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

                          E U R O P E

          Thursday, March 25, 2021, Vol. 22, No. 55

                           Headlines



C R O A T I A

INSTITUT IGH: Inks Debt Settlement Agreements with B2 Kapital


F R A N C E

ETHYPHARM SAS: S&P Assigns 'B' LT ICR to Parent, Outlook Stable
HESTIAFLOOR 2: Fitch Affirms 'B+' LT IDR, Alters Outlook to Neg.


I R E L A N D

ARES EUROPEAN VI: S&P Affirms B- (sf) Rating on Class F-R Notes
ARMADA EURO IV: Fitch Affirms B- Rating on Class F Notes
HENLEY CLO IV: S&P Assigns B- (sf) Rating on EUR12MM Class F Notes
JUBILEE 2014-XII: Fitch Affirms Final B- Rating on Class F-R Notes
JUBILEE 2016 XVII: Fitch Gives Final B- Rating on Class F-R Notes



I T A L Y

SUNRISE SPV Z80: Fitch Assigns BB Rating to Class E Notes


N E T H E R L A N D S

JUBILEE PLACE 2021-1: S&P Puts Prelim B(sf) Rating on Class X Notes


N O R W A Y

PGS ASA: Fitch Withdraws 'CCC' LongTerm IDR


S E R B I A

SERBIA: Fitch Affirms 'BB+' LT Foreign-Currency IDR


S P A I N

CATALONIA: Fitch Affirms 'BB' LongTerm IDRs, Outlook Stable


S W I T Z E R L A N D

DDM HOLDING: Fitch Assigns 'B(EXP)' LongTerm IDR, Outlook Stable


T U R K E Y

VB DPR FINANCE: Fitch Affirms Final BB+ Rating on 11 Tranches


U N I T E D   K I N G D O M

ADVANZ PHARMA: S&P Rates Cidron's Proposed Sr. Sec. Notes Issue 'B-
AMIGO LOANS: May Collapse if Court Rules Against Compensation Cap
CONCORDE MIDCO: S&P Assigns 'B-' Long-Term ICR, Outlook Stable
EG GROUP: Fitch Assigns Final B Rating to USD1.4BB Sr. Sec. Debt
GREENSILL CAPITAL: Administrators Lay Off About 440 Workers

ITHACA ENERGY: Fitch Maintains 'B' LT IDR on Watch Negative
NORFOLK STREET HOTEL: Goes Into Administration
RALPH & RUSSO: Attracts Bidders Following Administration
TRITON UK MIDCO: Fitch Affirms B- LT IDRs, Alters Outlook to Stable
VIRGIN ACTIVE: Landlords Hire Top QC to Fight Rescue Plan


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C R O A T I A
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INSTITUT IGH: Inks Debt Settlement Agreements with B2 Kapital
-------------------------------------------------------------
Dragana Petrushevska at SeeNews reports that Croatia's civil
engineering company Institut IGH said it has signed debt settlement
agreements with B2 Kapital, the local unit of Norway's B2Holding
ASA, related to an earlier pre-bankruptcy settlement with
creditors.

According to SeeNews, Institut IGH said in a bourse filing the
parties signed agreements on March 12 over its payment-in-kind
(PIK) debt settlement and restructuring of its remaining senior
debt obligations towards B2 Kapital on the basis of a
pre-bankruptcy settlement from 2013.

"In accordance with its legal obligations, by signing this
agreement, Institut IGH, d.d. is fulfilling its duties from the
pre-bankruptcy settlement," SeeNews quotes the company as saying in
the filing.

The company did not disclose the amount of the debt, SeeNews
notes.

IGH signed in December 2013 a deal with its creditors to avoid
bankruptcy, SeeNews recounts.  Creditors with claims amounting to
90.15% of the total liabilities of the company signed off on the
deal, Institut IGH said back then, SeeNews relays.



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F R A N C E
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ETHYPHARM SAS: S&P Assigns 'B' LT ICR to Parent, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit and
issue ratings to Ethypharm SAS's parent Financiere Verdi I SAS and
its proposed senior secured term loan B (TLB), with the recovery
rating of '3' indicating its view of about 50% recovery (rounded
estimate) in the event of a default.

The stable outlook reflects S&P's view that Ethypharm's focus on
new product launches, expansion in direct sales, and improved
capacity in its U.K. factorill enable gradual S&P Global
Ratings-adjusted margin improvement to 25%-26% in the next 12
months, translating to FOCF of about EUR30 million, cash paying
leverage of about 6x, and funds from operations (FFO) cash interest
coverage of about 3.0x.

Ethypharm's earnings stability benefits from strong positions in
niche therapeutic areas of pain and addiction in Europe, which are
highly regulated, but is constrained its by modest size in
competitive generic pharmaceuticals and some portfolio
concentrations.  Ethypharm is a midsize pharmaceutical manufacturer
of specialty products, especially in pain, addiction, and critical
care, as well as complex generic drugs. The company specializes in
drugs based on morphine derivatives in the pain level III segment
and has expertise in oral drug delivery systems--mainly for opioids
--which both have higher barriers to entry. The group holds 37%
market share in the top-three European morphine markets (France,
the U.K., and Germany). For specialty products, Ethypharm focuses
on off-patent drugs with the potential to be repositioned to
address new indications, or with value-added release. More
specifically, the company identifies drugs with development
opportunities (it never identifies new molecules or new drug
mechanisms), that are coming off patent in five-to-eight years in
the core therapeutic areas of pain and addiction, incorporating
special formulation. For instance, Ethypharm has close to 100%
market share in morphine sulfate in France, which it markets mainly
through morphine slow-release capsules (13% of 2020 sales) and is
now planning to launch morphine orally disintegrating tablets by
the end of 2021. S&P said, "Despite strong positions in niche
product segments with good growth prospects, we believe Ethypharm
lacks large-scale research and development (R&D), manufacturing,
and sales distribution compared with larger generic and specialty
pharmaceutical groups such as Hikma Pharmaceuticals PLC
(BBB-/Stable/--) and Teva Pharmaceutical Industries Ltd.
(BB-/Stable/--). Because of this, we assume the group will remain
exposed to competitive pressures in the complex generics segment,
especially for its fourth-largest product stomach acid drug
Esomeprazole, for which a contractual price decrease is offsetting
volume growth. Furthermore, we believe Ethypharm's portfolio is
constrained by some concentration in pain, addiction, and critical
care, which represent about 61% of 2020 sales. The top-five
products in the company's portfolio generated about half of total
sales in 2020, including morphine capsules, Mesalazine for
inflammatory bowel disease, Buprenorphine for opioid substitution
therapy and Esomeprazole and Fenofibrate for abnormal blood lipid
levels. We also take into account the company's concentration in
the U.K. and France, representing about 56% of 2020 sales, and its
low exposure to the U.S., the world's largest and most profitable
generic pharmaceutical market. Positively, we note that the group
had very limited exposure to the opioid scandal in the U.S. because
the group does not sell opioid analgesics in the U.S. market and
almost all of its opioids in North America are for the treatment of
opioid addiction."

S&P said, "We expect only a modest rebound in credit metrics in
2020-2021, with leverage remaining close to 9.5x-10x including the
convertible bonds and cash-paying leverage at about 6x, which
constrains the ratings.   We consider Ethypharm to have a highly
leveraged capital structure, since we project S&P Global
Ratings-adjusted debt to EBITDA will exceed 5x over the next two
years. Our estimate of debt includes the proposed EUR270 million
TLB, the proposed GBP245 million TLB, and about EUR24 million of
lease-related debt. We also adjust EUR10 million related to pension
and postretirement obligations and about EUR330 million of
convertible bonds, which we view as debt-like. Given the
financial-sponsor ownership, we do not net off any cash balances
that are held by Ethypharm. We estimate Ethypharm's financial
leverage at about 9.5x-10x in 2021 (including the convertible
bonds) and at about 6.0x-6.5x (excluding them). Thereafter we
assume adjusted leverage will remain at about 9.5x-10x as higher
EBITDA levels will naturally offset accrued interest from the
convertible bonds while cash-paying leverage should gradually
improve to slightly below 6x due to stable debt levels and higher
profitability. We project our adjusted EBITDA will reach EUR94
million-EUR98 million over the next 12 months after EUR86 million
in 2020, amid new product launches, a switch to direct sales, and
capacity release at its U.K. factory in Romford. We understand the
group could pursue bolt-on in-licensing and product deals in Europe
in the next 12 months to reinforce its position in the central
nervous system segment. We do not factor any transformative
acquisitions in our base case.

"We believe Ethypharm will achieve growth from its robust pipeline
of drug launches, which will further expand in 2021, as well as
existing opportunities in China, partly mitigating pricing erosion
in the generics portfolio.  Ethypharm's future R&D strategy is to
give pipeline priority to the core pillars in pain, addiction, and
critical care. For instance, the group has been granted marketing
authorization for its drug Baclocur in France, a treatment aimed at
reducing alcohol consumption, which could bring an additional EUR10
million-EUR20 million of sales. We understand that only 24% of
patients suffering from alcohol addiction are currently treated in
France, offering the group strong room for growth. The product was
launched in mid-June 2020 following pricing negotiations with
health care authorities, but was suspended a few days later. This
was due to patient associations asking the French Health Agency to
revise the 80mg-dose limitation for the product. The product has
been back on the market since mid-December 2020. China is an
expanding platform for the group, fueling a direct sales increase
of 18% in 2020, and it has identified further growth opportunities
linked to the development of a rare disease franchise. Organic
growth will also be supported by the group's two in-licensing
partnerships in medical cannabis and project to expand into digital
therapeutics. These factors should help mitigate ongoing pricing
pressures on its business-to-business (B2B) generic
products--notably Esomeprazole sales should decrease by about 7% in
2021.

"We believe Ethypharm's strategy to control direct sales channels
for specialty drugs will support earnings in the next 12 months.
Ethypharm is progressing in its transition to a direct distribution
model by internalizing selected out-licensed products and expanding
its commercial presence in Europe. Direct sales increased to about
64% of total sales in 2020, compared with about 5% in 2014, spurred
by a switch to direct sales in France, the U.K., Germany, and
China. The group targets 70% of sales from direct sources by 2022
and it still has some room for this shift in Italy and Spain in the
coming quarters. We believe the change in operating model for
selected products should boost profit margins through the
reintegration of the distribution margin. Under the direct sales
model, the company recovers about 100% of a drug's reimbursement
tariff, compared with the 30%-40% currently captured under a
partner sales model."

Ethypharm will reap the benefits of its transformation program and
return to normalized capital expenditure (capex) in the next 12-18
months, boosting FOCF levels to about EUR30 million in the next
year.  Ethypharm completed two important projects over the past two
years including the externalization of its French R&D operations to
a contract research organization, leading to about EUR4 million of
savings per year, and the upgrade of its U.K. manufacturing plant
in Romford. It notably doubled injectable capacity at the Romford
plant, while reinforcing selling and marketing teams, supported by
about EUR15 million of investment over the past two years. After
experiencing delays, which led to about 25% lower production output
than anticipated in 2019 and resulted in a high back orders hitting
top-line growth and fixed-cost absorption, along with some sales
penalties, the group obtained U.S. Food and Drug Administration
(FDA) approval in July 2020. The group is also awaiting
authorization to supply sterile pre-filled syringes to the U.S.
market, which should spur future growth. As a result of the
capacity increase, February 2021 output was about 30% above
February 2020. Therefore, S&P assumes the company will generate
annual FOCF--after capex, working capital requirements, and
interest--of about EUR30 million, supported by lower manufacturing
capex needs as well as improved cash collection and close inventory
monitoring.

S&P said, "The stable outlook on Ethypharm reflects our view that
its evolving operating model should enable the group to sustain its
financial performance and solid cash flow over the next 12-18
months. In our view, margin improvement will come from new product
ramp-ups, a focus on direct sales, and the recovery of the Romford
plant's industrial performance--offsetting the decline in generics
prices.

"Therefore, we believe that the group will improve margins to
25%-26% in the next 12-18 months, maintain FFO cash interest
coverage of about 3.0x, and generate positive FOCF of EUR30
million. This would enable Ethypharm to comfortably service its
capital investment needs and cover its licensing and brands
acquisitions."

S&P could lower the ratings if the group's credit metrics weaken,
including one or more of the following factors:

-- S&P forecasts lower profitability and FOCF falling close to
zero or becoming negative, reflected in the adjusted EBITDA margin
falling sustainably below 20%. This could be due to a negative
sales mix, higher distribution expenses on direct channels, delays
in product launches, and higher-than-expected price pressure
resulting from competition, specifically in the U.K.

-- The company's financial policy becomes more aggressive, causing
cash paying leverage to approach 7x; or
-- FFO cash interest coverage deteriorates, approaching 2.0x.

S&P believes the potential for an upgrade is constrained by the
current high debt, as well as uncertainty that the company can
generate sufficient FOCF to deleverage materially over the medium
term. A positive rating action would depend on adjusted leverage
moving below 5.0x in conjunction with the shareholders' commitment
to maintain this level.


HESTIAFLOOR 2: Fitch Affirms 'B+' LT IDR, Alters Outlook to Neg.
----------------------------------------------------------------
Fitch Ratings has revised Hestiafloor 2's (Gerflor) Outlook to
Negative from Stable, while affirming the flooring group's
Long-Term Issuer Default Rating (IDR) at 'B+'. It has affirmed
Gerflor's EUR900 million term loan B (TLB) at 'BB-' following a
proposed add-on of EUR50 million.

The Negative Outlook reflects the impact from the pandemic on the
group's performance in 2020 with revenue declines and slightly
weaker margins resulting in lower EBITDA than Fitch's expectations.
This in turn has resulted in gross leverage metrics materially
outside Fitch's sensitivities. Fitch expects steady EBITDA
progression from 2021-2024 as both revenues and margins improve but
Fitch expects high leverage metrics to prevail through much of the
four-year rating horizon despite continued sound cash flow
generation.

The high leverage, together with small scale of operations,
constrains Gerflor's rating. These weaknesses are counterbalanced
by Gerflor's strong positions in a number of flooring market
segments across several geographic regions and end-customer
segments, allowing Gerflor to generate above-sector average profit
margins and strong free cash flow (FCF).

KEY RATING DRIVERS

Proposed Transaction: The proposed add-on of EUR50 million to its
existing TLB is to fund a potential acquisition during 2021. The
repricing of the TLB and the accretive nature of the acquisition
mean that the impact of the transaction is neutral to Fitch's
rating analysis. Nonetheless Fitch views the plan to undertake
debt-funded acquisitions as indicative of a more aggressive
financial policy with funds from operations (FFO) gross leverage
metrics remaining above 8x through 2021.

Increased Leverage Metrics: FFO gross leverage deteriorated to 8.8x
in 2020 from Fitch's previous expectation of 7.3x, as the pandemic
hit revenues and EBITDA. Fitch expects limited deleveraging in 2021
due to some trading challenges and additional acquisition debt
(which Fitch expects will close in 1H21). The acquisition will be
fully accretive in 2022 when Fitch also expects stronger overall
performance such that FFO gross leverage could decline closer to
7x.

High leverage metrics for 2021-2022 beyond Fitch's negative
sensitivity of 6.5x are a key driver of the Negative Outlook.
Inability to maintain the expected deleveraging path through
improved profitability generation will put further pressure on the
rating.

Most Markets Suffer: Gerflor's largest market, France (around 23%
of 2020 sales), together with several other global markets, were
harshly affected by the pandemic in April and May 2020 (due to
manufacturing shutdowns and supply-chain issues), such that the
group's global sales were down 23% in 2Q20. It saw gradual
improvement in 2H20, but sales were still down 9% for 2020.

Its west European business (60% of group sales) was down 7.5% in
2020 with a 11% decline in France whereas Germany and east Europe
saw growth. Overall, Fitch expects sales to recover over the next
two years to pre-pandemic levels. Fitch also includes some
acquisitions over the rating horizon, contributing an additional
revenue of EUR40 million-EUR50 million p.a..

Pandemic Greatly Hits Transportation: Transportation, a small yet
very profitable part of the group, was significantly hit during
2020, with a 30% sales decline. While Fitch expects a recovery in
many of transport's end-markets from 2021, Fitch believes the
aviation end-market is likely to remain under pressure, which will
limit Gerflor's segment recovery with revenues expected to reach
2019 levels only by 2023.

Robust Profitability: Gerflor's profitability is above the sector
average with EBITDA margins historically above 14%, including in
2020 despite the sharp drop in sales. This was achieved via
effective management of its cost base in the pandemic. Fitch
expects EBITDA margins to improve further over the rating horizon
as it continues to increase efficiency in logistics, marketing and
sourcing.

Fitch believes this margin resilience is a result of the niche
targeted business model, well-managed input and sales prices and
strong customer relationships. Gerflor also has some flexibility in
its cost base with a large share of variable costs, which should
translate into healthy FFO and FCF margins respectively of more
than 8% and near 4% in 2022-2024.

