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

                          E U R O P E

          Thursday, May 13, 2021, Vol. 22, No. 90

                           Headlines



B U L G A R I A

BULGARIAN ENERGY: Fitch Raises Senior Unsec. Rating to 'BB'


F R A N C E

AIR FRANCE: Operating Loss Increases to EUR1.18BB in 1Q 2021
CERBA HEALTHCARE: S&P Rates New EUR325MM Sr. Unsec. Notes 'CCC+'


G E R M A N Y

ADLER PELZER: S&P Upgrades ICR to 'B-' on Resilient 2020 Results
GFK SE: Fitch Assigns Final BB+ Rating on Senior Sec. Term Loan
IRIS HOLDCO: S&P Assigns 'B-' Ratings, Outlook Stable


I R E L A N D

EURO-GALAXY VII: Fitch Assigns B-(EXP) Rating to Class F-R Tranche


I T A L Y

CEDACRI MERGECO: Fitch Assigns 'B (EXP)' LT IDR, Outlook Stable
INTERNATIONAL DESIGN: Fitch Gives B(EXP) Rating to EUR470MM Notes
INTERNATIONAL DESIGN: S&P Affirms B Rating, Outlook Now Stable
LIBRA GROUPCO: S&P Assigns Preliminary 'B' Rating, Outlook Stable


L U X E M B O U R G

DANA FINANCING: Fitch Rates Proposed EUR325MM Unsec. Notes 'BB+'


N E T H E R L A N D S

GLOBAL UNIVERSITY: Fitch Affirms 'B' LT IDR, Outlook Stable


N O R W A Y

NORWEGIAN AIR: Fitch Withdraws 'C' Rating on Class B Enhanced Cert.


R O M A N I A

[*] Romania Dispute May Delay EU Pandemic Relief Package Approval


S P A I N

AEDAS HOMES: Fitch Assigns FirstTime 'BB-' LT IDR, Outlook Stable
AEDAS HOMES: S&P Assigns Preliminary 'B+' ICR, Outlook Stable
BANCAJA 9: Fitch Affirms CC Rating on E Tranche
GRUPO ANTOLIN: S&P Upgrades Rating to 'B' on Resilient Cash Flow


S W E D E N

VATTENFALL AB: S&P Assigns 'BB+' Rating to New Hybrid Securities


S W I T Z E R L A N D

GATEGROUP HOLDING: S&P Cuts Issuer Rating to 'SD', Off Watch Neg.


U K R A I N E

INTERPIPE HOLDINGS: Fitch Assigns Final B Rating to USD300MM Notes


U N I T E D   K I N G D O M

ACACIUM GROUP: S&P Assigns 'B' Long-Term ICR, Outlook Stable
ALEXANDER INGLIS: Goes Into Administration
GREENSILL CAPITAL: Lex Greensill Describes Relationship w/ Cameron
INSPIRED ENTERTAINMENT: Fitch Rates GBP235MM Sec. Notes 'B(EXP)'
NMC HEALTH: Founder Can't Travel to UAE, Indian Court Rules

PRAESIDIAD GROUP: Fitch Affirms Then Withdraws CCC+ IDR
VIRGIN ACTIVE: London Judge Approves Restructuring Plan
[*] UK: Bank of England Does Not Expect to See Bankruptcy Wave

                           - - - - -


===============
B U L G A R I A
===============

BULGARIAN ENERGY: Fitch Raises Senior Unsec. Rating to 'BB'
-----------------------------------------------------------
Fitch Ratings has upgraded Bulgarian Energy Holding EAD's (BEH)
senior unsecured rating to 'BB' from 'BB-' and assigned a Recovery
Rating of 'RR4' to this debt class. BEH's Long-Term Foreign- and
Local-Currency Issuer Default Ratings (IDRs) have been affirmed at
'BB' with a Positive Outlook, while the Standalone Credit Profile
(SCP) remains at 'b+'. The ratings have been removed from Under
Criteria Observation (UCO).

The upgrade reflects application of Fitch's updated Corporates
Recovery Ratings and Instrument Ratings (CRR&IR) Criteria to BEH's
senior unsecured rating, which was placed, together with the IDRs
and the SCP, on UCO following the publication of the updated
criteria on 9 April 2021.

KEY RATING DRIVERS

Criteria Update: The updated CRR&IR criteria have eliminated the
threshold of prior-ranking debt-to- EBITDA of 2.0x-2.5x in
assessing structural subordination of debtholders at the parent
level for issuers rated non-investment grade. Consequently, BEH's
senior unsecured rating is upgraded to the same level as the 'BB'
IDR and the previous notching-down by one level to 'BB-' was
eliminated.

Debt at Subsidiaries to Decrease: Fitch estimates that at end-2020
around 40% of Fitch-adjusted debt was taken at the parent level,
with the remaining 60% at subsidiaries. However, Fitch expects the
currently high share of debt at subsidiaries to decrease to around
50% at end-2021 and to below 20% from 2023 on maturity of the
state-provided financing to BEH's subsidiary, NEK. The expected
decrease supported equalization of BEH's senior unsecured rating
with the IDR, as was the case until 2019.

For the Key Rating Drivers, Key Assumptions, Derivation Summary,
Liquidity and Debt Structure of BEH's ratings, see: 'Fitch Revises
Bulgarian Energy Holding's Outlook to Positive on Sovereign
Action', dated 26 February 2021, and 'Fitch Affirms Bulgarian
Energy Holding at 'BB'; Stable Outlook', dated 22 December 2020.

RATING SENSITIVITIES

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

-- Upgrade of Bulgaria (BBB/Positive);

-- Further tangible government support to BEH, such as additional
    state guarantees materially increasing the share of state
    guaranteed debt, or cash injections, which would more tightly
    link BEH's credit profile with Bulgaria's stronger credit
    profile;

-- Stronger SCP due to funds from operations (FFO) net leverage
    falling below 4x on a sustained basis, lower regulatory and
    political risk, higher earnings predictability, and better
    corporate governance;

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

-- Negative action on Bulgaria;

-- Weaker links with the Bulgarian state;

-- Weaker SCP, e.g. due to FFO net leverage exceeding 6x on a
    sustained basis, escalation of regulatory and political risk,
    or insufficient liquidity.

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.

ESG CONSIDERATIONS

BEH has scores of 4 for "Group Structure" and "Financial
Transparency" to reflect a fairly complex group structure, a
qualified audit opinion and lower financial transparency than EU
peers'. This ESG constraint has a negative impact on BEH's SCP, and
is relevant to the rating in combination with other factors, in
particular high capex and a volatile regulatory framework.

BEH also has some exposure to carbon-intensive generation via its
lignite-fired power plant. However, the fuel mix is diversified
with most of electricity generated from nuclear and hydro sources,
therefore the scores for "GHG Emissions & Air Quality" and "Energy
Management" are at 3.

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.



===========
F R A N C E
===========

AIR FRANCE: Operating Loss Increases to EUR1.18BB in 1Q 2021
------------------------------------------------------------
Toby Sterling and Laurence Frost at Reuters report that Air
France-KLM sales are showing little sign so far of the travel
recovery it still hopes to see by summer, the airline group said on
May 6, as it posted a wider first-quarter operating loss.

According to Reuters, the group also confirmed its intention to
raise more capital within months -- a prospect that has weighed on
its shares.

Air France-KLM expects to operate 50% of its pre-pandemic flight
capacity in the second quarter under way, picking up to 55% to 65%
in July-September, Reuters discloses.

"We're waiting to see the first effects of vaccination," Reuters
quotes Chief Financial Officer Frederic Gagey as saying.  Demand is
showing "no noticeable improvement so far", he added, with
customers often waiting to book at the last minute.

While rebounding U.S. and Chinese domestic markets are already
benefiting airlines there, carriers in Europe are stuck waiting for
the region's slower vaccine rollouts to give way to looser curbs
and an anticipated recovery, Reuters notes.

The operating loss increased to EUR1.18 billion (US$1.42 billion)
from EUR815 million in the first quarter of 2020, which was only
partially affected by the pandemic, Reuters says.  Revenue fell 57%
to EUR2.16 billion, according to Reuters.

The group, which took a EUR10.4-billion government-backed bailout
last year, raised EUR1 billion in an April share issue that saw the
French state double its holding to 28.6%, Reuters recounts.

It also converted a EUR3 billion French government loan into hybrid
capital and is seeking European Union approval for a conversion of
EUR1 billion in Dutch support, Reuters notes.  Dutch arm KLM said
on May 6 it would not need further cash injections, Reuters
relays.

Air France-KLM nonetheless plans to raise further capital in a
process its CFO said would see debt and state support "gradually
transformed into market-credible products", according to Reuters.

The airline's net loss narrowed to EUR1.48 billion from EUR1.8
billion a year earlier, which included a large fuel-hedging deficit
as traffic collapsed, Reuters discloses.  Net debt rose by EUR1.5
billion over the quarter to EUR12.5 billion at March 31, when
liquidity and available credit stood at EUR8.5 billion, Reuters
states.


CERBA HEALTHCARE: S&P Rates New EUR325MM Sr. Unsec. Notes 'CCC+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue rating to Cerba
Healthcare's proposed EUR420 million senior secured notes maturing
2028 and its 'CCC+' issue rating to the company's proposed EUR325
senior unsecured notes maturing 2029.

S&P understands Cerba will use the proceeds to refinance existing
debt and pay purchase price and transaction costs as part of the
buyout by private equity firm EQT, alongside PSP Investments,
Cerba's biologists and management. Chrome HoldCo S.A.S. is Cerba's
ultimate holding company.

The senior secured notes will be issued by Chrome Bidco S.A.S. and
rank pari passu with other senior secured debt instruments,
including the EUR1,525 million term loan B and the EUR325 million
revolving credit facility (RCF). The recovery rating is '3',
indicating our expectation of meaningful recovery prospects
(50%-70%, rounded estimate: 50%) in the event of default.

The proposed senior unsecured notes will be at Chrome Holdco. The
recovery rating is '6', indicating our expectation of negligible
recovery prospects (0%-10%, rounded estimate: 0%) in the event of
default.

Simulated default assumptions

-- Year of default: 2024
-- Jurisdiction: France

Simplified waterfall

-- Emergence EBITDA: EUR220 million
    --Capex represents 3% of sales
    --5% Operational adjustment
-- Multiple: 6x
-- Gross enterprise value: EUR1.32 billion
-- Net recovery value for waterfall after 5% admin. expenses:
EUR1.26 billion
-- Total first-lien debt: EUR2.29 billion*
-- Recovery range: 50%-70% (rounded estimate: 50%)
-- Recovery rating: 3
-- Total unsecured claims: EUR338 billion
-- Recovery range: 0%-10% (rounded estimate: 0%)
-- Recovery rating: 6

*All debt amounts include six months of prepetition interest.



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

ADLER PELZER: S&P Upgrades ICR to 'B-' on Resilient 2020 Results
----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer rating on
Germany-based auto supplier Adler Pelzer Holding GmbH (Adler) and
its issue rating on the EUR350 million senior secured notes to
'B-'. At the same time, S&P assigned a 'B-' issue rating to the
proposed EUR75 million senior secured notes.

The stable outlook indicates that S&P expects Adler's liquidity
position to cover its cash needs in the next 12 months, and its
FOCF to stay positive. It also suggests that Adler will maintain
its debt-to-EBITDA ratio below 6x, pro forma the STS Group AG and
Faurecia AST acquisitions.

Adler exceeded S&P's expectations in 2020, despite a
pandemic-related slump in demand for cars that affected all
European auto-suppliers. Although Adler's sales declined by about
18% last year, to about EUR1.2 billion, it managed to improve its
S&P Global Ratings-adjusted EBITDA margin to 9.9% in 2020 (up from
8.8% in 2019). It achieved this through productivity and efficiency
improvements, combined with cost savings and the use of furlough
schemes. These cushioned the effect of the sharp decline in
revenue, which caused adjusted EBITDA to fall by a modest amount,
to EUR116 million in 2020 from EUR126 million in 2019.

Adler also reported stronger-than-expected adjusted FOCF of EUR21
million in 2020, up from EUR17 million in 2019. Not only did its
EBITDA prove resilient, it also reduced capital expenditure (capex)
to EUR42 million from EUR59 million in 2019. This offset the effect
of a EUR10 million working capital outflow after a EUR20 million
increase in nonrecourse factoring.

The acquisitions of STS Group AG and Faurecia AST will improve
Adler's product, customer, and geographic diversification. Adler
bought STS Group's loss-making acoustics division in November 2020.
It is also in the process of buying a 73.25% stake in STS Group's
plastics business and the acoustic and soft trim division of
Faurecia AST. STS Group manufactures exterior and interior hard
trims, mainly for medium and heavy trucks, while Adler is more
weighted toward passenger cars. The STS acquisitions therefore
offer Adler the chance to expand beyond acoustics and also increase
its exposure to trucks. Meanwhile, the Faurecia AST acquisition
offers Adler a chance to reinforce its position with French
carmakers Stellantis and Renault.

S&P said, "For 2021 and 2022, we forecast that Adler's EBITDA
margin will decrease to 8%-9% from 9.9% in 2020. In 2020, STS Group
(including its acoustics division) reported revenue of about EUR308
million (down from about EUR363 million in 2019) and EBITDA of
about EUR13 million (EUR15 million). This suggests an EBITDA margin
of about 4%. Because both STS Group and Faurecia AST operate at
lower EBITDA margins, Adler's consolidated EBITDA margins is likely
to weaken.

"We expect Adler's debt-to-EBITDA ratio to remain below 6x on a pro
forma basis, and that FOCF will remain positive. Adler's gross debt
will increase by about EUR200 million, including the proposed EUR75
million of new senior secured notes; the contemplated EUR40 million
term loan to fund the STS Group acquisition; and the debt at
Faurecia AST and STS Group, which will be rolled over when the
acquisitions close. This should translate into a debt-to-EBITDA
ratio of 5.5x-6x in 2021, assuming 12 months contribution from STS
Group and Faurecia AST."

Provided the transaction closes as planned, Adler's liquidity
position will improve. In S&P's view, Adler's liquidity is
undermined by its reliance on uncommitted credit lines that are
usually renewed every year. Short-term borrowings (excluding
operating leases) amounted to about EUR107 million at year-end
2020, compared with about EUR144 million of cash on the balance
sheet, of which S&P considers EUR40 million is not immediately
accessible.

S&P said, "We understand that Adler plans to keep the proceeds from
the proposed EUR75 million issuance on balance sheet. Combined with
our forecast funds from operations of EUR65 million-EUR70 million
for 2021, we anticipate that Adler will have enough liquidity
sources to fund capex of about EUR60 million, working capital
outflow of about EUR20 million, and the annual payment for the
acquisition of Faurecia AST (about EUR16 million). In addition, the
company has access to a nonrecourse factoring line of EUR41
million, of which it was using about EUR20 million in March 2021.
We typically exclude this from our calculation of liquidity
sources."

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

S&P said, "The stable outlook indicates that we expect Adler's
liquidity position to cover its cash needs in the next 12 months,
and its FOCF to stay positive. We also anticipate that Adler will
maintain debt to EBITDA below 6x, on a pro forma basis.

"We could lower our rating on Adler if we observe that the company
is facing operating challenges or finding it difficult to integrate
its acquisitions, leading to substantial cash burn or a weakening
in liquidity.

"We could raise our rating on Adler if top-line recovery and
successful cost and cash management lead us to expect Adler to
achieve FOCF to debt trending toward 5% and debt to EBITDA
approaching 5x. An upgrade would also have to be supported by a
stronger liquidity profile, underpinned by higher cash balances,
additional committed credit lines, or a material reduction in
short-term liabilities."


GFK SE: Fitch Assigns Final BB+ Rating on Senior Sec. Term Loan
---------------------------------------------------------------
Fitch Ratings has assigned GfK SE's (BB-/Stable) senior secured
term loan B (TLB) a final rating of 'BB+' with a Recovery Rating of
'RR2'.

The assignment of the final rating follows Fitch's review of the
TLB documents, which are in line with draft documentation. The
final rating is unchanged from the expected rating assigned on 13
April 2021. Fitch notes that a number of provisions in the final
documents have been tightened in favour of investors, which include
the incremental debt incurrence test, restricted payment release
threshold, mandatory prepayment from asset disposals provision and
excess cash-flow sweep. The security structure and waterfall of
creditor claim provisions in the inter-creditor agreement are as
envisaged in the draft documents.

KEY RATING DRIVERS

Strong Market Position: GfK's IDR takes into account the company's
established position in consumer market research and data
analytics. Its core market intelligence and consumer panel business
focused on the technology and durables (T&D) and fast-moving
consumer goods (FMCG) sub-segments offer underlying growth. Limited
overlap with large market research peers, an otherwise fragmented
industry and high entry barriers underpin the leading positions of
GfK in its chosen segments.

Secular risks from the large tech platforms and a continuous need
to evolve digital capabilities, are challenges to remaining
competitive.

Continued Margin Expansion Likely: The benefits of a group-wide
restructuring, divestment from unprofitable non-core areas and
development of AI analytics should support margin expansion. A
transformation programme begun in 2017 has reduced costs
significantly. Continued margin improvement is likely, with already
high reported adjusted EBITDA margins in the low 20%.

Funds from operations (FFO) gross leverage of 4.8x at end-2020 is
commensurate with the 'BB-' rating and Fitch expects continued
EBITDA growth and potential debt repayments to drive deleveraging.

DERIVATION SUMMARY

GfK's peer group includes several business services - data,
analytics and transaction processing (DAP) companies, along with
leveraged online classified advertisers such as AutoScout24
(B/Negative). Within DAP business services Fitch regards Daily Mail
and General Trust Plc (DMGT: BBB-/Stable), IPD 3 B.V. (B/Negative)
and NielsenIQ as its closest peers.

NielsenIQ, although far larger, is at an earlier stage in its
business transformation and has significantly lower margins (EBITDA
margin in low teens compared with GFK's in low 20%). It has
comparable gross leverage, but higher net FFO leverage at 4x (2020
estimate) compared with GfK at 3.5x given the latter's cash
balances, and also has weaker forecast FCF.

IPD is also comparable but its business focus is more cyclically
exposed. Gross leverage of 10x has been weakened by the pandemic
and M&A, and leverage is the main reason for its 'B' rating. With
annual sales of GBP1.1 billion, DMGT has greater revenue scale and
a diversified portfolio of consumer and B2B businesses. A strong
net cash position and a financial policy that includes a leverage
cap of 2x EBITDA support its low-investment-grade rating.

GfK sits squarely in the middle of its peer group. It has fairly
low financial leverage (on a net basis) and is well-positioned in
the provision of must-have/hard-to-give up data and data analytics.
Its business has responded well to the pandemic given a high share
of contracted and recurring revenue, while its market sub-segments
offer growth. A cleaner view of financial metrics, with the
mainstay of restructuring complete, and FCF growth could lead to a
higher rating.

KEY ASSUMPTIONS

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

-- Small single-digit revenue decline in 2021 followed by low-
    single-digit revenue growth until 2024;

-- Gradual Fitch-defined EBITDA margin improvement to 24% in 2024
    from 18% in 2021;

-- No significant one-offs after 2021;

-- Minority dividends up to EUR10 million a year;

-- Capex at 6% of revenue until 2024;

-- Common dividends up to EUR20 million for 2022-2023 and up to
    EUR30 million in 2024;

-- Debt repayment of EUR60 million a year until 2024;

-- About EUR150 million of readily available cash on the balance
    sheet, and EUR23 million of restricted cash annually for the
    next four years;

-- EUR10 million bolt-on acquisitions annually for the next four
    years. Any larger M&A activity is treated as an event risk.

RATING SENSITIVITIES

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

-- FFO gross leverage (excluding reasonable one-offs) that is
    expected to be managed consistently below 4x.

-- Operating performance that tracks closely to Fitch's rating
    case of revenue growth and modest margin expansion.

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

-- FFO gross leverage (excluding reasonable one-offs) that is
    expected to trend consistently above 5x.

-- Meaningful erosion of competitive position evident in below
    market growth or revenue contraction in an otherwise stable
    market or operating missteps such as major platform rewrites
    with a tangible impact on the EBITDA margin.

