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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

          Friday, November 13, 2020, Vol. 21, No. 228

                           Headlines



A U S T R I A

AMS AG: S&P Assigns 'BB-' Issuer Credit Rating, Outlook Negative


B U L G A R I A

FIRST INVESTMENT: Fitch Publishes B LT IDR, Outlook Negative


C Y P R U S

BANK OF CYPRUS: Moody's Affirms B3 Deposit Ratings, Outlook Pos.


G E O R G I A

GEORGIAN OIL: S&P Affirms 'BB-/B' ICRs on Refinancing


G E R M A N Y

OQ CHEMICALS: S&P Lowers LongTerm ICR to 'B-', Outlook Stable


G R E E C E

ATHENS CITY: Moody's Upgrades Issuer Ratings to Ba3, Outlook Stable


I R E L A N D

CAIRN CLO X: Fitch Affirms B-sf Rating on Class F Certs
JUBILEE CLO 2017-XVIII: Fitch Affirms B-sf Rating on Cl. F Notes
JUBILEE PLACE 2020-1: S&P Assigns Prelim. B- Rating on X Notes
PEARL FINANCE 2020: S&P Assigns BB- Rating on Class E Notes
ST. PAUL'S II: Fitch Affirms B-sf Rating on Class F-RR Debt



I T A L Y

BCC NPL 2018-2: DBRS Lowers Class A Notes Rating to BB(high)
IBLA SRL: DBRS Confirms CCC Rating on Class B Notes
POPOLARE BARI 2016: DBRS Lowers Rating on Class B Notes to CCC
POPOLARE BARI 2017: DBRS Keeps B(low) on Class B Debt Under Review


K A Z A K H S T A N

BI GROUP: S&P Withdraws 'B-' LongTerm Issuer Credit Rating


L U X E M B O U R G

CONSOLIDATED ENERGY: Moody's Reviews B1 CFR for Downgrade


N E T H E R L A N D S

AI AVOCADO: S&P Affirms 'B-' Rating on Partial Debt Repayment
E-MAC PROGRAM 2007-I: Fitch Affirms CCC Rating on 2 Tranches
IGNITION TOPCO: Moody's Lowers CFR to B3, Outlook Stable
JUBILEE PLACE 2020-1: Moody's Assigns (P)Ba2 Rating on Cl. E Notes
NXP SEMICONDUCTORS: Egan-Jones Cuts Sr. Unsecured Ratings to BB-



N O R W A Y

NORWEGIAN AIR 2016-1: Fitch Cuts 2016-1 Class B Certs to CCC-


R U S S I A

CREDIT BANK: Moody's Affirms Ba3 on Unsec. Foreign Currency Debt
SOVCOMBANK PJSC: Moody's Upgrades Deposit Ratings to Ba1


S L O V E N I A

HOLDING SLOVENSKE: S&P Alters Outlook to Pos., Affirms 'BB' ICR


S P A I N

BAHIA DE LAS ISLETAS: Moody's Lowers CFR to Ca, Outlook Neg.
BAHIA DE LAS ISLETAS: S&P Cuts ICR to SD on Missed Coupon Payment
MIRAVET SARL 2020-1: S&P Assigns Prelim. B Rating on Class E Notes


S W E D E N

SAS AB: Moody's Upgrades CFR to B3 & Alters Outlook to Stable


S W I T Z E R L A N D

GATEGROUP HOLDING: Moody's Lowers CFR to Caa2, Outlook Neg.


T U R K E Y

MERSIN ULUSLARARASI: Fitch Affirms BB- Rating on $600MM Unsec. Debt


U K R A I N E

INTERPIPE HOLDING: Fitch Publishes B LongTerm IDR, Outlook Stable


U N I T E D   K I N G D O M

BUTLEY PRIORY: Covid-19 Restrictions Prompt Liquidation
CLARKS: Enters Liquidation, 14 Jobs Affected
GWENT NURSING: Quantuma Completes Sale of Business for GBP2.55MM
HEATHROW FINANCE: Moody's Lowers CFR to Ba2, Outlook Negative
HILTON GARDEN: Goes Into Liquidation, 34 Jobs Affected

INDIGO CLEANCO: S&P Affirms 'B' ICR, Outlook Stable
INTERNATIONAL PERSONAL: Fitch Affirms BB- LT IDR, Outlook Negative
MANSARD MORTGAGES 2006-1: Fitch Upgrades Class B2a Notes to B-sf
PINNACLE BIDCO: Fitch Gives B-(EXP) Rating on EUR445MM Sec. Notes
PINNACLE BIDCO: Moody's Assigns B3 Rating on New EUR445 Sec. Notes

SHAUL BAKERIES: Placed Into Creditors' Voluntary Liquidation
SILK INDUSTRIES: Enters Administration, 32 Jobs Affected
[*] DBRS Cuts 16 Note Ratings in 3 UK CMBS Hotel Transactions
[*] Fitch Withdraws Tranche Ratings of Taberna Europe CDO I & II


X X X X X X X X

[*] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace

                           - - - - -


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A U S T R I A
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AMS AG: S&P Assigns 'BB-' Issuer Credit Rating, Outlook Negative
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S&P Global Ratings assigned its 'BB-' long-term issuer credit
rating to Austria-based sensor solutions provider ams AG and its
'BB-' issue rating to the unsecured notes.

ams owns 71% of OSRAM and S&P expects it will fully control its
cash by early 2021 with the conclusion of a DPLTA. The stake
increase was funded via the issuance of:

-- EUR850 million 6% senior notes maturing in 2025;
-- $450 million 7% senior notes maturing in 2025; and
-- EUR1.65 billion right issues.

The proceeds were used to increase ams' ownership in OSRAM to 71%
as of today, refinance existing debt at OSRAM (except for a EUR73
million shareholder loan), and pay for related transaction fees.

S&P said, "On Nov. 3, 2020, shareholders voted and accepted the
DPLTA. We understand that the conclusion of the DPLTA, which we
expect by early 2021, will allow ams to control OSRAM and its cash
without further increasing its stake. As a result, we expect ams
will accelerate the integration of OSRAM, creating the world's
third-largest sensor solutions and photonics provider, improving
the group's profitability and cash flow generation, and leveraging
on its business complementarity and well-invested manufacturing
footprint.

"We expect a slightly stronger performance in 2020, compared with
our previous base case, in line with OSRAM's revision of its
full-year guidance. We have slightly raised our revenue, EBITDA,
and cash flow assumptions for OSRAM in 2020 following its revised
full-year guidance. Our revisions reflect improving business
conditions in China and the U.S. for its Opto Semiconductors and
Automotive segments, and that measures implemented to offset
pandemic-related disruptions have helped the company improve
profitability and achieve break-even cash-flow generation. However,
stronger cash flow and a higher year-end cash balance at OSRAM does
not translate into stronger ratios. We still forecast S&P Global
Ratings-adjusted debt to EBITDA of 3.8x in 2020 in line with our
previous base case. This is because we exclude from our adjusted
ratio OSRAM's cash for as long as the DPLTA is not registered
(expected by early 2021).

"The integration of OSRAM into ams, the expected sale of non-core
assets, and management's financial policy supports the group's
deleveraging prospects from 2021. We continue to forecast adjusted
debt to EBITDA of about 3.1x-3.2x by 2021, assuming the sale of
OSRAM's noncore assets. However, when excluding this sale we still
expect the ratio to slightly exceed 3.5x--the threshold for the
'BB-' rating. Short-term deleveraging is also supported by a sharp
improvement in adjusted free operating cash flow (FOCF) to about
EUR375 million in 2021, from about EUR225 million in 2020, which
stems from profitability gains and capital expenditure (capex)
normalization from the consolidation of ams with OSRAM.

"This deleveraging trend is supported by management's maximum
tolerance of reported net leverage of 2.0x, which corresponds to
adjusted leverage of about 2.5x. However, in the longer term we
believe that ams will continue its acquisitive strategy, start
paying dividends to its shareholders, or buy back shares, in
adherence with its stated financial policy.

"Furthermore, our rating assessment factors in potential volatility
in ams' credit ratios in the absence of a track record of stable
cash flow and credit metrics from ams and OSRAM over the business
cycle, exacerbated by the ongoing uncertainty and volatility in the
global economy.

"A delay in integrating OSRAM could diminish the group's
deleveraging prospects. Our rating factors in risks around the
turnaround of OSRAM's performance and its integration with ams,
which, in turn, could slow the deleveraging we forecast on a
consolidated basis. So far, we acknowledge ams' acquisitive track
record, successful integration of acquired businesses, and use of
their technologies and capabilities to generate additional revenue
streams." However, S&P believes that OSRAM could be more difficult
to integrate because of:

-- Its large size: OSRAM's revenue is more than twice that of
ams;

-- OSRAM's past difficulties when inventory buildup affected its
performance in 2018 and 2019, resulting in a weakening adjusted
EBITDA margin of 8%-13% and negative or break-even FOCF;

-- OSRAM's weakening revenues in 2020 spurred by the challenging
and volatile macroeconomic environment. The pandemic has weighed on
its performance with weaker demand and supply chain constraints
mainly affecting its auto and industrial divisions; and

-- The magnitude of the planned synergies, the ramp-up of which
depends on when the DPLTA is registered.

S&P said, "The negative outlook reflects our view that we could
lower the rating by one notch in the next 12 months if ams does not
deleverage as we expect. This could be the case if ams does not
sell some of OSRAM's noncore assets, or if the integration of OSRAM
diverges from our expectations.

"We could lower the rating should ams' S&P Global Ratings-adjusted
debt to EBITDA remain above 3.5x and FOCF to debt stay below 10% in
2021. This could result from management failing to optimize ams'
debt structure through the sale of OSRAM's noncore digital assets
in first-half 2021, as well as a slower integration and turnaround
of OSRAM's performance than we expect.

"We could revise the outlook to stable should ams successfully
deleverage, resulting in adjusted debt to EBITDA returning to less
than 3.5x and FOCF to debt exceeding 10% by 2021. This is
achievable through the sale of noncore assets, together with the
successful turnaround of OSRAM's performance and the
materialization of synergies in line with our base case."




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B U L G A R I A
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FIRST INVESTMENT: Fitch Publishes B LT IDR, Outlook Negative
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Fitch Ratings has published First Investment Bank (FIBank) a
Long-Term Issuer Default Rating (IDR) of 'B' with a Negative
Outlook and Viability Rating (VR) of 'b'.

The Negative Outlook reflects the downside risk to the bank's asset
quality, earnings and capital from the effects of the coronavirus
pandemic, which in its view exacerbate the bank's existing asset
quality challenges. The capital increase completed in 3Q20 has
deferred some of the imminent pressures on the bank's capital
position from its large stock of problem assets and risks coming
from the economic fallout of the coronavirus pandemic.

However, the size of the capital injection remains modest compared
with the prevailing asset quality problems and high capital
encumbrance by the unprovisioned part of impaired loans, while
broader risks to the bank's credit profile from the coronavirus
pandemic remain skewed to the downside. Fitch forecasts Bulgarian
GDP to contract by 5.7% this year before increasing by 4.4% in 2021
but downside risks to this forecast remain given the rising wave of
infections over the last few weeks.

KEY RATING DRIVERS

IDR and VR

FIBank's IDRs and VR reflect the bank's substantial asset quality
pressures, which are a result of a high stock of impaired loans and
repossessed assets. At end-1H20 the bank's consolidated impaired
loans (IFRS9 Stage 3 loans) accounted for 24.4% of gross loans,
while total provisioning remained modest at only about 33% of
impaired loans, reflecting high reliance on collateral. The bank's
impaired loans remain concentrated, impeding effective resolution
of legacy problem loans.

The bank's high stock of repossessed assets (accounting for 6.8% of
total assets at end-1H20) and investment property (largely
foreclosed assets) further weigh on the bank's overall asset
quality.

Additional risks to the bank's asset quality come from the effects
of the pandemic and are not yet captured in the bank's asset
quality metrics, mainly due to offered loan moratoria. Although
some early indicators for customers exiting moratoria point to
reasonable return to regular repayment, the majority of moratoria
expire in 4Q20 and will remain a source of higher credit risk in
the short term.

The bank's capital position temporarily improved with the capital
increase, which added about 2.7pp to the bank's consolidated common
equity Tier 1 (CET1) ratio reported at end-1H20. At end-1H20 the
bank's CET1 ratio was a reasonable 15.7%, or 18.4% if the capital
increase is included. However, the very high capital encumbrance by
the unprovisioned part of impaired loans remains a key drag on its
assessment. The unprovisioned part of impaired loans still
accounted for a high 83% of pro-forma consolidated CET1 capital at
end 1H20 post the capital increase, or 137% if repossessed assets
are included.

FIBank's profitability reflects the bank's high stock of non-income
producing assets and elevated cost of risk due to existing asset
quality challenges. Earnings had been improving gradually before
the pandemic, but downside risks to growth and asset quality
related to economic effects of coronavirus pandemic could weaken
profitability. FIBank reported a 0.9% operating profit-to-risk
weighted assets ratio in 1H20 but did not front load any losses
related to the weakening economic outlook. In its view, this only
postpones the need to increase provisioning, which would depress
the bank's already weak profitability.

FIBank's funding profile remains a relative rating strength. The
bank's funding profile is largely based on granular customer
deposits. The bank has been gradually reducing its reliance on more
expensive term deposits, while the funding base has remained
largely stable. The bank remains self-funded, as evidenced by its
stable and moderate gross loans to customer deposits ratio of 76%
at end-1H20. The liquidity position is reasonable and regulatory
liquidity ratios remain well above the minimum requirements

SUPPORT RATING AND SUPPORT RATING FLOOR

FIBank's Support Rating Floor (SRF) of 'No Floor' and Support
Rating (SR) of '5' express Fitch's opinion that although potential
sovereign support for the bank is possible, it cannot be relied
upon. This is underpinned by the EU's Bank Recovery and Resolution
Directive, transposed into Bulgarian legislation, which requires
senior creditors to participate in losses, if necessary, instead of
or ahead of a bank receiving sovereign support.

RATING SENSITIVITIES

IDRs and VR

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

  - Further weakening of FIBank's asset quality due to a rise in
bad debts not adequately provided for and without clear and
credible prospects for fast recovery. In particular, if the bank's
impaired loans ratio rises above 30%.

  - Deterioration of the bank's capital position due to asset
quality pressures or profitability challenges materialising. In
particular, if the bank's CET1 ratio falls below 15% or the
uncovered part of the bank's impaired loans exceeds its CET1
capital.

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

  - An upgrade is unlikely in the near term given the Negative
Outlook. If FIBank is able to withstand rating pressure arising
from the pandemic, an upgrade would be contingent on significant
progress in resolving the bank's problem loans, while maintaining
sound profitability and capital. In particular, this would require
credible resolution of problem loans with the impaired loans ratio
falling sustainably below 15% and raising coverage of impaired
loans closer to sector averages.

SR AND SRF

Domestic resolution legislation limits the potential for positive
rating action on the bank's SR and SRF.

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.



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C Y P R U S
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BANK OF CYPRUS: Moody's Affirms B3 Deposit Ratings, Outlook Pos.
----------------------------------------------------------------
Moody's Investors Service affirmed all ratings and assessments of
Bank of Cyprus Public Company Limited and Hellenic Bank Public
Company Ltd, including their long-term deposit ratings of B3. The
outlook on both banks' long-term deposit ratings remains positive.

The affirmation of the banks' ratings reflects their improved
funding and liquidity profiles, and strengthened capital levels
compared to a few years ago, counterbalanced by the downside risks
stemming from the negative effects of the Coronavirus on the
Cypriot economy.

The positive outlooks reflect Moody's expectations that the two
banks will be able to navigate the more challenging environment
while maintaining capital and liquidity buffers well above
regulatory minimums. While Moody's acknowledges that the relative
strengthening in the banks' solvency profiles is already placing
upward pressure on the ratings, in the context of their relatively
low levels, the coronavirus pandemic continues to lead to material
uncertainty.

The ratings could be upgraded in the coming quarters if the banks
maintain their strong capital and liquidity, the impact on asset
quality following the resumption of payments for loans currently
under a moratorium proves to be limited and the impact of the
coronavirus pandemic on the Cypriot economy is contained.

RATINGS RATIONALE

BANK OF CYPRUS

Bank of Cyprus B3 deposit ratings are driven by its caa1 Baseline
Credit Assessment (BCA) and a one-notch uplift that results from
the protection afforded to depositors from more loss-absorbing
junior securities.

The affirmation of Bank of Cyprus' ratings captures the bank's
strengthened deposit-based funding, liquidity and capital buffers,
that makes it well positioned to withstand the negative effects of
the current coronavirus pandemic. Bank of Cyprus reported a Common
Equity Tier 1 (CET1) capital ratio of 14.3% as of the end of June
2020, which is well above the bank's CET1 regulatory minimum of
9.7%. Bank of Cyprus' funding profile has gradually strengthened
since the banking crisis, with the improvement accelerating with
the bank's recent problem loan sale transactions. It is primarily
deposit funded, with low net loans-to-deposits of 60%, and liquid
assets approximately 34% of total assets as of June 2020.

The affirmation also acknowledges the more challenging operating
environment due to the pandemic, which the rating agency expects
will lead to higher problem loan formation and weaker recoveries
that will continue to strain the bank's asset quality,
profitability and capital despite its strengthened solvency
profile. Nonperforming exposure (NPEs), as per the European Banking
Authority, remain high at 22% of gross loans as of the end of June
2020, despite the drop following the NPE sale agreement.

The positive outlook on the long-term deposit ratings reflects
Moody's expectation that Bank of Cyprus will be able to navigate
the difficult environment, including higher problem loan formation
and elevated loan loss provisions, while maintaining capital and
liquidity buffers well above regulatory minimums. While Moody's
acknowledges that the relative strengthening in the bank's solvency
profile, following its potential NPE sale agreement, is already
placing upward pressure on the ratings in the context of their
relatively low levels, the coronavirus pandemic continues to lead
to material uncertainty.

HELLENIC BANK

Hellenic Bank's B3 deposit ratings capture its caa1 BCA, and a one
notch of uplift that results from the protection afforded to
depositors from more loss-absorbing junior securities.

The affirmation of Hellenic Bank's rating captures the bank's (1)
high capital buffers, with a Common Equity Tier 1 (CET1) capital
ratio of 19.8% as of June 2020, well above its 9.55% regulatory
minimum; (2) improved retail deposit-based funding structure and
high liquid assets at over 45% of assets; and (3) continued
profitability in its operations since 2018, supported by its
stronger retail franchise following its acquisition of the Cyprus
Cooperative Bank Ltd. The bank's current solvency and liquidity
profile provide it with strong buffers to withstand the negative
effects of the current coronavirus pandemic.

At the same time, the affirmation acknowledges the more challenging
operating environment due to the pandemic, that Moody's expects
will lead to higher problem loan formation and weaker recoveries.
Current conditions will likely continue to strain the bank's asset
quality and profitability. The bank still has a very high ratio of
NPEs/gross loans of 26.4%, or 19.5% if Moody's excludes loans
guaranteed by the government, as of June 2020.

The positive outlook on the long-term deposit ratings reflects
Moody's expectation that Hellenic Bank will be able to navigate the
difficult environment, including higher problem loan formation and
elevated loan loss provisions, while maintaining capital and
liquidity buffers well above regulatory minimums. While Moody's
acknowledges that the relative strengthening in the bank's solvency
profile is already placing upward pressure on the ratings, in the
context of their relatively low levels, the coronavirus pandemic
continues to lead to material uncertainty.

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

All of the banks' ratings could be upgraded if they manage to
maintain the improvements in their capital and liquidity metrics
while limiting any asset-quality and profitability deterioration
caused by the pandemic. The rating agency expects rating pressure
to build as it gets greater clarity on the potential impact on
asset quality following the resumption of loan payments for loans
currently under a payment moratorium and as the global coronavirus
pandemic comes closer to being controlled. Banks' deposit ratings
may also be upgraded following the buildup of larger
loss-absorption buffers following changes to, or Moody's
expectations of changes to, the banks' liability structure or if
the rating agency concludes that a lower portion of the banks'
liabilities are at a risk of loss in a resolution.

The positive outlook on the banks' deposit ratings may be changed
to stable if the rating agency expects the banks to experience a
significant weakening in their capital and overall solvency
profiles, possibly as a consequence of a prolonged economic
disruption because of the pandemic.

LIST OF AFFECTED RATINGS

Issuer: Bank of Cyprus Public Company Limited

Affirmations:

Adjusted Baseline Credit Assessment, Affirmed caa1

Baseline Credit Assessment, Affirmed caa1

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

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

Long-term Counterparty Risk Rating, Affirmed B1

Short-term Counterparty Risk Rating, Affirmed NP

Short-term Bank Deposits, Affirmed NP

Long-term Bank Deposits, Affirmed B3, Outlook Remains Positive

Senior Unsecured MTN Program (Foreign Currency), Affirmed (P)Caa2

Subordinate MTN Program (Local and Foreign Currency), Affirmed
(P)Caa2

Subordinate (Local Currency), Affirmed Caa2

Outlook Actions:

Outlook, Remains Positive

Issuer: Hellenic Bank Public Company Ltd

Affirmations:

Adjusted Baseline Credit Assessment, Affirmed caa1

Baseline Credit Assessment, Affirmed caa1

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

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

Long-term Counterparty Risk Rating, Affirmed B1

Short-term Counterparty Risk Rating, Affirmed NP

Long-term Bank Deposits, Affirmed B3, Outlook Remains Positive

Short-term Bank Deposits, Affirmed NP

Outlook Actions:

Outlook, Remains Positive

PRINCIPAL METHODOLOGY

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




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G E O R G I A
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GEORGIAN OIL: S&P Affirms 'BB-/B' ICRs on Refinancing
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S&P Global Ratings affirmed its 'BB-/B' issuer credit ratings on
Georgian Oil and Gas Corp. JSC (GOGC) and 'BB-' issue ratings on
its debt and removed them from negative CreditWatch, where S&P
placed them on March 24, 2020.

The new EBRD loan has removed the refinancing risk for GOGC.   In
September 2020 GOGC finalized an agreement with EBRD on a EUR217
million loan aimed to refinance its upcoming $250 million Eurobond
maturity in April 2021. Currently GOGC has no other external debt
except for this Eurobond. The refinancing will greatly improve
GOGC's maturity schedule because the EBRD loan will be amortized
until 2030. As of now, GOGC has also obtained a EUR30 million loan
from German development bank KfW to finance the construction of
underground gas storage in Georgia in 2020-2023, which is currently
undrawn. As a result, S&P now view GOGC's liquidity position as
adequate.

S&P thinks that the COVID-19 impact on GOGC will be manageable,
thanks to its electricity generation business.  Under its base
case, Gardabani-1 thermal power plant (TPP) will add about Georgian
lari (GEL) 100 million to EBITDA in 2020 and 2021 (which it sees at
GEL200 million-GEL220 million), while Gardabani-2 will contribute
GEL50 million in each of these years before rising to GEL80 million
in 2022 on the back of restored electricity demand in the country.

The investment contract for Gardabani-1 is not exposed to volume
risk because it is based on the return-on-investments principle,
which adds to the company's resilience during economic slowdown.

S&P said, "Currently, we think Gardabani-2 will operate with an
about 70% load factor in 2020 and 2021. We also note that, since
September, the power station has been operating at nearly full
capacity in tandem with the uptick of economic activity in the
country.

"As a result, we think the company will have adequate credit
metrics for the rating in 2020-2021, with funds from operations
(FFO) to debt of slightly above 20% and debt to EBITDA of about
4.0x (both on a gross basis)." This view is underpinned by
supportive results for the first half of 2020, despite the
lockdown, with revolving 12 months' EBITDA of GEL208 million
(GEL195 million in 2019) and FFO to debt of 22% (20% in 2019).

GOGC faces two large investment projects ahead.  GOGC has a good
track record of constructing new power stations, on time and on
budget, the 230 megawatt (MW) Gardabani- 1 and -2 gas-fired TPPs as
examples. Both power plants operate under favorable investment
contracts, which have guaranteed U.S.-dollar-denominated returns on
investments (Gardabani-1) or tariffs (Gardabani-2).

S&P said, "We understand that GOGC is considering construction of a
third gas-fired unit, mirroring the terms and specifications of
Gardabani-2. In our base-case, Gardabani-3 will start adding about
GEL80 million to EBITDA from 2024. The plant will be funded by
operating cash flows.

"The second project is the $250 million-$280 million underground
gas storage facility, for which GOGC has secured a part of
financing with a EUR30 million loan from KfW. We assume that,
because of this investment, GOGC will have strongly negative free
operating cash flow of about GEL100 million-GEL150 million annually
in 2021-2023. As we understand, to mitigate this, GOGC intends not
to pay dividends from 2021 (GEL48 million will be paid in 2020)."

The stable outlook on GOGC reflects that on the sovereign. It takes
into account S&P's view of:

-- The very high likelihood of state support to the company;

-- The fact that financing for its major upcoming investment
projects and maturities has already been secured;

-- GOGC's relatively stable earnings and cash flows from the
electricity generation segment; and

-- Its ability to maintain adequate liquidity.

S&P said, "We balance these factors against the risks related to
the sizable investment budget, potential cost overruns, weak social
gas prices in Georgia, and volatile gas trading margins.

"In 2020-2021, we anticipate debt to EBITDA will be about 4x and
FFO to debt will be 20%-25% (all ratios are on a gross basis). We
think the metrics have been supported by the launch of Gardabani-2
in early 2020, but we do not project its full contribution in 2020,
given the pandemic and weaker electricity demand in the country.

"We could lower our rating on GOGC if we were to downgrade
Georgia.

"Pressure on the rating might also arise if we were to revise our
assessment of the company's stand-alone credit profile (SACP) to
'b-' from the current 'b+'." Although S&P sees that as unlikely at
this stage, this could occur if:

-- The company's debt to EBITDA was sustainably and consistently
above 4x, with no prospects of recovery in the short term. This
could happen, for example, if there were significant cost overruns
related to Gardabani-3 or the underground gas storage construction,
higher dividend pressure (we currently expect no payout from 2021),
and a continued compression of gas trading margins.

-- There was a significant unfavorable change in the existing gas
purchase and sale framework, changes to the operational framework
of Gardabani-1 and -2, or government pressure to provide
significant support to other government-related entities.

-- Assuming an unchanged sovereign rating, S&P sees an upgrade of
GOGC as unlikely because it would require a two-notch upgrade of
the SACP. S&P thinks the possibility of this is remote in the next
two years, given the company's large investment program.




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G E R M A N Y
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OQ CHEMICALS: S&P Lowers LongTerm ICR to 'B-', Outlook Stable
-------------------------------------------------------------
S&P Global Ratings lowered its ratings, including its long-term
issuer credit rating, on OQ Chemicals International Holding GmbH
(OQ Chemicals) to 'B-' from 'B', given that they are capped by the
OQ group's credit quality.

The downgrade is solely because of OQ's weaker group
creditworthiness following the lower sovereign rating.  S&P Global
Ratings recently lowered its long-term sovereign credit rating on
Oman to 'B+' from 'BB-'. This results in weaker credit quality for
OQ Chemicals' parent company, OQ S.A.O.C. (previously Oman Oil
Co.), which is wholly owned by the government of Oman. Following
OQ's merger with Oman Oil Refineries and Petroleum Industries Co.
(ORPIC) in 2019, it became a vertically integrated national oil and
gas company, covering the entire hydrocarbon value chain. Although
the ORPIC consolidation results in a significant expansion of OQ's
asset and revenue base, as well as stronger diversification toward
downstream activities, it also considerably increases the group's
leverage. S&P said, "Furthermore, we expect the material decline in
oil prices this year and the COVID-19 pandemic to lower market
demand, hampering OQ's operating performance in 2020. Although we
anticipate a swift recovery in 2021, OQ's leverage is likely to
remain elevated due to ongoing negative free operating cash flow
(FOCF) stemming from ambitious growth targets and significant
capital requirements. We continue to consider OQ Chemicals as a
moderately strategic subsidiary and strategic investment of OQ. As
a result, we cap our rating on the company at the group credit
profile."

