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

                          E U R O P E

          Thursday, March 26, 2020, Vol. 21, No. 62

                           Headlines



B E L G I U M

TELENET GROUP: Fitch Affirms LT IDR at 'BB-', Outlook Stable


F R A N C E

FINANCIERE MENDEL: Moody's Assigns B3 CFR, Outlook Stable


G E O R G I A

TBC LEASING: Fitch Rates GEL70MM Senior Secured Bond Issue 'BB-'


G E R M A N Y

ALPHA GROUP: Fitch Cuts LT IDR to 'B-', Outlook Negative
IHO VERWALTUNGS: Fitch Affirms BB+ IDR, Alters Outlook to Negative


I R E L A N D

HARVEST CLO XXIII: Fitch Gives 'B-sf' Rating on Class F Notes
MADISON PARK XV: Fitch Affirms Class E Debt at 'BB-(EXP)sf'


I T A L Y

TAURUS 2018-1: Fitch Affirms Bsf Rating on Class E Notes
[*] ITALY: Shipowners Seek Standstill Agreements with Banks


K A Z A K H S T A N

KAZAKHSTAN UTILITY: Fitch Affirms LT IDR at 'B+', Outlook Stable
MANGISTAU REGIONAL: Fitch Affirms LT IDR at 'B+', Outlook Stable


N E T H E R L A N D S

[*] NETHERLANDS: Number of Corporate Bankruptcies Hardly Changed


N O R W A Y

NAS ENHANCED 2016-1: Fitch Cuts Class B Certs. Rating to 'CCC'


P O L A N D

EUROBANK SA: Fitch Gives 'CCC+' LT IDR on Completion of Hive-Down


R U S S I A

AEROLFOT: Fitch Affirms 'BB' LT IDR, Alters Outlook to Neg.


U N I T E D   K I N G D O M

AVATION PLC: Fitch Cuts LT IDR to B+ & Places Rating on Watch Neg.
DEBENHAMS PLC: Asks Landlords to Consider Further Rent Cuts
HONOURS PLC: Fitch Withdraws Dsf Class B Debt Rating
OASIS AND WAREHOUSE: Explores Sale, Appoints Administrators
REMNANT KINGS: Enters Administration, Ceases Trading

SYNLAB UNSECURED: Fitch Affirms LT IDR at 'B', Outlook Stable
VUE INTERNATIONAL: Moody's Affirms B3 CFR,  Alters Outlook to Neg.
[*] UK: Government to Guarantee GBP330BB of Bank Loans to Firms


X X X X X X X X

[*] Fitch Places 15 Credit-Linked Notes Under Criteria Observation

                           - - - - -


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B E L G I U M
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TELENET GROUP: Fitch Affirms LT IDR at 'BB-', Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Belgium-based Telenet Group Holdings N.
V's Long-Term Issuer Default Rating at 'BB-' with a Stable Outlook
and Short-Term IDR at 'B'. Fitch has also affirmed the group's
senior secured rating at 'BB+' with a Recovery Rating of 'RR1'.

Telenet's ratings reflect its solid market position in Flanders and
Brussels, strong operational profile supported by convergent fixed
and mobile offerings, and the ability to sustain its competitive
position. Under the new recurring dividend policy to distribute
about 50%-70% of prior year adjusted free cash flow each year, the
company still retains some discretion to manage its capital
structure thanks to strong cash generation. Telenet's high leverage
compared with peers constrains the IDR at 'BB-'.

Potential challenges from competition and cable wholesale
regulation are likely to moderately pressure EBITDA, but Fitch
views this impact as limited and manageable.

KEY RATING DRIVERS

Strong Operating Profile: Telenet has a leading position in the
fixed line segment in Belgium, with a market share of around 65% in
its franchise area of Flanders. The ownership of national mobile
network enables Telenet to keep focusing on its convergent-based,
multi-play strategy. Telenet reached 547 thousand fixed-mobile
convergent subscribers by 4Q19, an increase of 37% yoy and
representing about 26% of total customer relationships. The
increasing share of convergent customers contributes positively to
Telenet's average revenue per user growth and is important for
retaining its position in a segmented and competitive market.

Leading Market Position: Telenet is able to sustain its leading
market position by investing in its network infrastructure,
providing value-for-money content bundles and improving customer
service. The completion of its cable and mobile networks upgrade in
September 2019 enables Telenet to provide 1 Gbps speed in its whole
footprint and reinforces its leadership in fixed infrastructure.
This supports the company's FCF generation, which in turn allows
investments in network infrastructure and content that improve the
value of Telenet's product offering and aid product
differentiation.

Tougher Cable Wholesale Regulation: Under Belgian telecoms
regulation, Telenet is obliged to provide wholesale access to its
network. The terms of this access are changing, improving the
economics and operational execution for alternative carriers,
namely Orange Belgium. Under the new regulation that is expected to
be finalized in 2Q20, the pricing mechanism will move from
retail-minus to a cost-plus method.

An interim price reduction has taken place, with wholesale prices
for a broadband connection up to 149Mb per second decreasing to
EUR20 from EUR24 per month. The regulator's latest consultation
paper published in July 2019 indicates a further 25% reduction from
the interim price.

Limited 5G Spectrum Visibility: Belgium's spectrum auction has been
delayed due to national elections and disagreement among regional
governments on the distribution of auction proceeds. The auction is
more likely to be held in 1H21. The delay of the 5G spectrum
auction is unhelpful for the industry and 5G rollout in Belgium,
despite the regulator's intermediate solutions to issue temporary
5G licenses to operators. The uncertainty of timing and auction
shape also limits prediction of operators' cash flow as the
ultimate spectrum costs and the capex needs to meet coverage
obligations are unknown.

Fourth Operator an Event Risk: The Belgian government originally
proposed to auction the mobile telecom spectrum in 2H19 with a
reservation of certain spectrum frequencies for the entry of a
fourth mobile operator. Given the lack of visibility on auction
timing and structure, Fitch would view the regulator's granting of
a fourth network license as an event risk. The Belgian mobile
market is competitive and the entry of a fourth operator could
pressure Telenet's FCF generation.

Steady State Dividend Policy: After a long period of using
extraordinary dividends and share buyback programs, Telenet has
adopted a more 'steady-state' dividend policy since 2019. It
targets to distribute about 50%-70% of prior year company-defined
adjusted FCF via recurring common dividends. Fitch considers this
dividend policy provides more visibility of Telenet's dividend
streams and the remaining FCF still provides some flexibility for
M&A, investments and the management of its capital structure.

Comfortable Leverage Profile: Telenet intends to manage leverage
around the middle point of its target range of 3.5x to 4.5x
company-defined net debt-to-EBITDA (FY19: 4.0x). This broadly
corresponds to 4.5x-5.5x on a funds from operations (FFO) adjusted
net leverage basis. Its base case forecasts indicate that Telenet
is likely to maintain FFO adjusted net leverage broadly flat at
4.9x and comfortably within its downgrade sensitivity trigger of
5.2x. This assumes a dividend pay-out ratio of 70% of prior year
pre-dividend FCF from 2021.

No COVID-19 Impact: Fitch does not envisage any impact on Telenet's
financial performance from the COVID-19 pandemic. If anything, it
is likely that telecom providers, will generally see increased
demand for data and potentially an up-tick in areas such as paid
for video and out of bundle revenues as social distancing and
self-isolating behavior drives demand for connectivity, news and TV
based infotainment. Service providers active in the corporate and
business segments should see increased demand for data services.
Fitch is not including any specific upside in its forecasts at this
stage.

DERIVATION SUMMARY

Telenet's ratings are driven by the company's strong operating
profile, which is underpinned by a strong network footprint in
Flanders, scaled operations with strong cash generation and a
sustainable competitive position. This enables Telenet to support a
leveraged balance sheet. The company's leverage target relative to
other western European telecoms operators is high and is a
constraint on the ratings. Telenet targets leverage 3.5x-4.5x net
debt- to-EBITDA (based on its definition). This is broadly in line
with similarly rated cable peers such as Virgin Media Inc.
(BB-/Stable) and UPC Holding BV (BB-/Rating Watch Positive) but
lower than NOS S.G.P.S (BBB/Stable), which has equally strong
operating profile but manages leverage at lower levels.

KEY ASSUMPTIONS

Rebased revenue to marginally decline in 2020 and return to less
than 0.5% growth in 2021-2023

EBITDA margin, before IFRS16 impact, stable around 48.1% of sales

Accrued capex/sales ratio of 19% in 2020-2023 (excluding spectrum
payments and amortisation of broadcasting rights)

Common dividend payments of 70% of pre-dividend FCF of previous
year from 2021

Share buyback program of EUR85 million per year from 2021

RATING SENSITIVITIES

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

Positive rating action is unlikely in the medium term unless
management pursues a more conservative financial policy.

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

A weakening in the operating environment due to increased
competition from either mobile or cable wholesale leading to a
larger than expected market share loss and decrease in EBITDA.

FFO adjusted net leverage consistently over 5.2x and FFO
fixed-charge cover trending below 2.5x (2018: 5.1x).

A change in financial or dividend policy leading to new, higher
leverage targets.

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity Profile: Telenet has a strong liquidity position
as a result of positive internal cash-flow generation and undrawn
credit facilities of EUR505 million as of end-2019. Telenet has a
long-dated debt maturity profile, with no significant debt
maturities until 2028.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch has applied a lease rental multiple of 8x to arrive at the
company's lease adjusted debt and leverage metrics.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).



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F R A N C E
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FINANCIERE MENDEL: Moody's Assigns B3 CFR, Outlook Stable
---------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating and
a B3-PD probability of default rating to Financiere Mendel SAS, the
parent company of the global veterinary health company Ceva and the
entity at the top of the restricted banking group. Concurrently,
Moody's has withdrawn the existing B3 CFR and the B3-PD PDR that
was previously assigned to Financiere Top Mendel SAS.

Moody's has reassigned the CFR from Financiere Top Mendel SAS to
Financiere Mendel SAS following a change in the broader Ceva group,
as a result of which, Financiere Mendel SAS will be the top entity
and the new reporting entity within the restricted group going
forward.

Moody's has also affirmed the B3 senior secured rating of Ceva's
existing facilities, comprising a EUR2.0 billion senior secured
Term Loan B, a EUR50 million senior secured acquisition & capex
facility maturing in 2026, and a EUR100 million senior secured
revolving credit facility maturing in 2025, borrowed by the company
and its subsidiary Ceva Sante Animale.

The outlook for Financiere Mendel SAS and Ceva Sante Animale
remains stable.

"We have affirmed the existing debt ratings at B3 reflecting the
company's good operating performance in 2019 and its expected
resilience in the current economic environment, balanced by our
expectation that Ceva's Moody's-adjusted (gross) debt/EBITDA will
remain high in the 7.0x-8.0x range in the next 24 months", says
Lorenzo Re, a Moody's VP - senior analyst and lead analyst for
Ceva.

A full list of affected ratings is provided towards the end of the
press release.

RATINGS RATIONALE

Ceva's B3 corporate family rating (CFR) is constrained by the
highly leveraged capital structure of the company, with
Moody's-adjusted (gross) debt/EBITDA expected to remain in
the7.0x-8.0x range through 2021.

The company has recently announced a reorganization of its
shareholding structure that involves the entry of new long-term
partners alongside the existing ones. As part of the
reorganization, Moody's notes the issuance of EUR600 million worth
of PIK notes outside the Financiere Mendel SAS restricted group, of
which EUR46 million has been down streamed into the restricted
group as equity or equity-like shareholder loans. This EUR46
million contribution from shareholders is not material, but is
nevertheless positive as it provides Ceva with additional liquidity
at a time of rising uncertainty linked to the coronavirus
outbreak.

Ceva has an established track record of profitable growth, both
organically and through acquisitions. In 2019, the company
completed two acquisitions, Thunderworks and IDT, fully financed by
cash down streamed from the holding company outside the restricted
group and by drawings under the EUR50 million capex facility. These
acquisitions will contribute positively to the overall company's
profitability with around EUR20-25 million of additional EBITDA in
2020. Moody's expects that the company will continue to grow
revenue in the low to mid-single-digit rates in the next three
years on the back of favorable industry dynamics and leveraging on
its solid competitive position in certain niche segments and its
ability to innovate. However, top-line growth will be supported by
increasing investments, which will weigh on Ceva's cash flow
generation. Moody's expects the company's free cash flow to remain
negative in 2020 and close to zero in 2021, limiting the company's
capacity to reduce debt.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The animal health
sector has been so far only marginally affected by the shock, given
its correlation to the non-discretionary and essential food
consumption. In addition, Ceva should be able to mitigate any
disruption to its supply chain and production capacity because of
its large inventories of both finished products and core raw
materials. Notwithstanding this, Ceva remains vulnerable to shifts
in market sentiment in these unprecedented operating conditions and
to the outbreak continuing to spread. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The affirmation reflects Moody's expectation that the impact on
Ceva of the breadth and severity of the shock will remain
relatively modest.

In terms of governance, Moody's views Ceva's financial policy to be
aggressive, characterized by M&A appetite and tolerance for a
highly levered capital structure, as demonstrated by the debt
refinancing in 2016 and 2019, when the company up-streamed
respectively EUR210 and EUR232 million of cash outside the
restricted group to repay part of the PIK notes. Ceva is controlled
by management, who holds 36% of capital and 68% of voting rights.
Other shareholders include a number of long-term partners including
private equity funds, investment companies and family-owned
holdings. The rating does not assume any large debt financed
acquisition nor any further dividend distribution to serve or repay
the remaining EUR342 million shareholder loan maturing in 2026.

LIQUIDITY

Ceva's liquidity is good, supported by approximately EUR250 million
of available cash, pro-forma for the EUR46 million shareholder
contribution. Liquidity is also supported by access to the EUR100
million revolving credit facility, which is expected to remain
undrawn. This liquidity, together with the expected operating cash
flow generation, will comfortably cover the company's investment
plan over the next 12 to 18 months.

STRUCTURAL CONSIDERATIONS

The B3 ratings assigned to the EUR2.0 billion worth of senior
secured term loan B, the EUR100 million worth of senior secured RCF
and the EUR50 million worth of senior secured capital
spending/acquisition facility are in line with the CFR, reflecting
their pari passu ranking in the capital structure and the
loss-sharing provisions which remove structural subordination in
the structure.

The term loan and capex/acquisition facility are covenant-lite,
while the RCF contains one maintenance covenant, which is only to
be tested if the RCF is drawn by 40% or more. A potential
non-compliance with the covenant would not immediately trigger an
event of default for the term loans. The B3-PD probability of
default rating, in line with the CFR, reflects Moody's assumption
of a 50% recovery rate typical for bank debt structures with a
limited or very loose set of covenants.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that the company
will continue its profitable growth trajectory and that leverage
will remain high at or above 7.0x-8.0x range through 2021, although
marginally and gradually improving from the current level mainly
driven by EBITDA growth.

WHAT COULD CHANGE THE RATINGS UP/DOWN

In view of the company's current high leverage, upward pressure on
the rating is unlikely in the short term. Positive pressure on the
rating could develop should Ceva succeed in deleveraging such that
its (gross) debt/EBITDA ratio declines to below 6.5x and there is
evidence of a strong commitment to maintain leverage at this lower
level on a sustainable basis, together with continued robust
positive free cash flow generation. However, Moody's notes that the
EUR600 million worth of PIK notes outside of the restricted group
represents an overhang for Ceva's ratings, as there is the risk
that the PIK may be refinanced within the restricted group once
sufficient financial flexibility develops.

Conversely, negative pressure could develop if the company's
operating performance weakens and Moody's adjusted (gross) leverage
does not reduce below 8.0x in the next 24 months, or if the company
embarks on a large debt financed acquisition. A weakening in the
company's liquidity profile could also exert downward pressure on
the ratings.

