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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

          Wednesday, November 4, 2020, Vol. 21, No. 221

                           Headlines



F R A N C E

GETLINK SE: Fitch Rates New EUR700MM Green Bonds 'BB+'


G E R M A N Y

ESPRIT: Court Confirms Insolvency Plans for Six Subsidiaries


I R E L A N D

GTLK EUROPE: Fitch Rates $500MM 4.8% Notes Due 2028 'BB+'
SCULPTOR EUROPEAN VII: S&P Assigns Prelim. B- Rating on F Notes


L U X E M B O U R G

PACIFIC DRILLING: Moody's Affirms Ca CFR, Outlook Negative


R U S S I A

AEROFLOT RUSSIAN: Fitch Affirms BB- LongTerm IDR, Outlook Negative
NCI BANK: Bank of Russia Provides Update on Administration


S P A I N

IM CAJAMAR 4: Fitch Affirms CCC Rating on Class E Notes


S W E D E N

ASSEMBLIN FINANCING: Fitch Affirms B LongTerm IDR, Outlook Stable
POLYGON AB: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable


T U R K E Y

TURKCELL ILETISIM: Moody's Affirms B2 CFR, Outlook Negative


U N I T E D   K I N G D O M

ALTONA ENERGY: Looks to Raise Funds, At Risk of Administration
BOUNTY: On Brink of Insolvency After Pandemic Hits Revenue
CLOTHING 4 SCHOOLS: Goes Into Administration
DAVID URQUHART: Marketing Efforts Ongoing for Three Hotels
EUROSAIL PLC 2006-2BL: Fitch Affirms CCC Rating on Class F1c Debt

LERNEN BIDCO: Moody's Lowers CFR to Caa1, Outlook Stable
SYON SECURITIES 2020-2: Fitch Gives BB-(EXP) Rating on Cl. B Debt
TULLOW OIL: Moody's Lowers CFR to Caa1, Outlook Negative

                           - - - - -


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

GETLINK SE: Fitch Rates New EUR700MM Green Bonds 'BB+'
------------------------------------------------------
Fitch Ratings has assigned Getlink S.E.'s (GET) new EUR700 million
green bonds a 'BB+' rating. Fitch has also affirmed the existing
Channel Link Enterprises Finance plc (CLEF) notes at 'BBB'. The
Outlooks are Stable.

CLEF is a ring-fenced structure secured by the core activities of
GET: shuttle services for trucks/cars/coaches as well as
infrastructure operator for railway services (Eurotunnel). CLEF
excludes other activities such as Europorte and ElecLink. GET
serves as the holding company for the three main operating
businesses: Eurotunnel, Europorte and ElecLink.

RATING RATIONALE

The ratings of CLEF reflect the critical nature of the assets
managed by GET, the long-term maturity of its concession
terminating in 2086 and the historical resilience of passenger
volumes on high-speed trains and car shuttle businesses. Fitch
believes these factors will allow CLEF to navigate the financial
impact of the coronavirus pandemic, despite a significant drop in
traffic. Fitch currently assumes demand to progressively recover by
2022-2023 from the shock in 2020.

The average debt service coverage ratio (DSCR) of 1.4x under the
revised Fitch Rating Case (FRC) is slightly lower than in the
previous review but still consistent with the 'BBB' rating in the
context of criteria guidance and exposure to competition in the
Dover Straits.

GET is credit-linked to CLEF. The 'BB+' 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, the current rating has limited headroom. 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.

Fitch notches GET's rating down twice from the consolidated
profile, which largely depends on Eurotunnel's performance. Using
its Parent and 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 as the consolidated level, drive the application
of a consolidated approach.

Liquidity position is comfortable throughout 2020 both at CLEF and
GET. CLEF has a EUR350 million liquidity reserve, which currently
covers 18 months debt service, on top of around EUR237 million of
available cash at Eurotunnel level as of end-June 2020. GET
benefits from EUR274 million cash available at the holding company
level as of end-June 2020. GET has no debt maturity due until late
2025, interest payments are minimal (covered by a EUR25 million
debt service reserve account (DSRA)), and GET will also benefit
from a new EUR75 million revolving credit facility (RCF).

The outbreak of coronavirus and related government containment
measures worldwide create an uncertain global environment for the
transportation sector. CLEF's and GET's most recently available
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
pandemic.

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.

KEY RATING DRIVERS

CLEF

Mixed Traffic Performance - Revenue Risk (Volume): 'Midrange'

Traffic volume proved resilient through the economic recession for
Eurostar passengers and car shuttle volumes, while truck shuttle
volumes showed significant volatility (-46% in 2007-2009), partly
because of the 2008 tunnel fire accident. Eurotunnel is able to
differentiate from competing ferry operators in the Dover Strait
and command a premium on ferry fares due to the speed, ease and
reliability of its shuttle service. Nonetheless, competition and
exposure to discretionary demand are constraining factors on the
rating.

Some Flexibility - Revenue Risk (Price): 'Midrange'

Shuttle service fares are flexible and can be adapted to market
conditions. Historically, this has helped Eurotunnel quickly
recover volume loss on the truck, and to a lesser extent, car
businesses. Meanwhile, the railway usage contract (RUC) regulates
railway network fares, preventing a full pass-through of inflation
into tariffs. A low inflation environment could limit the railway
network's revenue growth.

Largely Maintenance Capex - Infrastructure Development and Renewal:
'Midrange'

Strong UK/French regulatory oversight, Eurotunnel's prudent
management policy as tunnel operator and the inclusion of minimum
capex in the dividend distribution lock-up covenant calculation
mitigate the lack of formal provisioning for capex under the
financing documentation. The capex plan is 100%-funded with
projected cash flows and investments planned in advance and taking
into account market conditions. In its view, this provides some
flexibility in delivering the capex programme.

Fully Amortising, Back-Ended - Debt Structure: 'Midrange'

Debt is senior, largely fixed-rate and fully amortising but with a
back-loaded repayment profile. Debt is almost evenly split between
sterling and euros, substantially mirroring EBITDA exposure.
Structural features include standard default/lock-up tests with a
cash-sweep mechanism and a EUR350 million liquidity reserve, which
currently covers 18 months debt service but reduces to eight months
from 2046 due to the back-ended repayment profile of the debt.
Refinancing and additional debt are subject to rating affirmation.

GET

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

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 rating tests, which limits debt being pushed down from the
holding company. 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.

Single-Bullet Debt with Refinancing Risk - Debt Structure: Revised
to 'Weaker' from 'Midrange'

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 GET level. Lock-up and incurrence covenants based on the
consolidated profile are creditor-protective features but have been
loosened compared with 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

Compared with High Speed Rail Finance (1) PLC (HS1; A-/Stable),
CLEF shares the Eurostar volumes. However, HS1 benefits from having
60% of its revenues supported by the UK government via underpinned
"availability" payments ultimately leading to its higher rating.
Compared with Autoroutes Paris-Rhin-Rhone (APRR; A-/Stable), CLEF's
higher exposure to competition and demonstrated lower resilience
during the economic downturn versus APRR leads to the lower rating
for CLEF.

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 Finance plc (high yield debt:
BB+/Negative). Atlantia is rated one notch below ASPI, its opco, as
compared with GET/CLEF, it has fewer structural protections. For
Heathrow, the strong lock-ups at the opco, together with limited
ability to push down debt to the opco due to restrictions on
additional indebtedness, lead to a two-notch difference for the
'BB+' rated debt issued by Heathrow Finance plc, versus the 'BBB'
rated class B debt, the junior class issued by Heathrow Funding
Limited, the securitised structure.

RATING SENSITIVITIES

CLEF

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

  - Average DSCR consistently above 1.5x under FRC, subject to
clearer visibility in relation to the coronavirus pandemic, and on
the outcome of the Brexit negotiations between the UK and EU.

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

  - Average DSCR below 1.3x under FRC.

  - Fitch will monitor the ongoing impact of coronavirus in
addition to the ongoing impact of Brexit negotiations on trade and
people flows between the UK and EU. Any resulting revenue
deterioration beyond its FRC assumptions may result in negative
rating action.

  - Indication that traffic volumes will deteriorate outside its
expectations or take longer to recover than currently anticipated.

GET

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

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

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

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

  - 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 its downgrade
sensitivity.

  - Material dividends despite current uncertainties around
coronavirus and Brexit could be credit- negative.

TRANSACTION SUMMARY

CLEF is a ring-fenced structure secured by the core activities of
GET: shuttle services for trucks/cars/coaches as well as
infrastructure operator for railway services (Eurotunnel). CLEF
excludes other activities such as Europorte and ElecLink.
Eurotunnel accounted for a large majority of GET's total revenues
and EBITDA in 2019.

GET is the concessionaire and operator of the Channel Tunnel, the
fixed railway link between the UK and France in operation since
1994. 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.

The proceeds of the new green bond issued by GET will be used to
refinance its EUR550 million bond, finance ElecLink and other green
capex, and transaction costs. GET entered into a new EUR75 million
RCF concurrently with the closure of the bond issue.

GET recognises sustainability as a rapidly moving field that
requires consistent evaluation to ensure its 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.

CREDIT UPDATE

CLEF's 2019 revenues of EUR959 million underperformed its Fitch
base-case (FBC) expectations. 2019 revenues were flat versus 2018's
on a like-for-like basis. EBITDA underperformed FBC at a 2% decline
versus 2018's due to Brexit uncertainties and the strikes in France
at the end of the year.

Truck shuttle volumes fell 5.8% due to Brexit and French strikes.
Market share decreased slightly (-0.5%) to 40.4%. Yields increased
2.5%. Car shuttle volumes fell 2.2%. Performance was strong for the
summer and Christmas but suffered from Brexit in the spring and
fall. Market share increased (2.3%) to 56.6%. Yields increased
3.1%. High-speed train volumes grew slightly by 0.7% as the success
of the new Amsterdam route offset the negative impact of the French
strikes. Market share decreased slightly (-0.4%) to 57.9%. Eurostar
recorded a 0.7% increase in regulated yield. Last actual
Fitch-adjusted DSCR stood at 1.7x, down from 1.9x at end-2018. This
was mainly due to the reduction in EBITDA and higher maintenance
capex.

In 1H20, group revenues showed a decrease of 32% versus 1H19 - at
constant exchange rate - driven by the lockdowns following the
coronavirus outbreak. EBITDA decreased 53% as an 8% reduction in
operating expenditure only partially mitigated the weaker revenue.
Shuttle service revenues fell 29%. Truck traffic (-18%) showed
resilience as goods traffic was less affected than passenger
traffic. Car traffic was hit more sharply at -52%. However, yield
increased 5.6% due to late bookings and change in traffic mix
towards higher-yield services, away from low-yield weekend trips.
Railway network revenues fell 38%, while rail freight trains were
more resilient at -27%.

Third-quarter revenue in 2020 decreased 17% yoy to EUR252.1
million, driven by the impact of coronavirus. For Eurotunnel,
shuttle revenue was down EUR181.2 million despite a challenging
environment. Railway network revenue was down 57% to EUR36.1
million, also due to coronavirus- related factors, including
ongoing travel restrictions.

