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

                          E U R O P E

          Thursday, January 14, 2021, Vol. 22, No. 5

                           Headlines



F I N L A N D

FROSN-2018 DAC: Fitch Affirms BB-sf Rating on Class E Notes


F R A N C E

GROUPE ECORE: S&P Places CCC+ Long-Term ICR on Watch Positive
MOBILUX 2 SAS: Fitch Affirms 'B' LT IDR, Alters Outlook to Stable


G E R M A N Y

ADLER MODEMAERKTE: Court Okays Preliminary Insolvency Application
ZEPHYR GERMAN: Moody's Assigns First Time B1 Corp. Family Rating
ZEPHYR GERMAN: S&P Assigns Preliminary 'B+' LT ICR, Outlook Stable


I R E L A N D

[*] IRELAND: Corp. Insolvencies Barely Rise Due to Gov't. Measures


I T A L Y

MONTE DEI PASCHI: Merger Partners to Get Access to Books


R U S S I A

CREDIT BANK: S&P Rates New Euro-Denominated Sr. Unsec. LPNs 'BB-'


S P A I N

UNICAJA BANCO: Moody's Affirms ba2 BCA Amid Liberbank Merger


T U R K E Y

ISTANBUL TAKAS: Fitch Affirms 'BB-' LT IDR, Outlook Negative


U N I T E D   K I N G D O M

COVRAD HEAT: Enters Administration After Pandemic Hits Revenue
EDINBURGH WOOLLEN: Acquisition Deal Reached, 2,000 Jobs Saved
GLOBAL SHIP: Moody's CFR Up to B2 on Improved Debt Maturity Profile
INEOS ENTERPRISES: S&P Affirms 'BB' Long-Term Issuer Credit Rating
MARB BONDCO: S&P Assigns 'BB-' Rating to New Sr. Unsecured Notes

PETRA DIAMOND: UK Court OKs Plan; U.S. Hearing Today
SECURELINK UK: Creditors Have Until Jan. 18 to Submit Claims

                           - - - - -


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F I N L A N D
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FROSN-2018 DAC: Fitch Affirms BB-sf Rating on Class E Notes
-----------------------------------------------------------
Fitch Ratings has affirmed FROSN-2018 DAC's notes. The affirmation
reflects a balance between de-leveraging and adverse selection.
With a release premium of 15% applied on recent asset disposals,
the portfolio has deleveraged as a result of 47% of the senior term
loan being repaid since issuance in April 2018. The reported
loan-to-value ratio (LTV) has fallen to 60.2% from 66.6% at issue,
but there is evidence of mild adverse selection, with the portfolio
increasingly concentrated in properties with increased vacancy.

FROSN-2018 DAC

        DEBT                   RATING                PRIOR
        ----                   ------                -----
Class A1 XS1800197664     LT  AAAsf  Affirmed        AAAsf
Class A2 XS1800197748     LT  AA+sf  Affirmed        AA+sf
Class B XS1800198126      LT  AAsf   Affirmed        AAsf
Class C XS1800200476      LT  Asf    Affirmed        Asf
Class D XS1800200559      LT  BBBsf  Affirmed        BBBsf
Class E XS1800201011      LT  BB-sf  Affirmed        BB-sf
Class RFN XS1800197235    LT  AAAsf  Affirmed        AAAsf

TRANSACTION SUMMARY

The transaction financed 87.9% of a EUR307.8 million commercial
real estate loan to entities related to Blackstone Real Estate
Partners advanced by Citibank, N.A., London Branch and Morgan
Stanley Principal Funding, Inc. (the originators), as well as 47.5%
of a EUR13.0 million capital expenditure loan. The remaining
financing was retained by the originators as vertical issuer debt.
The class RFN notes and corresponding portion of the vertical risk
retention (VRR) loan finance the liquidity reserve.

Since issuance in April 2018, 47% of the term loan has been repaid
due to a disposal of 16 assets. The portfolio now comprises 47
properties, all in Finland and mainly offices (76% of total market
value; MV) and retail (17% of total MV). 7% consists of storage
assets.

The portfolio is let to a diverse array of 441 tenants, paying a
total annual rent of EUR43.9 million (down 45% since the issue date
and down 19% on a like-like basis for the existing assets). While
granular, the top five tenants account for 25% of rent.
Government-related entities contribute 20.3%.

KEY RATING DRIVERS

Granular Portfolio, Geographic Concentration: The portfolio
consists of 47 Finnish properties (63 at the time of issue), mostly
secondary quality office and retail assets. Most of the assets (41%
of MV) are located in the Helsinki Metropolitan area, with the
majority of the remainder in Tampere (39% of MV). Fitch considers
the Helsinki office market somewhat insulated from the longer-term
impact of Covid-19, given its relative decentralisation.

Mixed Quality, Rising Vacancy: Vacancy has increased from 30% (by
area) at the issue date to 42% as per the latest tenancy schedule
received. Many of the smaller assets are dated, but serve local
tenant demand. The impact of Covid-19 may have encouraged tenants
to break, given the preponderance of rolling break options. Fitch
has assumed zero rent from retail assets for the first quarter.
Also, where vacancy has been persistent or increased over the last
two years, in some cases Fitch has haircut the estimated rental
value (ERV) to account for the risk of obsolescence.

Fitch's property scoring (weighted average 3.4) also reflects the
overall secondary quality. As the last valuation report received by
Fitch dates back to May 2019, Fitch has cross-checked the ERV
against market sources.

Pro-Rata Principal Pay: Property release amounts repay the
noteholders pro rata, exposing creditors to adverse selection and
rising concentration. This is mitigated by a release premium
(originally 10%, 15% since 20% of the loan was repaid), even if
this is also distributed pro rata. The deleveraging effect has a
bigger impact on more junior notes, but these are also more exposed
to rising vacancy, which appears to have arisen in part as a result
of disposals.

Mezzanine Purchase Option: The mezzanine lender holds an option to
purchase the senior loan, exercisable within 15 business days of it
being notified of a purchase event, which survives until the
commencement of senior enforcement action. If this was barely
covered by estimated collateral value, it could deter bidding, and
may expose the issuer to enforcement costs not recovered from the
purchase price. Fitch considers this a risk for the most junior
noteholder.

Limited Liquidity Protection: The class RFN, A1, A2 and B notes
benefit from liquidity protection provided by a reserve fund of
EUR9.5 million. The reserve will amortise in line with the balance
of these four senior notes. No liquidity will be provided for the
junior notes, even if they become senior (interest will remain
deferrable for the class B to E notes). Due to the risk of interest
deferral, the class C notes and below are capped at the 'Asf'
category.

RATING SENSITIVITIES

RATING SENSITIVITIES (excluding the RFN)

Current ratings: 'AAAsf' / 'AA+sf' / 'AAsf' / 'Asf' / 'BBBsf' /
'BB-sf'

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

'AAAsf' / 'AAAsf' / 'AA+sf' / 'A+sf' / 'Asf' / 'BBB-sf'

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

'AA+sf' / 'AA+sf' / 'AA-sf' / 'A-sf' / 'BBBsf' / 'BB-sf'

Coronavirus Downside Scenario Sensitivity

Fitch has added a coronavirus sensitivity analysis that
contemplates a more severe and prolonged economic stress caused by
a re-emergence of infections in the major economies, before a slow
recovery begins in 2H2021. Under this severe scenario, Fitch
reduces the estimated rental value by 10%, with the following
change in model output:

'AA+sf' / 'AAsf' / 'AA-sf' / 'BBB+sf' / 'BB+sf' / 'B-sf'

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

-- Improvement in portfolio performance confirmed by a third
    party valuation.

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

-- Further increase in vacancy and rent decline within the
    portfolio.

KEY PROPERTY ASSUMPTIONS (all by market value)

Assumed ERV: EUR61 million

'BBsf' WA cap rate: 7.1%

'BBsf' WA structural vacancy: 25.7%

'BBsf' WA rental value decline: 5.0%

'BBBsf' WA cap rate: 7.5%

'BBBsf' WA structural vacancy: 28.5%

'BBBsf' WA rental value decline: 7.4%

'Asf' WA cap rate: 8.1%

'Asf' WA structural vacancy: 31.3%

'Asf' WA rental value decline: 12.2%

'AAsf' WA cap rate: 8.6%

'AAsf' WA structural vacancy: 34.1%

'AAsf' WA rental value decline: 17.3%

'AAAsf' WA cap rate: 9.2%

'AAAsf' WA structural vacancy: 41.7%

'AAAsf' WA rental value decline: 22.4%

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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

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

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

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

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

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.

ESG CONSIDERATIONS

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



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F R A N C E
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GROUPE ECORE: S&P Places CCC+ Long-Term ICR on Watch Positive
-------------------------------------------------------------
S&P Global Ratings placing all its ratings on Groupe Ecore Holding
S.A.S, including its 'CCC+' long-term issuer credit rating, on
CreditWatch with positive implications.

On Jan. 4, 2021, Ecore announced it was in exclusive talks for a
takeover by its direct competitor, Derichebourg Group.

The CreditWatch placement follows the company's announcement on
Jan. 4, 2021, that its shareholders entered into exclusive talks
with Derichebourg over the sale of its entire capital stock. S&P
believes the merger aims to create a more competitive entity in the
fragmented French waste recycling industry, benefiting from
enhanced market shares and synergies.

Unlike Ecore, which operates in the narrow space of ferrous and
nonferrous recycling with EBITDA of about EUR60 million, its direct
competitor Derichebourg covers the entire waste recycling chain,
and operates internationally with businesses and local and
municipal authorities, although it has a focus in France, with
EBITDA of close to EUR200 million.

S&P said, "We understand that the transaction is subject to the
information and consultation of the employee representative bodies
and approval by the competent merger controls authorities, which
could take a few quarters. We also note that Derichebourg has
already secured the needed finance to fund the transaction.

"According to our calculations -- which use Derichebourg's market
capital (about EUR1 billion) as well as both companies' capital
structure and profitability as a reference -- the combined entity
could reported net debt to EBITDA of 3.5x-4.0x, which is
considerably lower than Ecore's current reported net debt to EBITDA
exceeding 5.0x.

"We continue to view Ecore's capital structure as unsustainable,
with total reported gross debt of EUR250 million (mostly due in
2023) and limited free cash flows. In our view, a failure to
complete the transaction or a lack of strong recovery of French
industrial activity may lead to increasing pressure on our rating
on Ecore, which could lead to a distressed exchange offer as we
approach 2022."

CreditWatch

The CreditWatch placement reflects that S&P could raise its ratings
on the combined entity by several notches at the close of the
transaction, all else being equal, based on by improved business
and financial risk profiles.


MOBILUX 2 SAS: Fitch Affirms 'B' LT IDR, Alters Outlook to Stable
-----------------------------------------------------------------
Fitch Ratings has revised Mobilux 2 SAS's (BUT) Outlook to Stable
from Negative, while affirming the French retailer's Long-Term
Issuer Default Rating (IDR) at 'B'.

The Outlook change reflects the resilience of BUT's furniture and
household retail business amid the pandemic, and Fitch's
expectations that funds from operations (FFO)-adjusted net leverage
will remain below 6.0x over the next four years, in line with the
'B' IDR.

BUT posted better-than-expected trading after the first lockdown,
due to firm growth of the underlying markets and fairly wide
product availability. Fitch expects trading to remain strong over
the next few months before normalising to lower levels at financial
year ending June 2022 (FY22) as customers will have already
recently updated their home furnishings, while macroeconomics
conditions will remain uncertain.