LIST OF AFFECTED RATINGS

Issuer: Financiere Mendel SAS

Assignments:

Probability of Default Rating, Assigned B3-PD

Corporate Family Rating, Assigned B3

Affirmation:

Backed Senior Secured Bank Credit Facility, Affirmed B3

Outlook Action:

Outlook, Remains Stable

Issuer: Ceva Sante Animale

Affirmation:

Backed Senior Secured Bank Credit Facility, Affirmed B3

Outlook Action:

Outlook, Remains Stable

Issuer: Financiere Top Mendel SAS

Withdrawals:

Probability of Default Rating, Withdrawn, previously rated B3-PD

Corporate Family Rating, Withdrawn, previously rated B3

Outlook Action:

Outlook, Changed to Rating Withdrawn from Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.

Financiere Mendel SAS is the parent company of Ceva Sante Animale,
a French-based independent company in the animal health industry,
focusing on the research, development, production and marketing of
pharmaceutical products and vaccines for companion animals,
poultry, ruminant and swine. Ceva is majority-owned by management.
In 2019, Ceva reported revenue of EUR1.2 billion and EBITDA of
EUR278 million.



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G E O R G I A
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TBC LEASING: Fitch Rates GEL70MM Senior Secured Bond Issue 'BB-'
----------------------------------------------------------------
Fitch Ratings has assigned JSC TBC Leasing's senior secured bond
issue of GEL70 million a rating of 'BB-'.

TBCL's bond issue will refinance existing Lari-denominated funding
from local banks. TBCL intends to convert the bond from secured to
unsecured if all its bilateral secured lenders (local banks and
international impact investors) agree to release their respective
security. At that point, bondholders would be able to either put
the bond or accept a coupon step-up of 25bp for the remaining
maturity.

KEY RATING DRIVERS

TBCL's senior secured debt rating is equalized with the company's
Long-Term IDR, notwithstanding the bond's secured nature and an
outstanding buffer of contractually subordinated debt. This
reflects high uncertainty on asset recoveries in a scenario where
TBCL and TBC Bank are in default, a scenario which would likely be
accompanied by considerable macroeconomic stress in the country.

RATING SENSITIVITIES

Changes to TBCL's Long-Term IDR would be mirrored in the company's
senior secured bond rating.

The bond rating may be negatively impacted if converted to an
unsecured obligation relative to other senior obligations, unless
this is accompanied by a similar conversion of TBCL's other funding
facilities.

ESG Considerations

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



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G E R M A N Y
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ALPHA GROUP: Fitch Cuts LT IDR to 'B-', Outlook Negative
--------------------------------------------------------
Fitch Ratings has downgraded Alpha Group S.a.r.l.'s Long-Term
Issuer Default Rating to 'B-' from 'B'. The Rating Outlook remains
Negative. Fitch has also downgraded its senior secured debt rating
to 'B+'/'RR2' from 'BB-'/'RR2'. Alpha Group is the top entity in a
restricted group that owns A&O, a Germany-based youth travel hotel
and hostel operator with a network of leased and owned properties
in major European cities.

The downgrade reflects A&O's impaired financial flexibility as
Fitch expects the company will use most of its available liquidity
headroom to close a funding gap and cover operating losses
following a collapse in group travel related to the COVID-19
pandemic. Once the current crisis abates, A&O has the potential to
capitalize on supportive market trends and grow into a Europe-wide
brand. However, the discount travel accommodation market remains
highly competitive with a number of low-cost hotels as well as
campsites and sharing-economy sites (such as AirBnB) that offer
alternatives.

The Negative Outlook reflects the credit downside risks arising
from A&O's fragile liquidity and weak free cash flows, constrained
financial flexibility and persistently elevated leverage, which
could make the group's capital structure increasingly unsustainable
beyond 2020, if the rebound from the COVID-19 crisis is weaker than
expected.

KEY RATING DRIVERS

High Exposure to COVID-19 Disruption: The rating action reflects
the material impact of the COVID-19 economic disruption for lodging
companies. As a result of the restriction of movements imposed by
governments to limit the pandemic spread and exceptional measures
to offset sharply declining demand, Fitch expects occupancies to
drop significantly during 2020 across all of A&O's countries of
operations, particularly in 1H, before normalizing from 2H into
2021. Potential public support to soften the economic shock is not
incorporated into its assumptions and could ease the immediate
downturn impact from the outbreak.

EBITDA Loss Projected for 2020: Fitch projects a negative EBITDA of
EUR3 million in 2020 following the collapse of group travel as a
consequence of the COVID-19 outbreak. Bans on school trips until
the end of the current school year in June/July coincide with A&O's
high season (2Q and 3Q). With group travel contributing around 50%
of A&O's sales (40% for school groups alone) and more than two
thirds of EBITDA generated during the high season, Fitch projects a
50% reduction in annual sales and negative EBITDA as occupancy
falls below a breakeven of 35% in 2020.

Liquidity Headroom Fully Exhausted: In March 2020, A&O drew all of
its revolving credit facility (RCF) of EUR35 million to cover
operating losses and bridge funding gaps in support of its trade
working capital and capex needs. Together with a starting cash
balance estimated at EUR20 million A&O should have sufficient
liquidity to cover its cash needs for 2020. However, the business
will be left without any liquidity buffer thereafter to address
other operating challenges unrelated to the pandemic.

Volatile FCF: For 2020, Fitch projects FCF will remain materially
negative at around EUR25 million (-30% FCF margin) due to EUR3
million operating losses and cash outlays for debt service of EUR13
million, maintenance capex estimated at EUR5 million and other
operating costs, including tax payments of around EUR2 million.
From 2021 onward Fitch projects trading activity to rebound, which
should result in strongly improved EBITDA of EUR50 million and
funds from operations of EUR30 million. On the other hand, a sharp
increase of trading activity will lead to greater trade working
capital-related outflows estimated at EUR8 million, with FCF of ca
EUR10 million (6% FCF margin), assuming maintenance capex of EUR12
million (7% of sales).

Negative Outlook Reflects FCF Risk: Given A&O's lack of scale and
high financial risk, the group's projected recovering, yet still
weak, FCF for 2021 is the main factor behind the increased risk of
an IDR downgrade in the next 12 months, which is reflected in the
Negative Outlook. This assessment is consistent with its
sensitivities as defined in December 2019 when Fitch revised the
Outlook to Negative from Stable. This is also aligned with other
rated sector peers in Fitch's low non-investment grade space.

Deleveraging Delayed: Fragile FCFs in 2021 provide limited
possibilities for A&O to de-leverage to below 7.5x on an FFO
adjusted net basis by 2021, particularly as it will increase its
indebtedness by using the RCF. In the absence of a clean-down
provision or contractual RCF repayment requirements prior to final
maturity in 2024, Fitch currently estimates that A&O will reinvest
internal cash flows in operations (e.g. pent-up investments) as
opposed to making debt prepayments. This in turn will delay
deleveraging, informing its downgrade.

Covenant Breaches Waived: Due to the projected operating loss,
Fitch assumes any financial covenant breaches under the RCF, which
will be reflected in the compliance certificate as of June 2020,
will be waived. Given the group's limited exposure at risk, Fitch
sees little incentives for lenders to declare an event of default
and provoke a cross-default with A&O's term loan B. At the same
time, inability to cure, waive or reset the covenant threshold will
have a negative impact on A&O's ratings.

DERIVATION SUMMARY

A&O is one of the largest hostel chains in Europe with a strong
market position in Germany, where demand is underpinned by the
national policy of annual school trips, with groups contributing
about half of its sales. A&O has consistently grown over the past
10 years on the back of a carefully selected roll-out strategy with
two new assets a year and positive underlying market trends for
affordable trips and intra-Europe youth travel. However, it still
ranks significantly behind such global peers as NH Hotels Group
S.A. (B/Stable), Radisson Hospitality AB (B+/Stable) or Whitbread
PLC (BBB/Negative) in activities and number of rooms.

Its capex program directed towards asset expansion and enhancement
should allow A&O to consolidate its position as a reference
European hostel operator. Based on daily rates, A&O is one of the
cheapest options for travelers, particularly compared with other
urban operators in the economy (Accor SA (BBB-/Negative) and
Travelodge) or midscale (NH Hotels, Radisson and Whitbread)
segments. With an estimated 29% EBITDA margin in 2019, A&O's
profitability is structurally above that of other players with a
similar portfolio mix, but still far from that of investment-grade
asset-light operators such as Marriott International, Inc.
(BBB/Stable). Its FFO-adjusted gross leverage, which Fitch projects
will remain consistently above 7.5x, is higher than peers', and
more in line with a 'CCC' rating. High leverage, together with a
much smaller scale, justifies the difference from NH Hotels'
standalone credit profile and Radisson's rating.

KEY ASSUMPTIONS

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

  - Revenue decreasing by more than 45% in 2020, driven by a
reduction of revenue per available bed (RevPab), followed by a
rebound in 2021.

  - Negative EBITDA in 2020 as a result of the inability to fully
cover the cost base due to drop in activity levels, with EBITDA
margins returning to 30% from 2021 onward.

  - Capex reduced to minimum maintenance estimated at 6% in 2020 of
sales, increasing towards 8% thereafter;

  - Low single-digit working capital outflow for the next four
years, except in 2021 when Fitch expects a larger working capital
outflow required to accommodate an operating rebound;

  - RCF drawn by EUR35 million in 2020 with partial repayment of
EUR11 million in 2022 as FCF strengthens; and

  - No dividend distributions.

Recovery Assumptions:

  - Fitch estimates that A&O would be liquidated in bankruptcy
rather than restructured on a going-concern basis.

  - 10% administrative claim

  - The liquidation estimate reflects Fitch's view of the hotel
properties (valued by an external third party in 2017) and other
assets that can be realized in a liquidation and distributed to
creditors upon default

  - 75% advance rate applied to the value of owned properties based
on third-party valuations

These assumptions result in a recovery rate for the senior secured
debt within the 'RR2' range leading to a two-notch uplift to the
debt rating to 'B+' from the IDR. The principal waterfall analysis
output percentage on current metrics and assumptions is 89%
(unchanged).

RATING SENSITIVITIES

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

  - Fitch-defined EBITDA above EUR50 million on a sustained basis
along with EBITDAR margin returning to 43% by 2021;

  - FCF in mid-single digits over the next four years;

  - FFO adjusted leverage under 7.5x over the next four years; and

  - FFO fixed charge cover above 2.0x.

Developments That May, Individually or Collectively, Lead to Stable
Outlook

  - Availability under RCF of at least EUR25 million in combination
with freely available on-balance-sheet cash of at least EUR20
million;

  - A potential covenant breach under RCF being avoided, cured,
waived or reset, removing the risk of RCF acceleration and term
loan B cross-default;

  - FFO-adjusted gross leverage less than 8.0x beyond 2020; and

  - FCF returning to neutral to mildly positive by 2021.

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

  - Evidence of larger-than-expected cash outflows in 2020
requiring additional non-committed capital and/or non-waived or
uncured covenant breaches under existing RCF;

  - Mostly negative FCF in 2020 and 2021;

  - FFO adjusted leverage higher than 8.0x beyond 2020; and

  - FFO fixed charge cover below 1.5x.

LIQUIDITY AND DEBT STRUCTURE

Limited Liquidity: At end-2019, A&O had EUR29 million of cash on
balance sheet. Based on its forecast COVID 19-related downturn
scenario, Fitch projects A&O will use up to EUR25 million under the
committed RCF of EUR35 million in 2020, leaving it with limited
available liquidity headroom to address other operating needs or
sharper-than-expected falls in demand. For the purpose of its
liquidity analysis Fitch has excluded EUR3 million of cash,
considered as restricted cash, being blocked as deposit for
landlords or required in daily operations, thus not being available
for debt service.

A&O has a concentrated funding structure with the RCF maturing in
January 2024 and term loan B of EUR300 million due in January
2025.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).

IHO VERWALTUNGS: Fitch Affirms BB+ IDR, Alters Outlook to Negative
------------------------------------------------------------------
Fitch Ratings has revised the Outlook on German automotive and
industrial supplier Schaeffler AG's Long-Term Issuer Default Rating
to Negative from Stable and affirmed the IDR at 'BBB-'.

Fitch has also revised the Outlook on Schaeffler's immediate parent
and 75.1% owner, IHO Verwaltungs GmbH (IHO-V) to Negative from
Stable and affirmed its IDR at 'BB+'.

The Negative Outlook reflects the numerous challenges facing
Schaeffler in 2020 and beyond to sustain its profitability and
leverage metrics in line with its expectations for the rating. For
IHO-V, the Negative Outlook reflects the increasingly unfavorable
market dynamics facing Schaeffler as well as the risk of a further
reduction in the dividend paid to IHO-V by Continental AG
(BBB+/Stable), which could hinder or materially delay required
deleveraging for the consolidated group.

The consolidated group combines the full consolidation of
Schaeffler's accounts with the dividend stream from IHO-V's 36%
direct holding in Continental, which is included within its funds
from operations (FFO).

Weaker than expected earnings' progression placing downside risks
on its current 2021/2022 projections for FFO adjusted net leverage
and free cash flow (FCF) could lead to a downgrade.

The ratings continue to reflect Schaeffler's solid business
profile, a record of sound profitability, ongoing cost-saving
measures at Schaeffler and adequate financial flexibility for both
Schaeffler and IHO-V.

KEY RATING DRIVERS

Risks to Profitability Recovery: Fitch expects Schaeffler's EBIT
margin to fall further in 2020 to around 3.5% from 5.4% in 2019 and
9.4% in 2018. Fitch forecasts very weak profitability, notably in
the Automotive Original Equipment Manufacturers (OEM) division,
over 1H20. The coronavirus global outbreak intensifies existing
pressures on global vehicle production volume, strongly impairing
fixed costs absorption. The operating margin is expected to
strongly recover from its 2020 low point, although only reaching
its expectations for the rating beyond 2021.

Nonetheless, Fitch believes that the potential recovery in global
vehicle production volume could take longer and be weaker than
expected. Margin improvement will also be contingent upon the
success of the ongoing cost savings' initiatives while sustained
upfront investments are needed for the development of new products,
notably for electrified vehicles.

Support from Lower Capex, Dividend: Fitch expects Schaeffler's FCF
generation to turn negative again in 2020 from 0.7% in 2019 and
minus 0.3% in 2018. This is below its expectations for a standalone
'BBB-' rating. Weaker FFO generation from lower underlying
profitability and higher restructuring cash costs will drive the
deterioration. Reduced capex on weaker demand and production
stoppages with a lower dividend limit the downward adjustment to
its FCF forecast. Further pressure could come from higher than
expected deterioration in receivable terms and inventory level.

Fitch believes that the FCF margin will recover toward 1% in 2021
as the FFO margin bounces back beyond 2020. This assumes lower
capex intensity, as management enforces stricter capex allocation
following large investments between 2015 and 2018, and lower
dividend on weaker earnings.

Leverage Metrics at Risk: Leverage will come under pressure from
much lower FFO in 2020. Fitch projects the consolidated group and
Schaeffler's FFO adjusted net leverage to increase to 5.4x and 3.2x
at end-2020 from 3.5x and 2x at end-2019, respectively. These
levels are not commensurate with the ratings. Excess cash flow at
IHO-V and improving cash flow generation at Schaeffler are expected
to drive down leverage metrics within its sensitivities by
end-2022.

However, weak profitability enhancement at Schaeffler, lower than
expected dividend from Continental or larger than assumed
upstreaming of cash to IHO Beteiligungs GmbH could impair
deleveraging capacity and put pressure on the ratings.