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.

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

GfK has a strong liquidity position with its nearest debt maturity
due in 2028. Liquidity is underpinned by what Fitch expects to be
strong FCF generation and a EUR150 million revolving credit
facility. A high cash balance - unrestricted cash of about EUR170
million at end-2020 - is expected to be maintained although
potentially at a moderately lower level.

IRIS HOLDCO: S&P Assigns 'B-' Ratings, Outlook Stable
-----------------------------------------------------
S&P Global Ratings assigned its 'B-' ratings to Iris HoldCo GmbH,
holding company of Rodenstock, and the proposed term loan B.

The stable outlook reflects S&P's view that Rodenstock's operating
performance should remain resilient over the next 12 months with
positive organic growth, improving EBITDA margin, and positive
annual free operating cash flow (FOCF).

Rodenstock should benefit from the progressive lens market's
relative resilience to economic cycles and favorable trends. In
S&P's view, demand for ophthalmic lenses in Europe enjoys positive
underlying industry trends. Namely, a growing and ageing
population, alongside the prevalence of vision impairment, upholds
demand for vision correction and for the more premium progressive
lenses. Moreover, lenses are prescribed by licensed health care
professionals and are perceived as a medical necessity. S&P said,
"This, in our view, makes demand for ophthalmic less sensitive to
economic cycles. About 86% of Rodenstock's 2020 revenue come from
the sale of ophthalmic lenses, and 72% of 2020 revenue comes from
the sale of progressive lenses. In addition, we note how promptly
Rodenstock's sales picked up in third-quarter 2020, after the first
COVID-19-related lockdown in Europe. Conversely, we believe
Rodenstock's frames unit (8.5% of revenue) is more exposed to
economic activity and changes in the labor market. In this context,
we anticipate slower growth in frame sales owing to higher
unemployment rates in the company's core markets, because consumers
usually pay for frames out of pocket, prompting customers to trade
down to nonbranded, more affordable options when needed." To drive
demand, Rodenstock leverages the efficacy of its salesforce and the
relationship with independent opticians and chains thanks to its
lens business. The company applies a focused strategy and offers
two key brands--Rodenstock and Porsche Design--exclusively in
markets where it also distributes lenses.

Rodenstock's technology enables the company to strengthen its
relationship with opticians and provides profitable growth
opportunities. Rodenstock's business strategy has been updated by
the CEO, who joined the company in 2019. The new focus is on
offering high-quality progressive lenses supported by strong
technology and service offering to independent opticians and
ophthalmic chains. The company's plan to accelerate growth with
opticians relies on the effectiveness of its sales force and the
increasing penetration of its DNEye proprietary scanner. The
growing installed base of Rodenstock's scanner reached 2,300 in
2020 and uses a patent protected software to measure an individual
eye and produce custom-made lenses. S&P believes the scanner is a
key incentive for opticians to partner with Rodenstock. The use of
Rodenstock's scanner also provides opportunities to increase the
proportion of sales of progressive lenses, which have higher
margins than single-vision lenses and could ultimately improve
revenue growth prospects for both Rodenstock and the opticians. In
S&P's view, Rodenstock's tech-driven strategy hinges on an
efficient marketing strategy to successfully showcase its
technological advantage over its competitors, which the company is
pursuing with its ongoing sales campaign. The competitive
environment will likely get tougher as global leader Essilor
Luxottica strengthens its vertical integration with its recent
acquisition of the large retail banner GrandVision. Rodenstock
mainly operates with independent opticians, and S&P sees the
consolidation trend as moderate.

Automated operations combined with facilities located in low-cost
countries enable Rodenstock to improve its EBITDA margins above
20%. Rodenstock shifted the location of its production activities
to low-cost countries. Thailand and the Czech Republic combined,
for example, represent about 80% of the company's manufacturing
activity. In addition, Rodenstock has a fully automated supply
chain thanks to its proprietary scanner that transmits data
directly and automatically to its production network and enables
operational efficiency and shorter production time. S&P said, "We
expect these factors to translate into an S&P Global
Ratings-adjusted EBITDA margin of 22%-23% in 2021. We expect
Rodenstock's profit margins to gradually improve thereafter thanks
to moving the product mix toward the more profitable progressive
lenses and cost-savings rolled out by the new owner."

Rodenstock's high profit margins and good control over working
capital support cash flow.The company started to automatically
collect receivables from its distributors and to optimize its
inventory management, fostering good control over working capital
requirements. S&P said, "We estimate this initiative enabled
Rodenstock to generate positive, although small, FOCF of EUR5
million-EUR10 million in 2020, a year characterized by subdued
activity and lower EBITDA. We forecast Rodenstock to generate FOCF
of about EUR10 million in 2021 and EUR20 million-EUR25 million in
2022, thanks to growing EBITDA and a sound grip on working capital
requirements. In 2021, we expect FOCF to be constrained by higher
capacity expansion capital expenditure (capex) to support the
anticipated volume increase in lens sales."

S&P said, "Although we anticipate annual deleveraging on the back
of rising EBITDA, Rodenstock's capital structure will likely remain
highly leveraged.We forecast Rodenstock will achieve an S&P Global
Ratings-adjusted debt-leverage ratio of 8.5x-9.0x in 2021,
declining to 8.0x-8.5x in 2022 thanks to higher EBITDA. Our main
adjustments to the proposed EUR660 million term loan B include
EUR200 million-EUR215 million for postemployment liabilities and
EUR30 million-EUR35 million for lease liability. As per our
methodology, we do not deduct cash for private-equity-owned
companies. Regarding Rodenstock, this is because we expect the
company to use its self-generated cash flow for business
development rather than prepaying debt.

"The stable outlook reflects our view that Rodenstock's operating
performance will remain resilient with organic growth and improving
adjusted EBITDA margins of about 22%-23% in the next 12 months. We
expect the company's EBITDA margin to be supported by the positive
shift in the product mix and the new owner's cost-savings measures.
In our base case, we forecast the company will generate positive
FOCF and gradually deleverage from the high level expected in
2021.

"We could lower the rating if Rodenstock's debt-leverage ratio is
higher than our base-case expectation, such that we consider its
capital structure to be unsustainable. This could happen due to a
significant decline in demand for Rodenstock's products in its key
markets caused by, for example, the emergence of disruptive
technology capturing demand for progressive lenses, or supply chain
challenges resulting in low product availability for a prolonged
period.

"We could raise our rating if Rodenstock's debt-leverage ratio
improves to comfortably below 8.0x combined with our expectation of
annual FOCF of at least EUR20 million. Under this scenario,
Rodenstock would likely generate EBITDA margins of at least 22% and
post funds from operations (FFO) cash interest coverage ratio
exceeding 3.0x." This would likely stem from growing demand from
opticians for the more profitable progressive lenses, alongside
continued good control over working capital requirements that
support revenue growth.




=============
I R E L A N D
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EURO-GALAXY VII: Fitch Assigns B-(EXP) Rating to Class F-R Tranche
------------------------------------------------------------------
Fitch Ratings has assigned Euro-Galaxy VII CLO DAC expected
ratings.

The assignment of final ratings is contingent on the receipt of
final documents being in line with the information received for the
expected ratings.

DEBT                RATING
----                ------
Euro-Galaxy VII CLO DAC

A-R     LT  AAA(EXP)sf   Expected Rating
B-1-R   LT  AA(EXP)sf    Expected Rating
B-2-R   LT  AA(EXP)sf    Expected Rating
C-R     LT  A(EXP)sf     Expected Rating
D-R     LT  BBB-(EXP)sf  Expected Rating
E-R     LT  BB-(EXP)sf   Expected Rating
F-R     LT  B-(EXP)sf    Expected Rating

TRANSACTION SUMMARY

This is a securitisation of mainly senior secured loans (at least
90%) with a component of senior unsecured, mezzanine, and
second-lien loans. The portfolio is actively managed by the
portfolio manager. Notes proceeds are used to redeem the existing
notes, except the subordinated note which is not reissued. The CLO
envisages a 4.7-year reinvestment period and an 8.7-year weighted
average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors in the 'B'/'B-' category. The
Fitch weighted average rating factor (WARF) of the portfolio is
35.3, below the indicative covenant of 37.0.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the portfolio is 64.6%, above the
indicative covenant of 62.5%.

Diversified Asset Portfolio (Positive): The transaction has a
maximum top 10 obligor limit at 20.0% and a maximum fixed rate
asset limit at 7.5%. The transaction also includes various
concentration limits, including the maximum exposure to the three
largest (Fitch-defined) industries in the portfolio at 40%. These
covenants ensure the asset portfolio will not be exposed to
excessive concentration.

Portfolio Management (Neutral): The transaction has a 4.7-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines. Per the investor report as of April 2021, the
transaction is slightly below target par by around EUR0.24 million
and this aggregate collateral balance is being modelled in Fitch's
cash-flow analysis.

Deviation from Model-implied Rating (Negative): The ratings of all
classes are one notch higher than the model-implied rating (MIR).
When analysing the updated matrices with the stressed portfolio,
the notes showed a maximum breakeven default rate shortfall ranging
from -0.5% to -3.9% across the structure at the assigned ratings.

The ratings are supported by the good performance of the existing
CLO, as well as the significant default cushion on the identified
portfolio at the assigned ratings due to the notable cushion
between the covenants of the transactions and the portfolio's
parameters, including the higher diversity (149 obligors) of the
portfolio.

All notes pass the assigned ratings based on the portfolio and the
coronavirus baseline sensitivity analysis that is used for
surveillance. The class F notes' deviation from the MIR reflects
the agency's view that the tranche has a significant margin of
safety given the credit enhancement level at closing. The notes do
not present a "real possibility of default", which is the
definition of 'CCC' in Fitch's Rating Definitions.

RATING SENSITIVITIES

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

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

-- A 25% reduction of the mean default rate (RDR) across all
    ratings and a 25% increase in the recovery rate (RRR) across
    all ratings will result in an upgrade of no more than five
    notches across the structure, apart from the class A notes,
    which are already at the highest rating on Fitch's scale and
    cannot be upgraded.

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

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

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

-- A 25% increase of the mean RDR across all ratings and a 25%
    decrease of the RRR across all ratings will result in
    downgrades of up to five notches cross the structure.

Coronavirus Baseline Scenario Impact

Fitch carried out a sensitivity analysis on the target portfolio to
envisage the coronavirus baseline scenario. The agency notched down
the ratings for half of assets with corporate issuers on Negative
Outlook regardless of sector. This scenario shows resilience of the
assigned ratings, with a comfortable cushion across all the notes.

Coronavirus Downside Scenario Impact

Fitch also considers a sensitivity analysis that contemplates a
more severe and prolonged economic stress. The downside sensitivity
incorporates a single-notch downgrade to all Fitch-derived ratings
of assets with corporate issuers on Negative Outlook regardless of
sector. Under this downside scenario, all classes pass the current
ratings.

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.

SUMMARY OF FINANCIAL ADJUSTMENTS

No financial statement data is received for the analysis and is not
needed for the analysis per the CLO criteria.

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

Euro-Galaxy VII CLO DAC

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

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

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

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



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

CEDACRI MERGECO: Fitch Assigns 'B (EXP)' LT IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned Cedacri Mergeco S.p.A. an expected
Long-Term Issuer Default Rating (IDR) of 'B (EXP)' with a Stable
Outlook. Fitch also assigned its senior secured notes (SSN) an
instrument rating of 'B+ (EXP)' with a Recovery Rating of 'RR3'.

Cedacri Mergeco is the entity incorporated by the financial
investor ION Group for the leveraged buyout (LBO) of Cedacri S.p.A.
(Cedacri). Cedacri is an Italian provider of software solution,
infrastructure and outsourcing services for the financial sector in
Italy.

The assignment of final ratings is contingent on the completion of
the acquisition of Cedacri by ION Group, the issue of the rated
SSN, and the receipt of final documents conforming to information
already received.

KEY RATING DRIVERS

High Leverage: The IDR reflects Cedacri's high expected leverage at
end-2021, with funds from operations (FFO) gross leverage at 8.8x,
due to the LBO debt and the financing of earn-out payments. Fitch
expects this metric to ease to around 7.2x by end-2022, within
Fitch's sensitivities for a 'B' rating. EBITDA growth will be key
to significant deleveraging over the next three to four years,
taking FFO gross leverage to below 6.0x in 2024, Fitch's threshold
for an upgrade to 'B+'. Cedacri's high financial risk is mitigated
by strong free cash flow (FCF) generation from sustained
improvements in EBITDA margin, stable capex requirements and
neutral working-capital changes.

Leadership in Banking Software: Cedacri is a provider of a wide
scope of software and IT services for banks in Italy. Its products
portfolio and relationships with banks in the country make it a
natural IT outsourcing partner from single processes to entire
branch activity. Cedacri excels in regulatory and compliance
related solutions - in this vital function its systems are seen as
the standard for the sector. Through its core banking solutions
(CBS) product, the company is capable of managing all IT functions
of a financial institution. However, Fitch believes that CBS is
suited mainly for small to medium-sized Italian banks and for
Italian branches of foreign institutions.

R&D and Efficiencies Increase EBITDA: Fitch-defined EBITDA margin,
adjusted for the application of IFRS 16 and capitalised R&D costs,
should increase to around 23% in 2023 from around 9% in 2020. This
material margin expansion will be driven mainly by decreases in
one-off R&D expenditure and by a set of operating-efficiency
initiatives. Fitch assumes capitalised R&D expenses to fall to a
yearly average of EUR26 million for 2021-2023 from EUR40 million
for 2018-2020. Fitch also expects the effect of cost cuts to
progressively feed through into EBITDA over the next four years.

Reduction in R&D: Cedacri spent around EUR42 million on capitalised
R&D for 2020, and over EUR120 million for 2018-2020. Fitch believes
these amounts have strong one-off components, mainly related to the
development of a bespoke CBS solution for a new large customer.
These investments have been incurred in the implementation phase of
the contract that, once live, generated strong increase in CBS
sales for 2020. Fitch assumes that R&D will decrease to total
around EUR100 million for the four-year period ending 2024.

Limited CBS Growth: Fitch's revenue assumptions assume 4% CAGR in
CBS services between 2021 and 2024, due to contract inflation and
additional services sold to current customers. Should a new large
customer be added to the CBS platform, Fitch expects R&D to
increase during the implementation phase of the service. Such
increase in expenses will negatively affect margins for about 18 to
24 months from the contract signing.

Operating Savings Initiatives: ION Group and management identified
around EUR50 million of potential cost savings within Cedacri
between procurement, operations and personnel. The new shareholder
believes that, compared with their investment portfolio, Cedacri's
cost structure is heavy on external contracting and IT. Fitch
acknowledges ION Group's record on cost efficiencies but sees high
execution risk in the savings plan. The reduction of Cedacri's
mainly fixed cost base may require more time to deliver to maintain
the current customer service standards. Fitch expects savings to be
phased in over the next four years, up to a total amount of around
EUR35 million.

Recurring Revenues: Most of Cedacri's systems are essential for
orderly daily operations of the company's clients. Over 50% of its
revenues arise from long-term contracts, increasingly delivered
through a software-as-a service (SaaS) model. Overall, about three
quarters of Cedacri's turnover are recurring, while the remainder
is made up of IT projects run on a consultancy basis. The average
yearly cancellation of customer subscriptions for the company is
limited, at low single digits for CBS, mainly driven by mergers and
reorganisations between clients.

Challenges from Customers Consolidation: Fitch expects the
operating environment for banks in Italy to remain challenging in
2021 due to slow economic recovery. Consolidation among banks could
take place, also driven by cost-reduction needs. Cedacri's
contracts include short-term protection against customer cancelling
subscriptions, while a wide product portfolio helps to partially
retain merging customers. However, the concentration in Cedacri's
customer base, with top ten clients accounting for around 50%
revenue, significantly exposes the company to the risk of
consolidation in its customer base.

Technology Risk Present: Cedacri's product proposition aims to
allow banks to realise efficiency gains from the outsourcing of
certain IT activities. The company's growth plan relies on software
being increasingly delivered through hosted services and cloud, as
opposed to traditional deployment. Disruptions to support and
maintenance services as well as to third-party infrastructure may
affect revenue generation as well as its reputation with customers
for reliability.

DERIVATION SUMMARY

Cedacri is strongly positioned in the Italian software and IT
services market for banks. Its business model enables the company
to capitalise on the growth in digital, cloud and the increasing
outsourcing trends within financial institutions. It competes in
Italy with international champions such as Accenture Plc
(A+/Stable) and IBM, as well as with local companies such as
Centurion Bidco S.p.A (Engineering - Ingegneria Informatica S.p.A.
(EII), B+/Stable). Cedacri leads in niches such as regulatory and
compliance software and in full IT outsourcing for small to
medium-sized banks. It is exposed to the risk of consolidation
within its customer base.

Cedacri's ratings are underpinned by a strong market position and
strong FCF generation that are counterbalanced by high leverage. It
compares well with Fitch-rated LBO peers in software services.
These include Project Angel Holdings Inc. (Meridian Link,
B/Stable), EII and, Dedalus SpA (B/Stable). Meridian Link's
business model is similar to Cedacri's as is the capital structure.
Like Cedacri, Meridian Link has a significant cost-saving process
in place, particularly following the acquisition of CRIF and TCI.
Dedalus has comparable leverage with and smaller scale than
Cedacri, but its pan-European footprint in the highly fragmented
healthcare software industry provides it with a stronger anchor to
revenue growth. Cedacri's business model is stronger than EII's,
with the latter being strongly exposed to the consultancy model but
with a less leveraged capital structure.

Fitch sees some comparison also with LBO peers in ERP services
including Teamsystem Holdings SpA (B/Stable) and Bock Capital Bidco
B.V. (B(EXP)/Stable), also active with a SaaS model. These two
peers' leverage and FCF generation are broadly comparable with
Cedacri's. However, Fitch believes that ERP providers' diversified
customer base provides for lower business risk, in particular
Teamsystem, which offers a sophisticated full service offering.

KEY ASSUMPTIONS

-- Revenue growth of 11.5% in 2021 followed by around 5%-6% until
    2024;

-- Annual cost savings of EUR35 million by 2024, with low
    integration costs;

-- R&D costs treated as operating expense, between EUR20 million
    and EUR30 million annually from 2021 to 2024;

-- Limited revenue synergies contributing to a EUR5 million
    increase in EBITDA by 2024.

Key Recovery Assumptions

-- Fitch's recovery analysis assumes that Cedacri will be
    considered a going-concern (GC) in bankruptcy, and that it
    would be reorganised rather than liquidated. This is because
    most of its value lies within its contract portfolio,
    incumbent software licenses and strong client relationships.

-- Fitch has assumed a 10% administrative claim.

-- Fitch has assessed GC EBITDA at EUR80 million. Fitch estimates
    that at this level of EBITDA, after the undertaking of
    corrective measures and the restructuring of its capital
   structure, Cedacri would generate zero to slightly positive
    FCF.

-- A financial distress leading to a restructuring may be driven
    by Cedacri losing part of its customer base and compromising
    on pricing to retain clients. In particular, the combination
    of a wave of mergers between Italian banks and Cedacri
    suffering technological weaknesses within its portfolio may
    lead to declining revenue and a contraction in margins. In
    this case, Cedacri's capital structure may come under
    pressure, with increased cost of debt absorbing remaining FCF
    headroom.

-- Fitch applies a recovery multiple of 5.5x, in line with sector
    peers' and around the mid-point of Fitch's multiples band for
    EMEA. This generates a ranked recovery in the 'RR3' band,
    after deducting 10% for administrative claims, indicating a
    'B+'/'RR3'/52% instrument rating for the outstanding senior
    secured debt.

-- Fitch's estimates of creditor claims include a fully drawn
    EUR60 million super senior revolving credit facility (RCF) and
    the EUR650 million SSN.

RATING SENSITIVITIES

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

-- FFO gross leverage below 6x, driven by revenue expansion and
    cost-savings initiatives;

-- Cash from operations (CFO) less capex/gross debt at above 10%;

-- FFO interest coverage sustained above 3.5x.