The 'B' IDR continues to reflect BUT's satisfactory business
profile, with an extensive network in France and an affordable
product offering that would increase its appeal in weaker
macroeconomics conditions. The IDR also reflects strong liquidity,
despite an unexpected EUR70 million of its shareholder loan
repayment in October 2020. Fitch’s forecasts do not factor in
further shareholder distributions, which Fitch would consider an
event risk. The 'B' IDR encapsulates a prudent financial strategy.

KEY RATING DRIVERS

Strong Current Trading Amid Pandemic: BUT has demonstrated
resilience since reopening its stores in May 2020 - after a
two-month shutdown - and gained market share with its wide product
availability. BUT has taken advantage of strong demand to reduce
promotions, while tight cost monitoring also enhanced
profitability. Fitch expects the lockdown in France in November
2020 to have a small impact on FY21, due to continued online sales
while delivery of orders placed before November also generated
revenue. Overall, Fitch estimates a record FY21 with sales above
EUR1.85 billion.

Normalisation Expected from FY22: BUT remains exposed to
discretionary spending, and Fitch expects slow GDP recovery and
rising unemployment to put pressure on BUT's revenue after the high
growth experienced over FY21, translating into around a 4% revenue
decline in FY22. Nonetheless, Fitch expects EBITDA margin to remain
above 5.5% during FY22-FY24, taking advantage of easing competition
from Conforama and continuing tight cost monitoring.

Financial Policy Key to Rating: In October 2020, BUT used part of
its large cash balance (above EUR500 million cash on balance sheet
as of September 2020) to repay EUR70 million of its EUR142 million
shareholder loan. Although this did not impair BUT's financial
flexibility, Fitch views the distribution as a sign that financial
policy could become more aggressive in the next few years. This is
further supported by BUT's continuing headroom for further
distribution under the company's debt documentation. Fitch’s
rating case does not include further large shareholder
distributions, which would be seen as an event risk. Its large
liquidity buffer has proved useful during lockdowns, but further
upstreaming of cash would be negative to ratings.

Leverage Remains High: Fitch forecasts FFO adjusted gross leverage
to decline to 6.3x in FY21, before stabilising at around 6.5x by
FY23. Whilst this is an improvement relative to Fitch’s prior
expectations, Fitch views this leverage as high for the rating,
leaving low rating headroom at the 'B' level. However, Fitch
expects FFO adjusted net leverage to remain comfortably under 6.0x
between FY 2021-24 based on the current capital structure,
supporting the current rating. Material deterioration in liquidity,
through shareholder distributions, for example, could erode current
rating headroom.

Conforama Acquisition Neutral to IDR: The intention of BUT
co-owner's furniture retailer XXXLutz and private equity fund CD&R
to jointly acquire French furniture retailer Conforama will reduce
competitive pressure on BUT and should create synergies, in
particular on purchasing. The deal remains subject to anti-trust
approval, and Fitch’s forecasts do not include any store
disposals from BUT's network. Conforama will also sit outside BUT's
restricted group, which is key to Fitch’s assessment of BUT's
credit profile. Fitch believes that BUT's strategy will not be
materially affected by the acquisition.

Neutral to Positive FCF from FY22: Fitch expects that BUT will
generate negative free cash flow (FCF) of EUR47 million in FY21 due
to inventories and customer advances returning to historical
levels. Afterwards, Fitch forecasts that BUT will generate 0.5%-1%
FCF margins, which would be consistent with the 'B' IDR.

Adequate Business Profile: BUT has a satisfactory business profile
for the IDR. The company has improved its product offering over the
last two years, and affordable prices will remain appealing during
the economic downturn. BUT benefits from a strong brand awareness,
supported by its extensive store network that covers a large
portion of the French territory. Large stores and moderate footfall
are a strength as long as social-distancing and sanitary measures
continue. Fitch views the increase of BUT share of online sales to
8% in 1QFY21 as neutral to the rating, as it still remains below
market average of 12% and materially lower than IKEA's online share
at 15%. Furthermore, the rise of pure online players post pandemic
could add pressure to BUT's revenue growth over the medium term.

DERIVATION SUMMARY

BUT 's closest peer is Maxeda DIY Holding (B/Stable), the Dutch DIY
retailer. Both companies have a satisfactory business profile for
the 'B' category, with market-leading positions in concentrated
geographies. Fitch expects BUT to generate lower margins than
Maxeda, which has almost completed its turnaround plan. BUT has
higher financial flexibility due to its large liquidity buffer. BUT
has higher FFO adjusted gross leverage, which is mitigated by lower
FFO adjusted net leverage.

BUT is rated one notch above The Very Group (B-/Stable), the
UK-based pure online retailer. The Very Group is similar in size
and in margins to BUT. However, BUT's higher financial flexibility
and lower FFO adjusted net leverage by around 1.0x justify the
one-notch rating difference.

BUT shows weaker profitability and higher leverage metrics than
that of other larger peers such as Kingfisher plc (BBB-/Stable),
the European DIY retailer.

BUT's FFO adjusted gross leverage, which is more commensurate with
a lower rating, is offset by Fitch’s view of a sustainable
business model, comfortable liquidity and evidence of resilience
amid the pandemic.

KEY ASSUMPTIONS

-- Revenue increasing by 15% in FY21, then falling in FY22 to
    EUR1.79 billion, followed by low single-digit growth. Fitch
    Does not assume a new lockdown in France

-- Fitch-adjusted EBITDA margin of 6.7% in FY21, returning
    towards 5.5%-6%

-- EUR10 million rent not paid during lockdown in FY20 to be paid
    in FY21 (included in others items before FFO)

-- Capex at 2.1%-2.2% of revenue until FY24

-- EUR70 million repayment of shareholder loan in FY21. No
    further repayment of the shareholder loan or distribution to
    shareholders over the next four years

-- Shareholder loan held by sponsors is treated as equity as the
    legal maturity of the instrument is longer than the rated
    debt, with interest PIKed over its life and given absence of
    event of default in its documentation

-- Large working capital outflow of around EUR70 million in FY21,
    including EUR45 million reduction in customer deposits

-- EUR80 million restricted cash in FY20, and EUR35 million
    (related to reduction in customer deposits) in FY21 and beyond

KEY RECOVERY RATING ASSUMPTIONS

We assume that BUT would be considered a going-concern in
bankruptcy and that it would be reorganised rather than liquidated.
Fitch has assumed a 10% administrative claim in the recovery
analysis.

In Fitch’s bespoke going-concern recovery analysis Fitch
considered an estimated post-restructuring EBITDA available to
creditors of around EUR61 million, unchanged from Fitch’s
previous analysis.

We have maintained a distressed enterprise value/EBITDA multiple at
5.0x. This is in line with multiples used for Maxeda and other
retail peers from Fitch's credit opinion portfolio.

Based on the principal waterfall the EUR100 million RCF ranks super
senior to senior secured debt. Therefore, after deducting 10% for
administrative claims, Fitch’s waterfall analysis generates a
ranked recovery for the senior secured bonds in the 'RR4' band,
indicating a 'B' instrument rating. The waterfall analysis output
percentage on current metrics and assumptions remains unchanged at
46%.

RATING SENSITIVITIES

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

-- Further improvement in scale and diversification together with
    better visibility on macroeconomics conditions that would lead
    to FFO margin above 4.8% and FCF margin above 3% on a
    sustained basis

-- FFO fixed charge cover sustained above 1.9x

-- FFO adjusted gross leverage below 5.3x (net: 4.8x) on a
    sustained basis

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

-- Significant deterioration in revenue and profitability
    reflecting, for example, an increasingly competitive operating
    environment and/or a new prolonged period of lockdown and/or
    meaningful delay in recovery of economic conditions

-- FFO fixed charge cover below 1.4x on a sustained basis

-- FFO adjusted gross leverage sustainably above 6.8x (net: 6.3x)

-- FFO margin sustainably below 2.8%

-- Evidence that liquidity is tightening due to operational
    under-performance or additional distribution to shareholders
    leading to high leverage

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: BUT had EUR506 million cash on balance sheet
as of 30 September 2020, reflecting favourable working capital with
low inventories and high customer advances. This high cash balance
is also the legacy of renegotiation of its credit activity contract
with BNPP in FY18 that generated around EUR100 million cash inflow
to BUT.

In October 2020, BUT repaid EUR70 million of its shareholder loan.
Despite its negative impact on financial flexibility, Fitch
believes that liquidity remains solid to sustain potential
short-term disruption, as demonstrated during the second lockdown
in November 2020. Fitch forecasts that BUT will have around EUR180
million readily available cash by June 2021, assuming no further
cash being up-streamed.

BUT has no material debt maturity until 2024 when its EUR380
million bond is due. Its EUR100 million RCF maturing at the end of
2022 was undrawn as of September 2020.

SUMMARY OF FINANCIAL ADJUSTMENTS

EUR9.7 million subtracted from EBITDA and added to other financial
expenses (interest on free credits).

ESG CONSIDERATIONS

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



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G E R M A N Y
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ADLER MODEMAERKTE: Court Okays Preliminary Insolvency Application
-----------------------------------------------------------------
On January 12, 2021, the local court of Aschaffenburg approved the
application of Adler Modemaerkte AG of January 11, 2021, and opened
(preliminary) insolvency proceedings in self-administration
pursuant to Section 270b (1), (2) of the German Insolvency Code,
new version.

Within the scope of the preliminary self-administration, the
business operations of Adler Modemarkte AG shall be continued in
their entirety and the company shall be restructured by means of an
insolvency plan.  The management board of the company will continue
to have the power of administration and disposition.  For its
support, the management board has appointed the lawyer Dr.
Christian Gerloff, who is an established expert in the textile
retail sector with extensive experience in restructuring and
insolvency cases, as general representative.  The court has
appointed the lawyer Tobias Wahl, Anchor Rechtsanwalte, as
preliminary custodian (Sachwalter).

The local court of Aschaffenburg also approved the applications of
the subsidiaries Adler Mode GmbH, Adler Orange GmbH & Co. KG and
Adler Orange Verwaltung GmbH for the opening of (preliminary)
insolvency proceedings in self-administration pursuant to Section
270b (1), (2) of the German Insovlency Code, new version and
appointed also Tobias Wahl, Anchor Rechtsanwaelte, as preliminary
custodian (Sachwalter).

                   About Adler Modemaerkte AG

Headquartered in Haibach near Aschaffenburg, Germany, Adler
Modemaerkte AG -- http://www.adlermode.com-- is one of Germany's
largest and most important textile retailers.  In 2019, the Group
generated revenue of EUR495.4 million and EBITDA of EUR70.3
million. As at September 30, 2020, ADLER employed a workforce of
around 3,350 and currently operates 171 stores, 142 of which are
located in Germany, 24 in Austria, three in Luxembourg, two in
Switzerland, plus an online shop.  The Company focuses on
large-space concepts offering in excess of 1,400 m2 of retail
space. With its many own brands and select external brands, ADLER
offers a highly diverse product range.  Thanks to more than 70
years of tradition and strong customer loyalty, ADLER considers
itself to be the market leader within its target group of affluent
customers aged 55 and over.


ZEPHYR GERMAN: Moody's Assigns First Time B1 Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service has assigned a B1 corporate family rating
and B1-PD probability of default rating to Zephyr German Holdco
GmbH ("Flender"), a German manufacturer of gearboxes, drives,
couplings and turbos for industrial use. At the same time, Moody's
has assigned B1 instrument ratings to the proposed EUR1,045 million
7-year senior secured term loan B and EUR150 million 6.5-year
senior secured revolving credit facility, to be issued from Zephyr
German BidCo GmbH. The outlook on the ratings is stable.