S&P said, "We expect no change in OQ Chemicals' stand-alone credit
quality, which is now stronger than that of the OQ group.   In line
with our previous expectations, the effects of the pandemic and
resulting recession are weighing on the operating performance of OQ
Chemicals. It has a relatively high exposure to the eurozone and
the U.S., as well as to cyclical industries like construction and
automotive, which are suffering from declining demand this year. In
addition, a technical disruption at its supplier's gas plant in the
first quarter this year resulted in a production setback and
one-off EBITDA loss. As a result, leverage is likely to peak this
year, but we expect moderate deleveraging from 2021. In our
base-case scenario, we assume a 5%-15% decline in the group's
volumes in 2020, with adjusted EBITDA down by 20%-25% to EUR125
million-EUR135 million, followed by a gradual recovery in
2021-2022. In our base-case scenario, we expect OQ Chemicals'
adjusted debt to EBITDA to weaken to 7.0x-7.5x this year from 5.8x
in 2019. We expect its leverage to recover to below 6.5x by the end
of next year, thanks to higher volumes as demand gradually picks up
and EBITDA increases, assuming no further operational disruptions.

"Cash flow will remain positive, despite weaker earnings and rising
investment in new production capacity.  We believe FOCF will be
lower in 2020-2021, but remain positive, with growth potential from
2022. We expect FOCF will fall to EUR5 million-EUR10 million in
2020, from almost EUR35 million in 2019, due to the decline in
EBITDA. We expect the company will postpone its sizable investment
plan this year to preserve FOCF and liquidity. OQ Chemicals has
planned higher capital expenditure (capex) of about EUR80 million
due to larger investment in a new carboxylic acids production plant
in Germany. However, the company is committed to cutting
non-essential capex by about 20% this year to preserve FOCF and
liquidity under current challenging market conditions. Growth capex
should peak in 2021, with FOCF falling to below EUR10 millionbefore
strengthening again once capex returns to more normal levels of
EUR55 million-EUR65 million from 2022.

"We expect OQ Chemicals' management and shareholder will maintain a
supportive financial policy.   We understand the key focus of the
company's financial strategy on deleveraging has not changed. It
aims to achieve reported leverage below 3.25x in the medium-to-long
term compared with about 4.8x at year-end 2019, and generate stable
free cash flow to support growth. We expect OQ Chemicals will
remain disciplined regarding its capex program and do not foresee
any major shareholder distribution in the next few years.

"The rating on OQ Chemicals is constrained by our assessment of OQ
group's credit quality. The stable outlook reflects our view that
the group credit profile will be stable in the next 12 months, in
line with the stable outlook on Oman and our assessment that OQ
Chemicals' stand-alone credit quality is stronger than the OQ
group's creditworthiness. We view downside risks related to a
further downgrade of the sovereign rating as remote.

"We view downgrade risks as remote in the next 12 months. We could
lower the rating if OQ Chemicals' stand-alone credit quality were
to materially deteriorate, for example due to continuously negative
cash flow that would lead to stress on liquidity.

"We also view an upgrade as unlikely in the next 12 months. We
could raise the rating if OQ's group credit quality were to improve
due, for example, to an upgrade of Oman, or a quick rebound in OQ's
performance resulting in a swift deleveraging and at least neutral
FOCF."




===========
G R E E C E
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ATHENS CITY: Moody's Upgrades Issuer Ratings to Ba3, Outlook Stable
-------------------------------------------------------------------
Moody's Public Sector Europe upgraded City of Athens' local and
foreign currency long-term issuer ratings to Ba3 from B1 and
maintained the stable outlook.

This rating action follows Moody's decision to upgrade the Greek
government rating to Ba3 from B1 on November 6, 2020.

RATINGS RATIONALE

The decision to upgrade the City of Athens' issuer ratings reflects
its close operational and financial linkages with the central
government as well as the expectation of continued strong intrinsic
strengths of Athens. In Moody's opinion the improvement in Greece's
sovereign credit profile, captured by the rating action on the
sovereign rating, indicates a reduction in the systemic risk to
which the City of Athens is exposed. While acknowledging that
Greece and Athens are currently negatively impacted by the
coronavirus outbreak, Moody's considers that long-term improvements
started before the pandemic provide resilience to the shock.

Moody's expects Athens to benefit from the improved credit
conditions of the sovereign given the city's key role as the
country's economic and financial hub. Notwithstanding the
significant economic contraction resulting from the
coronavirus-induced shock, stronger national investment prospects
will support the recovery and materially improve its medium-term
growth outlook. As around 35% of the city's operating revenues are
comprised of taxes and tariffs that are highly sensitive to the
local economic conditions, the city's revenues will benefit from
the strengthened macroeconomic conditions of Greece. Also, the
improved sovereign fiscal position should translate to greater
predictability of government transfers to Athens, which account for
an additional 30% of Athens' operating revenue, thus lowering the
risk surrounding the city's revenue projections and facilitating
the achievement of fiscal targets. Better governance and continued
digitization of the public administration will have direct positive
implications for revenue growth in the medium term, particularly in
terms of tax collection.

The City of Athens' self-imposed fiscal discipline and controlled
spending was key in the city's positive performance over the past
years in face of a challenging economic environment in Greece. The
city recorded operating surpluses averaging 5% of its operating
revenues over the 2017-2019 period. Moody's expects any shortfall
in the city's operating revenue stemming from the
coronavirus-induced fiscal pressure to be largely contained in
2020-21 and to be mitigated by additional central government
transfers. As such, Athens is expected to continue to record
positive operating outcomes in the range of 2-3%.

Moody's notes that the city has satisfactorily managed its cash
flow and gradually reduced its debt burden over the past few years.
Athens expects its debt stock to amount EUR84 million as at YE2020,
representing a low 25% of its projected operating revenue, down
from 29% in 2019. The debt stock will continue to decrease, and
Moody's expects the city to post a direct debt-to-operating ratio
of around 23% at YE2021. Athens' debt service is manageable,
representing 5.4% of total revenue projected in 2020. The city also
posts an improved cash position, covering 4.7x its annual debt
service.

Moody's expects Athens to gradually increase its capital
expenditure in line with its investment programme (ITI Plan).
However, the city has already secured the necessary debt financing
with the European Investment Bank (EIB, Aaa stable). Moreover, the
city stands to receive additional central government funds to boost
investment, given that Greece will be the largest euro area
beneficiary relative to GDP of EU recovery funds. Funds absorption
capacity remains, however, moderate due to developing investment
management.

RATIONALE FOR STABLE OUTLOOK

The stable outlook on the rating reflects Moody's expectations of
continued positive financial performances of the City of Athens,
supported by the stable outlook on the sovereign credit profile. It
also reflects Moody's opinion that the debt burden will remain at
low levels and liquidity levels will be adequate.

Athens' rating incorporates a baseline credit assessment (BCA) of
ba3, which has been upgraded from b1, and a low likelihood of
extraordinary support from the government of Greece (Ba3 stable).

The specific economic indicators, as required by EU regulation, are
not available for City of Athens. The following national economic
indicators are relevant to the sovereign rating, which was used as
an input to this credit rating action.

Sovereign Issuer: Greece, Government of

GDP per capita (PPP basis, US$): 31,572 (2019 Actual) (also known
as Per Capita Income)

Real GDP growth (% change): 1.9% (2019 Actual) (also known as GDP
Growth)

Inflation Rate (CPI, % change Dec/Dec): 1.1% (2019 Actual)

Gen. Gov. Financial Balance/GDP: 1.5% (2019 Actual) (also known as
Fiscal Balance)

Current Account Balance/GDP: -1.5% (2019 Actual) (also known as
External Balance)

External debt/GDP: [not available]

Economic resiliency: ba1

Default history: At least one default event (on bonds and/or loans)
has been recorded since 1983.

SUMMARY OF MINUTES FROM RATING COMMITTEE

On November 05, 2020, a rating committee was called to discuss the
rating of the City of Athens. The main points raised during the
discussion were: the issuer's economic fundamentals, including its
economic strength: have not materially changed; the issuer's
institutional strength/framework: have not materially changed; the
issuer's governance and/or management: have not materially changed;
the issuer's fiscal or financial strength, including its debt
profile: has not materially changed; the systemic risk in which the
issuer operates: has materially decreased.

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

Given Athens is rated at the same level as the sovereign, an
upgrade of Athens' rating would require a similar change in
Greece's sovereign rating, in addition to a continuation of solid
budgetary performance, adequate liquidity position and moderate
debt levels.

Similarly, a deterioration of the sovereign credit strength would
apply downward pressure on Athens' rating given the close financial
and operational linkages between the two. Fiscal slippage or the
emergence of significant liquidity risks would also exert downward
pressure on the rating.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Environmental considerations are not material to Athens ratings.
Its main environmental risk exposures relate to heat waves,
droughts and wildfires, however the city is currently planning and
implementing long-term investments, and the central government
would provide support.

Social considerations are material to the City of Athens. The most
relevant social factors relate to the impact of an ageing
population and significant emigration on labour supply and
potential growth. Moody's also regards the coronavirus pandemic as
a social risk and, for the City of Athens, the impact of the
pandemic transmits mainly through lower tax revenues and other
local operating revenues.

Governance considerations are material to the City of Athens.
Athens has improved the management of its accounts through credible
policies over the last few years and its budgeting process is
prudent. The city delivers documents in a timely manner; accuracy
and detail of information are largely complete; and the level of
data transparency is satisfactory. The management is committed to
preserve debt affordability by maintaining fiscal discipline and a
favorable debt structure of amortising bank loans.

The principal methodology used in these ratings was Regional and
Local Governments published in January 2018.




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I R E L A N D
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CAIRN CLO X: Fitch Affirms B-sf Rating on Class F Certs
-------------------------------------------------------
Fitch Ratings has affirmed Cairn CLO X BV. The class E notes have
been removed from Rating Watch Negative and are assigned a Negative
Outlook. The class D and F notes remain on Negative Outlook.

RATING ACTIONS

Cairn CLO X B.V.

Class A XS1880992208; LT AAAsf Affirmed; previously AAAsf

Class B-1 XS1880992547; LT AAsf Affirmed; previously AAsf

Class B-2 XS1880990764; LT AAsf Affirmed; previously AAsf

Class C-1 XS1880993354; LT Asf Affirmed; previously Asf

Class C-2 XS1880991655; LT Asf Affirmed; previously Asf

Class D XS1880993941; LT BBBsf Affirmed; previously BBBsf

Class E XS1880994246; LT BBsf Affirmed; previously BBsf

Class F XS1880994329; LT B-sf Affirmed; previously B-sf

TRANSACTION SUMMARY

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

KEY RATING DRIVERS

Asset Performance Stable

The transaction is still in its reinvestment period and the
portfolio is actively managed by the collateral manager. The
transaction is above par by 11bp as of the latest investor report
dated October 2, 2020. All portfolio profile tests and coverage
tests are passing. All collateral quality tests are passing other
than another agencies and Fitch's weighted average rating factor
(WARF) test (34.5 versus a maximum Fitch WARF of 34). The
transaction had EUR1.9 million in defaulted assets as of the same
report. Exposure to assets with a Fitch-derived rating (FDR) of
'CCC+' and below is 5.41% excluding unrated assets and 6.22%
including the unrated assets.

Negative Outlooks Reflect Coronavirus Stress

The Negative Outlooks reflect the results of a sensitivity analysis
Fitch ran in light of the coronavirus pandemic. For the sensitivity
analysis Fitch notched down the ratings for all assets with
corporate issuers with a Negative Outlook (28.6% of the portfolio)
regardless of sector and ran the cash flow analysis based on a
stable interest-rate scenario. The class D note have a limited
default cushion and the E and F notes have shortfalls under this
cash flow analysis. Despite the material shortfall for the class E
notes, Fitch expects negative credit migration in the portfolio to
slow due to stabilising asset performance, making a downgrade less
likely in the short-term. This is reflected in the removal of the
RWN.

The Negative Outlooks reflect the risk of credit deterioration over
the medium term due to the economic fallout from the pandemic.

The Stable Outlook on the remaining tranches reflects the
respective tranche's rating resilience under the coronavirus
baseline sensitivity analysis with a cushion.

'B'/'B-' Portfolio

Fitch assesses the average credit quality of the obligors in the
'B'/'B-' category. The Fitch WARF calculated by both the agency and
the trustee of the current portfolio is 34.5 (assuming unrated
assets are 'CCC') above the maximum covenant of 34. The Fitch WARF
would increase by 2.87 after applying the coronavirus stress.

High Recovery Expectations

Senior secured obligations comprise 99% of the portfolio. Fitch
views the recovery prospects for these assets as more favourable
than for second-lien, unsecured and mezzanine assets.

Portfolio Well-Diversified

The portfolio is well-diversified across obligors, countries and
industries. The top-10 obligor concentration is 15.7%, and no
obligor represents more than 2.4% of the portfolio balance.

RATING SENSITIVITIES

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

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

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

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

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

Coronavirus Downside Sensitivity

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

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

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

DATA ADEQUACY

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

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


JUBILEE CLO 2017-XVIII: Fitch Affirms B-sf Rating on Cl. F Notes
----------------------------------------------------------------
Fitch Ratings has affirmed Jubilee CLO 2017-XVIII B.V. and Jubilee
CLO 2018-XXI. The ratings of class E and F notes of both
transactions are off Rating Watch Negative (RWN) and assigned
Negative Outlooks.

RATING ACTIONS

Jubilee CLO 2017-XVIII B.V.

Class A XS1619572164; LT AAAsf Affirmed; previously AAAsf

Class B XS1619572917; LT AAsf Affirmed; previously AAsf

Class C XS1619573568; LT Asf Affirmed; previously Asf

Class D XS1619574376; LT BBBsf Affirmed; previously BBBsf

Class E XS1619574962; LT BBsf Affirmed; previously BBsf

Class F XS1619575183; LT B-sf Affirmed; previously B-sf

Jubilee CLO 2018-XXI B.V.

Class A XS1897607955; LT AAAsf Affirmed; previously AAAsf

Class B1 XS1897609142; LT AAsf Affirmed; previously AAsf

Class B2 XS1897612286; LT AAsf Affirmed; previously AAsf

Class C1 XS1897612799; LT Asf Affirmed; previously Asf

Class C2 XS1902186607; LT Asf Affirmed; previously Asf

Class D XS1897614498; LT BBB-sf Affirmed; previously BBB-sf

Class E XS1897616865; LT BB-sf Affirmed; previously BB-sf

Class F XS1897617087; LT B-sf Affirmed; previously B-sf

TRANSACTION SUMMARY

Both are cash flow CLOs mostly comprising senior secured
obligations. Both transactions are in the reinvestment period and
the portfolios are actively managed by the asset manager.

KEY RATING DRIVERS

Negative Outlooks Reflect Coronavirus Stress

The rating actions are a result of a sensitivity analysis Fitch ran
in light of the coronavirus pandemic. For the sensitivity analysis
Fitch notched down the ratings for all assets with corporate
issuers with a Negative Outlook (35-37% of the portfolios)
regardless of sector and ran the cash flow analysis based on a
stable interest-rate scenario.

The class D, E and F notes either display a small cushion or mostly
have shortfalls under this cash flow model analysis. Stablising
portfolio performance means negative credit migration is likely to
slow, making downgrades on the bottom two tranches as less likely
in the short term. The Negative Outlook, however, reflects the risk
of credit deterioration over the medium term due to the economic
fallout from the pandemic.

The Stable Outlook on the remaining tranches reflects the rating
resilience under the coronavirus baseline sensitivity analysis with
a cushion.

Model-Implied Rating (MIR) Deviation

The ratings of the class E and F notes of Jubilee 2018-XXI are one
notch higher than their MIRs, since the moderate shortfall in the
current portfolio analysis is driven only by the back-loaded
default timing scenario, which is not its base case. Both notes
would have passed the current ratings in the analysis if the
default timing is switched to four years when the portfolio's
weighted average life (WAL) is at or below 4.75 years, versus 4.8
years. The rating of the class F notes also deviates from the MIR
as credit enhancement still provides a safety margin to the notes.
The MIR 'CCCsf' means default is a real possibility, which is not
the case for the class F notes.

Portfolio Quality Stabilising

The portfolio's weighted average rating factor (WARF) has decreased
by about one point each for both transactions since July 2020 per
Fitch calculation, as a result of the active portfolio management
and upgrade of assets post-restructuring. Jubilee 2017-XVIII is
mildly below par while 2018-XXI is slightly below par. All tests
including the coverage tests are passing, except the Fitch WARF
test and the 'CCC' limit. In the case of Jubilee 2017-XVIII, the
Fitch WARR test is also failing.

The portfolio's average credit quality is 'B'/'B-'. Per Fitch
calculation, the portfolio's WARF is 36 and 35.5 respectively for
Jubilee 2017-XVIII and 2018-XXI, and would increase by 3.7 and 3.5
points respectively in the coronavirus sensitivity analysis. Assets
with a Fitch-derived rating (FDR) on Outlook Negative is at 37% and
35% of the portfolio balance for the respective transactions.
Assets with a FDR in the 'CCC' category or below (including unrated
assets and excluding assets with Fitch rating of 'D') are 12% and
10% in Jubilee 2017-XVIII and 2018-XXI, respectively. If excluding
unrated assets, such exposure will reduce by 1.9% and 2.6%
respectively.

The portfolio is reasonably diversified with the top 10 obligors
and the largest obligor, as well as the industry exposure within
the limits per the portfolio profile tests. Semi-annual paying
obligations represent 32%-36% of the portfolio balance in both
transactions.

High Recovery Expectations

Majority of the portfolios comprise senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch weighted average recovery rate (WARR) of the current
portfolio based on the latest criteria is 63.6% and 63.8%
respectively for Jubilee 2017-XVIII and 2018-XXI. However, based on
the documentation, both portfolios would have a higher WARR and
therefore the Fitch WARR test would have passed for Jubilee
2018-XXI in the investor report. For its rating analysis, Fitch
applied the latest criteria.

RATING SENSITIVITIES

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

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

After the end of the reinvestment period, upgrades may occur in
case of better-than-initially expected portfolio credit quality and
deal performance, leading to higher credit enhancement for the
notes and excess spread available to cover for losses in the
remaining portfolio.

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

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

Coronavirus Downside Sensitivity

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

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

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

DATA ADEQUACY

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

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


JUBILEE PLACE 2020-1: S&P Assigns Prelim. B- Rating on X Notes
--------------------------------------------------------------
S&P Global Ratings assigned preliminary ratings to Jubilee Place
2020-1 B.V.'s (Jubilee Place 2020-1's) class A notes and class
B-Dfrd to X-Dfrd interest deferrable notes.

S&P's ratings address timely receipt of interest and ultimate
repayment of principal on the class A notes, and the ultimate
payment of interest and principal on the other rated notes.

Jubilee Place 2020-1 is a static RMBS transaction that securitizes
a portfolio comprising EUR212.9 million of buy-to-let (BTL)
mortgage loans secured on properties located in the Netherlands.
The loans in the pool were originated by DNL 1 B.V. (DNL; 25.15%;
trading as Tulp), Dutch Mortgage Services B.V. (DMS; 58.24%;
trading as Nestr), and Community Hypotheken B.V. (Community;
16.60%; trading as Casarion).

All three originators are new lenders in the Dutch BTL market, with
a very limited track record. However, the key characteristics and
performance to date of their mortgage books are similar with peers.
Moreover, Citibank N.A., London Branch, maintains significant
oversight in operations, and due diligence is conducted by an
external company, Fortrum, which completes an underwriting audit of
all the loans for each lender before a binding mortgage offer can
be issued.

At closing, the issuer will use the issuance proceeds to purchase
the full beneficial interest in the mortgage loans from the seller.
The issuer will grant security over all its assets in favor of the
security trustee.

Of the preliminary pool, no loans have been granted payment
holidays due to COVID-19.

Citibank will retain an economic interest in the transaction in the
form of a vertical risk retention (VRR) loan note accounting for 5%
of the pool balance at closing. The remaining 95% of the pool will
be funded through the proceeds of the mortgage-backed rated notes.

S&P considers the collateral to be prime, based on the originators'
conservative lending criteria, and the absence of loans in arrears
in the securitized pool.

Credit enhancement for the rated notes will consist of
subordination from the closing date and overcollateralization
following the step-up date, which will result from the release of
the liquidity reserve excess amount to the principal priority of
payments.

The class A notes will benefit from liquidity support in the form
of a liquidity reserve, and the class A and B-Dfrd through E-Dfrd
notes will benefit from the ability of principal to be used to pay
interest, provided that, in the case of the class B-Dfrd to E-Dfrd
notes, they are the most senior class outstanding.

S&P said, "There are no rating constraints in the transaction under
our counterparty, operational risk, or structured finance sovereign
risk criteria. We consider the issuer to be bankruptcy remote."

  Ratings Assigned

  Class     Prelim. rating   Class size (%)*
  A         AAA (sf)         87.25
  B-Dfrd    AA+ (sf)          5.50
  C-Dfrd    AA- (sf)          3.50
  D-Dfrd    A- (sf)           2.25
  E-Dfrd    BB (sf)           1.50
  X-Dfrd    B- (sf)           4.25
  S1        NR                 N/A
  S2        NR                 N/A
  R         NR                 N/A

*As a percentage of 95% of the pool for the class A to X-Dfrd
notes.
NR--Not rated.
N/A--Not applicable.


PEARL FINANCE 2020: S&P Assigns BB- Rating on Class E Notes
-----------------------------------------------------------
S&P Global Ratings has assigned credit ratings to Pearl Finance
2020 DAC's class A1, A2, B, C, D, and E notes. S&P's ratings on the
notes reflect its evaluation of the underlying real estate
collateral.

The transaction is backed by one senior loan, which is secured on a
pan-European portfolio of 61 light industrial and warehouse assets
in six European jurisdictions. The portfolio comprises 644,346
square meters of accommodation and is valued at EUR560.1 million as
of July 2020. The current loan-to-value ratio is 59.9% for the
securitized debt.

The two-year loan (with three one-year extension options) is
interest-only and while it includes cash trap covenants, there are
no default covenants prior to a permitted change of control.

The loan proceeds will be used in order to refinance the borrowers'
existing indebtedness. Furthermore, payments due under the loan
facility agreement primarily fund the issuer's interest and
principal payments due under the notes.

As part of EU and U.S. risk retention requirements, the issuer and
the issuer lender (Bank of America Europe DAC) will enter into a
EUR16.8 million (representing 5% of the securitized senior loan)
issuer loan agreement, which ranks pari passu to each class of
notes. The issuer lender will advance the issuer loan to the issuer
on the closing date. The issuer will apply the issuer loan proceeds
as partial consideration for the purchase of the securitized senior
loan from the loan seller.

S&P's ratings address Pearl Finance 2020's ability to meet timely
interest payments and of principal repayment no later than the
legal final maturity in November 2032. S&P's ratings on the notes
reflect its assessment of the underlying loan's credit, cash flow,
and legal characteristics, and an analysis of the transaction's
counterparty and operational risks.

  Ratings List

  Class   Rating      Amount
                    (mil. EUR)
  A1      AAA (sf)    158.5
  A2      AA+ (sf)     21.0
  B       AA- (sf)     32.5
  C       A- (sf)      40.4
  D       BBB- (sf)    34.2
  E       BB- (sf)     32.0


ST. PAUL'S II: Fitch Affirms B-sf Rating on Class F-RR Debt
-----------------------------------------------------------
Fitch Ratings has affirmed six tranches of St. Paul's CLO II DAC
and maintained one tranche on Rating Watch Negative (RWN). The
class E and F notes have been removed from RWN.

RATING ACTIONS

St. Paul's CLO II DAC

Class A-RRR XS2052176224; LT AAAsf Affirmed; previously AAAsf

Class B-RRR XS2052176901; LT AAsf Affirmed; previously AAsf

Class C-RRR XS2052177461; LT Asf Affirmed; previously Asf

Class D-RRR XS2052178352; LT BBBsf Rating Watch Maintained;
previously BBBsf

Class E-RRR XS2052179087; LT BB-sf Affirmed; previously BB-sf

Class F-RRR XS2052179756; LT B-sf Affirmed; previously B-sf

Class X XS2052179830; LT AAAsf Affirmed; previously AAAsf

TRANSACTION SUMMARY

This is a cash flow CLOs mostly comprising senior secured
obligations. The transactions are within its reinvestment period
and is actively managed by its collateral manager.

KEY RATING DRIVERS

Asset Performance Stable: The transaction is still in its
reinvestment period and the portfolio is actively managed by the
collateral manager. Asset performance has been stable since the
last review in July 2020. The transaction is above par by 3bp as of
the latest investor report available. All coverage tests are
passing. All portfolio profile tests are passing except for another
agencies and Fitch's 'CCC' test. All collateral quality tests are
passing apart from Fitch's weighted average rating factor (WARF)
test (36.18 versus a minimum Fitch WARF of 35.00). The transaction
has EUR2.0 million in defaulted assets. Exposure to assets with a
Fitch-derived rating of 'CCC+' and below is 13.36% excluding
unrated assets and 13.77% including the unrated assets.

Negative Outlooks Based on Coronavirus Stress: The Negative
Outlooks on the C, E and F tranches and RWN on the D tranche are
the result of a sensitivity analysis Fitch ran in light of the
coronavirus pandemic. For the sensitivity analysis Fitch notched
down the ratings for all assets with corporate issuers with a
Negative Outlook (27.9% of the portfolio) regardless of sector and
ran the cash flow analysis based on the stable interest rate
scenario. The class C notes have a limited default cushion and the
class D, E and F notes have shortfalls under this cash flow model
run. The Negative Outlooks reflect the risk of credit deterioration
due to the economic fallout from the pandemic.

The class E and F notes have been removed from RWN and assigned
Negative Outlooks. The shortfalls are still material for these
classes but Fitch considers the portfolio's negative credit
migration likely to slow and category-level downgrades on these
tranches as less likely in the short term.

The Stable Outlook on the remaining tranches reflects the fact that
their ratings show resilience under the coronavirus baseline
sensitivity analysis with a cushion.

Junior Tranches Above Model-Implied Ratings: The ratings on the
class D, E and F notes are one notch above the model-implied
ratings. However, Fitch has affirmed these ratings and deviated
from the model as the shortfalls for these tranches were driven by
the back-loaded default timing scenario. Moreover, for the class E
and F notes, the shortfalls are marginal for a category-level
downgrade and for class F, the limited margin of safety available
is more in line with a 'B-' rating definition.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the obligors to be in the 'B'/'B-' category. The Fitch WARF
calculated by Fitch of the current portfolio (assuming unrated
assets are 'CCC') is 36.56 and by the trustee is 36.18, above the
maximum covenant of 35.00. The Fitch WARF would increase by 2.55
after applying the coronavirus stress.

High Recovery Expectations: Of the portfolio, 99.4% comprises
senior secured obligations. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets.

Portfolio Well Diversified: The portfolio is well diversified
across obligors, countries and industries. The top 10 obligor
concentration is 15.8%, and no obligor represents more than 2.0% of
the portfolio balance.

RATING SENSITIVITIES

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

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

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

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

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

Coronavirus Downside Sensitivity

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

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

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

DATA ADEQUACY

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

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




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

BCC NPL 2018-2: DBRS Lowers Class A Notes Rating to BB(high)
------------------------------------------------------------
DBRS Ratings Limited downgraded its rating of the Class A Notes
issued by BCC NPLs 2018-2 S.r.l. (the Issuer) to BB (high) (sf)
from BBB (low) (sf), confirmed the CCC (sf) rating of the Class B
Notes, and assigned a Negative trend to the ratings. This concludes
the review initiated on May 8, 2020 and maintained on August 6,
2020 where DBRS Morningstar placed the ratings Under Review with
Negative Implications.

