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       T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Wednesday, February 26, 2020, Vol. 21, No. 41

                           Headlines



F I N L A N D

FINNAIR OYJ: Egan-Jones Lowers Senior Unsecured Ratings to BB-


F R A N C E

CMA CGM: Coronavirus Outbreak May Scupper Debt Refinancing


G E R M A N Y

AENOVA HOLDINGS: S&P Raises ICR to 'B-' Following Refinancing
NIDDA HEALTHCARE: Fitch Affirms B+ Rating on EUR350MM Sec. Notes
SAZKA GROUP: Fitch Rates EUR300MM Unsec. Notes Due 2027 'BB-'
TYHSSENKRUPP AG: Egan-Jones Hikes Senior Unsecured Ratings to BB-


I R E L A N D

ALKERMES PLC: S&P Alters Outlook to Neg. on Sustained Cash Flows
CIFC EUROPEAN II: Moody's Rates EUR10.5MM Cl. F Notes '(P)B3'
CORK CITY FOOTBALL CLUB: On Brink of Collapse, Hopeful for Takeover
VOYA EURO III: Fitch Assigns B-(EXP) Rating on Class E Debt
VOYA EURO III: S&P Assigns Prelim B-(sf) Rating on Class F Notes



I T A L Y

ANDROMEDA FINANCE: Fitch Affirms BB Rating on A1 & A2 Notes


L U X E M B O U R G

NEPTUNE HOLDCO: S&P Assigns 'B' LongTerm Issuer Credit Rating


N E T H E R L A N D S

BOELS TOPHOLDING: Fitch Assigns BB- LongTerm IDR, Outlook Stable
BOELS TOPHOLDING: Moody's Assigns B1 CFR, Outlook Stable
BOELS TOPHOLDING: S&P Assigns Prelim 'BB-' ICR, Outlook Stable
CALDIC MIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Neg.


N O R W A Y

PGS ASA: Fitch Hikes Issuer Default Rating to B, Off Watch Positive


S W I T Z E R L A N D

TRANSOCEAN LIMITED: Egan-Jones Cuts Sr. Unsecured Ratings to CCC+


U N I T E D   K I N G D O M

HOSTMAKER: Set to Go Into Administration Following Losses
HOUSEOLOGY.COM: Olivia's Buys Business Out of Administration
MOPLAY: Declared Insolvent, Halts Customer Withdrawals
PAPERCHASE: To Shut Down Ipswich Store Following CVA
YORK COCOA: Creditors Back Company Voluntary Arrangement


                           - - - - -


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F I N L A N D
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FINNAIR OYJ: Egan-Jones Lowers Senior Unsecured Ratings to BB-
--------------------------------------------------------------
Egan-Jones Ratings Company, on February 20, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Finnair Oyj to BB- from BB.

Finnair is the flag carrier and largest airline of Finland, with
its headquarters in Vantaa on the grounds of Helsinki Airport, its
hub. Finnair and its subsidiaries dominate both domestic and
international air travel in Finland. Its major shareholder is the
government of Finland, which owns 55.8% of the shares.




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F R A N C E
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CMA CGM: Coronavirus Outbreak May Scupper Debt Refinancing
----------------------------------------------------------
Antonio Vanuzzo and Laura Benitez at Bloomberg News report that the
coronavirus outbreak is threatening to scupper a debt refinancing
for CMA CGM SA, the world's third-largest container shipping
company.

According to Bloomberg, CMA CGM is aiming to start refinancing its
debt pile by the end of next month.  The Marseille-based company,
one of the biggest maritime carriers out of China, is seeking to
extend about US$400 million of loans and is also in talks with
creditors to refinance about EUR725 million (US$784 million) of
bonds due in January, Bloomberg discloses.

"I don't see a bond refinancing in the near term," Bloomberg quotes
Jan Patteyn, a credit analyst at Octo Finances in Paris, as saying.
"The coronavirus adds uncertainty to the sector and should weigh
on CMA's first quarter results."

The consequences could potentially be severe for CMA CGM, which has
been present in Shanghai since 1992 and moves one out of eight
containers from Asia to Europe and the U.S., Bloomberg states.  The
virus could finally trip up the company, which has used debt to
fuel growth in recent years, Bloomberg notes.  It has about US$18
billion of debt in total, Bloomberg discloses.

The price of credit insurance on CMA CGM's debt posted the biggest
increase in a gauge of 75 high-yield companies on Monday, Feb. 24,
rising to about 1,620 basis points.  The swaps are at their highest
level since November and indicate a 72% probability of default in
five years, Bloomberg relays, citing ICE Data Services.

A CMA CGM spokesman said the company will provide details on its
plans when it publishes its financial results in early March,
Bloomberg relates.

CMA CGM has already tried to cut its debt by disposing a stake in
Terminal Link, Bloomberg notes.  However, the deal agreed in
November came with a minimum guaranteed dividend payment to the
buyer, which could put further pressure on liquidity, according to
Bloomberg.

The company, Bloomberg says, is seeking to refinance its debt after
already turning down offers of expensive private credit lines from
a group of hedge funds.




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G E R M A N Y
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AENOVA HOLDINGS: S&P Raises ICR to 'B-' Following Refinancing
-------------------------------------------------------------
S&P Global Ratings raised its ratings on Aenova Holding GmbH to
'B-'. The new first-lien loan and the revolving credit facility
(RCF) are also rated 'B-'.

After Aenova successfully refinanced its capital structure, S&P no
longer views the capital structure as unsustainable.

Aenova placed a EUR440 million first-lien loan and a EUR50 million
RCF, which both mature in 2025. It also placed a EUR100 million
second-lien PIK loan maturing six months after the first-lien debt.
In addition, BC Partners decided to inject at least EUR100 million
of new equity. As a result, Aenova was able to refinance the debt
that was due to mature in September 2020--a EUR500 million
first-lien loan and EUR50 million RCF--and the debt due in
September 2021 (a EUR139 million second-lien loan).

The equity injection is positive for the group's credit metrics
because it lowers the gross amount of debt outstanding. In
addition, having less cash-paying debt is positive because it
allows Aenova to generate slightly higher free operating cash flow
(FOCF) each year.

Furthermore, Aenova amended its documentation for the EUR208
million shareholder loan (about EUR308 million including accrued
interests) as part of the refinancing. S&P now considers this loan
to be equity, rather than debt, under its criteria. The main change
is the addition of a stapling clause.

S&P said, "Following the transaction, we forecast the adjusted debt
to EBITDA will be about 7.5x, reducing to 7x by 2022. We assume
that the deleveraging would be supported by an improving EBITDA
base, but constrained by the accruing interests of the second-lien
PIK loan."

With a stronger capital structure, Aenova has more headroom to
implement a turnaround and is seeing the early signs of operational
improvement.

Aenova is a contract development and manufacturing organization
(CDMO). S&P considers that its market offers good fundamentals and
opportunities for further organic growth. The refinancing will
allow deleveraging and allow its FFO cash interest coverage to rise
above 2x in the next two years, which is more sustainable. The
company will have capacity to pursue the transformational plan it
instigated at the beginning of 2019 and focus on specific growing
segments of the CDMO market, such as animal health and generic
drugs, and thus to maintain positive organic revenue growth rates
in 2020 and 2021.

S&P said, "In addition to selling higher volumes, we expect
profitability to benefit from the positive effects of Aenova's
transformational plan. Aenova reports that it has been winning more
new business, from both existing and new clients, since the second
half of 2019. With a less-leveraged capital structure, we expect
Aenova to have more resources to devote to implementing further
measures, such as improving on-time delivery to clients and
streamlining internal cost structures."

The stable outlook indicates that Aenova's EBITDA base is likely to
grow, as the transformational plan starts to have a positive
effect, volumes sold grow, and the company implements a strategic
focus on the most-profitable business segments. We anticipate that
this will allow adjusted debt to EBITDA to remain below 7.5x in the
next 12 months. S&P expects FOCF to be close to neutral in 2020 and
2021.

S&P said, "We could lower our ratings if we saw no improvement in
Aenova's EBITDA base, which could occur if the transformational
plan produced poor results or incurred more restructuring costs, or
if a lack of orders from clients led to declining orders and
volumes. We would also consider lowering our ratings if Aenova
reported strongly negative FOCF and adjusted debt to EBITDA above
7.5x on a sustained basis.

"We could raise our ratings if Aenova's EBITDA base grew sharply in
the next 12 months, such that adjusted debt to EBITDA was close to
5x. An upgrade would also depend on positive FOCF and positive
momentum in organic revenue and volumes growth."


NIDDA HEALTHCARE: Fitch Affirms B+ Rating on EUR350MM Sec. Notes
----------------------------------------------------------------
Fitch Ratings affirmed Nidda Healthcare Holding GmbH's senior
secured notes at 'B+'/'RR3' after completion of a tap issue of
EUR350 million, which has increased the notes size to EUR1,685
million. The funds will be used to fund an earmarked acquisition.
Fitch has also affirmed and withdrawn the senior secured ratings on
Nidda Healthcare Holding GmbH's term loans B, C and D and assigned
a senior secured loan rating of 'B+'/'RR3' to the EUR2,405 million
equivalent term loan F (TLF) due June 2025. Fitch has also affirmed
Nidda BondCo GmbH's (Nidda; B/Stable) Long-Term Issuer Default
Rating (IDR) at 'B' with Stable Outlook.

Nidda is the parent of Nidda Healthcare Holding GmbH, a special
purpose vehicle, which acquired Stada Arzneimittel AG, the
Germany-based manufacturer of generic pharmaceutical and branded
consumer healthcare products.

Nidda's rating encapsulates the 'BB' quality of the commercial risk
of Stada's underlying operations with an aggressively leveraged
capital structure following the sponsor-backed acquisition of Stada
in 2017. The Stable Outlook reflects its expectations that
improving earnings and free cash flow (FCF) would allow steady
deleveraging to around 7.0x by 2021 on an adjusted gross (and net)
funds from operations (FFO) basis from around 8.5x (8.0x) in 2018.

The ratings were withdrawn with the following reason: bonds were
prefunded/called/redeemed/exchanged/cancelled/repaid early

The term loans B, C and D were converted into a new term loan F.

KEY RATING DRIVERS

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

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

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

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

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

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

DERIVATION SUMMARY

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

In terms of size and product diversity, Nidda ranks ahead of other
highly speculative sector peers such as Financiere Top Mendel SAS
(Ceva Sante, B/Stable), IWH UK Finco Limited (Theramex,
B/Stable),Cheplapharm Arzneimittel GmbH (Cheplapharm, B+/Stable)
and Antigua Bidco Limited (Atnahs, B+/Stable). Although
geographically concentrated on Europe, Nidda is nevertheless
represented in developed and emerging markets. This gives the
company a business risk profile consistent with a higher rating.
However, its high financial risk, with FFO-adjusted gross leverage
projected at or above 7.0x in 2019-2021 and deleveraging potential
to below 7.0x by 2022, is more in line with a weak 'B-' rating that
is only supported by solid FCF. This is comparable with Ceva
Sante's 'B' IDR, balancing high leverage with high intrinsic cash
flow generation, due to stable and profitable operations, and
deleveraging potential.