Proceeds from the proposed term loan will be used to finance the
acquisition by funds advised by private-equity firm Carlyle and
relevant transaction fees and expenses. The seller is Siemens
Aktiengesellschaft (A1 Negative). The transaction is supported by
around 50% of common equity.

RATINGS RATIONALE

The B1 rating of Flender is supported by its: leading market
position within the highly consolidated market for wind gearboxes,
where it holds the number one position outside of China and
stabilising effect of an important aftermarket business; mission
critical nature of gearboxes in wind turbines, however, only making
up a moderate portion of its bill of materials; its industrial
division, with a very diversified end market exposure as well as a
decent share of service revenue; diversified manufacturing
footprint for its size, with facilities in the US, Europe and Asia
and sizeable equity contribution by Carlyle, funding the
acquisition with almost 50% equity and the commitment to preserve
leverage metrics in line with the requirements for the B1 rating
category.

The rating is, however constrained by Flender's: short financial
track record in general and as a stand-alone company in particular,
given the company is being carved out from Siemens; high dependency
on the overall health of the wind turbine industry; relatively low
profitability for parts of the business; risk of continued price
pressure on turbine manufacturers, which could spill over on
suppliers like Flender and initially low free cash flow / debt,
with an expected Moody's-adjusted ratio of 3% - 4% for FY21.

LIQUIDITY

Moody's considers Flenders liquidity as adequate, supported by
expected positive free cash flow generation and the absence of
short-term debt maturities after the transaction. Moody's
understands liquidity sources will include EUR50m in cash as well
as access to the proposed EUR150 million senior secured RCF,
expected to be undrawn at closing.

The RCF is subject to a springing first lien net leverage ratio
covenant, tested when the facility is drawn by more than 40%, net
of cash balances. The covenant is set with substantial headroom and
Moody's expects Flender to ensure consistent compliance with this
covenant at all times.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Moody's takes into account the impact of environmental, social and
governance factors when assessing companies' credit quality. The
coronavirus pandemic, which Moody's regards as a social risk under
its ESG framework, given the substantial implications for public
health and safety, has been a moderate risk for Flender so far,
which continued to operate at all times during the crisis and did
not see significant order cancellations.

Moody's governance assessment for Flender mainly factors in its
private equity ownership, which implies an aggressive financial
policy given a tolerance of high leverage.

Environmental issues are a benefiting factor to Flender's credit
profile, as its products enable the transition to a fossil-free
environment. Given the decarbonisation focus of governments around
the world, Moody's believes the company's business profile will
continue to benefit from this transition for a foreseeable future.

STRUCTURAL CONSIDERATIONS

At transaction completion, the group's €1,045 million term loan B
and EUR150 million senior secured RCF will be guaranteed by
subsidiaries accounting for approximately 80% of total consolidated
EBITDA and will be secured mainly by share pledges and certain
intercompany receivables. All debt is to be treated pari passu.
Applying the 50% standard recovery rate for capital structures,
both the TLB and the RCF are rated B1 in line with the CFR.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook rests on the company's ability to show a stable
EBITA margin despite some overall price pressure in the wind
turbine industry and the anticipated slowdown in global onshore
installations. Moody's notes, however, that Carlyle together with
the company has identified numerous value creation levers, which
would lead to stronger credit metrics than currently expected by
Moody's. For the next 12-18 months, Moody's projects
Moody's-adjusted debt / EBITDA to hover around 4.5x and free cash
flow / debt of around 4% - 8%. The stable outlook assumes that no
dividends will be paid in Moody's forward view.

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

Positive rating pressure requires a sustained track record of
Flender as a standalone entity, reflected in sustaining a debt /
EBITDA ratio below 4.0x as; sustaining the EBITA margin above 8%,
improving its free cash flow generation such as FCF / debt
increases toward high single digit figures and a further improved
liquidity profile.

Negative ratings pressure could arise if; the company failed to
sustain debt / EBITDA below 5.0x; the EBITA margin deteriorates
toward 5%; a failure to improve the free cash flow / debt ratio and
if the company's liquidity starts to weaken.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in Bocholt, Germany, Flender is a manufacturer of
mechanical drive technology with a product and service portfolio of
gearboxes, couplings and generators for a broad range of
industries, with a large focus on the wind turbine market. Founded
in 1899 and part of Siemens since 2005, the company is being carved
out and will be owned by funds affiliated with the Carlyle Group.
For its fiscal year of 2020, ending September 30, the company
reported revenue of EUR2.2 billion and EBITA of EUR169 million.

ZEPHYR GERMAN: S&P Assigns Preliminary 'B+' LT ICR, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B+' long-term issuer
credit and issue ratings to Germany-based manufacturer Zephyr
German Topco GmbH (Flender) and the EUR1,045 million term loan B
issued by its subsidiary Zephyr Germany BidCo GmbH. The recovery
rating on the term loan is '3' which reflects its expectations of
meaningful recovery (rounded estimate: 60%).

S&P said, "The stable outlook reflects our expectation that Flender
will gradually increase revenue and profitability, with adjusted
EBITDA margins of 11% or more in fiscals 2021-2022; maintain an
adjusted debt to EBITDA ratio of about 7.5-8.0x (4.0-4.5x excluding
preferred equity certificates [CPECs] that we view as debt-like)
and funds from operations (FFO) cash interest cover comfortably
above 4x."

Carlyle's acquisition of Flender is debt- and equity-financed and
will result in high leverage.  As part of the acquisition
financing, Zephyr German BidCo GmbH will issue a new EUR1,045
million term loan B; a new EUR150 million revolving credit facility
(RCF; pari passu to the term loan B); and a new EUR125 million pari
passu guarantee facility. The proceeds, which are supported by
about 50% of equity funding by the new owner Carlyle, will be used
to purchase 100% of Flender (EUR1,876 million) from Siemens AG and
for the related fees. S&P said, "We estimate that as of closing (or
"day 1" following the transaction), Flender will have about EUR50
million of cash on its balance sheet. The EUR150 million RCF will
be undrawn at closing. We forecast S&P Global Ratings-adjusted debt
to EBITDA for fiscals 2021-2022 will be about 7.5x-8.0x and
4.0x-4.5x excluding CPECs that we view as debt-like. We forecast
FFO to debt of about 10%-11% (17%-19% excluding CPECs) over the
same horizon."

Relatively strong free operating cash flow prospects and good cash
interest cover support the rating.  S&P said, "We forecast that
over fiscals 2021 and 2022, Flender will exhibit adjusted margins
of more than 11%, up from 10.5% in fiscal 2020 (year ended Sept.
30, 2020) and positive free operating cash flow (FOCF) of about
EUR95 million-EUR115 million in fiscal 2021, and EUR150
million-EUR170 million in fiscal 2022, supported by relatively low
capital expenditure (3%-4% of sales) and good working capital
management. In addition, we expect the group will report FFO cash
interest cover ratios in excess of 5x in fiscals 2021-2022 and
adequate liquidity, thanks to the absence of any debt maturities in
the next six years."

The wind business generates almost two-thirds of group revenue,
supported by a strong order book.   The wind business mainly
provides wind gears (planetary, helical, and hybrid drives to
increase the rotational speed of a wind turbine) and wind
generators (geared and direct drive generators that convert
mechanical energy into electrical energy). With 62% of total
revenue generated by the wind business, the group is highly
dependent on the wind turbines industry. S&P said, "However, we see
a positive growth trend, with the development of the offshore wind
turbine business. Its gearbox offering (mid-speed gears for large
power ratings) enable Flender to be well positioned to take
advantage of growth in repowering with a trend toward higher
turbine power ratings. Furthermore, the group is the leading player
globally, excluding China due to strong relationships with Vestas,
GE, and Nordex. We view barriers to entry as relatively high
because of strong process and manufacturing know-how with
increasing integration into OEM supply chains. Design, manufacture,
and installation of final products can take several years.
Therefore, given the high switching cost, changing suppliers can be
expensive and unappealing for many customers. Flender generates
approximately 20% of total revenue from aftermarket and services
activities, leading to recurring earnings at higher margins than
the rest of the business. Despite COVID-19-related setbacks,
Flender generated EUR2,185 million of sales revenue in fiscal 2020,
up by about 8% year on year. We view positively that the group did
not register significant delivery delays."

Profitability could be affected by high customer and geographic
concentration, coupled with exposure to some cyclical industrial
end markets.   The carve-out from Siemens results in some one-off
costs and restructuring costs which will weigh on the group's
profitability for the next five years. S&P said, "Costs should
total about EUR70 million for the whole period, but we expect them
to reduce from 2023. Flender generates most revenue by customer
buying entity in Europe (45%), specifically in Germany (21%), while
China accounts for 32% and the U.S. 12%. Therefore, the majority of
total group revenue is generated in only two regions. We also note
some customer concentration versus rated peers, with the top 10
customers accounting for almost 60% of group revenue in fiscal
2020, somewhat mitigated by well-established customer
relationships. Via its other industrial business, Flender operates
in oil and gas, power, cement, minerals and mining, and engineering
sectors. We think demand in some of these markets could be subdued
or choppy going forward, especially because of measures taken by
governments in response to the pandemic and the recent volatility
in oil and gas markets. However, we recognize the low correlation
between the wind turbine industry and these end-markets, mitigating
the risks during periods of headwinds."

S&P said, "We assess Flender as a financial sponsor-related owned
entity, given its acquisition by Carlyle.  Flender's new capital
structure includes CPECs that sit further up the group structure
outside the restricted group. We consider these instruments as
debt-like. This is because there are no transfer restrictions (to
third parties of the CPECS). When calculating adjusted debt, we
consider Flender's new debt facilities and then adjust for about
EUR18 million of operating leases, about EUR20 million of
pension-related obligations, and the EUR820 million of CPECs. We
apply a 100% cash haircut, and we consider that Flender may follow
a shareholder-friendly dividend policy.

"We view Flender's management and governance as fair.   The group
has clear strategic planning processes and good depth and breadth
of management. However, Flender is now under new ownership by a
private-equity sponsor. Management will need to steer the business
through a period of transformation under the new ownership and
navigate uncertainty caused by the pandemic, establishing a new
track record in the process.

"We view the company's risk profile at the stronger end of our
assessment.   We applied a positive (one notch) comparable rating
analysis to our 'b' anchor score on Flender to derive our
preliminary 'B+' issuer credit rating. The adjustment mainly
reflects our view of the company's business risk profile at the
stronger end of our assessment, mainly related to Flender's scale
of operations that we view as closer to that of the company's
higher-rated peers." The adjustment also considers the cost
flexibility (about 25% of fixed costs) demonstrated during the
pandemic, being able to maintain its margin and to generate
positive FOCF, which facilitates cash generation and mitigates
pressure on leverage.

S&P Global Ratings believes there remains a high degree of
uncertainty about the evolution of the coronavirus pandemic.   As
vaccine rollouts in several countries continue, S&P Global Ratings
believes there remains a high degree of uncertainty about the
evolution of the coronavirus pandemic and its economic effects.
Widespread immunization, which certain countries might achieve by
midyear, will help pave the way for a return to more normal levels
of social and economic activity. S&P said, "We use this assumption
about vaccine timing in assessing the economic and credit
implications associated with the pandemic. As the situation
evolves, we will update our assumptions and estimates
accordingly."

S&P said, "The stable outlook reflects our expectation that Flender
will gradually increase revenue and profitability, with adjusted
EBITDA margins of 11% or more in fiscals 2021-2022, maintain an
adjusted debt-to-EBITDA ratio of about 8x (about 4.5x excluding
CPECs that we view as debt-like), as well as FFO cash interest
coverage comfortably above 4x.

