---

       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

          Tuesday, April 14, 2020, Vol. 21, No. 75

                           Headlines



A R M E N I A

ZANGEZUR COPPER: Moody's Cuts CFR to B3, Outlook Developing


C R O A T I A

ULJANIK: Croatia Endorses Transfer of Concession to Brodogradnja


C Y P R U S

[*] Fitch Takes Action on Cypriot Banks on Coronavirus Risks


F R A N C E

GROUPE RENAULT: S&P Cuts Ratings to 'BB+/B' on Weaker Metrics


G E O R G I A

CARTU BANK: S&P Alters Outlook to Negative & Affirms 'B/B' ICRs


G E R M A N Y

CECONOMY AG: Moody's Cuts LT Issuer Rating to Ba1, Outlook Neg.
ROEHM HOLDING: Fitch Gives B- LT IDR, Outlook Stable


I R E L A N D

AVOCA CLO XXI: Fitch Gives B-sf Rating to Class F Debt
HOUSE OF EUROPE V: S&P Affirms 'CC (sf)' Rating on Class A3a Notes
JUBILEE CLO 2015-XV: S&P Affirms B- (sf) Rating on Class F Notes
ST. PAUL XII: Fitch Gives B-sf Rating to Class F Debt


L U X E M B O U R G

ARCELORMITTAL SA: Fitch Cuts LT IDR & Sr. Unsec. Ratings to BB+
CCP LUX: Moody's Affirms B3 CFR, Alters Outlook to Negative
EP BCO: Fitch Affirms 'BB-' LT IDR, Alters Outlook to Negative
ORION ENGINEERED: S&P Affirms 'BB' ICR, Outlook Stable


N E T H E R L A N D S

GLOBAL BLUE: S&P Downgrades ICR to 'B+', Outlook Stable
PROMONTORIA HOLDING: S&P Cuts Ratings to 'B-' on Weaker Earnings


N O R W A Y

NORWEGIAN AIR: Seeks to Convert Debt Into Equity


R O M A N I A

[*] ROMANIA: Nearly 150,000 Firms May Go Bankrupt Due to COVID-19


R U S S I A

KRANBANK JSC: Declared Bankrupt by Ivanovo Arbitration Court
O1 PROPERTIES: S&P Downgrades ICR to 'CC' on Likely Default
[*] Fitch Alters Outlook on 15 Russian Banks to Negative


S P A I N

CAIXABANK CONSUMO: Fitch Puts 'BBsf' Class B Notes on Watch Neg.
REPSOL SA: Egan-Jones Lowers Senior Unsecured Ratings to BB


S W I T Z E R L A N D

GATEGROUP HOLDING: S&P Downgrades ICR to 'B', Put on Watch Neg.
SWISSPORT GROUP: S&P Cuts ICR to 'CCC' on Debt Restructuring Risk


T U R K E Y

ANTALYA METROPOLITAN: Fitch Affirms LT IDRs at BB-, Outlook Stable
VESTEL ELEKTRONIK: S&P Downgrades ICR to 'SD' on Debt Postponement


U K R A I N E

UKRAINIAN RAILWAYS: S&P Cuts ICR to 'CCC' on Weakening Liquidity


U N I T E D   K I N G D O M

BBD PARENTCO: Fitch Cuts LT IDR to 'B-', Outlook Negative
CPUK FINANCE: Fitch Places 'B' Class B Notes Rating on Watch Neg.
INTU METROCENTRE: Fitch Corrects Press Release dated on April 6
MALLINCKRODT PLC: S&P Affirms 'B-' Rating on First-Lien Debt
NMC HEALTH: Administrators Seek to Reassure UAE Medical Staff

PROVIDENT FINANCIAL: Fitch Affirms 'BB+' LT IDR, Outlook Now Neg.
SAGA PLC: S&P Alters Outlook to Stable & Affirms 'B' Rating
STAR UK MIDCO: S&P Downgrades ICR To 'B-' On Expected Lower Demand
WALNUT BIDCO: S&P Cuts Sr. Sec. Debt Rating to 'B', Outlook Neg.
YELL: S&P Downgrades ICR to 'CCC' on COVID-19 Effects

[*] UK: Airlines Allowed to Delay Payment of GBP1BB Fees

                           - - - - -


=============
A R M E N I A
=============

ZANGEZUR COPPER: Moody's Cuts CFR to B3, Outlook Developing
-----------------------------------------------------------
Moody's Investors Service has downgraded to B3 from B2 the
corporate family rating and to B3-PD from B2-PD the probability of
default rating of Zangezur Copper Molybdenum Combine CJSC, one of
the largest explorations and mining companies in Armenia. The
outlook on all ratings has been changed to developing from stable.

RATINGS RATIONALE

The downgrade of the company's CFR to B3 from B2 reflects increase
in debt and leverage due to acquisition of a 75% of its own shares
from the controlling shareholders for about $165 million in
December 2019, modification of the company's streaming contracts,
which resulted in the outflow of about $41.5 million in Q1 2020
amid deteriorating market environment and weak liquidity.

Average copper and ferromolybdenum prices were fairly high in 2019,
at about $6,000 per tonne and $26 per kilogram, respectively, which
allowed the company to generate Moody's-adjusted EBITDA of about
$98 million (2018: $96 million). However, copper prices fell to
about $4,900 per tonne as of early April 2020 compared with a
$5,500-$6,500 per tonne range in 2019 while the price for 65%
ferromolybdenum fell to about $20 per kilogram in early April 2020
from a $21-$29 per kilogram range in 2019. In October 2019 and
December 2019, the company entered into agreement with its
shareholders, CRONIMET Mining GmbH and Makur Erkati Gortsaran OJSC
(Plant of Pure Iron), respectively, to acquire 60% and 15% of the
share capital in ZCMC, respectively, for a total consideration of
about $165 million. In accordance with the terms of the
sales-purchase agreements (SPAs), ZCMC settled $65 million of the
purchase consideration in December 2019 while the remining $100
million will have to be paid in two installments: $50 million until
the end of 2020 and $50 million until the end of 2021. Moody's
estimates that this transaction caused the company's leverage, as
measured by Moody's-adjusted debt/EBITDA to increase to about 4.0x
as of 31 December 2019 compared with Moody's initial estimate of
about 2.0x as of the same date and with 2.3x as of 31 December
2018. Under the scenario of depressed copper and ferromolybdenum
prices of about $5,000 per tonne and $20 per kilogram,
respectively, the company's Moody's-adjusted leverage will be
sustained at a fairly elevated level of about 4.6x as of 31
December 2020 potentially growing to 5.8x as of 31 December 2021
due to negative free cash flows in 2020-21, unless copper and
ferromolybdenum prices recover and the company raises equity to
materially reduce its debt.

Recognising the challenges, which the elevated debt could have on
the company's credit profile, the company initiated a search for a
strategic investor, to which it aims offering up to 50% minus one
share in the share capital of ZCMC before cancelation of treasury
shares. The company is in advanced stages of negotiation with the
potential investors and estimates the closing of the sales-purchase
transaction with the successful bidder by the year-end 2020 as
highly probable. This transaction has fairly high execution risks
amid copper price volatility and financial markets turmoil. Under
the scenario when the company completes this transaction the
company is capable to materially decrease its debt with Moody's
adjusted debt/EBITDA falling towards 3.5x-3.8x as of year-end 2021
even under the fairly stressful assumption of copper and
ferromolybdenum prices of about $5,000 per tonne and $20 per
kilogram, respectively.

The company expects a bit more pronounced effect from the upcoming
farming out of the minority stake in ZCMC to a potential investor
on the company's balance sheet and estimates that this transaction
would lead to leverage, as measured by company's reported
debt/EBITDA falling to about 3.5x as of year-end 2020 and to about
2.8x-3.0x by year-end 2021.

In December 2019, the company also modified its streaming
agreements with two of its streaming customers in such a way that
it accrued a contract asset (and obligation) of about $44 million
in exchange for the right to settle the streaming obligation by
cash rather than deliveries of copper concentrate with substantial
discount, which shall save the company about $15-$20 million per
annum of cash flows (the company's estimate) and will positively
impact its working capital dynamics. As a result, the company's
obligation under streaming contracts increased to $105 million as
of 31 December 2019 from about $61 million as of 31 December 2018.
The company settled about $34 million in Q1 2020 under its
streaming obligation and has a fairly flexible maturity profile
until 2031 with no repayments in 2021. Despite the positive impact
on the profitability of the company's operations and working
capital, this settlement negatively impacted the company's cash
flows from operations in Q1 2020 and will result in negative free
cash flow in 2020. Moody's does not view ZCMC's streaming
transactions as debt financing. Therefore, the agency does not add
the initial streaming payments to ZCMC's debt because Moody's views
them more as a minority equity interest in a project or a forward
sale transaction, with the underlying liability similar to deferred
revenue. Modification of contracts does not substantially change
the substance of agreements apart from the fact that the company
improved the economics of its commodities sales under such
contracts as it can now discharge its obligation via settling it by
cash proceeds it receives from sales of copper concentrate at
market value (without a discount).

The downgrade also incorporates Moody's view that difficult
industry conditions will persist, continuing to pressure ZCMC's
financial performance. 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 mining sector has been one of the sectors most
significantly affected by the shock given its sensitivity to demand
and sentiment. More specifically, the weaknesses in ZCMC's credit
profile, including its exposure to copper metal have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and ZCMC remains vulnerable 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. Its action also reflects
the impact on ZCMC of the breadth and severity of the shock, and
the broad deterioration in credit quality it has triggered.

As manufacturing activity slows globally, supply chain and
logistical disruptions spread, and consumer confidence and spending
wane, downward pressure on copper prices may sustain. China
accounts for at least 50% or more of the global consumption of
copper. Economic expectations strongly influence price movement.
Moody's revised its growth forecasts downward for 2020 as the
rising economic costs of the coronavirus shock and the policy
responses to combat the downturn are becoming clearer. Moody's now
expects G-20 real GDP to contract by 0.5% in 2020, followed by a
pickup to 3.2% growth in 2021. Moody's also forecasts China real
GDP growth of 3.3% in 2020 (substantially lower than its prior
estimate of a 5.2% growth), followed by 6.0% growth in 2021.

Despite placing an equivalent of $55 million of local bonds in Q4
2019, ZCMC has weak liquidity, which requires ongoing efforts to
term out debt coming due with a heavy reliance on relationship
banks and its trader, Trafigura PTE, although Moody's recognises
the company's established relationships with the local banks and
good access to funding. As of March 31, 2020, the company had about
$5 million of cash supported by long-term overdraft and revolver
facilities totalling around $15 million from local banks. Moody's
expects the company to generate operating cash flow of around $36
million under the assumption of copper and ferromolybdenum prices
of $5,000 per tonne and $20 per kilogram, respectively, and receive
$21 million from its former shareholder over the next 12 months.
This liquidity barely covers the company's cash outflows, namely
its short-term debt maturities of around $44 million, which the
company aims to refinance at least in part in order to fund its
capital spending requirements of about $40 million. The company has
a track record of refinancing its upcoming debt maturities with its
relationship banks under fairly stressful market conditions and is
likely to be able to refinance part of its short-term maturities in
case of need. The company's liquidity will be propped up by a $120
million facility from Trafigura PTE, which the company expects to
sign in April 2020, of which about $42 million will be used to roll
over the unamortised part under its existing $70 million facility
which the company received in March 2019 and $78 million will be
used for refinancing of existing credit facilities, working capital
and capital spending requirements. Prepayment from Trafigura PTE
will be offset through the delivery of copper concentrate on market
terms over more than 3 years from date of the facility receipt.
Prepayment from Trafigura PTE is accounted for as debt in the
company's financial statements.

RATIONALE FOR DEVELOPING OUTLOOK

The developing outlook reflects the fact that at this stage the
long term capital and shareholding structure of the company remains
uncertain. The outlook balances the potential for a strengthening
of the balance sheet from the planned disposal of up to a 50% minus
one share in the company to a strategic investor, which could be
credit positive, if reinforced by prudent financial policies and
strengthened liquidity, and the risk that the scenario not leading
to a material deleveraging amid low copper or molybdenum prices and
elevated debt following acquisition of 75% of own shares could
create further negative rating pressure on the B3 rating, which at
that point would become weakly positioned. Further direction of the
rating will also consider the impact of the shareholding structure
changes on the company's financial policies, risk tolerance and
liquidity management.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The ratings are unlikely to be upgraded in the near term given the
currently weak operating environment, significant execution risks
related to farming out of a minority stake in the company to a
potential strategic investor and projected negative free cash flow
in 2020-21. Over time, Moody's could upgrade the ratings if the
company (1) raises new equity and uses the proceeds to reduce
leverage, as measured by Moody's-adjusted debt/EBITDA, to below
3.5x while sustaining an EBIT margin of at least 8%; and (2)
consistently demonstrates prudent liquidity management with
liquidity cushion sufficient to weather volatility in copper and
molybdenum prices over 18 months horizon.

Moody's could downgrade the ratings if (1) the company's leverage,
as measured by Moody's-adjusted debt/EBITDA, deteriorates to above
4.5x on a sustained basis; (2) weak liquidity is not timely
addressed; or (3) operating metrics (production, metal content,
recovery) materially weaken.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

ZCMC's mining activities are exposed to environmental and safety
risks, in particular to the potential collapses or leakages of
tailings dams. However, these risks are somewhat mitigated by the
company's operational track record and continuous investments
focusing on increasing beneficiation efficiency, expanding capacity
for the tailings dams and enlarging processing capacity within the
grinding process. The company operates Artsvanik tailings dam with
the design capacity of 390 million cubic meters (m3) and actual
volume of 250 million m3, which is located 36 kilometers from ZCMC
on the Artsvanik river, where the company performs ongoing
restoration works and which will operate until at least 2031, with
annual fill-in volume of 12 million m3. The second tailings dam,
Hanqasar, which is located on the river Geghi, is not currently
operational, and will be subject to restoration works in 2022-25.
New tailing facility is being planned in-pit, at the mined out part
of the mine, which the company estimates will allow for water
reusage possibility as it will be close to its current mining
operations and will allow to reduce ZCMC's environmental
footprint.

ZCMC has a concentrated ownership structure with 25% of the company
owned by the company's management and a private investor, and 75%
of the company's shares being treasury shares, which the company
expects to cancel during 2020. The company's board of directors
lacks independent members. ZCMC used to have substantial related
party transactions, which included molybdenum processing under
tolling scheme and molybdenum sales, which were conducted with the
companies under common control on an arm's length basis. Inter
alia, molybdenum concentrate was processed at the Plant of Pure
Iron and AMP Holding LLC under a tolling arrangement at a fixed fee
into ferromolybdenum and was exported by ZCMC on an arm's length
basis to Cronimet Mining AG and Cronimet Metal Trading AG, which
used to be ZCMC's direct parent and the company under common
control, respectively. Following acquisition of a 75% stake in the
company from its former shareholders, Makur Erkati Gortsaran OJSC
(Plant of Pure Iron) and CRONIMET Mining AG, the transactions
related to molybdenum processing and molybdenum sales via the above
mentioned entities continue, however only AMP Holding LLC could be
considered as a related party as its controlled by the company's
management. The company has substantial balance of loans given to
its former shareholders of about $21 million as of 31 December
2019, which the company expects will be repaid by year-end 2020.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Mining
published in September 2018.

COMPANY PROFILE

Zangezur Copper Molybdenum Combine CJSC is one of the largest
explorations and mining companies in Armenia. The company
principally produces copper concentrate and molybdenum from its
single open-pit mine. Moody's estimates that the company generated
revenue of $455 million and Moody's-adjusted EBITDA of $98 million
in 2019. ZCMC is privately owned by the company's management and a
private investor (25%), while 75% of the company's shares are
treasury shares, which the company expects to cancel during 2020.



=============
C R O A T I A
=============

ULJANIK: Croatia Endorses Transfer of Concession to Brodogradnja
----------------------------------------------------------------
SeeNews reports that Croatia's government said it has endorsed the
transfer of a 30-year concession awarded in the past to local
shipbuilding group Uljanik, which is a subject of bankruptcy
proceedings, to newly-registered Uljanik Brodogradnja 1856, since
the former company is unable to meet its contractual obligations.

The government said in a statement on March 26 the transfer of the
concession will help revitalize shipbuilding activities in the
Adriatic city of Pula, where Uljanik is based, SeeNews relates.

According to SeeNews, the new concession holder is taking over all
rights and obligations of the former owner, as described in the
original concession contract.

At the same time, in the next 90 days, the new concession holder is
obliged to submit with the transport ministry a certified debenture
for the amount of HRK4.0 million (US$579,000/EUR526,000), which is
equivalent to the payment of two annual installments of the fixed
part of the concession fee, SeeNews states.  If Uljanik
Brodogradnja 1856 fails to do so, it will lose the concession
rights, SeeNews notes.

In January 2020, Uljanik's bankruptcy trustee, Marija Ruzic,
established that the company's liquidation is imminent because the
value of its assets is several times below the size of its
liabilities, SeeNews discloses.




===========
C Y P R U S
===========

[*] Fitch Takes Action on Cypriot Banks on Coronavirus Risks
------------------------------------------------------------
Fitch Ratings has downgraded Hellenic Bank Public Company Limited's
Long-Term Issuer Default Rating to 'B' from 'B+' and Viability
Rating to 'b' from 'b+' and placed them both on Rating Watch
Negative. At the same time, Fitch has placed Bank of Cyprus Public
Company Limited's Long-Term IDR of 'B-' and VR of 'b-' on RWN.

The rating actions reflect Fitch's view that even though the
ultimate impact on the economy remains unclear, the risks to the
banks' credit profiles from the fallout of the coronavirus outbreak
are clearly skewed to the downside.

Fitch's baseline scenario for the eurozone is a sharp GDP
contraction this year of 4.2%, before recovering in 2021. Fitch
also sees downside risks to the estimates due to the rapidly
evolving nature of the pandemic. As a result of the challenges,
Fitch has changed the outlook on the operating environment for
banks operating in Cyprus to negative from stable.

The Cypriot government introduced a sector-wide debt moratorium
suspending interest and principal repayment for loans to
individuals and companies (with arrears below 30 days as at 29
February 2020) facing difficulties as a result of the crisis until
end-2020. At the same time, parliament is debating setting up a
government guarantee scheme for loans to SMEs and corporates of up
to EUR2 billion.

Although Fitch expects these measures to ease asset quality
pressures in the short term, Fitch believes that the banks will
remain vulnerable to an adverse scenario of a lengthier stress
extending into 2021. At least initially, Fitch considers the
Cypriot banks to be more vulnerable to corporates and SMEs
experiencing distress and drawing down on overdrafts and credit
facilities. This is due to the banks' significant exposure to
sectors such as tourism, which have been directly impacted by the
coronavirus outbreak. The banks are also sensitive to a more
permanent rise in unemployment levels in an economy that is highly
indebted. To limit short-term impacts of the outbreak on
unemployment, the government introduced a wage compensation schemes
to protect jobs and avoid layoffs.

Fitch expects asset quality to deteriorate relative to its previous
expectations from already weak levels and for earnings pressures to
intensify due to lower business volumes and revenues and rising
loan impairment charges. Fitch still believes the two banks should
remain structurally profitable as long as the coronavirus crisis is
short-lived.

The banks' large customer deposit bases provide it with liquidity
buffers placed in cash and central bank placements and negligible
refinancing risks from their limited wholesale funding. Due to
depositor preference in Cyprus, banks should be able to withstand
the risk of some volatility in their non-resident depositor base
(accounting for about 20% of banks' total deposits), which to date
has proved stable. The ECB's EUR750 billion Pandemic Emergency
Purchase Programme and the possibility to access targeted
longer-term refinancing operations represent additional mitigating
factors. Therefore, the risks to their funding profiles is a
medium-term (e.g. future market issuance to meet MREL requirements
when known), rather than a near-term, risk.

KEY RATING DRIVERS

HB

Unless noted, the key rating drivers for HB are those outlined in
its Rating Action Commentary published in November 2019 (Fitch
Affirms Hellenic Bank at 'B+'; Outlook Stable).

The downgrade of HB's Long-Term IDR and VR reflects heightened
risks from the economic fallout from the coronavirus crisis. The
bank enters the economic downturn from a position of weakness given
its high non-performing exposure (NPE) ratio of 25% at
end-September 2019 (excluding NPE guaranteed by the asset
protection scheme (APS) from the Cypriot government), low
profitability and vulnerable capitalisation, particularly the level
of capital tied to unreserved NPE, despite a fully-loaded CET1
ratio of 18.5% at end-September 2019. The latter represented around
130% of HB's fully-loaded CET1 at end-September 2019 or 90%
excluding APS-guaranteed NPE.

The RWN reflects its expectation that asset quality trend will
weaken relative to its previous expectations as the bank will be
challenged to execute on its de-risking plan, which was largely
based on disposal of NPE, ultimately resulting in higher capital
encumbrance to unreserved NPE. Earnings pressures will intensify
due to weaker business volumes and rising loan impairment charges,
adding pressure to the bank's capitalisation. However, Fitch
believes the bank should remain structurally profitable if the
Cypriot economy rebounds in 2021.

Fitch believes the economic and financial market fallout creates
additional downside risks to its assessment of management and
strategy (in particular execution capabilities), asset quality,
earnings and profitability and capitalisation and leverage relative
to when Fitch last reviewed the bank's ratings.

BoC

Unless noted, the key rating drivers for BoC are those outlined in
its Rating Action Commentary published in November 2019 (Fitch
Affirms Bank of Cyprus at 'B-'; Outlook Positive).

Fitch has placed BoC's Long- and Short-Term IDRs, VR and debt
ratings on RWN because the economic fallout from the coronavirus
crisis represents a near-term risk to the bank's ratings. The bank
enters the economic downturn from a position of weakness given its
high stock of problem assets (with an NPE and foreclosed assets
ratio of about 40% at end-September 2019), low profitability and
capital vulnerability, including risk-weighted capital ratios not
being commensurate with its rising risk profile, (fully-loaded CET1
ratio of 13.6 % at end-September 2019) and most notably capital
encumbrance to unreserved problem assets. The latter represented
around 190% of BoC's fully-loaded CET1 at end-September 2019.
Pressures on already low profitability will intensify due to weaker
business volumes and rising loan impairment charges, adding
pressure to the bank's capitalisation. However, Fitch believes the
bank should remain structurally profitable if the Cypriot economy
rebounds in 2021.

Fitch believes the economic and financial market fallout creates
additional downside risks to its assessment of management and
strategy (in particular execution capabilities), asset quality,
earnings and profitability and capitalisation and leverage relative
to when Fitch last reviewed the bank's ratings.

Fitch views the bank's vulnerable credit risk profile and
capitalisation as limiting prospects for ongoing viability if it
becomes less likely that the health crisis is resolved globally in
2H20, which would make its current expectation of a rebound in the
Cypriot and global growth in 2021 more remote.

RATING SENSITIVITIES

The most immediate downside rating sensitivity for the banks' IDRs,
VRs and debt ratings now relates to the economic and financial
market fallout arising from the pandemic as this represents a clear
risk to its assessment of asset quality, earnings and
capitalisation. The extent to which government and central bank
support packages can mitigate rating pressure on banks' ratings
will depend on the amount and form such support takes.

HB

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

The RWN on HB reflects the near-term risks to its ratings arising
from the fallout of the pandemic and the heightened probability of
a downgrade. The bank's significant exposure to economic sectors
highly vulnerable to an economic downturn, including tourism, weak
asset quality and vulnerable capital position means it has moderate
rating headroom in the face of the economic disruption posed by the
outbreak. Fitch expects to resolve the RWN in the near term, when
the impact of the outbreak on the bank's credit profile becomes
more apparent.

Potential downgrade triggers are: i) a material deterioration of
asset quality; ii) failure to maintain the bank structurally
profitable from lower revenues and higher loan impairment charges;
or iii) a further downward revision of Fitch's expectations for the
Cypriot economy. In resolving the RWN, Fitch will seek to
understand the extent to which compensation by the Cypriot
government for direct pandemic-related losses will cushion the
financial impact on the bank's asset quality, earnings and
capital.

Factors that could, individually or collectively lead to positive
rating action/upgrade

The ratings could be affirmed if the bank copes effectively with
the economic downturn, limiting pressure on its asset quality,
profitability and capital. Fitch sees limited headroom for rating
upside until the operating environment improves or the bank
completes an NPE disposal that would significantly improve asset
quality and reduce capital encumbrance without undermining
capitalisation.

BoC

Factors that could, individually or collectively lead to negative
rating action/downgrade

The RWN on BoC reflects the near-term risks to its ratings arising
from the pandemic and the heightened probability of a downgrade,
highlighting risks of operations being highly vulnerable to
deterioration in the business and economic environment. The bank's
significant exposure to economic sectors highly vulnerable to an
economic downturn, including tourism, weak asset quality and
vulnerable capital position means it has moderate rating headroom
in the face of the economic disruption posed by the outbreak. Fitch
expects to resolve the RWN in the near term, when the impact of the
outbreak on the bank's credit profile becomes more apparent.

Potential downgrade triggers are: i) a material deterioration of
asset quality; ii) failure to maintain the bank structurally
profitable from lower revenues and higher loan impairment charges;
or iii) a further downward revision of Fitch's expectations for the
Cypriot economy. In resolving the RWN, Fitch will seek to
understand the extent to which compensation by the Cypriot
government for direct pandemic-related losses will cushion the
financial impact on the bank's asset quality, earnings and
capital.

Factors that could, individually or collectively lead to positive
rating action/upgrade

The ratings could be affirmed if the bank copes effectively with
the economic downturn, limiting pressure on its asset quality,
profitability and capital. Fitch sees limited headroom for rating
upside until the operating environment improves or BoC completes an
NPE disposal that would significantly improve asset quality and
reduce capital encumbrance without undermining capitalisation.