For 9M20, GET's revenue decreased 25% to EUR621.6 million, driven
by the ongoing impact of coronavirus. This was composed of
Eurotunnel shuttle revenues, which decreased 27% to EUR530.9
million, railway network revenue, which were down 45% to EUR131.5
million, and Europorte revenue, which fell 7% to EUR90.3 million.

FINANCIAL ANALYSIS

CLEF

Under its revised FRC, Fitch assumes truck shuttle traffic to fall
17% in 2020, car shuttle traffic 50%, and Eurostar traffic around
65%. The more resilient truck shuttle traffic is assumed to recover
by 2022, while car shuttle and Eurostar volumes are assumed to
gradually recover by 2023. Thereafter, the Fitch cases incorporate
conservative assumptions for traffic, also due to uncertainties
following the UK exit from the EU. After 2023, Fitch assumes
volumes to grow below its GDP growth assumptions (above 1%). Fitch
expects yields on the shuttle business to follow only around 50% of
inflation beyond 2020, while railway network will mechanically
follow the fares set by the RUC. Conservative assumptions on
operating costs increasing more than inflation weigh on EBITDA,
which Fitch expects to be substantially flat in the long term.
Under FRC, the 2020-2050 DSCR averages around 1.4x.

Its no-deal Brexit scenario confirms the project's resilience, with
projected DSCR still within its downgrade sensitivity of 1.3x.

GET

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

GET's standalone leverage profile over the five years from 2020
under FRC suggests substantial refinancing risk associated with the
debt issuance 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

GET's rating is notched down twice from CLEF's ratings.

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.

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.




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

ESPRIT: Court Confirms Insolvency Plans for Six Subsidiaries
------------------------------------------------------------
Huw Hughes at FashionUnited reports that apparel retailer Esprit
announced on Nov. 1 the insolvency plans it developed for its six
German subsidiaries have been approved by creditors and confirmed
by the Dusseldorf court.

According to FashionUnited, the process allows "a complete restart
for the group" enabled by substantial debt forgiveness for the six
German subsidiaries.  The company said that after the final and
official conclusion of the proceedings, expected by the end of the
month, Esprit "will go back to normal operations", FashionUnited
relates.

On March 27, 2020, the German company applied for Protective Shield
Proceedings for its German subsidiaries after taking a hit from
Covid-19 and temporary store closures in Europe and Asia,
FashionUnited discloses.




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I R E L A N D
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GTLK EUROPE: Fitch Rates $500MM 4.8% Notes Due 2028 'BB+'
---------------------------------------------------------
Fitch Ratings has assigned Ireland-based GTLK Europe Capital DAC's
USD500 million 4.8% guaranteed notes issue due 2028 (ISIN
XS2249778247) a final long-term rating of 'BB+'.

GTLK Europe Capital is a financing special purpose entity of GTLK
Europe DAC (GTLK Europe), an Irish subsidiary of Russia-based PJSC
State Transport Leasing Company (STLC, BB+/Stable). GTLK Europe has
been established as an operating entity utilising the favourable
tax and regulatory regimes of Ireland for the leasing of aircraft
and ships.

The notes represent direct, unsubordinated and unsecured
obligations of GTLK Europe Capital and benefit from unconditional
and irrevocable, joint and several guarantees from both of STLC and
GTLK Europe.

STLC is using the proceeds to refinance bonds maturing in 2021 and
other outstanding debt, as well as for general corporate purposes.

The assignment of the final rating follows the completion of the
issue and receipt of documents conforming to the information
previously received. The final rating is in line with the expected
rating assigned on October 16, 2020.

KEY RATING DRIVERS

The notes' rating is equalised with STLC's Long-Term
Foreign-Currency Issuer Default Rating (IDR), reflecting Fitch's
view that STLC, if required, would have a very strong propensity to
honour the obligation under the guarantee due to its publicly
expressed commitment to do so, and potential reputational damage
from not honouring the obligation.

Fitch affirmed STLC's Long-Term IDR at 'BB+' and revised Outlook to
Stable from Positive in April 2020 to reflect the significant
impact of the global COVID-19 pandemic on the Russian economy and
on the propensity of the Russian sovereign to support STLC.

RATING SENSITIVITIES

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

-- An upgrade of STLC's Long-Term Foreign-Currency IDR will be
reflected in the notes' rating.

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

-- A downgrade of STLC's Long-Term Foreign-Currency IDR will be
reflected in the notes' rating.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

The ratings of STLC are driven by sovereign support from Russia and
linked to the Russia's IDRs. The ratings of guaranteed debt issued
by GTLK Europe and GTLK Europe Capital are equalised with STLC's
Long-Term Foreign-Currency IDR.


SCULPTOR EUROPEAN VII: S&P Assigns Prelim. B- Rating on F Notes
---------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Sculptor
European CLO VII DAC's class A, B-1, B-2, C, D, E, and F notes. At
closing, the issuer will issue unrated class Z and subordinated
notes.

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 it expects to be
bankruptcy remote.

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

  Portfolio Benchmarks
                                                Current
  S&P weighted-average rating factor           2,730.33
  Default rate dispersion                        687.21
  Weighted-average life (years)                    5.19
  Obligor diversity measure                       94.55
  Industry diversity measure                      20.05
  Regional diversity measure                       1.36

  Transaction Key Metrics
                                                Current
  Portfolio weighted-average rating
    derived from S&P's CDO evaluator                  B
  'CCC' category rated assets (%)                  6.24
  Covenanted 'AAA' weighted-average recovery (%)  35.45
  Covenanted weighted-average spread (%)           3.80
  Covenanted weighted-average coupon (%)           3.50

Loss mitigation loans

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

Loss mitigation loans 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.
Hence, this feature increases the chance of a higher 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
our ratings if the positive effect of such loans does not
materialize. In S&P's view, the presence of a bucket for loss
mitigation loans, the restrictions on the use of interest and
principal proceeds to purchase such assets, and the limitations in
reclassifying proceeds received from such assets from principal to
interest help to mitigate the risk.

The purchase of loss mitigation loans is not subject to the
reinvestment criteria or the eligibility criteria. The issuer may
purchase loss mitigation loans 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 loans is subject to (1) the manager
determining that there are sufficient interest proceeds to pay
interest on all the rated notes on the upcoming payment date and
(2) in the manager's reasonable judgement, following the purchase,
all coverage tests will be satisfied on the upcoming payment date.
The use of principal proceeds is subject to (1) passing par
coverage tests, (2) the manager having built sufficient excess par
in the transaction so that the principal collateral amount is equal
to or exceeds the portfolio's reinvestment target par balance after
the reinvestment, and (3) the obligation purchased is a debt
obligation ranking senior or pari-passu with the related defaulted
or credit risk obligation.

Loss mitigation loans that are purchased with principal proceeds
and have limited deviation from the eligibility criteria will
receive collateral value credit in the principal balance
determination. To protect the transaction from par erosion, any
distributions received from loss mitigation loans purchased with
the use of principal proceeds will form part of the issuer's
principal account proceeds and cannot be recharacterized as
interest.

Loss mitigation loans that are purchased with interest will receive
zero credit in the principal balance determination, and the
proceeds received will form part of the issuer's interest account
proceeds. The manager can however elect to give collateral value
credit to loss mitigation loans, purchased with interest proceeds,
subject to them meeting the same limited deviation from eligibility
criteria conditions. The proceeds from any loss mitigations
reclassified in this way are credited to the principal account.

The cumulative exposure to loss mitigation loans purchased with
principal is limited to 3% of the target par amount. The cumulative
exposure to loss mitigation loans purchased with principal and
interest is limited to 10% of the target par amount.

Rating rationale

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

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 EUR300 million target par
amount, the covenanted weighted-average spread (3.80%), the
reference weighted-average coupon (3.50%), and the target minimum
weighted-average recovery rates as indicated by the collateral
manager. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"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. 15, 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 (see "Counterparty Risk Framework:
Methodology And Assumptions," published on March 8, 2019).

"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 indicate 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.

"Taking the above factors into account and following our analysis
of the credit, cash flow, counterparty, operational, and legal
risks, we believe that our preliminary ratings are commensurate
with the available credit enhancement for all the rated classes of
notes.

"In light of the rapidly shifting credit dynamics within CLO
portfolios due to continuing rating actions (downgrades,
CreditWatch placements, and outlook changes) on speculative-grade
corporate loan issuers, we are making qualitative adjustments to
our analysis when rating CLO tranches to reflect the likelihood
that changes to the credit profile of the underlying assets may
affect a portfolio's credit quality in the near term. This is
consistent with paragraph 15 of our criteria for analyzing CLOs."

To do this, S&P reviews the likelihood of near-term changes to the
portfolio's credit profile by evaluating the transaction's specific
risk factors, including, but not limited to, the percentage of the
underlying portfolio that comes from obligors that:

-- Are rated in the 'CCC' range;
-- Are currently on CreditWatch with negative implications;
-- Are rated with a negative outlook; or
-- Sit within a static portfolio CLO transaction.

Based on S&P's review of these factors, and considering the
portfolio concentration, it believes that the minimum cushion
between this CLO tranches' break-even default rates (BDRs) and
scenario default rates (SDRs) should be 1.0% (from a possible range
of 1.0%-5.0%).

As noted above, the purpose of this analysis is to take a
forward-looking approach for potential near-term changes to the
underlying portfolio's credit profile.

S&P said, "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 E 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 Barings (U.K.)
Ltd.

  Ratings List

  Class   Prelim.    Prelim. amount   Interest   Credit
          Rating       (mil. EUR)     rate (%)   enhancement (%)
  A       AAA (sf)      186.00        3mE + 1.10      38.00
  B-1     AA (sf)        11.20        3mE + 1.80      30.13
  B-2     AA (sf)        12.40        2.10            30.13
  C       A (sf)         18.90        3mE + 3.00      23.83
  D       BBB- (sf)      20.50        3mE + 4.50      17.00
  E       BB- (sf)       18.60        3mE + 6.82      10.80
  F       B- (sf)         5.10        3mE + 8.38       9.10
  Z       NR             15.00        N/A               N/A
  Subordinated  NR       28.05        N/A               N/A

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




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

PACIFIC DRILLING: Moody's Affirms Ca CFR, Outlook Negative
----------------------------------------------------------
Moody's Investors Service downgraded Pacific Drilling S.A.'s
Probability of Default Rating (PDR) to D-PD from Ca-PD.
PacDrilling's other ratings were affirmed, including its Ca
Corporate Family Rating (CFR), Caa3 rating on its first lien senior
secured notes, and C rating on its second lien senior secured
notes. The rating outlook remains negative.

These actions follow PacDrilling's announcement on October 30, 2020
that it has filed voluntary petitions for relief under Chapter 11
of the U.S. Bankruptcy Code in the United States Bankruptcy Court
for the Southern District of Texas [1]. The company has entered
into a restructuring support agreement with a large group of
bondholders and plans to eliminate all of its debt by converting
the first lien notes and second lien notes into equity through the
bankruptcy process.