"We could lower the rating if FFO cash interest coverage trended
toward 3x because of operational setbacks, higher carve-out costs,
adjusted debt to EBITDA exceeding 8.5x (5x excluding CPECs) without
prospects of short-term recovery, or raising incremental debt to
distribute dividends. We could also take a negative rating action
if adjusted FOCF were to weaken to less than EUR50 million.

"We consider a positive rating action as unlikely over our 12-month
outlook horizon, but we could raise the rating if Flender were to
improve adjusted debt to EBITDA sustainably below 5x (including
CPECs), coupled with FOCF generation above EUR100 million, positive
industry trends, and robust operating performance."




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I R E L A N D
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[*] IRELAND: Corp. Insolvencies Barely Rise Due to Gov't. Measures
------------------------------------------------------------------
Charlie Taylor at The Irish Times reports that business failures
barely rose last year despite the economic challenges posed by the
Covid crisis, new figures show.

According to The Irish Times, measures deployed by government
during the pandemic had helped to sustain companies during the
year, said accountants Deloitte, which compiled the figures.

The number of corporate insolvencies rose by just 1% to 575, The
Irish Times discloses.  This compares to 568 insolvencies in 2019,
The Irish Times notes.

"In addition to government supports, many struggling companies
continue to receive support from their banks, landlords and trade
creditors, as the uncertainty caused by the pandemic has resulted
in high levels of creditor forbearance," The Irish Times quotes
David Van Dessel, a partner at the Big Four accountancy firm, as
saying.

The services sector recorded the highest number of corporate
insolvencies in 2020 at 225, The Irish Times notes.  This amounted
to 39% of all insolvencies, The Irish Times states.

Within this category, financial services experienced 85
insolvencies with 11 of these related to a single group, according
to The Irish Times.

Also within the sector were 40 insolvencies recorded in health,
fitness and beauty, up from 26 a year earlier, The Irish Times
says.

Outside the services sector, retail saw the second-highest number
of insolvencies recorded at 103, representing an 18% increase when
compared to 2019, according to The Irish Times.

Hospitality remained relatively constant on the previous year, with
88 insolvencies, or 15% of all insolvencies, The Irish Times
discloses.  The construction sector saw 65 insolvencies in 2020, a
decrease of 31% when compared to 2019, The Irish Times notes.




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

MONTE DEI PASCHI: Merger Partners to Get Access to Books
--------------------------------------------------------
Giuseppe Fonte and Valentina Za at Reuters report that Monte dei
Paschi di Siena said it would grant access to confidential data to
potential merger partners selected by its advisers, as Italy
presses ahead with plans to cut its stake in the state-owned bank.

Confirming comments to Reuters from sources earlier on Jan. 11,
Monte dei Paschi (MPS) said its board had hired Credit Suisse to
help Mediobanca in the task of studying strategic options and
sounding out market interest for the Tuscan bank.

Despite the turmoil in the ruling coalition which risks
precipitating a government crisis, the Italian Treasury is moving
forward with plans to cut its 64% stake in MPS and meet pledges
made to the European Union as part of the 2017 bailout, Reuters
discloses.

Rome has identified UniCredit as the ideal merger partner for MPS,
sources have said previously, but Italy's second-biggest bank wants
strict terms to be met before considering an acquisition and is yet
to sign a confidentiality agreement, Reuters notes.

According to Reuters, one of the sources said the Treasury wants to
see if Banco BPM, Italy's third-largest bank which Rome last year
had looked at as a possible partner for MPS, could be interested in
entering the data room.

UniCredit, which is in the process of picking a new chief executive
after Jean Pierre Mustier decided to step down by April, would only
consider a deal that did not affect its capital reserves, Reuters
recounts.

The sources have said it also wants to be sure that the package of
incentives Rome is readying to ease a sale will be approved in
Brussels and Frankfurt, Reuters relays.

UniCredit's board was expected to examine a list of CEO candidates
at a meeting on Jan. 13 before taking a final decision in early
February, according to Reuters.

According to Reuters, sources have said in the latest push to get
the Milan-based bank to consider the deal, Rome is studying a plan
to shift at least EUR14 billion in impaired loans from UniCredit to
state-backed loan manager AMCO.

But a potential takeover has resistance from inside the bank as
well as among some of UniCredit's leading domestic investors,
Reuters notes.

To remove the key hurdle to a potential deal, Italy is working on a
complex scheme entailing both guarantees and a possible spin-off
involving state-owned firm Fintecna to address around EUR10 billion
in claims, both judicial and out of court, faced by MPS, according
to Reuters.




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

CREDIT BANK: S&P Rates New Euro-Denominated Sr. Unsec. LPNs 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' long-term issue rating to the
proposed euro-denominated senior unsecured loan participation notes
(LPNs) to be issued by Russia-based Credit Bank of Moscow (MKB) via
its financial vehicle, CBOM Finance PLC. The rating is subject to
its analysis of the notes' final documentation.

S&P rates the proposed LPNs 'BB-', at the same level as its
long-term issuer credit rating on MKB, because they meet certain
conditions regarding issuance by special-purpose vehicles (SPVs)
set out in its group rating methodology.

Specifically, S&P rates LPNs issued by an SPV at the same level as
we would rate equivalent-ranking debt of the underlying borrower
(the sponsor) and treat the contractual obligations of the SPV as
financial obligations of the sponsor if the following conditions
are met:

-- All of the SPV's debt obligations are backed by
equivalent-ranking obligations with equivalent payment terms issued
by the sponsor;

-- The SPV is a strategic financing entity for the sponsor set up
solely to raise debt on behalf of the sponsor's group; and

-- S&P believes the sponsor is willing and able to support the SPV
to ensure full and timely payment of interest and principal on the
debt issued by the SPV when it is due, including payment of any of
the SPV's expenses.

The purpose of the proposed LPNs is to finance a loan to MKB. The
maturity of the issue will be above one year. The final terms of
the issue will be defined at the time of placement.

Following S&P's review, it concludes that MKB's proposed
euro-denominated LPNs meet all the conditions set out by its
criteria.




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

UNICAJA BANCO: Moody's Affirms ba2 BCA Amid Liberbank Merger
------------------------------------------------------------
Moody's Investors Service affirmed the ba2 Baseline Credit
Assessment and all ratings and other assessments of Unicaja Banco.
The rating agency maintains a stable outlook on the bank's Baa3
long-term bank deposit ratings.

At the same time, Moody's placed on review for upgrade the
following ratings and assessments of Liberbank: the bank's Ba2/Not
Prime bank deposit ratings, the bank's Baa3(cr)/Prime-3(cr)
Counterparty Risk Assessment, and its Ba1/Not-Prime Counterparty
Risk Rating. As part of the rating action, the rating agency has
also affirmed Liberbank's BCA and Adjusted BCA of ba2.

The rating actions reflect the announcement made on December 29,
2020, that the board of directors of both banks had approved the
merger by absorption of Liberbank by Unicaja. The transaction, that
still needs to be approved by the shareholders' meetings of both
banks, is expected to be closed early in Q3 2021 pending to receive
all relevant regulatory authorizations.

The affirmation of Unicaja's ratings captures Moody's view that the
bank's standalone credit profile is resilient to the integration of
Liberbank, despite the expected one-off negative impact on capital
and the rating agency's assessment of the challenges to the
combined group's financial indicators from the pandemic-induced
economic downturn principally in terms of asset risk and
profitability. The affirmation also incorporates Moody's
expectation that the degree of protection for the senior creditors
of the combined entity from the stock of bail-in-able liabilities
will not materially change.

The review for upgrade of Liberbank's ratings indicates the
potential for convergence with Unicaja's ratings reflecting the
benefit of the merger to Liberbank's creditors once it will be
finalized.

RATINGS RATIONALE

DETAILS OF THE TRANSACTION

On December 29, 2020, the board of directors of Unicaja and
Liberbank approved a merger by absorption of Liberbank into Unicaja
by means of an exchange ratio of 1 new share of Unicaja for each
2.7705 shares of Liberbank. Once the merger has been executed, the
resulting shareholding structure will be 59.5% of the share capital
for Unicaja and 40.5% for Liberbank. The exchange will be effected
with newly issued shares in Unicaja for a total consideration of a
maximum EUR1.075 billion.

The combined entity will have pro forma assets amounting to EUR109
billion at the end of September 2020, ranking fifth among Spain's
largest financial institutions and holding national market shares
of around 4.2% in terms of customers loans and 4.9% in terms of
deposits.

The transaction, which is expected to close in early Q3 2021, is
subject to the relevant shareholders and regulatory approvals.

RATIONALE FOR THE AFFIRMATION OF UNICAJA's RATINGS

The affirmation of Unicaja's standalone BCA is based on Moody's
view that the combined entity's credit profile, following the
integration of Liberbank remains commensurate with a BCA of ba2.
This is underpinned by the rating agency's consideration of the
medium-term benefits of the transaction namely in terms of
efficiency gains and limited execution risks to the integration
process given the similar business profiles of the two banks and
the limited overlapping of their commercial networks.

The transaction enables a material downsizing of the combined cost
structure with the bank estimating annual cost synergies amounting
to EUR159 million pre-tax (approximately 17% of the combined
entity's cost base) that Moody's expects will provide some
counterbalancing uplift to expected profitability pressures from
the pandemic-induced economic downturn and lower for longer
interest rates. The merger will generate badwill that will fully
absorb the impact of the restructuring costs of around EUR540
million pre-tax.

The combined entity will display a similar asset risk profile to
that of Unicaja, with an estimated proforma non-performing assets
(NPA, non-performing loans + foreclosed real estate assets) ratio
of 8% based on reported figures as of end-September 2020, broadly
in line with the NPA ratio reported by Unicaja as of the same date
of 8.5%. The combined bank will book additional provisions of
around EUR400 million at the closing of the transaction that will
increase the coverage of NPAs to around 67% (from a pro-forma 58.4%
based on reported figures as of end-September 2020) in anticipation
of the expected asset quality deterioration caused by the current
economic downturn.

Given the absence of a capital increase and Liberbank's relative
large size, Unicaja's regulatory capital ratios will decline from
current levels. At end of September 2020, Unicaja's fully loaded
Common Equity Tier 1 (CET1) ratio stood at 14.7% (Liberbank's at
14.1%) and the combined entity is expected to display a fully
loaded CET 1 ratio of 12.4% at the closing of the transaction. The
affirmation of Unicaja's standalone BCA reflects Moody's
expectation that Unicaja will be able to fulfil its announced
target of a fully loaded CET 1 ratio of around 13% by year end 2021
once it will receive authorization to migrate its mortgage and
consumer loan portfolios to internal ratings-based models. In
affirming Unicaja's BCA, the rating agency has also taken into
consideration the maintenance of a significant buffer of around 475
basis points to the Supervisory Review and Evaluation Process
requirement for the combined entity.

When assessing the impact of the deal on Moody's key capital
metric, the Tangible Common Equity ratio, the combined TCE ratio is
expected to stand at around 7% compared to 8.3% for Unicaja
standalone as of end-June 2020 (latest available data). The gap
with the regulatory capital ratio is to a large extent explained by
the combined entity's high volume of deferred tax assets and
government holdings to which Moody's applies a more conservative
treatment than that of regulators when assessing these assets'
capital and risk characteristics.

The affirmation of Unicaja's deposit ratings with a stable outlook
reflects: (1) the affirmation of the bank's BCA and Adjusted BCA of
ba2; (2) the rating agency's Advanced Loss Given Failure analysis
which would lead to two notches of uplift for the long-term deposit
when incorporating the expected funding plan to meet its minimum
requirement for own funds and eligible liabilities ; and (3)
Moody's assessment of a low probability of government support for
the combined entity resulting in no uplift for the deposit ratings.
The stable outlook indicates the rating agency's expectation that
the combined entity's credit profile will not materially change
over the next 12 to 18 months.