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

-- FFO gross leverage above 7.5x, led by lower margins, debt
    funded acquisitions or dividend payments;

-- CFO less capex/gross debt below 5%;

-- FFO interest coverage sustainably below 2.5x;

-- Fitch-defined EBITDA margin remaining below 18%, including
    failure to control R&D and operating expenses;

-- FCF margin below 3%.

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

Fitch views Cedacri's liqudity as temporarily limited in 2021, due
to the low amount of available cash on balance sheet at completion
of the LBO and post earn-out payments. However, Fitch expects
liquidity to be satisfactory over the next 12 to 18 months. Fitch
assumes EUR20 million under the EUR60 million RCF will be drawn in
2021 to finance, among others, certain earn-out payments.

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.

INTERNATIONAL DESIGN: Fitch Gives B(EXP) Rating to EUR470MM Notes
-----------------------------------------------------------------
Fitch Ratings has assigned International Design Group's (IDG)
planned EUR470 million senior secured refinancing notes an expected
'B(EXP)' rating, with a Recovery Rating of 'RR4'.

IDG will use EUR150 million of the expected notes proceeds to
primarily fund the acquisition of YDesign Group, LLC (YDesign)
announced in April 2021. The balance will refinance the company's
existing EUR320 million floating-rate notes issued in 2019. Fitch
understands from management that the key terms of the EUR470
million notes are in line with the 2019 notes being refinanced.

The assignment of final rating is contingent on the receipt of
final documents conforming to information already reviewed.

Fitch expects to withdraw the rating of the existing floating-rate
notes once they have been repaid.

KEY RATING DRIVERS

Limited 2020 Earnings Decline: IDG's revenue declined around 7% in
2020, less than the 18% Fitch forecasts in April 2020. Closures of
production sites and stores significantly affected trading in 1H20.
Growth of the Louis Poulsen brand was unaffected, sustained by
milder restrictions in Nordic countries. Italian brands partially
recovered in 2H20, with a marked re-opening of the wholesale
channel across all geographies. At end-2020, sales of the Flos
brand declined 12% and the B&B brand 8%.

Fitch-calculated 2020 EBITDA (adjusted for IFRS 16), which remained
in line with 2019's, was also protected by a mainly variable cost
base. Furlough schemes and cost savings contributed to an increase
in EBITDA margin to around 25%. Fitch expects margins to stabilise
around 19.5%, due to a different business mix following the
acquisition of YDesign.

Challenges in Contract Business: The performance of IDG's contract
channel was weak in 2020, declining about 23% yoy, while its
contribution to total sales dropped to 19%, from 24% in 2019. The
channel focuses on development projects for commercial and leisure
venues, and offers cross-brand propositions within the company's
portfolio. Restrictions to travel and leisure activities will still
constrain the performance of this channel, which may take more than
12 months before replicating 2019 revenues. However, IDG's growth
prospects remain sustainable, anchored in the company's traditional
residential customer base and wholesale distribution.

Leverage Within Sensitivities: Fitch estimates funds from
operations (FFO) gross leverage for 2020 at 6.6x, which is
compatible with a 'B' rating in IDG's sector. This is a marginal
increase from 2019, but remains materially below Fitch's previous
expectations. It is due to lower-than-expected revenue and EBITDA
loss, and early repayment of its revolving credit facility (RCF),
which was drawn at the onset of the pandemic. Fitch expects
leverage to increase in 2021, due to only partial contribution to
profits from YDesign from 2H21, before easing back in 2022.

Acquisitions Shape Financial Policy: The acquisition of YDesign, an
online independent sales platform for high-end lighting and
furniture for North America, accelerates IDG's e-commerce
expansion. The company aims to keep YDesign as an independent
merchant. However, Fitch expects some distribution discontinuation
with IDG's competing brands distributed on YDesign's platform.
Fitch expects only small bolt-on acquisitions over the next 12 to
18 months, and assume around EUR50 million in M&A spending for
2022, all to be funded by debt. Overall, Fitch believes IDG's
financial policy will be led by acquisitions, driven by
shareholders' appetite to expand the business.

Consistently Positive Free Cash Flow (FCF): IDG retained its FCF
generation capability through 2020. A flexible cost base and strong
control over the supply chain continued to feed into moderate capex
and low working-capital requirements. Fitch expects some of these
savings to be unsustainable in 2021, and Fitch also models a
dilution in EBITDA margin due to the different business model of
YDesign and of other potential targets. Overall, Fitch expects FCF
margins to average around 4% through to 2024, which is robust for
the rating.

Resumption of Consumer Spending: Fitch expects the eurozone
economy, a key market for IDG, to grow 4.7% in 2021, after a
decline of 6.6% in 2020. The fiscal-easing initiatives announced by
several countries, including Italy, will be a driver of growth in
the short term. The US and APAC, also significant target markets
for IDG, will benefit from a strong fiscal stimulus package and a
normalisation in macroeconomic policies, respectively. Slow vaccine
rollout in Italy and other European countries may leave
restrictions in place, postponing economic rebound to 3Q21. Fitch
expects consumer spending in 2021 to grow 2.6% in the eurozone and
5.7% in the US.

Consumers Switch Towards Goods: The social-distancing measures
imposed during the pandemic have affected spending patterns. A
dramatic reduction in households' recreational spending,
constrained by social distancing, generated a shift from services
to goods consumption, providing a boost to manufacturing
industries. The outlook of IDG's lightning and furniture
end-markets is largely stable, underpinned especially by the
acquisition of YDesign. Expected long-lasting difficulties for
travel and leisure will affect IDG's contract business.

DERIVATION SUMMARY

The ratings of IDG reflect its premium brand portfolio and
diversification of its distribution channels, with wholesale
mitigating the inherent risk in retail and contracting. The
residential bias in catalogue sales and the move towards e-commerce
through the acquisition of YDesign strengthen the business model,
and will be sustainable through and after the pandemic. The 'B'
rating continues to reflect long-term growth potential and a
moderate through-the-cycle deleveraging path.

IDG's luxury peers are Capri Holdings Limited, the owner of
Versace, Jimmy Choo, and Michael Kors (USA), Inc. (both rated
BB+/Stable) and Tapestry Inc. (BB/Stable), the owner of Coach, Kate
Spade and Stuart Weitzman. In the investment-grade space, IDG is
fairly comparable to Pernod Ricard S.A. (BBB+/Stable). Compared
with IDG, Fitch sees a higher fashion risk for Capri and Tapestry
as well as higher exposure to retail distribution. However,
comparability is limited due to the smaller size of IDG and
material differences in the capital structure. Recovery through the
pandemic also contributed to Capri's and Tapestry's Outlooks being
revised to Stable. The Stable Outlook on Pernod reflects its
financial flexibility and liquidity buffer.

In Fitch's European LBO portfolio, the optical chain Afflelou
S.A.S. (Afflelou, B(EXP)/Negative) and the beauty retailer Douglas
GmbH (B-/Stable) also enjoy strong brand recognition and customer
loyalty, but with wider exposure to retail distribution. Affelou's
retail model is mitigated by the company's healthcare component and
partial public and insurance reimbursements for distributed goods.
Douglas's 'B-' rating is influenced by a more aggressive capital
structure.

KEY ASSUMPTIONS

-- Revenue to rebound 19.4% in 2021, including the integration of
    YDesign by 2H21. Revenue CAGR at 12% or 2020-2024;

-- EBITDA CAGR of 6% for 2020-2024, with a margin of 21% in 2021
    and around 19.5% in the following three years;

-- Cash outflow from working capital of EUR4 million in 2021,
    inflows of EUR2 million and EUR3 million in 2022 and 2023,
    respectively;

-- About EUR195 million of capex over 2021-2024;

-- No dividends in 2021-2024;

-- M&A spending marginally above EUR150 million in 2021 and over
    EUR50 million in 2022.

Key Recovery Assumptions

The recovery analysis assumes that IDG would be considered a
going-concern (GC) in bankruptcy, and that it would be reorganised
rather than liquidated, given its immaterial asset base and the
inherent value within its distinctive portfolio of brands.
Additional value lies in the retail network and the wholesale and
contracting client portfolio. Fitch has assumed a 10%
administrative claim.

Fitch assesses GC EBITDA at around EUR90 million. Fitch's distress
scenario assumes slower revenue growth due to weak expansion under
certain distribution channels, as contracting and a reduction in
pricing lead to lower margins.

Fitch increases its GC EBITDA by about EUR5 million from last year,
to reflect the change in the corporate scope following the
acquisition of YDesign and the updated capital structure after the
assumed leverage increase.

At the GC EBITDA, Fitch estimates IDG would still be able to
generate low single-digit FCF margins but its implied total
leverage would put the capital structure under pressure, making
refinancing extremely difficult without debt cuts or increasing the
cost of debt beyond the available FCF headroom.

Fitch uses a 6.0x multiple, towards the high end of Fitch's
distressed multiples for high-yield and leveraged- finance credits.
Fitch's choice of multiple is justified by the premium valuations
present in the sector involving strong design and luxury brands.

The security package is centered on shares in the key operating
subsidiaries owned by IDG and hence pledged against the holding
company's debt obligations. No security has been taken over the
intellectual property assets, whose access by creditors is however
protected by negative pledges and limitation of liens clauses. The
guarantor's coverage test is set at 80%.

The RCF is assumed to be fully drawn upon default. The RCF ranks
super senior and ahead of the senior secured notes. The latter
include the planned EUR470 million bond (post-refinancing of the
current EUR320 million floating-rate notes) and existing EUR400
million fixed-rate notes. Fitch's waterfall analysis generates a
ranked recovery for the senior secured noteholders in the 'RR4'
category, leading to a 'B' instrument rating. This results in a
waterfall generated recovery computation output percentage of 44%
(unchanged upon refinancing completion) based on current metrics
and assumptions.

RATING SENSITIVITIES

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

-- A more conservative capital allocation policy leading to FFO
    gross leverage below 6.0x on a sustained basis;

-- FFO fixed-charge coverage higher than 2.5x on a sustained
    basis; and

-- FCF margin at 5% or higher, as a result of unchanged pricing
    power and successful integration of acquisitions.

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

-- FFO gross leverage remaining above 7.0x through the cycle due
    to margin declines or increased debt-funded acquisitions or
    dividend programmes;

-- FFO fixed-charge coverage below 1.8x; and

-- FCF margin lower than 2%.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: The cash position as of end-2020, and the
full repayment of the EUR100 million RCF, drawn for precautionary
reasons in 2Q20, restored IDG's liquidity to satisfactory levels.
Fitch assumes some volatility in the liquidity buffer in the next
12 to 18 months, as expected acquisitions are partially mitigated
by forecast positive FCF generation through to 2024.

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.

INTERNATIONAL DESIGN: S&P Affirms B Rating, Outlook Now Stable
--------------------------------------------------------------
S&P Global Ratings revised to stable from negative the outlook on
Italy-based high-end lighting and furniture company International
Design Group (IDG), and affirmed its 'B' ratings on the company and
its existing debt. At the same time, S&P assigned its 'B' issue
credit rating to the proposed EUR470 million senior secured
floating rate notes, maturing in five to seven years.

The stable outlook reflects S&P's view that IDG's leverage metrics
will likely remain in the 6.0x-6.5x area over 2021-2022.
Additionally, it expects annual free operating cash flow (FOCF)
above EUR25 million despite higher investments to develop new
license (Fendi) and store openings.

IDG's 2020 performance withstood COVID-19 shocks while sustaining
leverage within the range commensurate with the 'B' rating. The
group's sales declined 6.9% in 2020, mainly due to shop closures in
the wake of COVID-19-related restrictions. However, as lockdown
measures eased in the third quarter, the group's sales accelerated,
supported by higher consumer demand for home decor, lighting, and
furniture. At the same time, IDG's active cost management
translated into an S&P Global Ratings-adjusted EBITDA margin of
23.5%-24.0%, marking an increase of roughly 200 bps from 2019. This
was thanks to a better product mix from Flos' decorative products
in the consumer division versus the B2B division (Architectural);
B&B Italia productivity improvements, including higher automation;
and contained costs. In particular, the company cut marketing
expenses and took advantage of government support for staff
expenses. As a result, the group's debt to EBITDA, as adjusted by
S&P Global Ratings, stood at nearly 6x at end-2020. S&P said, "This
is within the threshold for our 'B' rating. Furthermore, we
acknowledge that IDG's make-to-order business model (about 40% of
the business) underpinned positive working capital management, and
that low capital expenditure (capex) of about EUR20 million
translated into solid FOCF of about EUR50 million in 2020."

S&P said, "The acquisition of YDesign will result in slightly
higher leverage. We estimate that S&P Global Ratings-adjusted
leverage will likely approach 6.5x due to higher debt to finance
the acquisition of YDesign, a U.S.-based e-commerce platform
specializing in high end-lighting products. The EUR150 million
transaction will be fully financed with new debt. We believe
YDesign will generate EUR140 million-EUR150 million in sales, with
an EBITDA margin of 7%-8% in 2021. IDG intends to use the proceeds
of its proposed EUR470 million of floating rate notes to finance
the YDesign deal and to repay its existing EUR320 million floating
rate debt. Consequently, we estimate a slight increase in adjusted
debt to EBITDA to about 6.5x pro-forma for the full year
contribution of YDesign in 2021, from 6.0x in 2020. Our adjusted
debt includes EUR400 million from the existing fixed rate notes,
the proposed EUR470 floating rate notes, EUR45 million-EUR50
million lease liabilities, and limited pension liabilities of less
than EUR10 million. As per our rating approach, we do not consider
in our leverage calculation any cash on balance sheet given IDG's
private-equity ownership.

"We believe the YDesign acquisition will reinforce IDG's online
presence in the U.S. This is thanks to two established e-commerce
platforms: Y Lighting and Lumens, which generated combined sales of
about EUR140 million and a reported EBITDA margin of 7%-8% in 2020.
Although we recognize the strategic rationale of IDG's acquisition
considering the stronger online presence and digital capabilities,
we also note the resulting dilution on the overall group's
profitability. The high-end lighting and furniture market
experienced a significant increase of demand from e-commerce
platforms when shops closed during the COVID-19-related lockdowns.
At end-2020, IDG's online sales rose about 20%. But this channel
still generates less than 1% of total company sales. Pro forma for
the transaction, we estimate online sales to account for 20%-22% of
IDG's total sales mainly through YDesign's online platforms.
Moreover, the transaction will slightly change the revenue
contribution by region, with the exposure to the Americas climbing
to about 32% of sales from 14% currently. We view positively that
Flos and Louis Poulsen, alongside more than 300 major design
brands, were already sold through YDesign platforms. We believe the
full control over the platform will support IDG's brands awareness
in U.S. and enable opportunities for cross-selling of IDG products,
currently representing only 2% of YDesign's sales. For example,
introducing B&B Italia products into the platforms should create
revenue synergies. In our view, one of the key challenges will be
to expand IDG's brands while retaining existing third-party brands.
We see some concentration around five vendors since they generated
roughly 20% of YDesign sales in 2020. However, the risk that
currently partnering brands could leave the platforms is partially
mitigated by the relative solid market position of YDesign, which
provides relatively easy way to access the e-commerce market in
U.S. We expect YDesign to support the group's FOCF profile given
the limited inventory risk carried by the platform and relatively
low capex requirements of about 1% of sales.

"IDG's consumer division has promising organic growth prospects
this year, but there's still some uncertainty around the recovery
of the B2B business. For 2021 we estimate IDG will generate sales
of EUR700 million-EUR720 million (around 35% sales growth,
including full contribution from YDesign compared with 2020). On a
stand-alone basis, in our view, IDG could post solid growth of
about 8% driven by its B2C business accounting for 80% of total
sales in 2020 (76% in 2019). This is because the COVID-19 situation
has prompted people to value home comforts and wellness more than
before. Simultaneously, IDG's targeted affluent customer base has
remained a key source of revenue throughout the pandemic, given
their higher disposable income to potentially spend on décor items
since many leisure and entertainment activities are still
unavailable. Conversely, the B2B division (20% of total sales in
2020 versus 24% in 2019) declined about 23% in 2020 due to tight
conditions in some key end markets, such as hospitality, retail,
and travel. The decline has been somewhat mitigated by the group's
limited exposure to the office segment. The brands more affected by
the contraction in the B2B channel were Flos (Architectural
segment) and B&B Italia. Louis Poulsen's performance showed better
resilience due to lower B2B penetration and strong exposure to
Nordics, where lockdowns have been generally less stringent.
Because COVID-19-related restrictions will likely remain in place
at least for the first half 2021, we believe this business is
unlikely to pick up until the latter half of the year, even
factoring in high uncertainties around the recovery trajectory.

IDG's new business developments led by the license agreement with
Fendi will support top-line growth but squeeze profitability and
FOCF from 2021. From 2022, revenue growth should normalize in the
B2C segment, partly offset by expected recovery in the B2B
division. S&P said, "However, we believe the company has taken
steps to ensure long-term growth with selective expansion of retail
network with D Studios openings (selling all IDG's brands),
e-commerce expansion, and, more importantly, the development of the
new license-business signed with luxury brand Fendi (owned by LVMH
group). This 13-year agreement with Fendi, signed in May 2021, will
provide visibility around revenue generation, ensuring adequate
time to generate positive return of the investment. Since the new
business development will likely incur sizable costs over the first
years, we do not expect a material EBITDA contribution from these
initiatives. We forecast IDG's adjusted margin in the 19%-20% range
over 2021-2022, compared with 23.5%-24.0% at the end of 2020. We
expect the pursuit of these initiatives will significantly increase
annual capex requirements to EUR45 million-EUR50 million in 2021
and 2022, from EUR20 million in 2020. The increase is mainly linked
to expansion of manufacturing capacity at B&B Italia to accommodate
Fendi's production as well as retail network expansion with Fendi's
mono-brand stores and D Studios openings, which will be the common
shop selling Flos, B&B Italia, and Louis Poulsen. That said, in our
base case, the company's annual FOCF (before lease payments) will
surpass EUR25 million over 2021-2022."

S&P said, "The stable outlook reflects our view that IDG's debt to
EBITDA, as adjusted by S&P Global ratings, will near 6.5x by the
end of 2021 and reduce to about 6.0x in 2022. We also expect
adjusted EBITDA interest coverage to remain at about 2.5x, and that
the group will generate annual FOCF in excess of EUR25 million
despite increasing investments required for new business
developments, including new license agreement and direct to
consumer expansion.

"We could lower the rating if IDG's profitability and FOCF
deteriorate due to higher-than-expected costs to develop the new
business opportunities. Under this scenario, we would likely
observe neutral or negative FOCF, EBITDA interest coverage falling
below 2.0x, and leverage increasing and staying above 7.0x."

Ratings upside would hinge on IDG's credit metrics improving such
that S&P Global Ratings-adjusted debt to EBITDA remained
consistently below 5x, with clear financial policy commitment to
maintain the leverage at this level. A positive rating action would
also depend on the group's ability to sustain solid positive FOCF.


LIBRA GROUPCO: S&P Assigns Preliminary 'B' Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' ratings to Libra
GroupCo, SpA, owner of Italian IT services group Lutech SpA, and
the proposed EUR275 million senior secured notes.

S&P's stable outlook reflects its expectation that the company will
report 1%-3% revenue growth and materially improve profitability in
the next 12 months leading to adjusted debt to EBITDA of around
6.0x by year-end 2021, while maintaining adjusted FOCF to debt
higher than 5%.

S&P's preliminary 'B' rating reflects Lutech's high leverage, small
scale, and low market share compared with main peers, as well as
its limited geographic diversification, operations in the
competitive and fragmented Italian IT market, moderate customer
concentration, and relatively low profitability. These constraints
are partly offset by Lutech's stable, long-standing customer base,
favorable market trends, material barriers to enter the Italian IT
market, track record of strong revenue growth, broad offerings of
vertical proprietary software solutions and end-to-end digital
services, and sound FOCF.

After the LBO, Lutech's leverage will be above 6.0x versus an
anticipated 5.8x in 2020, before reducing toward 5.0x by 2023.
Apax, in partnership with Lutech's management, are acquiring Lutech
for a total cash consideration of about EUR510 million, including
about EUR25 million in transaction fees and expenses. The
transaction will be financed by a combination of debt and equity,
namely:

-- Senior secured fixed-rate notes of EUR275 million.