BEST/WORST CASE RATING SCENARIO

Ratings of Financial Institutions issuers have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of three notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of four notches over three years.
The complete span of best- and worst-case scenario credit ratings
for all rating categories ranges from 'AAA' to 'D'. Best- and
worst-case scenario credit ratings are based on historical
performance.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

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).  

Bank of Cyprus Public Company Limited

  - LT IDR; B-; Rating Watch On

  - ST IDR; B; Rating Watch On

  - Viability; b-; Rating Watch On

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

  - subordinated; LT CCC; Rating Watch On

  - Senior unsecured; LT CCC; Rating Watch On

  - Senior unsecured; ST B; Rating Watch On

Hellenic Bank Public Company Limited

  - LT IDR; B; Downgrade

  - ST IDR; B; Affirmed

  - Viability; b; Downgrade

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed



===========
F R A N C E
===========

GROUPE RENAULT: S&P Cuts Ratings to 'BB+/B' on Weaker Metrics
-------------------------------------------------------------
S&P Global Ratings downgraded Groupe Renault to 'BB+/B' from
'BBB-/A-3' and removed the ratings from CreditWatch negative, where
it placed them on Feb. 19, 2020. S&P assigned a 'BB+' issue rating
'3(65%)' recovery rating to Renault's unsecured debt.

The global spread of COVID-19 worsens what was already a difficult
business environment for the global auto industry.   The outbreak
of COVID-19 pandemic adds to the numerous headwinds Renault is
currently facing, including EU-mandated efforts to reduce carbon
dioxide (CO2) emissions. While S&P previously expected demand for
automobiles to remain subdued in 2020 and 2021, it now projects
COVID-19 will lead to a significant decline in global auto sales of
about 15% in 2020, followed by a mild recovery in sales volumes of
6%-8% in 2021. The government's support measures in the form of
short-term work and the expense cuts the company is undertaking
will help reduce its high fixed-cost base.

S&P said, "We expect Renault's earnings, FOCF, and financial
position to weaken materially in 2020, following an already
challenging 2019.   Our base case for Renault shows its EBITDA
margin further weakening to about 3% in 2020, from an already low
level of 6.3% in 2019 (7.8% in 2018), before recovering to about 5%
in 2021. In addition, we expect significant negative FOCF of about
EUR2 billion to EUR3 billion in 2020, and about negative EUR500
million to break-even levels in 2021. As a result, we expect the
group's adjusted debt-to-EBITDA ratio to increase to about
2.0x-3.0x in 2020-2021, from about 0.3x at year-end 2019, which led
us to revise our financial risk profile to intermediate from
minimal."

Renault has a large liquidity cushion and can count on guarantees
from the French state if needed.   Renault ended 2019 with ample
cash reserves of about EUR16.3 billion, including about EUR12.8
billion of cash and about EUR3.5 billion of undrawn committed lines
maturing between November 2021 and November 2024. This compares
with short-term debt of about EUR2.0 billion, annual capital
expenditure (capex; including capitalized research and development)
of about EUR4.5 billion, and potentially meaningful intrayear
working capital requirements in excess of the group's funds from
operations.

Cash burn is much higher in this unconventional downturn.   A large
liquidity position is advantageous for automakers because it helps
them withstand the industry's cyclicality. Still, having most of a
company's plants and most dealerships close within very short time
is a different stress than that of a conventional severe
recessionary downturn, where automakers are still producing and
selling vehicles and thereby covering fixed costs to varying
degrees. In the current shutdown, the cash burn rate is therefore
much higher, albeit partly mitigated by government sponsored
short-term work.

Production will gradually resume.   S&P said, "We believe Renault
will have sufficient liquidity to cover a potential production
standstill for at least two months, without additional measures or
government support. Even if plants are shuttered longer than
currently anticipated, we assume a gradual resumption of production
in May. We also understand that Renault would be eligible to
receive additional funding with a guarantee from the French state,
if needed." Nevertheless, in a longer-than-expected shutdown
scenario, the group's indebtedness would increase even more
significantly and leverage ratios would weaken further.

S&P said, "We expect to gain more visibility on Nissan's dividend
policy in May 2020.   Renault holds a 43.4% stake in Nissan. We add
back dividends received from Nissan and to a much lesser extent
from other equity affiliates to our calculation of Renault's EBITDA
and FOCF. While dividends received from affiliates have increased
over the past few years to reach EUR828 million in 2018, they
dropped to EUR625 million in 2019. Besides, in light of its own
operating challenges, Nissan has indicated that it will not pay any
interim dividend to Renault in the first half of 2020, and have no
have visibility on future dividend payments. Nissan will release
its accounts for the fiscal year ending March 2020 in May 2020, and
we expect it will provide at that time an update to its mid-term
plan including guidance on financial policy."

The pandemic is reducing Renault's financial flexibility to absorb
a potential fine due to noncompliance with the CO2 emissions
targets in Europe.   With fleet-average CO2 emissions of 118 grams
per kilometer (g/km) at the end of 2019 in Europe, Renault needs to
bridge a large gap of 25 grams to meet the regulatory CO2 emissions
level of about 93 g/km at the end of 2020. S&P calculates that 1g
in excess of the limit would be equivalent to a fine of about
EUR150 million based on 2019 unit sales of passenger cars in
Europe. Some of the company's initiatives to bridge this gap in
2020 could be delayed due to the COVID-19 pandemic. For example,
Renault had planned to launch low-CO2-emitting vehicles in
second-half 2020, under its E-TECH technology, which could now face
delays due to the current plant shutdowns. This could represent a
strain on Renault's efforts to achieve the required reduction in
CO2 emissions. S&P said, "Given the material impact expected on
Renault's financial position due to the novel coronavirus, we
believe that the company's financial flexibility to absorb a
regulatory fine is reducing. We will monitor any updates on
potential amendments to the CO2 emissions targets for 2020 due to
the COVID-19 pandemic in Europe."

Environmental, social, and governance (ESG) factors relevant to the
rating action:  

-- Greenhouse gas emissions
-- Health and safety

S&P said, "The outlook is negative because we see a high degree of
uncertainty regarding the economic impact of the pandemic, its
implications for global car sales, and how it could affect
Renault's performance and ability to manage the expected earnings
decline and cash outflows. It also reflects Renault's lower
financial flexibility to absorb a potential fine due to
non-compliance with C02 emissions limits. This could lead to an S&P
Global Ratings-adjusted EBITDA margin well below 6% and meaningful
cumulative negative FOCF in 2020-2021.

"We could lower the rating in 2021 if we view it as unlikely that
the group is able to achieve an S&P Global Ratings-adjusted EBITDA
margin of about 6% in 2022 and FOCF to debt of more than 15% in
2022.

"We could revise our outlook on Renault to stable if the company
restores its EBITDA margin to above 6% and its FOCF to debt to
above 15% within the next 18 months."




=============
G E O R G I A
=============

CARTU BANK: S&P Alters Outlook to Negative & Affirms 'B/B' ICRs
---------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Cartu Bank JSC to
negative from stable, and its outlook on Liberty Bank JSC to stable
from positive. At the same time, S&P Global Ratings affirmed its
long- and short-term issuer credit ratings on VTB Bank (Georgia) at
'BB/B', and Liberty Bank JSC and Cartu Bank JSC at 'B/B'.

S&P said, "We believe Georgia will experience a recession in 2020
as COVID-19 restrictions put pressure on economic activity both in
Georgia and globally. The state of emergency in Georgia will
continue through April 21, 2020, including temporary lockdown for
many companies operating in non-essential sectors. We think that
tourism-related businesses, which represent an important share of
Georgian economy, will likely be among the most affected sectors,
experiencing negative consequences from disrupted cross-country and
internal travel and rapidly decreased tourism. We believe the
transport and commercial real estate segments will also take a hit
in the recession. However, we think that Georgian banks' direct
exposure to these sectors is not excessive and, so they will be
able to withstand expected deterioration of asset quality.

"We think that the 2 billion Georgian lari (GEL; about $650
million) support package announced by the Georgian government will
only partially alleviate the stress to the economy and households.
Currently, our base-case scenario envisages a sharp economic
contraction in the first half of 2020 and a gradual recovery
commencing in the second half of the year as restrictions are
lifted. This recession, the first in 12 years, will have
substantial negative implications for the banking sector, in our
view, as GEL depreciation from rather high dollarization of banking
sector assets and liabilities, economic contraction, and related
loss of employment will put the quality of loan portfolios under
pressure. We therefore assume in our forecast that cost of risk for
the banking sector will rise to 4% in 2020 from an estimated 1% in
2019.

"We have revised our assessment of Georgia's economic risk trend to
stable from positive. This reflects the implications of the
upcoming recession. However, under our base-case scenario, the
economy will be recovering in 2021-2022. The country's economy has
absorbed a number of shocks and demonstrated its ability to adjust
to external challenges in previous crises.

"We view the trend in industry risk as stable. We expect the
banking sector will maintain its relatively high reliance on
external funding in the near term. We believe that because a
significant part of this funding is provided by international
financial institutions, this is less volatile and long term
compared with typical wholesale funding provided by capital
markets, which to some extent will support funding base stability
for the sector. We expect banks to revise their appetites for new
lending at least in 2020. We think that better banking regulation
compared with that of regional peers will also support the sector's
stability.

"The affirmation of Liberty Bank JSC reflects our view that the
bank is well-positioned to withstand upcoming stress. Liberty Bank
is considerably less dollarized than its domestic peers with share
of foreign currency loans at 25% of its loan book, compared with
55% average for the sector. About 40% of its loan book is to retail
clients with regular inflows from the government, such as
recipients of social distributions or public sector employees,
whose revenues are less likely to be immediately affected. Another
10% of the portfolio are loans collateralized by gold, which should
limit the possible losses for the bank. Our projections incorporate
cost of risk to increase to 5% of gross loans in 2020, which should
provide Liberty Bank with sufficient capital to compete with the
two largest banks in the country once the economy begins to recover
and the bank will revert to new lending. Nevertheless, we consider
an upgrade over the next 12 months less likely than before given
the stress the economy will undergo in 2020, hence the outlook
revision to stable.

"The affirmation of VTB Bank (Georgia) reflects our view that the
bank remains a strategically important subsidiary of Russian VTB
Bank JSC and should benefit from extraordinary support if needed.
The bank's loan book is slightly less dollarized than those of its
immediate peers, with foreign currency loans reaching 46% of the
total compared with a 55% market average. Our base-case projections
incorporate an increase of cost of risk to 4% in 2020 from
virtually 0% in 2019 before normalizing at 1.7%-1.8% in 2021. Under
these assumptions, risk-adjusted capital should stay above 7% over
the next 12-18 months, comfortably in the adequate category.

"The outlook revision on Cartu Bank largely reflects our
expectations that economic contraction should materially delay the
bank's plans for sale of its large legacy nonperforming assets and
revitalization of its balance sheet. High dollarization of the
balance sheet (69% of the loan book), focus on long-term projects,
and a significant share of nonperforming loans (Stage 3 under IFRS
9 constituted about 40% of the total loan book at year-end 2019)
are likely to require further provisioning, which can test
currently strong capitalization. In particular, we believe that
cost of risk in 2020 will likely increase to over 4%, similar to
2015, corresponding to a decline in projected risk-adjusted capital
to 10.0%-10.5% compared with our earlier projections of over 12%,
and making it vulnerable to potential provisioning needs."

S&P Global Ratings acknowledges a high degree of uncertainty about
the rate of spread and peak of the coronavirus outbreak. Some
government authorities estimate the pandemic will peak about
midyear, and S&P is using this assumption in assessing the economic
and credit implications. S&P believes the measures adopted to
contain COVID-19 have pushed the global economy into recession. As
the situation evolves, S&P will update its assumptions and
estimates accordingly.

Outlook

Liberty Bank JSC

S&P said, "The stable outlook on Liberty Bank reflects our view
that, over the next 12 months, the bank will withstand the
recession and maintain its creditworthiness because its business
model will likely be more resilient to the stress compared with
peers at similar rating levels.

"We would consider taking a positive rating action if we saw
Liberty Bank remained resilient in adverse market conditions as
evidenced by the bank withstanding the crisis with its cost of risk
comparing favorably with the market average. We could also consider
a positive rating action if the bank withstands the crisis and
reverted to its sustainable new growth strategy after the
correction is over.

"We would consider a downgrade if, contrary to our expectations, we
saw Liberty Bank facing a materially stronger deterioration of
asset quality, which might put additional pressure on its growth
capabilities and capital adequacy."

VTB Bank (Georgia)

S&P said, "The stable outlook on VTB Bank (Georgia) reflects our
view, that over the next 12 months, the bank will withstand the
recession while remaining competitive in the Georgian challenging
landscape.

"The possibility of a positive rating action is remote, given that
our long-term rating on VTB Bank is at the level of our long-term
sovereign rating on Georgia. An upgrade to the bank would therefore
hinge on an upgrade to the sovereign, along with a more positive
view on the bank's stand-alone credit profile, which could follow
if we observed that banking sector risks in the country were
abating.

"We could consider a downgrade of VTB Bank if we saw that the
bank's relative importance for its parent had substantially
weakened, in particular, if VTB Bank JSC's interest or capacity to
provide extraordinary financial support for VTB Bank (Georgia)
diminished. A deterioration of the sovereign's creditworthiness
resulting in a downgrade of Georgia would also lead us to downgrade
the bank."

Cartu Bank JSC

S&P said, "The negative outlook on Cartu Bank reflects our view
that, over the next 12 months, the bank will likely face
difficulties in implementing its strategy aimed at selling
nonperforming assets and revitalizing its balance sheet, due to
challenging conditions for the Georgian economy and banks in 2020.
This will result in a very high level of nonperforming loans
remaining on its balance sheet longer than expected.

"A downgrade might follow if new provisioning needs are not offset
by adequate capital support from shareholders, resulting in
risk-adjusted capital declining below 10%, a level we would no
longer consider strong. A substantial decline in operating revenues
on the back of deteriorating asset quality could also result in a
negative rating action.

"We could revise the outlook back to stable if we saw Cartu Bank
maintaining its strong capitalization while disposing of legacy
nonperforming assets, revitalizing its balance sheet, and reverting
to sustainable business growth."

  Ratings List

  Cartu Bank JSC

  Ratings Affirmed; Outlook Action  
                                To             From
  Cartu Bank JSC
   Issuer Credit Rating      B/Negative/B     B/Stable/B

  Liberty Bank JSC

  Ratings Affirmed; Outlook Action  
                                To             From
  Liberty Bank JSC
   Issuer Credit Rating      B/Stable/B      B/Positive/B

  VTB Bank JSC

  Ratings Affirmed  

  VTB Bank (Georgia)
   Issuer Credit Rating      BB/Stable/B




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

CECONOMY AG: Moody's Cuts LT Issuer Rating to Ba1, Outlook Neg.
---------------------------------------------------------------
Moody's Investors Service has downgraded CECONOMY AG's long-term
issuer rating to Ba1 from Baa3. Concurrently, Moody's has assigned
a Ba1 corporate family rating and a Ba1-PD probability of default
rating to Ceconomy. The issuer's short-term issuer rating and
Commercial Paper rating have also been downgraded to Not Prime from
P-3. The outlook remains negative.

"Ceconomy's downgrade and negative outlook reflects our expectation
that the spread of the coronavirus and store closures will hurt the
company's profitability and free cash flow in 2020 and that a
weaker economic outlook will challenge the company's ability to
sustainably improve its margins and cash flow generation in the
next 12-18 months" said Guillaume Leglise, Moody's lead analyst on
Ceconomy and Assistant Vice President. "Ceconomy's good liquidity
position, conservative financial policy and recent measures to
drive greater operational efficiencies are, however, strong
mitigating factors, which will help absorb the shock of the current
store lockdown", adds Mr Leglise.

RATINGS RATIONALE

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 non-food
retail sector is one of the sectors most significantly affected by
the shock given its sensitivity to consumer demand and sentiment.

Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. Its action reflects the impact on Ceconomy of the
breadth and severity of the shock, and the broad deterioration in
credit quality it has triggered.

More specifically, Ceconomy's weak Moody's adjusted EBIT margins of
2.0% in the 12 months to December 2019, weak cash flow generation
relative to similarly-rated peers, and its exposure to
discretionary spending, have left it vulnerable to shifts in market
sentiment in these unprecedented operating conditions. Moody's
believes that Ceconomy is particularly vulnerable to the
coronavirus crisis because of its large store base (1,029 stores at
end-December 2019), mostly in Germany and across Europe. Moody's
expects that the nationwide lockdown imposed in many European
countries, including Germany, will materially hurt Ceconomy's
revenues with a consequent impact on its EBITDA and cash flow
generation in 2020. As such, Moody's expects that the company's key
credit metrics, including earnings, margins, and free cash flows
will be weaker than initially anticipated by the rating agency and
no longer commensurate with an investment grade rating.

Moody's expected that initiatives implemented by Ceconomy's new
management team in order to improve the efficiency of its
operations, would strengthen EBIT margins (as adjusted by Moody's)
to around 3.0% towards the end of fiscal 2021 and continue to
increase thereafter such that free cash flow would turn positive on
a sustainable basis. However, Moody's now forecasts a far weaker
economic environment in the medium term, with fierce competition
and pricing pressure once stores reopen. Moody's expects far weaker
demand for discretionary products in the next 12 to 18 months.
Moody's also believes that this weaker economic backdrop will
likely delay the execution of the company's ongoing transformation
program.

Its rating action incorporates the fact that most governments in
Europe, including Germany, have announced a package of measures to
support corporates such as partial unemployment for employees and
tax deferrals. These measures will limit the negative effects
during the lockdown period. The impact of the store lockdown will
be mitigated to some degree by the company's growing online
capabilities (16.7% of sales in fiscal 2019) and the fact that
stores in some European countries remain open. Demand for consumer
electronics, notably brown goods, also surged recently because
consumers, due to the lockdown, were increasingly shopping online
and working from home.

Ceconomy's good liquidity positions the company well to sustain a
prolonged shut down, with weaker sales in a more challenging
economic environment and the potential for continued negative free
cash flows. The company has taken steps to conserve cash in the
months ahead, including postponements to capital spending and
reducing stock purchasing.

Moody's expects the company will maintain its conservative
financial policy, with no dividends in the foreseeable future and
very limited funded debt. While Ceconomy needs a large liquidity
buffer, because of the very large working capital seasonality,
Moody's considers the company's liquidity will remain adequate in
the next quarters. As at end-December 2019, the company had a total
liquidity of EUR3.5 billion, comprising cash of EUR2.5 billion, an
undrawn syndicated committed credit facility of EUR550 million, and
EUR430 million available multiyear bilateral credit facilities.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the uncertainty surrounding the
losses, demand and potential impact on the supply chain as a result
of the coronavirus outbreak, and the impact this crisis may have
for the company's credit profile over the medium term. The outlook
also considers that Ceconomy remains vulnerable to a prolonged
period of lockdown, unfavorable discretionary consumer spending and
the uncertainty regarding the pace at which consumer spending will
recover once stores reopen.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The ratings are unlikely to be upgraded in the short term because
the company's ratings are on negative outlook. A stabilisation of
the rating also is unlikely to arise until the coronavirus outbreak
has been brought under control, stores reopen, and it is evident
that consumer sentiment has not materially affected demand for
Ceconomy's products over the medium to longer-term.

Upward pressure could arise over time if (1) Ceconomy demonstrates
a sustainable margin enhancement with Moody's-adjusted EBIT margin
of around 3.5%, (2) its Moody's-adjusted (gross) debt/EBITDA
remains below 3.0x, and (3) its ratio of retained cash flow to net
debt (Moody's-adjusted RCF/net debt) is sustainably above 25%.
Moody's would also expect Ceconomy to maintain prudent financial
policies and generate positive free cash flow on a sustained
basis.

Conversely, a negative rating action could arise in the event of a
prolonged shut down of stores or evidence that the macro
environment will weaken earnings through 2021 relative to 2019
levels - meaning that measures initiated by the company have been
fully offset by external pressures. Sustained negative free cash
flow generation and a weaker level of liquidity, would also likely
lead to downward pressure. Quantitatively, downward pressure would
likely occur if (1) Ceconomy's (gross) leverage (including Moody's
adjustments) is expected to be sustainably above 4.0x; (2) its
RCF/net debt is below 20% on a sustained basis; and (3) Moody's
adjusted EBIT margins are expected to be sustainably below 2%.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail Industry
published in May.

COMPANY PROFILE

Headquartered in Dusseldorf, Germany, Ceconomy is Europe's largest
consumer electronics retailer, operating two brands: Media-Markt
and Saturn. The company generated revenue of EUR21.4 billion in the
12 months to 31 December 2019. The company has four anchor
shareholders: Haniel, Meridian Stiftung, Beisheim and, since summer
2018, freenet AG. In aggregate, these shareholders own around 53%
of Ceconomy's voting shares.

ROEHM HOLDING: Fitch Gives B- LT IDR, Outlook Stable
----------------------------------------------------
Fitch Ratings has assigned Roehm Holding GmbH, a final Long-Term
Issuer Default Rating of 'B-' with a Stable Outlook, and final
senior secured rating of 'B-'/'RR4'/42%. This replaces the previous
expected Long-term IDR of 'B(EXP)' with Stable Outlook assigned in
May 2019.

In July 2019, Advent International acquired the methacrylate
business of German specialty group Evonik with Roehm issuing a
euro-equivalent 1.5 billion Term Loan B, composed of EUR977 million
and USD611.6 million tranches, both due in 2026.

Its revision from 'B(EXP)' to 'B-' reflects the company's delayed
deleveraging compared to its previous case, as a result of a
continued decline in the price of methyl methacrylate (MMA) and
market contraction caused by the coronavirus outbreak.

Roehm's IDR reflects its position as a leading European producer of
MMA, polymerised MMA (PMMA) and MMA derivatives, the company's
strong cost position in Europe, its diversification by geography
and end-consumer, and its solid, albeit volatile, EBITDA margins.
The rating is constrained by a highly leveraged capital structure
with limited deleveraging on a gross debt basis over the medium
term and Roehm's exposure to commodity-based products that creates
earnings volatility, as well as cyclical end-markets that may be
affected by the consequences of the coronavirus.

The Stable Outlook reflects its view that the fundamentals of the
business should remain intact after the pandemic, and support a
gradual deleveraging, albeit not at a sufficient pace to support a
'B' rating over the rating horizon.

KEY RATING DRIVERS

High Financial Leverage: Fitch forecasts that funds from operations
(FFO) gross leverage will climb to 8.3x in 2020 from 6.3x in 2019,
as a result of the fall in the MMA price and market contraction
caused by the coronavirus. Fitch does not expect FFO gross leverage
to return to below 7x before 2022, despite a gradual recovery; it
considers this leverage to be high for a commodity-based company,
which is reflected in the revision of the rating. Its 'B-' IDR is
supported by forecast positive free cash flow (FCF) through the
cycle.

Financial Flexibility: Fitch believes that Roehm will maintain
sufficient liquidity to fund its operating and financial
requirements, based on its available cash, projected positive FCF
and available funding sources. In addition to an expected increase
in factoring capacity, Roehm has access to a sizeable revolving
credit facility (RCF) that is only partly drawn, with headroom
under its springing covenant tests. Moreover, the company has no
significant debt repayment until 2025, and has the capacity to
restrict its capital expenditures to maintenance for two years.

Margin Volatility Reflects Commodity Exposure: Roehm's upstream
bulk monomers division remains the main contributor to consolidated
EBITDA, even although the company is vertically integrated and
generates 60% of its revenue by its downstream division. Profit
margins in 2018 were exceptional, due to outages across the
industry, and had returned to a more normal level by end-2019, in
line with falling MMA prices. About half of Roehm's customer
contracts are long-term and indexed to raw material prices,
allowing it some pass-through.

Lower Demand, Higher Competition: Fitch estimates that Roehm's
end-market will be greatly affected by the economic slowdown
induced by the coronavirus outbreak, creating adverse market
conditions until mid-2021. The cyclical automotive and construction
market accounts for a combined 60% of revenue. MMA demand grew
steadily by more than 3% over the past decades, but capacity
additions such as the C2-superior technology plant inaugurated by
Saudi Methacrylates Company (SAMAC) in 2019, are likely to keep the
global market well supplied.

Roehm is still considering the construction of its own C2 plant
with proprietary "LiMa" technology in the Gulf Coast by 2025, which
coincides with the building of a new plant of similar capacity by
its main competitor, Lucite International.

European Market and Cost Leader: Roehm is the clear leader in the
European market for the production of MMA and its derivatives. Its
plants at Worms and Wesseling in Germany are the most competitive
in the region, using the Verbund concept. The group is number two
worldwide after Mitsubishi Chemicals, with presence in China, where
its cost position is average, and in the US, where its Fortier
plant is less competitive. The industry is consolidated and has
high barriers to entry including technological know-how and raw
material access.

Competitiveness Challenged by C2 Technology: Europe and Asia
predominantly use C3 and C4 technologies, which use oil products as
feedstock. The ethylene-based C2 technology recently has shown to
be the most efficient process in terms of cost, especially in North
America and the Middle-East. Roehm has no C2 plant yet, but has
developed "LiMa" technology that it could deploy in the Gulf Coast
in 2024-2025.

DERIVATION SUMMARY

MMA producers in Fitch's rated universe include large diversified
chemical group Dow Chemical Company (BBB+/Stable) and Nouryon
Holding B.V. (B+/Stable). The latter has a similarly high FFO gross
leverage profile but is larger and places greater emphasis on
specialty products. Given the deterioration of Roehm's financial
leverage and operating cash flow, it is now better-positioned
within low 'B' category peers.

KEY ASSUMPTIONS

  - Sales and EBITDA falling slightly below annualised 4Q19
performance, to reflect the drop in MMA price, lower end-market
demand impact due to the coronavirus, partly offset by the
implementation of cost savings

  - Partial EBITDA recovery in 2021, due to continued pressure on
the automotive market. Rising MMA price and volume to support
revenue growth

  - Gradual improvement of EBITDA margins as a result of cost
savings implemented from 2020 until 2023.