RATIONALE FOR THE REVIEW FOR UPGRADE ON LIBERBANK's DEPOSIT
RATINGS

The review for upgrade of Liberbank's deposit ratings reflects
Moody's views that they will converge with those of Unicaja once
the merger is finalized. Moody's expects that Liberbank will be
merged into Unicaja, which will legally assume Liberbank's debt and
liabilities upon closing. The rating agency anticipates to conclude
the rating review once the transaction will receive all relevant
authorizations.

As part of the rating action, Moody's has affirmed Liberbank's BCA
and adjusted BCA at ba2, given that these assessments stand already
at the same level as those of Unicaja.

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

Unicaja's ba2 BCA could be upgraded if there is a significant
improvement in the bank's risk absorption capacity, which Moody's
are not anticipating. Unicaja's deposit ratings could be upgraded
if the bank's BCA is upgraded.

In the context of the announced merger, pressure on the bank's BCA
could develop if the bank fails to deliver on its anticipated
capital target and the expected synergies, reducing the combined
bank's risk absorption capacity.

As the bank's deposit ratings are linked to its standalone BCA, any
changes to the BCA would also likely affect these ratings.
Unicaja's deposit ratings could also be constrained because of
movements in the loss given failure faced by these securities, in
particular, if the bank fails to deliver on its expected funding
plan. In addition, a decline in the volume of junior deposits could
exert pressure on Unicaja's deposit ratings.

LIST OF AFFECTED RATINGS

Issuer: Unicaja Banco

Affirmations:

Adjusted Baseline Credit Assessment, Affirmed ba2

Baseline Credit Assessment, Affirmed ba2

Short-term Counterparty Risk Assessment, Affirmed P-2(cr)

Long-term Counterparty Risk Assessment, Affirmed Baa2(cr)

Short-term Counterparty Risk Rating, Affirmed P-2

Long-term Counterparty Risk Rating, Affirmed Baa2

Short-term Bank Deposit Ratings, Affirmed P-3

Subordinate Regular Bond/Debenture, Affirmed Ba3

Long-term Bank Deposit Ratings, Affirmed Baa3, Outlook Remains
Stable

Outlook Action:

Outlook, Remains Stable

Issuer: Liberbank

On Review for Upgrade:

Short-term Counterparty Risk Assessment, Placed on Review for
Upgrade, currently P-3(cr)

Long-term Counterparty Risk Assessment, Placed on Review for
Upgrade, currently Baa3(cr)

Short-term Counterparty Risk Rating, Placed on Review for Upgrade,
currently NP

Long-term Counterparty Risk Rating, Placed on Review for Upgrade,
currently Ba1

Short-term Bank Deposit Ratings, Placed on Review for Upgrade,
currently NP

Long-term Bank Deposit Ratings, Placed on Review for Upgrade,
currently Ba2, Outlook Changed To Ratings Under Review From
Negative

Affirmations:

Adjusted Baseline Credit Assessment, Affirmed ba2

Baseline Credit Assessment, Affirmed ba2

Outlook Action:

Outlook, Changed To Ratings Under Review From Negative

PRINCIPAL METHODOLOGY

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



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

ISTANBUL TAKAS: Fitch Affirms 'BB-' LT IDR, Outlook Negative
------------------------------------------------------------
Fitch Ratings has affirmed Istanbul Takas ve Saklama Bankasi A.S.'s
(Takasbank) Long-Term Foreign-Currency (LTFC) Issuer Default Rating
(IDR) at 'BB-' with a Negative Outlook. At the same time, Fitch has
affirmed Takasbank's Viability Rating (VR) at 'b+'.

KEY RATING DRIVERS

IDRs, SUPPORT RATING (SR), SUPPORT RATING FLOOR (SRF) AND NATIONAL
RATING

Takasbank's IDRs are based on Fitch's expectation of a moderate
probability of support from the Turkish sovereign in case of need,
which is reflected in Takasbank's SR of '3' and SRF of 'BB-'. The
SRF, which underpins the bank's LTFC IDR, is aligned with the
sovereign's LTFC IDR. The bank's Long-Term Local-Currency (LTLC)
IDR of 'BB-' is also aligned with that of the sovereign, reflecting
Fitch’s support expectations and Turkey's ability to provide
support in local currency.

Takasbank's SRF is higher than for most commercial systemically
important domestic banks. This is because in Fitch’s opinion,
Takasbank has exceptionally high systemic importance for the
Turkish financial sector. Contagion risk from Takasbank's default
would be considerable given the bank's inter-connectedness with the
wider Turkish financial sector as Turkey's only central
counterparty clearing house (CCP).

The state's ability to provide extraordinary foreign-currency
support to the banking sector, if required, may be constrained by
limited central bank reserves (net of placements from banks) and
the banking sector's sizable external debt. However, in Fitch’s
view, Takasbank's foreign-currency needs, even in quite extreme
scenarios, should be manageable for the sovereign given the bank's
moderate foreign-currency exposure and acceptable liquidity.

The affirmation of Takasbank's National Rating reflects Fitch's
view of a very high propensity of the authorities to support the
bank in local currency, resulting in the highest rating on Fitch's
national scale, and the bank's unchanged creditworthiness relative
to other domestic issuers.

VR

Takasbank's VR is in line with those of large commercial Turkish
banks and is underpinned by a dominant franchise as the country's
only CCP. Other positive drivers include limited direct credit risk
in CCP activities (due to the availability of adequate
default-management resources), robust profitability, as well as
acceptable capitalisation, funding and liquidity. However, the VR
also reflects considerable revenue concentration and mild credit
risk appetite in its non-CCP activities, notably its extensive
credit exposure to Turkish financial institutions.

Takasbank has a long record of managing credit, operational and
counterparty risks with minimal losses. It has managed well
increased operational challenges and counterparty risks following
the outbreak of the coronavirus pandemic and high market volatility
in 2020.

At end-3Q20, Takasbank's Tier 1 ratio stood at around 22% (23% at
end-2019), supported by strong retained profits. Profitability
remained sound, reflected in a return on average equity of 21% in
9M20 (2019: 31%), primarily driven by treasury interest income and
CCP commissions. Fitch expects profitability to remain healthy in
2021, underpinned by commissions and wide net interest margins
aided by high key interest rate in Turkey.

Takasbank is majority-owned by Borsa Istanbul, Turkey's main stock
exchange. Borsa Istanbul in turn is majority-owned by the Turkey
Wealth Fund (BB-/Negative). Takasbank operates under a limited
banking licence, and is regulated by three Turkish regulatory
bodies: Central Bank of Turkey, Banking Regulation and Supervision
Agency and the Capital Markets Board.

ESG Influence

Takasbank has an ESG relevance score of '4' for governance
structure, reflecting potential government influence over its
strategy and risk appetite. This is underlined by its high and
concentrated credit exposures in non-CCP activities.

RATING SENSITIVITIES

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

-- Positive action on Turkey's sovereign rating would likely be
    mirrored on Takasbank's IDRs.

-- Improvement in the credit profile of Takasbank's main
    commercial bank counterparties could lead to an upgrade of
    Takasbank's VR.

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

-- Negative action on Turkey's sovereign rating would be mirrored
    on Takasbank's IDRs.

-- Deterioration in the credit profile of Takasbank's main
    commercial bank counterparties would put pressure on
    Takasbank's VR.

-- A material operational loss or a sharply increased risk
    appetite, for example, in the bank's treasury activities, due
    particularly to lower credit-quality counterparties, would
    also put pressure on Takasbank's VR.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Takasbank's ratings are linked to Turkey's sovereign ratings.

ESG CONSIDERATIONS

Takasbank has an ESG relevance score of '4' for governance
structure, reflecting potential government influence over the
strategy and risk appetite. This has a negative impact on the
credit profile and is highly relevant to the rating.

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.



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

COVRAD HEAT: Enters Administration After Pandemic Hits Revenue
--------------------------------------------------------------
Business-Sale reports that Coventry-based Covrad Heat Transfer has
fallen into administration after the pandemic caused a downturn in
revenue and key customers began sourcing products from other
suppliers.

Raj Mittal -- raj.mittal@frpadvisory.com -- and Tony Barrell --
tony.barrell@frpadvisory.com -- of FRP Advisory have been appointed
as joint administrators, Business-Sale relates.

In its most recently available accounts, to the year ending
December 31 2018, the firm reported losses of GBP2.6 million for
the year on turnover of GBP16.8 million, Business-Sale discloses.
At the time, its fixed assets were valued at GBP822,757 and current
assets at GBP12.5 million, with total assets less liabilities
standing at GBP5.4 million, Business-Sale notes.

Covrad Heat can be traced back to 1886 and specialized in the
manufacture of heat transfer equipment for customers in the oil and
gas, power, rail, marine and off-highway markets.


EDINBURGH WOOLLEN: Acquisition Deal Reached, 2,000 Jobs Saved
-------------------------------------------------------------
BBC News reports that a deal has been agreed for the sale of the
Edinburgh Woollen Mill, Ponden Home and Bonmarche chains, which
were on the brink of closure.

The businesses went into administration last year after a collapse
in sales due to the pandemic, BBC recounts.

Almost 2,000 staff will be kept on but as many as 260 stores could
close, BBC discloses.

The buyers are a consortium of international investors who will
inject fresh funds into the business, led by the existing
management team, BBC notes.

Edinburgh Woollen Mill, which sells mid-price knitwear and other
clothing to older shoppers, is part of a stable of retail brands
owned by billionaire businessman, Philip Day.

It is understood that Mr. Day will effectively lend the group the
money to buy the businesses which will be paid back over a number
of years, BBC states.

According to BBC, the deal also covers two other brands in the
group, value retailer Bonmarche, and Ponden Home, an interiors
chain based in the south east of England.

The new owners plan to operate 246 stores across both the Edinburgh
Woollen Mill and Ponden Home brands, retaining 1,453 staff in those
stores, the head office and distribution centres in Carlisle, BBC
says.

However, 85 Edinburgh Woollen Mill stores and 34 Ponden Home stores
have been closed permanently, with the loss of 485 jobs, BBC
relays.

Wakefield-based Bonmarche will retain 72 of its stores and 531
staff including head office and distribution centre staff,
according to BBC.

The majority of its stores, 148 outlets, remain under review with
staff on furlough, BBC notes.


GLOBAL SHIP: Moody's CFR Up to B2 on Improved Debt Maturity Profile
-------------------------------------------------------------------
Moody's Investors Service has upgraded the corporate family rating
of Global Ship Lease, Inc. (GSL, the company) to B2 from B3, and
its probability of default rating to B2-PD from B3-PD.
Concurrently, Moody's upgraded the instrument rating for the first
priority senior secured notes due 2022 to B2 from B3, which Moody's
expects to withdraw once the notes have been fully repaid. The
outlook is positive.

RATINGS RATIONALE

The upgrade reflects the improved debt maturity profile following
the refinancing of the 2022 notes with a new secured loan facility
due 2026, the continued resilient performance of both the company
and its end markets and achievement of Moody's-adjusted debt/EBITDA
commensurate with the B2 rating.

GSL leases out container ships to liner companies typically on
longer-term contracts and as a result has significant contract
cover with 2020 EBITDA largely contracted, and 92% of 2021 and 71%
of 2022. While some contracts include option periods this
nevertheless provides for meaningful forward visibility and Moody's
expects the company's Moody's-adjusted debt/EBITDA to remain below
5.0x, which Moody's estimates the company achieved in Q4 2020. The
container market has been more resilient in 2020, particularly
compared with past economic downturns, and current freight and
charter rates are on a positive trajectory with supportive
underlying industry fundamentals including on the supply side.
While this may change in a relatively volatile industry, it
nevertheless also supports the rating because of GSL's need to
recharter part of its fleet in 2021 and 2022. Overall recharter
risk is currently limited to mostly smaller vessels.

