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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

          Thursday, February 6, 2020, Vol. 21, No. 27

                           Headlines



F R A N C E

ALBEA BEAUTY: S&P Puts 'B' ICR on CreditWatch Developing
CASPER MIDCO: S&P Puts B on First Lien Term Loan on Watch Negative
CASSINI SAS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
CASSINI SAS: Moody's Affirms B2 CFR, Outlook Negative
COMEXPOSIUM: S&P Alters Outlook to Negative & Affirms 'B' ICR



G E R M A N Y

AENOVA HOLDING: S&P Puts 'CCC' ICR on Watch Pos. on Refinancing
ATHENA BIDCO: Moody's Assigns B2 CFR, Outlook Negative
P&ISWBIDO GMBH: S&P Alters Outlook to Neg on Expected Buyout by Hg


I R E L A N D

ALME LOAN III: Fitch Assigns BB-(EXP) Rating on Cl. E-RR Notes
ALME LOAN III: Moody's Rates EUR20MM Class E-R Notes (P)Ba3(sf)
MAN GLG VI: Moody's Assigns (P)B3 Rating on EUR8.54MM Cl. F Notes


I T A L Y

[*] ITALY: Agency Clarifies Corp. Bankruptcy Tax Credits Transfer


L U X E M B O U R G

DIAVERUM HOLDING: Moody's Assigns B3 CFR, Outlook Stable
MATADOR BIDCO: S&P Affirms 'BB-' ICR Following Debt Increase


N E T H E R L A N D S

NOSTRUM OIL: S&P Lowers ICR to 'CCC' on Refinancing Concerns


R U S S I A

ASIAN-PACIFIC BANK: Acceptance of Interests in Bank Shares Launched


S P A I N

IM BCC CAJAMAR 2: DBRS Confirms CC Rating on Series B Notes
LECTA SA: S&P Lowers ICR to 'D' on Restructuring Completion


S W I T Z E R L A N D

CEVA LOGISTICS: Moody's Lowers CFR to B3, Outlook Stable


U N I T E D   K I N G D O M

BURY FC: Steve Dale Has Until Feb. 11 to Pay Money Pledged
CONTENT: Appoints FRP Advisory to Carry Out CVA
HOUSE OF FRASER: Future Clearer Following Tax Probe Resolution
JESSOPS: Southampton Store Closes Following Administration
PREMIER FOODS: Moody's Affirms B2 CFR & Alters Outlook to Stable


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F R A N C E
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ALBEA BEAUTY: S&P Puts 'B' ICR on CreditWatch Developing
--------------------------------------------------------
S&P Global Ratings placed its 'B' issuer credit rating on Albea
Beauty Holdings and Hercule Debtco S.a.r.l. on CreditWatch
developing.

S&P is also placing on CreditWatch developing the 'B' issue rating
on Albea's senior secured term loan (U.S. dollar and euro tranches)
and the 'CCC+' issue rating on Hercule Debtco's $150 million
pay-if-you-can (PIYC) notes.

The CreditWatch placement follows Albea's announcement on Jan. 27,
2020, that it has agreed to sell its dispensing systems unit to
Silgan Holdings Inc. for $900 million. This transaction also
includes the sale of metal parts manufacturer Covit (Spain and
U.S.) and Albea's business in Brazil. The transaction is subject to
regulatory approvals and expected to close by the end of the second
quarter or early July 2020.

S&P expects the remaining Albea business to generate weaker EBITDA
margins: The dispensing segment has EBITDA margins of about 19%,
while Albea's overall margin stands at about 12%-13%. The disposal
will thereby negatively affect its assessment of Albea's business
risk profile.

The company has not yet disclosed the application of the disposal
proceeds of $900 million. S&P will assess the impact of the
disposal on its financial risk assessment when it receives more
information.

The CreditWatch reflects the limited information about the use of
the disposal proceeds. S&P expects to resolve the CreditWatch in
the coming 90 days or after receiving details about the application
of proceeds.

Albea is a France-based packaging manufacturer for the beauty and
personal care industries with reported sales in 2018 of $1.6
billion. It has been owned by PAI Partners since 2018. Through its
global manufacturing footprint, Albea offers a diversified product
portfolio segmented in tubes, cosmetic rigid packaging, dispensing
systems and beauty solutions. It addresses diverse end markets such
as color cosmetics, skin care, fragrance, oral care, personal care,
and pharma.


CASPER MIDCO: S&P Puts B on First Lien Term Loan on Watch Negative
------------------------------------------------------------------
S&P Global Ratings placed the 'B' issue rating on the first-lien
term loan B (TLB) on Casper Midco (B&B Hotels) on CreditWatch with
negative implications.

S&P is also affirming its 'B-' issuer credit rating and positive
outlook on B&B hotels' parent company, Casper MidCo SAS, as well as
its 'CCC' issue-level rating on the EUR155 million second-lien TLB
issued by Casper BidCo SAS, the 100% owned subsidiary of Casper
Midco SAS.

The CreditWatch placement follows B&B Hotels' announcement that it
plans to upsize its existing EUR665 million first-lien TLB by EUR40
million to EUR705 million, concurrently with the proposed repricing
announced on Jan. 29, 2020. The company plans to use the proceeds
to improve its liquidity profile to further support its growth
strategy.

The negative CreditWatch reflects the potential lower recovery
prospects for the upsized tranche under the proposed transaction.
S&P said, "We believe the proposed EUR705 million first-lien TLB
could see weaker recovery prospects in the event of a hypothetical
default. Under this scenario, we would revise down the recovery
rating to '3' from '2', reflecting 50%-70% recovery in case of a
hypothetical default. Upon successful closure of the transaction,
we would lower our issue-level rating on the first-lien TLB to 'B-'
from 'B'."

S&P plans to resolve the CreditWatch placement upon the transaction
closure and after its review of the planned financing structure and
terms.


CASSINI SAS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings affirmed Cassini SAS's Long-Term Issuer Default
Rating at 'B' with a Stable Outlook. Fitch has also affirmed the
existing senior secured instrument ratings for Cassini SAS and its
wholly-owned subsidiary Comete Holding SAS at 'B+'/'RR3'.

The rating action follows Cassini's announced acquisition of Europa
Group. After the transaction closes, the recovery rate for the
senior secured instrument ratings is expected to remain within the
'RR3' recovery percentage range of 51% to 70%. Fitch estimates that
the significant equity contribution to finance the acquisition and
limited incremental debt in the capital structure will result in
slightly higher recoveries for senior secured creditors, including
for the equal-ranking revolving credit facility, of 67%, versus 64%
previously.

The acquisition's funding is expected to consist of a EUR85 million
incremental debt facility and EUR150 million in shareholders'
contributions, equally split between the Chambre de commerce at
d'Industry de Paris Ile de France and Credit Agricole Assurances.

KEY RATING DRIVERS

Leading Exhibitions in France: Comexposium has achieved consistent
revenue growth since FY13. This has been underpinned by its leading
exhibitions in France, which are generally top ranking with their
targeted audience. In FY19, management successfully led the company
through localised risks, particularly in Paris. Modest revenue
growth of 1.3% in FY19 on a pro forma annualised basis compares
with 3.6% CAGR over the preceding two years. Core revenues from
exhibitor stand sales remain robust with strong exhibitor bookings
for upcoming shows.

End-Markets Remain Diversified: Comexposium's exhibitions are
diversified across 11 sectors and 141 trade shows. The company
remains a pure-play exhibition organiser with no meaningful
diversification outside of exhibitions. The acquisition of Europa
Group will elevate healthcare to Comexposium's primary sector at
24% of pro forma FY19 revenue, up from 3%. The acquisition reduces
the group's sector diversification but is off-set by the
non-cyclical nature of healthcare. Other primary sectors are Food &
Agriculture and Education, which in its view are less tied to the
business cycle, reducing exposure to economic downturns.

Acquisition Appetite and Supportive Shareholders: The business has
demonstrated a strong acquisition appetite, completing 22
acquisitions since 2015. The acquisition of Europa Group is
expected to mirror Comexposium's previous success with IMCAS
(healthcare exhibitions acquired 2018) and has clear synergies. The
acquisition costs are expected to be financed via EUR150 million
equity and EUR85 million debt.

The shareholders, Credit Agricole Assurances and Paris
Ile-de-France Regional Chamber of Commerce and Industry,
demonstrate readiness to financing alternatives to debt.
Shareholder support is expected to help mitigate spikes in leverage
that would occur if acquisitions were purely debt-funded.

Organic Growth via Show Launches: Launching existing exhibition
brands into new geographies (geo-adapting) and leveraging existing
exhibitor relationships has proven a successful method of organic
growth (e.g. SIAL China). This is particularly effective in
extracting further earnings from an exhibition brand that has
reached maturity in its origin market. More broadly, show launches
have proven complimentary to Comexposium's acquisitions, with 19
launches since 2015.

Cash Flow Visibility and Volatility: Year-on-year revenue and
earnings volatility mostly stems from biennial and triennial shows.
Exhibits are also seasonal, with about two-thirds of FY19 revenue
generated in 1Q19 and 4Q19. Off-setting this is that exhibitors'
bookings commence at the previous show. This supports excellent
earnings visibility and a structurally negative working capital
position as exhibitors' up-front deposits fund future exhibition
expenses.

Fitch views positively the underlying cash flow and liquidity
position, with free cash flow (FCF) as a percentage of sales
expected to range between 9% and 18% on a reported basis from
end-2020 until 2023 and a fully available RCF of EUR90 million from
2021 after EUR29 million repayment assumed by Fitch in 2020.
Adjusted for the impact on non-recurrent costs related to the
acquisition of Cassini SAS in 2019, FCF as percentage of sales is
expected to be 11%.

Fitch views the potential risk from Cassini's direct exposure to
the travel disruptions related to the Coronavirus as moderate,
despite the around 5% contribution of the SIAL China event to total
gross profit. The cash flow risk is reduced by the nature of the
business, resulting in negative working capital from non-refundable
advanced deposits from customers.