  - Capex in 2020 reduced to maintenance level with delayed growth
capex in 2020-2021.

  - EUR60 million cost savings achieved by 2023, as a conservative
view to the EUR100 million targeted by Roehm's management, with
total implementation cost of EUR40 million in 2020 and 2021

  - EUR64 million factoring use in 2020, EUR100 million in the
following years

  - EUR75 million RCF draw-down over the rating horizon

  - Tax rate of 30%, as guided by Roehm's management

  - EUR45 million cash trapped in China, made fully available by
2021

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that Roehm would be reorganised as a
going-concern in bankruptcy rather than liquidated.

Roehm's through-the-cycle EBITDA is estimated at EUR300 million,
reflecting a supply/demand rebalancing and the implementation of
cost savings. Post-restructuring going-concern EBITDA is estimated
at EUR210 million, after a 30% discount.

Fitch expects the company to use EUR80 million of factoring, which
it treats as super senior. It also assumes the EUR300 million RCF
to be fully drawn.

It used a distressed enterprise value (EV) multiple of 4.5x,
consistent with that of most peers in the 'B' category.

After deduction of 10% for administrative claims, its waterfall
analysis generated a ranked recovery in the RR4 band, indicating a
'B-' senior secured rating. The waterfall analysis output
percentage on current metrics and assumptions was 42%.

RATING SENSITIVITIES

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

  - FFO gross leverage below 6.5x for a sustained period

  - FFO fixed-charge coverage above 2.5x on a sustained basis

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

  - FFO gross leverage above 8.0x on a sustained basis

  - FFO fixed-charge coverage below 1.5x on a sustained basis

  - Operating EBITDA margin durably below 15%

  - Negative FCF generation

BEST/WORST CASE RATING SCENARIO

Ratings of non-financial corporate issuers have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of three notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of four notches over three years.
The complete span of best- and worst-case scenario credit ratings
for all rating categories ranges from 'AAA' to 'D'. Best- and
worst-case scenario credit ratings are based on historical
performance.

LIQUIDITY AND DEBT STRUCTURE

Liquidity Remains Comfortable: At end-2019, Roehm's liquidity was
supported by a cash balance of EUR86 million, excluding EUR45
million of restricted cash, and by EUR225 million of liquidity
available under its committed RCF. This was sufficient to cover its
short-term debt of EUR108 million based on its unaudited
financials. This amount included EUR75 million drawn under the RCF
due in 2025. Roehm's total debt is mostly composed of the Term Loan
B with only EUR5 million annual amortisations on its US dollar
tranche and remote maturity in 2026. FCF generation should be
neutral-to-positive in 2020-2022.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

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).



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

AVOCA CLO XXI: Fitch Gives B-sf Rating to Class F Debt
------------------------------------------------------
Fitch Ratings has assigned Avoca CLO XXI Designated Activity
Company ratings.

Avoca CLO XXI DAC   

  - Class A-1; LT AAAsf; New Rating

  - Class A-2; LT AAAsf; New Rating

  - Class B-1; LT AAsf; New Rating

  - Class B-2; LT AAsf; New Rating

  - Class C; LT Asf; New Rating

  - Class D; LT BBB-sf; New Rating

  - Class E; LT BB-sf; New Rating

  - Class F; LT B-sf; New Rating

  - Subordinated LT; NRsf; New Rating

  - Class XLT; AAAsf; New Rating

TRANSACTION SUMMARY

Avoca CLO XXI Designated Activity Company is a cash flow
collateralised 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 KKR Credit Advisors
(Ireland) Unlimited Company. The CLO envisages a 4.5 year
reinvestment period and an 8.5 year weighted average life.

KEY RATING DRIVERS

'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 33.68.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch-weighted average recovery rate (WARR) of the identified
portfolio is 65.02%.

Limited Interest Rate Exposure

Up to 10% of the portfolio can be invested in fixed-rate assets,
while fixed-rate liabilities represent 3.33% 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 expected 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 customised proprietary cash flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, and to assess their effectiveness,
including the structural protection provided by excess spread
diverted through the par value and interest coverage tests.

RATING SENSITIVITIES

This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modelling process uses the modification
of these variables to reflect asset performance in up and down
environments. The results below should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.

Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

A 25% default multiplier applied to the portfolio's mean default
rate, and with this subtracted from all rating default levels, and
a 25% increase of the recovery rate at all rating recovery levels,
would lead to an upgrade of up to five notches for the rated notes,
except for class X and A where the notes' ratings are at the
highest level on Fitch's scale and cannot be upgraded.

The transaction features a reinvestment period and the portfolio is
actively managed. At closing, Fitch used a standardised stress
portfolio (Fitch's Stressed Portfolio) that is customised to the
specific portfolio limits for the transaction as specified in the
transaction documents. Even if the actual portfolio shows lower
defaults and losses (at all rating levels) than Fitch's Stressed
Portfolio assumed at closing, an upgrade of the notes during the
reinvestment period is unlikely, given the portfolio credit quality
may still deteriorate, not only by natural credit migration, but
also by reinvestments. After the end of the reinvestment period,
upgrades may occur in case of a better than initially expected
portfolio credit quality and deal performance, leading to higher
credit enhancement for the notes and excess spread available to
cover for losses on the remaining portfolio.

Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:

Coronavirus Sensitivity

Fitch has analysed the warehouse portfolio which includes EUR461
million of assets. Fitch has identified the following sectors with
the highest exposure to the impact of the coronavirus:
transportation and distribution (airline and shipping related);
gaming and leisure and entertainment; retail, lodging and
restaurants; metal and mining; energy, oil and gas; and aerospace
and defence (airline related). The total ramped portfolio exposure
to these sectors is 17.6%.

Fitch has run a scenario that envisages negative rating migration
by one notch for all assets in these sectors, plus any assets that
are on Negative Outlook. 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 ratings of the CLO.

Standard Downgrade Sensitivities

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

Downgrades may occur if the build-up of credit enhancement for the
notes following amortisation does not compensate for a higher loss
expectation than initially assumed due to an unexpectedly high
level of default and portfolio deterioration. As the disruptions to
supply and demand due to COVID-19 for other vulnerable sectors
become apparent, loan ratings in such sectors would also come under
pressure. Fitch will update the sensitivity scenarios in line with
the view of the Fitch Leveraged Finance team.

BEST/WORST CASE RATING SCENARIO

Ratings of Structured Finance transactions have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of seven notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of seven notches over three
years. The complete span of best- and worst-case scenario credit
ratings for all rating categories ranges from 'AAA' to 'D'. Best-
and worst-case scenario credit ratings are based on historical
performance.

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
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.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

REPRESENTATIONS, WARRANTIES AND ENFORCEMENT MECHANISMS

A description of the transaction's representations, warranties and
enforcement mechanisms (RW&Es) that are disclosed in the offering
document and which relate to the underlying asset pool was not
prepared for this transaction. Offering Documents for this market
sector typically do not include RW&Es that are available to
investors and that relate to the asset pool underlying the trust.
Therefore, Fitch credit reports for this market sector will not
typically include descriptions of RW&Es. For further information,
please see Fitch's Special Report titled 'Representations,
Warranties and Enforcement Mechanisms in Global Structured Finance
Transactions'.

HOUSE OF EUROPE V: S&P Affirms 'CC (sf)' Rating on Class A3a Notes
------------------------------------------------------------------
S&P Global Ratings affirmed its 'CC (sf)' credit ratings on House
of Europe Funding V PLC's class A3a, A3b, B, C, D, E1, and E2
notes.

The affirmations follow S&P's credit and cash flow analysis of the
transaction using data from the March 9, 2020 trustee report, and
the application of its relevant criteria.

S&P said, "Since our previous review, the class A2 notes have fully
amortized. The class C, D, E1, and E2 notes continued to defer
their interest payment and capitalized EUR1.17 million of interest
over this period.

"Credit enhancement for the class A3a, A3b, B, C, D, E1, and E2
notes remains negative. In our view, and based on the transaction's
performance, these classes of notes remain highly vulnerable to
nonpayment and largely dependent on the amount that will be
recovered on currently defaulted assets. We have therefore affirmed
our 'CC (sf)' ratings on the class A3a, A3b, B, C, D, E1, and E2
notes."

Operational and legal risks are adequately mitigated in line with
S&P's criteria.

House of Europe Funding V is a cash flow mezzanine structured
finance CDO transaction that closed in October 2006.



JUBILEE CLO 2015-XV: S&P Affirms B- (sf) Rating on Class F Notes
----------------------------------------------------------------
S&P Global Ratings raised its credit ratings on the class B-R and
C-R notes in Jubilee CLO 2015-XV B.V. At the same time, S&P
affirmed its ratings on all other classes of notes.

The rating actions follow the application of S&P's global corporate
CLO criteria and its credit and cash flow analysis of the
transaction based on the February 2020 trustee report.

S&P ratings address timely payment of interest and ultimate payment
of principal on the class A-R and B-R notes and the ultimate
payment of interest and principal on the class C-R, D-R, E, and F
notes.

In S&P's rating actions, it considered that:

-- The reinvestment period for the transaction ended in July 2019,
and S&P expects the transaction to begin deleveraging.

-- The weighted-average life of the portfolio has fallen to 4.47
years from 5.20 when the transaction was refinanced, and as a
result, the scenario default rates are lower.

-- No class of notes is deferring interest.

-- All coverage tests are passing.

-- The transaction has lost approximately EUR10 million of par
since the refinancing, leading to lower credit enhancement levels
for all tranches. The par loss is mainly driven by defaulted and
restructured assets. Since February 2018, the transaction has been
below target par.

Portfolio Benchmarks

                                        Current    Previous review
  Expected portfolio default rate (%)   25.20      29.32
  Default rate dispersion (%)           580.10     689.68
  Weighted-average life (years)         4.47       5.22
  Obligor diversity measure             101.74     66.92
  Industry diversity measure            18.50      16.36
  Regional diversity measure            1.26       1.39

  Transaction Key Metrics
                                        Current    Previous review
  Total collateral amount (mil. EUR)    421.24     405.30
  Defaulted assets (mil. EUR)           0.00       0.00
  No. of performing obligors            251.00     176.00
  'CCC' assets (%)                      5.60       5.00
  'AAA' WARR (%)                        37.58      35.49
  WAS (%)                               4.03       3.65
  Fixed-rate assets (%)                 4.33       2.22

  WARR--Weighted-average recovery rate.
  WAS--Weighted-average spread.  

S&P said, "Our credit and cash flow analysis indicates that the
available credit enhancement for the class C-R and D-R notes could
withstand stresses commensurate with higher rating levels than
those we have assigned. However, due to the transaction's
sensitivity to key inputs in our analysis, and lack of rating
stability at the higher rating levels, we have limited the upgrade
on the class C-R notes to one notch and affirmed our rating on the
class D-R notes.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class F notes is not sufficient to
withstand a 'B-' stress. However, according to our guidance for
assigning 'CCC' category ratings, to achieve a rating of 'B-', the
securities must have sufficient subordination to withstand a
steady-state scenario. Accordingly, we believe that S&P Global
Ratings' European and U.S. leveraged loan default rates for
speculative-grade issuers offer the most suitable proxy in
determining whether such security is able to withstand a
steady-state scenario when rating a European or U.S. CLO,
respectively. To define the applicable 'B' case default rate, we
may consider, among other factors, the average annual default rates
of speculative-grade corporates, and we then multiply this by the
CLO's weighted-average life."

Further, S&P may consider additional risk mitigants when reviewing
our ratings at 'B-', which may include the following:

-- The level of credit enhancement, which for the class F notes is
5.73%.

-- The cushion between the value of the class F par value triggers
and the level set at the transaction's closing. This stands at
1.92%.

-- How the break-even default rates at 'B-' compare against the
lowest scenario default rate generated by the CDO Evaluator. This
provides a cushion of 3.06%.

-- The relative level of portfolio diversity, as measured by S&P's
Industry Diversity Measure (IDM). This currently stands at 18.5 as
per CDO Evaluator.

S&P said, "Following our analysis of the credit, cash flow,
counterparty, operational, and legal risks, we believe that our
ratings are commensurate with the available credit enhancement for
the class A-R, B-R, C-R, D-R, E, and F notes.

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-R to E notes
to five of the 10 hypothetical scenarios we looked at in our recent
publication."

The results are as follows:

-- Increase in 'CCC' category asset exposure to 15% and 25%: there
was no rating migration on any of the tranches in the 15% 'CCC'
scenario, and the class E notes would be downgraded by one notch in
the 25% 'CCC' scenario.

-- 10% portfolio default, assuming a weighted-average recovery
rate at the 'AAA' rating level: the class B and D notes would be
downgraded by one notch and the class E notes by five notches.
All the underlying issuers in the portfolio had their ratings
lowered by one notch: the class A and D notes would be downgraded
by one notch, the class B and C notes by two notches, and the class
E notes by three notches.

-- 10% decline in the weighted average recovery rate assumptions:
the class E notes would be downgraded by two notches.

-- S&P intends this scenario analysis to be broadly representative
of how its ratings may move in a variety of downturn scenarios.
However, the estimation approach it has used includes some
simplifying assumptions and limitations.

-- S&P said, "As our rating analysis makes additional
considerations before assigning ratings in the 'CCC' category, and
we would assign a 'B-' rating if the criteria for assigning a 'CCC'
category rating are not met, we have not included the above
scenario analysis results for the class F notes.

S&P Global Ratings acknowledges a high degree of uncertainty about
the rate of spread and peak of the coronavirus outbreak. S&P said,
"Some government authorities estimate the pandemic will peak about
midyear, and we are using this assumption in assessing the economic
and credit implications. We believe the measures adopted to contain
COVID-19 have pushed the global economy into recession. As the
situation evolves, we will update our assumptions and estimates
accordingly."

  Ratings List   
                       Rating
  Class   Amount   To       From   Credit     Interest rate     
        (mil. EUR)                  enhancement (%)

  A-R     252.75   AAA (sf)  AAA (sf)  41.13    Three/six-month
                                                EURIBOR plus 0.84%
  B-R     60.25    AA+ (sf)  AA (sf)   27.10    Three/six-month   

                                                EURIBOR plus 1.35%
  C-R     26.00    A+ (sf)   A (sf)    21.05    Three/six-month
                                                EURIBOR plus 1.75%
  D-R     23.50    BBB (sf)  BBB (sf)  15.57    Three/six-month
                                                EURIBOR plus 3.00%
  E       27.00    BB (sf)   BB (sf)   9.28     Three/six-month
                                                EURIBOR plus 4.95%
  F       15.25    B- (sf)   B- (sf)   5.73     Three/six-month
                                                EURIBOR plus 5.98%


ST. PAUL XII: Fitch Gives B-sf Rating to Class F Debt
-----------------------------------------------------
Fitch Ratings has assigned St. Paul's CLO XII DAC final ratings, as
follows:

St. Paul's CLO XII DAC   

  - Class A XS2120080101; LT AAAsf; New Rating

  - Class B-1 XS2120081091; LT AAsf; New Rating

  - Class B-2 XS2120081760; LT AAsf; New Rating

  - Class C-1 XS2120082495; LT Asf; New Rating

  - Class C-2 XS2120083030; LT Asf; New Rating

  - Class D XS2120083626; LT BBB-sf; New Rating

  - Class E XS2120083543; LT BB-sf; New Rating

  - Class F XS2120084350; LT B-sf; New Rating

  - Subordinated XS2120084434; LT NRsf; New Rating

  - Class X XS2120079863LT AAAsf; New Rating

  - Class Z XS2122486900; LT NRsf; New Rating

TRANSACTION SUMMARY

St. Paul's CLO XII DAC is a cash flow collateralised loan
obligation (CLO). Net proceeds from the notes will be used to
purchase a EUR400 million portfolio of mainly euro-denominated
leveraged loans and bonds. The transaction will have a 4.5-year
reinvestment period and a weighted average life of 8.5 years. The
portfolio of assets will be managed by Intermediate Capital
Managers Limited.

KEY RATING DRIVERS

'B' Portfolio Credit Quality: Fitch Ratings places the average
credit quality of obligors in the 'B' range. The Fitch weighted
average rating factor (WARF) of the ramped portfolio is 32.0.

High Recovery Expectations: Senior secured obligations will
comprise a minimum of 95% of the portfolio. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the ramped portfolio is 68.0%.

Diversified Asset Portfolio: The transaction includes four Fitch
matrices that the manager may choose from, corresponding to the top
10 obligor limits at 15% and 23% as well as maximum allowances of
fixed-rate assets of 0% and 20%, respectively. These covenants
ensure that the asset portfolio will not be exposed to excessive
obligor concentration.

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

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

RATING SENSITIVITIES

This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modelling process uses the modification
of these variables to reflect asset performance in up and down
environments. The results below should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.

Factors That Could, Individually or Collectively, Lead to an
Upgrade:

- A 25% default multiplier applied to the portfolio's mean default
rate, and with this subtracted from all rating default levels, and
a 25% increase of the recovery rate at all rating recovery levels,
would lead to an upgrade of up to five notches for the rated notes,
except for class X and A where the notes' ratings are at the
highest level on Fitch's scale and cannot be upgraded.

The transaction features a reinvestment period and the portfolio is
actively managed. At closing, Fitch uses a standardised stress
portfolio (Fitch's Stressed Portfolio) that is customised to the
specific portfolio limits for the transaction as specified in the
transaction documents. Even if the actual portfolio shows lower
defaults and losses (at all rating levels) than Fitch's Stressed
Portfolio assumed at closing, an upgrade of the notes during the
reinvestment period is unlikely, given the portfolio credit quality
may still deteriorate, not only by natural credit migration, but
also by reinvestments. After the end of the reinvestment period,
upgrades may occur in case of a better than initially expected
portfolio credit quality and deal performance, leading to higher
credit enhancement for the notes and excess spread available to
cover for losses on the remaining portfolio.

Factors That Could, Individually or Collectively, Lead to a
Downgrade:

  - Fitch has analysed the warehouse portfolio which includes 349
million of assets. Fitch has identified the following sectors with
the highest exposure to the impact of the coronavirus:
transportation and distribution (airline and shipping related);
gaming and leisure and entertainment; retail, lodging and
restaurants; metal and mining; energy, oil and gas; and aerospace
and defence (airline related). The total ramped portfolio exposure
to these sectors is 2.6%.

Fitch has run a scenario that envisages negative rating migration
by one notch for all assets in these sectors, plus any assets that
are on outlook negative. 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.

  - A 125% default multiplier applied to the portfolio's mean
default rate, and with the increase added to all rating default
levels, and a 25% decrease of the recovery rate at all rating
recovery levels, would lead to a downgrade of up to five notches
for the rated notes.

Downgrades may occur if the build-up of credit enhancement for the
notes following amortisation does not compensate for a higher loss
expectation than initially assumed due to an unexpectedly high
level of default and portfolio deterioration. As the disruptions to
supply and demand due to COVID-19 for other vulnerable sectors
become apparent, loan ratings in such sectors would also come under
pressure. Fitch will update the sensitivity scenarios in line with
the view of the Fitch Leveraged Finance team.

BEST/WORST CASE RATING SCENARIO

Ratings of Structured Finance transactions have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of seven notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of seven notches over three
years. The complete span of best- and worst-case scenario credit
ratings for all rating categories ranges from 'AAA' to 'D'. Best-
and worst-case scenario credit ratings are based on historical
performance.

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
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.



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

ARCELORMITTAL SA: Fitch Cuts LT IDR & Sr. Unsec. Ratings to BB+
---------------------------------------------------------------
Fitch Ratings has downgraded ArcelorMittal S.A.'s Long-Term Issuer
Default Rating and senior unsecured ratings to 'BB+' from 'BBB-'.
The Outlook on the Long-Term IDR remains Negative. The Short-Term
IDR has been downgraded to 'B' from 'F3'.

Fitch believes that AM is well-placed to cope with the impact of
the coronavirus pandemic, with very strong liquidity of USD10.4
billion of cash and committed credit lines against a short-term
debt of USD2.6 billion. AM has a proven history of taking decisive
action to manage crises, and a business that inherently features a
countercyclical working capital cycle, which Fitch believes will
allow it to be free cash flow positive in even the most challenged
quarters of this year.

However, with the company well outside its negative rating
sensitivity in 2019, and its base case assumption that economic
fallout from the coronavirus will extend through most of 2021,
translating into material pressure on steel consuming industries,
including automotive and construction, Fitch now forecasts the
company will be outside previous negative rating sensitivities for
a 'BBB-' rating until 2022, despite what Fitch has no doubt will be
a robust response from the company. This is reflected in the rating
downgrade.

The Negative Outlook reflects its belief that the risks to its
forecasts are skewed to the downside.

AM is the second-largest steel producer globally by actual output
and the largest based on capacity with strong geographic
diversification across the major steelmaking regions excluding
China.

KEY RATING DRIVERS

Steel Demand Down: The spread of coronavirus pandemic and lockdown
measures across Europe, the US and other regions are expected to
lead to an economic slowdown in 2020. Fitch anticipates that steel
demand will drop as major steel consuming industries were largely
affected. With auto sales collapsing, major auto producers
announced large scale temporary closures. Several manufacturing
activities are under pressure, construction activity is
contracting.

Steel Prices to Decline: Fitch expects that steel prices will
decline in 2020 despite some growth in 1Q20, primarily due to
weakening demand dynamics but also due to expected drop off of key
raw material prices. However, destocking achieved last year in
Europe and the US should provide some support. Even if the health
crisis is contained by 2H20, Fitch anticipates that demand will
return to pre-crisis levels only towards end-2021.

Coronavirus-Related Countermeasures: AM along with other steel
producers are idling crude steel capacities and finishing lines to
align production with demand. This is in addition to temporary
production cuts that were in place since last year. At the same
time, AM will benefit from government support, placing employees in
economic unemployment or temporary lay-offs to reduce fixed costs.
Fitch expects the production cuts to be more profound in Europe,
which accounts for around half of AM production.

However, it can significantly affect production in other regions as
the spread of the virus, especially in the US, has intensified
recently. As a result, Fitch also anticipates 2020 capex will be
reduced below previous guidance.

Steel Margins Under Pressure: 2019 was a challenging year for steel
producers because declining steel prices decoupled from elevated
raw material costs. Lacklustre demand, trade tensions and declining
industrial production together with slowdown in automotive were
driving prices down while raw material prices were supported by
multiple supply disruptions. As demand-driven pressure will
continue amid the coronavirus spread, Fitch anticipates that steel
margins will squeeze further exacerbated by AM's relatively high
cost position on the cost curve.

As a mitigating factor, Fitch believes that government support will
offset some fixed costs of temporary closures. In combination with
a decline in shipments, Fitch projects that AM's EBITDA will
decline by about 15% yoy in 2020, down from USD4.8 billion in
2019.

Leverage Remains High: FFO gross leverage reached 5.6x (4.4x on net
basis) in 2019 despite the company's efforts to preserve cash
through lowering capex and asset optimisation initiatives. Amid the
current market, Fitch believes that deleveraging will be further
delayed due to weaker EBITDA and FFO generation. Fitch projects FFO
gross leverage materially above its previous negative sensitivity
of 3.0x over the next two years. Nevertheless, AM achieved the
lowest net debt since the merger of USD9.3 billion (before Fitch
adjustments). In February 2020, the management reiterated its
commitment to prioritise net debt reduction and stated that the
company will achieve USD7 billion target by end-2020.

Ilva Deal Pending: In March 2020, AM and the Ilva commissioners
signed an amendment to the lease and purchase agreement for Ilva
which implies the new industrial plan for the facility. The
government's equity investment is due to be executed by November
2020, as otherwise AM will be able to withdraw from the deal. The
final ownership stake will be subject to an external evaluation.
Fitch continues to consolidate Ilva and expect that the plant could
continue generating operating losses this year.

AMNS India Completed: In December 2019, AM completed the
acquisition of distressed Essar Steel, the fourth-largest Indian
steel producer through AMNS India, a 60%/40% AM/Nippon Steel &
Sumitomo Metal Corporation joint venture. JV's performance is
robust with EBITDA of about USD600 million at January 2020 run rate
and annualised production at 7.4mt. At end 2019, JV's net
debt/EBITDA was about 6x, with no debt maturities in the medium
term after the successful refinancing with a USD5.1 billion 10-year
term loan.

Fitch expects AMNS to be self-reliant and reinvest internally
generated cash flow to finance its turnaround and growth plans of
about USD2.6 billion over the coming six years. At the same time,
Fitch does not assume any dividend contributions in the rating
horizon. AM guarantees about USD3 billion of AMNS debt, which it
added to AM's adjusted indebtedness.

Above-Average Cost Position: CRU estimates that most of AM's steel
mills are spread between the higher second to fourth quartile on
the global steel cost curve, varying across the main regions with
those in the U.S. and Europe generally operating at higher costs.
The position of iron ore mines is also above average. Management
has implemented cost-savings measures including Action 2020, aiming
at USD3 billion cost reductions over five years, of which USD2
billion has been achieved.

Fitch does not expect any short-term material shift in the
company's cost position and believes that the current cost position
provides additional downside risks.

Significant Scale and Diversification: The ratings reflect AM's
position as the world's second-largest steel producer by actual
output and the largest based on capacity, the market leader in
Europe and NAFTA. AM is the world's most diversified steel producer
by product type and geography, and benefits from a solid level of
vertical integration into iron ore. In addition, Fitch notes a
strong product mix with over 50% relating to high value-added
products.

DERIVATION SUMMARY

AM is the second-largest global steel producer with total output in
2019 at 89.8mt. The company has the top position in Europe,
Americas (about 20% on the European and the U.S. markets) and
Africa and is the fifth-largest steel producer in the CIS. AM's
peers include China Baowu Steel Group Corporation (A/Stable; bbb
standalone credit profile), Gerdau S.A. (BBB-/Stable), PAO
Severstal (BBB/Stable), PJSC Novolipetsk Steel (NLMK) (BBB/Stable)
and EVRAZ plc (BB+/Stable).

