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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

          Tuesday, December 8, 2020, Vol. 21, No. 245

                           Headlines



C Z E C H   R E P U B L I C

KOMERCNI BANKA: Third-Quarter Net Profit Drops 57%


F I N L A N D

MEHILAINEN YHTYMA: Fitch Affirms B LT IDR, Outlook Stable


G E R M A N Y

COMMERZBANK AG: Posts Third-Quarter Net Loss Amid Restructuring
LUFTHANSA: Needs to Double Capacity Deployment to Stem Losses
WIRECARD: EY Lashes at Apas Over Premature Misconduct Allegations


I R E L A N D

JUBILEE CLO 2020-XXIV: S&P Assigns Prelim B-(sf) Rating on F Notes
PALMER SQUARE 2020-2: S&P Assigns B- (sf) Rating on Class F Notes
VOYA EURO IV: Fitch Assigns B-sf Rating on Class F Debt


N O R W A Y

NORWEGIAN AIR: Reports 95% Collapse in Passenger Numbers for Nov.


P O R T U G A L

EMPRESA DE ELECTRICIDADE: Moody's Affirms B1 LT CFR
SATA AIR: Moody's Affirms Ba1 Rating on Sr. Unsec. Debt


S P A I N

CIRSA ENTERPRISES: S&P Affirms 'B-' ICR, Outlook Negative
MIRAVET SARL: S&P Assigns B (sf) Rating on Class E-Dfrd Notes


U N I T E D   K I N G D O M

BOPARAN HOLDINGS: Fitch Assigns B- LT IDR, Outlook Stable
DEBENHAMS PLC: Frasers Group in Talks to Acquire Business
INFORMA PLC: Expects to Become Cash Positive by January
OCADO GROUP: Fitch Affirms B+ LT IDR, Outlook Stable
PEACOCKS: EWM's Commerce Head Submits Management Buyout Bid

VEDANTA RESOURCES: S&P Rates New Guaranteed Sr. Unsec. Notes 'B-'
[*] CROWN ESTATE: String of Company Collapses Hits Income

                           - - - - -


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C Z E C H   R E P U B L I C
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KOMERCNI BANKA: Third-Quarter Net Profit Drops 57%
--------------------------------------------------
Jason Hovet at Reuters reports that Czech lender Komercni Banka
reported a larger-than-expected 57% drop in third-quarter net
profit as bad loan provisions grew amid the coronavirus pandemic.

The Czech Republic, like other European nations, is facing a strong
second wave of coronavirus infections, forcing the government to
shut many retail shops, services and public venues, Reuters
discloses.

Banks face the prospect of rising loan defaults as repayment
moratoriums expire and the economy struggles to recover, Reuters
notes.

Komercni Banka, the country's third biggest lender and majority
owned by France's Societe Generale, said third-quarter net
attributable profit fell to CZK1.65 billion (US$72.18 million),
below the average estimate of CZK1.96 billion in a Reuters poll.

Banking income fell to CZK7.26 billion, roughly in line with
expectations, Reuters discloses.  Net interest income fell 11.2% to
CZK5.25 billion as the country's central bank cut interest rates in
the spring, Reuters states.

Komercni Banka's loan volumes rose 5.9% in the January-September
period and it said it expected growth at a mid-single digit pace in
all of 2020, according to Reuters.

The bank's cost of risk, reflecting provisioning against losses
from loans and investments, reached CZK1.68 billion in the third
quarter, versus CZK26 million a year earlier, Reuters relates.




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F I N L A N D
=============

MEHILAINEN YHTYMA: Fitch Affirms B LT IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed Mehilainen Yhtyma Oy's (Mehilainen)
Long-Term Issuer Default Rating (IDR) at 'B'. The Outlook is
Stable.

The rating affirmation follows the company's decision to not
proceed with the acquisition of the Finnish social and healthcare
service provider Pihlajalinna Oyj (Pihlajalinna) after a lengthy
anti-trust approval process and has consequently cancelled the
acquisition-related financing including a term loan B (TLB) of
EUR330 million and an additional revolving credit facility (RCF) of
EUR100 million.

Based on its assessment of Mehilainen's credit profile excluding
the acquisition, i.e. on a standalone basis, the 'B' IDR balances
an aggressive financial risk profile given the company's
debt-funded acquisition strategy with defensive diversified
operations, stable operating margins and sustained positive free
cash flow (FCF).

The Stable Outlook reflects its assumptions of continued bolt-on
acquisitions with a compatible business risk profile, which would
help maintain credit metrics given limited headroom under the 'B'
rating. At the same time, Fitch sees rising near-term M&A event
risks as well as longer-term adverse regulatory changes.

KEY RATING DRIVERS

Cancellation of Acquisition Rating-Neutral: Fitch views the
cancellation of the transformational acquisition of Pihlajalinna as
rating-neutral and continue to assess Mehilainen's credit profile
on a standalone basis. Despite lower projected organic business
growth prospects, with revenues slightly in excess of EUR1 billion
and sustained EBITDA of about EUR130 million (Fitch-defined,
excluding IFRS 16), Mehilainen's operating risk profile as one of
the largest national private providers of healthcare and social
care services with resilient operating and FCF margins supports its
high credit risk profile and remains firmly placed at 'B'.

No Headroom Under Credit Metrics: An extensive debt-funded growth
strategy results in funds from operations (FFO) adjusted gross
leverage of slightly above 8.0x and FFO fixed charge cover of 1.5x,
leaving no headroom under the 'B' IDR. Fitch also sees no
meaningful scope for improvement as Fitch expects operating
efficiency gains to be reinvested to absorb rising costs,
particularly with personnel- intensive social care operations.
Hence, free cash flow (FCF) generation remains key in supporting
the current rating and its rating case assumes annual FCF margins
of 2%-3%. The latter supports Mehilainen's high but sustainable
leverage, which underpins the Stable Outlook

High Risk of M&A: Fitch sees event risks from the company's
announcement to intensify opportunistic M&A, including larger
targets in Finland as well as international expansion. Fitch
estimates cumulative acquisitions of up to EUR200 million until
2023 that can be financed with a combination of internal cash flow
and the RCF. Larger or additional acquisitions will require
issuance of new debt and may put the ratings under pressure,
subject to its assessment of their impact on Mehilainen's operating
profile, execution risk, acquisition economics and funding mix.

Temporary Benefits from Pandemic: COVID-19 testing will contribute
to higher EBITDA and profitability in 2020. Fitch has consequently
revised up its operating performance expectations for 2020. As
COVID-19 testing activity starts declining in 2021, Fitch projects
operating performance will return to low- to mid-single-digit
organic growth and, therefore do not expect a continuous material
revenue and earnings contribution from pandemic-related service
demand. At the same time, higher trade working-capital funding and
closer to normal capex in 2020 will consume excess COVID-19-related
earnings leading to a lower but positive FCF margin of about 2%
versus 3%-4% pre-pandemic.

Revised SOTE Reform Neutral to Negative: The latest draft of the
Finnish Healthcare and Social Care Reform (SOTE reform) favours the
public sector as the primary service provider, supplemented in some
areas by private contributions. As a result, Mehilainen's largest
outsourcing contract Lansi-Pohja involving provision of primary
healthcare and large parts of central hospital functions would be
at risk of early termination, which would impact an estimated 3% of
EBITDA. In the longer term the reform will likely limit
Mehilainen's organic growth prospects in the public healthcare
market. Fitch expects the company's social care service lines will
be unaffected.

Fitch assesses 'Exposure to Social Impact' as high (ESG Score 4) as
the currently debated healthcare reforms in Finland could be a
negative for private healthcare operators. The current revised
draft of the SOTE reform, which will be debated in national
parliament in December and is planned to come into force in 2023,
if approved in the current version, will limit the participation of
private operators across larger service value chains of the public
healthcare system. While its immediately estimated impact on
Mehilainen is limited, Fitch would expect a lower medium- to long
term involvement of the private sector in the Finnish public
healthcare system, reducing their growth prospects.

DERIVATION SUMMARY

Unlike most Fitch-rated private healthcare service providers with a
narrow focus on either healthcare or social care services,
Mehilainen differentiates itself as an integrated service provider
with diversified operations across both markets. It has a
meaningful national presence in each type of service, making its
business model more resilient against weaknesses in individual
service lines. Mehilainen also benefits from a stable and overall
balanced regulatory framework, which contrasts especially with the
UK, where private operators have been exposed to margin pressures
due to a reduction in local authorities' fees.

Mehilainen's weak financial metrics are balanced by adequate
operating profitability and sustained positive cash flows given the
company's low capital intensity and structurally negative trade
working capital.

Mehilainen's credit risk and operating and financial risk profiles
are similar to other social infrastructure assets such as the
provider of laboratory-testing services Synlab Unsecured Bondco PLC
(Synlab, B/Positive) or CAB Selas (CAB, B/Negative), which are also
pursuing a consolidation strategy backed by financial sponsors in
fragmented markets. As a result, leverage for both issuers are
comparatively aggressive, more commensurate with the 'CCC' rating
category at 8.0x-9.0x. Similar to Mehilainen's, Synlab's and CAB's
high leverage are counterbalanced by defensive operations, intact
organic growth and satisfactory FCF generation, supporting the
companies' 'B' ratings.

KEY ASSUMPTIONS

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

  - Revenue CAGR of 4% during 2020-2023, driven by a combination of
internal and external growth, without the acquisition of
Pihlajalinna; slightly higher sales growth of about 5% for 2020 due
to COVID-19 testing activity;

  - Steady EBITDA margin (Fitch-defined, excluding IFRS 16
adjustments) at around 11% until 2023;

  - Capex averaging around 2.5% of revenue each year until 2023;

  - Bolt-on acquisition spending of around EUR20 million - EUR30
million until 2023; and

  - No dividends for the next three years.