Deleveraging Capacity: The company has demonstrated deleveraging
capacity from operating cash flow, which has improved due to
bolt-on acquisitions. However, leverage has increased significantly
due to various debt- funded acquisitions following the previous LBO
sponsor's involvement up to 2018. Fitch expects FFO adjusted gross
leverage to decrease to 5.8x from 6.3x from end-2019 to end-2021,
indicating the deleveraging capacity available. This is despite the
proposed additional debt of EUR85 million in relation to the Europa
Group acquisition, which is expected to close in 2020.

A period of stability in acquisition and divestment activity or
conservative M&A funding would help anchor the leverage profile
within its leverage thresholds.

DERIVATION SUMMARY

Comexposium is a global exhibition organiser and shows a stronger
credit profile than its closest competitors within its leverage
credit opinions portfolio. Its operating profile benefits from
lower exposure to cyclical sectors, a leading position in the B2B
event space within France, and revenues predominantly derived from
exhibitors. Comexposium has an asset-light business model and
benefits from regulatory protections that allow it to renew
exhibition venues in Paris on effectively the same terms. This
provides flexibility to and safeguards its dominant market position
in France.

Comexposium is more exhibition focused than its peers, resulting in
less diversified revenue streams but reduced execution risks while
it pursues an M&A strategy to gain further scale. Compared with
larger peers such as RELX (BBB+/Stable), owner of Reed Exhibitions,
Comexposium is small in scale, has less geographical and product
diversification, and significantly higher leverage, although both
benefit from highly visible recurring revenues.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  - Annualised pro forma revenue to grow at a +3.0% CAGR
    2018-2023 (or +7.5% excluding proforma effect).

  - Stable annualised pro forma gross margin at 51%.

  - Annualised pro forma EBITDA margin at around 25%.

  - Trade working capital and maintenance capex-to-sales ratios
    in line with low historical trends as proven asset-light
    business model will remain post-transaction.

  - M&A activity with bolt-ons and earn-outs assumed at 8%
    to 12% of revenue in 2020 and 2021 falling to 1%-2%
thereafter.

Recovery Assumptions:

Fitch estimates under its bespoke recovery analysis that a
going-concern approach will lead to higher recoveries for creditors
relative to liquidation, given the group's long-term proven robust
business model, the recurrent nature of its revenue, and existing
barriers to entry in the market. Its going-concern value is
estimated at around EUR438 million, assuming a post-reorganisation
EBITDA of about EUR81 million based on a proforma December 2019
expected EBITDA of EUR116 million (including Europa Group EBITDA)
with a distressed enterprise value (EV)/EBITDA multiple of 6.0x,
reflecting its premium market position and sound brand portfolio,
and after discounting 10% of EV for administrative claims.

Fitch assumes Cassini's multi-currency RCF of EUR90 million would
be fully drawn in a restructuring scenario, ranking pari passu with
the rest of the senior secured debt under the new capital structure
of EUR568 million.

Its principal waterfall analysis generates a ranked recovery for
senior secured creditors, which remains unchanged at 'RR3'
including the add-on EUR85 million term loan B (TLB). This leads to
a 'B+' instrument rating, which is a single notch above the IDR.
However, the waterfall analysis output percentage based on pro
forma metrics and assumptions for 2019 is 67% vs 64% previously,
reflecting the positive effect from the significant equity
contribution to finance the acquisition.

RATING SENSITIVITIES

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

  - FFO adjusted gross leverage sustainably less than 5.0x on an
    annualised basis.

  - FFO fixed charge cover sustainably more than 3.5x on an
    annualised basis.

  - Additional scale and geographical diversification with less
    venue concentration in France.

  - Successful acquisitive strategy without diluting
profitability.

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

  - FFO adjusted gross leverage sustainably more than 7.0x on
    an annualised basis.

  - FFO fixed charge cover sustainably less than 2.5x on an
    annualised basis.

  - Annualised EBITDA margin below 22% on a sustained basis due
    to significant tradeshow underperformance.

  - Annualised FCF margin less than 3% or negative FCF after
    acquisitions on sustained basis

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Following the proposed debt add-on to
partially fund the acquisition of Europa Group, liquidity is
expected to remain satisfactory, building up cash on balance sheet
(on a reported basis) from EUR62 million at closing (pro forma
December 2019) to EUR164 million by 2022. This is underpinned by
further liquidity support from a EUR90 million RCF, EUR61 million
available post-transaction close (assumed repaid in 2020 in its
rating case).

Liquidity is expected to comfortably cover any funding of
intra-year working capital swings that may arise as a result of
different timing in tradeshows (historically from EUR20 million to
EUR50 million on an annual basis), while working capital is
structurally negative and tradeshows are for the most part
self-funding.

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.


CASSINI SAS: Moody's Affirms B2 CFR, Outlook Negative
-----------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family rating
and B2-PD probability of default rating of Cassini SAS, the
ultimate parent of Comexposium Holding, a France-based trade fair
and exhibitions organizer. Concurrently, Moody's has also affirmed
the B2 ratings of the EUR568 million senior secured term loan B due
2026, composed of the existing EUR483 million TLB and the new EUR85
million add-on to the TLB, and the EUR90 million senior secured
revolving credit facility due 2025. The outlook remains negative.

Cassini is expected to hold a lender meeting on February 5, 2020 to
secure an additional EUR85 million add-on tranche fungible to its
existing EUR483 million TLB due 2026. Proceeds from the
transaction, along with EUR150 million of new equity provided by
the group's owners, Credit Agricole Assurances and Paris
Ile-de-France regional chamber of commerce and industry, will be
used to fund the acquisition of Europa Group, a leading European
conference organizer of medical events.

"Europa's acquisition is credit positive because it will add about
20% of incremental EBITDA to the combined group and it is largely
equity-funded (64%). It also helps to de-risk the business towards
the more defensive healthcare sector," says Victor Garcia
Capdevila, Moody's lead analyst for Cassini.

"Despite the positive effects of the transaction on Cassini's
leverage, it remains high. We expect Moody's-adjusted gross
leverage for the combined entity to be around 5.9x by year-end 2020
compared to 6.3x on a proforma basis in 2019," adds Mr. Garcia.

RATINGS RATIONALE

Cassini's B2 CFR reflects (1) the company's high leverage, (2) the
inherent cyclicality in some of the company's targeted verticals,
in particular the leisure and fashion sectors, (3) its lower EBITDA
margin compared with other event and exhibition organisers, (4) its
small scale relative to other peers in the business and consumer
services industry, (5) the revenue concentration in France and
around its top 10 events, (6) Moody's expectation that the company
will continue to pursue an active M&A strategy in a sector that is
consolidating, (7) and the execution and integration risks
associated with the acquisition of Europa Group.

The rating also reflects (1) the company's good track record of
operating performance; (2) its strong free cash flow generation,
underpinned by an asset-light business model with structurally
negative working capital and low capital spending requirements; (3)
the resiliency of the company's business model as demonstrated in
the last economic downturn; (4) the relatively high barriers to
entry in the industry; and (5) the company's good revenue and
earnings visibility.

Comexposium has an adequate liquidity profile, supported by a EUR90
million RCF, with an expected availability of EUR61 million at
transaction closing, and a cash balance of EUR60 million. This
coupled with Moody's expectation of free cash flow generation of
around EUR78 million in 2020 and EUR33 million in 2021, will allow
the company to comfortably meet is cash requirements over the next
12-24 months. The group's cash flow generation is stronger in the
even years as most part of the biennial events take place on those
years.

STRUCTURAL CONSIDERATIONS

The ratings on the EUR568 million senior secured term loan B due
2026 and the EUR90 million senior secured revolving credit facility
due 2025 are B2, in line with the CFR, reflecting the fact that
they share the same security and guarantor package and that both
instruments rank pari passu. The B2-PD probability of default
rating (PDR), in line with the CFR, reflects its assumption of a
50% recovery rate as is customary for all-bank-debt capital
structures with a covenant-lite package. Comexposium is only
subject to a springing covenant to be tested only when drawings
under the revolving credit facility exceed 40% of total
commitments.

The EUR150 million equity injection from shareholders will be in
the form of preferred shares (60.1%) and ordinary shares (39.9%).
The terms and conditions of the preferred shares are identical to
those put in place when Credit Agricole acquired Charterhouse's
stake in Compexposium and therefore receive 100% equity credit
under Moody's methodology.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the high leverage of the company and
its limited headroom in the current rating category for any
operating underperformance or debt funded acquisitions.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Positive ratings pressure could develop should Comexposium's
leverage (Moody's-adjusted gross debt / average EBITDA) sustainably
decrease to below 4.75x. An upgrade would also require the company
to successfully achieve organic mid-single digit revenue growth on
an annualised basis.

Negative ratings pressure could develop should Comexposium's
leverage (Moody's adjusted gross debt / average EBITDA) is
maintained above 6.0x as a result of softening in demand for the
company's events or debt funded acquisitions. Downward pressure
would also ensue should the company's liquidity profile deteriorate
including a reduction in covenant headroom.

LIST OF AFFECTED RATINGS

Issuer: Cassini SAS

Affirmations:

Probability of Default Rating, Affirmed B2-PD

Corporate Family Rating, Affirmed B2

Backed Senior Secured Bank Credit Facility, Affirmed B2

Outlook Action:

Outlook, Remains Negative

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in Paris, Cassini SAS, the ultimate owner of
Comexposium Holding, is a leading organiser of trade fairs and
trade shows, with the largest market position in France and the
third market position in exhibitions globally, in terms of revenue.
The company owns and operates 135 B2B and B2C events across 11 main
sectors, connecting more than 46,000 exhibitors and 3.5 million
visitors every year in 30 countries. The company reported pro-forma
revenue of EUR367 million and pro-forma EBITDA of EUR98.4 million
in 2019, annualised for the effect of biennial and triennial
events.


COMEXPOSIUM: S&P Alters Outlook to Negative & Affirms 'B' ICR
-------------------------------------------------------------
S&P Global Ratings revised the outlook on Comexposium to negative
from stable and affirmed the 'B' issuer credit and issue ratings.

