e., the equity
loans, which rank in a subordinated position to the mortgages). HTB
loans are used to fund the purchase of new-build properties with a
minimum deposit of 5% from the borrowers. The weighted-average
current loan-to-value ratio of the initial portfolio is 73.1%,
which increased to 74.8% in DBRS Morningstar's analysis to include
the HTB equity loan balances.

The majority of the initial portfolio (77.8%) relates to a
fixed-to-floating product, where borrowers have an initial
fixed-rate period of one to five years before switching to
floating-rate interest indexed to three-month LIBOR. Interest rate
risk is expected to be hedged through an interest rate swap.
Approximately 9.5% of the initial portfolio by loan balance
comprises loans originated to borrowers with at least one prior
County Court Judgment, and 32.6% are either interest-only loans for
life or loans that pay on a part-and-part basis.

The Issuer is expected to enter into a fixed-floating swap with BNP
Paribas, London Branch (BNP London) to mitigate the fixed-interest
rate risk from the mortgage loans and Sterling Overnight Interbank
Average Rate (Sonia) payable on the notes. Based on the DBRS
Morningstar private rating of BNP London, the downgrade provisions
outlined in the documents, and the transaction structural
mitigants, DBRS Morningstar considers the risk arising from the
exposure to BNP London to be consistent with the ratings assigned
to the rated notes as described in DBRS Morningstar's "Derivative
Criteria for European Structured Finance Transactions"
methodology.

Citibank, N.A., London Branch (Citibank London) will hold the
Issuer's transaction account, the GRF, the LRF, the prefunding
reserves, and the swap collateral account. Based on the DBRS
Morningstar private rating of Citibank London, the downgrade
provisions outlined in the documents, and the transaction
structural mitigants, DBRS Morningstar considers the risk arising
from the exposure to Citibank London to be consistent with the
ratings assigned to the rated notes as described in DBRS
Morningstar's "Legal Criteria for European Structured Finance
Transactions" methodology.

DBRS Morningstar based its provisional ratings on the following
analytical considerations:

-- The transaction capital structure as well as form and
sufficiency of available credit enhancement to support DBRS
Morningstar-projected expected cumulative losses under various
stressed scenarios.

-- The credit quality of the portfolio and DBRS Morningstar's
qualitative assessment of KMC's capabilities with regard to
origination, underwriting, and servicing.

-- The transaction's ability to withstand stressed cash flow
assumptions and repays the noteholders according to the terms and
conditions of the notes.

-- The transaction parties' financial strength to fulfill their
respective roles.

-- The transaction's legal structure and its consistency with DBRS
Morningstar's "Legal Criteria for European Structured Finance
Transactions" methodology as well as the presence of the
appropriate legal opinions that address the assignment of the
assets to the Issuer.

-- DBRS Morningstar's sovereign rating on the United Kingdom of
Great Britain and Northern Ireland of AAA with a Stable trend as of
the date of this press release.

DBRS Morningstar analyzed its transaction structure in Intex
DealMaker, considering the default rates at which the rated notes
did not return all specified cash flows.

Notes: All figures are in British pound sterling unless otherwise
noted.


FINSBURY SQUARE 2020-1: Fitch to Rate Class E Notes 'CCC(EXP)'
--------------------------------------------------------------
Fitch Ratings assigned Finsbury Square 2020-1 plc's notes expected
ratings as detailed.

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

RATING ACTIONS

Finsbury Square 2020-1 PLC

Class A; previously at LT AAA(EXP)sf; Expected Rating

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

Class C; previously at LT A+(EXP)sf;  Expected Rating

Class D; previously at LT A(EXP)sf;   Expected Rating

Class E; previously at LT CCC(EXP)sf; Expected Rating

Class X; previously at LT BB+(EXP)sf; Expected Rating

Class Z; previously at LT NR(EXP)sf;  Expected Rating

TRANSACTION SUMMARY

Finsbury Square 2020-1 PLC is a securitisation of owner-occupied
and buy-to-let mortgages originated by Kensington Mortgage Company
and backed by properties in the UK.

The transaction features recent originations of both OO and BTL
loans originated up to December 2019 and the residual origination
of the Finsbury Square 2017-1 PLC transaction.

