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

                          E U R O P E

          Friday, April 2, 2021, Vol. 22, No. 61

                           Headlines



B E L G I U M

[*] BELGIUM: Introduces Pre-packaged Insolvency Procedure


F R A N C E

CASINO GUICHARD-PERRACHON: Moody's Rates New Secured Term Loan B2


G E O R G I A

SILKNET JSC: Moody's Affirms B1 CFR & Alters Outlook to Negative


G E R M A N Y

DOUGLAS GMBH: Moody's Hikes New Guaranteed Sr. Secured Notes to B2
GREENSILL BANK: German Towns Pull Money from Banks After Collapse


I R E L A N D

CARLYLE EURO 2019-1: Fitch Affirms Final B- Rating on Cl. E Notes
CARLYLE EURO 2019-1: Moody's Affirms B2 Rating on Class E Notes
ST. PAUL'S CLO VI: Moody's Rates to EUR12M Class F-R Notes 'B3'


I T A L Y

MONTE DEI PASCHI: Moody's Takes Action on 3 Italian RMBS Deals


L U X E M B O U R G

MATADOR BIDCO: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable


N E T H E R L A N D S

OCI NV: Fitch Affirms 'BB' LT IDR & Alters Outlook to Stable
PEER HOLDING: Moody's Upgrades CFR to Ba3 on Strong Performance


S P A I N

NH HOTEL: Moody's Cuts PDR to 'Caa1-PD', Affirms 'B3' CFR


S W E D E N

VOLVO CAR: Moody's Affirms Ba1 CFR & Alters Outlook to Stable


U N I T E D   K I N G D O M

GREENSILL CAPITAL: U.S. Unit to Sell Finacity to Former Owner
GROSVENOR CLO 2015-1: Moody's Affirms B2 Rating on Class E-R Notes
HEATHROW FINANCE: Fitch Affirms BB+ Rating on Outstanding HY Notes
LIBERTY STEEL: Owes "Many Billions" of Pounds to Greensill
LIBERTY STEEL: UK PM Hopeful of Finding Solution for Business



X X X X X X X X

[*] BOOK REVIEW: Mentor X

                           - - - - -


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B E L G I U M
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[*] BELGIUM: Introduces Pre-packaged Insolvency Procedure
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Thales Mertens, Esq., of Allen & Overy, disclosed that on March 26,
2021, the Belgian Insolvency Law was amended with the introduction
of a pre-packaged insolvency procedure, allowing the debtor to
discretely prepare for judicial reorganisation proceedings under
the supervision of a judicial administrator. Other noteworthy
changes include (i) a lower threshold for the opening of judicial
reorganisation proceedings, and (ii) the more flexible appointment
of judicial administrators.

Overview of the insolvency amendment
On March 11, 2021, the Belgian Parliament adopted a new law
amending the existing Insolvency Law (the Insolvency Amendment)
that is currently embedded in Book XX of the Code of Economic Law
(the CEL).  This Insolvency Amendment is a new chapter in Belgium's
approach to dealing with the economic impact of the Covid-19
pandemic on Belgian undertakings.

At the time of expiry of the (second) statutory moratorium period
on January 31, 2021 (which temporarily protected some debtors
affected by the Covid-19 pandemic), the Belgian government
announced insolvency law reforms to further support undertakings
that are particularly affected by the Covid-19 pandemic.  Pending
such reforms, governmental creditors (such as the tax authorities)
are adopting a more lenient attitude towards debtors in financial
distress due to the Covid-19 pandemic.

The Insolvency Amendment introduces (among some minor other
changes) the following measures:

   * The "pre-packaged insolvency" procedure, where the debtor may
discretely prepare for judicial reorganisation proceedings under
the supervision of a judicial administrator. This new procedure
will be explained in further detail below.

   * The Insolvency Amendment introduces a tax equalisation of
depreciation and provisions on claims with respect to creditors,
regardless of the type of insolvency procedure -- this now also
includes the out-of-court amicable settlement.

   * The debtor may now also request the appointment of a judicial
administrator, not only in the event of gross errors, but also when
the company can no longer be properly managed in specific
circumstances.

   * The threshold for opening judicial reorganisation proceedings
has been lowered.

The Insolvency Amendment entered into force last Friday, on
March 26, 2021.  The new pre-packaged insolvency procedure will
automatically expire on June 30, 2021, unless extended by Royal
Decree.  Such extension will most probably occur, as the
pre-packaged insolvency procedure would otherwise lose its
practical effect, and this will also allow practitioners to become
more acquainted with the new measure.  The Insolvency Amendment
does not address transitional measures once the legal basis for a
pre-pack insolvency "expires".  This could be an issue for example
when a debtor is in the middle of the pre-pack procedure at the
time of such expiry.

The pre-pack insolvency procedure finds its way into Belgian law
The Insolvency Amendment introduces a "pre-packaged insolvency
procedure" in Belgium by means of a new article XX.39/1 CEL.

The purpose of the pre-packaged insolvency (Pre-pack) procedure is
to confidentially test the possibility of an amicable or collective
arrangement with a debtor's most important creditors "in the
shadow" of formal insolvency proceedings.  This occurs during a
Pre-pack phase, ie a court-supervised preparatory negotiation
phase. If the negotiations in this Pre-pack phase are successful,
the Pre-pack phase will be converted into the existing judicial
reorganisation proceedings (aimed at obtaining either an amicable
agreement with two or more creditors, or a collective
reorganisation agreement that is approved by the majority of
creditors representing the majority of the claims and binding on
dissenting creditors).

This new process consists of the following features:

   * A debtor-company may initiate the Pre-pack procedure by filing
a petition with the President of the competent enterprise court,
substantiating that its continuity is at risk immediately or in the
short term.

   * To ensure confidentiality, the petition is "unilateral"
(meaning that creditors are not summoned to share their views on
the petition) and will be decided upon by the President in a
hearing behind closed doors (held within 8 days from the date of
the petition). The subsequent decision of the President is not
published in the Belgian Official State Gazette. Opposition by
third parties is not possible.

   * If the President decides to refuse the Pre-pack petition, the
debtor may appeal such decision within 8 working days after being
notified of that decision.

   * If the President decides to approve the Pre-pack petition, the
President will appoint a judicial administrator (who may be
proposed by the debtor). After the appointment of the judicial
administrator (which is again not published), the debtor must
produce a list of creditors and disclose this to the judicial
administrator.

   * The judicial administrator will subsequently assist the debtor
in negotiating an amicable agreement, or a collective restructuring
plan with either all or some of the creditors (as the judicial
administrator deems fit).

During the Pre-pack phase, the debtor remains in control and may
terminate the Pre-pack procedure at any time.

The negotiations conducted by the judicial administrator envisage
(i) an amicable agreement with at least two of the debtor's
creditors and which is only binding to the parties to the
agreement, or (ii) a collective restructuring plan which requires
the approval of the (double) majority of creditors (both in the
number of creditors and in the amount of the claims) in order to
become binding upon all creditors, and which may include various
restructuring measures (such as payment deadlines, haircuts on the
outstanding debts, a debt-for-equity swap, a differentiated
arrangement for certain types of claims or a voluntary sale of all
or part of the enterprise).

If the negotiations conducted by the judicial administrator are
successful, the President of the enterprise court will refer the
matter to the insolvency chamber of the enterprise court for the
formal opening of judicial reorganisation proceedings.
Subsequently, an amicable agreement might be sanctioned
("homologated") by the court, or the collective restructuring plan
might be put to the creditors' vote.

Once referred, the judicial reorganisation proceedings are
expedited (since the majority of the preparatory works have already
been carried out):

  * Within 5 working days after referral, the enterprise court will
initiate formal judicial reorganisation proceedings.

  * In the event of an amicable agreement, the enterprise court
will decide on confirming or rejecting the amicable settlement
within one month.

  * In the event of a collective restructuring agreement, the
creditors will vote on a restructuring plan and the court will
decide on confirming or rejecting the collective agreement within 3
months.

At the request of the judicial administrator, during the Pre-pack
procedure, the President of the enterprise court may subject
unwilling or malicious creditors to payment terms and/or payment
conditions as well as stay enforcement measures for a maximum
period of four months.

As soon as the matter is referred to the insolvency chamber of the
enterprise court (as explained above), the debtor-company will
enjoy the full suspension period (moratorium) offered by the formal
judicial reorganisation proceedings (ie during which enforcement
measures against the company's assets -- for debts incurred before
the opening of the judicial reorganisation proceedings -- will be
suspended).




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F R A N C E
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CASINO GUICHARD-PERRACHON: Moody's Rates New Secured Term Loan B2
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to French grocer
Casino Guichard-Perrachon SA's proposed EUR800 million guaranteed
senior secured term loan B due 2025. Concurrently Moody's assigned
a Caa1 rating to Casino's proposed senior unsecured EUR425 million
notes due 2027. Casino's B3 corporate family rating, B3-PD
probability of default rating and B2 backed senior secured rating
remain unchanged. The outlook is stable.

Casino will use the proceeds from the proposed bond issuance and
term loan financing to repay its EUR1,225 million senior secured
term loan B due 2024. Following the transaction, Casino will
considerably reduce its 2024 maturities, when the remaining EUR800
million of guaranteed senior secured notes will mature. The
proposed transaction has no impact on the company's leverage. The
transaction is expected to reduce Casino's interest expense while
extending its debt maturities.

RATINGS RATIONALE

Casino Guichard-Perrachon SA's B3 corporate family rating factors
in its high leverage; weak, albeit growing, free cash flow in
France; ownership by a series of leveraged holdings, which emerged
from a debt restructuring in February 2020; fierce competition in
the French retail market; and potential earnings volatility
stemming from the company's sizable exposure to Latin America.

However, Casino's rating also incorporates its product offering,
primarily made of food products, which have been historically more
stable in economic downturns than nonfood products; co-leading
position in the Brazilian food market alongside Carrefour S.A.
(Carrefour, Baa1 negative), which provides geographic
diversification and good earnings growth potential; large portfolio
of French stores, mostly focused on proximity; ownership of
Cdiscount, the second-largest online retailer in France after
Amazon.com, Inc. (Amazon, A2 positive); ongoing asset disposal
programme, which has been executed successfully so far.

Assuming that Casino complies with its covenants, it should have
adequate liquidity over the next 12 to 18 months. Casino had
EUR2,744m million of cash and cash equivalents as of December 31,
2020 and has access to EUR2.3 billion of available credit
facilities, of which EUR2 billion will mature in October 2023.
There will be no significant debt maturities until 2024 when the
remaining EUR800 million of senior secured notes will mature.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects the rating agency's view that Casino's
Moody's-adjusted (gross) debt/EBITDA will gradually trend below 6x
over the next 12 months on the back of debt repayments and moderate
earnings growth. This assumes that Casino will successfully pursue
its asset disposal programme and that France's earnings will
improve as a result.

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

The rating agency could consider a negative rating action if Casino
fails to keep its Moody's-adjusted debt/EBITDA below 7x at the
group level or if it is unable to maintain adequate covenant
headroom. Negative pressure on the ratings could also materialise
if there is a deterioration in Casino France's free cash flows
after dividends and before asset disposals.

Moody's could consider a positive rating action over time if Casino
demonstrates an ability to reduce substantially and sustainably the
gross debt of its French operations, leading to a Moody's-adjusted
debt/EBITDA below 6x. An upgrade would also require positive free
cash-flows in France as well as adequate liquidity, with
satisfactory covenant headroom, and predictable financial
communication.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail Industry
published in May 2018.

COMPANY PROFILE

With EUR32 billion of reported revenue in 2020, France-based Casino
is one of the largest food retailers in Europe. Its primary
shareholder is the French holding Rallye, which owned 44% of
Casino's capital as of March 26, 2021. Casino's chief executive
officer Jean-Charles Naouri controls Rallye through a cascade of
holdings.



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G E O R G I A
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SILKNET JSC: Moody's Affirms B1 CFR & Alters Outlook to Negative
----------------------------------------------------------------
Moody's Investors Service has affirmed Silknet JSC's B1 corporate
family rating and B1-PD probability of default rating.
Concurrently, Moody's has also affirmed the B1 rating on Silknet's
USD200 million senior unsecured notes due 2024 (the Eurobond). The
outlook has been changed to negative from stable.

RATINGS RATIONALE

The change of outlook to negative reflects (1) the accelerated
depreciation of the Georgian Lari (GEL) against the US dollar (USD)
in 2020 which negatively impacted Silknet's EBITDA and reported
debt resulting in a significant increase in Moody's adjusted gross
leverage to 3.8x as of December 31, 2020 from 3.4x a year earlier,
(2) Moody's expectation for limited recovery in revenue and EBITDA
in 2021 due to the ongoing disruptions related to the COVID-19
outbreak affecting the general level of macro-economic activity,
people's mobility and tourism, and (3) the limited free cash flow
generation projected in 2021 due to the heightened level of
interest paid reflecting the local currency depreciation as well as
the relatively high level of capital expenditures projected at
around 25% of total revenue.