FCF Remains Intact: Gerflor managed to preserve cash flow through
cost savings and capex delays. This cost base flexibility meant
that FCF generation in 2020 was even stronger than in 2019. While
Fitch expects capex to be higher in 2021 to cater for delayed
projects, Fitch still expects positive FCF and forecast further
improvement from 2022-2024.

Renovation Supports Recovery: Gerflor's contract division is driven
by the less cyclical renovation construction segment, which
accounts for 80% of contract sales. This delivers strong organic
growth with broadly stable margins, providing a hedge to volatility
in the new-build construction market. In 2020 this segment was hit
by the pandemic as its end-markets such as hospitality, offices and
retail delayed renovation spend. However, Fitch expects this to
recover swiftly, following a pick-up in demand in early 2021 for
the commercial segment.

Above-average Recovery for Senior Secured: The senior secured debt
rating is 'BB-', one notch higher than the IDR, reflecting Fitch's
expectation of above-average recoveries for the TLB and revolving
credit facility (RCF) in a default. In its recovery assessment,
Fitch conservatively values Gerflor on the basis of a 5.5x
distressed multiple being applied to an estimated
post-restructuring EBITDA of EUR120 million. The output from
Fitch's recovery waterfall suggests above-average recovery
prospects in the range of 51%-70%, resulting in an 'RR3' Recovery
Rating.

DERIVATION SUMMARY

Gerflor has leading market positions in its niche resilient
flooring segment and is larger than industry peers, Victoria plc
(BB-/Stable) and Balta Group. It is much smaller than Mohawk
Industries Inc (BBB+/Stable) and other industry peers like Tarkett.
Victoria has recently raised additional debt to support
acquisitions and Fitch expects it to potentially double revenue by
2022. Gerflor has better geographical diversification than Victoria
although both have a fairly high exposure to Europe, while Tarkett
is more geographically diversified. Gerflor's exposure to transport
flooring provides end-product diversification with strong
profitability.

Like most building-product companies, Gerflor has limited product
differentiation but has developed innovative product solutions
enabling it to cater to a wide range of end-customers, which
compares positively to peers such as Polygon AB (B+/Stable).
Gerflor's distribution channels deliver strong exposure to
renovation or refurbishment construction activities similar to that
of Quimper AB (B/Stable), which is supported by its large sales
force resulting in strong relationships and healthy repeat
business. Gerflor has better profitability than rated peers such as
Assemblin Financing AB (B/Stable) and Quimper and somewhat similar
profitability to higher-rated Victoria.

In terms of leverage, however, Fitch sees Gerflor's profile as much
weaker and expect FFO gross leverage to be 8.3x-6.7x in 2021-2023
versus Victoria's 8.5x-3.9x, Assemblin's 5.5x-5.1x and Quimper's
7.5x-6.3x over the same period.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Sales growth in 2021-2022 based on post-pandemic recovery and
    acquisitions;

-- EBITDA margin improving to 15% in 2022 as a result of higher
    revenue, cost-cutting measures and acquisitions;

-- Capex at 4.7% of sales in 2021 and 3.5% until 2024;

-- No dividend payments over the rating horizon;

-- M&A of EUR80 million in 2021 and EUR30 million p.a. until
    2024;

-- TLB add-on of EUR50 million drawn in 2021.

RATING SENSITIVITIES

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

-- FFO gross leverage below 4.5x on sustained basis;

-- Increase in scale with EBITDA trending toward EUR250 million
    while keeping FCF margin in mid-single digits;

-- More diversified across segments or geographies.

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

-- Lack of substantial progress in reducing gross FFO leverage to
    below 6.5x;

-- Transformational acquisitions (larger than EUR70 million p.a.)
    eroding profit margins;

-- Neutral-to-negative FCF margin.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity. At end-2020 Gerflor had EUR92 million of
Fitch-adjusted cash balance and a fully undrawn RCF of
EUR125million. Liquidity is further supported by moderate working
capital changes and no dividend payments. Fitch estimates FCF
margin at 2.5% in 2021, due to temporality higher capex, and for it
to increase to 3.8%-4.8% in the following two years. This should
allow Gerfloor sufficient headroom to pursue bolt-on acquisitions.

Refinancing Risk Mitigated: Gerflor's EUR900 million TLB due in
2027 leads to bullet-refinancing risk upon maturity but this is
mitigated by an interest cover ratio of almost 4x.

ESG CONSIDERATIONS

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



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ARES EUROPEAN VI: S&P Affirms B- (sf) Rating on Class F-R Notes
---------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Ares European CLO
VI DAC's class A-R-R, B-1-R-R, B-2-R-R, C-R-R, and D-R-R notes. At
the same time, S&P affirmed its ratings on the class E-R and F-R
notes.

On March 19, 2021, the issuer refinanced the original class A-R,
B-1-R, B-2-R, C-R, and D-R notes by issuing replacement notes of
the same notional.

The replacement notes are largely subject to the same terms and
conditions as the original notes, except for the following:

-- The replacement notes have a lower spread over Euro Interbank
Offered Rate (EURIBOR) and a lower coupon than the original notes.

-- The portfolio's maximum weighted-average life has been extended
by 15 months.

The ratings assigned to Ares European CLO VI's refinanced notes
reflect S&P's assessment of:

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

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

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

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.

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

The portfolio's reinvestment period ends in April 2021.

S&P said, "In our cash flow analysis, we used a EUR344.00 million
adjusted collateral principal amount, the weighted-average spread
(3.77%), the weighted-average coupon (4.23%), the covenanted
fixed-rate asset bucket (8.5%) and floating-rate bucket (91.5%),
and the weighted-average recovery rates for all rating levels.

"We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"Our credit and cash flow analysis indicate that the available
credit enhancement for the class B-1-R-R to D-R-R notes could
withstand stresses commensurate with higher ratings than those we
have assigned. However, as the CLO is in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we have capped our assigned ratings on the notes. In
our view the portfolio is granular in nature, and well-diversified
across obligors, industries, and assets."

The Bank of New York Mellon, London Branch is the bank account
provider and custodian. The transaction's documented counterparty
replacement and remedy mechanisms adequately mitigate the exposure
to counterparty risk under our current counterparty criteria.

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

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

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our ratings are
commensurate with the available credit enhancement for the class
A-R-R, B-1-R-R, B-2-R-R, C-R-R, and D-R-R notes and the unaffected
class E-R. We have therefore affirmed our rating on the class E-R
notes.

"We note that the class F-R notes' break-even default rate (BDR) is
lower than its respective scenario default rate (SDR) at the 'B-'
rating level. Based on the portfolio's actual characteristics and
additional overlaying factors, including our long-term corporate
default rates, this class is able to sustain a steady-state
scenario, in accordance with our criteria." S&P's analysis further
reflects several factors, including:

-- S&P's model-generated portfolio default risk at the 'B-' rating
level is 25.55% (for a portfolio with a weighted-average life of
4.27 years) versus 13.23% if we were to consider a long-term
sustainable default rate of 3.1% for 4.27 years.

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

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

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

S&P said, "Following this analysis, we consider that the available
credit enhancement for the class F-R notes is commensurate with its
current 'B- (sf)' rating. We have therefore affirmed our rating on
the class F-R notes.

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-R-R to E-R
notes to five of the 10 hypothetical scenarios we looked at in our
publication "How Credit Distress Due To COVID-19 Could Affect
European CLO Ratings" published on April 2, 2020.

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

Ares European CLO VI DAC is a broadly syndicated collateralized
loan obligation (CLO) managed by Ares European Loan Management
LLP.

S&P Global Ratings believes there remains high, albeit moderating,
uncertainty about the evolution of the coronavirus pandemic and its
economic effects. Vaccine production is ramping up and rollouts are
gathering pace around the world. Widespread immunization, which
will help pave the way for a return to more normal levels of social
and economic activity, looks to be achievable by most developed
economies by the end of the third quarter. However, some emerging
markets may only be able to achieve widespread immunization by
year-end or later. S&P said, "We use these assumptions 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."

  Ratings List
  Class    Rating   Amount    Replacement   Original       Sub (%)
                 (mil. EUR)   notes         notes
                              int. rate(%)* int. rate (%)

  Ratings assigned

  A-R-R    AAA (sf)  208.15   3M EURIBOR    3M EURIBOR       39.49
                              + 0.61        + 0.85        
  B-1-R-R  AA (sf)    39.25   3M EURIBOR    3M EURIBOR       26.63
                              + 1.25        + 1.40
  B-2-R-R  AA (sf)     5.00   1.60          2.20             26.63
  C-R-R    A (sf)     21.70   3M EURIBOR    3M EURIBOR       20.32
                              + 1.90        + 2.00
  D-R-R    BBB (sf)   17.30   3M EURIBOR    3M EURIBOR       15.29
                              + 2.70        + 3.20
  Ratings affirmed

  E-R      BB (sf)    20.40   3M EURIBOR    3M EURIBOR       9.36
                              + 5.30        + 5.30
  F-R      B- (sf)     4.70   3M EURIBOR    3M EURIBOR       7.99
                              + 7.10        + 7.10

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

3M--Three month.
EURIBOR--Euro Interbank Offered Rate.
N/A--Not applicable.


ARMADA EURO IV: Fitch Affirms B- Rating on Class F Notes
--------------------------------------------------------
Fitch Ratings has revised the Outlooks on Armada Euro CLO IV
Designated Activity Company's class E and F notes to Stable from
Negative and affirmed the ratings on all notes.

     DEBT                 RATING            PRIOR
     ----                 ------            -----
Armada Euro CLO IV DAC

A XS2066869368     LT  AAAsf   Affirmed     AAAsf
B XS2066870291     LT  AAsf    Affirmed     AAsf
C XS2066870887     LT  Asf     Affirmed     Asf
D XS2066871422     LT  BBB-sf  Affirmed     BBB-sf
E XS2066873394     LT  BB-sf   Affirmed     BB-sf
F XS2066872404     LT  B-sf    Affirmed     B-sf
X XS2066869442     LT  AAAsf   Affirmed     AAAsf

TRANSACTION SUMMARY

Armada Euro CLO IV DAC is a cash-flow CLO mostly comprising senior
secured obligations. The transaction is within its reinvestment
period and is actively managed by the collateral manager.

KEY RATING DRIVERS

Stable Asset Performance:

The transaction is slightly above par by 9bp as of the latest
investor report available. As per the report, all portfolio profile
tests, coverage tests and collateral quality tests are passing. At
13 March 2021 exposure to assets with a Fitch-derived rating of
'CCC+' and below is 3.9% (including unrated assets) - within the
limit of 7.5%.

Resilience to Coronavirus Stress:

The affirmation reflects a broadly stable portfolio credit quality.
The Stable Outlook on all investment-grade notes, and the revision
of the Outlook on the sub-investment grade notes to Stable from
Negative reflect the default rate cushion in the sensitivity
analysis run in light of the coronavirus pandemic. Fitch recently
updated its CLO coronavirus stress scenario to assume half of the
corporate exposure on Negative Outlook is downgraded by one notch
instead of 100%.

'B'/'B-' Portfolio:

Fitch assesses the average credit quality of the obligors to be in
the 'B'/'B-' category. As of 13 March 2021, the Fitch-calculated
weighted average rating factor (WARF) of the portfolio was 32.47,
slightly lower than the trustee-reported WARF of 32.53 at 16
February 2021, due to rating migration.

High Recovery Expectations:

The portfolio comprises of only senior secured obligations. Fitch
views the recovery prospects for these assets as more favourable
than for second-lien, unsecured and mezzanine assets. The Fitch
weighted average recovery rate of the current portfolio is 69.4% as
per the report.

Portfolio Well Diversified:

The portfolio is well diversified across obligors, countries and
industries. The top 10 obligors' concentration is 17.19% and no
obligor represents more than 2.5% of the portfolio balance.
According to Fitch's calculation, the largest industry is business
services at 16.79% of the portfolio balance, against limits of
17.5%.

RATING SENSITIVITIES

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

-- At closing, Fitch used a standardised stress portfolio
    (Fitch's stressed portfolio) customised to the limits as
    specified in the transaction documents. Even if the actual
    portfolio shows lower defaults and smaller losses (at all
    rating levels) than Fitch's stressed portfolio assumed at
    closing, an upgrade of the notes during the reinvestment
    period is unlikely. This is because the portfolio credit
    quality may still deteriorate, by natural credit migration and
    also because of reinvestment.

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

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

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

Coronavirus Potential Severe Downside Stress Scenario

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies. The potential severe downside
stress incorporates the following stresses: applying a one-notch
downgrade to all the corporate exposure on Negative Outlook. This
scenario results in a one-notch downgrade of the model-implied
ratings for the class F notes.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action. Overall, and together with
any assumptions referred to above, Fitch's assessment of the
information relied upon for the agency's rating analysis according
to its applicable rating methodologies indicates that it is
adequately reliable.

HENLEY CLO IV: S&P Assigns B- (sf) Rating on EUR12MM Class F Notes
------------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Henley CLO IV DAC's
class A, B-1, B-2, C, D, E, and F notes. At closing, the issuer
issued subordinated notes.

The ratings reflect S&P's assessment of:

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

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

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

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

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

  Portfolio Benchmarks
                                             Current
  S&P weighted-average rating factor         2928.20
  Default rate dispersion                     490.32
  Weighted-average life (years)                 5.36
  Obligor diversity measure                    88.13
  Industry diversity measure                   19.09
  Regional diversity measure                    1.21

  Transaction Key Metrics
                                             Current
  Portfolio weighted-average rating
   derived from our CDO evaluator                  B
  'CCC' category rated assets (%)               2.52
  Actual 'AAA' weighted-average recovery (%)   33.24
  Covenanted weighted-average spread (%)        4.10
  Covenanted weighted-average coupon (%)        4.50

Loss mitigation obligations

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

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

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

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

-- Following the purchase of such loss mitigation obligation, all
coverage tests shall be satisfied.

The use of principal proceeds is subject to:

-- Passing par coverage tests;

-- The manager having built sufficient excess par in the
transaction so that the aggregate collateral balance is equal to or
exceeds the portfolio's reinvestment target par balance after the
reinvestment;

-- The obligation purchased is a debt obligation, which ranks
senior or pari passu and has a par value greater than or equal to
its purchase price; and

-- The balance in the principal account remaining equal to or
greater than zero after giving effect to the purchase.

Loss mitigation obligations that have limited deviation from the
eligibility criteria will receive collateral value credit for
overcollateralization carrying value purposes. To protect the
transaction from par erosion, any distributions received from loss
mitigation obligations purchased with the use of principal proceeds
will form part of the issuer's principal account proceeds and
cannot be recharacterized as interest. Loss mitigation obligations
that do not meet this version of the eligibility criteria will
receive zero credit.

Amounts received from loss mitigation loans originally purchased
using principal proceeds will be returned to the principal account,
whereas any other amounts can form part of the issuer's interest
account proceeds. The manager may, at their sole discretion, elect
to classify amounts received from any loss mitigation obligations
as principal proceeds.

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

Rating rationale

Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments. The portfolio's
reinvestment period will end approximately 4.5 years after
closing.

At closing, the portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior-secured term loans and
senior-secured bonds. Therefore, S&P has conducted its credit and
cash flow analysis by applying its criteria for corporate cash flow
CDOs.

S&P said, "In our cash flow analysis, we used the EUR400 million
target par amount, the covenanted weighted-average spread (4.10%),
the reference weighted-average coupon (4.50%), and the actual
weighted-average recovery rates as indicated by the collateral
manager. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

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

"Until the end of the reinvestment period on July 25, 2025, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

"At closing, we consider that the transaction's documented
counterparty replacement and remedy mechanisms adequately mitigate
its exposure to counterparty risk under our current counterparty
criteria.

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

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

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

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

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

S&P Global Ratings believes there remains high, albeit moderating,
uncertainty about the evolution of the coronavirus pandemic and its
economic effects. Vaccine production is ramping up and rollouts are
gathering pace around the world. Widespread immunization, which
will help pave the way for a return to more normal levels of social
and economic activity, looks to be achievable by most developed
economies by the end of the third quarter. However, some emerging
markets may only be able to achieve widespread immunization by
year-end or later. S&P said, "We use these assumptions 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 transaction securitizes a portfolio of primarily senior-secured
leveraged loans and bonds, and it will be managed by Napier Park
Global Capital Ltd.

  Ratings List

  Class   Rating    Amount    Interest rate (%)   Credit
                   (mil. EUR)                     enhancement (%)
  A       AAA (sf)  248.000     3mE + 0.90        38.00
  B-1     AA (sf)    13.000     3mE + 1.35        29.75
  B-2     AA (sf)    20.000     1.65              29.75
  C       A (sf)     27.600     3mE + 2.10        22.85
  D       BBB (sf)   23.800     3mE + 3.00        16.90
  E       BB- (sf)   27.600     3mE + 5.25        10.00
  F       B- (sf)    12.000     3mE + 7.46         7.00
  Sub     NR         35.075     N/A                 N/A

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


JUBILEE 2014-XII: Fitch Affirms Final B- Rating on Class F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Jubilee 2014-XII CLO DAC's refinancing
notes final ratings and affirmed the others. It has also revised
the Outlook on the class D, E and F notes to Stable from Outlook
Negative.