KEY RATING DRIVERS

Pre-funding Mechanism: The transaction contains a pre-funding
mechanism through which further loans may be sold to the issuer,
with proceeds from the over-issuance of notes at closing standing
to the credit of the pre-funding reserves. Fitch has received
loan-by-loan information on additional mortgage offers that could
form part of the collateral, once advanced by the seller. However,
Fitch assumed the additional pool to be based on the constraints
outlined in the transaction documents.

Product Switches Permitted: Eligibility criteria govern the type
and volume of product switches, but these loans may earn a lower
margin than the reversionary interest rates under their original
terms. Fitch has assumed that the portfolio quality will migrate to
the weakest permissible under the product switch restrictions.

Help-to-Buy, Young Professional Products: Up to 12.5% of the
prefunding pool may comprise loans in which the UK government has
lent up to 40% inside London and 20% outside London of the property
purchase price in the form of an equity loan. This allows borrowers
to pay a 5% cash deposit and borrow the remaining balance. Fitch
has taken the balances of the mortgage loan and equity loan into
account when determining these borrowers' foreclosure frequency
(FF) via Fitch-calculated debt-to-income (DTI) and sustainable
loan-to-values (sLTVs).

In the pre-funding pool, a product targeting young professionals
and another dedicated to a category of workers called "Hero" (such
as armed forces and NHS personnel, firefighters, teachers), could
be included up to 5%. Non-standard construction (such as concrete,
cob or colt) loans can also be included up to 2.5%.

Self-employed Borrowers: KMC may lend to self-employed individuals
with only one year's income verification completed or the latest
year's income if profit is rising. Fitch believes this practice is
less conservative than other prime lenders'. Fitch applied an
increase of 1.3x to FF for self-employed borrowers with verified
income instead of 1.2x as per criteria.

RATING SENSITIVITIES

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


FLYBE: Ryanair Chief Says Javid Made Misleading Statements
----------------------------------------------------------
BBC News report that Ryanair's Michael O'Leary has continued the
row over help offered to Flybe, by saying Chancellor Sajid Javid
had made "inaccurate and misleading" statements.

According to BBC News, the government has approved help for the
struggling regional airline, including giving it extra time to pay
outstanding Air Passenger Duty (APD).

Writing to the chancellor, Mr. O'Leary said letting Flybe delay
payment was "in breach of state aid rules", BBC relates.

Meanwhile, Ryanair has warned pilots of possible base closures and
job cuts, BBC notes.

In his letter to Mr. Javid, Mr O'Leary, as cited by BBC, said:
"Flybe is not like 'many other businesses in the UK'.  Uniquely it
was bought by a group of billionaires for just GBP2 million last
year, in the full knowledge that Flybe was a loss-making business.

"Your suggestion that Sir Richard Branson (billionaire), Delta
Airlines (a multi-billion dollar airline), Stobart Group and Cyrus
Capital (a US$4 billion venture capital fund) need 'time to pay' is
absurd.

"If these billionaire shareholders are not willing to put their
hand in their own deep pockets to bail out the loss-making Flybe,
then why is your government and HMRC giving them a bailout?"

Flybe ran into difficulties early in January and Mr. O'Leary added:
"Flybe is not as you claim 'a viable business with genuine
short-term difficulties'.  It is a business that has lurched from
failure to failure over the last 20 years."

He went on to say that if the government seriously wanted to "level
up all regions in the UK" then it should reduce APD for all
airlines and passengers who use regional airports, not only for
one, BBC states.

                          About Flybe

Flybe styled as flybe, is a British airline based in Exeter,
England.  Until its sale to Connect Airways in 2019, it was the
largest independent regional airline in Europe. Flybe provides more
than half of UK domestic flights outside London.

As reported by the Troubled Company Reporter-Europe on Jan. 16,
2020, Reuters related that regional airline Flybe was rescued on
Jan. 14 after the British government promised to review taxation of
the industry and shareholders pledged more money to prevent its
collapse.  The agreement comes a day after the emergence of reports
suggesting it needed to raise new funds to survive through its
quieter winter months, Reuters disclosed.  Reuters related that the
Flybe shareholders agreed to put in tens of millions of pounds to
keep the airline running under the agreement.