However, the B1 CFR is still supported by (1) Silknet's strong
position in the Georgian telecommunications market as demonstrated
by it high market shares of 57% in fixed line, 31% in fixed
broadband, 34% in pay television and 34% in mobile services based
on the number of subscribers as of December 31, 2020, (2) the
potential for a return to sustained revenue growth from 2022 driven
by secular trends including increasing smartphone penetration and
data usage in Georgia and supported by the company's reasonably
invested network, (3) Silknet's high Moody's-adjusted margins of
above 50%, and (4) the company's adequate liquidity position
supported by its cash balance and undrawn revolving credit
facility.

The 10% depreciation of the GEL against the USD in 2020 calculated
on an annual average exchange rate resulted in a significant
increase in the unhedged USD-denominated Eurobond translated into
GEL, Silknet's reporting currency. At the same time the company
experienced pressure on revenues due to the coronavirus outbreak.
The disruptions related to the pandemic negatively affected
Silknet's commercial revenue which increased by only 1% to GEL348
million in 2020 compared to prior year from the temporary
suspension of fixed services by the hospitality, retail and
entertainment sectors, among others, the slowdown in new customer
acquisitions, and the macro environment affecting employment,
incomes and exchange rates negatively impacting consumer spending
patterns. At the same time mobile revenue was negatively impacted
by lower tourism activity impacting roaming revenue, which
accounted for 2.8% of total revenue in 2019, data and other
services and lower mobility of people as a result of remote work
model maintained by most of the large businesses. EBITDA (as
reported by the company post IFRS 16) decreased to GEL211 million
in 2020 from GEL216 million in 2019 as a result of pressure on
revenue and increasing costs following the depreciation of the GEL
as approximately 28% of operating expenses are denominated in euros
(EUR) and USD while almost all the revenues are generated in the
local currency.

Moody's considers there is limited potential for de-leveraging over
the next 12 months from 3.8x as of December 31, 2020 due to the
rating agency's expectation for only gradual recovery of economic
activity in Georgia, including tourism. Moody's baseline forecast
for the recovery of the tourism sector is for visitor arrivals to
remain relatively flat overall in 2021, with most borders only
reopening in the second half of the year and travel only resuming
gradually from there onwards. Additionally Moody's believes that
the company's leverage remains exposed to the risk of depreciation
of the GEL against the USD.

Silknet's liquidity has remained adequate supported by a cash
balance of GEL78 million and full availability under its USD20
million Revolving Credit Facility (RCF) as of December 31, 2020.
The RCF was put in place for the sole purpose of securing coupon
payments on the Eurobonds. The company also has a USD30 million
trade finance facility of which GEL35 million was used for letters
of credits and guarantees as of the same date. Moody's projects
that Silknet will generate positive free cash flow (FCF) in 2021 of
between GEL10 million to GEL20 million compared to GEL29 million in
the prior year. In 2020, Silknet's FCF benefitted from a favourable
movement in working capital.

Silknet's USD200 million senior unsecured notes due 2024 are rated
B1, at the same level as the company's CFR. This rating reflects
the pari passu ranking of the notes, which represents the bulk of
Silknet's debt, with all the existing and future unsecured
obligations of the company.

RATING OUTLOOK

The negative outlook reflects Moody's concern that following a
significant increase in Silknet's leverage in 2020 the ratio should
remain elevated for the rating category in 2021 leaving limited
headroom for further deterioration, including from a potential
depreciation of the GEL against the USD or further pressure on
earnings from prolonged restrictions related to the COVID-19
pandemic.

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

Positive pressure on the rating could arise if (1) Silknet
maintains a track record of strong performance as a leading
convergent operator, (2) leverage, as measured by Moody's adjusted
gross debt/EBITDA, decreases to below 2.5x, (3) the company
maintains a good liquidity position, and (4) Silknet adopts a more
prudent management of foreign currency risk. Conversely, negative
pressure on the rating could arise if (1) adjusted gross leverage
increases towards 4.0x, (2) Silknet's coverage ratio measured by
retained cash flow/debt weakens to below 15% on a sustained basis,
(3) the company's liquidity deteriorates, or (4) the company's
business profile weakens due to negative developments in the
market, including from increased competition.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

COMPANY PROFILE

Silknet is a leading telecommunications operator domiciled in
Georgia in terms of subscribers. Following the acquisition of the
country's second-largest mobile operator Geocell in March 2018,
Silknet now provides a full range of telecommunications services,
including fixed broadband, pay television, fixed line and mobile
services, to residential and corporate customers in Georgia. The
company also provides wholesale connectivity and related services
to domestic and international telecommunications operators. Silknet
is privately owned by Rhinestream Holdings Limited through its
wholly owned subsidiary Silknet Holding LLC.



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G E R M A N Y
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DOUGLAS GMBH: Moody's Hikes New Guaranteed Sr. Secured Notes to B2
------------------------------------------------------------------
Moody's Investors Service has upgraded to B2 from B3 the rating of
the new guaranteed senior secured instruments, including EUR1,305
million guaranteed senior secured notes due 2026, a term-loan B due
2026 and a EUR170 million guaranteed senior secured revolving
credit facility issued by Douglas GmbH and several subsidiaries.
Concurrently, Moody's has affirmed the Caa2 rating to the EUR475
million guaranteed senior secured PIK notes to be issued by Kirk
Beauty SUN GmbH and guaranteed by Douglas. The B3 corporate family
rating and a B3-PD probability of default rating of the parent
company Kirk Beauty Two GmbH (Douglas) are not affected by this
action. The outlook remains stable.

RATINGS RATIONALE

The action follows some changes in the final debt structure
compared to the initial proposal. In detail, the amount of the
senior secured TLB has been reduced from the EUR1,080 million
initially proposed, while the amount of the senior secured notes
and second-lien PIK notes have been increased to EUR1,305 million
from EUR1,000 million and to EUR475 million from EUR300 million
respectively.

The overall amount of debt is unchanged, but the higher loss
absorption provided by the increased size of the second-lien PIK
notes is enough to cause a notch uplift of the senior secured
instruments. In addition, assuming Douglas will initially opt not
to pay cash interest on the PIK notes, the higher amount of junior
debt as opposed to senior secured debt will support stronger than
originally anticipated cash flow and liquidity in the next two
years, when Moody's expects Douglas's to burn cash because of the
one-off costs related to its transformation plan.

Douglas' B3 CFR remains weakly positioned because of high leverage,
with Moody's adjusted gross debt /EBITDA at 8.1x in FY2021. Moody's
expects that Douglas's leverage will reduce towards 6.0x in the
following two years on the back of improving operating performance,
which would more comfortably position the rating at the current
level. The company's operating results will benefit from the
recently announced transformation plan which will support Douglas's
profitability by realigning the store network cost structure.
However, Moody's expects that Douglas will burn approximately
EUR200 million in the next two years because of one-off costs for
the transformation.

The rating also factors (1) some uncertainties over the company's
short-term performance, due to the impact from lockdown measures;
(2) the risk of additional price pressures stemming from the switch
from off-line to on-line sales which has lower gross margins; and
(3) some execution risk on the transformation plan, because a
lower-than-expected transfer of sales from store to be closed to
keep-open stores would negatively impact the EBITDA of the off-line
business. In addition, Moody's expects that after the
transformation plan, EBIT interest cover will remain weak between
1.0x and 1.3x and free cash flow generation will remain modest
compared to the large debt amount, with FCF/ debt at 2.5%-3.0%.

Douglas' credit profile continues to be supported by its strong
market position and significant scale, both online and off-line, in
the premium beauty retail sector, which shows positive demand
dynamics compared to other segments of the retail business.
However, competition in the beauty sector remains strong and demand
is highly discretionary and exposed to consumer sentiment, although
historically it has remained relatively stable compared to other
consumer goods.

LIQUIDITY

Moody's views Douglas's liquidity as adequate following the
proposed refinancing, supported by the full availability under the
EUR170 million RCF, and by approximately EUR280 million cash
pro-forma for the transaction and net of the normal seasonal
unwinding of working capital. The company would not have any debt
maturity before 2025 when the new RCF is due. The liquidity would
cover the expected negative free cash flow of approximately EUR200
million in fiscal 2021 and EUR16 million in fiscal 2022, including
one-off costs for the transformation plan in excess of EUR90
million.

The RCF has a maximum senior secured net leverage covenant of 7.75x
to be tested if the RCF is drawn by more than 40%. Moody's does not
expect the covenant to be tested over the next 12-18 months.

STRUCTURAL CONSIDERATIONS

Moody's has assigned the CFR to Kirk Beauty Two GmbH, the top
company within the Douglas' restricted group and the entity that
will likely provide consolidated financial statements going
forward. However, the PIK notes are issued by Kirk Beauty SUN GmbH,
a sister company located outside of the Douglas' restricted group.
The company expects that Kirk Beauty SUN GmbH will be the ultimate
parent following the reorganization that it plans to complete in
the coming months.

Douglas' B3-PD probability of default rating is in line with the
CFR and reflects the use of a 50% family recovery rate, consistent
with a capital structure that includes bonds and bank debt. The
senior secured instruments are all rated B2, one notch above the
CFR, reflecting the senior position of these instruments relative
to the junior instruments in the capital structure, the EUR475
million PIK notes, that are rated Caa2.

The senior secured instruments are secured by share pledges, bank
accounts and intercompany receivables. The TLB and RCF benefit from
guarantees by certain subsidiaries representing at least 80% of the
group's EBITDA. Some of the obligors under the SFA are not
guarantors for the senior notes, however the loss sharing agreement
in the intercreditor agreement equalizes the ranking of claims
under the notes and the TLB.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that Douglas's
financial metrics will gradually improve on the back of recovering
operating performance and the transformation plan, with leverage
declining below 7.0x by fiscal 2022.

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

Positive ratings pressure could result from (1) solid recovery in
operating performance and successful execution of the
transformation plan, with continued revenue growth and
profitability improvement; (2) Moody's-adjusted debt/EBITDA
reducing below 5.5x on a sustained basis; and (3) solid free cash
flow generation significantly in excess of Moody's current
expectations.

Negative pressure on the rating could materialise in case operating
performance does not recover after the completion of the
transformation plan, leading to: (1) free cash flow remaining
negative for an extended period of time; (2) leverage not reducing
below 7.0x after fiscal 2021; and (3) higher than expected cash
burn leading to liquidity deterioration.

LIST OF AFFECTED RATINGS

Issuer: Douglas Einkaufs mbH & Co. KG

Upgrade:

BACKED Senior Secured Bank Credit Facility, Upgraded to B2 from
B3

Outlook Action:

Outlook, Remains Stable

Issuer: Douglas Finance B.V.

Upgrade:

BACKED Senior Secured Bank Credit Facility, Upgraded to B2 from
B3

Outlook Action:

Outlook, Remains Stable

Issuer: Douglas GmbH

Upgrades:

BACKED Senior Secured Bank Credit Facility, Upgraded to B2 from
B3

BACKED Senior Secured Regular Bond/Debenture, Upgraded to B2 from
B3

Outlook Action:

Outlook, Remains Stable

Issuer: Groupe Nocibe France S.A.S.

Upgrade:

  BACKED Senior Secured Bank Credit Facility, Upgraded to B2 from
B3

Outlook Action:

Outlook, Remains Stable

Issuer: Kirk Beauty Netherlands B.V.

Upgrade:

BACKED Senior Secured Bank Credit Facility, Upgraded to B2 from
B3

Outlook Action:

Outlook, Remains Stable

Issuer: Kirk Beauty SUN GmbH

Affirmation:

BACKED Senior Secured PIK Notes, Affirmed Caa2

Outlook Action:

Outlook, Remains Stable

Issuer: Nocibe France S.A.S.

Upgrade:

BACKED Senior Secured Bank Credit Facility, Upgraded to B2 from
B3

Outlook Action:

Outlook, Remains Stable

Issuer: Parfumerie Douglas International GmbH

Upgrade:

BACKED Senior Secured Bank Credit Facility, Upgraded to B2 from
B3

Outlook Action:

Outlook, Remains Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail Industry
published in May 2018.

CORPORATE PROFILE

Kirk Beauty Two GmbH (Douglas or the company), headquartered in
Dusseldorf, is a leading premium beauty platform in Europe,
offering more than 130,000 beauty and lifestyle products as of
December 2020 in online shops, the beauty marketplace and over
2,000 stores in 20 different European countries and e-commerce
operations in 24 countries. The group was acquired in August 2015
by funds advised by CVC Capital Partners. The founders, the Kreke
family, still retain a nearly 16% stake in the company. The company
generated EUR3,233 million and EUR497 million in revenue and
Moody's-adjusted EBITDA, respectively, in the fiscal year ended
September 2020.