Higher Spending on Acquisition: Fitch believes Schaeffler will play
a more active role in growing M&A activity across the auto-supply
sector. Fitch expects the company will favor acquisitions of a few
hundred million euros per year to acquire new and complementary
technologies. Its rating case incorporates average yearly spending
on acquisitions of EUR0.2 billion.

Fitch also believes that management could consider a large
debt-funded acquisition under the right circumstances. Any major
acquisition or numerous bolt-on acquisitions would constitute event
risk and would be assessed on a case-by-case basis, reflecting the
impact on the company's business risk profile and credit metrics.

Strong Business Profile: Schaeffler's ratings are underpinned by a
business profile that Fitch views as commensurate with the 'BBB'
category. The company benefits from its large scale in the markets
covered, a positioning on high value-added parts, a top-ranking
position in high quality and reliability-driven market segments,
and a solid track record of innovation.

Fitch expects Schaeffler's longstanding relationships with large
and renowned OEMs and the company's sound end-market
diversification to continue. Schaeffler has a global reach thanks
to a broad industrial footprint, with a presence in developed and
emerging markets, matching OEMs' production hubs.

Outperformance Expected: Fitch expects Schaeffler to outperform
vehicle production growth over the forecast horizon. The risk of
loss of earnings from growing share of battery electric vehicle
with less mechanical components is significant for its automotive
businesses. Nonetheless, the group has demonstrated capacity to
sustainably increase the value of its content per vehicle with the
development of integrated systems and optimised components, and
strong innovation ability.

Schaeffler already has several customer projects and series
contracts for its hybrid modules, e-axles and e-motor. Downside
earnings risk is also mitigated by the group's longstanding
relationships with major OEMs and diversification in chassis
systems and outside automotive original equipment.

Marketable Assets Support Ratings: IHO-V's 36% equity stake in
Continental (valued at about EUR4.1 billion at 18 March 2020) is a
significant asset. The value of this minority stake is not
explicitly reflected in Fitch's credit metrics, only the dividends
received. Fitch would expect that a partial stake in this listed
company could be sold fairly swiftly, which could allow IHO-V to
repay a portion of its gross debt. This potential source of
liquidity partially mitigates weak leverage metrics for the
consolidated group.

Parent-Subsidiary Linkage Established: Schaeffler's 'BBB-' rating
incorporates a one-notch uplift from the consolidated group (IHO-V)
rating of 'BB+', due to Schaeffler's higher underlying standalone
rating of 'BBB-' and the weak to moderate linkage between
Schaeffler and IHO-V. Limited documentary constraints on
upstreaming of dividends do not ring-fence Schaeffler from
additional leverage at IHO-V. Fitch expects dividend payments to
remain predictable, and to support modest deleveraging at
Schaeffler.

No Notching Uplift from IHO's IDR: Fitch has not notched IHO-V's
senior secured debt rating above the company's IDR. The debt is
secured by a pledge on common shares and not by a pledge on readily
saleable hard assets or intangible assets. Fitch acknowledges that
the current value of pledged shares exceeds the first-lien debt
amount. However, the pledge is partly made of common shares of
Schaeffler, the sole controlled assets of IHO-V, which is the main
driver of IHO-V's IDR.

Financial stress at the level of the holding (IHO-V) is likely to
be linked to financial stress at the level of Schaeffler, therefore
to a lower value of the pledged shares. IHO-V's indebtedness is
also structurally subordinated to the Schaeffler Group's
indebtedness, potentially impairing recovery prospects of IHO-V's
creditors.

Average Recovery Assumed: Schaeffler's EUR5 billion EMTN issuance
program's rating is in line with the group's IDR, assuming average
rates of recovery available to creditors in the event of
bankruptcy. It reflects the program's equal ranking with all other
present, unsubordinated, unguaranteed and unsecured obligations of
the issuer. The outstanding EUR600 million unsecured notes issued
by Schaeffler Finance B.V. are pari passu with Schaeffler's notes,
being guaranteed by Schaeffler AG.

The current level of prior-ranking debt is limited and do not
impair unsecured debt recovery estimates to the point of notching
down the unsecured debt rating from the IDR. Total expected
prior-ranking debt, mostly outstanding factoring, in the Schaeffler
group should represent less than 0.2x of 2019 EBITDA, which is well
under Fitch's 2.0x-2.5x threshold or more before the structural
subordination issue may arise.

DERIVATION SUMMARY

Schaeffler's business profile compares adequately with auto
suppliers in the 'BBB' rating category. Schaeffler benefits from
stronger business diversification than peers in Fitch's portfolio
of publicly rated auto suppliers, outranked only by Robert Bosch
GmbH (F1+) and Continental. Like other large and global suppliers,
including Continental and Aptiv PLC (BBB/Stable), Schaeffler has a
broad and diversified exposure to large international OEMs.
However, the share of its aftermarket business is smaller than tyre
manufacturers such as Compagnie Generale des Etablissements
Michelin's (A-/Stable), but greater than Faurecia S.E.
(BB+/Stable).

Schaeffler also has stronger operating margins than a typical
auto-supplier that does not benefit from exposure to the tyre
businesses. However, Schaeffler's FCF and financial structure are
typically weaker than peers in the 'BBB' rating category. Fitch
used its "Parent and Subsidiary Linkage" criteria to derive
Schaeffler's ratings. No Country Ceiling or operating environment
aspects affect the rating.

KEY ASSUMPTIONS

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

  - Mid-to-high single-digit decline in global vehicles production
in 2020, some recovery in 2021 and very low-single-digit growth
over the medium term

  - Organic revenue growth of the Automotive OEM division above
global vehicle production growth

  - Growing R&D intensity

  - Dividends paid to IHO-V by Continental AG of between EUR0.2
billion to EUR0.3 billion each year

  - Lower dividends paid by Schaeffler over 2020-2022 compared with
2019

  - Around 35% of total dividend received by IHO-V up streamed to
its sole shareholder, IHO Beteiligungs GmbH

  - Aggregate working capital outflows of EUR0.2 billion during
2020-2023

  - Average capital expenditure intensity of around 6.7% of sales
during 2020-2023

  - Average yearly spending on acquisitions of around EUR0.2
billion

RATING SENSITIVITIES

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

  - IHO-V's FFO adjusted net leverage trending towards 2x (2019E:
3.5x, 2020E: 5.4x)

  - Schaeffler's FFO adjusted net leverage of around 1x (2019: 2x,
2020E: 3.2x)

  - Schaeffler's FCF of around 2% (2019: 0.7%, 2020E: -0.4%)

  - Weakening of formal linkage ties between Schaeffler and IHO-V

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

  - IHO-V's FFO adjusted net leverage above 3.5x

  - Schaeffler's net leverage above 2.5x

  - Schaeffler's EBIT margin below 8% (2019: 5.4%, 2020E: 3.5%)

  - Schaeffler's FCF margin below 1%

  - Strengthening of formal linkage ties between Schaeffler and
IHO-V

  - A reduction in IHO-V's stake in Continental AG without adequate
deleveraging

LIQUIDITY AND DEBT STRUCTURE

Healthy Liquidity: Schaeffler's liquidity is supported by readily
available cash of EUR255 million at end-December 2019 including
Fitch's adjustment for cash in jurisdictions with exchange
restrictions of EUR413 million. The company has EUR2 billion of
committed revolving credit facilities available until September
2023, of which EUR74 million was used (including letter of credit)
at end-December 2019. These more than cover Fitch's expectation of
negative FCF generation. The maturity profile is not an immediate
risk with maturities limited to EUR0.2 billion in 2020, excluding
outstanding factoring. The group has ample liquidity headroom to
absorb potential abnormal working capital outflows over 2020 in the
context of the coronavirus outbreak.

IHO-V's liquidity is also healthy, benefiting from sound interest
cover from expected dividends flow and the absence of a material
maturity before May 2024. Liquidity is further supported by access
to a EUR400 million committed RCF available until May 2024, unused
at end-December 2019.

The financing and the treasury of IHO-V and Schaeffler companies
are strictly separated.

Secured Debt Structure for IHO-V: The debt structure remains
secured following the closing of the EUR3.1 billion equivalent
refinancing. The secured term loan has been reduced to EUR600
million from EUR750 million and availability under the secured RCF
has been increased to EUR400 million from EUR250 million.
Maturities under the senior facilities agreement have been pushed
to May 2024. The total notes' outstanding amount is around EUR3.3
billion equivalent and the nearest maturity has been pushed to May
2025 from September 2021.

Unsecured Debt Structure for Schaeffler: Schaeffler's debt profile
is diversified and consists mainly of four euro-denominated notes
for a total outstanding amount of EUR2.8 billion. The notes due in
March 2022, 2024 and 2027 were issued in March 2019 under
Schaeffler's EUR5.0 billion EMTN program. The net proceeds have
been used to redeem most of the outstanding notes issued by
Schaeffler Finance B.V. in May 2019, excluding EUR600 million of
notes due in May 2025. The notes' maturities remain well spread
starting from March 2022 and going to March 2027.

Schaeffler also raised debt through one unsecured term loan for a
total outstanding amount of EUR250 million as at end-December 2019.
The fully drawn EUR250 million investment facility is due in
December 2022 with a one-year extension option. The group has
access to diversified sources of short-term liquidity. The group
can draw on an unsecured RCF for a total EUR1.8 billion available
until September 2023 and EUR74 million used at end-2019. The group
has also EUR200 million of aggregate availability under several
bilateral RCF. Furthermore, Schaeffler can raise short-term debt
under a multi-currency commercial paper program of EUR1 billion,
used for EUR115 million at end-December 2019. The group can also
use account receivables factoring to fund its working-capital
needs.

ESG CONSIDERATIONS

IHO Verwaltungs GmbH: 4.2; Governance Structure: 4

Schaeffler AG: 4.2; Governance Structure: 4

Effect from ESG Factors: Fitch has an ESG Relevance Score of '4'
for Governance Structure for IHO-V, as it has a relevance to the
rating and impacts the rating of the company along with the other
Key Rating Drivers. The score of '4' reflects the limited number of
independent directors as a constraining factor for board
independence and effectiveness. The concentration of ownership
among two private shareholders has not yet allowed for the public
release of a financial policy at IHO-V. It also heightens the risk
of complex group structure legal reorganization and large
intragroup transactions, although transparency is adequate.

Fitch has an ESG Relevance Score of 4 for Governance Structure for
Schaefler AG, as it has a relevance to the rating and impacts the
rating of the company along with the other Key Rating Drivers. The
score of '4' is driven by the concentrated ownership of Schaeffler
and the fact that minority shareholders have no voting rights,
although this is somewhat offset by the majority of the Supervisory
Board members being independent.

Except for the matters discussed above, the highest level of ESG
credit relevance, if present, 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.



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I R E L A N D
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HARVEST CLO XXIII: Fitch Gives 'B-sf' Rating on Class F Notes
-------------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XXIII DAC ratings.

Harvest CLO XXIII DAC

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

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

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

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

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

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

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

  - Subordinated; LT NRsf New Rating; previously at NR(EXP)sf

  - Class Z; LT NRsf New Rating; previously at NR(EXP)sf

TRANSACTION SUMMARY

Harvest CLO XXIII DAC is a cash flow-collateralized loan obligation
(CLO).

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

KEY RATING DRIVERS

'B+/B' Portfolio Credit Quality

Fitch places the average credit quality of obligors in the 'B+'/'B'
range. The Fitch-weighted average rating factor (WARF) of the
identified portfolio is 31.54.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favorable than for second-lien, unsecured and mezzanine assets. The
Fitch-weighted average recovery rate (WARR) of the identified
portfolio is 65.29%.

Limited Interest Rate Exposure

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

Diversified Asset Portfolio

The covenanted maximum exposure to the top 10 obligors for
assigning the ratings is 23% of the portfolio balance. The
transaction also includes limits on maximum industry exposure based
on Fitch's industry definitions. The maximum exposure to the
three-largest (Fitch-defined) industries in the portfolio is
covenanted at 40%. These covenants ensure that the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management

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

Cash Flow Analysis

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

Fitch analyses the warehouse portfolio, which includes EUR455
million of assets. Fitch has identified the following sectors with
the highest exposure to the COVID-19 impact;

Transportation & distribution, gaming and leisure and
entertainment, retail, lodging and restaurants, metal and Mining,
energy oil and gas, aerospace and defense.

The total portfolio exposure to these sectors is EUR72 million. As
per guidance from Fitch's leveraged finance team, Fitch has run a
scenario that envisages negative rating migration by one notch for
all assets in these sectors. The resulting default rate is still
below the breakeven default rate for the stress portfolio analysis,
meaning that rating migration of this magnitude would not affect
the rating of the CLO.

RATING SENSITIVITIES

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

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognized statistical rating organizations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.

MADISON PARK XV: Fitch Affirms Class E Debt at 'BB-(EXP)sf'
-----------------------------------------------------------
Fitch Ratings has assigned one tranche of Madison Park Euro Funding
XV DAC an expected rating and affirmed six tranches.

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

Madison Park Euro Funding XV DAC

Class A-1; LT AAA(EXP)sf Affirmed; previously at AAA(EXP)sf

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

Class B; LT AA(EXP)sf Affirmed; previously at AA(EXP)sf

Class C; LT A(EXP)sf Affirmed; previously at A(EXP)sf

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

Class E; LT BB-(EXP)sf Affirmed; previously at BB-(EXP)sf

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

TRANSACTION SUMMARY

Madison Park Euro Funding XV DAC is a securitization of mainly
senior secured obligations (at least 95%) with a component of
senior unsecured, mezzanine, second-lien loans, first-lien last-out
loans and high-yield bonds. Note proceeds will be used to fund a
portfolio with a target par of EUR400 million. The portfolio will
be actively managed by Credit Suisse Asset Management Limited. The
collateralized loan obligation (CLO) has a 4.5-year reinvestment
period and an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

'B' Portfolio Credit Quality: Fitch assesses the average credit
quality of obligors in the 'B' category. The Fitch weighted average
rating factor (WARF) of the identified portfolio is 32.92, below
the indicative covenanted maximum Fitch WARF for expected ratings
of 34.50.

High Recovery Expectations: At least 95% of the portfolio will
comprise senior secured obligations. Fitch views the recovery
prospects for these assets as more favorable than for second-lien,
unsecured and mezzanine assets. The Fitch weighted average recovery
rate of the identified portfolio is 64.68%, above the indicative
covenanted minimum Fitch WARR of 61.30%.

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

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

Cash Flow Analysis: Fitch used a customized proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests. The class F notes present a marginal model failure of -2.03%
when analyzing the stress portfolio at the 'B- rating. Fitch has
assigned an expected 'B-sf' rating to the class F notes given that
the breakeven default rate is higher than the 'CCC' hurdle rate
based on the stress portfolio and higher than the 'B-' hurdle rate
based on the identified portfolio. As per Fitch's definition, a 'B'
rating category indicates that material risk is present, but with a
limited margin of safety, while a 'CCC' category indicates that
default is a real possibility. In Fitch's view, the class F notes
can sustain a robust level of defaults combined with low
recoveries.

Covid-19 Impact Analysis: Fitch analyses the warehouse portfolio,
which includes EUR 365.4 million of assets. Fitch has identified
the following sectors with the highest exposure to the COVID-19
impact: transportation & distribution, gaming and leisure and
entertainment, retail, lodging and restaurants, metal and mining,
energy oil and gas, aerospace and defense. The total portfolio
exposure to these sectors is EUR 64.7 million. As per guidance from
Fitch's leveraged finance team, Fitch has run a scenario that
envisages negative rating migration by one notch for all assets in
these sectors. The resulting default rate is still below the
breakeven default rate for the stress portfolio analysis, meaning
that rating migration of this magnitude would not affect the rating
of the CLO.

RATING SENSITIVITIES

A 125% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to three 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.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognized statistical rating organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.