PRECISE MORTGAGE 2020-1B: Fitch Assigns Final B+ on Class X Debt
----------------------------------------------------------------
Fitch Ratings assigned Precise Mortgage Funding 2020-1B Plc's notes
final ratings as follows:

RATING ACTIONS

Precise Mortgage Funding 2020-1B PLC

Class A1; LT AAAsf New Rating; previously at AAA(EXP)sf

Class A2; LT AAAsf New Rating; previously at AAA(EXP)sf

Class B;  LT AA+sf New Rating; previously at AA(EXP)sf

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

Class D;  LT BBBsf New Rating; previously at BBB(EXP)sf

Class E;  LT BB+sf New Rating; previously at BB+(EXP)sf

Class X;  LT BB+sf New Rating; previously at B+(EXP)sf

TRANSACTION SUMMARY

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

The class B and class X notes have been assigned higher ratings
than their expected ratings of 'AA(EXP)sf' and 'B+(EXP)sf',
respectively. This is due to the improved economics of the
transaction on pricing compared with the information provided to
Fitch at the time of assigning expected ratings.

KEY RATING DRIVERS

Prime Underwriting

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

Geographical Diversification

The pool displays no geographical concentration as per Fitch's UK
RMBS Rating Criteria (i.e. no concentration by property count in
excess of 2.5x the population distribution in any region). However,
the exposure to London - where Fitch assumes a higher sustainable
price discount as per its criteria - is fairly high at 30.3%. This
results in a fairly high weighted average (WA) sustainable
loan-to-value ratio of 95.5%.

Borrower Affordability

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

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

Fixed Hedging Schedule

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

RATING SENSITIVITIES

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


PRECISE MORTGAGE 2020-1B: S&P Assigns B(sf) Rating on Class X Notes
-------------------------------------------------------------------
S&P Global Ratings has assigned credit ratings to Precise Mortgage
Funding 2020-1B PLC's (PMF 2020-1B's) class A1, A2, and B notes and
class C-Dfrd to X-Dfrd interest deferrable notes.

PMF 2020-1B is a static RMBS transaction that securitizes a
portfolio of GBP375.78 million buy-to-let (BTL) mortgage loans
secured on properties in the U.K. The loans in the pool were
originated by Charter Court Financial Services Ltd. (CCFS) between
2014 and 2019.

At closing, the issuer used the issuance proceeds to purchase the
full beneficial interest in the mortgage loans from the seller. The
issuer grants security over all of its assets in favor of the
security trustee.

S&P considers the collateral to be prime, based on the overall
performance of CCFS' BTL residential mortgage book, the
originator's lending criteria, and the absence of loans in arrears
in the securitized pool.

Credit enhancement for the rated notes will consist of
subordination from the closing date and overcollateralization
following the step-up date, which will result from the release of
the excess amount from the revenue priority of payment to the
principal priority of payment.

The transaction features a liquidity and a general reserve fund to
provide liquidity in the transaction.

There are no rating constraints in the transaction under S&P's
counterparty, operational risk, or structured finance sovereign
risk criteria. S&P consider the issuer to be bankruptcy remote.

  Ratings Assigned

  Class                 Rating          Amount (GBP)
  A1                    AAA (sf)        226,220,000
  A2                    AAA (sf)        100,710,000
  B                     AA+ (sf)        15,970,000
  C-Dfrd                AA- (sf)        15,970,000
  D-Dfrd                A (sf)          9,390,000
  E-Dfrd                BB+ (sf)        7,520,000
  X-Dfrd                B (sf)          13,150,000
  RC1 residual certs    NR              N/A
  RC2 residual certs    NR              N/A
  ERC certificates      NR              N/A

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


TOGETHER FINANCIAL: S&P Alters Outlook to Pos. & Affirms 'BB-' ICR
------------------------------------------------------------------
S&P Global Ratings said that it revised its outlooks on Together
Financial Services Ltd. and its intermediate holding company,
Bracken MidCo1 PLC, to positive from stable.

S&P said, "We also affirmed our 'BB-' long-term issuer credit
rating on Together Financial Services Ltd. and our 'B+' issuer
credit rating on Bracken MidCo1.