Baowu has become the largest steel company globally after its
merger with Magang Group Holding Co. Its rating is supported by its
substantial operating scale, strong profitability, cash-flow
generation and an adequate financial structure. The rating is
constrained by its lack of raw material self-sufficiency and lower
level of vertical integration and diversification compared with
similarity rated global steel peers.

Gerdau is smaller in scale than AM. The company is geographically
diversified across the Americas and its electric arc furnace
(EAF)-based profile provides high operating flexibility. Gerdau
compares favourably in terms of leverage profile following its
asset divestment strategy that has led to a material reduction in
gross debt with leverage expected at around 2.5x.

Russian peers PAO Severstal, NLMK and PJSC Magnitogorsk Iron &
Steel Works (MMK) (BBB/Stable) are less geographically diversified,
with the sales of Severstal and MMK focused on the domestic market
(60%-70% share of domestic sales), while NLMK's sales are spread
across Russia, Europe and partly the U.S. AM has a higher value
added and more sophisticated product mix than the Russian
companies. The three Russian peers sit in the first quartile of the
global steel cost curve due to higher raw materials integration,
domestic currency weakness against the dollar and lower energy
costs. Their leverage profile is one of the strongest across the
steel industry with FFO gross leverage at below 1.5x on a sustained
basis.

KEY ASSUMPTIONS

  - Iron ore and coking coal prices in line with Fitch's commodity
price assumptions. Iron ore: USD75/t in 2020, USD60/t in 2021 and
afterwards. Coking coal: USD140/t in 2020-2023

  - Low double-digit decline in steel shipments in 2020 due to
lockdown measures with gradual recovery afterwards

  - EBITDA margin in steel segment under pressure in 2020-2021
before material recovery, thereafter

  - Reduction in capex and dividend in 2020 and 2021 based on
Fitch's estimate

  - Gradual increase in capex towards USD3.5 billion in 2022

  - Working capital release in 2020 and reverse in 2021

  - Completion of assets optimisation programme in 2020-2021.

RATING SENSITIVITIES

Factors That May, Individually or Collectively, Lead to Negative
Rating Action/ Downgrade

  - FFO gross leverage sustained above 3.8x and 3.3x on net basis

  - EBITDA margin below 8% on a sustained basis

  - Persistently negative FCF (post dividend)

  - Failure to carry out debt reduction as committed due to large
debt-funded M&A, aggressive capex, increased shareholder
distributions or weaker steel market environment

Factors That May, Individually or Collectively, Lead to Positive
Rating Action/ Upgrade

The rating is on a Negative Outlook; therefore, positive rating
action is unlikely in the short term. However, the company's
ability to maintain FFO gross leverage below 3.8x on a sustained
basis would lead to the Outlook revision to Stable.

  - FFO gross leverage sustainably below 2.8x and 2.3x on net basis
would lead to an upgrade.

  - EBITDA margin above 10% would also support an upgrade.
  
  - FCF (post dividends) margin above 2% on a sustained basis.

BEST/WORST CASE RATING SCENARIO

Ratings of Non-Financial Corporate issuers have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of three notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of four notches over three years.
The complete span of best- and worst-case scenario credit ratings
for all rating categories ranges from 'AAA' to 'D'. Best- and
worst-case scenario credit ratings are based on historical
performance.

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: As of FY19, AM had USD10.4 billion of liquidity
including USD4.9 billion of readily available cash and fully
available USD5.5 billion long-term committed revolving credit
facilities that mature at end-2024 (apart from USD0.1 billion that
mature at end-2023). This compares with about USD2.6 billion of
short-term debt maturities.

The company has good capital market access, evidenced by the
successful issuance of EUR750 million 1% notes due 2023 and EUR750
million 1.75% notes due 2025 in November 2019. Fitch also forecasts
that the company will generate positive post-dividend FCF in the
next three years.

AM has a Commercial Paper Programme with a total amount of EUR1.5
billion, of which USD1.2 billion was utilised at end-2019.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - Fitch has reclassified leases as other liabilities, effectively
reducing balance-sheet debt by about USD1.1 billion at end-2019.
Furthermore, Fitch has reclassified USD343 million of depreciation
of right of use assets and USD98 million of interest on lease
liabilities as lease expenses, reducing Fitch EBITDA by USD441
million in 2019

  - Fitch has adjusted balance-sheet debt as at end-2019 by
including the utilised amount of the true sale of receivables
programme of about USD4.4 billion

  - USD1 billion mandatory convertible bonds reclassified as debt
instead of non-controlling interest and other liabilities reported
in the financial statements

  - Fitch has adjusted EBITDA by non-recurring impairment charges
of USD2.7 billion in 2019

  - Fitch added debt of third parties and AM's joint ventures
(excluding Calvert JV) guaranteed by AM of USD3.7 billion to AM's
debt

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

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).

CCP LUX: Moody's Affirms B3 CFR, Alters Outlook to Negative
-----------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and B3-PD probability of default rating of CCP Lux Holding
S.a.r.l., a packaging company focused on mostly premium lipstick,
fragrance and skincare end-markets. Concurrently, Moody's has
affirmed the B3 rating on its senior secured bank facilities all
borrowed at CCP Lux Holding S.a.r.l. The outlook has changed to
negative from stable.

"We have changed the outlook on Axilone's ratings to negative from
stable to reflect the impact that the spread and subsequent
macroeconomic consequences of the coronavirus outbreak are having
on the company's operations. Social distancing measures in a number
of countries have led to a supply and demand shock for Axilone,
negatively impacting the company's earnings and cash flow
generation in 2020," says Donatella Maso, a Moody's Vice President
-- Senior Analyst and lead analyst for Axilone.

RATINGS RATIONALE

The change in outlook to negative reflects the potential impact of
the coronavirus outbreak on Axilone's operations due to the
company's highly discretionary product offering, mainly consisting
of packaging for lipsticks and fragrance caps. The company could be
adversely affected by a contraction in demand for its products but
also by the production shutdown of some of its manufacturing
facilities. Its factories in China were shut down for some weeks
during the first quarter of 2020, albeit currently operating at
near full capacity, and those in France and Spain are now partially
closed.

Moody's expects the company can mitigate some volatility in demand
by adopting measures such as wage subsidies in France, and
bydelaying new hires and non-essential investments. Axilone may
also benefit from partial exemption of social expenses for its
Chinese subsidiaries.

However, a prolonged and widespread demand shock, along with a
weakening macroeconomic environment, could result in a material
deterioration of the company's earnings, cash flow generation and
liquidity in 2020. Visibility in terms of future operating
performance is low, but the company's financial leverage, measured
as Moody's-adjusted gross debt/ EBITDA, may exceed 7.0x in 2020,
even assuming a gradual recovery in demand in the second half of
the year. However, the longer the current situation lasts, the
larger the impact on Axilone's credit metrics and liquidity, while
the recovery in 2021 will largely depend on the underlying
macroeconomic conditions at that time.

Prior to this action, Axilone was strongly positioned in the B3
rating category. This is because the company has delivered steady
revenue and EBITDA growth since 2017 on the back of contract wins
with existing brands, and it has used some of the cash generated to
voluntary prepay debt, reducing its gross leverage (as adjusted by
Moody's), to 4.5x in December 2019 (including January prepayment)
from below 6.0x at the end of 2018. Axilone's rating positioning
was also supported by its solid EBITDA margin, compared to its
rated peers due to its cost-competitive, comprehensive and
integrated production capabilities in China, by its revenue
diversification across Europe, the US and Asia, and by its ability
to generate positive free cash flow.

ENVIRONMENTAL, SOCIAL & GOVERNANCE (ESG) CONSIDERATIONS

Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The weaknesses in Axilone's credit profile, including
its exposure to multiple affected countries have left it vulnerable
to shifts in market sentiment in these unprecedented operating
conditions and the company remains vulnerable to the outbreak
continuing to spread. Its action reflects the impact on Axilone of
the breadth and severity of the shock, and the broad deterioration
in credit quality it has triggered.

In terms of corporate governance considerations, Axilone is
controlled by the private equity firm CITIC Capital Partners, which
in common with other financial sponsors typically has tolerance for
relatively high leverage in the companies it controls. However,
more positively, CITIC Capital has shown its intention to delever
the business with two voluntary debt prepayments.

LIQUIDITY

Axilone's liquidity profile is adequate albeit weakening due to the
expected decrease in cash generation from reduced earnings. The
company had EUR58 million of cash on balance sheet at the end of
December 2019 (or EUR45.5 million after the January 2020 debt
prepayment), and $31.5 million available under its EUR50 million
revolving credit facility (RCF). Moody's expects that these sources
of liquidity should be sufficient to cover the company's near term
needs such as working capital and maintenance capital expenditures.
Certain non-essential investments could be delayed and there is no
debt amortization until 2024, when the RCF is due.

The RCF has one springing financial covenant (net senior secured
leverage ratio), set at 9.8x, to be tested on a quarterly basis
when the RCF is drawn by more than 40%. While headroom under the
covenant is reducing, Moody's expects the company to continue to
comply to its covenant when tested.

STRUCTURAL CONSIDERATIONS

The B3 instrument ratings, are in line with the CFR, because they
represent the majority of the debt capital structure. Guarantors
represent at least 80% of consolidated EBITDA and the security
package mainly comprises of share pledges. There is a shareholder
loan due September 2025 in the capital structure that receives
equity treatment under Moody's methodology.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the current low visibility in terms
of Axilone 's operating performance over the next 12 to 18 months
and the expectation that leverage may temporarily exceed the 7x
threshold for the B3 rating category. The negative outlook also
reflects the potential deterioration in the company's liquidity
should the current supply and demand shock lasts longer than
currently anticipated.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Given the negative outlook, an upgrade is unlikely in the near
term. A stabilization of the outlook could occur if the company's
performance shows signs of recovery in line with improving trading
conditions. Over the medium term, upward pressure on the ratings
could develop as the business further grows and diversifies,
Moody's-adjusted debt/EBITDA remains below 5.5x on a sustained
basis with ongoing visible positive free cash flow generation and a
satisfactory liquidity profile.

Conversely, negative pressure on the rating could develop if the
company's operating performance materially deteriorates, so that
Moody's adjusted leverage increases towards 7.0x and free cash flow
turns negative for a prolonged period or liquidity deteriorates
beyond current expectations.

LIST OF AFFECTED RATINGS

Issuer: CCP Lux Holding S.a.r.l.

Affirmations:

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Senior Secured Bank Credit Facility, Affirmed B3

Outlook Action:

Outlook, Changed To Negative From Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
May 2018.

COMPANY PROFILE

Axilone is a supplier of premium packaging for lipsticks,
fragrances and skincare products. The company is owned by CITIC
Capital Partners, the private equity affiliate of the Chinese CITIC
Group. In 2019, Axilone generated EUR263 million of revenues and
EUR87 million of EBITDA.

EP BCO: Fitch Affirms 'BB-' LT IDR, Alters Outlook to Negative
--------------------------------------------------------------
Fitch Ratings has revised Euroports Outlook to Negative from Stable
and affirmed EP BCo S.A. Long-Term Issuer Default Rating at 'BB-'.

In addition, Fitch also affirms 'BB' ratings with Recovery Rating
'RR2' to the EUR315million first-lien term loan B (TLB) and EUR30
million revolving credit facility (RCF); and 'B' rating with a
Recovery Rating 'RR6' to the EUR105 million second-lien facility,
issued by EP. The Rating Outlooks are Negative.

EP is the financing vehicle and the sole shareholder of Euroports
Holdings Sarl (Euroports), a large, deep-sea port terminal operator
in Europe and China.

RATING RATIONALE

The rating action reflects the ongoing uncertainty around
Europort's credit profile given the uncertain nature of the timing
of and recovery from the coronavirus shock. In its Fitch rating
case, the group will be impacted by a severe but relatively
short-lived demand shock related to the coronavirus pandemic.
Liquidity position is solid as Euroports has no bullet maturities
until 2027. Euroports also has some financial flexibility to
partially offset the expected short-term revenue shortfall.

Fitch currently assumes the 2020 shock to be progressively
recovered by 2021 but if severity and duration of the outbreak will
be longer than expected the rating case will be revised
accordingly.

Euroports' IDR reflects stable cash flows from its mature terminals
concentrated in the commodity sector but also its bullet debt
structure which entails refinancing risk. Its long-standing
relationships with a diversified customer base mitigate limited
visibility on future cash flow, especially from terminals under
development. Euroports' portfolio of 15 terminal areas is
strategically located close to production and consumption centres
and benefits from good hinterland and multi-modal connectivity. The
portfolio comprises mature assets, such as the German and Finnish
terminals, as well as terminals with projects under development
backed, in some cases, by long-term contracts. Customer
concentration is moderate.

KEY RATING DRIVERS

Coronavirus Affecting Demand

The rapidly spreading coronavirus is leading to an unprecedented
impact on cargo's mobility. In the first weeks of March, Euroports
has not yet felt significant volume contraction. Under its revised
Fitch rating case (FRC), however, it assumes a volume contraction
of around 20% in 2020 and a gradual recovery by 2021.

Defensive Measures

Euroports has some balance sheet flexibility as well as proven
ability to reduce operating costs in the case of an expected
revenue shortfall. Fitch expects capex to be downsized as a share
of the growth capex has been already performed. However, Euroports
has identified a number of (non-safety) growth initiatives which
were going to be done in 2020, some of which will now be deferred.
In FRC, Fitch assumes a 20% reduction in growth capex in 2020, with
a reprofile of planned capex over 2021-2022.

Credit Metrics - Recovery From 2021

Under the updated FRC, after the 2020 increase, Euroports leverage
progressively return within its current rating sensitivity during
2021-2023 indicating only a temporary impairment of its credit
profile. The resulting Fitch-adjusted gross debt/EBITDAR peaks in
2020 and progressively deleverages thereafter remaining at around
6x over 2021-2023 period.

Fitch is closely monitoring the development in the sector as
Euroports operating environment has substantially worsened and will
revise the FRC in case severity and duration of coronavirus would
be longer-than-expected.

Adequate Liquidity

Euroports cash balance at the end of Q1 2020 was around EUR 41
million. It also has about EUR 30 million of undrawn RCF. Moreover,
Euroports does not have material upcoming debt maturities as the
syndicated loans have a maturity of seven to eight years. The only
debt maturities they have are on average EUR 8 million a year on
financial leasing. Liquidity is therefore strong to cover the
upcoming commitments.

Sensitivity Case

Fitch also runs a sensitivity case where volumes fall by above 25%
in 2020 compared to 2019 and then progressively recover to 2019
level by 2022. Mitigation measures are similar to the FRC. Under
this scenario, after the peak in 2020, the Europort leverage is
higher than the FRC and the deleveraging is slower, albeit still to
around 6x by 2022.

Risk Assessments

Fitch assesses Euroports's revenue risk (volume and price) as
'Midrange', infrastructure renewal as 'Midrange' and debt structure
as 'Weaker'.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

  -- Projected Fitch-adjusted gross debt/EBITDAR sustainably above
6x on a sustained basis

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

  -- Fitch does not anticipate an upgrade as reflected in the
Negative Outlook. Quicker-than-assumed recovery from the
coronavirus pandemic supporting sustained credit metrics recovery
to levels stronger than outlined in the negative sensitivities
would lead to a Stable Outlook.

BEST/WORST CASE RATING SCENARIO

Ratings of Infrastructure and project finance issuers have a
best-case rating upgrade scenario (defined as the 99th percentile
of rating transitions, measured in a positive direction) of three
notches over a three-year rating horizon; and a worst-case rating
downgrade scenario (defined as the 99th percentile of rating
transitions, measured in a negative direction) of three notches
over three years. The complete span of best- and worst-case
scenario credit ratings for all rating categories ranges from 'AAA'
to 'D'. Best- and worst-case scenario credit ratings are based on
historical performance.

TRANSACTION SUMMARY

In February 2019, a consortium led by MRG, an international natural
resource group with a 53% stake, and including a Belgian Regional
(PMV) and Federal (SFPI-FPIM) Sovereign wealth funds, agreed to
acquire Euroports. EP BCo S.A. is the company issuing the term
loans to fund the acquisition.

As indicated above, the recent outbreak of coronavirus and related
government containment measures worldwide creates an uncertain
global environment for port tonnage, and even more for traffic
movement across country borders in the near term. While Euroports
performance data through most recently available issuer data may
not have indicated impairment, material changes in revenue and cost
profile are occurring across ports and likely to worsen in the
coming weeks and months as economic activity suffers and government
restrictions are maintained or expanded. Fitch's ratings are
forward-looking in nature, and Fitch will monitor developments in
the sector as a result of the coronavirus outbreak as it relates to
severity and duration, and incorporate revised base and rating case
qualitative and quantitative inputs based on expectations for
future performance and assessment of key risks.

CRITERIA VARIATION

The analysis includes a variation from the "Rating Criteria for
Infrastructure and Project Finance" that requires integration as
the recovery rating prospects are key credit features in this
transaction where the first and second lien term loans have the
same probability of default (due to a cross default clause) but
different recovery prospects. Therefore, to rate this transaction,
Fitch is applying the principles underlying the recovery analysis
methodology to determine a recovery rating and instrument ratings;
the first lien is notched up from the IDR by one notch due to
recovery prospect considerations, whilst the second lien is notched
down due to 0% recovery prospects by two notches.

Key Recovery Assumptions

The recovery analysis assumes that Euroports would remain a going
concern in restructuring and that the company would be reorganized
rather than liquidated. Fitch has assumed a 10% administrative
claim in the recovery analysis.

  -- The recovery analysis assumes a 20% discount to Euroports'
OEBITDA as of December 2019.

  -- Fitch also assumes a distressed multiple of 6.5x and a fully
drawn EUR30 million RCF.

  -- These assumptions result in a recovery rate for the first-lien
term loan and RCF within the 'RR2' range to allow a one-notch
uplift to the debt rating from the IDR. The recovery rate for the
second-lien term loan is within the 'RR6' range and leads to a
downward adjustment of two notches from the IDR.

ESG CONSIDERATIONS

The highest level of ESG credit relevance, if present, is a score
of 3. This means ESG issues are credit-neutral or have only a
minimal credit impact on the entity(ies), either due to their
nature or to the way in which they are being managed by the
entity(ies).

ORION ENGINEERED: S&P Affirms 'BB' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term issuer credit and
issue ratings on Orion Engineered Carbon S.A.

S&P expects reduced rubber and specialty carbon black demand due to
the extraordinary impact of COVID-19 on overall economic activity.

As the coronavirus spreads around the world, the economic effects
of social distancing measures to contain the virus, along with
plummeting consumer and business confidence, have delivered a sharp
blow to economic growth. S&P said, "We expect a recession in the
U.S. and Europe, and materially slower growth in China. In response
to fading demand, most global auto manufacturers have announced
production shutdowns at most of their plants in Europe and the U.S.
Following this, we project global auto sales will decline by almost
15% in 2020 to less than 80 million units. Given that auto original
equipment manufacturers' (OEM) exposure represents about 25% of
Orion's total revenue, we believe earnings will be susceptible to
downturns in the auto OEM market and economy. Although we view
replacement tire demand which accounts for approximately 50% of the
Orion's total revenue are relatively more stable than auto OEM in
general, this segment will be subject to vehicle traffic growth. As
miles driven globally decrease with people traveling less during
the pandemic, we expect this will also have a negative impact on
sales volume for Orion."

Lower oil prices will likely to further depress Orion's sales and
earnings.

Approximately 75% of Orion's global sales volume contains
provisions that adjust prices to account for changes in a relevant
feedstock price index. Given carbon black oil, Orion's main
feedstock, is typically indexed to the price of fuel oil, the
anticipated significantly weaker oil prices in 2020 will have a
negative impact on Orion's selling price. Combined this with sales
volume decline, we anticipate revenue and EBITDA to fall by
double-digit percentage.

S&P said. "We view the forecast leverage as remaining commensurate
with the rating, although we expect rating headroom to decrease
over weaker operating performance.

"We understand from the company that it has implemented or expects
to implement several strategic measures to improve Orion's
financial flexibility to manage the pandemic and its aftermath.
These include cutting capex and postponing dividend payments. A
portion of capex not related to Environmental Protection Agency
(EPA) mandates links to growth projects for instance expansion on
one of its specialty chemical plant. This capex is flexible and can
be postponed depending on the expectation on demand growth. We
expect Orion will also be able to delay some portion of EPA-related
capex spending to support liquidity at current state, without
violating its agreement with the authority. In addition, the
company recently announced that it has suspended further dividend
payments, although it will continue to pay its dividend payment
announced on March 10 of about $12 million. At the same time, we
expect Orion will benefit from working capital inflows due to
weaker oil prices. Despite all, we expect credit metrics to weaken
in 2020 and 2021 more than anticipated, reducing rating headroom.
Nevertheless, we continue to view adjusted weighted average funds
from operations (FFO) to debt of 25%-27% as commensurate with the
rating."

Liquidity remains strong, supported by relatively significant
undrawn committed lines.

S&P said, "With about EUR100 million of cash available (including
draws from the revolving credit facility [RCF]) at March 31, 2020,
and given our expectation of positive FFO, we believe the company
will have sufficient liquidity cushion over the next 24 months.
Limited debt repayments from its senior secured term loan B (TLB)
and a significant reduction in capex also support our liquidity
assessment. In addition, Orion recently partially drew down its
EUR250 million RCF line to access cash sufficient to increase its
cash position in first-quarter 2020. Overall, we continue to assess
liquidity as strong for the company.

"S&P Global Ratings acknowledges a high degree of uncertainty about
the rate of spread and peak of the coronavirus outbreak.  Some
government authorities estimate the pandemic will peak about
midyear, and we are using this assumption in assessing the economic
and credit implications. We believe the measures adopted to contain
COVID-19 have pushed the global economy into recession. As the
situation evolves, we will update our assumptions and estimates
accordingly.

"The stable outlook reflects our view that Orion will respond
proactively to reduce discretionary spending in 2020 to partially
offset the anticipated decline in EBITDA. Based on our assumptions
that revenue and EBITDA might decline in the double-digit percent
range, we expect the company to reduce capex spending and postpone
dividend payment to improve cash flow generation such that adjusted
FFO to debt to fall temporarily to the 21%-23% range in 2020 but
subsequently recover to 24-26% in 2021, which we view as
commensurate with the rating."

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

An upgrade could stem from EBITDA growth, which is constrained by
the absence of significant recovery prospects in the auto
end-market and the relatively niche nature of the carbon black
industry. If EBITDA increased, S&P could consider an upgrade if FFO
to debt sustainably exceeded 30%, either from recurring free cash
flows or further voluntary debt repayments.




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

GLOBAL BLUE: S&P Downgrades ICR to 'B+', Outlook Stable
-------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating and
issue ratings on Global Blue Acquisition B.V. and its debt
facilities to 'B+' from 'BB-'.

The COVID-19 pandemic will likely lead to much tougher trading
conditions than S&P previously expected.  Global Blue's revenue in
both tax-free and payment solutions is entirely exposed to
international travel and retail. As such, S&P expects the
widespread travel restrictions currently in place globally (to
limit the spread of COVID-19) to significantly reduce Global Blue's
revenue.

The extent to which the company's credit metrics will be affected
will depend on the pandemic's duration and the speed of subsequent
recovery in the international travel and retail sectors. S&P
currently assumes that the COVID-19 impact will peak in June 2020,
and that there will be a slow recovery from the third quarter.
However, the pace of recovery in global tourism flow remains
uncertain, and S&P thinks it will likely be several quarters before
travel bans are completely lifted and tourist inflows return to
2019 levels.

S&P also assumes about 30%-35% revenue decline in FY2021 followed
by 25%-30% growth in FY2022. This should translate to adjusted debt
to EBITDA of about 6.5x-7.0x in FY2021 and about 5x in FY2022, with
FOCF to debt of about 5%-10% in both years.

Cost-cutting measures and some flexibility in cost structure will
partly cushion the decline in profitability, thus supporting the
rating.   S&P said, "We understand Global Blue can substantially
reduce its fixed costs--representing 60% of the total cost base--in
response to tough trading conditions. These would mostly be related
to lower personnel costs, on the back of government subsidies to
COVID-19 affected industries. We expect fixed cost savings to be
about EUR25 million-EUR30 million, which will partly mitigate the
deterioration in profitability stemming from the COVID-19 pandemic.
As such, we expect the S&P Global Ratings-adjusted margin to drop
to 25%-30% in FY2021, from about 33%-36% in FY2020."

A high cash conversion, in spite of COVID-19-related topline
deterioration, also supports the rating.  Despite the expected
revenue drop in FY2021, S&P still forecasts about EUR35
million-EUR45 million FOCF (7% of debt). This is mainly supported
by low interest expense of about EUR20 million, and lower capital
expenditure (capex) of about EUR5 million-EUR10 million--compared
with EUR15 million-EUR20 million in FY2020--as part of the
cost-cutting initiative. S&P excludes capitalized development costs
from capex, which we deduct from EBITDA.

The upcoming merger and refinancing are still expected to take
place in second-quarter 2020, eliminating covenant-related risks.  
S&P said, "We understand that the planned merger with Far Point
Acquisition Corp. and subsequent listing on the New York Stock
Exchange (NYSE) are binding. We also note that, under the terms of
the merger, temporary disruptions such as pandemics and travel
restrictions do not provide a basis for terminating the merger
agreement. As a result, the refinancing facilities are fully
committed, since these are only subject to the transaction closing.
We expect the refinancing to eliminate any short-term risk of
covenant breach, as testing will not be done until September 2021.
As we expect a recovery from the fourth quarter of 2020, we
currently see minor risk from the new covenants to be put in
place."