GREENSILL BANK: German Towns Pull Money from Banks After Collapse
-----------------------------------------------------------------
John O'Donnell and Tom Sims at Reuters report that German towns and
cities are pulling money from small, private banks, spooked after
losing millions in the closure of Greensill Bank, an experience
they said has shattered their faith in the country's government and
financial system.

Part of financier Lex Greensill's insolvent Greensill Capital, the
bank collapsed this month and triggered a EUR2 billion (US$2.34
billion) bill for Germany's deposit protection scheme, Reuters
recounts.

But towns and cities are excluded from this shield and are nursing
losses of hundreds of millions of euros, Reuters notes.

They are also increasingly wary of the other smaller lenders that
grasped an opportunity to win new business in Germany in response
to European Central Bank (ECB) policies that increased the cost of
banking with traditional savings banks, Reuters discloses.

Germany's towns and cities began turning to banks such as Greensill
after the ECB drove interest rates to below zero around the middle
of the last decade as it sought to prop up the eurozone, one of the
world's largest economies, Reuters relays.

Nine mayors and treasurers told Reuters they would withdraw savings
from the commercial banks they had preferred as the way to avoid
paying penalty interest charges on deposits, and put the money into
state-backed banks instead.

Others said they were considering such a move, Reuters says.

The southwestern town of Boetzingen had EUR13 million with
Greensill, Reuters discloses.

Thuringia, the eastern German state known for its sausages that had
EUR50 million at Greensill, said it would no longer use private
banks, Reuters notes.

In total, German towns and cities had EUR500 million saved with
Greensill, two people familiar with the matter said, on condition
of anonymity, according to Reuters.

But far more is at stake, with more than EUR220 billion of deposits
held by public authorities in Germany, an important part of the
country's EUR2.5 trillion plus savings market, Reuters says.




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CARLYLE EURO 2019-1: Fitch Affirms Final B- Rating on Cl. E Notes
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Fitch Ratings has assigned Carlyle Euro CLO 2019-1 DAC refinancing
notes final ratings and affirmed the remaining notes.

Carlyle Euro CLO 2019-1 DAC

      DEBT                    RATING              PRIOR
      ----                    ------              -----
A-1-R XS2320695898     LT  AAAsf   New Rating   AAA(EXP)sf
A-2A-R XS2320696516    LT  AAsf    New Rating   AA(EXP)sf
A-2B-R XS2320697167    LT  AAsf    New Rating   AA(EXP)sf
B-R XS2320697837       LT  Asf     New Rating   A(EXP)sf
C-R XS2320698488       LT  BBB-sf  New Rating   BBB-(EXP)sf
D XS1936199758         LT  BB-sf   Affirmed     BB-sf
E XS1936199675         LT  B-sf    Affirmed     B-sf
X XS1936197976         LT  AAAsf   Affirmed     AAAsf

TRANSACTION SUMMARY

This transaction is a cash flow collateralised loan obligation
(CLO) actively managed by the manager, CELF Advisors LLP. The
reinvestment period is scheduled to end in September 2023. At
closing of the refinancing, the class A-1-R, A-2A-R, A-2B-R, B-2-R
and C-2-R notes have been issued with lower spreads and the
proceeds used to redeem the class A-1, A-2A, A-2B, B-2 and C-2
notes in full. The remaining notes have not been refinanced.

KEY RATING DRIVERS

Average Portfolio Credit Quality: Fitch assesses the average credit
quality of obligors to be in the 'B'/'B-' category. The Fitch
weighted average rating factor (WARF) of the portfolio as of 26
March is 35.34.

Recovery Inconsistent with Criteria: Around 98.6% 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 portfolio as of 26 March is 63.09% based on
Fitch's current criteria, and 64.93% based on the recovery rate
provision in the transaction documents.

The recovery rate provision in the transaction documents does not
reflect the latest version of the CLOs and Corporate CDOs Rating
Criteria so that assets without a recovery estimate or recovery
rate by Fitch can map to a higher recovery rate than the criteria.
To account for this, Fitch has applied a haircut of 1.5% to the
WARR covenant considered in its stressed case portfolio analysis.
The haircut is in line with the average impact on the WARR of EMEA
CLOs following the criteria update.

Diversified Portfolio: The top 10 largest obligors limit is set at
20%. The transaction also includes various concentration limits,
including the maximum exposure to the three largest (Fitch-defined)
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management: The transaction has a 2.5-years reinvestment
period and on the refinancing date, the WAL covenant was extended
by 12 months to 7.5 years. The reinvestment criteria are similar to
those of other European transactions. Fitch's analysis is based on
a stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

Affirmation of Junior Notes: The affirmation of the junior notes
with Stable Outlooks reflect the transaction's stable performance.
The transaction is slightly below par by 55bp with one defaulted
asset comprising 1% of the portfolio. The coverage tests, Fitch
collateral quality tests and portfolio profile tests are passing.

Deviation from Model-implied Rating: The ratings of the refinancing
notes are one notch higher than the model-implied rating (MIR).
When analysing the updated Fitch tests matrices proposed by the
manager with the stress portfolio and extended WAL test, the
refinancing notes showed a maximum breakeven default rate shortfall
of 1.52%. The ratings across the capital structure are supported by
the comfortable cushion at the target rating based on the current
portfolio and the coronavirus baseline scenario and the stable
performance of the portfolio.

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 four notches
    depending on the notes.

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

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

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

-- A 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
    five 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 Baseline Scenario

Fitch recently updated its CLO coronavirus stress scenario to
assume that half of the corporate exposure on Negative Outlook will
be downgraded by one notch instead of all of them (floor at 'CCC').
In this scenario, all notes' ratings would be unchanged.

Coronavirus Downside Scenario

Fitch recently updated its CLO coronavirus downside scenario to
assume the corporate exposure on Negative Outlook is downgraded by
one notch (floor at 'CCC'). In this scenario, all notes' ratings
would be unchanged.

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

Carlyle Euro CLO 2019-1 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.

CARLYLE EURO 2019-1: Moody's Affirms B2 Rating on Class E Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by Carlyle
Euro CLO 2019-1 DAC (the "Issuer"):

EUR240,000,000 Class A-1 Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aaa (sf)

EUR36,000,000 Class A-2A Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aa2 (sf)

EUR10,000,000 Class A-2B Senior Secured Fixed Rate Notes due 2032,
Definitive Rating Assigned Aa2 (sf)

EUR23,000,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned A2 (sf)

EUR27,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned Baa3 (sf)

At the same time, Moody's affirmed the outstanding notes which have
not been refinanced:

EUR2,500,000 Class X Senior Secured Floating Rate Notes due 2032,
Affirmed Aaa (sf); previously on Mar 15, 2019 Definitive Rating
Assigned Aaa (sf)

EUR22,700,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Ba2 (sf); previously on Mar 15, 2019
Upgraded to Ba2 (sf)

EUR10,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed B2 (sf); previously on Mar 15, 2019
Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

The rationale for the ratings is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in Moody's methodology.

Moody's rating affirmation of the Class X Notes, Class D Notes, and
Class E Notes are a result of the refinancing, which has no impact
on the ratings of the notes.

As part of this refinancing, the Issuer has extended the weighted
average life test date by 12 months to 12 September 2028. It has
also amended the Reinvestment Criteria following the expiry of the
Reinvestment Period, certain concentration limits, definitions and
minor features. In addition, the Issuer has amended the base matrix
and modifiers that Moody's has taken into account for the
assignment of the definitive ratings.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is fully ramped as of the closing
date.

CELF Advisors LLP will continue to manage the CLO. It will direct
the selection, acquisition and disposition of collateral on behalf
of the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's approximately two
and a half year reinvestment period. Thereafter, subject to certain
restrictions, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations and credit improved obligations.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

The coronavirus pandemic has had a significant impact on economic
activity. Although global economies have shown a remarkable degree
of resilience to date and are returning to growth, the uneven
effects on individual businesses, sectors and regions will continue
throughout 2021 and will endure as a challenge to the world's
economies well beyond the end of the year. While persistent virus
fears remain the main risk for a recovery in demand, the economy
will recover faster if vaccines and further fiscal and monetary
policy responses bring forward a normalization of activity. As a
result, there is a heightened degree of uncertainty around Moody's
forecasts. Moody's analysis has considered the effect on the
performance of European corporate assets from a gradual and
unbalanced recovery in European economic activity.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2020.

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

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in December 2020.

Moody's used the following base-case modeling assumptions:

Performing par and principal proceeds balance: EUR389,027,543

Defaulted Par: EUR8,397,299 as of March 3, 2021

Diversity Score: 48

Weighted Average Rating Factor (WARF): 2980

Weighted Average Spread (WAS): 3.40%

Weighted Average Coupon (WAC): 4.30%

Weighted Average Recovery Rate (WARR): 43.5%

Weighted Average Life Test Date: September 12, 2028

ST. PAUL'S CLO VI: Moody's Rates to EUR12M Class F-R Notes 'B3'
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by St.
Paul's CLO VI DAC (the "Issuer"):

EUR248,000,000 Class A-R Senior Secured Floating Rate Notes due
2034, Definitive Rating Assigned Aaa (sf)

EUR27,500,000 Class B-1-R Senior Secured Floating Rate Notes due
2034, Definitive Rating Assigned Aa2 (sf)

EUR12,500,000 Class B-2-R Senior Secured Fixed Rate Notes due
2034, Definitive Rating Assigned Aa2 (sf)

EUR24,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned A2 (sf)

EUR27,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned Baa3 (sf)

EUR21,000,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned Ba3 (sf)

EUR12,000,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned B3 (sf)

RATINGS RATIONALE

The rationale for the ratings is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in Moody's methodology.

The Issuer issues the notes in connection with the refinancing of
the following Classes of notes (the "Original Notes"): Class A-1
Notes, Class A-2A Notes, Class A-2B Notes, Class B Notes, Class C
Notes, Class D Notes and Class E Notes due 2030, originally issued
on June 22, 2016 (the "Original Issue Date"). The Class A-1 Notes,
Class A-2A Notes, Class A-2B Notes, Class B Notes, Class C Notes,
Class D Notes and Class E Notes due 2030 were refinanced on August
14, 2018.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured obligations and up to 10%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be fully ramped up as of the closing date
and to comprise of predominantly corporate loans to obligors
domiciled in Western Europe.

Intermediate Capital Managers Limited will manage the CLO. It will
direct the selection, acquisition and disposition of collateral on
behalf of the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four year
reinvestment period. Thereafter, subject to certain restrictions,
purchases are permitted using principal proceeds from unscheduled
principal payments and proceeds from sales of credit risk
obligations or credit improved obligations.

In addition to the 7 classes of notes rated by Moody's, the Issuer
issued EUR3,400,000 of additional Subordinated Notes which are not
rated. On the Original Issue Date, the Issuer also issued
EUR42,300,000 of Subordinated Notes, which will remain
outstanding.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

The coronavirus pandemic has had a significant impact on economic
activity. Although global economies have shown a remarkable degree
of resilience to date and are returning to growth, the uneven
effects on individual businesses, sectors and regions will continue
throughout 2021 and will endure as a challenge to the world's
economies well beyond the end of the year. While persistent virus
fears remain the main risk for a recovery in demand, the economy
will recover faster if vaccines and further fiscal and monetary
policy responses bring forward a normalization of activity. As a
result, there is a heightened degree of uncertainty around Moody's
forecasts. Moody's analysis has considered the effect on the
performance of corporate assets from a gradual and unbalanced
recovery in European economic activity.

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

Methodology underlying the rating action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2020.

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

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in December 2020.

Moody's used the following base-case modeling assumptions:

Par Amount: EUR400,000,000

Diversity Score: 52

Weighted Average Rating Factor (WARF): 3107

Weighted Average Spread (WAS): 3.60%

Weighted Average Coupon (WAC): 3.75%

Weighted Average Recovery Rate (WARR): 43.50%

Weighted Average Life (WAL): 8.5 years



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

MONTE DEI PASCHI: Moody's Takes Action on 3 Italian RMBS Deals
--------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of five notes
and affirmed the ratings of two notes in three Italian RMBS deals
originated by Banca Monte dei Paschi di Siena S.p.A. The
confirmations reflect the amendment of the existing definition of
Eligible Investments for all the affected deals, along with
sufficient credit enhancement to maintain the current ratings. The
action concludes the placing under review for possible downgrade of
the affected notes following the correction of an error identified
in the analysis of Eligible Investments.

Moody's affirmed the ratings of the notes that had sufficient
credit enhancement to maintain the current rating on the affected
notes.