Recovery Assumptions:

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

Fitch estimates post-restructuring EBITDA at EUR95 million, in line
with its last review of Mehilainen on a standalone basis in
September 2019. Fitch views this level as the minimum cash flow
that would permit the company to remain as a going-concern,
particularly for servicing its ongoing debt obligations,
maintaining its asset base through adequate capex and intra-year
trade working capital funding.

Fitch has used a distressed enterprise value (EV)/EBITDA multiple
of 6.5x, implying a premium of 0.5x over the sector median by
taking into account Mehilainen's broadly stable and balanced
regulatory regime for private service providers in Finland,
well-funded national healthcare systems and the company's strong
market position across diversified business lines.

After deducting 10% for administrative claims, its waterfall
analysis generates an expected ranked recovery for the first-lien
senior secured debt in the 'RR3' category, leading a 'B+' rating.
The waterfall analysis output percentage on current metrics and
assumptions is 59% (previously 57%).

The second-lien debt remains at 'RR6' with 0% expected recoveries.
The 'RR6' band indicates a 'CCC+' instrument rating, two notches
below the IDR.

RATING SENSITIVITIES

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

  - Successful execution of medium-term strategy leading to a
further increase in scale with EBITDA margins at or above 15% on a
sustained basis;

  - Continued supportive regulatory environment and Finnish
macro-economic factors;

  - FCF margins remaining at mid-single-digit levels; and

  - FFO-adjusted gross leverage improving towards 6.5x and FFO
fixed-charge cover trending towards 2.0x.

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

  - Pressure on profitability with EBITDA margin declining towards
10% on a sustained basis as a result of weakening organic
performance, productivity losses with fewer customer visits, lower
occupancy rates, pressure on costs, or weak integration of
acquisitions;

  - Weakening credit profile as a result of opportunistic and
aggressively funded M&A;

  - Risk to the business model resulting from adverse regulatory
changes to public and private funding in the Finnish healthcare
system, including from the SOTE reform;

  - As a result of the adverse trends, declining FCF margins to low
single-digits; and

  - FFO-adjusted gross leverage remaining above 8.0x and cash from
operations-capex/total debt falling to low single digits due to
operating under-performance or aggressively funded M&A, and FFO
fixed-charge cover persistently below 1.5x.

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Fitch views Mehilainen's liquidity as
comfortable and sufficient to self-fund bolt-on M&A up to EUR30
million-EUR35 million a year. The company has flexibility over
capex and M&A along with other cost-saving measures to maintain
adequate liquidity during the pandemic. The committed RCF of EUR125
million remains fully available through to 2025, after the company
had initially drawn EUR100 million in April and had fully repaid it
between June and October.

Refinancing risk remains manageable given the company's long-dated
TLB and second-lien maturities are in 2025 and 2026, respectively.

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

Mehilainen has an ESG Relevance Score of 4 for Exposure to Social
Impact, due to the company's high dependence on healthcare and
social care reimbursements schemes and access to the publicly
funded healthcare and social care markets, which has a negative
impact on the credit profile, and is relevant to the rating in
conjunction with other factors.

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



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

COMMERZBANK AG: Posts Third-Quarter Net Loss Amid Restructuring
---------------------------------------------------------------
Tom Sims and Hans Seidenstuecker at Reuters report that Germany's
Commerzbank swung to a third-quarter loss, it said as it dealt with
fallout from the coronavirus crisis and continued a restructuring
programme.

Germany's No. 2 bank, which is waiting for new chief executive
Manfred Knof to take the helm in January before deciding on a new
strategy, confirmed earlier warnings that it was on course for a
full-year loss, Reuters relates.

Commerzbank's shares are down around 27% this year, Reuters notes.

Finance chief Bettina Orlopp told analysts on a call that the bank
would likely book further restructuring costs in the fourth quarter
and warned of possible insolvencies by some clients in January,
Reuters recounts.

The bank reported a net loss of EUR69 million (US$81.12 million) in
the third quarter, overturning a net profit of EUR297 million a
year earlier, Reuters discloses.  A EUR62 million loss was
expected, Reuters relays, citing a consensus forecast posted on the
bank's website.

The bank booked a restructuring charge of EUR201 million in the
quarter to close 200 branches and offer early retirement to
hundreds of employees, Reuters states.

The bank also set aside EUR272 million in provisions for future
credit losses, up from EUR114 million a year ago and largely
related to the pandemic, Reuters notes.

The bank has been considering staff cuts, branch closures and
streamlining international operations as part of its overhaul,
Reuters discloses.  According to Reuters, Ms. Orlopp said that the
bank would likely make an announcement on further restructuring in
the first quarter of next year, and further restructuring costs
were expected.


LUFTHANSA: Needs to Double Capacity Deployment to Stem Losses
-------------------------------------------------------------
William Wilkes and Charlotte Ryan at Bloomberg News report that
Deutsche Lufthansa AG said it needs to double operations from
current levels if it's to stem losses, delivering a stark
assessment of the challenge facing carriers as European governments
limit flights with a new wave of coronavirus lockdowns.

Lufthansa said in an earnings release on Nov. 5, capacity
deployment must increase from 25% of year-ago levels at the moment
to about 50% in order to meet a goal of returning to positive
operating cash flow some time next year, Bloomberg relates.

According to Bloomberg, Sanford C. Bernstein analyst Daniel Roeska
said in a note Europe's biggest airline probably won't hit that
level until the second half of 2021, meaning it must step up
efforts to cut cash burn to avoid an equity raise before next
summer.

Lufthansa, Bloomberg says, is clinging to cash and savings targets
as the latest flight curbs force carriers across the region to
reassess plans for a winter low season that generally produces
losses even in normal times.

Chief Executive Officer Carsten Spohr said his company needs to use
an "inevitable restructuring" to boost efficiencies in order to
ride out the crisis, Bloomberg relays.

Lufthansa shares declined 51% this year, a steeper fall than at
discount operators Ryanair Holdings Plc and Wizz Air Holdings Plc,
Bloomberg notes.

Lufthansa, as cited by Bloomberg, said it's making progress toward
some of its targets, predicting that the operating cash drain will
be limited to about EUR350 million (US$411 million) a month this
quarter.  It had planned to trim the figure to no less than EUR400
million for the winter, Bloomberg states.  

The carrier confirmed a third-quarter adjusted loss of EUR1.26
billion before interest and tax, first reported on Oct. 20, when it
expressed cautious optimism about the future based on cost-cutting
efforts and a modest rebound in flights from shutdowns earlier in
the year, Bloomberg relates.

Lufthansa's Technik engineering division, which the company has
said it could partly sell to pay down debt, swung to a loss of
EUR208 million in the first nine months on an adjusted Ebit basis,
potentially making a disposal tougher, according to Bloomberg.

The group offered little sign that it's close to a union deal on
cost cuts it says are needed to revive its fortunes and pay back
EUR9 billion of government borrowings, Bloomberg states.

Lufthansa, however, flag that it could book some restructuring
expenses in the final quarter, depending on progress in talks,
Bloomberg notes.


WIRECARD: EY Lashes at Apas Over Premature Misconduct Allegations
-----------------------------------------------------------------
Olaf Storbeck at The Financial Times reports that Ernst & Young has
lashed out at Germany's audit watchdog for prematurely reporting
suspected criminal misconduct by its partners to prosecutors in an
escalating battle over the Big Four firm's audit work at defunct
payments company Wirecard.

Wirecard collapsed into insolvency in June in one of Europe's
biggest postwar accounting frauds after receiving "all clear"
audits by EY for more than a decade, the FT recounts.

According to the FT, Apas, the German audit watchdog, told criminal
prosecutors in late September that three current and former EY
partners may have acted criminally.  It suspected that EY partners
were aware of issuing a "factually inaccurate" audit for Wirecard
in 2017, the FT relays.

On Dec. 3, EY accused Apas of rushing to conclusions, the FT notes.
  "In our opinion, we have not been sufficiently granted the legal
right to be heard in this case so far," the FT quotes EY Germany as
saying in a public statement.  "Up to this day, we have not been
able to comment".

EY also stressed that the Apas letter to prosecutors only provided
a "preliminary assessment" and "does not signify a conclusion or
confirmation of any offences", the FT discloses.

Munich prosecutors are reviewing the allegations raised by Apas and
have not yet decided whether they will open a formal criminal
investigation, the FT relays.  The potential misconduct that the
watchdog flagged can be punished with up to three years in jail, if
proved, the FT states.

EY argued that it filed a 316-page document and more than 3,000
pages of "supporting documents" to Apas on Sept. 17 in response to
detailed questions it received in June, the FT relates.  EY, the FT
says, has criticized the fact that the watchdog sent its letter to
prosecutors just six working days later, pointing out that its
complex arguments could not have been taken fully into account
within such a short period of time.

EY is facing an avalanche of lawsuits from Wirecard shareholders
who lost billions in the company's collapse, the FT discloses.

EY also came under fire from German MPs for refusing to give
testimony to the parliamentary inquiry commission, as it argued it
had not been properly released from confidentiality obligations,
the FT notes.




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I R E L A N D
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JUBILEE CLO 2020-XXIV: S&P Assigns Prelim B-(sf) Rating on F Notes
------------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Jubilee
CLO 2020-XXIV DAC's class A, B-1, B-2, C, D, E, and F notes. At
closing, the issuer will issue subordinated notes.

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

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

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

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

-- The transaction's legal structure, which S&P expects to be
bankruptcy remote.