-- Super senior revolving facility of EUR45 million (undrawn at
closing).

-- Cash equity injection of EUR225 million, of which, about 95%
will be preference shares.

-- EUR50 million of cash on the balance sheet.

S&P estimates that about EUR40 million in cash will remain on the
balance sheet after the transaction. In its view, favorable market
trends and expected improvement of Lutech's operating leverage will
enable the company to deleverage toward 5.0x in the next 2-3 years
and generate positive FOCF, absent any material debt-financed
acquisitions.

Lutech does not have a leading market position in Italy's rapidly
expanding but highly competitive IT services market.

IT services has been relatively underpenetrated in Italy compared
with other European countries like the U.K., France, Sweden, and
Germany. This, coupled with ongoing digital transformation in all
sectors, has helped Lutech expand by 26% annually on average in
2013-2020, half of which was organic growth. Moreover, there are
significant cultural and language barriers to enter the Italian IT
services market. The Italian IT market is highly fragmented and
competitive, with both domestic and international players. However,
domestic companies have a larger market share than in the U.K.,
Germany, Spain, and France. Despite Lutech's outstanding growth
track record, its market position is currently behind that of
larger, better-capitalized global IT services players, such as
Accenture and IBM. Lutech currently has about 2% of the market,
positioning it as a top-10 global player and top-5 national player
behind Engineering, Reply, and Almaviva.

However, Lutech has a leading position in certain products,
alongside diverse end markets.

This includes No. 1 in credit management software solutions,
including factoring and leasing for financial institutions,
Salesforce.com, and product lifecycle management for the
manufacturing sector. In credit management solutions, Lutech
competes with small specialized firms with weaker market positions.
The company's strong position is based on proven research and
development (R&D) capabilities, leading to client relationships
spanning more than 10 years and very low customer turnover rate of
about 3%. Moreover, Lutech's end markets are quite diversified with
24% of revenue coming from financial services, 20% manufacturing,
18% public sector and health care, 18% from telecommunications and
media, 10% energy and utilities, and 10% fashion and retail.
Moreover, Lutech has a broad service offering covering all
infrastructure aspects. Thanks to its vertical diversification and
integrated offering, the impact of COVID-19 on Lutech was lower
than the market average during 2020.

Lutech's business risk profile is constrained by its exposure to
Italy, small scale, and moderate customer diversification.

Lutech has a very limited geographic diversification with 93% of
revenue generated in Italy, with the 10 largest accounts
representing 27% of 2020 revenue (the biggest account 4%). Lutech
reported EUR440 million of revenue in 2020, compared with close
peers such as Engineering, which reported EUR1.3 billion, and
Almaviva with EUR900 million. In S&P's view, the company's smaller
scale exposes it to a higher impact from potential adverse external
events, and could limit its ability to make R&D investments to
maintain competitiveness.

Like its peers, Lutech displays moderate profitability and low
operating leverage, but profitability should improve markedly from
2021.

S&P said, "We estimate that Lutech's adjusted EBITDA margin stood
at about 9.4% in 2020, with limited operating leverage since 45% of
costs are fixed. We note that EBITDA in 2020 was negatively
affected by EUR5 million of non-cash expenses mainly related to the
sale to Apax and tender offer of Techedge SpA. These costs will be
paid on closing of the proposed transaction. EBITDA in 2020 was
also hurt by EUR5.5 million of costs to integrate and implement
synergy plans for past acquisitions."

Despite ongoing pandemic-related market disruptions, S&P
anticipates growth of 1%-3% for Lutech in 2021, and 3%-4% per year
in 2022-2023.

This will stem mainly from expected solid market growth in
proprietary software solutions for financial services, and from
digital services such as customer engagement, big data, e-commerce,
and artificial intelligence. S&P believes the end-to-end tech
enabler segment will remain relatively flat over the next two
years. Moreover, Italy's share of the EU Next Generation Fund could
accelerate IT spending, given that EUR46 billion is earmarked for
digitalization, innovation, and culture.

On top of the solid topline growth, S&P anticipates a gradual
improvement of the adjusted EBITDA margin toward 14% by end of
2023.

This will be fueled by a better services mix, with a higher portion
of revenue coming from digital services and proprietary software
solutions, and less from end-to-end tech enablers; lower
nonrecurring costs; and full realization of implemented strategies
(about EUR4 million by 2022). S&P also expects Lutech to deliver an
additional EUR5 million-EUR6 million in synergies through
operational productivity, cost reduction linked to consultancy and
broker fees, as well as migration to near-shore locations. Lutech's
moderate capital spending (capex) excluding capitalized R&D amount
of about 1.0% of revenue, and modest working capital outflows,
should result in EUR20 million-EUR25 million of FOCF after leases
annually for 2020-2023.

The final issuer rating depends upon S&P's receipt and satisfactory
review of the final transaction documentation.

Accordingly, the preliminary rating should not be construed as
evidence of the final rating. If S&P Global Ratings does not
receive final documentation within a reasonable time frame, or if
final documentation departs from materials reviewed, it reserves
the right to withdraw or revise its rating.

S&P said, "The stable outlook reflects our expectation that the
company will successfully deleverage, with adjusted debt to EBITDA
at about 6.0x in 2021 before decreasing toward 5.5x in 2022. This
will be supported by EBITDA growth thanks to favorable market
trends and Lutech's leading market position in certain solutions.
Furthermore, we expect the company to maintain solid cash flow
conversion by maintaining FOCF to debt higher than 5%."

Downside scenario

S&P said, "We could lower the ratings if Lutech's adjusted leverage
increased beyond 7.0x and FOCF after leases decreased to breakeven.
In our view, this could result from weaker-than-expected operating
performance, for example due to material market share loss, pricing
pressure from larger competitors, or significantly weaker economic
recovery in Italy than anticipated. It could also occur if Lutech
pursued sizable debt-financed acquisitions or dividend
recapitalization."

Upward scenario
S&P could raise the rating if Lutech performed well above its
expectations, leading to a reduction of leverage to below 5.0x and
an increase in FOCF to debt above 10% on a sustainable basis.
Additionally, an upgrade would hinge on Lutech's adherence to a
financial policy in line with those metrics.




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

DANA FINANCING: Fitch Rates Proposed EUR325MM Unsec. Notes 'BB+'
----------------------------------------------------------------
Fitch Ratings has assigned a rating of 'BB+'/'RR4' to Dana
Financing Luxembourg S.a.r.l.'s (Dana Financing) proposed issuance
of EUR325 million in senior unsecured notes due 2029 in a private
placement. Dana Financing is a subsidiary of Dana Incorporated
(Dana), and Dana will fully and unconditionally guarantee the
proposed notes. Dana's Long-Term Issuer Default Rating (IDR) is
'BB+', and the Rating Outlook is Stable.

Dana was placed on Under Criteria Observation (UCO) on April 9,
2021, following the conversion of Fitch's "Exposure Draft:
Corporates Recovery Ratings and Instrument Ratings Criteria" to
final. The UCO assignment indicates that an existing instrument
and/or Recovery Rating (RR) may change as a direct result of the
final criteria. However, the 'BB+'/'RR4' rating assigned to the
proposed notes is not affected by the criteria change.

KEY RATING DRIVERS

Ratings and Outlook: Dana's ratings and Stable Outlook reflect
improving global end-market conditions as the effects of the
coronavirus pandemic wane, and steps the company has taken to
reduce debt, increase margins and grow FCF. Although some lingering
effects of the pandemic could affect's business in the near term,
Fitch believes Dana will be relatively less affected than some
other suppliers due to stronger growth expected in its particular
end markets. Fitch also expects Dana to be relatively less affected
by the global microchip shortage due to the company's focus on the
commercial vehicle, off-highway and full-frame light truck
end-markets.

Use of Proceeds: Dana intends to use proceeds from the proposed
notes to redeem all of Dana Financing's $375 million in 6.5% senior
unsecured notes due 2026. The 2026 notes were previously swapped to
EUR338 million.

Focus on Debt Reduction: Debt reduction has been a key focus for
Dana over the past several years as the company looks to achieve a
credit profile consistent with investment-grade ratings. The
company has a net leverage (net debt/adjusted EBITDA, according to
its calculation methodology) target of about 1.0x, which it hopes
to achieve within the next several years.

Positive FCF: Fitch expects Dana's FCF to increase in 2021, even
with the reinstatement of common dividends starting in 1Q21 and
higher planned capex. Dana's post-dividend FCF margin (as
calculated by Fitch) declined to 0.4% in 2020 after running in the
1.5%-1.8% range for several years. Fitch expects Dana's
post-dividend FCF margin to increase to around 2.0% in 2021 and
potentially rise toward 2.5% in 2022 as EBITDA rises and cash
interest expense declines. Fitch expects capex as a percentage of
revenue to run in the 4.0%-4.5% range over the next several years,
with capex at the higher end of that range in 2021.

Declining Leverage: As a result of improving end-market conditions
and lower expected debt, Fitch now expects Dana's gross EBITDA
leverage (gross debt/EBITDA, as calculated by Fitch) to decline
toward the mid-2x range by YE 2021 after peaking at 4.2x at YE
2020. Consistent with the company's stated target of reducing net
leverage to about 1.0x, Fitch expects the company will target
excess cash toward debt reduction. Fitch expects FFO leverage to
decline toward 3.0x at YE 2021 and potentially to below 2.5x by YE
2022 after rising to 5.6x at YE 2020.

Improving Coverage Metrics: Fitch expects Dana's FFO interest
coverage to rise toward the mid-6x range by YE 2021 after falling
to 3.4x at YE 2020. Fitch expects FFO interest coverage could rise
further, to above 8.0x by YE 2022, on a combination of higher FFO
and declining interest expense as the company looks for
opportunities to reduce debt.

DERIVATION SUMMARY

Dana has a relatively strong competitive position focusing
primarily on driveline systems for light, commercial and off-road
vehicles. It also manufactures sealing and thermal products for
vehicle powertrains and drivetrains. Dana's driveline business
competes directly with the driveline businesses of American Axle &
Manufacturing Holdings, Inc. and Meritor, Inc. (BB-/Stable),
although American Axle focuses on light vehicles, while Meritor
focuses on commercial and off-road vehicles.

From a revenue perspective, Dana is similar in size to American
Axle, although American Axle's driveline business is a little
larger than Dana's light vehicle driveline business. Compared with
Meritor, Dana has roughly twice the annual revenue overall, and
Dana 's commercial and off-highway vehicle driveline segments are a
little larger overall than Meritor's commercial truck and
industrial segment.

Dana's EBITDA margins are typically in line with auto suppliers in
the low 'BBB' range. However, EBITDA leverage is more consistent
with auto and capital goods suppliers in the 'BB' range, such as
Allison Transmission Holdings, Inc. (BB/Stable), Meritor or The
Goodyear Tire & Rubber Company (BB-/Negative).

KEY ASSUMPTIONS

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

-- Global light vehicle production rises by 6% in 2021, including
    an 8% increase in the U.S., with further recovery seen in
    subsequent years;

-- Global commercial vehicle and off-highway markets also recover
    in the mid to high single-digit range in 2021 overall, with a
    somewhat mixed outlook that varies by region and end market,
    with further recovery also seen in subsequent years;

-- Capex runs at about 4.0%-4.5% of revenue over the next several
    years, relatively consistent with historical levels;

-- Post-dividend FCF margins generally run in the 2.0%-3.5% range
    over the next several years, despite reinstatement of the
    common dividend;

-- The company applies excess cash toward debt reduction over the
    next few years;

-- The company maintains a solid liquidity position, including
    cash and credit facility availability, over the next several
    years.

RATING SENSITIVITIES

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

-- Sustained gross EBITDA leverage below 2.0x;

-- Sustained post-dividend FCF margin above 2.0%;

-- Sustained FFO leverage below 2.5x;

-- Sustained FFO interest coverage above 5.5x.

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

-- A severe decline in global vehicle production that leads to
    reduced demand for Dana's products;

-- A debt-funded acquisition that leads to weaker credit metrics
    for a prolonged period;

-- Sustained gross EBITDA leverage above 2.5x;

-- Sustained FCF margin below 1.0%;

-- Sustained EBITDA margin below 10%;

-- Sustained FFO leverage above 3.5x;

-- Sustained FFO interest coverage below 3.0x.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: As of March 31, 2021, Dana had $509 million of
cash, cash equivalents and marketable securities. In addition to
its cash on hand, Dana maintains additional liquidity through a
$1.15 billion secured revolver guaranteed by the company's wholly
owned U.S. subsidiaries and secured by substantially all of the
assets of Dana and its guarantor subsidiaries. The revolver expires
in 2026. As of March 31, 2021, there were no borrowings on the
revolver, but $21 million of the available capacity was used to
back LOCs, leaving about $1.13 billion in available capacity.

Based on the seasonality in Dana's business, as of March 31, 2021,
Fitch treated $100 million of Dana's cash and cash equivalents as
not readily available for the purpose of calculating net metrics.
This is an amount Fitch estimates Dana would need to hold to cover
seasonal changes in operating cash flow, maintenance capex and
common dividends without resorting to temporary borrowing.

Debt Structure: Dana's debt structure primarily consists of
borrowings on its secured credit facility, which includes the term
Loan B and revolver, and senior unsecured notes issued by both Dana
and its Dana Financing subsidiary.

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

GLOBAL UNIVERSITY: Fitch Affirms 'B' LT IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed Global University Systems Holding B.V.'s
(GUSH) Long-Term Issuer Default Rating at 'B' with a Stable Outlook
and senior secured rating at 'B+' with a Recovery Rating of 'RR3'.
Fitch has also affirmed Markermeer Finance B.V.'s multi-tranche
EUR1 billion senior secured term loan B (TLB), guaranteed by GUSH,
at 'B+' with 'RR3'.

The rating affirmation reflects GUSH's continuing high funds from
operations (FFO) gross leverage for the rating (financial year to
end-November 2020: 8.3x), albeit lower on a net debt basis (4.4x).
The rating also reflects moderate exposure to the Covid-19 pandemic
given GUSH's diversity across under- and post-graduate
university/higher education courses, different disciplines and
geographies, and an operating platform that has swiftly adapted to
online tuition. The group has financial flexibility to manage
ongoing disruption due to ample liquidity, no debt maturities until
2026-2027, and free cash flow (FCF) capacity.

KEY RATING DRIVERS

Moderate Impact from Pandemic: Many of the core universities and
education entities within GUSH have swiftly adapted to pandemic
conditions as they successfully shifted teaching modules and campus
activities online, some with the commitment and expectation that
in-situ campus activities will resume when social distancing
allows. The core recruitment & retention division that served
September 2020's fall intake for third-party US universities saw
volumes drop to a minimal as existing overseas students returned
home and delayed returning to their studies in the US, which may
result in remaining years' fees paid to GUSH being delayed or
written off. This division's European student recruits grew in the
same period.

Diverging Recovery: For the academic year starting September 2020,
student numbers markedly increased in University of Law, Arden
University (both UK-weighted), University Canada West, and (off a
low base) German operations, where planned course expansions and
partnerships occurred. Existing in-house GUSH expertise and more
online teaching content allowed a wider student base to be reached.
In the approach to September 2020 when international travel was
difficult, some students may have deferred the start of their
course for a term or two (in India), whereas other new and existing
students are undertaking their multi-year courses.

Varied Profitability: Some entities are well-established
(University of Law, University Canada West, and Arden University)
and inherently profitable. Others have been more recently acquired
(India in 2019 - engineering, fashion and design, and R3 in the
Caribbean in 2020 - medicine, veterinary science) with growing
EBITDA margins, whereas the smaller amassed German activities (2018
- business, creative arts, media & communication) have recently
been restructured to improve their profitability.

Recurring Diverse Income Streams: GUSH benefits from a varied
income stream stemming from its offering of geographically diverse,
single- or multi-year courses covering different subjects that also
span vocational and professional tuition. The range of disciplines
includes business, legal (together 50% of FY19 enrolment), arts &
design, IT, medical/sciences and engineering. Geographies encompass
the UK, US, Canada, India, Caribbean and Germany, including
partnerships with Asian locations. Some courses are for two or more
years, resulting in some inelasticity of its revenue profile which,
along with low capex requirements, leads to inherently positive FCF
generation.

Intact Growth Model: Under GUSH's ownership, higher-education
establishments have created more focussed career-enhancing courses
and a wider student reach, including (higher-fee) overseas
students, and cut duplicative operating costs by using the group's
central operating platform. Management expects a significant
increase in overseas students which if materialised would, over
time, create economies of scale and optimise profit margins.

Partial Dependence on Overseas Students: For FY21, overseas
students represent over 30% of GUSH's revenue (mainly Canadian
operations), whereas India and R3 are mainly domestic, and other
activities (ULaw, Arden, Germany) aim to increase overseas student
enrolment. As recently seen within GUSH, this volume is vulnerable
to government stances on immigration. GUSH will not be alone in
targeting Asia's significant growth potential for overseas
higher-education programmes.

Leveraged Profile: To narrow the difference between gross and net
debt metrics Fitch has modelled repayment of GUSH's drawn revolving
credit facility (RCF) - the RCF was drawn in 1H20 in response to
the pandemic - to ensure excess liquidity for the group. With this
adjustment FFO gross leverage is 7.4x (FFO net leverage: 4.4x) in
FY20, reducing to 6.5x (net 3.5x) thereafter. GUSH has an
inherently negative working-capital position that creates cash
inflows during growth periods of increased turnover. GUSH still has
strong de-leveraging capacity by virtue of its positive FCF.

Continued Acquisition Appetite: In Fitch's rating case, Fitch has
assumed that some GBP70 million per year of positive FCF is
diverted to acquisitions at an initial 8x EBITDA multiple, yielding
around 20% EBITDA margin. This would increase its profitability as
Fitch assumes that GUSH would apply its template of content and
student growth.

DERIVATION SUMMARY

Compared with Fitch's credit opinions on private education
providers at the lower end of the 'B' rating category, GUSH
benefits from more diversified income by geography and by type of
higher education (business, vocational/professional, under- and
post-graduate) as well as format (traditional campus or online
learning options). GUSH benefits from its central recruitment
services, particularly since student recruitment and marketing
costs are a significant cost burden for smaller education groups.

Compared with the Dubai-concentrated, and twice as large, GEMS
Menasa (Cayman) Ltd (GEMS, B/Stable), GUSH has FFO gross leverage
7.4x (net 4.4x) compared with GEMS at 6.9x (net: 5.3x). GUSH has a
group EBITDA margin of around 25% to 30% that is enhanced by
product mix (GEMS: 26%), but GUSH is geographically more diverse
and has a wider choice of courses and disciplines across physical
and online course platforms. GUSH has also proven to be more
acquisitive than the rated GEMS.

KEY ASSUMPTIONS

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

-- Fitch compiled a division-by-division forecast for the bulk of
    the group with stronger divisions achieving up to 10% annual
    student volume growth, and weaker divisions lower growth; and
    annual fee increases of 1% to 3% per year except for specific
    cases (such as phased catch-up fee increases for Arden
    students).

-- For past years' booked recruitment & retention revenue and
    profits including the FY20 accrued income of GBP90 million –
    mainly representing FY19 and FY20 cohort student fees yet to
    flow - Fitch assumes that only half of this total amount will
    feed into FFO during FY22-FY24.

-- EBITDA margins approach 25%-30% for stronger divisions and
    lower for turnaround divisions. As a group, without the
    recruitment & retention division returning to pre-pandemic
    volumes, Fitch assumes that the group's EBITDA margin is
    around 25%.

-- Planned (identified) GBP60 million acquisitions in FY21 pro
    forma at an 8x EBITDA multiple. Thereafter, Fitch assumes
    GBP70 million acquisitions per year at the same 8x EBITDA
    multiple and 20% EBITDA margin.

-- Annual capex is 3% of revenues until FY24.

-- No dividends.

Recovery Ratings Assumptions

The recovery analysis assumes that GUSH would be reorganised as a
going-concern (GC) in bankruptcy rather than liquidated given that
the value of the business lies in the strength of its institutions
and recruiting operating platform. Fitch-estimated GC value amounts
to GBP671 million.

