/raid1/www/Hosts/bankrupt/TCREUR_Public/200522.mbx        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

          Friday, May 22, 2020, Vol. 21, No. 103

                           Headlines



B E L G I U M

RADISSON HOSPITALITY: Moody's Lowers Corp. Family Rating to B3


F R A N C E

CASPER BIDCO: Bank Debt Trades at 38% Discount
GROUPE ECORE: S&P Lowers ICR to 'CCC+' on COVID-19 Disruption
TECHNICOLOR SA: Bank Debt Trades at 45% Discount


G E R M A N Y

LUFTHANSA: In Advanced Talks Over EUR9-Bil. State Bailout
NORDEX SE: S&P Lowers ICR to 'B-' on COVID-19 Impact
OEP TRAFO: Bank Debt Trades at 58% Discount
TAKKO: S&P Lowers ICR to 'SD' on Missed Interest Payment
TUI AG: Moody's Lowers CFR to Caa1 & Alters Outlook to Negative



I R E L A N D

SCF RAHOITUSPALVELUT II: Fitch Affirms BB+sf Rating on Cl. E Notes


I T A L Y

SIENA PMI 2016: Fitch Affirms Class D Debt at 'CCCsf'


K A Z A K H S T A N

FINCRAFT GROUP: S&P Alters Outlook to Negative & Affirms 'B/B' ICRs


N E T H E R L A N D S

JACOBS DOUWE: S&P Places 'BB' ICR on Watch Pos. on Announced IPO
PANGAEA ABS 2007-1: S&P Affirms 'CCC-' Rating on Class D Notes
SIGMA HOLDCO: S&P Alters Outlook to Negative & Affirms 'B+' ICR


R U S S I A

CREDIT UNION: S&P Affirms BB+ Issuer Credit Rating, Outlook Stable
DELOPORTS: S&P Affirms 'B+' ICR After TransContainer Acquisition


S P A I N

MADRID RMBS II: Fitch Affirms CCsf Rating on Class E Debt


T U R K E Y

ANADOLU ANONIM: Fitch Affirms IFS Rating at 'BB', Outlook Stable
VDF FAKTORING: Fitch Affirms 'BB-' LT IDR, Then Withdraws Ratings
[*] Fitch Alters Outlook on B+ IDRs of 9 Turkish Banks to Negative


U N I T E D   K I N G D O M

AUXEY BIDCO: $163MM Bank Debt Trades at 33% Discount
AUXEY BIDCO: GBP200MM Bank Debt Trades at 35% Discount
DOUBLETREE BY HILTON: Placed in Liquidation, 90 Jobs Affected
GVC HOLDINGS: Moody's Rates GBP535MM Sec. Credit Facility 'Ba2'
HESTIA HOLDING: Moody's Assigns B2 CFR, Outlook Stable

HESTIA HOLDING: S&P Assigns Prelim. 'B' ICR, Outlook Stable
JDP FURNITURE: Fails to Find Buyer, 281 Jobs Affected
MCMILLAN WILLIAMS: Taylor Rose Acquires Business in Pre-Pack Deal
SYNLAB BONDCO: Fitch Affirms B+ Rating on Sr. Secured Debt
TRAFFORD CENTRE: Fitch Corrects April 6 Press Release

ZELLIS HOLDINGS: Bank Debt Trades at 37% Discount
[*] S&P Lowers Ratings on 6 European Airlines Amid Pandemic
[*] UK: Up to 1,000 Care Homes May Go Bust Amid Covid Crisis


X X X X X X X X

[*] BOOK REVIEW: Mentor X

                           - - - - -


=============
B E L G I U M
=============

RADISSON HOSPITALITY: Moody's Lowers Corp. Family Rating to B3
--------------------------------------------------------------
Moody's Investors Service downgraded to B3 from B1 the corporate
family rating of Radisson Hospitality AB. Concurrently, the
probability of default rating was downgraded to B3-PD from B1-PD
and the rating on its EUR250 million backed senior secured note due
2023 issued by Radisson Hotel Holdings AB was downgraded to B3 from
B1. The ratings remain on review for further downgrade.

RATINGS RATIONALE

The rating action was prompted by the very sharp decline in
occupancy in Q2 so far, driven by travel restrictions since the
outbreak of coronavirus started during January 2020 with severe
government measures restricting operations in many of Radisson's
core countries. From a regionally contained outbreak, the virus has
rapidly spread to many different regions severely denting air
travel and the lodging sector.

Moody's revised base case assumptions are that the coronavirus
pandemic will lead to a period of severe reductions in hotel guests
over at least the next three quarters with closures of hotels in
worse effected locations and very low occupancy or full
cancellations for other hotels in other countries. The base case
assumes there is a gradual recovery in hotel occupancy starting in
the third quarter. However, there are high risks of more
challenging downside scenarios and the severity and duration of the
pandemic and hence on travel restrictions while customer sentiment
also remains uncertain. Moody's analysis assumes around a 90%
reduction in revenues for Radisson in the second quarter and a 60%
fall for the full year but depending on length and severity of the
travel restrictions could include a significantly deeper downside
case including essentially zero occupancy.

Over the last two months, Radisson's cash burn has been much more
severe than initially assumed and makes it dependent on raising
additional liquidity sources. Moody's currently assumes that it
will take Radisson until well into 2021 before it will become cash
generative again. The rating action assumes its success in raising
additional liquidity including material financial support from its
majority owner, Jin Jiang and also Sinoceef. Moody's expects that
the owners will inject EUR 100 million of cash the next coming days
and this will support Radisson's liquidity situation.

The review process will be focusing on (i) the owners supporting
Radisson immediately with cash (ii) the impact of the current
crisis on cash flow and liquidity (iii) the current market
situation with a review of current low occupancy levels of around
10% with most hotels being closed and the path of recovery
following a potential easing of travel restrictions over the course
of June and beyond, (iv) more cost cutting, capex reductions,
renegotiating with suppliers and the liquidity measures taken by
the company and their impact on the company's cash flow and balance
sheet (v) the likely impact on future hotel bookings from the
spread of coronavirus in Europe and North America, a potential new
wave of outbreak of Covid-19 as well as Moody's view regarding the
long-term demand profile of the industry.

LIQUIDITY

A combination of a large reduction in cash since April due to
rapidly falling occupancy and due to revised and significantly
lower forecasted occupancy rates for 2020 will materially reduce
Radisson's liquidity position. Further Moody's expects that the RCF
of EUR 20 million and the bilateral credit facility of EUR 5
million to be drawn or fully available and with banks agreeing to
waive financial maintenance covenants.

However, implemented self-help measures to contain costs will not
be sufficient to safeguard Radisson's liquidity as a significant
amount of capex project are being kept in 2021 and makes the group
reliant on securing additional liquidity over the second half of
2020.

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

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

Given the current market situation Moody's does not anticipate any
short-term positive rating pressure.

The rating could be under continued negative pressure should
Radisson not be able to preserve a sufficient liquidity profile in
light of the expected period of negative free cash flow, an
extended period of operational disruption or in absence of adequate
measure to restore leverage metrics.

LIST OF AFFECTED RATINGS

Downgrades:

Issuer: Radisson Hospitality AB

  Probability of Default Rating, Downgraded to B3-PD from B1-PD;
  Placed Under Review for further Downgrade

  Corporate Family Rating, Downgraded to B3 from B1; Placed Under
  Review for further Downgrade

Issuer: Radisson Hotel Holdings AB

  BACKED Senior Secured Regular Bond/Debenture, Downgraded to B3
  from B1; Placed Under Review for further Downgrade

PRINCIPAL METHODOLOGY

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




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

CASPER BIDCO: Bank Debt Trades at 38% Discount
----------------------------------------------
Participations in a syndicated loan under which Casper Bidco SASU
is a borrower were trading in the secondary market around 63
cents-on-the-dollar during the week ended Fri., May 15, 2020,
according to Bloomberg's Evaluated Pricing service data.  The bank
debt traded around 83 cents-on-the-dollar for the week ended May 8,
2020.

The EUR155.0 million facility is a Term loan.  The facility is
scheduled to mature on July 30, 2027.   As of May 15, 2020, the
amount is fully drawn and outstanding.

The Company's country of domicile is France.


GROUPE ECORE: S&P Lowers ICR to 'CCC+' on COVID-19 Disruption
-------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit and issue
ratings on Groupe Ecore Holding (Ecore) and its notes due 2023 to
'CCC+' from 'B-'.

The downgrade is driven by the company's unsustainable capital
structure, and the potential risk of initiating a distressed
exchange offer.   S&P said, "With the meltdown of steel demand in
second-quarter 2020, we now expect EBITDA of EUR25 million-EUR35
million, compared with gross debt of about EUR300 million. At this
stage, the company's comfortable cash position of about EUR100
million as of March 31, 2020, should reduce the risk of a short
term liquidity shortfall. However, this may not be sufficient
unless we see a material recovery in the European economy in 2021.
The downgrade follows our recent rating action on March 12, 2020,
when we projected EBITDA of up to EUR55 million in fiscal 2020."

S&P said, "Low activity levels and negative EBITDA in
second-quarter 2020 underpin our revision of the business risk
profile to vulnerable.   The sharp drop in availability and demand
for scrap and Ecore has closed nearly all of its yards since the
third week of March, operating at about one-quarter of normal
activity in April. We believe that activity will gradually pick-up
from May but the pace and materiality of the recovery remains
uncertain. We recognize that the company has introduced
cost-reduction measures such as partial unemployment, and is
seeking to limit capital expenditure (capex), but this will not be
sufficient to avoid a sharp drop in profits and cash burn, in our
view."

After addressing short-term liquidity needs, the focus will shift
to fixing the capital structure.   The company fully drew its
revolving credit facility (RCF) in March to respond to the crisis,
providing a cash balance of EUR100 million at the end of
second-quarter fiscal 2020. In addition, the nonrecourse factoring
facility has been extended to April 2023, which removes short-term
concerns. The EUR255 million bond remains the company's main
instrument, accounting for the bulk of its gross debt.

"In the context of likely cash burn this year and uncertainty about
future improvements, we believe that the risk of Ecore seeking an
early distressed exchange has become more pronounced.  As a result,
we believe the company might struggle to get additional funding
unless it sees more supportive industry conditions and favorable
capital market conditions. We don't expect any support from its
owners--Ecore is controlled by private-equity firm H.I.G. (43%) and
the founding Dauphin family (44%). Management owns the remaining
shares (13%) and the owners might seize this opportunity to launch
an opportunistic transaction well ahead of the maturity of the
bonds in 2023.

"The stable outlook reflects our view that Ecore is unlikely to
experience a liquidity shortfall in the coming quarters, supported
by its large cash position of about EUR100 million.

"Under our base case, we expect EBITDA of EUR25 million-EUR35
million in fiscal 2020, translating into an unsustainable capital
structure. In our view, this is unlikely to change materially, with
a slow recovery of the European economy, since cash flows from
operations are expected to remain very modest compared with looming
debt."

S&P could lower the rating if:

-- The company's liquidity position deteriorated. For example,
because it could not utilize its sizeable factoring facilities.

-- It initiated a distressed exchange offer.

In S&P's view, a positive rating action would be linked to a
material improvement in the European steel industry and the
company's ability to present a plausible plan to refinance its debt
over time.

Moreover, this would need to be supported by Ecore restoring its
EBITDA to EUR60 million or more on a sustainable basis, together
with positive free operating cash flow (FOCF) and adjusted debt to
EBITDA of 6x or better.


TECHNICOLOR SA: Bank Debt Trades at 45% Discount
------------------------------------------------
Participations in a syndicated loan under which Technicolor SA is a
borrower were trading in the secondary market around 55
cents-on-the-dollar during the week ended Fri., May 15, 2020,
according to Bloomberg's Evaluated Pricing service data.  The bank
debt traded around 73 cents-on-the-dollar for the week ended May 8,
2020.

The EUR450.0 million facility is a Term loan.  The facility is
scheduled to mature on December 23, 2023.   As of May 15, 2020, the
amount is fully drawn and outstanding.

The Company's country of domicile is France.




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

LUFTHANSA: In Advanced Talks Over EUR9-Bil. State Bailout
---------------------------------------------------------
Emma Thomasson and Ilona Wissenbach at Reuters report that
Lufthansa is in advanced talks over a EUR9 billion (US$9.9 billion)
state bailout that would see Germany take a 20% stake in its
flagship airline, as countries battle to save an aviation industry
hammered by the coronavirus pandemic.

Lufthansa said on May 14 a deal would involve the government taking
two seats on its supervisory board, but it would only exercise its
full voting rights in exceptional circumstances, such as to protect
the firm against a takeover, Reuters relates.

According to Reuters, Lufthansa has been in talks with Berlin for
weeks over aid to help it cope with what is expected to be a
protracted travel slump, but has been wrangling over how much
control to yield in return for support.

Sources involved in the negotiations said the government's economic
stabilization fund had not yet put forward a final offer, but
should do so on Thursday, May 21, Reuters notes.

"There are still some unresolved issues to be worked out.  As soon
as that is done, the management board could give its approval,"
Reuters quotes a Lufthansa spokesman as saying.

The supervisory board would then be given two days to examine the
proposal, Reuters says.  Whether the Lufthansa management board
would decide on Thursday, May 21, or Friday, May 22, would depend
on the talks, Reuters states.

Lufthansa, as cited by Reuters, said it expected conditions of the
deal to include the waiver of future dividend payments and limits
on management pay, adding the package would have to be approved by
the European Commission.

The plan includes a EUR3 billion loan from the state-backed bank
KfW and a convertible bond, which could be exchanged for a further
5% stake plus one share in the event of a public takeover offer by
a third party, Reuters discloses.

Lufthansa said it hoped the deal could be concluded promptly to
secure its long-term solvency, according to Reuters.


NORDEX SE: S&P Lowers ICR to 'B-' on COVID-19 Impact
----------------------------------------------------
S&P Global Ratings is lowering its ratings on Germany-based onshore
wind-turbine generator manufacturer Nordex SE to 'B-' from 'B'.

S&P expects the outbreak of COVID-19 will have a material impact on
Nordex's operating performance over the upcoming two quarters, but
it will start to normalize toward the end of 2020.

Following the COVID-19-related lockdown in many countries globally,
Nordex's closely integrated global supply chain is facing numerous
restrictions and becoming, for now, unreliable, putting pressure on
manufacturing, and translating into higher costs and lower capacity
utilization even at production sites not restricted by local
government. Given reduced production and partly closed borders,
delivery to sites and wind turbine installation is difficult, and
projects will therefore be delayed. S&P said, "We estimate that
these challenges will remain in the second and third quarters of
the year, but will ease in the last quarter when restrictions
globally are relaxed and supply chains become more reliable.
However, the situation remains fluid with a high degree of
uncertainty. We believe Nordex is unlikely to face any material
penalties from delays in execution due to "Force majeure"
provisions in its contracts, with each party having to bear any
extra costs. At the same time, we understand the pandemic has had
only a minor effect on Nordex's service operations, which account
for about EUR400 million in revenue annually, because they are
serviced locally."

Loss of momentum in improving operating performance will lead to
negative free operating cash flow (FOCF) in 2020.   S&P said,
"Despite strong improvement in first-quarter 2020, with revenue
increasing by more than 140% to EUR964 million and EBITDA margin
increasing by about 60 basis points, we expect current operating
challenges will hamper Nordex's operating and financial performance
for the rest of the year. We now forecast revenue will increase
only by about 10% to about EUR3.6 billion in 2020, and EBITDA
margin will decline to below 3.0% from 3.8% in 2019, reflecting
higher costs and delays in the completion of projects into 2021.
Under our assumption of a materially improved operating environment
in 2021, we expect revenue will increase by more than 15% to over
EUR4.2 billion and EBITDA margin will improve to over 4% in 2021.
With the expected delay in project execution, we assume some
working capital outflows and lower EBITDA will lead to negative
FOCF in 2020. With the expected improvements in 2021, we expect
FOCF will trend toward neutral in 2021."

Demand remains robust, demonstrated by a 1.6 gigawatt (GW) order
intake in first-quarter 2020 that brought the order backlog to more
than EUR5.8 billion, providing sound earnings visibility when the
operating environment improves.   Nordex has gained sustained
customer interest in its new Delta4000 wind turbine, which it first
introduced in 2018. The high-performance wind turbine has supported
the order intake over the past 24 months--the annual order intake
doubled from EUR2.2 billion at end-2017 to more than EUR4.4 billion
by the end of 2019. With an order intake of EUR1.2 billion in
first-quarter 2020, the order backlog for wind turbines reached
more than EUR5.8 billion. S&P thinks the order book's margin
profile is improving as the share of higher margin Delta4000
platform is increasing and low margin contracts, signed in a period
of fierce price competition, are rolling out. Order backlog for
Nordex's service division is improving in line with order intake
for new turbines, reaching more than EUR2.6 billion.

S&P said, "We expect state backed credit lines, which we estimate
to be at least EUR300 million, will restore Nordex's financial
flexibility.   With the expectation of negative FOCF in 2020, the
company's cash balance will fall to less than EUR400 million at
year end. This will reduce Nordex financial flexibility because the
group still has to fund notable working capital swings, elevated
capital expenditure to complete the upscaling of its operations,
and the refinancing upcoming maturities of EUR225 million over the
next 12 months. Based on historic working capital flows, we expect
Nordex will reach a cash low point during second-quarter 2020, and
that the cash balance will start to improve gradually toward
end-2020. Reflecting the effects of COVID-19 and an increasing
revenue base, intrayear working capital swings are likely to exceed
the EUR250 million observed over the past years. We note Nordex has
no revolving credit facility (RCF) at its disposal, but understand
management is in the process of securing government-supported
credit lines. These should restore the group's financial
flexibility and provide sufficient liquid resources to overcome the
impact of the pandemic, even given a prolonged operating
performance recovery and upcoming maturities in April 2021. We
expect the credit lines will be signed and become available by
mid-July 2020."

Environmental, social, and governance (ESG) credit factors for this
credit rating change:

-- Health and safety

S&P said, "The stable outlook reflects our expectation that
Nordex's order intake will remain healthy, its operating
performance will start to normalize in second-half 2020 as outlined
in our base case, and FOCF will turn neutral in 2021. It also
reflects our belief that Nordex will secure state-backed bank
facilities, ensuring sound liquidity over the next 12-18 months,
also considering upcoming maturities in April 2021.

"We might consider raising the rating or revising the outlook on
Nordex if the operating environment returns to normal and the
company's operating performance contracts less than we currently
expect, leading to funds from operations (FFO) to cash interest
coverage of more than 2.5x. An upgrade would also be contingent on
a strong pick up in installations in the second half of the year,
giving us more confidence FOCF would turn meaningfully positive in
2021 and debt to EBITDA would recover to below 5x."

Rating pressure could arise if the operating environment does not
improve in second-half 2020, translating into weaker-than-expected
FOCF in 2020 and an increased likelihood of meaningful negative
FOCF in 2021. This could result from renewed or extended lockdowns
globally leading to supply, production, and installation
constrains. S&P could also take a negative rating action if

-- FFO cash interest coverage ratio falls below 1.5x.

-- A weakening of order intake indicates a loss of
competitiveness.

-- Liquidity deteriorates or Nordex is unable to improve the
group's financial flexibility through additional lines.


OEP TRAFO: Bank Debt Trades at 58% Discount
-------------------------------------------
Participations in a syndicated loan under which OEP Trafo BidCo
GmbH is a borrower were trading in the secondary market around 42
cents-on-the-dollar during the week ended Fri., May 15, 2020,
according to Bloomberg's Evaluated Pricing service data.  The bank
debt traded around 74 cents-on-the-dollar for the week ended May 8,
2020.

The EUR360.0 million facility is a Term loan.  The facility is
scheduled to mature on July 18, 2024.   As of May 15, 2020, the
amount is fully drawn and outstanding.

The Company's country of domicile is Germany.


TAKKO: S&P Lowers ICR to 'SD' on Missed Interest Payment
--------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Germany-based value retailer Takko to 'SD' (selective default) from
'CCC+', and the issue rating on the senior secured notes to 'D'
from 'CCC+'.

Takko's missed interest payment on its EUR510 million senior
secured notes, due November 2023, suggests that the group is
unlikely to make the payment within the 30-day grace period.