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

  Portfolio Benchmarks
                                                Current
  S&P weighted-average rating factor           2,797.50
  Default rate dispersion                        503.57
  Weighted-average life (years)                    5.15
  Obligor diversity measure                       94.14
  Industry diversity measure                      18.84
  Regional diversity measure                       1.18

  Transaction Key Metrics
                                                Current
  Portfolio weighted-average rating
    derived from S&P's CDO evaluator                  B
  'CCC' category rated assets (%)                  0.00
  Covenanted 'AAA' weighted-average recovery (%)  35.22
  Covenanted weighted-average spread (%)           3.83
  Covenanted weighted-average coupon (%)           4.00
   
Loss mitigation Obligations

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

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

The purchase of loss mitigation obligations is not subject to the
reinvestment criteria or the eligibility criteria. The issuer may
purchase loss mitigation obligations using either interest
proceeds, principal proceeds, or amounts in the collateral
enhancement account. The use of interest proceeds to purchase loss
mitigation obligations is subject to:

-- The manager determining that there are sufficient interest
proceeds to pay interest on all the rated notes on the upcoming
payment date; and

-- Following the purchase of such loss mitigation obligation, each
interest coverage test shall be satisfied.

The use of principal proceeds is subject to:

-- Passing par coverage tests;

-- The manager having built sufficient excess par in the
transaction so that the aggregate collateral balance is equal to or
exceeds the portfolio's reinvestment target par balance after the
reinvestment or, if the aggregate collateral balance is below the
reinvestment target par balance, the principal proceeds used does
not exceed the outstanding principal balance of the related default
or credit impaired obligation; and

-- The obligation purchased is a debt obligation that meets the
restructured obligation criteria and ranks senior or pari passu
with the related defaulted or credit risk obligation.

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

Loss mitigation obligations that are purchased with interest will
receive zero credit in the principal balance determination and the
proceeds received will form part of the issuer's interest account
proceeds. The manager may, at their sole discretion, elect to
classify amounts received from any loss mitigation obligations as
principal proceeds.

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

The cumulative exposure to loss mitigation obligations purchased
with principal is limited to 5% of the adjusted target par amount.
The cumulative exposure to loss mitigation obligations purchased
with principal and interest is limited to 10% of the adjusted
target par amount.

Rating rationale

Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments. The portfolio's
reinvestment period will end approximately three years after
closing.

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

"In our cash flow analysis, we used the EUR300 million target par
amount, the covenanted weighted-average spread (3.83%), the
reference weighted-average coupon (4.00%), and the target minimum
weighted-average recovery rates as indicated by the collateral
manager. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

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

Until the end of the reinvestment period on Jan. 16, 2024, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

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

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

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for the
class A to E notes. Our credit and cash flow analysis indicates
that the available credit enhancement for the class B-1, B-2, C, D,
and E notes could withstand stresses commensurate with higher
rating levels than those we have assigned. However, as the CLO will
be in its reinvestment phase starting from closing, during which
the transaction's credit risk profile could deteriorate, we have
capped our preliminary ratings assigned to the notes.

"The class F notes' current break-even default rate (BDR) cushion
is -0.50%. Based on the portfolio's actual characteristics and
additional overlaying factors, including our long-term corporate
default rates and the class F notes' credit enhancement, this class
is able to sustain a steady-state scenario, in accordance with our
criteria." S&P's analysis further reflects several factors,
including:

-- The class F notes' available credit enhancement is in the same
range as that of other CLOs S&P has rated and that have recently
been issued in Europe.

-- S&P's model-generated portfolio default risk at the 'B-' rating
level is 26.81% (for a portfolio with a weighted-average life of
5.15 years) versus 15.97% if we were to consider a long-term
sustainable default rate of 3.1% for 5.15 years.

-- Whether the tranche is vulnerable to nonpayment in the near
future.

-- If there is a one-in-two chance for this note to default.

-- If S&P envisions this tranche to default in the next 12-18
months.

Following this analysis, S&P considers that the available credit
enhancement for the class F notes is commensurate with a 'B- (sf)'
rating.

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

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

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

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

Based on our review of these factors, and considering the portfolio
concentration, S&P believes that the minimum cushion between this
CLO tranches' BDRs and scenario default rates (SDRs) should be 0.0%
(from a possible range of 0.0%-5.0%).

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

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

S&P Global Ratings 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."

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

  Ratings List

  Class    Prelim.    Prelim. amount  Interest   Credit    
           Rating       (mil. EUR)    rate (%)   enhancement (%)

                         
  A        AAA (sf)      181.00 3mE + 1.07    39.67
  B-1      AA (sf)        21.00 3mE + 1.70    29.33
  B-2      AA (sf)        10.00 2.00          29.33
  C        A (sf)         20.50 3mE + 2.70    22.50
  D        BBB (sf)       21.00 3mE + 3.90    15.50
  E        BB- (sf)       16.50 3mE + 6.35    10.00
  F        B- (sf)         8.25 3mE + 8.57     7.25
  Sub      NR             24.85     N/A             N/A

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


PALMER SQUARE 2020-2: S&P Assigns B- (sf) Rating on Class F Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Palmer Square
European Loan Funding 2020-2 DAC's class A, B, C, D, E, and F
notes. At closing, the issuer also issued unrated subordinated
notes.

Under the transaction documents, the rated notes pay quarterly
interest unless there is a frequency switch event. Following this,
the notes will switch to semiannual payment.

The ratings assigned to the notes reflect S&P's assessment of:

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

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

-- The portfolio's static nature, where the CLO manager is only
allowed to sell assets and use proceeds to pay down the notes in
order of seniority.

  Portfolio Benchmarks
                                               Current
  S&P weighted-average rating factor          2,460.52
  Default rate dispersion                       769.84
  Weighted-average life (years)                   5.29
  Obligor diversity measure                     108.91
  Industry diversity measure                     20.58
  Regional diversity measure                      1.68

  Transaction Key Metrics
                                               Current
  No. of assets                                    122
  No. of obligors                                  119
  Portfolio weighted-average rating
   derived from S&P's CDO evaluator                'B'
  'CCC' category rated assets (%)                 0.33
  'AAA' weighted-average recovery (%)            38.92

S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'. We believe that the portfolio is well-diversified as of the
issue date, primarily comprising broadly syndicated
speculative-grade senior secured term loans and senior secured
bonds. Therefore, we conducted our credit and cash flow analysis by
applying our criteria for corporate cash flow collateralized debt
obligations.

"In our cash flow analysis, we used the current par amount, the
portfolio's weighted-average spread, and the weighted-average
recovery rates for all rating levels. We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category."

The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

S&P said, "Following the application of our structured finance
sovereign risk criteria, we consider the transaction's exposure to
country risk to be limited at the assigned ratings, as the exposure
to individual sovereigns does not exceed the diversification
thresholds outlined in our criteria.

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

"In light of the rapidly shifting credit dynamics within CLO
portfolios due to continuing rating actions on speculative-grade
corporate loan issuers, and in line with paragraph 15 of our global
corporate CLO criteria, we have considered a minimum cushion
between the break-even default rate (BDR) and the scenario default
rate (SDR) of 1.5%. This was motivated by the fact that the CLO
manager will have limited ability to actively manage the
portfolio's credit risk and weighted-average cost of debt (WACD) in
a downturn scenario. However, given the final ramped portfolio's
improved credit quality in terms of increased assets rated 'BB-' or
higher and a decrease in assets with a negative outlook, this
minimum cushion is 0.5% lower than the 2.0% minimum cushion we
applied when we assigned our preliminary ratings.

"In our view, the portfolio is granular in nature, and it is
well-diversified across obligors, industries, and asset
characteristics when compared to other CLO transactions we have
rated recently. Consequently, our credit and cash flow analysis
indicate that the available credit enhancement for the class C and
F notes could withstand stresses commensurate with higher rating
levels than those we have assigned. Nevertheless, we have assigned
our 'AAA (sf)', 'AA+ (sf)', 'A (sf)', 'BBB- (sf)', 'BB- (sf)', and
'B- (sf)' to the class A, B, C, D, E, and F notes, respectively,
due to the portfolio's static nature and the CLO manager's limited
ability to effectively manage the WACD.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our ratings are
commensurate with the available credit enhancement for the class A,
B, C, D, E, and F notes.

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

"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F notes."

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."

Environmental, social, and governance (ESG) credit factors

S&P said, "We regard the exposure to ESG credit factors in the
transaction as being broadly in line with our benchmark for the
sector. Primarily due to the diversity of the assets within the
CLO, we view the exposure to environmental credit factors as below
average, social credit factors as below average, and governance
credit factors as average. Accordingly, since there are no material
differences compared to our ESG benchmark for the sector, we have
not made any specific adjustments in our rating analysis to account
for any ESG-related risks or opportunities."

  Ratings List

  Class   Rating    Amount (mil. EUR)   Credit enhancement (%)
   A      AAA (sf)     197.40             34.20
   B      AA+ (sf)      27.60             25.00
   C      A (sf)        19.80             18.40
   D      BBB- (sf)     19.40             11.94
   E      BB- (sf)      10.20              8.54
   F      B- (sf)        4.40              7.07
   Sub    NR            21.10               N/A

  NR--Not rated.
  N/A--Not applicable.




VOYA EURO IV: Fitch Assigns B-sf Rating on Class F Debt
-------------------------------------------------------
Fitch Ratings has assigned Voya Euro CLO IV DAC final ratings.

RATING ACTIONS

Voya Euro CLO IV DAC

Class A; LT AAAsf New Rating; previously at AAA(EXP)sf

Class B1; LT AAsf New Rating; previously at AA(EXP)sf

Class B2; LT AAsf New Rating; previously at AA(EXP)sf

Class C; LT Asf New Rating; previously at A(EXP)sf

Class D; LT BBB-sf New Rating; previously at BBB-(EXP)sf

Class E; LT BB-sf New Rating; previously at BB-(EXP)sf

Class F; LT B-sf New Rating; previously at B-(EXP)sf

Class Sub-Notes; LT NRsf New Rating; previously at NR(EXP)sf

Class X; LT AAAsf New Rating; previously at AAA(EXP)sf

TRANSACTION SUMMARY

The transaction is a securitisation of mainly senior secured
obligations (at least 95%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
will be used to fund a portfolio with a target par of EUR250
million. The portfolio will be actively managed by Voya Alternative
Asset Management LLC. The collateralised loan obligation (CLO) has
a three-year reinvestment period and an 8.5-year weighted average
life (WAL).

