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

                          E U R O P E

          Thursday, October 22, 2020, Vol. 21, No. 212

                           Headlines



A U S T R I A

INNIO GROUP: S&P Lowers ICR to 'B-', Outlook Stable


F R A N C E

GETLINK SE: Fitch Assigns BB+(EXP) Rating on New EUR700MM Bond
GETLINK: S&P Affirms 'BB-' Issuer Credit Rating, Outlook Negative
PARTS HOLDING: Moody's Affirms Caa1 CFR & Alters Outlook to Pos.


I R E L A N D

DRYDEN 79 EURO 2020: S&P Assigns Prelim B- Rating on Class F Notes
OAK HILL IV: Fitch Affirms B-sf Rating on Class F-R Notes
OZLME VI: Fitch Affirms B-sf Rating on Class F Notes
SUTTON PARK: Fitch Affirms B-sf Rating on Class E Debt
WILLOW PARK: Fitch Affirms B- Rating on Class E Debt



I T A L Y

UNIPOLSAI ASSICURAZIONI: Fitch Rates New EUR500MM Tier 1 Notes B+


K A Z A K H S T A N

FIRST HEARTLAND: S&P Places 'B' ICR on CreditWatch Negative


L U X E M B O U R G

INEOS GROUP: Moody's Affirms Ba3 CFR, Outlook Negative
MILLICOM INT'L: Fitch Rates New $500MM Unsec. Notes Due 2031 'BB+'
MILLICOM INT'L: Moody's Rates New $500MM Sr. Unsec. Notes Ba2


N E T H E R L A N D S

ARES EUROPEAN XIII: Fitch Lowers Rating on Class F Notes to B-sf
BME GROUP: Moody's Affirms B3 CFR & Alters Outlook to Positive
MADISON PARK VI: Fitch Affirms B-sf Rating on Class F-R Debt
MADISON PARK VII: Fitch Affirms B-sf Rating on Class F Debt


S W I T Z E R L A N D

BANK CLER: S&P Assigns 'BB+' Rating on AT1 Perpetual Capital Notes


T U R K E Y

PETKIM PETROKIMYA: Fitch Affirms B LongTerm IDR, Outlook Stable
ULKER BISKUVI: Fitch Assigns BB-(EXP) LT IDR, Outlook Negative


U N I T E D   K I N G D O M

EDINBURGH WOOLLEN: BPF Condemns Administration Proposals
EDINBURGH WOOLLEN: Owner Seeks to Delay Administration
GAS TAG: Enters Administration, 28 Jobs Affected
INTU PROPERTIES: Intu Chapelfield Site Renamed to Chantry Place
INTU PROPERTIES: MAPP Snaps Up Intu Potteries

PETRA DIAMONDS: Abandons Sale in Favor of Debt-for-Equity Swap
SOUTHERN PACIFIC 06-1: Fitch Affirms Bsf Rating on Cl. E1c Debt

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A U S T R I A
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INNIO GROUP: S&P Lowers ICR to 'B-', Outlook Stable
---------------------------------------------------
S&P Global Ratings lowered its rating on Austrian distributed power
provider INNIO Group Holding GmbH to 'B-'.

S&P said, "We are also lowering the issue ratings on the senior
secured debt to 'B-' with recovery prospects of '3' (55% rounded
estimate), and our issue ratings on the second-lien secured debt to
'CCC' with a recovery rating of '6' (0% rounded estimate).

"The stable outlook reflects our expectation that the company's
performance will start to recover in 2021. We will see
profitability improvements based on increasing volumes and a
reduction in restructuring costs. We expect INNIO to return to
positive FOCF and maintain comfortable liquidity position in the
next 12 months. We estimate funds from operations (FFO) to cash
interest coverage at close to 2x, consistent with the rating
level.

"We expect difficult industry conditions to continue because of
COVID-19 and weaker commodity prices, with a slow recovery starting
from 2021.

"We have revised down our macroeconomic expectations for 2020 in
light of the pandemic. We now expect U.S. and eurozone GDP to
decline by 5.0% and 7.8% and Asia-Pacific GDP to decline by 1.3% in
2020. If the virus is not contained soon and a vaccine is not
developed, 2021 recovery could be slower. We expect energy-related
markets will be particularly hard hit due to lower demand,
resulting in lower commodity prices. We anticipate the material
drop in oil prices (we expect WTI prices of $25 per barrel in 2020)
will significantly affect the Waukesha business, which primarily
serves the North American market related to gas compression and
oilfield power generation. This recession follows leverage being
elevated due to the carve-out of the business in a leveraged buyout
and following shareholder distributions."

S&P expects the Jenbacher branch to show reduced volumes in 2020
and start recovering in 2021

S&P said, "We forecast organic revenue to be lower in 2020, with a
slow recovery from the second half of 2021. Jenbacher's sales will
be less affected because its products are used in system-relevant
facilities such as hospitals. Lower volumes will mainly stem from
exposure to the textile industry in several emerging markets, such
as Bangladesh and Pakistan, as well as lower energy consumption in
Europe. We also expect that the service business will provide an
effective cushion to mitigate lower original equipment sales. The
service business will represent more than 50% of sales in 2020
(about 47% in 2019). In the first half, service sales rose 11%
while original equipment was down 29%."

Uncertainties in Waukesha's operating environment will persist in
2021.

S&P said, "We expect the Waukesha branch to be affected more
severely due to its exposure to gas compression and oilfield power
generation (20% of group sales in 2019). We will see significant
declines not only in original equipment sales but also in services.
We anticipate equipment sales to decline by 26% and services by 15%
in 2020. Prospects are highly uncertain for this business segment.
We therefore believe that the Waukesha business will require
operational restructuring to maintain profitability given that
volumes are not likely to pick up in the near term."

S&P expects FOCF will be marginally negative in 2020.

S&P said, "We view as positive management's efforts to scale back
capital expenditure (capex), noting that INNIO has limited
intra-year working capital fluctuations. We also understand that
inventory levels are high at the moment and management has secured
six weeks' worth of supply to secure operations. This should limit
working capital investment, which we expect to revert to positive
in the second half of the year. We foresee capex of EUR55
million-EUR60 million in 2020, lower than the EUR79 million spent
in 2019. Despite these measures, we expect FOCF to be slightly
negative in 2020 at about minus EUR10 million."

Liquidity remains adequate, supported by access to the committed
credit facility and no immediate debt maturities.

S&P foresees no liquidity-related risks for INNIO at this time. As
of July 1, 2020, available liquidity was around EUR153 million
including:

-- EUR96 million of cash and cash equivalents;
-- EUR25 million under an available RCF/ancillary facilities; and
-- And around EUR32 million available under an ancillary facility
with Erste and Helaba.

The company also obtained additional liquidity with
OESTERREICHISCHE KONTROLLBANK AG (OeKB), providing additional
headroom in the case of weaker recovery or set-backs in the
Waukesha business. The company does not have any significant
upcoming maturities until December 2024.

S&P notes that the dividend payment in 2019 of EUR150 million is a
sign of an aggressive financial policy. However, it expects that
the company will not distribute dividends over the next two years.

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."

S&P said, "The stable outlook reflects our expectation that the
company will start recovering its performance in 2021. We will see
profitability improvements based on increasing volumes and a
reduction in restructuring costs. We expect INNIO to return to
positive FOCF and maintain a comfortable liquidity position in the
next 12 months. We estimate FFO cash interest coverage at close to
2x, consistent with the rating level.

"For rating upside we would expect INNIO to post an improving
performance, leading to EBITDA margin of about 16%-17% most likely
resulting in improving business performance. A higher rating would
also require continuous positive FOCF generation. We estimate FFO
cash interest of about 2.5x as in line with a higher rating level
along with adequate liquidity.

"We would lower the rating if we see further deterioration in
performance, which could happen if the pandemic is prolonged,
leading to negative cash flow and tighter liquidity resulting in an
unsustainable capital structure. FFO cash interest coverage of
below 1.5x would also result in a downgrade."




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F R A N C E
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GETLINK SE: Fitch Assigns BB+(EXP) Rating on New EUR700MM Bond
--------------------------------------------------------------
Fitch Ratings has assigned Getlink S.E.'s (GET) proposed EUR700
million green bond issuance a 'BB+(EXP)' expected rating with a
Stable Outlook. The final rating is contingent on the receipt of
final documents materially conforming to information already
received.

RATING RATIONALE

GET is credit-linked to Channel Link Enterprises Finance plc (CLEF;
BBB/Stable), the ring-fenced vehicle secured by Fixed Link's (FL or
Eurotunnel) activities, the fixed railway link between the UK and
France. The 'BB+(EXP)' rating reflects the structural subordination
of the debt and the refinancing risk associated with its single
bullet debt structure. Given the amount of single bullet debt
raised and the loosening of the covenant package, there is limited
headroom at the current rating. While Fitch perceives the
refinancing risk as material, Fitch views positively the long
concession tenor of the stable and strategically important
Eurotunnel asset linking France and the UK.

The outbreak of coronavirus and related government containment
measures worldwide create an uncertain global environment for the
transportation sector. CLEF's and GET's performance data through
most recently available issuer data have indicated weakened
operating performance, and material changes in revenue and cost
profile are occurring across the transportation sector and will
continue to evolve as economic activity and government restrictions
respond to the ongoing situation.

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

GET benefits from EUR274 million cash available at the holding
company level as of end-June 2020. There are no debt maturities
until October 2025 after the refinancing, interest payments are
minimal (covered by a 12-month debt service reserve account; DSRA)
and GET will also benefit from a planned new EUR75 million
revolving credit facility (RCF).

KEY RATING DRIVERS

Structural Subordination - Issuer Structure

GET is not a single purpose vehicle and its debt is structurally
subordinated to the project finance-type debt in place at CLEF.
There are strong structural protections under CLEF's
issuer-borrower structure, including lock-up provisions potentially
triggering cash sweep and additional indebtedness clauses subject
to ratings tests, which limits debt push down. These factors drive
its rating approach and explain the two-notch difference between
GET and the consolidated profile, largely driven by Eurotunnel's
core activities.

The key rating drivers for the consolidated profile are
substantially the same as for CLEF.

Single Bullet Debt with Refinancing Risk - Debt Structure: Weaker

The EUR700 million green bond is a five-year fixed rate bullet
debt. Fitch perceives the refinancing risk as high due to the deep
subordination and the use of a single bullet maturity, which is
only partly mitigated by the 12-month DSRA and the cash on balance
sheet at the GET level. Lock-up and incurrence covenants based on
the consolidated profile are creditor-protective features but have
been loosened compared to the debt structure previously in place.
This warrants the change of the debt structure assessment to weaker
from midrange. The incurrence covenants do not prevent the
operating companies (Opcos) from raising non-recourse debt.

PEER GROUP

Fitch compared GET's structural subordination with that of Atlantia
SpA (BB/Rating Watch Evolving; RWE)/ Autostrade per l'Italia SpA
(ASPI; BB+/RWE) and Heathrow Funding Limited (class A: A-/Negative,
class B: BBB/Negative). Atlantia is rated one notch below ASPI, its
Opco, as compared with GET/CLEF, there are fewer structural
protections. For Heathrow, the strong lock-ups at the Opco,
together with limited ability to push down debt due to restrictions
on additional indebtedness lead to a two-notch difference for the
'BBB' rated class B, the junior class within the securitised
structure.

RATING SENSITIVITIES

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

  - Given that GET is credit-linked to CLEF, a downgrade of CLEF
would lead to a downgrade of GET.

  - Failure to prefund GET debt well in advance of its maturity
could be rating negative, as could a material increase of debt at
GET or GET subsidiary levels. Given the additional amount of debt
raised, there is currently limited headroom to the downgrade
sensitivity.

  - Material dividends in the context of current uncertainties
around coronavirus and Brexit could be credit negative.

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

  - Any upgrade of CLEF could lead to an upgrade of GET.

  - The notching difference with the consolidated credit profile
might be reduced if after completion, ElecLink generates strong and
stable cash flow and GET continues to have direct and unconditional
access to its cash flow generation.

TRANSACTION SUMMARY

GET serves as the holding company for the three main operating
businesses:

  - Eurotunnel, a leader in exchanges across the English Channel
through the Channel Tunnel infrastructure;

  - Europorte, a private rail freight operator in France; and

  - ElecLink, an electric transmission line connecting the UK and
France, currently under construction and expected to be operational
in mid-2022.

GET is arranging a EUR700 million green bond issuance. The proceeds
of the transaction will be used to refinance a EUR550 million bond,
finance ElecLink and other green capex, and transaction costs. GET
will also enter into a new EUR75 million RCF concurrently with the
closure of the bond issuance.

The issuer recognises sustainability as a rapidly moving field that
requires consistent evaluation to ensure GET's long-term growth.
GET engages in dialogue with various external and internal
stakeholders to understand their expectations of the group and
analyses outcomes to prioritise action. Dialogue with states, local
public authorities and regulators is actively reinforced.

Train travel entails inherently less greenhouse gas emissions than
comparable modes of transport. For example, a Eurostar journey from
London to Paris results in over 90% less GHG emissions compared
with a flight. GET is also actively reducing its environmental
footprint, moving to zero-carbon electricity in the UK. With the
assistance of an external governance consulting firm, GET separated
the roles of chairman of the board and CEO effective from July 1,
2020, improving oversight.

FINANCIAL ANALYSIS

Fitch analyses GET's consolidated profile, which includes
Eurotunnel cash flows. The operating assumptions at Eurotunnel have
been derived from its base case and rating case assumptions made
for CLEF. Fitch assumes the EUR700 million issuance to be
refinanced at maturity with a 25-year annuity-style debt at
stressed interest rates.

Under the rating case, the consolidated 2020-2050 debt service
coverage ratio averages around 1.4x. GET's standalone leverage
profile over the five years from 2020 under the rating case
suggests that the refinancing risk associated with the proposed
debt issuance is substantial although Fitch views positively the
long concession tenor of the stable and strategically important
Eurotunnel asset linking France and the UK.

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

Parent and Subsidiary Linkage

GET is the holding company of the group but is not a single purpose
entity, as it is invested in multiple businesses (Fixed Link,
Europorte, ElecLink). Therefore, Fitch applies its Parent and
Subsidiary Linkage Rating Criteria to rate GET.

Fitch notches GET's rating down by two notches from the
consolidated profile, which largely depends on Eurotunnel
performance, accounting for 96% of consolidated EBITDA. Using the
Parent Subsidiary Linkage Rating Criteria, Fitch assesses the
linkage between CLEF and GET as weaker under the weak parent/strong
subsidiary approach. GET's dependency on Eurotunnel, underlined by
the one-way cross default provision and GET's covenants tested at
the consolidated level, drive the application of a consolidated
approach.

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.


GETLINK: S&P Affirms 'BB-' Issuer Credit Rating, Outlook Negative
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit and issue
ratings on Eurotunnel holding company Getlink and assigned a
'4'(40%) recovery rating to the proposed notes, revised down from
'3'(65%) on the existing debt.

The negative outlook reflects the uncertain pace, timing, and shape
of the traffic recovery through the Eurotunnel due to COVID-19
restrictions or any Brexit-related operational disruption as well
as the possibility of a downgrade following further delays in
starting operations or cost overruns at ElecLink.

Getlink's refinancing actions should bolster its liquidity and
provide a cushion against the ongoing traffic disruption from
COVID-19 and risk of interruption in dividend flow.   S&P said, "We
forecast the group's debt levels will remain broadly unchanged
because the higher quantum of refinancing debt (EUR700 million
green bonds versus EUR550 million existing debt) will be maintained
as cash. Combined with a new EUR75 million super senior facility,
this strengthens Getlink's ability to withstand a potential
distribution lockup triggered at Eurotunnel. In our base case for
Channel Link Enterprise Finance PLC (CLEF), the risk of
distribution lockup at Eurotunnel on the testing date (Dec. 31,
2020) has increased."

S&P said, "We expect a more severe pandemic-related drop in
passengers at Eurostar, at 75% in 2020 and 35%-40% in 2021, and
recovery only by 2024, which will further weaken Getlink's credit
metrics.   The risks of renewed but localized lockdowns, affecting
general mobility, and requirements to self-isolate after crossing
borders from countries with high infection rates, could lead to a
slower recovery of cross-border traffic. We have revised our
assumptions of the drop in passenger traffic at Eurostar in 2020 to
75% from 40% previously. Given the largely fixed cost base, we also
expect a higher EBITDA drop than previously at 40%-45% in 2020
versus 2019 levels, and we expect EBITDA will remain about 20%
below 2019 levels in 2021. Trucks have shown resilience during the
pandemic, and people have shown preference for personal vehicles
for health reasons. Therefore, we continue to assume in our
base-case scenario that car and truck volumes will likely decline
by only 35% and 15%, respectively, in 2020 compared with 2019."
Furthermore, the concessionaires were able to partly offset the
drop in traffic by increasing yields on the shuttle, helped by
their dynamic pricing policy.

About 30% of total rail revenue is not exposed to traffic risk
because the concessionaires are entitled to receive fixed payments
under the rail usage contract, regardless of the number of trains
run and passengers carried.