The transaction involved the issuance of Class A, Class B, and
Class J notes (collectively, the Notes). The rating assigned to the
Class A Notes addresses the timely payment of interest and ultimate
payment of principal on or before its final maturity date in July
2042. The rating assigned to the Class B Notes addresses the
ultimate payment of both interest and principal. DBRS Morningstar
does not rate the Class J Notes.

At issuance, the Notes were backed by a EUR 2 billion portfolio by
gross book value consisting of a mixed pool of Italian
nonperforming residential mortgage loans, commercial mortgage loans
and unsecured loans originated by a pool of 73 Italian banks. The
receivables are serviced by Italfondiario S.p.A. (Italfondiario or
the servicer).

RATING RATIONALE

The rating actions follow a review of the transaction and are based
on the following analytical considerations:

-- The transaction's performance: assessment of portfolio
recoveries as of 30 September 2020, focusing on: (1) a comparison
between actual collections and the servicers' initial business plan
forecasts; (2) the collection performance observed over the past
nine months, including the period following the outbreak of the
Coronavirus Disease (COVID-19); and (3) a comparison between the
current performance and DBRS Morningstar's expectations.

-- DBRS Morningstar has not received an updated business plan
since issuance.

-- Portfolio characteristics: loan pool composition as of 30
September 2020 and evolution of its core features since issuance.

-- The transaction's liquidating structure: the order of priority
entails a fully sequential amortization of the notes (i.e., the
Class B Notes will begin to amortize following the full repayment
of the Class A Notes, and the Class J Notes will amortize following
the repayment of the Class B Notes).

-- Performance ratios and underperformance events: as per the most
recent July 2020 payment report, the cumulative collection ratio is
75.2% and the net present value cumulative profitability ratio is
154.1%. The 80% trigger has been breached for the cumulative
collection ratio, but not for the net present value cumulative
profitability ratio.

-- Liquidity support: the transaction benefits from an amortizing
cash reserve providing liquidity to the structure and covering
against potential interest shortfall on the Class A Notes. The cash
reserve, which has a target amount equal to 3% of the Class A Notes
principal outstanding balance, is currently fully funded.

According to the latest July 2020 investor report, the principal
amounts outstanding of the Class A, Class B, and Class J notes were
equal to EUR 443.6 million, EUR 60.1 million, and EUR 20.0 million,
respectively. The balance of the Class A Notes has amortized by
approximately 7.2% since issuance.

As of June 30, 2020, the transaction was underperforming by 23%
compared with the servicers' initial expectations. The actual
cumulative gross collections equaled EUR 71.3 million in June 2020,
whereas the servicers' initial business plans estimated cumulative
gross collections of EUR 93.1 million for the same period. At
issuance, DBRS Morningstar estimated cumulative gross collections
of EUR 74.8 million for the same period in the BBB (low) (sf)
stressed scenario. Therefore, as of June 2020, the transaction is
performing below DBRS Morningstar's initial stressed expectations
by 4.7%.

DBRS Morningstar has not received a revised business plan since
issuance.

Without including actual prior collections, the servicer's expected
future collections from July 2020 now account for EUR 737.5
million. The updated DBRS Morningstar BB (high) (sf) rating stress
assumes a haircut of 17.2% to the servicers' initial business plans
adjusted for actual collections, considering future expected
collections.

In its rating review, DBRS Morningstar used the Italian residential
market value decline (MVD) rates outlined in the "Master European
Residential Mortgage-Backed Securities Rating Methodology and
Jurisdictional Addenda" methodology published on September 21,
2020. DBRS Morningstar notes that, if finalized, the currently
proposed Italian residential MVDs in the "European RMBS Insight:
Italian Addendum - Request for Comment" methodology published on
November 2, 2020 are not likely to lead to further rating actions.

The coronavirus and the resulting isolation measures have resulted
in a sharp economic contraction, increases in unemployment rates,
and reduced investment activities. DBRS Morningstar anticipates
that collections in European nonperforming loan (NPL)
securitizations will continue to be disrupted in the coming months
and that the deteriorating macroeconomic conditions could
negatively affect recoveries from NPLs and the related real estate
collateral. The rating is based on additional analysis and
adjustments to expected performance as a result of the global
efforts to contain the spread of the coronavirus. For this
transaction, DBRS Morningstar incorporated its expectation of a
moderate medium-term decline in property prices, but gave partial
credit to house price increases from 2023 onwards in
non-investment-grade rating stress scenarios. DBRS Morningstar
updated its estimated gross cash flow (from July 2020 onwards) at
the BB (high) (sf) scenario to EUR 636.6 million (a discount of
17.2% from the initial servicer business plan adjusted for actual
collections of EUR 768.9 million).

Notes: All figures are in Euros unless otherwise noted.


IBLA SRL: DBRS Confirms CCC Rating on Class B Notes
---------------------------------------------------
DBRS Ratings GmbH confirmed its ratings on the Class A and Class B
notes issued by Ibla S.r.l. (the Issuer) at BBB (low) (sf) and CCC
(sf), respectively, resolving the Under Review with Negative
Implications status of the ratings, which was assigned on May 8,
2020 and maintained on August 6, 2020.

At the same time, DBRS Morningstar assigned a Negative trend to
both ratings.

The transaction included the issuance of Class A, Class B, and
Class J notes (collectively, the Notes). The rating on the Class A
Notes addresses the timely payment of interest and the ultimate
payment of principal, while the rating on the Class B Notes
addresses the ultimate payment of both interest and principal. DBRS
Morningstar does not rate the Class J Notes.

As of the August 24, 2018 transfer date, the notes were backed by a
EUR 348.6 million by gross book value (GBV) portfolio consisting of
secured and unsecured Italian nonperforming loans (NPLs) originated
by Banca Agricola Popolare di Ragusa S.C.p.A. (BAPR, or the
Originator). doValue S.p.A. (doValue, or the Servicer) services the
receivables. A backup servicer, Securitization Services S.p.A., was
appointed and will act as a servicer if the appointment of doValue
is terminated.

The majority of loans in the portfolio defaulted between 2012 and
2016 and are in various stages of resolution. As of the transfer
date, 95.1% of the pool by GBV was secured while the unsecured
loans represented the remaining 4.9% by GBV. According to the
latest information provided by the servicer in September 2020, the
percentage of secured GBV of the portfolio is 95.0%, while the
unsecured loans represent the remaining 5.0%. At closing, the loan
pool was highly concentrated in Sicily (99.4% by GBV), and
continues to be mainly concentrated there.

RATING RATIONALE

The rating confirmations follow the second annual review of the
transaction and are based on the following analytical
considerations:

-- Transaction performance: assessment of portfolio recoveries as
of September 30, 2020, focusing on: (1) a comparison between actual
gross collections and the servicer's initial business plan
forecast; (2) the collection performance observed over the past six
months, including the period following the outbreak of the
Coronavirus Disease (COVID-19); and (3) a comparison between the
current performance and DBRS Morningstar's expectations.

-- The Servicer's updated business plan: received in 2020 and
compared with doValue's initial collection expectations.

-- Portfolio characteristics: loan pool composition as of 30
September 2020 and evolution of its core features since issuance.

-- Transaction liquidating structure: the order of priority
entails a fully sequential amortization of the notes (i.e., the
Class B Notes will begin to amortize following the full repayment
of the Class A Notes and the Class J Notes will amortize following
the repayment of the Class B Notes). Additionally, interest
payments on the Class B Notes become subordinated to principal
payments on the Class A Notes if the Cumulative Net Collection
Ratio or the Net Present Value (NPV) Cumulative Profitability Ratio
are lower than 85%. These triggers were not breached on the October
2020 interest payment date, with the actual ratios as of September
30, 2020 being 88.3% and 141.1%, respectively.

-- Liquidity support: the transaction benefits from an amortizing
cash reserve providing liquidity to the structure, covering
potential interest shortfalls on the Class A Notes and senior fees.
The cash reserve target amount is equal to 7.5% of the principal
outstanding on the Class A Notes and is currently fully funded.

According to the latest payment report of October 2020, the
principal amount outstanding on the Class A, Class B, and Class J
notes was equal to EUR 63.1 million, EUR 9.0 million, and EUR 3.5
million, respectively. The balance of Class A Notes has amortized
by approximately 25.8% since issuance. The current aggregated
principal outstanding balance of the Notes is EUR 75.6 million.

As of September 2020, the transaction was performing below the
Servicer's initial expectations. The actual cumulative gross
collections equal EUR 35.2 million, whereas doValue's initial
business plan estimated cumulative gross collections of EUR 39.8
million for the same period. Therefore, as of September 30, 2020,
the transaction was underperforming by roughly EUR 4.6 million
compared with the Servicer's initial expectations (-11.7%).

At issuance, DBRS Morningstar estimated cumulative gross
collections for the same period of EUR 18.5 million in the BBB
(low) (sf) stressed scenario, while in the CCC (sf) scenario DBRS
Morningstar did not apply any stress to the Servicer's initial
expectations. Therefore, as of September 30, 2020 the transaction
is performing above DBRS Morningstar's stressed expectations.
However, DBRS Morningstar assigned a Negative trend to the Class A
and Class B notes as it continues to closely monitor the
transaction's performance as well as the development of the
macroeconomic and real estate scenarios within the current market
environment.

In 2020, doValue provided DBRS Morningstar with a revised business
plan. In this updated business plan, doValue assumed lower
recoveries compared with the Servicer's initial expectations. The
total cumulative gross collections from the updated business plan
amount to EUR 158.5 million, which is 5.0% lower compared with the
EUR 166.8 million expected in the initial business plan.

Without including actual collections, the expected future
collections from October 2020 now amount to EUR 119.3 million
(against EUR 127.0 million in the initial business plan). DBRS
Morningstar's BBB (low) (sf) rating stress assumes a haircut of
17.3% to the Servicer's updated business plan, considering future
expected collections. DBRS Morningstar's CCC (sf) rating scenario
assumes no haircut to the Servicer's updated business plan and was
only adjusted in terms of timing.

In its rating review, DBRS Morningstar used the Italian residential
market value decline (MVD) rates outlined in the "Master European
Residential Mortgage-Backed Securities Rating Methodology and
Jurisdictional Addenda" methodology published on September 21,
2020. DBRS Morningstar notes that the currently proposed Italian
residential MVDs in the "European RMBS Insight: Italian Addendum -
Request for Comment" methodology published on November 2, 2020 are
not likely to lead to a further rating action.

The final maturity date of the transaction is April 30, 2037.

DBRS Morningstar analyzed the transaction structure using Intex
DealMaker.

The Coronavirus Disease (COVID-19) and the resulting isolation
measures have caused an economic contraction, leading to sharp
economic contraction, increases in unemployment rates, and reduced
investment activities. DBRS Morningstar anticipates that
collections in European NPL securitizations will continue to be
disrupted in the coming months and that the deteriorating
macroeconomic conditions could negatively affect recoveries from
NPLs and the related real estate collateral. The ratings are based
on additional analysis and adjustments to expected performance as a
result of the global efforts to contain the spread of the
coronavirus. For this transaction, DBRS Morningstar assumed reduced
collections for the next quarter and incorporated its revised
expectation of a moderate medium-term decline in residential
property prices, albeit partial credit to house price increases
from 2023 onwards is given in non-investment grade scenarios.

Notes: All figures are in Euros unless otherwise noted.


POPOLARE BARI 2016: DBRS Lowers Rating on Class B Notes to CCC
--------------------------------------------------------------
DBRS Ratings Limited downgraded its ratings on the Class A and
Class B notes issued by Popolare Bari NPLs 2016 S.r.l., as
follows:

Class A Notes to BB (sf) from BBB (high) (sf)
Class B Notes to CCC (sf) from B (high) (sf)

These downgrades resolve the Under Review with Negative
Implications status of the notes, which was assigned on May 8,
2020, and maintained on August 6, 2020. DBRS Morningstar
concurrently assigned Negative trends to the ratings of the Class A
and Class B notes.

The transaction represents the issuance of Class A, Class B, and
Class J notes (collectively, the notes). At issuance, the notes
were backed by a EUR 480 million portfolio by gross book value
(GBV) consisting of secured and unsecured nonperforming loans
(NPLs) originated by Banca Popolare di Bari, Banca Tercas, and
Banca Caripe. All entities were merged into Banca Popolare di Bari
S.c.p.A. (BPB, or the originator). The receivables are serviced by
Prelios Credit Servicing S.p.A. (Prelios, or the servicer). A
backup servicer, Securitization Services S.p.A., was appointed and
will act as a servicer in case of termination of the appointment of
Prelios.

RATING RATIONALE

The rating downgrades follow a review of the transaction and are
based on the following analytical considerations:

-- Transaction performance: assessment of portfolio recoveries as
of August 31, 2020, focusing on: (1) a comparison between actual
collections and the special servicer's initial business plan
forecasts; (2) the collection performance observed over the past
six months, including the period following the outbreak of the
Coronavirus Disease (COVID-19); and (3) a comparison between the
current performance and DBRS Morningstar's expectations.

-- Special servicer's updated business plan, received in February
2020, which has new projections starting from December 2019, and
its comparison with the initial collection expectations.

-- Portfolio characteristics: loan pool composition as of May 2020
and evolution of its core features since issuance.

-- Transaction liquidating structure: the order of priority
entails a fully sequential amortization of the notes (i.e., the
Class B notes will begin to amortize following the full repayment
of the Class A notes, and the Class J notes will amortize following
the repayment of the Class B notes).

-- Performance ratios and underperformance events: as per the most
recent June 2020 payment report, the cumulative collection ratio is
75.1% and the NPV cumulative profitability ratio is 103.2%. The 90%
limit was breached so the Class B interests are being subordinated
to the repayment of the Class A principal.

-- Liquidity support: the transaction benefits from an amortizing
cash reserve providing liquidity to the structure, covering against
potential interest shortfall on the Class A notes and senior costs.
The cash reserve target amount is equal to 3% of the Class A and
Class B notes principal outstanding and is currently fully funded.

TRANSACTION AND PERFORMANCE

According to the latest June 2020 investor report, the principal
amounts outstanding of the Class A, Class B, and Class J notes were
equal to EUR 81.3 million, EUR 14 million, and EUR 10 million,
respectively. The balance of the Class A notes has amortized by
35.7% since issuance.

The performance of the transaction has been deteriorating since the
first half of 2018. As reported in the most recent semiannual
servicer report, the actual cumulative gross collections (GDPs) as
of 30 June 2020 equal EUR 65.4 million, whereas the initial
business plan prepared by the servicer assumed cumulative gross
collections of EUR 90.5 million for the same period. Therefore,
with a gross cumulative collection ratio (Gross CCR) of 75.1%, the
transaction is underperforming by 24.9% compared with the
servicer's initial expectations.

However, at issuance, DBRS Morningstar estimated cumulative gross
collections of EUR 41.6 million at the BBB (high) (sf) scenario and
of EUR 57.9 million at the B (high) (sf) scenario for the same
period. Therefore, as of June 2020, the transaction is performing
above DBRS Morningstar's initial expectations.

In February 2020, DBRS Morningstar received a revised business plan
prepared by the special servicer, as provided by the original
documentation of the transaction. In this updated business plan,
the special servicer assumed lower recoveries compared with initial
expectations. The total cumulative gross collections from the
updated business plan account for EUR 183.7 million, which is 6.9%
lower than the EUR 197.2 million expected in the initial business
plan. Also, by adjusting the updated business plan for actual
collections up to August 31, 2020, the decrease in total gross
collections compared with the initial business plan goes up to
7.3%.

Without including actual collections, the special servicer's
expected future collections from December 2019 are now amounting to
EUR 123.3 million. The updated DBRS Morningstar BB (sf) rating
stress assumes a haircut of 12.6% to the special servicer's latest
business plans, considering actual collections from December 2019
to August 2020. These actual collections amount to EUR 8.4 million,
well behind the EUR 28.4 million expected in the updated business
plan for the same period.

DBRS Morningstar's CCC (sf) scenario was only adjusted in terms of
actual collections as seen above and timing stress. Total
collections at CCC (sf) amount to EUR 122.4 million, which
represents a 0.75% haircut on Prelios' expectations.

It is important to note that this updated business plan does not
include coronavirus-related adjustments as it was provided in
February 2020. With the spread of the pandemic, the average monthly
amount of gross collections recorded in the six months ended 30
June 2020 has reduced in absolute value compared with the monthly
average recorded in the previous two semesters (-22.8% compared
with the H2 of 2019 and -54.1% compared with the same period last
year). However, a significant recovery in judicial proceeds was
observed in June 2020; therefore, more time is required in order to
assess the actual impact of the crisis.

In its rating review, DBRS Morningstar used the Italian residential
market value decline (MVD) rates outlined in the "Master European
Residential Mortgage-Backed Securities Rating Methodology and
Jurisdictional Addenda" methodology published on September 21,
2020. DBRS Morningstar notes that the currently proposed Italian
residential MVDs in the "European RMBS Insight: Italian Addendum -
Request for Comment" methodology published on DBRS Morningstar
website on November 2, 2020 are not likely to lead to a further
rating action.

The final maturity date of the transaction is in December 2036.

The coronavirus disease and the resulting isolation measures have
resulted in a sharp economic contraction, increased unemployment
rates, and reduced investment activities. DBRS Morningstar
anticipates that collections in European nonperforming loan (NPL)
securitizations will continue to be disrupted in the coming months
and that the deteriorating macroeconomic conditions could
negatively affect recoveries from NPLs and the related real estate
collateral. The rating is based on additional analysis and
adjustments to expected performance as a result of the global
efforts to contain the spread of the coronavirus. For this
transaction, DBRS Morningstar incorporated its expectation of a
moderate medium-term decline in property prices but gave partial
credit to house price increases from 2023 onwards in
non-investment-grade rating stress scenarios.

Notes: All figures are in Euros unless otherwise noted.


POPOLARE BARI 2017: DBRS Keeps B(low) on Class B Debt Under Review
------------------------------------------------------------------
DBRS Ratings Limited and DBRS Ratings GmbH maintained the Under
Review with Negative Implications status on the following classes
of securities issued in the context of four European nonperforming
loan (NPL) transactions:

Popolare Bari NPLS 2017 S.r.l.

-- Class A rated BBB (low) (sf)
-- Class B rated B (low) (sf)

Leviticus SPV S.r.l.

-- Class A rated BBB (sf)

2Worlds S.r.l.

-- Class A rated BBB (low) (sf)
-- Class B rated B (low) (sf)

European Residential Loan Securitization 2018-1 DAC

-- Class A rated A (sf)
-- Class B rated BBB (sf)

KEY RATING DRIVERS AND CONSIDERATIONS

On April 30, 2020, DBRS Morningstar published a commentary titled,
"European NPL Transactions' Risk Exposure to Coronavirus (COVID-19)
Effects"
(https://www.dbrsmorningstar.com/research/360393/european-npl-transactions-risk-exposure-tocoronavirus-covid-19-effects),
where it discussed the overall risk exposure of the European NPL
sector to the Coronavirus Disease (COVID-19) and provided a
framework for identifying the NPL transactions that are most at
risk and likely to be affected by the fallout of the pandemic on
the economy. The primary conclusion is that in the short term all
European NPL transactions are expected to be at minimum affected by
shortfalls resulting from delayed cash collections and impact in
terms of recovery values. However, DBRS Morningstar anticipates
that each NPL transaction will be affected differently based on
factors which are country-specific (i.e., local governments'
coronavirus measures, macroeconomic downturn impact on the real
estate market, and external disruptions) and on
transaction-specific factors, which determine a different level of
vulnerability to liquidity shocks, as further detailed below.

Considering the above framework, the Under Review with Negative
Implications status has been maintained based on the following
drivers and considerations:

-- Concerns about the liquidity pressure deriving from the
disruption to short- and medium- to long-term recoveries and delays
in the implementation of the servicer's strategy because of the
measures local governments have undertaken in response to
coronavirus.

-- Potential decrease in sale prices and liquidation values of NPL
collateral in the medium- to long-term because of the effects of
the deteriorating macroeconomic conditions on the real estate
market.

-- Analytical review of a comprehensive set of intrinsic factors
specific to each European NPL transaction in order to determine its
risk exposure to the medium- to long-term effects of the crisis,
and specifically:

(1) Concentration of receivables towards corporate and small and
medium-size enterprise borrowers.

(2) Real estate collateral features and weight of commercial real
estate assets (in particular retail and hospitality).

(3) Evolution of the loan pool composition since issuance and
whether any material change or a deterioration of its quality
occurred.

(4) Transaction performance to date, with a focus on the combined
assessment of net present value profitability ratio and the gross
cumulative collection ratio observed to date.

(5) Expected level of cash flow generation expected under the
updated business plan formulated by the special servicers and
comparison with the initial forecasts.

(6) Available forms of liquidity support to mitigate temporary
shortfalls on the payment of senior costs and interest on senior
notes.

(7) Robustness of the subordination trigger mechanisms and deferral
provisions expected in respect of the payment of mezzanine/junior
interest and servicing fees.

(8) Structure of the payments` order of priority and senior costs
composition.

(9) Special servicer exposure to operational risks and business
disruptions.

DBRS Morningstar considers the reported performance of the European
NPL transactions in order to assess the medium-long term effects of
coronavirus. Additionally, DBRS Morningstar considers the
macroeconomic developments relative to the outbreak of the
pandemic, including the duration and severity of the crisis on the
local economies with exposure to NPL transactions.

DBRS Morningstar endeavors to resolve the status of ratings Under
Review with Negative Implications as soon as appropriate. If
continued heightened market uncertainty and volatility persist,
DBRS Morningstar may extend the Under Review status for a longer
period of time. Sensitivity analysis is not applicable.

Notes: All figures are in Euros unless otherwise noted.




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

BI GROUP: S&P Withdraws 'B-' LongTerm Issuer Credit Rating
----------------------------------------------------------
S&P Global Ratings said it withdrew its 'B-' long-term issuer
credit rating, 'B' short-term issuer credit rating and 'kzBB-'
Kazakhstan national scale credit rating on Kazakhstan-based
homebuilder BI Group Development TOO due to a lack of information
on the company.

BI Group has removed BI Group Development TOO from the group as
part of its restructuring, which called for streamlining the
corporate structure and improving reporting standards.S&P said, "We
understand that termination did not have a detrimental effect on
the group's business activity. Nevertheless, the withdrawal
reflects our determination that we do not have sufficient
information to maintain our rating on the company, given that it is
no longer part of a rated group."




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

CONSOLIDATED ENERGY: Moody's Reviews B1 CFR for Downgrade
---------------------------------------------------------
Moody's Investors Service placed Consolidated Energy Finance,
S.A.'s B1 corporate family rating (CFR), its B2 rating of the
senior unsecured notes as well as the Ba3 rating of its backed
senior secured term loan B and revolving credit facility on review
for downgrade. The outlook has been changed to ratings under review
from negative.

CEF is a special-purpose vehicle wholly owned by its holding
company Consolidated Energy Limited (CEL), which is the guarantor
of CEF's notes. The ratings of CEF are based on the analysis of
CEL's credit quality.

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

The review for downgrade of CEF's rating reflects Moody's concerns
about the company's future deleveraging trajectory and a marked
weakening of the company's liquidity profile during H1-20. Absent a
substantial improvement in operating performance, a continued high
leverage might lead to challenges in refinancing the company's debt
maturities in June 2022 ($425 million) and September 2022 ($149
million) well ahead of their maturities. Moody's expects that the
company will benefit from a price recovery in the methanol markets,
however, the company's deleveraging trajectory still might not be
commensurate with the current B1 rating. Weak performance during
H1-20 has resulted in a cash burn and the company's cash balance
(incl. fully consolidated joint venture Natgasoline) has decreased
to $77 million (of which $16 million restricted) in June 2020 from
$207(of which $16 million restricted) at FYE 2019, while the
company's $225 million revolving credit facility remained fully
available. The review of CEF's ratings will focus on the company's
ability to deleverage to levels more commensurate with a B1 rating
and to strengthen its liquidity profile over the next 12 -- 18
months. In the light of the company's substantial debt load, debt
maturities in 2022 and a weakened liquidity profile the review
could result in a downgrade of one or two notches.

As of the end of Q2-20 CEL's Moody's adjusted gross leverage was
elevated at 35x reflecting low EBITDA as a result of a trough
pricing environment for methanol and the company's nitrogen
fertilizer products as well as lower sales volumes as the company
has temporarily idled its M2&M3 facilities and its M1 facility
remained idled. Low volumes are also a reflection of unplanned
shutdowns at Natgasoline LLC (Natgasoline, B1 negative) at the
start of Q2, in which the company holds a controlling 50% share and
which is consolidated into CEL's results. However, methanol prices
have heavily rebounded in the last months.

At this stage, Moody's views CEL's liquidity profile as adequate
given that its $225 million revolving credit facility remained
undrawn at the end of Q2 2020. In addition to the group's ability
to generate positive free cash flows on a consolidated basis, the
review will also take into account CEL's ability to generate cash
outside of the Natgasoline perimeter.

Consolidated Energy Finance, S.A.'s rating positively reflects its
leading market positions in methanol, which are underpinned by its
competitive cost position as demonstrated by its high EBITDA
margins pre 2020. Its world scale methanol plants and AUM
(anhydrous ammonia, urea, ammonium nitrate, and melamine) complex
in Trinidad benefit from natural gas purchased at prices referenced
to market prices of methanol, thereby somewhat mitigating the
negative impact of volatile end product selling prices on its
profitability. It also reflects CEL's operating leverage, which
will lead to an immediate earnings recovery as soon as methanol
prices increase. CEL's rating also reflects the company's complex
capital structure with debt at various levels of the group.

LIQUIDTY PROFILE

The company's liquidity profile at this stage still is adequate,
even though CEL's liquidity has weakened in H1 2020. CEL's
consolidated unrestricted cash balanced decreased to $77 million
($16 million restricted) in Q2 2020 from $207 million ($16 million
restricted) at the end of 2019, mainly due to weak FFO generation
and working capital swings. The company has committed to reducing
capex during the year by around $50 million in order to safeguard
its liquidity profile.

At the end of Q2-20 CEL benefited from its undrawn $225 million
revolving credit facility due in 2023 and the company has $77
million ($16 million restricted) of cash available at the end of
Q2. The rating incorporates the expectation that the company will
meet the covenant requirement under its revolving credit facility
over the next 12-18 months.

CEF's ratings could be downgraded if CEL's liquidity risk increases
either because cash on hand declines materially or because the
company draws under its revolver credit facility. Volatility in
CEL's gas supply could also lead to a rating downgrade.

Although currently unlikely, CEF's ratings could be upgraded if CEL
reduces its adjusted debt/EBITDA ratio to closer to 4 times and
sustains adjusted interest coverage (EBITDA/Interest expense) above
4.0 times, in addition to maintaining adequate liquidity. To be
considered for an upgrade, the company should maintain strong
profitability and have a stable supply of natural gas, with no
curtailments.

PRINCIPAL METHODOLOGY

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




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

AI AVOCADO: S&P Affirms 'B-' Rating on Partial Debt Repayment
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' ratings on Unit4's holding
company AI Avocado Holding B.V., its revolving credit facility
(RCF), and senior secured term loan.

S&P forecasts Unit 4's cash flow will materially improve from 2021,
supported by much lower restructuring, exceptional, and interest
costs.