Issuer: Siena Mortgages 07-5 S.p.A

EUR4765.9M Class A Notes, Confirmed at Aa3 (sf); previously on Feb
22, 2021 Aa3 (sf) Placed Under Review for Possible Downgrade

EUR157.45M Class B Notes, Confirmed at Aa3 (sf); previously on Feb
22, 2021 Aa3 (sf) Placed Under Review for Possible Downgrade

EUR239M Class C Notes, Affirmed B3 (sf); previously on Feb 22,
2021 Affirmed B3 (sf)

Issuer: Siena Mortgages 07-5, Series 2

EUR3129.4M Class A Notes, Confirmed at Aa3 (sf); previously on Feb
22, 2021 Aa3 (sf) Placed Under Review for Possible Downgrade

EUR108.3M Class B Notes, Confirmed at Aa3 (sf); previously on Feb
22, 2021 Aa3 (sf) Placed Under Review for Possible Downgrade

Issuer: SIENA MORTGAGES 2010 -7

EUR1666.9M Class A3 Notes, Confirmed at Aa3 (sf); previously on
Feb 22, 2021 Aa3 (sf) Placed Under Review for Possible Downgrade

EUR817.6M Class B Notes, Affirmed Baa3 (sf); previously on Feb 22,
2021 Upgraded to Baa3 (sf)

Maximum achievable rating is Aa3 (sf) for structured finance
transactions in Italy, driven by the corresponding local currency
country ceiling of the country.

RATINGS RATIONALE

The rating action is primarily prompted by the amendment of the
existing definition of Eligible Investments. Following the executed
amendment, the Issuers will be able to invest cash in instruments
rated at least Baa1 and redeemable no later than the next following
Calculation Date. The maximum rating consistent with a Baa1
eligible investment criteria is Aa2 (sf) for senior notes with
"standard" linkage and A1 (sf) for notes with "strong" linkage
according to "Moody's Approach to Assessing Counterparty Risks in
Structured Finance". Although mezzanine and junior ranking notes
typically fall into the "strong" category, Moody's assessed the
linkage of Class B Notes in Siena Mortgages 07-5 S.p.A. and Siena
Mortgages 07-5, Series 2 as "standard" given their very limited
reliance on reserve funds and the monthly frequency of payment
dates for these transactions.

The MILAN CE assumption for Siena Mortgages 07-5, Series 2 has also
been lowered.

Revision of Key Collateral Assumptions

Moody's has also assessed loan-by-loan information as a part of its
detailed transaction review to determine the credit support
consistent with target rating levels and the volatility of future
losses. As a result, Moody's has decreased the MILAN CE assumption
on Siena Mortgages 07-5, Series 2 to 12.00% from 14.10%.

Counterparty Exposure

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicer, account banks or swap
providers.

The coronavirus pandemic has had a significant impact on economic
activity. Although global economies have shown a remarkable degree
of resilience to date and are returning to growth, the uneven
effects on individual businesses, sectors and regions will continue
throughout 2021 and will endure as a challenge to the world's
economies well beyond the end of the year. While persistent virus
fears remain the main risk for a recovery in demand, the economy
will recover faster if vaccines and further fiscal and monetary
policy responses bring forward a normalization of activity. As a
result, there is a heightened degree of uncertainty around Moody's
forecasts. Moody's analysis has considered the effect on the
performance of consumer assets from a gradual and unbalanced
recovery in Italian economic activity.

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

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

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

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

Factors or circumstances that could lead to an upgrade of the
ratings include: (i) performance of the underlying collateral that
is better than Moody's expected; (ii) an increase in available
credit enhancement; (iii) improvements in the credit quality of the
transaction counterparties; and (iv) a decrease in sovereign risk.

Factors or circumstances that could lead to a downgrade of the
ratings include: (i) an increase in sovereign risk; (ii)
performance of the underlying collateral that is worse than
Moody's expected; (iii) deterioration in the notes' available
credit enhancement; and (iv) deterioration in the credit quality of
the transaction counterparties.



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

MATADOR BIDCO: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Compania Espanola de Petroleos, S.A.'s
(CEPSA) and Matador Bidco S.a.r.l's (Matador) Long-Term Issuer
Default Ratings (IDRs) at 'BBB-' and 'BB', respectively. The
Outlooks are Stable.

CEPSA's Stable Outlook is driven by improving oil prices and the
expected increase in fuel demand, which, coupled with a
still-favourable outlook for marketing and chemical segments,
should help the company deleverage quickly to levels commensurate
with 'BBB-' rating. Fitch expects that CEPSA's improved performance
will translate into higher dividends paid, which will lead to
Matador's debt service coverage and proportional gross leverage
ratios returning to levels commensurate with its rating - driving
the Stable Outlook.

CEPSA's rating is supported by a diversified business profile and a
strong market position in the Iberian Peninsula. The rating is
constrained by the company's smaller size and less diversified
upstream and downstream divisions than some of its peers, its
meaningful exposure to the European downstream sector, and volatile
refining margins. Matador's 'BB' rating is derived by notching down
from CEPSA's, in line with Fitch's Investment Holding Companies
Rating Criteria.

KEY RATING DRIVERS

Diversification Helps: CEPSA's Fitch-adjusted EBITDA decreased 73%
yoy in 2020. The refining segment recorded a 98% drop in current
cost of supply (CCS) EBITDA - the highest out of all the segments,
while the chemical segment performed best, with its CCS EBITDA
improving by 45%. In response to a more difficult macro
environment, CEPSA initiated cash-flow-protection measures, with
opex and capex savings of EUR527 million in 2020, while dividends
decreased by 63% to EUR196 million.

Leverage to Normalise: Fitch assumes higher oil and gas prices, a
gradual improvement in demand for fuels, improving refining margins
and the still-favourable outlook for the petrochemical segment
should allow CEPSA to reach funds from operations (FFO) net
leverage of 2.5x in 2021, a level commensurate with the current
rating, and allow it to maintain a strong financial profile until
2024, with net leverage of below 2.0x.

Dividends May Drive Financial Profile: CEPSA's shareholders are
financial investors - Mubadala Investment Company, PJSC and Matador
- ultimately controlled by The Carlyle Group, Inc. The decrease in
dividend payouts in 2020 helped cushion the impact of the
coronavirus pandemic on CEPSA's financial profile. Fitch expects
improved performance in 2021, which should allow CEPSA to increase
dividends compared to 2020. However, Fitch still expects CEPSA to
adjust shareholder remuneration in case the macro backdrop proves
more difficult than assumed. While CEPSA has no formal dividend
policy, the company targets net debt to EBITDA of below 2.0x.

Refining Segment: CEPSA's refining margin decreased by 41% to
USD2.5 a barrel (bbl) in 2020, while sales of fuels in its
marketing business decreased by 29% due to the pandemic. Fitch
expects the demand for fuels to return to 2019 levels in 2022, and
expects refining margins to increase to USD4/bbl and both demand
and margins to remain stable until 2024. The assumptions are
dependent on the progress of vaccination efforts and of the
effectiveness of the vaccines overall. Fitch's fairly conservative
assumptions for refining margins stem from the fact that, in light
of the global refining overcapacity and new refineries starting
production - mainly in Asia and the Middle East, margins may remain
depressed for longer even if the demand improves.

Chemicals Outperform: CEPSA's chemical segment recorded a 45% yoy
increase in CCS EBITDA to EUR357 million in 2020 as the market for
surfactants, phenol acetone and solvents had strong demand due to
the pandemic. Fitch conservatively assumes margins on chemical
products to decrease by around 20% compared to 2020 in Fitch's
forecasts despite favourable market dynamics so far in 2021, in
line with Fitch's through-the-cycle rating approach, yet the
chemical segment will remain an important contributor to CEPSA's
cash flows.

MENA Focused Upstream: CEPSA's working interest upstream production
decreased 18% to 76 thousand barrels of oil equivalent per day
(kboed) in 2020 with most of the decrease (10kboed) relating to
OPEC+ quotas. CEPSA's exploration and production segment is focused
on Algeria (51% of working interest 2020 output) and the UAE (36%).
Fitch expects OPEC+ actions will continue to affect production
until April 2022, but the planned increase of production in the
UAE, coupled with gradually decreasing quotas, should allow CEPSA
to increase production from 2022.

Strategy Under Review: CEPSA is working on a new strategy, which
will focus on energy transformation. Details will be announced in
2021. While the timing of peak oil demand remains uncertain, the
focus on the energy transition has gathered pace in recent months,
with many European oil and gas companies announcing strategies with
higher spending for natural gas production, renewables and retail
segments. Fitch believes more diversified companies such as CEPSA
will find it easier to respond to the new challenges.

Matador's Rating Notched Down from CEPSA's: Fitch applied its
Investment Holding Companies Rating Criteria to assess Matador.
Matador's IDR of 'BB' has been derived by notching down twice from
CEPSA's rating to reflect the structural subordination and higher
leverage at the holdco. In 2020, Matador's debt service coverage
ratio and proportional FFO gross leverage did not meet levels set
in Fitch's sensitivities for a 'BB' rating, but Fitch expects the
debt service coverage to return to above 2.0x from 2021, and for
proportional FFO gross leverage to exceed guideline of 4.0x in 2021
and decrease thereafter, supporting the rating affirmation.

DERIVATION SUMMARY

CEPSA's closest EMEA downstream peers are MOL Hungarian Oil and Gas
Company Plc (BBB-/Stable) and Polski Koncern Naftowy ORLEN S.A.
(PKN) (PKN ORLEN; BBB-/Stable).

MOL's upstream output in 2020 of 111kboed was higher than CEPSA's
76kboed, but CEPSA has a slightly larger refining capacity of 474
thousand barrels a day (kbbl/d), compared to MOL's 417kbbl/d.
CEPSA's clean CCS EBITDA decreased 42% to EUR1.2 billion in 2020,
while MOL recorded an 18% decrease to EUR1.8 billion. PKN ORLEN's
689kbbl/d refining capacity is larger than CEPSA's, but PKN ORLEN
lags behind in terms of upstream output (18kboed), which is offset
by a stronger contribution from electricity generation and
distribution, petrochemical and retail businesses. PKN ORLEN's
clean CCS EBITDA decreased 17% yoy to EUR1.8 billion (excluding the
impact of purchase of ENERGA shares) in 2020.

KEY ASSUMPTIONS

-- Fitch oil price assumption of USD58/bbl in 2021, USD53/bbl
    thereafter.

-- Volume affected by OPEC+ quotas in 2021 and 2022.

-- Downstream volume returning to 2019 levels from 2022.

-- Slow but steady improvement in the refining margin.

-- Capex reduction following focus on optimising investments and
    management guidance.

RATING SENSITIVITIES

CEPSA

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

-- FFO net leverage below 1.5x on a sustained basis;

-- Consistently positive free cash flow (FCF; after dividends)
    through the cycle;

-- Successful ramp-up of production in Abu Dhabi.

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

-- FFO net leverage consistently above 2.5x;

-- Consistently negative FCF after dividends;

-- Oil and gas production falling consistently below 60kboed.

Matador

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

-- Positive rating action on CEPSA;

-- Sustained decline in proportional FFO gross leverage to below
    2.5x.

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

-- Negative rating action on CEPSA;

-- Sustained increase in proportional FFO gross leverage to above
    4.0x;

-- Revision of the financial policy by CEPSA amid challenging
    market conditions, resulting in a drop in dividends leading to
    less than 2.0x debt service coverage ratio or use of the debt
    service reserve account.

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: CEPSA's overall liquidity position is solid.
At 31 December 2020, it had readily available cash of EUR1.4
billion, and availability under the company's committed facilities
of EUR3.2 billion which comfortably covered Fitch-adjusted short
term debt of EUR0.4 billion. Fitch forecasts positive pre dividend
free cash flow generation over the rating horizon. The debt
maturities are well spread out.

The holdco is required to maintain a cash sweep and hold additional
liquidity, according to the loan documentation.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Matador's rating is notched down from CEPSA's.

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
=====================

OCI NV: Fitch Affirms 'BB' LT IDR & Alters Outlook to Stable
------------------------------------------------------------
Fitch Ratings has revised OCI N.V.'s Outlook to Stable from
Negative while affirming the chemical group's Long-Term Issuer
Default Rating (IDR) at 'BB'. Fitch has also affirmed its senior
secured rating at 'BB'. The Recovery Rating is 'RR4'.

The Outlook revision to Stable reflects Fitch's expectations that
funds from operations (FFO) net leverage will return to below
Fitch's negative sensitivity of 4.5x from 2021, supported by
production run-rates and stronger fertiliser and methanol prices
after their 2020 trough.

The rating reflects OCI's strong global position in the nitrogen
fertiliser and methanol markets, modern industrial assets, a
low-cost base, robust profitability and strong liquidity. High FFO
net leverage of about 4x through-the-cycle continues to constrain
the rating but is forecast to decline to mid-3x by 2024.