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

TAURUS 2018-1: Fitch Affirms Bsf Rating on Class E Notes
--------------------------------------------------------
Fitch Ratings has affirmed Taurus 2018-1 IT's notes, as follows:

Taurus 2018-1 IT

  - Class A IT0005332488; LT A+sf Affirmed

  - Class B IT0005332496; LT A-sf Affirmed

  - Class C IT0005332504; LT BBB-sf Affirmed

  - Class D IT0005332512; LT BB-sf Affirmed

  - Class E IT0005332520; LT Bsf Affirmed

TRANSACTION SUMMARY

The transaction is a securitization of three commercial mortgage
loans totaling EUR341.6 million to Italian borrowers sponsored by
Blackstone funds (Camelot and Logo) and Partners Group (Bel Air).
The transaction benefits from a liquidity facility of EUR16.7
million available to cover interest on the class A and B notes,
with which the facility commitment amortizes pro rata.

Based on valuations conducted in the last 12 months, the reported
loan-to-value ratios (LTVs) are 65.8% (EUR209.7 million Camelot),
56.2% (EUR34.6 million Logo) and 48.2% (EUR110 million Bel Air).
The loans are interest-only, paying a floating rate, and secured on
Italian assets comprising 16 logistics assets (Camelot); three
logistics assets (Logo); and six shopping centers (Bel Air). The
performance of the logistics assets has been stable since the last
rating action, with minor deterioration in operating metrics for
some of the shopping centers. These observations predate the
outbreak of the COVID-19 pandemic and resultant social containment
measures, which Fitch analyses in this rating action.

KEY RATING DRIVERS

The COVID-19 suppression measures in force across Italy are causing
a severe interruption in public life, with immediate consequences
and uncertainty for the retail sector. Indefinite store closures
will threaten the viability of very many retailers, which gives
rise to the prospect of concerted efforts to bring about a
suspension of rental payments while the pandemic ensues. Fitch
analyses this liquidity risk factor by testing for a reduction to
zero of income produced by the Bel Air retail properties for six
months, and a corresponding non-payment of loan interest.

In these circumstances, Fitch finds Camelot and Logo loan interest
proceeds sufficient to cover for the interest due on all the notes
at current interest rates. Given the low LTV of Bel Air, the
sponsor may inject equity to keep the loan current, although it
does not give credit to this in its analysis.

This test becomes more severe if the Camelot loan prepays in
advance of the Bel Air loan missing interest, since this would
permit principal repayment to be allocated 90% pro rata and 10%
reverse sequentially, while leaving a much smaller interest-paying
loan (Logo) outstanding to generate income for a more leveraged
CMBS capital structure. In this event, Fitch finds the liquidity
facility is still adequate to cover non-deferrable interest (class
C, D and E notes are always deferrable), at current interest
rates.

In either test, Fitch also finds Bel Air stressed recoveries
sufficient to cover for the assumed extra six months of interest
shortfalls on the loan in the relevant rating scenarios. Given the
predicted impact of store closures and job losses on the retail
sector, Fitch has tested for an increase in its base structural
vacancy assumption for the shopping centers to 7%. Fitch does not
view any immediate impact on the logistics sector in Italy, and
given its importance in meeting supply chains, Fitch expects this
sector to be relatively resilient in the economic aftermath of the
COVID-19 pandemic.

RATING SENSITIVITIES

KEY PROPERTY ASSUMPTIONS (all by market value)

'Bsf' weighted average (WA) cap rate: 7.0%

'Bsf' WA structural vacancy: 13.1%

'Bsf' WA rental value decline: 6.1%

'BBsf' weighted average (WA) cap rate: 7.5%

'BBsf' WA structural vacancy: 14.7%

'BBsf' WA rental value decline: 11.6%

'BBBsf' WA cap rate: 8.0%

'BBBsf' WA structural vacancy: 16.3%

'BBBsf' WA rental value decline: 17.0%

'Asf' WA cap rate: 8.5%

'Asf' WA structural vacancy: 18.0%

'Asf' WA rental value decline: 22.5%

'AAsf' WA cap rate: 9.0%

'AAsf' WA structural vacancy: 20.1%

'AAsf' WA rental value decline: 28.3%

'AAAsf' WA cap rate: 9.5%

'AAAsf' WA structural vacancy: 30.0%

'AAAsf' WA rental value decline: 35.0%

RATING SENSITIVITIES

A prolonged period of social distancing beyond six months could
both weaken liquidity support and dampen retail property values for
the Bel Air loan, which could lead to Negative Outlooks or
downgrades. A repayment of both industrial loans prior to a missed
interest payment on the Bel Air loan would further weaken
liquidity.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. There were no findings that affected the
rating analysis. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Prior to the transaction closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.

Overall, Fitch's assessment of the information relied upon for the
agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.

SOURCES OF INFORMATION

Issuer and servicer reports dated February 2020

Tenancy schedule dated December 2019

Valuations dated May 2019

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 Taurus
2018-1 IT S.R.L., either due to their nature or to the way in which
they are being managed by Taurus 2018-1 IT S.R.L.

Taurus 2018-1 IT has an ESG Relevance Score of 4 for Rule of Law,
Institutional and Regulatory Quality due to uncertainty of the
enforcement process in Italy which has a negative impact on the
credit profile, and is relevant to the ratings in conjunction with
other factors.

[*] ITALY: Shipowners Seek Standstill Agreements with Banks
-----------------------------------------------------------
Splash247.com reports that Italy's death toll surpassed China's on
March 19 and the national lockdown will have to be extended beyond
the current end-date of April 3, prime minister Giuseppe Conte
said.  Under the lockdown rules, people can only leave their homes
to get food or medicines, or to perform other essential services or
to go to work, Splash247.com discloses.

The government launched a EUR25 billion programme called 'Cura
Italia' with some specific measures to support enterprises and
workers, Splash247.com relates.  Mr. Conte shut down all forms of
business except for pharmacies and grocery stores starting on March
12, Splash247.com relays.  A variety of taxes and salary
withholdings are being suspended for sectors most affected by the
crisis including logistics and transport, Splash247.com states.

In Italy port terminals and service providers are trying to keep
supply chains moving despite growing constraints on logistics due
to measures imposed to slow the spread of the coronavirus,
Splash247.com says.  According to Splash247.com, while the
restrictions on the local market have not had a severe impact, a
group of European transport and logistics associations wrote in an
open letter that the measures were causing significant effects on
logistics and the economy.  Groups that signed the open letter
represented a wide range of sectors, including rail freight, cargo
owners, road transport, container terminals, and ports,
Splash247.com relates.

"The coronavirus phenomenon is currently particularly critical in
Italy, but is expanding throughout Europe," Splash247.com quotes
the organisations as saying in the letter.  "The Italian economy is
closely linked to the markets of Central and Northern Europe.  If
the flows of goods do not work, there is a risk of the collapse of
the entire economy".

The Italian shipowners' association, Confitarma, presented last
week a long list of requests to the national government and the
transport ministry dedicated to the shipping companies thus making
possible for them to overcome the emergency, Splash247.com
recounts.

Among them there are measures aimed at reducing cost of calls for
roro ships deployed on the so-called motorways of the seas in Italy
and also for the terminal operators, according to Splash247.com.
Confitarma also would like to see bankruptcy and restructuring
procedures suspended, asking also for some kind of standstill
agreement for 18 months on all the financial exposures with the
banks, Splash247.com notes.




===================
K A Z A K H S T A N
===================

KAZAKHSTAN UTILITY: Fitch Affirms LT IDR at 'B+', Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Kazakhstan-based utility Limited
Liability Partnership Kazakhstan Utility Systems' Long-Term
Foreign-Currency Issuer Default Rating at 'B+'. The Outlook is
Stable.

The affirmation reflects Fitch's expectations that the company will
remain within its guidelines for the rating, as it expects funds
from operations adjusted credit metrics to remain elevated in 2019
with limited headroom to its negative rating triggers, but to then
gradually decline towards 3x over 2020-2023. The rating is
constrained by weak corporate governance, reflected in
credit-negative transactions with third parties, still limited
scale of operations and an evolving regulatory framework, but
positively also considers the company's vertical integration and
limited FX exposure.

KEY RATING DRIVERS

Evolving Regulation: The new electricity market model was
introduced in Kazakhstan in 2019, which foresees the introduction
of a capacity market and a double-rate tariff system. This resulted
in downward revision of electricity tariffs with simultaneous
introduction of capacity tariffs. The regulator approved flat
maximum electricity tariff caps for almost each generator for seven
years up to 2025 with possible revisions.

Distribution tariffs are currently set until 2020-2022 depending on
the company. In October 2019, the government approved the
electricity generation tariffs for KUS with 13%-14% increase and
distribution tariffs were either flat or slightly increased.
Post-2020 tariffs are not yet approved. Fitch expects tariffs to
growth at slightly below inflation level from 2021.

Limited Headroom in Leverage: Fitch expects KUS's FFO adjusted
gross leverage to have remained elevated at end-2019 on the back of
lower than initially expected electricity and capacity tariffs,
following the introduction of new market model in 2019 and
inclusion of YDD Corporation's debt in KUS's credit metrics
calculations. YDD's debt is secured by KUS's assets and it treats
it as off-balance sheet debt. It anticipates KUS to gradually
deleverage towards 3x over 2020-2023 on the back of capex
moderation.

Capex Moderation Expected: Fitch forecasts KUS to generate healthy
cash flow from operations averaging around KZT26 billion annually
over 2019-2023. It expects high capex of about KZT26 billion in
2019 to have resulted slightly negative free cash flow (FCF) in
2019, but FCF may turn positive on the back of capex moderation to
about KZT18 billion on average over 2020-2023, as the company has
completed several large projects over the recent years. This would
also support gradual deleveraging over the same period.

Weak Corporate Governance: Fitch continues to view KUS's corporate
governance as weak, reflecting sizeable third-party transactions
with limited disclosure and a non-transparent ownership structure.
KUS has historically been involved in related party transactions,
but their size has materially increased and their economic benefit
to KUS is uncertain.

In 2018 KUS attracted a rouble-denominated loan of RUB9.6 billion
(KZT53 billion at the exchange rate at end-2018) from Sberbank of
Russia (BBB/Stable) and on-lent the proceeds to Ansagan Petroleum,
a Kazakhstan-based oil for refinancing Ansagan's existing loan. KUS
also provided a KZT3 billion interest-free loan to a third party
and lent USD5.1 million to a related party Dragon Fortune PTE Ltd
at 2% interest, which the company expected to be repaid by
end-2018, but which were extended to 2020 and 2022, respectively.

In addition, certain KUS assets are pledged under a KZT24.1 billion
loan agreement between YDD Corporation (third party) and
Development Bank of Kazakhstan JSC (DBK, BBB-/Stable). YDD
Corporation is using the loan proceeds for the construction of a
new ferrosilicium plant. KUS expects that the pledge of its assets
would be released in June 2020. However, this is not reflected in
its rating case and it maintains the adjustment for the entire
rating horizon.

Vertical Integration; Small Scale: KUS's business profile benefits
from vertical integration and its strong position in electricity
generation, distribution and supply in highly populated central
Kazakhstan (Karaganda Region), the south and eastern regions, and
from a near-monopoly position in electricity transmission and
distribution in the Region of Mangistau, one of Kazakhstan's
strategic oil- and gas-producing regions, which in total account
for 35% of the country's population. The business profile is
constrained by KUS's small scale of operations relative to Kazakh
peers like JSC Samruk-Energy (BB/Stable) and Kazakhstan Electricity
Grid Operating Company (KEGOC; BBB-/Stable).

ESG Impact: KUS has an ESG Relevance Score of 4 for Governance
Structure and 4 for Group Structure due to non-transparent
ownership structure and sizeable related party and third-party
transactions with limited disclosure and uncertain economic benefit
to KUS. These factors have an impact on the rating, together with
other considerations.

DERIVATION SUMMARY

KUS's closest peers are Kazakhstan-based utility holding JSC
Samruk-Energy (BB/Stable) and transmission operator KEGOC
(BBB-/Stable). The latter two have higher scale of operations and
wider geographical presence within Kazakhstan. KUS has weaker
corporate governance that Samruk-Energy and KEGOC due to
credit-negative related party transactions. KUS's financial profile
is similar to that of Samruk-Energy, but weaker than that of
KEGOC.

KUS is rated on a standalone basis. Samruk-Energy is rated three
notches below the sovereign under the GRE Criteria. KEGOC is rated
one notch below the sovereign under the GRE Criteria.

The broader peer group includes DTEK Energy (B-/Stable), a
coal-fired generator in Ukraine, which, like Kazakhstan, is in the
process of ongoing utilities market transformation. Compared to
DTEK, KUS benefits from vertical integration, but has much lower
scale of operations. KUS's financial profile is stronger than that
of DTEK.

KEY ASSUMPTIONS

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

  - Electricity generation and distribution volumes to grow
slightly below GDP in 2020-2023 and flat heat volumes at 2019
level

  - Electricity generation tariffs to increase by 13%-14% from
October 2019 as approved, with subsequent below-inflation increase
after 2021; capacity tariffs as approved for 2020-2023

  - Electricity distribution tariff growth as approved by the
regulator until 2020-2022 and slightly below inflation following
the end of regulatory period

  - Cost inflation slightly below expected CPI

  - Capex averaging KZT18 billion annually over 2020-2023, which is
below management guidance

  - Zero dividend payments in 2019 and at about KZT1 billion
annually thereafter

- Fitch treats KUS's asset pledge under the loan agreement between
YDD Corporation and DBK as a potential obligation of KUS and
therefore includes it as off-balance sheet obligation for KZT24.1
billion for 2019-2023

  - No repayment of loans of KZT53 billion and KZT3 billion by
third parties is assumed

KEY RECOVERY RATING ASSUMPTIONS

  - The recovery analysis assumes that KUS would be a going concern
in bankruptcy and that the company would be reorganized rather than
liquidated

  - 10% administrative claim.

Going-Concern (GC) Approach

  - The going-concern EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level upon which it bases
the valuation of the company

  - The going-concern EBITDA is 15% below average 2019-2020 EBITDA,
resulting in EBITDA of around KZT32 billion.

  - An enterprise value multiple of 4.5x.

These assumptions result in a recovery rate for the senior
unsecured debt at 'RR2'. However, this was capped at 'RR4'due to
the application of a country cap for Kazakhstan. This is explained
in its Country-Specific Treatment of Recovery Ratings Criteria
dated February 27, 2019.

RATING SENSITIVITIES

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

  - Improved credit metrics with FFO gross adjusted leverage
persistently below 3x and FFO fixed charge cover above 4.5x

  - Long-term predictability of the regulatory framework, with less
political interference and a cost-reflective heat segment in a
stronger operating environment

  - Increased transparency of the ownership structure and generally
stronger corporate governance

  - Increased scale of business

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

  - Deterioration of corporate governance (e.g. a significant
increase in loans and guarantees to companies outside the group,
etc.) leading to weaker-than-expected financial performance or
aggressive M&A resulting in FFO gross adjusted leverage
persistently higher than 4x and FFO fixed charge cover below 3.5x

  - Worsening overall liquidity position

LIQUIDITY AND DEBT STRUCTURE

Liquidity Reliant on Cash Flow and Credit Lines: At end-3Q19 cash
and cash equivalents of KZT5.9 billion, together with expected
positive FCF one year ahead of KZT3.7 billion and available
uncommitted credit lines with availability over one year of KZT2
billion are sufficient to cover short-term debt of KZT9.7 billion.
Debt mostly comprised secured loans from local banks, which are
raised at both holdco and opco level and bonds at KUS and MRENC
level. The largest creditors are Sberbank (KZT69 billion),
Development Bank of Kazakhstan (KZT13 billion) and EBRD (KZT11
billion). Around 5% of KUS's debt is US dollar-denominated and
around 60% of debt is in roubles, with the remaining part in
tenge.

