---

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

                          E U R O P E

          Wednesday, October 7, 2020, Vol. 21, No. 201

                           Headlines



A R M E N I A

ARMENIA: Fitch Lowers Foreign Currency LongTerm IDR to 'B+'


G E R M A N Y

CHEPLAPHARM ARZNEIMITTEL: Fitch Affirms 'B+' IDR, Outlook Stable
HAPAG-LLOYD AG: S&P Raises ICR to 'BB-' on Resilient EBITDA


I R E L A N D

HARVEST CLO XVIII: Moody's Confirms B1 Rating on Class F Notes
RRE 5 LOAN: S&P Assigns Prelim. BB- Rating on Class D Notes
TRAFFORD CENTRE: Fitch Lowers Ratings on 3 Tranches to 'B+sf'


I T A L Y

MONTE DEI PASCHI: Shareholders Approve Bad Loan Clean-Up


L U X E M B O U R G

ARVOS MIDCO: Moody's Puts B2 CFR on Review for Downgrade
KERNEL HOLDING: Fitch Rates $350MM Sr. Unsec. Rating 'BB-(EXP)'


N E T H E R L A N D S

IHS NETHERLANDS: Fitch Alters Outlook on 'B' LT IDR to Stable
VIVO ENERGY: Fitch Rates $350MM Senior Unsecured Debt 'BB+'


R U S S I A

BANK URALSIB: Moody's Affirms B2 Deposit Ratings, Outlook Positive


U N I T E D   K I N G D O M

CINEWORLD GROUP: To Temporarily Close US, UK Screens
INTU METROCENTRE: Fitch Cuts Fixed Rated Notes to 'CCCsf'
MEADOWHALL FINANCE: Fitch Lowers Rating on Class M1 Notes to BB-sf
PIZZAEXPRESS FINANCING: Files Chapter 15 Petition in Texas Court
SOLARPLICITY SUPPLY: Collapse to Cost Households GBP4.5 Million

TONIK ENERGY: Halts Trading Following Default, 250 Jobs at Risk
TRANSPORT FOR LONDON: May Shut Down Without Second Bailout

                           - - - - -


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

ARMENIA: Fitch Lowers Foreign Currency LongTerm IDR to 'B+'
-----------------------------------------------------------
Fitch Ratings has downgraded Armenia's Long-Term Foreign-Currency
Issuer Default Rating (IDR) to 'B+' from 'BB-'. The Outlook is
Stable.

Under EU credit rating agency (CRA) regulation, the publication of
sovereign reviews is subject to restrictions and must take place
according to a published schedule, except where it is necessary for
CRAs to deviate from this in order to comply with their legal
obligations. The scheduled calendar review date for Fitch's
sovereign rating on Armenia was Friday October 2, 2020, but Fitch
was unable to publish this rating action on that date because of
the need to comply with the regulatory requirement to inform the
issuer at least a full working day before publication of the credit
rating. The delay to publication reflected the need to reschedule
its rating committee process following very recent developments in
the country that needed to be considered in the context of the
issuer's credit profile. These developments centred on the recent
large-scale military actions along the Line of Contact in the
Nagorno-Karabakh conflict zone.

KEY RATING DRIVERS

The downgrade of Armenia's IDRs reflects the following key rating
drivers and their relative weights:

HIGH

The sharper than expected economic contraction in 1H20 and a
sizeable downward revision to its GDP growth forecasts have put
general government debt on a markedly higher trajectory than at its
previous review in April. Fitch now expects government debt to peak
at a much higher level and no longer have confidence that it will
be placed on a clear downward path over the medium term. Despite a
relatively robust macroeconomic framework, there are also material
and growing downside risks to its revised forecasts, for example
should a resurgence of COVID-19 cases result in renewed containment
measures, or there is a more prolonged escalation in the
Nagorno-Karabakh conflict that negatively impacts the economy.

Fitch forecasts that the Armenian economy will contract by 6.2%
this year, below the 'B' median of a 4.8% decline, and following
average growth of 6.8% in 2017-2019. This is a sharp downward
revision to the 0.5% GDP growth Fitch forecasts at its previous
review. The economic activity index fell by 6.4% (provisional data)
in 8M20, dragged down by a fall in investment and tourism, and the
impact of lockdown measures and weaker confidence on private
consumption. A positive contribution from net exports, a fiscal
stimulus package, and the 125bp of cuts in the policy interest rate
to 4.25% provide some offset in its 2020 forecast.

Fitch forecasts GDP to grow 3.2% next year, a downward revision of
2.3pp since its previous review as Fitch now expects a weaker
recovery in external demand, including in tourism, alongside the
moderate drag from unwinding of fiscal measures. Fitch forecasts
GDP growth to improve modestly to 4.0% in 2022 helped by firmer
consumer and investor confidence and stronger tourism, and
reflecting a negative output gap. In line with its global
macro-economic forecasts, the pace of recovery will be highly
dependent on the path of the health crisis, and a further spike in
infections and potential re-introduction of lockdown measures
represents a key risk to Armenia's economic outlook and its
forecasts.

Fitch forecasts the general government deficit to widen to 7.6% of
GDP this year, from 0.8% last year, driven by higher expenditure.
The on-budget fiscal package amounts to close to 4% of GDP in 2020,
and focusses on labour subsidies, direct social transfers,
corporate income tax deferrals, and higher health spending. In
addition, 1.4% of GDP is available for on-lending, the largest
component of which is private sector projects through the
Investment Fund, which Fitch anticipates will not be fully spent
this year.

Fitch forecasts the deficit to narrow to 4.9% of GDP in 2021, with
only limited new support measures extended under the "economic
recovery" phase of the government's plan, followed by 3.8% in 2022.
The government has activated the escape clause in its Fiscal Rule,
which falls away on dissipation of the economic shock, and is
planning compliance with the requirement to bring debt/GDP below
60% of GDP within five years. However, Fitch considers there is
sizeable uncertainty around the capacity for implementation of a
fiscal consolidation programme, and the potential for additional
fiscal measures to support weaker than expected GDP outturns
represents a key downside risk to its revised fiscal forecasts.

General government debt is forecast to rise from 53.5% of GDP at
end-2019 to 63.9% at end-2020, above the 'B' median of 58.1%. Fitch
forecasts that government debt will continue to rise to 65.6% of
GDP in 2021 (9.6pp above its previous forecast) and to remain
elevated over the medium term, reflecting a combination of weaker
growth impacted by economic damage from the health crisis and
further spending pressures from fiscal measures to support the
economy. 76% of government debt is foreign-currency-denominated,
compared to the 'B' median of 61%, giving rise to exchange rate
vulnerability.

MEDIUM

The recent large-scale military actions along the Line of Contact
in the Nagorno-Karabakh conflict zone have extended over a broader
area and been of a somewhat greater intensity than the last major
confrontation in 2016. Stronger support for Azerbaijan from Turkey
adds to uncertainty and increases the downside risk that the
conflict is of a more protracted nature this time. The consensus
view is that the conflict will remain outside the main economic
areas thereby limiting the economic impact, given the potential for
incursion of Azerbaijan offensives into Armenian territory to
trigger Russian military involvement under the Collective Security
Treaty Organisation, and that mediation efforts will bring about a
ceasefire and a return to a negotiation process in the short term.
However, the extent to which concessions are viewed as politically
acceptable is uncertain, with a significant risk of a resumption of
hostilities over time, representing a material downside risk to its
economic and fiscal projections, particularly in the event of any
conflict within the territory of Armenia.

Armenia's 'B+' IDRs also reflect the following key rating drivers:

Armenia's institutions have facilitated an orderly political
transition, and GDP per capita, governance and ease of doing
business indicators are above the peer group medians. There is a
robust macroeconomic policy framework, and credible commitment to
reform and medium-term fiscal targets, underpinned by the IMF
Stand-By Arrangement (SBA). Set against these factors are Armenia's
weaker external finances, a high, albeit declining, reliance on the
Russian economy (for remittances, trade and FDI), borders are
closed with two neighbours, and the long-standing conflict with
Azerbaijan over Nagorno-Karabakh has the potential to further
escalate.

Armenia's external vulnerabilities, including high and growing net
external debt, a relatively large structural current account
deficit, a reliance on remittances and relatively weak FDI inflows,
remain in place. However, the balance of payments has been
relatively stable since the initial phase of the coronavirus shock.
Having depreciated 5% against the US dollar in March, the dram has
returned to close to the pre-pandemic level since end-April. The
Central Bank has not intervened since USD94 million of net FX sales
in March and April to support the normal functioning of the FX
market, and net interventions for the year are lower, at USD36
million. In 2Q20 there was a moderate narrowing of the current
account deficit, and net remittances, which were 9.0% of GDP in
2019, fell 22% in 1H20 yoy.

Fitch forecasts the current account deficit to narrow by 1.4pp in
2020 to 5.8% of GDP as sharp import compression more than offsets
the fall in export demand, including from the collapse in tourism
and weaker remittances. A statistical change to how the current
account is calculated also lowered the end-2019 deficit by 2.2pp to
7.2% of GDP, mainly due to revisions to autos and tourism figures.
Fitch prejects that the recovery in domestic demand will drive a
moderate widening of the current account deficit to average 6.4% in
2021-2022, which compares unfavourably with the 'B' median of 4.1%.
Less than one-third of the deficit is covered by non-debt creating
capital inflows, and net external debt is forecast to increase to
57.6% of GDP at end-2022 from 47.3% at end-2019, well above the
peer group median of 29.9% of GDP.

The availability of IFI financing, and an increase in foreign
exchange buffers coming into the crisis mitigate near-term balance
of payments risks. FX reserves were USD2.7 billion in August, like
the end-2019 level of USD2.8 billion having fallen to USD2.5
billion in April. Fitch forecasts that FX reserves will remain
stable through 2022 at near 4.0 months of current external
payments, higher than the end-2018 level of 3.5 months and in line
with the 'B' median. In addition to the IMF budget support and EU
grant funding the Armenian authorities have drawn on this year,
there is USD1.3 billion of undisbursed IFI project financing in
place. The government has already met the majority of 2020
financing needs, with domestic issuance of bonds amounting to close
to 50% of the full-year total, and more than four-fifths of
external financing from IMF budget support.

Fitch anticipates broad continuity in macroeconomic policy,
including steady reforms to reduce corruption and strengthen
institutions and public financial management. Fitch does not expect
significant problems in completion of the next IMF SBA review,
which is likely to focus on the budget plans and the fiscal
trajectory beyond this year as well as improving fiscal risk
management, including from PPPs and this year's off-budget
on-lending measures, alongside ongoing measures to enhance tax
reporting and efficiency.

Banking sector fundamentals are likely to weaken as a result of the
pandemic-related shock, reflected in Fitch's negative banking
sector outlook for 2020. The non-performing loan (NPL) ratio
increased to 6.6% in August from 5.5% in March, and Fitch expects a
sharper rise in 2021, although regulatory forbearance and the
government support package should help banks manage NPLs and
capital metrics. The Tier 1 capital ratio has been stable at 14.8%
in August although it is unevenly distributed within the sector.
The return on equity was 9.2% in August and profitability is
expected to come under pressure due to weaker economic growth and
higher risk costs. Central bank interventions supported bank
liquidity in March and April and sector liquidity has been stable
since then. Deposits grew by 12.5% yoy in August, although down
from 18.4% in March, and Fitch has not observed large deposit
outflows since the resurgence of the conflict with Azerbaijan last
weekend. Government subsidies and co-financing under the
coronavirus response package have contributed to strong credit
growth, of 17.8% yoy in August.

ESG - Governance: Armenia has an ESG Relevance Score of '5' for
both Political Stability and Rights and for the Rule of Law,
Institutional and Regulatory Quality and Control of Corruption, as
is the case for all sovereigns. These scores reflect the high
weight that the World Bank Governance Indicators (WBGI) have in its
proprietary Sovereign Rating Model. Armenia has a medium WBGI
ranking at the 48th percentile (an improvement from 46th in 2018
due to control of corruption and voice and accountability),
reflecting a recent track record of peaceful political transitions,
a moderate level of rights for participation in the political
process, moderate institutional capacity, established rule of law
and a moderate level of corruption.

RATING SENSITIVITIES

The main factors that could, individually or collectively, lead to
positive rating action/upgrade are:

  - Public Finances: General government debt/GDP returning to a
firm downward path over the medium term, for example due to a
post-coronavirus-shock fiscal consolidation.

- External Finances: A sustained improvement in external
indicators, for example lower net external debt, a narrower current
account deficit or improved FDI inflows.

  - Structural: Further improvement of structural indicators such
as governance standards, leading to convergence towards the 'BB'
peer median, and reduction in the downside risk of a prolonged
escalation in the conflict with Azerbaijan over Nagorno-Karabakh.

The main factors that could, individually or collectively, lead to
negative rating action/downgrade:

  - External Finances: A worsening of external imbalances,
potentially evidenced by higher net external debt or current
account deficits, or the recurrence of external financing pressures
leading to a fall in reserves and a rise in the interest burden.

  - Public Finances: A sustained upward trajectory in general
government debt/GDP over the medium term, for example due to a
structural fiscal loosening and/or further weakening in GDP growth
prospects.

- Structural: A prolonged escalation in the conflict with
Azerbaijan over Nagorno-Karabakh to a level that would affect
economic and financial stability, as well as macroeconomic and
fiscal indicators.

SOVEREIGN RATING MODEL (SRM) AND QUALITATIVE OVERLAY (QO)

Fitch's proprietary SRM assigns Armenia a score equivalent to a
rating of 'B+' on the LTFC IDR scale, one-notch lower than the
'BB-' SRM score at its previous review.

Fitch's sovereign rating committee did not adjust the output from
the SRM to arrive at the final LTFC IDR.

Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three-year centred
averages, including one year of forecasts, to produce a score
equivalent to a LTFC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within its
criteria that are not fully quantifiable and/or not fully reflected
in the SRM.

KEY ASSUMPTIONS

Fitch expects macroeconomic indicators to move in line Fitch's
Global Economic Outlook forecasts, around which there is a higher
than usual level of uncertainty, with risks firmly to the
downside.

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

Armenia has an ESG Relevance Score of '5' for Political Stability
and Rights as World Bank Governance Indicators have the highest
weight in Fitch's SRM and are highly relevant to the rating and a
key rating driver with a high weight.

Armenia has an ESG Relevance Score of '5' for Rule of Law,
Institutional & Regulatory Quality and Control of Corruption as
World Bank Governance Indicators have the highest weight in Fitch's
SRM and are therefore highly relevant to the rating and are a key
rating driver with a high weight.

Armenia has an ESG Relevance Score of '4' for Human Rights and
Political Freedoms as strong social stability and voice and
accountability are reflected in the World Bank Governance
Indicators that have the highest weight in the SRM. They are
relevant to the rating and a rating driver.

Armenia has an ESG Relevance Score of '4' for Creditor Rights as
willingness to service and repay debt is relevant to the rating and
is a rating driver for Armenia, as for all sovereigns.

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(ies), either due to their nature or to the way in which they
are being managed by the entity(ies).




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

CHEPLAPHARM ARZNEIMITTEL: Fitch Affirms 'B+' IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed CHEPLAPHARM Arzneimittel GmbH's
Long-Term Issuer Default Rating (IDR) at 'B+' with a Stable Outlook
ahead of the acquisition of several drug portfolios. Fitch has also
affirmed Cheplapharm's senior secured debt rating at 'BB-'/'RR3'.

Cheplapharm's IDR reflects it niche yet growing and scalable
asset-light business model with strong operating and cash flow
margins. The company's aggressively debt-funded buy-and-build
strategy is balanced by a disciplined execution of product rights
acquisitions translating into funds from operations (FFO) leverage
averaging at about 5.5x through to the financial year to
end-December 2023 (FY23), which is in line with the rating.

The Stable Outlook reflects its expectation that the company will
maintain the quality and risk profile of its product portfolio by
investing all its internally generated cash flows into new IP
rights while applying consistent acquisition and financial
policies, which will facilitate a stable operating and financial
profile.

KEY RATING DRIVERS

Improving Scale and Diversification: The period of strong
acquisitive growth has translated into receding
product-concentration risks as shown in a projected lower
contribution from the top three products to below 25%
post-transaction in FY20 from 40% in FY19. Fitch also notes the
company's broad presence in more than 120 countries, which further
mitigates individual product risks.

Moderate Execution Risks: Fitch views the execution risks as
moderate and no longer as limited due to an extended period of
uninterrupted rapid, largely debt-funded, growth. Fitch expects the
business to double in size between FY19 and FY21 with sales
projected to exceed EUR1 billion and EBITDA to exceed EUR500
million. However, the company remains engaged in the integration of
recently made acquisitions.

The increased execution risks are mitigated by Cheplapharm's record
of strong operating performance, improved cash generation,
disciplined approach to asset selection and adapted corporate
structures to deal with increased business volumes.

Defensive Operations: The ratings are underpinned by Cheplapharm's
defensive business profile, characterised by well-executed
acquisitions of drug IP rights and active product life-cycle
management. Fitch takes a positive view of Cheplapharm's highly
visible and predictable revenue, and limited exposure to
competition, despite expected gradual sales erosion as the
company's drugs approach the final stage of their economic life.

Debt-Funded Acquisitions Rating Neutral: Fitch regards the planned
debt-funded addition of several drug portfolios as rating neutral.
This is based on the evidence of consistent acquisition economics
of the new drugs and their high operating margins supporting a
stable financial risk profile despite the increasing debt quantum.
However, the addition of over-the-counter (OTC) drugs as part of
larger portfolios could lead to higher market risks.

Given the low expected share of OTC drugs in the company's
portfolio benefitting from a pull effect from doctors and patients,
which will not require higher marketing spend, the riskiness of
these OTC products is broadly comparable to Cheplapharm's existing
legacy drugs. Fitch therefore thinks the acquisitions contribute to
an overall improved business risk. Increasing riskiness of asset
additions could lead to a higher business risk and, together with
less disciplined execution and financial policies, could put
pressure on the rating.

Healthy Operating Profitability: Cheplapharm ranks among the most
profitable credits in Fitch's low speculative-grade portfolio in
the sector, with EBITDA margins projected at about 50% through
FY23. This provides strong support to Cheplapharm's credit profile.
Fitch expects healthy profitability to be maintained, given the
company's ability to continuously add margin-accretive products,
which could be funded from internal cash flows in combination with
the sizeable revolving credit facility (RCF) to be increased to
EUR450 million as part of the current transaction.

Strong Free Cash Flow: Fitch estimates that the acquisitions will
facilitate a further increase of the free cash flow (FCF) from
about EUR130 million in FY19 to EUR230 million in FY22-FY23, with
FCF margins sustained at 20%, which is high for the rating. In its
view, the high FCF margins support a stable business risk profile,
balancing gradually declining earnings from its existing niche and
legacy products with the addition of new IP rights.

While Fitch does not expect FCF to be used for debt reduction,
Fitch see little risk of dividends given the founders' long-term
commitment to the business. In the absence of commitment to
deleveraging, Fitch therefore views reinvestment of sizeable FCF
into business as a key factor in supporting the IDR at 'B+'.

Appropriate Leverage, Tightening Leverage Headroom: Fitch prejects
the FFO leverage will remain within the sensitivities at about
5.5x, albeit with a tightening headroom at 5.8x in FY23 as sales
growth decelerates. This operating trajectory reflects the need for
M&A to ensure portfolio sustainability. Its leverage and rating
considerations are supported by the expectation of continuously
strong and stable operating performance, which, in addition to an
active portfolio management, come as a result of a disciplined
approach to M&A in terms of acceptable asset valuation and
operating profitability levels of the acquired products.

More Debt-Funded M&A Expected: Fitch assumes continuous use of the
RCF in combination with FCF during FY21-FY23 to fund further M&A
estimated at EUR250 million-EUR500 million a year as Cheplapharm
looks to sustain and grow its product portfolio. However, given
ample supply of off-patent drug acquisition opportunities offered
by big pharmaceutical companies, Fitch will see more debt-funded
M&A in excess of EUR1 billion a year. As Fitch does not assume
debt-financed event risks beyond the committed debt funding, the
rating remains exposed to the quality of targets and their
execution.

Aggressive Financial Policy: Fitch expects the company to continue
its aggressive growth trajectory, prioritising inorganic growth
over deleveraging. The existing senior secured term loan and the
new senior secured notes in this regard offer weak creditor
protection given the absence of maintenance financial covenants.
The company's ability to repeatedly raise incremental debt
increases the risk of re-leveraging, particularly should the
company change its acquisition and financial policies.

DERIVATION SUMMARY

Fitch rates Cheplapharm applying its Ratings Navigator framework
for pharmaceutical companies. The IDR reflects Cheplapharm's
defensive business profile with resilient and predictable earnings,
as well as high operating margins and strong cash flow generation
due to the company's asset-light business model.

Cheplapharm is rated at the same level as Antigua Bidco Limited
(Atnahs, B+/Stable) as they share high and stable operating and
cash flow margins, as well as similar business models and product
portfolio management. Despite Atnahs' smaller scale, more
concentrated product portfolio and slightly different approach to
new product evaluation, Fitch regards both companies as having
structurally similar operating risks and comparable financial risk
profiles with FFO-adjusted gross leverage at about 5.0x, which
translates into their 'B+' IDRs.

Fitch sees Cheplapharm's stronger credit profile than the
specialist pharmaceutical company IWH UK Finco Ltd (B/Stable) as
warranting a one-notch difference. The rating differential reflects
the former's higher operating and cash flow margins, in combination
with a more conservative financial profile reflected in an FFO
leverage of 5.0x-5.5x against IWH's 5.5x-6.0x.

Fitch also regards Cheplapharm as being a stronger credit than
generics producer Nidda BondCo GmbH (Stada, B/Stable), despite its
much smaller scale and more concentrated portfolio, which are
mitigated by wide geographic diversification within each brand.
Stada's rating is burdened by high leverage with a spike in
expected FFO adjusted gross leverage to 8.7x in 2020 following the
recent debt-funded acquisitions, which Fitch prejects to return to
below 8.0x in the medium term.

KEY ASSUMPTIONS

  - Revenue growth of 77.6% in 2021 driven by acquisitions,
decelerating to a flat growth thereafter;

  - EBITDA margins at about 50% in 2020 and gradually declining to
about 47% in 2023;

  - Maintenance capex of EUR3 million-EUR7 million a year from
FY20;

  - About EUR20 million of IP rights purchased in 2020 followed by
about EUR1.5billion in 2021. Fitch prejects the larger drug
portfolios that are being funded with new senior secured notes to
take place in January 2021 in addition to opportunistic
acquisitions of EUR500 million during 2022-2023 and assume M&A
including estimated milestone payments arising from recently
completed acquisitions at EUR250 million a year. Funding for these
opportunistic acquisitions is assumed to be a combination of FCF
and RCF drawdowns based on average enterprise value/sales
acquisition multiple of 3.0x;

  - Fitch forecasts the new senior secured notes will be issued in
early 2021 with the payments for the announced acquisitions
expected to be completed by end-2020 also made in early 2021;

  - Trade working capital outflows of EUR275 million in 2021
followed by EUR150 million a year thereafter driven by product
additions and stock purchases following transfer of product
marketing authorisations on a country-by-country basis; and

- No dividend payments.

RECOVERY ASSUMPTIONS:

In a distressed scenario, Cheplapharm would likely be sold or
restructured as a going concern rather than liquidated given its
asset-light business model.

  - Fitch estimates a post-restructuring EBITDA at about EUR360
million. Cheplapharm would be required to address debt service and
fund trade working capital as the company takes over inventories
following transfer of market authorisation rights, as well as to
make smaller M&A to sustain its product portfolio to compensate for
a natural sales decline. This EBITDA represents a 35% discount to
Fitch's estimated post-acquisition EBITDA of EUR550 million.

  - Fitch applies a distressed enterprise value/EBITDA multiple of
5.5x (unchanged), reflecting the underlying value of the company's
portfolio of IP rights.

  - After deducting 10% for administrative claims, its principal
waterfall analysis generated a ranked recovery in the 'RR3' band
for the first-lien senior secured facilities indicating a 'BB-'
instrument rating. The waterfall analysis output percentage on
current metrics and assumptions is 58%.

  - Upon completion of the current acquisitions and issuance of
senior secured notes of EUR1 billion together with an increase of
the RCF to EUR450 million with RCF assumed to be fully drawn prior
to distress and ranking equally with the existing senior secured
notes of EUR500 million and the Term Loan B of EUR980 million,
Fitch expects the output percentage to increase to 60%, still
indicating an 'RR3' recovery band for the enlarged senior secured
debt and leading to a 'BB-' instrument rating.

RATING SENSITIVITIES

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

  - An upgrade to the 'BB' rating category would require a maturing
of Cheplapharm's business risk profile, characterised by a
sustained improvement of business scale with sales above EUR1
billion in combination with a more diversified product portfolio,
resilient operating and strong FCF margins, and reducing execution
risks; and

  - Conservative FFO leverage at about 4.0x.

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

  - Unsuccessful management of individual pharmaceutical IP rights
leading to material permanent loss of income and EBITDA margins
declining towards 40%;

  - Positive but continuously declining FCF; and

  - FFO leverage sustainably above 6.0x (net of readily available
cash: 5.5x), signalling a more aggressive financial policy.

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Cheplapharm's strong internal FCF
generation, which Fitch estimates at EUR160 million in 2020 and
increasing to EUR225 million by 2023, will be sufficient to fund
further portfolio expansions and maintain year-end cash levels at
EUR20 million-EUR50 million. Organic liquidity will be further
supported by access to an increased committed RCF of EUR450 million
from the existing EUR310 million following the proposed transaction
and long-dated debt maturities spread between July 2024 and
February 2027. The addition of the senior secured notes further
improves the debt maturity profile. Fitch estimates most of the
cash will be used to acquire IP rights, as opposed to debt
reduction.

In its assessment of freely available cash, Fitch deducts EUR10
million of minimum liquidity required for operations in 2020 and
EUR20 million in 2021-2023, as the business gains scale.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

ESG CONSIDERATIONS

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


HAPAG-LLOYD AG: S&P Raises ICR to 'BB-' on Resilient EBITDA
-----------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Hapag-Lloyd AG to 'BB-' from 'B+' and assigned a positive outlook.
S&P also raised its issue rating on the company's senior unsecured
debt to 'B' from 'B-'.

The positive outlook indicates that Hapag-Lloyd could maintain S&P
Global Ratings-adjusted funds from operations (FFO) to debt of more
than 25%, its threshold for a 'BB' rating, if a rebound in trade
volumes and the container shipping industry's pricing discipline
enables the company to maintain its solid EBITDA performance, and
if Hapag-Lloyd keeps allocating excess cash flow to debt
reduction.

The COVID-19 pandemic and the resulting economic recession have had
a less severe effect on global trade than we previously
anticipated.  In their most recent quarterly reports, leading
container liners communicate steeper-than-expected demand recovery
and firm freight rates. S&P said, "As a result, we have revised our
base case to incorporate the positive industry fundamentals
continuing into the third quarter of 2020. The movement of
essential goods, strong pickup in e-commerce, and shift of consumer
spending from services to tangible goods have supported the
shipping volume recovery from June. As such, we now forecast a
lower drop in shipped volumes, of 5%-10% in 2020 compared with
2019, versus our previous forecast of up to 15%."