KEY RATING DRIVERS

Back on Deleveraging Path: OCI's FFO net leverage fell to 5.6x in
2020 from 7.5x in 2019, outperforming Fitch's 6.1x forecast due to
higher-than-expected working-capital inflows and
lower-than-expected dividend distribution to non-controlling
interests. Fitch expects FFO net leverage to further decrease to 4x
in 2021, driven by stronger fertiliser and methanol prices and
overall production run-rate across OCI's assets, and fall below 4x
in 2023, supported by recurring positive free cash flow (FCF).

Positive Market Traction: Demand for fertiliser has been strong
since the summer of 2020, in line with increasing crop prices,
adequate weather conditions in key-producing regions, and strong
corn imports in China and urea buying by India. Fertiliser price
increase was also supported by delayed capacity addition due to the
pandemic and high-cost capacity shutdowns, exacerbated by temporary
shutdowns in the US resulting from the cold winter.

Methanol prices also rebounded significantly since their June 2020
trough due to the recovery of industrial production and
methanol-to-olefins demand in China, while fuel applications are
still lagging. Fitch expects these strong market conditions to last
during 1H21 and normalise from 2H21.

Strong 2021 Expectations: OCI's EBITDA grew 18% in 2020, albeit 13%
lower than Fitch's forecast, as low fertiliser and methanol prices
in the first nine months were more than offset by the full-year
consolidation of Fertiglobe, a 58%/42% JV between OCI and Abu Dhabi
National Oil Company (ADNOC, AA/Stable), and high utilisation rates
of methanol assets in 2H20. Fitch expects 2021 EBITDA to grow by a
further 60% to USD1.2 billion, supported by higher prices, fewer
plant turnarounds, and higher methanol volumes following completion
of capacity expansion and demand recovery. Through the cycle, Fitch
expects OCI to generate EBITDA of around USD1.1 billion based on
Fitch's price deck.

Expansionary Capex Completed: OCI completed its major expansionary
capex programme in 2020, doubling its volumes sold since 2015 and
improving its assets base. As of end-2020, 34% of producing assets
were younger than five years and 52% younger than 10 years. Its
modern asset base and low-cost position place OCI firmly in a
highly competitive environment. Fitch assumes USD300 million of
capex in 2021, falling to USD260 million in the following three
years. Therefore, Fitch expects OCI to generate FCF in excess of
USD300 million per year.

Dividend Assumptions: Dividends to minorities are included in
Fitch's calculation of FFO, hence higher-than-expected
distributions could impair OCI's forecast deleveraging. The
cancellation of a USD125 million dividend payment to
non-controlling interests in Sorfert in 2020 significantly
supported the improvement in FFO net leverage. Fitch forecasts
dividend to non-controlling interests to rise to USD230 million in
2021, driven by stronger results, and decline to USD200 million
p.a. thereafter, given Fitch's expectation of lower EBITDA post
2021. Fitch assumes OCI will keep to its commitment of not paying
any dividend to its shareholders over the next four years until it
is on track to reach its internal target of 2.0x net debt/EBITDA
through the cycle.

Reduced Subordination: Senior notes at the OCI level are secured by
share pledges of several subsidiaries, guaranteed by entities
representing about 23% of group EBITDA and are structurally
subordinated to significant prior-ranking debt at several operating
subsidiaries. Over the past years OCI carried out several
transactions to reduce its cost of debt and extend maturities. It
also reduced the amount of prior-ranking debt in its capital
structure to USD1.9 billion in 2020 from USD3.2 billion in 2017.
Fitch expects OCI to maintain efforts to simplify its debt
structure and reduce structural subordination risk for debt holders
at the OCI level. As a result, Fitch aligns the senior secured
rating with the IDR.

Strong Nitrogen and Methanol Position: OCI is a top-five global
nitrogen fertiliser by capacity (74%) and methanol producer (18%),
also producing melamine or diesel-exhaust fuel (8%). Fertiglobe,
its 58%-owned JV is the largest nitrogen fertiliser in MENA and
seaborne exporter globally. OCI's business profile is supported by
the proximity of assets to end-customers and cost-effective sources
of natural gas, allowing the group to produce and distribute at a
competitive cost compared with its global peers.

Methanol Strategic Review: OCI is considering options for its
methanol business, having put it on hold during the pandemic, given
the strong recovery in market fundamentals. Fitch treats this
review as an event risk, and will weigh the potential weakening in
OCI's diversification and scale against the group's financial
profile. Management has said it would use any proceeds of disposal
for debt reduction.

DERIVATION SUMMARY

OCI's peers include CF Industries Holdings, Inc (BB+/Stable),
EuroChem Group AG (BB/Stable), Methanex Corp. (BB/Negative) and ICL
Group Ltd. (ICL; BBB-/Stable). OCI is smaller than EuroChem, ICL
and CF Industries. Unlike CF Industries (100% fertilisers) and
Methanex (100% methanol) but similar to ICL, OCI benefits from
product and end-market diversification with revenues derived from
nitrogen fertilisers and industrial chemicals such as methanol,
melamine and diesel-exhaust fluid.

EuroChem's concentrated exposure to the fertiliser market is
mitigated by a presence across all nutrients and by a strong cost
position, although the company's geographical footprint is less
diversified than that of OCI, with assets located predominantly in
Russia and Europe.

OCI's production assets (OCI and the JV) in the US and MENA are
positioned in the first quartile of the respective products' cost
curves, and projected margins are comparable with those of peers
that also benefit from favourable feedstock prices.

OCI's leverage remains the highest among the peer group. Increase
in the amount of debt due to the group's extensive capex programme
was followed by weather-related decrease in fertiliser demand and
operational problems in 2019 and a weak pricing environment in 2020
that derailed the planned deleveraging. Fitch now expects FFO net
leverage to decrease to around 4x by 2021 both from increased
EBITDA and reduced debt.

KEY ASSUMPTIONS

-- Volumes sold (including third parties) increasing 3% in 2021,
    driven by higher methanol sales and volumes at Fertiglobe;
    increasing thereafter to 15 million tonnes in 2024;

-- Fertiliser prices following Fitch's price deck;

-- Methanol price at USD475/tonne US Gulf and at EUR358/tonne
    Rotterdam in 2021 based on Fitch's oil and gas price deck;

-- Total capex of USD300 million in 2020 and USD260 million on
    average p.a. until 2024;

-- Dividends from associates less dividends paid to minorities
    resulting in outflows of around USD230 million in 2021 and
    around USD200 million in the following three years;

-- No dividends to majority shareholders in 2021-2024.

RATING SENSITIVITIES

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

-- Debt reduction leading to FFO net leverage approaching 3.5x.

-- Sustained positive FCF.

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

-- Pricing pressure, significant capex and/or minority dividends
    resulting in FFO net leverage above 4.5x 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

Robust Liquidity: As of 31 December 2020, OCI had USD684 million in
cash and USD500 million undrawn under its USD850 million senior
secured revolving credit facility to cover USD190 million of
mandatory debt amortisation. Fitch expects OCI to repay more than
USD500 million of debt in 2021 from internally generated cash and
cash on balance sheet as Fitch forecasts FCF generation of USD360
million in the same year.

The refinancing of the 2023 notes OCI completed in October 2020,
alongside USD385 million refinancing at Fertiglobe following
refinancing of USD1.4 billion of debt in October 2019, shows a
proactive approach by the group in managing its maturity profile
and improving its liquidity. Fitch expects OCI to continue to
simplify its capital structure as non-call clauses of its bond
expire through a reduction in the amount of prior-ranking debt and
maturity extension.

SUMMARY OF FINANCIAL ADJUSTMENTS

-- USD292.2 million leases reclassified as other liabilities,
    excluded from financial debt; USD8.6 million interest expense
    related to leases reclassified to selling, general and
    administrative expenses from interest expenses; depreciation &
    amortisation (D&A) reduced by USD41.3 million related to
    rights-of-use assets D&A;

-- USD148.7 million factoring added to short term debt and trade
    receivables; difference between end-2020 factoring and end
    2019 factoring reclassified from working capital to cash flow
    from financing; and

-- USD39.4 million deposit for maintenance to be used to fund
    capex and USD6.7 million held as collateral against letters of
    credit and letters of guarantees issued are treated as
    restricted cash.

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.

PEER HOLDING: Moody's Upgrades CFR to Ba3 on Strong Performance
---------------------------------------------------------------
Moody's Investors Service has upgraded to Ba3 from B1 the corporate
family rating and the probability of default rating to Ba3-PD from
B1-PD of Peer Holding III B.V.'s (Action). Concurrently, Moody's
upgraded to Ba3 from B1 the ratings of the issuer's guaranteed
senior secured bank credit facilities. Moody's has changed the
outlook to stable from negative.

The rating action reflects the company's continued strong
performance in 2020 driven by sales and EBITDA growth, despite
significant operational disruption, through store closures and
trading restrictions due to the coronavirus pandemic. The company's
performance resulted in substantial positive free cash flow
generation and Moody's Adjusted leverage at 4.7x in fiscal 2020, in
line with Moody's expectations for the Ba3 CFR . Although Moody's
anticipates additional shareholder distributions in line with the
company's track record, leverage is expected to remain in line with
the Ba3 rating guidance.

In sharp contrast to clothing chains and many other retailers,
Action is emerging as a winner from the coronavirus crisis as it
continues to win customers away from competitors. The company has
outperformed both the food and non-food segments of retail in the
past three years and continues to open new stores, contrary to
traditional retailers.

In the last three years the company also increased its scale and
international and the strengths of its business model have become
more and more apparent, with operating and EBITDA margins
consistently twice as high as sector peers in the last three
years.

RATINGS RATIONALE

Action's Ba3 CFR reflects (1) the company's established presence in
the Benelux markets and in France; (2) its increasing geographical
diversification, with a growing presence in Germany and Poland; (3)
its business model, which supports strong like-for-like (LFL) sales
and earnings growth, and the high returns on investments associated
with new store openings; (4) the positive market momentum
experienced by discount retailers, despite the temporary disruption
because of the coronavirus pandemic; and (5) the company's good
liquidity.

However, the Ba3 rating also reflects the company's (1) shareholder
friendly financial policy with a track record of raising debt to
pay dividends each 12 to 24 months, keeping leverage high; (2)
exposure to the competitive and fragmented discount retail segment;
(3) sizeable number of new store openings, leading to execution
risk in terms of site selection and also logistic risks.

Moody's expects restrictions to continue to negatively impact
Action's sales during 2021. However, as over 50% of Action's
product offering is non-discretionary, the company has been less
impacted by restrictions compared to other non-food retailers.
During 2020, Action was also successful in continuing its store
development plan with 164 new stores opened, leading to a 10.2%
sales growth and 14% EBITDA growth during the year. Moody's expects
double digit sales and EBITDA growth to continue in the next 12 to
18 months driven by new store openings and ramp up of recently
opened stores. In light of Action's track record and the embedded
growth in Moody's expects gross adjusted leverage to reduce to
around 4.4x within the next 12-18 month ( this level does not
factor in potential increases in leverage from dividend
recapitalisations).

Moody's views Action's liquidity profile as good. As of December
2020 company had a cash balance of around EUR589 million which
expect to be sufficient to cover working capital and investment
needs in the near to medium term. Moody's expects EUR100 million of
the EUR125 million revolving credit facility (RCF) maturing in 2024
to remain undrawn, the remaining EUR25 million being used for bank
guarantees.

STRUCTURAL CONSIDERATIONS

Action's Ba3 senior secured instrument ratings are in line with the
CFR. The company's probability of default rating (PDR) of Ba3-PD,
is in line with the CFR. The PDR reflects the use of a 50% family
recovery rate resulting from a lightly-covenanted debt package and
a security package that comprises only share pledges and a cap on
the value of guarantee security provided by Action Holding B.V. and
its subsidiaries at the level of EUR905 million. Only the RCF has a
springing covenant; this is only tested if utilization of the RCF
exceeds 40%.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's view that Action's product
offering and positioning will continue to resonate with consumers.
Moody's expect the company will continue to appropriately control
its expenses and store rollout plan and that Action's credit
metrics will further improve over the next 12 -18 months. The
stable outlook also reflects Moody's expectation that the company
will make additional shareholder distributions in line with the
historic track record, which could slow the company's deleveraging
trajectory.

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

Positive rating pressure could arise if Action continues to improve
its operating performance and credit metrics, as well as pursue a
more conservative financial policy, resulting in lower
distributions to shareholders. Quantitatively, Moody's could
upgrade the rating if the company's Moody's-adjusted debt/EBITDA
were to be sustained below 4.5x and EBIT/interest expense were to
exceed 3.0x.

