/raid1/www/Hosts/bankrupt/TCREUR_Public/210210.mbx        T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Wednesday, February 10, 2021, Vol. 22, No. 24

                           Headlines



G E R M A N Y

[*] GERMANY: Faces Wave of Car Dealership Bankruptcies, ZDK Says


I R E L A N D

CLARINDA PARK: S&P Assigns Prelim. B- Rating on Class E Notes
DILOSK RMBS 4: DBRS Gives Prov. BB(high) Rating on Class E Notes


I T A L Y

DECO 2019-VIVALDI: DBRS Lowers Class D Notes Rating to B(high)
PRO.GEST SPA: S&P Alters Outlook to Stable & Affirms 'CCC+' ICR


L U X E M B O U R G

LSF10 WOLVERINE: S&P Alters Outlook to Stable & Affirms 'B' ICR
WINTERFELL FINANCING: S&P Assigns Prelim. 'B' ICR, Outlook Stable


R U S S I A

BANK MAYSKIY: Bank of Russia Provides Update on Administration


S P A I N

SANTANDER CONSUMO 4: DBRS Gives Prov. BB(low) Rating on E Notes
TDA IBERCAJA 6: S&P Raises Class D Notes Rating to 'BB-(sf)'


U N I T E D   K I N G D O M

BONMARCHE: Administrators Complete Sale of Business to Purepay
CAJAMAR PYME 2: DBRS Confirms CC Rating on Series B Notes
CURIOUS DRINKS: Chapel Down to Put Business Into Administration
GEMGARTO 2021-1: DBRS Gives Prov. BB (low) Rating on Class X Notes
NEWDAY FUNDING 2021-1: DBRS Gives Prov. B(high) Rating on F Notes

NOBLE CORP: Akin Gump Advises Noteholders on Restructuring
ROLLS-ROYCE & PARTNERS: Fitch Cuts LongTerm IDR to BB-, Outlook Neg
TEMPLAR CORP: Enters Administration, 23 Jobs Affected

                           - - - - -


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G E R M A N Y
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[*] GERMANY: Faces Wave of Car Dealership Bankruptcies, ZDK Says
----------------------------------------------------------------
Global Insolvency, citing Automotive News Europe, reports that the
ZDK industry association said Germany faces a wave of dealership
bankruptcies unless car showrooms are allowed to reopen soon.

Showrooms have been shut since mid-December when the German
government tightened measures to slow rising cases of the
coronavirus, Global Insolvency discloses.

"The situation in automobile retail becomes more difficult with
each passing week," Global Insolvency quotes Thomas Peckruhn, ZDK
vice president, as saying in a statement.

German Chancellor Angela Merkel will chair a meeting on Feb. 10
with representatives from the country's 16 federal states to decide
whether to lengthen lockdown restrictions scheduled to end four
days later, Global Insolvency relays.

Problems with the supply of vaccines prompted Ms. Merkel to warn
that the government does not expect the population will be
inoculated against the coronavirus until the end of the third
quarter, Global Insolvency states.  This suggests restrictions
could remain in place in one form or the other for months to come,
Global Insolvency notes.

According to Global Insolvency, the ZDK warned the looming threat
of closed showrooms in March and April, traditionally the strongest
months of the year in terms of car sales, could drive dealerships
out of business.

The ZDK says the risk of spreading COVID-19 in dealerships is low
because showrooms are usually far larger than most retail stores,
Global Insolvency relates.  They also have much less foot traffic
and more space for social distancing because cars take up much of
the surface area, according to Global Insolvency.




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I R E L A N D
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CLARINDA PARK: S&P Assigns Prelim. B- Rating on Class E Notes
-------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Clarinda
Park CLO DAC's class X, A-1, A-2, B, C, D, and E notes. At closing,
the issuer will also issue EUR45.10 million of unrated subordinated
notes.

The transaction is a reset of the existing Clarinda Park CLO, which
closed in November 2016. The issuance proceeds of the refinancing
notes will be used to redeem the refinanced notes (class A-1-R,
A-2-R, B-R, C-R, D-R, and E of the original Clarinda Park CLO
transaction), and pay fees and expenses incurred in connection with
the reset.

The reinvestment period, originally scheduled to last until January
2024, will be extended to February 2025. The covenanted maximum
weighted-average life will be 8.5 years from closing.

Under the transaction documents, the manager will be allowed to
purchase loss mitigation obligations in connection with the default
of an existing asset with the aim of enhancing the global recovery
on such obligor. The manager will also be allowed to exchange
defaulted obligations for other defaulted obligations from a
different obligor with a better likelihood of recovery.

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

  Portfolio Benchmarks

  S&P Global Ratings weighted-average rating factor  2744.73
  Default rate dispersion                             741.30
  Weighted-average life (years)                         4.53
  Obligor diversity measure                           144.28
  Industry diversity measure                           19.14
  Regional diversity measure                            1.29
  Weighted-average rating                                'B'
  'CCC' category rated assets (%)                       7.19
  'AAA' weighted-average recovery rate                 37.59
  Floating-rate assets (%)                                90
  Weighted-average spread (net of floors; %)            3.60
  
The transaction includes an amortizing reinvestment target par
amount, which is a predetermined reduction in the value of the
transaction's target par amount unrelated to the principal payments
on the notes. This may allow for the principal proceeds to be
characterized as interest proceeds when the collateral par exceeds
this amount, subject to a limit, and affect the reinvestment
criteria, among others. This feature allows some excess par to be
released to equity during benign times, which may lead to a
reduction in the amount of losses that the transaction can sustain
during an economic downturn. Hence, in its cash flow analysis, S&P
assumed a starting collateral size of EUR390.50 million (i.e. the
target par amount declined by the maximum amount of reduction
indicated by the arranger).

S&P said, "We also modeled a weighted-average spread of 3.55%, the
reference weighted-average coupon of 4.00%, and the minimum
weighted-average recovery rates as indicated by the collateral
manager. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"Our credit and cash flow analysis show that the class A2, B, C,
and D notes benefit from break-even default rate (BDR) and scenario
default rate cushions that we would typically consider to be in
line with higher ratings than those assigned. However, as the CLO
is still in its reinvestment phase, during which the transaction's
credit risk profile could deteriorate, we have capped our
preliminary ratings on the notes."

Citibank N.A., London Branch, is the bank account provider and
custodian. At closing, S&P expects the documented downgrade
remedies to be in line with our current counterparty criteria.

Under S&P's structured finance sovereign risk criteria, the
transaction's exposure to country risk is sufficiently mitigated at
the assigned preliminary rating levels.

The issuer is bankruptcy remote, in accordance with our legal
criteria.

The CLO is managed by Blackstone Ireland Ltd. Under S&P's "Global
Framework For Assessing Operational Risk In Structured Finance
Transactions," published on Oct. 9, 2014, the maximum potential
rating on the liabilities is 'AAA'.

Following S&P's analysis of the credit, cash flow, counterparty,
operational, and legal risks, it believes the preliminary ratings
are commensurate with the available credit enhancement for each
class of notes.

  Ratings List

  Class   Prelim.   Prelim. amount    Interest rate*    Sub (%)
          Rating     (mil. EUR)
  -----   -------   --------------    --------------    -------
  X       AAA (sf)      0.69        Three-month EURIBOR   N/A
                                      plus 0.28%
  A1      AAA (sf)    248.00     Three-month EURIBOR   38.00
                                      plus 0.90%
  A2   AA (sf)      40.00     Three-month EURIBOR   28.00
                                      plus 1.50%
  B       A (sf)       26.00        Three-month EURIBOR   21.50
                                      plus 2.40%
  C       BBB (sf)     25.00        Three-month EURIBOR   15.25
                                      plus 3.30%
  D       BB- (sf)     21.00     Three-month EURIBOR   10.00
                                      plus 5.57%
  E       B- (sf)      11.50        Three-month EURIBOR    7.13
                                      plus 7.62%
  Sub Notes   NR       45.10        N/A                    N/A

*The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

EURIBOR--Euro Interbank Offered Rate.
N/A--Not applicable.
NR--Not rated.


DILOSK RMBS 4: DBRS Gives Prov. BB(high) Rating on Class E Notes
----------------------------------------------------------------
DBRS Ratings GmbH assigned the following provisional ratings to the
residential mortgage-backed floating-rate notes to be issued by
Dilosk RMBS No. 4 DAC (the Issuer):

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

DBRS Morningstar does not rate the Class X and Class Z notes.

The rating on the Class A notes addresses the timely payment of
interest and the ultimate payment of principal. The ratings on the
Class B, Class C, Class D, and Class E notes address the timely
payment of interest once most senior and the ultimate repayment of
principal on or before the final maturity date.

RATING RATIONALE

Dilosk RMBS No. 4 DAC (the Issuer) is a bankruptcy-remote
special-purpose vehicle (SPV) incorporated in the Republic of
Ireland. The proceeds of the notes will be used to fund the
purchase of prime and performing Irish buy-to-let (BTL) and
owner-occupied (OO) mortgage loans secured over properties located
in Ireland. The mortgage loans were originated by Dilosk DAC
(Dilosk, the originator and the seller) between 2019 and 2021.

This is the fourth securitization from Dilosk, following Dilosk
RMBS No. 3, which closed in April 2019. The initial mortgage
portfolio consists of EUR 260 million of first-lien mortgage loans
collateralized by owner-occupied and BTL residential properties in
the Republic of Ireland. The mortgages – all originated by Dilosk
DAC – have mostly been granted in the past 1.5 years (i.e., after
the last transaction closed). The transaction will also include a
prefunding period of four months, from closing in January 2021 to
the first payment date in May 2021. In order to mitigate possible
adverse credit mitigations in the overall portfolio, after the
prefunding period, the portfolio will need to adhere to specific
portfolio covenants.

The mortgage loans will be serviced by Link Asset Services in its
role of delegated servicer. DBRS Morningstar reviewed both the
originator and the servicer through a phone update in October 2020
with two separate calls: one on origination with Dilosk and one
with the Link team that manages the Dilosk portfolio. Underwriting
guidelines are in accordance with market practices observed in
Ireland and are subject to the Central Bank of Ireland's
macroprudential mortgage regulations, which specify restrictions on
certain lending criteria.