SUMMARY OF FINANCIAL ADJUSTMENTS

A lease capitalization multiple of 6x was used as the company is
based in Kazakhstan.

KZT51 million at end-2018 was treated as restricted cash.

Loan of YDD was included in off balance sheet debt as KUS's assets
are pledged against this loan.

ESG CONSIDERATIONS

Limited Liability Partnership Kazakhstan Utility Systems: 4.4;
Group Structure: 4, Governance Structure: 4

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.

KUS has an ESG Relevance Score of 4 for Governance Structure and 4
for Group Structure due to non-transparent ownership structure and
sizeable related party and third-party transactions with limited
disclosure when economic benefit to KUS is uncertain.

MANGISTAU REGIONAL: Fitch Affirms LT IDR at 'B+', Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Kazakhstan-based Mangistau Regional
Electricity Network Company's Long-Term Foreign-Currency Issuer
Default Rating at 'B+' with a Stable Outlook.

Fitch aligns MRENC's rating with those of Limited Liability
Partnership Kazakhstan Utility Systems (KUS), its majority
shareholder, reflecting their strong ties, including KUS's
guarantees for around 60% of MRENC's debt at end-2019.

Fitch assesses MRENC's Standalone Credit Profile (SCP) as
commensurate with a 'b' rating, reflecting its small size,
near-monopoly position in electricity transmission and distribution
in the Region of Mangistau, one of Kazakhstan's strategic oil- and
gas-producing regions, industry and customer concentration and an
evolving regulatory framework.

KEY RATING DRIVERS

Ratings Aligned with Parent: KUS owns 50.19%of equity or 52.63% of
ordinary shares in MRENC and provided guarantees for around 60% of
MRENC's outstanding debt at end-2019. Fitch anticipates this share
to remain above 50% over the next three years. This indicates
strong legal ties between the companies and supports MRENC's rating
alignment with the parent under Fitch's Parent and Subsidiary
Rating Linkage criteria. Fitch views the strategic and operational
ties as moderate. If the share of guaranteed debt declines
significantly, Fitch may reconsider its rating approach.

FX Risks Remains: MRENC continue to be exposed to FX fluctuations
on the back of currency mismatch between debt and revenue and
absence of use of hedging instruments. At end-2019, about 30% of
its total debt was US dollar-denominated or linked to the KZT/USD
exchange rate. In contrast, all of its revenue is local
currency-denominated.

'b' SCP: Fitch assesses MRENC's SCP as commensurate with a 'b'
rating on the back of the company's small scale of operations and
high exposure to a single industry (oil and gas) as well as
evolving regulatory framework. This is partly offset by MRENC's
near-monopoly position in electricity transmission and distribution
in one of Kazakhstan's strategic oil- and gas-producing regions,
high customer quality and prepayment terms under which the company
operates.

Evolving Regulation: MRENC operates under five-year tariffs, which
are currently set until 2020. In 2019, the government decreased
tariffs for households and utility companies by 1% and 2%,
respectively, instead of a previously expected 7% increase. Tariffs
for legal entities were approved in line with long-term tariffs for
2016-2020, which assumed a 2% yoy decline in 2019. 2020 tariffs for
households and utilities companies will remain flat at the 2019
level. However, for legal entities tariffs will decline by 1.3%.
Post-2020 tariffs are not yet approved. Fitch expects network
tariffs to grow slightly below inflation level from 2021.

FCF May Turn Neutral to Positive: Fitch expects MRENC to be free
cash flow (FCF) negative in 2019 driven by high capital
investments, but it may turn neutral to positive following the
scaling down of the investment program from 2020, as the company
has completed several large projects over recent years. It expects
the company to spend about KZT3.4 billion annually on average over
2020-2023. Fitch therefores forecast funds from operations (FFO)
adjusted gross leverage to increase to slightly below 4x in 2019,
but to then gradually decline towards 3x.

DERIVATION SUMMARY

MRENC is a small electricity distribution company in western
Kazakhstan. It has a weaker business profile than transmission
companies, PJSC Federal Grid Company of Unified Energy System
(FedGrid, BBB/Stable) and Kazakhstan Electricity Grid Operating
Company (KEGOC, BBB-/Stable), which operate nationwide, have higher
geographic diversification and lower volume risk. It is also weaker
than PJSC Moscow United Electric Grid Company (MOESK, BB+/Stable)
due to lower customer diversification, a smaller scale of
operations and less favorable geography of operations. MRENC has a
weaker financial profile than MOESK, KEGOC and FedGrid. MRENC, like
other utilities in Kazakhstan, is subject to regulatory
uncertainties influenced by macroeconomic shocks and possible
political interference.

KEY ASSUMPTIONS

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

  - Electricity distribution volumes to increase below GDP growth;

  - Electricity distribution tariff for legal entities to decrease
by around 1% in 2020 as approved by the regulator and to grow at
below-CPI level thereafter;

  - Cost inflation slightly below expected CPI to reflect the
company's cost control efforts;

  - Capex of around KZT3.4 billion on average annually for
2020-2023, which is above management guidance;

  - Zero dividend payments on ordinary shares in 2019 and of 15% of
IFRS net income over 2020-2023.

KEY RECOVERY RATING ASSUMPTION

  - The recovery analysis assumes that MRENC would be a going
concern in bankruptcy and that the company would be reorganized
rather than liquidated

  - 10% administrative claim.

Going-Concern (GC) Approach

  - The going-concern EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level upon which it bases
the valuation of the company

  - The going-concern EBITDA is 30% below 2019 EBITDA, resulting in
EBITDA of around KZT4.5 billion.

  - An enterprise value multiple of 4x.

These assumptions result in a recovery rate for the senior
unsecured debt at 'RR2'. However, this was capped at 'RR4'due to
the application of a country cap for Kazakhstan. This is explained
in its Country-Specific Treatment of Recovery Ratings Criteria
dated February 27, 2019.

RATING SENSITIVITIES

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

  - Positive rating action on KUS, assuming the links remain
strong

  - Enhancement of the business profile, such as diversification
and scale with only a modest increase in leverage, which would be
positive for the SCP

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

  - Negative rating action on KUS

  - Weakening of legal ties (ie significantly lower share of
guaranteed debt compared with Fitch's assumptions)

  - A weaker financial profile leading to FFO-adjusted gross
leverage persistently higher than 5x, which would be negative for
the SCP, but may not lead to negative rating action, if a
significant share of debt continues to benefit from KUS's
guarantees.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: At end-3Q19 MRENC's cash and cash equivalents
of KZT3.6 billion were sufficient to cover short-term debt of
KZT0.2 billion and amortization payment to EBRD later in 2020 of
KZT1.6 billion. Fitch expects FCF one year ahead to be neutral.

SUMMARY OF FINANCIAL ADJUSTMENTS

A lease capitalization multiple of 6x was used as the company is
based in Kazakhstan.

Cash with restricted use was reclassified from trade and other
receivables to restricted cash

Capitalized interest was reclassified from capex to interest
expense.

Other revenue was excluded from EBITDA calculation.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Mangistau's ratings are driven by the ratings of its controlling
shareholder, LLP Kazakhstan Utility Systems



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

[*] NETHERLANDS: Number of Corporate Bankruptcies Hardly Changed
----------------------------------------------------------------
Statistics Netherlands (CBS) discloses that the number of corporate
bankruptcies has hardly changed.  There were 3 more bankruptcies in
February 2020 than in the previous month, CBS states.  The trend
has been relatively stable in recent years, CBS notes.

According to CBS, if the number of court session days is not taken
into account, 257 businesses and institutions (excluding one-man
businesses) were declared bankrupt in February 2020.  With a total
of 49, the trade sector suffered most, CBS discloses.

Trade is among the sectors with the highest number of businesses,
CBS says.  In February, the number of bankruptcies was relatively
highest in the sector transport and storage, CBS relays.





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

NAS ENHANCED 2016-1: Fitch Cuts Class B Certs. Rating to 'CCC'
--------------------------------------------------------------
Fitch Ratings placed the Norwegian Air Shuttle ASA's (NAS) Enhanced
Pass Through Certificates, Series 2016-1 class A certificates' 'A-'
ratings on Rating Watch Negative. The class B certificates have
been downgraded to 'CCC' from 'B-'.

The senior tranche ratings have been placed on RWN reflecting the
uncertainty around the current environment related to the
coronavirus disruption and the possibility that the aircraft may
need to be repossessed and re-sold in a difficult market if
Norwegian were to liquidate or reject the aircraft in a
restructuring. Although the collateral continues to provide
significant creditor protection, market values could see material
near-term pressure if multiple airlines were to fail or restructure
as a result of coronavirus pressures, potentially weakening current
levels of overcollateralization. The Rating Watch also reflects
uncertainty regarding the impact that any government intervention
accepted by Norwegian may ultimately affect this transaction. The
current ratings are supported by protections under the Cape Town
Convention along with the presence of an 18-month liquidity
facility which separates the probability of default for the airline
and the certificates.

The subordinated tranche downgrade was driven by a reassessment of
Norwegian's credit profile.

KEY RATING DRIVERS

The collateral pool in this transaction consists of 10 2016 vintage
737-800s. Fitch views the 737-800 as a high-quality Tier 1
aircraft.

A Tranche Ratings and Fitch's Stress Case: Fitch's stress case
utilizes a top-down approach assuming a rejection of the entire
pool of aircraft in a severe global aviation downturn. The stress
scenario incorporates a full draw on the liquidity facility, an
assumed 5% repossession/remarketing cost, and a 20% stress to the
value of the aircraft collateral. The 20% value haircut corresponds
to the low end of Fitch's 20%-30% 'A' category stress level for
Tier 1 aircraft.

These assumptions produce a maximum stress loan-to-value (LTV) of
90.9% through the life of the deal, which is unchanged when
compared to 90.9% as of Fitch's prior review. The stressed LTV
implies full recovery prior to default for the senior tranche
holders in what Fitch considers to be a harsh stress scenario.

The 737-800 remains one of the most desirable aircraft on the
market and is expected to be highly liquid should the aircraft need
to be remarketed. However, current secondary market conditions are
likely to be difficult given the global disruption caused by
coronavirus. To date, Fitch has not seen collateral values affected
by the downturn in demand, but that may change as airlines come
under increasing pressure and potentially push higher than normal
numbers of aircraft into the secondary market. These risks are
offset by the resiliency of air travel and the likelihood that the
737-800 will remain highly desirable once demand starts to
recover.

B Tranche Rating: The 'CCC' rating for the B tranche is reached by
notching up from NAS's standalone credit profile. Fitch notches
subordinated tranche ratings from the airline's Issuer Default
Rating (IDR) based on three primary variables: 1) the affirmation
factor (0-2 notches for issuers in the 'BB' category and 0-3
notches for issuers in the 'B' category and lower), 2) the presence
of a liquidity facility, (0-1 notch), and 3) recovery prospects. In
this case the uplift is based on a low affirmation factor,
availability of the liquidity facility and strong recovery
prospects.

Affirmation Factor: Fitch considers the affirmation factor for NAS
2016-1 to be low primarily due to the uncertainty around
Norwegian's ability to continue as a going concern.

DERIVATION SUMMARY

Stressed LTVs for the class A certificates in this transaction are
in line with 'A' rated senior classes of EETCs issued by Spirit
Airlines, Inc., United Airlines, Inc., British Airways, and
American Airlines, Inc. Fitch believes that this transaction's
structure and overcollateralization is comparable with the recent
precedents, and the quality of the underlying collateral pool is as
good or better. The 'A-' rating for the certificates is driven by
Fitch's view that NAS's corporate credit profile is significantly
lower than those of other airlines issuing EETC transactions.

The 'CCC' rating on the class B certificates is the lowest rating
assigned to a B tranche by Fitch. The notching differential between
the NAS 2016-1 class B certificates and other class B certificates
is driven by differences in the credit quality of the airlines,
affirmation factors and recovery prospects. The rating of the class
B certificates for NAS is based on a moderate affirmation factor.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include a harsh downside scenario in which NAS declares bankruptcy,
chooses to reject the collateral aircraft, and where the aircraft
are remarketed in the midst of a severe slump in aircraft values.

RATING SENSITIVITIES

Senior tranche ratings are primarily driven by a top-down analysis
based on the value of the collateral. Therefore, a negative rating
action could be driven by an unexpected decline in collateral
values. For the 737-800s in the deal, values could be impacted by
the growth of the 737 MAX global fleet. Fitch is not considering
positive actions at this time due to Norwegian's weak credit
quality.

The ratings of the subordinated tranche are influenced by Fitch's
view of NAS's corporate credit profile. Fitch may upgrade or
downgrade the rating commensurate with future movements in
Norwegian's corporate rating. Additionally, the ratings of the
subordinated tranche may be changed should Fitch revise its view of
the affirmation factor, which may affect the currently incorporated
uplift, if the recovery prospects change significantly due to an
unexpected decline in collateral values, or if the transaction
deleverages significantly resulting in superior recovery
prospects.

LIQUIDITY AND DEBT STRUCTURE

Liquidity Facility: The certificates benefit from dedicated
18-month liquidity facilities provided by Natixis (A+/F1/Stable).



===========
P O L A N D
===========

EUROBANK SA: Fitch Gives 'CCC+' LT IDR on Completion of Hive-Down
-----------------------------------------------------------------
Fitch Ratings has assigned Eurobank S.A. a Long-Term Issuer Default
Rating of 'CCC+', Viability Rating of 'ccc+' and Short-Term IDR of
'C'.

Eurobank is a newly-established operating bank and issuing entity,
which replaces the former Eurobank Ergasias S.A., which is now the
holding company of the group under a new legal name Eurobank
Ergasias Holdings and Services S.A.. As a result, Fitch has
affirmed and withdrawn all of the HoldCo's issuer ratings due to
the reorganisation of the rated entity.

Eurobank Ergasias S.A.'s long-term and short-term senior preferred
debt ratings have been affirmed and transferred to Eurobank
following the hive-down. The rating of the senior preferred debt
issued by the group's funding vehicles has also been affirmed and
transferred to Eurobank. The long-term senior preferred debt
ratings remain two notches below Eurobank's Long-Term IDR due to
poor recovery prospects.

The rating actions follow the completion of the HoldCo's hive-down
of banking assets and liabilities to Eurobank in line with its
transformational plan. Certain assets and liabilities have remained
on the HoldCo's balance-sheet, mainly related to the mezzanine and
junior notes of the Cairo non-performing exposure (NPE)
securitizations and the respective non-performing loans accounting
for EUR4.9 billion. The remaining notes of the securitization and
respective non-performing loans have been transferred to Eurobank.

The ratings were withdrawn with the following reason:
Reorganization Of Rated Entity

KEY RATING DRIVERS

IDRS, VR, AND SENIOR DEBT

Eurobank's ratings are in line with the previous ratings of
Eurobank Ergasias S.A., reflecting its opinion that the
reorganization will not fundamentally change the credit risk
profile of the group or the operating bank until the NPE
securitization is completed, ensuring the transfer of risk outside
the group, which the bank expects to be completed in 2Q20.

Eurobank's ratings reflect its weak, although improving, asset
quality and high capital encumbrance from unreserved NPE. They also
factor in an improving funding structure and liquidity position.
Like other Greek banks, Eurobank's overall financial profile is
sensitive to Greece's operating environment, which remains volatile
and currently sensitive to the COVID-19 outbreak and its impact on
the Greek economy and prospects. The latter also poses challenges
in the execution of asset quality targets. Fitch does not assign an
Outlook to the Long-Term IDR due to the uncertainty around the
impact of the COVID-19 outbreak.