On May 15, 2020, the company announced its decision to suspend the
interest payment due on the same date on the senior secured notes,
comprising EUR285 million of fixed-rate notes and EUR225 million of
floating rate notes. S&P said, "The company's decision was driven
by its intention to bolster liquidity, and we expect it will engage
in a wider debt renegotiation with noteholders to find a long-term
solution for its capital structure. We understand from the
company's press release that the interest will not be paid in the
time commensurate with the grace period allowed under the
documentation before an event of default occurs. We therefore view
the non-payment as akin to a default on the instrument. However, we
believe the group will continue to honor payments due under its
other financial instruments outstanding and in particular its
EUR71.4 million revolving credit facility." Takko's debt management
issues stem from significant revenue decline and constrained
liquidity due to store closures in connection with the
COVID-19-related lockdowns in the group's key markets, Germany,
Eastern Europe, and Central Europe.

Environmental, social, and governance (ESG) credit factors for this
credit rating change:

-- Health and safety


TUI AG: Moody's Lowers CFR to Caa1 & Alters Outlook to Negative
---------------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
the German tourism company TUI AG to Caa1 from B2. Concurrently,
the senior unsecured rating was downgraded to Caa1 from B2 and the
probability of default rating (PDR) was downgraded to Caa1-PD from
B2-PD. The outlook has been changed to negative from rating under
review. This rating action concludes the review for downgrade
Moody's had initiated on the March 19, 2020.

"Our decision to downgrade TUI's ratings further reflects the
unprecedented disruption of the tourism sector as a result of the
coronavirus outbreak (COVID-19). It becomes obvious that TUI's
business will remain disrupted even once the lockdowns are lifted.
Economic recession, precautionary measures to prevent contagion
making travel more complicated and concerns over the potential
second wave of the coronavirus will continue to weigh on demand for
TUI's products and services. This will result in credit metrics and
negative free cash flow generation well below the requirements for
the previous rating category," says Vitali Morgovski, a Moody's
Assistant Vice President-Analyst and lead analyst for TUI.

While Moody's noted the recent measures of realizing liquidity
support, additional measures are required to preserve liquidity and
improve the capital structure in absence of a significant recovery
of the operational activity and negative free cash flow
generation.

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 tourism sector
has been one of the sectors most significantly affected by the
shock given the suspension of overall travel due to the global
travel warnings. More specifically, the weaknesses in TUI's credit
profile, including its exposure to increased global travel
restrictions 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. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on TUI from the breadth and severity
of the shock, and the broad deterioration in credit quality it has
triggered.

The rating action reflects Moody's expectation that TUI's business
will remain disrupted for longer. On March 15, 2020, TUI announced
a suspension of the vast majority of its operations due to Covid-19
in line with worldwide travel warnings. TUI is currently working on
conditions under which holiday and air travel will become possible
again and it just recently presented a ten-point plan with a set of
measures and standards to reopen its hotels. However, Moody's
expects that many customers would be reluctant to travel over the
next several quarters for health reasons even once the
government-introduced restrictions on travel are lifted.
Furthermore, a broadening economic recession, which comes along
with growing unemployment and shrinking disposable income would
additionally impair the demand for tourism services. Moody's
acknowledges that TUI has some flexibility in adjusting its
capacity and asset base to the new level of demand. Nevertheless,
as demand can fluctuate significantly depending on future
development of the coronavirus, including the potential risk of the
second wave, Moody's believes that it might be challenging for TUI
to adapt its capacity and asset base to short-term changes in the
operating environment.

In April 2020, TUI managed to secure an additional EUR1.8 billion
financing from the German state-owned bank KfW in form of
enlargement of TUI's revolving credit facility (RCF) and also
renegotiated a financial covenant holiday until September 2021.
However, Moody's thinks that TUI's negative free cash flow in
fiscal 2020 can come close to EUR3.5 billion - EUR4 billion. In
addition to lower earnings, TUI's shrinking business means a
negative change in working capital in form of refunds for canceled
travel and a lower number of prepayments. At the end of March 2020,
TUI had EUR2.2 billion of touristic advance payments on its balance
sheet, of which a portion will be subject to mandatory repayments,
although TUI offers travel vouchers to customers as an
alternative.

There is a considerable uncertainty whether the additional
financing would allow TUI to remain liquid over the next 12-18
months. It will depend largely on whether customers will be allowed
and willing to travel, but also on refinancing options for TUI's
EUR300 million bond maturing in October 2021. The company needs to
refinance its EUR300 million bond in time in order to continue
having an access to the KfW tranche for the full duration of the
RCF (July 20, 2022).

Moody's expects that earnings will remain well below the pre-crisis
level at least for the next 12-18 months, which together with
additional debt burden will result in an elevated leverage ratio
also by the end of fiscal 2021.

On the other side, TUI agreed to sell Hapag-Lloyd Cruises
(announced on February 7, 2020) to TUI Cruises, its 50/50 joint
venture with Royal Caribbean Cruises Ltd., and it expects to
receive around EUR0.6 billion of net cash proceeds in Summer 2020.
Furthermore, TUI will preserve cash, as the company is not allowed
to pay dividend as long as KfW tranche is outstanding. In addition,
TUI is in negotiations with Boeing regarding compensation for the
737 Max grounding. In addition, TUI aims to become much more
asset-light going forward meaning sale & leaseback of its owned
assets. A further option would be to gain additional credit
facilities or other debt instruments. And finally, TUI can
potentially address its capital structure by sourcing new equity
either in form of direct equity injection or by issuing
equity-linked instruments.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook reflects the uncertainty in regards to the
company's ability to preserve a sufficient amount of liquidity
given the unprecedented disruption of the tourism sector and the
future capital structure once the company returns to business as
usual.

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

WHAT COULD CHANGE THE RATINGS - UP

Positive rating pressure would not arise until the coronavirus
outbreak is brought under control; travel restrictions are lifted
and TUI can start demonstrating a stabilizing trend in its
operating results. A material strengthening of a capital structure
via an equity injection could also lead to a positive rating
action.

WHAT COULD CHANGE THE RATINGS - DOWN

The rating could be under continued negative pressure should TUI's
liquidity deteriorate further in light of the extended period of
negative free cash flow, weakening recovery prospects and a
prolonged period of operational disruption.

LIQUIDITY

Moody's views TUI's liquidity as weak. At the end of March 2020
(fiscal H1 2020) TUI's liquidity consisted of EUR1 billion cash and
cash equivalents, of which around EUR 0.2 billion were subject to
restrictions, as well as the non-utilised portion available for
cash drawing under its EUR1.75 billion syndicated revolving credit
facility (RCF) maturing in 2022. Moreover, in April 2020 TUI
arranged to increase its RCF line in form of additional EUR1.8
billion tranche from the German state-owned bank KfW. However,
Moody's expects TUI's negative free cash flow to reach EUR3.5
billion - EUR4 billion this year with a very uncertain pace of
recovery in 2021, complicated by bond maturity over the next 12-18
months.

The RCF contains a maximum leverage (net debt/EBITDA must not
exceed 3.0x) and a minimum interest coverage (EBITDAR/net interest
expense must be at least 1.5x); the financial covenants are tested
every six months. However, the company has recently received a
financial covenant holiday, so that the ratios will not be tested
before September 30, 2021.

PRINCIPAL METHODOLOGY

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

PROFILE

TUI AG, headquartered in Hanover, Germany, is the world's largest
integrated tourism group. In the fiscal year to September 2019, the
group reported revenues and underlying EBITA of EUR18.9 billion and
EUR0.9 billion, respectively. TUI is listed on the Frankfurt,
Hannover and London Stock Exchanges.




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

SCF RAHOITUSPALVELUT II: Fitch Affirms BB+sf Rating on Cl. E Notes
------------------------------------------------------------------
Fitch Ratings has affirmed SCF Rahoituspalvelut II DAC's (SCF II)
class B to E notes and SCF Rahoituspalvelut Kimi VI DAC's (SCF Kimi
VI) class A notes. The Outlook on all tranches is Stable.

RATING ACTIONS

SCF Rahoituspalvelut II Designated Activity Company

Class B XS1504689578; LT AAAsf Affirmed; previously at AAAsf

Class C XS1504693091; LT A+sf Affirmed;  previously at A+sf

Class D XS1504695112; LT A+sf Affirmed;  previously at A+sf

Class E XS1504695385; LT BB+sf Affirmed; previously at BB+sf

SCF Rahoituspalvelut Kimi VI Designated Activity Company

Class A XS1696456711; LT AAAsf Affirmed; previously at AAAsf

TRANSACTION SUMMARY

The transactions are static securitisations of auto loan
receivables originated to Finnish individuals and companies by
Santander Consumer Finance Oy (SCF Oy), a wholly-owned subsidiary
of Norway-based Santander Consumer Bank AS (SCB, A-/Negative/F2).

The social and market disruption caused by the coronavirus and
related containment measures have not negatively affected the
ratings, due to sufficient credit enhancement to cover higher
defaults than expected so far, and liquidity protection to support
the ratings.

KEY RATING DRIVERS

Notes Resilient to Coronavirus Shock

The transactions' performance has been consistent with Fitch's
expectations up to now. As both transactions are rather seasoned
and will soon fully amortise current credit enhancement (CE) levels
for all rated notes are considerably exceeding its 'AAA' loss
assumptions. This leaves substantial cushion available even in case
of performance deterioration beyond its current assumptions.

Payment Interruption Risk Caps Subordinated Notes

In the case of SCF II, the floored liquidity reserve is not
available to pay interest on the class C notes and below, meaning
that timely payment of interest may not be achieved in a payment
interruption scenario. As such, Fitch continues to cap the ratings
of the class C to E notes at 'A+sf'.

Excessive Class E Interest Deferral Possible

In the case of SCF II, the class E note interest can only be paid
from excess spread after considering periodic defaults due to its
junior position in the waterfall after class B to D note principal.
An expected increase in defaults from the coronavirus crisis in the
short-term could thus lead to interest deferrals on class E notes.
Fitch will not assign investment grade ratings if it deems the
deferral period to be excessive even under its expected-case
scenario and therefore continues to cap the rating of the class E
notes at 'BB+sf'.

No Liquidity Risk from Payment Holidays

The recommendation by the Finnish Financial Supervisory Authority
that banks should grant payment holidays to borrowers affected by
the coronavirus pandemic may lead to a reduction of available funds
to the transactions in the near future. Both transactions can
bridge several months of senior costs and senior note interest
payments through a floored reserve fund or by using principal
payments to cover interest and expenses in case of few or no
collections.

RATING SENSITIVITIES

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

  - None as all notes' ratings are already at their highest
achievable level ('AAAsf' or counterparty-related cap).

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

  - As both transactions have deleveraged significantly, a
downgrade of any rated tranche is deemed unlikely given that
current CE levels considerably exceed its 'AAA' loss assumptions.

This would even apply under Fitch's coronavirus downside scenario
that contemplates a more severe and prolonged economic stress
caused by a re-emergence of infections in major economies, before a
slow recovery begins in 2Q21.

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.

Prior to the transactions 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.

Prior to the transactions closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.

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

ESG CONSIDERATIONS

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).




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

SIENA PMI 2016: Fitch Affirms Class D Debt at 'CCCsf'
-----------------------------------------------------
Fitch Ratings has affirmed three tranches of Siena PMI 2016 Series
2 S.r.l. and maintained one on Rating Watch Negative.

Siena PMI 2016 S.r.l - Series 2      

  - Class A2 IT0005372955; LT AA-sf; Affirmed

  - Class B IT0005372963; LT AA-sf; Affirmed

  - Class C IT0005372971; LT BB+sf; Rating Watch Maintained

  - Class D IT0005372989; LT CCCsf; Affirmed

TRANSACTION SUMMARY

The transaction is a static cash flow securitisation of secured and
unsecured loans granted to Italian small-and medium-sized
businesses. The underlying loans were originated by Banca Monte dei
Paschi di Siena S.p.A. (B/RWN).

KEY RATING DRIVERS

Macroeconomic Uncertainty

Fitch has made assumptions about the spread of coronavirus and the
economic impact of the related containment measures. Fitch expects
the Italian economy to be significantly affected by the measures
adopted to contain the spread of COVID-19. This is likely to have a
profound economic impact and impair the capacity of SMEs and
self-employed workers to make payments. The uncertainty around the
magnitude of the economic recession is reflected in the Negative
Outlook on the class B notes and the RWN on the sub-investment
grade mezzanine tranche.

Loan Book Performance

The updated default frequencies provided by the originator as of
end-2019 showed an improving trend for loan book performance.
However, the agency decided to maintain the bank benchmark at 5.5%
given the expected worsening macroeconomic conditions. In Fitch's
view, the gap between the bank benchmark and the country benchmark
is reasonable, considering the slightly negative rating migration
in the transaction's underlying pool, which affected the broadly
increased loss assumptions in Fitch's analysis.

SME Loan Recovery Rates

When analysing the collateral available to the securitised loans,
Fitch gave credit only to real estate collateral with a first-lien
mortgage (27.4% of the portfolio). Loans with no real estate
collateral, and loans secured by second or higher lien were treated
as unsecured by Fitch. This leads to a recovery rate expectation of
55.7%.

Granular and Diversified Portfolio

The pool is amortising and maintaining its granularity. The largest
obligor accounts for 0.55% of the pool balance, and the largest 10
account for 3.90%, both almost unchanged compared with the pool at
closing. The impact of obligor concentration is taken into
consideration in the rating default rate levels derived with the
Portfolio Credit Model. Moreover, the industry concentration is
limited, with the largest sector (real estate) accounting for no
more than 19.4% of the pool.

Quick Deleveraging

The pool is amortising quickly, which explains the rapid
amortisation of the notes with the full repayment of the class A1
notes, and increase in credit enhancement for the remaining rated
notes. The largest increase in CE was for the class A2 notes at
55.7%, from 42.6% less than a year ago. The ratings on the class A2
and B notes are capped by Italy's Country Ceiling of 'AA-'.

RATING SENSITIVITIES

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

  - An upgrade of the Italian sovereign Long-Term IDR could
increase the maximum achievable rating for Italian structured
finance transactions.

  - If the transaction deleverages more quickly than the
performance deterioration expected in the near future, the CE
ratios of the mezzanine tranches could offset the credit losses and
cash-flow stresses associated with the current and higher rating
scenarios, all else being equal.

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

  - Fitch carried out a sensitivity analysis (assuming an increase
of 30% to default rates combined with a 25% haircut to recovery
assumptions) on the current portfolio to envisage the Coronavirus
Baseline Scenario. Fitch notes that the class B and C CE may be
insufficient to compensate for additional projected losses on the
portfolio. This is reflected in the Negative Outlook on the class B
notes and the maintained RWN on the class C notes.

  - In addition to the baseline scenario, Fitch has defined a
Downside Scenario (assuming an increase of 150% to default rates
combined with a 50% haircut to recovery assumptions) for the
current crisis. This analysis highlights that except for the class
A2 notes, which are still robust, the rest of the outstanding
tranches may suffer a multi-category or notches downgrade.

  - A downgrade of the Italian sovereign Long-Term IDR could reduce
the maximum achievable rating for Italian structured finance
transactions.

  - A longer-than-expected recessionary period that weakens
macroeconomic fundamentals beyond Fitch's current base case. CE
ratios cannot fully compensate the credit losses and cash-flow
stresses associated with the current rating scenarios, all else
being equal.

  - If the payment holidays introduced in response to the COVID-19
outbreak are extensively used, the transaction could face greater
liquidity risk and result in delayed structural protections
designed for more senior bonds (cumulative default triggers that
can postpone interest payments on the mezzanine tranches).

Fitch expects to resolve the RWN in the coming months, with a
likely rating impact that could range between an upgrade and
affirmation to a multi-category downgrade depending on the
trajectory of the coronavirus crisis, the take up rate of payment
holidays and the rating actions on SPV counterparties.

BEST/WORST CASE RATING SCENARIO

International scale credit 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 'AAAsf' to 'Dsf'. 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.

Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.

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

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).




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

FINCRAFT GROUP: S&P Alters Outlook to Negative & Affirms 'B/B' ICRs
-------------------------------------------------------------------
S&P Global Ratings revised its outlooks to negative on
Kazakhstan-based Fincraft Group LLP and its subsidiary BTA Bank
JSC.

At the same time, S&P affirmed its 'B/B' long- and short-term
issuer credit ratings and 'kzBB+' Kazakh national scale ratings on
both companies and removed the ratings from UCO.

The outlook revision reflects ours&P's view that Fincraft and its
subsidiary BTA, both of which rely on the sale of assets to service
their debt obligations and pay fixed costs, may struggle to dispose
of less liquid assets or receive timely payments in 2020 amid the
recession in Russia and Kazakhstan.

Fincraft and BTA form a private equity group that focuses on the
recovery of assets as part of litigation against a former owner,
found liable to pay about $5 billion to BTA as a result of various
court decisions. The group is controlled by Mr. Kenges Rakishev, a
Kazakhstani businessman with a diversified portfolio of assets. In
June 2019, he transferred a 29% stake in BTA to Fincraft and
transferred the rest of his stake in BTA under management of
Fincraft. S&P understands Fincraft will start to consolidate a 97%
stake in BTA by mid-2020.

S&P said, "We consider Fincraft's stressed leverage to be adequate,
estimated at about 1.78x at year-end 2019 when applying
conservative haircuts to its investments. The group's financial
liabilities are limited to two 10-year bond issues totalling
Kazakhstani tenge (KZT) 65 billion (approximately $140 million at
current exchange rates). The assets primarily comprise private
equity investments including warehouses in Russia, a large real
estate development project in Kazakhstan, and a wide range of
property and equity investments across Russia, Kazakhstan, and
other countries. We apply a 100% haircut when calculating stressed
leverage for exposures to related parties and the controlling
shareholder. At the same time, we understand the shareholder
intends to transfer additional assets to the group in 2020.

"We consider Fincraft's risk position to be moderate, owing to
extreme concentrations on the balance sheet. For example,
investments in warehouses in Russia account for more than 35% of
its consolidated balance sheet, while exposure to a real estate
project in Almaty accounts for another 10%. Although we apply
additional haircuts to determine stressed leverage for Fincraft, we
think this level of concentration compares unfavorably with global
peers and will stay elevated in the long term.

"We consider Fincraft's funding profile as adequate. The group
funds its long-term assets with long-term liabilities--permanent
equity capital and bonds maturing in 2029. We understand covenants
of the issued debt are immaterial at this stage.

"The group's immediate liquidity needs are limited to approximately
KZT8 billion per year of interest payments and about KZT13 billion
of operational costs. Nevertheless, we consider the group's
liquidity to be moderate because the group relies on its ability to
either sell repossessed assets or develop new projects in a timely
manner to serve and pay back the raised debt.

"We think Fincraft and BTA are significantly exposed to country
risk. In particular, we view payment culture and rule of law in
Kazakhstan as very weak according to our criteria (see "Banking
Industry Country Risk Assessment: Kazakhstan," published Nov. 28,
2019). Similarly, we consider governance and transparency in
Kazakhstan to be still emerging, as demonstrated by a series of
commercial bank bankruptcies on the back of mismanagement and, in
some cases, looting. We therefore apply three downward notches from
the anchor.

"The negative outlooks on Fincraft and BTA reflect our expectations
that the challenging economic environment in Russia and Kazakhstan
could put pressure on the valuation of the group's investments, as
well as its ability to sell its assets and receive timely payments,
over the next 12 months.

"We could lower the ratings if the group's risk-adjusted leverage
declined below 1.75x. This could stem from negative revaluation of
assets, failure to settle transactions with the controlling
shareholder on time--including consolidation of the BTA stake at
Fincraft--or increased exposure to such transactions. We could also
lower the ratings if the group failed to dispose of assets on time,
putting further pressure on the group's cash flows.

"We could revise the outlook back to stable if Fincraft and BTA
maintained their risk-adjusted leverage comfortably above 2x, which
may require completion of transactions with the shareholder. An
outlook revision to stable would also depend on Fincraft continuing
timely asset sales to generate sufficient cash flows to service
prospective interest payments."




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

JACOBS DOUWE: S&P Places 'BB' ICR on Watch Pos. on Announced IPO
----------------------------------------------------------------
S&P Global Ratings placed its 'BB' ratings on Netherlands-Based
Jacobs Douwe Egberts (JDE) and its senior secured facilities on
CreditWatch with positive implications.