The outlook revision reflects Comexposium's high leverage, leaving
reduced leeway for further deterioration at the rating level.

The high leverage is partly explained by some bolt on acquisitions,
increased earn outs, and S&P Global Ratings' adoption of IFRS 16
for its lease adjustment in 2019. S&P said, "We believe
Comexposium's track record of operating performance is good, while
free operating cash flow (FOCF) is material and a ratings support.
However, we project that Comexposium's S&P Global Ratings-adjusted
debt to EBITDA will increase to just above 9.0x in 2019 (8.6x on a
pro forma basis, including 12 months EBITDA from 2019 bolt on
acquisitions), given that 2019 was a low-revenue year in terms of
biannual events, combined with some increase in debt and leverage
related primarily to bolt on acquisitions, an increase in earn
outs, and our adoption of IFRS 16 for lease adjustment. We expect
that financial leverage will decrease in 2020 due to biannual
events taking place this year, but a risk exists that adjusted debt
to EBITDA, calculated on a two-year basis, may exceed 7.0x, if the
company does not perform sufficiently strongly in 2020. We believe
leverage is currently high, leaving the company with limited
headroom under the 'B' rating, and therefore vulnerable to any
unforeseen operational drawbacks or event risks in 2020."

Comexposium's trade show concentration exposes the group to event
risks.

S&P said, "Since Comexposium still generated about 50% of
annualized revenues through its top-10 trade shows in 2019, we see
revenue concentration as relatively high, though we acknowledge
that the acquisition of Europa will mitigate this risk somewhat. In
France, Comexposium relies significantly on businesses in the Paris
region, which are exposed to external risks such as terrorist
attacks or political events, which could affect visitor and
exhibitor numbers. In addition, we cannot completely rule out risks
related to Coronavirus, given that Comexposium will hold a major
show in Shanghai in May 2020 (the SIAL China), which typically
contributes about 5% of its revenues. Attendee and exhibitor
numbers may be reduced because of fear of infection or potential
quarantine imposed by public authorities on transportation and
travel companies.

"We see the proposed acquisition of Europa as positive, adding
product and scale diversification, yet Comexposium's scale of
operations remains modest in the global exhibition industry.

"We view positively the Europa acquisition's diversification of
Comexposium's event portfolio into congresses and of the group into
the healthcare sector. We also see positively the company's
increased scale of operations, although it remains relatively
modest compared with larger players in the exhibition industry." In
2018, RELX Group's exhibitions business and Informa (including the
UBM business) each generated revenue of about EUR1.4 billion, while
Comexposium's and Europa's combined revenue amounted to EUR438.6
million.

Leading market position in France and popular shows provide
visibility to earnings.

Comexposium benefits from strong relationship with Viparis, the
owner of multiple venues in Paris, providing quasi certainty for
venue contract renewal and making difficult for other players to
enter into the exhibition market in Paris. In addition, stands are
largely pre booked and partially financed by exhibitors. For
instance, as of December 2019, 65% of Comexposium's total budgeted
spaces for shows occurring in the subsequent 12 months were already
contracted and 49% were already invoiced. In addition, Comexposium
owns nine trade shows that have annual revenue in excess of EUR10
million, demonstrating the "must-attend" nature of these shows in
their sectors. S&P's assessment is also supported by the group's
diversified trade show portfolio in terms of its industry and
exhibitor base, which somewhat mitigates the low geographic
diversity. Finally, Comexposium benefits from a relatively variable
cost structure, with flexibility to adjust costs or cancel services
if needed.

S&P said, "The negative outlook reflects a one-in-three chance that
we could lower our ratings over the next 12 months if Comexposium's
S&P Global Ratings-adjusted debt to EBITDA, calculated on a
two-year average basis, exceeded 7.0x.

"We could lower the rating on Comexposium over the next 12 months
if the company did not achieve sufficient deleveraging, resulting
in two-year average adjusted debt to EBITDA exceeding 7.0x. This
could result from a potential unexpected deviation from the
company's base-case projections, leading to lower-than-expected
EBITDA or cash flows. A more aggressive financial policy as a
result of any credit-dilutive large debt-funded acquisitions or a
debt-funded shareholder return could also prompt a downgrade.
Lower-than-anticipated FOCF or pressure on liquidity could also
lead to a downgrade.

"We could revise the outlook to stable if Comexposium's operating
performance exceeded our base-case assumptions and it deleveraged
sustainably, well below 7.0x on a two-year average basis, while
generating sound and sizeable FOCF."




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G E R M A N Y
=============

AENOVA HOLDING: S&P Puts 'CCC' ICR on Watch Pos. on Refinancing
---------------------------------------------------------------
S&P Global Ratings placed its 'CCC' ratings on Aenova Holding GmbH
on CreditWatch with positive implications, indicating that it could
raise its ratings to 'B-' upon the successful placement of the new
debt and the equity injection under the same terms.

S&P rates the proposed first lien debt (first lien term loan and
RCF) 'B-'. The final issue ratings will depend on successful
placement of the debt and the alignment of terms with the
preliminary documentation.

If Aenova successfully places its proposed debt, S&P could raise
its rating to 'B-'.

S&P said, "We would view positively the refinancing of the group's
capital structure because the maturity of the debt is approaching
(September 2020 for the first lien debt; 2021 for the second lien).
The new EUR50 million RCF would mature in 2024, the new EUR440
million first lien term loan B would mature in 2025, and the new
second lien PIK loan would mature in 2025 after the first lien
loan. The refinancing package would also include a new EUR100
million equity injection from BC Partners, which would reduce the
group's leverage post-transaction.

"We understand the group is also extending and amending its
existing EUR218 million shareholder loans (EUR306 million including
accrued interests) documentation, currently set to mature in 2022.
Based on preliminary documentation, it is possible we would treat
the instrument as equity (as opposed to debt as we previously did),
depending on our review of the final documentation. Post the
transaction, adjusted debt to EBITDA would be about 7.5x,
significantly lower than the 12.0x at the end of 2019 with the
inclusion of the shareholder loan in our adjusted debt calculation,
or 8.9x without."

Aenova is on track with the early stage of implementation of its
turnaround plan.

This transformational plan aims to improve the internal supply
chain leading to on-time delivery to clients, and streamline
internal cost structures. This plan started to bear fruit from the
second half of 2019. For example, the group started to improve its
new-business-win rates for existing and new clients. The group also
exited some less profitable business, which will allow for gradual
margin improvement in the coming two years.

Considering lower leverage and early improvements in operational
performance, EBITDA, and cash flow generation, we would most likely
no longer view the capital structure as unsustainable post
transaction. In addition, S&P would no longer consider the group's
liquidity to be weak post transaction; it will have sufficient
liquidity sources to cover uses in the following 12 months.

S&P said, "The CreditWatch placement indicates that we could raise
our rating on Aenova to 'B-' if it successfully placed its debt in
line with what is proposed, in conjunction with a EUR100 million
equity injection.

"If the debt placement is unsuccessful, or if the final terms and
conditions materially differ from what was presented to us, we
would reassess our ratings."


ATHENA BIDCO: Moody's Assigns B2 CFR, Outlook Negative
------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating and
a B2-PD probability of default rating to Athena Bidco GmbH, the
entity that owns German-based HR-software provider P&I Personal &
Informatik AG. Concurrently, Moody's has assigned B2 instrument
ratings to the new EUR475 million term loan due 2027, the new EUR30
million acquisition facility due in 2027 and the new EUR50 million
revolving credit facility due 2026 to be borrowed at Athena Bidco
GmbH. The outlook on all ratings is negative.

The proceeds from the new facilities will primarily be used to
finance the acquisition of a majority stake in P&ISWBidCo GmbH by
Hg from Permira, to refinance the group's existing debt and pay for
transaction fees and expenses.

RATINGS RATIONALE

The corporate family rating reflects the high Moody's-adjusted
debt/EBITDA which is expected to be 7.1x on a pro forma basis for
the last twelve months ending September 2019 upon completion of the
transaction.

Additionally, the B2 CFR reflects (i) the relatively small size of
the business in terms of revenues, and the concentration in
HR/payroll-related software in German-speaking regions in Europe,
with public entities representing 47% of revenues (with the
remaining 53% being private mid-market customers); (ii) the risk of
customers switching gradually to larger providers with a more
comprehensive Enterprise Resource Planning (ERP) system offering;
(iii) the industry-wide pressures to move towards a SaaS offering
which will exert some pressure on margins in the coming year, with
some uncertainty over cloud subscription renewal rates under the
new model going forward.

However, the rating also reflects the company's strong track record
of continuous revenue and EBITDA growth over the last 5 years, its
high margins resulting in good free cash flow generation that
supports its deleveraging potential. In addition, it reflects (i)
the high renewal rates and switching costs characteristic for
enterprise software and as evidenced over recent years, (ii) the
company's good number two market position in the German
medium-sized enterprise software market as well as with a range of
public customers (ie civil service, healthcare), and (iii) the
resulting high share (ca. 68%) of recurring revenues. Moody's also
understands that the German-speaking market is characterised by a
high level of regulatory complexity (ie data privacy and tax
regulations) which further reduces the incentive to switch from
entrenched providers, particularly to providers outside the region.
The rating also factors in the company's abilities to provide
tailored solutions and service to its customers.

The company continues to demonstrate solid performance in fiscal
2019/2020 (ending in March) with expected revenue and EBITDA growth
of around 7% and 6% respectively. While licenses sales are expected
to decline given the company's greater focus on selling SaaS
solutions, combined SaaS and other subscriptions/services are
expected to grow over 20%. Traditional maintenance revenue should
grow by 2-3% and the consulting business by 5.0%. As a result of
these trends, the company now generates more than two thirds of its
revenue from recurring business, defined as maintenance, SaaS and
other subscription/service contracts.