Moody's could downgrade the rating if Action is unable to maintain
an adequate liquidity buffer or if its operating performance
declines (because of negative LFL sales growth or a material
decrease in profit margins). Similarly, Moody's could downgrade the
rating if Action's financial policy becomes more aggressive, such
that its Moody's-adjusted (gross) debt/EBITDA remains above 5.5x or
adjusted EBIT/interest expense falls below 2.5x, both on a
sustained basis.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail Industry
published in May 2018.

COMPANY PROFILE

Action, established in the Netherlands in 1993, is a non-food
discount retailer with around EUR5.6 billion revenue and company
reported operating EBITDA of EUR616 million (not including unusual
items) in FY2020. In 2020, Action operated 1,716 stores,
predominantly in the Netherlands, France, Germany and Belgium.



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

NH HOTEL: Moody's Cuts PDR to 'Caa1-PD', Affirms 'B3' CFR
---------------------------------------------------------
Moody's Investors Service has affirmed both NH Hotel Group S.A.'s
B3 corporate family rating and the instrument rating assigned to
EUR357 million of backed senior secured first lien notes due 2023
at B2. Concurrently, the probability of default rating was
downgraded to Caa1-PD from B3-PD. The outlook was changed to
negative from stable.

"Our decision to downgrade the PDR to Caa1-PD but to affirm the CFR
at B3 balances the company's current weak liquidity profile with
approximately 6 months of liquidity buffer at current cash burn
rates with the strong recovery prospects for creditors in the event
of a default due to the high quality of NH Hotel's portfolio of
unencumbered hotels, " said Maria Gillholm, a Moody's Vice
President - Senior Credit Officer and lead analyst for NH Hotel.".

RATINGS RATIONALE

The downgrade of the PDR to Caa1-PD reflects the company's weak
liquidity buffer not taking into account the ongoing asset rotation
processes that would significantly enhance liquidity and the
resulting increased risk of default since Moody's downgraded the
company's PDR and CFR by two notches to B3-PD and B3 in June 2020.
Moody's estimate that NH Hotels will have a cash buffer of EUR225
million as of end March 2021. This would be sufficient to cover
approximately six-seven months of operations at a current cash burn
of EUR30-35 million per month. Whilst Moody's expect a very modest
and gradual recovery in revenues over the next few months supported
by a slow roll out of vaccines and a gradual lifting of travel
restrictions, the shape and speed of the recovery is uncertain.
There are still risks of more challenging downside scenarios if
Moody's have various virus mutations resistant to current vaccine
types. Moody's expect that leisure will be recovering faster than
the business segment. Additionally, Moody's expect that some of the
demand from business will take longer time to recover and most
likely not to the levels seen before the pandemic. Moody's believe
that the group's share of domestic guests, which is on average
70%-75% of total guests for Euro area, and its focus on leisure
travel (60%-70% vs. 30%-40% business travel) will be favourable in
the recovery of NH Hotels occupancy levels and revenues. Overall,
Moody's expect there is a gradual recovery in NH Hotel's occupancy
starting in the second quarter of 2021 increasing to 40% in the end
of 2021 with an ADR of EUR82. For 2020 the occupancy rate was 25%
and ADR 82. NH Hotels is currently exploring solutions to bolster
its liquidity position to bridge to a period of more sustained
recovery in occupancy. NH Hotel has engaged the process of the
sale-and-lease back of several unencumbered assets; NH Hotels
expects a potential closing of these transactions before the
summer. These properties are fully unencumbered and could bring
more than EUR200 million in additional cash. Total debt will
however increase due to increased lease obligations, nevertheless
somehow limited due to a shortfall cap or basket mechanism. In
addition, Moody's expect that NH Hotels will be exploring
additional financing alternatives to add further liquidity to
guarantee its financial stability in case the recovery or asset
rotation transactions are delayed.

The affirmation of the CFR at B3 and of the senior secured notes
rating at B2 reflects that despite the stretched liquidity and
point-in-time very weak credit metrics, NH should gradually recover
over the next few years. The secured rating and the CFR also
reflect the significant property portfolio of EUR2.2 billion, of
which EUR1.1 billion is unencumbered. This compares to EUR685
million of net financial debt as per December 31, 2020. In case of
default the portfolio value would provide prospects of high
recovery in particular for secured creditors.

RATING OUTLOOK

The negative outlook reflects the continued subdued business
activities of the hotel sector and the high uncertainty around the
speed of recovery of the business, which could increase further the
strain on the company's liquidity and the risk of a debt
restructuring over the short term.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

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

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

A rating upgrade is unlikely at this point, but could develop if
there is a combination of the following:

Strong liquidity and a return to meaningful positive free cash
flow

Improvement in credit metrics with debt/EBITDA well below 6.0x,
coverage (EBITA/interest) approaching 1.5x and cash flow (retained
cash flow/net debt) above 10%, all on a sustained basis and
including Moody's standard adjustments

The rating could be downgraded if NH Hotels does not improve its
liquidity position in the short term and Moody's do not observe a
rapid improvement in the underlying business conditions.

A material deterioration in the loan-to-value (LTV) coverage of
the secured notes could also exert pressure on Moody's recovery
assumptions including for the senior secured notes.

PRINCIPAL METHODOLOGY

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



===========
S W E D E N
===========

VOLVO CAR: Moody's Affirms Ba1 CFR & Alters Outlook to Stable
-------------------------------------------------------------
Moody's Investors Service has changed the outlook on the ratings of
Volvo Car AB to stable from negative. Concurrently, Moody's has
affirmed Volvo Car's Ba1 corporate family rating, its Ba1-PD
probability of default rating and its Ba1 senior unsecured
instrument ratings.

"The change in outlook reflects the continued recovery in global
light vehicle sales, the expectation that Volvo Car will be able to
further improve its credit metrics in 2021, and the company's
ability to comply with stricter CO2 emission targets in 2021." said
Matthias Heck, a Moody's Vice President -- Senior Credit Officer
and Lead Analyst for Volvo Car. "The rating affirmation balances
the company's strengths as a well-established automotive
manufacturer with the overall challenges in the automotive
industry, especially its high cyclicality and the trend towards
electrification and stricter environmental regulation." added Mr.
Heck.

RATINGS RATIONALE

The outlook change to stable reflects Moody's expectation of a
continued recovery in global light vehicle sales of 7% in 2021 and
6% in 2022, despite short-term challenges in the first half of
2021, such as the delayed vaccination process in many countries and
the shortage in semiconductor supply. On the back of this recovery,
Volvo Car should be able to improve Moody's adjusted EBITA margins
to around 5% in 2021 (2.4% in 2020), reduce debt/EBITDA (Moody's
adjusted) below 3.0x sustainably (3.4x in 2020), and generate
positive free cash flow (Moody's adjusted) also in 2021. The
stabilization also reflects Volvo Car's ability to comply with
stricter CO2 targets in the EU in 2020 (with a 17% decrease of CO2
fleet emissions in 2020 to 130 g/km, according to the new WLTP
testing standard) and the expectation of continued outperformance
versus regulatory targets also in 2021.

Volvo Car's Ba1 Corporate Family Rating is underpinned by (1) its
well-known brand identity with a long-established position in its
domestic market; (2) a global footprint with a growing presence in
the Chinese market helped by the company's close relationship with
its main shareholder, the Zhejiang Geely Holding Group Co., Ltd
(Geely Group); which has led to an increase in global market share
over the last three years, (3) continuous sizeable investments in
electrification and modular platforms, giving the company a more
efficient platform for its new model range, as well as a high share
of electrified vehicles (17% of 2020 unit sales); (4) prudent
financial policies so far and (5) a very good liquidity profile.

At the same time, the rating is constrained by (1) Volvo Car's
modest market position and small size compared to other rated
global premium competitors in a fiercely competitive global
passenger car market; (2) a still relatively low level of
profitability when compared with some other premium manufacturers;
and (3) Volvo Car's still limited product offering and high
dependency on the success of only a few models with over 71% of
2020 retail sales (units) generated by its three SUV models, (4)
the exposure of Volvo Car (like the other auto manufacturers) to
regulatory changes that might force them to further reduce the CO2
emissions of its fleets considerably in the next couple of years
and would lead to additional high capex and R&D requirements,
thereby burdening the company's free cash flow generation
capability.

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

Volvo Car's rating could be downgraded if the company was unable to
achieve the following metrics: (1) Moody's adjusted EBITA margin
approximating 5%; (2) continue to generate solidly positive free
cash flow; (3) reduce the temporarily elevated Moody's-adjusted
debt/EBITDA anticipated for the current year again to well below
3.0x. Additionally, a material shift in the company's conservative
financial policy e.g. high dividend payouts, sizable acquisitions
could lead to a downgrade.

Upward pressure on Volvo Car's rating could develop if the company
is able to demonstrate its ability to expand its product breadth
and enhances its geographic diversity to a level comparable with
that of its global peers. More specifically, Moody's could consider
upgrading Volvo Car's ratings to Baa3 in case of (1) evidence that
the previous model introductions (XC90, S90, V90, XC60, S60, V60,
XC40) and the recharge models including the recently launched BEVs
XC40 and C40 remain a sustained success and positively contribute
to Volvo Car's diversification of profit and cash flow generation;
(2) visibility that Volvo Car's profitability based on an adjusted
EBITA margin can exceed and sustainably remain above 7.0%; (3) a
continued Moody's-adjusted debt/EBITDA below 2.0x and (4) positive
free cash flow generation despite the high investment spending as
anticipated for the coming years. Moreover, the maintenance of a
prudent financial policy that includes low debt leverage and a
solid liquidity profile on a sustained basis against the backdrop
of its parent company's corporate activities would be key in any
consideration of an upgrade towards investment grade territory.

LIST OF AFFECTED RATINGS:

Issuer: Volvo Car AB

Affirmations:

LT Corporate Family Rating, Affirmed Ba1

Probability of Default Rating, Affirmed Ba1-PD

BACKED Senior Unsecured Medium-Term Note Program, Affirmed (P)Ba1

BACKED Senior Unsecured Regular Bond/Debenture, Affirmed Ba1

Outlook Actions:

Outlook, Changed To Stable From Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Automobile
Manufacturer Industry published in June 2017.

COMPANY PROFILE

Headquartered in Gothenburg, Sweden, Volvo Car AB is a premium
manufacturer of passenger cars. The company produces and markets
sedans ('S' series), station wagons ('V' series) and SUV ('XC'
series) vehicles under the Volvo brand. In the full year 2020,
Volvo Car sold 661,713 vehicles. The company generated
approximately SEK263 billion in revenue and SEK8.5 billion in
reported operating income in 2020 (including the full contribution
from the company's 50%-owned Chinese subsidiaries).

Volvo Car was acquired by Zhejiang Geely Holding Group Co., Ltd
(Geely Group), a Chinese conglomerate that indirectly owns 100% of
Geely Sweden Holdings AB, which directly owns 97.8% of the shares
of Volvo Car AB. The Geely Group also owns 45.9% of Chinese car
manufacturer Geely Automobile Holdings Limited (Geely, Baa3
stable).



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

GREENSILL CAPITAL: U.S. Unit to Sell Finacity to Former Owner
-------------------------------------------------------------
Steven Church at Bloomberg News reports that Greensill Capital's
U.S. unit has agreed to sell its Finacity Corp. business to the
head of the division for US$24 million unless a higher bid comes in
at a proposed bankruptcy auction.

According to Bloomberg, under the tentative deal, which must be
approved by a judge, the U.S. unit would sell Finacity to its
current president, Adrian Katz.  In 2019, Mr. Katz and his family
owned about 20% of Finacity when Greensill bought it, Bloomberg
relays, citing court papers filed on March 29.

Under that deal, Mr. Katz agreed to accept about US$21 million in
deferred payments that were tied to Finacity's annual revenue,
Bloomberg notes.  To buy back the company, Katz has offered to pay
US$3 million in cash and forgive the US$21 million he says he is
owed, Bloomberg says, citing court papers.

Should U.S. Bankruptcy Judge Michael E. Wiles approve the proposed
sale, Mr. Katz's offer would be a so-called stalking horse bid at a
potential auction, Bloomberg states.  Should no other bids come in,
a sale to Katz would become final, Bloomberg notes.

Greensill filed for administration in the U.K. earlier in March,
after the specialty finance firm collapsed when key backers walked
away over concerns about the valuation of its assets, Bloomberg
recounts.  Greensill's Australian holding company also entered
bankruptcy protection earlier this month, Bloomberg relays.

The American unit, Greensill Capital Inc., listed assets of as much
as US$50 million and liabilities of up to US$100 million in its
U.S. petition, Bloomberg notes.

The case is Greensill Capital Inc., 21-10561, U.S. Bankruptcy Court
for the Southern District of New York (Manhattan).