Liquidity in the transaction is provided by the general reserve
fund, which can be used to pay senior costs and interest on the
rated notes (but also to clear principal deficiency ledger (PDL)
balances). Liquidity for the Class A notes will be further
supported by a liquidity reserve fund, fully funded at closing and
then amortizing in line with the Class A notes. Principal receipts
from loans can be used to support liquidity for the Class A notes
and after the Class A notes have been redeemed in full to support
the liquidity for the most senior class of notes outstanding (but
only after shortfalls are first met from the general reserve fund
and the liquidity reserve for Class A interest).

Credit enhancement for the Class A notes is calculated at 19.5% and
is provided by the subordination of the Class B notes to the Class
Z notes and the reserve funds. Credit enhancement for the Class B
notes is calculated at 11.8% and is provided by the subordination
of the Class C notes to the Class Z notes and the reserve funds.
Credit enhancement for the Class C notes is calculated at 7.3% and
is provided by the subordination of the Class D notes to the Class
Z notes and the reserve funds. Credit enhancement for the Class D
notes is calculated at 5.0% and is provided by the subordination of
the Class E notes to the Class Z notes, and the reserve funds.
Credit enhancement for the Class E notes is calculated at 3.5% and
is provided by the subordination of the Class Z notes and the
reserve funds.

A key structural feature is the provisioning mechanism in the
transaction that is linked to the arrears status of a loan besides
the usual provisioning based on losses. The degree of provisioning
increases with the increase in number of months in arrears status
of a loan. This is positive for the transaction, as provisioning
based on the arrears status traps any excess spread much earlier
for a loan that may ultimately end up in foreclosure.

The Issuer entered into a fixed-to-floating swap agreement with
Natixis that hedges the interest mismatch between the floating rate
paid by the notes and the fixed rate paid by part of the portfolio.
Moreover, to mitigate basis risk on the variable interest portion
of the portfolio, the servicer is contractually obliged to maintain
the SVR rate on the loans at a minimum of the three-month Euribor
plus 3.25% for BTL loans and a minimum of three-month Euribor plus
2.40% for OO loans, subject to such variable interest not being
less than zero.

Payments will be made directly by the borrowers via direct debit
into a collection account held at the BNP Paribas, Dublin Branch,
currently rated AA (low)/Stable, R-1 (middle)/Stable by DBRS
Morningstar. The amounts in the collections account will be
transferred to the Issuer account on the following business day.
DBRS Morningstar's rating of BNP Paribas in its role as Account
Bank is consistent with the threshold for the account bank as
outlined in DBRS Morningstar's "Legal Criteria for European
Structured Finance Transactions" methodology, given the ratings
assigned to the notes.

DBRS Morningstar based its ratings on a review of the following
analytical considerations:

-- The transaction capital structure and form and sufficiency of
available credit enhancement.

-- The credit quality of the mortgage portfolio and the ability of
the servicer to perform collection and resolution activities. DBRS
Morningstar calculated probability of default (PD), loss given
default (LGD), and expected loss outputs on the mortgage portfolio.
The PD, LGD, and expected losses are used as an input into the cash
flow tool. The mortgage portfolio was analyzed in accordance with
DBRS Morningstar's "Master European Residential Mortgage-Backed
Securities Rating Methodology and Jurisdictional Addenda".

-- The ability of the transaction to withstand stressed cash flow
assumptions and repays the Class A, Class B, Class C, Class D, and
Class E notes according to the terms of the transaction documents.
The transaction structure was analyzed using Intex DealMaker.

-- The sovereign rating of A (high)/R-1 (middle) with Stable
trends (as of the date of this press release) of the Republic of
Ireland.

-- The consistency of the legal structure with DBRS Morningstar's
"Legal Criteria for European Structured Finance Transactions"
methodology and the presence of legal opinions addressing the
assignment of the assets to the Issuer.

The Coronavirus Disease (COVID-19) and the resulting isolation
measures have caused an economic contraction, leading to sharp
increases in unemployment rates and income reductions for many
borrowers. DBRS Morningstar anticipates that delinquencies may
continue to increase in the coming months for many structured
finance transactions, some meaningfully. The ratings are based on
additional analysis and adjustments to expected performance as a
result of the global efforts to contain the spread of the
coronavirus.

Notes: All figures are in Euros unless otherwise noted.




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I T A L Y
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DECO 2019-VIVALDI: DBRS Lowers Class D Notes Rating to B(high)
--------------------------------------------------------------
DBRS Ratings GmbH downgraded seven ratings of notes issued by Deco
2019 -Vivaldi S.r.l. and Pietra Nera Uno S.R.L. (collectively, the
Issuers) and confirmed the ratings of two tranches of Pietra Nera
Uno S.R.L., removing the ratings from Under Review with Negative
Implications (UR-Neg.). The ratings are now as follows:

Deco 2019 -Vivaldi S.r.l.:

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

Pietra Nera Uno Srl:

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

The trends of all ratings are now Negative.

With these rating actions, all rating were removed from UR-Neg.,
where they were originally placed on 28 July 2020, following DBRS
Morningstar's analysis of the overall risk exposure of the European
CMBS sector to the Coronavirus Disease (COVID-19) and its resulting
conclusion that retail properties are more at risk and likely to be
affected by the economic fallout of the pandemic than other
property types.

The downgrades follow DBRS Morningstar revising its vacancy
assumptions for the Franciacorta, Palmanova, and Forum Palermo
properties to 12.5%.The Valdichiana property's vacancy rate
assumption was increased to 13.5%, matching the last reported
in-place vacancy. DBRS Morningstar also revised its cap rate
assumption on Forum Palermo to 7.5% from 6.75% to account for
continuing widening yield in the subject property and a lack of
liquidity in the submarket. The confirmations of two junior classes
in Pietra Nera Uno S.r.l. are mainly the result of the scheduled
amortization of all three loans in the transaction.

Deco 2019 -Vivaldi S.r.l. is a securitization of approximately 95%
interest of two refinancing facilities, the Palmanova loan and the
Franciacorta loan, backed by two retail outlet villages located in
Northern Italy and mature in 20241 but can be extended to 2024
using should all three extension options be exercised. The loans
are interest only prior to a permitted change of control, therefore
their aggregate outstanding balance remains unchanged since closing
at EUR 233,935,000. At issuance, the vacancies of Palmanova and
Franciacorta were underwritten at 10% and 8.7% respectively but
DBRS Morningstar increased its vacancy assumptions to 12.5%. The
resulting DBRS Morningstar net cash flow (NCF) for the two loans
are EUR 5.5 million for Palmanova and EUR 11.6 million for
Franciacorta. The resulting DBRS Morningstar property value
assumptions are EUR 78.5 million for Palmanova and EUR 175.0
million for Franciacorta, respectively representing haircuts of
23.5% and 32.0% to the latest published valuations. For DBRS
Morningstar underwriting assumptions at issuance, please refer to
the deal's rating report..

Pietra Nera Uno S.R.L. is an agency securitization of three
floating-rate senior commercial real estate loans (i.e., the
Fashion District loan, the Palermo loan, and the Vanguard loan) and
two pari passu-ranking capital expenditure (capex) facilities. As a
result of scheduled amortization, the outstanding balance has
reduced to EUR 399,002,495 from EUR 403,810,000 and all loans were
extended to 15 May 2021 with two more one-year extension options.
Consistent with the approach taken in Deco 2019- Vivaldi S.r.l.,
DBRS Morningstar increased its vacancy assumptions on Palermo to
12.5% whereas the vacancy of Fashion District loan's vacancy was
kept at 18.6%, which is above the 17.5% vacancy rate in November
2020. Vacancy at the property securing the Valdichiana loan was
increased to 13.5% to reflect the latest reported vacancy. DBRS
Morningstar also revised its cap rate for Forum Palermo to 7.5% as
the asset has seen a value decline since issuance and reflecting
the expected longer recovery of the Southern Italy retail property
market. The resulting DBRS Morningstar NCF for the Palermo and
Valdichiana loans are EUR 11.3 million and EUR 7.5 million,
respectively; their DBRS Morningstar values have dropped to EUR
150.6 million and EUR 107.2 million, respectively. The haircuts on
all loans are around 30%. For DBRS Morningstar underwriting
assumptions at issuance, please refer to the deal's rating report.

As of the November 2020 loan payment date, all loans breached debt
yield covenants and remain in cash trap mode . This is because the
flexible payment arrangements agreed between Blackstone LLP (the
Sponsor) and the tenants have led to a sharp decrease in net
operating income. For the outlet village tenants, the relief
package included the exemption from the payment of any base rent
during the lockdown period (11 March to 18 May 2020) and the
payment of only 50% of the service charges. In Q3 and Q4 2020, the
tenants only needed to pay turnover rent or 50% of base rent if the
former is lower together with 100% of service charges. For tenants
in the Forum Palermo shopping centre, the Sponsor offered rent
discounts, but the offering was only granted to the more severely
affected tenants and it covered only the months of April and May
2020. In return of rent reliefs, the tenants normally need to agree
with the removal of the lease breaks or the extension of the lease
terms. Based on the current covenant calculation and with
reinstated containment measures in Europe, DBRS Morningstar
believes that the cash trap could continue to or beyond Q2 2021.
Nevertheless, all five loans in the two transactions can be
extended by purchasing hedging for the extended period, as a result
DBRS Morningstar does not foresee any difficulties for the
borrowers to extend the loans to 2023 for Pietra Nera Uno S.r.l. or
2024 for Deco 2019 – Vivaldi S.r.l.

COVID-19 CONSIDERATIONS

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

Notes: All figures are in Euros unless otherwise noted.


PRO.GEST SPA: S&P Alters Outlook to Stable & Affirms 'CCC+' ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' issuer credit rating on
Pro.Gest SpA and revised the outlook to stable from negative.