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality (Positive): Fitch assesses the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor (WARF) of the identified
portfolio is 31.9.

High Recovery Expectations (Positive): At least 95% of the
portfolio will 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 identified portfolio is 66.8%.

Diversified Asset Portfolio (Positive): The transaction has four
matrices corresponding to two 10 largest obligors at 15% and 23% of
the portfolio balance and two maximum fixed-rate asset limits at 0%
and 5%. The transaction also includes various concentration limits,
including the maximum exposure to the three largest (Fitch-defined)
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management (Positive): The transaction has a shorter than
average reinvestment period at three years and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Deviation from Model-Implied Rating (Negative): The class F notes'
rating is one notch higher than the model-implied rating. The
tranche does not pass at 'B-' with a shortfall of 0.55%. However,
the deviation from the model-implied rating reflects the agency's
view that the notes display a safety margin given their high credit
enhancement. The notes are not showing a real possibility of
default, which is the definition of 'CCC'.

RATING SENSITIVITIES

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

A 25% reduction of the mean default rate (RDR) across all ratings
and a 25% increase in the recovery rate (RRR) across all ratings
would result in an upgrade of no more than five notches across the
structure, apart from the class A notes, which are already at the
highest 'AAAsf' rating.

At closing, Fitch uses 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 by
natural credit migration, but also through reinvestments.

After the end of the reinvestment period, upgrades may occur 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:

A 25% increase of the mean RDR across all ratings and a 25%
decrease of the RRR across all ratings would result in downgrades
of between two and five notches cross the structure.

Coronavirus Baseline Scenario Impact

Fitch carried out a sensitivity analysis on the target portfolio to
envisage the coronavirus baseline scenario. The agency notched down
the ratings for all assets with corporate issuers on Negative
Outlook regardless of sector. This scenario shows resilience of the
assigned ratings, with a substantial cushion across the class A to
D notes while the cushion is more limited for the class E and F
notes.

Fitch also considered the possibility that the stress portfolio,
determined by the transaction's covenants, would further
deteriorate due to the impact of coronavirus mitigation measures.
Fitch believes this risk is adequately addressed by the coronavirus
baseline sensitivity run, in which all classes show resilience in
their ratings.

Coronavirus Downside Scenario Impact

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies, before halting recovery begins
in 2Q21. The downside sensitivity incorporates a single-notch
downgrade to all Fitch-derived ratings in the 'B' rating category
and a 0.85 recovery rate multiplier to all other assets in the
portfolio. Under this downside scenario, the ratings would be one
to five notches below the current 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.

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.

REPRESENTATIONS, WARRANTIES AND ENFORCEMENT MECHANISMS

A description of the transaction's representations, warranties and
enforcement mechanisms (RW&Es) that are disclosed in the offering
document and which relate to the underlying asset pool was not
prepared for this transaction. Offering Documents for this market
sector typically do not include RW&Es that are available to
investors and that relate to the asset pool underlying the trust.
Therefore, Fitch credit reports for this market sector will not
typically include descriptions of RW&Es.



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

NORWEGIAN AIR: Reports 95% Collapse in Passenger Numbers for Nov.
------------------------------------------------------------------
The Irish Times reports that Norwegian Air, which has filed for
bankruptcy protection in Ireland, has reported a 95% collapse in
passenger numbers in November.

According to The Irish Times, the troubled carrier said 124,481
customers flew with it last month as travel restricions across
Europe continued to decimate air travel.

The airline is flying just six of its aircraft, as the pandemic has
grounded the remaining 134, The Irish Times notes.

Norwegian Air asked Irish High Court last month to carry out a
process of examinership as its subsidiaries here hold most of its
aircraft, The Irish Times recounts.

The carrier and five Irish subsidiaries, which hold 72 of its 140
aircraft, will ask the court this week to extend their protection
from creditors for up to three months and confirm the appointment
of KPMG partner Kieran Wallace as examiner, The Irish Times
discloses.




===============
P O R T U G A L
===============

EMPRESA DE ELECTRICIDADE: Moody's Affirms B1 LT CFR
---------------------------------------------------
Moody's Investors Service affirmed Empresa de Electricidade da
Madeira, S.A.'s (EEM)'s B1 long-term corporate family rating (CFR)
and changed the outlook to stable from positive. Concurrently,
Moody's affirmed the company's standalone Baseline Credit
Assessment (BCA) of b1.

The rating action follows the change in outlook, to stable from
positive, for the Autonomous Region of Madeira (Regiao Autonoma da
Madeira or RAM, Ba3 stable).

RATINGS RATIONALE

RATIONALE FOR CHANGING OUTLOOK TO STABLE FROM POSITIVE

EEM's previous positive outlook reflected that of the RAM, which
owns 100% of EEM's share capital. Specifically, it reflected the
potential for an upgrade in the RAM's rating to result in an
upgrade for EEM. Given its ownership, Moody's considers EEM a
government-related issuer and rates the company under its
Government-Related Issuers Methodology, published in February 2020.
Under this methodology and under Moody's Very High default
dependence and Low support assumptions, the RAM's Ba3 rating does
not provide any rating uplift to EEM's standalone credit quality or
BCA of b1. The change in outlook does not reflect a change in
Moody's view of EEM's standalone credit quality.

The stable outlook for EEM reflects Moody's expectation that credit
metrics will reach a level consistent with guidance for the b1 BCA
of Funds from Operations (FFO) /debt in the high single digits in
percentage terms. Financial performance will likely weaken in
2020-21, as a result of lower electricity demand and a potential
increase in trade receivables following the coronavirus pandemic.
However, the company benefits from the fully regulated nature of
its activities and the difference between actual and allowed
revenues under its regulatory framework will be recovered, albeit
with a two-year lag.

RATIONALE FOR RATING AFFIRMATION

Affirmation of the B1 rating reflects Moody's unchanged view of the
BCA at b1. This assessment reflects as positives: (1) the company's
position as the dominant vertically integrated utility in the RAM ;
(2) the fully regulated nature of the company's activities in the
context of a relatively well-established and transparent regulatory
framework; (3) good progress in the company's capital investment
programme as evidenced by the start of operations at the Calheta
hydroelectrical power plant, in December 2019; and (4) progress on
resolving certain legacy issues. However, credit quality is
constrained by: (1) the small size of the company and its
relatively sizeable investment plan to increase the share of power
output from renewable sources; (2) the costs and challenges
associated with operating in a small, relatively remote,
archipelago; (3) ongoing efficiency challenges included in the
regulatory settlement for the extended 2018-21 period; and (4) the
company's high leverage and reliance on short-term credit
facilities.

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

EEM's rating could be upgraded if the rating of the RAM was
upgraded, or if the company were to strengthen its standalone
credit positioning by (1) successfully delivering its capital
investment programme and (2) reducing leverage by further cutting
receivables and achieving the operating efficiencies imposed by the
regulator, such that FFO/debt is sustainably in the low double
digits in percentage terms.

The rating could be downgraded if: (1) EEM's credit profile
weakened such that FFO/ debt deteriorated below the high single
digits; (2) there were a deterioration in the company's liquidity
position.

EEM is the dominant vertically integrated utility in Madeira, 100%
owned by the Autonomous Region of Madeira. In the year to December
2019, the company reported consolidated revenues of EUR196.8
million and EBITDA of EUR54.2 million.

The methodologies used in this rating were Regulated Electric and
Gas Utilities published in June 2017.

SATA AIR: Moody's Affirms Ba1 Rating on Sr. Unsec. Debt
-------------------------------------------------------
Moody's Investors Service affirmed the backed senior unsecured
ratings of SATA Air Acores S.A. (SATA) at Ba1. The outlook was
changed to stable from positive.

The change in outlook was prompted by the revision of the outlook
to stable from positive on the Autonomous Region of Azores on
November 27, 2020. The Ba1 rating and the stable outlook of SATA is
based solely upon the unconditional and irrevocable guarantee of
scheduled principal and interest payment provided by the Autonomous
Region of Azores ("Azores", Ba1 stable).

RATINGS RATIONALE

The Ba1 rating of SATA's EUR35 million and EUR65 million backed
senior unsecured notes is in line with the long-term issuer rating
of Azores, which provides unconditional and irrevocable guarantees
of scheduled principal and interest payment. The terms of the
guarantees are sufficient for credit substitution in accordance
with Moody's credit substitution methodology.

In particular, Moody's considers that the terms of the guarantees
have characteristics of strong guarantee arrangements:

  - the guarantees are irrevocable and unconditional and ensure
that obligations under the guarantee rank pari and passu with
Azores' present or future, direct, unconditional, unsecured and
unsubordinated obligations

  - the guarantees promise full and timely payment of the
obligations including interest and principal payments

  - the guarantees cover payment -- not merely collection

  - the guarantees extend as long as the term of the underlying
obligations will be reinstated and become effective again if
Noteholders have to return moneys after the date on which
guarantees has expired due to any insolvency proceeding or any
court proceeding

  - the guarantees are enforceable against the guarantor and also
in accordance with Portuguese law

  - the guarantees cannot be transferred, assigned or amended by
the guarantor

The guarantees do not explicitly state that they waive all
suretyship defenses, but there are provisions in the Deed of
Guarantee stating that the guarantor would pay all obligations in
full without any exception, reserve, condition or claim. All
payments to be made by the Guarantor under the guarantees shall
also be made without set off or counterclaim and without deduction
for or on account of any present or future taxes, duties,
withholdings or other charges.