S&P said, "We expect Getlink's weighted average funds from
operations (FFO) to debt over 2020-2022 to remain at 5%-6%, largely
in line with our forecast in June 2020 and down from the 8% we had
forecast before the pandemic. Our forecast also reflects some
increased investment costs and delays in the start of operations at
ElecLink, which is the new 1 gigawatt (GW) electricity
interconnector that will enable the import and export of
electricity between the U.K. and France. Requests for additional
information from the French regulator to ensure the safe
installation and operation of the cable, combined with construction
delays due to COVID-19, have postponed ElecLink's contribution to
Getlink's EBITDA, which we estimate will be about 10%-15% once
ElecLink is fully operational in mid-2022 (versus mid-2021 as we
previously expected)."

Given the limited room for cost savings, traffic recovery remains
key in maintaining the rating amid looming Brexit uncertainties.  
There is lingering uncertainty about what a recovery in traffic
will look like. S&P said, "In the first nine months of the year,
car and truck volumes in the tunnel were down 42% and 13%,
respectively, against the same period in 2019, and in our base-case
scenario we assume a substantial traffic recovery in 2021. Given
Eurotunnel's strategic location, we assume the unprecedented
traffic drop will be only temporary and expect it will likely be
able to restore its solid traffic track record more quickly than
other infrastructure assets. Nevertheless, travel restrictions and
continuous social distancing policies, combined with reduced
business trips, could hinder traffic recovery, particularly until a
vaccine is widely available, which we expect around the middle of
2021." Weaker-than-expected revenue could also stem from
Brexit-related uncertainty and general macroeconomic conditions,
which could lead to less discretionary consumer spending.

Trucks and rail freight could be slowed by a regime that operates
more border checks and imposes tariffs that did not apply before.
Terminals could be subject to delays if insufficient sites are
designated as railway customs areas available for customs/security
checks for a diverse range of products.

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."

The negative outlook reflects the uncertain pace, timing, and shape
of traffic recovery through the Eurotunnel, which generates 95%-98%
of Getlink's EBITDA. This could occur because of more localized
lockdowns due to higher cases of COVID-19 in France and U.K.,
Brexit-related operational disruption, constraints to passengers'
mobility, or if the recession is harsher or longer than expected.

S&P said, "We could lower the rating on Getlink by one notch if
weighted-average adjusted FFO to debt were to deteriorate to below
5% in 2020-2022. This could result from lower traffic at Eurotunnel
than expected due to COVID-19 or Brexit-related operational
disruption. Further downside can result from delays in completing
ElecLink or cost overruns. We could also lower the rating on
Getlink by one or more notches if we saw a risk of protracted
dividend lockup at the subsidiary level, which could deplete
Getlink's liquidity and hinder its ability to service its debt.

"We would revise the outlook to stable if COVID-19-related traffic
disruption is contained, the risk from the pandemic decreases,
traffic recovers strongly, and the economic situation stabilizes,
including visibility over rules governing travel and trade
arrangements after Brexit. We would consider raising the rating if
traffic and operating performance support our forecasts that
Getlink's weighted-average FFO to debt will stay above 6% on
average in 2020-2022."


PARTS HOLDING: Moody's Affirms Caa1 CFR & Alters Outlook to Pos.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of car parts
distributor Parts Holding Europe S.A.S (PHE or the company),
including the Caa1 corporate family rating (CFR) and the Caa1-PD
probability of default rating (PDR). Concurrently, Moody's has also
affirmed the Caa1 ratings on the existing backed senior secured
notes due 2022 and 2025 and issued by Parts Europe S.A., including
the EUR280 million tap under the existing 2025 notes. The outlook
on both entities was changed to positive from stable.

Net proceeds from the new notes will be used to partially refinance
existing notes due 2022. The terms of the new notes will be the
same as the EUR300 million backed senior secured notes due 2025 and
issued in July 2020.

"The positive outlook reflects our expectations that revenues and
earnings will continue to improve over the next 12-18 months and
result in a strengthening of the credit metrics so that they are
more commensurate with a B3 CFR, notably Moody's-adjusted
debt/EBITDA of around 6.5x or below, and positive free cash flow",
says Eric Kang, a Moody's Vice President - Senior Analyst and lead
analyst for PHE. "However, there is still limited visibility as to
whether organic revenue and EBITDA can grow materially above the
levels of 2019 over the next 12-18 months amid a more subdued
macroeconomic environment and the recent surge in coronavirus
cases, which could hinder the recovery in car usage and distance
driven", adds Mr Kang.

RATINGS RATIONALE

The Caa1 CFR reflects the company's weak credit metrics at the time
of the coronavirus outbreak, notably the elevated Moody's-adjusted
debt/EBITDA of around 7.5x and negative free cash flow due to the
acquisition of Oscaro at the end of 2018. There is also still
limited visibility as to whether organic revenue and EBITDA can
grow materially above the levels of 2019 over the next 12-18 months
to allow sufficient deleveraging to more sustainable levels of
around 6.5x, despite Moody's expectations of further cost savings
and synergies related to Oscaro and other past acquisitions. This
is because a more subdued macroeconomic environment and the recent
surge in coronavirus cases could hinder a recovery in car usage and
distance driven, which are among the main drivers of demand for car
parts.

However, Moody's forecasts that the impact of nationwide lockdown
measures on revenue in the first half of 2020 will be offset to a
large extent by catch-up volumes and market share gains in the
second half of the year. As a result, the rating agency expects
Moody's-adjusted debt/EBITDA will remain stable at around 7.5x in
2020 as opposed to 8.5x previously, reflecting a significantly less
severe impact of the coronavirus outbreak as initially
anticipated.

Moody's continues to view PHE's liquidity as adequate and expects
the company to generate positive free cash flow over the next 12-18
months although at low levels. In addition, if successful, the
envisaged bond issue will partly alleviate refinancing risk in
2022, though there is still some residual risk with respect to the
remaining EUR304 million senior secured notes due in May 2022 if
operating performance and credit metrics do not materially improve
over the next 12-18 months.

The CFR also incorporates the resilient nature of the company's
operating performance through economic cycles. This is because the
light vehicle aftermarket sector in the countries where the company
operates has historically been more resilient to economic downturns
than sales of new vehicles. The current market environment,
characterized by a broadly stable car parc size of vehicles older
than four years provides greater stability to the independent
aftermarket (IAM) channel than the original equipment suppliers
(OES) channel, which is closely linked to new vehicle
registrations.

LIQUIDITY

Moody's views PHE's liquidity as adequate at this stage, but there
is still some refinancing risk with respect to the remaining EUR304
million senior secured notes due in May 2022. The nearest debt
maturities are the off-balance sheet programme with Factofrance
(EUR93 million outstanding at year-end 2019) and the EUR100 million
super senior revolving credit facility (RCF), which expire in
January 2022 if the 2022 notes are still outstanding by then. The
maturity of the factoring programme and the RCF will be extended to
January 2024 and September 2024 respectively if the 2022 notes are
refinanced by January 2022.

As of June 30, 2020, the company had cash balances of EUR175
million. The EUR100 million RCF was fully utilized. The company
also has access to factoring facilities of EUR190 million in
aggregate (on- and off-balance sheet). Around EUR116 million of the
factoring facilities was utilized at year-end 2019, and of this
amount EUR93 million was utilized on an off-balance sheet basis. In
the third quarter of 2020, the company also received a EUR25
million loan guaranteed by the French state (PGE) as well as EUR28
million of short-term bilateral credit lines.

Moody's expects the company to maintain sufficient headroom under
the springing financial maintenance covenant, which applies to the
RCF, and which is set at 0.7x super senior net leverage when the
RCF is drawn by 35%. A breach of this maintenance covenant triggers
a draw-stop, but not an event of default.

STRUCTURAL CONSIDERATIONS

The Caa1 rating on the backed senior secured notes is at the same
level as the CFR reflecting the relatively small quantum of super
senior debt ranking ahead, namely the RCF and the PGE. While the
RCF and the PGE benefit from the same security package as the notes
(i.e. shares, bank accounts and intercompany receivables), they
will rank ahead of the notes in an enforcement scenario under the
provisions of the intercreditor agreement. Also, the obligations of
the notes' subsidiary guarantor are capped at EUR330 million.

RATING OUTLOOK

The positive outlook reflects the less severe effect of the
coronavirus outbreak on the company's operating performance than
initially anticipated by Moody's and the reduced refinancing risk
if the bond issue is successful. At the same time, it also reflects
the uncertainty as to whether organic revenue and EBITDA can grow
materially above the levels of 2019 over the next 12-18 months to
allow enough deleveraging to more sustainable levels of around
6.5x. The positive outlook does not assume a resumption of
debt-funded acquisitions over the next 12-18 months, which could
further hinder the pace of deleveraging.

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

Moody's will consider upgrading the ratings if a continued
improvement in operating performance leads to Moody's-adjusted
debt/EBITDA reducing to around 6.5x on a sustained basis,
Moody's-adjusted EBITA/interest remaining sustainably above 1.5x,
and if the company maintains an adequate liquidity profile
including positive free cash flow generation.

Negative rating action could materialize if the company's operating
performance or liquidity weakens, resulting in an unsustainable
capital structure. This would be evidenced by Moody's-adjusted
debt/EBITDA increasing above 8.0x, weak Moody's-adjusted EBITA/
interest cover of below 1.5x or sustained negative free cash flow.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.

COMPANY PROFILE

Headquartered in France, Parts Holding Europe S.A.S is a leading
aftermarket light vehicle (LV) spare parts distributor and truck
spare parts distributor and repairer in France, Benelux, Italy, and
Spain. It also owns Oscar, the leading online car parts retailer in
France, since November 2018. The company generated revenue of
EUR1.8 billion in 2019.




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

DRYDEN 79 EURO 2020: S&P Assigns Prelim B- Rating on Class F Notes
------------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Dryden 79
Euro CLO 2020 DAC's class A to F European cash flow CLO notes. At
closing, the issuer will issue unrated subordinated notes.

The class F notes is a delayed draw tranche. It will be unfunded at
closing and has a maximum notional amount of EUR7 million and a
maximum spread of three/six-month EURIBOR plus 7.77%. The class F
notes can only be issued once and only during the reinvestment
period for the full EUR7 million amount. The issuer will use the
full proceeds received from the issuance of the class F notes to
redeem the subordinated notes. In the transaction documents the
class F par value test will be assumed to be always outstanding. At
issuance, the class F notes' spread can be lowered subject to
rating agency confirmation.

The portfolio's reinvestment period will end approximately three
years after closing.

The preliminary ratings reflect S&P's assessment of:

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

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

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

-- The transaction's legal structure, which we expect to be
bankruptcy remote.

-- The transaction's counterparty risks, which we expect to be in
line with our counterparty rating framework.

  Portfolio Benchmarks
                                              Current
  S&P weighted-average rating factor         2,826.40
  Default rate dispersion                      497.84
  Weighted-average life (years)                  5.45
  Obligor diversity measure                     99.04
  Industry diversity measure                    19.29
  Regional diversity measure                     1.20

  Transaction Key Metrics
                                              Current
  Portfolio weighted-average rating
   derived from S&P's CDO evaluator                 B
  'CCC' category rated assets (%)                3.64
  'AAA' weighted-average recovery (%)           33.33
  Covenanted weighted-average spread (%)         3.80
  Covenanted weighted-average coupon (%)         4.50

Frequency switch and interest smoothing mechanics

Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments for the remaining life
of the transaction without the ability to switch back to quarterly
paying. Interest proceeds from semiannual obligations will not be
trapped in the smoothing account for so long as the aggregate
principal amount of semiannual obligations is less than or equal to
5%; or the class F interest coverage ratio calculated in relation
to the second payment date following the determination date is
equal to or exceeds 140%, and the par value tests are passing.

Loss mitigation obligations

Another notable feature in this transaction is the introduction of
loss mitigation obligations. Loss mitigation obligations allow the
issuer to participate in potential new financing initiatives by the
borrower in default. This feature aims to mitigate the risk of
other market participants taking advantage of CLO restrictions,
which typically do not allow the CLO to participate in a defaulted
entity's new financing request, and hence increase the chance of
increased recovery for the CLO. While the objective is positive, it
can also lead to par erosion, as additional funds will be placed
with an entity that is under distress or in default. This may cause
greater volatility in S&P's ratings if the loan's positive effect
does not materialize. In S&P's view, the presence of a bucket for
loss mitigation obligations, the restrictions on the use of
principal proceeds to purchase these assets, and the limitations in
reclassifying proceeds received from these assets from principal to
interest help to mitigate the risk.

Loss mitigation obligation mechanics

Under the transaction documents, the issuer can purchase loss
mitigation obligations, which are assets of an existing collateral
obligation held by the issuer offered in connection with
bankruptcy, workout, or restructuring of an obligation, to improve
the recovery value of the related collateral obligation.

The purchase of loss mitigation obligations is not subject to the
reinvestment criteria or the eligibility criteria. Loss mitigation
obligations purchased using principal proceeds must meet the
restructured obligation criteria, and receive defaulted asset
credit in both the principal balance and par coverage tests. Loss
mitigation obligations purchased with interest receive no credit.
The transaction documents limit the CLO's exposure to loss
mitigation obligations that can be acquired with principal proceeds
to 5% of the target par amount.

The issuer may purchase loss mitigation obligations using either
interest proceeds, principal proceeds, or amounts standing to the
credit of the supplemental reserve account. The use of interest
proceeds to purchase loss mitigation obligations are subject to all
the interest coverage tests passing following the purchase and the
manager determining there are sufficient interest proceeds to pay
interest on all the rated notes on the upcoming payment date
including senior expenses. The usage of principal proceeds is
subject to the following conditions: (i) par coverage tests passing
following the purchase; (ii) the obligation meeting the
restructured obligation criteria; (iii) the obligation being pari
passu or senior to the obligation already held by the issuer; (iv)
its maturity falling before the rated notes' maturity date; and (v)
it is not purchased at a premium.

To protect the transaction from par erosion, any distributions
received from loss mitigation obligations that are purchased with
the use of principal proceeds will form part of the issuer's
principal account proceeds and cannot be recharacterized as
interest.

In this transaction, if a loss mitigation obligation that has been
purchased with interest subsequently becomes an eligible CDO, the
manager can designate it as such and transfer out of the principal
account into the interest account the market value of the asset.
S&P considered the alignment of interests for this re-designation
and took into account factors (amongst others) for example that the
reinvestment criteria has to be met and the market value cannot be
self-marked by the manager.

Rating rationale

S&P said, "We understand that at closing the portfolio will be
well-diversified, primarily comprising broadly syndicated
speculative-grade senior-secured term loans and senior-secured
bonds. Therefore, we have conducted our credit and cash flow
analysis by applying our criteria for corporate cash flow CDOs.

"In our cash flow analysis, we used the EUR350 million target par
amount, the covenanted weighted-average spread (3.80%), and the
reference weighted-average coupon (4.50%) as indicated by the
collateral manager. We have assumed weighted-average recovery
rates, at all rating levels, in line with the recovery rates of the
actual portfolio presented to us. We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category.

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

Until the end of the reinvestment period on Jan. 18, 2024, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

S&P said, "At closing, we expect that the transaction's documented
counterparty replacement and remedy mechanisms will adequately
mitigate its exposure to counterparty risk under our current
counterparty criteria.

"We expect the transaction's legal structure and framework to be
bankruptcy remote, in line with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for the
class A to F notes. Our credit and cash flow analysis indicates
that the available credit enhancement could withstand stresses
commensurate with the same or higher rating levels than those we
have assigned. However, as the CLO will be in its reinvestment
phase starting from closing, during which the transaction's credit
risk profile could deteriorate, we have capped our preliminary
ratings assigned to the 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 to F 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."

The transaction securitizes a portfolio of primarily senior-secured
leveraged loans and bonds, and it will be managed by PGIM Loan
Originator Manager Ltd.

  Ratings List

  Class    Prelim.  Prelim. amount  Interest   Credit
           rating      (mil. EUR)   rate (%)   enhancement (%)
  A        AAA (sf)     203.00      3mE + 1.20    42.00
  B-1      AA (sf)       17.10      3mE + 1.85    32.00
  B-2      AA (sf)       17.90      2.20          32.00
  C        A (sf)        28.00      3mE + 2.80    24.00
  D        BBB (sf)      17.50      3mE + 4.25    19.00
  E        BB- (sf)      24.50      3mE + 6.78    12.00
  F        B- (sf)        7.00      3mE + 7.77    10.00
  Subordinated  NR       43.00      N/A           N/A

  NR--Not rated.
  N/A--Not applicable.
  3mE--Three-month Euro Interbank Offered Rate.


OAK HILL IV: Fitch Affirms B-sf Rating on Class F-R Notes
---------------------------------------------------------
Fitch Ratings has affirmed Oak Hill European Credit Partners IV
DAC, and removed the class E-R and F-R notes from Rating Watch
Negative (RWN).

RATING ACTIONS

Oak Hill European Credit Partners IV DAC

Class A-1-R XS1736667640; LT AAAsf Affirmed; previously AAAsf

Class A-2-R XS1736668457; LT AAAsf Affirmed; previously AAAsf

Class B-1-R XS1736668960; LT AAsf Affirmed; previously AAsf

Class B-2-R XS1736669778; LT AAsf Affirmed; previously AAsf

Class C-R XS1736670602; LT Asf Affirmed; previously Asf

Class D-R XS1736671162; LT BBBsf Affirmed; previously BBBsf

Class E-R XS1736671592; LT BBsf Affirmed; previously BBsf

Class F-R XS1736671915; LT B-sf Affirmed; previously B-sf

TRANSACTION SUMMARY

The transaction is a cash flow CLO mostly comprising senior secured
obligations. The transaction is still within its reinvestment
period and is actively managed by its collateral manager.