In contrast, smaller peers such as Theramex is less aggressively
leveraged at 5.0x-6.0x. However, it is exposed to higher product
concentration risks. Cheplapharm's and Atnahs' IDRs of 'B+' reflect
consistent and conservative financial policy translating into
contained leverage metrics, supported by stronger operating
profitability and FCF generation, which neutralise the companies'
lack of scale and certain portfolio concentration risks.

KEY ASSUMPTIONS

  - Sales CAGR of 11.0% for 2018-2022, due to volume-driven growth
of legacy product portfolio, new product launches, acquisition of
IP rights and business additions;

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

  - Capex to rise by 5%-6% per year given recent capacity expansion
and anticipated increased production volumes;

  - M&A estimated at EUR1.210 million in 2020, including the latest
acquisition of Takeda's Russia/CIS portfolio, the food supplement
business Walmark and the current unspecified acquisition of EUR350
million. Thereafter product in-licencing and further product IP
rights additions estimated at EUR300 million a year to be funded
from internally generate funds and committed undrawn RCF: purchased
at 10x EV/EBITDA multiples with a 20% EBITDA contribution;

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

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

Recovery Assumptions

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

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

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

  - Based on the payment waterfall, with the RCF of EUR400 million
assumed fully drawn in the event of default, Fitch assumes Stada's
senior unsecured legacy debt (at operating company level), which is
structurally the most senior, will rank pari passu with the senior
secured acquisition debt, including the term loans and senior
secured notes. The incremental senior secured debt issue of EUR350
million will rank pari passu with the existing senior secured term
loans and notes, including the newly issued TLF. Senior notes at
Nidda will rank below the senior secured acquisition debt.

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

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

RATING SENSITIVITIES

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

  - Sustained strong profitability (Fitch-defined EBITDA margin in
excess of 25% and FCF margin consistently above 5%.

  - Reduction in FFO adjusted gross leverage to below 7.0x, or
toward 6.0x on FFO adjusted net leverage basis on a sustained
basis.

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

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

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

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

  - FFO fixed charge cover weakening to below 2.0x.

LIQUIDITY AND DEBT STRUCTURE

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

The concurrent maturity extension of the outstanding term loans to
June 2025 with a springing maturity extension provision to August
2026, subject to senior notes being extended or refinanced to fall
due after the TLF, improve Nidda's maturity headroom and financial
flexibility.

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

ESG CONSIDERATIONS

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


SAZKA GROUP: Fitch Rates EUR300MM Unsec. Notes Due 2027 'BB-'
-------------------------------------------------------------
Fitch Ratings has assigned SAZKA Group's a.s senior unsecured
EUR300 million 3.875% notes due 2027 a final unsecured rating of
'BB-' with a Recovery Rating of 'RR4'. This follows the review of
the final documents conforming to information already received.
Sazka Group's Long-Term Issuer Default Rating has been affirmed at
'BB-' with Stable Outlook.

The notes' rating is aligned Sazka's IDR with and the existing
senior unsecured rating of 'BB-' on the group's EUR300 million
senior unsecured notes due 2024, reflecting the pari passu ranking
of the new notes with all present and future unsecured obligations.
The proceeds of the notes have been used to fully repay existing
intermediate holdco debt, in turn reducing complexity of the
group's debt structure and structural subordination.

Sazka Group's 'BB-' IDR reflects the group's leading market
positions in the Czech, Italian, Austrian and Greek gaming and
lottery markets. It also factors in high-quality dividends from the
group's controlling and non-controlling stakes, which translate
into solid debt service capabilities at Sazka Group (holdco). The
IDR is constrained by fairly high leverage, which Fitch expects to
decline over the next four years, in turn building rating headroom
and supporting the Stable Outlook.

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

KEY RATING DRIVERS

Leading European Lottery Operator: Sazka Group's main revenue is
mature but stable national lottery schemes (75% of revenue). It is
the longest-established lottery gaming and betting operator in the
Czech Republic with a 95% market share. It has an extensive network
of 11,200 points of sales, together with comprehensive online games
and entertainment platform. Following the acquisition of stakes in
leading lottery operations in other central and southern European
jurisdictions (such as OPAP in Greece) Sazka Group has become the
largest European private lottery operator. It holds stakes in
gaming companies with strong competitive positions in Greece and
Italy (number 1 lottery operator in both) and in Austria (number 1
lottery and land-based casinos).

Geographical Diversification Mitigates Regulatory Risks: Fitch
believes the regulatory environment for lottery games is more
stable and less susceptible to government interference than other
types of gaming, such as sports-betting and casino games. However,
regulatory risks still exist, and given Sazka Group's exposure to
some heavily indebted European sovereigns, the group could face
gaming tax increases (as seen in Czech Republic in January 2020) or
possible limits on wagers that could restrict future cash flows.
Its geographical diversification should allow the group, however,
to weather adverse regulatory change in any one particular country
over the next four years.

Strong Cash Flow Generation: The rating reflects the high-quality
and steady dividend stream from controlled subsidiaries (OPAP and
Sazka a.s.) as well as non-controlling stakes (CASAG and
LottoItalia). Fitch expects cash flow available after debt service
at Sazka Group (holdco) to grow from EUR60 million in 2020 to
EUR160 million by 2023, the former reflecting a decision to receive
FY20 dividend as OPAP shares issued under a scrip dividend
programme rather than cash. Fitch expects the group to continue to
generate positive cash flow as it rolls out more retail and online
products such as e-casino and virtual games, scratch cards, video
lottery terminals, notably in Greece and sports-betting in its main
markets.

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

Fairly High Leverage: As consolidation progresses in the European
gaming sector, Sazka Group has completed significant debt-funded
acquisitions in the last three years. This has led us to project
high FFO-lease adjusted net leverage of around 4.1x at end-2019
(gross: 5.1x), on a proportionally consolidated basis. This is
sustainable as the business generates strong FCF and should reduce
proportionally consolidated net leverage towards 3.0x (gross: 5.0x)
by 2021 from 3.9x (gross: 5.3x) in 2020.

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

Robust Debt Service Coverage: Given lack of contractual debt
repayments at Sazka Group (holdco) in the next four years Fitch
estimates strong dividend-to-debt service at 3.9x-4.4x from 2021 to
2023. Coverage in 2020 is forecast at a lower 2.3x, reflecting the
choice of a scrip dividend from OPAP rather than cash. FFO fixed
charge cover ratios of 4.3x-4.8x over the next four years under its
rating case support robust debt service capability. These metrics
are calculated on proportionally consolidated basis using Fitch's
methodology.

Further Scrip May Weaken Coverage: Fitch expects control of OPAP's
board of directors, and therefore of OPAP's dividend policy and as
well as the current pattern of dividend distributions of CASAG and
LottoItalia will remain focused on strong dividend-to-debt service
coverage at holdco level over the next four years. A continued
dividend scrip choice from Sazka Group on OPAP dividend
distribution could put pressure on debt service coverage.

Reduction in Structural Subordination: Intermediate holdco debt
repayment with the proceeds from the new notes issue reduces
structural subordination. This is expected to result in EUR586
million of priority debt by end-2020, all related to proportionally
consolidated opco debt, and lower priority debt-to-EBITDA below the
2x threshold to 1.8x by 2020. Fitch therefore does not notch down
Sazka Group's unsecured debt rating, as priority debt should remain
below 2.0x EBITDA over the next four years.

DERIVATION SUMMARY

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

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

KEY ASSUMPTIONS

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

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

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

  - Dividend payments in 2020 lower than prior two years, with
    a full scrip dividend by OPAP in 2020 and full cash
    distribution from 2021 to 2023.

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

Recovery Assumptions:

Following the intermediate holdco debt refinancing, the group's
debt structure will be less complex with only one layer of
structural subordination with EUR586 million (or in equivalent
currencies) sitting at opco levels by-end 2020.

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

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

RATING SENSITIVITIES

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

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

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

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

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

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

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

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

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

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: Fitch expects solid liquidity on a proportional
consolidated basis with estimated cash in hand of EUR300 million at
end-2019. This will be supplemented by robust proportionally
consolidated FFO fixed charge coverage under its rating case of
5.1x in 2019, trending towards 4.5x by 2021.

Additionally, Fitch expects robust debt service coverage ratios at
Sazka Group at 3.9x-4.4x from 2021 to 2023 but lower in 2020 at
2.3x. Fitch expects steady dividends to be up-streamed through the
group structure, underpinned by no debt service requirements at
intermediate holdings, and despite the additional interest from the
proposed notes issue. However, a continued dividend scrip choice
from Sazka Group on OPAP dividend distribution could put pressure
on dividend-to-debt service at holdco level.

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

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch's credit metrics are based on the proportionate consolidation
of the Sazka Group's stake in the Greek operations (OPAP), and
dividends up-streamed only from equity stakes in the Italian
(LottoItalia) and Austrian operations (CASAG). This differs from
the group management's definition of proportionate consolidation as
well as published financials, which are shown on a
fully-consolidated basis.

ESG CONSIDERATIONS

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


TYHSSENKRUPP AG: Egan-Jones Hikes Senior Unsecured Ratings to BB-
-----------------------------------------------------------------
Egan-Jones Ratings Company, on February 20, 2020, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by ThyssenKrupp AG to BB- from B+.

ThyssenKrupp AG is a German multinational conglomerate with a focus
on industrial engineering and steel production. The company is
based in Duisburg and Essen and divided into 670 subsidiaries
worldwide. It is one of the world's largest steel producers; it was
ranked tenth-largest worldwide by revenue in 2015.





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

ALKERMES PLC: S&P Alters Outlook to Neg. on Sustained Cash Flows
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on
Ireland-based biopharmaceutical company Alkermes PLC, but revised
the outlook to negative. At the same time, S&P assigned its 'BB'
issue-level rating on the proposed $350 million term loan B. The
recovery rating is '2' reflecting its expectation for substantial
recovery (70%-90%; rounded estimate: 70%) in the event of payment
default.

The outlook revision reflects the risk that cash flow will not turn
positive in 2021.  While we previously believed that Alkermes'
transitional period was nearing its end, operating performance over
the past year was heavily impaired following patent expirations on
royalty products (Ampyra), a rejected new drug application for its
ALKS 5461, and significantly increased selling, general, and
administrative (SG&A) costs related to the commercialization of
Aristada. This resulted in negative free operating cash flow (FOCF)
and adjusted leverage of 10.6x at year-end 2019. Though we
anticipate some improvement in 2020 as a result of product growth
and an announced restructuring program, the incremental debt from
this transaction pushes our forecast for 2020 leverage to 5.5x.
More importantly, we are expecting that FOCF will once again be
negative in 2020 and could potentially remain an outflow into
2021.

S&P said, "The negative outlook reflects our expectation that the
transitional period for Alkermes will continue, with elevated SG&A
and R&D expenses constraining free cash flow generation. It also
reflects our expectation for high adjusted leverage remaining above
5.0x, despite continued steady growth existing and newly launched
products.

"We could lower the rating if we believe that significant free cash
flow deficits will persist into 2021, as this would challenge our
belief that the company's transformation is nearly complete.

"We could revise the outlook to stable if Alkermes is can grow
revenues enough to offset high SG&A and R&D expenses, resulting in
cash flow that we expect to turn positive during 2021."