       DEBT                   RATING              PRIOR
       ----                   ------              -----
Jubilee CLO 2014-XII DAC

A-RRR XS2307738075    LT  AAAsf  New Rating    AAA(EXP)sf
B-1-RR XS1672950299   LT  AAsf   Affirmed      AAsf
B-2-RRR XS2307738406  LT  AAsf   New Rating    AA(EXP)sf
C-R XS1672951180      LT  Asf    Affirmed      Asf
D-R XS1672951776      LT  BBBsf  Affirmed      BBBsf
E-R XS1672952154      LT  BB-sf  Affirmed      BB-sf
F-R XS1672952667      LT  B-sf   Affirmed      B-sf

TRANSACTION SUMMARY

Jubilee 2014-XII CLO DAC is a cash flow collateralised loan
obligation (CLO). The proceeds of this issuance are being used to
redeem the old notes, with a new identified portfolio comprising
the existing portfolio, as modified by sales and purchases
conducted by the manager. The portfolio is managed by Alcentra
Limited. The refinanced CLO envisages a further seven-month
reinvestment period (ending in October 2021) and a 4.56-year
weighted average life (WAL).

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality (Neutral)

Fitch places the average credit quality of obligors in the 'B'/'B-'
range. As of 16 March 2021, the Fitch- calculated weighted average
rating factor of the current portfolio is 34.51.

Recovery Inconsistent with Criteria

Over 98% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch- calculated weighted average recovery rate (WARR) of the
portfolio based on Fitch's current criteria is 62.53%, compared
with the trustee-reported WARR (based on recovery rate provision in
the transaction documents) of 64.68% and the reported minimum
covenant of 63.81%.

As the recovery rate provision does not reflect Fitch's latest
rating criteria, assets without recovery estimate or recovery rate
by Fitch can map to a higher recovery rate than in Fitch's current
criteria. In order to factor in this difference, Fitch has applied
a stress on the breakeven WARR of 1.5%, which is in line with the
average impact on the WARR of EMEA CLOs following the criteria
update.

Diversified Asset Portfolio

The transaction has one Fitch test matrix corresponding to maximum
exposure to the top 10 obligors at 20% and maximum fixed-rated
obligations at 10%. The transaction also includes limits on the
largest Fitch-defined industry at a covenanted maximum 17.5% and
the three-largest industries at 40%. These covenants ensure that
the asset portfolio will not be exposed to excessive
concentration.

Portfolio Management

The transaction features a seven-month reinvestment period and WAL
covenant of 4.56 years. The reinvestment criterion is similar to
other European transactions'. Fitch's analysis is based on a
stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

Potential WAL Extension

On the refinancing date, the issuer extended the non-call period to
22 December 2021. The transaction features a non-call par value
test, which will allow the manager to extend the WAL end date of
the transaction by six months, if after the end of the non-call
period all collateral quality tests and certain portfolio profile
tests are satisfied and the adjusted collateral principal amount is
greater than a certain threshold. As per the transaction documents,
the WAL test will step down over time. As a result, on the December
2021 measurement date the WAL test could be increased up to 4.34
years only, which is lower than the threshold used for Fitch's
analysis purpose.

Affirmation of Non-refinancing Notes

The affirmation of class B-1, C, D, E and F notes with Stable
Outlooks reflect the transaction's stable performance. As per the
trustee report dated 3 March 2021, the transaction was below par by
220bp, but was passing all the coverage, Fitch-related
collateral-quality and portfolio-profile tests.

When analysing the updated matrix with the stressed portfolio, the
class E and F notes showed a maximum breakeven default shortfall of
0.42% and 1.8%, respectively However, for the class E notes the
affirmation reflects the default cushion under the current
portfolio analysis. For the class F notes the shortfall under the
current portfolio analysis is deemed marginal. Moreover, both
ratings are supported by credit enhancement.

Deviation from Model-Implied Ratings (MIR)

The MIR for the class F notes is one notch below the current
rating. The deviation from the MIR reflects Fitch's view of a
significant margin of safety provided by available credit
enhancement. The notes do not currently present a "real possibility
of default", which is the definition of 'CCC' in Fitch's Rating
Definitions.

RATING SENSITIVITIES

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

-- A reduction of the default rate (RDR) at all rating levels by
    25% and an increase in the recovery rate (RRR) by 25% at all
    rating levels would result in an upgrade of up to five notches
    depending on the notes except for class A notes, which are
    already rated at highest rating level of 'AAAsf'.

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

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

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

-- An increase of the RDR at all rating levels by 25% and a
    decrease of the RRR by 25% at all rating levels will result in
    downgrades of no more than four notches depending on the
    notes.

Coronavirus Baseline Stress Scenario

Fitch has recently updated its CLO coronavirus stress scenario to
assume half of the corporate exposure on Negative Outlook is
downgraded by one notch, instead of 100%. The Stable Outlooks on
the class A, B and C notes and revision of the Outlook on the class
D and E notes reflect the default rate cushion or in the case of
class F only a small shortfall in the sensitivity analysis Fitch
ran in light of the coronavirus pandemic.

Coronavirus Severe Downside Stress Scenario

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies. The downside sensitivity
incorporates a single-notch downgrade to all Fitch-derived ratings
on Negative Outlook. This scenario will result in rating downgrade
of no more than one notch depending on the notes.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

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

JUBILEE 2016 XVII: Fitch Gives Final B- Rating on Class F-R Notes
-----------------------------------------------------------------
Fitch Ratings has assigned final ratings to Jubilee CLO 2016 XVII
DAC's refinancing notes, affirmed the remaining notes and revised
the Outlooks on the class D-R and E-R notes to Stable from
Negative.

       DEBT                      RATING                PRIOR
       ----                      ------                -----
Jubilee CLO 2016-XVII DAC

A-1-R XS1874092841      LT  PIFsf   Paid In Full       AAAsf
A-1-R-R XS2307741533    LT  AAAsf   New Rating         AAA(EXP)sf
A-2-R XS1879631254      LT  PIFsf   Paid In Full       AAAsf
A-2-R-R XS2307740725    LT  AAAsf   New Rating         AAA(EXP)sf
B-1-R XS1874092924      LT  PIFsf   Paid In Full       AAsf
B-1-R-R XS2307739123    LT  AAsf    New Rating         AA(EXP)sf
B-2-R XS1874093146      LT  PIFsf   Paid In Full       AAsf
B-2-R-R XS2307741293    LT  AAsf    New Rating         AA(EXP)sf
C-R XS1874093575        LT  Asf     Affirmed           Asf
D-R XS1874093906        LT  BBB-sf  Affirmed           BBB-sf
E-R XS1874094201        LT  BB-sf   Affirmed           BB-sf
F-R XS1874094466        LT  B-sf    Affirmed           B-sf

TRANSACTION SUMMARY

Jubilee CLO 2016 XVII DAC is a cash flow collateralised loan
obligation (CLO). On the refinance closing date, classes A-1-R-R,
A-2-R-R, B-1-R-R and B-2-R-R notes have been issued with lower
spreads and the proceeds used to redeem the class A-1-R, A-2-R,
B-1-R and B-2-R notes in full. The class A-2-R-R notes will benefit
from the 2.2% Euribor cap, which was already in place for the A-2-R
refinanced notes. The remaining notes have not been refinanced.

The portfolio is managed by Alcentra Ltd. The refinanced CLO
envisages a further 22-month reinvestment period (ending October
2022) and a 7.4-year weighted average life (WAL), which has been
extended by 15 months.

KEY RATING DRIVERS

Stable Asset Performance (Neutral)

The transaction is still in its reinvestment period. Asset
performance has been stable since Fitch's last review. The
portfolio is below par by 1.6%. All coverage tests are passing.
Exposure to assets with a Fitch-derived rating of 'CCC+' and below
is 8.2% (or 10.2% including the unrated names, which Fitch treats
as 'CCC' per its methodology, while the manager can classify as
'B-' for up to 10% of the portfolio) compared with the 7.5% limit.
One defaulted asset representing EUR3.3 million has been reported
by the manager.

Average Portfolio Credit Quality (Neutral)

Fitch places the average credit quality of obligors in the 'B'/'B-'
range. The Fitch weighted average rating factor of the current
portfolio is 34.55.

High Recovery Expectations (Positive)

At least 90% of the portfolio comprises senior secured obligations.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch weighted average recovery rate (WARR) of the current
portfolio is 65.09% as per the February 2021 investor report and
Fitch's old criteria. Fitch calculates it at 62.19% based on its
updated criteria. The manager has not updated the Fitch recovery
assumptions.

Diversified Asset Portfolio (Positive)

The exposure to the 10 largest obligors is 16.3% and no single
exposure is above 2.0%. The transaction has two Fitch test matrices
corresponding to maximum exposure to the top 10 obligors at 17% and
20%, respectively. The transaction also includes limits on the
Fitch-defined largest industry at a covenanted maximum 17.5% and
the three largest industries at 40.0%. These covenants ensure that
the asset portfolio will not be exposed to excessive
concentration.

Portfolio Management (Neutral)

The transaction has a 22-month reinvestment period and WAL covenant
of 7.4 years. On the refinancing date, the WAL covenant was
extended by 15 months to 7.4 years. The reinvestment criteria are
similar to that of other European transactions. Fitch's analysis is
based on a stressed-case portfolio with the aim of testing the
robustness of the transaction structure against its covenants and
portfolio guidelines.

Deviations from Model-Implied Rating (Neutral)

When analysing the current matrices with the stress portfolio and
extended WAL covenant, Fitch has applied a 1.5% haircut to the WARR
covenants as the Fitch recovery assumptions in the current
documentation do not reflect Fitch's latest criteria.

For the class B-1-R-R / B-2-R-R and C-R notes, the model-implied
rating under the stress portfolio analysis would be one notch
higher than assigned rating. The rating deviation is motived by the
small default rate cushion at the model-implied rating, which could
easily erode if the portfolio performance deteriorated.

For the class F-R notes, the model-implied rating under the stress
and current portfolio analysis would be 'CCCsf'. However the
affirmation at 'B-sf' reflects that the tranche still benefits from
a limited margin of safety before a default from its current credit
enhancement at 5.6%.

Resilient to Coronavirus Baseline Stress Scenario (Positive)

Fitch has updated its CLO coronavirus stress scenario to assume
half of the corporate exposure on Negative Outlook is downgraded by
one notch instead of 100%. The Stable Outlooks on all the notes,
(except for class F) including the revision to Stable from Negative
on the class D and E notes, reflect the default rate cushion (or
marginal shortfall in the case of class E notes) in the sensitivity
analysis ran in light of the coronavirus pandemic.

RATING SENSITIVITIES

This section provides insight into the model-implied sensitivities
the transaction faces when one assumption is modified, while
holding others equal. The modelling process uses the modification
of these variables to reflect asset performance in up- and down
environments. The results below should only be considered as one
potential outcome, as the transaction is exposed to multiple
dynamic risk factors. It should not be used as an indicator of
possible future performance.

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

-- A 25% default multiplier applied to the portfolio's mean
    default rate, and with this subtracted from all rating default
    levels, and a 25% increase of the recovery rate at all rating
    recovery levels, would lead to an upgrade of up to five
    notches for the rated notes, except for the class A-1-R-R and
    A-2-R-R notes, which are at the highest level on Fitch's scale
    and cannot be upgraded further.

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

-- After the end of the reinvestment period, upgrades may occur
    if there is better-than-expected portfolio credit quality and
    deal performance, leading to higher note credit enhancement
    and excess spread available to cover for losses on the
    remaining portfolio.

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

-- A 125% default multiplier applied to the portfolio's mean
    default rate, and with the increase added to all rating
    default levels, and a 25% decrease of the recovery rate at all
    rating recovery levels, would lead to a downgrade of up to
    four notches for the rated notes.

-- Downgrades may occur if the build-up of the notes' credit
    enhancement following amortisation does not compensate for a
    higher loss expectation than initially assumed due to
    unexpected high levels of default and portfolio deterioration.

Coronavirus Potential Severe Downside Stress Scenario

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies. The potential severe downside
stress incorporates the following stresses: applying a notch
downgrade to all the corporate exposure on Negative Outlook. This
scenario shows resilience at the current ratings for the class
A-1-R-R, A-2-R-R, B-1-R-R, B-2-R-R and C-R notes and a one-notch
downgrade for the junior notes.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

Jubilee CLO 2016-XVII DAC

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

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

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

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



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

SUNRISE SPV Z80: Fitch Assigns BB Rating to Class E Notes
---------------------------------------------------------
Fitch Ratings has upgraded eight tranches of four Sunrise ABS
transactions and affirmed the others.

        DEBT                      RATING           PRIOR
        ----                      ------           -----
Sunrise SPV Z80 S.r.l. - Series 2019-2

Class A IT0005388480       LT  AA-sf   Affirmed    AA-sf
Class B IT0005388498       LT  A+sf    Upgrade     Asf
Class C IT0005388506       LT  BBB+sf  Affirmed    BBB+sf
Class D IT0005388514       LT  BBB-sf  Affirmed    BBB-sf
Class E IT0005388522       LT  BBsf    Affirmed    BBsf

Sunrise SPV Z70 S.r.l. - Series 2019-1

Class A IT0005372252       LT  AA-sf   Affirmed    AA-sf
Class B IT0005372260       LT  A+sf    Upgrade     Asf
Class C IT0005372278       LT  BBB+sf  Upgrade     BBBsf

Sunrise SPV 40 S.r.l. - 2018-1

Class A IT0005337313       LT  AA-sf   Affirmed    AA-sf
Class B IT0005337339       LT  AA-sf   Affirmed    AA-sf
Class C IT0005337347       LT  AA-sf   Upgrade     Asf
Class D IT0005337354       LT  A-sf    Upgrade     BBB+sf
Class E IT0005337362       LT  BB+sf   Upgrade     BB-sf

Sunrise SPV 50 S.r.l. - Series 2018-2

Class A IT0005351686       LT  AA-sf   Affirmed    AA-sf
Class B IT0005351694       LT  AA-sf   Upgrade     A+sf
Class C IT0005351710       LT  A-sf    Upgrade     BBB+sf

TRANSACTION SUMMARY

The transactions are public securitisations of unsecured consumer
loans originated by Agos Ducato S.p.A. (Agos; A-/Negative/F1). The
transactions closed in 2018 and in 2019 and their revolving periods
have ended. The portfolios comprise mostly personal and auto
loans.

KEY RATING DRIVERS

Deleveraging Supports Upgrades

The fast amortisation of the pools, common to all static
transactions, has led to a substantial build-up of credit
enhancement (CE), driving the upgrades of the mezzanine and some
junior notes of Sunrise 2018-1, 2018-2, 2019-1 and 2019-2 and the
affirmation of the other notes.

As of the most recent payment date, CE for Sunrise 2018-1 was
between 70.3% for the class A notes and 12.9% for the class E
notes. For Sunrise 2018-2 it was between 56.1% for the class A
notes and 22.5% for the class C notes. For Sunrise 2019-1 it was
between 44.9% for the class A notes and 18.8% for the class C notes
and for Sunrise 2019-2 it was between 37.7% for the class A notes
and 8.2% for the class E notes. CE is provided by amortising cash
reserve funds and the subordination of more junior notes.

Lower Default Multiples for Sunrise 2019-2

Fitch has lowered the 'AA-sf' multiple to 4.25x from 4.50x for the
new vehicles, used vehicles, furniture and other purpose loans
sub-pools, reflecting that since the last review, the revolving
period for Sunrise 2019-2, which required higher criteria stresses,
has ended. Fitch modelled the current share of the portfolio as of
end-December 2020, which led to a blended default base case of 8.2%
compared with 8.8% previously. The previous base case was based on
a stressed portfolio with a higher share of personal loans and used
vehicles as it took into account potential migration to the
concentration limits during the revolving period.

High Excess Spread

The weighted average (WA) yield at end-December 2020 was between
7.7% and 7.0% for all pools, translating into a high gross excess
spread that has enabled the rapid build-up of the cash reserve
funds to their target level. It is also available to provision for
defaults through the transaction's principal deficiency ledger
mechanism, providing an extra layer of CE in case of defaults.

Stable Asset Performance

Asset performance has been in line with predecessor transactions in
the Sunrise series and Fitch's expectations. The outstanding
balance of loans more than 30 days past due ranges between 2.4% for
Sunrise 2018-2 and 1.2% for Sunrise 2019-2 of the current asset
balance as at end-December 2020. Cumulative defaults total 1.0% of
the initial asset balance for the Sunrise 2019-2, 1.2% for Sunrise
2019-1, 1.9%, for Sunrise 2018-2 and 2.2% for Sunrise 2018-1.