Downgrades:

Issuer: Pacific Drilling S.A.

  Probability of Default Rating, Downgraded to D-PD from Ca-PD

Affirmations:

Issuer: Pacific Drilling S.A.

  Corporate Family Rating, Affirmed Ca

  Senior Secured Second Lien Notes, Affirmed C (LGD5)

  Senior Secured First Lien Notes, Affirmed Caa3 (LGD3)

Outlook Actions:

Issuer: Pacific Drilling S.A.

  Outlook, Remains Negative

RATINGS RATIONALE

The Chapter 11 bankruptcy filing prompted the downgrade of
PacDrillings's PDR to D-PD, reflecting a default on its debt
agreements. The Ca CFR, Caa3 rating on the first lien senior
secured notes, and C rating on the second lien senior secured notes
reflects Moody's views on expected recovery. Shortly following this
rating action, Moody's will withdraw all of PacDrilling's ratings.

Headquartered in Luxembourg, Pacific Drilling S.A. is a provider of
high-specification deepwater drilling services to the oil and gas
industry.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in May 2017.




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

AEROFLOT RUSSIAN: Fitch Affirms BB- LongTerm IDR, Outlook Negative
------------------------------------------------------------------
Fitch Ratings has affirmed Public Joint Stock Company Aeroflot -
Russian Airlines's Long-Term Issuer Default Rating at 'BB-'. The
Outlook is Negative.

The affirmation reflects its updated macroeconomic and
slower-than-previously expected global aviation industry recovery,
offset by new equity proceeds and other state support measures
boosting liquidity.

The Negative Outlook reflects uncertainty around demand and
financial-profile recovery over 2020-2023 with profit margins and
credit metrics still weak over the period. It also incorporates the
heightened risk for Aeroflot to adjust its operational base and
investment programme in a fast-evolving environment. Fitch
estimates that liquidity will remain sufficient to sustain
operations in 2020-2021, assuming recent substantial government
support and measures to preserve cash.

KEY RATING DRIVERS

State Support Strengthens Liquidity: In 2Q20 Aeroflot received
subsidies of RUB7.9 billion, the Russian government has approved
state guarantee for a five-year RUB70 billion loan and also
provided a RUB6.7 billion 2% interest rate loan, under a state
programme to support business activities and employment.
Additionally, Aeroflot has recently completed a secondary public
offering (SPO) and has raised RUB80 billion, including RUB50
billion from the state. This, combined with the state-backed credit
facility, supports liquidity to weather the cash burn and cover
short-term debt maturities of RUB142 billion, including
RUB96billion of leases.

Domestic Segment Aids Recovery: Aeroflot's domestic revenue
passenger kilometers (RPK) increased significantly after quarantine
restrictions were eased in June 2020. This growth was supported by
the resumption of domestic tourism, in the absence of opportunities
to travel abroad. Since June 2020, Aeroflot's domestic air traffic
has performed much stronger than international traffic and
substantially improved in August-September 2020. Fitch believes
that domestic traffic recovery will benefit from a sizeable
domestic base, although Fitch expects domestic passenger turnover
to gradually ease from the peak in August 2020 (when it recorded
year on year growth), reflecting seasonal air traffic trends and an
increasing number of COVID-19 cases in Russia.

Recovery No Earlier Than 2023: In its rating-case forecast for EMEA
airlines, Fitch assumes 2020 and 2021 traffic (in terms of RPK) to
be 75% and 45% lower, respectively, then 2019 levels. For Aeroflot
Fitch assumes RPK to fall over 55% and 25%, respectively before
matching 2019 levels by 2023. Fitch does not expect EMEA traffic to
return to 2019 levels until 2024, while Aeroflot's recovery will be
facilitated by a large share of traffic in the domestic market and
low travel penetration in Russia. A more prolonged impact of the
pandemic or weaker performance for other reasons could lead to a
rating downgrade.

Defensive Measures Assumed: Fitch assumes Aeroflot will continue to
reduce operating expenses and manage working capital outflows. It
has also agreed with VTB Leasing on operating and finance lease
payments re-phasing in 2020. Fitch also assumes no dividends
payments in 2020-2023.

Credit Metrics Under Pressure: Fitch expects Aeroflot's passenger
numbers, profitability and credit metrics to deteriorate
substantially, breaching its negative rating sensitivity in
2020-2022 and returning close to their thresholds only in 2023.

High FX, Fuel Exposure: Aeroflot is still significantly exposed to
FX fluctuations as the majority of its debt and aircraft leases are
denominated in foreign currencies, mainly the US dollar. This is
partially mitigated by more than half of its revenue being
generated in US dollars or euros, or linked to euros, although
Fitch expects revenue from international flights to be under
pressure from pandemic-related disruption. The financial
performance of many European companies has been hurt by their
losses as a result of fuel hedging. Unlike a number of European
peers, lower fuel prices will be positive for Aeroflot, as the
company does not use fuel hedging.

GRE Assessment: Under Fitch's Government-Related Entities (GRE)
Rating Criteria, Fitch continues to apply a two-notch uplift to the
group's Standalone Credit Profile (SCP), which Fitch assesses at
'b'. The group is majority state-owned.

Strong State Links: During the recent SPO, the government has
slightly increased its ownership in Aeroflot to 57.3%. Fitch views
status, ownership and control as well as support track record and
expectations as 'Strong', in accordance with its GRE Rating
Criteria, also reflecting Aeroflot's inclusion in the list of
strategically important enterprises in Russia and recent tangible
state support received.

DERIVATION SUMMARY

Aeroflot is rated lower than other major network carriers,
primarily due to its high leverage, FX exposure and less mature
market in which it operates. However, Aeroflot benefited from its
scale and diversity of operations (with around 40% of historical
revenues generated in the domestic market), strong market position
and favourable cost position. Coupled with state support, the
company's rating has been less affected by the coronavirus
pandemic, compared with peers which were similarly rated at its
outset, such as American Airlines, Inc (B-/RWN) and GOL Linhas
Aereas S.A. (CCC+). Aeroflot's 'BB-' rating benefits from a
two-notch uplift reflecting its links with and support from the
from Russian state.

KEY ASSUMPTIONS

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

  - Russian GDP to contract 4.9% in 2020, followed by growth of
    3.6% in 2021 and 2.7% onwards

  - Russian Inflation at 3.5%-4% during 2020-2023

  - RPK to fall over 55% in 2020, over 25% in 2021 and 10% in
    2022, all relative to 2019 levels, before recovering to 2019
    levels by 2023.

  - Deterioration in load factor to about 70% in 2020 before
    gradually recovering close to 80% by 2023

  - Oil price of USD41/bbl in 2020, USD45/bbl in 2021, USD50/bbl
    in 2022 and USD50/bbl thereafter

  - Capex halved in 2020, followed by around RUB10 billion of
    annual capex until 2023

  - No dividend payment for the next three years

RATING SENSITIVITIES

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

  - Fitch does not anticipate an upgrade as reflected in the
    Negative Outlook

  - A quicker-than-assumed recovery from the market shock
    supporting a sustained credit metric recovery to levels
    stronger than outlined in the negative sensitivities below
    would allow us to revise the Outlook to Stable

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

  - Failure to adapt to changing market conditions with
    effective mitigation measures, prolonged air-travel and
    social-distancing restrictions, further substantial rouble
    depreciation, a protracted downturn in the Russian economy,
    weaker-than-expected yields or overly ambitious fleet
    expansion

  - Funds from operations (FFO) adjusted gross leverage above
    5.5x and FFO fixed charge cover below 1x on a sustained
    basis

  - Weakening of state support

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity: At end-1H20, Aeroflot had cash and short-term
deposits of RUB49 billion, plus available credit facilities of
RUB108 billion, in contrast to short-term debt maturities of RUB142
billion, including RUB96billion of leases. The company does not pay
commitment fees under its credit lines but, given its state
ownership, Fitch would expect funds from banks to be available.

Fitch expects free cash flow (FCF) to be negative in 2020 due to
the impact of pandemic-related disruption, which will add to
funding requirements. Additionally, Aeroflot recently raised RUB80
billion from its SPO, which it intends to use for general corporate
purposes and deleveraging.


NCI BANK: Bank of Russia Provides Update on Administration
----------------------------------------------------------
The Bank of Russia Press Service has noted that the provisional
administration to manage Neva Construction and Investment Bank
Limited Liability Company, or NCI Bank LLC (hereinafter, the Bank)
appointed by virtue of Bank of Russia Order No. OD-1177, dated July
24, 2020, following the banking license revocation, in the course
of the inspection established facts suggesting that the former
management and owners of the Bank had committed actions to divert
liquid assets through lending to borrowers incapable of meeting
their obligations.

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




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

IM CAJAMAR 4: Fitch Affirms CCC Rating on Class E Notes
-------------------------------------------------------
Fitch Ratings has affirmed IM Cajamar 4 (Cajamar 4), IM Cajamar 5
(Cajamar 5) and IM BCG RMBS 2 (BCG 2). The Outlook on Cajamar 4's
class D notes has been revised to Negative from Stable.

RATING ACTIONS

IM Cajamar 4, FTA

Class A ES0349044000; LT AAsf Affirmed; previously AAsf

Class B ES0349044018; LT A+sf Affirmed; previously A+sf

Class C ES0349044026; LT A-sf Affirmed; previously A-sf

Class D ES0349044034; LT BBB+sf Affirmed; previously BBB+sf

Class E ES0349044042; LT CCCsf Affirmed; previously CCCsf

IM BCG RMBS 2, FTA

Class A ES0347421002; LT A+sf Affirmed; previously A+sf

IM Cajamar 5, FTA

Class A ES0347566004; LT A+sf Affirmed; previously A+sf

Class B ES0347566012; LT A+sf Affirmed; previously A+sf

Class C ES0347566020; LT A-sf Affirmed; previously A-sf

Class D ES0347566038; LT BBB-sf Affirmed; previously BBB-sf

Class E ES0347566046; LT CCsf Affirmed; previously CCsf

TRANSACTION SUMMARY

The transactions comprise fully amortising residential mortgages
that are serviced by Cajamar Caja Rural, Sociedad Cooperativa de
Credito (BB-/Negative/B) for Cajamar 4 and 5 and ABANCA Corporacion
Bancaria, S.A. (BBB-/Negative/F3) for BCG 2.

KEY RATING DRIVERS

Resilient to Coronavirus Additional Stresses

The affirmations reflect its view that the notes are sufficiently
protected by credit enhancement (CE) and excess spread to absorb
the additional projected losses driven by the coronavirus and
related containment measures, which are producing an economic
recession and increased unemployment in Spain. Fitch expects
structural CE for the Cajamar notes to remain broadly stable as the
transactions continue to amortise pro-rata subject to asset
performance, while CE for IM BCG 2 senior notes is expected to
continue increasing as the transaction amortises fully
sequentially.