S&P said, "The stable outlook reflects our expectation of a gradual
rebound in the international travel and retail sectors starting in
the second half of 2020, supporting adjusted leverage reduction to
less than 6x and a relatively strong FOCF-to-debt ratio of
comfortably above 5% by FY2022, even under a slower recovery
scenario.

"We could lower the rating if FOCF to debt deteriorates below 5%.
This could happen if COVID-19 is not contained until the end of the
year, with limited recovery prospects.

"We could raise the rating if adjusted debt to EBITDA falls to
comfortably below 5x, coupled with FOCF to debt increasing to 10%
to debt. This could happen if the coronavirus outbreak is contained
by mid-year, followed by a fast rebound in global tourism flows,
especially from the Asia-Pacific region to Europe."


PROMONTORIA HOLDING: S&P Cuts Ratings to 'B-' on Weaker Earnings
----------------------------------------------------------------
S&P Global Ratings lowered its ratings on air cargo and ground
handling operator Promontoria Holding 264 B.V. and its senior
secured debt to 'B-' from 'B', and its issue rating on the
company's RCF to 'B+' from 'BB-'; its recovery ratings on the RCF
and senior secured debt are unchanged.

Revenue and EBITDA generation will suffer from a sharp drop in air
passenger volumes and significant decline in air freight traffic.  
The COVID-19 pandemic has caused air traffic to plunge in recent
weeks, with many airlines temporarily grounding their entire or the
majority of their fleets due to unprecedented government travel
restrictions and quarantine orders. The recovery of trading
conditions is highly uncertain, and we believe air traffic will be
extremely low for the next few months. Promontoria's ground
handling segment, which contributed about 30% of the group's
revenues in 2019, will suffer heavily from this situation. S&P
forecasts a decline in revenue passenger kilometer (RPK; number of
kilometers traveled by paying passengers) of 40% in 2020 year on
year. The company's cargo handling services (about 65% of group
revenues in 2019) will be more resilient, since cargo flights are
not restricted, e-commerce is booming, and essential/time critical
air shipments are continuing. However, S&P still forecasts a
10%-15% decline in air cargo volumes in 2020 because of the loss of
freight capacity on passenger planes and lower consumer spending.
S&P forecasts that Promontoria's revenues will decline by about 20%
in 2020 versus 2019, with a steeper drop in reported EBITDA due to
high operating leverage, although we understand the company has
intensified cost-cutting efforts. Although air traffic volumes may
start to recover in the second half of 2020, the airline industry
will likely still feel the effects of the COVID-19 outbreak in
2021, given the deteriorating economic outlook and weaker consumer
confidence.

Promontoria will continue to generate negative free operating cash
flow.   Promontoria is executing cost-savings measures and
operational efficiency initiatives to mitigate the severe trading
conditions. S&P said, "However, we expect this will be more than
offset by sharply deteriorated air passenger traffic and sluggish
air freight volumes. We forecast that reported EBITDA (after
restructuring and nonrecurring costs) could decrease to as much as
EUR40 million this year, compared with about EUR80 million in 2019
and our previous base-case projection of EUR105 million-EUR110
million in 2020. We believe restructuring costs might remain high
due to the sharp fall in passenger volumes and uncertain industry
recovery, which is vulnerable to emerging recessionary trends. This
situation will weigh on smaller and financially susceptible
airlines, potentially leading to further bankruptcies following a
spate of airline failures in 2019. This would consequently affect
Promontoria's cargo handling and ground handling businesses,
increase restructuring costs beyond those in our previous base
case, and constrain its EBITDA. Weaker profitability will weigh on
operating cash flows and hinder FOCF from turning positive, even if
Promontoria significantly curbs its capital expenditures (capex).
Moreover, we forecast Promontoria's debt will moderately increase
within the EUR1.15 billion-EUR1.2 billion range, primarily
comprising senior secured notes of EUR660 million, operating lease
commitments with a net present value of about EUR300 million, and
drawings under the EUR100 million revolving credit facility and
factoring facilities. As a result, we now expect that adjusted debt
to EBITDA could deteriorate toward about 8x this year, compared
with our previous 2020 forecast of about 5x and the 5.8x achieved
in 2019, assuming air traffic begins to recover later this year."

S&P said, "Pressure on liquidity will intensify but sources will
cover uses in the next 12 months according to our base case.   This
is because of Promontoria's ample cash balance of EUR80
million-EUR90 million as of March 31, 2020, according to our
estimates, after the EUR100 million revolving credit facility (RCF)
was fully drawn. That said, we expect liquidity to diminish toward
the end of 2020 because of continued negative FOCF."

Environmental, social, and governance (ESG) factors relevant to the
rating action:

-- Health and safety

S&P said, "The negative outlook reflects our view that
Promontoria's cash flow generation and liquidity could become
increasingly constrained because of potential continued operating
weakness, resulting in a downgrade within the next 12 months,
absent corrective actions to bolster liquidity sources.

"We would lower the rating if we saw a continued cash burn
diminishing the company's financial flexibility, translating into a
material shortfall of liquidity sources to uses for the coming 12
months (absent offsetting measures), increasing financial leverage,
and making its capital structure unsustainable. This could occur if
the spread of the new coronavirus cannot be contained and passenger
and cargo volumes remain depressed in the second half of 2020.

"We could revise the outlook to stable if trading conditions appear
set to gradually recover and Promontoria demonstrates a clear path
to achieving positive FOCF, while improving liquidity headroom."




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

NORWEGIAN AIR: Seeks to Convert Debt Into Equity
------------------------------------------------
Siddharth Philip and Luca Casiraghi at Bloomberg News report that
Norwegian Air Shuttle ASA is seeking to convert debt into equity to
meet the terms of a conditional state bailout offered by the
government last month.

According to Bloomberg, the discount carrier's board proposed
converting at least part of its debt, including US$3.7 billion owed
to aircraft lessors and suppliers, to meet the requirements of
Norway's state guarantee program.

The company said in a stock exchange filing on April 8, doing so
would create a sustainable platform taking into account current
shareholders and creditors, Bloomberg relates.

The move comes at a time when the carrier's fleet has been largely
grounded because of the coronavirus, Bloomberg notes.  It would
dilute shareholders and puts the fate of Norwegian into the hands
of creditors who were owed some US$7.5 billion at year end,
Bloomberg states.  Requiring aircraft-leasing companies and other
vendors to sign on, in addition to banks and bondholders,
highlights the airline's increasingly difficult path to survival,
according to Bloomberg.

A government bailout of up to NOK3 billion (US$270 million) offered
last month kept the carrier alive but came with conditions that
held back most of the funding until Norwegian met certain terms,
such as equity ratios, Bloomberg recounts.

Norwegian has more than US$800 million of debt coming due by the
end of 2020, Bloomberg says.

The company, as cited by Bloomberg, said in the statement it will
negotiate the debt conversion with bondholders and lease creditors
before asking shareholders to vote on May 4.

After the debt-for-equity swap, the company said it may launch a
capital increase to offset the dilution for existing shareholders,
Bloomberg relays.



=============
R O M A N I A
=============

[*] ROMANIA: Nearly 150,000 Firms May Go Bankrupt Due to COVID-19
-----------------------------------------------------------------
Ecaterina Craciun at Ziarul Financiar reports that nearly 150,000
firms in Romania could go bankrupt due to the economic crisis
caused by the COVID-19 pandemic over the next year, judging by the
situation caused by the previous financial crisis of 2008-2009.

But the negative impact could, however, be diminished, considering
that the society and companies have significantly changed in the
past ten years, as per an analysis by Horvath & Partners, says the
report.




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

KRANBANK JSC: Declared Bankrupt by Ivanovo Arbitration Court
------------------------------------------------------------
The provisional administration to manage JSC Kranbank appointed by
virtue of Bank of Russia Order No. OD-2851, dated December 13,
2019, following its banking license revocation, in the course of
the inspection of the Bank established that the Bank's officials
and management conducted illegal operations bearing the evidence of
theft of the Bank's property which had been received as
compensation.

In addition, the inventory reconciliation of the Bank's property
conducted by the provisional administration identified the absence
(shortage) of property (a discrepancy between the actually
available property and the accounting records) for over RUR67
million.

Due to the insufficient amount of assets for the Bank to perform
its obligations to its creditors, on March 17, 2020, the
Arbitration Court of the Ivanovo Region recognized the Bank as
insolvent (bankrupt).  The State Corporation Deposit Insurance
Agency was appointed as receiver.

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


O1 PROPERTIES: S&P Downgrades ICR to 'CC' on Likely Default
-----------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on O1
Properties Ltd. (O1) to 'CC' from 'CCC-', and the issue ratings to
'C' from 'CC'.

O1 has failed to extend its mezzanine debt maturity due April 28,
2020.

S&P said, "The downgrade reflects our view that the probability of
payment default on the about $145 million mezzanine loan is very
high. O1's capacity to repay debt from its own cash flows or
through raising new debt remains virtually nonexistent. We
understand that it does not have capacity to repay the mezzanine
facility from its own cash generation, given its negative operating
cash flows in the past few quarters. This has been due to high
interest expense on the about $3.2 billion of S&P Global
Ratings-adjusted debt (as of end of the first half of 2019) and its
low cash balance of about $35 million at year-end 2019, by our
estimates. In addition, we factor in that O1's cash flows would
likely be negatively affected by the COVID-19-related lockdown over
the next few months and by around 15% Russian ruble (RUB)
depreciation in March and early April. Furthermore, we believe that
O1's capacity to raise new debt to refinance the mezzanine loan is
very limited given its very aggressive S&P Global Ratings-adjusted
debt to debt plus equity of 93.6% at the end of first-half 2019
(compared with about 90% at year-end 2018) and tight or nonexistent
covenant headroom.

"Absent currently unanticipated favorable developments, a default
or a distressed exchange is inevitable, in our view.

"We understand that O1 does not have viable options to repay the
mezzanine loan, and without currently unanticipated positive
developments, we believe that a default or a distressed exchange is
virtually certain. Furthermore, a default on the mezzanine loan
would likely trigger a cross default on most of O1's debt,
including the EUR350 million Eurobond and a large portion of
secured debt. This increases the chances of a near-term default,
distressed exchange, and possibly bankruptcy."

O1's unsecured notes are rated one notch below the long-term issuer
credit rating due to a high share of priority liabilities.

S&P saidm "We continue to rate O1's senior unsecured notes one
notch below the issuer credit rating, since they rank behind a
significant amount of debt secured by asset pledges (representing
about 70% of debt by our estimates). Unsecured debt includes the
RUB350 million Eurobond and RUB15 billion (about $200 million)
domestic notes with about $37 million outstanding. O1's reported
capital structure comprised $2,160 million of secured debt and
about $950 million of unsecured debt (including the mezzanine loan
and the notes) as of June 30, 2019, (the most recent reporting
period).

"The negative outlook reflects our view that O1's default on the
mezzanine loan and subsequent cross-default on most other secured
debt is almost certain, absent any unexpected last-minute
solutions, which is not our current assumption.

"We will downgrade O1 to 'D' if it does not repay the mezzanine
loan when due or if it proposes a loan restructuring, which we
would consider a distressed exchange.

"We will take a positive rating action if O1 repays its mezzanine
loan as due, avoiding a cross default with other debt, although we
see this type of action as unlikely at this stage."


[*] Fitch Alters Outlook on 15 Russian Banks to Negative
--------------------------------------------------------
Fitch Ratings has revised to Negative the Outlooks on 15 Russian
banks whose Long-Term Issuer Default Ratings are driven by their
Viability Ratings. The IDRs of the banks have been affirmed.

The Outlook changes reflect the pressure on banks' financial
profiles from the coronavirus outbreak, lower oil prices and the
resulting economic downturn. The affected banks are:

AO Raiffeisenbank (RBRU), BBB/Negative

Joint Stock Company Alfa-Bank, BB+/Negative

PJSC Sovcombank (SCB), BB+/Negative

Credit Bank of Moscow (CBM), BB/Negative

Tinkoff Bank, BB/Negative

Bank Saint Petersburg PJSC (BSPB), BB/Negative

SDM-Bank PJSC (SDM), BB/Negative

PJSC Chelindbank (Chelind), BB/Negative

Primsotsbank (PSB), BB/Negative

Novosibirsk Social Commercial Bank Levoberezhny, PJSC, BB/Negative

Home Credit & Finance Bank Limited Liability Company (HCF),
BB-/Negative

Expobank LLC (Expo), BB-/Negative

Locko-Bank JSC, BB-/Negative

PJSC Bank Uralsib, BB-/Negative

Credit Europe Bank (Russia) Ltd (CEB), BB-/Negative

The Outlook on Alfa has been revised to Negative from Positive. The
Outlooks on the other banks have been revised to Negative from
Stable. Fitch has also revised to Negative the Outlooks on
Sollers-Finance LLC, subsidiary of SCB, and on Alfa's holding
company, ABH Financial Limited.

At the same time, Fitch has downgraded to 'BB-' from 'BB' the tier
2 subordinated debt ratings of Alfa and SCB, and affirmed the tier
2 subordinated debt ratings of CBM (at B+) and Sberbank of Russia
(at BBB-). These ratings have been removed from Under Criteria
Observation (UCO).

Fitch has also affirmed Bank Avers' 'BB' Long-Term IDR with a
Stable Outlook, as the agency views its financial profile as
somewhat more resilient to the economic downturn.

SB Capital S.A.   

  - Senior unsecured; LT BBB; Affirmed

  - Subordinated; LT BBB-; Affirmed

Alfa Holding Issuance plc
   
  - Senior unsecured; LT; BB; Affirmed

AO Raiffeisenbank

  - LT IDR; BBB; Affirmed

  - ST IDR; F2; Affirmed

  - LC LT IDR; BBB; Affirmed

  - Viability; bbb; Affirmed

  - Support; 2; Affirmed

PJSC Chelindbank

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - Viability; bb; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

Home Credit & Finance Bank Limited Liability Company

  - LT IDR; BB-; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB-; Affirmed

  - Viability; bb-; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

CBOM Finance PLC   

  - senior unsecured; LT BB; Affirmed

  - subordinated; LT B-; Affirmed

  - subordinated; LT B+; Affirmed

TCS Finance DAC   

  - subordinated; LT B-; Affirmed

Novosibirsk Social Commercial Bank Levoberezhny, PJSC

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB; Affirmed

  - Viability; bb; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

Alfa Bond Issuance Public Limited Company   

  - senior unsecured; LT BB+; Affirmed

  - subordinated; LT BB-; Downgrade

  - subordinated; LT B; Affirmed

PJSC Sovcombank

  - LT IDR; BB+; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB+; Affirmed

  - Viability; bb+; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

  - senior unsecured; LT BB+; Affirmed

Eurasia Capital SA   

  - Subordinated; LT B-; Affirmed

SDM-Bank PJSC

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB; Affirmed

  - Viability; bb; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

Joint Stock Company Alfa-Bank

  - LT IDR; BB+; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB+; Affirmed

  - Viability; bb+; Affirmed

  - Support; 3; Affirmed

  - Support Floor; BB-; Affirmed

  - senior unsecured; LT BB+; Affirmed

PJSC Bank Uralsib

  - LT IDR; BB-; Affirmed
  
  - ST IDR; B; Affirmed

  - Viability; bb-; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

LOCKO-Bank JSC

  - LT IDR; BB-; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB-; Affirmed

  - Viability; bb-; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

  - senior unsecured; LT BB-; Affirmed

Tinkoff Bank

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB; Affirmed

  - Viability; bb; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

  - senior unsecured; LT BB; Affirmed

ABH Financial Limited

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

Expobank LLC

  - LT IDR; BB-; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB-; Affirmed

  - Viability; bb-; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

Sollers-Finance LLC

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB; Affirmed

  - Support; 3; Affirmed

Credit Bank of Moscow

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB; Affirmed

  - Viability; bb-; Affirmed

  - Support; 4; Affirmed

  - Support Floor; B; Affirmed

Bank Avers

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB; Affirmed

  - Viability; bb; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

Primsotsbank

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - Viability; bb; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

Bank Saint Petersburg PJSC

  - LT IDR; BB; Affirmed

  - ST IDR; B; Affirmed

  - LC LT IDR; BB; Affirmed

  - Viability; bb; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

SovCom Capital DAC   

  - subordinated; LT BB-; Downgrade

  - subordinated; LT B; Affirmed

Credit Europe Bank (Russia) Ltd

  - LT IDR; BB-; Affirmed

  - ST IDR; B; Affirmed

  - Viability; bb-; Affirmed

  - Support; 5; Affirmed

  - Support Floor; NF; Affirmed

KEY RATING DRIVERS

The rating actions reflect the significant risks to Russian banks'
credit profiles as a result of the coronavirus outbreak and its
economic and financial-market implications. Fitch recently revised
the sector outlook for Russian banks to Negative.

Fitch's updated baseline is for Russian GDP to contract 1.4% this
year (a negative 2.4pp swing from its March forecast), before
returning to 2.2% growth in 2021. However, the rapidly evolving
impact of the pandemic and additional containment measures, such as
the recently announced extension of the 'non-working' regime to
end-April, will further constrain economic activity.

Fitch has not downgraded or placed on Rating Watch Negative any of
the reviewed banks as they are generally entering the downturn with
reasonable capital buffers and comfortable liquidity, and without
large stocks of unreserved problem loans. In Fitch's view, their
financial profiles, and therefore ratings, could probably tolerate
a short-lived, sharp economic contraction in 2Q20 if this is
followed by stabilisation in 2H20. However, an extended period of
suppressed economic activity would be more likely to result in
rating downgrades.

Weaker asset quality will be the main source of pressure on the
banks' credit profiles and is the key driver of the Outlook
changes. Fitch expects increases in stage 3 and stage 2 exposures
in corporate lending as borrowers' operating income and debt
repayment capacity deteriorate due to the drop-off in economic
activity. Companies operating in the transportation, services,
tourism, trading (most sub-sectors) and real-estate (particularly
rental business) sectors, and SMEs in general, will come under the
greatest pressure. Risks in foreign-currency lending have also
increased due to the depreciation of the rouble and disruptions in
foreign trade.

Retail-lending quality will deteriorate due to lower household
incomes and job losses, and as portfolios season after recent rapid
growth. However, consumer finance lenders Tinkoff and HCF have
considerable buffers to absorb greater loan impairment due to high
margins (particularly at Tinkoff) and capital ratios (especially at
HCF), and can also deleverage more quickly than corporate banks.
Retail lender Locko-Bank is somewhat less at risk of sharp
deterioration in asset quality due to its greater focus on secured
products.

Banks' profitability will deteriorate on higher impairment charges,
at least moderate margin pressure (as deposits reprice upwards),
lower lending growth and weaker fee-and-commission generation.
However, all 15banks reported healthy pre-impairment results in
2019, suggesting business models have at least moderate capacity to
absorb a reduction in revenues.

The reviewed banks are entering the downturn with significant
capital buffers, and low lending growth or deleveraging will at
least partly offset sharply reduced internal capital generation.
Fitch estimates that the 25% rouble depreciation in 1Q20 will
result in 50bp-70bp reductions in IFRS-based capital ratios at some
banks, but this impact - and also losses on securities books - will
not be recognised in regulatory ratios due to forbearance from the
Russian Central Bank.

Liquidity has been stable across the sector and all the reviewed
banks maintain reasonable liquidity cushions. Most are
predominantly funded by customer deposits, while those with
moderate reliance on wholesale sources (Alfa, CBM, SCB) have
limited near-term maturities.

The affirmation of Avers with a Stable Outlook reflects the
specifics of the bank's business model. Net loans represented only
12% of total assets at end-2019, and mainly comprised exposures
related to the sister TAIF group, while other assets are generally
of low-risk.

ADDITIONAL CONSIDERATIONS

CBM

The affirmation of CBM's Long-Term IDRs at 'BB' further reflects a
one-notch uplift from the bank's VR of 'bb-'. This is due to a
sizable buffer of qualifying junior debt (QJD), which could protect
senior creditors in case of the bank's failure.

The IDRs have been removed from UCO, where they were placed on 5
March 2020 following the publication of Fitch's revised Bank Rating
Criteria. The UCO reflected uncertainty about whether CBM would
continue to meet the criteria for the one-notch uplift, namely a
QJD buffer (including tier 1 and tier 2 instruments) clearly and
sustainably above 10% of risk-weighted assets (RWAs).

Fitch estimates that, at end-1Q20, CBM's QJD buffer was equal to
10.2% of RWAs. Fitch expects this ratio to increase moderately
during the remainder of 2020 as a result of deleveraging, and also
note that the ratio is positively correlated with a weaker rouble
(and so greater risks to the bank's credit profile), as about two
thirds of the QJD buffer comprises US dollar instruments. The
expectation that the QJD buffer will be maintained above 10% of RWA
in the short term has resulted in the maintenance of the one-notch
uplift and the affirmation of the IDRs.

At the same time, Fitch sees a significant risk that the QJD buffer
will fall below 10% of RWAs over the medium term as the bank
returns to growth or the rouble recovers some of its value against
the US dollar. The Negative Outlook on CBM's IDRs therefore
reflects both the risk of a weakening of the bank's financial
metrics (in line with other banks) and the potential for the QJD
buffer to fall below 10% of RWAs.

RBRU

RBRU's 'BBB' IDRs are driven by the VR and underpinned by potential
support from parent, Raiffeisen Bank International (RBI). The
Negative Outlook on RBRU's IDRs reflects the risk of deterioration
in the bank's standalone profile and the potential for a lower
probability of support from RBI.

KEY RATING DRIVERS

RELATED ENTITIES

The revision of the Outlook to Negative on Sollers-Finance LLC's
(SF) 'BB' Long-Term IDRs reflects the change of Outlook on SCB,
which is SF's ultimate shareholder.

The revision of the Outlook to Negative on ABH Financial Limited's
(ABHFL) 'BB' Long-Term IDR mirrors the Outlook change on Alfa. In
Fitch's view, the default risks for the bank and the holding
company are highly correlated due to high fungibility of capital
and liquidity within the group, which is managed as a single
entity.

SENIOR, SUBORDINATED AND PERPETUAL DEBT RATINGS

The ratings of senior unsecured debt (including that issued by
special-purpose vehicles) are aligned with the respective issuing
financial institutions' IDRs.

The downgrades to 'BB-' of the tier 2 debt issued by Alfa (through
Alfa Bond Issuance plc) and SCB (through SovCom Capital DAC)
reflect the change in baseline notching for loss severity for such
instruments to two notches (from one previously) in Fitch's updated
Bank Rating Criteria. The ratings are notched down from the banks'
'bb+' VRs.

CBM's tier 2 debt issued through CBOM Finance PLC has been affirmed
at 'B+', one notch below the 'bb-' VR. The notching of the rating
once, rather than twice, for loss severity reflects the large size
of the junior debt buffer, which reduces the risk of the tier 2
debt being fully written off in a bank failure.

Sberbank of Russia's tier 2 debt (placed by its SPV, SB Capital
S.A.) has been affirmed at 'BBB-' (one notch below Sberbank's 'BBB'
IDR, which is the anchor rating). The affirmation reflects the
agency's view that in case of default there would be significant
uncertainty as to whether the bank - or the Russian authorities -
would impose full losses on subordinated creditors. This in turn
reflects the bank's special status as the largest and dominant bank
in the country, and the recent track record of not imposing losses
on junior creditors of other state-owned banks when they were
recapitalised in 2015.

The Tier 2 debt ratings of Alfa, SCB, CBM and Sberbank have been
removed from UCO, where they were placed after the publication of
Fitch's revised Bank Rating Criteria.

The perpetual notes of Alfa (placed by Alfa Bond Issuance plc) and
SCB (issued through SovCom Capital DAC) have been affirmed at 'B',
and the perpetual notes of CBM (issued by CBOM Finance PLC),
Tinkoff (placed by TCS Finance DAC) and HCF (issued through Eurasia
Capital SA) at 'B-'. The ratings are three or four notches below
the respective banks' VRs, reflecting the perpetual notes' deep
subordination and fully discretionary coupons.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrades:

The IDRs and VRs of the 15 Russian banks could be downgraded in
case of marked deterioration in their financial metrics, in
particular asset quality, profitability and capitalisation. The
ratings could also be downgraded if the economic contraction caused
by the pandemic turns out to be significantly sharper or more
prolonged than currently anticipated. The risk of a downgrade of
Avers' ratings is lower than for other banks, as reflected in the
bank's Stable Outlook.

RBRU's IDRs would only be downgraded if both the bank's VR is
downgraded and the ability of RBI to provide support weakens.

CBM's Long-Term IDR and senior debt rating could be downgraded to
the level of the bank's VR if the QJD buffer falls below 10% and if
Fitch expects it to remain so.

Factors that could, individually or collectively, lead to positive
rating action/upgrades:

The ratings of the 15 Russian banks could be affirmed, and their
Negative Outlooks revised to Stable, if the economic downturn does
not result in significant erosion of their financial metrics, and
if the Russian economy stabilises after a short-lived contraction.

The ratings of SF and AHBFL are primarily sensitive to the ratings
of SCB and Alfa, respectively.

The debt ratings of all banks are primarily sensitive to changes in
their respective anchor ratings.

BEST/WORST CASE RATING SCENARIO

Ratings of financial institution issuers have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of three notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of four notches over three years.
The complete span of best- and worst-case scenario credit ratings
for all rating categories ranges from 'AAA' to 'D'. Best- and
worst-case scenario credit ratings are based on historical
performance.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

ESG CONSIDERATIONS

CBM has ESG Relevance Scores of '4' for Governance and Group
Structures, which reflects a significant level of
relationship-based operations, a lack of transparency with respect
to ownership structure and significant double leverage at the level
of the bank's holding company.

Except for the matters discussed above, the highest level of ESG
credit relevance, if present, is a score of 3. This means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or to the way in which they
are being managed by the entity.