CIFC EUROPEAN II: Moody's Rates EUR10.5MM Cl. F Notes '(P)B3'
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to Notes to be issued by CIFC
European Funding CLO II Designated Activity Company:

EUR217,000,000 Class A Senior Secured Floating Rate Notes due 2033,
Assigned (P)Aaa (sf)

EUR25,000,000 Class B-1 Senior Secured Floating Rate Notes due
2033, Assigned (P)Aa2 (sf)

EUR10,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2033,
Assigned (P)Aa2 (sf)

EUR22,750,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2033, Assigned (P)A2 (sf)

EUR24,500,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2033, Assigned (P)Baa3 (sf)

EUR17,500,000 Class E Senior Secured Deferrable Floating Rate Notes
due 2033, Assigned (P)Ba2 (sf)

EUR10,500,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2033, 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 90% of the
portfolio must consist of senior secured obligations and up to 10%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be 80% ramped as of the closing date and
to comprise of predominantly corporate loans to obligors domiciled
in Western Europe. The remainder of the portfolio will be acquired
during the 6-month ramp-up period in compliance with the portfolio
guidelines.

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

In addition to the seven classes of Notes rated by Moody's, the
Issuer will issue EUR 4,000,000 of Class Y Notes and EUR 33,000,000
of Subordinated Notes which will not be rated. The Class Y Notes
accrue interest in an amount equivalent to a certain proportion of
the subordinated management fees and its Notes' payment is pari
passu with the payment of the subordinated management fee.

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: 42

Weighted Average Rating Factor (WARF): 2950

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 4.00%

Weighted Average Recovery Rate (WARR): 43.5%

Weighted Average Life (WAL): 8.5 years

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

CORK CITY FOOTBALL CLUB: On Brink of Collapse, Hopeful for Takeover
-------------------------------------------------------------------
Ciaran Bradley at Off the Ball reports that Cork City Football Club
were two hours away from going out of business but are still
hopeful of a takeover from Preston North End owner Trevor
Hemmings.

The information came on Feb. 23 at a meeting of Foras, the
supporters' trust that owns the League of Ireland club, Off the
Ball relates.

Earlier this month, it was revealed that City had been forced to
sell the sell-on clauses to former players Alan Browne and Seanie
Maguire, in a bid to secure funding for a EUR150,000 tax bill, Off
the Ball recounts.

At the time, the club only were struggling to raise the necessary
funds to offer to Revenue to continue as a Premier Division side,
Off the Ball notes.  The club also had debts owed to their bank, in
addition to the Revenue debt, Off the Ball states.

It is understood that a combination of factors led Cork City to the
brink, according to Off the Ball.

In an attempt to refinance their debts, City approached the bank to
extend their payment terms to give them more time, Off the Ball
relays.

However, the bank was unwilling to do so in part due to the
uncertainty surrounding Irish football administration structures at
that time, Off the Ball discloses.

To secure immediate financial stability, the club attempted to
secure financing from over 20 local businesses, to no avail, Off
the Ball recounts.

According to Off the Ball, supporters were told that the club then
approached Peter Ridsdale -- the former Leeds United chairman and
football advisor to Mr. Hemmings -- about selling the clauses for
Browne and Maguire.

It is understood that the request was initially rejected by Preston
as they had no intention of selling either player in the near-term,
Off the Ball notes.

However, once the dire situation at Cork was made clear, Mr.
Hemmings' holding company sent six delegates to meet with the club
to discuss the situation, Off the Ball relates.

Those delegates agreed with the club that they would pay EUR199,000
for both players' clauses -- a price believe to believed to be well
below what City may have reasonably expected to receive in current
market conditions, Off the Ball states.

Having secured the money for Browne and Maguire's contractual
obligations, Cork then re-approached the FAI to renew their Premier
Division license, with two hours to go, Off the Ball notes.

The approach was refused due to concerns over their outstanding
bank debts and the club
re-approached Mr. Ridsdale who upped Preston's offer for the two
players, according to Off the Ball.

The new offer included EUR450,000 for the terms regarding Browne
and Maguire, as well as EUR150,000 for first refusal on a takeover
of Cork City, Off the Ball says.


VOYA EURO III: Fitch Assigns B-(EXP) Rating on Class E Debt
-----------------------------------------------------------
Fitch Ratings assigned Voya Euro CLO III Designated Activity
Company expected ratings.

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

RATING ACTIONS

Voya Euro CLO III DAC

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

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

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

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

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

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

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

Sub. Notes; LT NR(EXP)sf;   Expected Rating

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

TRANSACTION SUMMARY

The transaction is a cash-flow collateralised loan obligation (CLO)
of mainly European senior secured obligations. Net proceeds from
the notes issue will be used to fund a portfolio with a target of
EUR350 million. The portfolio is managed by Voya Alternative Asset
Management LLC. The CLO features a 4.5-year reinvestment period and
an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality

Fitch expects the average credit quality of obligors to be in the
'B' category. The Fitch-weighted average rating factor (WARF) of
the current portfolio is 31.98, below the indicative covenanted
maximum of 33.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Recovery prospects for these assets are typically more favourable
than for second-lien, unsecured and mezzanine assets. The
Fitch-weighted average recovery rating (WARR) of the identified
portfolio is 67.87%, above the indicative covenanted minimum of
64%

Diversified Asset Portfolio

The transaction will include Fitch test matrices corresponding to
different top 10 obligor concentration limits. The transaction also
includes various concentration limits, including the maximum
exposure to the three-largest Fitch-defined industries in the
portfolio at 40% with 17.5% for the top industry. These covenants
ensure that the asset portfolio will not be exposed to excessive
concentration.

Portfolio Management

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

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls. This was also used to test
the various structural features of the transaction, as well as 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% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to two notches for the rated notes.
A 25% reduction in recovery rates would lead to a downgrade of up
to four notches for the rated notes.


VOYA EURO III: S&P Assigns Prelim B-(sf) Rating on Class F Notes
----------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to the class
X to F notes from Voya Euro CLO III DAC. At closing, the issuer
will also issue unrated subordinated notes.

Voya Euro CLO III is a European cash flow CLO, securitizing a
portfolio of primarily senior secured euro-denominated leveraged
loans and bonds issued by European borrowers. Voya Alternative
Asset Management LLC is the collateral manager.

The preliminary ratings assigned to the notes reflect S&P's
assessment of:

-- The diversified collateral pool, which consists primarily of
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality and portfolio profile
tests.

-- The preliminary collateral portfolio's credit quality, which
has an S&P Global Ratings' weighted-average rating factor (SPWARF)
of 2,681.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

Under the transaction documents, the rated notes will pay quarterly
interest unless there is a frequency switch event. Following such
an event, the notes will permanently switch to semiannual payment.
The portfolio's reinvestment period will end in October 2024.

Until the end of the reinvestment period, the collateral manager is
allowed to substitute assets in the portfolio for so long as our
CDO Monitor test is maintained or improved in relation to the
initial rating on the class A notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and compares that with the
default potential of the current portfolio plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager can, through trading, deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

S&P said, "We based our analysis on the prospective effective date
portfolio provided to us by the collateral manager. The portfolio
contains 14.25% of unidentified assets, for which we were provided
provisional assumptions to assess credit risk. The collateral
manager will use commercially reasonable endeavors to ramp up the
remaining 14.25% of the portfolio before the effective date.

"We consider that the portfolio will be well-diversified, primarily
comprising broadly syndicated speculative-grade senior secured term
loans and senior secured bonds. Therefore, we have conducted our
credit and cash flow analysis by applying our criteria for
corporate cash flow CDOs. In our cash flow analysis, we used the
EUR350 million target par amount, the covenanted weighted-average
spread (3.50%), the covenanted weighted-average coupon (5.50%), and
the covenanted weighted-average recovery rates at each rating level
as indicated by the manager. We applied various cash flow stress
scenarios, using four different default patterns, in conjunction
with different interest rate stress scenarios for each liability
rating category.

"Under our structured finance ratings above the sovereign criteria,
we consider that the transaction's exposure to country risk is
sufficiently mitigated at the assigned preliminary rating levels.

"We expect the documented downgrade remedies at closing to be in
line with our counterparty.

"At closing, we consider that the issuer will be bankruptcy remote,
in accordance with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for each
class of notes.

"In our view, the portfolio is granular in nature and
well-diversified across all obligors, industries, and asset
characteristics when compared to other CLO transactions we have
recently rated. As such, we have not applied any additional
scenario and sensitivity analysis when assigning our preliminary
ratings.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B1, B2, C, and D notes could
withstand stresses commensurate with higher rating levels. However,
as the CLO features a reinvestment period, during which the risk
profile (both credit and cash flow) could deteriorate, we have
capped our preliminary ratings on the notes at the levels outlined
in the ratings list above.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class X, A, E and F notes can withstand
stresses that are commensurate with the current rating levels.

"Our preliminary ratings on the notes also consider the additional
quantitative and qualitative tests (the supplemental tests), which
assess the effect of concentrations and subordination levels on the
notes' creditworthiness, and which address both event risk and
model risk that may be present in the transaction."

  Ratings List

  Class     Preliminary rating
  X         AAA (sf)
  A         AAA (sf)
  B1        AA (sf)
  B2        AA (sf)
  C         A (sf)
  D         BBB (sf)
  E         BB- (sf)
  F         B- (sf)
  Sub notes NR
  
  NR--Not rated.




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

ANDROMEDA FINANCE: Fitch Affirms BB Rating on A1 & A2 Notes
-----------------------------------------------------------
Fitch Ratings affirmed Andromeda Finance S.r.l.'s class A1 notes'
underlying rating and class A2 notes' rating at 'BB' and revised
their Outlooks to Positive from Stable. Fitch has also affirmed the
class A1 notes at 'BBB+' with a Negative Outlook. The class A1
notes' rating benefits from SACE S.p.A.'s (BBB+/Negative)
unconditional and irrevocable guarantee.

RATING RATIONALE

The ratings reflect the high visibility of revenues due to the
feed-in premium (FIP) received by the project as well as market
sales under the Italian regulatory framework (Conto Energia). This
limits the project's exposure to merchant risk to approximately 13%
of total revenue under Fitch's rating case. The ratings also
consider the relatively low uncertainty about the project's
generation due to strong production levels at or above the P50
production estimate and high availability consistently above 99%.

The project also benefits from the use of proven technology and a
robust operations and maintenance services agreement with SunPower,
the panel manufacturer and an experienced operator of solar
photovoltaic (PV) plants. The financial coverage profile, with an
annual average debt service coverage ratio (DSCR) under Fitch's
rating case of 1.22x and a minimum of 1.15x, positions the rating
in the 'BB' category.

The Positive Outlook on the class A1 (underlying rating) and A2
notes reflects the potential improvement in Andromeda's credit
profile as a result of the corporate reorganisation, which could
result in significant tax savings if implemented.

KEY RATING DRIVERS

Strong Operator and Established Technology: Operation Risk -
Stronger

The monocrystalline panel technology is well-established and
operating requirements for PV plants are straightforward. SunPower
is the equipment manufacturer and the operator. Renegotiated
operations and maintenance (O&M) contracts are comprehensive,
fixed-priced and cover the full life of debt. Although SunPower is
regarded as a sub-investment grade counterparty, there is a large
pool of replacement contractors in the market. Existing operating
cost history shows modest variability due to some one-off items and
costs have been reducing over time, demonstrating strong cost
control.