Referencing the projected FY21 Fitch-adjusted EBITDA of GBP138
million, Fitch keep its GC EBITDA at GBP112 million (unchanged from
last update), a level at which the group would be generating
neutral-to-marginally positive FCF but likely resulting in an
unsustainable capital structure. An enterprise value (EV)/EBITDA
multiple of 6x remains in line with peers' and reflects the
business's portfolio diversification, healthy cash-generation
capabilities and strong brands.

After deducting 10% for administrative claims, Fitch's waterfall
analysis generated a ranked recovery in the 'RR3' band, indicating
'B+' senior secured ratings for the RCF and TLB, which rank pari
passu with each other and include an assumed fully-drawn GBP120
million RCF.

The above results in a waterfall generated recovery computation
(WGRC) output percentage of 62% based on current metrics and
assumptions, just 1% lower than Fitch's previous update in May 2020
(due to a slightly higher debt amount).

RATING SENSITIVITIES

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

-- Maintaining a 30% EBITDA (comparable with 20% FFO) margin with
    positive cash flow contribution from recruitment & retention,
    due to successful integration of acquisitions with lower
    profit margins;

-- FFO gross leverage below 4.5x (net: below 3.0x) on a sustained
    basis;

-- FFO interest cover above 4.0x on a sustained basis;

-- Sustained positive FCF after acquisitions.

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

-- Evidence of more aggressive debt-funded acquisitions that
    leads to FFO gross leverage above 6.5x (net: above 5.0x) on a
    sustained basis;

-- FFO interest cover below 3.0x on a sustained basis;

-- EBITDA margin below 20% or FFO margin below 10%;

-- FCF margin falling to low single-digits.

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

Significant Liquidity: GUSH had significant liquidity at FYE20,
including cash of GBP435 million (of which GBP55 million was
escrowed for FY21 identified bolt-on acquisitions). This partly
reflects the normal year-in-advance upfront cash deposits for some
entities (Canada), and some courses' deferred course starts (but
with payments received), and excess proceeds from the refinancing
of the TLB completed in January 2020 including precautionary
drawing of its GBP120 million RCF in 1H20.

Based on unaudited draft figures, FY20 working capital was a
significant cash outflow as expanded receivables were booked and
remain outstanding, although GUSH does not expect non-payment from
these students.

The TLB refinancing completed in January 2020 extended debt
maturities out to 2027 (RCF: 2026).

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

NORWEGIAN AIR: Fitch Withdraws 'C' Rating on Class B Enhanced Cert.
-------------------------------------------------------------------
Fitch Ratings has affirmed Norwegian Air Shuttle's NAS Enhanced
Pass Through Certificates Series 2016-1 class A certificates at
'BBB'. Fitch has downgraded the class B certificates to 'C' from
'CCC-'. The certificates have been removed from Rating Watch
Negative. The ratings on both classes have been withdrawn.

The rating of Class A certificates is withdrawn due their repayment
and the rating of Class B certificates is withdrawn due to debt
restructuring. Prior to the aircraft auction process, the class A
certificates were bought out by certain class B holders, paid in
full and are no longer outstanding. Fitch has downgraded and
withdrawn the class B ratings as it expects the certificates will
default upon the expiration of the period covered by the liquidity
facility as a result of insufficient funds generated from the
aircraft auction process, which was completed in late March 2021.

KEY RATING DRIVERS

Class A Certificates Repaid: Norwegian Air Shuttle rejected the
2016-1 series of enhanced equipment trust certificates (EETCs) as
part of its examinership process. Fitch understands that Norwegian
made an offer on reduced terms to keep the aircraft that likely
would have been sufficient to avoid a default for the class A
certificates but would likely have impaired the class B
certificates. Exercising a standard provision in EETC transactions,
a holder of the class B certificates opted to buy out the class A
certificates.

The class A certificates were fully repaid at the time of the
buyout, illustrating a favorable outcome for existing class A
debtholders given Norwegian's poor financial condition and the
stressed state of the secondary market for aircraft.

Little to No Class B Recovery: The trustee for the certificates
held a public auction for the aircraft in which the same entity
that purchased the class A certificates acted as a stalking horse
bidder in the auction process providing a minimum bid that was at
least equal to the class A principal and interest outstanding at
the time of the buyout, plus relevant expenses. There were no other
bidders besides the stalking horse, meaning that the controlling
party was able to purchase the planes for an amount equal to the
class A certificate principal with little to nothing left over for
the class B certificates. As such, Fitch has downgraded the class B
rating to 'C', anticipating a default, and withdrawn the ratings.

RATING SENSITIVITIES

Rating Sensitivities do not apply as the ratings have been
withdrawn.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Liquidity Facility: The certificates were covered by a dedicated
18-month liquidity facility provided by Natixis (A+/F1/RWN).

ESG CONSIDERATIONS

Fitch does not provide separate ESG scores for Norwegian's EETC
transactions as ESG scores are derived from its parent.



=============
R O M A N I A
=============

[*] Romania Dispute May Delay EU Pandemic Relief Package Approval
-----------------------------------------------------------------
Andra Timu and Irina Vilcu at Bloomberg News report that bickering
in the European Union's most politically volatile member state is
threatening to delay the approval of the bloc's EUR800 billion
(US$973 billion) pandemic-relief package.

Romania's ruling coalition and opposition are far from a consensus
on ratifying the Recovery Fund this month in parliament, where a
two-thirds majority is required, Bloomberg notes.

The country is one of seven EU states yet to sign off on the
financing and allow disbursements to coronavirus-battered economies
to start, Bloomberg discloses.  The bloc wants all national
parliaments to ratify the decision by June, Bloomberg states.  Only
once all 27 national legislatures have signed off can the European
Commission issue the jointly-backed debt that will fund payments
from the package, according to Bloomberg.

The opposition Social Democrats are the source of the holdup in
Romania, Bloomberg says.  The party is calling for the government
to permit debates in parliament on the national recovery plan --
something it's not obliged to do, Bloomberg states.

Differences between the two sides already saw a March meeting on
ratification canceled, Bloomberg relays.  The government must win
50 or more votes from the opposition for the bill to be approved,
on top of its own 261 votes, Bloomberg notes.

The Social Democrats will hold a meeting on their position on
Friday, May 14, Bloomberg discloses.

According to Bloomberg, while the clash plays out, the government
is still in talks with the European Commission over including
infrastructure and irrigation projects in its spending plan for the
recovery funding.




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

AEDAS HOMES: Fitch Assigns FirstTime 'BB-' LT IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned Spanish housebuilder Aedas Homes S.A. a
first-time Long-Term Issuer Default Rating (IDR) of 'BB-' and an
expected senior secured rating of 'BB(EXP)' with a Recovery Rating
of 'RR3'. The senior secured rating applies to Aedas Homes OPCO SLU
's planned issue of EUR315 million senior secured notes, which is
guaranteed by Aedas. The Outlook on the IDR is Stable.

The ratings reflect the continuous improvement in Aedas' operating
performance since the company's IPO in 2017. In the last twelve
months (LTM) to financial year end-March 2021 the company delivered
over 1,900 units (LTM end-December 2018: 230), enabling the company
to post a break-even profit in FY20. Fitch expects further growth
to stabilise its EBITDA margin at around 20% and reduce leverage as
the company is on track to deliver over 2,000 units per year in the
next two years (FY23 management target: 3,000 units). Fitch
calculates FY21 funds from operations (FFO) net leverage at 2.1x,
which is commensurate with the current ratings.

The assignment of the final instrument rating is contingent on
receipt of final documentation conforming to information already
received.

KEY RATING DRIVERS

Improving Operating Performance: Aedas is one of the largest
Spanish housebuilders with nearly 2,000 units delivered in FY21.
Since its inception in 2017, the company has been focusing on the
mid-high value residential segment mainly for primary homes (84% of
the total units delivered so far). Its land bank (15,275 units at
FYE21) equates to 7.8 years of production based on the current
output, or around five years based on the management's target of
3,000 units per year. More than 90% of the targeted deliveries will
be generated from traditional build-to-sell (BTS) units to private
individuals, with the remainder build-to-rent (BTR) sale of turnkey
projects to third-party investors.

Attractive BTR Market: Demand for new residential assets from
private investors is rising in Spain, a sub-sector that
historically lacks professional rental operators. Aedas entered the
BTR market in 2019 with its first agreement with an international
asset manager for the construction of 500 units in Madrid. The
company delivered the first phase of the projects, consisting of
103 units, in December 2020. In the first quarter of 2021 Aedas
signed two more agreements with two different operators for the
construction of a total 943 units. Aedas de-risks its BTR
developments by forward-selling BTR schemes.

Land Portfolio Suitably Located: The number of households in Spain
are projected to increase by more than 1.1 million by 2035 (2020:
18.7 million). This is an increase of 5.9% for the whole country,
with diverging trends by region. The largest populated cities of
Madrid, Barcelona (Cataluna region), Valencia and the Andalucia
region all show expected growth of 6.8%-9.9%, higher than the total
Spain average. Aedas is well-positioned to capture some of the
growth prospects in those areas given its vast availability of land
in these key locations (less than 5% of its land is located in
other regions), which represented 60% of 2019's GDP for Spain and
show positive demographic trends.

BTS Sale Coverage: At end-February 2021 the order book stood at
2,773 units, equivalent to more than EUR1.1 billion worth of BTS
sales. Pre-sales at FYE21 covered 77%, 36.6% and 10% of the
management's targeted sales for each of the next three years (FY22
to FY24), respectively. Agreements to deliver turnkey developments
for the private rented sector (PRS) has the potential to add sale
visibility.

Upfront Payments Aid Cash Flow: Construction works for a new BTS
development typically start once 30% of the units are pre-sold.
This threshold is also a pre-requisite for banks to provide
developer loans, which will be repaid upon completion of the
project. The funding needs over the development phase are partly
mitigated by the payments received from customers when they put a
10% deposit down for the unit. Subsequently, an additional 10% is
paid during the development period until completion. In 2020, only
16 contracts were cancelled, with these upfront payments providing
a strong incentive to fulfil the remaining contractual obligation.

Leverage Expected to Reduce: FYE21 FFO gross and net leverage were
3.2x and 2.1x respectively. Fitch expects leverage to reduce in the
next 24 months as the company is on track to exceed 2,000 unit
deliveries in FY22, generating EBITDA margins in the high-teens and
positive cash flow, in the absence of unplanned large land
acquisitions or M&A. Aedas's financial policy is to maintain its
net debt/EBITDA below 2.0x (FY21: 1.7x).

Senior Secured Rating: Under Fitch's Corporate Recovery Ratings and
Instrument Ratings Criteria updated on 9 April 2021, the secured
debt of a company with a 'BB-' IDR can be rated up to two notches
from the IDR with a Recovery Rating of 'RR2'. Similarly to other
'BB-' rated Spanish homebuilders, Aedas Homes' secured debt has a
one-notch uplift to 'BB' and a 'RR3' Recovery Rating, reflecting
the significant volatility of collateral values in this asset class
in Spain.

DERIVATION SUMMARY

Aedas' FY21 output at more than 1,900 units is similar to that of
Via Celere Desarrollos Inmobiliarios, S.A. (BB-/Stable), with both
generating revenues at around EUR650 million-EUR660 million in
their respective latest fiscal years. The products offered by Aedas
are mid-to-high value units of large multi-family condominiums
built in prominent cities with an average selling price (ASP) of
EUR340,000. (Via Celere ASP: EUR316,000). These products are
similar to those of the German homebuilder CONSUS Real Estate AG
(B-/Rating Watch Positive) - also active in central city locations
- while the UK based Miller Homes (BB-/Stable) is specialised in
single-family homes in regions of the UK away from London, with an
ASP in 2020 of GBP261,000.

The geographic focus of Aedas and Via Celere is the richest regions
of Spain with higher demographic growth: Madrid, Barcelona,
Seville, Malaga, Valencia and Andalucia. Aedas' owned landbank at
around 15,000 units is smaller than that of Via Celere (over 21,000
units). This is equivalent to above 7.5 years of production for
Aedas and over 10 years for Via Celere based on their respective
current output.

Some of the largest Spanish housebuilders with a good availability
of land are now exploring the BTR segment as it allows them to
bulk-sale a whole development, reducing stock of land amassed in
the past. Aedas' consolidated its position as one of the most
active homebuilder in the BTR segment with 943 units sold from July
2020 to end-March 2021, after the Spain's first lockdown .

Compared with Via Celere - whose approach to BTR is more
speculative as the company does not have pre-sale agreements in
place with investors when it starts its projects - Aedas' strategy
entails advance agreements with PRS operators before committing to
any BTR developments, thus minimising the risk of the end-purchase
of its projects. Neinor Homes S.A. (BB-/Stable) is also dedicating
its construction expertise and land bank (around 16,600 units) to
BTR, but unlike its two domestic peers it intends to keep the BTR
assets on its balance sheet, becoming a rental operator for such
properties. As a result of the BTR segment, Neinor's consolidated
leverage is higher than peers', with FFO gross leverage of around
6.0x during 2021 and 2022.

The Spanish homebuilder's funding model is similar to that of the
UK, requiring the company to fund land and completion costs with
only a small purchaser deposit (up to 20% Spain compared with
around 5% for the UK). Upon completion the remainder is payable.
Banks (who administer the escrowed purchaser deposit) in Spain have
a minimum 30% pre-let requirements for their developer loan
funding, which advance up to 60% debt relative to costs-to-build.

Each peer has different financial policies. Rather than penalise a
company for its private equity ownership and assume that cash will
be extracted out of the group, despite bonds' permitted
distribution mechanisms, Fitch has been transparent in disclosing
and, where appropriate, reflects in its rating case management's
intentions to target certain financial policies over the rating
horizon. If management accelerate improvements in financial
metrics, warranting an upgrade as detailed in Fitch's rating
sensitivities, ratings could be changed accordingly. Equally, if
dividend payouts and use of cash worsen metrics, rating could be
downgraded. For these Spanish homebuilders, Fitch's forecasts -
which its forward-looking ratings are based on - depend on
maintaining or increasing FY20/21 operational capacity, sales
momentum (aided by comparable pre-let proportions), disciplined
ASP, providing visibility on gross margins, and resultant financial
policy.

KEY ASSUMPTIONS

-- Land spend (EUR650 million over the next four years) intended
    to partially replenish the land bank used in future
    developments, stabilising at around 11,000 units over time;

-- BTS sales averaging to around 2,500 units during FY23-FY25;

-- ASP assumptions for BTS ranging EUR300,000-EUR350,000;

-- BTR sales to account for around 10% of total sales;

-- EBITDA margin increasing to above 20% (FY21:19.6%) as
    operations scale up;

-- Dividend pay-out at 50% of net income. Extraordinary dividend
    of EUR25 million paid in FY22.

RATING SENSITIVITIES

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

-- Increase in volumes output maintaining positive free cash flow
    (FCF);

-- FFO gross leverage sustainably below 2.0x.

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

-- FFO gross leverage sustainably above 4.5x;

-- Free cash outflow over a sustained period.

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

Ample Liquidity: Aedas' liquidity pro-forma for the proposed EUR315
million notes issue is ample. It comprises a new EUR55 million
super-senior revolving credit facility (RCF) and over EUR150
million of surplus cash after the repayment of a syndicated loan
(EUR100 million) and other existing bank debt (around EUR30
million).

At FY21 Aedas had EUR169 million developer loans, typically drawn
by the company and its subsidiaries to fund new projects and repaid
upon their completions and sale. Management is planning to use the
proceeds of the EUR315 million bond to materially reduce developer
loans, such that the capital structure only comprise these notes by
FY23.

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.

AEDAS HOMES: S&P Assigns Preliminary 'B+' ICR, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B+' long-term issuer
credit rating to Aedas Homes S.A. (Aedas), one of Spain's largest
residential real estate developers, and its preliminary 'BB-' issue
rating to the developer´s proposed EUR315 million senior secured
bond. Our preliminary recovery rating for this instrument is '2'.

S&P said, "The stable outlook reflects our view that the company´s
revenue should remain supported by the high level of pre-sales and
sustained demand for newly built residential units in the outskirt
areas of Spain´s main metropolitan areas, despite COVID-19 effects
on macroeconomic conditions and the Spanish housing market.

"Our assessment of Aedas' business is constrained by the inherent
volatility and cyclicality of the real estate developer industry.We
believe property development is closely tied to economic cycles and
is an industry in which competition can be intense. This has
translated into a high degree of variability in historical sales
levels and property values in the industry, which we factor in our
assessment of Aedas. We estimate Aedas´ EBITDA margin will be
about 20% in the next 12 months. We understand Aedas maintains a
clear focus on cost control and is closely involved through the
entire life cycle of the development projects thanks to a
significant workforce. The company outsources the construction
cycle to individual contractors under turnkey contracts that are
supervised meticulously to ensure projects are delivered on time
and on budget. We believe Aedas' scale, product offering, and
footprint is comparable to its closest rated peers Via Celere
Desarrollos Inmobiliarios S.A. (B/Stable/--) and Neinor Homes S.A.
(B/Positive/--). We expect Aedas´ EBITDA margins will be slightly
higher than those of its peers in fiscal 2021 (fiscal year ends
March 31), but we note that the company will not benefit in the
future from a stable source of rental income from a build-to-rent
portfolio like other players. At the same time, we believe Aedas'
business is weaker than Altareit SCA (BBB-/Stable/--) in terms of
scale (about EUR3 billion of revenue) and development-related
risks."

Aedas owns land with a total GAV about EUR2 billion and a GDV of
EUR5.2 billion, and will continue to focus its deliveries on the
outskirts of the main metropolitan cities of Spain. Aedas is one of
the largest residential developers in Spain and its landbank would
allow the construction of approximately 15,484 units. It is spread
across the center of Spain, mainly Madrid (31%), eastern Spain,
mainly Valencia and Alicante (23%), Andalucía (17%), Costa del Sol
(16%), and Catalonia (13%), where supply of newly built units
remains limited and demand is supported by good mortgage
accessibility. S&P said, "We believe Aedas develops good quality
properties that typically incorporate common spaces and are well
adapted to the Spanish market. Projects are normally in the
outskirts of the cities with good transport links to the city
center, and are typically used as primary residences by customers.
We view positively that the company´s landbank is fully permitted
and 92% is ready to build because it significantly removes
execution risk for planned deliveries. Aedas set up an off-balance
sheet land sourcing structure with its main shareholder Castlelake
to buy strategic land. The company´s equity contribution would
amount to 10%-25% on a plot-by-plot basis and it has been so far
very limited (the total land feeder GAV is currently EUR17
million). Aedas also holds a right of first offer of up to 45% of
the remaining plots in the structure. We understand that the
vehicle has no debt with recourse to Aedas and that contributions
will remain residual in the near term."

High levels of pre-sales provide high visibility on cash flows. As
of February 2021, Aedas had an order book of about EUR1.2 billion,
and 72% of target deliveries for fiscal 2021 are already pre-sold.
About 70% of the expected units to be delivered are already
completed, which supports revenue visibility for the year. The
level of pre-sales is significantly lower for fiscals 2022 (24%)
and 2023 (13%), but S&P expects these figures will progressively
increase toward the levels achieved in fiscal 2021 over the next
quarters. Adeas focuses on the mid-to-high segment (average selling
price of about EUR340,000) and its customers are typically domestic
(92%). The focus on this type of clients and product offering with
common areas translated into a limited disruption in sales during
COVID-19 pandemic in 2020. Aedas' cash collection process generates
significant cash flow needs for the company given customers pay 10%
as an initial deposit, another 10% during the construction phase,
and the remaining 80% at delivery. Aedas typically covers cash flow
needs with development loans that are repaid at delivery. The
company´s focus is on individuals, but it is starting to deliver
units to institutional investors. S&P expects that less than 100
units will be delivered to these investors in fiscal 2021 and that
it will remain focused on individuals in the near future.