GROSVENOR CLO 2015-1: Moody's Affirms B2 Rating on Class E-R Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Grosvenor Place CLO 2015-1 B.V.:

EUR28,650,000 Class A-2A-R Senior Secured Floating Rate Notes due
2029, Upgraded to Aa1 (sf); previously on Dec 8, 2020 Aa2 (sf)
Placed Under Review for Possible Upgrade

EUR20,000,000 Class A-2B-R Senior Secured Fixed Rate Notes due
2029, Upgraded to Aa1 (sf); previously on Dec 8, 2020 Aa2 (sf)
Placed Under Review for Possible Upgrade

EUR19,950,000 Class B-R Senior Secured Deferrable Floating Rate
Notes due 2029, Upgraded to A1 (sf); previously on Dec 8, 2020 A2
(sf) Placed Under Review for Possible Upgrade

EUR18,900,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2029, Upgraded to Baa1 (sf); previously on Apr 30, 2018
Definitive Rating Assigned Baa2 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR201,500,000 Class A-1A-R Senior Secured Floating Rate Notes due
2029, Affirmed Aaa (sf); previously on Apr 30, 2018 Definitive
Rating Assigned Aaa (sf)

EUR5,000,000 Class A-1B-R Senior Secured Fixed Rate Notes due
2029, Affirmed Aaa (sf); previously on Apr 30, 2018 Definitive
Rating Assigned Aaa (sf)

EUR20,300,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2029, Affirmed Ba2 (sf); previously on Apr 30, 2018
Definitive Rating Assigned Ba2 (sf)

EUR11,500,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2029, Affirmed B2 (sf); previously on Apr 30, 2018
Definitive Rating Assigned B2 (sf)

Grosvenor Place CLO 2015-1 B.V., issued in April 2015, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European and US loans. The
portfolio is managed by CQS (UK) LLP. The transaction's
reinvestment period ended in April 2020.

The actions conclude the rating review on the Class A-2A-R, A-2B-R
and B-R Notes initiated on December 8, 2020, "Moody's upgrades 23
securities from 11 European CLOs and places ratings of 117
securities from 44 European CLOs on review for possible upgrade",
https://bit.ly/3m63uAJ.

RATINGS RATIONALE

The rating upgrades on the Class A-2A-R, A-2B-R, B-R and C-R Notes
are primarily due to the update of Moody's methodology used in
rating CLOs, which resulted in a change in overall assessment of
obligor default risk and calculation of weighted average rating
factor (WARF).

The rating affirmations on the Class A-1A-R, A-1B-R, D-R, and E-R
Notes reflect the expected losses of the notes continuing to remain
consistent with their current ratings after taking into account the
CLO's latest portfolio, its relevant structural features and its
actual over-collateralization (OC) levels as well as applying
Moody's revised CLO assumptions.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR344.7 million

Defaulted Securities: EUR1.23 million

Diversity Score: 33

Weighted Average Rating Factor (WARF): 2952

Weighted Average Life (WAL): 3.97 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.56%

Weighted Average Coupon (WAC): 3.30%

Weighted Average Recovery Rate (WARR): 45.03%

Par haircut in OC tests and interest diversion test: Nil

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

The coronavirus pandemic has had a significant impact on economic
activity. Although global economies have shown a remarkable degree
of resilience to date and are returning to growth, the uneven
effects on individual businesses, sectors and regions will continue
throughout 2021 and will endure as a challenge to the world's
economies well beyond the end of the year. While persistent virus
fears remain the main risk for a recovery in demand, the economy
will recover faster if vaccines and further fiscal and monetary
policy responses bring forward a normalization of activity. As a
result, there is a heightened degree of uncertainty around Moody's
forecasts. Moody's analysis has considered the effect on the
performance of corporate assets from a gradual and unbalanced
recovery in global economic activity.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2020.

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

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the note,
in light of uncertainty about credit conditions in the general
economy. In particular, the length and severity of the economic and
credit shock precipitated by the global coronavirus pandemic will
have a significant impact on the performance of the securities. CLO
notes' performance may also be impacted either positively or
negatively by 1) the manager's investment strategy and behaviour
and 2) divergence in the legal interpretation of CDO documentation
by different transactional parties because of embedded
ambiguities.

Additional uncertainty about performance is due to the following:

Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions, and CLO's reinvestment criteria after the end of the
reinvestment period, both of which can have a significant impact on
the notes' ratings. Amortisation could accelerate as a consequence
of high loan prepayment levels or collateral sales by the
collateral manager or be delayed by an increase in loan
amend-and-extend restructurings. Fast amortisation would usually
benefit the ratings of the notes beginning with the notes having
the highest prepayment priority.

Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Recoveries higher
than Moody's expectations would have a positive impact on the
notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.

HEATHROW FINANCE: Fitch Affirms BB+ Rating on Outstanding HY Notes
------------------------------------------------------------------
Fitch Ratings has affirmed Heathrow Funding Limited's class A bonds
at 'A-' and class B bonds at 'BBB'. Fitch has also affirmed
Heathrow Finance plc's outstanding high yield (HY) notes at 'BB+'.
The Outlooks are Negative.

RATING RATIONALE

The affirmation reflects Fitch's expectation that Heathrow's
supportive regulation and significant market power as a primary hub
airport, will allow it to significantly increase 2022 aero tariffs,
by around 40% to 50% in nominal terms under Fitch's cases to offset
reduced traffic during recovery from the coronavirus pandemic.
Heathrow also has financial flexibility in the form of largely
deferrable shareholder distributions and its ability to reduce its
cost base to some extent.

Overall, Fitch expects that this will enable Heathrow to deleverage
below Fitch's rating sensitivities of 8x for the class A and 9x for
the class B notes by 2022, and 10x for the HY notes by 2023. This
will be driven by a gradual recovery from 2021 following the severe
coronavirus-related volume shock in 2020.

The Negative Outlooks reflect the ongoing uncertainty relating to
the timing and duration of the traffic shock triggered by the
coronavirus pandemic, together with the embedded execution risk in
delivering tariff increases in the next regulatory period, H7,
starting in January 2022. For the HY notes, it also reflects the
uncertainty related to the timing of resumption of dividend
payments to Heathrow Finance plc from Heathrow SP, although
significant cash reserves at Heathrow Finance plc mitigate any
short-term liquidity risk.

Heathrow's liquidity position is strong, partly due to significant
debt issuance in 2019 ahead of anticipated capex related to the
third runway project, which Fitch now expects to be significantly
delayed, in addition to further debt issuances during 2020.

KEY RATING DRIVERS

Large Hub with Resilient Traffic: Volume Risk - Stronger

Heathrow is a large hub/gateway airport serving a strong origin and
destination market. Heathrow has historically demonstrated traffic
resilience, with a maximum peak-to-trough fall of just 4.4% through
the 2008 economic crisis, reflecting the attractiveness of London
as a world business centre; the role of Heathrow as a primary hub
offering strong yield for its resident airlines; the location and
connectivity of Heathrow with the well-off western and central
districts of the city; and unsatisfied demand as underlined by the
capacity constraint, which also helps absorb shocks.

The coronavirus pandemic led to an unprecedented impact on
travellers' mobility with a contraction of 72.7% of Heathrow's
passenger numbers in 2020. Fitch currently expects traffic to reach
around 90% of 2019 levels by 2025 under the updated Fitch rating
case (FRC), but if the severity and duration of the pandemic are
longer than expected, Fitch will revise the rating case
accordingly.

Regulated and Inflation-Linked: Price Risk - Midrange

Heathrow is subject to economic regulation, with a price cap
calculated under a single till methodology based on RPI+X, and is
currently set at RPI-1.5% for the Q6 regulatory period, which
started in April 2014 and has been extended through i (interim) H7
to 2021. The price cap, set by the UK Civil Aviation Authority
(CAA), is established to offset Heathrow's significant market power
and is highly sensitive to several assumptions made by the
regulator, such as cost of capital, traffic forecast and
operational efficiency. The regulatory process is transparent but
creates material uncertainty each time it is reset.

Capacity Constrained: Infrastructure Development/Renewal -
Midrange

As a result of the coronavirus pandemic, Heathrow's next regulatory
period (from 2022 to end-2026) excludes the approval, planning,
funding and execution of the third runway project, reducing
regulatory uncertainty. The coronavirus-driven 2020 traffic
contraction alleviates capacity constraints in the short term, but
in Fitch's view this issue remains in the longer term.

Heathrow has a record of successfully accessing capital markets to
secure funding and delivering capex projects. Fitch also notes the
regulator's mandate to ensure capex can be financed in addition to
affordability to end-users as supportive.

Refinance Risk Substantially Mitigated: Debt Structure - Midrange
(Class A); Midrange (Class B); Weaker (HY)

The class A debt benefits from its seniority, security, and
protective debt structure (ring-fencing of all cash flows and a set
of covenants limiting leverage). The debt portfolio is exposed to
some floating rate risk, with at least 75% being fixed, in addition
to some refinance risk, which is mitigated by the issuer's strong
capital market access, due to an established multi-currency debt
platform and the use of diverse maturities. The class B notes
benefit from many of the strong structural features of the class A
notes. The HY notes have a weaker debt structure due to their deep
structural subordination.

FINANCIAL PROFILE

For the class A and class B debt, Fitch forecasts net debt to
EBITDA returning to below the respective negative rating action
triggers of 8x and 9x by 2022, and remaining below them under the
FRC, indicating a temporary impairment of Heathrow's credit
profile. After turning negative in 2021, post maintenance interest
cover ratios (PMICRs) remain consistently above the respective
negative rating action trigger levels of 1.6x and 1.3x for the
class A and class B notes throughout the remainder of the forecast
period.

For the HY debt, Fitch forecasts net debt to EBITDA returning to
below the negative rating action trigger of 10x by 2023 under the
FRC, and remaining below it for the remainder of the forecast
period. After turning negative in 2021, PMICRs also remain fairly
consistently above the negative rating action trigger level of
1.15x. However, the dividend cover is materially affected by the
reduced cash up-streaming from Heathrow SP to Heathrow Finance plc,
resulting in no dividends in 2021, and low cover in 2022. This is
mitigated by strong liquidity at Holdco level, with around GBP377
million of cash available as at end February 2021. Fitch estimates
this will cover over three years of debt service.

Fitch is closely monitoring developments in the sector as airports'
operating environment has substantially worsened and Fitch will
revise the FRC should the severity and duration of the pandemic be
worse than expected or the issuer fails to enforce tariff increase
as expected.

PEER GROUP

Heathrow is one of the most robust assets in the sector.
Historically, it has higher leverage than its European peers
(Aeroports de Paris (ADP); A-/Negative), albeit with a better debt
structure for senior debt. However, ADP's Issuer Default Rating
(IDR) is now aligned with that of Heathrow Funding Limited's class
A debt. This reflects that the coronavirus pandemic and
acquisition-related debt has led to a sustained impairment of ADP's
leverage metrics under the FRC. Compared with Gatwick
(BBB+/Negative), Heathrow's bonds benefit from a stronger revenue
risk profile.

Fitch compared the structural subordination of Heathrow Finance
plc's HY notes with that of Gatwick Airport Finance plc
(BB-(EXP)/Negative), Atlantia SpA (BB/Rating Watch Evolving; RWE)/
Autostrade per l'Italia SpA (ASPI; BB+/RWE) and Getlink S.E.
(BB+/Stable). The rating of Gatwick Airport Finance's notes
reflects their structural subordination to the Gatwick ring-fenced
group, in addition to the current lock-up that prevents cash
up-streaming to Gatwick Airport Finance plc, and is expected to
continue until mid-2024. This is materially longer than for
Heathrow, which Fitch assumes will resume cash up-streaming in
2022.

Atlantia is rated one notch below ASPI, its opco, as compared with
Heathrow Funding Limited it has fewer structural protections.
Similar to Heathrow, for Getlink, lock-ups at the opco, together
with limited ability to push down debt to the opco due to
restrictions on additional indebtedness, lead to a two-notch
difference for the 'BB+' rated debt, versus the 'BBB'-rated debt
issued by Channel Link Enterprises Finance plc (CLEF).

RATING SENSITIVITIES

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

-- All classes: Revenue recovery combined with deleveraging ahead
    of Fitch's current expectations could lead to a revision of
    the Outlook to Stable.

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

-- Class A notes: Failure to improve net debt to EBITDA to below
    8x by 2023, or average PMICR below 1.6x.

-- Class B notes: Failure to improve net debt to EBITDA to below
    9x by 2023, or average PMICR below 1.3x.

-- HY notes: Failure to improve net debt to EBITDA to below 10x
    by 2023, or average PMICR below 1.15x.

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.

TRANSACTION SUMMARY

Heathrow is a major global hub airport with significant origin and
destination traffic and resilience due to its status as the
preferred London airport.

Revenues are regulated and subject to an inflation-linked price cap
on a single till basis. Fitch views the structured, secured and
covenanted senior debt as offsetting some of the higher expected
five-year average leverage under the Fitch rating case for the
class A and B bonds compared with peers. The HY bonds are
structurally subordinated.