Strong Production History: Revenue Risk (Volume) - Stronger

The assessment is supported by the project's strong operating
history of over nine years, which confirms the reliability of the
forecast. The revised energy production forecast supported by
several years of operating data shows a differential of 6% between
P50 and 1YP90 production estimates, confirming low resource
volatility. The project is not exposed to revenue losses from grid
curtailment.

Limited Exposure to Merchant Prices: Revenue Risk (Price) -
Midrange

The exposure to merchant risk of approximately 15%, keeps the
overall assessment at Midrange. The remaining project revenues
under Fitch rating case stem from the FIP (EUR318/MWh) under the
Italian regulatory framework for solar plants (Conto Energia),
fully covering the debt tenor. Both revenue streams are received
from the Italian public authority Gestore Dei Servizi Energeticci.
Merchant price sensitivities show the project's resilience against
low prices scenarios.

Senior Debt, Fully Amortising: Debt Structure - Midrange

The transaction is a project finance structure with some elements
of a securitisation. The project's documentation is well
structured, and the debt terms are relatively straightforward, with
two fixed-rate, fully amortising, senior tranches ranking pari
passu, no floating-interest-rate risk and no refinancing risk. The
debt service reserve of six months and a lock-up ratio of 1.15x
constrain the debt structure assessment to Midrange overall.

Financial Summary

Fitch's rating case assumes 1y-P90 production level, increased
expenses and inflation, and higher degradation of panels, resulting
in a 1.22x average and 1.15x minimum DSCR, metrics that support the
'BB' rating. As per Renewable Energy Project Rating Criteria, Fitch
compares the Fitch rating case metrics to the DSCR threshold
calculated on the basis of the proportion of the project's
regulated revenue and market sales.

PEER GROUP

Solar Star Funding, LLC (BBB-/Stable) is significantly larger than
Andromeda at 579MW versus 51MW. Solar Star has a Stronger
assessment for price risk due to long-term power purchase agreement
revenue contracted at fixed pricing. The Fitch rating case DSCR
profile averages 1.37x, leading to the rating differential with
Andromeda. The rating of Solar Star Funding, LLC is driven by the
rating of the off-taker.

RATING SENSITIVITIES

For the class A1 notes' underlying rating and class A2 notes'
rating:

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

  - Rating case average DSCR consistently below 1.15x.

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

  - Rating case average DSCR consistently above 1.22x.

  - Formal right to benefit from tax savings coming from the
corporate reorganization.

For the class A1 notes' rating:

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

  - The class A1 notes would be downgraded if the rating of the
guarantor, SACE, was downgraded.

Fitch would revise the Outlooks on the notes to Stable if the the
Outlook on SACE's rating is is revised to Stable.

TRANSACTION SUMMARY

The transaction is a securitisation of two project loans (Facility
A1 and Facility A2) under law 130/99 (the Italian securitisation
law). The loan facilities were extended by BNP Paribas and Societe
Generale to Andromeda PV S.r.l. (the project company) to build and
operate two PV plants of 45.1MW and 6.1 MW in Montalto di Castro,
Italy.

The terms of the loans effectively mirror those of the rated notes,
with payments under Facility A1 and Facility A2 servicing the class
A1 notes and class A2 notes, respectively. The class A1 notes'
rating and Outlook reflect the first-demand, irrevocable and
unconditional guarantee provided by SACE. The guarantee provided by
SACE to the issuer is in respect of the project company's
obligations under Facility A1 and not on the class A1 notes
directly.

CREDIT UPDATE

Performance Update

Technical performance over the past year has been slightly above
expectations and no major events affected the PV plants operations.
Strong performance ratios in 2019 resulted in higher production
than P50 estimate levels. Andromeda exceeded the updated P50
scenario by 3.4% and P90 by 9.8% (data until September).
Historically Andromeda has demonstrated very high availability of
99.76% on average since 2011. During 2019 (data until September)
availability averaged 99.94%.

FINANCIAL ANALYSIS

Fitch Cases

Fitch's base case applies a P50 production forecast, degradation in
line with sponsor assumptions at 0.5% a year, 98% availability, and
Fitch's latest Italian CPI assumptions for inflation inputs. The
base case also uses the market advisor's updated central price
forecast with a 10% stress applied.

Fitch's rating case applies a 1YP90 production forecast,
degradation in line with sponsor assumptions at 0.5% a year until
2020, then an increased degradation of 0.75% a year, a 20% stress
on Sunpower O&M costs and a 5% stress on remaining operational and
lifecycle costs. The stress on Sunpower O&M costs is reflective of
the significant price reduction (approximately 35%) in the
contract, and the fact that Sunpower is unrated. That means that if
the operator were to be replaced, it could be at a significantly
higher cost. The rating case also uses an average of the market
advisor's central and low price forecasts from 2018 Poyry forecast.
Tax savings have not been factored in, as they have not yet been
implemented.

ESG CONSIDERATIONS

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




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

NEPTUNE HOLDCO: S&P Assigns 'B' LongTerm Issuer Credit Rating
-------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit and
issue ratings to Neptune Holdco S.a.r.l. (Armacell) and the new
senior secured term loan B (TLB).

Armacell has completed an all-first-lien term loan refinancing to
back the private-equity buyout transaction.  Private-equity firms
PAI and KIRKBI announced their acquisition of Armacell from
Blackstone in early December 2019. The financing package includes
the EUR710 million senior secured TLB due 2027 (co-borrowed by
financing subsidiaries Neptune Bidco S.a.r.l. and Neptune US Bidco,
Inc.) and a EUR110 million senior secured RCF due 2026, which have
been used to repay the existing EUR622 million TLB due 2023 (about
EUR610 million outstanding). PAI and KIRKBI have provided EUR594
million of equity, including about EUR75 million of preferred
equity certificates that S&P views as equity, with the remainder
common equity. Post transaction, the capital structure also
includes about EUR48 million of operating-lease liabilities and
EUR38 million of other bank debt rolled over at various operating
subsidiaries.

Following the transaction, financial metrics have weakened due to
higher debt, but rising EBITDA help mitigate the negative effect on
leverage.   The transaction has resulted in about EUR100 million
more senior secured debt. As a result, S&P Global Ratings-adjusted
leverage has weakened to above 7x gross debt to EBITDA on a pro
forma basis for 2019. This compares with about 6.3x-6.4x without
the transaction, based on about EUR125 million of S&P Global
Ratings-adjusted EBITDA in 2019 (based on preliminary results).
However, we expect gradual deleveraging toward 6.5x adjusted debt
to EBITDA in 2020 and 6.0x in 2021, spurred by continuous EBITDA
increases. This will be within the 5.0x-6.5x range S&P views as
commensurate with the rating, however, it also indicates limited
rating headroom.

Deleveraging is stemming from rising earnings, spurred by the
company's good growth potential due to favorable market dynamics
and strategic investments undertaken in 2018.  S&P said, "We expect
EBITDA to rise due to solid volume growth in polyethylene
terephthalate (PET) and aerogel following capacity increases,
strong price hikes implemented earlier in 2019, and higher
efficiency and much lower one-off costs related to restructuring
following the completion of footprint optimization measures in
2018. With the ongoing ramp-up of aerogel production and additional
PET facilities, we forecast the group's revenue will increase 5%-6%
annually to approach about EUR700 million, with adjusted EBITDA
strengthening to EUR135 million-EUR145 million in 2020-2021.
Armacell benefits from good growth potential spurred by strong
market demand for innovative products like recycled PET foams and
aerogel. Since we are moving toward a circular economy in favor of
sustainable and superior materials technology and market demand for
high performance PET is increasing faster than supply, PET is
expected to continue its double-digit growth trend with penetration
opportunities in sectors like transportation, construction, and
industrial, as well as strong uptake in the global wind renewables
market. We note that the utilization of new PET capacity is, to a
large extent, secured by contracted sales (about 80% in 2020 and
above 60% in 2021-2022). In addition, we expect the group's core
insulation business to benefit from global megatrends and continue
to maintain above-market-average growth, due to increasingly
stringent requirements and regulation for energy efficiency and
continuous penetration and substitution of traditional insulation
materials."

The healthy interest-coverage ratio and positive free operating
cash flow (FOCF) generation are supportive of the rating. S&P said,
"Based on 3.5% margin on the new term loan, we expect EBITDA
interest coverage to be above 4x post transaction and gradually
improve to above 4.5x in 2020 due to increasing EBITDA. We also
expect Armacell's FOCF to increase to EUR25 million-EUR35 million
in 2019-2020 (excluding the positive effect from the factoring
program)." This results from strengthening EBITDA, improved working
capital management as inventory levels normalize following the
implementation of footprint optimization, and the asset-light
business model, with lower capital expenditure (capex) after large
strategic investments in capacity expansion and footprint
optimization undertaken in 2018.

S&P said, "We expect Armacell's financial policy to be neutral for
the rating.  Despite the flexibility for re-leveraging in the
senior facilities agreement, we understand that management and both
shareholders are committed to deleveraging and maintaining leverage
below opening levels post the current transaction. We understand
that there is currently no plan to pay dividends. Armacell views
mergers and acquisitions as an integral part of its growth model,
following a selective approach with a focus on expansion in new
geographies, new technologies, and design capabilities. The company
has invested about EUR130 million in acquisitions during the past
five years. We expect Armacell will continue with bolt-on
acquisitions, which will be primarily funded through internal cash
generation. It is worth noting that we do not net cash with debt in
our leverage calculation for Armacell."

Armacell's leading position in the niche market of flexible foams,
as well as its strong geographic and end-market diversity, support
its business risk profile.   Armacell's business risk benefits from
its leading position in the niche market of flexible foams, with
strong market shares of about 30% in the Americas, 25% in Europe,
Middle East, and Africa (EMEA), and 15% in Asia-Pacific. Market
leadership, coupled with strong technical expertise, has resulted
in premium pricing and healthy profitability, as reflected in the
adjusted EBITDA margin of 16%-18% in the past five years. Armacell
also has a geographically diverse business, with a balanced
presence in EMEA (35% of group sales in 2018), the Americas (above
25%), and Asia-Pacific (nearly 20%), and a broad range of end
markets. In addition, Armacell has the ability to pass on the
majority of raw material price fluctuations to customers, although
with a time lag, supported by its leading technical know-how and
superior product quality. This, combined with the group's flexible
cost base, has led to higher resilience of earnings than typical
building materials companies, which are subject to construction
cycles.

Constraints on business risk include Armacell's relatively limited
scale and scope of operations compared with global
building-material-producing peers.  S&P said, "We forecast the
group's revenue will reach nearly EUR645 million in 2019 and its
adjusted EBITDA will be about EUR125 million. Our assessment also
reflects the group's narrow focus on the highly fragmented
equipment insulation market." Despite diversified end markets,
Armacell is not immune to the cyclicality of the construction
sector. In addition, it also has exposure to the volatile oil and
gas industry, which has resulted in underperformance in the past.