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

The guaranteed senior unsecured debt rating is fundamentally linked
to the rating of Azores. Any change in Azores' rating would be
expected to translate into a rating change on the Notes.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Rating
Transactions Based on the Credit Substitution Approach: Letter of
Credit-backed, Insured and Guaranteed Debts published in May 2017.

CORPORATE PROFILE

SATA is the current parent company of the SATA Group and is mainly
responsible for the provision of connections between the 9 Azores
islands under public service obligations. SATA holds 100% of the
airline company Azores Airlines. Further to operating routes under
PSO -- the linking Lisbon to Santa Maria, Horta and Pico islands
and routes linking Ponta Delgada (Sao Miguel Island) to Funchal
(Madeira Island) -- Azores Airlines operates international flights
to countries with important Portuguese and Azorean communities,
especially in North America.

The SATA Group plays a very important role in inter-island
connections, as well in connections between the AAR and Portugal
mainland, thereby assuring territorial cohesion.

SATA Group is responsible for the operation and management of
Graciosa, Pico, Sao Jorge and Corvo islands airfields, as well as
Flores island terminal, through the company SATA Gestao de
Aerodromos.



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

CIRSA ENTERPRISES: S&P Affirms 'B-' ICR, Outlook Negative
---------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
on Spain-based Cirsa Enterprises, and removed it from CreditWatch
with negative implications, where S&P placed it on Aug. 20, 2020.

S&P said, "We are also affirming the 'B-' issue ratings on Cirsa's
senior secured debt. At the same time, we are raising to 'CCC' from
'D' our issue rating on the EUR400 million senior secured PIK
notes, issued by LHMC Finco 2, reflecting that we do not envisage
further distressed purchases in the short to medium term."

The negative outlook reflects the possibility of a downgrade within
the next 12 months if Cirsa fails to demonstrate a swift return to
normalized operations that would underpin a substantial improvement
in financial performance and credit metrics.

Although S&P believes Cirsa will be able to meaningfully deleverage
in 2021 thanks to a recovery in revenue and cost-cuts implemented
earlier this year, the group's capital structure remains
vulnerable.

S&P said, "Since Cirsa has reopened most of its casinos, halls, and
arcades--albeit with still-limited capacity due to curfews and
social distancing measures--we anticipate a gradual recovery. That
said, Cirsa will likely report significantly negative free cash
flow and see a spike in leverage and a notable deterioration in its
S&P Global Ratings-adjusted credit measures in 2020 because of the
temporary site closures suffered amid COVID-19 fallout. This year's
metrics, with adjusted leverage significantly beyond 10x and
negative free operating cash flow (FOCF) of greater than EUR200
million, are temporarily well outside of the range for a 'B-'
rating, in our view. In addition, we do not expect EBITDA to return
to pre-COVID-19 levels in 2021. In our opinion, recovery will be
slowed by limited customer traffic due to mostly opening hour
restrictions, notably in the first half of 2021. In our view, this
would be exacerbated in the casinos division, for example, where
customers typically attend in greater numbers during now restricted
hours. We also assume customers, notably from the older population,
will remain cautious about being in enclosed public spaces.
Overall, we believe demand will likely remain soft well into 2021
given our forecast of subdued discretionary spending because of
elevated unemployment throughout the coming year, suggesting less
frequent visits or reduced spending per visit. Lastly, Cirsa's
exposure to foreign exchange risks and heightened market volatility
in Latin America could still be a weak spot. We note that about 30%
of the group's EBITDA (per normalized 2019 levels) is generated in
local currencies--namely the Colombian, Mexican, and Dominican
Republic pesos, which depreciated markedly in 2020. We note that in
Panama, where the group generates close to 20% of its total EBITDA,
the currency is pegged to the U.S. dollar."

Signs of recovery will push through, however.

S&P said, "We believe regional gaming markets, like the ones in
which Cirsa operates, should bounce back faster than destination
markets, because the majority of clients are local, alleviating
concerns around travel and tourism. Cirsa is broadly geographically
diversified and has properties in nine different countries. This
enables the group to offset some COVID-19-related losses. In
addition, we believe that some of the cost cuts management
implemented throughout 2020 are sustainable (i.e. 15% reduction in
Latin America's workforce and some permanent rental costs),
particularly if market demand remains below pre-COVID-19 levels and
its competitors do not materially ramp-up their investments.
Indeed, our base-case forecast for 2021 adjusted EBITDA margins is
greater than 24%, which is similar to the group's 2019 margin
performance albeit our forecast for lower revenues in 2021.
Overall, we view Cirsa's business model, alongside its leadership
position in main markets, as supportive of a faster recovery once
restrictions are eased and lifted. We note that developments in
COVID-19 vaccines are promising but we continue to assume that
effective immunization would not be widely available until
mid-2021, and we acknowledge the potential of
longer-than-anticipated distribution timelines for some of the
group's Latin American jurisdictions. Hence, we expect Cirsa to
gradually return to revenue and EBITDA of pre-closure levels toward
the end of 2021, which is expected to support a meaningful
reduction in adjusted leverage from current levels, as well as
positive FOCF."

Cirsa's liquidity buffer should enable the group to withstand the
ongoing disruptions to its operations throughout 2021.

S&P said, "The group has no significant upcoming maturities and we
note the absence of maintenance financial covenants. Cirsa's
closest notable maturities are in December 2023, when its EUR663
million and $495 million bonds are due. We believe these three
years leave the group with sufficient time to recover revenue and
EBITDA to pre-COVID-19 levels. Although we expect 2021 to continue
to be volatile in terms of revenue and cash flow, in particular
driven by ongoing shifts in curfews and social distancing measures,
we expect Cirsa to have adequate liquidity to cover further
disruptions over the next 12 months. As of September 2020, Cirsa
had reportedly EUR352 million in cash and equivalents on hand. This
includes its fully drawn EUR200 million revolving credit facility
(RCF), as of March 2020, as well as additional funding lines
amounting to over EUR100 million raised mostly in June and July
2020. In addition, the company has taken steps to enhance liquidity
by minimizing capital expenditure (capex). Overall, we consider
that Cirsa's cash management will continue to support its financial
position over the next quarters and we note Cirsa has additional
flexibility from further cutting down capex as well as better
optimizing gaming tax deferrals if needed. Lastly, we note that
Cirsa's debt instruments do not include any maintenance financial
covenants." Only the RCF (not rated) has an incurrence covenant,
which is set at 7.52x first-lien leverage ratio, tested only when
40% of the RCF is drawn. Currently, the RCF is completely drawn,
however, a breach of the financial covenant is not an event of
default under the RCF documentation; it would only result in a
draw-stop for future new utilizations.

Cirsa's financial policy seems more aggressive under Blackstone's
current financial-sponsor ownership and could jeopardize the
sustainability of its capital structure if recovery does not go
according to plan.

Blackstone acquired Cirsa in July 2018, following a strong track
record of historical financial growth and deleveraging.
Subsequently, in the second half of 2019, Cirsa used debt to
acquire Giga, a Spanish gaming and leisure operator, used cash at
hand to purchase seven casinos in Mexico, and bought the remaining
50% stake in Sportium. In addition, LHMC Finco 2, a parent company
of Cirsa, raised EUR400 million senior secured payment-in-kind
(PIK) notes toward a dividend recapitalization, notably increasing
S&P Global ratings-adjusted leverage by slightly over 1x to 5.9x
from S&P's previous expectations of 4.8x. The PIK notes were issued
by LHMC Finco 2 Sarl (not rated), an issuer parent of Cirsa,
sitting outside the restricted group. Cirsa itself does not
guarantee the notes and is not a co-issuer. Amid COVID-19 fallout
and a severe impact to operating results, Blackstone purchased
about EUR120 million face value at a deep discount (PIK notes were
trading at around 40% of the par value during the period). S&P
said, "We understand that the notes are not cancelled and therefore
Cirsa's reported debt levels remain the same. Although we do not
consider further distressed purchases in the medium to long term
likely. We view the group's financial policy as very aggressive,
given the highly leveraged capital structure and funding of
leverage recapitalization through the PIK instrument." While the
group continues to elect to PIK the interest on the PIK notes, any
election to pay cash in future could place strain on consolidated
group free cash flow metrics.

Cirsa's capital structure remains fragile.

S&P said, "Under our base case, while we expect still very high
leverage and weak free cash flows in 2021, we forecast rapid
improvement in metrics, including material positive free cash flow
in the second half of 2021. In our base case, we expect the group
to generate notable FOCF in 2021, noting our forecast for adjusted
FOCF to debt of around 1%, which while weak, includes potential
further downside. Still, this is likely to require limited setbacks
in the first half of the year, because material weakness could make
it difficult to trade back and perform to base case,
notwithstanding expectations for a better second half." Overall,
the sustainability of Cirsa's capital structure relies on a return
to generation of material positive FOCF and meaningful deleveraging
in the short to medium term.

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

-- Health and safety.

The negative outlook reflects the possibility of a downgrade within
the next 12 months, if Cirsa is unable to demonstrate a swift
return to normalized operations that underpins a substantial
improvement in financial performance and credit metrics. S&P said,
"Although Cirsa has now reopened the majority of its sites, we
believe that weak economic conditions and ongoing COVID-19-related
restrictions have the potential to disrupt both the scope and speed
of any recovery in the group's earnings. With credit metrics
temporarily outside of the 'B-' category range in 2020 and
forecasted weak metrics in 2021, in our view, there is no headroom
in the rating and we see at least a one-in-three possibility of a
downgrade in the next 12 months."