Moody's has considered in its analysis of P&I the following
environmental, social and governance (ESG) considerations. In terms
of social considerations the industry faces the risk of data
leakages from cyber-attacks which could harm the company's
reputation and ultimately affect revenue and profitability.
However, Moody's understands the company has taken all necessary
measures to protect its customers' data and has in place structures
to prevent such events. In terms of governance, post LBO closing
P&I will be a private company majority owned by the
software-focused private equity firm Hg. Post-closing Moody's
anticipates current key management to remain in place with Hg
representatives to potentially join the company's board.

Financial policy is expected to be very aggressive across the
period as evidenced by the very high starting leverage. Moody's
also notes the existence of a PIK note outside of the restricted
group that matures in 2028. Despite the company's deleveraging
potential Moody's sees a risk of debt-funded shareholder
distributions as the tolerance for leverage is high.

RATING OUTLOOK

The negative outlook reflects the expectation that Moody's adjusted
leverage will remain in excess of 6x, and elevated for the B2
rating for at least 12 months. It furthermore reflects the risk of
higher churn driven by the SaaS transition. The ratings and outlook
do not incorporate any debt-funded acquisitions. The outlook could
be stabilized if P&I's demonstrates a successful transition to the
cloud/subscription model, and remains free cash flow generative,
with Moody's-adjusted debt/EBITDA falling sustainably below 6x.

WHAT COULD CHANGE THE RATING UP/DOWN

Negative pressure on the rating could result from a failure to
transition customers to the cloud /subscription model with
stagnating or declining EBITDA, and if leverage does not trend back
below 6.5x. Although unlikely at this time given the negative
outlook, upward pressure on the rating could occur if leverage were
to trend below 5.5x.

STRUCTURAL CONSIDERATIONS

The B2-PD probability of default rating reflects its assumption of
a 50% family recovery rate given the covenant lite structure of the
term loan. The B2 ratings on the first lien term loans, the RCF and
the acquisition facility reflect their pari passu ranking and first
priority claim on the transaction security. The debt security
includes material assets of the company's US operations, and the
instruments are guaranteed by material subsidiaries accounting for
at least 80% of consolidated EBITDA.

LIQUIDITY PROFILE

Moody's views P&I's liquidity profile as adequate. Moody's expects
the company to retain EUR30 million of cash on the balance sheet
following the transaction, and access to the undrawn revolving
credit facility (RCF) due 2026 of EUR50 million. Moody's also
expects the company to remain free cash flow generative (after
interest payments) of at least EUR30 million per year.

The debt documentation contains one springing covenant under which
Moody's expects the company to retain solid headroom. The next
maturity of term debt is the EUR475 million term loan in 2027.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Software
Industry published in August 2018.

COMPANY PROFILE

Athena Bidco GmbH, through holding companies, is the parent of P&I
Personal & Informatik AG, a provider of HR-related software
solutions to public and small- to medium-sized private entities,
predominantly in Germany, but also Austria and Switzerland. After
closing, Hg will hold the majority stake in P&I, while current
private equity owner Permira will retain a minority stake, and the
remainder will be held by management. The company is expected to
generate EUR140 million of revenue in the year to March 2020.


P&ISWBIDO GMBH: S&P Alters Outlook to Neg on Expected Buyout by Hg
------------------------------------------------------------------
S&P Global Ratings revised its outlook on German software provider
P&ISWBido GmbH (P&I) to negative from stable and assigned its
preliminary 'B' long-term issuer credit rating and a negative
outlook to Athena Bidco GmbH, the new holding company that will
acquire P&I. S&P also assigned its preliminary 'B' issue rating to
the proposed EUR475 million senior secured term loan to be issued
by Athena Bidco.

The buyout will lead to a substantial increase in leverage, but
cash flow metrics will remain fairly robust.  Hg intends to fund
the deal, which is expected to close in March 2020, with a EUR475
million senior term loan, EUR300 million of PIK notes, and EUR1.2
billion of sponsor equity. S&P said, "Including the PIK notes,
which we treat as debt, this will increase our adjusted debt to
EBITDA to about 11.0x at the end of fiscal 2020, substantially
higher than our previous forecast of 5.2x-5.4x and above our
previous downside trigger of 7.5x. Although we acknowledge that the
PIK facility is subordinated to the proposed loans and will not
require any ongoing debt-servicing, our debt treatment reflects the
fact that it carries a high accumulating interest burden, which
could increase the refinancing risk at maturity, especially if the
company's valuation drops significantly. However, in our view the
meaningful share of non-cash-paying PIK debt in the structure
partly cushions the impact on cash flow metrics. In our forecast,
we expect adjusted FOCF to debt to remain between 4%-6% in fiscals
2020–2022 (7%-9% excluding PIK). This is weaker than the level of
9.6% in fiscal 2019 and our previous base case of 10%-13% in
2020-2021, but still consistent with that of peers at the 'B'
rating level, in our view. We also note that we expect adjusted
debt to EBITDA at closing, excluding the PIK instruments, to be at
6.5x–7.5x, materially lower than our fully loaded ratio. After
closing, Hg will hold the majority in P&I, while current private
equity owner Permira and the management will retain minority
stakes. Sponsor equity consists of common equity and shareholder
loans, which we expect to treat as equity, pending review of the
final documentation."

S&P said, "The negative outlook reflects our view that setbacks to
P&I's growth strategy could suffice to derail the company's
moderate pace of de-leveraging.   Under the new owners, P&I is
planning to accelerate the transition to SaaS with its
subscription-based software offering LogaAll-In (LAI), which
includes P&I's complete suite of human capital management (HCM)
modules as well as its payroll offering. S&P said, "In addition to
expanding its offering of complete outsourcing solutions, this is
key to our expectation of higher topline growth of 6%-8% in the
next few years, compared with about 3% in fiscals 2018 and 2019.
Although P&I's revenue growth quickened to 7.7% in the first half
of fiscal 2020, we think there are some execution risks associated
with the migration of its existing client base to the new SaaS
platform. This could deplete the limited headroom under our
downside triggers and undermine our projection that leverage will
gradually recede to 9.5x–10.5x (5.0x–6.0x excluding PIK) by
fiscal 2022. Growth from LAI primarily stems from the migration of
existing customers to the solution, which, given its "all-in"
nature, often results in up-selling of additional modules. This
supports favorable pricing that is currently about 2.5x higher than
the annual recurring revenue of customers using P&I's on-premises
software. Although not our base case, we see a risk that higher fee
levels, coupled with product or customer services issues, could
lead to higher churn of clients wishing to procure only a limited
set of modules such as payroll, slow down the migration process,
and hamper growth. At this point, P&I has migrated about 16% of its
total base of 4.9 million payslips to the new solution, meaning
that the bulk of the customers remain yet to be migrated if P&I is
to achieve its target of 65% penetration by fiscal 2025. In our
view, any unexpected and material operating underperformance that
emerges over time could significantly compress P&I's valuation
versus the buy-out multiple of about 32x (based on fiscal 2019
reported EBITDA) and fuel default risk following the sponsor's
possible unsuccessful exit attempt closer to the PIKs' maturity."

S&P said, "Consistently high profitability and growing share of
recurring revenue have improved our assessment of P&I's business.  
Despite the current negative outlook, our assessment of P&I's
business has strengthened, mainly due to our view of the company's
solid track record of high profitability, low churn, a growing
share of recurring revenue, and stronger growth prospects from
fiscal 2020 as P&I markets its new SaaS-based suite of products.
P&I's adjusted EBITDA margins of 47%-49% in the last three fiscal
years outperformed most small-to-midsize software peers, thanks to
a very lean operating model and efficient cost structure. Our base
case foresees further expansion by about one percentage point
annually over fiscals 2020-2022, mainly thanks to margin-accretive
up-selling and SaaS migration, as well as the potential to
nearshore additional functions, such as research and development
(R&D). The SaaS transition is also set to boost the share of
recurring revenue (consisting mainly of SaaS and maintenance fees)
to more than 80% in fiscal 2022 from about 70% in the first half of
fiscal 2020. Moreover, following an initial increase after the
launch of LAI, churn is back in line with the historical average of
about 4% of annual contract value. P&I enjoys an established
position as the No.2 HR software provider in Germany after SAP,
including a No.1 position in the payroll segment for midsize
customers with 250-3,000 employees. Its market share in this
segment is about 25%, ahead of SAP with about 19% and DATEV with
about 18%. However, we think key risks for P&I's business remain
the company's focus on the niche market of HR software and services
and its limited geographic diversification. We consider HR software
as less mission-critical than solutions that cover a wider range of
business functions, such as fully-fledged enterprise resource
planning platforms, which results in lower switching costs for
clients. In fiscal 2019, P&I generated 81% of total revenue from
Germany and the remainder from Switzerland and Austria. We think
strong geographic concentration makes P&I more exposed to adverse
changes in macroeconomic or industry conditions in these countries,
which could particularly affect customers in the small and midsize
enterprise segment. Moreover, P&I is much smaller than tier-1, more
broadly diversified software peers like SAP, Oracle, Workday, etc.
Among other things, we think small scale could constrain the
company's ability to spend on R&D for new products or enhancements
(current R&D spending is about EUR20 million per year), which we
consider essential to maintaining a stable market position in the
long term.

"The negative outlook reflects the risk that slower-than-expected
progress with P&I's roll-out of SaaS solutions could cause revenue
growth and organic leverage reduction to fall short of our
expectations. This could result in our adjusted debt to EBITDA
exceeding 11x and FOCF to debt falling materially below 5% in
fiscal year 2021.

"We could lower the rating if P&I faced difficulties with
accelerating top-line and EBITDA growth through the transition to
SaaS, up-selling, and price increases, indicated by challenges with
migrating existing customers and higher churn. This could lead to
adjusted debt to EBITDA exceeding 11x and FOCF to debt decreasing
materially below 5% in fiscal 2021. Although we do not expected it
at this stage, we could also lower the rating if leverage increased
further through debt-funded shareholder returns or material
acquisitions.

"Rating upside is remote because of higher expected leverage
following the leveraged buyout, and our expectation that the new
sponsor owners are unlikely to pursue significant leverage
reductions on a sustained basis.