Following the refinancing, Moody's expects the company to return
its focus on growth through vessel acquisitions or M&A, but also to
remain disciplined in using debt to fund growth so that Moody's
leverage will at least remain below 5.0x. In addition to the
considerations, the rating continues to reflect its modern and
diverse fleet of medium-sized and smaller container ships that
benefit from good market demand and lesser supply than bigger
vessels; the consistent historical positive free cash flow
generation, which is expected to continue; and its strong asset
base of a wholly owned fleet with some above-market charters. The
ratings also continue to take into account GSL's scale, niche focus
and degree of historically driven customer concentration; the
market risk associated with rechartering vessels, particularly
related to GSL's above-market charter contracts; and continued
material leverage.

Moody's views the company's liquidity profile as adequate. The
company had $71 million of unrestricted cash as of September 2020
(net of a $28 million notes prepayment in December 2020). Moody's
expects the company to continue to generate solid free cash flow,
supported by the long-term charters for most of its fleet. However,
GSL also has ongoing required debt repayments related to the
various vessel financings and some larger maturities in 2022 and
2024 that Moody's expects the company to address well in advance.
There are also a range of covenants related to its debt under which
Moody's expects the company to retain sufficient headroom.

The positive outlook reflects Moody's expectation of continued
deleveraging helped by currently supportive underlying industry
fundamentals and ongoing debt amortization.

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

Positive pressure could arise if debt/EBITDA falls well below 4.5x,
(funds from operations + interest)/interest rises well above 3x,
free cash flow remains visibly positive, rechartering risks remains
limited and the maturity profile manageable. Conversely, negative
pressure could develop if the company's (funds from operations +
interest)/interest falls below 2.5x, debt/EBITDA exceeds 5.5x or
free cash flow weakens. Downward pressure on the ratings could also
result if GSL experiences strained liquidity and difficulties in
terms of the rechartering of vessels when contracts expire.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Shipping
Methodology published in December 2020.

Global Ship Lease, Inc. is a Republic of the Marshall Islands
corporation, with administrative offices in London. GSL owns a
fleet of 43 container vessels with a combined capacity of 245,280
twenty-foot equivalent units (TEU) and a TEU-weighted average age
of 13.4 years.

GSL has been publicly traded on the New York Stock Exchange since
August 15, 2008. Its largest shareholders include Kelso, a US
private equity firm, with 42.5% and CMA CGM S.A., a top five global
container liner. GSL generated revenue of $280 million and EBITDA
of $161 million for the LTM period to September 2020.

INEOS ENTERPRISES: S&P Affirms 'BB' Long-Term Issuer Credit Rating
------------------------------------------------------------------
S&P Global Ratings has affirmed its ratings on three petrochemical
companies owned by INEOS Ltd. (the INEOS group) with a negative
outlook. S&P removed the ratings from CreditWatch. S&P also revised
the CreditWatch implications for another group company.

These actions follow INEOS Quattro Holding Ltd.'s (INEOS Quattro;
formerly known as INEOS Styrolution) acquisition of BP's aromatics
and acetyls business, and acquisition of Inovyn Ltd., a PVC
producer that is part of the INEOS group. The combined group
announced today a refinancing of its bridge facility and an
existing term loan at Inovyn.

S&P said, "We affirmed our 'BB' long-term issuer credit rating on
INEOS Quattro, INEOS Group Holdings S.A. (IGH), and INEOS
Enterprises Holdings Ltd. (INEOS Enterprises) with a negative
outlook. We removed the ratings from CreditWatch, where they were
placed with negative implications on July 1, 2020.

"The negative outlook on INEOS Quattro, IGH, and INEOS Enterprises
reflects the likelihood of a downgrade if our view of the credit
quality of the wider INEOS group worsened. Specifically, should the
company's or the group's adjusted debt to EBITA trend above 4.5x
without near-term prospects of a recovery combined with free
operating cash flow falling to breakeven or below, we could lower
the ratings. This takes into account recent debt-funded
acquisitions, combined with bottom-of-the-cycle conditions in 2020,
resulting in our view of elevated leverage at the group level.

"We revised the CreditWatch implications on the 'BB-' long-term
issuer credit rating on Inovyn to positive from negative. This
action reflects anticipated debt repayment and withdrawal of the
ratings on Inovyn upon completion of the transaction.


Ineos Quattro Holding Ltd. (formerly Ineos Styrolution Holding
Ltd.)
Primary analyst: Lucas Hoenn

S&P said, "We are affirming our 'BB' long-term issuer credit rating
on INEOS Quattro, and the 'BB+' issue rating on the company's
existing instruments.

"We are also assigning our 'BB+' issue ratings to the group's
senior secured debt instruments.

"We are removing the existing ratings from CreditWatch with
negative implications.

"The negative outlook on INEOS Quattro reflects the likelihood of a
downgrade if our view of the credit quality of the wider INEOS
group worsened. This takes into account recent debt-funded
acquisitions, combined with bottom-of-the-cycle conditions in 2020,
resulting in our view of elevated leverage at the group level."

The combined group will become a global-scale producer of commodity
chemicals, with a sizable number of products across four chemical
value chains and multiple industries, along with an increased
presence in Asia.  INEOS Quattro will have about 50 production
sites across 19 countries--representing approximately 27 million
tons of capacity--upon completion of the BP Petrochemicals
acquisition and the acquisition of Inovyn. Operationally, the four
businesses--organized by styrene monomer, polyvinyl chloride (PVC),
aromatics (paraxylene and purified terephthalic acid), and acetyls
chains will remain managed on a stand-alone basis. The combined
group will have market-leading positions for all its major products
and a good geographic balance of sales, with Europe, the Middle
East, and Africa representing about 52% of 2019 pro forma EBITDA,
Asia 26%, and the Americas about 22%.

S&P said, "We anticipate that INEOS Quattro's integrated and
cost-competitive asset base will translate into margins of
13.0%-14.5% in 2021-2022.  We forecast a moderate rebound across
the group's end markets in 2021, despite the impact of the
pandemic. We anticipate that synergies realized from the business
combination will translate into pro forma S&P Global
Ratings-adjusted EBITDA of EUR1.50 billion-EUR1.65 billion in 2021,
with a 13.0%-14.0% margin. We believe that EBITDA will improve to
EUR1.85 billion-EUR1.90 billion in 2022, with support from a
recovery in prices and volumes. INEOS Quattro's management team
has, in our view, strong operational expertise in complex
manufacturing processes, leveraging the wider INEOS Ltd. group's
best practices. This is also supported by a track record of
fixed-cost savings, successful integration of former BP assets, and
the execution of value-accretive acquisitions in the past.

"We believe that INEOS Quattro will demonstrate greater resilience
than more cyclical single-commodity chemical producers, thanks to
the good breadth of products it offers.   In our view, a broad
product portfolio can provide a degree of countercyclicality over
any one year and partly mitigate the cyclicality of the sales of
any single product. However, the mitigating effects remain
unpredictable due to the complexity of the dynamics between
customers, suppliers, and competitors for each product by period
and country. Although we do not see any risks arising from
concentration on any single large end market, we believe that
certain markets are cyclical by nature, for example, construction,
packaging, paints and coatings, and auto. This could exacerbate
negative trends in the case of a protracted economic downturn.

"We view earnings from styrenics and PVC products as cyclical, with
pricing and volumes dependent on supply and demand balances and
general macroeconomic conditions. However, we acknowledge the
stability that the group's specialty segments--such as specialty
PVC--provide.

"We anticipate the ratio of adjusted debt to EBITDA for INEOS
Quattro to be 4.1x-4.2x in 2021 and 3.2x-3.3x in 2022.   We
estimate INEOS Quattro's total gross debt at the close of the
transaction at EUR6.6 billion including existing senior secured
debt. At transaction close, due at the end of January 2021, we
anticipate about EUR308 million of available cash at INEOS Quattro.
Our adjustments to INEOS Quattro's reported debt include EUR363
million of pension liabilities (after tax), about EUR48 million of
other borrowings, and EUR285 million of operating leases as of
Sept. 30, 2020. We see 15% of the available cash as restricted, and
we do not deduct this from gross debt.

"We also anticipate that INEOS Quattro will generate strong
positive free operating cash flow (FOCF) of at least EUR240 million
in 2021 and above EUR570 million in 2022.   Although the
FOCF-to-debt ratio remains below 10% in 2021-2022, we expect the
group's scheduled debt amortization and disciplined financial
policy to contribute to deleveraging in the near term. The 'bb'
stand-alone credit profile (SACP) reflects our expectations that
INEOS Quattro will manage its growth plans involving capex and
working capital, as well as its acquisition and dividend policies,
to maintain leverage at about the abovementioned levels throughout
the cycle and under more adverse conditions."

Outlook

S&P said, "The negative outlook on INEOS Quattro reflects the
likelihood of a downgrade if our view of the credit quality of the
wider INEOS group worsened. This takes into account recent
debt-funded acquisitions, combined with bottom-of-the-cycle
conditions in 2020, resulting in our view of elevated leverage at
the group level.

"We forecast pro forma S&P Global Ratings-adjusted EBITDA of
EUR1.50 billion-EUR1.65 billion for INEOS Quattro in 2021, with a
13.0%-14.0% margin. We believe INEOS Quattro's adjusted EBITDA will
improve to EUR1.85 billion-EUR1.90 billion in 2022, with support
from a recovery in prices and volumes. This translates into
adjusted debt-to-EBITDA ratio of 4.1x-4.2x in 2021 and 3.2x-3.3x in
2022."

Downside scenario

S&P said, "A downgrade could occur if our view of the credit
quality of the wider INEOS group worsened. Specifically, should the
company's or the group's adjusted debt to EBITDA trend above 4.5x
without near-term prospects of a recovery, combined with free
operating cash flow falling to breakeven or below, we could lower
the ratings."

Upside scenario

An outlook revision to stable could arise if the credit quality of
the wider INEOS group strengthened over the cycle; for example, if
leverage were lower than we expected and mergers and acquisitions
and capex were more predictable.

Upside rating potential for INEOS Quattro is constrained by our
view on the credit quality of the wider INEOS group. However,
upside potential for our SACP on INEOS Quattro could develop if its
adjusted debt-to-EBITDA ratio and ratio of FOCF to debt remained
clearly and consistently in the 3.0x-4.0x and 10%-15% ranges,
respectively.

Company Description

INEOS Quattro is the rated parent and owner of a newly formed group
composed of Inovyn, INEOS Styrolution, and BP Petrochemicals.

The combined entity will be run as four separate businesses, with
limited exchange of feedstocks or byproducts and overlaps between
the different value chains. These businesses will comprise:

-- INEOS Styrolution, a global producer of polystyrene, styrene
monomer, and acrylonitrile butadiene styrene, with revenue of about
EUR4.9 billion and sales volumes of 3,716 kilotons (kt) in 2019,
derived from 20 production sites globally.

-- Inovyn, a general PVC, specialty PVC, and caustic soda
producer, with revenue of about EUR3.1 billion and sales volumes of
3,570 kt in 2019, derived from 15 production sites mainly located
in Europe.

-- Aromatics (acquired from BP), a U.S. and European producer of
paraxylene and purified terephthalic acid, with six production
sites globally and two joint ventures (JVs) in Asia. This division
reported revenue of about $5.3 billion (excluding revenues from
JVs) and sales volumes of 6,785 kt in 2019.