Fitch also considers a downside coronavirus scenario for
sensitivity purposes whereby a more severe and prolonged period of
stress is assumed, which accommodates a further 15% increase to the
portfolio weighted average foreclosure frequency (WAFF) and a 15%
decrease to the WA recovery rates (WARR).

The revision of the Outlook on Cajamar 4's class D notes to
Negative from Stable reflects the rating's vulnerability over the
longer term, driven by performance volatility if the economic
outlook deteriorates as a consequence of a more severe coronavirus
crisis.

Withstands Catalonia Lease Stresses

The rating analysis reflects the potentially adverse effects of
Catalonian Decree Law 17/2019, which allows some defaulted
borrowers in the region that meet defined eligibility criteria to
remain in their homes as tenants for as long as 14 years paying a
low monthly rent. The share of the portfolio balance that is
located in Catalonia ranges between 10.7% (Cajamar 5) and 20.1%
(BCG 2). Fitch's analysis has accounted for a longer recovery
timing on future loan defaults in Catalonia that range between 72
and 96 months under 'Bsf' and 'AAAsf' rating stresses,
respectively, which compare against 48 and 60 months applicable to
other regions.

BCG 2 and Cajamar 5 Ratings Capped by Counterparty Risk

The 'A+sf' maximum achievable rating of Cajamar 5 and BCG 2
reflects a rating cap driven by counterparty arrangements. The
transactions contracts defined the eligible SPV account bank
provider with minimum ratings of 'BBB+' or 'F2' (BCG 2) and 'BBB+'
and 'F2' (Cajamar 5), which are insufficient to support 'AAAsf' and
'AAsf' ratings under Fitch's Structured Finance and Covered Bonds
Counterparty Rating Criteria.

Geographical Concentration

The portfolios are exposed to geographical concentration in the
regions of Extremadura (23.6% for BCG 2), Murcia (30.3% for Cajamar
4) and Andalucia (52.7% for Cajamar 5). In line with Fitch's
European RMBS rating criteria, higher rating multiples are applied
to the base foreclosure frequency assumption to the portion of the
portfolios that exceeds two and a half times the population share
of these regions relative to the national count.

Low Take-up Rates on Payment Holidays

Fitch does not expect the COVID-19 emergency support measures
introduced by the Spanish government and banks for borrowers in
vulnerability to negatively affect the SPVs' liquidity positions,
given the low take-up rate of payment holidays in the three
transactions of less than 1% of the current portfolio balances as
of September 2020. Additionally, the high portfolio seasoning of
about 16 years and the large share of floating-rate loans that have
low interest rates are strong mitigants against macroeconomic
uncertainty.

IM Cajamar 5, FTA has an ESG Relevance Score of 5 for "Transaction
Parties & Operational Risk" due to the modification of counterparty
eligibility triggers after transaction closing, which has a
negative impact on the credit profile, and is highly relevant to
the rating, resulting in a negative change to the rating of at
least one notch.

RATING SENSITIVITIES

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

CE ratios increase as the transactions deleverage able to fully
compensate the credit losses and cash flow stresses commensurate
with higher rating scenarios, in addition to adequate counterparty
arrangements.

For BCG 2 and Cajamar 5, modified account bank minimum eligibility
rating thresholds compatible with 'AAsf' or 'AAAsf' ratings as per
the agency's Structured Finance and Covered Bonds Counterparty
Rating Criteria. This is because the maximum achievable rating for
both transactions is capped at 'A+sf' due to the eligibility
thresholds contractually defined insufficient to support 'AAsf' or
'AAAsf' ratings.

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

A longer-than-expected coronavirus crisis that deteriorates
macroeconomic fundamentals and the mortgage market in Spain beyond
Fitch's current base case. CE ratios cannot fully compensate the
credit losses and cash flow stresses associated with the current
ratings scenarios. To approximate this scenario, a rating
sensitivity has been conducted by increasing default rates by 15%
and reducing recovery expectations by 15%, which could imply
downgrades of at least one notch to some of the notes.

For Cajamar 4 class A notes, a downgrade of Spain's Long-Term
Issuer Default Rating (IDR), which could decrease the maximum
achievable rating for Spanish structured finance transactions.

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.

For Cajamar 4 and 5 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.

For BCG 2, prior to the transaction closing, Fitch reviewed the
results of a third-party assessment conducted on the asset
portfolio information and concluded that there were no findings
that affected the rating analysis.

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

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

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

ESG CONSIDERATIONS

IM Cajamar 5, FTA: Transaction Parties & Operational Risk: 5

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 W E D E N
===========

ASSEMBLIN FINANCING: Fitch Affirms B LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed Swedish installation and service
operator Assemblin Financing AB's Long-Term Issuer Default Rating
(IDR) at 'B' with a Stable Outlook.

The affirmation reflects Assemblin's favourable business profile
supported by leading market positions in regions with good growth
prospects. These strengths have been highlighted by the reasonably
stable performance during the pandemic as activities have been only
mildly affected.

The rating is limited by the group's high leverage and significant
geographic concentration to Sweden. However, the latter is
mitigated by its highly diversified customer and end-market
diversifications in the Nordics. The company benefits from an
asset-light business model, with limited capex enabling strong cash
flow generation, which Fitch expects will improve further once
ongoing restructuring activities (with associated substantial
non-recurring costs) are finalised.

The Stable Outlook reflects the company's continuing solid trading,
despite some pandemic-related impacts with limited lower activities
at few local sites, and Fitch expects continued good demand in the
near term.

KEY RATING DRIVERS

Continued High Leverage: The refinancing and equity distribution
undertaken in 2019 led to high initial leverage resulting in funds
from operations (FFO) leverage of 5.3x at end-2019. This was better
than its previous forecast (expected to be almost 1x higher)
benefiting from lower debt and higher FFO generation (4.0% FFO
margin vs 2.9% expected in the last Fitch case).

Fitch expects FY20 FFO leverage to increase to 5.9x due to the
pandemic somewhat limiting demand and margins delivering relatively
lower EBITDA, combined with the company's fairly high interest
costs, which will reduce FFO generation for FY20. Beyond this Fitch
expects FFO leverage to remain adequate for the rating at around
5x.

Resilient Demand During Pandemic: With the majority of operations
in the Nordics and Sweden, where infrastructure and building
projects have continued throughout the pandemic, Assemblin managed
to grow its turnover by about 2% organically (in 1Q and 2Q) and
margins were relatively mildly affected. Furthermore, with the
majority of materials sourced locally, there was limited disruption
to supply chains and operations. Although not significant, the
impact was very local, with service assignments being hit mostly,
which account for 38% of the revenue generation.

Strong Order Backlog Growth: The company has continued to grow its
order backlog, with 21.6% growth in FY19, and recent acquisitions
contribute well to overall growth and performance. Fitch expects
continued demand growth due to increased requirements for service
and installations to address energy efficiency in buildings and
digitalisation. Assemblin has successfully gained high-profile
installation projects from ongoing public spending in
infrastructure, health care and education across the Nordic region

Moderate Acquisition Strategy Risk: The company's strong
performance in 2019 together with successful integration of recent
acquisitions, allows us to evaluate the strategy and execution risk
as moderate rather than meaningful. The group has firm target
requirements, typically acquiring companies at an average
enterprise value/EBITDA multiple of 5.0x with sound margins. This
has improved scale (in revenue terms) and greater presence in
Norway and Finland. Despite the relatively high level of M&A, the
acquisitions are typically small and local entities, and are
supported by the company's decentralised model.

Improving Revenue and Scale: Assemblin outperformed its top line
growth for 2019, as it experienced 12% revenue growth in 2019, with
8% organic. The acquisition strategy is expected to deliver
additional growth, assuming an acquisition spend of SEK200 million
per year. Fitch conservatively estimates total revenue growth to be
around 5% in FY20 and FY21, and lower single-digit increases
thereafter.

Gradual Profit Improvement: While Fitch expects limited margin
contraction in FY20 with an EBITDA margin (excluding restructuring
charges that Fitch sees as non-recurring) of 4.9% (FY19: 5.4%),
Fitch expects this to return to 2019 levels thereafter, achieving
5.5% in 2021. Given the slight dip in EBITDA margin for 2019, the
acquisitive strategy and the profitability enhancement programmes,
Fitch forecasts largely stable margins post-2021, reflecting the
moderate execution risk.

Sound Business Profile: Fitch views Assemblin's business profile as
solid, supported by good customer and end-market diversification, a
brand that is appreciated for strong technical expertise and
committed skilled employees. A fairly high share of contracted
revenues with a good mix of project and service revenues supports
visibility and results in resilience to end-market cyclicality.
This cyclical exposure is further reduced by a low share of
services to the residential new-building sector.

Operations are highly concentrated in Sweden, but the diversified
stream of revenues across public infrastructure, hospitals,
schools, sport arenas etc., together with a sizable and growing
share of service & maintenance contracts support the business risk,
as does the roughly 100,000 yearly contract assignments that lead
to low customer or project concentration.

Senior Secured Uplift: The senior secured debt rating is 'B+', one
notch higher than the IDR, to reflect Fitch's expectation of
above-average recoveries for the senior secured loan in a default.
In its recovery assessment, Fitch expects that Assemblin will
achieve better recoveries on a going concern basis and
conservatively values Assemblin on the basis of a 5.5x distressed
multiple being applied to an estimated post-restructuring EBITDA of
SEK550 million. The output from Fitch's recovery waterfall suggests
good recovery prospects in the range of 51-70%, resulting in an
'RR3' Recovery Rating.

DERIVATION SUMMARY

Assemblin compares favourably with major Nordic industrial
competitors, with strong market positions in its prioritised local
markets and margins in line with or better than competitors. Within
Fitch's rated universe, Assemblin has a strong business profile
with well diversified customer and end-user base that is fairly
aligned with that of Polygon (B+/Stable), although with limited
presence outside of Sweden. However, its financial profile is
weaker with substantially lower operating margins but fairly
similar in terms of leverage.

Polygon, also owned by Triton, had FFO leverage of 5.4x in 2019
after a similar refinancing and is expected to delever to levels
below 4x by 2022. Assemblin's FFO leverage reached 5.3x in FY19
post refinancing but Fitch expects less deleveraging over the
rating horizon. Assemblin's leverage is low compared with Irel
Bidco/IFCO (B+/Stable) with leverage at 5.7x end FY19 and that of
one of its suppliers, Nordic building products distributor
Ahlsell/Quimper (B/Negative) whose leverage is expected to near 9x
in 2020 before deleveraging to still high 7.5x in 2023.

KEY ASSUMPTIONS

  - Revenue growth of 4.8% in FY20, and 5.1% in FY21. Fitch assumes
SEK300 million acquired revenue per year

  - Slight reduction of EBITDA margins in FY20 supported by the
profitability programme, to around 5.0%, and 5.5% for its rating
horizon.