"We consider that Together has materially improved its funding
diversification and headroom, as demonstrated by its raising or
refinancing of approximately GBP2.9 billion since June 2018. This
is in the context of prudent funding management, with our stable
funding ratio consistently above 90%, which we consider to be a
good indication that long-term funding is suitably matching less
liquid assets. Together has also continued to cement its track
record of robust organic earnings generation and loan book growth,
delivering return on equity above 15% while expanding its book
without relaxing its average loan to value. As such, if the group
is able to maintain its funding stability and improved
diversification over the next 12 months, while delivering continued
stable operating performance, we could raise our rating on Together
by one notch.

"Together's limited public RMBS franchise and reliance on private
warehouse facilities have historically constrained our rating.
However, over the past year, we think Together has demonstrated an
ability to manage its private facilities in a sustainable way,
while meaningfully expanding its public franchise. We note that
Together had GBP762 million of headroom in its private warehouse
facilities (pro forma two transactions completed in October 2019)
and GBP669 million of public RMBS issued under its "Together Asset
Backed Securitisation" (TABS) program, as of Sept. 30, 2019. We
think both of these figures demonstrate Together's successful
diversification, particularly when also considering GBP725 million
outstanding under its senior secured notes program, and GBP350
million payment-in-kind (PIK) toggle notes.

"Historically, when we have compared the group's funding structure
to nonbank peers such as NewDay Group (B+/Stable), we have viewed
Together's position less favorably. This is primarily due to its
relatively nascent public RMBS franchise and reliance on private,
illiquid funding. However, following Together's funding
diversification, we now see a material prospect that its funding
and liquidity will no longer be a relative ratings weakness. This
is because we consider the recent improvements to be durable and we
think they will continue. That said, given Together's specialist
lending profile, the group's public RMBS franchise will continue to
lack the liquidity by volume and currency of a credit card
asset-backed security franchise, such as NewDay's. This means
Together still requires a private warehouse funding model alongside
the public TABs program.

"Beyond our assessment of Together's funding and liquidity
position, our 'BB-' rating balances Together's rapidly expanding,
niche role in the U.K. mortgage market against its track record of
robust capital and consistent underwriting.

"We view Together as a specialist player in the U.K. mortgage
market, with a gross loan book of GBP3.9 billion at Sept. 30, 2019
and a small, if expanding, presence in an increasingly price
competitive and saturated market. Together's book has experienced
gross loan growth of about 75% from June 30, 2017 levels. This has
necessitated continual expansion and refreshing of funding sources,
as well as further movement into segments of the U.K. mortgage
market that are more price competitive. As a result of this
strategic expansion, the group's net interest margin has decreased
by approximately 1 percentage point over the same period, although
it remains relatively high at 6.7%.

"Together's capital position captures its sustainably high margin
earnings, operating efficiency, and good quality capital base,
which has remained undiluted by dividends. That said, we also note
ongoing margin pressure and rapid loan growth over our forecast
horizon. Our risk-adjusted capital ratio for the group's ultimate
parent, Redhill FamCo, sits at about 9.5%-10.0% across our
forecasts. This stems from a high-quality capital base and robust
statutory earnings, with net income of GBP70 million in 2018
(representing a return on equity of 22%) increasing steadily across
our base case to 2022. We view favorably Redhill's well-managed,
robust capitalization. That said, we also note the group's rapid
loan growth. This moderates our positive view of a robust, prudent
underwriting strategy and consistent asset quality, with net new
loan loss provisioning at about 0.5% of average assets.

"On Jan. 23, 2020, Together announced Gerald Grimes as chief
executive officer (CEO) designate to its founder and current CEO,
Henry Moser, who we understand will remain active within the group
after stepping down from the CEO role in the next 12-18 months. We
think the appointment further demonstrates the group's continued
efforts to support and strengthen its governance frameworks, which
we see as important to future rating stability.