SENIOR PREFERRED

Eurobank's long-term senior preferred debt ratings are notched down
twice from its Long-Term IDR reflecting poor recovery prospects in
the event of a default on senior preferred debt given weak asset
quality, high levels of senior-ranking liabilities, (comprising
mainly insured retail and SME deposits) and high asset
encumbrance.

SUPPORT RATING AND SUPPORT RATING FLOOR

Eurobank's Support Rating of '5' and Support Rating Floor of 'No
Floor' highlight its view that support from the state cannot be
relied on. This is because of Greece's limited resources and the
implementation of the Bank Recovery and Resolution Directive
(BRRD).

RATING SENSITIVITIES

IDRS AND VR

Eurobank's ratings could be upgraded if the group successfully
completes its planned NPE securitization deals without undermining
its capital position, unless the outlook for the bank's operating
environment weakens materially as a result of the COVID-19
outbreak. Improved capacity to generate capital internally and
improvements in the bank's liquidity position would also be rating
positive.

Downside pressure on the ratings could arise if depositor and
investor confidence weaken, compromising the bank's already weak
liquidity profile, or if asset quality and capitalization
materially deteriorate. This could be caused by a meaningful
deterioration of the operating environment in Greece, which could
result from the economic fallout from COVID-19.

SENIOR PREFERRED DEBT

The ratings of senior preferred debt are sensitive to changes in
the Long-Term IDR and to the level of asset encumbrance. A material
shift of funding from secured debt to unsecured facilities could
result in an upgrade of senior preferred debt ratings if asset
encumbrance reduces.

SUPPORT RATING AND SUPPORT RATING FLOOR

Any upgrade of the Support Rating and upward revision of the
Support Rating Floor would be contingent on a positive change in
Greece's ability and propensity to support its banks. While not
impossible, this is highly unlikely in Fitch's view.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).



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

AEROLFOT: Fitch Affirms 'BB' LT IDR, Alters Outlook to Neg.
-----------------------------------------------------------
Fitch Ratings has revised the Outlook on Public Joint Stock Company
Aeroflot - Russian Airlines' (Aeroflot) Long-Term Issuer Default
Rating (IDR) to Negative from Stable and affirmed the IDR at 'BB'.

The Negative Outlook reflects its updated assumptions, reflecting
the impact of the COVID-19 disruption on Aeroflot's operations.
Fitch expects the company's credit metrics to deteriorate
substantially in 2020, which is consistent with a similar or more
pronounced deterioration for other airlines. Harsher travelling
restrictions and reduced air passenger confidence for a protracted
period coupled with the company's failure to effectively implement
mitigation measures would lead to a downgrade.

Fitch continues to apply a two-notch uplift to Aeroflot's
Standalone Credit Profile of 'b+' under Fitch's Government-Related
Entities Rating Criteria. The group is majority state-owned. Based
on the overall support and the rating differential between
Aeroflot's SCP and the Russian Federation (BBB/Stable), the group's
rating is capped at three notches below the sovereigns.

KEY RATING DRIVERS

COVID-19 Pressures RPK: Fitch has revise down its rating case
assumptions and forecast Aeroflot's revenue passenger kilometers
(RPK) to fall by 100% in April-May 2020 and 80% in June versus its
previous expectations, before starting to gradually recover so that
the annual decline is about 40% for 2020 versus its previous
estimates. Fitch also anticipates a decline in passenger load
factors as the rapidly spreading coronavirus has led to
unprecedented lockdowns and border closures and a dive in customer
confidence in air travel.

Fitch currently assumes the impact of the outbreak will be
temporary and anticipate RPK and available seat kilometers (ASK) to
gradually recover to close to its previous estimates.

Sufficient Liquidity: At end-2019, Aeroflot's had cash and
short-term deposits of RUB26 billion, which together with available
credit facilities of RUB101 billion (which Fitch assumes will be
used despite no commitment fees being paid) provide a sufficient
buffer against the expected cash burn due to reduced revenue in
2020. The company started to reduce operating expenses and manage
working capital outflows.

Leverage to Peak in 2020: Fitch expects the effects of the COVID-19
pandemic to pressure Aeroflot's passenger numbers, profitability
and therefore credit metrics compared with its previous estimate.
This will result in Aeroflot breaching its negative rating
sensitivities in 2020 before returning close to them in 2021-2022,
based on its current assumptions. A more prolonged impact from the
pandemic or otherwise weaker performance would likely lead to a
downgrade.

More Domestic Routes: Unlike many rated airlines, about 40% of
Aeroflot's revenues are generated on domestic routes, which are
currently less affected than international flights. The group
strengthened its market position to about a 41% share in 2019 on
both international and domestic routes from just about 31% in 2014.
The company operates one of the youngest aircraft fleets in the
industry with an average age of 6.3 years, which helps its customer
recognition and overall business profile.

High FX, Fuel Exposure: Aeroflot continues to be exposed to FX
fluctuations as around 90% of debt and aircraft leases are
denominated in foreign currencies, mainly US dollars. This is
partially mitigated by over half of its revenue being generated in
US dollars or euros, or linked to euros, although Fitch expects
revenue from international flights to be under pressure due to
disruptions from COVID-19. Aeroflot will benefit from the decline
in fuel prices, as the company is not using fuel hedging, unlike
some of its European peers.

Two-Notch Uplift: The Russian Federation is the majority
shareholder of Aeroflot Group, with 51.2% direct ownership. Fitch
views status, ownership and control as well as support track record
and expectations as strong, in accordance with the GRE Rating
Criteria, also reflecting Aeroflot's inclusion in the list of
strategically important enterprises. Fitch expects tangible state
support for Aeroflot Group would be forthcoming, if needed.
However, extraordinary financial support is not included in its
updated rating case forecast.

Fitch views the socio-political implications of Aeroflot Group's
default as moderate, since the airline is important for developing
connectivity among various regions in Russia and substitution is
likely to lead to temporary disruption in service. The financial
implications of a default by Aeroflot Group for the sovereign or
other GREs are weak, in its view.

DERIVATION SUMMARY

Aeroflot has lower exposure to COVID-19 disruptions compared with
some European peers, due to its significant share of revenue
generated in the domestic market, on which COVID-19 is currently
having less of an impact.

Aeroflot has a stronger business profile than GOL Linhas Aereas
Inteligentes S.A (B/Rating Watch Negative) and LATAM Airlines Group
S.A. (B+/RWN) in terms of scale and diversity of operations, its
strong market position and favorable cost position. Aeroflot's 'BB'
rating benefits from a two-notch uplift for state support.

KEY ASSUMPTIONS

Fitch revised its rating case reflecting the fast-evolving
developments related to COVID-19:

  - Suspension on all flights for April-May and 80% reduction in
June with gradual recovery towards end-2020 (RPK reduction of 34%
yoy in 2020).

  - Deterioration in load factor to below 70% in 2020 (2019: 82%).

  - Oil prices of 41 USD/bbl for 2020, 48 USD/bbl for 2021 and
52USD/bbl for 2022.

  - No change in capex program.

  - Operating environment normalizing by 2021.

RATING SENSITIVITIES

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

  - Material deterioration of the credit metrics (eg funds from
operations (FFO) adjusted gross leverage above 6x and FFO fixed
charge cover below 1.5x on a sustained basis) due to an extended
impact of COVID-19-related disruption beyond its current assumption
of recovery for 2H20, further rouble depreciation, a protracted
downturn in the Russian economy, drop in yields or overly ambitious
fleet expansion.

  - Weakening of state support.

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

  - Fitch does not anticipate an upgrade, as reflected in the
Negative Outlook. Quicker than assumed recovery from the COVID-19
disruption supporting sustained credit metrics recovery to levels
stronger than outlined in the negative sensitivities would allow us
to revise the Outlook to Stable.

LIQUIDITY AND DEBT STRUCTURE

Manageable Liquidity: At end-2019, Aeroflot had cash and short-term
deposits of RUB26 billion, plus available credit facilities of
RUB101 billion, in contrast to short-term debt maturities of RUB83
billion, including RUB71-billion of leases. The group does not pay
commitment fees under its credit lines but given its state
ownership Fitch would expect funds from banks to be available.
Fitch expects free cash flow to be negative in 2020 due to impact
of COVID-19 disruption, which will add to funding requirements.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).



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

AVATION PLC: Fitch Cuts LT IDR to B+ & Places Rating on Watch Neg.
------------------------------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Ratings
(IDRs) of Avation PLC and its subsidiaries, Avation Capital S.A.
and Avation Group Pte. Ltd., to 'B+' from 'BB-'. Fitch has also
downgraded the rating of Avation Capital S.A.'s senior unsecured
notes guaranteed by Avation to 'B' from 'BB-' and assigned an 'RR5'
Recovery Rating. The ratings have been placed on Rating Watch
Negative.

These actions are being taken in conjunction with a global aircraft
leasing sector review conducted by Fitch, covering ten publicly
rated firms.

KEY RATING DRIVERS

The downgrade and Rating Watch Negative reflect Avation's high
leverage of above 4x since end-June 2019, which reduces
capitalization headroom to withstand impairments and increases the
company's vulnerability to the economic impact from the
coronavirus. The company's high concentration in aircraft type and
lessee composition as well as limited scale make it sensitive to
declines in air traffic, airline solvency and financing
availability, and particularly sensitive to deterioration of the
underlying lessees or aircraft in the interim. Avation also has the
weakest funding and liquidity profile among Fitch's rated aircraft
lessors given its higher reliance on secured funding and lower
liquidity coverage of debt maturities and purchase commitments over
the next 12 months compared to more highly-rated aircraft lessors.

Avation's leverage - measured by gross debt to tangible equity -
increased to 4.9x by end-December 2019 (2018: 4.1x), excluding the
asset purchase rights that the company recognized in 1HFY20. The
leverage increase has been driven by asset growth outpacing
internal capital generation, combined with impairment losses and
lower gains on aircraft sales. These dynamics led pretax profit to
average assets to decline to 1.2% in 1HFY20, excluding the
unrealized gain on aircraft purchase rights, despite improved lease
yields and funding costs. Debt amortization, exercise of asset
purchase rights and earnings retention could improve leverage, but
could be offset by deterioration in profitability and asset quality
in light of the coronavirus impact.

Avation recognized aircraft purchase right asset and related
unrealized gains in 1HFY20 to reflect the company's new business
model, a practice that is uncommon for the sector. Fitch regards
aircraft purchase rights as intangible assets until they are
exercised and reflected in the cost of the aircraft. As such, Fitch
excludes these from its calculation of tangible equity. The company
reported impaired losses of 0.4% of average net aircraft assets in
1HFY20 related to two A321s, which were repossessed from Thomas
Cook Group plc and subsequently leased to VietJet Air.

Fitch's updated "Global Economic Outlook", published on March 19,
2020, cut the agency's baseline global growth forecast for 2020 to
1.3% from 2.5% previously, while noting the increasing potential
for an outright growth decline in the event more pervasive lockdown
measures are rolled out across all the G7 countries. That said,
Fitch's base case scenario assumes that "the health crisis will
ease in 2H20, which should allow for a sharp bounce-back as
activity reverts to normal levels, inventories are rebuilt, and
some consumer and capital spending is re-profiled. Recent
aggressive macro policy responses - with emergency interest rate
cuts, massive central bank liquidity injections, macro-prudential
easing, credit guarantee schemes and substantive fiscal stimulus -
should also start to boost growth from 2H20, helping the level of
GDP to revert to close to its pre-virus path over the medium
term."

Mitigating factors are limited in the current environment, although
early data indicate that the daily number of new coronavirus cases
in China has fallen sharply, while air traffic in the country has
correspondingly begun to increase, albeit not yet toward
pre-coronavirus levels. This dynamic suggests a potential recovery
path for global air traffic should similar measures be employed in
other countries and regions. There is increasing potential for
government support for the airline industry, although the magnitude
and timing of any such support are not yet fully known, nor is how
evenly any such support will be distributed among airlines. For
example, aircraft lessors generally have lease exposure to national
carriers, which may be more likely to receive support. However,
Avation has sizeable exposure to smaller and less strategically
important airlines and airlines with weaker sovereign ability to
provide support. In addition, lower oil prices could serve to
reduce a key expense item for airlines, but in many instances, this
is offset by associated hedges or currency fluctuations.

Avation is small in absolute size. Still, it is one of the largest
lessors of ATR turboprops in the Asia-Pacific region. The company
has a young average fleet age of 3.7 years (excluding finance
leases) as of end-December 2019, and Fitch regards its turboprops
as niche aircraft with supportive demand dynamics. Avation has
diversified its aircraft fleet over the years to a fleet makeup of
36% (based on net book value) regional aircraft, 46% narrowbody and
18% widebody, but the portfolio remains small and concentrated by
aircraft types compared with other higher-rated peers.

Avation's franchise is established mainly within the Asia-Pacific
and European airline markets. The company had grown its portfolio
and increased its customer base to 19 airlines by end-December
2019. The concentration and exposure to a single lessee, Virgin
Australia Holdings Limited (B+/Stable), declined to around 19% by
end-December 2019 from 60% in 2015, but the top five lessees
accounted for around 69% of the portfolio, which is high compared
with larger peers.

The downgrade of the senior unsecured debt rating reflects the
downgrade of the IDR and Fitch's expectation of below-average
recovery prospects for the senior unsecured debtholders under a
stress scenario. The assignment of the Recovery Rating of 'RR5'
reflects this recovery assumption, under the Fitch criteria, which
states that Fitch assigns Recovery Ratings to non-bank financial
institution which have a Long-Term IDR of 'B+' or below.

RATING SENSITIVITIES

The ratings could be downgraded if the effects from the coronavirus
last well into 2HFY20 or beyond and severely weaken Avation's asset
quality and profitability, leading the company's leverage to rise
above 5.0x. A weakening funding and liquidity profile or
deterioration of cash flow due to large and extended deferrals of
lease rents could also trigger a negative rating action.

The Rating Watch Negative could be revised to a Negative Outlook if
leverage maintains between 4.0x and 5.0x on a sustained basis
combined with improved liquidity coverage and continued
demonstration of residual-value risk management. The Rating Watch
Negative could be revised to a Stable Outlook if the financial
metrics are achieved and the health crisis eases in or before 2H20
and is met with a general resumption of air travel and broader
economic activity returning towards pre-coronavirus levels.

Fitch does not expect upward rating momentum to emerge over the
near term. However, Avation's ratings over the long term could be
positively influenced by improved scale efficiencies, leverage
declines to below 4.0x on a sustainable basis and an improved
funding and liquidity profile. Fitch would also regard as positive
improved fleet, geographic or lessee diversification, provided such
actions are undertaken at a moderate pace and do not adversely
affect underwriting or pricing terms.

The rating assigned to the unsecured debt is one notch below the
company's Long-Term IDR and is likely to move in tandem with the
IDR. The unsecured debt rating could be notched down further from
Avation's IDR should the assumption of the aircraft value
deteriorate beyond its expectation in a stressed scenario, or
secured debt increased as a percentage of total debt such that the
unencumbered pool contracts and expected recoveries on the senior
unsecured debt were adversely affected.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch has adjusted its core leverage calculation by not excluding
maintenance right assets and lease premiums from tangible equity.
This reflects Fitch's assessment that these balance sheet items
contain sufficient economic value to support creditors.

Fitch regards aircraft purchase rights as intangible assets until
they are exercised and reflected in the cost of the aircraft. As
such, Fitch excludes these from its calculation of tangible
equity.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).  

DEBENHAMS PLC: Asks Landlords to Consider Further Rent Cuts
-----------------------------------------------------------
Isabella Fish at Drapers reports that Debenhams has written to
landlords asking them to consider further rent cuts and store
closures as part of its ongoing company voluntary arrangement
(CVA), in order to avoid launching fresh insolvency proceedings.