Downside scenario

S&P said, "We could lower our ratings on Cirsa if we believe that
its capital structure could become unsustainable, the group was
increasingly in our view vulnerable to favorable economic and
business conditions to meet financial commitments, or we envisaged
specific default events. This may occur if its recovery is
materially slower than we currently expect because of persisting
restrictions and curfews, driven by major setbacks in key markets,
or behavioral changes in customers due to depressed discretionary
spending and high unemployment driven by the pandemic. This could
result in Cirsa not being able to meet our forecasts of adjusted
leverage significantly reducing in 2021 and its inability to
generate meaningful positive FOCF in the second half of 2021."
Inability to generate meaningful FOCF in 2021, relative to
substantial S&P adjusted debt forecasted of greater than EUR3
billion would add a second consecutive year of the group being
unable to service its company fixed and financial commitments from
operations even in the face of PIK election and certain other cost
deferrals, which could potentially indicate to S&P
unsustainability.

S&P said, "We could also lower our ratings if Cirsa's liquidity
position deteriorated because of a weaker-than-expected recovery in
its operating performance and high fixed cost base. In addition, we
could lower the ratings if we saw heightened risk of a specific
default event, such as a distressed exchange or restructuring or a
debt purchase below par."

Upside scenario

S&P said, "It is unlikely that we will raise our rating on Cirsa
over the next 12 months given our forecast of very high leverage
and weak FOCF. That said, we could revise our outlook to stable
once we have greater certainty and building track record that
Cirsa's operating performance has stabilized in a manner that sees
a very substantial portion of operations trading back towards 2019
levels. This will likely support material improvement in credit
metrics such that adjusted leverage and FOCF to debt recover
towards 2019 levels of about 6x and greater than 3% to debt,
respectively. Additionally, a stable outlook or upgrade would hinge
on clarity on the group's adherence to its long-term financial
policy."


MIRAVET SARL: S&P Assigns B (sf) Rating on Class E-Dfrd Notes
-------------------------------------------------------------
S&P Global Ratings assigned its 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 also issued unrated class X and Z
notes.

Miravet Compartment 2020-1 is a static RMBS transaction. The pool
of EUR619,669,061 comprises 13,107 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 78.9% of restructured loans, with
74.4% restructured before 2015.

At closing, the issuer used 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 comprises subordination, the
reserve fund, and excess spread. The class Z notes proceeds fully
funded the reserve fund at closing.

There are no rating constraints in the transaction under S&P's
operational, counterparty, legal, or structured finance sovereign
risk criteria.

S&P said, "Our ratings address the timely payment of interest and
ultimate payment of principal on the class A notes. Our ratings on
the class B-Dfrd to E-Dfrd 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."

Potential Effects Of Proposed Criteria Changes

S&P said, "We announced on Oct. 30, 2020, that we are requesting
comments on proposed revisions to our criteria for rating Spanish
RMBS transactions. The comment period for the proposed changes
ended on Nov. 30, 2020. Any potential rating changes will depend on
the final criteria adopted, as well as our assessment of the given
transaction. We note that the methodology used to analyze the
transaction in new issue report comes from our currently active
criteria."

  Ratings

  Class     Rating*   Amount (mil. EUR)
  A         AAA (sf)    410.22
  B-Dfrd    A- (sf)      77.77
  C-Dfrd    BBB (sf)     31.91
  D-Dfrd    BB+ (sf)     11.15
  E-Dfrd    B (sf)       11.15
  X         NR             0.1
  Z         NR           96.91

*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. Our
ratings also address timely interest on current interest due when
they become most senior outstanding. Any deferred interest is due
by maturity.
Dfrd--Deferrable.
NR--Not rated.
N/A--Not applicable.






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

BOPARAN HOLDINGS: Fitch Assigns B- LT IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has assigned Boparan Holdings Limited a Long-Term
Issuer Default Rating (IDR) of 'B-' with Stable Outlook. Fitch has
also assigned a final 'B'/RR3 rating to the GBP475 million senior
secured notes due 2025 issued by Boparan Finance plc.

The final ratings follow completion of the refinancing and a review
of the final terms and conditions, which conformed to information
already received when Fitch assigned the expected ratings on 16
November 2020.

The company has redeemed all previously existing notes, replaced
its revolving credit facility with a new one maturing in 2025, and
repaid additional loans as Fitch had anticipated.

KEY RATING DRIVERS

Profitability Turnaround Plans: Fitch expects Boparan's latest
operational turnaround plan, which started in 2019, to generate
improvements in profitability over FY20 (ended July 27, 2020)-FY24.
The company is demonstrating good momentum in its turnaround plan
with subsequent quarterly improvements through to 4Q20. Fitch
projects the EBITDA margin to increase to 4.8% in FY20 from 3.2% in
FY19 and trend toward 5% by FY23 due to a mix of central-cost
reduction, operating efficiencies and commercial initiatives. In
its view, this will bring the operating margin for the company's
core business closer to industry averages and close the gap with
competitors, such as Moy Park in the UK.

Divestment of Fox's Biscuits: In October 2020, Boparan divested its
Fox's biscuits business for net cash proceeds of GBP235 million
before pension contributions. It used most of the proceeds for debt
repayment, which Fitch estimates will reduce debt toward GBP500
million in FY21 from an estimated GBP713 million at FYE20. This is
likely to drive a reduction in funds from operations (FFO) gross
leverage to 6.8x in FY21 from an estimated 8.2x at end-FY20 and
11.5x at FYE19.

FY21 EBITDA Under Pressure: Fitch conservatively assumes EBITDA
margin to decline to 4.2% in FY21, due to the risk of a temporary
pandemic-related closure of production sites, additional operating
costs and scope for weaker performance of some key accounts both in
the retail and foodservice channels. Fitch expects temporary
pressure on Boparan's ready-meal sales from the COVID-19 pandemic
in FY20-FY21.

Execution Risk: Fitch sees execution risk in the turnaround plan
along with uncertainty around Brexit and future market conditions
in the challenging European and UK poultry markets. These aspects
constrain the rating at 'B-'. Lower profitability is one of the key
factors keeping FFO gross leverage above its positive sensitivity
of 6.0x in FY21.

Profitability to Drive Deleveraging: Once the EBITDA margin
stabilises at around 4.8%-5%, which Fitch expects in FY22-FY24, FFO
gross leverage could decline below 6.0x, building momentum for an
upgrade. Due to its projection of neutral free cash flow (FCF),
Fitch estimates leverage should remain at 5.7x-6.0x in FY22-FY24,
with a slight improvement mainly coming from its assumption of
progress in Boparan's turnaround plan and consequent improvement in
EBITDA.

Neutral FCF: Fitch projects FCF will return to neutral territory by
FY22, following several years of negative FCF, which eroded the
Boparan's liquidity and increased leverage. Fitch anticipates that
cash flow improvement will result from enhanced profitability,
moderate capex at around 2% of revenues, as well as a lower
interest burden after repaying part of Boparan's debt with the
proceeds from Fox's Biscuits sale. Nevertheless, Fitch projects the
FCF margin will remain neutral in the medium term, in light of
pension contribution costs of GBP22 million-GBP27 million per year
and potential outflows to fund working capital needs.

Leading UK Poultry Player: Boparan has a leading position in the UK
poultry market (2019: 31% market share) stemming from its
large-scale operations in the country and established relationships
with key customers, including grocery chains, the food service
channel and packaged food producers. The company also benefits from
an integrated supply chain via its joint venture with P D Hook, the
UK's largest supplier of broiler chicks, which adds to the
stability of livestock supply and sufficient processing capacity
utilisation.

Limited Diversification: Fitch estimates Boparan's protein business
contributed 72% to FY20 revenue, with poultry the core animal
protein type processed. After divestments of Fox's Biscuits,
product diversification beyond poultry is now limited to the ready
chilled meals category. Generally, Boparan is exposed to key
customers concentration risk in poultry and ready meals in the UK,
particularly with sales to Marks and Spencer Group plc (BB+/Stable)
representing more than 20% of revenue in FY19. Boparan also has
operations in the EU (FY19: 23% of revenue), as it is the
second-largest poultry producer in the Netherlands and among the
top five in Poland, the largest poultry-producing country in the
EU.

Favourable Market Fundamentals: Boparan operates in food categories
with sound fundamental growth prospects. Fitch assumes resilient
low-to-mid single-digit growth in poultry consumption, which is the
fastest-growing protein globally due to its lower cost than other
proteins, as well as consumer perception that it represents a
healthier option than beef and pork.

DERIVATION SUMMARY

Boparan's credit profile is constrained by high leverage and a
modest size, with EBITDAR below USD200 million, the median for the
'B' rating category in Fitch's Rating Navigator for protein
companies, as well as by its regional focus in the UK with only
moderate diversification in the EU. In addition, the company has
lower profitability than the majority of peers, such as JBS S.A.
(BB+/Stable) and Pilgrim's Pride Corporation (BB+/Stable), which in
its view is explained by limited vertical integration and some
operating inefficiencies that Boparan is addressing.

Boparan also has smaller EBITDA and weaker financial metrics and
veterinary standards record than Ukrainian poultry producer MHP SE
(B+/Stable). Nevertheless, Fitch expects the turnaround plan to
result in improved profitability that is more in line with the
median for 'B' category companies over the next three years.

KEY ASSUMPTIONS

  - Poultry and meals revenue to increase on average 2% p.a. over
the next three years.

  - EBITDA margin to increase to 4.9% in FY23 from 3.4% in FY19

  - Annual capex at GBP48 million-GBP50 million in FY21-FY23

  - No M&A or dividend payments over FY20-FY23

  - Annual cash pension contribution of GBP20 million-GBP25 million
in FY20-FY23

KEY RECOVERY RATING ASSUMPTIONS:

The recovery analysis assumes that Boparan would be reorganised as
a going-concern (GC) in bankruptcy rather than liquidated.

Fitch has assumed a 10% administrative claim.