-- Acetyls (also acquired from BP), a global producer in acetic
acid, with eight production sites, including eight JVs, of which
five are in Asia. The division reported revenue of about $1.0
billion (excluding revenues from JVs) and sales volumes of 3,302 kt
in 2019.

S&P's base case scenario

-- A contraction in global GDP of 3.7% in 2020. S&P foresees a
reasonably strong rebound in 2021-2022, with global growth of 5.0%
in 2021 and 3.9% in 2022, but with a permanent loss of output
during the pandemic.

-- A decline in eurozone GDP of 7.2% in 2020 and a rebound to 4.8%
growth in 2021 and 3.9% in 2022. S&P said, "We foresee full-year
GDP in the U.S. contracting by 3.9% in 2020. We expect a recovery
of 4.2% growth in 2021 and 3.0% growth in 2022. In China, we
anticipate GDP growth of 2.1% in 2020, 7.0% in 2021, and 5.0% in
2022."

-- Pro forma revenue of EUR11.75 billion-EUR11.85 billion in 2021
and EUR13.20 billion-EUR13.30 billion in 2022.

-- Pro forma adjusted EBITDA of EUR1.50 billion-EUR1.65 billion in
2021, with a 13.0%-14.0% margin, improving to EUR1.85
billion-EUR1.90 billion in 2022, with support from a recovery in
prices and volumes. This compares with estimated adjusted EBITDA at
INEOS Quattro of EUR1.40 billion-EUR1.45 billion on a pro forma
basis in 2020. S&P has considered and factored into its adjusted
EBITDA calculation only the dividend income from JV assets.

-- Pro forma synergy benefits of about EUR70 million in 2021,
increasing to EUR135 million by 2022. S&P assumes that INEOS
Quattro will achieve 45% of the $150 million it targets in cost
savings in 2021 and 90% in 2022.

-- Effective tax rate of about 20%.

-- Capex in the range of EUR580 million-EUR670 million in each
2021 and 2022.

-- Negative net working capital changes in the next two years due
to assumed growth of the business.

-- Minor other cash and noncash payments, including pension
deficit contributions and capital payments of leases.

-- No distributions or acquisitions over 2021-2022.

Based on these assumptions, S&P forecasts:

-- Adjusted debt to EBITDA of 4.1x-4.2x in 2021 and 3.2x-3.3x in
2022.

-- Continued strong positive FOCF of at least EUR240 million in
2021 and above EUR570 million in 2022, leading to FOCF to debt
remaining below 10% in 2021-2022.

S&P Global Ratings believes there remains a high degree of
uncertainty about the evolution of the coronavirus pandemic.

While the early approval of a number of vaccines is a positive
development, countries' approval of vaccines 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 mid-2021. 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."

Liquidity

S&P said, "We view INEOS Quattro's liquidity as adequate because we
expect that its liquidity sources will exceed its uses by more than
2.0x over the 12 months from transaction close. As the group does
not have enough of a track record of maintaining or a commitment to
maintain a strong liquidity assessment under more adverse cycle
conditions, we cap our liquidity assessment at adequate."

Principal liquidity sources in the 12 months from transaction close
will include:

-- Cash and cash equivalents of EUR308 million;

-- EUR256 million ($300 million) under the three-year committed
RCF, and a receivables securitization facility of EUR450 million,
which will be undrawn at transaction close. S&P also expects
Inovyn's current EUR240 million receivables securitization
facility, also undrawn at close, to be renewed and remain available
over the period; and

-- EUR1.0 billion-EUR1.1 billion of cash funds from operations.

S&P expects liquidity uses during the same period to include:

-- About EUR60 million of debt amortizing under its term loan;

-- Working capital outflows of EUR150 million-EUR200 million in
the 12 months following transaction close;

-- EUR580 million-EUR670 million in capex in the 12 months
following transaction close; and

-- No dividends or acquisitions.

S&P expects that INEOS Quattro will remain in compliance with the
net leverage covenant in its senior secured credit agreements over
this period.

Group Influence

S&P said, "We view INEOS Quattro as a core subsidiary of INEOS
group (not rated), and our assessment of the wider group's credit
quality factors in our limited visibility on the wider group's
financial policy, future mergers and acquisitions, and planned
capex.   We consider that the business combination and additional
debt will result in a further reduction in headroom for our 'bb'
group credit profile (GCP) on the wider INEOS group. However, our
group support assessment has no additional effect on the issuer
credit rating on INEOS Quattro at the current 'bb' SACP.

"We believe that INEOS Quattro is one of the wider group's key
entities, along with INEOS Group Holdings, with a strong long-term
commitment from senior management and shareholders. Our issuer
credit rating is in line with the SACP and the same as our 'bb' GCP
on the wider INEOS group."

Issue Ratings - Recovery Analysis

Key analytical factors

-- The senior secured debt facilities have an issue rating of
'BB+', one notch above the long-term issuer credit rating.

-- The recovery rating is '2', with recovery prospects in the
70%-90% range (rounded estimate: 70%).

Simulated default assumptions

-- Year of default: 2026
-- Jurisdiction rank: Group A

Simplified waterfall

-- EBITDA at emergence after recovery adjustment: EUR855 million.
This factors in:

    --Minimum capex at 2.0% of pro forma annual average revenue,
based on the group's average minimum capex requirement in future
years;

    --Standard cyclicality adjustment of 10% for the commodity
chemicals industry; and

    --Operational adjustment of 20% to reflect the group's large
scale, integrated and cost-competitive asset base, along with its
geographical and product diversity.

-- Gross enterprise value at default: EUR4.7 billion

-- Net enterprise value after administrative costs (5%): EUR4.5
billion

-- Estimated priority claims (outstanding securitization program):
EUR598 million*

-- Remaining recovery value: EUR3.9 billion

-- Estimated senior secured debt claims: EUR5.5 billion*

    --Recovery range (senior secured debt claims): 70%-90% (rounded
estimate: 70%)

    --Recovery rating (senior secured debt claims): 2

-- Estimated residual claims: EUR1.6 million*

    --Recovery range (residual claims): 0%-10% (rounded estimate:
0%)

    --Recovery rating (residual claims): 6

*All debt amounts include six months of prepetition interest.

Ratings Score Snapshot
Issuer Credit Rating: BB/Negative/--

Business risk: Satisfactory

-- Country risk: Low
-- Industry risk: Moderately high
-- Competitive position: Satisfactory

Financial risk: Aggressive

-- Cash flow/Leverage: Aggressive

Anchor: bb

Modifiers

-- Diversification/Portfolio effect: Neutral (no impact)
-- Capital structure: Neutral (no impact)
-- Liquidity: Adequate (no impact)
-- Financial policy: Neutral (no impact)
-- Management and governance: Fair (no impact)
-- Comparable rating analysis: Neutral (no impact)

Stand-alone credit profile: bb

-- Group credit profile: bb
-- Entity status within group: Core

Inovyn Ltd.
Primary analyst: Lucas Hoenn

S&P is revising the CreditWatch implications on its 'BB-' long-term
issuer credit and issue ratings on Inovyn to positive from
negative.

S&P expects Inovyn to be managed as a stand-alone segment alongside
the styrene, aromatics, and acetyls businesses within INEOS
Quattro.

CreditWatch

S&P said, "The CreditWatch positive indicates our expectation that
Inovyn's current term loan will be repaid upon completion of the BP
transaction. We plan to withdraw the ratings on Inovyn and its
existing term loan upon repayment of the debt instrument.

Ratings Score Snapshot
Inovyn Ltd.

Issuer Credit Rating: BB-/WatchPos/--

Business risk: Fair

-- Country risk: Low
-- Industry risk: Moderately high
-- Competitive position: Fair

Financial risk: Significant

-- Cash flow/Leverage: Significant

Anchor: bb

Modifiers

-- Diversification/Portfolio effect: Neutral (no impact)
-- Capital structure: Neutral (no impact)
-- Liquidity: Adequate (no impact)
-- Financial policy: Neutral (no impact)
-- Management and governance: Fair (no impact)
-- Comparable ratings analysis: Negative (-1 notch)

Stand-alone credit profile: bb-

Ineos Group Holdings S.A.
Primary analyst: Ivan Tiutiunnikov

S&P is affirming its 'BB' long-term issuer credit rating on IGH
with negative outlook.

S&P is also affirming its issue ratings and recovery ratings on all
existing debt instruments.

S&P is removing the ratings from CreditWatch with negative
implications.

The SACP of 'bb' remains unchanged.

S&P views IGH as a core member of the wider INEOS group and as
such, the rating on IGH is equal to its wider INEOS GCP.

Outlook

S&P said, "The negative outlook on IGH reflects the likelihood of a
downgrade if our view of the credit quality of the wider INEOS
group worsened. This takes into account recent debt-funded
acquisitions, combined with bottom-of-the-cycle conditions in 2020,
resulting in our view of elevated leverage at the group level.

"We expect IGH to post adjusted EBITDA of EUR1.4 billion–EUR1.6
billion in 2020, and EUR1.7 billion–EUR1.9 billion in 2021,
translating into an adjusted debt-to-EBITDA ratio of 5.2x-5.7x in
2020, and 4.4x-4.8x in 2021. Although we view the debt-to-EBITDA
ratio above 5.0x currently as high for the 'bb' SACP, our
expectation of near-term deleveraging supports the assessment."

Downside scenario

A downgrade could occur if S&P's view of the credit quality of the
wider INEOS group worsened. Specifically, should the company's or
the group's adjusted debt to EBITA trend above 4.5x without
near-term prospects of a recovery, combined with free operating
cashflow falling to breakeven or below, it could lower the
ratings.

Upside scenario

S&P said, "An outlook revision to stable could arise if the credit
quality of the wider INEOS group strengthened over the cycle; for
example, if leverage were lower than we expected and mergers and
acquisitions and capex more predictable.

"Upside rating potential for IGH is constrained by our view on the
credit quality of the wider INEOS group. However, upside potential
for our SACP on IGH could develop if its ratio of adjusted debt to
EBITDA and of FOCF to debt remained clearly and consistently in the
3.0x-4.0x and 10%-15% ranges, respectively."

Ratings Score Snapshot
INEOS Group Holdings S.A.

Issuer Credit Rating: BB/Negative/--

Business risk: Satisfactory

-- Country risk: Very low
-- Industry risk: Moderately high
-- Competitive position: Satisfactory

Financial risk: Aggressive

-- Cash flow/Leverage: Aggressive

Anchor: bb

Modifiers

-- Diversification/Portfolio effect: Neutral (no impact)
-- Capital structure: Neutral (no impact)
-- Financial policy: Neutral (no impact)
-- Liquidity: Strong (no impact)
-- Management and governance: Fair (no impact)
-- Comparable rating analysis: Neutral (no impact)

Stand-alone credit profile: bb

-- Group credit profile: bb
-- Entity status within group: Core (0 notches from SACP)

Ineos Enterprises Holdings Ltd.
Primary analyst: Lucas Hoenn

S&P said, "We are affirming our long-term issuer credit rating on
INEOS Enterprises at 'BB' with a negative outlook. The SACP
assessment remains at 'bb'.

"We are also affirming our issue ratings and recovery ratings on
all existing debt instruments.

"We are removing the ratings from CreditWatch with negative
implications."

INEOS Enterprises has been performing as expected since its string
of acquisitions over 2019. S&P continues to anticipate that the
integration of businesses acquired by the company will lead to the
realization of synergies, and project further reduction in
operating expenses in 2020.

INEOS Enterprises benefited from high demand for intermediates such
as isopropyl alcohol (IPA) used in hand sanitizer products, and for
solvents and certain compounds used in health care products, food
packaging, or plastics, partially offsetting a decline in its other
businesses in 2020.