Positive stimulus from the industry's capacity management and lower
bunker prices are offsetting sluggish demand.   In our view,
containership supply growth will continue to be muted in the next
several quarters, which is particularly important in times of weak
demand. With no incentive to place new large orders amid subdued
contracting activity since late 2015, the containership order book
is at a historical low: currently 9% of the total global fleet. The
industry is facing funding constraints combined with more stringent
regulation on sulphur emissions (permitting only 0.5% from January
2020), and COVID-19-related disruptions (such as delays in
new-build ship deliveries, ship maintenance and repair works, and
scrubber retrofits owing to staff absences and equipment and spare
parts shortages in Chinese yards, particularly during
February-April). These factors translate into tighter supply
conditions, better utilization rates, and healthy freight rates.
S&P said, "We note that following the COVID-19 outbreak, container
liners quickly withdrew sailings from China and continue to adjust
capacity in a timely manner, idle ships, or travel longer routes
during the typical slack seasons. These measures signify the
reactive supply management by container liners, which we would
expect from an industry that has been through several rounds of
consolidation in recent years." Notably, the five largest container
shipping companies have a combined market share of about 65%, up
from 30% around 15 years ago.

Hapag-Lloyd will sustain its solid 2019 EBITDA performance in 2020
despite sluggish global trade volumes.   In the first six months of
2020, Hapag-Lloyd reported EBITDA of EUR1.17 billion, a noticeable
improvement from EUR960 million in the first six months of 2019.
Under our base case, we expect this positive momentum to continue
toward year-end 2020, with S&P Global Ratings-adjusted EBITDA of
about EUR2 billion for the full year. This mirrors the solid EBITDA
achieved in 2019 and is well above our April 2020 forecast of
EUR1.5 billion-EUR1.6 billion. Higher-than-expected trade volumes
and freight rates, lower-than-forecast bunker fuel prices, and
trimming of other operating expenses support Hapag-Lloyd's
resilient earnings despite operational headwinds.

Hapag-Lloyd could achieve less volatile earnings in 2021-2022,
despite operational headwinds, while deployment of excess cash flow
to gradual debt reduction is essential for an upgrade.  The
container liner industry is tied to cyclical supply-and-demand
conditions. In addition, there is high uncertainty regarding the
pandemic and economic recession, their effect on global trade
demand, and the sustainability of Hapag-Lloyd's earnings and
financial performance. As such, a key challenge for the company
will be turning EBITDA strength into lasting value of about EUR2
billion. This will depend on industry players' stringent capacity
management and tariff-setting discipline, as well as Hapag-Lloyd's
consistent grip on cost control and ability to recover bunker price
inflation to counterbalance the industry's cyclicality.
Furthermore--given the inherent volatility of the container
shipping industry and associated swings in earnings and cash
flow--we consider that maintaining a prudent financial policy
underpinned by balanced investment decisions and deployment of
excess cash flow to gradual debt reduction are critical and
stabilizing factors of credit quality.

Hapag-Lloyd has the capacity to further reduce leverage and
increase headroom under the improved credit measures to mitigate
potential operational underperformance and unforeseen setbacks.
S&P said, "Under our base case, Hapag-Lloyd's improved operating
cash flows will outpace relatively low capex requirements, which
are thanks to the well-invested and competitive asset base, in 2020
and 2021. The company's FOCF generation capacity creates scope for
further net debt reduction. This would provide Hapag-Lloyd with
even more financial leeway under its strengthened credit measures
to offset potential EBITDA underperformance and unforeseen setbacks
in the context of the cyclical industry. Under our base-case
forecast, Hapag-Lloyd will achieve adjusted FFO to debt of 26%-27%
in 2020, improving to 28%-29% in 2021. This ratio is just about in
line with our guideline for the higher 'BB' rating. As such, we
view further structural debt reduction and the resulting increased
financial flexibility as critical for an upgrade."

S&P said, "We believe that Hapag-Lloyd will maintain a prudent
financial policy, underpinned by balanced investment decisions,
which is critical in the context of the cyclical underlying
industry.   We understand that Hapag-Lloyd has no commitment for
new containerships, which should help it to realize FOCF to reduce
leverage. Accordingly, our forecast is based on the assumption that
Hapag-Lloyd will lower its S&P Global Ratings-adjusted debt to
EUR5.5 billion-EUR5.7 billion by 2021, compared with EUR6.6 billion
in 2018 on a like-for-like basis. As demonstrated during the past
few years, we believe that the company will not speculatively order
new ships, instead its large capital investments will be tied to
favorable demand prospects. Hapag-Lloyd has stated its intention to
maintain a ratio of net debt to EBITDA (leverage target) at maximum
3.0x, compared with 2.6x achieved in the 12 months ending June 30,
2020, while coping with operational headwinds. This compares with
our base-case projection of adjusted debt to EBITDA staying at
2.8x-3.0x over 2020-2021. Given our below-3.5x leverage guideline
for an upgrade, our forecast points to ample debt capacity under
the 'BB-' rating and moderate financial flexibility in case of a
potential higher 'BB' rating.. We view this as necessary because of
the container liner industry's inherent exposure to cyclical swings
in demand-and-supply conditions and the current high uncertainty
regarding the pandemic and economic recession, and their impact on
global trade demand, potentially weighing on Hapag-Lloyd's
operational resilience.

"Hapag-Lloyd's profitability measures outperformed peers in the
past few years, leading us to revise upward our business risk
profile assessment to fair from weak.   Hapag-Lloyd has
outperformed its cost-reduction targets, enhanced operating
efficiency, decreased cost per container shipped, and improved
profitability (as defined by absolute EBITDA margin and return on
capital levels as well as volatility of these measures). As a
result, the company has posted above-industry-average EBITDA
margins over the past few years. We believe Hapag-Lloyd's track
record of decreasing volatility in profitability is sufficiently
long to revise upward our assessment of the business risk profile
to fair from weak. Most importantly it captures the major cyclical
downturn triggered by the COVID-19 pandemic. In the first six
months of 2020, Hapag-Lloyd achieved a strong EBITDA margin of 18%,
compared with 15% in the first six months of 2019. This, besides
the company's operational improvements, signifies healthy capacity
management and pricing discipline among container liners, which is
particularly important in times of sluggish demand. That said,
Hapag-Lloyd's profitability remains susceptible to the industry's
inherent demand-and-supply imbalances and high exposure to
fluctuations in running costs, particularly of bunker fuel. We
believe, however, that thanks to significant consolidation in the
container liner industry over recent years, the cyclical swings in
operating margins should be less pronounced and shorter, with the
mid-cycle freight rates consistently trending above the operating
cost breakeven." Furthermore as the fifth-largest player in the
industry in terms of capacity, Hapag-Lloyd benefits from a large,
fairly new, and diverse fleet, and strong customer diversification.
The company operates globally through a broad and strategically
located route network that helps it ride out regional downturns,
which supports margins.

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

-- Health and safety.

The positive outlook reflects a one-in-three likelihood that S&P
could upgrade Hapag-Lloyd over the next 12 months.

S&P said, "We could raise the rating if we believed that
Hapag-Lloyd were likely to maintain adjusted FFO to debt of more
than 25%, our threshold for a 'BB' rating. This would be contingent
on the generally sustained pricing discipline by the industry
players, allowing Hapag-Lloyd to offset the likely sluggish (albeit
recovering) trade volumes and recover fuel cost inflation, and the
company's continued allocation of discretionary cash flow to debt
reduction. Given the industry's inherent volatility, an upgrade
would also depend on Hapag-Lloyd's ability to structurally reduce
debt and achieve an ample cushion under the credit measures for
potential fluctuations in EBITDA, combined with continually solid
liquidity.

"Furthermore, we would need to be convinced that management's
financial policy does not allow for significant increases in
leverage compared with lowered levels. This means that the company
will not embark on any unexpected significant debt-financed fleet
expansion or mergers and acquisitions, and that shareholder
remuneration will remain prudent.

"We would revise the outlook to stable if Hapag-Lloyd's earnings
weakened; for example, due to much lower trade volumes than we
anticipate, deteriorated freight rate conditions, and the inability
to offset fuel-cost inflation because of ineffective pass-through
efforts or a failure to realize cost efficiencies. This would mean
adjusted FFO to debt deteriorating to less than 25%, with limited
prospects of improvement.

"An outlook revision to stable would also be likely if we noted any
unexpected deviations in terms of financial policy that would
prevent credit measures remaining consistent with a higher
rating."




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

HARVEST CLO XVIII: Moody's Confirms B1 Rating on Class F Notes
--------------------------------------------------------------
Moody's Investors Service confirmed the ratings on the following
notes issued by Harvest CLO XVIII DAC:

EUR22,000,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2030, Confirmed at Baa2 (sf); previously on Jun 3, 2020 Baa2
(sf) Placed Under Review for Possible Downgrade

EUR21,000,000 Class E Senior Secured Deferrable Floating Rate Notes
due 2030, Confirmed at Ba2 (sf); previously on Jun 3, 2020 Ba2 (sf)
Placed Under Review for Possible Downgrade

EUR10,500,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2030, Confirmed at B1 (sf); previously on Jun 3, 2020 B1 (sf)
Placed Under Review for Possible Downgrade

Moody's has also affirmed the ratings on the following notes:

EUR197,000,000 Class A-1 Senior Secured Floating Rate Notes due
2030, Affirmed Aaa (sf); previously on Jan 24, 2018 Definitive
Rating Assigned Aaa (sf)

EUR30,000,000 Class A-2 Senior Secured Fixed Rate Notes due 2030,
Affirmed Aaa (sf); previously on Jan 24, 2018 Definitive Rating
Assigned Aaa (sf)

EUR56,500,000 Class B Senior Secured Floating Rate Notes due 2030,
Affirmed Aa1 (sf); previously on Jan 24, 2018 Definitive Rating
Assigned Aa1 (sf)

EUR33,500,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2030, Affirmed A2 (sf); previously on Jan 24, 2018 Definitive
Rating Assigned A2 (sf)

Harvest CLO XVIII DAC, issued in January 2018, is a collateralised
loan obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans. The portfolio is managed by
Investcorp Credit Management EU Limited. The transaction's
reinvestment period will end in April 2022.

The action concludes the rating review on the Classes D, E and F
notes initiated on June 03, 2020.

RATINGS RATIONALE

The rating confirmations on the Class D, E and F notes and rating
affirmations on the Class A-1, A-2, B and C notes reflect the
expected losses of the notes continuing to remain consistent with
their current ratings despite the risks posed by credit
deterioration and loss of collateral coverage observed in the
underlying CLO portfolio, which have been primarily prompted by
economic shocks stemming from the coronavirus outbreak. Moody's
analysed the CLO's latest portfolio and considered the recent
trading activities as well as the full set of structural features.

Since the coronavirus outbreak widened in March, the decline in
corporate credit has resulted in a significant number of
downgrades, other negative rating actions, or defaults on the
assets collateralising the CLO.

The deterioration in credit quality of the portfolio is reflected
in an increase in Weighted Average Rating Factor (WARF) and of the
proportion of securities from issuers with ratings of Caa1 or
lower. According to the trustee report dated August 2020, the WARF
was 3328 [1], compared to 2976 in January 2020 [2]. Securities with
ratings of Caa1 or lower currently make up approximately 7.4% [1]
of the underlying portfolio, compared to 3.6% [2] in January 2020.
In addition, the over-collateralisation (OC) levels have weakened
across the capital structure. According to the trustee report of
August 2020 the Class A/B, Class C, Class D , Class E and Class F
OC ratios are reported at 139.5% [1], 124.8% [1], 116.7% [1],
109.9% [1] and 106.8% [1] compared to January 2020 levels of 141.2%
[2], 126.3% [2], 118.1% [2], 111.2% [2] and 108.0% [2]
respectively. Moody's notes that none of the OC tests are currently
in breach and the transaction remains in compliance with the
following collateral quality tests: Diversity Score, Weighted
Average Recovery Rate (WARR), Weighted Average Spread (WAS) and
Weighted Average Life (WAL).

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base case,
Moody's analysed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR 394.4 million,
a defaulted par of EUR 4 million, a weighted average default
probability of 27.7% (consistent with a WARF of 3336 over a
weighted average life of 5.9 years), a weighted average recovery
rate upon default of 45.5% for a Aaa liability target rating, a
diversity score of 53 and a weighted average spread of 3.65%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

In consideration of the current high uncertainties around the
global economy and the ultimate performance of the CLO portfolio,
Moody's conducted several additional sensitivity analyses
representing a range of outcomes that could diverge, both to the
downside and the upside, from its base case. Some of the additional
scenarios that Moody's considered in its analysis of the
transaction include, among others: additional near-term defaults of
companies facing liquidity pressure; additional OC par haircuts to
account for potential future downgrades and defaults resulting in
an increased likelihood of cash flow diversion to senior notes; and
some improvement in WARF as the global economy gradually recovers
in the second half of the year and future corporate credit
conditions generally stabilize.

The coronavirus outbreak, the government measures put in place to
contain it, and the weak global economic outlook continue to
disrupt economies and credit markets across sectors and regions.
Its analysis has considered the effect on the performance of
corporate assets from the current weak global economic activity and
a gradual recovery for the coming months. Although an economic
recovery is underway, it is tenuous and its continuation will be
closely tied to containment of the virus. As a result, the degree
of uncertainty around its forecasts is unusually high.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
August 2020.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in June 2020. Moody's concluded the
ratings of the notes are not constrained by these risks.

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

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
notes, considering uncertainty about credit conditions in the
general economy. In particular, the length and severity of the
economic and credit shock precipitated by the global coronavirus
pandemic will have a significant impact on the performance of the
securities. CLO notes' performance may also be impacted either
positively or negatively by: (1) the manager's investment strategy
and behaviour; and (2) divergence in the legal interpretation of
CDO documentation by different transactional parties because of
embedded ambiguities.