Unit4's persistently high restructuring and exceptional costs in
the past five years have pressured profit margins and cash flow.
S&P said, "We understand that these investments were largely
related to cost reduction plans, new product launches, and a
transition to SaaS. Given that the company's restructuring is
largely complete, its next generation cloud-based enterprise
resource planning (ERP) platform ERPx was launched at the recent
Experience4U customer event, and it is more focused in terms of
product offering after the disposal of the domestic business (SME
and commercial solutions), we expect Unit4's restructuring and
exceptional costs will decline to about EUR10 million in 2021,
compared with our estimated EUR35 million in 2020 and about EUR43
million in 2019. Furthermore, Unit4 will save about EUR9 million
annual cash interest upon the proposed EUR200 million term loan
repayment of its EUR753 million term loan using the proceeds of the
transaction. This should more than offset the loss of about EUR20
million generated by the SME Solutions segment. In addition, we
expect growth in the software as a service (SaaS) segment and
improvement in EBITDA margin will further support free cash flow
generation from 2021. We therefore forecast Unit4's FOCF will
recover to above EUR20 million in 2021, with FOCF to debt of 2%-3%
(3.5%-4.5% excluding shareholder loan), compared with our estimated
negative EUR10 million-EUR20 million in 2020 on a pro-forma basis.
We also expect Unit4's adjusted leverage will significantly
decrease to 11x-12x (7x-8x excluding shareholder loan) in 2021 from
our estimated 19x-20x (12.5x-13.5x excluding shareholder loan) in
2020, because of the debt repayment and EBITDA growth, with
sufficient EBITDA cash interest coverage of about 3x from 2021."

The disposal of the more profitable SME solutions will reduce
Unit4's scale, but S&P thinks the overall impact on the company's
business risk is limited.

The SME solutions segment generated about EUR55 million in revenue
in 2019 and accounted for a relatively smaller portion of Unit4's
overall business, with total revenue of EUR434 million. S&P said,
"Although the SME solutions division benefits from better profit
margins, we think Unit4's business risk profile continues to be
supported by its core mission critical products, relatively high
switching costs compared with those of vendors focused on single
product, a loyal and diversified customer base with gross turnover
rate of less than 7%, and increasing recurring revenue at estimated
67.0% in 2020 compared with 63.8% in 2019 on a pro-forma basis.
Additionally, we think the SME solutions segment, which mainly
targets SMEs in Benelux (Belgium, the Netherlands, and Luxembourg)
has a distinctive product offering compared with Unit4's global
business, which focuses on mid-sized people centric verticals like
education, professional services, and the public sector. Given the
SME solutions business was carved out in 2019 and operated under a
separate management team, we expect the divestment will cause
limited disruptions to Unit4's remaining business."

S&P said, "We believe the proposed debt repayment will limit the
downside risks related to mergers and acquisitions (M&A).

"We think Unit4's M&A appetite will be limited because of the
proposed sizable senior secured term loan and shareholder
repayment, and the recent divestment of Unit4's domestic business.
In our view, this will, to a large extent, reduce the uncertainty
surrounding its expected operational recovery.

"The stable outlook reflects our view that Unit4's topline growth
will remain subdued given its ongoing transition to SaaS. It also
reflects our forecast that Unit4 will improve its adjusted EBITDA
margin to more than 20%, helping it generate more than EUR20
million FOCF in 2021.

"We could lower the rating if Unit4's reported free cash flow
deteriorates toward breakeven. This could happen if Unit4's
restructuring and exceptional costs remain elevated, or its revenue
declines on the back of weak performance in maintenance and
professional services, and its investments in research and
development (R&D) and marketing efforts fail to stimulate
sufficient SaaS segment growth.

"We think rating upside is unlikely over the next 12 months,
considering our expectations of weak top-line growth and still
lower EBITDA margins compared with those of other software peers
like Exact. However, we would raise the rating if Unit4 improved
its adjusted EBITDA margins to about 25%, enabling it to generate
FOCF of sustainably more than EUR30 million in the next 12 months,
and to reduce its adjusted debt to EBITDA--excluding the
shareholder loan--to sustainably below 7.5x."


E-MAC PROGRAM 2007-I: Fitch Affirms CCC Rating on 2 Tranches
------------------------------------------------------------
Fitch Ratings has downgraded E-MAC NL 2005-I's class A and B notes
with Outlook Negative and affirmed four other EMAC-NL transactions.
The Outlooks on E-MAC NL 2004's class A and B notes have been
revised to Negative from Stable.

RATING ACTIONS

E-MAC NL 2005-I B.V.

Class A XS0216513118; LT Asf Downgrade; previously A+sf

Class B XS0216513548; LT Asf Downgrade; previously A+sf

Class C XS0216513977; LT A-sf Affirmed; previously A-sf

Class D XS0216514199; LT A-sf Affirmed; previously A-sf

E-MAC Program B.V. Compartment NL 2007-I

Class A2 XS0292255758; LT Asf Affirmed; previously Asf

Class B XS0292256301; LT BBB+sf Affirmed; previously BBB+sf

Class C XS0292258695; LT BB-sf Affirmed; previously BB-sf

Class D XS0292260162; LT CCCsf Affirmed; previously CCCsf

Class E XS0292260675; LT CCCsf Affirmed; previously CCCsf

E-MAC Program B.V. - Compartment NL 2007-III

Class A2 XS0307677640; LT A+sf Affirmed; previously A+sf

Class B XS0307682210; LT A-sf Affirmed; previously A-sf

Class C XS0307682723; LT BB+sf Affirmed; previously BB+sf

Class D XS0307683291; LT CCCsf Affirmed; previously CCCsf

Class E XS0307683531; LT CCCsf Affirmed; previously CCCsf

E-MAC NL 2004-II B.V.

Class A XS0207208165; LT Asf Affirmed; previously Asf

Class B XS0207209569; LT Asf Affirmed; previously Asf

Class C XS0207210906; LT BBB+sf Affirmed; previously BBB+sf

Class D XS0207211037; LT BBBsf Affirmed; previously BBBsf

Class E XS0207264077; LT CCCsf Affirmed; previously CCCsf

E-MAC Program II B.V. - Compartment NL 2007-IV

Class A XS0325178548; LT A-sf Affirmed; previously A-sf

Class B XS0325183464; LT BBB-sf Affirmed; previously BBB-sf

Class C XS0325183621; LT B+sf Affirmed; previously B+sf

Class D XS0325184355; LT CCCsf Affirmed; previously CCCsf

TRANSACTION SUMMARY

The E-MAC transactions are seasoned true-sale securitisations of
Dutch residential mortgage loans originated by GMAC-RFC Nederland
B.V. The successor company, CMIS Nederland B.V. is the servicer.

KEY RATING DRIVERS

Lack of Replacement Language Caps Ratings

Fitch has capped the 2004-II and 2005-I notes' ratings due to a
lack of replacement language for the collection account bank in the
transactions. Commingling losses combined with pro-rata payments
could lead to losses for all notes, so Fitch has capped the ratings
of these notes at the rating of ABN Amro Bank N.V. (A/Negative/F1).
This led to the downgrade of 2005-I's class A and B notes to 'Asf'
with Negative Outlook and the revision of the 2004-II's class A and
B notes' Outlook to Negative.

Pro-Rata Structures Limit CE Build-Up

As of the October 2020 payment date, all transactions were
amortising pro-rata, except 2005-I. Some transactions had been
paying sequentially during some periods, but recently reverted to
pro-rata, reducing the credit enhancement (CE) build-up for the
senior notes as per the amortisation mechanism in the
documentation. This feature has been factored into the rating
analysis to the extent that the relevant pro-rata triggers are
captured by Fitch's modelling assumptions.

Fitch notes that there are no conditions that would result in an
irreversible switch to sequential note amortisation after
amortisation has crossed a certain threshold, which is deemed to be
a non-standard structural feature. Where appropriate, Fitch has
consequently assigned ratings that are different to those derived
by its cash flow model. This reflects the fact that ratings could
be lower if performance is better than assumed in the respective
rating scenarios and thereby principal payments continue to be
pro-rata.

Excess Spread Notes at 'CCCsf'

All outstanding excess spread notes are rated 'CCCsf'. Principal
redemption of these notes ranks subordinate to the payment of
subordinated swap payments and extension margins in the revenue
waterfall. As the extension margin amounts have been accruing and
remain unpaid, full principal redemption of the excess spread notes
from interest receipts is considered unlikely. Fitch's ratings do
not address the payment of extension margins.

The reserve funds in these transactions may increase following
asset performance deterioration. Funds collected would be released
once arrears drop again below the predefined three-months arrears
trigger, at which point the funds released will be used towards the
redemption of the excess spread notes. As the portfolios continue
to amortise, a small number of loans can lead to greater volatility
in arrears performance, leading to the possibility of continuous
replenishments and releases in the reserve funds, and subsequent
redemptions on the excess spread notes. Given this variability, the
credit risk of these notes is commensurate with the 'CCCsf' rating
definition, leading to the affirmation of the excess spread notes.

Interest-only Concentration

The interest-only (IO) concentrations in these transactions range
between 69% (2005-I) and 81% (2004-II) of the outstanding portfolio
and are high compared with other Fitch-rated Dutch RMBS. According
to Fitch's criteria, a 50% weighted average foreclosure frequency
(WAFF) is tested for the peak concentration at 'AAA' level (lower
WAFF assumptions are applied at lower rating stresses) and the 'B'
WAFF to the remainder of the pool.

For E-MAC NL 2004-II and E-MAC NL 2005-I the application of the IO
concentration WAFF resulted in model-implied ratings that were more
than three notches below the rating derived by applying a WAFF
produced by the standard criteria assumptions. Therefore, Fitch
took into account the IO concentration WAFF in its rating analysis
of these two transactions.

Coronavirus Baseline Scenario

Fitch has identified additional stress scenarios to be applied in
conjunction with its European RMBS Rating Criteria in response to
the coronavirus outbreak (see: EMEA RMBS: Criteria Assumptions
Updated due to Impact of the Coronavirus Pandemic). The agency
considered these additional stresses for the rating analysis.

Fitch has not made adjustments for payment holidays as take-up was
limited in Netherlands. Arrears for the E-MAC transactions are
above steady state levels. Fitch has not assumed any additional
arrears stresses. The coronavirus base-line scenario has limited
impact as the ratings are rather driven by pro-rata
considerations.

The key rating drivers listed in the applicable sector criteria but
not mentioned above are not material to this rating action.

RATING SENSITIVITIES

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

Due to the lack of a hard switch-back to sequential amortisation, a
slight increase in delinquencies and losses could be beneficial to
the senior notes, as this could switch the transactions to
sequential amortisation and lead to an increase in CE for those
notes.

Furthermore, an upgrade of the collection account bank could result
in an upgrade of 2004-II's and 2005-I's class A and B notes.

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

Adverse macroeconomic factors may affect asset performance. An
increase in foreclosures and losses beyond Fitch's stresses may
erode CE leading to negative rating action.

Coronavirus Downside Scenario Sensitivity:

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's analysis uses a 15% weighted
average foreclosure frequency increase and a 15% decrease in the
weighted average recovery rate. This scenario would lead to a
downgrade of:

E-MAC NL 2004-II's class B and class C by one notch, class D by two
notches

E-MAC NL 2005-I's class C by one notch, class D by two notches

E-MAC NL 2007-I's class B by one notch, class C by two notches

E-MAC NL 2007-IV's class C by two notches.

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

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.


IGNITION TOPCO: Moody's Lowers CFR to B3, Outlook Stable
--------------------------------------------------------
Moody's Investors Service downgraded to B3 from B2 the corporate
family rating (CFR) of Ignition Topco BV (Ignition) and has
downgraded the probability of default (PDR) to B3-PD from B2-PD.
Moody's also downgraded to B3 from B2 the rating for the EUR325
million backed senior secured term loan B (TLB) and the EUR50
million backed senior secured revolving credit facility (RCF)
borrowed by Ignition Midco BV. The outlook on both entities was
changed to stable from negative.

RATINGS RATIONALE

Moody's has downgraded the ratings of Ignition to B3 to reflect the
weakening operating performance that has resulted in a low EBITDA
of EUR36.4 million (as adjusted by Moody's) in the last twelve
months (LTM) ending September 2020, and Moody's-adjusted gross
leverage of 9.4x. The EBITDA margin declined to 16%. Despite the
weaker operating performance, Ignition still generated free cash
flow of around EUR9.0 million.

The operating weakness in 2020 resulted primarily from lower unit
prices, due to price normalization coming out of 2019 that was
characterized by supply disruption and shortages that drove up
price levels for especially core-photo initiators (PIs). In the
year to date, the average price for PIs declined by 18% from the
average price in the same period last year. Consequently, revenue
LTM September 2020 was EUR232 million, which compares to EUR260
million in 2019. Over the same period, EBITDA reduced to EUR36
million from EUR53 million. Covid-19 has significantly reduced
demand for Ignition's products. Further, Moody's expects prices to
stay at current levels and to constrain a meaningful recovery of
operating profitability in the remainder of 2020 and foresees some
recovery in the first half of 2021 with demand further improving.
Moody's estimates EBITDA in 2020 to remain at EUR36 million, which
is 29% below previous expectations. This results in debt/EBITDA of
9.4x, up from 6.1x in 2019 and above prior expectations for 2020 of
6.6x. Moody's projects Free Cash Flow (FCF) to be around the
break-even level in 2020. Additionally, the current economic
environment related to the Covid-19 pandemic adds to uncertainty
about the company's operating performance in 2020 and beyond.

Management has taken actions to offset the profitability and cash
flow erosion by putting in place cost saving measures, lower
capital spending and efficient working capital management. Ignition
has reduced its SG&A spending by delaying hiring, reduced external
spending and government subsidies. Because of the fall in demand,
the company temporarily postponed purchasing raw materials and
reduced production output in order to prevent inventory from
building up.

Ignition's liquidity is solid, which is one of the reasons for
maintaining a stable outlook despite the high leverage. At the end
of September 2020, the company held cash and equivalents of EUR57
million, including RCF drawings of EUR19 million, and generated FCF
of EUR1.3 million in the year to date. FCF generation in 2020 is
constrained by the Anqing/China investment program. Management
expects Anqing-related capital spending in 2020 to be EUR22
million, significantly below the initially planned EUR27.5 million.
The company continues to have access to a EUR50 million revolving
credit facility, that is split equally between a working capital
and a capex line. As of September 2020, EUR19 million of the
facility was drawn. This compares to peak drawings of EUR50 million
in May 2020 in response to precautionary liquidity management in
the wake of the coronavirus outbreak. In August 2020, Ignition's
lenders to the revolving credit facility approved the request to
waive financial covenant testing until June 2021 which stipulates
senior secured net leverage ratio not exceeding 7.7x. The ratio was
8.0x when it was last calculated in September 2020.

The company is controlled by funds managed by Astorg, which, as is
often the case in private equity sponsored deals, have a higher
tolerance for leverage and governance is comparatively less
transparent. Moody's has timely access to monthly bank/management
reporting, which allows the rating agency to monitor the rating
sufficiently.

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

The ratings could be upgraded if (1) debt/EBITDA dropped
sustainably to below 5.5x; (2) EBITDA margins increased to around
20%; (3) positive FCF generation; and (4) absent any debt-funded,
transforming acquisitions or material shareholder remuneration.

Moody's could downgrade ratings if (1) debt/EBITDA were to remain
above 7.0x; or (2) if FCF turned consistently negative coupled with
deteriorating liquidity.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Ignition Topco BV is the parent company of operating companies that
trade under the name IGM Resins (IGM), with head offices in
Waalwijk/The Netherlands. Ignition is a leading supplier of UV
curing materials. These products are high-value add
photoinitiators, acrylates and are used for a variety of coating
applications for wood and paper, plastic, electronics, 3D printing
and optical products. Ignition also sells specialty intermediates.
The company in 2019 generated revenues of EUR260.2 million and had
a company-adjusted EBITDA of EUR58.0 million, or an EBITDA margin
of 22.3%.


JUBILEE PLACE 2020-1: Moody's Assigns (P)Ba2 Rating on Cl. E Notes
------------------------------------------------------------------
Moody's Investors Service assigned provisional credit ratings to
the following Notes to be issued by Jubilee Place 2020-1 B.V.:

EUR[ ]M Class A Mortgage Backed Floating Rate Notes due [October
2057], Assigned (P)Aaa (sf)

EUR[ ]M Class B Mortgage Backed Floating Rate Notes due [October
2057], Assigned (P)Aa3 (sf)

EUR[ ]M Class C Mortgage Backed Floating Rate Notes due [October
2057], Assigned (P)A1 (sf)

EUR[ ]M Class D Mortgage Backed Floating Rate Notes due [October
2057], Assigned (P)Baa2 (sf)

EUR[ ]M Class E Mortgage Backed Floating Rate Notes due [October
2057], Assigned (P)Ba2 (sf)

EUR[ ]M Class X Mortgage Backed Floating Rate Notes due [October
2057], Assigned (P)Ba3 (sf)

The EUR [ ]M VRR Loan due October 2057, the Class S1 Note, the
Class S2 Note and the Class R Note have not been rated by Moody's.

The Notes are backed by a pool of Dutch buy-to-let mortgage loans
originated by Dutch Mortgage Services B.V. ("DMS", NR), DNL 1 B.V.
("DNL", NR) and Community Hypotheken B.V. ("Community", NR). The
securitised portfolio consists of [669] mortgage loans with a
current balance of EUR [212.9] million as of September 30, 2020.
The VRR Loan is a risk retention Note which receives 5% of all
available receipts, while the remaining Notes and receive 95% of
the available receipts on a pari-passu basis.

RATINGS RATIONALE

The ratings of the Notes are based on an analysis of the
characteristics and credit quality of the underlying buy-to-let
mortgage pool, sector wide and originator specific performance
data, protection provided by credit enhancement, the roles of
external counterparties and the structural features of the
transaction.

MILAN CE for this pool is [19.0] % and the expected loss is [2.8]
%.

The portfolio's expected loss is [2.8]%, which is in line with
other Dutch BTL RMBS transactions owing to: (i) that no historical
performance data for the originator's portfolio is available and
the limited track record of the Dutch BTL market as a whole; (ii)
the performance of comparable originators in the Dutch
owner-occupied and UK BTL market; (iii) the current macroeconomic
environment in the Netherlands; and (iv) benchmarking with a small
sample of similar Dutch BTL transactions.

MILAN CE for this pool is [19.0]%, which is in line with other
Dutch BTL RMBS transactions, owing to: (i) that no historical
performance data for the originator's portfolio is available and
the limited track record of the Dutch BTL market as a whole; (ii)
benchmarking with comparable transactions in the Dutch
owner-occupied and UK BTL market; (iii) the WA current LTV for the
pool of [71.9]%; (iv) high borrower concentration, with top 20
borrowers constituting [17.3]% of the pool; (v) the high interest
only (IO) loan exposure (all loans feature an optionality to become
IO loans after reaching 60.0% LTV as per a new physical valuation),
with significant maturity concentration; and (vi) benchmarking with
a small sample of similar Dutch BTL transactions.

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

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

At closing, the transaction benefits from a fully funded,
amortising liquidity reserve fund that equals [1.5] % of 100/95 of
the outstanding Class A Notes with a floor of [1.00] % of 100/95 on
the initial balance of Class A Notes prior to the step-up date in
[October 2025], with no floor post the step-up date. The liquidity
reserve supports the Class S1 Note, Class S2 Note and Class A
Notes.

Operational Risk Analysis: Link Asset Services has been appointed
as MPT Servicer by the three master servicers (DMS, DNL, Community)
in the transaction whilst Citibank N.A., London Branch, will be
acting as the cash manager. In order to mitigate the operational
risk, Vistra Capital Markets (Netherlands) N.V. (NR) will act as
back-up servicer facilitator. To ensure payment continuity over the
transaction's lifetime, the transaction documentation incorporates
estimation language whereby the cash manager can use the three most
recent servicer reports available to determine the cash allocation
in case no servicer report is available. The transaction also
benefits from over 3 quarters of liquidity for Class A based on
Moody's calculations. Finally, there is principal to pay interest
as an additional source of liquidity for the Classes A to E (when
the relevant tranche becomes the most senior class of Notes
outstanding).

Interest Rate Risk Analysis: [98.95] % of the loans in the pool are
fixed rate loans reverting to 3m EURIBOR. The Notes are floating
rate securities with reference to 3M EURIBOR. To mitigate the
fixed-floating mismatch between fixed-rate assets and floating
liabilities, there will be a scheduled notional fixed-floating
interest rate swap provided by BNP Paribas (Aa3(cr)/P-1(cr)).

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in May
2020.

The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.

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

Significantly different actual losses compared with its
expectations at close due to either a change in economic conditions
from its central scenario forecast or idiosyncratic performance
factors would lead to rating actions.

For instance, should economic conditions be worse than forecast,
the higher defaults and loss severities resulting from a greater
unemployment rate, worsening household affordability and a weaker
housing market could result in a downgrade of the ratings.

Deleveraging of the capital structure or conversely an improvement
in the Notes available credit enhancement could result in an
upgrade or a downgrade of the ratings, respectively.


NXP SEMICONDUCTORS: Egan-Jones Cuts Sr. Unsecured Ratings to BB-
----------------------------------------------------------------
Egan-Jones Ratings Company, on November 2, 2020, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by NXP Semiconductors NV to BB- from BB.

Headquartered in Eindhoven, Netherlands, NXP Semiconductors NV
operates as a global semiconductor company.





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

NORWEGIAN AIR 2016-1: Fitch Cuts 2016-1 Class B Certs to CCC-
-------------------------------------------------------------
Fitch Ratings has maintained Norwegian Air Shuttle's NAS Enhanced
Pass Through Certificates Series 2016-1 'BBB' rated class A
certificates on Rating Watch Negative. Fitch has downgraded the
class B certificates to 'CCC-' from 'CCC' on Rating Watch
Negative.

The downgrade of the class B certificates along with the continued
Negative Rating Watch reflects the uncertainty around Norwegian's
ability to continue as a going concern particularly in light of
recent reports that the company will not receive further government
aid. Norwegian's financial situation elevates the risk that
certificate holders may need to repossess and remarket aircraft in
a severely depressed market.

The 'BBB' rating on the class A certificates remains supported by
the high quality of the underlying collateral and sufficient levels
of overcollateralization.

KEY RATING DRIVERS

Solid Collateral Coverage: Senior certificate ratings are driven by
a top-down analysis incorporating a series of stress tests that
simulate the rejection and repossession of the aircraft in a severe
aviation downturn. The NAS 2016 transaction is secured by 10 2016
vintage 737-800s, which Fitch views as being well positioned to
hold value during the downturn relative to other aircraft types.
Fitch estimates the class A loan to value at 62% using recent
desktop base value appraisals. Fitch's 'BBB' level stress scenario
incorporates a 15% value stress for Norwegian's 737-800s, which
produces a maximum stress scenario LTV in the upper 80% range. We
estimate a break-even value stress of 27%, meaning that base values
could fall by that amount while providing full recovery for senior
tranche holders after accounting for a full liquidity facility draw
and estimated remarketing and repossession costs.

Current market values for 2016 vintage 737-800s are roughly 11%
below base values according to recently reviewed appraisals. Using
CMV's instead of base value yields a loan-to-value of roughly 74%
for the senior certificates, indicating meaningful levels of
collateral coverage. There is uncertainty around current market
values due to the limited number of actual aircraft trades that
have occurred since the onset of the coronavirus pandemic. However,
the most recently available data point to sufficient levels of
collateral coverage for the NAS class A certificates.

In addition to collateral coverage, the current ratings are
supported by protections under the Cape Town Convention along with
the presence of an 18-month liquidity facility, which separates the
probability of default for the airline and the certificates.

Cured Payment Default: Norwegian missed its May 10, 2020 payment on
this transaction and drew on the liquidity facility. Fitch
understands that the missed payment has since been cured, meaning
that the transaction has full access to its 18-month liquidity
facility.

B Tranche Rating: The 'CCC-' rating for the B tranche is reached by
notching up from NAS's standalone credit profile. Fitch notches
subordinated tranche ratings from the airline's Issuer Default
Rating (IDR) based on three primary variables: 1) the affirmation
factor (0-2 notches for issuers in the 'BB' category and 0-3
notches for issuers in the 'B' category and lower), 2) the presence
of a liquidity facility, (0-1 notch), and 3) recovery prospects. In
this case the uplift is based on a low affirmation factor, the
availability of a liquidity facility and modest recovery
prospects.

Affirmation Factor: Fitch considers the affirmation factor for NAS
2016-1 to be low primarily due to the uncertainty around
Norwegian's ability to continue as a going concern.

DERIVATION SUMMARY

Stressed LTVs for the class A certificates in this transaction are
in line with or slightly worse than 'A' rated senior classes of
certificates issued by Spirit Airlines, Inc., United Airlines,
Inc., British Airways, and American Airlines, Inc. In fact, the
class A certificates pass Fitch's 'A' category stress test,
however, the ratings are lower due to near-term risks related to
Norwegian's credit profile.

The 'CCC-' rating on the class B certificates is the lowest rating
assigned to a B tranche by Fitch. The notching differential between
the NAS 2016-1 class B certificates and other class B certificates
is driven by differences in the credit quality of the airlines,
affirmation factors and recovery prospects. The rating of the class
B certificates for NAS is based on a low affirmation factor.

KEY ASSUMPTIONS

Fitch's key assumptions within our rating case for the issuer
include a harsh downside scenario in which NAS declares bankruptcy,
chooses to reject the collateral aircraft, and where the aircraft
are remarketed amid a severe slump in aircraft values. Please see
the Key Rating Drivers section of this release for more details on
specific assumptions.

RATING SENSITIVITIES

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

  - Positive rating actions on senior tranches are not expected in
the near term due to coronavirus-related pressures on the airline
industry and due to the credit pressure on Norwegian.

  - Subordinated tranches could be upgraded if Norwegian's credit
profile were to improve

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

  - Senior tranche ratings are primarily based on levels of
overcollateralization, so downgrades could be driven by unexpected
declines in asset values.

  - Subordinated tranches could be downgraded further if Norwegian
were to announce plans to liquidate.

LIQUIDITY AND DEBT STRUCTURE

Liquidity Facility: The certificates benefit from dedicated
18-month liquidity facilities provided by Natixis (A+/F1/RWN).

ESG CONSIDERATIONS

Fitch does not provide separate ESG scores for Norwegian's EETC
transactions as ESG scores are derived from its parent.




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

CREDIT BANK: Moody's Affirms Ba3 on Unsec. Foreign Currency Debt
----------------------------------------------------------------
Moody's Investors Service affirmed the Ba3 long-term local and
foreign currency deposit ratings of Credit Bank of Moscow (CBM) as
well as the bank's senior unsecured foreign currency debt ratings.
The outlook remains stable. The rating agency also affirmed the
bank's short-term local and foreign currency deposit ratings of Not
Prime (NP).

Concurrently, Moody's affirmed the bank's b2 Baseline Credit
Assessment (BCA) and Adjusted BCA. Moody's also affirmed CBM's
Ba2(cr)/NP(cr) long-term and short-term Counterparty Risk (CR)
Assessment, its Ba2/NP long-term and short-term local and foreign
currency Counterparty Risk Ratings (CRR). The Caa2(hyb)
subordinated debt rating was also affirmed.

RATINGS RATIONALE

The affirmation of CBM's ratings and assessments is driven by the
relatively stable financial profile of the bank, reflected by the
gradual reduction of high-risk assets (loans and equities) in
absolute and relative terms on the one hand, and weakened capital
adequacy in the first half of 2020 on the other hand as a result of
loan book growth and rouble depreciation. The bank's BCA of b2
remains constrained by the bank's elevated risk appetite, in
particular high concentrations in the loan book and reverse repos
portfolio, the latter of which exceeded 44% of the bank's total
assets as of June 30, 2020.

The bank's net loan book accounted for a modest 31% of total assets
as of mid-2020 with problem lending (defined as stage 3 and
purchased and originated credit impaired loans) amounting to 5.1%
of gross loans and 119% covered by loan-loss reserves. Beyond these
problem loans, CBM had exposures to a highly leveraged car dealer,
a hotel business, and equity investments in a loss-making pharmacy
chain which together amounted to RUB52 billion or 30% of the bank's
tangible common equity (TCE) as of mid-2020. Nevertheless, Moody's
considers these riskier exposures to be moderate and materially
reduced relative to their level three years earlier, when the
rating agency estimated the bank had high-risk assets not treated
as overdue or impaired equivalent to 73% of TCE.