Adequate Liquidity Protection

In its analysis Fitch notes that Agos could grant payment holidays
to borrowers in need as a consequence of the Covid-19 outbreak.
Even if Fitch does not expect liquidity shocks because of payment
holidays as borrowers will have to continue to pay interests on
their loans, the liquidity coverage provided by the reserves and
structural features (ie principal borrowings to pay interest and
senior costs) protects the transactions from the risk of liquidity
shortages. The transactions' reserves are sufficient to cover more
than a quarter of senior expenses and interest payments if there
were no collections at all.

Ratings Capped at 'AA-sf'

The most senior class of notes of all transactions are rated
'AA-sf', the maximum achievable rating for Italian structured
finance transactions, six notches above Italy's Long-Term Issuer
Default Rating (IDR; BBB-/Stable/F3).

RATING SENSITIVITIES

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

Unexpected increases in the frequency of defaults or decreases in
recovery rates that could produce loss levels higher than the base
case and could result in potential rating action on the notes. For
example, a simultaneous increase of default base case by 25% and
decrease of the recovery base case by 25% would lead to:

-- Sunrise 2018-1: two-notch downgrade of the class C, D and E
    notes

-- Sunrise 2018-2: two-notch downgrade of the class B and C notes

-- Sunrise 2019-1: two-notch downgrade of the class B and C notes

-- Sunrise 2019-2: one-notch downgrade of the class A notes, two
    notch downgrades of the class B, C, D and E notes

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

The class A notes are sensitive to changes in Italy's Long-Term
IDR. An upgrade of Italy's IDR and revision of the 'AA-sf' rating
cap for Italian structured finance transactions could trigger
upgrades of the notes rated at this level.

Unexpected decrease in the frequency of defaults or increase in
recovery rates that could produce loss levels lower than the base
case. A simultaneous decrease in default base case by 25% and
increase in the recovery base case by 25% would lead to:

-- Sunrise 2018-1: three-notch upgrade of the class D notes and
    two-notch upgrade of the class E notes

-- Sunrise 2018-2: two-notch upgrade of the class C notes

-- Sunrise 2019-1: one-notch upgrade of the class B notes and
    two-notch upgrade of the class C notes

-- Sunrise 2019-2: one-notch upgrade of the class B notes, three
    notch upgrade of the class C, D and E notes

Coronavirus Downside Scenario Sensitivity

Fitch has added a coronavirus downside sensitivity analysis that
contemplates a more severe and prolonged economic stress caused by
a re-emergence of infections in the major economies. In this
downside scenario, Fitch models a sharper increase in delinquencies
than what was experienced during the financial crisis. Under this
downside scenario, the notes' ratings would be:

-- Sunrise 2018-1: one-notch downgrade of the class C, D and E
    notes

-- Sunrise 2018-2: one-notch downgrade of the class C notes

-- Sunrise 2019-1: one-notch downgrade of the class C notes

-- Sunrise 2019-2: one-notch downgrade of the class B and D notes

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

Sunrise SPV 40 S.r.l. - 2018-1, Sunrise SPV 50 S.r.l. - Series
2018-2

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

Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by [insert the name of the third-party due diligence
provider]. The third-party due diligence described in Form 15E
focused on [insert a brief description of the type of work
undertaken by the third-party due diligence provider and any
significant findings]. Fitch considered this information in its
analysis and it did not have an effect on Fitch's analysis or
conclusions.

Prior to the transactions closing, Fitch sought to receive a
third-party assessment conducted on the asset portfolio
information, but none was available for these transactions.

Prior to the transactions closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.

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

Sunrise SPV Z70 S.r.l. - Series 2019-1

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

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

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

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

Sunrise SPV Z80 S.r.l. - Series 2019-2

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

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

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

Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.

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

ESG CONSIDERATIONS

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



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

JUBILEE PLACE 2021-1: S&P Puts Prelim B(sf) Rating on Class X Notes
-------------------------------------------------------------------
S&P Global Ratings assigned preliminary ratings to Jubilee Place
2021-1 B.V.'s class A notes and class B-Dfrd to X-Dfrd interest
deferrable notes.

Jubilee Place 2021-1 is a RMBS transaction that securitizes a
portfolio comprising EUR307.6 million of buy-to-let (BTL) mortgage
loans secured on properties located in the Netherlands. This is the
second Jubilee Place transaction, following Jubilee Place 2020-1,
which was also rated by S&P Global Ratings.

The loans in the pool were originated by DNL 1 B.V. (DNL; 30%;
trading as Tulp), Dutch Mortgage Services B.V. (DMS; 53%; trading
as Nestr), and Community Hypotheken B.V. (Community; 17%; trading
as Casarion).

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

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

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

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

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

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

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

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

  Ratings Assigned

  Class     Prelim. Rating   Class size (%)*
  A         AAA (sf)           88.00
  B-Dfrd    AA+ (sf)            5.25
  C-Dfrd    AA- (sf)            3.25
  D-Dfrd    A- (sf)             2.25
  E-Dfrd    BB+ (sf)            1.25
  X-Dfrd    B (sf)              5.00
  S1        NR                   N/A
  S2        NR                   N/A
  R         NR                   N/A

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




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

PGS ASA: Fitch Withdraws 'CCC' LongTerm IDR
-------------------------------------------
Fitch Ratings has upgraded PGS ASA's Long-Term Issuer Default
Rating (IDR) to 'CCC' from 'RD' and concurrently withdrawn it. The
upgrade followed the company's successful execution of its debt
amendments through a Scheme of Arrangement, which effectively
extended the maturities to 2022.

Fitch views the debt restructuring as positive, allowing for
sufficient liquidity headroom through 2022. However, the company's
debt remains high and Fitch expects its liquidity to be
insufficient to cover debt amortisation in 2023, which, combined
with uncertainty regarding access to capital markets, will result
in the company running out of liquidity under Fitch's base-case
forecasts.

While Fitch expects some gradual recovery in the seismic market,
the company's unsustainable debt level, short liquidity runway and
minimal free cash flow (FCF) generation constrain the rating.

Fitch is withdrawing the ratings as PGS has chosen to stop
participating in the rating process. Therefore, Fitch will no
longer have sufficient information to maintain the ratings.
Accordingly, Fitch will no longer provide ratings (or analytical
coverage) for PGS.

KEY RATING DRIVERS

Restructuring Completed: In February 2021, PGS's proposed debt
amendments were approved via a Scheme of Arrangement following
large-scale support by lenders representing 95.3% of total debt.
Fitch viewed the successful execution of the Scheme as a
prerequisite for the company to be able to avoid a liquidity
inflection point, following demand destruction in 2020 that drove
steep cash flow deterioration as well as a near-term wall of debt
maturities entering 2021.

Debt Quantum Remains High: While the recently executed debt
amendments help to alleviate near-term liquidity risk, the total
debt quantum remains virtually unchanged at USD1.2 billion. Fitch
views this level as unsustainable for the business, given Fitch's
expectation of minimal FCF generation and limited capital market
access in the next two to three years.

High Refinancing Risk: Fitch expects PGS to be able to meet
contractual amortisation through 2022 under the new maturity
schedule post-restructuring. However, based on Fitch's assumption
of a very gradual recovery in the offshore seismic market, Fitch
expects FCF generation to be insufficient to cover the USD375
million of debt maturing in 2023. This, alongside a further USD562
million maturing in 2024, yields high refinancing risk as Fitch
expects traditional capital market access to remain limited for the
company and further lender concessions may not be forthcoming.

Gradual Seismic Market Recovery: Despite the recent rapid recovery
in oil and gas prices on the back of higher demand and favourable
supply dynamics, Fitch expects exploration budget cuts to only be
reversed gradually. This is because oil producers will be cautious
with ceding pricing concessions from service providers and will
focus on core, rather than frontier, assets.

Weak FCF Generation: Even if the seismic services market recovers,
as per Fitch's base-case forecast, Fitch expects PGS's FCF
generation will be less than USD10 million a year in the coming
years, which makes it challenging for the company to reduce gross
debt to manageable levels, and adds to refinancing risk in 2023.
Options for incremental cash savings are minimal given the
company's already substantial cost cuts, and any upside to Fitch's
expectations would likely have to be driven by a substantial market
recovery.

DERIVATION SUMMARY

Nabors Industries, Ltd. (CCC+) is the largest contract driller
globally, with substantial exposure to lower-cost onshore
production areas, whereas PGS operates exclusively in higher-cost
offshore regions. Moreover, PGS is active in marine seismic
acquisition, a niche segment of the exploration business, which
Fitch views as higher-risk than drilling but less
capital-intensive.

Nabors' rating was upgraded to 'CCC+' in December 2020 following
the completion of a distressed debt exchange. Nabors' liquidity
position is still constrained, as 75% of cash on balance sheet is
restricted and some maturities remain in 2021, with the rest in
2023-2024. Nabors' lower leverage and larger size yields lower
refinancing risk than for PGS.

CGG SA (B-(EXP)/Positive) has a more flexible business model than
PGS after its exit from seismic acquisition activities. CGG's
refinanced capital structure and liquidity position
post-refinancing are also stronger than those of PGS as CGG had
almost twice as much cash on balance sheet at end-2020 compared to
PGS and the newly issued bond extends maturities to 2027. CGG is
also 20% bigger than PGS based on 2019 Fitch-adjusted EBITDA.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Average of 5.75 vessels in 2021 (five active in 1Q21 and 4Q21,
    seven in 2Q21 and six in 3Q21), increasing to six in 2023;

-- Vessel utilisation rate of 75% in 2021, increasing to 80% in
    2023;

-- EBITDA at almost USD300 million in 2021, recovering to USD400
    million in 2023;

-- MultiClient library investment of USD150 million in 2021,
    increasing to USD175 million as vessel utilisation increases
    and to USD210 million as the number of vessel in operation
    increases.

RATING SENSITIVITIES

Not applicable as the rating has been withdrawn.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Liquidity Insufficient by End-2022: As of end 2020, PGS had USD178
million of cash on balance sheet with no further available credit
line. Fitch expects the company to generate marginally positive FCF
(USD6 million-7 million a year) in 2021 and 2022. Fitch expects the
company to be able to repay the USD135 million term loan B (TLB)
amortisation in September 2022 and USD28 million excess cash flow
(ECF) amortisation in December 2022. However, available cash at the
beginning of 2023 would be only marginally above USD30 million.
Unless the seismic market recovery is stronger and faster than
Fitch currently expects, Fitch expects PGS to run out of cash in
1H23.

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.

Following the withdrawal of PGS's rating, Fitch will no longer be
providing the associated ESG Relevance Scores.



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S E R B I A
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SERBIA: Fitch Affirms 'BB+' LT Foreign-Currency IDR
---------------------------------------------------
Fitch Ratings has affirmed Serbia's Long-Term Foreign-Currency
(LTFC) Issuer Default Rating (IDR) at 'BB+' with a Stable Outlook

KEY RATING DRIVERS

Serbia's ratings are supported by macroeconomic policy credibility,
which has resulted in low inflation, higher foreign-exchange (FX)
buffers, relative macroeconomic resilience to the coronavirus
shock, and underpins Fitch's confidence in a post-crisis fiscal
adjustment. Governance, human development indicators, and GDP per
capita compare favourably with 'BB' medians. Set against these
factors are Serbia's greater share of foreign-currency denominated
public debt, somewhat higher net external debt/GDP, and wider
current account deficit (although fully covered by strong foreign
direct investments (FDI) in recent years) than peer group medians.
Its banking sector has a high degree of euroisation and Serbia's
small open economy is exposed to the eurozone.

GDP contracted 1% in 2020, less than the 'BB' median contraction of
4.8%, helped by a large fiscal support package (6.3% of GDP),
strong wage growth, and resilient FDI. Fitch forecasts the economy
to grow 5.2% in 2021, supported by a positive carry-over effect,
and strengthening activity in 2H21 due to Serbia's fast vaccination
rollout (currently 22 doses per hundred people) and recovering
demand from the eurozone (which comprises 40% of exports). Fitch
projects growth to remain above trend in 2022, at 4.5%. Serbia's
GDP growth averaged 3.2% in 2015-2019, and unfavourable
demographics and weak total factor productivity growth weigh on
longer-term growth potential. Inflation has remained low and stable
at 1.2% in February, averaging 2% over the last seven years.

A credible fiscal anchor supports Fitch's expectations for steady
fiscal consolidation. The general government deficit widened 7.9pp
in 2020 to 8.1% of GDP, and Fitch's forecast for a narrowing to
4.9% in 2021 incorporates recently announced temporary support
measures totalling 2% of GDP. Fitch projects the deficit to fall to
2% of GDP in 2022, below the projected peer group median of 4.3%.
The IMF Policy Coordination Instrument (PCI) expired in January and
Fitch anticipates a follow-on PCI will be approved in 2H21 and that
new fiscal rules agreed under it will target a medium-term deficit
of near 1% of GDP. Last year's financing needs were comfortably
met, including EUR3 billion (6.2% of GDP) of Eurobond issuance in
May and November, and a further EUR1 billion in February, and the
single treasury account reserve rose to 4.7% of GDP in March, from
3% at end-2019.

General government debt increased 5.3pp in 2020 to 58.2% of GDP,
which compares with the 'BB' median of 59.9%. The average maturity
of central government debt has lengthened to 6.5 years, from 5.1
years at end-2016, but the foreign-currency share of public debt at
69.5% remains well above the peer group median of 46.9%. Fitch
forecasts general government debt/GDP to peak at 59.6% at end-2021
and to fall to 58.5% at end-2022. Contingent liability risks have
moderately increased, including from the bank loan guarantee scheme
(capped at 1.4% of GDP) and from Air Serbia, but from a relatively
low base.

Serbia's external finances have been resilient to the coronavirus
shock and FX reserves increased to EUR13.6 billion at end-January
2021 from EUR13.1 billion in March 2020. A 2.6pp improvement in the
2020 current account deficit to 4.3% of GDP more than offset a
1.5pp moderation in net FDI to 6.2% of GDP. Net FX sales have been
limited since end-2019 at EUR1.5 billion, and the euro/dinar
exchange rate at 117.4 is at the pre-pandemic level. Net external
debt/GDP fell 3pp in 2020 to 29.3% of GDP but remains higher than
the peer group median of 21.5%. Fitch forecasts the current account
deficit to widen to 6% of GDP in 2021-2022 as strengthening
domestic demand lifts imports, and repatriation of foreign company
profits increases. Fitch projects broadly flat FX reserves at 5.7
months of current external payments at end-2022, above the 'BB'
median of 4.9 months.

The pandemic set back already limited structural reform momentum,
and the presidential and parliamentary elections due by April 2022
will act as a further constraint. It is uncertain whether the
opposition will continue to boycott the elections due to concerns
over electoral processes and media independence. While there could
be a repeat of last year's widespread anti-government protests,
Fitch considers it unlikely this would threaten the stability of
the administration or economic confidence. President Vucic and his
SNS party are strong favourites for re-election, and Fitch
anticipates broad continuity in economic policy. A new IMF PCI is
expected to focus on more structural measures from the previous
programme that were not advanced, including improving weak
governance in state-owned enterprises and fiscal risk management.

Fitch anticipates that progress towards EU accession will remain
slow, with a long delay to the 2025 EU accession target date. No
new chapters have been opened since 2019, and rule of law and
relations with Kosovo continue to be the most problematic areas.
Entrenched vested interests are likely to constrain implementation
of measures on the judiciary, anti-corruption, organised crime, and
freedom of expression. Last year's US-brokered agreement was a step
towards normalising relationships with Kosovo, but Fitch does not
expect substantive progress towards a sustainable settlement ahead
of the Serbian general elections next year.

The Serbian banking sector has sound credit metrics, including a
CET1 ratio of 21.4%, and 86% of the sector (by assets) is
foreign-owned, reducing contingent liability risk. The
non-performing loan (NPL) ratio fell to 3.7% at end-2020 from 4.1%
at end-2019 (and 17% at end-2016) and Fitch expects a moderate
increase this year as support measures and regulatory forbearance
expire. The banking sector has remained liquid, and credit growth
is fairly strong, at 9.4% yoy in January. The share of deposits in
foreign currency has steadily fallen to 59.9% at end-2020 from
64.9% at end-2019 but compares unfavourably with the 'BB' median of
20.5%, and the share of loans in foreign currency is also fairly
high at 62.7%.

ESG - Governance: Serbia has an ESG Relevance Score of 5 for both
Political Stability and Rights and for the Rule of Law,
Institutional and Regulatory Quality and Control of Corruption, as
is the case for all sovereigns. These scores reflect the high
weight that the World Bank Governance Indicators (WBGI) have in
Fitch's proprietary Sovereign Rating Model (SRM). Serbia has a
medium WBGI ranking, at the 49th percentile, reflecting a moderate
level of rights for participation in the political process,
moderate institutional capacity, established rule of law and a
moderate level of corruption.