Boparan's GC EBITDA is based on expected FY20 pro-forma EBITDA
excluding Fox's Biscuits, discounted by 10% to reflect Fitch's view
of a sustainable, post-reorganisation EBITDA, upon which Fitch
bases the enterprise valuation (EV). This level of GC EBITDA is
slightly higher EBITDA margins relative to FY18-FY19 when Boparan
was under intense financial and cash flows stress.

An EV/EBITDA multiple of 4.5x is used to calculate a
post-reorganisation valuation and reflects a mid-cycle multiple
consistent with other protein business peers, particularly in
market share and brand.

After deducting 10% for administrative claims, its principal
waterfall analysis generated a ranked recovery in the 'RR3' band
for the GBP475 million senior secured notes, ranking after a GBP80
million of committed revolving credit facility (RCF), which Fitch
assumes would be fully drawn in the event of distress. This
indicates a 'B'/'RR3' instrument rating for the senior secured debt
with an output percentage based on current metrics and assumptions
of 64%.

RATING SENSITIVITIES

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

  - Positive momentum from the operational turnaround, resulting in
sustained EBITDA margin improvement above 5% and positive FCF;

  - FFO gross leverage below 6.0x on a sustained basis;

  - FFO interest coverage above 2x; and

  - Sufficient liquidity to cover all operational needs (working
capital and capex) with limited intra-year drawings under the RCF.

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

  - Renewed operational underperformance leading to EBITDA margin
below 3.5% with negative FCF eroding liquidity;

  - FFO gross leverage remaining above 7x on a sustained basis;
and

  - FFO interest coverage below 1.5x.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Boparan has sufficient liquidity, comprising
GBP65 million cash pro-forma post refinancing, along with a new
GBP80 million undrawn RCF, to finance operations. Fitch expects
neutral to slightly negative FCF over FY21-FY23, leading to an
overall stable liquidity profile. Following the refinancing, it has
no major debt maturity before FY25, leading to manageable
refinancing risk over the next four years.

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.

DEBENHAMS PLC: Frasers Group in Talks to Acquire Business
---------------------------------------------------------
Sarah Young at Reuters reports that Mike Ashley's Frasers Group
said it is in negotiations to buy collapsed department store chain
Debenhams from administrators in a rescue deal, which would further
extend the retail billionaire's reach in the British high street.

According to Reuters, Frasers, formerly Sports Direct, said that it
hoped a deal could be agreed and jobs at Debenhams saved after the
COVID-19 pandemic sunk its business, but cautioned that the
transaction was complicated and talks needed to take place
quickly.

A former shareholder in Debenhams, Ashley's Frasers Group has
long-been linked to its rescue, Reuters notes.  Administrators for
Debenhams previously said it would be wound-down, closing all its
shops after 242 years in business and putting 12,000 jobs at risk,
Reuters recounts.

That came a day after Topshop-owner Arcadia Group collapsed into
administration, Reuters states.

Arcadia is the biggest concession operator in Debenhams, accounting
for about 5% of Debenhams' sales, and its collapse looks to have
been the final straw for Debenhams, Reuters discloses.

According to Reuters, Frasers said in its statement that Arcadia's
collapse was a further complicating factor in any potential rescue
deal for Debenhams.


INFORMA PLC: Expects to Become Cash Positive by January
-------------------------------------------------------
Yadarisa Shabong at Reuters reports that Britain's Informa Plc said
it could become cash positive by January after completing its debt
restructuring and refinancing, coupled with its cost cutting
programme, as the group struggles with the coronavirus hit to the
events industry.

According to Reuters, the world's largest exhibitions group had now
cancelled a GBP750 million short-term credit facility and GBP1.1
billion worth of U.S. Private Placement loan notes in the last move
in a restructuring, refinancing and rescheduling of its debt that
began earlier this year.

Informa, which raised GBP1 billion through a share sale in April,
said it has available liquidity of more than GBP1 billion, with no
debt maturities until 2023 and no financial covenants, Reuters
relates.

The company, which has laid off staff and closed offices as part of
its cost cutting plans, said it was on track to deliver GBP600
million of savings by the end of this year, Reuters notes.



OCADO GROUP: Fitch Affirms B+ LT IDR, Outlook Stable
----------------------------------------------------
Fitch Ratings has affirmed Ocado Group PLC's (Ocado) Long-Term
Issuer Default Rating (IDR) at 'B+'. The Outlook is Stable. At the
same time Fitch has upgraded Ocado's senior secured instrument
rating to 'BB+'/'RR1', a three-notch uplift from the IDR, from
'BB'/'RR2'.

The affirmation of the IDR reflects its view of largely unchanged
execution risks for its international solutions segment, including
risks associated with timely delivery of technology requiring
significant up-front capex. While this growth will add scale and
diversification in support of the rating over time, its
expectations are unchanged for profit break-even only by 2023.
Ocado is continuing to accelerate its rapid transformation from a
UK online food-retailer to an international technology and business
service provider with a significant portion of long-term contracted
earnings. Its rating references Ocado's standalone solutions
business.

The Stable Outlook reflects the group's solid financial flexibility
that enables management to execute Ocado's strategy over the next
three years. Recent capital raise of GBP1 billion underlines
funding availability and has postponed funding requirement by one
year to 2023. Further funding availability and refinance risk on
its senior secured notes that mature in 2024 depend on Ocado
successfully executing its growth strategy.

The upgrade of the senior secured instrument rating to 'BB+'
reflects its view of high recovery outcome following the
cancellation of its revolving credit facility (RCF) that ranked
pari passu with the rated notes, underpinned by the subordinated
nature of the company's issued convertible bonds.

KEY RATING DRIVERS

Transformation Accelerates: During 2020, Ocado delivered its first
two international customer fulfilment centres (CFCs) for Casino and
Sobeys on time and on budget, both of which are ramping up. Its
solutions business has signed contracts with strategic partnerships
spanning Europe, North America, and Asia (Japan), which add to its
critical mass for scale and future profitability. Its rating also
reflects the growing scale and upfront investments, including the
customisation of the underlying technology for each individual
retailer, and execution risks associated with the continued
progress of 38 CFCs over the next four years.

Negative FFO and EBITDA: Fitch forecasts negative consolidated
funds from operations (FFO) and EBITDA until 2023 given the
"start-up" phase of Ocado's international solutions division. Ocado
will incur operating costs not covered by any revenue until the
international CFCs are operating, in line with IFRS15. Fitch
anticipates Ocado solutions (UK solutions & logistics and
international solutions) to move towards break-even by 2022 and
break even in 2023. Its current rating is underpinned by Ocado's
financial flexibility to fund the planned investments.

Funding Requirement Delayed to 2023: The GBP1 billion capital raise
in June 2020 improved financial flexibility and delayed funding
requirement by one year to 2023 under its rating case. This has
increased rating headroom under 'B+' rating, even after M&A spend.
Fitch forecasts available liquidity at end-2020 to be strong at
GBP1.7 billion, which however will be consumed by significant
capex. Deviation from its cash flow projections such as faster cash
reduction based on higher development costs or commitment to
deliver more CFCs over the next four years may bring forward
funding requirement. This is mitigated by Ocado's strong business
valuation and sound access to equity and debt markets to address
funding needs so far.

EBITDA Break-even by 2023: Fitch expects EBITDA to break even by
2023, assuming steady progress with CFCs under existing contracts
and three additional CFCs per year. Positive contributions from
early projects coming on-stream in 2020 and 2021 are outweighed by
further investment needs in projects under development. New
contracts adding more than the three additional CFCs p.a. modelled
under its rating case would delay the path to profitability.

M&S JV Benefits from Pandemic: Fitch expects Ocado's solutions
EBITDA to benefit from around GBP75 million fees received from the
Ocado retail/M&S JV for providing the IT platform, CFCs and
logistics. The pandemic has had a positive impact on the Ocado
retail JV with revenue up 27% in 1HFY20 (ended May 31, 2020) and
52% in 3QFY20, and its profit guidance for 2020 was raised to GBP40
million in its 3Q trading update from GBP26 million previously.
Ocado went live with M&S products on Ocado.com from September 1
with positive initial reaction. Fitch deconsolidates Ocado retail
JV operations, but include the fees received by the JV, when
assessing Ocado's rating profile. The Ocado retail JV has a GBP30
million standalone revolving credit facility (RCF).

The creation of the JV has freed up capital, with M&S having paid
around GBP563 million to support the JV's solutions growth and at
the same time ringfenced Ocado's UK retail operations, whose
contribution to the financial performance of Ocado Group is
expected to structurally decline based on the projected growth of
the technology operations. The JV allows Ocado solutions to
continue testing its new technologies in the UK.

Accelerated Online Growth: Fitch expects rapid growth of online
grocery shopping to have a positive impact on the solutions
business with growing demand for automated warehouses and online
platforms. Ocado retail JV has doubled its market shares during the
pandemic and Fitch anticipates a continuing shift to the online
grocery channel. Since 2014, Ocado's retail sales have grown faster
than traditional food-retailers', due to the increasing importance
of the online channel in the UK.

DERIVATION SUMMARY

Fitch applies its Business Service Navigator framework to Ocado,
away from 'Food Retail' previously, reflecting the UK retail
operations now being ring-fenced with no direct recourse to Ocado's
group lenders, and its view that the business risk profile of the
solutions business will drive Ocado's credit quality in the long
term, given the accelerating growth of and investment into these
operations.

Fitch assumes that Ocado solutions, which includes UK solutions &
logistics and international solutions, once it reaches maturity,
should exhibit an FFO margin above 10%-15%, which would be solid
for the rating. However, even by 2023, the ability to deleverage
organically from positive free cash flow (FCF), and hence the
rating, could come under pressure from continuing capex
requirements.

Positively not only would Ocado's credit profile benefit from a
contracted revenue base, the business risk profile would also
benefit from low customer churn and high switching costs (a
function of its unique technology) and a diversified geographic
presence. This helps counterbalance some reliance on Kroger as its
key customer and partner.