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

CAIXABANK CONSUMO: Fitch Puts 'BBsf' Class B Notes on Watch Neg.
----------------------------------------------------------------
Fitch Ratings has placed CaixaBank Consumo 2, FT's class B notes on
Rating Watch Negative due to the anticipated effects of the
coronavirus pandemic on the securitised portfolio.

RATING ACTIONS

CaixaBank Consumo 2, FT
    
  - Class B ES0305137012; LT BBsf; Rating Watch On

TRANSACTION SUMMARY

The transaction is a static cash securitisation of unsecured
consumer loans and consumer loans secured by first-and second-lien
real estate and consumer drawdowns of related mortgage lines
(together the RE loans), extended to obligors in Spain by CaixaBank
S.A (BBB+/Negative/F2), which is also the SPV account bank
provider.

KEY RATING DRIVERS

COVID-19 Related Stresses

The RWN reflects the high probability of a downgrade of the class B
notes' rating as a result of the coronavirus pandemic, considering
that the economic recession and increased unemployment could impair
borrowers' capacity to make payments, and the tranche´s credit
enhancement (CE) is insufficient to compensate for additional
projected losses on the portfolio.

Spain is under a state of alert with full lockdown measures in
place since 14 March 2020. Fitch has made assumptions about the
spread of coronavirus and the economic impact of the related
containment measures. Fitch's baseline scenario assumes a global
recession in 1H20 driven by sharp economic contractions in major
economies with a rapid spike in unemployment, followed by a
recovery that begins in 3Q20 as the health crisis subsides.
However, if the crisis extends through 2021 because of the
re-emergence of infections, a prolonged period of economic
contraction will take place linked to continued job losses and
depressed markets.

Commentary describing Fitch's credit views and analytical approach
as a consequence of coronavirus is available within the reports
"Global Economic Outlook - COVID-19 Crisis Update April 2 2020",
"Coronavirus Baseline and Downside Scenarios" and "Global SF Rating
Assumptions Updated to Reflect Coronavirus Risk". Fitch expects to
resolve the RWN within the next six months, with a likely rating
impact that could range between an affirmation to multi-category
downgrade depending on the trajectory of the coronavirus crisis.

Payment Interruption Risk Mitigated

Emergency support measures introduced in Spain include payment
moratoriums for consumer credit available to vulnerable borrowers.
However, Fitch views payment interruption risk as mitigated for
CaixaBank Consumo 2 up to the 'Asf' rating given the liquidity
available (reserve fund), daily sweep of cash collections and the
servicer and collection account bank roles being performed by
CaixaBank (BBB+/Negative/F2, with a deposit rating of A-/F2) that
is a regulated financial institution in a developed market.

Weaker Asset Performance Outlook

Fitch expects a generalised weakening of borrowers' ability to keep
up with payments, as large-scale job losses take place especially
in sectors like tourism, restaurants & lodging, and self-employed
borrowers, which are the most vulnerable groups with business lock
downs. As of December 2019, around 19% of the portfolio is linked
to self-employed borrowers.

RATING SENSITIVITIES

Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

  - Credit enhancement ratios increase as the transactions
deleverage, able to fully compensate the credit losses and cash
flow stresses commensurate with higher rating scenarios, all else
being equal.

Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:

  - A longer-than-expected coronavirus crisis that deteriorates
macroeconomic fundamentals and the credit markets in Spain beyond
Fitch's current base case. Credit enhancement ratios cannot fully
compensate the credit losses and cash flow stresses associated with
the current ratings scenarios, all else being equal.

  - A worsening of the Spanish macroeconomic environment,
especially employment conditions, or an abrupt shift of interest
rates that could jeopardize the underlying borrowers'
affordability

BEST/WORST CASE RATING SCENARIO

Ratings of Structured Finance transactions have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of seven notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of seven notches over three
years. The complete span of best- and worst-case scenario credit
ratings for all rating categories ranges from 'AAA' to 'D'. Best-
and worst-case scenario credit ratings are based on historical
performance.

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
pools 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.

SOURCES OF INFORMATION

  - Loan level data sourced from the European Data Warehouse as at
December 2019

  - Issuer and servicer reports provided by CaixaBank Titulizacion,
S.G.F.T., S.A.U as at January 2020

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

REPSOL SA: Egan-Jones Lowers Senior Unsecured Ratings to BB
-----------------------------------------------------------
Egan-Jones Ratings Company, on March 30, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Repsol SA to BB from BBB-.

Repsol S.A. is a fossil fuel company based in Madrid, Spain. It
carries out upstream and downstream activities throughout the
entire world. It has more than 24,000 employees worldwide.




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

GATEGROUP HOLDING: S&P Downgrades ICR to 'B', Put on Watch Neg.
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on gategroup
Holding AG to 'B' from 'B+' and are placed the rating on
CreditWatch with negative implications.

Credit metrics and liquidity will weaken significantly due to
COVID-19.  COVID-19 has forced many airlines to cut capacity to a
minimum; some have even temporarily grounded their fleet. It is
inevitable that demand for airline catering will show a sharp
decline this year. To mitigate the impact, gategroup is taking
drastic measures to cut costs and conserve cash, such as
aggressively reducing its labor costs. These accounted for about
42% of its cost base in 2019. Nevertheless, S&P anticipates that
its credit metrics will still significantly weaken this year. S&P
Global Ratings-adjusted debt to EBITDA is forecast to rise sharply
above 10x this year, from about 4.6x in 2019.

Cash burn is inevitable this year and this will weaken gategroup's
liquidity unless it obtains additional financing.  S&P said, "In
our view, gategroup's free operating cash flow (FOCF) will be
significantly negative this year, even if the company reduces
capital expenditure (capex) to a minimum. The magnitude of negative
FOCF will depend on gategroup's EBITDA generation, which is under
increasing pressure. Under normal operating circumstances, in 2019,
the company generated about Swiss franc (CHF) 380 million in
adjusted EBITDA, which was more than enough to cover its annual
cash needs of about CHF175 million. These needs comprised about
CHF55 million of interest costs (including CHF22 million finance
lease amortization); about CHF100 million finance lease
amortization; and at least CHF20 million in capex. However, we
forecast a materially lower EBITDA in 2020, which is unlikely to be
sufficient to cover these cash needs and so will lead to a cash
burn. As of Dec. 31, 2019, gategroup's liquidity sources included
cash of CHF172 million and the undrawn portion of committed RCF of
about CHF240 million equivalent. We therefore think it should have
sufficient liquidity sources on hand to ride out the impact of
COVID-19 this year. However, if demand for global air travel
remains in the doldrums for a prolonged period, the company could
see a liquidity squeeze unless it arranges additional financing."

A few financial transactions are pending approval or execution; if
materialized, these would boost gategroup's liquidity sources.
These include the net cash proceeds from the acquisition of the
European business of LSG Group (approved by the European
Commission); and potential government support in various forms,
including government-guaranteed loans. S&P also believes that
gategroup's shareholders: Temasek, the Singapore state investment
fund; and RRJ Capital, the Singapore-based private equity firm,
would likely make up for any liquidity shortfall in a timely
manner.

gategroup faces a heightening refinancing risk for its 2021-2022
debt maturities.  If the spread of the new coronavirus cannot be
contained and passenger volumes remain depressed throughout 2020,
gategroup may find it difficult to refinance the outstanding bullet
debt due 2021-2022 in a timely manner, which we consider to be at
least 12 months ahead of maturity. This bullet debt instruments
include:

-- EUR415 million LIBOR plus 2.45% committed revolving credit
facility (RCF) due October 2021;

-- EUR250 million LIBOR plus 2.90% term loan due October 2021;
and

-- CHF350 million 3.0% senior secured notes due February 2022.

Environmental, social, and governance (ESG) factors relevant to the
rating action:

-- Health and safety.

The CreditWatch placement indicates that S&P could lower the rating
further. S&P expects to resolve this as soon as it has more clarity
regarding the severity and longevity of the COVID-19 pandemics, and
its impact on air traffic demand and gategroup's financial
recovery, liquidity position, and refinancing prospects.

S&P would lower the rating on gategroup if:

-- It appears unlikely that gategroup will obtain covenant waivers
ahead of the June 30 test;

-- Its cash burn continues;

-- Adjusted debt to EBITDA is unlikely to recover to below 7.0x;

-- It sees diminishing financial flexibility, without the pending
liquidity transactions being executed; or

-- It sees heightening refinancing risk.

This could occur if COVID-19 cannot be contained and general
passenger reluctance to travel by air drags on longer than
expected.

S&P could maintain its rating on gategroup if:

-- It averted a covenant breach;

-- Industry conditions appear to return to normal, allowing the
company to generate positive FOCF;

-- Adjusted debt to EBITDA improves to below 7.0x; and

-- Liquidity stabilizes.

S&P would also expect its refinancing to be on course to complete
in a timely manner.


SWISSPORT GROUP: S&P Cuts ICR to 'CCC' on Debt Restructuring Risk
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit ratings on
Swissport Group S.a.r.l. (Swissport) and its subsidiaries to 'CCC'
from 'B-' and revised the outlook to negative, while also lowering
the issue ratings by two notches.

Swissport's credit metrics and liquidity will significantly weaken
due to COVID-19.  The pandemic has forced many airlines to cut
capacity to minimum levels, with some even temporarily grounding
their fleets. S&P said, "We anticipate an inevitable sharp decline
in aircraft turns in Swissport's ground handling segment, which
represented about 70% of the company's EBITDA in 2019. The less
affected cargo handling segment will not be sufficient to mitigate
this hit. Although Swissport is implementing all possible
cost-saving measures to offset declining global air travel demand,
including aggressively reducing labor costs (70% of its 2019 cost
base), we believe this will still lead to significantly weaker
credit metrics this year. We now forecast S&P Global
Ratings-adjusted debt to EBITDA will exceed 20x in 2020, compared
with 6x in 2019. We do not expect the China-based parent HNA would
be able provide any credit support to Swissport due to its weaker
credit standing and the adverse effects of COVID-19 in China."

A distressed debt restructuring is likely in the next 12 months.
Swissport has appointed legal and financial advisors to explore
options on its financial position. S&P said, "This combined with
our view that Swissport's leverage is increasing and its capital
structure is becoming unsustainable, makes a distressed debt
restructuring likely over the next 12 months. We view cash burn as
inevitable and expect significantly negative free operating cash
flow (FOCF) this year even if the company reduces capital
expenditure (capex) to the minimum level. The extent of negative
FOCF will depend on Swissport's EBITDA generation (declining from
EUR378 million in 2019) to cover its cash costs of about EUR260
million per year. These mainly comprise about EUR126 million of
interest costs (including about EUR36 million of finance-lease
interest expense), EUR116 million of finance-lease repayments, and
a minimum of EUR20 million in capex. Swissport has strengthened its
liquidity position after completing a EUR50 million term loan B
(TLB) add-on in March and refinancing its capital structure last
year, and has no debt maturities until Dec. 2021, but if global air
travel demand does not rebound from current depressed levels, this
will trigger a liquidity shortage, absent corrective measures. We
also anticipate Swissport will fail its net leverage financial
covenant test as early as June 2020, but expect it to obtain
waivers with sufficient time to avoid any covenant breach."

Environmental, social, and governance (ESG) factors relevant to the
rating action:

-- Health and safety

The negative outlook reflects S&P's view that a distressed debt
restructuring is likely over the next 12 months.

S&P would lower the ratings on Swissport if:

-- It undertakes a financial restructuring that S&P views as akin
to a distressed exchange and tantamount to default. S&P would also
view any debt buyback below par as a default; or

-- COVID-19 is not contained and global air travel demand further
weakens causing severe pressure on Swissport's liquidity.

S&P could take a positive rating action on Swissport if:

-- It obtains additional financing to restore liquidity for
2020-2021;

-- It obtains waivers to mitigate the risk of a financial covenant
breach; and

-- COVID-19 is contained and global air travel recovers faster
than S&P expected.

-- Ratings upside is subject to any further risk of distressed
debt restructuring or buybacks.




===========
T U R K E Y
===========

ANTALYA METROPOLITAN: Fitch Affirms LT IDRs at BB-, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Antalya Metropolitan Municipality's
Long-Term Foreign- and Local-Currency Issuer Default Ratings at
'BB- 'with Stable Outlooks.

The affirmation reflects Fitch's expectations that Antalya will
maintain its operating performance, although it may be adversely
affected by rising costs and subdued growth prospects due to the
coronavirus pandemic in 2020-2021, due to the local economy's
dependence on tourism. Fitch expects Antalya to maintain its cost
discipline for generating stable operating balance at TRY700
million, which will help the city's primary debt sustainability
ratio (debt to operating balance) remain below 5x in the medium
term.

Fitch's ratings are forward-looking in nature, and Fitch will
monitor developments in the public sector for coronavirus pandemic
severity and duration, and incorporate revised base- and
rating-case qualitative and quantitative inputs based on
performance expectations and assessment of key risks.

KEY RATING DRIVERS

Revenue Robustness (Weaker)

The Weaker assessment results from the cyclical nature of Antalya's
local economy, which is to a large extent dependent on the tourism
sector, making the city less resilient to economic shocks. Fitch
therefore expects the city's local economy to be adversely affected
by the coronavirus pandemic in 2020-2021, and to then rebound over
the medium term. Antalya benefits from a buoyant and dynamic tax
revenue base. The city is the seventh-largest GDP contributor per
capita and accounting for on average 3% of national GDP, but the
cyclicality of its local economy leads to a less diversified tax
revenue base with a higher volatility.

Antalya's main revenue source is tax revenues, such as personal
income tax, corporate income tax and VAT, linked to its local
economic performance. These taxes are collected by the central
government within the boundaries of the city and redistributed by a
predefined formula. At end 2019 they accounted for 61% of operating
revenue, followed by intergovernmental transfers by the central
government (21.8%) and charges and fees (16.1%)

Revenue Adjustability (Weaker)

Antalya's ability to generate additional revenues is constrained by
the nationally predefined tax rates. Cities have very limited
rate-setting power over own local taxes such as property tax,
natural gas and electricity consumption tax, advertisement and
promotion, fire insurance and entertainment providing little or no
leeway to absorb unexpected fall in revenue.

Expenditure Sustainability (Midrange)

Fitch expects Antalya to maintain cost control in the medium term,
which would contribute to generating sound operating margins of
30%. Fitch expects higher costs for 2020/21 due to the coronavirus
pandemic which Fitch expects to ease over the medium term. After
becoming a metropolitan city, Antalya increased its capex to nearly
40% of total expenditure from 14% in 2012 with moderately cyclical
to countercyclical responsibilities in the provision of urban
infrastructure investments similar to other large metropolitan
municipalities. At end-2019, Antalya's capex accounted for 37.5 %
of total expenditure followed by goods and services and staff
costs.

Expenditure Adjustability (Midrange)

Fitch has re-assessed Expenditure Adjustability for Antalya to
'Midrange' from 'Weaker' amid international peer analysis showing
the low share of inflexible costs which account for less than 70%
on average of its total expenditure, as investments can be cut down
or postponed in light of the fairly good level of existing
socio-economic infrastructure. Self-financing of capital spending
underpins flexibility but is counterbalanced by the weak track
record of balanced budget, due to large swings in capex
realisations.

Liabilities and Liquidity Robustness (Weaker)

Antalya's debt management policy has significant risks, as a
significant share of its total debt, 61.3% at -end 2019 is in euros
and unhedged, exposing the city to significant FX risk. At
end-2019, the Turkish lira had depreciated by 10.26% yoy against
the euro, increasing total debt by TRY121.8 million

The city's debt consists of bank loans and is amortising. The
weighted average maturity of its total debt is moderate at 4.6
years, with 13% of its debt maturing within one year increasing
refinancing pressure. The majority of its bank loans have fixed
interest rates, mitigating interest rate risk exposure. The city is
not exposed to material off balance sheet risks.

Liabilities and Liquidity Flexibility (Weaker)

At end-2019, Antalya's year end cash remained weak covering less
than 1x its debt servicing. In Turkey, LRGs do not benefit from
treasury lines or cash pooling on a national level, making it
challenging to fund unexpected rise of debt liabilities or peaks of
spending.

Debt Sustainability Assessment: 'aa'

Under Fitch's stressed rating case for 2020-2024 due to the
coronavirus pandemic, Antalya will continue to maintain its payback
ratio below five years, leading to a debt sustainability ratio of
'aa' due to a weaker debt service coverage below 1.

DERIVATION SUMMARY

A 'Weaker' risk profile combined with 'aa' debt sustainability
leads to a Standalone Credit Profile (SCP) in the 'bb' category.
With a debt service coverage above 1 and debt burden on average at
120% compared with its national and international peers in the same
rating category the notch specific SCP is positioned at the mean
bound of the category at 'bb' and compressed to 'BB-' IDR in
application of the sovereign cap(BB-/Stable). In its assessment,
Fitch does not apply extraordinary support from the upper-tier
government or asymmetric risk,

KEY ASSUMPTIONS

Fitch's rating case scenario is a "through-the-cycle" scenario,
which incorporates a combination of revenue, cost and financial
risk stresses. It is based on the 2015-2019 figures and 2020-2024
projected ratios.

The key assumptions for the scenario in 2020-2024 include:

  - Tax revenue nominal growth rate at CAGR 14.8%

  - Operating expenditure growth rate at CAGR 10.4%

Fitch's rating case envisages the following stress compared with
the base case:

  - Stress on the tax revenue growth rate by- 1.1% yoy

  - Stress on the opex growth rate by +1.1% yoy

RATING SENSITIVITIES

Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

An upgrade of Turkey's IDRs would lead to an upgrade of Antalya

Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:

A downgrade of Turkey's IDRs would lead to a downgrade of Antalya
as would a payback ratio above five years.

BEST/WORST CASE RATING SCENARIO

Ratings of Public Finance issuers have a best-case rating upgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a positive direction) of three notches over a
three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of three notches over three
years. The complete span of best- and worst-case scenario credit
ratings for all rating categories ranges from 'AAA' to 'D'. Best-
and worst-case scenario credit ratings are based on historical
performance.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

ESG CONSIDERATIONS

Antalya has an ESG Relevance Score of '4' for Public Safety and
Security: Due to the high dependency of the local economy on
tourism, the city is highly sensitive to public safety and security
issues.

VESTEL ELEKTRONIK: S&P Downgrades ICR to 'SD' on Debt Postponement
------------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Vestel Elektronik Sanayi ve Ticaret A.S. to 'SD' (selected default)
from 'CCC+'.

The downgrade follows the three-to-six month postponement of
payments on obligations due in June 2020.

S&P said, "Despite the lending counterparties agreeing to the
postponement, we consider this a distressed exchange. In our view
Vestel's tight liquidity and weak credit metrics--with our forecast
liquidity sources over uses of less than 0.4x (over the next 12
months as of Jan. 1, 2020) and adjusted leverage above 10x in
2020--leaves the company limited options in terms of refinancing.
In addition, we think Vestel's refinancing ability is further
constrained by its relatively high share of foreign
currency-denominated debt of about 40%, and expected demand and
supply disruptions caused by COVID-19. We think there would have
been a realistic possibility of a conventional default in the
near-to-medium term absent the postponement. However, the rating is
'SD' rather than 'D' because we see Vestel continuing to serve all
its other financial obligations. We will reassess our ratings on
the company once the transaction is completed in the next few
weeks."





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

UKRAINIAN RAILWAYS: S&P Cuts ICR to 'CCC' on Weakening Liquidity
----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Ukrainian Railways JSC (UR) to 'CCC' from 'B-'.

UR's maturity schedule in the next 12 months amounts to $400
million and includes peak payments of $200 million on the domestic
bank loan in July 2020, pressuring its liquidity position. The
company has cash balances of about $165 million and committed lines
of $155 million, primarily from local banks. S&P said, "We believe
these sources, together with projected operating cash flow under
our base-case scenario, are barely sufficient to meet upcoming
maturities over the next 12 months, with sources to uses of about
1x. Furthermore, given challenges related to COVID-19, we see a
risk that these sources could become unavailable if the local
financial system comes under stress. This is not our base-case
scenario but can't be ruled out given our sovereign ratings on
Ukraine (B/Stable/B). In addition, the company's cash flow would be
affected in case of additional pressures on transportation volumes
due to COVID-19 lockdown measures or mounting pressure on commodity
markets, since a large part of UR's profit comes from commodity
transportation. Therefore we view the company's liquidity as
weak."

To meet upcoming maturities, UR could consider refinancing or
restructuring its loans. S&P said, "If the company began
restructuring its domestic loans due in July 2020, we would review
the terms to conclude whether they were opportunistic or
distressed. In a distressed offer, debtholders get less value than
originally promised because of the risk that the issuer won't
fulfill its original obligations. If UR restructures its loans in
the coming 12 months and we consider it distressed, we could
downgrade the company further, even if all payments are made on
time, according to a new schedule."

The company's ability to generate cash flows from operations might
deteriorate due to tough market conditions caused by the COVID-19
pandemic. S&P forecasts weak performance in 2020 with funds from
operations (FFO) to debt falling to about 20%, compared with 36% in
2018 and 30%-35% expected in 2019, on the back of lower cargo
transportation volumes and limitations on passenger traffic. The
actual performance will depend on the length and severity of the
pandemic and the mitigating measures implied by the company to
reduce its operating and capital expenditure (capex).

S&P Global Ratings acknowledges a high degree of uncertainty about
the rate of spread and peak of the coronavirus outbreak.

S&P said, "Some government authorities estimate the pandemic will
peak about midyear, and we are using this assumption in assessing
the economic and credit implications. We believe the measures
adopted to contain COVID-19 have pushed the global economy into
recession. As the situation evolves, we will update our assumptions
and estimates accordingly.

"The negative outlook reflects risks related to potential loan
restructuring and the company's ability to generate sufficient
funds in the currently challenging environment. We see potential
risk that UR may not have sufficient funds to meet upcoming
maturities if declining transportation volumes affect operating
cash flow generation, or if the domestic financial system comes
under pressure, limiting the company's access to deposits and
already committed credit lines. If the company were to restructure
its loans due in July 2020, we would review the terms to conclude
whether they were opportunistic or distressed.

"We could downgrade UR if it restructures its loans in the coming
12 months and we consider the restructuring distressed, giving
debtholders less value than originally promised.

"We could also lower our ratings if the company was unable to
generate sufficient funds for debt repayments in third-quarter
2020. This may happen, for example, if operating cash flows plummet
due to falling demand for cargo transportation, or if additional
stress on the country's financial system makes currently committed
lines unavailable.

"To revise the outlook to stable or upgrade UR, we would consider
its willingness and capacity to service its debt on a consistent
basis. Our assessment would include the analysis of forecast cash
flows and liquidity.

"We could upgrade the company if it were to undertake a
restructuring that we considered opportunistic rather than
distressed--preserving value without harming debtholders. We could
also raise the ratings if the company successfully refinances to
eliminate the risk of distressed exchange and spread out the bulk
of its near-term maturities."




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

BBD PARENTCO: Fitch Cuts LT IDR to 'B-', Outlook Negative
---------------------------------------------------------
Fitch Ratings has downgraded BBD Parentco's Long Term Issuer
Default Rating to 'B-' from 'B' and the Outlook is Negative.

The downgrade reflects its view that funds from operations
(FFO)-adjusted gross leverage will breach Fitch Ratings' negative
sensitivity guideline at 8.0x at end-2020 and remain above that
level until at least FY22 (year ending March 2022). The negative
outlook reflects its concern that liquidity will become tight
during FY21 due to the COVID-19-induced operational shutdowns in
most of BCA's (operating entity) core geographies. Significant cash
outflows are expected during this period to cover fixed costs.

Notwithstanding the above, Fitch views the business model as
sustainable with market-leading positions as an integrated
auto-service provider in the UK and Europe. Its central position in
the used-car value chain provides multiple sources of fee income
with limited price risk and strong underlying free cash flow (FCF)
generation.

Fitch has also downgraded the first lien debt facilities issued by
BBD Bidco Limited to 'B-'/'RR4' from 'B+'/RR3.

KEY RATING DRIVERS

Disruption Expected Across European Operations: Due to the Covid-19
outbreak, BCA has temporarily suspended UK operations including
auctions, We Buy Any Car (WBAC) and vehicle services and suspended
or reduced European auctions in line with the relevant government's
guidance. During this period, the group is expected to incur fixed
costs of around GBP20-GBP30 million per month, and generate limited
earnings. Additionally, financial flexibility is expected to be
reduced, in line with its revised 'B-' rating.

Liquidity Tight but Sufficient: BBD Bidco has drawn the GBP155
million revolving credit facility ('RCF') in full, and had around
GBP200 million of cash at the end of March 2020. Fitch expects that
the company's total cash will decrease to around GBP100 million to
at its low point at the end of June, using Fitch's base case
assumption that the shutdown will last three months. BBD's
liquidity is adequate to cover cash outflows of GBP20-GBP30 million
per month. However, should the shutdown be extended beyond the end
of June, Fitch projects that the company would deplete its current
liquidity resources by the end of August.

Expected Leverage Spike: Group's FFO adjusted leverage at end-March
2020 rose above its 8.0x negative leverage sensitivity guideline
after the company drew down fully on its GBP155 million revolving
credit facility ('RCF'). Fitch expects a 'spike' in financial
leverage for FY21, as Fitch expects the EBITDA generation of the
Group to be significantly lower for the year. Fitch's expectations
of negative cash flow for FY21 is likely to increase BCA's gross
debt position by about GBP100 million, keeping leverage above the
negative rating sensitivity of 8.0x for the 'B' rating until at
least FY22.

Resilient Business Model: Fitch expects BCA to maintain its
infrastructure in its current state to ensure that operations can
bounce back quickly following the lifting of the lockdown. BCA has
a large pool of vehicles ready to move through its auctions and
automotive services which Fitch expects to result in a rapid cash
inflow once lockdown is lifted. BCA's market leading positions
(around 2.5x larger than its nearest competitor), density of
auction networks across the UK, large land usage and in-house
logistics capabilities serve as strong competitive advantages
against new entrants. Fitch expects BCA to be able to generate over
£110 EBITDA per vehicle as soon as the lockdown is lifted, which
would produce operational free cash flow, notwithstanding
investment in stock for sale.