Additional uncertainty about performance is due to the following:

  -- Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which could
lengthen as a result of the manager's decision to reinvest in new
issue loans or other loans with longer maturities, or participate
in amend-to-extend offerings. The effect on the ratings of
extending the portfolio's weighted average life can be positive or
negative depending on the notes' seniority.

  -- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Recoveries higher
than Moody's expectations would have a positive impact on the
notes' ratings.

  -- Other collateral quality metrics: Because the deal can
reinvest, the manager can erode the collateral quality metrics'
buffers against the covenant levels.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.


RRE 5 LOAN: S&P Assigns Prelim. BB- Rating on Class D Notes
-----------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to RRE 5
Loan Management DAC's class A-1, A-2, B, C, and D notes. At
closing, the issuer will also issue EUR36.40 million of unrated
subordinated notes.

As of the preliminary ratings date, the issuer had identified
approximately 78% of the target effective date portfolio. S&P said,
"We consider that the target portfolio will be well-diversified,
primarily comprising broadly syndicated speculative-grade senior
secured term loans. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
collateralized debt obligations."

  Portfolio Benchmarks
                                                      Current
  S&P Global Ratings weighted-average rating factor     2,741
  Default rate dispersion                                 541
  Weighted-average life (years)                          5.64
  Obligor diversity measure                               102
  Industry diversity measure                               19
  Regional diversity measure                              1.2
  Weighted-average rating                                 'B'
  'CCC' category rated assets (%)                        3.20
  'AAA' weighted-average recovery rate                  38.49
  Floating-rate assets (%)                              94.23
  Weighted-average spread (net of floors; %)             3.62

S&P said, "Under our structured finance sovereign risk criteria, we
consider that the transaction's exposure to country risk is
sufficiently mitigated at the assigned preliminary ratings.

"In our cash flow analysis, we used the EUR400 million target par
amount, a weighted-average spread of 3.50%, the reference
weighted-average coupon (5.00%), and the weighted-average recovery
rates as indicated by the collateral manager. We applied various
cash flow stress scenarios, using four different default patterns,
in conjunction with different interest rate stress scenarios for
each liability rating category.

"Our credit and cash flow analysis shows that the class A-2, B, and
D notes benefit from break-even default rate and scenario default
rate cushions that we would typically consider to be in line with
higher ratings than those assigned. However, as the CLO is still in
its reinvestment phase, during which the transaction's credit risk
profile could deteriorate, we have capped our preliminary ratings
on the notes."

"Elavon Financial Services DAC is the bank account provider and
custodian. At closing, we expect its documented replacement
provisions to be in line with our counterparty criteria for
liabilities rated up to 'AAA'.

"The issuer can purchase up to 20% of non-euro assets, subject to
entering into asset-specific swaps. The downgrade provisions of the
swap counterparty or counterparties are in line with our
counterparty criteria for liabilities rated up to 'AAA'.

"At closing, we expect the issuer to be bankruptcy remote, in
accordance with our legal criteria.

"The CLO is managed by Redding Ridge Asset Management (UK) LLP.
Under our "Global Framework For Assessing Operational Risk In
Structured Finance Transactions," published on Oct. 9, 2014, the
maximum potential rating on the liabilities is 'AAA'."

Under the transaction documents, the issuer may purchase debt and
non-debt assets of an existing borrower offered in connection with
a workout, restructuring, or bankruptcy (workout obligations), to
maximize the overall recovery prospects on the borrower's
obligations held by the issuer.

The transaction documents limit the CLO's exposure to workout
obligations quarterly, and on a cumulative basis, may not exceed 7%
of target par if purchased with principal proceeds, and otherwise
10% of target par if purchased with principal and/or interest
proceeds.

The issuer may purchase workout obligations using:

-- Principal proceeds, provided that (i) the obligation is a debt
obligation, (ii) it is pari passu or senior to the obligation
already held by the issuer, (ii) its maturity date falls before the
rated notes' maturity date, (iv) it is not purchased at a premium,
and (v) the class A and B par value tests are satisfied after the
acquisition;

-- Interest proceeds, provided that the class C interest coverage
test is satisfied after the acquisition, and the manager believes
there will be enough interest proceeds on the following payment
date to pay interest on all the rated notes; and/or

-- Amounts standing to the credit of the supplemental reserve
account.

The issuer will designate as principal proceeds workout obligations
the assets purchased with principal proceeds, or with interest
proceeds or the supplemental reserve account, as long as the asset
is a debt obligation and the manager decides to treat it as such
(or makes no determination).

These obligations, if they meet the eligibility criteria, will be
given credit in the par value numerator and be subject to the same
haircuts as the other obligations held by the issuer. If they don't
meet all the eligibility criteria, but are current on their
interest and principal payments, they will be treated as defaulted
assets in the par value numerator.

The issuer will transfer to the principal account all distributions
received from principal proceeds workout obligations.

The issuer will give no credit in the par value numerator to other
types of workout obligations, and will transfer their distributions
to the interest account or supplemental reserve account.

Except for calculation of the par value test numerator, the
principal balance of any workout obligation in all other tests will
be zero.

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

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-1 to D notes
to five of the 10 hypothetical scenarios we looked at in our recent
publication.

S&P Global Ratings acknowledges a high degree of uncertainty about
the evolution of the coronavirus pandemic. The current consensus
among health experts is that COVID-19 will remain a threat until a
vaccine or effective treatment becomes widely available, which
could be around mid-2021. S&P said, "We are using this assumption
in assessing the economic and credit implications associated with
the pandemic. As the situation evolves, we will update our
assumptions and estimates accordingly."

  Ratings List

  Class     Prelim. rating   Amount (mil. EUR)
  A-1       AAA (sf)         232.00
  A-2       AA (sf)           40.00
  B         A (sf)            45.60
  C         BBB- (sf)         26.00
  D         BB- (sf)          14.00
  Sub notes   NR              36.40

  NR--Not rated.


TRAFFORD CENTRE: Fitch Lowers Ratings on 3 Tranches to 'B+sf'
-------------------------------------------------------------
Fitch Ratings has downgraded the notes issued by The Trafford
Centre Finance Limited (TCF), and maintained the notes on Rating
Watch Negative (RWN).

RATING ACTIONS

The Trafford Centre Finance Ltd

Class A2 6.50% Secured Notes due 2033 XS0108039776; LT A+sf
Downgrade; previously AA+sf

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

Class B 7.03% Secured Notes due 2029 XS0108043968;
LT BBB+sf Downgrade; previously Asf

Class B2 Floating Rate Secured Notes Due 2038 XS0222489014; LT
BBB+sf Downgrade; previously Asf

Class B3 Fixed rate notes XS1031629808; LT BBB+sf Downgrade;
previously Asf

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

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

Class D3 Fixed rate notes XS1031633313; LT B+sf Downgrade;
previously BB+sf

TRANSACTION SUMMARY

The rating actions reflect the toll taken on the mall by the
coronavirus and related containment measures, as well as risks from
renewed social distancing, which could further negatively affect
retail sales and rental income in the near term. The intu Trafford
Centre mall, based outside of Manchester, had lost about 40% of
market value in less than two years according to its June
valuation, with the shock of the pandemic driving yields higher and
further undermining rental affordability.

Reported collection rates remain sluggish at approximately 39% as
of June. The intu Trafford Centre has suffered a severe squeeze on
net operating income (NOI), not only because of weak collections
but also due to an increase in non-recoverable property overheads.
In these unusual circumstances, brought on by the pandemic, the
issuer is dependent on access to liquidity to ensure it can avoid
near-term default. Parental support at the last interest payment
date prevented a draw on the issuer's liquidity facility. However,
there is no certainty of ongoing parental liquidity support so to
avoid default - until NOI recovers - TCF will be highly dependent
on its liquidity facility: GBP80 million (of which only GBP15
million can be drawn to service the class D notes).

The rating of the class A notes is directly linked to the rating of
Lloyds Bank plc, the liquidity facility provider. A change in
Fitch's assessment of the rating of Lloyds Bank plc (A+/Neg) would
automatically result in a change in the rating on the class A
notes. In addition, any change in Fitch's view on the liquidity
facility provider may result in a downgrade to the notes. This
direct credit dependency on the liquidity facility provider caps
the ratings, contributing to the magnitude of the downgrade of its
class A notes.

TCF is a securitisation of a GBP676 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 June 2020 valuation, the collateral value had
fallen 22% in the preceding 12-month period, with estimated rental
value (ERV) down almost 10% over 6 months.

The property has been affected by the retail downturn underway in
the UK, including key tenants falling into administration or using
company voluntary arrangements (CVA) to restructure leases. In its
sampling, Fitch estimates recent income signed in intu Trafford
Centre trailing ERV by 12.5%, and have haircut ERV by 10% (in line
with the last rating action, albeit applied to a lower ERV). Given
the depth of the intu Trafford Centre's observed rental value
declines (RVD) over the last couple of years, which Fitch
incorporates in its modelled ERV, to avoid double-counting Fitch
has reduced its additional rating-specific RVD assumptions.

KEY RATING DRIVERS

Pandemic Continues Affecting Retail: Although retailers in England
could reopen from Juen 15, 2020, social distancing restrictions
remain and are tightening - for instance earlier restaurant closing
times and limits on interactions outside of individual households.
Additional restrictions cannot be ruled out, which would have
negative consequences for the retail sector. A moratorium on
evictions was extended, thus reducing landlord bargaining power. As
a result, collections are depressed and landlord costs very high.

Assumptions Updated for Coronavirus Impact: Fitch has increased its
base structural vacancy (SV) assumption to 9% from 7% as Fitch
expects further impact of store closures and job losses. Fitch caps
stressed NOI in all its rating scenarios at one-third of 'Bsf' NOI
for the next six months and at two-thirds for the six months
thereafter, with short-term pressure alleviated after the full
twelve months has elapsed in the projection. By assuming borrower
default, this test leads to an accumulation of around a semester of
loan interest, adding to the borrower's indebtedness.

The property market data Fitch tracks for UK dominant regional
shopping centres such as intu Trafford Centre have shown steep
increases in rental yields, which has lifted its 'Bsf' cap rate
above the long-term average yield (until recently a floor), and
caused cap rates to rise at each more severe rating stress, albeit
at a declining rate (with the 'AAAsf' cap rate unchanged). For the
notes with lower ratings, this yield shift has a significant
negative impact, reflecting the "through the cycle" principles of
the criteria as market values fall. For the more highly rated
notes, the collateral impact is generally more muted, with cap rate
changes less influential, and instead increasingly dominated by the
combined effect of reducing modelled ERV and increasing the base
SV, in each case since the last rating action.

Liquidity Risk: The assumed reduction in rental collections over
the next 12 months reflects in the modelling conditions that are
consistent with a direct credit dependency on the liquidity
facility provider, which exacerbates the downgrade of the class A
notes by capping them at the rating of the provider (A+/Neg). Fitch
finds the liquidity facility adequate to cover interest payments
due on the notes in the corresponding rating stresses.

Timing Dependencies: The downgrades of the class B and D are
primarily caused by the depletion of stressed collateral value (net
of material swap break costs) as a result of the haircut to ERV and
higher cap rates. Assumed collateral liquidation timing in both
scenarios is in 2022, because following loan default (assumed day
one) pressure on available liquidity builds up from the risk of the
bond payment waterfall becoming fully sequential (if the class A
investors elect to accelerate), in which case non-senior notes are
locked out from receiving funds paid by the borrower under the
loan. The B and D notes would, in this scenario, become exclusively
dependent on their respective entitlements under the liquidity
facility. This short runway limits not only the scope of note
amortisation out of property cash flow, but also the decay of swap
break costs.

For the TCF class A note class, the downgrade similarly reflects
depletion of collateral value caused by the haircut to ERV and, in
this case, a higher "effective" stressed cap rate (after the effect
of stressed structural vacancy).

However, two complexities apply here. First, the structural benefit
of a long-dated fixed-rate structure is better preserved by the
effective control over mortgage workout vested in the class A
investors, who Fitch understands have the power (upon loan default)
to delay liquidation in order to restore long-dated cash sweep and
decay swap break costs. 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. Fitch assumes this
intermediate workout phase is, in practice, limited in duration and
for this class assume liquidation in 2027.

Secondly, there is excessive counterparty risk in relation to the
liquidity facility provider given the immediate dependency of
issuer solvency on the provider, rated 'A+/Neg', acting as a cap.

Given the uncertainty over liquidation timing, despite assuming day
one loan payment default Fitch assumes 5% depreciation.

RATING SENSITIVITIES

The Trafford Centre Finance Plc current rating: 'A+sf' / 'A+sf' /
'BBB+sf' / 'BBB+sf'/ 'BBB+sf' / 'B+sf' / 'B+sf' / 'B+sf'

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

The Trafford Centre Finance Plc: 'A+sf' / 'A+sf' / 'A+sf' / 'A+sf'/
'A+sf' / 'BB+sf' / 'BB+sf' / 'BB+sf'

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

The Trafford Centre Finance Plc: 'A+sf' / 'A+sf' / 'BBBsf' /
'BBBsf'/ 'BBBsf' / 'B+sf' / 'B+sf' / 'B+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:

The Trafford Centre Finance Plc: 'A+sf' / 'A+sf' / 'BB+sf' /
'BB+sf'/ 'BB+sf' / 'CCCsf' / 'CCCsf' / 'CCCsf'

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

An end to social distancing associated with the coronavirus
outbreak could revert consumer behaviour and discretionary spend
back to pre-pandemic levels, and lead to positive outlooks or
upgrades.

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

A second lockdown like the first one would dampen retail property
values and risk further downgrades.

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

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

DATA ADEQUACY

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

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

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

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Classes A2 and A3 are linked to Lloyds Bank rating.