KEY RATING DRIVERS

Coronavirus Baseline Sensitivity Analysis

The removal of the class E-R and F-R notes from RWN reflects its
view that the portfolio has ceased deteriorating and a
category-level downgrade is less likely in the short term. The
Negative Outlooks on the class D-R, E-R, and F-R notes reflect the
risk of credit deterioration over the longer term, due to the
economic fallout from the pandemic, following Fitch's sensitivity
analysis of the coronavirus pandemic.

In its sensitivity analysis for the pandemic, Fitch notched down
the ratings for all assets of corporate issuers with a Negative
Outlook regardless of sector. The portfolio includes almost
EUR118.5 million of assets with a Fitch-derived rating (FDR) on
Negative Outlook, which amounts to 30.44% of the transaction's
portfolio balance. The Fitch weighted-average rating factor (WARF)
increases to 39.44 after the coronavirus baseline sensitivity
analysis from 35.39 currently.

The Stable Outlooks on the remaining tranches reflect the notes'
resilience to its base case for the pandemic.

Portfolio Performance

The transaction is still in its reinvestment period, which ends in
January 2022, and the portfolio is actively managed by the
collateral manager. As of the latest investor report dated
September 8, 2020, the transaction was 144bp below par, the Fitch
'CCC' obligations and the Fitch WARF test were failing.

'B'/'B-' Credit Quality

Fitch assesses the average credit quality of obligors in the
'B'/'B-' category. As of October 10,, the Fitch-calculated 'CCC'
and below category assets were 7.26% of the portfolio and,
including unrated assets, 10.35%. The Fitch-calculated WARF of the
current portfolio is 35.39.

High Recovery Expectations

The portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate (WARR) of the current portfolio is
64.48%.

Diversified Portfolio

The portfolio is well-diversified across obligors, countries and
industries. Exposure to the top-10 obligors is 15.43% of the
portfolio balance and no obligor represents more than 1.93% of the
portfolio balance. The largest industry is business services at
16.34% of the portfolio balance, followed by industrial and
manufacturing at 9.41% and healthcare at 8.74%.

Cash Flow Analysis

Fitch used a customised proprietary cash-flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, as well as to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests. The transaction was modelled using the current portfolio
based on both the stable and rising interest-rate scenarios and the
front-, mid- and back-loaded default timing scenarios, as outlined
in Fitch's criteria.

Fitch also tested the current portfolio with a coronavirus
sensitivity analysis to estimate the resilience of the notes'
ratings. The coronavirus sensitivity analysis was only based on the
stable interest-rate scenario but included all default timing
scenarios.

RATING SENSITIVITIES

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

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

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

Downgrades may occur if the build-up of credit enhancement for the
notes following amortisation does not compensate for a larger loss
expectation than initially assumed due to an unexpectedly high
level of default and portfolio deterioration. As disruptions to
supply and demand due to coronavirus for other sectors become
apparent, loan ratings in such sectors would also come under
pressure.

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all FDRs in the 'B' rating category and a 0.85
recovery rate multiplier to all other assets in the portfolio. For
typical European CLOs, this scenario results in a rating-category
change for all ratings.


OZLME VI: Fitch Affirms B-sf Rating on Class F Notes
----------------------------------------------------
Fitch Ratings has affirmed OZLME VI DAC and removed the class E and
F notes from Rating Watch Negative (RWN). The Outlook on the class
D notes has been revised to Negative from Stable.

RATING ACTIONS

OZLME VI DAC

Class A XS1992149853; LT AAAsf Affirmed; previously AAAsf

Class B-1 XS1992145786; LT AAsf Affirmed; previously AAsf

Class B-2 XS1992146321; LT AAsf Affirmed; previously AAsf

Class C-1 XS1992147055; LT Asf Affirmed; previously Asf

Class C-2 XS1992147642; LT Asf Affirmed; previously Asf

Class D XS1992148616; LT BBB-sf Affirmed; previously BBB-sf

Class E XS1992149267; LT BB-sf Affirmed; previously BB-sf

Class F XS1992148889; LT B-sf Affirmed; previously B-sf

Class X XS1992144623; LT AAAsf Affirmed; previously AAAsf

TRANSACTION SUMMARY

OZLME VI DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, and second-lien loans. The transaction is in its
reinvestment period and the portfolio is actively managed by
Och-Ziff Europe Loan Management Limited.

KEY RATING DRIVERS

Portfolio Performance

The transaction is just below target par by 0.8% after taking into
account defaulted assets at Fitch recovery value. The Fitch
weighted average rating factor (WARF) test was reported at 33.98 in
the September 15, 2020 trustee report against a maximum of 33.5.
Fitch's updated calculation as of October 10, 2020 shows a WARF of
34.42. Assets in the 'CCC' category or below represented 6.1% as of
October 10, 2020, compared with the 7.5% limit. The exposure to
defaulted assets as of October 10, 2020 was EUR4.5 million.

All other tests, including the over-collateralisation and interest
coverage tests, were reported as passing.

Coronavirus Baseline Scenario Impact

Fitch carried out a sensitivity analysis on the portfolio for its
coronavirus baseline scenario. Fitch notched down the ratings for
all assets with corporate issuers on Negative Outlook regardless of
sector, which represent 33.3% of the portfolio balance. This
scenario shows a sizeable shortfall for the class D, E and F notes.
Fitch believes that the portfolio's negative rating migration is
likely to slow down, making a rating category downgrade of the
class E and F notes less likely in the short term. As a result,
both tranches have been affirmed and removed from RWN.

The class E and F notes have been assigned a Negative Outlook and
the class D notes' Outlook revised to Negative from Stable to
reflect the risk of credit deterioration over the long term, due to
the economic fallout from the pandemic. For the other notes, this
scenario demonstrates the resilience of their ratings.

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors in the
'B'/'B-' category. The Fitch weighted average WARF calculated by
the agency would increase to 38.09 under the coronavirus baseline
scenario from 34.42 as of October 10, 2020.

High Recovery Expectations

Nearly all the portfolio (96%) comprises senior secured
obligations. Fitch views the recovery prospects for these assets as
more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch weighted recovery rate is 63.82%.

Diversified Portfolio

The portfolio is well-diversified across obligors, countries and
industries. The top 10 obligor exposure is 15.5% of the portfolio
balance and no obligor represents more than 2.2%.

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, as well as to assess their
effectiveness. This includes the structural protection provided by
excess spread diverted through the par value and interest coverage
tests. The transaction was modelled using the current portfolio
based on both the stable and rising interest-rate scenarios and the
front-, mid-, and back-loaded default timing scenarios, as outlined
in Fitch's criteria.

Fitch also tested the current portfolio with a coronavirus
sensitivity analysis to estimate the resilience of the notes'
ratings. The coronavirus sensitivity analysis was only based on the
stable interest-rate scenario but included all default timing
scenarios.

Deviation from Model-Implied Ratings

The model-implied rating for the class F notes is 'CCCsf', below
its current rating of 'B-sf'. Fitch decided to deviate from the
class F model-implied rating because of the presence of a limited
margin of safety before a default on the notes which means a 'B-sf'
rating is deemed more appropriate, based on its rating definitions,
whereas 'CCCsf' indicates that default is a real possibility.

RATING SENSITIVITIES

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

At closing, Fitch used a standardised stress portfolio (Fitch's
Stressed Portfolio) that was customised to the portfolio limits as
specified in the transaction documents. Even if the actual
portfolio shows lower defaults and smaller losses (at all rating
levels) than Fitch's Stressed Portfolio assumed at closing, an
upgrade of the notes during the reinvestment period is unlikely as
the portfolio credit quality may still deteriorate, not only
through natural credit migration, but also through reinvestments.

Upgrades may occur after the end of the reinvestment period on
better-than-expected portfolio credit quality and deal performance,
leading to higher credit enhancement and excess spread available to
cover for losses in the remaining portfolio.

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

Downgrades may occur if the build-up of credit enhancement
following amortisation does not compensate for a larger loss
expectation than initially assumed by Fitch due to unexpectedly
high levels of defaults and portfolio deterioration. As the
disruptions to supply and demand due to the coronavirus pandemic
become apparent for other sectors, loan ratings in those sectors
would also come under pressure. Fitch will update the sensitivity
scenarios in line with the view of its Leveraged Finance team.

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before a halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all Fitch-derived ratings in the 'B' rating category
and a 0.85 recovery rate multiplier to all other assets in the
portfolio. For typical European CLOs this scenario results in a
rating category change for all ratings.


SUTTON PARK: Fitch Affirms B-sf Rating on Class E Debt
------------------------------------------------------
Fitch Ratings has affirmed Sutton Park CLO Designated Activity
Company.

RATING ACTIONS

Sutton Park CLO DAC

Class A1-A XS1875399278; LT AAAsf Affirmed; previously AAAsf

Class A1-B XS1879555990; LT AAAsf Affirmed; previously AAAsf

Class A2-A XS1875401603; LT AAsf Affirmed; previously AAsf

Class A2-B XS1875401942; LT AAsf Affirmed; previously AAsf

Class B XS1875402247; LT Asf Affirmed; previously Asf

Class C XS1875402676; LT BBB-sf Affirmed; previously BBB-sf

Class D XS1875403054; LT BBsf Affirmed; previously BBsf

Class E XS1875402916; LT B-sf Affirmed; previously B-sf

Class X XS1875394121; LT AAAsf Affirmed; previously AAAsf

TRANSACTION SUMMARY

Sutton Park CLO DAC is a securitisation of mainly senior secured
loans (at least 96%) with a component of senior unsecured,
mezzanine and second-lien loans. The portfolio is managed by
Blackstone/GSO Debt Funds Management Europe Limited. The
reinvestment period ends in May 2023.

KEY RATING DRIVERS

Coronavirus Baseline Sensitivity Analysis

The rating actions are a result of a sensitivity analysis Fitch ran
in light of the coronavirus pandemic. For the sensitivity analysis,
Fitch notched down the ratings for all assets with corporate
issuers on Negative Outlook regardless of sector. Under this
scenario, the class C to E notes exhibit small cushions.

Fitch views that the portfolio's negative rating migration is
likely to slow down, making a category-rating downgrade on the
class D and E notes less likely in the short term. As a result,
both tranches have been affirmed and removed from Rating Watch
Negative. The Negative Outlook on the class C to E notes reflects
the risk of credit deterioration over the longer term, due to the
economic fallout from the pandemic. The Stable Outlooks on the
remaining tranches reflect the resilience of their ratings under
the coronavirus baseline sensitivity analysis.

Portfolio Performance Stabilises

As of the latest investor report dated September 10, 2020, the
transaction was 0.61% above par and all portfolio profile tests,
coverage tests and collateral quality tests were passing. As of the
same report, the transaction had no defaulted assets. Exposure to
assets with a Fitch-derived rating (FDR) of 'CCC+' and below was
7.1%. Assets with a FDR on Negative Outlook were 14.46% of the
portfolio balance.

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of the obligors in the
'B'/'B-' category. The Fitch weighted average rating factor (WARF)
of the current portfolio is 34.29 (assuming unrated assets are CCC)
- above the maximum covenant of 34 and the trustee-reported Fitch
WARF of 33.77. After applying the coronavirus stress, the Fitch
WARF would increase by 2.13.

High Recovery Expectations

Senior secured obligations are 98.12% of the portfolio. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets.

Diversified Portfolio

The portfolio is well-diversified across obligors, countries and
industries. The top-10 obligors represent 13.04% of the portfolio
balance with no obligor accounting for more than 1.74%. Around 43%
of the portfolio consists of semi-annual obligations but a
frequency switch has not occurred due to the transaction's high
interest coverage ratios.

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, as well as to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests. The transaction was modelled using the current portfolio
based on both the stable and rising interest-rate scenarios and the
front-, mid- and back-loaded default timing scenarios as outlined
in Fitch's criteria. In addition, Fitch tested the current
portfolio with a coronavirus sensitivity analysis to estimate the
resilience of the notes' ratings. The coronavirus sensitivity
analysis was only based on the stable interest-rate scenario but
included all default timing scenarios.

RATING SENSITIVITIES

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

Upgrades may occur in case of a better-than-expected portfolio
credit quality and deal performance, leading to higher credit
enhancement (CE) and excess spread available to cover for losses in
the remaining portfolio except for the class A-R notes, which are
already at the highest 'AAAsf' rating. If asset prepayment is
faster than expected and outweighs the negative pressure of the
portfolio migration, this may increase CE and potentially add
upgrade pressure on the rated notes.

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

Downgrades may occur if the build-up of CE following amortisation
does not compensate for a larger loss than initially assumed due to
unexpectedly high levels of defaults and portfolio deterioration.
As disruptions to supply and demand due to the pandemic become
apparent, loan ratings in those vulnerable sectors will also come
under pressure. Fitch will update the sensitivity scenarios in line
with the view of its leveraged finance team.

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all FDRs in the 'B' rating category and a 0.85
recovery rate multiplier to all other assets in the portfolio. For
typical European CLOs, this scenario results in a rating-category
change for all ratings.


WILLOW PARK: Fitch Affirms B- Rating on Class E Debt
----------------------------------------------------
Fitch Ratings has affirmed Willow Park CLO DAC and removed the
class D notes from Rating Watch Negative (RWN).

RATING ACTIONS

Willow Park CLO DAC

Class A-1 XS1699702038; LT AAAsf Affirmed; previously AAAsf

Class A-2A XS1699702467; LT AAsf Affirmed; previously AAsf

Class A-2B XS1699705056; LT AAsf Affirmed; previously AAsf

Class B XS1699705304; LT Asf Affirmed; previously Asf

Class C XS1699705643; LT BBBsf Affirmed; previously BBBsf

Class D XS1699706021; LT BBsf Affirmed; previously BBsf

Class E XS1699706294; LT B-sf Affirmed; previously B-sf

TRANSACTION SUMMARY

Willow Park CLO DAC is a securitisation of mainly senior secured
loans (at least 90%) with a component of senior unsecured,
mezzanine and second-lien loans. The portfolio is managed by
Blackstone/GSO Debt Funds Management Europe Limited. The
reinvestment period ends in July 2022.

KEY RATING DRIVERS

Coronavirus Baseline Sensitivity Analysis

The rating actions are a result of a sensitivity analysis Fitch ran
in light of the coronavirus pandemic. For the sensitivity analysis,
Fitch notched down the ratings for all assets with corporate
issuers on Negative Outlook regardless of sector. Under this
scenario, the class D and E notes exhibit only a small cushion.

Fitch views that the portfolio's negative rating migration is
likely to slow down, making a category-rating downgrade on the
class D notes less likely in the short term. As a result, the
tranche been affirmed and removed from RWN. The Negative Outlook on
the class D and E notes reflects the risk of credit deterioration
over the longer term, due to the economic fallout from the
pandemic. The Stable Outlooks on the remaining tranches reflect the
resilience of their ratings under the coronavirus baseline
sensitivity analysis.

Portfolio Performance Stabilises

As of the latest investor report dated September 10, 2020, the
transaction was 0.22% above par and all portfolio profile tests,
coverage tests and collateral quality tests were passing, except
for the Fitch weighted average rating factor (WARF). As of the same
report, the transaction had one defaulted asset with an exposure of
EUR1 million. Exposure to assets with a Fitch-derived rating (FDR)
of 'CCC+' and below was 7.24%. Assets with a FDR on Negative
Outlook were 17.17% of the portfolio balance.

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of the obligors in the
'B'/'B-' category. The Fitch WARF of the current portfolio is 34.43
(assuming unrated assets are CCC) - above the maximum covenant of
33 and the trustee-reported Fitch WARF of 33.98. After applying the
coronavirus stress, the Fitch WARF would increase by 2.87.

High Recovery Expectations

Senior secured obligations represent 98.75% of the portfolio. Fitch
views the recovery prospects for these assets as more favourable
than for second-lien, unsecured and mezzanine assets.

Diversified Portfolio

The portfolio is well-diversified across obligors, countries and
industries. The top-10 obligors represent 12.94% of the portfolio
balance with no obligor accounting for more than 1.51%. Around 41%
of the portfolio consists of semi-annual obligations but a
frequency switch has not occurred due to the transaction's high
interest coverage ratios.

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, as well as to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests. The transaction was modelled using the current portfolio
based on both the stable and rising interest-rate scenarios and the
front-, mid- and back-loaded default timing scenarios as outlined
in Fitch's criteria. In addition, Fitch tested the current
portfolio with a coronavirus sensitivity analysis to estimate the
resilience of the notes' ratings. The coronavirus sensitivity
analysis was only based on the stable interest-rate scenario but
included all default timing scenarios.

RATING SENSITIVITIES

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

Upgrades may occur in case of a better-than-expected portfolio
credit quality and deal performance, leading to higher credit
enhancement (CE) and excess spread available to cover for losses in
the remaining portfolio except for the class A-R notes, which are
already at the highest 'AAAsf' rating. If asset prepayment is
faster than expected and outweighs the negative pressure of the
portfolio migration, this may increase CE and potentially add
upgrade pressure on the rated notes.