The CreditWatch placement follows the announcement of the planned
listing of JDE Peet's B.V.  On May 19, JDE Peet's announced that it
has formally started the process for listing the combined group on
the Amsterdam Stock Exchange. This followed the European
Commission's formal approval in March of the group's new governance
structure between the current JDE shareholders, JAB Holdings B.V.
(JAB; A-/Negative/--), and Mondelez. S&P understands that JAB
intends to retain a controlling stake in the group (about 67%
equity stake at JDE stand-alone as of Dec. 31, 2019), while
Mondelez will also retain a stake in the combined group.
Post-completion of the listing, the perimeter of its issuer credit
rating will reflect that on the parent of the group, JDE Peet's.

There is a commitment to maintain leverage well below 4x, with the
long-term aim of maintaining leverage below 3x.   JDE's S&P Global
Ratings-adjusted debt to EBITDA stood at 3.1x in 2019 (4.0x in
2018), as the company continued to use discretionary cash flow to
pay down debt (about EUR650 million; about EUR450 million in 2018).
JDE has made a solid start to 2020, with reported margins
strengthening markedly by 380 basis points (to 23.6%) as the
aluminium capsules roll-out gathers pace. Meanwhile, the decline in
revenues in the out-of-home channel was offset by a strong increase
in the retail channel. S&P said, "Although we think stockpiling has
played a role in JDE's strong growth in the quarter, we note that
coffee consumption has previously exhibited very low cyclicality
and the COVID-19 pandemic is unlikely to change this dynamic. We
think that top-line growth could be supported by commodity price
increases this year, with little to no effect on margins, as price
movements are typically passed through to the customers through the
retail channel."

Peet's Coffee adds diversity, but is not transformative to the
overall group.   According to the group disclosure, it boasts
revenues of about EUR7 billion, implying a moderate increase in
scale relative to JDE's stand-alone business (just over EUR6
billion in 2019). The transaction creates the world's largest pure
coffee and tea player. The group operates in a large and growing
global hot drinks category (EUR118 billion in 2019 according to
Euromonitor International data). Through the business combination
of Peet's, JDE is gaining entry to the large U.S. market, where it
has historically not been present, while also further diversifying
its distribution channel in own coffee stores.

S&P expects to resolve the CreditWatch in the next three months,
once the transaction completes and we gain further information on
the group's overall strategic direction and business plan.


PANGAEA ABS 2007-1: S&P Affirms 'CCC-' Rating on Class D Notes
--------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC- (sf)' credit rating on
PANGAEA ABS 2007-1 B.V.'s class D notes.

On the March 2020 payment date, the remaining principal amount of
the class C notes was fully redeemed. According to the transaction
documents, from the next payment date, failure to pay interest on
the class D notes will give rise to an event of default. The amount
of missed interest on the class D notes will not be capitalized and
will no longer be due.

S&P said, "We believe that the overcollateralization for the class
D notes has remained stable since our last review in August 2018.
The portfolio comprises EUR27.27 million of assets that we deem to
be performing, and EUR24.54 million of defaulted assets. Under our
"Global CDOs Of Pooled Structured Finance Assets: Methodology And
Assumptions," we expect recoveries on those assets to amount to
EUR1.79 million in a 'CCC' rating scenario. Altogether, expected
principal proceeds in a 'CCC' rating scenario exceed the notes'
outstanding principal amount by EUR5.41 million.

"We believe that since the March 2020 payment date, the class D
notes have become more vulnerable to liquidity risk. According to
the transaction documents, interest proceeds only may be used to
pay current interest on the class D notes. Under the principal
waterfall, principal proceeds may only be used to cover any
shortfall on senior expenses and collateral management fees, and to
repay the principal amount of the notes. Therefore, we believe that
the risk of failure to pay full and timely interest on class D has
become more prominent. Under our "Timeliness Of Payments: Grace
Periods, Guarantees, And Use Of 'D' And 'SD' Ratings" criteria,
this would be commensurate to a default.

"Therefore, we have applied our "Criteria For Assigning 'CCC+',
'CCC', 'CCC-', And 'CC' Ratings," and affirmed our 'CCC- (sf)'
rating on the class D notes.

Counterparty, operational, and legal risks are commensurate with
the notes' rating under our relevant criteria."

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."

PANGAEA ABS 2007-1 is a cash flow CDO backed by mezzanine tranches
of European RMBS, CMBS, and structured credit transactions. The CDO
is managed by Investec Bank PLC.


SIGMA HOLDCO: S&P Alters Outlook to Negative & Affirms 'B+' ICR
---------------------------------------------------------------
S&P Global Ratings revised the outlook on Sigma Holdco BV,
Upfield's parent, to negative from stable, and affirmed the ratings
at 'B+'.

Upfield's carve-out from Unilever was more expensive than
anticipated and constrained the company's FOCF.  Upfield
successfully completed the complex separation before the global
onset of COVID-19, allowing the company to better manage the
current situation without significant distractions from the
carve-out activities. However, the carve-out has proven to be
costlier than expected; total expenses have exceeded the EUR425
million previously estimated, mainly due to costs related to
de-risking the implementation of the new enterprise resource
planning (ERP) system across the group; the roll-out was split into
different phases to avoid business disruption. Upfield announced it
will have to incur additional costs of EUR150 million-EUR200
million in 2020 to complete and stabilize all the processes
established following the separation. S&P said, "As a result, we
project the company will generate around EUR100 million-EUR130
million FOCF in 2020--markedly lower than our previous expectations
of annual FOCF in excess of EUR200 million. We also anticipate
that, at end-2020, the group's S&P Global Ratings-adjusted
debt-to-EBITDA ratio will likely approach 8.0x. This is above the
7.0x-7.5x threshold commensurate with our 'B+' rating and therefore
prompted us to revise the outlook to negative. Our leverage
calculation in 2020 includes full contribution from newly acquired
plant-based cheese maker Arivia, as well as EUR375 million from an
additional term loan issued to finance the acquisition."

The economic distresses from the COVID-19 pandemic are likely to
only partially affect Upfield's sales.  This is because the company
mainly distributes its products in the grocery channel, accounting
for 90% of the total sales. Consumer staples are currently taking
advantage of higher volumes due to coronavirus-related customer
behavior for stockpiling food and other essential items. S&P said,
"We expect Upfield's professional segment (10% of total sales) to
suffer the most from COVID-19 fallout. This is because the group
generates about 5%-6% of its total sales in the hotel, retail, and
café (Ho.Re.Ca.) channel, according to our estimates, and this
division's performance has been declining since March 2020. The
ongoing devaluation of currencies in emerging markets, accounting
for 20% of Upfield's total sales, are likely to heighten the
pressure on the group's top line. This would likely offset the bulk
of the organic growth in these countries we expect in 2020,
following the solid double-digit sales growth in the second half of
2019."

S&P said, "Overall, we believe Upfield should report a stable to
slightly positive revenue growth in 2020.  We believe growth will
stem from ongoing developments in the retail channel (mainly in
emerging markets) and contributions from Arivia." This follows the
positive trend observed in 2019, with reported growth of 1.3% (0.1%
at constant rates), after several years of declining sales under
Unilever's ownership. The improvement has been driven by the
implementation of the new distribution structure in emerging
markets and successful introduction of new products in the U.S.,
including plant-based butter, partly offset by price competition in
the U.K. and Germany, and lower butter price.

Carve-out efficiencies and gradual realization of value creation
savings are expected to support profitability from 2020.  Upfield's
highly variable cost structure (about 75% of total costs) should
support profitability despite lower volumes in the group's
professional segment. S&P said, "We expect S&P Global
Rating-adjusted EBITDA margin at Upfield to expand to 25%-26% at
end-2020 versus about 24% in 2019. This is because of management's
cost control initiatives including lower staff costs, fewer
promotions, and marketing activities focused on digital advertising
offsetting our estimate of higher logistics and transportation
costs. At the same time, our forecasts consider EUR26 million
additional carve-out savings following the exit from the
Transitional Service Agreements (TSAs) with Unilever and roughly
EUR50 million additional value creation efficiencies. We understand
these savings will come with additional restructuring costs
estimated at about EUR50 million in 2020, which we include in our
calculation of the EBITDA margin, partially offsetting the positive
effects of the savings." A significant reduction of restructuring
costs from 2021 on and full benefit of cost-savings should support
an adjusted EBITDA margin of nearly 27% and gradual deleveraging to
7.0x-7.5x in 2021.

Cash-preservative measures and effective working capital management
will uphold positive FOCF from 2020.  Upfield announced a reduction
of capital expenditure (capex) in 2020. S&P said, "However, we do
not expect the amount to be significantly lower than our previous
estimates due to the company's asset-light business model requiring
annual investments of about EUR30 million. This year, we believe
the company's capex will be in the EUR50 million-EUR60 million
range, including some expansionary investments at Arivia that we
regard as strategic to optimize the growth opportunities in the
plant-based cheese segment. Still, following the separation from
Unilever, we could observe abnormal working capital movements over
the second and third quarters of 2020 that potentially question the
level of FOCF the company could generate this year. This is because
Upfield has to establish its owned payment terms with suppliers and
customers. We currently believe the company will likely generate
about EUR100 million-EUR130 million in FOCF in 2020."

The negative outlook reflects that Upfield's credit metrics could
weaken beyond the expected targets for a prolonged period. In
particular, S&P assumes that, factoring in higher-than-expected
separation-related costs of EUR150 million-EUR200 million, the
reported FOCF would likely remain below EUR200 million at end-2020,
and its adjusted debt to EBITDA will approach 8.0x, before falling
to 7.0x-7.5x in 2021.

S&P said, "We could lower the rating if Upfield's FOCF remains
persistently below EUR200 million and its adjusted leverage stayed
above our current forecasts. This could happen in case of higher
exceptional costs to stabilize processes following the separation
from Unilever, lower-than-expected realization of value creation
efficiencies, or a material contraction of the adjusted EBITDA
margin. Rating pressure could also stem from a liquidity
deterioration or large debt-funded acquisitions.

"We could revise the outlook to stable if annual FOCF exceeds
EUR200 million and adjusted debt to EBITDA is sustainably below
7.5x. Under this scenario, we would expect the company continue to
report top line growth as well as an improving EBITDA margin thanks
to a meaningful reduction of non-recurring costs, and full
realization of carve out savings and value creation efficiencies."




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

CREDIT UNION: S&P Affirms BB+ Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its issuer credit rating on CFT Group's
core subsidiary, Credit Union Payment Center (RNKO), at 'BB+',
based on the 'bb+' group credit profile. S&P also affirmed the 'B'
short-term rating on RNKO.

S&P said, "We think that RNKO will be able to withstand the
pressure from the challenging operating environment.   The
company's zero leverage and sufficient liquidity cushion will help
against the challenges presented by COVID-19 and depreciation of
the Russian ruble stemming from oil price volatility in early 2020.
We do not expect that CFT Group will issue any debt through 2022."

S&P expects the operating performance of the company's business
segments will be affected by the COVID-19 pandemic and
countermeasures to stop its spread.   The pandemic is having the
greatest effect on the money transfer segment, due to lower
remittance activity across the globe and particularly in the CIS,
where the company operates. The software segment is also affected,
but to a lesser extent, predominantly by decreased demand for
primary licenses, while a portion of recurring license fees and
maintenance (which together accounted for about 70% of the IT
segment's total revenue in 2019) will remain more resilient. For
year-end 2019, CFT Group's S&P Global Ratings-adjusted revenue in
U.S. dollar terms increased by 8.8%, supported by the macro economy
in Russia and an increasing share of relatively highly profitable
online channels. Its adjusted EBITDA margin improved to 36% from
about 32% a year ago.

CFT Group remains the leader in cross-border payments in the CIS,
with a market share at nearly one-half of all money remittances in
the region.   However, its overall market position has weakened to
some extent because of increased competition with other players
including Sberbank, as well as the temporary stoppage of money
transfers in the Russia-Tajikistan corridor in December 2019 after
the National Bank of Tajikistan launched its new National
Processing Center. S&P understands that RNKO's operations in the
Russia-Tajikistan corridor have been restored, thanks to a
partnership with a third party, and the company expects to restore
operations in the original form in the short term.

S&P said, "Our rating on RNKO reflects our view of it as a core
subsidiary of CFT Group.   CFT Group owns 100% of RNKO, which is
the group's settlement center for money transfer and payment
systems. RNKO's business, operations, and strategy are closely
integrated with those of the group. We view RNKO as an
infrastructure vehicle whose primary goal is to secure the
settlement of transactions in CFT Group's payment systems. We don't
consider that CFT Group has any incentive to sell RNKO, since this
would disrupt payment flows. The creation or purchase of another
settlement center would be costly and time-consuming for the group,
in our view.

"The outlook is stable because we think CFT Group will be able to
withstand the pressures it is facing from the challenging operating
conditions ultimately caused by COVID-19 in the next 12-18 months,
given the group's minimal leverage and sufficient liquidity
cushion.

"We could consider taking a negative rating action over the next
12-18 months if, contrary to our expectations, CFT Group's
operating conditions or growing competition from banks or other
players entering the cross-border remittance market weakened its
profitability substantially below our current expectations. We
could also lower the rating in the unlikely event that CFT Group
raised a significant amount of debt, such that its debt to EBITDA
exceeded 2x.

"We see a positive rating action as remote in the next 12-18 months
given the unsupportive operating conditions that we anticipate
throughout this period."


DELOPORTS: S&P Affirms 'B+' ICR After TransContainer Acquisition
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' rating on DeloPorts and
removed it from CreditWatch negative where S&P placed it on Nov.
21, 2019.

DeloPorts remains a core asset of MC Delo, following the
acquisition of TransContainer.

S&P said, "Following MC Delo's relatively large acquisition of
TransContainer, we forecast DeloPorts' contribution to the group's
consolidated EBITDA will drop to about 35% from 90%. However,
DeloPorts is central to MC Delo's strategy and operations, is
closely linked to the group's reputation and brand, and enjoys a
strong long-term shareholder commitment. The group's management
anticipates synergies from the cooperation of two large
subsidiaries once TransContainer is fully integrated into the
group. The ultimate impact is difficult to estimate at this stage
and we do not include it in our base case.

"We base our rating on the group credit profile (GCP), given
DeloPorts' core status in the group.

"We currently assess DeloPorts' stand-alone credit profile at 'b+',
the same level as the GCP. Although we understand that covenants on
DeloPorts' debt restrict some transactions, we do not view this as
a long-term effective ring-fence insulating DeloPorts from the
group. This is because of the very close integration between
DeloPorts and the group's senior management. Thus, we believe that
as long as DeloPorts remains core to the group, the GCP will drive
the ratings on DeloPorts."

MC Delo's leverage has increased following the acquisition of a
99.6% stake in TransContainer for about RUB120 billion.

In April 2020, MC Delo completed the acquisition of TransContainer,
financed with a medium-term ruble bank loan and available cash,
leading to a considerable increase in the group's debt. S&P also
notes that, before the transaction was completed, Russian
state-owned Rosatom acquired a 30% stake in MC Delo.

In S&P's view, the larger and more diversified business helps
offset higher leverage at the consolidated level resulting from the
acquisition.

S&P said, "We expect that, following the acquisition, and taking
into account COVID-19-related pressures on operations, the group's
consolidated financial metrics will weaken in 2020, with FFO to
debt at 12%-15% compared with 20% in our previous base case.
However, we believe MC Delo's higher leverage is offset by the
group's stronger business risk profile, which we now view as fair.
We also assume that after the TransContainer acquisition, MC Delo
will focus on deleveraging and integrating the newly acquired
business, and will refrain from material acquisitions in the near
term." Despite strong profitability, with EBITDA margins normally
exceeding 70%, DeloPorts' business risk profile remains weak,
reflecting primarily the relatively small scale of its operations
compared with larger rated peers globally.

TransContainer is a large transportation and logistics company and
we expect its cash flows will support debt repayment at MC Delo.

TransContainer is a leading player with a 42% market share in
Russia in 2019. Its competitive advantages include ownership of an
extensive asset base, such as containers, flatcars, and container
terminals, a well-diversified customer portfolio, and a favorable
cargo mix with a large proportion of premium cargo. In 2019,
TransContainer reported EBITDA of $309 million. S&P expects that
its cash flows will support increased debt-service needs at MC
Delo.

The group is continuing its cautious liquidity management and we
expect at least adequate liquidity at all levels.

MC Delo completed its acquisition of TransContainer without any
liquidity issues, having arranged committed bank funding in advance
and not allowing for cash shortages. Also, its management
negotiated new relaxed covenants on outstanding debt to stay in
compliance after its leverage increased. S&P said, "We believe the
group will secure financing for its expansion projects proactively,
and prioritize debt service over capital expenditure (capex) should
financing not be readily available. The current debt maturity
profile is comfortable, with large debt repayments starting only in
2022. We expect the group will comply with covenants at all levels
in 2020."

S&P expects the group's operations will be moderately hit by the
effects of COVID-19 in 2020, and recover from 2021.

The main challenges to the cargo transport sector include global
recession, lower consumption, vulnerable commodity markets, and oil
price cuts. S&P said, "We assume only a moderate impact on cargo
traffic at ports and railways because such essential infrastructure
continue operating despite lockdown measures. The container market
was expanding before the pandemic began, since the use of container
transport remains low in Russia. For 2020, we assume flat container
throughput at TransContainer and DeloPorts. However, we expect
grain volumes to recover by 25.6% in 2020 because they were
depressed in 2019 due to low grain prices."

S&P said, "The stable outlook on DeloPorts reflects our
expectations of stable trends in Delo Group's creditworthiness and
our unchanged view of DeloPort as a core subsidiary. We currently
view Delo Group's GCP at 'b+' and forecast solid results in
2020-2021, with consolidated FFO to debt above 12%, supported by
cash flows from TransContainer, and adequate liquidity across the
group.

"On a stand-alone basis, we expect DeloPort's performance will
likely be weaker in 2020 than the average in recent years, due to
global recession and lower cargo traffic. Still, we forecast that
the company will maintain a weighted average FFO-to-debt ratio
above 20% in the next three years."

S&P could downgrade DeloPorts if:

-- Delo Group's performance was weaker than it currently expects,
with FFO to debt falling and staying below 12% as a result of a
more severe or longer recession than it assumes in its base case;

-- The group's liquidity deteriorated; or

-- There are additional acquisitions or capex needs.

S&P said, "We could also take a negative rating action if we
believed that DeloPorts was becoming less strategic for the group
and no longer a core subsidiary, while its performance also
deteriorated. However, we see this scenario as unlikely in the next
2-3 years.

"We could upgrade DeloPorts if Delo Group's performance improved
and the group reported FFO to debt sustainably above 20%, while
maintaining at least adequate liquidity at all times and refraining
from acquisitions. For an upgrade we would assume DeloPorts will
remain a core subsidiary of the group."




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

MADRID RMBS II: Fitch Affirms CCsf Rating on Class E Debt
---------------------------------------------------------
Fitch Ratings has affirmed two tranches of IM Cajastur MBS 1 and 11
tranches of the Madrid RMBS series. Additionally, Fitch has
maintained six Madrid RMBS tranches on Rating Watch Negative
(RWN).

RATING ACTIONS

Madrid RMBS II, FTA

Class A2 ES0359092014; LT A-sf;  Affirmed

Class A3 ES0359092022; LT A-sf;  Affirmed

Class B ES0359092030;  LT BBBsf; Affirmed

Class C ES0359092048;  LT BB-sf; Rating Watch Maintained

Class D ES0359092055;  LT B-sf;  Rating Watch Maintained

Class E ES0359092063;  LT CCsf;  Affirmed

IM Cajastur MBS 1, FTA

Class A ES0347458004; LT Asf; Affirmed

Class B ES0347458012; LT Asf; Affirmed

Madrid RMBS III, FTA

Class A2 ES0359093012; LT A-sf;  Rating Watch Maintained

Class A3 ES0359093020; LT A-sf;  Rating Watch Maintained

Class B ES0359093038;  LT BB+sf; Affirmed

Class C ES0359093046;  LT Bsf;   Rating Watch Maintained

Class D ES0359093053;  LT CCsf;  Affirmed

Class E ES0359093061;  LT Csf;   Affirmed

Madrid RMBS 1, FTA

Class A2 ES0359091016; LT A-sf;  Affirmed

Class B ES0359091024;  LT BBBsf; Affirmed

Class C ES0359091032;  LT B+sf;  Rating Watch Maintained

Class D ES0359091040;  LT CCCsf; Affirmed

Class E ES0359091057;  LT CCsf;  Affirmed

TRANSACTION SUMMARY

The transactions comprise residential mortgages serviced by
Liberbank S.A. (BB+/Negative/B) for IM Cajastur MBS 1 and Bankia
S.A. (BBB/RWN/F2) for the Madrid RMBS Series.