ESG CONSIDERATIONS

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




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

MONTE DEI PASCHI: Shareholders Approve Bad Loan Clean-Up
--------------------------------------------------------
Valentina Za and Giuseppe Fonte at Reuters report that shareholders
in Monte dei Paschi di Siena approved on Oct. 4 a long-awaited bad
loan clean-up plan aimed at easing the sale of the state-owned bank
to a healthier rival.

Italy has worked for two years on the plan, which gained final
approval from the European Central Bank in September and must be
completed by Dec. 1, Reuters discloses.

Rome bailed out Monte dei Paschi in 2017, acquiring a 68% stake for
EUR5.4 billion (US$6.3 billion), Reuters recounts.  To meet
conditions agreed at the time with European Union competition
authorities, it must cut that stake before the bank approves 2021
earnings, Reuters notes.

The "Hydra" scheme approved on Oct. 4 at an extraordinary
shareholders' meeting will lower Monte dei Paschi's impaired loans
to 4.3% of total lending, below UniCredit's 4.8%, currently the
best level among larger commercial banks, Reuters discloses.

The move was designed to facilitate a merger, but the Treasury is
struggling to find buyers for the loss-making bank, Reuters relays,
citing people familiar with the matter.

Under the "Hydra" scheme, Monte dei Paschi will transfer EUR8.1
billion in impaired loans to state-owned bad loan manager AMCO,
together with other assets and liabilities including EUR1.1 billion
in capital, Reuters states.

The deal, which includes a EUR3.2 billion bridge loan by banks UBS
and JPMorgan, allowed Monte dei Paschi to shed the loans without
incurring losses, according to Reuters.

However, the ECB has demanded the bank replenishes its capital
buffers, a condition the Treasury had hoped to fulfil by finding a
buyer by the end of the year, Reuters says.




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

ARVOS MIDCO: Moody's Puts B2 CFR on Review for Downgrade
--------------------------------------------------------
Moody's Investors Service placed on the review for downgrade the B3
corporate family rating (CFR) and the B3-PD probability of default
rating (PDR) of Arvos Midco S.a r.l. (Arvos). Concurrently, Moody's
has placed under review for downgrade the B3 ratings of the first
lien senior secured term loan B and the senior secured revolving
credit facility (RCF) of Arvos Bidco S.a r.l. The outlook on all
ratings has been changed to ratings under review from negative.

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

The review for downgrade reflects the company's weak operating
results, high financial leverage and increasing refinancing risks,
with RCF and term loans coming due in May 2021 and August 2021,
respectively. Moody's understands that the company is in
discussions with lenders to extend the maturity of its RCF and term
loans. The review will focus on the outcome of these discussions as
well as on the terms of any debt agreement amendment. At this
point, Moody's views that an agreement is likely to be reached in
the next 30 days. Failure to extend the maturities of its debt
agreements within this timeframe will result in a downward pressure
on its ratings.

The review will further include an evaluation of the sustainability
of Arvos' capital structure and its long-term business prospects.
This includes an evaluation of the likelihood of Arvos to execute a
meaningful reduction of financial leverage towards 7.0x Moody's
adjusted Debt / EBITDA by fiscal year-end March 2022 from current
levels of around 10x as of last twelve months ended June 2020. In
addition, it will include the evaluation whether the company is
likely to generate positive free cash flows including probably
higher interest margins with the proposed refinancing.

Arvos has shown a weaker-than expected operating performance in the
last quarters, with leverage metrics and negative free cash flow
generation, which indicate a potentially unsustainable capital
structure. Arvos' gross leverage reached 9.8x Moody's adjusted Debt
/ EBITDA in the fiscal year ended March 2020 and has further
increased to above 10x following the operating performance during
Q1 of fiscal 2021. Arvos' currently high leverage is reflective of
i) the impact of the coronavirus pandemic on its sales volumes in
the Q4 of fiscal 2020 and Q1 of fiscal 2021, to some degree offset
by the cost savings initiatives implemented by the company, ii) its
declining margins over the past three years due to the increasing
share of new business coming from emerging markets (China, India
and others), which have structurally lower margins, and iii) high
restructuring and other one-off items, which stood at EUR18.6
million in fiscal 2020 (EUR15.9 million in fiscal 2019).

LIQUIDITY

Moody's considers that Arvos' liquidity is increasingly fragile if
refinancing of RCF and term loans does not go ahead. As at June 30,
2020 the company had around EUR46.5 million of cash on balance
sheet and around EUR21 million of availability under its EUR33
million RCF. There is a net leverage covenant, which is expected to
be tested in case the RCF is drawn by more than EUR12 million.

WHAT COULD CHANGE THE RATING UP/DOWN

The ratings could be downgraded if the company fails to complete
the extension of maturities on its term loans and RCF or if Moody's
determines during the review period that any potential amendment to
the debt agreements could be viewed as a distressed exchange. The
ratings could also be downgraded if Moody's determines that the
company's capital structure is becoming increasingly
unsustainable.

Moody's could affirm the ratings if Arvos is able to refinance its
capital structure without any losses for creditors. It would also
require a better visibility that the company can materially improve
its operating performance, resulting in a meaningful reduction of
its financial leverage towards 7.0x Moody's adjusted Debt / EBITDA
by fiscal year-end March 2022. It would also require Arvos to
generate positive free cash flows and improve its liquidity profile
to adequate levels, including comfortable head room under its
covenants, always.

PRINCIPAL METHODOLOGY

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

PROFILE

Arvos Midco S.a r.l. (formerly Alison Midco S.a.r.l.) is the parent
company of Arvos BidCo S.a r.l., the parent company of the Arvos
Group. Arvos is an auxiliary power equipment provider operating in
new equipment and offering aftermarket services through two
business divisions: Ljungstrom for Air Preheaters (APH), including
air preheaters and gas-gas heaters for thermal power generation
facilities; and Schmidt'sche Schack for Heat Transfer Solutions
(HTS) for a wide range of industrial processes mainly in the
petrochemical industry (Transfer Line Exchangers, Waste Heat Steam
Generators and High-Temperature Products). In the 12 months ended
June 2020, Arvos generated EUR313 million of sales and
company-adjusted EBITDA of EUR62.7 million. Arvos Group is a
carve-out from Alstom and is fully owned by Triton funds and by its
management.


KERNEL HOLDING: Fitch Rates $350MM Sr. Unsec. Rating 'BB-(EXP)'
---------------------------------------------------------------
Fitch Ratings has assigned Kernel Holding S.A.'s planned USD350
million-USD300 million bond an expected senior unsecured rating of
'BB-(EXP)' with a Recovery Rating of 'RR4' (50%).

The assignment of the final senior unsecured bond rating is
contingent on the receipt of final documents, along with the
confirmation of amount, maturity, and pricing in line with its
expectations and information already received.

KEY RATING DRIVERS

Rating Aligned with Outstanding Bonds: The planned bond's
'BB-(EXP)' rating is in line with the outstanding senior unsecured
bonds'. The expected senior unsecured debt is guaranteed on a
senior basis by the group's major operating subsidiaries, which
represent 96.8% of the group EBITDA. Part of Kernel's remaining
debt, amounting to USD223 million at FYE20 (ending June 2020), is
senior secured and includes part of working capital facility and
capex lines. Nevertheless, there is no material subordination for
unsecured debt, given that the amount of secured debt does not
exceed 2.0x to 2.5x EBITDA (Fitch-estimated FY20 EBITDA:
USD437million).

New Bond to Improve Liquidity: Fitch expects proceeds from the new
issuance to be used to strengthen the liquidity position and prepay
part of the USD500 million Eurobond maturing in January 2022, and
not for additional capex (above from what is currently in progress)
or M&A. By extending the debt maturity profile, the new bond
placement will ensure sufficiently strong hard-currency debt
service ratio of above 1.5x over the next 12 to 18 months,
underpinning Kernel's 'BB-' Long-Term Foreign-Currency (FC) Issuer
Default Rating (IDR).

Global Commodity Seller: Kernel's 'BB-' Long-Term Local-Currency
(LC) IDR is above Ukraine's 'B' LC IDR. This reflects Fitch's view
that the group's increasing commodities export operations to global
markets, facilitated by its Avere trading unit, justifies a higher
assessment of the overall operating environment applied to Kernel's
credit profile compared with that of Ukraine, where the majority of
the company's assets is located.

Strong Access to Funding: Kernel's overall operating environment
score also benefits from the group's access to diversified funding
sources, not limited to Ukraine's banking system, with most credit
facilities represented by Eurobonds, pre-export finance facilities
provided by international banks and loans provided by multilateral
lending institutions, confirming good access to external
liquidity.

Rating above Country Ceiling: Kernel's FC IDR is two notches above
Ukraine's Country Ceiling of 'B' and the same level as the group's
Long-Term LC IDR. The uplift reflects its expectation that the
group will maintain substantial offshore cash balances, a
comfortable schedule of FC debt repayments and refinance upcoming
material debt maturities well in advance, to ensure a hard-currency
debt service ratio above 1.5x over FY21-FY22 with sufficient
headroom (FY20: 5.1x - based on preliminary adjustments of FY20
results).

Record FY20 Profits to Normalise: Kernel posted a record
Fitch-estimated EBITDA in FY20 of USD437 million, driven by a
record sunflower seeds harvest in Ukraine and higher average
sunflower oil prices in the year. This resulted in USD100 EBITDA
per ton in FY20 in the core oil segment versus USD67 in FY19.
Profits were supported by the strong contribution of Avere trading
and healthy margins in farming.

Fitch expects profitability in the core oil segment to normalise
toward USD60-USD75 per ton in FY21-FY23, resulting in lower segment
EBITDA. Nonetheless, profits should grow in FY22-FY23, supported by
new capacity launches and efficiency initiatives.

DERIVATION SUMMARY

Kernel's 'BB-' IDR is in line with the France-based sugar trader of
comparable scale, Tereos SCA (BB-/Negative), and multiple notches
below global diversified traders, such as Cargill Incorporated
(A/Stable), Archer Daniels Midland Company (A/Stable) and Bunge
Limited (BBB-/Stable).

Compared with Tereos, Kernel has a stronger financial profile. This
is balanced by Kernel's dependence on a single sourcing region,
Ukraine, compared with Tereos's ability to source from two regions,
Europe, and Brazil. Kernel's rating is also two notches above
Aragvi Holding International Limited (B/Stable), Moldova's
sunflower seed crusher, which has significantly smaller scale and
higher leverage metrics.

Kernel's rating is higher than Ukrainian poultry producer MHP
(B+/Stable), which is more exposed to the domestic market than
Kernel, although it operates in a less volatile sector.

KEY ASSUMPTIONS

Revenue increasing to USD4.7 billion by FY23 (FY19: USD4 billion),
due to additional volume of traded commodities derived from the new
infrastructures Kernel is building in Ukraine;

Fitch-adjusted EBITDA margin reducing to 7.4% in FY21 (FY20: 8.9%)
and trending towards 8.1% by FY23;

Capex of around USD250 million in FY21, which include investments
on the new port terminal capacity, an oilseed processing plant in
western Ukraine and for cogeneration heat and power plants. Capex
at around USD70 million-USD80 million per year up to FY23

Annual dividends of USD40 million in FY21-FY23.

RATING SENSITIVITIES

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

  - Improved scale and diversification, reflected in Fitch-adjusted
EBITDAR trending towards USD500 million and increasing EBITDA
contribution from commodities/services not related to sunflower
oil;

  - Maintain readily marketable inventories (RMI) FFO net leverage
2.5x-3.0x on a sustained basis;

  - Maintain RMI-adjusted FFO interest cover above 5.0x on a
sustained basis;

  - Neutral to positive free cash flow (FCF) margin; and

- Upgrade of the LC IDR in conjunction with an upgrade of the
Ukrainian Country Ceiling or a hard-currency debt service ratio
strongly above minimum conditions for a sustained period, as per
Fitch's methodology Rating Non-Financial Corporates Above the
Country Ceiling, would lead to an upgrade of the Long-Term FC IDR.

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

  - Internal liquidity score below 0.8x due to operating
underperformance or shift in debt structure towards short-term debt
or inability to procure sufficient working capital facilities to
cover operational activity;

  - RMI FFO net leverage above 3.5x on a sustained basis;

  - RMI-adjusted FFO interest cover below 4.0x on a sustained
basis;

  - Failure to refinance the upcoming debt maturities of FY22 by
December 2020, resulting in hard-currency debt service ratio
falling below 1.5x over 18 months as calculated in accordance with
Fitch's methodology Rating Non-Financial Corporates Above the
Country Ceiling, and removing the two-notch differential above
Ukraine's Country Ceiling would result in a downgrade of the
Long-Term FC IDR; and

  - Downgrade of Ukraine's Country Ceiling to 'B-' would also
result in a downgrade of the Long-Term FC IDR.

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Kernel had USD324 million of readily
available cash as of end-June 2020, which is more than sufficient
to cover short-term financial liabilities of USD51 million. Fitch
also anticipates liquidity to be strengthened further on the
planned USD300 million-USD350 million Eurobond, which will reduce
refinancing risk for the USD500 million Eurobond maturing in
January 2022.

The strong available liquidity will be partly used to finance the
USD250 million capex commitments expected in FY21, and working
capital investments in FY22. In addition, Kernel has access to
USD300 million of sunflower oil pre-export credit facilities and a
grain pre-export facility of USD300 million.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

ESG CONSIDERATIONS

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




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

IHS NETHERLANDS: Fitch Alters Outlook on 'B' LT IDR to Stable
-------------------------------------------------------------
Fitch Ratings has revised IHS Netherlands Holdco B.V.'s (IHS
Netherlands) Outlook to Stable from Negative while affirming the
Long-Term Issuer Default Rating (IDR) 'B' and the senior unsecured
rating at 'B'/'RR4'.

The rating action follow the revision of the Outlook on Nigeria's
Long-Term Foreign-Currency (FC) IDR to Stable from Negative on
September 30, 2020.