RATING SENSITIVITIES

The main factors that could, individually or collectively, lead to
positive rating action/upgrade are:

-- Public Finances: General government debt/GDP returning to a
    firm downward path over the medium term, for example due to a
    post-coronavirus-shock fiscal consolidation.

-- Macro: An improvement in medium-term growth prospects, for
    example, from structural reforms, increasing the pace of
    convergence in GDP per capita with higher-rated peers'.

-- External Finances: Reduction in external vulnerabilities, for
    example from a smaller share of foreign currency government
    debt, lower banking sector euroisation, and a fall in overall
    net external debt/GDP.

The main factors that could, individually or collectively, lead to
negative rating action/downgrade:

-- External Finances: An increase in external vulnerabilities,
    for example from acute financing pressures or a worsening of
    imbalances, leading to a fall in FX reserves, higher external
    debt and interest burden.

-- Public Finances: A sustained increase in general government
    debt/GDP over the medium term, for example due to a structural
    fiscal loosening and/or weaker GDP growth prospects, or
    currency depreciation resulting in a sharp rise in general
    government debt and interest burden.

SOVEREIGN RATING MODEL (SRM) AND QUALITATIVE OVERLAY (QO)

Fitch's proprietary SRM assigns Serbia a score equivalent to a
rating of 'BB+' on the LTFC IDR scale.

Fitch's sovereign rating committee did not adjust the output from
the SRM to arrive at the final LTFC IDR.

Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three year-centred
averages, including one year of forecasts, to produce a score
equivalent to a LTFC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within
Fitch's criteria that are not fully quantifiable and/or not fully
reflected in the SRM.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Sovereigns, Public Finance
and Infrastructure 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 three 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.

KEY ASSUMPTIONS

-- Fitch assumes that EU accession talks will remain an important
    policy anchor.

ESG CONSIDERATIONS

Serbia has an ESG Relevance Score of 5 for Political Stability and
Rights as WBGI have the highest weight in Fitch's SRM and are
highly relevant to the rating and a key rating driver with a high
weight.

Serbia has an ESG Relevance Score of 5 for Rule of Law,
Institutional & Regulatory Quality and Control of Corruption as
WBGI have the highest weight in Fitch's SRM and are therefore
highly relevant to the rating and are a key rating driver with a
high weight.

Serbia has an ESG Relevance Score of 4 for Human Rights and
Political Freedoms as the Voice and Accountability pillar of the
WBGI are relevant to the rating and a rating driver.

Serbia has an ESG Relevance Score of 4 for Creditor Rights as
willingness to service and repay debt is relevant to the rating and
is a rating driver for Serbia, as for all sovereigns.

Except for the matters discussed above, the highest level of ESG
credit relevance, if present, is a score of 3. This means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity(ies), either due to their nature or to the way in which
they are being managed by the entity(ies).



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

CATALONIA: Fitch Affirms 'BB' LongTerm IDRs, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed the Autonomous Community of Catalonia's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'BB' with Stable Outlooks.

The affirmation is based on a 'Midrange' risk profile and a
moderate 'bbb' debt sustainability assessment. Fitch does apply a
one-notch uplift for support from the government.
Inter-governmental lending represents 84% of Catalonia's direct
debt, which Fitch expects to continue.

Catalonia is located in the north-east of Spain. The region covers
6.3% of Spanish land, and housed 7.68 million inhabitants in 2019,
representing approximately 16.3% of the country's population and
19% of national GDP. Catalonia's economy is diversified by
geography and industry, with prevalent family businesses and SMEs.
The region's development is ahead of the rest of Spain, but GDP has
recently been growing more slowly than nationally, at 3.26% versus
3.37%. The unemployment rate rose to 13.9% in 4Q20, but was still
lower than nationally (16.1%). In 2019 Catalonia's regional GDP per
inhabitant was 118% of the national average.

KEY RATING DRIVERS

Risk Profile: 'Midrange'

Catalonia's 'Midrange' risk profile reflects a moderate risk of the
region's operating balance shrinking. This is based on a
combination of five key risks assessed as 'Midrange' and one
'Stronger' key factor. The 'Midrange' key risks are revenue
robustness, expenditure sustainability and adjustability,
liabilities and liquidity robustness and flexibility. The
'Stronger' key factor is revenue adjustability.

Revenue Robustness: 'Midrange'

Catalonia's revenues are mostly made up of taxes and transfers from
the central government. Most taxes are collected by the central
government and transferred to the autonomous communities on a
preliminary basis, with a final settlement two years later. This is
often the cause of some volatility in revenue growth such as the 8%
spike in 2017. Around 96% of revenue, represented by personal
income tax (PIT), VAT, special and wealth-related taxes, is
correlated with GDP. Such revenue, which totalled EUR237 billion in
2019, or 118% above the national per capita average, underpins
revenue predictability. Revenue growth at 6.1% in 2014-2019 was
above the nominal national GDP growth of 3.8%. Fitch expects
revenue growth of 4.2% per year in 2020-2024, well above nominal
GDP growth (2.4%) for the same period.

Revenue Adjustability: 'Stronger'

Using discretionary tax leeway would increase Catalonia's revenue
and cover by more than 2x a reasonably expected revenue decline of
around EUR990 million in an economic downturn. Fitch estimates that
increasing PIT rates for higher bases and eliminating 40% of the
fiscal benefits in place would increase Catalonia's operating
revenue by at least EUR2 billion. Fitch also believes that tax
affordability is strong as the regional salary and GDP per capita
are above the national and EU average. Catalonia has legal control
of self-collected taxes such as PIT, a major tax contributor (41.1%
of operating revenue in 2019), with no cap on rates by the state.

Expenditure Sustainability: 'Midrange'

Catalonia has demonstrated moderate control of expenditure, given
that around 60% of its spending is inflexible expenses such as
healthcare and education. Fitch does not expect major changes to
spending policy from the likely coalition government of
pro-independent parties following the recent general election.
Conversely, Fitch expects expenditure growth to slightly lag
revenue growth, constrained by fiscal targets. Fitch expects the
operating margin to improve to 7% in 2024 from 2% in 2019 under its
rating case, although Fitch expects it to have first deteriorated
to -10% in 2020 with gradual recovery afterwards.

Expenditure Adjustability: 'Midrange'

Control of expenditure has improved since the introduction of the
Budget Stability Law, which sets targets for maximum spending
growth along with deficit objectives. Subsequently, deficits have
been progressively narrowed, although Catalonia failed to comply
with these targets on several occasions. Although these targets
have been suspended for 2020 and 2021 due to the pandemic, Fitch
expects these targets to return, which Fitch would view as a
positive credit factor.

The region has limited flexibility in workforce management (nearly
30% of total spending excluding both debt repayment and healthcare
workers) in terms of both number and salaries of civil servants.
The share of committed expenditure is close to 90% and the region
has limited affordability of spending cuts as the level of existing
services is below the national average.

Liability and Liquidity Robustness: 'Midrange'

Catalonia is subject to the national framework for debt and
liquidity management with prudential borrowing limits, such as a
debt objective of 23.4% of GDP for 2020. Additionally, the region
has a conservative debt structure, with a low proportion of
short-term debt at about 2%; almost all its debt is
euro-denominated (99.8%); and has a low maturity concentration.
However, refinancing risk is not negligible as Catalonia's average
life of debt is fairly short at 4.03 years. The region has limited
off-balance sheet risks, consisting mainly of debt and guarantees
to companies such as the railway or general infrastructure, and the
finance institute.

Liability and Liquidity Flexibility: 'Midrange'

Fitch considers Catalonia's cash about EUR1 billion as restricted
for the payment of payables in excess of receivables. Cash is also
not sufficient to cover debt maturities in 2020, even if Fitch
considers the region's credit lines of about EUR760 million at
end-2019 with Spanish banks such as BBVA and Caixabank,
highlighting its reliance on market or government funding. However,
Catalonia has access to the state's financing mechanisms, which
dispenses funding on a quarterly basis for debt refinancing.

Debt sustainability: 'bbb' category

Spanish autonomous communities are regional quasi-sovereign
government (local and regional government (LRG)) under Fitch's
criteria, which makes their primary debt sustainability metric the
economic liability burden (net adjusted debt (+a pro-rata share of
central government debt/regional GDP), which is strongly correlated
to central government debt. Fitch expects central government debt
to increase due to the economic effect of the coronavirus crisis
and, consequently, the autonomous communities' primary metric to
deteriorate.

Under Fitch's rating case, Catalonia's debt sustainability is
assessed at the 'bbb' category. This reflects a higher economic
liability burden of between 120% and 123% in 2024 (2019: 96%).
Fitch forecasts secondary metrics - the payback ratio (net direct
risk-to-operating balance) and actual debt service coverage
(operating balance/debt servicing - to remain above 30x and very
weak at 0.2x, respectively, in 2024. The weak secondary metrics
are, however, offset by the primary metric being far from the lower
end of the 'bbb' category, resulting in the 'bbb' debt
sustainability assessment.

Catalonia's net adjusted debt has been increasing since 2014 (to
EUR72.4 billion at end-2019 from EUR56.1 billion), notably due to
capital, financial and operating deficits. In Fitch's rating case,
net adjusted debt is expected to increase to around EUR85.6 billion
in 2024, driven by Fitch's assumption of the coronavirus shock in
2020 to the operating balance, the latter of which Fitch expects to
gradually improve in the following five years.

ESG Influence: Catalonia has an ESG Relevance Score of '5', which
is revised from '4', for Political Stability and Rights to more
clearly reflect the negative rating impact of the risk of a
disorderly resolution of Catalan separatist tensions. These
tensions, despite more conciliatory relations between the central
and regional governments since January 2020, and together with
inter-governmental lending support result in Catalonia's rating
being two notches below the 'BBB-' rating floor for Spanish
regions, which has been suspended for Catalonia since November
2015.

DERIVATION SUMMARY

Catalonia's Standalone Credit Profile (SCP) is assessed at 'bb-'
category, reflecting a combination of a 'Midrange' risk profile and
the 'bbb' debt sustainability assessment. The 'bb-' SCP also
factors the deterioration of the secondary metrics, which are low
in comparison with peers'. The 'bb-' SCP is uplifted to the 'BB'
IDR on inter-governmental support, as 84% of its debt stems from
state liquidity mechanisms.

KEY ASSUMPTIONS

Qualitative assumptions and assessments:

-- Risk Profile: 'Midrange'

-- Revenue Robustness: 'Midrange'

-- Revenue Adjustability: 'Stronger'

-- Expenditure Sustainability: 'Midrange'

-- Expenditure Adjustability: 'Midrange'

-- Liabilities and Liquidity Robustness: 'Midrange'

-- Liabilities and Liquidity Flexibility: 'Midrange'

-- Debt sustainability: 'bbb' category

-- Support: +1 notch, intergovernmental support

-- Asymmetric Risk: n/a

-- Sovereign Cap or Floor: n/a

Quantitative assumptions - Issuer-Specific:

Fitch revised its rating-case assumptions to reflect the negative
economic impact of coronavirus on autonomous communities' debt
sustainability metrics. Fitch's rating case is a
'through-the-cycle' scenario, which incorporates a combination of
revenue, cost and financial risk stresses in case of economic
slowdown but did not factor in the risk of exceptional events, such
as lockdowns. It is based on 2015-2019 figures and 2020-2024
projected ratios.

The revised key assumptions for the rating case follow the Spain's
downwardly revised real GDP growth, with a further 3% fall of
revenues in 2020 before a recovery in 2021 of the same magnitude,
additional increases of 0.7% and 0.35% of operating spending in the
same period and a sharp rise of central government debt in 2020.
The key assumptions for the scenario include:

-- Nominal compound annual growth of operating revenue at 3.7% in
    the next five years;

-- Nominal compound annual growth of operating expenditure at
    2.6% in the next five years;

-- Net capital balance of minus EUR1,168 million in the next five
    years;

-- 1.3% cost of debt in the next five years.

RATING SENSITIVITIES

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

-- Catalonia's IDRs could be upgraded following an improvement of
    the economic liability burden below 120% and a payback ratio
    below 25 years on a sustained basis.

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

-- Catalonia's IDRs could be downgraded following deterioration
    of the economic liability burden towards 140% and a payback
    ratio above 25 years on a sustained basis.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Sovereigns, Public Finance
and Infrastructure 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 three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.

LIQUIDITY AND DEBT STRUCTURE

Adjusted debt debt of Catalonia at end-2019 was EUR72.4 million,
comprising direct debt of EUR70.8 million from the central
government (EUR59.7 million through the Spanish financing system).
Additionally Fitch has included in adjusted debt the contribution
of Catalonia to the census and public-private partnerships over the
region, which are responsible for the infrastructure development of
road and rail in Catalonia.

ESG CONSIDERATIONS

Catalonia has an ESG Relevance Score of '5', which is revised from
'4', for Political Stability and Rights to more clearly reflect the
negative rating impact of the risk of a disorderly resolution of
Catalan separatist tensions. This has a negative impact on the
credit profile and is highly relevant to the rating.

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



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

DDM HOLDING: Fitch Assigns 'B(EXP)' LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has assigned DDM Holding AG (DDM) and DDM Debt AB
(DDM Debt) expected Long-Term Issuer Default Ratings (IDR) of
'B(EXP)' with Stable Outlooks. At the same time, Fitch has assigned
DDM Debt's planned senior secured notes a 'B(EXP)' long-term
rating.

Fitch has assigned expected IDRs because Fitch believes DDM's
financial position, in particular funding, liquidity and coverage
as well as growth opportunities, will be materially different after
the planned bond issuance than its current position. Consequently,
the assignment of final IDRs is contingent on the successful
execution of DDM Debt's planned senior secured bond issuance. The
assignment of final issue ratings is contingent on the receipt of
final documents confirming to information already received.

DDM is a small Switzerland-domiciled and Stockholm-listed debt
purchaser with operations largely in south-eastern Europe (notably
Croatia). Sweden-domiciled DDM Debt is fully-owned by DDM.

KEY RATING DRIVERS

IDR Constrained by Company Profile: DDM's expected Long-Term IDR
reflects its small size (compared with rated peers). Its
correspondingly more volatile performance and more concentrated
business model represent constraints on its overall rating. Fitch
has scored DDM's Company Profile at 'b-' and this is of High
Importance to the overall rating.

Nominal Franchise; Evolving Business Model: Compared with
higher-rated peers, DDM's franchise is small (120 months estimated
remaining collections (ERC) of EUR258 million at end-2020, of which
DDM expects to receive EUR174 million in the next three years) and
concentrated by geography (Croatia accounted for 73% of ERC for the
next three years at end-2020) and type (82% secured non-performing
loans (NPL) based on end-2020 ERC to be received within the next
three years). This represents a relatively well-defined niche
franchise, but Fitch understands that DDM's business model could
evolve in terms of markets and product types.

Reliance on Third-party Providers: DDM relies on third-party
servicers for the collection of unsecured NPLs and uses a related
company (Ax Financial Holding S.A.) for the collection of some of
the secured debt. In Fitch's view, the reliance on external
collection services limits the value of DDM's own franchise.

Stake in Addiko Bank: In 2020 DDM acquired a 9.9% stake in
Austria-based Addiko Bank AG with the publicly stated intention to
further increase its stake in the bank. There is an overlap between
Addiko Bank's and DDM's strategic focus (secured lending in
south-eastern Europe), but Fitch views the investment as
opportunistic in the context of DDM's debt purchaser business
model.

Ambitious Growth Plans: Fitch views DDM's risk controls as adequate
but notes that controls will likely be stretched by ambitious
growth expectations. It has an identified investment pipeline of
over EUR250 million and targets to significantly grow the book in
size compared with today.

Adequate but Volatile Profitability: DDM's profitability is sound,
supported by a strong, albeit declining portfolio internal rate of
returns and relatively moderate leverage (and associated finance
expense) to date, as reflected in solid and consistent EBITDA
margins and the company's ability to report moderate but
consistently positive net income. However, in absolute terms, DDM's
EBITDA is considerably more volatile than peers and in 2020
benefited from around EUR60 million accelerated collections due to
DDM's exit from the Greek market.

In addition, DDM's overall profitability will to some extent rely
on Addiko Bank's dividend payment capacity (with a projected
dividend yield of 18% for 2021). Fitch notes positively that DDM
has excluded the Addiko Bank dividend from its EBITDA margin
calculation.

Post-transaction Leverage Acceptable: Based on management
projections, DDM's cash flow leverage (gross debt/adjusted EBITDA)
will increase to 3.5x at end-2021 (the lower end of Fitch's 'bb'
leverage range) from 1.4x at end-2020. Positively, even under
Fitch's downside scenario (which haircuts projected collections by
20% each year and keeps collection costs unchanged), DDM's
deleveraging capacity is considered sound, with cash flow leverage
reducing from 4.9x at end-2021 to 1.9x at end-2025. Fitch scores
DDM's Capitalisation & Leverage at 'b', which reflects leverage
under Fitch's base case (4.1x at end-2021), DDM's small size and
concentrated risks, but also its above-average deleveraging
profile.