"However, we could raise the rating if P&I improved FOCF to about
10% of adjusted debt. This is most likely to materialize through
gross debt repayments combined with strong EBITDA growth. In
addition, we would require a firm financial policy commitment to
maintain metrics at this level."




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I R E L A N D
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ALME LOAN III: Fitch Assigns BB-(EXP) Rating on Cl. E-RR Notes
--------------------------------------------------------------
Fitch Ratings assigned ALME Loan Funding III D.A.C's notes expected
ratings, as follows:

RATING ACTIONS

ALME Loan Funding III DAC

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

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

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

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

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

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

Participating Term Cert Reset; LT NR(EXP)sf; Expected Rating

Final ratings are contingent on the receipt of final documents
conforming to information already reviewed.

TRANSACTION SUMMARY

ALME Loan Funding III D.A.C. is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds.

Net proceeds from the issuance will be used to redeem the old notes
with a new identified portfolio comprising the existing portfolio,
as modified by sales and purchases conducted by the manager. The
portfolio will be actively managed by Apollo Management
International LLP. The collateralised loan obligation (CLO) has a
two-year reinvestment period and a 6.9-year weighted average life
(WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality: Fitch assesses the average credit
quality of obligors to be in the 'B' category. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 32.88.

High Recovery Expectations: At least 90% of the portfolio will
comprise 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 66.76%.

Diversified Asset Portfolio: The covenanted maximum exposure of the
top 10 largest obligors for assigning the expected ratings is 20%
of the portfolio balance. 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 has a two-year reinvestment
period and includes reinvestment criteria similar to those of 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 25% increase in the expected obligor default probability would
lead to a downgrade of up to two notches for the rated notes. A 25%
reduction in the expected recovery rates would lead to a downgrade
of up to two notches for the rated notes.


ALME LOAN III: Moody's Rates EUR20MM Class E-R Notes (P)Ba3(sf)
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to refinancing notes to be issued by
ALME Loan Funding III Designated Activity Company:

EUR250,400,000 Class A-R Senior Secured Floating Rate Notes due
2032, Assigned (P)Aaa (sf)

EUR32,400,000 Class B-1-R Senior Secured Floating Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR8,000,000 Class B-2-R Senior Secured Fixed Rate Notes due 2032,
Assigned (P)Aa2 (sf)

EUR28,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)A2 (sf)

EUR25,200,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)Baa3 (sf)

EUR20,000,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2032, Assigned (P)Ba3 (sf)

RATINGS RATIONALE

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

The Issuer will issue the Class A-R Notes, the Class B-1-R Notes,
the Class B-2-R Notes, the Class C-R Notes, the Class D-R Notes and
the Class E-R Notes in connection with the refinancing of the
following classes of notes: Class A Notes, Class B-1 Notes, Class
B-2 Notes, Class C Notes, Class D Notes and Class E Notes due 2030,
previously refinanced on April 18, 2017 . On the refinancing date,
the Issuer will use the proceeds from the issuance of the
refinancing notes to redeem in full the "2017 Refinancing Notes".
On the "2017 Issue Date", the Issuer also issued the Class X notes
and the Class F Notes, the Class X notes were redeemed in full
prior to this refinancing and the Class F notes will be redeemed
and not refinanced.

On the "2017 Issue Date", the Issuer also issued EUR 42.85 million
of participating term certificates, which will remain outstanding.
In addition, the Issuer will issue EUR 8.45 million of additional
participating term certificates on the refinancing date. The terms
and conditions of the subordinated notes will be amended in
accordance with the refinancing notes' conditions.

As part of this reset, the Issuer will amend the target weighted
average life date to January 15, 2027 from April 15, 2025. It will
also amend certain concentration limits, definitions and minor
features. In addition, the Issuer will amend the base matrix and
modifiers that Moody's will take into account for the assignment of
the definitive ratings.

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

Apollo Management International LLP ("Apollo") 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
two-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 and credit improved obligations.

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

Methodology Underlying the Rating Action:

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

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

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

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

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

Performing par and principal proceeds balance (1): EUR
399,000,000.00

Defaulted Par: EUR 0.00

Diversity Score (2): 45

Weighted Average Rating Factor (WARF): 3095

Weighted Average Spread (WAS): 3.40%

Weighted Average Coupon (WAC): 5.00%

Weighted Average Recovery Rate (WARR): 46.00%

Weighted Average Life (WAL): 6.9 years

(1) The covenanted Target Par Amount is EUR 400,000,000.00, however
Moody's has assumed a Target Par Amount of EUR 399,000,000.00 due
to the potential inclusion of unhedged assets into this
transaction.

(2) The covenanted base case Diversity Score is 46, however Moody's
has assumed a diversity score of 45 as the transaction
documentation allows for the diversity score to be rounded up to
the nearest whole number whereas usual convention is to round down
to the nearest whole number.

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.


MAN GLG VI: Moody's Assigns (P)B3 Rating on EUR8.54MM Cl. F Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by MAN GLG Euro
CLO VI Designated Activity Company:

EUR217,000,000 Class A Senior Secured Floating Rate Notes due 2032,
Assigned (P)Aaa (sf)

EUR33,235,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR5,265,000 Class B-2 Senior Secured Fixed Rate Notes due 2032,
Assigned (P)Aa2 (sf)

EUR20,125,000 Class C Deferrable Mezzanine Floating Rate Notes due
2032, Assigned (P)A2 (sf)

EUR23,625,000 Class D Deferrable Mezzanine Floating Rate Notes due
2032, Assigned (P)Baa3 (sf)

EUR17,710,000 Class E Deferrable Junior Floating Rate Notes due
2032, Assigned (P)Ba3 (sf)

EUR8,540,000 Class F Deferrable Junior Floating Rate Notes due
2032, Assigned (P)B3 (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 92.5% of the
portfolio must consist of senior secured obligations and up to 7.5%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be 90% ramped up 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 six month ramp-up period in compliance with the
portfolio guidelines.

GLG Partners LP 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 two-year reinvestment period.
Thereafter, subject to certain restrictions, purchases are
permitted using principal proceeds from unscheduled principal
payments and proceeds from sales of credit impaired obligations or
credit improved obligations.

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR9,320,000 of Class S-1 Notes and EUR
17,960,000 of Class S-2 which are not rated. The Class S-1 Notes
accrue interest. The Class S-2 is subordinated to the Class S-1.

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 350,000,000

Diversity Score: 45

Weighted Average Rating Factor (WARF): 2900

Weighted Average Spread (WAS): 3.75%

Weighted Average Coupon (WAC): 4.0%

Weighted Average Recovery Rate (WARR): 43%

Weighted Average Life (WAL): 6.5 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.



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

[*] ITALY: Agency Clarifies Corp. Bankruptcy Tax Credits Transfer
-----------------------------------------------------------------
Bloomberg Law reports that the Italian Revenue Agency on Jan. 30
posted online a letter clarifying the transfer of tax credits
derived from deferred tax assets in a corporate bankruptcy
proceeding.

A company entering bankruptcy had deferred tax assets remaining on
its balance sheet after paying all of its taxes due, Bloomberg Law
discloses.

According to Bloomberg Law, the tax agency clarified that the
company can: (1) convert the deferred tax assets to tax credits;
(2) transfer the credits to third parties to satisfy bankruptcy
claims; and (3) obtain a refund for any remaining amount of the
credit.





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

DIAVERUM HOLDING: Moody's Assigns B3 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating and
B3-PD probability of default rating to Diaverum Holding S.a.r.l., a
renal care provider. Concurrently, Moody's has assigned B3
instrument ratings to the existing EUR740 million senior secured
first lien term loan B, the existing EUR175 million senior secured
first lien revolving credit facilities and the new EUR200 million
incremental first lien term loan B, issued by Diaverum Holding
S.a.r.l.. The outlook is stable.

The company plans to use the proceeds from the incremental facility
to fund the amendment of its Joint Venture agreement with the Nazer
Group, its local partner in Saudi Arabia and the Middle East. In
the previous agreement, the pricing of the supplies, leases and
services provided by the JV was such that a large part of the
profit was transferred to the JV leaving a relatively small margin
in Diaverum's wholly-owned entity, while based on the amendment
these profits will be largely retained at the entity 100% owned by
Diaverum, which holds the contract with the Saudi Ministry of
Health. The amendment will also allow Diaverum to remove its
non-compete provision to gain the operational flexibility to expand
in Middle East.

RATINGS RATIONALE

Diaverum's B3 CFR is supported by: (1) highly visible and recurring
level of treatments with generally positive underlying market
volume growth trends worldwide; (2) credit positive geographical
diversification; (3) high levels of profitability with market
leading positions and a stable revenue base; (4) Diaverum's longer
term track record of delivering and improving profitability in
newly acquired clinics.

Conversely, the rating is constrained by: (1) a high level of
financial leverage of 6.2x at the end of 2019 on a Moody's adjusted
basis, expected to increase following the implementation of IFRS16;
(2) sizeable exposure to jurisdictions with strong budgetary and/or
inflationary pressures; (3) its exposure to Saudi Arabia, with
governance risks related to limited transparency on fiscal policy
as well as poor disclosure on the financial performance of
government-related entities; (4) its increasing presence in
developing countries that can be subject to higher volatility in
their operating environments and exposure to local currency
depreciation; and (5) aggressive financial policies focused on
acquisition growth.

LIQUIDITY

Diaverum's liquidity is adequate and supported by: (1) no debt
amortization until 2023; (2) a pro-forma cash balances of EUR93
million at closing of the transaction; and (3) EUR82 million of
undrawn RCF. Under the loan documentation, the RCF lenders benefit
from a springing senior secured net leverage covenant set at 8.75x
tested only when the RCF is drawn by more than 40%. Moody's expects
that Diaverum will maintain a good headroom under this covenant.