KEY RATING DRIVERS

RWN Linked to COVID-19 Performance Stresses

Fitch has maintained six tranches across the Madrid RMBS
transactions on RWN, reflecting the high probability of downgrade
due to insufficient credit enhancement (CE) levels that would be
unable to compensate for the additional projected losses on the
portfolios as a result of the coronavirus health crisis and the
containment measures. Conversely, the affirmation and Stable
Outlooks on the senior class A and B notes of Madrid RMBS 1 and 2
reflect their resilience to higher projected losses as CE ratios
are able to mitigate the additional risks.

High but Stable Cumulative Defaults for Madrid RMBS

The Madrid RMBS transactions report gross cumulative defaults
ranging between 19.6% and 22.8% of the initial portfolio balances
as at the latest reporting dates, well above the 6.1% average for
other Spanish RMBS rated by Fitch. However, these ratios have
remained fairly stable over the last few years and are linked to a
default definition of more than six months in arrears, which
differs from the more common definition of 12 or 18 months in
arrears used by most Spanish RMBS transactions.

Geographical Concentration

The Madrid RMBS and Cajastur portfolios are highly exposed to the
regions of Madrid and Asturias, respectively. Within Fitch's credit
analysis, and to address regional concentration risk, higher rating
multiples are applied to the base foreclosure frequency (FF)
assumption to the portion of the portfolios that exceeds 2.5x the
population within these regions in line with Fitch's European RMBS
rating criteria.

Cajastur: Account Bank Cap Rating

The ratings of IM Cajastur MBS 1's class A and B notes reflect the
materiality assessment of the contractually ineligible and not
restructured SPV account bank provider Banco Santander, S.A.
(A-/Negative/F2, deposit rating A/F1), where the reserve fund,
which represents a large component of CE is held. In accordance
with Fitch's Structured Finance and Covered Bonds Counterparty
Rating Criteria, the notes' ratings are capped at Banco Santander's
long-term deposit rating, which is higher than the achievable
rating when the loss of the reserve fund is modelled.

Criteria Variation: Cajastur SME Borrowers

Around 7% of the securitised loans in this transaction were granted
to micro and small-medium sized enterprises. Fitch has applied
Fitch's European RMBS Rating Criteria to these loans assuming these
borrowers to classify as self-employed and applying a 50% FF
incremental adjustment to account for the greater default risk.
Fitch has also employed the commercial property collateral haircuts
to derive the recovery rates for this proportion of the pool. Fitch
has not applied the SME Balance Sheet Securitisation Rating
Criteria for these loans. No model-implied rating impact has been
estimated for this variation.

ESG Considerations - Governance

IM Cajastur MBS 1 has an Environmental, Social and Governance (ESG)
Relevance Score of 5 for Transaction & Collateral Structure due to
lack of remedial actions taken upon breach of direct support
counterparty rating triggers, which has a negative impact on the
credit profile, and is highly relevant to the rating.

RATING SENSITIVITIES

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

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

  - For IM Cajastur MBS 1, an upgrade to Banco Santander's
long-term deposit rating that could increase the maximum achievable
rating for class A and B, since the notes are currently capped at
the counterparty rating.

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

  - A longer-than-expected coronavirus crisis that deteriorates
macroeconomic fundamentals and the mortgage market in Spain beyond
Fitch's current base case. To approximate this scenario, Fitch
conducted a rating sensitivity by increasing default rates by 30%
and haircutting recovery expectations by 30%, which would imply a
downgrade of between one and two rating categories for most of the
notes.

  - For IM Cajastur MBS 1, a downgrade to Banco Santander's
long-term deposit rating that could decrease the maximum achievable
rating for class A and B, since the notes are currently capped at
this level.

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. 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.




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

ANADOLU ANONIM: Fitch Affirms IFS Rating at 'BB', Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Anadolu Anonim Turk Sigorta Sirketi's
Insurer Financial Strength Rating at 'BB'. The Outlook is Stable.

KEY RATING DRIVERS

The rating actions are based on Fitch's current assessment of the
impact of the COVID-19 pandemic, including its economic impact,
under a set of rating assumptions. These assumptions were used by
Fitch to develop pro-forma financial metrics for Anadolu Sigorta
that are compared with both rating guidelines defined in its
criteria, and relative to previously established Rating
Sensitivities for Anadolu Sigorta.

Under its rating-case assumptions, Anadolu Sigorta's credit
fundamentals remain robust and commensurate with current ratings.
The affirmation of Anadolu Sigorta's IFS Rating reflects resilient
capital levels under its pro-forma analysis, along with some
manageable deterioration in asset quality and financial
performance.

Anadolu Sigorta's investment portfolio is highly concentrated in
cash and deposits in Turkish banks, which represented around 65% of
total investments at end-2019. Anadolu Sigorta's credit quality is
therefore highly correlated with that of Turkish banks and the
sovereign, whose ratings are currently on Stable Outlook, and which
largely drives its assessment of Anadolu Sigorta's investment and
liquidity risks under its rating-case assumptions.

Anadolu Sigorta's IFS Rating also reflects adequate capitalisation,
as measured by a regulatory Solvency ratio comfortably above 100%,
and a Fitch PRISM Factor-Based Model score of 'Adequate' at
end-2019, and remaining at that level on a pro-forma basis.

Anadolu Sigorta's financial performance improved in 2019 and during
1Q20, with a return on equity (ROE; including equalisation
provision) improving to 19% at end-2019 (2018: 17%), above the 2019
average inflation of 12% in Turkey (2018: 20%), and net profit
increasing 21% year-on-year at end-1Q20. Its combined ratio
improved to 104% at end-1Q20 (2019: 111%, 2018: 113%), due largely
to decreasing claims in motor insurance amid COVID-19-related
lockdown measures.

Under its rating-case scenario, Fitch expects ROE to remain above
inflation levels, while movements in the combined ratio should be
marginal, because Fitch believes that a sharp decrease in motor
claims would largely mitigate an overall decrease in business
volumes and potential increase in health insurance claims. Fitch
believes Anadolu Sigorta adequately manages its foreign-exchange
risk, with sufficient levels of foreign-currency-denominated
investments and increased hedging since 2018.

The affirmation of Anadolu Sigorta's National IFS Rating largely
reflects a robust franchise in Turkey, as the second-largest
non-life insurer in Turkey by premium income at end-1Q20, and a
regulatory Solvency ratio consistently over 100%. Fitch views
Anadolu Sigorta's overall business profile as 'favourable', against
other Turkish market players, which is supported by the company's
very strong and robust position in the highly competitive Turkish
insurance market.

KEY ASSUMPTIONS

Assumptions for COVID-19 Impact (Rating Case):

Fitch used the following key assumptions, which are designed to
identify areas of vulnerability, in support of the pro-forma
ratings analysis:

  -- Decline in key stock market indices by 35% relative to January
1, 2020.

  -- Increase in two-year cumulative high-yield bond default rate
to 13%, applied to current non-investment grade assets, as well as
12% of 'BBB' assets.

  -- Downward pressure on interest rates.

RATING SENSITIVITIES

The ratings remain sensitive to any material change in Fitch's
rating-case assumptions with respect to the COVID-19 pandemic.
Periodic updates to its assumptions are possible given the rapid
pace of changes in government actions in response to the pandemic,
and the pace with which new information is available on the medical
aspects of the outbreak.

Factors that could, individually or collectively, lead to a
negative rating action/downgrade on Anadolu Sigorta's IFS Rating:

  -- A material adverse change in Fitch's rating assumptions with
respect to the COVID-19 impact.

  -- Material deteriorations in the company's investment quality,
which could occur in the event of a downgrade of major Turkish
banks' ratings or of Turkey's Local-Currency Issuer Default
Rating.

  -- Deterioration in the company's capital position, as measured
by a regulatory solvency ratio below 100%.

Factors that could, individually or collectively, lead to positive
rating action/upgrade on Anadolu Sigorta's IFS Rating:

  -- A material positive change in Fitch's rating assumptions with
respect to the COVID-19 impact.

  -- Material improvements in the company's investment quality,
which could occur in the event of an upgrade of Turkey's
Local-Currency IDR or of major Turkish banks' ratings.

Factors that could, individually or collectively, lead to a
negative rating action/downgrade on Anadolu Sigorta's National IFS
Rating:

  -- Substantial deterioration in the company's market position in
Turkey.

  -- A decline in the company's regulatory solvency ratio to below
100%.

Factors that could, individually or collectively, lead to positive
rating action/upgrade on Anadolu Sigorta's National IFS Rating:

  -- A ROE exceeding inflation levels for a sustained period,
provided the company's market position remains very strong.

Stress Case Sensitivity Analysis

  -- Fitch's stress case assumes a 60% stock market decline,
two-year cumulative high-yield bond default rate of 22%, further
downward pressure on interest rates, and a downgrade of Turkey's
sovereign rating by one notch.

  -- The implied-rating impact under the stress case would be a
downgrade of the IFS Rating by one notch.

BEST/WORST CASE RATING SCENARIO

International scale credit 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

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).


VDF FAKTORING: Fitch Affirms 'BB-' LT IDR, Then Withdraws Ratings
-----------------------------------------------------------------
Fitch Ratings has affirmed VDF Faktoring A.S.'s Long-Term Issuer
Default Rating at 'BB-' with Stable Outlook. All ratings have
simultaneously been withdrawn.

These ratings have been withdrawn for commercial purposes.

KEY RATING DRIVERS

The ratings of VDFF are driven by support from its controlling
shareholder - Volkswagen Financial Services AG and ultimately from
Volkswagen AG (VW, BBB+/Stable). In its view, VDFF is of strategic
importance to the VW group, given its role in facilitating the
group's sales in Turkey, despite a significantly worsened economic
environment.

VDFF's Long-Term IDR is capped by Turkey's Country Ceiling of
'BB-'. The Country Ceiling captures transfer and convertibility
risks and limits the extent to which support from VWFS or VW can be
factored into VDFF's Long-Term Foreign-Currency IDR.

VDFF provides financing to small- to medium-sized companies -
mainly Turkish dealers of VW brands. The company's customer base is
small, with receivables book being short-term and subject to high
seasonality with peaks at around year-end.

VDFF is 51%-owned by VW (via VWFS) and 49% by Dogus Holding. Dogus,
a large Turkish conglomerate, is a sole importer of VW vehicles in
Turkey and has significant involvement in running VDFF. Dogus has
been loss-making since 2015 and has reportedly been renegotiating
its debt with local banks. Nevertheless, Fitch expects no contagion
risk for VDFF and therefore no adverse rating implication as the
company is associated predominantly with the VW group and is run
independently without relying on Dogus for funding or business
origination.

VDFF's 'AAA(tur)' National Long-Term Rating reflects Fitch's view
that the company is among the strongest credits in Turkey due to
its assessment of the available institutional support from VWFS and
VW.

RATING SENSITIVITIES

Rating sensitivities are no longer relevant given today's
withdrawal.

BEST/WORST CASE RATING SCENARIO

International scale credit 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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

VDFF's ratings are driven by support from VWFS and ultimately from
VW.

VDF Faktoring A.S.

  - LT IDR BB-; Affirmed

  - LT IDR WD; Withdrawn

  - ST IDR B; Affirmed

  - ST IDR WD; Withdrawn

  - Natl LT AAA(tur); Affirmed

  - Natl LT WD(tur); Withdrawn

  - Support 3; Affirmed

  - Support WD; Withdrawn


[*] Fitch Alters Outlook on B+ IDRs of 9 Turkish Banks to Negative
------------------------------------------------------------------
Fitch Ratings has revised the Outlooks on the Long-Term
Foreign-Currency Issuer Default Ratings (LTFC IDRs) of ING Bank AS
(ING), Denizbank, QNB Finansbank, Turk Ekonomi Bankasi (TEB), ICBC
Turkey, Alternatifbank, Burgan Bank A.S. (Burgan Bank Turkey),
Kuveyt Turk Katilim Bankasi (Kuveyt Turk) and Turkiye Finans
Katilim Bankasi (Turkiye Finans) to Negative from Stable. The LTFC
IDRs have been affirmed at 'B+'. The banks' Viability Ratings (VRs)
are unaffected by this rating action.

The Negative Outlooks reflect Fitch's view that the weakening of
Turkey's external finances is increasing the risk of government
intervention in the banking sector, which could impede the ability
of all banks in the sector to service their foreign currency
obligations.

Following the Outlook revisions, the ratings of Alternatifbank and
Burgan Bank Turkey continue to be driven by support. The 'B+'
ratings of Denizbank, QNB Finansbank, TEB, ICBC Turkey, ING, Kuveyt
Turk and Turkiye Finans are underpinned by both shareholder support
and their VRs of 'b+'.

Fitch has also revised the Outlooks on the support-driven LTFC and
Long-Term Local Currency (LTLC) IDRs of JointStock Company
Denizbank Moscow (Denizbank Moscow) to Negative from Stable and
affirmed them at 'B+', reflecting the action on its parent
Denizbank A.S.

KEY RATING DRIVERS

IDRS; SUPPORT RATINGS; SENIOR DEBT RATINGS

The 'B+' LTFC IDRs of ING, Denizbank, QNB Finansbank, TEB, ICBC
Turkey, Kuveyt Turk and Turkiye Finans are underpinned by both
institutional support and their VRs, while those of Alternatifbank
and Burgan Bank Turkey are driven solely by institutional support.
Fitch's view of institutional support reflects the banks' strategic
importance to their respective groups, ownership, integration and
role within their wider groups. Senior debt ratings, where
assigned, are aligned with LTFC IDRs, reflecting average recovery
prospects in case of default.

Fitch's view of government intervention risk caps the banks' LTFC
IDRs at 'B+', one notch below Turkey's rating. This reflects its
assessment that weaknesses in Turkey's external finances make some
form of intervention in the banking system that would impede banks'
ability to service their foreign currency obligations more likely
than a sovereign default.

In Fitch's view, intervention risks are increasing, given the
greater risk of a stress in Turkey's external finances amid current
heightened market volatility and Turkey's weakened net sovereign FX
reserves position, and this is reflected in the Negative Outlooks
on the banks' ratings.

If pressure on Turkey's external finances continues to increase,
then intervention in the banking system would become more likely,
in Fitch's view. At the same time, Fitch acknowledges that Turkey's
high external funding requirement - a large share of which is
sourced through the banking sector - creates a significant
incentive to retain market access and avoid capital controls.

The banks' LTLC IDRs of 'BB-', one notch above their LTFC IDRs, are
driven by institutional support and reflect its view of a lower
likelihood of government intervention that would impede banks'
ability to service their obligations in local currency.

NATIONAL RATINGS

The affirmation of the banks' National Ratings reflects its view
that their creditworthiness in local currency relative to other
Turkish issuers has not changed.

SUBORDINATED DEBT RATINGS OF KUVEYT TURK, ALTERNATIFBANK

The ratings on the subordinated notes of Kuveyt Turk and
Alternatifbank continue to be notched down once from their LTFC
IDRs, reflecting its expectation of below average recoveries. The
choice of the LTFC IDR as anchor rating reflects its view that in
case of failure, the banks' shareholders would likely seek to
restore the solvency of their respective subsidiaries, Kuveyt Turk
and Alternatifbank, without imposing losses on subordinated
creditors. Fitch only applies one notch for loss severity because
of the likelihood that a default of either bank would be driven by
some form of transfer and convertibility restrictions, rather than
loss of solvency or liquidity.

SUBSIDIARIES

The support-driven ratings of Denizbank Moscow are equalised with
the LTFC IDR of Denizbank, reflecting its strategic importance to
and close integration with its parent (including the sharing of
risk assessment systems, customers, branding and management
resources). The LTFC and LTLC IDRs of Denizbank Moscow are
equalised with Denizbank's LTFC IDR, as the source of support would
be in the form of FC.

RATING SENSITIVITIES

LTFC IDRS AND SENIOR DEBT RATINGS

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

The LTFC IDRs and, where assigned, senior debt ratings, of all the
banks are primarily sensitive to Fitch's view of government
intervention risk in the banking sector. The ratings could be
downgraded if Fitch assesses this risk as having increased.

The LTFC IDRs of Alternatifbank and Burgan Bank Turkey could also
be downgraded if its assessment of their owners' ability and
propensity to provide support materially weakens. The LTFC IDRs of
ING, Denizbank, QNB Finansbank, TEB, ICBC Turkey, Kuveyt Turk and
Turkiye Finans could be downgraded if both its support assessment
weakens and their VRs are downgraded.

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

Upgrades of the banks are unlikely in the near term given the
Negative Outlooks. The Outlooks on all banks' LTFC IDRs could be
revised to Stable if Fitch believes that the risk of a further
marked deterioration in Turkey's external finances, and therefore
of intervention in the banking system, has abated.

OTHER RATINGS

The LTLC IDRs of all banks are sensitive to the ability and
propensity of their parents to provide support and to Fitch's view
of intervention risk in the banking sector.

All banks' National Ratings are sensitive to changes in their LTLC
IDRs and also their relative creditworthiness to other Turkish
issuers. The National Ratings could be upgraded/downgraded if their
creditworthiness relative to other Turkish issuers
increases/decreases.

The subordinated notes' ratings of Kuveyt Turk and Alternatifbank
are primarily sensitive to changes in their anchor ratings (LTFC
IDRs). In addition, the notes are sensitive to a change in notching
from their anchor ratings due to a revision in Fitch's assessment
of the notes' likely loss severity in case of default.

The ratings of Deniz Moscow are sensitive to changes in the LTFC
IDR of Denizbank.

SUMMARY OF FINANCIAL ADJUSTMENTS

An adjustment has been made in Fitch's financial spreadsheets of
Denizbank and QNB Finansbank that has impacted the core and
complimentary metrics. Fitch has taken a loan that was classified
as a financial asset measured at fair value through profit and loss
in the banks' financial statements and reclassified it under gross
loans as Fitch believes this is the most appropriate line in Fitch
spreadsheets to reflect this exposure.




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

AUXEY BIDCO: $163MM Bank Debt Trades at 33% Discount
----------------------------------------------------
Participations in a syndicated loan under which Auxey Bidco Ltd is
a borrower were trading in the secondary market around 67
cents-on-the-dollar during the week ended Fri., May 15, 2020,
according to Bloomberg's Evaluated Pricing service data.  The bank
debt traded around 81 cents-on-the-dollar for the week ended May 8,
2020.

The $162.1 million facility is a Term loan.  The facility is
scheduled to mature on June 29, 2025.   As of May 15, 2020, the
amount is fully drawn and outstanding.

The Company's country of domicile is Britain.


AUXEY BIDCO: GBP200MM Bank Debt Trades at 35% Discount
------------------------------------------------------
Participations in a syndicated loan under which Auxey Bidco Ltd is
a borrower were trading in the secondary market around 66
cents-on-the-dollar during the week ended Fri., May 15, 2020,
according to Bloomberg's Evaluated Pricing service data.  The bank
debt traded around 83 cents-on-the-dollar for the week ended May 8,
2020.

The GBP200.0 million facility is a Term loan.  The facility is
scheduled to mature on June 29, 2025.   As of May 15, 2020, the
amount is fully drawn and outstanding.

The Company's country of domicile is Britain.


DOUBLETREE BY HILTON: Placed in Liquidation, 90 Jobs Affected
-------------------------------------------------------------
BBC News reports that staff at the DoubleTree by Hilton at Aberdeen
beach are to be made redundant after its owner went into
liquidation.

The Ability Group blamed the "exceptional circumstances beyond the
company's control" of the coronavirus pandemic and the oil market
slump, BBC relates.

The 168-room hotel will remain closed, with all staff -- understood
to be about 90 -- made redundant, BBC discloses.

According to BBC, Martyn Giles, head of asset management for the
Ability Group, said: "The huge impact in the slump of the oil
market in recent years and most recently Covid-19, DoubleTree by
Hilton Aberdeen City Centre is no longer a viable business and is
being placed in liquidation with immediate effect.