KEY ASSUMPTIONS

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

  - Revenues under Ocado's international solutions business ramping
up towards GBP229 million by FY23 as a few international CFCs go
live.

  - Ocado solutions EBITDA (UK solutions and logistics and
international solutions) to remain negative through to FY22, before
turning positive at GBP80 million in FY23

  - Retail sales (Ocado retail JV) to amount to GBP2.3 billion in
FY20, and rising towards GBP2.6 billion by FY23

  - Capex - net of cash fees from international CFCs - to range
between GBP300 million and GBP550 million through to FY23

  - No upstream dividends from Ocado retail JV, nor investment by
Ocado into JV over the next four years

KEY RECOVERY RATING ASSUMPTIONS

  - The recovery analysis assumes that Ocado would be reorganised
as a going-concern (GC) in bankruptcy rather than liquidated. Fitch
has assumed a 10% administrative claim.

  - Ocado's GC EBITDA is based on the first year of positive EBITDA
for the solutions division (FY23). Fitch has considered, in line
with the rating case, 100% of FY23 solutions EBITDA (GBP80
million). Fitch has included additional income from the retail JV.
Fitch has applied a discount of 50%, in line with previous year, to
reflect the high uncertainty around the forecast EBITDA in FY23. GC
EBITDA is similar to its previous rating case.

  - Secured notes rank ahead of convertible bonds. The GBP100
million RCF has been cancelled.

  - Fitch has used a 6.0x enterprise value (EV)/EBITDA multiple,
which is in line with business services companies' multiple. This
compares with 5-5.5x used for Assemblin, Irel and Quimper. Fitch
believes a slightly higher EBITDA multiple for Ocado reflects the
strong growth of the business and strong market position.

  - The outcome of the recovery analysis is in line with a 'RR1'
(RR2 previously), given that the RCF has been cancelled. This
results in a three-notch uplift from the IDR. The output percentage
based on the current assumptions is 96%.

The senior secured notes' rating uplift is also supported by the
traded asset value of Ocado as expressed in a current market cap of
GBP16 billion and a limited amount of debt GBP1.2 billion, of which
the GBP950 million convertible notes are treated by Fitch as
subordinated due to the absence of share pledges compared with the
notes. Fitch does not assign an instrument rating to the
convertible bonds.

RATING SENSITIVITIES

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

Fitch does not envisage a positive rating action in the near term,
reflecting the inherent execution risks associated with the rapid
transformation into a solution and business service provider.
However, over the longer term, evidence of greater maturity in the
solutions business, with increasing scale and diversification, and
positive EBITDA contributions and lower up-front capex would
indicate successful execution of Ocado's growth strategy and be
positive for the rating

  - FFO margin at low- to mid-single digits

  - Break-even performance of the business leading to some
visibility towards an FFO adjusted leverage ratio sustainably below
5.0x

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

  - Execution risks associated with Ocado's business
transformation, such as a material underperformance in the
Ocado/M&S JV due to disruption of supply arrangements, product
offerings, and/or customer loyalty, or a delay to and/or cost
overruns in the roll-out of the investment plan, leading to a
significantly faster cash burn than anticipated in its rating case

  - Evidence of an increase in the number of new CFCs or new
capex-intensive initiatives without sufficient funding in place

  - Higher cash burn in relation to higher costs and capex compared
with its rating case, leading to further funding needs over its
four-year rating horizon, with evidence of readily available cash
below GBP1 billion in FY21 or at a level insufficient to fund
operation and investments until at least December 2022.

  - Ocado solutions not moving towards break-even EBITDA by 2022
and unable to achieve positive EBITDA by 2023.

LIQUIDITY AND DEBT STRUCTURE

High Cash Reserves Supporting Investments: Ocado's cash position
for FYE20 is estimated to be strong and sufficient to cover
incremental capex to support the creation of the planned
international CFCs until 2023. Fitch expects Ocado solutions to
retain around GBP1.7 billion of cash on its balance sheet at
end-2020.

Although the current cash balance is not enough to cover the next
five years of capex and repay Ocado's senior secured notes due
2024, Fitch expects FFO to turn positive by 2023, due to the
maturing profile of the international contracts signed in
2017-2019. This should improve internal cash flow generation to
support either repayment or refinancing of the notes when they fall
due. Ocado has recently demonstrated strong access to financial
markets with the GBP350 million convertible bond launched in June
2020, in conjunction with its GBP657 million new share placement.

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.

PEACOCKS: EWM's Commerce Head Submits Management Buyout Bid
-----------------------------------------------------------
Business Sale reports that a management buyout (MBO) bid has been
submitted for Edinburgh Woollen Mill Group (EWM) retailer Peacocks
by EWM's head of ecommerce Josh Lowes.

Peacocks went into administration last month alongside fellow EWM
retailer Jaeger and is one of several EWM brands that is seeking a
buyer, Business Sale recounts.

The group has been hit hard by the impact of COVID-19 on the UK
high street, warning in October that it was close to collapse,
Business Sale discloses.  Since then, several of its stores have
gone into administration, Business Sale notes.  Buyers are being
sought for brands including Peacocks, Jaeger, Edinburgh Woollen
Mill, Ponden Home and, most recently, Bonmarche, Business Sale
states.

The MBO proposal was submitted to administrator FRP Advisory by
Lowes in conjunction with private investor Phoenix Wales, Business
Sale relays.

According to Business Sale, the bid aims to acquire the full
company, including all 470 UK stores and concessions, and would aim
to improve its digital offering and "rejuvenate the in-store
experience".  The proposal also stated that, if successful,
Cardiff-based Peacocks would keep its base in South Wales, Business
Sale relates.

In its most recent financial reports, for the 27-week period to
March 2, 2019, Peacocks reported turnover of GBP192.4 million, down
from GBP564 million in the period to August 25, 2018, Business Sale
discloses.  Its gross profit was GBP31 million, down from GBP98
million, with total profits of GBP17 million, down from GBP53.4
million, according to Business Sale.

At the time, the retailer's fixed assets were valued at GBP19.8
million, with current assets of GBP214 million and net assets
coming to GBP164 million, Business Sale states.  At the time,
Peacocks' creditors were owed GBP7.8 million, Business Sale notes.



VEDANTA RESOURCES: S&P Rates New Guaranteed Sr. Unsec. Notes 'B-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' long-term issue rating to
Vedanta Resources Ltd.'s (Vedanta Resources) proposed guaranteed
senior unsecured notes. The rating on the notes is subject to its
review of the final issuance documentation.

Vedanta Resources plans to use the notes proceeds for an all or any
tender offer for its existing US$670 million bonds due June 2021.
The proposed notes will be issued by Vedanta Resources Finance II
Plc and guaranteed by Vedanta Resources and two of its
subsidiaries--Twin Star Holdings Ltd. and Welter Trading Ltd. These
two subsidiaries together own 38.1% in Vedanta Ltd., which is
Vedanta Resources' 50.1%-owned subsidiary.

S&P said, "We rate the proposed notes the same as the issuer credit
rating on Vedanta Resources (B-/Negative/--). We do not notch the
issue rating on the notes for subordination risk because a majority
of the company's assets are in India, a jurisdiction where we
believe the priority of claims in a bankruptcy scenario is highly
uncertain."

The negative outlook on Vedanta Resources reflects the company's
tight liquidity position due to its large debt maturities over the
next few years.

S&P said, "We note the change in Vedanta Resources' auditor
effective Nov. 20 to MHA MacIntyre Hudson, from Ernst & Young. A
change in auditor is generally perceived negatively by market
participants and could raise questions regarding a company's
accounting quality and governance. However, Vedanta Resources has
confirmed that the change of its auditor is not related to any
accounting issue or disagreements. We also note that Vedanta Ltd.,
which generates most of Vedanta Resources' earnings, continues to
retain S.R. Batliboi & Co., Ernst & Young's India unit, as its
auditor."

Vedanta Resources is a U.K.-incorporated commodities producer with
assets primarily in India. Indian subsidiary Vedanta Ltd. holds a
large part of Vedanta Resources' assets. Vedanta Resources is
ultimately fully owned by Volcan Investments Ltd., which is
controlled by the Agarwal family.


[*] CROWN ESTATE: String of Company Collapses Hits Income
---------------------------------------------------------
Nikou Asgari and George Hammond at The Financial Times report that
the Queen's purse has been hit by a string of company collapses
including PizzaExpress and New Look, showing that even royal
finances are not immune from the turmoil on the UK's high streets.

According to the FT, the Crown Estate, which manages the monarchy's
GBP13.4 billion commercial property portfolio in the public
interest, has suffered as retailers and casual dining chains
restructure after pandemic lockdowns and restrictions crushed
earnings, plunging many companies into administration.

The group was a creditor to high street chains Pizza Hut,
PizzaExpress, Casual Dining Group and New Look, according to
documents filed at Companies House, all businesses that have sought
company voluntary arrangements this year, the FT notes.

The Crown Estate was owed a total of GBP4.2 million from New Look,
GBP1.2 million from Pizza Hut; GBP234,861 from PizzaExpress; and
GBP219,150 from Casual Dining Group, owner of Bella Italia, Las
Iguanas and Cafe Rouge, the FT relays, citing the documents.

In its most recent annual results, the Crown Estate set aside
GBP12.9 million in provisions for bad debts expected to arise in
2020/21 from its tenants falling into administration, the FT
states.

The group owns large chunks of shopping districts including Regent
Street in London and regional retail parks in Oxford and
Northamptonshire, and joins other commercial landlords in seeing
sharp drops in income as footfall has tumbled and tenants' earnings
have dried up, the FT discloses.

According to the FT, Sarah Mook, restructuring partner at
Linklaters, said retailers were "taking advantage of leverage with
landlords to negotiate lower or different rents", adding that CVAs
"have become a tool that's being used more prevalently".



                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
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Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

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