Over the next 12-18 months, Moody's expects the bank's
profitability to face pressure from the difficult operating
environment in Russia. Loan-loss provisioning charges, which jumped
to 325 basis points in the first half of 2020, will be high as the
economic disruption takes a toll on the bank's asset quality.
Moody's expects that CBM will be able to generate sufficient
pre-provision income to absorb additional provisioning charges and
thus remain profitable in 2020 and 2021.

As of mid-2020, CBM reported a TCE/risk-weighted assets (RWA) ratio
of 10.2%, which is below that of its similarly rated global peers,
and there is risk of its capital decreasing because of the recent
weakening of the local currency and the bank's suppressed internal
capital generation capacity. Moreover, CBM's large reverse repo
transactions result in relatively high nominal leverage, with a
TCE/Total Assets ratio of 6.3% as of mid-2020. These weaknesses are
partially mitigated by the shareholders' commitment to support the
bank's capital needs. In 2019, CBM received RUB14.7 billion of
equity via a secondary public offering (SPO), following a RUB14.4
billion contribution in 2017.

GOVERNMENT SUPPORT

Moody's incorporates a high probability of government support into
the bank's senior ratings given its systemic importance in Russia,
as underlined by its designation as a Systemically Important Bank
by the Central Bank of the Russian Federation. This results in two
notches of uplift to the bank's senior unsecured debt and deposit
ratings from its BCA of b2.

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

CBM's BCA could be upgraded if there were a sustained improvement
in the bank's solvency metrics, in particular, its capitalisation,
or if the bank reduced its concentrations in its loan portfolio,
reverse repos and customer deposits, indicative of enhanced risk
governance.

Conversely, the ratings could be downgraded if there were a sharp
deterioration in the operating environment in Russia that would
lead to a substantial decline in the bank's liquidity or
loss-absorption capacity. The bank's supported ratings could also
be downgraded if the government's capacity or propensity to render
support to systemically important banks were to diminish.

PRINCIPAL METHODOLOGY

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


SOVCOMBANK PJSC: Moody's Upgrades Deposit Ratings to Ba1
--------------------------------------------------------
Moody's Investors Service upgraded Sovcombank PJSC's long-term
local and foreign-currency deposit ratings to Ba1 from Ba2. At the
same time, Moody's has upgraded the bank's long-term and short-term
Counterparty Risk Ratings (CRR) to Baa3/P-3 from Ba1/Not Prime
(NP), its long-term and short-term Counterparty Risk (CR)
Assessment to Baa3(cr)/P-3(cr) from Ba1(cr)/NP(cr). Concurrently,
Moody's affirmed the bank's ba2 Baseline Credit Assessment (BCA)
and Adjusted BCA and the bank's short-term local and foreign
currency deposit ratings of NP.

RATINGS RATIONALE

The upgrade of Sovcombank's ratings reflects Moody's view that the
probability of the bank's deposits benefiting from support from the
Central Bank of Russia (CBR) should it be needed is now high. This
results in one notch of uplift to the bank's deposit ratings from
its BCA of ba2. The upgrade follows the CBR's announcement on
October 29, 2020 that it formally designated Sovcombank -- the
ninth largest banking group in Russia by total assets -- as a
systemically important financial institution (SIFI).[1]

The affirmation of Sovcombank's BCA reflects the bank's (1) good
loss-absorption capacity, illustrated by its high pre-provision
profitability and strong provisioning, which together provide a
considerable buffer to withstand potential asset risks; (2) sound
asset-quality indicators, supported by good portfolio
diversification and sizable exposure to high quality bonds; and (3)
good liquidity. At the same the bank's standalone credit profile
will remain challenged by its exposure to market risk and somewhat
volatile earnings.

For the first six months in 2020, Sovcombank posted a net income of
RUB10 billion, which translated into an annualised net income to
tangible assets ratio of 1.2% compared with 2.6% in full-year 2019.
Sovcombank's bottom-line profitability was strained by rising cost
of risk and losses from revaluation of its fixed-income securities
in Q12020. As of June 30, 2020, the bank's securities portfolio,
which predominantly consisted of Russian corporate bonds and
Eurobonds and bonds issued by government related issuers accounted
for around 48% of total assets and bears limited credit risk, but
remains a source of market risk for Sovcombank.

Sovcombank's problem loans (Stage 3 under IFRS) amounted to 3.6% of
gross loans as of June 30, 2020, while the level of loan loss
reserves coverage was good at 142%. Sovcombank's asset quality will
remain supported by its good loan book diversification with a
significant exposure to creditworthy customers from the corporate
sector and focus on secured loans in the retail segment.

Being designated systemically important bank, Sovcombank is a
subject to the tightened regulatory requirements that apply to
systemically important banks in accordance with the Basel III
standards, including the capital surcharge, liquidity coverage
ratio and net stable funding ratio. Systemic importance gives the
bank the right to apply for a committed credit line facility from
the CBR, which can be used both to meet its liquidity coverage
ratio requirement and for liquidity support, in case of need.

STABLE OUTLOOK

The stable outlook on Sovcombank's deposit rating reflects limited
downside risk to the bank's BCA because the elevated risks stemming
from the deteriorated operating conditions will be counter-balanced
by the bank's ample liquidity and robust loss absorption. Thus, a
likelihood of any rating changes for Sovcombabank in the next 12 to
18 months is limited.

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

Sovcombank's BCA and its deposit ratings will not likely be
upgraded in next 12-18 months given the unfavorable operating and
economic conditions in the country. The bank's deposit ratings
could be downgraded if its solvency profile were to deteriorate
materially beyond Moody's current expectations amid further
weakening of the operating conditions.

LIST OF AFFECTED RATINGS

ssuer: Sovcombank PJSC

Upgrades:

Short-term Counterparty Risk Assessment, Upgraded to P-3(cr) from
NP(cr)

Long-term Counterparty Risk Assessment, Upgraded to Baa3(cr) from
Ba1(cr)

Short-term Counterparty Risk Rating, Upgraded to P-3 from NP

Long-term Counterparty Risk Rating, Upgraded to Baa3 from Ba1

Long-term Bank Deposits, Upgraded to Ba1 from Ba2, Outlook Remains
Stable

Affirmations:

Adjusted Baseline Credit Assessment, Affirmed ba2

Baseline Credit Assessment, Affirmed ba2

Short-term Bank Deposits, Affirmed NP

Outlook Actions:

Outlook, Remains Stable

PRINCIPAL METHODOLOGY

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




===============
S L O V E N I A
===============

HOLDING SLOVENSKE: S&P Alters Outlook to Pos., Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings revised the outlook on of Holding Slovenske
Elektrarne d.o.o (HSE) to positive from stable and affirmed the
'BB' long-term issuer credit rating on the company.

Successful deleveraging, along with a lack of dividend payouts and
limited capital expenditure (capex), support stronger credit
metrics and could result in a one-notch upgrade.  Management is
committed to deleveraging by about EUR60 million-EUR70 million
annually, which we foresee will take the debt-to-EBITDA ratio below
4x. S&P said, "We have seen a good track record of deleveraging
since 2015 on the back of positive discretionary cash flow (DCF),
limited capex, and no dividend payments to HSE's 100% owner, the
Republic of Slovenia. We notice that the loan documentation for
HSE's syndicated bank facility prevents it paying any dividends
until mid-2026. We understand that HSE has not committed to any
growth investments for the next two-to-three years, and therefore
capex will only consist of maintenance investments. This should
enable HSE to deliver on its deleveraging plan, with annual DCF
well above EUR60 million annually. HSE's S&P Global
Ratings-adjusted net debt stood at slightly below EUR800 million at
the end of 2019, compared to above EUR1 billion at the end of 2015.
We expect net debt to be below EUR600 by the end of 2022, resulting
in debt to EBITDA of around 3x. In the long term, we do not believe
that it is sustainable for HSE to maintain zero growth investments.
We cannot rule out a ramp-up in investments in new hydropower
generation in medium term, as the government of Slovenia wants to
increase the country's renewable generation to meet EU policies. We
still believe that it's likely that HSE will maintain FFO to debt
above 15%."

HSE's hedging strategy should allow for stable cash flows for the
remainder of 2020 and throughout 2021 and improving credit ratios.
S&P said, "We expect HSE's revenues and cash flows to be
predictable in 2020 and 2021, with revenues at about EUR1,800
million-EUR1,900 million and EBITDA stabilizing well above EUR150
million annually. This is because HSE has hedged about 95% of its
generation for 2020, and about 70% for 2021, at EUR54 per megawatt
hour (/MWh) and EUR52/MWh, respectively. We understand that HSE
does not hedge all the generation it expects, as hydropower
generation depends on weather conditions, specifically, the amount
of precipitation and melting snow. In our view, HSE's thermal
generation is stable and predictable. HSE has an installed capacity
of 2 gigawatts (GW), of which it generates about 50% from its
thermal power plants and 50% from its hydropower plants. We expect
electricity generation in line with 2019 levels. In our base case,
HSE's total annual electricity generation amounts to about 7.7-7.9
terawatt hours (TWh). We understand that the company's average
operating cost for its production is EUR40-EUR42/MWh, but its hydro
generation costs are significantly lower than its thermal
generation costs." This is despite the company having fixed coal
costs, thanks to its integrated coal mine. Consequently, if
hydrological conditions are favorable, the company's profitability
and cash flows are stronger.

S&P said, "We believe that HSE's small-scale operations, asset
concentration, and thermal production continue to constrain the
business risk profile.   Despite being the main provider of
electricity in Slovenia, HSE has only about 2 GW of installed
capacity and produced 7.4 TWh during 2019. This makes HSE one of
the smaller generators among its peers. In our view, the 50%
generation from thermal is a key weakness, as operating margins are
weak, and in the long term, HSE will likely need to either shut
down the thermal power plants or switch to gas turbines. That said,
we do not think that Slovenia's goal to achieve renewable
generation of at least 27% by 2030 puts immediate pressure on HSE.

"The effects of the pandemic have not affected HSE's operations
materially so far.  We understand that despite re-imposed
restrictions to contain the pandemic in Slovenia, the effect on
HSE's operations should be marginal. Potential price fluctuations
in electricity should not affect HSE to a large extent either, as a
large portion of its generation is hedged, at least in the short
term.

"We expect that HSE's call option to repurchase 35.6% of its
minority-owned hydroelectricity company, HESS, will weigh on the
company's ratios in the second half of 2023.   HSE sold its 35.6%
share in HESS in July 2014 to GEN Group, also owned by the
Slovenian government, with a call option to repurchase it at later
stage. HSE still owns 49% of HESS. We understand that HSE may
exercise the call option in the second half of 2023 and purchase
the 35.6% stake for about EUR140 million on a debt-free basis. We
expect the EBITDA contribution would be about EUR20 million
annually. Even if HSE repurchases the stake in 2023, we expect it
will absorb the potential additional debt and keep FFO to debt
above 15%, if it continues to make progress in deleveraging the
balance sheet.

"HSE plays a key role for Slovenia as the major energy producer.
Our long-term rating on HSE factors in two notches of uplift for
extraordinary government support. The company is fully owned by the
Slovenian government and is an essential part of the national
economy. We understand that the government is also heavily involved
in HSE's strategy and development plans, to ensure that these align
with the Slovenian energy plan. Additionally, the state has backed
loan facilities for HSE amounting to about EUR430 million. However,
we do not expect the state to back any additional borrowing or
refinancing."

The positive outlook indicates the possibility of an upgrade within
12 months if HSE's financial metrics continue to strengthen,
resulting in FFO to debt above 15% on a sustainable basis.

This could occur if HSE maintains its strategic focus on in line
with our expectations and reduce debt. S&P thinks this is possible
because its growth investments are nonmaterial in the coming
two-to-three years, and it has no dividends payments. Additionally,
the company's hedging levels should support stable earnings in 2020
and 2021 and result in FFO to debt well above 15%.

S&P said, "If we raise the sovereign credit rating on Slovenia by
one or more notches, the rating on HSE will not change, all else
being equal.

"We could revise the outlook to stable if HSE's adjusted FFO to
debt falls below 15%. This could occur if the company's debt
reduction is not successful or if the hydrological conditions are
highly unfavorable, or as a result of operational difficulties at
one of its plants or a marked decline in power prices.

"We could also revise the outlook to stable if HSE breaches its
financial covenants. This could result from potential operational
difficulties at one of its plants or a marked decline in power
prices. Additionally, we could revise the outlook to stable if HSE
exercises its call option to repurchase the 35.6% stake in HESS,
and, in contrast to our previous expectation, this results in FFO
to debt declining below 15% for an extensive period."




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

BAHIA DE LAS ISLETAS: Moody's Lowers CFR to Ca, Outlook Neg.
------------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
Bahia De Las Isletas, S.L., a holding company owner of Spanish
ferry operator Naviera Armas, to Ca from Caa2, and its probability
of default rating (PDR) to Ca-PD from Caa2-PD. At the same time,
Moody's has downgraded Naviera Armas, S.A.'s senior secured notes
to Ca from Caa2. The outlook remains negative on both entities.

RATINGS RATIONALE

The rating action follows the company's announcement that it will
cease making interest payments on the EUR282 million Floating Rate
Senior Secured Notes due 2023 and to utilize the 30-day grace
period as per the indenture governing the Notes. As COVID-19 has
had a material negative impact on the company's operations,
decreasing liquidity, it has needed to increase borrowings by
another EUR70 million during the first half of 2020. Given the
already leveraged capital structure before the coronavirus
outbreak, Moody's now views it as highly likely the company will
enter a default within the next quarters. Moody's will classify the
non-payment of interest after the grace period as a default.

The Ca CFR thus reflects the company's unsustainable capital
structure relative to its earnings potential, high restructuring
risks based on its depressed debt valuation as well as its weak
liquidity position. In addition, it also incorporates a high degree
of uncertainty regarding recovery values for debtholders in a
potential restructuring.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the high likelihood of a distressed
exchange or a default in the next quarters.

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

An upgrade is unlikely at this stage in light of the action. Over
time, upward pressure on the rating could develop if Naviera
restores its profitability and materially improves its free cash
flow generation. Also, a rating upgrade would require liquidity to
strengthen, supported, for instance, by adequate covenant headroom.
Furthermore, positive ratings pressure could result from better
recovery prospects in a potential debt restructuring.

Conversely, Moody's could downgrade the ratings if Naviera's
liquidity deteriorates as a result of a further drop in operating
performance or if recovery prospects weaken in a potential debt
restructuring.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Shipping
Industry published in December 2017.

COMPANY PROFILE

Headquartered in Las Palmas, Naviera is a Spanish ferry operator.
The company provides passenger and freight maritime transportation
services mainly in the Canary Islands and Balearic Islands (between
islands and to/from the Iberian peninsula). At end-September 2019,
Naviera operated a fleet of 23 wholly-owned vessels as well as 13
additional ferries chartered in. The company also operates the
largest land transportation business in Spain with a fleet of more
than 500 trucks. For the first half of 2020, the company reported
revenue of EUR203 million and operating profit of negative EUR70
million. The company has been operating for over 75 years and
remains under the Armas family ownership.


BAHIA DE LAS ISLETAS: S&P Cuts ICR to SD on Missed Coupon Payment
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit ratings on
Bahia De Las Isletas S.L. and its core subsidiary Naviera Armas, on
whose level the senior secured notes were issued, to 'SD' from
'B-'.

S&P said, "At the same time, we are lowering the issue ratings on
its senior secured notes due 2023 to 'D' and on the senior secured
notes due 2024 to 'CC', maintaining the recovery rating at '3'.

"Bahia has missed the Oct. 31 coupon payment on its senior secured
notes due 2023.  We do not expect the company will make this
payment during a 30-day grace period despite sufficient liquidity
sources, as per our estimates. Bahia is in discussions with
noteholders to evaluate alternatives in restructuring its capital
structure, including the senior secured notes. Therefore, we view
it unlikely that Bahia will make the upcoming Nov. 17 coupon
payment on its 2024 senior secured notes. We understand that the
company is current on its other debt obligations. We will reassess
our ratings on Bahia once the company agrees on any restructuring
and depending on available information."

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

-- Health and safety


MIRAVET SARL 2020-1: S&P Assigns Prelim. B Rating on Class E Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Miravet S.a r.l., Compartment 2020-1's class A, B-Dfrd, C-Dfrd,
D-Dfrd, and E-Dfrd notes. At closing, the issuer will issue unrated
class X and Z notes.

Miravet S.a.r.l., Compartment 2020-1 is a static RMBS transaction.
The preliminary pool of EUR627,747,285 comprises 13,195 loan parts
originated by Catalunya Banc, S.A., Caixa d'Estalvis de Catalunya,
Caixa d'Estalvis de Tarragona, and Caixa d'Estalvis de Manresa. The
assets are primarily first-ranking owner-occupied loans secured
against properties in Spain. The portfolio is concentrated in
Catalonia (73.5%) and contains 78.8% of restructured loans, with
74.4% restructured before 2015.

At closing, the issuer will use the class A to Z notes' issuance
proceeds to purchase the "participaciones hipotecarias" (PHs) and
"certificados de participacion hipotecaria" (CPHs) from the
sellers.

Credit enhancement for the rated notes will comprise subordination,
the reserve fund, and excess spread. The reserve fund will be fully
funded at closing by class Z notes.

There are no rating constraints in the transaction under our
operational, counterparty, legal, or structured finance sovereign
risk criteria.

S&P said, "Our preliminary ratings address the timely payment of
interest and ultimate payment of principal on the class A notes.
Our ratings on the class B to E notes address the ultimate payment
of interest and principal, until they become the most senior notes
outstanding."

S&P Global Ratings believes there remains a high degree of
uncertainty about the evolution of the coronavirus pandemic.
Reports that at least one experimental vaccine is highly effective
and might gain initial approval by the end of the year are
promising, but this is merely the first step toward a return to
social and economic normality; equally critical is the widespread
availability of effective immunization, which could come by the
middle of next year. S&P said, "We use 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."

  Preliminary Ratings

  Class     Prelim. rating*
  A         AAA (sf)
  B-Dfrd    A- (sf)
  C-Dfrd    BBB (sf)
  D-Dfrd    BB+ (sf)
  E-Dfrd    B (sf)
  X         NR
  Z         NR

*S&P said, "Our ratings address timely receipt of interest and
ultimate repayment of principal on the class A notes and the
ultimate payment of interest and principal on the other rated
notes. Our ratings also address timely interest on current interest
due when they become most senior outstanding. Any deferred interest
is due by maturity."

NR--Not rated.




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S W E D E N
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SAS AB: Moody's Upgrades CFR to B3 & Alters Outlook to Stable
-------------------------------------------------------------
Moody's Investors Service appended the company's PDR with the "/LD"
(limited default) designation as the company's conversion of senior
and subordinated debt into equity or hybrid debt is viewed by
Moody's as a distressed exchange which is a default under Moody's
definitions. Moody's has upgraded SAS AB's Corporate Family rating
(CFR) to B3 from Caa2 and the company's probability of default
rating (PDR) to B3-PD/LD from Ca-PD. Concurrently Moody's has also
upgraded SAS Denmark-Norway-Sweden's back senior unsecured MTN
rating to (P)B2 from (P)Caa2 and the instrument rating of its Swiss
Franc Perpetual guaranteed subordinated notes to Caa1 from Caa3.
Lastly the agency has assigned a caa1 Baseline Credit Assessment
(BCA) to SAS. The outlook was changed to stable for both entities.
Moody's will remove the "/LD" designation from the company's PDR
after three days.

The rating action reflects the completion of a recapitalization
plan that includes the conversion of hybrid debt into common equity
and the conversion of senior unsecured debt into a mixture of new
hybrid debt and common equity.

RATINGS RATIONALE

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

The rating action balances the sizeable liquidity injection and
equity restoration from SAS' successful implementation of a
material recapitalization programme against the continued
challenging operating environment for airlines on a global basis.

SAS AB has just completed a material recapitalization programme
supported by its two largest shareholders, the governments of
Sweden and Denmark. The recapitalization plan will inject SEK12
billion of liquidity into SAS and strengthen its capital structure
by SEK14.25 billion, including approximately SEK6.6 billion of
equity and SEK 7.6 billion of hybrid capital, thereby restoring
SAS' pre outbreak equity position albeit SAS' equity position was
not substantial prior to the outbreak.

The liquidity injection should provide SAS with a significant cash
buffer. Pro-forma of the repayment of the group's RCF and the
refunding of all outstanding cancelled tickets Moody's currently
estimates that SAS should have around 470 days of liquidity at hand
based on conservative recovery assumption over the last quarter of
the year and in 2021. This estimate assumes that SAS finances all
its aircraft purchases over the next 18 months.

Moody's expects SAS to continue facing a very challenging operating
environment well into 2021. After a pickup in demand during the
summer season the recovery in passenger traffic has stalled in late
August-early September as a result of rising infection rates and
travel restrictions. Most European carriers have announced capacity
cuts for the last quarter of the calendar year 2020 and for early
2021. A more sustained recovery in passenger traffic hinges on the
approval and wide availability of vaccines but also on the adoption
of testing protocols to enable a gradual lifting of travel
restrictions.

As a result of the continued challenging market conditions Moody's
expects SAS to continue burning cash in 2021 and 2022 (net of
pre-delivery refunds) before returning to a positive FCF generation
in 2023. SAS will have incurred between SEK9.5 billion and SEK 11.5
billion of additional debt (including the hybrid debt from the
recapitalization package) in comparison to 2019 at the end of FYE
October 2023 according to its current expectations. Coupled with a
depressed EBITDA Moody's expects SAS' gross adjusted Debt/EBITDA to
range between 13x and 15x at the end of FYE October 2022, a
significantly higher level than prior to the coronavirus outbreak
hence the assignment a caa1 BCA.

Moody's will treat the new deeply subordinated hybrid instruments
from the government of Denmark and Sweden under the
recapitalization package as debt for the calculation of its credit
metrics but have applied the Government-Related Issuers Methodology
following the shareholder's increase in their respective equity
stake in SAS to around 22% each. Moody's has applied a moderate
support assumption under its GRI methodology reflecting the
materiality of the recapitalisation package but also the temporary
nature of the European Commission's framework under which the
recapitalization package has been approved.

LIQUIDITY

SAS AB had SEK6.2 billion of cash & marketable securities on
balance sheet as per July 31, 2020. The cash injection of SEK12
billion will significantly boost SAS' liquidity notwithstanding
that the company has burnt cash since July 2020. Based on its
assessment of current point in time liquidity and cash burn rates
over the next few quarters Moody's expects SAS to have at least 470
days of liquidity at hand.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook assigned to the current rating recognises SAS'
improved liquidity profile pro-forma of the recapitalization but
also reflects a continued challenging operating environment and a
still very levered capital structure.

STRUCTURAL CONSIDERATIONS

The credit facilities and notes under SAS' medium-term note (MTN)
program are issued at SAS Denmark-Norway-Sweden, a consortium whose
liabilities are guaranteed by the constituent companies, namely SAS
Danmark A/S, SAS Norge AS and SAS Sverige AB.

The one notch uplift from the CFR for the senior unsecured
medium-term notes reflects the material amount of subordinated
capital (SEK6 billion new State hybrid and CHF127 million
subordinated loan) providing loss absorption to the senior
unsecured creditors.

The Caa1 rating of the CHF200 million perpetual subordinated loan
(CHF127 million outstanding) is one notch below the CFR, reflecting
its legal subordination to other senior secured and senior
unsecured debt in the capital structure but its contractual
seniority to the State subordinated hybrids.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

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

The company's commitments to reduce its carbon dioxide emissions
are more ambitious than for most other network peers. SAS targets
to reduce a 25% reduction in net CO2 emissions by 2030 (compared to
2005 levels), and a 50% reduction in net CO2 emissions by 2050.

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

In light of the challenging operating environment Moody's does not
foresee short term positive rating pressure. Longer term positive
rating pressure would build if gross leverage as measured by
Moody's adjusted debt/EBITDA would drop sustainably below 6.0x and
positive free cash flow generation, supporting a further
strengthening of the company's liquidity profile

The ratings of SAS could be lowered further if the issuer's
liquidity profile deteriorates faster than currently expected. A
sustained path to bring down leverage as measured by Adjusted Debt
/EBITDA below 7.0x by 2023 would also exert negative pressure on
the current rating.

The methodologies used in these ratings were Passenger Airline
Industry published in April 2018.




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

GATEGROUP HOLDING: Moody's Lowers CFR to Caa2, Outlook Neg.
-----------------------------------------------------------
Moody's Investors Service downgraded gategroup Holding AG's
corporate family rating to Caa2 from B3 and probability of default
rating to Caa2-PD from B3-PD. Outlook on all ratings remains
negative.

RATINGS RATIONALE

The coronavirus pandemic, 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 containment of the virus.
Moody's regards the coronavirus outbreak as a social risk under the
rating agency's ESG framework, given the substantial implications
for public health and safety.

The downgrade reflects slower than previously expected recovery of
the company's operations due to the pandemic and the resultant weak
credit metrics expected over the next 12-18 months. The continued
rise of coronavirus cases, lack of coordination between the
governments on the travel rules and uncertainty around availability
of the vaccine or an effective cure have led to a more pessimistic
view on the recovery pace. The rating action also reflects the
increasing refinancing risk, as the company's loans and bond are
currently due in October 2021 and February 2022 respectively and
increased risk of some form of restructuring which may result in
losses to the debt holders.

According to IATA [1], global RPK (Revenue Passenger Kilometres)
recovery has been slow during the summer with August being still
75% below on y-o-y basis. Moody's expects gategroup's revenue to
largely trail global RPK given the company's broad presence across
many countries. Moody's has revised its forecast for gategroup's
revenue and now expects it to remain below 2019's levels by around
65% in 2020, 40% in 2021 and 15% in 2022, including the LSG
acquisition which is due to complete in Q4 2020. However, depending
on the length and severity of the travel restrictions and
government confinement measures there are risks that the recovery
could be slower than this estimate. The rating agency also expects
that RPK will not fully recover to 2019 levels until 2024.

Since the beginning of the pandemic gategroup has taken steps to
strengthen its liquidity. These included significant reduction of
personnel cost through furloughs, unpaid leave, pay-cuts and
lay-offs. Other measures included reducing capex to the minimum
maintenance level and working capital management has been
optimized. In spite of these rapid actions, Moody's expects a total
cash burn of around CHF600 million in 2020 and a further CHF300-400
million in 2021.

The existing cash on balance sheet will not be sufficient to cover
the anticipated cash burn and gategroup has been working on
securing additional external liquidity, having already received
around CHF160 million of loans and grants via US CARES act and
around CHF75 million government loan in France. The LSG acquisition
will be cash accretive, once closed, and Moody's understands that
that company is actively working on obtaining more government
support in other countries, including Germany and Switzerland.
Moody's also expects that the company's shareholders will further
support the group in case of a liquidity deficit.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the uncertainties related to the
recovery of the company's revenues and cashflows, as well as the
increasing maturity risk on some of its debt.

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

Positive rating pressure would not arise until the refinancing risk
is addressed and the coronavirus pandemic is brought under control,
travel and passenger volumes return to more normal levels. At that
stage Moody's would evaluate the balance sheet and liquidity
strength of the company and positive rating pressure would require
evidence that the company is capable of substantially recovering
its financial metrics and restoring liquidity headroom.

Moody's could downgrade gategroup's ratings if there are
expectations of an increased risk of a default, or if liquidity
deteriorates further.

LIQUIDITY

gategroup's liquidity is challenged by a decline in free cash flow
generation. The company had CHF172 million of cash as of December
2019, but since then had to fully draw its EUR415 million RCF due
in October 2021. The covenants on RCF and term loan were recently
modified to include only a minimum liquidity test. The company is
also exposed to refinancing risk, given its loans are currently due
in October 2021 and the bond is due in February 2022.