Fitch's assessment of the fundamental issuer-specific credit
considerations is unchanged.

KEY RATING DRIVERS

Sovereign Constraint: IHS Netherlands' ratings are constrained by
the Nigerian Country Ceiling, which is aligned with the sovereign's
Long-Term FC IDR. This reflects that the group's operations and
customers are solely based in Nigeria. The revision of the Outlook
on IHS Netherlands' Long-Term IDR reflects the likely correlation
of rating action with changes of the sovereign rating, if the
Country Ceiling continues to be aligned with the sovereign IDR.

Coronavirus Impact Manageable: IHS Netherlands continues to operate
its towers across Nigeria with minimal disruption. Telecoms is
deemed by the government to be an essential service and IHS
Netherlands' engineers are still able to maintain equipment at the
group's sites and support operators with network upgrades and
coverage deployments. Demand for mobile voice and data services in
Nigeria has increased during the crisis, underlining the importance
of connectivity and longer-term growth prospects in a country with
limited fixed broadband capability.

Material FX Exposure: Around 60% of the group's revenue is linked
to the US dollar. Payments are made in naira, with the US dollar
component converted into naira for settlement at a fixed conversion
rate for a stated period. The US dollar conversion rate was
historically based on the Central Bank of Nigeria (CBN) exchange
rate and depending on the contract resets after a period of three,
six or 12 months. In July 2020, IHS Netherlands announced an
agreement with MTN, the largest Nigerian mobile operator, where the
reference rate would be the Nigerian Autonomous Foreign Exchange
Rate (NAFEX); 9mobile, the 4th largest mobile operator in Nigeria,
also uses the NAFEX rate as the reference rate. Naira payments
received by IHS Netherlands are then converted into US dollars at
the NAFEX rate for financial reporting purposes.

Limited FX Impact on EBITDA: A significant part of the group's
EBITDA is linked to the US dollar as most of the group's operating
costs are either naira-denominated or related to the cost of
diesel, where there are some indexation components. 2Q20 adjusted
EBITDA (as reported by the group) of USD165 million was stable
compared to 1Q20 even with the average NAFEX rate increasing to
NGN/USD 386 in 2Q20 from 367 in 1Q20. Capex is paid in naira, with
around 60% linked to the US dollar.

Ongoing FX Uncertainty: IHS Netherlands benefits when the CBN and
NAFEX rates converge, although this has less of an impact now that
most of the US dollar-linked revenue has the NAFEX rate as the
reference rate. This benefit would reverse if the NAFEX rate
weakens relative to the CBN rate, which cannot be ruled out with
the significant economic uncertainty in Nigeria. A scarcity of
dollars is another risk, which Fitch is monitoring closely. IHS
Netherlands needs to convert naira into US dollars to service debt
at its holding company in the Netherlands.

Improved Liquidity: Liquidity improved in July following a
successful USD150 million tap of the group's existing senior
unsecured notes. This extra cash is being held outside of Nigeria
at the IHS Netherlands holding company. Fitch believes IHS Holding
Limited, the parent of IHS Netherlands, would provide liquidity
support to the latter in the event of a delay in obtaining US
dollars. The parent company has a USD225 million undrawn revolving
credit facility (RCF) guaranteed by IHS Netherlands.

Leading Nigerian Tower Operator: IHS Netherlands is the leading
tower company in Nigeria, with 16,499 towers (end-2019). This
market position is protected by high barriers to entry, high
switching costs, and the quality of the group's service. Around 68%
of all mobile towers in Nigeria are owned by independent tower
infrastructure operators. The Nigerian market also features high
independent tower company concentration, with IHS Netherlands and
American Tower together owning over 88% of the towers held by
independent tower companies. Fitch estimates IHS Netherlands owns
68% of the towers held by independent tower companies, and 46% of
the total towers in Nigeria.

No Notching for Parent Linkage: Despite IHS Netherlands' strategic
importance to IHS Holding Limited, the lack of parental guarantees
for the Nigerian subsidiary's debt and given that IHS Netherlands
operates on a standalone basis, both legal and operational ties are
deemed weak. As such, Fitch does not apply any notching for parent
and subsidiary linkage (PSL). Its PSL approach could change if
Fitch sees a significant change in the parent's dependency on the
cash flow of IHS Netherlands.

DERIVATION SUMMARY

IHS Netherlands' 'B' rating is constrained by Nigeria's Country
Ceiling, reflecting the challenging macroeconomic operating
environment. IHS Netherlands is well-positioned within the Nigerian
tower market as it commands the number-one position within the
largest telecoms market in Africa. Except for its weaker operating
environment, IHS Netherlands shares some operating and financial
characteristics with its investment-grade international peers, such
as American Tower Corporation (BBB+/Stable), Cellnex Telecom S.A.
(BBB-/Stable) and PT Profesional Telekomunikasi Indonesia
(BBB/Stable).

The Recovery Rating of the debt instruments is capped at 'RR4' and
limited to a 50% recovery rate due to country considerations.

KEY ASSUMPTIONS

Low- to mid-single digit revenue growth per year (pro-forma for the
combination with INT Towers Limited in September 2019) in
2020-2022, driven by continued demand for mobile infrastructure,
assuming no further devaluation of the naira;

Fitch-defined EBITDA margin of around 59% in 2020-2022;

Capex of around USD200 million per annum in 2020-2022; and

No dividends paid in 2020-2022.

RATING SENSITIVITIES

IHS Netherlands

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

  - Upgrade of the Nigerian sovereign rating, together with funds
from operations (FFO) net leverage below 5.5x (2020F: 2.6x) on a
sustained basis, and FFO interest cover greater than 2.0x (2020F:
4.2x).

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

  - FFO net leverage above 6.5x on a sustained basis;

  - FFO interest cover below 1.5x;

  - Weak free cash flow due to limited EBITDA growth, higher capex
and shareholder distributions, or adverse changes to the group's
regulatory or competitive environment;

  - Liquidity risks, including challenges in moving cash out of
Nigeria to IHS Holding to service offshore debt;

  - Downgrade of the Nigerian sovereign rating.

Nigeria - Sovereign Rating

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

  - External Finances: Stronger resilience of external finances
from a durable recovery in international reserves or resumption of
current account surpluses, and exchange rate regime reform
addressing Nigeria's ongoing external vulnerability;

  - Public Finances: Credible path to stronger mobilisation of
domestic non-oil revenues;

  - Macro: Stronger economic growth supporting a recovery in GDP
per capita and a moderation in inflation towards the central bank's
target.

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

  - External Finances: Significant intensification of external
liquidity pressures, for example illustrated by a rapid drawdown in
reserves or renewed downturn in oil prices;

  - Public Finances: A sharp rise in general government
debt/revenues from larger funding needs than its current
projections or materialisation on the sovereign's balance sheet of
contingent liabilities from the broad public sector or the banking
sector.

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).

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity: IHS Netherlands ended 2Q20 with USD162
million equivalent of cash, mostly in Nigeria, of which USD22
million was in US dollars. A tap issue of raised USD150 million,
which is being held in cash outside of Nigeria. The business
generates strong free cash flow and there are no upcoming debt
payments over the next 12 months. The US dollar and naira credit
facilities have amortising profiles but only after a two-year grace
period.

Furthermore, Nigerian operations form a vital part of the IHS
Group, strengthening its view that the parent will support the
Nigerian entities' liquidity if IHS Netherlands has difficulties
taking money out of Nigeria to service its debt.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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


VIVO ENERGY: Fitch Rates $350MM Senior Unsecured Debt 'BB+'
-----------------------------------------------------------
Fitch Ratings has assigned Vivo Energy Investments B.V.'s recent
USD350 million 5.125% bond due 2027 a final senior unsecured rating
of 'BB+'.

The bond is guaranteed by Vivo Energy plc (Vivo Energy) and Vivo
Energy Holding B.V. The bond ranks pari passu with Vivo Energy
Investments B.V.'s unsecured USD300 million revolving credit
facility (RCF), which shares the same guarantors. In line with
Fitch's criteria, prior-ranking debt at the operating companies'
level is below 2.0x-2.5x EBITDA and thus not sufficiently material
to affect the bond rating.

Fitch affirmed Vivo Energy's Long-Term Issuer Default Rating (IDR)
at 'BB+' with a Stable Outlook on September 10, 2020. Vivo Energy's
rating reflects its good geographical diversification, which is
balanced against the concentration of operations in emerging
markets. The rating also incorporates Vivo Energy's conservative
financial structure and healthy liquidity position. Fitch expects
market fundamentals to return to pre-pandemic levels by end-2020
and a swift recovery in Vivo Energy's operational performance,
assuming no protracted renewed nationwide lockdowns due to a new
wave of coronavirus infections.

KEY RATING DRIVERS

New Bond Extends Debt Maturity: The bond has extended the maturity
profile of Vivo Energy's debt, as the company used the proceeds
towards the repayment of an outstanding term loan (USD270 million,
due in 2022) and against partial repayment of RCF drawings, USD64
million of which were drawn to fund the Engen acquisition in March
2019. Fitch forecasts no material change in net debt. However, the
new bond issue of USD350 million has added USD57 million to gross
debt in 2021 vs. its previous forecast.

Limited COVID-19 Impact on Profitability: Fitch expects a limited
impact on Vivo Energy's solid profitability (EBITDA margin at 3.9%
in 2020 vs. 4.3% in 2019) from the pandemic effects that include
lower demand, slower inventory turnover, and weaker oil prices
before supply readjustment. Fitch upgraded its forecast following
the 1H20 results release and now expects gross profit to fall only
10% in 2020 (vs. -23% earlier). In 1H20 Vivo Energy benefited from
two additional months of contribution from Engen.

Fitch expects EBITDA margins to return to 2019 levels in 2021 and
funds flow from operations (FFO) to trend at around USD200 million
by 2022, supported by the group's strong market positions, Engen
contribution and organic growth from new sites.

Margin Recovery by Year-End: Vivo Energy has been able to maintain
its gross cash unit margin within USD69-USD74 per thousand litres
over the last four years. It declined to USD65 per thousand litres
in 1H20, and is expected to recover to slightly below USD69 by
end-2020. The acquisition of Engen, higher volumes and contribution
from other countries help compensate for reduced margins in Vivo
Energy's historically largest market Morocco (Morocco retail
contributed 13% of EBITDA vs. 18% in 2018).

Recovery Post Coronavirus: Fitch expects swift fuel demand recovery
by 2021, after a 21% drop in volumes in 2Q20, which was better than
the 36% yoy drop expected by Fitch amid lockdown. This is supported
by a relaxation of lockdowns, the largely non-discretionary nature
of demand post lockdown for the retail segment (57% of volumes in
2019), and by long-term contracts with local governments, along
with less affected liquefied petroleum gas and mining sectors in
the commercial segment. The aviation segment has been hardest hit
(under 5% of gross profit over the last two years).

Strong Market Position: Vivo Energy is well established in Africa
where it has an average market share of more than 20% across Shell
branded markets. It benefits from the visibility, reputation, and
high standards of the Shell brand. The Engen brand enjoys number 2
to 4 positions in most of its eight markets. Its forecourt retail
business is further enhanced by non-fuel retail activities
supported by partnerships with various restaurant franchises. While
it only contributes 5% to group's gross profit, it benefits the
retail segment through cross-selling.

High Concentration in Emerging Markets: Vivo Energy has retail
operations in 23 African countries leading to high emerging market
concentration. The contribution of investment-grade countries to
total sales volumes of fuel is limited to around 30%. In 20 of
these countries it has limited flexibility on its operating
margins, which are fixed via a regulated price structure. In case
of depreciation of the local currency against the US dollar, in
which its holdco debt is denominated, margins can only be adjusted
with government intervention.

FX Risk Mitigated: Currency risk is mitigated by Vivo Energy's
exposure to countries whose currencies are pegged to the US dollar
or euro, contributing to around 65% of EBITDA.

Low Leverage: Vivo Energy has low leverage (measured as FFO readily
marketable inventory (RMI) lease adjusted net leverage below 1.0x)
through the cycle. The pandemic will only lead to a mild increase
of USD64 million (vs. previously expected USD100 million) in net
debt by end-2021 (vs. 2019) but the reduction in FFO will translate
into weaker FFO RMI-adjusted fixed charge cover of around 3.7x in
2020 before rebounding to 4.5x in 2021. Fitch expects net leverage
to remain at this low level in the near term in the absence of
material M&A, which Fitch considers an event-risk.

Conservative Financial Structure: Vivo Energy prudently targets net
leverage below 1.5x through the cycle. While the rating
incorporates the evolving operating environment in the countries of
operations, this may be mitigated by a stronger track record of
adherence to the prudent financial policy on a through-the-cycle
basis. The limited impact from the pandemic, expected to be further
proven in 2H20, builds a solid record of business performance
benefiting from diversification and resilience despite the more
volatile operating environment in emerging markets.

DERIVATION SUMMARY

The closest peer is Puma Energy Holdings Pte Ltd (BB-/Stable),
which has a broader business profile with its integrated downstream
and midstream operations, and wider geographic diversification
(albeit also in emerging market countries). Vivo Energy has far
lower FFO RMI-lease adjusted net leverage (below 1x, versus Puma
Energy's above 5x). It is less capital-intensive than Puma Energy,
which has made substantial investments over the last decade in
midstream infrastructure, which are taking time to feed through to
profitability.

Vivo Energy's retail operations have better earning stability than
Puma Energy's, and can be compared to some extent with those of EG
Group Limited (EG, B-/Stable), a UK-based independent petrol
retailer. EG's overall scale and diversification have recently
improved through acquisitions and the group is present in mature
European, US and Australian markets. EG benefits from a higher
exposure to more profitable convenience and food-to-go retail. EG's
rating also reflects a weaker financial profile following a period
of mainly debt-funded acquisitions with FFO-adjusted gross leverage
at 12.0x in 2019, and forecast deleveraging to 8.6x by 2021.