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

Downgrades may occur if the build-up of CE following amortisation
does not compensate for a larger loss than initially assumed due to
unexpectedly high levels of defaults and portfolio deterioration.
As disruptions to supply and demand due to the pandemic become
apparent, loan ratings in those vulnerable sectors will also come
under pressure. Fitch will update the sensitivity scenarios in line
with the view of its leveraged finance team.

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all FDRs in the 'B' rating category and a 0.85
recovery rate multiplier to all other assets in the portfolio. For
typical European CLOs, this scenario results in a rating-category
change for all ratings.




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

UNIPOLSAI ASSICURAZIONI: Fitch Rates New EUR500MM Tier 1 Notes B+
-----------------------------------------------------------------
Fitch Ratings has assigned UnipolSai Assicurazioni S.p.A.'s
(UnipolSai) proposed EUR500 million perpetual restricted Tier 1
(RT1) notes a 'B+' rating. The notes are rated four notches below
UnipolSai's Long-Term Issuer Default Rating (IDR) of 'BBB-',
comprising two notches for expected recovery and two for moderate
non-performance risk.

KEY RATING DRIVERS

UnipolSai's proposed perpetual RT1 notes will be issued in the
context of two callable Tier 2 subordinated notes maturing in 2021
and 2023, respectively. However, Fitch expects Unipol group's
pro-forma financial leverage ratio (FLR) to increase in 2020
following the recent issuance of senior unsecured notes by
UnipolSai's parent Unipol in September 2020, but to subsequently
reduce once the March 2021 outstanding senior unsecured and the
July 2021 Tier 2 subordinated notes mature.

UnipolSai's proposed perpetual RT1 notes will rank in priority to
ordinary shares, but behind senior creditors (which are defined as
including Solvency II Tier 2 and 3 subordinated debt), in the event
of a winding-up. The deep level of subordination results in its
baseline recovery assumption of 'poor'. Fitch therefore notches
down the rating two levels from UnipolSai's IDR for recovery.

The proposed notes include a mandatory interest cancellation
feature, which would be triggered if any solvency capital
requirement or minimum capital requirement applicable to the issuer
and its subsidiaries is not met or in case of other regulatory
deficiencies. UnipolSai also has full discretion to cancel interest
payments at any time.

Fitch regards the interest cancellation features as leading to
'moderate' non-performance risk. To reflect the higher
non-performance risk arising from the fully flexible interest
cancellation (as opposed to just the mandatory cancellation
features), Fitch has notched down the notes' rating by a further
two notches from the IDR.

The proposed notes would be fully written down if a trigger event
occurs, which is defined as the amount of own funds eligible to
cover the solvency capital requirement (SCR) being equal or less
than 75% of the SCR; or the amount of own funds eligible to cover
the minimum capital requirement (MCR) being equal or less than the
MCR; or a breach of the SCR has occurred and compliance is not
re-established within three months from the occurrence of the
breach. The write-down feature does not affect its rating notching
over and above the described.

The notes are structured to qualify as RT1 capital for Solvency II
purposes. Given that they are non-cumulative perpetual notes with
no step-ups on call dates, they are treated as 100% equity both in
Fitch's Prism Factor-Based Model and in its financial debt leverage
calculation. However, they are treated as 100% debt in its total
financing and commitments (TFC) ratio, in common with any other
debt instrument.

The proposed issue would be positive for UnipolSai's financial debt
leverage as the notes would replace two Tier 2 notes totalling
EUR562 million, which receive 0% equity credit in its calculation
of financial leverage. Fitch expects UnipolSai's FLR to weaken to
around 37% at end-2020 from 35% at end-2019, but to reduce to below
35% in 2021 following the maturity of the outstanding 2021 senior
unsecured and subordinated debt.

Unipol's fixed-charge coverage could weaken slightly, in Fitch's
view. However, this will depend on the relative interest rates on
the proposed issuance compared to the maturing notes.

RATING SENSITIVITIES

The ratings remain sensitive to a material change in Fitch's
rating-case assumptions with respect to the coronavirus pandemic.

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

  -- A one-notch downgrade of Italy's Long-Term Local-Currency IDR
is likely to lead to a downgrade of Unipol's ratings by one to two

notches.

  -- A decrease in Unipol's Prism FBM score to below 'Strong' and
FLR weakening to above 40%.

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

  -- A substantial reduction in Unipol's exposure to Italian
sovereign debt is likely to lead to an upgrade of Unipol's
ratings.

  -- A one-notch upgrade of Italy's Long-Term Local-Currency IDR is
likely to lead to a one-notch upgrade of Unipol's ratings.




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

FIRST HEARTLAND: S&P Places 'B' ICR on CreditWatch Negative
-----------------------------------------------------------
S&P Global Ratings placed its 'B' long-term issuer credit rating
and 'kzBB+' national scale rating on Kazakhstan-based First
Heartland Jusan Bank on CreditWatch with negative implications. S&P
also affirmed its 'B' short-term issuer credit rating on the bank.

S&P said, "We also placed our 'B' and 'kzBB+' ratings on the bank's
senior unsecured debt on CreditWatch with negative implications.

"The CreditWatch placement stems from our opinion that strategic
uncertainty regarding FHJB's future development has recently
increased. We see a possibility that the bank may revise its
risk-averse approach to business development. Maintenance of high
capital and liquidity buffers still remains a key factor supporting
our ratings on the bank.

"We will closely monitor FHJB's next strategic steps to make
conclusions regarding the bank's future development path and how it
will impact its overall credit profile."

CreditWatch

S&P said, "We expect to resolve the CreditWatch within the next 90
days, as we get more clarity about the bank's strategic goals and
their potential implications for the bank's creditworthiness.

"We would lower the ratings if we believe that the bank's risk
appetite has increased, with potential negative impacts for the
bank's capitalization and liquidity buffers.

"We would affirm the ratings if we believe that the bank's
risk-adjusted capital ratio (as measured by S&P Global Ratings
risk-adjusted capital framework methodology) will remain
sustainably above 10%, with earnings capacity gradually restoring.
The bank would also need to maintain a high liquidity cushion and
stick to its risk-averse strategy."




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

INEOS GROUP: Moody's Affirms Ba3 CFR, Outlook Negative
------------------------------------------------------
Moody's Investors Service affirmed Ineos Group Holdings S.A.
corporate family rating (CFR) at Ba3 and probability of default
rating (PDR) at Ba3-PD. Concurrently, Moody's affirmed the ratings
of Ineos US Finance LLC's and Ineos Finance plc's senior secured
term loan facilities due March 2024 and Ineos Finance plc's senior
secured notes due November 2025 and May 2026 at Ba2, together with
the EUR700 million add-on debt consisting of senior secured term
loan and other secured debt currently being marketed. Further,
Moody's affirmed the B2 ratings on INEOS' senior unsecured notes
due 2024. The rating outlook on all three entities remains
negative.

RATINGS RATIONALE

The action reflects Moody's expectations that INEOS's large and
diversified business with many leading market positions will
gradually recover in 2021-2022 following the weak,
bottom-of-the-cycle performance in 2020 in the wake of coronavirus
and the broad-based reduction in demand for its largely
commoditized product offerings. Moody's also expects that INEOS's
currently highly elevated leverage (projected to be over 6.0x in
2020) will reduce over time closer to its historical levels. The
agency also notes that INEOS's expected dividend of up to EUR300
million to be paid in 2021 from the proceeds of the current
offering is a credit negative, and this, together with the high
leverage, leaves the company little cushion within the rating
category.

INEOS experienced a 22% decline in revenues and a 48% reduction in
EBITDA in the first half of 2020 as a result of the demand
retrenchment in the wake of coronavirus primarily on the back of
decreases in prices of its goods. Although INEOS saw good demand
for certain food and packaging applications, it was offset by
underperformance in other verticals, such as construction and
autos. The company's leverage measured as debt/EBITDA increased to
5.9x for the twelve months ended June 30, 2020 from 4.6x in 2019
and Moody's anticipates its leverage to rise above 6.0x in 2020, in
excess of the agency's previous expectations, before reducing in
2021.

Despite increased leverage, the company's operations are highly
cash generative and are expected to produce over EUR1 billion in
funds from operations in each of the next three years. Still, owing
to INEOS' large capital commitments (although reduced in the wake
of coronavirus), its cash flow before dividends in 2020 and 2021 is
expected to be neutral. While the anticipated dividend payout of up
to EUR300 million in 2021 is not very large relative to the size of
the company, it will push INEOS's free cash flow in that year into
the negative territory. Moody's views this distribution as a sign
of a continuing aggressive financial policy particularly following
a dividend of over EUR2 billion paid by INEOS in 2019.

INEOS' ratings continue to be underpinned by the company's robust
business profile, reflecting its (1) leading market position as one
of the world's largest chemical groups across a number of key
commodity chemicals; (2) vertically integrated business model,
which ensures that the company can capture margins across the whole
value chain and benefit from economies of scale; and (3)
well-invested production facilities, with most of them ranking in
the first or second quartile on the regional industry cost curve.
The rating also reflects the cyclicality of commodity chemical
markets and the group's exposure to volatile raw material prices.

LIQUIDITY

INEOS's liquidity position is adequate. At June 30, 2020, the group
held cash balances of approximately EUR927 million. In addition, it
has currently around EUR125 million available under its EUR800
million receivables securitisation facility, which matures in
December 2022. The company does not have other bank facilities such
as an RCF in place. Furthermore, Moody's expects that management's
actions to conserve cash, lower tax payments and a working capital
inflow from lower feedstock prices will further shore up INEOS'
liquidity, along with the portion of the proceeds of the add-on
offering slated to be retained by the company.

STRUCTURAL CONSIDERATIONS

Applying its Loss Given Default for Speculative-Grade Companies
rating methodology (assuming a standard 50% recovery rate), the
group's outstanding rated debt instruments fall into two main
categories: (1) senior secured term loans due 2024 and senior
secured notes due in 2025 and 2026 which are rated Ba2, one notch
above the Ba3 CFR because of their ranking priority; and (2)
unsecured notes due in 2024 which are rated B2, two notches below
the Ba3 CFR, reflecting their subordinated ranking in the capital
structure.

RATING OUTLOOK

The negative outlook reflects its expectation that significant
pressure on operating profitability will leave INEOS's leverage
metrics weakly positioned at year-end 2020 relative to its guidance
for the Ba3 rating, including Moody's-adjusted total debt to EBITDA
not exceeding 5.0x.

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

While unlikely at this juncture, positive pressure on the rating
may arise over time if (i) retained cash flow to debt is
consistently above 20%; (ii) Moody's-adjusted total debt to EBITDA
is sustained below 4x; and (iii) INEOS maintains good liquidity and
adopts a more consistently conservative financial policy.

Conversely, the ratings could come under downward pressure if (i)
cyclical recovery fails to materialize in 2021; (ii)
Moody's-adjusted total debt to EBITDA keeps over 5x and retained
cash flow to debt below 15% for a prolonged period of time; (iii)
the group's liquidity profile weakens; or (iv) INEOS chooses to
make any further dividend distributions while its leverage levels
are elevated.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemical
Industry published in March 2019.

Ineos Group Holdings S.A. was established in 1998 via a management
buy-out of the former BP petrochemicals asset in Antwerp, which was
led by Mr. Ratcliffe, chairman of Ineos Group Holdings S.A. The
group has subsequently grown through a series of acquisitions and
at the end of 2005 acquired Innovene Inc., a 100% subsidiary of BP,
in a $9 billion buy-out, transforming INEOS into one of the world's
largest chemical companies (measured by turnover). In 2019, INEOS
reported consolidated revenues of EUR13.7 billion and EBITDA before
exceptionals of EUR1.9 billion.


MILLICOM INT'L: Fitch Rates New $500MM Unsec. Notes Due 2031 'BB+'
------------------------------------------------------------------
Fitch Ratings has assigned a long-term rating of 'BB+' to Millicom
International Cellular, S.A.'s (MIC) proposed USD500 million senior
unsecured notes issuance due 2031. The proceeds will be used to
refinance Millicom's USD500 million 6.0% notes due 2025.

MIC's ratings reflect geographic diversification, strong brand
recognition and network quality, all of which contributed to
leading positions in key markets, a strong subscriber base, and
solid operating cash flow generation. In addition, the rapid uptake
in subscriber data usage and MIC's ongoing expansion into the
underpenetrated fixed-line services bode well for medium to
long-term revenue growth. MIC's ratings are tempered, despite the
company's diversification benefits, by the issuer's presence in
countries in Latin America and Africa with low sovereign ratings
and low GDP per capita. The operational environment in these
regions, in terms of political and regulatory stability and
economic conditions, tends to be more volatile than in developed
markets. Millicom's ratings are currently constrained by the
operating environments and country ceilings of operations that
contribute to significant dividend flow, mainly Guatemala and
Paraguay.

KEY RATING DRIVERS

Improved Position in Central America: Millicom's acquisition of
Telefonica's mobile assets in Panama, and Nicaragua improves
Millicom's service diversification and competitive position in
Central America by adding mobile services to countries in which the
company already has an existing fixed-line presence. Fitch expects
Millicom to benefit from leading market shares in these countries
and increased cross selling opportunities. Millicom now has a
convergent fixed-mobile business in each of the markets it operates
in throughout Latin America.

Deleveraging Expected: Millicom's debt-funded acquisitions over the
past year have added pressure on the company's financial position;
net Leverage is expected to reach 3.0x in 2020. The ratings
incorporate Fitch's expectation that the company will reduce net
leverage towards 2.7x in the short to medium term, backed by solid
cash flow generation. Failure to reduce net leverage below 3.0x
would add pressure to the ratings at the current level.

Strong Market Positions: Fitch expects MIC's strong market position
to remain intact, supported by network quality and extensive
coverage, strong brand recognition and growing fixed-line home
operations (cable and broadband). The company holds a number one or
number two position in most of the markets it operates in. These
qualities, exhibited across well-diversified operational
geographies, should enable the company to continue to support
stable cash flow generation and growth opportunities in
underpenetrated data and cable segments. As of June 30 2020, the
company maintained competitive market positions in its key mobile
markets of Guatemala, Paraguay, Colombia and Panama.

Increased Competitive and Macroeconomic Pressures: Recent
performance has been impacted by increased macroeconomic and
political disruptions in Nicaragua, Paraguay and Bolivia. These
pressures have exacerbated the impact of increased competition and
have mainly affected the prepaid mobile and B2B segments. Fitch
expects mobile ARPUs will continue to be pressured as the company
defends its market positions amid an increase in competition
throughout the region. MIC's growth strategy will be increasingly
centered on mobile data and fixed line home services (cable and
broadband) as the company seeks to alleviate pressure on declining
voice and SMS revenue. Fitch expects this strategy will allow the
company to maintain stable EBITDA generation over the medium term.

Pandemic's Impact on Telecoms: Fitch does not expect the same level
of disruption to telecom as other sectors from the coronavirus
pandemic. Increased screen and voice time, across both fixed and
mobile platforms, will likely be offset by declining disposable
income, pressuring revenues and EBITDA generation. A prolonged
recession or significant government intervention into telecom
operators' price-setting, would be negative. The mobile markets
Millicom operates in are mostly prepaid, with approximately 80% of
subscribers opting for this plan. Prepaid customers are more
price-sensitive than those that opt for post-paid plans.
Positively, relatively low broadband penetration presents a
continued growth opportunity for Telecom service providers.

Strong Upstream Dividends: Creditors of the holding company are
subject to structural subordination to the creditors of the
operating subsidiaries given that all cash flows are generated by
subsidiaries. As of June 30 2020, the group's consolidated gross
debt was USD8.57 billion, with 65% allocated to the operating
subsidiaries. Positively, Fitch believes that a stable and high
level of cash upstreams, through dividends and management fees from
its subsidiaries, is likely to remain intact over the long term and
will mitigate any risk stemming from this structural weakness. Over
the past few years, Millicom has received a majority of dividends
from operations in Guatemala and Paraguay, and Fitch expects this
trend to continue during the next couple of years.

DERIVATION SUMMARY

MIC's rating is well positioned relative to regional telecom peers
in the 'BB' rating category based on a solid financial profile,
operational scale and diversification, as well as strong positions
in key markets. These strengths are offset by a high concentration
in countries with low sovereign ratings in Latin America and
Africa, which tend to have more volatile economic environments.

MIC boasts a much stronger financial profile, compared with
diversified integrated telecom operators in the region such as
Cable & Wireless Communications Limited (BB-/Stable) and Digicel
Limited (CCC), supporting a higher, multi-notch rating. MIC's
leverage is moderately higher than Empresa de Telecomunicaciones de
Bogota, S.A. E.S.P. (ETB; BB+/Stable) but benefits from a stronger
business profile that has leading market positions in multiple
markets. MIC also has a stronger capital structure and business
profile than Axtel S.A.B. de C.V. (BB-/Positive), a Mexican
fixed-line operator. When compared to Colombia Telecomunicaciones,
S.A. E.S.P. (BBB-/Stable), an integrated telecom operator,
Millicom's higher consolidated net leverage compares unfavorably.

KEY ASSUMPTIONS

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

  -- Low single digit annual revenue contraction in 2020, due to
impact of closures and adverse FX impact; low-single-digit revenue
growth from 2021-2022;

  -- Mobile service revenue contraction to be partly offset by
increasing mobile data revenues over the medium term;

  -- Revenue contribution from mobile data and home service
operations to grow towards 60% of total revenues by 2021;

  -- Home service segment to undergo double-digits revenue growth
in the medium term;

  -- Annual capex slightly over USD1 billion over the medium term;

  -- No material shareholder distributions in the short term.