"We rate two issuances within the consolidated group: the senior
secured notes (SSNs) issued by Jerrold FinCo, and the PIK toggle
notes issued by Bracken MidCo1. We equalize the rating on the SSNs
with the broader group credit profile of 'bb-'. This captures the
guarantee between Together Financial Services and the issuing
entity. Since our rating on Together is below investment grade, we
also perform a number of asset coverage tests to derive our rating
on the SSNs. This has no effect on the rating. We equalize the
rating on the PIK notes with the issuer credit rating on Bracken
MidCo1 because we see no further subordination of the notes beyond
what we capture in our assessment of the issuing entity. The 'B+'
issuer credit rating on Bracken MidCo1 sits one notch below the
rating on Together, taking into account the structural cash flow
subordination of Bracken MidCo1.

"The positive outlook on Together reflects our view that the
group's improving track record of funding stability and
diversification, and continually stable profitability, may be
commensurate with a higher rating over the next 12 months."

S&P could raise its ratings on Together and its intermediate
holding company, Bracken MidCo1, by one notch in the next 12 months
if the group is able to:

-- Continue to successfully diversify its funding sources;
-- Deliver continued stable operating performance; and
-- Maintain its S&P Global Ratings stable funding ratio above
90%.

S&P could revise the outlook back to stable if:

-- Together is unable to access public RMBS markets and diversify
    its funding sources over the coming 12 months, reverting to
    its historical reliance on private warehouse facilities; or

-- The group's historically stable operating performance and
    asset quality were to weaken materially in the context of
    continued rapid growth.


WOODFORD EQUITY: Investors Face Losses of Up to 60%
---------------------------------------------------
Jonathan Jones at The Telegraph reports that the 300,000 investors
of Neil Woodford's flagship Equity Income fund could face losses of
up to 60% as money in the defunct portfolio starts being returned
to the manager's former backers.

According to The Telegraph, Link Fund Solutions, the fund's
administrator, said it would start returning money generated from
selling down 74% of the fund's GBP2.9 billion in assets this week.

It will come from the portion of the portfolio invested in cash and
large British companies, run by BlackRock since Mr Woodford was
sacked in October, The Telegraph notes.

Investors will receive between 58.9p and 46.4p per unit they own
and face varying losses depending on when they bought the fund and
which fund shop they used, The Telegraph discloses.

A fund's unit price changes daily and fund shops offer different
"share classes" which can be priced differently to one another, The
Telegraph states.


[*] UK: Scottish Cos. in Critical Financial Distress Down in 2019
-----------------------------------------------------------------
Scott Reid at The Scotsman reports that Scotland's economic
backdrop is improving with the first fall in nine months in the
number of companies displaying signs of "critical" financial
distress.

According to The Scotsman, the latest Red Flag Alert from
insolvency specialist Begbies Traynor shows that during the final
quarter of 2019 there was a 28% fall in critical, or advanced
financial distress, which refers to businesses that have had
winding up petitions or decrees totalling more than GBP5,000
against them.  It marks the first year-on-year fall in three
quarters, The Scotsman notes.

Some of the sectors which showed the greatest improvement were
hotels and accommodation (80% decrease in critical distress), bars
and restaurants (67% fall), property (71% drop) and construction
(down 43%), The Scotsman discloses.

Looking across the UK, Scotland saw one of the greatest
quarter-on-quarter falls in critical distress in the last three
months of 2019, with a decrease of 41%, compared with the UK-wide
drop of just 13%, and second only to Northern Ireland, The Scotsman
states.

However, some sectors in Scotland did see a rise in critical
distress levels, compared with the same period in 2018, including
manufacturing, financial services, food and beverage, leisure and
cultural, sports and health clubs, as well as wholesale, according
to The Scotsman.

Levels of businesses in Scotland experiencing what is termed
"significant" distress -- minor decrees against them --  also
appear to be stabilizing, The Scotsman relays, citing the latest
alert report.

Figures suggested that conditions may be harshening for Scottish
businesses after an increase in the number of firms going bust last
year, The Scotsman notes.

According to The Scotsman, the latest official statistics showed
that corporate insolvencies in Scotland for the whole of 2019 were
4% up on the year before, at 980, putting them at their highest
level since 2012.

The number of insolvencies actually fell by 4% in the October to
December period, compared with the previous three months, but were
up 8%, year-on-year, compared with the final quarter of 2018, The
Scotsman states.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
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Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

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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.


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