The department store chain entered administration in April 2019 and
officially launched its CVA later the same month, Drapers recounts.
Its CVA proposals, which included rent cuts of 25% to 50% on some
stores, were approved last May, Drapers relays.

Debenhams is expected to close 50 stores in total under the CVA, of
which 22 shut in January, Drapers discloses.  The retailer has been
in continuing discussions with landlords to determine the next
tranche of closures, and how to give the rest of its stores a
sustainable cost base, Drapers states.

Drapers understands the company has now advised landlords that it
may require steeper rent reductions and further store closures as
part of the ongoing CVA.  It is understood that this is a
"fall-back" option and Debenhams is "considering all options",
Drapers says.

According to Drapers, a source close to the retailer said the goal
was still to "identify long-term profitability".

However, another source close to the situation warned that new
insolvency proceedings could be on the cards if landlords don't
agree to the proposals: "There would be a fresh CVA if landlords
don't help with significant rent cuts and further store closures as
part of the previous CVA agreement, Drapers notes.

Separately, Debenhams wrote to landlords last week asking for a
five-month rent holiday, starting immediately, as it struggles to
deal with the disruption caused by the coronavirus outbreak,
Drapers recounts.


HONOURS PLC: Fitch Withdraws Dsf Class B Debt Rating
----------------------------------------------------
Fitch Ratings affirmed Honours Plc (Honours) and Higher Education
Securitized Investment Services No.1 Plc (Thesis) and has
simultaneously withdrawn the ratings as they are no longer
considered to be relevant for the agency's analytical coverage.

Honours PLC

Class A1 XS0273149962; LTBBBsf Affirmed; previously at BBBsf

Class A1 XS0273149962; LTWDsf Withdrawn; previously at BBBsf

Class A2 XS0273152677; LTBBBsf Affirmed; previously at BBBsf

Class A2 XS0273152677; LTWDsf Withdrawn; previously at BBBsf

Class B XS0273153998; LTBBsf Affirmed; previously at BBsf

Class B XS0273153998; LTWDsf Withdrawn; previously at BBsf

Class C XS0273156587; LTCCCsf Affirmed; previously at CCCsf

Class C XS0273156587; LTWDsf Withdrawn; previously at CCCsf

Class D XS0273158443; LTCCsf Affirmed; previously at CCsf

Class D XS0273158443; LTWDsf Withdrawn; previously at CCsf

Higher Education Securitised Investments Series No. 1 plc (Thesis
1)

Class A3 XS0085726403; LTCCsf Affirmed; previously at CCsf

Class A3 XS0085726403; LTWDsf Withdrawn; previously at CCsf

Class A4 XS0085726585; LTCCsf Affirmed; previously at CCsf

Class A4 XS0085726585; LTWDsf Withdrawn; previously at CCsf

TRANSACTION SUMMARY

Both transactions are securitizations of mortgage-style student
loans granted by the UK through the Student Loans Company (SLC) to
students enrolled in a course prior to 1998.

Honours is a refinancing of the previous Honours Plc transaction
that closed in 1999, while Thesis closed in 1998.

The ratings were withdrawn as they are no longer considered to be
relevant for the agency's analytical coverage. Fitch will no longer
provide ratings or analytical coverage of the structured finance
transactions.

KEY RATING DRIVERS

Liquidity Risks Limit Honours Ratings

The asset portfolios accrue interest based on the RPI. The issuer
also entered into a swap agreement (subsidy) with the UK government
whereby it pays RPI and receives Libor plus a margin. However, as
the notional of the swap is much larger than interest-paying
assets, the issuer is exposed to rising RPI.

In April 2019 the liquidity facility provided by Danske Bank to
Honours was terminated. In Fitch's view, the class A notes are
substantially exposed to liquidity risk, which if it were to result
in interest shortfalls could constitute an event of default for the
notes. The limited amount of excess spread indicates low spare
capacity to cover senior fees and interest payable and that the
liquidity reserve build-up mechanism will not be triggered in the
near future. Therefore, the ability to use available principal
funds to pay interest remains the only effective mitigating factor
during stress, but as the share of loans in repayment currently
amounts to only about 6% of the qualifying balance, the ability of
the structure to continue using principal repeatedly in sufficient
quantities is difficult to ascertain.

To address such risks, Fitch limits the maximum achievable rating
of the class A notes to 'BBBsf' as the uncertainty about its
capacity to pay timely interest is not consistent with high
investment-grade ratings. Similar considerations apply to the class
B notes, but as it ranks below class A in payment priority Fitch
limits its rating to 'BBsf'. The reduced capacity to pay timely
interest constrains ratings on both the class A and B notes below
the model-implied results that reflect ultimate payment.

In Thesis liquidity is provided by a dedicated accrual note
facility.

Honours' Remediation Plan Concluded

Honours' remediation plan to address certain arrears notifications
sent to borrowers, which are not in compliance with the Consumer
Credit Act, has finally concluded. The amounts settled by the
previous servicer have been sufficient to cover the relevant costs,
and also about GBP1.3 million have been paid through the waterfall,
reducing the outstanding principal deficiency ledger (PDL).

Stabilising Performance, Reliance on Cancellations

Both transactions show fluctuating delinquency paths, due to the
nature of the assets and to the yearly reset of the deferment
threshold. Default rates have stabilized over the past year, but
both transactions are heavily reliant on cancellation payments from
the UK government. The share of repaying loans is shrinking over
time, representing about 6% of the non-defaulted balance in Honours
and about 5% in Thesis. Fitch set a 10.5% default expectation for
Honours and 11.7% for Thesis, with a 25% and 20% recovery
assumption.

Low Excess Spread

In Fitch's view Thesis is in negative excess spread, as without
cancellation payments from the government the available funds would
not be sufficient to service coupon payments on the rated notes.
According to Fitch's calculations, excess spread was minus 1.1% per
year as of March 2020.

For Honours, assumed excess spread is close to zero, at 0.1% per
year.

Resilience to Coronavirus Disruption

The global coronavirus outbreak and resulting containment measures
have resulted in a highly uncertain macroeconomic outlook, and
asset performance across all sectors is likely to be affected.
However, Fitch believes the structures are resilient to the
near-term disruption, as the asset repayment profiles are
relatively slow. Furthermore, any increase in loan deferrals will
be reflected in higher future cancellation payments from the UK
government.

RATING SENSITIVITIES

No longer relevant as ratings have been withdrawn.

CRITERIA VARIATION

Fitch deviated from its criteria by not following the model-implied
results. The model-implied ratings would have led to an upgrade of
the class A, B and C notes by six notches.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transactions. There were no findings that affected the
rating analysis. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transactions' initial
closing. The subsequent performance of the transactions over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.

Overall, Fitch's assessment of the information relied upon for the
agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).

OASIS AND WAREHOUSE: Explores Sale, Appoints Administrators
-----------------------------------------------------------
Business Sale reports that Icelandic-owned UK women's fashion
retailers Oasis and Warehouse are exploring a sale, appointing
administrators from Deloitte to hold talks with potential buyers.

The coronavirus pandemic has prompted the UK government to mandate
the shuttering of all non-essential retailers, such as fashion
stores, for at least three weeks, Business Sale discloses.

According to Business Sale, Icelandic lender Kaupthing, which owns
the stores, had initially tried to sell them in 2017, but withdrew
from the sales process after reportedly not attracting bids that
met its valuation.

A Kaupthing spokesperson, as cited by Business Sale, said: "Like
all businesses operating in these unprecedented times, we continue
to work on how we can best navigate through the current challenging
circumstances following the Covid-19 outbreak."

"While this remains a key focus for the company, Oasis and
Warehouse are strong brands and we have very recently received
inbound interest from strategically aligned parties regarding a
potential transaction."

"We remain in dialogue with these parties, but there is no
certainty at this stage that this will lead to a transaction."

Oasis and Warehouse Group presently employ around 2,300 staff and
trade from 90 standalone locations and 437 concessions in
department stores.

In the group's most recent accounts, to the year ending March 2
2019, it reported gross profit of GBP173 million on total turnover
of GBP293.2 million, Business Sale relays.  At the time, the group
held total current assets of GBP66.2 million, Business Sale notes.


REMNANT KINGS: Enters Administration, Ceases Trading
----------------------------------------------------
BBC News reports that thirty-two people have been made redundant
after administrators were called in to Glasgow-based fabric and
soft-furnishing firm Remnant Kings.

Administrators said the company suffered a drop in trade in recent
years but the effects of the coronavirus outbreak sealed its fate,
BBC relates.

A drop in footfall since early March led directors to conclude the
company could not continue to trade, BBC discloses.

According to BBC, the firm said it could not pay "critical" bills
on nil sales income.  

Remnant Kings was established in 1946 and operated a chain of
stores across central Scotland as well as an online service.

Its directors closed the store at the weekend and placed the
company in administration, BBC states.

Blair Nimmo, the joint administrator, said they had "no option" but
to make the employees redundant as the firm had ceased trading, BBC
notes.

He said the company was affected by changing customer habits which
were exacerbated by the Covid-19 crisis, according to BBC.

He added the firm was unable to continue trading in light of
"significant liabilities and cashflow issues", BBC relays.


SYNLAB UNSECURED: Fitch Affirms LT IDR at 'B', Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Synlab Unsecured Bondco PLC's Long-Term
Issuer Default Rating at 'B'. The Outlook is Stable.

The 'B' IDR of Synlab is materially constrained by its aggressive
leverage profile and financial policies. These weaknesses are
balanced by the defensive nature of the company's routine
medical-testing business model. Fitch expects the current COVID-19
crisis to be broadly credit-neutral for Synlab as the potential
impact of postponed routine-testing could be partly compensated by
new business from COVID-19 testing.

The Stable Outlook is predicated on Synlab's ability to deleverage
to below 8.0x on a funds from operations adjusted gross basis by
2020, ahead of the upcoming refinancing of the company's revolving
credit facility and senior secured debt maturing in July 2021 and
July 2022, respectively.

KEY RATING DRIVERS

Stable Organic Performance: Fitch views Synlab's operations as
robust, benefitting from scale and diversification across product
and geography. These strengths allow Synlab to generate
consistently like-for-like growth despite reimbursement and cost
pressures in most markets where it operates. After two years of
asset integration and restructuring, (Fitch-defined) operating
margins have stabilized at around 18%, without any visible
improvement given price and cost pressures and the regulated nature
of the market. Bolt-on M&A and volume-driven revenue expansion
will, in its view, continue to support steady earnings generation
with EBITDA margins remaining at 18%.

Focus on Asset Integration: Synlab's buy-and-build strategy
highlights the need for disciplined asset selection and rigorous
integration process into a growing pan-European platform. Rising
asset valuations in a consolidating lab-testing services market,
particularly for lab networks with certain regional density and
scale, make it harder to realize synergies from acquisitions.
Inability to deliver such cost savings derived from M&A activity
can impair financial flexibility and put ratings under pressure.
Its assumptions supporting the current IDR with Stable Outlook are
based on target acquisition multiples of 8.5x-10.0x with an annual
M&A spend of EUR200 million, contributing around EUR20 million to
EBITDA each year.

Leverage Headroom Fully Exhausted: High financial leverage
continues to materially constrain Synlab's ratings. With
FFO-adjusted gross leverage estimated at 8.5x in 2019 leverage
headroom is already fully exhausted. After the capital optimization
measures completed in 2019, and with the asset-integration process
still ongoing, Fitch projects FFO-adjusted gross leverage at around
8.0x in 2020 and 2021. The currently projected leverage profile,
however, could change on refinancing or investors' exit in the
medium-term, which Fitch will treat as event risk.

Growing Refinancing Risk: Refinancing risk is increasing under
current turbulent capital market conditions, in view of its RCF
maturity in July 2021 and EUR1.4 billion senior secured term loans
and notes maturity in July 2022. Synlab's shareholders are
currently evaluating strategic options for the business ranging
from a sale to a financial or strategic investor, listing, or
refinancing. Currently unreceptive debt capital markets make debt
refinancing or recapitalization less likely in the near term,
pushing refinancing closer to the debt maturity date.

Negative Outlook Likely on High Leverage: In its rating assessment
Fitch focuses more on refinancing risks by mid-2022, rather than
the RCF maturity in mid-2021, given the underlying defensive sector
features and low reliance on the RCF (which equals to roughly 10%
of drawn debt) to finance operations. Therefore, maintaining high
leverage into 2021 could drive a change in the Rating Outlook to
Negative over the next 12 months.

Strengthening Cash Flows: Synlab's low deleveraging capacity is
balanced by improving cash flow generation. Fitch projects steadily
growing free cash flows (FCF) and margins as the business increases
in scale on the back of organic and acquisitive growth while
maintaining stable operating margins. After a slightly positive FCF
margin of 2% in 2018, Fitch projects FCF margins to have
strengthened to 3% in 2019 and to further rise toward 4%-5% in the
medium term. This supports its forecasts for Synlab showing
positive FCF will help mitigate high financial risks.

Supportive Sector Fundamentals: Lab testing is regarded as social
infrastructure given its defensive non-cyclical characteristics.
The sector is driven by steadily rising demand as preventive and
stratified medicine becomes more prevalent. Incremental volumes in
a structurally growing market compensate for price and
reimbursement pressures, as national regulators contain rising
healthcare costs. National or pan-European sector constituents such
as Synab are best-placed to capitalize on positive long-term demand
fundamentals and extract additional value through scale-driven
efficiencies and market-share gains by displacing less efficient
and less focused smaller peers.

DERIVATION SUMMARY

Following the merger of Synlab and Labco in 2015, the combined
group is the largest lab-testing company in Europe, twice the size
of its nearest competitor, Sonic Healthcare. Its operations consist
of a network of around 500 laboratories across some 40 countries,
providing good geographical diversification and limited exposure to
single healthcare systems. Its EBITDA margin at around 18%
(Fitch-defined) slightly lags behind European industry peers', due
to its exposure to the German market with structurally lower
profitability. The lab-testing market in Europe has attracted
significant private- equity investment, leading to highly leveraged
financial profiles. Synlab is highly geared for its rating, its
annualized FFO-adjusted gross leverage on a pro forma basis
including full acquisition effects is estimated to have remained at
8.5x in 2019), which is a key rating constraint.

At the same time, as with other sector peers, such as CAB Selas
(B/Negative) and Cerba, Synlab benefits from a defensive and stable
business model given the infrastructure-like nature of lab-testing
services. Fitch therefore projects that Synlab will be able to
generate sustainably positive FCF once its cost-saving program has
been completed this year, which Fitch expects to see in the 2019
results to be released shortly.

KEY ASSUMPTIONS

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

  - Low- to mid-single digit organic growth in key markets for the
next four years

  - EBITDA margin (Fitch-defined) at around 18% over the next four
years, supported by cost savings and economies of scale achieved
from the enlarged group

  - Enterprise value (EV)/EBITDA acquisition multiple of 10x

  - Around EUR200 million of bolt-on acquisitions per annum funded
by debt drawdowns and internal cash flows up to 2024

  - Capex moderate at around 4% of revenue up to 2024

  - Satisfactory FCF generation of around 4.5% on average over the
next four years

  - RCF and senior secured loans and notes due in July 2021 and
July 2022 respectively are assumed to be extended by two to three
years, for senior secured loans and notes Fitch conservatively
assumes a 100bp premium over current terms

  - No dividends

Recovery Assumptions:

The recovery analysis assumes that Synlab would be reorganized as a
going-concern (GC) in bankruptcy rather than liquidated given its
asset-light operations.

Fitch has assumed a 10% administrative claim.