Aedas exhibits lower leverage than other rated Spanish real estate
developers, with a gross debt to EBITDA expected at about 3x in the
next 12 months. S&P said, "We value positively the company´s
prudent approach toward its balance sheet, with a target leverage
that will allow a maximum net loan to value of 20%, which should
translate in normal conditions into a reported net debt to EBITDA
below 2.0x (or S&P Global Ratings-adjusted gross debt to EBITDA
being maintained at below 3x). At the same time, we expect the
company will maintain EBITDA interest coverage above 5x in the same
period." Pro-forma a successful bond issuance, Aedas will enjoy
diversified funding sources with an average maturity higher than
three years and will target that 60% of its gross debt at a fixed
rate. These debt characteristics are affected by the nature of
Spanish developer loans, which need to be classified as current
liabilities and are usually structured with floating rates. The
average cost of debt at March 31, 2021, was 2.87%.

S&P said, "Our rating factors in the controlling stake (61%) of
financial sponsor Castlelake in Aedas, which could lead to a more
aggressive financial policy in the future The main shareholder of
the company are funds managed by Castlelake. We note that the board
of directors is mainly composed of independent members and that
Castlelake has only two seats. However, we understand that
Castlelake has no plans to relinquish control in the intermediate
term and its stake would give them the right, among others, to take
control of the board of directors. Although it is not our base
case, we believe that having a financial sponsor as the main
shareholder of the company, could eventually push the company
towards a more aggressive financial strategy, deteriorating its
credit metrics.

"The final ratings will depend on our receipt and satisfactory
review of all final transaction documentation of the proposed
senior secured notes. Accordingly, the preliminary ratings should
not be construed as evidence of a final rating. If we do not
receive final documentation within a reasonable timeframe, or if
final documentation departs from materials reviewed, we reserve the
right to withdraw or revise our ratings. Potential changes include
but are not limited to: The utilization of bond proceeds; maturity,
size, and conditions of the bonds; financial and other covenants;
and security and ranking of the bonds.

"The stable outlook reflects our view that the company´s revenue
should remain supported by the high level of pre-sales and
sustained demand for newly built residential units in the outskirts
of Spain´s main metropolitan areas, despite COVID-19 effects on
macroeconomic conditions and the Spanish housing market.

"We estimate Aedas will maintain S&P Global Ratings adjusted debt
to EBITDA at about 3x over the next 12 months, with EBITDA interest
coverage above 5x."

S&P could lower its rating if Aedas' operating performance
deteriorates, for example, owing to a market downturn with a
significant decline in demand or prices in Aedas' units, and it
sees:

-- Debt to EBITDA increasing toward 5x;

-- EBITDA interest coverage falling below 2x; and

-- Liquidity position deteriorating significantly.

At the same time, if Castlelake's approach toward Aedas became more
aggressive, this would also prompt us to lower our rating. This
could happen if, for example, the company increases materially the
expected dividend payout so that Aedas' credit metrics deteriorate
significantly.

The likelihood of an upgrade is currently remote at this stage.
However, a positive rating action could follow a significant change
in the shareholding structure of Aedas, in which Castlelake would
relinquish control in the intermediate term. A positive rating
action would also require a conservative financial policy
consistent with a higher rating level.


BANCAJA 9: Fitch Affirms CC Rating on E Tranche
-----------------------------------------------
Fitch Ratings has affirmed ratings on three Bancaja transactions.

        DEBT                  RATING           PRIOR
        ----                  ------           -----
Bancaja 8, FTA

Class A ES0312887005    LT  AAAsf   Affirmed   AAAsf
Class B ES0312887013    LT  AAsf    Affirmed   AAsf
Class C ES0312887021    LT  A+sf    Affirmed   A+sf
Class D ES0312887039    LT  B+sf    Affirmed   B+sf

Bancaja 9, FTA

Series A2 ES0312888011  LT  A+sf    Affirmed   A+sf
Series B ES0312888029   LT  A+sf    Affirmed   A+sf
Series C ES0312888037   LT  BBB+sf  Affirmed   BBB+sf
Series D ES0312888045   LT  B+sf    Affirmed   B+sf
Series E ES0312888052   LT  CCsf    Affirmed   CCsf

Bancaja 7, FTA

Class A2 ES0312886015   LT  AAAsf   Affirmed   AAAsf
Class B ES0312886023    LT  A+sf    Affirmed   A+sf
Class C ES0312886031    LT  Asf     Affirmed   Asf
Class D ES0312886049    LT  BBB-sf  Affirmed   BBB-sf

TRANSACTION SUMMARY

The transactions comprise fully amortising Spanish residential
mortgages serviced by Caixabank, S.A. (BBB+/Negative/F2).

KEY RATING DRIVERS

Resilient to Coronavirus Additional Stresses: The affirmations and
Stable Outlooks on most of the notes reflect Fitch's views that the
notes are sufficiently protected by credit enhancement (CE) and
excess spread to absorb the additional projected losses driven by
the coronavirus and the related containment measures, which are
producing a very challenging business environment and increased
unemployment in Spain.

Fitch also considers a downside coronavirus scenario for
sensitivity purposes whereby a more severe and prolonged period of
stress is assumed, which accommodates a further 15% increase to the
portfolio weighted average foreclosure frequency (WAFF) and a 15%
decrease to the WA recovery rates (WARR).

The Negative Outlook on Bancaja 7 and Bancaja 9's class D notes
reflect the ratings' vulnerability over the longer term to
performance volatility if the economic outlook deteriorates as a
consequence of a more severe coronavirus crisis. The sensitivity of
the ratings to scenarios more severe than currently expected is
provided in Rating Sensitivities.

CE Trends: Fitch expects Bancaja 8 and Bancaja 9's CE ratios to
continue increasing in the short term due to the prevailing
sequential amortisation. However, CE ratios could reduce for most
tranches if pro-rata amortisation of the notes is activated using a
reverse sequential pay mechanism until tranche thickness targets
are met. For example, Bancaja 8 class A notes' current CE of 50%
could fall to around 19.7% if the pro-rata amortisation applies.

Fitch expects Bancaja 7's CE ratios to increase as note
amortisation has recently switched to strictly sequential and the
reserve fund is at the absolute floor.

Portfolio Risky Attributes: The portfolios are exposed to
geographical concentration, mainly in the region of Valencia. In
line with its European RMBS rating criteria, Fitch applies higher
rating multiples to the base FF assumption to the portion of the
portfolios that exceed two and a half times the population share of
this region relative to the national count. Additionally, around
50% of each portfolio is linked to loans originated via brokers,
which are considered riskier than branch-originated loans and are
subject to a FF adjustment factor of 150%.

Bancaja 9 Capped by Payment Interruption Risk: Fitch views Bancaja
9 as exposed to payment interruption risk in the event of a
servicer disruption, as the available liquidity sources (reserve
funds) have been depleted in the past by weak asset performance.
The reserve funds may also not allow for long-term coverage of
senior fees, net swap payments and senior notes' interest during
the minimum three months needed to implement alternative servicing
arrangements.

The notes' maximum achievable ratings are commensurate with the
'Asf' category, in line with Fitch's Structured Finance and Covered
Bonds Counterparty Rating Criteria. Fitch views Bancaja 7 and 8 as
sufficiently protected against this risk via the available reserve
funds.

Liquidity Offsets Payment Holiday Stresses: Fitch does not expect
the Covid-19 emergency support measures introduced by the Spanish
government and banks for borrowers in vulnerability to negatively
affect the SPV's liquidity positions, given the limited take-up
rate of payment holidays in the transactions (3.3%, 3.2% and 11.0%
for Bancaja 7, 8 and 9, respectively as of February 2021), which
are below or around the national average of around 10% as of March
2021. Furthermore, in Fitch's view, current and projected liquidity
sources are robust and able to offset the temporary liquidity
stress for Bancaja 7 and 8. The ratings on Bancaja 9's notes are
constrained due to liquidity limitations.

Bancaja 9 has an Environmental, Social and Governance (ESG)
Relevance Score of '5' for Transaction & Collateral Structure due
to unmitigated payment interruption risk, which has a negative
impact on the credit profile, and is highly relevant to the rating,
resulting in a downward adjustment to the ratings by at least one
notch.

RATING SENSITIVITIES

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

-- Bancaja 7 and 8's class A notes are rated at the highest level
    on Fitch's scale and cannot be upgraded.

-- For Bancaja 9's class A and B notes, improved long-term
    liquidity availability against a servicer disruption event.
    This is because the notes are capped at 'A+sf' due to payment
    interruption risk.

-- For the mezzanine and junior notes, increased CE as the
    transactions deleverage to fully compensate for the credit
    losses and cash flow stresses that are commensurate with
    higher rating scenarios.

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

-- For Bancaja 7 and 8's class A and B notes, a downgrade of
    Spain's Long-Term Issuer Default Rating (IDR) that could
    decrease the maximum achievable rating for Spanish structured
    finance transactions. This is because the notes are capped at
    the 'AAAsf' maximum achievable rating in Spain, six notches
    above the sovereign IDR.

-- A longer-than-expected coronavirus crisis that erodes
    macroeconomic fundamentals and the mortgage market in Spain
    beyond Fitch's current base case and downside sensitivities.
    CE ratios unable to fully compensate the credit losses and
    cash flow stresses associated with the current ratings
    scenarios, all else being equal.

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.

CRITERIA VARIATION

Recovery Rate Haircut: For Bancaja 9, Fitch has applied a 15%
haircut to the ResiGlobal model-estimated recovery rates across all
rating scenarios considering the materially lower transaction
recoveries on cumulative defaults observed to date (around 61%)
versus un-adjusted model expectations. This constitutes a variation
from Fitch's European RMBS Rating Criteria with a maximum
model-implied rating impact of minus one notch.

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

Bancaja 7, FTA, Bancaja 8, FTA, Bancaja 9, FTA

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

Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transactions' initial
closing. The subsequent performance of the transactions over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.

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

ESG CONSIDERATIONS

Bancaja 9, FTA has an ESG Relevance Score of '5' for Transaction &
Collateral Structure due to unmitigated payment interruption risk,
which has a negative impact on the credit profile, and is highly
relevant to the rating, resulting in an implicitly lower rating.

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

GRUPO ANTOLIN: S&P Upgrades Rating to 'B' on Resilient Cash Flow
----------------------------------------------------------------
S&P Global Ratings raised its ratings on Spain-headquartered global
auto supplier Grupo Antolin Irausa SA (Grupo Antolin) and its
senior secured notes to 'B' from 'B-'.

The stable outlook indicates S&P's forecast that Grupo Antolin will
improve its adjusted debt to EBITDA to about 5x and adjusted funds
from operations (FFO) to debt well above 12% in the course of 2022,
in addition to FOCF to debt converging toward 5%.

Grupo Antolin demonstrated good cost and cash management in 2020,
indicating the resilience of margins and cashflows to weaker market
conditions. In full-year 2020, Grupo Antolin's revenue and adjusted
EBITDA contracted by about 24% and 38%, respectively. Although
representing steep declines in absolute terms, this implies only
moderate deterioration of the company's adjusted EBITDA margin to
4.8% in 2020 from 5.9% in 2019. S&P said, "In our view, the impact
of lower topline on profitability was successfully cushioned by the
company's significant share of variable costs, as well as
various--temporary and permanent--cost reduction efforts. In the
last two years, raw material costs, which we consider mostly
variable, accounted for 57%-60% of Grupo Antolin's total operating
expenses excluding depreciation and amortization. Moreover, Grupo
Antolin launched new cost savings measures in 2020, in particular
to improve its industrial efficiency and optimize its footprint,
which delivered initial run-rate savings of more than EUR60 million
in 2020. Moreover, at EUR128 million (before lease repayments),
Grupo Antolin's 2020 adjusted FOCF was materially ahead of our
expectations (after EUR178 million in 2019), primarily aided by a
reduction in the company's core working capital to 8.6% of sales
from 10% in 2019, as well as a 41% cut in cash capital expenditure
(capex). We think this performance indicates a higher degree of
margin and cash flow resilience during the peak of the COVID-19
pandemic than we previously expected."

The recovery of light vehicle demand should enable Grupo Antolin to
materially reduce leverage in 2021-2022. S&P said, "We project a
meaningful rebound in light vehicle sales in Grupo Antolin's key
regions in 2021, with growth of more than 8% in Europe and more
than 13% in the U.S., and we foresee similar growth in light
vehicle production in these markets. In our updated base case, this
is likely to propel 9%-11% revenue growth for Grupo Antolin this
year, followed by 7%-9% in 2022. Paired with further cost
efficiency measures, under which Grupo Antolin targets additional
run-rate savings of EUR70 million-EUR80 million in 2021, as well as
some operating leverage, we estimate this will boost organic
leverage reduction capacity, with our adjusted EBITDA reverting to
2019 levels by 2022. This should translate into adjusted leverage
of about 5.0x and FFO to debt of more than 15% next year, with
significant progress towards these thresholds in 2021. Although we
expect working capital needs and a normalization of capex from the
low of 4.5% of sales in 2020 will weigh on FOCF in the next two
years, we anticipate adjusted FOCF will exceed EUR20 million this
year, and our FOCF to debt should edge up toward 5% in 2022."

S&P said, "We expect near-term risks to our forecasts will subside
in 2022. We acknowledge a meaningful degree of uncertainty around
the pace of recovery of light vehicle production in 2021 given
overhangs such as the industry's semiconductor shortage and other
supply chain challenges, and hence for the improvement of Grupo
Antolin's credit metrics this year. That said, we believe most of
possible supply-side related shortfalls in light vehicle production
in 2021 will merely shift into 2022, increasing our confidence in
the leverage reduction trajectory. For the next two years, more
than 90% of Grupo Antolin's sales are contracted, which provides
additional visibility, although auto original equipment
manufacturers can reduce volumes typically by up to 15% without
compensation.

"Grupo Antolin's material cash buffer continues to provide
additional rating support. In our leverage calculations we focus on
gross debt and do not deduct the group's cash and cash equivalents
(EUR402 million as of Dec. 31, 2020) in line with our corporate
ratings methodology. At the same time, we recognize the significant
cash balances that Grupo Antolin currently holds and has held
historically, making our debt calculation conservative. We expect
the group to at least partially apply excess cash towards debt
reduction in the coming years. Our adjusted debt of EUR1.58 billion
at year-end 2020 therefore includes the group's gross financial
debt (EUR1.2 billion), reported lease liabilities of EUR294
million, unfunded pension obligations of EUR21 million, and EUR48
million of usage under factoring facilities."

The modification of the company's main term loan creates further
flexibility in terms of covenant headroom. On May 5, 2021, Grupo
Antolin signed an amendment to its EUR450 million term loan and
EUR200 million revolving credit facility (RCF) facilities, under
which EUR377 million was outstanding (all under the term loan) as
of Dec. 31, 2020. Main features include a temporary relaxation of
the 3.5x net leverage covenant, for which testing is set to resume
from the third quarter, to 4.0x during 2021, and a shift of the
bulk of scheduled amortization from 2022–2023 to 2025–2026,
subject to Grupo Antolin refinancing its EUR385 million notes due
2024 no later than early 2024. Lenders receive compensation in the
form of increased interest margins and one-time amendment fees. S&P
said, "We consider the additional flexibility under the net
leverage covenant as supportive, given it provides additional
buffer to absorb setbacks during the possibly uneven industry
recovery in the second half of 2021. Grupo Antolin has not amended
the covenants under its EUR100 million European Investment Bank
(EIB) facility due 2027, which still stipulates covenant testing
with a net leverage cap of 3.5x. However, in our revised base case,
we forecast at least 20% headroom even under the 3.5x threshold in
2021, and we believe Grupo Antolin would not face difficulties
obtaining a temporary relaxation similar to the one obtained under
the main term loan in light of the demonstrated ability to generate
meaningful free cash flow during an industry downturn." This was
the case in 2020 when the company successfully negotiated covenant
waivers with both term loan and EIB lenders in rapid succession.

S&P said, "The stable outlook reflects our forecast that a rebound
in industry demand paired with continued cost discipline will
enable Grupo Antolin to improve its credit metrics sustainably in
the next 12–18 months, resulting in adjusted debt to EBITDA
declining toward 5x and adjusted FFO to debt of more than 15% in
2022, combined with adjusted FOCF to debt approaching 5%."

Upside scenario

S&P could raise the rating if Grupo Antolin's adjusted debt to
EBITDA decreases below 4.5x and its adjusted FFO to debt
strengthens toward 20%. FOCF to debt would also have to trend above
7%, with all metrics achieved on a sustainable basis, coupled with
an improved adjusted EBITDA margin of about 7%.

Downside scenario

S&P could lower the rating if weaker market recovery or operating
setbacks lead it to expect Grupo Antolin's adjusted debt to EBITDA
and adjusted FFO to debt will remain well above 5.5x and well below
12% on a prolonged basis, or if adjusted FOCF remained materially
below 2% of adjusted debt absent revenue growth that is materially
faster than in its base case.




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

VATTENFALL AB: S&P Assigns 'BB+' Rating to New Hybrid Securities
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term issue rating to the
proposed 2083, optionally deferrable, and subordinated hybrid
capital securities to be issued by Vattenfall AB (BBB+/Stable/A-2).
The hybrid amount remains subject to market conditions, but we
expect the proceeds to be used to replace the existing SEK6 billion
hybrids, with a first call date in 2022.

S&P considers the proposed securities to have intermediate equity
content until its first reset date because they meets its criteria
in terms of its ability to absorb losses and preserve cash in times
of stress, including through subordination and the deferability of
interest at the company's discretion in this period.

Parallel with the issuance, Vattenfall launched a tender offer on
the existing SEK3 billion 2077-NC-7 fixed rate capital securities
and SEK3 billion 2077-NC-7 floating rate capital securities.
According to our estimates, after this transaction the overall
amount of hybrid capital eligible for intermediate equity credit
will remain within the 15% capitalization limit. On a preliminary
basis, we expect a ratio of 8%-10%.

S&P said, "Upon completion of the transaction, we will assign
intermediate equity content to the new hybrid instruments until the
first reset date, or the 2028 call date (as applicable), set at
least seven years after issuance; and we will remove the equity
content of any outstanding amount from the two tendered hybrid
instruments. We also continue to assess the other outstanding
hybrids as having intermediate equity content.

"We arrive at our 'BB+' issue rating on the proposed security by
notching down from our 'bbb' stand-alone credit profile for
Vattenfall. The ICR is 'BBB+', but as believe the likelihood of
extraordinary government support from the Swedish state to this
security is low, we notch down from the stand-alone credit
profile." The two-notch differential reflects S&P's notching
methodology of deducting:

-- One notch for subordination because S&P's long-term issuer
credit rating on Vattenfall is investment grade (that is, higher
than 'BB+'); and

-- An additional notch for payment flexibility, to reflect that
the deferral of interest is optional.

S&P said, "The notching to rate the proposed security reflects our
view that the issuer is relatively unlikely to defer interest.
Should our view change, we may increase the number of notches we
deduct to derive the issue rating.

"In addition, to reflect our view of the intermediate equity
content of the proposed securities, we allocate 50% of the related
payments on the security as a fixed charge and 50% as equivalent to
a common dividend. The 50% treatment of principal and accrued
interest also applies to our adjustment of debt."

Vattenfall can redeem the securities for cash at any time during
the six months before the first interest reset date, which we
understand will be 2028 (first call date) and on any coupon payment
date thereafter. Although the proposed securities are due in 2083,
they, can be called at any time for tax reasons, rating methodology
changes, or upon a substantial repurchase event. If any of these
events occur, Vattenfall intends, but is not obliged, to replace
the instruments. In our view, this statement of intent mitigates
the issuer's ability to repurchase the notes on the open market.
Vattenfall can also call the instruments any time prior to the
first call date at a make-whole premium (make-whole call). S&P does
not consider that this type of make-whole clause creates an
expectation that the issues will be redeemed during the make-whole
period. Accordingly, it does not view it as a call feature in our
hybrid analysis, even if it is referred to as a make-whole-call
clause in the hybrid documentation.

S&P said, "We understand that the interest to be paid on the
proposed securities will increase by at 25 basis points (bps) from
2033, and a further 75 bps from 2048. We consider the cumulative
100 bps as a material step-up, which is currently unmitigated by
any binding commitment to replace the instrument at that time. We
believe this step-up provides an incentive for the issuer to redeem
the instrument on its first reset date.