CREDIT UPDATE

Traffic fell by 72.7% in 2020 vs 2019 from 80.9 million to 22.1
million. Revenue in 2020 was GBP1.175 billion, vs 2019 revenue of
GBP3.070 billion, primarily reflecting material reductions in both
aeronautical and retail revenues (around 60%). Other revenue
performed slightly better, falling by around 40% year on year.
Prior to coronavirus, management had been projecting 2020 revenues
of GBP3.061 billion.

As part of the April 2020 review, Fitch projected Heathrow revenue
of GBP1.504 billion, meaning actual revenues have under-performed
Fitch's previous expectations. Aeronautical income fell,
predominantly due to reduced passenger numbers as a result of the
pandemic. Fewer aircraft movements also drove revenue down
following the European Commission's temporary suspension of the
slot usage rule. Retail income declined as a result of reduced
passenger numbers. The decrease in other revenue demonstrated
relative resilience in other regulated charges collections and
property and others.

As at December 2020, Heathrow reduced its net operating costs by
over GBP300 million compared with the December 2019 forecast. To
deliver this, Heathrow implemented a comprehensive business
protection plan, which included company-wide organisational
redesign, temporary pay cuts, bonus cancellations, recruitment
freeze, use of the government furlough scheme, consolidation of
operations into two terminals and one runway and renegotiations of
suppliers' contracts. Many of these initiatives are expected to
generate some further cost savings in 2021, either as permanent or
volume-driven reductions to the largely fixed cost base. Terminal 4
is also expected to remain non-operational until end-2021.

2020 EBITDA fell by 86% to GBP270 million vs 2019 EBITDA of
GBP1.921 billion. Prior to the pandemic, management had projected
EBITDA of GBP3.061 billion in 2020. As part of the April 2020
review, Fitch projected EBITDA of GBP535 million under the FRC. In
terms of capex, Heathrow significantly reduced spending during 2020
to preserve cash, with investment focused on the safety and
resilience of the airport.

The CAA published a consultation on Heathrow's proposed regulated
asset base adjustment on 5 February 2021, with a view to making a
decision during March. The CAA has ruled out a no-intervention
option, although the timing, extent and form is not yet clear.
Heathrow also submitted its revised business plan in December 2020.
The plan will inform the CAA's initial proposals in relation to the
H7 regulatory period due to be published in summer 2021.

In terms of covenants and waivers, Heathrow secured a waiver from
Heathrow Finance plc's creditors in July 2020. As a result,
Heathrow Finance plc's interest coverage ratio covenant is waived
for 2020. In addition, Heathrow Finance plc's regulatory asset
ratio covenant was revised from 92.5% to 95.0% in 2020 and 93.5% in
2021. Despite the deteriorated traffic outlook, as at December
2020, Heathrow did not forecast any covenant breach in 2021 as a
result of mitigations in place.

Heathrow has maintained strong levels of liquidity throughout the
pandemic with 2021 maturities already fully pre-funded. Heathrow
has also retained strong market access thus far during the
pandemic, which Fitch expects to support continued strong
liquidity. Heathrow plans to raise further debt during 2021 to
ensure the liquidity horizon extends to 24 months by the end of
2021.

Risks related to Brexit are now significantly reduced. The UK left
the EU on 31 December 2020 with no meaningful interruption to
flights between the UK and the EU.

FINANCIAL ANALYSIS

Under the Fitch base case, Fitch assumes traffic to remain 60%
below 2019 levels following the 72.7% contraction in 2020, with
recovery to 2019 levels by 2024. Fitch forecasts EBITDA to grow to
around GBP2.5 billion by 2025, from GBP1.9 billion in 2019 driven
by the traffic recovery. Under the FRC, Fitch assumes traffic to
remain 60% below 2019 levels in 2021, with recovery to around 90%
of 2019 levels by 2025, meaning recovery to 2019 levels extends
beyond the 2025 forecast horizon. Fitch forecasts EBITDA to grow to
around GBP2.3 billion by 2025, from GBP1.9 billion in 2019, driven
by the traffic recovery.

All potential investment related to the third runway expansion has
been deferred to beyond the H7 regulatory period, meaning capex
assumed under Fitch cases more focused on maintenance. Fitch
assumes dividend payments will resume and generally increase from
2023. Fitch net debt to EBITDA will recover to levels in line with
Fitch's downgrade sensitivities by 2022 for the class A and B
notes, and by 2023 for the HY debt.

Fitch also ran additional sensitivities, testing a downside case
with a longer traffic recovery, the effect of lower inflation. The
sensitivities demonstrate that the issuer's credit profile would be
impaired under the downside case, but is not significantly affected
by moderately lower inflation.

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.

LIBERTY STEEL: Owes "Many Billions" of Pounds to Greensill
----------------------------------------------------------
Guy Faulconbridge at Reuters reports that Liberty Steel owner
Sanjeev Gupta said his business owed "many billions" of pounds to
failed lender Greensill Capital but he expected other financiers to
back him.

According to Reuters, Mr. Gupta told BBC radio "It is many
billions, but also remember that we are one of the largest steel
companies in the world, a very substantial aluminium business, and
a substantial renewable energy business so it should be reflected
in that light."


LIBERTY STEEL: UK PM Hopeful of Finding Solution for Business
-------------------------------------------------------------
Guy Faulconbridge at Reuters reports that British Prime Minister
Boris Johnson said on April 1 he was very hopeful the government
could find a solution for Liberty Steel which is scrambling to
secure capital after the collapse of its biggest lender Greensill
Capital.

The steelmaker, which employs 3,000 people in Britain and is part
of the GFG Alliance conglomerate, has been rocked by the failure of
Greensill, which had extended many billions of dollars in loans,
Reuters discloses.

Asked if he would step in to ensure no jobs would be lost at
Liberty Steel, Mr. Johnson, as cited by Reuters, said: "I think
that British steel is a great national asset and the fact that we
make steel in this country is of strategic long-term importance."

"I'm very hopeful that we'll get a solution," he said.  "It would
be crazy if we were not to use this post-Brexit moment, to not to
use the flexibility we have, to buy British steel.  So that's what
we want to do."

Liberty Steel owner Sanjeev Gupta urged creditors not to pull the
plug, saying he had garnered huge interest from financiers willing
to refinance billions of dollars in debt owed to Greensill.  He did
not give details on any specific offers, Reuters relates.

Mr. Gupta said it was natural that lenders wanted to protect their
position, adding there were positive discussions with Grant
Thornton, administrator for Greensill, Reuters notes.

According to Reuters, Mr. Gupta told BBC radio "It makes no sense
for them or any of the creditors to destroy jobs, but more
importantly to destroy value because that is the value which will
give them the recovery."

The steelmaker, sought a GBP170 million (US$234 million) emergency
loan following the collapse of Greensill, Reuters recounts.

But Britain's Business Secretary Kwasi Kwarteng said on March 30 he
was worried about the "opaque structure" of GFG and that there was
no guarantee any financial support would stay in the country,
Reuters relays.

Mr. Gupta, as cited by Reuters, said he had saved thousands of jobs
at British steel plants.  When asked about the government's
concerns, he said one key problem was that Greensill had security
of many of Liberty's assets, Reuters notes.




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

[*] BOOK REVIEW: Mentor X
-------------------------
The Life-Changing Power of Extraordinary Mentors
Author: Stephanie Wickouski
Publisher: Beard Books
Hard cover: 156 pages
ISBN: 978-1-58798-700-7
List Price: $24.75

Order this Book: https://is.gd/EIPwnq

Long-time bankruptcy lawyer Stephanie Wickouski at Bryan Cave
impressively tackles a soft problem of modern professionals in an
era of hard data and scientific intervention in her third published
book entitled Mentor X. In an age where employee productivity is
measured by artificial intelligence and resumes are prescreened by
computers, Stephanie Wickouski adds spirit and humanity to the
professional journey.

The title is disarmingly deceptive and book browsers could be
excused for assuming this work is just another in a long line of
homogeneous efforts on mentorship. Don't be fooled; Mentor X is
practical, articulate and lively. Most refreshingly, the book
acknowledges the most important element of human development: our
intuition.

Mrs. Wickouski starts by describing what a mentor is and
distinguishes that role from a teacher, coach, role model, buddy or
boss. Younger professionals may be skeptical of the need for a
mentor, but Mrs. Wickouski deftly disabuses that notion by relating
how a mentor may do nothing less than change the course of a
protege's life. Newbies to this genre need little convincing
afterwards.

One of the book's worthiest contributions is a definition of mentor
that will surprise most readers. Mentors are not teachers, the
latter of which impart practical knowledge. Instead, according to
Mrs. Wickouski, her mentors "showed me secrets that I could learn
nowhere else. They showed me how doors are opened. They showed me
how to be an agent of change and advance innovative and
controversial ideas." What ambitious professional doesn't want more
of that in their life?

The practicality of the book continues as Mrs. Wickouski outlines
the qualities to look for in a mentor and classifies the various
types of mentors, including bold mentors, charismatic mentors, cold
and distant mentors, dissolute mentors, personally bonded mentors,
younger mentors, and unexpected mentors. Mentor X includes charts
and workbooks which aid the reader in getting the most out of a
mentor relationship. In a later chapter, Mrs. Wickouski provides an
enormously helpful suggestion about adopting a mentor: keep an open
mind. Often, mentors will come in packages that differ from our
expectations. They may be outside of our profession, younger, less
educated, etc . . . but the world works in mysterious ways and Mrs.
Wickouski encourages readers to think about mentors broadly.  In
this modern era of heightened workplace ethics, Mrs. Wickouski
articulates the dark side of mentors. She warns about "dementors"
and "tormentors" -- false mentors providing dubious and sometimes
self-destructive advice, and those who abuse a mentor relationship
to further self-interested, malign ends, respectively. She
describes other mentor dysfunctions, namely boundary-crossing,
rivalry, corruption, and a few others. When a mentor manifests such
behaviors, Mrs. Wickouski counsels it's time to end the
relationship.

Mrs. Wickouski tells readers how to discern when the mentor
relationship is changing and when it is effectively over. Those
changes can be precipitated by romantic boundaries crossed,
emergence of rivalrous sentiment, or encouragement of unethical
behavior or corruption. Mrs. Wickouski aptly notes that once
insidious energies emerge, the mentorship is effectively over.

At this point, certain readers may say to themselves, "Okay, I've
got it. Now I can move on." Or, "My workplace has a formal
mentorship program. I don't need this book anymore." Or even,
"Can't modern technology handle my mentor needs, a Tinder of
mentorship, so to speak?"

Mrs. Wickouski refutes that notion. She analyzes how many mentoring
programs miss the mark. In one of the best passages in the book,
Mrs. Wickouski writes, "Assigning or brokering mentors negates the
most critical components of a true mentor–protege relationship:
the individual process of self-awareness which leads a person to
recognize another individual who will give the advice singularly
needed. That very process is undermined by having a mentor assigned
or by going to a mentoring party." She does not just criticize; she
offers a solution with three valuable tips for choosing the right
mentor and five qualities to ascertain a true mentor in the
unlimited sea of possibilities.

Next, Mrs. Wickouski distinguishes between good advice and bad
advice. She punctuates that discussion with many relevant and
relatable examples that are easy to read and colorfully enjoyable.
This section includes interviews with proteges who have had
successful mentorships. The punchline: in the best mentorships, the
parties harmoniously share personal beliefs and values. Also
important, the protege draws inspiration and motivation from the
mentor. The book winds down as usefully as it started: Mrs.
Wickouski interviews proteges, asking them what they would have
done differently with their mentors if they could turn back the
clock. A common thread seems to be that the proteges would have
gone deeper with their mentors -- they would have asked more
questions, spent more time, delved into their mentors' thinking in
greater depth.

The book wraps up lightly by sharing useful and practical
suggestions for maintenance of the mentor relationship. She answers
questions such as, "Do I invite my mentor to my wedding?" and "Who
pays for lunch?"

Mentor X is an enjoyable read and a useful book for any
professional in any industry at, frankly, any point in time.
Advanced individuals will learn much from the other side, i.e., how
to be more effective mentors. Mrs. Wickouski does a wonderful job
of encouraging use of that all knowing aspect of human existence
which never fails us: proper use of our intuition.

                         About The Author

Stephanie Wickouski is widely regarded as an innovator and
strategic advisor. A nationally recognized lawyer, she has been
named as one of the 12 Outstanding Restructuring Lawyers in the US
by Turnarounds & Workouts and as one of US News' Best Lawyers in
America. She is the author of two other books: Indenture Trustee
Bankruptcy Powers & Duties, an essential guide to the legal role of
the bond trustee, and Bankruptcy Crimes, an authoritative resource
on bankruptcy fraud. She also writes the Corporate Restructuring
blog.



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

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

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

This material is copyrighted and any commercial use, resale or
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