The stable outlook indicates that S&P expects negative free
operating cash flows (FOCF) in 2021 and a gradual ramp-up of
production in Mantova.

Overall, the December 2020 debt refinancing was credit positive.
Pro.Gest used the EUR125 million proceeds of the note issuance to
repay EUR113 million in minibonds and bilateral loans. The
refinancing allowed it to avoid breaching the December 2020
leverage covenants included in the documentation of the minibonds
and bilateral loans, and to extend its debt maturities. The private
placement notes include a leverage cap, but S&P expects Pro.Gest to
have some leeway under this covenant. That said, the new facilities
are more expensive, which will increase Pro.Gest's cash interest
payments. The company intends to raise up to EUR75 million in
additional private placement notes in 2021 to fund its working
capital needs and capital expenditure (capex).

S&P expects the restart of operations at the Mantova mill will
boost revenue and EBITDA margin in the coming years.   Mantova is
the most efficient of Pro.Gest's plants and it forecasts it will
contribute around EUR72 million to group revenue in 2021 and EUR95
million in 2022. The plant has a total capacity of 400,000 tonnes
per year, which would be about 45% of Pro.Gest's total
containerboard capacity. The gradual ramp-up of production at this
plant is forecast to improve Pro.Gest's EBITDA margins to around
18% in 2021 and 20% in 2022. Although our base case includes a
significant contribution from Mantova from 2021 onward, there is
some implementation risk associated with the ramp-up process.

S&P said, "We forecast that FOCF will remain negative in 2020 and
2021.  FOCF for 2020 is estimated to be -EUR21 million, reflecting
weak revenue generation. Average selling prices have been low, and
volumes weak, especially in the second quarter of 2020, due to
lockdowns and social distancing measures. Capex remained high, at
EUR53 million. This includes EUR27 million of payables relating to
investments made in 2019, maintenance capex of around EUR15
million, expansion capex of about EUR7 million, and investments in
Mantova of EUR4 million. In 2021, we expect FOCF losses to increase
to EUR30 million because of high working capital needs of over
EUR40 million as the Mantova plant ramps-up. In addition, Pro.Gest
faces antitrust fine payments of about EUR15 million."

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."

The stable outlook indicates that S&P expects negative FOCF in 2021
and a gradual ramp-up of production in Mantova.

S&P could raise its rating on Pro.Gest if the ramp-up of the
Mantova plant is successful and timely, leading to a sustained
improvement in FOCF generation.

S&P could take a negative rating action if:

-- Pro.Gest seemed likely to suffer a near-term liquidity crisis;
or

-- S&P saw a heightened risk of default in the next 12 months, for
any other reason, such as the possibility of a covenant breach.




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

LSF10 WOLVERINE: S&P Alters Outlook to Stable & Affirms 'B' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on LSF10 Wolverine
Investments SCA to stable from negative and affirmed its 'B' issuer
credit rating.

S&P said, "The stable outlook reflects our forecast that Stark will
continue to increase its EBITDA to EUR280 million-EUR300 million in
fiscal 2021 and potentially above EUR300 million in fiscal 2022 and
generate strong free operating cash flow (FOCF). We expect to
withdraw the ratings on LSF10 Wolverine Investment SCA when its
debts are repaid as part of the takeover transaction."

Resilient operations over the last 12 months will support growth in
fiscal 2021 (ends July 31), notwithstanding the pandemic. Stark
Group operates in the Nordics and Germany, where lockdown measures
have been less restrictive than in other parts of Europe. The
company's distribution network has remained open in throughout the
pandemic because the relevant government authorities consider it
essential. In fiscal 2020, the company delivered 2.5% organic
growth in net sales, adjusted for currency effects and
acquisitions. Stark Group continued to win small and medium-size
business customers, and maintained its focus on better sourcing,
effective pricing, and supporting its own-brand portfolio.

The successful integration of Stark Germany is positive for the
group's scale and margins, and supports our assessment of the group
business risk profile. The company acquired the EUR2 billion German
distribution business of Saint-Gobain in mid-2019, and integrated
it without major setbacks. Germany is the largest and one of the
most stable European construction markets, with high repair,
maintenance, and improvement exposure. The scale of the combined
business, allowing greater buyer power coupled with efficient
sourcing and pricing, has already improved profitability. As such,
Stark Germany's gross margin increased by 60 basis points in fiscal
2020, with room for improvement going forward. From a cost
perspective, the integration is nearing completion, with remaining
integration costs of below EUR1 million, compared with EUR31
million in fiscal 2020. As a result, we arS&P is revising the
business risk profile on Stark to fair from weak.

S&P said, "We expect Stark Group's revenue and earnings will
continue to increase, supported by favorable trends and proactive
management, resulting in higher profitability. Stark Group should
continue to benefit from the shift in consumer behavior, with
consumers now focusing on home improvement due to spending their
vacations at home as a result of the COVID-19 pandemic. We also
believe fiscal policy tools in response to the global recession, as
well as energy efficiency and a sustainability push, leading to
earlier-than-planned renovations, will benefit both the
construction industry and Stark Group. Moreover, we anticipate
margin improvement in our base case, supported by better sourcing,
thanks to the company's greater scale and annual supplier
renegotiations. We also believe other management initiatives, such
as increased pricing practice sophistication, will lead to higher
profitability.

"Strong free cash flow generation and a well-invested real estate
portfolio underpin Stark's credit quality. We forecast significant
FOCF generation under the current capital structure, driven by
improving EBITDA and low capital expenditure (capex) requirements.
We include in our base case about EUR50 million of capex per year,
excluding freehold capex and including EUR15 million-EUR20 million
growth capex, in line with historical levels. Stark Group
implemented a EUR100 million factoring facility, with EUR50 million
expected to be drawn in fiscal 2021. Overall, we assume a modest
working capital outflow in fiscal 2021 (before factoring), given
our expectation of higher activity, high intrayear seasonal working
capital requirements, and an increased focus on working capital,
supported by several initiatives (procurement savings, management
bonus programs, for example). Additionally, Stark's substantial
owned real estate portfolio (valued at approximately EUR900 million
after the sale/leaseback of properties in Sweden) provides
financial flexibility in our view, as it could become a source of
cash in case of need. For example, the company agreed in September
2020 to enter a sale and lease-back operation for 37 branches in
Sweden and used the proceeds (about EUR128 million, or SEK1,410
million) to reimburse fixed-rate notes. In our base case, we assume
Stark Group will preserve the value of its real estate portfolio
with smaller-scale additions and divestments, and that freehold
capex will even out.

"The stable outlook reflects our view of Stark Group's margin
improvement over the past year, leading us to forecast an increase
in its EBITDA to EUR270 million-EUR300 million in fiscal 2021 and
potentially in excess of EUR300 million in fiscal 2022, as well as
strong FOCF.

"The stable outlook also factors in our expectation of the seamless
integration of acquisitions completed to date, and our expectations
that Stark will continue to improve its profitability."

Eventually, the ratings on LSF10 Wolverine Investment SCA will be
withdrawn as part of the take-over transaction by CVC Capital
Partners, when its existing debts are repaid.

S&P could lower the ratings if adjusted leverage increased above
6.5x, or if FOCF weakened significantly. This would most likely
happen if:

-- Adjusted debt increased, for example due to a debt-funded
acquisition or dividend distribution to shareholders; or

-- Stark Group severely underperformed and experienced margin
pressure.

Under the current capital structure, the probability of an upgrade
is limited, given the potentially aggressive financial policy of
Lone Star. S&P could raise the rating if the group posted adjusted
debt to EBITDA sustainably below 5x and funds from operations to
debt consistently above 12%. In addition, an upgrade would also
depend on a commitment to maintain leverage at a level commensurate
with a higher rating.


WINTERFELL FINANCING: S&P Assigns Prelim. 'B' ICR, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' ratings to
Winterfell Financing Sarl (Stark Group) and the proposed senior
secured term loan B (TLB).

The stable outlook reflects its view of the company's improving
profitability, translating into further EBITDA growth and strong
free operating cash flow (FOCF), leading to a reduction in debt to
EBITDA below 6.5x in fiscal 2022.

CVC Capital Partners signed an agreement in January 2020 to acquire
100% of Stark Group.   The financing package includes a EUR1,345
million senior secured seven-year TLB borrowed by Winterfell
Financing Sarl, and a EUR200 million 6.5-year senior secured RCF,
which S&P expects will remain undrawn at the transaction's closing.
The transaction values Stark Group at an enterprise value (EV) of
EUR2.4 billion, with EUR1,010 million of equity, including a EUR450
million shareholder loan that we treat as equity. Overall, the
capital structure remains highly leveraged in S&P's view, and its
financial risk profile continues to reflect the group's
private-equity ownership and potentially aggressive strategy to
maximize shareholder returns over the investment horizon.

Resilient operations over the last 12 months will support growth in
fiscal 2021 (fiscal year ends July 31), notwithstanding the
pandemic.  Stark Group operates in the Nordics and Germany, where
lockdown measures have been less restrictive than in other parts of
Europe. The company's distribution network has remained open
throughout the pandemic because the relevant government authorities
consider it essential. In fiscal 2020, the company delivered 2.5%
organic growth in net sales, adjusted for currency effects and
acquisitions. Stark Group continued to win small and medium sized
business customers, and maintained its focus on better sourcing,
effective pricing, and supporting its own-brand portfolio.

The successful integration of Stark Germany is positive for the
group's scale and margins, and supports our assessment of the group
business risk profile.  The company acquired the EUR2 billion
German distribution business of Saint-Gobain in mid-2019, and
integrated it without major setbacks. Germany is the largest and
one of the most stable European construction markets, with high
repair, maintenance and improvement exposure. The scale of the
combined business, allowing greater buyer power, coupled with
efficient sourcing and pricing, has already led to improved
profitability. As such, Stark Germany's gross margin increased by
60 basis points in fiscal 2020, with room for improvement going
forward. From a cost perspective, the integration is nearing
completion, with remaining integration costs of below EUR1 million,
compared with EUR31 million in fiscal 2020.