The stable outlook reflects our expectation that Armacell will
continue to post resilient performance and achieve gradual
deleveraging, supported by strengthening EBITDA. S&P said, "We
expect adjusted debt to EBITDA to improve toward 6.5x in 2020. We
also anticipate that Armacell will generate FOCF of above EUR25
million (excluding the positive effect from the factoring program)
in the next 12 months and maintain EBITDA interest coverage above
4x."

S&P said, "We could lower our rating if Armacell failed to reduce
adjusted debt to EBITDA to about 6.5x, or EBITDA interest coverage
declined to below 3.5x. This could follow weaker-than-expected
EBITDA generation due to margin erosion or weaker end-market
demand, or a material adverse foreign-exchange effect. Rating
pressure could also emerge if Armacell failed to generate positive
FOCF for a prolonged period. We could also consider a downgrade if
Armacell were to adopt a more aggressive financial policy than we
expect through large debt-funded acquisitions or distributions to
shareholders.

"In our view, the potential for an upgrade is currently limited,
given the group's very high leverage. However, strong recurring
FOCF and adjusted debt to EBITDA improving to sustainably below
5.0x, combined with strong commitments from the private-equity
owners to maintain leverage at such a level, could put positive
pressure on the rating over the long run."




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

BOELS TOPHOLDING: Fitch Assigns BB- LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings assigned Boels Topholding BV a Long-Term Issuer
Default Rating of 'BB-' with a Stable Outlook. The agency has also
assigned Boels' senior secured debt a 'BB-' rating.

Boels is a Netherlands-headquartered equipment rental company
operating in multiple European countries. It has recently agreed
the debt-supported acquisition of Cramo plc, extending its
geographic footprint, particularly in Scandinavia.

KEY RATING DRIVERS

Boels' IDR reflects its elevated leverage following its acquisition
of Cramo and the need to balance cyclicality of customer demand in
its business with reinvesting sufficiently to maintain a young and
productive fleet. The rating also takes into account Boels'
management's significant experience in the equipment rental sector
(including successfully steering the business through the global
economic crisis), its plans over the medium term to bring leverage
back down towards current levels, and its number two position in
the European market on the combination of Boels' well-established
franchise with that of Cramo, which has a largely complementary
fit.

In view of the cash flow-driven nature of Boels' business, Fitch
uses debt/EBITDA-based metrics in assessing leverage, as opposed to
more balance sheet focused debt/equity measures. In the equipment
rental sector, Fitch regards depreciation of rental fleet assets as
akin to a recurring operating expense, and so deducts depreciation
of rental equipment from EBITDA in arriving at 'adjusted EBITDA' in
its leverage calculation. Boels' adjusted EBITDA gross leverage
under Fitch's calculation was around 4.7x in 2018, and Fitch
expects this to rise to around 8.4x in 2020 following the
acquisition of Cramo. This compares with 2020 net debt to
unadjusted EBITDA of around 3.5x and is a constraining factor on
the rating, particularly in light of the potential for EBITDA
variability through the economic cycle.

Fitch notes that in any typical period Boels also receives proceeds
from the disposal of rental assets, but does not deduct this from
the 'gross' fleet depreciation figure in view of the potential for
these proceeds to fluctuate. Fitch also notes that Boels seeks to
maintain a young fleet, which (via higher depreciation) increases
the significance of Fitch's EBITDA adjustment relative to that for
a rental company operating with older, fully depreciated
equipment.

Fitch views Boels' deleveraging potential as sound. Given
relatively short fleet order periods and the acceptable average age
of its rental fleet (relative to useful economic lives) in a
hypothetical sectoral downturn Boels could materially reduce its
sizeable projected capital expenditure. This could in turn lead to
improved operating cash flows and reduced gross leverage.

The equipment rental sector is growing, as an increasing proportion
of end-users in many European markets choose to rent equipment
rather than own it. Multisite operators such as Boels enjoy
advantages over independents in the depth of fleet they are able to
stock, as well as in brand recognition. Although the sector remains
fragmented, the acquisition of Cramo is set to strengthen Boels'
franchise by lifting it to the number two position in Europe,
bringing increased purchasing power in procurement and other scale
benefits.

Cramo in particular draws significant business from the
construction sector, the cyclicality of which typically leads to
reduced demand for its suppliers during a market downturn. Boels'
customer base is more diversified than Cramo's (including more DIY
and maintenance business), but also includes the construction
sector. Fitch notes Boels' management's intention to increase
Cramo's operations in less cyclical, Boels' style generalist areas,
but still regards the combined group's business model as exposed to
potential volatility through the economic cycle.

Boels' business model requires constant reinvestment in the fleet
to maintain sufficient inventory with which to satisfy customer
demand at high points in the cycle, while seeking to avoid lower
utilisation rates at cyclical low points rendering those
investments uneconomic. Excess expenditure ahead of a period of
declining revenues could also pressurise liquidity. In Fitch's
opinion, the capital expenditure process at Boels appears
well-managed to date. However, Fitch believes the risks associated
with investment in multi-year assets subject to variable demand
cannot be fully mitigated, and will require even more careful
management on absorption of the more construction-focused Cramo.

Boels' rental assets are subject to market value movements over
their multiyear periods of ownership, which could give rise to
impairment or residual value risk if their depreciation periods
were not appropriately strict. Fitch regards Boels' track record of
generating annual net gains on disposal positively, while noting
that asset values could come under greater pressure during a
downturn, particularly once accounting for Cramo's more
construction-focused fleet.

Boels' chief executive has substantial experience in the equipment
rental sector, leading the business through both macro upturns and
downturns, including the global economic crisis. In recent years,
the wider management team has been strengthened, and Cramo's
management's knowledge of its own geographic markets will remain
with the group post-acquisition. As a private company, Boels lacks
the degree of governance scrutiny typically applied to a public
company, but Fitch views positively the family interest in the
long-term health of the business, with a track record of
reinvesting earnings rather than extracting them in dividends, and
the expressed intention of continuing this policy in the medium
term to assist in reducing leverage.

Boels is refinancing all of Cramo's debt and its own as part of the
acquisition transaction. This reduces the source and maturity
diversification of its previous funding (e.g. via repayment of
financing raised in the Schuldschein market) and concentrates it
within the EUR1.6 billion Term Loan B, supplemented by a EUR200
million revolving credit facility (RCF) from the same providers.
However, the seven-year tenor of the Term Loan B (and 6.5 years of
the RCF) provides good medium-term visibility.

The Term Loan B and RCF are classified as secured, in keeping with
other Term Loan B transactions. However, in the absence of direct
security over Boels' operating assets, Fitch rates the facilities
in line with Boels' Long-Term IDR (as it would an unsecured
obligation), indicating average recovery prospects.

The Stable Outlook on Boels' Long-Term IDR reflects Fitch's
expectation that the group will be able to report adequate
profitability in most market conditions while maintaining liquidity
and managing down its leverage.

RATING SENSITIVITIES

In view of the significant additional debt taken on to finance the
Cramo acquisition, and the integration risks associated with that
transaction, an upgrade is unlikely in the near term. However,
Fitch expects anticipated near-term earnings to be used to reduce
leverage, and an improvement in associated metrics in line with
management budgeting could support positive rating momentum over
the medium to long term.

The ratings would be negatively impacted if leverage did not reduce
as currently expected, whether through core EBITDA within either
Boels or Cramo not reaching target levels, the integration of Cramo
proving more costly than expected, or additional debt being taken
on to fund other investments, in particular, if by end-2022 debt to
adjusted EBITDA under Fitch's metric remained materially above
7.0x, or if the covenant of a maximum 6.5x net debt to unadjusted
EBITDA in Boels' Term Loan B documentation came under pressure.

Given the scale of the Cramo acquisition, potential integration
risks are elevated. Evidence of any outsize integration challenges
could weigh negatively on the IDR.

The debt ratings are primarily sensitive to any changes in Boels'
Long-Term IDR. Should Boels introduce a debt tranche secured on
operating assets ranking above existing instruments (or a
subordinated tranche below them), Fitch could notch the debt
ratings down (or up) from the Long-Term IDR, on the basis of weaker
(or stronger) recovery prospects.

ESG CONSIDERATIONS

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

BOELS TOPHOLDING: Moody's Assigns B1 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned a corporate family rating of B1
and a probability of default rating of B1-PD to Boels Topholding
B.V.. Concurrently, Moody's has assigned a B1 rating to the
EUR1,611 million senior secured term loan B due in February 2027
and to the EUR200 million senior secured Revolving Credit Facility
due in August 2026 raised by Boels. The outlook is stable.

The proceeds from the loans will be used to fund the public tender
offer for Cramo Plc outstanding share capital, refinance the
current financial debt at both Boels and Cramo and pay transaction
related fees and expenses.

RATINGS RATIONALE

Boels' B1 CFR is supported by its: (i) number two market position
in the European equipment rental market; (ii) good geographical
diversification with Benelux, its largest market, representing 28%
of total sales; (iii) strong barriers to entry due to its dense
branch network and broad selection of equipment; (iv) good growth
prospects due to industry growth driven by the continued increase
in rental penetration across Europe; (v) good mix of exposure to
end-markets and customers, which favor a high proportion of smaller
tool rentals (c. 50% of total) and, which can lead to greater
earnings resilience in a downturn; and (vi) relatively young fleet
with a weighted average age of 4.1 years, which provides some
flexibility to reduce capex in future years and ease any cash flow
pressures.

Conversely, the rating remains constrained by: (i) the company's
exposure to cyclical and seasonal construction and civil
engineering end markets, which can result in revenue volatility;
(ii) the capital intensive nature of the business and its impact on
cash flow generation, although Moody's expects the company to be
able to offset this risk by reducing capex during shorter
downturns; (iii) the integration of the relatively large
acquisition of Cramo, which involves execution risk; (iv) the pro
forma leverage of 4.0x as of December 2019, which is moderately
high for the industry, and only expected to gradually reduce over
time with EBITDA growth, which Moody's expects will be modest.

Moody's expects low single-digit organic revenue growth to be
underpinned by rising equipment rental penetration rates, but GDP
growth across Europe will be somewhat limited. Margin improvement
will be supported by synergies extracted from the consolidation of
support functions and to a lesser extent better procurement terms.
Given the highly fragmented nature of the equipment rental sector,
Boels' deleveraging will be constrained by its external growth
strategy as Moody's expects that they will continue to participate
in the sector consolidation through bolt-on acquisitions.

ESG CONSIDERATIONS

Corporate Governance is a key rating consideration for Boels. Boels
is owned by Pierre Boels who is also the Chief Executive Officer
(CEO), which Moody's considers could be a key man risk. This risk
is nonetheless mitigated by a diversified and experienced board of
directors, and while the debt-funded acquisition of Cramo signals a
more aggressive financial policy compared to the past, the company
is committed to delever to below 3.0x net debt/EBITDA (as defined
by the company) in the mid to long term and is not planning to pay
dividends until leverage has reduced to this level. Moody's
calculates that this net leverage level is roughly equivalent to
3.5x Moody's gross adjusted leverage.

LIQUIDITY PROFILE

Moody's considers Boels' liquidity to be adequate and supported by:
(1) a certain level of capex flexibility and a history of
maintaining positive EBITDA-capex through the cycle; (2) expected
EUR40 million of cash on balance sheet at closing; (3) an undrawn
EUR200 million RCF pro forma the transaction; (4) no meaningful
debt amortization before 2027.