  - Neutral to positive working capital

  - Normally low capex needs, around 0.3% of revenues

  - Pay-outs of last year's provisions for the profitability
improvement programme of SEK80 million in FY20, SEK30 million in
FY21 and SEK10 million in FY22

  - Fitch expects the company to continue spending SEK200 million
per year to fund its M&A strategy plan.

  - Undrawn revolving credit facility (RCF) for the rating horizon

RATING SENSITIVITIES

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

  - Increase in EBITDA margins towards 6.5%.

  - FFO gross leverage below 4.5x on a sustained basis

  - Free cash flow generation positive; at or above 2% on a
sustained basis

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

  - EBITDA dilution due to unsuccessful M&A resulting to
sustainably below 5% EBITDA margins

  - FFO gross leverage sustainably above 6.5x

  - Lack of consistent positive free cash flow (FCF) generation

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: As of June 30, 2020, Assemblin had about
SEK680 million of cash and a fully undrawn RCF of SEK450 million.
Fitch expects the company to generate about SEK200 million of free
cash flow by year end. Together with the undrawn RCF, this is
expected to be sufficient to cover its M&A assumptions over the
rating horizon of SEK200 million per year.

In terms of debt structure, the company has SEK2,600 million
(EUR250 million) senior secured notes, and SEK450 million committed
RCF. There are no maturities before 2024.


POLYGON AB: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed Swedish property damage restoration
(PDR) operator Polygon AB's Long-Term Issuer Default Rating (IDR)
at 'B+' with a Stable Outlook.

The affirmation reflects continued solid operating performance at
Polygon, which is balanced by its modest size, high leverage and a
highly acquisitive strategy. Performance has been driven by both
organic growth and acquisitions as well as healthy operating
margins and cash generation. Fitch expects that the pandemic will
have a limited impact on profitability and Fitch forecasts that
leverage profile over the medium term will be in line with the
current rating. Its acquisitive strategy is partly mitigated by
prudent M&A policies including price discipline, the geographic and
product diversification of acquired targets and no signs of
significant integration issues.

The Stable Outlook reflects Polygon's resilience to the
pandemic-led recession and expected adequate leverage profile for
the rating. The company recorded strong performance in 1H20 and
Fitch expects a broadly similar profitability and leverage profile
over the next 3 years compared with its pre-pandemic forecasts.

KEY RATING DRIVERS

Resilience to the Pandemic: Fitch expects that the pandemic-led
recession will have a fairly limited impact on Polygon. It recorded
resilient performance in the recent months despite supply-side
disruptions during the peak of lockdowns. In 1H20, its strong cash
flow generation was driven by a like-for-like revenue increase of
8%, modest improvement in operating margins and positive working
capital inflows. Polygon's resilience to the pandemic is
underpinned by its exposure to the stable property damage
restoration sector, a high share of long-term contracts with
customers and favourable geographic footprint focused on Germany
and the Nordics.

Solid Operational Performance: Fitch expects Polygon to continue to
show increasing scale and profitability (the latter above the
current rating category's midpoint), driven by organic growth,
bolt-on acquisitions and gradually improving operating performance.
Its rating case remains broadly in line with its pre-pandemic
expectations. Fitch expects mid-single digit organic growth,
supported by an increasing number of restorable residential and
commercial properties, the ageing of building stock and the
increasing value of properties, which in turn results in more
claims for damages. Fitch forecasts gradual modest improvements in
operating profitability over the next three years on the back of
cost control and economies of scale.

Adequate Leverage Profile: Fitch deems Polygon's financial
structure as commensurate with a high 'B' category business
services company. Fitch expects funds from operations (FFO) gross
leverage to decline to 4.6x in 2020 with further deleveraging in
2021-2023 towards 3.5x on increasing FFO. Its EUR40 million tap
issue in 4Q19 led to a temporary spike in FFO gross leverage to
above 5x at end-2019. As the proceeds were mainly used for M&As
Fitch expects the additional debt to be offset by rising FFO.

Leading Player in Niche Market: Polygon is the dominant participant
in the European PDR market, with an estimated market share of about
10%, twice as high as its closest competitors, despite its modest
scale with revenue of EUR677 million in 2019. Polygon estimates the
European PDR market at around EUR5.2 billion. The sector is highly
fragmented with many smaller and often family-owned businesses. In
the PDR market, size is an important competitive advantage as
smaller companies do not usually win framework agreements with
large insurance companies. Additionally, larger participants
provide a comprehensive offer with add-on services, which is an
increasingly common requirement from insurance companies.

Sound Business Profile: Fitch views Polygon's business profile as
solid with market-leading positions and a contracted income
structure that is consistent with a 'BB' rating. It has operations
in 16 countries, providing healthy geographic diversification,
albeit with some dependence on Germany. Its service offering is
well-diversified, which should attract larger insurance company
customers as it enters new markets. Fitch views Polygon's
dependence on insurance companies as a concentration risk,
generating close to two thirds of the group's revenue, although the
relationships are generally stable and long-term, based on
multi-year contracts with a very high retention rate.

Industry with Low Cyclicality: Demand for property damage control
is viewed as stable and driven by insurance claims, which are
resilient to economic trends. More than 90% of Polygon's revenue is
generated from framework agreements with customers and can be
regarded as recurring, delivering good revenue visibility. Claims
under these types of damages follow normal seasonal patterns, with
water leaks and fires being the most important product segments for
Polygon. The remaining revenue is more unpredictable and related to
extreme weather conditions, which have increased during the last
decade.

Fragmented Market Enabling Growth: Polygon has been highly
acquisitive in the last two years and has made 14 acquisitions
since the beginning of 2019. It targets a top-two-position across
countries of operation and currently has a leading PDR market share
in a few markets including Germany, the UK and Norway. Fitch
believes that Polygon will continue to gain market share in
selected geographies as it broadens its services scope with some of
the latest acquisitions.

DERIVATION SUMMARY

Polygon is the market leader in the European PDR market. Its
business profile, which is supported by a wide geographical reach
and strong reputation among the clients, is fairly well-aligned to
that of Assemblin Financing AB (B/Stable), which however has higher
geographical concentration.

Polygon's framework agreements with major property insurance
providers and leading market positions in Germany, the UK and the
Nordics provide some barriers to entry and enhance operating
leverage.

Operating margins are structurally lower than logistics services
provider Irel BidCo S.a.r.l.s's (B+/Stable), albeit in line with
those of the PDR industry. Fitch deems Polygon's leverage profile
as being consistent with a high 'B' category rating and better than
that of lower-rated companies such as Assemblin Financing AB and
Praesidiad Group Ltd (CCC+).

KEY ASSUMPTIONS

  - Organic revenue growth of around 5% annually over the next four
years.

  - Total acquisition spend of around EUR13 million annually in
2021-2023 at around 0.5x enterprise value (EV)/sales multiple.

  - EBITDA margin of 8.2% in 2020 and gradually increasing towards
8.7% in 2023.

  - Stable capex at 3% of revenue over the next four years.

  - No dividends in 2020-2023.

Key Recovery Assumptions

  - The recovery analysis assumes that Polygon would be
restructured as a going concern rather than liquidated in a
default.

  - Fitch applies a distressed EV/EBITDA multiple of 5.0x to
calculate a going-concern EV, reflecting Polygon's market-leading
position, strong operating environment, a sticky customer base and
potential for growth via consolidation of the PDR sector. The
multiple is limited by Polygon's small size and significant
reliance on insurance companies in Germany.

  - Post-restructuring going-concern EBITDA estimated at EUR42
million, assuming 30% discount to LTM 1H20 Fitch-defined EBITDA.

  - A 10% administrative claim.

  - These assumptions result in a recovery rate for the senior
secured instrument rating within the 'RR3' range, resulting in a
one-notch uplift from the IDR.

  - The principal and interest waterfall analysis output percentage
on current metrics and assumptions is 60%.

RATING SENSITIVITIES

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

-- Increasing scale with EBIT margin sustainably above 6% (2019:
5.1%)

-- Positive free cash flow (FCF) post-acquisitions

-- FFO gross leverage sustainably below 3.5x (2019: 5.4x) and FFO
interest coverage above 5.0x (2019: 5.0x)

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

-- Lack of overall revenue expansion and pressure on margins

-- Problems with integration of acquisitions or increased debt
funding

-- Lack of consistently positive FCF generation

-- FFO gross leverage sustainably above 5.0x and FFO interest
coverage below 4.0x

LIQUIDITY AND DEBT STRUCTURE

Reasonable Liquidity: As of June 30, 2020, Polygon had around EUR86
million of available liquidity, including EUR50 million readily
available cash and a EUR36 million undrawn revolving credit
facility (RCF). Polygon has drawn EUR4 million drawn under the RCF,
which relates to performance bonds across the group. There are no
debt maturities until 2023 and Fitch expects broadly neutral FCF
after acquisitions in 2020-2021.

Debt Structure: Polygon's debt comprises EUR250 million senior
secured notes maturing in 2023. The group also has a EUR40 million
super senior RCF maturing in 2023.

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.




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

TURKCELL ILETISIM: Moody's Affirms B2 CFR, Outlook Negative
-----------------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family rating
and the B2-PD probability of default rating of Turkey-based mobile
operator Turkcell Iletisim Hizmetleri A.S. and the B2 senior
unsecured rating assigned to its $500 million bond due in 2025. The
outlook remains negative.

In addition, Moody's has changed its analytical approach used for
rating Turkcell by applying its methodology for government-related
issuers (GRI). This change in approach follows the completion of
the acquisition of a 26.2% stake in Turkcell by the Turkey Wealth
Fund ('TWF'), an investment vehicle fully owned by the Government
of Turkey (B2, negative).

RATINGS RATIONALE

The affirmation of the company's CFR reflects Moody's view that the
changes to the shareholder structure and the indirect government
ownership will not alter the credit quality of the company. The
classification of Turkcell as a government-related issuer (GRI) is
driven by the completion of the Government of Turkey's acquisition
of a 26.2% ownership stake in the company through its sovereign
wealth fund. The B2 CFR reflects a baseline credit assessment (BCA)
of b2, a measure of standalone credit quality, and no rating uplift
for government support. Turkcell's CFR and bond ratings are in line
with Turkey's long-term issuer rating and foreign currency bond
ceiling of B2.

The BCA of b2 reflects Turkcell's significant exposure to Turkey's
political, legal, fiscal and regulatory environment as well as to
its weakening financial institutions. Turkcell otherwise exhibits
strong credit fundamentals, underpinned by its leadership position
in the Turkish mobile telephony market, strong mobile sector
fundamentals in Turkey, conservative financial policies with a
maximum net debt/EBITDA target of 1.5x (reported 0.8x as of 30 June
2020), good access to debt capital markets and strong relationships
with international banks. Moody's also notes the company's
resilient performance amid the coronavirus pandemic.

The BCA also reflects the highly competitive operating environment
in Turkey, with two strong competitors, weak growth prospects of
the Turkish economy and a depreciating Turkish lira, which
increases the import costs of handsets and capital equipment, as
well as the cost of servicing foreign-currency debt.