RATING SENSITIVITIES

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

  -- Material and consistent dividends from Millicom's subsidiaries
in Colombia and Panama;

  -- Total Consolidated Debt/EBITDA falling below 3.0x or
Consolidated Net Debt/EBITDA falling below 2.5x on a sustained
basis

  -- Upgrades of the country ceiling of Guatemala and/or Paraguay
to 'BBB-'.

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

  -- Total Consolidated Debt/EBITDA sustained above 3.5x, or Total
Consolidated Net Debt/EBITDA sustained above 3.0x;

  -- Holding company debt / dividends received at or above 4.5x;

  -- Downgrades of the country ceiling of Guatemala and/or Paraguay
to 'BB'.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity Profile: Millicom benefits from a good liquidity
position, given the company's large cash position which fully
covers short-term debt, and long-dated maturity profile. As of June
30, 2020, the consolidated group's readily available cash was
USD1,477 million, which comfortably covers its short-term debt
obligations of USD268 million. Fitch does not foresee any liquidity
problem for both the operating companies and the holding company
given the operating companies' stable cash generation and
consistent cash upstreaming to the holding company. MIC has a good
track record, in terms of access to capital markets when in need of
external financing, further supporting its liquidity management.

MILLICOM INT'L: Moody's Rates New $500MM Sr. Unsec. Notes Ba2
-------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the proposed
USD500 million senior unsecured notes due 2031 to be issued by
Millicom International Cellular S.A. Millicom's existing ratings
and its Ba1 CFR remain unchanged. The ratings outlook is stable.

The issuance is part of Millicom's liability management with the
objective of extending the company's debt maturity profile while
reducing its cost of debt. The new issuance will not affect the
company's leverage metrics since it will replace existing 2025
notes that will be called.

The rating of the proposed notes assumes that the issuance will be
successfully completed as planned and will replace the same value
in existing debt, and that the final transaction documents will not
be materially different from draft legal documentation reviewed by
Moody's to date and assume that these agreements are legally valid,
binding and enforceable.

RATINGS RATIONALE

Millicom's Ba1 corporate family rating reflects the company's
strong operating performance, solid business model, leading market
shares in key geographies, and multiregional balance of profit and
cash flow generation, which have been improving over the last
couple of years on a consolidated basis. The Ba1 rating also
incorporates the regulatory and other operating risks and
limitations in the countries where the company operates. The
acquisition of Cable Onda, S.A. (Cable Onda, Ba1) in Panama and
Telefonica Central America's (Telefonica CAM) mobile operations in
Panama and Nicaragua enhanced the geographic diversification of
Millicom's sources of cash flow. Millicom now operates cable and
mobile networks in these countries and can offer its customers a
full suite of services that aligns with Millicom's convergence
strategy of offering fixed-mobile services.

The Ba2 rating of Millicom's senior unsecured notes reflects their
structural subordination to debt at the operating company level as
well as their unguaranteed status. Debt at the holding company
level amounts to around 29.7% of total consolidated debt as of June
30, 2020.

The proceeds raised with the proposed notes will be used in the
repurchase of Millicom's USD500 million notes due 2025 (Ba2 stable)
that will be called in conjunction with the issuance of the new
notes resulting in no temporary increase in leverage.

The stable outlook reflects its expectation that Millicom will
maintain adequate liquidity while remaining committed to its 2.0x
net leverage target. Moody's also expects the company to continue
its conservative approach of managing its debt maturities ahead of
schedule to avoid the near-term concentration of payments. The
stable outlook also takes into consideration the fact that the
increase in leverage as a consequence of recent acquisitions will
be temporary.

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

Downward pressure on Millicom's ratings could develop if liquidity
or metrics deteriorate because of an elevated gross debt leverage
surpassing 3.5 times, higher than anticipated shareholder
remuneration, or a material debt-funded acquisition that increases
leverage without prospects of recovery. The ratings could also be
downgraded if Millicom concentrates its exposure to riskier
countries, or in case of increased sovereign risk in any of the
countries in which it currently operates.

Positive pressure on Millicom's ratings could arise if the
company's gross debt leverage decreases below 2.5 times on an
ongoing basis, its retained cash flow to debt increases above 30%
and if the group sustains a strong liquidity position. An upgrade
would also be dependent on an improvement in the balance of risk
across the countries in which Millicom operates and would require
the group to maintain its strong market positions, a good level of
geographical diversification of cash flows, the continued ability
to repatriate dividends from its subsidiaries and conservative
financial policies.

The principal methodology used in this rating was
Telecommunications Service Providers published in January 2017.

Millicom International Cellular S.A. (Millicom) is a global
telecommunications investor focused on emerging markets, with
cellular operations and licenses in 10 countries in Latin America
and Africa. The company has around 37.1 million mobile customers,
and 3.6 million cable and broadband households. The company derives
around 93% of its revenue from its Central and South American
operations in El Salvador, Guatemala, Honduras, Costa Rica,
Nicaragua, Colombia, Bolivia, Paraguay and Panama. In Africa,
Millicom operates in Tanzania and through a joint venture in Ghana.
The company also offers cable and satellite TV services in Central
and South America. The company's consolidated revenue was $4.3
billion for the 12 months ended June 2020. Millicom is incorporated
in Luxembourg and publicly listed on the Nasdaq Stock Market in New
York and Nasdaq Stockholm.




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

ARES EUROPEAN XIII: Fitch Lowers Rating on Class F Notes to B-sf
----------------------------------------------------------------
Fitch Ratings has downgraded Ares European CLO XIII B.V.'s class E
notes and removed them and the class F notes from Rating Watch
Negative (RWN). The Outlook on the class C notes has been revised
to Negative from Stable. All other tranches have been affirmed.

RATING ACTIONS

Ares European CLO XIII B.V.

Class A XS2084071807; LT AAAsf Affirmed; previously AAAsf

Class B-1 XS2084072367; LT AAsf Affirmed; previously AAsf

Class B-2 XS2084073092; LT AAsf Affirmed; previously AAsf

Class C-1 XS2084073688; LT Asf Affirmed; previously Asf

Class C-2 XS2084074140; LT Asf Affirmed; previously Asf

Class D XS2084074900; LT BBB-sf Affirmed; previously BBB-sf

Class E XS2084075626; LT BB-sf Downgrade; previously BBsf

Class F XS2084076194; LT B-sf Affirmed; previously B-sf

Class X XS2084071633; LT AAAsf Affirmed; previously AAAsf

TRANSACTION SUMMARY

The transaction is in its reinvestment period and the portfolio is
actively managed by Ares European Loan Management LLP

KEY RATING DRIVERS

Portfolio Performance Deterioration

The downgrade of the class E notes and the revision of Outlook on
the class C notes to Negative from Stable reflect the deterioration
of the portfolio's performance as a consequence of the economic
fallout from the pandemic. As at October 10, 2020, the
Fitch-calculated weighted average rating factor (WARF) of the
portfolio was 35.24, weaker than the trustee-reported WARF of 34.82
on September 08, 2020, owing to rating migration of the portfolio.

According to Fitch's calculation, 'CCC' or below category assets
represent 5.01% (including unrated assets) as against the 7.50%
limit. As per the trustee report, all portfolio profile tests,
coverage tests are passing and Fitch related collateral quality
tests are passing with marginal cushions except for the Fitch
weighted average recovery rate (WARR) test, which is failing. As of
October 10, 2020, the transaction has two defaulted assets
comprising 1% of target par.

Coronavirus Baseline Scenario Impact

Fitch carried out a sensitivity analysis on the target portfolio to
determine the coronavirus baseline scenario. The agency notched
down the ratings for all assets with corporate issuers on Negative
Outlook regardless of sector. These assets represent 32.4% of the
portfolio. This scenario demonstrates the resilience of the ratings
only for the class X, A and B notes. For the class C, D, E and F
notes there is a shortfall at current rating level. As a result,
Fitch has revised the Outlook on Class C notes to Negative.

For the class E and F notes the shortfalls remain sizeable.
However, the agency believes the portfolio's negative rating
migration is likely to slow and a category-level downgrade of these
tranches is less likely in the short term. As a result, Fitch has
removed the class E and F notes from RWN and assigned Negative
Outlooks.

The Negative Outlooks on the tranches reflect the risk of credit
deterioration over the longer term, due to the economic fallout
from the pandemic.

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors in the
'B'/'B-' category. The Fitch-calculated WARF of the current
portfolio as of October 10, 2020 is 35.24. Under the coronavirus
baseline scenario, the Fitch-calculated WARF would increase to
38.19.

High Recovery Expectations

Nearly 100% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch-calculated WARR of the portfolio is 64.36%

Portfolio Composition

The top 10 obligors' concentration is 16.85% and no obligor
represents more than 2.31% of the portfolio balance. As per Fitch's
calculation the largest industry is business services at 16.66% of
the portfolio balance and the three-largest industries represent
40.14%, against limits of 17.5% and 40.00%, respectively.

As of September 8, 2020, semi-annual obligations represent 45.63%
of the portfolio balance. An increase in semi-annual obligations
greater or equal to 20% of the aggregate collateral balance in a
due period and breach of modified senior interest coverage ratio
threshold of 120% could trigger a frequency switch event.

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls and the various structural
features of the transaction, as well as to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests. The transaction was modelled using the current portfolio
based on both the stable and rising interest-rate scenarios and the
front-, mid- and back-loaded default timing scenarios as outlined
in Fitch's criteria. In addition, Fitch also tested the current
portfolio with a coronavirus sensitivity analysis to estimate the
resilience of the notes' ratings. Fitch's coronavirus sensitivity
analysis was only based on the stable interest-rate scenario
including all default timing scenarios.

Deviation from Model-Implied Ratings

The model-implied ratings for the class F notes is 'CCCsf', one
notch below the current rating. Fitch decided to deviate from the
model-implied rating given the presence of a limited margin of
safety before a default on the notes. This means a 'B-sf' rating is
deemed more appropriate, based on its rating definitions, whereas
'CCCsf' indicates that default is a real possibility.

RATING SENSITIVITIES

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

At closing, Fitch used a standardised stress portfolio (Fitch's
Stressed Portfolio) that was customised to the portfolio limits as
specified in the transaction documents. Even if the actual
portfolio shows lower defaults and smaller losses (at all rating
levels) than Fitch's Stressed Portfolio assumed at closing, an
upgrade of the notes during the reinvestment period is unlikely as
the portfolio credit quality may still deteriorate, not only
through natural credit migration, but also through reinvestments.

Upgrades may occur after the end of the reinvestment period on
better-than-expected portfolio credit quality and deal performance,
leading to higher credit enhancement and excess spread available to
cover for losses in the remaining portfolio.

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

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

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all Fitch-derived ratings in the 'B' rating category
and a 0.85 recovery rate multiplier to all other assets in the
portfolio. For typical European CLOs this scenario results in a
rating category change for all ratings.

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

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

DATA ADEQUACY

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

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


BME GROUP: Moody's Affirms B3 CFR & Alters Outlook to Positive
--------------------------------------------------------------
Moody's Investors Service changed BME Group Holding B.V.'s outlook
to positive from stable. At the same time, Moody's affirmed all
BME's ratings, including its corporate family rating (CFR) at B3,
probability of default rating (PDR) at B3-PD, the instrument rating
on its 1st lien senior secured term loan B (TLB) at B2, its 1st
lien senior secured term loan A (TLA) at B2, its EUR195 million 1st
lien senior secured revolving credit facility (RCF) at B2 and its
2nd lien senior secured TLB at Caa2. The company's planned EUR100
million 1st lien senior secured term loan B add-on is rated B2.

"The positive outlook balances BME's strong operating results
year-to-date, which were achieved despite a challenging operating
environment, with still present downside risks," stated Svitlana
Ukrayinets, Moody's analyst. "A continuation of the recent
performance such that Moody's adjusted gross leverage remains
sustainably below 6.5x could support further positive rating
pressure over the next 12 to 18 months".

Proceeds of the proposed EUR100 million first lien term loan add-on
will be used to repay EUR100 million of existing second lien term
loan facility, and the company will use cash on balance sheet to
cover any transaction related fees and expenses.

RATINGS RATIONALE

The change in outlook has been triggered by (i) BME's ability to
improve its EBITDA year-to-date despite a challenging operating
environment which included temporary store closures in certain
geographies, such as Switzerland, Belgium, France and Austria
during the lockdown in spring 2020, (ii) revised Moody's forecast
of at least stable operating performance in the next 12-18 months,
including the expectation of sustained operating margin
improvements resulting from company's strategic initiatives, and
(iii) its good liquidity profile, with the expectation of continued
positive free cash flow (FCF) generation. In addition, the planned
refinancing of EUR100 million of the company's second lien term
loan by increasing its first lien term loan by EUR100 million will
lead to reduced interest expense supporting the generation of FCF.

The positive outlook balances the aforementioned positives with
still present downside risks, which continue to weigh on the
building materials distribution sector in which the company
operates. The risks include a higher-than-expected negative impact
of lower employment levels and consumer confidence on demand for
building materials, including the risk that demand for home
improvement will go back to more normal levels in 2021 after
temporary boost due to lockdowns, as well as the possibility of a
second wave of the pandemic and another widespread lockdown leading
to temporary store closures. That being said, BME's operating model
with highly flexible cost structure and its good liquidity profile
are expected to provide some cushion for these types of risks.

BME's B3 CFR continues to reflect (1) the company's leading
position in the building materials distribution market in Europe,
with diversification across six core European markets; (2) its
significant exposure of 60% to the relatively stable renovation,
maintenance and improvement market (RMI); (3) its flexible cost
base and inherent countercyclical nature of working capital in the
distribution industry; and (4) its significant portfolio of owned
real estate assets.

At the same time, the rating incorporates (1) BME's operations in a
highly fragmented and competitive market, reflected in its low
Moody's-adjusted operating margin of around 3.5%; (2) history of
sensitivity to new construction activity, although mitigated by its
exposure to the RMI market which is expected to be more stable; (3)
although reduced, but still high leverage, as reflected in its
Moody's-adjusted gross debt/EBITDA of 6.1x as of last twelve months
ended June 2020 (around 5.0x on the net basis), and (4) risk of
shareholder distributions and debt-financed acquisitions.

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook reflects that BME's current metrics are above
the triggers set for an upgrade. Incorporating Moody's expectations
for stable performance also in 2021, Moody's foresees sustained
operating margin improvements resulting from company's strategic
initiatives, positive FCF generation and debt/EBITDA remaining
below 6.5x for the next 12-18 months.

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

Positive rating pressure could arise if operational improvements
are sustained, evident in gradually improving Moody's adjusted
operating margin, Moody's adjusted gross debt/EBITDA remaining
below 6.5x and RCF/Net Debt above 10%, and good liquidity supported
by positive FCF generation.

Conversely, negative rating pressure could arise if Moody's
adjusted operating margin deteriorates; Moody's adjusted gross
debt/EBITDA increases above 8x; Moody's adjusted EBITA/ Interest
declines below 1x; or FCF turns negative on a sustained basis
resulting in deterioration of company's liquidity profile; or the
company undertakes debt-funded shareholder distributions or
acquisitions, which result in weakening of credit metrics.

STRUCTURAL CONSIDERATIONS

With the refinancing currently contemplated, BME will reduce the
first loss cushion provided by the 2nd lien term loan through
increasing its senior secured 1st lien borrowings. In the context
of BME's strong positioning in the B3 rating category and the
positive outlook on the rating, Moody's has left the instrument
ratings on the 1st lien facilities unchanged at B2, i.e. one notch
above the CFR. In case Moody's assessment of BME rating positioning
changes to the negative, such as through a stabilization of the
outlook or more negative rating action, the rating agency will
likely remove the one-notch rating differential and align the 1st
lien instrument ratings with the CFR.

The senior secured second lien loans are ranked junior to the 1st
lien TLB, TLA and the RCF. They share the same security as the 1st
lien TLB, TLA and RCF and are also guaranteed by subsidiaries of
the group accounting for at least 80% of consolidated EBITDA. This
is reflected in the Caa2 rating on these loans.

LIQUIDITY

The liquidity profile of the company is good. Following the sale of
SAMSE stake in the first quarter of 2020 for EUR136 million, BME's
liquidity profile improved to EUR481 million, including EUR286
million cash balance as of June-end 2020 and EUR195 million
available RCF. The facility contains a springing net leverage
financial covenant tested only when the drawn RCF less cash and
cash equivalents exceed 45% of total RCF commitments. These
sources, together with funds from operations, are sufficient to
cover any seasonality in working capital, as well as the company's
capital spending needs. There are no significant debt maturities
until 2026, when the first lien borrowings mature.

LIST OF AFFETED RATINGS:

Issuer: BME Group Holding B.V.

Affirmations:

LT Corporate Family Rating, Affirmed B3

Probability of Default Rating, Affirmed B3-PD

BACKED Senior Secured Bank Credit Facility, Affirmed B2

BACKED Senior Secured Bank Credit Facility, Affirmed Caa2

Outlook Actions:

Outlook, Changed to Positive from Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.