"The Ability Group have explored every avenue to keep the hotel
open for many months now and retain the loyal team members but
ultimately and to our extreme disappointment this has proved not be
possible.

"Every team member has been written to personally and provided
detailed information on the whole process."


GVC HOLDINGS: Moody's Rates GBP535MM Sec. Credit Facility 'Ba2'
---------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to GVC Holdings
PLC's new GBP535 million senior secured revolving credit facility
(RCF). GVC's other ratings, comprising the Ba2 corporate family
rating (CFR), Ba2-PD probability of default rating (PDR) and Ba2
instrument ratings on its existing senior secured loans remain
unchanged. The outlook is negative. The new GBP 535 million RCF
replaces the company's GBP550 million RCF under slightly amended
terms including a relaxed financial maintenance covenant.

RATINGS RATIONALE

GVC's Ba2 rating is constrained by the current impact of the
coronavirus pandemic. Moody's expects adjusted leverage (gross
leverage as adjusted by Moody's) to spike above the 4.5x downgrade
trigger temporarily, but normalize within the appropriate range for
the company's Ba2 rating within the next 12-18 months. Despite the
uncertainty regarding the duration of lockdowns and cancellation of
sports events, the level of expected cash burn is relatively low
and GVC has an adequate liquidity buffer. The rating is also
constrained by (1) the maturity of the LBO retail segment with its
fixed costs structure, although under normal operating conditions
this segment provides stable cash flow; (2) the highly competitive
nature of the online betting and gaming industry, particularly in
the established UK market, which represents approximately 55% of
revenue and EBITDA; (3) the presence in the volatile sports betting
segment, and; (4) the ongoing threat of greater regulation and
increases in gaming taxes, particularly in the UK, however this
threat is expected to be lower in the next 12-18 months.

The rating is supported by (1) the size of the group; with revenue
of $4.5 billion in 2019, GVC is one of the world largest gaming
operators with leading positions in the UK, Germany and Italy; (2)
its geographic diversity with presence in 35 countries, although
the UK remains the largest market accounting for over 50% of
revenues, with low exposure to unregulated jurisdictions of around
6%; (3) its online focus and success in increasing market share
organically, with positive industry trends underpinning the online
betting and gaming sector both in Europe and globally, and; (4) the
competitive advantage from GVC's proprietary technology platform
and customer relationship management system (CRM) providing the
group with the ability to adjust odds and adapt to customers'
preferences and games in a timely manner.

LIQUIDITY

Moody's considers GVC's liquidity position to be adequate for its
near-term needs which include a relatively low level of cash burn
during the coronavirus shutdown, supported by (1) cash on balance
sheet of at least around GBP260 million; (2) the undrawn new GBP535
million RCF, and; (3) no debt amortisation until 2022.

The RCF has one springing covenant if drawn at 35% or more, set at
6.0x maximum net leverage until December 2021 when it reduces to
4x. Under Moody's base case scenario, the covenant would not be
expected to breach. The covenant is tested on a quarterly basis and
the term loans benefits from cross-acceleration with respect to the
RCF.

STRUCTURAL CONSIDERATIONS

Using Moody's Loss Given Default for Speculative-Grade Companies
methodology, the Ba2-PD Probability of Default Rating (PDR) is in
line with the CFR. This is based on a 50% recovery rate, as is
typical for transactions including bonds and bank debt. The loans
rank pari passu because they share the same security, consisting
mainly of share pledges, and upstream guarantees. The loans also
benefit from the guarantees of material subsidiaries representing
at least 75% of the consolidated EBITDA. The senior secured
Ladbroke bonds rank pari passu with the loans.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook assumes that GVC will experience continued
underperformance from the coronavirus outbreak, but that the
company will be able to partially offset these adversities and
minimize cash burn due to cost reduction, partially with UK
government assistance for the payment of wages, as well as relief
from deferrals on taxes and business rates. The outlook could be
stabilized if there is enough clarity regarding the coronavirus
situation to reliably establish that the company's credit metrics
are expected to stay well within the established key indicators
commensurate for the Ba2 rating.

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

Upward pressure on the ratings could arise over time if the
company's debt/EBITDA (as adjusted by Moody's) falls below 4.0x and
the company's retained cash flow (RCF)/debt (as adjusted by
Moody's) trends above 10%, both on a sustainable basis, while
maintaining positive free cash flow. For an upgrade, Moody's also
expects the group to maintain a conservative financial policy and
good liquidity.

Downward pressure on the ratings could occur if the company's
debt/EBITDA (as adjusted by Moody's) is maintained sustainably
above 4.5x, or if free cash flow remains negative for the next 18
months, or if there any material weakening of the company's
liquidity profile beyond what has already been taken into account
due to the coronavirus. A downgrade could also occur as a result of
materially adverse regulatory actions.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Moody's regards the coronavirus outbreak as a social risk under
Moody's ESG framework, given the substantial implications for
public health and safety.

GVC is publicly listed on the London Stock Exchange and has a good
corporate governance track record. The company has also
demonstrated adherence to a prudent financial policy over the last
few years, which Moody's regard as commensurate with the company's
rating level.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Gaming Industry
published in December 2017.

GVC is one of the largest listed global gaming operators with
revenues of GBP3.7 billion and EBITDA of approximately GBP760
million for 2019.


HESTIA HOLDING: Moody's Assigns B2 CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating and
B2-PD probability of default rating to Hestia Holding. Moody's has
also assigned B1 ratings to a EUR725 million senior secured 1st
lien term loan B due in 2027 being issued by Financiere Holding CEP
(France) and a EUR50 million backed senior secured 1st lien
revolving credit facility due in 2026 being issued by Hestia
Holding, as well as a Caa1 rating to a EUR125 million backed senior
secured 2nd lien term loan maturing in 2028 being issued by Hestia
Holding. The outlook on the aforementioned issuers is stable.

Hestia Holding, a newly incorporated entity, will become the
holding company of Financiere CEP (France) - a French leader in
brokerage services for credit protection insurance as well as a
provider of mortgage loan brokerage services. When the refinancing
closes, Moody's will withdraw Financiere Holding CEP (France)'s
existing B2 CFR and B2-PD probability of default rating, as well as
the group's existing facility ratings, as the existing facilities
will be repaid and terminated.

RATINGS RATIONALE

The assignment of a B2 CFR to Hestia Holding reflects the group's
very high profitability, leading position in the French loan
insurance market, strong resilience of revenue streams and cash
flows and sound liquidity profile. The rating is constrained by the
group's very high financial leverage.

Following change of control and refinancing transactions, the
group's debt amount will significantly increase to EUR850 million
at year-end 2020 from EUR710 million (excluding shareholder loans)
at year-end 2019. Moody's expects that the leverage ratio (gross
Debt-over-EBITDA including Moody's standard adjustments) could
increase to a 7x-7.5x range at year end 2020 reflecting the debt
increase as well as the negative economic impact of the coronavirus
crisis on the generation of new business, negatively affecting
EBITDA. However, the B2 rating reflects Moody's expectation that
the leverage ratio will meaningfully reduce over the next two years
as economic conditions recover and the group generates revenue and
EBITDA growth in the loan insurance segment (both in France and
internationally). Moody's expects that higher leverage in the near
term will be effectively mitigated by the resilience of CEP's
business model. In particular the group's predictable and stable
revenue stream and sound liquidity profile underpin the stable
outlook.

The group benefits from a leading position in brokerage services
for credit protection insurance in France, with a 25% market share,
supported by its strong know-how and good reputation. CEP's leading
position in the group insurance segment has been augmented by a
strong share of the individual insurance market, which is quickly
growing in France. Moreover, the group has developed a good
position in the French credit brokerage segment, with a 10% market
share.

The group profitability is strong. CEP's EBITDA margin was 50% in
December 2019. Moody's expects the EBITDA margin to remain strong
between 45% and 50% in the next couple of years despite the
economic downturn triggered by the coronavirus and development of
lines of businesses with lower margins, such as credit brokerage.
Furthermore, Moody's sees CEP's strong revenue and cash flow
resilience as one of its key strengths. This is due to the
long-term nature and periodic payments of loan insurance policies,
which provide CEP with a long-term stream of revenues, as well as
the multi-year agreements (from two to seven years) with a number
of large mortgage originators, whereby CEP intermediates all the
business from these counterparties' borrowers over several years.

The B1 rating of the senior secured first lien term loan B rating
vis-a-vis the Caa1 senior secured second lien term loan reflects
the subordination of the second lien to the first lien.

Outlook

The outlook of CEP is stable and reflects Moody's expectation that
CEP will maintain solid profitability and will reduce financial
leverage below 7x through EBITDA growth over the next two years. It
also reflects the group's solid liquidity profile.

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

Positive pressure on CEP's ratings could result in case of a
decrease in leverage as evidenced by an adjusted debt-to-EBITDA
ratio below 5.5x, or of a material increase in CEP's
diversification, geographically or by business line, without a
material reduction of the EBITDA margin.

Conversely, negative pressure on CEP's ratings could arise if the
adjusted debt-to-EBITDA were to remain consistently above 7x, if
the EBITDA margin were to fall below 30%, or if the liquidity
profile were to deteriorate.

Issuer: Hestia Holding

Assignments:

Long-term Corporate Family Rating, assigned B2

Probability of Default Rating, assigned B2-PD

Backed Senior Secured EUR50 million First Lien Revolving Credit
Facility, assigned B1

Backed Senior Secured EUR125 million Second Lien Term Loan,
assigned Caa1

Outlook Action:

Outlook assigned Stable

Issuer: Financiere Holding CEP (France)

Assignment:

Senior Secured EUR725 million First Lien Term Loan B, assigned B1

Outlook Action:

Outlook remains Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in June 2018.


HESTIA HOLDING: S&P Assigns Prelim. 'B' ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings assigned its 'B' preliminary long-term issuer
credit rating to U.K.-based private equity firm Bridgepoint has
acquired a majority share in French Insurance Broker CEP via Hestia
Holding SAS and the company's proposed EUR725 million of first-lien
term debt (with a '3' recovery rating); and its 'CCC+' issue rating
to the proposed second-lien facility (with a '6' recovery rating).

Hestia is a market leader in France's credit protection insurance
market.   S&P said, "In our view, the company's business risk
profile is supported by its No. 1 market position in France in both
its insurance and credit brokerage divisions with market shares of
25% and 10%, respectively. We view this leading position, strong
customer relationships, strong renewal rates, and above-average
margin generation to support our fair business risk assessment."

S&P said, "Constraining our assessment are the company's relatively
small scale, limited geographical scale, and high customer
concentration (albeit with minimal churn).  The company generates
over 80% of revenue from its insurance brokerage division, where it
has a high customer concentration on its group contracts. We
estimate that its top client generates nearly 50% of consolidated
revenue. This is tempered by customer stickiness being high,
because it would be complex and costly for banks to internalize
this service. While Hestia continues to diversify its business to
reduce this concentration with actions such as geographical
expansion outside of France to Italy, Spain, Germany, and Poland;
expanding its partnerships to more than 50 customers and changing
regulation from the Bourquin law, where we expect a continued
growth in individual insurance contracts. We do not expect to see a
material change in diversification in the medium term."

Hestia has adequate operating efficiency supported by its strong
EBITDA margins   The company's insurance brokerage division has
much higher margins than many rated professional services
companies. Hestia has sustained above-average margins even with a
change in product mix toward its credit brokerage services, which
remains lower than its other segments but a strategic segment,
given its strong cross-selling platform with its insurance
brokerage business. S&P said, "We expect the company will continue
to generate margins exceeding 50% from solid growth in insurance
brokerage, and will benefit from efficiencies of scale. We also
expect it will improve its credit brokerage business, moving this
to a more franchise based model. In addition, the company has good
working capital management, solid per unit metrics, and a modest
capital expenditure (capex) requirement to support our adequate
operating efficiency assessment."

S&P said, "We consider Hestia's capital structure highly leveraged
at closing.   Our assessment of the financial risk profile takes
into account the group's private-equity ownership and its tolerance
for high leverage. Following, the acquisition by Bridgepoint, we
anticipate S&P Global Ratings-adjusted debt to EBITDA of 7.2x for
year-end 2020. Bridgepoint management expects to provide equity in
the form of a shareholder loan and preference shares. We have
excluded these from our financial analysis, because we believe the
common-equity financing and the noncommon equity financing are
sufficiently aligned. We forecast adjust funds from operations
(FFO) to debt of about 5.9% in 2020 with improvement in the coming
years and solid free operating cash flow (FOCF). We expect S&P
Global Ratings-adjusted debt to EBITDA will decline to about 6.7x
by 2021. We continue to assess the company's free cash flow
generation as sound and project that growth in EBITDA and potential
debt repayments from excess cash flow will support gradual
deleveraging. We do not expect dividend payments in the medium
term, but expect management might seek tuck-in acquisitions, either
of which would put downward pressure on credit metrics.

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

"The stable outlook reflects our view that Hestia Holding will
continue to benefit from its existing backbook of contracts and we
expect continued new wins, because we expect the mortgage market to
remain relatively resilient in the coming years following the
initial impact from COVID-19. We expect the company will generate
resilient cash inflows owning to its long-term contracts with
minimal churn and strong adjusted EBITDA margins will be relatively
stable, at above 50% and positive FOCF in the coming 12 months."

Downside scenario

S&P could consider a negative rating action if:

-- FFO cash interest coverage declines below 2.0x or reported FOCF
turned negative. S&P expects this could happen due to a decline in
mortgage production in France, resulting in a weaker stream of new
commission; or underperforming European activities, which would
affect its credit brokerage activities;

-- The company sees a significant decline in operating margins and
a higher volatility in profitability due to an unfavorable business
mix and increased competition.

-- The group were to pursue shareholder friendly actions, such as
material dividend distributions or large debt-financed
acquisitions, given its highly leveraged structure.

Upside scenario

S&P said, "While we view an upgrade as unlikely in the near term
due to the high debt structure, we could consider an upgrade if the
company demonstrated a track record of improved credit metrics such
that adjusted debt to EBITDA approached about 5.0x and the group
maintained a financial policy consistent with a higher rating. We
would expect this from better operating conditions than we
currently forecast, leading to accelerated growth in adjusted
EBITDA and FFO-to-debt metrics above 10%."


JDP FURNITURE: Fails to Find Buyer, 281 Jobs Affected
-----------------------------------------------------
Phoebe Ram at NottinghamshireLive reports that hundreds of
employees at Long Eaton furniture firm JDP Furniture Group Limited
have been made redundant after attempts to find a buyer failed.

The company appointed FRP Advisory last month as administrators,
NottinghamshireLive relates.

According to NottinghamshireLive, the administrators for JDP
Furniture have now announced the closure of subsidiaries JDP Frames
Limited and Welbeck House Limited after they were unable to find a
buyer -- both are also based in Long Eaton.

As a result, the administrators have now permanently closed down
the companies and made 281 staff redundant, this includes a total
of 76 at JDP Frames and 205 at Welbeck House, NottinghamshireLive
notes.

Nathan Jones and John Lowe from specialist business advisory firm
FRP were appointed joint administrators to JDP Furniture Group
Limited and its subsidiaries on Thursday, April 2,
NottinghamshireLive discloses.

Due to the Covid-19 outbreak, all manufacturing operations had
ceased by March 25 across the group, NottinghamshireLive recounts.

Upon FRP's appointment, a marketing process was launched to find a
buyer for JDP Frames Limited and Welbeck House Limited,
NottinghamshireLive relays.

However, it has announced no acceptable offers were received to
maintain the businesses as going concerns, NottinghamshireLive
notes.

According to NottinghamshireLive, a handful of core staff have been
retained in the short term to assist the administrators in their
duties within each business.

JDP Furniture Group Limited, the holding company for the group, has
also been closed, NottinghamshireLive states.

A core team of staff has been retained in the short term to assist
with the orderly wind down of the Group, while a further nine staff
have been made redundant, NottinghamshireLive says.

Meanwhile, the administrators continue to progress interest in H&F
Upholstery, which trades as Arlo & Jacob, after acceptable offers
were made for the business, NottinghamshireLive notes.

A Company Voluntary Arrangement (CVA) is expected to be put to the
Creditors of Celebrity Motion Furniture Limited as the
administrators look to restructure the business and return control
to the directors, according to NottinghamshireLive.


MCMILLAN WILLIAMS: Taylor Rose Acquires Business in Pre-Pack Deal
-----------------------------------------------------------------
Business Sale reports that Croydon-based McMillan Williams
Solicitors (MSW) has been sold in a pre-pack administration deal to
consumer law firm Taylor Rose.

All 420 MSW staff will transfer as part of the deal, Business Sale
discloses.

Through the acquisition, Taylor Rose will become a top 75 UK law
firm, with 32 offices across the country and revenue of around
GBP45 million, Business Sale states.

The company encountered difficulties and was sued by a former
partner this year, Business Sale recounts.  The company appointed
Sean Bucknall -- sean.bucknall@quantuma.com -- and Andy Hosking
-- andrew.hosking@quantuma.com -- of business advisory firm
Quantuma as joint administrators, Business Sale relates.

According to Business Sale, Mr. Bucknall said: "Historic debt and
limited headroom within existing facilities has meant that MW were
unable to secure additional working capital to weather the current
economic climate.  The sale to Taylor Rose provides the best
possible outcome for the firm and its creditors as well as
protecting clients’ interests, preserving hundreds of jobs and
creating a strong combined brand."

Founded in 1983 and co-incorporated in 2013, MSW was a
fast-growing, multi-discipline business.  It provided legal aid,
private client, clinical negligence and personal injury claims
services.  In 2015, it received a GBP5 million investment from
growth fund BGF and, to the year ending April 2019, it registered
turnover of more than GBP30 million.


SYNLAB BONDCO: Fitch Affirms B+ Rating on Sr. Secured Debt
----------------------------------------------------------
Fitch Ratings has affirmed Synlab Bondco PLC's (Synlab) senior
secured debt at 'B+'/'RR3' following completion of its
refinancing.

The 'B' IDR of Synlab remains materially constrained by its
aggressive leverage profile and financial policies. These
weaknesses are balanced by the defensive nature of the company's
routine medical-testing business model. Fitch expects the current
COVID-19 crisis to have a moderately negative impact on 2020
financials as reduced routine-testing will only be partly
compensated by new business from COVID-19 testing. With the easing
of the pandemic restrictions Fitch expects a restoration of
routine-testing post 2020 and therefore do not see the pandemic
having a lasting impact on Synlab's credit profile.

The Stable Outlook reflects the outcome of the refinancing with
extension of the debt maturities of Synlab's revolving credit
facility (RCF) by two years to July 2023, senior secured term loan
B (TLB) to July 2024 and senior secured notes (SSN) to July 2025.
It also reflects expected deleveraging to below 8.0x post-2020 on a
funds from operations (FFO)-adjusted gross basis (excluding the
isolated impact of COVID-19 in 2020).

Fitch has withdrawn the senior secured bond rating for the EUR940
million notes due July 2022 following their full early redemption
at refinancing.

KEY RATING DRIVERS

Refinancing Addressed: Synlab has addressed its refinancing risks
with the extension of the super senior RCF by two years to July
2023, the TLB to July 2024 and the SSN to July 2025. Fitch views
the residual amount of EUR76 million remaining under the TLB due in
July 2022 as manageable. Based on the cost of extended and new debt
Synlab's FFO fixed charge cover will remain at around 2.0x through
2023, supporting the Stable Outlook.

Negative Impact from COVID-19 in 2020: The lockdown has led to a
significant loss of business volumes related to routine-testing,
which could not be fully compensated by new coronavirus tests.
Fitch has factored in a revenue decline and a slightly lower EBITDA
margin of 16% (Fitch defined, pre-IFRS 16) for 2020. This is,
however, somewhat offset by Synlab's flexibility over non-essential
capex and M&A, which Fitch assumed will be scaled back to around
EUR60 million and EUR50 million respectively, while Fitch does not
anticipate excessive movements in trading working capital. With the
return of routine medical tests to normal volumes post-2020 Fitch
sees no lasting impact of the pandemic on Synlab's credit profile.