"Consequently, we will no longer recognize the instruments as
having intermediate equity content after its first reset date,
because the remaining period until its economic maturity would, by
then, be less than 20 years. However, we classify the instruments
equity content as intermediate until its first reset date, so long
as we think that the loss of the beneficial intermediate equity
content treatment will not cause the issuer to call the instruments
at that point. Vattenfall's willingness to maintain or replace the
instruments in the event of a reclassification of equity content to
minimal is underpinned by its statement of intent."

KEY FACTORS IN S&P's ASSESSMENT OF THE SECURITIES' DEFERABILITY

In S&P's view, Vattenfall's option to defer payment on the proposed
securities is discretionary. This means that Vattenfall may elect
not to pay accrued interest on an interest payment date because it
has no obligation to do so. However, any outstanding deferred
interest payment, plus interest accrued thereafter, will have to be
settled in cash if Vattenfall declares or pays an equity dividend
or interest on equally ranking securities, and if Vattenfall
redeems or repurchases shares or equally ranking securities.
However, once Vattenfall has settled the deferred amount, it can
still choose to defer on the next interest payment date.

KEY FACTORS IN S&P's ASSESSMENT OF THE SECURITIES' SUBORDINATION

The proposed securities and coupons are intended to constitute the
issuer's direct, unsecured, and subordinated obligations, ranking
senior to their common shares and any obligations which rank or are
expressed by their terms to rank junior to the securities and
parity securities.




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

GATEGROUP HOLDING: S&P Cuts Issuer Rating to 'SD', Off Watch Neg.
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer rating on airline caterer
gategroup Holding AG to 'SD' from 'CCC' and removed it from
CreditWatch, where S&P placed it with negative implications on Nov.
18, 2020.

S&P will reassess gategroup's creditworthiness in the coming days,
once we have reviewed the group's revised capital structure,
liquidity position, and business prospects.

The downgrade follows gategroup's completion of its debt
restructuring.

gategroup announced that it has completed a comprehensive
restructuring of its debt, whereby its creditors have agreed to
extend the maturity of the Swiss franc (CHF) 350 million unsecured
notes and EUR665 million senior bank debt (including a EUR250
million term loan and a EUR415 million revolving credit facility)
by five years, to February 2027 and October 2026 respectively. In
addition, as part of the transaction, the senior debt lenders have
agreed to exchange annual cash interest payments for an option for
gategroup to capitalize its interest. In addition, financial
maintenance covenants (net leverage and interest cover ratios) were
replaced with a CHF25 million minimum liquidity test and certain
margin step-up provisions in the original credit agreement were
removed.

S&P views the transaction as distressed since it believes lenders
will receive less value than originally promised.

gategroup reported a 68% drop in revenue and negative EBITDA of
CHF257 million for 2020, compared with CHF440 million in 2019. In
addition, there remains considerable uncertainty regarding the
prospects for the air travel industry. S&P said, "We therefore
believe the company would have faced a liquidity shortfall in the
near term, since the EUR665 million bank debt was originally due
for repayment in October 2021 followed by the CHF350 million notes
in February 2022. Consequently, we view the debt restructuring as
distressed and tantamount to a default. We note the 3% cash coupon
payable on the notes will be maintained."

As part of gategroup's recapitalization plan, its shareholders have
provided additional liquidity.

gategroup's shareholders--Temasek, the Singapore state investment
fund; and RRJ Capital, the Singapore-based private equity
firm--have extended funds to the company in the form of equity
(CHF25 million) and a long-term subordinated convertible loan
(CHF475 million). The loan will accrue interest at 12.5% that will
be due when it matures in March 2027. These funds will replace a
super senior CHF200 million liquidity facility (of which about
CHF60 million was drawn as of Dec. 31, 2020) that gategroup's
owners had made available to the company in November 2020 as
short-term liquidity support.

S&P will reevaluate its issuer credit rating in the coming days
once we have reviewed gategroup's liquidity position.

Among other factors, S&P will assess the sustainability of
gategroup's revised capital structure, taking into consideration
its operating performance amid ongoing cash burn, industry
dynamics, and lingering uncertainty about the pandemic's impact.

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

-- Health and safety




=============
U K R A I N E
=============

INTERPIPE HOLDINGS: Fitch Assigns Final B Rating to USD300MM Notes
------------------------------------------------------------------
Fitch Ratings has assigned Interpipe Holdings plc's USD300 million
8.375% guaranteed notes due 2026 a final 'B' senior unsecured
rating with a Recovery Rating of 'RR4'.

The notes constitute the majority of Interpipe's post-2020 capital
structure, and rank senior to the group's subordinated shareholder
loan (end-2020: USD47 million). The noteholders benefit from
guarantees from Interpipe's major subsidiaries representing at
least 80% of the group's consolidated EBITDA. The notes'
documentation contains an incurrence net debt-to-EBITDA covenant of
2.0x and restricted payments clauses that cap shareholder
distributions.

Interpipe's Long-Term Issuer Default Rating (IDR) of 'B'
incorporates the group's smaller scale than peers', exposure to the
Ukrainian operating environment and an evolving financial policy.
Its pipe business is partly exposed to the oil and gas markets
where customers have volatile capex alongside oil price
fluctuations. Interpipe is also having to expand the geographic
diversification of its wheels' sales following the Russian ban on
imports of Ukrainian wheels. These weaknesses are counterbalanced
by a high share of value-added steel products (pipes and railway
products) and Interpipe's leading domestic and regional market
position in seamless pipes and wheels. The group benefits from
integration into competitively priced scrap and billets, and its
sales are geographically diversified.

KEY RATING DRIVERS

Notes Driving Debt Turnaround: Fitch expects Interpipe's debt
quantum to rebase at USD300 million - USD350 million following the
notes placement, representing a structural capital structure
turnaround from an all-time minimum debt of around USD50 million
reached at end-2020. Fitch expects the notes to form the majority
of the post-2020 capital structure, with the rest being bilateral
bank loan facilities. Fitch does not treat the group's performance
securities as debt as they are linked to cash flow generation nor
its subordinated USD47 million outstanding shareholder loan.

Russian Wheels Import Ban: Russia, the market accounting for 23% of
Interpipe's wheels sales in 9M20, announced an import ban on
Ukrainian wheels in February 2021. This accelerated the
normalisation of Interpipe's wheels segment performance Fitch had
expected earlier. Interpipe's response plan includes re-focusing on
other CIS as well as lower-priced European markets. Fitch expects
this to only partly mitigate the Russian market closure. Fitch have
therefore lowered its estimates for the medium-term wheel segment's
EBITDA to USD50 million-USD60 million, versus USD80 million
estimated previously.

Wheels Sales to Moderate: Fitch expects wheels sales volumes to
moderate to around 150kt - 160kt from 2021, with Interpipe's
geographical mix shifting away from CIS to non-CIS export markets
(mostly Europe), which Fitch expects to overtake the majority of
wheels shipments from 2021. Fitch estimates non-CIS shipments at
90kt - 100kt over the next three to four years, versus 77kt in
2020.

Divergence in Pipe Volume Recovery: Interpipe's oil country tubular
goods (OCTG) sales volumes more than halved in 2020 due to a global
downturn in oil & gas affecting domestic demand and exports to the
US. Fitch assumes a full recovery in OCTG no earlier than 2022,
mostly driven by Middle East and CIS markets. In contrast, seamless
line pipes sales moderately grew in 2020 and are expected to be
roughly flat in 2021-2022.

Recovery in volumes and prices driven by capex initiatives in the
pipe segment should hasten the segment's EBITDA growth towards
USD80 million-USD90 million, exceeding the USD35 million-USD50
million pre-pandemic.

Capex Revised Up: Interpipe's capex will peak at USD80
million-USD90 million in 2021-2022, driven by a number of
initiatives including new pipe heat treatment equipment,
pipe-rolling mill modernisation and new OCTG finishing line for
casing. Wheels projects are aimed at expanding processing and
painting capacity as well as at wheelset assembly expansion.

Building Up Financial Record: Interpipe's prudent approach to capex
and record-high earnings have allowed debt repayment since the
group's restructuring in 2019. Following the notes placement, Fitch
expects the group to gradually build up a record of newly
established financial policies, shaped by covenants and/or by
internally developed financial policies.

Barriers to Entry: Long-standing customer relationships and
time-consuming certification processes in various jurisdictions,
particularly in the wheels segment, provide barriers to entry.
These benefits, however, come with higher volume risk and longer
customer replacement periods, especially in export markets. It is
also partly exposed to volatile oil markets via the pipes division
and to the Ukrainian and CIS economies especially via the wheels
business, which exacerbate market pressure during recessions;
commodity market volatility; or escalating trade barriers.

Trade Restrictions Risk: Interpipe's exports exceed 70% of
revenues, exposing the group to tariffs and quotas. Pipes are more
exposed as proven by the recent 10% import duties introduced by
Saudi Arabia and Turkey in 2Q20, on top of the trading restrictions
imposed by Eurasian Customs Union, the EU, USA, Mexico and Brazil.
The risk of trade restrictions in wheels is primarily related to
the Eurasian Customs Union market where Interpipe faced Russia's
import ban following the anti-dumping duty.

Fees Excluded from Leverage: Interpipe's restructuring agreement as
of 25 October 2019 includes performance-sharing fees.
Performance-sharing fees apply once the previous notes and term
loan are fully discharged over three consecutive years, and now
stand at 15% of adjusted consolidated EBITDA. Interpipe's full
redemption of previous notes in 1Q21 is in line with Fitch's
earlier expectations, and triggers performance fees of around USD25
million-USD27 million per year in 2022-2024, based on Fitch's
USD170 million-USD180 million post-2021 EBITDA assumption.

DERIVATION SUMMARY

Interpipe is a small producer with a strong position in niche and
consolidated segments such as steel pipes (top 10 globally) and
wheels (top five globally). Both segments, particularly wheels, are
higher value-added steel products characterised with barriers to
entry, long-standing customer relationships and certification
processes in various jurisdictions. However, the segments are also
exposed to high volume risk.

Interpipe's closest peer is PJSC Chelyabinsk Pipe Plant (BB-/RWN),
a Russian seamless and large diameter pipe (LDP) producer with
bigger scale, an incumbent position in Russia's steel pipes market,
and partial integration into billets. ChelPipe's lack of wheels
exposure is offset by diversification towards LDP with different
market dynamics.

Interpipe's EMEA steel peers also include Russia's PJSC Novolipetsk
Steel, PJSC Magnitogorsk Iron & Steel Works and PAO Severstal (all
BBB/Stable), EVRAZ plc (BB+/Stable) and ArcelorMittal S.A.
(BB+/Positive), which benefit from partial or full integration into
iron ore and/or coal, much bigger scale and, in the case of Russian
peers, global cost leadership in steel operations. They also have
lower volume risk but lack Interpipe's value-added product share
and higher barriers to entry compared with their more commoditised
markets.

Interpipe's post-restructuring leverage profile is rebased at a
higher level following the notes issue, placing the group between
low-leveraged investment-grade Russian steel peers and
higher-leveraged peers in the 'BB' rating category. Fitch expects
Interpipe's margins to moderate and converge with ChelPipe's, but
remain below most steel peers', except for ArcelorMittal's, by
2022-2024.

KEY ASSUMPTIONS

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

-- Pipes volumes to recover towards 675kt by 2024 from around
    485kt p.a. in 2020;

-- Wheels volumes at around 150kt from 2021, down from 193kt in
    2020, following Russia's ban on imported wheels;

-- EBITDA to moderate towards USD190 million in 2021 and around
    USD170 million-USD180 million thereafter as the wheels
    segment's normalisation is partially offset by the pipes
    segment's rebound;

-- Performance-sharing fees to commence from 2H22, constituting
    15% of two prior semi-annual EBITDA;

-- Capex to peak at 9%-10% of sales in 2021-2022 and average 5%
    in 2023-2024;

-- Shareholder distributions to commence at a USD230 million peak
    in 2021, moderating towards levels that are commensurate with
    neutral post-dividend FCF by 2023-2024.

Key Recovery Analysis Assumptions

The recovery analysis assumes that Interpipe would be considered a
going concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated.

Interpipe's GC EBITDA assumption of USD140 million is a combination
of USD70 million EBITDA for the pipes segment, USD50 million for
the wheels segment and USD20 million for the steel segment.

The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganisation EBITDA level upon which Fitch bases the
enterprise valuation. The wheels segment EBITDA reflects its
vulnerability to trade restrictions at export destinations, as
shown by the recent Russian ban on Ukrainian wheel products. The
EBITDA estimate for pipes takes into account the 2020 oil-and-gas
market volatility both domestically and abroad, but assumes
Interpipe's investments into the segment including premium OCTG
products will place the segment's GC EBITDA above the 2020 level.

Fitch applies an enterprise value /EBITDA multiple of 4.0x to
reflect the structurally cash-generative business consisting of two
segments, but also reflecting Interpipe's small scale and asset
base concentrated in Ukraine.

Interpipe's USD45 million bilateral secured bank facilities are
senior to the company's USD300 million guaranteed notes.

After deducting 10% for administrative claims and taking into
account Fitch's Country-Specific Treatment of Recovery Ratings
Rating Criteria, Fitch's waterfall analysis generated a
waterfall-generated-recovery calculation (WGRC) for the guaranteed
notes in the 'RR4' band, indicating a 'B' instrument rating. The
WGRC output percentage on current metrics and assumptions was 50%.

RATING SENSITIVITIES

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

-- Record of a conservative financial policy and established
    corporate governance practices with FFO leverage sustained
    below 2.5x on a gross basis or 2.0x on a net basis;

-- Larger scale or increased diversification supporting
    resilience to commodities markets and/or economic slowdown;

-- The above factors may lead to an upgrade only if Ukraine's
    sovereign rating is upgraded or Interpipe's hard-currency debt
    service cover is above 1.0x on a 12-month rolling basis, as
    calculated in accordance with Fitch's Non-Financial Corporates
    Exceeding the Country Ceiling Rating Criteria.

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

-- EBITDA margin sustained below 14% on adverse market
    developments and volume pressure;

-- FFO leverage sustained above 3.5x on a gross basis or above
    3.0x on a net 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

Strong Liquidity Post-Restructuring: Interpipe enters 2021 with
strong liquidity with a USD97 million cash buffer against USD6
million outstanding previous notes and a USD45 million bilateral
bank facility due from 2023. Fitch forecasts liquidity to remain
strong following the new USD300 million guaranteed notes issue.
Fitch does not anticipate additional substantial debt nor a drain
on its cash position to materially below USD100 million from
funding shareholder distributions. This is despite Fitch's
assumptions of post-dividend FCF remaining negative in 2021 and
moving towards neutral levels by 2023-2024.

ESG CONSIDERATIONS

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



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

ACACIUM GROUP: S&P Assigns 'B' Long-Term ICR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to U.K.-based integrated specialized staffing and health care
services platform Acacium Group Ltd. (Acacium) and the group's
financing subsidiary, Impala Bidco 0 Ltd. S&P also assigned 'B'
issue ratings and a '3' recovery rating to the new proposed term
loan as part of the transaction.

Once the transaction closes, S&P will also withdraw its existing
issuer credit rating on Indigo Cleanco Ltd.
The stable outlook reflects our expectation that Acacium's credit
metrics will remain robust in the next two years. We expect that
EBITDA margins in the 10%-11% range, and positive annual FOCF of
about GBP22 million and GBP36 million in FY2021 and FY2022,
respectively, will support deleveraging over the next two years.

The group intends to refinance its capital structure and secure a
lower interest rate through the proposed issuance of a GBP375
million term loan.

The proceeds of the term loan will be partly used to repay the
existing GBP313 million debt facility, which comprises a GBP268
million term loan and GBP45 million of incremental debt raised for
mergers and acquisitions (M&A) purposes in 2021. The remainder of
the transaction proceeds will be used to repay a GBP53 million
shareholder loan. The shareholder loan, which includes accrued
interest, was part of the capital funding for Onex's acquisition of
the group in 2020 and is treated as debt-like in our analysis. Post
transaction, the capital structure will retain preferred shares,
accruing at 10% per year (about GBP199 million as at March 2021).
Nevertheless, S&P views this instrument as equity-like and exclude
the preferred shares from our leverage metrics. As part of the
proposed transaction, the group will also have GBP21 million of
cash on balance sheet and full capacity under a newly upsized
revolving credit facility (RCF) amounting to GBP45 million.

Although S&P Global Ratings-adjusted leverage for Acacium under
TowerBrook Capital Partners' ownership exceeded the 5.0x threshold,
S&P now expects a deleveraging relative to historical levels, and
continued positive FOCF.

S&P said, "In our revised base case, we estimate adjusted debt to
EBITDA falling below 5.0x at an average of 4.8x in FY2022-FY2023.
Funds from operations (FFO) cash interest coverage will also remain
buoyant and in excess of 3.0x over FY2021-FY2023 in our base case.
The staffing and services business model by nature is relatively
asset-light (capital expenditure [capex] historically below 1% of
revenue), and management intends to further invest in digitization
and improving customer experience and worker productivity through a
range of technology applications and solutions. This could boost
the group's competitive positioning in the medium term, and its
ability to generate FOCF, with our base case forecasting FOCF of
GBP22 million-GBP36 million in FY2021-FY2022.

"In addition to the sponsor's commitment, we would require a
stronger track record of adjusted gross leverage remaining
sustainably below the 5.0x level before reassessing our view on the
group's financial policy.

"We understand from our discussions with the financial sponsor that
the group is committed to a more prudent capital structure. Onex
Partners' investment thesis is predicated on pro forma net leverage
below 5.0x, and with excess cash flow generation being redeployed
in the business and M&A rather than distributed back to the
shareholders. As such, the opening net leverage and communicated
financial policy appear more conservative compared with previous
years. However, we believe that the relatively small size of
Acacium could cause some sensitivity in the credit metrics, with
relatively small absolute changes in the EBITDA and debt quantum
moving leverage. Furthermore, with financial policy supporting
growth on an organic and inorganic basis, and a heightened
likelihood of more acquisitive behavior relative to previous years,
we do not disregard the risk of a temporary increase in leverage
for bolt-on acquisitions remaining near the 5.0x leverage threshold
on a gross basis, if unanticipated financial pressures were to
arise. Therefore, a longer period of adjusted leverage remaining
sustainably and materially below 5.0x, with the sponsor not
undertaking any dividend recapitalizations or similar shareholder
distributions, would be needed before we reassessed our view on the
group's financial policy.

"In our view, the group's concentration on the U.K. and its
potential political and economic risk are counterbalanced by a
supportive regulatory environment, robust long-term funding
prospects, and high demand for health care services.

"We believe that controlled rates under agency staff expenditure
will remain a priority within the wider regulatory framework.
However, over the rating horizon, we expect accelerating funding
growth with limited risk of NHS reforms resulting in price caps or
reduced rates, which would in turn affect volumes. Furthermore,
Acacium's current end-to-end service offering and expansion into
new ancillary services will further insulate margins, in our view.
Indeed, as the U.K. emerges from the pandemic, the backlog of
elective care and diagnostics, which were delayed in 2020, and
growth opportunities in preventative and community-based care
should support growth in Acacium's gross margin and its health and
community service offering. When taking a longer-term perspective,
an ageing demographic and structural imbalances between the demand
and supply of health care, with the shortage of nurses and clinical
staff in the U.K., remains topical in our view, ultimately
supporting creditworthiness.

"The stable outlook reflects our expectation that Acacium's credit
metrics will remain robust in the next two years. We expect that
EBITDA margins in the 10%-11% range, and positive annual FOCF of
about GBP22 million and GBP36 million in FY2021 and FY2022,
respectively, will support deleveraging over the next two years."

S&P could take a negative action on the ratings if:

-- Adjusted debt to EBITDA rose above 6.5x on a sustained basis;

-- FOCF turned negative; or

-- FFO cash interest coverage decreased below 2.0x.

S&P could raise its ratings if adjusted leverage remains below 5.0x
on a sustained basis, with a firm commitment from the sponsor to
remain at that level, and if there were a longer track record of
deleveraging.


ALEXANDER INGLIS: Goes Into Administration
------------------------------------------
Scott Wright at The Herald reports that an East Lothian-based grain
merchant, which for years was run by the former Scotland rugby
captain Jim Aitken, has fallen into administration.