Growing Used-Car Market: While currently suffering an interruption,
Fitch expects the automotive market in the UK and Europe to remain
solid with expected growth in the total number of vehicles in the
market of around 1.5% per year in the medium-term. Volatility is
typically lower in used-car sales than for new car sales (e.g. over
2008-2009, used-car sales fell only 6%, compared to new car sales
fall of 19%). Fitch believes that BCA is well positioned to benefit
in the event that consumers "trade down" from purchases of new to
used cars following the shutdown. This was illustrated by BCA
increasing its volumes and EBITDA during the last downturn in
2008-2009. Platforms such as WBAC are successful in commoditizing
the used-car market for all participants.

Rebound in Performance Expected in FY22: Fitch expects to see a
rebound in financial performance in FY22 and for free cash flow
generation to be positive. Some pent-up demand is expected if
customers defer their purchases from FY21. This may be
counter-balanced however by lower levels of consumer spending
relating to the potential negative overall impact of the COVID-19
situation on consumer demand. Fitch expects a partial but not full
repayment of RCF and FFO leverage to remain above 8.0x.

DERIVATION SUMMARY

BCA benefits from a robust business model with a market-leading
position in the UK and focus on Europe. Compared with peers in the
automotive service industry, BCA is larger and better-integrated
across the value chain that allows for diversified sources of
income and a more resilient financial profile. Its integration of
vehicle-buying, partner-finance and logistics services is unique
among direct peers and results in strong cash flow generation and
positive FCF.

The key rating constraints for BCA are its high gross leverage,
which is expected to be above 8.0x on a FFO-adjusted gross leverage
basis until at least FY22 and its tightening liquidity profile due
to the COVID-19 related disruption of operations. According to
Fitch's generic navigator, BCA's leverage relates to a 'ccc+'
financial structure factor rating. Leverage is higher than 'B'
category business services peers such as Irel Bidco S.a.r.l.
(B+/Stable), which typically have a leverage of between 5.0x and
6.5x.

KEY ASSUMPTIONS

  - Three months of COVID-19 related closure of key operations
across Europe (excluding Germany and the Nordics) until the end of
June 2020.

  - Fixed costs cash outflows of GBP30 million per month for the
lockdown period

  - Revenue decline of 21% for the financial year ending March
2021

  - EBITDA margins sustainable around 5.5-6.0%

  - Fully drawn RCF of GBP155 million until FYE 2021

KEY RECOVERY ASSUMPTIONS

  - Its recovery analysis assumes that BCA would be restructured as
a going concern rather than be liquidated in an event of default.

  - BCA's post-reorganisation, going-concern EBITDA reflects
Fitch's view of a sustainable EBITDA of GBP146 million. In such a
scenario, the stress on EBITDA would most likely result from loss
of market share or severe competitive pressure.

  - Distressed enterprise value (EV)/EBITDA multiple of 5.5x has
been applied to calculate a going-concern EV; this multiple
reflects BCA's leading market positions and logistics capabilities
as well as strong cash generation and trusted brand.

  - The partner-finance facility ranks super senior in the recovery
analysis; it is assumed drawn down at the current level (at
end-March 2020) at GBP160 million.

Its calculations using the distressed EV result in a 'RR4'
assumption on Fitch's recovery scale, leading to an instrument
rating of 'B-', in line with the IDR.

RATING SENSITIVITIES

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

  - FFO adjusted gross leverage sustainably below 8.0x

  - EBITDA margin above 5.5%

  - Positive FCF generation

  - Improving liquidity position

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

  - FFO adjusted gross leverage remaining above 9.5x

  - Extension of Covid-19 related closure leading to increasing
liquidity risk

  - Sustained free cash outflow

BEST/WORST CASE RATING SCENARIO

Ratings of Non-Financial Corporate issuers have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of three notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of four notches over three years.
The complete span of best- and worst-case scenario credit ratings
for all rating categories ranges from 'AAA' to 'D'. Best- and
worst-case scenario credit ratings are based on historical
performance.

LIQUIDITY AND DEBT STRUCTURE

Reduced Liquidity Profile: BCA's cash position is expected to
weaken due to the Covid-19 related shutdown of key operations.
Fixed costs cash outflows of around GBP20-30 million per month will
be manageable for the Group during Q121 (quarter ending June 2020)
given the Group's total liquidity of around GBP200 million as of
end-March 2020 - all of BCA's liquidity is in cash, as it has fully
drawn its GBP155m RCF. Under a sustained lockdown scenario, Fitch
anticipates that BCA's liquidity will be sufficient to support the
Group to end-August before they require further funds with no
revival of its operations.

SUMMARY OF FINANCIAL ADJUSTMENTS

  - Operating leases capitalised at a multiple of 8.0x as the
company is based in the UK

  - Partner-finance facility treated as super senior debt

  - Preference shares sit outside the restricted group; assigned
equity-like credit

ESG Considerations

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

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

CPUK FINANCE: Fitch Places 'B' Class B Notes Rating on Watch Neg.
-----------------------------------------------------------------
Fitch Ratings has placed CPUK Finance Limited class A notes rated
'BBB' and class B notes rated 'B' on Rating Watch Negative.

RATING RATIONALE

The RWN reflects the limited visibility of CPUK's future cash flow
generation resulting from the UK government's recent restrictions
on public gatherings, mobility and social interactions in order to
curb the spread of the coronavirus.

Fitch therefore expects CPUK's debt service coverage to be impacted
by a severe but short-lived demand shock related to the pandemic,
although the scale and duration of the impact is still broadly
uncertain.

The liquidity position looks comfortable for 2020 and CPUK has some
financial flexibility to partially offset potential short-term
revenue shortfall. It currently assumes a progressive recovery by
2021 but will revise its rating case if the severity and duration
of the pandemic are greater than expected.

KEY RATING DRIVERS

Coronavirus Affecting Demand

The rapid spread of the coronavirus is leading to an unprecedented
impact on leisure businesses as government lockdown measures are
enforced that prevent people from leaving their homes. These
measures mean revenues may fall to zero while the measures remain
in place. The potential extent of the near-term stresses is
unprecedented. The impact on revenue increased during March as the
UK government ordered all non-essential businesses to close and a
full countrywide lockdown.

Under its revised Fitch rating case (FRC), Fitch assumes yoy
substantial revenue declines in 2Q20, with some knock-on effect
through to end-2020 and a progressive recovery by 2021-2022 to
levels similar to 2019.

Defensive Measures

CPUK has some flexibility to partially offset the impact of the
expected significant revenue shortfall. In its revised rating case,
Fitch assumes a significant reduction in fixed costs to reflect the
period of full closure, during which Fitch believes it will be
possible to significantly reduce most components of operating
expenditure. It also assumes some reduction in maintenance and
investment capex as it can be reduced to minimum covenanted levels.
It also believes it may be possible to reduce capex further as any
capex shortfall versus covenant could be made up later in the year
as holiday villages start to re-open.

Credit Metrics - Recovery from 2021

The updated FRC results in longer repayment profile and higher
leverage. The projected deleveraging profile envisages class A and
B full repayment by 2031 and 2037 respectively, which is worse than
FRC 2019 full repayment by 2031 and 2036. Expected leverage profile
also deteriorates with net debt to EBITDA by 2023 at 4.7x and 7.6x
for classes A and B, respectively.

After the 2020 shock, CPUK's projected cash flows progressively
should recover from the impact, which indicates a temporary
impairment of the group's credit profile. This reflects its view
that demand levels within the leisure sector will return to normal
in the medium to long-term. However, Fitch has closely monitoring
developments in the sector as CPUK's operating environment has
substantially worsened and Fitch will revise the FRC if the
severity and duration of the pandemic is longer than expected.

Solid Liquidity Position

CPUK has sufficient liquidity to cover at least 2020 needs. At the
beginning of March CPUK had GBP34 million in cash and liquidity
facility totaling GBP90 million available for senior fees and A
note interest payments, while scheduled debt service stood at
GBP91.3 million in 2020 and GBP91.2 million in 2021. Closest
expected maturity date is in 2022 for class B3 of GBP480 million.
Fitch believes CPUK has sufficient time to refinance class B3 well
in advance.

Sensitivity Case

Fitch has also run a more severe sensitivity case, which builds on
FRC, and assumes the crisis worsens materially from current levels
with a longer demand shock versus the revised FRC, resulting in
significant revenue reductions during 2020. Mitigation measures
remain unchanged compared with the FRC. The sensitivity shows that
under this scenario projected deleveraging profile envisages class
A and B full repayment by 2031 and 2037 and net debt to EBITDA by
2023 at 4.7x and 7.6x, respectively. The unchanged metrics compared
to FRC is due to the debt service profile and structural features
of the securitization.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

  - Fitch does not anticipate an upgrade as reflected in the RWN. A
quicker-than-assumed recovery from the demand shock, supporting a
sustained recovery in cash flows generation would allow us to
resolve the RWN and potentially assign a Stable Outlook.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

  - A drawdown on a liquidity facility for debt service.

Class A notes:

  - A deterioration of the expected leverage profile with net debt
to EBITDA above 5.0x by 2023;

  - A full debt repayment of the notes beyond 2031 under Fitch's
rating case.

Class B notes:

  - A deterioration of the expected leverage profile with net debt
to EBITDA above 8.0x by 2023;

  - A full debt repayment of the notes beyond 2037 under Fitch's
rating case.

BEST/WORST CASE RATING SCENARIO

Best/Worst Case Rating Scenarios - Global Infrastructure:

Ratings of global infrastructure issuers have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of three notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of three notches over three
years. The complete span of best- and worst-case scenario credit
ratings for all rating categories ranges from 'AAA' to 'D'. Best-
and worst-case scenario credit ratings are based on historical
performance.

TRANSACTION SUMMARY

CPUK Finance Limited is a securitization of five holiday villages
in the UK operated by Center Parcs Limited. The holiday villages
are Sherwood Forest in Nottinghamshire, Longleat Forest in
Wiltshire, Elveden Forest in Suffolk, Whinfell Forest in Cumbria
and Woburn Forest in Bedfordshire. Each site has around 860 villas
and is set in a forest environment with extensive central leisure
facilities.

Key Rating Drivers - Summary Assessments

  - Industry Profile - Weaker

  - Sub-KRDs: Operating Environment - Weaker; Barriers to Entry -
Midrange; Sustainability - Midrange

  - Company Profile - Stronger

  - Sub-KRDS: Financial Performance - Stronger; Company Operations
- Stronger; Transparency - Stronger; Dependence on Operator -
Midrange; Asset Quality - Stronger

  - Debt Structure: Class A - Stronger; Class B - Weaker

  - Sub-KRDs: Debt Profile: Class A - Stronger; Class B - Weaker;
Security Package: Class A - Stronger;

Class B - Weaker; Structural Features: Class A - Stronger; Class B
- Weaker.

As indicated, the coronavirus pandemic and related government
containment measures worldwide create an uncertain environment for
the leisure sector in the near term. While CPUK's most recent
performance data may not have indicated significant impairment so
far, material changes in revenue and cost profile are occurring
across the broader UK leisure sector and likely to worsen in the
coming weeks and months as economic activity suffers and government
restrictions are maintained or broadened. Fitch's ratings are
forward-looking in nature, and Fitch will monitor developments in
the sector for the severity and duration of the crisis and its
impact, and incorporate revised base- and rating-case qualitative
and quantitative inputs based on expectations for future
performance and assessment of key risks.

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).

INTU METROCENTRE: Fitch Corrects Press Release dated on April 6
---------------------------------------------------------------
Fitch Ratings replaced a ratings release published on April 6, 2020
to correct the name of the obligor for the bonds.

Fitch Ratings has downgraded the notes issued by Intu Metrocentre
Finance plc and The Trafford Centre Finance Limited, placing both
transactions on Rating Watch Negative due to coronavirus-related
factors.

The Trafford Centre Finance Ltd
  
  - Class A2 6.50% Secured Notes due 2033 XS0108039776; LT AA+sf;
Downgrade

  - Class A3 Floating Rate Secured Notes Due 2038 XS0222488396; LT
AA+sf; Downgrade

  - Class B 7.03% Secured Notes due 2029 XS0108043968; LT Asf;
Downgrade

  - Class B2 Floating Rate Secured Notes Due 2038 XS0222489014; LT
Asf; Downgrade

  - Class B3 Fixed rate notes XS1031629808; LT Asf; Downgrade

  - Class D1(N) Floating Rate Secured Notes Due 2035 XS0222489873;
LT BB+sf; Downgrade

  - Class D2 8.28% Secured Notes due 2022 XS0108046474; LT BB+sf;
Downgrade

  - Class D3 Fixed rate notes XS1031633313; LT BB+sf; Downgrade
TRANSACTION SUMMARY

The social and market disruption caused by the effects of the
coronavirus and related containment measures was one of the factors
in the downgrade, primarily because this weakens medium-term
collateral value prospects, and, for TCF, given the longer-term
effect (on cash sweep and liquidity facility drawdowns), it also
reduces income. Moreover, there is risk of an accumulation of
unpaid borrower senior indebtedness in respect of potential arrears
on forthcoming loan interest, given the likely impact of
containment measures on retail sales and rental income for both
Intu-sponsored malls. The UK government's decision to temporarily
ban evictions of commercial tenants may have contributed to a 71%
shortfall in rents received by Intu across its entire UK retail
business, for payments due in March, from a subset of tenants Fitch
understands had moved to monthly pay.

IMCF is a securitization of a GBP485 million interest-only fixed
rate commercial mortgage loan secured by intu Metrocentre, a
super-regional shopping center located 30 minutes from central
Newcastle, as well as an adjacent retail park. The CMBS comprises a
single fixed rate note with expected maturity in 2023. The issuer
has a GBP20 million liquidity facility. According to a December
2019 valuation, the collateral value had fallen 11.8% in the
preceding six-month period, increasing the reported loan-to-value
(LTV) to 72.1% from 63.6%.

TCF is a securitization of a GBP691 million fixed rate commercial
mortgage loan secured on intu Trafford Centre, a super-regional
shopping center in the north-west of England, four miles west of
Manchester city center. The long-dated loan financing is tranched
into three series, with a combination of bullets and scheduled
amortization arranged in a non-sequential fashion and mirrored by
the CMBS. The issuer has a liquidity facility to cover interest and
some principal obligations across the capital structure. The class
A3, B2 and D1(N) notes are floating-rate, swapped at the issuer
level. According to a December 2019 valuation, the collateral value
had fallen 22% in the preceding 12-month period, with estimated
rental value (ERV) down almost 10% over 6 months.

Both shopping centers have been affected by the retail downturn
underway in the UK, but IMCF has been experiencing a longer and
deeper period of rental value decline. It has faced the challenge
of a high number of key tenants falling into administration or
using company voluntary arrangements (CVA) to restructure leases.
Fitch estimates recent income signed in intu Metrocentre on average
25% below ERV, though this is dragged down by short-term leases
designed to maintain occupancy, absorb operating costs and support
footfall. Fitch has haircut ERV by 20% in this shopping mall and
excluded the long-term vacant unit in the retail park. For intu
Trafford Centre, with less information on recent lettings available
to us, Fitch has taken 10% of ERV, which has already had a similar
recent reduction. As Fitch had previously anticipated falls in ERV
by raising floors in its retail rental value decline guidance
assumptions, Fitch has relaxed this increase to avoid
double-counting.

KEY RATING DRIVERS

Coronavirus Causing Economic Shock: Fitch has made assumptions
about the spread of the coronavirus and the economic impact of the
related containment measures. As a base-case (most likely)
scenario, Fitch assumes a global recession in 1H20 driven by sharp
economic contractions in major economies with a rapid spike in
unemployment, followed by a solid recovery that begins in 3Q20 as
the health crisis subsides. As a downside (sensitivity) scenario
provided in the Rating Sensitivities section, Fitch considers a
more severe and prolonged period of stress with a slow recovery
beginning in 2Q21. In this sensitivity scenario Fitch assumes both
malls suffer further permanent falls in ERV of 10% (in addition to
the mall-specific haircuts described elsewhere).

Containment Measures Impacting Retail: The pandemic suppression
measures in force across the UK are causing a severe interruption
to national life, with immediate consequences and uncertainty for
the retail sector. Indefinite store closures will threaten the
viability of very many retailers, a crisis which will prompt
concerted efforts to bring about a suspension of rental payments
during the pandemic.

Assumptions Updated for Coronavirus impact: Given the predicted
further impact of store closures and job losses resulting from the
coronavirus crisis, Fitch has increased its base structural vacancy
assumption for both malls to 7%. Fitch also assumes an immediate
halt in rental payments for six months. By assuming both borrowers'
default, this test leads to an accumulation of a semester of loan
interest, representing an increase in borrower indebtedness. Fitch
has not assumed arrears in property costs because of widespread
evidence in the UK (including by Intu across its portfolio) of
partial rental collections at the last quarterly collection date,
as well as the government's decision to offer selective business
rates relief. This increase in borrower indebtedness is dwarfed by
the collateral stresses in explaining the downgrades across both
CMBS.

Liquidity Risk: The assumed halt in loan interest for two quarters
results in a drawdown of liquidity to cover note interest and
senior issuer costs. In this scenario Fitch finds the liquidity
facilities in both CMBS adequate to cover interest payments due on
the notes in the corresponding rating stresses.

The downgrade of IMCF is primarily caused by the depletion of
stressed collateral value as a result of the haircut to ERV and
higher base structural vacancy assumptions.

In TCF, the haircut to ERV and higher base structural vacancy
assumptions plays a more complex role in the downgrades. For the
class D notes, the impact is reinforced by the heightened borrower
default risk caused by the assumed six-month payment shock. This is
because upon a loan event of default - if accelerated at the
instruction of the class A noteholders - the bond payment waterfall
becomes fully sequential, locking out non-senior notes from
receiving funds paid by the borrower under the loan. The B and D
notes would, in this scenario, become dependent on their respective
entitlements under the liquidity facility. While the class B notes
enjoy significant entitlement, the class D notes are entitled to
only GBP15 million of liquidity, insufficient to cover timely debt
service over the minimum two-year recovery period assumed by Fitch.
This constrains the class D rating to below investment grade.

For TCF's class B notes, the downgrade is mainly driven by its more
conservative projection of property income, because by hastening
the exhaustion of the liquidity facility, the haircut to ERV and
higher base structural vacancy assumptions significantly reduces
the duration over which available (reduced) cash flow can be
allocated as A or B note principal, and combined (senior ranking)
negative swap mark-to-markets (MTM) can decay.

For the TCF class A note class, the structural benefit provided by
a long-dated fixed-rate structure is better preserved because it is
less dependent on the liquidity facility for meeting its own debt
service. With effective control over mortgage workout, the class A
investors could, Fitch believes, elect to delay liquidation in
order to restore long-dated cash sweep and decay negative swap MTM.
This can eventually offset the cost to the class A of expending the
senior-ranking liquidity facility to cover, at least in part, B and
D obligations. But to obtain upside sufficient to support the
highest rating, such a workout strategy would have to entail
accelerating the loan (triggering the switch to sequential pay)
while delaying actually liquidating the collateral for considerably
in excess of five years. Fitch does not believe this is plausible.

Testing for a possible prolongation of containment measures beyond
the base case, Fitch runs a sensitivity test for a further 10%
decline in ERV in both malls. Given the near-term downside risk
presented by this sensitivity, and the potential material impact on
ratings, Fitch has placed the notes on Rating Watch Negative.

RATING SENSITIVITIES

Intu Metrocentre Finance Plc current ratings: 'BBsf'

The Trafford Centre Finance Plc current rating: 'AA+sf' / 'AA+sf' /
'Asf' / 'Asf'/ 'Asf' / 'BB+sf' / 'BB+sf' / 'BB+sf'

The change in model output that would apply with 0.8x cap rates is
as follows:

Intu Metrocentre Finance Plc: 'A-sf'

The Trafford Centre Finance Plc: 'AAAsf' / 'AAAsf' / 'AAsf' /
'AAsf'/ 'AAsf' / 'BB+sf' / 'BB+sf' / 'BB+sf'

The change in model output that would apply with 1.25x rental value
declines is as follows:

Intu Metrocentre Finance Plc: 'BBsf'

The Trafford Centre Finance Plc: 'AAsf' / 'AAsf' / 'Asf' / 'Asf'/
'Asf' / 'BB+sf' / 'BB+sf' / 'BB+sf'

Coronavirus Downside Scenario Sensitivity

Fitch has added a Coronavirus Sensitivity Analysis that
contemplates a more severe and prolonged economic stress caused by
a re-emergence of infections in the major economies, before a slow
recovery begins in 2Q21. Under this severe scenario, Fitch reduces
the estimated rental value of both malls by 10%, with the following
change in model output:

Intu Metrocentre Finance Plc: 'Bsf'

The Trafford Centre Finance Plc: 'AAsf' / 'AAsf' / 'BBB+sf' /
'BBB+sf'/ 'BBB+sf' / 'BBsf' / 'BBsf' / 'BBsf'

Factors, Actions or Events That Could, Individually or
Collectively, Lead to an Upgrade Include:

A lifting of the containment measures applied in reaction to the
coronavirus outbreak would allow retail assets to resume full
operation, with lesser disruption in consumer behavior and
discretionary spend, which could lead to positive Outlooks or
upgrades.

Factors, Actions or Events That could, Individually or
Collectively, Lead to a Downgrade Include:

A prolonged period of social distancing beyond six months could
both weaken liquidity support and dampen retail property values
resulting in further downgrades.

KEY PROPERTY ASSUMPTIONS (all by market value)

Intu Metrocentre

'BBsf' (WA) cap rate: 6.1%

'BBsf' (WA) structural vacancy: 9.7%

'BBsf' (WA) rental value decline: 4.2%

Intu Trafford Centre

'BBsf' cap rate: 6.0%

'BBsf' structural vacancy: 9.2%

'BBsf' rental value decline: 4.0%

'BBBsf' cap rate: 6.6%

'BBBsf' structural vacancy: 10.0%

'BBBsf' rental value decline: 6.0%

'Asf' cap rate: 7.1%

'Asf' structural vacancy: 10.8%

'Asf' rental value decline: 14.1%

'AAsf' cap rate: 7.7%

'AAsf' structural vacancy: 11.6%

'AAsf' rental value decline: 22.7%

'AAAsf' cap rate: 8.4%

'AAAsf' structural vacancy: 12.4%

'AAAsf' rental value decline: 31.3%

BEST/WORST CASE RATING SCENARIO

Ratings of Structured Finance transactions have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of seven notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of seven notches over three
years. The complete span of best- and worst-case scenario credit
ratings for all rating categories ranges from 'AAA' to 'D'. Best-
and worst-case scenario credit ratings are based on historical
performance.

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.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

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 Intu
Metrocentre Finance plc and The Trafford Centre Finance Limited,
either due to their nature or to the way in which they are being
managed by Intu Metrocentre Finance plc and The Trafford Centre
Finance Limited.

MALLINCKRODT PLC: S&P Affirms 'B-' Rating on First-Lien Debt
------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issue-level rating on
Mallinckrodt PLC's existing first-lien debt. The recovery rating is
unchanged at '1', reflecting its expectation for very high recovery
(90%-100%; rounded estimate 95%) in the event of a payment default.
S&P think sthe company's first-lien recovery is still high, despite
the $495 million of additional debt, because of the substantial
support from the second-lien and unsecured tranches.

S&P also affirmed the 'CC' issue-level rating on the senior
unsecured and nonguaranteed unsecured debt. The '6' recovery rating
is unchanged, and S&P continues to expect negligible (0%-10%;
rounded estimate 0%) recovery for those tranches.

Global biopharmaceutical manufacturer Mallinckrodt PLC entered into
an agreement with certain investors to exchange $495 million of its
senior unsecured notes due April 2020 in a par-for-par transaction
for 10% first-lien notes due 2025. The company plans to pay the
remainder of its 2020 notes with cash. S&P does not consider this a
distressed exchange because it thinks the noteholders were
adequately compensated for the extension in maturity with higher
priority in the capital structure and a higher interest rate.

S&P said, "The 'CCC' long-term issuer credit rating and negative
outlook are unchanged because we see a possibility of a distressed
exchange or default in the next 12 months. We believe liquidity
could still be weak over the next 12 months with potential $650
million and $300 million cash outflows related to Centers for
Medicare & Medicaid Services (CMS) litigation and opioid
litigation, respectively. Mallinckrodt is also facing a growing
number of lawsuits related to the pricing of its largest product
Acthar, and we think the legal defense expenses could grow, hurting
the company's ability to generate enough cash flow to repay debt
while also meeting potential CMS and opioid-related payments."

Issue Ratings - Recovery Analysis

Key analytical factors

-- S&P is revising its recovery analysis to reflect the exchange
transaction, including the issuance of $495 million of 10%
first-lien notes due 2025 (not rated).

-- S&P's simulated default scenario contemplates a default in 2021
stemming from liquidity issues driven by maturities and unfavorable
timing of CMS and opioid litigation-related payments.

-- S&P includes $1.6 billion of litigation liabilities in its
estimate of senior unsecured claims in a default scenario.

-- S&P has valued the company on a going-concern basis using a
6.5x multiple of our projected emergence EBITDA.

-- Mallinckrodt's 6.0x recovery multiple reflects its mix of
branded and generic pharmaceutical products and the potential for
competition to a number of products in the portfolio.