Acceptable Liquidity; Concentrated Funding Profile:
Post-transaction, DDM's liquidity position will be sound, with
around EUR122 million in cash and EUR27 million draw-down capacity
under its revolving credit facility (RCF). However, Fitch's
Funding, Liquidity & Coverage score takes into account that DDM's
cash level will quickly normalise (to around EUR16 million to EUR18
million over the business plan horizon plus EUR27 million RCF
capacity) due to rapid portfolio acquisitions. The score also
reflects DDM's concentrated funding profile and corresponding
medium-term refinancing risk, with virtually all its
post-transaction funding due in 2026.

Senior Secured Notes: The expected rating on DDM Debt's senior
secured notes reflect Fitch's expectation of average recoveries,
resulting in an equalisation of the bonds' ratings with DDM's
Long-Term IDR. This is largely because despite their secured
nature, the notes are junior to DDM's EUR27 million RCF and
represent DDM's main outstanding debt.

ESG CONSIDERATIONS

Fitch assigns DDM an ESG score of '4' in relation to financial
transparency, in view of the significance of internal modelling to
portfolio valuations and associated metrics such as estimated
remaining collections. However, this is a feature of the debt
purchasing sector as a whole, and not specific to DDM.

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.

RATING SENSITIVITIES

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

-- Increased Size, Improved Diversification: A materially larger,
    more diversified franchise supporting a more stable company
    profile, in conjunction with maintained or improved financial
    metrics, could lead to an upgrade of DDM's Long-Term IDR in
    the medium to long term.

-- Senior Secured Notes: The notes' expected rating is
    principally sensitive to changes in DDM Debt's Long-Term IDR.
    In addition, improved recovery expectations, for instance as a
    result of a layer of more junior debt, could lead Fitch to
    notch up the notes' expected rating up from DDM Debt's Long
    Term IDR.

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

-- Higher Leverage: Given its business model, DDM's cash EBITDA
    is more volatile than that of most of its peers, which has
    been factored into Fitch's assessment of Capitalisation &
    Leverage. However, gross leverage exceeding 4.5x on a
    sustained basis and, inability to de-lever in line with
    management projections in the medium term could put pressure
    on DDM's Long-Term IDR.

-- Tighter Liquidity: Tighter liquidity and inability to address
    refinancing needs in 2026 well ahead of the contractual
    maturity could put pressure on DDM's ratings.

-- Senior Secured Notes: The notes' expected rating is
    principally sensitive to changes in DDM Debt's Long-Term IDR.
    In addition, worsening recovery expectations, for instance as
    a result of a layer of more senior debt, could lead Fitch to
    notch down the notes' expected rating up from DDM Debt's Long
    Term IDR.

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.



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

VB DPR FINANCE: Fitch Affirms Final BB+ Rating on 11 Tranches
-------------------------------------------------------------
Fitch Ratings has assigned VB DPR Finance Company's 2021 series
final ratings. The Outlook is Stable. Fitch has also affirmed the
outstanding series.

The ratings address the likelihood of timely payment of interest
and principal.

     DEBT                           RATING          PRIOR
     ----                           ------          -----
VB DPR Finance Company

Tranche 2011-A                 LT  BB+  Affirmed     BB+
Tranche 2016-B                 LT  BB+  Affirmed     BB+
Tranche 2016-C XS1500557506    LT  BB+  Affirmed     BB+
Tranche 2016-E XS1498434346    LT  BB+  Affirmed     BB+
Tranche 2016-G                 LT  BB+  Affirmed     BB+
Tranche 2018-A                 LT  BB+  Affirmed     BB+
Tranche 2018-D XS1819494227    LT  BB+  Affirmed     BB+
Tranche 2018-E XS1819494656    LT  BB+  Affirmed     BB+
Tranche 2018-F                 LT  BB+  Affirmed     BB+
Tranche 2018-G XS1888267173    LT  BB+  Affirmed     BB+
Tranche 2019-A                 LT  BB+  Affirmed     BB+
Tranche 2021-A                 LT  BB+  New Rating
Tranche 2021-B                 LT  BB+  New Rating
Tranche 2021-D                 LT  BB+  New Rating
Tranche 2021-E                 LT  BB+  New Rating
Tranche 2021-F                 LT  BB+  New Rating
Tranche 2021-G                 LT  BB+  New Rating
Tranche 2021-H                 LT  BB+  New Rating

TRANSACTION SUMMARY

The programme is a financial future flow securitisation of existing
and future US dollar-, euro-, sterling- and Swiss franc-denominated
diversified payment rights (DPRs) originated by Turkiye Vakiflar
Bankasi T.A.O. (Vakifbank). DPRs can arise for a variety of reasons
including payments due on the export of goods and services, capital
flows, tourism and personal remittances. The programme has been in
existence since 2005.

KEY RATING DRIVERS

Originator Credit Quality

Vakifbank is a state-owned commercial bank. Its Long-Term
Local-Currency Issuer Default Rating (LC IDR) is equalised with the
sovereign rating at 'BB-' on the basis of support, reflecting a
high sovereign propensity and ability to provide support in LC. The
Outlook is Stable.

Two-Notch Uplift Unchanged

Fitch has a Going Concern Assessment (GCA) score of 'GC1' on
Vakifbank. This reflects the state support and Vakifbank's
importance to the Turkish banking system as the third-largest bank
in Turkey. Vakifbank had unconsolidated deposits of USD50.9 billion
and assets of USD82.3 billion at end-September 2020, representing
12.0% of total system deposits and 11.5% of total system assets,
according to the Banks Association of Turkey.

The GC1 score allows a maximum notching uplift of six notches from
the originator's LC IDR. Fitch tempers the uplift when the
originator's LC IDR is driven by support and its GCA score also
benefits from such support. The uplift is further limited by the
challenging market conditions in Turkey. Fitch maintains a
two-notch uplift for VB DPR, supported by adequate flow amounts and
sufficient debt service coverages.

Large Programme Size

Fitch estimates the total programme debt, including new issuance,
of USD2,882 million-equivalent at 3.9% of Vakifbank's total
interest-bearing liabilities, 11.9% of total interest-bearing
liabilities excluding customer deposits and 24.6% of total
long-term funding. The VB DPR programme is large in size and DPR
debt accounts for a significant share of Vakifbank's funding
profile, particularly when looking at long-term funding. A further
increase in programme debt could translate into rating pressure.

Healthy Flows Despite Coronavirus Impact

VB DPR reported USD79.1 billion applicable flows and USD31.3
billion offshore flows processed through designated depository
banks (DDBs) in 2020, a 48% and 46% increase from 2019,
respectively. Prior to 2020, flows had been growing but at a slower
pace. Flows reduced in April 2020, but recovered soon after.

Vakifbank has increased its market share in various sectors, which
contributed to the growth of DPR flows. Although it is a short
history of increased flow levels, Fitch analyses the programme
based on a forward-looking view, expecting flows to stabilise at a
similar level as observed recently, assuming all else equal and
without material relevant new circumstances.

Relatively Weak Coverage Levels

Fitch calculated the debt service coverage ratio (DSCR) for the
programme at 38x based on the monthly average offshore flows
processed through DDBs in the past 12 months, after incorporating
interest rate stresses. The DSCR is at the low end compared with
peer programmes.

Fitch ran additional scenarios to test DPR flows' sufficiency and
sustainability, including FX stresses, a reduction in payment
orders based on the top 20 beneficiary concentration, a fall in
remittances based on the steepest quarterly decline in the last
five years and the exclusion of large single flows exceeding USD35
million. The resultant DSCRs range from 16x to 34x, based on
average monthly flows in the last 12 months.

Diversion Risk Reduced

Fitch believes DPR flows are more susceptible to diversion when the
originator is state-owned. The risk is reduced if only a relatively
small proportion of the flows is used to service the debt. In
addition, the transaction structure, like its peers, mitigates
certain sovereign risks by keeping DPR flows offshore until
scheduled debt service is paid to investors. Fitch believes
diversion risk is materially reduced by the acknowledgement
agreements signed by the DDBs. The proportion of DDB flows has
historically averaged above 80%.

RATING SENSITIVITIES

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

-- Significant variables affecting the transaction's rating are
    the originator's credit quality, the GCA score, DPR flow
    development and the debt service coverage levels. Fitch would
    analyse a change in any of these variables for the impact on
    the transaction's rating.

-- Another important consideration that could lead to rating
    action is the level of future flow debt as a percentage of the
    originating bank's overall liability profile, its non-deposit
    funding and long-term funding. This is factored into Fitch's
    analysis to determine the maximum achievable notching
    differential, given the GCA score. VB DPR programme debt
    represents a significant share of Vakifbank's funding profile,
    particularly when looking at long-term funding. A further
    increase in programme size could translate into rating
    pressure.

-- In addition, the ratings of The Bank of New York Mellon (BONY;
    AA/Stable/F1+) as the issuer's account bank may constrain the
    ratings of DPR debt should BONY be rated below the then
    ratings of the DPR debt and no remedial action is taken.

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

-- The main constraint on the DPR rating is the originator's
    credit quality and its operating environment. An upgrade of
    the originator's LC IDR could contribute positively to the DPR
    rating. Also, improvements in economic conditions could
    contribute positively to DPR flow performance and to the
    rating. Fitch will review the DPR rating if there is any
    material change in these variables.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

VB DPR Finance Company

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

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

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

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

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

The future flow ratings are driven by the credit risk of the
originating bank as measured by its LC IDR.

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.



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

ADVANZ PHARMA: S&P Rates Cidron's Proposed Sr. Sec. Notes Issue 'B-
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue rating to the proposed
$560 million euro-denominated senior secured notes and $460 million
pound sterling-denominated senior secured notes that Cidron Aida
Bidco Ltd. (B-/Positive/--), holding company of specialty
pharmaceutical company ADVANZ Pharma Corp., intends to issue. This
transaction follows the $360 million euro-denominated term loan B
issuance launched on March 17, 2021, to finance the acquisition of
ADVANZ PHARMA Corp by private equity firm Nordic Capital.

S&P said, "The recovery rating on the proposed notes is '3',
reflecting our expectation of meaningful recovery prospects
(50%-70%, rounded estimate: 50%) supported by our valuation of the
business as a going concern and constrained by the large amount of
senior secured debt assumed to be outstanding at default."

ADVANZ Pharma is a Jersey-based specialty pharmaceutical company
primarily offering established, branded, and niche generic
medication in about 100 countries. The company is involved in the
licensing, regulatory filing, sale, and marketing of medicines,
while development and manufacturing activities are outsourced. The
company's main markets include the U.K., North America, and the EU,
which together represent more than 80% of revenue.

ADVANZ Pharma generated revenue of $526 million in 2020.


AMIGO LOANS: May Collapse if Court Rules Against Compensation Cap
-----------------------------------------------------------------
Emma Dunkley at Financial Mail On Sunday reports that Amigo Loans
is heading for a crunch court decision that could tip the lender
into administration, leaving 700,000 borrowers without
compensation.

The firm, founded by self-confessed former petty criminal James
Benamor, has asked the High Court to approve a scheme that would
limit compensation payouts to customers who were mis-sold loans,
Financial Mail On Sunday relates.

According to Financial Mail On Sunday, if the High Court approves
on March 30, Amigo's creditors can vote on the scheme -- with 50%
needing to vote in favor.

But if the High Court rules against the scheme, sources said the
cost of paying compensation in full would tip Amigo into
insolvency, Financial Mail On Sunday notes.

This would leave 700,000 former customers facing the prospect of no
compensation at all, Financial Mail On Sunday states.

Amigo Loans, founded in 2005, provides loans to people with a
patchy credit history.  But it has come under pressure after a
clampdown by the Financial Conduct Authority which has opened the
floodgates to mis-selling claims, Financial Mail On Sunday
discloses.


CONCORDE MIDCO: S&P Assigns 'B-' Long-Term ICR, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings assigned its 'B-' long-term issuer credit rating
to Concorde Midco Ltd. and our 'B-' rating to Concorde Lux Sarl.
S&P also assigned a 'B-' issue rating to EUR585 million first-lien
loans issued by Concorde Lux Sarl.

The stable outlook indicates that revenue is forecast to dip 1%-3%
in the financial year ending June 30, 2021, before reverting to
growth of 1%-3% in FY2022. Cost-saving initiatives are expected to
boost its S&P Global Ratings-adjusted EBITDA margins, enabling
adjusted debt to EBITDA to fall below 9x within the next two
years.

FP's acquisition of Keyloop is funded by a combination of debt and
equity, giving it a highly leveraged capital structure.

Adjusted debt to EBITDA is expected to spike to above 10x in FY2021
and revert to just below 9x in FY2022--this includes the
exceptionally high restructuring costs and considers capitalized
development costs as expenses. Excluding the restructuring costs,
debt to EBITDA would be above 8.5x in FY2021 and below 8x in
FY2022.

FP issued the following instruments to fund the acquisition:

-- A senior secured first-lien loan of EUR585 million;

-- A senior secured second-lien loan of GBP125 million; and

-- An equity contribution of EUR605 million, in the form of common
equity.

Part of the proceeds were used to fund the acquisitions of RAPID
RTC and enquiryMAX, wherein Rapid RTC is a provider of lead
management solutions and enquiryMAX offers showroom management
solutions in the U.K. and Ireland. Given the limited scale of the
acquisitions, we believe it will have an immaterial impact on the
credit metrics for the next 12-24 months.

The resulting heavy interest charges will weigh on the EBITDA
interest coverage and free cash flow generation.

S&P said, "Given that the second-lien loan was privately placed and
has a relatively high margin, we expect Keyloop's EBITDA interest
coverage ratio to remain below 3x for 2021 and 2022. We calculate
adjusted FCF as operating cash flow less capital expenditure
(capex), cash interest, cash taxes, and exceptional costs. As such,
we expect free operating cash flow (FOCF) to debt to reach 1%-3% in
2021 and 2022. Even excluding the high restructuring costs over the
next couple of years, adjusted FCF to debt is expected to remain
below 5% in FY2022."

Keyloop targets a niche end market, with an estimated size of $870
million as of FY2020.

It holds leading positions in dealership management systems (DMS)
market in key geographies such as the U.K., Finland, Norway, South
Africa, The Netherlands, Italy, and the Middle East. In some
geographies--for example, the U.K., Denmark, and Finland, which
together account for about 40% of total revenue--Keyloop has a
market share at or above 50%. DMS solutions are vertically
integrated enterprise resource planning (ERP) and customer
relationship management (CRM) solutions focused on the automotive
retail industry. Given the small size of the end market, the high
cost of developing a DMS solution shields DMS vendors from larger
software providers like SAP and Oracle.

In S&P's view, Keyloop's DMS solutions are inexpensive, but deeply
embedded in the operations of automotive dealers, making them
mission critical.

This combination makes the switching barrier relatively high, as
demonstrated by Keyloop's long-term, entrenched relationships with
its customers. The average customer tenure is 13 years and it sees
extremely low churn, even compared with other ERP software
providers (average customer churn for ERP is less than 3%).

Although Keyloop is exposed to a volatile end market, its revenue
is not directly linked to car sales, or even to dealership service
volumes.

DMS solutions and layered applications are sold as subscriptions
with a fixed fee per user and a typical contract duration of three
to five years for DMS and one to three years for layered
applications. Overall, recurring revenue represents 83% of total
revenue, which makes future earnings more predictable.

Keyloop suffers from its modest scale compared with larger ERP
vendors, and its focus on the automotive retail industry.

Keyloop's products are aimed at a single niche end market--the
automotive retail industry--and specifically at franchised
dealerships. This exposes it to economic downturns in that market.
If demand for cars remains muted, dealers could close sites and S&P
could see consolidation in the auto dealership ecosystem. This
would shrink Keyloop's user base and weaken its growth prospects.
Keyloop's relatively modest scale in terms of EBITDA generation
leaves it vulnerable to underperformance, causing its debt
protection metrics to deteriorate quickly.

The increasing popularity of electric vehicles presents a long-term
risk to the business.

As S&P understands, some electric vehicles are cheaper to service
than the traditional internal combustion engines (ICE) because
there are fewer mechanical parts in an electric vehicle. As the
number of electric vehicles being serviced increases and the number
of ICE vehicles reduces, autodealers could see their earnings
decline, which could disrupt long-term growth prospects for
Keyloop. Given the slow increase in market penetration of electric
vehicles, this issue could surface after five years.

Growth prospects are limited in the next 12 months, but S&P expects
gradually improving growth opportunities thereafter.

Demand for cars is being disrupted by the pandemic, which is
testing the auto-dealership ecosystem. S&P anticipates that
autodealers could seek consolidation, causing the number of
dealership sites to shrink and chipping away at Keyloop's user base
over the next few years. As the end market experiences financial
stress, prices for Keyloop's solutions will remain static, with few
increases, at least for the next 12 months. As the financial stress
in the end market gradually eases in 2022, upselling of layered
applications will allow Keyloop to grow in line with pre-pandemic
trends. Revenue from layered applications grew by more than 20%
annually from 2017-2019.