S&P said, "We continue to factor in some price uncertainty, given
the cyclical nature of titanium dioxide (TiO2) in its pigments
segment. Although we could also observe reduced demand from
industrial activities, construction, coatings, transportation, and
for a wide array of applications potentially affecting demand for
pigments and composites, the company will still generate positive
FOCF and maintain adequate liquidity in 2021.

"We view INEOS Enterprises as a moderately strategic subsidiary of
INEOS Ltd. This has no additional effect on our rating on INEOS
Enterprises, because its SACP is 'bb'."

Outlook

S&P said, "The negative outlook on INEOS Enterprises reflects the
likelihood of a downgrade if our view of the credit quality of the
wider INEOS group worsened. This takes into account recent
debt-funded acquisitions, combined with bottom-of-the-cycle
conditions in 2020, resulting in our view of elevated leverage at
the group level.

"We expect revenue to remain resilient and project further
reduction in operating expenses in 2020, leading INEOS Enterprises
to report adjusted EBITDA of EUR390 million-EUR395 million and FOCF
of more than EUR175 million in 2020. In our base case, the entity
will sustain its ratio of adjusted debt to EBITDA at the lower end
of the 3.0x-4.0x range we see as commensurate with the 'bb' SACP in
2020-2021."

Downside scenario

S&P said, "A downgrade could occur if our view of the credit
quality of the wider INEOS group worsened. Specifically, should the
group's adjusted debt to EBITA trend above 4.5x without near-term
prospects of a recovery, combined with free operating cash flow
falling to breakeven or below, we could lower the ratings.

"We could lower our assessment of the SACP of INEOS Enterprises and
the issuer credit rating if the ratio of adjusted debt to EBITDA
were to exceed 4.0x without a clear prospect of recovery at the
company level. This could arise from significant underperformance,
an abrupt deterioration in TiO2 demand and prices, or a significant
reduction in capacity beyond our base case."

Upside scenario

S&P said, "An outlook revision to stable could arise if the credit
quality of the wider INEOS group strengthened over the cycle; for
example, if leverage were lower than we expected and mergers and
acquisitions and capex more predictable.

"Upside rating potential for INEOS Enterprises is constrained by
our view on the credit quality of the wider INEOS group. However,
upside potential for our SACP on INEOS Enterprises could develop if
its adjusted debt-to-EBITDA ratio improves to be clearly below 3.0x
and ratio of FOCF to debt remains consistently in the 15%-25% range
over 2021-2022."

Ratings Score Snapshot

INEOS Enterprises Holdings Ltd.

Issuer Credit Rating: BB/Negative/--

Business risk: Fair

-- Country risk: Low
-- Industry risk: Moderately high
-- Competitive position: Fair

Financial risk: Significant

-- Cash flow/leverage: Significant

Anchor: bb

Modifiers

-- Diversification/portfolio effect: Neutral (no impact)
-- Capital structure: Neutral (no impact)
-- Financial policy: Neutral (no impact)
-- Liquidity: Adequate (no impact)
-- Management and governance: Fair (no impact)
-- Comparable rating analysis: Neutral (no impact)

Stand-alone credit profile : bb

-- Group credit profile: bb
-- Entity status within group: Moderately strategic (0 notches
from SACP)


  Ratings List

  New Rating  

  INEOS US Petrochem LLC

  Ineos 226 Ltd

   Senior Secured        BB+
    Recovery Rating      2(70%)

  Ratings Affirmed; CreditWatch/Outlook Action  
                                     To             From
  INEOS Quattro Holdings Ltd.
  Ineos Holdings Ltd.
  Ineos Group Holdings S.A.
  INEOS Enterprises Holdings Ltd.

   Issuer Credit Rating       BB/Negative/--    BB/Watch Neg/--

  Inovyn Finance PLC
  Inovyn Ltd.

    Issuer Credit Rating      BB-/Watch Pos/--  BB-/Watch Neg/--

  INEOS Enterprises Holdings II Ltd.
  Ineos Enterprises Holdings Us Finco Llc

   Senior Secured                BB             BB/Watch Neg
    Recovery Rating            3(60%)              3(60%)

  INEOS Finance PLC
  INEOS US Finance LLC

   Senior Secured                BB+            BB+/Watch Neg
    Recovery Rating             2(75%)              2(75%)

  Ineos Group Holdings S.A.

   Senior Unsecured               B+            B+/Watch Neg
    Recovery Rating             6(0%)               6(0%)

  Inovyn Finance PLC

   Senior Secured            BB-/Watch Pos      BB-/Watch Neg
    Recovery Rating             3(60%)             3(60%)

  Upgraded; CreditWatch/Outlook Action  
                                     To             From
  INEOS Styrolution Group GmbH
  INEOS Styrolution US Holding LLC

   Senior Secured                 BB+           BB/Watch Neg
    Recovery Rating              2(70%)           3(60%)




MARB BONDCO: S&P Assigns 'BB-' Rating to New Sr. Unsecured Notes
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and
recovery rating of '3' to MARB BondCo PLC's proposed senior
unsecured notes due 2031. MARB is a subsidiary of the Brazilian
protein company, Marfrig Global Foods S.A. (Marfrig;
BB-/Positive/--), which together with its subsidiaries--Marfrig
Holdings, Marfrig Overseas, and NBM--unconditionally and
irrevocably guarantees the notes, ranking pari passu to other
unsecured debts.

Marfrig intends to use the net cash to tender the outstanding 2025
notes and/or other existing debts in order to extend its overall
debt maturity profile. This issuance doesn't change the latest
recovery analysis published on Oct. 15, 2020.

  Ratings List

  New Rating

  MARB BondCo PLC
   Senior Unsecured     BB-
    Recovery Rating     3(50%)

PETRA DIAMOND: UK Court OKs Plan; U.S. Hearing Today
----------------------------------------------------
Petra Diamonds (LON: PDL) said the company's investors and a UK
court have approved plans to restructure the business.

The Company announced Jan. 8, 2021, that its restructuring was
approved by the requisite majority of holders of notes (being a
majority in number, representing at least 75 percent in value of
the creditors present and voting).

The scheme involves a proposed debt-for-equity conversion involving
the issue of 8,844,657,929 new ordinary shares in consideration for
the assignment by the noteholders to the Company of US$409.9
million of notes, which has been approved by the UK Financial
Conduct Authority.

The Company announced that on Jan. 12, 2021, the High Court of
Justice of England and Wales sanctioned the Company's
debt-for-equity plan, citing that all requirements for sanctioning
the scheme have been satisfied.

On Jan. 13, 2021, the Company announced that over 95% of
shareholders voted in favor of a resolution that includes (i)
reducing authorized share capital of the company by cutting the
nominal value of all ordinary shares from 10 pence to 0.001 pence,
(ii) an increase to Petra's authorized share capital through the
creation of 8.5-million ordinary shares and (iii) authorization for
directors to allot ordinary shares up to £88,447 (being just over
8.8-million ordinary shares).

The scheme will only become effective if the conditions are
approved and/or implemented or waived.  The restructuring will be
effective if, in particular, (i) Petra's shareholders approve the
issuance of the new shares, (ii) the United States Bankruptcy Court
grants the U.S. Chapter 15 Order, and (iii) regulatory approval
from the Financial Surveillance Department of the South African
Reserve Bank is obtained.

Petra will seek recognition of its debt plan in the U.S. under
Chapter 15 of the Bankruptcy Code in a hearing scheduled today,
Jan. 14, 2021.  At the today's hearing, Petra Diamonds US$ Treasury
PLC, will ask the bankruptcy court in New York for recognition of
the proceedings in England as foreign main proceeding.

The company expects to complete the reorganization in the first
quarter of 2021.

According to Mining.com, Petra Diamonds' weak financial position, a
product of stagnant demand and heavy borrowing to expand its mines,
particularly the iconic Cullinan, pushed it to put itself up for
sale in June.  Petra reversed the decision in October, opting
instead for the debt-for-equity restructuring.

Mining.com relates that the diamond miner is also dealing with
allegations of human rights abuses at its Williamson mine in
Tanzania, resulting from the actions of its security guards.

                 About Petra Diamonds Limited

Jersey-based Petra Diamonds -- http://www.petradiamonds.com/-- is
an independent diamond mining company and a supplier of gem quality
rough diamonds to the international market.  The Company has a
diversified portfolio incorporating interests in three underground
producing mines in South Africa (Finsch, Cullinan and
Koffiefontein) and one open pit mine in Tanzania (Williamson).

Petra is quoted with a premium listing on the Main Market of the
London Stock Exchange under the ticker 'PDL' and is a constituent
of the FTSE4Good Index. The Company's US$650 million loan notes due
in 2022, currently subject to restructuring, are listed on the
Global Exchange market of the Irish Stock Exchange.

In May 2020, Petra Diamonds Limited signed a forbearance agreement
with respect to the May 2020 interest payment due on its US$650
million 7.25% Senior Secured Second Lien Notes.

In June 2020, the Company commenced a sale process but scrapped the
plan several months later after it was unable to receive a viable
offer.

In October 2020, the Company announced that it has reached
agreement with noteholders on a restructuring that provides for (i)
partial reinstatement of the notes debt and the contribution by
holders of the existing Notes of US$30.0 million in new money, each
to take the form of new senior secured second lien notes, and (ii)
conversion of the remainder of the Notes debt into equity, which
will result in the Noteholder group holding 91% of the enlarged
share capital of PDL.

On Dec. 2, 2020, the Debtor applied to the High Court of Justice of
England and Wales for permission to convene the scheme meeting with
holders of the notes.  The restructuring was approved by the
requisite majority of holders of notes at the scheme meeting on
Jan. 8, 2021.

The Company announced that on Jan. 12, 2021, the High Court of
Justice of England and Wales sanctioned the Company's
debt-for-equity plan.

Petra Diamonds US$ Treasury plc filed a Chapter 15 petition in New
York (Bankr. S.D.N.Y. Case No. 20-12874) on Dec. 15, 2020, to seek
recognition of the Company's restructuring in England.

Petra Diamonds' U.S. counsel:

       Jeffrey D. Saferstein
       Paul, Weiss, Rifkind, Wharton
       Tel: 212-373-3347
       E-mail: jsaferstein@paulweiss.com

SECURELINK UK: Creditors Have Until Jan. 18 to Submit Claims
------------------------------------------------------------
Creditors of Securelink UK Limited, which is being voluntarily
wound up, must send their full names and addresses (and those of
their Solicitors, if any), together with full particulars of their
debts or claims to Laura May Waters at PricewaterhouseCoopers LLP,
7 More London Riverside, London, SE1 2RT by January 18, 2021.

The distribution may be made without regard to the claim of any
person in respect of a debt not proved.

It is anticipated that all known Creditors will be paid in full.

The Liquidators can be reached at:

         Laura Waters
         Steven Sherry
         PricewaterhouseCoopers LLP
         7 More London Riverside
         London, SE1 2RT

The Liquidators were appointed on December 16, 2020.

For further details contact Jen Whatcott on 07483 362355 or at
jen.whatcott@pwc.com

The Liquidators may act as controllers of personal data as defined
by UK data protection law depending upon the specific processing
activities undertaken. PricewaterhouseCoopers LLP may act as a
processor on the instructions of the Liquidators.

Personal data will be kept secure and processed only for matters
relating to the Liquidators' appointment.  Further details are
available in the privacy statement on the PwC.co.uk website or by
contacting the Liquidators.



                           *********


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

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

Copyright 2021.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
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Information contained herein is obtained from sources believed to
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delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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