S&P said, "We expect Stark Group's revenue and earnings will
continue to increase, supported by favorable trends and proactive
management, resulting in higher profitability.  Stark Group should
continue to benefit from the shift in consumer behavior, with
consumers now focusing on home improvement due to spending their
vacations at home as a result of the COVID-19 pandemic. We also
believe fiscal policy tools in response to the global recession, as
well as energy efficiency and a sustainability push, leading to
earlier-than-planned renovations, will benefit both the
construction industry and Stark Group. Moreover, we anticipate
margin improvement in our base case, supported by better sourcing,
thanks to the company's greater scale and annual supplier
renegotiations. We also believe other management initiatives, such
as increased pricing practice sophistication, will lead to higher
profitability.

"Strong free cash flow generation and a well-invested real estate
portfolio underpin Stark's credit quality.  We forecast significant
FOCF generation, driven by improving EBITDA and low capital
expenditure (capex) requirements. We include in our base case about
EUR50 million of capex per year, excluding freehold capex and
including EUR15 million-EUR20 million growth capex, in line with
historical levels. Stark Group implemented a EUR100 million
factoring facility, with EUR50 million expected to be drawn in
fiscal 2021. Overall, we assume a modest working capital outflow in
fiscal 2021 (before factoring), given our expectation of higher
activity, high intrayear seasonal working capital requirements, and
an increased focus on working capital, supported by several
initiatives (procurement savings, management bonus programs, for
example). Additionally, Stark's substantial owned real estate
portfolio (valued at approximately EUR900 million after the
sale/leaseback of properties in Sweden) provides financial
flexibility in our view, as it could become a source of cash in
case of need. For example, the company agreed in September 2020 to
enter a sale and lease back operation for 37 branches in Sweden and
used the proceeds (about EUR128 million or SEK1,410 million) to
reimburse fixed rate notes. In our base case, we assume Stark Group
will preserve the value of its real estate portfolio with smaller
scale additions and divestments, and that freehold capex will even
out.

"The final ratings will depend on our receipt and satisfactory
review of all final documentation and final terms of the
transaction.   The preliminary ratings should therefore not be
construed as evidence of final ratings. If we do not receive final
documentation within a reasonable time, or if the final
documentation and final terms of the transaction depart from the
materials and terms reviewed, we reserve the right to withdraw or
change the ratings. Potential changes include, but are not limited
to, utilization of the proceeds, maturity, size and conditions of
the facilities, financial and other covenants, security, and
ranking.

"The stable outlook reflects our view of Stark Group's margin
improvement over the past year, leading us to forecast an increase
in its EBITDA to EUR270 million-EUR300 million in fiscal 2021 and
potentially in excess of EUR300 million in fiscal 2022, as well as
strong free operating cash flow (FOCF). This should lead to a
reduction in debt to EBITDA to below 6.5x in fiscal 2022, which we
view as commensurate with the rating.

"The stable outlook also factors in our expectation of the seamless
integration of acquisitions completed to date, and our expectations
that Stark will continue to improve its profitability. Given the
high leverage at closing, we expect initial rating headroom will be
rather limited, and unable to absorb a debt increase."

S&P could lower the ratings if adjusted leverage did not improve
and instead remained above 6.5x in 2022, or if FOCF weakened
significantly. This would most likely happen if:

-- Adjusted debt increased, for example due to a debt-funded
acquisition or dividend distribution to shareholders; or

-- Stark Group severely underperformed and experienced margin
pressure.

The probability of an upgrade over S&P's 12-month outlook horizon
is limited, given the group's high leverage and the potentially
aggressive financial policy of CVC Capital Partners, the new
private-equity sponsor. S&P could raise the rating if the group
posted adjusted debt to EBITDA sustainably below 5x and funds from
operations (FFO) to debt consistently above 12%. In addition, an
upgrade would also depend on a commitment from CVC Capital Partners
to maintain leverage at a level commensurate with a higher rating.




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

BANK MAYSKIY: Bank of Russia Provides Update on Administration
--------------------------------------------------------------
Provisional administrations to manage Bank Mayskiy LLC and Bank
Prohladnyj LLC have revealed that former management and owners of
these credit institutions conducted operations aimed at diverting
assets through lending to borrowers with dubious creditworthiness
or incapable to meet their obligations, and through the assignment
of receivables and sale of property below the market price,
according to the Bank of Russia's Press Service.

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




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

SANTANDER CONSUMO 4: DBRS Gives Prov. BB(low) Rating on E Notes
---------------------------------------------------------------
DBRS Ratings GmbH assigned provisional ratings to the following
series of notes to be issued by FT Santander Consumo 4, (the
Issuer):

-- Series A Notes at AA (sf)
-- Series B Notes at A (high) (sf)
-- Series C Notes at A (low) (sf)
-- Series D Notes at BBB (low) (sf)
-- Series E Notes at BB (low) (sf)

DBRS Morningstar does not rate the Series F notes expected to be
issued in this transaction.

The rating on the Series A Notes addresses the timely payment of
interest and the ultimate repayment of principal by the legal final
maturity date in September 2032. The ratings on the Series B Notes,
Series C Notes, Series D Notes, and Series E Notes address the
ultimate payment of interest and the ultimate repayment of
principal by the legal final maturity date.
DBRS Morningstar based its ratings on a review of the following
analytical considerations:

-- The transaction's capital structure, including form and
sufficiency of available credit enhancement.

-- Credit enhancement levels are sufficient to support DBRS
Morningstar's projected expected net losses under various stress
scenarios.

-- The ability of the transaction to withstand stressed cash flow
assumptions and repay investors according to the terms of the
notes.

-- The seller's, originator's, and servicer's financial strength
and their capabilities with respect to originations, underwriting,
and servicing.

-- The other parties' financial strength with regard to their
respective roles.

-- DBRS Morningstar's operational risk review of Banco Santander,
S.A., which it deemed to be an acceptable servicer.

-- The credit quality, diversification of the collateral, and
historical and projected performance of the portfolio.

-- DBRS Morningstar's current sovereign rating of the Kingdom of
Spain at "A" with a Stable trend.

-- The consistency of the transaction's legal structure with DBRS
Morningstar's "Legal Criteria for European Structured Finance
Transactions" methodology, and the presence of legal opinions that
address the true sale of the assets to the Issuer.

The transaction represents the issuance of Series A Notes, Series B
Notes, Series C Notes, Series D Notes, and Series E Notes backed by
a portfolio of fixed-rate (floating-rate receivables could be
included during the revolving period) receivables related to
consumer loans granted by Banco Santander, S.A (the originator) to
private individuals residing in Spain. The originator will also
service the portfolio. Series F Notes will be issued to fund the
cash reserve.

The transaction includes an 13-month revolving period scheduled to
end in March 2022 (included). During the revolving period, the
originator may offer additional receivables that the Issuer will
purchase provided that eligibility criteria and concentration
limits set out in the transaction documents are satisfied. The
revolving period may end earlier than scheduled if certain events
occur, such as the breach of performance triggers, insolvency of
the originator, or replacement of the servicer.

The transaction allocates payments on a combined interest and
principal priority of payments basis and benefits from an
amortizing cash reserve funded through the subscription proceeds of
the Series F Notes, that represents 2.0% of the rated notes. The
cash reserve can be used to cover senior costs and interest on the
Series A Notes, Series B Notes, Series C Notes, Series D Notes, and
Series E Notes. The cash reserve will be part of the available
funds.

The repayment of the notes will start after the end of the
revolving period on the first principal payment date in June 2022
on a pro rata basis unless certain events such as breach of
performance triggers, insolvency of the servicer, or termination of
the servicer occur. Under these circumstances, the principal
repayment of the notes will become fully sequential, and the switch
is not reversible.

Interest and principal payments on the notes will be made quarterly
on the 18th of March, June, September and December. The Series A
Notes and Series B Notes pay interest indexed to three-month
Euribor whereas the majority of the portfolio pays a fixed-interest
rate (the entire provisional portfolio pays fixed-interest rate).
The interest rate risk arising from the mismatch between the
Issuer's liabilities and the portfolio is hedged through a cap
collateral agreement with an eligible counterparty.

Banco Santander S.A. (Banco Santander) acts as the account bank for
the transaction. Based on the DBRS Morningstar rating of Banco
Santander, the downgrade provisions outlined in the transaction
documents, and structural mitigants inherent in the transaction
structure, DBRS Morningstar considers the risk arising from the
exposure to Banco Santander to be consistent with the rating
assigned to the Notes, as described in DBRS Morningstar's "Legal
Criteria for European Structured Finance Transactions"
methodology.

DBRS Morningstar analyzed the transaction structure in Intex
DealMaker, considering the default rates at which the notes did not
return all specified cash flows.

The provisional ratings are based on information provided to DBRS
Morningstar by the Issuer and by its agents as of the date of this
press release. The ratings can be finalized upon review of final
information, data, legal opinions, and the executed version of the
governing transaction documents. To the extent that the information
or the documents provided to DBRS Morningstar as of this date
differ from the final information, DBRS Morningstar may assign
different final ratings to the notes.

The Coronavirus Disease (COVID-19) and the resulting isolation
measures have caused an economic contraction, leading to sharp
increases in unemployment rates and income reductions for many
borrowers. DBRS Morningstar anticipates that delinquencies may
arise in the coming months for many ABS transactions, some
meaningfully. The ratings are based on additional analysis and
adjustments to expected performance as a result of the global
efforts to contain the spread of the coronavirus. For this
transaction DBRS Morningstar assumed a moderate decline in the
expected recovery rate.

Notes: All figures are in Euros unless otherwise noted.


TDA IBERCAJA 6: S&P Raises Class D Notes Rating to 'BB-(sf)'
------------------------------------------------------------
S&P Global Ratings raised its credit ratings on TDA Ibercaja 6's
class B, C, and D notes to 'AA (sf)', 'A+ (sf)', and 'BB- (sf)'
from 'AA- (sf)', 'A (sf)', and 'B+ (sf)', respectively. At the same
time, S&P has affirmed its 'AAA (sf)' rating on the class A notes.