STRUCTURAL CONSIDERATIONS

Using Moody's Loss Given Default for Speculative-Grade Companies
Methodology, the PDR is B3-PD, in line with the CFR, reflecting its
assumption of a 50% recovery rate as is customary for capital
structures including first and second lien bank debt facilities.
The RCF and first lien debt are rated B3 as the instruments rank
pari passu. This is in line with the CFR due to the limited cushion
provided by the EUR160 million second lien facilities.

RATING OUTLOOK

The stable outlook reflects Moody's view that leverage will
gradually reduce below 6.0x in the next 12-18 months. However, this
is expected to be somewhat offset by ongoing drawdowns under the
RCF as the company continues to use debt to finance its significant
acquisition strategy. It is assumed that the market will remain
stable with low to mid-single digit growth rates. In this context,
Moody's expects that top line growth will be fueled by higher
volume and at least stable price and that the company's margins
will remain stable or growing thanks to operating leverage.

WHAT COULD CHANGE THE RATINGS UP

An upgrade would require significant improvement in financial
leverage as measured by: (1) Moody's adjusted debt/EBITDA reducing
to materially below 6.0x; and (2) improving free cash flow
generation.

WHAT COULD CHANGE THE RATINGS DOWN

Conversely, downward ratings pressure could be exerted on the
rating if: (1) margin pressures increase (either from budgetary
cuts or from the dilution impact of new acquisitions); (2) leverage
increases above 7.0x on a sustained basis; (3) free cash flows
remain negative.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Diaverum is a renal care provider, operating through around 403
clinics in 22 countries as of November 2019. Acquired by
Bridgepoint in 2007, the Company provides dialysis treatments to
over 38 thousand patients. In FY18, the company reported revenues
of EUR666 million and EBITDA of EUR135 million.


MATADOR BIDCO: S&P Affirms 'BB-' ICR Following Debt Increase
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on
Matador Bidco Sarl and 'BB-' issue rating on the term loan B. At
the same time, S&P revised the recovery rating to '4' from '3' to
reflect higher debt levels.

Matador's credit measures will withstand the pressure of higher
debt.  S&P said, "We do not anticipate a material deterioration in
Matador's key credit metrics due to the company's decision to
increase its term loan B by $200 million, and we think the metrics
will remain commensurate with our 'BB-' rating. We estimate that
the company's debt to EBITDA in 2020 will be around 4.5x, weaker
than previously anticipated. We also project interest coverage to
be about 3.5x, which is above the 3.0x rating threshold. At the
same time, it means that Matador currently has very limited
headroom to increase its stake further with debt, which we
understand it has no plans to do in the next 12 months."

S&P said, "We base our rating on Matador's 38.5% stake in CESPA and
that Matador has no other assets.  We rate Matador using our
non—controlling equity interest (NCEI) criteria, which we use to
rate debt instruments issued by entities that own shares in one or
more other entities. As per this approach, our 'BB-' issuer credit
rating on Matador is two notches below our 'bb+' stand-alone credit
profile (SACP) on CEPSA." The notching differential reflects the
structural subordination of the distributions Matador receives from
CEPSA, which it does not fully control. The notching differential
also reflects differences between Matador's and CEPSA's cash flow
stability, corporate governance and financial policy, and financial
ratios, as well as Matador's ability to liquidate its investments.

Matador will likely enjoy cash flow stability. S&P said, "We assess
Matador's cash flow stability as positive because we expect
dividends from CEPSA will be relatively stable through the oil and
gas cycle and increase over time. Further supporting this
assessment are CEPSA's long track record of distributing dividends,
the resilience of its cash flow generation in times of low oil
prices, and the diversity of its activities. Furthermore, we factor
in CEPSA's dividends coverage of close to 3x. We consider this
relatively robust, therefore allowing for a substantial drop in
CEPSA's EBITDA before dividends would need to be cut. We also
consider the absence of covenants or restrictions to distribute
upstream dividends at CEPSA as positive."

Matador has credit supportive corporate governance and financial
policy.  S&P said, "We assess Matador's corporate governance and
financial policy as positive. Carlyle, via Matador, shares control
of CEPSA with Mubadala. Matador holds 38.5% of CEPSA. Matador has
some influence on most key decisions, including those related to
yearly dividends. Any changes to financial and dividend policies
require approval of both shareholders, even though Carlyle has only
minority representation on CEPSA's board. Furthermore, if
shareholders do not agree on a dividend amount in a given year, the
basis would be the dividend distributed in 2018 (EUR351 million),
as per the shareholder agreements. We estimate that the dividend
payout at CEPSA will be about EUR400 million-EUR500 million on
average over the next few years, which provides ample headroom to
serve the debt obligation of about EUR50 million-EUR55 million a
year (including interest payments and amortization)." There is a
debt service reserve account of EUR50 million at funding, and CEPSA
has paid at least EUR200 million in annual dividends since 2001,
both of which we consider favorable.

S&P said, "We assess Matador's financial ratios as neutral for the
rating.  We project Matador's interest coverage will be about
4.0x-5.0x and debt to EBITDA (debt divided by dividends received
minus operating and administrative expenses) will be about
3.5x-4.0x over 2020-2022. In 2020, we expect debt leverage will be
about 4.5x because of increased dividends and debt repayment from
the mandatory amortization and the excess cash flow sweep. We
project Matador will receive about EUR175 million in dividends in
the first year following the transactions, and mandatory debt
service of about $45 million-$50 million (principal and interest)
for a debt service coverage ratio of about 5x.

"We assess Matador's ability to liquidate investments as negative.
Matador is privately held, and it could be difficult to ascertain
the future asset value relative to debt with certainty.

"Control over dividends supports Matador's credit quality.  The sum
of our assessments would reflect a three-notch differential from
our 'bb+' stand-alone credit profile on CEPSA. However, we then
apply one notch of uplift because we believe that Matador will have
more control over dividends compared to peers in other similarly
structured transactions. As a result, the rating is 'BB-'.

"The stable outlook on Matador reflects our expectation that it
will maintain adequate liquidity and receive a steady distribution
stream from CEPSA. We expect Matador's debt leverage will be about
4.5x in 2020 as a result of increased stake in CEPSA, a larger term
loan, and a cash flow sweep. Given the volatility of refining
margins, we expect Matador to maintain headroom compared with the
maximum level of debt to EBITDA of 5x we see commensurate with the
rating. The rating assumes that this headroom will improve in the
following years.

"We could lower the rating if CEPSA's dividend distribution rate
decreased to a level that kept Matador's interest coverage ratio
below 3x. We could also lower the rating if Matador's debt to
EBITDA rose to about 5x over a prolonged period without prospects
of decreasing to at least 4x."

An upgrade is unlikely in the next few years absent an improvement
in CEPSA's SACP. This would be possible if CEPSA made further
material additions to the scale and diversification of its
business, stronger-than-expected market conditions, and funds from
operations to debt sustainably above 50%.




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

NOSTRUM OIL: S&P Lowers ICR to 'CCC' on Refinancing Concerns
------------------------------------------------------------
S&P Global Ratings lowered to 'CCC' from 'CCC+' its long-term
issuer credit and issue ratings on Nostrum and the senior unsecured
notes, issued by Nostrum Oil & Gas Finance B.V. and guaranteed by
all the group's entities.

Nostrum will post very weak credit metrics in 2020-2021.  On Jan.
28, 2020, Nostrum announced in its 2020 guidance that it will stop
drilling until it can find a technical solution to resolve
geological issues, and that it will likely produce only 20,000
boepd this year. This is a significant drop from last year's
already-low 26,700 boepd. In S&P's updated base-case scenario for
Nostrum, it assumes that these developments will result in a
material deterioration of EBITDA and funds from operations (FFO).
This will put pronounced pressure on credit metrics, with FFO to
debt dropping below 5% in 2020-2021, versus 13% in 2018, and debt
to EBITDA of 9x-10x in the same period, versus 4.7x in 2017. S&P's
new estimates highlight its view of Nostrum's unsustainable capital
structure. Nostrum has struggled with operational issues since
2017, when the company lost several production wells due to
watering, then some drilled exploratory wells turned out to be dry.
Nostrum has been working on resolutions but has not been able to
stabilize production levels, which showed continued decline from
45,000 boepd in fourth-quarter 2016 to 24,000 boepd in
fourth-quarter 2019.

The company's next maturity is in 2022, but we see no tangible path
to deleveraging at this stage.  Nostrum has very high reported debt
of $1.1 billion. As we published on July 3, 2019, we continue to
believe the company has very limited capacities to reduce debt in
the next two years. The depressed operating scenario with no
drilling and therefore very limited production upside potential
will likely stop the company from refinancing its $725 million
notes due July 2022. Although the company still has a meaningful
cash balance of $91 million and does not have any maturities before
2022, S&P thinks management might be inclined to approach lenders
with a distressed exchange offer in the next 12 months.

Nostrum currently does not have any binding offers for the company
or its assets.  In mid-2019, the company launched a strategic
review to consider a number of long-term development options. Among
other things, this included:

-- The disposal of all or a fraction of the company. Nostrum
reported the company has not received any binding offers so far;

-- Financing in cash the up to $54 million acquisition (maximum
amount) of Stepnoy Leopard, an adjacent oil field close to Nostrum
infrastructure, which we understand is currently on hold; and

-- Additional throughput agreements with third-party gas suppliers
(such as the contract with Ural Oil&Gas for processing 500 mcm of
its raw gas at 4.2 bcm Nostrum's capacities per year). S&P projects
limited minimal contribution to the company's financials as of
now.

A positive development on one or several of these initiatives could
temporarily support Nostrum's credit quality, but would probably
not for refinancing of the bonds.

The negative outlook reflects Nostrum's very high debt of $1,125
million, of which $725 million is due in July 2022, and our view
there is no reasonable scenario in which the company achieves
materially higher production and cash flows in the next 12 months,
which could allow it to refinance.