Permanently High Leverage: Synlab's permanently elevated
FFO-adjusted gross leverage of around 9.0x in 2019 (2018: 8.6x)
casts some doubts over the company's intentions to pursue a less
aggressive financial policy. As Fitch estimates the pandemic will
temporarily weaken Synlab's EBITDA and operating profitability in
2020, gross leverage will likely remain at 9.0x in 2020, leading to
rather high refinancing risks for its rating over the longer-term.

Strengthening Cash Flows: Synlab's rating is supported by a record
of steadily improving cash flow generation on the back of organic
and acquisitive growth and stable operating margins. With a
positive momentum in free cash flow (FCF) generation since 2018,
Fitch projects Synlab will maintain mid-single digit FCF margins,
which should help mitigate excessive financial leverage.

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

DERIVATION SUMMARY

Synlab is the largest lab-testing company in Europe, twice the size
of its nearest competitor, Sonic Healthcare. Its operations consist
of a network of around 500 laboratories across some 40 countries,
providing good geographical diversification and limited exposure to
a single healthcare system. Its sustainable EBITDA margin at around
18% (Fitch-defined, pre-IFRS 16) slightly lags behind European
industry peers', due to its exposure to the German market with
structurally lower profitability. The lab-testing market in Europe
has attracted significant private-equity investment, leading to
highly leveraged financial profiles. Synlab is highly geared for
its rating with FFO-adjusted gross leverage at around 9.0x in 2019
being the key rating constraint.

At the same time, as with other sector peers, such as CAB Societe
d'excercice liberal par actions simplifiee (B/Negative) and Cerba,
Synlab benefits from a defensive and stable business model given
the infrastructure-like nature of lab-testing services. Fitch
therefore projects that Synlab will be able to generate sustainably
positive FCF.

KEY ASSUMPTIONS

  - Organic sales decline in 2020 due to COVID-19, before
    recovering to low- to mid-single digit organic growth in
    key markets;

  - EBITDA margin (Fitch-defined) at 16% in 2020 due to COVID-19,
    and at around 18% in 2021-2024;

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

  - Around EUR50 million of bolt-on acquisitions in 2020 on
    slower M&A activity due to COVID-19, up to EUR150 million
    per annum up to 2024, funded by debt drawdowns and internal
    cash flows;

  - Capex temporarily reduced to 3% of sales in 2020 given
    coronavirus-related freeze of non-essential capex, and 4%
    of revenue 2021-2024;

  - Satisfactory FCF generation of 4%-4.5% over the next
    four years; and

  - No dividends.

Recovery Assumptions:

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

Fitch has assumed a 10% administrative claim.

Synlab's GC EBITDA of around EUR300 million is an estimate of
post-restructuring EBITDA. At this level of EBITDA Synlab would be
FCF-neutral, i.e. generate the minimum level of cash required to
remain a GC post-distress. The post-restructuring EBITDA could be
achieved as a result of the corrective measures to stabilise
organic operations with a sufficiently invested lab network and to
allow for timely debt service. Distress could come as a result of
adverse regulatory changes, and an aggressive and poorly executed
M&A strategy leading to an unsustainable capital structure.

The distressed EV/EBITDA multiple of 6x reflects Synlab's
geographic breadth and scale as European lab-testing market leader
and with cash-generative operations. This compares with the
EV/EBITDA multiple of 9x-11x for smaller targets that are being
acquired in the sector.

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

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

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

RATING SENSITIVITIES

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

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

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

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

  - FFO-adjusted gross leverage above 8.0x beyond 2020 (2019: 8.8x)
or FFO fixed-charge coverage at less than 1.5x (2019: 2.0x) for a
sustained period (both adjusted for acquisitions);

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

  - Absence of or negative like-for-like sales growth or inability
to extract synergies, integrate acquisitions or other operational
challenges leading to EBITDA margin declining to below 17%.

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Organic liquidity is satisfactory, with a
cash position of EUR209 million at end-2019. Fitch expects this
cash, along with around EUR80 million-EUR100 million in projected
annual FCF, will be used for bolt-on M&A estimated at EUR150
million per year (except for 2020 when Fitch assumes lower M&A of
EUR50 million due to COVID-19). With this internal cash generation
and discretionary M&A Fitch projects year-end cash balances of at
least EUR100 million from 2020 onwards, assuming debt maturities
related to the remaining part of TLB and senior notes due 2022 and
2023 respectively are extended.

Synlab has successfully completed its refinancing in volatile
market conditions. Following the refinancing, it has a diversified
funding structure and an improved debt maturity profile, with main
debt maturities now due in 2023-2026. The RCF remains drawn at
EUR219 million, but Fitch believes this debt may be repaid by
end-2020, given its large cash position and positive underlying FCF
generation.

ESG CONSIDERATIONS

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

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


TRAFFORD CENTRE: Fitch Corrects April 6 Press Release
-----------------------------------------------------
Fitch Ratings replaced a ratings release on Intu Metrocentre
Finance plc and The Trafford Centre Finance Limited (TCF) published
on April 6, 2020 to correct the name of the obligor for the bonds.

The amended ratings release is as follows:

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

RATING ACTIONS

- Intu Metrocentre Finance plc
  
Fixed Rated Notes XS0994934965; LT BBsf; Downgraded

- The Trafford Centre Finance Ltd  

Class A2 Notes XS0108039776;    LT AA+sf; Downgraded

Class A3 Notes XS0222488396;    LT AA+sf; Downgraded

Class B Notes XS0108043968;     LT Asf;   Downgraded

Class B2 Notes XS0222489014;    LT Asf;   Downgraded

Class B3 notes XS1031629808;    LT Asf;   Downgraded

Class D1(N) Notes XS0222489873; LT BB+sf; Downgraded

Class D2 Notes XS0108046474;    LT BB+sf; Downgraded

Class D3 notes XS1031633313;    LT BB+sf; Downgraded

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 securitisation of a GBP485 million interest-only fixed
rate commercial mortgage loan secured by intu Metrocentre, a
super-regional shopping centre 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 securitisation of a GBP691 million fixed rate commercial
mortgage loan secured on intu Trafford Centre, a super-regional
shopping centre in the north-west of England, four miles west of
Manchester city centre. The long-dated loan financing is tranched
into three series, with a combination of bullets and scheduled
amortisation 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 centres 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 noted. 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 behaviour 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: 11.2%

'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%

ESG CONSIDERATIONS

Intu Metrocentre Finance plc has an ESG Relevance Score of 4 for
exposure to social impacts due to the sustained structural shift in
secular preferences affecting consumer trends, which has a negative
impact on the credit profile, and is relevant to the rating in
conjunction with other factors.

Except for the matters discussed, the highest level of ESG credit
relevance, if present, is a score of 3. 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.


ZELLIS HOLDINGS: Bank Debt Trades at 37% Discount
-------------------------------------------------
Participations in a syndicated loan under which Zellis Holdings Ltd
is a borrower were trading in the secondary market around 64
cents-on-the-dollar during the week ended Fri., May 15, 2020,
according to Bloomberg's Evaluated Pricing service data.  The bank
debt traded around 84 cents-on-the-dollar for the week ended May 8,
2020.

The GBP260.0 million facility is a Term loan.  The facility is
scheduled to mature on December 5, 2024.   As of May 15, 2020, the
amount is fully drawn and outstanding.

The Company's country of domicile is Britain.

[*] S&P Lowers Ratings on 6 European Airlines Amid Pandemic
-----------------------------------------------------------
S&P Global Ratings lowered its ratings on six European airlines
following previous downgrades and CreditWatch placements in the
industry on March 20, 2020.

More specifically, S&P lowered to 'BB' from 'BBB-' and assigned
negative outlooks to its long-term ratings on:

-- International Consolidated Airlines Group, S.A. (IAG). S&P also
lowered its issue rating on IAG's unsecured debt to 'BB' from
'BBB-' and assigned a '3' recovery rating (rounded recovery
estimate: 65%).

-- British Airways PLC (BA). S&P has also lowered its issue
ratings on BA's 2019-1 Class AA enhanced equipment trust
certificates (EETCs) to 'A+' from 'AA-' and its ratings on the
2019-1 Class A EETCs to 'BBB' from 'BBB+'. S&P has affirmed its
issue ratings on BA's 2013-1 Class A and Class B EETCs at 'A' and
'A-, respectively.

S&P lowered by one notch its long-term ratings on:

-- Air Baltic Corp. AS and its unsecured debt to 'B' from 'B+'.

-- Deutsche Lufthansa AG to 'BB+' from 'BBB-'. Additionally, S&P
lowered its short-term rating to 'B' from 'A-3' to bring it in line
with the long-term rating and remove it from CreditWatch negative.
S&P assigned a 'BB+' issue rating and '3' recovery rating (rounded
recovery estimate of 65%) to Lufthansa's senior unsecured debt. At
the same time, S&P lowered its issue rating on its junior
subordinated debt (hybrid bond) to 'B' from 'BB'.

-- easyJet PLC and its unsecured debt to 'BBB-' from 'BBB'.

-- Transportes Aereos Portugueses, SGPS, S.A. (TAP Air Portugal)
and its core operating subsidiary Transportes Aereos Portugueses,
S.A. to 'B-' from 'B'. S&P also lowered its issue rating on the
airline's unsecured debt to 'B-' from 'B'. The recovery rating
remains at '4' (rounded recovery estimate of 45%).

S&P's long-term issuer credit and issue ratings on these four
airlines remain on CreditWatch with negative implications.

S&P has affirmed its 'B' long-term ratings on Turk Hava Yollari
A.O. (Turkish Airlines) and assigned a negative outlook. S&P has
also lowered its issue rating on THY's 2015-1 Class A EETCs to
'BB-' from 'BB'.

At the same time, S&P has kept on CreditWatch negative all its
ratings on:

-- Ryanair Holdings PLC (BBB/Watch Neg/--)

SAS AB (B/Watch Neg/--)

The COVID-19 pandemic is still threatening the credit quality of
European airlines, posing serious challenges for the global
aviation industry as a whole.  Actions to contain the pandemic,
including government-imposed social-distancing measures, travel
restrictions, and stay-at-home orders, have suddenly and sharply
reduced global demand for air travel. S&P said, "We think global
air passenger traffic could drop by 50% in 2020, and by 55% in
Europe, which is approximately in line with the most recent
forecasts by the International Air Transport Association (IATA).
For 2021, we believe passenger volumes could remain up to 30% below
2019 levels, both globally and in Europe, and we don't expect air
traffic to rebound to pre-pandemic levels before 2023." Recovery
will also be influenced by how airlines restructure and downsize
their fleets to meet lower demand. Although a vaccine may
ultimately protect populations, the risk of renewed outbreaks over
the next 12-18 months is real and will likely make governments
hesitant about lifting international travel restrictions. China,
for instance, has prohibited the re-entry of foreigners and
requires mandatory quarantine measures for Beijing.

Air traffic across Europe has been at unprecedented lows over the
past two months, and the macroeconomic outlook has further
deteriorated.   S&P now forecasts a global recession this year,
with GDP growth falling 2.4% in 2020 before rebounding to 5.9% in
2021, with the eurozone contracting 7.3% and recovering with 5.6%
growth. Most European airlines have temporarily grounded almost all
of their aircraft until at least the end of June 2020, although
some have announced it will take longer for their operations to
begin in earnest. S&P thinks domestic travel will increase before
international travel, since international borders will take longer
to open up. The revenue shortfall and fixed operating costs, only
partly offset by strict cost-cutting measures and deferral or
suspension of discretionary spending, will compress earnings and
cash flows, resulting in weaker credit metrics for European
airlines we rate in 2020 and 2021 than it previously forecast.

Airlines that can radically cut costs and investments, minimize
negative free cash flow, retain uninterrupted excess to external
funding, or benefit from government support are more likely to
survive.   S&P believes airlines that were not previously lean from
a cost perspective may be overwhelmed by the challenges of
COVID-19. Several weaker airlines may not be able to cope with the
consequences and follow Flybe, Virgin Australia, and most recently
Avianca, which all collapsed in recent months. Most European
airlines report that 40%-50% of their operating costs are fixed.
Clearly, fuel costs have dropped significantly since the COVID-19
outbreak and are typically considered 100% variable. However,
unlike most (but not all) of their U.S. peers, the majority of
European airlines have extensive hedging programs and, depending on
the types of hedges used, settling existing fuel hedges at
pre-agreed terms could be extremely expensive. S&P said, "Many
players have reported large ineffective fuel hedge losses, which we
include as an operating cost in our calculation of EBITDA. Landing
fees and enroute charges are typically 100% variable, while 60%-80%
of handling/catering, maintenance, repair, and overhaul or
engineering expenses are flexible. Staff costs have shown somewhat
more flexibility than we previously anticipated, thanks to
governments' employee furlough schemes; airlines have also recently
announced redundancies."

The expected decline in cash flow generation will weigh on
liquidity profiles.   Furthermore, unearned revenue liabilities are
typically high for airlines because they sell tickets in advance. A
high proportion of cash refunds being paid out in a matter of
months would strain liquidity. S&P understands that many customers
have opted for re-bookings or vouchers, so cash refunds have been
fairly modest since the coronavirus outbreak began. Nevertheless,
the risk that refund requests accelerate remains, in particular as
long as fleets are grounded. Since national airlines remain
important for a country's global connectivity, tourism, employment,
and business development, European governments have granted support
to domestic airlines or are currently negotiating various potential
support measures to help them through this difficult period. These
include employee-furlough schemes through state-backed loans that
will boost liquidity but result in higher leverage and weaker
ratios, as well as equity participations or capital injections. S&P
notes that EU rules typically restrict such state support because
it distorts market competition. However, a temporary framework has
been put in place to accommodate measures to counteract the
economic effects of this serious disruption.

Long-term prospects for the European airline industry remain bleak.
  The marked deterioration in Europe's macroeconomic outlook, and
the likelihood that social distancing measures will continue for a
sustained period, mean that a complete recovery of the airline
industry is highly uncertain. There has been much industry
speculation regarding structural changes to the industry that may
occur as a result of the COVID-19 pandemic:

-- Social distancing may require less crowded security checks,
shorter queues, and changes to aircraft seating configuration,
together with heightened health and sanitation measures.

-- Airlines have dramatically deferred the purchase of new
aircraft and we will see reduced fleet sizes.

-- Industry consolidation is likely in the medium term as weaker
airlines fail.

-- The mix of business and leisure travellers could change. More
lucrative business travel may decline if employees get used to
remote working and working habits evolve.

A critical element to the industry's recovery will be international
coordination on rules and restrictions, including in case of a
resurgence of the new coronavirus. This is particularly challenging
because the pandemic and related lockdowns are not proceeding
simultaneously around the world. Restoring consumer confidence will
therefore take time. S&P said, "However, we believe that commercial
air travel--still the fastest, most affordable way to move people
globally--will remain the preferred (and in many cases only viable)
mode of transport for long journeys. One in 10 jobs are linked to
tourism, which accounts for 10% of global GDP. Hence we don't
anticipate a secular change in the aviation industry, even though
the implications of pandemics make it more vulnerable."

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."

At the moment, our base-case scenario for the European airline
industry factors in these assumptions:

-- Passenger revenue declines of 50%-55% in 2020 compared with
last year, recovering somewhat in 2021 to about 30% below 2019
numbers. Capacity (available seat miles or kilometers) will
decrease less than passenger numbers because it is difficult for
airlines to reduce flights to the lower traffic levels while
maintaining a viable flight schedule.

-- Average ticket price declines by a low-to-mid-single digit
percent due to expected overcapacity on long- and short-haul
routes, fierce competition, and lower average oil prices. We
believe airlines will accept lower yields to fill seats.
Fuel costs linked to our revised oil price assumptions for airlines
that don't hedge fuel consumption, but adjusted for hedging
arrangements for those airlines where applicable. We forecast a
significant drop in crude oil prices to $30 per barrel (/bbl) for
the rest of 2020 versus $64/bbl on average in 2019, followed by a
rise to $50/bbl in 2021. We include losses on ineffective fuel
hedges in our calculation of adjusted EBITDA. We also factor in
severe capacity adjustments because of fewer flights.

-- Partly flexible staff costs after airlines' announced
redundancies and use of government-funded furloughing schemes.

-- EBITDA at best breaking even in 2020, and likely turning
negative for many operators before rebounding in 2021, but staying
about 40% below the 2019 level. We factor in (1) up to 50% of total
costs could be variable under the harshest cost-cutting measures,
(2) a structural cut in staff and salaries, and (3) significant
benefit from lower jet fuel prices, particularly in 2021.

-- A significant reduction or deferral of capital expenditure
(capex).

-- Suspension of dividends and share buybacks.

Given risks to an eventual recovery, effective liquidity management
will remain crucial.   The timing of a recovery is uncertain, but
we currently assume that the first quarter of the calendar year
will be affected only by a much-weaker March, with the second
quarter being the toughest for airline operators due to large
operating losses. We assume that the third quarter will see a slow
increase in air traffic, especially during the crucial summer
period, and that in the fourth quarter about 50% of capacity will
be back in operation. The recovery could be delayed however,
particularly if the economic recession drags on and there is a
second wave of infections, further pressuring companies' credit
metrics. We anticipate negative free operating cash flow (FOCF),
even after likely deferrals of aircraft delivery. Aggravating this
is working capital requirements, which could escalate because of an
increase in customers' requests for refunds (in particular if
planes stay grounded) or if bookings remain at unprecedented lows.
As such, we expect airlines' immediate focus will be on protecting
their liquidity positions in the short term, which might include
obtaining some form of government support.

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

-- Health and safety

International Consolidated Airlines Group S.A. (IAG)
Primary analyst: Izabela Listowska

S&P said, "Our downgrade reflects that, although IAG is executing
measures to mitigate the collapse in air travel demand in recent
months, we expect this won't fully compensate for the sharp drop in
revenue. IAG has implemented cost-cutting, operating efficiency
initiatives, and drastic capacity reductions, among others, and
should benefit from a lower fuel bill (forecast at EUR4.4 billion
in 2020 versus EUR6 billion in 2019). This includes losses from
ineffective fuel hedges, which we treat as operating expenses and
were caused by lower fuel prices, and an over-hedged fuel position
after a significant cut in capacity.

"Still, we estimate that IAG's adjusted EBITDA will be negative in
2020, which is considerably weaker than EUR5.4 billion in 2019 and
our March 2020 forecast of EUR2.0 billion. This, aggravated by
working capital requirements, which could be material because of
potentially higher ticket refunds or sluggish bookings, will result
in significantly negative free operating cash flows and an
accumulation of debt. We forecast IAG's S&P Global Ratings-adjusted
debt will double by year-end 2020 to about EUR15 billion versus
2019. Substantial deferrals or cuts of capital expenditure (capex)
for new planes and other discretionary projects to EUR3.0 billion
from the previously scheduled EUR4.2 billion, and suspension of
shareholder returns, will only moderately offset this surge in
adjusted debt. This is why we have revised downward our assessment
of IAG's financial risk profile to aggressive from intermediate.

"We envisage IAG's financial performance improving in 2021, with
adjusted EBITDA rising to EUR3.0 billion-EUR3.5 billion, and
adjusted FFO to debt rebounding to 15%-20% but staying far below
the 2019 level of 65%. For these forecasts, we assume passenger
traffic will start recovering later this year, benefits from
structural cost-cutting measures and lower jet fuel price will feed
through, and the airline's net debt will start reducing.
Nevertheless, low visibility on the evolution of the COVID-19
pandemic and recessionary trends means our forecasts are subject to
significant risks.

"Although we factor into our analysis expected financial results
for 2020, particularly regarding debt and liquidity, IAG's credit
metrics for 2020 are less meaningful to our assessment of financial
risk. Because we believe IAG's liquidity and other characteristics
should help it navigate through this difficult year, we focus
mostly on expected 2021 credit ratios (capturing the significant
amount of debt accumulated during 2020). This approach best
reflects the airline's cash flow/leverage profile in our analytical
judgment, assuming that air travel starts to recover late in 2020.

"IAG's liquidity remains strong despite the expected significantly
negative FOCF in 2020. Considering several funding arrangements
completed so far this year, we expect liquidity sources to exceed
uses by more than 1.7x in the 12 months started March 31, 2020, and
by more than 1.5x in the following 12 months, assuming strict capex
control, ticket refunds of up to 50% of a EUR5.4 billion liability
from deferred revenue on ticket sales as of Dec. 31, 2019,
uninterrupted access to new aircraft funding, and no dividends. IAG
had available cash, cash equivalents, and interest-bearing deposits
of EUR6.4 billion as of Dec. 31, 2019. In addition, undrawn general
and committed aircraft-backed financing facilities maturing beyond
12 months amounted to EUR3.6 billion, resulting in total liquidity
of EUR10 billion. Debt maturities are well distributed, with the
first large debt maturing in 2022 when a EUR500 million bond is
due. The group has no maintenance financial covenants in the
documentation for its outstanding debt.