According to The Herald, Alexander Inglis & Son, which supplies
grain and cereals to the whisky and distilling industries, is to be
wound down after a poor harvest in 2020 was compounded by a fall in
demand arising from the pandemic.

Joint administrators Tom MacLennan and Chad Griffin at FRP said
Alexander Inglis also continued to be impacted by losses on
dealings with the failed Philip Wilson Group, The Herald relates.
FRP said in a statement the board determined the best course of
action was to wind the business down to maximise value to
creditors, The Herald notes.

The company, which was formed in 1950, employs 40 staff and turns
over GBP100 million, operating from five grain stories across the
Borders and east of Scotland.

FRP added the wind down will involve confirming title to stock held
in the stores and to the extent owned by third parties, liaising
with owners on stock disposals, The Herald discloses.


GREENSILL CAPITAL: Lex Greensill Describes Relationship w/ Cameron
------------------------------------------------------------------
Reuters reports that Australian banker Lex Greensill on May 11 said
he would not have described former British Prime Minister David
Cameron as his friend, and only met him a few times during a spell
working as an adviser to the British government.

"I wouldn't say that Mr. Cameron and I were friends," Greensill
told a parliamentary committee.  "I met him a couple of times in
the time that I worked with the Cabinet Office."

Mr. Cameron, who was prime minister from 2010 to 2016, went on to
work for Greensill Capital, a supply chain finance company which
collapsed earlier this year, Reuters discloses.


INSPIRED ENTERTAINMENT: Fitch Rates GBP235MM Sec. Notes 'B(EXP)'
----------------------------------------------------------------
Fitch Ratings has assigned Inspired Entertainment (Financing) Plc's
prospective GBP235 million senior secured notes an expected senior
secured rating of 'B(EXP)' with a Recovery Rating of 'RR3'/65%. The
expected rating is aligned with existing instrument ratings, while
recovery is slightly lower due to the presence of a super senior
GBP20 million revolving credit facility (RCF) in the capital
structure.

The assignment of final rating is conditional upon the completion
of the new notes prepaying existing term loans, and final terms and
conditions of the new notes being in line with information already
received.

Inspired Entertainment, Inc's (Inspired) Long-Term Issuer Default
Rating (IDR) of 'B-' reflects the company's moderate size in a
fragmented industry, limited diversification, high exposure to
land-based operations, and continued regulatory pressure. Fitch
expects improvement in credit metrics in 2022, with funds from
operations (FFO) adjusted gross leverage returning to below 6.0x,
following a reopening of gaming and leisure venues during 2Q21 and
limited but sufficient liquidity to accommodate a gradual recovery
until free cash flow (FCF) turns positive in 2022.

KEY RATING DRIVERS

Refinancing to Extend Maturity Profile: The new GBP235 million
notes will be used to refinance existing debt. Refinancing will
extend Inspired's debt maturity profile by one and a half year.
Under the new funding structure, Inspired will also extend its
GBP20 million RCF on a super-senior basis.

Post-pandemic Recovery: Fitch forecasts EBITDA to recover to around
USD80 million in 2022, which remains around 10% below adjusted 2019
EBITDA pro-forma for the acquisition of Novomatic's UK Gaming
Technology Group (NTG) in October 2019. Fitch expects gradual
recovery on the back of continued social-distancing measures and
behaviour, as UK land-based gaming and leisure sites re-open from
mid-April and mid-May 2021, respectively. Fitch anticipates healthy
profitability with around a 15% FFO margin and on average around a
6% free cash flow (FCF) margin from 2022 onwards.

Adequate Leverage from 2022: Fitch forecasts 2022 FFO adjusted
gross leverage below 6.0x (vs. above 10x expected in 2021) when
trading normalises, which is commensurate with the 'B-' rating. A
weaker US dollar has had a positive impact on the income forecast
relative to Fitch's previous projection. Fitch does not forecast a
material reduction in debt over the four-year rating horizon.

Intact Business Model: Fitch's rating case projects that Inspired's
business model will remain intact once the pandemic subsides.
Inspired has established itself in the global gaming sector as an
innovative and reliable provider of virtual, mobile and
server-based games. This enables it to win new medium-term
contracts for the supply of technology and the management of online
games and virtual sports- betting in its markets, supporting
medium-term cash flow visibility once trading resumes.

Concentration Risk: The rating also reflects its modest size,
geographic concentration, with the UK contributing a significant
76% of revenues in 2020, and high customer concentration with the
top 10 accounts comprising 60% of 2020 revenues. Contracts coming
up for renewals are somewhat mitigated by long- term relationships,
sticky contracts and a record of contract extensions.

High Execution Risk: Fitch sees high execution risk as the business
gradually recovers in a post-pandemic environment, with limited
financial flexibility potentially restricting its growth. Fitch
expects that revenue recovery will be affected by the recessionary
environment, social-distancing restrictions and continued closures
of retail gaming venues, following the introduction of reduced
fixed-odds betting terminal GBP2 maximum stake in the UK in 2019.
It will also be affected by expected acceleration of pub closures
post-pandemic and a reduced installed base in pubs to accommodate
social-distancing requirements. Inspired has, however, demonstrated
its ability to quickly adapt its cost base in 2020 and Fitch
expects such agility to continue.

Changing Segment Mix: Fitch believes gaming-and-leisure revenues
will not recover to pre-pandemic levels over Fitch's rating horizon
with lower hardware sales on a shrinking UK estate and reduced
participation revenues as contracts come up for renewal. Revenues
will be supported by continued growth of Inspired's virtual online
and interactive segments, benefitting from growth in online betting
and gaming, and a growing customer base. Tighter regulation for
virtual and interactive gaming represents a risk, as illustrated by
an ESG Relevance Score of 4.

Limited Financial Flexibility: Financial flexibility was boosted by
a USD41 million net VAT refund in 2020. This helps fund Fitch's
forecast negative FCF in 2021 and 1Q22, and Fitch expects available
liquidity to remain sufficient and above levels under Fitch's
previous rating case. Fitch expects Inspired to generate negative
FCF in 2021, as sales gradually recover after the pandemic and the
company starts implementing capex. Fitch expects FFO fixed charge
cover to recover marginally above 2.0x from 2022.
Slower-than-expected recovery would put pressure on liquidity.
Return of restrictions is not factored in Fitch's rating case.

DERIVATION SUMMARY

Inspired is a moderately-sized B2B gaming technology company, with
higher EBITDAR margin and FFO capabilities than that of its larger
peer Intralot S.A. (C), which was downgraded in January 2021 due to
debt restructuring. Inspired has lower FFO adjusted gross leverage
through the cycle than Intralot under its current capital
structure.

Inspired is considerably smaller and has weaker profitability than
its global peers such as International Game Technology plc (IGT)
and Scientific Games Corporation (SGC). This, along with limited
financial flexibility, constrains Inspired's ability to compete
should these larger groups decide on aggressive marketing and
pricing policies. Inspired has a strong presence in the
fast-growing gaming software market in a diverse number of
countries.

KEY ASSUMPTIONS

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

-- Revenues of around USD180 million in 2021, then increasing
    towards USD260 million by 2024;

-- Capex of USD34million in 2021, then gradually reducing towards
    around USD30 million by 2024;

-- Fitch-adjusted EBITDA margin stabilising at around 30% from
    2022;

-- No drawings under a GBP20 million RCF;

-- No dividends or acquisitions over the next four years;

-- GBP/USD at 1.4 over the next four years.

Fitch's Key Recovery Rating Assumptions

Fitch assumes that Inspired would be considered a going-concern
(GC) in bankruptcy and that it would be re-organised rather than
liquidated.

The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganisation EBITDA level upon which Fitch bases the
enterprise valuation. In Fitch's bespoke GC recovery analysis Fitch
considered an estimated post-restructuring EBITDA available to
creditors of around USD53 million, compared with USD47 million
previously, reflecting Fitch's 1.4 GBP/USD exchange rate
(previously 1.2). In Fitch's view bankruptcy could come as a result
of a materially delayed reopening of betting venues and/or
prolonged economic downturn combined with adverse regulatory
changes.

Fitch applied a distressed enterprise value (EV)/ EBITDA multiple
of 5x, in line with the mid-point used for the corporates universe
outside the US. In Fitch's view, the high intangible value of
Inspired's brands and high switching cost for customers leading to
satisfactory customer turnover is offset by the moderate size of
the company combined with regulatory pressure on gaming operators.
This multiple is aligned with that of comparable companies in the
same sector.

As per Fitch's criteria, the GBP20 million super senior secured
RCF, assumed fully drawn at default, ranks ahead of the prospective
GBP235 million senior secured notes.

After deducting 10% for administrative claims, Fitch's principal
waterfall analysis generated a ranked recovery in the 'RR3' band,
indicating a 'B' instrument rating. The waterfall analysis output
percentage on current metrics and assumptions is 65%, at the
high-end of the 'RR3' band.

RATING SENSITIVITIES

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

Growth in scale and EBITDA expansion, while maintaining:

-- FFO fixed charge cover above 3.0x;

-- FCF margin in high single digits; and

-- FFO adjusted gross leverage below 5.0x on a sustained basis.

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

Weaker-than expected performance leading to:

-- Failure to achieve FCF break-even;

-- Continued cash drain leading to a tightening liquidity
    position; and

-- FFO adjusted gross leverage above 6.5x beyond 2021.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Liquidity Limited but Sufficient: Inspired liquidity was boosted by
a USD41 million exceptional VAT-related net income received in
2020. This led to fairly high Fitch-defined readily available cash
of USD42 million as of December 2020. However, continuing social
distancing, gradual reopening of economies combined with resumed
capex in 2021 will lead to a reduction in cash balances. Subject to
material execution risk due to the pandemic, FCF is expected to
turn positive in 2022, improving financial flexibility.

ESG CONSIDERATIONS

Inspired has an ESG Relevance Score of 4 for customer welfare -
fair messaging, privacy & data security due to increasing
regulatory scrutiny on the sector, amid greater awareness around
the social implications of gaming addiction and an increasing focus
on responsible gaming. This factor has a negative impact on the
credit profile, as already reflected in the rating, and is relevant
to the rating in conjunction with other factors.

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

NMC HEALTH: Founder Can't Travel to UAE, Indian Court Rules
-----------------------------------------------------------
Abhirup Roy at Reuters reports that an Indian court on May 12
refused to let B R Shetty, the founder of troubled hospital
operator NMC Health, travel to the United Arab Emirates (UAE), as
it upheld a previous ruling.

Mr. Shetty's NMC, the UAE's biggest hospital group listed in
London, went into administration in April 2020 after months of
turmoil over its finances and its disclosure of US$6.6 billion in
debt, well above earlier estimates, Reuters recounts.

"The findings recorded . . . are based on sound appreciation of
facts and law," the two-judge panel, as cited by Reuters, said in
dismissing Mr. Shetty's challenge of immigration officials'
decision to stop him from boarding a Nov. 14 flight to the Middle
Eastern nation.

Two sources directly aware of the matter have told Reuters that
authorities acted against Mr. Shetty on the basis of a complaint by
state-run Bank of Baroda.

According to Reuters, Bank of Baroda is suing Mr. Shetty for
backing away from a collateral agreement for debts and additional
guarantees.  But Mr. Shetty has described the pact as a "fraudulent
document" in a court document seen by Reuters.

PRAESIDIAD GROUP: Fitch Affirms Then Withdraws CCC+ IDR
-------------------------------------------------------
Fitch Ratings has affirmed Praesidiad Group Limited's Long-Term
Issuer Default Rating (IDR) at 'CCC+' and senior secured debt at
'CCC' with a Recovery Rating of 'RR5'. Fitch has simultaneously
withdrawn all ratings.

The rating affirmation reflects Fitch's expectation of Praesidiad's
gradual recovery after a cumulative 35% revenue drop in 2018-20,
albeit weak free cash flow generation and high double-digit funds
from operations (FFO) leverage, with the latter remaining outside
Fitch's negative leverage sensitivity for 2020-22. Fitch expects
FFO leverage to be nearer 10x in 2023, which Fitch views as very
high in the context of the upcoming debt maturities in 2023 and
2024. Fitch believes the company has limited ability over the
rating horizon to repay its revolving credit facility (RCF) that
was drawn as a Covid-19 protection measure in 2020.

Fitch has withdrawn Praesidiad's ratings for commercial reasons.
Accordingly, Fitch will no longer provide ratings or analytical
coverage of the company.

KEY RATING DRIVERS

Continued Significant Revenue Decline: Praesidiad's revenues have
been declining for three years and decreased a further 13% in 2020.
This was partly due to pandemic-related delays in all divisions,
except for Hesco where revenue grew by 4% with an increasing share
of project-related revenues in the public and private sectors.
Fitch expects the overall post pandemic economic recovery in 2021
and several new growth initiatives to drive future revenue growth.
Fitch forecasts the company will return to its 2019 revenue base in
2022.

High Leverage and Refinancing Risk: FFO leverage deteriorated to
15.3x at end-2020 due to the pandemic (reducing revenues and cash
generation), although this was largely in line with Fitch's
previous forecast. In Fitch's view, the leverage profile is
excessive compared with rated building products peers and the
company's post-pandemic business stabilisation is critical for
timely refinancing. Fitch expects the company to deleverage to near
10x immediately prior to a maturity date of the RCF in 2023 and
term loan B in 2024. Nonetheless, Fitch forecasts the financial
structure to remain at 'ccc' under the Fitch's Building Products
Navigator over the rating horizon, increasing the refinancing risk
for the upcoming maturities.

Managing Limited Liquidity: At end-2020 Praesidiad had minimal
headroom under its EUR80 million RCF due to negative operating cash
flow, continuously high non-recurring charges and cash
collateralised banking guarantees. Fitch expects restructuring
projects to continue in 2021, leading to negative free cash flow
(FCF) generation in 2021-22. Fitch believes the company will only
partially repay the outstanding RCF related to the pandemic and
this will be contingent on working capital management.

Improving Margins; High Restructuring Charges: Praesidiad has been
running several mid-term productivity initiatives to improve
profitability. During the pandemic, the company also launched
temporary cost-cutting controls to stabilise profitability margins.
The EBITDA margin increased to 11.2% in 2020 from 9.1% in 2019,
despite a further decline in revenues in 2020. Related
restructuring outflows are high and heavily weigh on FCF
generation. Fitch expects further profitability improvement from
2021 onwards resulting from last year's cost-saving initiatives,
offset by additional (albeit declining) restructuring costs.

DERIVATION SUMMARY

Praesidiad is a niche player in narrowly-defined specialist
sub-segments of the perimeter protection markets and of high
security protection. As a niche player it has few related peers,
with the main competitor being subsidiaries in larger groups. Fitch
compares Praesidiad with a broader universe of building products
companies rated by Fitch in the 'B' rating category.

The larger installation provider Assemblin Financing AB (B/Stable)
and building products retailer Quimper AB (B/Stable) are much
larger but also with high FFO leverage, although not as high as
Praesidiad's near-term leverage. In terms of profitability,
Praesidiad generates higher EBITDA margins than Quimper and
Assemblin, but has much weaker cash flow generation profile. Other
privately rated companies with 'B-' IDRs generate positive FCF
while FFO leverage is in the range of 6-8x.

KEY ASSUMPTIONS

-- Revenues recovering back to a pre-pandemic (2019) level by
    2022, followed by low single digit growth;

-- EBITDA margin to increase to around 11.5-11.8% based on cost
    saving measures;

-- Release of working capital in 2021 after which Fitch expects
    working capital to increase slightly with improved growth;

-- Capex at around 2% of sales;

-- Restructuring costs of EUR26 million in 2021, EUR10 million in
    2022 and EUR5 million in 2023-24;

-- EUR20 million repayment of the RCF in 2021;

-- Refinancing of the RCF in 2023 and TLB in 2024;

-- No acquisitions.

RECOVERY ASSUMPTIONS:

-- The recovery analysis assumes that Praesidiad would be
    restructured as a going concern rather than liquidated in a
    default;

-- Fitch assumes a distressed multiple of 5.5x, includes a 10%
    discount for administrative claims and assumes the RCF is
    fully drawn;

-- Fitch estimates post-restructuring going-concern EBITDA at
    EUR31million;

-- These assumptions result in a recovery rate for the senior
    secured instrument rating within the 'RR5' range under the
    Fitch criteria, resulting in the debt rating being notched
    down once from the IDR. The principal and interest waterfall
    analysis output percentage on current metrics and assumptions
    is 23%.

RATING SENSITIVITIES

Rating Sensitivities are no longer relevant as the ratings have
been withdrawn.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Limited Liquidity Headroom: Fitch expects Praesidiad's liquidity to
be tight, but sufficient to meet current operational requirements.
At end-2020, the company had EUR43 million in cash, of which EUR20
million was a cash deposit. This arose from further drawdown of the
EUR80 million RCF, which is now almost fully utilised. Fitch
forecasts the deposit will be released and headroom under the RCF
will increase to around EUR25 million in FY21. However, the cash
balance will remain weak due to high non-recurring costs leading to
negative FCF generation in 2021-22.

Praesidiad's liquidity benefits from the lack of immediate
refinancing. However, in light of weak cash flow leverage, the
highly drawn RCF maturing in 2023 and the term loan B maturing in
2024, a timely refinancing may include amend and extend
transactions. Fitch believes capital markets is likely to remain
receptive to the issuer, based on already visible improvement in
profitability and expected operational stabilisation.

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.

VIRGIN ACTIVE: London Judge Approves Restructuring Plan
-------------------------------------------------------
Adeola Eribake and Irene Garcia Perez at Bloomberg News report that
a judge in London ruled that gym chain Virgin Active can wipe out
the rent arrears on most of its venues and avoid future steep
payments, despite the opposition of a majority of its creditors.

The decision represents a victory for tenants and a blow for
landlords, with other companies now likely to seek a reduction in
their debt pile using the same tool, Bloomberg notes.

During the hearings, the company owned by Brait SE and billionaire
Richard Branson argued that without the plan it would go into
administration; a worse outcome for most classes of creditors,
Bloomberg discloses.

In response, the landlords -- Aberdeen Standard Investments,
British Land Plc, Land Securities Group Plc and a fund managed by
Knight Frank Investment Management -- said that the company could
have tried other options, such as selling the business or some
assets, to tackle the situation, Bloomberg relays.

Ultimately, Judge Richard Snowden ruled that with the restructuring
plan "no member of a dissenting class will be any worse off than
they would be in the relevant alternative", Bloomberg discloses.

Landlords, however, expressed concern about the wider implications
of the ruling.

"This restructuring plan sets a dangerous precedent and
demonstrates how the law is now allowing wealthy individuals and
private equity backers to extract value from their businesses in
good times but later claim insolvency," Bloomberg quotes Melanie
Leech, chief executive of British Property Federation, as saying in
an emailed statement.

Virgin Active is the first company to use insolvency rules approved
last year which force landlords to accept losses even when fewer
than three-quarters of the firm's creditors agree, Bloomberg
states.

The gym group's rent bill is set to reach GBP30 million (US$42
million) by the end of May, Bloomberg says, citing court
documents.


[*] UK: Bank of England Does Not Expect to See Bankruptcy Wave
--------------------------------------------------------------
William Schomberg and David Milliken at Reuters report that the
Bank of England does not expect to see a wave of bankruptcies among
British firms when the government ends its coronavirus emergency
support for the economy, BoE Chief Economist Andy Haldane said on
May 7.

Many debts racked up recently by companies are spread over long
durations "which increases the chances of them being able to be
paid back and therefore bankruptcy is not picking up very much from
current relatively subdued levels," Reuters quotes Mr. Haldane as
saying.

"But ultimately there are risks around that and we'll need to track
them through," he said in a presentation to businesses, a day after
the BoE sharply raised its forecasts for British economic growth in
2021.

Data published recently showed company insolvencies in England and
Wales fell to their lowest level in more than 30 years in early
2021 as the government's support helped businesses to ward off
bankruptcy, Reuters discloses.

According to Reuters, Mr. Haldane also said there were "significant
risks" that inflation could come in either above or below the BoE's
latest forecasts.  These predict inflation will be close to its 2%
target in two to three years' time, after an initial overshoot as
the economy recovers from the pandemic, Reuters states.



                           *********


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

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

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

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