The rating actions follow the implementation of S&P's revised
criteria and assumptions for assessing pools of Spanish residential
loans. They also reflect its full analysis of the most recent
information that we have received and the transaction's current
structural features.

S&P said, "Upon revising our Spanish RMBS criteria, we placed our
ratings on the class B, C, and D notes under criteria observation.
Following our review of the transaction's performance and the
application of our updated criteria for rating Spanish RMBS
transactions, the ratings are no longer under criteria
observation.

"Our weighted-average foreclosure frequency (WAFF) assumptions have
decreased due to the calculation of the effective loan-to-value
(LTV) ratio, which is based on 80% original LTV (OLTV) and 20%
current LTV (CLTV). Under our previous criteria, we used only the
OLTV. Our WAFF assumptions also declined because of the
transaction's decrease in arrears. In addition, our
weighted-average loss severity (WALS) assumptions have decreased,
due to the lower CLTV and lower market value declines. The
reduction in our WALS is partially offset by the increase in our
foreclosure cost assumptions."

  Table 1

  Credit Analysis Results

  Rating    WAFF (%)    WALS (%)   Credit coverage (%)
   AAA      13.80       16.17      2.23
   AA        9.58       13.48      1.29
   A         7.45        9.04      0.67
   BBB       5.75        6.99      0.40
   BB        3.93        5.68      0.22
   B         2.66        4.59       0.12

WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.
Loan-level arrears stand at 1.45%, and they have started
stabilizing from their peak in April 2020, at 2.50%. Overall
delinquencies remain well below its Spanish RMBS index.

Cumulative defaults, defined as loans in arrears for a period equal
to or greater than 18 months, represent 3.53% of the closing pool
balance. The first interest deferral trigger is for class D, and it
is not at risk of being breached because it is defined at 5%, and
S&P does not expect that this level will be reached in the near
term.

S&P said, "Our analysis also considers the transaction's
sensitivity to the potential repercussions of the coronavirus
outbreak. Of the pool, only 1.97% of loans are on payment holidays
under the Spanish sectorial moratorium schemes, and the proportion
of loans with either legal or sectorial payment holidays has
remained low. The government announced it will approve a new
payment holiday scheme available until March 31, 2021, where the
payment holidays could last up to three months. In our analysis, we
considered the potential impact of this extension and the liquidity
risk the payment holidays could present should they become arrears
in the future.

"Our operational, rating above the sovereign, and legal risk
analyses remain unchanged since our last review. Therefore, the
ratings assigned are not capped by any of these criteria."

The servicer, Ibercaja Banco S.A., has a standardized, integrated,
and centralized servicing platform. It is a servicer for many
Spanish RMBS transactions, and its transactions' historical
performance has outperformed our Spanish RMBS index.

The swap counterparty is Banco Santander S.A. Considering the
remedial actions defined in the swap counterparty agreement, which
are not in line with our counterparty criteria, the maximum rating
the notes can achieve in this transaction is 'A+ (sf)', the
resolution counterparty rating (RCR) on the swap counterparty,
unless S&P delink its ratings on this transaction from the
counterparty.

Although the notes are amortizing on a pro rata basis, the
available credit enhancement for all classes of notes has increased
since S&P's previous reviews due to the nonamortizing reserve
fund.

S&P said, "Our analysis indicates that the credit enhancement
available for class A is still commensurate with our 'AAA' rating.
We have therefore affirmed our 'AAA (sf)' rating on this class of
notes. Our rating on class A is delinked from our long-term RCR on
the swap provider because it passes 'AAA' credit and cash flow
stresses in runs in which we did not give credit to the swap
contract.

"We have raised to 'AA (sf)' and 'A+ (sf)' from 'AA- (sf)' and 'A
(sf)' our ratings on the class B and C notes, respectively. These
notes could withstand stresses at a higher rating than the current
ratings assigned. However, we have limited our upgrades based on
their overall credit enhancement and position in the waterfall, the
deterioration in the macroeconomic environment, and the risk that
payment holidays could become arrears in the future. Our ratings on
the class B and C notes are delinked from our long-term RCR on the
swap provider because they pass their current rating credit and
cash flow stresses in runs in which we did not give credit to the
swap contract.

"We have raised to 'BB- (sf)' from 'B+ (sf)' our rating on the
class D notes. After the application of the new criteria, these
notes could withstand stresses at a higher rating than 'BB-';
however, the note is the most junior note and is less likely to be
able to withstand possible future performance volatility. We have
therefore limited our upgrade based on the notes' overall credit
enhancement and position in the waterfall, the deterioration in the
macroeconomic environment, and the risk that payment holidays could
become arrears in the future. Our rating on class D is linked to
our long-term issuer credit rating on the servicer, Ibercaja Banco
(BB+/Negative/B), because this tranche's available credit
enhancement is commensurate with the stresses we apply at these
rating levels, excluding the application of a commingling loss."

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."




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

BONMARCHE: Administrators Complete Sale of Business to Purepay
--------------------------------------------------------------
Consultancy.uk reports that in late 2020, fashion retailer
Bonmarche fell into administration for the second time in 14
months, placing 1,500 jobs at risk.

Now, joint administrators from RSM have announced that they have
completed the company's sale to Purepay Retail, which is backed by
an international investor consortium, Consultancy.uk discloses.

Bonmarche is a clothing retailer based in Wakefield, West
Yorkshire.  The business was founded in 1982, and quickly grew into
a chain of over 200 stores, a huge headquarters at Grange Moor,
with a turnover of more than GBP200 million.

However, as is an all-too-familiar recurring theme in the global
retail scene, the once strong brand suffered a swift decline
following its purchase by private equity partners (in January 2012,
the business was purchased by private equity group Sun European
Partners) keen to turn a rapid profit on their investment,
Consultancy.uk recounts.

Despite a series of rescue bids, it was placed into administration
in October 2019, with FRP Advisory overseeing that process,
Consultancy.uk notes.  That particular administration only supplied
the retailer with a temporary reprieve, and less than two years
later, RSM Restructuring Advisory was installed as administrator to
BM Retail -- which operates the Bonmarche brand from 225 stores in
the UK -- at the end of November, Consultancy.uk states.  While no
redundancies or store closures were made immediately,
administrators launched an urgent sales process for the business,
Consultancy.uk relays.

Joint administrators Damian Webb and Gordon Thomson have now
announced the completion of the sale of the businesses to private
equity-backed Purepay Retail, Consultancy.uk discloses.

According to Consultancy.uk, the deal brokered by RSM sees Purepay
acquire all the remaining stock of the company, as well as the head
office site and distribution centre in Wakefield, while securing
around 531 of Bonmarche's jobs.

Purepay will operate 72 stores under license, and 387 store staff
will transfer to the acquirer, alongside all 51 head office and 93
distribution centre staff, Consultancy.uk states.

The remaining 148 Bonmarche stores are currently closed in line
with Government legislation and the administrators are reviewing
all options for these sites prior to the lifting of the Government
lockdown, according to Consultancy.uk.


CAJAMAR PYME 2: DBRS Confirms CC Rating on Series B Notes
---------------------------------------------------------
DBRS Ratings GmbH confirmed its AA (high) (sf) rating on the Series
A Notes and confirmed its CC (sf) rating on the Series B Notes,
issued by IM BCC Cajamar PYME 2, FT (the Issuer).

The rating on the Series A Notes addresses the timely payment of
interest and the ultimate payment of principal on or before the
legal final maturity date in June 2057. The rating on the Series B
Notes addresses the ultimate payment of interest and principal on
or before the legal final maturity date.

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

-- The portfolio performance, in terms of level of delinquencies
and defaults, as of the December 2020 payment date.

-- The one-year base case probability of default (PD) and default
and recovery rates on the receivables.

-- The current available credit enhancement to the rated notes to
cover the expected losses assumed in line with their respective
rating levels.

-- The current economic environment and an assessment of
sustainable performance, as a result of the Coronavirus Disease
(COVID-19) pandemic.

The Issuer is a cash flow securitization collateralized by a
portfolio of term loans originated by Cajamar Caja Rural, Sociedad
Cooperativa de Credito (Cajamar, also the Servicer) to small and
medium-size enterprises (SMEs) and self-employed individuals based
in Spain.

PORTFOLIO PERFORMANCE

The portfolio is performing within DBRS Morningstar's expectations.
As of 30 November 2020, the portfolio consisted of 4,272 loans with
an aggregated principal balance of EUR 254.3 million. The
cumulative defaults were at 1.1% and the 90+ delinquency ratio
decreased to 0.6% from 1.7% a year ago.

PORTFOLIO ASSUMPTIONS AND KEY DRIVERS

DBRS Morningstar maintained the portfolio's one-year base case PD
assumption at 2.2% for standard loans and 7.2% for refinanced
loans, prior to coronavirus-related adjustments. DBRS Morningstar
conducted a loan-by-loan analysis on the remaining pool and updated
its PD and recovery assumptions to 32.9% and 55.5%, respectively,
at the B (sf) rating level.

CREDIT ENHANCEMENT

The credit enhancement available to all rated notes continues to
increase as the transaction deleverages. As of the December 2020
payment date, the credit enhancement available to the Series A
Notes and Series B Notes was 106.2% and 11.8%, respectively, up
from 75.3% and 8.4%, respectively, last year.

The transaction benefits from a EUR 30.0 million reserve fund,
available to cover missed interest on the Series A Notes, and once
the Series A Notes are fully paid, interest on the Series B Notes
throughout the life of the deal. The reserve fund cannot be
amortized during the life of the transaction and will be
replenished up to its required/initial level of EUR 30.0 million on
each payment date if it was used by the special-purpose vehicle on
previous payment dates.

Banco Santander SA (Santander) acts as the account bank for the
transaction. Based on the account bank reference rating of
Santander of A (high), which is one notch below the DBRS
Morningstar Long-Term Critical Obligations Rating (COR) of AA
(low), the downgrade provisions outlined in the transaction
documents, and other mitigating factors inherent in the transaction
structure, DBRS Morningstar considers the risk arising from the
exposure to the account bank to be consistent with the rating
assigned to the Series A Notes, as described in DBRS Morningstar's
"Legal Criteria for European Structured Finance Transactions"
methodology.