COMPANY PROFILE

Based in Schiphol, the Netherlands, BME Group is the third-largest
European building materials distributor operating in Germany, the
Netherlands, Belgium, France, Switzerland and Austria. In November
2019, the company was acquired by Blackstone from CRH Plc, one of
the world's largest building materials companies, for a total
consideration of EUR1.7 billion as CRH decided to focus on its
heavy side building materials business. In 2019, BME generated
EUR3.8 billion in revenues and EUR179 million of
management-adjusted EBITDA.

MADISON PARK VI: Fitch Affirms B-sf Rating on Class F-R Debt
------------------------------------------------------------
Fitch Ratings has affirmed Madison Park Euro Funding VI B.V., and
removed two tranches from Rating Watch Negative (RWN).

RATING ACTIONS

Madison Park Euro Funding VI B.V

Class A-R XS1655108956; LT AAAsf Affirmed; previously AAAsf

Class B-1R XS1655109251; LT AAsf Affirmed; previously AAsf

Class B-2R XS1655107123; LT AAsf Affirmed; previously AAsf

Class C-R XS1655109848; LT Asf Affirmed; previously Asf

Class D-R XS1655107800; LT BBBsf Affirmed; previously BBBsf

Class E-R XS1655108105; LT BBsf Affirmed; previously BBsf

Class F-R XS1655108360; LT B-sf Affirmed; previously B-sf

TRANSACTION SUMMARY

Madison Park Euro Funding VI B.V. is a cash flow collateralised
loan obligation (CLO) of mostly European leveraged loans and bonds.
The transaction is in its reinvestment period and the portfolio is
actively managed by Credit Suisse Asset Management.

KEY RATING DRIVERS

Weakening Portfolio Performance

As per the trustee report dated September 21, 2020, the aggregate
collateral balance was below par by 92bp. The trustee-reported
Fitch weighted average rating factor (WARF), Fitch weighted average
recovery rate (WARR) and Fitch 'CCC' concentration limit (%) were
not in compliance with their tests. Assets with a Fitch-derived
rating (FDR) of 'CCC' category or below represented 7.5% of the
portfolio (there are no unrated assets in the portfolio), as per
Fitch's calculation on October 10, 2020. Assets with a FDR on
Negative Outlook represented 33.5% of the portfolio balance.

Coronavirus Baseline Scenario Impact

Fitch carried out a sensitivity analysis on the current portfolio
for its coronavirus baseline scenario. The agency notched down the
ratings for all assets with corporate issuers on Negative Outlook
regardless of sector. This scenario demonstrates the resilience of
the ratings of the class A-R, B-1R, B-2R, C-R and D-R notes with
cushions. The class E-R notes has a marginal cushion while the
class F-R notes has a marginal shortfall in this scenario.

The agency believes that the portfolio's negative rating migration
is likely to slow and downgrades of these tranches are less likely
in the short term. As a result, the class E-R and F-R notes have
been removed from RWN, affirmed and assigned Negative Outlooks. The
Negative Outlooks reflect the risk of credit deterioration over the
longer term, due to the economic fallout from the pandemic.

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors in the
'B'/'B-' category. The Fitch WARF of the current portfolio was
34.3, as per Fitch's calculation, on October 10, 2020.

High Recovery Expectations

Approximately 97% of the portfolio comprises senior secured
obligations. Fitch views the recovery prospects for these assets as
more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch weighted average recovery rate (WARR) of the
current portfolio was 63.78%, as per Fitch's calculation, on
October 10, 2020.

Diversified Portfolio

The portfolio is reasonably diversified across obligors, countries
and industries. Exposure to the top 10 obligors and the largest
obligor is 15.3% and 2.0%, respectively. The top three industry
exposures accounted for about 33.97%, as per Fitch's calculation.
Assets paying semi-annually account for 14.2% of the portfolio. As
of September 21, 2020, no frequency switch event had occurred.

RATING SENSITIVITIES

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

At closing, Fitch used a standardised stress portfolio (Fitch's
Stressed Portfolio) that was customised to the portfolio limits as
specified in the transaction documents. Even if the actual
portfolio shows lower defaults and smaller losses (at all rating
levels) than Fitch's Stressed Portfolio assumed at closing, an
upgrade of the notes during the reinvestment period is unlikely as
the portfolio credit quality may still deteriorate, not only
through natural credit migration, but also through reinvestments.

Upgrades may occur after the end of the reinvestment period on
better-than-expected portfolio credit quality and deal performance,
leading to higher credit enhancement and excess spread available to
cover for losses in the remaining portfolio.

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

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

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all FDRs in the 'B' rating category and a 0.85
recovery rate multiplier to all other assets in the portfolio. For
typical European CLOs this scenario results in a rating category
change for all ratings.

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

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

Overall, Fitch's assessment of the asset pool information relied on
for its 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.


MADISON PARK VII: Fitch Affirms B-sf Rating on Class F Debt
-----------------------------------------------------------
Fitch Ratings has affirmed Madison Park Euro Funding VII B.V., and
removed two tranches from Rating Watch Negative (RWN).

RATING ACTIONS

Madison Park Euro Funding VII B.V.

Class A XS1822369184; LT AAAsf Affirmed; previously AAAsf

Class B-1 XS1822369697; LT AAsf Affirmed; previously AAsf

Class B-2 XS1823155673; LT AAsf Affirmed; previously AAsf

Class B-3 XS1823156994; LT AAsf Affirmed; previously AAsf

Class C-1 XS1822370190; LT Asf Affirmed; previously Asf

Class C-2 XS1823157968; LT Asf Affirmed; previously Asf

Class D XS1822370786; LT BBBsf Affirmed; previously BBBsf

Class E XS1822371321; LT BBsf Affirmed; previously BBsf

Class F XS1822372055; LT B-sf Affirmed; previously B-sf

TRANSACTION SUMMARY

Madison Park Euro Funding VII B.V. is a cash flow collateralised
loan obligation (CLO) of mostly European leveraged loans and bonds.
The transaction is in its reinvestment period and the portfolio is
actively managed by Credit Suisse Asset Management.

KEY RATING DRIVERS

Weakening Portfolio Performance

As per the trustee report dated September 14, 2020, the aggregate
collateral balance was below par by 176bp. The trustee-reported
Fitch 'CCC' concentration limit of 7.83% was not in compliance with
its test limit of 7.50%. Assets with a Fitch-derived rating (FDR)
of 'CCC' category or below represented 10.3% of the portfolio
(there are two unrated assets representing 0.9% of the portfolio),
as per Fitch's calculation on October 10, 2020. Assets with a FDR
on Negative Outlook represented 35.3% of the portfolio balance.

Coronavirus Baseline Scenario Impact

Fitch carried out a sensitivity analysis on the current portfolio
for its coronavirus baseline scenario. The agency notched down the
ratings for all assets with corporate issuers on Negative Outlook
regardless of sector. This scenario demonstrates the resilience of
the ratings of the class A, B-1 B-2, B-3, C-1 and C-2 notes with
cushions. The class D notes have a marginal shortfall while the
class E and F notes have a marginal cushion in this scenario.

The agency believes that the portfolio's negative rating migration
is likely to slow and downgrades of these tranches are less likely
in the short term. As a result, the Outlook on the class D remains
Negative and the class E and F notes have been removed from RWN,
assigned Negative Outlooks and all classes of notes have been
affirmed. The Negative Outlooks reflect the risk of credit
deterioration over the longer term, due to the economic fallout
from the pandemic.

'B'/'B-' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors in the
'B'/'B-' category. The Fitch weighted average rating factor (WARF)
of the current portfolio was 35.62, as per Fitch's calculation, on
October 10, 2020.

High Recovery Expectations

Approximately 98% of the portfolio comprises senior secured
obligations. Fitch views the recovery prospects for these assets as
more favourable than for second-lien, unsecured and mezzanine
assets. The Fitch weighted average recovery rate (WARR) of the
current portfolio was 64.54%, as per Fitch's calculation, on
October 10, 2020.

Diversified Portfolio

The portfolio is reasonably diversified across obligors, countries
and industries. Exposure to the top 10 obligors and the largest
obligor is 13.1% and 1.8%, respectively. The top three industry
exposures accounted for about 30.66%, as per Fitch's calculation.
Assets paying semi-annually account for 46.9% of the portfolio. As
of September 14, 2020, no frequency switch event had occurred.

RATING SENSITIVITIES

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

At closing, Fitch used a standardised stress portfolio (Fitch's
Stressed Portfolio) that was customised to the portfolio limits as
specified in the transaction documents. Even if the actual
portfolio shows lower defaults and smaller losses (at all rating
levels) than Fitch's Stressed Portfolio assumed at closing, an
upgrade of the notes during the reinvestment period is unlikely as
the portfolio credit quality may still deteriorate, not only
through natural credit migration, but also through reinvestments.

Upgrades may occur after the end of the reinvestment period on
better-than-expected portfolio credit quality and deal performance,
leading to higher credit enhancement and excess spread available to
cover for losses in the remaining portfolio.

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

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

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all FDRs in the 'B' rating category and a 0.85
recovery rate multiplier to all other assets in the portfolio. For
typical European CLOs this scenario results in a rating category
change for all ratings.

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

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

Overall, Fitch's assessment of the asset pool information relied on
for its 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.




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

BANK CLER: S&P Assigns 'BB+' Rating on AT1 Perpetual Capital Notes
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term issue rating to the
proposed low-trigger Additional Tier 1 (AT1) perpetual capital
notes to be issued by Switzerland-based Bank Cler AG
(A-/Stable/--). S&P understands the issuance will be Basel
III-compliant AT1 notes. The rating is subject to its review of the
notes' final documentation.

S&P said, "In accordance with our criteria for hybrid capital
instruments, the 'BB+' issue rating reflects our analysis of the
proposed instrument and our 'a-' stand-alone credit profile (SACP)
assessment for Bank Cler. Although we consider parent Basler
Kantonalbank (BKB) to be generally supportive to its strategically
important subsidiary in most foreseeable circumstances, we believe
that extraordinary support would not be extended to Bank Cler's
hybrid capital instruments. We therefore deduct four notches from
the SACP, which is currently at the same level as the issuer credit
rating (ICR), to arrive at the issue rating." This includes:

-- One notch because the notes are contractually subordinated;

-- Two notches to reflect the notes' discretionary coupon payments
and regulatory Tier 1 capital status; and

-- One notch because the notes contain a contractual write-down
clause.

S&P does not apply additional notching given the 5.125% Common
Equity Tier 1 mandatory write-down trigger, which it considers to
be a nonviability capital trigger.

Once Bank Cler has issued the instrument and confirmed it as part
of the bank's regulatory Tier 1 capital base, S&P expects it to
qualify as having intermediate equity content under its criteria.
This reflects S&P's understanding that the notes:

-- Are perpetual, regulatory Tier 1 capital instruments;
-- Contain no step-up features; and
-- Can absorb losses on a going-concern basis through the
nonpayment of coupons, which are fully discretionary.

The contemplated hybrid instrument is in line with its anticipation
of the bank's hybrid capital issuance plans and therefore it is
already embedded in S&P's ICR on Bank Cler.




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

PETKIM PETROKIMYA: Fitch Affirms B LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Petkim Petrokimya Holdings A.S.'s
Long-Term Issuer Default Rating (IDR) at 'B' with a Stable
Outlook.

The Stable Outlook reflects Fitch's expectations of positive free
cash flow (FCF) generation and moderate deleveraging over
2020-2023. Fitch forecasts funds from operations (FFO) net leverage
to reduce to 3.5x by 2023, supported by a petrochemicals sector
recovery, and after payment of the last USD240million instalment in
2021 for the stake acquisition in SOCAR Turkey Aegean Refinery
(STAR). The current, weaker-than-previously-expected credit metrics
are driven by low petrochemical prices reducing earnings and higher
capex plan, which should maintain FFO net leverage above its
negative sensitivity of 4x in 2020-2021.

The rating of Petkim reflects its credit metrics similar to that of
peers rated in the 'B' category, its small scale, and high product
concentration relative to larger, more diversified global peers. In
particular, Petkim owns a single-site petrochemical complex and is
exposed to cyclical commodity polymers, which results in inherent
earnings volatility. Its business profile benefits from a
well-invested asset base, a strong market position in the domestic
petrochemical market, and some resilience to foreign exchange
volatility.

KEY RATING DRIVERS

Deleverage from 2021: The petrochemical market environment was
already challenging in 2019, which affected the company's credit
metrics. Fitch forecasts FFO net leverage to remain close to 5x in
2020, but expect a downward trend from 2021 with a reduction to
3.5x by 2023. Earnings in 2020 will be affected by lower demand and
Fitch expects the post-pandemic recovery in 2021 to be offset by a
USD240 million payment of Petkim's third and last instalment for
the purchase of 18% interest in the STAR Refinery. In order to
cushion excessive growth in leverage, Petkim suspended payments of
dividends in 2019 and in 2020. Fitch doesn't expect distributions
to shareholders over the rating horizon which supports the forecast
positive FCF over 2020-2023.

Low Naphtha Prices Support Spreads: Petkim's earning reflects the
spread of its products to naphtha, its major feedstock. Spread for
thermoplastics, a segment representing nearly half of Petkim's
non-trading revenue, improved in 2Q20 by 12% from 1Q20 and helped
to mitigate a decline in market prices. The pressure from
oversupply in polyethylene (PE; 60%-65% of Petkim's plastics sales)
and the recovery in oil prices could, however, slow the pace of
improvements in Petkim's earnings in 2H20. The new, global
production capacity of PE is expected to increase in 2020 and 2021,
although a recovery in demand in 2021 can improve supply/demand
balance.

High Plant Use Despite Pandemic: Petkim maintained average use of
its capacity at 95% in 1H20 and operations at its facilities have
not been significantly affected by the pandemic. Weaker demand for
plastics in domestic market was partly counterbalanced by an
increase in export of about 5%. Sales volumes were modestly
affected in 2Q20, with less than a 4% reduction yoy.

Turkish Lira Impact Manageable: Petkim has almost 90% of its plant
production costs, or 80%-85% of total cash costs, denominated in US
dollars because its major feedstock, naphtha, is purchased at US
dollar price. Simultaneously, the majority of sales is directly
denominated in US dollar and euros, or indirectly driven by lira
price indexation to the global US dollar benchmarks. This supports
Petkim's EBITDA during the periods of lira devaluation, thus
largely offsetting the company's hard-currency debt revaluation.
Foreign exchange volatility could also have indirect implications,
such as weaker domestic demand, although Petkim could re-route its
products to export markets.

STAR Launch Adds to Cost Savings: STAR Refinery now operates at
almost full capacity. In late 2018 Petkim's ultimate corporate
parent, State Oil Company of the Azerbaijan Republic (SOCAR;
BB+/Negative), launched a new STAR Refinery located next to
Petkim's plants in Turkey, with an annual oil refinery capacity of
10 million tonnes (mt). As a result, Petkim could expect around
USD40 million annual savings on logistic costs after the full
ramp-up of STAR Refinery. The refinery can supply up to 1.6mt of
naphtha and 270 thousand tonnes of mixed xylene or reformate
feedstock to Petkim annually.

STAR Stake Purchase Delayed: Petkim delayed the last of three equal
USD240 million instalments for its 18% stake in STAR until June
2021. Fitch assumes this payment will be made if there is no severe
downturn in Petkim's performance in 2021. The first two instalments
were paid in 2018, funded by a USD500 million bond placement. Fitch
adds the outstanding USD240 million payment to Petkim's adjusted
debt and Fitch does not factor dividends from STAR into its
forecasts.

Small-Scale Commodity Producer: Petkim is a Turkish commodity
chemical producer, making plastics and intermediates from naphtha.
Petkim's profitability reduced at the end of 2019 when the
naphtha-ethylene spread reduced as petrochemicals prices continued
to decline. Fitch expects petrochemicals prices to gradually
recover from late 2020 as demand progressively returns to
pre-crisis levels and absorbs added capacity that has oversupplied
the market since 2019. Petkim's small scale and single-site
operations with limited integration are key factors driving the
company's rating in the 'B' category.

Contingent Liabilities of STEAS: Petkim is 51%-owned by SOCAR
Turkey Enerji A.S. (STEAS), which in turn is 87%-owned by SOCAR and
13% by Goldman Sachs International. Petlim, a container terminal in
the Aegean region operating since 4Q16, is 70%-owned by Petkim and
30%-owned by Goldman Sachs. Goldman Sachs has put options with
STEAS and Sermaye Investments Limited (SIL, subsidiary of SOCAR)
until 2021 protecting the value of its stakes in STEAS and Petlim.
Should these options be exercised, STEAS would incur liabilities of
up to USD1 billion with respect to STEAS, and USD300 million with
respect to Petlim, with the remaining of USD300 million to be paid
by SIL. While this is not its base case scenario, and the maturity
of the option could be extended, this could result in pressure on
Petkim to upstream additional cash to STEAS.

Rating on Standalone Basis: SOCAR's IDR is aligned with that of
Azerbaijan (BB+/Negative), while its Standalone Credit Profile is
'b+'. Under Fitch's Parent and Subsidiary Linkage Rating Criteria,
Fitch has not factored in any uplift on Petkim's rating from
SOCAR's ownership as Fitch assesses the overall links between SOCAR
and Petkim as moderate. This assessment captures moderate legal
ties between the two companies (which takes into account a lack of
legal guarantees but also assumes Petkim being subject to
cross-default provision in SOCAR's bond documentation) and moderate
strategic and strong operational ties.