Moody's notes that, at present, there is limited public disclosure
related to any possible changes to the strategy of the company
under the influence of the government. TWF has stated that it
intends to maintain the current dividend policy of distributing at
least 50% of distributable net income. The current rating also
reflects the expectation that the company will continue to operate
under the stated leverage targets. Even if the company were to
increase its investments or pay greater dividends, its leverage of
0.8x is still very low for the b2 rating. Moody's assesses default
dependence between the Turkish government and Turkcell to be 'high'
and the likelihood of extraordinary government support to be
'moderate'.

Moody's default dependence assessment evaluates the exposure of a
government-related issuer and its supporting government to adverse
circumstances that simultaneously move them closer to default. The
'high' default dependence assumption reflects Moody's view that
events which may cause financial distress to Turkcell are likely to
be highly correlated to events which would cause financial stress
at the government level. In light of Turkcell's concentration to
Turkey, which accounts for c. 90% of its revenue and EBITDA, the
default dependence is 'high'. Turkcell is also exposed to weakening
of the Turkish Lira as 88% of its debt is denominated in foreign
currency.

The 'moderate' support assessment reflects the government's
relatively limited economic stake of 26.2% and Moody's view that
Turkcell's economic importance remains limited in the context of
Turkey's wider economy. The assessment also takes into account that
the government will exert a high degree of influence in directing
the operational and financial strategy of Turkcell going forward.
Through shareholder approved amendments to the Articles of
Association, TWF will have the right to select the majority of
board members, as well as the Chairman of the Board and the
Chairman of the General Assembly. Shareholders will have voting
rights proportional to their shareholding and there will be no
shareholder agreement between TWF and LetterOne, who together own
51% of Turkcell. Therefore, technically there will be no
controlling shareholder to decide on ordinary shareholder matters.
Moody's nevertheless expects that TWF will be able to exert
material influence over ordinary shareholder matters, as the power
to set the agenda of the Annual General Meeting (AGM) lies with the
board of directors. Moody's notes however that minority
shareholders, under certain conditions, are allowed to call for an
AGM and set the agenda.

LIQUIDITY

As of June 30, 2020, Turkcell's liquidity over the next 12 months
is supported by sizeable cash balances, expected operating cash
flow generation and available committed facilities. Moody's expects
this to be sufficient to cover capital investments and dividend
payments in line with public guidance. There are no material
upcoming maturities, with the next bond ($500 million) maturing in
2025.

While maturities due within the next 12 months of TRY5.4 billion
are well covered by the cash balance of TRY10.9 billion, most of
this cash is held onshore in Turkey at a mix of local banks and
branches of international banks. This exposes Turkcell to growing
counterparty risk as a result of the weakening credit quality of
Turkey-based financial institutions. There is also a risk that
weakening Turkish banks will not be able to renew credit
commitments. However, this risk is mitigated by the company's
strong relationships with international banks and strong operating
cash flow generation.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook mirrors that of the Government of Turkey and
reflects Turkcell's exposure to the country's political, legal,
fiscal and regulatory environment.

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

The ratings could be upgraded if Turkey's foreign currency bond
ceiling is raised. This would also require no material
deterioration in the company's operating and financial performance,
market position and liquidity.

The ratings are likely to be downgraded in case of a further
downgrade of Turkey's sovereign rating or a lowering of the foreign
currency bond ceiling. In addition, downward rating pressure could
arise if there are signs of a deterioration in liquidity or if
government-imposed measures were to have an adverse impact on its
credit quality.

LIST OF AFFECTED RATINGS

Issuer: Turkcell Iletisim Hizmetleri A.S.

Affirmations:

Probability of Default Rating, Affirmed B2-PD

Corporate Family Rating, Affirmed B2

Senior Unsecured Regular Bond/Debenture, Affirmed B2

Outlook Action:

Outlook, Remains Negative

PRINCIPAL METHODOLOGY

The methodologies used in these ratings were Telecommunications
Service Providers published in January 2017, and Government-Related
Issuers Methodology published in February 2020.

COMPANY PROFILE

Turkcell Iletisim Hizmetleri A.S. (Turkcell), headquartered in
Istanbul, Turkey, started operations as a mobile telephony service
provider in Turkey in 1994. Currently, Turkcell is an integrated
communications and technology service provider in Turkey. The
company shares its domestic market with two other companies, and
captured around 46% of the total mobile telephony market in terms
of revenue and around 41% of mobile subscribers as of March 2020,
according to the Information and Communication Technologies
Authority. Over the years, Turkcell has expanded its operations
into Ukraine, Belarus and the Turkish Republic of Northern Cyprus.




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

ALTONA ENERGY: Looks to Raise Funds, At Risk of Administration
--------------------------------------------------------------
Iain Gilbert at ShareCast reports that mining exploration company
Altona Energy issued an update on its crowdfunding efforts on the
NR Private Market.

Altona said that it was still looking to raise up GBP500,000 from
private investors at a discounted price of 6.5p each and would
continue to do so until Nov. 11, ShareCast relates.

According to ShareCast, while Altona stated that its immediate
working capital requirements had been "significantly reduced" over
the past two years, the financial position of the company was still
such that it could not execute its business plan without immediate
funding.

Altona cautioned that if the fundraising on the NR Private Market
was not successful, the proposed strategy would not be able to go
ahead and warned that it was possible that the company would be
forced into administration, ShareCast notes.


BOUNTY: On Brink of Insolvency After Pandemic Hits Revenue
----------------------------------------------------------
Mark Kleinman at Sky News reports that Bounty, the parenting club
which has distributed samples of baby products to generations of
new mums, is on the brink of insolvency after seeing one of its
main revenue streams cut off by the coronavirus pandemic.

Sky News has learnt that Bounty is preparing to confirm a pre-pack
administration later this week that will result in as many as 300
redundancies.

According to Sky News, sources said that Bounty's current owner and
chief executive, Alan Charming Chan, was expected to buy its
sampling and consumer marketing division from Alvarez & Marsal, the
prospective administrator.

Bounty's portrait division, which takes photographs of parents with
their new babies in hospitals across the UK, is understood to be
facing closure, Sky News discloses.

Its sales have dried up since the COVID-19 outbreak because of
restricted access to hospitals, Sky News notes.


CLOTHING 4 SCHOOLS: Goes Into Administration
--------------------------------------------
Sam Metcalf at TheBusinessDesk.com reports that Clothing 4 Schools,
the manufacturer and retailer of school uniforms which has outlets
across the East and West Midlands, has slumped into
administration.

According to TheBusinessDesk.com, the firm, which has its head
office and main outlet in Burton, also has shops in Chellaston,
Stourbridge, Swadlincote and Tamworth.

Greenfield Recovery of Birmingham has been appointed as
administrator to the firm, TheBusinessDesk.com relates.

A statement on Clothing 4 Schools' website tells customers with
outstanding collections or orders to ring a mobile phone number and
leave their name or number -- or send an email, TheBusinessDesk.com
discloses.


DAVID URQUHART: Marketing Efforts Ongoing for Three Hotels
----------------------------------------------------------
Scott Wright at The Herald reports that three hotels in Scotland
that formed part of the David Urquhart Group could be converted
into different uses, according to a fresh drive to market the
properties.

The Glenmorag Hotel in Dunoon, the Garve Hotel in Garve, and
Mackay's Hotel in Strathpeffer, were initially brought to market
following the collapse of David Urquhart Travel, the venerable
coach operator, in May, The Herald recounts.  The three hotels were
owned by Hart Hotels, sister company to both David Urquhart Travel
and David Urquhart Transport.  All three were owned by David
Urquhart Group, The Herald discloses.

An insolvency process was launched to wind down the three
subsidiaries after David Urquhart Travel ceased trading in light of
the "dramatic" impact coronavirus had on the travel and tourism
industry, The Herald relays.  A company voluntary arrangement
pursued by administrators at Johnston Carmichael saw the launch in
May of a marketing drive to sell the hotels, amid an expectation
that the proceeds would generate enough funds to repay creditors in
full, The Herald notes.

While the initial marketing efforts focused on identifying
hospitality buyers, agent Colliers International has widened the
net, noting that the properties could be used for other business
activity, The Herald states.  It comes as the hospitality industry
across Scotland faces a period of tighter trading restrictions
under a new tiered lockdown system to halt coronavirus, The Herald
relates.


EUROSAIL PLC 2006-2BL: Fitch Affirms CCC Rating on Class F1c Debt
-----------------------------------------------------------------
Fitch Ratings has affirmed all Eurosail UK RMBS, while revising the
Outlooks on seven junior tranches to Negative from Stable.

RATING ACTIONS

Eurosail 2006-2BL PLC

Class A2c XS0266235612; LT AAAsf Affirmed; previously AAAsf

Class B1a XS0266238715; LT AAAsf Affirmed; previously AAAsf

Class B1b XS0266244440; LT AAAsf Affirmed; previously AAAsf

Class C1a XS0266246817; LT AAAsf Affirmed; previously AAAsf

Class C1c XS0266250413; LT AAAsf Affirmed; previously AAAsf

Class D1a XS0266252625; LT AA-sf Affirmed; previously AA-sf

Class D1c XS0266256709; LT AA-sf Affirmed; previously AA-sf

Class E1c XS0266258317; LT BB-sf Affirmed; previously BB-sf

Class F1c XS0266260560; LT CCCsf Affirmed; previously CCCsf

Eurosail 2006-4NP Plc

Class A3a XS0275909934; LT AAAsf Affirmed; previously AAAsf

Class A3c XS0275917796; LT AAAsf Affirmed; previously AAAsf

Class B1a XS0274201507; LT AAAsf Affirmed; previously AAAsf

Class C1a XS0274203891; LT AAAsf Affirmed; previously AAAsf

Class C1c XS0274213692; LT AAAsf Affirmed; previously AAAsf

Class D1a XS0274204196; LT A-sf Affirmed; previously A-sf

Class D1c XS0274214310; LT A-sf Affirmed; previously A-sf

Class E1c 027421601; LT CCCsf Affirmed; previously CCCsf

Class M1a XS0275920071; LT AAAsf Affirmed; previously AAAsf

Class M1c XS0275921715; LT AAAsf Affirmed; previously AAAsf

Eurosail-UK 2007-2 NP Plc

Class A3a XS0291422623; LT AAAsf Affirmed; previously AAAsf

Class A3c XS0291423605; LT AAAsf Affirmed; previously AAAsf

Class B1a XS0291433158; LT AAAsf Affirmed; previously AAAsf

Class B1c XS0291434123; LT AAAsf Affirmed; previously AAAsf

Class C1a XS0291436250; LT AA+sf Affirmed; previously AA+sf

Class D1a XS0291441417; LT BBB-sf Affirmed; previously BBB-sf

Class D1c XS0291442498; LT BBB-sf Affirmed; previously BBB-sf

Class E1c XS0291443892; LT CCCsf Affirmed; previously CCCsf

Class M1a XS0291424165; LT AAAsf Affirmed; previously AAAsf

Class M1c XS0291426889; LT AAAsf Affirmed; previously AAAsf

TRANSACTION SUMMARY

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

KEY RATING DRIVERS

Coronavirus-related 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 applied coronavirus assumptions to the mortgage
portfolios.