DBRS Morningstar analyzed the transaction structure in its
proprietary Excel-based cash flow engine.

The Coronavirus Disease (COVID-19) and the resulting isolation
measures have caused an economic contraction, leading to sharp
increases in unemployment rates and income reductions for many
borrowers. DBRS Morningstar anticipates that payment holidays and
delinquencies may continue to increase in the coming months for
many SME transactions, some meaningfully. The ratings are based on
additional analysis and adjustments to expected performance as a
result of the global efforts to contain the spread of the
coronavirus.

For this transaction, DBRS Morningstar increased the expected
default rate on receivables granted to obligors operating in
certain industries based on their perceived exposure to the adverse
disruptions of the coronavirus. As per DBRS Morningstar's
assessment, 5.0% and 35.0% of the outstanding portfolio balance
represented industries classified in mid-high and high-risk
economic sectors, respectively, which led to the underlying
one-year PDs to be multiplied by 1.5 and 2.0 times, respectively,
as per DBRS Morningstar "European Structured Credit Transactions'
Risk Exposure to Coronavirus (COVID-19) Effect" commentary,
released on May 18, 2020, where DBRS Morningstar discussed the
overall risk exposure of the SME sector to the coronavirus and
provided a framework for identifying the transactions that are more
at risk and likely to be affected by the fallout of the pandemic on
the economy.

Additionally, DBRS Morningstar conducted additional sensitivity
analysis to determine that the transaction benefits from sufficient
liquidity support to withstand high levels of payment holidays in
the portfolio. As of November 2020, only 0.5% of the collateral
balance had been granted payment moratoria.

Notes: All figures are in Euros unless otherwise noted.


CURIOUS DRINKS: Chapel Down to Put Business Into Administration
---------------------------------------------------------------
Lisa Riley at Harpers.co.uk reports that Chapel Down is to dispose
of its Curious Drinks business to a NewCo, established by private
equity firm Risk Capital Partners (RCP).

According to Harpers.co.uk, subject to the granting of HM Revenue &
Customs licenses to RCP, Chapel Down said it intended to place
Curious Drinks into administration, following which RCP will
acquire the business and assets from the administrators.  

The decision followed a strategic review by the Board undertaken as
a consequence of the effects of the Covid-19 pandemic on the
hospitality industry, said the English winemaker, Harpers.co.uk
notes.

As disclosed in Chapel Down's interim results, with 90% of its beer
sold to the on-trade, Curious Drinks had been "significantly
impacted" by the shuttering of the hospitality sector,
Harpers.co.uk states.

Subject to completion of the disposal occurring, the company said
it would offer all registered Curious shareholders the opportunity
to convert their shares in Curious into shares in Chapel Down,
Harpers.co.uk relates.


GEMGARTO 2021-1: DBRS Gives Prov. BB (low) Rating on Class X Notes
------------------------------------------------------------------
DBRS Ratings Limited assigned provisional ratings to the following
classes of notes to be issued by Gemgarto 2021-1 plc (GMG21-1 or
the Issuer):

-- Class A Notes at AAA (sf)
-- Class B Notes at AA (low) (sf)
-- Class C Notes at A (low) (sf)
-- Class D Notes at BBB (high) (sf)
-- Class X Notes at BB (low) (sf)

The provisional rating on the Class A Notes addresses the timely
payment of interest and the ultimate repayment of principal on or
before the Final Maturity Date. The provisional ratings on the
Class B, Class C, and Class D notes address the timely payment of
interest once most senior and the ultimate repayment of principal
on or before the Final Maturity Date. The provisional rating on the
Class X Notes addresses the ultimate payment of interest and
repayment of principal by the Final Maturity Date. DBRS Morningstar
does not rate the Class E or Class Z notes.

GMG21-1 is a securitization collateralized by a portfolio of
owner-occupied (OO) residential mortgage loans granted by
Kensington Mortgage Company Limited (KMC) in England, Wales, and
Scotland.

The Issuer is expected to issue five tranches of collateralized
mortgage-backed securities (Class A to Class E notes) to finance
the purchase of the initial portfolio. Additionally, GMG21-1 is
expected to issue two classes of noncollateralized notes, the Class
X and Class Z notes, whose proceeds will be used to fund the
General Reserve Fund (GRF) and to cover initial costs and expenses.
The Class X Notes will primarily amortize using revenue funds;
however, if the excess spread is insufficient to fully redeem the
Class X Notes, principal funds will be used to amortize the Class X
Notes in priority to the Class E Notes.

The transaction structure will include a four-year replenishment
period. During this time, principal receipts can be applied to
purchase further mortgage loans, subject to certain conditions
precedent (the Additional Loan Criteria), once there are sufficient
principal funds to amortize the Class A Notes to the target
notional amount.

The GRF, expected to be funded at closing with GBP [•], will be
available to provide liquidity and credit support to the Class A to
Class D notes. From the first payment date onwards, the required
GRF balance will be [2.0%] of the balance of the Class A to Class E
notes. If the GRF balance falls below [1.5%] of the Class A to
Class E notes' balance, principal available funds will be used to
fund the Liquidity Reserve Fund (LRF), which will be
available to cover interest shortfalls on the Class A and Class B
notes, as well as senior items on the Pre-Enforcement Revenue
Priority of Payment (RPoP). The availability of the LRF for paying
interest on the Class B Notes is subject to a 10% principal
deficiency ledger condition.

As of December 31, 2020, the portfolio consisted of 2,826 loans
with an aggregate principal balance of GBP 476.5 million. Some of
these loans (30.3%) in the initial portfolio are currently
securitized under the Finsbury Square 2018-1 (FSQ 18-1) transaction
and are expected to be included in the closing portfolio prior to
the call of FSQ 18-1. The mortgage loans in the asset portfolio are
all classified as owner-occupied and are secured by a first-ranking
mortgage right.

The provisional portfolio contains 4.6% interest-only and part and
part loans, and 42.9% of the loans were granted to self-employed
borrowers. Furthermore, loans with prior County Court Judgements
(CCJs) comprise 11.6% of the mortgage pool and 13.2% of the loans
were granted under the Help-to-Buy (HTB) scheme. All of these loans
have at least three years of clean credit history in terms of CCJs,
defaults, IVAs and bankruptcies. As of the cut-off date, loans in
arrears between one and three months represent 1.8% of the
outstanding principal balance of the portfolio; no loans were three
months or more in arrears.

The majority of the initial portfolio (88.4%) are loans that pay a
fixed rate of interest for a teaser period of between two and five
years before they will change to a floating rate. After having
switched, the majority of these loans will be linked to three-month
Libor with a small portion of loans switching to the Kensington
Standard Rate (KSR). The remaining 11.6% of the portfolio balance
are floating-rate loans that have already switched from their
initial fixed-rate period in the past and are indexed to
three-month Libor. The notes are all floating rate linked to
Sterling Overnight Index Average (Sonia). Interest rate risk is
expected to be hedged through an interest rate swap.

The Issuer is expected to enter into a fixed-floating swap with BNP
Paribas, London Branch (BNP London) to mitigate the fixed-interest
rate risk from the mortgage loans and Sonia payable on the notes.
Based on the DBRS Morningstar private rating of BNP London, the
downgrade provisions outlined in the documents, and the transaction
structural mitigants, DBRS Morningstar considers the risk arising
from the exposure to BNP London to be consistent with the ratings
assigned to the rated notes as described in DBRS Morningstar's
"Derivative Criteria for European Structured Finance Transactions"
methodology.

Citibank, N.A., London Branch (Citibank London) will hold the
Issuer's transaction account, the GRF, the LRF, and the swap
collateral account. Based on the DBRS Morningstar private rating of
Citibank London, the downgrade provisions outlined in the
documents, and the transaction structural mitigants, DBRS
Morningstar considers the risk arising from the exposure to
Citibank London to be consistent with the ratings assigned to the
rated notes as described in DBRS Morningstar's "Legal Criteria for
European Structured Finance Transactions" methodology.

DBRS Morningstar based its ratings on a review of the following
analytical considerations:

-- The transaction's capital structure and form and sufficiency of
available credit enhancement.

-- The credit quality of the mortgage portfolio and the ability of
the servicer to perform collection and resolution activities. DBRS
Morningstar calculated probability of default (PD), loss given
default (LGD), and expected loss (EL) outputs on the mortgage
portfolio, which are used as inputs into the cash flow tool. The
mortgage portfolio was analyzed in accordance with DBRS
Morningstar's "European RMBS Insight: UK Addendum".

-- The ability of the transaction to withstand stressed cash flow
assumptions and repay the Class A, Class B, Class C, Class D, and
Class X notes according to the terms of the transaction documents.
The transaction structure was analyzed using Intex DealMaker,
considering the default rates at which the rated notes did not
return all specified cash flows.

-- The structural mitigants in place to avoid potential payment
disruptions caused by operational risk, such as a downgrade, and
replacement language in the transaction documents.

-- DBRS Morningstar's sovereign rating on the United Kingdom of
Great Britain and Northern Ireland at AA (high) with a Stable trend
as of the date of this report

-- The consistency of the transaction's legal structure with DBRS
Morningstar's "Legal Criteria for European Structured Finance
Transactions" methodology and presence of legal opinions addressing
the assignment of the assets to the issuer.

The Coronavirus Disease (COVID-19) and the resulting isolation
measures have caused an economic contraction, leading to sharp
increases in unemployment rates and income reductions for many
borrowers. DBRS Morningstar anticipates that delinquencies may
continue to increase in the coming months for many structured
finance transactions, some meaningfully. The ratings are based on
additional analysis and, where appropriate, additional stresses to
expected performance as a result of the global efforts to contain
the spread of the coronavirus.