DERIVATION SUMMARY

Russia-based PJSC Kazanorgsintez (B+/Stable) is Petkim's closest
rated peer based on product mix (basic polymers) and geographical
concentration. Kazanorgsintez benefits from its more competitive
cost position, higher EBITDA margins (on average over 25%) and from
a stronger financial profile, with FFO net leverage of under 1x.
Petkim benefits from wider product diversification while
Kazanorgsintez's revenues are more concentrated towards
polyethylene.

Other Fitch-rated, commodity-focused EMEA chemical companies
include Roehm Holding GmbH (B-/Stable), PAO SIBUR Holding
(BBB-/Stable), Ineos Group Holdings S.A. (BB+/Negative). Roehm has
a leading position in the methacrylates business in Europe with
better geographical diversification but is more leveraged than
Petkim. Ineos has much stronger business profile with better
product and geographical diversification and larger scale. SIBUR
and US-based Westlake Chemical Corporation (BBB/Negative) have
competitively priced petrochemical feedstock, placing them in a
more advantageous position than less integrated producers, such as
Petkim.

KEY ASSUMPTIONS

  - Average USD/TRY rate at 6.97 in 2020, 7.76 in 2021, and 8.01 in
2022 and onwards. Year-end USD/TRY rate of 7.6 in 2020, 7.9 in
2021, 8.1 in 2022 and onwards.

  - Petrochemical margins pressuring EBITDA towards USD200 million
in 2020 (TRY1.4 billion) before a market-driven recovery towards
USD255 million (TRY2.0 billion) by 2023.

  - Neutral change in working capital in 2020, followed by annual
working capital outflow of around TRY0.2 billion in 2021-2023.

  - Capex-to-sales at around 6.5% over 2020-2023.

  - No dividends paid to shareholders nor received from STAR
Refinery over the rating horizon.

  - The last USD240million instalment related to the 18% stake
purchase in the STAR Refinery to be paid in 2021.

Key Recovery Rating Assumptions

  - The recovery analysis assumes that Petkim would be considered a
going-concern in bankruptcy and that the company would be
reorganised rather than liquidated.

  - The going-concern (GC) EBITDA is estimated at USD220 million.
It reflects Petkim's performance in a low cycle with benefits from
synergies with the STAR Refinery in the future. An EV multiple of
4x was applied to the GC EBITDA, reflecting its single-site
business with exposure to emerging markets.

  - After deduction of 10% for administrative claims, its waterfall
analysis generated a ranked recovery in the RR4 band, indicating a
'B' instrument rating. The waterfall analysis output percentage on
current metrics and assumptions was 48%.

RATING SENSITIVITIES

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

  - Consistent implementation of conservative financial policy
leading to FFO net leverage consistently below 3.0x (2019: 4.8x);

  - Significant improvement in cash flow diversification - for
instance, higher cash flow generation at Petlim and dividends from
the STAR Refinery.

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

  - FFO net leverage sustained above 4.0x;

  - Support provided to the parent (such as cash outflows related
to put options being called by Petlim and STEAS's minority
shareholder) resulting in a deterioration of Petkim's credit
metrics;

  - Further material deterioration in the outlook for petrochemical
margins;

  - Aggressive financial policy, including resumption of dividend
payments, in the absence of material improvements in earnings.

LIQUIDITY AND DEBT STRUCTURE

Limited Liquidity: Petkim's liquidity was manageable at end-June
2020, with cash and deposits of TRY4.6 billion covering short-term
debt of TRY3.7 billion. Petkim will also have to pay the last
instalment of USD240 million (TRY1.6 billion equivalent) by June
2021 for the acquisition of an 18% stake in STAR Refinery. In the
case of a lower performance than expected, Fitch would expect the
payment to be delayed, as was the case in 2020.

Current debt is mostly used to finance working capital, including
TRY1.6 billion of liabilities resulting from letters of credit for
naphtha procurement that Fitch treats as debt. Petkim's liquidity
profile reflects some reliance on uninterrupted access to domestic
banks. As of June 2020, Petkim had access to about USD1.3 billion
of undrawn, uncommitted debt facilities. This is not uncommon among
Turkish corporates but exposes the company to systemic liquidity
risk and results in a liquidity ratio of close to 1x. The rest of
the total debt has remote maturity dates, including a USD500
million bond due in 2023.

SUMMARY OF FINANCIAL ADJUSTMENTS

  -- In 2019 Fitch treated TRY59 million (USD33.4 million of
depreciation and amortisation on rights-of-use of assets, and
USD25.6 million of lease interests) as operating expenses.

  -- In 2019 TRY1.4 billion (equivalent USD240 million) residual
commitment to pay for the 18% stake in STAR were treated as
off-balance-sheet debt.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

ESG CONSIDERATIONS

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.


ULKER BISKUVI: Fitch Assigns BB-(EXP) LT IDR, Outlook Negative
--------------------------------------------------------------
Fitch Ratings has assigned Ulker Biskuvi Sanayi A.S. a Long-Term
Foreign-Currency (FC) Issuer Default Rating (IDR)of 'BB-(EXP)' with
a Negative Outlook and Long-Term Local-Currency (LC) IDR of
'BB(EXP)' with a Stable Outlook. Fitch has also assigned Ulker's
upcoming Eurobond a senior unsecured rating of 'BB-(EXP)'.

The assignment of final ratings is contingent on the receipt of
final documents conforming to information already received and
refinancing of the syndicated loan due in November 2020 with
Eurobond proceeds.

The LC IDR of 'BB(EXP)' is premised on Ulker being ring-fenced from
the rest of the Yildiz group, to which it belongs. It assumes that
Ulker's cash flows will not be used to service the substantial debt
of its ultimate parent Yildiz Holding A.S. or its sister companies
and that Ulker's transactions with related parties will remain at
arm's length and will not jeopardise its credit profile. The rating
reflects Ulker's strong market position in the Turkish
confectionery market and a growing international presence as well
as its ability to drive EBITDA margin improvements and generate
positive free cash flow (FCF).

The Stable Outlook on the LC IDR reflects its expectation that
Ulker's rating headroom will enlarge over the next three years
thanks to deleveraging supported by EBITDA growth, limited capex
needs and moderate dividends. Fitch also assumes that any potential
M&A transaction will be funded through the liquidation of the
company's short-term investment portfolio and will therefore be
neutral for its Fitch-adjusted net debt.

Ulker's FC IDR of 'BB-(EXP)' is constrained by Turkey's Country
Ceiling of 'BB-' as Fitch expects its hard-currency debt service
ratio to remain insufficient to allow piercing the Country Ceiling
in 2020-2023. The Outlook on the FC IDR is aligned with the Outlook
on Turkey's sovereign rating. The senior unsecured Eurobond is
expected to be rated in line with Ulker's FC IDR.

KEY RATING DRIVERS

Related-Party Transactions: Ulker's operations are characterised by
a relevant degree of interconnection with companies ultimately
owned by its shareholder Yildiz Holding A.S. These related-party
transactions are mostly in the context of the company's ordinary
course of business, including sales to modern and traditional
retail and procurement of chocolate dough. Additionally, Ulker pays
royalties to Yildiz, which owns the brands under which Ulker
markets its products.

Fitch assumes these transactions will continue to be at an arm's
length basis and will not result in significant cash leakage
outside Ulker's consolidated perimeter.

The rating is premised on Ulker being ring-fenced from the rest of
the Yildiz group and Fitch assumes that Ulker's cash flow will not
be used to service the substantial debt of Yildiz Holding nor of
Ulker's sister companies. However, Fitch adds the guarantees Ulker
provides for the obligations of Yildiz Holding A.S. and Onem Gida
San. ve Tic. A.S. to the calculation of its leverage metrics.

Largest Confectionery Producer in Turkey: Ulker's ratings benefit
from the company's strong position as the largest confectionery
producer in Turkey with 37.8% market share in total confectionery
market at end-June 2020. Ulker has leading market shares in
chocolate and biscuits but is behind Eti, its largest competitor,
in the cake category.

Limited Threat from International Confectioners: Market shares of
international confectionery producers, such as Nestle SA
(A+/Stable), Mondelez International Inc. (BBB/Stable) and Ferrero
(not rated), in Turkey's market are substantially smaller than
those of Ulker and Eti, despite their portfolios of global brands
and strong innovation capabilities. Fitch believes that this is
because of consumer loyalty to local brands and Ulker's adequate
pace of product innovation, which, in its view, effectively
addresses consumer needs in Turkey.

Synergy products, which are produced under Godiva and McVitie's
brands and sold by Ulker in countries of its presence, also enhance
the competitiveness of its product offer.

Fitch also sees a limited threat from new market entrants promoting
healthy snacking as this trend is not as influential in Turkey
compared with developed markets. Therefore, Fitch assumes that
Ulker's market position is not going to change over the next five
years.

Growing Foreign Operations: Over the past five years, Ulker has
grown its exports and increased its presence outside Turkey through
acquisitions in Egypt, Saudi Arabia, Kazakhstan and the UAE. In
2019, foreign operations accounted for 39% of its revenue and 48%
of EBITDA. Geographic diversification improves Ulker's growth and
profitability profile and also lowers foreign-exchange (FX) risks
due to hard-currency-denominated exports and sales in the Saudi
riyal and the Emirati dirham, which are pegged to the US dollar.

Country Ceiling of Turkey: Fitch applies the Country Ceiling of
Turkey to Ulker's FC IDR as 52% of its 2019 EBITDA is generated in
Turkey. EBITDA from countries with higher Country Ceilings - Saudi
Arabia (A+) and Kazakhstan (BBB+) - is not sufficient to cover the
company's hard-currency interest payments, although the coverage
ratio has increased substantially in 1H20. Fitch projects that from
2022-2023, growth in profits generated in Saudi Arabia and
Kazakhstan is likely to support an increase in the ratio to above
1x. Once this threshold is met, this could lead us to apply
Kazakhstan's Country Ceiling of 'BBB+'.

Limited Disruptions from Pandemic: Global lockdowns and social
distancing measures to fight the spread of the coronavirus have so
far had limited impact on Ulker's sales due to the company's low
presence in on-trade channels. Fitch estimates that reduction in
revenue due to decreased gifting activity and lost sales to schools
(about 1% of 2019 revenue) were more than offset by growth in
at-home snacking.

Positive FCF: The ratings are supported by Ulker's ability to
generate FCF, which Fitch expects to be sustained over 2020-2022 as
the company has completed its investment cycle and now has low
capex needs. This is despite its assumption of Ulker restoring
dividend payments from 2021 after paying no dividends in 2019 and
2020. Fitch forecasts dividends not to exceed 20% of Ulker's
consolidated net income in 2021-2023.

Substantial Cash Adjustment: Fitch adjusted Ulker's reported cash
by excluding investments in traded equity, fixed income and
alternative investments. The adjustment of TRY3.1 billion in 2019
resulted in a substantial 2.6x increase in Ulker's FFO net
leverage. Fitch believes that such investments are subject to
market fluctuations and are likely to be liquidated only to fund
potential M&A, including acquiring sister companies owned by Yildiz
Holding and therefore Fitch does not assume them as a source of
debt repayment.

EBITDA Growth Supports Deleveraging: Ulker's strong ability to grow
sales and drive EBITDA margin improvements through supply chain
efficiencies supports its fast deleveraging. Fitch projects FFO net
leverage to fall to 3.0x in 2022 (2020: 4.1x in 2020), enlarging
headroom under the 'BB' LC IDR. This assumes no major FX shocks as
Ulker's debt is almost fully in hard-currency (1H20: 94% of
total).

Eurobond Rated in Line with IDR: Fitch expects to rate the planned
senior unsecured Eurobond in line with Ulker's FC IDR of
'BB-(EXP)'. Similar to the syndicated loan, which is the other
major funding source of Ulker, the Eurobond is not going to be
guaranteed by subsidiaries. Prior-ranking debt, represented by debt
at subsidiaries, accounted only for about 0.5x of consolidated
EBITDA at end-June 2020, which supports the alignment of the
instrument rating with the IDR.

DERIVATION SUMMARY

Ulker is well-positioned across Fitch-rated confectionery and baked
goods manufacturers as a medium-sized company with average
profitability and innovation capability. Ulker's organic growth
potential and ability to achieve consistent EBITDA margin
improvements differentiate it favourably from peers.

Ulker compares well to Argentinean confectionery producer Arcor
S.A.I.C. (FC IDR: B/Stable, LC IDR: B+/Negative) due to similar
operational scales, strength of local brands and geographic
diversification. Both companies generate about 35%-40% of revenue
outside their domestic markets. Ulker's LC IDR is higher than
Arcor's due to its stronger EBITDA margins, positive FCF, lower net
leverage and more manageable FX risks.

Ulker is also rated higher than Russia's largest confectionery
producer JSC Holding Company United Confectioners (B/Stable) as it
benefits from larger market shares in domestic market, better
geographic diversification and the resulting larger business scale.
United Confectioners has weaker financial transparency and opaque
related-party transactions, which constrain its rating, despite its
more conservative leverage.

Ulker is rated lower than Mexico-based Grupo Bimbo, S.A.B. de C.V.
(BBB/Stable), the world's largest baked goods producer with about
3% market share, primarily due to its smaller scale and geographic
footprint.

Ulker has substantially weaker business profile than Mondelez
International, Inc. (BBB/Stable), one of the largest confectionery
producers globally with strong local and global brands and
diversified operations by products and geographies. In addition,
Ulker's profitability, FCF generation and financial flexibility are
weaker than Mondelez. This explains its lower rating, despite a
more conservative capital structure.

Ulker's FC IDR of 'BB-(EXP)' is constrained by Turkey's Country
Ceiling of 'BB-'.

No parent-subsidiary linkage or operating environment aspects were
in effect for Ulker's rating. Fitch could consider linking Ulker's
rating to its parent Yildiz Holding A.S. in case there is evidence
of a weakening of the current ringfencing.

KEY ASSUMPTIONS

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

  - USD/TRY at 7.6 at end-2020, 7.9 at end-2021, 8.1 at end-2022
and 8.5 at end-2023

  - Low single-digit sales volumes growth and price/mix changes
above inflation contributing to revenue CAGR of 13% over 2020-2023

  - Gradual improvement in EBITDA margin over 2020-2023

  - Capex at about 1.5% of revenue in 2020; at about 2% of revenue
over 2021-2023

  - Dividends not higher than 20% of consolidated net income over
2021-2023

  - Short-term investments and receivables from Yildiz Holding kept
on balance sheet and liquidated only if needed to fund bolt-on M&A

  - No non-trade outflows to related parties

  - No additional guarantees provided for obligations of third
parties

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to a
positive rating action/upgrade of the LC IDR:

  - Successful execution of growth strategy reflected in volume and
revenue growth of domestic and international operations

  - EBITDA margin consistently above 17% coupled with positive FCF

  - FFO net leverage consistently below 2.5x

  - Evidence of robust contractual ring-fencing from the Yildiz
group

Factors that could, individually or collectively, lead to upgrade
of the FC IDR:

Subject to LC IDR remaining higher than 'BB-', one of the following
factors is a prerequisite for an upgrade of FC IDR:

  - Upgrade of Turkey's Country Ceiling

  - Annual EBITDA from Saudi Arabia and Kazakhstan sufficiently
exceeding annual hard-currency interest payments or Fitch-projected
hard currency and leading to debt service ratio exceeding 1x over
the next three-four years

Factors that could, individually or collectively, lead to a Stable
Outlook of the FC IDR:

  - Stable Outlook of Turkey's sovereign rating

Factors that could, individually or collectively, lead to a
negative rating action/downgrade of the LC IDR:

  - Material slowdown in revenue and EBITDA growth due to increased
competition and cost pressures

  - FFO net leverage consistently above 4.0x

Factors that could, individually or collectively, lead to a
negative rating action/downgrade of the FC IDR:

Downgrade of Turkey's Country Ceiling below 'BB-' or downgrade of
the LC IDR below 'BB-', which could be driven by the following
factors:

  - Increased competition, eroding Ulker's market share in Turkey
or internationally

  - Deterioration in FCF profile on a sustained basis

  - FFO net leverage consistently above 4.5x

  - Related-party transactions leading to significant cash leakage
outside Ulker's perimeter of consolidation

LIQUIDITY AND DEBT STRUCTURE

Ample Liquidity Post Refinancing: Fitch expects Ulker to have a
strong liquidity position after the Eurobond placement and
refinancing of the syndicated loan maturing in November 2020. Ulker
will not face significant maturities until 2023 when another
syndicated loan is due. Fitch projects Ulker's cash balances and
operating cash flow to be sufficient to cover capex, dividends and
small amortisation payments under the rest of its debt.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch has reclassified TRY3.1 billion of cash invested in liquid
mutual funds at end 2019 to restricted cash. Fitch believes that
such investments are likely to be liquidated only to fund potential
M&A but their value could also be subject to market fluctuations
and, therefore, Fitch does not assume them as a source of debt
repayment.

Fitch has added guarantees provided by Ulker's subsidiaries for
debt of Yildiz Holding and obligations of Onem to off-balance-sheet
debt.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

ESG CONSIDERATIONS

Ulker has an ESG Relevance Score of '4' for Group Structure due to
the complexity of the structure of the wider Yildiz group, to which
Ulker belongs and the consequent interconnections, including brand
ownership concentrated at Yildiz Holding A.S. and material
related-party transactions involving Ulker. The score also
considers high debt at the level of the ultimate parent Yildiz
Holding A.S. and guarantees that Ulker and its subsidiaries provide
for obligations of related parties. Fitch treats these guarantees
as off-balance-sheet obligations, which increase FFO net leverage
by about 0.8x and therefore have a negative impact on the credit
profile.