KEY ASSUMPTIONS

  - Sales volumes to decline in single-digit percentages in 2020,
followed by recovery to 2019 levels (pro-forma for Engen
acquisition) in 2021, and to grow in low single digits thereafter,
partly supported by new service stations.

  - Group gross cash unit margin in mid-60s per thousand litres in
2020 before a recovery to the high 60s over 2021-2023.

  - Working capital outflow of USD50 million in 2020, followed by a
modest inflow until 2023.

  - Capex to fall to USD100 million in 2020, increasing to USD160
million over 2021-2023.

  - 2019 final dividend reinstated to be paid in 2020. Payout ratio
at around 30% of net income.

  - No M&A-related cash outflows

RATING SENSITIVITIES

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

  - Increased geographical diversification in countries with an
enhanced operating environment without impairing profitability,
while maintaining its solid market shares in the countries it
operates in, and/or a track record of disciplined financial policy
through the cycle

  - Free cash flow (FCF)/EBITDAR excluding expansionary capex above
40% on a sustained basis

  - Maintenance of FFO RMI-lease adjusted net leverage below 1.5x
(or below 2.0x on a gross basis)

  - FFO RMI-adjusted fixed charge cover above 6x on a sustained
basis

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

  - Sharp deterioration in sales volume signalling heightened
competition rather than weaker cyclical demand, leading to
sustained EBITDA attrition to below USD300 million

  - FCF/EBITDAR excluding expansionary capex at 20% or below on a
sustained basis

  - FFO RMI-lease adjusted net leverage above 2.5x on a sustained
basis (or above 3.5x on a gross basis)

LIQUIDITY AND DEBT STRUCTURE

Manageable Liquidity: At end-June 2020, Vivo Energy reported cash
balances of USD460 million and had USD125 million of available
liquidity under its RCF, which was sufficient to cover reported
current debt of USD402 million (mostly at operating company level).
The availability under the RCF increased to USD233 million after
repayment of USD119 million following its USD350 million bond
issuance. Fitch would expect short-term debt obligations to decline
to around USD0.3 billion by end-2020, when demand will recover and
inventory build-up will reduce.

The RCF is available until May 2022, of which USD270 million has
already been extended to 2023, which should support comfortable
liquidity.

Vivo Energy can also count on USD1.2 billion of undrawn unsecured
short-term bank facilities across its network, which Fitch
conservatively excludes from available liquidity as these are not
committed and short term. Average utilisation of short-term
facilities increased in March 2020 to 30% - to support higher
working capital needs during the pandemic - which was above levels
seen at end-2019, before easing to 22% at end-2Q20, leaving
significant headroom.

Fitch expects negative FCF in 2020 as lower EBITDA, due to
COVID-19, working capital outflow and dividends, offset lower
capex. Fitch estimates that USD7 million of cash is not readily
available, due to withholding taxes on dividends up-streamed from
operating companies to Vivo Energy.

Cash at operating companies is used to service debt at the same
level (accounting for around 40% of total debt) and is not
earmarked as collateral for any debt instrument. Holdco debt
amortisation in 2020 can be serviced from the holdco cash balance.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch reverses the effect of IFRS16 and apply a multiple of 6x to
the annual rental cost for long-term operating leases in Africa.

RMI adjustment to reduce short-term debt (2019: 90% of USD436
million fuel inventories) and related interest costs used to
finance fuel inventories reclassified as cost of goods sold.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

ESG CONSIDERATIONS

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




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

BANK URALSIB: Moody's Affirms B2 Deposit Ratings, Outlook Positive
------------------------------------------------------------------
Moody's Investors Service affirmed Bank Uralsib's long-term local
and foreign currency deposit ratings of B2 with positive outlook on
these ratings. Concurrently, Moody's affirmed the bank's Baseline
Credit Assessment (BCA) and Adjusted BCA of b2, its long-term local
and foreign currency Counterparty Risk Ratings (CRRs) of B1 and its
long-term Counterparty Risk (CR) Assessment of B1(cr). The bank's
short-term local and foreign currency deposit ratings and
short-term local and foreign currency CRRs of Not Prime and its
short-term CR Assessment of Not Prime(cr) were also affirmed.

RATINGS RATIONALE

The affirmation of Bank Uralsib's B2 deposit ratings with the
positive outlook reflects, on the one hand, the bank's solid
capital and liquidity buffers and its good operating revenue, and
on the other hand, Moody's expectation that the loss-making
performance shown in the first half of 2020 will be short-lived and
the bank will be break-even in the second half of 2020 and will
return to profitability in the next 12 to 18 months.

Moody's expects Bank Uralsib's ratio of tangible common equity
(TCE) to total risk-weighted assets (RWA), which stood at 15.1% as
of June 30, 2020, to remain broadly stable over the outlook horizon
as the bank's profitability is expected to recover in the next 12
to 18 months. As of June 30, 2020, the bank's problem loan ratio
was 11.4% and the coverage of problem loans by loan-loss reserves
at 94% was higher than the market-average ratio. This suggests that
Bank Uralsib is unlikely to face further hefty loan loss
provisioning charges in the second half of 2020 and in 2021, which,
in turn, will alleviate pressure on the bank's bottom-line
performance.

Bank Uralsib posted net IFRS loss of RUB2.3 billion for the first
six months of 2020, translating into a negative return on average
assets of 1% and a negative return on average equity of 5% (both
ratios are annualised). The bank's bottom-line performance was
eroded by rising credit losses, which increased to 4.2%
(annualised) of average gross loans in the first half of 2020 from
1.8% in 2019. Moody's expects the bank to be profitable in 2021 as
the provisioning charges will moderate in the second half of 2020
and further in 2021.

Bank Uralsib's creditworthiness benefits from its sound funding
profile and ample liquidity. Customer deposits made up 79% of its
non-equity funding as of June 30, 2020, with 60% of customer
accounts comprising granular individual deposits. As of the same
date, the bank's unencumbered liquid assets accounted for around
35% of its total assets, and Moody's expects the bank to remain
highly liquid over the next 12-18 months.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions, and markets. The banks have
been one of the sectors affected by this shock given an expected
deterioration in asset quality, profitability, and capital
adequacy.

Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The rating action gauges the impact on Bank Uralsib of
the breadth and severity of the shock, and the pressure on the
banks' credit profile it has triggered.

For Bank Uralsib, Moody's does not apply any corporate behavior
adjustments as part of the rating action, and does not have any
specific concerns about the bank's corporate governance, which is,
nevertheless, a key credit consideration, as for most banks.

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

Bank Uralsib's deposit ratings might be upgraded in the next 12 to
18 months in the case of a significant and sustainable improvement
in the operating environment in Russia and the bank's demonstrated
ability to maintain strong solvency metrics through low economic
cycle.

The bank's deposit ratings could be downgraded or the ratings
outlook could be revised to stable or negative if its financial
fundamentals, namely asset quality, capitalisation and
profitability were to be eroded materially, beyond Moody's current
expectations.

LIST OF AFFECTED RATINGS

Issuer: Bank Uralsib

Affirmations:

Adjusted Baseline Credit Assessment, Affirmed b2

Baseline Credit Assessment, Affirmed b2

Long-term Counterparty Risk Assessment, Affirmed B1(cr)

Short-term Counterparty Risk Assessment, Affirmed NP(cr)

Long-term Counterparty Risk Rating, Affirmed B1

Short-term Counterparty Risk Rating, Affirmed NP

Long-term Bank Deposits, Affirmed B2, Outlook Remains Positive

Short-term Bank Deposits, Affirmed NP

Outlook Actions:

Outlook, Remains Positive

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
Methodology published in November 2019.




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

CINEWORLD GROUP: To Temporarily Close US, UK Screens
----------------------------------------------------
Kate Holton and Aakriti Bhalla at Reuters report that Cineworld,
the world's second-biggest cinema operator, said it was considering
temporarily closing all its screens in the United States and
Britain after studios pulled major releases such as the latest
James Bond film.

The Regal cinema owner, which began reopening in July after
COVID-19 lockdown restrictions started to ease, employs 37,482
people across 787 venues in the U.S., Britain and central Europe,
with 546 sites in America, Reuters discloses.

According to Reuters, the release of the new James Bond movie, "No
Time To Die", was pushed into next year on Oct. 2, crushing hopes
for a 2020 industry rebound as rising rates of the coronavirus
prompt new restrictions and keep viewers away.

Britain's Sunday Times said the London-listed company had written
to Prime Minister Boris Johnson and Culture Minister Oliver Dowden
to warn that the industry was becoming unviable, Reuters recounts.

It warned investors on Sept. 24 that it might need to raise more
money if its sites were forced to shut again, after it swung to a
US$1.64 billion first-half loss, Reuters relates.  Its shares have
fallen 82% this year, Reuters notes.

                     Going Concern Doubt

As reported by the Troubled Company Reporter-Europe on Sept. 25,
2020, The Financial Times related that Cineworld Group plc reported
a US$1.6 billion loss for the first six months of the year and
warned that a worsening of the coronavirus crisis could cast doubt
on its ability to survive.  According to the FT, PwC, the cinema
chain's auditor, said it was unable to determine whether it was
appropriate to present the company as a going concern.  The group
said its directors believed it had enough cash to see it through
its assumptions that some cinemas would remain shut until October
and that admission levels this year would be 62% of last year's at
most, the FT noted.

The TCR-Europe reported on Sept. 30, 2020, that S&P Global Ratings
lowered its long-term issuer credit rating on U.K.-based cinema
operator Cineworld Group PLC and its issue ratings on its debt to
'CCC-' from 'CCC+', and assigned a negative outlook.


INTU METROCENTRE: Fitch Cuts Fixed Rated Notes to 'CCCsf'
---------------------------------------------------------
Fitch Ratings has downgraded the notes issued by Intu Metrocentre
Finance plc (IMCF) to 'CCCsf'

RATING ACTIONS

Intu Metrocentre Finance plc

Fixed Rated Notes XS0994934965; LT CCCsf Downgrade; previously BBsf


TRANSACTION SUMMARY

The downgrade reflects the toll taken on the intu Metrocentre mall
by the coronavirus and related containment measures, as well as
risks from renewed social distancing, which could further
negatively affect retail sales and rental income in the near term.
The mall, based outside of Newcastle, had lost about 35% of market
value in less than two years, according to its June valuation, with
the shock of the pandemic driving yields higher and further
undermining rental affordability. With the underlying loan recently
declared to be in technical (non-payment) default, the sharp
downgrade to 'CCCsf' from 'BBsf' recognises a real possibility of
the IMCF notes subsequently defaulting.

Intu's overall reported collection rates remain sluggish at
approximately 39% as of June, with recent discussions with the
borrower indicating 43% after reconciling cash on account. intu
Metrocentre has suffered a severe squeeze on net operating income
(NOI), owing not only to weak collections but also to an increase
in non-recoverable property overheads. In these unusual
circumstances brought on by the pandemic, the issuer is dependent
on access to liquidity to ensure it can avoid near-term default.

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 the June 2020
valuation, the collateral value had fallen 20.9% in the preceding
six-month period, increasing the reported loan-to-value (LTV) to
91.1% from 72.1%.

The property has been affected by the retail downturn underway in
the UK, experiencing a long and deep period of rental value
decline. It has faced the challenge 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 estimated rental value (ERV), and
have haircut ERV accordingly (and set aside any value from the
long-term vacant unit in the retail park). Given the depth of the
rental value declines (RVD) Fitch calculates over the last couple
of years, and that Fitch incorporates in its modelled ERV, to avoid
double-counting Fitch has reduced its additional rating-specific
RVD assumptions.

KEY RATING DRIVERS

Pandemic Continues Affecting Retail: Although retailers in England
could reopen from Juen 15, 2020, social distancing restrictions
remain and are tightening - for instance earlier restaurant closing
times and limits on interactions outside of individual households.
Additional restrictions cannot be ruled out, which would have
negative consequences for the retail sector. A moratorium on
evictions was extended, thus reducing landlord bargaining power. As
a result, collections are depressed and landlord costs very high.

Assumptions Updated for Coronavirus Impact: Fitch has increased its
base structural vacancy (SV) assumption to 9% from 7% as Fitch
expects further impact of store closures and job losses. Fitch caps
stressed NOI in all its rating scenarios at one-third of 'Bsf' NOI
for the next six months and at two-thirds for the six months
thereafter, with short-term pressure alleviated after the full
twelve months has elapsed in the projection. By assuming borrower
default, this test leads to an accumulation of around a semester of
loan interest, adding to the borrower's indebtedness. Fitch also
understands that some costs may be incurred in order to fully
separate mall operations from the bankrupt parent group. With the
underlying loan in default, and an LTV nearing 100% adding urgency
in the workout, Fitch assumes 5% depreciation.

The property market data Fitch tracks for UK dominant regional
shopping centres such as intu Metrocentre have shown steep
increases in rental yields, which has lifted its 'Bsf' cap rate
above the long-term average yield (until recently a floor). The
drop in modelled ERV and the increase in cap rate since the last
rating action account broadly equally for the rating downgrade,
reflecting the "through the cycle" principles of the criteria as
market values fall. A more modest impact comes from the additional
assumed liabilities from unpaid interest and one-off costs.

RATING SENSITIVITIES

Intu Metrocentre Finance Plc current ratings: 'CCCsf'

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

Intu Metrocentre Finance Plc: 'Bsf'

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

Intu Metrocentre Finance Plc: 'CCCsf'

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: 'CCCsf'

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

An end to social distancing associated with the coronavirus
outbreak could revert consumer behaviour and discretionary spend
back to pre-pandemic levels, and lead to positive outlooks or
upgrades. Factors that could, individually or collectively, lead to
negative rating action/downgrade:

A second lockdown like the first one would dampen retail property
values and risk further downgrades.