ESG CONSIDERATIONS

The GMG21-1 portfolio includes 13.2% of loans granted within the
HTB government scheme, which provides financial support for
first-time buyers to access property with a minimum deposit of 5%.
DBRS Morningstar deems the HTB government scheme to be a social ESG
factor (social impact of products and services). The presence of
HTB loans has had a credit negative impact on DBRS Morningstar's
rating analysis but ultimately did not change the rating assigned
to the notes. Furthermore, the portfolio includes a small portion
of Right-to-Buy (RTB) loans (1.0%). The RTB scheme allows most
council tenants to buy their council homes at a discount and DBRS
Morningstar deems the scheme to be a social ESG factor (social
impact of products and services). However, the presence of RTB
loans in the pool did not affect DBRS Morningstar's analysis due to
the small contribution to the securitized portfolio.
In early 2020, KMC began offering mortgages under the "eKo"
Cashback product. The transaction includes 1.0% of loans relating
to the "eKo" Cashback Mortgage product, which rewards customers
with a GBP 1,000 cashback if they improve their energy efficiency
Energy Performance Certificate (EPC) rating by 10 Standard
Assessment Points (SAP) within 18 months of their mortgage
completion date. Both EPC and SAP are internationally recognized
standards for certification of energy efficiency. KMC thereby
contributes to improving the energy efficiency of homes and hence
DBRS Morningstar deems these loans to be an environmental ESG
factor (Carbon and CHG). However, the presence of the "eKo" product
did not affect DBRS Morningstar's rating analysis.

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


NEWDAY FUNDING 2021-1: DBRS Gives Prov. B(high) Rating on F Notes
-----------------------------------------------------------------
DBRS Ratings Limited assigned provisional ratings of AAA (sf), AAA
(sf), AA (sf), A (low) (sf), BBB (low) (sf), BB (low) (sf), and B
(high) (sf) to the Class A1, Class A2, Class B, Class C, Class D,
Class E, and Class F Notes of Series 2021-1 (collectively, the
Notes) to be issued by NewDay Funding Master Issuer plc (the
Issuer).

The ratings address the timely payment of scheduled interest and
the ultimate repayment of principal by the relevant legal final
maturity dates.

The provisional ratings are based on information provided to DBRS
Morningstar by the Issuer and its agents as of the date of this
press release. The ratings can be finalized upon review of final
information, data, legal opinions, and the executed version of the
governing transaction documents. To the extent that the information
or the documents provided to DBRS Morningstar as of this date
differ from the final information, DBRS Morningstar may assign
different final ratings to the Notes.

The Notes are backed by a portfolio of own-branded credit cards
granted by NewDay Cards, the originator, to individuals domiciled
in the UK.

The ratings are based on the following analytical considerations:

-- The transactions' capital structure, including form and
sufficiency of available credit enhancement to support DBRS
Morningstar's revised expectation of charge-off, principal payment,
and yield rates under various stress scenarios.

-- The ability of the transactions to withstand stressed cash flow
assumptions and repay the Notes.

-- The originator's capabilities with respect to originations,
underwriting, and servicing.

-- An operational risk review of the originator, which DBRS
Morningstar deems to be an acceptable servicer.

-- The transaction parties' financial strength regarding their
respective roles.

-- The credit quality, diversification of the collateral, and
historical and projected performance of the securitized portfolio.

-- DBRS Morningstar's sovereign rating of the United Kingdom of
Great Britain and Northern Ireland at AA (high) with a Stable
trend.

-- The consistency of the transactions' legal structure with DBRS
Morningstar's "Legal Criteria for European Structured Finance
Transactions" methodology.

TRANSACTION STRUCTURE

The Notes are to be issued out of a newly established NewDay
Funding Master Issuer as part of the NewDay Funding-related master
issuance structure, where all series of notes are supported by the
same pool of receivables and generally issued under the same
requirements regarding servicing, amortization events, priority of
distributions, and eligible investments.

The transaction includes a scheduled revolving period. During this
period, additional receivables may be purchased and transferred to
the securitized pool, provided that the eligibility criteria set
out in the transaction documents are satisfied. The revolving
period may end earlier than scheduled if certain events occur, such
as the breach of performance triggers or servicer termination. The
scheduled revolving period may be extended by the servicer by up to
12 months. If the Notes are not fully redeemed at the end of the
respective scheduled revolving periods, the transaction enters into
a rapid amortization.

As the Class A2 Notes are denominated in U.S. dollars (USD), there
is a balance guaranteed, cross-currency swap to hedge the currency
and interest rate risk between the British pound sterling (GBP)
denominated receivables and the USD-based Class A2 Notes. For the
GBP-denominated classes of the Notes, which carry floating-rate
coupons based on the rate of Daily Compounding Sterling Overnight
Index Average (Sonia), the interest rate mismatch risk arising from
the fixed-interest rate collateral is mitigated to a degree by the
excess spread in the transaction and considered in DBRS
Morningstar's cash flow analysis.

The transaction includes a series-specific liquidity reserve that
is available to cover the shortfalls in senior expenses, swap costs
if applicable and interests on the Class A, Class B, Class C, and
Class D Notes and would amortize down to a floor amount of GBP
250,000.

COUNTERPARTIES

HSBC Bank plc is the account bank and swap collateral account bank
for the transactions. Based on DBRS Morningstar's private rating of
HSBC Bank and the downgrade provisions outlined in the transaction
documents, DBRS Morningstar considers the risk arising from the
exposure to the account bank and swap collateral account bank to be
commensurate with the ratings assigned.

Banco Santander S.A., London Branch is the swap counterparty for
the Class A2 swap. DBRS Morningstar has a Long-Term Issuer Debt
rating of A (high) on Banco Santander S.A., which meets its
criteria to act in such capacity. The swap documentation also
contains downgrade provisions consistent with DBRS Morningstar's
criteria.

PORTFOLIO ASSUMPTIONS AND COVID-19 CONSIDERATIONS

The Coronavirus Disease (COVID-19) and the resulting isolation
measures have caused an economic contraction, leading to increases
in unemployment rates and adverse financial impact on many
borrowers. DBRS Morningstar anticipates that delinquencies could
continue to rise, and payment and yield rates could remain subdued
in the coming months for many credit card portfolios. The ratings
are based on additional analysis and adjustments to expected
performance as a result of the global efforts to contain the spread
of the coronavirus.

The most recent December 2020 servicer report of the securitized
portfolio shows an improved total payment rate of 12.9% including
the interest collections after reaching a record low level of 10.4%
in April 2020 due to the impact of the coronavirus. The payment
rates appear to have stabilized but remain slightly below
historical levels. After removing the interest collections, the
estimated monthly principal payment rates (MPPRs) of the
securitized portfolio have been stable above 8%. Based on the
analysis of historical data, macroeconomic factors, and the
portfolio-specific coronavirus adjustments, DBRS Morningstar
maintains the expected MPPR at 8%.

Similarly, the portfolio yield is largely stable over the reported
period until March 2020. The most recent performance in December
2020 shows a total yield of 27.5%, increased from the record low of
26.5% in May 2020 because of higher delinquencies and the
forbearance measures of payment holiday and payment freeze offered.
Based on the observed trend and the potential yield compression
because of the forbearance measures, in November 2020, DBRS
Morningstar revised the expected yield down to 24.5% from 28%.

The reported historical charge-off rates had been high but stable
at approximately 16% until March 2020. The most recent performance
in December 2020 showed a historical low annualized charge-off rate
of 8.7%, after reaching a record high of 17.6% in April 2020. Based
on the analysis of delinquency trends, macroeconomic factors, and
the portfolio-specific adjustment because of the impact of
coronavirus, in November 2020, DBRS Morningstar revised the
expected charge-off rate upward to 18% from 16%.

DBRS Morningstar also elected to stress the asset performance
deterioration over a longer period for the Notes rated below
investment grade in accordance with its "Rating European Consumer
and Commercial Asset-Backed Securitizations" methodology.

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


NOBLE CORP: Akin Gump Advises Noteholders on Restructuring
----------------------------------------------------------
Akin Gump has acted as English law and international anti-trust
counsel to an ad hoc group of priority guaranteed noteholders in
relation to the financial restructuring of U.K. offshore drilling
contractor Noble Corporation plc's. $4 billion of debt. The
restructuring closed on February 05, 2021.

In July 2020, Noble Corp. and certain of its subsidiaries filed for
bankruptcy in the Southern District of Texas, with a restructuring
support agreement backed by the company's major creditors,
including the ad hoc group of priority guaranteed noteholders.

The restructuring reduces the company's debt from approximately $4
billion to less than $450 million and includes a debt for equity
swap, new debt issuances, corporate and tax reorganization and
merger control approvals implemented via joint Chapter 11 cases and
concurrent cross-border implementation steps.

Akin Gump worked alongside Kramer Levin Naftalis & Frankel LLP in
New York to advise the ad hoc group of priority guaranteed
noteholders in connection with the restructuring. Ducera Partners
LLC acted as financial advisor.

The Akin Gump team was led by London financial restructuring
partner James Terry with financial restructuring counsel Jakeob
Brown. They were supported by competition partner Davina Garrod and
counsel Sebastian Casselbrant-Multala, tax partners Stuart Sinclair
and Sophie Donnithorne-Tait and tax counsel Serena Lee,
international trade partner Jasper Helder and corporate partner
Vance Chapman and senior counsel Tony Barnes.

Akin Gump Strauss Hauer & Feld LLP is a leading international law
firm with more than 900 lawyers in offices throughout the United
States, Europe, Asia and the Middle East.

                     About Noble Corporation

Noble Corporation plc -- http://www.noblecorp.com/-- is an
offshore drilling contractor for the oil and gas industry.  It
provides contract drilling services to the international oil and
gas industry with its global fleet of mobile offshore drilling
units. Noble Corporation focuses on a balanced, high-specification
fleet of floating and jackup rigs and the deployment of its
drilling rigs in oil and gas basins around the world.

On July 31, 2020, Noble Corporation and its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Lead Case No. 20-33826).  Richard B. Barker,
chief financial officer, signed the petitions.  Debtors disclosed
total assets of $7,261,099,000 and total liabilities of
$4,664,567,000 as of March 31, 2020.

Judge Marvin Isgur oversees the cases.