The capital intensive nature of the business has historically
impeded free cash flow generation. However, Moody's expects cash
generation to be supported by planned capex reduction in the next
two years to around 20% of revenues following a high level of
investment in recent years (34% in 2018 and 29% in 2019) that
helped reduce the average fleet age to 4.1 years.

As part of the documentation, the Senior Facility Agreement ("SFA")
contains a maintenance finance covenant based on net leverage set
at 6.5x. At closing net leverage was 3.8x and Moody's expects that
Boels will maintain ample headroom under this covenant.

STRUCTURAL CONSIDERATIONS

Using Moody's Loss Given Default for Speculative-Grade Companies
Methodology, the PDR is B1-PD, in line with the CFR, reflecting
Moody's assumption of a 50% family recovery rate as is customary
for bank debt structures with loosely set financial covenants. The
RCF and term loan B are pari passu and rated B1, in line with the
CFR.

RATING OUTLOOK

The stable outlook includes its expectation that Moody's gross
adjusted leverage will dip below 4.0x in the next 12-18 months,
albeit only modestly. It also includes its expectation for
continued moderate growth and increased rental penetration in the
company's countries of operation. Moody's considers that the
company will not execute any major debt-funded acquisitions or
shareholder distributions in the short-term as per the company's
stated financial policy.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive pressure on the rating is unlikely in the near term, but
could occur if the company achieved, and was committed to a
reduction in Moody's gross adjusted leverage towards 3.0x on a
sustainable basis, whilst maintaining an adequate liquidity
profile, including positive free cash flows.

Negative pressure on the rating could occur if (1) the company's
operational performance deteriorates, (2) Moody's adjusted leverage
was maintained at or above 4.5x on a sustained basis, (3) the
liquidity deteriorated, or if (4) Boels fails to successfully
integrate the Cramo acquisition.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Equipment and
Transportation Rental Industry published in April 2017.

CORPORATE PROFILE

Boels Topholding B.V. (Boels), headquartered in Netherlands, is a
leading Benelux provider of rental equipment, and with the
acquisition of Cramo, will become the number two equipment rental
company in Europe. Pro forma the Cramo acquisition, Boels will
materially improve its scale. Revenues on a combined basis totaled
approximately EUR 1.3 billion in 2019 a substantial increase from
around EUR650 millionthat Boels generated on a standalone basis.
Boels was founded in 1977 by Pierre Boels Sr. His son Pierre Boels
Jr. is its Chief Executive Officer since 1996 and owns 100% of the
company.


BOELS TOPHOLDING: S&P Assigns Prelim 'BB-' ICR, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB-' long-term issuer
credit and issue ratings to Boels Topholding B.V. (Boels), its
proposed EUR1,611 million term loan B (TLB), and proposed EUR200
million revolving credit facility (RCF).

In November 2019, Boels announced the acquisition of Finland-based
Cramo PLC (Cramo) through a sizable transaction that will result in
a short-term spike in leverage.  However, S&P expects management to
prioritize integration and gradual deleveraging, in line with its
financial policy. To finance the acquisition of Cramo, Boels plans
to issue:

-- A EUR1,611 million TLB; and
-- A EUR200 million RCF.

The proceeds will be used to refinance all outstanding debt issued
by Boels and Cramo before the transaction. Following the
refinancing, Boels will have about EUR15 million of cash on its
balance sheet. The EUR200 million RCF, which ranks pari passu, will
be undrawn at closing.

S&P said, "Pro forma the refinancing, we expect Boels's adjusted
debt will be about EUR1.6 billion as of year-end 2020. This
includes the proposed EUR1,611 million TLB, adjusted by adding
about EUR50 million of operating-lease-related obligations and
EUR10 million of pension obligations. We then net about EUR110
million of unrestricted cash from gross debt to arrive at our final
adjusted debt figure of about EUR1.6 billion.

"We do not expect the combined company to issue additional debt
over our 12-month rating horizon, or to make any further
debt-funded acquisitions until Cramo has been fully integrated and
adjusted leverage has reduced back to below 3.5x. Therefore, we
view the spike in adjusted leverage to nearly 4x as a one-off to
accommodate the acquisition, but expect management's focus will be
on integration and deleveraging, in line with a conservative
financial policy.

"We forecast revenue growth at year-end 2020, pro forma the
acquisition, of about 2.7%, adjusted EBITDA margins of 30%-33%, and
adjusted debt to EBITDA of 3.5x-4.0x. In 2021, we forecast about
2.5% revenue growth, with similar margins and lower leverage of
about 3.5x. Free operating cash flow (FOCF) should remain positive
in 2020 and 2021, since Boels plans to gradually reduce capital
expenditure (capex). We forecast FFO cash interest will remain
robust, at 7x-8x in 2020 and 2021."

The acquisition of Cramo will contribute to the consolidation of
the European market and create a strong No. 2 player.  Once the
transaction closes, Boels will effectively double its size and
become the second-largest player in the European industrial and
construction equipment rental market, behind Loxam at No. 1
(following its acquisition of Ramirent) and ahead of Kiloutou at
No. 3. Furthermore, Boels will diversify and expand its
geographical coverage in the Nordics while reinforcing its existing
position in central Europe.

S&P said, "We forecast that the group will hold about 4% of the
European equipment rental market (amounting to about EUR26 billion)
with Top 3 positions in most of its core markets. However, this is
mitigated by the low market value in the Nordic countries, compared
with France. We note that Boels will be more geographically
diversified than its direct peers." For example, Loxam SAS
generates about 40% of its revenue in France and the rest across
Europe, and it is more than twice the size of Boels by revenue and
EBITDA. Kiloutou generates about 85% of its revenue from France,
although its diversification is increasing.

The acquisition of Cramo will enable Boels to realize some
synergies, but they will not spur significantly higher margins.
S&P expects the group will be able to achieve about EUR26
million-EUR39 million of synergies by 2023 through savings realized
on group headquarters costs and capex, as well as the benefits of
overlapping country operations. The merger will support economies
of scale with regard to depot rationalization, the consolidation of
information technology functions, better fleet availability, and
the integration of the operating model in Central Europe. On the
other hand, Cramo is innately a lower-margin business and, as such,
the combined group will exhibit slightly lower margins than Boels
alone. The potential synergy gains are not material enough to
offset this slight dilution in margin, nor raise it significantly
going forward.

In the asset-heavy European equipment rental industry, the ability
to raise capex to fuel volumes or quickly reduce it to preserve
cash flows in a downturn is key to financial stability.  Over
2017-2019, Boels significantly increased its investment capex to
45%-47% of revenue. This strategy allowed the group to invest
heavily in expanding and refreshing its rental fleet, as
demonstrated by a current average fleet age of about four years,
compared with 4.6 years in 2017. S&P notes that Loxam and Kiloutou
have followed the same strategy.

S&P said, "We estimate the group will be able to reduce its total
capex relative to sales following the acquisition of Cramo, given
the low amount dedicated by Cramo (about 19%-24% historically) and
the reduction planned by Boels. We therefore estimate that capex
will be EUR270 million-EUR290 million for 2020 (about 22% of
revenue) and will remain at the same level in 2021, underpinning
the deleveraging of the group. This would result in positive FOCF
for 2020 and 2021 of about EUR50 million-EUR70 million.

"We include in our forecast some softening in the construction end
market during 2020. We estimate that the company's product
replacement capex will be EUR70 million-EUR80 million in 2019, the
same as 2018 (12.0%-12.5% of revenue). We also forecast an increase
to about 14%-15% of total sales in 2020 and 2021 following the
integration of Cramo. In our base case, we assume the group will
plan to resume the growth investments in the fleet starting in 2022
to support higher growth levels."

Boels operates in number of end markets that could be sensitive to
economic cycles, including the construction and industrial sectors.
  However, this is partly offset by its penetration of the Nordics
market and the development of the maintenance business, together
with tools rental. S&P said, "Furthermore, we see the equipment
rental industry as less prone to market shocks because companies
tend to rent more during times of uncertainty. We note positively
that Boels--like other equipment rental companies--has significant
flexibility in adjusting its investments to adapt to market
conditions rather swiftly."

S&P said, "We consider Boels to be relatively immune to potential
disruption from Brexit and the U.S.-China tariff war.  Rising
geopolitical risks, such as those associated with Brexit, are
affecting many capital goods companies. However, unlike some other
rated peers, Boels has a limited footprint in the U.K. We therefore
view the effect of Brexit as minimal. Economic conditions have
worsened in recent months because of the ongoing trade war between
the U.S. and China, resulting in a downturn in global trade. That
said, we expect Boels would be able to manage risk during a
recession, since it has done so in the past.

"We apply a negative comparable ratings analysis of one notch to
arrive at the preliminary rating of 'BB-'.   This indicates the
unpredictability associated with Boels' large, transformative
acquisition that will require full integration, given the
profitability of Cramo is historically below 30%. This undertaking
will also result in a spike in leverage to nearly 4x. The modifier
also reflects the relative size, scale, scope, and market position
of Boels versus direct peers Loxam and Kiloutou, both of which we
have a longer track record with respect to management and
governance, strategy, and financial policy.

"The final ratings will depend on our receipt and satisfactory
review of all final transaction documentation. Accordingly, the
preliminary ratings should not be construed as evidence of final
ratings. If S&P Global Ratings does not receive the final
documentation within a reasonable time frame, or if the final
documentation departs from materials reviewed, we reserve the right
to withdraw or revise our ratings. Potential changes include, but
are not limited to, shares terms, utilization of the loan proceeds,
maturity, size and conditions of the loans, financial and other
covenants, security, and ranking.

"The stable outlook reflects our expectation that Boels will
successfully integrate Cramo in line with our expectations and that
its profitability and credit metrics will continue to be
commensurate with a significant financial risk profile. More
specifically, we expect adjusted EBITDA margins of above 30%, with
adjusted debt to EBITDA reducing gradually toward 3.5x and adjusted
FFO to debt of more than 20% over our 12-month rating horizon.

"We could lower the ratings if the company demonstrated weaker
results amid unfavorable market conditions, EBITDA margin fell
below 30%, and it burned sizable cash without reducing capex in a
timely manner. Credit metrics such as FFO to debt of less than 20%
and debt to EBITDA exceeding 4.0x for a prolonged period, with no
prospects of recovery, would put downward pressure on the ratings.
"We could also downgrade the company if it makes another sizable
acquisition that leads to significant debt build up, with
consistently weaker-than-expected debt to EBITDA.

"We could raise the ratings if Boels achieved and sustained
stronger credit metrics, with FFO to debt sustainably above 25%,
debt to EBITDA sustainably at about 3.0x, and at least sustainable
neutral FOCF. Boels could achieve this if it reduces debt;
successfully integrates Cramo, increasing its footprint in Europe;
and continues to reduce capex in light of slowing economic
growth."


CALDIC MIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Neg.
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term ratings to Caldic
Midco B.V. and Caldic Investments B.V.

Caldic completed the disposal of its tank storage and production
facilities in Europoort, The Netherlands, at end-January 2020. The
company intends to use the proceeds of EUR179 million and its cash
balance to repay EUR87 million of existing debt and pay a one-time
dividend of EUR115 million to shareholders.