STRUCTURAL CONSIDERATIONS

gategroup's debt capital structure consists of a EUR250 million
unsecured term loan, a EUR415 million unsecured RCF both due
October 2021 and CHF350 million unsecured bonds due February 2022,
all of which are unrated.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety, and as detailed above the impact of the crisis on the
company's credit quality has been the key driver of the downgrade
and review. Moody's would like to draw attention to certain
governance considerations related to gategroup. The company is 50%
owned by a private equity sponsor RRJ, which may lead to somewhat
higher tolerance for leverage and appetite for debt-funded
acquisitions.

PRINCIPAL METHDOLOGY

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

COMPANY PROFILE

gategroup Holding AG (gategroup) is a Switzerland-based independent
provider of airline catering and logistic services. As of December
31, 2019, gategroup operated more than 200 facilities in 60
countries and territories in six continents, serving more than 700
million passengers annually and more than 300 customers worldwide.
Its core activities are located in the US, France and Switzerland,
which together accounted for 51% of the company's revenue in 2019.
In 2019, the company generated around CHF5 billion in revenue and
reported EBITDA of CHF441 million. gategroup is owned by the
private equity investors RRJ Capital (based in Hong Kong) and the
investment company Temasek (based in Singapore).




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T U R K E Y
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MERSIN ULUSLARARASI: Fitch Affirms BB- Rating on $600MM Unsec. Debt
-------------------------------------------------------------------
Fitch Ratings has affirmed Turkey-based port operator Mersin
Uluslararasi Liman Isletmeciligi A.S.'s (MIP) USD600 million senior
unsecured debt at 'BB-'. The Outlook is Negative.

RATING RATIONALE

The competitive market position of MIP in its catchment area, the
strong connectivity to the hinterland and its diversified goods mix
mitigate the volatility of its domestic and export market while
also limiting so far, the negative impact caused by the COVID-19
pandemic. MIP's weak single-bullet debt structure weighs on the
rating, although in its view, the refinancing risk associated with
the bullet bond is mitigated by moderate leverage for the rating.

The rating is capped by Turkey's Country Ceiling at 'BB-'. The
Negative Outlook reflects the corresponding outlook on Turkey's
Long-Term Issuer Default Ratings.

KEY RATING DRIVERS

Exposure to Volatile Markets - Revenue Risk (Volume): 'Midrange'

MIP is Turkey's largest export-import port and the largest port in
terms of containerised throughput in Turkey. The volume mix is
diversified yet volatile and balanced between imports and exports.
The port benefits from a strong and well-connected hinterland.
Continuous volume increases in the last three years was also driven
by the completion of a mega vessel berth in 2016.

Notwithstanding a gradual decrease in regional market share to
75.4% in 2019 from 80% in 2016, MIP remains the largest port in
Turkey's south eastern region.

Unregulated US Dollar Tariffs - Revenue Risk (Price): 'Midrange'

MIP's concession provides almost full pricing flexibility, with
restriction only against 'excessive and discriminatory pricing',
for which there is no history of enforcement and MIP has been able
to increase tariff throughout the operational horizon. The typical
contract length with MIP's customers is on average short at one to
two years and includes volume-related incentives.

The depreciation of Turkish lira does not have direct impact on
MIP's tariffs, which is set in US dollars. As more than half of
MIP's revenues are paid in local currency, the payment will be
settled based on the daily FX-rate. The majority of operational
expenses are, however, denominated in Turkish lira, and MIP
maintains the policy of converting unused excess operating expenses
into US dollar on a weekly basis. Therefore, despite the
depreciation of Turkish lira against US dollar, MIP continues to
maintain a healthy margin.

Under Fitch's rating case (FRC), Fitch assumes modest US
dollar-denominated tariff increases after 2022.

Extensive Investment Plan - Infrastructure Development and Renewal:
'Midrange'

MIP's current container handling capacity is 2.6 million
twenty-foot equivalent units (TEUs). After the completion of its
Easter Mediterranean Hub (EMH) Phase I in 2016, management is
planning EMH II, which will further extend the berth length,
enabling the terminal to handle two mega-vessels concurrently. EMH
II is a phased expansion project to ultimately extend MIP's
capacity to 3.6 million TEUs by 2025. The first phase of EMH II is
expected to complete in 2022. However, it should be noted that the
timing of further expansion will depend on volume growth, the
permits approval process, and the political and economic
environment. Fitch understands from MIP that it plans to access
external funding to fund a portion of the project.

Fitch has not included material additional volume growth from this
investment in the rating case.

Refinance Risk, Unsecured Debt - Debt Structure: 'Weaker'

MIP's USD 600 million bullet bond is senior unsecured and with a
fixed rate. No material covenants protect debt holders apart from a
3.0x net debt/EBITDA incurrence-based covenant, which Fitch gives
very limited credit to. MIP has no available revolving credit
facility nor a reserve account. All this, together with the
single-bullet nature of the debt and high refinancing risk, weigh
on the overall debt structure assessment. The presence of a sponsor
group with local and international banking relationships is likely
to support MIP if refinancing is hampered by temporary disruption
to capital markets. The further protection of a large cash balance
has been impacted by two loans to shareholder loans in 2018 and
2020.

MIP is planning to renew a USD50 million liquidity facility while
also negotiating a capex facility to fund its expansion in 2021 and
2022.

Financial Profile

The FRC projects gross debt-to-EBITDA to average around 3.1x in
2021-2024. The annuity debt service coverage ratio (DSCR), assuming
a 19-year synthetic amortisation, suggests sufficient cash flow
generation in the concession to fully repay outstanding debt. The
average annuity DSCR is 2.0x in the FRC.

PEER GROUP

MIP's main peers are Global Liman Isletmeleri A.S. (GLI; B/Rating
Watch Negative) and Global Ports Investments PLC (GPI; BB+/Stable).
GLI's materially higher leverage and structural exposure to
volatile tourism and to significant M&A risks weigh on the
company's credit profile.

RATING SENSITIVITIES

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

An upward revision of Turkey's Country Ceiling may lead to positive
rating action

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

A significant reverse of the current capital structure linked to
debt-funded financial policy

A negative rating action on Turkey's IDR by Fitch leading to a
downward revision of the Country Ceiling, which will continue to
cap MIP's rating.

CREDIT UPDATE

Performance Update

MIP's 1H20 container volume only declined marginally by 2.1%,
despite the pandemic, as strong import and export volumes mitigated
a significant drop in transit and transhipment traffic.
Conventional cargo volume improved 5.5%, due to increases of
certain commodity products.

In May 2020, the Turkish government implemented a tariff-reporting
regulation for port operators, giving the government the right to
reject tariff increases. This regulation was legally challenged by
port operators in Turkey, and discussions with the Turkish
authorities to resolve this issue are ongoing. Under FRC, Fitch
assumes only modest US dollar-denominated tariff increases.

The cash balance has decreased in 2020 due to cash being upstreamed
to shareholders for the second time since 2018, as MIP has made
another USD150 million loan to shareholders. According to
management, the company may upstream further if there is cash
surplus to operational requirements, projected capex and debt
service. Fitch views the ability to upstream cash as
credit-negative given MIP's large bullet maturities, which is
partially offset by a low projected gross debt-to-EBITDA under
Fitch's cases.

FINANCIAL ANALYSIS

The FRC assumes a modest volume decline in 2020 of 2.4% for
container, supported by the resilient performance so far in 2020.
However, its conservative approach compared with MIP's budget
reflects its expectation of a potentially slower recovery to 2019
levels only by 2022. Fitch forecasts EBITDA to grow at a CAGR of
just below 2% between 2020 and 2024, despite modest increases in US
dollar-denominated tariffs assumed under the FRC.

Fitch forecasts a total capex of USD449 million in 2020-2024
including both maintenance and expansionary capex. EMH II, which
will increase capacity up to 3.6 million TEUs by 2025, is currently
planned in 2021-2024, but Fitch has not included material
additional volume growth from this investment. Fitch assumes a
stressed interest rate for the facility refinancing MIP's
outstanding US dollar-denominated bond in 2024. Average projected
FRC gross debt-to-EBITDA stands at around 3.1x for 2021-2024. The
average annuity DSCR after 2025 is 2.0x in the FRC.

Asset Description

Located in the Cukurova region on Turkey's eastern Mediterranean
coast, MIP is Turkey's largest port by import/export container
throughput and a major player in terms of container throughput. It
has a deep-water harbour with 21 berths and is equipped to handle a
range of dry bulk, liquid bulk, containers and roll on-roll off
cargos.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
Environmental, Social and Governance (ESG) credit relevance is a
score of 3. This signals that 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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U K R A I N E
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INTERPIPE HOLDING: Fitch Publishes B LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has published Interpipe Holding's Long-Term Issuer
Default Rating (IDR) of 'B' with Stable Outlook.

The rating reflects a limited record of post-restructuring
financial policy and governance practices, which results in
uncertainty over post-2020 dividend distributions and thus leverage
profile, once Interpipe's current restrictive covenants are lifted.
The rating also reflects a smaller scale than steel peers' and
exposure to the Ukrainian operating environment. The company's pipe
business is exposed to oil markets where customers have volatile
capex alongside oil price fluctuations.

The rating also incorporates a high share of value-added products
(steel pipes and railway products), a leading domestic and regional
position in seamless pipes and wheels, backward integration into
scrap and billets and geographically diversified operations. The
rating also reflects strongly improved credit metrics following a
restructuring in 4Q19.

KEY RATING DRIVERS

Volumes under Pressure from Coronavirus: Interpipe managed to
operate throughout 2020 without significant operational disruptions
but faced coronavirus-driven demand slowdown, which was
particularly pronounced in pipes (9M20 sales -24% yoy). Its oil
country tubular goods (OCTG) segment was hardest hit (-54%) while
line pipes were nearly flat. Its wheels division performed better
with a modest 3% reduction in sales volumes. Fitch forecasts that
OCTG will take three years to see full recovery from the 2020 lows
and other segments' volumes to grow incrementally beyond 2020,
except for wheels sales in Ukraine and CIS.

Cost-Cutting Helps: Interpipe's measures to cope with slowdown have
included layoffs and a shortened four-day working week, as well as
other cost-cutting measures. The company postponed all expansion
capex and scaled back maintenance capex. This has allowed Interpipe
to generate positive free cash flow (FCF) and build up its
liquidity cushion (USD187 million reported cash and equivalents at
end-2Q20).

Railway Products Market to Normalise: Russian wheels deficits in
2019 and 2020 driven by the 2017-2019 wagon maintenance cycle
resulted in record-high EBITDA from wheels, exceeding USD200
million in 2019. Fitch expects 2021 to be a transitional year as
Russian and Ukrainian railcar manufacturers and operators cut wheel
purchases by double-digits, resulting in segment EBITDA of USD110
million, and decreasing to USD70 million from 2022. This is still
more than twice the 2017-2018 levels as the likely cancellation of
the 34.22% Russian anti-dumping duty from January 2021 and
Interpipe's expansion in European markets and into wheelsets
assembly will support the segment's performance.

Pipes Recovery Will Take Years: COVID-19 impact on pipes was
uneven, with particular pressure on OCTG and welded pipes in 1H20,
as weaker sales volumes added to price pressure on revenues. Line
pipes fared well in volume but saw mid-teens price declines. Weak
domestic gas drilling and construction and fierce competition in
the US oil and gas market were only partly offset by flat-to-rising
sales volumes in European and Middle Eastern regions. Fitch expects
both the domestic economy and US oil production to take at least
two years to recover to pre-pandemic levels, while Fitch assumes
line pipes will see marginal growth.

Minimal Debt: Interpipe's restructuring in October 2019 led to
USD400 million outstanding debt, versus USD1,354 million at
end-2018 (6.6x funds from operations (FFO) gross leverage).
Record-high EBITDA and modest capex allowed Interpipe to shrink
debt to USD331 million (1.3x FFO gross leverage) at end-2019 and
further to USD81 million in October 2020. Fitch assumes Interpipe
to prepay notes in full by mid-2021 following its net cash position
achieved in 2H20. Fitch conservatively assumes dividends to
commence from 2021, gradually driving FFO gross leverage towards
2.0x-2.5x from 2022-2023.

Post-Restructuring Financial Policy Key: Fitch views the
post-restructuring financial structure of Interpipe as strong for
the rating. It has cut capex and optimised costs notwithstanding a
solid cash balance and low net debt since the COVID-19 outbreak.
However, Interpipe is yet to establish a track record of its new
financial policy and determine the balance in capital allocation.
Sustained adherence to a prudent financial policy supporting a
strong financial profile may result in a positive rating action.

Trade Restrictions Risk: Interpipe is exposed to tariffs and quotas
as it exports over 70% of pipes and wheels. The risk is higher in
the pipes segment as proven by recent 10% import duties introduced
by Saudi Arabia and Turkey in 2Q20, on top of existing widespread
trading restrictions. The risk in the wheels segment is much lower
and primarily related to the Eurasian Customs Union market where
Fitch sees de-escalation of trade restrictions as likely, due to a
limited number of suppliers in this market.

Fees Excluded from Leverage: Interpipe's restructuring agreement
includes performance-sharing fees and/or an exit fee. A USD40
million exit fee falls due only if the notes and term loan are
fully discharged after October 25, 2023. Performance-sharing fees
apply once the notes and term loan are fully discharged over three
consecutive years, and may range 15%-25% of adjusted consolidated
EBITDA. Assuming the notes are fully prepaid by end-2021,
performance fee outflows may amount to USD20 million-USD25 million
in 2022-2024, based on its nearly USD150 million EBITDA assumption
post-2021.

Modest Capex Anticipated: Fitch does not expect any transformative
capex as Interpipe has a modern electric arc furnace and is
gradually and selectively investing to improve quality and add
value to its products. Fitch expects annual capex to average USD63
million in 2020-2021 and around USD70 million thereafter. The
investments are for increasing the production capacity of OCTG with
premium connections, new heat-treatment lines of OCTG pipes and a
new wheel machining and finishing line.

DERIVATION SUMMARY

Interpipe is a small producer with a strong position in niche and
consolidated segments such as steel pipes (top-10 globally) and
wheels (top-five globally). Both segments, particularly wheels,
have barriers to entry, long-standing customer relationships and
certification processes in various jurisdictions. However, the
segments are also exposed to high volume risk.

Interpipe's closest peer is PJSC Chelyabinsk Pipe Plant
(BB-/Stable), a Russian seamless and large diameter pipe (LDP)
producer with bigger scale, an incumbent position in Russia's steel
pipes market, and partial integration into billets. ChelPipe's lack
of wheels exposure is offset by diversification towards LDP with
different dynamics. Interpipe's other EMEA peers include steel
producers such as Russia's PJSC Novolipetsk Steel (NLMK), PJSC
Magnitogorsk Iron & Steel Works (MMK) and PAO Severstal (all
BBB/Stable), Evraz plc (BB+/Stable) and ArcelorMittal
(BB+/Negative) which benefit from partial or full integration into
iron ore and/or coal, bigger scale and, in the case of Russian
peers, cost leadership in steel operations. They also have lower
volume risk but lack Interpipe's value-added product share and
higher barriers to entry compared with more commoditised markets.

Interpipe's post-restructuring leverage profile is very comfortable
and places the company ahead of its Russian and European peers.
However, its future financial profile is yet to be defined by the
company's financial policies. Interpipe's margins in the medium
term are expected to converge with ChelPipe's, and remain above
ArcelorMittal's but behind other steel producers.

KEY ASSUMPTIONS

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

  - Pipes volumes down towards 460,000-470,000 tonnes in 2020 from
around 600,000 tonnes in 2019 on coronavirus-driven economic
downturn, before recovering slowly to 600,000 tonnes by 2023

  - Wheels volumes marginally lower in 2020 from around 200,000
tonnes in 2019, slowly growing towards 200,000 tonnes by 2023

  - EBITDA at around USD245 million in 2020, down towards USD180
million in 2021 as wheels segment normalises, and around USD150
million in 2022-2023

  - Capex rising to 8% to 9% of sales towards 2022-2023

  - Dividends commencing from 2021, while allowing for a gradual
and decelerating gross debt increase over 2021-2023 towards USD300
million-USD350 million, corresponding to 2.0x-2.5x FFO gross
leverage after 2021

  - Pre-dividend FCF margin in single digits from 2020

RATING SENSITIVITIES

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

  - Record of a conservative financial policy and established
corporate governance practices with FFO leverage sustained below
2.5x on a gross basis or 2.0x on a net basis (2019: 1.3x gross and
0.3x net)

  - Larger scale or increased diversification supporting resilience
to commodities market weakness and/or economic slowdown

  - The above factors may lead to an upgrade only if Ukraine's
sovereign rating is upgraded or Interpipe's hard currency debt
service cover is above 1.0x on a 12-month rolling basis, as
calculated in accordance with Fitch's Non-Financial Corporates
Exceeding the Country Ceiling Rating Criteria

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

  - EBITDA margin sustained below 8% on adverse market developments
and volume pressure

  - FFO leverage sustained above 3.5x on a gross basis or above
3.0x on a net basis

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 - 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.

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity Post-Restructuring: At end-2Q20 Interpipe had a
USD187 million cash cushion compared with USD211 million notes
outstanding due from 2023 onwards. Liquidity is forecast to remain
strong until 2023 with no significant maturities. Fitch expects FCF
generation to be positive in 2020-2021 if no dividends are paid in
2021. Performance sharing and/or exit fees are not expected to be a
drag on liquidity.

Debt Quantum at Decade-Low: As of June 30, 2020, the company had
USD211 million outstanding under its notes, and prepaid a further
USD129 million during August-October. Interpipe's outstanding debt,
represented by the notes, amounted to a decade-low level of USD81
million. Fitch expects the company to prepay the remaining notes by
mid-2021. In addition, Interpipe entered into a total return swap
(TRS) in August 2020 with regard to the notes for the notional
amount of USD70 million. The term of the TRS is up to one year.




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

BUTLEY PRIORY: Covid-19 Restrictions Prompt Liquidation
-------------------------------------------------------
Angus Williams at East Anglian Daily Times reports that a Suffolk
wedding company which hosted weddings at "one of the most romantic
houses in England" has gone into liquidation due to Covid-19.

Butley Priory Limited, a company which hosted weddings at the 12th
century Butley Priory, appointed liquidators from MHA Larking Gowen
on Nov. 3, East Anglian Daily Times relates.

The company was forced to make the decision after restrictions were
placed upon the events industry as a result of the coronavirus
pandemic, East Anglian Daily Times notes.

Weddings will continue to be held at Butley Priory, but will be
conducted by a different company which has taken on Butley Priory
Limited's staff, East Anglian Daily Times states.

According to East Anglian Daily Times, Andrew Kelsall --
andrew.kelsall@larking-gowen.co.uk -- partner at Larking Gowen,
said: "Clearly the wedding venue and hospitality business has been
curtailed by the current Covid-19 pandemic, and Government limits
on wedding party numbers and hospitality events. This means that
Butley Priory Limited finds itself in a financial position where
it's unable to continue operating with the current restrictions and
future uncertainties."


CLARKS: Enters Liquidation, 14 Jobs Affected
--------------------------------------------
Ken Symon at insider.co.uk reports that renowned Dundee music venue
Clarks on Lindsay Street has gone into liquidation with the loss of
14 jobs.

Christine Convy and Angela Paterson of Dunedin Advisory have been
appointed as joint liquidators of the bar and music venue which has
traded since August 2011, insider.co.uk relates.

According to insider.co.uk, they said that the liquidation was as a
result of prolonged closure of the premises due to government
COVID-19 restrictions in the hospitality sector.


GWENT NURSING: Quantuma Completes Sale of Business for GBP2.55MM
----------------------------------------------------------------
Consultancy.uk reports that consultants from Quantuma have
completed the sale of a Welsh nursing home for more than GBP2
million.

The deal follows the home's owner, Gwent Nursing Homes, placing
itself into administration more than a year ago, Consultancy.uk
notes.

According to Consultancy.uk, Quantuma Managing Director Chris
Newell, who was a joint administrator of Gwent Nursing Homes, said,
"We have been trading Caerleon House Nursing Home since being
appointed as administrators in August 2019.  During this period, we
have successfully turned the business around, improving occupancy
and profitability."

Gwent Nursing Homes, which traded as Caerleon House Nursing Home,
went into administration last year following what the
administrators called "a period of financial instability",
Consultancy.uk recounts.  Located in the heart of the village of
Caerleon, Newport, the nursing home is registered for 54 clients,
Consultancy.uk discloses.

As the company folded, it appointed Newell, alongside fellow
Quantuma experts Graham Randall and Paul Zalkin, to secure the
future of the home, Consultancy.uk relates.  It operated
successfully under Quantuma's instruction, despite the Covid-19
pandemic, and having received strong interest from a number of
existing care home providers and investors, Quantuma was eventually
able to agree a sale to Bal and Bindu Brainch, Consultancy.uk
states.  The new ownership also acquired Pentwyn House Nursing Home
in Marshfield, Cardiff, in February 2018, according to
Consultancy.uk.

The purchase was funded by Cynergy Bank, while Blake Morgan
supplied Quantuma with legal services, and Elliot Mather
represented Bal and Bindu Brainch, Consultancy.uk states.
Specialist business property advisor Christie & Co also advised on
the sale, which completed for a guide price of GBP2,550,000,
Consultancy.uk discloses.


HEATHROW FINANCE: Moody's Lowers CFR to Ba2, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded to Ba2 from Ba1 the corporate
family rating of Heathrow Finance plc (HF). Concurrently, Moody's
also downgraded to Ba3-PD from Ba2-PD the probability of default
rating and to B1 from Ba3 the senior secured debt ratings. The
outlook on the ratings remains negative. HF, through its shares in
Heathrow (SP) Limited (HSP), owns London Heathrow Airport (LHR).

RATINGS RATIONALE

The rating downgrade reflects a persistently difficult operating
environment for Heathrow airport as evidenced by the weaker than
anticipated pace of passenger demand recovery due to travel
restrictions and quarantine measures in 2020, and Moody's
expectation that the breadth and severity of the coronavirus
outbreak will lead to slower than previously anticipated traffic
recovery. These dynamics will continue to have a significant
detrimental impact on HF's cash flows and, whilst the company is
implementing measures aimed at supporting its financial profile,
Moody's expects key credit metrics to exhibit a more prolonged
weakness than previously anticipated, particularly in respect of
Moody's Adjusted Interest Cover Ratio (AICR). The negative outlook
continues to reflect the downside risks to HF's credit profile
linked to the consequences of the coronavirus outbreak and the
significant uncertainties around traffic recovery prospects.

The coronavirus pandemic, the weakened global economic outlook, low
oil prices and asset price declines are sustaining a severe and
extensive credit shock across many sectors, regions and markets.
The combined credit effects of these developments are
unprecedented. The airport sector is one of the sectors most
significantly affected by the shock given its exposure to travel
restrictions and sensitivity to consumer demand and sentiment. The
action reflects the impact on HF of the breadth and severity of the
shock, and the broad deterioration in credit quality it has
triggered. Moody's regards the coronavirus outbreak as a social
risk under its ESG framework, given the substantial implications
for public health and safety.

LHR's traffic has been severely impacted by the pandemic and the
introduction of travel restrictions. While flight activity resumed
for the peak summer season in July and August, passenger volumes
remained subdued, affected by the changing quarantine requirements.
In light of the latest government decision to introduce lockdown in
England and similar measures implemented in a number of European
countries, Moody's estimates that the decline in passenger traffic
at LHR will be approximately 75% in the financial year ending
December 2020. While Moody's expects passenger volumes to increase
in 2021, the timing and profile of any recovery is highly uncertain
because (1) LHR exhibits a material exposure to long haul traffic
(more than half of the total), as well as business travel, for
which recovery is expected to remain weaker and more uncertain than
leisure travel, (2) travel restrictions in some form may continue
for some time even if the spread of the virus seems contained in
some areas; (3) there is evidence of lack of international
coordination over travel restrictions and quarantine measures; (4)
the deteriorating global economic outlook, as well as the
uncertainties linked to Brexit, would likely slow the recovery in
traffic and consumer spending, even if travel restrictions are
eased; and (5) the coronavirus outbreak is also weakening the
credit profile of airlines, which have been drastically cutting
capacity. However, Moody's recognises LHR's strong position in the
London aviation market and elements of its economic regulation as
mitigating factors.

More generally, HF's Ba2 CFR continues to reflect (1) its ownership
of LHR, which is one of the world's most important hub airports and
the largest European airport and key infrastructure provider, with
potential for a strong recovery once the coronavirus outbreak and
its effects have been contained, (2) its long established framework
of economic regulation, (3) the historically resilient traffic
characteristics of LHR, (4) the capacity constraints the airport
faced prior to the traffic declines linked to the coronavirus
outbreak, (5) the current period of lower capital expenditure
levels and its good liquidity profile, (6) an expectation that the
HF group will maintain high leverage, and (7) the features of the
HSP secured debt financing structure, which puts certain
constraints around management activity, together with the
protective features of the HF debt, which effectively limit HF's
activities to its investment in HSP. HF's B1 senior secured rating
reflects the structural subordination of the HF debt in the HF
group structure versus the debt at HSP.

LIQUIDITY AND DEBT COVENANTS

The HF group as a whole exhibit a good liquidity position, allowing
for flexibility to cover its expenditure in the context of the
significant deterioration in cash flows associated with the
significant contraction in traffic. As of the end of Q3 2020, the
HF group reported approximately GBP2.4 billion of cash on balance
sheet (of which GBP397 million at the level of HF). These amounts
exclude the GBP1.4 billion proceeds associated with the recently
completed bond issuance at HSP and the planned GBP750 million
capital injection into the group, which will further strengthen its
liquidity position. More specifically, HF's available liquidity
enables the company to support its debt service requirements
(currently totalling approximately GBP100 million per annum) even
in the absence of dividends upstreamed from HSP, which would
normally represent the company's exclusive source of cash flow.
HF's next debt maturity is in 2024. The HF group is also
implementing initiatives aimed at further reducing, where possible,
its cost base and investment spend, with the objective of
supporting its liquidity and financial profile in the short term.
The HF group expects to have sufficient liquidity to meet all its
obligations into 2022 under the extreme stress test scenario of no
revenue, or well into 2023 under its own base case traffic
forecast, which envisages a traffic contraction of 72% in 2020,
with passenger levels in 2021 expected to remain around 54% below
2019.

Given the magnitude of the reduction in earnings associated with
traffic declines, HF will trigger default financial covenants
included in its debt documentation, namely group Net Debt/RAB of
92.5% (both at the December 2020 and December 2021 calculation
date) and Interest Cover Ratio of 1.0x (at the December 2020
calculation date). In addition, the group's debt documentation
includes covenants at the level of HSP. Given the contraction in
cash flows, HSP's Interest Cover Ratio will trigger lock-up levels
at the December 2020 calculation date, which means that the company
will not be permitted to upstream cash to HF. In the context of the
trigger of default financial covenants, HF obtained a waiver for
the Interest Cover Ratio covenant in 2020 and to increase the HF
Net Debt/RAB threshold to 95% in 2020 and 93.5% in 2021. In
addition, HF will not distribute dividends for the duration of the
waiver period or, if later, until Net Debt/RAB reaches the level of
87.5% or below. The group does not expect further covenant breaches
in 2021.

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

In light of the current negative outlook, upward rating pressure on
HF's ratings is unlikely in the near future. More generally,
positive rating pressure would only develop if, following the
lifting of border and travel restrictions, the control of the
coronavirus pandemic and a return to more normal traffic
performance, the company's financial profile and key credit metrics
sustainably strengthen, leading to restoring an appropriate
headroom under its Net Debt/RAB covenant and an AICR consistently
higher than 1.0x, while continuing to maintain a good liquidity
profile.

Downward pressure on HF's ratings could develop if (1) it were to
exhibit a financial profile leading to an AICR level continuously
below 1.0x; (2) the group reports a permanently impaired
flexibility versus its event of default financial covenants or a
risk of extended covenant breaches; (3) the liquidity profile
deteriorates significantly; or (4) it appeared likely that the
coronavirus outbreak had a more severe or sustained detrimental
impact on traffic levels.