"Our rating on IAG's senior unsecured debt is now at 'BB'. We
assigned a recovery rating because we no longer rate the company in
the investment-grade category. The '3' recovery rating indicates
our expectation that lenders would receive meaningful recovery
(50%-70%; rounded estimate: 65%) of the principal in the event of a
payment default."

Outlook

S&P said, "The negative outlook reflects our view that IAG's
financial metrics will be under considerable pressure in the next
few quarters in the difficult environment. In addition, there is
high uncertainty regarding the pandemic and economic recession, and
their impact on air traffic demand and IAG's financial position and
liquidity.

"While we currently don't see liquidity as a near-term risk, we
would lower the rating by at least one notch if management's
proactive actions to cut operating costs and capital investments,
and raise additional funds, are insufficient to preserve at least
adequate liquidity, such that sources exceed uses by more than 1.2x
in the coming 12 months. A downgrade would also likely follow if we
expect that adjusted FFO to debt won't recover to at least 12% over
2021. This could occur if the pandemic cannot be contained,
resulting in prolonged lockdowns and travel restrictions, or
passengers remain reluctant to book flights. We could also lower
the rating if industry fundamentals weaken significantly and for a
sustained period, impairing IAG's competitive position and
profitability.

"To revise the outlook to stable, we would need to be confident
that demand conditions are normalizing and the recovery is robust
enough to enable IAG to partly restore its financial strength, such
as adjusted FFO to debt increasing sustainably to at least 12%,
alongside a stable liquidity position. We would expect this to be
further underpinned by prudent capital spending and shareholder
returns."

British Airways PLC
Primary analyst: Frank Siu

S&P said, "Our downgrade reflects that although British Airways
(BA) is executing measures to mitigate the collapse in air travel
demand in recent months, we expect this won't fully compensate for
the sharp drop in revenue. BA has implemented cost-cutting,
operating efficiency initiatives, and drastic capacity reductions,
among others.

"We estimate that BA's adjusted EBITDA will turn negative in 2020
from positive GBP3.1 billion in 2019. This includes a large amount
of ineffective hedging losses caused by the sharply declined fuel
prices and an over-hedged fuel position as BA cuts capacity
significantly. EBITDA shortfall, aggravated by working capital
requirements, which could be material because of still-low bookings
or potentially higher ticket refunds, will result in significantly
negative FOCF and debt accumulation. This is why we have revised
downward our assessment of BA's financial risk profile to
aggressive from significant, while removing the one-notch
adjustment for a positive result under our comparable rating
analysis.

"We envisage BA's financial performance will improve in 2021, with
adjusted FFO to debt potentially recovering toward 15%-20%, which
is still significantly below the 70% posted in 2019. For these
forecasts, we assume passenger traffic will start recovering later
this year, benefits from structural cost-cutting measures and lower
jet fuel price will feed through, and the airline's net debt will
start reducing. Nevertheless, low visibility on the evolution of
the COVID-19 pandemic and recessionary trends means our forecasts
are subject to significant risks.

"Although we factor estimates for 2020 into our analysis,
particularly regarding debt and liquidity, BA's credit metrics for
2020 are less meaningful to our assessment of financial risk.
Because we believe BA's liquidity and other characteristics should
help it navigate through this difficult year, we focus mostly on
expected 2021 credit ratios (capturing the significant amount of
debt accumulated during 2020). This approach best reflects the
airline's cash flow/leverage profile in our analytical judgment,
assuming that air travel starts to recover late in 2020.

"We revised downward our liquidity assessment to adequate from
strong mainly because we anticipate significantly negative FOCF in
2020. We expect liquidity sources to exceed uses by over 1.2x this
year. BA's available cash, cash equivalents, and interest-bearing
deposits totaled GBP2.6 billion at the start of 2020. Combined with
about GBP1.6 billion equivalent of general and committed
aircraft-backed financing facilities, and a GBP300 million COVID-19
Corporate Financing Facility from Bank of England, BA should have
sufficient liquidity to cover cash needs this year.

"As the largest airline owned by IAG, we consider BA integral to
the group's overall strategy. Although there is no firm commitment
from IAG, we believe that IAG is likely to support BA under any
foreseeable circumstances and that BA will remain a core subsidiary
of the group. As such, we equalize our issuer credit rating on BA
with that on IAG, which is one notch above BA's 'bb-' stand-alone
credit profile (SACP) after the downgrade."

Enhanced Equipment Trust Certificates

S&P said, "Despite our downgrade of BA, we did not lower our
ratings on the 2013-1 Class A and Class B EETCs, for several
reasons. In the case of the Class A instruments, the rating was
previously constrained by our rating on the liquidity provider.
Accordingly, the rating would have been higher, based on other
characteristics of the certificates, if the liquidity provider was
rated higher. Second, our expectation of collateral coverage is
slightly less stringent for speculative-grade airlines than for
investment-grade airlines, since the former are more likely to
become insolvent in stressful conditions. Therefore, BA's
transition to speculative grade offsets one of the two downgrade
triggers for both classes of certificates in our collateral
analysis. The remaining downgrade pressure for the Class B
certificates is offset by the improving loan-to-value ratio as the
certificates approach their maturity on June 20, 2020, with only $9
million currently outstanding. For the Class A certificates, we now
assign two notches in our analysis for affirmation credit (that is,
the likelihood that BA would reorganize if it became insolvent and
choose to keep paying on these certificates to maintain use of the
collateral aircraft) and four notches for collateral credit (the
likelihood that repossession and sale of the aircraft collateral
would be sufficient to repay the certificates and accrued
interest). For the Class B certificates, we assign one notch of
affirmation credit and four notches of collateral credit.

"We lowered our ratings on the 2019-1 Class AA and Class A
certificates by one notch rather than two, because of the effect on
our collateral analysis of BA's transition to speculative grade
from investment grade, described above. In the case of the Class AA
certificates, we now assign three notches of affirmation credit and
four notches of collateral credit. For the Class A certificates we
now assign two notches of affirmation credit and one notch of
collateral credit."

Outlook

S&P said, "The negative outlook on BA is in line with that on IAG.
In our view, IAG's financial metrics will be under considerable
pressure over the next few quarters in the difficult environment.
In addition, there is high uncertainty regarding the pandemic and
economic recession, and their impact on air traffic demand and
IAG's financial position and liquidity.

"While we currently don't see liquidity as a near-term risk, we
would lower the rating by at least one notch if management's
proactive actions to cut operating costs and capital investments,
and raise additional funds, are insufficient to preserve at least
adequate liquidity, such that sources exceed uses by more than 1.2x
in the upcoming 12 months. A downgrade would also likely follow if
we expect that adjusted FFO to debt won't recover to at least 12%
over 2021. This could occur if the pandemic cannot be contained,
resulting in prolonged lockdowns and travel restrictions, or
passengers remain reluctant to book flights. We could also lower
the rating if industry fundamentals weaken significantly and for a
sustained period, impairing IAG's competitive position and
profitability.

"To revise the outlook to stable, we would need to be confident
that demand conditions are normalizing and the recovery is robust
enough to enable IAG to partly restore its financial strength, such
as adjusted FFO to debt increasing sustainably to at least 12%,
alongside a stable liquidity position. We would expect this to be
further underpinned by prudent capital spending and shareholder
returns."

Air Baltic Corporation AS
Primary analyst: Aliaksandra Vashkevich

S&P said, "Our downgrade of Air Baltic, Latvia's national carrier,
reflects the airline's weakening cash flow generation and mounting
liquidity risk. We have revised our assessment of Air Baltic's SACP
to 'ccc+' from 'b-' because, in our view, the airline is currently
vulnerable and dependent on sufficient and timely support from the
Latvian government to meet its short-term financial commitments.

"We expect Air Baltic to report a shortfall in EBITDA in 2020 as
the pandemic continues constraining air traffic. Air Baltic has
cancelled up to 50% of its planned flights until November 2020 and
postponed the launch of new routes for this summer season. The
airline is currently undertaking multiple cost-savings measures,
such as staff redundancies (of nearly 700 employees), reductions in
capex (especially for growth), and early retirement of older
aircraft. Compared with its European peers, Air Baltic has had low
fuel hedges--up to 40% of the expected fuel consumption--which
should benefit the airline once flights resume, taking into
consideration the drop in crude oil prices. However, we do not
expect cost-savings measures to be sufficient to offset the sharp
decline in air traffic demand. That said, we forecast negative
adjusted EBITDA for 2020, and don't expect it will improve to the
2019 level of about EUR102 million until 2022. Our adjusted debt to
EBITDA ratio is likely to significantly exceed the 2019 level of
8.0x, absent government measures to restore the airline's
capitalization."

Air Baltic's majority shareholder, the Latvian government, has
recently announced that it has approved an equity injection of
EUR250 million for the airline, which is still subject to approval
by the European Commission. The aid is expected to come in three
tranches, with most of it expected this year. If the aid is
approved, the government's share in Air Baltic will increase to 91%
from about 80% at present.

S&P said, "Given that state aid hasn't yet been approved, we do not
factor it into our base-case forecast or liquidity calculation.
Therefore, we currently view Air Baltic's liquidity as weak, versus
less than adequate after our assessment in March 2020. We estimate
the airline had about EUR100 million in cash on hand as of March
31, 2020, which, considering the expected negative operating cash
flows would not be sufficient to cover its upcoming lease payments
and minimal capex needs over the next 12 months."

CreditWatch

S&P said, "We've kept the ratings on CreditWatch with negative
implications to indicate that we could lower them further. We
expect to resolve the CreditWatch as we gain more clarity on
whether the proposed equity injection from the Latvian government
will go ahead. Government funding in a form other than equity would
underpin Air Baltic's currently unsustainable capital structure,
which is already highly leveraged. We note that the documentation
for the airline's outstanding EUR200 million senior unsecured notes
has a covenant limiting the additional incurrence of debt of a
significant amount."

Deutsche Lufthansa AG
Primary analyst: Aliaksandra Vashkevich

S&P said, "For our base-case forecasts, we assume that Lufthansa
will obtain a state aid package amounting to EUR9 billion under the
Federal Economic Stabilization Fund. We understand the state aid is
in the final stages of negotiation with the German government and
is subject to approval from the European Commission. We also
understand it includes silent participation and a secured loan, and
a minority stake in Lufthansa by the German government is also
being considered.

"Taking into account the anticipated close involvement of the
German government, we now consider Lufthansa to be a
government-related entity (GRE). Beyond the stabilization package,
we see a moderate likelihood of extraordinary support for Lufthansa
from the German government in a potential stress scenario. This
translates into one notch of uplift from the airline's SACP, which
we have reassessed to 'bb' from 'bbb-'. We base our view on our
assessment of Lufthansa's important role for, and limited link
with, the German government.

"We revised our SACP assessment downward because, although
Lufthansa is taking steps to mitigate the collapse in air travel
demand in recent months, we expect this won't fully compensate for
the sharp drop in revenue. In our view, Lufthansa's financial risk
profile has deteriorated to the aggressive category, compared with
significant in our previous review. Lufthansa has implemented
cost-cutting, operating efficiency initiatives, and drastic
capacity reductions, among others, and should benefit from lower
fuel expenses (forecast at EUR3.0 billion-EUR3.5 billion in 2020
versus EUR6.7 billion in 2019). This is despite losses from
ineffective fuel hedges (included in the fuel bill forecast) caused
by lower fuel prices, and an over-hedged fuel position (after a
significant cut in capacity), which we treat as an operating cost.
We forecast negative adjusted EBITDA in 2020, which is considerably
weaker than EUR4.7 billion of EBITDA in 2019 and our previous March
2020 base case of EUR2.4 billion. This, aggravated by working
capital requirements, which could be material because of
potentially higher ticket refunds or sluggish bookings, and partly
offset by deferral of capex for new planes and maintenance, and
suspension of dividends, will result in significantly negative
FOCF. However, the expected EUR9 billion recapitalization package
from the German government--comprising instruments that we could
treat as equity after reviewing the final documentation--should
help curb an accumulation of debt and support credit measures.

"We envisage Lufthansa's operating performance improving in 2021,
with adjusted EBITDA rising to EUR2.5 billion-EUR3.0 billion and
adjusted FFO to debt rebounding but remaining well below its 2019
level of 32%. For these forecasts, we assume passenger traffic will
start recovering later this year, benefits from structural
cost-cutting measures and lower jet fuel price will feed through,
and the airline's capital structure will be enhanced by an
equity-like capital injection from the state. Nevertheless, low
visibility on the evolution of the COVID-19 pandemic and
recessionary trends means our forecasts are subject to significant
risks.

"Although we factor into our analysis expected financial results
for 2020, particularly regarding capital structure, debt leverage,
and liquidity, Lufthansa's credit metrics for 2020 are less
meaningful to our assessment of financial risk. Because we believe
that the state aid package will substantially enhance the airline's
capacity to navigate through this difficult year, we focus mostly
on expected 2021 credit ratios. This approach best reflects the
airline's cash flow/leverage profile in our analytical judgment,
assuming that air travel starts to recover late in 2020.

"Factoring in the expected EUR9 billion state aid package from the
German government and CHF1.5 billion loan guaranteed by the Swiss
government, we expect Lufthansa's liquidity to remain adequate,
with liquidity sources exceeding uses by more than 1.2x in the 24
months started March 31, 2020. As of that date, Lufthansa had
liquidity of about EUR4.4 billion, including fully drawn credit
lines. This compared with short-term debt of EUR1.0 billion, capex
needs below EUR2.0 billion, and operating cash flow after operating
lease payments that we forecast will be negative EUR1.0
billion-EUR1.5 billion, assuming ticket refunds of up to 50% of
liabilities from unused flight documents of EUR4.1 billion as of
Dec. 31, 2019. Lufthansa has no maintenance financial covenants in
the documentation for its outstanding debt.

"We now regard management and governance as satisfactory rather
than strong, in line with rated peers such as IAG, easyJet, and
Ryanair.

"Our rating on Lufthansa's senior unsecured debt is now at 'BB+'.
We assigned a recovery rating because we no longer rate the company
in the investment-grade category. The '3' recovery rating indicates
our expectation that lenders would receive meaningful recovery
(50%-70%; rounded estimate: 65%) of the principal in the event of a
payment default.

"We lowered our issue rating on Lufthansa's junior subordinated
debt (hybrid bond) to 'B' taking into account a three-notch
deduction (including one for deferral risk) from the SACP. We are
now notching down from the SACP instead of the issuer credit
rating, since we view the potential government support as unlikely
to apply to the hybrid. We also deducted two notches for
subordination risk instead of one previously, since Lufthansa's
SACP has moved to the speculative-grade category."

CreditWatch

S&P said, "We've kept our ratings on CreditWatch negative to
indicate that we could downgrade Lufthansa in the coming 90 days,
possibly by several notches, if the expected government support
does not materialize.

"A downgrade would also follow if we expect that the airline's
financial profile will fail to recover in 2021. This could happen
if we regarded the majority of the state aid package as debt
according to our hybrid criteria, or if air traffic demand does not
recover as we assume in our current base case and cost reduction
does not sufficiently cover the revenue shortfall. We could also
lower the rating if industry fundamentals weaken significantly for
a sustained period, impairing Lufthansa's competitive position and
profitability.

"We could affirm our ratings if the state-aid package is concluded
as expected. To assign a stable outlook, we would also need to be
confident that demand conditions are normalizing and the recovery
is robust enough to enable Lufthansa to restore its financial
strength and a liquidity shortfall is remote.

"As part of the CreditWatch resolution, we will also review the
effect of the anticipated change in Lufthansa's capital structure
on our issue ratings (including on the hybrid debt)."

easyJet PLC
Primary analyst: Frank Siu

S&P said, "Our downgrade reflects that, while easyJet has taken
drastic cost reduction and deferred aircraft purchases, it will not
be able to fully offset the sharp declines in air travel demand
caused by the pandemic and the resulting impact on its earnings and
debt level.

"We estimate that easyJet's adjusted EBITDA will turn negative in
financial year ending Sept. 30, 2020 (FY2020), from GBP984 million
in FY2019. This includes a large amount of ineffective hedging
losses caused by lower fuel prices and an over-hedged fuel position
as it cuts capacity significantly. EBITDA shortfall, aggravated by
working capital requirements, which could be material because of
potentially low bookings or higher refunds to customers, will
result in significantly negative FOCF and debt accumulation. This
is why we have revised our assessment of easyJet's financial risk
profile assessment to significant from modest, while removing the
one-notch downward adjustment under our comparable rating
analysis.

"We envisage easyJet's financial performance will improve in
FY2021, with adjusted FFO to debt potentially recovering toward
30%, which is still significantly below 180% in 2019. For these
forecasts, we assume passenger traffic will start recovering later
this year, benefits from structural cost-cutting measures and lower
jet fuel prices will feed through, and the airline's net debt will
start reducing. Nevertheless, low visibility on the evolution of
the COVID-19 pandemic and recessionary trends means our forecasts
are subject to significant risks.

"Although we factor the financial results for FY2020 into our
analysis, particularly regarding debt and liquidity, easyJet's
credit metrics for FY2020 are less meaningful to our assessment of
financial risk. Because we believe easyJet's liquidity and other
characteristics should help it navigate through this difficult
year, we focus mostly on expected FY2021 credit ratios (capturing
the significant amount of debt accumulated during FY2020). This
approach best reflects the airline's cash flow/leverage profile in
our analytical judgment, assuming that air travel starts to recover
late in 2020.

"easyJet has strong liquidity despite our expectations of
significantly negative FOCF in FY2020. We understand the airline
has sufficient liquidity to endure fleet grounding for at least
nine months, subject to sale-and-leaseback transactions; this is
not our base case however. easyJet had available cash of GBP1.4
billion as of March 31, 2020. Combined with about GBP410 million
equivalent of drawn revolving credit facilities, a GBP600 million
COVID-19 Corporate Financing Facility from Bank of England, and
GBP400 million equivalent of secured term loans, we believe it has
sufficient liquidity to cover its cash needs. We expect liquidity
sources to exceed uses by over 1.5x for the 12 months started April
1, 2020. We also recognize that easyJet has the flexibility to
reduce capex further by deferring aircraft deliveries and some
aircraft maintenance if required."

CreditWatch

S&P said, "The rating remains on CreditWatch negative to indicate
that we could lower our ratings on easyJet further. We expect to
resolve the CreditWatch when we have a clearer view of how the
pandemic and economic recession will affect air traffic demand and
easyJet's financial position and liquidity.

"While we currently don't see liquidity as a near-term risk, we
would lower the rating by at least one notch if management's
proactive actions to cut operating costs, reduce capital
investments, and raise additional funds if necessary, are
insufficient to preserve at least adequate liquidity position, such
that sources exceed uses by more than 1.2x in the coming 12 months.
A downgrade would also follow if we expect that adjusted FFO to
debt will fail to recover to at least 23% over FY2021 (ending Sept.
30, 2021). This could occur if the pandemic cannot be contained,
resulting in prolonged lockdowns and travel restrictions, or
passengers remain reluctant to book flights. We could also lower
the rating if industry fundamentals weaken significantly for a
sustained period, impairing easyJet's competitive position and
profitability.

"To revise the outlook to stable, we would need to be confident
that demand conditions are normalizing and the recovery is robust
enough to enable easyJet to restore its financial strength such
that adjusted FFO to debt improves and remains above 23%, and
stabilize liquidity. We would expect this to be further underpinned
by conservative capital spending and prudent shareholder returns."

Transportes Aereos Portugueses, SGPS, S.A. (TAP Air Portugal)
Primary analyst: Aliaksandra Vashkevich

S&P said, "Our downgrade of TAP Air Portugal, Portugal's national
carrier, reflects the airline's weakening cash flow generation and
deteriorating liquidity. We project a material shortfall in the
ratio of liquidity sources to uses over the next 12 months. We have
revised our assessment of TAP Air Portugal's SACP to 'ccc' from
'ccc+' because, in our view, the airline is currently vulnerable
and dependent on sufficient and timely support from the Portuguese
government to prevent a near-term payment default.