Simulated default assumptions

-- Simulated year of default: 2021
-- EBITDA at emergence: $628 million
-- EBITDA multiple: 6.0x

Simplified waterfall

-- Gross enterprise value (EV): $3.768 billion
-- Net EV (after 5% administrative costs): $3.580 billion
-- Valuation split (obligors/nonobligors): 100%/0%
-- Collateral value available to first-lien debt: $3.580 billion
-- Secured first-lien debt: $3.418 billion
    --Recovery expectations: 90%-100%; rounded estimate: 95%
-- Collateral value available to second-lien debt: $162 million
-- Secured second-lien debt: $339 million
-- Total value available to unsecured claims: $0 million
-- Total senior unsecured claims: $3.348 billion
    --Recovery expectations: 0%-10%; rounded estimate: 0%
-- Total value available to claims on structurally subordinated
debt: $0
-- Claims on structurally subordinated debt: $137 million
    --Recovery expectations: 0%-10%; rounded estimate: 0%

Note: All debt amounts include six months of prepetition interest.


NMC HEALTH: Administrators Seek to Reassure UAE Medical Staff
-------------------------------------------------------------
Simeon Kerr and Cynthia O'Murchu at The Financial Times report that
NMC Health's administrators have sought to reassure staff that the
scandal-ridden hospital operator will still be able to help the
United Arab Emirates battle the coronavirus pandemic.

As the largest private healthcare provider in the UAE, NMC has an
important role in preparing the Gulf state to cope with the
outbreak, which has already claimed 22 lives from about 4,100
cases, the FT notes.

Abu Dhabi Commercial Bank, which is owed almost US$1 billion by
NMC, last week persuaded a UK high court judge to appoint
restructuring consultancy Alvarez & Marsal as administrators for
the company that until recently was a member of London's flagship
FTSE 100 index, the FT relates.

The Abu Dhabi-based operator has more than 2,200 beds with a staff
of 2,000 doctors in 200 medical facilities across the UAE, the FT
discloses.

ADCB has pledged to provide working capital facilities to keep
medical operations functioning at NMC, which in December was shaken
by allegations of financial mismanagement from US short seller
Muddy Waters, the FT states.  NMC has since said it found evidence
of suspected fraud and admitted debt levels of US$6.6 billion, much
higher than previously disclosed, the FT relays.




PROVIDENT FINANCIAL: Fitch Affirms 'BB+' LT IDR, Outlook Now Neg.
-----------------------------------------------------------------
Fitch Ratings has revised Provident Financial plc's and
International Personal Finance Plc's Outlooks to Negative from
Stable due to the coronavirus crisis representing a medium-term
risk to the ratings. The Long-Term Issuer Default Ratings and
senior debt ratings are affirmed at 'BB+' and 'BB' respectively.

While the ultimate economic and financial market implications of
the coronavirus outbreak are unclear, Fitch views the risks to the
companies' credit profile as clearly skewed to the downside, which
is reflected in today's rating actions. Fitch expects global
economic growth to slow sharply in 2020, with increasing downside
risks to this scenario.

Fitch expects significant deterioration in the UK's and eurozone's
GDP prospects. Fitch expects the companies' funding capacity, asset
quality and earnings to weaken relative to previous expectations,
due to lower new origination and shrinking business volumes as well
as deteriorating asset quality.

KEY RATING DRIVERS

Unless noted, the key rating drivers for Provident are those
outlined in its Rating Action Commentaries (RACs) published in
March 2020 (Fitch Downgrades Provident to 'BB+'; Outlook Stable)
and for IPF (Fitch Affirms IPF at 'BB'; Outlook Stable).

The Negative Outlook on Provident and IPF reflect the economic
fallout from the pandemic representing a medium-term risk to the
ratings given limited headroom at existing ratings.

Companies are facing increasing short-term regulatory challenges.
In IPF's core markets (CEE) a number of measures were already
introduced by authorities such as debt-repayment moratorium
(Hungary, Romania) and ad-hoc interest rate caps (Poland, Hungary).
Fitch expects similar measures to be introduced in Provident's core
UK market. Lockdown measures severely limit companies' ability to
underwrite new business, which would lead to gradual amortization
of the performing loan book and therefore to a shrinking earning
base. These measures increase the possibility of both companies
recording losses in 2020.

Positively, both companies entered the crisis with reasonable
balance-sheet leverage and favorable liquidity profile at their
current rating levels. Debt-to-tangible equity was 3.9x for
Provident and a low 2.1x for IPF at end-2019. This would allow the
companies to absorb pressure on solvency, in Fitch's view. Both
companies have recently cancelled announced dividends for 2019
(Provident GBP40 million and IPF GBP17 million), which provides
additional relief to liquidity and capital adequacy.

Fitch expects significant weakening of loan servicing to compromise
cash generation and stretch liquidity. Provident had prudently
tapped its credit facilities in mid-March and benefits from a
robust cash cushion (GBP250 million net of restricted cash at
end-1Q20). IPF had comfortable headroom from unutilized credit
facilities (GBP203 million at end- 2M20) with several banks. Both
companies have fairly modest repayment needs in 2Q20 - Provident at
GBP25 million and IPF at GBP94 million - and negligible
requirements in 3Q20-4Q20. Fitch also expects Provident's large
subsidiary Vanquis bank, focusing on credit cards, to benefit from
potential liquidity support to the banking sector from UK
authorities.

The ratings of Provident's and IPF's senior unsecured notes are in
line with the respective Long-Term IDRs, reflecting Fitch's
expectation for average recovery prospects.

ESG - Social Impacts: Provident and IPF have an ESG Relevance Score
of '4' for Exposure to Social Impacts stemming from a business
model focused on high-cost consumer lending and hence exposure to
shifts of consumer or social preferences and to increasing
regulatory scrutiny, including tightening of interest rate caps
(IPF). This has a direct impact on the pricing strategy, product
mix, and targeted customer base and is relevant to the ratings in
conjunction with other factors.

RATING SENSITIVITIES

The most immediate downside rating sensitivity for the companies'
ratings is now the economic and financial market fallout arising
from the pandemic. The crisis is a clear risk to its assessment of
operating environment, asset quality earnings and
funding/liquidity. Fitch also considers already significant
regulatory risk to increase.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

  - Prolonged measures capping interest rates, constraining new
lending or debt servicing and therefore eroding earning capacity,
which would trigger a downgrade.

  - Notable weakening of the liquidity profile.

  - Significant deterioration of solvency. For Provident this would
be manifested in a reduction in regulatory capital headroom with
capital ratio approaching the regulatory capital requirement (CET1
ratio of 24.5% after recent reduction of the countercyclical buffer
to 0%). For IPF this would be leverage, measured as
debt-to-tangible equity, increasing to around 4.0x.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

  - The ratings could be affirmed and the Outlook revised to Stable
if pandemic-related disruptions turn out to be short-lived, and the
companies are able to maintain adequate earnings and leverage.

  - Upside for Provident's ratings is limited in the short term due
to moderate scale (compared with higher-rated credit card peers')
and Fitch's near-term outlook for the UK non-standard credit
markets.

  - Upside for IPF's ratings is currently limited by the evolving
business model, risks associated with continuing regulatory
tightening and growing exposure to emerging markets.

  - The senior debt ratings are sensitive to a change in the
companies' respective Long-Term IDRs.

BEST/WORST CASE RATING SCENARIO

Ratings of Financial Institutions issuers have a best-case rating
upgrade scenario (defined as the 99th percentile of rating
transitions, measured in a positive direction) of three notches
over a three-year rating horizon; and a worst-case rating downgrade
scenario (defined as the 99th percentile of rating transitions,
measured in a negative direction) of four notches over three years.
The complete span of best- and worst-case scenario credit ratings
for all rating categories ranges from 'AAA' to 'D'. Best- and
worst-case scenario credit ratings are based on historical
performance.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

ESG CONSIDERATIONS

Provident and IPF have an ESG Relevance Score of '4' for Exposure
to Social Impacts, which reflects their focus on high-cost consumer
lending and respective regulatory risks.

Except for the matters discussed, the highest level of ESG credit
relevance, if present, is a score of 3. This means ESG issues are
credit-neutral or have only a minimal credit impact on the
entities, either due to their nature or the way in which they are
being managed by the entities.

SAGA PLC: S&P Alters Outlook to Stable & Affirms 'B' Rating
-----------------------------------------------------------
S&P Global Ratings revised the outlook on U.K.-based insurance
services and travel operator Saga PLC to stable from CreditWatch
negative as it thinks the risk of a covenant breach under our base
case is considerably diminished.

At the same time, S&P is affirming its 'B' rating on the group,
based on its expectation of a significant fall in revenue and
EBITDA from the group's travel business, which, although mitigated
by its resilient insurance business, will result in weaker credit
metrics over the next two years.

S&P expects the measures being taken to curb the spread of COVID-19
will have a strongly negative effect on Saga's travel business. In
parallel to its significant and profitable insurance business, Saga
organizes holidays and runs cruises for its target demographic:
U.K. residents who are over 50. Given that this group is
particularly susceptible to complications from COVID-19, Saga has
considerable exposure to the current pandemic.

On March 16, 2020, the U.K. government advised residents aged 70 or
over to avoid cruises. This, combined with the steps taken by a
number of governments to quarantine visitors in response to the
outbreak, caused the Saga group to announce the suspension of all
its cruises until May 1, 2020. S&P said, "Although the situation is
evolving quickly, we see a reasonably high likelihood that the
suspension could continue beyond that date. About 80% of the
group's annual capacity had been booked before the outbreak, and
the company's recent data on forward bookings suggests robust
demand for next year. Nevertheless, even if sailing resumes in May,
we believe there is a heightened risk that demand will be
significantly reduced for the rest of the year."

S&P said, "We expect the disruption in Saga's travel business to
result in a sharp and materially weaker performance in fiscal year
(FY) ending Jan. 31, 2021. We forecast a recovery in Saga's
performance in FY2022, although not back to prior-year levels, as
we expect weaker confidence and a stressed macroeconomic
environment. This will weigh on EBITDA in the travel business line.
We forecast that it will be negative in FY2021 before rebounding to
moderately positive levels in FY2022. This lowered our assessment
of the group's financial risk profile, which was the primary factor
behind the downgrade on March 20, 2020.

"We view favorably the diversification provided by the group's
distinct business lines. Even though the group's travel business is
facing difficult times, the diversification benefit provided by its
insurance services and underwriting activities supports our rating
on the group. The insurance segment generated about GBP193 million
of underlying profit before tax, compared with GBP21 million for
travel and GBP3 million for emerging businesses in FY2019. Further,
the group's cash generation benefits from the low capital-intensity
of those activities.

"Despite our expectation of lower reserve releases in future, which
will result in weaker EBITDA than in FY2019, we see the group's
insurance activities as being relatively uncorrelated with its
travel business, and therefore expect the impact of the COVID-19
pandemic on these activities to be modest. We forecast that robust
trading in the broking and underwriting businesses should mitigate
some of the pressure from the travel segment on the group's
financial metrics in the next two years.

"Following the recently announced increase in the group's financial
covenant levels, we consider the risk of a covenant breach under
our base case to be considerably diminished. We previously expected
materially weaker headroom and a potential breach under the group's
3.5x net leverage covenant in its term loan and RCF. With the
amended banking covenants raised to 4.75x from 3.5x for the quarter
ending July 30, 2020 until April 30, 2021, stepping down to 4.25x
for the quarter ending July 30, 2021, and to 4.0x for the quarter
ending Jan. 31, 2022, we now believe that the risk of a covenant
breach is limited under our base case. We have therefore removed
the CreditWatch with negative implications and revised the outlook
to stable."

Environmental, social, and governance (ESG) factors relevant to the
rating action:

-- Health and safety

S&P said, "The stable outlook reflects our view that the group's
stable insurance business should mitigate the decline in revenue
and EBITDA from its travel businesses, such that debt to EBITDA and
FFO to debt average about 6.5x and 7%-11% over the next two years.

"We could lower the ratings if Saga's operations faced a further
downturn beyond our expectations. Specifically, we could lower the
ratings if we expected sustained negative free operating cash flow
(FOCF), leading to liquidity constraints, or if we expected
headroom under the group's revised covenants to become tight.

"We could raise the ratings if we expected a recovery in ratios
with profitability reverting to historical levels. Specifically, we
could take a positive rating action if we expected debt to EBITDA
to be sustained at about 5.0x."


STAR UK MIDCO: S&P Downgrades ICR To 'B-' On Expected Lower Demand
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Star UK
Midco Ltd. (Sundyne) and the issue-level rating on its first-lien
credit facilities to 'B-' from 'B'. The recovery ratings are
unchanged.

S&P said, "The downgrade reflects our view that the weak oil and
gas market could cause Sundyne's revenue and profitability to fall,
increasing leverage.   We now forecast Sundyne's S&P Global
Ratings' adjusted debt to EBITDA will be above 7x in 2020 and into
2021, compared with our previous expectation of about 6x or lower.
Although a low oil price benefits the margins of refiners, a key
customer group for Sundyne, we expect social distancing
requirements and weak global growth to hinder demand for refined
petrochemicals. We believe the company's currently strong backlog
of original equipment orders and generally stable aftermarket
volume will only partially offset lower demand over the next 12
months.

"Our negative outlook on Sundyne reflects the high degree of
uncertainty in the economic environment and the potential for a
downgrade if end-market demand and/or operating performance is
weaker than we expect.

"We could lower our rating on Sundyne if we expect leverage will
become unsustainable (possible if the downturn in oil and gas
demand is deeper than we expect), if we project free cash flow to
be consistently negative, or if it appears likely that Sundyne will
make a large enough draw on its revolver to trigger the leverage
covenant and be unable to maintain headroom of at least 15%.

"Although we expect leverage will remain high (above 7x) over the
next 12 months, we could revise the outlook to stable if we believe
it is likely that S&P Global Ratings'-adjusted leverage will begin
to improve and the company will generate positive free cash flow.
This could occur if it becomes increasingly clear that demand from
oil and gas end market or general macroeconomic activity will not
be worse than we expect. We would also expect the company to
maintain sufficient liquidity to operate its business and sustain
covenant headroom of at least 15%."


WALNUT BIDCO: S&P Cuts Sr. Sec. Debt Rating to 'B', Outlook Neg.
-----------------------------------------------------------------
S&P Global Ratings lowered its rating on Walnut Bidco PLC and its
senior secured debt to 'B' from 'B+'.

The COVID-19 pandemic will significantly hurt Oriflame's revenue
and EBITDA generation.  S&P said, "We believe that most of
Oriflame's product offering is discretionary, and therefore can be
postponed in a recession when consumers have reduced disposable
income. We consider color cosmetics, fragrances, and accessories,
representing 43% of sales in 2019, to be the most discretionary
segments in portfolio. Skin care and wellness (41%), key strategic
segments for Oriflame and its most profitable, could be slightly
more resilient, while personal and hair care, representing 16% of
sales, is the least discretionary segment and should be the most
resilient. Besides this, we realize that Oriflame is exposed to
emerging markets that tend to be less resilient to sharp reductions
in disposable incomes than mature markets."

Oriflame's asset-light business model provides flexibility.  The
group's multi-level marketing strategy allows for cost flexibility,
since about 95% of its orders are via online platforms. However,
this also requires the group to constantly renew its consultants
base, as well as motivate and train consultants through physical
meetings. The ongoing restrictions in an increasing number of
countries on public gatherings and social-distancing measures are
likely to severely disrupt the usual way of business for a number
of months and lead to a drop in the number of active registered
consultants and a likely reduction in orders. However, the core
base of consultants is typically loyal and will help partly
mitigate the drop in the wider consultants' base. The lockdowns in
several countries could lead to disruption on Oriflame's
distribution network, with some closures of distribution centers,
which will hamper delivery of orders placed. In aggregate, we
believe the group could see organic sales revenues drop by 10%-15%
in 2020. Oriflame operates in many different regions, and S&P
believes the impact of the COVID-19 pandemic might happen at
different times for different regions during 2020. Oriflame doesn't
have any retail shops, which during this period of movement
restrictions is an advantage compared with traditional retail
companies that need consumers to physically go in shops. This
business models translates into an asset-light structure, with low
capital expenditure requirements, and limited marketing costs since
most sales are through consultants promoting products on social
media. This also increases the company's flexibility when adapting
to the unprecedented and unexpected drop in revenues in 2020.

Foreign currency volatility and uncertainty on country-specific
regulations create additional pressure on EBITDA and interest
coverage ratios.  Given Oriflame's exposure to emerging markets, we
believe its financial results will be negatively affected by the
sharp devaluation of some emerging-market currencies. Oriflame is
exposed to the fluctuation of about 40 foreign currencies versus
its reporting currency, the euro. The group is most exposed to the
Chinese Renminbi (depreciation of 0.6% versus the euro from Jan. 1,
2020, to April 2, 2020), the Russian ruble (depreciation of 25%),
the Indonesian rupiah (17% depreciation), Mexican peso (25%
depreciation), Indian rupiah (4% depreciation), and Turkish lira
(10% depreciation). The drop in currency values will further
pressure the group's reported revenues. S&P recognizes that
currency fluctuations for the rest of the year are uncertain and,
given the expectation of continuously weak economic conditions,
might further erode the group's reported revenues.

The hedging strategy should limit the impact of foreign currency
exposure on profit margins.  Oriflame aims to hedge about 55% of
its EBIT by matching revenue with costs and entering into forward
contracts. This should help cover euro-linked interest payments
(after a swap of its 9.125% U.S. dollar coupon to a 6.5% coupon in
euro) in 2020, and we estimate that the ratio should stay above
1.2x. However, the group generates about 90% of its cash in foreign
currencies and only about one-third of its cash balances are
denominated in euros. S&P said, "We see also a risk that increasing
intrayear working capital needs may create pressure on interest
coverage ratios. However, Oriflame maintains good liquidity, with
about EUR140 million of cash on its balance sheet as of December
2019 and access to a EUR100 million revolving credit facility (RCF)
with a low likelihood, in our view, of covenant pressure. This
should also allow Oriflame to withstand a temporary drop in revenue
and internally generated liquidity sources."

The group's credit metrics will worsen in 2020, leading to adjusted
leverage above 5x and depressed free cash flow.   S&P said, "Given
the expected sharp fall in revenues, we anticipate the group's
EBITDA will decrease by 25%-35% in 2020 versus 2019, which would
push adjusted leverage above 6x this year. We anticipate free
operating cash flow will still be positive, thanks to the group's
asset-light nature, but much lower than in previous years, and that
EBITDA interest coverage will be just about 2x in our updated base
case, with euro-specific interest coverage just above 1.2x after
the coupon swap. We currently anticipate a gradual recovery from
2021, but believe credit metrics might not be in line with our
previous expectations before 2022."

S&P Global Ratings acknowledges a high degree of uncertainty about
the rate of spread and peak of the coronavirus outbreak.   S&P
said, "Some government authorities estimate the pandemic will peak
about midyear, and we are using this assumption in assessing the
economic and credit implications. We believe the measures adopted
to contain COVID-19 have pushed the global economy into recession.
As the situation evolves, we will update our assumptions and
estimates accordingly."

S&P said, "The negative outlook reflects our view that the group
might experience a more significant drop in revenue and EBITDA than
we currently anticipate, depending on the effects of the COVID-19
pandemic, foreign currency fluctuations, and country-specific
regulations. We see a risk that a further deterioration in EBITDA
could pressure the group's interest coverage ratios."

S&P could lower its ratings if:

-- The group experienced a more severe EBITDA erosion in the next
12 months, such that EBITDA interest coverage stays below 2x and
euro-specific interest coverage below 1.2x; or

-- The operating recovery in 2021 is slower than we anticipate,
leading to sustained negative free operating cash flow.

S&P could revise its outlook to stable if the group's operating
performance led to sufficient EBITDA generation, such that adjusted
debt to EBITDA recovered close to 5x and EBITDA interest coverage
stayed largely above 2x. That could for example be the case if the
group's recovery after the COVID-19 pandemic was quicker than
expected.


YELL: S&P Downgrades ICR to 'CCC' on COVID-19 Effects
-----------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Ltd. (Yell)
to 'CCC' from 'CCC+'. S&P also lowered its issue rating on the
senior secured notes, issued by Yell Bondco PLC, to 'CCC' from
'CCC+', and our issue rating on the super senior revolving credit
facility (RCF), issued by Yell Ltd., to 'B-' from 'B'.

S&P said, "We believe there is an increased likelihood for a
default within the next 12 months due to the COVID-19 pandemic and
rapidly deteriorating macroeconomic environment. We expect that
Yell's revenue and EBITDA will significantly reduce in the
financial year ending March 31, 2021 (FY2021), and the group's free
operating cash flow will turn negative. This will lead to higher
leverage, a weaker liquidity position, and lower adjusted EBITDA
interest cover, and increase the chances of a restructuring or
inability to service interest payments within the next 12 months.
We believe that over the coming months Yell's clients, mainly small
and midsize enterprises (SMEs), will be significantly hit by the
deteriorating macroeconomic environment and the recession we
forecast for the U.K., and will rapidly and materially reduce their
spending on digital marketing services."

On March 30, 2020, Yell issued a business update, stating that over
the past two weeks it has already seen sales drop significantly and
expects this to continue until after the lockdown period has ended.
There has also been a steep rise in cancelations and in customer
churn. S&P currently expects that the pandemic will peak about
mid-2020, in line with some government authorities' estimates.

S&P said, "In our base case we assume that Yell's revenue and
EBITDA will materially reduce in the first and second quarters of
FY2021, leading to total revenue in FY2021 contracting by about 30%
compared with FY2020 and an even more pronounced drop in adjusted
EBITDA. This will be despite the measures the group is taking to
reduce its costs and adjust its business operations to the current
environment. We also think it may be difficult for the group to
re-build its client base after the lockdown is lifted given intense
competition in the fragmented digital marketing industry. As a
result, the group's debt is high--in excess of GBP220 million
including the senior secured notes and drawing under the revolving
credit facility (RCF)--compared to its available cash and negative
free operating cash flow (FOCF). We foresee this increasing Yell's
risk of default over the next 12 months.

"In our view, Yell's liquidity has become less than adequate given
that it faces negative free cash flow in FY2021.

At the end of March 2020, Yell had about GBP35 million cash on
balance, including the drawdown of GBP8.75 million (35%) on its
GBP25 million super senior RCF. There is a springing net leverage
covenant set at 6.25x that is tested when the RCF is more than 35%
drawn. Due to the materially higher leverage S&P forecasts for
FY2021, it does not expect Yell will have sufficient headroom under
the covenant at the next testing date at the end of June 2020, so
S&P assumes it will not draw more on the RCF.

S&P said, "We estimate that currently available cash will allow
Yell to maintain its operations through FY2021, if it performs in
line with our base case and its operating performance starts a
gradual recovery in the second quarter of FY2021. However, we
acknowledge there is a high degree of uncertainty about the rate of
spread and peak of the coronavirus outbreak and when lockdown
restrictions might be eased in the U.K., and therefore there are
significant downside risks to our forecast. Yell's GBP225 million
senior secured notes (GBP214 million outstanding) mature in May
2023, and pay semi-annual interest at 8.5%--about GBP18 million per
year paid in March and September. We forecast the group will
generate broadly similar adjusted EBITDA in FY2021 such that the
adjusted EBITDA cash interest cover ratio will be about 1.0x. If
Yell's EBITDA falls below our forecast and the group runs a larger
FOCF deficit, for example due to challenges around the collection
of payments, it might be unable to service interest payments as
soon as September 2020.

"Our rating on Owl Finance assumes no extraordinary financial
support from its ultimate parent, Hibu Inc. In our view, Hibu--the
owner of Owl Finance and the U.S. digital marketing and directories
business Hibu--has stronger credit quality than Owl Finance on a
stand-alone basis due to the stronger EBITDA and cash flow
generation of its U.S. business. Hibu has full control of both Owl
Finance and Hibu Inc., and we understand it does not plan to
dispose of either of the businesses in the near term. However,
given the continued operating challenges that Owl Finance is facing
and the lack of formal commitment from Hibu to provide financial
support to Owl Finance, we treat it as a nonstrategic subsidiary of
Hibu. Therefore, we do not incorporate any extraordinary financial
support from Hibu into our rating on Owl Finance."

Owl Finance's financing subsidiaries issue senior secured notes and
have a super senior RCF. In line with the debt documentation, the
notes and RCF only have recourse to the U.K. business in the
restricted group. Equally, only the U.K. subsidiaries provide
guarantees to this debt.

Environmental, social, and governance (ESG) factors relevant to the
rating action:

-- Health and safety.

S&P said, "The negative outlook reflects our view that in the
currently volatile macroeconomic environment Yell's EBITDA and cash
flow generation will materially reduce in FY2021, and liquidity
could rapidly deteriorate, increasing risks of a default or a
distressed exchange over the next 12 months, absent an unforeseen
positive development.

"We could lower the rating over the next six to 12 months if we saw
a default as inevitable, including the increased risk of the
group's inability to service interest payments on the senior
secured notes, or if the group announced a debt restructuring,
distressed exchange offer, or pursued a bond buyback that we would
view as distressed and tantamount to a default.

"We could revise the outlook to stable if Yell continued to service
its interest payments in a timely manner and operating performance
gradually stabilized, such that the group maintained sufficient
liquidity sources to cover uses."


[*] UK: Airlines Allowed to Delay Payment of GBP1BB Fees
--------------------------------------------------------
Oliver Gill at The Telegraph reports that embattled airlines have
won a crucial cash lifeline after being allowed to delay paying
GBP1 billion of air traffic control fees.

With the industry brought to a near-standstill by the Covid-19
pandemic, controllers have agreed that fees due for February to May
this year can be paid later, The Telegraph relates.

According to The Telegraph, the decision will help failing carriers
stay afloat as the crisis rages.  Air traffic controllers
traditionally hold the whip hand over airlines because they have
the legal right to impound aircraft if payment has not been made on
time, The Telegraph notes.

It came as transport minister Chris Heaton-Harris refused to rule
out the Government taking a stake in airlines that have been worst
hit by coronavirus, as talks continue with Virgin Atlantic over a
GBP500 million bailout, The Telegraph states.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
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,
contact Peter Chapman at 215-945-7000.


                * * * End of Transmission * * *