This ESG score currently 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 to the way in which they are being
managed by the entity.




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

EDINBURGH WOOLLEN: BPF Condemns Administration Proposals
--------------------------------------------------------
Sahar Nazir at Retail Gazette reports that Edinburgh Woollen Mill
Group's (EWM) administration proposals have reportedly been
condemned by the British Property Federation (BPF).

According to Retail Gazette, in a letter from representatives of
the group, EWM said administrators are reviewing its lease
portfolio with a view to determining which stores -- if any -- may
be "retained and/or potentially transferred by the company".

The letter also said that a "rationalization plan has been
formulated, which will result in the closure of over 50 stores
within the next few days", Retail Gazette relates.

The BPF's chief executive Melanie Leech said that anyone reading
the letter should be "outraged", Retail Gazette relays, citing
Property Week.

Mr. Leech added that wealthy business owners are "manipulating and
abusing" the UK's insolvency rules, Retail Gazette notes.

EWM, which owns Peacocks and Jaegar and is owned by billionaire
Philip Day, filed a notice of intention to appoint administrators
FRP Advisory to advise it on its restructuring earlier this month,
Retail Gazette discloses.

Mr. Day is seeking to push through a pre-pack administration that
will see him retain ownership of the group, Retail Gazette states.

On Oct. 15, property group Ratcliffes Chartered Surveyors, which
manages four retail properties leased to The EWM Group, wrote in
response to the letter that "it is the intention of the EWM
directors to place this previously very profitable company into
administration", Retail Gazette relates.

According to Retail Gazette, the response stated that Ratcliffes
Chartered Surveyors and its clients are "surprised by this decision
in respect of a company which reported pre-tax profits for the year
to November 2019, of GBP23.4 million, and for the half year to
March 2020, of GBP14.7 million".

Ratcliffes Chartered Surveyors said its landlord clients reject
EWM's proposals for the stores in question, Retail Gazette notes.


EDINBURGH WOOLLEN: Owner Seeks to Delay Administration
------------------------------------------------------
Laura Onita at The Telegraph reports that struggling Edinburgh
Woollen Mill is set to delay appointing administrators as bosses
grapple with logistics chaos in Wales.

According to The Telegraph, retail tycoon Philip Day is to seek 10
days' grace before he formally hires insolvency expert FRP
Advisory, after a "circuit breaker" lockdown sparked havoc at two
Welsh distribution centres for the firm's department chain
Peacocks.

Mr. Day applied for a notice of intention to appoint administrators
earlier this month, which means he has until today, Oct. 22, to
bring in a firm to oversee the process with more than 21,500 jobs
at risk, The Telegraph discloses.

The business will now go back to the High Court to ask for an
extension, which could stave off a total collapse of Edinburgh
Woollen Mill for another 10 days and buy crucial breathing space to
secure a future for some of the billionaire's retail empire, The
Telegraph states.

This is partly due to the lockdown in Wales, which has hit
deliveries of stock for Peacocks -- a brand Mr. Day is plotting to
retain control with financial support from US hedge fund Davidson
Kempner, The Telegraph notes.

Insiders said the Welsh disruption has forced the company's top
team to try and reconfigure some parts of its supply chain, The
Telegraph relays.

Mr. Day's group could also strike a deal to sell Jaeger, seen as
the most attractive of his fashion brands by suitors, The Telegraph
says.

The Edinburgh Woolen Mill brand is most at risk of falling into
administration after stores were shunned by its key customers,
tourists and elderly shoppers, according to The Telegraph.  The
brands also have only a rudimentary online presence, The Telegraph
notes.

The group has already made 600 staff redundant and shut 50
branches, with at least 100 more of its 1,050 sites earmarked for
closure, The Telegraph recounts.

It posted pre-tax profits of GBP32.2 million on sales of GBP296.7
million in the six months to March 2019, with GBP114.8 million of
cash in the bank and no bank debt, The Telegraph discloses.
However, the pandemic has hit its brands severely after the chains
were forced to shut stores at the peak of the crisis, The Telegraph
notes.


GAS TAG: Enters Administration, 28 Jobs Affected
------------------------------------------------
Business Sale reports that Gas Tag Ltd, a Liverpool-based tech firm
which specializes in tracking the work performed by tradesmen, has
entered administration.

EY has been appointed as administrator, with 28 redundancies made
as a cost-cutting measure, Business Sale relates.

The company provided a range of software products for gas, fire
doors and property safety compliance to social housing landlords.
The company was known for helping to tackle rogue tradesmen.

The company had rebranded to X Tag in September, adopting the
strapline "Beyond Compliance", which the company said reflected to
data-driven approach, Business Sale discloses.  However, Gas Tag
appointed administrators earlier this month after encountering
financial difficulties related to COVID-19, Business Sale
recounts.

According to Business Sale, John Sumpton, EY Associate Partner and
joint administrator, said: "Since it was established, Gas Tag has
developed its product range and built a good pipeline of customer
prospects with the support of its investors."

"It has been successful in securing a number of new contracts with
social housing providers but has recently been negatively impacted
by the COVID-19 pandemic.  Consequently, the company has been
unable to secure necessary further investment which, unfortunately,
has resulted in the directors placing Gas Tag into
administration."

Mr. Sumpton added that the joint administrators would seek a sale
of the business and its assets, during which time Gas Tag would
continue to service its customers, Business Sale notes.

In a statement on its website, Gas Tag, as cited by Business Sale,
said: "The effects of COVID-19 have impacted Gas Tag Ltd
significantly, which has led to the business needing to secure
additional finance to continue to trade.  Despite the hard work and
dedication of our teams, Gas Tag Ltd was unsuccessful in securing
this finance."

"Unfortunately, on October 14, 2020, this has resulted in Gas Tag
Ltd being placed into administration.  The administrators are
supporting the business by allowing it to maintain business as
usual whilst they seek a buyer."

According to Gas Tag's most recently available financial
statements, for the year ended March 31 2019, the company reported
fixed assets of close to GBP3.5 million, with current assets of
GBP761,885 and total assets less liabilities valued at around
GBP2.08 million, Business Sale discloses.


INTU PROPERTIES: Intu Chapelfield Site Renamed to Chantry Place
---------------------------------------------------------------
BBC News reports that Norwich's Intu Chapelfield site, a shopping
centre that went into administration in June, has been renamed
despite having no new owner.

According to BBC, the shopping centre, which opened in 2015 on the
site of a former chocolate factory, will now be called Chantry
Place.

The name reflects the site's medieval heritage as a secular college
and chantry chapel, BBC notes.

The name change has been made by LaSalle Investment Management
which is running the centre until it is sold, BBC discloses.

The shopping centre, which consists of 91 retail units, was part of
the Intu group which went into administration also affecting its
other shopping centres that included the Trafford Centre in
Manchester and Lakeside in Essex, BBC states.

LaSalle Investment Management currently runs the Norwich building's
retail space while agents Savills is responsible for managing its
store units, BBC relates.


INTU PROPERTIES: MAPP Snaps Up Intu Potteries
---------------------------------------------
Sahar Nazir at Retail Gazette reports that Intu Potteries has
become the latest centre to be moved to new management after
previous owner Intu fell into administration earlier this year.

Property company MAPP has snapped up the centre in Stoke-on-Trent,
while specialist investment managers APAM will assume asset
management responsibilities, Retail Gazette relates.

The shopping centre will continue to operate under the Intu
branding ahead of a revamp later this year, though it will keep the
Potteries name, Retail Gazette discloses.

According to Retail Gazette, KPMG partner and Intu joint
administrator Jim Tucker said: "We are now midway through our
migration timetable, with further centres set to transition to new
management in the days and weeks ahead."

MAPP and APAM have also been appointed to the property and asset
management of two further Intu centres: Eldon Square in Newcastle
upon Tyne and Soar at Braehead in Glasgow, Retail Gazette notes.

In late June, parent company Intu Properties collapsed into
administration after crunch talks with its lenders were
unsuccessful, Retail Gazette recounts.

Its shares on the London Stock Exchange were suspended but Intu
said its 17 shopping centres, which are held in separate operating
companies, will continue to trade for the time being despite its
insolvency, Retail Gazette relays.


PETRA DIAMONDS: Abandons Sale in Favor of Debt-for-Equity Swap
--------------------------------------------------------------
Helen Reid and Yadarisa Shabong at Reuters report that Petra
Diamonds has abandoned plans to sell the business in favor of a
debt-for-equity restructuring, it said on Oct. 13, sending its
shares lower because of the deal's dilutive effect on existing
stakeholders.

The London-listed company, which mines diamonds in South Africa and
Tanzania, said it had put itself up for sale in June as part of the
restructuring process but has received no viable offers, Reuters
relates.

Its shares have slumped by more than 80% this year as the COVID-19
pandemic has battered the global diamond sector, with mines forced
to shut down while consumer demand collapsed, Reuters discloses.

According to Reuters, Petra said its existing US$650 million of
bond debt will be partly replaced by up to US$337 million of new
notes, including US$30 million of new money contributed by
debtholders.

The remaining note debt will be converted into equity, leaving
debtholders with a combined 91% of the company while diluting
existing shareholders to a combined stake of only 9%, Reuters
states.

Peel Hunt analysts took a more optimistic view, saying the
restructuring would give Petra a more sustainable balance sheet and
help it to benefit from a recovery in markets for rough diamonds,
Reuters notes.  They calculated that Petra would be left with
US$444 million of gross debt, Reuters discloses.

Petra, as cited by Reuters, said it expects to seal a "lock-up
agreement" cementing the terms with the noteholder group and South
African lenders in early November.  It expects the restructuring to
become effective in the first quarter of 2021, Reuters relays.

The agreement also includes new governance arrangements and
cashflow controls, according to Reuters.


SOUTHERN PACIFIC 06-1: Fitch Affirms Bsf Rating on Cl. E1c Debt
---------------------------------------------------------------
Fitch Ratings has taken multiple rating actions on Southern Pacific
Securitisation Series, including two upgrades and 15 affirmations.

RATING ACTIONS

Southern Pacific Financing 06-A Plc

Class A XS0241080075; LT AAAsf Affirmed; previously at AAAsf

Class B XS0241082287; LT AAAsf Affirmed; previously at AAAsf

Class C XS0241083764; LT AA+sf Affirmed; previously at AA+sf

Class D1 XS0241084572; LT A+sf Affirmed; previously at A+sf

Class E XS0241085033; LT BBB+sf Affirmed; previously at BBB+sf

Southern Pacific Financing 05-B Plc

Class A XS0221839318; LT AAAsf Affirmed; previously at AAAsf

Class B XS0221840324; LT AAAsf Affirmed; previously at AAAsf

Class C XS0221840910; LT AAAsf Affirmed; previously at AAAsf

Class D XS0221841561; LT AAsf Affirmed; previously at AAsf

Class E XS0221842023; LT Asf Affirmed; previously at Asf

Southern Pacific Securities 06-1 plc

Class B1c XS0240950880; LT AAAsf Affirmed; previously at AAAsf

Class C1a XS0240951185; LT AAsf Upgrade; previously at A+sf

Class C1c XS0240952076; LT AAsf Upgrade; previously at A+sf

Class D1a XS0240952316; LT BBB+sf Affirmed; previously at BBB+sf

Class D1c XS0240953470; LT BBB+sf Affirmed; previously at BBB+sf

Class E1c 84359LAS3; LT Bsf Affirmed; previously at Bsf

Class FTc 84359LAU8; LT CCCsf Affirmed; previously at CCCsf

TRANSACTION SUMMARY

The transactions comprise non-conforming UK mortgage loans
originated by Southern Pacific Mortgage Limited, formerly
wholly-owned subsidiaries of Lehman Brothers.

KEY RATING DRIVERS

Coronavirus Additional Assumptions

Fitch expects a generalised weakening in borrowers' ability to keep
up with mortgage payments due to the economic impact of the
coronavirus pandemic and the related containment measures. As a
result, Fitch has applied updated criteria assumptions to the
mortgage portfolio of the three Southern Pacific transactions -
Southern Pacific Financing 05-B Plc (SPF 05-B), Southern Pacific
Financing 06-A Plc (SPF 06-A) and Southern Pacific Securities 06-1
plc (SPS 06-1).

The combined application of revised 'Bsf' representative pool
weighted average foreclosure frequency (WAFF), revised rating
multiples and arrears adjustment for both the owner-occupied (OO)
and the buy-to-let (BTL) sub-pools, resulted in a multiple to the
current FF assumptions of about 1.1x at 'Bsf' and of about 1.0x at
'AAAsf' for all transactions. The updated assumptions are more
modest for higher rating levels as the corresponding rating
assumptions are already meant to withstand more severe shocks.

Off RWN

The affected classes have been removed from RWN, where they were
placed in April in response to the coronavirus outbreak.

The class D and below notes of SPF 05-B and SPS 06-1 were placed on
RWN to reflect Fitch's weaker asset performance outlook. Fitch has
analysed these transactions under the coronavirus assumptions and
considered the notes sufficiently robust to affirm their ratings.

Negative Outlooks

The most junior collateralised note in each structure is vulnerable
to a deterioration in collateral performance which could erode the
credit enhancement available to a level below that required to
support the current rating. In assigning the Outlooks, Fitch
considered the results of its downside sensitivity of a 15%
increase in WAFF and a 15% decrease in WARR.

Limited Impact of Payment Holidays

Borrowers on payment holiday in Southern Pacific transaction series
represented between 6.8% and 11.9% of the portfolio balances as of
August 2020. For this reason, Fitch did not apply any stress to
payment holidays in its cash-flow analysis and does not view
payment holidays as a liquidity risk in these transactions.

Performance Volatility Risk from Interest-only Loans

Between 62.9% and 70.3% of the collateral are loans advanced on an
interest-only basis, the majority of which are made to OO
borrowers. This high proportion of interest-only loans may lead to
performance volatility as the repayment date is reached and
borrowers are required to redeem the principal balance. The
potential for performance volatility is increased due to the
concentration of loan maturity dates and the small number of assets
remaining. To account for this risk Fitch has floored the
performance adjustment factor at 100% in its analysis.

Sequential Amortisation

All three transactions contain provisions for pro-rata
amortisation; however, the ongoing breach of arrears triggers means
that amortisation is currently sequential and unlikely to return to
pro-rata in the near future. In addition, the same trigger breach
has meant that the reserve fund is also not able to amortise. The
sequential payments and absence of reserve fund amortisation have
led to a build-up of credit enhancement to all notes. This in turn
has led to the affirmations of the note's ratings and the upgrade
for class C1a and C1c notes of SPS 06-1.

RATING SENSITIVITIES

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing credit enhancement and,
potentially, upgrades. Fitch tested an additional rating
sensitivity scenario by applying a decrease in the FF of 15% and an
increase in the RR of 15%, implying upgrades of up to three notches
for the mezzanine notes and up to four for the junior notes.

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

The transactions' performance may be affected by changes in market
conditions and economic environment. Weakening economic performance
is strongly correlated to increasing levels of delinquencies and
defaults that could reduce credit enhancement available to the
notes.

Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain note ratings
susceptible to potential negative rating action depending on the
extent of the decline in recoveries. Fitch conducts sensitivity
analyses by stressing both a transaction's base-case FF and RR
assumptions, and examining the rating implications on all classes
of issued notes.

As outlined in "Fitch Ratings Coronavirus Scenarios: Baseline and
Downside Cases", Fitch considers a more severe downside coronavirus
scenario for sensitivity purposes whereby a more severe and
prolonged period of stress is assumed with a halting recovery from
2Q21. Under this scenario, Fitch assumed a 15% increase in WAFF and
a 15% decrease in WARR. The results indicate downgrades of up to
seven notches for the junior notes and three notches for the
mezzanine notes.

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

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

DATA ADEQUACY

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

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

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

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

Southern Pacific Financing 05-B Plc: Customer Welfare - Fair
Messaging, Privacy & Data Security: 4, Human Rights, Community
Relations, Access & Affordability: 4

Southern Pacific Financing 06-A Plc: Customer Welfare - Fair
Messaging, Privacy & Data Security: 4, Human Rights, Community
Relations, Access & Affordability: 4

Southern Pacific Securities 06-1 plc: Customer Welfare - Fair
Messaging, Privacy & Data Security: 4, Human Rights, Community
Relations, Access & Affordability: 4

SPF 05-B, SPF 06-A and SPS 06-1 have an ESG Relevance Score of 4
for "Customer Welfare - Fair Messaging, Privacy & Data Security"
due to the pools exhibiting an interest-only maturity concentration
of legacy non-conforming owner-occupied loans, which has a negative
impact on the credit profile, and is relevant to the ratings in
conjunction with other factors.

SPF 05-B, SPF 06-A and SPS 06-1 have an ESG Relevance Score of 4
for "Human Rights, Community Relations, Access & Affordability" due
to a significant proportion of the pools containing owner-occupied
loans advanced with limited affordability checks, which has a
negative impact on the credit profile, and is relevant to the
ratings 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.



                           *********


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-
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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.

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