With estimated pressured 2020 sales guidance of 19,000 boepd
(26,700 boepd in 2019), Nostrum's EBITDA will further decline to
below $130 million, as per S&P's base case, following about $200
million 2019. The company's decision to halt drilling in 2020 and
related cuts in capital expenditure (capex) will only partially
compensate this, in its view, as S&P thinks free operating cash
flow (FOCF) will be neutral to slightly negative in the next two
years. As such, Nostrum's capital structure is likely to remain
unsustainable in 2020-2021, with FFO to debt below 5% and debt to
EBITDA at 9x-10x.

S&P might lower the ratings if Nostrum considers an option of
distressed exchange of its debt or if the company's liquidity
weakens to a cash position below $50 million, leading to a higher
likelihood of a cash default scenario on the interest payments.
That could stem from negative FOCF generation driven by even
further decline in production or higher capex aimed to restore
operational figures, or from oil prices settling below its Brent
assumptions of $60/bbl in 2020 and $55/bbl thereafter.

Ratings upside is unlikely and could materialize only if the
company unexpectedly lifts production to at least 30,000-40,000
boepd and agreed on a refinancing of its 2022 maturity.




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

ASIAN-PACIFIC BANK: Acceptance of Interests in Bank Shares Launched
-------------------------------------------------------------------
The Bank of Russia has announced that it launches the acceptance of
notices from those interested in buying Asian-Pacific Bank's shares
(Public Joint-stock Company) (Reg. No. 1810; hereinafter, the Bank)
within its powers according to Article 18957-1 of the Federal Law
"On Insolvency (Bankruptcy)" and in compliance with Clause 3 of the
above article.

The Bank of Russia has posted the relevant information notice on
its website in the section Information on Credit Institutions /
Financial Resolution of Credit Institutions / Sale of Credit
Institutions / Current Offers for Sale of Banks.

Parties interested in acquiring the Bank's shares are invited to
send their notices of intent to the Bank of Russia on the April 1
to 15, 2020 period.  After considering these notices, the Bank of
Russia will make a decision on further procedures for selling the
Bank's shares, which will be then announced.

The Bank of Russia became the owner of ordinary and preferred
registered shares making over 99.99% of the Bank's charter capital
as a result of the Bank’s financial resolution carried out in
accordance with the Plan for the Bank of Russia’s Participation
in Bank Bankruptcy Prevention Measures.

After the accomplishment of the financial resolution procedures,
the Bank observes all required ratios, showing stable
profitability.  As mentioned in the November 20, 2019, press
release, the Analytical Credit Rating Agency affirmed the BB+ (RU)
credit rating assigned to the Bank and the outlook "Developing".




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

IM BCC CAJAMAR 2: DBRS Confirms CC Rating on Series B Notes
-----------------------------------------------------------
DBRS Ratings GmbH confirmed its AA (high) (sf) rating on the Series
A Notes and confirmed its CC (sf) rating on the Series B Notes,
issued by IM BCC Cajamar PYME 2, FT (the Issuer).

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

The confirmations 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 November 2019.

-- Base case probability of default (PD), recovery rates, and
updated default 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 issuer is a cash flow securitization collateralized by a
portfolio of term loans originated by Cajamar Caja Rural, Sociedad
Cooperativa de Credito (Cajamar, also the Servicer) to small and
medium-sized enterprises (SMEs) and self-employed individuals based
in Spain.

PORTFOLIO PERFORMANCE

The portfolio is performing within DBRS Morningstar's expectations.
As of 30 November 2019, the portfolio consisted of 6,148 loans with
an aggregated principal balance of EUR 358.5 million. The
cumulative defaults were at 0.5% and the 90+ delinquency ratio
increased to 1.7% from 0.7% a year ago.

PORTFOLIO ASSUMPTIONS

DBRS Morningstar conducted a loan-by-loan analysis on the
outstanding pool of receivables and updated its default rate
assumptions and maintained its recovery rate assumptions. The
annual PD for the loans in the portfolio remains unchanged.

CREDIT ENHANCEMENT

The credit enhancement available to all rated notes continues to
increase as the transaction deleverages. As of the November 2019
payment date, the credit enhancement available to the Series A
Notes and Series B Notes was 75.3% and 8.4%, respectively, up from
55.3% and 6.1%, respectively, last year.

The transaction benefits from a EUR 30.0 million Reserve Fund (RF),
available to cover missed interest on the Series A Notes, and once
the Series A Notes are fully paid, interest on the Series B Notes
throughout the life of the deal. The RF cannot be amortized during
the life of the transaction and will be replenished up to its
required/initial level of EUR 30.0 million on each payment date if
it was used by the SPV on previous payment dates.

Banco Santander SA (Santander) acts as the account bank for the
transaction. Based on the account bank reference rating of
Santander at A (high), which is one notch below the DBRS
Morningstar Long-Term Critical Obligations Rating (COR) of AA
(low), the downgrade provisions outlined in the transaction
documents, and other mitigating factors inherent in the transaction
structure, DBRS Morningstar considers the risk arising from the
exposure to the account bank to be consistent with the rating
assigned to the Class A Notes, as described in DBRS Morningstar's
"Legal Criteria for European Structured Finance Transactions"
methodology.

Notes: All figures are in Euros unless otherwise noted.


LECTA SA: S&P Lowers ICR to 'D' on Restructuring Completion
-----------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating and
issue-level ratings on paper manufacturer Lecta S.A.'s EUR375
million 6.5% senior secured notes to 'D' (default) from 'SD'. The
issue rating on the EUR225 million senior secured notes remains
unchanged at 'D'.

S&P subsequently withdrew its ratings on Lecta.

On Feb. 4, 2020, paper manufacturer Lecta S.A. announced that it
had completed the restructuring of its debt obligations via a U.K.
scheme of arrangement. As part of the company's reorganization, it
is writing off a material portion of its senior secured notes.
Lecta is being taken over a new legal entity (Lecta Topco) owned by
the senior secured noteholders.





=====================
S W I T Z E R L A N D
=====================

CEVA LOGISTICS: Moody's Lowers CFR to B3, Outlook Stable
--------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
CEVA Logistics AG to B3 from B2 as well as its probability of
default rating to B3-PD from B2-PD. Concurrently, Moody's
downgraded the instrument ratings of CEVA Logistics Finance B.V. to
B3 from B2. The outlook is stable.

RATINGS RATIONALE

The downgrade reflects CEVA's continued weak profitability, which
results in leverage metrics and a negative free cash flow
generation, which is below the requirements for the previous B2
rating category. Although Moody's notes as positive the
implementation of several turnaround measures, Moody's still
believes that the requirements set up for maintaining a B2 rating
will not be restored over the next 12-18 months, notably
debt/EBITDA below 5.5x and positive free cash flow generation.

RATING OUTLOOK

The stable outlook reflects the expectation that CEVA will be able
to preserve a sufficient liquidity cushion and the likelihood of
continued support from its shareholder CMA CGM (B2 Negative), as
evidenced in CMA CGM's recent injection of $200 million of cash.
While CEVA is rated as a standalone entity by Moody's, CMA's
ability as an owner to support CEVA if needed is of significance to
CEVA's rating. As such, any future rating action on CMA could
potentially impact the rating of CEVA.

Moody's assumes continued pressure on operating margins over the
next quarters, especially for CEVA's freight management division,
leading to a Moody's-adjusted debt/EBITDA of 6.0x -- 5.6x and
negative free cash flow of $40 million - $50 million over the next
12-18 months.

FACTORS THAT COULD LEAD TO AN UPGRADE

There could be upward pressure on the ratings if, for a sustained
period of time: (i) leverage falls below 5.5x; (ii) good liquidity
profile including positive free cash flow generation; (iii)
EBIT/Interest comfortably above 1x.

There could be downward pressure on the ratings if any of: (i)
leverage remains above 6.5x for a sustained period of time; (ii)
deterioration in liquidity, including recurring negative free cash
flow and diminishing headroom under financial covenants.

ESG CONSIDERATIONS

Moody's considers that CEVA is well placed within the Global
Surface Transportation and Logistics Industry with regards to
exposure to environmental risks given its asset-light business
model.

CEVA's ratings also factor in the presence of a controlling
shareholder, with the potential risk of related-party transactions
and aggressive financial policies mitigated by CMA's long-term
investment horizon, stated policy of de-leveraging and defined
strategic plan for CEVA.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Surface
Transportation and Logistics published in May 2019.

Downgrades:

Issuer: CEVA Logistics AG

Probability of Default Rating, Downgraded to B3-PD from B2-PD

Corporate Family Rating, Downgraded to B3 from B2

Issuer: CEVA Logistics Finance B.V.

Backed Senior Secured Bank Credit Facility, Downgraded to B3
  from B2

Outlook Actions:

Issuer: CEVA Logistics AG

Outlook, Remains Stable

Issuer: CEVA Logistics Finance B.V.

Outlook, Remains Stable

COMPANY PROFILE

CEVA is one of the leading third-party logistics providers in the
world (number five in Contract Logistics, number 14 in Freight
Management). CEVA offers integrated supply-chain services through
the two service lines of Contract Logistics (CL) and Freight
Management (FM) and maintains leadership positions in several
sectors globally including automotive, high-tech and
consumer/retail. The group is fully owned by CMA CMG group since
April 2019.




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

BURY FC: Steve Dale Has Until Feb. 11 to Pay Money Pledged
----------------------------------------------------------
David Conn at The Guardian reports that Steve Dale, the owner of
Bury Football Club, has failed to provide any of the money he
pledged last summer towards paying the club's debts via a company
voluntary arrangement (CVA), creditors have been informed.

According to The Guardian, Mr. Dale has until Feb. 11 to pay at
least GBP2 million which is owed, otherwise the CVA will be
scrapped and the 135-year-old club, which was expelled by the EFL
in August, looks likely to be liquidated.

A consortium of local businessmen, so far not named publicly, is
reported to have been negotiating with Mr. Dale to buy the club
with its debts to pay, in the hope that Bury may be able to start
again in the National League next season, The Guardian notes.  A
group of supporters has also made strong progress with forming a
phoenix club, Bury AFC, and applied to join the North West Counties
League, should efforts to keep the current club out of liquidation
fail, The Guardian discloses.