KEY PROPERTY ASSUMPTIONS (all by market value)

Intu Metrocentre

ERV haircut: 25%

Depreciation: 5%

'Bsf' (WA) cap rate: 6.3%

'Bsf' (WA) structural vacancy: 12.6%

'Bsf' (WA) rental value decline: 2.0%

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.

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

Intu Metrocentre Finance plc has an ESG Relevance Score of '4' for
exposure to social impacts due to a 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.

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


MEADOWHALL FINANCE: Fitch Lowers Rating on Class M1 Notes to BB-sf
------------------------------------------------------------------
Fitch Ratings has downgraded all classes of Meadowhall Finance PLC
(MFP), and maintained the notes on Rating Watch Negative.

RATING ACTIONS

Meadowhall Finance PLC (Tap Issuance)

Class A1 Tap Issue XS0278325476; LT A+sf Downgrade; previously
AA+sf

Class A2 Floating Notes Tap Issue XS0278327415; LT A+sf Downgrade;
previously AA+sf

Class B Tap Issue XS0278326441; LT A-sf Downgrade; previously A+sf


Class C1 Floating Rate Tap Issue XS0278329890; LT B-sf Downgrade;
previously BB+sf

Class M1 Floating Notes XS0278328496; LT BB-sf Downgrade;
previously BBBsf

TRANSACTION SUMMARY

The rating actions reflect the toll taken on the mall by the
coronavirus pandemic and related containment measures, as well as
risks from renewed social distancing, which could further adversely
impact retail sales and rental income in the near term. A March
2020 valuation revealed the mall had lost about 35% of market value
in less than two years, and the additional shock of the pandemic is
likely to drive yields higher and further undermine rental
affordability.

MFP's reported collection rate for the June rental quarter was
sluggish at about 36%, causing a severe squeeze on net operating
income (NOI). At the July IPD, the issuer drew down GBP5.5 million
on the liquidity facility, owing to which the notes did not
default. This establishes a direct credit dependence on the
liquidity facility provider Lloyds Bank Corporate Markets PLC
(A+/Negative) (Lloyds), which therefore caps the ratings,
contributing to the magnitude of the downgrade of the class A
notes.

In the summer, the noteholders granted the borrower short-term
relief on its debt service obligations (and waivers of financial
covenants), increasing cash flow headroom. Provided the borrower
receives an equity injection of £4.5m per quarter for the next
three quarters, the loan will not be in default.

The transaction is a 2006 securitisation of a loan backed by
Meadowhall, a super-regional shopping centre located to the
northeast of Sheffield. The long-dated loan financing is tranched
into four series, with a combination of bullets and scheduled
amortisation arranged non-sequentially and mirrored by the CMBS.

The issuer has a GBP75 million liquidity facility to cover interest
on all the notes and scheduled amortisation on the class A notes.
The class A2, M1 and C1 notes are floating rate (the A2 notes,
seeing as they are in issue are swapped at the issuer level). As
per the March annual update, the collateral value had fallen by
about 20% in the preceding six-month period, with estimated rental
value (ERV) down almost 12% over the same period.

The property has been affected by the retail downturn under way in
the UK, including key tenants falling into administration or using
company voluntary arrangements to restructure leases. A high
proportion of leasing (relative to similar malls) is signed on a
turnover basis, subject to a fixed floor ('base rent'). In its
sampling, Fitch estimates recent base rent signed in Meadowhall (up
to March 2020) to be trailing 2019 ERV by about 30%.

Fitch has haircut 2019 ERV by 31%, allowing for the fact that base
rent can be supplemented by additional variable rent, but also for
the passage of time since March. Given the depth of Meadowhall's
rental value declines in recent years, which Fitch incorporates in
its modelled ERV, to avoid double-counting Fitch has reduced its
additional rating-specific rental value decline assumptions.

The class M1 and C1 notes are held by the issuer as (non-issued)
"reserve bonds", which may, subject to rating agency confirmation
(amongst other things), place the notes with investors to raise
funds to on-lend to the borrower. Fitch has assumed the class M1
and C1 notes are in issue only when rating those classes of notes.
By not assuming that they are issued when rating the class A and B
notes, this calibrates potential drawdowns of the liquidity
facility, according to the different scenarios tested by Fitch.

KEY RATING DRIVERS

Pandemic Continues to affect Retail: Social distancing
restrictions, which are tightening - for example earlier restaurant
closing times and limits on interactions outside individual
households - and may tighten further, are interrupting public life,
with ongoing negative consequences for the retail sector, although
retailers could reopen from Juen 15, 2020. A moratorium on
evictions is also reducing landlord bargaining power. As a result,
collections are depressed and landlord costs very high.

Assumptions Updated for Coronavirus Impact: Fitch has increased its
base structural vacancy assumption to 9% from 7% due to the
predicted further impact of store closures and job losses resulting
from the crisis.

Fitch also caps stressed NOI in all its rating scenarios at a third
of 'Bsf' NOI for the next six months and at two-thirds for the six
months thereafter, with short-term pressure alleviated after the
full 12 months has elapsed in the projection.

The property market data Fitch tracks for UK dominant regional
shopping centres such as Meadowhall have shown steep increases in
rental yields, which has lifted its 'Bsf' cap rate above the
long-term average yield (which was a floor until recently). This
has also caused its cap rate assumptions in more severe rating
stresses to rise albeit in smaller and smaller increments (with the
'AAAsf' cap rate unchanged).

This yield shift has a significant negative impact for the notes
with lower ratings, reflecting the "through the cycle" principles
of its criteria, as market values fall. The collateral impact for
the more highly rated notes is generally more muted, with cap rate
changes less influential, and instead increasingly dominated by the
combined effect of reducing modelled ERV and increasing the base
structural vacancy, in each case since the previous rating action.

Liquidity Risk: The assumed reduction in rental collections over
the next 12 months reflects in the model conditions consistent with
a direct credit dependence on the liquidity facility provider,
which exacerbates the downgrade of the class A notes by capping
them at the rating of the provider, Lloyds. The liquidity facility
is adequate to cover interest payments and class A amortisation
amounts due on the notes in the corresponding rating stresses.

Timing Dependencies: The extent of the income stress in its
analysis means loan default is swift in all rating scenarios. The
security trustee would then be tasked with deciding when to dispose
of the collateral, considering that accelerating the loan suspends
non-class A noteholders from receiving any principal distributions
(all cashflow is used to service class A debt until repaid, with
the resulting deferral of scheduled amortisation on other classes
not a note event of default). Subject to availability, liquidity
would keep interest current on junior notes.

Delaying collateral liquidation preserves the efficiency of a
long-dated cash sweep (as financing costs are fixed below Fitch's
relevant cap rates), while swap break costs decay - all of which
benefits the notes. However, delay also prolongs the drawing of the
liquidity facility for non-senior interest (at the cost of the
class A notes), which threatens to exhaust the facility, causing
junior note interest shortfalls, and even risk the issuer becoming
insolvent.

Fitch assumes that the security trustee would not delay liquidating
by more than five years in any of its scenarios, over which time
Fitch assumes 5% depreciation.

RATING SENSITIVITIES

The Meadowhall Finance PLC current rating: 'A+sf' / 'A+sf' / 'A-sf'
/ 'BB-sf'/ 'B-sf'

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

The Meadowhall Finance PLC: 'A+sf' / 'A+sf'/ 'A+sf' / 'BBB+sf' /
'BB+sf'

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

The Meadowhall Finance PLC: 'A+sf' / 'A+sf' / 'BBB+sf'/ 'BB-sf' /
'B-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 the shopping centre by 10%, with the
following change in model output:

The Meadowhall Finance PLC: 'A+sf' / 'A+sf' / 'BBB-sf'/ 'CCCsf' /
'CCCsf'

Factors that could, individually or collectively, result in a
positive rating action/upgrade:

An end to social distancing associated with the coronavirus
outbreak could restore consumer behaviour and discretionary spend
to pre-pandemic levels, and lead to Positive Outlooks or upgrades.

Factors that could, individually or collectively, result in a
negative rating action/downgrade:

A second lockdown like the first one would dampen retail property
values and risk further downgrades.

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

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

DATA ADEQUACY

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

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

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

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

The Rating of the Meadowhall Finance Plc notes is directly linked
to the rating of Lloyds, the liquidity facility provider. A change
in Fitch Ratings' assessment of the Lloyds' rating (A+/Negative),
would automatically result in a change in the rating on the
Meadowhall Finance Plc notes.

ESG CONSIDERATIONS

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


PIZZAEXPRESS FINANCING: Files Chapter 15 Petition in Texas Court
----------------------------------------------------------------
Luca Casiraghi and Eduard Gismatullin at Bloomberg News report that
a unit of British restaurant chain PizzaExpress is seeking
bankruptcy protection in the U.S.

PizzaExpress Financing 2 Plc filed for Chapter 15 in the Southern
District of Texas Court, Bloomberg relays, citing the filing.

Chapter 15 shields foreign companies from lawsuits by U.S.
creditors while they reorganize in another country, Bloomberg
notes.

According to Bloomberg, the iconic restaurant chain had been
struggling even before the pandemic as changing dining trends
reduced demand for its pizzas, and as Hony's efforts to expand its
business outside the U.K. stretched its balance sheet.

Covid-19 lockdown measures forced it to close most of its
restaurants earlier this year, making a financial and business
restructuring more urgent, Bloomberg discloses.  The company failed
to pay GBP20 million of bond interest that came due July 31,
Bloomberg states.


SOLARPLICITY SUPPLY: Collapse to Cost Households GBP4.5 Million
---------------------------------------------------------------
Rachel Millard at The Telegraph reports that the collapse of failed
electricity supplier Solarplicity Supply is expected to cost
households GBP4.5 million -- fuelling long-standing frustration
about fairness in the market.

According to The Telegraph, French state-owned giant EDF took on
Solarplicity's customers after the minnow collapsed in August 2019,
and has now asked for Ofgem's help with the costs of doing so.

More than GBP3.6 million of the total GBP4.5 million claimed by EDF
is the amount it has paid back to customers who were in credit to
Solarplicity Supply at the time of its collapse, The Telegraph
discloses.

There was also GBP303,091 in operational costs, The Telegraph
states.  Ofgem, as cited by The Telegraph, said it is minded to
approve the claim, noting that the credit balance costs are
"additional to the costs that EDF would face as a supplier and
costs it cannot influence in any meaningful way".

The regulator said that no supplier had volunteered to take on
Solarplicity's customers, and it had appointed EDF to secure the
"best outcome" for customers, The Telegraph relates.

It will make a final decision on the payments in November, The
Telegraph notes.

Herts-based Solarplicity Supply had around 7,500 household
customers and just under 500 business customers.


TONIK ENERGY: Halts Trading Following Default, 250 Jobs at Risk
---------------------------------------------------------------
Ed Clowes at The Telegraph reports that Birmingham-based Tonik
Energy has ceased trading with 250 employees expected to lose their
jobs.

According to The Telegraph, Tonik has more than 130,000 customers
who will now be moved to a new supplier by energy regulator Ofgem.

A message on the firm's website told customers that their supplies
were secure and credit balances would be protected, The Telegraph
relates.

It was understood to be behind on GBP8.7 million worth of payments
to Ofgem and had been recently flagged by network administrator
Elexon as being in credit default, The Telegraph discloses.  That
sometimes indicates a company is struggling financially, The
Telegraph notes.

Company sources say that a lifeline from shareholder Mitsui was
pulled over ongoing concerns about cash flow, The Telegraph
relays.

Last year, the Japanese conglomerate put GBP13 million into Tonik
and was expected to invest more this year, The Telegraph recounts.

However, management told staff on a conference call on Oct. 6 that
they were losing their jobs and that the company would be shut
down, The Telegraph discloses.

At least half a dozen energy suppliers have collapsed this year as
the pandemic amplified the strain of a highly competitive market
and razor-thin margins, The Telegraph states.


TRANSPORT FOR LONDON: May Shut Down Without Second Bailout
----------------------------------------------------------
BBC News reports that London's transport network will shut down in
a "doomsday scenario" without a second bailout, Transport for
London (TfL) has warned.

The government agreed to a GBP1.6 billion bailout in May, to keep
services running after TfL's income fell by 90% during the
coronavirus pandemic, BBC relates.

The deal is due to expire in two weeks, BBC notes.

According to BBC, TfL bosses say GBP2 billion is needed to run
services until December, but a row has broken out between the prime
minister and London's mayor over funding.

Speaking to BBC London, Boris Johnson said any future deal would be
reliant on Sadiq Khan "taking some steps to show more prudence in
how he handles his money", BBC relays.

He said his successor as mayor "must cut his coat to suit his
cloth".

"I'm sad to say the current mayor of London blew the finances of
TfL with an irresponsible fare package," he said.

"This government will do what we can to support Londoners and keep
the city moving."

In response, a spokeswoman for the Mayor of London described this
comment as "extraordinarily disingenuous".

"The sole cause of TfL's current financial difficulties is this
virus -- which has led to huge financial losses for public
transport authorities around the world as passenger numbers have
collapsed," she said.

The spokeswoman added before the pandemic, Mr. Khan had reduced
TfL's operating deficit by 71% and that cash reserves had increased
by 13%, meaning TfL had more than GBP2 billion in reserves when the
pandemic hit, according to BBC.

The government has promised a letter setting out terms for a fresh
bailout, BBC states.

The transport authority wants almost GBP3 billion to stay afloat
through 2021, BBC relays, citing the Local Democracy Report
Service.

Without government cash, the network would be forced to issue a
Section 114 order -- the equivalent of bankruptcy for a public
company, BBC discloses.

This "doomsday scenario" would mean "absolute shut down" with TfL
only allowed to run services it had to provide by statute dating
back to the 1800s, BBC says.



                           *********


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 * * *