Sizable cost-saving initiatives should help in the company reduce
debt, although S&P is mindful of the execution risk.

CDK Global announced a cost-saving project for its international
operations in May 2020. The target was to reduce costs by $27
million, mainly by reducing the number of full-time equivalent
staff in China, France, and the U.K. S&P understands that all the
cost savings related to this project will be realized before June
2021. Additionally, the new owners, FP, aims to streamline the
business and achieve an additional $26 million in cost savings over
the next 12-18 months. FP plans to reduce costs by cutting staff
further and making use of staff in nearby, but cheaper labor
markets.

Keyloop is exposed to execution risk associated with the carve out
and several of its current initiatives.

First, it lacks a track record as a stand-alone entity. The
execution risk associated with the carve-out could result in
operational difficulties that could erode the group's earnings.
Second, its cost-saving initiative targets a saving of more than
10% of the total cost base, which increases the execution risk
associated with the project. Downside risks to S&P's base-case
forecast include delayed realization of cost savings or
higher-than-expected restructuring costs.

The restructuring costs related to the cost-savings project are
already significant.

S&P said, "We estimate them at $40 million-$45 million over the
next 18 months, with more than 65% of the cost incurred in FY2021.
Significant restructuring expenses over FY2021 and FY2022 would
dilute adjusted EBITDA and FCF. Although the company may incur
restructuring costs beyond FY2022, we don't expect these to be as
material as the costs associated with the current projects to
streamline the business. Over the next 12-18 months, we expect
adjusted debt to EBITDA (excluding restructuring costs) to remain
around 6x-8x and FOCF to debt (excluding restructuring costs) to be
around 3%-5%. This still indicates a highly leveraged capital
structure.

"The stable outlook indicates that we expect weak economic
conditions at the end market to cause a revenue decline of 1%-3%
even as adjusted EBITDA margins remain relatively stable at 22%-24%
in FY2021. From FY2022, as economic conditions gradually improve,
cost-saving measures take effect, and restructuring costs fall,
revenue should grow by 1%-3% and adjusted EBITDA margins should
rise to about 30%-32%. Adjusted leverage should therefore shrink to
below 9x and FOCF to debt to 1%-3% by the end of FY2022.

"We could lower the rating if weak economic conditions in the end
market persist, causing revenue to decline for longer than
expected, or if the company fails to realize the proposed synergies
from its cost-saving plans." The effect on adjusted EBITDA could
cause:

-- Negative FOCF generation;

-- EBITDA cash interest coverage to fall below 1.5x; or

-- Liquidity to weaken, such that sources of liquidity fail to
cover the expected liquidity needs.

S&P sees an upgrade as unlikely over the next 12 months, given
Keyloop's highly leveraged capital structure and relatively modest
free cash flow generation. S&P could raise the rating over the
longer term if:

-- Adjusted debt to EBITDA falls below 7x; and

-- The company maintains FOCF to debt above 5% for a sustained
period.


EG GROUP: Fitch Assigns Final B Rating to USD1.4BB Sr. Sec. Debt
----------------------------------------------------------------
Fitch Ratings has assigned EG Group Limited's (EG) placed USD1.4
billion-equivalent senior secured debt and EUR610 million
second-lien debt final senior secured instrument ratings of
'B'/'RR3' and 'CCC'/'RR6', respectively. The new instrument ratings
are aligned with EG's existing instrument ratings.

Final instrument ratings assume completion of forecourts business
acquisitions from ASDA (Bellis Finco BB-/Stable) for GBP750 million
and from OMV for EUR485 million, which is subject to regulatory
approvals.

The 'B-' IDR reflects high leverage following a large number of
successive mainly debt-funded acquisitions. Positive momentum from
2020's resilient trading and the delivery of synergies provide EG
with deleveraging capacity, assuming of no further material
debt-funded M&A beyond these transactions. The rating also
incorporates the group's position as a leading global petrol fuel
station (PFS)/ convenience store/ food service operator with a
global reach.

KEY RATING DRIVERS

Leverage Remains High: Fitch forecasts funds from operations (FFO)
adjusted gross leverage to remain high at around 8.5x in 2021
(versus 8.2x in 2020), consistent with 'B-' rating, following the
USD2.16 billion new debt, USD530 million of which is applied to
refinance existing debt. Its two wholly debt-funded acquisitions
from OMV and ASDA for USD1.6 billion show a continued desire to
expand under an aggressive financial policy. Fitch expects
deleveraging to 7.8x by 2022, towards Fitch's positive rating
threshold of 7.5x. This is subject to EG balancing its appetite for
further expansion with deleveraging towards an IPO with
management's medium-term target of 4x-4.5x net debt/EBITDA.

EBITDA Growth and Synergies: Fitch forecasts an increase in EBITDA
to USD1.6 billion in 2022, the first full year of contribution from
OMV and ASDA forecourts, which brings a combined EBITDA of USD150
million (excluding synergies). Fitch expects EBITDA to trend
towards USD1.7 billion over the next four years, compared with
management's guided pro-forma EBITDA of USD1.78 billion, including
around USD270 million synergies.

Although management has a good record in extracting synergies from
acquisitions, Fitch conservatively assumes some haircut to total
synergies, with food service synergies from ASDA forecourt
acquisition being delivered by 2024. Fitch forecasts broadly
neutral free cash flow (FCF) in the initial two years on higher
capex, with FCF margin trending towards 1% thereafter, enabling
deleveraging.

Solid 2020 Performance: EG outperformed Fitch's 2020 forecast with
EBITDA up 50% yoy at USD1.25 billion as strong fuel margin - which
increased to 10 cpl in 2020 from 7.2 cpl in 2019 - helped offset
pandemic-induced disruption in fuel demand (20% reduction in fuel
volumes). Performance was further supported by earnings
contributions from 2019 acquisitions, delivery of synergies, cost-
and cash-mitigation measures, including government support and
reduction in discretionary capex.

Fuel Margin May Decline: Fitch expects some EBITDA margin pressure
due to anticipated fuel margin contraction to 8.0 cpl-8.5 cpl over
the next four years if higher oil prices relative to 2020 levels
are sustained. A 1 cpl change in gross margin has around a USD250
million impact on Fitch-forecast EBITDA in 2022, although the
absolute impact can differ depending on fuel volumes. Fitch
understands from management that fuel pricing of EG and ASDA will
remain separate, with the latter generating a lower margin. Fitch
expects the unhedged negative oil price impact on profitability to
be somewhat offset by increased contribution from higher-margin
non-fuel sales and potentially greater purchasing power on
increased scale, and other synergies.

Focus on Governance and Controls: EG is still developing governance
and internal controls that are appropriate for its size. Its
previous external auditor Deloitte had cited weakness of internal
controls for the group's complexity upon its resignation in 3Q20.
Meanwhile EG has made progress by establishing an internal audit
team in 2020, which will report to the newly appointed independent
director chairing the audit committee. Fitch views positively the
increased independent oversight at EG's board via three recent
high-calibre independent director appointments, which should help
balance its stakeholder interests at the board level.

Execution Risks Mitigated: EG's enlarged scale and market reach
gained over a short period present meaningful execution risks.
Fitch believes that the execution risk from the two new
acquisitions in the markets where EG already has established its
presence is mitigated by its good record of integrating previous
acquisitions, identifying margin improvements and cost-saving
opportunities on a lower scale. In 2020 EG has proven its ability
to deliver synergies linked to previous acquisitions.

Material Synergies: ASDA's forecourt business acquisition will
almost double EG's presence by site numbers in the UK, while
planned synergies at USD113 million are material, more than half of
which will be delivered from establishing a food-service
proposition on ASDA estate, albeit not fully realised until 2024.
OMV forecourt acquisition is a bolt-on acquisition with limited
planned synergies of USD10 million.

Leading Global PFS Operator: The rating of EG remains fundamentally
supported by its scale, diversification and its positions in
western Europe, the US and Australia as a leading PFS and
convenience retail/food services operator, following a large number
of acquisitions since 2018. Increased purchasing scale allows EG to
benefit from a stronger negotiating position on fuel contracts with
oil majors. The significant 3 billion litre increase in fuel sales
to 4.7 billion litres in the UK, following the ASDA forecourt
acquisition, should enable some procurement savings in Fitch's
view.

DERIVATION SUMMARY

The majority of EG's business is broadly comparable with that of
other peers that Fitch covers in its food/non-food retail rating
and credit-opinion portfolios, although the "company-owned company-
operated" model should provide more flexibility and profitability
for EG.

With around 300 highway sites, EG can be compared to motorway
services group Moto Ventures Limited (Moto, B-/Stable) and, to a
lesser extent, to emerging-markets oil product
storage/distributor/PFS vertically integrated operators such as
Puma Energy Holdings Pte Limited (BB-/Rating Watch Negative) and
Vivo Energy Plc (BB+/Stable).

Moto has slightly higher leverage than EG, although it benefits
from an infrastructure-like business profile as it operates in a
regulated market with high barriers to entry that Fitch believes
are more defensive than that of EG. During the pandemic traffic
decline was more pronounced on motorways, thus having a more
negative impact on Moto's fuel volumes and retail-segment revenues
than on EG's. Both companies rely on non-fuel operations to improve
margins. EG is more geographically diversified with exposure to
both the US and Australian markets and a strong market share in
seven western European countries, against only one in Moto's case.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Annual fuel volumes, inclusive of ASDA and OMV, above 25
    billion litres over the next four years;

-- Fuel margin at 8 cpl-8.5 cpl over the next two years;

-- Total gross profit evenly split between fuel and non-fuel;

-- Annual working capital outflows peaking at USD200 million in
    2022, as tax deferral (USD573 million) starts to unwind in
    October 2021;

-- Capex to remain above USD500 million over the next four years;
    and

-- No further M&A for the next four years. If further M&As
    materialise, Fitch would assess their impact based on their
    scale, funding, multiples paid and how accretive to earnings
    they are, including synergies.

Key Recovery Assumptions:

According to Fitch's bespoke recovery analysis, higher recoveries
would be realised by preserving the business model using a
going-concern approach, reflecting EG's structurally
cash-generative business. This is despite the reasonable asset
value of EG's sites, but real value to creditors is embedded in
such assets being operational rather than liquidated.

Fitch estimates a post-restructuring going-concern EBITDA of
USD1,250 million, following the acquisition of forecourt businesses
from ASDA and OMV. This corresponds to a 30% discount compared with
management's identified USD1,775 million pro-forma EBITDA. Fitch
estimates that at this post-restructuring going-concern EBITDA
level the group would become FCF-neutral.

In a distressed scenario, Fitch believes that a 5.5x multiple
reflects a conservative view of the weighted average value of EG's
portfolio. By comparison, Moto's 7.5x distressed multiple reflects
the regulated nature of the market, the high quality and strategic
importance of the company's highway sites and infrastructure-like
cash-flow profile.

As per its criteria, Fitch assumes EG's revolving credit facility
(RCF) and local-currency debt facilities to be fully drawn upon
default, and deducts 10% from the enterprise value to account for
administrative claims.

Fitch's waterfall analysis generated a ranked recovery for the
senior secured facilities, in the 'RR3' band, indicating a 'B'
instrument rating, one notch above the IDR. The waterfall analysis
output percentage on current metrics and assumptions remains
unchanged at 55%.

Second-lien instruments are in the 'RR6' band and have an
instrument rating at 'CCC', two notches below the IDR, with an
output percentage of 0%.

RATING SENSITIVITIES

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

Unqualified audit opinion for 2020's annual accounts and
continued improvement in governance is a pre-requisite for a
positive rating action in the future, in tandem with:

-- A continued recovery post Covid-19 disruption, successful
    integration of acquired businesses, increasing EBITDA towards
    EUR1.6 billion in tandem with a committed financial policy,
    which together will bring FFO lease-adjusted gross leverage to
    7.5x or below on a sustained basis;

-- FFO fixed-charge cover of 2x or higher on a sustained basis;
    and

-- Positive FCF on sustained basis.

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

-- Weak post Covid-19 disruption recovery and negative impact
    from rising oil prices leading to EBITDA below USD1.3 billion,
    after including the newly acquired businesses;

-- FFO lease-adjusted gross leverage increasing to/above 9x in
    2022 on a sustained basis;

-- FFO fixed-charge cover sustainably below 1.5x, along with
    deteriorating liquidity; and

-- Neutral-to-negative FCF on a sustained basis.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: EG's liquidity was strengthened during
2020, due to resilient trading performance and the group's ability
to defer around USD626 million of tax payments. The cumulative
impact saw the RCF being fully paid down, providing USD591 million
of available, undrawn liquidity. Total available liquidity,
including available cash balances, was around USD1.2 billion at
end-2020 (excluding Fitch's assumed restricted cash of USD100
million).

Fitch's forecasts envisage that FCF generation will be neutral in
the medium term, even once tax deferral starts unwinding in October
2021 and is paid out over the subsequent 36 months. Fitch views the
need to meaningfully utilise the RCF for operations as low. RCF
maturity has been extended to 2024 from 2022. The bulk of debt
maturities are in 2025.

ESG Considerations

EG has an ESG Relevance Score of '4' for Financial Transparency due
to internal controls pending improvements and expected delay of
audited accounts, which has a negative impact on the credit profile
and is relevant to the ratings in conjunction with other factors.

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

GREENSILL CAPITAL: Administrators Lay Off About 440 Workers
-----------------------------------------------------------
Bhargav Acharya and Vishal Vivek at Reuters report that
administrators of British-based Greensill Capital have laid off
about 440 workers following the finance firm’s collapse.

The job cuts were made "whilst the joint administrators are in
continued discussion with interested parties in relation to the
purchase of certain Greensill Capital assets," Reuters quotes
accountants Grant Thornton as saying in a statement.

They said a smaller number of staff have been retained, Reuters
notes.

Greensill entered administration on March 8 after losing insurance
coverage, Reuters recounts.




ITHACA ENERGY: Fitch Maintains 'B' LT IDR on Watch Negative
-----------------------------------------------------------
Fitch Ratings has maintained Ithaca Energy Ltd.'s Long-Term Issuer
Default Rating (IDR) of 'B' on Rating Watch Negative (RWN). Fitch
has also maintained the senior unsecured rating of 'B' for the
USD500 million notes issued by Ithaca Energy (North Sea) Plc and
guaranteed by Ithaca Energy on RWN. The Recovery Rating is 'RR4'.

The RWN reflects the potential pressure Ithaca may face due to
continued liquidity issues experienced by its 100% parent, Delek
Group. Delek's projected liquidity in 2021-2022 remains weak
(despite significant progress on its financial restructuring,
including paying down most of its bank debt) and depends on debt
issuances, dividend income, disposals and potentially an equity
transaction involving Ithaca.

Ithaca's rating reflects the company's low leverage, strong hedging
position and sound standalone liquidity. Ithaca's reserves are low,
and acquisitions may be needed to replenish reserves and maintain a
stable production profile.

Fitch will resolve the RWN once Fitch has more clarity on Delek's
liquidity position and on a potential transaction involving
Ithaca.

KEY RATING DRIVERS

Delek's Financial Restructuring: Ithaca's sole parent,
Israel-focused Delek Group, has repaid most of the bank debt, as
previously agreed with the creditors, with the help of selective
disposals and equity transactions. However, its liquidity remains
weak - at 30 September 2020, Delek's projected two-year principal
and interest payments were NIS3.3 billion (about USD1 billion).
Delek is planning to meet its obligations through a series of
transactions, including raising secured debt funding and an equity
transaction involving Ithaca.

Ring-Fencing Mechanism: Fitch believes that Ithaca's credit
documentation limits Delek's ability to extract high dividends and
other distributions from the company, which is evidenced by limited
dividends paid by Ithaca over the past year. In 2020, Ithaca paid
USD120 million in dividends to Delek, which Fitch estimates is
about 25% of its pre-dividends free cash flow (FCF). Ithaca's
subsequent distributions would be subject to the 1.3x incurrence
net debt covenant test (defined broadly in line with net
debt/EBITDAX), and other tests.

Ithaca is not allowed to provide intra-group loans or guarantee
external debt based on its reserve-based lending (RBL) and bond
documentation, or attract material new debt.

Weaker Parent: Fitch has maintained Ithaca's rating on RWN as it is
difficult to foresee what actions will be taken that may affect
Ithaca's credit profile if Delek fails to improve its liquidity
position. Ithaca's debt is subject to a change-of-control clause
under the RBL and bond documentation, which may trigger an earlier
repayment if Delek disposes of Ithaca (which is not Fitch's base
case).