"As of March 31, 2020, we estimate TAP Air Portugal's cash on hand
at EUR250 million-EUR300 million compared with debt and finance
lease amortization of about EUR60 million, plus EUR300
million-EUR350 million in rent obligations under operating leases
over the next 12 months. Given the downward revision of our
forecasts for the current year, we now view the airline, absent
corrective actions, as being exposed to an increased risk of
breaching the net leverage maintenance covenant on its senior
secured bond on the July 2020 test date." A breach also appears
likely for the following test date at the beginning of 2021, when
the ratio is also tested on the other senior secured bond,
considering the expected decrease in EBITDA this year.

The majority of TAP Air Portugal's fleet remains grounded amid the
continuing COVID-19 health emergency. To adjust to the lower air
traffic demand, the airline is implementing large capacity cuts on
top of several measures to restore liquidity, such as suspension or
delay of non-critical investments, renegotiation of commercial
agreements and respective payment schedules, cuts of incidental
expenses, suspension of staff recruitment and promotions, as well
as temporary unpaid leave programs. TAP Air Portugal has also
adopted a temporary work suspension of around 90% of its employees,
which should result in a significant reduction of personnel costs.
TAP Air Portugal also has lower fuel hedges than the majority of
its European peers, which, given the drop in oil prices, should
benefit the airline once flights resume. Nevertheless, we view
these measures as insufficient to compensate for the significant
drop in revenue and anticipate negative operating cash flow this
year.

S&P said, "We still see a moderately high likelihood of
extraordinary support for TAP Air Portugal from the Portuguese
government, which results in two notches of uplift from the SACP
level. Although the Portuguese government has not yet made a
definitive public announcement on potential financial support for
TAP, we factor into our analysis the track record of state aid to
date, and the airline's importance to the government."

CreditWatch

S&P said, "We've kept our ratings on TAP Air Portugal on
CreditWatch with negative implications to indicate that we could
lower them further in the next 90 days. If it appears that TAP Air
Portugal will not receive sufficient and timely government support,
or potentially turn to alternative channels to improve its
liquidity, which we would consider distressed, a multiple-notch
downgrade is possible."

Turk Hava Yollari A.O. (Turkish Airlines)
Primary analyst: Frank Siu

S&P said, "We have affirmed our ratings on Turkish Airlines (THY)
mainly because, in our view, THY has a more flexible cost base than
other European airline peers. Given the collapse in global air
travel demand, THY is undertaking drastic cost reductions at every
level to preserve its credit standing. Unlike most European
airlines, THY has only one labor union. Combined with government
backing for 100% of salaries for furloughed employees, THY has more
flexible labor costs than peers. Moreover, THY does not have an
over-hedged fuel position or material hedging liabilities. We also
expect its cargo segment, which represented about 15% of total
revenue in 2019, to see stronger demand this year.

"Overall, we expect THY to generate annual EBITDA of about $1.5
billion in 2020 and 2021, down from $2.5 billion in 2019. We
forecast S&P Global Ratings-adjusted FFO to debt at 8%-10% in both
years. However, we expect free cash flow to be significantly
negative after deducting a finance lease repayment of about $1.2
billion, about $1 billion in net capex (excluding capex funded by
sale-and-leaseback transactions), and about $250 million in
interest payments (including related to finance leases).

"We currently believe that THY has sufficient liquidity to
withstand the impact of the pandemic in 2020. We view liquidity as
adequate and estimate that sources will cover uses by about 1.2x
for 2020. THY has about $2.5 billion of cash and about $460 million
available on committed revolving credit facilities, which could
cover about $1.7 billion of short-term debt maturities and about
$1.2 billion of finance lease repayments. Ticket refunds could
create additional cash outflows from working capital, and THY has
high capex for new aircraft and the new Istanbul airport.
Nevertheless, the airline has the flexibility to reduce capital
spending if needed."

Enhanced Equipment Trust Certificates

S&P said, "We have lowered our issue rating on THY's 2015-1 Class A
EETC by one notch to 'BB-'. This reflects our expectation of a
moderately lower valuation on the B777-300ER aircraft as a result
of the pandemic, and this increases our loan-to-value estimate. We
rate THY's EETC two notches above our issuer credit rating." This
includes one notch of affirmation credit (the likelihood that THY
would reorganize if it became insolvent and choose to keep paying
on these certificates to maintain use of the collateral aircraft),
and one notch of collateral credit (the likelihood that
repossession and sale of the aircraft collateral would be
sufficient to repay the certificates and accrued interest).

Outlook

The negative outlook reflects high uncertainty regarding the
pandemic and economic recession, and their impact on air traffic
demand and THY's financial position and liquidity.

S&P said, "While we currently don't see liquidity as a near-term
risk, we would lower the rating if THY unexpectedly loses access to
state-owned bank funding to roll over short-term debt and fails to
raise funds elsewhere, such that sources were insufficient to cover
uses in the upcoming 12 months. A downgrade would also follow if we
expected adjusted FFO to debt would average well below 6% in
2020-2021. This could occur if the pandemic cannot be contained,
resulting in prolonged lockdowns and travel restrictions, or
passengers remain reluctant to book flights.

"To revise the outlook to stable, we would need to be confident
that demand conditions are normalizing, and the recovery is robust
enough to enable THY to restore its financial strength and
stabilize its liquidity position."

Ryanair Holdings PLC
Primary analyst: Izabela Listowska

S&P said, "We continue to view Ryanair, Europe's largest airline by
passenger volumes, as one of the financially strongest airlines in
the industry, with low adjusted debt of only about EUR430 million
as of March 31, 2020. In our view, Ryanair can navigate the
extremely difficult operating conditions and dwindling earnings
prospects. The airline is taking several steps to offset the
collapse in air travel demand in recent months through cost-saving
and operational efficiency initiatives, capacity reductions, and
cash preservation measures (including deferral of growth capex and
suspension of share buybacks). However, we don't think these will
be sufficient to counterbalance the slump in revenue. This is why
Ryanair's EBITDA and credit metrics will remain under considerable
pressure during fiscal year ending March 31, 2021 (FY2021). In our
view, these measures will contribute to Ryanair's financial
recovery in FY2022, which will however largely depend on how the
COVID-19 pandemic and recessionary trends evolve, and the ultimate
impact on passenger volumes.

"We anticipate Ryanair's revenue passenger kilometers will decline
by 50% in FY2021. The revenue shortfall and partly fixed operating
cost base, compensated to some extent by lower jet fuel prices,
will compress earnings. We estimate that adjusted EBITDA will be
about breakeven in FY2021, significantly below the about EUR1.5
billion in FY2020 (including a EUR407 million loss from ineffective
fuel hedges) and our base-case projection in March 2020 of EUR0.8
billion. Based on Ryanair's hedged position--90% of the FY2021 fuel
requirement is hedged at $606 per metric ton (/mt)--we do not
expect it will benefit from the most recent drop in crude oil
prices that pulled the jet fuel price down to below $200/mt in May
2020. Still, we assume a lower fuel bill for Ryanair in FY2021
versus FY2020, mainly because of capacity reduction and lower fuel
usage. Our fuel forecast incorporates ineffective fuel hedges,
which we treat as operating costs and deduct from EBITDA.

"We expect Ryanair will partly offset its shrinking revenue with
strict cost cutting and capex reductions. We forecast that the
airline will not take delivery of any new aircraft in FY2021 while
reducing cash outflow to maintenance capex of EUR250 million-EUR300
million. This will compensate for its working capital requirements,
which could be material because of potentially higher ticket
refunds or sluggish bookings, while moderating the negative FOCF
and net debt accumulation. In addition, we believe the airline will
decrease capex for new planes in FY2022, allocating potential
excess cash flows to reduce net debt instead of share buybacks, and
thereby support recovery of credit measures.

"We forecast that adjusted FFO to debt will deteriorate to just
about breakeven in FY2021, versus more than 250% in FY2020 and our
rating threshold of at least 45%. We believe however that Ryanair
will be better positioned than some peers to capture the industry
recovery and restore its credit measures to levels consistent with
the current 'BBB' rating by FY2022. We envisage Ryanair's adjusted
EBITDA rising to about EUR1 billion and adjusted FFO to debt
exceeding 45%, assuming passenger traffic gradually improves later
this year. However, in the current situation, our forecasts are
subject to significant risks.

"Although we factor the financial results for FY2021 into our
analysis, particularly regarding debt and liquidity, our forecast
credit metrics for Ryanair in FY2021 are less meaningful to our
assessment of financial risk. We consequently focus mostly on
expected FY2022 credit ratios since these best reflect the
airline's cash flow/leverage profile in our analytical judgment,
assuming that air travel starts to recover from late 2020.

"The airline's liquidity remains strong despite the expected drop
in cash flow generation. We forecast sources will exceed uses by
1.8x-1.9x in the 12 months started March 31, 2020, and by more than
1.5x in the following 12 months, assuming a substantial capex cut
and no share buybacks. Ryanair had about EUR4.3 billion in cash on
hand (including EUR0.5 billion from the U.K. government's COVID-19
Corporate Financing Facility due March 31, 2021) as of March 31,
2020, as well as industry leading unit costs, and a 90%-owned
fleet, of which over 70% is unencumbered. The debt maturity
schedule is well distributed, with the first large bullet payment
in June 2021 when the EUR850 million unsecured bond is due. Ryanair
has no maintenance financial covenants in the documentation for its
outstanding debt."

CreditWatch

S&P said, "The CreditWatch negative status indicates that we could
lower our ratings on Ryanair within the next 90 days. We expect to
resolve the CreditWatch when we have a clearer view of how the
pandemic and economic recession will affect air traffic demand, as
well as Ryanair's financial position and liquidity.

"While we currently don't see liquidity as a near-term risk, we
would lower the rating by at least one notch if management's
proactive actions to cut operating costs, reduce capital
investments, and raise additional funds if necessary, are
insufficient to preserve an at least adequate liquidity position,
such that sources exceed uses by more than 1.2x in the coming 12
months. A downgrade would also follow if we expect that adjusted
FFO to debt will fail to recover to at least 45% over FY2022
(ending March 31, 2022). This could occur if the pandemic cannot be
contained, resulting in prolonged lockdowns and travel
restrictions, or passengers remain reluctant to book flights. We
could also lower the rating if industry fundamentals weaken
significantly for a sustained period, impairing Ryanair's
competitive position and profitability.

"To revise the outlook to stable, we would need to be confident
that demand conditions are normalizing and the recovery is robust
enough to enable Ryanair to restore its financial strength, such
that adjusted FFO to debt improves and remains above 45%, and
liquidity stabilizes. We would expect this to be further
underpinned by conservative capital spending and prudent
shareholder returns."

SAS AB
Primary analyst: Aliaksandra Vashkevich

S&P said, "The ratings on Scandinavian regional carrier SAS reflect
our view that there is a moderate likelihood that the airline will
receive extraordinary support from the region's governments, with
Sweden and Denmark cumulatively holding 29% of SAS' share capital.
We now view SAS as playing an important role for the Scandinavian
governments compared with our previous assessment of limited
importance, and continue to assess the airline's link with the
governments as limited. This translates into one notch of uplift
from the company's SACP, which we now assess at 'b-' compared with
'b' previously.

"We revised our SACP assessment because we now expect SAS to
generate significantly lower adjusted EBITDA and post weaker credit
metrics in financial year ending Oct. 31, 2020 (FY2020) than in our
previous base case. This is due to the drop in air traffic demand
in Scandinavia and globally, caused by the pandemic, not being
sufficiently offset by the airline's ongoing initiatives. SAS has
been taking steps to cope with the collapse in air travel demand in
recent months. Among other measures, it has undertaken cost-saving
and operating efficiency initiatives, capacity reductions, and cash
preservation measures. However, we don't think these will be
sufficient to counterbalance the slump in revenue. We expect that
cost savings from the extensive personnel restructuring plan, which
foresees up to 5,000 redundancies to adjust to reduced demand, will
be seen only from FY2021, given the six-month notice period. We
expect SAS' adjusted debt to EBITDA to increase significantly to
more than 10x in FY2020 before reducing to 6.0x-7.0x in FY2021,
which is still weaker than our previous projections."

SAS provides international and regional air connections to/from and
within Scandinavian countries, which are otherwise less efficiently
served by alternative modes of transport. SAS attracts a relatively
high share of business traffic, including domestic commuters. Also,
SAS is an important feeder for Denmark's main airport in
Copenhagen, where it has the majority of its slots. The importance
of SAS to Norway is underlined, among other things, by the military
services it is contracted to provide for the Norwegian Armed Forces
over the next four years, starting in 2020.

S&P said, "We assess SAS' liquidity as less than adequate because
of significantly negative FOCF we forecast in FY2020. We expect
SAS' liquidity sources will exceed uses by more than 1.0x-1.2x over
the 12 months started April 30, 2020, thanks to state support. In
addition to a Swedish krona (SEK) 3.3 billion revolving credit
facility, 90% guaranteed by the Danish and Swedish governments and
signed on May 5, we also incorporate in SAS' liquidity sources
expected guaranteed funding from the Norwegian government of about
Norwegian krone 1.7 billion. Additionally, we estimate that SAS had
cash on hand of SEK4 billion-SEK5 billion, which, combined with the
government-guaranteed funding, exceeds liquidity uses over the next
12 months." Those include debt maturities of SEK1.1 million
(excluding IFRS 16 debt), estimated capex mainly in the form of
prepayments of about SEK3.0 billion, and working capital
requirements that could be material because of potentially higher
ticket refunds or sluggish bookings.

CreditWatch

S&P has kept the ratings on CreditWatch negative to indicate the
likelihood of a downgrade. It expects to resolve the CreditWatch
once it has greater clarity regarding the adverse impact of the
pandemic on SAS' financial position and liquidity and the airline's
or governments' measures to limit it.


[*] UK: Up to 1,000 Care Homes May Go Bust Amid Covid Crisis
------------------------------------------------------------
Marianna Hunt at The Telegraph reports that up to 1,000 care homes
are predicted to close as financial pressures heaped on the sector
by coronavirus could soon make business unsustainable, experts have
said.

At least two homes have already shut their doors temporarily, The
Telegraph discloses.  The closures, according to the news source,
are expected to trigger a domino effect across the long-term care
sector, which employs more people than the NHS and is estimated to
be worth about GBP31 billion.

William Laing of research firm LaingBuisson predicted huge losses
for investors and said that about a tenth of the UK's 10,000 care
homes could go bust, The Telegraph relates.  The total impact could
be far greater, as research by the National Care Association (NCA),
a trade body, finds that three-quarters of care providers have
serious concerns about their viability post-coronavirus, The
Telegraph notes.




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

[*] BOOK REVIEW: Mentor X
-------------------------
The Life-Changing Power of Extraordinary Mentors
Author: Stephanie Wickouski
Publisher: Beard Books
Hard cover: 156 pages
ISBN: 978-1-58798-700-7
List Price: $24.75

Order this Book: https://is.gd/EIPwnq

Long-time bankruptcy lawyer Stephanie Wickouski at Bryan Cave
impressively tackles a soft problem of modern professionals in an
era of hard data and scientific intervention in her third published
book entitled Mentor X. In an age where employee productivity is
measured by artificial intelligence and resumes are prescreened by
computers, Stephanie Wickouski adds spirit and humanity to the
professional journey.

The title is disarmingly deceptive and book browsers could be
excused for assuming this work is just another in a long line of
homogeneous efforts on mentorship. Don't be fooled; Mentor X is
practical, articulate and lively. Most refreshingly, the book
acknowledges the most important element of human development: our
intuition.

Mrs. Wickouski starts by describing what a mentor is and
distinguishes that role from a teacher, coach, role model, buddy or
boss. Younger professionals may be skeptical of the need for a
mentor, but Mrs. Wickouski deftly disabuses that notion by relating
how a mentor may do nothing less than change the course of a
protege's life. Newbies to this genre need little convincing
afterwards.

One of the book's worthiest contributions is a definition of mentor
that will surprise most readers. Mentors are not teachers, the
latter of which impart practical knowledge. Instead, according to
Mrs. Wickouski, her mentors "showed me secrets that I could learn
nowhere else. They showed me how doors are opened. They showed me
how to be an agent of change and advance innovative and
controversial ideas." What ambitious professional doesn't want more
of that in their life?

The practicality of the book continues as Mrs. Wickouski outlines
the qualities to look for in a mentor and classifies the various
types of mentors, including bold mentors, charismatic mentors, cold
and distant mentors, dissolute mentors, personally bonded mentors,
younger mentors, and unexpected mentors. Mentor X includes charts
and workbooks which aid the reader in getting the most out of a
mentor relationship. In a later chapter, Mrs. Wickouski provides an
enormously helpful suggestion about adopting a mentor: keep an open
mind. Often, mentors will come in packages that differ from our
expectations. They may be outside of our profession, younger, less
educated, etc . . . but the world works in mysterious ways and Mrs.
Wickouski encourages readers to think about mentors broadly.  In
this modern era of heightened workplace ethics, Mrs. Wickouski
articulates the dark side of mentors. She warns about "dementors"
and "tormentors" -- false mentors providing dubious and sometimes
self-destructive advice, and those who abuse a mentor relationship
to further self-interested, malign ends, respectively. She
describes other mentor dysfunctions, namely boundary-crossing,
rivalry, corruption, and a few others. When a mentor manifests such
behaviors, Mrs. Wickouski counsels it's time to end the
relationship.

Mrs. Wickouski tells readers how to discern when the mentor
relationship is changing and when it is effectively over. Those
changes can be precipitated by romantic boundaries crossed,
emergence of rivalrous sentiment, or encouragement of unethical
behavior or corruption. Mrs. Wickouski aptly notes that once
insidious energies emerge, the mentorship is effectively over. At
this point, certain readers may say to themselves, "Okay, I've got
it. Now I can move on." Or, "My workplace has a formal mentorship
program. I don't need this book anymore." Or even, "Can't modern
technology handle my mentor needs, a Tinder of mentorship, so to
speak?"

Mrs. Wickouski refutes that notion. She analyzes how many mentoring
programs miss the mark. In one of the best passages in the book,
Mrs. Wickouski writes, "Assigning or brokering mentors negates the
most critical components of a true mentor–protege relationship:
the individual process of self-awareness which leads a person to
recognize another individual who will give the advice singularly
needed. That very process is undermined by having a mentor assigned
or by going to a mentoring party." She does not just criticize; she
offers a solution with three valuable tips for choosing the right
mentor and five qualities to ascertain a true mentor in the
unlimited sea of possibilities.

Next, Mrs. Wickouski distinguishes between good advice and bad
advice. She punctuates that discussion with many relevant and
relatable examples that are easy to read and colorfully enjoyable.
This section includes interviews with proteges who have had
successful mentorships. The punchline: in the best mentorships, the
parties harmoniously share personal beliefs and values. Also
important, the protege draws inspiration and motivation from the
mentor. The book winds down as usefully as it started: Mrs.
Wickouski interviews proteges, asking them what they would have
done differently with their mentors if they could turn back the
clock. A common thread seems to be that the proteges would have
gone deeper with their mentors -- they would have asked more
questions, spent more time, delved into their mentors' thinking in
greater depth.

The book wraps up lightly by sharing useful and practical
suggestions for maintenance of the mentor relationship. She answers
questions such as, "Do I invite my mentor to my wedding?" and "Who
pays for lunch?"

Mentor X is an enjoyable read and a useful book for any
professional in any industry at, frankly, any point in time.
Advanced individuals will learn much from the other side, i.e., how
to be more effective mentors. Mrs. Wickouski does a wonderful job
of encouraging use of that all knowing aspect of human existence
which never fails us: proper use of our intuition.

                         About The Author

Stephanie Wickouski is widely regarded as an innovator and
strategic advisor. A nationally recognized lawyer, she has been
named as one of the 12 Outstanding Restructuring Lawyers in the US
by Turnarounds & Workouts and as one of US News' Best Lawyers in
America. She is the author of two other books: Indenture Trustee
Bankruptcy Powers & Duties, an essential guide to the legal role of
the bond trustee, and Bankruptcy Crimes, an authoritative resource
on bankruptcy fraud. She also writes the Corporate Restructuring
blog.



                           *********


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 * * *