Caldic's proposed transaction will result in elevated leverage,
leaving very limited rating headroom.  In line with its stated
strategy to become a pure player in the specialty chemicals
distribution, Caldic sold its tank storage and production
facilities in Europoort, The Netherlands, at the end of January
2020. This disposal will generate cash proceeds of EUR179 million,
and the company intends to use these funds, alongside its cash
balance, to repay EUR87 million of its existing debt. Caldic also
intends to pay a one-time dividend of EUR115 million to its
shareholders. After the divestment and financing the transaction,
Caldic's cash balance will decrease by about EUR50 million. S&P
notes that the company is looking to extend maturities of the
facilities (the RCF and its first- and second-lien term loans) by
two years.

Caldic's financial metrics will deteriorate due to lower EBITDA
that cannot be fully offset by reduced debt.  The company's
intended dividend is sizable and relatively aggressive, in S&P's
view, considering the current weak macroeconomic environment.
Although the transaction will cut debt by about EUR87 million, it
will also lead to the exclusion of the production segment, which
generated EUR53 million revenue and EUR11 million EBITDA in 2019.
With below 1% revenue growth and flat EBITDA in 2019 year-on-year
(pro forma excluding divested assets and one-off costs), operating
performance was weaker than S&P expected. This stems from ongoing
softness in demand in Europe, with lower volumes, especially in the
industrial segment, and pricing pressure caused by oversupply of
silicone products in the market. This offset the healthy organic
growth in North America and contribution from previous
acquisitions. In addition, high one-off costs of EUR11 million in
2019, which primarily relate to restructuring and footprint
optimization measures, contributed to a decline in the company's
adjusted EBITDA to EUR52 million in 2019 (after one-off costs) from
EUR70 million in 2018 (or EUR63 million excluding production). S&P
consequently expect leverage to be high at above 8.0x adjusted debt
to EBITDA on a pro forma basis for 2019.

Nevertheless, rising earnings could enable swift deleveraging to
below 6.5x by 2021.  S&P estimates that Caldic's adjusted
debt-to-EBITDA ratio will improve to below 7.0x in 2020 and below
6.5x by 2021 on the back of an expected increase in adjusted EBITDA
to EUR60 million-EUR65 million in 2020-2021. The anticipated
improvement is thanks to moderate organic growth, especially in the
food segment in North America, no further negative impact from
silicone, contribution from two bolt-on acquisitions done in 2019,
lower restructuring costs, as well as higher margins due to
efficiency gains from site optimization and other measures to
better pricing and salesforce effectiveness. That said, leverage
will be at the weak end of the 5.0x-6.5x range commensurate with
our 'B' rating even in two years, leading to minimal headroom for
underperformance compared with our forecast.

That said, EBITDA interest coverage and positive FOCF, to some
extent, support Caldic's current credit quality.  S&P said, "We
expect EBITDA interest coverage to strengthen to comfortably above
2.5x, and reported FOCF will be small, but positive, from 2020
(excluding one-off expenses related to the proposed transaction).
Caldic has a track record of strong cash conversion, driven by its
asset-light business model with limited maintenance capital
investment needs and a continuous focus on working capital
management. This will support recurring positive FOCF. We forecast
the company will generate average FOCF of EUR6 million-EUR12
million per year from 2020."

S&P said, "We view the financial policy as aggressive due to
private equity ownership, notably in terms of high leverage
tolerance and incentives to maximize shareholder returns.  Although
Caldic will use part of the disposal proceeds to repay debt, more
cash will go toward the sizable dividend, causing deterioration of
credit ratios and minimal headroom under the current ratings.
Still, we understand that Caldic will focus on deleveraging
following this transaction, and that there is no plan for further
dividend payments at this time. We expect Caldic will continue with
bolt-on acquisitions, given the highly fragmented marketplace, and
that it will rely primarily on internal cash flow generation for
these deals."

The disposal narrows Caldic's diversification and widens the
exposure of its earnings base to external factors, but enables the
company to focus more on its core business.  Without the about 15%
EBITDA contributions from the production segment following the
disposal, Caldic is smaller and its earnings base is thinner and
less diversified. Moreover, we consider the disposal as dilutive
for Caldic's operating margins, given typically higher margins for
production than distribution activities. However, the disposal will
enable Caldic to transform into a pure player for specialty
chemicals distribution and sharpen its focus on more stable food
and health and personal care markets. The production activity,
which includes manufacturing of chemical synthesis and tank
storage, has limited synergies with the company's core distribution
business and value-added services (mixing, blending, repackaging,
etc.).

Caldic's business risk profile reflects its relatively small size
and a fairly high concentration in mature markets.  S&P
acknowledges the company's concentration notably in Europe (52% of
2019 pro forma normalized EBITDA) and North America (42%, primarily
in Canada), and the highly fragmented and competitive distribution
industry. Caldic partially compensates this with its strong market
position in food ingredients in certain regions and reinforced
focus on more stable end markets, namely food (64% of EBITDA) and
health and personal care (about 10%). Caldic has continuously
shifted, including through acquisitions, to a service provider for
specialty-type products with more value-added services. This is
especially for the food industry, which has higher margins and
better resilience to cycles than the distribution of industrial
chemicals. As a small distributor, the company shows very favorable
diversification by supplier and customer base with longstanding
relationships with its key accounts. The relatively low fixed-cost
base also supports the company's fairly stable profitability. The
resilient business model, to some extent, mitigates the high
leverage the company is carrying for the current 'B' rating level.

The negative outlook reflects the possibility of a downgrade if
Caldic failed to generate positive FOCF, or deleveraging were to be
slower than our current expectation. Also, the large one-off
dividend payment following the divestment of production segment
leads to minimal headroom under current ratings.

S&P could lower the ratings if the company failed to generate
positive FOCF or it expects adjusted debt to EBITDA to remain above
6.5x by 2021. This could occur due to adverse operational
developments, such as lagging growth in mature markets, lost market
share, or unanticipated high one-off costs, resulting in materially
lower EBITDA than its current forecasts.

In addition, a more aggressive financial policy, as reflected in
further dividend payments or large debt-funded acquisitions could
also put pressure on the rating.

S&P said, "We could revise the outlook to stable if we observed a
recovery in Caldic' adjusted EBITDA to EUR60 million-EUR65 million,
teamed with sustainably positive FOCF generation. A stable outlook
would also hinge on a deleveraging trajectory toward 6.5x adjusted
debt to EBITDA, alongside a positive business trend. We also expect
financial policy to remain supportive of the current rating."




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

PGS ASA: Fitch Hikes Issuer Default Rating to B, Off Watch Positive
-------------------------------------------------------------------
Fitch Ratings upgraded PGS ASA's Issuer Default Rating to 'B' from
'B-' and removed it from Rating Watch Positive. The Outlook is
Stable.

The upgrade reflects receding liquidity risk following the
completion of its refinancing and equity-raise as well as improved
credit metrics. Fitch now views PGS as better-positioned to absorb
future volatility in the oilfield services market, with no
near-term maturities while the equity-raise and amortisation
schedule of the new debt will aid reducing gross debt to below USD1
billion by end-2020.

The rating reflects PGS's position as a leading global marine
seismic company with a market share of around 35% that is offset by
its lower diversification than peers' (focus on offshore), niche
focus on marine seismic and exposure to a highly volatile sector.
However, its streamlined cost position and improved financial
profile should improve its ability to weather the industry
volatility.

Fitch expects the recovery in the marine seismic market to be
sustained, translating into continued positive free cash flow (FCF)
generation for PGS. Given its commitment to debt reduction,
enforced by the mandatory amortisation under PGS's new capital
structure, Fitch expects debt quantum to decline and financial
flexibility to strengthen, which should translate into sound
refinancing prospects ahead of maturities.

KEY RATING DRIVERS

Successful Refinancing: The completion of the USD95 million
equity-raising has allowed PGS to redeem its existing USD212
million notes due December 2020. The equity issue and redemption of
the outstanding notes were conditions for PGS's new USD523 million
term loan B (TLB) and USD215 million revolving credit facility.
Under the current capital structure, the debt maturity profile is
extended to 2023 (RCF) and 2024 (TLB). A share capital increase was
also approved at the EGM that could raise up to USD10 million from
shareholders who did not participate in the private placement. PGS
expects that the subscription period for this offering will start
in 2Q20.

Liquidity Risk Reduced: Following the transaction, PGSs' liquidity
scores increase comfortably to above 1.x from -0.6x calculated for
2020 pre-refinancing. Fitch forecasts FCF of around USD110 million
on average during 2020-2022, despite higher interest costs than in
the previous capital structure, but expect them to moderate as debt
is reduced. PGS also has USD35 million available under its reduced
RCF, which Fitch views as sufficient to cover short-term liquidity
requirements. Until September 2020, USD135 million remains
available under the non-extendible part of the USD350 million RCF.

Improving Credit Metrics: Funds from operations (FFO)-adjusted
gross leverage (assuming investments in the multi-client library
are capitalised and operating leases are also capitalised)
decreased to below 3.0x in 2019. Fitch forecasts FFO-adjusted gross
leverage to further decline below 2.5x from 2020. Fitch expects FFO
margin (post investments in the multi-client library) to increase
to 22% in 2020 from 19% in 2019 and further to 27% by 2022. Fitch
expects FCF generation to remain positive over 2020-2022.

Deleveraging Capacity: The equity component of the refinancing
package accelerates deleveraging on an absolute level basis. Fitch
now forecasts gross debt to fall below USD1 billion in 2020, one
year ahead of its previous expectations. The higher mandatory
amortisation under the new credit agreement of around USD26 million
per annum (USD4 million previously) will further help debt
reduction to around USD820 million by 2022 (around USD950 million
previously). Fitch believes PGS will be able to generate enough FCF
to meet its scheduled debt repayments. Given the market volatility,
Fitch remains focused on absolute debt dynamics when assessing the
level of debt burden.

Commitment to Voluntary Debt Reduction: PGS updated its financial
policy to an absolute amount of net debt (before lease adjustments)
at no higher than USD500 million-USD600 million, compared with
around USD1.1 billion at end-2018. Fitch views PGS identifying debt
reduction as one of its key financial priorities as positive,
although its ability to reduce debt will depend on market
conditions to a significant extent. During 2019, it primarily used
its FCF to reduce RCF drawings by USD85 million. Total financial
debt post-refinancing is calculated at USD1,030 million, expected
to decrease to around USD970 million by end-2020 (net debt at
USD830 million).

Shift to Contract Revenue: PGS's actual revenue and EBITDA
(excluding IFRS16 impact) for FY19 were in line with Fitch's
forecasts. However, the segment split was skewed towards contract
revenue, a departure from the trend in 2018, reflecting recovery in
the seismic contract market. Contract revenue more than doubled,
more than offsetting a 16% decline in multi-contract revenue driven
by low multi-client late sales. The average vessel allocation in
2019 was 40%/40% on contract seismic and multi-client respectively
(with only 8% stacked time), compared with average split of 22%/44%
in 2018 (21% average stacked time).

Premium Niche OFS Market Player: PGS generates revenue through
three major channels: (i) marine contract, where data is acquired
based on a contract and the customer acquires exclusive ownership
of the data; (ii) multi-client pre-funding, where the data is sold
to a group of customers on a prepaid basis but PGS retains the
right to use it in future; and (iii) multi-client late sales, where
PGS sells data to customers from its seismic data library.