Strong Hedging Position: In 2020, Ithaca's cash flow generation was
strongly supported by its hedging arrangements (in 9M20, the
realised commodity hedging gains were USD303 million). In 2021,
Ithaca is likely to incur losses with regards to its swap
arrangements given those are currently out-of-the money; however,
its operating cash flow and FCF will remain robust. Fitch
positively views Ithaca's hedging strategy as it should protect the
company in a stress case scenario, even though the oil forward
curve is currently in the backwardation and hedging may prove less
efficient than in 2020.

Low Proved Reserves: Ithaca's low proved (1P) reserve life ratio of
four years is slightly mitigated by the proved and probable (2P)
reserve life of seven years and strong financial profile. This is
not unusual in the United Kingdom Continental Shelf (UKCS) given
the basin's ageing characteristics. Fitch expects Ithaca to
replenish reserves organically and through acquisitions.

Stabilising Production, High Costs: Because many of Ithaca's assets
are beyond their mid-life point, the company's medium-term
production profile will largely depend on its capex programme and
potential acquisitions. Fitch assumes Ithaca's production to remain
in the 60-65 thousand barrels of oil equivalent per day (kboe/d)
range in 2021-23. Ithaca's cost position of USD15/boe in 2020 is
fairly high though typical for the UKCS, and could put the company
at a disadvantage in a consistently low oil price environment.

High, but Long-Term, Decommissioning Obligations: Ithaca's
decommissioning liabilities are high at USD993 million at end-2019
(net of the decommissioning reimbursement from Chevron), or
USD5.2/boe per 2P reserves (Aker BP: USD3.1/boe; Neptune Energy:
USD2.4/boe). The majority of the decommissioning-related cash
outflows are expected after 2026 and are tax-deductible. They are
not added to debt, but deducted from projected operating cash flow
as they are being incurred.

Low Leverage: Fitch expects Ithaca's leverage to remain
conservative. Fitch's base case scenario assumes that its RBL
facility is gradually paid out though Fitch believes that it can
also be used for acquisitions. Fitch's modelling shows Ithaca's
funds from operations (FFO) net leverage to fall from 1.7x in 2020
to 1.1x in 2023. It has no maturities in 2021 and its RBL will
start amortising in 2022.

ESG Influence: Ithaca has an ESG Relevance Score of '4' for Waste
and Hazardous Materials Management; Ecological Impacts due to high
decommissioning liabilities. Because of the high decommissioning
obligations, Fitch applies a 3.5x multiple in Fitch's recovery
analysis. This has a negative impact on the Recovery Rating and the
senior unsecured rating, and is relevant to the rating in
conjunction with other factors.

Ithaca's Relevance Score for Group Structure is '4' due to the weak
liquidity situation at Delek Group, which led to the maintained
RWN. This has a negative impact on the credit profile, and is
relevant to the rating in conjunction with other factors.

DERIVATION SUMMARY

Ithaca's 'B'/RWN rating reflects Delek's liquidity issues and
deterioration of the financial profile, although Ithaca's
standalone liquidity remains strong for the rating. Ithaca's scale,
measured by the level of production (currently about 65kboe/d), is
broadly in line with that of Kosmos Energy Ltd (B/RWN) and Seplat
Petroleum Development Company (B-/Positive). However, Ithaca's
absolute level of proved reserves is lower than that of Kosmos and
Seplat, which results in a weaker 1P reserve life of four years.
This is mitigated by Ithaca's forecast low leverage and strong FCF
generation capacity over Fitch's four-year rating horizon, as well
as adequate 2P reserve life of seven years.

Ithaca's operations are focused on the UK North Sea, a more stable
operating environment compared with that of Kosmos, which still
derives the majority of its production in Ghana, and of Seplat,
which only focuses on Nigeria.

KEY ASSUMPTIONS

-- Upstream production of 67kboe/d in 2020 declining to 62kboe/d
    thereafter following lower investment in 2020.

-- Base case assumptions for Brent: USD58/bbl in 2021 and
    USD53/bbl thereafter.

-- Capex of about USD110 million in 2020, increasing to USD220
    million-USD230 million, and decommissioning costs of about
    USD25 million.

-- Dividend in 2020 of USD120 million already paid, with a
    further USD15 million in 2021 as allowed under the debt
    documentation. From 2022, Fitch expects the leverage to be low
    enough for the company to increase dividend while continuing
    to pay down the RBL.

-- Cash tax in 2020 of USD65 million relating to 2019 profits
    made by Chevron North Sea Limited. Fitch expects no cash taxes
    going forward.

Key Recovery Analysis Assumptions:

Fitch's recovery analysis is based on a going-concern approach,
which implies that Ithaca will be reorganised rather than
liquidated in a bankruptcy.

Ithaca's going-concern EBITDA reflects Fitch's view on EBITDA
generation without any hedging, assuming an oil price drop to
USD40/bbl, yielding an average going-concern EBITDA of about USD420
million.

Fitch believes that a 3.5x multiple reflects a conservative view of
the going-concern enterprise value of the business. Such a multiple
is below the 4.5x average multiple employed by Fitch for the
natural resources sector to reflect the declining profile of the
production assets and the decommissioning obligation associated
with them.

In line with Fitch's criteria, Fitch assumes the availability under
the RBL (USD1.1 billion as per the latest determination round) is
fully utilised upon default and treat it as senior to notes in the
waterfall.

After a deduction of 10% for administrative claims, Fitch's
waterfall analysis generated a ranked recovery in the RR4 band,
indicating a 'B' instrument rating. The waterfall analysis output
percentage on current metrics and assumptions is 45%.

RATING SENSITIVITIES

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

-- The RWN reflects that positive rating action is unlikely in
    the short term. However, improved liquidity or a stabilized
    financial position at the parent level, or evidence of limited
    parent influence on Ithaca could lead to the removal of RWN
    and a Stable Outlook.

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

-- Adverse change in financial policies or practices, including
    the parent successfully upstreaming significant amounts of
    cash, or taking other measures that negatively affect Ithaca's
    credit profile;

-- Ithaca's worsened standalone credit position;

-- Inability to replenish proved reserves resulting in the proved
    reserve life falling below four years and/or production
    falling consistently below 50kboe/d;

-- FFO net leverage consistently above 3.5x

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Strong Standalone Liquidity: Ithaca's standalone liquidity is
strong. The company has substantial liquidity buffers for both 2021
and 2022, mainly represented by the RBL headroom (about USD340
million as of September 2020) and Fitch-projected FCF in both 2021
and 2022. Fitch views the redetermination risk as low, given the
RBL is not fully utilised.

ESG Considerations

Ithaca has an ESG Relevance Score of '4' for Waste and Hazardous
Materials Management; Ecological Impacts due to high
decommissioning liabilities. The company also has an ESG Relevance
Score of '4' for Group Structure due to the weak liquidity
situation at Delek Group. These have a negative impact on the
credit profile, and are relevant to the rating in conjunction with
other factors.

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

NORFOLK STREET HOTEL: Goes Into Administration
----------------------------------------------
Tom Duffy at Liverpool Echo reports that the company behind plans
to build a new city centre hotel in the heart of the Baltic
Triangle has entered administration.

A subsidiary of the Eliot Group, owned by Elliot Lawless, was set
to build a 16 storey building on Norfolk Street in heart of the
Baltic Quarter, the ECHO discloses.  The apartment block was set to
form part of the EPIC hotel chain, the ECHO notes.

The site began to experience problems last April when a large tower
crane was removed from the site, the ECHO recounts.

The ECHO can now reveal that Norfolk Street Hotel & Residence
Limited, the company behind the venture, collapsed into
administration following a court hearing on March 5.

Mr. Lawless, as cited by the ECHO, said that although Equity Group
was based in the Seychelles, it had been registered in the UK for
tax purposes.

Now a steering committee which represents investors in the Norfolk
Street venture has released a comment to the ECHO, the ECHO
relates.


RALPH & RUSSO: Attracts Bidders Following Administration
--------------------------------------------------------
Tom Witherow at The Daily Mail reports that bidders are circling
the A-List dressmaker whose designs were showcased by the Duchess
of Sussex in her official engagement photos.

Ralph & Russo, which also counts Beyonce and Gwyneth Paltrow among
its fans, fell into administration on March 17 after it was hit by
the collapse in balls, weddings and red carpet events, smashing
sales of its luxury dresses, which start at GBP2,500, The Daily
Mail relates.  It is hunting for fresh investment so it can bounce
back when events restart, The Daily Mail discloses.

According to The Daily Mail, a former investor said it had already
attracted fashion houses, sovereign wealth funds and private equity
houses, as well as some of the world's super-rich.

"There will now be a very quick solution to secure the future of
the business," The Daily Mail quotes Candy Ventures, owned by
property tycoon Nick Candy, as saying.

The jobs of around 130 staff remain at risk, The Daily Mail states.
A total of 100 were still on furlough, and those who were at work
were not paid full wages last month, The Daily Mail notes.

The firm has been beset by claims of financial mismanagement,
including the signing of a pricey lease on a New York store which
never opened, adds the report.





TRITON UK MIDCO: Fitch Affirms B- LT IDRs, Alters Outlook to Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed Triton UK Midco Limited and Synamedia
Americas Holdings Inc. (Synamedia) Long-Term Issuer Default Ratings
(IDRs) at 'B-'. The Rating Outlook has been revised to Stable from
Negative. Fitch has also upgraded the senior first lien secured
issue rating to 'BB-'/'RR1' from 'B+'/'RR2'. Fitch has affirmed the
'B-'/'RR4' second lien secured issue rating. The affirmation and
Outlook revision reflect the improving trend in credit protection
metrics that suggest avoidance of slipping into the 'CCC' rating
category. To the extent Synamedia is able to demonstrate further
stabilization in its financial profile, positive rating action
could be warranted.

KEY RATING DRIVERS

Improving Leverage and FCF Profile: Gross leverage has improved
from 7.6x at fiscal 2020 (June year-end) to 6.4x for the LTM period
ending Dec. 27, 2020. (This incorporates Fitch's lease criteria
which burdens operating EBITDA by $22 million of lease expense vs.
prior carried capital leases of $1.3 million). Fitch expects gross
leverage (with operating EBITDA burdened by the lease expense) to
exit fiscal 2021 at 3.8x. While Fitch expects FCF (by Fitch's
definition inclusive of cash interest payments) to again be
modestly negative in fiscal 2021, Fitch sees the potential for FCF
to become positive going forward with reduced cash restructuring
expense ($14 million expected in fiscal 2021 and $10 million
assumed in fiscal 2022).

Stabilized Revenue and Margins: Synamedia has been successful at
improving its margins following the carve-out and Fitch believes
the company should be able to sustain at around high-teens as long
as revenues remain stable to slightly down. Fitch's base case
forecast expects lower-single digit revenue declines, with declines
in the Video Platform segment partially offset by Video Network
segment revenue increases.

Evolving Business Mix: Fitch continues to assume declines in its
Video Platform segment will only be partially offset by growth in
its Video Network segment although as Video Network becomes a more
significant contributor and next generation Video Network business
grows this gap should narrow and even reverse over time. As
positives, management has presented reasonably compelling cases for
traction among its Infinite Platform, video security/anti-piracy,
and advertising solutions. These offerings align well with the
trends taking place in the pay-TV, hybrid and OTT markets, all of
which are converging to a degree.

Financial Flexibility: Given near-term stabilization in Synamedia's
business, Fitch believes Synamedia has improved its financial
flexibility to offset modest continued declines in pay-TV. Fitch
expects fiscal 2021 FCF to again be negative but positive in fiscal
2022 due to reduced cash restructuring charges. A sharp
acceleration in traditional pay-TV declines could severely impair
Synamedia's business. In the near term, Fitch expects the company
to have approximately $15 million to $25 million of cash at the end
of fiscal 2021 and does not expect Synamedia to draw on its
revolver.

DERIVATION SUMMARY

While Synamedia's post-carve out financial results have been
challenged reflecting the secular declines in the pay-TV market,
recent stabilization has led to an improved leverage trajectory.
Synamedia remains a market leader with a #1 or #2 position in its
product categories. The company has limited diversification
(relative to broader technology peers) with predominantly all of
its business derived from video content protection in the pay-TV
space. Moreover, Synamedia has meaningful customer concentration
with more than half of its revenues derived from a handful of
pay-TV operators.

Synamedia has meaningful growth prospects particularly in its cloud
products and in the shift by pay-TV operators to a hybrid/IP
distribution model as well as anti-piracy and targeted advertising
technology. While recently improved, Synamedia Fitch believes the
company would struggle withstand a sharp acceleration in the rate
of pay-TV subscriber declines without significant impairment to its
credit protection metrics. Fitch established a strong linkage
between Triton UK Midco Limited as holdings and Synamedia Americas
Holdings Inc., the issuer of debt and primary operating entity,
given legal and operational ties. No country ceiling constraint or
operating influence factored into the ratings.

KEY ASSUMPTIONS

-- Approximately flat to modestly negative revenue growth in
    fiscal 2021 declining lower-single digit annually thereafter;

-- Operating EBITDA margin of high teens in fiscal 2021, flat
    over forecast horizon;

-- Capex of about lower single digit as a percentage of revenue;

-- No dividends, acquisitions or divestitures over the ratings
    horizon; debt reduction limited to required amortization.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that Synamedia would be reorganized
as a going concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.

Going-Concern (GC) Approach

The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation (EV). Fitch assumes Synamedia's Video Platform
business declines at double the rate assumed in its base case and
assumes the Video Network business is flat. Margin contraction is
assumed to be one point annually. Fitch assumes this scenario
represents accelerating disruption in the traditional pay-TV
business and competitive pressures in its hybrid and other growth
offerings.

An EV multiple of 5.5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considers the value of Synameida's software assets
offset by its legacy pay-TV card business resulting in a multiple
that is near the median historical bankruptcy case study exit
multiples for technology companies broadly albeit below that for
pure software companies, reflecting secular pressures.

Synamedia's $50 million RCF is assumed to be fully drawn upon
default. Fitch assumes 60% of assets are contained within domestic
subsidiaries and attributes 35% of foreign assumed assets pro rata
among the first lien and second lien. The allocation of value in
the liability waterfall results in recovery corresponding to 'RR1'
recovery for the first lien revolver and term loan and recovery
corresponding to 'RR4' for the second lien term loan.

RATING SENSITIVITIES

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

-- Total debt with equity credit is expected to be sustained
    below 5x;

-- There is an increased expectation of stabilized revenues
    particularly in the Video Platform segment and greater
    visibility into the expected contribution of next generation
    offerings.

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

-- Total debt with equity credit sustained above 6x;

-- Sustained revenue declines exceeding 5% annually;

-- Sustained negative FCF;

-- Dividends or leveraged acquisitions.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Synamedia had $51.6 million of cash at June 30, 2020 (its last
financial report) and $18.7 million at Dec. 27, 2020. Fitch expects
the company will exit fiscal 2021 with about $15 million to $25
million of cash. In fiscal 2021, Fitch expects Synamedia to have a
FCF deficit (by Fitch's definition inclusive of cash interest
payments) of about $11 million. The FCF profile is less certain
beyond fiscal 2021 but is expected to improve with reduced
restructuring and one-time payments. The company's debt is not due
until 2024 when the first lien matures and 2025 when the second
lien matures. Out an abundance of caution, Synamedia negotiated the
foregoing of quarterly amortization payments from September 2020
until June 2021 in relation to the second lien credit agreement via
an amendment executed in June of 2020 with the sole second lien
lender. Fitch expects second lien amortization payments to resume
in fiscal 2022.

ESG CONSIDERATIONS

Synamedia has an ESG Relevance Score of '4' for Management Strategy
due to the weak implementation of the company's strategy relative
to its privatization transaction rationale which, in combination
with other factors, impacts the rating.

Synamedia has an ESG Relevance Score of '4' for Governance
Structure due to the lack of independent directors which, in
combination with other factors, impacts the rating.

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

VIRGIN ACTIVE: Landlords Hire Top QC to Fight Rescue Plan
---------------------------------------------------------
Mark Kleinman at Sky News reports that a group of Virgin Active
landlords have hired a top QC to fight a proposed restructuring of
the gym chain that they argue would leave them taking an unfair
financial hit.

Sky News has learnt that property-owners including Aberdeen
Standard Investments, British Land and Land Securities have
instructed Robin Dicker of South Square Chambers to try to block a
plan tabled by Virgin Active's shareholders.

According to Sky News, the landlords claim they would be left
shouldering a disproportionate part of the financial pain from the
deal, which the chain wants to implement using a little-tested
insolvency procedure.

The case will be heard in court today, March 25, Sky News
discloses.

Under Virgin Active's plans, landlords would be forced to write off
millions of pounds in rent arrears and agree to future reductions,
Sky News states.

The gyms group, which is part-owned by Sir Richard Branson, has
warned that it faces collapsing into administration if the
restructuring is blocked, Sky News relays.

That would put more than 2,000 jobs at risk, and wipe out the value
of the billionaire's stake and that of Virgin Active's majority
shareholder, Brait, Sky News notes.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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