The principal methodology used in these ratings was Privately
Managed Airports and Related Issuers published in September 2017.

The only asset of HF is its shares in HSP, a holding company which
in turns owns the company that owns LHR, Europe's busiest airport
in terms of total passengers. HF is indirectly owned by Heathrow
Airport Holdings Limited (HAH). HAH is ultimately owned 25% by
Ferrovial S.A. (a Spanish infrastructure & construction company),
20% by Qatar Holding LLC (a sovereign wealth fund), 12.62% by
Caisse de depot et placement du Quebec (a pension fund), 11.2% by
the Government of Singapore Investment Corporation (a sovereign
wealth fund), 11.18% by Alinda Capital Partners (an infrastructure
fund), 10% by China Investment Corporation (a sovereign wealth
fund) and 10% by the University Superannuation Scheme (a pension
scheme).


HILTON GARDEN: Goes Into Liquidation, 34 Jobs Affected
------------------------------------------------------
Keith Findlay at Evening Express reports that an Aberdeen hotel has
gone into liquidation, with 34 jobs lost.

The 100-bedroom Hilton Garden Inn, on St Andrew Street, has been
shut since Covid-19 forced its closure at the end of March and it
will not reopen, Evening Express notes.

According to Evening Express, professional services firm KPMG said
directors of the business behind it, The St Andrew Street Hotel
Company, were unable to secure funding to save it.

Blair Nimmo and Geoff Jacobs of KPMG have been appointed as joint
liquidators, Evening Express relates.

The pair, as cited by Evening Express, said the hotel had
experienced challenging trading conditions for several years,
following the downturn in the oil and gas industry.

With weakened economic activity in Aberdeen and an oversupply of
hotel accommodation, the business experienced funding shortfalls at
various times and required additional support from shareholders in
order to continue trading, Evening Express discloses.

Despite a restructuring involving several "key stakeholders" and
steps to reduce trading and overhead costs, the business was still
unviable, Evening Express notes.  Bosses then tried but failed to
sell the hotel after the onset of Covid-19, Evening Express
relays.

At the time of KPMG's appointment, the hotel employed 34 people who
were on furlough, Evening Express states.


INDIGO CLEANCO: S&P Affirms 'B' ICR, Outlook Stable
---------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating and stable
outlook on U.K.-based Indigo Cleanco Ltd.

On Sept. 18, 2020, U.K.-based Indigo Cleanco Ltd. (the owner of
Independent Clinical Services Group Ltd., or ICS) announced a
change of ownership, with Onex Corp. acquiring a controlling share
in the group, and preexisting owner TowerBrook Capital Partners, LP
retaining a minority stake.

The capital structure remains in place under the new ownership
through a portability feature, and includes new preferred shares
and a shareholder loan.

The new ownership does not alter ICS' debt structure.   ICS'
capital structure includes a portability feature, and the GBP268
million term loan and GBP25 million revolving credit facility (RCF)
remain in the capital structure following the change in ownership
with Onex. Furthermore, Onex and TowerBrook will be injecting
GBP221.6 million of capital in the form of preferred shares and a
GBP50 million shareholder loan. S&P said, "We exclude from our
leverage metrics the preferred shares, which we view as equity-like
and as creating headroom for the group. We do not fully disregard a
refinancing effort over the next two years to lock in a more
attractive interest rate. We expect that should there be a
refinancing, the management would likely redeem the shareholder
loan, which supports our assessment of this instrument as debt."

S&P said, "We do not believe the change in ownership will result in
heightened operational risk, since the existing senior management
team will remain unchanged, which we positively assess.
Furthermore, we understand that Onex will not make any significant
changes in terms of financial policies. We expect leverage to
temporarily fall in FY2020 to 5.7x, from 6.2x in FY2019, given our
treatment of the new preferred shares as equity-like. We forecast
gradual deleveraging to 5.3x in 2021 and 4.9x in 2022. We believe
that S&P Global Ratings-adjusted leverage is likely to remain above
5.0x over the rating horizon, and we anticipate that the group will
undertake bolt-on acquisitions and financially optimize its capital
structure to remain aligned with a financial policy target range
similar to that during ICS' refinancing in 2019.

"Although the pandemic could reduce capacity for elective and
preventative procedures within the U.K. health care system, we
expect ICS' profitability to remain resilient in our base-case
scenario.   There are clear, long-term structural needs in health
care staffing, owing to an ageing population, NHS staff shortages,
and an increased need for care at home. In the short term, with a
second wave of COVID-19 cases on the horizon, we expect ICS to
perform strongly as COVID-19-positive patients are treated and
elective procedures and services are resumed. Our expectations of a
depressed macro-economic environment could see lower levels of
social workers and life-sciences staffing placements, though we
forecast ICS will be able to continue growing its business. As the
pandemic eases--which we anticipate in second-half 2021--and demand
for elective appointments and procedures increases further, we
would expect to see a pick-up in revenue at ICS. Bank management
services will also support the group's competitiveness. Our base
case factors in a revenue decline of about 3.5% in FY2020, before
rebounding by about 3%-4% in 2021-2022.

"Our expectations of positive FOCF and a strong liquidity position
support the group's creditworthiness.  ICS is an asset-light
business and we continue to expect minimal capital spending in the
coming years. We understand that a portion of capex will go toward
digitization and improving customer experience and worker
productivity through a range of technology applications and
solutions. The company has a track record of positive cash flow
generation, and we continue to forecast FOCF of about GBP26
million-GBP39 million in FY2021 and FY2022." ICS' credit quality is
also supported by an adequate liquidity position. As of Oct. 31,
2020, ICS held GBP30.9 million of cash (including GBP10 million of
draw under its GBP25 million RCF). Management's goal is to hold a
minimum cash reserve of about GBP10 million-GBP15 million for
running the group's operations.

S&P Global Ratings believes there remains a high degree of
uncertainty about the evolution of the coronavirus pandemic.
Reports that at least one experimental vaccine is highly effective
and might gain initial approval by the end of the year are
promising, but this is merely the first step toward a return to
social and economic normality; equally critical is the widespread
availability of effective immunization, which could come by the
middle of next year. S&P said, "We use this assumption in assessing
the economic and credit implications associated with the pandemic.
As the situation evolves, we will update our assumptions and
estimates accordingly."

S&P said, "The stable outlook reflects our expectation that Indigo
Cleanco's credit metrics will remain robust in the next two years.
We expect S&P Global Ratings-adjusted leverage and FOCF-generating
metrics to remain commensurate with the current rating level.

"We could lower the rating if the group experienced severe margin
pressure resulting in weaker cash flow than we currently forecast.
Specifically, we could consider taking a negative rating action if
debt to EBITDA rose above 6.5x on a sustained basis, FOCF turned
negative, or if FFO cash interest coverage decreased below 2.0x.

"We consider an upgrade to be unlikely at this stage, given the
group's tolerance for potentially more aggressive financial
policies. These include, in our view, higher leverage, debt-funded
acquisitions, and the potential for future shareholder returns due
to private equity ownership. We could, however, consider taking a
positive rating action if the company took action to reduce
leverage, specifically if debt to EBITDA fell sustainably below
5.0x, with a firm commitment to remain at that level."


INTERNATIONAL PERSONAL: Fitch Affirms BB- LT IDR, Outlook Negative
------------------------------------------------------------------
Fitch Ratings has affirmed International Personal Finance plc's
(IPF) Long-Term Issuer Default Rating (IDR) and senior unsecured
debt rating at 'BB-' and removed them from Rating Watch Negative
(RWN) where they were placed on October 16, 2020. The Short-Term
IDR was affirmed at 'B'. The Outlook on IPF's Long-Term IDR is
Negative.

Fitch has also assigned IPF's EUR341 million 9.75% five-year senior
unsecured bonds (ISIN: XS2256977013) a final rating of 'BB-'.

The rating actions follow IPF's announcement on November 6, 2020
that it had finalised refinancing of its unsecured bond (with
initial maturity in April 2021) and that covenants in outstanding
bonds had been amended and aligned with the covenants of the new
notes.

KEY RATING DRIVERS

IDRs

The removal of the RWN and the affirmation of IPF's Long- and
Short-Term IDRs reflect Fitch's view that the successful bond
exchange offer addressed near-term refinancing risks. Fitch also
understands that IPF has reached an agreement with the majority of
its banks to amend the covenants on its revolving credit facilities
that had become necessary because of the negative impact the
pandemic is likely to have on IPF's covenant tests at future
testing dates.

Similar to the rest of the sector, the Negative Outlook reflects
pressures on the operating environment from the pandemic. Fitch
expects ongoing asset quality and collection pressures in line with
the trends in unemployment in particular in light of a second wave
of lockdowns in many of IPF's markets. Higher credit losses and
funding costs will pressure profitability and hence internal
capital generation.

Regulatory risks, which are inherently high in IPF's business
model, tend to become less predictable amid the pandemic. Many
governments impose extraordinary and often not creditor-friendly
measures. These include debt-repayment moratoria (Hungary, Romania)
and ad-hoc interest rate caps in a number of other jurisdictions.
These issues are captured in its ESG score of '4' for Social
Impact.

IPF's IDRs are underpinned by low balance sheet leverage by
conventional finance company standards, its structurally profitable
business model, despite high impairment charges, and its
cash-generative and short-term loan book. The rating also captures
IPF's high-risk lending focus, evolving digital business, and
vulnerability to regulatory risks. IPF has a geographically
diversified loan book that allows it to mitigate pandemic-related
deteriorating conditions in individual markets.

The now concluded exchange offer involved the exchange of IPF's
April 2021 bond into a new issue with five years' maturity. The
transaction includes partial cash repayment at 20% of the
outstanding notes for consenting bondholders upon exchange. The
exchange reduces IPF's near-term refinancing risk, but its funding
profile remains concentrated by sources and maturities.

IPF continued accumulating liquidity in 3Q20, bringing its
unrestricted cash balance to GBP172 million. Undrawn committed
credit facilities comprise another GBP176 million as of end-3Q20.
IPF's cash-generative and short-term loan portfolio (12 months'
average maturity) underpins the liquidity position. Pro forma for
the conclusion of the exchange offer, Fitch estimates IPF's
unrestricted cash balance to be around GBP100 million (i.e.
excluding undrawn revolving credit facility).

IPF reported a loss of GBP53 million in 1H20 (GBP56 million net
profit in 1H19), mainly due to a 15% drop in revenue from
contracted lending activities in 2Q20 and a pandemic-related
impairment charge of GBP91 million. Credit issued for 1H20 was 42%
lower yoy at GBP378 million, resulting in a yoy reduction in
outstanding net receivables of 25% to GBP756 million at end-1H20.
The impaired loan ratio increased marginally to 20% at end-1H20
(measured as Stage 3 net receivables/total net receivables) from
19% at end-2019.

IPF's financial performance recovered in 3Q20 and management stated
that the company had returned to modest profitability in the
quarter. However, in Fitch's view near-term downside risks remain
as the second wave of the coronanvirus impact markets in different
ways.

IPF's leverage remains adequate for a lending business focused on
high-risk customers and bearing significant impairment risks. IPF's
equity base fell by 11% to GBP389 million at end-1H20 from GBP436
million at end-2019 but a reduction in its asset base supported its
leverage ratio, which remains a credit strength, with gross
debt/tangible equity at 3x at end-1H20.

SENIOR DEBT

The rating of IPF's senior unsecured notes is in line with the
group's Long-Term IDR, reflecting Fitch's expectation for average
recovery prospects given that all of IPF's funding is unsecured.

Fitch assigned the final rating to a new bond resulting from the
exchange of the euro-denominated bond initially due in April 2021.

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

RATING SENSITIVITIES

IDRS AND SENIOR DEBT

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

A weakening of solvency with leverage measured as gross debt to
tangible equity sustainably exceeding 4x in the current
environment.

A marked deterioration of asset quality reflected in weaker
collections, higher impairment cost or an increase in unreserved
problem receivables.

An increase in regulatory risks (related to rate caps and early
settlement rebate) having a materially negative impact on IPF's
profitability and equity base.

IPF's ratings also remain sensitive to a material deterioration of
profitability or asset quality as its product mix evolves, for
example as the digital proportion of the loan book grows or as loan
maturities are extended.

IPF's senior unsecured debt rating is principally sensitive to a
downgrade of the company's Long-Term IDR.

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

An improvement in IPF's operating environment, stabilisation of the
company's performance and abating of asset quality risks would
result in a revision of the Outlook to Stable from Negative.

Given the challenging operating environment, an upgrade of IPF's
ratings is unlikely in the short to medium term and would require a
material improvement in its funding profile via diversification by
sources and removing maturity spikes, coupled with the recovery of
the financial profile.

IPF's senior unsecured debt rating is principally sensitive to an
upgrade of the company's Long-Term IDR.

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

International Personal Finance plc: Exposure to Social Impacts: 4

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.


MANSARD MORTGAGES 2006-1: Fitch Upgrades Class B2a Notes to B-sf
----------------------------------------------------------------
Fitch Ratings has taken multiple rating actions on Mansard
Mortgages 2006-1 Plc (MM06-1) and Mansard Mortgages 2007-2 Plc
(MM07-2), including upgrading the latter's B2a notes.

RATING ACTIONS

Mansard Mortgages 2007-2 PLC

Class A1a XS0333305299; LT AAAsf Affirmed; previously AAAsf

Class A2a XS0333306933; LT AAAsf Affirmed; previously AAAsf

Class B1a XS0333313988; LT BBB+sf Affirmed; previously BBB+sf

Class B2a XS0333340361; LT B-sf Upgrade; previously CCCsf

Class M1a XS0333308475; LT AAAsf Affirmed; previously AAAsf

Class M2a XS0333311693; LT AA-sf Affirmed; previously AA-sf

Mansard Mortgages 2006-1 PLC

Class A2a 56418MAB5; LT AAAsf Affirmed; previously AAAsf

Class B1a 56418MAE9; LT AAsf Affirmed; previously AAsf

Class B2a 56418MAF6; LT BB+sf Affirmed; previously BB+sf

Class M1a 56418MAC3; LT AAAsf Affirmed; previously AAAsf

Class M2a 56418MAD1; LT AA+sf Affirmed; previously AA+sf

TRANSACTION SUMMARY

The transactions are backed by residential mortgages originated by
Rooftop Mortgages, a non-conforming mortgage lender.

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 has applied coronavirus assumptions to the mortgage
portfolio.

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 approximately 1.5x at 'Bsf' and 1.2x at
'AAAsf' in MM 06-1 and 1.4x at 'Bsf' and 1.1x at 'AAAsf' in MM 07-2
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 25% of interest
collections will be lost, and related principal receipts will be
delayed. Payment holidays data was not provided in the relevant
investor reports. The servicer has provided Fitch with payment
holidays data that show a peak of payment holiday concentration in
both portfolios of around 25%.

Increasing Credit Enhancement (CE)

The cash reserve is non-amortising due to irreversible trigger
breaches. As a result, CE for all notes continues to increase and
is expected to keep doing so for the life of both transactions. CE
for the senior notes in MM 06-1 increased to 83.8% currently from
83.2% in December 2019 and in MM 07-2 to 48.3% from 47.4%. Increase
of CE for the junior notes was relatively higher, to 4.6% from 3.5%
in MM 06-1 and to 5.7% from 4.5% in MM 07-2.

Fitch's analysis showed the CE available to protect against
expected losses was sufficient to withstand the relevant stresses
at each notes' current rating, leading to the affirmation of the
notes and the upgrade of the junior notes in MM 07-2.

Increasing Arrears

The current deterioration of the economic environment has increased
the proportion of loans in arrears. As of September 2020, three
month-plus arrears stood at 7.1% for MM 06-1 and 5.1% for MM 07-2,
up respectively from 3.7% and 3.1% six months before. Fitch applied
a floor to its FF for loans in arrears to reflect the increased
risk of foreclosure.

Performance Adjustment Factor

Both transactions have previously underperformed Fitch's
expectations for foreclosures, in particular the buy-to-let
sub-pool. In its analysis Fitch has adjusted for this
under-performance through the application of a performance
adjustment factor, which increased the applied FF. This is relevant
for all sub-pools except the owner-occupied sub-pool in MM07-2,
which did not receive a performance adjustment.

Pro-Rata Amortisation

Both transactions are currently amortising on a pro-rate basis and
will continue to do so until either the pool factor (the percentage
of the initial principal amount remaining in the portfolio) reaches
10% or a performance trigger is breached. In the event of
sufficient deterioration in performance requiring a draw on the
reserve fund the transactions would switch to sequential
amortisation, returning to pro-rata only once the reserve is fully
funded and any principal deficiency ledger (PDL) cleared. Fitch
accounts for the pro-rata amortisation and associated performance
triggers in its cash flow modelling.

Negative Outlook

Fitch has revised the Outlook on the class B2a notes in MM06-1 to
Negative from Stable. This note is vulnerable to deterioration in
collateral performance due to its junior position in the priority
of payments and limited margin of safety at its current rating. In
revising the Outlook Fitch considered its downside sensitivity, a
15% increase in FF and a 15% decrease in recovery rate (RR).

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 levels 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%. The results indicate an upgrade of four notches for the junior
notes in both MM 06-1 and MM07-2.

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 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 WARR. The results indicate a six-notch downgrade
for the junior tranche in MM 06-1 and three-notch downgrade for the
junior notes in MM 07-2.

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

Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain notes' 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.

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 pool 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 and together with the assumptions referred, 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

MM06-1 and MM07-2 each has ESG Relevance score of 4 for Customer
Welfare - Fair Messaging, Privacy & Data Security, and Human
Rights, Community Relations, Access & Affordability

Both transactions 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.

Both transactions have an ESG Relevance Score of 4 for "Customer
Welfare - Fair Messaging, Privacy & Data Security" due to
compliance risks including fair lending practices, mis-selling,
repossession/foreclosure practices and consumer data protection
(data security), 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 - ESG issues are credit
neutral or have only a minimal credit impact on the transactions,
either due to their nature or the way in which they are being
managed.


PINNACLE BIDCO: Fitch Gives B-(EXP) Rating on EUR445MM Sec. Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Pinnacle Bidco's (Pure Gym; B-/Negative)
prospective EUR445 million five-year senior secured notes an
expected rating of 'B-(EXP)'. The rating is aligned with Pure Gym's
Long-Term Issuer Default Rating (IDR) and existing GBP430 million
senior secured notes' rating.

The proposed notes will rank pari-passu with Pure Gym's other
senior secured debt but junior to Pure Gym's revolving credit
facility (RCF), which is super senior. The proceeds of the new
notes will be used to repay the existing bridge loan.

The assignment of final rating on the proposed notes is conditional
upon the completion of the new issue, prepayment of a bridge loan,
and final terms and conditions of the new notes being in line with
information already received.

The 'B-' IDR reflects Pure Gym's high leverage, weak fixed-charge
cover ratios, and negative free cash flows (i.e. post capex) until
2023, which are partly offset by materially improved liquidity
following a cash injection from shareholders and an increased RCF.
This is balanced by the group's solid market position as the
second-largest fitness and gym operator in Europe, and improved
geographic diversification after its acquisition of Fitness World.

The Negative Outlook is driven by the lack of visibility over the
recovery in the leisure sector, due to near-term uncertainty about
the spread of the coronavirus, the new four-week national lockdown
in England and high consumer uncertainty given rising unemployment.
Its forecast does not assume national lockdown in Denmark. Fitch
could revise the Outlook to Stable once Fitch sees evidence of
steady business recovery in tandem with a better macroeconomic
outlook.

KEY RATING DRIVERS

Low Visibility on Membership Recovery: Fitch expects slower
membership recovery, especially in the UK, to 86% of the previous
year's level by end-2020 and 84% on average in 2021, also driven by
new gym openings, lower than in its previous forecasts. The paying
membership base returned to 80% of the 2019 level for the UK in
October 2020, but visibility for the next 12 months remains very
low amid a new four-week national lockdown in England from November
5 and sporadic resurgence of regional lockdowns, encapsulated in
the Negative Outlook.

Strengthening Liquidity: Pure Gym has an adequate liquidity
position to withstand the new four-week national lockdown in
England, slower membership recovery in the UK and further local
lockdowns, following the GBP50 million additional RCF commitments
and a GBP100 million equity injection. This would give Pure Gym
room also to continue investing in growth. Therefore, Fitch assumes
capex to be up to GBP50 million higher over the next three years
compared with previous forecasts.

Available liquidity of GBP266 million at October 26, 2020 is well
above the GBP165 million at the onset of the pandemic. Fitch
assumes weekly cash burn of around GBP2 million for UK operations
from the recent national lockdown in England and expect available
liquidity to decline to around GBP225 million by end-2020.

Early Signs of EBITDA Improvement: Pure Gym's EBITDA loss of GBP13
million in 1H20 was better than Fitch's forecast of a GBP40 million
loss, due to stronger cost mitigation, government support and some
revenue from re-opened markets. Deferred payments of GBP50 million
helped cut weekly cash burn to GBP1.3 million until June 2020,
versus an GBP9 million unmitigated weekly cash burn and Fitch's
GBP5.2 million estimate. Pure Gym reported a return to profit from
August 2020 (post-cash rents, excluding exceptionals).

Fitch estimates that Pure Gym will generate around GBP3 million
loss in November, due to the new four-week lockdown in England. The
possibility of further lockdowns in winter and spring are a risk to
recovery in profitability over at least the next six months.

High Leverage: Fitch expects funds from operations (FFO) adjusted
gross leverage to reduce to 9.1x in 2021, and to around 7.5x in
2022, assuming disciplined expansionary capex. 2021 leverage is
above its previous forecast of 8.7x (including a 1.1x impact from
the application of Fitch's criteria post-IFRS 16). FFO adjusted
gross leverage trending below 8.0x with signs of steady
deleveraging thereafter are key considerations which could drive a
revision of the Outlook to Stable.

Value Business Model: Fitch expects Pure Gym's value business model
to perform better in a recession than traditional peers. Monthly
fees are typically 50% lower than for traditional private operators
and it has no membership contracts with notice periods. Fitch
believes this provides Pure Gym with a competitive advantage as
consumer preferences shift to seek lower-cost propositions during a
recession. The business model is strengthened by Pure Gym's
variable pricing strategy, which allows flexibility for the group
to preserve margins while competing with local peers.

Limited Execution Risks: Fitch expects the profitability of the
combined Pure Gym and Fitness World group to be lower than Pure
Gym's standalone profile, because Fitness World has a higher share
of staff costs and is less digitally driven than Pure Gym. Fitch
expects the combined group's FFO margin to return to around 15% in
2023. Management expects only modest synergies, mainly in
procurement and sharing best practices. Fitch believes that the
acquisition poses some but manageable execution risks as Pure Gym
had operated solely in the UK and had no direct market experience
in continental Europe.

Growing Value Gym Market: The rating reflects Pure Gym's position
in one of the fastest-growing segments of the gym market. The
European fitness market grew 3% in 2019, according to the European
Health and Fitness Market Report. The growth is primarily driven by
the value segment and to a lower extent by the premium segment. The
value segment in the UK is expected to grow and Pure Gym is
well-positioned to benefit from these trends.

DERIVATION SUMMARY

Pure Gym's IDR reflects the group's position as the second-largest
gym and fitness operator in Europe following the acquisition of
Fitness World. It operates on higher EBITDAR margins than the
median for Fitch-rated gym operators, including those within its
credit opinion food/non-food retail/leisure portfolios, due to its
scale and a value business model. Pure Gym has been taking market
share mainly from mid-market peers, due to its competitive
pricing.

Leverage is high at a forecast 9.1x on FFO gross lease-adjusted
basis in 2021, amid coronavirus-related disruptions, in line with
similar leisure credits in the low 'B' rating category.
Historically, its development programme has involved significant
capex that reduces free cash flow (FCF) available for deleveraging,
constraining the rating. However, Pure Gym's cash-flow generation,
and hence its deleveraging capability, are structurally better than
high-street retailers'.

Similar to other leisure credits like Stonegate Pub Company Limited
(Stonegate, B-/Negative), Pure Gym enjoys a strong position in its
core markets and has a cash-generative business model, despite
hefty capex to either expand or invest in equipment. Both credits
have high leverage metrics and are exposed to discretionary
consumer spending. Government support measures during lockdown
helped both to preserve cash. Pure Gym has smaller scale, but it
has been able to minimise its cash burn below the levels originally
expected and further enhance its liquidity position via an equity
injection and upsized RCF to help face the near-term uncertainties
relating to continued spread of the coronavirus, and macroeconomic
recovery. Stonegate benefits from a significant freehold asset
base.

Fitch recently revised the Outlook on Stonegate to Negative amid
heightened trading uncertainty due to the evolving roll-out of
regional lockdowns under the UK government's tiered approach, which
could place pressure on its already limited liquidity profile as
drinks volumes decline.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case:

  - Nine new gym openings in 2H20 followed by 37 new gym openings
per year between 2021 and 2024

  - Ten regional site closures per month due to local lockdowns
amid coronavirus flare-ups

  - Average members per gym around 5% below the 2019 figure by
end-2020, driven by cancellations during the lockdown period. After
2021, Fitch expects average members per gym to decline gradually,
driven by a large number of new gym openings and a higher share of
small-format boxes that have lower capacities.

  - Sales to decline 40% in 2020 due to gym closures for several
months across all geographies and membership cancellations
following the coronavirus outbreak.

  - EBITDA margin to decline to around 1% for 2020 due to limited
revenue streams to cover fixed costs that are not mitigated during
lockdown. In 2021, Fitch expects EBITDA margin to improve to around
21%but still remain well below 2019 levels of 27.4% due to
increased cleaning costs and new gym openings, which are still
ramping up. EBITDA to gradually improve thereafter as new gyms
mature and cost-efficiency measures feed through.

  - Capex at around GBP50 million in 2020 and on average GBP88
million until 2024 to fund new site openings and refurbishment
projects.

  - No dividends, no acquisitions over the next four years

KEY RECOVERY RATING ASSUMPTIONS

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

Fitch has assumed a 10% administrative claim.

The going-concern EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganisation EBITDA level upon which Fitch
bases the valuation of the group.

Pure Gym's going-concern EBITDA is based on projected 2022 EBITDA
to reflect profits from the acquired Fitness World and some
recovery from the coronavirus impact. In comparison with previous
forecasts, the capex estimate is slightly higher with 15 more new
gym openings, while profitability is expected to be lower. This
leads to the same post-restructuring EBITDA of GBP103 million as
previously. This represents a discount of about 20% from projected
2022 EBITDA, reflecting intensifying competition (partly offset by
the fairly resilient format of Pure Gym given its lower price point
but lack of contracts).

The current Fitch-distressed enterprise value/EBITDA multiples for
other gym operators in the 'B' rating category have been around
5x-6x. Fitch recognises that Pure Gym has a leading share in the
growing value gym market, which justifies a 5.5x multiple, although
Pure Gym currently does not have any unique characteristics that
would allow for a higher multiple, such as a significant unique
brand, or undervalued real-estate assets.

The GBP50 million increase in RCF commitments brings the total to
GBP145 million. These commitments rank super-senior to the senior
secured notes, and are assumed to be fully drawn in a default.

After deducting 10% for administrative claims, its principal
waterfall analysis generates a ranked recovery for the prospective
and existing senior secured debt in the 'RR4' category, leading to
a 'B-' rating for the enlarged amount of senior secured bonds. The
waterfall analysis output percentage based on current metrics and
assumptions remains at 43%.

RATING SENSITIVITIES

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

Fitch does not envisage an upgrade but the following could lead to
a revision of Outlook to Stable.