Synlab's GC EBITDA of around EUR300 million is an estimate of
post-restructuring EBITDA. This could be achieved as a result of
the corrective measures to stabile organic operations with a
sufficiently invested lab network and allow for timely debt
service. Distress could come as a result of adverse regulatory
changes, and an aggressive and poorly executed M&A strategy leading
to an unsustainable capital structure.

The distressed EV/EBITDA multiple of 6.0x reflects Synlab's
geographic breadth and scale as European lab-testing market leader
and cash-generative operations. This compares with the EV/EBITDA
multiple of 9.0x-11.0x for smaller targets that are being acquired
in the sector.

RCF is assumed to be fully drawn upon default and ranks super
senior on enforcement, ahead of the senior secured and senior
debt.

The allocation of value in the liability waterfall results in a
Recovery Rating 'RR1' for the first-lien revolver and term loan
(EUR250 million) indicating a 'BB' instrument rating with an output
percentage of 100%, and a Recovery Rating 'RR3' for the senior
secured term loan and notes (EUR2.3 million), leading to a 'B+'
instrument rating with an output percentage of 59%.

The subordinated notes (EUR375 million) have zero recovery under
the waterfall calculation. The Recovery Rating for the subordinated
notes is 'RR6' corresponding to an instrument rating of 'CCC+'.

RATING SENSITIVITIES

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

  - FFO-adjusted gross leverage below 6.5x and FFO fixed-charge
coverage above 2.0x

  - Improved FCF margin in the mid-to-high single-digits or a more
conservative financial policy reflected in lower debt-funded M&A
spending

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

  - FFO-adjusted gross leverage above 8.0x beyond 2020 (2019E:
8.5x) or FFO fixed-charge coverage at less than 1.5x (2019E: 1.8x)
for a sustained period (both adjusted for acquisitions)

  - Reduction in FCF margin to only slightly positive levels or
large debt-funded and margin-dilutive acquisition strategy

  - Absence of or negative like-for-like growth or inability to
extract synergies, integrate acquisitions or other operational
challenges leading to EBITDAR margin declining to below 22%

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Organic liquidity is satisfactory, with
estimated cash of EUR200 million at end-2019. Fitch expects this
cash, along with around EUR100 million projected annual FCF, will
be used for bolt-on M&A of EUR200 million per year. Given this
internal cash generation and the discretionary nature of M&A, Fitch
projects year-end cash balances of at least EUR100 million from
2020 onwards, after stripping out EUR30 million restricted cash
needed for operations.

Synlab benefits from a diversified funding structure and maturity
profile. It has access to a currently fully undrawn committed RCF
of EUR250 million due July 2021. The next term loans of EUR450
million and senior secured notes of EUR940 million mature in July
2022, followed by senior unsecured notes of EUR375 million due in
July 2023 and the recently placed new term loan of EUR920 million
due in July 2026.

ESG CONSIDERATIONS

Synlab has an ESG Relevance Score of 4 due to its exposure to
social impact as the company operates in a regulated medical
market, which is subject to pricing and reimbursement pressures as
governments seek to control national healthcare spending and
contain rising healthcare costs and may have a negative impact on
the credit profile,. This is relevant to the rating in conjunction
with other factors.

Except for the matters discussed, the highest level of ESG credit
relevance, if present, 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
Synlab.

VUE INTERNATIONAL: Moody's Affirms B3 CFR,  Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service changed the ratings outlook for Vue
International Bidco plc from stable to negative. At the same time,
the agency has affirmed the B3 Corporate Family Rating and B3-PD
Probability of Default rating for VUE. The agency has also affirmed
the B2 ratings of the new senior secured EUR-denominated term loan
B1 of EUR634 million and the term loan B2 (delayed draw tranche) of
EUR114 million (both due 2026) issued by VUE, the UK-based
international cinema operator. Moody's will be withdrawing the B2
rating on the term loan B2, once it expires at the end of March
2020.

The change in outlook reflects Moody's expectation of a spike in
VUE's leverage expected in 2020 triggered by the temporary closures
of VUE's cinemas in all of its territories with the exception of
one site in Taiwan. The closures have been mandated by the national
Governments in the light of the widespread outbreak of Coronavirus
across the globe.

"We currently anticipate closures for at least a period of 6-12
weeks across geographies with reduced prospects for normalized
attendance even after cinema theatres open. This will likely result
in a rise in Moody's adjusted Gross Debt/ EBITDA for VUE to above
7.5x in 2020", says Gunjan Dixit, a Moody's Vice President --
Senior Credit Officer and lead analyst for VUE.

"We expect the company to implement cost saving measures over the
coming days in order to protect its liquidity position.
Additionally, the film slate for 2021 appears healthy and will
likely help in the recovery of the business, even if H2 2020
witnesses materially reduced attendance to cinemas", adds Ms.
Dixit.

RATINGS RATIONALE

In Italy and Poland, VUE has legal protections which enable the
company to mitigate substantially all of its property rental costs.
In the other markets, VUE is engaging with its landlords to seek
cash relief during the period of closure and beyond. In Continental
Europe, the Governments have announced state subsidies to cover
payroll costs. These subsidies are substantial and are currently
expected to be in the range of 50% to 90%. The UK Government has
also recently agreed to pay 80% of workers' pay up to a maximum of
GBP2,500 per month for those businesses closed due to the
coronavirus. Moody's takes some comfort from the company's efforts
towards implementing the cost saving initiatives, but the agency
cautiously factors in execution risks in the realization of all of
the targeted savings.

The Federal Cartel Office in Germany recently published its
conditional clearance for the CineStar acquisition, under which VUE
has until the August 28, 2020 to satisfy the clearance conditions
to complete the sale of the divestment sites. However, given
current market uncertainty caused by the coronavirus, Moody's
understands that the sale of the divestment sites will not be
completed by March-end 2020. Consequently, the company will not
draw on the EUR114 million Senior Secured Term Loan Facility B
before the expiry of its availability period on March 31, 2020.
While the company has said that it will try to raise additional
funding when markets return to normal, Moody's believes the
probability of VUE completing this acquisition is fairly low. The
agency understands that there is no break-fee payable by VUE should
it fail to complete the acquisition.

The company had ended 2019 with a Moody's adjusted Gross Debt/
EBITDA of 6.3x. It generated positive free cash flow of GBP40
million. VUE had GBP156 million of unrestricted cash and no
drawings on the GBP65 million revolving credit facility as at
February 29, 2020. With the refinancing of its capital structure in
mid-2019, the company's cash pay interest obligations have
materially reduced and it faces no debt maturities before 2026.
Should the closure period last for 6-12 weeks, VUE has indicated
that it is confident of meeting its liquidity requirements during
the closure period without having to rely on any additional
external funding.

The company's undrawn RCF is restricted by a senior secured net
leverage-based springing covenant of 7.0x, which will be tested
only when the RCF is 35% drawn. Moody's understands that the
company currently does not intend to draw on the revolver
materially enough during the expected closure period to trigger the
covenant test.

The senior secured facilities and the RCF (both secured mainly on
share pledges and guaranteed by subsidiaries accounting for 80% of
group consolidated EBITDA) rank pari-passu amongst themselves and
are rated B2, one notch higher than the group's CFR. This is
essentially due to the cushion provided by the GBP165 million of
PIK second lien facility which ranks behind the senior secured
facilities. Moody's has also given full equity credit to the
intercompany loan provided by Vue's holding company in light of its
deep subordination in the capital structure. The maturity of the
intercompany loan, in December 2033, is beyond that of the senior
secured credit facilities and second lien facility.

VUE's B3 rating also reflects (1) the relative maturity of the
industry, which limits growth prospects; (2) the inherent
volatility of the industry, which relies on studio's ability to
deliver appealing movie slates; (3) recent admissions and price
volatility; and (4) potential disruption from new and alternative
movie distribution channels.

VUE's B3 rating also recognizes (1) the company's market
diversification and established positions in the UK, Germany,
Poland, Italy and the Netherlands; (2) market recovery in Germany
and Italy in 2019; (3) the value inherent in control of the first
run window; (4) the quality of the estate; and (5) the resilience
of the industry, given a strong value proposition.

ESG CONSIDERATIONS

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. Cinema operators
fall amongst the industry sectors most significantly affected by
the shock triggered by the temporary closures of their sites.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The action reflects the impact on VUE of the breadth
and severity of the shock, and the broad deterioration in credit
quality it has triggered.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook on the ratings reflects Moody's expectations
that VUE's leverage will rise materially in 2020 due to the
temporary closure of cinemas and Moody's expectation of reduced
attendance to cinemas in H2 2020 after cinemas resume service.
While the company's current liquidity position provides buffer,
temporary closures will be absorbing some cash despite the planned
cost saving measures.

Stabilization of the outlook would require (1) cinemas to re-open
and function normally after temporary closures are removed; (2)
attendance to cinema theatres to see a material improvement
particularly on the back of a strong film slate in 2021; and (3) a
recovery in company's credit metrics together with a comfortable
liquidity profile.

WHAT COULD CHANGE THE RATING UP/DOWN

Upward pressure is unlikely over the coming 12-18 months. Over time
it may arise if (1) Vue's operating profitability improves
steadily, (2) its Moody's adjusted gross leverage improves to below
6.5x on a sustained basis largely driven by EBITDA growth or debt
reduction and (2) Vue delivers positive and improved free cash
flow.

Downward pressure may arise should there be (1) an indication of
prolonged closure of cinemas beyond the 6-12 weeks period signaling
a bigger drain on the company's liquidity position or failure of
the company to execute on the planned cost savings in a timely
manner; (2) limited prospects of recovery of the company's
operating performance in H22020 as well as in 2021; and (3) a
material deterioration in company's gross debt/ EBITDA such that it
remains above 7.5x for a sustained period or the company's free
cash flow turns materially negative on a sustained basis.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: Vue International Bidco plc

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Senior Secured Bank Credit Facility, Affirmed B2

Senior Secured Regular Bond/Debenture, Affirmed B3

Outlook Actions:

Issuer: Vue International Bidco plc

Outlook, Changed to Negative from Stable

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

VUE is a leading international cinema operator, managing respected
brands in major European markets. For the 12 months ended November
30, 2019, the company generated revenue of GBP854 million and
reported EBITDA (constant currency, perimeter) of GBP140 million.
VUE is owned by OMERS (37.1%), AIMCo (37.1%) and management.

[*] UK: Government to Guarantee GBP330BB of Bank Loans to Firms
---------------------------------------------------------------
Thomas Colson at Business Insider reports that the UK Chancellor
Rishi Sunak has said the government will guarantee GBP330 billion
of bank loans to firms to stop them from going bankrupt during the
coronavirus outbreak.

According to Business Insider, speaking at a press conference
alongside Boris Johnson, he said the government would guarantee the
lending package -- which is equivalent to 15% of the UK's GDP -- in
order to support both large and small businesses struggling to pay
rent and salaries.  Further money will be available if businesses
demand it, Business Insider notes.

Larger firms will be able to access a lending facility through the
Bank of England, which Mr. Sunak, as cited by Business Insider,
said would guarantee "low-cost, easily accessible" commercial
loans.

For small- and medium-sized businesses, he will extend the new
business interruption loan scheme announced so that businesses can
borrow up to GBP5 million with no interest due for the first six
months, Business Insider discloses.

Both schemes will be running by the start of this week, Business
Insider states.





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

[*] Fitch Places 15 Credit-Linked Notes Under Criteria Observation
------------------------------------------------------------------
Fitch Ratings has placed 15 credit-linked notes Under Criteria
Observation.

Following the publication of an updated Bank Rating Criteria on
February 28, 2020, Fitch has placed several ratings of banks on
UCO. The rating action reflects the UCOs on affected banks that are
also risk-presenting entities in the 15 CLNs.

Avenir CLN 2018-5

Series 2018-5 XS1705599758- LT BBBsf; Under Criteria Observation

Signum Finance II Plc 2016-02

2016-02 XS1391723530- LT BBB+sf; Under Criteria Observation

Avenir B.V. 2016-4

Series 2016-4 XS1523958681- LT BBBsf; Under Criteria Observation

Citi- SPIRE 2019-140

EUR250mn Spire 2019-140 XS2092203426- LT Asf Under; Criteria
Observation

Citi- SPIRE 2019-156

EUR 80mn Spire 2019-156 XS2092154975- LT Asf; Under Criteria
Observation

Argentum Capital S.A. 2019-133

2019-133 XS2022019389- LT BBB+sf; Under Criteria Observation

Signum Finance II Plc BTPei GSI Inflation Linked CLN 2023

BTPei GSI Inflation linked CLN 2023 XS0854395539- LT BB+sf; Under
Criteria Observation

Avenir B.V. 2017-2

Series 2017-2 XS1567978553- LT BBBsf; Under Criteria Observation

Signum Finance II plc BTPei GSI Inflation linked CLN 2041

BTPei GSI Inflation linked CLN 2041 XS0659372980- LT BB+sf; Under
Criteria Observation

Citi- SPIRE 2020-40

EUR200mn SPIRE 2020-40 XS2123320629- LT Asf; Under Criteria
Observation

Avenir B.V. 2017-4

Series 2017-4 XS1640689193- LT BBBsf; Under Criteria Observation

Citi- SPIRE 2020-08

Single Platform Investment Repackaging Entity SA Compartment
2020-08 XS2106042604- LT Asf; Under Criteria Observation

Avenir CLN 2018-1

Series 2018-1 XS1701736271- LT BBBsf; Under Criteria Observation

Avenir CLN 2018-2

Series 2018-2 XS1705599675- LT BBBsf; Under Criteria Observation

Avenir B.V. 2016-3

Series 2016-3 XS1495518323- LT BBBsf; Under Criteria Observation

KEY RATING DRIVERS

The Long-Term Issuer Default Ratings of Bank of New York Mellon
S.A./N.V. (BNY, AA-/Stable), Credit Suisse International (Credit
Suisse, A-/Positive), Citigroup Global Markets Limited (Citigroup,
A/Stable), Goldman Sachs International (Goldman, A/Stable) were
placed on UCO.

The ratings on the CLN notes are placed on UCO, in line with that
on the transactions' risk-presenting entities.

RATING SENSITIVITIES

The UCO will be removed once Fitch completes its review of the
financial institutions under its new criteria. The rating on the
notes is sensitive to changes in the Long-Term Issuer Default
Ratings of the risk-presenting entities.

For the Argentum transaction: If the weakest link entity Credit
Suisse International is downgraded by one notch then the notes'
rating would be downgraded by one notch. If the additional
risk-presenting entity Barclays Plc is downgraded by one notch then
notes' rating remains unchanged. If both are downgraded by one
notch then the notes' rating would be downgraded by one notch.

For the Avenir transactions: If either the weakest link Medio Banca
or the additional risk-presenting entity BNY Mellon is downgraded
by one notch then the notes' rating would be downgraded by one
notch. If both are downgraded by one notch, then the notes' rating
would be downgraded by two notches.

For Signum Finance II: If the weakest link entity Standard
Chartered Plc is downgraded by one notch then the notes' rating
would be downgraded by one notch. If the additional risk-presenting
entity Goldman Sachs International is downgraded by one notch then
notes' rating remains unchanged. If both are downgraded by one
notch, then the notes' rating would be downgraded by one notch.

For Signum Finance II BPTei: If the weakest link entity Italy is
downgraded by one notch then the notes' rating would be downgraded
by one notch. If the additional risk-presenting entity Goldman
Sachs International is downgraded by one notch then notes' rating
remains unchanged. If both are downgraded by one notch, then the
notes' rating would be downgraded by one notch.

For the SPIRE transactions: If Citigroup is downgraded by one
notch, then the notes' rating would be downgraded by one notch.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

The rating of the SPIRE notes is linked to the credit quality of
Citigroup, the repo counterparty.


                           *********


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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written permission of the publishers.

Information contained herein is obtained from sources believed to
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delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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