The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP and
Porter Hedges LLP as legal counsel, AlixPartners, LLP as financial
advisor, and Evercore Group LLC as investment banker.  Epiq
Corporate Restructuring, LLC is the claims and noticing agent.


ROLLS-ROYCE & PARTNERS: Fitch Cuts LongTerm IDR to BB-, Outlook Neg
-------------------------------------------------------------------
Fitch Ratings has downgraded Rolls-Royce & Partners Finance
Limited's (RRPF) Long-Term Issuer Default Rating (IDR) to 'BB-'
from 'BB+'. The Outlook is Negative. At the same time, Fitch has
affirmed RRPF's Short-Term IDR at 'B' and RRPF's and RRPF Engine
Leasing Limited's senior secured debt long-term rating at 'BBB-'.

The rating actions follow the downgrade of Rolls-Royce plc (RR) to
'BB-' from 'BB+' on February 2, 2021. The Negative Outlook on
RRPF's Long-Term IDR mirrors that on RR's IDR.

RRPF is a joint-venture (JV) between UK-based RR and US-based
leasing group GATX Corporation (not rated). Established in 1989,
RRPF specialises in the leasing of spare aircraft engines (largely
from RR) to around 60 airlines globally. RRPF is the world's
largest lessor of RR engines, which comprise 90% of RRPF's leases
(including narrow-body). Consequently, RRPF's business model and
franchise have strong links with RR. In Fitch's view, RRPF is
important for RR's core civil aerospace business segment and
aftermarket product offering. While the shareholder structure could
complicate the provision of support, a shareholder agreement is in
place to govern potential conflicts between JV partners.

RRPF Engine Leasing Limited is a fully-owned UK-domiciled
subsidiary of RRPF. RRPF has provided an unconditional and
irrevocable guarantee on the notes issued by RRPF Engine Leasing
Limited.

KEY RATING DRIVERS

IDRs

The downgrade of RRPF's Long-Term IDR principally reflects the
downgrade of its 50% owner, RR. RRPF's Long-Term IDR is based on
Fitch's assessment of the company's standalone creditworthiness,
which is constrained by the strong correlation between RR's and
RRPF's risk profiles, including a cross-default clause in RRPF's
bond documentation. Fitch believes that RR's propensity to support
RRPF is high, but its ability to do so is constrained by its own
rating, resulting in Fitch's support assessment being a notch below
RRPF's (and RR's) Long-Term IDR.

Cross-default Clause: RRPF's debt includes a clause resulting in an
event of default on all of RRPF's debt in case an event of default
is triggered on RR's debt. Specifically, should RR's borrowings (in
excess of GBP150 million or 2% of RR's consolidated net worth) be
subject to acceleration (as a result of an event of default at RR
having been triggered), it would trigger an event of default at
RRPF and give noteholders the option to declare all outstanding
notes to be immediately due and payable. As this applies to all of
RRPF's debt, in Fitch's view this results in a strong correlation
between RR's and RRPF's default probabilities and constrains RRPF's
Long-Term IDR.

Solid Standalone Profile: Strong and predictable profitability,
contained leverage, a long-dated funding profile, a sound record of
stable utilisation rates and of profitable asset disposal underpin
RRPF's standalone assessment. The assessment also reflects the
monoline nature of RRPF's business model, revenue concentration by
lessees and the overall modest size and cyclicality of the spare
engine lease sector.

Pandemic Effect: RRPF's revenue profile benefits from long-dated
leases to a diversified lessee base (including RR). Similar to
peers, RRPF has granted lease deferrals to a large proportion of
its clients but so far has not waived any payments or incurred any
impairment charges. Cash collections have held up fairly well
(above 80% of expected collections in 2020) and although net gains
from asset disposals were lower yoy in 2020, they remained sound.

Despite current challenges, RRPF's pre-tax income was an acceptable
2.5% of average assets in 2020. RRPF's sound revenue margin
provides a buffer against potential impairment losses, protecting
the company's capital base. Fitch believes restructuring events and
impairments will weigh on RRPF's performance, with metrics
weakening further in 1H21 profitability or potentially longer in
case of a delayed recovery in the aviation sector.

Good-quality Asset Base: RRPF has a leading franchise in its niche
market and its credit profile benefits from the company's focus on
"tier 1" engines, which are typically young and liquid in secondary
markets (both limiting residual value risks). This underpins RRPF's
utilisation rate, which remained strong at 94% (value-weighted) at
end-2020. However, Fitch notes RRPF's concentration on engines for
wide-body aircraft (77% at end-2020), which in Fitch’s view carry
higher risks in the current downturn.

Controlled Residual Value Risk: RRPF's residual value risk exposure
is mitigated by independent engine valuations with total market
values (excluding maintenance reserves) exceeding book values and
its focus on Tier 1 engines with a young average fleet age of 6.1
years. This is evidenced by RRPF's good disposal record
in2013-2020. However, Fitch expects that the current downturn could
result in asset impairments for the sector exceeding those observed
in the 2008/2009 crisis.

Acceptable Leverage: Balance-sheet leverage (defined as gross debt
to tangible equity) was acceptable at end-2020 at 3.9x (4.2x at
end-2019). Fitch expects leverage to remain broadly unchanged in
2021, absent meaningful impairment charges. RRPF's leverage is
subject to a maximum gross debt/tangible net worth ratio covenant
of 5.7x.

Adequate Liquidity and Cash Generation: A long-dated, albeit
secured, funding profile exceeding the average lease term underpins
RRPF's liquidity. Since the outbreak of pandemic, RRPF has been
able to limit capital expenditure (which is largely discretionary)
and liquidity benefits from limited forward commitments. Liquidity
is further supported by sound cash generation and an undrawn
revolving credit facility (RCF), comfortably covering RRPF's
moderate liquidity needs.

Contained Refinancing Risk: RRPF's funding base is
well-diversified, although reliant on wholesale sources. Upcoming
debt maturities are limited to USD100 million in 2Q22. RRPF
maintains comfortable headroom on debt covenants including its
EBIT/interest expense covenant (set at a minimum of 1.5x compared
to 2.1x in 2020).

SENIOR SECURED DEBT

The affirmation of RRPF Engine Leasing Limited's RCF and senior
secured US private placement notes reflects Fitch's expectation of
outstanding recovery prospects for both the RCF and the notes, even
under a stress scenario where engine values drop materially. Per
Fitch's criteria, secured debt of issuers with a sub-investment
grade Long-Term IDR can be rated up to three notches above the
Long-Term IDR in case of outstanding recovery expectations.

Noteholders and RCF counterparties benefit from an identical
security package (i.e. direct security interests over spare
engines) and financial covenants include a requirement for
outstanding debt not to exceed the lower of either the net book
value of pledged spare engines or 80% of their externally appraised
market value. The asset pool backing the liabilities is also
subject to concentration limits regarding engine types, lessees and
the proportion of off-lease engines.

Fitch's expectations of outstanding recoveries are primarily
underpinned by consistently low loan-to-market value ratios (LTV;
defined as current market values/outstanding gross debt; broadly
unchanged yoy at around 50% at end-2020 and remaining below 60%
following the 2008 global financial crisis) and the young average
age. This is supported by spare engines' typically better value
retention (compared with aircraft assets) and more favourable
depreciation profile (in particular during the first phase of their
useful economic life).

Fitch expects further pressure on appraised engine values in 2021,
but RRPF's LTV headroom should be sufficient to absorb it.

RATING SENSITIVITIES

IDRs

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

-- Given cross-default clauses included in RR's and RRPF's debt,
    a downgrade of RR would likely lead to a downgrade of RRPF's
    Long-Term IDR.

-- Absent a downgrade of RR, a significant increase in leverage
    or a material weakening of RRPF's franchise could also lead to
    a downgrade.

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

-- Given the Negative Outlook on RRPF's Long-Term IDR an upgrade
    is unlikely in the short term. A revision of the Outlook on
    RR's Long-Term IDR to Stable would be mirrored on RRPF's
    Outlook.

SENIOR DEBT

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

-- A downgrade of RRPF's Long-Term IDR would lead to a downgrade
    of RRPF's senior secured debt rating.

-- A material increase in RRPF's LTV ratio or changes to the
    underlying security package indicating weaker recoveries would
    lead to narrower notching between RRPF's Long-Term IDR and the
    senior secured debt rating and a downgrade of the senior
    secured notes. In addition, any indication that projected
    engine market value declines exceeded Fitch's current
    expectations would lead to a downgrade of the notes.

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

-- Per Fitch's criteria, senior secured debt ratings of issuers
    with a sub-investment grade Long-Term IDR are capped at 'BBB'.
    Consequently, any upgrade of the notes would be contingent
    of RRPF's achieving an investment grade Long-Term IDR, which
    in Fitch’s view is unlikely in the medium term.

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

IDR capped by Rolls-Royce plc's IDR (BB-/Negative)

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.


TEMPLAR CORP: Enters Administration, 23 Jobs Affected
-----------------------------------------------------
Robbie Lawther at Portfolio Adviser reports that administrators
have been appointed to Templar Corporation; nearly a year after the
firm first submitted a wind up petition to the court on February
21, 2020, which was dismissed on June 29 for reasons unknown.

According to Portfolio Adviser, a second "Petitions to Wind Up
(Companies)" was submitted on January 4, 2021, with administrators
Jamie Playford -- jamie.playford@leading.uk.com -- and Alex Dunton
-- alex.dunton@leading.uk.com -- of Leading Business Services
appointed on January 21.

Mr. Playford said the firm entered administration "due to delays in
the investment required for the business to begin trading",
Portfolio Adviser relates.

"The London-based company sustained pressure from a former employee
which resulted in a winding up petition, and as a protective
measure, the company entered administration."

As a result of the administration, 23 employees have been made
redundant, Portfolio Adviser notes.

"The aim of the administration is to secure the investment and the
administrators and directors are working closely to do so.
Securing the investment would mean all creditors would be settled
in full," Portfolio Adviser quotes Mr. Playford as saying.

"Total creditors are in the region of GBP5 million."



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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.

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