A major difficulty for the salvage plans is the GBP3.8 million
mortgage over Gigg Lane held by a company, Capital Bridging Finance
Solutions, which could repossess the ground, The Guardian states.

The accountants supervising the CVA, Inquesta, have told creditors
that Mr. Dale has missed the maximum six-month deadline to provide
the money, and has been given 21 days to do so or the CVA will be
ended, The Guardian relays.  That would mean the debts --
approximately GBP1 million owing to "football creditors" including
former players who won promotion for Bury last season, and GBP4
million owed to HMRC and "non-football creditors" -- would become
immediately due, and creditors could petition for the club to be
wound up, according to The Guardian.

Inquesta confirmed to the Guardian that the "notice of breach" was
sent to Mr. Dale, The Guardian says.  Mr. Dale confirmed that, but
said the CVA was being changed because of the financial impact of
the club's expulsion, and he still intends to settle the club's
debts, The Guardian notes.


CONTENT: Appoints FRP Advisory to Carry Out CVA
-----------------------------------------------
Sabah Meddings at The Sunday Times reports that creditors of Sir
Terence Conran's furniture wholesaler could get back just 18p in
the pound after the company announced it would close.

Content by Terence Conran, which counts billionaire Sir James Dyson
among its shareholders, has appointed FRP Advisory to carry out a
company voluntary arrangement, The Sunday Times relates.

In a letter to creditors seen by The Sunday Times, Mr. Conran and
fellow director Michael Kingsbury said the company had endured
"unprecedented financial distress".  Retailers supplied include
John Lewis and the Conran Shop; Content posted sales of GBP1.7
million in the year to last March, The Sunday Times discloses.

The letter, as cited by The Sunday Times, said all orders would be
fulfilled, but trading was expected to cease on Jan. 3.  Its
website was also shut down, The Sunday Times notes.


HOUSE OF FRASER: Future Clearer Following Tax Probe Resolution
--------------------------------------------------------------
Luke Dicicco at News & Star reports that the future of Carlisle's
House of Fraser store appears to be a little more secure after the
Belgian tax authorities dropped a significant part of their
investigation against the Sports Direct owned company.

Controversial businessman Mike Ashley -- who bought the department
store chain out of administration last year, throwing the
under-threat city store a lifeline -- had previously warned
shareholders there could be more House of Fraser store closures on
the cards in the wake of the investigation, News & Star relates.

Just days after coming under Sports Direct's ownership, House of
Fraser held up the publication of its full-year results after the
Belgian authorities sought EUR674 million (GBP571.8 million) in
taxes, News & Star discloses.

Now, the company has confirmed "Matter 1" of the tax authority's
inquiry, worth EUR491 million (GBP416 million), has been resolved,
News & Star notes.

Sports Direct's GBP90 million takeover of House of Fraser in a
pre-pack administration deal in August 2018 has proved to be a
major headache for Mr. Ashley, News & Star states.

When it finally published its results -- reporting a 6% fall in
underlying pre-tax profit to GBP287.8 million -- Mr. Ashley
described the state of House of Fraser as "terminal", with the
company itself admitting it would have thought again about taking
it over, News & Star recounts.


JESSOPS: Southampton Store Closes Following Administration
----------------------------------------------------------
Celine Byford at the Daily Echo reports that a camera store in the
Southampton City Centre has suddenly shut following plans to close
unprofitable sites and cut rents.

Jessops, situated in Westquay, officially closed for business on
Jan. 29, after it was reported that the owner of the camera shop
chain was set to go into administration last October, the Daily
Echo relates.

The business was bought out of administration by Dragon's Den star
Peter Jones in 2013, the Daily Echo recounts.

As previously reported by the Daily Echo, all its 187 stores had
already closed with the loss of almost 1,500 jobs, but Mr. Jones
relaunched the business and re-hired many former staff.

But plunging the chain's future into doubt for the second time in
six years, the company has not turned a profit since then and its
property arm, JR Prop Ltd, has filed a notice of intention to
appoint administrators, the Daily Echo notes.


PREMIER FOODS: Moody's Affirms B2 CFR & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service changed to stable from negative the
outlook of UK-based food manufacturer Premier Foods plc and Premier
Foods Finance plc. At the same time, Moody's affirmed the B2
corporate family rating and B2-PD probability of default rating of
Premier Foods, as well as the B2 ratings on the GBP210 million
senior secured floating rate notes due in July 2022 and the GBP300
million fixed-rate notes due in October 2023 at Premier Foods
Finance plc.

"We expect Premier Foods to achieve sales growth in the low single
percentage digit in the next 12-18 months and generate positive
free cash flow despite ongoing pension contributions, but caution
that EBITDA growth will be constrained by its increased consumer
marketing spend and competitive pressures", says Egor Nikishin, a
Moody's Analyst.

RATINGS RATIONALE

Premier Foods has successfully strengthened its credit metrics over
the last two years as a result of improving profitability and
despite its large and volatile pension deficit. The company's EBIT
margin (Moody's adjusted) improved to 11.8% in the last twelve
months (LTM) to September 2019 from 10.3% in the fiscal year 2017
ended March. During the same period Premier Foods also kept its
Moody's adjusted gross leverage (debt / EBITDA) at below 7x, within
Moody's triggers, while gradually improving interest cover to 1.5x.
Moody's expects that the company will be able to maintain the key
credit ratios at current levels over the next 12-18 months.

Premier Foods' rating is further supported by its solid market
positions in the UK food market with a portfolio of
well-established brands that support relatively high margins.

The change in outlook to stable also reflects Moody's view that the
risk of a no-deal scenario for Brexit has decreased, although still
exists, because the transition period may expire without any
agreement on a new UK-EU relationship. Premier Foods together with
other UK-based food manufacturers are exposed to the uncertainty
associated to the UK consumers' spending in the context of an
economic slowdown or "no-deal" Brexit.

The rating is constrained by the company's high geographical and
customer concentration, its exposure to volatility in raw material
prices and forex risk. The company's financial leverage remains
relatively high when taking into account the significant pension
deficit. It is also worth noting that Moody's typically assesses
pension deficit liabilities over the medium term rather than at a
single point in time, and place greater emphasis on the impact of
the obligations on cash flow generation. Excluding the impact of
the pension deficit adjustment, the Moody's-adjusted leverage was
at 3.7x for the LTM September 2019.

The company's pension deficit fluctuated between GBP420 million and
GBP490 million over the last several years and the current rating
assumes no material increase in liabilities from the triennial
actuarial valuation of the Group's pension schemes which is planned
for 2020. Although the company has been contributing GBP40-GBP50
million per annum over the last 3 years, Moody's positively notes
that it has been at the same time generating a meaningful free cash
flow and partially using it to reduce funded debt.

Moody's would like to draw attention to certain governance
considerations related to Premier Foods. The company is LSE listed
and subject to the UK Corporate Governance Code. The company's
Board includes 9 members, including 6 non-executive directors. The
three largest shareholders (Nissin Foods, Oasis Management and
Paulson & Co), which own close to 39% of the shares have one
nominated non-executive director each. Moody's also notes that
there were recent changes in the management team, as Premier Foods
appointed new CEO and CFO in the second half of 2019.

The company's high Moody's adjusted leverage is largely a result of
significant legacy pension liabilities, which the company has been
prudently managing. Premier Foods has publicly stated a net
leverage target of 3x (excluding pensions) to be achieved by March
2020.

LIQUIDITY

Premier Foods' liquidity profile remains adequate. As of September
2019, cash balances were GBP28.7 million, and the company had
access to a revolving credit facility of GBP177 million maturing in
December 2022, which is typically used to cover seasonal working
capital fluctuations. Moody's expects positive free cash flow
generation (after pension contributions) of around GBP20 million
for fiscal 2020 and 2021. Moody's also expects the company to
maintain sufficient capacity under the maintenance covenants over
the next 12-18 month, which include net debt/EBITDA and
EBITDA/interest coverage ratios which are tested biannually.

STRUCTURAL CONSIDERATIONS

Premier Foods' capital structure includes the GBP210 million senior
secured floating rate notes due in July 2022, the GBP177 million
revolving credit facility due in December 2022 and the GBP300
million fixed-rate notes due in October 2023.

Applying Moody's Loss Given Default (LGD) methodology (assuming a
standard 50% recovery rate typical of debt structures including
both bonds and bank debt), the senior secured notes are rated B2
i.e. at the same level as the CFR because all the debt, including
the pension deficit, ranks pari passu.

The revolving credit facility, senior secured notes and pension
deficit (subject to the caps) are secured by upstream guarantees
from operating subsidiaries which must hold a minimum of 85% of the
consolidated gross tangible assets, consolidated EBITDA and
turnover of the group.

RATING OUTLOOK

The stable outlook reflects Moody's expectations that Premier Foods
will maintain leverage between 6.5x and 7x and EBIT interest
coverage of around 1.5x over the next 12 to 18 months. It does not
incorporate a change in financial policy or material debt-funded
acquisitions.

WHAT COULD CHANGE RATING UP / DOWN

An upgrade will require the company's debt/EBITDA falls
significantly below 6.5x (or below 3.5x, excluding the pension
deficit) on a sustained basis and the company maintains an EBIT
margin above 10%, while generating positive free cash flow (after
pension contributions) and keeping a solid liquidity profile.

The rating could be downgraded if the company's (1) gross
debt/EBITDA remains above 7.5x on a sustained basis (or 4.0x
excluding the pension deficit), (2) EBIT margin falls materially
below 10%, or (3) liquidity profile deteriorates for instance as a
result of negative free cash flow (after pension contributions).
Moody's assessment of the leverage also takes into consideration
the volatility in the adjustment for the company's significant
pension deficit.

METHODOLOGY

The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.

PROFILE

Headquartered in St Albans, UK and quoted on the London Stock
Exchange, Premier Foods plc is a branded ambient foods producer to
the UK retail market. For the fiscal year ended March 2019, Premier
Foods reported revenues of GBP824 million.



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