  - Strengthening of operational performance metrics across core
geographies and sustained recovery of membership numbers
post-pandemic

  - FFO margin trending above 15% and FFO fixed charge cover above
1.3x on a sustained basis

  - FFO adjusted gross leverage below 8.0x by 2022 with signs of
steady deleveraging thereafter

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

  - Deterioration of liquidity due to impact from a second wave of
coronavirus infections, or a deeper-than-expected recession

  - Loss of revenue and decline in profitability due to economic
weakness, increased competition and pressure on pricing leading to
FFO margins consistently below 15% and FFO fixed charge cover below
1.0x

  - FFO adjusted gross leverage remaining above 8.0x beyond 2021

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Pure Gym managed its cash burn well during the
initial coronavirus outbreak, with available liquidity declining
only slightly by end-June 2020 to GBP147 million from GBP165
million as at March 23, 2020. Available liquidity of GBP266 million
is strong as at October 26, 2020 amid GBP50 million incremental RCF
commitments and a GBP100 million equity injection. This is expected
to allow the group to withstand the new four-week lockdown in
England and further regional lockdowns, and could also be used for
expansionary capex and to fund negative FCF.

The proceeds from the new notes will be used to repay the existing
bridge loan (EUR445 million).

Pure Gym has no refinancing needs in the near term as the GBP145
million RCF is due in 2024 and both existing GBP430 million and
proposed EUR445 million senior secured notes mature only in 2025.

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.


PINNACLE BIDCO: Moody's Assigns B3 Rating on New EUR445 Sec. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a new B3 instrument rating to
the proposed EUR445 senior secured notes being issued by Pinnacle
Bidco plc. Concurrently, the rating agency has affirmed the
company's corporate family rating (CFR) of B3, probability of
default rating (PDR) of B3-PD, the B3 rating on its GBP430 million
senior secured notes due 2025, and the Ba3 rating on the GBP145
million super senior revolving credit facility (SSRCF) due 2024.
The outlook is negative.

RATINGS RATIONALE

The proposed notes will be used to refinance the bridging facility
that PureGym used to acquire Fitness World in January 2020. Moody's
expects the new notes to have broadly the same terms as the
existing GBP-denominated senior secured notes. The ratings
affirmation balances PureGym's strengthened liquidity, following a
GBP100 million equity injection from the owner, Leonard Green &
Partners and GBP50 million upsize of the company's SSRCF in
September, against the breadth and severity of the coronavirus
shock and the uncertain trends in customer demand that will persist
in the next 12-18 months. The ratings are supported by the
company's efficient operating model, its competitive and flexible
offering and by user-friendly technology, that should help PureGym
to recover quicker than peers. The company also benefits from an
element of geographic diversification, although the current crisis
is global.

Moody's forecasts a 9% contraction of GDP in the euro area and
10.1% in the UK this year and recessions in many countries around
the world, which will curb consumer confidence. The way the budget
gym segment will react to such severe economic conditions remains
untested. However, Moody's expects the value positioning to provide
a degree of insulation to negative macroeconomic developments
compared with the broader fitness and leisure market because some
individuals may decide to trade down towards value offerings from
midmarket or premium gyms. In addition, thanks to its broad
network, the company may be able to capture former members of
financially distressed gyms that are going out of business.

PureGym was initially hit by the government decisions to close gyms
in all countries where the company operates in March, including the
UK, Denmark, Switzerland and Poland. PureGym's businesses in all
the countries successfully re-opened during May-July. More
recently, in October and November the company's business in the UK
and Poland, which represents around 50% of total sites, was closed
again as the number of coronavirus cases significantly increased
across Europe. PureGym has been focusing on cost reduction and has
benefitted from the government schemes to compensate for payroll of
the staff as well as a business rates holiday in the UK. Thanks to
the mitigating measures the total cash burn during Q2 2020 has been
limited to around GBP20 million, although in addition approximately
GBP50 million of various payments were postponed to the second half
of 2020 and into 2021.

The company's business has a high degree of operating leverage, as
the operating costs of running a gym are quite stable relative to
the level of attendance. This means that a 20% or 30% lower
membership level post-crisis would result in a disproportionate
reduction in the company's margins and cash flow generation. More
positively, Moody's understands that in both Switzerland and
Denmark the membership exceeded 90% of 2019 level within weeks of
re-opening, indicating a solid demand, while in the UK the
membership level has been close to 80%.

Moody's base case assumptions are that the member levels will
recover towards 90% of the pre-crisis level by the end of 2020 and
will be close to 100% by the end of 2021. The rating agency's base
case assumes approximately 75% lower company adjusted EBITDA in
2020 and circa 15%-20% shortfall in 2021 compared to the 2019 pro
forma level. Moody's estimates that Moody's-adjusted debt/EBITDA
could temporarily reach 15x in 2020 before reducing to circa
7.5x-8x in the next 12-18 months -- this is compared to around 6.5x
leverage in 2019 pro-form for Fitness World acquisition. Moreover,
in Moody's base case PureGym's free cash flow will be negative in
2021 by about GBP30 million, even before expansionary capital
spending, which the rating agency thinks could be more than GBP50
million.

Moody's highlights the inherent challenges involved in modeling
profitability and cash flows in times of great uncertainty. Indeed,
with coronavirus infection rates have risen again recently, there
are clear risks of more challenging downside scenarios with the
severity and duration of the pandemic, potential government
restrictions and consumer sentiment all uncertain. These dynamics
are highly relevant to the negative outlook on PureGym even though
Moody's expects the company's liquidity to remain adequate, after
the recent boost of the GBP100 million equity injection and GBP50
million upsize to the SSRCF to GBP145 million. Pro-forma for the
equity injection and RCF upsize PureGym had GBP108 million
availability under the RCF as well as GBP189 million cash on its
balance sheet at the end of June. The SSRCF has one springing
covenant that is tested when the facility is over 40% drawn, but
this has been replaced with a GBP30m minimum liquidity test until
August 2022.

Moody's considers certain governance considerations related to
PureGym. The company is owned by Leonard Green & Partners which, as
is common for private equity firms, has a high tolerance for
leverage and appetite for debt-funded acquisition. More positively,
the decision to inject GBP100 million equity into the PureGym to
provide additional liquidity, demonstrates the shareholders
commitment to the business.

STRUCTURAL CONSIDERATIONS

After the new bond issue, the capital structure will comprise
GBP430 million and EUR445 million of senior secured notes due 2025,
a GBP145 million SSRCF due 2024 and GBP434 million of shareholder
loan (which includes the recent GBP100 million equity injection)
that Moody's treats as equity. The B3 instrument rating on the
notes is in line with the company's CFR while the Ba3 instrument
rating on the RCF reflects its super senior ranking ahead of the
notes.

RATIONALE FOR NEGATIVE OUTLOOK:

The negative outlook reflects the continued uncertain prospects for
the health and fitness industry, with risks of government mandated
closures or a sustained weakness in member demand causing further
strain on the company's key credit ratios.

Moody's could change the outlook to stable when it appears the
coronavirus impact on the business has receded and PureGym is on
track for membership numbers to recover to pre-crisis levels, and
to reduce its leverage to around 7.5x, while sustaining adequate
liquidity.

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

Upward rating pressure would not arise until the coronavirus
outbreak is brought under control, government social distancing
measures are lifted, and leisure activity returns to more normal
levels. Over time, Moody's could upgrade the company's rating if
(1) the company continues returns to positive organic revenue and
EBITDA growth; (2) Moody's adjusted Debt/EBITDA reduces sustainably
below 6.5x; (3) EBITA / Interest improves towards 1.5x; and (4) the
company maintains an adequate liquidity profile while it continues
to scale up its operations.

Moody's could downgrade PureGym's ratings if the gym closure
extends through the summer months or member levels fail to recover
in line with Moody's expectations, leading to further deterioration
in credit metrics and liquidity. Over the longer term a negative
rating pressure would arise if: (1) Moody's adjusted gross leverage
is sustained above 7.5x for a prolonged period of time; (2) EBITA
/interest sustainably below 1x; or (3) if there is any material and
sustained decline in number of members or in membership yield.

PRINCIPAL METHODOLOGY

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

LIST OF AFFECTED RATINGS:

Assignments:

Issuer: Pinnacle Bidco plc

Backed Senior Secured Regular Bond/Debenture, Assigned B3

Affirmations:

Issuer: Pinnacle Bidco plc

LT Corporate Family Rating, Affirmed B3

Probability of Default Rating, Affirmed B3-PD

Senior Secured Bank Credit Facility, Affirmed Ba3

Backed Senior Secured Regular Bond/Debenture, Affirmed B3

Outlook Actions:

Issuer: Pinnacle Bidco plc

Outlook, Remains Negative

PROFILE

Founded in 2009, PureGym is the leading gym operator in the UK, by
number of members and gyms. Pro-forma for the planned acquisition
of Fitness World, PureGym's revenue in 2019 was around GBP447
million and company-adjusted EBITDA of circa GBP132 million (before
IFRS 16 impact). The company achieved significant growth through
organic gym rollouts and acquisitions. The company derives more
than 90% of its revenue from membership fees, with the remainder
coming from nutrition and sport goods sales, joining fees, day pass
income, administration fees and other. Private equity firm Leonard
Green & Partners holds 80% of the company and the remaining 20% is
owned by management.


SHAUL BAKERIES: Placed Into Creditors' Voluntary Liquidation
------------------------------------------------------------
William Telford at BusinessLive reports that Devon's Shauls Bakery
chain has gone into liquidation owing more than GBP1.5 million with
most of it owed to its workers and their retirement fund.

Prior to the coronavirus pandemic, the company employed 150 people
and all remaining employees will have lost their jobs following the
collapse of the Exeter-headquartered firm, which has been trading
since 1961, BusinessLive discloses.

It shut all its 12 bakeries, across Devon and Somerset when the
lockdown was announced in March, but some are thought to have
reopened recently, BusinessLive notes.

Its website has been "suspended" and notices placed in The Gazette,
an official public record, reveal Shaul Bakeries Ltd has been
placed into creditors' voluntary liquidation due to being
insolvent, BusinessLive relates.

According to BusinessLive, a resolution to wind up the company has
been passed at a general meeting of the firm and David Kirk --
david@kirks.co.uk -- of Exeter insolvency specialist Kirks, has
been appointed as liquidator.

In total, there are 70 creditors and people owed money by Shauls,
BusinessLive states.

The firm's most recent accounts, for the year to March 31, 2019,
revealed its profit and loss reserves were GBP142,622 in deficit,
BusinessLive discloses.


SILK INDUSTRIES: Enters Administration, 32 Jobs Affected
--------------------------------------------------------
BBC News reports that a silk company which has been trading in a
Suffolk town for almost 250 years has gone into administration with
the loss of 32 jobs.

Silk Industries Limited, trading as Vanners, in Sudbury, appointed
joint administrators from KPMG on Nov. 9, BBC relates.

The company designs and manufactures silk fabrics and products for
the luxury menswear, fashion and furnishing sectors, and has 64
employees.

Half of those will be kept on to fulfil orders while a buyer is
sought, BBC notes.

According to BBC, a statement released by KPMG said: "Vanners had
been experiencing difficult trading conditions for some time, which
was exacerbated by the severe impact of Covid-19 on the fashion
sector."

Joint administrator James Lumb, as cited by BBC, said: "We intend
to fulfil outstanding orders while we seek a buyer for the
business, and would encourage any parties who may be interested to
contact us as soon as possible.

"We will also be providing support to those members of staff who
have been made redundant."


[*] DBRS Cuts 16 Note Ratings in 3 UK CMBS Hotel Transactions
-------------------------------------------------------------
DBRS Ratings Limited took rating actions on three UK CMBS hotel
transactions: Ribbon Finance 2018 Plc, Magenta 2020 PLC, and Helios
(European Loan Conduit No. 37) DAC. DBRS Morningstar confirmed the
rating of the Class A notes issued by Ribbon Finance 2018 Plc at
AAA (sf) and downgraded the rest of the ratings as follows:

Ribbon Finance 2018 Plc

-- Class B downgraded to A (sf) from AA (low) (sf)
-- Class C downgraded to BBB (high) (sf) from A (sf)
-- Class D downgraded to BBB (low) (sf) from BBB (high) (sf)
-- Class E downgraded to BB (high) (sf) from BBB (low) (sf)
-- Class F downgraded to BB (low) (sf) from BB (high) (sf)
-- Class G downgraded to B (high) (sf) from BB (sf)

Magenta 2020 PLC

-- Class A downgraded to AA (high) (sf) from AAA (sf)
-- Class B downgraded to A (low) (sf) from AA (low) (sf)
-- Class C downgraded to BBB (low) (sf) from A (low) (sf)
-- Class D downgraded to BB (sf) from BBB (low) (sf)
-- Class E downgraded to B (high) (sf) from BB (sf)

Helios (European Loan Conduit No. 37) DAC

-- Class A downgraded to AA (sf) from AAA (sf)
-- Class B downgraded to BBB (high) (sf) from AA (low) (sf)
-- Class C downgraded to BBB (low) (sf) from A (low) (sf)
-- Class D downgraded to BB (high) (sf) from BBB (low) (sf)
-- Class E downgraded to B (high) (sf) from BB (high) (sf)

DBRS Morningstar assigned a Negative trend to these ratings because
the underlying collateral, and the UK Hotels sector, continues to
face performance challenges associated with the Coronavirus Disease
(COVID-19) global pandemic. The ratings have been removed from
Under Review with Negative Implications, where they were placed on
July 27, 2020. DBRS Morningstar also rates the Class RFN notes of
Helios (European Loan Conduit No. 37) DAC but did not place this
AAA (sf) rating Under Review with Negative Implications.

The rating downgrades in all three transactions are driven by the
negative impact on the hotel assets caused by the coronavirus
pandemic. As England enters into its second national lockdown and
tighter restrictions are enforced across the UK, DBRS Morningstar
anticipates that hotel revenues will decrease further, pushing back
any sector recovery.

Ribbon Finance 2018 Plc

Ribbon Finance 2018 Plc is secured by 19 upscale hotels: three
operate under the Crowne Plaza brand and 16 operate under Holiday
Inn. The hotels are managed by Lapithus Hotels Management UK. By
location, there are five airport hotels in major UK cities (London,
Manchester, and Glasgow), three London hotels, and 11 hotels
outside of London. Following the sale of the Bloomsbury hotel in Q4
2019, there are a total of 4,531 guest rooms remaining and the
portfolio is valued at GBP 618.00 million or GBP 136,394 per room,
according to the HVS valuation report dated August 2019. The Loan
to Value (LTV) ratio following the July 2020 Interest Payment Date
(IPD) was 60.72%.

Earlier this year, the borrower and facility agent agreed to
certain waivers, consents, and amendments under the senior finance
documents. The Dayan family (the sponsor) deposited GBP 28,000,000
into the Equity Cure Account controlled by the Senior Loan Facility
Agent. In exchange, the Senior Loan Facility Agent granted a waiver
of any senior loan event of default, which would otherwise have
arisen as a result of any breach of the LTV, net operating income
debt yield, and interest coverage ratios (and any material adverse
change relating to the breach of those financial covenants) for a
period up to but excluding the senior loan payment date falling on
July 13,2021.

DBRS Morningstar acknowledges the positive intent of the sponsor by
depositing an equity amount to cover the budgeted shortfall until
May 2021, the date at which the sponsor anticipates to achieve a
positive EBITDA; however, in line with its coronavirus
considerations and macroeconomic scenarios for 2020-2022, DBRS
Morningstar anticipates a longer period to a recovery resulting
from lower occupancy rates across the portfolio and reduced cash
flows. Consequently, DBRS Morningstar has assumed a market value
(MV) decline of 40%, resulting in the downgrade in ratings of the
Class B to Class G notes.

DBRS Morningstar's revised underwritten value is GBP 378.5 million,
representing a LTV of 99.25% (as of the July 2020 loan balance).

Magenta 2020 Plc

The portfolio securing Magenta 2020 PLC (the most recent UK
Hospitality securitization transaction) is made up of 17 hotels
located across the UK. Valor Europe manages these hotels and
operates them under various franchise agreements with
InterContinental Hotels Group (IHG), Hilton, and Marriott. The
portfolio comprises three hotels operated under the Hilton Double
Tree brand, seven hotels flagged by Crowne Plaza, three by Hilton
Garden Inn, two AC by Marriott, one by Holiday Inn, and one by
Indigo.

The valuer, Savills - London Office (Savills), has estimated the
total MV to be GBP 435.55 million (August 2019), or GBP 128,747 per
room based on the 3,383 rooms in the portfolio. The LTV following
the September 2020 IPD was 62.19%.

Earlier this year, CBRE Loan Services Limited (the servicer)
entered into an Amendment and Waiver Letter with the Senior Loan
Facility Agent, the Mezzanine Loan Facility Agent, Senior Holdco,
and Mezzanine Holdco with a view to allowing the Senior Obligors to
manage their liquidity and their business in the medium term
without breaching their obligations under the senior loan finance
documents, subject to certain conditions imposed to protect the
Issuer's position.

These conditions included the deposit of GBP 17.5 million equity
into the cure account to be used to cover operating and financing
shortfalls and the timely submission to the servicer of a 12-month
cash flow forecast on a monthly basis.

According to the September 2020 investor report, all hotels secured
by Magenta 2020 Plc reopened on July 4 with the exception of Crown
Plaza Harrogate and AC Marriott, Manchester, which reopened on July
10, 2020. In July and August, total revenue exceeded the monthly
forecasts provided by the sponsor (although revenue was lower than
in the pre-coronavirus business plan). Occupancy varied
significantly across the portfolio, with leisure destinations such
as Chester and Plymouth performing the strongest and the bigger
cities including Manchester, Bristol, and Birmingham, seeing slower
growth.

DBRS Morningstar acknowledges the positive intent of the sponsor by
depositing an equity amount to cover the budgeted shortfall until
the initial loan termination date in December 2021; however, in
line with its coronavirus considerations and macroeconomic
scenarios for 2020-2022, DBRS Morningstar anticipates a longer
period to a recovery resulting from lower occupancy rates across
the portfolio and reduced cash flows. Consequently, DBRS
Morningstar has assumed a MV decline of 40%, resulting in the
downgrade in ratings of the Class A to Class E notes.

DBRS Morningstar's revised underwritten value is GBP 266 million,
representing an LTV of 102% (as of the September 2020 loan
balance).

Helios (European Loan Conduit No. 37) DAC

The portfolio securing Helios (European Loan Conduit 37) DAC
consists of 49 limited-service hotels that are largely managed by
Atlas and operate under franchise agreements with IHG and Hilton.
The portfolio largely operates as Holiday Inn Express hotels that
are located across England, Wales, and Scotland. Five of the hotels
are located within Greater London (25% of MV), six hotels are
located in Scotland (10% of MV), and two are in South Wales (1% of
MV). The remainder of the portfolio is in England, primarily
located in city centers or near infrastructure hubs, such as
motorway junctions or airports.

Cushman & Wakefield estimated the portfolio's total MV to be GBP
546.9 million (net of standard asset sale purchaser's costs, which
vary between English and Scottish jurisdictions) or GBP 91,577 per
room based on the portfolio's 5,972 rooms. The LTV following the
August 2020 IPD was 62.14%

As of the reporting period ending August 2020, most of the hotels
were closed over the initial lockdown period (March to June);
however, 22 had remained open to accommodate key workers on behalf
of government and charitable organizations. These agencies utilized
the hotels in mid-March 2020 and had an initial right of use for 90
days. The arrangement generated revenue but failed to reach the
same levels as would have been anticipated under normal operation.
Furthermore, there were additional costs associated with ensuring
operating hotels complied with the relevant safety measures. It was
reported in August 2020 that the cash trap covenant had been
triggered with almost no head room left for debt yield default
covenant. The borrowers and the servicer have not agreed to any
amendment or waiver of senior financial obligations so far.

With England and Wales experiencing second national lockdowns and
Scotland seeing restrictions tighten, DBRS Morningstar, in line
with its coronavirus considerations and macroeconomic scenarios for
2020-2022 anticipates a medium to longer term recovery resulting
from lower occupancy rates across the portfolio and reduced cash
flows. Consequently, DBRS Morningstar has assumed a MV decline of
35% resulting in the downgrade in ratings of the Class A to Class E
notes. The value decline on this limited-service hotel portfolio is
lower when compared with the upscale hotels because typically a
larger proportion of EBITDA is made up from room sales alone.

DBRS Morningstar's revised underwritten value is GBP 367.8 million
representing a LTV of 95% (as of the August 2020 loan balance).

COVID-19 CONSIDERATIONS

The Coronavirus Disease (COVID-19) and the resulting isolation
measures have caused an economic contraction, leading to sharp
increases in unemployment rates and income reductions for many
tenants and borrowers. DBRS Morningstar anticipates that vacancy
rate increases and cash flow reductions may increase for many CMBS
borrowers, some meaningfully. In addition, commercial real estate
values will be negatively affected, at least in the short term,
impacting refinancing prospects for maturing loans and expected
recoveries for defaulted loans. The ratings are based on additional
analysis as a result of the global efforts to contain the spread of
the coronavirus.

Notes: All figures are in British pound sterling unless otherwise
noted.


[*] Fitch Withdraws Tranche Ratings of Taberna Europe CDO I & II
----------------------------------------------------------------
Fitch Ratings has affirmed Taberna Europe CDO I and Taberna Europe
CDO II and withdrawn all ratings.

RATING ACTIONS

Taberna Europe CDO II P.L.C

Class A2 XS0311585672; LT CCCsf Affirmed; previously CCCsf

Class A2 XS0311585672; LT WDsf Withdrawn; previously CCCsf

Taberna Europe CDO I, plc

Class A2 87331DAB4; LT CCCsf Affirmed; previously CCCsf

Class A2 87331DAB4; LT WDsf Withdrawn; previously CCCsf

Class B 87331DAC2; LT Csf Affirmed; previously Csf

Class B 87331DAC2; LT WDsf Withdrawn; previously Csf

Class C 87331DAE8; LT Csf Affirmed; previously Csf

Class C 87331DAE8; LT WDsf Withdrawn; previously Csf

Class D XS0278182851; LT Csf Affirmed; previously Csf

Class D XS0278182851; LT WDsf Withdrawn; previously Csf

Class E XS0278187652; LT Csf Affirmed; previously Csf

Class E XS0278187652; LT WDsf Withdrawn; previously Csf

TRANSACTION SUMMARY

The transactions are exposed to senior unsecured, subordinated
debt, trust preferred securities issued by real-estate companies,
commercial real-estate debt, and securities issued by financial
companies.

Fitch has withdrawn Taberna I and Taberna II' ratings as they are
no longer considered by Fitch to be relevant to the agency's
coverage because of the distressed ratings and the low likelihood
of an upgrade.

KEY RATING DRIVERS

Expected Deleveraging and Express Spread Diversion

The affirmation of the class A2 notes of each transaction at
'CCCsf' reflects expected deleveraging leading to increased credit
enhancement. Excess spread is also expected to contribute to the
redemption of the rated notes through excess spread diversion as a
result of a breach of coverage tests. Based on the latest reported
figures, Fitch estimates that roughly EUR6.9 million for Taberna I
and EUR14.4 million for Taberna II will be diverted from interest
to pay for principal redemption on the notes.

The class A2 notes of Taberna I received EUR0.8 million and the
class A2 notes of Taberna II EUR0.7 million for the past year from
interest proceeds diverted from junior notes to redeem the senior
notes. This was the only source of credit enhancement contribution
since its last annual review, and based on performing assets, it
has increased to 30.4% as of the November 2020 payment date from
29.5% last year for the class A2 notes of Taberna I and to 36.0%
from 35.2% for Taberna II.

Distressed Underlying Collateral

The affirmations are also driven by the small number of performing
assets left in the portfolio (five assets including one perpetual
asset in both transactions) and the outstanding balance of the four
non-perpetual assets is adequate to cover the remaining balance of
the class A2 notes in both transactions. However, if any of the
performing assets (excluding the perpetual asset) were to default,
the remaining performing balance would not be sufficient to fully
repay the class A2 notes of either transaction.

The class B to E notes of Taberna I have been affirmed at 'Csf',
reflecting the insufficient balance of performing assets in the
portfolio to redeem those notes and its expectation that there will
be no recoveries from defaulted assets.

The average credit quality of the performing collateral has
slightly weakened over the past year as one asset representing
22.0% of the performing balance for Taberna I and 17.5% for Taberna
II was downgraded by one notch to 'B-' from 'B'. There have been no
new deferrals or defaults since Fitch's last rating action a year
ago.

RATING SENSITIVITIES

Not applicable as the ratings have been withdrawn.

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

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

DATA ADEQUACY

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

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information. Overall, Fitch's assessment of the information relied
on for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.




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

[*] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace
-------------------------------------------------------------
Author: Warren E. Agin
Publisher: Bowne Publishing Co.
List price: $225.00
Review by Gail Owens Hoelscher

Red Hat Inc. finds itself with a high of 151 5/8 and low of 20 over
the last 12 months! Microstrategy Inc. has roller-coasted from a
high of 333 to a low of 7 over the same period! Just when the IPO
boom is imploding and high-technology companies are running out of
cash, Warren Agin comes out with a guide to the legal issues of the
cyberage.

The word "cyberspace" did not appear in the Merriam-Webster
Dictionary until 1986, defined as "the on-line world of computer
networks." The word "Internet" showed up that year as well, as "an
electronic communications network that connects computer networks
and organizational computer facilities around the world."
Cyberspace has been leading a kaleidoscopic parade ever since, with
the legal profession striding smartly in rhythm. There is no
definition for the word "cyberassets" in the current
Merriam-Webster. Fortunately, Bankruptcy and Secured Lending in
Cyberspace tells us what cyberassets are and lays out in meticulous
detail how to address them, not only for troubled technology
companies, but for all companies with websites and domain names.
Cyberassets are primarily websites and domain names, but also
include technology contracts and licenses. There are four types of
assets embodied in a website: content, hardware, the Internet
connection, and software. The website's content is its fundamental
asset and may include databases, text, pictures, and video and
sound clips. The value of a website depends largely on the traffic
it generates.

A domain name provides the mechanism to reach the information
provided by a company on its website, or find the products or
services the company is selling over the Internet. Examples are
Amazon.com, bankrupt.com, and "swiggartagin.com." Determining the
value of a domain name is comparable to valuing trademark rights.
Domain names can come at a high price! Compaq Computer Corp. paid
Alta Vista Technology Inc. more than $3 million for "Altavista.com"
when it developed its AltaVista search engine.

The subject matter covered in this book falls into three groups:
the Internet's effect on the practice of bankruptcy law; the ways
substantive bankruptcy law handles the impact of cyberspace on
basic concepts and procedures; and issues related to cyberassets as
secured lending collateral.

The book includes point-by-point treatment of the effect of
cyberassets on venue and jurisdiction in bankruptcy proceedings;
electronic filing and access to official records and pleadings in
bankruptcy cases; using the Internet for communications and
noticing in bankruptcy cases; administration of bankruptcy estates
with cyberassets; selling bankruptcy estate assets over the
Internet; trading in bankruptcy claims over the Internet; and
technology contracts and licenses under the bankruptcy codes. The
chapters on secured lending detail technology escrow agreements for
cyberassets; obtaining and perfecting security interests for
cyberassets; enforcing rights against collateral for cyberassets;
and bankruptcy concerns for the secured lender with regard to
cyberassets.

The book concludes with chapters on Y2K and bankruptcy; revisions
in the Uniform Commercial Code in the electronic age; and a
compendium of bankruptcy and secured lending resources on the
Internet. The appendix consists of a comprehensive set of forms for
cyberspace-related bankruptcy issues and cyberasset lending
transactions. The forms include bankruptcy orders authorizing a
domain name sale; forms for electronic filing of documents;
bankruptcy motions related to domain names; and security agreements
for Web sites.

Bankruptcy and Secured Lending in Cyberspace is a well-written,
succinct, and comprehensive reference for lending against
cyberassets and treating cyberassets in bankruptcy cases.



                           *********


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

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

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

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

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

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


                * * * End of Transmission * * *