The combined application of revised 'Bsf' representative pool
weighted average foreclosure frequency (WAFF), revised rating
multiples and arrears adjustment for both the owner-occupied and
the buy-to-let sub-pools, resulted in a multiple to the current FF
assumptions ranging from 1.2x at 'Bsf' and of about 1.0x at 'AAAsf'
in each transaction. The coronavirus assumptions are more modest
for higher rating levels as the corresponding rating assumptions
are already meant to withstand more severe shocks.

Fitch also applied a payment holiday stress for the first six
months of projected collections, assuming 15% of interest
collections will be lost, and related principal receipts will be
delayed. This reflects the current payment holiday percentage data
provided by the servicer plus a small margin of safety. The payment
holiday percentage for these pools as of September 2020 was 9.7% in
Eurosail 2006-2, 8.6% in Eurosail 2006-4 and 9% in Eurosail
2007-2.

Negative Outlook on Seven Junior Tranches

The Outlooks on Eurosail 2006-2's class D and E notes, Eurosail
2006-4's class D notes and Eurosail 2007-2's class D notes have
been revised to Negative from Stable. Fitch considers these classes
vulnerable to prolonged payment holidays or subsequent collateral
underperformance given their junior ranking in the fund's
allocation and limited margin of safety at their current ratings.

Sequential Payments to Continue

Fitch expects all three transactions to continue amortising
sequentially. Pro-rata amortisation is being stopped by a breach in
the 90 days plus arrears trigger. Fitch does not expect this
trigger to be cured.

The servicer reports loans with overdue monthly contractual
payments as delinquencies, and loans with overdue monthly
contractual payments and/or outstanding fees or other amounts due
as outstanding amounts. Fitch has used the balances of loans
reported with delinquencies in its analysis.

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 CE 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%, which
would lead to upgrades of the subordinated notes by up to seven
notches in Eurosail 2006-2, 2006-4 and 2007-2.

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

The broader global economy remains under stress from the
coronavirus pandemic, with surging unemployment and pressure on
businesses stemming from social-distancing guidelines. Recent
government measures related to the coronavirus pandemic initially
introduced a suspension on tenant evictions for three months and
mortgage payment holidays, also for up to three months. Fitch
acknowledges the uncertainty of the path of coronavirus-related
containment measures and has therefore considered more severe
economic scenarios.

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 weighted average recovery rating (WARR). The
results indicate downgrades of up to five notches in Eurosail
2006-2 and up to three notches in 2006-4 and 2007-2.

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

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

Eurosail 2006-2, Eurosail 2006-4 and Eurosail 2007-2: Customer
Welfare - Fair Messaging, Privacy & Data Security: 4, Human Rights,
Community Relations, Access & Affordability: 4

Eurosail 2006-2, Eurosail 2006-4 and Eurosail 2007-2 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.

Eurosail 2006-2, Eurosail 2006-4 and Eurosail 2007-2 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 of greater than 20%, 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.


LERNEN BIDCO: Moody's Lowers CFR to Caa1, Outlook Stable
--------------------------------------------------------
Moody's Investors Service downgraded Lernen Bidco Limited's
corporate family rating and probability of default rating rating to
Caa1 and Caa1-PD from B3 and B3-PD respectively. Concurrently,
Moody's has downgraded to B3 from B2 the instrument ratings on the
GBP200 million senior secured Term Loan B1 ("TLB"), the euro
denominated GBP441 million equivalent senior secured term loan B1
and B2 ("TLBs") and GBP100 million senior secured Revolving Credit
Facility ("RCF"), all due 2025. The outlook on all ratings is
stable.

The rating actions reflect the following drivers:

  - Leverage, as measured by Moody's adjusted debt / EBITDA, is
above 10x for the fiscal year ended August 31, 2020 ("fiscal
2020"), largely driven by the impact of the coronavirus outbreak on
the group's EBITDA.

  - Although timing of any recovery is uncertain, Moody's expects
enrolment levels and fees to stabilize during fiscal 2021,
resulting in some de-leveraging at Cognita over the next 12-18
months. Moody's expectation is that the primary & secondary private
education sector will not return to growth in line with historical
levels until fiscal 2022 at the very earliest.

  - Although the group's business plan has been revised in light of
the challenging macro-economic environment, it continues to include
significant development capital expenditure to be invested in
fiscal 2020 and 2021, partly financed by available liquidity. As a
result, Moody's adjusted free cash flow generation is expected to
be negative until fiscal 2022 at the earliest.

  - EBITA / interest cover is expected to remain below 1x over the
next 12-18 months.

  - Available liquidity will tighten over the next 12-18 months as
it is partly used to fund capital expenditure projects.

The coronavirus outbreak, the government measures put in place to
contain it, and the weak global economic outlook continue to
disrupt economies and credit markets across sectors and regions.
Although an economic recovery is underway, it is tenuous and its
continuation will be closely tied to the containment of the virus.
As a result, the degree of uncertainty around Moody's forecasts is
unusually high. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety.

RATINGS RATIONALE

The Caa1 CFR reflects the company's: (i) solid position as a larger
player in a fragmented market, with a geographically diversified
portfolio of 79 schools in ten countries; (ii) established track
record of achieving revenue and EBITDA growth through organic and
acquisitive student growth and tuition fee increases above cost
inflation; (iii) barriers to entry through regulation, brand
reputation and purpose-built real estate portfolio; (iv) strong
revenue visibility from committed student enrolments.

Conversely, the rating is constrained by: (i) high Moody's adjusted
debt/EBITDA with limited deleveraging expected in the next 12-18
months; (ii) free cash flow generation is severely constrained by
capacity expansion strategy which Moody's expects will reduce
available liquidity over the next 12-18 months; (iii) concentration
risk as the top 10 schools represent 63% of group EBITDA; (iv)
reliance on its academic reputation and brand quality in a highly
regulated environment; (v) exposure to changes in the political,
legal and economic environment in developing markets.

Social and governance factors are important elements of Lernen's
credit profile. Lernen's ratings factor in its private ownership,
its financial policy, which is tolerant of high leverage, and its
history of largely debt-funded expansionary policy. At the same
time, the group has a well-defined acquisition and development
strategy, and a good track record of integration and completion of
development projects. The shareholders are reported to have a
long-term investment horizon and have historically contributed
equity to fund M&A and expansion projects.

Education is one of the sectors identified by Moody's as facing
high social risk. The rising demand for quality education in
emerging markets is supported by rising disposable income amongst
middle class, as well as persistent supply/demand imbalances in the
public education system as demand for highly rated schools
ordinarily outstrips supply. Compliance with local regulations is
critical in the sector and Moody's is not aware of any issues
related to Cognita' schools.

LIQUIDITY PROFILE

Cognita's liquidity, whilst tightening, is expected to be
sufficient to meet its financial obligations including capital
expenditure requirements in the next 12-18 months and to support
any temporary operating volatility. Moody's forecasts liquidity as
at 31 August 2020 to comprise GBP99 million of cash and cash
equivalents and a fully available GBP100million senior secured RCF
maturing in 2025. The RCF contains one springing First Lien Net
Leverage covenant which is set at 7.4x and tested quarterly only
when the RCF is 40% drawn.

Moody's understands that c.50% of cash balances are held largely at
local operations and in some cases not readily available to the
wider group, although can be repatriated via dividends and will be
used to fund local development projects.

STRUCTURAL CONSIDERATIONS

The B3 rating on the GBP200 million TLB, the euro denominated
GBP441 million equivalent TLBs and GBP100 million pari passu
ranking RCF reflects their seniority in the capital structure,
ranking ahead of the EUR255 million second lien financing. The
security package provided to the first lien lenders is relatively
weak and limited to a pledge over shares, bank accounts, and
intercompany receivables, as well as guarantees from operating
companies (80% guarantor test) and a floating charge provided by
the English borrower.

RATING OUTLOOK

The rating outlook is stable, mainly reflecting Moody's expectation
that Cognita's financial leverage will remain elevated over the
next 12-24 months and liquidity will tighten but remain sufficient
to cover financial obligations.

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

Upward pressure on the ratings could arise if: (1) leverage, as
measured by Moody's-adjusted debt/EBITDA, steadily declines towards
8x; (2) EBITA/Interest moves sustainably above 1.0x; (3) liquidity
headroom improves from current levels.

Downward pressure on the ratings could arise if (1) there is a
period of sustained decline in revenues or EBITDA, resulting in
leverage increasing above the high levels expected in fiscal 2020;
(2) liquidity weakens, with limited availability under the RCF and
substantially negative free cash flows; or (3) any material
negative impact from a change in any of the group's schools
regulatory approval status.

PRINCIPAL METHODOLOGY

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

CORPORATE PROFILE

Headquartered in the UK, Lernen Bidco Limited is an international
independent schools group offering primary and secondary private
education in 79 schools across ten countries in Europe, Asia and
Latin America. Founded in 2004, the group has rapidly grown via
acquisitions and capacity expansion, and teaches around 52 thousand
K-12 private-pay students. The group is majority-owned by Jacobs
Holding AG, with minority shareholders BDT Capital Partners and
Sofina.


SYON SECURITIES 2020-2: Fitch Gives BB-(EXP) Rating on Cl. B Debt
-----------------------------------------------------------------
Fitch Ratings has assigned Syon Securities 2020-2 DAC expected
ratings.

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

RATING ACTIONS

Syon Securities 2020-2 DAC

Class A; LT BBB-(EXP)sf Expected Rating

Class B; LT BB-(EXP)sf Expected Rating

Class Z; LT NR(EXP)sf Expected Rating

Unprotected; LT NR(EXP)sf Expected Rating

TRANSACTION SUMMARY

This transaction is the third synthetic securitisation of
owner-occupied residential mortgage loans originated by Bank of
Scotland Plc (BoS) under the Halifax brand and Lloyds Bank Plc,
secured over properties located in England, Wales and Scotland. The
transaction is designed for risk-transfer purposes and includes
loans selected with loan-to-values (LTVs) higher than 85% and a
high proportion of first-time buyers (FTBs; 70.1%).

KEY RATING DRIVERS

High LTV Lending: The pool consists of loans originated with an LTV
above 85%. As a result, the weighted average (WA) current LTV of
the pool is higher than usual for Fitch-rated RMBS at 90%. Fitch's
WA sustainable LTV (sLTV) for this pool is also high at 119.8%,
resulting in a higher foreclosure frequency (FF) and lower recovery
rate for this pool than other transactions with lower LTV metrics.

High Concentration of FTBs: FTBs make up 70.1% of borrowers in this
pool, a high concentration compared with other RMBS transactions.
Fitch considers that FTBs are more likely to suffer foreclosure
than other borrowers and has considered their high concentration in
this pool analytically significant. In a variation to its criteria,
Fitch has applied an upward adjustment of 1.3x to each loan where
the borrower is an FTB.