Diversification Provides Stability: Following structural changes in
the marine seismic industry, PGS is now the only company providing
an integrated service offering, by being present in both
multi-client and marine contract businesses. The multi-client
business has fared better in revenue stability during a downturn
than the contract business but requires substantial investments to
keep the library up to date, which limits the ability to preserve
cash during market weakness. At the same time, the contract
business provides an upside during a market upturn.

Business Streamlined: In 2019 PGS sold one of its vessels to Japan
Oil, Gas and Metals National Corporation (JOGMEC) and has signed a
long-term service agreement with the company. However, PGS will
continue to own most of the vessels it operates. In addition, PGS
has reduced its workforce, centralised some functions and closed
down some representative offices. This helped reduce costs in
2018-2019 and supports the margin improvement forecast in its base
case.

Positive Market Trend: The seismic market has been on a positive
trend since 2Q19, which translates into increasing profitability
and PGS's decision to operate eight vessels during the winter
season (from six previously). At end-2019, PGS's order book stood
at USD322 million, almost double the end-2018 level. It also
reported a near 40% annual increase in prices for contracts during
2019, on the back of an increasing share of 4D surveys and higher
overall market activity. Utilisation rate also improved to 81% for
2019 (85% excluding 1Q19, 66% in 2018), a level that is in line
with pre-crisis utilisation level of 84% (average for 2006-2014).

DERIVATION SUMMARY

PGS focuses only on the offshore segment of the market, so it does
not benefit from diversification, unlike other oilfield services
companies with exposure to both offshore and onshore, such as
Nabors Industries, Inc. (BB-/Stable). Moreover, PGS is active in
the marine seismic acquisition, a niche segment of the exploration
business, which Fitch views as higher-risk than drilling.
Underlying market dynamics remain dependent on cash flow generation
of oil and gas companies and their decision to invest in
exploration.

In contrast to PGS, Fugro N.V. (B(EXP)/Stable) - a global leading
geophysical services provider focusing on offshore and onshore
geo-data acquisition, analysis and advisory services - is less
exposed to the oil market and more diversified across end-markets
(wind projects, infrastructure and nautical construction). Fugro's
rating is constrained by small scale, lower profitability and
historically high but moderating leverage. This results in more
stringent Fitch negative leverage guidelines for PGS with FFO-
adjusted gross leverage of 3.5x (including operating leases)
compared with FFO-adjusted net leverage of 3.5x (excluding
operating leases) for Fugro.

KEY ASSUMPTIONS

  - Eight vessels in operation

  - Utilisation rate (active vessel time) for 2020 conservatively
    assumed at 78%, rising to above 80% in 2021-2022 (PGS's actual
    utilisation rate for 2019 at 81%);

  - Profitability (measured as FFO minus investments in library
    divided by revenue) improving to 22% or above from 2020 (19%
    in 2019)

  - Multi-client investment at around USD250 million a year up to
2022

  - Capex (without library) at USD80 million in 2020 and USD120
    million a year in 2021-2022

RATING SENSITIVITIES

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

  - FFO-adjusted gross leverage (assuming investments in the
    multi-library are capitalised; including capitalised operating
    leases) consistently below 1.5x

  - Debt stabilising at or falling below USD600 million

  - Sustained positive FCF generation through the cycle

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

  - FFO-adjusted gross leverage (assuming investments in the
    multi-library are capitalised; including capitalised
    operating leases) consistently above 3.5x

  - FFO margin (adjusted for investments in the library)
materially
    below 20% on a sustained basis

  - Debt meaningfully exceeding USD1 billion on a sustained basis
    driven by consistently negative FCF

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: PGS's liquidity is now substantially
improved given upcoming maturities for RCF and TLB have been
extended to 2023-2024, while equity and TLB add-on were raised to
pay back the December 2020 notes. Fitch forecasts PGS to generate
sufficient cash to fund capex and to service its debt, while also
increasing its cash balances. Of its USD215 million RCF, USD35
million is undrawn and available for short-term liquidity purposes,
after September 2020. Excess cash sweep provisions require excess
cash to be applied pro-rata to RCF and TLB commitments. However,
payments towards RCF will stop once the commitments are reduced to
USD200 million, still providing a sufficient liquidity buffer.

The new capital structure is completely secured, with TLB and RCF
lenders having a first-lien claim to essentially all of PGS's
assets, except for the four Titan-class vessels that are pledged as
collateral to an export credit financing facility. On the latter,
lenders have an indirect second pledge on the value of the
Titan-class vessels exceeding the export credit financing loans.

SUMMARY OF FINANCIAL ADJUSTMENTS

EBITDA and cash flow from operations were adjusted for rental
expense calculated at USD41.4 million of depreciation of leased
assets and USD13.8 million of lease interest.

USD55 million of rental expenses were capitalised at a multiple of
8x.

Reported lease debt was removed from gross debt.

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.




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

TRANSOCEAN LIMITED: Egan-Jones Cuts Sr. Unsecured Ratings to CCC+
-----------------------------------------------------------------
Egan-Jones Ratings Company, on February 18, 2020, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Transocean Limited to CCC+ from B-. EJR also
downgraded the rating on commercial paper issued by the Company to
C from B.

Transocean Limited is the world's largest offshore drilling
contractor based on revenue and is based in Vernier, Switzerland.
The company has offices in 20 countries, including Switzerland,
Canada, United States, Norway, Scotland, India, Brazil, Singapore,
Indonesia, and Malaysia.





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

HOSTMAKER: Set to Go Into Administration Following Losses
---------------------------------------------------------
Business Sale reports that Flying Jamon Limited, the parent company
of UK property management startup Hostmaker, has filed notice of
intention to appoint administrators.

The company filed the notice with the High Court, giving it until
next month to keep Hostmaker afloat, Business Sale relates.

According to Business Sale, Hostmaker is reported to have generated
sales of GBP17 million across 2017 and 2018, leading to losses in
excess of GBP20 million over the last three years.

Its most recent accounts from 2018 show that Hostmaker spent GBP9.9
million and had turnover of GBP12 million, Business Sale discloses.
However, administrative expenses amounting to GBP16 million led to
it making a GBP14.3 million loss, Business Sale notes.

The notice of intent filed by Flying Jamon Limited gives Hostmaker
ten days to resolve its issues with creditors, Business Sale
states.  Hostmaker says it is in talks with several investors,
Business Sale relays.

Hostmaker was founded by former hotel industry strategist Nakul
Sharma in 2014.  It raised GBP23 million from investors in two
funding rounds, allowing it to expand from London to France, Spain,
Italy, Portugal and Thailand.  The company provides homeowners with
services including cleaning, concierge and photography for online
property listings on sites such as Airbnb.


HOUSEOLOGY.COM: Olivia's Buys Business Out of Administration
------------------------------------------------------------
Emma Newlands at The Scotsman reports that Houseology.com, the
Scottish interior design business with a host of high-profile
backers such as former Tesco boss Sir Terry Leahy, has been rescued
after falling into administration last month.

According to The Scotsman, luxury furniture and homeware brand
Olivia's has completed a deal to buy the Glasgow-based brand for an
undisclosed amount in a blind auction.

Houseology Design Group had been hunting for a buyer for its retail
arm after appointing administrators, with 23 employees made
redundant, The Scotsman relays.  The group comprised
business-to-consumer brand Houseology.com and Bureau, a furniture
consultancy aimed at businesses -- which was unaffected by the
appointment and would continue to trade as normal, The Scotsman
discloses.

Olivia's is part of The Moot Group, which is led by founder and
serial tech entrepreneur Nick Moutter, and has acquired all of
Houseology.com's intellectual property and assets, including
suppliers and stock, The Scotsman notes.

Olivia's, as cited by The Scotsman, said the sale "has the full
support of the outgoing executive team", adding: "While Olivia's is
not taking on any of the brands' historical liabilities, it is
happy to help any Houseology customers that have been affected by
the recent news and will try to work with historical creditors."

"Poor marketing decisions and returns along with a dysfunctional
logistics process caused the brand to fall into decline.  Once
generating annual revenues of circa GBP10 million, [Houseology.com]
had slowly declined over the last 12 months, resulting in poor Q4
sales in 2019, forcing the board to file for administration," The
Scotsman quotes Mr. Moutter as saying.


MOPLAY: Declared Insolvent, Halts Customer Withdrawals
------------------------------------------------------
Inkedin reports that following the revocation of its operator
license, Addison Global's MoPlay brand has announced that the
company is now insolvent and has stopped withdrawals from
customers.

The operator was suspended after the UK Gambling Commission
explained in a statement that it suspected "that Addison Global
Limited has breached a condition of the licence (section 120(1)(b)
and is unsuitable to carry on the licensed activities (section
120(1)(d) of the Act)", Inkedin relates.  Since the suspension,
Moplay has ceased processing withdrawals, with the site now offline
in the United Kingdom, Inkedin notes.

According to Inkedin, a message on the MoPlay website said: "Due to
financial difficulties, we are unable to process withdrawals.  We
draw your attention to clause 9 of our terms and conditions which
refers to the status of funds in the event of insolvency."

Clause 9 of MoPlay's terms and conditions added: "Funds will be
held separate from company funds in a mixture of bank accounts and
reserve funds which we hold with our payment processors.  However,
if there was ever a situation where we became insolvent, your funds
would not be considered separate to the other company assets and
you may not receive all your funds back."


PAPERCHASE: To Shut Down Ipswich Store Following CVA
----------------------------------------------------
Ipswich Star reports that popular stationery chain Paperchase is
closing down its store in Ipswich, in the latest loss to the town
centre.

The reason for the closure and the date when the store will shut
are not as yet known, Ipswich Star notes.

Paperchase has been in Ipswich for nearly 10 years, after opening
during 2010, Ipswich Star discloses.

Last year, the company launched a company voluntary arrangement
(CVA) process, which led to a small number of stores closing
nationally, Ipswich Star relates.


YORK COCOA: Creditors Back Company Voluntary Arrangement
--------------------------------------------------------
Mike Laycock at The Press reports that York Cocoa Works -- the
venture which brought chocolate-making back into York city centre
-- has reached a voluntary agreement with creditors and can stay
open after becoming insolvent.

The CVA (Company Voluntary Arrangement) for the Castlegate-based
business has been agreed by the vast majority of creditors, The
Press relates.

According to The Press, managing director Sophie Jewett said the
Cocoa Works remained open for business and had a bright future, and
under the arrangement, creditors would be paid all they were owed
over five years and also receive a dividend of 50% of all profits.

In early January, the company's bank had made a commercial decision
to restrict its banking access, and the CVA proposal had become
necessary, The Press recounts.

A notice of voluntary arrangement lodged at the High Court states
that meetings of creditors and members took place in York on Feb.
7, The Press discloses.

Creditors owed a total of GBP617,786 -- including Sophie Jewett,
who was owed GBP129,943 -- voted for acceptance of the CVA
proposal, The Press states.   Only two creditors voted against, one
of whom was HMRC, which was owed GB{57,352, The Press notes.
Shareholders voted unanimously to approve it, according to The
Press.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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