Pool Migration Risk: The transaction contains a ramp-up period of
15 months during which further loans may be added in the reference
portfolio, up to 70% of total issuance. Fitch has assumed the
additional pool to be based on the constraints outlined in the
transaction documents.

Issuer Covers Accrued Interest: Under the financial guarantee the
issuer provides BoS with protection from losses of accrued interest
as well as principal. As a result, rising interest rates will place
a stress on the issuer as interest payments from borrowers accrues
at a faster rate. In a variation to its criteria Fitch has not
applied a reduction to the currently observed margin earned from
standard variable rate (SVR) loans in any of its rating scenarios.

Coronavirus-related 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 coronavirus assumptions to the mortgage portfolios.

The combined application of revised 'Bsf' representative pool
weighted average foreclosure frequency (WAFF), revised rating
multiples and arrears adjustment resulted in a multiple to the
current FF assumptions of 1.3x at 'Bsf' and 1.1x at 'BBBsf'.

Counterparty Exposure: The transaction is exposed to BoS as account
bank provider (the entire issuance is held at BoS) and counterparty
to the financial guarantee. On default of BoS, the transaction
would end due to the termination of the guarantee with the
potential for redemption funds to be lost. As a result, Fitch
capped the notes' ratings at that of BoS. Compliance of eligibility
criteria and loss determination prior to June 2030 relies on BoS's
servicing standards as no independent agent is involved in this
process.

Given the impact on the FF, accessibility to affordable housing for
FTBs is a factor affecting Fitch's ESG scores.

Given the BoS rating cap, transaction parties and operational risk
are factors affecting Fitch's ESG scores.

RATING SENSITIVITIES

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

The broader global economy remains under stress due to the
coronavirus pandemic, with surging unemployment and pressure on
businesses stemming from social-distancing guidelines. Recent
government measures related to the coronavirus pandemic introduced
a suspension on tenant evictions for three months and mortgage
payment holidays, also for up to six months. Fitch acknowledges the
uncertainty of the path of coronavirus-related containment measures
and has therefore considered more severe economic scenarios.

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 an adverse rating
impact of up to two notches.

The transactions' performance may be affected by changes in market
conditions and economic environment. Weakening asset performance is
strongly correlated to increasing levels of delinquencies and
defaults that could reduce credit enhancement (CE) 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 actions 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.

The transaction is particularly sensitive to rising interest rates,
which will place a stress on the issuers' ability to meet unpaid
interest on the loans as interest payments from borrowers accrue at
a faster rate.

The pro-rata conditions are linked to levels of three-month plus
arrears, which are breached in Fitch's stress scenarios. Pro-rata
amortisation throughout the protection period could have a negative
rating impact up to one notch. However, this is associated with
rather unlikely scenarios (material asset underperformance, but not
sufficient to switch the principal allocation to sequential).
Material increases in recovery timing may also result in negative
rating action on the notes as larger interest accruals would
increase the issuer exposure to credit events.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and potential
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%. The ratings on the subordinated notes could be upgraded by up
to two notches.

In a scenario where at the end of the ramp-up period the portfolio
characteristics do not migrate up to the limits set in the
transaction documents, the notes could be upgraded by up to one
notch.

CRITERIA VARIATION

The pool has a high concentration of FTBs at 70.1% with very little
seasoning as all loans have been originated since the start of
2020. Fitch considers that FTBs are more likely to suffer
foreclosure than other borrowers and has considered their high
concentration in this pool as analytically significant. In a
variation to its criteria, Fitch has applied an upward adjustment
of 1.3x to each loan where the borrower is an FTB instead of 1.1x,
as per its criteria.

Fitch's criteria state that it will apply a margin assumption of
2%-3% for SVR loans in the increasing interest rate scenario and
current margin less 0.5% in the stable and decreasing scenarios. In
this transaction, a reduced margin is beneficial as the issuer is
required to compensate BoS for accrued interest on defaulted loans.
As a result, no margin compression has been applied and instead the
current margin above SONIA has been applied in all scenarios.

Fitch has modified the even and back-loaded defaults distribution
provided by its criteria so that the defaults that would otherwise
have occurred beyond the seven-year and one-month protection period
have been spread evenly across the term of the transaction.

The impact of the criteria variations is one notch across all
classes of 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 reviewed the results of a third-party assessment conducted on
the asset portfolio information, and concluded that there were no
findings that affected the rating analysis.

Fitch reviewed a small targeted sample of BoS's origination files
for Syon Securities 2019 DAC and found the information contained in
the reviewed files to be adequately consistent with the
originator's policies and practices, and the other information
provided to the agency about the asset portfolio.

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

TULLOW OIL: Moody's Lowers CFR to Caa1, Outlook Negative
--------------------------------------------------------
Moody's Investors Service downgraded Tullow Oil plc's Corporate
Family Rating (CFR) to Caa1 from B3 and the Probability of Default
Rating (PDR) to Caa1-PD from B3-PD. Moody's also confirmed the Caa2
ratings assigned to Tullow Oil's senior unsecured notes due in 2022
and in 2025. The outlook on all ratings was changed to negative
from ratings under review.

This concludes the review for downgrade initiated by Moody's on
March 25, 2020.

RATINGS RATIONALE

The rating action reflects Moody's expectation that a more
prolonged downturn and slower recovery of the oil prices in the
next 12-18 months, compared to previous expectations, will
significantly affect Tullow Oil, given the high FCF break-even
point of Tullow Oil at approximately $40/bbl. With no or limited
sustained recovery in the pricing environment in the next 12-18
months, Moody's does not believe that Tullow Oil's capital
structure will be sustainable in the medium term and it remains
doubtful that the company will have the resources to repay the $650
million senior unsecured notes maturing in 2022, in the absence of
additional disposals (which may weaken the profitability and/or the
growth prospects of the company further) or capital injections from
shareholders.

While Moody's positively recognizes the measures taken by Tullow
Oil in order to sustain its cash flow generation and the successful
execution of the disposal of the stake in the Lake Albert Project
in Uganda to Total SE, those will not be sufficient to offset the
very weak operating environment for oil producers, heightened by
the moderately declining production (Moody's expects a production
around 65-70kbopd for 2021 and 2022) and the limited hedging book
in 2022 with only 3% or production hedged so far at $50/bbl
specific to Tullow Oil. These would significantly affect the
company cash flow generation going forward as Moody's expects a
broadly neutral cash flow generation in 2020 and 2021, on the basis
of an average price of $35/bbl in 2020 and $45/bbl in 2021, and an
only marginally positive free cash flow in 2022.

Moody's expects the proceeds of the Ugandan assets disposal to be
applied towards net debt reduction.

The rating action also takes into account a less diversified
business profile, with an increasing concentration of the company's
activities in Ghana, following the disposal of Tullow Oil's stake
in Uganda (even though no near term production was expected there),
the low-cost nature of its existing activities that, while a
positive, leaves limited scope for further cost measures, and the
relatively short life of its 2P reserves of around 9.5 years,
underlining the need to bring new resources to production to offset
the decline rates of mature fields.

LIQUIDITY

Following the completion of the bi-annual redetermination in
October 2020, the borrowing base amount of Tullow Oil's Reserves
Based Lending (RBL) credit facility was set at $1.8 billion for the
period through January 2021. The company had around $450 million of
liquidity headroom at the start of Q4 2020, including undrawn
facilities of around $300 million and freely available cash of $150
million. Following the closing of Tullow Oil's stake in the Lake
Albert Development Project, the $500 million proceeds will
strengthen liquidity, but Moody's continues to consider Tullow
Oil's liquidity as weak, given the significant risk of covenant
breaches in 2021.

The RBL Facility contains a gearing covenant, tested at net debt of
the Group, as defined in the RBL Facility agreement, to be lower
than 3.5x consolidated EBITDAX. The company obtained a relaxation
of the testing level to 4.5x in June 2020 and in December 2020
(agreed during the September 2020 redetermination), and Moody's
expects the company to comfortably meet the amended test level as
of December 31, 2020.

However, Moody's expects the gearing covenant to be breached in
June and December 2021, but it also notes that the company has
secured waivers from lenders in the past (as obtained for the tests
in June 2020 and December 2020) and it may be able to secure
additional covenant waivers in 2021.

In addition, in the RBL redetermination in January 2021, Tullow Oil
will need to pass a liquidity forecast test showing, to the
satisfaction of the majority of the lenders, that Tullow Oil will
have sufficient funds available to meet the Group's financial
commitments for a period of 18 months. In absence of corrective
actions, as already outlined by the company in the H1 2020 results,
Moody's does not believe that the company will be in the condition
to pass the liquidity forecast test, as the $650 million bond comes
due in April 2022. If the liquidity forecast test is not passed and
it is not cured within 90 days, or otherwise waived, this breach
would constitute an event of default under the RBL facility by
April 2021.

RATINGS OUTLOOK

The negative outlook reflects Moody's concern that a prolonged
downturn and a slower recovery for oil prices would lead to
significantly lower operating profitability and cash flow
generation, placing increasing pressure on Tullow's liquidity and
leaving the group with an unsustainable capital structure.

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

While unlikely at this juncture, Tullow's ratings could be upgraded
should a sustained recovery in the economic environment boost
operating profitability and FCF generation, allowing the group to
strengthen its liquidity profile and permanently reduce
Moody's-adjusted gross leverage below 5x. A rating upgrade will
also require addressing of the 2022 bond maturity.

Conversely, the ratings could be downgraded should the liquidity
position of the group deteriorate post RBL redetermination, the
covenants under the RBL be breached and/or further weakening of the
operating performance.

Ratings could also be downgraded if the proceeds of the Uganda
disposal were distributed to shareholders or used for other
corporate purposes, other than debt repayment, beyond the RBL
redetermination expected to conclude in January 2021.

STRUCTURAL CONSIDERATIONS

The Caa2 rating on the $650 million due 2022 and $800 million due
2025 senior unsecured notes are one notch below the Caa1 CFR. The
reduced differential between the senior unsecured notes and the
corporate family rating reflects the lower commitments and
availability under the RBL and thus the lower amount of secured
liabilities ranking ahead of the senior notes within the capital
structure. The notes are subordinated in right of payment to all
existing and future senior obligations of the respective
guarantors, including their obligations under the RBL facility.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

CORPORATE PROFILE

Headquartered in London (UK), Tullow Oil plc is an independent
exploration and production oil and gas company, with its main
operated and non-operated production assets located in West Africa
(Ghana, Gabon, Equatorial Guinea, Côte d'Ivoire) as well as
contingent resources in Kenya. The company holds 73 licences across
14 countries. In 2020, the company expects an average production
(on a working interest basis) of approximately 75 thousand barrels
of oil equivalent. As of June 2020, the group's 2P (proved plus
probable) reserves amounted to 244.5 million barrels of oil
equivalent. Tullow Oil is listed on the London, Irish and Ghana
Stock Exchanges.



                           *********


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

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